/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/140108.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, January 8, 2014, Vol. 18, No. 7 Headlines 1ST FINANCIAL: Merges with First Citizens Bank 41 FOREST REALTY: Case Summary & 2 Unsecured Creditors AFFIRMATIVE INSURANCE: Extends Employments of Executives to 2016 ALTREC INC: Case Summary & 20 Largest Unsecured Creditors AMERICAN AIRLINES: LAX Wants Dispute in U.S. District Court ARCHDIOCESE OF MILWAUKEE: De Sales Tolling Period Okayed ARINC INC: Moody's Withdraws Ratings Following Rockwell Sale AS SEEN ON TV: Executes MoU to Acquire Infusion Brands ASPEN GROUP: Has 11.3MM Shares Available Under 2012 Incentive Plan ASR-FOUNTAINVIEW PLACE: Case Summary & 20 Top Unsecured Creditors BAJA MINING: Posts $1.2-Mil. Net Loss in Q3 Ended Sept. 30 BELO CORP: Fitch Withdraws Ratings After Closing of Gannett Buyout BERNARD L. MADOFF: J.P. Morgan Officials Excluded from Penalties BIOZONE PHARMACEUTICALS: Registers 53.6MM Shares Under Plan BERRY PLASTICS: Graham Berry Lowers Equity Stake to 1.4% C&K MARKET: Can Employ Kieckhafer Schiffer as Advisors C&K MARKET: Has Green Light to Hire Edward Hostmann as CRO CAMAC ENERGY: Has $2.7-Mil. Net Loss for Third Quarter CAPABILITY RANCH: Gordon Silver Won't Push Case Conversion CARRIZO ENERGY: Case Summary & 4 Largest Unsecured Creditors CELL THERAPEUTICS: Partial Clinical Hold on Tosedostat Removed CENGAGE LEARNING: To Spar with Creditors over Arrangers' Fees CHRISTIAN BROTHERS: Archbishop of Seattle Objects to Exit Plan COMARCO INC: Board OKs Deferred Compensation for CEO COMPREHENSIVE CARE: Sells Unit's Capital Stock to Imagen for $100 CONSTAR INTERNATIONAL: Has 5-Member Creditors' Committee CONSTAR INTERNATIONAL: Sec. 341 Creditors' Meeting Set for Jan. 28 CONSTAR INTERNATIONAL: Seeks More Time to File Schedules CONVERGYS CORP: Moody's Reviews 'Ba1' CFR for Downgrade CYCLONE POWER: Inks $220K Securities Purchase Deal With Peak One DETROIT, MI: Manager Freezes Pension Fund, Creates 401k-Type Plan DEXIA SA: Sells Remaining Stake in Popular Banca Privada DIAMOND ONE DENTAL: Case Summary & 5 Unsecured Creditors DIOCESE OF GALLUP, NM: U.S. Trustee Appoints Creditors Committee DIOCESE OF GALLUP, NM: Obtains Loans to Pay Professional Fees DIOCESE OF GALLUP, NM: Value of Assets Yet to Be Determined EAGLE EYES: Voluntary Chapter 11 Case Summary EARTHBOUND HOLDINGS III: S&P Withdraws 'B-' Corp. Credit Rating ECONOMY HOME: Voluntary Chapter 11 Case Summary EDENOR SA: Shareholders Approve Merger With Emdersa Holding EMERALD EXPOSITIONS: Loan Upsize No Impact on Moody's 'B3' CFR EPAZZ INC: Asher Enterprises Held 9.9% Equity Stake at Dec. 31 EVERGREEN INTERNATIONAL: Sued Again for Wages After Mass Firings EVOLUCIA INC: Has $3.43-Mil. Net Loss for Q3 Ended Sept. 30 FIRST NATIONAL COMMUNITY: Shareholders' Meeting Held Dec. 23 FLETCHER INTERNATIONAL: Sued by Trustee for $143 Million FRESH & EASY: Vows to Pay Creditors Fully From Sales FUN VALLEY PARK: Case Summary & 14 Unsecured Creditors FURNITURE BRANDS: Sale of Roble Road Property Approved GASCO ENERGY: To Suspend Reporting Obligations with SEC GELTECH SOLUTIONS: Reports $1.91-Mil. Net Loss in Sept. 30 Quarter GENERAL STEEL: Stockholders Elect Five Directors GIGGLES N HUGS: Posts $356K Net Loss in Quarter Ended Sept. 29 GLOBALSTAR INC: Thermo Invests Additional $13.5 Million GREEN AUTOMOTIVE: Files Amendment No. 2 to Q2 2013 Form 10-Q GREEN AUTOMOTIVE: Amends Form 10-Q for Third Quarter 2013 GREEN FIELD ENERGY: Committee Wants Examiner for Secret Reasons GREEN FIELD ENERGY: Government Claims Bar Date Set for April 25 HARRIS MANUFACTURING: Case Summary & Largest Unsecured Creditor HOVNANIAN ENTERPRISES: S&P Assigns CCC Rating to New $150MM Notes IBAHN CORP: Seeks More Time to Find Buyer IMS HEALTH: S&P Puts 'B+' Corp. Credit Rating on Watch Positive IN PLAY: Homeowners Object to Plan of Reorganization INFINITY ENERGY: Amegy Bank Hikes Equity Stake to 22.3% INNOVATIVE RESTAURANT: Case Summary & 20 Top Unsecured Creditors IVEDA SOLUTIONS: Posts $1.57-Mil. Net Loss in Q3 Ended Sept. 30 JEH COMPANY: Wants to Sell 2 Vehicles Pledged to Frost Bank JEH COMPANY: Wants to Sell Vehicles, Wells Fargo to Get Proceeds KAMAYAN HOLDINGS: Case Summary & 20 Largest Unsecured Creditors LAKELAND INDUSTRIES: HSBC Facility Extended for One Year LEHMAN BROTHERS: Inks Deal With BP 399 Park Avenue to Settle Claim LEHMAN BROTHERS: BNY Mellon's $201.9MM Claim vs. LBI Subordinated LEHMAN BROTHERS: Thomas Drops Appeal on Claim Disallowance LEHMAN BROTHERS: Parkes Deal Could Take Months to Finalize LIBERTY PROPERTY: Leverage Hike Prompts Fitch to Lower Ratings LIGHTSQUARED INC: No Plan Has Affirmative Creditor Votes LIGHTSQUARED INC: Some Lenders Oppose New Financing Arrangement LIME ENERGY: Issues 400,000 Pref. Shares to Investor Group LOCATION BASED TECHNOLOGIES: Expects $416K of Revenue in Q1 2014 LOEHMANN'S HOLDINGS: Receives Liquidation Sale Approval LOEHMANN'S HOLDINGS: Sells Assets to 3 Buyers at Auction LOMBARD PUBLIC: S&P Lowers LT Rating to 'D' Over Payment Default LONE PINE: On Track for Reorganization by Jan. 31 MAGIC APPAREL: Case Summary & 4 Unsecured Creditors MITCHELL BRIDGE: Case Summary & 5 Largest Unsecured Creditors MITEL NETWORKS: Moody's Lifts CFR to 'B2' & Rates New Debt 'Ba3' MS CARGO: Case Summary & 18 Largest Unsecured Creditors MT. LAUREL LODGING: Can Hire Taft Stettinius as Co-Counsel MT. LAUREL LODGING: Court Approves Motion to Use Cash Collateral MT. LAUREL LODGING: NRB Objects to Perkins Coie Employment MUSCLEPHARM CORP: Sydney Rollock to Serve as CMO NEP/NCP HOLDCO: Moody's Lowers 1st Lien Debt Rating to 'B2' NEP/NCP HOLDCO: S&P Affirms 'B' CCR Over Global TV Purchase NEWLEAD HOLDINGS: Regains Compliance with NASDAQ Listing Rules NEWPAGE HOLDINGS: Verso Takes Reorganized Firm for $1.4 Billion NORTEL NETWORKS: Settlement Between U.S., European Units Approved OCZ TECHNOLOGY: Secured Creditors Group Supports Assets Sale OCZ TECHNOLOGY: Panel Hires BDO USA as Financial Advisor OCZ TECHNOLOGY: Hires Deutsche Bank as Investment Banker OCZ TECHNOLOGY: Creditors Committee Opposes Executive Bonuses OGX PETROLEO: Has 15 Days to Pay Oil Field Investments ORCKIT COMMUNICATIONS: Shareholders Re-elect 3 Directors to Board OSAGE EXPLORATION: Controls 53% of Nemaha Ridge Project Operations OZARK MOUNTAIN: Case Summary & 11 Largest Unsecured Creditors PATIENT SAFETY: Inks $2.3MM Patent Agreement with ClearCount PATIENT SAFETY: To be Acquired by Stryker for $120 Million PINE VIEW REALTY: Voluntary Chapter 11 Case Summary PROVIDENT COMMUNITY: Terminates Registration of Common Shares PSM HOLDINGS: Incurs $1.53-Mil. Net Loss for Third Quarter PWK TIMBERLAND: Withdrawing Members Object to Disclosure Statement RADIO ONE: Moody's Alters Outlook to Positive & Affirms 'Caa1' CFR RAM OF EASTERN: Court Confirms Plan of Reorganization REEVES DEVELOPMENT: Iberiabank Seeks to Convert Case to Ch. 7 RESIDENTIAL CAPITAL: U.S. Trustee Objects to $2MM Bonus for CRO S.A.B. INVESTMENTS: Voluntary Chapter 11 Case Summary SAVIENT PHARMACEUTICALS: Wind Down Personnel Hiring Approved SCIENTIFIC LEARNING: Suspending Reporting Obligations with SEC SCIENTIFIC LEARNING: Trigran Held 23.2% Equity Stake at Dec. 31 SHAFER BROTHERS: Case Summary & 20 Largest Unsecured Creditors SIMPLY WHEELZ: Rival Bidder Sixt Appeals Advantage Rent a Car Sale SOLAR POWER: Amends Q2 Form 10-Q to Correct Classification Errors SPINDLE INC: Posts $747K Net Loss in Third Quarter of 2013 SUMMIT MATERIALS: Moody's Cuts CFR to B3 & Rates Senior Notes Caa3 SUMMIT MATERIALS: S&P Raises Rating on $150MM Debt to 'BB-' SURGERY CENTER: Moody's Affirms B3 CFR & Rates 2nd Term Loan Caa2 STELLAR BIOTECHNOLOGIES: Incurs $14.9 Million Loss in 2013 T3 MOTION: Adam Benowitz Held 8.4% Equity Stake at Dec. 18 TAMRAC INC: Case Summary & 20 Largest Unsecured Creditors TAYLOR BEAN: Settles $5.4 Billion Ginnie Mae Claim TOWER GROUP: Plan Merger Cues Fitch to Revise Rating Status UNI-PIXEL INC: Appoints Interim Co-President and Co-CEO UNIVERSITY GENERAL: To Host Investor Conference on Feb. 3-4 UPPER VALLEY COMMERCIAL: Taps McLane as Securities Counsel UPPER VALLEY COMMERCIAL: Proposes Tamposi Law Group as Counsel UPPER VALLEY COMMERCIAL: N.H. Objects to Borrowing Requests UPPER VALLEY COMMERCIAL: Amends List of 20 Top Unsecured Creditors USG CORP: Warren Buffett Held 30.5% Equity Stake at Dec. 9 VIGGLE INC: Accel IX Held 6.3% Equity Stake at December 16 VISION INDUSTRIES: Amends Sept. 30, 2013 Quarter Form 10-Q W.R. GRACE: Seeks Approval of Deal With Bank Lender Group W.R. GRACE: Completes Purchase of Dow's UNIPOL Process WAVE SYSTEMS: Inks Employment Agreement with CEO WESTERN FUNDING: Judge Approves Sale to Westlake Services WPCS INTERNATIONAL: Discusses New Contracts, Operations Update * Creditors of Distressed Companies Seek Disclosures * Rules Proposed to Curb Muni-Bond Advisers * Filings Drop 13% as December Marks 6-Year Low * Yellen Confirmed as Fed Chief * SEC Names Michael Osnato as Enforcement Division Unit Chief * Moody's Says Oversupply to Cool Oil Prices in North America * NewOak Appoints Neil McPherson as Head of Business Development ********* 1ST FINANCIAL: Merges with First Citizens Bank ---------------------------------------------- First-Citizens Bank & Trust Company filed articles of merger with the North Carolina Secretary of State on Dec. 31, 2013. In accordance with the Articles of Merger, 1st Financial Services Corporation and its subsidiary, Mountain 1st Bank & Trust Company, merged with and into First Citizens Bank effective as of 12:01 a.m. on Jan. 1, 2014. The shareholders of 1st Financial have approved the Merger at a special meeting held on Dec. 10, 2013. In a separate regulatory filing with the U.S. Securities and Exchange Commission, 1st Financial filed a post-effective amendment to its registration statement on Form S-8 filed with the SEC on Dec. 2, 2008, to remove from registration any securities that remain unsold (1,174,590 shares) under that Registration Statement. The Company registered 1,292,890 shares of the common stock, $5.00 par value per share, of the Company for issuance under the Company's four stock-based incentive plans - Director Stock Option Plan, Employee Stock Option Plan, 2008 Omnibus Equity Plan and 2008 Employee Stock Purchase Plan. About 1st Financial Hendersonville, North Carolina-based 1st Financial Services Corporation is the bank holding company for Mountain 1st Bank & Trust Company. 1st Financial has essentially no other assets or liabilities other than its investment in the Bank. 1st Financial's business activity consists of directing the activities of the Bank. The Bank has a wholly owned subsidiary, Clear Focus Holdings LLC. The Bank was incorporated under the laws of the state of North Carolina on April 30, 2004, and opened for business on May 14, 2004, as a North Carolina chartered commercial bank. At Dec. 31, 2011, the Bank was engaged in general commercial banking primarily in nine western North Carolina counties: Buncombe, Catawba, Cleveland, Haywood, Henderson, McDowell, Polk, Rutherford, and Transylvania. The Bank operates under the banking laws of North Carolina and the rules and regulations of the Federal Deposit Insurance Corporation (the FDIC). As a North Carolina bank, the Bank is subject to examination and regulation by the FDIC and the North Carolina Commissioner of Banks. The Bank is further subject to certain regulations of the Federal Reserve governing reserve requirements to be maintained against deposits and other matters. The business and regulation of the Bank are also subject to legislative changes from time to time. The Bank's primary market area is southwestern North Carolina. Its main office and Hendersonville South office are located in Hendersonville, North Carolina. At Dec. 31, 2011, the Bank also had full service branch offices in Asheville, Brevard, Columbus, Etowah, Forest City, Fletcher, Hickory, Marion, Shelby, and Waynesville, North Carolina. The Bank's loans and deposits are primarily generated from within its local market area. 1st Financial reported net income of $1.27 million in 2012 as compared with a net loss of $20.47 in 2011. The Company's balance sheet at Sept. 30, 2013, showed $674.65 million in total assets, $664.70 million in total liabilities and $9.95 million in total stockholders' equity. Elliott Davis, PLLC, in Greenville, South Carolina, 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 that have eroded regulatory capital ratios, and the Company's wholly owned subsidiary, Mountain 1st Bank & Trust Company, is under a regulatory Consent Order with the Federal Deposit Insurance Corporation and the North Carolina Commissioner of Banks that requires, among other provisions, capital ratios to be maintained at certain heightened levels. In addition, the Company is under a written agreement with the Federal Reserve Bank of Richmond that requires, among other provisions, the submission and implementation of a capital plan to improve the Company and the Bank's capital levels. As of Dec. 31, 2012, both the Bank and the Company are considered "significantly undercapitalized" based on their respective regulatory capital levels. 41 FOREST REALTY: Case Summary & 2 Unsecured Creditors ------------------------------------------------------ Debtor: 41 Forest Realty, LLC c/o Forest Pizza 90 Forest Avenue Glen Cove, NY 11542 Case No.: 14-70023 Chapter 11 Petition Date: January 6, 2014 Court: United States Bankruptcy Court Eastern District of New York (Central Islip) Judge: Hon. Robert E. Grossman Debtor's Counsel: Howard B Kleinberg, Esq. MEYER SUOZZI ENGLISH & KLEIN P.C. 990 Stewart Avenue Suite 300 PO Box 9194 Garden City, NY 11530-9194 Tel: (516) 741- 6565 Fax: (516) 741- 6706 Email: hkleinberg@MSEK.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Salvatore Guastella, managing member. A list of the Debtor's two largest unsecured creditors is available for free at http://bankrupt.com/misc/nyeb14-70023.pdf AFFIRMATIVE INSURANCE: Extends Employments of Executives to 2016 ---------------------------------------------------------------- Affirmative Insurance Holdings, Inc., entered into: (i) a Second Amended and Restated Executive Employment Agreement with Michael J. McClure, the Company's chief executive officer; (ii) a Third Amended and Restated Executive Employment Agreement with Joseph G. Fisher, the Company's president and chief operating officer; and (iii) an Executive Employment Agreement with Earl R. Fonville, the Company's executive vice president and chief financial officer. The McClure Agreement is effective as of Dec. 1, 2013, and provides for, among other things: (i) an annual base salary of $650,000; (ii) eligibility to participate in the Company's bonus plans with eligibility for an annual cash bonus target of 100 percent of Mr. McClure's base salary; (iii) eligibility to participate in the Company's 2004 Amended and Restated Stock Incentive Plan; and (iv) all benefits as are generally provided by the Company to all of its executive officers, including but not limited to participation in any group life, health, dental, vision, disability or accident insurance programs, 401(k) plans, or supplemental retirement, deferred compensation or vacation plans. The McClure Agreement has a term through Nov. 30, 2016, unless the Company provides written notice of its intention to renew or extend the McClure Agreement at least six months before the last day of the term. The Fisher Agreement is effective as of Nov. 1, 2013, and provides for, among other things: (i) an annual base salary of $450,000; (ii) eligibility to participate in the Company's bonus plans with eligibility for an annual cash bonus target of no less than 85 percent of Mr. Fisher's base salary; (iii) eligibility to participate in the Company's 2004 Amended and Restated Stock Incentive Plan; and (iv) all benefits as are generally provided by the Company to all of its executive officers, including but not limited to participation in any group life, health, dental, vision, disability or accident insurance programs, 401(k) plans, or supplemental retirement, deferred compensation or vacation plans. The Fisher Agreement has a term through Nov. 30, 2016, unless the Company provides written notice of its intention to renew or extend the Fisher Agreement at least six months before the last day of the term. The Fonville Agreement is effective as of Dec. 1, 2013, and provides for, among other things: (i) an annual base salary of $300,000; (ii) eligibility to participate in the Company's bonus plans with eligibility for an annual cash bonus target of no less than 65 percent of Mr. Fonville's base salary; (iii) eligibility to participate in the Company's 2004 Amended and Restated Stock Incentive Plan; and (iv) all benefits as are generally provided by the Company to all of its executive officers, including but not limited to participation in any group life, health, dental, vision, disability or accident insurance programs, 401(k) plans, or supplemental retirement, deferred compensation or vacation plans. The Fonville Agreement has a term through Nov. 30, 2016, unless the Company provides written notice of its intention to renew or extend the Fonville Agreement at least six months before the last day of the term. In addition, the Compensation Committee of the Company's Board of Directors approved the base salary increases for Mr. McClure to $650,000 and Mr. Fisher to $450,000 to be retroactively effective April 1, 2013. A copy of the Form 8-K disclosure is available for free at: http://is.gd/DFj5OO About Affirmative Insurance Addison, Tex.-based Affirmative Insurance Holdings, Inc., is a distributor and producer of non-standard personal automobile insurance policies for individual consumers in targeted geographic markets. Non-standard personal automobile insurance policies provide coverage to drivers who find it difficult to obtain insurance from standard automobile insurance companies due to their lack of prior insurance, age, driving record, limited financial resources or other factors. Non-standard personal automobile insurance policies generally require higher premiums than standard automobile insurance policies for comparable coverage. The Company's balance sheet at Sept. 30, 2013, showed $386.03 million in total assets, $476.73 million in total liabilities and a $90.70 million total stockholders' deficit. "At December 31, 2012, the Company's history of recurring losses from operations, its failure to comply with the Financial Covenants in its senior secured credit facility, its failure to comply with the Illinois Department of Insurance reserve requirement, and substantial liquidity needs the Company would face when the senior secured credit facility was set to expire in January 2014 raised substantial doubt about the Company's ability to continue as a going concern," the Company said in the quarterly report for the period ended Sept. 30, 2013. ALTREC INC: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Altrec, Inc. 725 SW Umatilla Ave Redmond, OR 97756 Case No.: 14-30037 Chapter 11 Petition Date: January 6, 2014 Court: United States Bankruptcy Court District of Oregon Judge: Hon. Randall L. Dunn Debtor's Counsel: David A Foraker, Esq. GREENE & MARKLEY, P.C. 1515 SW 5th Ave #600 Portland, OR 97201 Tel: (503) 295-2668 Email: david.foraker@greenemarkley.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $10 million to $50 million The petition was signed by Michael Morford, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/orb14-30037.pdf AMERICAN AIRLINES: LAX Wants Dispute in U.S. District Court ----------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that reorganized American Airlines Group Inc. could find itself in a California federal district court rather than in the New York bankruptcy court to resolve how much is owed for maintenance and operation of the airline's facilities at Terminal 4 at Los Angeles International Airport. According to the report, the airline has disputes going back to 2006, when LAX -- as the airport is known -- changed the formula to charge for maintenance at the terminals. Since then, every airline other than American has come to an agreement with LAX on a new cost structure. In bankruptcy court, American agreed to abide by the pre- bankruptcy agreements with LAX, saving for later determination of what, if anything, is owed for increased costs. LAX scheduled a Jan. 16 hearing in the New York bankruptcy court on a request for permission to sue American in federal district court in California to decide how much is owed going forward and before the company's emergence from bankruptcy. The airport, seeking a jury trial in district court, said a bankruptcy judge can only decide part of the dispute dealing with the amount owed prior to emergence. LAX said that other creditors won't be harmed by a lawsuit in district court because everyone is being paid in full, with AMR shareholders receiving some of the stock in the reorganized, merged airline. 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. In November 2013, AMR and the U.S. Justice Department a settlement of the anti-trust suit. The settlements require the airlines to shed 104 slots at Reagan National Airport in Washington and 34 at LaGuardia Airport in New York. AMR stepped out of Chapter 11 protection after its $17 billion merger with US Airways was formally completed on Dec. 9, 2013. ARCHDIOCESE OF MILWAUKEE: De Sales Tolling Period Okayed -------------------------------------------------------- The Archdiocese of Milwaukee won bankruptcy court approval of a deal it made with De Sales Preparatory Seminary, Inc. and the official committee of unsecured creditors. Under the deal, the parties agreed to extend to June 30, 2014, the so-called "tolling period" or the period for the archdiocese's bankruptcy estate to bring potential claims for relief against De Sales under Chapter 5 of the Bankruptcy Code. The tolling period is set to expire on January 4, according to court filings. A copy of the agreement is available for free at http://is.gd/erHEap The archdiocese also obtained court approval of a similar deal it made with the unsecured creditors' committee and the trustees of the Faith in Our Future Trust. The deal also extends the tolling period under the parties' tolling agreement to June 30, 2014. The agreement can be accessed for free at http://is.gd/KCRnPY The committee is represented by: James I. Stang, Esq. Kenneth H. Brown, Esq. Gillian N. Brown, Esq. PACHULSKI STANG ZIEHL & JONES LLP 10100 Santa Monica Blvd., 13th Floor Los Angeles, CA 90067 Tel: (310) 277-6910 Fax: (310) 201-0760 E-mail: jstang@pszjlaw.com kbrown@pszjlaw.com gbrown@pszjlaw.com - and - Albert Solochek, Esq. Jason R. Pilmaier, Esq. HOWARD, SOLOCHEK & WEBER, S.C. 324 E. Wisconsin Ave., Suite 1100 Milwaukee, WI 53202 Tel: (414) 272-0760 Fax: (414) 272-7265 E-mail: asolochek@hswmke.com jpilmaier@hswmke. com De Sales Preparatory is represented by: Randall D. Crocker, Esq. VON BRIESEN & ROPER S.C. 411 East Wisconsin Avenue, Suite 1000 Milwaukee, WI 53202 Tel: (414) 287-1238 Fax: (414) 238-6532 E-mail: rcrocker@vonbriesen.com FOFT is represented by: Peter C. Blain, Esq. REINHART BOERNER VAN DEUREN S.C. 1000 North Water Street, Suite 1700 Milwaukee, WI 53202 Tel: (414) 298-2129 Fax: (414) 298-8097 E-mail: pblain@reinhartlaw.com About Archdiocese of Milwaukee The Diocese of Milwaukee was established on Nov. 28, 1843, and was elevated to an Archdiocese on Feb. 12, 1875, by Pope Pius IX. The region served by the Archdiocese consists of 4,758 square miles in southeast Wisconsin which includes counties Dodge, Fond du Lac, Kenosha, Milwaukee, Ozaukee, Racine, Sheboygan, Walworth, Washington and Waukesha. There are 657,519 registered Catholics in the Region. The Catholic Archdiocese of Milwaukee, in Wisconsin, filed for Chapter 11 bankruptcy protection (Bankr. E.D. Wis. Case No. 11-20059) on Jan. 4, 2011, to address claims over sexual abuse by priests on minors. The Archdiocese became at least the eighth Roman Catholic diocese in the U.S. to file for bankruptcy to settle claims from current and former parishioners who say they were sexually molested by priests. Daryl L. Diesing, Esq., at Whyte Hirschboeck Dudek S.C., in Milwaukee, Wisconsin, serves as the Archdiocese's counsel. The Official Committee of Unsecured Creditors in the bankruptcy case has retained Pachulski Stang Ziehl & Jones LLP as its counsel, and Howard, Solochek & Weber, S.C., as its local counsel. The Archdiocese estimated assets and debts of $10 million to $50 million in its Chapter 11 petition. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) ARINC INC: Moody's Withdraws Ratings Following Rockwell Sale ------------------------------------------------------------ Moody's Investors Service withdrew all ratings assigned to Arinc Incorporated including the B2 Corporate Family Rating, B2-PD Probability of Default rating, the B1 senior secured rating assigned to the company's term loan and letter of credit facility and the Caa1 rating assigned to the second lien term loan. Ratings Rationale Moody's withdrew the credit ratings following the completion of Rockwell Collins' acquisition of Arinc, on December 23rd. As part of the transaction, the company's rated debt was fully repaid and is no longer outstanding. Arinc Incorporated, headquartered in Annapolis, MD, is a provider of communications information technology products and services and engineering services to the commercial aviation industry as well as government agencies. AS SEEN ON TV: Executes MoU to Acquire Infusion Brands ------------------------------------------------------ As Seen On TV, Inc., has signed a memorandum of understanding to acquire Infusion Brands International, Inc., the marketer behind the globally renowned "Dual" brand and strategic partner of Ronco Holdings. The transaction is anticipated to be an all-stock transaction resulting in pro-forma ownership of one-quarter As Seen On TV, Inc. shareholders to three-quarters Infusion Brands shareholders. The transaction is expected to close in the first quarter of 2014. The combined companies will be based in Clearwater, FL, and will feature a powerful portfolio of revenue generating direct response brands including AsSeenOnTV.com, eDiets, DualSaw, Dual Tools and D.O.C. cleaning. Similar to As Seen on TV, Infusion Brands has successfully marketed brands in all channels of distribution, driving retail sales through direct response marketing initiatives as well as live television shopping. Infusion Brands has expanded its distribution both domestically and internationally such as through global live shopping channels QVC (US, Italy, UK), HSN (US), ShopNBC (US), The Shopping Channel (Canada), HSE24 (Germany), and IdealWorld (UK). Moreover, Infusion Brands has also expanded its own global wholesale and retail distribution network that will be leveraged by the combined entities. Additionally, Infusion Brands has a strategic partner with Ronco Holdings, Inc., owner of the popular consumer housewares brand founded by Ron Popeil. Ronco announced last week that well-known television pitchman Marc Gill will be its new brand ambassador beginning with airings on HSN as early as February 2014. Ronco's strategic partnership with Mr. Gill and Infusion Brands will continue with the As Seen on TV acquisition. "Infusion Brands has terrific brands and is renowned for its breakthrough design and innovation heritage," said Ronald C. Pruett, Jr., CEO and president of As Seen On TV, Inc. "This is a significant step for As Seen On TV and our multichannel distribution platform. The new brands and distribution opportunities, including global retail, should dramatically increase the As Seen on TV inventor licensing opportunities along with our online ecommerce and crowdfunding site traffic," said Mr. Pruett. "We couldn't be more excited about the endless growth opportunities for these two companies and our respective brands and partners around the world," stated Bob DeCecco, CEO and Director of Infusion Brands. "By consolidating our brand assets, management and revenues, we immediately accelerate our ability to create more awareness for our brands while monetizing these combined assets. I look forward to working alongside Ron and our respective management teams as we continue to create a truly exciting and innovative consumer products company." Mr. DeCecco will become the CEO of the combined entities upon closing of the merger. A copy of the Memorandum of Understanding is available at: http://is.gd/rmXUUO On Dec. 23, 2013, As Seen On TV entered into a Note Purchase Agreement with Infusion Brands pursuant to which the Company will issue up to five promissory notes in order to borrow up to $500,000 from Infusion Brands on an unsecured basis. Interest will accrue on the Notes at a rate of 12 percent per annum. All principal and accrued interest is due and payable in full on the maturity date of the Notes. The Notes will mature on June 30, 2014, or such earlier date as either of the following occurs: (i) the Dec. 18, 2013, memorandum of understanding terminates without the parties having entered into a definitive agreement providing for the acquisition of Infusion Brands by the Company, or (ii) the definitive agreement is terminated by the Company without the acquisition referenced therein having been completed. Under the Note Purchase Agreement, the Company must comply with a number of covenants, including a covenant to provide Infusion Brands with written notice of the occurrence of any event constituting an adverse change. On Dec. 23, 2013, the Company issued the first of the Notes, in the original principal amount of $150,000. About As Seen on TV Clearwater, Fla.-based As Seen On TV, Inc., is a direct response marketing company. It identifies, develops, and markets consumer products. As reported by the TCR on Nov. 6, 2012, As Seen On TV entered into an Agreement and Plan of Merger with eDiets Acquisition Company ("Merger Sub"), eDiets.com, Inc., and certain other individuals. Pursuant to the Merger Agreement, Merger Sub will merge with and into eDiets.com, and eDiets.com will continue as the surviving corporation and a wholly-owned subsidiary of the Company. As Seen On TV disclosed net income of $3.69 million on $10.10 million of revenues for the year ended March 31, 2013, as compared with a net loss of $8.07 million on $8.16 million of revenues during the prior year. EisnerAmper LLP, in Edison, New Jersey, issued a "going concern" qualification on the consolidated financial statements for the year ended March 31, 2013. The independent auditors noted that the Company's recurring losses from operations and negative cash flows from operations raise substantial doubt about its ability to continue as a going concern. The Company's balance sheet at Sept. 30, 2013, showed $7.78 million in total assets, $7.81 million in total liabilities and a $31,075 total shareholders' deficit. Bankruptcy Warning "At September 30, 2013, we had a cash balance of approximately $340,000, a working capital deficit of approximately $5.7 million and an accumulated deficit of approximately $25.0 million. We have experienced losses from operations since our inception, and we have relied on a series of private placements and convertible debentures to fund our operations. The Company cannot predict how long it will continue to incur losses or whether it will ever become profitable." "There can be no assurance that we will be able to secure the additional funding we need. If our efforts to do so are unsuccessful, we will be required to further reduce or eliminate our operations and/or seek relief through a filing under the U.S. Bankruptcy Code. These factors, among others, raise substantial doubt about our ability to continue as a going concern," the Company said in its quarterly report for the period ended Sept. 30, 2013. ASPEN GROUP: Has 11.3MM Shares Available Under 2012 Incentive Plan ------------------------------------------------------------------ Aspen Group, Inc., amended its 2012 Equity Incentive Plan to increase the authorized shares available under the Plan by 2,000,000 shares to 11,300,000 shares. About Aspen Group Denver, Colo.-based Aspen Group, Inc., was founded in Colorado in 1987 as the International School of Information Management. On Sept. 30, 2004, it was acquired by Higher Education Management Group, Inc., and changed its name to Aspen University Inc. On May 13, 2011, the Company formed in Colorado a subsidiary, Aspen University Marketing, LLC, which is currently inactive. On March 13, 2012, the Company was recapitalized in a reverse merger. Aspen's mission is to become an institution of choice for adult learners by offering cost-effective, comprehensive, and relevant online education. Approximately 88 percent of the Company's degree-seeking students (as of June 30, 2012) were enrolled in graduate degree programs (Master or Doctorate degree program). Since 1993, the Company has been nationally accredited by the Distance Education and Training Council, a national accrediting agency recognized by the U.S. Department of Education. The Company reported a net loss of $6.01 million on $2.68 million of revenues for the year ended Dec. 31, 2012, as compared with a net loss of $2.13 million on $2.34 million of revenues during the prior year. The Company's balance sheet at Oct. 31, 2013, showed $4.49 million in total assets, $5.45 million in total liabilities and a $957,652 total stockholders' deficiency. Salberg & Company, P.A., in Boca Raton, Florida, issued a "going concern" qualification on the consolidated financial statements for the transition period ending April 30, 2013. The independent auditors noted that the Company has a net loss allocable to common stockholders and net cash used in operating activities for the four months ended April 30, 2013, of $1,402,982 and $918,941, respectively, and has an accumulated deficit of $12,740,086 at April 30, 2013. These matters raise substantial doubt about the Company's ability to continue as a going concern. ASR-FOUNTAINVIEW PLACE: Case Summary & 20 Top Unsecured Creditors ----------------------------------------------------------------- Debtor affiliates filing separate Chapter 11 cases: Debtor Case No. ------ -------- ASR-Fountainview Place LP 14-30175 2401 Fountain View Dr., Suite 750 Houston, TX 77057 ASR-8 Centre, LP 14-30174 2401 Fountain View Dri., Suite 750 Houston, TX 77057 ASR-Parkway One & Two, LP 14-30176 2401 Fountain View Dr., Suite 750 Houston, TX 77057 Chapter 11 Petition Date: January 6, 2014 Court: United States Bankruptcy Court Southern District of Texas (Houston) Debtors' Counsel: William Alfred Wood, III, Esq. BRACEWELL & GIULIANI LLP 711 Louisiana St, Ste 2300 Houston, TX 77002-2781 Tel: 713-223-2300 Fax: 713-221-1212 Email: Trey.Wood@bgllp.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petitions were signed by William J. Carden, officer of Debtor's general partner. A list of ASR-Fountainview's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/txsb14-30175.pdf A list of ASR-Parkway's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/txsb14-30176.pdf A list of ASR-8's 18 largest unsecured creditors is available for free at http://bankrupt.com/misc/txsb14-30174.pdf BAJA MINING: Posts $1.2-Mil. Net Loss in Q3 Ended Sept. 30 ---------------------------------------------------------- Baja Mining Corp. filed with the U.S. Securities and Exchange Commission its quarterly report disclosing a net loss of $1.2 million for the three months ended Sept. 30, 2013, compared to a net loss of $151.78 million for the same period in 2012. The Company's balance sheet at Sept. 30, 2013, showed $25.05 million in total assets, $12.91 million in total liabilities, and stockholders' equity of $12.13 million. A copy of the Form 10-Q is available at: http://is.gd/omcA2D Going Concern Uncertainty The Company said that as at June 30, 2013, MMB remains in an Event of Default. Should MMB remain in an Event of Default and be unable to negotiate an extension to the latest standstill agreement that expired in May 2013, as a result of this (or any other arising) default, the Remaining 2010 Project Finance Lenders may exercise any combination of available remedies, including accelerated payment demand of the debt facilities. "Under the terms of the current senior lending facilities completion guarantee, the Company is liable as a guarantor for its proportionate obligation (70%) of the senior borrowings and any amounts required under the economic completion guarantee. "Critical factors, amongst others, impacting the likelihood of any demand arising under the senior borrowing guarantee and, therefore, the Company's ability to continue as a going concern, include the following: (i) the continued funding to the Boleo Project by the Consortium or KORES; (ii) the continued support of the Remaining 2010 Project Financing Lenders in choosing not to exercise any further remedies available to them under the Event of Default; (iii) the agreement on a new standstill agreement and/or the reinstatement or replacement of the Remaining 2010 Project Financing; (iv) the completion of development of the Boleo Project; and (v) establishing profitable operations. "In addition, should the Company be required to repay to the Consortium the refundable manganese deposit liability of $10 million, it currently has insufficient funds available to settle this liability. "The success of these factors above cannot be assured and, accordingly, there is substantial doubt about the Company's ability to continue as a going concern." About Baja Mining Vancouver, Canada-based Baja Mining Corp. was incorporated on July 15, 1985, under the Company Act (British Columbia). The Company's principal asset is its investment in the Boleo Project, a copper-cobalt-zinc-manganese deposit located near Santa Rosalia, Baja California Sur, Mexico. The Project is currently under construction, and surface and underground mining activities have commenced. Baja controlled and operated the Boleo Project up until the change in control of Minera y Metalurgica del Boleo S.A.P.I. de C.V. ("MMB") on Aug. 27, 2012. In addition, the Company intends to investigate and potentially pursue alternative project opportunities (see "Cinto Colorado Option Agreement"). As at June 30, 2013, the Company owned a 15.7% interest in the Project through its wholly owned Luxembourg subsidiary, Baja International S.a r.l., which owns 100% of a Luxembourg subsidiary, Boleo International S.a r.l., which in turn owned 15.7% of the shares of MMB. MMB holds all mineral and property rights in the Project. As at June 30, 2013, the remaining 84.3% of MMB was indirectly owned by members of a Korean consortium (the "Consortium"), comprised of KORES, LS-Nikko Copper Inc., Hyundai Hysco Co. Ltd., SK Networks Co. Ltd., and Iljin Materials Co. Ltd., which acquired an initial 30% interest in June 2008. During the quarter ended June 30, 2013, after giving effect to contributions by KORES, Baja's interest in MMB was reduced from 26.2% to 20.9% on April 18, 2013, and to 15.7% on May 10, 2013. Subsequent to the quarter end, KORES contributed further funds to MMB completing the Phase II Funding Requirement and reducing the Company's interest in MMB to 10%. Following the loss of control of MMB on Aug. 27, 2012, the Company is no longer the operator of the Boleo Project and no longer has day-to-day involvement in the management and development of the Project. The Company's current focus is on addressing outstanding matters relating to the change of control in MMB and considering alternative opportunities for the benefit of its stakeholders. BELO CORP: Fitch Withdraws Ratings After Closing of Gannett Buyout ------------------------------------------------------------------ Fitch Ratings has affirmed the Issuer Default Rating (IDR) of Belo Corporation (Belo) at 'BB', following the completion of Gannett Co. Inc.'s (Gannett) planned acquisition of Belo. Fitch also assigns a Positive Outlook; the ratings were previously on Rating Watch Positive. Following the rating affirmation, Fitch has withdrawn Belo's IDR and all issue ratings. The withdrawal of the ratings follows the reorganization of Belo. On Dec. 23, 2013, Gannett completed the acquisition of Belo. Gannett paid $1.5 billion in cash for Belo's equity and assumed Belo's $715 million in senior unsecured notes. The ratings and Positive Outlook reflected the combined credit profile which will benefit the bondholders of Belo's notes. Fitch estimates Gannett/Belo's consolidated pro forma gross unadjusted leverage of 2.8x as of Sept. 30, 2013 (pro forma for Gannett's merger financing notes, consisting of $600 million notes due 2019 and $650 million notes due 2023 issued in October 2013). Gannett stated its intention to reduce levels of debt following the acquisition; however, Gannett has not stated a leverage target or an absolute debt balance target. The Positive Outlook reflected the potential for a one-notch IDR upgrade, which may have been supported by sustained leverage in the mid to low 2x in odd years (recognizing that leverage would be lower in even years). Fitch has affirmed the following ratings: -- IDR at 'BB'; -- Guaranteed senior unsecured notes at 'BB+'; -- Non-guaranteed senior unsecured notes/bonds at 'BB'. The rating was removed from Rating Watch Positive and assigned a Positive Outlook. All ratings have been withdrawn. BERNARD L. MADOFF: J.P. Morgan Officials Excluded from Penalties ---------------------------------------------------------------- Dan Fitzpatrick, writing for The Wall Street Journal, reported that J.P. Morgan Chase & Co. officials won't be penalized as part of a deal the largest U.S. bank is negotiating with the Justice Department over alleged failures to warn about Bernard Madoff's massive fraud, said people close to the talks. According to the report, Manhattan U.S. Attorney Preet Bharara and U.S. banking regulators intend to announce a total of more than $2 billion in fines this week, these people said. But all fines will be paid by the company as opposed to individuals, these people added. The decision contrasts with the approach taken last year in the case of J.P. Morgan's "London whale" trading debacle, where two former traders were charged with hiding losses on runaway bad bets that cost the bank more than $6 billion, the report related. The ex-traders are fighting the charges. Numerous ex-Madoff employees also face trial or have pleaded guilty in connection with the Ponzi scheme that Mr. Madoff acknowledged after his firm collapsed in 2008. New York-based J.P. Morgan is expected to sign a so-called deferred prosecution agreement with the Justice Department where it will acknowledge that it didn't have the proper systems in place to catch Mr. Madoff, and that various procedures designed to root out and report such suspicious behavior were flawed, said people close to the talks, the report said. An announcement is expected as early as Jan. 7. J.P. Morgan has said previously that it didn't know about or participate in the Madoff fraud, the report further related. About Bernard L. Madoff Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff orchestrated the largest Ponzi scheme in history, with losses topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A. Stanton of the U.S. District Court for the Southern District of New York granted the application of the Securities Investor Protection Corporation for a decree adjudicating that the customers of BLMIS are in need of the protection afforded by the Securities Investor Protection Act of 1970. The District Court's Protective Order (i) appointed Irving H. Picard, Esq., as trustee for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and (iii) removed the SIPA Liquidation proceeding to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims agent. On April 13, 2009, former BLMIS clients filed an involuntary Chapter 7 bankruptcy petition against Bernard Madoff (Bankr. S.D.N.Y. 09-11893). The case is before Hon. Burton Lifland. The petitioning creditors -- Blumenthal & Associates Florida General Partnership, Martin Rappaport Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert US$64 million in claims against Mr. Madoff based on the balances contained in the last statements they got from BLMIS. On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff Securities International Limited in London under bankruptcy protection pursuant to Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later transferred to Manhattan. In June 2009, Judge Lifland approved the consolidation of the Madoff SIPA proceedings and the bankruptcy case. Judge Denny Chin of the U.S. District Court for the Southern District of New York on June 29, 2009, sentenced Mr. Madoff to 150 years of life imprisonment for defrauding investors in United States v. Madoff, No. 09-CR-213 (S.D.N.Y.). From recoveries in lawsuits coupled with money advanced by SIPC, Mr. Picard has paid about 58 percent of customer claims totaling $17.3 billion. The most recent distribution was in March 2013. Mr. Picard has collected about $9.35 billion, not including an additional $2.2 billion that was forfeit to the government and likewise will go to customers. Picard is holding almost $4.4 billion he can't distribute on account of outstanding appeals and disputes. The largest holdback, almost $2.8 billion, results from disputed claims. BIOZONE PHARMACEUTICALS: Registers 53.6MM Shares Under Plan ----------------------------------------------------------- Biozone Pharmaceuticals, Inc., filed with the U.S. Securities and Exchange Commission a Form S-8 registration statement to register 53,599,046 shares of common stock issuable upon exercise of assumed stock options and additional shares to be issued under the Cocrystal Discovery, Inc., Equity Incentive Plan. The proposed maximum aggregate offering price is $5,665,419. A copy of the Form S-8 prospectus is available for free at http://is.gd/MNkweW About Biozone Pharmaceuticals Biozone Pharmaceuticals, Inc., formerly, International Surf Resorts, Inc., was incorporated under the laws of the State of Nevada on Dec. 4, 2006, to operate as an internet-based provider of international surf resorts, camps and guided surf tours. The Company proposed to engage in the business of vacation real estate and rentals related to its surf business and it owns the Web site isurfresorts.com. During late February 2011, the Company began to explore alternatives to its original business plan. On Feb. 22, 2011, the prior officers and directors resigned from their positions and the Company appointed a new President, Director, principal accounting officer and treasurer and began to pursue opportunities in medical and pharmaceutical technologies and products. On March 1, 2011, the Company changed its name to Biozone Pharmaceuticals, Inc. Since March 2011, the Company has been engaged primarily in seeking opportunities related to its intention to engage in medical and pharmaceutical businesses. On May 16, 2011, the Company acquired substantially all of the assets and assumed all of the liabilities of Aero Pharmaceuticals, Inc., pursuant to an Asset Purchase Agreement dated as of that date. Aero manufactures markets and distributes a line of dermatological products under the trade name of Baker Cummins Dermatologicals. On June 30, 2011, the Company acquired the Biozone Labs Group which operates as a developer, manufacturer, and marketer of over- the-counter drugs and preparations, cosmetics, and nutritional supplements on behalf of health care product marketing companies and national retailers. Biozone incurred a net loss of $7.96 million in 2012, as compared with a net loss of $5.45 million in 2011. The Company's balance sheet at Sept. 30, 2013, showed $7.59 million in total assets, $18.05 million in total liabilities and a $10.45 million total shareholders' deficiency. Paritz and Company. P.A., in Hackensack, New Jersey, 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 operating losses for its last two fiscal years, has a working capital deficiency of $5,255,220, and an accumulated deficit of $14,128,079. These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern. BERRY PLASTICS: Graham Berry Lowers Equity Stake to 1.4% -------------------------------------------------------- Graham Berry Holdings, LP, Graham Berry Holdings GP, LLC, and Graham Partners II, L.P., disclosed in an amended Schedule 13G filed with the U.S. Securities and Exchange Commission that as of Dec. 31, 2013, they beneficially owned 1,587,258 shares of common stock of Berry Plastics Group, Inc., representing 1.4 percent of the shares outstanding. The reporting persons previously disclosed beneficial ownership of 6,125,000 common shares or 5.4 percent equity stake as of Oct. 4, 2012. A copy of the regulatory filing is available for free at http://is.gd/7VnWac About Berry Plastics Berry Plastics Corporation manufactures and markets plastic packaging products, plastic film products, specialty adhesives and coated products. At Jan. 2, 2010, the Company had more than 80 production and manufacturing facilities, primarily located in the United States. Berry is a wholly-owned subsidiary of Berry Plastics Group, Inc. Berry Group is primarily owned by affiliates of Apollo Management, L.P., and Graham Partners. Berry, through its wholly owned subsidiaries operates five reporting segments: Rigid Open Top, Rigid Closed Top, Flexible Films, Tapes/Coatings and Specialty Films. The Company's customers are located principally throughout the United States, without significant concentration in any one region or with any one customer. On Dec. 3, 2009, Berry Plastics obtained control of 100 percent of the capital stock of Pliant upon Pliant's emergence from reorganization pursuant to a proceeding under Chapter 11 for a purchase price of $602.7 million. Pliant is a leading manufacturer of value-added films and flexible packaging for food, personal care, medical, agricultural and industrial applications. The acquired business is primarily operated in Berry's Specialty Films reporting segment. The Company's balance sheet at Sept. 28, 2013, the Company had $5.13 billion in total assets, $5.33 billion in total liabilities and a $196 million stockholders' deficit. * * * As reported by the TCR on Feb. 1, 2013, Moody's Investors Service upgraded the corporate family rating of Berry Plastics to B2 from B3 and the probability of default rating to B2-PD from B3-PD. The upgrade of the corporate family rating to B2 from B3 reflects the improvement in pro-forma credit metrics and management's publicly stated goal to pursue a less aggressive, more balanced financial profile. In November 2011, Standard & Poor's Ratings Services affirmed the 'B-' corporate credit rating on Berry and its holding company parent, Berry Plastics Group Inc. "The ratings on Berry reflect the risks associated with the company's highly leveraged financial profile and acquisition- driven growth strategy as well as its fair business risk profile," said Standard & Poor's credit analyst Cynthia Werneth. C&K MARKET: Can Employ Kieckhafer Schiffer as Advisors ------------------------------------------------------ C&K Markets, Inc., sought and obtained authority from the U.S. Bankruptcy Court for the District of Oregon to employ Kieckhafer Schiffer & Company LLP as advisors and consultants to communicate with lenders, brokers, attorneys and other professionals as necessary; prepare projections and financial analysis; and assist with the execution of business and financial plans. The Kieckhafer Schiffer professionals who will be primarily responsible for providing services and their current billing rates are: Name Status Hourly Rate ---- ------ ----------- Gregory A. Fletcher Partner $230 Aaron Loreth Manager $190 Chandra Huskey Senior Accountant $145 Alex Bazor Staff Accountant $65 Isha Tirumali Staff Accountant $65 The firm will also be reimbursed for any necessary out-of-pocket expenses. 