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/raid1/www/Hosts/bankrupt/TCR_Public/140122.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 22, 2014, Vol. 18, No. 21 Headlines 1701 COMMERCE: Judge Confirms Chapter 11 Reorganization Plan ADVANCED MICRO DEVICES: Posts Profit But Warns on Revenue AKAAL LODGING: Wins Confirmation of Chapter 11 Plan ALLIED INDUSTRIES: Cash Collateral Hearing on Jan. 30 BAY HARBOR APARTMENTS: Stabilis Fund Wins Relief From Stay BERNARD L. MADOFF: Banks Barred From Appealing Now From Decision CAESARS ENTERTAINMENT: Cuts Director's Annual Salary to $90,000 BON-TON STORES: GAMCO Asset Holds 3.7% Equity Stake CARBIZ INC: SEC Revokes Registration of Securities CENGAGE LEARNING: Creditors Demand Apax Docs Connected to Debt Buy CHINA RUITAI: SEC Revokes Registration of Securities CHRYSLER GROUP: Fiat Completes Acquisition of Automaker CLI HOLDINGS: Bitcon Miner Alydian Blocked from Selling Assets COASTAL CONDOS: Hearing on Case Dismissal Bid Continued to Feb. 5 COLLEGE OF THE CHRISTIAN BROTHERS: Says Funds Unrestricted COMMUNITY TOWERS: Case Conversion Hearing Set for Jan. 22 COMPREHENSIVE CARE: Changes Name to "Advanzeon Solutions, Inc." COYOTE MOON: Files Schedules of Assets and Liabilities CROC LLC: 12-Unit Condo Operator to Liquidate in Chapter 7 COLOR STAR: Sells Asset for $6.6 Million CUE & LOPEZ: Can Employ Auri Coira as Realtor CUE & LOPEZ: Can Hire Torres CPA as Auditor DAVID E. MCCARTER: Audio Visual Communications Shares Foreclosed DETROIT, MI: Civil Rights Plaintiffs Seek Official Committee DIGITAL DOMAIN: Forbearance Period Under DIP Loan Expires Feb. 28 DOTS LLC: Case Summary & 30 Largest Unsecured Creditors ECOTALITY INC: Wants Plan Filing Exclusivity Extended Thru March EDGENET INC: Files List of Eight Unsecured Creditors EWGS INTERMEDIARY: Klehr Harrison Approved as Counsel FAIRMONT GENERAL: Ombudsman Can Hire Greenberg Traurig as Counsel FAIRMONT GENERAL: Ombudsman Can Hire SAK Management as Advisor FISKER AUTOMOTIVE: To Auction Assets with Two Competing Bids FLUX POWER: Sells $600,000 Units to Esenjay Investments GMAC INC: Court Ruling May Impact Automobile Financing Agreements GOLDKING HOLDINGS: May Employ Epiq as Administrative Advisor GOLDKING HOLDINGS: Court Okays Hiring of Epiq as Claims Agent GOLDKING HOLDINGS: Court Approves Hiring of E-Spectrum as Advisor GREEN FIELD: Steven A. Felsenthal Named as Chapter 11 Examiner GULF COLORADO: Buyer Asks Court to Declare Asset Free of Liens GULFCOAST IRREVOCABLE: Court Won't Reconsider Trust Ruling HALLWOOD GROUP: Amends Schedule 13E-3 Statement with SEC HOUSTON REGIONAL: Comcast Reiterates Interest in Network INFINIA CORP: Jan. 29 Hearing on Bid to Purchase Run-Off Coverage INTERMETRO COMMUNICATIONS: Charles Levy Stake at 9.9% LEHMAN BROTHERS: Forecloses on Martinez Property MOHAJER12 CORP: Case Summary & 14 Unsecured Creditors MT LAUREL LODGING: Amends Schedules of Asset and Liabilities MT LAUREL LODGING: Defends Bid to Hire Perkins Coie as Counsel N-VIRO INTERNATIONAL: Defaults Under Credit Facilities NET TALK.COM: Steven Healy Elected New CFO NEW ENERGY: Nonbidder Can't Challenge Sale of Assets to JV NEW YORK CITY OPERA: Musicians Planning February Reunion Concert NNN 3500: CWCapital Balks at BMC Group as Tabulation Agent NORTHERN BEEF: White Oak Has More Time to Close Asset Sale NORTHERN BLIZZARD: Moody's Assigns B2 CFR & Rates Unsec. Bonds B3 NORTHERN BLIZZARD: S&P Assigns 'B' CCR & Rates Unsec. Notes 'B-' OCZ TECHNOLOGY: Chief Executive to Stay Onboard After Sale PACIFIC THOMAS: Seeks Approval to Borrow $6.5-Mil. in Financing PACIFIC THOMAS: Secured Creditors Still Objecting to Plan Outline PANKAJ K. KARAN: Smartlipo MPX Laser System to Be Sold Feb. 10 PLEXTRONICS INC: Chapter 11 Plan Due May 16 PLY GEM HOLDINGS: Unit Offering $550 Million of Senior Notes PLUG POWER: Closes $30 Million of Registered Offering PRESIDENTIAL REALTY: Extends Employments of CEO & Pres. Till 2015 REDE ENERGIA: Seeks U.S. Recognition of Brazilian Bankruptcy Plan RENTAL REAL ESTATE: Voluntary Chapter 11 Case Summary RIH ACQUISITION: Strikes Deal With AC Electric, South Jersey Gas ROBERT FREEMAN: 4th Circ. Flips $631K Restitution v. 'Dr. Shine' RSM PRODUCTION: To Dispute VOG's Cash Call & Notice of Default SAVIENT PHARMACEUTICALS: Rigrodsky & Long Files Class Suit SCHWAB INDUSTRIES: No Further Hearing in Malpractice Suit STANS ENERGY: Applies for Management Cease Trade Order Extension SUMMIT ACCOMMODATORS: Bloggers and Press Get Same Protections T-L CONYERS: Hearing on Bid to Extend Exclusivity Set for Feb. 12 TOWNEPLACE SUITES: Management Firm Takes Over Operations TRANSGENOMIC INC: Applies for NASDAQ Capital Market Listing UNITED SILVER: Ontario Court Appoints Duff & Phelps as Receiver UPPER VALLEY: Jan. 30 Hearing on Bid to Use Cash Collateral UPPER VALLEY: Jan. 30 Hearing on Request to Incur DIP Financing VALENCE TECHNOLOGY: Ceases Filing of SEC Reports VILLAGE AT KNAPP'S: FCB, et al. Oppose Approval of Plan Outline VISUALANT INC: Borrows $200,000 From CEO WHEATLAND MARKETPLACE: Jan. 28 Hearing on Bid to Use Cash * Sands & Associates Releases Second Annual BC Consumer Debt Study * Public Companies Face More Class Actions Despite Higher Hurdles * AlixPartners Promotes 11 to Managing Director, 35 to Director * Dennis Dunne Named Honorary Chair of Michael Lynch Dinner * Herrick Feinstein Appoints New Department Chairs & Co-Chairs * Michael Brosse Joins Lowenstein Sandler's Corporate Department * Roetzel Partner Paul Giordano Takes Over as CCA President * United Nations Honors Family of Parker Ibrahim's Joe Lemkin * Upcoming Meetings, Conferences and Seminars ********* 1701 COMMERCE: Judge Confirms Chapter 11 Reorganization Plan ------------------------------------------------------------ U.S. Bankruptcy Judge Michael Lynn confirmed the Chapter 11 plan proposed by 1701 Commerce LLC to exit bankruptcy protection. The bankruptcy judge signed off the plan on Jan. 9, which sets the stage for creditors to start getting their money back. Under the plan, creditors will recover 100% of their claims that were allowed by the court, plus interest accrued since the company's bankruptcy filing. General unsecured creditors, which assert a total of $2.978 million in claims, will be paid in full, plus postpetition interest calculated on the "federal post-judgment interest rate." Meanwhile, holders of equity interests in the company will retain their stake. Vestin Fund III, LLC (1.70%), Vestin Realty Mortgage I, Inc. (7.93%), and Vestin Realty Mortgage II, Inc. (90.37%), will retain such interests pursuant to the treatment of Class 3 under the plan. The reorganized company will continue to be managed by Vestin Mortgage LLC, which is managed by Michael Shustek, according to Judge Lynn's Jan 9 order. The court order can be accessed for free at http://is.gd/4rYZki 1701 Commerce sold last year its hotel property, which is the company's primary asset. The company, which has $4 million in cash, initially signed a deal to sell its Sheraton-branded hotel in Fort Worth to a subsidiary of Dallas-based Prism Hotels & Resorts but Prism was unable to complete the purchase. In July, 1701 Commerce completed the sale of the property to an affiliate of Presidio Hotel Fort Worth, L.P. About 1701 Commerce 1701 Commerce, LLC, owner and operator of a full service "Sheraton Hotel" located at 1701 Commerce, Fort Worth, Texas, filed for Chapter 11 protection (Bankr. N.D. Tex. Case No. 12-41748) on March 26, 2012. The Debtor also was the former operator of a Shula's steakhouse at the Hotel. 1701 Commerce was previously named Presidio Ft. Worth Hotel LLC, but changed its name to 1701 Commerce, prior to the bankruptcy filing date to reduce and minimize any potential confusion relating to an entity named Presidio Fort Worth Hotel LP, an unrelated and unaffiliated partnership that was the former owner of the hotel property owned by the Debtor. 1701 Commerce is a Nevada limited liability company whose members are Vestin Realty Mortgage I, Inc., Vestin Mortgage Realty II, Inc., and Vestin Fund III, LLC. 1701 Commerce LLC's operations are managed by Richfield Hospitality Group, an independent management company that is not affiliated with the Debtor or any of its members. Judge D. Michael Lynn presides over the bankruptcy case. The Debtor disclosed $71,842,322 in assets and $44,936,697 in liabilities. ADVANCED MICRO DEVICES: Posts Profit But Warns on Revenue --------------------------------------------------------- Anna Prior and Don Clark, writing for The Wall Street Journal, reported that Advanced Micro Devices Inc. swung to a profit in the fourth quarter but projected a decline in revenue for the current period, sending shares down nearly 10% in after-hours trading. According to the report, for the first quarter, AMD said it expects revenue to be about 16% less than the period ended in December, plus or minus 3% -- steeper than the usual seasonal decline for the industry and a worse drop than analysts expected. AMD has been trying to restructure its operations to diversify its products and adapt to progressively weak demand for PCs, which also has weighed on its peers, the report said. The Sunnyvale, Calif., company's fourth-quarter results were buoyed by sales of chips for the new videogame consoles introduced in November by Sony Corp. and Microsoft Corp., the report related. AMD customizes parts of its products for each company, creating what it calls "semi-custom" computers on a chip, or SoCs. "Combined, Sony and Microsoft reported selling more than seven million units in less than two months," said Rory Read, AMD's chief executive, during a conference call with analysts, the report cited. "This is more than double the number of prior generation consoles sold in their first quarter of introduction." About Advanced Micro Devices Sunnyvale, California-based Advanced Micro Devices, Inc., is a global semiconductor company. The Company's products include x86 microprocessors and graphics. * * * In August 2013, Standard & Poor's Ratings Services revised its outlook on Advanced Micro to negative from stable. At the same time, S&P affirmed its 'B' corporate credit and senior unsecured debt ratings on AMD. AKAAL LODGING: Wins Confirmation of Chapter 11 Plan --------------------------------------------------- Bankruptcy Judge Stephen V. Callaway last month confirmed the Chapter 11 Plan of Reorganization filed by AKAAL Lodging LLC on Aug. 16, 2013 and as immaterially modified on Sept. 23 and Nov. 15, 2013. Community Trust Bank and the U.S. Trustee objected to the First Modified Plan. However, after reviewing the objections to Confirmation and based upon the representations of counsel at the Confirmation Hearing, these objections were withdrawn. Judge Callaway also held that AKAAL's hotel establishment is presently worth $2.875 million. Southern Host Lodging Inc. manages AKAAL and several related hotel establishments. A copy of the Court's Findings of Fact and Conclusions of Law dated Dec. 9, 2013, is available at http://is.gd/qKnJFxfrom Leagle.com. AKAAL Lodging, LLC, aka Rodeway Inn & Suites, based in Bossier City, Louisiana, sought Chapter 11 bankruptcy protection (Bankr. W.D. La. Case No. 13-10640) on March 19, 2013, in Shreveport. Judge Stephen V. Callaway oversees the case. AKAAL Lodging scheduled assets of $4,036,566 and liabilities of $3,665,417. A list of the Company's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/lawb13-10640.pdf The petition was signed by Jagtar Otal, manager. AKAAL Lodging is represented by: Ryan J. Richmond, Esq. P. Douglas Stewart, Jr., Esq. Brandon A. Brown, Esq. Ryan J. Richmond, Esq. STEWART ROBBINS & BROWN, LLC Baton Rouge, LA E-mail: dstewart@stewartrobbins.com bbrown@stewartrobbins.com rrichmond@stewartrobbins.com ALLIED INDUSTRIES: Cash Collateral Hearing on Jan. 30 ----------------------------------------------------- The Jan. 30 hearing on Allied Industries, Inc.'s motion to continue using cash collateral that is subject to a security lien interest of California United Bank has been moved a couple of hours earlier, from 11:00 a.m. to 9:00 a.m. On Aug. 14, 2013, the Debtor and Bank stipulated to the use of cash collateral through Dec. 31, 2013. On Aug. 15, 2014, the Court entered an order approving this stipulation. The Debtor now seeks Court authorization to use cash collateral because CUB has refused to consent to use of cash collateral beyond Dec. 31, 2013. The Debtor said it is in the midst of a massive reorganization. Over the past nine months that the Debtor has been in bankruptcy, the Debtor said it has significantly reduced expenses; swapped out low margin, high risk projects in favor of ones with high margins and low risk; and aggressively focused on obtaining new business through the growth of its sales team. The Debtor has also been working constructively with the Official Committee of Unsecured Creditors as well as the Committee's financial advisors. The Debtor continues to seek authorization to use cash collateral consistent with the terms of the Court-approved August Cash Collateral Stipulation. The Debtor said it continues to show signs of improving its bottom line and its margins. Over the course of the bankruptcy, the Debtor has refocused its business from handling high risk and low margin projects that required substantial outlays of cash to handling low risk, high margin projects that require a minimal outlay of cash and are usually paid within 60 to 90 days. Larger projects often involved waiting for several years before the full payment was made. Furthermore, the Debtor has substantially cut its expenses. To increase revenues, the Debtor recently hired an experienced sales manager who will be focused on maximizing sales from existing and potential clients. The Debtor is also hiring new salespeople, whom the Debtor calls project managers to reflect their role in overseeing the beginning and end of projects. The combined benefit of this new sales manager plus more salespeople will be to add new work that will generate new income to pay the Debtor's debts. The Debtor seeks use of CUB's cash collateral for 90 days from January 1, 2014 to March 30, 2014. In contrast, if the Debtor is denied the use of cash collateral, it may be unable to complete pending projects, and the value of any collateral will likely suffer immediate and irreparable harm. As reported in the Troubled Company Reporter on Dec. 10, 2013, California United Bank told the Court it would oppose Allied Industries' use of cash collateral beyond Dec. 31, 2013. CUB does not believe the Debtor can propose a feasible plan of reorganization based around the continued operation of the Debtor's business. The bank, therefore, will not stipulate to further cash collateral use and will oppose the Debtor's motion for continued use of cash, absent persuasive evidence that a feasible plan is in prospect. Among other concerns, the bank notes that the Debtor's October monthly operating report shows an accrued loss of over $268,000 per month. Attorneys for Debtor can be reached at: Dheeraj K. Singhal, Esq. Dixon L. Gardner, Esq. DCDM LAW GROUP, PC 30 N. Raymond Ave., Suite 801 Pasadena, CA 91103 Tel: (626) 689-2407 Fax: (626) 689-2205 E-mail: dksinghal@dcdmlawgroup.com dgardner@dcdmlawgroup.com About Allied Industries Allied Industries, Inc., filed a Chapter 11 petition (Bankr. C.D. Cal. Case. No. 13-11948) on March 21, 2013. The petition was signed by Ernesto Gutierrez as president and chief executive officer. The Debtor scheduled assets of $13,086,216 and scheduled liabilities of $7,457,365. Then Debtor has tapped Dheeraj K. Singhal, Esq., and Dixon L. Gardner, Esq. at DCDM Law Group, P.C., as counsel, the Capital Turnaround Group, Inc., as turnaround consultant, and Glenn M. Gelman & Associates as accountants. The Official Committee of Unsecured Creditors has retained Pachulski Stang Ziehl & Jones LLP as counsel and CohnReznick LLP as financial advisor. BAY HARBOR APARTMENTS: Stabilis Fund Wins Relief From Stay ---------------------------------------------------------- Bankruptcy Judge Gerald D. Fines in a December ruling granted Stabilis Fund II, LLC, relief from the automatic stay in the Chapter 11 cases of Gerald Hartman and Lynne E. Hartman; and Bay Harbor Apartments, LLC. According to Judge Fines, the undisputed facts before the Court clearly show that Stabilis is not adequately protected in its interest in the Debtors' real estate assets, that the Debtors do not have any equity in their real estate assets, and that there has not been an adequate showing that the real estate assets in question are necessary to an effective reorganization. When they filed for bankruptcy, the Debtors' personal assets consisted almost exclusively of $21,953.41 in checking, savings, or other financial accounts. The majority of the personal assets were held in an income tax escrow account. The Debtors showed general unsecured non-priority claims of $177,185. This amount did not include any deficiency claim that may be due and owing to Stabilis under its mortgage on all of the Debtors' real estate holdings. The Debtors' real estate is fully encumbered by the mortgage lien of Stabilis, which has filed a proof of claim for $4,964,838. Stabilis asserts a secured claim up to the value of the Debtors' real estate assets and an unsecured claim for the remaining deficiency. The Debtors' exclusive period to file a plan of reorganization under Chapter 11 lapsed on July 16, 2013, with no plan being filed prior to that date. On Sept. 12, 2013, the Debtors filed Disclosure Statements and Plans of Reorganization designating four classes of creditors. Class 1 consists of the claims of Champaign County, Illinois, for unsold real estate taxes due and owing on the Debtors' real estate, which the Debtors indicate amount to approximately $7,561.24, as of August 15, 2013. Class 2 consists of the claims of various third-party purchases of unpaid real estate taxes for the real estate collateral of the Debtors, which the Debtors' Plans indicate equal approximately $181,980.10, as of August 15, 2013. Class 3 of the Debtors' Plans consists of the secured claims of lender, Stabilis Fund II, LLC. Class 4 of the Debtors' Plans consists of all unsecured claims. A hearing was held on Stabilis' Motion (I) for Relief from Stay, and (II) to Prohibit Debtor's Unauthorized Use of Cash Collateral filed in each of the cases on Oct. 17, 2013. At hearing, Gerald Hartman testified that the Plan in each case was only a proposal and that no statement of projections to verify if the Plans were feasible had been prepared. Gerald Hartman further stated that "all or some" of the real property assets were necessary for an effective reorganization; however, he did not elaborate which, if any, of the individual real estate property assets were absolutely necessary for an effective reorganization. According to Judge Fines, it is clear from the record of the Debtors' bankruptcy proceedings and from the testimony of Gerald Hartman that the reorganization plans will be financed using the revenues from the real property assets retained by the Debtors, and that no holder of any equity interest in the Debtors is contributing any money or financing in any connection with the Plans. It is also clear that the Debtors will need new and additional financing from a third party in order to resolve the secured claims of Stabilis at the end of their plan terms. Gerald Hartman testified that at present there is no commitment for financing in the future. In addition to admitting that the Debtors have no commitment for financing to resolve the secured claim of Stabilis, the Debtors also admit that Stabilis' cash collateral, consisting of rents generated from the Debtors' rental properties has been used without consent from Stabilis and without authorization from the Court. A copy of the Court's Dec. 11, 2013 Opinion is available at http://is.gd/WVpMyafrom Leagle.com. Bay Harbor Apartments, LLC, based in Champaign, Illinois, sought Chapter 11 bankruptcy protection (Bankr. C.D. Ill. Case No. 13-90310) on March 18, 2013. Judge Gerald D. Fines presides over the case. Brett Kepley, Esq., at Rawles, O'Byrne, Stanko & Kepley, P.C., serves as Bay Harbor's counsel. In its petition, Bay Harbor estimated $1 million to $10 million in both assets and debts. The petition was signed by Gerald W. Hartman, member. Mr. Hartman and Lynne E. Hartman also filed a joint Chapter 11 petition (Case No. 13-90309) on the same date. The majority of the Debtors' assets consist almost entirely of real estate, which the Debtors' bankruptcy schedules indicate have a consolidated value of approximately $2,868,013. The bulk of the real estate consists of rental properties owned and managed by the Debtors. BERNARD L. MADOFF: Banks Barred From Appealing Now From Decision ---------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Credit Suisse Group AG, Barclays Plc and 17 other foreign banks were barred by U.S. District Judge Jed Rakoff for the time being from appealing his Oct. 29 opinion giving Bernard Madoff's trustee the right to sue them as feeder-fund customers. Judge Rakoff refused to allow appeals in a three-page opinion on Jan. 14, the report related. Blocking an appeal now has strategic and procedural significance, Mr. Rochelle pointed out. The banks consequently face a quicker trial and the possibility of entry of judgment against them. Barring an appeal would typically give a trustee additional leverage in any settlement talks. Judge Rakoff said he has "unfettered discretion" to deny an appeal before a lawsuit is completed entirely, the report further related. In the bank cases, Judge Rakoff sent the suits back to U.S. Bankruptcy Judge Burton R. Lifland to process. The banks would be allowed to appeal only after a trial is completed and the dollar amount of their liability is determined. Judge Rakoff said that so-called interlocutory appeals are permitted only in "exceptional circumstances" and when there is doubt the ruling was correct, the report added. Judge Rakoff said there's no "substantial ground for difference of opinion" about the correctness of his October ruling. In denying an appeal at this time, Judge Rakoff said he relied on the reasons given by Picard, who urged forestalling an appeal, the report said. The bank case before Judge Rakoff is part of In re Bernard L. Madoff Investment Securities LLC, 12-mc-00115, U.S. District Court, Southern District of New York (Manhattan). 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 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. CAESARS ENTERTAINMENT: Cuts Director's Annual Salary to $90,000 --------------------------------------------------------------- The Board of Directors of Caesars Entertainment Corporation approved a reduction in the compensation of Director Lynn Swann from $115,000 per year to $90,000 per year effective Jan. 1, 2014, to reflect his change in responsibilities. Mr. Swann is no longer a member of the Company's Audit Committee but continues to serve as a member of the Company's Human Resources Committee, the Nominating and Corporate Governance Committee and the 162(m) Plan Committee. About Caesars Entertainment Caesars Entertainment Corp., formerly Harrah's Entertainment Inc. -- http://www.caesars.com/-- is one of the world's largest casino companies, with annual revenue of $4.2 billion, 20 properties on three continents, more than 25,000 hotel rooms, two million square feet of casino space and 50,000 employees. Caesars casino resorts operate under the Caesars, Bally's, Flamingo, Grand Casinos, Hilton and Paris brand names. The Company has its corporate headquarters in Las Vegas. Harrah's announced its re-branding to Caesar's on mid-November 2010. The Company incurred a net loss of $1.49 billion on $8.58 billion of net revenues for the year ended Dec. 31, 2012, as compared with a net loss of $666.70 million on $8.57 billion of net revenues during the prior year. The Company's balance sheet at Sept. 30, 2013, showed $26.09 billion in total assets, $27.59 billion in total liabilities and a $1.49 billion total deficit. * * * Caesars Entertainment carries a 'CCC' long-term issuer default rating, with negative outlook, from Fitch and a 'Caa1' corporate family rating with negative outlook from Moody's Investors Service. As reported in the TCR on Feb. 5, 2013, Moody's Investors Service lowered the Speculative Grade Liquidity rating of Caesars Entertainment Corporation to SGL-3 from SGL-2, reflecting declining revolver availability and Moody's concerns that Caesars' earnings and cash flow will remain under pressure causing the company's negative cash flow to worsen. In the May 7, 2013, edition of the TCR, Standard & Poor's Ratings Services said that it lowered its corporate credit ratings on Las Vegas-based Caesars Entertainment Corp. (CEC) and wholly owned subsidiary Caesars Entertainment Operating Co. (CEOC) to 'CCC+' from 'B-'. "The downgrade reflects weaker-than-expected operating performance in the first quarter, and our view that Caesars' capital structure may be unsustainable over the next two years based on our EBITDA forecast for the company," said Standard & Poor's credit analyst Melissa Long. BON-TON STORES: GAMCO Asset Holds 3.7% Equity Stake --------------------------------------------------- In an amended Schedule 13D filed with the U.S. Securities and Exchange Commission, GAMCO Asset Management Inc. and its affiliates disclosed that as of Jan. 14, 2014, they beneficially owned 647,397 shares of common stock of The Bon-Ton Stores, Inc., representing 3.7 percent of the shares outstanding. GAMCO Asset previously disclosed beneficial ownership of 637,397 common shares or 3.63 percent equity stake as of Nov. 18, 2013. A copy of the regulatory filing is available at http://is.gd/kn8Guk About Bon-Ton Stores The Bon-Ton Stores, Inc., with corporate headquarters in York, Pennsylvania and Milwaukee, Wisconsin, operates 273 department stores, which includes 10 furniture galleries, in 25 states in the Northeast, Midwest and upper Great Plains under the Bon-Ton, Bergner's, Boston Store, Carson Pirie Scott, Elder-Beerman, Herberger's and Younkers nameplates and, in the Detroit, Michigan area, under the Parisian nameplate. Bon-Ton Stores disclosed a net loss of $21.55 million for the year ended Feb. 2, 2013, as compared with a net loss of $12.12 million for the year ended Jan. 28, 2012. The Company's balance sheet at Nov. 2, 2013, showed $1.80 billion in total assets, $1.75 billion in total liabilities and $48.87 million in total shareholders' equity. * * * As reported by the TCR on May 15, 2013, Moody's Investors Service upgraded The Bon-Ton Stores, Inc.'s Corporate Family Rating to B3 from Caa1 and its Probability of Default Rating to B3-PD from Caa1-PD. "The upgrade of Bon-Ton's Corporate Family Rating considers the company's ability to drive modest same store sales growth as well as operating margin expansion beginning in the second half of 2012 and that these positive trends have continued, with the company reporting that its same store were positive, and EBITDA margins expanded, in the first fiscal quarter of 2013," said Moody's Vice President Scott Tuhy. As reported by the TCR on May 17, 2013, Standard & Poor's Ratings Services affirmed the 'B-' corporate credit rating on The Bon-Ton Stores Inc. CARBIZ INC: SEC Revokes Registration of Securities -------------------------------------------------- The U.S. Securities and Exchange Commission entered an order revoking the registration of each class of registered securities of CarBiz, Inc., affirming the initial decision of an administrative law judge. The time for filing a petition for review of the Initial Decision has expired. No such petition has been filed by Carbiz and the Commission has not chosen to review the decision on its own initiative. Accordingly, the Initial Decision of the administrative law judge has become final. CarBiz Inc. operates and manages its business in two segments, which are its used car sales and leasing segment -- CarBiz Auto Credit -- and consulting and collections services offered to independent car dealerships -- Consulting and Collections. CarBiz operates 25 Buy-Here Pay-Here credit centers throughout the United States. The company also provides training, consulting, performance groups and management services for dealers seeking to improve their BHPH programs. As reported by the TCR on Feb. 17, 2010, CarBiz Inc. and its subsidiaries have turned over all of their assets to the Company's two senior secured lenders, Dealer Services Corporation and Wells Fargo Preferred Capital, Inc., and have ceased operations. CENGAGE LEARNING: Creditors Demand Apax Docs Connected to Debt Buy ------------------------------------------------------------------ The Official Committee of Unsecured Creditors in the Chapter 11 cases of Cengage Learning, Inc., and its debtor affiliates ask the U.S. Bankruptcy Court for the Eastern District of New York to compel Apax Partners, L.P., and its affiliates to produce documents relating to a discovery dispute between the parties. In September last year, the Court entered a Consent Order requiring Apax to produce, inter alia, "all documents that Apax produced to Willkie Farr & Gallagher LLP" as part of Willkie Farr & Gallagher LLP's investigation into the lawfulness and propriety of Apax's prepetition debt acquisitions. Michael Bathon, substituting for Bill Rochelle, the bankruptcy columnist for Bloomberg News, recalled that in 2007, Apax led a $7.75 billion acquisition of Cengage from Thomson Reuters Corp. The Consent Order further required Apax to produce documents on a rolling basis commencing immediately and to use reasonable best efforts to complete the production on or before Sept. 24, 2013. Contrary to the Consent Order, Apax did not produce all documents that it produced to Willkie by September 24, 2013. Instead, it produced most of the 140,586 pages it produced to Willkie well after September 24th, and Apax produced many of these documents with substantial portions redacted, even though Apax presumably produced these documents to Willkie in unredacted form. Moreover, Apax withheld over 14,000 pages as privileged. The Creditors' Committee asserts that Apax must produce the Withheld Materials for three reasons: (1) Apax waived the privilege when it disclosed the materials to Willkie; (2) Apax waived the privilege by failing to object to the disclosure of the Willkie Report; and (3) Apax waived the privilege by failing to furnish an adequate privilege log even though the Court gave Apax an extra six weeks to prepare and produce its privilege log. A hearing on the Committee's request is set for Jan. 29, 2014, at 3:00 p.m. (EST). Objections are due Jan. 22. The Committee is represented by Andrew I. Silfen, Esq., Robert M. Hirsh, Esq., and Michael S. Cryan, Esq., at ARENT FOX LLP, in New York; and Mark B. Joachim, Esq., Martin Cunniff, Esq., Jeffrey N. Rothleder, Esq., and Jackson D. Toof, Esq., at ARENT FOX LLP, in Washington D.C. 