/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/140228.mbx T R O U B L E D C O M P A N Y R E P O R T E R Friday, February 28, 2014, Vol. 18, No. 58 Headlines 333-345 GREEN: Co-Founder's Suit v. Lender Remanded to State Court 43 KINGSTON: Voluntary Chapter 11 Case Summary ACCURATE SEPTIC: Case Summary & 2 Top Unsecured Creditors ALICEVILLE GOVERNMENTAL: S&P Lowers Rating on 2011 Bonds to 'CCC' ATLANTIC COAST: Wellington Mgt. Stake at 8.8% as of Dec. 31 ALION SCIENCE: Reports $18.5 Million Net Loss in Dec. 31 Qtr. BENCHMARK ELECTRONICS: S&P Raises CCR to 'BB'; Outlook Stable BIG DRIVE CATTLE: Trustee May Avoid $836K Transferred to Knisley BON-TON STORES: FMR LLC Stake at 14.7% as of Feb. 13 BROWN MEDICAL: Sale of Cypress Station to Mark Khorsandi Okayed BROWN MEDICAL: Furniture & Equipment Sold to Employees BROWN MEDICAL: Assets Sold in Michael G. Brown Case BUILDERS FIRSTSOURCE: Stadium Capital Stake at 13.5% as of Dec. 31 CAESARS ENTERTAINMENT: Paulson & Co. Stake at 8.9% as of Dec. 31 CARGO TRANS: Atty Fee Provision in Seaside Deal Not Applicable CELL THERAPEUTICS: Annual Shareholders' Meeting Set on May 22 CELL THERAPEUTICS: FMR LLC Stake at 5.4% as of Feb. 13 CHARLOTTE RUSSE: S&P Raises CCR to 'B'; Outlook Stable CHESAPEAKE OILFIELD: S&P Puts 'BB-' CCR on CreditWatch Developing CHINA PRECISION: Delays Form 10-Q for Dec. 31 Quarter CLOUD PEAK: S&P Assigns 'BB-' Rating to $200MM Sr. Unsecured Notes COLOR STAR: SSG Capital Served as Investment Banker in Asset Sale COMMUNITY SHORES: Daniel Wiersma Stake at 5.3% as of Dec. 31 CREST DARTMOUTH: Fitch Raises Class D Notes Rating to 'BBsf' DECATUR EMERGENCY: Voluntary Chapter 11 Case Summary DETROIT COMMUNITY: S&P Lowers Rating on 2005 Revenue Bonds to 'B' DIOCESE OF STOCKTON: MORs Due Every 28th Day the Next Month DIOCESE OF STOCKTON: UST Balks at Bid to Hire Heenan Comms DIOCESE OF STOCKTON: UST Balks at Bid to Hire Rev. Pranaitis DOTS LLC: Court Okays Gordon Brothers to Conduct GOB Sales DOWNSTREAM DEVELOPMENT: S&P Revises Outlook & Affirms 'B' ICR DUNE ENERGY: Highbridge Stake at 5.2% as of Dec. 31 DUNE ENERGY: TPG Opportunities Stake at 13.6% as of Dec. 31 DUNE ENERGY: West Face Stake at 15.2% as of Dec. 31 EASTCOAL INC: Completes Disposal of Gramsico Shareholding EDDIE BAUER: Financing for Buyout Gets Delayed ENDEAVOUR INTERNATIONAL: Steelhead Partners Holds 13.2% Stake ENDEAVOUR INTERNATIONAL: Aristeia Capital Holds 7.8% Equity Stake ETIENNE ESTATES: Case Summary & 8 Unsecured Creditors FIRST SECURITY: Forest Hill Holds 6.6% Equity Stake FNBH BANCORP: Amends 2.3 Million Shares Rights Prospectus FREESEAS INC: Crede Stake at 9.9% as of Dec. 31 GADSDEN/ETOWAH EMS: Files Chapter 11 to Sell Assets GADSDEN/ESTOWAH: Voluntary Chapter 11 Case Summary GENE CUNNINGHAM: Case Converted to Ch.7; Staking Rink Closes Door GENERAL MOTORS: Could Face $35-Mil. Fine for Recalls GLOBAL AVIATION: Court Allows KCC to Provide Additional Services GLOBAL AVIATION: Court Extends Lease Decision Period to June 10 GLOBAL AVIATION: Claims Bar Date Set for April 25 GREECE: Banks Need at Least US$6-Bil. More GREEKTOWN HOLDINGS: S&P Assigns 'B-' CCR & Rates $425MM Notes 'B-' HARRISBURG, PA: Judge Grants Application to Vacate Receivership HORIZON LINES: Western Asset Stake at 13.5% as of Dec. 31 HTH LEARNING: Fitch Affirms 'BB+' Rating on Series 2008A Bonds IMS HEALTH: S&P Retains 'B+' CCR on CreditWatch Positive INTERLINE BRANDS: S&P Assigns 'B' Rating on $350MM Term Loan INTRALINKS INC: S&P Assigns 'BB' Rating to $80MM Loan Due 2019 ISTAR FINANCIAL: PointState No Longer a Shareholder JACKSONVILLE BANCORP: Wellington Mgt. Stake at 8.3% as of Dec. 31 JACKSONVILLE BANCORP: Ithan Creek Stake at 1.3% as of Dec. 31 JACKSONVILLE BANCORP: Endeavour Stake at 11.2% as of Dec. 31 JAMES ALBERT D'ANGELO: Suit Against JPMorgan Dismissed JSM PROPERTIES: Voluntary Chapter 11 Case Summary KEY PLASTICS: Minority Investor Allowed to Review Books & Records KIPP INC: Fitch Affirms 'BB+' Rating on 2009A Bonds KLN STEEL: Some Payments to Pre-Bankruptcy Advisor Avoidable KREIN-ONE LLC: Case Summary & 9 Largest Unsecured Creditors KREIN-TWO LLC: Case Summary & 8 Largest Unsecured Creditors LANE AWARD: Voluntary Chapter 11 Case Summary LEHMAN BROTHERS: To Make Fifth Payment to Creditors April 3 LEHMAN BROTHERS: Court Approves Freddie Mac Deal LEHMAN BROTHERS: To Establish $44MM Reserve for Stonehill Claims LEHMAN BROTHERS: 16 Avoidance Suits Remain Stayed Thru May 20 LEHMAN BROTHERS: Seeks Approval of Settlement With IRS LEHMAN BROTHERS: Files 51st Status Report on Claims Settlement LEVEL 3: V. Prem Watsa No Longer a Shareholder MBA WASTE SERVICES: Voluntary Chapter 11 Case Summary MEDIA GENERAL: James Dondero Stake at 9.9% as of Dec. 31 MEDIA GENERAL: Rich Barrera Stake at 5.3% as of Dec. 31 MENDOCINO COAST RECREATION: Suit Against UHC, et al. Dismissed MERRIMACK PHARMACEUTICALS: Board OKs $645,000 Executive Bonuses MERRIMACK PHARMACEUTICALS: FMR LLC Stake at 15% as of Feb. 13 MGM RESORTS: Paulson & Co. Stake at 5.8% as of Dec. 31 MI PUEBLO: Wants Perkins Coie to Handle Financing Transactions MICROVISION INC: Crede CG Stake at 9.9% as of Dec. 31 MOMENTIVE SPECIALTY: Director Resigns, New Director Appointed MORGANS HOTEL: Long Pond No Longer a Shareholder MOUNTAIN PROVINCE: Amends 2012 Annual Report to Add Exhibit NATIONAL ENVELOPE: Unisource Worldwide Agrees to Setoff Claim NAVISTAR INTERNATIONAL: Discovery Stake at 6.2% as of Dec. 31 NAVISTAR INTERNATIONAL: Kenneth Griffin Stake Down to 0.1% NELSON EDUCATION: S&P Lowers CCR to 'CCC-' on Refinancing Risk NEW CENTAUR: S&P Raises 1st Lien Debt Rating to 'BB-' NEW MILLENIUM MANAGEMENT: Exclusivity Terminated; To Have Trustee NEWPAGE HOLDINGS: Posts Net Loss of $2 Million in Year-End 2013 NFC DATA: In Default of Loans Under Play LA Share Purchase Deal NORTH AMERICAN BREWERIES: S&P Removes 'B' CCR From CreditWatch OHCMC-OSWEGO LLC: Files for Chapter 11 to Sell Assets OHCMC-OSWEGO LLC: Proposes Rally Capital's Samuels as CRO ORCHARD SUPPLY: Court Approves Stipulation Lifting Automatic Stay PACIFIC ETHANOL: Reports Earnings; To Restart Madera Plant PLY GEM HOLDINGS: Steven Lefkowitz Stake at 69.9% as of Dec. 31 PLY GEM HOLDINGS: G. Robinette Stake Down to 0.1% as of Dec. 31 PORTER BANCORP: Mendon Capital Stake at 2.99% as of Dec. 31 PORTER BANCORP: Daniel Ellefson Stake at 1.8% as of Dec. 31 PRIME CHOICE FOODS: Case Summary & 21 Largest Unsecured Creditors PROMMIS HOLDINGS: March 4 Hearing on Greenspon Bid for Stay Relief PROMMIS HOLDINGS: Has Settlement With Cypress Innovations QUANTUM FOODS: Taps BMC Group as Claims and Notice Agent QUANTUM FOODS: Proposes to Pay Claims of Critical Vendors QUANTUM FOODS: Has DIP Financing From Prepetition Lenders QUANTUM CORP: FMR LLC Stake at 10.7% as of Feb. 13 QUANTUM CORP: Amici Capital Stake at 3% as of Dec. 31 QUIZNOS: Moves Toward Bankruptcy Filing RAHA LAKES: March 5 Hearing on Final Decree Closing Case REGAL ENTERTAINMENT: S&P Rates $350MM Sr. Unsecured Notes 'B-' REPUBLIC OF TEXAS: Gets Numerous Inquiries From Investor Base ROGER BANCSHARES: Liquidating Plan Filed; Mar. 14 Disclosures Hrg. SAVIENT PHARMACEUTICALS: Skadden to Advise on Post-Sale Issues SELECT MEDICAL: S&P Assigns 'BB-' Rating to New $814MM Term Loans SIDEWINDER DRILLING: S&P Revises Outlook to Neg. & Affirms B- CCR SHEFA LLC: Voluntary Chapter 11 Case Summary SMOKY MOUNTAIN MOTELS: Case Summary & 20 Top Unsecured Creditors SNO MOUNTAIN: Camaras May Prosecute State Court Lawsuit SPIRIT REALTY: S&P Affirms 'BB-' CCR & Revises Outlook to Positive STELERA WIRELESS: American Legal Okayed as Balloting Agent STEVE MCKENZIE: Suit Over Transfer of Auto Mall Goes to Trial STEVEN BROWN: BACPA Did Not Abrogate Absolute Priority Rule SWJ HOLDINGS: Voluntary Chapter 11 Case Summary THOMPSON CREEK: Letko Brosseau Has 6.1% Stake TREEHOUSE FOODS: S&P Raises CCR to 'BB'; Outlook Stable TRISTAR FIRE: Jury Trial to Be Held on Union's Alter-Ego Claims TRONOX LTD: Posts Net Loss of $48 Million in Fourth Quarter 2013 UKRAINE: Would Seek US$15-Bil. of Aid from IMF USEC INC: Global X Stake at 2.3% as of Dec. 31 USG CORP: Prem Watsa Stake at 1.2% as of Dec. 31 UTI WORLDWIDE: Warns About Danger of Defaulting on its Debt UTSTARCOM INC: Prescott Stake at 5.9% as of Dec. 31 WEST CORP: Thomas H. Lee Stake at 43.3% as of Dec. 31 WEST CORP: Gary West Stake at 9.1% as of Dec. 31 WEST CORP: FMR LLC Reports 8.3% Stake WESTMORELAND COAL: Nelson Obus Stake at 5.1% as of Dec. 31 WINDSPIRE ENERGY: Court Rules in Committee Suit Against D&Os WME IMG: S&P Assigns 'B' Corporate Credit Rating; Outlook Stable WYLDFIRE ENERGY: Chapter 11 Plan Declared Effective Feb. 18 XTREME POWER: Jordan Hyden Approved as Bankruptcy Counsel YRC WORLDWIDE: Spectrum Group Stake at 8.8% as of Dec. 31 YRC WORLDWIDE: Raging Capital Stake at 5.9% as of Dec. 31 YRC WORLDWIDE: Whippoorwill No Longer a Shareholder YRC WORLDWIDE: Owl Creek No Longer a Shareholder as of Dec. 31 YRC WORLDWIDE: Prescott No Longer a Shareholder as of Dec. 31 Z REALTY GROUP: Voluntary Chapter 11 Case Summary ZINKIA: Spain Producer of Kids' Show 'Pocoyo' Files for Bankruptcy * The Deal Announces Results of Q4 2013 Bankruptcy League Tables * Schultze Was Lead Speaker in Harvard Restructuring Course * Bankruptcy Attorney Sherri Dahl Joins Roetzel's Cleveland Office * BOOK REVIEW: A Legal History of Money in the United States, 1774-1970 ********* 333-345 GREEN: Co-Founder's Suit v. Lender Remanded to State Court ------------------------------------------------------------------ In the case, MARTIN DASKAL, individually and on behalf of 333-345 GREEN LLC, Plaintiff, v. BANCO POPULAR NORTH AMERICA, Defendant, No. 13-CV-01942 (NGG) (VVP) (E.D.N.Y.), District Judge Nicholas G. Garaufis denied the Plaintiff's motion to refer the matter to the bankruptcy court, and granted the Defendant's motion to abstain and remand to state court. The Defendant's request for costs and fees is also denied. Martin Daskal, a New York resident, individually and on behalf of 333-345 Green, LLC, a New York limited liability company, brought the action against Banco Popular North America, a New York banking corporation, in the Commercial Division of the New York Supreme Court, Kings County on March 2, 2012, alleging breach of fiduciary duty, breach of contract, and fraud. Mr. Daskal has requested injunctive relief and a declaratory judgment in connection with a loan and subsequent foreclosure on property located at 333-345 Greene Avenue in Brooklyn, New York. In June 2006, 333-345 Green LLC, whose members are Mr. Daskal and non-party Joseph Tyrnauer, obtained a loan from the Bank to finance development of the Property. The loan was structured so that Mr. Daskal would receive funds at various intervals throughout the development process. Mr. Daskal alleges that the Bank allowed Mr. Tymauer, whose company was the contractor for the development work, to fraudulently withdraw funds from the loan for his personal use by releasing funds at improper times and not monitoring excessive expense claims. Mr. Daskal alleges that he warned Defendant of the fraud and that the Bank perpetuated Mr. Tyrnauer's fraud by improperly releasing funds when it had evidence of fraud. The Debtor defaulted on the loan and the Bank thereafter commenced foreclosure proceedings against the Property. Mr. Daskal alleges that the Debtor defaulted on the loan because of the Bank's "conduct in permitting Tyrnauer to perpetuate a fraudulent scheme to draw excessive funds." Mr. Daskal has requested damages, an order declaring the loan documents invalid, or an order reducing the amount Plaintiff owes under the loan. He also requested a stay of the foreclosure proceedings, but on Jan. 17, 2012, The Commercial Division entered an Order granting summary judgment to the Bank in its foreclosure proceeding against Mr. Daskal. Mr. Daskal removed this action from the state court on April 5, 2013, pursuant to 28 U.S.C. Sections 1334(b) and 1452(a) on the grounds that it is related to the Debtor's Chapter 11 bankruptcy proceeding. Mr. Daskal has moved for the court to refer this matter to the U.S. Bankruptcy Court for the Eastern District of New York pursuant to Judge Weinstein's reference order of August 28, 1986. The Bank opposes referral to the bankruptcy court and has moved for the court to abstain and remand this matter to the state court pursuant to 28 U.S.C. Sections 1334(c)(1), (c)(2), or 1452(b). In a Feb. 24, 2014 Memorandum and Order available at http://is.gd/9ZY4OFfrom Leagle.com, Judge Garaufis agreed with the Bank that the Commercial Division generally has been considered a timely forum and further finds that Mr. Daskal has not carried his burden of proof in showing that the matter cannot be timely adjudicated in state court. The court therefore finds that the final element for mandatory abstention has been met. Accordingly, the proceeding is remanded to the state court. About 333-345 Green LLC 333-345 Green LLC filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 13-40085) in Brooklyn on Jan. 8, 2013. The Debtor, which is engaged in the development and management of real property, disclosed total assets of $16.0 million and liabilities of $26.9 million in its schedules. The property in 333-345 Greene Avenue, in Brooklyn, is valued at $16 million and secures a $25.2 million debt. Team Greene is the owner and record holder of the existing first mortgage and related loan documents with the Debtor. Marc A. Pergament, Esq., at Weinberg Gross & Pergament, LLP, in Garden City, N.Y., serves as counsel to the Debtor. The Bankruptcy Court on Jan. 2, 2014, entered a final decree closing the Chapter 11 case of 333-345 Green LLC. The Debtor on May 13, 2013, obtained confirmation of its First Amended Plan dated April 5. 43 KINGSTON: Voluntary Chapter 11 Case Summary ---------------------------------------------- Debtor: 43 Kingston LLC 47 Brook Rd Valley Stream, NY 11581 Case No.: 14-40792 Chapter 11 Petition Date: February 26, 2014 Court: United States Bankruptcy Court Eastern District of New York (Brooklyn) Judge: Hon. Carla E. Craig Debtor's Counsel: Neil Cohen, Esq. 32 Court Street, Suite 507 Brooklyn, NY 11201 Tel: 718-624-3246 Fax: 718-875-5883 Email: neilcohen@lawyer.com Total Assets: $473,000 Total Liabilities: $530,000 The Debtor did not file a list of its largest unsecured creditors when it filed the petition. ACCURATE SEPTIC: Case Summary & 2 Top Unsecured Creditors --------------------------------------------------------- Debtor: Accurate Septic Holdings, LLC 4120 Selvitz Road Fort Pierce, FL 34981 Case No.: 14-14472 Chapter 11 Petition Date: February 26, 2014 Court: United States Bankruptcy Court Southern District of Florida (West Palm Beach) Judge: Hon. Erik P. Kimball Debtor's Counsel: Julianne R. Frank, Esq. FRANK, WHITE-BOYD, PA 11382 Prosperity Farms Rd #230 Palm Beach Gardens, FL 33410 Tel: 561.626.4700 Fax: 561.627.9479 Email: fwbbnk@fwbpa.com Total Assets: $292,500 Total Liabilities: $1.30 million The petition was signed by David E. Whiteside, managing member. A list of the Debtor's two largest unsecured creditors is available for free at http://bankrupt.com/misc/flsb14-14472.pdf ALICEVILLE GOVERNMENTAL: S&P Lowers Rating on 2011 Bonds to 'CCC' ----------------------------------------------------------------- Standard & Poor's Ratings Services said it lowered by three notches to 'CCC' from 'BBB' its rating on Aliceville Governmental Utilities Services Corp., (GUSC). Ala.'s series 2011 bonds. At the same time, S&P is placing the rating on CreditWatch with developing implications. "The downgrade reflects a draw on the debt service reserve fund, the second such draw in the last six months, to meet the Feb. 1, 2014, interest payment on the bonds," said Standard & Poor's credit analyst Theodore Chapman. "The rating of 'CCC' indicates that there may not be sufficient pledged revenues on hand with the trustee for the Aug. 1, 2014, principal and interest payment of $1.01 million. The GUSC remains in a rate dispute with the Federal Bureau of Prisons, as initial inmate levels at the Aliceville facility were less than originally planned and arrived later than anticipated. The CreditWatch placement reflects the possibility that there is still time to achieve resolution before Aug. 1, 2014, not only to meet the next scheduled payment but also to replenish the debt service reserve fund to covenant levels. ATLANTIC COAST: Wellington Mgt. Stake at 8.8% as of Dec. 31 ----------------------------------------------------------- In a Schedule 13G filed with the U.S. Securities and Exchange Commission, Wellington Management Company, LLP, disclosed that as of Dec. 31, 2013, it beneficially owned 1,368,820 shares of common stock of Atlantic Coast Financial Corporation representing 8.83 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/9LpmK4 About Atlantic Coast Jacksonville, Florida-based Atlantic Coast Financial Corporation is the holding company for Atlantic Coast Bank, a federally chartered and insured stock savings bank. It is a community- oriented financial institution serving northeastern Florida and southeastern Georgia markets through 12 locations, with a focus on the Jacksonville metropolitan area. McGladrey LLP, in Jacksonville, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company has suffered recurring losses from operations that have adversely impacted capital at Atlantic Coast Bank. The failure to comply with the regulatory consent order may result in Atlantic Coast Bank being deemed undercapitalized for purposes of the consent order and additional corrective actions being imposed that could adversely impact the Company's operations. This raises substantial doubt about the Company's ability to continue as a going concern. For the year ended Dec. 31, 2013, the Company incurred a net loss of $11.40 million on $28.83 million of total interest and dividend income as compared with a net loss of $6.66 million on $33.50 million of total interest and dividend income during the prior year. The Company's balance sheet at Dec. 31, 2013, showed $733.63 million in total assets, $668.10 million in total liabilities and $65.52 million in total stockholders' equity. ALION SCIENCE: Reports $18.5 Million Net Loss in Dec. 31 Qtr. ------------------------------------------------------------- Alion Science and Technology Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $18.46 million on $185.38 million of contract revenue for the three months ended Dec. 31, 2013, as compared with a net loss of $11.02 million on $204.32 million of contract revenue for the same period last year. As of Dec. 31, 2013, the Company had $599.39 million in total assets, $787.09 million in total liabilities, $61.89 million in redeemable common stock, $20.78 million in common stock warrants, $130,000 in accumulated other comprehensive loss and a $270.51 million accumulated deficit. "Our liabilities exceed our assets which makes refinancing our debt more difficult and expensive. Operating cash flow is insufficient to repay the Secured and Unsecured Notes at maturity, which raises substantial doubt as to the Company's ability to continue as a going concern," the Company said in the Form 10-Q. Bankruptcy Warning Management's cash flow projections indicate that absent a refinancing transaction or series of transactions, the Company will be unable to pay the principal and accumulated unpaid interest on its Secured Notes and Unsecured Notes when those instruments mature in November 2014 and February 2015, respectively. On Dec. 24, 2013, Alion entered into an agreement with the holders of a majority of its Unsecured Notes regarding certain possible refinancing transactions. The proposed refinancing transactions involve: replacing Alion's credit facility; refinancing the Secured Notes with $350 million in new secured term loans; exchanging our Unsecured Notes for either new third lien notes and a series of new warrants, or a limited amount of cash for a portion of Unsecured Notes at a price below par; payment of accrued and unpaid interest; and obtaining certain consents from Unsecured Noteholders. "However, management can provide no assurance that we will be able to enter into definitive agreements regarding the terms of the refinancing transactions or conclude a refinancing of our Unsecured Notes, or that additional financing will be available to retire or replace our Secured Notes, and if available, that terms of any transaction would be favorable or compliant with the conditions for such financing set forth in the Refinancing Support Agreement. The Company's high debt levels, of which $332.5 million matures on November 1, 2014 and Alion's recurring losses will likely make it more difficult for Alion to raise capital on favorable terms and could hinder its operations. Further, default under the Unsecured Note Indenture or the Secured Note Indenture could allow lenders to declare all amounts outstanding under the revolving credit facility, the Secured Notes and the Unsecured Notes to be immediately due and payable. Any event of default could have a material adverse effect on our business, financial condition and operating results if creditors were to exercise their rights, including proceeding against substantially all of our assets that secure the Credit Agreement and the Secured Notes, and will likely require us to invoke insolvency proceedings including, but not limited to, a voluntary case under the U.S. Bankruptcy Code," the Company said. A copy of the Form 10-Q is available for free at: http://is.gd/q1s1xH About Alion Science Alion Science and Technology Corporation, based in McLean, Virginia, is an employee-owned company that provides scientific research, development, and engineering services related to national defense, homeland security, and energy and environmental analysis. Particular areas of expertise include communications, wireless technology, netcentric warfare, modeling and simulation, chemical and biological warfare, program management. Alion Science has been reporting losses for four consecutive years from Sept. 30, 2010, to Sept. 30, 2013. In 2013, Alion Science incurred a net loss of $36.59 million. Deloitte & Touche LLP, in McLean, Virginia, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2013. The independent auditors noted that the Company does not expect to be able to repay its existing debt at their scheduled maturities. The Company's financing needs, its recurring net losses, and its excess of liabilities over assets raise substantial doubt about its ability to continue as a going concern, the auditors stated. BENCHMARK ELECTRONICS: S&P Raises CCR to 'BB'; Outlook Stable ------------------------------------------------------------- Standard & Poor's Ratings Services said it raised its corporate credit rating on Angleton, Texas-based Benchmark Electronics Inc. to 'BB' from 'BB-'. The outlook is stable. "We base our upgrade primarily on our revision of Benchmark's financial policy modifier to 'neutral' from 'negative' based on our expectation that the company will maintain consistent profitability levels, positive free operating cash flow, and conservative financial policies," said Standard & Poor's credit analyst Martha Toll-Reed. These factors, combined with Benchmark's limited leverage, provide sufficient debt capacity for it to fund potential midsize strategic acquisitions without impairing its "modest" financial risk profile. Consequently, S&P is raising the corporate credit rating to 'BB', consistent with its assessment of Benchmark's "weak" business risk profile, "modest" financial risk profile, and "negative" comparable rating analysis. S&P views the industry risk as "moderately high" and the country risk as "low". Standard & Poor's views Benchmark's business risk profile as "weak", reflecting the company's second-tier market position, limited earnings visibility, and highly competitive industry conditions. Although Benchmark's revenues remain concentrated in the more mature computer and telecommunications segments, the company benefits from its strategic focus on nontraditional EMS segments, which have higher growth and profitability characteristics. Nevertheless, S&P's "negative" comparable rating analysis reflects Benchmark's relatively small operating scale in comparison to other 'bb+' rated companies and its vulnerability to operating performance volatility. The outlook is stable, supported by a financial risk profile that is strong for the current rating, and S&P's expectation that Benchmark will sustain revenue growth and consistent profitability in the near term. The current rating and outlook incorporate the potential for moderate, debt-financed strategic acquisitions over the near to intermediate term. Ratings upside is constrained by highly competitive industry conditions and Benchmark's vulnerability to potential earnings volatility due to its relatively modest operating scale. Although not expected over the next 12 months, S&P could lower the rating if increased competition or earnings volatility caused a material decline in EBITDA, such that adjusted leverage exceeds 2x on a sustained basis. BIG DRIVE CATTLE: Trustee May Avoid $836K Transferred to Knisley ---------------------------------------------------------------- Bankruptcy Judge Thomas L. Saladino ruled on cross-motions for summary judgment filed by the parties in the lawsuit, JAMES A. OVERCASH, Chapter 11 Trustee, Plaintiff, v. CAROL KNISLEY, Defendant, No. A13-4040 (Bankr. D. Neb.). Mr. Overcash, the bankruptcy trustee for Big Drive Cattle, L.L.C., filed the adversary proceeding to recover alleged preferential transfers totaling $836,066.64 from the defendant. The defendant asserts that the transfers were of funds held in bailment for him as proceeds from the sale of cattle owned by him but fed at the feedlot operated by the debtor and sold by the debtor on his behalf to third parties. According to the Court, the trustee has established that within one year before BDC filed its bankruptcy petition, Mr. Knisley received transfers of funds that had become BDC's property, in payment of debts owed by BDC to him, while BDC was insolvent, and that enabled him to receive more than other unsecured creditors did or will. Because the transfers at issue were clearly preferential, the Court held that the plaintiff's motion for summary judgment is granted, and the defendant's motion for summary judgment is denied. Mr. Knisley has held an equity membership interest in BDC since its inception in February 2009. A copy of the Court's Feb. 20, 2014 Order is available at http://is.gd/TbNfSzfrom Leagle.com. Big Drive Cattle LLC filed Chapter 11 bankruptcy (Bankr. D. Neb. Case No. 11-42415) on Sept. 9, 2011. The Cedar Rapids, Nebraska- based company is represented in the bankruptcy case by Patrick Raymond Turner, Esq. -- patrick.turner@huschblackwell.com -- at Husch Blackwell Sanders LLP. It estimated $1 million to $10 million in both assets and debts. The petition was signed by Cecil Don Haun, managing member. BON-TON STORES: FMR LLC Stake at 14.7% as of Feb. 13 ---------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission on Feb. 13, 2014, FMR LLC and Edward C. Johnson 3d disclosed that they beneficially owned 2,589,289 shares of common stock of Bon-Ton Stores Incorporated representing 14.779 percent of the shares outstanding. The reporting persons previously owned 2,221,409 shares at Feb. 13, 2013. A copy of the regulatory filing is available for free at http://is.gd/JyMKoj 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. For the 39 weeks ended Nov. 2, 2013, the Company reported a net loss of $64.89 million. The Company incurred a net loss of $21.55 million for the year ended Feb. 2, 2013, following 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. BROWN MEDICAL: Sale of Cypress Station to Mark Khorsandi Okayed --------------------------------------------------------------- The Bankruptcy Court authorized Elizabeth M. Guffy, the chapter 11 trustee of Brown Medical Center, Inc., to sell the so-called Cypress Station assets -- personal property located at 110 Cypress Station Drive, Suite 248, Houston, Texas -- to Dr. Mark Khorsandi for the purchase price of $13,593. Pursuant to the bid procedures order, potential bidders had until Dec. 10, 2013, at 5:00 p.m. to submit qualified bids. The Chapter 11 trustee did not receive any qualified bids for the Cypress Station Assets. After the auction, the trustee received two bids for the Cypress Station assets, and Dr. Khorsandi's bid was declared the highest and best offer received by the trustee. About Brown Medical Houston, Texas-based Brown Medical Center, Inc., is a management company that historically served as the epicenter of the operating business enterprise directly or indirectly owned or controlled by Michael Glyn Brown, including six surgery centers and related facilities. The Company sought protection under Chapter 11 of the Bankruptcy Code on Oct. 15, 2013 (Case No. 13-36405, Bankr. S.D.Tex.). The case is assigned to Judge Marvin Isgur. Brown Medical Center is represented by Spencer D. Solomon, Esq., at Nathan Sommers Jacobs, P.C., in Houston, Texas. In November 2013, the Bankruptcy Court approved the appointment of Elizabeth M. Guffy as Chapter 11 trustee. The trustee hired Porter Hedges LLP, led by Joshua W. Wolfshohl, Esq., John F. Higgins, Esq., and James Matthew Vaughn, Esq., Nick D. Nicholas, Esq., J. Patrick LaRue, Esq., and Craig M. Bergez, as counsel. The trustee tapped The Claro Group, LLC, as financial advisor and consultant. In its schedules, Brown Medical listed $13,807,746 in assets and $27,716,168 in liabilities. Brown Medical owes Crown Financial Funding LP, the primary secured creditor, pursuant to a pre- bankruptcy promissory note in the original principal amount of $2 million, which indebtedness is secured by a security agreement from Allied Center for Special Surgery, Scottsdale, LLC covering accounts and accounts receivable which the Debtor has the right to collect. BROWN MEDICAL: Furniture & Equipment Sold to Employees ------------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of Texas authorized Elizabeth M. Guffy, the chapter 11 trustee for Brown Medical Center, Inc., in January to sell various furniture and equipment to employees: a. Dell Laptop computer - $75 b. Dell desktop computer with monitor and keyboard/mouse - $75 c. iMac computer with keyboard/mouse - $150 d. Desk - $30 e. Book helf - $20 f. Filing cabinet - $20 g. Chairs - $20 h. Artwork -$20 In its motion, the Chapter 11 trustee said that several of the Debtor's employees have approached the trustee with offers to purchase miscellaneous unencumbered office furniture and equipment from the estate such as computers, desks, and chairs. The trustee does not believe she would be able to obtain greater value for the estate if these items were sold at auction. Further, the Chapter 11 trustee is authorized to sell any other equipment or furniture of the Debtor in her discretion and without further order of the Court, provided that (i) the agreed upon sales price is less than $500; (2) the furniture or equipment is not subject to any lien; and the (iii) the furniture or equipment is by its nature office equipment and not medical equipment. Each sale conducted will be sold "as is, where is" with no representation or warranty of any kind. About Brown Medical Houston, Texas-based Brown Medical Center, Inc., is a management company that historically served as the epicenter of the operating business enterprise directly or indirectly owned or controlled by Michael Glyn Brown, including six surgery centers and related facilities. The Company sought protection under Chapter 11 of the Bankruptcy Code on Oct. 15, 2013 (Case No. 13-36405, Bankr. S.D.Tex.). The case is assigned to Judge Marvin Isgur. Brown Medical Center is represented by Spencer D. Solomon, Esq., at Nathan Sommers Jacobs, P.C., in Houston, Texas. In November 2013, the Bankruptcy Court approved the appointment of Elizabeth M. Guffy as Chapter 11 trustee. The trustee hired Porter Hedges LLP, led by Joshua W. Wolfshohl, Esq., John F. Higgins, Esq., and James Matthew Vaughn, Esq., Nick D. Nicholas, Esq., J. Patrick LaRue, Esq., and Craig M. Bergez, as counsel. The trustee tapped The Claro Group, LLC, as financial advisor and consultant. In its schedules, Brown Medical listed $13,807,746 in assets and $27,716,168 in liabilities. Brown Medical owes Crown Financial Funding LP, the primary secured creditor, pursuant to a pre- bankruptcy promissory note in the original principal amount of $2 million, which indebtedness is secured by a security agreement from Allied Center for Special Surgery, Scottsdale, LLC covering accounts and accounts receivable which the Debtor has the right to collect. BROWN MEDICAL: Assets Sold in Michael G. Brown Case --------------------------------------------------- Elizabeth M. Guffy, the chapter 11 trustee for Brown Medical Center, Inc., filed with the Bankruptcy Court a notice of auction results regarding the sale of assets previously authorized in the Michael G. Brown case. Webster's Auction Palace Inc. conducted a public auction of the estate's generators and trailers on Jan. 12, 2014. The proceeds from the auction were: Gross Proceeds Expenses/ Net Proceeds Commission -------------- ---------- ------------ $74,000 $11,100 $62,900 Total Net Proceeds $62,900 On Jan. 8, 2014, the Chapter 11 trustee was authorized to sell generators and any other assets that may later be determined to be property of the BMC estate authorized in Michael G. Brown jointly administered cases on an "as is where is" basis. Pursuant to the orders entered in that case, Webster has already marketed the generators and other assets for auction. These marketing efforts have been fruitful as Webster believes that multiple parties will appear and bid on the generators at the auction. However, the BMC Trustee believes that parties will be reluctant to bid on such items if subsequent Court approval is required. About Brown Medical Houston, Texas-based Brown Medical Center, Inc., is a management company that historically served as the epicenter of the operating business enterprise directly or indirectly owned or controlled by Michael Glyn Brown, including six surgery centers and related facilities. The Company sought protection under Chapter 11 of the Bankruptcy Code on Oct. 15, 2013 (Case No. 13-36405, Bankr. S.D.Tex.). The case is assigned to Judge Marvin Isgur. Brown Medical Center is represented by Spencer D. Solomon, Esq., at Nathan Sommers Jacobs, P.C., in Houston, Texas. In November 2013, the Bankruptcy Court approved the appointment of Elizabeth M. Guffy as Chapter 11 trustee. The trustee hired Porter Hedges LLP, led by Joshua W. Wolfshohl, Esq., John F. Higgins, Esq., and James Matthew Vaughn, Esq., Nick D. Nicholas, Esq., J. Patrick LaRue, Esq., and Craig M. Bergez, as counsel. The trustee tapped The Claro Group, LLC, as financial advisor and consultant. In its schedules, Brown Medical listed $13,807,746 in assets and $27,716,168 in liabilities. Brown Medical owes Crown Financial Funding LP, the primary secured creditor, pursuant to a pre- bankruptcy promissory note in the original principal amount of $2 million, which indebtedness is secured by a security agreement from Allied Center for Special Surgery, Scottsdale, LLC covering accounts and accounts receivable which the Debtor has the right to collect. BUILDERS FIRSTSOURCE: Stadium Capital Stake at 13.5% as of Dec. 31 ------------------------------------------------------------------ In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Stadium Capital Management, LLC, and its affiliates disclosed that as of Dec. 31, 2013, they beneficially owned 13,152,851 shares of common stock of Builders FirstSource, Inc., representing 13.5 percent of the shares outstanding. Stadium Capital previously reported beneficial ownership of 14,899,870 shares as of Dec. 31, 2012. A copy of the regulatory filing is available for free at http://is.gd/UImu0r About Builders FirstSource Headquartered in Dallas, Texas, Builders FirstSource Inc. -- http://www.bldr.com/-- supplies and manufactures building products for residential new construction. The Company operates in nine states, principally in the southern and eastern United States, and has 55 distribution centers and 51 manufacturing facilities, many of which are located on the same premises as its distribution facilities. Builders FirstSource reported a net loss of $56.85 million in 2012, a net loss of $64.99 million in 2011 and a $95.50 million in 2010. The Company's balance sheet at Sept. 30, 2013, showed $533.87 million in total assets, $528.41 million in total liabilities and $5.45 million in total stockholders' equity. * * * As reported by the TCR on May 15, 2013, Standard & Poor's Ratings Services Inc. said it raised its corporate credit rating on Dallas-based Builders FirstSource to 'B' from 'CCC'. "The upgrade acknowledges U.S.-based building materials manufacturer and distributor Builders FirstSource Inc.'s 'strong' liquidity based on the company's proposed recapitalization," said Standard & Poor's credit analyst James Fielding. Builders FirstSource carries a Caa1 Corporate Family Rating from Moody's Investors Service. CAESARS ENTERTAINMENT: Paulson & Co. Stake at 8.9% as of Dec. 31 ---------------------------------------------------------------- Paulson & Co. Inc. disclosed in a regulatory filing with the U.S. Securities and Exchange Commission that as of Dec. 31, 2013, it beneficially owned 12,267,190 shares of common stock of Caesars Entertainment Corporation representing 8.96 percent of the shares outstanding. Paulson & Co. previously reported beneficial ownership of 12,372,835 common shares as of Dec. 31, 2012. A copy of the regulatory filing is available for free at: http://is.gd/dQOZw0 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. CARGO TRANS: Atty Fee Provision in Seaside Deal Not Applicable -------------------------------------------------------------- Under the American Rule, a prevailing party is not entitled to attorney's fees and costs absent a statute or contractual provision authorizing recovery of prevailing party fees and costs. In the case, Larry Hyman, as Plan Trustee, Plaintiff, v. Seaside Carriers Inc., Defendant, Adv. Proc. No. 8:12-ap-01261-MGW (Bankr. M.D. Fla.), there was a prevailing party attorney's fee provision in the Payment Agreement between debtor Cargo Transportation Services, Inc., and Seaside Carriers Inc. that also provided for arbitration in the event of a dispute arising under their agreement. However, the action was brought by the Plan Trustee pursuant to a confirmed plan of reorganization and the Critical Vendor Orders authorizing the recovery or "claw-back" of post- petition transfers from the bankruptcy estate. As such, said Bankruptcy Judge Michael G. Williamson in Tampa, Florida, the prevailing party provision contained in the Payment Agreement does not apply to this proceeding. The Plan Trustee's motion to strike the prayer for attorney's fees in Seaside's amended answer will be granted. Cargo Transportation Services, Inc., offers comprehensive transportation services, including customized consolidation, distribution, logistics, and warehousing services. Seaside provides trucking services that are essential to the Debtor's business operations. Immediately after filing its Chapter 11 case, the Debtor moved to pay the pre-petition claims of its critical vendors, including Seaside. Critical vendors are those whose services are necessary to the successful reorganization of the Debtor and who continue to provide the Debtor with these services post-petition. The Court's Critical Vendor Orders authorized the Debtor to make post-petition payments to its critical vendors and reestablish normal and customary trade terms with them. In keeping with the Critical Vendor Orders, the Debtor executed the Payment Agreement with Seaside on January 31, 2011. Under the Payment Agreement, in exchange for payment of the pre-petition claim, Seaside agreed to provide the Debtor with post-petition services and not to pursue collection actions or demands against the Debtor's customers. The Plan Trustee seeks in this adversary proceeding to avoid and recover post-petition payments the Debtor made to Seaside, alleging that Seaside has not complied with the Payment Agreement and the Court's Critical Vendor Orders. Seaside moved for leave to amend its answer to include a request for costs and attorney's fees pursuant to the Payment Agreement. The Court granted Seaside's motion, but also permitted the Plan Trustee to file a motion to strike Seaside's request for costs and fees. Judge Williamson explained that it is clear that if the parties had a dispute arising under the Payment Agreement, the dispute would be subject to arbitration, and the prevailing party in that arbitration would be entitled to recovery of reasonable costs, expenses, and attorney's fees. However, the present action is not an arbitration proceeding under the Payment Agreement. It is a proceeding to pursue a remedy created under the Critical Vendor Orders and the Confirmation Order under which the Plaintiff as Plan Trustee has a right to recover payments made to critical vendors who do not abide by the terms of their agreements. A copy of the Court's Feb. 24 Memorandum Opinion and Order is available at http://is.gd/V4ufICfrom Leagle.com. About Cargo Transportation Sunrise, Florida-based Cargo Transportation Services, Inc., provides transportation services to clients nationwide, including customized consolidation, distribution, logistics and warehousing services. It has 140 employees and averages $100,000,000 in gross revenue per year. Cargo Transportation filed for Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case No. 11-00432) on Jan. 12, 2011. Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA, serves as the Debtor's bankruptcy counsel. Jennis & Bowen, P.L., serves as substitute counsel. 