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 Debtors and their estates. About C&K Market C&K Market Inc., a 57 year-old grocery store chain, sought bankruptcy protection from creditors with a plan to sell or close some of its stores, on Nov. 19, 2013 (Bankr. D. Ore. Case No. 13-64561). The case is assigned to Judge Frank R. Alley, III. C&K Market scheduled $157,696,921 in total assets and $101,604,234 in total liabilities. The Debtors are represented by Albert N. Kennedy, Esq., Timothy J. Conway, Esq., Michael W. Fletcher, Esq., and Ava L. Schoen, Esq., at Tonkon Torp LLP, in Portland, Oregon. Edward Hostmann has been tapped as chief restructuring officer, and The Food Partners, LLC, serves as the Debtors' financial advisor. The Debtors hired Great American Group, LLC, to conduct store closing sales. An Official Committee of Unsecured Creditors appointed in the Debtors' cases has retained Scott L. Hazan, Esq., David M. Posner, Esq., and Jenette A. Barrow-Bosshart, Esq., at Otterbourg P.C. as lead co-counsel, and Tara J. Schleicher, Esq., at Farleigh Wada Witt as local co-counsel; and Protiviti, Inc. as financial consultant. C&K MARKET: Has Green Light to Hire Edward Hostmann as CRO ---------------------------------------------------------- C&K Markets, Inc., sought and obtained authority from the U.S. Bankruptcy Court for the District of Oregon to employ Edward Hostmann as chief restructuring officer to be paid an hourly rate of $435. The Debtor and Mr. Hostmann agreed that Mr. Hostmann's hourly fees will not exceed $16,000 per week. Associates of Mr. Hostmann will be paid hourly rates of $295. Mr. Hostmann will also be reimbursed for any necessary out-of-pocket expenses. Mr. Hostmann assures the Court that he and his professionals are each a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and do not represent any interest adverse to the Debtors and their estates. As reported by the Troubled Company Reporter on Dec. 26, Gail B. Geiger, Acting United States Trustee for Region 18, objected to the proposed employment of Mr. Hostmann as CRO, saying the employment of EHI does not comply with the statutory prerequisites for professional retention. In particular, the Debtor may only retain a professional person to carry out its duties if that person is "disinterested". EHI began providing financial consulting advice to the Debtor in April 2013. In July 2013, the Debtor's board of directors appointed EHI to serve as the Debtor's chief restructuring officer. Therefore, EHI is both an "insider" and an "officer" of the Debtor, and is consequently not "disinterested". About C&K Market C&K Market Inc., a 57 year-old grocery store chain, sought bankruptcy protection from creditors with a plan to sell or close some of its stores, on Nov. 19, 2013 (Bankr. D. Ore. Case No. 13-64561). The case is assigned to Judge Frank R. Alley, III. C&K Market scheduled $157,696,921 in total assets and $101,604,234 in total liabilities. The Debtors are represented by Albert N. Kennedy, Esq., Timothy J. Conway, Esq., Michael W. Fletcher, Esq., and Ava L. Schoen, Esq., at Tonkon Torp LLP, in Portland, Oregon. Edward Hostmann has been tapped as chief restructuring officer, and The Food Partners, LLC, serves as the Debtors' financial advisor. The Debtors hired Great American Group, LLC, to conduct store closing sales. An Official Committee of Unsecured Creditors appointed in the Debtors' cases has retained Scott L. Hazan, Esq., David M. Posner, Esq., and Jenette A. Barrow-Bosshart, Esq., at Otterbourg P.C. as lead co-counsel, and Tara J. Schleicher, Esq., at Farleigh Wada Witt as local co-counsel; and Protiviti, Inc. as financial consultant. CAMAC ENERGY: Has $2.7-Mil. Net Loss for Third Quarter ------------------------------------------------------ CAMAC Energy Inc. filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $2.7 million for the three months ended Sept. 30, 2013, compared to a net income of $2.04 million for the same period in 2012. The Company's balance sheet at Sept. 30, 2013, showed $195.33 million in total assets, $23.52 million in total liabilities, and stockholders' equity of $171.81 million. CAMAC said in the Form 10-Q, "To date, the Company has incurred substantial losses from operations and during the three months ending September 30, 2013, the Company's outstanding Promissory Note of $11.7 million became payable within the next 12 months. This significantly affected the working capital position, and as of Sept. 30, 2013, current liabilities exceed current assets by $13.4 million. The Company has minimal liquid assets and negative operating cash flows, and internal cash flow models do not forecast enough operating cash flows to fund operations and pay outstanding liabilities for the next 12 months. These factors raise substantial doubt about the Company's ability to continue as a going concern." A copy of the Form 10-Q is available at: http://is.gd/e0QJUy CAMAC Energy Inc., together with its subsidiaries, explores, develops, produces and distributes gas and oil. The Company has headquarters in Houston, Texas and offices in Lagos, Nigeria. CAPABILITY RANCH: Gordon Silver Won't Push Case Conversion ---------------------------------------------------------- Gordon Silver, former attorneys in the Chapter 11 case of Capability Ranch, LLC -- as well as administrative creditors of the Debtor -- has asked the U.S. Bankruptcy Court for the District of Nevada for authority to withdraw its motion to convert the Debtor's Chapter 11 case to a case under Chapter 7. Gordon Silver said the motion is now moot and Gordon Silver request that the Court remove the hearing from its calendar. In its motion to convert, Gordon Silver said the court issued an order on September 17, 2013, approving its second and final fee application for allowance of compensation for the firm's professional services rendered and reimbursement of expenses. On September 27, 2013, the court entered its order confirming the Debtor's First Amended Plan of Reorganization. Gordon Silver said in court papers that, to the extent its fees were not required to be paid immediately under the Final Fee Order, the fees were required to be paid on the Effective Date of the Plan under Section 2.2(i) of the Plan, which was October 11, 2013. However, notwithstanding the clear directives of the Final Fee Order, the Plan, and the Confirmation Order, the Debtor refused to pay Gordon Silver's Allowed Administrative Claim. Moreover, the Debtor has twice been denied a stay and the deadline to pay has long passed. The Debtor's failure to pay Gordon Silver's fees pursuant to the Final Fee Order and confirmed Plan constitutes cause for conversion, and pursuant to 11 U.S.C. 1112(b)(1), the Court must convert this case, Gordon Silver asserted. About Capability Ranch Las Vegas-based Capability Ranch, LLC, fdba Monroe Property Company, LLC, filed for Chapter 11 bankruptcy (Bankr. D. Nev. Case No. 12-21121) on Sept. 21, 2012. Bankruptcy Judge Bruce A. Markell originally oversaw the case. The Hon. Laurel E. Davis later assumed the case. Thomas H. Fell, Esq., at Gordon Silver, was initially hired as bankruptcy counsel. In August 2013, Gordon Silver was later replaced by David A. Colvin, Esq., at Marquis Aurbach Coffing. August B. Landis, Acting United States Trustee for Region 17, informed the Bankruptcy Court in January 2013 that he was unable to form an official committee of unsecured creditors in the case. The Acting U.S. Trustee said he has solicited the eligible creditors listed by the Debtor, but there was an insufficient response to the solicitation to form a committee. Capability Ranch disclosed $50,253,785 in assets and $88,476,018 in liabilities as of Chapter 11 filing. The Debtor said it owns property on 40060 Paws Up Road in Greenough, Montana. The property is a 37,000-acre luxury Montana ranch and Montana resort. According to http://www.pawsup.com/,The Resort at Paws Up has 28 luxury vacation homes and 24 luxury camping tents. The resort offers horseback riding, fly fishing, and spa treatments. On Sept. 27, 2013, the Bankruptcy Court confirmed Capability Ranch, LLC's First Amended Plan dated June 17, 2013, as amended by the Amendment to Debtor's First Amended Plan of Reorganization dated June 19, 2013. CARRIZO ENERGY: Case Summary & 4 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Carrizo Energy, Inc. 711 W. Esperanza Ave. McAllen, TX 78501 Case No.: 14-50054 Chapter 11 Petition Date: January 6, 2014 Court: United States Bankruptcy Court Western District of Texas (San Antonio) Judge: Hon. Ronald B. King Debtor's Counsel: Allen M. DeBard, Esq. LANGLEY & BANACK, INC 745 E Mulberry, Suite 900 San Antonio, TX 78212 Tel: (210) 736-6600 Fax: (210) 735-6889 Email: adebard@langleybanack.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Rajesh V. Chiramel, president. A list of the Debtor's four largest unsecured creditors is available for free at http://bankrupt.com/misc/txwb14-50054.pdf CELL THERAPEUTICS: Partial Clinical Hold on Tosedostat Removed -------------------------------------------------------------- Cell Therapeutics, Inc., has received notification from the U.S. Food and Drug Administration that the partial clinical hold on tosedostat (IND 075503) has been removed and all studies underway may continue. Tosedostat is a first-in-class selective inhibitor of aminopeptidases, which are required by tumor cells to provide amino acids necessary for growth and tumor cell survival, and is under development for the treatment of blood-related cancers. Tosedostat is currently being studied in the United States and European Union in investigator-sponsored and cooperative group- sponsored Phase 2 trials in elderly patients with newly diagnosed and relapsed acute myeloid leukemia (AML) and high-risk myelodysplastic syndromes (MDS). "We are pleased that the FDA has responded favorably to the tosedostat clinical trial data provided and removed the partial clinical hold to allow further development of tosedostat in ongoing and future studies," said John Pagel, MD, PhD, Associate Member, Clinical Research Division, Fred Hutchinson Cancer Research Center; Associate Professor, Medical Oncology Division, University of Washington School of Medicine; and Principal Investigator in the tosedostat first-line AML/MDS trial. About Cell Therapeutics Headquartered in Seattle, Washington, Cell Therapeutics, Inc. (NASDAQ and MTA: CTIC) -- http://www.CellTherapeutics.com/-- is a biopharmaceutical company committed to developing an integrated portfolio of oncology products aimed at making cancer more treatable. The Company's balance sheet at Sept. 30, 2013, showed $47.23 million in total assets, $33.39 million in total liabilities, $13.46 million in common stock purchase warrants, and $387,000 in total shareholders' equity. Going Concern The Company's independent registered public accounting firm included an explanatory paragraph in its reports on the Company's consolidated financial statements for each of the years ended Dec. 31, 2007, through Dec. 31, 2011, regarding their substantial doubt as to the Company's ability to continue as a going concern. Although the Company's independent registered public accounting firm removed this going concern explanatory paragraph in its report on the Company's Dec. 31, 2012, consolidated financial statements, the Company expects to continue to need to raise additional financing to fund its operations and satisfy obligations as they become due. "The inclusion of a going concern explanatory paragraph in future years may negatively impact the trading price of our common stock and make it more difficult, time consuming or expensive to obtain necessary financing, and we cannot guarantee that we will not receive such an explanatory paragraph in the future," the Company said in its quarterly report for the period ended Sept. 30, 2013. The Company added that it may not be able to maintain its listings on The NASDAQ Capital Market and the Mercato Telematico Azionario stock market in Italy, or the MTA, or trading on these exchanges may otherwise be halted or suspended, which may make it more difficult for investors to sell shares of the Company's common stock. Bankruptcy Warning "We have acquired or licensed intellectual property from third parties, including patent applications relating to intellectual property for pacritinib, PIXUVRI, tosedostat, and brostallicin. We have also licensed the intellectual property for our drug delivery technology relating to Opaxio which uses polymers that are linked to drugs, known as polymer-drug conjugates. Some of our product development programs depend on our ability to maintain rights under these licenses. Each licensor has the power to terminate its agreement with us if we fail to meet our obligations under these licenses. We may not be able to meet our obligations under these licenses. If we default under any license agreement, we may lose our right to market and sell any products based on the licensed technology and may be forced to cease operations, liquidate our assets and possibly seek bankruptcy protection. Bankruptcy may result in the termination of agreements pursuant to which we license certain intellectual property rights," the Company said in its Form 10-Q for the period ended Sept. 30, 2013. CENGAGE LEARNING: To Spar with Creditors over Arrangers' Fees ------------------------------------------------------------- U.S. Trustee assigned to the Cengage Learning case, the second lien trustee and the official committee of unsecured creditors filed objections to Cengage's motion to enter into fee letters in connection with arranging financing that will be used to exit bankruptcy. Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Cengage's official creditors' committee said Cengage shouldn't be locked into the payment of fees for arranging the exit financing when the reorganization plan being proposed by the Debtor will probably fail. The Debtor arranged a Jan. 9 hearing for approval of fees to lenders syndicating a $250 million revolving credit and a $1.5 billion to $1.75 billion term loan. According to the Bloomberg report, second-lien lenders said that locking in financing is another "avenue" to "steamroll unsecured creditors" when the reorganization plan is "unconfirmable." The creditors see no reason to lock in loan arrangers when the plan either will be rejected by the judge or will be superseded by a new structure crafted through mediation. The U.S. Trustee avers that the court shouldn't approve hiring the loan arrangers without public disclosure of their fees, which are being kept secret. The committee also has issues with the scheduling motion. Unless mediation brings home a settlement, the contested confirmation hearing to begin Feb. 24 is likely to last for two or three weeks, the committee said in its court filing. Allowing time for post- trial briefing, the committee doesn't believe confirmation could occur until April or May. The creditors oppose Cengage's proposal to accelerate trial on three issues in advance of the Feb. 24 confirmation hearing. At the Jan. 9 hearing, the creditors will urge the court not to depart from that schedule. 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. The Debtors filed a Joint Plan of Reorganization and Disclosure Statement dated Oct. 3, 2013, which provides that the Debtors took extreme care to advance and protect the interest of unsecured creditors -- including seeking to protect four primary sources of potential recoveries for unsecured creditors and providing them with appropriate time to conduct diligence, and discuss their conclusions on, among other things, the value of those sources of potential recoveries. CHRISTIAN BROTHERS: Archbishop of Seattle Objects to Exit Plan -------------------------------------------------------------- Stephanie Gleason, writing for Daily Bankruptcy Review, reported that the Corporation of the Catholic Archbishop of Seattle is objecting to the Chapter 11 plan of Catholic-school operator Christian Brothers' Institute, which allows pending litigation to proceed while simultaneously discharging Christian Brothers' liability. About Christian Brothers' Institute The Christian Brothers' Institute in New Rochelle, New York, is a domestic not-for-profit 501(c)(3) corporation organized under Sec. 102(a)(5) of the New York Not-for-Profit Corporation Law. CBI was formed to establish, conduct and support Catholic elementary and secondary schools principally throughout New York State. The Christian Brothers of Ireland, Inc., in Chicago, Illinois, is a domestic not-for-profit 501(c)(3) corporation organized under the Not-for-Profit Corporation Law of the State of Illinois. CBOI was formed to establish, conduct and support Catholic elementary and secondary schools principally throughout the State of Illinois, as well as other spiritual and temporal affairs of the former Brother Rice Province of the Congregation of Christian Brothers. CBI and CBOI depend upon grants and donations to fund a portion of their operating expenses. The Christian Brothers' Institute and The Christian Brothers of Ireland filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case Nos. 11-22820 and 11-22821) on April 28, 2011. Scott S. Markowitz, Esq., at Tarter Krinsky & Drogin LLP, serves as the Debtors' bankruptcy counsel. The Christian Brothers' Institute disclosed assets of $63,418,267 and $8,484,853 in liabilities. CBOI discloses assets of $1,091,084 and liabilities of $3,622,500. Attorneys at Pachulski Stang Ziehl & Jones LLP, in Los Angeles, Calif., and New York, N.Y., represent the Official Committee of Unsecured Creditors as counsel. Paul A. Richler, Esq., of Pacific Palisades, Calif., serves as Special Insurance Counsel to the Official Committee of Unsecured Creditors. The Christian Brothers' Institute and The Christian Brothers of Ireland, Inc., and the Official Committee of Unsecured Creditors have a plan made possible following an "allocation plan" negotiated with 75% of sexual abuse claimants. The Joint Chapter 11 Plan of Reorganization dated Aug. 22, 2013, has the Debtors and the Official Committee of Unsecured Creditors as co-proponents. COMARCO INC: Board OKs Deferred Compensation for CEO ---------------------------------------------------- The Board of Directors of Comarco, Inc., approved a Deferred Compensation Agreement with the Company's chief executive officer, Thomas W. Lanni. The Agreement provides for the monthly accrual of compensation of $3,833.33 per month beginning effective as of Nov. 1, 2013, which accrued compensation will be payable only upon certain future events. The accrued compensation is in addition to Mr. Lanni's current annual salary of $184,000, which is payable bi-weekly. The Agreement may be terminated or modified by the Board of Directors at any time in its discretion, provided that any accrued compensation already earned will not be affected by any such termination or modification without Mr. Lanni's consent. The Agreement provides that the accrued compensation will be paid, if and only if, (i) the Company files a quarterly report on Form 10-Q that includes a balance sheet reflecting an aggregate balance of cash, cash equivalents, and short term investments of the Company of at least $5 million net of liabilities (ii) Mr. Lanni continues to provide substantial services to the Company through the date of filing of the Form 10-Q, and (iii) the Board of Directors provides written approval of the payment of the deferred compensation. A copy of the Agreement is available for free at: http://is.gd/IbmlVG About Comarco Inc. Based in Lake Forest, California, Comarco, Inc. (OTC: CMRO) -- http://www.comarco.com/-- is a provider of innovative, patented mobile power solutions that can be used to power and charge notebook computers, mobile phones, and many other rechargeable mobile devices with a single device. Comarco disclosed a net loss of $5.59 million on $6.33 million of revenue for the year ended Jan. 31, 2013, as compared with a net loss of $5.31 million on $8.06 million of revenue for the year ended Jan. 31, 2012. As of Oct. 31, 2013, the Company had $2.39 million in total assets, $9.78 million in total liabilities and a $7.39 million total shareholders' deficit. Squar, Milner, Peterson, Miranda & Williamson, LLP, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company has suffered recurring losses and negative cashflow from operations, has negative working capital and uncertainties surrounding the Company's ability to raise additional funds. These factors, among others, raise substantial doubt about its ability to continue as a going concern. COMPREHENSIVE CARE: Sells Unit's Capital Stock to Imagen for $100 ----------------------------------------------------------------- Comprehensive Care Corporation entered into a Stock Purchase Agreement with Imagen Radiomagnetica, S De R. L., a foreign (Mexican) business entity, on Dec. 30, 2013. Pursuant to the Stock Purchase Agreement, the Company agreed to sell to Imagen all of the issued and outstanding shares of capital stock of its wholly-owned subsidiary, Comprehensive Behavioral Care, Inc., a Nevada corporation. With the exception of the parties' entry into and execution of the Stock Purchase Agreement, there is no material relationship between the Company and Imagen. As consideration for all of the shares of capital stock of the Subsidiary, Imagen has agreed to pay to the Company $100.00 in cash. Each of the Company and Imagen has agreed to indemnify, defend and hold harmless the other party against any claims, losses, liabilities and damages suffered by the other party arising out of or resulting from breach of the Stock Purchase Agreement, including payment of reasonable legal fees and costs. In addition: (i) the Company has agreed that Imagen will control the defense of the Company in certain specified litigation against the Subsidiary; (ii) the parties agreed to certain mutual confidentiality obligations; and (iii) the parties agreed to certain non-competition and non-solicitation covenants. The closing of the sale of all of the capital stock of the Subsidiary is scheduled to occur on Dec. 31, 2013. A copy of the Stock Purchase Agreement is available at: http://is.gd/Mo4JC8 About Comprehensive Care Tampa, Fla.-based Comprehensive Care Corporation provides managed care services in the behavioral health, substance abuse, and psychotropic pharmacy management fields. Comprehensive Care disclosed a net loss attributable to common stockholders of $6.99 million in 2012 as compared with a net loss attributable to common stockholders of $14.08 million in 2011. The Company's balance sheet at March 31, 2013, showed $3.74 million in total assets, $27.85 million in total liabilities and a $24.10 million total stockholders' deficiency. Mayer Hoffman McCann P.C., in Clearwater, 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 and has not generated sufficient cash flows from operations to fund its working capital requirements. This raises substantial doubt about the Company's ability to continue as a going concern. CONSTAR INTERNATIONAL: Has 5-Member Creditors' Committee -------------------------------------------------------- Constar International Holdings LLC, et al., will have an official committee of unsecured creditors. On Jan. 6, Roberta A. DeAngelis, the United States Trustee for Region 3, appointed five members on the committee. The members are: 1. DAK Americas Attn: Veronica Ramirez Briones 5925 Carnegie Blvd, Suite 500 Charlotte, NC 28209 Tel: (704) 940-7576 Fax: (704) 940-7560 2. Lotte Chemical UK Limited Attn: Mark Kenrick Davies Offices, Wilton Site Redcar TS10 4XZ United Kingdom Tel: (0)1642451234 Fax: (0)1642451328 3. QLOG Limited Attn: Jim Harlow 5th Floor Towers Point Wheelhouse Road Rugeley, Staffs. WS15 1UN, United Kingdom Tel: (0)1899 503740 Fax: (0)1899 586703 4. Morssinkhof Plastics Zeewolde B.V. Attn: Bart de Vries Industrieweg 55, 3899 at Zeewolde, Netherlands Tel: 31 544 372306 Fax: 31 544 375735 5. Pension Benefit Guaranty Corporation Attn: Craig Yamaoka 1200 K. Street NW Washington, D.C. 20005-4026 Tel: (202) 326-4070 x3614 Fax: (202) 842-2643 The meeting to form the creditors' panel was originally set for Jan. 3 and was rescheduled to Jan. 6. About Constar International Privately held Constar International Holdings and nine affiliated debtors filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-13281) on Dec. 19, 2013. Constar, which manufactures plastic containers, is represented by Michael J. Sage, Esq., Brian E. Greer, Esq., Stephen M. Wolpert, Esq., and Janet Bollinger Doherty, Esq., at Dechert LLP; and Robert S. Brady, Esq., and Sean T. Greecher, Esq., at Young Conaway Stargatt & Taylor, LLP. Prime Clerk LLC serves as the Debtors' claims and noticing agent, and administrative advisor. Lincoln Partners Advisors LLC serves as the Debtors' financial advisor. Judge Christopher S. Sontchi oversees the 2013 case. This is Constar International's third bankruptcy. Constar first filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 08-13432) in December 2008, with a pre-negotiated Chapter 11 Plan and emerged from bankruptcy in May 2009. Constar and its affiliates returned to Chapter 11 protection (Bankr. D. Del. Case No. 11-10109) on Jan. 11, 2011, with a pre-negotiated Chapter 11 plan and emerged from bankruptcy in June 2011. The new petition listed assets worth less than $100 million against $123 million on three layers of secured debt. CONSTAR INTERNATIONAL: Sec. 341 Creditors' Meeting Set for Jan. 28 ------------------------------------------------------------------ The U.S. Trustee for Region 3 will convene a meeting of creditors pursuant to 11 U.S.C. 341(a) in the Chapter 11 case of Constar International Holdings on Jan. 28, 2014, at 10:00 a.m. The meeting will be held at J. Caleb Boggs Federal Building, 844 King Street, 2nd Floor, Room 2112, in Wilmington, Delaware. About Constar International Privately held Constar International Holdings and nine affiliated debtors filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-13281) on Dec. 19, 2013. Constar, which manufactures plastic containers, is represented by Michael J. Sage, Esq., Brian E. Greer, Esq., Stephen M. Wolpert, Esq., and Janet Bollinger Doherty, Esq., at Dechert LLP; and Robert S. Brady, Esq., and Sean T. Greecher, Esq., at Young Conaway Stargatt & Taylor, LLP. Prime Clerk LLC serves as the Debtors' claims and noticing agent, and administrative advisor. Lincoln Partners Advisors LLC serves as the Debtors' financial advisor. Judge Christopher S. Sontchi oversees the 2013 case. This is Constar International's third bankruptcy. Constar first filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 08-13432) in December 2008, with a pre-negotiated Chapter 11 Plan and emerged from bankruptcy in May 2009. Constar and its affiliates returned to Chapter 11 protection (Bankr. D. Del. Case No. 11-10109) on Jan. 11, 2011, with a pre-negotiated Chapter 11 plan and emerged from bankruptcy in June 2011. The new petition listed assets worth less than $100 million against $123 million on three layers of secured debt. CONSTAR INTERNATIONAL: Seeks More Time to File Schedules -------------------------------------------------------- Constar International Holdings filed a motion seeking to extend the time to file their schedules of assets and liabilities, and statements of financial affairs by 30 days, for a total of 60 days from Dec. 31, 2013. About Constar International Privately held Constar International Holdings and nine affiliated debtors filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-13281) on Dec. 19, 2013. Constar, which manufactures plastic containers, is represented by Michael J. Sage, Esq., Brian E. Greer, Esq., Stephen M. Wolpert, Esq., and Janet Bollinger Doherty, Esq., at Dechert LLP; and Robert S. Brady, Esq., and Sean T. Greecher, Esq., at Young Conaway Stargatt & Taylor, LLP. Prime Clerk LLC serves as the Debtors' claims and noticing agent, and administrative advisor. Lincoln Partners Advisors LLC serves as the Debtors' financial advisor. Judge Christopher S. Sontchi oversees the 2013 case. This is Constar International's third bankruptcy. Constar first filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 08-13432) in December 2008, with a pre-negotiated Chapter 11 Plan and emerged from bankruptcy in May 2009. Constar and its affiliates returned to Chapter 11 protection (Bankr. D. Del. Case No. 11-10109) on Jan. 11, 2011, with a pre-negotiated Chapter 11 plan and emerged from bankruptcy in June 2011. The new petition listed assets worth less than $100 million against $123 million on three layers of secured debt. CONVERGYS CORP: Moody's Reviews 'Ba1' CFR for Downgrade ------------------------------------------------------- Moody's Investors Service has placed the ratings of Convergys Corporation under review for downgrade, including the Ba1 corporate family rating (CFR). This action follows Convergys' announcement that it has entered into a definitive agreement to acquire Stream Global Services, Inc., (CFR and senior secured debt rated B1), a global provider of business processing outsourcing services, for $820 million. The ratings of Stream Global are not affected at this time, as the Stream Global debt is expected to be repaid upon closing with the ratings to be withdrawn then. The review was prompted by the proposed transaction's planned use of debt (including a new term loan of $350 million to supplement existing credit facilities) and potential integration challenges. The transaction is expected to close by the end of the first quarter of 2014, and the review is anticipated to be completed around that time. Upon conclusion of the review, the rating action, if any, would be unlikely to exceed one notch. Ratings Rationale The proposed acquisition is expected to expand and diversify Convergys' customer base and provide additional language and service capabilities. Nonetheless, Moody's review will focus on: 1) the merger integration plans and growth prospects for the combined customer care business, including retention rates and pricing trends, all leading to the sustainability of profits and cash flow; 2) the potential synergies from the acquisition, the post-closing capital structure, and Convergys' intentions with regard to its financial policies, including debt reduction and share repurchases; and 3) the potential for additional acquisitions or other investments. Moody's believes that financial leverage could further increase from a comparatively low level (about 2 times adjusted debt to EBITDA pro forma for the Stream Global Services purchase) to support additional acquisitions and/or shareholder friendly activity, especially if Convergys is unable to sustain organic revenue growth. On Review for Possible Downgrade: Issuer: Convergys Corporation Probability of Default Rating, Placed on Review for Possible Downgrade, currently Ba1-PD Corporate Family Rating, Placed on Review for Possible Downgrade, currently Ba1 Multiple Seniority Shelf, Placed on Review for Possible Downgrade, currently (P)Ba2 Multiple Seniority Shelf, Placed on Review for Possible Downgrade, currently (P)Ba1 Outlook Actions: Issuer: Convergys Corporation Outlook, Changed To Rating Under Review From Stable With over $2 billion of projected annual revenues, Convergys Corporation provides outsourced customer care services primarily to the telecommunications industry. The principal methodology used in this rating was the Global Business & Consumer Service Industry Rating Methodology published in October 2010. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. CYCLONE POWER: Inks $220K Securities Purchase Deal With Peak One ---------------------------------------------------------------- Cyclone Power Technologies, Inc., closed a Securities Purchase Agreement with Peak One Opportunity Fund L.P., on Dec. 17, 2013. Pursuant to the terms of the SPA, Peak One will purchase from the Company up to $220,000 in Debentures, bearing 6 percent interest, which mature three years from the date of issuance. On the Closing Date, Peak One purchased the first Debenture worth $120,000. The parties anticipate the second Debenture worth $100,000 will be purchased in approximately 60 days. The principal amount of the Debenture can be converted to common stock of the Company after 180 days from issuance at a 35 percent discount to the lowest closing bid price during the previous 20 trading days. The Company may prepay the Debenture at a premium. As part of the transaction, the Company also granted Peak One piggy-back registration rights. There are no warrants attached to the Debenture. The Debenture was not registered under the Securities Act of 1933 (the Act) and was issued pursuant to an exemption from registration under Section 4(2) of the Act. A copy of the Securities Purchase Agreement is available at: http://is.gd/nVajCH About Cyclone Power Pompano Beach, Fla.-based Cyclone Power Technologies, Inc. (Pink Sheets: CYPW) is a clean-tech engineering company, whose business is to develop, commercialize and license its patented Rankine cycle engine technology for applications ranging from renewable power generation to transportation. The Company is the successor entity to the business of Cyclone Technologies LLLP, a limited liability limited partnership formed in Florida in June 2004. Cyclone Technologies LLLP was the original developer and intellectual property holder of the Cyclone engine technology. Cyclone Power disclosed a net loss of $3 million on $1.13 million of revenue for the year ended Dec. 31, 2012, as compared with a net loss of $23.70 million on $250,000 of revenue in 2011. The Company's balance sheet at Sept. 30, 2013, showed $1.39 million in total assets, $4.61 million in total liabilities and a $3.21 million total stockholders' deficit. Mallah Furman, in Mallah Furman, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company's dependence on outside financing, lack of sufficient working capital, and recurring losses raises substantial doubt about its ability to continue as a going concern. DETROIT, MI: Manager Freezes Pension Fund, Creates 401k-Type Plan ----------------------------------------------------------------- Reuters reported that Detroit Emergency Manager Kevyn Orr has frozen the pension fund for some of the city's workers, replacing it with a 401k-type plan, according to an executive order obtained by Reuters. The report related that pension freeze, which took effect on Dec. 31, only affects Detroit's General Retirement System, which covers non-public safety workers. The action closes the pension fund to any new or rehired employees and freezes benefit accruals for current workers. It also stops worker contributions to the pension and annuity savings funds and ends cost-of-living adjustments for pension payments made to retirees. As of Jan. 1, the order created a defined contribution plan for affected workers, the report said. Orr issued the order on Dec. 30, but it was not posted on a web page listing his other orders since taking over Michigan's biggest city in March, the report related. Detroit's pension systems, made up of the general retirement and police and fire funds, are a major factor in the more than $18 billion in debt and other obligations that led to the city's historic municipal bankruptcy filing on July 18, the report further related. About City of 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. DEXIA SA: Sells Remaining Stake in Popular Banca Privada -------------------------------------------------------- Laurence Norman, writing for The Wall Street Journal, reported that Dexia SA said it will sell its remaining 40% stake in private bank Popular Banca Privada to Banco Popular Espanol for EUR49.2 million (US$67 million). According to the report, Banco Popular Espanol, which already owns 60% of Popular Banca Privada, has had an option to buy the remaining shares since December 2012. The deal is subject to regulatory approval. In a news release, Dexia said that following this divestment, the Franco-Belgian company will have completed the asset sales to which it agreed as part of a European Union-approved wind-down plan in December 2012, the report related. Dexia nearly collapsed in 2011 when the French, Belgian and Luxembourg governments were forced to step in to rescue the bank, the report recalled. Dexia's mandate is now limited to managing down its residual assets. Dexia SA is a Belgium-based banking group with activities principally in Belgium, Luxembourg, France and Turkey in the fields of retail and commercial banking, public and wholesale banking, asset management and investor services. In France, Dexia Bank focuses on funding public sector bodies and providing financial services to local government. In Luxembourg, Dexia operates in two main areas: commercial banking (for personal and professional customers) and private banking (for international investors). In Turkey, Dexia is involved in retail and commercial banking and offers services to ordinary account holders, business and local public sector customers and institutional clients. The Company operates through its subsidiaries, such as Dexia Credit Local, DenizBank, Dexia Credicop, Dexia Sabadell, Dexia Kommunalbank Deutschland, Dexia Asset Management, among others. DIAMOND ONE DENTAL: Case Summary & 5 Unsecured Creditors -------------------------------------------------------- Debtor: Diamond One Dental Services, PLLC aka Dental Funzone P. O. Box 1924 Lake Dallas, TX 75065 Case No.: 14-40054 Chapter 11 Petition Date: January 6, 2014 Court: United States Bankruptcy Court Eastern District of Texas (Sherman) Judge: Hon. Brenda T. Rhoades Debtor's Counsel: Marc W. Taubenfeld, Esq. MCGUIRE, CRADDOCK & STROTHER, P.C. 2501 N. Harwood, Suite 1800 Dallas, TX 75201 Tel: (214) 954-6800 Fax: (214)954-6850 Email: mtaubenfeld@mcslaw.com Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Steve Coffman, manager. A list of the Debtor's five largest unsecured creditors is available for free at http://bankrupt.com/misc/txeb14-40054.pdf DIOCESE OF GALLUP, NM: U.S. Trustee Appoints Creditors Committee ---------------------------------------------------------------- Pursuant to Section 1102 of the Bankruptcy Code, Richard Wieland, U.S. Trustee for Region 20, appointed seven creditors to serve on the official committee of unsecured creditors in the Chapter 11 case of the Diocese of Gallup. The seven members are Esteban Armijo, Criss Candelaria, Santiago Figueroa, Prudence Jones, Derrick Land, Alfred Moya and JoAnn Stoltenberg. Official creditors' committees have the right to employ legal and accounting professionals and financial advisers at a debtor's expense. They may investigate the debtors' business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. The committees will also attempt to negotiate the terms of a consensual Chapter 11 plan -- almost always subject to the terms of strict confidentiality agreements with the debtor and other core parties-in-interest. If negotiations break down, the committee may ask the bankruptcy court to replace management with an independent trustee. If it concludes reorganization of the debtor is impossible, the committee will urge the bankruptcy court to convert the Chapter 11 cases to a liquidation proceeding. About the Diocese of Gallup, NM The Diocese of Gallup, New Mexico, principally encompasses American Indian reservations for seven tribes in northwestern New Mexico and northeastern Arizona. It is the poorest diocese in the U.S. There are 38 active priests working in the Diocese and 27 permanent deacons also serve the Diocese along with five seminarians. The Diocese and its missions, schools and ministries employ approximately 50 people, and a significant number of additional people offer their services as volunteers. The diocese sought bankruptcy protection under Chapter 11 of the Bankruptcy Code (Bankr. D. N.M. Case No. 13-13676) on Nov. 12, 2013, in Albuquerque, New Mexico amid suits for sexual abuse committed by priests. The bishop previously said bankruptcy will be "the most merciful and equitable way for the diocese to address its responsibility." The abuse mostly occurred in the 1950s and early 1960s, the bishop said. The petition shows assets and debt both less than $1 million. The Diocese of Gallup is the ninth Catholic diocese to seek protection in Chapter 11 bankruptcy. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). DIOCESE OF GALLUP, NM: Obtains Loans to Pay Professional Fees ------------------------------------------------------------- A church official said the Diocese of Gallup obtained two loans totaling $229,000 from neighboring dioceses to help pay for professional services related to its bankruptcy case, according to a report by Olivier Uyttebrouck of the Albuquerque Journal. The loans included $29,000 from the Archdiocese of Santa Fe and $200,000 from the Diocese of Phoenix. Gallup Bishop James Wall said at a creditors' meeting in Albuquerque that the loans were obtained shortly before the diocese filed for bankruptcy protection on Nov. 12 to help pay for legal and financial services. Bishop Wall did not specify the date or terms of the loans, which are listed as unsecured nonpriority claims in the diocese's court filings, according to the report. The report pointed out that the Diocese has hired as lead attorney Susan Boswell, Esq., with Quarles & Brady, LLC; Christopher Linscott, a certified public accountant and consulting director of Keegan, Linscott & Kenon; Albuquerque attorney Thomas Walker, of Walker & Associates; and Stelzner, Winter, Warburton, Flores, Sanchez & Dawes, an Albuquerque law firm, as special litigation counsel. Ms. Boswell has represented the Diocese of Tucson and the Catholic Bishop of Northern Alaska in Chapter 11 reorganizations. About the Diocese of Gallup, NM The Diocese of Gallup, New Mexico, principally encompasses American Indian reservations for seven tribes in northwestern New Mexico and northeastern Arizona. It is the poorest diocese in the U.S. There are 38 active priests working in the Diocese and 27 permanent deacons also serve the Diocese along with five seminarians. The Diocese and its missions, schools and ministries employ approximately 50 people, and a significant number of additional people offer their services as volunteers. The diocese sought bankruptcy protection under Chapter 11 of the Bankruptcy Code (Bankr. D. N.M. Case No. 13-13676) on Nov. 12, 2013, in Albuquerque, New Mexico amid suits for sexual abuse committed by priests. The bishop previously said bankruptcy will be "the most merciful and equitable way for the diocese to address its responsibility." The abuse mostly occurred in the 1950s and early 1960s, the bishop said. The petition shows assets and debt both less than $1 million. The Diocese of Gallup is the ninth Catholic diocese to seek protection in Chapter 11 bankruptcy. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). DIOCESE OF GALLUP, NM: Value of Assets Yet to Be Determined ----------------------------------------------------------- Lawyers in the bankruptcy case of the Diocese of Gallup said the value of the diocese's assets and the cost of claims against it have yet to be determined, according to a report by the Albuquerque Journal. The lawyers said their key job will be to sort out the diocese's assets from those of its 53 parishes and three nonprofits that operate within the 55,000-square-mile diocese. Susan Boswell, Esq., at Quarles & Brady LLP, in Tucson, Arizona, said the assets listed by the diocese in court records do not assign dollar values to real property such as church-owned land. Court records also do not list the potential liability to the diocese for abuse claims filed by alleged victims of priests, the diocese's lawyer said. Attorneys also said U.S. Bankruptcy Judge David Thuma of the U.S. Bankruptcy Court for the District of New Mexico will need to decide whether the diocese's assets include parish properties, according to the ABQ Journal report. The Gallup diocese argued in court filings that parishes are "separate ecclesiastical entities" that manage their own finances under the supervision of a parish pastor. It argued that under Canon Law, the debts of a parish must be paid from its own assets, not those of the diocese. The Gallup diocese listed $646,000 in assets and $667,000 in liabilities when it filed for Chapter 11 protection on Nov. 12, 2013, in U.S. Bankruptcy Court District of New Mexico. About the Diocese of Gallup, NM The Diocese of Gallup, New Mexico, principally encompasses American Indian reservations for seven tribes in northwestern New Mexico and northeastern Arizona. It is the poorest diocese in the U.S. There are 38 active priests working in the Diocese and 27 permanent deacons also serve the Diocese along with five seminarians. The Diocese and its missions, schools and ministries employ approximately 50 people, and a significant number of additional people offer their services as volunteers. The diocese sought bankruptcy protection under Chapter 11 of the Bankruptcy Code (Bankr. D. N.M. Case No. 13-13676) on Nov. 12, 2013, in Albuquerque, New Mexico amid suits for sexual abuse committed by priests. The bishop previously said bankruptcy will be "the most merciful and equitable way for the diocese to address its responsibility." The abuse mostly occurred in the 1950s and early 1960s, the bishop said. The petition shows assets and debt both less than $1 million. The Diocese of Gallup is the ninth Catholic diocese to seek protection in Chapter 11 bankruptcy. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). EAGLE EYES: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: Eagle Eyes Investments, LLC 1032 S. Hidalgo Ave. Alhambra, CA 91801 Case No.: 14-30100 Chapter 11 Petition Date: January 6, 2014 Court: United States Bankruptcy Court Northern District of Texas (Dallas) Judge: Hon. Stacey G. Jernigan Debtor's Counsel: Kevin G. Herd, Esq. GOODRICH POSTNIKOFF & ASSOCIATES, LLP 777 Main St., Suite 1360 Ft. Worth, TX 76102 Tel: 817-335-9400 Email: kherd@gpaplaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Seng C. Lin, managing member. The Debtor did not file a list of its largest unsecured creditors when it filed the petition. EARTHBOUND HOLDINGS III: S&P Withdraws 'B-' Corp. Credit Rating --------------------------------------------------------------- Standard & Poor's Ratings Services withdrew its ratings, including the 'B-' corporate credit rating, on San Juan Bautista, Calif.- based Earthbound Holdings III LLC following completion of its acquisition and repayment of debt. The rating action follows the closing of the company's acquisition by The WhiteWave Foods Company on Jan. 2, 2014, and full repayment of rated debt outstanding at Earthbound. ECONOMY HOME: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: Economy Home Center, Inc. 17 Spooner Drive Byron, GA 31008 Case No.: 14-50041 Chapter 11 Petition Date: January 6, 2014 Court: United States Bankruptcy Court Middle District of Georgia (Macon) Debtor's Counsel: Calvin L. Jackson, Esq. CALVIN L. JACKSON, PC 1259 Russell Parkway, Suite T Warner Robins, GA 31088 Tel: 478-923-9611 Fax: 478-923-1795 Email: cljpc@mgacoxmail.com Estimated Assets: Not indicated Estimated Liabilities: $0 to $50,000 The petition was signed by Sarah L. Spooner, CEO. The Debtor did not file a list of its largest unsecured creditors when it filed the petition. EDENOR SA: Shareholders Approve Merger With Emdersa Holding ----------------------------------------------------------- At the general extraordinary meeting of Edenor SA, the shareholders resolved to: (i) approve the reversion of Edenor S.A.'s mandatory capital reduction resolved by its Ordinary and Extraordinary Shareholders' Meeting held on April 25, 2013, as the Company does no longer fall under the grounds for that reduction (grounds for mandatory capital reduction as set forth in section 206, Law 19.550); and (ii) approve the merger of Edenor S.A., as surviving company, and Emdersa Holding S.A., as merged company, which will be dissolved but not liquidated, together with all relevant documents and information required by applicable regulations. The effective date of the merger for all legal, accounting and tax purposes will be retroactive to Oct. 1, 2013. 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 Sept. 30, 2013, showed ARS 7.72 billion in total assets, ARS 6.50 billion in total liabilities and ARS 1.21 billion in total equity. EMERALD EXPOSITIONS: Loan Upsize No Impact on Moody's 'B3' CFR -------------------------------------------------------------- Moody's Investors Service says Emerald Expositions Holding, Inc.'s upsize of the term loan B to $630 million from $430 million will not impact the existing B2 facility rating or the B3 Corporate Family Rating. The outlook remains Stable. The LGD point estimates for the secured credit facilities change to LGD3-37% from LGD3-35% and the senior unsecured note point estimates change to LGD5-89% from LGD5-88% as a result of the increase in term loans. The upsize of the Term Loan B and a contribution of $140 million from Emerald's equity sponsor, Onex Partners, will be used to acquire GLM Superholdings, LLC (GLM) for $335 million. GLM is an independent pure-play U.S. trade show organizer with over 20 events annually. The transaction is anticipated to close in early 2014. Ratings Rationale The principal methodology used in this rating was Global Business & Consumer Service Industry Rating Methodology published in October 2010. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. EPAZZ INC: Asher Enterprises Held 9.9% Equity Stake at Dec. 31 -------------------------------------------------------------- In a Schedule 13G filed with the U.S. Securities and Exchange Commission, Asher Enterprises, Inc., disclosed that as of Dec. 31, 2013, it beneficially owned 346,489,034 shares of common stock of Epazz, Inc., representing 9.99 percent (based on the total of 3,468,358,708 outstanding shares of Common Stock). A copy of the regulatory filing is available for free at: http://is.gd/wzgy9D About EPAZZ Inc. Chicago, Ill.-based EPAZZ, Inc., was incorporated in the State of Illinois on March 23, 2000, to create software to help college students organize their college information and resources. The idea behind the Company was that if the information and resources provided by colleges and universities was better organized and targeted toward each individual, the students would encounter a personal experience with the college or university that could lead to a lifetime relationship with the institution. This concept is already used by business software designed to retain relationships with clients, employees, vendors and partners. Epazz incurred a net loss of $1.90 million on $1.19 million of revenue for the year ended Dec. 31, 2012, as compared with a net loss of $336,862 on $735,972 of revenue for the year ended Dec. 31, 2011. The Company's balance sheet at Sept. 30, 2013, showed $1.19 million in total assets, $2.03 million in total liabilities and a $842,019 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 has an accumulated deficit of $(4,114,756) and a working capital deficit of $(681,561), which raises substantial doubt about its ability to continue as a going concern. Bankruptcy Warning "We cannot be certain that any such financing will be available on acceptable terms, or at all, and our failure to raise capital when needed could limit our ability to continue and expand our business. We intend to overcome the circumstances that impact our ability to remain a going concern through a combination of the commencement of additional revenues, of which there can be no assurance, with interim cash flow deficiencies being addressed through additional equity and debt financing. Our ability to obtain additional funding for the remainder of the 2012 year and thereafter will determine our ability to continue as a going concern. There can be no assurances that these plans for additional financing will be successful. Failure to secure additional financing in a timely manner to repay our obligations and supply us sufficient funds to continue our business operations and on favorable terms if and when needed in the future could have a material adverse effect on our financial performance, results of operations and stock price and require us to implement cost reduction initiatives and curtail operations. Furthermore, additional equity financing may be dilutive to the holders of our common stock, and debt financing, if available, may involve restrictive covenants, and strategic relationships, if necessary to raise additional funds, and may require that we relinquish valuable rights. In the event that we are unable to repay our current and long-term obligations as they come due, we could be forced to curtail or abandon our business operations, and/or file for bankruptcy protection; the result of which would likely be that our securities would decline in value and/or become worthless," according to the Company's annual report for the period ended Dec. 31, 2012. EVERGREEN INTERNATIONAL: Sued Again for Wages After Mass Firings ---------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that wherever Evergreen International Aviation Inc. appears in bankruptcy court, workers aren't far behind, suing for two months' wages because employees weren't given notice before mass firings. About Evergreen International Evergreen International Aviation Inc., an air cargo carrier that halted operations in November 2013, filed a petition for liquidation in Chapter 7 on Dec. 31, 2013 (Bankr. D. Del. Case No. 13-13363). Three creditors owed a total of $468,000 filed an involuntary bankruptcy petition in Brooklyn, New York on Dec. 18, 2013 (Bankr. E.D.N.Y. Case No. 13-47494). By filing a voluntary petition, Evergreen indicated a preference for being liquidated in Delaware rather than in Brooklyn. The petition in Delaware listed assets worth less than $100 million and debt exceeding $100 million. EVOLUCIA INC: Has $3.43-Mil. Net Loss for Q3 Ended Sept. 30 ----------------------------------------------------------- Evolucia, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $3.43 million on $725,278 of sales for the three months ended Sept. 30, 2013, compared to a net loss of $1.57 million on $1.15 million of sales for the same period in 2012. The Company's balance sheet at Sept. 30, 2013, showed $3.59 million in total assets, $10.18 million in total liabilities, and stockholders' deficit of $7.09 million. The company said in the Form 10-Q, "Although we have incurred losses from operations and have a significant accumulated deficit at September 30, 2013, we believe we have adequate resources, such as cash on-hand, our credit facilities, and the proceeds and anticipated proceeds from private placements during 2013 to meet our operating commitments through September 2014, although there can be no assurance of this. In the event these resources and operating cash flows are not sufficient to fully fund our operating commitments or our growth, we would look to secure additional debt or equity financing. There can be no guarantee that we will be successful securing funding. In the event we are unable to fund our operations by positive operating cash flows or additional funding, we may be forced to reduce our expenses and slow down our operations. Our consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should we be unable to continue as a going concern." A copy of the Form 10-Q is available at: http://is.gd/TrmLWJ Evolucia, Inc., engages in the business of designing, manufacturing, marketing and distributing light emitting diode lighting fixtures. It also produces and sells several products that provide LED lighting solutions for roadways and walkways, parking lots and garages and other area lighting solutions. The company was founded in 2007 and is headquartered in Sarasota, Florida. FIRST NATIONAL COMMUNITY: Shareholders' Meeting Held Dec. 23 ------------------------------------------------------------ First National Community Bancorp, Inc., held its annual meeting of shareholders on Dec. 23, 2013. The agenda of the meeting were: * Introduction of Management, Directors and Guests * Present Meeting Notice and Proxy * Review Rules of Conduct * Report of Judge of Election * Establish that a Quorum Exists * Review Annual Meeting Proposals * Voting * Overview of Voting Results * Management Presentation and Q&A A copy of the PowerPoint presentation at the Annual Meeting is available for free at http://is.gd/4OKpTX 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 Sept. 30, 2013, showed $978.52 million in total assets, $945.72 million in total liabilities and $32.79 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. FLETCHER INTERNATIONAL: Sued by Trustee for $143 Million -------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Richard J. Davis, the Chapter 11 trustee for Fletcher International Ltd., filed a lawsuit Dec. 31, saying that Alphonse "Buddy" Fletcher used Fletcher Asset Management Inc. to "funnel" more than $143 million out of the fund between January 2009 and the initiation of bankruptcy in June 2012. According to the complaint, Buddy Fletcher used his management company to transfer assets from the fund to Fletcher International Inc., the defendant in the new suit. The transfers were made with "actual intent of defrauding" the fund's creditors, the trustee alleges. Mr. Davis says that Buddy Fletcher used the fund and Fletcher International Inc. "as a piggy bank." About Fletcher International Fletcher International, Ltd., filed a bare-bones Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-12796) on June 29, 2012, in Manhattan. The Bermuda exempted company estimated assets and debts of $10 million to $50 million. The bankruptcy documents were signed by its president and director, Floyd Saunders. David R. Hurst, Esq., at Young Conaway Stargatt & Taylor, LLP, in New York, serves as counsel and Appleby (Bermuda) Limited serves as special Bermuda counsel. The Debtor disclosed $52,163,709 in assets and $22,997,848 in liabilities as of the Chapter 11 filing. Fletcher International Ltd. is managed by the investment firm of Alphonse "Buddy" Fletcher Jr. Fletcher Asset Management was founded in 1991. During its initial four years, FAM operated as a broker dealer trading various debt and equity securities and making long-term equity investments. Then, in 1995, FAM began creating and managing a family of private investment funds. The Debtor is a master fund in the Fletcher Fund structure. As a master fund, it engages in proprietary trading of various financial instruments, including complex, long-term, illiquid investments. The Debtor is directly owned by Fletcher Income Arbitrage Fund and Fletcher International Inc., which own roughly 83% and 17% of the Debtor's common shares, respectively. Arbitrage's direct parent entities are Fletcher Fixed Income Alpha Fund and FIA Leveraged Fund, both of which are incorporated in the Cayman Islands and are subject to liquidation proceedings in that jurisdiction, and which own roughly 76% and 22% of Arbitrage's common stock, respectively. The Debtor currently has a single subsidiary, The Aesop Fund Ltd. After filing for Chapter 11 protection, Fletcher immediately started a lawsuit in bankruptcy court to stop the involuntary bankruptcy in Bermuda. Judge Gerber at least temporarily halted liquidators appointed in the Cayman Islands from moving ahead with proceedings in Bermuda. The lawsuit to halt the Bermuda liquidation is Fletcher International Ltd. v. Fletcher Income Arbitrage Fund, 12-01740, in the same court. Richard J. Davis, Chapter 11 trustee appointed in the case, has hired Michael Luskin, Esq., at Luskin, Stern & Eisler LLP as his counsel. The Chapter 11 trustee filed a proposed liquidating Plan in November 2013. There will be a Jan. 14, 2014 hearing for approval of the disclosure statement, so creditors can vote on the liquidating Chapter 11 plan. FRESH & EASY: Vows to Pay Creditors Fully From Sales ---------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that supermarket chain Fresh & Easy Neighborhood Market Inc., now Old FENM Inc., is asking the the bankruptcy court in Delaware to extend its exclusive plan-filing rights by two months, to April 1. A hearing on the exclusivity motion is set for Jan. 22. According to the report, the company said it expects to file a Chapter 11 plan early this year paying all creditors in full who aren't affiliated with Tesco Plc, the Cheshunt, England-based owner. The report relates that the payments will come from proceeds of three major sales. First, Ron Burkle's Yucaipa Cos LLC bought the bulk of the operation, reducing debt by $130 million. Last month, the bankruptcy court authorized selling 53 parcels of property and leases at stores not picked up by Yucaipa, for $40 million. And on Jan. 22, there will be a hearing to approve the $53.5 million sale of an unused warehouse in Stockton, California. About Fresh & Easy Neighborhood Fresh & Easy Neighborhood Market Inc., and its affiliate filed Chapter 11 petitions (Bankr. D. Del. Case Nos. 13-12569 and 13-12570) on Sept. 30, 2013. The petitions were signed by James Dibbo, chief financial officer. Judge Kevin J. Carey presides over the case. Fresh & Easy owes $738 million to Cheshunt, England-based Tesco, the U.K.'s biggest retailer. Fresh & Easy never made a profit and lost an average of $22 million a month in the 12 months ended in February, according to court papers. Jones Day serves as lead bankruptcy counsel. Richards, Layton & Finger, P.A., serves as local Delaware counsel. Alvarez & Marsal North America, LLC, serves as financial advisors, and Alvarez & Marsal Securities, LLC, serves as investment banker. Prime Clerk LLC acts as the Debtors' claims and noticing agent. Gordon Brothers Group, LLC, and Tiger Capital Group, LLC, serves as the Debtors' consultant. The Debtors estimated assets of at least $100 million and liabilities of at least $500 million. Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed five creditors to serve in the Official Committee of Unsecured Creditors in the Chapter 11 cases of Fresh & Easy Neighborhood Market Inc., et al. Pachulski Stang Ziehl & Jones LLP serves as counsel to the Committee. FTI Consulting, Inc. serves as its financial advisor. The Debtors closed, on or about Nov. 26, 2013, the sale of about 150 supermarkets plus a production facility in Riverside, California, to Ron Buckle's Yucaipa Cos. Pursuant to the sale terms, the bankruptcy company changed its name, and the name of the case, to Old FENM Inc. FUN VALLEY PARK: Case Summary & 14 Unsecured Creditors ------------------------------------------------------ Debtor: Fun Valley Park Inc. PO Box BOX 93 Camuy, PR 00627 Case No.: 14-00047 Chapter 11 Petition Date: January 6, 2014 Court: United States Bankruptcy Court District of Puerto Rico (Old San Juan) Judge: Hon. Brian K. Tester Debtor's Counsel: Teresa M Lube Capo, Esq. LUBE & SOTO LAW OFFICES PSC 1130 Ave FD Roosevelt San Juan, PR 00920-2906 Tel: 787-722-0909 Fax: 787-977-1709 Email: lubeysoto@gmail.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Rafael Aviles Cordero, president. A list of the Debtor's 14 largest unsecured creditors is available for free at http://bankrupt.com/misc/prb14-47.pdf FURNITURE BRANDS: Sale of Roble Road Property Approved ------------------------------------------------------ BankruptcyData reported that the U.S. Bankruptcy Court approved Furniture Brands International's motion to sell property free and clear of liens and for entry of an order (i) approving its entry into a purchase agreement for the sale of certain Roble Road property, (ii) authorizing private sale of the Roble Road property free and clear of liens, claims, encumbrances and other interests on the terms and conditions set forth in the purchase agreement, (iii) authorizing the seller to assume and assign unexpired leases to the buyer in connection with the sale of the Roble Road property and (iv) granting related relief. The seller, Lane Home Furnishings Retail, owns a single story industrial building on a 9.07 acre lot, located at 734 Roble Road in Allentown, PA. The total size of the building is 103,215 square feet, and the buyer is Roble Street Realty. As previously reported, "The Real Property is not, and was not, used by the Debtors in their furniture businesses. Specifically, since 2012, the Seller has leased the Real Property to Ice River Springs USA, Inc. (the 'Tenant') pursuant to that certain Office/Warehouse Lease Agreement, dated as of February 6, 2012....Specifically, the Buyer, a related entity of the Tenant, would acquire the Real Property fora Purchase Price of $3,000,000 pursuant to the terms of the Purchase Agreement." About Furniture Brands Furniture Brands International (NYSE:FBN) -- http://www.furniturebrands.com-- engaged 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. Its brands include Thomasville, Broyhill, Lane, Drexel Heritage, Henredon, Pearson, Hickory Chair, Lane Venture, Maitland-Smith and LaBarge. The balance sheet at June 29, 2013, showed $546.73 million in total assets against $550.13 million in total liabilities. 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. The official creditor's committee is comprised of the Pension Benefit Guaranty Corp., Milberg Factors Inc. and five suppliers. The Committee tapped Blank Rome LLP as co-counsel, Hahn & Hessen LLP as lead counsel, BDO Consulting as financial advisor, and Houlihan Lokey Capital, Inc., as investment banker. In November 2013, Furniture Brands won bankruptcy court approval to sell the business to KPS Capital Partners LP for $280 million. Private-equity investor KPS formed a new company named Heritage Home Group LLC to operate the business. GASCO ENERGY: To Suspend Reporting Obligations with SEC ------------------------------------------------------- Gasco Energy, Inc., disclosed in a regulatory filing with the U.S. Securities and Exchange Commission that it intends to suspend all reporting obligations with the SEC under the Securities Exchange Act of 1934, as amended. On Aug. 22, 2008, and On Aug. 31, 2011, Gasco Energy, and its affiliates, filed registration statements on Form S-3 with the SEC to register shares of common stock, $0.0001 par value per share, debt securities, preferred stock, warrants, purchase contracts, units and guarantees of debt securities. The Company now desires to deregister all of the Securities under the Registration Statements. About Gasco Energy Denver-based Gasco Energy, Inc. -- http://www.gascoenergy.com/-- is a natural gas and petroleum exploitation, development and production company engaged in locating and developing hydrocarbon resources, primarily in the Rocky Mountain region and in California's San Joaquin Basin. Gasco's principal business is the acquisition of leasehold interests in petroleum and natural gas rights, either directly or indirectly, and the exploitation and development of properties subject to these leases. Gasco focuses its drilling efforts in the Riverbend Project located in the Uinta Basin of northeastern Utah, targeting the oil-bearing Green River Formation and the natural gas-prone Wasatch, Mesaverde, Blackhawk, Mancos, Dakota and Morrison formations. In its auditors' report on the consolidated financial statements for the year ended Dec. 31, 2012, KPMG LLP, in Denver, Colorado, expressed substantial doubt about Gasco Energy's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses and negative cash flows from operations. The Company reported a net loss of $22.2 million on $8.9 million of revenues in 2012 as compared with a net loss of $7.3 million on $18.3 million of revenues in 2011. The Company's balance sheet at Sept. 30, 2013, showed $51.27 million in total assets, $41.24 million in total liabilities and $10.03 million in stockholders' equity. Bankruptcy Warning "If the Company is unable to generate sufficient operating cash flows or secure additional capital before February 2014, it will not have adequate liquidity to fund its operations and meet its obligations (including its debt payment obligations), the Company will not be able to continue as a going concern, and could potentially be forced to seek relief through a filing under Chapter 11 of the U.S. Bankruptcy Code," the Company said in its quarterly report for the period ended Sept. 30, 2013. GELTECH SOLUTIONS: Reports $1.91-Mil. Net Loss in Sept. 30 Quarter ------------------------------------------------------------------ GelTech Solutions, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $1.91 million on $530,812 of sales for the three months ended Sept. 30, 2013, compared with a net loss of $1.81 million on $84,540 of sales for the same period in 2012. The Company's balance sheet at Sept. 30, 2013, showed $1.55 million in total assets, $3.34 million in total liabilities, and stockholders' deficit of $1.79 million. A copy of the Form 10-Q is available at: http://is.gd/fhYSxZ About GelTech Jupiter, Fla.-based GelTech Solutions. Inc., is a Delaware corporation organized in 2006. The Company markets four products: (1) FireIce(R), a water soluble fire retardant used to protect firefighters, structures and wildlands; (2) Soil2O(R) 'Dust Control', its new application which is used for dust mitigation in the aggregate, road construction, mining, as well as, other industries that deal with daily dust control issues; (3) Soil2O(R), a product which reduces the use of water and is primarily marketed to golf courses, commercial landscapers and the agriculture market; and (4) FireIce(R) Home Defense Unit, a system for applying FireIce(R) to structures to protect them from wildfires. GelTech reported a net loss of $5.22 million on $526,010 of sales for the year ended June 30, 2013, as compared with a net loss of $7.13 million on $419,577 of sales for the year ended June 30, 2012. Salberg & Company, P.A., in Boca Raton, Florida, 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 a net loss and net cash used in operating activities in 2013 of $5,221,747 and $4,195,655, respectively, and has a working capital deficit, accumulated deficit and stockholders' deficit of $556,140, $28,021,633 and $2,270,386, respectively, at June 30, 2013. These matters raise substantial doubt about the Company's ability to continue as a going concern. GENERAL STEEL: Stockholders Elect Five Directors ------------------------------------------------ General Steel Holdings, Inc., held its 2013 annual meeting of the Stockholders on December 27 during which the stockholders: 1) elected Zuosheng Yu, John Chen, Angela He, Zhongkui Cao and James Hu to the Board of Directors to serve until the annual meeting of Stockholders to be held in 2014 and until their respective successors are elected and qualified; 2) ratified the appointment of Friedman LLP as the independent registered public accounting firm of the Company for the fiscal year ending Dec. 31, 2013; 3) approved and ratified an amendment to the Company's 2008 Equity Incentive Plan to increase the number of shares of common stock reserved for issuance thereunder to 5,000,000; 4) approved, on a non-binding basis, the compensation of the Company's Named Executive Officers; and 5) approved a reverse stock split of the Company's common stock, pursuant to which, each Stockholder will receive one share of the Company's common stock in exchange for every two, three or four shares of the Company's common stock owned at the effective time of the Reverse Split, with the exact ratio to be determined by the Company's Board of Directors. The Reverse Split intended to aid the Company in regaining compliance with the New York Stock Exchange's minimum average closing price continued listing standard. On Dec. 6, 2013, the Company received confirmation from the NYSE that it had regained compliance with the Continued Listing Standard of minimum share price requirement of $1.00, after its closing price and 30-trading day average price reached $1.07 and $1.00, respectively, on Nov. 29, 2013. Therefore, the board of directors of the Company decided not to effectuate the Reverse Split at this time, although it may still do so in the future if it determines that such actions are in the best interests of the Company and the Stockholders. About General Steel Holdings General Steel Holdings, Inc., headquartered in Beijing, China, produces a variety of steel products including rebar, high-speed wire and spiral-weld pipe. The Company has operations in China's Shaanxi and Guangdong provinces, Inner Mongolia Autonomous Region and Tianjin municipality with seven million metric tons of crude steel production capacity under management. For more information, please visit www.gshi-steel.com. For the nine months ended Sept. 30, 2013, the Company reported a net loss of $43.85 million. General Steel incurred a net loss of $231.93 million in 2012 as compared with a net loss of $283.29 million in 2011. The Company's balance sheet at Sept. 30, 2013, showed $2.67 billion in total assets, $3.14 billion in total liabilities and a $473.11 million in total deficiency. GIGGLES N HUGS: Posts $356K Net Loss in Quarter Ended Sept. 29 -------------------------------------------------------------- Giggles N Hugs, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $356,496 on $614,510 of net sales for the thirteen weeks ended Sept. 29, 2013, compared to a net loss of $214,768 on $333,037 of revenues for the same period in 2012. The Company's balance sheet at Sept. 29, 2013, showed $2.24 million in total assets, $2.46 million in total liabilities, and stockholders' deficit of $217,159. The Company has recently sustained operating losses and has an accumulated deficit of $4,223,552 at Sept. 29, 2013. In addition, the Company has negative working capital of $790,685 at Sept. 29, 2013. These factors raise substantial doubt about the ability of the Company to continue as a going concern, the company said in the Form 10-Q. A copy of the Form 10-Q is available at: http://is.gd/ljS0Cz Los Angeles, Calif.-based Giggle N Hugs, Inc., owns and operates a kid-friendly restaurant named Giggles N Hugs in the Westfield Mall in Century City, as well as the new Westfield Topanga Shopping Center location in Woodland Hills, California and owns the intellectual property rights for Giggles N Hugs facilities in the future. GLOBALSTAR INC: Thermo Invests Additional $13.5 Million ------------------------------------------------------- Pursuant to the previously announced Common Stock Purchase and Option Agreement between the Company, Thermo Funding Company LLC and Thermo Funding II LLC, the special committee of the Board of Directors exercised its option to require Thermo to invest an additional $13.5 million into the Company. On Dec. 27, 2013, Thermo invested that amount and was issued 25,961,538 shares of non-voting common stock. In addition, the special committee has extended its option for Thermo to purchase up to $11.5 million of additional shares of non-voting common stock at a price equal to 85 percent of the average closing price of the voting common stock on the 10 trading days immediately preceding the date of the special committee's request until March 31, 2014. Units Deliver Guarantee to Trustee As previously disclosed in a current report on Form 8-K originally filed with the U.S. Securities and Exchange Commission on May 20, 2013, Globalstar, Inc., entered into the Fourth Supplemental Indenture, dated as of May 20, 2013, between the Company and U.S. Bank National Association, as Trustee, relating to the issuance by the Company of approximately $54.6 million in 8.0 percent Convertible Senior Notes due April 1, 2028. In accordance with the terms of the New Indenture, on Dec. 27, 2013, the Company caused all of its subsidiaries that guaranty the obligations of the Company's senior secured credit facility to execute and deliver to the Trustee a guaranty of the Company's obligations under the New Notes in the form attached to the New Indenture. The subsidiaries' obligations under the guaranty are subordinated to their obligations under their guaranty of the Facility. 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 incurred a net loss of $112.19 million in 2012, a net loss of $54.92 million in 2011 and a net loss of $97.46 million in 2010. The Company's balance sheet at Sept. 30, 2013, showed $1.38 billion in total assets, $1.12 billion in total liabilities and $266.60 million in total stockholders' equity. Crowe Horwath LLP, in Oak Brook, Illinois, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that Globalstar has suffered recurring losses from operations and is not in compliance with certain financial and nonfinancial covenants under certain long-term debt agreements. This creates a liquidity deficiency that raises substantial doubt about its ability to continue as a going concern. GREEN AUTOMOTIVE: Files Amendment No. 2 to Q2 2013 Form 10-Q ------------------------------------------------------------ Green Automotive Company on Dec. 31, 2013, filed with the U.S. Securities and Exchange Commission an amendment no. 2 to its Form 10-Q for the quarter ended June 30, 2013. A copy of the Amendment No. 2 to the Form 10-Q is available at: http://is.gd/Ef6ztw The company reported a net loss of $3 million on $429,392 of revenues for the three months ended June 30, 2013, compared to a net loss of $413,000 on $nil of revenues for the three months ended June 30, 2012. The Company's balance sheet at June 30, 2013, showed $2.33 million in total assets, $38.22 million in total liabilities, and total stockholders' deficit of $35.89 million. The Company has sustained losses since its inception on Apr. 28, 2009. It has an accumulated deficit of $59.45 million from inception through June 30, 2013. The Company's continuation as a going concern is dependent on its ability to generate sufficient cash flows from operations to meet its obligations, which it has not been able to accomplish to date, and /or obtain additional financing from its stockholders and/or other third parties. About Green Automotive Company Green Automotive Company is a vehicle design, engineering, manufacturing and distribution company. The Company also provides after sales program. It possesses a portfolio of businesses and is active in three main market segments: Cutting edge technology development, engineering and design with a focus on zero and low emission vehicle solutions; Manufacturing and customization of vehicles for markets with the potential to be converted into low emission or electric vehicles, such as shuttle buses, taxis, commercial vehicles, and After sales services for electric or low emission vehicles, including servicing and repair. GREEN AUTOMOTIVE: Amends Form 10-Q for Third Quarter 2013 --------------------------------------------------------- Green Automotive Company on Dec. 31, 2013, filed with the U.S. Securities and Exchange Commission an amendment to Form 10-Q for the quarter ended Sept. 30, 2013. A copy of the document is available at http://is.gd/LYV4mJ The company reported a net loss of $25.41 million on $1.02 million of revenues for the three months ended Sept. 30, 2013, compared to a net loss of $6.18 million on $78,966 of revenues for the three months ended Sept. 30, 2012. The Company's balance sheet at Sept. 30, 2013, showed $2.3 million in total assets, $53.4 million in total liabilities, and total stockholders' deficit of $51.09 million. The Company has sustained losses since its inception on April 28, 2009. It has an accumulated deficit of $84.86 million from inception through Sept. 30, 2013. The Company's continuation as a going concern is dependent on its ability to generate sufficient cash flows from operations to meet its obligations, which it has not been able to accomplish to date, and /or obtain additional financing from its stockholders and/or other third parties. About Green Automotive Company Green Automotive Company is a vehicle design, engineering, manufacturing and distribution company. The Company also provides after sales program. It possesses a portfolio of businesses and is active in three main market segments: Cutting edge technology development, engineering and design with a focus on zero and low emission vehicle solutions; Manufacturing and customization of vehicles for markets with the potential to be converted into low emission or electric vehicles, such as shuttle buses, taxis, commercial vehicles, and After sales services for electric or low emission vehicles, including servicing and repair. GREEN FIELD ENERGY: Committee Wants Examiner for Secret Reasons --------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Green Field Energy Services Inc., an oil-field services provider, should have an examiner perform an investigation, the official creditors' committee said in court filings without publicly giving a reason. According to the report, the committee asked permission to file lawsuits. The basis for the motions is unknown because the committee said it's forced to file the papers under seal because the underlying information was provided "under blanket confidentiality agreements." The papers also don't name the subjects for investigation or the targets of the lawsuits. The committee said it doesn't agree with "many of the confidentiality designations." The panel would have information providers show why the court papers should continue being held under seal. About Green Field Energy Green Field Energy Services, Inc., is an independent oilfield services company that provides a wide range of services to oil and natural gas drilling and production companies to help develop and enhance the production of hydrocarbons. The Company's services include hydraulic fracturing, cementing, coiled tubing, pressure pumping, acidizing and other pumping services. Green Field Energy and two affiliates filed Chapter 11 petitions in Delaware on Oct. 27, 2013, after defaulting on an $80 million credit provided by an affiliate of Royal Dutch Shell Plc (Bankr. D. Del. Case No. 13-bk-12783). The Debtors are represented by Josef S. Athanas, Esq., Caroline A. Reckler, Esq., Sarah E. Barr, Esq., and Matthew L. Warren, Esq., at Latham & Watkins LLP, in Chicago, Illinois; and Michael R. Nestor, Esq., and Kara Hammon Coyle, Esq., at Young Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware. The Debtors' investment banker is Carl Marks Advisory Group LLC. Thomas E. Hill, from Alvarez & Marsal North America, LLC, serves as the Debtors' chief restructuring officer. In its schedules, Green Field disclosed $306,960,039 in total assets and $447,199,869 in total liabilities. Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed six members to the official committee of unsecured creditors in the Chapter 11 cases of Green Field Energy Services, Inc., et al. Green Field's bankruptcy is being financed with a $30 million loan from BG Credit Partners LLC and ICON Capital LLC. GREEN FIELD ENERGY: Government Claims Bar Date Set for April 25 --------------------------------------------------------------- Government entities who assert claims against Green Field Energy Services, Inc. must file their proofs of claim not later than April 25, 2014, at 4:00 p.m. Green Field Energy Services, Inc., is an independent oilfield services company that provides a wide range of services to oil and natural gas drilling and production companies to help develop and enhance the production of hydrocarbons. The Company's services include hydraulic fracturing, cementing, coiled tubing, pressure pumping, acidizing and other pumping services. Green Field Energy and two affiliates filed Chapter 11 petitions in Delaware on Oct. 27, 2013, after defaulting on an $80 million credit provided by an affiliate of Royal Dutch Shell Plc (Bankr. D. Del. Case No. 13-bk-12783). The Debtors are represented by Josef S. Athanas, Esq., Caroline A. Reckler, Esq., Sarah E. Barr, Esq., and Matthew L. Warren, Esq., at Latham & Watkins LLP, in Chicago, Illinois; and Michael R. Nestor, Esq., and Kara Hammon Coyle, Esq., at Young Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware. The Debtors' investment banker is Carl Marks Advisory Group LLC. Thomas E. Hill, from Alvarez & Marsal North America, LLC, serves as the Debtors' chief restructuring officer. In its schedules, Green Field disclosed $306,960,039 in total assets and $447,199,869 in total liabilities. Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed six members to the official committee of unsecured creditors in the Chapter 11 cases of Green Field Energy Services, Inc., et al. Green Field's bankruptcy is being financed with a $30 million loan from BG Credit Partners LLC and ICON Capital LLC. HARRIS MANUFACTURING: Case Summary & Largest Unsecured Creditor --------------------------------------------------------------- Debtor: Harris Manufacturing Company, Inc. 425 SE Dallas Street Grand Prairie, TX 75051 Case No.: 14-40146 Chapter 11 Petition Date: January 6, 2014 Court: United States Bankruptcy Court Northern District of Texas (Ft. Worth) Judge: Hon. Michael D. Lynn Debtor's Counsel: Joyce W. Lindauer, Esq. JOYCE W. LINDAUER, ATTORNEY AT LAW 8140 Walnut Hill Ln. Ste. 301 Dallas, TX 75231 Tel: (972) 503-4033 Fax: (972) 503-4034 Email: courts@joycelindauer.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Steve Robertson, president/director. The Debtor listed Providence Bank - Grapevine, at 1115 South Main Street, Grapevine, TX 76051, as its largest unsecured creditor holding a $5 million claim. HOVNANIAN ENTERPRISES: S&P Assigns CCC Rating to New $150MM Notes ----------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'CCC' rating and '6' recovery rating to Hovnanian Enterprises Inc.'s proposed $150 million senior notes due 2019. S&P's '6' recovery rating indicates its expectation for a negligible (0% to 10%) recovery in the event of default. The notes will be issued by wholly owned K. Hovnanian Enterprises Inc. and guaranteed by Hovnanian Enterprises Inc. and existing and future restricted subsidiaries. The company intends to use the net proceeds to repay the $21.4 million of outstanding 6.25% senior notes due in 2015, with the remaining proceeds bolstering unrestricted homebuilding cash holdings that totaled $319 million as of Oct. 31, 2013. The company's next debt maturity is October 2015 when $61 million of 11.875% senior notes mature. S&P's 'B-' corporate credit rating and stable outlook on Hovnanian Enterprises continue to reflect its assessment of the company's "highly leveraged" financial risk profile owing to a heavy debt load and weak credit metrics. S&P do acknowledge Hovnanian has been successful in extending its debt maturities and maintaining adequate liquidity. S&P views the company's business risk profile as "vulnerable". The company achieved profitability in 2013 and S&P expects further improvement in 2014, but profitability will continue to lag peers and result in weak credit metrics in 2014. The stable outlook reflects S&P's expectation for higher volume and improved operating margins to drive strengthened EBITDA and profitability. S&P also believes Hovnanian has sufficient liquidity to meet near-term capital needs, including limited debt maturities over the next 12 months. S&P would raise its ratings if Hovnanian's operating results continue to improve such that profitability significantly strengthens (resulting in S&P's revising its business risk profile assessment to "weak" from "vulnerable"), or debt to EBITDA improves to 4x to 5x, which would be consistent with an "aggressive" financial risk profile. Alternatively, S&P would lower its ratings if housing operations deteriorate and its base case is unlikely to be achieved, if the company aggressively invests in land resulting in a cash position below the low end of the company's cash target, or if S&P believes another distressed debt exchange or debt restructuring is likely. RATINGS LIST Hovnanian Enterprises Inc. Corporate Credit Rating B-/Stable/-- New Rating K. Hovnanian Enterprises Inc. $150 Mil. Senior Notes Due 2019* CCC Recovery Rating 6 *Guaranteed by Hovnanian Enterprises Inc. IBAHN CORP: Seeks More Time to Find Buyer ----------------------------------------- Patrick Fitzgerald, writing for Daily Bankruptcy Review, reported that hotel Internet provider iBahn Corp. is seeking more time under bankruptcy court protection as it seeks an investor to buy its business. About iBahn Corp. Salt Lake City, Utah-based IBahn Corp., a provider of Internet services to hotels, sought bankruptcy protection (Bankr. D. Del. Case No. 13-12285), citing a loss of contracts with largest customer Marriott International Inc. and patent litigation costs. IBahn Chief Financial Officer Ryan Jonson said the company had assets of $13.6 million and it listed liabilities of as much as $50 million in the Chapter 11 filing on Sept. 6, 2013. The petitions were signed by Ryan Jonson as chief financial officer. Judge Peter J. Walsh presides over the case. Pachulski Stang, Ziehl Young & Jones, LLP, serves as the Debtors' counsel. The Debtors' claims and noticing agent is Epiq Bankruptcy Solutions. IMS HEALTH: S&P Puts 'B+' Corp. Credit Rating on Watch Positive --------------------------------------------------------------- Standard & Poor's Ratings Services said it placed all of its ratings, including its 'B+' corporate credit rating, on IMS Health Inc. on CreditWatch with positive implications. The CreditWatch placement follows the company's announcement that it filed a registration statement for a proposed IPO of common stock and S&P's belief that the company will use a portion of the proceeds to reduce debt. S&P's corporate credit rating on IMS currently reflects a "highly leveraged" financial risk profile reflective of debt leverage that is about 6.5x (inclusive of the August 2013 holdco debt issuance). S&P do not yet know the amount of the IPO, or the portion of the IPO proceeds that will be used to reduce debt, but S&P believes that lower debt leverage post-IPO could prompt a favorable revision of its financial risk assessment. Moreover, under public ownership S&P would expect that IMS would have a more conservative financial policy that would likely keep leverage at lower levels. S&P will resolve the CreditWatch placement once the use of proceeds has been determined and a new financial policy has been articulated. Upside potential could be two notches, if S&P has a high degree of confidence that leverage would be sustained below 5x. IN PLAY: Homeowners Object to Plan of Reorganization ---------------------------------------------------- Homeowners Chris and Nancy Oberle, Phil R. Monticello, and Helen W. Thompson each filed objections to In Play Membership Golf Inc.'s Plan of Reorganization, and asked the U.S. Bankruptcy Court for the District of Colorado to deny confirmation of the Plan as it includes eliminating all or any portion of Plum Creek Golf Course. The homeowners in The Peninsula, a neighborhood that abuts the Plum Creek Golf Course, strongly object to the rezoning of the golf course as proposed by the Plum Creek Golf Course Bankruptcy Reorganization Plan. According to Ms. Thompson, rezoning to allow the building of condos and homes on the golf course would significantly and negatively affect the value of their properties and the quality of life in the neighborhood. As reported by the Troubled Company Reporter on Nov. 20, 2013, the Debtor's reorganization plan calls for the purchase of the Debtor's golf courses, and the golf course of Eagle Mountain Golf Course, LLC, located in Fort Worth, Texas, which are owned by Stacey Hart, the Debtor's principal, by Oread Capital & Development, LLC, for $14 million for the purpose of developing residential housing and the continued operation of Deer Creek Golf Course as a nine hole course by the Debtor after confirmation. The purchase is subject to court approval through a confirmed Plan which must pay all creditors in full. A full-text copy of the Second Amended Disclosure Statement, dated Sept. 18, 2013, is available for free at http://bankrupt.com/misc/INPLAYds0918.pdf The TCR reported on Dec. 26, 2013, that the Court has extended, at the behest of the Debtor, the deadline to file the Debtor's Third Amended Plan of Reorganization and Third Amended Disclosure Statement to Jan. 7, 2014. About In Play Membership Golf In Play Membership Golf, Inc., doing business as Deer Creek Golf Club and Plum Creek Golf and Country Club, filed a Chapter 11 petition (Bankr. D. Col. Case No. 13-14422) in Denver on March 22, 2013. Jeffrey A. Weinman, Esq., at Weinman & Associates, P.C., and Patrick D. Vellone at Allen & Vellone, P.C., represent the Debtor in its restructuring effort. Allen & Vellone, P.C. serves as the Debtor's co-counsel. The Debtor estimated assets and liabilities of at least $10 million. INFINITY ENERGY: Amegy Bank Hikes Equity Stake to 22.3% ------------------------------------------------------- Amegy Bank National Association disclosed in an amended Shedule 13D filed with the U.S. Securities and Exchange Commission that as of Dec. 30, 2013, it beneficially owned 5,591,250 shares of common stock of Infinity Energy Resources, Inc., representing 22.3 percent of the shares outstanding. Amegy Bank previously reported beneficial ownership of 4,000,000 common shares or 17.6 percent equity stake as of Feb. 28, 2012. On Dec. 13, 2013, Amegy Bank and the Issuer entered into a Stock Exchange Agreement, pursuant to which the Issuer agreed to issue and transfer 3,591,250 shares of Common Stock to Amegy Bank, 3,250,000 of which were in exchange for the 130,000 shares of Series A Preferred Stock then owned by Amegy Bank and 341,250 of which were in lieu of and as settlement for $1,365,000 of accrued and unpaid dividends then owing to Amegy Bank in respect of such Series A Preferred Stock. On Dec. 30, 2013, the Issuer and Amegy Bank consummated the transactions contemplated by the Stock Exchange Agreement. A copy of the regulatory filing is available for free at: http://is.gd/MHyxm4 About Infinity Energy Overland Park, Kansas-based Infinity Energy Resources, Inc., and its subsidiaries, are engaged in the acquisition and exploration of oil and gas properties offshore Nicaragua in the Caribbean Sea. Infinity Energy disclosed net income of $2.90 million for the year ended Dec. 31, 2012, as compared with a net loss of $3.52 million during the prior year. The Company's balance sheet at Sept. 30, 2013, showed $4.77 million in total assets, $5.74 million in total liabilities, $15.17 million in redeemable, convertible preferred stock, and stockholders' deficit of $16.15 million. EKS&H LLLP, in Denver, Colorado, 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, has no on-going operations, and has a significant working capital deficit, which raises substantial doubt about its ability to continue as a going concern. INNOVATIVE RESTAURANT: Case Summary & 20 Top Unsecured Creditors ---------------------------------------------------------------- Debtor: Innovative Restaurant Services Exton, LLC dba Winner's Circle Sports Grille dba Riverstone Cafe 143 West Lincoln Highway Exton, PA 19341 Case No.: 14-10067 Chapter 11 Petition Date: January 6, 2014 Court: United States Bankruptcy Court Eastern District of Pennsylvania (Philadelphia) Judge: Hon. Eric L. Frank Debtor's Counsel: Harry J. Giacometti, Esq. FLASTER/GREENBERG, P.C. Four Penn Center, 2nd Floor 1600 John F. Kennedy Blvd. Philadelphia, PA 19103 Tel: (215) 587-5680 Email: harry.giacometti@flastergreenberg.