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. CHINA RUITAI: SEC Revokes Registration of Securities ---------------------------------------------------- The U.S. Securities and Exchange Commission revoked the registration of each class of registered securities of China Ruitai International Holdings Co., Ltd., affirming the initial decision of Cameron Elliot, an administrative law judge. The Initial Decision revokes the registration of the registered securities of China Ruitai based on the Company's failure to file required current and period reports with the SEC. The time for filing a petition for review of the Initial Decision has expired. No such petition has been filed by China Ruitai and the Commission has not chosen to review the decision on its own initiative. About China Ruitai Shandong, China-based China Ruitai International Holdings Co., Ltd., was organized under the laws of the State of Delaware on Nov. 15, 1955, under the name "Inland Mineral Resources Corp." Currently, the Company, through its wholly-owned subsidiary, Pacific Capital Group Co., Ltd., a corporation incorporated under the laws of the Republic of Vanuatu, and its majority-owned subsidiary, TaiAn RuiTai Cellulose Co., Ltd., a Chinese limited liability company, is engaged in the production, sales, and exportation of deeply processed chemicals, with a primary focus on non-ionic cellulose ether products in the People's Republic of China as well as to the United States, Europe, Japan, India and South Korea. As reported by the TCR on April 8, 2011, Bernstein & Pinchuk LLP, in New York, after auditing the Company's financial statements for the year ended Dec. 31, 2010, expressed substantial doubt about China Ruitai's ability to continue as a going concern. The independent auditors noted that the Company has negative working capital. The Company's balance sheet at Sept. 30, 2011, showed $130.37 million in total assets, $96.16 million in total liabilities and $34.21 million in total equity. CHRYSLER GROUP: Fiat Completes Acquisition of Automaker ------------------------------------------------------- Rachel Abrams, writing for The New York Times' DealBook, reported that classic American car manufacturer has officially become 100 percent Italian. According to the report, the Italian automobile manufacturer Fiat announced on Jan. 21 that it had completed its deal to purchase the 41 percent it did not already own of Chrysler, the once- troubled American car company. The transaction completes the $4.35 billion deal Fiat announced earlier this month, and makes Fiat the world's seventh-largest automaker. Fiat has shared ownership of Chrysler with the health care fund of the United Automobile Workers union since Chrysler emerged from bankruptcy in 2009, the report related. Since then, Fiat has made no secret about wanting to acquire the U.A.W.'s stake. "The unified ownership structure will now allow us to fully execute our vision of creating a global automaker that is truly unique in terms of mix of experience, perspective and know-how -- a solid and open organization that will ensure all employees a challenging and rewarding environment," Sergio Marchionne, Fiat's chief executive and the chairman and chief executive of the Chrysler Group, said in a statement when the deal was first announced, the report cited. As part of the plan, Fiat agreed to pay the U.A.W. trust $1.75 billion in cash, the report further related. Chrysler agreed to make $1.9 billion in contributions, along with $700 million in installments over the next four years. About Chrysler Group Chrysler Group LLC, formed in 2009 from a global strategic alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles and products. Headquartered in Auburn Hills, Michigan, Chrysler Group LLC's product lineup features some of the world's most recognizable vehicles, including the Chrysler 300, Jeep Wrangler and Ram Truck. Fiat will contribute world-class technology, platforms and powertrains for small- and medium-sized cars, allowing Chrysler Group to offer an expanded product line including environmentally friendly vehicles. Chrysler LLC and 24 affiliates on April 30, 2009, sought Chapter 11 protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead Case No. 09-50002). The U.S. and Canadian governments provided Chrysler LLC with $4.5 billion to finance its bankruptcy case. In connection with the bankruptcy filing, Chrysler reached an agreement to sell all assets to an alliance between Chrysler and Italian automobile manufacturer Fiat. Under the terms approved by the Bankruptcy Court, the company formerly known as Chrysler LLC in June 2009, formally sold substantially all of its assets to the new company, named Chrysler Group LLC. * * * Standard & Poor's Ratings Services raised its ratings on U.S.- based auto manufacturer Chrysler Group LLC, including the corporate credit rating to 'BB-' from 'B+' in mid-January 2014. The outlook is stable. CLI HOLDINGS: Bitcon Miner Alydian Blocked from Selling Assets -------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that a bankruptcy judge in Seattle denied the request of Alydian, a bitcoin miner, to set up an auction. According to the report, Bitvestment Partners LLC, which has a contract requiring Alydian to mine and deliver about 8,000 bitcoins, and which in October started a lawsuit in New York federal court seeking to compel Alydian to comply with the contract, opposed sale authorization, saying Alydian transferred $12 million in bitcoins to an insider on the day of bankruptcy. U.S. Bankruptcy Judge Karen Overstreet declined to approve a sale of the equipment, at least for the time being, the report said. The judge said she was "very close" to dismissing the case because it's just a two-party dispute between the company and Bitvestment. Judge Overstreet didn't approve a sale because the only evidence shows the equipment might bring in $400,000, and the buyer may be an insider, the report related. Although there may be expenses to offset the income, the record before the court indicated that the company is "wildly profitable," Judge Overstreet said. The better course of action might entail continued operations to generate more cash for creditors, the judge said, the report further related. About CLI Holdings CLI Holdings, Inc., doing business as Alydian, Inc., sought bankruptcy protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wash. Case No. 13-bk-19746) in Seattle on Nov. 1, 2013. Alydian is a startup backed by virtual currency "incubator" CoinLab Inc. The business began operations on Aug. 7 and was CoinLab's first portfolio company. The company listed debt of as much as $10 million and assets of less than $50,000 in its bankruptcy petition. The formal lists of assets show property with a value of $1.65 million, against $4.3 million in debt, all unsecured. The Debtor is represented by: Deirdre Glynn Levin, Esq. KELLER ROHRBACK LLP 1201 Third Avenue #3200 Seattle, WA 98101 Tel: 206-623-1900 COASTAL CONDOS: Hearing on Case Dismissal Bid Continued to Feb. 5 ----------------------------------------------------------------- The hearing on the motion to dismiss the chapter 11 case of Coastal Condo filed by creditor First Equitable Realty, III, Ltd. has been continued for Feb. 2, 2014 at 10:00 a.m. at 51 SW First Ave Room 1410, Miami. As reported in the Troubled Company Reporter on Dec. 19, 2013, First Equitable Realty said Coastal Condos failed in its arguments to trump First Equitable Realty's motion to dismiss the Chapter 11 case. First Equitable Realty noted that according to the Debtor, (i) the Court must not hear the motion to dismiss because FER did not provide 21-days notice before the confirmation hearing; and (ii) the Debtor claims that the doctrine of laches bars the motion to dismiss. On Nov. 27, the Debtor said it has complied with virtually all of the significant requirements of a debtor-in-possession leading it to the precipice of plan confirmation. In this connection, the Debtor said First Equitable Realty does not appear to dispute the Debtor's Plan is feasible and viable. Thus First Equitable Realty tacitly admitted that there is a legitimate reorganization in the offing. In seeking dismissal of the Chapter 11 case, First Equitable Realty said the current case -- together with the bankruptcy case initially filed by the Debtor on May 25, 2012, and dismissed on April 23, 2013 -- were conceived and have been administered and implemented in bad faith. According to First Equitable Realty, the Debtor filed the bankruptcy cases to gain advantage over First Equitable Realty in pending litigation and other disputes between the two parties by imposing an automatic stay and thereby attempting to place FER in violation of the stay. First Equitable Realty cites these grounds for case dismissal: 1. A debtor's attempt to use the provisions of the Bankruptcy Code to gain an unfair advantage in a two-party dispute, such as in Coastal Condo's bankruptcy case, strongly supports a finding of cause for dismissal. 2. Coastal Condo is a single asset reorganization case. In its filed schedules, Schedule A and Schedule B, the Debtor discloses as its only "assets" the 72 condominium units and the rental income of $164,258.48 deposited in its D.I.P. account (representing the balance of the rental income accumulated during the Mississippi bankruptcy case less the approximately $304,000 transferred on the eve of bankruptcy to fund attorneys' fees and retainers). 3. The Debtor's non-insider obligations are negligible in comparison to the amounts owed to FER. 4. The Debtor has no employees. 5. The 72 condominium units were the subject of a Miami-Dade County Circuit mortgage foreclosure action filed only 15 days before the Mississippi bankruptcy. 6. The Debtor's bankruptcy filings are solely due to its numerous breaches of its obligations to FER and the $15.8 million in principal, accumulated interest and attorney's fees owed to FER because of such breaches. But for FER, the Debtor would not have filed for bankruptcy relief. As its original schedules reflect, the Debtor had no other creditors when it initially filed on May 25, 2012. 7. The Debtor's bankruptcy filing on May 25, 2012 -- which followed Mr. Dickson's threats of bankruptcy, first on March 1, 2012, and later on March 21, 2012, and came after Dr. Edwards rejected Mr. Dickson's attempts to re-negotiate the CHFS defaulted loans -- strongly points to the Debtor's intent to frustrate and delay the exercise of FER's rights and remedies. The 2012 bankruptcy filing -- two weeks after the Miami-Dade Circuit Court action was filed on May 10, 2012, to set aside the fraudulent transfers and to foreclose the mortgage -- conclusively removes any doubt that the Debtor's bankruptcy was designed to frustrate and delay FER's exercise of its rights and remedies. About Coastal Condos Coastal Condos filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 13-20729) on May 8, 2013. The Debtor owns and manages 72 condominiums at 7601 East Treasure Drive, Miami Beach, FL 33141. Judge A. Jay Cristol presides over the case. David R. Softness, P.A., in Miami, Florida, represents the Debtor as counsel. Roy H. Lidell, Esq., of Wells Marble and Hurst, PLLC, as well as David M. Rogero, P.A., serve as special counsel to the Debtor. Coastal Condos was the target of a $15.8 million foreclosure lawsuit filed by North Bay Village-based First Equitable Realty III in May 2012. Coastal Condos owns 72 condo units at Grandview Palace in North Bay Village, Florida, valued at $10.8 million. Personal property is valued at $389,000. Assets total $11.2 million and liabilities total $16.6 million. It says that no creditors are holding secured claims. Coastal Condos first sought Chapter 11 protection (Bankr. S.D. Miss. Case No. 12-07146) on May 25, 2012. The case was dismissed April 23, 2013. The U.S. Trustee has not appointed a committee of creditors in the 2013 case. The Debtor filed a Second Amended Plan of Reorganization early in December 2013. The Plan contemplates payment in full to creditors over time. The Plan provides for the utilization of all Coastal Condos' assets consisting of 72 condominium units to fund payment to creditors. General unsecured creditors will receive payment in full without interest with payments to creditors made on a pro rata basis and at the end of each quarter after confirmation until paid in full. COLLEGE OF THE CHRISTIAN BROTHERS: Says Funds Unrestricted ---------------------------------------------------------- The College of the Christian Brothers of New Mexico on Oct. 10, 2013, filed a motion asking the Bankruptcy Court in Albuquerque, N.M., to enter an order declaring (i) funds of the Debtor unrestricted, (ii) that the funds may be used to satisfy the general debts of the Debtor, and (iii) that any surplus funds distributed by the Trustee to the Debtor are unrestricted. Responses to the Motion must be filed with the Clerk of the Bankruptcy Court, Federal Building and United States Courthouse, 500 Gold Ave. SW., Tenth Floor, Albuquerque, N.M. 87102 (or P.O. Box 546, Albuquerque, N.M. 87103), within 21 days after the date of publication of the notice and served on the Debtor's counsel: Thomas D. Walker, Esq. WALKER & ASSOCIATES, a Professional Corporation 500 Marquette NW, Suite 650 Albuquerque, NM 87102 Tel: (505) 766-9272 Fax: (505) 766-9287 If any responses are timely filed, a hearing will be held on notice only to Mr. Walker and objecting parties. If no objections are timely filed, an order granting the Objection will be presented for entry without a hearing or further notice. The Notice was published in the Santa Fe New Mexican on Dec. 27, 2013. The College of the Christian Brothers of New Mexico is a debtor in a Chapter 7 proceeding (Bankr. D.N.M. Case No. 12-11195). COMMUNITY TOWERS: Case Conversion Hearing Set for Jan. 22 --------------------------------------------------------- A hearing on the motion filed by Tracy Hope Davis, U.S. Trustee for Region 17, asking the U.S. Bankruptcy Court for the Northern District of California to convert the Chapter 11 cases of Community Towers I LLC et al., to a liquidation under Chapter 7, is set for Jan. 22, 2014 at 2:00 p.m. at San Jose Courtroom 3099 - Johnson. As reported in Troubled Company Reporter on Dec. 26, 2013, the U.S. Trustee said there remains nothing left to reorganize. The U.S. Trustee claims the Debtors: (i) have lost their real property to foreclosure and have nothing left to reorganize; (ii) have overdue quarterly fees; and (iii) have no incentive to pursue potential claims against insiders, including fraudulent transfers, which claims a Chapter 7 trustee would be in a better position to evaluate and pursue for the benefit of creditors. The Court has denied confirmation of the Debtors' Plan, finding that it was not in the best interest of creditors and feasible. Thereafter, the Debtors lost their primary asset to foreclosure. San Jose Towers asserted that all of the Debtors remaining cash, i.e. $1,186,230, is its cash collateral. The U.S. Trustee noted that Community Towers I is current with U.S. Trustee fees but the remaining Debtors owe a total of $2,282.09 in U.S. Trustee fees as of Oct. 31, 2013. The U.S. Trustee states that there is potential for unsecured creditors to benefit from Chapter 7 conversion. The U.S. Trustee noted that a Chapter 7 Trustee would be permitted to determine if any payments to creditors or others are voidable transfers, and if the more than $1 million in payments made to insiders during the year prior to filing were fraudulent transfers or otherwise revocable. The U.S. Trustee noted that Rosalie Feece, the wife of the responsible individual John Feece, is the recipient of many of these transfers, so Mr. Feece has no incentive to investigate or pursue either a fraudulent transfer action against himself, his wife or his others. About Community Towers I Community Towers I LLC is a real estate investment company. Community Towers I LLC and various affiliates -- Community Towers II, LLC, Community Towers III, LLC, Community Towers IV, LLC -- filed a Chapter 11 petition (Bankr. N.D. Cal. Lead Case No. 11-58944) on Sept. 26, 2011, in San Jose, California. Community Towers I disclosed $51,939,720 in assets and $39,479,784 in liabilities as of the Chapter 11 filing. John Walshe Murray, Esq., at Dorsey & Whitney LLP, represents the Debtor as counsel, in substitution for Murray & Murray, A Professional Corporation. ACM Capital serves as financial advisor. Community Towers I, LLC, et al., submitted to the U.S. Bankruptcy Court for the Northern District of California a Disclosure Statement explaining the Second Amended Joint Plan of Reorganization dated Aug. 16, 2013. As reported in the Troubled Company Reporter on March 5, 2013, the Court denied confirmation of the prior version of the Debtors' Joint Chapter 11 Plan. CIBC Inc., voted against the Joint Plan and opposed confirmation contending that the Joint Plan (1) improperly includes a third party release in violation of 11 U.S.C. Section 524; violates Section 1129(a)(11) because it is not feasible; and is not fair and equitable to CIBC because the interest rate proposed to be paid is inadequate to compensate CIBC for the risk inherent in its loan to Debtors. COMPREHENSIVE CARE: Changes Name to "Advanzeon Solutions, Inc." --------------------------------------------------------------- The Board of Directors Advanzeon Solutions, Inc., approved, authorized and directed the Company to change the name of the Company from Comprehensive Care Corporation to Advanzeon Solutions, Inc. On Jan. 8, 2014, the name change was approved by consent of a majority of all eligible votes of the Company's shareholders. The Board of Directors of the Company, at the same meeting, voted to increase the Company's Authorized Common Shares from 500,000,000 shares to 1,000,000,000 shares. On Jan. 9, 2014, the Company filed with the Delaware Secretary of State an Amended and Restated Certificate of Incorporation reflecting the name change and increase in Authorized Common Shares, a copy of which is available for free at: http://is.gd/20U6Py 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. As of June 30, 2013, Comprehensive Care had $3.07 million in total assets, $28.30 million in total liabilities and a $25.23 million 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. COYOTE MOON: Files Schedules of Assets and Liabilities ------------------------------------------------------ Coyote Moon L.P., on Dec. 30 filed with the Bankruptcy Court for the Central District of California its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $19,510,000 B. Personal Property $70,000 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $7,538,408 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $0 ----------- ----------- TOTAL $19,580,000 $7,538,408 San Bernardino, California-based Coyote Moon L.P. filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal. Case No. 13-30080) in Riverside, California, on Dec. 17, 2013. The Debtor estimated assets of at least $10 million and liabilities of between $1 million and $10 million. Gil Rodriguez, Jr., signed the petition as general partner. Stephen R Wade, Esq., at The Law Offices of Stephen R Wade, serves as the Debtor's counsel. Judge Wayne E. Johnson presides over the case. CROC LLC: 12-Unit Condo Operator to Liquidate in Chapter 7 ---------------------------------------------------------- Bankruptcy Judge Stephani W. Humrickhouse in Greenville, North Carolina, has agreed to convert the Chapter 11 case of Croc LLC to Chapter 7 liquidation, at the behest of the Bankruptcy Administrator. The Bankruptcy Administrator moved to dismiss or convert to Chapter 7 liquidation the debtor's case on four separate grounds; the likelihood of substantial and continuing loss to or diminution of the estate and the absence of a reasonable likelihood of rehabilitation; gross mismanagement of the estate; the debtor's failure to maintain appropriate insurance; and the debtor's post- petition payments for debts or services rendered pre-petition. Creditors SRS, North Carolina Property, LLC; and Stephen R. Smith; Donald Wray; and EOS Properties, LLC, supported the BA's request. The BA and the creditors also assert their collective belief that the debtor's plan is not feasible. The debtor filed a plan on Nov. 13, 2013, which attempted to address its creditors' efforts to preclude cramdown, but developments since that filing indicate that the debtor is unlikely to succeed with its effort to include an impaired accepting class. In light of the court's determination that cause exists to convert the case, the court did not address the feasibility of the debtor's plan. A copy of the Court's Dec. 11, 2013 Order is available at http://is.gd/be06rvfrom Leagle.com. Croc LLC owns 12 condominium units within the Bodie Island Resort, located in Nags Head, North Carolina. Though the usage allocations change from time-to-time, at present, eight of the condos are designated as long-term rentals and four are used for short-term vacation rental. Croc LLC has two employees -- the debtor's owner-operator, Glenn Magill, and his son, who lived in one of the condo units (through October 2013) as the on-site manager. Croc LLC filed a petition for relief under chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C. Case No. 13-05146) on Aug. 15, 2013. Judge Stephani W. Humrickhouse oversees the case. Trawick H. Stubbs, Jr., Esq., at Stubbs & Perdue, P.A., serves as Croc LLC's bankruptcy counsel. Croc LLC scheduled $2,253,011 in assets and $2,226,930 in liabilities. A list of the Company's largest unsecured creditors, filed together with the petition, is available for free at http://bankrupt.com/misc/nceb13-5146.pdf The petition was signed by Glenn E. Magill, Jr., member-manager. COLOR STAR: Sells Asset for $6.6 Million ---------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Color Star Growers of Colorado Inc., a wholesale grower of annual and perennial plants, held an auction this month and was authorized by the bankruptcy court on Jan 14 to sell assets for $6.6 million to Thirdsies LLC. As previously by The Troubled Company Reporter, the Debtors are hoping to close on any sale of their assets on or before Jan. 7, 2014. According to court documents, the Debtors have been unable to negotiate an acceptable out-of-court transaction under their current capital and operating structure. Color Star Growers of Colorado, Inc., and two affiliates sought Chapter 11 protection (Bankr. E.D. Tex. Case Nos. 13-42959 to 13-42961) on Dec. 15, 2013, in Sherman, Texas. The petitions were signed by Brad Walker, chief restructuring officer. The Debtors estimated assets of at least $10 million and liabilities of at least $50 million. Evan R. Baker, Esq., at Gardere Wynne Sewell LLP, serves as the Debtors' counsel. CUE & LOPEZ: Can Employ Auri Coira as Realtor --------------------------------------------- Cue & Lopez Construction, Inc. sought and obtained permission from the U.S. Bankruptcy Court for the District of Puerto Rico to employ Auristela Coira Cintron of Auri Coira Realty as realtor. The Debtor seeks to employ Auri Coira to procure the sale of the Debtor's realty at Ms. Coira's suggested sales price of: Hillsview Plaza Apt. 516, Guaynabo, P.R. - $350,000 Las Vistas de Gurabo, Apt. PH-633, Gurabo, P.R. - $180,000 Grand Palm II A-5, Vega Alta, P.R. - $255,000 The term of Ms. Coira's engagement will be for 180 days with a 3% commission for the sale of the properties. If within the six months following the expiration of the Contract, the Debtor does business with any client that Ms. Coira's may have contacted in reference to the properties, the Debtor will have to pay Ms. Coira the 3% commission. Auristela Coira Cintron 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. San Juan, Puerto Rico-based Cue & Lopez Construction, Inc., sought protection under Chapter 11 of the Bankruptcy Code on Oct. 4, 2013 (Case No. 13-08297, Bankr. D.P.R.). The case is assigned to Judge Brian K. Tester. The Debtor is represented by Charles Alfred Cuprill, Esq., at Charles A Curpill, PSC Law Office, in San Juan, Puerto Rico. CPA Luis R. Carrasquillo & Co., P.S.C., serves as its accountant. The Debtor disclosed assets of $12.65 million and liabilities of $16.66 million. The Chapter 11 petition was signed by Frank F. Cue Garcia, president. CUE & LOPEZ: Can Hire Torres CPA as Auditor ------------------------------------------- Cue & Lopez Construction, Inc. sought and obtained permission from the U.S. Bankruptcy Court for the District of Puerto Rico to employ Torres CPA Group and Torres, Hernandez & Punter, CPA, PSC -- collectively "TCG-THP" -- as auditor. The duties of TCG-THP will consist of the preparation of the Debtor's annual tax returns in order to meet governmental deadlines and avoid interest and penalties, and auditing services for the year ended on Sept. 30, 2013, including planning and preliminary evaluation, field work procedures, preparation of reports and performance of tests and revisions of the Debtor's accounting procedures to assure the Debtor is functioning in an efficient manner. As the Debtor's external auditor, TCG-THP will perform the audit for the year ended on Sept. 30, 2013, monitor, and prepare and file of its tax returns, subject to the approval of this Court in accordance to Rule 2014 of the Federal Rules of Bankruptcy Procedure. The Debtor will compensate TCG-THP on the basis of an estimated flat fee of $2,150 for tax return services and an estimated fee (170 hours) of $17,000 for auditing and monitoring services. TCG-THP will also be reimbursed for reasonable out-of-pocket expenses incurred. Luis Hernandez Santana, managing partner of TCG-THP, 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. San Juan, Puerto Rico-based Cue & Lopez Construction, Inc., sought protection under Chapter 11 of the Bankruptcy Code on Oct. 4, 2013 (Case No. 13-08297, Bankr. D.P.R.). The case is assigned to Judge Brian K. Tester. The Debtor is represented by Charles Alfred Cuprill, Esq., at Charles A Curpill, PSC Law Office, in San Juan, Puerto Rico. CPA Luis R. Carrasquillo & Co., P.S.C., serves as its accountant. The Debtor disclosed assets of $12.65 million and liabilities of $16.66 million. The Chapter 11 petition was signed by Frank F. Cue Garcia, president. DAVID E. MCCARTER: Audio Visual Communications Shares Foreclosed ---------------------------------------------------------------- About 4,143,337 shares of Class B Common stock of Audio Visual Communications, Inc., have been repossessed by secured party James R. Greenlee due to default by David E. McCarter in certain obligations owed to Secured Party. Mr. Greenlee was slated to sell the Class B Common Stock in a foreclosure auction set for Jan. 7, 2014, at the office of Kennerly, Montgomery & Finley, P.C., Mr. Greenlee's counsel. The firm may be reached at: E. Richards Brabham, III, Esq. KENNERLY, MONTGOMERY & FINLEY, P.C. Bank of America Building 550 Main Street, Fourth Floor Knoxville, Tennessee 37902 Tel: (865) 546-7311 E-mail: rbrabham@kmfpc.com DETROIT, MI: Civil Rights Plaintiffs Seek Official Committee ------------------------------------------------------------ Certain prepetition claimants with lawsuits alleging claims against the City of Detroit, its employees, or both, that are pending in the federal court, ask the U.S. Bankruptcy Court for the Eastern District of Michigan, Southern Division, to direct the appointment of a claimant committee to represent them in connection with the Chapter 9 case. The Claimants, represented by Treyvor J. Zamborsky, Esq. -- tzamborsky@romanolawpllc.com -- at Romano Law, P.L.L.C., in Pleasant Ridge, Michigan, assert that the appointment of a Claimant Committee is necessary to assure the adequate representation of the prepetition claimants. The prepetition claimants, according to Mr. Zamborsky, constitute a massive unsecured obligation to be addressed in the City's restructuring. 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. DIGITAL DOMAIN: Forbearance Period Under DIP Loan Expires Feb. 28 ----------------------------------------------------------------- U.S. Bankruptcy Judge Brendan Shannon approved a tenth amendment to the final order dated Nov. 7, 2012, authorizing DDMG Estate, formerly known as Digital Domain Media Group Inc., to obtain postpetition financing and use cash collateral. Pursuant to the amendment, the DIP agent and the DIP lenders will forbear from exercising their remedies under the final DIP order, and DIP term sheet documentation until Feb. 28, 2014, or the occurrence of a termination event. A copy of the approved revised budget is available for free at http://is.gd/06hAYf As reported in the Troubled Company Reporter on Nov. 26, 2013, during the forbearance period, DDMG and its affiliated debtors may incur debt and use cash collateral in accordance with the terms and conditions of the final DIP order and amendments thereto. About Digital Domain Port St. Lucie, Florida-based Digital Domain Media Group, Inc. -- http://www.digitaldomain.com/-- engaged in the creation of original content animation feature films, and development of computer-generated imagery for feature films and trans-media advertising primarily in the United States. Digital Domain Media Group, Inc. and 13 affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-12568) on Sept. 11, 2012, to sell its business for $15 million to Searchlight Capital Partners LP, subject to higher and better offers. The Company disclosed assets of $205 million and liabilities totaling $214 million. The Debtors also have sought ancillary relief in Canada, pursuant to the Companies' Creditors Arrangement Act in the Supreme Court of British Columbia, Vancouver Registry. Attorneys at Pachulski Stang Ziehl & Jones serve as counsel to the Debtors. FTI Consulting, Inc.'s Michael Katzenstein is the chief restructuring officer. Kurtzman Carson Consultants LLC is the claims and notice agent. An official committee of unsecured creditors appointed in the case is represented by lawyers at Sullivan Hazeltine Allinson LLC and Brown Rudnick LLP. At a bankruptcy auction, the principal part of the business was purchased by a joint venture between Galloping Horse America LLC, an affiliate of Beijing Galloping Horse Co., and an affiliate of Reliance Capital Ltd., based in Mumbai. The $36.7 million total value of the contact includes $3.6 million to cure defaults on contracts and $2.9 million in reimbursement of payroll costs. As the result of a settlement negotiated by the unsecured creditors' committee with secured lenders, there will be some recovery for the committee's constituency. DOTS LLC: Case Summary & 30 Largest Unsecured Creditors ------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy cases: Debtor Case No. ------ -------- Dots Gift LLC 14-11018 30300 Emerald Valley Parkway Glenwillow, OH 44139 Dots, LLC 14-11016 1 Lackawanna Plaza 16 Montclair, NJ 07042 IPC/Dots LLC 14-11017 1400 Broadway 10th Floor New York, NY 10018 Type of Business: Discount retailer of women's clothing Chapter 11 Petition Date: January 20, 2014 Court: United States Bankruptcy Court District of New Jersey (Newark) Debtor's Counsel: Kenneth A. Rosen, Esq. LOWENSTEIN SANDER LLP 65 Livingston Avenue Roseland, NJ 07068 Tel: 973-597-2500 Fax: 973-597-2400 Email: krosen@lowenstein.com - and - Wojciech F. Jung, Esq. LOWENSTEIN SANDLER LLP 65 Livingston Avenue Roseland, NJ 07068 Tel: 973-597-2464 Fax: 973-597-2465 Email: wjung@lowenstein.com - and - Bruce Buechler, Esq. LOWENSTEIN SANDLER LLP 65 Livingston Avenue Roseland, NJ 07068 Tel: 973-597-2500 Fax: 973-597-2400 Email: bbuechler@lowenstein.com - and - Gerald C. Bender, Esq. LOWENSTEIN SANDLER LLP 65 Livingston Avenue Roseland, NJ 07068 Tel: 973-597-2500 Fax: 973-597-2400 Email: gbender@lowenstein.com - and - Shirley Dai, Esq. LOWENSTEIN SANDLER LLP 65 Livingston Avenue Roseland, NJ 07068 Tel: 973-597-2500 Fax: 973-597-2400 Email: sdai@lowenstein.com Debtors' PRICEWATERHOUSECOOPERS LLP Investment 300 Madison Avenue, 24th Floor Banker and New York, NY 10017 Financial Advisor: Debtors' Claims DONLIN, RECANO & COMPANY, INC. and Noticing 419 Park Avenue South Agent: New York, NY 10016 Estimated Assets: $50 million to $100 million Estimated Debts: $100 million to $500 million The petition was signed by Lisa Rhodes, chief executive officer. Consolidated List of Debtor's 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Glick, Robert A. Noteholder $14,075,348 38383 Fairmount Blvd. Chagrin Falls, OH 44022-6690 CIT Group Factor $1,668,216 Attn: Kevin Ritter 11 W. 42nd Street New York, NY 10036 Wells Fargo Factor $1,123,102 20 Commerce Way Suite 800 Woburn, MA 01801 Hana Financial Inc. Factor $929,901 Attn: George Talavera 1000 Wilshire Blvd. 20th Floor Los Angeles, CA 90017 Heart & Hips Trade Debt $831,131 Attn: Jennie Kim 2424 E. 26th Street Vernon, CA 90058 Rosenthal & Rosenthal Factor $698,790 Attn: Alan Speilman 1370 Broadway New York, NY 10018 Merchant Business Credit Factor $544,810 Attn: Joe Sforza 1441 Broadway 22nd Floor New York, NY 10018 Finance One Inc. Factor $533,227 Attn: Virginia Zakaryan 801 S. Grand Avenue Suite 1000 Los Angeles, CA 90017 Jacmel Jewelry, Inc. Trade Debt $495,278 Attn: Nathan Dwek 3000 47th Avenue Long Island City, NY 11101 Land N Sea Trade Debt $426,634 Attn: Edward Vanduzer 1375 Broadway 2nd Floor New York, NY 10018 Joe Benbasset, Inc. Trade Debt $415,014 213 West 35th Street 11th Floor New York, NY 10001 Valia Trade Debt $388,973 Attn: Susan Stroll 9500 Meilleur, Suite 400 Montreal, QC H2N 2B7 Innotrac Corporation E-commerce $350,442 Attn: George Hare 6465 East Johns Crossing Duluth, GA 30097 Wells Fargo Trade Capital1 Factor $337,406 Attn: Kenneth Newberger 20 Commerce Way Suite 800 Woburn, MA 01801 C.P. International Corp. Trade Debt $316,771 165 North Dean Street Englewood, NJ 07631 Interstate Capital Corp. Factor $299,893 Attn: Cliff Eisenberg 1255 Country Club Blvd. Santa Teresa, NM 88008 DQT Apparel, Inc. Trade Debt $272,537 Attn: Jason Jeong 2670 Leonis Blvd. Vernon, CA 90058 Prime Business Credit, Inc. Factor $269,714 Attn: Gary Stein 1055 W. 7th Street #2200 Los Angeles, CA 90017 Skyler Group Trade Debt $251,265 10 West 33rd Street Suite 1208 New York, NY 10001 Ascential Service Capital Expense $205,606 Corporation 2200 South Street Racine, WI 53404 True Love Accessories Trade Debt $186,128 d/b/a Statement Accessories 33rd Street, #715 New York, NY 10001 Milberg Factors Inc. Factor $182,156 Attn: Frank DeRita 99 Park Avenue New York, NY 10016 Capital Business Credit Factor $170,750 Attn: David Conley 1700 Broadway 19th floor New York, NY 10019 Brixor SPE 3, LLC Rent Undeteremined c/o Brixmor of General Counsel Property Attn: Michael Moss 420 Lexington Avenue 7th Floor New York, NY 10170 Inland Diversified Real Rent Undetermined Estate Attn: Stephanie Karpinski 2901 Butterfield Road Oak Brook, IL 60523 Weingarten Realty Investors Rent Undetermined Attn: Jan Odom 2600 Citadel Plaza Drive Suite 300 Houston, TX 77008 Kimco Realty Corp. Rent Undetermined 3333 New Hyde Park Road Suite 100 New Hyde Park, NY 11042 DDR Rent Undetermined Attn: Jerry Cyncynatus 3300 Enterprise Parkway Beachwood, OH 44122 RAMCO-Gershenson Rent Undetermined Properties Attn: Bill Gershenson 31500 Northwestern Highway Suite 300 Farmington Hills, MI 48334 Simon Malls Rent Undetermined Attn: Paul Ajdaharian 225 W. Washington Street Indianapolis, IN 46204 ECOTALITY INC: Wants Plan Filing Exclusivity Extended Thru March ---------------------------------------------------------------- Ecotality, Inc. et al., ask the