1 Source Partners Inc. and Accell Audit & Compliance P.A., serve as the Debtor's certified public accountants. Donald F. Walton, U.S. Trustee for Region 21, appointed an Official Committee of the Official Committee of Unsecured Creditors in the Debtor's case. Hunton & Williams LLP represents the Committee in the Chapter 11 proceedings. DLA Piper is general counsel for the Committee. The Debtor disclosed $11,728,760 in assets, and $11,869,375 in liabilities as of the Chapter 11 filing. The Bankruptcy Court confirmed on Oct. 19, 2011, CTS's Second Amended Plan of Reorganization dated Oct. 12, 2011. Terms of the plan were reported in the Troubled Company Reporter, including in its Oct. 27, 2011 edition. Larry Hyman has been appointed the Plan Trustee. He is represented by David S. Jennis, Esq., and Kathleen L. DiSanto, Esq., at Jennis & Bowen, P.L. CELL THERAPEUTICS: Annual Shareholders' Meeting Set on May 22 ------------------------------------------------------------- The 2014 annual meeting of shareholders of Cell Therapeutics, Inc., has been scheduled for May 22, 2014. The record date for the Annual Meeting has been set as the close of business on March 17, 2014. Because the date of the Annual Meeting has been changed by more than 30 days from the anniversary of the Company's 2013 annual meeting of shareholders, the deadline for the submission of proposals by shareholders for inclusion in the Company's proxy materials relating to the Annual Meeting in accordance with Rule 14a-8 under the Securities Exchange Act of 1934, as amended, will be the close of business on Feb. 24, 2014, which the Company believes is a reasonable time before it expects to begin to print and send its proxy materials. To be eligible for inclusion in the Company's proxy materials, shareholder proposals must comply with the requirements of Rule 14a-8 and with the Company's second amended and restated bylaws. Such proposals should be delivered to: Cell Therapeutics, Inc., 3101 Western Avenue, Suite 600, Seattle, Washington 98121, Attention: Secretary. The deadline of Feb. 24, 2014, applies only to shareholder proposals that are eligible for inclusion in the Annual Meeting in accordance with Rule 14a-8. The Company will be filing a proxy statement and other documents regarding the Annual Meeting with the Securities and Exchange Commission. About Cell Therapeutics Headquartered in Seattle, Washington, Cell Therapeutics, Inc. (NASDAQ and MTA: CTIC) -- http://www.CellTherapeutics.com/-- is a biopharmaceutical company committed to developing an integrated portfolio of oncology products aimed at making cancer more treatable. The Company's balance sheet at Sept. 30, 2013, showed $47.23 million in total assets, $33.39 million in total liabilities, $13.46 million in common stock purchase warrants, and $387,000 in total shareholders' equity. Going Concern The Company's independent registered public accounting firm included an explanatory paragraph in its reports on the Company's consolidated financial statements for each of the years ended Dec. 31, 2007, through Dec. 31, 2011, regarding their substantial doubt as to the Company's ability to continue as a going concern. Although the Company's independent registered public accounting firm removed this going concern explanatory paragraph in its report on the Company's Dec. 31, 2012, consolidated financial statements, the Company expects to continue to need to raise additional financing to fund its operations and satisfy obligations as they become due. "The inclusion of a going concern explanatory paragraph in future years may negatively impact the trading price of our common stock and make it more difficult, time consuming or expensive to obtain necessary financing, and we cannot guarantee that we will not receive such an explanatory paragraph in the future," the Company said in its quarterly report for the period ended Sept. 30, 2013. The Company added that it may not be able to maintain its listings on The NASDAQ Capital Market and the Mercato Telematico Azionario stock market in Italy, or the MTA, or trading on these exchanges may otherwise be halted or suspended, which may make it more difficult for investors to sell shares of the Company's common stock. Bankruptcy Warning "We have acquired or licensed intellectual property from third parties, including patent applications relating to intellectual property for pacritinib, PIXUVRI, tosedostat, and brostallicin. We have also licensed the intellectual property for our drug delivery technology relating to Opaxio which uses polymers that are linked to drugs, known as polymer-drug conjugates. Some of our product development programs depend on our ability to maintain rights under these licenses. Each licensor has the power to terminate its agreement with us if we fail to meet our obligations under these licenses. We may not be able to meet our obligations under these licenses. If we default under any license agreement, we may lose our right to market and sell any products based on the licensed technology and may be forced to cease operations, liquidate our assets and possibly seek bankruptcy protection. Bankruptcy may result in the termination of agreements pursuant to which we license certain intellectual property rights," the Company said in its Form 10-Q for the period ended Sept. 30, 2013. CELL THERAPEUTICS: FMR LLC Stake at 5.4% as of Feb. 13 ------------------------------------------------------ FMR LLC and Edward C. Johnson 3d disclosed in a regulatory filing with the U.S. Securities and Exchange Commission on Feb. 13, 2014, that they beneficially owned 7,134,427 shares of common stock of Cell Therapeutics, Inc., representing 5.458 percent of the shares outstanding. FMR LLC previously reported beneficial ownership of 8,036,957 shares as of Feb. 13, 2013. A copy of the amended Schedule 13G is available for free at http://is.gd/ZKszUp About Cell Therapeutics Headquartered in Seattle, Washington, Cell Therapeutics, Inc. (NASDAQ and MTA: CTIC) -- http://www.CellTherapeutics.com/-- is a biopharmaceutical company committed to developing an integrated portfolio of oncology products aimed at making cancer more treatable. The Company's balance sheet at Sept. 30, 2013, showed $47.23 million in total assets, $33.39 million in total liabilities, $13.46 million in common stock purchase warrants, and $387,000 in total shareholders' equity. Going Concern The Company's independent registered public accounting firm included an explanatory paragraph in its reports on the Company's consolidated financial statements for each of the years ended Dec. 31, 2007, through Dec. 31, 2011, regarding their substantial doubt as to the Company's ability to continue as a going concern. Although the Company's independent registered public accounting firm removed this going concern explanatory paragraph in its report on the Company's Dec. 31, 2012, consolidated financial statements, the Company expects to continue to need to raise additional financing to fund its operations and satisfy obligations as they become due. "The inclusion of a going concern explanatory paragraph in future years may negatively impact the trading price of our common stock and make it more difficult, time consuming or expensive to obtain necessary financing, and we cannot guarantee that we will not receive such an explanatory paragraph in the future," the Company said in its quarterly report for the period ended Sept. 30, 2013. The Company added that it may not be able to maintain its listings on The NASDAQ Capital Market and the Mercato Telematico Azionario stock market in Italy, or the MTA, or trading on these exchanges may otherwise be halted or suspended, which may make it more difficult for investors to sell shares of the Company's common stock. Bankruptcy Warning "We have acquired or licensed intellectual property from third parties, including patent applications relating to intellectual property for pacritinib, PIXUVRI, tosedostat, and brostallicin. We have also licensed the intellectual property for our drug delivery technology relating to Opaxio which uses polymers that are linked to drugs, known as polymer-drug conjugates. Some of our product development programs depend on our ability to maintain rights under these licenses. Each licensor has the power to terminate its agreement with us if we fail to meet our obligations under these licenses. We may not be able to meet our obligations under these licenses. If we default under any license agreement, we may lose our right to market and sell any products based on the licensed technology and may be forced to cease operations, liquidate our assets and possibly seek bankruptcy protection. Bankruptcy may result in the termination of agreements pursuant to which we license certain intellectual property rights," the Company said in its Form 10-Q for the period ended Sept. 30, 2013. CHARLOTTE RUSSE: S&P Raises CCR to 'B'; Outlook Stable ------------------------------------------------------ Standard & Poor's Ratings Services raised its corporate credit rating on specialty apparel retailer Charlotte Russe Inc. to 'B' from 'B-'. The outlook is stable. At the same time, S&P assigned a 'B' issue-level rating on the company's $50 million incremental term loan, with a recovery rating of '4', indicating S&P's expectation of average recovery (30%-50%) in the case of payment default. S&P also raised the issue-level rating on the existing term loan to 'B' and maintained its '4' recovery rating. According to the company, it will use the proceeds from the $50 million incremental term loan and cash on hand to fund a dividend to its sponsor. "The upgrade reflects our reassessment of the business risk profile to "weak" from "vulnerable" because of strong performance over the past year that was ahead of our expectations," said credit analyst David Kuntz. "The company demonstrated robust revenue and EBITDA gains in a difficult specialty apparel retail environment that was characterized by weak traffic trends and elevated promotional activity. It also incorporates our opinion that the company will continue to perform well over the next year because of good execution and on-trend merchandise." The stable outlook reflects S&P's view that the company will accrue further gains from many of the operational enhancements and merchandise initiatives it has enacted over the past few years. S&P believes its value price points will resonate well with its consumers given the weak economic recovery. S&P expects moderate revenue growth because of same-store sales increases, new stores, and e-commerce gains. S&P believes margins will benefit from enhanced reduced markdowns, good cost controls, and positive operating leverage. Despite this positive momentum, S&P forecasts credit protection measures will remain weak and commensurate with a "highly leveraged" financial risk profile as S&P believes that future debt-financed dividends are likely. Upside scenario S&P could raise the rating if the company is able to strengthen operations meaningfully ahead of its forecast with same-store sales in the upper-single digits and margins expanding by about 200 basis points (bps) above S&P's projections over the next year. At that time, leverage (including S&P's preferred equity adjustment) would be in the low-4.0x area and interest coverage would be around 4.5x. An upgrade would also be predicated on S&P's view that financial policies have moderated and credit protection measures would be sustainable at those levels. Downside scenario S&P could lower the rating if merchandise missteps resurface or a significant slowdown in consumer spending negatively affects performance. As a result, the company would have to increase its promotional activity to drive sales. Under this scenario, same- store sales would be flat and margins would erode by more than 150 bps, leading to leverage around 6x. Additionally, any future debt- financed dividends that increases leverage to this level could also negatively affect the rating. CHESAPEAKE OILFIELD: S&P Puts 'BB-' CCR on CreditWatch Developing ----------------------------------------------------------------- Standard & Poor's Ratings Services said it placed its ratings on Chesapeake Oilfield Operating LLC, including its 'BB-' corporate credit rating and 'BB-' issue-level rating on the company's unsecured debt, on CreditWatch with developing implications. The CreditWatch action follows Chesapeake Energy's announcement that it is pursuing strategic alternatives for its wholly owned subsidiary Chesapeake Oilfield, including a spin-off to shareholders or an outright sale. In S&P's view, a potential transaction could have positive or negative implications for Chesapeake Oilfield's rating, depending on the ultimate ownership of the company, the structure of the transaction, and changes in the business relationship between Chesapeake Energy and Chesapeake Oilfield, among other factors. However, given Chesapeake Oilfield's current high degree of dependence on business with Chesapeake Energy, and the potential need for Chesapeake Oilfield to recontract much of its equipment to third-party customers following a separation from Chesapeake Energy, S&P feels a downgrade is more likely than an upgrade. An upgrade would most likely occur if Chesapeake Oilfield were sold to a higher-rated entity. "We intend to resolve the CreditWatch listing upon the announcement of Chesapeake Energy's specific strategic plan for Chesapeake Oilfield, which we expect later this year," said Standard & Poor's credit analyst Carin Dehne-Kiley. "In our view, a potential transaction could have positive or negative implications for Chesapeake Oilfield's rating, depending on the ultimate ownership of the company, the structure of the transaction, and changes in the business relationship between Chesapeake Energy and Chesapeake Oilfield, among other factors." CHINA PRECISION: Delays Form 10-Q for Dec. 31 Quarter ----------------------------------------------------- China Precision Steel, Inc., was not, without unreasonable effort or expense, able to file its quarterly report on Form 10-Q for the quarter ended Dec. 31, 2013, by Feb. 14, 2014. The Company anticipates that it will file its Form 10-Q within the "grace" period provided by Securities Exchange Act Rule 12b-25. About China Precision China Precision Steel Inc. is a niche precision steel processing company principally engaged in the production and sale of high precision cold-rolled steel products and provides value added services such as heat treatment and cutting medium and high carbon hot-rolled steel strips. China Precision Steel's high precision, ultra-thin, high strength (7.5 mm to 0.05 mm) cold- rolled steel products are mainly used in the production of automotive components, food packaging materials, saw blades and textile needles. The Company primarily sells to manufacturers in the People's Republic of China as well as overseas markets such as Nigeria, Thailand, Indonesia and the Philippines. China Precision Steel was incorporated in 2002 and is headquartered in Sheung Wan, Hong Kong. China Precision reported a net loss of $68.93 million on $36.52 million of sales revenues for the year ended June 30, 2013, as compared with a net loss of $16.94 million on $142.97 million of sales revenues during the prior fiscal year. Moore Stephens, Certified Public Accountants, in Hong Kong, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2013. The independent auditors noted that the Company has suffered a very significant loss in the year ended June 30, 2013, and defaulted on interest and principal repayments of bank borrowings that raise substantial doubt about its ability to continue as a going concern. The Company's balance sheet at Sept. 30, 2013, showed $115.45 million in total assets, $71.97 million in total liabilities, all current, and $43.47 million in total stockholders' equity. CLOUD PEAK: S&P Assigns 'BB-' Rating to $200MM Sr. Unsecured Notes ------------------------------------------------------------------ Standard & Poor's Ratings Services said it affirmed its 'BB-' corporate credit and unsecured issue-level ratings on Gillette, Wyo.-based Cloud Peak Energy. The outlook is stable. At the same time, S&P assigned its 'BB-' senior unsecured issue- level rating to the company's proposed offering, with a recovery rating of '3'. The '3' recovery rating indicates S&P's expectation of meaningful (50%-70%) recovery in the event of a payment default. "The stable rating outlook reflects our view that Cloud Peak will successfully complete the proposed transaction and that the company's strong liquidity profile and competitive cost position will enable it to maintain credit measures, despite lower planned production and operating results," said Standard & Poor's credit analyst Marie Shmaruk. S&P would lower the rating if persistent market weakness, coupled with a meaningful acquisition or higher capital or federal coal lease spending, resulted in credit measures that S&P would consider inconsistent with the rating. S&P would also consider a downgrade if FFO to total debt fell to less than 20%, and if S&P believed that Cloud Peak would not be able to restore these ratios to more appropriate levels within a reasonable time. S&P considers an upgrade at this time unlikely given lower planned production and weak thermal coal market conditions. An upgrade could occur if market conditions improved significantly and resulted in a sustainable improvement in credit measures. S&P could also consider an upgrade if the company expanded its reserve base while consistently maintaining debt to EBITDA of less than 3x and FFO to total debt of above 20%. COLOR STAR: SSG Capital Served as Investment Banker in Asset Sale ----------------------------------------------------------------- SSG Capital Advisors, LLC, an independent special situations investment bank, on Feb. 26 disclosed that it served as investment banker to Color Star Growers of Colorado, Inc. in the sale of substantially all of its assets to Altman Plants, Raindrop Partners and Black Diamond Capital Management, L.L.C., which owns Color Spot Nurseries. The sale was completed in January 2014. SSG advised Color Star on the exploration of various strategic alternatives, including a sale of substantially all of its assets. SSG conducted a comprehensive marketing process which resulted in a wide range of potential buyers, including multiple strategic and financial parties. SSG's knowledge of the industry, extensive dialogue and negotiations with parties interested in different parts of the Company's assets and experience in running efficient and timely Chapter 11 sales processes enabled the Company to maximize the value of the assets. SSG has extensive transaction experience in the flower and nursery stock grower and wholesaling industries. SSG recently served as investment banker to Stacy's, Inc. in the sale of substantially all of its assets to an affiliate of Metrolina Greenhouses, Inc. and advised the Chapter 11 Trustee of Jackson & Perkins Acquisition, Inc., Geo. W. Park Seed Co, Inc. and their subsidiaries, in the sale of substantially all of their assets to an affiliate of Blackstreet Capital. About SSG Capital Advisors SSG Capital Advisors -- http://www.ssgca.com-- is an independent boutique investment bank that assists middle-market companies and their stakeholders in completing special situation transactions. SSG provides its clients with comprehensive advisory services in the areas of mergers and acquisitions, private placements, financial advisory, financial restructurings and valuations. About Color Star Color Star, a grower and wholesaler of flowers and nursery stock with greenhouses and distribution centers in Colorado, Missouri and Texas, filed for Chapter 11 bankruptcy protection in December 2013. Color Star Growers of Colorado, Inc., and two affiliates filed Chapter 11 bankruptcy petitions (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. Marcus A. Helt, Esq., and Evan R. Baker, Esq., at Gardere Wynne Sewell LLP, serve as the Debtors' counsel. SSG Advisors, LLC provides investment banking services, and UpShot Services LLC serves as claims, noticing and balloting agent. The Official Committee of Unsecured Creditors appointed in the Debtors' cases retained Gavin/Solmonese, LLC as financial advisors; and Raymond J. Urbanik, Esq., Deborah M. Perry, Esq., Thomas Berghman, Esq., and Isaac J. Brown, Esq., at Munsch Hardt Kopf & Harr, PC as attorneys. COMMUNITY SHORES: Daniel Wiersma Stake at 5.3% as of Dec. 31 ------------------------------------------------------------ In an amended Schedule 13G filed with the U.S. Securities and Exchnge Commission, Daniel M. Wiersma disclosed that as of Dec. 31, 2013, he beneficially owned 77,750 shares of common stock of Community Shores Bank Corporation representing 5.3 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/1TIrZj About Community Shores Muskegon, Mich.-based Community Shores Bank Corporation, organized in 1998, is a Michigan corporation and a bank holding company. The Company owns all of the common stock of Community Shores Bank. The Bank was organized and commenced operations in January 1999 as a Michigan chartered bank with depository accounts insured by the FDIC to the extent permitted by law. The Bank provides a full range of commercial and consumer banking services primarily in the communities of Muskegon County and Northern Ottawa County. The Company's balance sheet at Sept. 30, 2013, showed $182.96 million in total assets, $179.19 million in total liabilities and $3.77 million in total shareholders' equity. Community Shores reported net income of $267,838 in 2012 as compared with a net loss of $2.46 million in 2011. Crowe Horwath LLP, in Grand Rapids, Michigan, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company has incurred significant recurring operating losses and is in default of its notes payable collateralized by the stock of its wholly-owned bank subsidiary. In addition, the Company has a deficit in shareholders' equity. The subsidiary bank is undercapitalized and is not in compliance with revised minimum regulatory capital requirements under a formal regulatory agreement which has imposed limitations on certain operations. These events raise substantial doubt about the Company's ability to continue as a going concern." CREST DARTMOUTH: Fitch Raises Class D Notes Rating to 'BBsf' ------------------------------------------------------------ Fitch Ratings has upgraded one class issued by Crest Dartmouth Street 2003-1, Ltd./Corp. (Crest Dartmouth Street 2003-1). Key Rating Drivers: The upgrade reflects significant delevering of the capital structure. Since the last rating action in April 2013, the transaction has received $14.6 million in paydowns, which has resulted in the full repayment of the class C notes and $5.8 million in paydowns to the class D notes. Currently, 37.8% of the portfolio has a Fitch derived rating in the 'CCC' category and below with the remaining balance of the collateral investment grade, compared to 32% in the 'CCC' category and below, at the last rating action. This transaction was analyzed under the framework described in the report 'Global Rating Criteria for Structured Finance CDOs' using the Portfolio Credit Model (PCM) for projecting future default levels for the underlying portfolio. Fitch also analyzed the structure's sensitivity to the assets that are distressed, experiencing interest shortfalls, and those with near-term maturities. Additionally, an asset by asset analysis was then performed for the remaining assets to determine the collateral coverage for the remaining liabilities. The upgrade was limited to 'BBsf' due to the increased risk for interest shortfall on the notes as a result of increased concentration and adverse selection. Rating Sensitivity The Stable Outlook reflects Fitch's view that the notes will continue to delever. Crest Dartmouth Street 2003-1 is a cash flow commercial real estate collateralized debt obligation (CRE CDO) which closed on April 10, 2003. The collateral is composed of five commercial mortgage backed securities (CMBS) from five obligors. Fitch has upgraded the following class as indicated: -- $7,151,549 class D notes to 'BBsf' from 'CCCsf'; assigned Outlook Stable. DECATUR EMERGENCY: Voluntary Chapter 11 Case Summary ---------------------------------------------------- Debtor: Decatur Emergency Medical Service Inc. P.O. Box 18982 Huntsville, AL 35804 Case No.: 14-80531 Chapter 11 Petition Date: February 25, 2014 Court: United States Bankruptcy Court Northern District of Alabama (Decatur) Judge: Hon. Jack Caddell Debtor's Counsel: Angela Stewart Ary, Esq. HEARD ARY, LLC 307 Clinton Avenue West, Suite 310 Huntsville, AL 35801 Tel: 256-535-0817 Fax: 256-535-0818 Email: aary@heardlaw.com - and - Kevin D. Heard, Esq. HEARD ARY, LLC 307 Clinton Ave. W. Ste 310 Huntsville, AL 35801 Tel: (256) 535-0817 Fax: (256) 535-0818 Email: kheard@heardlaw.com Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Roger Stanmore, president/owner. The Debtor did not file a list of its largest unsecured creditors when it filed the petition. DETROIT COMMUNITY: S&P Lowers Rating on 2005 Revenue Bonds to 'B' ----------------------------------------------------------------- Standard & Poor's Ratings Services lowered its long-term rating to 'B' from 'B+' on Detroit Community Schools (DCS), Mich.'s series 2005 public school academy revenue bonds and placed the rating on CreditWatch with negative implications. "The rating action reflects our view of DCS' continued trend of enrollment declines, relatively poor academic performance, and weak fiscal management," said Standard & Poor's credit analyst Chris Littlewood. "The CreditWatch action reflects our opinion of the increased credit risk posed by the possibility of a charter nonrenewal in June 2014," Mr. Littlewood added. DIOCESE OF STOCKTON: MORs Due Every 28th Day the Next Month ----------------------------------------------------------- U.S. Bankruptcy Judge Christopher Klein has imposed a new deadline for the Roman Catholic Bishop of Stockton to file monthly operating reports. In a decision handed down Feb. 13, the bankruptcy judge authorized the diocese to file its monthly operating reports every 28th day of the month following the month of the reported period. Judge Klein approved the diocese's request despite opposition from a Justice Department official charged with regulating bankruptcy cases. Tracy Hope Davis, U.S. trustee for Region 17, argued there is no need to set a new deadline since the diocese is capable of preparing the reports within the time required by Local Rule 2015-1(c). Local Rule 2015-1(c) requires a debtor to file its monthly operating reports not later than the fourteenth day of the month following the month of the reported period. The Roman Catholic Bishop of Stockton had sought a two-week extension to file its monthly operating report. In a motion filed with the U.S. Bankruptcy Court for the Eastern District of California, the diocese proposed to move the deadline to Feb. 28 from Feb. 14, which is the deadline contained in Local Rule 2015-1(c) for filing its monthly operating report. "The debtor does not believe that it will be able to obtain copies of the numerous bank statements from the many financial institutions at which it holds bank accounts in sufficient time to be able to accurately complete the monthly operating reports," said its lawyer, Paul Pascuzzi, Esq., at Felderstein Fitzgerald Willoughby & Pascuzzi LLP, in Sacramento, California. The U.S. Trustee is represented by: Allen C. Massey, Esq. Antonia G. Darling, Esq. United States Department of Justice Office of the United States Trustee 501 "I" Street, Suite 7-500 Sacramento, CA 95814 Tel: (916) 930-2100 Fax: (916) 930-2099 Email: al.c.massey@usdoj.gov About Diocese of Stockton The Diocese of Stockton, California was established on Feb. 21, 1962, by Pope John XXIII from the territory formerly located in the Archdiocese of San Francisco and the Diocese of Sacramento. The Diocese, comprising the six counties of San Joaquin, Stanislaus, Calaveras, Tuolumne, Alpine, and Mono, currently serves approximately 250,000 Catholics in 35 parishes. As a religious organization, The Roman Catholic Bishop of Stockton ("RCB") has no significant ongoing for-profit business activities. Revenue for the RCB principally comes from the annual ministry appeal, fees for services provided to non-RCB entities, donations, grants, and RCB ministry revenue. When the Diocese was created, most, if not all, of the property of the Parishes (excluding the pre- and/or elementary (K-8) schools) was held in the name of the RCB. The RCB also held the property for the cemeteries in the Diocese as well as some of the real property to be used for future parishes. Several Roman Catholic dioceses in the U.S. have filed for bankruptcy to settle claims from current and former parishioners who say they were sexually molested by priests. In Stockton's case, the RCB filed a Chapter 11 bankruptcy petition (Bankr. E.D. Cal. Case No. 14-20371) in Sacramento on Jan. 15, 2014. Judge Christopher M. Klein oversees the case. Attorneys at Felderstein Fitzgerald Willoughby & Pascuzzi LLP serve as counsel to the Debtor. The Debtor estimated assets of $1 million to $10 million and debt of $10 million to $50 million. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) DIOCESE OF STOCKTON: UST Balks at Bid to Hire Heenan Comms ---------------------------------------------------------- Tracy Hope Davis, U.S. Trustee for Region 17, said the proposed hiring of Heenan Communications shouldn't be approved unless the committee representing unsecured creditors of the Roman Catholic Bishop of Stockton "has had sufficient time to make its opinion known." Ms. David called the diocese's request "somewhat unusual," pointing out that the unsecured creditors' committee was only appointed on Feb. 11, a day before the deadline for filing objections to the proposed hiring. "It would be appropriate to allow the committee of unsecured creditors time to opine on the employment requested," the U.S. trustee said in a court filing. The Stockton diocese tapped the firm to serve as its public relations consultant. About Diocese of Stockton The Diocese of Stockton, California was established on Feb. 21, 1962, by Pope John XXIII from the territory formerly located in the Archdiocese of San Francisco and the Diocese of Sacramento. The Diocese, comprising the six counties of San Joaquin, Stanislaus, Calaveras, Tuolumne, Alpine, and Mono, currently serves approximately 250,000 Catholics in 35 parishes. As a religious organization, The Roman Catholic Bishop of Stockton ("RCB") has no significant ongoing for-profit business activities. Revenue for the RCB principally comes from the annual ministry appeal, fees for services provided to non-RCB entities, donations, grants, and RCB ministry revenue. When the Diocese was created, most, if not all, of the property of the Parishes (excluding the pre- and/or elementary (K-8) schools) was held in the name of the RCB. The RCB also held the property for the cemeteries in the Diocese as well as some of the real property to be used for future parishes. Several Roman Catholic dioceses in the U.S. have filed for bankruptcy to settle claims from current and former parishioners who say they were sexually molested by priests. In Stockton's case, the RCB filed a Chapter 11 bankruptcy petition (Bankr. E.D. Cal. Case No. 14-20371) in Sacramento on Jan. 15, 2014. Judge Christopher M. Klein oversees the case. Attorneys at Felderstein Fitzgerald Willoughby & Pascuzzi LLP serve as counsel to the Debtor. The Debtor estimated assets of $1 million to $10 million and debt of $10 million to $50 million. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) DIOCESE OF STOCKTON: UST Balks at Bid to Hire Rev. Pranaitis ------------------------------------------------------------ A Justice Department official charged with regulating bankruptcy cases is blocking efforts by the Roman Catholic Bishop of Stockton to win court approval to hire Rev. Mark Pranaitis as its consultant. Tracy Hope Davis, U.S. trustee for Region 17, said the diocese's official committee of unsecured creditors should be given enough time to make its opinion on the proposed hiring of Mr. Pranaitis known. The U.S. trustee called the diocese's request "somewhat unusual" in a bankruptcy case. She pointed out that the unsecured creditors' committee was only appointed on Feb. 11, a day before the deadline for filing objections to the proposed hiring. The Stockton diocese tapped Mr. Pranaitis to serve as consultant for a project called "As One Project," which involves the reorganization of programs, services and staffing for the diocese. About Diocese of Stockton The Diocese of Stockton, California was established on Feb. 21, 1962, by Pope John XXIII from the territory formerly located in the Archdiocese of San Francisco and the Diocese of Sacramento. The Diocese, comprising the six counties of San Joaquin, Stanislaus, Calaveras, Tuolumne, Alpine, and Mono, currently serves approximately 250,000 Catholics in 35 parishes. As a religious organization, The Roman Catholic Bishop of Stockton ("RCB") has no significant ongoing for-profit business activities. Revenue for the RCB principally comes from the annual ministry appeal, fees for services provided to non-RCB entities, donations, grants, and RCB ministry revenue. When the Diocese was created, most, if not all, of the property of the Parishes (excluding the pre- and/or elementary (K-8) schools) was held in the name of the RCB. The RCB also held the property for the cemeteries in the Diocese as well as some of the real property to be used for future parishes. Several Roman Catholic dioceses in the U.S. have filed for bankruptcy to settle claims from current and former parishioners who say they were sexually molested by priests. In Stockton's case, the RCB filed a Chapter 11 bankruptcy petition (Bankr. E.D. Cal. Case No. 14-20371) in Sacramento on Jan. 15, 2014. Judge Christopher M. Klein oversees the case. Attorneys at Felderstein Fitzgerald Willoughby & Pascuzzi LLP serve as counsel to the Debtor. The Debtor estimated assets of $1 million to $10 million and debt of $10 million to $50 million. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) DOTS LLC: Court Okays Gordon Brothers to Conduct GOB Sales ---------------------------------------------------------- Judge Donald H. Steckroth on Feb. 27, 2014, issued an order approving Dots LLC's entry into an agency agreement with Gordon Brothers Retail Partners, LLC, and sell certain merchandise through store closing sales, and abandon unsold property. Gordon Brothers will act as the Debtors' exclusive agent to conduct "going out of business", "store closing", "sale on everything", "everything must go", or similarly themed sale or other disposition of all of Debtors' Merchandise from the Debtors' Closing Stores and Distribution Center, as identified in the parties' Agency Agreement, with each such sale to be free and clear of any and all liens, claims and encumbrances of any kind or nature. The Court held a hearing Feb. 18, 2014, whereupon it entered an order approving auction procedures. The Debtors conducted an auction on Feb. 26, 2014, among Qualified Bidders, and a sale hearing was held Feb. 27. A copy of the Court's Order, together with an execution copy of the parties' Agency Agreement, is available at no extra charge at: http://bankrupt.com/misc/DOTSsaleorder.pdf The execution copy of the Agency Agreement entered into as of Feb. 26, 2014, by and between DOTS, LLC, as Merchant; and GORDON BROTHERS RETAIL PARTNERS, LLC, as Agent, provides that: (a) Agent guarantees that Merchant will receive 48.5% -- Guaranty Percentage -- of the aggregate Retail Price of Merchandise. The Guaranteed Amount will be calculated based upon the product of (x) the Guaranty Percentage multiplied by (y) the aggregate Retail Price of the Merchandise (in the case of (y), as determined by (A) the Final Inventory Report at the conclusion of the Inventory Taking by the Inventory Taking Service after verification and reconciliation thereof by Agent and Merchant, in consultation with Salus Capital Partners, LLC, DOT's lender, (B) the aggregate amount of Gross Rings (as adjusted for shrinkage per this Agreement), (C) the aggregate Retail Price of In-Transit Merchandise included in the Sale; and (D) the aggregate Retail Price of Returned Merchandise not otherwise included in the Inventory Taking. (b) To the extent that Proceeds exceed the sum of: (x) the Guaranteed Amount, plus (y) Expenses of the Sale, plus (z) an amount equal to 2.0% of the aggregate Retail Price of the Merchandise (including In-Transit Merchandise) and Additional Agent Merchandise (calculated at a usual and customary Retail Price) included in the Sale (the sum of (x), (y) and (z) as the "Sharing Threshold"), then all remaining Proceeds of the Sale above the Sharing Threshold shall be shared 50% to Merchant (Merchant's share of Proceeds beyond the Sharing Threshold is the "Sharing Amount") and 50% to Agent. (c) The Guaranteed Percentage has been fixed based upon the Aggregate Retail Price of the Merchandise included in the Sale (inclusive of In-Transit Merchandise) being not less than $65,000,000 (the "Merchandise Threshold") and not greater than $75,000,000 (inclusive of In-Transit Merchandise, the "Merchandise Ceiling"); provided that, solely for purposes of determining whether the aggregate Retail Price of the Merchandise included in the Sale is either (i) less than the Merchandise Threshold, or (ii) greater than the Merchandise Ceiling, as applicable, no adjustment shall be made to the applicable Base Retail Price (other than with respect to adjustments made to reflect the Per Store Lowest Price) to account for the effect of (x) Recognized POS Price and/or (y) Prevailing Discount Adjustment. To the extent that the aggregate Retail Price of the Merchandise included in the Sale is less than or greater than the Merchandise Threshold or Merchandise Ceiling, as applicable, the Guaranteed Percentage shall be adjusted in accordance with Exhibit 3.1(d) attached to the Agreement. After payment in full of the Guaranteed Amount, the Additional Agent Merchandise Fee, the Sharing Amount (if any), all Expenses, the proceeds realized upon a sale of Owned FF&E (less the Agent FF&E Commission) or the FF&E Guaranty Amount, as applicable, and such other amounts due to Merchant, Agent shall be entitled to retain any remaining Proceeds (inclusive of the Agent's Fee). Michelle Park Lazette, writing for Crain's Cleveland Business, reported that Gordon will conduct going-out-of-business sales at all of the roughly 350 Dots stores. Crain's noted that attorneys for Dots filed notice of selection of the winning bidder shortly after 10 p.m. on Feb. 26. The sale hearing was scheduled for 1 p.m. Thursday, Feb. 27. According to the Crain's report, Mr. Rosen said that though there was "a lot of competitive bidding" at the auction and company executives and advisers preferred to sell Dots as a going concern, they didn't receive "reasonable proposals to do so." "Of course, we would have preferred that someone would buy the chain and continue it under the Dots name, but there weren't any satisfactory proposals," Rosen said early Thursday morning by telephone, according to Crain's. "We always would prefer to sell the chain." The competitive bidding did result in the purchase price of the assets rising by "a few million dollars," Mr. Rosen told Crain's. Crain's also reported that Mr. Rosen said another retailer is buying 100 of Dots' leases -- though it has yet to be approved by a judge -- and will reopen the stores under its name. He would not identify the retailer and said he didn't know which locations are included in that sale. "Our wish would be that they hire many of our employees to do so," he said. Crain's said that going forward, the aim is to find buyers for the other 250 leases and to find someone to buy the lease to the Glenwillow distribution center that Dots opened in 2009. DOTS LLC is represented by: Kenneth A. Rosen, Esq. John K. Sherwood, Esq. Andrew Behlmann, Esq. LOWENSTEIN SANDLER LLP 65 Livingston Avenue Roseland, NJ 07068 Tel: 973-597-2548 Email: krosen@lowenstein.com jsherwood@lowenstein.com abehlmann@lowenstein.com Gordon is represented by: Steven E. Fox, Esq. RIEMER & BRAUNSTEIN LLP Times Square Tower Seven Times Square, Suite 2506 New York, NY 10036 Tel: 212-789-3150 E-mail: sfox@riemerlaw.com About DOTS LLC Dots is a retailer of fashionable clothing, accessories, and footwear for price-conscious women. Dots provides missy and plus size choices to fashion savvy 25 to 35 year old women at approximately 400 retail stores throughout the Midwest, East, and South United States. Dots' workforce includes 3,500 individuals in their stores, distribution center, and corporate headquarters. Dots, LLC, and its affiliates sought bankruptcy protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No. 14-11016) on Jan. 20, 2014, to sell some or all of their assets. Lowenstein Sandler LLP serves as counsel to the Debtors. PricewaterhouseCoopers LLP is financial advisor and investment banker. Donlin, Recano & Company, Inc., is the claims and notice agent. As of the Petition Date, the Debtors have outstanding secured debt owed to senior lender Salus Capital Partners, LLC, of which $14.5 million remains outstanding under a revolving facility and $16.1 million is owed under a term facility. The Debtors also have not less than $17 million outstanding under subordinated term loan agreements with Irving Place Capital Partners III L.P. ("IPC") and related entities. Moreover, the Debtors have aggregate unsecured debts of $47.0 million. Salus, the prepetition senior lender and the DIP lender, is represented by Morgan, Lewis & Bockius, LLP. The prepetition subordinated lenders are represented by Okin Hollander & DeLuca, LLP. The Company has arranged to borrow $36 million to keep operating as it reorganizes under court protection. The U.S. Trustee for Region 3 has appointed five creditors to serve in the Official Committee of Unsecured Creditors. The Committee is represented by Scott L. Hazan, Esq., and David M. Posner, Esq., at Otterbourg. DOWNSTREAM DEVELOPMENT: S&P Revises Outlook & Affirms 'B' ICR ------------------------------------------------------------- Standard & Poor's Ratings Services said it revised its rating outlook on Quapaw, Okla.-based casino operator Downstream Development Authority to stable from negative. S&P also affirmed its 'B' issuer credit rating and 'B' issue-level rating on Downstream's 10.5% senior secured notes due 2019. "The outlook revision to stable reflects our expectation for operating metrics to stabilize and improve modestly over the intermediate term," said Standard & Poor's credit analyst Carissa Schreck. Specifically, S&P expects EBITDA coverage of fixed charges (defined as interest expense, amortization, and its assumption for maintenance capital expenditures, and tribal distributions) to be in the low-1x area and for debt to EBITDA to be in the low-5x area through 2015. Under the terms of the amendment, amortization payments are meaningfully reduced, and existing financial covenants, with the exception of a minimum EBITDA test, are removed, eliminating the risk of a fixed charge covenant violation. Under the new terms, S&P believes Downstream can sustain an adequate liquidity cushion in the form of cash balances, revolver availability, and anticipated free cash flow relative to fixed charges over the intermediate term. S&P's 'B' issuer credit rating on Downstream Development Authority reflects its view of the company's business risk profile as "weak" and its financial risk profile as "highly leveraged," according to S&P's criteria. S&P's assessment of Downstream's financial risk profile as "highly leveraged" reflects its expectation for total leverage to remain greater than 5x, and for funds from operations (FFO) to total debt to remain less than 12% through 2015. Furthermore, S&P's financial risk profile assessment reflects its expectation for EBITDA coverage of fixed charges to remain in the low-1x area through fiscal 2015. The stable rating outlook reflects S&P's expectation for credit metrics to stabilize and improve modestly over the intermediate term. Specifically, S&P expects leverage to be in the low-5x area and FFO to total debt to be below 12% through fiscal 2015. S&P could lower the ratings if Downstream's efforts to better align its cost structure do not result in improving operating performance over the next few quarters and if S&P believes fixed- charge coverage will be less than 1x, leading to a reduction in excess cash balances. S&P would also likely lower the ratings if a decline in EBITDA results in a use of all excess cash balances. Given S&P's assessment of Downstream's business risk profile as weak, it could consider a higher rating if it believes that leverage would be sustained below 5x and FFO to total debt would be sustained above 12% over the long-run. DUNE ENERGY: Highbridge Stake at 5.2% as of Dec. 31 --------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Highbridge International LLC and Highbridge Capital Management, LLC, disclosed that as of Dec. 31, 2013, they beneficially owned 3,682,358 shares of common stock of Dune Energy, Inc., representing 5.2 percent of the shares outstanding. Highbridge previously reported beneficial ownership of 3,080,956 shares as of Dec. 31, 2012. A copy of the regulatory filing is available for free at http://is.gd/xs2usj About Dune Energy Dune Energy, Inc. (NYSE AMEX: DNE) -- http://www.duneenergy.com/ -- is an independent energy company based in Houston, Texas. Since May 2004, the Company has been engaged in the exploration, development, acquisition and exploitation of natural gas and crude oil properties, with interests along the Louisiana/Texas Gulf Coast. The Company's properties cover over 90,000 gross acres across 27 producing oil and natural gas fields. The Company's balance sheet at Sept. 30, 2013, showed $252.02 million in total assets, $117.49 million in total liabilities and $134.52 million in total stockholders' equity. Dune Energy incurred a net loss of $7.85 million in 2012 following a net loss of $60.41 million in 2011. For the nine months ended Sept. 30, 2013, the Company reported a net loss of $34.91 million. DUNE ENERGY: TPG Opportunities Stake at 13.6% as of Dec. 31 ----------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, TPG Opportunities Advisors, Inc., and its affiliates disclosed that as of Dec. 31, 2013, they beneficially owned 9,747,466 shares of common stock of Dune Energy, Inc., representing 13.6 percent of the shares outstanding. TPG Opportunities, et al., previously reported beneficial ownership of 7,970,018 shares at Dec. 31, 2012. A copy of the regulatory filing is available for free at http://is.gd/RuoWII About Dune Energy Dune Energy, Inc. (NYSE AMEX: DNE) -- http://www.duneenergy.com/ -- is an independent energy company based in Houston, Texas. Since May 2004, the Company has been engaged in the exploration, development, acquisition and exploitation of natural gas and crude oil properties, with interests along the Louisiana/Texas Gulf Coast. The Company's properties cover over 90,000 gross acres across 27 producing oil and natural gas fields. The Company's balance sheet at Sept. 30, 2013, showed $252.02 million in total assets, $117.49 million in total liabilities and $134.52 million in total stockholders' equity. Dune Energy incurred a net loss of $7.85 million in 2012 following a net loss of $60.41 million in 2011. For the nine months ended Sept. 30, 2013, the Company reported a net loss of $34.91 million. DUNE ENERGY: West Face Stake at 15.2% as of Dec. 31 --------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, West Face Capital Inc. and Gregory A. Boland disclosed that as of Dec. 31, 2013, they beneficially owned 10,896,823 shares of common stock of Dune Energy, Inc., representing 15.2 percent of the shares outstanding. West Face previously owned 5,929,241 at Dec. 31, 2011. A copy of the regulatory filing is available for free at http://is.gd/I7zgcv About Dune Energy Dune Energy, Inc. (NYSE AMEX: DNE) -- http://www.duneenergy.com/ -- is an independent energy company based in Houston, Texas. Since May 2004, the Company has been engaged in the exploration, development, acquisition and exploitation of natural gas and crude oil properties, with interests along the Louisiana/Texas Gulf Coast. The Company's properties cover over 90,000 gross acres across 27 producing oil and natural gas fields. The Company's balance sheet at Sept. 30, 2013, showed $252.02 million in total assets, $117.49 million in total liabilities and $134.52 million in total stockholders' equity. Dune Energy incurred a net loss of $7.85 million in 2012 following a net loss of $60.41 million in 2011. For the nine months ended Sept. 30, 2013, the Company reported a net loss of $34.91 million. EASTCOAL INC: Completes Disposal of Gramsico Shareholding --------------------------------------------------------- EastCoal Inc. on Feb. 26 disclosed that the Company and its wholly-owned, Cyprus incorporated subsidiary, Gramsico Holdings Ltd. completed the disposal of all of the Company's 0.1% shareholding and all of Gramsico's 99.9% shareholding in East Coal Company LLC ("ECC") for an aggregate cash consideration of US$499,000, and completed the disposal of all of the Company's 0.1% shareholding and all of Gramsico's 99.9% shareholding in Ukraine Energy LLC ("UE") for an aggregate cash consideration of US$1,000, in each case, pursuant to the terms of share purchase agreements with an Austrian based company, EFI Holding GmbH ("EFI"). ECC and UE are Ukrainian incorporated companies that were indirectly wholly-owned by the Company through Gramsico. ECC holds the assets relating to the Company's material project, the Verticalnaya mine. There is no profit attributable to the Verticalnaya mine. UE is an inactive shell company. The cash proceeds will be used to fund any further proposal to creditors under the Bankruptcy and Insolvency Act (Canada) (the "BIA") and negotiating any further transactions that may present themselves to the Company in order to potentially generate some additional value for creditors and shareholders. The share purchase agreements with EFI also provide for a royalty interest to be earned by the Company equal to US$1.00 per tonne of coal produced at the Verticalnaya