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Nick Cacchione, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/paeb14-10067.pdf IVEDA SOLUTIONS: Posts $1.57-Mil. Net Loss in Q3 Ended Sept. 30 --------------------------------------------------------------- Iveda Solutions, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $1.57 million on $568,918 of total revenue for the three months ended Sept. 30, 2013, compared to a net loss of $834,104 on $381,173 of total revenue for the same period in 2012. The Company's balance sheet at Sept. 30, 2013, showed $4.62 million in total assets, $2.17 million in total liabilities, and stockholders' equity of $2.39 million. Iveda said in the Form 10-Q, "Since inception, the Company has generated an accumulated deficit from operations of approximately $19.3 million at September 30, 2013 and has used approximately $2.8 million in cash from operations through the current nine months ended September 30, 2013. As a result, a risk exists regarding our ability to continue as a going concern." A copy of the Form 10-Q is available at: http://is.gd/ibcCYG Mesa, Ariz.-based Iveda Solutions, Inc., sells and installs video surveillance equipment, primarily for security purposes and secondarily for operational efficiencies and marketing, and provides video hosting in-vehicle streaming video, archiving, and real-time remote surveillance services with a proprietary reporting system, DS(TM) (Daily Surveillance Report), to a variety of businesses and organizations. JEH COMPANY: Wants to Sell 2 Vehicles Pledged to Frost Bank ----------------------------------------------------------- JEH Company, et al., seek authorization from the Hon. Russell F. Nelms of the U.S. Bankruptcy Court for the Northern District of Texas Sale to sell two vehicles pledged to Frost Bank. The Debtors own two 2010 Ford Focus VIN Nos. ending in 8885 and 8677 with one having approximately 127,105 miles and the second having approximately 70,882 miles. An independent third party Cantwell has offered $4,000 and $5,300 respectively for the two vehicles. The respective payoffs are approximately $7,447.28 each, leaving deficiencies in connection with each of the vehicles in the approximate amount of $3,447 and $2,147. The Debtors propose to pay the entirety of the proceeds in connection with these vehicles to Frost Bank as sufficient cash proceeds exist to satisfy all ad valorem taxing authorities. Those cash proceeds were generated by a prior sale and by order of the Court, the liens of ad valorem taxing authorities already attach to those assets. About JEH Company JEH Company, JEH Stallion Station, Inc., and JEH Leasing Company, Inc. filed bare-bones Chapter 11 petitions (Bankr. N.D. Tex. Case Nos. 13-42397 to 13-42399) in Ft. Worth, Texas on May 22, 2013. Mark Joseph Petrocchi, Esq., at Griffith, Jay & Michel, LLP, in Ft. Worth, serves as counsel to the Debtors. JEH Company was organized in 1982 by Jim and Marilyn Helzer. According to http://www.jehroofingcompany.com/,JEHCO buys roofing material directly from the manufacturer and sell it to contractors, builders, and homeowners. JEH Leasing owns and leases equipment and vehicles primarily for use in the business of JEHCO. Stallion is in the quarter horse and thoroughbred horse business. In its schedules, JEH Company disclosed $13,606,753 and $18,351,290 in liabilities as of the Petition Date. JEH Stallion Station, Inc., disclosed $364,007 in assets and $3,982,012 in liabilities as of the Petition Date. JEH Leasing Company, Inc., disclosed $1,242,187 in assets and $155,216 in liabilities as of the Petition Date. JEH COMPANY: Wants to Sell Vehicles, Wells Fargo to Get Proceeds ---------------------------------------------------------------- JEH Company, et al., ask for permission from the Hon. Russell F. Nelms of the U.S. Bankruptcy Court for the Northern District of Texas Sale to sell 2004 Case 586G Wide VIN No. ending in 292454 pledged to Wells Fargo Equipment Finance Manufacturer Service Group Case Lift. An independent third party Shoppa has offered $19,500 for the 2004 Case 586G Wide VIN No. ending in 292454. The respective payoff is approximately $19,454.51, leaving a deficiency in connection with this vehicle in the approximate amount of $45.49. The Debtors propose to pay the entirety of the proceeds in connection with these vehicles to Wells Fargo as sufficient cash proceeds exist to satisfy all ad valorem taxing authorities. Those cash proceeds were generated by a prior sale and by order of the Court, the liens of ad valorem taxing authorities already attach to those assets. About JEH Company JEH Company, JEH Stallion Station, Inc., and JEH Leasing Company, Inc. filed bare-bones Chapter 11 petitions (Bankr. N.D. Tex. Case Nos. 13-42397 to 13-42399) in Ft. Worth, Texas on May 22, 2013. Mark Joseph Petrocchi, Esq., at Griffith, Jay & Michel, LLP, in Ft. Worth, serves as counsel to the Debtors. JEH Company was organized in 1982 by Jim and Marilyn Helzer. According to http://www.jehroofingcompany.com/,JEHCO buys roofing material directly from the manufacturer and sell it to contractors, builders, and homeowners. JEH Leasing owns and leases equipment and vehicles primarily for use in the business of JEHCO. Stallion is in the quarter horse and thoroughbred horse business. In its schedules, JEH Company disclosed $13,606,753 and $18,351,290 in liabilities as of the Petition Date. JEH Stallion Station, Inc., disclosed $364,007 in assets and $3,982,012 in liabilities as of the Petition Date. JEH Leasing Company, Inc., disclosed $1,242,187 in assets and $155,216 in liabilities as of the Petition Date. KAMAYAN HOLDINGS: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Kamayan Holdings, LLC 2105 Sidney Baker Kerrville, TX 78028 Case No.: 14-50069 Chapter 11 Petition Date: January 6, 2014 Court: United States Bankruptcy Court Western District of Texas (San Antonio) Judge: Hon. Craig A. Gargotta Debtor's Counsel: William R. Davis, Jr., Esq. LANGLEY & BANACK, INC. 745 E Mulberry Ave, Suite 900 San Antonio, TX 78212 Tel: (210) 736-6600 Fax: (210) 735-6889 Email: wrdavis@langleybanack.com Total Assets: $2.80 million Total Liabilities: $2.61 million The petition was signed by Jerry Reed, president, The Americap Group, Inc. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/txwb14-50069.pdf LAKELAND INDUSTRIES: HSBC Facility Extended for One Year -------------------------------------------------------- Lakeland Industries Europe, Ltd., a wholly owned subsidiary of Lakeland Industries, Inc., entered into a one-year extension of its existing financing facility with HSBC Invoice Finance (UK) Ltd., pursuant to the same terms as disclosed in the Company's Form 8-K filed with the SEC on Feb. 22, 2013, except for: (1) the facility limit was raised from EUR1,000,000 (approximately USD $1.6 million) to EUR1,250,000 (approximately USD $2.0 million) (2) the prepayment percentage (advance rate) was raised from 80 percent to 85 percent. The facility will now have a due date of Dec. 19, 2014. New loan with Bank Itau On Dec. 19, 2013, Lakeland Brasil, S.A., a wholly owned subsidiary of the Company completed a new loan in the amount of $R500,000 (approximately USD $211,000) with Bank Itau at an interest rate of 1.53% per month. The proceeds of the loan are primarily for working capital purposes. The material terms of the loan are as follows: Lender: Bank Itau Principal Amount: $R500,000 (approximately USD $211,000) Due Date: July 31, 2014 Interest rate: 1.53 percent per month Principal payments: $R76,360,82 monthly commencing Jan. 31, 2014, (approximately USD $32,000) Collateral: Customer contracts Factoring Agreement On Dec. 12, 2013, Lakeland Brasil, S.A., a subsidiary of the Company, completed an arrangement with Valecred Securitizadora Mobiliaria, S.A., to factor, with recourse, specific invoices totaling $R301,947 (approximately USD $127,000) for a fee of $R7,291 (approximately USD $3,100). About Lakeland Industries Ronkonkoma, N.Y.-based Lakeland Industries, Inc., manufactures and sells a comprehensive line of safety garments and accessories for the industrial protective clothing market. The Company's balance sheet at Oct. 31, 2013, showed $87.33 million in total assets, $38.56 million in total liabilities and $48.77 million in total stockholders' equity. The Company reported a net loss of $26.3 million for the year ended Jan. 31, 2013, compared with a net loss of $376,825 for the year ended Jan. 31, 2012. "We have sustained substantial operating losses since in FY13 and we were in default with our lender, TD Bank. During the year ended January 31, 2013, we had a net loss of $(26.3) million. These factors raised substantial doubt about our ability to continue as a going concern," the Company said in its annual report for the year ended Jan. 31, 2013. LEHMAN BROTHERS: Inks Deal With BP 399 Park Avenue to Settle Claim ------------------------------------------------------------------ The trustee liquidating Lehman Brothers Inc. and BP 399 Park Avenue LLC signed an agreement to settle the company's claim against the brokerage. Under the deal, BP 399 Park can assert a $45.22 million general unsecured claim against the brokerage, down from the $45.27 million it originally wanted. Both sides also agreed a mutual release of claims against each other. A copy of the agreement can be accessed for free at http://is.gd/6CBP4P Hughes Hubbard & Reed LLP, the trustee's legal counsel, was slated to present the agreement to Judge James Peck for signature on January 6. Objections were due December 23. BP 399 Park is represented by: Douglas B. Rosner, Esq. GOULSTON & STORRS P.C. 400 Atlantic Avenue Boston, MA 02110 Tel: (617) 482-1776 Fax: (617) 574-4112 E-mail: drosner@goulstonstorrs.com About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 08-13555) on Sept. 15, 2008. Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Lehman made its first payment of $22.5 billion to creditors in April 2012, a second payment of $10.2 billion on Oct. 1, 2012, and a third distribution of $14.2 billion on April 4, 2013. The brokerage is yet to make a first distribution to non-customers, although customers are being paid in full. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). LEHMAN BROTHERS: BNY Mellon's $201.9MM Claim vs. LBI Subordinated ----------------------------------------------------------------- The U.S. Bankruptcy Court in Manhattan granted the request of Lehman Brothers Inc.'s trustee to subordinate the claim of the Bank of New York Mellon against the brokerage. In a Dec. 13 decision, the bankruptcy court subordinated the bank's $201.9 million claim "to payment in full of all of LBI's unsubordinated liabilities." The court also disallowed its claim for postpetition interest. BNY Mellon asserts a $201.9 million claim tied to subordinated notes that were issued pursuant to a 1996 indenture between the brokerage and The First National Bank of Chicago. The bank also claims postpetition interest of more than $10.4 million as well as fees and costs of not less than $21,000. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 08-13555) on Sept. 15, 2008. Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Lehman made its first payment of $22.5 billion to creditors in April 2012, a second payment of $10.2 billion on Oct. 1, 2012, and a third distribution of $14.2 billion on April 4, 2013. The brokerage is yet to make a first distribution to non-customers, although customers are being paid in full. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). LEHMAN BROTHERS: Thomas Drops Appeal on Claim Disallowance ---------------------------------------------------------- Stephen Thomas dropped his appeal of a bankruptcy court's decision that barred him from asserting his claim against Lehman Brothers Holdings Inc.'s brokerage. The U.S. Bankruptcy Court in Manhattan on Oct. 15 issued an order disallowing three claims, including Mr. Thomas' $630,932 claim, on grounds that they were filed after the court-approved deadline. The claimant, who is represented by New Jersey-based Rabinowitz Lubetkin & Tully LLC, brought the appeal before the U.S. District Court for the Southern District of New York. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 08-13555) on Sept. 15, 2008. Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Lehman made its first payment of $22.5 billion to creditors in April 2012, a second payment of $10.2 billion on Oct. 1, 2012, and a third distribution of $14.2 billion on April 4, 2013. The brokerage is yet to make a first distribution to non-customers, although customers are being paid in full. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). LEHMAN BROTHERS: Parkes Deal Could Take Months to Finalize ---------------------------------------------------------- The Parkes Shire Council said it will take months before it sees any money from a court case against Lehman Brothers, according to a report by ABC Local. The Parkes Shire Council headed the case on behalf of a group of councils, churches and charities that lost around $180 million on investments when Lehman collapsed. After a court battle that took four years, the bank's liquidator has now agreed to settle the claims. Parkes Mayor Ken Keith, however, said the settlement will take months to work out, the news agency reported. "We've had to prove up the losses that we made," ABC quoted Mr. Keith as saying. "And other councils that weren't involved as lead councils in the prosecution case will need to quantify the losses that they've had so they'll have some additional work to do for the liquidator." Once that's happened the funds will be able to be transferred to the various councils, churches and charities that invested in those products, according to Mr. Keith. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 08-13555) on Sept. 15, 2008. Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Lehman made its first payment of $22.5 billion to creditors in April 2012, a second payment of $10.2 billion on Oct. 1, 2012, and a third distribution of $14.2 billion on April 4, 2013. The brokerage is yet to make a first distribution to non-customers, although customers are being paid in full. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). LIBERTY PROPERTY: Leverage Hike Prompts Fitch to Lower Ratings -------------------------------------------------------------- Fitch Ratings has downgraded the credit ratings of Liberty Property Trust (NYSE: LRY) and its operating partnership, Liberty Property Limited Partnership as follows: Liberty Property Trust -- Issuer Default Rating (IDR) to 'BBB' from 'BBB+'. Liberty Property Limited Partnership -- IDR to 'BBB' from 'BBB+'; -- Unsecured revolving credit facility to 'BBB' from 'BBB+'; -- Medium-term notes to 'BBB' from 'BBB+'; -- Senior unsecured notes to 'BBB' from 'BBB+'; -- Preferred operating units to 'BB+' from 'BBB-'. Fitch revised the Rating Outlook to Stable from Negative. The downgrade is principally based on the increase in Liberty's leverage to the low 6.0x area from the mid-4.0x's in 2009, against the backdrop of increased development risk and a persistent shortfall in Liberty's dividend coverage from adjusted funds from operations (AFFO). The Stable Outlook reflects Fitch's expectation for Liberty's leverage to remain in the low 6.0x range through 2015, which is appropriate for the 'BBB' rating. Development Drives Leverage Higher The expansion of Liberty's non-stabilized asset pool (primarily through development and, to a lesser extent, under-leased acquisitions) has increased the company's leverage to a level that is consistent with a 'BBB' IDR. Fitch expects leverage to sustain in the low 6.0x range through 2015. Fitch estimates that Liberty's leverage would have been 6.1x pro forma for the company's recent acquisition of the Cabot Industrial Value Fund III Operating Partnership, L.P., compared with 6.0x, 4.9x and 4.7x as of Dec. 31, 2012, 2011 and 2010, respectively. Fitch defines leverage as net debt-to-recurring operating EBITDA, including Fitch's estimate of recurring cash distributions from joint ventures (JVs). Fitch expects Liberty's leverage will increase in the near term, but remain in the low 6.0x range due to the previously announced $700 million sale of a portfolio of suburban office assets. The transaction will be dilutive to Liberty's earnings in 2014 until its development deliveries ramp up in the second half of the year, and due to the company using a portion of the proceeds to repay debt. The sale will close in two transactions. Liberty completed the first transaction, totaling $367.7 million on Dec. 24, 2013 and anticipates closing on the second in January 2014. Increased Development Risk Fitch expects Liberty to increase its development activities in 2014 and 2015 to a level where the estimated total cost of investments approaches the high single digits as a percent of undepreciated gross assets. The company's development pipeline totaled 3.9% of gross assets at Sept. 30, 2013, down from 6.4% in sequential quarters due to the delivery of two large projects. Fitch expects Liberty to begin approximately $500 million of new developments over 2014 and 2015 with roughly two-thirds initiated on a speculative basis. Liberty has earmarked a portion of the proceeds from the suburban office portfolio sales to repay maturing unsecured debt and help fund its 2014 development starts, effectively prefunding most of this year's development spending. Fitch views this positively as a risk mitigant, notwithstanding the near-term dilution to earnings that will hurt the company's leverage and coverage metrics until these developments stabilize. Liberty's unfunded development commitments totaled 2.5% of undepreciated gross assets at Sept. 30, 2013. Fitch expects the company's funding obligation to increase to the mid-to-high single digits as a percentage of gross assets as its development platform grows during the next two years. Fitch generally views Liberty's development franchise as a credit positive; however, Fitch is cautious about Liberty's plans to purchase land and begin developments in markets entered only recently via its acquisition of the Cabot portfolio. The company has an established track record of development success that extends back to its founding. Liberty has developed over 64 million square feet through a combination of office, warehouse, hotel and mixed-use projects. The total includes 186 build-to- suit developments, which evidences the company's strong relationships with corporate clients. Liberty also has an expertise in LEED-certified development, with 61 projects completed or under construction. Modest Internal Growth Fitch anticipates only moderate same-store NOI growth during the next two years, despite strengthening industrial fundamentals. Fitch expects Liberty's same-store NOI to grow by 2% in 2014 and 3.5% in 2015, on a GAAP basis, as modest occupancy gains are partially offset by negative office leasing spreads. The company experienced 0.9% GAAP same-store NOI growth for the nine months ended Sept. 30, 2013 relative to the same period in 2012. Dividend Coverage Shortfall Fitch expects Liberty's common dividends to exceed 100% of its AFFO again in 2014. Dilution from the company's $700 million suburban office portfolio sales is the principal driver of the shortfall, notwithstanding the improvement in Liberty's portfolio property mix in favor of less capital intensive industrial assets. Liberty's AFFO payout ratio was 98.1% for the nine months ended Sept. 30, 2013 and 102.5% and 96.6% for the years ended Dec. 31, 2012 and 2011, respectively. Fitch expects the company's payout ratio to exceed 100% for the full year ended 2013, primarily due to acquisition costs associated with the Cabot portfolio. Cabot Strengthens Industrial Platform Fitch views Liberty's acquisition of Cabot and subsequent sale of $700 million of suburban office and flex industrial assets as a credit positive. The transaction is consistent with Liberty's strategy of increasing its ownership of industrial properties. The addition of Cabot's 177 properties, comprising 23 million industrial square feet, combined with the $700 million of suburban office dispositions, will increase Liberty's industrial property exposure (including flex space) to 81% of wholly-owned square feet from 73% at Sept. 30, 2013. The company's exposure to suburban and metro office properties will drop to 19% of wholly-owned square feet from 27%. The purchase also diversified Liberty's portfolio into 10 new markets, with Atlanta, Dallas/Ft. Worth and Cincinnati representing the three largest based on square feet. In total, 64 assets, comprising 9.6 million square feet, are located in markets new to Liberty. Fitch views this positively given greater geographic cash flow diversity for its portfolio in strategically important U.S. logistics markets. The transaction will also deepen Liberty's ownership in 14 existing markets, with the United Kingdom, South Florida and the Baltimore/Washington, D.C. corridor representing the three largest increases based on square feet acquired relative to existing portfolio square feet in each respective market. Appropriate Coverage Coverage metrics are appropriate for the rating category. Fitch estimates that Liberty's coverage would have been 2.4x pro forma for the acquisition of the Cabot portfolio based on an annualized run rate of combined 3Q'13 results. This compares with 2.4x, 2.5x and 2.2x for the years ended Dec. 31, 2012, 2011 and 2010, respectively. Fitch calculates fixed-charge coverage as recurring operating EBITDA, including the agency's estimate of recurring cash JV distributions, less recurring capital expenditures and straight- line rents, divided by total interest incurred and preferred operating unit distributions. Adequate UA/UD Coverage Fitch estimates Liberty's unencumbered asset coverage of unsecured debt (UA/UD) at 2.0x as of Sept. 30, 2013 pro forma for the acquisition of the Cabot portfolio. This level of coverage is adequate for the 'BBB' rating. The $700 million suburban office portfolio sale could weaken the company's UA/UD coverage to the high 1.0x's in the near term. The magnitude of the decline will depend on the use of proceeds, which Fitch expects will include a mix of development funding and, potentially, the repayment of $200 million of unsecured notes that mature in August 2014. However, incremental NOI from development deliveries in 2014 and 2015 should bring the ratio back above 2.0x. Fitch calculates UA/UD under a direct capitalization approach of unencumbered NOI that assumes a stressed 8.5% cap rate. Conservative Leasing Profile Liberty's portfolio lease maturity schedule is reasonably well balanced through 2018. On average, 12.6% of the company's average base rent (ABR) expires per year through 2018 with a max 13.4% of ABR expiring in 2016. These metrics exclude Cabot in the absence of disclosure; however, Fitch does not expect a meaningful change in Liberty's lease expiration profile, given the granularity of the Cabot portfolio. In addition, no tenant represented more than 4% of annual base rent, and the top 10 tenants comprise only 17% of base rent as of Dec. 31, 2012. Adequate Liquidity Liquidity coverage, calculated as liquidity sources divided by uses, is 1.1x for the period Oct. 1, 2013 to Dec. 31, 2015. Sources of liquidity include unrestricted cash, availability under the company's unsecured credit facility, $700 million of net proceeds from the suburban office portfolio sale, and projected retained cash flows from operating activities after dividends and distributions. Uses of liquidity include the company's purchase of the Cabot Portfolio (closed on Oct. 8, 2013), debt maturities and projected recurring capital expenditures and development costs. Liberty's debt maturities are reasonably well balanced. Including the company's share of JV debt, maturities average 8% through 2021 with a maximum of 17.8% maturing in 2016. The elevated amount of maturities in 2016 is partly due to $180 million of mortgage debt maturing. The maximum amount of unsecured debt maturing in a single year was 12.9% in 2020 as of Sept. 30, 2013, which Fitch views as manageable. The company should have adequate capital access to refinance upcoming unsecured debt maturities given its demonstrated ability to access various forms of capital, including the company's $834 million equity raise in August 2013 and its $450 million unsecured notes offering in late September 2013. Cycle-Tested Management The ratings also point to the strength of Liberty's management team, including senior officers and property and leasing managers. The company has successfully disposed of lower-growth assets such as secondary-market suburban office and flex properties and has acquired or is in the process of developing industrial distribution assets, which have exhibited stronger demand characteristics. Preferred Stock Rating The two-notch differential between Liberty's IDR and preferred stock rating is consistent with Fitch's criteria for corporate entities with an IDR of 'BBB'. Based on Fitch research on 'Treatment and Notching of Hybrids in Nonfinancial Corporate and REIT Credit Analysis', these preferred securities are deeply subordinated and have loss absorption elements that would likely result in poor recoveries in the event of a corporate default. The following factors may result in positive momentum in Liberty's rating and Outlook: -- Fitch's expectation of leverage sustaining below 5.5x (leverage was 6.1x as of Sept. 30, 2013 on an annualized basis pro forma for the Cabot transaction); -- Fitch's expectation of fixed-charge coverage sustaining above 2.5x (pro forma coverage was 2.4x on an annualized basis for the quarter ended Sept. 30, 2013); -- UA/UD sustaining above 2.3x (UA/UD was 2.0x on a pro forma basis as of Sept. 30, 2013). The following factors may result in negative momentum in Liberty's rating and/or Outlook: -- Fitch's expectation of leverage sustaining above 7.0x for several quarters; -- Fitch's expectation of fixed-charge coverage sustaining below 2.3x for several quarters; -- Fitch's expectation of an AFFO dividend payout ratio sustaining above 100%. LIGHTSQUARED INC: No Plan Has Affirmative Creditor Votes -------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that neither LightSquared Inc. nor proponents of two competing Chapter 11 plans will have smooth sailing at the Jan. 9 confirmation hearing for approval of one of the proposals. According to the report, with regard to the two competing plans, at least one class voted against them, meaning that neither can be confirmed without resort to a "cramdown" process. LightSquared modified its plan last week and is conducting a resolicitation. Because an ad hoc group of secured lenders supports one of the competing plans, it presumably will vote against the plan proposed by the company, the developer of a satellite-based wireless communications system. On the ad hoc lender's plan, 93 percent in amount of unsecured claims voted "no," while all common and preferred shareholders were opposed, according to a tabulation of the votes filed with the bankruptcy court on Jan. 3. LightSquared's modified plan is supported by Philip Falcone's Harbinger Capital Partners LLC, JPMorgan Chase & Co., Fortress Investment Group LLC and Melody Capital Advisors LLC. Given its support for the LightSquared plan, Harbinger withdrew its own plan from consideration. The LightSquared plan is designed to avoid having the business taken over, as would happen with the ad hoc lenders' plan, under which Charles Ergen's Dish Network Corp. would buy LightSquared for $2.2 billion. 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. LIGHTSQUARED INC: Some Lenders Oppose New Financing Arrangement --------------------------------------------------------------- Sakthi Prasad, writing for Reuters, reported that a section of LightSquared Inc lenders are opposing the company's decision to seek a new financing arrangement as part of its plan to exit bankruptcy, the latest attack in a highly litigious case involving competing business interests. According to the report, in December, LightSquared proposed a new bankruptcy exit plan with financing from Fortress Investment Group and other backers, as the U.S. wireless communications company seeks to avoid a sale to highest bidder Dish Network Corp. The new plan replaced one based on an auction of the company's assets, the report related. LightSquared scrapped that sale after Dish emerged as the only qualified bidder, with a $2.2 billion offer and terms that LightSquared found unappealing. LightSquared had asked to be allowed to implement the new plan without going back to creditors to get their approval, saying the latest deal increases the recovery for creditors, the report said. However, lenders including US Bank and MAST Capital Management said that the new arrangement violates an earlier deal, which prohibited LightSquared from seeking alternative financing unless the creditors were first paid in full. "The Existing Inc DIP Order clearly and unambiguously establishes certain limitations on the conditions under which the debtors may seek new DIP financing," the lender group said in a court filing, the report cited. 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. LIME ENERGY: Issues 400,000 Pref. Shares to Investor Group ---------------------------------------------------------- Lime Energy Co. entered into a Preferred Stock and Warrant Purchase Agreement with a group of investors including Mr. Richard Kiphart, the Company's Chairman and largest individual stockholder. Pursuant to the terms of the Purchase Agreement, the Investors have purchased an aggregate of 400,000 shares of the Company's Series B Preferred Stock at a price per Preferred Share of $10.00. The Preferred Shares are entitled to an accruing dividend of 12.5 percent per annum of their original issue price, payable semi- annually in arrears. Those dividends will be paid in additional shares of Series B Preferred Stock at the original issue price or, at the sole discretion of the Company's board of directors, in cash. The Preferred Shares may be converted, at any time following the approval of that conversion by the Company's stockholders, at the election of the holder of that share, into shares of the Company's common stock at a conversion price equal to $2.83 per share. The Conversion Price will be proportionately adjusted for stock splits, combinations and similar recapitalizations, and, subject to a floor of $2.50, will be adjusted for future issuance of common stock at a price per share less than the Conversion Price on a broad-based weighted average basis. The Company can require conversion of the notes if the weighted average price for the common stock is at least 200 percent of the Conversion Price for at least 20 trading days during a 30 trading day period ending within five trading days prior to the Company sending a notice of forced conversion to the holders of the Notes. In connection with the entry into the Purchase Agreement, the Company issued the Investors warrants to purchase an aggregate of 565,372 shares of its common stock at $2.83 per share. These warrants expire on the 5th anniversary of their issuance and contain a cashless-exercise option. The Warrants may not be exercised until the Company's stockholders approve the exercise of the Warrants. The Purchase Agreement requires that the Company seek stockholder approval of the conversion of the Preferred Shares and the exercise of the Warrants on or before July 31, 2014. The Company expects to seek that approval at its next annual meeting of stockholders. The Company intends to use the proceeds from the sale of the Preferred Shares for general corporate purposes. As a consequence of the issuance of the Preferred Shares, the conversion price of the Company's 927,992 outstanding shares of Series A Preferred Stock has been reduced from $3.78 per share of common stock to $3.58 per share of common stock, pursuant to the terms of the Series A Preferred Stock. In connection with the transaction, on Dec. 30, 2013, the Company filed a Certificate of Designation with the Delaware Secretary of State, which certificate designated 1,000,000 shares of the Company's authorized preferred stock as Series B Preferred Stock. A copy of the Form 8-K is available for free at: http://is.gd/1l33wO About Lime Energy Headquartered in Huntersville, North Carolina, Lime Energy Co. -- http://www.lime-energy.com-- is engaged in planning and delivering clean energy solutions that assist its clients in their energy efficiency and renewable energy goals. The Company's solutions include energy efficient lighting upgrades, energy efficient mechanical and electrical retrofit and upgrade services, water conservation, building weatherization, on-site generation and renewable energy project development and implementation. The Company provides energy solutions across a range of facilities, from high-rise office buildings, distribution facilities, manufacturing plants, retail sites, multi-tenant residential buildings, mixed use complexes, hospitals, colleges and universities, government sites to small, single tenant facilities. Lime Energy disclosed in regulatory filings in July 2013, it is in discussions with PNC Bank about entering into a forbearance agreement in which they would agree not to accelerate a loan for a period of time while the Company attempts to correct the gas flow issue and sell its landfill-gas facility. The bank is considering the Company's request. As of Sept. 30, 2013, the Company had $33.15 million in total assets, $26.70 million in total liabilities and $6.45 million in total stockholders' equity. For the nine months ended Sept. 30, 2013, the Company reported a net loss of $12.58 million as compared with a net loss of $15.44 million for the same period a year ago. LOCATION BASED TECHNOLOGIES: Expects $416K of Revenue in Q1 2014 ---------------------------------------------------------------- Location Based Technologies, Inc., released a letter from CEO Dave Morse to the Company's shareholders, which discloses the following information: -- The Company anticipates generating approximately $416,000 in revenue for the first fiscal quarter of 2014 (which is September, October, November). -- The FBI and the Forestry Services are in the process of testing the Company's devices and they're continuing to work with the Department of Energy to finalize the Company's joint project which is expected to begin in the first quarter of 2014. -- The Company's relationship with EE (the largest carrier in the UK) remains strong as they are currently in discussions to expand the scope of the Company's partnership. The Company is also fairly close to finalizing distribution relationships in Poland, France and Scandinavia. Additionally, a very large theme park in the UK has tested the Company's PocketFinder product and has expressed interest in purchasing units to rent to their guests while they are in the park. The Company expects to have a final purchasing decision from them by March of 2014. -- A large international airline is currently evaluating the Company's 886 devices and the Company expects to reach a go/no-go decision in the first calendar quarter of 2014. -- The Company expects to have its first auto dealer signed up for auto dealer program by the end of 2013, but it may slide into January, 2014. -- The Company recently received the necessary government certifications from Ecuador and the Company has a 1,200 piece purchase order from the government of Ecuador which is currently pending. -- Based on the Company's current order pipeline the Company expects to generate $4,000,000-$5,000,000 of new sales revenue in calendar year 2014. This estimate does not include recurring subscription revenue, which could be an additional $200,000 - $400,000 per month. The Company's sales projections are based largely on estimates provided to the Company by its current stable of resellers and distributors. This estimate also includes a significant re- order from a large existing customer, who has indicated a need for 12,000-15,000 units next year. These estimates do not include sales to the US military. A copy of the letter is available for free at: http://is.gd/F29734 About Location Based Technologies Irvine, Calif.-based Location Based Technologies, Inc., designs, develops, and sells leading-edge personal locator devices and services. Location Based disclosed a net loss of $11.04 million on $1.91 million of total net revenue for the year ended Aug. 31, 2013, as compared with a net loss of $7.96 million on $948,110 of total net revenue for the year ended Aug. 31, 2012. As of Aug. 31, 2013, the Company had $3.37 million in total assets, $10.12 million in total liabilities and a $6.75 million total stockholders' deficit. Comiskey & Company, the Company's independent registered public accounting firm, issued a "going concern" qualification on the consolidated financial statements for the year ended Aug. 31, 2013. The independent auditors noted that the Company has incurred recurring losses since inception and has accumulated deficit in excess of $45 million. There is no establised sales history for the Company's products, which are new to the marketplace, the auditors added. Bankruptcy Warning The Company said it remains obligated under a significant amount of notes payable, and Silicon Valley Bank has been granted security interests in the Company's assets. "If we are unable to pay these or other obligations, the creditors could take action to enforce their rights, including foreclosing on their security interests, and we could be forced into liquidation and dissolution. We are also delinquent on a number of our accounts payable. Our creditors may be able to force us into involuntary bankruptcy," the Company said in its annual report for the year ended Aug. 31, 2013. LOEHMANN'S HOLDINGS: Receives Liquidation Sale Approval ------------------------------------------------------- Stephanie Gleason, writing for Daily Bankruptcy Review, reported that going-out-of-business sales could begin as early as Jan. 9 at Loehmann's Holdings Inc.'s 39 designer discount retailers after the bankruptcy court's approval of a sale worth $16.4 million. About Loehmann's Discount retailer Loehmann's Holdings Inc., and two affiliates sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 13-14050) on Dec. 15, 2013. This is Loehmann's third bankruptcy filing, but this time it will be a liquidation with going-out-of-business sales. The first bankruptcy was a 14-month Chapter 11 reorganization completed in September 2000. At the time the chain had 44 stores in 17 states. The second bankruptcy culminated in a reorganization plan implemented in March 2011. It was acquired by Istithmar in July 2006 in a $300 million transaction. Loehmann's, based in the Bronx borough of New York City, operated 39 stores in 11 states as of the 2013 bankruptcy filing. In the new Chapter 11 case, Loehmann's disclosed assets and debt both totaling $96.7 million. The debt includes $4.3 million on a first-lien credit agreement with Wells Fargo Bank NA as agent, not including about $9 million in letters of credit. Kristopher M. Hansen, Esq., at Stroock & Stroock & Lavan LLP, serves as counsel to the Debtors; Canaccord Genuity Inc. is the investment banker; Clear Thinking Group LLC is the restructuring advisor; and Epiq Bankruptcy Solutions LLC is the claims and notice agent. LOEHMANN'S HOLDINGS: Sells Assets to 3 Buyers at Auction -------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Loehmann's Inc. held an auction last week where three different buyers ended up making the best bids for different packages of assets. At the auction held on Jan. 3 and 4, the first bid of $19 million came from a joint venture among SB Capital Group LLC, Tiger Capital Group LLC and A&G Realty Partners LLC. The venture ended up with rights to conduct going-out-of-business sales by buying inventory, furniture, fixtures, accounts receivable and cash. Madison Capital Holdings LLC came out on top for so-called lease- designation rights, and can look for other retailers to take over Bronx, New York-based Loehmann's leases. Esopus Creek Advisors LLC made the best bid for intellectual property. Loehmann's hasn't disclosed the size of the winning bids. About Loehmann's Discount retailer Loehmann's Holdings Inc., and two affiliates sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 13-14050) on Dec. 15, 2013. This is Loehmann's third bankruptcy filing, but this time it will be a liquidation with going-out-of-business sales. The first bankruptcy was a 14-month Chapter 11 reorganization completed in September 2000. At the time the chain had 44 stores in 17 states. The second bankruptcy culminated in a reorganization plan implemented in March 2011. It was acquired by Istithmar in July 2006 in a $300 million transaction. Loehmann's, based in the Bronx borough of New York City, operated 39 stores in 11 states as of the 2013 bankruptcy filing. In the new Chapter 11 case, Loehmann's disclosed assets and debt both totaling $96.7 million. The debt includes $4.3 million on a first-lien credit agreement with Wells Fargo Bank NA as agent, not including about $9 million in letters of credit. Kristopher M. Hansen, Esq., at Stroock & Stroock & Lavan LLP, serves as counsel to the Debtors; Canaccord Genuity Inc. is the investment banker; Clear Thinking Group LLC is the restructuring advisor; and Epiq Bankruptcy Solutions LLC is the claims and notice agent. LOMBARD PUBLIC: S&P Lowers LT Rating to 'D' Over Payment Default ---------------------------------------------------------------- Standard & Poor's Ratings Services said it lowered its long-term rating to 'D' from 'CC' on Lombard Public Facilities Corp., Ill.'s series 2005B conference center and hotel second-tier revenue bonds following a bond payment default on Jan. 2, 2014. S&P also removed the rating from CreditWatch with negative implications. The bonds provided funds to help construct a conference center and hotel in Lombard. The trustee of the bonds, Amalgamated Bank of Chicago, reports that on Jan. 2, 2014, only part of the scheduled interest was paid. There was no principal payment due on the bonds on Jan. 2, 2014. LONE PINE: On Track for Reorganization by Jan. 31 ------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Lone Pine Resources Inc. said that creditors voted almost unanimously in favor of the reorganization plan scheduled for approval in a Canadian court on Jan. 9. Lone Pine then has a Jan. 16 hearing in U.S. Bankruptcy Court in Delaware for enforcement of the Canadian reorganization in the U.S. In October, the Delaware court ruled that Canada is home to the so-called foreign main bankruptcy proceeding. Lone Pine said it intends to implement the reorganization by Jan. 31. About Lone Pine Resources Calgary, Canada-based Lone Pine Resources Inc. is an independent oil and gas exploration, development and production company with operations in Canada. The Company's reserves, producing properties and exploration prospects are located in the provinces of Alberta, British Columbia and Quebec, and in the Northwest Territories. The Company is incorporated under the laws of the State of Delaware. Lone Pine entered bankruptcy protection in Canada on Sept. 25, 2013, under the Companies' Creditors Arrangement Act and received an initial protection order from an Alberta court the same day. Lone Pine Resources simultaneously filed for Chapter 15 protection in Delaware in the United States (Bankr. D. Del. Case No. 13- 12487) to seek recognition of the CCAA proceedings. Lone Pine, LPR Canada and all other subsidiaries of the Company are parties to the CCAA and Chapter 15 proceedings. Lone Pine is being advised by RBC Capital Markets, Bennett Jones LLP, Vinson & Elkins LLP and Richards Layton & Finger P.A. in connection with the restructuring, with Wachtell, Lipton, Rosen & Katz LLP providing independent advice to the Company's board of directors. The Supporting Noteholders are being advised by Goodmans LLP and Stroock & Stroock & Lavan LLP. Lone Pine's plan of reorganization is a debt-for-equity swap that would allow it to shed $195 million in bond debt. Noteholders are to receive 100 percent ownership of the new common stock. The existing $180 million secured bank credit will be paid in full with proceeds from a new asset-backed loan. General unsecured creditors will share a $700,000 fund. Current equity holders are being wiped out. MAGIC APPAREL: Case Summary & 4 Unsecured Creditors --------------------------------------------------- Debtor: Magic Apparel Group Inc. 1100 W Walnut Street Compton, CA 90220 Case No.: 14-10254 Chapter 11 Petition Date: January 6, 2014 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Hon. Robert N. Kwan Debtor's Counsel: Robert K Lee, Esq. LAW OFFICES OF ROBERT KEVIN LEE 1007 N. Sepulveda Blvd., #1237 Manhattan Beach, CA 90267-1237 Tel: 888-777-0839 Ext 500 Fax: 888-777-0849 Email: uclalaw90@gmail.