Bankruptcy Court to extend by 60 days the exclusive periods during which only the Debtors may file a chapter 11 plan and solicit acceptances thereof, through and including March 15, 2014 and May 14, 2014, respectively, subject to the Debtors' right to seek further extensions. About Ecotality Inc. Headquartered in San Francisco, California, Ecotality, Inc. (Nasdaq: ECTY) -- http://www.ecotality.com-- is a provider of electric transportation and storage technologies. Ecotality Inc. along with affiliates including lead debtor Electric Transportation Engineering Corp. sought Chapter 11 protection (Bankr. D. Ariz. Lead Case No. 13-16126) on Sept. 16, 2013, with plans to sell the business at an auction. The cases are assigned to Chief Judge Randolph J. Haines. The Debtors' lead counsel are Charles R. Gibbs, Esq., at Akin Gump Strauss Hauer & Feld LLP, in Dallas, Texas; and David P. Simonds, Esq., and Arun Kurichety, Esq., at Akin Gump Strauss Hauer & Feld LLP, in Los Angeles, California. The Debtors' local counsel is Jared G. Parker, Esq., at Parker Schwartz, PLLC, in Phoenix, Arizona. FTI Consulting, Inc. serves as the Debtors' crisis manager and financial advisor. The Debtors' claims and noticing agent is Kurtzman Carson Consultants LLC. Electric Transportation estimated assets of $10 million to $50 million and debt of $100 million to $500 million. Unlike most companies in bankruptcy, Ecotality has no secured debt. It simply ran out of money. There's $5 million owing on convertible notes, plus liability on leases. Part of pre-bankruptcy financing took the form of a $100 million cost-sharing grant from the U.S. Energy Department. In view of the San Francisco-based company's financial problems, the government cut off the grant when $84.8 million had been drawn. On Sept. 24, 2013, the Office of the United States Trustee for Region 14 appointed a committee of unsecured creditors. In October 2013, the bankruptcy judge cleared Ecotality to sell most of the business to Car Charging Group Inc. for $3.3 million. Two other buyers purchased other assets for $1 million in total. EDGENET INC: Files List of Eight Unsecured Creditors ---------------------------------------------------- Edgenet, Inc., et al., filed with the Bankruptcy Court a list of creditors holding eight largest unsecured claims: Entity Nature of Claim Claim Amount ------ --------------- ------------ Mediative Goods/services $7,333 Andrew Tuerk Paid time off $5,451 Jonathan Ware Payroll and paid $2,270 time off Park Place Technologies Goods/services $1,759 State of Washington Dept. of Taxes $1,310 Revenue Connectivist Media, LLC Goods/services $1,073 Webb's Refreshments Goods/services $193 UPS Ground Goods/services $104 About Egenet Inc. Edgenet, Inc., and Edgenet Holding Corp. are providers of cloud based content and applications that enable companies to sell more products and services with greater ease across multiple channels and devices. It has three business locations, Waukesha, WI, Brentwood, TN, and its main office in Atlanta, GA. They have 80 employees. Edgenet Inc. and Edgenet Holding filed for Chapter 11 bankruptcy protection in Delaware (Lead Case No. 14-10066) on Jan. 14, 2014. Edgenet Inc. estimated assets of at least $10 million and liabilities of $100 million to $500 million. Raymond Howard Lemisch, Esq., at Klehr Harrison Harvey Branzburg LLP, in Wilmington, Delaware, serves as counsel to the Debtors; Glass Ratner Advisory & Capital Group LLC is the financial advisor; JMP Securities, LLC, is the investment banker, and Phase Eleven Consultants, LLC, is the claims and noticing agent. EWGS INTERMEDIARY: Klehr Harrison Approved as Counsel ----------------------------------------------------- EWGS Intermediary LLC and Edwin Watts Golf Shops LLC sought and obtained permission from the U.S. Bankruptcy Court for the District of Delaware to employ Klehr Harrison Harvey Branzburg LLP as counsel, nunc pro tunc to Nov. 4, 2013. The Debtors require Klehr Harrison to, among other things: (a) advise the Debtors of their rights, powers and duties as debtors and debtors in possession; (b) take all necessary action to protect and preserve the Debtors' estates, including the prosecution of actions on the Debtors' behalf, the defense of any actions commenced against the Debtors, the negotiation of disputes in which the Debtors are involved and the preparation of objections to claims filed against the Debtors' estates; (c) prepare all necessary motions, applications, answers, orders, reports and papers in connection with the administration of the Debtors' estates; and (d) perform all other necessary legal services in connection with these Chapter 11 cases. Klehr Harrison will be paid at these hourly rates: Partners $400-$660 Of Counsel $325-$400 Associates $250-$385 Paraprofessionals $165-$195 Klehr Harrison will also be reimbursed for reasonable out-of- pocket expenses incurred. The Debtors advanced classic retainers to Klehr Harrison as follows: $50,000 on Oct. 10, 2013 and $195,000 on Nov. 1, 2013, in connection with the planning and preparation of the Debtors' Chapter 11 filings and its proposed representation of the Debtors. The remainder of the retainer paid to Klehr Harrison and not expended for prepetition services and disbursements, if any, will be treated as a classic retainer and will be applied against final invoices. Domenic E. Pacitti, partner of Klehr Harrison, 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. About EWGS Intermediary EWGS Intermediary and Edwin Watts Golf Shops, which operate as an integrated, multi-channel retailer, offering brand name golf equipment, apparel and accessories, filed for Chapter 11 protection on Nov. 4, 2013 (Bankr. D. Del. Lead Case No. 13-12876). They are represented by Domenic E. Pacitti, Esq., and Michael W. Yurkewicz, Esq., at Klehr Harrison Harvey Branzburg LLP, in Wilmington, Delaware. The Debtors tapped Bayshore Partners LLC as their investment banker, FTI Consulting, LLC, as their financial advisors, and Epiq Bankruptcy Solutions, LLC, as claims and noticing agent. The Company indicates total assets greater than $100 million on its Chapter 11 petition. As reported in the Troubled Company Reporter on Nov. 26, 2013, Edwin Watts Golf Shops LLC, which sells golf equipment and clothing online and through 90 U.S. retail stores, won court approval of procedures for a bankruptcy sale process without having a lead bidder under contract. PNC Bank, National Association, the DIP Agent, is represented by Regina Stango Kelbon, Esq., at Blank Rome LLP, in Wilmington, Delaware. FAIRMONT GENERAL: Ombudsman Can Hire Greenberg Traurig as Counsel ----------------------------------------------------------------- Suzanne Koenig, the Chapter 11 patient care ombudsman of Fairmont General Hospital, Inc. and Fairmont Physicians, Inc., sought and obtained authorization from the U.S. Bankruptcy Court for the Northern District of West Virginia to employ Greenberg Traurig, LLP, as her counsel, nunc pro tunc to Nov. 14, 2013. The Ombudsman requires Greenberg Traurig to: (a) represent the Ombudsman in any proceeding or hearing in the Bankruptcy Court, and in any action in other courts where the rights of the patients may be litigated or affected as a result of these cases; (b) advise the Ombudsman concerning the requirements of the Bankruptcy Code and Bankruptcy Rules and the requirements of the Office of the U.S. Trustee relating to the discharge of her duties under section 333 of the Bankruptcy Code; (c) advise and represent the Ombudsman concerning any potential health law related issues; and (d) perform other legal services as may be required under the circumstances of these cases in accordance with the Ombudsman's powers and duties as set forth in the Bankruptcy Code, including assisting the Ombudsman with reports to the Court, fee applications or other matters. Greenberg Traurig will be paid at these hourly rates: Shareholders $350-$900 Of Counsel $250-$900 Associates $270-$720 Legal Assistants/Paralegals $115-$320 Greenberg Traurig will also be reimbursed for reasonable out-of- pocket expenses incurred. Nancy A. Peterman, Esq., shareholder of Greenberg Traurig, 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. Fairmont General Hospital and the official committee of unsecured creditors submitted a joint limited objection to the Patient Care Ombudsman's retention of Greenberg Traurig. The Debtors and the Committee said they are compelled to object to the Application because the Bankruptcy Code does not provide for the retention of counsel by an ombudsman and, to the extent that there is any such authority, the proposed terms of compensation of the Ombudsman's proposed counsel appears to be unreasonable under the circumstances of these cases. Finally, although the Ombudsman proposes to pass its local counsel's fees and expenses through GT's fee applications, there should be a demonstrated need for local counsel and if necessary, such local counsel should file an affidavit attesting that it is a disinterested person under 11 U.S.C. 101(14) and disclosing its compensation terms. About Fairmont General Fairmont General Hospital Inc. and Fairmont Physicians, Inc., which operate a 207-bed acute-care facility in Fairmont, West Virginia, sought Chapter 11 bankruptcy protection (Bankr. N.D. W.Va. Case No. 13-01054) on Sept. 3, 2013. The fourth-largest employer in Marion County, West Virginia, filed for bankruptcy as it looks to partner with another hospital or health system. The Debtors are represented by Rayford K. Adams, III, Esq., and Casey H. Howard, Esq., at Spilman Thomas & Battle, PLLC, in Winston-Salem, North Carolina; David R. Croft, Esq., at Spilman Thomas & Battle, PLLC, in Wheeling, West Virginia, and Michael S. Garrison, Esq., at Spilman Thomas & Battle, PLLC, in Morgantown, West Virginia. The Debtors' financial analyst is Gleason & Associates, P.C. The Debtors' claims and noticing agent is Epiq Bankruptcy Solutions. Hammond Hanlon Camp, LLC, has been engaged as investment banker and financial advisor. UMB Bank is represented by Nathan F. Coco, Esq., and Suzanne Jett Trowbridge, Esq., at McDermott Will & Emery LLP. The Committee of Unsecured Creditors is represented by Andrew Sherman, Esq., and Boris I. Mankovetskiy, Esq., at Sills Cummis & Gross P.C. and Kirk B. Burkley, Esq., Bernstein Burkley, P.C. Janet Smith Holbrook, Esq., at Huddleston Bolen LLP, represents the Committee as local counsel. The Bankruptcy Court has named Suzanne Koenig at SAK Management Services, LLC, as patient care ombudsman. The Debtors are engaged in the process of locating a buyer or strategic partner for the hospital, through the Debtors' investment bankers. The Debtors believe that by the end of March 2014 that process will be complete and a plan can be filed. The Debtors have scheduled $48,568,863 in total assets and $54,774,365 in total liabilities. FAIRMONT GENERAL: Ombudsman Can Hire SAK Management as Advisor -------------------------------------------------------------- Suzanne Koenig, the Chapter 11 patient care ombudsman of Fairmont General Hospital, Inc. and Fairmont Physicians, Inc., sought and obtained permission from the U.S. Bankruptcy Court for the Northern District of West Virginia to employ her firm, SAK Management Services, LLC, as her medical operations advisor, nunc pro tunc to Nov. 14, 2013. The Ombudsman requires SAK Management to: (a) conduct interviews of patients and facility staff as required; (b) review license and governmental permits; and (c) review adequacy of staffing, supplies and equipment. SAK Management will be paid at these hourly rates: Suzanne Koenig $450 Joyce Ciyou $400 Bruce Harris $400 Elizabeht Ciyou-Allee $375 Shannon Hauser $375 Helen Colon $250 Other professionals will render services to the Ombudsman as needed. Generally SAK Management's hourly rates range between $175 and $450. SAK Management will also be reimbursed for reasonable out-of- pocket expenses incurred. Suzanne Koenig, president of SAK Management, 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. About Fairmont General Fairmont General Hospital Inc. and Fairmont Physicians, Inc., which operate a 207-bed acute-care facility in Fairmont, West Virginia, sought Chapter 11 bankruptcy protection (Bankr. N.D. W.Va. Case No. 13-01054) on Sept. 3, 2013. he fourth-largest employer in Marion County, West Virginia, filed for bankruptcy as it looks to partner with another hospital or health system. The Debtors are represented by Rayford K. Adams, III, Esq., and Casey H. Howard, Esq., at Spilman Thomas & Battle, PLLC, in Winston-Salem, North Carolina; David R. Croft, Esq., at Spilman Thomas & Battle, PLLC, in Wheeling, West Virginia, and Michael S. Garrison, Esq., at Spilman Thomas & Battle, PLLC, in Morgantown, West Virginia. The Debtors' financial analyst is Gleason & Associates, P.C. The Debtors' claims and noticing agent is Epiq Bankruptcy Solutions. Hammond Hanlon Camp, LLC, has been engaged as investment banker and financial advisor. UMB Bank is represented by Nathan F. Coco, Esq., and Suzanne Jett Trowbridge, Esq., at McDermott Will & Emery LLP. The Committee of Unsecured Creditors is represented by Andrew Sherman, Esq., and Boris I. Mankovetskiy, Esq., at Sills Cummis & Gross P.C. and Kirk B. Burkley, Esq., Bernstein Burkley, P.C. Janet Smith Holbrook, Esq., at Huddleston Bolen LLP, represents the Committee as local counsel. The Bankruptcy Court has named Suzanne Koenig at SAK Management Services, LLC, as patient care ombudsman. The Debtors are engaged in the process of locating a buyer or strategic partner for the hospital, through the Debtors' investment bankers. The Debtors believe that by the end of March 2014 that process will be complete and a plan can be filed. The Debtors have scheduled $48,568,863 in total assets and $54,774,365 in total liabilities. FISKER AUTOMOTIVE: To Auction Assets with Two Competing Bids ------------------------------------------------------------ Judge Kevin Gross of the U.S. Bankruptcy Court for the District of Delaware issued an order directing Fisker Automotive Holdings, Inc., and Fisker Automotive, Inc., to proceed with an auction of their assets. Hybrid Tech Holdings LLC, which bought Fisker's $168.5 million debt to the U.S. Department of Energy, will compete with Wanxiang America Corporation, which recently purchased certain assets of A123 Systems, Inc., primarily the lithium ion battery, a primary component of the Fisker electric cars. Peg Brickley, writing for Daily Bankruptcy Review, reported that Fisker is going up for auction Feb. 12. Judge Gross limited Hybrid's credit bid, after determining that "Hybrid if unchecked of its purchase, might well have frozen out other suitors for Fisker's assets." Judge Gross added, "Neither Debtors nor Hybrid, when the Court asked, ever provided the Court with a satisfactory reason why the sale of the non-operating Debtors required such speed. Nor did Debtors or Hybrid respond to the Court's repeated admonition that the timing of the Sale Motion was troublesome. It is the Court's view that Hybrid's rush to purchase and to persist in such effort is inconsistent with the notions of fairness in the bankruptcy process. The Fisker failure has damaged too many people, companies and taxpayers to permit Hybrid to short-circuit the bankruptcy process." Judge Gross limited, for cause, Hybrid's credit bid to $25 million. Judge Gross added that to do otherwise would freeze bidding. Hybrid as the proposed sale purchaser insisted on an unfair process, i.e., a hurried process, and the validity of its secured status has not been determined, he said. About Fisker Automotive Fisker Automotive Holdings, Inc., developer of the Karma plug-in hybrid electric sedan, filed a petition for Chapter 11 protection (Bankr. D. Del. Case No. 13-13087) on Nov. 22, 2013. Fisker estimated assets of more than $100 million and listed debt of $500 million in its bankruptcy petition. The assets include an assembly plant purchased for $21 million from General Motors Corp. The plant never operated. The cars were assembled in Finland. Fisker now has 21 employees. Fisker received a $529 million loan from the Department of Energy's Advanced Technology Vehicles Manufacturing Loan Program and drew down about $192 million before the department froze the loan after Fisker failed to hit several development targets. The company defaulted on its loan in April 2013. Bankruptcy Judge Kevin Gross presides over the case. The Debtors have tapped James H.M. Sprayregen, P.C., Esq., Anup Sathy, P.C., Esq., and Ryan Preston Dahl, Esq., at Kirkland & Ellis LLP, in Chicago, Illinois, as co-counsel; Laura Davis Jones, Esq., James E. O'Neill, Esq., and Peter J. Keane, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, as co-counsel; Beilinson Advisory Group as restructuring advisors; and Rust Consulting/Omni Bankruptcy, as notice and claims agent and administrative advisor. On November 5, 2013, the Official Committee of Unsecured Creditors was appointed. The members are: (a) David M. Cohen; (b) Sven Etzelsberger; (c) Kuster Automotive Door Systems GmbH; (d) Magna E-Car USA, LLC; (e) Supercars & More SRL; and (f) TK Holdings Inc. The Committee is represented by William R. Baldiga, Esq., and Sunni P. Beville, Esq., at Brown Rudnick LLP; and Mark Minuti, Esq., at Saul Ewing LLP. Fisker sought bankruptcy protection to pursue a private sale of its business to Hybrid Tech Holdings, LLC. The Committee, however, wants a sale public sale, and has identified Wanxiang America Corporation as stalking horse bidder. Hybrid was initially under contract to buy Fisker in exchange for $75 million of the $168.5 million government loan it acquired immediately before the Debtor's Chapter 11 filing. Hybrid later raised its offer by adding an additional $1 million cash and agreeing to share proceeds from the sale of a facility in Delaware it doesn't intend to operate. Hybrid also offered to pay real estate taxes on the Delaware plant. Hybrid also will waive $90 million in deficiency claims that otherwise would dilute unsecured creditors' recovery. Wanxiang, as stalking horse bidder, initially offered $25.8 million in cash. However, Wanxiang has said it has raised its offer by $10 million and is willing to go higher. After the hearings on Jan. 10 and 13, the Court directed a public auction, and capped Hybrid's credit bid to $25 million. In response, Hybrid raised its offer to $55 million. Hybrid is represented by Tobias Keller, Esq., and Peter Benvenutti, Esq., at Keller & Benvenutti LLP, in San Francisco, California. Wanxiang, which bought A123 Systems, Inc., a manufacturer of lithium-ion batteries used in electric vehicles such as the Fisker Karma, in a bankruptcy auction early in 2013 for $256.6 million, is represented in Fisker's case by Sidley Austin LLP's Bojan Guzina, Esq., and Andrew F. O'Neill, Esq.; and Young Conaway Stargatt & Taylor, LLP's Edmon L. Morton, Esq., Robert S. Brady, Esq., and Kenneth J. Enos, Esq. FLUX POWER: Sells $600,000 Units to Esenjay Investments ------------------------------------------------------- Flux Power Holdings, Inc., on Jan. 13, 2014, accepted a subscription agreement from Esenjay Investments LLC, the Company's major stockholder and principal credit line holder pursuant to which the Company sold Esenjay 10 Units for an aggregate purchase price of $600,000, or $60,000 per Unit, of which (i) $200,000 was paid in cash, and (ii) $400,000 was paid in the form of forgiveness of $400,000 of principal amount outstanding under the Esenjay Secondary Revolving Promissory Note for Operating Capital dated Oct. 1, 2011, for $1,000,000, as amended. Each Unit consisted of 1,000,000 shares of the Company's common stock and 500,000 warrants. In connection with Esenjay's purchase of the Units, the Company issued 10,000,000 shares of its common stock and warrants to purchase up to 5,000,000 shares of the Company's common stock, at an exercise price of $0.20 per share until Jan. 13, 2019. Michael Johnson, the Company's director, is a director and shareholder of Esenjay. In addition to the Note, the Company has a line of credit with Esenjay for $1,500,000 and a bridge loan for $250,000. About Flux Power Escondido, California-based Flux Power Holdings, Inc., designs, develops and sells rechargeable advanced energy storage systems. Flux Power posted net income of $351,000 on $772,000 of net revenue for the year ended June 30, 2013, as compared with a net loss of $2.38 million on $5.93 million of net revenue during the prior year. Squar, Milner, Peterson, Miranda & Williamson, LLP, in San Diego, California, 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 incurred a significant accumulated deficit through June 30, 2013, and requires immediate additional financing to sustain its operations. These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern. The Company's balance sheet at Sept. 30, 2013, showed $1.52 million in total assets, $3.72 million in total liabilities and a $2.19 million total stockholders' deficit. Going Concern/Bankruptcy Warning "The Company has incurred an accumulated deficit of $4,724,000 through September 30, 2013 and as of September 30, 2013 had limited cash or other working capital. To date, the Company's revenues and operating cash flows have not been sufficient to sustain its operations and it has relied on debt and equity financing to fund its operations. The audit report dated October 15, 2013 from the Company's independent registered public accounting firm indicated that the Company's significant accumulated deficit and its need to raise immediate additional financing among other factors, raised substantial doubt about the Company's ability to continue as a going concern." "If we are unable to increase sale of our products or obtain additional funding in the near future, our cash resources will rapidly be depleted and we may be required to further materially reduce or suspend operations, which would likely have a material adverse effect on our business, stock price and our relationships with third parties with whom we have business relationships, at least until additional funding is obtained. If we do not have sufficient funds to continue operations, we could be required to liquidate our assets, seek bankruptcy protection or other alternatives that would likely result in our receiving less than the value at which those assets are carried on our financial statements, and it is likely that investors will lose all or some of their investment in us," the Company said in the Quarterly Report for the period ended Sept. 30, 2013. GMAC INC: Court Ruling May Impact Automobile Financing Agreements ----------------------------------------------------------------- William J. Wheeler & Associates on Jan. 20 disclosed that a ruling in a Missouri case involving GMAC, Inc. and an automobile dealer could tremendously increase dealer's legal rights who are floorplanned by GMAC. This decision could impact more than 3,000 dealers currently holding GMAC floorplan agreements. In GMAC, Inc. vs. Lloyd Belt in Miller County, Missouri Circuit Court, GMAC sought a judgment against Belt, who operated Lloyd Belt GM Center, Inc. and Lloyd Belt Chrysler, Inc., both of Eldon, Missouri. In the 2009 action, GMAC argued that Belt was in default of the GMAC floorplan agreements for each of the Belt dealerships. Mr. Belt argued that he was not in default and that GMAC wrongfully accelerated the payment provisions of both GMAC floorplan agreements. The case centers on whether GMAC's financing agreements are "demand" agreements or "default" agreements. In a demand agreement, a note holder may demand payment at any time without cause. In a default agreement, a borrower must be given an opportunity to cure a missed payment and the agreement must not contain any ambiguous language or GMAC can be held liable for breach of contract and breach of good faith. GMAC treats its financing agreements as demand agreements. William J. Wheeler of William J. Wheeler & Associates, Philadelphia, counsel for Belt, argued that the GMAC agreements were, in fact, default agreements and that GMAC is liable for breach of contract and breach of fiduciary duty. GMAC requested a summary judgment on GMAC's lawsuit and a separate summary judgment on Belt's counterclaims that are based on breach of contract. In a ruling on December 19, 2013, Missouri County Circuit Court Judge Ralph Jaynes denied both of GMAC's summary judgment motions. A trial date is pending. "This case directly impacts any automobile dealer in the country with similar language in its GMAC financing agreement," Mr. Wheeler said. "There is a significant difference between a demand agreement and a default agreement. We look forward to proving at trial that GMAC had default agreements with Mr. Belt and therefore wrongfully demanded accelerated payment." Mr. Belt's dealerships closed in 2009 after GMAC wrongfully terminated the floorplan agreements for both dealerships and wrongfully took possession of both dealerships' open account. He is seeking more than $4 million in compensatory damages plus punitive damages. About William J. Wheeler & Associates For more than 30 years, William J. Wheeler & Associates of Philadelphia have represented new and used automobile dealers. The firm exclusively represents auto dealers. Firm principal William J. Wheeler previously served as legal counsel for the Pennsylvania State Motor Vehicle Board and his subsequent experience as a motor vehicle dealer has provided him with invaluable experience in representing dealers. About Ally Financial Ally Financial Inc., formerly GMAC Inc. -- http://www.ally.com/-- is one of the world's largest automotive financial services companies. The Company offers a full suite of automotive financing products and services in key markets around the world. Ally's other business units include mortgage operations and commercial finance, and the company's subsidiary, Ally Bank, offers online retail banking products. Ally operates as a bank holding company. GMAC obtained a $17 billion bailout from the U.S. government in exchange for a 56.3 percent stake. Private equity firm Cerberus Capital Management LP keeps 14.9 percent, while General Motors Co. owns 6.7 percent. Ally Financial Inc. reported net income of $1.19 billion for the year ended Dec. 31, 2012, as compared with a net loss of $157 million during the prior year. The Company's balance sheet at Sept. 30, 2013, showed $150.55 billion in total assets, $131.49 billion in total liabilities and $19.06 billion in total equity. * * * As reported by the TCR on Dec. 16, 2013, Standard & Poor's Ratings Services said it raised its issuer credit rating on Ally Financial Inc. to 'BB' from 'B+'. "The upgrade reflects the company's release from potential legal and financial liabilities stemming from its ownership of ResCap," said Standard & Poor's credit analyst Tom Connell. In the Dec. 17, 2013, edition of the TCR, Fitch Ratings upgraded Ally Financial's long-term Issuer Default Rating (IDR) and senior unsecured debt rating to 'BB' from 'BB-'. The upgrade of Ally's ratings follows the approval of Residential Capital LLC's (ResCap's) bankruptcy plan by the Bankruptcy Court releasing Ally from all ResCap related claims, which combined with the recent mortgage settlements with the FHFA and the FDIC, essentially removes any mortgage-related contingent liability to Ally. As reported by the TCR on Dec. 23, 2013, Moody's Investors Service upgraded the corporate family rating (CFR) of Ally Financial Inc. to Ba3 from B1. The upgrade of Ally's corporate family rating follows the U.S. Bankruptcy Court's approval of ResCap LLC's (unrated) Chapter 11 plan, which releases Ally from mortgage- related creditor claims originating from its ownership of ResCap. GOLDKING HOLDINGS: May Employ Epiq as Administrative Advisor ------------------------------------------------------------ Goldking Holdings, LLC and its debtor-affiliates sought and obtained permission from the Hon. David R. Jones of the U.S. Bankruptcy Court for the District of Delaware to employ Epiq Bankruptcy Solutions, LLC as administrative advisor, nunc pro tunc to the Oct. 30, 2013 petition date. The Debtors require Epiq Bankruptcy to: (a) assist with, among other things, solicitation, balloting and tabulation and calculation of votes, as well as preparing any appropriate reports, as required in furtherance of confirmation of any Chapter 11 plans in these cases; (b) generate an official ballot certification and testifying, if necessary in support of the ballot tabulation results for any Chapter 11 plans in these cases; (c) gather data in conjunction with the preparation, and assist with the preparation, of the Debtors' schedules of assets and liabilities and statements of financial affairs; (d) generate, provide, and assist with claims objections, exhibits, claims reconciliation, and related matters; (e) provide a confidential data room; (f) manage any distributions pursuant to any confirmed Chapter 11 plans in these cases; and (g) provide such other claims processing, noticing, solicitation, balloting, and administrative services described in the Agreement, but not included in the Section 156(c) Application, as may be requested from time to time by the Debtors and their estates. Epiq Bankruptcy will also be reimbursed for reasonable out-of- pocket expenses incurred. Prior to the petition date, the Debtors provided Epiq Bankruptcy a retainer in the amount of $10,000. Todd W. Wuertz, director of Consulting Services with Epiq Bankruptcy, 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. Epiq Bankruptcy can be reached at: Todd W. Wuertz EPIQ BANKRUPTCY SOLUTIONS, LLC 824 N. Market Street, Suite 412 Wilmington, DE 19801 About Goldking Holdings Goldking Holdings LLC, an oil-and-gas exploration company based in Houston, sought bankruptcy protection (Bankr. D. Del. Case No. 13-12820) in Wilmington, Delaware, on Oct. 30, 2013, from creditors with plans to sell virtually all its assets. Goldking Onshore Operating, LLC, and Goldking Resources, LLC, also sought creditor protection. The cases were initially assigned to Delaware Judge Brendan Linehan Shannon. On Nov. 20, 2013, Judge Shannon granted the request of Goldking's former CEO Leonard C. Tallerine Jr. to move the Chapter 11 case to Houston, Texas (Bankr. S.D. Tex. Case No. 13-37200). Mr. Tallerine owns a nearly 6% stake in the company through an entity called Goldking LT Capital Corp. The Debtors are represented by Scott W. Everett, Esq., and Christopher L. Castillo, Esq., at Haynes And Boone, LLP. Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor, LLP, in Wilmington, Delaware, serves as the Debtors' co-counsel. The Debtors' notice, claims, solicitation and balloting agent is Epiq Bankruptcy Solutions, LLC. Lantana Oil & Gas Partners was initially hired as the Debtors' financial advisors. In December 2013, the Debtors won Court approval to employ E-Spectrum Advisors LLC, led by its CEO Coy Gallatin, as asset sale advisor. Judy A. Robbins, the U.S. Trustee was unable to appoint a committee of unsecured creditors. GOLDKING HOLDINGS: Court Okays Hiring of Epiq as Claims Agent ------------------------------------------------------------- Goldking Holdings, LLC and its debtor-affiliates sought and obtained permission from the Hon. Brendan L. Shannon of the U.S. Bankruptcy Court for the District of Delaware to employ Epiq Bankruptcy Solutions, LLC as claims and noticing agent, nunc pro tunc to the Oct. 30, 2013 petition date. Epiq Bankruptcy will perform the following tasks in its role as the Claims Agent (collectively, the "Claims and Noticing Services"), as well as all quality control relating thereto: (a) prepare and serve required notices and documents in the cases in accordance with the Bankruptcy Code and the Bankruptcy Rules in the form and manner directed by the Debtors and the Court, including: (i) notice of the commencement of the cases and the initial meeting of creditors under section 341(a) of the Bankruptcy Code; (ii) notice of any claims bar date; (iii) notices of transfers of claims; (iv) notices of objections to claims and objections to transfers of claims; (v) notices of any hearings on a disclosure statement and confirmation of the Debtors' plan or plans of reorganization, including under Bankruptcy Rule 3017(d); (vi) notice of the effective date of any such plan or plans; and (vii) all other notices, orders, pleadings, publications and other documents as the Debtors or the Court may deem necessary or appropriate for an orderly administration of the cases; (b) maintain an official copy of the Debtors' schedules of assets and liabilities and statements of financial affairs (collectively, the "Schedules"); (c) maintain (i) a list of all potential creditors, equity holders and other parties-in-interest, and (ii) a "core" mailing list consisting of all parties described in Bankruptcy Rules 2002(i), (j) and (k) and those parties that have filed a notice of appearance pursuant to Bankruptcy Rule 9010, update said lists and make said lists available upon request by a party-in-interest or the Clerk's Office; (d) furnish a notice to all potential creditors of the last date for the filing of proofs of claim and a form for the filing of a proof of claim, after such notice and form are approved by the Court, and notify said potential creditors of the existence, amount and classification of their respective claims as set forth in the Schedules, which may be effected by inclusion of such information on a customized proof of claim form provided to potential creditors; (e) maintain a post office box or address for the purpose of receiving claims and returned mail, and process all mail received; (f) for all notices, motions, orders or other pleadings or documents served, prepare and file, or caused to be filed, with the Clerk's Office an affidavit or certificate of service within 7 business days of service, which affidavit or certificate includes (i) either a copy of the notice served or the docket numbers and titles of the pleadings served, (ii) a list of persons to whom it was mailed with their addresses, (iii) the manner of service, and (iv) the date served; (g) process all proofs of claim received, including those received by the Clerk's Office, and check said processing for accuracy, and maintain the original proofs of claim in a secure area; (h) maintain the official claims register for each Debtor (collectively, the "Claims Registers") on behalf of the Clerk's Office, and upon the Clerk's Office's request, provide the Clerk's Office with certified, duplicate unofficial Claims Registers, and specify in the Claims Registers the following information for each claim docketed: (i) the claim number assigned; (ii) the date received; (iii) the name and address of the claimant and agent, if applicable, who filed the claim; (iv) the amount asserted; (v) the asserted classifications of the claim; (vi) the applicable Debtor; and (vii) any disposition of the claim; (i) implement necessary security measures to ensure the completeness and integrity of the Claims Registers and the safekeeping of the original claims; (j) record all transfers of claims and provide any notices of such transfers as required by Bankruptcy Rule 3001(e); (k) relocate, by messenger or overnight delivery, all of the proofs of claim filed with the Clerk's Office to the offices of Epiq Bankruptcy, not less than weekly; (l) upon completion of the docketing process for all claims received to date for each case, turn over to the Clerk's Office copies of the claims register for the Clerk's Office's review; (m) monitor the Court's docket for all notices of appearance, address changes, and claims-related pleadings and orders filed and make necessary notations on and changes to the claims register; (n) assist in the dissemination of information to the public and respond to requests for administrative information regarding the cases as directed by the Debtors or the Court, including through the use of a case website and call center; (o) if any or all of the cases are converted to chapter 7, contact the Clerk's Office within 3 days of the notice to Epiq Bankruptcy of entry of the order converting the case or cases; (p) 30 days prior to the close of these cases, to the extent practicable, request that the Debtors submit to the Court a proposed order dismissing Epiq Bankruptcy and terminating the services of Epiq Bankruptcy as the Claims Agent upon completion of its duties and responsibilities and upon the closing of these cases; (q) within 7 days of notice to Epiq Bankruptcy of entry of an order closing the chapter 11 cases, provide to the Court the final version of the Claims Registers as of the date immediately before the close of the cases; and (r) at the close of these cases, box and transport all original documents, in proper format, as provided by the Clerk's Office, to (i) the Federal Archives Record Administration, located at Central Plains Region, 200 Space Center Drive, Lee's Summit, MO 64064 or (ii) any other location requested by the Clerk's Office or ordered by the Court. Epiq Bankruptcy will be paid at these hourly rates: Clerical/Administrative Support $30-$45 Case Manager $50-$80 IT/Programming $70-$130 Senior Case Manager $85-$130 Director of Case Management $145-$195 Case Analyst $65-$110 Consultant/Senior Consultant $145-$190 Director/Vice President Consulting $225 Communications Counselor $250 Executive Vice President $265 Epiq Bankruptcy will also be reimbursed for reasonable out-of- pocket expenses incurred. Prior to the Petition Date, the Debtors provided Epiq Bankruptcy a retainer in the amount of $10,000. Todd W. Wuertz, director of Consulting Services with Epiq Bankruptcy, 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. Epiq Bankruptcy can be reached at: Todd W. Wuertz EPIQ BANKRUPTCY SOLUTIONS, LLC 757 Third Avenue, Third Floor New York, NY 10017 About Goldking Holdings Goldking Holdings LLC, an oil-and-gas exploration company based in Houston, sought bankruptcy protection (Bankr. D. Del. Case No. 13-12820) in Wilmington, Delaware, on Oct. 30, 2013, from creditors with plans to sell virtually all its assets. Goldking Onshore Operating, LLC, and Goldking Resources, LLC, also sought creditor protection. The cases were initially assigned to Delaware Judge Brendan Linehan Shannon. On Nov. 20, 2013, Judge Shannon granted the request of Goldking's former CEO Leonard C. Tallerine Jr. to move the Chapter 11 case to Houston, Texas (Bankr. S.D. Tex. Case No. 13-37200). Mr. Tallerine owns a nearly 6% stake in the company through an entity called Goldking LT Capital Corp. The Debtors are represented by Scott W. Everett, Esq., and Christopher L. Castillo, Esq., at Haynes And Boone, LLP. Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor, LLP, in Wilmington, Delaware, serves as the Debtors' co-counsel. The Debtors' notice, claims, solicitation and balloting agent is Epiq Bankruptcy Solutions, LLC. Lantana Oil & Gas Partners was initially hired as the Debtors' financial advisors. In December 2013, the Debtors won Court approval to employ E-Spectrum Advisors LLC, led by its CEO Coy Gallatin, as asset sale advisor. Judy A. Robbins, the U.S. Trustee was unable to appoint a committee of unsecured creditors. GOLDKING HOLDINGS: Court Approves Hiring of E-Spectrum as Advisor ----------------------------------------------------------------- Goldking Holdings, LLC and its debtor-affiliates sought and obtained authorization from the Hon. David R. Jones of the U.S. Bankruptcy Court for the District of Delaware to employ E-Spectrum Advisors LLC as asset sale advisor, nunc pro tunc to the Oct. 30, 2013 petition date. The Debtors require E-Spectrum Advisors to: (a) serve as advisor to the Debtors for one or more Transactions intended to monetize the Debtors' respective interests in certain properties to be designated by the Debtors for sale; (b) familiarize itself to the extent it deems appropriate and Feasible with the properties, it being understood that E- Spectrum Advisors shall, in the course of such familiarization, rely entirely upon information supplied by the Debtors and their authorized agents without independent investigation; (c) advise and assist the Debtors in and developing a strategy For accomplishing the transactions, including the possible terms and conditions of the Transactions.; (d) develop and present a list of prospective counterparties to a transaction (such counterparties, "Prospects") for the Debtors' approval prior to approaching any such prospects about a transaction; (e) advise the Debtors as to strategies or approaches in negotiating with prospects and assist the Debtors in evaluating and qualifying competing offers; (f) provide periodic email, telephonic or in-person updates to the Debtors and their bankruptcy counsel with respect to any Prospect or transaction; (g) work with the Debtors and their bankruptcy counsel to prepare marketing materials and electronic information, as necessary in connection with the transactions and E- Spectrum Advisors' services. Before distribution to any Prospects, E-Spectrum Advisors shall deliver or make available to the Debtors and their bankruptcy counsel a copy of all marketing materials and other written information to be delivered or made available to such prospects, with the expectation that the Debtors will reasonably review such marketing materials and other information for accuracy and completeness and approve same for delivery to prospective counterparties; (h) make itself available to assist the Debtors in connection with the Debtors presentations to and negotiations with prospective counterparties; and (i) render, from time to time, such other services reasonably associated with the services contemplated in the Engagement Agreement as the Debtors consider necessary or reasonably request, subject to the remainder of the Engagement Agreement; provided, however, that E-Spectrum Advisors shall not be obligated to render a fairness opinion for the fee contemplated in the Engagement Agreement. E-Spectrum Advisors will be paid the following Fee Structure: -- Success Fee. E-Spectrum Advisors will be entitled to be a success fee equal to (collectively, the "Success Fee"): (i) the greater of (a) 2.0% of the total Aggregate Consideration received by the Debtors or (b) $500,000; plus (ii) an additional $200,000 if the total Aggregate Consideration received by the Debtors exceeds a certain amount (such threshold amount, the "First Fee Milestone"); plus (iii) an additional $500,000 if the total Aggregate Consideration received by the Debtors exceeds a certain amount, which amount is greater than the First Fee Milestone by $10,000,000; -- Monthly Fee. In addition to the Success Fee, within 5 business days of entry of the Proposed Order, E-Spectrum Advisors will be entitled to be paid a one-time monthly fee of $100,000 (the "Monthly Fee"); provided, however, that the Monthly Fee shall be credited against any Success Fee due and payable under the Engagement Agreement; -- Expenses. In addition to the Monthly Fee and any Success Fees that may be payable to E-Spectrum Advisors under the Engagement Agreement, the Debtors have agreed to reimburse E-Spectrum Advisors when invoiced for all direct and documented out-of-pocket expenses which are actually and reasonably incurred by ESA for services performed by third parties in connection with its engagement, including reasonable costs of counsel. Such expenses shall not exceed $10,000 in the aggregate without the Debtors' prior written approval; -- For the purpose of calculating the Success Fee, the term "Aggregate Consideration" from a Transaction or combination of Transactions shall be defined as the total valuable consideration actually received by the Debtors, directly or indirectly, in connection with a closed Transaction or combination of closed Transactions. Such Aggregate Consideration received from the counterparty is expected to be more completely defined in the purchase and sale agreement or other definitive agreement executed by the Debtors and the counterparty for a Transaction (the "Purchase and Sale Agreement"). The Aggregate Consideration shall include all consideration paid or received at closing, or to be paid or received after closing, in connection with a Transaction or combination of Transactions, including, without limitation, cash, notes, securities, properties- related debt paid or assumed by the counterparty, reimbursement of capital expenditures, and other property received or to be received by the Debtors, which shall be deemed paid or received only when actually received by the Debtors; deferred non-contingent payments, such as installment payments, which shall be deemed paid or received only when actually received by the Debtors; and contingent payments or amounts paid into escrow, which shall be deemed paid or received only when actually received by the Debtors; -- For the purpose of calculating the Aggregate Consideration received or receivable in connection with a Transaction or combination of Transactions, noncash consideration shall be valued as set forth in, or determined in accordance with, the Purchase and Sale Agreement under which the Transaction is effected; except that only to the extent that the value of non-cash consideration is not addressed in any such definitive agreement, then any securities will be valued at the time of the closing of the Transaction as follows: (i) if such securities are traded on a stock exchange, the securities will be valued at the average last sale or closing price for the ten trading days immediately prior to the closing of the Transaction; (ii) if such securities are traded primarily in over-the-counter markets, the securities will be valued at the mean of the closing bid and asked quotations similarly averaged over a ten trading day period immediately prior to the closing of the Transaction; and (iii) if such securities have not been traded prior to the closing of the Transaction, such securities shall be valued at the fair market value thereof on the date of the closing of the Transaction in question as determined in good faith by the Board of Directors or other governing body of the Debtors; and -- The Success Fee will be payable upon the closing of the Transaction or combination of Transactions, with "closing" having the meaning conferred to it in the associated Purchase and Sale Agreement. To the extent a combination of Transactions is closed, the Success Fee will payable as the Aggregate Consideration for each such closed Transaction is Actually received by the Debtors. Coy Gallatin, chief executive officer E-Spectrum Advisors, 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. E-Sprectrum Advisors can be reached at: Coy Gallatin ENERGY SPECTRUM ADVISORS, INC. 5850 San Felipe Street, Suite 500 Houston, TX 77057 Tel: (713) 706-6382 About Goldking Holdings Goldking Holdings LLC, an oil-and-gas exploration company based in Houston, sought bankruptcy protection (Bankr. D. Del. Case No. 13-12820) in Wilmington, Delaware, on Oct. 30, 2013, from creditors with plans to sell virtually all its assets. Goldking Onshore Operating, LLC, and Goldking Resources, LLC, also sought creditor protection. The cases were initially assigned to Delaware Judge Brendan Linehan Shannon. On Nov. 20, 2013, Judge Shannon granted the request of Goldking's former CEO Leonard C. Tallerine Jr. to move the Chapter 11 case to Houston, Texas (Bankr. S.D. Tex. Case No. 13-37200). Mr. Tallerine owns a nearly 6% stake in the company through an entity called Goldking LT Capital Corp. The Debtors are represented by Scott W. Everett, Esq., and Christopher L. Castillo, Esq., at Haynes And Boone, LLP. Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor, LLP, in Wilmington, Delaware, serves as the Debtors' co-counsel. The Debtors' notice, claims, solicitation and balloting agent is Epiq Bankruptcy Solutions, LLC. Lantana Oil & Gas Partners was initially hired as the Debtors' financial advisors. In December 2013, the Debtors won Court approval to employ E-Spectrum Advisors LLC, led by its CEO Coy Gallatin, as asset sale advisor. Judy A. Robbins, the U.S. Trustee was unable to appoint a committee of unsecured creditors. GREEN FIELD: Steven A. Felsenthal Named as Chapter 11 Examiner -------------------------------------------------------------- Judge Kevin Gross of the U.S. Bankruptcy Court for the District of Delaware approved the appointment of Steven A. Felsenthal, Esq., as Chapter 11 examiner for Green Field Energy Services, Inc., et al. Roberta A. DeAngelis, the U.S. Trustee for Region 3, named Mr. Felsenthal as Chapter 11 examiner after consulting with counsel to the Debtors, the Ad Hoc Noteholder Group, GB Credit Partners, LLC and ICON Capital, LLC, and the Official Committee of Unsecured Creditors. The U.S. Trustee assures the Court that the Chapter 11 Examiner's connections with the Debtors, creditors, any other parties-in-interest, their attorneys and accountants, the U.S. Trustee and persons employed in the Office of the U.S. Trustee are limited. Mr. Felsenthal may be reached at: Steven A. Felsenthal, Esq. STUTZMAN, BROMBERG, ESSERMAN & PLIFKA 2323 Bryan Street, Suite 2200 Dallas, TX 75201 Tel: (214) 969-4900 E-mail: felsenthal@sbep-law.com 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. The official committee of unsecured creditors appointed in the case has retained Robert J. Stark, Esq., Howard L. Siegel, Esq., and Sunni P. Beville, Esq., at Brown Rudnick LLP as co-counsel; Steven K. Kortanek, Esq., Kevin J. Mangan, Esq., and Morgan Seward, Esq., at Womble Carlyle Sandridge & Rice, LLP as Delaware co-counsel; and Conway MacKenzie, Inc. as financial advisor. Green Field's bankruptcy is being financed with a $30 million loan from BG Credit Partners LLC and ICON Capital LLC. GULF COLORADO: Buyer Asks Court to Declare Asset Free of Liens -------------------------------------------------------------- Heart of Texas Railroad, L.P., asks the U.S. Bankruptcy Court for the Western District of Texas to determine that Gulf, Colorado & San Saba Railway Corporation's property was conveyed to HOTRR free and clear of any interests or claim of Texas North Orient Corporation, with any such interest or claim attaching to the proceeds of the sale. The purchaser has filed the motion in aid of execution of the order approving the expedited motion for approval of the sale of the Debtor's property. The Court, on Jan. 17, 2013, authorized Ronald Hornberger, the Chapter 11 trustee, to sell the Debtor's assets to HOTRR for $1,550,000. According to HOTRR, in connection with obtaining insurance related to the real property transferred under the sale order, an issue arose regarding the record title to the Debtor's real property. According to title records, on May 7, 1993, the Atchison, Topeka and Santa Fe Railway Company conveyed its real property to San Saba Railway Partners. The joint venture partners in San Saba Railway were the Debtor and Texas North Orient. About GCSR Gulf, Colorado & San Saba Railway Corporation operates the Gulf, Colorado and San Saba Railway, a former Atchison, Topeka and Santa Fe Railway "San Saba branch line." The Railway is a short-line freight railroad headquartered in Brady, Texas and operates from an interchange with the BNSF Railway at Lometa, Texas 67.5 miles west to Brady, Texas. The Railway is located within the counties of Lampasas, Mills, San Saba and McCulloch, Texas. The Company filed for Chapter 11 relief (Bankr. W.D. Tex. Case No. 12-11531) on July 3, 2012. Judge H. Christopher Mott presides over the case. Frances A. Smith, Esq., and Subvet D. West, Esq., at Shackelford Melton & McKinley, in Dallas, Texas, represented the Debtor as counsel. In its schedules, the Debtor disclosed $24,534,864 in total assets and $3,710,371 in total liabilities. The petition was signed by Richard C. McClure, president and CEO. Ronald Hornberger was named as Chapter 11 trustee to oversee the Debtor's operations through its employees. Cox Smith Matthews Incorporated represents the trustee. GULFCOAST IRREVOCABLE: Court Won't Reconsider Trust Ruling ---------------------------------------------------------- Puerto Rico Bankruptcy Judge Enrique S. Lamoutte last month denied the motion requesting reconsideration of the Court's prior orders denying the Gulfcoast Irrevocable Trust I, Gulfcoast Irrevocable Trust XIV, Gulfcoast Irrevocable XIV, and Gulfcoast Irrevocable Trust XIX an evidentiary hearing based on the court's ruling that the proffered facts, even if proven (or shown), do not establish that the Debtors are business trusts since they failed to satisfy the crucial test of whether the trust was created to transact business or a commercial activity for the benefit of a group of investors. The Federal Deposit Insurance Corporation, as receiver for Westernbank Puerto Rico, opposed the Debtors' motion for reconsideration in all three cases. The Court in the Nov. 30, 2012 Opinion and Order concluded that the Trusts were not business trusts based on the following: (i) the text of the trust agreements establish prima facie that the Debtors are family trusts designed as an estate planning device; (ii) "[t]he Debtors as a separate legal entity are not actually operating as a business as their monthly report of operations on file show no or minimal expenses or cash flow. The Trusts are merely holding companies of affiliates operating in Puerto Rico;" and (iii) "[t]he fact that the Debtors may own the total or a percentage of shares in corporations that have filed for or may be eligible to file a bankruptcy petition does not mean that the Trusts, as holders of the shares, are themselves eligible to file a bankruptcy petition." A copy of the Court's Dec. 11, 2013 Opinion and Order is available at http://is.gd/5E2F09from Leagle.com. About Gulfcoast Irrevocable Trust Three business trusts owned by Michael J. Scarfia filed for Chapter 11 protection in Old San Juan, Puerto, Rico on Aug. 10, 2012. Gulfcoast Irrevocable Trust I (Case No. 12-06338) serves as the holding company and own 100% of the shares of Gibraltar Construction Company, Inc., Gibraltar Development Corp., and Gulfcoast Contractors, Inc. Gulfcoast Irrevocable Trust XIV (Case No. 12-06339) serves as holding company and owns 50% of the shares of Yasscar Caguas Development, Corp. and Yasscar Development, Corp. Gulfcoast Irrevocable Trust XIX (Case No. 12-06340) is the holding company and owns 49.5% of the shares of JM Ponce III, LP, S.E. The corporations owned by the Debtors, as a holding company and owner of shares, do business in Puerto Rico. The Debtors as a separate legal entity are not actually operating as a business as their monthly report of operations on file show no or minimal expenses or cash flow. The Trusts are merely holding companies of affiliates operating in Puerto Rico. Gulfcoast Irrevocable Trust estimated under $10 million in assets but more than $100 million in debts in its bare-bones Chapter 11 petition. An affiliate, Sabana Del Palmar, Inc., which owns Mirabella Village & Club, filed a Chapter 11 petition (Bankr. D.P.R. Case No. 12-06177) on Aug. 5, 2012. HALLWOOD GROUP: Amends Schedule 13E-3 Statement with SEC -------------------------------------------------------- The Hallwood Group Incorporated amended its Rule 13E-3 Transaction Statement Under Section 13(E) of the Securities Exchange Act of 1934 on Jan. 16, 2014. This Transaction Statement relates to the Agreement and Plan of Merger, dated as of June 4, 2013, by and among Hallwood Group, Hallwood Financial Limited, and HFL Merger Corporation (Merger Sub), as amended. If the conditions to the closing of the Merger Agreement are either satisfied or, to the extent permitted, waived, Merger Sub will be merged with and into the Company at the effective time of the Merger, at which time the separate corporate existence of Merger Sub will cease, and the Company will continue as the surviving company in the Merger and a wholly owned subsidiary of Parent. A copy of the Amended Schedule 13E-3 is available for free at: http://is.gd/lHNRSk About Hallwood Group Dallas, Texas-based The Hallwood Group Incorporated (NYSE MKT: HWG) operates as a holding company. The Company operates its principal business in the textile products industry through its wholly owned subsidiary, Brookwood Companies Incorporated. Brookwood is an integrated textile firm that develops and produces innovative fabrics and related products through specialized finishing, treating and coating processes. Prior to October 2009, The Hallwood Group Incorporated held an investment in Hallwood Energy, L.P. ("Hallwood Energy"). Hallwood Energy was a privately held independent oil and gas limited partnership and operated as an upstream energy company engaged in the acquisition, development, exploration, production, and sale of hydrocarbons, with a primary focus on natural gas assets. The Company accounted for the investment in Hallwood Energy using the equity method of accounting. Hallwood Energy filed for bankruptcy in March 2009. In connection with the confirmation of Hallwood Energy's bankruptcy in October 2009, the Company's ownership interest in Hallwood Energy was extinguished and the Company no longer accounts for the investment in Hallwood Energy using the equity method of accounting. Hallwood Group incurred a net loss of $17.94 million in 2012, as compared with a net loss of $6.33 million in 2011. The Company's balance sheet at Sept. 30, 2013, showed $65.88 million in total assets, $25.75 million in total liabilities, and stockholders' equity of $40.13 million. Deloitte & Touche LLP, in Dallas, 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 is dependent on its subsidiary to receive the cash necessary to fund its ongoing operations and obligations. It is uncertain whether the subsidiary will be able to make payment of dividends to its fund ongoing operations. These conditions raise substantial doubt about its ability to continue as a going concern. HOUSTON REGIONAL: Comcast Reiterates Interest in Network -------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Comcast Corp. is gearing up for a quick acquisition of Houston Regional Sports Network LP through Chapter 11. According to the report, Comcast urged the U.S. Bankruptcy Court in Houston to put the network into Chapter 11 at the Feb. 4 hearing and renewed its offer to be the lead bidder at an auction. In lieu of litigating over involuntary bankruptcy or dismissal, the bankruptcy judge tapped the Rockets to lead negotiations looking for a buyer, the report said. The Rockets' exclusive negotiating rights end Feb. 4. To get a plan and sale through quickly, Comcast is asking that the judge modify exclusivity at the Feb. 4 hearing to allow creditors to file a plan and appoint an examiner charged with reconciling competing plans and conducting the auction, the report related. About Houston Regional Sports Network An involuntary Chapter 11 bankruptcy petition was filed against Houston Regional Sports Network, L.P. d/b/a Comcast SportsNet Houston (Bankr. S.D. Tex. Case No. 13-35998) on Sept. 27, 2013. The involuntary filing was launched by three units of Comcast/NBC Universal and a television-related company. The petitioners are: Houston SportsNet Finance LLC, Comcast Sports Management Services LLC, National Digital Television Center LLC, and Comcast SportsNet California, LLC. The petitioning creditors have filed papers asking the Bankruptcy Judge to appoint an independent Chapter 11 trustee "to conduct a fair and open auction process for the Network's business assets on a going concern basis." Houston Regional Sports Network is a joint enterprise among affiliates of the Houston Astros baseball team, the Houston Rockets basketball team, and Houston SportsNet Holdings, LLC -- "Comcast Owner" -- an affiliate of Comcast Corporation. The Network has three limited partners -- Comcast Owner, Rockets Partner, L.P., and Astros HRSN LP Holdings LLC. The primary purpose of Houston Regional Sports Network is to create and operate a regional sports programming service that produces, exhibits, and distributes sports programming on a full-time basis, including live Astros and Rockets games within the league- permitted local territories. Counsel for the petitioning creditors are Howard M. Shapiro, Esq., at Wilmer Cutler Pickering Hale and Dorr LLP; George W. Shuster, Jr., Esq., at Wilmer Cutler Pickering Hale and Dorr LLP; Vincent P. Slusher, Esq., at DLA Piper; and Arthur J. Burke, Esq., at Davis Polk & Wardwell LLP. Judge Marvin Isgur presides over the case. INFINIA CORP: Jan. 29 Hearing on Bid to Purchase Run-Off Coverage ----------------------------------------------------------------- The Bankruptcy Court will convene a hearing on Jan. 29, 2014, at 10:30 a.m., to consider Infinia Corporation LLC's motion to incur debt. The Debtor, out of abundance of caution, sought entry of an order authorizing it to purchase run-off coverage for the D&O Policy for an extended reporting period of one year, at a cost of roughly $154,393, less any amount credited against the return premium for the D&O Policy. The Debtor related that prior to the Dec. 11, 2013 closing of the sale of substantially all of its assets to the successful bidder, Ricor Generation, Inc., the Debtor had maintained various insurance policies through the Marsh insurance brokerage firm including, among others, property, general liability, commercial auto, workers' compensation, foreign liability, umbrella liability, directors and officers liability (D&O), employment practices liability (EPL), fiduciary liability, special risk (kidnapping and ransom), ERISA bond and marine cargo coverage. The policy period for the Debtor's current D&O policy is May 15, 2013, through May 15, 2014. The limit of liability on the D&O Policy is $5,000,000, and the retention/deductible is $25,000. The continuity/retroactive date on the D&O Policy is May 15, 2012. The annual premium for the D&O Policy was $154,393, which the Debtor paid using premium financing from AFCO. After the closing, RGI elected to purchase new lines of insurance coverage that generally paralleled the Debtor's existing insurance policies. In this relation, AIG has offered a substantial financial incentive for the Debtor to give a buying decision to AIG within 30 days of Jan. 2, 2014. In the exercise of its business judgment, the Debtor has concluded that the one year run-off extension will provide the Debtor a sufficient amount of time to report any claims under its D&O Policy. Relatedly, the Debtor has concluded that the added cost of additional extensions (i.e., 3 years or 6 years) is not warranted under the circumstances. About Infinia Corp. Infinia Corp. and subsidiary Powerplay Solar I LLC, the owners of a solar generation project in Yuma, Arizona, filed Chapter 11 cases (Bankr. D. Utah Case No. 13-30688) on Sept. 17, 2013, to sell the facility to their lender. The Debtors estimated assets and debts of at least $10 million. Infinia Corp. is represented by George Hoffman, Esq., Steven C. Strong, Esq. and Victor P. Copeland, Esq. -- gbh@pkhlaywers.com and scs@pkhlawyers.com -- of Parsons Kinghorn Harris. PowerPlay Solar I is represented by Troy J. Aramburu, Esq. and Jeff D. Tuttle, Esq. -- taramburu@swlaw.com and jtuttle@swlaw.com -- of Snell & Wilmer L.L.P. A four-member panel has been appointed in the case as the official unsecured creditors committee, composed of Petersen Incorporated, Intertek Testing Services, NA, Inc., ATL Technology, LLC, and LeanWerks. INTERMETRO COMMUNICATIONS: Charles Levy Stake at 9.9% ----------------------------------------------------- In a Schedule 13G filed with the U.S. Securities and Exchange Commission, Charles M. Levy disclosed that as of Jan. 15, 2014, he beneficially owned 8,916,640 shares of common stock of Intermetro Communications, Inc., representing 9.9 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/C5CLMO About InterMetro Simi Valley, Calif.