mine, and provide for the assignment to EFI of the Company's rights pursuant to a loan agreement dated June 25, 2009 between the Company (as lender) and ECC as (borrower). The Company and Gramsico also completed the disposal of all of the Company's 0.1% shareholding and all of Gramsico's 99.9% shareholding in Inter-Invest Coal LLC ("IIC") for an aggregate cash consideration of US$15,020 pursuant to the terms of share purchase agreements with a Cyprus based company, Strong Group Corporation Limited ("Strong Group"). IIC is a Ukrainian incorporated company that was indirectly wholly-owned by the Company through Gramsico. IIC holds the assets relating to the Company's Menzhinsky mine, and, as previously announced, IIC is currently in a liquidation process in the Ukraine. The share purchase agreements also provide for the assignment to Strong Group of the Company's rights pursuant to various loan agreements between the Company (as lender) and IIC as (borrower). Following completion of the disposal the Company will now be treated as an investing company under the AIM Rules. The Company intends to make a proposal to creditors under the BIA imminently and will update shareholders following the creditor meeting. As a result of the financial uncertainty created by the creditor proposal process, trading on AIM in the Company's shares has been suspended with immediate effect, pending clarification of the Company's financial position. The Company's listing on TSX Venture Exchange will be moved, with effect from the opening of the markets on February 27, 2014 to the NEX exchange as administered by the TSX Venture Exchange as the Company no longer meets the continued listing requirements of a Tier 2 issuer on the TSX Venture Exchange. The Company is still actively seeking further sources of funding although there can be no guarantee that the Company will be successful in securing further financing or achieving its restructuring objectives. If the Company fails to achieve its financing and restructuring goals it will likely result in the Company becoming bankrupt. The Company will make further announcements in due course. EastCoal Inc. owns the Verticalnaya anthracite mine, which is operated by its 100% owned subsidiary East Coal Company. EDDIE BAUER: Financing for Buyout Gets Delayed ---------------------------------------------- Liz Hoffman and Gillian Tan, writing for The Wall Street Journal, reported that Goldman Sachs Group Inc. has postponed its efforts to syndicate a $400 million loan that would help finance Jos. A. Bank Clothiers Inc.'s acquisition of fellow retailer Eddie Bauer, according to people familiar with the matter, after the proposed takeover was challenged in court. Goldman signed on as the sole underwriter of a bridge loan backing the takeover deal, which was announced this month, according to the report. The bank plans to offload the loan in pieces to investors, as underwriters do in such cases, and had set a Feb. 27 deadline for commitments, according to the people. A new date hasn't yet been set, they said. The people didn't give a reason for the postponement, but it comes after a development in a court case that cast the timing of the Eddie Bauer deal in doubt, the report said. Men's Wearhouse Inc., which is pursuing a $1.8 billion hostile takeover of Jos. A. Bank, sued on Feb. 24 in Delaware court to block the Eddie Bauer deal, which it says is designed to put Jos. A. Bank out of Men's Wearhouse's reach, the report related. Jos. A. Bank has agreed to pay $825 million in cash and new shares to Eddie Bauer's private-equity owner, Golden Gate Capital. In response to the challenge, Jos. A. Bank agreed to give Men's Wearhouse 10-days notice before closing the Eddie Bauer deal, essentially guaranteeing that Men's Wearhouse will get at least one more shot at blocking it in court, the report further related. About Eddie Bauer Eddie Bauer -- http://www.eddiebauer.com/-- is a specialty retailer that sells outerwear, apparel and accessories for the active outdoor lifestyle. Eddie Bauer participates in a joint venture in Japan and has licensing agreements across a variety of product categories. Eddie Bauer, founded in Bellevue, Wash., in 1920, was acquired by General Mills Inc. in 1971 and then sold to catalog retailer Spiegel Inc. in 1988. Eddie Bauer Inc. emerged from Spiegel's 2003 Chapter 11 case as a separate, reorganized entity under the control and ownership of Eddie Bauer Holdings, Inc. Eddie Bauer Holdings, Inc. (now known as EBHI Holdings, Inc.) and eight affiliates filed for bankruptcy (Bankr. D. Del. Lead Case No. 09-12099) on June 17, 2009. Judge Mary F. Walrath presides over the case. David S. Heller, Esq., Josef S. Athanas, Esq., and Heather L. Fowler, Esq., at Latham & Watkins LLP, serve as the Debtors' general counsel. Kara Hammond Coyle, Esq., and Michael R. Nestor, Esq., at Young Conaway Stargatt & Taylor LLP, serve as local counsel. The Debtors' restructuring advisors are Alvarez and Marsal North America LLC. Their financial advisors are Peter J. Solomon Company. Kurtzman Carson Consultants LLC acts as claims and notice agent. As of April 4, 2009, Eddie Bauer had $525,224,000 in total assets and $448,907,000 in total liabilities. Eddie Bauer Canada, Inc., and Eddie Bauer Customer Services filed for protection from their creditors in Canada on June 17, 2009, the same day the U.S. Debtors filed for creditor protection. The Canadian Debtors have obtained an initial order of the Canadian Court staying the proceedings against the Canadian Debtors and their property in Canada. RSM Richter Inc. was appointed as monitor in the Canadian proceedings. On Aug. 4, 2009, Golden Gate Capital closed a deal to acquire Eddie Bauer Holdings for $286 million. Golden Gate will maintain the substantial majority of Eddie Bauer's stores and employees in a newly formed going concern company. Golden Gate beat an affiliate of CCMP Capital Advisors, LLC, at the auction. The CCMP unit's $202 million cash offer served as stalking horse bid. Golden Gate Capital -- http://www.goldengatecap.com/-- is a San Francisco-based private equity investment firm with roughly $9 billion of assets under management. The Troubled Company Reporter, on Feb. 17, 2014, reported that Jos. A. Bank Clothiers Inc. said it agreed to buy retailer Eddie Bauer for $825 million in cash and stock. ENDEAVOUR INTERNATIONAL: Steelhead Partners Holds 13.2% Stake ------------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Steelhead Partners, LLC, and its affiliates disclosed that as of Dec. 31, 2013, they beneficially owned 6,245,784 shares of common stock of Endeavor International Corporation representing 13.2 percent of the shares outstanding. Steelhead previously reported beneficial ownership of 6,267,979 shares as of Oct. 18, 2013. A copy of the regulatory filing is available for free at http://is.gd/GdekyW About Endeavour International Houston-based Endeavour International Corporation (NYSE: END) (LSE: ENDV) is an oil and gas exploration and production company focused on the acquisition, exploration and development of energy reserves in the North Sea and the United States. For the year ended Dec. 31, 2012, the Company incurred a net loss of $126.22 million as compared with a net loss of $130.99 million during the prior year. The Company's balance sheet at Sept. 30, 2013, showed $1.50 billion in total assets, $1.41 billion in total liabilities, $43.70 million in series C convertible preferred stock, and $46.24 million in total stockholders' equity. * * * As reported by the TCR on March 5, 2013, Moody's Investors Service downgraded Endeavour International Corporation's Corporate Family Rating to Caa3 from Caa1. Endeavour's Caa3 CFR reflects its weak liquidity, small production and proved reserve scale, geographic concentration and the uncertainties regarding its future performance given the inherent execution risks related to its offshore North Sea operations for a company of its size. In the Feb. 22, 2013, edition of the TCR, Standard & Poor's Ratings Services lowered its corporate credit rating on Houston, Texas-based Endeavour International Corp. (Endeavour) to 'CCC+' from 'B-'. The rating action reflects S&P's expectation that Endeavour could have insufficient liquidity to meet its needs due to the delay in production from its Rochelle development. ENDEAVOUR INTERNATIONAL: Aristeia Capital Holds 7.8% Equity Stake ----------------------------------------------------------------- In a Schedule 13G filed with the U.S. Securities and Exchange Commission, Aristeia Capital, L.L.C., disclosed that as of Dec. 31, 2013, it beneficially owned 3,679,288 shares of common stock of Endeavour International Corporation representing 7.8 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/AVr414 About Endeavour International Houston-based Endeavour International Corporation (NYSE: END) (LSE: ENDV) is an oil and gas exploration and production company focused on the acquisition, exploration and development of energy reserves in the North Sea and the United States. For the year ended Dec. 31, 2012, the Company incurred a net loss of $126.22 million as compared with a net loss of $130.99 million during the prior year. The Company's balance sheet at Sept. 30, 2013, showed $1.50 billion in total assets, $1.41 billion in total liabilities, $43.70 million in series C convertible preferred stock, and $46.24 million in total stockholders' equity. * * * As reported by the TCR on March 5, 2013, Moody's Investors Service downgraded Endeavour International Corporation's Corporate Family Rating to Caa3 from Caa1. Endeavour's Caa3 CFR reflects its weak liquidity, small production and proved reserve scale, geographic concentration and the uncertainties regarding its future performance given the inherent execution risks related to its offshore North Sea operations for a company of its size. In the Feb. 22, 2013, edition of the TCR, Standard & Poor's Ratings Services lowered its corporate credit rating on Houston, Texas-based Endeavour International Corp. (Endeavour) to 'CCC+' from 'B-'. The rating action reflects S&P's expectation that Endeavour could have insufficient liquidity to meet its needs due to the delay in production from its Rochelle development. ETIENNE ESTATES: Case Summary & 8 Unsecured Creditors ----------------------------------------------------- Debtor: Etienne Estates at Washington LLC 301 Washington Avenue Brooklyn, NY 11205 Case No.: 14-40786 Chapter 11 Petition Date: February 26, 2014 Court: United States Bankruptcy Court Eastern District of New York (Brooklyn) Judge: Hon. Elizabeth S. Stong Debtor's Counsel: Kevin J Nash, Esq. GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP 1501 Broadway, 22nd Floor New York, NY 10036 Tel: (212) 301-6944 Fax: (212) 422-6836 Email: KNash@gwfglaw.com Total Assets: $2 million Total Liabilities: $2.18 million The petition was signed by Johanna Francis, manager. A list of the Debtor's eight largest unsecured creditors is available for free at http://bankrupt.com/misc/nyeb14-40786.pdf FIRST SECURITY: Forest Hill Holds 6.6% Equity Stake --------------------------------------------------- Forest Hill Capital, L.L.C., and Mark Lee disclosed in a Schedule 13G filed with the U.S. Securities and Exchange Commission that as of Dec. 31, 2013, they beneficially owned 4,408,847 shares of common stock or 6.6 percent equity stake of First Security Group, Inc. A copy of the regulatory filing is available for free at: http://is.gd/Cjo0jy About First Security Group First Security Group, Inc., is a bank holding company headquartered in Chattanooga, Tennessee, with $1.2 billion in assets as of Sept. 30, 2010. Founded in 1999, First Security's community bank subsidiary, FSGBank, N.A., has 37 full- service banking offices, including the headquarters, along the interstate corridors of eastern and middle Tennessee and northern Georgia and 325 full-time equivalent employees. In Dalton, Georgia, FSGBank operates under the name of Dalton Whitfield Bank; along the Interstate 40 corridor in Tennessee, FSGBank operates under the name of Jackson Bank & Trust. In the auditors' report accompanying the financial statements for year ended Dec. 31, 2011, Joseph Decosimo and Company, PLLC, in Chattanooga, Tennessee, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has recently incurred substantial losses. The Company is also operating under formal supervisory agreements with the Federal Reserve Bank of Atlanta and the Office of the Comptroller of the Currency and is not in compliance with all provisions of the Agreements. Failure to achieve all of the Agreements' requirements may lead to additional regulatory actions. The Company reported a net loss of $23.06 million in 2011, a net loss of $44.34 million in 2010, and a net loss of $33.45 million in 2009. The Company's balance sheet at Sept. 30, 2013, showed $1.01 billion in total assets, $928.46 million in total liabilities and $83.38 million in total shareholders' equity. FNBH BANCORP: Amends 2.3 Million Shares Rights Prospectus --------------------------------------------------------- FNBH Bancorp, Inc., amended its registration statement relating to the offer to holders of the Company's common stock the right to buy additional shares of common stock at a price of $0.70 per share. The Company is offering up to 2,300,000 shares of its common stock in this rights offering. The Company is offering the shares on a "best efforts" basis, and there is no minimum number of shares that must be sold. In the rights offering, subscribers will receive one (1) non- transferrable subscription right for each share of common stock they owned as of 5:00 p.m. Eastern time on Jan. 8, 2014, the record date of the rights offering. Funds the Company receives in the rights offering will be held in a segregated account by its subscription agent for this rights offering until the rights offering is completed or canceled. If the Company sells all shares of common stock offered in this rights offering, the Company expects to receive net proceeds of approximately $1,510,000, after deducting estimated offering expenses. However, no assurance can be given that all or any of the shares will be sold. There are no underwriter discounts or commissions payable in this offering. The rights offering will expire at 5:00 p.m. Eastern time on [__], unless the Company's Board decides to extend this expiration date. The Company's common stock is currently quoted on the OTCBB under the symbol "FNHM." On [__], the last reported sale price of the Company's common stock was $[___] per share. A copy of the Form S-1/A is available for free at: http://is.gd/SCXL1g About FNBH Bancorp Howell, Michigan-based FNBH Bancorp, Inc., is a one-bank holding company, which owns all of the outstanding capital stock of First National Bank in Howell. The Bank was originally organized in 1934 as a national banking association. As of Dec. 31, 2011, the Bank had approximately 85 full-time and part-time employees. The Bank serves primarily five communities, Howell, Brighton, Green Oak Township, Hartland, and Fowlerville, all of which are located in Livingston County. FNBH disclosed net income of $329,000 in 2012, as compared with a net loss of $3.57 million in 2011. The Company's balance sheet at Sept. 30, 2013, showed $301.79 million in total assets, $292.65 million in total liabilities and $9.14 million in total shareholders' equity. BDO USA, LLP, in Grand Rapids, Michigan, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. "The Corporation's subsidiary bank ("Bank") is significantly undercapitalized under regulatory capital guidelines and, during 2009, the Bank entered into a consent order regulatory enforcement action ("consent order") with its primary regulator, the Office of the Comptroller of the Currency. The consent order requires management to take a number of actions, including, among other things, increasing and maintaining its capital levels at amounts in excess of the Bank's current capital levels. As discussed in Note 20, the Bank has not yet met the higher capital requirements and is therefore not in compliance with the consent order. As a result of the uncertain potential impact of future regulatory actions, circumstances exist that raise substantial doubt about the Corporation's ability to continue as a going concern." FREESEAS INC: Crede Stake at 9.9% as of Dec. 31 ----------------------------------------------- Crede CG III, Ltd., and its affiliates disclosed that as of Dec. 31, 2013, they may be deemed to have beneficial ownership of 2,084,843 shares of common stock, which consists of 2,084,843 shares of Common Stock issuable upon exercise or exchange of a warrant held by Crede CG III, and all those shares of Common Stock represent beneficial ownership of approximately 9.9 percent of the Common Stock, based on (1) 18,974,185 shares of Common Stock issued and outstanding on Dec. 20, 2013, as reported in the Form 424(b)(3) prospectus filed by the Issuer on Dec. 30, 2013, plus (2) 2,084,843 shares of Common Stock issuable upon exercise or exchange of the Warrant. A copy of the regulatory filing is available for free at http://is.gd/iD6QtP About FreeSeas Inc. Headquartered in Athens, Greece, FreeSeas Inc., formerly known as Adventure Holdings S.A., was incorporated in the Marshall Islands on April 23, 2004, for the purpose of being the ultimate holding company of ship-owning companies. The management of FreeSeas' vessels is performed by Free Bulkers S.A., a Marshall Islands company that is controlled by Ion G. Varouxakis, the Company's Chairman, President and CEO, and one of the Company's principal shareholders. The Company's fleet consists of six Handysize vessels and one Handymax vessel that carry a variety of drybulk commodities, including iron ore, grain and coal, which are referred to as "major bulks," as well as bauxite, phosphate, fertilizers, steel products, cement, sugar and rice, or "minor bulks." As of Oct. 12, 2012, the aggregate dwt of the Company's operational fleet is approximately 197,200 dwt and the average age of its fleet is 15 years. Freeseas disclosed a net loss of US$30.88 million in 2012, a net loss of US$88.19 million in 2011, and a net loss of US$21.82 million in 2010. As of Sept. 30, 2013, the Company had $107.35 million in total assets, $106.63 million in total liabilities, all current, and $711,000 in total shareholders' equity. RBSM LLP, in 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 incurred recurring operating losses and has a working capital deficiency. In addition, the Company has failed to meet scheduled payment obligations under its loan facilities and has not complied with certain covenants included in its loan agreements. It has also failed to make required payments to Deutsche Bank Nederland as agreed to in its Sept. 7, 2012, amended and restated facility agreement and received notices of default from First Business Bank. Furthermore, the vast majority of the Company's assets are considered to be highly illiquid and if the Company were forced to liquidate, the amount realized by the Company could be substantially lower that the carrying value of these assets. These conditions, among others, raise substantial doubt about the Company's ability to continue as a going concern. GADSDEN/ETOWAH EMS: Files Chapter 11 to Sell Assets --------------------------------------------------- Gadsden/Etowah EMS, Inc., aka Gadsden EMS, and affiliate Decatur Emergency Medical Service Inc., filed voluntary petitions for Chapter 11 bankruptcy (Bankr. N.D. Ala. Case Nos. 14-80532 and 14-80531) on Feb. 25, 2014. John Davidson, writing for The Gadsden Times, reported that the goal of the bankruptcy was to allow the businesses to possibly be sold, and the proceeds used to pay off their debts. The report said as of bankruptcy filing date, GEEMS and DEMS had a total of $1,921,880.56 in assets on the books with $1,820,127.93 in debt. GEEMS owes about $362,367.51 to the Internal Revenue Service, which has placed numerous liens against both companies and said it intends to levy the two companies' assets before the bankruptcy was filed. The report said Gadsden Fire Chief Stephen Carroll said the Alabama Department of Public Health had given GEEMS until 4 p.m. on Wednesday to have its business up and running and if it didn't, its medical license would be revoked. Mr. Carroll said if the medical license is pulled, he will initiate the process to pull the company's Gadsden business license at a meeting of the City Council's Public Safety Committee, set for 10 a.m. Thursday at City Hall. There's a bankruptcy court hearing scheduled for Monday, according to the report. Bankruptcy Judge Jack Caddell in Decatur presides over the case. Kevin D. Heard, Esq., and Angela Stewart Ary, Esq., at Heard Ary, LLC, serve as their counsel. Gadsden EMS and Decatur EMS are owned by Roger Stanmore, the companies' president. Mr. Stanmore signed the Chapter 11 petitions. GADSDEN/ESTOWAH: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: Gadsden/Etowah EMS, Inc. aka Gadsden EMS P.O. Box 18982 Huntsville, AL 35804 Case No.: 14-80532 Chapter 11 Petition Date: February 25, 2014 Court: United States Bankruptcy Court Northern District of Alabama (Decatur) Judge: Hon. Jack Caddell Debtor's Counsel: Angela Stewart Ary, Esq. HEARD ARY, LLC 307 Clinton Avenue West, Suite 310 Huntsville, AL 35801 Tel: 256-535-0817 Fax: 256-535-0818 Email: aary@heardlaw.com - and - Kevin D. Heard, Esq. HEARD ARY, LLC 307 Clinton Ave. W. Ste 310 Huntsville, AL 35801 Tel: (256) 535-0817 Fax: (256) 535-0818 Email: kheard@heardlaw.com Estimated Assets: $500,000 to $1 million Estimated Liabilities: $500,000 to $1 million The petition was signed by Roger Stanmore, president/owner. The Debtor did not file a list of its largest unsecured creditors when it filed the petition. GENE CUNNINGHAM: Case Converted to Ch.7; Staking Rink Closes Door ----------------------------------------------------------------- Edith Brady-Lunny, writing for pantagraph.com, reported that Skate 'N' Place, a skating rink at 1701 S. Morris Ave., in Bloomington, closed Feb. 25 after the Chapter 11 bankruptcy case of its owners, spouses Gene L. Cunningham and wife Georgianna Cunningham, was converted to Chapter 7 liquidation proceedings. According to the report, Mariann Pogge was named Chapter 7 bankruptcy trustee. A meeting of creditors in the Chapter 7 case has been set for March 28. The report added that Ms. Cunningham declined to answer questions about the financial issues that led to the filing of the initial Chapter 11 bankruptcy case in March involving the indoor rink that has been open for almost 50 years. The report noted that bankruptcy court records indicate that a total of $1.2 million in debt was claimed in the bankruptcy filing, with $600,000 in secure claims expected to have priority for any funds collected during the legal process. The report said the largest claims have been filed by First Federal Bank for $587,140; Busey Bank, $431,033 and First Farmers Bank, $159,622. The Cunninghams filed for Chapter 11 bankruptcy (Bankr. C.D. Ill. Case No. 13-70607) on March 29, 2013. GENERAL MOTORS: Could Face $35-Mil. Fine for Recalls ---------------------------------------------------- Jeff Bennett, writing for The Wall Street Journal, reported that General Motors Co. could face a maximum $35 million federal fine if the National Highway Traffic Safety Administration determines GM failed to quickly issue the recall after determining the switches were faulty. According to the report, General Motors, for the second time in less than a week, apologized for its ignition switch recall and said it is racing to get replacements to dealers, although it could not yet say when the repairs would begin. A total of 13 deaths have been linked to the problem, in which switches can suddenly turn off when jarred and shut down air bags and the engine, the report said. The company recently ordered a world-wide recall of 1.6 million cars. NHTSA confirmed that it has begun a "timeliness query" to determine if GM took the right steps in issuing a recall of some models of the Chevrolet Cobalt and Pontiac G5s last month, the report related. The auto maker expanded the recall this week to include some Saturn, Solstice and HHR models. GM's biggest challenge its own engineers found in 2004 that jarring or a heavy key ring weighing on the ignition key while it is on could cause the car to turn off suddenly, disabling the air bags, the report further related. The auto maker disclosed the finding in a report filed with NHTSA earlier this week. About Motors Liquidation General Motors Corporation and three of its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on June 1, 2009. The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as the Chief Executive Officer for Motors Liquidation Company. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. Garden City Group is the claims and notice agent of the Debtors. The U.S. Trustee appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Unsecured Creditors Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis & Frankel LLP served as bankruptcy counsel to the Creditors Committee. Attorneys at Butzel Long served as counsel on supplier contract matters. FTI Consulting Inc. served as financial advisors to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, represented the Asbestos Committee. Legal Analysis Systems, Inc., served as asbestos valuation analyst. The Bankruptcy Court entered an order confirming the Debtors' Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan was declared effect on March 31. On Dec. 15, 2011, Motors Liquidation Company was dissolved. On the Dissolution Date, pursuant to the Plan and the Motors Liquidation Company GUC Trust Agreement, dated March 30, 2011, between the parties thereto, the trust administrator and trustee -- GUC Trust Administrator -- of the Motors Liquidation Company GUC Trust, assumed responsibility for the affairs of and certain claims against MLC and its debtor subsidiaries that were not concluded prior to the Dissolution Date. GLOBAL AVIATION: Court Allows KCC to Provide Additional Services ---------------------------------------------------------------- U.S. Bankruptcy Judge Mary Walrath authorized Kurtzman Carson Consultants LLC to provide additional services to Global Aviation Holdings Inc. The services to be provided by the firm include balloting, tabulation, and solicitation of votes in connection with the anticipated filing of Global Aviation's Chapter 11 plan that will implement the sale process approved by the bankruptcy judge last month. Global Aviation proposes selling the business to Cerberus Business Finance LLC, as agent for first-lien lenders, unless there's a better offer at an auction on March 19. The lenders group offered to sponsor a bankruptcy plan if it wins the auction and buy the assets through the forgiveness of debt. About Global Aviation Holdings Global Aviation Holdings Inc. -- http://www.glah.com-- the parent company of North American Airlines and World Airways, sought Chapter 11 bankruptcy protection on Nov. 12, 2013. North American Airlines, founded in 1989, operates passenger charter flights using B767-300ER aircraft. Founded in 1948, World Airways -- http://www.woa.com-- operates cargo and passenger charter flights using B747-400 and MD-11 aircraft. The parent of World Airways Inc. and North American Airlines Inc. implemented a prior Chapter 11 reorganization in February 2013. The new case is In re Global Aviation Holdings Inc., 13-12945, U.S. Bankruptcy Court, District of Delaware (Wilmington). The prior case was In re Global Aviation Holdings Inc., 12-bk-40783, U.S. Bankruptcy Court, Eastern District New York (Brooklyn). Peachtree City, Georgia-based Global blamed the new bankruptcy on decreased flying for the government that reduced revenue for the first nine months of this year to $354 million from $486 million in the same period of 2012. The 2013 petition shows assets and debt both exceeding $500 million. In the first bankruptcy, Global listed $589.8 million in assets and debt of $493.2 million. In the 2013 case, the Debtors are represented by Kourtney Lyda, Esq., at Haynes and Boone, LLP, in Houston, Texas; and Christopher A. Ward, Esq., at Polsinelli PC, in Wilmington, Delaware. The first lien agent is represented by Michael L. Tuchin, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP, in Los Angeles, California. Wells Fargo Bank, National Association, agent to the second lienholders and third lienholders, is represented by Mildred Quinones-Holmes, Esq., at Thompson Hines LLP, in New York. GLOBAL AVIATION: Court Extends Lease Decision Period to June 10 --------------------------------------------------------------- U.S. Bankruptcy Judge Mary Walrath has given Global Aviation Holdings Inc. and its affiliated debtors until June 10 to assume or reject their leases for nonresidential real property. Global Aviation's lawyer, Christopher Ward, Esq., at Polsinelli PC, in Wilmington, Delaware, said the counterparties to the leases won't be adversely affected by the extension. "The debtors are not aware of any basis for the lessors to assert that the debtors' continued occupation of the leased premises would damage the lessors beyond the compensation available under the Bankruptcy Code," Mr. Ward said. About Global Aviation Holdings Global Aviation Holdings Inc. -- http://www.glah.com-- the parent company of North American Airlines and World Airways, sought Chapter 11 bankruptcy protection on Nov. 12, 2013. North American Airlines, founded in 1989, operates passenger charter flights using B767-300ER aircraft. Founded in 1948, World Airways -- http://www.woa.com-- operates cargo and passenger charter flights using B747-400 and MD-11 aircraft. The parent of World Airways Inc. and North American Airlines Inc. implemented a prior Chapter 11 reorganization in February 2013. The new case is In re Global Aviation Holdings Inc., 13-12945, U.S. Bankruptcy Court, District of Delaware (Wilmington). The prior case was In re Global Aviation Holdings Inc., 12-bk-40783, U.S. Bankruptcy Court, Eastern District New York (Brooklyn). Peachtree City, Georgia-based Global blamed the new bankruptcy on decreased flying for the government that reduced revenue for the first nine months of this year to $354 million from $486 million in the same period of 2012. The 2013 petition shows assets and debt both exceeding $500 million. In the first bankruptcy, Global listed $589.8 million in assets and debt of $493.2 million. In the 2013 case, the Debtors are represented by Kourtney Lyda, Esq., at Haynes and Boone, LLP, in Houston, Texas; and Christopher A. Ward, Esq., at Polsinelli PC, in Wilmington, Delaware. The first lien agent is represented by Michael L. Tuchin, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP, in Los Angeles, California. Wells Fargo Bank, National Association, agent to the second lienholders and third lienholders, is represented by Mildred Quinones-Holmes, Esq., at Thompson Hines LLP, in New York. GLOBAL AVIATION: Claims Bar Date Set for April 25 ------------------------------------------------- Creditors of Global Aviation Holdings Inc. et al must file their proofs of claim not later than April 25, 2014 at 5:00 p.m. Meanwhile, governmental units have until May 12, 2014, at 5:00 p.m. to file their proofs of claim. Global Aviation Holdings Inc. -- http://www.glah.com-- the parent company of North American Airlines and World Airways, sought Chapter 11 bankruptcy protection on Nov. 12, 2013. North American Airlines, founded in 1989, operates passenger charter flights using B767-300ER aircraft. Founded in 1948, World Airways -- http://www.woa.com-- operates cargo and passenger charter flights using B747-400 and MD-11 aircraft. The parent of World Airways Inc. and North American Airlines Inc. implemented a prior Chapter 11 reorganization in February 2013. The new case is In re Global Aviation Holdings Inc., 13-12945, U.S. Bankruptcy Court, District of Delaware (Wilmington). The prior case was In re Global Aviation Holdings Inc., 12-bk-40783, U.S. Bankruptcy Court, Eastern District New York (Brooklyn). Peachtree City, Georgia-based Global blamed the new bankruptcy on decreased flying for the government that reduced revenue for the first nine months of this year to $354 million from $486 million in the same period of 2012. The 2013 petition shows assets and debt both exceeding $500 million. In the first bankruptcy, Global listed $589.8 million in assets and debt of $493.2 million. In the 2013 case, the Debtors are represented by Kourtney Lyda, Esq., at Haynes and Boone, LLP, in Houston, Texas; and Christopher A. Ward, Esq., at Polsinelli PC, in Wilmington, Delaware. The first lien agent is represented by Michael L. Tuchin, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP, in Los Angeles, California. Wells Fargo Bank, National Association, agent to the second lienholders and third lienholders, is represented by Mildred Quinones-Holmes, Esq., at Thompson Hines LLP, in New York. An Official Committee of Unsecured Creditors has been appointed in the 2013 case. The Committee has hired Alvarez & Marsal North America, LLC, as financial advisors; and Morris James LLP as counsel. GREECE: Banks Need at Least US$6-Bil. More ------------------------------------------ Stephen J. Lubben, writing for The New York Times' DealBook, reported that Greece will probably need another bailout. According to the report, Greece has already negotiated two bailouts worth 240 billion euros, or about $329 billion, with the European Commission, the European Central Bank and the International Monetary Fund, but the country now agrees that its banks need at least $6 billion to $7 billion. Agence France Presse said Greece's top four banks are expected to need an extra capital injection of about five billion euros. Everyone else says the number is closer to $20 billion, which sounds like small potatoes to those steeped in United States financial institutions, but the Greek banking sector is probably close to the size of New Jersey's, the report noted. The Bank of Greece, AFP said, is evaluating the restructuring plans of the county's four main lenders -- National Bank, Alpha Bank, Piraeus Bank and Eurobank -- before releasing stress test results that will show whether they can absorb possible future shocks from bad loans. GREEKTOWN HOLDINGS: S&P Assigns 'B-' CCR & Rates $425MM Notes 'B-' ------------------------------------------------------------------ Standard & Poor's Ratings Services assigned Detroit-based gaming operator Greektown Holdings LLC its 'B-' corporate credit rating. The outlook is stable. At the same time, S&P assigned the company's proposed $425 million second-priority senior secured notes due 2019 our 'B-' issue-level rating, with a recovery rating of '3', indicating S&P's expectation for meaningful (50% to 70%) recovery for lenders in the event of a payment default. Greektown will use proceeds from the proposed notes, along with $25 million of additional sponsor equity and $25 million in asset sale proceeds to refinance existing debt, to pay fees and expenses associated with the transaction, and for general corporate purposes, which S&P expects to include about $50 million of renovation capital expenditures over the next 12 to 18 months. The 'B-' corporate credit rating reflects S&P's assessment of Greektown's business risk profile as "vulnerable" and its assessment of the company's financial risk profile as "highly leveraged," according to S&P's criteria. S&P's assessment of Greektown's business risk profile as vulnerable is based on its weak diversity as the operator of a single casino and its weak market position. Greektown's share of the Detroit market's gross gaming revenue on a percentage basis is consistently lower than its share of slot machines and table game seats, illustrating the Detroit gaming customer's preference for Greektown's competition. In 2013, Greektown's market share of revenue was 24%, compared with our estimate that its share of gaming positions in the market was 29%. S&P's business risk assessment also factors in the potential for modest disruption associated with planned renovation projects at the property, the casino's more challenged location, and the risk that nearby redevelopment projects could lower casino visitation. S&P's view that the company's planned renovation projects and operational improvements will improve customer experience at the property and modestly improve the company's market position only modestly offsets the above business risk factors. S&P's assessment of the financial risk profile as highly leveraged reflects its expectation that the company will operate with very high leverage, averaging more than 7x over the next two years as it completes its planned casino renovation projects. S&P's financial risk profile assessment also factors in its forecast for negative discretionary cash flow generation and EBITDA coverage of interest in the low- to mid-1x area. S&P expects the company will have sufficient liquidity to complete its planned renovation projects and manage through a 12 to 18 month renovation timeline. HARRISBURG, PA: Judge Grants Application to Vacate Receivership --------------------------------------------------------------- Governor Tom Corbett on Feb. 26 joined Mayor Eric Papenfuse and Maj. Gen. (Ret.) William Lynch to announce that Commonwealth Court Judge Bonnie Brigance Leadbetter granted an Application filed by attorneys representing Department of Community & Economic Development Secretary C. Alan Walker to Vacate the Receivership for the City of Harrisburg. Governor Corbett also announced that he is rescinding the fiscal emergency declaration issued on October 24, 2011. Harrisburg is one of only a few cities in the nation to successfully emerge from state receivership. "Beginning in 2011 when I declared a fiscal emergency in the City of Harrisburg, we charted a course for municipal financial recovery for which there was no blueprint in Pennsylvania, requesting for the very first time the appointment of an Act 47 receiver and creating the Office of the Receiver to spearhead the fiscal recovery of our capital city. These were bold moves, but extraordinary circumstances call for bold measures," said Governor Corbett. "After decades of financial difficulties and nearly three years of fiscal emergency, we pulled everyone together to develop consensual solutions and provide a path to fiscal recovery for the people of Harrisburg." In granting the Application to Vacate the Receivership, Judge Leadbetter authorized ongoing implementation of the Harrisburg Strong plan by a Coordinator. In turn, Secretary Walker has appointed Frederick Reddig as the Coordinator responsible to direct ongoing implementation of the Plan. Mr. Reddig, who has been involved in the management of Harrisburg's fiscal crisis since 2010, will begin his appointment as Coordinator March 1, 2014. In doing so, he will continue working with city officials to implement the Harrisburg Strong Plan. Maj. Gen. (Ret.) William Lynch, who has been serving as Receiver for the City since May 24, 2012, will exit his post Friday. "As cities throughout the country have faced dire fiscal emergencies, Gov. Corbett never gave up on Harrisburg and its people," Gen. Lynch said. "The end result has been a course of recovery that will serve as a model for resolving municipal distress." In her five-page Order, Judge Leadbetter cited two critical components of the Harrisburg Strong Plan, the monetization of the City's Incinerator and the parking system, both completed in December, which eliminated the statutory criteria for the existence of a fiscal emergency declared by Gov. Corbett in August of 2011. Those transactions, the result of a collaborative effort put forth by Gov. Corbett, Gen. Lynch and his team, Harrisburg City Council, former Mayor Linda Thompson, Mayor Eric Papenfuse and City creditors, retired over $360 million in debt, while providing the City with a balanced budget through 2016. "By working together, we overcame extraordinary challenges to create a sound plan for Harrisburg that did not include bankruptcy or bailouts," said Gov. Corbett. Although the keystone transactions have been completed, ongoing implementation of the Harrisburg Strong Plan continues. Most recently, the City negotiated a contract with Capital City Paid Firefighter's Association IAFF Local 428 pursuant to the Plan. The Commonwealth Court will retain jurisdiction over the Plan to ensure that all parties comply with all remaining aspects of the recovery plan and that the Plan is fully implemented to its successful completion. Mr. Reddig, currently a top advisor with Gen. Lynch in coordination of the Plan, has administered the Municipalities Financial Recovery Program since its inception and has coordinated recovery activities under the Act 47 program including extensive work in Chester, Johnstown, New Castle, Reading, Pittsburgh and Scranton. The same team of professionals and advisors from Lynch's team will continue to advise Reddig moving forward in coordinating the Plan. About Harrisburg, Pennsylvania The city of Harrisburg, in Pennsylvania, is coping with debt related to a failed revamp of an incinerator. The city is $65 million in default on $242 million owing on bonds sold to finance an incinerator that converts trash to energy. The Harrisburg city council voted 4-3 on Oct. 11, 2011, to authorize the filing of a Chapter 9 municipal bankruptcy (Bankr. M.D. Pa. Case No. 11-06938). The city claims to be insolvent, unable to pay its debt and in imminent danger of having tax revenue seized by holders of defaulted bonds. Judge Mary D. France presided over the Chapter 9 case. Mark D. Schwartz, Esq. and David A. Gradwohl, Esq., served as Harrisburg's counsel. The petition estimated $100 million to $500 million in assets and debts. Susan Wilson, the city's chairperson on Budget and Finance, signed the petition. Harrisburg said in court papers it is in imminent jeopardy through six pending legal actions by creditors with respect to a number of outstanding bond issues relating to the Harrisburg Materials, Energy, Recycling and Recovery Facilities, which processes waste into steam and electrical energy. The owner and operator of the incinerator is The Harrisburg Authority, which is unable to pay the bond issues. The city is the primary guarantor under each bond issue. The lawsuits were filed by Dauphin County, where Harrisburg is located, Joseph and Jacalyn Lahr, TD Bank N.A., and Covanta Harrisburg Inc. The Commonwealth of Pennsylvania, the County of Dauphin, and Harrisburg city mayor Linda D. Thompson and other creditors and interested parties objected to the Chapter 9 petition. The state later adopted a new law allowing the governor to appoint a receiver. Kenneth W. Lee, Esq., Christopher E. Fisher, Esq., Beverly Weiss Manne, Esq., and Michael A. Shiner, Esq., at Tucker Arensberg, P.C., represented Mayor Thompson in the Chapter 9 case. Counsel to the Commonwealth of Pennsylvania was Neal D. Colton, Esq., Jeffrey G. Weil, Esq., Eric L. Scherling, Esq., at Cozen O'Connor. In November 2011, the Bankruptcy Judge dismissed the Chapter 9 case because (1) the City Council did not have the authority under the Optional Third Class City Charter Law and the Third Class City Code to commence a bankruptcy case on behalf of Harrisburg and (2) the City was not specifically authorized under state law to be a debtor under Chapter 9 as required by 11 U.S.C. Sec. 109(c)(2). Dismissal of the Chapter 9 petition was upheld in a U.S. District Court. That same month, the state governor appointed David Unkovic as receiver for Harrisburg. Mr. Unkovic is represented by the Municipal Recovery & Restructuring group of McKenna Long & Aldridge LLP, led by Keith Mason, Esq., co-chair of the group. Mr. Unkovic resigned as receiver March 30, 2012. Mr. Unkovic was replaced by William Lynch as receiver. HORIZON LINES: Western Asset Stake at 13.5% as of Dec. 31 --------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Western Asset Management Co. disclosed that as of Dec. 31, 2013, it beneficially owned 12,514,051 shares of common stock of Horizon Lines, Inc., representing 13.54 percent of the shares outstanding. Western Asset previously reported beneficial ownership of 12,514,047 shares as of Dec. 31, 2012. A copy of the regulatory filing is available at http://is.gd/44BKF4 About Horizon Lines Charlotte, N.C.-based Horizon Lines, Inc. (NYSE: HRZ) is the nation's leading domestic ocean shipping and integrated logistics company. The Company owns or leases a fleet of 20 U.S.