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Joseph Whang, president and CEO. A list of the Debtor's four largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb14-10254.pdf MITCHELL BRIDGE: Case Summary & 5 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Mitchell Bridge Holdings, LLC 1011 Lakewood Court Athens, GA 30606 Case No.: 14-50032 Chapter 11 Petition Date: January 6, 2014 Court: United States Bankruptcy Court Middle District of Georgia (Macon) Debtor's Counsel: Christopher W. Terry, Esq. STONE AND BAXTER, LLP 577 Mulberry Street, Ste 800 Macon, GA 31201 Tel: 478-750-9898 Fax: 478-750-9899 Email: cterry@stoneandbaxter.com Total Assets: $1.70 million Total Liabilities: $1.61 million The petition was signed by Ezra D. Peterson, managing member. A list of the Debtor's five largest unsecured creditors is available for free at http://bankrupt.com/misc/gamb14-50032.pdf MITEL NETWORKS: Moody's Lifts CFR to 'B2' & Rates New Debt 'Ba3' ---------------------------------------------------------------- Moody's Investors Service upgraded Mitel Networks Corporation's corporate family rating ("CFR") to B2 from B3, confirmed its B3-PD probability of default rating, affirmed its SGL-2 speculative grade liquidity rating, and assigned Ba3 ratings to the new revolving credit facility and term loan B of Mitel and its subsidiary, Mitel US Holdings Inc. The ratings on Mitel and US Holdings' existing revolving credit facility and first and second lien term loans were also confirmed, and will be withdrawn when the refinance transaction closes. This action concludes the review for upgrade initiated on November 11, 2013, when Mitel announced the acquisition of Aastra Technologies Limited, a provider of communication products and applications for businesses of all sizes. The ratings outlook for Mitel and US Holdings are stable. "The CFR upgrade recognizes Mitel's modest de-leveraging (pro forma adjusted Debt/EBITDA of 4x) and its enhanced scale and market position with the Aastra acquisition", says Peter Adu, Moody's lead analyst for Mitel. "In addition, Mitel can generate credit metrics that support the B2 rating despite our revenue decline expectations and integration costs compressing margins in the next two years", Adu further added. Rating Upgraded: Issuer: Mitel Networks Corporation Corporate Family Rating, to B2 from B3 Ratings Assigned: Issuers: Mitel Networks Corporation and Mitel US Holdings Inc. New $50 million first lien revolving credit facility due 2019, Ba3 (LGD2, 16%) New $355 million first lien term loan due 2020, Ba3 (LGD2, 16%) Ratings Confirmed: Issuer: Mitel Networks Corporation Probability of Default Rating, B3-PD Issuers: Mitel Networks Corporation and Mitel US Holdings Inc. $40 million first lien revolving credit facility due February 2018, B1 (LGD2, 26%); to be withdrawn at close $200 million first lien term loan due February 2019, B1 (LGD2, 26%); to be withdrawn at close $80 million second lien term loan due February 2020, Caa1 (LGD4, 68%); to be withdrawn at close Rating Affirmed: Issuer: Mitel Networks Corporation Speculative Grade Liquidity Rating, SGL-2 Outlooks: Issuers: Mitel Networks Corporation and Mitel US Holdings Inc. Changed to Stable from Rating Under Review Ratings Rationale Mitel's B2 CFR primarily reflects declining revenue due to deferred customer spending on conversion to efficient Internet Protocol (IP) solutions, coupled with a parallel reduction in costs and less capital intensive operations. As a result, Moody's expects the company to continue to generate positive free cash flow to repay debt and sustain adjusted Debt/ EBITDA towards 3.5x (currently pro forma 4x without synergies) within the next 12 to 18 months. While Mitel is well-positioned to benefit from a shift towards IP-based communications, that transition has been slower than expected due to weak economic conditions. The rating considers Mitel's improved scale and market position with the Aastra acquisition, exposure to the sizeable small-and-medium business communications market, favorable long-term market growth potential due to aging installed base, and lack of customer concentration. The rating also considers Mitel's vulnerability to competition from larger players. Mitel's SGL-2 liquidity rating is supported by pro forma cash of about $75 million (excluding $25 million set aside to fund integration costs), full availability under its new $50 million revolver, and annual free cash flow of at least $50 million. These sources will be more than sufficient to meet term loan amortization of about $4 million per year. Moody's expects Mitel to maintain headroom of at least 20% under its new lone bank financial covenant (leverage test) over the next four to six quarters. The outlook is stable because Moody's expects Mitel to generate positive free cash flow to repay debt and improve its credit metrics despite declining top line growth. The rating would likely be upgraded if Mitel reverses the decline in revenue, maintains a good liquidity profile and sustains adjusted Debt/EBITDA below 3.5x and FCF/Debt towards 10%. The rating could be downgraded if Mitel's liquidity position worsens, if free cash flow generation turns negative or if earnings shortfall results in adjusted Debt/EBITDA sustained towards 6x. The principal methodology used in this rating was the Global Communications Equipment Industry published in June 2008. Other methodologies used include Loss Given Default for Speculative- Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Mitel Networks Corporation provides integrated business communications software and related services (Internet Protocol- based) to small-and-medium-sized businesses. Revenue for the twelve months ended October 31, 2013 was $579 million. The company is headquartered in Ottawa, Ontario, Canada. MS CARGO: Case Summary & 18 Largest Unsecured Creditors ------------------------------------------------------- Debtor: MS Cargo, Inc. 1500 Bob Hope #1811 El Paso, TX 79936 Case No.: 14-30026 Chapter 11 Petition Date: January 6, 2014 Court: United States Bankruptcy Court Western District of Texas (El Paso) Judge: Hon. Christopher Mott Debtor's Counsel: Omar Maynez, Esq. DIAMOND LAW 3800 N. Mesa Ste B-3 El Paso, TX 79902 Tel: (915) 532-3327 Fax: (915) 532-3355 Email: usbc@sidneydiamond.com Total Assets: $1.14 million Total Liabilities: $1.41 million The petition was signed by Jose Manuel Sanchez, president. A list of the Debtor's 18 largest unsecured creditors is available for free at http://bankrupt.com/misc/txwb14-30026.pdf MT. LAUREL LODGING: Can Hire Taft Stettinius as Co-Counsel ---------------------------------------------------------- Mt. Laurel Lodging Associates, LLP, sought and obtained authority from the U.S. Bankruptcy Court for the Southern District of Indiana, Indianapolis Division, to employ Taft Stettinius & Hollister LLP as bankruptcy co-counsel. Taft professionals who are expected to take primary roles in providing services to the Debtor will be paid the following hourly rates: Michael P. O'Neil, Esq. $495 Jeffrey J. Graham, Esq. $395 John R. Humphrey, Esq. $395 Andrew T. Kight, Esq. $390 Erin C. Nave, Esq. $250 Celeste A. Brodnik, Paralegal $245 Shawn D. Lantz, ECF Filing Clerk $190 The firm will be reimbursed for any necessary out-of-pocket expenses. Mr. O'Neil, a partner at Taft Stettinius & Hollister LLP, assures the Court that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Prior to the Petition Date, the Debtor paid Taft an advance payment retainer in the amount of $25,000. Prior to Petition Date, $705 in prepetition services provided by Taft to the Debtor were billed and applied, and the remaining balance of $24,295 remains in Taft's trust account. About Mt. Laurel Lodging Associates Mt. Laurel Lodging Associates, LLP and its debtor-affiliates filed for separate Chapter 11 protection (Bankr. S.D. Ind. Lead Case No. 13-11697) on Nov. 4, 2013. Bankruptcy Judge Robyn L. Moberly presides over the case. Brian A. Audette, Esq., at Perkins Coie LLP, and Andrew T. Kight, Esq., at Taft, Stettinius & Hollister LLP, represent the Debtor in their restructuring efforts. The Debtor estimated assets and debts at $10 million to $50 million. The petitions were signed by Bharat Patel, general partner. The National Republic Bank of Chicago is represented Bose McKinney & Evans LLP and Stark & Stark, PC. MT. LAUREL LODGING: Court Approves Motion to Use Cash Collateral ---------------------------------------------------------------- Judge Robyn L. Moberly entered an order authorizing Mt. Laurel Lodging Associates LLP to use National Republic Bank of Chicago's cash collateral, providing the Debtor with the necessary funds to conduct its business as a going concern to the extent possible and maximize the value of the Debtor's assets for the benefit of creditors and estates. A status hearing on the Debtor's use of Cash Collateral will be held Jan. 31, 2014, at 10:00 a.m. As reported in the Troubled Company Reporter on Dec. 18, 2013, the National Republic Bank of Chicago, by and through its counsel, Bose McKinney & Evans LLP and Stark & Stark, PC, objected to Mt. Laurel Lodging Associates' motion for authorization to use cash collateral. According to NRB, the Debtor and Bank stipulated, for purposes of the motion only, that the Bank is undersecured and there is no equity cushion in the property securing the Bank's secured claim. The Bank noted that the Debtor's decision to stockpile cash at the expense of the Bank and unsecured creditors calls into question the motives and competency of the present management. As reported in the TCR on Nov. 26, 2013, Judge Robyn L. Moberly in mid-November entered an interim order authorizing the Debtor to use the Bank's cash collateral. The Debtor's use of cash collateral is authorized only through Dec. 20, 2013, and may not be extended other than on the express written consent of NRB or by Court order. According to the Court's Nov. 15 order, the Debtor may not make any payments during the interim period to Sun Development & Management Corporation or Access Point Financial, Inc. As adequate protection, the Debtor will continue operating the Hotel and using Cash Collateral to pay operating expenses of the hotel as set forth in the budget. The Debtor will provide financial reporting to NRB on or before the 20th day following the final day of every month. Counsel to the Lender can be reached at: Ariel Weissberg, Esq. 401 South LaSalle Street, Suite 403 Chicago, IL 60605 Tel: (312) 663-0004 Fax: (312) 663-1514 Counsel to the Debtor can be reached at: David M. Neff, Esq. Brian A. Audette, Esq. PERKINS AND COIE, LLP 131 South Dearborn, Suite 1700 Chicago, IL 60603-5559 Tel: 312-324-8400 Fax: 312-324-9400 About Mt. Laurel Lodging Associates Mt. Laurel Lodging Associates LLP and its debtor-affiliates filed for separate Chapter 11 protection (Bankr. S.D. Ind. Lead Case No. 13-11697) on Nov. 4, 2013. Bankruptcy Judge Robyn L. Moberly presides over the case. Brian A. Audette, Esq., at Perkins Coie LLP, and Andrew T Kight, Esq., at Taft, Stettinius & Hollister LLP, represent the Debtor in their restructuring efforts. The Debtor estimated assets and debts at $10 million to $50 million. The petitions were signed by Bharat Patel, general partner. The National Republic Bank of Chicago is represented Bose McKinney & Evans LLP and Stark & Stark, PC. MT. LAUREL LODGING: NRB Objects to Perkins Coie Employment ---------------------------------------------------------- The National Republic Bank of Chicago filed an objection to Mt. Laurel Lodging Associates, LLP et al.'s request to employ Perkins Coie LLP as its bankruptcy counsel. NRB said the Debtor's application to employ Perkins Coie should be denied because (1) Perkins Coie refuses to make the required disclosures despite repeated requests from the Bank, and (2) Perkins Coie appears to have an actual conflict of interest and other potential conflicts. NRB said that after Perkins Coie filed its initial Declaration and Supplemental Declaration, the Bank sent Perkins Coie three written demands to comply with section 327(a) of the Bankruptcy Code and Rule 2014(a) of the Federal Rules of Bankruptcy Procedure. Specifically, the demands asked for Perkins Coie to disclose the facts and circumstances surrounding Perkins Coie's representation of "numerous other affiliates" that may hold claims against the Debtor. In response, Perkins Coie filed a Second Supplemental Disclosure that once again confirmed that it currently represents numerous affiliates, but only named one -- Palmdale Lodging Associates, L.P. NRB said the Debtor made certain that Sun Management & Development Corp., an insider, was paid during the 90-day preference period while real estate taxes ($256,654) and hotel taxes ($31,150 accrued) were ignored. NRB said that what is more disturbing is the lack of disclosure on intercompany claims. The Debtor's Schedule B does not show any intercompany receivables. However, the Debtor's November 30, 2013 balance shows $443,293 of Related Party Receivables. As for payables, the Debtor schedules Sun Management with a claim of $619,425 and Palmdale Lodging with a claim of $100,000 -- both of which are current clients of Perkins Coie. Like the accounts receivable, the Related Parry Payables from the November 30, 2013 balance sheet ($100,000) do not match Schedule F ($719,425). Perkins Coie does not discuss any intercompany claims in any of its declarations, except for the limited disclosure on Palmdale Lodging. The large claim by Sun Management cannot be ignored. Also, Palmdale Lodging is a creditor in this case. Since Palmdale Lodging received about $1.9 million for the related Debtors, it will be the subject of scrutiny at every step of this case. NRB said Perkins Coie is now faced with investigating claims held by one client (the Debtor) against other clients (Palmdale Lodging and Sun Management), and potential claims against itself (subsequent transferee of funds paid to Palmdale). "Since we do not know which affiliates owe money to the Debtor, we cannot examine whether any of those affiliates are current clients of Perkins Coie. If the claims have merit, Perkins Coie will have to represent the Debtor in an adversary proceedings against existing firm clients, a clear conflict," NRB said. About Mt. Laurel Lodging Associates Mt. Laurel Lodging Associates LLP and its debtor-affiliates filed for separate Chapter 11 protection (Bankr. S.D. Ind. Lead Case No. 13-11697) on Nov. 4, 2013. Bankruptcy Judge Robyn L. Moberly presides over the case. Brian A. Audette, Esq., at Perkins Coie LLP, and Andrew T Kight, Esq., at Taft, Stettinius & Hollister LLP, represent the Debtor in their restructuring efforts. The Debtor estimated assets and debts at $10 million to $50 million. The petitions were signed by Bharat Patel, general partner. The National Republic Bank of Chicago is represented Bose McKinney & Evans LLP and Stark & Stark, PC. MUSCLEPHARM CORP: Sydney Rollock to Serve as CMO ------------------------------------------------ MusclePharm Corporation entered into an employment agreement with Sydney Rollock on Dec. 30, 2013, pursuant to which Mr. Rollock will serve as the Company's chief marketing officer until Dec. 31, 2016. During the term, Mr. Rollock's responsibilities will include general oversight and management of the Company's daily operations as it relates to marketing, as well as any responsibilities delegated to him by the Company's chief executive officer or board of directors. In consideration for Mr. Rollock's performance of the duties during the term, Mr. Rollock is to receive an initial base salary of $225,000 per year, with any increases to that Base Salary during the Term to be determined at the discretion of the Company and the Compensation Committee of the Company's Board of Directors. Mr. Rollock is also eligible to receive an annual performance bonus based on certain goals and performances levels mutually established by the parties. Mr. Rollock is also entitled to receive, at the discretion and review of the Committee, shares of the Company's common stock in the amounts and pursuant to the terms as established by the Committee. Mr. Rollock is entitled to receive a bonus in an amount not to exceed $250,000 per year, which will be at the discretion and review of the Committee. Also on Dec. 30, 2013, the Company and certain of its executive officers, including Brad Pyatt, Gary Davis, Cory Gregory and Richard Estalella amended the employment agreements of each respective Executive Officer, to be effective as of Jan. 1, 2014, pursuant to which the term of each Executive Officer's employment agreement was extended until Dec. 31, 2016. The Company also disclosed that John Bluher has resigned his position as a member of the Company's Board of Directors, effective Dec. 31, 2013. 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. MusclePharm Corp incurred a net loss of $18.95 million in 2012, a net loss of $23.28 million in 2011, and a net loss of $19.56 million in 2010. The Company's balance sheet at Sept. 30, 2013, showed $41.54 million in total assets, $18.87 million in total liabilities and $22.67 million in total stockholders' equity. NEP/NCP HOLDCO: Moody's Lowers 1st Lien Debt Rating to 'B2' ----------------------------------------------------------- Moody's Investors Service affirmed the B2 Corporate Family Rating (CFR) of NEP/NCP Holdco, Inc. (NEP), lowered the rating on its first lien credit facility to B2 from B1, and affirmed the Caa1 rating on its second lien credit facility. The action follows NEP's announced acquisition of GTV Holdings Pty Ltd (Global Television) from Catalyst Investment Managers for approximately $152 million, which the company plans to finance primarily with a $155 million increase in its first lien term loan. NEP provides services and equipment for remote television production, studio production, video display and live-to-web event production. Its major customers include television networks such as ESPN, and key events it supports include The Super Bowl, the Olympics and NASCAR races, as well as entertainment shows such as American Idol and The Voice. Global Television provides similar outsourced television broadcasting services to customers in Australia, including Fox Sports and broadcast networks Nine, Ten, and Seven. NEP/NCP Holdco, Inc Corporate Family Rating, Affirmed B2 Probability of Default Rating, Affirmed B2-PD First Lien Term Loan, Downgraded to B2, LGD3, 44% from B1, LGD3, 43% First Lien Revolving Credit Facility, Downgraded to B2, LGD3, 44% from B1, LGD3, 36% Second Lien Credit Facility, Affirmed Caa1, LGD adjusted to LGD6, 93% from LGD6, 96% Outlook, Remains Stable Ratings Rationale The acquisition brings equipment, a sales force, and key customer relationships in Australia, expanding NEP's scale and geographic diversification. Moody's estimates a modest increase in leverage to approximately 5.8 times debt-to-EBITDA pro forma for the acquisition from approximately 5.7 times based on the trailing twelve months ended September 30, 2013, and including Moody's standard adjustments. Moody's considers execution risk low given the solid track record of Global Television, plans for its management to remain intact, and that the transaction does not assume revenue or cost synergies. The B2 CFR assigned in January 2013 incorporated expectations that NEP would be acquisitive, in line with its track record. Moody's lowered the first lien rating to B2 from B1 based on the increase in first lien debt. Under the proposed capital structure, first lien debt would comprise approximately 85% of balance sheet debt, and the junior capital provided by the $80 million second lien term loan is not sufficient to warrant a first lien rating above the B2 CFR. In February 2013, NEP increased its first lien debt to repay second lien debt in conjunction with a repricing amendment. The capital intensity of NEP's business combined with significant interest expense related to the debt load leaves the company with minimal free cash flow (projected at less than 6% of debt over the next several years), which drives the B2 corporate family rating. The leveraged capital structure, at approximately 5.8 times debt- to-EBITDA pro forma for the transaction, poses significant risk for a small company seeking to expand through both acquisitions and organic growth in related segments and new geographies. Nevertheless, the company's leading position within its niche business facilitates good client relationships as well as access to potential acquisitions, and its long term contractual relationships with key broadcast networks and cable channels provide some measure of cash flow stability. These factors mitigate some of the risk related to scale and execution, as does NEP's track record of acquiring and integrating smaller companies without negatively impacting the credit profile. Given the sponsor ownership, the potential for future leveraging events, such as dividends or an exit through the sale of the company, constrains the rating. NEP's fleet of mobile broadcast trucks and engineering expertise provides for a strong value proposition to its customers and also lends asset value, supporting the rating. Furthermore, NEP facilitates the viewing of live events, a service Moody's considers key to content producers and content distributors, which positions the company well regardless of how the consumption and delivery of media evolves and therefore suggests sustainability of the cash flow. The stable outlook assumes leverage in the low to mid 5 times debt-to-EBITDA range, modestly positive free cash flow, and the maintenance of adequate or better liquidity. The stable outlook incorporates tolerance for continued modest acquisitions in line with the historic pattern, provided these do not cause a material negative impact on the operating or credit profile. The lack of scale and sponsor ownership limit upward ratings momentum. However, Moody's would consider a positive rating action with expectations for sustainable leverage around 4 times debt-to- EBITDA and sustainable positive free cash flow in excess of 5% of debt. Deterioration of the liquidity profile or expectations for sustained leverage of 6 times debt-to-EBITDA or higher or sustained negative free cash flow would likely have negative ratings implications. NEP/NCP Holdco, Inc.'s ratings were assigned by evaluating factors that Moody's considers relevant to the credit profile of the issuer, such as the company's (i) business risk and competitive position compared with others within the industry; (ii) capital structure and financial risk; (iii) projected performance over the near to intermediate term; and (iv) management's track record and tolerance for risk. Moody's compared these attributes against other issuers both within and outside NEP / NCP Holdco, Inc.'s core industry and believes NEP / NCP Holdco, Inc.'s ratings are comparable to those of other issuers with similar credit risk. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. NEP/NCP Holdco, Inc. provides outsourced media services necessary for the delivery of live and broadcast sports and entertainment events to television and cable networks, television content providers, and sports and entertainment producers. The company's majority owner is Crestview Partners and it maintains its headquarters in Pittsburgh, Pennsylvania. Annual revenue pro forma for acquisitions is approximately $450 million. NEP/NCP HOLDCO: S&P Affirms 'B' CCR Over Global TV Purchase ----------------------------------------------------------- Standard & Poor's Ratings Services said it affirmed its 'B' corporate credit rating on Pittsburgh-based entertainment production equipment and services provider NEP/NCP Holdco Inc. (NEP). The outlook is stable. At the same time, S&P affirmed its 'B' issue-level rating on NEP's first-lien credit facility, consisting of a $60 million revolver and $680 million first-lien term loan. The recovery rating remains '3', indicating S&P's expectation for meaningful (50% to 70%) recovery for lenders in the event of default. The company issued an incremental $155 million first-lien loan to finance the acquisition. S&P also raised its issue-level rating on NEP's $80 million second-lien term loan due 2020 to 'B-' from 'CCC+' and revised the recovery rating to '5' from '6'. The '5' recovery rating indicates S&P's expectation for a modest (10% to 30%) recovery for lenders in the event of default. The upgrade of the second-lien debt reflects S&P's higher valuation on the company (resulting from the acquisition of Global TV and upwardly revised enterprise multiple on the company), leaving a greater portion of value to the second-lien in the event of bankruptcy. "On Dec. 17, 2013, NEP announced a definitive agreement to acquire GTV Holdings Pty Ltd. (Global TV) for $152 million in cash. Global TV is a leading provider of outsourced broadcast services in Australia with minimal overlap and customer concentration risk with NEP," said credit analyst Peter Bourdon. "We believe the acquisition is slightly favorable for NEP's pro forma business risk profile as Global TV provides NEP geographic diversity in a developed market, increased international scale, and a host broadcasting service capability that NEP does not currently have. We assess NEP's financial risk profile as "highly leveraged" as leverage, pro forma for the transaction, is greater than 5x." The stable outlook reflects S&P's expectation that the company will continue to generate 2% to 3% organic revenue growth, with at least a 10% EBITDA cushion to the covenant compliance ratio, and leverage between 4.5x and 6x. S&P could consider lowering the rating if EBITDA decreases 20%, causing leverage to rise above 6.5x, and/or the margin of covenant compliance decreases below 10%. This could occur as a result of a loss of a major contract, volatility in the company's studios business, or underperforming acquisitions that prevent the company from reducing leverage. S&P views the likelihood of an upgrade as more likely than a downgrade. S&P could raise the rating if NEP continues to grow revenue and EBITDA, generates more substantial and sustainable discretionary cash flow, maintains an appropriate cushion of compliance with its bank covenants, reduces leverage below 4.5x on a sustainable basis, and demonstrates a commitment to a less aggressive financial policy. NEWLEAD HOLDINGS: Regains Compliance with NASDAQ Listing Rules -------------------------------------------------------------- NewLead Holdings Ltd. disclosed that on Friday, January 3, 2014 it received written notification from the Listing Qualifications Staff of the NASDAQ Stock Market LLC indicating that the NASDAQ Listing Qualifications Panel determined the Company had regained compliance with the minimum bid price requirement of $1.00 per share for continued listing on the NASDAQ Global Select Market. Under NASDAQ Listing Rule 5815 (d)(4)(a), the Panel will monitor the Company for a six-month period, ending June 30, 2014, to see if it experiences a closing bid price under $1.00 for a period of 30 consecutive trading days. About NewLead Holdings Ltd. NewLead Holdings Ltd. -- http://www.newleadholdings.com/-- is an international, vertically integrated shipping company that owns and manages product tankers and dry bulk vessels. NewLead currently controls 22 vessels, including six double-hull product tankers and 16 dry bulk vessels of which two are newbuildings. N ewLead's common shares are traded under the symbol "NEWL" on the NASDAQ Global Select Market. Newlead Holdings incurred a net loss of $403.92 million on $8.92 million of operating revenues for the year ended Dec. 31, 2012, as compared with a net loss of $290.39 million on $12.22 million of operating revenues for the year ended Dec. 31, 2011. The Company incurred a net loss of $86.34 million on $17.43 million of operating revenues in 2010. As of June 30, 2013, the Company had $84.27 million in total assets, $166.18 million in total liabilities and a $81.91 million total shareholders' deficit. Going Concern Doubt PricewaterhouseCoopers S.A., in Athens, Greece, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company has incurred a net loss, has negative cash flows from operations, negative working capital, an accumulated deficit and has defaulted under its credit facility agreements resulting in all of its debt being reclassified to current liabilities, all of which raise substantial doubt about its ability to continue as a going concern. NEWPAGE HOLDINGS: Verso Takes Reorganized Firm for $1.4 Billion --------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that secured lenders who took over NewPage Holdings Corp. through bankruptcy in 2012 are executing an exit strategy where the paper maker will be sold in a $1.4 billion transaction to Verso Paper Corp. Shareholders of Miamisburg, Ohio-based NewPage will receive $250 million in cash, $650 million in Verso first-lien notes, plus 20 percent to 25 percent of Verso's equity. The company said the combination will produce $175 million in synergies over 18 months. The combined companies will have $4.5 billion in sales. According to the report, Verso made an unsuccessful attempt at buying its competitor while NewPage was in Chapter 11 reorganization. The NewPage reorganization plan gave first-lien creditors a projected 56.6 percent recovery by receiving all the new stock in exchange for $1.77 billion in 11.375 percent first- lien notes. About NewPage Corp Headquartered in Miamisburg, Ohio, NewPage Corporation was the leading producer of printing and specialty papers in North America, based on production capacity, with $3.6 billion in net sales for the year ended Dec. 31, 2010. NewPage owns paper mills in Kentucky, Maine, Maryland, Michigan, Minnesota, Wisconsin and Nova Scotia, Canada. NewPage Group, NewPage Holding, NewPage, and certain of their U.S. subsidiaries commenced Chapter 11 voluntary cases (Bankr. D. Del. Case Nos. 11-12804 through 11-12817) on Sept. 7, 2011. Its subsidiary, Consolidated Water Power Company, is not a part of the Chapter 11 proceedings. Separately, on Sept. 6, 2011, its Canadian subsidiary, NewPage Port Hawkesbury Corp., brought a motion before the Supreme Court of Nova Scotia to commence proceedings to seek creditor protection under the Companies' Creditors Arrangement Act of Canada. NPPH is under the jurisdiction of the Canadian court and the court- appointed Monitor, Ernst & Young in the CCAA Proceedings. Initial orders were issued by the Supreme Court of Nova Scotia on Sept. 9, 2011 commencing the CCAA Proceedings and approving a settlement and transition agreement transferring certain current assets to NewPage against a settlement payment of $25 million and in exchange for being relieved of all liability associated with NPPH. On Sept. 16, 2011, production ceased at NPPH. NewPage originally engaged Dewey & LeBoeuf LLP as general bankruptcy counsel. In May 2012, Dewey dissolved and commenced its own Chapter 11 case. Dewey's restructuring group led by Martin J. Bienenstock, Esq., Judy G.Z. Liu, Esq., and Philip M. Abelson, Esq., moved to Proskauer Rose LLP. In June, NewPage sought to hire Proskauer as replacement counsel. NewPage is also represented by Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, as co-counsel. Lazard Freres & Co. LLC is the investment banker, and FTI Consulting Inc. is the financial advisor. Kurtzman Carson Consultants LLC is the claims and notice agent. In its balance sheet, NewPage disclosed $3.4 billion in assets and $4.2 billion in total liabilities as of June 30, 2011. The Official Committee of Unsecured Creditors selected Paul Hastings LLP as its bankruptcy counsel and Young Conaway Stargatt & Taylor, LLP to act as its Delaware and conflicts counsel. An affiliate, Newpage Wisconsin System Inc., disclosed $509,180,203 in liabilities in its schedules. NewPage successfully completed its financial restructuring and has officially emerged from Chapter 11 bankruptcy protection pursuant to its Modified Fourth Amended Chapter 11 Plan, confirmed on Dec. 14, 2012, by the U.S. Bankruptcy Court for the District of Delaware in Wilmington. NORTEL NETWORKS: Settlement Between U.S., European Units Approved ----------------------------------------------------------------- Peg Brickley, writing for The Wall Street Journal, reported that a U.S. bankruptcy judge has approved a pact between U.S. and European divisions of Nortel Networks Corp. as the former Canadian technology icon continues to ramp up for a $7.5 billion cash fight. According to the report, the settlement ends claims by Nortel's U.K. and European creditors against Nortel U.S. and sets the stage for a possible united front against Nortel Canada, the parent company, in the coming battle for the money raised in the liquidation of the telecommunications company. Judge Kevin Gross signed off on the settlement at a hearing in the U.S. Bankruptcy Court in Wilmington, Del., over the protests of lawyers looking out for Nortel's Canadian creditors, chiefly former employees, retirees and disabled workers, the report related. The U.S. judge ruled after consulting with Justice Geoffrey Morawetz of the Ontario Superior Court of Justice in Toronto, the report said. Under the settlement, Nortel's British and European creditors will get $75 million in exchange for dropping about $2 billion worth of claims filed in Nortel U.S. Chapter 11 case, the report further related. European and British creditors are still pressing their claims against Nortel Canada, which questioned the fairness of the U.S. claims pact. About Nortel Networks Headquartered in Ontario, Canada, Nortel Networks Corporation and its various affiliated entities provided next-generation technologies, for both service provider and enterprise networks, support multimedia and business-critical applications. Nortel did business in more than 150 countries around the world. Nortel Networks Limited was the principal direct operating subsidiary of Nortel Networks Corporation. On Jan. 14, 2009, Nortel Networks Inc.'s ultimate corporate parent Nortel Networks Corporation, NNI's direct corporate parent Nortel Networks Limited and certain of their Canadian affiliates commenced a proceeding with the Ontario Superior Court of Justice under the Companies' Creditors Arrangement Act (Canada) seeking relief from their creditors. Ernst & Young was appointed to serve as monitor and foreign representative of the Canadian Nortel Group. That same day, the Monitor sought recognition of the CCAA Proceedings in U.S. Bankruptcy Court (Bankr. D. Del. Case No. 09-10164) under Chapter 15 of the U.S. Bankruptcy Code. That same day, NNI and certain of its affiliated U.S. entities filed voluntary petitions for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 09-10138). In addition, the High Court of England and Wales placed 19 of NNI's European affiliates into administration under the control of individuals from Ernst & Young LLP. Other Nortel affiliates have commenced and in the future may commence additional creditor protection, insolvency and dissolution proceedings around the world. On May 28, 2009, at the request of administrators, the Commercial Court of Versailles, France, ordered the commencement of secondary proceedings in respect of Nortel Networks S.A. On June 8, 2009, Nortel Networks UK Limited filed petitions in U.S. Bankruptcy Court for recognition of the English Proceedings as foreign main proceedings under Chapter 15. U.S. Bankruptcy Judge Kevin Gross presides over the Chapter 11 and 15 cases. Mary Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as Chapter 15 petitioner's counsel. In the Chapter 11 case, James L. Bromley, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as the U.S. Debtors' general bankruptcy counsel; Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware counsel. The Chapter 11 Debtors' other professionals are Lazard Freres & Co. LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims and notice agent. The United States Trustee appointed an Official Committee of Unsecured Creditors in respect of the U.S. Debtors. An ad hoc group of bondholders also was organized. Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York, and Christopher M. Samis, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, represent the Official Committee of Unsecured Creditors. An Official Committee of Retired Employees and the Official Committee of Long-Term Disability Participants tapped Alvarez & Marsal Healthcare Industry Group as financial advisor. The Retiree Committee is represented by McCarter & English LLP as Delaware counsel, and Togut Segal & Segal serves as the Retiree Committee. The Committee retained Alvarez & Marsal Healthcare Industry Group as financial advisor, and Kurtzman Carson Consultants LLC as its communications agent. Several entities, particularly, Nortel Government Solutions Incorporated and Nortel Networks (CALA) Inc., have material operations and are not part of the bankruptcy proceedings. As of Sept. 30, 2008, Nortel Networks Corp. reported consolidated assets of $11.6 billion and consolidated liabilities of $11.8 billion. The Nortel Companies' U.S. businesses are primarily conducted through Nortel Networks Inc., which is the parent of majority of the U.S. Nortel Companies. As of Sept. 30, 2008, NNI had assets of about $9 billion and liabilities of $3.2 billion, which do not include NNI's guarantee of some or all of the Nortel Companies' about $4.2 billion of unsecured public debt. Since the commencement of the various insolvency proceedings, Nortel has sold its business units and other assets to various purchasers. Nortel has collected roughly $9 billion for distribution to creditors. Of the total, $4.5 billion came from the sale of Nortel's patent portfolio to Rockstar Bidco, a consortium consisting of Apple Inc., EMC Corporation, Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In Motion Limited, and Sony Corporation. The consortium defeated a $900 million stalking horse bid by Google Inc. at an auction. The deal closed in July 2011. Nortel has filed a proposed plan of liquidation in the U.S. Bankruptcy Court. The Plan generally provides for full payment on secured claims with other distributions going in accordance with the priorities in bankruptcy law. Judge Gross and the court in Canada scheduled trials in 2014 on how to divide proceeds among creditors in the U.S., Canada, and Europe. OCZ TECHNOLOGY: Secured Creditors Group Supports Assets Sale ------------------------------------------------------------ The Ad Hoc Committee of Senior Secured Convertible Debenture Creditors in the bankruptcy cases of OCZ Technology Group, Inc., et al., filed a statement with the Delaware bankruptcy court regarding the Debtors' intended sale of their assets and procurement of post-bankruptcy financing from Toshiba. In papers filed with the Court, the Ad Hoc Committee says it supports the Debtors' move to sell all assets and obtain postpetition financing. However, "it is imperative that the Debtors' proposed timeline not be delayed," the Ad Hoc Committee contends. A stalking horse bid for the Debtors' assets from Toshiba Corp. for $35 million is currently on the table. The Troubled Company Reporter relayed on Dec. 27, 2013, citing Bloomberg News' Bill Rochelle, that an auction for the OCZ Technology assets has been scheduled for Jan. 15 to see if any competing bids surface. The Ad Hoc Committee relates that it has engaged in talks with the Debtors for an adequate protection package for the Debenture Creditors more similar -- albeit expressly junior -- to the package provided to the Debtors' Prepetition Senior Lender. In connection with these, the Debenture Creditors have consented to the use of their collateral and priming of their liens. Nevertheless, absent a competitive bidding process and a resulting overbid, there will be considerable diminution in the value of the Debenture Creditors' collateral, the Ad Hoc Committee asserts. The Ad Hoc Committee insists that for the post-sale closing period, it reserves its rights, including with respect to the use of their cash collateral and their right to seek automatic stay relief. The Ad Hoc Committee reveals that its members advanced to the Debtors $13,098,500 in capital in August 2013 when no one else would. It relates that the Debentures are secured by junior liens on substantially all of the Debtors' assets. The Ad Hoc Committee is represented by: MORRIS, NICHOLS, ARSHT & TUNNELL LLP Andrew R. Remming, Esq. Robert J. Dehney, Esq. Andrew R. Remming, Esq. 1201 North Market Street Wilmington, Delaware 19801 Tel No: (302) 658-9200 Fax No: (302) 658-3989 -- and -- QUINN EMANUEL URQUHART & SULLIVAN LLP Benjamin Finestone, Esq. Lindsay Weber, Esq. 51 Madison Avenue, 22nd Floor New York, New York 10010 Tel No.: (212) 849-7000 Fax No.: (212) 849-7100 -- and -- Eric Winston, Esq. 865 S. Figueroa Street Los Angeles, CA 90017 Tel No.: (213) 443-3000 Fax No.: (213) 443-3100 OCZ Technology Group, Inc., et al., obtained a final order from the Bankruptcy Court authorizing them to borrow up to $21 million in secured postpetition financing from Toshiba Corporation. About OCZ San Jose, Calif.-based OCZ Technology Group, Inc. (Nasdaq: OCZ) designs, manufactures, and distributes high-performance solid- state storage solutions and premium computer components. OCZ and two affiliates on Dec. 2, 2013, filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-13126) with a deal to sell all assets under 11 U.S.C. Sec. 363 to Toshiba Corporation for $35 million. As of the bankruptcy filing, the Debtors had funded indebtedness of $29.3 million and general unsecured trade obligations of $31.4 million. The Debtors are represented by Mayer Brown LLP's Sean T. Scott, Esq., as counsel and Young Conaway Stargatt & Taylor LLP's Michael R. Nestor, Esq., Matthew B. Lunn, Esq., and Jaime Luton Chapman, Esq., as Delaware local counsel. Deutsche Bank is the Debtors' investment banker. Mike Rizzo Jr. at RAS Management Advisors, LLC, serves as financial advisors to the Debtors. The Hon. Peter J. Walsh presides over the case. Kelley Drye & Warren LLP's Eric R. Wilson, Esq., Jason R. Adams, Esq., and Gilbert R. Saydah Jr., Esq., serve as counsel to the official committee of unsecured creditors, and Greenberg Traurig, LLP's Dennis A. Meloro, Esq. serves as local counsel. OCZ TECHNOLOGY: Panel Hires BDO USA as Financial Advisor -------------------------------------------------------- The Official Committee of Unsecured Creditors of OCZ Technology Group, Inc. and its debtor-affiliates seeks authorization from Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the District of Delaware to retain BDO USA, LLP as financial advisor to the Committee, nunc pro tunc to Dec. 13, 2013. The Committee anticipates BDO USA may render these services in these cases: (a) analyze the financial operations of the Debtors pre and post-petition, as necessary; (b) analyze the financial ramifications of any proposed transactions for which the Debtors seek Bankruptcy Court approval including, but not limited to, post-petition financial, sale of all or a portion of the Debtors' assets, retention of management and employee incentive and severance plans; (c) conduct any requested financial analysis including verifying the material assets and liabilities of the Debtors, as necessary, and their values; (d) assist the Committee in its review of monthly statements of operations submitted by the Debtors; (e) perform claims analysis for the Committee; (f) assist the Committee in its evaluation of cash flow and other projections, including business plans prepared by the Debtors; (g) scrutinize cash disbursements on an on-going basis for the period subsequent to the commencement of these cases; (h) perform forensic investigating services, as requested by the Committee and counsel, regarding pre-petition activities of the Debtors in order to identify potential causes of action, including investigating intercompany transfers, improvements in position, and fraudulent transfers; (i) analyze transactions with insiders, related and affiliated companies; (j) analyze transactions with the Debtors' financing institutions; (k) attend meetings of creditors and conference calls with representatives of the creditor groups and their counsel; (l) prepare certain valuation analyses of the Debtors' businesses and assets using various professionally accepted methodologies; (m) as needed, prepare alternative business projections relating to the valuation of the Debtors' business enterprise; (n) evaluate financing proposals and alternatives proposed by the Debtors for debtor-in-possession financing, exit financing and capital raising supporting any plan of reorganization; (o) monitor the Debtors' sales process and their investment banker, assist the Committee in evaluating sales proposals and alternatives and attend any auctions of the Debtors' assets; (p) assist the Committee in its review of the financial aspects of a plan of reorganization or liquidation submitted by the Debtors and perform any related analyses, specifically including liquidation analyses and feasibility analyses and evaluate best exit strategy; (q) assist counsel in preparing for any depositions and testimony, as well as prepare for an provide expert testimony at depositions and court hearings, as requested; (r) assist counsel in evaluating any tax issues that may arise if necessary; and (s) perform other necessary services as the Committee or the Committee's counsel may request from time to time with respect to the financial business and economic issues that may arise. BDO USA will be paid at these hourly rates: Partners/Managing Directors $475-$795 Directors/Sr. Managers $375-$525 Managers/Vice Presidents $325-$425 Seniors/Analysts $200-$350 Staff $150-$225 The Committee requests BDO USA be compensated on an hourly basis plus reimbursement of the actual and necessary expenses that BDO USA incurs, in accordance with the ordinary and customary standard hourly rates which are in effect on the date the services are rendered, minus a 10% courtesy discount to such standard hourly rates. Marlene H. Rabinowitz, partner of BDO USA, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. The Court for the District of Delaware will hold a hearing on the hiring on Jan. 16, 2014, at 2:30 p.m. Objections, if any, are due Jan. 13, 2014, at 4:00 p.m. BDO USA can be reached at: Marlene H. Rabinowitz BDO USA, LLP 100 Park Avenue New York, NY 10017 Tel: (212) 885-8003 Fax: (212) 697-1299 E-mail: mrabinowitz@bdo.com About OCZ San Jose, Calif.-based OCZ Technology Group, Inc. (Nasdaq: OCZ) designs, manufactures, and distributes high-performance solid- state storage solutions and premium computer components. OCZ and two affiliates on Dec. 2, 2013, filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-13126) with a deal to sell all assets under 11 U.S.C. Sec. 363 to Toshiba Corporation for $35 million. As of the bankruptcy filing, the Debtors had funded indebtedness of $29.3 million and general unsecured trade obligations of $31.4 million. The Debtors are represented by Mayer Brown LLP's Sean T. Scott, Esq., as counsel and Young Conaway Stargatt & Taylor LLP's Michael R. Nestor, Esq., Matthew B. Lunn, Esq., and Jaime Luton Chapman, Esq., as Delaware local counsel. Deutsche Bank is the Debtors' investment banker. Mike Rizzo Jr. at RAS Management Advisors, LLC, serves as financial advisors to the Debtors. The Hon. Peter J. Walsh presides over the case. Kelley Drye & Warren LLP's Eric R. Wilson, Esq., Jason R. Adams, Esq., and Gilbert R. Saydah Jr., Esq., serve as counsel to the official committee of unsecured creditors, and Greenberg Traurig, LLP's Dennis A. Meloro, Esq. serves as local counsel. OCZ TECHNOLOGY: Hires Deutsche Bank as Investment Banker -------------------------------------------------------- OCZ Technology Group, Inc. and its debtor-affiliates seek authorization from the Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the District of Delaware to employ Deutsche Bank Securities Inc. as investment banker, nunc pro tunc to Dec. 2, 2013 petition date. The Debtors require Deutsche Bank to: (a) assist the Debtors in identifying and evaluating candidates for any potential transaction; (b) assist the Debtors in preparing and implementing a marketing plan, including preparing marketing materials describing the Debtors for distribution to potential parties to any transaction; (c) contact potential candidates which Deutsche Bank and the Debtors have agreed may be appropriate for a potential transaction and, in rendering such services, meet with representatives of candidates and provide representatives with information about the Debtors as may be appropriate and acceptable to the Debtors, subject to customary business confidentiality; (d) advise and assist the Debtors in considering the desirability of effecting any transaction and, if the Debtors believe such transaction to be desirable, in developing and implementing a general strategy for accomplishing such transaction; (e) advise and assist senior management of the Debtors in making presentations to the Debtors' respective Boards concerning any proposed transaction; (f) advise and assist the Debtors in the course of their negotiation of the financial aspects of any proposed transaction; and (g) provide testimony concerning any proposed transaction, either in depositions or in courtroom hearings. The Debtors agreed to compensate Deutsche Bank in accordance with the Fee Structure that includes: Monthly Fee. $200,000 per month for up to five months following the petition date and to be credited against the transaction fee. Transaction Fee. The greater of (i) $2,250,000 or (ii) 1.6% of the Aggregate Consideration, payable upon the consummation of a transaction. Deutsche Bank will also be reimbursed for reasonable out-of-pocket expenses incurred. Thomas Cho, managing director of Deutsche Bank, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. The Court for the District of Delaware will hold a hearing on the motion on Jan. 8, 2014, at 10:00 a.m. Objections were due Dec. 30, 2013. Deutsche Bank can be reached at: Thomas Cho DEUTSCHE BANK SECURITIES INC. 101 California Street, 46th Floor San Francisco, CA 94111 Tel: (212) 250-2500 About OCZ San Jose, Calif.