-based InterMetro Communications, Inc., -- http://www.intermetro.net/-- is a Nevada corporation which through its wholly owned subsidiary, InterMetro Communications, Inc. (Delaware), is engaged in the business of providing voice over Internet Protocol ("VoIP") communications services. InterMetro Communications disclosed net income of $699,000 on $20.06 million of net revenues for the year ended Dec. 31, 2012, as compared with net income of $3.61 million on $21.31 million of net revenue in 2011. The Company's balance sheet at Sept 30, 2013, showed $3.24 million in total assets, $15.06 million in total liabilities, and stockholders' deficit of $11.82 million. Gumbiner Savett Inc., in Santa Monica, 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 incurred net losses in previous years, and as of Dec. 31, 2012, the Company had a working capital deficit of approximately $7,460,000 and a total stockholders' deficit of approximately $10,692,000. The Company anticipates that it will not have sufficient cash flow to fund its operations in the near term and through fiscal 2013 without the completion of additional financing. LEHMAN BROTHERS: Forecloses on Martinez Property ------------------------------------------------ Jeffrey Lake at Southwest Support Group, as special master, will on Feb. 6, 2014 at 9:00 a.m., outside the front entrance of the Bernalillo County Courthouse, 400 Lomas Blvd. NW, Albuquerque, NM, sell and convey to the highest bidder for cash all the right, title, and interest of Dennis T. Martinez, a defendant in a lawsuit filed by Lehman Brothers Holdings, Inc. Specifically, the special master will sell "The South Half of Lot numbered Eight (8) and the North Half of Lot numbered Nine (9) of Hurbell Heights, a Subdivision of a tract of land in School District No. 28, Bernalillo County, New Mexico." The sale will be made pursuant to judgment entered on July 18, 2013, in Lehman Brothers' action, which is a suit to foreclose a mortgage held by the Plaintiff and wherein the Plaintiff was adjudged to have a lien against the real estate in the sum of $99,559.74 plus interest from Feb. 11, 2013 to the date of sale at the rate of 8.125% per annum, the costs of sale, including the Special Master's fee, publication costs, and Plaintiff's costs expended for taxes, insurance, and keeping the property in good repair. The Plaintiff has the right to bid at such sale and submit its bid verbally or in writing. The Plaintiff may apply all or any part of its judgment to the purchase price in lieu of cash. The case is, LEHMAN BROTHERS HOLDINGS, INC. AS DEBTOR AND DEBTOR IN POSSESSION IN ITS CHAPTER 11 CASE IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF NEW YORK, CASE NO. 08-13555 (JMP) (GRANTOR) WHOSE ADDRESS IS C/O LEHMAN BROTHERS HOLDINGS INC., 1271 6TH AVENUE, NEW YORK, NY 10020, Plaintiff, v. DENNIS T. MARTINEZ, BANCROFT WHITNEY, JUANITA S. ROIBAL, THE STATE OF NEW MEXICO DEPARTMENT OF TAXATION AND REVENUE, NEW CENTURY MORTGAGE CORPORATION, A CALIFORNIA CORPORATION, UNITED STATES OF AMERICA BY AND THROUGH THE INTERNAL REVENUE SERVICE, NEW MEXICO WORKFORCE SECURITY FKA NEW MEXICO DEPARTMENT OF LABOR EMPLOYMENT SECURITY DIVISION AND THE UNKNOWN SPOUSE OF DENNIS T. MARTINEZ, IF ANY, Defendant(s), No. D-202-CV-2011-05935, before the State of New Mexico County of Bernalillo Second Judicial District. The special master may be reached at: Jeffrey Lake Special Master SOUTHWEST SUPPORT GROUP 5011 Indian School Road NE Albuquerque, NM 87110 Tel: 505-767-9444 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). MOHAJER12 CORP: Case Summary & 14 Unsecured Creditors ----------------------------------------------------- Debtor: Mohajer12 Corp. 7132 Charleston Point Court Mobile, AL 36695 Case No.: 14-00176 Chapter 11 Petition Date: January 20, 2014 Court: United States Bankruptcy Court Southern District of Alabama (Mobile) Judge: Hon. William S. Shulman Debtor's Counsel: James A. Johnson, Esq. JAMES A. JOHNSON, P.C. 21 North Florida Street Mobile, AL 36607-3134 Tel: (251) 473-1800 Fax: (251) 473-1805 Email: jjohnson@jamesajohnsonpc.com Total Assets: $2.91 million Total Liabilities: $3.34 million The petition was signed by Husain Abdulla, president. A list of the Debtor's 14 largest unsecured creditors is available for free at http://bankrupt.com/misc/alsb14-176.pdf MT LAUREL LODGING: Amends Schedules of Asset and Liabilities ------------------------------------------------------------ Mt. Laurel Lodging Associates, LLP, filed with the U.S. Bankruptcy Court for the Southern District of Indiana its amended schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $19,600,000 B. Personal Property $223,248 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $23,877,018 E. Creditors Holding Unsecured Priority Claims $96,262 F. Creditors Holding Unsecured Non-priority Claims $924,890 ----------- ----------- TOTAL $19,823,248 $24,898,170 A copy of the schedules is available for free at http://bankrupt.com/misc/MTLAURELamendedsal.pdf About Mt. Laurel Lodging Associates, LLP 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, disclosed in amended schedules $19,823,248 in assets $24,898,170 in liabilities as of the Chapter 11 filing. The petitions were signed by Bharat Patel, general partner. MT LAUREL LODGING: Defends Bid to Hire Perkins Coie as Counsel -------------------------------------------------------------- Mt. Laurel Lodging Associates, LLP, filed a reply to National Republic Bank of Chicago's objection to Perkins Coie LLP's employment as the Debtor's bankruptcy counsel, stating the objection is another attempt by NRB to drive up the costs of the cases and create unwarranted risk on the Debtor and its chosen bankruptcy counsel. The Debtor added that the bank's objection lacks merits as evidenced by the fact that no other party-in-interest, including the Office of the U.S. Trustee, has objected to Perkins Coie's retention. As reported in the Troubled Company Reporter on Jan. 8, 2014, NRB, in its objection, asserted that the application to employ Perkins Coie must 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, LLP 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, disclosed in amended schedules $19,823,248 in assets $24,898,170 in liabilities as of the Chapter 11 filing. The petitions were signed by Bharat Patel, general partner. N-VIRO INTERNATIONAL: Defaults Under Credit Facilities ------------------------------------------------------ N-Viro International Corporation was unsuccessful in renewing the existing Commercial Line of Credit Agreement with Monroe Bank & Trust. The principal obligation of $218,000 to the Bank is now in default. The Company is currently in negotiations with the Bank to agree upon terms and conditions for repayment. In December 2013, the Company received a Notice of Default from Central States Southeast and Southwest Areas Pension Fund under the Company's agreement dated November 2012 to pay certain pension funds established for the benefit of the Company's former employees at the Company's City of Toledo operation that ceased all operations in late 2011. Subsequently the Fund's trustee served the Company with a summons in a civil action, and together with the Notice of Default demands all amounts owed for pension plan withdrawal liability in addition to interest and penalties. The Company is currently in negotiations with Central States to agree upon terms and conditions for repayment. During the week of Jan. 13, 2014, the Company notified many of its Florida sludge processing customers that biosolids would be diverted away from its Daytona Florida site to off-site for treatment and disposal due to operational conditions. The Company expects to incur greater costs to process its customer's biosolids and concurrently receive reduced alkaline admixture revenue, thereby materially reducing its profitability. The Company expects the diversion will continue for two to three months, but also expects that its customers will continue to be served as required by contract and not be materially affected by the change. About N-Viro International Toledo, Ohio-based N-Viro International Corporation owns and sometimes licenses various N-Viro processes and patented technologies to treat and recycle wastewater and other bio-organic wastes, utilizing certain alkaline and mineral by-products produced by the cement, lime, electrical generation and other industries. In its audit report on the consolidated financial statements for the year ended Dec. 31, 2012, UHY LLP, in Farmington Hills, Michigan, expressed substantial doubt about N-Viro's ability to continue as a going concern, citing the Company's recurring losses, negative cash flow from operations and net working capital deficiency. The Company reported a net loss of $1.6 million on $3.6 million of revenues in 2012, compared with a net loss of $1.6 million of $5.6 million of revenues in 2011. As of Sept. 30, 2013, the Company had $1.97 million in total assets, $2.34 million in total liabilities and a $369,192 total stockholders' deficit. NET TALK.COM: Steven Healy Elected New CFO ------------------------------------------ Michael Humphreys, interim financial officer elected to resign, but continuing as an advisor to Nettalk.com, Inc., as need it basis effective Nov. 15, 2013. Mr. Humphreys has agreed to devote necessary time to ensure a seamless transition. Mr. Steven Healy, CPA, has been appointed as chief financial officer, replacing Mr. Humphreys. About Net Talk.com Based in Miami, Fla., Net Talk.com, Inc., is a telephone company, that provides, sells and supplies commercial and residential telecommunication services, including services utilizing voice over internet protocol technology, session initiation protocol technology, wireless fidelity technology, wireless maximum technology, marine satellite services technology and other similar type technologies. Net Talk.com incurred a net loss of $14.71 million on $5.79 million of total revenue for the year ended Dec. 31, 2012, as compared with a net loss of $26.17 million on $2.72 million of total revenue for the year ended Sept. 30, 2011. The Company's balance sheet at Sept. 30, 2013, showed $4.73 million in total assets, $25.87 million in total liabilities, $5 million in redeemable preferred stock, and a $26.14 million total stockholders' deficit. Going Concern/Bankruptcy Warning "The presentation of financial statements in accordance with GAAP contemplates that operations will be sustained for a reasonable period. However, we have incurred operating losses of $884,879 and $3,740,984 during the three and nine months ended September 30, 2013, and operating losses of $2,041,541 and $12,553,836 during the three and nine months ended September 30, 2012, respectively. The company is also highly leveraged with $16,068,911 in senior debentures, $1,070,087 in demand notes, $500,000 in 5% Secured Convertible Promissory Notes and $1,400,000 in mortgage debt. In addition, during the nine months ended September 30, 2013 and 2012, we used cash of $1,634,097 and $3,741,980, respectively, in support of our operations. As more fully discussed in Note 5, we have material redemption requirements associated with our senior debentures and demand notes, due during the year ended December 31, 2013. Since our inception, we have been substantially dependent upon funds raised through the sale of preferred stock and warrants to sustain our operating and investing activities. These are conditions that raise substantial doubts about our ability to continue as a going concern for a reasonable period." "We have never sustained profits and our losses could continue. Without sufficient additional capital to repay our indebtedness, we may be required to significantly scale back our operations, significantly reduce our headcount, seek protection under the provisions of the U.S. Bankruptcy Code, and/or discontinue many of our activities which could negatively affect our business and prospects," the Company said in the quarterly report for the period ended Sept. 30, 2013. NEW ENERGY: Nonbidder Can't Challenge Sale of Assets to JV ---------------------------------------------------------- A three-judge panel of the U.S. Court of Appeals for the Seventh Circuit composed of Circuit Judge Joel Martin Flaum, Circuit Judge Frank H. Easterbrook, and District Judge William C. Griesbach, sitting by designation, affirmed a ruling by a district court, which confirmed a bankruptcy court's order approving the sale of assets and denying a motion for reconsideration filed by a nonbidder. In this case, Natural Chem Holdings opposed the confirmation of the sale of New Energy Corp.'s assets to a joint venture of Maynards Industries (1991) Inc. and Biditup Auctions Worldwide, Inc., contending that establishment of the joint venture amounted to collusion that spoiled the auction. The district judge affirmed the bankruptcy court's conclusion, observing among other things that after the closing only a protest by the trustee permits a sale to be undone on the ground that "the sale price was controlled by an agreement among potential bidders at such sale." The Seventh Circuit's decision, penned by Judge Easterbrook, held that to qualify for the auction, a potential bidder had to post a bond of $250,000, which Natural Chem did not do so. As a result, it cannot have been injured as a bidder by the auction's outcome, it was not going to prevail no matter what the other bidders did, the Circuit Court said. Nor could Natural Chem have been injured as a credit that stood to receive a reduced payout as it is not among New Energy's creditors, the Circuit Court added. The Circuit Court concluded that Natural Chem lacks standing for two independent reasons: it did not bid at the auction, and had it done so it would have been helped rather than harmed if the conduct of which it complains were indeed collusive. The potential benefits of joint ventures supply another reason why Natural Chem cannot prevail, the Circuit Court added. The case is Natural Chem Holdings, LLC (In re: New Energy Corporation), No. 13-2501 (7th Cir.). A full-text copy of the Decision is available at: http://bankrupt.com/misc/NEWENERGY7thCir.pdf NEW YORK CITY OPERA: Musicians Planning February Reunion Concert ---------------------------------------------------------------- Jennifer Maloney, writing for The Wall Street Journal, reported that the musicians of New York City Opera will hold a reunion concert in February, an event they hope could be a first step toward creating a new group out of the ashes of the now-bankrupt company. According to the report, the concert is to be held on Feb. 21 at New York City Center, City Opera's first home, in celebration of what would have been the company's 70th anniversary. The musical event will reunite members of the New York City Opera Orchestra and singers who performed with the company, including soprano Lauren Flanigan and tenor Ryan MacPherson, the report related. The so-called "people's opera," which launched the careers of Beverly Sills and Placido Domingo, filed for bankruptcy in October, after years of financial troubles, the report further related. About New York City Opera New York City Opera, Inc., sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 13-13240) on Oct. 3, 2013, estimating between $1 million and $10 million in both assets and debt. The petition was signed by George Steel, general manager and artistic director. Kenneth A. Rosen, Esq., at Lowenstein Sandler LLP, serves as the opera's counsel. Ewenstein Young & Roth LLP serves as special counsel. NNN 3500: CWCapital Balks at BMC Group as Tabulation Agent ---------------------------------------------------------- Gregory A. Cross, Esq., at Venable LLP, and Steven R. Smith, Esq., at Perkins Coie LLP, on behalf of CWCapital Asset Management LLC, solely in its capacity as Special Servicer for U.S. Bank National Association, objected to NNN 3500 Maple 26 LLC's request to employ BMC Group, Inc. as the Debtors' tabulation agent. CWCapital Asset said the hiring must be denied because (i) a tabulation agent is unnecessary; and (ii) the Debtors cannot use the rents to pay the fees and expenses of any such agent. U.S. Bank serves as trustee, successor-in-interest to Bank of America, N.A., as trustee for the Registered Holders of Wachovia Bank Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2006-C23. As reported in the Troubled Company Reporter on Dec. 10, 2013, the Debtors want BMC Group to: (a) serve the Debtors' Plan, Disclosure Statement, and all related materials, including, but not limited to, all notices relating to the Plan and Disclosure Statement that are required to be served on parties in interest in the Chapter 11 Cases; (b) print, mail and tabulate ballots for purposes of voting to accept or reject the Debtors' Plan; and (c) all other services requested by the Debtors in connection with the (i) provision of notice of and (ii) solicitation of votes with respect to the Debtors' Plan. BMC Group will be paid at these hourly rates: Project Management $125 Noticing Specialists $95 Analysts $85 Data Entry $25 Call Center $45 Admin Support $55 BMC Group will also be reimbursed for reasonable out-of-pocket expenses incurred. Tinamarie Feil, president of Legal Services at BMC Group, 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. About NNN 3500 Maple 26 NNN 3500 Maple 26, LLC, based in Costa Mesa, Calif., filed for Chapter 11 bankruptcy (Bankr. C.D. Calif. Case No. 12-23718) on Nov. 30, 2012. Judge Scott C. Clarkson presided over the case. In its schedules, the Debtor disclosed $45,563,241 in total assets and $46,658,593 in total liabilities. On Jan. 23, 2013, the Bankruptcy Court entered an order transferring venue of the bankruptcy case to the U.S. Bankruptcy Court for the Northern District of Texas (Case No. 13-30402). Judge Harlin DeWayne Hale presides over the case. Darvy M. Cohan, Esq., with offices at La Jolla, Calif., and Michelle V. Larson, Esq., at Andrews Kurth LLP, in Dallas, represent the Debtor as counsel. NNN 3500 Maple 26 et al., submitted to the N.D. Texas Bankruptcy Court a Disclosure Statement and Joint Plan of Reorganization dated Nov. 7, 2013. The Plan proposes to pay in full all creditors. The Reorganized Debtors will assume the liability for and obligation to perform and make all distributions or payments on account of all Allowed Claims. NORTHERN BEEF: White Oak Has More Time to Close Asset Sale ---------------------------------------------------------- The Bankruptcy Court, according to minutes of hearing held Jan. 20, 2014, extended the date on which successful bidder White Oak Global Advisors LLC may close the acquisition of Northern Beef Packers Limited Partnership's operating assets. White Oak is a secured lender of the Debtor. The Court ordered that the closing date regarding the sale of the operating assets for the successful bidder is extended by 10 days after the date on which the Court enters judgment in Adv. No. 13-1016; and the closing date regarding the sale of the operating assets for the backup bidder is extended by 17 days after the date on which the Court enters a judgment in Adv. No. 13-1016. The Debtor, in its motion, said the final cash portion of White Oak's total bid will be determined after all issues regarding the validity, priority, and extent of liens on the operating assets sold are resolved. White Oak made a credit bid of $39,500,000 and a cash bid of $4,847,160, for a total bid of $44,347,160. American Foods Group, LLC, as the backup bidder has an all-cash bid of $12,750,000. Scott Olson Digging, Inc., objected to the Debtor's motion for extension of closing of the sale of operating assets. Scott Olson said the extension would provide absolutely no benefit to the Debtor's estate, the unsecured creditors, or Olson. An extension would only benefit White Oak by way of not having to put up the cash bid of $4,847,160. After winning the auction for Northern Beef Packer's assets in December, the secured lender was initially required to complete the sale within three business days from the approval date. White Oak is the Debtor's largest secured creditor as of the petition date, with a disputed claim of more than $64 million. It is providing postpetition financing. About Northern Beef Packers Northern Beef Packers Limited Partnership, which operates a beef processing facility that opened in October 2012, filed for Chapter 11 relief (Bankr. D.S.D. Case No. 13-10118) on July 19, 2013. Karl Wagner signed the petition as chief financial officer. Judge Charles L. Nail, Jr., presides over the case. The Debtor estimated assets of at least $50 million and debts of at least $10 million. James M. Cremer, Esq., at Bantz, Gosch, & Cremer, L.L.C., serves at the Debtor's counsel. Steven H. Silton, Esq., at Cozen O'Connor serves as co-counsel. Lincoln Partners Advisors LLC serves as financial advisors. The U.S. Trustee has appointed five members to the Official Committee of Unsecured Creditors in the case. Robbins, Salomon & Patt, Ltd. serves as it lead counsel. Patrick T. Dougherty serves as its local counsel. NORTHERN BLIZZARD: Moody's Assigns B2 CFR & Rates Unsec. Bonds B3 ----------------------------------------------------------------- Moody's Investors Service assigned a B3 rating to Northern Blizzard Resources Inc.'s (NBR) proposed US$425 million senior unsecured notes. Moody's also assigned NBR a B2 Corporate Family Rating (CFR), a B2-PD Probability of Default Rating (PDR), as well as an SGL-2 Speculative Grade Liquidity rating. The rating outlook is stable. The ratings are subject to receipt and review of final documentation. This is the first time that Moody's has rated NBR. The proceeds of the senior unsecured notes will be used to pay a CAD200 million dividend and to repay drawings under its borrowing base revolving credit facility. Assignments: Issuer: Northern Blizzard Resources Inc. Probability of Default Rating, Assigned B2-PD Speculative Grade Liquidity Rating, Assigned SGL-2 Corporate Family Rating, Assigned B2 Senior Unsecured Regular Bond/Debenture, Assigned B3 Senior Unsecured Regular Bond/Debenture, Assigned a range of LGD5, 76 % Ratings Rationale The B2 corporate family rating reflects the concentration of NBR's modest oil production in mature fields in western Saskatchewan that mostly require enhanced oil recovery (EOR) developments in order to increase production. The EOR developments include water flooding, polymer flooding and thermal projects that require a significant amount of development capital and entail higher operating expenses than conventional primary production. The rating positively considers NBR's predominately heavy oil production and solid cash margin, a low decline rate, adequate leverage and solid finding and development costs and leveraged full-cycle ratio. NBR's SGL-2 rating reflects good liquidity through Q1 2015. Pro forma for the notes issuance, Moody's expects that NBR will have no cash and roughly CAD140 million drawn under its CAD535 million borrowing base revolving credit facility, which, absent renewal, will term out in July 2014 and mature one year later. Moody's expects negative free cash flow of about CAD75 million from Q2 2014 to Q1 2015 to be funded with revolver drawings. Moody's expects NBR will be in compliance with its two financial covenants (senior debt to EBITDA not greater than 3x and interest coverage not less than 2.5x) through this period. There are no debt maturities in the next two years. Alternate liquidity is limited given that substantially all of the company's assets are pledged under the revolver. Under Moody's Loss Given Default (LGD) Methodology, the senior unsecured notes are rated B3, one notch below the CFR, reflecting the prior ranking of the CAD535 million borrowing base revolving credit facility in the capital structure. The stable outlook reflects Moody's expectation that production will increase by about 10% per annum over the next few years, driven by the company's capex program, and that leverage metrics will remain adequate for the rating. The rating could be upgraded if production and total proved reserves approach 30,000 bbls/d and 120 million barrels, respectively, while maintaining retained cash flow to debt above 35%. The rating could be downgraded if production and reserves fall materially or if retained cash flow to debt appears likely to be sustained below 20%. The principal methodology used in this rating was the Global Independent Exploration and Production Industry 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. NBR is a private Calgary, Alberta based exploration and production company with 47 million and 76 million barrels of oil equivalent of proved developed and total proved reserves, respectively and average daily production of roughly 16,000 boe per day, net of royalties. NORTHERN BLIZZARD: S&P Assigns 'B' CCR & Rates Unsec. Notes 'B-' ---------------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'B' long- term corporate credit rating to Calgary, Alta.-based oil and gas exploration and production (E&P) company Northern Blizzard Resources Inc. (NBRI). The outlook is stable. At the same time, Standard & Poor's assigned its 'B-' issue-level rating and '5' recovery rating to NBRI's proposed US$425 million unsecured notes. The '5' recovery rating indicates S&P's expectation of modest (10%-30%) recovery for debtholders in a default scenario. Proceeds from the notes issuance will pay US$200 million in cash dividends to NBRI's owners, NGP Energy Capital Management LLC and Riverstone Holdings LLC; and cover general corporate uses. The 'B' ratings reflect our anchor of 'b', based on S&P's "vulnerable" business risk and "aggressive" financial risk profile assessments for the company. "The modifiers had no impact on the ratings, which reflect our view of NBRI's operations in a highly cyclical, capital-intensive, and competitive industry; weak profitability compared with that of its peers; limited diversity; and shareholder-friendly financial policy," said Standard & Poor's credit analyst Aniki Saha-Yannopoulos. S&P believes the company's low-risk asset base and competitive cost structure offset these weaknesses somewhat. NBRI is a small E&P company (it had about 83 million barrels of oil equivalent of gross proved reserves as of Sept. 30, 2013, and about 18,500 barrels per day production for 2013) operating mostly in southern Saskatchewan. Almost all the company's production is from the Lloydminster Heavy Oil and Kerrobert Bakken area; it uses waterfloods for most of its production. Pro forma for the new debt, NBRI will have about C$768 million in adjusted debt (S&P's adjustments include asset retirement obligations [about C$135 million] and stock-based compensation liability[about C$40 million]). The stable outlook reflects S&P's view that NBRI's capital spending program will result in increased oil production and reserves. Given its increasing production, S&P foresees the company maintaining credit protection measures that are strong for the ratings, with leverage projected to be below 3x in the next two years. At current EBITDA and debt levels, NBRI has sufficient debt capacity to borrow the full commitment under its revolving credit facility without affecting the ratings. S&P could lower the ratings if NBRI cannot achieve the expected production growth (10%-15%) in 2014, or if profitability deteriorates significantly either due to lower realized commodity prices or deteriorating cost profile. S&P could also lower the ratings if the company's debt-to-EBITDA deteriorates and stays above 5x, which could occur if the company undertakes a significant debt-financed acquisition or additional dividend payouts. An upgrade would depend upon an improving business risk profile -- for example, if NBRI improves its profitability, either through generating higher realized revenues by accessing better markets or improvement in cost profile. Any increase in reserves and production, either through acquisitions or the drill bit, while maintaining balance-sheet strength could also lead to a positive rating action. An upgrade would also be possible if financial policy improves to "significant" -- where NBRI's public ownership reaches 20% and there is evidence that the owner will continue to relinquish control and company's credit measures continue to be in line with a significant financial risk profile. OCZ TECHNOLOGY: Chief Executive to Stay Onboard After Sale ---------------------------------------------------------- Ralph Schmitt, the chief executive officer of OCZ Technology Group, Inc., et al., in a declaration filed with the U.S. Bankruptcy Court for the District of Delaware, related that Toshiba Corporation has made an offer for him to commence employment as CEO of its designated acquisition subsidiary, TAEC Acquisition Corp. upon the closing of the sale. Mr. Schmitt said that, subject to court approval of the sale to Acquisition Corp. and the closing of the transactions under the Purchase Agreement, he intend to accept the offer and continue as CEO of the business. He clarified that his employment with Acquisition Corp. was not a condition to the purchase agreement. The declaration was filed after the Court authorized the Debtors to sell all or substantially all of their assets to the Toshiba unit after no competing bid emerged. Toshiba proposes to pay $35 million for the assets. 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. PACIFIC THOMAS: Seeks Approval to Borrow $6.5-Mil. in Financing --------------------------------------------------------------- Pacific Thomas Corp. has filed a motion seeking court approval to borrow more than $6.5 million in financing from Thorofare Capital. The company will use the new loan to pay off the claims of Bank of the West, Private Mortgage Fund LLC, Alameda County's tax collector and other secured creditors. What is left after payment of those claims will be used to implement the company's proposed restructuring plan. The new loan, which has a fixed interest rate of 10.85%, is conditioned upon approval of the restructuring plan and its outline or the so-called disclosure statement. Pacific Thomas will post some of the real properties it owns as collateral for the loan. In case the company received court approval of the proposed financing, Bank of the West, Private Mortgage and Alameda County's tax collector would be required to release their liens on those properties. PMF, et al., Oppose Financing The proposed financing drew flak from Bank of the West and Donald White, Alameda County's tax collector. In separate court filings, both oppose any attempt by Pacific Thomas to use the "plan confirmation process" to adjudicate disputes over the amounts of their claims. Another creditor Summit Bank also objected to the proposed financing, saying there is "no summary or description of the events of default under the proposed borrowing." Mr. White is represented by: John T. Seyman, Esq. Deputy County Counsel Office of County Counsel, County of Alameda 1221 Oak Street, Suite 450 Oakland, California 94612 Tel: (510) 272-6700 E-mail: john.seyman@acgov.org7 Bank of the West is represented by: Robert B. Kaplan, Esq. Walter W. Gouldsbury III, Esq. JEFFER, MANGELS, BUTLER & MITCHELL LLP Two Embarcadero Center, Fifth Floor San Francisco, California 94111-3813 Tel: (415) 398-8080 Fax: (415) 398-5584 E-mail: RKaplan@JMBM.com WGouldsbury@JMBM.com Summit Bank is represented by: Eric A. Nyberg, Esq. Chris D. Kuhner, Esq. KORNFIELD, NYBERG, BENDES & KUHNER P.C. 1970 Broadway, Suite 225 Oakland, California 94612 Tel: (510) 763-1000 Fax: (510) 273-8669 E-mail: e.nyberg@kornfieldlaw.com c.kuhner@kornfieldlaw.com About Pacific Thomas Corp. Walnut Creek, California, Pacific Thomas Corporation filed a Chapter 11 petition (Bankr. N.D. Cal. Case No. 12-46534) in Oakland on Aug. 6, 2012, estimating in excess of $10 million in assets and liabilities. The Debtor is related to Pacific Thomas Capital, which specializes in real estate services, focusing on the investment, ownership and development of commercial real estate properties, according to http://www.pacificthomas.com/ Real estate activities has spanned throughout the Hawaiian Islands as well as U.S. West Coast locations in California, Nevada, Arizona and Utah. Hawaii based activities are managed under the name Thomas Capital Investments. Bankruptcy Judge M. Elaine Hammond presides over the case. Anne- Leith Matlock, Esq., at Matlock Law Group, P.C., serves as general counsel. The petition was signed by Jill V. Worsley, COO, secretary. Kyle Everett was named Chapter 11 trustee of the Debtor. Craig C. Chiang, Esq., at Buchalter Nemer, P.C., in San Francisco, Calif., represents the Chapter 11 trustee as counsel. In its schedules, the Debtor disclosed $19,960,679 in assets and $16,482,475 in liabilities as of the petition date. PACIFIC THOMAS: Secured Creditors Still Objecting to Plan Outline ----------------------------------------------------------------- Pacific Thomas Corp.'s secured creditors asked U.S. Bankruptcy Judge M. Elaine Hammond to deny the latest version of the company's disclosure statement. Pacific Thomas filed last month its fourth amended disclosure statement, which provides detailed description of its proposed plan to exit bankruptcy protection. The move came after Judge Hammond denied on Dec. 16 its disclosure statement and instructed the company to make further revisions to address issues regarding the sale of its property in Hawaii, and how it will fund the plan and pay administrative expenses. Bank of the West, a secured creditor, criticized the lack of information about the status of the sale of the Hawaii property as well as the real properties owned by two shareholders of the company who agreed to use the equity from those properties to fund administrative expenses. Another secured creditor Summit Bank expressed doubt over the feasibility of the plan, saying Pacific Thomas doesn't have enough funds to implement the plan. Meanwhile, Donald White, Alameda County's tax collector, wanted the disclosure statement revised to make sure that his claim against the company will be paid in full. The latest plan outline drew support from Private Mortgage Fund LLC, which just signed an agreement with the company regarding payment of its claim under the plan. 4th Amended Disclosure Statement Pacific Thomas' fourth amended disclosure statement discusses its proposal to avail of loan from Thorofare Capital to pay off some secured claims. According to the disclosure statement, the new loan will be refinanced by the reorganized company before the loan terms expires. If the reorganized company fails to do so, the safe storage parcels of the Pacific Thomas properties will be sold. In the plan outline, Pacific Thomas expressed confidence that it will have sufficient cash on hand to pay administrative claims on the effective date of the plan. The company said it will get the cash from its DIP bank accounts, third-party funding sources, and proceeds from the Thorofare loan. If the insiders fail to liquidate the Hawaii real estate prior to confirmation of the plan, they will deed the property to the reorganized company. The plan outline also disclosed the treatment of secured claims including those held by the Alameda County Treasurer, Summit Bank, Bank of the West, Private Mortgage as well as unsecured claims held by insiders and non-insiders. A full-text copy of the fourth amended disclosure statement dated Dec. 31, 2013, can be accessed for free at http://is.gd/U7Qtu2 About Pacific Thomas Corp. Walnut Creek, California, Pacific Thomas Corporation filed a Chapter 11 petition (Bankr. N.D. Cal. Case No. 12-46534) in Oakland on Aug. 6, 2012, estimating in excess of $10 million in assets and liabilities. The Debtor is related to Pacific Thomas Capital, which specializes in real estate services, focusing on the investment, ownership and development of commercial real estate properties, according to