-flag containerships and operates five port terminals linking the continental United States with Alaska, Hawaii, Guam, Micronesia and Puerto Rico. The Company provides express trans-Pacific service between the U.S. West Coast and the ports of Ningbo and Shanghai in China, manages a domestic and overseas service partner network and provides integrated, reliable and cost competitive logistics solutions. The Company's balance sheet at Sept. 22, 2013, showed $642.85 million in total assets, $675.01 million in total liabilities and a $32.16 million total stockholders' deficiency. * * * In June 2012, Moody's Investors Service affirmed Horizon Lines, Inc.'s Corporate Family Rating (CFR) and Probability of Default Rating ("PDR") at Caa2 and removed the LD ("Limited Default") designation from the rating in recognition of the conversion to equity of the $228 million of Series A and Series B Convertible Senior Secured notes due in October 2017 ("Notes"). Moody's said the affirmation of the Corporate Family and Probability of Default ratings considers that total debt has been reduced by the conversion of the Notes, but also recognizes the significant operating challenges that the company continues to face. HTH LEARNING: Fitch Affirms 'BB+' Rating on Series 2008A Bonds -------------------------------------------------------------- Fitch Ratings has affirmed the 'BB+' rating on the series 2008A (Media Arts) bonds and 'BB' rating on the series 2008B bonds (Chula Vista), each of which are educational facility revenue bonds issued by the California Municipal Finance Authority on behalf of HTH Learning (HTHL). -- $4,440,000 (High Tech High projects), series 2008A (Media Arts); -- $18,520,000(High Tech High projects), series 2008B (Chula Vista); The Rating Outlook is Stable. Security The series 2008A and the 2008B bonds are separately secured, warranting the distinct ratings. Lease payments received by HTHL from High Tech High Media Arts (HTHMA) secure the series 2008A bonds. Lease payments received by HTHL from High Tech High Chula Vista (HTHCV) secure the series 2008B bonds. HTHCV's series 2008B bonds also have a subordinate pledge of up to $600,000 annually from revenues generated by certain other HTHL schools, as well as a mortgage lien. Both bond series have a cash-funded debt service reserve. Upon repayment or refinancing of approximately $11.5 million outstanding senior series 2005 bonds (senior bonds, not rated by Fitch), which HTHL covenants to effectuate by Dec. 1, 2014, the series 2008A and 2008B bonds will be secured on a parity senior lien basis by gross revenues of HTHL. Additional security provisions include a deed of trust on the Chula Vista facility and a cash-funded debt service reserve. Key Rating Drivers Speculative-Grade Characteristics: The 'BB+' and 'BB' ratings, respectively, reflect HTHMA and HTHCV's limited operating histories and speculative-grade financial attributes. Fitch views HTHCV's credit profile as weaker than HTHMA's, supporting the one- notch distinction in ratings. Solid Demand: HTHL benefits from a solid demand position for both HTHMA and HTHCV in recent years. Limited Financial Flexibility: Despite solid academic performance and favorable enrollment trends, both HTHMA and HTHCV operate in constrained financial environments. HTHCV relies on a debt service subsidy, although that subsidy began moderating in fiscal 2013. Both schools are heavily dependent on state per-pupil funding, and both have very limited balance sheets. Rating Sensitivities Standard Charter Renewal Risk: A limited financial cushion; substantial reliance on enrollment-driven, per pupil funding; and charter renewal risk are credit concerns common among all charter school transactions that, if pressured, could negatively impact the rating overtime. Change In Lien Status: Upon refinancing of the series 2005 bonds, which is expected to occur by Dec. 31, 2014, the lien status of both the 2008A and 2008B bonds is expected to change, which Fitch will review at that time. Credit Profile HTHL is the non-profit parent of several affiliates, including HTH, which operates 12 charter schools. The various schools operate on essentially three campuses, with each campus housing a complement of elementary, middle and high schools to provide academic services. HTH reports that each charter school uses a project-based learning model, whereby classroom projects weave science, math, literature, history, art and other academic subjects together. HTHL owns the facilities leased to the respective charter schools, and provides supervision, oversight and coordination across its 12 affiliated charter schools. All affiliate schools operate in San Diego County, CA, and management expects that geographic focus to continue. All of HTHL's charter schools are authorized by either the San Diego Unified School District (SDUSD) or under a statewide benefit charter from the State Board of Education (SBE). HTHCV is one of the SBE-authorized schools and opened in fall 2007. It serves about 600 grade 9-12 students. The school operates under a five-year charter which extends through June, 2017. SBE reports a positive working relationship with HTHCV. HTHMA serves about 410 grade 9-12 students at the HTH Village in San Diego. It was founded in fall 2005, and operates under a charter from San Diego Unified School District (SDUSD); the current five-year charter was reauthorized to be in effect July 2014 and extend through 2019. The district reports a positive working relationship with HTHMA. Pledged Schools Remain Financially Stable The pledged schools maintained breakeven to positive operating margins over the past few years, even in years with state per- pupil aid reductions. Per-pupil aid is the largest funding source for the schools, as is typical in California and with charter schools in general. With state funding increases in fiscal 2013 and 2014 due to voter approval of Proposition 30, both schools began to modestly trim enrollment to better meet operating capacity and academic goals, while still maintaining balanced operating results. Per-pupil funding increases are again projected for the 2014/2015 academic year, which Fitch believes bodes well for continued positive operating performance. HTHMA generated a modestly positive margin in each of the past three fiscal years. Coverage of $620,000 annual debt service (equivalent to MADS and the annual HTHL lease obligation) has been positive - the fiscal 2013 1.2x is comparable to coverage in recent years. Debt burden remains high and was 17.3% in fiscal 2013. HTHCV receives a subsidy from other HTHL schools (the various Point Loma facilities) to meet its annual Transactional Maximum Annual Debt Service (T MADS) obligation of $1.2 million. With that subsidy operations are consistently close to break-even, and debt service coverage is modestly positive (1.2x in fiscal 2013). In fiscals 2013 and 2014, the subsidy was lowered to $450,000 from the pledged $600,000 due to stronger operations at HTHCV. The Point Loma facilities have ample capacity to continue the subsidy; management indicates that income available for the subsidy exceeds $1 million annually. Fitch views the moderating level of subsidization favorably. Slim Balance Sheets The balance sheet cushions at each of the pledged schools remain extremely light relative to the rating category. Liquidity remains a significant credit concern, as is the case for many other Fitch-rated charter schools. For HTHCV, available funds (AF; unrestricted cash and investments) on June 30, 2013 was an improved but still slim $321,000, equal to only 6.1% of expenses and 1.7% of debt. For HTHMA, AF was $20,000, less than 1% of both expenses and debt. HTH management reports that liquidity is managed on a pooled basis at the HTHL and Affiliates level. At June 30, 2013, AF for HTH Learning and Affiliates was approximately $8.7 million, equal to a stronger 21% of consolidated organization expenses and 12% of consolidated debt of $70 million (including the $22.9 million series 2008A and B bonds). While the balance sheet is stronger than that of the pledged schools, not all of this amount is pledged or available for series 2008A or 2008B debt service. Strong Student Demand Strong student demand at the pledged schools drives operating performance. At HTHMA, enrollment for fall 2013 remained stable, with 409 students. At HTHCV, enrollment was intentionally trimmed to 609 students from 620 the prior year. Management reports that enrollment at both schools is consistent with budget. Enrollment had inched up over time to compensate for state budget cuts starting in 2008, as well as reflecting strong student demand. Wait lists also indicate healthy demand. HTHCV had 404 students on its waitlist at the start of the 2013-2014 academic year, reflecting substantial over-subscription for the 168 available seats. School specific data is not available for HTHMA because HTH consolidates admissions data for all HTH Village high schools, one of which is HTHMA. On a consolidated basis, the HTH Village high schools had a waitlist of 522 after filling 374 available seats. Mixed Debt Burden Ratios HTHMA's debt burden is consistently high but manageable at about 17% of operating revenues. Fitch bases this calculation on the $620,000 annual lease payment and MADS amount. Actual series 2008A bond debt service is less. MADS accounted for 5.7x net income, available for debt service (net available income), a level more favorable than most Fitch-rated charter schools. HTHCV's ratios are substantially weaker, reflecting the younger age of the school, higher debt leverage, and reliance on a pledged debt service subsidy from other Point Loma charter schools. TMADS represented about 23% of fiscal 2013 operating revenues, not inconsistent with the prior two years, which Fitch considers very high. Similarly, total debt represented a high 12.3x net available income. IMS HEALTH: S&P Retains 'B+' CCR on CreditWatch Positive -------------------------------------------------------- Standard & Poor's Ratings Services said that its 'B+' corporate credit rating on health care information, services, and technology provider IMS Health Inc. remains on CreditWatch positive, where S&P placed it on Jan. 2, 2014. At the same time, S&P is assigning a 'BB-' issue-level rating to IMS' proposed $1 billion senior secured credit facility and the amended and extended term loan B. These ratings are not on CreditWatch. The new facility consists of a $500 million revolving credit facility and a $500 million delayed draw term loan A (both due in 2019). The term loan B consists of a $1,747.6 million USD tranche and a EUR746.9 million EUR tranche; the term loan B matures in 2021. Upon completion of the IPO, S&P will revise the existing senior secured recovery rating to '3' from '2' to reflect the higher amount of secured debt following the issuance of the term loan A with an unchanged enterprise value. The 'B' unsecured issue-level rating on the $500 million 6% unsecured senior notes due November 2020 also remains on CreditWatch positive; the recovery rating of '5' is unchanged and reflects S&P's expectation of modest (10%-30%) recovery in the event of payment default. This rating will be raised one notch once the IPO is complete. The 'B+' corporate credit rating and the 'B' senior unsecured issue-level rating remain on CreditWatch with positive implications, where S&P placed them on Jan. 2, 2014. The 'BB-' senior secured issue-level rating is not on CreditWatch because it will not change following completion of the IPO. "Our corporate credit rating on IMS currently reflects a "highly leveraged" financial risk profile with debt leverage that is about 6.5x; lower debt leverage following the IPO will prompt a favorable revision of our financial risk assessment to "aggressive". This is predicated on S&P's belief that, pro forma for the IPO, adjusted leverage of 5.1x will decline to at least 4.8x by the end of 2014 due to EBITDA growth," said credit analyst Shannan Murphy. "Beyond 2014, our base case assumes that the company will maintain leverage in the 4x-5x range. In S&P's opinion, leverage reduction will primarily come from EBITDA expansion which, coupled with a still-high debt burden of more than $4 billion, will only contribute to modest debt reduction. Although S&P's base case forecast has IMS generating more than $350 million of free cash flow, it expects IMS will use at least half of this free cash flow for business development activities-- limiting IMS' deleveraging capabilities." S&P will resolve the CreditWatch placement upon completion of the IPO. At that time, S&P will raise the corporate credit rating to 'BB-'. S&P will also revise the senior secured recovery rating to '3' from '2' and affirm the 'BB-'issue-level rating, and raise the issue-level rating on the 6% senior unsecured notes to 'B+' and maintain a recovery rating of '5'. S&P expects the rating outlook to be stable, reflecting its belief that IMS will generate low-single-digit growth and more than $350 million of free cash flow. In S&P's opinion, some of this free cash flow will likely be used for business development activities instead of optional debt reduction. INTERLINE BRANDS: S&P Assigns 'B' Rating on $350MM Term Loan ------------------------------------------------------------ Standard & Poor's Ratings Services assigned its 'B' issue-level rating (the same as the corporate credit rating) to Interline New Jersey's proposed $350 million term loan B due 2021. The recovery rating is '3', indicating S&P's expectation of meaningful (50% to 70%) recovery in the event of payment default. At the same time, S&P affirmed its 'B' corporate credit rating on Jacksonville, Fla.-based Interline Brands Inc. (Delaware Corp.). The rating outlook is stable. In addition, S&P affirmed its 'CCC+' issue-level ratings (two notches below the corporate credit rating) on the company's $365 million holding company notes due 2018. The recovery rating on these notes remains unchanged at '6', indicating S&P's expectation of negligible (0% to 10%) recovery in the event of payment default. "Our ratings affirmation reflects our view that following the proposed transaction, Interline's forecast debt to EBITDA will remain about 6x," said Standard & Poor's credit analyst Maurice Austin. "We expect interest expense will decline by about $8 million, based on the transaction, contributing further to the company's financial flexibility while maintaining its "adequate" liquidity," added Mr. Austin. S&P's baseline scenario for 2014 reflects Interline's improved operating results resulting from recent strong operating performance in all its end markets, driven by increasing occupancy and rent rates for multifamily REITs and its recent acquisitions. As a result, S&P anticipates sales growth of about 5.5% in 2014 with gross margins remaining about 35%. Consequently, S&P expects EBITDA of about $170 million in 2014, with funds from operation to debt of about 10% and debt to EBITDA of about 5.5x by the end of 2014. S&P considers these ratios to be consistent with a "highly leveraged" financial risk profile. Risks to S&P's forecasts include lower repair and remodeling spending than previously anticipated and declining occupancy and rent rates for multifamily REITs. INTRALINKS INC: S&P Assigns 'BB' Rating to $80MM Loan Due 2019 -------------------------------------------------------------- Standard & Poor's Ratings Services it assigned its 'BB' issue- level rating to New York City-based IntraLinks Inc.'s proposed $80 million term loan due 2019. The '1' recovery rating indicates S&P's expectation for very high recovery (90% to 100%) in the event of payment default. The company intends to use the proceeds to repay the $75 million outstanding on its current term loan due June 2014 and to pay transaction costs. S&P's 'B+' corporate credit rating on Intralinks is unchanged. The outlook is stable. The ratings reflect Intralinks' "significant" financial risk profile with leverage in the high-4x area at Dec. 31, 2013 (pro forma for the proposed transaction and including S&P's treatment of capitalized software development as an operating expense), but that S&P also expects leverage to fall below 4x in 2014 driven by mid-to-high single-digit revenue growth and modestly expanding profitability resulting from operating leverage. The ratings also incorporate S&P's assessment of the company's business risk profile as "weak" derived from its narrow focus on the fragmented and competitive electronic collaboration market and its exposure to the volatile mergers and acquisitions (M&A) environment, which makes up nearly 50% of revenues. Partly offsetting these factors are its recurring revenue base of more than 50% of revenues and good M&A advisor relationships. S&P subtract one notch from its anchor rating of 'bb-' to arrive at the corporate credit rating due to the company's transitioning enterprise business model, small EBITDA base, and modest free operating cash flow, which S&P expects to be below $10 million over the next 12 months. RATINGS LIST InterLinks Inc. Corporate Credit Rating B+/Stable New Rating $80 mil. term loan due 2019 BB Recovery rating 1 ISTAR FINANCIAL: PointState No Longer a Shareholder --------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, PointState Capital LP and Zachary J. Schreiber disclosed that as of Dec. 31, 2013, they did not beneficially own any shares of common stock of Istar Financial Inc. PointState previously owned 5,492,500 shares at March 5, 2013. A copy of the regulatory filing is available at: http://is.gd/6jlOWs About iStar Financial New York-based iStar Financial Inc. (NYSE: SFI) provides custom- tailored investment capital to high-end private and corporate owners of real estate, including senior and mezzanine real estate debt, senior and mezzanine corporate capital, as well as corporate net lease financing and equity. The Company, which is taxed as a real estate investment trust, provides innovative and value added financing solutions to its customers. iStar Financial incurred a net loss of $241.43 million in 2012, following a net loss of $25.69 million in 2011. The Company's balance sheet at Sept. 30, 2013, showed $5.77 billion in total assets, $4.37 billion in total liabilities, $12.39 million in redeemable noncontrolling interests, and $1.38 billion in total equity. * * * In March 2013, Fitch Ratings affirmed iStar's 'B-' issuer default rating and revised the outlook to "positive" from "stable." The revision of the outlook to positive is based on the company's demonstrated access to the unsecured debt market, which, combined with certain secured debt refinancings, have significantly improved SFI's near-term debt maturity profile. As reported by the TCR on Oct. 5, 2012, Standard & Poor's Ratings Services affirmed its 'B+' long-term issuer credit rating on iStar Financial. In October 2012, Moody's Investors Service upgraded the corporate family rating to B2 from B3. The current rating reflects the REIT's success in extending near term debt maturities and improving fundamentals in commercial real estate. The ratings on the October 2012 senior secured credit facility takes into account the asset coverage, the size and quality of the collateral pool, and the term of facility. JACKSONVILLE BANCORP: Wellington Mgt. Stake at 8.3% as of Dec. 31 ----------------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Wellington Management Company, LLP, disclosed that as of Dec. 31, 2013, it beneficially owned 266,643 shares of common stock of Jacksonville Bancorp, Inc., representing 8.39 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/OL1LIJ About Jacksonville Bancorp Jacksonville Bancorp, Inc., a bank holding company, is the parent of The Jacksonville Bank, a Florida state-chartered bank focusing on the Northeast Florida market with eight full-service branches in Jacksonville, Duval County, Florida, as well as the Company's virtual branch. The Jacksonville Bank opened for business on May 28, 1999, and provides a variety of community banking services to businesses and individuals in Jacksonville, Florida. Jacksonville Bancorp disclosed a net loss of $43.04 million in 2012, a net loss of $24.05 million in 2011 and a $11.44 million net loss in 2010. As of Sept. 30, 2013, the Company had $514.54 million in total assets, $481.82 million in total liabilities and $32.72 million in total shareholders' equity. "Both Bancorp and the Bank must meet regulatory capital requirements and maintain sufficient capital and liquidity and our regulators may modify and adjust such requirements in the future. The Bank's Board of Directors has agreed to a Memorandum of Understanding (the "2012 MoU") with the FDIC and the OFR for the Bank to maintain a total risk-based capital ratio of 12.00% and a Tier 1 leverage ratio of 8.00%. As of December 31, 2012, the Bank was well capitalized for regulatory purposes and met the capital requirements of the 2012 MoU. If noncompliance or other events cause the Bank to become subject to formal enforcement action, the FDIC could determine that the Bank is no longer "adequately capitalized" for regulatory purposes. Failure to remain adequately capitalized for regulatory purposes could affect customer confidence, our ability to grow, our costs of funds and FDIC insurance costs, our ability to make distributions on our trust preferred securities, and our business, results of operation, liquidity and financial condition, generally," according to the Company's annual report for the year ended Dec. 31, 2012. JACKSONVILLE BANCORP: Ithan Creek Stake at 1.3% as of Dec. 31 ------------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Ithan Creek Master Investors (Cayman) L.P. and Wellington Hedge Management, LLC, disclosed that as of Dec. 31, 2013, they beneficially owned 42,839 shares of common stock of Jacksonville Bancorp, Inc., representing 1.35 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/Qfv8Ri About Jacksonville Bancorp Jacksonville Bancorp, Inc., a bank holding company, is the parent of The Jacksonville Bank, a Florida state-chartered bank focusing on the Northeast Florida market with eight full-service branches in Jacksonville, Duval County, Florida, as well as the Company's virtual branch. The Jacksonville Bank opened for business on May 28, 1999, and provides a variety of community banking services to businesses and individuals in Jacksonville, Florida. Jacksonville Bancorp disclosed a net loss of $43.04 million in 2012, a net loss of $24.05 million in 2011 and a $11.44 million net loss in 2010. As of Sept. 30, 2013, the Company had $514.54 million in total assets, $481.82 million in total liabilities and $32.72 million in total shareholders' equity. "Both Bancorp and the Bank must meet regulatory capital requirements and maintain sufficient capital and liquidity and our regulators may modify and adjust such requirements in the future. The Bank's Board of Directors has agreed to a Memorandum of Understanding (the "2012 MoU") with the FDIC and the OFR for the Bank to maintain a total risk-based capital ratio of 12.00% and a Tier 1 leverage ratio of 8.00%. As of December 31, 2012, the Bank was well capitalized for regulatory purposes and met the capital requirements of the 2012 MoU. If noncompliance or other events cause the Bank to become subject to formal enforcement action, the FDIC could determine that the Bank is no longer "adequately capitalized" for regulatory purposes. Failure to remain adequately capitalized for regulatory purposes could affect customer confidence, our ability to grow, our costs of funds and FDIC insurance costs, our ability to make distributions on our trust preferred securities, and our business, results of operation, liquidity and financial condition, generally," according to the Company's annual report for the year ended Dec. 31, 2012. JACKSONVILLE BANCORP: Endeavour Stake at 11.2% as of Dec. 31 ------------------------------------------------------------ In a Schedule 13G filed with the U.S. Securities and Exchange Commission, Endeavour Capital Advisors Inc. and its affiliates disclosed that as of Dec. 31, 2013, they beneficially owned 355,192 shares of common stock of Jacksonville Bancorp, Inc., representing 11.2 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/huSODj About Jacksonville Bancorp Jacksonville Bancorp, Inc., a bank holding company, is the parent of The Jacksonville Bank, a Florida state-chartered bank focusing on the Northeast Florida market with eight full-service branches in Jacksonville, Duval County, Florida, as well as the Company's virtual branch. The Jacksonville Bank opened for business on May 28, 1999, and provides a variety of community banking services to businesses and individuals in Jacksonville, Florida. Jacksonville Bancorp disclosed a net loss of $43.04 million in 2012, a net loss of $24.05 million in 2011 and a $11.44 million net loss in 2010. As of Sept. 30, 2013, the Company had $514.54 million in total assets, $481.82 million in total liabilities and $32.72 million in total shareholders' equity. "Both Bancorp and the Bank must meet regulatory capital requirements and maintain sufficient capital and liquidity and our regulators may modify and adjust such requirements in the future. The Bank's Board of Directors has agreed to a Memorandum of Understanding (the "2012 MoU") with the FDIC and the OFR for the Bank to maintain a total risk-based capital ratio of 12.00% and a Tier 1 leverage ratio of 8.00%. As of December 31, 2012, the Bank was well capitalized for regulatory purposes and met the capital requirements of the 2012 MoU. If noncompliance or other events cause the Bank to become subject to formal enforcement action, the FDIC could determine that the Bank is no longer "adequately capitalized" for regulatory purposes. Failure to remain adequately capitalized for regulatory purposes could affect customer confidence, our ability to grow, our costs of funds and FDIC insurance costs, our ability to make distributions on our trust preferred securities, and our business, results of operation, liquidity and financial condition, generally," according to the Company's annual report for the year ended Dec. 31, 2012. JAMES ALBERT D'ANGELO: Suit Against JPMorgan Dismissed ------------------------------------------------------ Bankruptcy Judge Magdeline D. Coleman dismissed in its entirety the Second Amended Adversary Complaint in the case, JAMES ALBERT D'ANGELO, SR. AND CAROLYN MARIE D'ANGELO, Plaintiffs, v. J.P. MORGAN CHASE BANK, N.A., Defendant, Adv. Proc. No. 12-00301-MDC (Bankr. E.D. Pa.). In Count Nine of the complaint, the Plaintiffs seek to avoid as a preferential transfer pursuant to 11 U.S.C. Sec. 547(b) an equitable lien in favor of J.P. Morgan in the amount of $1,339,387.30 against the Plaintiffs' residence located at 102 Pickwick Drive, Doylestown, Pennsylvania, imposed by a Lien Order dated April 11, 2011, entered by the Bucks County Court of Common Pleas. Judge Coleman said that, after consideration of the pleadings and the parties' arguments at the hearing, the Court finds that the claim asserted by Count Nine to be implausible. A copy of Judge Coleman's Feb. 21 Memorandum is available at http://is.gd/Hm64Slfrom Leagle.com. James A. D'Angelo, Sr. and Carolyn M. D'Angelo filed a Chapter 13 bankruptcy petition on June 22, 2011. Their case was later converted to a Chapter 11 case (Bankr. E.D. Pa. Case No. 11-14926- MDC) on Sept. 30, 2011. JSM PROPERTIES: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: JSM Properties LLC PO Box 1399 Lebanon, TN 37088 Case No.: 14-01485 Chapter 11 Petition Date: February 25, 2014 Court: United States Bankruptcy Court Middle District of Tennessee (Nashville) Judge: Hon. Marian F Harrison Debtor's Counsel: Ben Hill Thomas, Esq. BEN H THOMAS LAW, PLLC 1105 16th Ave. South, Suite D Nashville, TN 37212 Tel: 615-322-9191 Fax: 615-322-1220 Email: ben@benhthomaslaw.com Total Assets: $1.2 million Total Liabilities: $930,000 The petition was signed by Bradford J. Moss, manager and owner. The Debtor did not file a list of its largest unsecured creditors when it filed the petition. KEY PLASTICS: Minority Investor Allowed to Review Books & Records ----------------------------------------------------------------- Judge John W. Noble of the Court of Chancery of Delaware ruled that Caspian Select Credit Master Fund Ltd., a Cayman Islands limited liability company and the sole minority investor in Key Plastics Corporation, is entitled to inspect Key Plastics' books and records that are tailored to meet its asserted purposes. "Caspian has demonstrated proper purposes for this books and records action: to investigate waste, mismanagement, and self- dealing and to gather information about the Company's financial position to value its stock. Caspian has indicated its optimism that it can work with Key Plastics to narrow its books and records request pursuant to these purposes and its willingness to comply with a reasonable confidentiality agreement. Should the parties find themselves unable to reach agreement, they may request the Court to address both topics. Therefore, judgment shall be entered in favor of Caspian. Counsel shall confer to define the appropriate books and records to be inspected and to execute a reasonable confidentiality agreement, as discussed at trial," Judge Noble said. Caspian owns approximately 8.5% of Key Plastics' outstanding shares. The remaining 91.5% of the Company is owned by two related funds, the Wayzata Opportunities Fund II, L.P. and Wayzata Opportunities Fund Offshore II, L.P., managed by Wayzata Investment Partners LLC. Key Plastics, after becoming insolvent, filed a prepackaged bankruptcy plan under Chapter 11 on Dec. 15, 2008. The senior note holders obtained an option to receive a pro rata share of 65% of the fully diluted equity in the reorganized Company or cash equal to 16% of the face value of their notes. Under the bankruptcy plan, the senior notes of Caspian and Wayzata were converted into equity of the reorganized Key Plastics. The case is Caspian Select Credit Master Fund Ltd. v. Key Plastics Corporation, C.A. No. 8625-VCN (Del. Chancery). A copy of Judge Noble's decision dated Feb. 24 is available at http://is.gd/Hly5i8from Leagle.com. Headquartered in Northville, Michigan, Key Plastics LLC -- http://www.keyplastics.com/-- supplies plastic components to the automotive industry. The company has 24 manufacturing facilities located in the United States, Canada, Mexico, Germany, Portugal, Spain, the Czech Republic, France, Slovakia, Italy and China. According to Bloomberg News, the company filed for bankruptcy in March 23, 2000, in Detroit and emerged a year later under the ownership of private-equity firm Carlyle. The Company and Key Plastics Finance Corp. filed separate petitions for Chapter 11 relief on December 15, 2008 (Bankr. D. Del. Case Lead Case No. 08-13324). Mark D. Collins, Esq., at Richards Layton & Finger PA; and Stephen A. Youngman, Esq., and Martin A. Sosland, Esq., at Weil, Gotschall & Manges LLP, represent the Debtors in their restructuring efforts. When the Debtors filed for protection from their creditors, they listed assets and debts between $100 million and $500 million each. As reported in the Troubled Company Reporter on February 10, 2009, the Court confirmed on January 29, 2009, the Debtors' prepackaged plan, concluding the Key Plastics' second trek through Chapter 11. Key Plastics converted $115 million of senior secured debt into equity. KIPP INC: Fitch Affirms 'BB+' Rating on 2009A Bonds --------------------------------------------------- Fitch Ratings has affirmed the 'BB+' rating on approximately $64.2 million of series 2009A bonds (the bonds) issued by the La Vernia Higher Education Finance Corporation, TX on behalf of KIPP, Inc. (KIPP). The Rating Outlook is Stable. Security The bonds are secured by a senior lien on revenues and a lien on and security interest in certain real property on which KIPP's Houston area schools are located. Additional security features include a debt service reserve fund, and an additional bonds test. PHILO Houston, LLC (PHILO), a 501c3 created by PHILO Finance Corporation (PFC) and KIPP, provides an unconditional and irrevocable debt service fund guaranty for principal and interest payments on KIPP's series 2009 bonds in the amount of $20 million. The guaranty is supported by three parties: PFC ($9 million); Local Initiatives Support Corporation (LISC) ($1 million); and the Bill & Melinda Gates Foundation ($10 million). PFC and LISC's fund are held by PHILO in a reserved capital account. The Bill and Melinda Gates Foundation issued an effectiveness letter, pursuant to a support agreement, which may be drawn upon to pay bondholders if funds in the reserved capital account are insufficient. The Bill and Melinda Gates Foundation and LISC guaranties expire in 2019, while the PFC guarantee extends through the term of the bonds. The bonds rank on parity with around $32.6 million of outstanding series 2006A revenue bonds (not rated by Fitch). The bonds are senior to outstanding Qualified Zone Academy Bonds (QZABs) and Qualified School Construction Bonds in the amount of $34.8 million and $17.4 million, respectively. Key Rating Drivers Stable Credit Characteristics: The 'BB+' rating primarily reflects a long operating history, punctuated by multiple charter renewals and a track-record of positive GAAP-based operating performance. Consistently healthy student demand and enrollment trends are supported by a demonstrated ability to produce favorable academic outcomes. Counterbalancing factors include significant financial leverage and thin balance sheet liquidity. Market-Leading Position Supports Operations: KIPP's strong reputation in the charter school landscape supports consistently solid student demand, which provides some financial stability and contributes to healthy operating surpluses. Favorable enrollment trends coupled with prudent financial management and financial support from PFC partially offset Fitch's concerns related to KIPP's high reliance on state per pupil funding for operations and limited balance sheet liquidity. Sizeable Financial Leverage: Capital investment in new facilities to accommodate enrollment growth has necessitated periodic debt issuances in recent years; consequently, KIPP currently operates with significant financial leverage. Fitch expects KIPP to continue its track-record of generating consistently healthy operating performance sufficient to repay its debt obligations which is an important mitigating factor. KIPP's long-term strategy may include further debt-financed capital investments; however, there are no concrete plans to do so at present time. Rating Sensitivities Standard Sector Concerns: A modest financial cushion; substantial reliance on enrollment-driven, per pupil funding; and charter renewal risk are credit concerns common among all charter school transactions that, if pressured, could negatively impact the rating. Significant Changes In Charter Laws: The state of Texas recently passed Senate Bill 2 (SB 2) which made significant changes in the state's charter school laws. Fitch believes KIPP's nearly 20 year operating history reflects a clear competency in managing through varied regulatory landscapes and does not expect SB2 to adversely impact operations. Credit Profile The Knowledge is Power Program (KIPP) is a non-profit entity founded in Houston in 1994 by two teachers from Teach for America Corps as an inner-city public school program. KIPP Inc. began as one middle school in 1995 and, for academic year 2013-14, had twenty two schools across nine campuses. The total school count includes a new high school in KIPP's Northeast campus, which opened on time and budget for academic year 2013-14 and benefits from nearby KIPP-feeder schools, and district partnerships with the Spring Branch School District (one school) and the Galveston Independent School District (two schools). Two additional schools, financed with Series 2012 QZABs, are expected to open in fall 2014. Historically, KIPP held two charters authorized by the Texas Education Agency (TEA) - KIPP Southeast Houston (SE), which covered five schools and KIPP Inc., which covered the remaining 14 schools. Effective July 1, 2013, schools operating under the KIPP SE charter were transferred to the KIPP Inc. Charter and the former was eliminated. In tandem with charter consolidation, KIPP Inc.'s charter was extended through July 1, 2023. TEA indicated that there are no material issues or concerns related to KIPP's charter standing at present time. Sb 2 Is Not Expected To Adversely Impact Kipp The state of Texas (rated 'AAA'/Stable Outlook by Fitch) recently passed SB 2 which made significant changes in the state's charter school laws. Provisions, which became effective September 2013, include a gradual expansion in the number of charters permitted in the state (from 215 to a maximum of 305 by Sept. 2019), streamlined the process of expanding and renewing successful charter schools, and instituting a mandatory charter expiration if a school exhibits several years of academic and/or financial underperformance. Fitch's view on SB 2 are mixed. The state's greater acceptance of charter schools as a viable alternative to traditional public education coupled with greater transparency in the charter renewal process are viewed favorably. However, Fitch believes that other measures included in the legislation, for instance a mandatory charter expiration for academically and/or financially underperforming schools (which does not permit an appeals process), present some new risk. Importantly, Fitch believes KIPP's nearly 20 year operating history reflects a clear competency in managing through varied regulatory landscapes and does not expect SB 2 to adversely impact operations. Market-Leading Position Supports Operations KIPP's strong reputation in the charter school landscape and demonstrated track-record of producing favorable academic outcomes supports consistently solid student demand. In academic year 2012-13, all schools under KIPP's charter achieved the new "met standard" rating (temporary pass-fail system that replaced the exemplary-to-unacceptable scale) and a number of schools achieved a mark of distinction in at least one area of evaluation. More recently, two of KIPP Inc.'s schools were nominated for 2014 national Blue Ribbon honors, which is reserved for very high performing schools as measured by state or national assessments. January 2014 total enrollment stood at 10,925, or 16.5% ahead of academic year 2012-13. As of Jan. 31, 2014, 8,013 names were submitted to KIPP's lottery process relative to 7,036 names as of Jan. 31, 2013. A random automated lottery process will be performed on March 1, 2014 to address instances where demand for a specific grade/school is in excess of available slots. The loss of 876 students for academic year 2014-15 associated with the recent termination of a district partnership with the Galveston Independent School District is expected to be more than offset by organic growth at maturing schools and the opening of the new KIPP Connect Primary and Middle Schools, yielding a more modest 2.5% growth rate for fall 2014. The size of KIPP's enrollment base, which is the largest of all Fitch-rated charter schools, provides some financial flexibility, as the loss of a few students does not produce a material adverse financial effect that cannot be managed from a budgetary perspective. However, state funding reductions in per pupil aid, the organization's primary revenue stream, did pressure operations in the 2012-13 biennium (fiscal years 2012 and 2013). In fiscal 2013, KIPP registered a negative operating margin of -1.6% before consideration of debt service support from PFC pursuant to a 15- year agreement for the series 2009 bonds. KIPP's unrestricted operating revenues adjusted for the $3 million in fiscal 2013 support yielded a positive 1.5% operating margin. Based on preliminary data, fiscal year-end 2014 operations are expected to be comparable to fiscal 2013. A track-record of relatively steady GAAP-based operating performance somewhat mitigates KIPP's limited financial cushion. Available funds, defined by Fitch as cash and investments not permanently restricted, totaled $8.6 million at fiscal year-end 2013 and covered fiscal 2013 operating expenses by modest 8.9%. KIPP recently renewed and increased its line of credit to $6 million. According to management, there have neither been, nor are expected to be, any draws on the line of credit. Significant Financial Leverage KIPP operates with significant financial leverage similar to many other charter schools. KIPP's pro-forma maximum annual debt service (MADS) of around $12.3 million, which includes debt service on subordinated debt and conservatively excludes expected federal credit payments on these bonds, represented a high 12.6% of adjusted unrestricted operating revenues (adjusted net income from operations covered MADS by a satisfactory 1.2x). Available funds in fiscal year 2013 covered long-term debt ($149.8 million, including subordinate bonds) by a modest 5.7%. Fitch views the aforementioned ratios as speculative-grade attributes highlighting the importance of KIPP's ability to sustain healthy operating performance to repay its debt obligations. KIPP's long-term strategy may include further investment in capital assets accompanied by additional debt; however, there are no concrete plans to do so at present time. KLN STEEL: Some Payments to Pre-Bankruptcy Advisor Avoidable ------------------------------------------------------------ MICHAEL CIESLA TRUSTEE OF THE KLN LIQUIDATING TRUST, Plaintiff, v. HARNEY MANAGEMENT PARTNERS, Defendant, Adv. Proc. No. 13-01013 (Bankr. W.D. Tex.), requires the Bankruptcy Court to determine whether payments should be recovered by the trustee of a liquidating trust from restructuring consultants hired to advise a bankrupt business prior to its bankruptcy filing, or whether those payments are protected from recovery by the "ordinary course of business" or "new value" defenses. Harney provided business consulting and restructuring advisory services to KLN. In the Complaint, the Trustee sought to recover payments made during the during the 90 days before the bankruptcy filing in the sum of "at least" $168,594.85, as preferential transfers recoverable pursuant to section 547(b) of the Bankruptcy Code. Although the Trustee never amended the Complaint, it later became clear from his filings and representations to the Court that he wished to recover another payment made in the 90 days prior to filing, in the sum of $50,000, for a total attempted recovery of $218,594.85. At summary judgment, the Court found that most of the contested payments were not avoidable, because they fit snugly within the "ordinary course of business" exception. Now, the Court finds that the remaining amounts are not protected as "ordinary course" payments, and only a small amount is protected by the "new value" exception. The Court also finds that the payments have been properly placed at issue before the court, and that the plaintiff has standing to pursue them. In a Feb. 18, 2014 Findings of Fact and Conclusions of Law available at http://is.gd/1iojHffrom Leagle.com, Bankruptcy Judge Tony M. Davis holds that Harney should retain the amount of $2,280 as a payment protected by the "new value" exception, and that the Trustee should otherwise be entitled to recover the transfers made on the invoices of September 24 and October 8, 2011, in the amount of $42,994.19, and the day-of-bankruptcy payment, in the amount of $50,000. The Trustee's net recovery is, thus, $90,714.19. About KLN Steel Products KLN Steel Products Company LLC, Dehler Manufacturing Co. Inc., and Furniture by Thurston manufacture and market high quality furniture for multi-person housing facilities and packaged services for federal government offices and dormitory facilities. They have two manufacturing facilities. One is in San Antonio, Texas, which is consolidated and designed to accommodate high volume fabrication of standard and semi-custom steel furniture and case goods of high quality for colleges and universities, military quarters, and job corps centers, or wherever high quality, long life, low maintenance furniture is essential. The facility includes a manufacturing facility of more than 170,000 square feet capable of producing substantial projects on a timely basis. The second facility is located in Grass Valley, California, with more than 61,000 square feet dedicated to the manufacturing of wood furniture for military and university housing. KLN Steel filed for Chapter 11 bankruptcy (Bankr. W.D. Tex. Case No. 11-12855) on Nov. 22, 2011. Dehler (Case No. 11-12856) and Furniture by Thurston (Case No. 11-12858) filed on the same day. Judge Craig A. Gargotta oversees the case. Patricia Baron Tomasco, Esq., at Jackson Walker LLP, serves as the Debtors' counsel. Horwood Marcus & Berk Chartered serves as their special counsel. Conway MacKenzie, Inc., serves as financial advisor. Each of the Debtors estimated assets and debts of $10 million to $50 million. San Antonio, Texas-based 4200 Pan Am LLC filed for Chapter 11 bankruptcy (Bankr. W.D. Tex. Case No. 11-13154) on Dec. 29, 2011. Judge Gargotta oversees the case, taking over from Judge H. Christopher Mott. Patricia Baron Tomasco, Esq., at Jackson Walker LLP, serves as 4200 Pan Am's counsel. In its petition, the Debtor estimated $10 million to $50 million in assets and debts. The petition was signed by Edward J. Herman, manager. 