-based OCZ Technology Group, Inc. (Nasdaq: OCZ) designs, manufactures, and distributes high-performance solid- state storage solutions and premium computer components. OCZ and two affiliates on Dec. 2, 2013, filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-13126) with a deal to sell all assets under 11 U.S.C. Sec. 363 to Toshiba Corporation for $35 million. As of the bankruptcy filing, the Debtors had funded indebtedness of $29.3 million and general unsecured trade obligations of $31.4 million. The Debtors are represented by Mayer Brown LLP's Sean T. Scott, Esq., as counsel and Young Conaway Stargatt & Taylor LLP's Michael R. Nestor, Esq., Matthew B. Lunn, Esq., and Jaime Luton Chapman, Esq., as Delaware local counsel. Deutsche Bank is the Debtors' investment banker. Mike Rizzo Jr. at RAS Management Advisors, LLC, serves as financial advisors to the Debtors. The Hon. Peter J. Walsh presides over the case. Kelley Drye & Warren LLP's Eric R. Wilson, Esq., Jason R. Adams, Esq., and Gilbert R. Saydah Jr., Esq., serve as counsel to the official committee of unsecured creditors, and Greenberg Traurig, LLP's Dennis A. Meloro, Esq. serves as local counsel. OCZ TECHNOLOGY: Creditors Committee Opposes Executive Bonuses ------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that OCZ Technology Group Inc.'s creditors' committee opposed court approval of executives bonuses that it said "bear attributes of an insider retention plan" banned by Congress for bankrupt companies. The Debtor is slated to auction off its business on Jan. 15. The first bid of $35 million will be made by Toshiba Corp. OCZ proposed a bonus program last month which could pay 13 executives as much as $2.36 million if the business is sold for twice the Toshiba's initial offer. If Toshiba buys the business for $35 million, there will be no bonuses. If auction raises the price $5 million, the bonus pool will be $1.28 million, rising to $1.7 million for a $15 million price increase. The official unsecured creditor's representative called the initial threshold is too low. The committee said there should be no bonuses until secured claims are covered and there's "meaningful value" for unsecured creditors. The committee said it wasn't sure whether the possible sale price will be enough to cover a fee for the investment banker and the bonuses. A hearing regarding the bonuses is on the bankruptcy court's calendar for Jan. 8. About OCZ San Jose, Calif.-based OCZ Technology Group, Inc. (Nasdaq: OCZ) designs, manufactures, and distributes high-performance solid- state storage solutions and premium computer components. OCZ and two affiliates on Dec. 2, 2013, filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-13126) with a deal to sell all assets under 11 U.S.C. Sec. 363 to Toshiba Corporation for $35 million. As of the bankruptcy filing, the Debtors had funded indebtedness of $29.3 million and general unsecured trade obligations of $31.4 million. The Debtors are represented by Mayer Brown LLP's Sean T. Scott, Esq., as counsel and Young Conaway Stargatt & Taylor LLP's Michael R. Nestor, Esq., Matthew B. Lunn, Esq., and Jaime Luton Chapman, Esq., as Delaware local counsel. Deutsche Bank is the Debtors' investment banker. Mike Rizzo Jr. at RAS Management Advisors, LLC, serves as financial advisors to the Debtors. The Hon. Peter J. Walsh presides over the case. Kelley Drye & Warren LLP's Eric R. Wilson, Esq., Jason R. Adams, Esq., and Gilbert R. Saydah Jr., Esq., serve as counsel to the official committee of unsecured creditors, and Greenberg Traurig, LLP's Dennis A. Meloro, Esq. serves as local counsel. OGX PETROLEO: Has 15 Days to Pay Oil Field Investments ------------------------------------------------------ Jeff Fick, writing for The Wall Street Journal, reported that troubled Brazilian oil company Oleo e Gas Participacoes SA, founded by entrepreneur Eike Batista, said that it was seeking cash to pay for the firm's share of work at an offshore oil field before regulators revoke the concession. According to the report, Oleo e Gas Participacoes SA -- formerly known as OGX Petroleo e Gas Participacoes SA -- said that it had maintained "friendly talks" with partners and creditors to restructure the company's finances and continue operations. Last week, Oleo e Gas reached a preliminary deal with creditors to exchange some $5.8 billion in debt for shares that could also include an injection of fresh capital for investments at several oil fields. Investments in the BS-4 block, which sits in Brazil's offshore Santos Basin that is home to several multibillion-barrel oil discoveries, was part of the restructuring plan, the company said, the report related. The foundering oil company has 15 days to pay the 73 million Brazilian reais ($31 million) the firm owes two partners for work done at the BS-4 offshore exploration block, which includes the Atlanta and Oliva oil fields, according to QGEP Participacoes, the report said. Oleo e Gas holds a 40% stake in the block. QGEP operates the block with a 30% share, while closely held Barra Energia retains the remaining 30%. Oleo e Gas said that it is "aware of its obligations to its partners and is seeking alternative sources of capital, as is already publicly known, in order to meet its obligations," the report further related. The company also cited three blocks it holds stakes in with France's Perenco and China's Sinochem International Corp., although no complaints about late payments have been made related to those blocks, which remain in an early, exploratory phase. About OGX Petroleo Based in Rio de Janeiro, Brazil, OGX Petroleo e Gas Participaaoes S.A. is an independent exploration and production company with operations in Latin America. OGX filed for bankruptcy in a business tribunal in Rio de Janeiro on Oct. 30, 2013, case number 0377620-56.2013.8.19.0001. The bankruptcy filing puts $3.6 billion of dollar bonds into default in the largest corporate debt debacle on record in Latin America. The filing by the oil company that transformed Eike Batista into Brazil's richest man followed a 16-month decline that wiped out more than $30 billion of his personal fortune. The filing, which in Brazil is called a judicial recovery, follows months of negotiations to restructure the dollar bonds, in which OGX sought to convert debt to equity and secure as much as $500 million in new funds. OGX said Oct. 29 that the talks concluded without an agreement. The company's cash fell to about $82 million at the end of September, not enough to sustain operations further than December. ORCKIT COMMUNICATIONS: Shareholders Re-elect 3 Directors to Board ----------------------------------------------------------------- At the annual general meeting of shareholders of Orckit Communications Ltd. held on Dec. 31, 2013, the shareholders approved all three proposals: (1) The re-election of Eric Paneth, Izhak Tamir, Jed M. Arkin and Moti Motil as directors; (2) The payment of retention bonuses to two officers of the Company; and (3) The reappointment of Kesselman & Kesselman as independent auditors. About Orckit Tel-Aviv, Israel-based Orckit Communications Ltd. (TASE: ORCT) engages in the design, development, manufacture and marketing of advanced telecom equipment to telecommunication service providers in metropolitan areas. The Company's products are transport telecommunication equipment targeting high capacity packetized metropolitan networks. Orckit disclosed a net loss of $6.46 million on $11.19 million of revenues for the year ended Dec. 31, 2012, as compared with a net loss of $17.38 million on $15.58 million of revenues for the year ended Dec. 31, 2011. The Company's balance sheet at Sept. 30, 2013, showed $12.44 million in total assets, $24.03 million in total liabilities and a $11.59 million total capital deficiency. Kesselman & Kesselman, 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 capital deficiency, recurring losses, negative cash flows from operating activities and has significant future commitments to repay its convertible subordinated notes. These facts raise substantial doubt as to the Company's ability to continue as a going concern. OSAGE EXPLORATION: Controls 53% of Nemaha Ridge Project Operations ------------------------------------------------------------------ Osage Exploration and Development, Inc., disclosed that by virtue of a Partition Agreement reached with its partners, Osage has become the project operator on a majority of its acreage in the Nemaha Ridge project in Logan County, Oklahoma. Effective Sept. 1, 2013, Osage will operate approximately 5,015 net acres in 30 sections, and will remain joint-venture partners with Slawson Exploration in approximately 4,475 net acres across 45 sections. Further, the Company announced that it has put under multi-year contract two key members collectively having over 65 years of industry experience to form the nucleus of Osage's operating team. Partition Agreement With the Partition Agreement, Osage becomes the Operator of approximately 53 percent of its 9,490 acres in the Nemaha Ridge project. The remaining 47 percent of the acreage that is held by production will continue to be operated by Slawson Exploration. Osage retains its ownership share of all existing production from wells drilled prior to Sept. 1, 2013, as well as ownership of the Proved Developed Producing reserves from those wells Operating Team In addition to its two exploration geologists whose work provided the geological foundation of the Nemaha Ridge project, Osage has contracted with two highly experienced key individuals, Mr. Buddie Livingston as Project Manager and Mr. Jeff Dwiggins as Manager of Production Engineering, to form the nucleus of the Company's Operating Team. Together, their 65 plus years of experience in the E&P industry spans all aspects of planning, drilling, completing, producing, and managing a reservoir. Management Comments "This transformative transaction allows Osage to put its time as a non-operator in the rear-view mirror," stated Mr. Kim Bradford, Chairman and CEO of Osage Exploration and Development, Inc. (OTCBB:OEDV). "As the Operator of a majority of our acreage in the Logan County Nemaha Ridge project, we now control the timing of capital expenditures, the cash flows from oil and gas sales, and the quality and method of operations. It has been our plan to transition Osage into an operating company since the beginning, and with this partition agreement, that objective is achieved. We are immediately moving forward with drilling in Logan County in 2014, as well as our previously announced move into our Pawnee Mississippian project." "Having more than one operator in the Nemaha Ridge project will benefit all parties involved," continued Mr. Bradford. "We will be sharing information and techniques with our neighboring operators in order to optimize all aspects of drilling and completing the multiple reservoirs that are stacked in the Nemaha Ridge project. "Most importantly, Osage now has control of technically and geologically de-risked Mississippian acreage in Logan County which contains highly economic known quantities of oil and gas, an operating team with a proven ability to efficiently extract the oil and gas, and the upside of the Woodford Shale, which we plan to exploit very soon. With our existing production providing a base of cash flows and the financial partnership of one of the largest private equity firms in the world, Osage has begun a new chapter which should be very rewarding for its shareholders." Operating Team Bios Buddie Livingston has over 40 years in the drilling, completion, and production sectors. His specific focus and the vast majority of his industry experience has been on highly technical drilling projects, including: high pressure, snubbing, horizontal, underbalanced, and managed pressure drilling projects. He has served as a Project Manager, Drilling Supervisor, and wellsite consultant for Energen Resources, ExxonMobil, and others both onshore and offshore, with extensive experience in the Permian, Bakken, Anadarko, and Arkoma basins. Buddie has managed or project managed the drilling of hundreds of horizontal wells and thousands of vertical wells. Buddie is a third generation oilman and makes his home in Bristow, Oklahoma. Jeff Dwiggins has over 25 years of experience in the domestic and international energy industry with a specific focus on designing and improving artificial lift systems for oil and gas companies. Most recently, Jeff worked with Apache Corporation as a production engineering consultant for all forms of artificial lift worldwide, tasked with improving Apache's overall artificial lift performance. Jeff has extensive ESP application and alternative deployed ESP expertise having worked significant projects in such places as Qatar, Egypt, Brunei, Chad and others. Jeff has successfully managed the development of many key facets of coiled tubing deployed ESPs. He also has a broad background in the oil and gas sector including project engineering, engineering development and management, business operations and development, start-up operations and manufacturing operations. Jeff lives in Edmond, Oklahoma. About Osage Exploration Based in San Diego, California with production offices in Oklahoma City, Oklahoma, and executive offices in Bogota, Colombia, Osage Exploration and Development, Inc. (OTC BB: OEDV) -- http://www.osageexploration.com/-- is an independent exploration and production company with interests in oil and gas wells and prospects in the US and Colombia. Goldman, Kurland and Mohidin LLP, in Encino, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company has suffered recurring losses from operations and has an accumulated deficit as of Dec. 31, 2011. These conditions raise substantial doubt about the Company's ability to continue as a going concern. The Company's balance sheet at Sept. 30, 2013, showed $33.38 million in total assets, $25.29 million in total liabilities and $8.08 million in total stockholders' equity. Bankruptcy Warning "The Company's operating plans require additional funds which may take the form of debt or equity financings. The Company's ability to continue as a going concern is in substantial doubt and is dependent upon achieving profitable operations and obtaining additional financing. There is no assurance additional funds will be available on acceptable terms or at all. In the event we are unable to continue as a going concern, we may elect or be required to seek protection from our creditors by filing a voluntary petition in bankruptcy or may be subject to an involuntary petition in bankruptcy. To date, management has not considered this alternative, nor does management view it as a likely occurrence," the Company said in the quarterly report for the period ended Sept. 30, 2013. OZARK MOUNTAIN: Case Summary & 11 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Ozark Mountain Solid Waste District fka Northwest Arkansas Regional Solid Waste Management District dba N.A.B.O.R.S. Sanitation 1305 Rossi Road Mountain Home, AR 72653 Case No.: 14-70015 Chapter 11 Petition Date: January 6, 2014 Court: United States Bankruptcy Court Western District of Arkansas (Harrison) Debtor's Counsel: Jill R. Jacoway, Esq. JACOWAY LAW FIRM PO Drawer 3456 Fayetteville, AR 72702-3456 Tel: (479)521-2621 Email: jacowaylaw@sbcglobal.net Estimated Assets: $1 million to $10 million Estimated Liabilities: $10 million to $50 million The petition was signed by Jeff Crockett, chairman of the Board. A list of the Debtor's 11 largest unsecured creditors is available for free at http://bankrupt.com/misc/arwb14-70015.pdf PATIENT SAFETY: Inks $2.3MM Patent Agreement with ClearCount ------------------------------------------------------------ ClearCount Medical Solutions, Inc., and Patient Safety Technologies, Inc., entered into a Patent Purchase and License Agreement pursuant to which ClearCount will sell and assign certain of its patents and license certain of its patents to the Company in exchange for an aggregate payment by the Company of $2.35 million. The Company will grant ClearCount a worldwide, fully paid-up, royalty-free and exclusive license for the Assigned Patents to make, use, sell and import any products or services within the scope of the claims of the Assigned Patents, and permit ClearCount to sublicense. Pursuant to the Patent Agreement, the Company may make, use, sell and import any products within the scope of the Assigned Patents; provided, that a grant of a license by the Company to a third party is only permitted when that grant is incidental to a third party providing goods or services to Company or to end users of the Company's products or services. Additionally, pursuant to the Patent Agreement, ClearCount will grant the Company a worldwide, fully paid-up, royalty-free and non-exclusive license for the Licensed Patents to make, use, sell and import any products or services within the scope of the claims of the Licensed Patents; provided, that such license will not include or permit sublicenses, assignments, third party mortgages or encumbrances. Grants of sublicenses will be permitted if that a grant is incidental to a third party providing goods or services to the Company or to end users of the Company's products or services. The Patent Agreement terminates for each Assigned Patent and Licensed Patent when that patent expires or is finally determined by a governmental authority to be unenforceable. The Patent Agreement will terminate in full when all Assigned and Licensed Patents are expired or unenforceable. A copy of the Patent Purchase and License Agreement is available for free at http://is.gd/KDgSD3 About Patient Safety Technologies Patient Safety Technologies, Inc. (OTC: PSTX) -- http://www.surgicountmedical.com/-- through its wholly owned operating subsidiary SurgiCount Medical, Inc., provides the Safety-Sponge(TM) System, a system designed to improve the standard of patient care and reduce health care costs by preventing the occurrence of surgical sponges and other retained foreign objects from being left inside patients after surgery. RFOs are among one of the most common surgical errors. Patient Safely incurred a net loss of $2.20 million in 2012 as compared with a net loss of $1.89 million in 2011. For the nine months ended Sept. 30, 2013, the Company reported a net loss applicable to common shareholders of $1.91 million. The Company's balance sheet at Sept. 30, 2013, showed $18.71 million in total assets, $5.56 million in total liabilities and $13.15 million in stockholders' equity. PATIENT SAFETY: To be Acquired by Stryker for $120 Million ---------------------------------------------------------- Patient Safety Technologies, Inc., announced a definitive agreement with Stryker Corporation by which Stryker will acquire Patient Safety Technologies in an all cash transaction for $2.22 per common share, with a total transaction value of approximately $120 million including estimated fees and expenses. "I am pleased to announce this transaction as it delivers significant shareholder value," stated Brian E. Stewart, president and CEO of Patient Safety Technologies, Inc. "We are excited to partner with such an established leader in the medical device field and look forward to how the combination will help drive our growth to the next level, enabling current and future users of the Safety-Sponge(R) System to further improve the safety of their patients and reduce their costs of care," continued Mr. Stewart. "We are committed to providing solutions that result in a higher quality of care and level of safety for both patients and healthcare professionals," said Timothy J. Scannell, Group president, MedSurg and Neurotechnology. "This acquisition aligns with Stryker's focus on offering products and services that have demonstrated cost effectiveness and clinical outcomes." The agreement was approved by all members of PST's Board of Directors. The transaction is subject to customary closing conditions including, among other items, approval by the stockholders of Patient Safety Technologies and the expiration or termination of the Hart-Scott-Rodino Antitrust Improvements Act waiting period. The transaction is expected to close in the first quarter of 2014. On Dec. 31, 2013, the Company entered into voting agreements with certain shareholders of the Company, namely, John P. Francis, Louis Glazer, Melanie Glazer, Wenchen Lin and Brian E. Stewart. The Voting Agreements require each Signing Stockholder to vote all of his or her shares: (i) in favor of the adoption of the Merger Agreement and approval of the Merger, or in favor of any amendment to the Merger Agreement which makes the Merger Agreement more favorable to the Signing Stockholder; (ii) against approval of any proposal in opposition to the Merger or any other transaction contemplated by the Merger Agreement; and (iii) against any competing proposals or competing transactions that would impede the Merger or result in a breach of the Merger Agreement. Pursuant to the Voting Agreements, each Signing Stockholder waives appraisal rights and provides an irrevocable proxy. The Voting Agreements do not limit or restrict the Signing Stockholder in his or her capacity as a director or officer from acting in such capacity or voting in such capacity in such person's sole discretion on any matter. Patient Safety's Latham & Watkins LLP Legal Counsel: 650 Town Center Drive, 20th Floor Costa Mesa, California 92626-1925 Attention: Charles K. Ruck; R. Scott Shean Facsimile: (714) 755-8290 Email: charles.ruck@lw.com; scott.shean@lw.com Patient Safety's Financial Advisor: BofA Merrill Lynch A copy of the Agreement and Plan of Merger is available at: http://is.gd/HVpdHP About Patient Safety Technologies Patient Safety Technologies, Inc. (OTC: PSTX) -- http://www.surgicountmedical.com/-- through its wholly owned operating subsidiary SurgiCount Medical, Inc., provides the Safety-Sponge(TM) System, a system designed to improve the standard of patient care and reduce health care costs by preventing the occurrence of surgical sponges and other retained foreign objects from being left inside patients after surgery. RFOs are among one of the most common surgical errors. The Company's balance sheet at Sept. 30, 2013, showed $18.71 million in total assets, $5.56 million in total liabilities and $13.15 million in stockholders' equity. Patient Safety incurred a net loss applicable to common shareholders of $1.91 million for the nine months ended Sept. 30, 2013. The Company incurred a net loss of $2.20 million in 2012 and a net loss of $1.89 million in 2011. PINE VIEW REALTY: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: Pine View Realty Company, a Pennsylvania Limited Partnership 7172 Route 522 Middleburg, PA 17842 Case No.: 14-00038 Chapter 11 Petition Date: January 6, 2014 Court: United States Bankruptcy Court Middle District of Pennsylvania (Harrisburg) Judge: Hon. Robert N Opel II Debtor's Counsel: Deborah A. Hughes, Esq. DEBORAH A. HUGHES, ESQUIRE PO Box 961 Harrisburg, PA 17108 Tel: 717 651-1772 Fax: 717 651-1778 Email: dhughes@ssbc-law.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Chriss R. Nipple, president. The Debtor did not file a list of its largest unsecured creditors when it filed the petition. PROVIDENT COMMUNITY: Terminates Registration of Common Shares ------------------------------------------------------------- Provident Community Bancshares Inc. separately filed with the U.S. Securities and Exchange Commission post-effective amendments to its registration statements to deregister shares of common stock that remain unsold: -- Registration Statement on Form S-4, File No. 333-86329, registering 582,384 shares of common stock, par value $0.01 per share, for issuance in connection with the acquisition of South Carolina Community Bancshares, Inc., pursuant to the terms of the Joint Proxy Statement/Prospectus dated Sept. 30, 1999; -- Registration Statement on Form S-4, File No. 33-80808, registering 430,533 shares of common stock, par value $0.01 per share, for issuance in connection with the reorganization into the holding company structure pursuant to the terms of the Proxy Statement/Prospectus, dated July 26, 1994; -- Registration Statement on Form S-3, File No. 333-35318, registering 236,250 shares1 of common stock, par value $0.01 per share, for issuance under the Union Financial Bancshares, Inc. Dividend Reinvestment Plan; -- Registration Statement on Form S-8, File No. 333-3628, registering 117,339 shares of common stock, par value $0.01 per share, for issuance under the 1987 Stock Option Plan and the 1995 Stock Option Plan; -- Registration Statement on Form S-8, File No. 333-56386, registering 125,000 shares of Provident Community Bancshares common stock, par value $0.01 per share, for issuance under the Provident Community Bancshares, Inc. 2006 Equity Incentive Plan; and -- Registration Statement on Form S-8, File No. 333-136395, registering 150,000 shares of Provident Community Bancshares common stock, par value $0.01 per share, for issuance under the Provident Community Bancshares, Inc. 2006 Equity Incentive Plan. The Company has determined that no further shares will be offered, sold, issued or exchanged pursuant to the prospectuses. As reported by the TCR on Dec. 30, 2013, Provident Community filed with the SEC a Form 15 to voluntarily terminate the registration of its common stock, par value $0.01 per share. As a result of the Form 15 filing, the Company will terminate and suspend all reporting obligations with the SEC under the Securities Exchange Act of 1934, as amended. About Provident Community Rock Hill, South Carolina-based Provident Community Bancshares, Inc., is the bank holding company for Provident Community Bank, N.A. Provident Community Bancshares has no material assets or liabilities other than its investment in the Bank. Provident Community Bancshares' business activity primarily consists of directing the activities of the Bank. The Bank's operations are conducted through its main office in Rock Hill, South Carolina and seven full-service banking centers, all of which are located in the upstate area of South Carolina. The Bank is regulated by the Office of the Comptroller of the Currency, is a member of the Federal Home Loan Bank of Atlanta and its deposits are insured up to applicable limits by the Federal Deposit Insurance Corporation. Provident Community Bancshares is subject to regulation by the Federal Reserve Board. Provident Community incurred a net loss to common shareholders of $598,000 in 2012, a net loss to common shareholders of $665,000 in 2011 and a net loss to common shareholders of $14.28 million in 2010. The Company's balance sheet at Sept. 30, 2013, showed $332.63 million in total assets, $329.61 million in total liabilities and $3.02 million in total shareholders' equity. Consent Order On Dec. 21, 2010, Provident Community Bank, N.A. entered into a stipulation and consent to the issuance of a consent order with the Office of the Comptroller of the Currency. At Dec. 31, 2011, the Bank met each of the capital requirements required by regulations, but was not in compliance with the capital requirements imposed by the OCC in its Consent order. The Bank is required by the consent order to maintain Tier 1 capital at least equal to 8% of adjusted total assets and total capital of at least 12% of risk-weighted assets. However, so long as the Bank is subject to the enforcement action executed with the OCC on Dec. 21, 2010, it will not be deemed to be well-capitalized even if it maintains the minimum capital ratios to be well- capitalized. At Dec. 31, 2011, the Bank did not meet the higher capital requirements required by the consent order and is evaluating alternatives to increase capital. At December 31, 2012, the Bank met each of the capital requirements required by regulations, but was not in compliance with the capital requirements imposed by the OCC in its Consent order. PSM HOLDINGS: Incurs $1.53-Mil. Net Loss for Third Quarter ---------------------------------------------------------- PSM Holdings Inc. filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $1.53 million on $3.76 million of revenues for the three months ended Sept. 30, 2013, compared to a net income of $232,522 on $5.85 million of revenues for the same period in 2012. The Company's balance sheet at Sept. 30, 2013, showed $24.31 million in total assets, $17.72 million in total liabilities, and stockholders' equity of $6.59 million. A copy of the Form 10-Q is available at: http://is.gd/8lQc0v PSM Holdings, Inc., through its subsidiaries, originates mortgage loans in the United States. The company funds its mortgage loans either directly off its warehouse lines of credit or through brokering transactions to other third parties. It also solicits and receives applications for secured residential mortgage loans; and provides mortgage banking services using warehouse lines of credit. PWK TIMBERLAND: Withdrawing Members Object to Disclosure Statement ------------------------------------------------------------------ Withdrawing members Melissa White Harper, Lillian Ruth Harper Dean, Rachel Elizabeth Harper, Sarah Virginia Harper, James Roland Harper, IV, Esther White Goldstein, Daniel Merritt Goldstein, Melissa Catherine Goldstein, Herman Aubrey White, III, Tiffany Leigh White, and Brittany Elisabeth White filed with the U.S. Bankruptcy Court for the Western District of Louisiana an objection to the disclosure statement accompanying PWK Timberland LLC's proposed Chapter 11 plan. As reported by the Troubled Company Reporter on Dec. 11, 2013, Judge Robert Summerhays set for Jan. 9 at 10:30 a.m. the hearing to consider approval of the adequacy of the disclosure statement. According to the disclosure statement, the Debtor's plan provides that all allowed claims will be satisfied in full. A copy of the Disclosure Statement dated Nov. 19, 2013, is available for free at http://bankrupt.com/misc/PWK_Plan_DS_111913.pdf In a filing dated Dec. 27, 2013, the Withdrawing Members claim that there is a lack of certain specific information and considerable information is misleading and/or incorrect. Ronald J. Bertrand, Esq., the attorney for the Withdrawing Members, said in the Dec. 27 filing, "As the Withdrawing Members are the only noninsider creditors, their vote will, in all likelihood, determine whether or not the Debtor's Plan is ultimately confirmable. The Withdrawing Members strongly disagree with the Debtor's designation of their claims as 'unimpaired', and assert that they are 'impaired' under the proposed Plan." According to Mr. Bertrand, the Debtor appears to be attempting to limit the Withdrawing Members claims to rights under the Put Option (Agreement Price) based upon the Debtor's interpretation of the word "closing". The Withdrawing Members assert that the Disclosure Statement should not be approved, until the issue of "impairment" of the Withdrawing Members claims is resolved. Mr. Bertrand can be reached at: 714 Kirby Street Lake Charles, Louisiana 70601 Tel: (337) 436-2541 About PWK Timberland Lake Charles, Louisiana-based PWK Timberland LLC sought Chapter 11 protection (Bankr. W.D. La. Case No. 13-20242) on March 22, 2013. Gerald J. Casey, Esq., serves as counsel to the Debtor. The Debtor disclosed $15,038,448 in assets and $1,792,957 in liabilities as of the Chapter 11 filing. RADIO ONE: Moody's Alters Outlook to Positive & Affirms 'Caa1' CFR ------------------------------------------------------------------ Moody's Investors Service changed the rating outlook of Radio One, Inc. to positive from stable. The positive outlook reflects improved operating performance in the core broadcasting segment and greater dividends from TV One resulting in EBITDA growth and better credit metrics. In addition, Moody's assigned an SGL -- 3 Speculative Grade Liquidity (SGL) Rating and affirmed the Caa1 Corporate Family Rating, Caa1-PD Probability of Default Rating and all other debt instrument ratings. Affirmed: Issuer: Radio One, Inc. Corporate Family Rating: Affirmed Caa1 Probability of Default Rating: Affirmed Caa1-PD $25 million Priority Sr Secured Revolving Credit Facility due 2015: Affirmed B1, LGD1 -- 1% (from LGD1 -- 0%) $374 million Sr Secured Term Loan due 2016: Affirmed B2, LGD2 -- 26% (from LGD2 -- 27%) $327 million of 12.5% Senior Subordinated Notes due 2016: Affirmed Caa2, LGD5 -- 81% Assigned: Issuer: Radio One, Inc. Speculative Grade Liquidity (SGL) Rating: Assigned SGL -- 3 Outlook Actions: Issuer: Radio One, Inc. Outlook, Changed to Positive from Stable Ratings Rationale Radio One's Caa1 corporate family rating (CFR) reflects high debt- to-EBITDA leverage of approximately 6.8x estimated for the restricted group for the 12 months ended December 31, 2013 (including Moody's standard adjustments, plus TV One dividends) and mid single digit percentage free cash flow-to-debt ratios. Improved core broadcast operating performance along with increased dividends from TV One will result in EBITDA growth of more than 25% for FY2013 and improved debt-to-EBITDA of roughly 6.8x (including Moody's standard adjustments, plus TV One dividends) at FYE2013 compared to 8.6x as of FYE2012. We believe the company will track overall performance for the radio broadcast industry with flat to low single digit percentage revenue growth supported by an increase in demand for political advertising particularly in the second half of 2014. An improving economic environment in key markets and dividends from TV One at or above current levels will result in debt-to-EBITDA leverage ratios remaining below 7.0x over the next 12-18 months. We continue to be concerned that an unexpected decline in broadcasting performance would result in Radio One increasingly relying on dividends from TV One, an unrestricted entity, to fund debt service and to remain in compliance with financial covenants. Ratings incorporate ongoing media fragmentation and the cyclical nature of radio advertising demand evidenced by the revenue declines suffered by radio broadcasters during the past recession and the sluggish growth following the downturn. Ratings are supported by the company's presence in attractive large markets and TV One's growing dividend capacity. An unexpected decline in EBITDA could result in a covenant breach and additional downward pressure on ratings. We expect the company to maintain an EBITDA cushion to financial covenants of at least 5% over the next 12 months, with the potential for deferred dividends from TV One increasing the cushion if necessary. Liquidity is adequate with expected cash balances for the restricted group of a minimum $15 million over the next 12 months, more than 90% of availability under its $25 million revolver facility, and no significant debt maturities until 2016. The positive outlook reflects our belief that radio operations will benefit from stable advertising demand in key markets and that Interactive One will generate positive EBITDA over the next 12-18 months. In addition, the outlook incorporates the company being able to increase dividends from TV One above 2013 levels ($18.5 million YTD September 30, 2013), if desired. We expect leverage ratios will improve due to EBITDA growth combined with some debt reduction and liquidity will remain adequate with positive free cash flow as well as mid single digit percentage EBITDA cushion to financial covenants. The positive outlook does not incorporate leverage being sustained above current levels due to debt financed acquisitions or increased ownership in TV One. Ratings could be upgraded if debt-to-EBITDA leverage ratios are sustained below 7.0x (incorporating Moody's standard adjustments, plus TV One dividends) supported by good advertising demand and a supportive economic environment in key markets. Enhanced liquidity including mid single digit percentage free cash flow-to-debt ratios and increasing EBITDA cushion to financial maintenance covenants will also be required for an upgrade. A ratings downgrade is not likely given the positive outlook; however, the outlook can be changed to stable if revenue and EBITDA do not track expectations for 2014 or if increased competition in one or more of the company's four key markets results in higher debt-to- EBITDA leverage ratios. Increased debt levels to fund discretionary items including share repurchases or an increase in ownership of TV One could negatively impact ratings, particularly if these actions impair liquidity or reduce the company's EBITDA cushion to financial covenants. The principal methodology used in this rating was the Global Broadcast and Advertising Related Industries Methodology published in May 2012. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Radio One Inc., headquartered in Silver Spring, MD, is an urban oriented multi-media company that operates or owns interests in radio broadcasting stations (51% of gross revenues as of LTM September 2013 generated by 54 stations in 16 markets), a 51.9% ownership in TV One, a cable television network (32% of revenues), an 80% ownership in Reach Media featuring the Tom Joyner Morning Show (12% of revenues), and ownership of Interactive One as well as other internet-based properties (5% of revenues), largely targeting the African-American audience. The Chairperson, Catherine L. Hughes, and President, Alfred C. Liggins III (Chairperson's son), hold approximately 93% of the outstanding voting power and 47% of economic interest of the common stock. The company reported sales of $443 million for the 12 months ended September 30, 2013. RAM OF EASTERN: Court Confirms Plan of Reorganization ----------------------------------------------------- The Hon. A. Thomas Small of the U.S. Bankruptcy Court for the Eastern District of North Carolina has entered an order confirming Ram of Eastern North Carolina, LLC's Plan of Reorganization. The Debtor is released from all dischargeable debts, provided, however that Confirmation is expressly conditioned upon the Debtor providing for the payment of all allowed claims assertable against the Debtor's estate as specified in the Plan and in the court order. All objections to claims, including requests for costs and expenses under Section 506(b), fee applications, and adversary proceedings will be filed with the Court within 60 days of the Effective Date, which will be 14 days from the date of the Dec. 24, 2013 court order. As reported by the Troubled Company Reporter on Nov. 18, 2013, the Court conditionally approved the Disclosure Statement on Aug. 29, and granted the Debtor's motion continuing to Nov. 25, 2013, at 11:00 a.m., the hearing to consider the confirmation of the Debtor's Plan of Reorganization, which contemplates the continuation of its business activities. Payments under the Plan will be made through income earned through the operation of the Debtor's business, and through deeding certain properties to its secured creditors. A full-text copy of the Disclosure Statement dated June 20, 2013, is available for free at: http://bankrupt.com/misc/RAMOFEASTERNds0620.pdf The Debtor obtained the acceptance of all of the impaired voting classes in the Plan. About RAM of Eastern North Carolina RAM of Eastern North Carolina, LLC, formerly Grantham Crossing, LLC, filed a Chapter 11 petition (Bankr. E.D.N.C. Case No. 13-01125) in Wilson, North Carolina, on Feb. 21, 2013. The Debtor, which owns commercial and residential rental properties in Craven and Carteret Counties, North Carolina, disclosed $11.7 million in total assets and $7.70 million in total liabilities in its schedules. George M. Oliver, Esq., at Oliver Friesen Cheek, PLLC, serves as bankruptcy counsel to the Debtor. REEVES DEVELOPMENT: Iberiabank Seeks to Convert Case to Ch. 7 ------------------------------------------------------------- IberiaBank, a secured creditor of Reeves Development Company LLC, filed a motion seeking to convert the Debtor's case to chapter 7 or appoint a trustee. The bank avers that the case should be converted because it is in the best interest of the creditors and the estate. According to the bank: a. substantial or continuing loss to or diminution of the estate and the absence of a reasonable likelihood of rehabilitation; b. gross mismanagement of the estate; c. failure to maintain appropriate insurance that pose a risk to the estate or to the public; d. unauthorized use of cash collateral substantially harmful to 1 or more creditors; e. failure to comply with an order of the court; and f. unexpected failure to satisfy timely and filing or reporting requirement established by this title or by any rule applicable to a case under this chapter. Hearing on the employment is scheduled for Jan. 23, 2014, at 11:00 a.m. at Courtroom, 1st Floor, Lake Charles. As reported in the Troubled Company Reporter on Nov. 11, 2013, IberiaBank is blocking efforts by Reeves Development Co. LLC to win court approval to use a portion of the funds considered to be the bank's cash collateral. Reeves Development in October asked the U.S. Bankruptcy Court for the Western District of Louisiana for green light to use the cash collateral to fund a material pit project in Lake Charles, Louisiana. Ronald Bertrand, Esq., said creditors including IberiaBank "do not have the ability to monitor what is going on as to their cash collateral" because the company doesn't file its financial reports on time. About Reeves Development Reeves Development Company, LLC, a commercial and residential real estate developer, filed a Chapter 11 petition (Bankr. W.D. La. Case No. 12-21008) in Lake Charles, Louisiana, on Oct. 30, 2012. The closely held developer was founded in 1998 by Charles Reeves Jr., its sole owner. Reeves Development has about 80 employees and generates about $40 million in annual revenue, according to its Web site. Bankruptcy Judge Robert Summerhays oversees the case. Arthur A. Vingiello, Esq., at Steffes, Vingiello & McKenzie, LLC, in Baton Rogue, Louisiana, represents the Debtor as counsel. Reeves Development scheduled assets of $15,454,626 and liabilities of $20,156,597 as of the Petition Date. Affiliate Reeves Commercial Properties, LLC (Bankr. W.D. La. Case No. 12-21009) also sought court protection. The Debtor's Plan dated Feb. 27, 2013, provides that on the effective date, all allowed accrued interest calculated at the non-default contractual rate of 4% per annum plus any amounts allowed by the Court will be capitalized and added to the outstanding principal balance due under the note issued by Iberia Bank. The maturity of the Iberia Note will be extended to 60 months from the Effective Date. The Debtor will then repay the New Principal Balance with interest accruing at the non-default contractual rate of 4% per annum from the Effective Date. RESIDENTIAL CAPITAL: U.S. Trustee Objects to $2MM Bonus for CRO --------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the U.S. Trustee, the Justice Department's bankruptcy watchdog, says Lewis Kruger, the chief restructuring officer for Residential Capital LLC, isn't entitled to a $2 million success fee on top of the $1.2 million he was paid. ResCap brought in Kruger a year ago because the company's senior management lacked expertise in Chapter 11. Kruger helped put together settlements leading to approval and implementation of a reorganization plan in December. When ResCap expanded the scope of Kruger's duties in May 2013, the bankruptcy court provided that he could apply for a $2 million bonus if the bankruptcy were successfully completed. The U.S. Trustee calculated that Kruger will have been paid $2,300 an hour for his work if the bonus is approved on top of his regular payment of $895 an hour. About Residential Capital Residential Capital LLC, the unprofitable mortgage subsidiary of Ally Financial Inc., filed for bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012. Neither Ally Financial nor Ally Bank is included in the bankruptcy filings. ResCap, one of the country's largest mortgage originators and servicers, was sent to Chapter 11 with 50 subsidiaries amid "continuing industry challenges, rising litigation costs and claims, and regulatory uncertainty," according to a company statement. ResCap disclosed $15.68 billion in assets and $15.28 billion in liabilities at March 31, 2012. Centerview Partners LLC and FTI Consulting are acting as financial advisers to ResCap. Morrison & Foerster LLP is acting as legal adviser to ResCap. Curtis, Mallet-Prevost, Colt & Mosle LLP is the conflicts counsel. Rubenstein Associates, Inc., is the public relations consultants to the Company in the Chapter 11 case. Morrison Cohen LLP is advising ResCap's independent directors. Kurtzman Carson Consultants LLP is the claims and notice agent. Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves as counsel to Ally Financial. ResCap sold most of the businesses for a combined $4.5 billion. The Bankruptcy Court in November 2012 approved ResCap's sale of its mortgage servicing and origination platform assets to Ocwen Loan Servicing, LLC and Walter Investment Management Corporation for $3 billion; and its portfolio of roughly 50,000 whole loans to Berkshire Hathaway for $1.5 billion. Judge Martin Glenn in December 2013 confirmed the Joint Chapter 11 Plan co-proposed by Residential Capital and the Official Committee of Unsecured Creditors. S.A.B. INVESTMENTS: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Debtor: S.A.B. Investments, Inc. 17 Spooner Drive Byron, GA 31008 Case No.: 14-50039 Chapter 11 Petition Date: January 6, 2014 Court: United States Bankruptcy Court Middle District of Georgia (Macon) Debtor's Counsel: Calvin L. Jackson, Esq. CALVIN L. JACKSON, PC 1259 Russell Parkway, Suite T Warner Robins, GA 31088 Tel: 478-923-9611 Fax: 478-923-1795 Email: cljpc@mgacoxmail.com Estimated Assets: Not indicated Estimated Liabilities: $0 to $50,000 The petition was signed by Sarah A. Spooner, CEO. The Debtor did not file a list of its largest unsecured creditors when it filed the petition. SAVIENT PHARMACEUTICALS: Wind Down Personnel Hiring Approved ------------------------------------------------------------ BankruptcyData reported that the U.S. Bankruptcy Court approved Savient Pharmaceuticals' motion to retain certain wind down personnel to (i) finalize the orderly transition of the Debtors' business, (ii) conduct the subsequent plan and claims resolution processes and (iii) perform various other necessary wind down activities. Full time wind down team members will be compensated at their current rates and their salaries will total to approximately $44,000 per month. They will also be provided payments in lieu of medical coverage which will be in an amount equal to the Debtors' current contribution to such coverage, increased by 25%. Proposed medical coverage payments total to approximately $3,500 per month. Consultants will be compensated at an hourly rate ranging from $150 to 375 for a minimum of guaranteed twenty hours per month. As previously reported, "After the closing of the proposed Sale, which the Debtors believe will occur early to mid-January 2014, the Debtors will cease conducting ongoing business and will focus on transitioning the Debtors' assets to the Purchaser (the 'Transition'). Assuming that the Sale closing occurs on the anticipated timeline, the Debtors will reduce their employee headcount to ten employees on January 15, 2014....Absent authorization to employ and retain the Wind Down Team on the terms specified, the Debtors will be unable to conduct the claims reconciliation and plan processes, which would render the Debtors unable to complete the orderly resolution of these Chapter 11 cases. Moreover, employment and retention of the Wind Down Team is necessary to assure that any remaining Transition work can be promptly finalized." About Savient Pharmaceuticals Headquartered in Bridgewater, New Jersey, Savient Pharmaceuticals, Inc. -- http://www.savient.com/-- is a specialty biopharmaceutical company focused on developing and commercializing KRYSTEXXA(R) (pegloticase) for the treatment of chronic gout in adult patients refractory to conventional therapy. Savient has exclusively licensed worldwide rights to the technology related to KRYSTEXXA and its uses from Duke University and Mountain View Pharmaceuticals, Inc. The Company and its affiliate, Savient Pharma Holdings, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 13-12680) on Oct. 14, 2013. The Debtors are represented by Kenneth S. Ziman, Esq., and David M. Turetsky, Esq., at Skadden Arps Slate Meagher & Flom LLP, in New York; and Anthony W. Clark, Esq., at Skadden Arps Slate Meagher & Flom LLP, in Wilmington, Delaware. Cole, Schotz, Meisel, Forman & Leonard P.A., also serves as the Company's conflicts counsel, and Lazard Freres & Co. LLC serves as its financial advisor. GCG Inc. serves as the Debtors' claims agent. U.S. Bank National Association, as Indenture Trustee and Collateral Agent, is represented by Clark T. Whitmore, Esq., at Maslon Edelman Borman & Brand, LLP, in Minneapolis, Minnesota. The Unofficial Committee of Senior Secured Noteholders is represented by Andrew N. Rosenberg, Esq., Elizabeth McColm, Esq., and Jacob A. Adlerstein, Esq., at Paul, Weiss, Rifkind, Wharton & Garrison LLP, in New York; and Pauline K. Morgan, Esq., at Young, Conaway, Stargatt & Taylor LLP, in Wilmington, Delaware. SCIENTIFIC LEARNING: Suspending Reporting Obligations with SEC -------------------------------------------------------------- Scientific Learning Corporation filed a Form 15 with the U.S. Securities and Exchange Commission to voluntarily terminate the registration of its common stock, $0.001 par value per share, under Section 12(g) of the Securities Exchange Act of 1934. There were only 158 holders of the common shares as of Dec. 31, 2013. As a result of the Form 15 filing, the Company will not anymore be obliged to file periodic reports with the SEC. The Company also filed a post-effective amendment no.1 to its registration statement on Form S-3 to deregister all shares of common stock registered under the registration statement filed with the SEC on April 25, 2012. The Registration Statement registered 6,682,272 shares of common stock, par value $0.001 per share, for sale by the Company or resale by any selling stockholders. The Company also filed post-effective amendments to the following Form S-8 registration statements to withdraw from registration the shares of its common stock that have not been issued under the Plans: -- Registration of 2,325,277 shares of common stock, par value $0.001 per share, of the Company, for sale under the Company's 1999 Equity Incentive Plan, 1999 Non-Officer Equity Incentive Plan, and 1999 Non-Employee Directors Stock Option Plan. -- Registration of 1,100,000 shares of common stock, par value $0.001 per share, of the Company, for sale under the Company's 1999 Equity Incentive Plan. -- Registration of 820,588 shares of common stock, par value $0.001 per share, of the Company, for sale under the Company's 1999 Employee Stock Purchase Plan and 2002 CEO Option Plan. -- Registration of 1,425,000 shares of common stock, par value $0.001 per share, of the Company, for sale under the Company's 1999 Equity Incentive Plan, 1999 Non-Employee Directors' Stock Option Plan, and Milestone Equity Incentive Plan. -- Registration of 950,000 shares of common stock, par value $0.001 per share, of the Company, for sale under the Company's 1999 Equity Incentive Plan, 1999 Non-Employee Directors' Stock Option Plan, and Milestone Equity Incentive Plan. -- Registration of 1,500,000 shares of common stock, par value $0.001 per share, of the Company, for sale under the Company's 1999 Equity Incentive Plan and 1999 Employee Stock Purchase Plan. -- Registration of 1,250,000 shares of common stock, par value $0.001 per share, of the Company, for sale under the Company's 1999 Equity Incentive Plan. -- Registration of 500,000 shares of common stock, par value $0.001 per share, of the Company, for sale under the Company's Employee Stock Purchase Plan. About Scientific Learning Corp Scientific Learning is an education company. The Company accelerates learning by applying proven research on how the brain learns in online and on-premise software solutions. The Company provides its learning solutions primarily to United States K-12 schools in traditional brick-and-mortar, virtual or blended learning settings and also to parents and learning centers, in more than 40 countries around the world. The Company's sales are concentrated in K-12 schools in the U.S., which in during the year ended December 31, 2011 were estimated to total over 116,000 schools serving approximately 55 million students in almost 14,000 school districts. During the year ended Dec. 31, 2011, the K-12 sector accounted for 87% of the sales of the Company. The Company reported a net loss of $9.65 million in 2012, as compared with a net loss of $6.47 million in 2011. The Company's balance sheet at Sept. 30, 2013, showed $13.24 million in total assets, $19.82 million in total liabilities and a $6.57 million net capital deficiency. In its report on the Company's consolidated financial statements for the year ended Dec. 31, 2012, Ernst & Young, LLP, in San Jose, Cal., expressed substantial doubt Scienfic Learning's ability to continue as a going concern, citing the Company's recurring losses from operations, deficiency in working capital and its need to raise additional capital. SCIENTIFIC LEARNING: Trigran Held 23.2% Equity Stake at Dec. 31 --------------------------------------------------------------- In an amended Schedule 13D filed with the U.S. Securities and Exchange Commission, Trigran Investments, Inc., and its affiliates disclosed that as of Dec. 31, 2013, they beneficially owned 5,690,242 shares of common stock of Scientific Learning Corporation representing approximately 23.2 percent as of Dec. 31, 2013 (based on 23,737,580 shares of Common Stock outstanding per Form 10-Q filed on Nov. 13, 2013, plus 416,184 shares of Common Stock underlying presently exercisable Warrants, plus 401,508 shares of Common Stock underlying presently exercisable Warrants.) A copy of the regulatory filing is available for free at: http://is.gd/Oih77e About Scientific Learning Corp Scientific Learning is an education company. The Company accelerates learning by applying proven research on how the brain learns in online and on-premise software solutions. The Company provides its learning solutions primarily to United States K-12 schools in traditional brick-and-mortar, virtual or blended learning settings and also to parents and learning centers, in more than 40 countries around the world. The Company's sales are concentrated in K-12 schools in the U.S., which in during the year ended December 31, 2011 were estimated to total over 116,000 schools serving approximately 55 million students in almost 14,000 school districts. During the year ended Dec. 31, 2011, the K-12 sector accounted for 87 percent of the sales of the Company. The Company reported a net loss of $9.65 million in 2012, as compared with a net loss of $6.47 million in 2011. The Company's balance sheet at Sept. 30, 2013, showed $13.24 million in total assets, $19.82 million in total liabilities and a $6.57 million net capital deficiency. In its report on the Company's consolidated financial statements for the year ended Dec. 31, 2012, Ernst & Young, LLP, in San Jose, Cal., expressed substantial doubt Scienfic Learning's ability to continue as a going concern, citing the Company's recurring losses from operations, deficiency in working capital and its need to raise additional capital. SHAFER BROTHERS: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Shafer Brothers Construction, Inc. 668 Lower Hildebrand Road Morgantown, WV 26501-7610 Case No.: 14-00017 Chapter 11 Petition Date: January 6, 2014 Court: United States Bankruptcy Court Northern District of West Virginia (Clarksburg) Judge: Hon. Patrick M. Flatley Debtor's Counsel: Todd Johnson, Esq. JOHNSON LAW, PLLC Post Office Box 519 Morgantown, WV 26507-0519 Tel: 304-292-7933 Fax: 304-292-7931 Email: johnsonlawoffice@gmail.com Total Assets: $2.64 million Total Liabilities: $8.49 million The petition was signed by Bradley C. Shafer, president/incorporator. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/wbnb14-17.pdf SIMPLY WHEELZ: Rival Bidder Sixt Appeals Advantage Rent a Car Sale ------------------------------------------------------------------ Jacqueline Palank, writing for LBO Wire, reported that Sixt Rent- a-Car LLC is appealing Advantage Rent a Car's sale to Catalyst Capital Group after arguing that it should have won the bidding at last month's auction. According to the report, Sixt, a unit of German car-rental chain Sixt SE, said it was appealing the bankruptcy-court order clearing Advantage's sale to Catalyst, court papers show. About Simply Wheelz LLC Simply Wheelz LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Miss. Case No. 13-03332) on Nov. 5, 2013. The case is assigned to Judge Edward Ellingon. The Debtor disclosed $413,502,259 in assets and $322,230,695 in liabilities as of the Chapter 11 filing. The Debtors are represented by Christopher R. Maddux, Esq., and Stephen W. Rosenblatt, Esq., at Butler Snow O'Mara Stevens & Cannada, in Ridgeland, Mississippi. SOLAR POWER: Amends Q2 Form 10-Q to Correct Classification Errors ----------------------------------------------------------------- Solar Power, Inc., amended its quarterly report on Form 10-Q filed with the U.S. Securities and Exchange Commission on Aug. 16, 2013, to amend and restate the Company's previously reported financial statements for the six months ended June 30, 2013, to reflect revised presentation of cash flows in connection with the issuance of notes receivables. Based on its review, management determined that the Company improperly reported cash flows between operating and investing activities which resulted in a $17 million overstatement of cash flows from operating activities and a $17 million understatement of cash flows from investing activities due to the improper classification of a portion of the conversion of $30.6 million of accounts receivables into notes receivables during the second quarter of 2013. The transactions should have been disclosed as operating activities in accordance with accounting standards. During the second quarter of 2013, the Company converted certain accounts receivables into notes receivables. The receivables were generated from the performance of engineering, procurement and construction services related to the Company's primary operations. Accordingly, the issuance and repayment on notes receivables related to operations should have been reported as changes in operating cash flows. However, the Company incorrectly reported the issuance of notes receivable and proceeds from repayment on notes receivable as investing activities within the statement of cash flows for the six months ended June 30, 2013. In addition, the Company incorrectly disclosed a non-cash investing activity for the reclassification of accounts receivable to notes receivable. The filing also amended previously issued Note 12 to the Condensed Consolidated Financial Statements: * To add disclosure regarding the assets pledged as security for the two China Development Bank "CDB" loan facilities. * To clarify the second Facility Agreement is for a $15.6 million facility and a RMB 77,850,000 ($12.3 million at current exchange rates) facility and relates to EPC financing for another project with customer KDC; and to clarify the Company never borrowed funds under the RMB 72,150,000 facility with CDB. The filing also amended previously issued Note 14 to the Condensed Consolidated Financial Statements to present the required quantitative fair value disclosures using a tabular format. A copy of the Amended Form 10-Q is available for free at: http://is.gd/sQSY69 About Solar Power Roseville, Cal.-based Solar Power, Inc., is a global solar energy facility ("SEF") developer offering its own brand of high- quality, low-cost distributed generation and utility-scale SEF development services. Primarily, the Company works directly with and for developers around the world who hold large portfolios of SEF projects for whom it serves as an engineering, procurement and construction contractor. The Company also performs as an independent, turnkey SEF developer for one-off distributed generation and utility-scale SEFs. For the nine months ended Sept. 30, 2013, the Solar Power incurred a net loss of $13.55 million. The Company reported a net loss of $25.42 million in 2012, as compared with net income of $1.60 million in 2011. The Company's balance sheet at Sept. 30, 2013, showed $132.92 million in total assets, $119.71 million in total liabilities and $13.20 million in total stockholders' equity. Crowe Horwath LLP, in San Francisco, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company has incurred a current year net loss of $25.4 million, has an accumulated deficit of $23.8 million, has experienced a significant reduction in working capital, has past due related party accounts payable and material adverse change and default clauses in certain debt facilities under which the banks can declare amounts immediately due and payable. Additionally, the Company's parent company LDK Solar Co., Ltd, has experienced financial difficulties, which among other items, has caused delays in project financing. These matters raise substantial doubt about the Company's ability to continue as a going concern. SPINDLE INC: Posts $747K Net Loss in Third Quarter of 2013 ---------------------------------------------------------- Spindle, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $747,027 on $278,021 of sales income for the three months ended Sept. 30, 2013, compared to a net loss of $536,206 on $22,810 of sales income for the same period in 2012. The Company's balance sheet at Sept. 30, 2013, showed $5.43 million in total assets, $767,123 in total liabilities, and stockholders' equity of $4.66 million. The Company acknowledged in the Form 10-Q, "In order to continue as a going concern, the Company will need, among other things, additional capital resources. The Company is significantly dependent upon its ability, and will continue to attempt, to secure equity and/or additional debt financing. The Company has recently issued debt securities and may conduct an offering of its equity securities to raise proceeds to finance its plan of operation. There are no assurances that the Company will be successful and without sufficient financing it would be unlikely for the Company to continue as a going concern." A copy of the Form 10-Q is available at: http://is.gd/OcWFEk Scottsdale, Ariz.-based Spindle, Inc., was originally incorporated in the State of Nevada on Jan. 8, 2007, as "Coyote Hills Golf, Inc." The Company was previously an online retailer of golf- related apparel, equipment and supplies. Through the date of this quarterly report, the Company only generated minimal revenues from that line of business. Spindle is a commerce-centric company with four primary customers: 1) individual consumers (buyers); 2) individual businesses (merchants or sellers); 3) third party channel partners (financial institutions and other non-bank partners such as wireless carriers); and 4) advertisers (retail, brands, and destinations). The Company intends to generate revenue through patented cloud-based payment processes under the Spindle product line, and licensing of its intellectual property. SUMMIT MATERIALS: Moody's Cuts CFR to B3 & Rates Senior Notes Caa3 ------------------------------------------------------------------ Moody's Investors Service downgraded Summit Materials, LLC's Corporate Family Rating to B3 from B2 and the Probability of Default Rating to B3-PD from B2-PD. Concurrent with the downgrades, Moody's assigned a Caa1 rating to Summit's $210 million 10.5% senior unsecured notes due 2020, which are an add-on to Summit's existing senior unsecured notes, and downgraded the company's $571 million senior secured credit facility to B2 from B1 and the existing senior unsecured notes to Caa1 from B3. In addition, Moody's assigned a Speculative Grade Liquidity Rating of SGL-3. The rating outlook is stable. On January 6, 2014, Summit announced a $210 million senior unsecured notes offering, the proceeds of which will be used to finance the acquisition of Alleyton Resource Corporation, to pay related fees associated with the acquisition and financing, to pay down outstanding amounts under their revolving credit facility, and for other general corporate purposes. The ratings downgrade reflects Summit's high adjusted debt leverage, which increases with the proposed notes offering, and our expectation that debt leverage will remain more commensurate with a B3 rating over the intermediate term. The ratings also reflect Summit's growing scale, geographic diversity and experienced management team, as well as the company's acquisition growth strategy, risks associated with execution and integration and limited financial transparency. The following ratings actions were taken: Corporate Family Rating, downgraded to B3 from B2; Probability of Default Rating, downgraded to B3-PD from B2-PD; $210 million senior unsecured notes due 2020, assigned Caa1 (LGD- 5, 72%); $422 million senior secured term loan B due 2019, downgraded to B2 (LGD- 3, 33%) from B1 (LGD-3, 40%); $150 million senior secured revolving credit facility due 2017, downgraded to B2 (LGD- 3, 33%) from B1 (LGD-3, 40%); $250 million senior unsecured notes due 2020, downgraded to Caa1 (LGD- 5, 72%) from B3 (LGD-5, 75%); Speculative Grade Liquidity Rating, assigned SGL-3. RATINGS RATIONALE The B3 Corporate Family and B3-PD Probability of Default Ratings balance Summit's growing scale, geographic diversity and experienced management team against the company's acquisitive growth model, risks associated with execution and integration, and limited financial transparency. The B3 ratings also reflect Summit's high adjusted debt leverage (7.1X debt to EBITDA at TTM 9/30/13). While debt to EBITDA should decline modestly though EBITDA growth, we expect debt leverage to remain commensurate with a B3 rating over the intermediate term. Summit's margins have lagged in relation to margins typical for its business segments. We believe margin weakness is partially attributed to lower-margin construction services as well as synergies not yet realized from its recent acquisitions. In addition, it is difficult to distinguish organic growth from growth due to recent acquisitions given the company's limited financial transparency. Positively, Summit recently invested in broadening its corporate infrastructure to meet the demands of this approximately $1 billion building materials company. Margins should begin to improve with a scalable infrastructure coupled with modest improvements in the company's end markets and the overall economy. Moody's expects volumes and prices for building materials to grow at low-single digit rates in 2014. The stable outlook reflects Summits' scale, geographic diversification and leadership position in its local markets, while taking into account the company's debt leverage appetite and acquisition growth strategy. The stable outlook also presumes that the company will demonstrate organic growth over the near-term, as evidenced by moderate increases in "same-store" operating margins, as well as maintain adequate liquidity to support its acquisitions and seasonal cash flows. Moody's indicated that the ratings could be upgraded if Summit demonstrates healthy, organic ("same-store") operating performance. In addition, the ratings could be upgraded should the company reduce debt leverage closer to 5.5X and achieves EBIT to interest at or above 1.5X, both on a sustainable basis and inclusive of Moody's standard adjustments. Alternatively, Moody's stated the ratings could be downgraded should Summit's organic operating performance declines sharply due to economic weakness or management missteps. The principal methodology used in this rating was the Global Building Materials Industry published in July 2009. Other methodologies used include Loss Given Default for Speculative- Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Summit Materials, LLC is a building materials company primarily operating in Texas, Kansas, Kentucky, Missouri and Utah. It is owned by the Blackstone Group, Silverhawk Capital Partners, and senior management (small minority). The owners intend to use the company as an acquisition / roll-up vehicle in the building materials space, focusing on aggregates, cement, and related downstream products such as ready mix concrete and asphalt. To date, the equity sponsors have funded approximately $464 million of their $795 million equity commitment to facilitate 27 acquisitions. SUMMIT MATERIALS: S&P Raises Rating on $150MM Debt to 'BB-' ----------------------------------------------------------- Standard & Poor's Ratings Services said it raised its issue-level ratings on Summit Materials LLC's $150 million revolving credit facility due 2017 and $422 million bank term loan due 2019 by one notch, to 'BB-' from 'B+', because S&P believes that the recovery prospects for this debt in the event of default have improved. S&P revised the recovery ratings for the term loans to '2' from '3', indicating its expectation of substantial (70%-90%) recovery in the event of a payment default. S&P's revised view of the recovery prospects is based on Summit's proposed acquisition of Alleyton, which S&P believes will increase the estimated enterprise valuation of Summit in our simulated default scenario, leading to higher recovery prospects for the senior secured debt holders. For S&P's complete recovery analysis, please see our updated recovery report on Summit to be published shortly after this release. At the same time, Standard & Poor's said its 'B-' rating on Summit's $250 million of 10.5% senior notes due 2020 remains unchanged following the company's proposed $210 million add-on. The recovery rating is '6', indicating negligible (0%-10%) recovery in the event of a payment default. The proposed 10.5% senior unsecured notes due 2020 will be issued as additional notes under the company's indenture dated as of Jan. 30, 2012, under which Summit issued the existing senior notes (also rated 'B-'), and will form a single class of securities with the existing notes. The company intends to use the proceeds of the add-on to help finance the acquisition of Alleyton Resources Corp., a Houston-based concrete and aggregates producer acquisition, repay borrowings under the company's existing revolving credit facility, and pay transaction-related fees and expenses. S&P's ratings on Summit reflect its "satisfactory" business risk profile, which incorporates its view of "very low" country risk and the building materials industry's "intermediate" risk. S&P's business risk assessment takes into account our somewhat favorable view of Summit's focus on aggregates and heavy materials products, which benefit from very high barriers to entry, the increasing scarcity of aggregates reserves, a lack of substitute products, and a good forecast pricing environment. S&P's ratings also reflect Summit's "highly leveraged" financial risk profile. S&P expects Summit's adjusted debt to EBITDA (adjusted for the new debt and EBITDA from Alleyton) to be about 6x over the next year, with funds from operation to debt of about 10% and interest coverage in excess of 2x. In addition to high debt to EBITDA credit measures, S&P's highly leveraged financial risk assessment also reflects its criteria regarding private equity ownership. Ratings List Summit Materials LLC Corporate Credit Rating B+/Stable/-- TO FROM Ratings Raised; Recovery Rating Revised Summit Materials LLC $150 mil revolving credit fac due 2017 BB- B+ Recovery Rating 2 3 $422 mil bank term ln due 2019 BB- B+ Recovery Rating 2 3 Ratings Affirmed Summit Materials LLC Summit Materials Finance Corp. $460 mil 10.5% sr. nts due 2020* B- Recovery Rating 6 *includes the $210 million add-on. SURGERY CENTER: Moody's Affirms B3 CFR & Rates 2nd Term Loan Caa2 ----------------------------------------------------------------- Moody's Investors Service rates Surgery Center Holdings, Inc.'s proposed $70 million incremental 2nd lien term loan due 2020 at Caa2. Concurrently, Moody's raised Surgery Partners 1st lien senior secured credit facilities rating to B1 from B2. In addition, Surgery Partners B3 Corporate Family Rating, B3-PD Probability of Default Rating and existing 2nd lien senior secured term loan rating at Caa2 are affirmed. The outlook is stable. Moody's understands that proceeds from the incremental 2nd lien term loan, along with $8 million of balance sheet cash will be used to pay a $73 million dividend to shareholders and cover transaction fees and expenses. Moody's raised Surgery Partners senior secured 1st lien term loan rating to reflect changes in the debt capital structure, namely the additional $70 million junior 2nd lien debt that is subordinated to the senior secured 1st lien term loan and provides added cushion to the existing senior secured 1st lien term loan in accordance with Moody's loss given default methodology. Following is a summary of Moody's ratings actions for Surgery Center Holdings, Inc.: Ratings assigned: $70 million senior secured second lien term loan due 2020 at Caa2 (LGD 5, 82%) Ratings upgraded: $30 million senior secured revolving credit facility expiring 2018 at B1 (LGD 3, 30%) from B2 (LGD 3, 35%) $315 million senior secured first lien term loan due 2019 at B1 (LGD 3, 30%) from B2 (LGD 3, 35%) Ratings affirmed and LGD estimates revised: Corporate Family Rating, B3 Probability of Default Rating, B3-PD $120 million senior secured second lien term loan due 2020 at Caa2 (LGD 5, 82%) from (LGD 5, 86%) Ratings Rationale The B3 Corporate Family Rating reflects Surgery Partners' very high leverage, its relatively small scale with revenues under $280 million and a shareholder friendly financial policy. It should be noted that following the completion of the dividend, H.I.G. Capital and management will have no capital remaining from their initial investment. Furthermore, the ratings are constrained by an economic environment that has limited growth, particularly the high unemployment rate and increasing healthcare expense burden on patients, which has lead to fewer procedures than expected. In addition, the potential for rate compression from government sponsored programs (mostly Medicare) and commercial payors over the longer-term is a concern. The rating also reflects our expectation that the company will continue to prioritize acquisitions in lieu of deleveraging and maintain a shareholder oriented financial policy as demonstrated by two separate debt- financed dividends, totaling $205 million in the past four quarters. Alternatively, the ratings also incorporates Moody's expectation for deleveraging over the next four quarters to about 6.5 times debt/EBITDA, the positive long-term growth prospects of the sector, as many patients and payors prefer the outpatient environment (primarily due to lower cost and better outcomes) for certain specialty procedures. In addition, Moody's expects free cash flow to improve slightly in fiscal 2014, due to a combination of higher acuity procedures being performed and additional revenues from their recently launched toxicology business. The stable rating outlook reflects our expectation that Surgery Partners' will continue to benefit from a turnaround in surgical volumes experienced in the second half of 2013, while maintaining positive free cash flow. The outlook also incorporates Moody's expectation that the company will maintain an adequate liquidity profile. Moody's could downgrade the rating should the company take on additional debt to fund either acquisitions or further dividends to shareholders. Furthermore, a negative rating action would be likely if the economic or reimbursement environment resulted in lower revenues and EBITDA, such that leverage and free cash flow materially deteriorated. Specifically, the rating would likely be lowered if leverage were sustained above 7 times or free cash flow turned negative. A negative rating action could also be prompted by any deterioration in liquidity. An upgrade is unlikely over the near-term given the challenges Surgery Partners' faces in regard to growth and de-leveraging. However, Moody's would consider a higher rating should leverage decline to about 5 times debt-to-EBITDA, alongside good free cash flow and liquidity. The principal methodology used in this rating was the Global Healthcare Service Providers Industry Methodology published in December 2011. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Surgery Partners, headquartered in Tampa, FL, owns and operates 47 ambulatory surgical centers ("ASCs") in partnership with its physician partners, across 18 states. The Company has diversified core competencies in pain management, orthopedics, gastrointestinal, ophthalmology, ear, nose and throat, general surgery and urology. Surgery Partners also provides ancillary services including anesthesia and physician practice services. STELLAR BIOTECHNOLOGIES: Incurs $14.9 Million Loss in 2013 ---------------------------------------------------------- Stellar Biotechnologies, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 20-F disclosing a loss and comprehensive loss of $14.88 million on $545.46 million of revenues for the year ended Aug. 31, 2013, as compared with a loss and comprehensive loss of $5.19 million on $286.05 million of revenues for the year ended Aug. 31, 2012. The Company incurred a loss and comprehensive loss of $3.59 million for the year ended Aug. 31, 2011. As of Aug. 31, 2013, the Company had $8.51 million in total assets, $11.65 million in total liabilities and a $3.14 million total shareholders' deficiency. A copy of the Form 20-F is available for free at: http://is.gd/DPXuet About Stellar Port Hueneme, Cal.-based Stellar Biotechnologies, Inc.'s business is to commercially produce and market Keyhole Limpet Hemocyanin ("KLH") as well as to develop new technology related to culture and production of KLH and subunit KLH ("suKLH") formulations. The Company markets KLH and suKLH formulations to customers in the United States and Europe. KLH is used extensively as a carrier protein in the production of antibodies for research, biotechnology and therapeutic applications. "Without raising additional financial resources or achieving profitable operations, there is substantial doubt about the ability of the Company to continue as a going concern," the Company said in its quarterly report for the period ended May 31, 2013. T3 MOTION: Adam Benowitz Held 8.4% Equity Stake at Dec. 18 ---------------------------------------------------------- In an amended Schedule 13D filed with the U.S. Securities and Exchange Commission, Adam Benowitz and his affiliates disclosed that as of Dec. 18, 2013, they beneficially owned 1,893,641 shares of common stock of T3 Motion, Inc., representing 8.4 percent of the shares outstanding. Mr. Benowitz previously reported beneficial ownership of 2,393,641 common shares or 10.3 percent equity stake as of Dec. 13, 2013. A copy of the regulatory filing is available for free at http://is.gd/u0hu8s About T3 Motion Costa Mesa, Calif.-based T3 Motion, Inc., develops and manufactures T3 Series vehicles, which are electric three-wheel stand-up vehicles that are directly targeted to the public safety and private security markets. T3 Motion reported a net loss of $21.52 million on $4.51 million of net revenues for the year ended Dec. 31, 2012, as compared with a net loss of $5.50 million on $5.29 million of net revenues during the prior year. "The Company has incurred significant operating losses and has used substantial amounts of working capital in its operations since its inception (March 16, 2006). Further, at March 31, 2013, the Company had an accumulated deficit of $(76,980,775) and used cash in operations of $(1,614,252) for the three months ended March 31, 2013. These factors raise substantial doubt about the Company's ability to continue as a going concern for a reasonable period of time," according to the Company's Form 10-Q for the period ended March 31, 2013. The Company's balance sheet at Sept. 30, 2013, showed $2.50 million in total assets, $11.32 million in total liabilities and a $8.81 million total stockholders' deficit. TAMRAC INC: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Tamrac, Inc. dba Tamrac dba Tamrac, Int'l. dba Tamrac, International dba Authentic Traveler 9240 Jordan Avenue Chatsworth, CA 91311 Case No.: 14-10076 Chapter 11 Petition Date: January 6, 2014 Court: United States Bankruptcy Court Central District of California (San Fernando Valley) Judge: Hon. Maureen Tighe Debtor's Counsel: Michael I Gottfried, Esq. LANDAU GOTTFRIED & BERGER LLP 1801 Century Pk E Ste 700 Los Angeles, CA 90067 Tel: 310-557-0050 Fax: 310-557-0056 Email: mgottfried@lgbfirm.com - and - Roye Zur, Esq. LANDAU GOTTFRIED & BERGER LLP 1801 Century Park E Ste 700 Los Angeles, CA 90067 Tel: 310-557-0050 Fax: 310-557-0056 Email: rzur@lgbfirm.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Jesselyn T. Cyr, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb14-10076.pdf TAYLOR BEAN: Settles $5.4 Billion Ginnie Mae Claim -------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Taylor Bean & Whitaker Mortgage Corp. settled the $5.2 billion claim filed by the Government National Mortgage Association. According to the report, as approved by the U.S. Bankruptcy Court in Jacksonville, Florida, Ginnie Mae has an approved claim for $610 million, along with an approved $625,000 claim representing an expense of the Chapter 11 case. In addition, Taylor Bean's trustee is to turn over $5.4 million to Ginnie Mae. About Taylor Bean Taylor, Bean & Whitaker Mortgage Corp. grew from a small Ocala- based mortgage broker to become one of the largest mortgage bankers in the United States. In 2009, Taylor Bean was the country's third largest direct-endorsement lender of FHA-insured loans of the largest wholesale mortgage lenders and issuer of mortgage backed securities. It also managed a combined mortgage servicing portfolio of approximately $80 billion. The company employed more that 2,000 people in offices located throughout the United States. Taylor Bean sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 09-07047) on Aug. 24, 2009. Taylor Bean filed the Chapter 11 petition three weeks after federal investigators searched its offices. The day following the search, the Federal Housing Administration, Ginnie Mae and Freddie Mac prohibited the company from issuing new mortgages and terminated servicing rights. Taylor Bean estimated more than $1 billion in both assets and liabilities in its bankruptcy petition. Lee Farkas, the former chairman, was sentenced in June to 30 years in federal prison after being convicted on 14 counts of conspiracy and bank, wire and securities fraud in what prosecutors said was a $3 billion scheme involving fake mortgage assets. Jeffrey W. Kelly, Esq., and J. David Dantzler, Jr., Esq., at Troutman Sanders LLP, in Atlanta, Ga., and Russel M. Blain, Esq., and Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA, in Tampa, Fla., represent the Debtors. Paul Steven Singerman, Esq., and Arthur J. Spector, Esq., at Berger Singerman PA, in Miami, Fla., represent the Committee. BMC Group, Inc., serves as the claims and noticing agent. Unsecured creditors were expected to receive 3.3% to 4.4% under a Chapter 11 plan approved in July 2011. TOWER GROUP: Plan Merger Cues Fitch to Revise Rating Status ----------------------------------------------------------- Fitch Ratings has revised the Rating Watch status of Tower Group International, Ltd. (TWGP or Tower) to Rating Watch Evolving from Rating Watch Negative following the announcement of a planned merger with a subsidiary of ACP Re, Ltd. (ACP Re) for $172.1 million. Fitch does not rate ACP Re. This transaction is expected to close in the summer of 2014 and is subject to various regulatory approvals. ACP Re is a Bermuda-based reinsurance company whose controlling shareholder is a trust established by the founder of AmTrust Financial Services, Inc. (AmTrust), National General Holdings Corporation (NGHC) and Maiden Holdings, Ltd. The transaction is structured in such a way that Tower will be the surviving corporation as a wholly-owned subsidiary of ACP Re. The Evolving Watch reflects that the ratings could go up if the merger closes; however, ratings could be lowered if the merger does not occur and Tower is unsuccessful in addressing upcoming debt maturity or if additional reserve deficiencies develop. This merger has the potential to provide sufficient liquidity to reduce near-term holding company obligations and capital concerns at Tower's operating companies in regard to regulatory capital ratios. However, little public information is available on ACP Re. On Jan. 2, 2014, Fitch downgraded Tower's rating follows a review of Tower's third quarter 2013 (3Q'13) statutory financial statement filings and GAAP disclosures. The company will likely incur an additional approximately $105 million in 3Q'13 GAAP adverse reserve development on top of the $364 million previously taken in the first half of 2013. With the most recent adverse reserve charges, Fitch has concerns that some of the U.S. operating subsidiaries have risk based capital (RBC) ratios below the Company Action Level. In Bermuda, Tower Reinsurance Limited's (TRL) solvency ratio is below that of the minimums established by the Bermuda Monetary Authority (BMA) but Tower is working with the BMA to transfer certain assets of another Bermuda subsidiary to cure the deficiencies at TRL. The majority of the reserve development has been centered in accident years 2008-2011 for workers' compensation, commercial multi-peril liability, other liability, and commercial auto liability. Most of the adverse reserve development originates from Tower's growth in program business via acquisitions during the soft market in long-tailed lines of business coupled with inadequate internal controls relating to the loss reserving process. Tower's inability to produce accurate financial statements in a timely fashion has led Fitch to consider its level of corporate governance to be ineffective. While Fitch aspires to develop specific bespoke recovery estimates for IDR ratings of 'B+' or lower, the agency was not able to arrive at a robust Recovery Rating (RR) for Tower for several reasons including: the high risk of litigation, the rapid deterioration in reserves, ineffective corporate governance, and untimely public updates of financial information. For these reasons, Fitch has determined this is a limitation of the issue ratings and is using standard notching of 'RR5' for the $150 million senior convertible note due in September 2014. RATING SENSITIVITIES The following is a list of key rating triggers that could lead to a ratings downgrade: -- Failure to close the proposed merger on disclosed terms; -- Further adverse reserve development or announcement of additional losses by the company; -- Inability to have U.S.-based operating company RBC ratios above the Company Action Level and Bermuda-based operations capital solvency ratios above minimum threshold set by BMA; -- Inability to meet financial obligations of the operating or holding company. The following is a list of key rating triggers that could lead to the ratings being upgraded: -- Closing of the transaction on stated terms; -- A successful refinancing of the upcoming debt maturity. Fitch has revised the Rating Watch status of the following ratings to Evolving from Negative: Tower Group International, Ltd. -- IDR of 'CC'. Tower Group, Inc. -- IDR of 'CC'; -- 5% senior convertible debt rating of 'C/RR5'. Tower Insurance Company of New York Tower National Insurance Company Preserver Insurance Company CastlePoint National Insurance Company York Insurance Company of Maine Hermitage Insurance Company CastlePoint Florida Insurance Company North East Insurance Company Massachusetts Homeland Insurance Company CastlePoint Insurance Company Kodiak Insurance Company -- IFS ratings of 'B'. UNI-PIXEL INC: Appoints Interim Co-President and Co-CEO ------------------------------------------------------- The board of directors of UniPixel, Inc., has unanimously appointed the company's chairman, Bernard Marren, and company director, Carl Yankowski, as interim co-president and co-CEO, effective immediately. They succeed Reed Killion, who has resigned to pursue other interests. The company has begun the search process for replacement candidates, with Killion agreeing to assist with the transition. Killion also resigned from the company's board of directors effective Dec. 30, 2013. Following these changes the total number of board directors is six, all serving independently. "I am honored to have served as UniPixel's president and CEO over these many years, and especially to work with such a world-class group of extremely dedicated and talented employees in developing the innovative technologies that UniPixel is working on," said Killion. "The opportunity to build a company like UniPixel around such innovative technology has been both challenging and deeply fulfilling." "I am also very proud of the way the company has progressed over the last year, and believe our Kodak manufacturing relationship combined with our innovative culture will be the commercialization catalyst that launches UniPixel forward into 2014," continued Killion. "The company has been moving from the developmental and innovation stage to a manufacturing and commercial production stage, and this transition calls for change. The board and I believe a new CEO and president who has a strong history specific to manufacturing and operational excellence will greatly benefit the company during this transition and best lead through its next stage of growth." Marren, commented: "We want to thank Reed for his leadership and valuable contributions in achieving significant milestones in the development of our performance engineered film technology, particularly in establishing the key relationships with Kodak and the preferred price and capacity licenses with our Major PC and Ecosystem Partners for our InTouch SensorTM Technology. As we begin the process for searching for a new president and CEO, we are confident that our outstanding leadership team will continue to drive growth and results." The Company also announced that Mr. Seong (Peter) Shin, the Company's chief operating officer has resigned effective Dec. 31, 2013. The Company has begun the search process for replacement candidates for the position of chief operating officer. About Uni-Pixel Inc. The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL) -- http://www.unipixel.com/-- is a production stage company delivering its Clearly Superior(TM) Performance Engineered Films to the Lighting & Display, Solar and Flexible Electronics market segments. "As of December 31, 2012, we had a cash balance of approximately $13.0 million and working capital of $12.8 million. We project that current cash reserves will sustain our operations through at least December 31, 2013, and we are not aware of any trends or potential events that are likely to adversely impact our short term liquidity through this term. We expect to fund our operations with our net product revenues from our commercial products, cash and cash equivalents supplemented by proceeds from equity or debt financings, and loans or collaborative agreements with corporate partners, each to the extent necessary," according to the Company's annual report for the year ended Dec. 31, 2012. Uni-Pixel incurred a net loss of $9.01 million in 2012, as compared with a net loss of $8.56 million in 2011. As of Sept. 30, 2013, Uni-Pixel had $60.22 million in total assets, $6.50 million in total liabilities and $53.71 million in total shareholders' equity. UNIVERSITY GENERAL: To Host Investor Conference on Feb. 3-4 ----------------------------------------------------------- University General Health System, Inc., provided details and registration instructions for its upcoming "Investor and Analyst Conference" on Feb. 3-4, 2014. Shareholders, research analysts and potential investors are invited to attend University General Health System's first "Investor and Analyst Conference," which will be held at the Company's corporate headquarters and flagship University General Hospital. The hospital and corporate headquarters are co-located at 7501 Fannin Street in Houston, Texas (a few blocks south of the Texas Medical Center and adjacent to Reliant Stadium). Participants at the conference will be provided with updates from various corporate executives on Monday and will have an opportunity to tour the Company's flagship University General Hospital and a number of its Hospital Outpatient Department facilities on Monday and Tuesday. A dinner for registered participants, who have sent an RSVP confirmed by the Company, will follow the day's activities on Monday, Feb. 3, 2014. In order to attend the event and participate in the associated activities, participants must pre-register at www.ughs.net/invest no later than Jan. 29, 2014. A list of hotels will be provided on the registration Web site for those who need overnight accommodations. The Company also announced that it plans to post transcripts of its "Investor Update" conference calls that were held on Oct. 17, 2013 (after its Form 10-K for 2012 was filed with the SEC) and Dec. 19, 2013, on the University General Health System Web site (www.ughs.net) under the "Investor Relations" section and the "Presentations" sub-section. Those transcripts should be available on the Web site no later than Jan. 2, 2014, and will remain on the Web site until the Company files its Form 10-Qs for the first three quarters of 2013 with the SEC. About University General University General Health System, Inc., located in Houston, Texas, is a diversified, integrated multi-specialty health care provider that delivers concierge physician- and patient-oriented services. UGHS currently operates one hospital and two ambulatory surgical centers in the Houston area. It also owns a revenue management company, a hospitality service provider and facility management company, three senior living facilities and manages six senior living facilities. University General incurred a net loss attributable to common shareholders of $3.97 million on $113.22 million of total revenues for the year ended Dec. 31, 2012, as compared with a net loss attributable to common shareholders of $2.57 million on $71.17 million of total revenues during the prior year. The Company's balance sheet at Dec. 31, 2012, showed $174.84 million in total assets, $161.55 million in total liabilities, $2.56 million in series C, convertible preferred stock, and $10.71 million in total equity. Moss, Krusick & Associates, LLC, in Winter Park, 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 negative working capital and relative low levels of cash and cash equivalents. These conditions raise substantial doubt about its ability to continue as a going concern. UPPER VALLEY COMMERCIAL: Taps McLane as Securities Counsel ---------------------------------------------------------- Upper Valley Commercial Corporation asks for approval from the bankruptcy court to hire the law firm of McLane, Graf, Raulerson & Middleton, Professional Association, at 900 Elm Street, Manchester, New Hampshire, 03101, as special securities and banking counsel. The Debtor filed a Chapter 11 case to financially restructure its unsecured debt and to assure an equal distribution of payments to creditors as the company winds down its affairs. The Debtor requires special securities and banking counsel in this case to represent it in its reorganization/liquidation efforts for services pertaining to state and federal banking and securities regulations, enforcement action and negotiated resolutions with state and federal agencies. McLane agrees to represent the Debtor on an hourly rate basis plus reimbursement of expenses. The Debtor has provided a retainer to McLane in the amount of $15,000. The firm will represent the Debtor at its normal hourly rates of between $180 to $205 per hour for paralegals and $230 to $460 per hour for attorneys. The Debtor is satisfied that McLane is a disinterested party in the matters in which it is to be engaged within the meaning and intent of 11 U.S.C. Sec. 101(14). About Upper Valley Commercial Corporation Upper Valley Commercial Corporation, which runs a lending business in the Upper Connecticut Valley of New Hampshire, filed a Chapter 11 petition (Bankr. D. N.H. Case No. 13-13110) in Manchester, New Hampshire, on Dec. 31, 2013. Upper Valley Commercial Corporation said it is liquidating its assets after discovering that some of its investment and lending activities lacked proper licensing by the State of New Hampshire. The Debtor will file a liquidating plan as part of an agreement with the New Hampshire Banking Department. In its schedules, the Debtor disclosed total assets of $12.4 million and total liabilities of $11.58 million. The Debtor is represented by attorneys at The Tamposi Law Group, led by Peter N. Tamposi, Esq., in Nashua, New Hampshire. UPPER VALLEY COMMERCIAL: Proposes Tamposi Law Group as Counsel -------------------------------------------------------------- Upper Valley Commercial Corporation asks for approval from the bankruptcy court to hire the law firm of The Tamposi Law Group as counsel. The Debtor requires counsel to represent it in its reorganization efforts for services involving: (1) the plan and disclosure statement; (2) motions for relief, if any; (3) assumption/ rejection of executory contracts; (4) turnover, fraudulent transfer, preference actions and other avoidance and/or subordination actions including lender liability actions, if any; (5) other litigation; and (6) all other matters necessary and proper for the representation of the Debtor in the case. The firm agrees to represent the Debtor on an hourly rate basis plus reimbursement of expenses. The Debtor has provided a retainer in the amount of $25,000. Counsel will represent the Debtor at its normal hourly rates of between $125 to $335 per hour for paralegals and attorneys. After due inquiry, the Debtor is satisfied that The Tamposi Law Group is a disinterested party in the matters