http://www.pacificthomas.com/ Real estate activities has spanned throughout the Hawaiian Islands as well as U.S. West Coast locations in California, Nevada, Arizona and Utah. Hawaii based activities are managed under the name Thomas Capital Investments. Bankruptcy Judge M. Elaine Hammond presides over the case. Anne- Leith Matlock, Esq., at Matlock Law Group, P.C., serves as general counsel. The petition was signed by Jill V. Worsley, COO, secretary. Kyle Everett was named Chapter 11 trustee of the Debtor. Craig C. Chiang, Esq., at Buchalter Nemer, P.C., in San Francisco, Calif., represents the Chapter 11 trustee as counsel. In its schedules, the Debtor disclosed $19,960,679 in assets and $16,482,475 in liabilities as of the petition date. PANKAJ K. KARAN: Smartlipo MPX Laser System to Be Sold Feb. 10 -------------------------------------------------------------- Personal property of Pankaj K. Karan MD Inc. consisting of office and medical equipment, furniture and devices, including, but not limited to, Smartlipo MPX Laser System, electric and manual tilt tables, carts, stands, stools, lamps, radio frequency vacuum therapy systems, cryo chiller and microderm abrasion machines, to the highest qualified bidder in public on commencing 8:00 a.m. on Feb. 10, 2014, and closing at 2:00 p.m. on Feb. 12, 2014, by internet public auction conducted by: ASSET RELIANCE INC. 112 Harvard Avenue, #213 Claremont, CA 91711 Tel: (909) 944-5959 http://www.assetreliance.com/ The Property will be offered "As Is" without any warranty of any fitness for any particular purpose. The debtor has the right to redeem the Property at any time prior to sale by payment in full of all indebtedness owed, publishing costs, attorneys' fees and auctioneer costs. Pankaj K. Karan is based at 1009 S. Summer Breeze Lane, Anaheim, CA 92808. The Property is being foreclosed by Security Bank of California, based at 3403 Tenth Street, Suite 830, Riverside, CA 92501 (951) 368-1355 (Michael Wholley). The bank is represented by: KING & ASSOCIATES 13 Corporate Plaza, Suite 200 Newport Beach, CA 92660 Tel: (949) 644-1355 E-mail: rking@raykinglaw.com PLEXTRONICS INC: Chapter 11 Plan Due May 16 ------------------------------------------- Plextronics, Inc., which has filed a bankruptcy petition in Delaware, is required to file a Chapter 11 plan and disclosure statement by May 16, 2014, according to the bankruptcy docket. The Debtor is required to file schedules of assets and liabilities and its statement of financial affairs by Jan. 31, 2014. About Plextronics Inc. Headquartered in Pittsburgh, Pennsylvania, Plextronics, Inc. -- http://www.plextronics.com-- specializes in conductive polymers and printable formulations that enable advanced electronic devices. The company's develops customized inks to enhance the performance of organic light emitting diodes (OLEDs) for next generation displays and lighting applications, lithium ion batteries, polymer metal capacitors, and emerging organic electronic devices. The privately held company was founded in 2002 as a spinout from Carnegie Mellon University based upon conductive polymer technology developed by Dr. Richard McCullough. Plextronics, Inc. on Jan. 16, 2014, filed a Chapter 11 bankruptcy petition (Bankr. D. Del. Case No. 14-10080) with plans to sell its assets to Solvay America, Inc., absent higher and better offers. The Debtor estimated assets and debt of $10 million to $50 million as of the bankruptcy filing. Campbell & Levine, LLC in Pittsburgh is serving as the Plextronics' legal advisors. New York-based Cowen and Company, LLC is serving as its investment banker. PLY GEM HOLDINGS: Unit Offering $550 Million of Senior Notes ------------------------------------------------------------ Ply Gem Industries, Inc., a wholly-owned subsidiary of Ply Gem Holdings, Inc., commenced an offering of $550,000,000 aggregate principal amount of senior unsecured notes due 2022, subject to market and other conditions. The Company intends to use the net proceeds from the New Senior Notes, together with the proceeds from borrowings under a new $380 million senior secured term loan facility and cash on hand, (i) to finance the repurchase or redemption of the Company's outstanding $756 million principal amount of 8.25 percent senior secured notes due 2018, (ii) to finance the repurchase or redemption of the Company's outstanding $96 million principal amount of 9.375 percent senior notes due 2017 and (iii) to pay financing costs and other expenses in connection with the Term Loan Facility, the issuance of the New Senior Notes and the related transactions. The offering of the New Senior Notes and the closing of the Term Loan Facility are subject to successful marketing and other conditions, and there can be no assurance that the Company will close the Term Loan Facility, issue the New Senior Notes or complete the repurchase or redemption of the Senior Secured Notes or the Senior Notes as described or at all. About Ply Gem Based in Cary, North Carolina, Ply Gem Holdings Inc. is a diversified manufacturer of residential and commercial building products, which are sold primarily in the United States and Canada, and include a wide variety of products for the residential and commercial construction, the do-it-yourself and the professional remodeling and renovation markets. Ply Gem Holdings incurred a net loss of $39.05 million in 2012, as compared with a net loss of $84.50 million in 2011. The Company's balance sheet at Sept. 28, 2013, showed $1.08 billion in total assets, $1.12 billion in total liabilities and a $37.69 million total stockholders' deficit. * * * In May 2010, Standard & Poor's Ratings Services raised its (unsolicited) corporate credit rating on Ply Gem to 'B-' from 'CCC+'. "The ratings upgrade reflects our expectation that the company's credit measures are likely to improve modestly over the next several quarters to levels that we would consider more in line with the 'B-' corporate credit rating," said Standard & Poor's credit analyst Tobias Crabtree. PLUG POWER: Closes $30 Million of Registered Offering ----------------------------------------------------- Plug Power Inc. completed its underwritten registered offering of 10,000,000 shares of its common stock and accompanying warrants to purchase 4,000,000 shares of its common stock. The shares and the warrants were sold together in a fixed combination, with each combination consisting of one share of common stock and 0.40 of a warrant to purchase one share of common stock, at a price to the public of $3.00 per fixed combination for gross proceeds of $30 million. The securities were placed with a single investor. Cowen and Company, LLC, acted as the sole underwriter for the offering. Net proceeds, after underwriting discounts and commissions and other estimated fees and expenses payable by Plug Power, and assuming the warrants are not exercised, will be approximately $28 million. Plug Power intends to use the net proceeds of the offering for working capital and other general corporate purposes including, capital expenditures. The securities were offered by Plug Power Inc. pursuant to a shelf registration statement on Form S-3 (No. 333-173268) including a base prospectus, previously filed and declared effective by the Securities and Exchange Commission (SEC). A final prospectus supplement related to the offering was filed with the SEC on Jan. 10, 2014, and is available on the SEC's Web site located at www.sec.gov. Electronic copies of the final prospectus supplement also may be obtained from Cowen and Company, LLC (c/o Broadridge Financial Services, 1155 Long Island Avenue, Edgewood, NY, 11717, Attn: Prospectus Department, Phone: 631-274-2806, Fax: 631-254- 7140). About Plug Power Plug Power Inc. is a provider of alternative energy technology focused on the design, development, commercialization and manufacture of fuel cell systems for the industrial off-road (forklift or material handling) market. KPMG LLP, in Albany, New York, expressed substantial doubt about Plug Power's ability to continue as a going concern, following their audit of the Company's financial statements for the year ended Dec. 31, 2012, citing the Company's recurring losses from operations and substantial decline in working capital. As of Sept. 30, 2013, the Company had $40.03 million in total assets, $35.36 million in total liabilities, $2.45 million in series C redeemable convertible preferred stock, and $2.21 million in total stockholders' equity. Bankruptcy Warning "Our cash requirements relate primarily to working capital needed to operate and grow our business, including funding operating expenses, growth in inventory to support both shipments of new units and servicing the installed base, and continued development and expansion of our products. Our ability to meet our future liquidity needs, capital requirements, and to achieve profitability will depend upon numerous factors, including the timing and quantity of product orders and shipments; the timing and amount of our operating expenses; the timing and costs of working capital needs; the timing and costs of building a sales base; the timing and costs of developing marketing and distribution channels; the timing and costs of product service requirements; the timing and costs of hiring and training product staff; the extent to which our products gain market acceptance; the timing and costs of product development and introductions; the extent of our ongoing and any new research and development programs; and changes in our strategy or our planned activities. If we are unable to fund our operations without additional external financing and therefore cannot sustain future operations, we may be required to delay, reduce and/or cease our operations and/or seek bankruptcy protection," the Company said in its quarterly report for the period ended Sept. 30, 2013. PRESIDENTIAL REALTY: Extends Employments of CEO & Pres. Till 2015 ----------------------------------------------------------------- Presidential Realty Corporation and Nicholas W. Jekogian, Chairman and chief executive officer of the Company, entered into an amendment to the employment agreement dated Nov. 8, 2011, between the Company and Mr. Jekogian. The amendment provides for: (i) the extension of the employment term from May 3, 2013, to Dec. 31, 2015; (ii) continuation of Mr. Jekogian's base salary through the balance of the term at the rate of $225,000 per annum; (iii) removal of the $200,000 cap on the amount of any annual bonus that might be awarded Mr. Jekogian; (iv) the issuance to Mr. Jekogian of a "Warrant" to purchase 1,700,000 shares of the Company's Class B Common Stock in exchange for the complete cancellation of $425,000 of the deferred compensation accrued under Mr. Jekogian's employment agreement; (v) the issuance of a "Transaction Warrant" to Mr. Jekogian upon the occurrence of a Capital Event; and (vi) an increase in severance benefits from three months to six months in the event of a termination of Mr. Jekogian's employment following a change of control or a termination for "good reason" as defined in the employment agreement. The payment of any bonus and base salary will continue to be deferred until a "Capital Event" occurs, which is defined as the receipt by the Company of at least $20,000,000 in cash or property from capital-raising activities. The Transaction Warrant is a warrant to purchase shares of the Company's Class B Common Stock to be issued to Mr. Jekogian upon the closing of each acquisition transaction by the Company of cash or property. Moreover, on Jan. 8, 2014, the Company and Alexander Ludwig, a director, president, chief operating office and principal financial officer of the Company, entered into an amendment to the employment agreement dated Nov. 8, 2011, between the Company and Mr. Ludwig. The amendment provides for: (i) the extension of the employment term from May 3, 2013, to Dec. 31, 2015; (ii) continuation of Mr. Ludwig's base salary through the balance of the term at the rate of $225,000 per annum; (iii) removal of the $200,000 cap on the amount of any annual bonus that might be awarded Mr. Ludwig; (iv) the issuance of a "Transaction Warrant" to Mr. Ludwig upon the occurrence of a Capital Event; and (v) an increase in severance benefits from three months to six months in the event of a termination of Mr. Ludwig's employment following a change of control or a termination for "good reason" as defined in the employment agreement. The Transaction Warrant is a warrant to purchase shares of the Company's Class B Common Stock to be issued to Mr. Ludwig upon the closing of each acquisition transaction by the Company of cash or property. A full-text copy of the Form 8-K is available for free at: http://is.gd/U895zl About Presidential Realty Headquartered in White Plains, New York, Presidential Realty Corporation, a real estate investment trust, is engaged principally in the ownership of income-producing real estate and in the holding of notes and mortgages secured by real estate or interests in real estate. On Jan. 20, 2011, Presidential stockholders approved a plan of liquidation, which provides for the sale of all of the Company's assets over time and the distribution of the net proceeds of sale to the stockholders after satisfaction of the Company's liabilities. Presidential Realty incurred a net loss of $2.33 million in 2012 following a net loss of $6.16 million in 2011. The Company's balance sheet at Sept. 30, 2013, showed $1.58 million in total assets, $1.92 million in total liabilities and a $339,314 total deficit. Holtz, Rubenstein Reminick LLP, in Melville, New York, 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 a working capital deficiency. These conditions raise substantial doubt about its ability to continue as a going concern. REDE ENERGIA: Seeks U.S. Recognition of Brazilian Bankruptcy Plan ----------------------------------------------------------------- The administrator of Rede Energia S.A. filed a Chapter 15 bankruptcy petition in Manhattan to seek recognition of the company's reorganization proceedings in Brazil. Jose Carlos Santos, the administrator, is asking U.S. Bankruptcy Judge Martin Glenn to, among other things, enter an order giving full force and effect in the U.S. to the company's Brazilian reorganization plan, and enjoining creditors from taking any action in the U.S. Rede Group is one of the largest electric power companies in Brazil. Rede distributes electricity to millions of customers throughout a large region of Brazil, including the states of Sao Paulo, Minas Gerais, Parana, Mato Grosso and Tocantins. On Nov. 24, 2012, due to deteriorating financial conductions that threatened Rede's ability to continue operations and the intervention by the Brazilian government into its power generation facilities, Rede and certain of its subsidiaries commenced bankruptcy proceedings before the Second Court of Bankruptcies and Judicial Restructuring Court of the Central Civil Court of the City of Sao Paulo. Consistent with certain financial conditions imposed by Brazilian regulators, Rede submitted its plan of reorganization, pursuant to which Energisa, S.A., will invest R$1.9 billion in Rede and assume certain operating obligations of Rede Group in exchange for ownership of reorganized Rede. The Brazilian Bankruptcy Court entered an order approving the plan on Sept. 9, 2013. Although subject to a number of pending appeals, the Brazilian confirmation order and the Brazilian reorganization plan are in full force and effect and have not been stayed. Rede expects all conditions precedent to consummation will be satisfied or waived by the middle of February 2014. Rede's contacts with the U.S. include the issuance of U.S.-dollar denominated 11.125% perpetual notes in the aggregate principal amount of $400 million. The reorganization plan provides for a 25% cash distribution to holders of the perpetual notes. Upon payment made to the Bank of New York Mellon, the indenture trustee, the perpetual notes will be deemed to have been assigned to Energisa under Brazilian Bankruptcy Law. Mr. Santos is also asking the U.S. Bankruptcy Court to recognize the Brazilian Bankruptcy Proceeding as "foreign main proceeding." Rede's sole property in the U.S. is an interest in an undrawn retainer with White & Csae LLP, Rede's U.S. counsel in connection with the Chapter 15 case. About Rede Energia S.A. Rede Energia S.A. operates through its subsidiaries, which are engaged in the distribution, generation and trading of electricity in Brazil. Rede supplies electricity to 3.3 million customers in 436 municipalities in six Brazilian states. In 2012, Rede distributed 14,442 GWh of energy, recorded net loss of R$665.8 million, and gross operating revenue of R$7.515 billion. As of Dec. 31, 2012, Rede and its subsidiaries' total assets were valued at R$9 billion. Rede Energia filed a Chapter 15 petition in Manhattan (Bankr. S.D.N.Y. Case No. 14-10078) on Jan. 16, 2014, to seek recognition of its restructuring proceedings in Brazil. Rede Energia is estimated to have more than $1 billion in assets and liabilities. Jose Carlos Santos, the administrator in the Brazilian judicial reorganization proceeding, as foreign representative, signed the Chapter 15 bankruptcy petition. He is represented by John K. Cunningham, Esq., at White & Case, LLP, in Miami. Rede was previously the parent of Centrais Electricas do Para S.A. ("CELPA"), an electricity distribution concessionary for the Para region in Brazil. CELPA filed a judicial restructuring proceeding in Brazil in 2012 pursuant to which Rede's ownership in CELPA was sold to a non-affiliated third party. CELPA filed a petition for Chapter 15 relief (Bankr. S.D.N.Y. Case No. 12-14568) in Manhattan on Nov. 9, 2012. The CELPA case was closed April 25, 2013. RENTAL REAL ESTATE: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Debtor: Rental Real Estate Resources, LLC 6847 Windjammer Dr Brownsburg, IN 46112 Case No.: 14-00338 Chapter 11 Petition Date: January 20, 2014 Court: United States Bankruptcy Court Southern District of Indiana (Indianapolis) Judge: Hon. James K. Coachys Debtor's Counsel: KC Cohen, Esq. KC COHEN, LAWYER, PC 151 N Delaware St Ste 1104 Indianapolis, IN 46204 Tel: 317-715-1845 Fax: 317-916-0406 Email: kc@esoft-legal.com Total Assets: $0 Total Liabilities: $1.3 million The petition was signed by Scott B. Beil, member. The Debtor did not file a list of its largest unsecured creditors when it filed the petition. RIH ACQUISITION: Strikes Deal With AC Electric, South Jersey Gas ---------------------------------------------------------------- The U.S. Bankruptcy Court for the District of New Jersey has approved a stipulation and consent order dated Dec. 2, 2013, between RIH Acquisitions NJ, LLC, et al., and Atlantic City Electric Company. The stipulation provided, among other things, for the payment of $167,401 to AC Electric, which will constitute adequate assurance of payment. The stipulation also provides that, among other things: 1. In addition to the initial deposit, the Debtors will pay a cash deposit of $159,600 to AC Electric, which will constitute additional adequate assurance of payment, in accordance with the following payment schedule: a) $39,900 on Dec. 20, 2013; b) $39,900 on Jan. 3, 2014; c) $39,900 on Jan. 17; and d) $39,900 on Jan. 31. 2. The additional deposit will be applied solely to utility services provided from and after Nov. 6, and will not be applied by AC Electric to any pre-Filing Date utility services. 3. In addition to the assurances provided by the additional deposit, the Debtors will pay their postpetition usage that is due and owing in accordance with AC Electric's ordinary and contractual payment terms during the postpetition period. AC Electric filed an objection to the proposed adequate assurance of payment under Section 366 of the Bankruptcy Code on Nov. 27, 2013. Adequate Assurance of Payment to South Jersey Gas In a separate order, the Court also approved a consent order between the Debtor and South Jersey Gas. Pursuant to the order, among other things: 1. the Debtors will pay a cash deposit of $47,858 to SJG, which, will constitute adequate assurance of payment with respect to SJG Account Nos. 11339017532, 12082167011 and 11339030519. The Deposit will be applied solely to utility services provided from and after Nov. 6, 2013, and will not be applied by SJG to any pre- Filing Date utility services. 2. as part of the proposed adequate assurance of payment, beginning on Dec. 1, then on Dec. 25, 2013 and continuing on each 25th of each month thereafter, the Debtors will cause SJG to receive pre-payments for utility services in the amount set forth on a schedule agreed to by the parties, representing an advance for the anticipated amount owed to SJG for the RIH Accounts for the following month. 3. SJG will continue to invoice the Debtors for the RIH Accounts as per its tariff approved by the New Jersey Board of Public Utilities, and those invoices will show on the date they are generate whether prior prepayments have resulted in a credit or any deficiency in payment. About RIH Acquisitions RIH Acquisitions NJ LLC, doing business as the Atlantic Club Casino Hotel in Atlantic City, New Jersey, filed a Chapter 11 petition (Bankr. D.N.J. Case No. 13-34483) on Nov. 6, 2013, in Camden, New Jersey, to sell the property in the near term. The Debtors are represented by Michael D. Sirota, Esq., and Warren A. Ustaine, Esq., at Cole, Schotz, Meisel, Forman & Leonard, P.A., in Hackensack, New Jersey; and Paul V. Shalhoub, Esq., at Willkie Farr & Gallagher LLP, in New York. Duane Morris, LLP, serves as the Debtors' special gaming regulatory counsel. Imperial Capital, LLC, serves as financial advisor and investment banker to the Debtors, while Mercer (US) Inc. serves as compensation consultant. Kurtzman Carson Consultants LLC is the Debtors' claims and noticing agent. Northlight Financial LLC, as DIP Lender, is represented by Harlan W. Robins, Esq., at Dickinson Wright PLLC, in Columbus, Ohio; Kristi A. Katsma, Esq., at Dickinson Wright PLLC, in Detroit, Michigan; and Bruce Buechler, Esq., and Kenneth A. Rosen, Esq., at Lowenstein Sandler LLP, in Roseland, New Jersey. Financing for the Chapter 11 reorganization is being provided by Northlight Financial LLC. An official committee of unsecured creditors appointed in the case is represented by Morton R. Branzburg, Esq., Carol Ann Slocum, Esq., and Richard M. Beck, Esq., at Klehr Harrison Harvey Branzburg LLP. The Committee hired PricewaterhouseCoopers, LLC, as financial advisor. RIH Acquisitions NJ LLC scheduled $17,776,359 in total assets and $16,813,022 in total liabilities. On Dec. 23, 2013, Judge Gloria M. Burns approved the sale of Atlantic Club Casino Hotel's casino property and fixtures to Caesars Entertainment Corp. for $15 million; and the slot machines and other gambling equipment to Tropicana Entertainment Inc. for $8.4 million. ROBERT FREEMAN: 4th Circ. Flips $631K Restitution v. 'Dr. Shine' ---------------------------------------------------------------- Robert J. Freeman, a/k/a "Dr. Shine," appeals the order of a district court directing him to pay $631,050 in restitution to four individuals as part of his sentence for obstructing federal bankruptcy proceedings. On appeal, the Appellant argues that the district court erred because the purported victims to whom he was ordered to pay restitution are not victims of the offense to which he pled guilty. Rather, he contends, the purported victims suffered losses when the Appellant caused them to take out significant loans for the benefit of his church -- conduct with which he was not charged or convicted. The Government contends that the purported victims are entitled to restitution because the Appellant's untruthfulness during his bankruptcy proceedings rendered them otherwise unable to be repaid for their loans and/or recoup their ensuing losses. The statement of facts addendum to the plea agreement provided that the Appellant purported to be a minister, and between 1991 and 2003 he incorporated Save the Seed Ministry, Inc., Save the Seed International Church, and Seed Faith International Church. He served as pastor and leader of all three. Shortly after forming these entities, the Appellant began using church funds to "accumulate substantial assets, including a $1.75 million residence and luxury automobiles, in the names of members of the church." By October 2005, the Appellant and his spouse owed debts in their names totaling more than $1.3 million. The couple filed for Chapter 13 bankruptcy on Oct. 14, 2005. A three-judge panel composed of Judges Allyson K. Duncan, James A. Wynn and Stephanie D. Thacker issued a ruling on Jan. 17, 2014, holding that, because the specific conduct that is the basis for the Appellant's conviction did not cause the purported victims' losses, they are not entitled to restitution. Therefore, the Fourth Circuit reversed the judgment of the district court to the extent it orders restitution. Given that the district court ordered restitution in lieu of a fine, the Fourth Circuit remanded the matter so that it may consider whether or not to impose a fine. The case is United States of America, Plaintiff-Appellee, v. Robert J. Freeman, a/k/a Dr. Shine, No. 12-4636 (4th Cir.). A full-text copy of the Decision penned by Judge Thacker is available at http://bankrupt.com/misc/FREEMAN4thcir.pdf Nancy Susanne Forster, Esq., at KADISH, FORSTER & FASTOVSKY, in Baltimore, Maryland, argued for Appellant. Thomas Patrick Windom, Esq., OFFICE OF THE UNITED STATES ATTORNEY, in Greenbelt, Maryland, argued for Appellee. Rod J. Rosenstein, Esq., United States Attorney, OFFICE OF THE UNITED STATES ATTORNEY, Baltimore, Maryland, filed the brief for Appellee. RSM PRODUCTION: To Dispute VOG's Cash Call & Notice of Default -------------------------------------------------------------- RSM Production Corporation on Jan. 20 announced its intention to dispute a cash call request by Victoria Oil & Gas for $26m relating to RSM's interest in the Logbaba Concession in the Republic of Cameroon. RSM confirms that it has made an application to the International Chamber of Commerce for emergency measures to defend against VOG's notice of default and enter arbitration concerning the cash call. This action follows RSM's recent success in the ICC in December 2013 when it defeated earlier attempts by VOG to acquire RSM's interest. Jack Grynberg, President of RSM said: "The ICC confirmed RSM's 40% interest in the Logbaba Block. VOG's claimed cash calls are invalid and vastly over inflated. This predictable and wrongful demand by VOG is damaging to the project and to RSM's interests. RSM intends to find out exactly what VOG has been spending shareholders' money on and RSM will not be paying any improper, unauthorized expenditure." RSM was excluded from the operational management of the asset from August 2011 until November 2013 during which time they approved a work program and budget. RSM does not accept that it is liable for the $26m that VOG asserts it is owed as a result. RSM views the sum requested as invalid and designed to force it to default and forfeit its holding. In arbitration, RSM will also seek an order that cash calls should be made in accordance with RSM's rights under its Operating Agreement, including the right to attend and vote on the Operating Committee and approve work programs and budget. Background The Logbaba Concession was granted to RSM by the Republic of Cameroon on May 31, 2001. On August 9, 2006 RSM assigned an interest to a VOG subsidiary, which was approved by Cameroonian Presidential Decree on November 29, 2006. It is a matter of contention as to whether the assignment was of a 50 per cent interest or a 60 per cent interest in the Concession. On July 18, 2011, VOG asserted that pursuant to the provisions of an operating agreement between the parties, RSM had forfeited to VOG its remaining interest. This assertion is disputed and is subject of ongoing and protracted Arbitration between the parties. In July, 2011, VOG refused to accept RSM's payment of an outstanding $4,100,000 forcing RSM to demand arbitration. RSM rejected VOG's claims that RSM had forfeited its interest in the Logbaba Development and the Government of Cameroon has not approved the transfer of RSM's remaining interest in the Logbaba Development to VOG. A Republic of Cameroon Presidential Decree executed on 3 December 2012 confirms RSM's interest. RSM also has an International Centre for Settlement of Investment Disputes (ICSID) claim against the Republic of Cameroon which is proceeding to arbitration. The case was registered on July 1, 2013 and a first hearing is expected early this year. About Victoria Oil & Gas Victoria Oil and Gas plc (VOG) is an AIM listed oil and gas exploration and production company with assets in Africa and the FSU. The company's principal assets are the Logbaba gas and condensate project in Cameroon and the West Medvezhye project in Siberia, Russia. VOG Chairman is Kevin Foo. About RSM Production RSM Production Corporation (RSM) operates as an oil and gas exploration and production company. The company was incorporated in 1996 and is based in Denver, Colorado. RSM owns a 40% interest in the Logbaba Concession. SAVIENT PHARMACEUTICALS: Rigrodsky & Long Files Class Suit ---------------------------------------------------------- Rigrodsky & Long, P.A. on Jan. 21 disclosed that it has filed a class action lawsuit in the United States District Court for the District of Delaware on behalf of all persons or entities that purchased the securities of Savient Pharmaceuticals, Inc. between April 1, 2013 and October 14, 2013, inclusive, alleging violations of the Securities Exchange Act of 1934 against certain of the Company's officers and directors. The case is entitled Johansson v. Ferrari, Case No. 14-cv-0042 (D. Del.). Please contact: Timothy J. MacFall, Esquire Peter Allocco RIGRODSKY & LONG, P.A. 825 East Gate Boulevard, Suite 300, Garden City, NY Tel: (888) 969-4242, E-mail: info@rl-legal.com Or visit the Web site at http://www.rigrodskylong.com/news/savient-pharmaceuticals-inc- svntq The Complaint alleges that defendants made materially false and misleading statements regarding the Company's business operations, financial condition and prospects. Specifically, the Complaint alleges that the defendants concealed from the investing public that: (a) Savient lacked the sufficient cash and cash equivalents to fund anticipated levels of operations, which ultimately lead to the Company filing voluntary petitions for reorganization under Chapter 11 of Title 11 of the United States Code; and (b) the Company mislead investors by actively exploring the sale of the Company despite insisting its intention to proceed with efforts to commercialize its chief drug, KRYSTEXXA, in the United States and to explore partnership opportunities in the EU and other jurisdictions. As a result of the foregoing, the Company's stock traded at artificially inflated prices during the Class Period. According to the Complaint, on October 15, 2013, only two months after falsely assuring the market that it had an adequate cash position to fund operations for an additional 12 months, and after misrepresenting the Board's efforts to engage in strategic alternatives, Savient announced that it had elected to file voluntary petitions for reorganization under Chapter 11 of Title 11 of the United States Code in the United States Bankruptcy Court for the District of Delaware. In that same announcement, Savient reported that it was seeking authorization to pursue a sale process under Section 363 of the U.S. Bankruptcy Code. Upon the news of the bankruptcy filing, the price of Savient common stock fell approximately 88%, from a close of $0.5737 per share on October 14, 2013 to a close of $0.0716 on October 15, 2013 on extremely high trading volume. To serve as lead plaintiff, the claimant must move the Court no later than March 24, 2014. With offices in Wilmington, Delaware and Garden City, New York, Rigrodsky & Long, P.A. regularly litigates securities class, derivative and direct actions, shareholder rights litigation and corporate governance litigation , including claims for breach of fiduciary duty and proxy violations in the Delaware Court of Chancery and in state and federal courts throughout the United States. 