4200 Pan Am sought joint administration of its case with those of affiliates Dehler, Furniture By Thurston, and KLN. The Official Committee of Unsecured Creditors in the Chapter 11 cases of KLN Steel Products Company, LLC, et al., is represented by Hall Attorneys, P.C. The Committee tapped Navigant Consulting (PI), LLC as its financial advisor. The Debtors' Third Amended Chapter 11 Plan of Reorganization was confirmed by the Court in 2012. As reported in the Troubled Company Reporter on June 5, 2012, KLN and its two sister companies will be sold to a Dallas company as part of the Plan, which calls for Avteq Inc. to make some payments and assume various liabilities that combined are about $11 million. Michael Ciesla was appointed as liquidating trustee under the Plan. A full-text copy of the order and the Third Amended Plan is available for free at: http://bankrupt.com/misc/KLNSTEEL_3RdAPlan_order.pdf KREIN-ONE LLC: Case Summary & 9 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Krein-One, LLC 2875 St. Rose Parkway Ste. 100 Henderson, NV 89052 Case No.: 14-11153 Chapter 11 Petition Date: February 25, 2014 Court: United States Bankruptcy Court District of Nevada (Las Vegas) Judge: Hon. August B. Landis Debtor's Counsel: Thomas H. Fell, Esq. GORDON SILVER 3960 Howard Hughes Pky 9th Flr Las Vegas, NV 89169 Tel: (702) 796-5555 Fax: (702) 369-2666 Email: tfell@gordonsilver.com Total Assets: $4.40 million Total Liabilities: $4.05 million The petition was signed by Michael Krein, authorized individual. A list of the Debtor's nine largest unsecured creditors is available for free at http://bankrupt.com/misc/nvb14-11153.pdf KREIN-TWO LLC: Case Summary & 8 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Krein-Two, LLC 2875 St. Rose Parkway, Ste. 100 Henderson, NV 89052 Case No.: 14-11154 Chapter 11 Petition Date: February 25, 2014 Court: United States Bankruptcy Court District of Nevada (Las Vegas) Judge: Hon. August B. Landis Debtor's Counsel: Thomas H. Fell, Esq. GORDON SILVER 3960 Howard Hughes Pky 9TH Flr Las Vegas, NV 89169 Tel: (702) 796-5555 Fax: (702) 369-2666 Email: tfell@gordonsilver.com Total Assets: $2.70 million Total Liabilities: $2.56 million The petition was signed by Michael Krein, manager. A list of the Debtor's eight largest unsecured creditors is available for free at http://bankrupt.com/misc/nvb14-11154.pdf LANE AWARD: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: Lane Award Manufacturing, Inc. 1118 South Central Avenue Phoenix, AZ 85004-2786 Case No.: 14-02267 Chapter 11 Petition Date: February 25, 2014 Court: United States Bankruptcy Court District of Arizona (Phoenix) Judge: Hon. George B. Nielsen Jr. Debtor's Counsel: Allan D. Newdelman, Esq. ALLAN D. NEWDELMAN PC 80 E. Columbus Ave. Phoenix, AZ 85012 Tel: 602-264-4550 Fax: 602-277-0144 Email: anewdelman@adnlaw.net Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Mack Gleekel and John Luvisi, president and CEO. The Debtor did not file a list of its largest unsecured creditors when it filed the petition. LEHMAN BROTHERS: To Make Fifth Payment to Creditors April 3 ----------------------------------------------------------- Lehman Brothers Holdings Inc. said it will make a fifth payment to creditors under its $65 billion payout plan on April 3. The company, which has already paid half of the $65 billion it aims to pay by 2016 or so, did not disclose how much creditors will be paid in the fifth distribution. In order to receive payment, creditors have to submit documents, including an Internal Revenue Service tax form and certification pertaining to Office of Foreign Assets Control compliance, by March 7. Lehman won't recognize any transfer of claims recorded on the claims register after February 23. In its initial distribution on April 17, 2012, Lehman paid $22.5 billion to creditors. Its creditors received $10.208 billion while creditors of its commercial paper unit received $3.235 billion. On October 1, 2012, Lehman paid another $10.2 billion, of which more than $6.75 billion was paid to its creditors while more than $2.51 billion went to creditors of the commercial paper unit. In its third distribution on April 4, 2013, Lehman paid more than $14 billion. On October 3, 2013, the company paid another $15.6 billion, of which about $11.1 billion went to third-party creditors and non-controlled affiliates. Lehman's payout plan, which treats creditors of its subsidiaries better than its own creditors, was confirmed by the U.S. Bankruptcy Court for the Southern District of New York in December 2011. On March 6, 2012, the company officially emerged from bankruptcy protection. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 08-13555) on Sept. 15, 2008. Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Lehman made its first payment of $22.5 billion to creditors in April 2012, a second payment of $10.2 billion on Oct. 1, 2012, and a third distribution of $14.2 billion on April 4, 2013. The brokerage is yet to make a first distribution to non-customers, although customers are being paid in full. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). LEHMAN BROTHERS: Court Approves Freddie Mac Deal ------------------------------------------------ Lehman Brothers Holdings Inc. won court approval of a deal it made with the Federal Home Loan Mortgage Corp. ("Freddie Mac") to settle the mortgage agency's $1.2 billion. The settlement will free up millions of dollars which will be available for distribution to Lehman's creditors. Prior to the deal, the company had to set aside $1.2 billion to cover Freddie Mac's claim. Under the deal, Lehman will make a one-time cash payment of $767 million to Freddie Mac. The settlement requires the mortgage agency to turn over documents Lehman can use to pursue claims against third parties for alleged misrepresentations in connection with the company's residential mortgage loan business. Attorney for Lehman, Alfredo Perez, Esq., at Weil Gotshal & Manges LLP, in New York, said the company expects to get "substantial recoveries" from those claims. Bill Rochelle, the bankruptcy columnist for Bloomberg News, pointed out that Lehman also said the settlement resolves two of the largest outstanding claims. A full-text copy of the settlement agreement is available without charge at http://is.gd/QD70Ps Freddie Mac's claim stemmed from two loans it extended to Lehman prior to the company's bankruptcy filing in 2008. Freddie Mac was claiming $1.2 billion as a priority claim to be paid in full on account of loans made in August 2008, Mr. Rochelle pointed out. The other claim, for $961 million, related to faulty mortgages, Mr. Rochelle said. Lehman wanted the claim classified as general unsecured to release the $1.2 billion cash reserve but the mortgage agency argued that its claim should get priority status and be placed ahead of other claims filed in the company's bankruptcy case. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 08-13555) on Sept. 15, 2008. Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Lehman made its first payment of $22.5 billion to creditors in April 2012, a second payment of $10.2 billion on Oct. 1, 2012, and a third distribution of $14.2 billion on April 4, 2013. The brokerage is yet to make a first distribution to non-customers, although customers are being paid in full. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). LEHMAN BROTHERS: To Establish $44MM Reserve for Stonehill Claims ---------------------------------------------------------------- Lehman Brothers Holdings Inc. has filed a motion seeking approval from the U.S. Bankruptcy Court for the Southern District of New York to set aside $44 million to cover the claims of Stonehill Offshore Partners Ltd. and Stonehill Institutional Partners, L.P. The companies each filed 20 claims against the Lehman estates in September 2009. Together, the face amount of the 40 claims aggregates more than $875 million. Lehman said the claims assert "exact same liabilities" asserted in claims filed by Stonehill against the company's brokerage arm in January 2009, which seek, among other things, payment for damages related to foreign currency trades or trades that the brokerage allegedly did not settle. Stonehill received distributions of cash and securities on account of its claims against the brokerage after it filed the duplicate claims, according to Lehman. The Court will hold a hearing on March 6 to consider approval of the cash reserve. Objections were due by Feb. 27. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 08-13555) on Sept. 15, 2008. Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Lehman made its first payment of $22.5 billion to creditors in April 2012, a second payment of $10.2 billion on Oct. 1, 2012, and a third distribution of $14.2 billion on April 4, 2013. The brokerage is yet to make a first distribution to non-customers, although customers are being paid in full. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). LEHMAN BROTHERS: 16 Avoidance Suits Remain Stayed Thru May 20 ------------------------------------------------------------- Lehman Brothers Holdings Inc. obtained a court order extending the stay on 16 lawsuits involving avoidance claims. The stay was extended to the later of May 20 or 30 days after the U.S. Bankruptcy Court in Manhattan issues a scheduling order governing the avoidance action filed by Lehman's special financing unit against Bank of America N.A. and several other companies. The bankruptcy court allows Lehman and the defendants in the BofA case and in 15 other lawsuits to meet and confer during the period Feb. 19 to March 19 to discuss the proposed scheduling order. The proposed scheduling order will be addressed at the omnibus hearing in May. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 08-13555) on Sept. 15, 2008. Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Lehman made its first payment of $22.5 billion to creditors in April 2012, a second payment of $10.2 billion on Oct. 1, 2012, and a third distribution of $14.2 billion on April 4, 2013. The brokerage is yet to make a first distribution to non-customers, although customers are being paid in full. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). LEHMAN BROTHERS: Seeks Approval of Settlement With IRS ------------------------------------------------------ Lehman Brothers Holdings Inc. seeks court approval of a settlement framework, which it said, will "significantly accelerate the determination of the final prepetition tax liability" of the company and the affiliated group with which it filed consolidated federal income tax returns. The company has had certain disputes with the Internal Revenue Service regarding its consolidated federal income tax returns for the 1997 through 2008 taxable years. Since Sept. 15, 2008, the U.S. Bankruptcy Court in Manhattan has approved settlements between the company and the IRS of 43 disputed issues from the pre-bankruptcy period, representing $2.9 billion in taxes and penalties. One issue, which involves adjustments relating to certain stock lending transactions executed in 1999 through 2004 between Lehman's brokerage arm and Lehman Brothers International (Europe) plc, could not be resolved in the IRS administrative process. In connection with these stock lending transactions, the IRS disallowed certain foreign tax credits claimed by Lehman, reduced taxable income in an amount equal to the disallowed stock loan foreign tax credits, and asserted related penalties. The tax and penalties in dispute total more than $382 million excluding interest. The tax and penalties for the 1999 and 2000 tax years were assessed by the IRS, paid by Lehman, and are currently pending in a refund lawsuit before the U.S. District Court for the Southern District of New York. The tax and penalties for the 2001 through 2004 tax years have gone through the IRS administrative process and are included in the amended claims filed by the agency against Lehman's estates, but these years are not part of the litigation. "Absent the settlement framework, at least four distinct and complex issues will need to be determined to resolve the stock loan issue," said Garrett Fail, Esq., at Weil Gotshal & Manges LLP, in New York. Pursuant to the settlement framework, which will apply to both the lawsuit and the stock loan adjustments for the 2001 through 2004 tax years, the IRS will concede three of the four issues, including the asserted penalties. In exchange, Lehman will concede 52.5% of the foreign tax credits in each of the 1999 through 2004 taxable years. The remaining legal issue, which can be resolved with briefing and limited testimony, would be adjudicated by the district court and determine whether Lehman is entitled to the 47.5% of foreign tax credits remaining in each of the 1999 through 2004 taxable years, according to court filings. A court hearing to consider approval of the settlement framework was scheduled for Feb. 27. Objections were due by Feb. 24. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 08-13555) on Sept. 15, 2008. Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Lehman made its first payment of $22.5 billion to creditors in April 2012, a second payment of $10.2 billion on Oct. 1, 2012, and a third distribution of $14.2 billion on April 4, 2013. The brokerage is yet to make a first distribution to non-customers, although customers are being paid in full. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). LEHMAN BROTHERS: Files 51st Status Report on Claims Settlement -------------------------------------------------------------- Weil Gotshal & Manges LLP, Lehman Brothers' legal counsel, filed a status report on the settlement of claims it negotiated through the so-called alternative dispute resolution process. The report noted that since the filing of the 50th status report, Lehman has served two additional ADR notices, bringing the total number of notices served to 451. The company also reached settlements with counterparties in 11 ADR matters, none as a result of mediation. Upon closing of those settlements, the company will recover a total of $2,187,742,822. Settlements have now been reached in 314 ADR matters involving 413 counterparties. As of Feb. 19, 2013, 132 of the 143 ADR matters that reached the mediation stage and concluded were settled through mediation. Only 11 mediations were terminated without settlement. Eighteen more mediations are scheduled to be conducted for the period Feb. 21 to May 21, 2014. 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). LEVEL 3: V. Prem Watsa No Longer a Shareholder ---------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, V. Prem Watsa and its affiliates disclosed that as of Dec. 31, 2013, they ceased to be the beneficial owner of any shares of common stock of Level 3 Communications, Inc. The reporting persons previously disclosed beneficial ownership of 15,708,872 shares as of Dec. 31, 2012. A copy of the regulatory filing is available for free at http://is.gd/j7gdR4 About Level 3 Communications Headquartered in Broomfield, Colorado, Level 3 Communications, Inc., is a publicly traded international communications company with one of the world's largest communications and Internet backbones. For the nine months ended Sept. 30, 2013, the Company reported a net loss of $123 million on $4.71 billion of revenue as compared with a net loss of $366 million on $4.76 million of revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2013, showed $12.85 billion in total assets, $11.70 billion in total liabilities and $1.14 billion in total stockholders' equity. * * * In October 2013, Fitch Ratings affirmed the 'B' Issuer Default Ratings (IDRs) assigned to Level 3. As reported by the TCR on June 5, 2013, Standard & Poor's Ratings Services raised its corporate credit rating on Broomfield, Colo.- based global telecommunications provider Level 3 Communications Inc. to 'B' from 'B-'. "The upgrade reflects improved debt leverage, initially from the acquisition of the lower-leveraged Global Crossing in October 2011, and subsequently from realization of the bulk of what the company expects to eventually be $300 million of annual operating synergies," said Standard & Poor's credit analyst Richard Siderman. MBA WASTE SERVICES: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Debtor: MBA Waste Services, LLC dba Big John's Portables PO Box 725 Acworth, GA 30101 Case No.: 14-53669 Chapter 11 Petition Date: February 25, 2014 Court: United States Bankruptcy Court Northern District of Georgia (Atlanta) Debtor's Counsel: Ian M Falcone, Esq. THE FALCONE LAW FIRM PC 363 Lawrence Street Marietta, GA 30060 Tel: (770) 426-9359 Email: attorneys@falconefirm.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Ken Mitchell, manager. The Debtor did not file a list of its largest unsecured creditors when it filed the petition. MEDIA GENERAL: James Dondero Stake at 9.9% as of Dec. 31 -------------------------------------------------------- In a Schedule 13G filed with the U.S. Securities and Exchange Commission, James D. Dondero and his affiliates disclosed that as of Dec. 31, 2013, they beneficially owned 8,715,530 shares of Class A Common Stock of Media General, Inc., representing 9.9 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/5SKdfT About Media General Richmond, Virginia-based Media General Inc. (NYSE: MEG) -- http://www.mediageneral.com/-- is an independent communications company with interests in newspapers, television stations and interactive media in the United States. Media General, Inc., closed on its business combination with New Young Broadcasting Holding Co., Inc., on Nov. 12, 2013. The Company's balance sheet at Sept. 30, 2013, showed $749.87 million in total assets, $967.06 million in total liabilities, and a $217.18 million in total stockholders' deficit. * * * As reported by the Troubled Company Report on July 10, 2013, Moody's Investors Service upgraded Media General, Inc.'s Corporate Family Rating to B1 from Caa1 reflecting the marked improvement in credit metrics pro forma for the pending stock merger with New Young Broadcasting Holding Co., Inc. In the July 12, 2013, edition of the TCR, Standard & Poor's Ratings Services raised its corporate credit rating on Richmond, Va.-based local TV broadcaster Media General Inc. to 'B+' from 'B'. "The rating action reflects the improvement in discretionary cash flow from the refinancing and our expectation that trailing- eight-quarter leverage will remain at 6x or below over the intermediate term," said Standard & Poor's credit analyst Daniel Haines. MEDIA GENERAL: Rich Barrera Stake at 5.3% as of Dec. 31 ------------------------------------------------------- In a Schedule 13G filed with the U.S. Securities and Exchange Commission, Rich Barrera and Roystone Capital Management LP disclosed that as of Dec. 31, 2013, they beneficially owned 4,670,103 shares of common stock of Media General, Inc., representing 5.33 percent of the shares outstanding. A copy of the regulatory filing is available at http://is.gd/kuirjD About Media General Richmond, Virginia-based Media General Inc. (NYSE: MEG) -- http://www.mediageneral.com/-- is an independent communications company with interests in newspapers, television stations and interactive media in the United States. Media General, Inc., closed on its business combination with New Young Broadcasting Holding Co., Inc., on Nov. 12, 2013. The Company's balance sheet at Sept. 30, 2013, showed $749.87 million in total assets, $967.06 million in total liabilities, and a $217.18 million in total stockholders' deficit. * * * As reported by the Troubled Company Report on July 10, 2013, Moody's Investors Service upgraded Media General, Inc.'s Corporate Family Rating to B1 from Caa1 reflecting the marked improvement in credit metrics pro forma for the pending stock merger with New Young Broadcasting Holding Co., Inc. In the July 12, 2013, edition of the TCR, Standard & Poor's Ratings Services raised its corporate credit rating on Richmond, Va.-based local TV broadcaster Media General Inc. to 'B+' from 'B'. "The rating action reflects the improvement in discretionary cash flow from the refinancing and our expectation that trailing- eight-quarter leverage will remain at 6x or below over the intermediate term," said Standard & Poor's credit analyst Daniel Haines. MENDOCINO COAST RECREATION: Suit Against UHC, et al. Dismissed -------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of California approved a compromise among the Mendocino Coast Health Care District, UHC of California, The Bank of New York Mellon Trust Company, N.A., as trustee, and the Office of Statewide Health Planning and Development of the State of California, pursuant to Rule 9019 of the Federal Rules of Bankruptcy Procedure and Bankruptcy Local Rule 9014-1. Pursuant to the agreement, among other things: 1. the Debtor is authorized to file a stipulation for dismissal of the adversary proceeding at the time set forth in the settlement agreement; 2. the trustee is directed to remit to the District $115,451 and any other funds held by the trustee under the Original Indenture of Trust less the unpaid reasonable charges and expenses of the Trustee due thereunder as of the closing date. The Debtor, in its motion for entry by default of order approving compromise, stated that there have been no objections to the relief requested. The deadline to respond or object to the motion was Jan. 13, 2014. In its motion filed Dec. 23, 2013, the Debtor noted that on Feb. 19, 2013, the Debtor filed a complaint to determine validity and extent of liens against UHC and OSHPD. In the adversary proceeding, the Debtor contends, and UHC disputes, that certain Old Notes and related agreements did not grant a lien or security interest in favor of UHC, nor did such notes pledge an interest in any special revenues of the Debtor. UHC and OSHPD each filed answers in the Adversary Proceeding. Under the Settlement, the Debtor will restructure the prepetition 2011 HIT/EHR Taxable Promissory Notes payable to UHC with existing maturities of Dec. 1, 2014, 2015, and 2016, respectively. The trustee is the indenture trustee for the Old Notes under that certain Indenture of Trust dated as of Dec. 1, 2011. The aggregate principal amount outstanding under the Old Notes is $2,500,000, and they each bear interest at an annual rate of 3.75 percent. The Old Notes will be restructured into a new, single note with a maturity of 10 years following the date of its execution by the Debtor (closing date). The Restructured Note will have a reduced principal amount of $2,100,000 and will bear interest at a reduced annual rate of 3.25 percent. As a settlement of certain issues raised in the adversary proceeding, the Restructured Note will be secured by a junior lien on certain assets of the Debtor that are currently pledged to secure certain obligations to OSHPD pursuant to an Amended and Restated Regulatory Agreement dated as of July 1, 2010, between the Debtor and OSHPD. The Restructured Note will be payable in equal, annual installments of principal and interest over 10 years following the closing date of the settlement. OSHPD has agreed to the Debtor's issuance of the Restructured Note and to the grant of a junior security interest to secure repayment of the Restructured Note. To specify the rights of UHC and OSHPD to the collateral that will secure the Restructured Note, UHC and OSHPD also entered into an Intercreditor Agreement. The Settlement contemplates that the trustee will be discharged and the Indenture terminated, and that the Parties will exchange mutual, general releases. About Mendocino Coast Recreation Fort Bragg, California-based Mendocino Coast Recreation and Park District filed for Chapter 9 protection (Bankr. N.D. Calif. Case No. 11-14625) on Dec. 9, 2011. Douglas B. Provencher, Esq., at Law Offices of Provencher and Flatt, represents the Debtor. The Debtor estimated assets as $10 million to $50 million and debts at $1 million to $10 million. The petition was signed by James C. Hurst, executive director. Westamerica Bank objected to the petition on the ground that the District failed to meet the Chapter 9 eligibility requirements in Section 109(c)(5)(B) of the Bankruptcy Code. The Bankruptcy Court overruled the Bank's objection. MERRIMACK PHARMACEUTICALS: Board OKs $645,000 Executive Bonuses --------------------------------------------------------------- The Organization and Compensation Committee of the Board of Directors of Merrimack Pharmaceuticals, Inc., approved the 2013 annual cash bonus awards for each named executive officer pursuant to the Company's annual cash bonus program: 2013 Base 2013 Actual Name Salary Cash Bonus ---- --------- ----------- Robert J. Mulroy $520,000 $187,778 President and Chief Executive Officer William A. Sullivan $289,831 $101,441 Chief Financial Officer and Treasurer William M. McClements $346,762 $121,367 SVP of Corporate Operations Ulrik B. Nielsen $371,219 $129,927 Senior Vice President and Chief Scientific Officer Edward J. Stewart $309,975 $104,491 Senior Vice President and President, Merrimack Healthcare Solutions The Compensation Committee also established 2014 base salaries, effective April 1, 2014: Name 2014 Base Salary ------------- ---------------- Robert J. Mulroy $530,400 William A. Sullivan $295,628 William M. McClements $353,697 Ulrik B. Nielsen $389,780 Edward J. Stewart $316,175 A full-text copy of the Form 8-K as filed with the U.S. Securities and Exchange Commission is available for free at: http://is.gd/Kwv50e About Merrimack Cambridge, Mass.-based Merrimack Pharmaceuticals, Inc., a biopharmaceutical company discovering, developing and preparing to commercialize innovative medicines consisting of novel therapeutics paired with companion diagnostics. The Company's initial focus is in the field of oncology. The Company has five programs in clinical development. In it most advanced program, the Company is conducting a pivotal Phase 3 clinical trial. Merrimack Pharmaceuticals reported a net loss of $91.75 million in 2012, a net loss of $79.67 million in 2011 and a net loss of $50.15 million in 2010. The Company's balance sheet at Sept. 30, 2013, showed $224.24 million in total assets, $240.87 million in total liabilities, $374,000 in noncontrolling interest, and a $16.26 million total stockholders' deficit. MERRIMACK PHARMACEUTICALS: FMR LLC Stake at 15% as of Feb. 13 ------------------------------------------------------------- FMR LLC and Edward C. Johnson 3d disclosed in an amended Schedule 13G filed with the U.S. Securities and Exchange Commission on Feb. 13, 2014, that they beneficially owned 15,352,128 shares of common stock of Merrimack Pharmaceuticals representing 15 percent of the shares outstanding. The reporting persons previously owned 15,935,258 common shares as of Nov. 9, 2012. A copy of the regulatory filing is available for free at http://is.gd/xty4jC About Merrimack Cambridge, Mass.-based Merrimack Pharmaceuticals, Inc., a biopharmaceutical company discovering, developing and preparing to commercialize innovative medicines consisting of novel therapeutics paired with companion diagnostics. The Company's initial focus is in the field of oncology. The Company has five programs in clinical development. In it most advanced program, the Company is conducting a pivotal Phase 3 clinical trial. Merrimack Pharmaceuticals reported a net loss of $91.75 million in 2012, a net loss of $79.67 million in 2011 and a $50.15 million net loss in 2010. The Company's balance sheet at Sept. 30, 2013, showed $224.24 million in total assets, $240.87 million in total liabilities, $374,000 in noncontrolling interest, and a $16.26 million total stockholders' deficit. MGM RESORTS: Paulson & Co. Stake at 5.8% as of Dec. 31 ------------------------------------------------------ In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Paulson & Co. Inc. disclosed that as of Dec. 31, 2013, it beneficially owned 28,790,500 shares of common stock of MGM Resorts International representing 5.87 percent of the shares outstanding. Paulson & Co. previously owned 37,417,600 common shares as of Dec. 31, 2011. A copy of the regulatory filing is available for free at http://is.gd/oBO2PH About MGM Resorts MGM Resorts International (NYSE: MGM) -- http://www.mgmresorts.com/-- has significant holdings in gaming, hospitality and entertainment, owns and operates 15 properties located in Nevada, Mississippi and Michigan, and has 50 percent investments in four other properties in Nevada, Illinois and Macau. MGM Resorts reported a net loss attributable to the Company of $1.76 billion in 2012 as compared with net income attributable to the Company of $3.11 billion in 2011. As of Sept. 30, 2013, the Company had $25.65 billion in total assets, $17.83 billion in total liabilities and $7.82 billion in total stockholders' equity. Bankruptcy Warning "We have a significant amount of indebtedness maturing in 2015 and thereafter. Our ability to timely refinance and replace such indebtedness will depend upon the foregoing as well as on continued and sustained improvements in financial markets. If we are unable to refinance our indebtedness on a timely basis, we might be forced to seek alternate forms of financing, dispose of certain assets or minimize capital expenditures and other investments. There is no assurance that any of these alternatives would be available to us, if at all, on satisfactory terms, on terms that would not be disadvantageous to us, or on terms that would not require us to breach the terms and conditions of our existing or future debt agreements." "Our ability to comply with these provisions may be affected by events beyond our control. The breach of any such covenants or obligations not otherwise waived or cured could result in a default under the applicable debt obligations and could trigger acceleration of those obligations, which in turn could trigger cross defaults under other agreements governing our long-term indebtedness. Any default under our senior credit facility or the indentures governing our other debt could adversely affect our growth, our financial condition, our results of operations and our ability to make payments on our debt, and could force us to seek protection under the bankruptcy laws," the Company said in its annual report for the year ended Dec. 31, 2012. * * * As reported by the TCR on Nov. 14, 2011, Standard & Poor's Ratings Services raised its corporate credit rating on MGM Resorts International to 'B-' from 'CCC+'. In March 2012, S&P revised the outlook to positive from stable. "The revision of our rating outlook to positive reflects strong performance in 2011 and our expectation that MGM will continue to benefit from the improving performance trends on the Las Vegas Strip," S&P said. In March 2012, Moody's Investors Service affirmed its B2 corporate family rating and probability of default rating. The affirmation of MGM's B2 Corporate Family Rating reflects Moody's view that positive lodging trends in Las Vegas will continue through 2012 which will help improve MGM's leverage and coverage metrics, albeit modestly. Additionally, the company's declaration of a $400 million dividend ($204 million to MGM) from its 51% owned Macau joint venture due to be paid shortly will also improve the company's liquidity profile. The ratings also consider MGM's recent bank amendment that resulted in about 50% of its $3.5 billion senior credit facility being extended one year from 2014 to 2015. As reported by the TCR on Oct. 15, 2012, Fitch Ratings has affirmed MGM Resorts International's (MGM) Issuer Default Rating (IDR) at 'B-' and MGM Grand Paradise, S.A.'s (MGM Grand Paradise) IDR at 'B+'. MI PUEBLO: Wants Perkins Coie to Handle Financing Transactions -------------------------------------------------------------- Mi Pueblo San Jose, Inc., asks the U.S. Bankruptcy Court for the Northern District of California to expand the scope of employment of Perkins Coie LLP as special counsel to include transactional representation in connection with the Debtor's financing transactions with potential investors and lenders, including but not limited to Victory Park Capital Advisors, LLC and Victory Park Management, LLC. As reported in the Troubled Company Reporter on Sept. 18, 2013, the Debtor obtained bankruptcy court approval to employ Perkins Coie as special counsel. As reported in the TCR on Aug. 27, 2013, the Debtor needs the firm to, among other things, provide these services: a. provide advice and representation in various intellectual property and intellectual property litigation matters, including but not limited to THF Equities, LP and Bay Valley Foods, LLC v. Mi Pueblo San Jose, Inc., United States Patent and Trademark Office, Trademark Trial and Appeal Board Proceeding Nos. 91202185, 91202569, and 92054486; Mi Pueblo San Jose, Inc. v. THF Equities, LP and Bay Valley Foods, LLC, United States Patent and Trademark Office, Trademark Trial and Appeal Board Proceeding Nos. 92052561 and 92055015; and b. provide legal services, advice, representation and related services in connection with such other matters as the Debtor may from time to time request. Perkins Coie was to be employed on these terms: a. Approval of attorneys' fees and costs to be paid to Special Counsel by Mi Pueblo will be subject to one or more duly noticed fee applications to be approved by the Court. b. It is anticipated that these attorneys and paralegals will be primarily utilized by Special Counsel in rendering services to Mi Pueblo at the following hourly rates: Attorney Name Attorney Hourly Rate ------------- -------------------- Christopher Kao $710.00 Jeffrey A. Nelson $455.00 About Mi Pueblo San Jose Mi Pueblo San Jose, Inc., filed a Chapter 11 petition (Bankr. N.D. Calif. Case No. 13-53893) in San Jose, California, on July 22, 2013. An affiliate, Cha Cha Enterprises, LLC, sought Chapter 11 protection (Case No. 13-53894) on the same day. The cases are not jointly administered. In its amended schedules, Mi Pueblo disclosed $61,577,296 in assets and $68,735,285 in liabilities as of the Petition Date. Heinz Binder, Esq., at Binder & Malter, LLP, is the Debtor's general reorganization counsel. The Law Offices of Wm. Thomas Lewis, sometimes doing business as Robertson & Lewis, is the Debtor's special counsel. Avant Advisory Partners, LLC serves as its financial advisors. Bustamante & Gagliasso, P.C. serves as its special counsel. The U.S. Trustee appointed seven members to the Official Committee of Unsecured Creditors. Protiviti Inc. serves as financial advisor. Stutman, Treister & Glatt P.C. serves as counsel to the Committee. MICROVISION INC: Crede CG Stake at 9.9% as of Dec. 31 ----------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Crede CG III, Ltd., and its affiliates disclosed that as of Dec. 31, 2013, they beneficially owned 3,523,667 shares of common stock of Microvision Inc. representing 9.9 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/ZKahO9 About Microvision Inc. Headquartered in Redmond, Washington, MicroVision, Inc. (NASDAQ: MVIS) is the creator of PicoP(R) display technology, an ultra- miniature laser projection solution for mobile consumer electronics, automotive head-up displays and other applications. Microvision incurred a net loss of $22.69 million in 2012 following a net loss of $35.80 million in 2011. The Company's balance sheet at Sept. 30, 2013, showed $12.01 million in total assets, $12.20 million in total liabilities and a $190,000 total shareholders' deficit. Moss Adams LLP, in Seattle, Washington, 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 net capital deficiency that raise substantial doubt about its ability to continue as a going concern. MOMENTIVE SPECIALTY: Director Resigns, New Director Appointed ------------------------------------------------------------- Jordan Zaken resigned from the Board of Directors of Momentive Specialty Chemicals Inc. on Feb. 11, 2014. The Board of Directors of Momentive Specialty Chemicals Inc. increased the size of its board from six to seven members, in accordance with its by-laws, and Scott M. Kleinman was elected a director. Mr. Kleinman has been appointed to the Company's Compensation Committee. He will receive the same compensation as is currently paid to other non-employee directors. There are no transactions between the Company and Mr. Kleinman which are reportable under Item 404(a) of Regulation S-K of the Securities Exchange Act of 1934. About Momentive Specialty Momentive Specialty Chemicals, Inc., headquartered in Columbus, Ohio, is a leading producer of thermoset resins (epoxy, formaldehyde and acrylic). The company is also a supplier of specialty resins for inks and specialty coatings sold to a diverse customer base as well as a producer of commodities such as formaldehyde, bisphenol A, epichlorohydrin, versatic acid and related derivatives. Momentive Specialty posted net income of $324 million in 2012 and net income of $118 million in 2011. The Company's balance sheet at Sept. 30, 2013, showed $3.48 billion in total assets, $5.09 billion in total liabilities and a $1.61 billion total deficit. * * * Momentive Specialty carries a 'B-' issuer credit rating from Standard & Poor's Ratings Services. It has 'B3' corporate family and probability of default ratings from Moody's Investors Service. As reported in the Oct. 27, 2010 edition of TCR, Moody's Investors Service assigned a 'Caa1' rating to the guaranteed senior secured second lien notes due 2020 of Momentive Specialty (formerly known as Hexion Specialty Chemicals Inc.). Proceeds from the notes were allocated for the repayment of $533 million of guaranteed senior secured second lien notes due 2014. "With this refinancing Hexion will have refinanced or extended the maturities on the vast majority of the debt that was originally slated to mature prior to 2015. There is less than $600 million of this debt remaining, which should be much easier to for the company to refinance as its credit metrics improve further," stated John Rogers, Senior Vice President at Moody's. MORGANS HOTEL: Long Pond No Longer a Shareholder ------------------------------------------------ In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Long Pond Capital, LP, Long Pond Capital GP, LLC and John Khoury disclosed that as of Dec. 31, 2013, they no longer owned any shares of common stock of Morgans Hotel Group Co. The reporting persons previously disclosed beneficial ownership of 1,969,989 shares as of Dec. 31, 2012. A copy of the regulatory filing is available for free at http://is.gd/USW4pz About Morgans Hotel Group Based in New York, Morgans Hotel Group Co. (Nasdaq: MHGC) -- http://www.morganshotelgroup.com/-- is widely credited as the creator of the first "boutique" hotel and a continuing leader of the hotel industry's boutique sector. Morgans Hotel Group operates and owns, or has an ownership interest in, Morgans, Royalton and Hudson in New York, Delano and Shore Club in South Beach, Mondrian in Los Angeles and South Beach, Clift in San Francisco, Ames in Boston, and Sanderson and St Martins Lane in London. Morgans Hotel Group and an equity partner also own the Hard Rock Hotel & Casino in Las Vegas and related assets. Morgans Hotel Group also manages hotels in Isla Verde, Puerto Rico and Playa del Carmen, Mexico. Morgans Hotel Group has other property transactions in various stages of completion, including projects in SoHo, New York and Palm Springs, California. The Company incurred a net loss attributable to common stockholders of $66.81 million in 2012, a net loss attributable to common stockholders of $95.34 million in 2011, and a net loss attributable to common stockholders of $89.96 million in 2010. The Company's balance sheet at Sept. 30, 2013, showed $572.83 million in total assets, $745.70 million in total liabilities, $6.31 million in redeemable noncontrolling interest and $179.18 million total deficit. MOUNTAIN PROVINCE: Amends 2012 Annual Report to Add Exhibit ----------------------------------------------------------- Mountain Province Diamonds Inc. has amended its annual report on Form 20-F/A for the year ended Dec. 31, 2012, originally filed with the Commission on April 1, 2013, for the sole purpose of adding Exhibit 4.14: Amended and Restated Joint Venture Agreement among Mountain Province Diamonds Inc. and Camphor Ventures Inc. and De Beers Canada Inc. A copy of the Exhibit is available for free at http://is.gd/ogp0LG About Mountain Province Diamonds Headquartered in Toronto, Canada, Mountain Province Diamonds Inc. (TSX: MPV, NYSE AMEX: MDM) -- http://www.mountainprovince.com/-- is a Canadian resource company in the process of permitting and developing a diamond deposit known as the "Gahcho Kue Project" located in the Northwest Territories of Canada. The Company's primary asset is its 49 percent interest in the Gahcho Kue Project. Mountain Province disclosed a net loss of C$3.33 million for the year ended Dec. 31, 2012, a net loss of C$11.53 million in 2011, and a net loss of C$14.53 million in 2010. The Company's balance sheet at Sept. 30, 2013, showed C$81.07 million in total assets, C$12.42 million in total liabilities and C$68.64 million in total shareholders' equity. NATIONAL ENVELOPE: Unisource Worldwide Agrees to Setoff Claim ------------------------------------------------------------- NE Opco, Inc., et al., ask the U.S. Bankruptcy Court for the District of Delaware to approve a stipulation among Debtors NE Opco, Inc. and NEV Credit Holdings, Inc., HRV NE, LLC (Hilco), and Unisource Worldwide, Inc., concerning setoff and related issues. Unisource and the Debtors had a long-standing trade relationship whereby Unisource and the Debtors bought products from and sold products to each other. During the 90-day period prior to the Petition Date, Unisource owed the Debtors sums in excess of the sums owed by the Debtors to Unisource, and no insufficiency existed as such term is used in Section 553(b) of the Bankruptcy Code. Unisource and Debtors continued to transact business with each other subsequent to the Petition Date. Unisource filed an objection to the Debtor's motion to sell substantially all of its assets. On Sept. 12, 2013, the Bankruptcy Court entered an order, among other things, authorizing Hilco to acquire all of the Debtors' receivables outstanding pursuant to the Hilco APA as of the closing date of such transaction, including the amounts owed by Unisource to Debtors as of the closing after application of Unisource's prepetition setoffs. Pursuant to the stipulation, among other things: 1. As of the closing, Unisource owed the Debtors the sum of $379,774. The Debtors and Hilco acknowledge and agree that Unisource owed no additional amounts to the Debtors as of the closing. 2. As of the closing, the Debtors owed Unisource the sum of $237,192. Unisource acknowledges and agrees that the Debtors owed no additional amounts to Unisource as of the closing. 3. Unisource is entitled to a prepetition setoff in the amount of the Unisource payable against the Unisource receivable. 4. The net amount owed by Unisource to the Debtors as of the Closing, after such payoff, is $142,581. 5. Unisource agrees to remit payment of the net sum to Hilco, by wire, in accordance with directions received from Hilco. 