in which it is to be engaged within the meaning and intent of 11 U.S.C. Sec. 101(14). About Upper Valley Commercial Corporation Upper Valley Commercial Corporation, which runs a lending business in the Upper Connecticut Valley of New Hampshire, filed a Chapter 11 petition (Bankr. D. N.H. Case No. 13-13110) in Manchester, New Hampshire, on Dec. 31, 2013. Upper Valley Commercial Corporation said it is liquidating its assets after discovering that some of its investment and lending activities lacked proper licensing by the State of New Hampshire. The Debtor will file a liquidating plan as part of an agreement with the New Hampshire Banking Department. In its schedules, the Debtor disclosed total assets of $12.4 million and total liabilities of $11.58 million. The Debtor is represented by attorneys at The Tamposi Law Group, led by Peter N. Tamposi, Esq., in Nashua, New Hampshire. UPPER VALLEY COMMERCIAL: N.H. Objects to Borrowing Requests ----------------------------------------------------------- The State of New Hampshire objects to Upper Valley Commercial Corporation's motion for authority to utilize postpetition financing and use cash collateral, asserting that it may continue to regulate the Debtor's business through its agencies and under its police and regulatory powers which are excepted from the automatic stay pursuant to Section 362(b)(4). The State complains that the Borrowing Motions do not make completely clear that by April 2014 the Debtor should have at a minimum negotiated and proposed a confirmable plan of liquidation, with an approved disclosure statement. This, the State asserts, should be a condition of any orders granting the Borrowing Motions. The State, through Ann M. Rice, its deputy attorney general, is represented by Peter C.L. Roth, Esq., Senior Assistant Attorney General, Environmental Protection Bureau, in Concord, New Hampshire. About Upper Valley Commercial Corporation Upper Valley Commercial Corporation, which runs a lending business in the Upper Connecticut Valley of New Hampshire, filed a Chapter 11 petition (Bankr. D. N.H. Case No. 13-13110) in Manchester, New Hampshire, on Dec. 31, 2013. Upper Valley Commercial Corporation said it is liquidating its assets after discovering that some of its investment and lending activities lacked proper licensing by the State of New Hampshire. The Debtor will file a liquidating plan as part of an agreement with the New Hampshire Banking Department. In its schedules, the Debtor disclosed total assets of $12.4 million and total liabilities of $11.58 million. The Debtor is represented by attorneys at The Tamposi Law Group, led by Peter N. Tamposi, Esq., in Nashua, New Hampshire. UPPER VALLEY COMMERCIAL: Amends List of 20 Top Unsecured Creditors ------------------------------------------------------------------ Upper Valley Commercial Corporation filed with the U.S. Bankruptcy Court for the District of New Hampshire an amended list of creditors holding 20 largest unsecured claims: Entity Claim Amount ------ ------------ Ann Winter $118,569 29 Lepage Road Barre, VT 05041 Barbara A. DeRosia 93,932 1359 County Road North Haverhill, NH 03774 David and Gloria Cota 295,562 2165 Colon Road Sanford, NC 27330 Debra Tuck 162,951 82 Cross Street Bethlehem, NH 03574 Ella C. Taranovich and Paul Lasky 47,067 11 North Street Proctor, VT 05765 Faye Matthews 44,000 765 Miners Ridge Trail Banner Elk, NC 28604 Gerald and Rachel Houston 71,934 20 River Road Lisbon, NH 03585 Gladys Flanders 143,845 PO Box 156 Fairlee, VT 05045 Haverhill Alumni Association 35,197 c/o Alice Hodgdon, Treasurer 1150 Brushwood Road Pike, NH 03780 Jean Kimlin 208,037 P.O. Box 2 Modena, NY 12548 Joseph Vigent and Mary Lee Vigent 41,817 152 Benton Road North Haverhill, NH 03774 Laurie E. Walker 57,654 627 Wood Lot Trail Road Annapolis, MD 21401 Linda L. Flanders 127,550 328 Allagash Road North Haverhill, NH 03774 Marjorie Moore and Joel Moore 30,957 P.O. Box 78 North Haverhill, NH 03774 Mark W. Pollack 37,795 P.O. Box 55 North Haverhill, NH 03774 Paul C. Flanders 157,644 43 Batchelder Road Fairlee, VT 05045 Pollack Family Trust 150,000 P.O. Box 333 North Haverhill, NH 03774 Reginald B. Smith Revocable Trust 280,775 34 Bunga Road Bath, NH 03740 Richard Hall and Shelby Hall 405,011 80 Cutting Hill Road Pike, NH 03780 Robert Walker 67,879 1 Wilson Avenue Woodsville, NH 03785 About Upper Valley Commercial Corporation Upper Valley Commercial Corporation, which runs a lending business in the Upper Connecticut Valley of New Hampshire, filed a Chapter 11 petition (Bankr. D. N.H. Case No. 13-13110) in Manchester, New Hampshire, on Dec. 31, 2013. Upper Valley Commercial Corporation said it is liquidating its assets after discovering that some of its investment and lending activities lacked proper licensing by the State of New Hampshire. The Debtor will file a liquidating plan as part of an agreement with the New Hampshire Banking Department. In its schedules, the Debtor disclosed total assets of $12.4 million and total liabilities of $11.58 million. The Debtor is represented by attorneys at The Tamposi Law Group, led by Peter N. Tamposi, Esq., in Nashua, New Hampshire. USG CORP: Warren Buffett Held 30.5% Equity Stake at Dec. 9 ---------------------------------------------------------- In an amended Schedule 13D filed with the U.S. Securities and Exchange Commission, Warren E. Buffett and his affiliates disclosed that as of Dec. 9, 2013, they beneficially owned 43,387,982 shares of common stock of USG Corporation representing 30.5 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/AQ1DrW About USG Corporation Based in Chicago, Ill., USG Corporation -- http://www.usg.com/-- through its subsidiaries, manufactures and distributes building materials producing a wide range of products for use in new residential, new nonresidential and repair and remodel construction, as well as products used in certain industrial processes. The company filed for Chapter 11 protection on June 25, 2001 (Bankr. Del. Case No. 01-02094). When the Debtors filed for protection from their creditors, they disclosed $3.252 billion in assets and $2.739 billion in liabilities. The Debtors emerged from bankruptcy protection on June 20, 2006. For the 12 months ended Dec. 31, 2012, the Company incurred a net loss of $125 million on $3.22 billion of net sales, as compared with a net loss of $390 million on $2.91 billion of net sales during the prior year. The Company's balance sheet at Sept. 30, 2013, showed $3.71 billion in total assets, $3.64 billion in total liabilities and $72 million total stockholders' equity including noncontrolling interest. * * * As reported by the TCR on Aug. 15, 2011, Standard & Poor's Ratings Services lowered its corporate credit rating on USG Corp. to 'B' from 'B+'. "The downgrade reflects our expectation that USG's operating results and cash flow are likely to be strained over the next year due to the ongoing depressed level of housing starts and still- weak commercial construction activity," said Standard & Poor's credit analyst Thomas Nadramia. "It is now more likely, in our view, that any meaningful recovery in housing starts may be deferred until late 2012 or into 2013. As a result, the risk that USG's liquidity in the next 12 to 24 months will continue to erode (and be less than we incorporated into our prior ratings) has increased. The ratings previously incorporated a greater improvement in housing starts, which would have enabled USG to reduce its negative operating cash flow in 2012 and achieve breakeven cash flow or better by 2013." As reported by the TCR on Oct. 30, 2013, Moody's Investors Service upgraded USG Corp.'s Corporate Family Rating to B3 from Caa1. The upgrade reflects better than anticipated overall 3Q13 operating performance. In the Sept. 10, 2013, edition of the TCR, Fitch Ratings has upgraded the ratings of USG Corporation, including the company's Issuer Default Rating (IDR) to 'B' from 'B-'. The upgrade reflects USG's improving profitability and credit metrics this year and the expectation that this trend continues through at least 2014. VIGGLE INC: Accel IX Held 6.3% Equity Stake at December 16 ---------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Accel IX Associates L.L.C. and its affiliates disclosed that as of Dec. 16, 2013, they beneficially owned 7,380,208 shares of common stock of Viggle Inc. representing 6.3 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/abjYpX About Viggle New York City-based Viggle Inc. is a loyalty marketing company. The Company has developed a loyalty program for television that gives people real rewards for checking into the television shows they are watching on most mobile operating system. Viggle users can redeem their points in the app's rewards catalog for items such as movie tickets, music, or gift cards. Viggle incurred a net loss of $91.40 million on $13.90 million of revenues for the year ended June 30, 2013, as compared with a net loss of $96.51 million on $1.73 million of revenues during the prior year. The Company's balance sheet at Sept. 30, 2013, showed $16.06 million in total assets, $36.26 million in total liabilities, $36.83 million in series A convertible redeemable preferred stock, and a $57.04 million total stockholders' deficit. BDO USA, LLP, in New York, 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 suffered recurring losses from operations and at June 30, 2013, has deficiencies in working capital and equity that raise substantial doubt about its ability to continue as a going concern. VISION INDUSTRIES: Amends Sept. 30, 2013 Quarter Form 10-Q ---------------------------------------------------------- Vision Industries Corp. filed with the U.S. Securities and Exchange Commission an amendment to the Form 10-Q for the quarter ended Sept. 30, 2013. The company reported a net loss of $1.61 million for the three months ended Sept. 30, 2013, compared to a net loss of $1.41 million on $16,045 of total revenue for the same period in 2012. The Company's balance sheet at Sept. 30, 2013, showed $1.06 million in total assets, $2.89 million in total liabilities, and stockholders' deficit of $1.83 million. A copy of the Form 10-Q is available at: http://is.gd/0LFv6n About Vision Industries Long Beach, Cal.-based Vision Industries Corp. focuses its efforts in building Class 8 fuel cell electric vehicles (FCEV) used in drayage transportation. The Company's balance sheet at June 30, 2013, showed $1.14 million in total assets, $2.75 million in total liabilities and a $1.60 million total stockholders' deficit. Vision Industries reported a net loss of $5.28 million on $26,545 of total revenue for the year ended Dec. 31, 2012, as compared with a net loss of $6.44 million on $764,157 of total revenue for the year ended Dec. 31, 2011. DKM Certified Public Accountants, in Clearwater, 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's cash and available credit are not sufficient to support its operations for the next year. Accordingly, management needs to seek additional financing that raises substantial doubt about its ability to continue as a going concern. W.R. GRACE: Seeks Approval of Deal With Bank Lender Group --------------------------------------------------------- W.R. Grace & Co. and its debtor affiliates ask Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District of Delaware to approve a settlement agreement negotiated with certain holders of claims under their Prepetition Credit Facilities. After operating in Chapter 11 for nearly 13 years and litigating numerous appeals, the Debtors, by the settlement with the Bank Lender Group, have resolved the only remaining issue standing in the way of their emergence from Chapter 11 as healthy companies free of their massive prepetition asbestos liabilities. Certain parties appealed the order confirming the Debtors' Joint Plan of Reorganization, which was co-proposed by the Official Committee of Asbestos Personal Injury Claimants, the Asbestos PI Future Claimants' Representative, and the Official Committee of Equity Security Holders. The appeal was raised to the U.S. Court of Appeals for the Third Circuit. The Bank Lender Group's appeal concerns the rate of postpetition interest to be paid to the holders of claims under the Prepetition Credit Facilities. The Plan provides for the Bank Lender Group to be paid, on the Effective Date, the principal amount of their claims, plus outstanding and undisputed prepetition interest, plus postpetition interest calculated at the rate prescribed by the Plan. The Bank Lender Group contends that holders of claims under the Prepetition Credit Facilities are entitled to postpetition interest at a higher rate, namely the contract default rate provided under the Prepetition Credit Facilities, as opposed to postpetition interest arising from the Prepetition Credit Facilities at the Plan Rate. The principal terms of the settlement are as follows: (a) On the Effective Date, the Debtors will transfer the following amounts in cash to the administrative agent for the Bank Lender Group: (i) $971 million of principal/undisputed interest through Dec. 31, 2013; (ii) $129 million; and (iii) interest on the Plan Payment and the Settlement Payment for the period from Jan. 1, 2014, to the Plan Effective Date. (b) Beginning on Jan. 1, 2014, and continuing until the earlier of Feb. 1, 2014, or the Effective Date, simple interest will accrue on the Plan Payment and the Settlement Payment at the rate of 3.25% per annum. If the Effective Date has not occurred by Jan. 31, 2014, then beginning on Feb. 1, 2014, and continuing until the Effective Date, simple interest will accrue on the Plan Payment and the Settlement Payment at the rate of 5.0% per annum. To the extent the interest paid exceeds the Plan Rate, the supplemental interest is paid by the Debtors in settlement of the Debtors' objection to the proofs of claim and appeal filed by the Bank Lender Group. (c) The Lender Payment will be in full and final satisfaction of all amounts due and owing under the Prepetition Credit Facilities, the Proofs of Claim, the Plan, or otherwise. By fully and finally resolving the Settled Claims, the Debtors, with the support of the Equity Committee, believe the Settlement Agreement is a fair and reasonable settlement, is in the best interest of the Debtors and their estates, and should be approved. The Settlement Agreement clears the path to the Debtors' successful emergence from the Chapter 11 cases. The Debtors' emergence from Chapter 11 will benefit all of the Debtors' stakeholders, many of whom have been waiting over a decade to receive distributions. Bill Rochelle, the bankruptcy columnist for Bloomberg News, reported that the company already defeated four appeals from approval of the reorganization plan dealing with asbestos liability. Emerging from reorganization remained blocked by the fifth and final appeal by secured bank lenders claiming the right to $185 million of interest at the contractual default rate. Banks filing the appeals include Bank of America NA, Barclays Bank Plc, and JPMorgan Chase Bank NA. Grace shares have risen more than 4 per cent to $98.68, giving the company a market capitalization of nearly $7.6 billion, Neil Munshi, writing for The Financial Times, reported. The shares are trading close to their 52-week high of $101.72, the Financial Times added. The Financial Times also noted that Grace spent $12.4 million in legal and financial advisory fees in the first nine months of 2013, compared to $13.2 million during the same period last year. In a statement, John Bader, head of Halcyon Asset Management, the company's largest single creditor, said: "We are extremely pleased to have helped make this final settlement possible, and we recognise that the ability of WR Grace to emerge from bankruptcy benefits everyone with a stake in the company's future," the Financial Times related. Grace stated in a regulatory filing with the U.S. Securities and Exchange Commission that, "The effectiveness of the Joint Plan is subject to the satisfaction or waiver of a number of conditions precedent, including the condition that the order confirming the Joint Plan become final and non-appealable. Upon approval of the Settlement Agreement by the Bankruptcy Court, the Bank Lenders are required to withdraw their appeal, which will result in the satisfaction of such condition. Grace continues to target January 31, 2014 for emergence from Chapter 11." Judge Carey will convene a hearing on Jan. 29, 2014, at 10:00 a.m., to consider approval of the settlement. Objections are due Jan. 13. A full-text copy of the Settlement, dated Dec. 23, 2013, is available at http://bankrupt.com/misc/GRACEplandeal1223.pdf About W.R. Grace Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA) -- http://www.grace.com/-- supplies catalysts and silica products, especially construction chemicals and building materials, and container products globally. Grace employs approximately 6,500 people in over 40 countries and had 2012 net sales of $3.2 billion. The company and its debtor-affiliates filed for chapter 11 protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139). The Debtors are represented by Adam Paul, Esq., and John Donley, P.C., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois; Roger Higgins, Esq., at The Law Offices of Roger Higgins, in Chicago, Illinois; and Laura Davis Jones, Esq., James E. O'Neill, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang Ziehl & Jones, LLP, in Wilmington, Delaware. The Debtors hired Blackstone Group, L.P., for financial advice. PricewaterhouseCoopers LLP is the Debtors' accountant. Stroock & Stroock & Lavan, LLP, and Duane Morris, LLP, represent the Official Committee of Unsecured Creditors. The Creditors Committee tapped Capstone Corporate Recovery LLC for financial advice. Roger Frankel serves as legal representative for victims of asbestos exposure who may file claims against W.R. Grace. Mr. Frankel, a partner at Orrick Herrington & Sutcliffe LLP, replaces David Austern, who was appointed to that role in 2004. Mr. Frankel has served as legal counsel for Mr. Austern who passed away in May 2013. The FCR is represented by Orrick Herrington & Sutcliffe LLP as counsel; Phillips Goldman & Spence, P.A., as Delaware co-counsel; and Lincoln Partners Advisors LLC as financial adviser. Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official Committee of Asbestos Personal Injury Claimants. The Asbestos Committee of Property Damage Claimants tapped Scott Baena, Esq., and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod, LLP, to represent it. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel, LLP, represents the Official Committee of Equity Security Holders. W.R. Grace obtained confirmation of a plan co-proposed with the Official Committee of Asbestos Personal Injury Claimants, the Official Committee of Equity Security Holders, and the Asbestos Future Claimants Representative. The Chapter 11 plan is built around an April 2008 settlement for all present and future asbestos personal injury claims, and a subsequent settlement for asbestos property damage claims. Implementation of the Plan has been held up by appeals in District Court from various parties, including a group of prepetition bank lenders and the Official Committee of Unsecured Creditors. District Judge Ronald Buckwalter on Jan. 31, 2012, entered an order affirming the bankruptcy court's confirmation of the Plan. Bankruptcy Judge Judith Fitzgerald had approved the Plan on Jan. 31, 2011. The plan can't be implemented because pre-bankruptcy secured bank lenders filed an appeal currently pending in the U.S. Court of Appeals in Philadelphia. Bankruptcy Creditors' Service, Inc., publishes W.R. Grace Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). W.R. GRACE: Completes Purchase of Dow's UNIPOL Process ------------------------------------------------------ W.R. Grace & Co. announced on Dec. 2, 2013, that it has completed the acquisition of the assets of the Polypropylene Licensing and Catalysts business of The Dow Chemical Company for a cash purchase price of $500 million. The acquisition includes UNIPOL(TM) Polypropylene Process Technology and makes Grace the second largest polypropylene licensor in the world based on installed capacity, advancing Grace's leadership in the broader polyolefin sector. "The UNIPOL brand and the capabilities it represents are highly respected in the marketplace, and we are committed to strengthening that position," Grace Chairman and Chief Executive Officer Fred Festa, said in a press statement. "We look forward to communicating our expanded capabilities and full portfolio of products and services to our customers and the broader global marketplace. We're pleased to welcome a very talented team to Grace." Grace will continue to support the UNIPOL(TM) Polypropylene Process Technology, which includes the UNIPOL UNIPPAC(TM) Process Control System, a recognized leader in the industry. The UNIPOL(TM) tailored SHAC(TM) Catalysts Systems, 6th Generation non-phthalate CONSISTA(TM) Catalysts Systems, and advanced donor systems, ADT and CONSISTA(TM), enhance Grace's polyolefin catalysts portfolio. These products complement Grace's polypropylene catalysts families of POLYTRAK(R), and HYAMPP(TM) and its polyethylene catalyst systems such as Cr-based catalysts (MAGNAPORE(R)), Ziegler-Natta Catalysts, and Single Site Catalysts. Grace hosted a conference call and webcast on December 12, 2013 at 11:00 a.m. ET to review the company's recent UNIPOL acquisition and review the status of its timeline for Chapter 11 emergence. About W.R. Grace Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA) -- http://www.grace.com/-- supplies catalysts and silica products, especially construction chemicals and building materials, and container products globally. Grace employs approximately 6,500 people in over 40 countries and had 2012 net sales of $3.2 billion. The company and its debtor-affiliates filed for chapter 11 protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139). The Debtors are represented by Adam Paul, Esq., and John Donley, P.C., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois; Roger Higgins, Esq., at The Law Offices of Roger Higgins, in Chicago, Illinois; and Laura Davis Jones, Esq., James E. O'Neill, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang Ziehl & Jones, LLP, in Wilmington, Delaware. The Debtors hired Blackstone Group, L.P., for financial advice. PricewaterhouseCoopers LLP is the Debtors' accountant. Stroock & Stroock & Lavan, LLP, and Duane Morris, LLP, represent the Official Committee of Unsecured Creditors. The Creditors Committee tapped Capstone Corporate Recovery LLC for financial advice. Roger Frankel serves as legal representative for victims of asbestos exposure who may file claims against W.R. Grace. Mr. Frankel, a partner at Orrick Herrington & Sutcliffe LLP, replaces David Austern, who was appointed to that role in 2004. Mr. Frankel has served as legal counsel for Mr. Austern who passed away in May 2013. The FCR is represented by Orrick Herrington & Sutcliffe LLP as counsel; Phillips Goldman & Spence, P.A., as Delaware co-counsel; and Lincoln Partners Advisors LLC as financial adviser. Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official Committee of Asbestos Personal Injury Claimants. The Asbestos Committee of Property Damage Claimants tapped Scott Baena, Esq., and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod, LLP, to represent it. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel, LLP, represents the Official Committee of Equity Security Holders. W.R. Grace obtained confirmation of a plan co-proposed with the Official Committee of Asbestos Personal Injury Claimants, the Official Committee of Equity Security Holders, and the Asbestos Future Claimants Representative. The Chapter 11 plan is built around an April 2008 settlement for all present and future asbestos personal injury claims, and a subsequent settlement for asbestos property damage claims. Implementation of the Plan has been held up by appeals in District Court from various parties, including a group of prepetition bank lenders and the Official Committee of Unsecured Creditors. District Judge Ronald Buckwalter on Jan. 31, 2012, entered an order affirming the bankruptcy court's confirmation of the Plan. Bankruptcy Judge Judith Fitzgerald had approved the Plan on Jan. 31, 2011. The plan can't be implemented because pre-bankruptcy secured bank lenders filed an appeal currently pending in the U.S. Court of Appeals in Philadelphia. Bankruptcy Creditors' Service, Inc., publishes W.R. Grace Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). WAVE SYSTEMS: Inks Employment Agreement with CEO ------------------------------------------------ Wave Systems Corp. entered into a letter agreement with Mr. William M. Solms, the Company's chief executive officer. Pursuant to the terms of the Letter Agreement, Mr. Solms will receive an annual base salary of $200,000 and a performance-based bonus to earn up to an additional $200,000 for the first year of Mr. Solms employment as CEO (beginning on Oct. 6, 2013). In addition, Mr. Solms will receive 275,000 stock options, which vest over three years and expire ten years after the date of the grant, and certain other customary benefits as described in the Letter Agreement. 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 Sept. 30, 2013, showed $12.03 million in total assets, $19.82 million in total liabilities and a $7.79 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. WESTERN FUNDING: Judge Approves Sale to Westlake Services --------------------------------------------------------- Tom Corrigan, writing for Daily Bankruptcy Review, reported that a bankruptcy judge approved the sale of Las Vegas-based auto lender Western Funding Inc. to Westlake Services LLC. According to the report, Judge Laurel Davis of the U.S. Bankruptcy Court in Las Vegas on Monday signed off on the 71-page purchase agreement for a deal valued at $27 million, according to documents filed with the court. The deal creates a pool of money to repay some of Western Funding's $30.8 million bank loan. About Western Funding Las Vegas car-loan maker Western Funding Inc. filed for Chapter 11 bankruptcy protection (Bankr. D. Nev. Case No. 13-17588) on Sept. 4, 2013, after its own lender said the company broke borrowing promises made in 2012. Matthew C. Zirzow, Esq., at Larson & Zirzow, LLC, in Las Vegas, Nevada, represents the Debtor. The Debtors tapped FTI Consulting, Inc., as investment bankers to assist with sales transactions. Jeanette E. McPherson, Esq., at Schwartzer & McPherson Law Firm represents the Official Committee of Unsecured Creditors. The Committee retained Amherst Consulting, LLC, as investment banker. Western Funding unveiled a liquidation plan based on the sale of its primary business to Westlake Services. The plan creates a liquidation trust for the benefit of unsecured creditors and spells out how the company would be dissolved. The trust can pursue lawsuits with any proceeds earmarked for unsecured creditors. WPCS INTERNATIONAL: Discusses New Contracts, Operations Update -------------------------------------------------------------- WPCS International Incorporated announced several operational and corporate updates related to its contracting business, recent Bitcoin acquisition and administrative matters as of Dec. 31, 2013. According to interim CEO Sebastian Giordano, "We believe that the aggressive steps we began implementing in August 2013 and continue to execute to stabilize and turnaround core operations, reduce corporate overhead, and improve stockholders' equity are working. Meanwhile, we will be equally diligent in establishing our newly acquired Bitcoin operation to best position ourselves for growth in this sector." The following are some of the recent developments the Company wants to highlight as calendar 2013 comes to a close: * Since last reporting new contracts for July and August 2013, the Company is announcing that for the four months ended December 31, 2013, its two profitable domestic subsidiaries have executed new project contract awards of approximately $6.8 million, a 27% increase over the $5.4 million of contracts awarded for the same period last year. Notable customers included: Johnson Controls, Siemens, Honeywell, SimplexGrinell, San Francisco International Airport, Sutter General Hospital and California Pacific Medical Center; * The Company has initiated a search for a president for its Bitcoin trading platform, BTX Trader, LLC; secured office space for BTX in New York City; and is currently pursuing several key BTX-related strategic initiatives that it hopes to be able to report upon early in 2014. In addition, since announcing the public beta of its BTX trading platform, the Company has experienced a 600% increase in beta enrollments; * With its corporate office lease expiring on January 31, 2014, the Company will be relocating to a smaller, lower cost space, which will be accompanied by further reductions in related overhead expenses. Recently, the Company entered into a separation agreement with a former executive that it expects will save approximately $200,000 in future compensation expense; and * The Company has entered into a non-binding agreement with a business broker to find a buyer for the 60% interest in its China-based joint venture. "We believe that WPCS is a company on the forefront of exciting change and we are proactively pursuing numerous operational and strategic measures to try to capitalize on the opportunities. Moreover, other current initiatives include discussions with: (i) certain independent public accounting firms, with client experience that includes companies engaged in the type of next- generation technologies, on-line payment systems, trading platforms, or similar industries as BTX, and which we believe would be more appropriately suited for our evolving business; (ii) investor relations firms that would help us more effectively communicate our revitalized message to the investor community; and (iii) specialized resources that will enhance our team of expert advisors; the selections of which we expect will be resolved shortly, in each of these areas," Giordano continued. In closing, Giordano added that, "We are very encouraged by the improvements that have been made thus far and expect will continue to be made to improve WPCS' balance sheet and profitability. We are excited about Bitcoin and the potential offered by BTX to participate in an evolving marketplace. Considering where we were just five months ago before implementing our plans, we are very confident about the future prospects for the Company and for building shareholder value in 2014 and beyond." Unregistered Sales of Equity Securities On Dec. 19, 2013, WPCS International received conversion notices to issue an aggregate of 69,948 shares of its common stock, par value $0.0001 per share to two investors upon the conversion of $13,784 of principal face value secured convertible notes issued Dec. 5, 2012. On Dec. 27, 2013, the Company received conversion notices to issue an aggregate of 5,888,943 shares of Common Stock to seven investors upon the conversion of $1,167,656 of principal face value secured convertible notes issued Dec. 5, 2012. On Dec. 30, 2013, the Company received conversion notices to issue an aggregate of 456,290 shares of Common Stock to two investors upon the conversion of $90,000 of principal face value secured convertible notes issued Dec. 5, 2012. All of the shares were issued pursuant to the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended. As of the close of business on Dec. 30, 2013, the Company had 12,051,003 shares of Common Stock deemed issued and outstanding, and the outstanding balance of the principal face amount of the secured convertible notes was $1,266,560. EVP Resigns Effective at the close of business on Dec. 31, 2013, Myron Polulak resigned as executive vice president of the Company. Pursuant to a separation agreement with Polulak, through April 30, 2014, the Company will continue to pay Polulak his current base salary and provide medical and other insurance benefits. About WPCS International WPCS -- http://www.wpcs.com-- is a design-build engineering company that focuses on the implementation requirements of communications infrastructure. The company provides its engineering capabilities including wireless communications, specialty construction and electrical power to the public services, healthcare, energy and corporate enterprise markets worldwide. CohnReznick LLP, in Roseland, New Jersey, expressed substantial doubt about WPCS International's ability to continue as a going concern following the annual report for the year ended April 30, 2013. The independent auditors noted that the Company has incurred net losses and negative cash flows from operating activities, had a working capital deficiency as of and for the years ended April 30, 2013, and 2012, and has an accumulated deficit as of April 30, 2013. The Company reported a net loss of $6.8 million on $42.3 million of revenue in fiscal 2013, compared with a net loss of $20.6 million on $65.5 million in fiscal 2012. The Company's balance sheet at Oct. 31, 2013, showed $18.41 million in total assets, $13.87 million in total liabilities, and $4.54 million in total equity. * Creditors of Distressed Companies Seek Disclosures ---------------------------------------------------- Emily Glazer, writing for Daily Bankruptcy Review, reported that creditors of distressed companies have taken on a new role: transparency advocates. According to the report, bondholders and other creditors of companies close to bankruptcy are pushing the firms to disclose heaps of information after confidential talks with the distressed outfits stall or end. Their goal: to be able to trade free from accusations that they are using inside information not accessible to others. Such document dumps have become standard practice following confidential creditor talks, when hedge funds and others that deal in distressed debt often learn otherwise private financial information, the report said. While they are talking, they can't trade. But once talks end, creditors want the companies to disclose what was shared so the creditors can get back to trading in the company's debt. About 36 hours before it filed for Latin America's biggest bankruptcy at the end of October, Oleo e Gas Participacoes SA, then known as OGX, released a roughly 90-page stack of company arcana that had been shared with some bondholders during restructuring negotiations, the report related. Similar disclosures have happened three other times in the past year with Energy Future Holdings Corp., the report further related. One of them went through more than 20 drafts, according to people involved in the discussions around the Texas utility that has been contemplating bankruptcy and counts many Wall Street stalwarts among its creditors. * Rules Proposed to Curb Muni-Bond Advisers ------------------------------------------- Andrew Ackerman, writing for The Wall Street Journal, reported that U.S. securities regulators, under pressure from Congress to prevent a repeat of financial debacles in municipalities like Detroit and Jefferson County, Ala., are set to propose a series of rules to rein in advisers that help states and localities raise cash in the $3.7 trillion municipal-bond market. According to the report, the Municipal Securities Rulemaking Board, a self-regulator for the muni-bond market, is expected this week to propose the first of a long-delayed set of rules for municipal advisers aimed at better protecting taxpayers from the types of complex transactions that soured during the financial crisis. Many unsophisticated local governments didn't fully understand those transactions, which primarily involved so-called interest-rate swaps to hedge against higher borrowing costs. The advisers targeted by the rules are firms, sometimes affiliated with banks, hired to work with states and localities to time, market and price municipal-bond deals and related transactions, the report related. But most advisers are unaffiliated with banks and were previously unregulated. Lawmakers and regulators say they pushed to increase oversight of municipal advisers in the wake of tumult in localities like Jefferson County, where officials and Wall Street firms repeatedly used interest-rate swaps as a vehicle for kickbacks and other types of fraud, the report said. The 2010 Dodd-Frank financial law requires the advisers to register with the Securities and Exchange Commission and adhere to MSRB rules. Matt Fabian, managing director at the research firm Municipal Market Advisors, said the rules could help municipalities avoid repeating mistakes that have caused financial turmoil in cities like Detroit, where the structure of swaps contributed to the now- bankrupt city's problems, the report further related. Under the coming rules, which set broad standards of conduct, a swap adviser would have to better understand and disclose the risks of such transactions to their clients. * Filings Drop 13% as December Marks 6-Year Low ----------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, citing data compiled from court records by Epiq Systems Inc., reports that bankruptcy filings dropped 13 percent last year to 1.03 million, as December saw the fewest filings of any month since October 2007. The 2,900 commercial bankruptcies of all types and the 390 Chapter 11s in December also marked monthly lows not seen since before the recession. * Yellen Confirmed as Fed Chief ------------------------------- Kristina Peterson and Pedro Nicolaci da Costa, writing for The Wall Street Journal, reported that Janet Yellen will join the ranks of the most powerful economic policy makers in the world next month, taking the helm of the Federal Reserve at a time when the central bank is assessing its unprecedented steps to buoy the U.S. economy. According to the report, the 67-year-old Ms. Yellen, currently the vice chairwoman of the Fed's board of governors, will become the first woman to lead the central bank in its 100-year history after the Senate voted to confirm her in a 56-26 vote. Eleven Republicans joined 45 Democrats to support her; no Democrats opposed her. Weather-related travel problems caused some lawmakers to miss the vote. Expected to assume office on Feb. 1, Ms. Yellen will immediately be forced to grapple with questions over whether the economy that is on the mend can withstand further dialing back of the Fed's latest bond-buying program, which she has championed, the report related. If the Fed moves too fast, it could cool the recovery. If it moves too slowly, it could fuel asset bubbles or excessive inflation. The Fed cited improvements in growth and employment in December when it decided to trim its bond buys to $75 billion a month from $85 billion. Senate Democrats said they expected Ms. Yellen to keep a vigilant eye on the financial system to prevent the kinds of systemic failures that sent the country into a deep recession, the report further related. "It is more important than ever that we have strong regulators like Governor Yellen who can recognize emerging threats to economic stability," Sen. Sherrod Brown (D., Ohio) said on the Senate floor shortly before the vote, the report cited. "In confirming her, we can look forward to a new era of recovery and growth." * SEC Names Michael Osnato as Enforcement Division Unit Chief ------------------------------------------------------------- The Securities and Exchange Commission announced on Jan. 6 that Michael J. Osnato, Jr. has been named chief of the Enforcement Division unit that conducts investigations into complex financial instruments. Mr. Osnato, who joined the SEC staff in 2008 and has served as an assistant director in the New York Regional Office since 2010, has played a key role in a number of significant SEC enforcement actions. For instance, Mr. Osnato helped spearhead the SEC's case against JPMorgan Chase & Co. and two former traders for fraudulently overvaluing a complex trading portfolio in order to hide massive losses, and the subsequent action in which the bank admitted that it violated federal securities laws. Mr. Osnato will now lead a Complex Financial Instruments Unit that is comprised of attorneys and industry experts working in SEC offices across the country to investigate potential misconduct related to asset-backed securities, derivatives, and other complex financial products. The unit was created along with four other specialized enforcement units in 2010, and was formerly known as the Structured and New Products Unit. "Michael is a natural leader who brings keen investigative instincts and exceptional judgment to his work," said Andrew J. Ceresney, co-director of the SEC's Division of Enforcement. "He has been a valuable part of our efforts to punish misconduct related to complex financial instruments, and we are pleased that he will bring his considerable talents and skills to the unit." Among other SEC enforcement actions under Mr. Osnato's purview have been charges against four former investment bankers and traders at Credit Suisse Group in a scheme to overstate the prices of $3 billion in subprime bonds, and actions related to operators of the Reserve Primary Fund. "I am honored and gratified to have this opportunity to lead the Complex Financial Instruments Unit," said Mr. Osnato. "The unit has targeted fraud in some of the most challenging areas of the markets, and I look forward to working with the many talented professionals in the unit to keep the Enforcement Division on the cutting edge of today's financial markets." Prior to joining the SEC enforcement staff, Mr. Osnato worked at Shearman & Sterling LLP and later at Linklaters LLP in New York. He earned his bachelor's degree from Williams College and his law degree from Fordham Law School. * Moody's Says Oversupply to Cool Oil Prices in North America ------------------------------------------------------------- High oil prices will continue to support global oil development, including oil sands and shale, in 2014, Moody's Investors Service says in a new report, "Oversupply Will Cool Oil Market in 2014 but US Midstream Growth Will Stay Robust." But oversupply could bring prices down slightly -- particularly in North America -- from historically strong levels at the start of the year. "A drop in Chinese growth and a surge in OPEC production pose the biggest risks to oil prices as we head into the new year," the report says. "Prices could fall if Chinese GDP growth slows significantly and OPEC members go above targeted production of 30 million barrels a day." Increasing demand for energy, especially cleaner natural gas, and stagnant domestic consumption will continue to drive Chinese oil companies to make overseas acquisitions of reserves, the new report says. China's refined product exports will also increase, with large additions to new refining capacity in the next two years. And over the next several years negotiating leverage will shift from offshore drilling rig providers to their customers as the number of new rigs increases, the rating agency says. For drilling rig owners with older equipment, such as Diamond Offshore Drilling, Ensco and Transocean, conditions will be more challenging. Moody's expects investment in North American midstream infrastructure to remain strong in 2014, with capital spending increasing by 20%-30%. Limited transportation options will keep producers under pressure, particularly in booming unconventional plays such as the Bakken and Marcellus shale formations. The rapid growth of both the upstream and midstream sectors does however raise the risk of stranded midstream assets. US regulation of hydraulic fracturing may grow by degrees, but no significant changes in federal or state oversight are expected. Meanwhile, master limited partnerships (MLPs) will continue to expand beyond their more traditional home in the US midstream sector in 2014, as upstream, refining and even drilling companies pursue MLPs in search of higher valuations, the report says. "Shareholders will increasingly urge drillers to form MLPs, especially those with new rigs and long-term contracts, while activist shareholders will continue to pressure the overall oil and gas sector for higher cash distributions." The new report leaves unchanged Moody's oil and gas price assumptions for 2014 and 2015, which it uses for rating purposes only, rather than as predictions. The agency's price assumptions, last revised in November 2013, call for Brent crude, the international benchmark, to average $95 per barrel (bbl) in 2014 and $90/bbl in 2015, compared to $90/bbl in 2014 and $85/bbl in 2015 for West Texas Intermediate, the US benchmark. For North American natural gas, Moody's has a price assumption of $3.75 per million Btus in 2014 and $4.00 per million Btus in 2015. * NewOak Appoints Neil McPherson as Head of Business Development ---------------------------------------------------------------- NewOak announced the appointment of Neil McPherson as head of business development. Mr. McPherson, who was part of the original business development team when NewOak launched in 2008, returns to the firm with responsibility for coordinating NewOak's client development efforts across all its business lines: valuation and risk advisory, litigation consulting and dispute resolution, mortgage credit services and financial technology solutions. "We are very fortunate to have Neil rejoin us," said NewOak Chief Executive Officer Ron D'Vari. "Neil is a true veteran of the markets and understands financial institutions' needs and the highly technical services NewOak offers to support them. Importantly, he is fun to work with and his energy and enthusiasm is viral." "Neil brings a wealth of experience and has a proven track record of managing and driving business development activities," said NewOak President James Frischling. "It's also a tremendous compliment to both Neil and the NewOak platform to be able to welcome back one of our original team members. Who says you can't go home again?" Following his first stint at NewOak, McPherson joined Markit in 2009 as managing director and the global head of structured finance. While at Markit, he launched a pricing service for the buyside and later led Markit's index licensing business for cash and synthetics. "I wanted to get back to a role where I was out of the office seeing and serving clients again, which is part of my DNA," said Mr. McPherson. "NewOak has come a long way in the past five years. They have built a solid credit, valuation and risk advisory business with a team of seasoned professionals producing high- quality deliverables. I'm excited to be back with my former teammates and seek to drive our expansion as we move to the next phase in NewOak's development." Prior to NewOak, Mr. McPherson was a managing director in fixed income syndicate for ABN AMRO in New York from 2005-2008. Prior to that, he spent 12 years at Credit Suisse First Boston where he served as managing director, head of ABS/CDO research and he led CSFB's ABS and CDO research team, pioneering timely and comprehensive credit surveillance for the buyside. He started at CSFB as a software developer and subsequently spent four years in MBS bond sales. Mr. McPherson has a B.S. in Systems Engineering from the University of Virginia. About NewOak NewOak -- http://www.NewOak.com-- is an independent risk advisory and specialized financial services company, providing credit, valuation and risk consulting and analytics, litigation support services, and financial technology solutions to global banks, insurers, asset managers, law firms, government and regulatory bodies. NewOak serves institutions addressing the challenges of the global credit and risk markets and the more stringent regulatory, risk- sensitive environment. With its unique mix of deep industry expertise, proprietary software (OpenRisk(TM)) and an integrated analytics platform, NewOak's services span credit modeling, distressed and illiquid asset advisory, valuation, risk analysis, mortgage credit, servicing and compliance services, enterprise risk management and financial technology solutions. ********* 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 by e-mail. 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 the nation's bankruptcy courts. The list includes links to freely downloadable of these small-dollar petitions in Acrobat PDF documents. 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. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors' Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2014. 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 ***