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. SCHWAB INDUSTRIES: No Further Hearing in Malpractice Suit --------------------------------------------------------- In the case, DAVID A. SCHWAB, et al., Plaintiffs, v. LAWRENCE E. OSCAR, ESQ., et al., Defendants, Adv. Proc. No. 12-6035 (Bankr. N.D. Ohio), Bankruptcy Judge Russ Kendig in December signaled he won't hold an additional hearing on the the Plaintiffs' motion for relief from judgment filed on Sept. 20, 2013. The Defendants opposed the request and argued that further hearing is unnecessary. On May 10, 2012, the Plaintiffs, shareholders and directors of Schwab Industries Inc. and several related entities, filed an adversary complaint alleging malpractice against bankruptcy attorneys at Hahn Loeser & Parks LLP, the Debtors' lead bankruptcy counsel. On Sept. 20, 2012, the court dismissed the complaint. A year later, on Sept. 20, 2013, the Plaintiffs filed a motion seeking relief from the dismissal. They argue that new evidence has come to light that warrants relief from judgment. The Defendants oppose the relief. On Nov. 5, 2013, the court held a hearing on the motion for relief from judgment and the supplemental pleadings, including the Defendants' response and the Plaintiffs' reply. Also pending at the time of the hearing was the Plaintiffs' request to file a supplemental brief in support of their motion, which the court granted at the hearing. Upon Plaintiff's filing of the supplement, the Defendants were given an opportunity to respond, which they did on Nov. 27, 2013. The Plaintiffs now requested an additional hearing to counter positions raised in that response. The Plaintiffs deny actual knowledge of an alleged conflict of interest by the firm that represented them in bankruptcy in time to raise it in the bankruptcy case. Judge Kending finds that additional hearing would not materially advance the court's ability to decide this matter. First, the court has already conducted one hearing on the pending motion. Second, the parties have had ample opportunity to present their positions to the court. According to the Plaintiffs, a hearing is needed because of the existence of a potential factual issue centered on Plaintiff David Schwab's knowledge of an Aug. 19, 2009 letter from Attorney Krause, a partner with Hahn Loeser & Parks LLP, to Gail Webster, Executive Vice President of Huntington Bank. The Defendants counter that it is immaterial whether Plaintiff David Schwab had possession of the letter, or when he gained actual knowledge, because the letter cannot be considered newly discovered evidence by Plaintiffs in support of their Fed.R.Civ.P. Rule 60(b) motion. Upon review of these matters, the court finds that the issue is primarily a legal question. The parties do not dispute the existence of the letter, or the fact that it was part of discovery in another case. While Plaintiffs argue actual knowledge is key, Defendants argue otherwise. The Court must determine the applicable law. If Plaintiffs are correct, then a factual issue may exist and further argument may be necessary. But the court is not convinced of the benefit of additional hearing now on this narrow concern, especially since Defendants have also raised other arguments that may or may not be dispositive. A copy of the Court's Dec. 11, 2013 Memorandum of Opinion is available at http://is.gd/QdCOynfrom Leagle.com. About Schwab Industries Dover, Ohio-based Schwab Industries, Inc., produced, supplied and distributed ready-mix concrete, concrete block, cement and related supplies to commercial, governmental and residential contractors throughout Northeast Ohio and Southwest Florida. The Company filed for Chapter 11 bankruptcy protection (Bankr. N.D. Ohio Case No. 10-60702) on Feb. 28, 2010. Affiliates Medina Cartage Co.; Medina Supply Company; Quality Block & Supply, Inc.; O.I.S. Tire, Inc.; Twin Cities Concrete Company; Schwab Ready-Mix, Inc.; Schwab Materials, Inc.; and Eastern Cement Corp. also sought bankruptcy protection. The Parkland Group, Inc., provided restructuring services and designated Laurence V. Goddard as Chief Restructuring Officer. Hahn Loeser & Parks LLP served as bankruptcy counsel. Brouse McDowell, LPA, served as special counsel. Garden City Group, Inc., served as claims, noticing and balloting agent. The Company estimated its assets and liabilities at $50 million to $100 million. As part of the bankruptcy, substantially all of the Debtors' assets via auction. The Court entered a sale order on May 28, 2010. Subsequently, the Court confirmed a liquidation plan. Through the sale and plan, a creditor trust was established for the benefit of the unsecured creditors and John B. Pidcock was designated Creditor Trustee. The Debtor was later renamed SII Liquidation Company. STANS ENERGY: Applies for Management Cease Trade Order Extension ---------------------------------------------------------------- Stans Energy Corp. on Jan. 21 disclosed that that it has made an application to the Ontario Securities Commission to approve an extension to its existing management cease trade order ("MCTO") under National Policy 12-203 Cease Trade Orders for Continuous Disclosure Defaults ("NP 12-203"), which, if granted, will prohibit trading in securities of the Corporation by certain insiders of the Corporation, whether direct or indirect. The Company had previously been granted an MCTO on December 20, 2013. In its application, it had advised that it expected to be in a position to file its 2013 unaudited interim financial statements for the quarter ended September 30, 2013, management discussion and analysis (MD&A) relating to the unaudited interim financial statements, and CEO and CFO certificates relating to the unaudited interim financial statements, as required by National Instrument 52-109 Certification of Disclosure in Issuers' Annual and Interim Filings by January 28, 2014. The reason for the delay was that the Company is considering impairment charges against its assets and needs more time to determine the appropriate impairment for inclusion in our financial reporting. The Company has now applied to extend the MCTO and to include its new interim Chief Financial Officer, Boris Aryev as a person to be bound by the order. The Company now anticipates being in a position to file the Required Filings by February 28, 2014. The following facts and events have led to this change in the anticipated filing date of its Required Filings: (a) the Company's CFO had been on a medical leave and the Company was advised she would not be returning; announced by the Company January 8, 2014; (b) Boris Aryev (the Company's chief operating officer) has been appointed interim CFO and will now be responsible for certifying the Required Filings as CFO, and two financial consultants, Doug Varty, a former partner at KPMG, and Lena Masters, a previous CFO at the Company have been engaged and will assist Mr. Aryev, announced by the Company January 14, 2014; (c) It is now understood that the consultants hired by the Company to assist with asset valuation in Kyrgyzstan for impairment purposes will complete their work by the end of January, 2014. (d) Once all data has been received, it is anticipated that a further period of 2 to 4 weeks will be required to translate and interpret and compile the results, coordinate with the issuer's auditors in respect thereof, and complete for filing the issuer's required filings. The existing MCTO presently continued in effect. The Company confirms that it intends to satisfy the provisions of the alternative information guidelines set out in section 4.3 and 4.5 of NP12-203 so long as it remains in default of filing the required filings. There are no insolvency proceedings to which the Company is subject. There is no material information concerning the affairs of the Company which has not been generally disclosed. About Stans Energy Stans Energy Corp. is a resource development company focused on progressing Heavy Rare Earth (HRE) properties in areas of the Former Soviet Union. In December 2009, Stans acquired a 20-year mining license for the past-producing Kutessay II rare earth mine from the Kyrgyz Republic. On May 26, 2011 Stans completed the purchase of the Kashka Rare Earth Processing Plant (KRP) the same plant that previously refined REEs historically from Kutessay II. The KRP was the only hard rock plant to produce all rare earth elements outside of China, producing 120 different metals, alloys, and oxides. For over 30 years, Kutessay II produced 80% of the rare earth metals for the former Soviet Union. SUMMIT ACCOMMODATORS: Bloggers and Press Get Same Protections ------------------------------------------------------------- A three-judge panel composed of Judges Arthur L. Alarcon, Milan D. Smith, Jr., and Andrew D. Hurwitz, of the U.S. Court of Appeals for the Ninth Circuit affirmed in part and reversed in part a district court's judgment awarding compensatory damages to a bankruptcy trustee on a defamation claim against an Internet blogger. The panel held that Gertz v. Robert Welch, Inc., 418 U.S. 323, 350 (1974) (holding that the First Amendment required only a "negligence standard for private defamation actions"), is not limited to cases with institutional media defendants. The panel further held that the blog post at issue addressed a matter of public concern, and the district court should have instructed the jury that it could not find the blogger liable for defamation unless it found that she acted negligently. The panel held that the bankruptcy trustee did not become a "public official" simply by virtue of court appointment, or by receiving compensation from the court. The panel remanded for a new trial on the blog post at issue, and affirmed the district court's summary judgment on the other blog posts that were deemed constitutionally protected opinions. As backgrounder, Kevin Padrick is a principal of Obsidian Finance Group, LLC, a firm that provides advice to financially distressed businesses. In December 2008, Summit Accommodators, Inc., retained Obsidian in connection with a contemplated bankruptcy. After Summit filed for reorganization, the bankruptcy court appointed Padrick as the Chapter 11 trustee. Because Summit had misappropriated funds from clients, Padrick's principal task was to marshal the firm's assets for the benefit of those clients. After Padrick's appointment, Crystal Cox published blog posts on several Web sites that she created, accusing Padrick and Obsidian of fraud, corruption, money-laundering, and other illegal activities in connection with the Summit bankruptcy. Cox apparently has a history of making similar allegations and seeking payoffs in exchange for retraction. Padrick and Obsidian sent Cox a cease-and-desist letter, but she continued posting allegations. The defamation suit ensued. The cases are Obsidian Finance Group, LLC; Kevin D. Padrick, Plaintiffs-Appelles, v. Crystal Cox, Defendant-Appellant, No. 12- 35238 (9th Cir.) and Obsidian Finance Group, LLC; Kevin D. Padrick, Plaintiffs-Appellants, v. Crystal Cox, Defendant- Appellee, No. 12-35319 (9th Cir.). A full-text copy of the Decision penned by Judge Hurwitz, dated Jan. 17, 2014, is available at: http://bankrupt.com/misc/SUMMIT9thCir.pdf Eugene Volokh, Esq. -- -- at Mayer Brown LLP, in Los Angeles, California, for Defendant-Appellant/Cross-Appellee. Mr. Volokh may be reached at: Eugene Volokh, Esq. MAYER BROWN LLP 350 South Grand Avenue 25th Floor Los Angeles, California 90071-1503 Tel: (310) 206-3926 Robyn Ridler Aoyagi, Esq. -- robyn.aoyagi@tonkon.com -- Steven M. Wilker, Esq. -- steven.wilker@tonkon.com -- and David S. Aman, Esq. -- david.aman@tonkon.com -- at Tonkon Torp LLP, Portland, Oregon, for Plaintiffs-Appellees/Cross-Appellants. Bruce D. Brown, Gregg P. Leslie, and Jack S. Komperda, Arlington, Virginia, for Amicus Curiae The Reporters Committee for Freedom of the Press. Thomas C. Goldstein, Esq. -- tgoldstein@goldsteinrussell.com -- at Goldstein & Russell, P.C., in Washington, D.C., for Amicus Curiae SCOTUSblog.com. T-L CONYERS: Hearing on Bid to Extend Exclusivity Set for Feb. 12 ----------------------------------------------------------------- A hearing on a motion filed by T-L Conyers LLC et al to extend the Debtors' exclusivity period is set for Feb. 12, 2014 at 1:30 p.m. T-L Conyers LLC, T-L Cherokee South, LLC, and two affiliates sought Chapter 11 protection in Hammond, Indiana, on Feb. 1, 2013. The Debtors are represented by David K. Welch, Esq., at Crane, Heyman, Simon, Welch & Clar, in Chicago. The Debtors own various shopping centers in Georgia and Kansas. T-L Cherokee South (Bankr. N.D. Ind. Case No. 13-20283) estimated assets and debts of $10,000,001 to $50,000,000. T-L Cherokee owns and operates a commercial shopping center in Overland Park, Kansas known as "Cherokee South Shopping Center". The Debtors are entities managed by Westchester, Illinois-based Tri-Land Properties, Inc., which sought Chapter 11 protection (Case No. 12-22623) on July 11, 2012. TOWNEPLACE SUITES: Management Firm Takes Over Operations -------------------------------------------------------- The Ventura County Star reports that a San Diego-based real property management firm said that it has taken over the TownePlace Suites and Courtyard Marriott in Thousand Oaks, California. The two hotels are among five in Southern California that the firm, Trigild, is now running, having been appointed receiver by the Superior Court of California in Monterey County, according to Ventura County Star. The report relates that the other three hotels are the Holiday Inn Express Valencia, Best Western Valencia and Courtyard Marriott in San Luis Obispo. The hotels are embroiled in legal action, and Trigild will run the day-to-day operations, the report notes. Whether Trigild will remain in control after the matter is resolved is unknown, the report says. TRANSGENOMIC INC: Applies for NASDAQ Capital Market Listing ----------------------------------------------------------- Transgenomic, Inc., has filed an application for listing its common shares on The NASDAQ Capital Market. The Company's proposed listing on The NASDAQ Capital Market is subject to review by NASDAQ and dependent upon the Company meeting all relevant quantitative and qualitative listing criteria of NASDAQ. The Company believes it currently meets all of NASDAQ's eligibility requirements with the exception of the minimum bid price requirement, which will be addressed by a reverse split of the Company's common stock. In addition to the NASDAQ Capital Market application, Transgenomic also announced that its Board of Directors has approved a 1-for-12 reverse split of its issued and outstanding shares of common stock, with a planned effective date of Jan. 27, 2014. After giving effect to the reverse stock split, every 12 shares of the Company's issued and outstanding common stock will automatically be combined into one share of the Company's issued and outstanding common stock. The common stock will trade for 20 business days under the temporary ticker symbol "TBIOD," with the "D" added to signify that the reverse split has occurred. After 20 business days, the symbol will revert back to the original symbol. After the reverse split, the number of shares outstanding will be reduced from approximately 88.3 million shares to approximately 7.4 million shares. In connection with the reverse split, stockholders will not receive fractional post-reverse stock split shares; instead, holders will receive cash in lieu of fractional shares. The reverse stock split will not modify the rights or preferences of the common stock. "This reverse stock split, combined with a possible uplisting to The NASDAQ Capital Market, is the next important step for Transgenomic in becoming a strong molecular diagnostics company," said Paul Kinnon, president and chief executive officer of Transgenomic. "If approved, an uplisting to NASDAQ, the world's largest and most recognized electronic trading market, is expected to benefit both our business operations and stockholders through increased awareness and visibility within the investment community, improved share liquidity, and greater access to capital." Stockholders who hold their shares in brokerage accounts or "street name" will not be required to take any action to effect the exchange of their shares following the reverse split. Holders of share certificates will receive instructions from the Company's transfer agent, Wells Fargo Bank Minnesota, N.A., regarding the process for exchanging their shares. Wells Fargo Bank Minnesota, N.A. can be reached at (800) 468-9716. Although the Company believes its common stock will be accepted for listing on NASDAQ, it cannot provide assurances that NASDAQ will ultimately approve the Company's application for listing on The NASDAQ Capital Market. About Transgenomic Transgenomic, Inc. -- http://www.transgenomic.com/-- is a global biotechnology company advancing personalized medicine in cardiology, oncology, and inherited diseases through its proprietary molecular technologies and world-class clinical and research services. The Company is a global leader in cardiac genetic testing with a family of innovative products, including its C-GAAP test, designed to detect gene mutations which indicate cardiac disorders, or which can lead to serious adverse events. Transgenomic has three complementary business divisions: Transgenomic Clinical Laboratories, which specializes in molecular diagnostics for cardiology, oncology, neurology, and mitochondrial disorders; Transgenomic Pharmacogenomic Services, a contract research laboratory that specializes in supporting all phases of pre-clinical and clinical trials for oncology drugs in development; and Transgenomic Diagnostic Tools, which produces equipment, reagents, and other consumables that empower clinical and research applications in molecular testing and cytogenetics. Transgenomic believes there is significant opportunity for continued growth across all three businesses by leveraging their synergistic capabilities, technologies, and expertise. The Company actively develops and acquires new technology and other intellectual property that strengthens its leadership in personalized medicine. Transgenomic incurred a net loss of $8.32 million in 2012, a net loss of $9.78 million in 2011 and a net loss of $3.13 million in 2010. The Company's balance sheet at Sept. 30, 2013, showed $33.18 million in total assets, $17.78 million in total liabilities and $15.39 million in total stockholders' equity. As reported by the TCR on Feb. 13, 2013, Transgenomic entered into a forbearance agreement with Dogwood Pharmaceuticals, Inc., a wholly owned subsidiary of Forest Laboratories, Inc., and successor-in-interest to PGxHealth, LLC, with an effective date of Dec. 31, 2012. UNITED SILVER: Ontario Court Appoints Duff & Phelps as Receiver --------------------------------------------------------------- United Silver Corp. disclosed that pursuant to an order of the Ontario Superior Court of Justice (Commercial List) dated January 9, 2014, Duff & Phelps Canada Restructuring Inc. was appointed as receiver and manager of the property, assets and undertaking of USC and the Receiver has been advised that the directors of USC have resigned. The Receiver was appointed pursuant to an application brought by USC's secured creditor, HUSC, LLC ("HUSC"). The stability and certainty of a Court-supervised receivership is expected to assist to protect the business and preserve the value of the assets of USC, including the Crescent Mine, in which USC has an indirect 80% ownership interest. The Court-supervised receivership is also expected to provide a mechanism to address the Company's short term liquidity requirements. HUSC has indicated that it intends to foreclose on the assets of USC's operating subsidiaries, which are not subject to the receivership proceedings, in accordance with security agreements granted previously by the subsidiaries to HUSC in 2012. About United Silver United Silver Corp is a vertically integrated Canadian mining company with operations in Idaho, USA. It has an 80% interest in the Crescent Silver Mine project in the Silver Valley's prolific Silver Belt - directly between two of the district's historically largest silver producing properties, the Sunshine and Bunker Hill mines. USC also offers a full suite of mining services including contract mining and providing a complete fabrication shop and service for building and repairing mining equipment to silver miners in the district. UPPER VALLEY: Jan. 30 Hearing on Bid to Use Cash Collateral ----------------------------------------------------------- The Hon. J. Michael Deasy of the U.S. Bankruptcy Court for the District of New Hampshire will convene a hearing on Jan. 30, 2014, at 10 a.m., to consider Upper Valley Commercial Corporation's motion to use cash collateral in which Woodsville Guaranty Savings Bank asserts an interest. The Court has authorized, on an interim basis, the Debtor's use of cash collateral until Feb. 4, 2014, at 5 p.m. As reported in the Troubled Company Reporter on Jan. 7, 2014, the Debtor requested for the limited use of cash collateral for a period of 13 weeks to pay the costs and expenses incurred by the Debtor in the ordinary course of business during the period between Jan. 4 and April 4. The Debtor said Woodsville Guaranty assents to the use of cash collateral, and that Woodsville is owed $1.15 million on a revolving line of credit with a limit of $2 million, which appears to be secured by all of the assets of the Debtor. The Debtor believes that Woodsville will be protected by the significant cash collateral "equity cushion" that presently exists: $12.2 million in accounts receivable securing debt of approximately $1.14 million. Nevertheless, as additional adequate protection, the Debtor will grant Woodsville replacement liens and security interests in all postpetition property of the estate. The Debtor believes a limited use of cash collateral will permit it to maintain essential business operations to collect on loans, pay down its own obligations, and wrap up operations over a period of approximately 60 months. The Debtor says it does not have enough liquidity to pay all of its debts in full immediately. It needs time to collect on its outstanding loans in due course using the funds to pay down its debt over the wind-down period. Prepetition, the Debtor borrowed from businesses and individuals to finance its lending by issuing un-certificated demand promissory notes and certificated term promissory notes. During the 13-week period postpetition, the Debtor expects to spend $25,132 as regular interest payments to its unsecured pre-petition lenders. Some of these entities are retirees who rely on the regular payments for support. With an organized wind down through its proposed liquidating plan, the Debtor expects to collect its receivables successfully and pay its debts in full without causing an undue hardship on its prepetition lenders and customers. As of the Petition Date, the Debtor owed Woodsville Guaranty $1,147,000 secured by a first priority security interest and lien granted by the Debtor to Woodsville Guaranty upon all of the assets of the Debtor, including without limitation, the Debtor's cash collateral. 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 said it will file a liquidating plan as part of an agreement with the New Hampshire Banking Department. The Debtor disclosed $12,782,877 in total assets and $11,584,281 in total liabilities as of the Chapter 11 filing. The Debtor is represented by attorneys at The Tamposi Law Group, led by Peter N. Tamposi, Esq., in Nashua, New Hampshire. No trustee or examiner has been appointed in Debtor's case and no official statutory committee has yet been appointed or designated by the U.S. Trustee. UPPER VALLEY: Jan. 30 Hearing on Request to Incur DIP Financing --------------------------------------------------------------- The Hon. J. Michael Deasy of the U.S. Bankruptcy Court for the District of New Hampshire will convene a hearing on Jan. 30, 2014, at 10:00 a.m., to consider Upper Valley Commercial Corporation's motion to obtain postpetition financing. At the hearing, the Court will also consider objections to the Debtor's financing request. As reported in the Troubled Company Reporter on Jan. 8, 2014, the State of New Hampshire objected to the Debtor'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 11 U.S.C Section 362(b)(4). The State complained 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. The Debtor disclosed $12,782,877 in assets and $11,584,281 in liabilities as of the Chapter 11 filing. The Debtor is represented by attorneys at The Tamposi Law Group, led by Peter N. Tamposi, Esq., in Nashua, New Hampshire. No trustee or examiner has been appointed in Debtor's case and no official statutory committee has yet been appointed or designated by the U.S. Trustee. VALENCE TECHNOLOGY: Ceases Filing of SEC Reports ------------------------------------------------ Valence Technology, Inc., filed a Form 15 document with the U.S. Securities and Exchange Commission in December to indicate it is terminating its duty to file reports with the agency. Valence said only one entity holds the Company's Common Stock, $0.001 par value, as of the certification or notice date. About Valence Technology Valence Technology, Inc., filed a Chapter 11 petition (Bankr. W.D. Tex. Case No. 12-11580) on July 12, 2012, in its home-town in Austin. Founded in 1989, Valence develops lithium iron magnesium phosphate rechargeable batteries. Its products are used in hybrid and electric vehicles, as well as hybrid boats and Segway personal transporters. The Debtor disclosed debt of $82.6 million and assets of $31.5 million as of March 31, 2012. The Debtor disclosed $24,858,325 in assets and $78,520,831 in liabilities as of the Chapter 11 filing. Chairman Carl E. Berg and related entities own 44.4 percent of the shares. ClearBridge Advisors LLC owns 5.5 percent. Judge Craig A. Gargotta presides over the case. The Company is being advised by Sabrina L. Streusand at Streusand, Landon & Ozburn, LLP with respect to bankruptcy matters. The petition was signed by Robert Kanode, CEO. On Aug. 8, 2012, the U.S. Trustee for Region 7 appointed five creditors to serve on the Official Committee of Unsecured Creditors of the Debtor. Brinkman Portillo Ronk, PC, serves as its counsel. In November 2013, Valence Technology won approval of a reorganization plan that hands ownership of the Company to secured lender Berg & Berg Enterprises LLC. The plan, originally filed in August, has Berg taking the new stock in exchange for $50 million of the $69.1 million it's owed. The bankruptcy plan was approved at a Nov. 13 confirmation hearing. The other $19.1 million owing to Berg would become a new loan not paid until after other creditors. Unsecured creditors are to be paid in full on their $5.2 million in claims, with half on emergence from bankruptcy and the remaining half one year later. VILLAGE AT KNAPP'S: FCB, et al. Oppose Approval of Plan Outline --------------------------------------------------------------- First Community Bank and two other creditors of The Village at Knapp's Crossing, LLC filed objections to the company's disclosure statement, which explains its proposed plan to exit Chapter 11 protection. First Community Bank questioned the proposed treatment of its claim under the plan, saying it proposes to pay the bank less than the amount of its claim and "less than the present value" of the properties securing its claim. The bank holds a claim against the company, which is secured by a first lien on real properties located in Michigan. The disclosure statement also drew flak from Comerica Bank and International Bank of Chicago. Both criticized the company for not providing its creditors with enough information. Comerica Bank criticized in particular the lack of information concerning the company's development project while the other bank complained about the omission of what it considers important information from the disclosure statement, including its $4 million loan which is secured by the company's real properties. FCB is represented by: Thomas G. King, Esq. KREIS, ENDERLE, HUDGINS & BORSOS, P.C. One Moorsbridge Road; PO Box 4010 Kalamazoo, Michigan 49003-4010 Tel: (269) 324-3000 E-mail: tking@KreisEnderle.com Comerica Bank is represented by: Steven A. Roach, Esq. MILLER, CANFIELD, PADDOCK AND STONE, P.L.C. 150 West Jefferson, Suite 2500 Detroit, MI 48226 Tel: (313) 496-7933 Fax: (313) 496-8452 E-mail: roach@millercanfield.com IBC is represented by: William J. Barrett, Esq. Robert D. Nachman, Esq. BARACK FERRAZZANO KIRSCHBAUM & NAGELBERG LLP 200 West Madison Street, Suite 3900 Chicago, IL 60606 Tel: (312) 629-5175 E-mail: william.barrett@bfkn.com robert.nachman@bfkn.com -- and -- Melissa C. Brown, Esq. DYKEMA GOSSETT PLLC 300 Ottawa Avenue, N.W., Suite 700 Grand Rapids, MI 49503-2306 Tel: (616) 776-7566 E-mail: mbrown@dykema.com About The Village at Knapp's Crossing The Village at Knapp's Crossing, L.L.C. in Grand Rapids, Michigan, filed for Chapter 11 (Bankr. W.D. Mich. Case No. 13-06094) on July 25, 2013. Judge Scott W. Dales presides over the case. The Debtor has scheduled $65,109,523 in total assets and $7,419,217 in total liabilities. The petition was signed by Steven D. Benner, managing member on behalf of S.D. Benner, sole member. Lawyers at Tishkoff & Associates PLLC, led by William G. Tishkoff, Esq., serve as the Debtor's counsel. John S. Huizinga CPA serves as accountants. In November 2013, Daniel M. McDermott, U.S. Trustee for Region 9, dropped his bid to convert the Debtor's Chapter 11 case to one under Chapter 7 of the Bankruptcy Code. In December 2013, the Debtor filed a plan of reorganization that proposes to repay claims from funds generated by continued operations and the possible sale of certain properties of the Debtor. A copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/Village_At_Knapps_DS.pdf The U.S. Trustee and creditor First Community Bank filed objections to the Plan. The Court will convene a hearing Jan. 15, 2014, at 2:00 p.m., to consider the adequacy of information in the Disclosure Statement explaining the Debtor's Plan. FCB is represented by Thomas G. King, Esq., at Kreis, Enderle, Hudgins & Borsos, P.C. VISUALANT INC: Borrows $200,000 From CEO ---------------------------------------- Visualant, Inc., entered into a Demand Promissory Note with Ronald P. Erickson, the Company's chief executive officer or entities in which Mr. Erickson has a beneficial interest, for $200,000. The Note provides for interest of 3 percent per annum and is due March 31, 2014. A copy of the Demand Promissory Note dated Jan. 10, 2014, by and between Visualant, Inc., and J3E2A2Z LP, an entity affiliated with Ronald P. Erickson is available for free at: http://is.gd/CZQRK2 About Visualant Inc. Seattle, Wash.