6. Unisource agrees that Unisource is forever barred and prohibited from pursuing, and will not have, any claims, against the Debtors. About NE OPCO, Inc. National Envelope is the largest privately-held manufacturer of envelopes in North America. Headquartered in Frisco, Texas, National Envelope has eight plants and 15 percent of the envelope market. Revenue of $427 million in 2012 resulted in a $60.1 million net loss, continuing an unbroken string of losses since 2007. NE OPCO, Inc., doing business as National Envelope, along with affiliate NEV Credit Holdings, Inc., filed petitions seeking relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 13-11483) on June 10, 2013. The company disclosed liabilities including $148.4 million in secured debt, with $37.5 million owing on a revolving credit and $15.6 million on a secured term loan. There is a $55.7 million second-lien debt 82 percent held by a Gores Group LLC affiliate. National Envelope, then known as NEC Holdings Corp., first sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 10-11890) on June 10, 2010. The business was bought by Gores Group LLC for $208 million in a bankruptcy sale. National Envelope, through NE OPCO, has returned to bankruptcy to pursue a plan of reorganization or sell the assets as a going concern via 11 U.S.C. Sec. 363. The Debtor plans to facilitate a sale of the business with publicly traded competitor Cenveo Inc. In the new Chapter 11 case, the company has tapped the law firm Richards, Layton & Finger as counsel, PricewaterhouseCoopers LLP as financial adviser, and Epiq Bankruptcy Solutions as claims and notice agent. The Gores Group is represented by Weil, Gotshal and Manges LLP and Lowenstein Landler LLP. Salus Capital Partners, the DIP agent, is represented by Choate, Hall & Stewart LLP and Morris Nichols Arsht & Tunnell LLP. Wells Fargo Capital Finance, LLC, the prepetition senior agent, is represented by Goldberg Kohn Ltd and DLA Piper. The Official Committee of Unsecured Creditors is represented by Pachulski Stang Ziehl & Jones LLP's Laura Davis Jones, Esq., Bradford J. Sandier, Esq., Robert J. Feinstein, Esq., and Peter J. Keane, Esq. Guggenheim Securities, LLC, serves as its investment banker and financial advisor. National Envelope won court approval on July 19, 2013, for a global settlement permitting a sale of the company without objection from the official unsecured creditors' committee. The settlement ensures some recovery for unsecured creditors. The Company also won final approval for $67.5 million in bankruptcy financing being supplied by Salus Capital Partners LLC. Judge Sontchi authorized three buyers to acquire Frisco, Texas- based National Envelope's business for a total of about $70 million. Connecticut-based printer Cenveo Inc. acquired National Envelope's operating assets for $25 million, Hilco Receivables LLC picked up accounts receivable for $25 million and Southern Paper LLC took on its inventory for $15 million. NAVISTAR INTERNATIONAL: Discovery Stake at 6.2% as of Dec. 31 ------------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Discovery Capital Management, LLC, and Robert K. Citrone disclosed that as of Dec. 31, 2013, they beneficially owned 5,051,833 shares of common stock of Navistar International Corporation representing 6.2 percent of the shares outstanding. A copy of the regulatory filing is available for free at: http://is.gd/ZKoIAp About Navistar International Navistar International Corporation (NYSE: NAV) -- http://www.Navistar.com/-- is a holding company whose subsidiaries and affiliates subsidiaries produce International(R) brand commercial and military trucks, MaxxForce(R) brand diesel engines, IC Bus(TM) brand school and commercial buses, Monaco RV brands of recreational vehicles, and Workhorse(R) brand chassis for motor homes and step vans. It also is a private-label designer and manufacturer of diesel engines for the pickup truck, van and SUV markets. The Company also provides truck and diesel engine parts and service. Another affiliate offers financing services. Navistar International reported a net loss attributable to the Company of $898 million for the year ended Oct. 31, 2013, following a net loss attributable to the Company of $3.01 billion for the year ended Oct. 31, 2012. The Company's balance sheet at Oct. 31, 2013, showed $8.31 billion in total assets, $11.91 billion in total liabilities and a $3.60 billion total stockholders' deficit. * * * In the Oct. 9, 2013, edition of the TCR, Moody's Investors Service affirmed the ratings of Navistar International Corporation, including the B3 Corporate Family Rating. The rating reflects Moody's expectation that Navistar's successful incorporation of Cummins engines throughout its product line up will enable the company to regain lost market share, and that progress in addressing component failures in 2010 vintage-engines will significantly reduce warranty expenses. As reported by the TCR on Oct. 9, 2013, Standard & Poor's Ratings Services lowered its long-term corporate credit rating on Illinois-based truckmaker Navistar International Corp. (NAV) to 'CCC+' from 'B-'. "The rating downgrades reflect our increased skepticism regarding NAV's prospects for achieving the market shares it needs for a successful business turnaround," said credit analyst Sol Samson. As reported by the TCR on Jan. 24, 2013, Fitch Ratings has affirmed the Issuer Default Ratings (IDR) for Navistar International Corporation and Navistar Financial Corporation at 'CCC' and removed the Negative Outlook on the ratings. The removal reflects Fitch's view that immediate concerns about liquidity have lessened, although liquidity remains an important rating consideration as NAV implements its selective catalytic reduction (SCR) engine strategy. Other rating concerns are already incorporated in the 'CCC' rating. NAVISTAR INTERNATIONAL: Kenneth Griffin Stake Down to 0.1% ---------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Kenneth Griffin and his affiliates disclosed that as of Dec. 31, 2013, they beneficially owned 88,527 shares of common stock of Navistar International Corporation representing 0.1 percent of the shares outstanding. Mr. Griffin previously reported beneficial ownership of 4,348,428 shares as of Dec. 24, 2012. A copy of the regulatory filing is available at: http://is.gd/0RLT3i About Navistar International Navistar International Corporation (NYSE: NAV) -- http://www.Navistar.com/-- is a holding company whose subsidiaries and affiliates subsidiaries produce International(R) brand commercial and military trucks, MaxxForce(R) brand diesel engines, IC Bus(TM) brand school and commercial buses, Monaco RV brands of recreational vehicles, and Workhorse(R) brand chassis for motor homes and step vans. It also is a private-label designer and manufacturer of diesel engines for the pickup truck, van and SUV markets. The Company also provides truck and diesel engine parts and service. Another affiliate offers financing services. Navistar International reported a net loss attributable to the Company of $898 million for the year ended Oct. 31, 2013, a net loss attributable to the Company of $3.01 billion for the year ended Oct. 31, 2012. The Company's balance sheet at Oct. 31, 2013, showed $8.31 billion in total assets, $11.91 billion in total liabilities and a $3.60 billion total stockholders' deficit. * * * In the Oct. 9, 2013, edition of the TCR, Moody's Investors Service affirmed the ratings of Navistar International Corporation, including the B3 Corporate Family Rating (CFR). The ratings reflect Moody's expectation that Navistar's successful incorporation of Cummins engines throughout its product line up will enable the company to regain lost market share, and that progress in addressing component failures in 2010 vintage-engines will significantly reduce warranty expenses. As reported by the TCR on Oct. 9, 2013, Standard & Poor's Ratings Services lowered its long-term corporate credit rating on Illinois-based truckmaker Navistar International Corp. (NAV) to 'CCC+' from 'B-'. "The rating downgrades reflect our increased skepticism regarding NAV's prospects for achieving the market shares it needs for a successful business turnaround," said credit analyst Sol Samson. As reported by the TCR on Jan. 24, 2013, Fitch Ratings has affirmed the Issuer Default Ratings (IDR) for Navistar International Corporation and Navistar Financial Corporation at 'CCC' and removed the Negative Outlook on the ratings. The removal reflects Fitch's view that immediate concerns about liquidity have lessened, although liquidity remains an important rating consideration as NAV implements its selective catalytic reduction (SCR) engine strategy. Other rating concerns are already incorporated in the 'CCC' rating. NELSON EDUCATION: S&P Lowers CCR to 'CCC-' on Refinancing Risk -------------------------------------------------------------- Standard & Poor's Ratings Services said it lowered its long-term corporate credit rating on Toronto-based Nelson Education Ltd. to 'CCC-' from 'CCC'. The outlook is negative. S&P also lowered its issue-level ratings on the company's first- lien debt to 'CCC-' from 'CCC' and on its second-lien debt to 'C' from 'CC' in conjunction with the downgrade. S&P's recovery ratings on the debt issues are unchanged at '3' and '6', respectively. "We base the downgrade on our view of the company's refinancing risk, with Nelson's senior secured first-lien term loan maturing in July 2014," said Standard & Poor's credit analyst Lori Harris. "Given the deterioration in the company's operating performance, very high leverage, and weak liquidity, we believe Nelson will likely default within the next six months," Ms. Harris added. The ratings on Nelson reflect Standard & Poor's view of the company's "vulnerable" business risk profile and "highly leveraged" financial risk profile. S&P bases its business risk assessment on the company's weak operating performance, lack of geographic diversity given the high proportion of its sales in Ontario, and participation in the challenging educational publishing industry, which is mature and characterized by reduced revenues given lower government funding and increased product alternatives. S&P bases its financial risk assessment on a very aggressive financial policy, including refinancing risk, a highly leveraged capital structure, and weak liquidity. Nelson is one of the largest academic publishers in Canada, with leading market positions in the school segment (Kindergarten-Grade 12) and higher education. The company was formed in 2007 to enable OMERS Private Equity and Apax Partners to purchase the Canadian division of educational publisher Thomson Learning Inc. from Thomson Reuters Corp. The negative outlook reflects S&P's view that Nelson may have a strong incentive to seek restructuring alternatives given its high leverage and weak liquidity, along with S&P's view that the current capital structure is unsustainable. As per S&P's criteria on distressed debt exchanges, it would lower the corporate credit rating on Nelson to 'CC' if the company announces it has launched an exchange offer, and would subsequently lower the rating to 'D' at the completion of the exchange. S&P could also lower the ratings to 'D' should the company pursue formal restructuring proceedings. S&P regards a near-term revision of the outlook to stable as a remote scenario, involving consistent improvement in operating performance, a reduction in leverage, and restoring a healthy margin of compliance with its financial covenant, none of which appears probable. Nelson is a private company and does not release financial information publicly. NEW CENTAUR: S&P Raises 1st Lien Debt Rating to 'BB-' ----------------------------------------------------- Standard & Poor's Ratings Services revised its recovery rating on New Centaur LLC's first-lien credit agreement to '1', indicating S&P's expectation for 90% to 100% recovery for lenders in the event of default, from '2' (70% to 90% recovery expectation). S&P subsequently raised its issue-level rating on this debt to 'BB-' from 'B+', in accordance with its notching criteria. The rating action follows the company's recent repayment of $50 million of its first-lien term loan (part of which was optional), and reflects a lower amount of first-lien debt outstanding at default. The corporate credit rating on New Centaur is 'B' and the outlook is positive. For the corporate credit rating rationale, see the summary analysis on New Centaur, published Feb. 26, 2014, on RatingsDirect. RATINGS LIST New Centaur LLC Corporate Credit Rating B/Positive/-- Upgraded; Recovery Rating Revised To From New Centaur LLC First-lien credit BB- B+ Recovery Rating 1 2 NEW MILLENIUM MANAGEMENT: Exclusivity Terminated; To Have Trustee ----------------------------------------------------------------- Bankruptcy Judge Letitia Z. Paul denied the request of creditor TexHou Investment Group, Ltd., to convert the chapter 11 case of New Millennium Management, L.L.C. to one under Chapter 7 of the Bankruptcy Code, but agreed with the creditor that a Chapter 11 trustee should be appointed to replace management. Judge Paul also denied rejected the request of New Millennium Management for extension of its exclusive periods to file a Chapter 11 Plan and Disclosure Statement. "[T]here is insufficient evidence to support a finding of cause to extend exclusivity. The case is relatively small. Debtor has had sufficient time to negotiate a plan, but has not done so. Debtor has made little progress toward reorganization and has filed inaccurate monthly operating reports. Debtor has not demonstrated reasonable prospects for filing a viable plan. The court concludes that the requested extension of the exclusive period to file a plan should be denied," Judge Paul said. TexHou seeks conversion to Chapter 7, or appointment of a Chapter 11 trustee, based on David Sheller's (the Debtor's sole member) allowing tenants to occupy the Debtor's building at below-market rents, inadequate insurance, and inaccurate schedules. The hearing on the motions of TexHou and the Debtor commenced on Jan. 22, 2014, and concluded on Jan. 30, 2014, 139 days after the date of filing of the bankruptcy petition. The Debtor has not filed a plan of reorganization or a disclosure statement. At the hearing, Mr. Sheller testified that he does not know what a disclosure statement is. A copy of the Court's Feb. 25, 2014 Memorandum Opinion is available at http://is.gd/Cj649Yfrom Leagle.com. New Millennium Management, L.L.C., filed a voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 13-35719-H3-11) on Sept. 13, 2013. Its primary business is the operation of a commercial building located at 810 Waugh, Houston, Texas. Judge Letitia Z. Paul presides over the case. Margaret Maxwell McClure, Esq., at the Law Office Of Margaret M. McClure, serves as the Debtor's counsel. In its petition, the Debtor estimated under $10 million in both assets and debts. The petition was signed by David L. Sheller, managing member. NEWPAGE HOLDINGS: Posts Net Loss of $2 Million in Year-End 2013 --------------------------------------------------------------- NewPage Holdings Inc. on Feb. 26 announced its results of operations for the full year 2013. Net sales for the full year 2013 were $3,054 million compared to $3,131 million for 2012, a decrease of $77 million, or 2 percent. On a year over year basis, net sales were primarily affected by lower sales volume of paper and lower average paper prices, partially offset by improved mix. For the full year, net loss was $(2) million in 2013 compared to net income of $1,258 million in 2012. The decrease was primarily the result of Reorganization items, net, partially offset by improved gross margin. Adjusted EBITDA (earnings before interest, taxes, depreciation and amortization as further adjusted as shown in the attached reconciliation) was $269 million in 2013 compared to $238 million in 2012. The following table details key performance and cost metrics for the full year: Full Year Price per ton of paper $891 $901 Total paper volume ? 000s tons 3,318 3,371 Market-related downtime - 000s tons 69 34 Gross margin % 6.2% 3.7% NewPage closed the year with total liquidity of $400 million, consisting of $317 million of availability under the revolving credit facility and $83 million of available cash and cash equivalents. Cash from operating activities was $116 million during 2013 compared to $3 million during 2012, primarily the result of lower cash requirements for interest and other bankruptcy related activities as a result of emerging from Chapter 11 Proceedings, as well improved gross margins driven by cost reductions. Capital expenditures for 2013 were $75 million compared to $157 million in 2012. Capital expenditures in 2012 included $54 million associated with the purchase of paper machine No. 35, previously under a capital lease pursuant to the Chapter 11 plan. "We were able to offset the impact of lower prices with improvements in productivity and cost saving measures to increase adjusted EBITDA by 13% compared to 2012. Our year over year improvement in Adjusted EBITDA comes at a time when there was a 4.3% decline in North American demand for coated paper according to PPPC," said George F. Martin, president and chief executive officer for NewPage. On February 11, 2014, the company entered into a $750 million senior secured term loan facility to refinance the existing $500 million senior secured exit term loan debt facility and to fund a special distribution to NewPage stockholders and holders of NewPage stock awards, to pay certain transaction costs and for general corporate purposes. The company also announced a new a $350 million ABL facility to replace the existing $350 million revolving credit facility on the same day. The refinancing transactions and the distribution payments are components of the merger announced by the company on January 6, 2014. About NewPage Corp Headquartered in Miamisburg, Ohio, NewPage Corporation was the leading producer of printing and specialty papers in North America, based on production capacity, with $3.6 billion in net sales for the year ended Dec. 31, 2010. NewPage owns paper mills in Kentucky, Maine, Maryland, Michigan, Minnesota, Wisconsin and Nova Scotia, Canada. NewPage Group, NewPage Holding, NewPage, and certain of their U.S. subsidiaries commenced Chapter 11 voluntary cases (Bankr. D. Del. Case Nos. 11-12804 through 11-12817) on Sept. 7, 2011. Its subsidiary, Consolidated Water Power Company, is not a part of the Chapter 11 proceedings. Separately, on Sept. 6, 2011, its Canadian subsidiary, NewPage Port Hawkesbury Corp., brought a motion before the Supreme Court of Nova Scotia to commence proceedings to seek creditor protection under the Companies' Creditors Arrangement Act of Canada. NPPH is under the jurisdiction of the Canadian court and the court- appointed Monitor, Ernst & Young in the CCAA Proceedings. Initial orders were issued by the Supreme Court of Nova Scotia on Sept. 9, 2011 commencing the CCAA Proceedings and approving a settlement and transition agreement transferring certain current assets to NewPage against a settlement payment of $25 million and in exchange for being relieved of all liability associated with NPPH. On Sept. 16, 2011, production ceased at NPPH. NewPage originally engaged Dewey & LeBoeuf LLP as general bankruptcy counsel. In May 2012, Dewey dissolved and commenced its own Chapter 11 case. Dewey's restructuring group led by Martin J. Bienenstock, Esq., Judy G.Z. Liu, Esq., and Philip M. Abelson, Esq., moved to Proskauer Rose LLP. In June, NewPage sought to hire Proskauer as replacement counsel. NewPage is also represented by Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, as co-counsel. Lazard Freres & Co. LLC is the investment banker, and FTI Consulting Inc. is the financial advisor. Kurtzman Carson Consultants LLC is the claims and notice agent. In its balance sheet, NewPage disclosed $3.4 billion in assets and $4.2 billion in total liabilities as of June 30, 2011. The Official Committee of Unsecured Creditors selected Paul Hastings LLP as its bankruptcy counsel and Young Conaway Stargatt & Taylor, LLP to act as its Delaware and conflicts counsel. An affiliate, Newpage Wisconsin System Inc., disclosed $509,180,203 in liabilities in its schedules. NewPage successfully completed its financial restructuring and has officially emerged from Chapter 11 bankruptcy protection pursuant to its Modified Fourth Amended Chapter 11 Plan, confirmed on Dec. 14, 2012, by the U.S. Bankruptcy Court for the District of Delaware in Wilmington. NFC DATA: In Default of Loans Under Play LA Share Purchase Deal --------------------------------------------------------------- Play LA Inc. on Feb. 26 disclosed that it has retained the services of Harney Westwood & Riegels (Harney's) to represent its interests against NFC Data Inc., and NFC Data Inc.'s related parties. NFC Data Inc. is currently in default on loans owed to Play LA and other lenders. The loans are related to the Share Purchase Agreement that NFC Data Inc. signed with Play LA Inc. on December 12, 2012, and subsequently withdrew from, a proposed transaction that would have seen the Company exchange shares and acquire the business and assets of NFC Data Inc. in a deal that valued NFC Data Inc. at $7,500,000. Play LA further notes that this was a unilateral decision made by NFC Data Inc., and that Play LA Inc. fully intended to complete the transaction. Geoff Cairns, CEO of NFC Data Inc., advised Play LA of the withdrawal after entering into agreements with private investors to sell a portion of NFC Data Inc. equity that he stated would value NFC Data Inc. at approximately $25,000,000. About Play LA Inc. Play LA Inc. -- http://www.playlainc.com-- is an international online publishing company that owns and operates a global network of multi-language websites. The Company currently owns and operates 14 websites that reach hundreds of thousands of people across the UK and Europe each month, who are specifically looking for the unique sports news, advice and tournament information published throughout Play LA's websites for the Sports, Casino Games and the Poker industry. About NFC Data, Inc. Headquartered in Tortola, British Virgin Islands, NFC Data, Inc. is a data-centric, security-focused mobile technology and services company. NFC Data's cloud-based & mobile banking application will provide a friction-less change to how consumers and card issuing banks, manage payment cards, payment transactions, and consumer data. NORTH AMERICAN BREWERIES: S&P Removes 'B' CCR From CreditWatch -------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its ratings on Delaware-based North American Breweries Holdings LLC, including its 'B' corporate credit rating and 'B+' senior secured debt rating. S&P removed the ratings from CreditWatch, where it placed them with negative implications on Nov. 22, 2013. The outlook is negative. The recovery rating on the term loan remains '2', indicating S&P's expectation for substantial recovery (70%-90%, although on the low-end of this range) in the event of a default. On Sept. 30, 2013, NAB had about $200 million in total debt outstanding. The affirmation and negative outlook continue to reflect NAB's liquidity position given its weak operating performance, limited financial covenant cushion, and the possibility that NAB could again breach its maintenance financial covenants as covenant levels tighten at year-end 2013 and then further in 2014. This is despite its parent company Cerveceria Costa Rica S.A.'s (CCR; not rated) equity infusion in November 2013, our expectations for somewhat improving operating performance in 2014, and S&P's belief that NAB will remain assessed as "strategically important" to CCR. "We could lower the ratings in the near-term if the company is unable remain in compliance with its financial covenants, or unable to demonstrate a credible plan to improve its liquidity position," said Standard & Poor's credit analyst Jean Stout. "Alternatively, we could consider revising the outlook to stable if the company implements a credible plan to strengthen its liquidity position and restore and sustain covenant cushion levels of at least 10%, possibly through an amendment of its covenant test levels." OHCMC-OSWEGO LLC: Files for Chapter 11 to Sell Assets ----------------------------------------------------- Naperville, Illinois-based OHCMC-Oswego, LLC, filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ill. Case No. 14-05349) in Chicago on Feb. 19, 2014, with plans to sell its assets. The Debtor is an Illinois limited liability company that was formed on July 12, 2005 to, inter alia, acquire, develop and sell a series of real estate developments. The Debtor is wholly owned by Oliver-Hoffman Corporation. The Debtor's principal place of business is located at 3108 S. Rt. 59, Ste. 124-373, Naperville, Illinois. The Debtor was formed to acquire and improve vacant land in order to develop and sell a series of real estate developments. The Debtor owns various unimproved real property located in Kendall County, Illinois that are commonly known as: (a) 139.621 acres of land north of Wooley Road, Oswego, Illinois; (b) parcels of land located on the north side (20 acres) and south side (90 acres) of Wooley Road just west of Douglas Road, Oswego, Illinois; and (c) a parcel west of Douglas Road, south of Wolf's Crossing and north and south of Wooley Road, Oswego, Illinois. The Debtor's prepetition lenders, BMO Harris Bank, N.A. and PNC Bank, N.A. have asserted liens on the Properties. BMO has asserted a lien on (i) the 139.621 acres of land north of Wooley Road, Oswego, Illinois; and (ii) the parcels of land located on the north side (20 acres) and south side (90 acres) of Wooley Road just west of Douglas Road, Oswego, Illinois. BMO asserts its liens pursuant to a Mortgage dated December 11, 2006 and by a Mortgage dated June 13, 2007. PNC has asserted a lien on the parcel west of Douglas Road, south of Wolf's Crossing and north and south of Wooley Road, Oswego, Illinois. PNC asserts its liens pursuant to a Mortgage, Security Agreement and Assignment of Leases and Rents filed with the Kendall County Recorder of Deeds on October 26, 2005. Given the Debtor's inability to develop the properties and lack of other significant income relating to those properties, the Lenders filed actions against the Debtor to recover upon their debts and foreclose upon the Properties. Prior to the Petition Date, the Debtor received an offer to purchase the Properties for what the Debtor believed to represent fair market value. The Debtor approached both BMO and PNC to explore whether the parties could work together to effectuate a sale of the Debtor's Properties. BMO has responded that it, too, has received offers for certain of the properties, but it has not disclosed the details of those offers and has otherwise not responded to the Debtor's efforts to work together on any sale efforts. The Debtor also approached PNC who responded to the purchase offer by initiating litigation seeking to foreclose on its secured interest in the PNC Property. The Debtor has commenced the chapter 11 case to market the Properties for sale through either a Section 363 sale or a plan of liquidation and otherwise utilize the "breathing room" afforded in chapter 11 in order to maximize the value of the Debtor's estate for the benefit of its creditors. The Debtor is represented by Richard S. Lauter, Esq., at Freeborn & Peters LLP. The Debtor estimated $10 million to $50 million in assets and liabilities. OHCMC-OSWEGO LLC: Proposes Rally Capital's Samuels as CRO --------------------------------------------------------- OHCMC-Oswego, LLC, filed a motion to (i) employ Rally Capital Services, LLC to provide a Chief Restructuring Officer for the Debtor, and (ii) designate Howard Samuels as chief restructuring officer. Rally will provide additional employees as necessary to assist the CRO in the execution of the duties. Among other things, the CRO Personnel will perform these services: (a) review and analyze the Debtor's current financial and collateral position as it relates to the Debtor's secured financing with the Lenders; (b) facilitate the development and preparation of weekly or monthly cash flow budgets and other reporting and analyses that are intended for use in the continued operation, management and control of the Debtor's operations; (c) review and facilitate the development of monthly pro forma cash flow and financial projections/budgets and other reporting and analyses that are intended for use in the continued operation, management and control of the Debtor's operations; and (d) work on behalf of the Debtor as chief restructuring officer to assist in marketing and selling the Debtor's assets, in a reasonable fashion so as to maximize the sale value of the Debtor's assets. Rally will be paid by the Debtor for the services of the CRO Personnel at their customary hourly billing rates. The current hourly billing rate for Mr. Samuels is $300. The hourly rates of the additional personnel expected to contribute significant time on this matter are as follows: Hourly Rate ----------- Howard B. Samuels $300 David N. Missner $300 Vicki Jones $195 Gia Ormond $195 The Debtor understands the Court, U.S. Trustee and other parties in interest have an interest in monitoring the compensation Rally receives in this case. The Debtor proposes to implement these compensation guidelines: (a) Rally may be paid in the ordinary course so long as its fees and expenses for any calendar month do not exceed $25,000. (b) If Rally's fees and expenses exceed $25,000 for any calendar month, then on or before the 20th day of the immediately following month, Rally shall file with the Court a copy of its invoice for the month in question. (c) Any party that objects to the payment of the compensation set forth in a fee statement must file with the Court an objection within ten days of the filing of the fee statement. Rally may be paid all fees and expenses set forth in the fee statement if an objection is not timely filed with the court. If an objection is filed, rally and the objecting party may seek to resolve any objection without Court intervention. To the extent a resolution cannot be reached among the parties, Rally cannot be paid any portion of the fees or expenses at issue in the Objection absent further Court Order. Rally has received an advanced payment retainer in the amount of $10,000 to be applied against anticipated professional services and expenses charged by Rally. The Debtor believes that Rally is a "disinterested person" as that term is defined by Section 101(14) of the Bankruptcy Code. About OHCMC-Oswego Naperville, Illinois-based OHCMC-Oswego, LLC, filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ill. Case No. 14-05349) in Chicago on Feb. 19, 2014, with plans to sell its assets. The Debtor is an Illinois limited liability company that was formed on July 12, 2005 to, inter alia, acquire, develop and sell a series of real estate developments. The Debtor owns 250-acre of unimproved real property located in Kendall County, Illinois. The Debtor is represented by Richard S Lauter, Esq., at Freeborn & Peters LLP. The Debtor estimated $10 million to $50 million in assets and liabilities. ORCHARD SUPPLY: Court Approves Stipulation Lifting Automatic Stay ----------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware in January approved separate stipulations granting relief from stay in the Chapter 11 cases of OSH 1 Liquidating Corporation, formerly known as Orchard Supply Hardware Stores Corporation, et al. The Court approved a stipulation granting limited relief from the automatic stay and the plan injunction to allow non-party discovery with respect to a case pending in the Superior Court of the State of California. The Court also lifted the automatic stay to allow Marie Fuentes, et al., as co-successors of decedent Dominador Faller Fuentes, to pursue the California lawsuit. The movants wants to liquidate and collect their claims via a negotiated resolution or judgment in an amount not to exceed the Debtors' applicable insurance coverage. The Court held that the order does not alter or amend the terms and conditions of any insurance policies issued to the Debtor by Ace American Insurance Company or any affiliates. About Orchard Supply San Jose, Calif.-based Orchard Supply Hardware Stores Corporation, which operates neighborhood hardware and garden stores focused on paint, repair and the backyard, and two affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-11565) on June 16, 2013, to facilitate a restructuring of the company's balance sheet and a sale of its assets for $205 million in cash to Lowe's Companies, Inc., absent higher and better offers. In addition to the $205 million cash, Lowe's has agreed to assume payables owed to nearly all of Orchard's supplier partners. At the outset of bankruptcy, Orchard had 89 stores in California and two in Oregon. Orchard was 80.1 percent owned by Sears Holdings Corp. until spun off in December 2011. Bankruptcy Judge Christopher S. Sontchi oversees the case. Michael W. Fox signed the petitions as senior vice president and general counsel. The Debtors disclosed total assets of $441,028,000 and total debts of $480,144,000. Stuart M. Brown, Esq., at DLA Piper LLP (US), in Wilmington, Delaware; and Richard A. Chesley, Esq., Chun I. Jang, Esq., and Daniel M. Simon, Esq., at DLA Piper LLP (US), in Chicago, Illinois, are the Debtors' counsel. Moelis & Company LLC serves as the Debtors' investment banker. FTI Consulting, Inc., serves as the Debtors' financial advisors. A&G Realty Partners, LLC, serves as the Debtors' real estate advisors. BMC Group Inc. is the Debtors' claims and noticing agent. The Official Committee of Unsecured Creditors appointed in case has retained Pachulski Stang Ziehl & Jones LLP as counsel, and Alvarez & Marsal as financial advisors. On Aug. 30, 2013, the Debtors completed the sale of a majority of its assets to Orchard Supply Company LLC, a Delaware limited liability company affiliated with Lowe's Companies, Inc. Lowe's Cos. closed the $205 million acquisition of 72 of the Debtors' 91 stores. The Debtors changed their names following the sale: OSH 1 Liquidating Corporation for Orchard Supply Hardware Stores Corporation; OSH 2 Liquidating LLC for Orchard Supply Hardware LLC; and OSH 3 Liquidating LLC for OSH Properties LLC. The Bankruptcy Court entered an order confirming the Modified First Amended Plan of Liquidation as filed Dec. 6, 2013, for the Debtors. Unsecured creditors were expected to recoup 2.1% to 3% on $25 million to $35 million in claims. Holders of senior notes whose claims totaled $130.7 million were predicted to recover 74% to 86%. The Committee reached a settlement with the Debtors, wherein it agreed to waive the right to sue lenders over the validity of a $127 million term loan. There was $118 million owing on an asset- backed loan with a lien ahead of the term-loan lenders. The settlement called for paying off the DIP financing from the sale proceeds, with term lenders receiving the remainder after Orchard Supply retained $25 million. The settlement also created a trust for unsecured creditors funded with $500,000 from the company. After term lenders recover 90% of their claims, the next $1.5 million is for the creditors' trust. From proceeds of lease sales at the 19 stores Lowe's didn't buy, the creditors' trust receives the first $250,000, with the remainder for term lenders. The Plan provides for the appointment of a Responsible Person for the sole purpose of liquidating and distributing the remaining assets of the Debtors, and a GUC Trustee for the sole purpose of reconciling and distributing the GUC Trust Assets to the GUC Trust Beneficiaries. Neither the Responsible Person nor the GUC Trust will engage in any business activities other than winding down the remaining affairs of the Debtors. PACIFIC ETHANOL: Reports Earnings; To Restart Madera Plant ---------------------------------------------------------- The Sacramento Bee reported that that five years after mothballing its production plants and placing them in Chapter 11 bankruptcy protection, Pacific Ethanol Inc. announced record earnings on Wednesday and said it will restart its Madera plant this spring. The Bee noted that Pacific Ethanol went into a severe downturn several years ago, caught between a collapse in ethanol prices and a spike in the price of corn, its raw material. More recently, ethanol prices have stabilized, and in the past year the price of corn has fallen by more than 50 percent. Pacific Ethanol has also diversified its feedstock and now uses sorghum and beet sugar as well as corn. Pacific Ethanol reported earnings of $8.6 million in the fourth quarter of 2013, compared to a loss of $5.5 million a year earlier. Per-share income was 55 cents, compared to a loss of 60 cents. For the year, it lost $781,000 vs. a loss of $19 million in 2012. Revenue grew to $215.3 million in the quarter, up from $197 million the year before. For the whole year, revenue rose to $908.4 million from $816 million. Bee recounted that Pacific Ethanol was one of the first to jump into the ethanol market, back when clean energy was still a concept unknown to many. Boosted by an early $80 million investment from Microsoft co-founder Bill Gates, the company set out to dominate the West Coast ethanol market and quickly started four plants. By 2009, all four had shut down: Madera; Stockton; Boardman, Ore.; and Burley, Idaho. Pacific Ethanol never went bankrupt but placed each of the four plants in Chapter 11 protection. Creditors later won control of the production facilities. But in recent years Pacific Ethanol has gradually taken back ownership and now owns 91% of the equipment in the facilities, according to the report. About Pacific Ethanol Five indirect wholly owned subsidiaries of Pacific Ethanol, Inc. -- Pacific Ethanol Holding Co. LLC, Pacific Ethanol Madera LLC, Pacific Ethanol Columbia, LLC, Pacific Ethanol Stockton, LLC and Pacific Ethanol Magic Valley, LLC -- filed for Chapter 11 bankruptcy (Bankr. D. Del. Case No. 09-11713) on May 17, 2009. Judge Kevin Gross handled the case. Attorneys at Cooley Godward Kronish LLP represented the Debtors as counsel. Attorneys at Potter Anderson & Corroon LLP served as co-counsel. Epiq Bankruptcy Solutions LLC served as the claims agent. Pacific Ethanol Holding disclosed $50 million to $100 million in assets and $100 million to $500 million in debts in its petition. Pacific Ethanol Inc. and its marketing subsidiaries, Kinergy Marketing LLC, and Pacific Ag. Products, LLC, did not file for Chapter 11 bankruptcy protection. Pacific Ethanol Holding Co. LLC and PEH's four wholly owned ethanol production facility subsidiaries, emerged from bankruptcy effective June 29, 2010. The bankruptcy eliminated $290 million in debt and other liabilities from the balance sheet. PLY GEM HOLDINGS: Steven Lefkowitz Stake at 69.9% as of Dec. 31 --------------------------------------------------------------- In a Schedule 13G filed with the U.S. Securities and Exchange Commission, Steven M. Lefkowitz and his affiliates disclosed that as of Dec. 31, 2013, they beneficially owned 47,755,969 shares of common stock of Ply Gem Holdings, Inc., representing 69.9 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/Z9vcOQ 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. PLY GEM HOLDINGS: G. Robinette Stake Down to 0.1% as of Dec. 31 --------------------------------------------------------------- Gary E. Robinette and his affiliates disclosed in an amended Schedule 13G filed with the U.S. Securities and Exchange Commission that as of Dec. 31, 2013, they beneficially owned 564,188 shares of common stock of Ply Gem Holdings, Inc., representing 0.1 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/cwtmJq 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. PORTER BANCORP: Mendon Capital Stake at 2.99% as of Dec. 31 ----------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Mendon Capital Advisors Corp. and Anton V. Schutz disclosed that as of Dec. 31, 2013, they beneficial ownership of 385,123 shares of common stock of Porter Bancorp, Inc., representing 2.99 percent of the shares outstanding. A copy of the regulatory filing is available for free at: http://is.gd/3TQF43 About Porter Bancorp Porter Bancorp, Inc., is a bank holding company headquartered in Louisville, Kentucky. Through its wholly-owned subsidiary PBI Bank, the Company operates 18 full-service banking offices in 12 counties in Kentucky. Crowe Horwath, LLP, in Louisville, Kentucky, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company has incurred substantial losses in 2012, 2011 and 2010, largely as a result of asset impairments. In addition, the Company's bank subsidiary is not in compliance with a regulatory enforcement order issued by its primary federal regulator requiring, among other things, increased minimum regulatory capital ratios. Additional significant asset impairments or continued failure to comply with the regulatory enforcement order may result in additional adverse regulatory action. These events raise substantial doubt about the Company's ability to continue as a going concern. PORTER BANCORP: Daniel Ellefson Stake at 1.8% as of Dec. 31 ----------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Daniel M. Ellefson and his affiliates disclosed that as of Dec. 31, 2013, they beneficially owned 0 shares of common stock and warrants to purchase 228,261 shares of common stock of Porter Bancorp, Inc. representing 1.8 percent of the shares outstanding. The percentage is based upon the 12,846,668 shares of Common Stock outstanding as of Oct. 31, 2013, as reflected in the Form 10-Q filed by the Company on Nov. 13, 2013. Mr. Ellefson previously reported beneficial ownership of 395,272 shares of common stock as of Dec. 31, 2012. A copy of the regulatory filing is available for free at http://is.gd/vyCQb1 About Porter Bancorp Porter Bancorp, Inc., is a bank holding company headquartered in Louisville, Kentucky. Through its wholly-owned subsidiary PBI Bank, the Company operates 18 full-service banking offices in 12 counties in Kentucky. For the 12 months ended Dec. 31, 2013, the Company incurred a net loss attributable to common shareholders of $3.39 million on $43.22 million of interest income as compared with a net loss attributable to common shareholders of $33.43 million on $57.72 million of interest income for the same period a year ago. The Company's balance sheet at Dec. 31, 2013, showed $1.07 billion in total assets, $1.04 billion in total liabilities and $35.93 million in stockholders' equity. Crowe Horwath, LLP, in Louisville, Kentucky, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company has incurred substantial losses in 2012, 2011 and 2010, largely as a result of asset impairments. In addition, the Company's bank subsidiary is not in compliance with a regulatory enforcement order issued by its primary federal regulator requiring, among other things, increased minimum regulatory capital ratios. Additional significant asset impairments or continued failure to comply with the regulatory enforcement order may result in additional adverse regulatory action. These events raise substantial doubt about the Company's ability to continue as a going concern. PRIME CHOICE FOODS: Case Summary & 21 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Prime Choice Foods, Inc. 155 N. Lake Ave., #816 Pasadena, ca 91101 Case No.: 14-13422 Chapter 11 Petition Date: February 25, 2014 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Hon. Robert N. Kwan Debtor's Counsel: Marc J Winthrop, Esq. WINTHROP COUCHOT PROFESSIONAL CORPORATION 660 Newport Center Dr Ste 400 Newport Beach, CA 92660 Tel: 949-720-4100 Email: mwinthrop@winthropcouchot.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Jose G. Gomez, CEO/president. A list of the Debtor's 21 largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb14-13422.pdf PROMMIS HOLDINGS: March 4 Hearing on Greenspon Bid for Stay Relief ------------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Delaware will convene a hearing on March 4, 2014, at 10:00 a.m., to consider Michael C. Greenspon's request for relief from the automatic stay in the Chapter 11 cases of Prommis Holdings, LLC, et al. Mr. Greenspon seeks to pursue wrongful foreclosure lawsuits pending in the Circuit Court of the State of Hawaii. About Prommis Holdings Atlanta, Georgia-based Prommis Holdings, LLC, and its 10 affiliates delivered their petitions for voluntary bankruptcy under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 13-10551) on March 18, 2013. Three subsidiaries -- EC Closing Corp., EC Closing Corp. of Washington, and EC Posting Closing Corp. -- sought Chapter 11 protection (Bankr. D. Del. Case Nos. 13-11619 to 13-11621) on June 25, 2013. Prommis Holdings estimated assets between $10 million and $50 million and debts between $50 million and $100 million. Prommis Solutions, LLC, a debtor-affiliate disclosed $18,488,803 in assets and $260,232,313 in liabilities as of the Chapter 11 filing. Judge Brendan Linehan Shannon presides over the case. Steven K. Kortanek, Esq., at Womble Carlyle Sandridge & Rice, LLP, serves as the Debtors' counsel, while David S. Meyer, Esq., at Kirkland & Ellis LLP serves as co-counsel. The Debtors' restructuring advisor is Huron Consulting Services, LLC. Donlin Recano & Company, Inc., is the Debtors' claims agent. According to the Disclosure Statement and Plan of Liquidation dated Nov. 12, 2013, the Plan contemplates the liquidation of the Debtors' remaining assets and distribution to creditors. The Plan designates for the Company 9 classes of claims and interests. The Official Committee of Unsecured Creditors tapped Saul Ewing LLP and Hahn & Hessen LLP as its co-counsels, and FTI Consulting, Inc., as its financial advisor. PROMMIS HOLDINGS: Has Settlement With Cypress Innovations --------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware, according to Prommis Holdings, LLC, et al.'s case docket, rescheduled until March 17, 2014, at 10:00 a.m., the hearing to consider the motion of the Liquidating Trustee to approve a proposed settlement among (i) the Debtors, (ii) Cypress Innovations, Inc., and (iii) Robert Hosch. The hearing was previously scheduled for Feb. 12. The Liquidating Trustee, in its motion, said the Debtor determined to enter into settlement of the time-consuming and burdensome litigation involving the parties. The Debtors were confident that litigation of the Debtors' claims against Cypress would likely yield complete success, in the sense of obtaining a money judgment with an award of pre- and post-judgment interest. The Liquidating Trustee noted that on Dec. 19, 2013, the Court entered an order approving the Disclosure Statement and confirming the Debtors' First Amended Plan of Liquidation. The Plan became effective on Dec. 27, 2013. On May 29, 2013, the Court approved the sale. In conjunction with the sale order, the parties negotiated and entered into an asset purchase agreement and a transition services agreement. The parties closed on the APA on June 1, 2013, and Cypress made its one and only payment under the APA to date at closing. On the eve of the due date of it first post-closing installment (which was due on Aug. 30, 2013), Cypress and its principal Bob Hosch notified the Debtors that they were withholding payment. Cypress failed to make any further payments required to be made under the APA, and also failed to make certain payments owed under the TSA. In this relation, the parties agreed to settle the matter. The Debtors believed the settlement terms agreed to at the Nov. 4 mediation, which included payment of all amounts due under the APA in monthly installments, along with a $1 million last dollar guarantee by Mr. Hosch, among other terms, reflected a reasonable agreement under difficult circumstances. However, the lenders were unwillingness to support the Term Sheet. The Debtors expected that an agreement could be reached to modify the terms of the proposed settlement so as to obtain a consensual resolution among the Debtors, Cypress and the lenders. About Prommis Holdings Atlanta, Georgia-based Prommis Holdings, LLC, and its 10 affiliates delivered their petitions for voluntary bankruptcy under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 13-10551) on March 18, 2013. Three subsidiaries -- EC Closing Corp., EC Closing Corp. of Washington, and EC Posting Closing Corp. -- sought Chapter 11 protection (Bankr. D. Del. Case Nos. 13-11619 to 13-11621) on June 25, 2013. Prommis Holdings estimated assets between $10 million and $50 million and debts between $50 million and $100 million. Prommis Solutions, LLC, a debtor-affiliate disclosed $18,488,803 in assets and $260,232,313 in liabilities as of the Chapter 11 filing. Judge Brendan Linehan Shannon presides over the case. Steven K. Kortanek, Esq., at Womble Carlyle Sandridge & Rice, LLP, serves as the Debtors' counsel, while David S. Meyer, Esq., at Kirkland & Ellis LLP serves as co-counsel. The Debtors' restructuring advisor is Huron Consulting Services, LLC. Donlin Recano & Company, Inc., is the Debtors' claims agent. According to the Disclosure Statement and Plan of Liquidation dated Nov. 12, 2013, the Plan contemplates the liquidation of the Debtors' remaining assets and distribution to creditors. The Plan designates for the Company 9 classes of claims and interests. The Official Committee of Unsecured Creditors tapped Saul Ewing LLP and Hahn & Hessen LLP as its co-counsels, and FTI Consulting, Inc., as its financial advisor. QUANTUM FOODS: Taps BMC Group as Claims and Notice Agent -------------------------------------------------------- Quantum Foods, LLC and its affiliated debtors seek approval from the bankruptcy court to hire BMC Group, Inc., as claims and noticing agent. Although the Debtors have yet to file their schedules of assets and liabilities, they anticipate that there will be in excess of 200 entities to be noticed. In view of the number of anticipated claimants and the complexity of the Debtors' business, the Debtors submit that the appointment of a claims and noticing agent is both necessary and in the best interests of the Debtors' estates and their creditors. Prior to the Petition Date, the Debtors provided BMC a retainer in the amount of $20,000. The fee scheduled agreed upon by the parties was not included in the engagement agreement that was filed together with the application. The Debtors believe the rates and terms are consistent with the market for comparable services. About Quantum Foods Founded in 1990 and headquartered in Bolingbrook, Illinois, Quantum Foods, LLC -- http://www.quantumfoods.com-- provides protein products made from beef, poultry and pork. Quantum Foods and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-10318) on Feb. 18, 2014, to facilitate the sale of substantially all their business to CTI Foods Holding Co., LLC. The Debtors' primary secured indebtedness totals $50.2 million, owing to lenders led by Crystal Financial, LLC, as administrative and collateral agent. Quantum Foods is being advised in its restructuring by Winston & Strawn, City Capital Advisors, LLC and FTI Consulting, Inc. Young, Conaway, Stargatt & Taylor, LLP, is the local counsel. City Capital Advisors is the investment banker. BMC Group is the claims and notice agent. QUANTUM FOODS: Proposes to Pay Claims of Critical Vendors --------------------------------------------------------- Quantum Foods LLC and its affiliated debtors seek approval from the bankruptcy court to pay the prepetition claims of critical vendors. Avoiding production and delivery delays and maintaining key business relationships with suppliers are a high priority of the Debtors. The Debtors would only pay claims of vendors that the Debtors determine are truly essential to ongoing operations. The Debtors intend to pay, in their discretion, critical vendors claims in the amount of $6 million. Up to an aggregate amount of $3 million will be paid upon interim approval of the motion. About Quantum Foods Founded in 1990 and headquartered in Bolingbrook, Illinois, Quantum Foods, LLC -- http://www.quantumfoods.com-- provides protein products made from beef, poultry and pork. Quantum Foods and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-10318) on Feb. 18, 2014, to facilitate the sale of substantially all their business to CTI Foods Holding Co., LLC. The Debtors' primary secured indebtedness totals $50.2 million, owing to lenders led by Crystal Financial, LLC, as administrative and collateral agent. Quantum Foods is being advised in its restructuring by Winston & Strawn, City Capital Advisors, LLC and FTI Consulting, Inc. Young, Conaway, Stargatt & Taylor, LLP, is the local counsel. City Capital Advisors is the investment banker. BMC Group is the claims and notice agent. QUANTUM FOODS: Has DIP Financing From Prepetition Lenders --------------------------------------------------------- Quantum Foods LLC and its affiliated debtors seek approval from the Bankruptcy Court to obtain postpetition senior secured super- priority financing from certain of their prepetition lenders. The Debtors have arranged super-priority postpetition revolving credit financing in the aggregate principal amount of up to $60,000,000 minus the amounts outstanding under their prepetition credit agreement to be provided by Crystal Financial LLC as administrative agent for the lenders. The Debtors' primary secured indebtedness total $50.2 million, owing to lenders led by Crystal Financial, as administrative and collateral agent. The Debtors also seek approval to use cash collateral. The Debtors have an immediate need during the interim period to access at least $27,500,000 under the DIP Facility during the period from the Petition Date through the entry of the Final Order approving the DIP Facility. Absent the liquidity solution offered by the DIP Facility, the Debtors would have been required to commence an immediate shut down of their operations and liquidation of their assets to the detriment of their vendors, employees and all other stakeholders. Instead, the DIP Facility, which is conditioned on a sale of substantially all of the Debtors' businesses pursuant to section 363(b) of the Bankruptcy Code in accordance with the milestones required under the DIP Facility, permit the Debtors to run a competitive sale process designed to maximize value for their creditors because the sale is subject to an auction process conducted by recognized investment bankers that will yield the highest and best offer. The salient terms of the DIP facility are: Borrowers Quantum Foods, LLC, Quantum Foods 213-D, LLC, Quantum Culinary, LLC, GDC Logistics, LLC and Choice One Foods, LLC Guarantors Each of North Star Foods (QRME), LLC and Quantum Rosa Mystica Enterprises, LLC, will guaranty the DIP Facility, and each of Edward Bleka, Jane Bleka and Bleka Properties, LLC will provide limited guaranties for the DIP Facility. Administrative and Collateral Agent Crystal Financial, LLC DIP Lenders: Crystal Financial LLC, Solar Capital Ltd., Crystal Financial SPV LLC, and DA Funding LLC Commitment: Super-priority revolving credit facility of $60,000,000 minus the amounts outstanding under the prepetition credit agreement and, upon entry of the final order, a roll up. Term: Thirty days after closing, unless the final order has been entered prior to such date and then the earliest of (i) 6 months after closing; (ii) an event of default by the Borrowers or (iii) the closing of the sale of all or substantially all the assets of the Borrowers. Interest Rates: Non-Default Rate: LIBOR rate + 11.5% per annum, payable monthly in cash in arrears, calculated on an actual 360 day basis. Default Rate: + 2.00% per annum, calculated on an actual 360 day basis. Fees: Commitment Fee: 0.50% per annum charged on the average unused portion of the DIP Facility, earned and payable monthly, for the ratable benefit of the DIP Lenders. Closing Fee: $1,650,000, fully earned at closing and payable on the termination date, ratably to the DIP Lenders, against which shall be credited 50% of the termination fee due and owing under the prepetition credit agreement. Administrative Agency Fee: $5,000 per month, payable to the Agent at Closing, and on the first day of each calendar month thereafter. Milestones: The DIP Borrowers will comply with certain sale-related milestones and covenants including: * On the Petition Date, the Borrowers will have filed the sale motion in the Chapter 11 case. * On or before the date that is five (5) days following the Petition Date, the Borrowers will have selected one or more "stalking horse" bid(s) acceptable to the Agent. * Within 21 days after the Petition Date, the Borrowers will have obtained approval of the bid procedures from the Bankruptcy Court. * Within 43 days following the Petition Date, an auction among all qualified bidders will be conducted with the highest and best bid or combination of bids being selected, in consultation with the Agent. * Within 45 days following the Petition Date, the Borrowers will have obtained an order of the bankruptcy court approving the sale motion. The Borrowers will consummate the sale of the assets within two business days after such order is entered. About Quantum Foods Founded in 1990 and headquartered in Bolingbrook, Illinois, Quantum Foods, LLC -- http://www.quantumfoods.com-- provides protein products made from beef, poultry and pork. Quantum Foods and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-10318) on Feb. 18, 2014, to facilitate the sale of substantially all their business to CTI Foods Holding Co., LLC. The Debtors' primary secured indebtedness totals $50.2 million, owing to lenders led by Crystal Financial, LLC, as administrative and collateral agent. Quantum Foods is being advised in its restructuring by Winston & Strawn, City Capital Advisors, LLC and FTI Consulting, Inc. Young, Conaway, Stargatt & Taylor, LLP, is the local counsel. City Capital Advisors is the investment banker. BMC Group is the claims and notice agent. QUANTUM CORP: FMR LLC Stake at 10.7% as of Feb. 13 -------------------------------------------------- FMR LLC and Edward C. Johnson 3d diclosed in an amended Schedule 13G filed with the U.S. Securities and Exchange Commission on Feb. 13, 2014, that they beneficially owned 26,596,447 shares of common stock of Quantum Corporation representing 10.719 of the shares outstanding. The reporting persons previously disclosed beneficial ownership of 25,447,028 shares as of Feb. 13, 2012. A copy of the regulatory filing is available for free at: http://is.gd/Kahqdn About Quantum Corp. Based in San Jose, California, Quantum Corp. (NYSE:QTM) -- http://www.quantum.com/-- is a storage company specializing in backup, recovery and archive. Quantum provides a comprehensive, integrated range of disk, tape, and software solutions supported by a world-class sales and service organization. For the 12 months ended March 31, 2013, the Company incurred a net loss of $52.41 million following a net loss of $8.81 million for the year ended March 31, 2012. As of Dec. 31, 2013, the Company had $360.27 million in total assets, $439.90 million in total liabilities and a $79.62 million total stockholders' deficit. QUANTUM CORP: Amici Capital Stake at 3% as of Dec. 31 ----------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Amici Capital, LLC, and its affiliates disclosed that as of Dec. 31, 2013, they beneficially owned 7,329,267 shares of common stock of Quantum Corporation representing 3 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/7mhY9Q About Quantum Corp. Based in San Jose, California, Quantum Corp. (NYSE:QTM) -- http://www.quantum.com/-- is a storage company specializing in backup, recovery and archive. Quantum provides a comprehensive, integrated range of disk, tape, and software solutions supported by a world-class sales and service organization. For the 12 months ended March 31, 2013, the Company incurred a net loss of $52.41 million following a net loss of $8.81 million for the year ended March 31, 2012. As of Dec. 31, 2013, the Company had $360.27 million in total assets, $439.90 million in total liabilities and a $79.62 million total stockholders' deficit. QUIZNOS: Moves Toward Bankruptcy Filing --------------------------------------- Emily Glazer and Julie Jargon, writing for The Wall Street Journal, reported that sandwich chain Quiznos is preparing to file for bankruptcy-court protection within weeks as it contends with unhappy franchisees and a $570 million debt load, according to people with direct knowledge of the matter. Quiznos has been negotiating with creditors for weeks on a restructuring plan that would streamline its trip through bankruptcy court, these people said, but a deal hasn't yet been reached, according to the report. The chain's move toward bankruptcy comes two years into a major turnaround effort that included an out-of-court debt restructuring and a management shake-up, the report related. While a Chapter 11 filing would give the company much-needed flexibility on leases and unattractive contracts, the company must repair its damaged relationship with franchise owners who say they're being squeezed out of business by the high cost of operating a Quiznos outlet. "If a brand wants to succeed, its franchisees have to succeed," said Darren Tristano, executive vice president at restaurant consulting firm Technomic Inc., the report cited. Thousands of Quiznos locations have shut down in recent years as the company's competitors have opened new locations at a rapid pace, the report noted. Quiznos's world-wide store count now stands at about 2,100, while its chief rival, Subway, has 41,000. RAHA LAKES: March 5 Hearing on Final Decree Closing Case -------------------------------------------------------- The Hon. Ernest M. Robles of the U.S. Bankruptcy Court for the Central District of California will convene a hearing on March 5, 2014, at 10:00 a.m., to consider Raha Lakes Enterprises, LLC, et al.'s motion for final decree closing their Chapter 11 cases. The Debtors said their assets have vested pursuant to the provisions of First Amended Joint Plan of Reorganization. They had fulfilled and performed all duties, obligations and undertakings. As reported in the Troubled Company Reporter, the Debtors won confirmation of their First Amended Chapter 11 Plan on Nov. 21, 2013. A post-confirmation status conference has been scheduled for May 22, 2014, at 10:00 a.m. The First Amended Plan contemplates the reorganization of the Debtors' business operations to enable them to make orderly distributions to creditors within two years. Plan payments will be made from these sources and in the following order of priority based on available capital: (1) the operation of the Debtors' real property at 900 South San Pedro Street, Los Angeles, in the South-East corner of 9th Street and San Pedro Street, in the Garment District in Downtown Los Angeles, (2) the refinance or sale of the Property on or before the maturity of loan obligations to secured creditor, San Pedro Investments LLC, (3) contributions from the Debtors' principal owner, Kayhan Shakib, the exact amount of which will be determined by necessity, and (4) about $383,071 of "new value" contributions from Shakib. The "new value" capital contribution will be in full satisfaction of San Pedro's non- default claims for interest, fees and costs. About Raha Lakes Raha Lakes Enterprises, LLC, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 12-43422) on Oct. 3, 2012, in Los Angeles. Raha Lakes, a single-asset real estate company, estimated assets of at least $10 million and debt of at least $1 million. The company's principal asset is at 900 South San Pedro Street in Los Angeles. Raha Lakes disclosed $26,107,381 in assets and $9,106,898 in liabilities as of the Chapter 11 filing. The petition was signed by Kayhan Shakib, managing member. Mehr in Los Angeles Enterprises, LLC, filed a bare-bones Chapter 11 petition (Bankr. C.D. Cal. Case No. 12-43589) on Oct. 4, 2012, estimating assets of at least $10 million and liabilities of at least $1 million. The petition was signed by Yadollah Shakib, managing member. Judge Ernest M. Robles presides over the cases. The Debtors are represented by Michael S. Kogan, Esq., at Kogan Law Firm APC. Sierra Consulting Group, LLC, serves as financial advisors. John Choi, Esq., at Kim Park Choi, in Los Angeles, represents secured creditor San Pedro Investment, LLC, as counsel. REGAL ENTERTAINMENT: S&P Rates $350MM Sr. Unsecured Notes 'B-' -------------------------------------------------------------- Standard & Poor's Ratings Services assigned Knoxville, Tenn.-based Regal Entertainment Group's proposed $350 million senior unsecured notes due 2022 its issue-level rating of 'B-' (two notches lower than the 'B+' corporate credit rating on the company). S&P also assigned this debt a recovery rating of '6', indicating its expectation for negligible (0% to 10%) recovery for noteholders in the event of payment default. The company plans to use proceeds for debt repayment and general corporate purposes. RATINGS LIST Regal Entertainment Group Corporate credit rating B+/Stable/-- Ratings Assigned Regal Entertainment Group Senior unsecured $350 mil. notes due 2022 B- Recovery ratings 6 REPUBLIC OF TEXAS: Gets Numerous Inquiries From Investor Base ------------------------------------------------------------- Republic of Texas Brands, Inc. on Feb. 27 disclosed that it has received numerous inquiries from the investor base as to the plans of the company going forward. "We would like to thank our investor base and creditors for being enthusiastic about the corporate changes and our strategy to become a profitable company as we emerge from bankruptcy. Our new corporate strategy is to market THC free cannabis based products and gain a strong foothold in the untapped Texas Market and expand into the Southern United States. Our intent to acquire Chill Texas will solidify Republic of Texas as the sole distributor of the product in the state of Texas. We are in active negotiations with several other companies with similar THC free cannabis product lines and will be adding them to our new http://www.cannabis-holdings.com/website as the deals are finalized. We believe the State of Texas will enact Medical Marijuana laws in the near future and this will leave Republic of Texas as a major player with a firm foothold in the marketplace," Republic of Texas Brands said. "We have been addressing many of the bankruptcy issues and we are preparing to present our plans to the courts. We are most anxious to protect our shareholder base and it is management's best intentions to protect the creditors and shareholders and leave the share structure completely intact. We hope to emerge from bankruptcy sometime this spring." About Republic of Texas Brands Incorporated Republic of Texas Brands Incorporated's mission is to find the premier cannabis and hemp industry innovators, leveraging its team of professionals to source, evaluate and purchase value-added companies and products, while allowing them to keep their integrity and entrepreneurial spirit. The company filed a Chapter 11 bankruptcy petition (Bankr. N.D. Tex. Case No. 13-bk-36434) on Dec. 17, 2013. The company estimated assets of $0 to $50,000 and liabilities of $500,001 to $1 million. Judge Barbara J. Houser presides over the case. The Debtor is represented by: Eric A. Liepins ERIC A. LIEPINS, P.C. 12770 Coit Rd., Suite 1100 Dallas, TX 75251 Tel: (972) 991-5591 E-mail: eric@ealpc.com ROGER BANCSHARES: Liquidating Plan Filed; Mar. 14 Disclosures Hrg. ------------------------------------------------------------------ Rogers Bancshares, Inc. and the Official Committee of Unsecured Creditors filed a Joint Plan of Liquidation with the U.S. Bankruptcy Court for the Eastern District of Arkansas on Feb. 13, 2014. The Plan designates and provides for the treatment of five claim classes and interests -- Class 1 Senior Debt, Class 2 Indenture Claims, Class 3 Pari Passu Claims, Class 4 Preferred Stock, and Class 5 Equity Interest Holders. All the claim classes are impaired. On the Plan Effective Date, the Chief Liquidation Officer will become Plan Agent to assist the Debtor in the performance of its duties and obligations under the Plan. A hearing will be convened on March 14, 2014 at 9:00 a.m. in the Bankruptcy Court to consider adequacy of the Disclosure Statement explaining the Plan. A copy of the Plan of Liquidation is available for free at: http://bankrupt.com/misc/ROGERSBANCSHARESPlanFeb13.PDF About Rogers Bancshares Little Rock, Arkansas-based Rogers Bancshares Inc., filed for Chapter 11 relief (Bankr. E.D. Ark. Case No. 13-13838) on July 5, 2013. Bankruptcy Judge James G. Mixon presides over the case. Samuel M. Stricklin, Esq., and Lauren C. Kessler, Esq., at Bracewell & Giuliani, LLP, as well as W. Jackson Williams, Esq., at Williams & Anderson, PLC, represent the Debtor in its restructuring efforts. The Debtor estimated $10 million to $50 million in assets and debts. Rogers owes $41.3 million on three issues of junior subordinated debentures and $39.6 million on four issues of preferred stock. The petition was signed by Susan F. Smith, secretary. The Official Committee of Unsecured Creditors has hired Tyler P. Brown, Esq., and Jason W. Harbour, Esq., at Hunton & Williams LLP and James F. Downden, Esq., of the James F. Dowden PA firm as counsel; and Carl Marks Advisory Group LLC as financial advisors. On Nov. 25, 2013, the retention of Cheryl F. Shuffield as chief liquidation officer was approved by the Court. SAVIENT PHARMACEUTICALS: Skadden to Advise on Post-Sale Issues -------------------------------------------------------------- Savient Pharmaceuticals, Inc. filed with the U.S. Bankruptcy Court an amended motion to employ Skadden, Arps, Slate, Meagher & Flom LLP as special counsel, to provide legal services with respect to post-closing matters arising from or related to the sale -- including the transfer of the European Marketing Authorization for KRYSTEXXA held by the Debtors' liquidating Irish affiliate and other post-closing matters -- and post-Sale general corporate, securities, and employee law matters. Kenneth S. Ziman, Esq., attests that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. Any objection the motion must be submitted before Feb. 28, 2014. A hearing on the application will be held March 17, 2014. Meanwhile, Howard A. Cohen, Esq., counsel to Savient Pharmaceuticals, et al., filed a notice to inform the Bankruptcy Court of a change in his address. Mr. Cohen can be reached at: Howard A. Cohen, Esq. 222 Delaware Avenue, Suite 1410 Wilmington, DE 19801-1621 Tel: (302) 467-4200 Fax: (302) 467-4201 E-mail: howard.cohen@dbr.com 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. In its schedules, Savient Pharmaceuticals listed $43,065,650 in total assets and $284,078,461 in total liabilities. 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. Kramer Levin Naftalis & Frankel LLP is the Debtors' special intellectual property counsel. 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. The Troubled Company Reporter reported on Jan. 15, 2014, that Savient Pharmaceuticals has completed the sale of substantially all of its assets, including all KRYSTEXXA assets, to Crealta Pharmaceuticals for gross proceeds of approximately $120.4 million. Savient Pharmaceuticals has filed with the Bankruptcy Court a plan of liquidation following the sale to Crealta. The Plan impairs senior secured noteholder claims and general unsecured claims. The Plan also impairs intercompany claims, subordinated 510(c) claims and subordinated 510(b) claims, although holders of these claims are not entitled to vote on the Plan. SELECT MEDICAL: S&P Assigns 'BB-' Rating to New $814MM Term Loans ----------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB-' issue-level rating to Mechanicsburg, Pa.-based Select Medical Corp.'s two new term loan tranches totaling $814 million. S&P assigned a recovery rating of '2' to these obligations, reflecting its expectation for substantial (70%-90%) recovery in the event of a payment default. These new term loan tranches are the result of the company repricing the series B and series C tranches of its outstanding term loan. S&P's 'B+' corporate credit rating on Select Medical reflects its view that the company's financial risk profile is "aggressive" and its business risk profile is "weak". The aggressive financial risk profile reflects S&P's expectation that leverage will generally remain in the 4x-5x range. The weak business risk profile reflects competition in Select Medical's markets as well as regulatory and reimbursement risk, especially from government payers. RATINGS LIST Select Medical Corp. Corporate Credit Rating B+/Stable/-- New Rating Select Medical Corp. $297 mil. term loan due 2016 BB- Recovery Rating 2 $517 mil. term loan due 2018 BB- Recovery Rating 2 SIDEWINDER DRILLING: S&P Revises Outlook to Neg. & Affirms B- CCR ----------------------------------------------------------------- Standard & Poor's Ratings Services said it revised its rating outlook on Houston-based contract driller Sidewinder Drilling Inc. to negative from stable. S&P also affirmed its 'B-' corporate credit rating on the company. The outlook revision reflects the potential for a downgrade based on S&P's assessment that liquidity is likely to weaken unless the company can improve its profitability. For most of 2013, Sidewinder experienced much higher maintenance costs than S&P had expected, resulting primarily from break-fix repairs related to drilling rigs it acquired from Union Drilling in 2012. S&P believes that these rigs are likely to require higher maintenance costs, at least in the first half of this year, than S&P had previously envisioned. If the company is unable to improve its margins this year, Sidewinder's liquidity is likely to deteriorate, which could prompt a downgrade. The outlook is negative, reflecting the potential for a downgrade over the next 12 months. The negative outlook incorporates the possibility that the company may not be able to improve its profitability later this year, which could pressure liquidity. "We could lower the rating if liquidity deteriorates without a clear path to improvement," said Standard & Poor's credit analyst Marc Bromberg. "We could envision this scenario if the company is unable to improve its profitability later this year, which could occur if costs remain higher than expected or if the company's end market demand weakens." A revision to stable will require a reassessment of liquidity to "adequate," which will necessitate improvement in the company's margins. SHEFA LLC: Voluntary Chapter 11 Case Summary -------------------------------------------- Debtor: Shefa, LLC 16400 J L Hudson Dr Southfield, MI 48075 Case No.: 14-42812 Chapter 11 Petition Date: February 25, 2014 Court: United States Bankruptcy Court Eastern District of Michigan (Detroit) Judge: Hon. Phillip J Shefferly Debtor's Counsel: Robert N. Bassel, Esq. ROBERT BASSEL, ATTORNEY P.O. Box T Clinton, MI 49236 Tel: (248) 677-1234 Fax: (248) 369-4749 Email: bbassel@gmail.com Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Sidney Elhadad, principal. The Debtor did not file a list of its largest unsecured creditors when it filed the petition. SMOKY MOUNTAIN MOTELS: Case Summary & 20 Top Unsecured Creditors ---------------------------------------------------------------- Debtor: Smoky Mountain Motels, Inc. fka Music City Motels, Inc. dba Smoky Shadows Motel & Conference Center 1218 Murfreesboro Rd. Nashville, TN 37217 Case No.: 14-30557 Type of Business: Motels Chapter 11 Petition Date: February 26, 2014 Court: United States Bankruptcy Court Eastern District of Tennessee (Knoxville) Judge: Hon. Richard Stair Jr. Debtor's Counsel: Steven L. Lefkovitz, Esq. LEFKOVITZ & LEFKOVITZ Suite 410, 618 Church Street Nashville, TN 37219 Tel: (615) 256-8300 Fax: (615) 255-4516 Email: sllbkecf@gmail.com Total Assets: $11.43 million Total Debts: $8.72 million The petition was signed by Eddie Rhines, president. List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Kenneth M. Seaton, Sr. & $1,021,173 Affiliates PO BOX 10 Pigeon Forge, TN 37868 Commerce Title & Escrow, LLC $50,000 Citibusiness Processing Center $40,386 IPFS Corporation $30,332 Sevier County Electric System $11,624 Sevier County Electric System $8,834 Sevier County Electric System $4,961 City of Pigeon Forge Water & Sewer Dept. $4,140 World Web Technologies $3,264 A&W Office Supply & Design $3,095 Booking.com B.V. $3,000 City of Pigeon Forge Water & Sewer Dept. $2,249 Hartford Insurance Co. $2,097 Siever Lock & Safe Co. $1,470 Tennessee State Bank $1,031 Sevier County Utility District $946 Evelyn Robinson $805 Magnuson Hotels $735 Tennessee Department of Health $680 Corporate Travel $600 SNO MOUNTAIN: Camaras May Prosecute State Court Lawsuit ------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Pennsylvania approved a consent order resolving the motion of Cathy and Sekou Camara for relief from the automatic stay in the Chapter 11 case of SNO Mountain, LP. Gary F. Seitz, Chapter 11 trustee for the Debtor consented to the motion. The Court ordered that the automatic stay is modified solely to permit the prosecution of an action in the Court of Common Pleas, Philadelphia County captioned Camaras, et al., v Sno Mountain, LP. The Camaras waived their right to collect from any assets of the Debtor's bankruptcy estate on account of any claim that has been or could be asserted in or as a result of the litigation or entry of any judgment or settlement therein. About Sno Mountain Various parties -- predominated by various limited partners of Sno Mountan LP, including Richard Ford, Charles Hertzog, Edward Reitmeyer, who are each guarantors of certain obligations owing by Sno Mountain -- filed an involuntary Chapter 11 petition against Sno Mountain (Bankr. E.D. Pa. Case No. 12-19726) on Oct. 15, 2012. The other petitioning parties include Wynnewood Capital Partners, L.L.C., t/a WCP Snow Mountain Partners, L.P., and Kathleen Hertzog. The Alleged Debtor is the owner and operator of a popular ski mountain resort and water park known as "Sno Mountain," located at 1000 Montage Mountain Road in Scranton, Pennsylvania. The Debtor's bankruptcy case is a "single asset real estate" case within the meaning of 11 U.S.C. Sec. 101(51)(B). Judge Jean K. FitzSimon oversees the case. Brian Joseph Smith, Esq., at Brian J. Smith & Associates PC, represents the petitioning creditors. Gary Seitz has been appointed as trustee overseeing the bankruptcy of the Sno Mountain recreation complex. Maschmeyer Karalis PC serves as counsel to the trustee. The Trustee has received Court authority to sell substantially all of the Debtor's assets to Montage Mountain Resorts, L.P., for $5.125 million. SPIRIT REALTY: S&P Affirms 'BB-' CCR & Revises Outlook to Positive ------------------------------------------------------------------ Standard & Poor's Ratings Services affirmed its 'BB-' corporate credit rating on Spirit Realty Capital Inc. (Spirit) and revised the outlook to positive from stable. "The positive outlook reflects our view that Spirit (NYSE: SRC) has executed its Cole Credit Property Trust (CCPT) II merger rather seamlessly thus far and it is gradually closing the credit gap, though not completely, versus some of its higher rated retail-focused triple-net REIT peers such as National Retail Properties, Realty Income Corp., and American Realty Capital Properties Inc.," said Standard & Poor's credit analyst James Sung S&P still believes that Spirit's business risk profile, which it assess as "fair," remains weaker than these peers, with Spirit's single-tenant concentration with Shopko Stores Operating Co. LLC (14.5% of total annual rent) being a key constraining rating factor, as well as the limited seasoning of its properties under current management. From a financial risk perspective, S&P believes that Spirit's key credit measures are improving to the "significant" category. S&P thinks Spirit's prospective credit ratio improvement will largely stem from EBITDA growth as a result of the fully integrated CCPT II business and other future acquisitions, as well as gradual secured debt repayment via required sizable annual principal amortization. S&P believes that Spirit is well positioned to maintain its improved business and financial trends over the next 12 months. S&P expects that Spirit will be able to generate modest 1.0% to 1.5% same-store rent growth based on stable occupancy, high tenant retention (80% historically), and built-in rent escalations. In addition, S&P expects Spirit to ramp up acquisitions in 2014, as it moves past its CCPT II merger. Rent revenue growth, coupled with lower general and administrative expenses, should result in positive net operating income growth, which will, in turn, support cash flow and capital structure credit metrics consistent with a "significant" financial risk profile and "adequate" liquidity. The positive outlook reflects the potential for a one-notch upgrade over the next 12 months if Spirit's debt to EBITDA settles into the 7.5x to 8.0x range, fixed-charge coverage approaches 1.7x to 2.0x, and total coverage (or EBITDA to interest/dividends/principal payments) is comfortably sustained at or above 1.1x. From a business risk profile perspective, S&P would look for progress in terms of Spirit reducing its Shopko concentration toward its target of 10% or below. Although unlikely at this time, S&P would consider a downgrade if Spirit's liquidity becomes constrained or if leverage and debt coverage metrics deteriorate, perhaps due to tenant challenges. For example, S&P could lower the rating if debt to EBITDA were to deteriorate substantially (toward the high end of the 7.5x to 9.5x "significant" range) or fixed-charge coverage were to decrease to 1.3x or lower. STELERA WIRELESS: American Legal Okayed as Balloting Agent ---------------------------------------------------------- Stelera Wireless, LLC, sought and obtained approval from the U.S. Bankruptcy Court to expand the services provided by American Legal Claim Services, LLC. As reported by the Troubled Company Reporter on Feb. 4, 2014, Stelera Wireless told the Court that due to the current status of the case, it now needs American Legal to provide it (i) computerized claims, claims objections, and balloting database services; and (ii) expertise, consultation, and assistance in claim and ballot processing and other administrative information related to the Debtor's bankruptcy case. Bankruptcy Judge Niles Jackson had authorized Stelera Wireless to employ American Legal as official noticing agent retroactive to July 18, 2013. About Stelera Wireless Stelera Wireless, LLC, filed a Chapter 11 petition (Bankr. W.D. Okla. Case No. 13-13267) on July 18, 2013. Tim Duffy signed the petition as chief technology officer/manager. Judge Niles L. Jackson presides over the case. The Debtor disclosed $18,005,000 in assets and $30,809,314 in liabilities as of the Chapter 11 filing. Christensen Law Group, PLLC, serves as the Debtor's primary counsel. Mulinix Ogden Hall & Ludlam, PLLC, serves as additional bankruptcy counsel. Wilkinson Barker Knauer, LLP, serves as the Debtor's special counsel. American Legal Claims Services, LLC serves as official noticing agent. Falkenberg Capital Corporation serves as the Debtor's broker. James P. Barnes, CPA has been tapped to prepare certain company tax documentation. The official committee of unsecured creditors is represented by attorneys at Gablegotwals. The Troubled Company Reporter reported on Dec. 10, 2013, the Hon. Niles Jackson of the U.S. Bankruptcy Court for the Western District of Oklahoma authorized Stelera Wireless to sell its Federal Communications Commission licenses to: AT&T Mobility Spectrum LLC, as purchaser; and Atlantic Tele-Network, Inc., as backup purchaser. In an auction held Nov. 20, 2013, AT&T's bid was the highest and best offer for the FCC licenses, while Atlantic's, the stalking horse purchaser, was the second highest. Pursuant to the APA, the aggregate purchase price to be paid by AT&T will be $6,020,000. STEVE MCKENZIE: Suit Over Transfer of Auto Mall Goes to Trial ------------------------------------------------------------- C. Kenneth Still, Trustee, Plaintiff, v. Nelson Bowers II Exit 20 Auto Mall LLC, Defendants, Adv. Proc. No. 12-1081 (Bankr. E.D. Tenn.), seeks to avoid a transfer of the interest of Steve A. McKenzie, in a limited liability company to Nelson Bowers II as a fraudulent conveyance and as an unauthorized postpetition transfer. The defendants' motion seeks summary judgment on two primary grounds: (1) that this proceeding is barred by the statute of limitations because equitable tolling is inapplicable as a matter of law; and (2) that the plaintiff cannot prove that the alleged transfer was actually and effectively made. The plaintiff opposed the motion. In a Feb. 21, 2014 Memorandum available at http://is.gd/SZzBjQ from Leagle.com, Bankruptcy Judge John C. Cook denied the defendants' motion for summary judgment. According to Judge Cook, among the facts to be determined at trial are (1) whether a transfer of the plaintiff's equity interest in Cleveland Auto Mall occurred, (2) if a transfer occurred, when it occurred, (3) if a transfer occurred, to whom it was made, (4) whether the defendants concealed the alleged transaction from the plaintiff and creditors of the debtor's bankruptcy estate, and (5) whether the plaintiff exercised due diligence in trying to find out about the causes of action that form the subject matter of this adversary proceeding, including whether the plaintiff knew or had reason to know of the transfer despite any concealment by the plaintiffs. On Nov. 20, 2008, an involuntary chapter 7 petition was filed against Steve A. McKenzie. On Dec. 20, 2008, the debtor filed a voluntary Chapter 11 petition. On Jan. 16, 2009, the court entered an order for relief in the involuntary case with the debtor's consent, and that order also converted the chapter 7 case to a case under chapter 11 of the Code and consolidated the two cases. On June 14, 2010, the consolidated case was converted to chapter 7. The case is assigned Case No. 08-16378 (Bankr. E.D. Tenn.). At the time the involuntary petition was filed against Mr. McKenzie, the debtor and Mr. Bowers each owned a 50% membership interest in Cleveland Auto Mall, LLC. Cleveland Auto Mall owned certain real property located along I-75 in Bradley County, Tennessee, but, on Dec. 10, 2008, after the filing of the involuntary petition but before the filing of the voluntary petition and the entry of the order for relief in the involuntary case, the debtor signed a Sale and Purchase Agreement and a Warranty Deed for the sale and transfer of the real estate to defendant Exit 20 Auto Mall, LLC. STEVEN BROWN: BACPA Did Not Abrogate Absolute Priority Rule ----------------------------------------------------------- The United States District Court for the Eastern District of Pennsylvania heard a bankruptcy appeal on whether the Bankruptcy Abuse and Prevention and Consumer Protection Act abrogated the absolute priority rule in individual Chapter 11 cases. Stated differently for purposes of this case, the question is whether an individual Chapter 11 debtor must satisfy the absolute priority rule when an impaired unsecured creditor objects to the proposed reorganization plan. Judge Savage noted that the issue has not been decided by the Third Circuit and has divided other courts. The absolute priority rule, codified at 11 U.S.C. Sec. 1129(b)(2)(B)(ii), provides that each class of unsecured creditors must be paid in full before the debtor can retain any property as part of a reorganization plan. See Bank of America Nat'l Trust and Sav. Ass'n v. 203 North LaSalle P'ship, 526 U.S. 434, 441-42 (1999). The provision was amended and a new section, Sec. 1115, was added in 2005 by BAPCPA. It is the added language that has created the split among the courts that have interpreted the absolute priority rule in individual debtor Chapter 11 cases after BAPCPA was enacted. That newly-added language is "except that in a case in which the debtor is an individual, the debtor may retain property included in the estate under Section 1115, subject to the requirements of subsection (a)(14) of this section." 11 U.S.C. Sec. 1129(b)(2)(B)(ii). In the individual Chapter 11 cases of Steven Brown and Linda Brown (Bankr. E.D. Pa. Case No. 12-14058), Bankruptcy Judge Bruce Fox held that the absolute priority rule's application in individual Chapter 11 cases was not affected by the 2005 amendments to the Bankruptcy Code. After reviewing the bankruptcy court's legal determination de novo, In re American Pad & Paper Co., 478 F.3d 546, 551 (3d Cir. 2007) (citing In re United Healthcare Sys., Inc., 396 F.3d 247, 249 (3d Cir. 2005)), the District Court agrees. According to District Judge Timothy J. Savage, because the Browns acknowledge that they cannot present a plan that satisfies the absolute priority rule, the Bankruptcy Court's order dismissing the case will be affirmed. Steven Brown, an architect, runs a construction and design business through three entities, Design Associates, Inc., Design Build, LLC, and Build US, LLC. Linda Brown is a homemaker and a volunteer special education teacher. The debtors proposed to reorganize using Steven Brown's income from his businesses. On July 19, 2012, Mario Ferroni, one of the Browns' creditors, filed a motion to dismiss the case based on the debtors' failure to file a plan and/or show their ability to reorganize. On March 20, 2013, the Browns proposed a Chapter 11 plan, which was rejected on July 23, 2013. The following day, the Browns filed a second plan, which proposed that the Browns would retain all of their exempt and non-exempt assets, including Mr. Brown's interest in his three businesses, while paying the unsecured creditors $75,000 over five years at the rate of $15,000 per year. On August 15, 2013, at the hearing on Ferroni's motion to dismiss, the debtors acknowledged that Ferroni's unsecured claim of $489,000 would not and could not be paid in full. They also recognized that Ferroni would not vote in favor of the plan or any plan they could afford to fund. Ferroni objected to the amended plan, arguing that the Browns' plan violated the absolute priority rule. The Browns countered that the rule was abrogated by the 2005 amendments to the Bankruptcy Code. At the same time, they conceded that if the rule was not abrogated, their plan could not be confirmed. On Sept. 26, 2013, Judge Fox entered an order dismissing the case because the absolute priority rule stood in the way of confirmation. The Browns timely appealed. The case before teh District Court is, BROWN, et al., Appellants, v. FERRONI, et al., Appellees, Civil Action No. 13-6460 (E.D. Pa.). A copy of the District Court's Feb. 24, 2014 Memorandum Opinion is available at http://is.gd/CeDehtfrom Leagle.com. SWJ HOLDINGS: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: SWJ Holdings, LLC Corp. Service Company 2711 Centerville Road, Suite 400 Wilmington, DE 19808 Case No.: 14-10376 Chapter 11 Petition Date: February 25, 2014 Court: United States Bankruptcy Court District of Delaware (Delaware) Debtor's Counsel: Bruce Duke, Esq. BRUCE J. DUKE, LLC 4201 Greenwich Lane Mount Laurel, NJ 08054 Tel: 856-701-0555 Email: bruceduke@comcast.net Estimated Assets: $10 million to $50 million Estimated Debts: $1 million to $10 million The petition was signed by Richard Annunziata, managing member. The Debtor did not file a list of its largest unsecured creditors when it filed the petition. THOMPSON CREEK: Letko Brosseau Has 6.1% Stake --------------------------------------------- In a Schedule 13G filed with the U.S. Securities and Exchange Commission on Feb. 14, 2014, Letko, Brosseau & Assoc. Inc. disclosed that it beneficially owned 10,220,304 shares of common stock of Thompson Creek Metals Co. representing 6.1 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/N2Jlkc About Thompson Creek Metals Thompson Creek Metals Company Inc. is a growing, diversified North American mining company. The Company produces molybdenum at its 100%-owned Thompson Creek Mine in Idaho and Langeloth Metallurgical Facility in Pennsylvania and its 75%-owned Endako Mine in northern British Columbia. The Company is also in the process of constructing the Mt. Milligan copper-gold mine in central British Columbia, which is expected to commence production in 2013. The Company's development projects include the Berg copper-molybdenum-silver property and the Davidson molybdenum property, both located in central British Columbia. Its principal executive office is in Denver, Colorado and its Canadian administrative office is in Vancouver, British Columbia. More information is available at http://www.thompsoncreekmetals.com The Company's balance sheet at March 31, 2013, showed $3.42 billion in total assets, $2.04 billion in total liabilities and $1.37 billion in stockholders' equity. * * * As reported by the TCR on Aug. 14, 2012, Standard & Poor's Ratings Services lowered its long-term corporate credit rating on Denver- based molybdenum miner Thompson Creek Metals Co. to 'CCC+' from 'B-'. "These rating actions follow Thompson Creek's announcement of weaker production and higher cost expectations through next year," said Standard & Poor's credit analyst Donald Marleau. In the May 9, 2012, edition of the TCR, Moody's Investors Service downgraded Thompson Creek Metals Company Inc.'s Corporate Family Rating (CFR) and probability of default rating to Caa1 from B3. Thompson Creek's Caa1 CFR reflects its concentration in molybdenum, relatively small size, heavy reliance currently on two mines, and the need for favorable volume and price trends in order to meet its increasingly aggressive capital expenditure requirements over the next several years. TREEHOUSE FOODS: S&P Raises CCR to 'BB'; Outlook Stable ------------------------------------------------------- Standard & Poor's Ratings Services raised its ratings, including the corporate credit rating, on Oak Brook, Ill.