-based Visualant, Inc., was incorporated under the laws of the State of Nevada on Oct. 8, 1998. The Company develops low-cost, high speed, light-based security and quality control solutions for use in homeland security, anti- counterfeiting, forgery/fraud prevention, brand protection and process control applications. Visualant incurred a net loss of $6.60 million for the year ended Sept. 30, 2013, as compared with a net loss of $2.72 million for the year ended Sept. 30, 2012. As of Sept. 30, 2013, the Company had $4.62 million in total assets, $7.38 million in total liabilities, a $2.80 million total stockholders' deficit, and $49,070 in noncontrolling interest. PMB Helin Donovan, LLP, in Seattle, Washington, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2013. The independent auditors noted that the Company has sustained a net loss from operations and has an accumulated deficit since inception. These factors raise substantial doubt about the Company's ability to continue as a going concern. WHEATLAND MARKETPLACE: Jan. 28 Hearing on Bid to Use Cash --------------------------------------------------------- A continued hearing on Wheatland Marketplace, LLC's motion to use cash collateral is set for Jan. 28, 2014, at 10:30 a.m. at Courtroom 644 219 South Dearborn, Chicago, IL, 60604. Wheatland Marketplace, LLC, owner of a commercial retail center in Naperville, Illinois, filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ill. Case No. 13-46492) in Chicago on Dec. 3, 2013. The Debtor has tapped Thomas W. Toolis, Esq., at Jahnke, Sullivan & Toolis, LLC, in Frankfurt, Illinois, as counsel. Coleen J. Lehman Trust and Lucy Koroluk each holds a 50% membership interest in the Debtor. * Sands & Associates Releases Second Annual BC Consumer Debt Study ------------------------------------------------------------------ Sands & Associates, BC's largest firm of licensed Trustees in bankruptcy and consumer proposal administrators, on Jan. 20 released results of a study offering insight into BC's soaring consumer debt levels. As part of the second annual BC Consumer Debt Study, the 2013 report profiles trends and key information regarding the non-mortgage debt of British Columbians, specifically focused on markets throughout Vancouver and the Fraser Valley. The study by Sands & Associates is the only BC-specific study to gather and analyze responses from more than 1,000 debtors throughout the province to better understand the factors pushing the population towards insolvency. The 2013 BC Consumer Debt Study was conducted as a comparative look at consumer debt levels, causes of insolvency, and financial outlooks across three different generations of British Columbia's in-debt population. Study participants included debtors aged 30 and under ("Youth Generation"); debtors between the ages of 31 and 54 ("Mid-Life/Sandwich Generation"); and debtors aged 55 and older ("Pre-Retirement and Retirement Generation"). Results from the 2013 BC Consumer Debt Study highlighted the following trends: -- An equal number of men and women struggle with debt - but the amount of debt increases drastically after the age of 40. -- BC consumers ages 31-54 hold the largest proportion of debt loads in the province. -- Overextension of credit and unexpected expenses were the leading financial contributor to consumer debt. -- 46.6% of 31-54 year olds attempted to remedy their situation by working longer hours or an extra job before seeking help from a licensed Trustee. -- Nearly 50% of Youth Debtors (widely criticized as entitled and self-indulgent) noted that they are holding off on major life events and would even consider a move out of province if it meant better earning opportunities to improve their financial situation. Blair Mantin, VP of Sands & Associates adds, "There are greater issues at play here. While BC undoubtedly has a higher cost of living and earning opportunities that can't compete with Alberta - consumers are falling short. They are missing essential financial life skills to manage their credit and save. This study shows that even after credit reaches unmanageable levels, most attempt to remedy the issue themselves -- often pushing them closer to insolvency." Mr. Mantin advises those struggling with debt to speak with a Trustee for a free and confidential assessment of their available options. To determine your financial risk, simply calculate total non-mortgage debt and divide it by your monthly income (after tax, cash take-home pay). If debts are more than five times the monthly income, you are considered at-risk. About Sands & Associates: Sands & Associates -- http://www.sands-trustee.com-- is British Columbia's largest firm of licensed Proposal Administrators and Bankruptcy Trustees focused exclusively on personal and small- business insolvency services. Operating from 11 offices in the Lower Mainland, Sands & Associates uses a non-judgmental, empathetic approach to helping resolve financial difficulties. * Public Companies Face More Class Actions Despite Higher Hurdles ----------------------------------------------------------------- Jacob Gershman, writing for The Wall Street Journal, reported that nearly two decades ago, Congress overhauled rules governing securities class action lawsuits, making it more difficult for plaintiffs lawyers to pursue claims against publicly listed companies. But chances are higher that companies will face such lawsuits, according to a new litigation analysis by NERA Economic Consulting. The report released on Jan. 21 found that the number of securities class action lawsuits filed in federal courts against publicly listed companies grew by 10% in 2013 compared to 2012, according to the Journal. The 234 total for 2013 was the highest annual figure since 2008. But taking into account the shrinking pool of companies listed on major U.S. exchanges, the trend is starker, the report says. "Over the 1996-2013 period, the number of publicly listed companies in the US decreased substantially," the report says, the Journal cited. Combined with the number of lawsuits filed, "the implication of this decline is that an average company listed in the US was 83% more likely to be the target of a securities class action in 2013 than in the first five years after the passage of the [Private Securities Litigation Reform Act of 1995]. Kevin LaCroix, an attorney, says the analysis reveals an interesting trend. "You don't know everything you need to know by just looking at the absolute numbers," he told the Journal. "The rate of litigation is actually up quite a bit." Mr. LaCroix said lawsuits challenging proposed corporate mergers since 2010 are helping to drive up that rate, the Journal further related. * AlixPartners Promotes 11 to Managing Director, 35 to Director --------------------------------------------------------------- AlixPartners, the global business advisory firm, on Jan. 20 announced the promotions of 11 professionals to managing director and 35 professionals to director. The appointments were effective Jan. 1. "AlixPartners is promoting substantially more professionals to these senior roles than we did at this time a year ago, which is a testament to our commitment to our people's careers, to the continued growth of our firm and, last but certainly not least, to the exceptional talent and hard work of these outstanding individuals," said Fred Crawford, chief executive officer of AlixPartners. "AlixPartners stands apart in the industry for itsresults-oriented practitioners, and all of these professionals have distinguished themselves for the results they have brought, and will continue to bring, to clients around the world." All promotions are listed below, by office location, starting with the 11 promoted to managing director: Dallas Bill Ebanks, promoted to managing director in AlixPartners' Enterprise Improvement group, began his career as an oil-and-gas operations engineer at Tenneco Inc.'s Tenneco Oil Exploration and Production unit and went on to hold positions at Hewlett-Packard Co. before leading strategy, operations and organizational-design engagements as a senior engagement manager at McKinsey & Company. Since joining AlixPartners in 2007, Mr. Ebanks has earned a reputation for his broad consulting skills, sharp business insights and strong leadership, as well as being recognized for his deep expertise in oil and gas as a core member of AlixPartners' Energy Practice -- which has seen strong growth in recent years. He has a track record of delivering highly successful service to clients, which include many big names in the energy space, and also of undertaking research of great interest and use to clients. Mr. Ebanks holds a MBA from Rice University in Houston and a bachelor's degree in petroleum engineering from the University of Texas in Austin. Detroit Mark Wakefield, promoted to managing director in AlixPartners' Enterprise Improvement group, has earned a reputation as an automotive industry expert and trusted advisor in that space in product planning, supply chain, manufacturing, marketing, auto finance and the aftermarket. Now also leader of the firm's Automotive Practice in North America, he joined AlixPartners in 2006 and has consulted for many of the largest automakers and auto suppliers in the world. Prior, his career included consulting at McKinsey & Company, engineering and program-management positions at Magna International Inc. and business development at HSBC Finance Corp. Known for his creative thinking and intellectual rigor, Mr. Wakefield in 2012 was a recipient of an AlixPartners "Achievements in Excellence Award." Mr. Wakefield has a MBA from the Wharton School at the University of Pennsylvaniaand a bachelor's degree in mechanical engineering from Queen's University in Kingston, Ontario. Los Angeles William Choi, promoted to managing director in AlixPartners' Financial Advisory Services group, specializes in the application of economic theory and quantitative methods. He has served as the principal consultant on complex financial and statistical matters on behalf of large governmental agencies and Fortune 500 companies. He also is an experienced and skillful expert witness, having testified on numerous occasions related to intellectual- property damages, finance, market structures and statistical methods. He joined AlixPartners in 2005, from Econ One Research Inc. During his distinguished career, he has been published in economics and law journals; has presented at many outside organizations, including the American Bar Association and the Licensing Executives Society; and taught economics courses at Duke University. Mr. Choi holds a Ph.D. in economics from Duke University, a master's degree in economics from Duke, a master's in business economics from the University of California at Santa Barbara and a bachelor's degree in economics from the University of California at Riverside. Milan Andrea Alghisi, promoted to managing director in AlixPartners' Enterprise Improvement group, is recognized for his exceptional client service in the everything from turnaround to performance improvement to growth, particularly involving large and complex engagements where his clients have included some of Europe's biggest names. He has more than 20 years of experience in leading programs in the automotive, industrial-goods, retail and consumer- products industries. Prior to joining AlixPartners in 2003, his career included serving for three years as interim CEO of a large Italian pet-food retailer, leading a turnaround. Before that, he worked at Boston Consulting Group after beginning his career as a mechanical engineer with Fiat Group SpA. Since joining AlixPartners, he has been a key contributor to the growth of the firm's practices in Europe and globally. In recognition of his important contributions to the infrastructure growth of the firm over his tenure, in 2012 he received an AlixPartners "Founders Award." Mr. Alghisi has a MBA from SDA Bocconi School of Management at Bocconi University in Milan and a bachelor's degree in mechanical engineering from the Polytechnic University of Turin (Politecnico Di Torino) in Turin. He is currently a visiting professor of strategic entrepreneurship and member of a development committee at the business school ESCP Europe. Giacomo Mori, promoted to managing director in AlixPartners' Enterprise Improvement group,has an impressive track record of leading complex international assignments requiringdeep functional expertise, particularly in automotive, aerospace and industrial goods. He is also a procurement expert, and last year was appointed co-leader of AlixPartners' Procurement Practice in Europe. His client work includes consulting to global automakers, global equipment companies and many others. He joined the firm after more than 10 years of consultancy and industry expertise in the automotive, aerospace and industrial-goods sectors. Prior to joining AlixPartners, in 2003, he led several European and North American engagements as a senior manager and automotive project leader at A.T. Kearney. Before that, he held positions at Fiat Auto SpAin multiple departments, including manufacturing, quality, product development and strategic marketing. Mr. Mori has a bachelor's degree in mechanical and naval engineering from the University of Genoain Liguria, Italy, and completed the executive program on business economics at the ISVOR Fiat School of Management in Milan. Munich Michael Dorn, promoted to managing director in AlixPartners' Turnaround & Restructuring Services group, is a deeply experienced turnaround and restructuring expert, known for his success in complex interim-management roles and in operational turnaround as well. He is adept at working through difficult business issues and dealing with complicated stakeholder concerns, and his expertise also includes issues surrounding union negotiations and headcount reductions under complex German and European labor laws. Dorn joined AlixPartners in 2012. Prior to that, he served as both chief restructuring officer and chief operating officer at both PrimaCom AG and Tele Columbus GmbH, successfully managing the financial and operational restructuring of those companies. Other previous employers include Axel Springer AG and Roland Berger Strategy Consultants. Mr. Dorn holds a MBA (diplom-kaufmann) from the Leipzig School of Management in Leipzig, Germany, and has also studied at the WHU-Otto Beisheim School of Management in Koblenz, Germany, and at the University of Victoria in Victoria, Canada. Jens Haas, promoted to managing director in AlixPartners' Turnaround & Restructuring Services group, has extensive expertise in managing complex, multi-dimensional and cross-functional projects, be they restructuring, performance-improvement or large- scale transformation programs. He is a recognized expert in automotive and is co-leader of AlixPartners' Automotive Practice in Germany. His clients include some of the biggest auto companies in the world, as well as leading companies in various other industries. Prior to joining AlixPartners in 2005, he worked at McKinsey & Company and, before that, at Roland Berger Strategy Consultants. At both firms, he was responsible for projects in the automotive and turnaround-and-restructuring practices. In 2011, he was a recipient of an AlixPartners "Achievements in Excellence Award," in recognition of his outstanding performance and initiative. Haas holds a MBA (diplom-kaufmann) from the University of Tubingenin Tubingen, Germany, and has also studied at San Francisco State University. New York Vineet Sehgal, promoted to managing director in AlixPartners' Information Management Services group, is a data-analytics expert skilled at helping clients leverage analytics and electronic discovery in financial investigations, and in forensic and litigation situations. He has deep experience in systems analysis and reporting, financial-data modeling and analysis, database planning and design, and overall project management. He also has extensive experience in managing high-profile corporate litigation and investigation projects. His client assignments have been among the most critical, including key roles in AlixPartners' support of the U.S. Trustee in the liquidation of Bernard L. Madoff Investment Securities LLC, including the distribution of billions of dollars to claimants. Mr. Sehgal has more than 15 years of experience in data analytics, and prior to joining AlixPartners in 2007, held positions of increasing responsibility at the consultancy Deloitte. He was a recipient of an AlixPartners "Achievements in Excellence Award" in 2013, which cited his strong leadership and relationship-building skills. Mr. Sehgal holds a master's degree in information systems and a bachelor's degree in finance, both from Pace University in metro New York. Paris Nicolas Beaugrand, promoted to managing director in AlixPartners' Enterprise Improvement group, offers to his clients a broad set of skills that include functional expertise in operations, engineering, aerospace program management and other areas. He has consistently delivered superior client service in such industries as automotive, aerospace and defense, and transportation, and the clients for which he's worked include many top names in those industries and others, including Mecachrome SAS, which was named "Turnaround of the Year 2012" by the French turnaround association ARE (Association pour le Retournement des Entreprises). Mr. Beaugrand joined AlixPartners in 2007 from A.T. Kearney. Mr. Beaugrand is a graduate from the French Ecole Polytechnique, and has a master's degree in engineering from the Ecole des Mines de Paris (Mines Paris Tech) in Paris, and he also completed a post-graduate business administration program through the University of Michigan. Amir Hosseini, promoted to managing director in AlixPartners' Information Management Services group, boasts 25 years of IT experience in both the consulting and corporate worlds, and is well known for both his technical abilities and outstanding delivery of services to clients -- which include companies in many industries. He is also now in charge of the IT practice for AlixPartners' Paris office. Since joining AlixPartners in 2006, he has, among other successful assignments, served as interim CIO for clients in crisis situations. Before AlixPartners, he was a board member and managing director at IDS Scheer-Western Europe, and held positions of responsibility at Ernst & Young in Atlanta, Mars Inc.'s Masterfoods Europe division and KPMG Peat Marwick in Paris and London. Mr. Hosseini holds a MBA from the business school INSEAD in Fontainebleau, France, a master's degree in information technology from SKEMA Business School in Sophia Antipolis, France, and a master's degree in electrical engineering from the Ecole Speciale des Travaux Publicsin Paris. Florent Maisonneuve, promoted to managing director in AlixPartners' Enterprise Improvement group, is known for both his strategy expertise and strong functional operations capabilities in sourcing, complex cost reduction, manufacturing, and support and services. He joined AlixPartners in 2006, and has worked in multiple industries including oil and gas, aerospace and defense, and automotive, working on engagements for many well-known companies. Prior to AlixPartners, he was a manager at A.T. Kearney, where hiswork included consulting in the area of manufacturing engineering. Mr. Maisonneuve holds a master's degree in engineering from Ecole CentraleParis in Paris and another master's in engineering from the Technical University of Munich (Technische Universitat Menschen) and he also completed a post-graduate business administration program through the University of Michigan. The 35 AlixPartners professionals promoted to director are, by office location: Chicago Ryan Graham, Enterprise Improvement group Andrew Gust, Financial Advisory Services group Josh Knauff, Enterprise Improvement group Darren Morrison, Enterprise Improvement group Dallas Sundaram Chokkalingam, Enterprise Improvement group Kyle Elam, Financial Advisory Services group Steven Fratus, Information Management Services group Brian Johns, Information Management Services group Myles McCormack, Financial Advisory Services group Kyle Nelson, Information Management Services group Timothy Rosolio, Information Management Services group Detroit Dan Hearsch, Enterprise Improvement group Jason King, Enterprise Improvement group Hong Kong Baljinder Singh, Financial Advisory Services group London Natalie Butcher, Information Management Services group Olaf Geretzki, Turnaround & Restructuring Services group Bhaskar Neppalli, Enterprise Improvement group Bjoern Velden, Enterprise Improvement group Munich Nils Wemhoener, Enterprise Improvement group New York Chris Brown, Financial Advisory Services group James Hogarth, Turnaround & Restructuring Services group Sonia Lapinsky, Enterprise Improvement group Rob Mastrigli, Enterprise Improvement group Silvio Palumbo, Information Management Services group Noam Paransky, Enterprise Improvement group Spencer Ware, Turnaround & Restructuring Services group Paris Julien Charlier, Enterprise Improvement group Nicolas Harmouche, Turnaround & Restructuring Services group Cecilia Mattson, Enterprise Improvement group Julien Nathan, Enterprise Improvement group San Francisco Michael Chang, Enterprise Improvement group Jonathan Greenway, Enterprise Improvement group Scott Jones, Information Management Services group Chris Pocek, Information Management Services group Shanghai Qian Xu, Enterprise Improvement group About AlixPartners AlixPartners -- http://www.alixpartners.com-- is a global business advisory firm of results-oriented professionals who specialize in creating value and restoring performance at every stage of the business lifecycle. The firm's expertise covers a wide range of businesses and industries whether they are healthy, challenged or distressed. Since 1981, the firm has taken a unique, small-team, action-oriented approach to helping corporate boards and management, law firms, investment banks and investors respond to critical business issues. * Dennis Dunne Named Honorary Chair of Michael Lynch Dinner ----------------------------------------------------------- The Michael Lynch Memorial Foundation, a scholarship program that to date has raised more than $3.5 million to provide college scholarships to 137 children of firefighters and victims of the September 11 attacks and other fires and disasters, on Jan. 21 announced that Dennis Dunne, a partner in the New York office of global law firm Milbank, Tweed, Hadley & McCloy, has been named Honorary Chair of the Foundation's twelfth annual dinner. The event is scheduled to be held on Monday, March 31, 2014 at Pier 60 at Chelsea Piers in Manhattan. The Michael Lynch Memorial Foundation began in response to a terrible tragedy -- the loss of Michael Lynch, a son, brother, fiance, uncle and New York City firefighter who sacrificed his own life on September 11 in an effort to save others. Facing the ultimate loss, the Lynch family saw an opportunity to help finance the education of young people as a living tribute to the human spirit and the family's collective resolve to respond to adversity with courage, strength, compassion and hope. The goal of the Foundation is to provide the means to help change the world, one person at a time, by helping the students of today become tomorrow's stewards of peace and freedom. "It is an honor and a privilege to be selected as this year's Honorary Chair of the Foundation's annual dinner," Mr. Dunne said. "Since its founding, the Michael Lynch Memorial Foundation has provided well-deserved recognition, encouragement and financial support to numerous students and their families, including dozens directly impacted by the terrible events of September 11, 2001. I am thrilled to have the opportunity to help raise funds and awareness for such an admirable cause." "I am delighted that Dennis will serve as the Honorary Chair for the 2014 dinner," said Jonathan Henes, a Partner at Kirkland & Ellis and member of the Foundation's Board of Directors. "His commitment exemplifies the strong support the Foundation has continued to receive from the restructuring and financial community for many years, and by taking on this role he reinforces that important bond." A distinguished restructuring practitioner, author and speaker, Mr. Dunne is a member of Milbank's Global Executive Committee and the Practice Group Leader of the firm's Financial Restructuring Group. He has extensive experience representing debtors and creditors in reorganization cases and out-of-court workouts, including exchange and tender offers, as well as acquirors of financially distressed companies and board of directors of public and private companies. His engagements range across a wide array of industries, including automotive, airline, apparel, cable and broadcasting, chemical, gaming, pharmaceutical, and many others. Recently, he led the firm's engagement for the official committee of unsecured creditors of Lehman Brothers, Kodak, Arcapita, Winn Dixie and A&P; and he has played a significant role in a number of high profile Chapter 11 cases. He also regularly represents and advises a number of private equity firms with respect to their portfolio companies. Mr. Dunne received his law degree from New York University School of Law, where he was a Galgay Fellow in Bankruptcy, and received his undergraduate degree from Williams College. He is a Fellow of the American College of Bankruptcy. He is currently listed in Chambers Global, Chambers USA, The World's leading Lawyers for Business, Lawdragon 500, The Best Lawyers in America, and Turnaround and Workouts Top Restructuring Lawyers of 2008 and 2009, and K&A Register of the Leading Bankruptcy Advisors. "My family and I want to thank Dennis for serving as the chairperson of this year's dinner," said John Lynch, President of the Michael Lynch Memorial Foundation. "With a very successful professional career and a history of philanthropic and civic involvement, Dennis is truly an inspiration for our current and future scholarship recipients." * Herrick Feinstein Appoints New Department Chairs & Co-Chairs -------------------------------------------------------------- Herrick, Feinstein LLP on Jan. 21 announced the appointment of new chairs and co-chairs of the firm's Litigation, Real Estate, and Corporate Departments. "Our newly-appointed chairs and co-chairs are exceptional lawyers and well-respected leaders -- both here at Herrick, within their respective practice areas, and in the legal and business communities-at-large," said Irwin A. Kishner, chairman of Herrick's Executive Committee. "We are also pleased to now have two women partners in senior leadership positions, which is a reflection of our strong and continuing commitment to diversity in the workplace." Therese M. Doherty focuses her practice on derivatives, futures and securities in civil litigations and regulatory enforcement proceedings. Ranked as one of the country's leading securities litigators by U.S. Legal 500, Therese regularly defends and advises some of the world's largest broker-dealers, futures commission merchants, and global financial institutions in complex claims of fraud, violations of commodities and securities laws, RICO violations, and accounting improprieties. She has more than 25 years of federal and state court trial experience, and significant experience representing clients in different arbitration forums, including FINRA, the NFA and various commodity and security exchanges. Belinda G. Schwartz has more than 30 years of experience advising major corporations, developers, funds, lenders, and prominent family-owned real estate organizations in a wide range of sophisticated commercial real estate transactions. Ms. Schwartz has twice been named a "Woman of Influence" by Real Estate Forum. She is also a winner of REBNY's 2007 Most Ingenious Deal of the Year award, for her work on one of the most complex land assemblages in the history of Manhattan -- one which led to the creation of the largest new synagogue in Manhattan since 1927. Stephen D. Brodie has more than 35 years of experience representing financial institutions in commercial and private bank lending transactions, and in workout and restructuring matters. He also works closely with Herrick's world-renowned Art Law Group to advise banks, niche lenders, and borrowers in loans which use fine art as collateral, advise banks on credit policies for art loans, and represent clients in art consignments and private art transactions. About Herrick, Feinstein LLP Founded in 1928, Herrick, Feinstein LLP is a prominent 160-lawyer firm providing a full range of legal services, including real estate, art law, bankruptcy and business reorganization, commercial litigation, corporate law, employment law, government relations, insurance, intellectual property, sports law, and tax and personal planning. Headquartered in New York City, Herrick also has offices in Newark, Princeton, Washington D.C. and Istanbul, Turkey. * Michael Brosse Joins Lowenstein Sandler's Corporate Department ---------------------------------------------------------------- Lowenstein Sandler LLP is further bolstering its fast-growing private equity and mergers and acquisitions practices with the addition of private equity M&A lawyer Michael A. Brosse as a partner of the firm in its Corporate Department. Mr. Brosse joins Lowenstein Sandler'sNew York office from Kirkland & Ellis LLP, where he has been a partner since 2000. His arrival follows a year in which Lowenstein Sandler experienced explosive growth in its M&A and corporate securities practices, representing financial sponsors, funds and public and private companies. "The addition of Michael Brosse advances our firm's strategy of continuously broadening and deepening the services that we provide to our rapidly growing list of investment fund clients," said Gary M. Wingens, Lowenstein Sandler's chairman and managing partner. "Mike's client service focus is a perfect fit with our culture and his vast experience with middle-market M&A transactions adds strength to our practice at a very busy time," said Marita Makinen, chair of Lowenstein Sandler's M&A practice. Ms. Makinen joined Lowenstein Sandler in 2011 from Weil, Gotshal & Manges, where she had been a partner since 2001. Mr. Brosse represents private equity and venture capital funds in a wide variety of transactions, including leveraged buyouts, mergers, stock and asset acquisitions, private equity investments, corporate restructuring, and fund formation activities. Among other high-profile matters, Mr. Brosse represented: Pamplona Capital Management in connection with its $1.4 billion acquisition of Coinmach Services Corp. and Air-serv Group LLC. CSC ServiceWorks in connection with its $584 million acquisition of Mac-Gray Corporation "Lowenstein Sandler has an exceptionally strong and well-known platform for middle-market M&A work," said Mr. Brosse. "I'm delighted to have the opportunity to focus more on this exciting and busy area and help Lowenstein continue to expand its practice." Mr. Brosse earned his J.D. cum laude from University of Michigan School of Law, and his B.A. magna cum laude from Duke University. About Lowenstein Sandler Lowenstein Sandler is a provider of transactional, litigation, and bankruptcy and creditors' rights legal services to many of the country's top companies and funds. It has close to 300 lawyers in its New York, New Jersey and California offices. * Roetzel Partner Paul Giordano Takes Over as CCA President ----------------------------------------------------------- Roetzel on Jan. 20 disclosed that Paul A. Giordano, a partner in the firm's Fort Myers office, is set to take over as President of the Coastal Conservation Association of Florida (CCA) on January 25, 2014. The CCA has as its objective the conservation, promotion and enhancement of both the present and future availability of Florida's coastal resources for the benefit and enjoyment of the general public. Among other activities, the CCA is engaged in hundreds of local, state and national projects. It initiates scientific studies, funds marine-science scholarships, monitors the quality and quantity of freshwater inflows and supports local marine law enforcement. Through broad-based recreational angler support; a strong legal and legislative presence; decades of experience; and an unwavering vision for the future of U.S. and global marine resources, CCA battles for the sustainable health of our coastal fisheries and for recreational anglers' interests. "I am honored and humbled by the opportunity to serve as President of the Coastal Conservation Association Florida for the coming year," said Mr. Giordano. "I look forward to seeing to it that CCA's initiatives continue to move forward to protect Florida's marine resources for the State's recreational anglers and divers." Mr. Giordano handles a variety of business and commercial litigation, with a special focus on bankruptcy and creditors' rights, partnership disputes, commercial foreclosures, contract and corporate disputes, and general and professional liability lawsuits. He also has experience in insurance coverage litigation, and jury and non-jury trial practice. Mr. Giordano earned his J.D. from the University of Florida Levin College of Law and his undergraduate degree from the University of Florida. About Roetzel Roetzel -- http://ralaw.com-- is a full-service law firm with more than 200 attorneys in offices located throughout Ohio and Florida and in Chicago, New York and Washington, D.C. The firm provides comprehensive legal services to national and international corporations, closely held and family-run businesses, institutions, organizations and individuals. * United Nations Honors Family of Parker Ibrahim's Joe Lemkin ------------------------------------------------------------- The family of Joseph H. Lemkin, partner at the New Jersey law firm of Parker Ibrahim & Berg, was honored last month at the United Nations during the commemoration of the 65th Anniversary of the Genocide Convention that paid tribute to Raphael Lemkin, an international attorney who coined the word "genocide" and who has been recognized as being primarily responsible for the creation of the UN Convention for the Prevention and Punishment of the Crime of Genocide. "What Raphael Lemkin did was incredible -- to persevere until genocide was made into a palpable crime that can be prosecuted," said Joseph Lemkin, who is second cousin to Raphael. "For the family, it was deeply meaningful to witness this event led by United Nations Secretary-General Ban Ki-moon, who was represented by Deputy Secretary-General Jan Eliasson." Raphael Lemkin was born in Poland and escaped to the U.S. ahead of the Nazi occupation. His cousin Daniel, Joseph's father, was conscripted into the Russian army and survived World War II, but the rest of the Lemkin family in Poland perished in the Nazi concentration camps or died in the resistance movement. "My father told me of Raphael's trips to Washington, D.C., having spent all of his money and being shunned by many," said Joseph. "But his legacy lives on, as one of the initial acts of the first- ever United Nations General Assembly was to adopt the convention that Raphael Lemkin had been promoting." Joseph Lemkin currently serves as chairman of Parker Ibrahim & Berg's bankruptcy practice group. He is admitted to practice in New Jersey and New York and is a member of the New Jersey State Bar Association, the New York State Bar Association and the American Bankruptcy Institute. Mr. Lemkin is a graduate of Hofstra University School of Law, where he was awarded the Charles Falabella Labor Studies Award, and received his BA degree from Rutgers College. Parker Ibrahim & Berg -- http://www.piblaw.com-- represents a wide array of corporate clients, including Fortune 500 companies, national banks, retailers, reinsurers, mortgage lenders and financial services companies. Its practice areas include mortgage banking, bankruptcy, commercial litigation, reinsurance/insurance, regulatory consulting, regulatory enforcement, consumer finance, fair lending, and corporate transactional matters. * Upcoming Meetings, Conferences and Seminars --------------------------------------------- The Meetings, Conferences and Seminars column appears in the Troubled Company Reporter each Wednesday. Submissions via e-mail to conferences@bankrupt.com are encouraged. ********* 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 ***