-based TreeHouse Foods Inc. to 'BB' from 'BB-'. The rating outlook is stable. S&P also assigned its '3' recovery and 'BB' issue-level rating to the company's proposed $400 million senior unsecured notes that will refinance the company's existing senior unsecured notes. The notes will be issued off of the company's rule 415 shelf registration filed in November 2013. S&P will withdraw the ratings on the company's existing notes upon the close of the transaction. The ratings are subject to review upon final documentation. "The ratings on TreeHouse Foods Inc. reflect, in part, the company's continued growth as one of the largest manufacturers of private-label products, proven innovation and manufacturing capabilities, and stable profitability," said Standard & Poor's credit analyst Bea Chiem. The stable outlook reflects Standard & Poor's expectation that TreeHouse Foods Inc. will maintain adequate liquidity, leverage in the low-3x area, and funds from operations to total debt in the 22%-27% area. TRISTAR FIRE: Jury Trial to Be Held on Union's Alter-Ego Claims --------------------------------------------------------------- ROAD SPRINKLER FITTERS LOCAL UNION NO. 669, U.A., AFL-CIO, Plaintiff, v. TRISTAR FIRE PROTECTION, INC., and TSFP HOLDINGS, INC., Defendants, Case No. 12-13983 (E.D. Mich.), will proceed to trial after District Judge Lawrence P. Zatkoff rejected: (1) motion from Defendant TriStar Fire Protection, Inc. for summary judgment; (2) motion from Defendant TSFP Holdings, Inc. for summary judgment; and (3) Plaintiff Road Sprinkler Fitters Local Union No. 669, U.A., AFL-CIO's motion for summary judgment Judge Zatkoff, meanwhile, granted the motion from Defendant TSFP Holdings, Inc. for leave to file a supplement to its motion for summary judgment. Road Sprinkler Fitters Local Union No. 699, U.A., AFL-CIO is a national labor organization that represents skilled construction employees engaged in the installation and repair of automatic fire protection systems across the country. TriStar Fire Protection, Inc. -- TriStar -- was formed in 1978 and was involved in the installation and maintenance of fire protection and fire suppression systems until declaring bankruptcy in 2011. TSFP Holdings, Inc. -- co-owned by two former officers of TriStar -- was incorporated in September of 2011, acquired all of TriStar's assets in 2012, and is currently in the business of installing and maintaining fire protection and fire suppression systems. The summary judgment motions presented two central issues: 1. Whether TriStar's bankruptcy precludes the Union from alleging TSFP is the "alter ego" of TriStar; and 2. If TriStar's bankruptcy does not bar the Union from asserting such a claim, whether TSFP is the "alter ego" of TriStar, and thus bound to comply with the collective bargaining agreement initially entered into between the Union and TriStar. TriStar filed a petition for Chapter 11 bankruptcy protection on August 18, 2011, in the U.S. Bankruptcy Court for the Eastern District of Michigan. TriStar claims the petition was filed for three reasons: the serious decline in TriStar's gross revenue, the fact that TriStar was in default on a $900,000 loan it had received from Bank of America, and a labor dispute between TriStar and a different local sprinkler fitters union. The Road Sprinkler Fitters Local Union asserts, however, that the motivating factor behind the filing was to avoid what TriStar saw as an "uncompetitive labor contract" between it and TriStar. Prior to filing for bankruptcy, TriStar was owned by a group of investors under the name TriStar Acquisition Company. TriStar's President at the time was Scott Penive and its Vice President of Engineering was Michael Shaver. TriStar's Vice President of Operations was Bruce Hermanson and TriStar's Chief Financial Officer was Eric Wieber. On Oct. 1, 2011, Scott Penive and Michael Shaver resigned from TriStar, while Messrs. Wieber and Hermanson stayed on as officials of TriStar. They also co-founded a company -- TSFP -- in September 2011 to possibly make a bid to purchase TriStar's assets through the bankruptcy proceeding. They formed TSFP as 50% owners; currently Mr. Hermanson is the President of TSFP and Mr. Wieber is TSFP's Chief Financial Officer. On Oct. 11, 2011, TriStar filed a Plan of Reorganization and Disclosure Statement with the Bankruptcy Court. As part of the Plan, TSFP was designated as the Stalking Horse Bidder in an auction sale for TriStar's assets. TSFP was chosen as the Stalking Horse Bidder -- according to TriStar's Disclosure Statement -- due to the experience Messrs. Wieber and Hermanson had in the business and their likelihood to maximize the value of TriStar's assets. According to the Plan, any entity which wanted to participate in the auction sale of TriStar's assets was required to become a "qualified bidder" by providing a deposit of at least $25,000, demonstrating that it possessed the capabilities to operate the business, and submitting a bid. Ultimately, no other entities besides TSFP attempted to meet the requirements set forth in the Plan to become a qualified bidder. Although several objections to the Plan were filed, the Bankruptcy Court confirmed the Plan on May 16, 2012. On June 8, 2012, prior to sale of any assets, TriStar filed a motion with the Bankruptcy Court to assume the CBA with Road Sprinkler Fitters Local Union. TriStar indicated its intent not to reject the CBA. TriStar also indicated, however, that it did not intend to assign the CBA to the purchaser of the Debtor's assets: TSFP. Road Sprinkler Fitters Local Union did not file an objection to this motion. TSFP has not currently adopted the CBA. New employees are instead hired directly by TSFP rather than via any hiring hall. The terms and conditions of employment for TSFP employees are set forth in an employee handbook, and the wages and benefits of TSFP employees are different from those previously received by TriStar employees. On June 11, 2012, an Asset Purchase Agreement was executed between TriStar and TSFP. Under the terms of an Installment Payment and Security Agreement contained within the overarching Agreement, TSFP purchased TriStar's assets with a $25,000 deposit and a $4.1 million loan from TriStar. TriStar retained a security interest in the assets as collateral for its loan. The assets purchased by TSFP included all of TriStar's equipment, machinery, tooling supplies, intellectual property, TriStar's rights under any and all contracts, all inventory, customer lists and receivables. TSFP also purchased TriStar's business name and business telephones.3 The Agreement also indicates TriStar's owners have the right to approve TSFP's annual budget, the right to approve salaries or other compensation in excess of the approved annual budget, the right to approve or reject organizational changes made by TSFP, and the right to approve or reject any substantial change in the nature of the business of TSFP. TriStar ownership also retains the right to inspect the TSFP premises, to attain any additional information about TSFP it might request, and the right to communicate directly with TSFP customers in the event of default. TSFP asserts that no owner of TriStar has any control over TSFP's operations, indicating Wieber and Hermanson make all of TSFP's management and business decisions. As of June 11, 2012, TSFP has operated a sprinkler fitters business. TSFP does business under the name "TriStar Fire Protection" (the same full name as Defendant TriStar) at the business offices previously occupied by TriStar. TSFP uses the same telephones, furniture, equipment, tools and materials formerly owned by TriStar. Plaintiff alleges 24 of the 25 employees TSFP currently has were also employed by TriStar. Plaintiff also asserts at least 60 of the 62 customers TSFP disclosed during discovery were former customers of TriStar. On July 16, 2012, Road Sprinkler Fitters Local Union filed a grievance against TSFP, alleging that TSFP was bound by the terms of the CBA entered into between Road Sprinkler Fitters Local Union and TriStar. Road Sprinkler Fitters Local Union asserted TSFP was attempting to evade the terms of the CBA, and sought restoration of the terms and conditions contained within the CBA. There is no record of responses from either TriStar or TSFP to Plaintiff's grievance filing. On Sept. 10, 2012, Road Sprinkler Fitters Local Union filed its complaint with the District Court, seeking an order that TSFP is the "alter ego" of TriStar and asking the Court to compel TSFP to comply with the terms of the CBA by submitting Plaintiff's grievance to final and binding arbitration. In rejecting the summary judgment motions, Judge Zatkoff held that Road Sprinkler Fitters Local Union is not barred by the Confirmation Order in TriStar's bankruptcy proceedings from now asserting that TSFP is the "alter ego" of TriStar. Additionally, TriStar's assumption of the CBA and intent not to assign the CBA to TSFP do not bar it from bringing its current claim. The Court also held that the evidence and arguments presented by Road Sprinkler Fitters Local Union and both Defendants create genuine issues of material fact as to whether TSFP is the "alter ego" of TriStar. The Court further finds that all parties have presented evidence with regards to the "alter ego" issue that a jury could reasonably rely upon in coming to its conclusion. As such, the Court cannot grant any of the parties' motions for summary judgment with regards to the "alter ego" question; such an issue is a question of fact for a jury to decide. A copy of Judge Zatkoff's Feb. 24, 2014 Opinion and Order is available at http://is.gd/tjM17Kfrom Leagle.com. Tristar Fire Protection, Inc., based in Plymouth, Michigan, filed for Chapter 11 bankruptcy (Bankr. E.D. Mich. Case No. 11-62283) on Aug. 18, 2011, in Detroit. Judge Phillip J. Shefferly presides over the case. Michael E. Baum, Esq. -- mbaum@schaferandweiner.com -- at Schafer And Weiner, PLLC, serves as the Debtor's counsel. It estimated under $50,000 in assets and under $10 million in liabilities. A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/mieb11-62283.pdf The petition was signed by Eric Wieber, chief financial officer. TRONOX LTD: Posts Net Loss of $48 Million in Fourth Quarter 2013 ---------------------------------------------------------------- Tronox Limited on Feb. 26 reported fourth quarter 2013 revenue of $436 million compared to $482 million in the fourth quarter 2012 and $491 million in the third quarter 2013. Adjusted EBITDA of $96 million improved from $71 million in the prior-year quarter and $92 million in the prior quarter. Adjusted net loss attributable to Tronox Limited in the fourth quarter was $48 million, or $0.42 per diluted share, versus an adjusted net loss of $45 million, or $0.40 per diluted share, in the year-ago quarter and an adjusted net loss of $55 million, or $0.48 per diluted share, in the prior quarter. Fourth Quarter 2013 Highlights: Adjusted EBITDA of $96 million up from $71 million in prior- year quarter and $92 million in prior quarter; adjusted EBITDA margin of 22 percent versus 15 percent prior-year quarter and 19 percent in third and second quarters Mineral Sands segment revenue of $248 million; adjusted EBITDA of $93 million Pigment segment revenue of $277 million; adjusted EBITDA of $9 million; fourth consecutive quarter of significant sequential adjusted EBITDA improvement Board declared quarterly dividend of $0.25 per share payable on March 24, 2014 to shareholders of record of company's Class A and Class B ordinary shares at close of business on March 10, 2014 Full-Year 2013 Highlights: Tom Casey, chairman and CEO of Tronox, said: "Our fourth quarter results provided a solid finish to 2013 and continued to reflect global pigment market conditions that began stabilizing earlier in the year. Our adjusted EBITDA of $96 million improved compared to the prior-year quarter and prior quarter, as did our adjusted EBITDA margin of 22 percent. Pigment sales volumes remained strong and the segment's adjusted EBITDA contribution of $9 million reflected the fourth consecutive quarter of significant sequential improvement. Mineral Sands' adjusted EBITDA of $93 million and adjusted EBITDA margin of 38 percent essentially equaled their third quarter performance. Global market conditions in zircon also reflected stability, as sales volumes increased 12 percent and selling prices held constant versus the third quarter." Mr. Casey continued: "We delivered strong operating cash flow in 2013 with cash provided by operating activities improving by $219 million, at $337 million, up substantially from $118 million in 2012. We continued our disciplined approach in the pursuit of our goal to become a larger scale, globally cost competitive, fully integrated producer -- qualities that we believe are critical to success in the global market we see developing over the next 5-10 years -- that of a more consolidated industry where global scale and lowest cost deliver the sustainable advantage. Based on our strong operating cash flow and disciplined approach, we have the ability to pay a quarterly dividend currently yielding more than 4 percent, while at the same time evaluate ways to expand our scale relative to the market. We remain very confident in the long-term value creation potential of our business and are committed to deliver that value to our shareholders." Fourth Quarter 2013 Results Mineral Sands Mineral Sands segment revenue of $248 million was 22 percent lower than $316 million in the prior-year quarter and up 1 percent versus $245 million in the third quarter 2013. Relative to the prior-year quarter, sales volumes were level and selling prices were 22 percent lower. Compared to the third quarter, sales volumes declined 1 percent while selling prices increased 1 percent. Sales volumes exceeded production volumes in the quarter as inventories were reduced. Revenue from intercompany sales was $119 million in the quarter. Sales to third parties were $129 million, including $80 million of revenue from zircon and pig iron. In the fourth quarter, 78 percent of titanium feedstock revenue was derived from intercompany sales. Zircon sales volumes were 37 percent higher than the year-ago quarter and 12 percent higher than the prior quarter. Zircon selling prices were 28 percent lower than the year-ago quarter and level to the prior quarter. Mineral Sands segment operating income of $33 million increased 27 percent compared to the prior-year quarter and gross profit margin improved to 17 percent from 10 percent over the same period. Adjusted EBITDA was $93 million and the adjusted EBITDA margin was 38 percent. Mineral Sands segment adjusted EBITDA is calculated before the elimination of gross profit on sales to the Pigment segment that occurs in consolidation at the company level. In the fourth quarter, $32 million of Mineral Sands gross profit was eliminated in consolidation and $43 million of previously eliminated gross profit was reversed, for a net adjusted EBITDA contribution in consolidation of $11 million. Tronox has resumed construction at its KZN Sands Fairbreeze Mine in South Africa. Earlier this month, the South African Department of Water Affairs notified Tronox that it had lifted the construction stay during the pending appeal on the company's main water-use license. This month, the company also received land-use approval from a municipality adjacent to Fairbreeze that would allow mining at the C Extension area of the site, which is scheduled to begin in 2017. Pigment Pigment segment revenue of $277 million increased 8 percent versus $256 million in the prior-year quarter driven by a 23 percent sales volumes increase, partially offset by 14 percent lower selling prices and lesser impacts of mix and foreign exchange. Double-digit percent volume gains were realized in all regions compared to the prior-year quarter, and were especially robust in Europe and Asia-Pacific. Selling prices declined 1 percent compared to the prior quarter for the third straight sequential quarter. Sales volumes in the fourth quarter returned to normal seasonal levels, essentially equal to that of the first quarter -- the other seasonally lighter quarter -- and down 6 percent from the seasonally stronger second and third quarters. Sales volumes exceeded production volumes in the quarter as finished pigment inventories also returned to normal seasonal levels. Pigment segment operating income of ($26) million improved compared to operating income of ($85) million in the fourth quarter 2012. Pigment segment adjusted EBITDA of $9 million improved compared to adjusted EBITDA of ($58) million in the prior-year quarter. Fourth quarter adjusted EBITDA of $9 million also improved sequentially for the fourth consecutive quarter and compares to adjusted EBITDA of ($3) million in the third quarter. Average feedstock cost reflected in the Pigment segment income statement in the fourth quarter was $1,048 per metric ton, down from $1,188 per metric ton in the third quarter. During the fourth quarter, 100 percent of Pigment segment feedstock purchases were from the Mineral Sands segment at an average cost of $906 per metric ton. Corporate and Other Revenue in Corporate and Other, which includes our electrolytic manufacturing business, was $31 million, level to that in the fourth quarter 2012. The electrolytic business generated adjusted EBITDA of $4 million, which was offset by adjusted EBITDA of ($21) million related to corporate operations for a net adjusted EBITDA in Corporate and Other of ($17) million in the fourth quarter. The Corporate and Other loss from operations of $15 million compares to a $9 million loss from operations in the prior-year quarter and a $20 million loss from operations in the prior quarter. Consolidated Selling, general and administrative expenses for the company in the fourth quarter were $50 million, or 11 percent of revenue, versus $32 million, or 7 percent of revenue, in the fourth quarter 2012. Interest and debt expense was $36 million versus $25 million in the year-ago quarter. On December 31, 2013, gross consolidated debt was $2,413 million, and debt, net of cash, was $935 million. For the quarter, capital expenditures were $68 million and depreciation, depletion and amortization was $95 million. Full Year 2013 Results For the full year 2013, revenue of $1,922 million increased 5 percent versus $1,832 million in 2012, as volume gains in both Mineral Sands and Pigment segments and the impact of acquired businesses were partially offset by lower selling prices and less favorable mix. Adjusted EBITDA was $362 million compared to adjusted EBITDA of $503 million in the prior year. Adjusted net loss attributable to Tronox Limited was $169 million, or $1.49 per diluted share, versus adjusted net income attributable to Tronox Limited of $202 million, or $1.98 per diluted share, in the prior year. Mineral Sands Mineral Sands segment revenue of $1,103 million increased 45 percent, driven primarily by the impact of acquired businesses and higher sales volumes, partially offset by lower selling prices across most product lines. Operating income of $238 million increased 53 percent compared to the prior year, driven by the contribution from acquired businesses, higher sales volumes, lower net amortization of purchase price adjustments and favorable currency translation, partially offset by lower selling prices. Mineral Sands' adjusted EBITDA was $474 million and adjusted EBITDA margin was 43 percent. Mineral Sands segment adjusted EBITDA is calculated before the elimination of gross profit on sales to the Pigment segment that occurs in consolidation at the company level. For the full year 2013, $172 million of Mineral Sands gross profit was eliminated in consolidation and $186 million of previously eliminated gross profit was reversed, for a net adjusted EBITDA contribution in consolidation of $14 million. Pigment Pigment segment revenue of $1,169 million was 6 percent lower than $1,246 million in the prior year, as higher sales volumes were more than offset by lower selling prices and less favorable mix. Volume gains were achieved in all major regions. Segment operating income of ($179) million in 2013 compared to operating income of $57 million in the prior year. For the full year, Pigment adjusted EBITDA was ($57) million. In 2013, approximately 95 percent of Pigment segment feedstock purchases were from our Mineral Sands segment and beginning in the second quarter of 2013, 100 percent of Pigment feedstock purchases have been from Mineral Sands. Corporate and Other Revenue in Corporate and Other, which includes our electrolytic manufacturing business, of $128 million equaled the revenue of $128 million realized in 2012. The electrolytic business generated adjusted EBITDA of $11 million, which was offset by adjusted EBITDA of ($80) million related to corporate operations for a net adjusted EBITDA in Corporate and Other of ($69) million in 2013. The Corporate and Other loss from operations of $70 million compares to a loss from operations of $139 million in the prior year, primarily due to the absence of one-time fees and expenses associated with the Mineral Sands acquisition incurred in the prior year. Consolidated Selling, general and administrative expenses for the company were $187 million, or 10 percent of revenue, versus $239 million, or 13 percent of revenue, in 2012. Interest and debt expense was $130 million versus $65 million in the prior year, primarily the result of higher debt levels. On December 31, 2013, gross consolidated debt was $2,413 million, and debt, net of cash, was $935 million. For the year, capital expenditures were $172 million and depreciation, depletion and amortization was $333 million. About Tronox Inc. Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No. 09-10156) on Jan. 13, 2009, before Hon. Allan L. Gropper. Richard M. Cieri, Esq., Jonathan S. Henes, Esq., and Colin M. Adams, Esq., at Kirkland & Ellis LLP in New York, represented the Debtors. The Debtors also tapped Togut, Segal & Segal LLP as conflicts counsel; Rothschild Inc. as investment bankers; Alvarez & Marsal North America LLC, as restructuring consultants; and Kurtzman Carson Consultants served as notice and claims agent. An official committee of unsecured creditors and an official committee of equity security holders were appointed in the cases. The Creditors Committee retained Paul, Weiss, Rifkind, Wharton & Garrison LLP as counsel. Until Sept. 30, 2008, Tronox was publicly traded on the New York Stock Exchange under the symbols TRX and TRX.B. Since then, Tronox has traded on the Over the Counter Bulletin Board under the symbols TROX.A.PK and TROX.B.PK. As of Dec. 31, 2008, Tronox had 19,107,367 outstanding shares of class A common stock and 22,889,431 outstanding shares of class B common stock. On Nov. 17, 2010, the Bankruptcy Court confirmed the Debtors' First Amended Joint Plan of Reorganization under Chapter 11 of the Bankruptcy Code, dated Nov. 5, 2010. Under the Plan, Tronox reorganized around its existing operating businesses, including its facilities at Oklahoma City, Oklahoma; Hamilton, Mississippi; Henderson, Nevada; Botlek, The Netherlands and Kwinana, Australia. UKRAINE: Would Seek US$15-Bil. of Aid from IMF ---------------------------------------------- Stephen J. Lubben, writing for The New York Times' DealBook, reported that Ukraine said it would seek $15 billion worth of aid from the International Monetary Fund. According to the report, Christine Lagarde, the managing director of the I.M.F., said that she would send a mission to Kiev in the coming days for preliminary talks. Reuters said Ukraine needs $35 billion over two years to avoid bankruptcy. USEC INC: Global X Stake at 2.3% as of Dec. 31 ---------------------------------------------- Global X Management Company LLC and its affiliates disclosed that as of Dec. 31, 2013, they beneficially owned 114,984 shares of common stock of USEC Inc. representing 2.32 percent of the shares outstanding. Global X previously owned 263,743 shares as of Oct. 31, 2013. A copy of the regulatory filing is available for free at http://is.gd/GrbyB7 About USEC Inc. Headquartered in Bethesda, Maryland, USEC Inc. (NYSE: USU) -- http://www.usec.com/-- supplies enriched uranium fuel for commercial nuclear power plants. USEC disclosed a net loss of $1.20 billion in 2012 as compared with a net loss of $491.1 million in 2011. The Company's balance sheet at Sept. 30, 2013, showed $1.70 billion in total assets, $2.16 billion in total liabilities and a $462.1 million stockholders' deficit. PricewaterhouseCoopers LLP, in McLean, Virginia, 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 reported net losses and a stockholders' deficit at Dec. 31, 2012, and is engaged with its advisors and certain stakeholders on alternatives for a possible restructuring of its balance sheet, which raise substantial doubt about its ability to continue as a going concern. Bankruptcy Warning "A delisting of our common stock by the NYSE and the failure of our common stock to be listed on another national exchange could have significant adverse consequences. A delisting would likely have a negative effect on the price of our common stock and would impair stockholders' ability to sell or purchase our common stock. As of September 30, 2013, we had $530 million of convertible notes outstanding. Under the terms of our convertible notes, a "fundamental change" is triggered if our shares of common stock are not listed for trading on any of the NYSE, the American Stock Exchange (now NYSE-MKT), the NASDAQ Global Market or the NASDAQ Global Select Market, and the holders of the notes can require USEC to repurchase the notes at par for cash. We have no assurance that we would be eligible for listing on an alternate exchange in light of our market capitalization, stockholders' deficit and net losses. Our receipt of a NYSE continued listing standards notification described above did not trigger a fundamental change. In the event a fundamental change under the convertible notes is triggered, we do not have adequate cash to repurchase the notes. A failure by us to offer to repurchase the notes or to repurchase the notes after the occurrence of a fundamental change is an event of default under the indenture governing the notes. Accordingly, the exercise of remedies by holders of our convertible notes or the trustee of the notes as a result of a delisting would have a material adverse effect on our liquidity and financial condition and could require us to file for bankruptcy protection," the Company said in its quarterly report for the period ended Sept. 30, 2013. * * * As reported by the TCR on Dec. 18, 2013, Moody's Investors Service lowered USEC's Corporate Family Rating (CFR) to Ca from Caa1. The downgrade follows announcement that USEC has initiated a debt restructuring plan and intends to file for reorganization under Chapter 11 of the Bankruptcy Code. USG CORP: Prem Watsa Stake at 1.2% as of Dec. 31 ------------------------------------------------ In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Prem Watsa and his affiliates disclosed that as of Dec. 31, 2013, they beneficially owned 1,694,554 shares of common stock of USG Corporation representing 1.2 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/sgXeaO About USG Corporation Based in Chicago, Ill., USG Corporation -- http://www.usg.com/-- through its subsidiaries, manufactures and distributes building materials producing a wide range of products for use in new residential, new nonresidential and repair and remodel construction, as well as products used in certain industrial processes. The company filed for Chapter 11 protection on June 25, 2001 (Bankr. Del. Case No. 01-02094). When the Debtors filed for protection from their creditors, they disclosed $3.252 billion in assets and $2.739 billion in liabilities. The Debtors emerged from bankruptcy protection on June 20, 2006. For the 12 months ended Dec. 31, 2012, the Company incurred a net loss of $125 million on $3.22 billion of net sales, as compared with a net loss of $390 million on $2.91 billion of net sales during the prior year. The Company's balance sheet at Sept. 30, 2013, showed $3.71 billion in total assets, $3.64 billion in total liabilities and $72 million total stockholders' equity including noncontrolling interest. * * * As reported by the TCR on Aug. 15, 2011, Standard & Poor's Ratings Services lowered its corporate credit rating on USG Corp. to 'B' from 'B+'. "The downgrade reflects our expectation that USG's operating results and cash flow are likely to be strained over the next year due to the ongoing depressed level of housing starts and still- weak commercial construction activity," said Standard & Poor's credit analyst Thomas Nadramia. "It is now more likely, in our view, that any meaningful recovery in housing starts may be deferred until late 2012 or into 2013. As a result, the risk that USG's liquidity in the next 12 to 24 months will continue to erode (and be less than we incorporated into our prior ratings) has increased. The ratings previously incorporated a greater improvement in housing starts, which would have enabled USG to reduce its negative operating cash flow in 2012 and achieve breakeven cash flow or better by 2013." As reported by the TCR on Oct. 30, 2013, Moody's Investors Service upgraded USG Corp.'s Corporate Family Rating to B3 from Caa1. The upgrade reflects better than anticipated overall 3Q13 operating performance. In the Sept. 10, 2013, edition of the TCR, Fitch Ratings has upgraded the ratings of USG Corporation, including the company's Issuer Default Rating (IDR) to 'B' from 'B-'. The upgrade reflects USG's improving profitability and credit metrics this year and the expectation that this trend continues through at least 2014. UTI WORLDWIDE: Warns About Danger of Defaulting on its Debt ----------------------------------------------------------- Lisa Allen, writing for The Deal, reported that UTi Worldwide Inc.'s stock tumbled by 25% on Feb. 26 after it announced that it has breached certain debt covenants and is in danger of defaulting unless it carries out a recapitalization plan. According to the report, the British Virgin Islands-based transportation logistics company, whose Nasdaq shares were trading at $11.46 midday on Feb. 26, has obtained waivers from its lenders through April 15, which will provide some time to implement a plan to refinance some existing debt through the issuance of $675 million in new securities. UTi shares, which trade under the ticker symbol UTIW, finished at $15.26 on Feb. 25, the report said. UTi, which provides services such as air and ocean freight forwarding, contract logistics, distribution services, supply chain consulting and customs brokerage, intends to launch an offering of $350 million in new convertible notes and also give its largest shareholder, P2 Capital Partners LLC, $175 million in 7% convertible preference shares, the report related. That private placement will raise P2 Capital's stake in the company to 18.1% from 10.76%, the report further related. UTi Worldwide is an international, non-asset-based supply chain services and solutions company that provides airfreight and ocean freight forwarding, contract logistics, customs brokerage, distribution, inbound logistics, truckload brokerage and other supply chain management services. UTSTARCOM INC: Prescott Stake at 5.9% as of Dec. 31 --------------------------------------------------- Prescott Group Capital Management, L.L.C., and its affiliates disclosed in a regulatory filing with the U.S. Securities and Exchange Commission that as of Dec. 31, 2013, they beneficially owned 2,307,700 ordinary shares of UTStarcom Holdings Corp representing 5.9 percent of the shares outstanding. A copy of the regulatory filing is available at http://is.gd/shigA4 About UTStarcom, Inc. UTStarcom, Inc. (Nasdaq: UTSI) -- http://www.utstar.com/-- is a global leader in IP-based, end-to-end networking solutions and international service and support. The Company sells its solutions to operators in both emerging and established telecommunications markets around the world. UTStarcom enables its customers to rapidly deploy revenue-generating access services using their existing infrastructure, while providing a migration path to cost-efficient, end-to-end IP networks. The Company's headquarters are currently in Alameda, California, with its research and design operations primarily in China. For the nine months ended Sept. 30, 2013, the Company reported a net loss of $6.67 million. UTStarcom Holdings reported a net loss of $35.57 million in 2012, net income of $11.77 million in 2011 and a net loss of $65.29 million in 2010. The Company's balance sheet at Sept. 30, 2013, showed $390.64 million in total assets, $217.32 million in total liabilities and $173.31 million in total equity. WEST CORP: Thomas H. Lee Stake at 43.3% as of Dec. 31 ----------------------------------------------------- In a Schedule 13G filed with the U.S. Securities and Exchange Commission, Thomas H. Lee Advisors, LLC, and its affiliates disclosed that as of Dec. 31, 2013, they beneficially owned 36,262,765 shares of common stock of West Corporation representing 43.37 percent of the shares outstanding. The calculation is based on 83,612,330 shares of Common Stock outstanding as of Oct. 25, 2013, as reported in the Issuer's quarterly report on Form 10-Q filed with the Securities and Exchange Commission on Nov. 1, 2013. A copy of the regulatory filing is available at: http://is.gd/0VQd0b About West Corporation Founded in 1986 and headquartered in Omaha, Nebraska, West Corporation -- http://www.west.com/-- provides outsourced communication solutions to many of the world's largest companies, organizations and government agencies. West Corporation has a team of 41,000 employees based in North America, Europe and Asia. The Company's balance sheet at Sept. 30, 2013, showed $3.48 billion in total assets, $4.26 billion in total liabilities and a $782.60 million total stockholders' deficit. Bankruptcy Warning "If we cannot make scheduled payments on our debt, we will be in default, and as a result: * our debt holders could declare all outstanding principal and interest to be due and payable; * the lenders under our Senior Secured Credit Facilities could terminate their commitments to lend us money and foreclose against the assets securing our borrowings; and * we could be forced into bankruptcy or liquidation," the Company said in its quarterly report for the period ended Sept. 30, 2013. * * * As reported by the TCR on June 21, 2013, Standard & Poor's Ratings Services raised its corporate credit rating on Omaha, Neb.-based business process outsourcer West Corp. to 'BB-' from 'B+'. The upgrade reflects Standard & Poor's view that lower debt leverage and a less aggressive financial policy will strengthen the company's financial profile. In the April 4, 2013, edition of the TCR, Moody's Investor Service upgraded West Corporation's Corporate Family Rating to B1 from B2. "The CFR upgrade to B1 reflects West's shift to a more conservative capital structure and financial policies as a publicly owned company", stated Moody's analyst Suzanne Wingo. WEST CORP: Gary West Stake at 9.1% as of Dec. 31 ------------------------------------------------ In a Schedule 13G filed with the U.S. Securities and Exchange Commission, Gary L. West and Mary E. West disclosed that as of Dec. 31, 2013, they benefically owned 7,592,792 shares of common stock of West Corporation representing 9.1 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/YVZG9a About West Corporation Founded in 1986 and headquartered in Omaha, Nebraska, West Corporation -- http://www.west.com/-- provides outsourced communication solutions to many of the world's largest companies, organizations and government agencies. West Corporation has a team of 41,000 employees based in North America, Europe and Asia. The Company's balance sheet at Sept. 30, 2013, showed $3.48 billion in total assets, $4.26 billion in total liabilities and a $782.60 million total stockholders' deficit. Bankruptcy Warning "If we cannot make scheduled payments on our debt, we will be in default, and as a result: * our debt holders could declare all outstanding principal and interest to be due and payable; * the lenders under our Senior Secured Credit Facilities could terminate their commitments to lend us money and foreclose against the assets securing our borrowings; and * we could be forced into bankruptcy or liquidation," the Company said in its quarterly report for the period ended Sept. 30, 2013. * * * As reported by the TCR on June 21, 2013, Standard & Poor's Ratings Services raised its corporate credit rating on Omaha, Neb.-based business process outsourcer West Corp. to 'BB-' from 'B+'. The upgrade reflects Standard & Poor's view that lower debt leverage and a less aggressive financial policy will strengthen the company's financial profile. In the April 4, 2013, edition of the TCR, Moody's Investor Service upgraded West Corporation's Corporate Family Rating to B1 from B2. "The CFR upgrade to B1 reflects West's shift to a more conservative capital structure and financial policies as a publicly owned company", stated Moody's analyst Suzanne Wingo. WEST CORP: FMR LLC Reports 8.3% Stake ------------------------------------- FMR LLC and Edward C. Johnson 3d disclosed in a Schedule 13G filed with the U.S. Securities and Exchange Commission on Feb. 13, 2014, that they beneficially owned 6,997,326 shares of common stock of West Corporation representing 8.369 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/nx01Xu About West Corporation Founded in 1986 and headquartered in Omaha, Nebraska, West Corporation -- http://www.west.com/-- provides outsourced communication solutions to many of the world's largest companies, organizations and government agencies. West Corporation has a team of 41,000 employees based in North America, Europe and Asia. The Company's balance sheet at Sept. 30, 2013, showed $3.48 billion in total assets, $4.26 billion in total liabilities and a $782.60 million total stockholders' deficit. Bankruptcy Warning "If we cannot make scheduled payments on our debt, we will be in default, and as a result: * our debt holders could declare all outstanding principal and interest to be due and payable; * the lenders under our Senior Secured Credit Facilities could terminate their commitments to lend us money and foreclose against the assets securing our borrowings; and * we could be forced into bankruptcy or liquidation," the Company said in its quarterly report for the period ended Sept. 30, 2013. * * * As reported by the TCR on June 21, 2013, Standard & Poor's Ratings Services raised its corporate credit rating on Omaha, Neb.-based business process outsourcer West Corp. to 'BB-' from 'B+'. The upgrade reflects Standard & Poor's view that lower debt leverage and a less aggressive financial policy will strengthen the company's financial profile. In the April 4, 2013, edition of the TCR, Moody's Investor Service upgraded West Corporation's Corporate Family Rating to B1 from B2. "The CFR upgrade to B1 reflects West's shift to a more conservative capital structure and financial policies as a publicly owned company", stated Moody's analyst Suzanne Wingo. WESTMORELAND COAL: Nelson Obus Stake at 5.1% as of Dec. 31 ---------------------------------------------------------- In a Schedule 13G filed with the U.S. Securities and Exchange Commission, Nelson Obus and his affiliates disclosed that as of Dec. 31, 2013, they beneficially owned 743,257 Shares of common stock of Westmoreland Coal Company representing 5.1 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/veuTd6 About Westmoreland Coal Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest independent coal company in the United States. The Company's coal operations include coal mining in the Powder River Basin in Montana and lignite mining operations in Montana, North Dakota and Texas. Its power operations include ownership of the two-unit ROVA coal-fired power plant in North Carolina. Westmoreland Coal incurred a net loss of $13.66 million in 2012, a net loss of $36.87 million in 2011, and a net loss of $3.17 million in 2010. The Company's balance sheet at Sept. 30, 2013, showed $939.83 million in total assets, $1.22 billion in total liabilities and a $280.31 million total deficit. * * * As reported by the TCR on Nov. 6, 2012, Standard & Poor's Ratings Services raised its corporate credit rating on Englewood, Co.-based Westmoreland Coal Co. (WLB). to 'B-' from 'CCC+'. "The upgrade reflects our view that WLB is less vulnerable to default after successfully negotiating less restrictive covenant requirements for an unrated $110 million term loan due 2018," said credit analyst Gayle Bowerman. "Our assessment of WLB's business risk profile as 'vulnerable' and financial risk profile as 'highly leveraged' are unchanged. We also revised our liquidity score to 'adequate' based on the covenant relief and additional liquidity provided under the company's new $20 million asset-based loan (ABL) facility from 'less than adequate'." Westmoreland Coal carries a Caa1 corporate family rating from Moody's Investors Service. WINDSPIRE ENERGY: Court Rules in Committee Suit Against D&Os ------------------------------------------------------------ OFFICIAL COMMITTEE OF UNSECURED CREDITORS, Plaintiff, v. GIACOMO MARINI et al., Defendants, No. 3:13-cv-00010-RCJ-WGC (D. Nev.), arises out of alleged fraudulent transfers and breaches of fiduciary duties by directors, officers, and shareholders of Debtor Windspire Energy, Inc. The Committee asserted claims for: (1)-(2) breach of fiduciary duty; (3) aiding and abetting breach of fiduciary duty; (4) corporate waste; and (5)-(17) various core bankruptcy claims. The Committee named 14 Defendants, which the Court will categorize into three groups: (1) Giacomo Marini, Ian Rogoff, Tim Rodgers, Hess, Michael Schwab, Peter Henig, James Horn, and Robert Mosebar -- Director Defendants; (2) Noventi Ventures II, LP, Big Sky Venture Capital III LLC, Big Sky Venture Capital IV LLC, Greenhouse Capital Partners LP, and Venmilo Partners, LLC -- Shareholder Defendants; and (3) Noventi, LLC The Court granted two motions to withdraw the reference in part and a motion to withdraw the reference in full. Big Sky III and Big Sky IV moved to dismiss the second, third, and fifth claims. Greenhouse has separately moved to dismiss the same claims. The Committee has moved for offensive summary judgment as to the liability of the Director Defendants and Noventi Ventures II, LP on the breach of fiduciary duty claims. Also pending before the Court are a motion to join the Chapter 11 Trustee as a party and a motion for leave to amend an answer to plead a counterclaim against the Trustee. In a Feb. 21 Amended Order available at http://is.gd/XNHKFTfrom Leagle.com, District Judge Robert C. Jones denies all pending motions. Reno, Nevada-based Windspire Energy, Inc., fdba Mariah Power, Inc., filed for Chapter 11 bankruptcy (Bankr. D. Nev. Case No. 12-50035) on Jan. 6, 2012. Judge Bruce T. Beesley presides over the case. Alan R. Smith, Esq., at The Law Offices of Alan R. Smith, serves as the Debtor's counsel. Windspire Energy scheduled assets of $218,968 and liabilities of $5,963,470. A list of the 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/nvb12-50035.pdf The petition was signed by James Horn, CEO. WME IMG: S&P Assigns 'B' Corporate Credit Rating; Outlook Stable ---------------------------------------------------------------- Standard & Poor's Ratings Services assigned parent holding company WME IMG Holdings LLC (WME IMG) a 'B' corporate credit rating. At the same time, S&P affirmed all ratings, including its 'B' corporate credit rating, on IMG Worldwide Holdings Inc. S&P expects to withdraw its ratings on IMG following the completion of the proposed transactions. The rating outlook is stable. At the same time, S&P assigned co-borrowers William Morris Endeavor Entertainment LLC's and Iris Merger Sub's* proposed $2 billion first-lien credit facility (consisting of a $100 million revolver due 2019 and a $1.9 billion term loan due 2021) its 'B' issue-level rating and '3' recovery rating. The '3' recovery rating reflects S&P's expectation for meaningful (50% to 70%) recovery prospects for lenders in the event of a payment default. In addition, S&P assigned the company's proposed $450 million second-lien credit facility due 2022 its 'B-' issue-level rating and '5' recovery rating. The '5' recovery rating reflects S&P's expectation for modest (0% to 10%) recovery prospects for lenders in the event of a payment default. The company will use proceeds from these proposed issuances, along with existing equity at WME and a new equity contribution, primarily by Silver Lake, to complete the company's acquisition of IMG and refinance debt at WME and IMG. *Iris Merger Sub is an initial co-borrower under the facility. Upon the close of the acquisition, all obligations of Iris Merger Sub will be assumed by IMG LLC. The 'B' corporate credit rating on WME IMG reflects S&P's assessment of the company's financial risk profile as "highly leveraged" and its assessment of the company's business risk profile as "fair," according to its criteria. S&P's assessment of WME IMG's financial risk profile as highly leveraged reflects a significant level of borrowing to complete the acquisition of IMG. S&P expects total lease-adjusted debt to EBITDA to be near 7x and for funds from operations (FFO) to total adjusted debt to be in the high-single digits in 2014. These leverage measures incorporate our expectation for a significant level of cost cutting at IMG starting in 2014, and are partly offset by S&P's expectation that EBITDA coverage of interest expense will be in the 3x area in 2014, which is good for the current financial risk assessment. "Our assessment of WME IMG's business risk profile as fair is based on the company's good market position and competencies in supporting most pieces of the value chain in the packaging of television and film projects, as well as the operation and management of professional sporting events. WME IMG's entertainment packaging revenue, recurring events, and established relationships with corporate sponsors, sanctioned sporting events, and broadcasting firms provide some future revenue stability. WME IMG operates in a highly competitive business. However, the scale and scope of its relationships create a meaningful network effect within each of its WME and IMG divisions that competitors would find hard to replicate. WME IMG benefits from an expansive client base and a good level of revenue diversification, in which no client accounts for more than 2% of total revenue. The company's IMG unit has geographic diversity, with almost 50% of its revenue generated outside of the U.S," S&P said. These advantages are partially offset by potential volatility in operating performance, given the company's underlying reliance on corporate marketing spending and sponsorship contract renewals, which are sensitive to changes in the economic cycle. In addition, WME IMG faces a significant level of integration risk over the next few years, which is customary for acquisitions of this size. The scale of IMG's global operations represents an opportunity to cut costs, but also presents a significant management challenge doing so in a timely manner that will not disrupt core operations. WME is a talent agency that also packages TV and movie content for distribution. IMG is composed of three complementary business segments: sports and entertainment, media, and college. The sports and entertainment business includes golf, tennis, clients, licensing, consulting, and fashion franchises focused on event ownership and management, talent representation, sports marketing, and sponsorship sales. The media segment engages in the production and distribution of sports programming and the acquisition and sale of media rights for sporting events. The college segment manages and markets media, sponsorship, and licensing rights for a large network of colleges. WYLDFIRE ENERGY: Chapter 11 Plan Declared Effective Feb. 18 ----------------------------------------------------------- The effective date of the Plan of Liquidation filed by Michael McConnell, as Chapter 11 trustee for Wyldfire Energy, Inc., has been declared effective on Feb. 18, 2014. The Honorable Harlin D. Hale approved the Disclosure Statement and confirmed the Plan on Feb. 4, 2014 at a combined hearing. In relation to the Plan Effective Date, parties are notified that all applications for allowance of Administrative Claims must be filed with the Court and served in accordancw with the Plan no later than March 20, 2014. Each bankruptcy professional who holds a fee claim for compensation for services rendered and reimbursement of expenses incurred prior to the Effective Date will be required to file and serve a fee application no later than March 20, 2014. About Wyldfire Energy Palo Pinto, Texas-based Wyldfire Energy, Inc., filed a bare-bones Chapter 11 petition (Bankr. N.D. Tex. Case No. 12-70239) in Wichita Falls, Texas, on June 20, 2012. Tamara Ford, a 100% stockholder, signed the Chapter 11 petition. Judge Harlin DeWayne Hale oversees the case. Ronald L. Yandell, Esq., serves as the Debtor's counsel. Michael A. McConnell, Esq., and Nancy Ribaudo, Esq., at Kelly, Hart & Hallman, represent Chapter 11 Trustee Michael Arthur McConnell as counsel. The Trustee tapped nancy Lain, Faulkner & Co., P.C. as his accountants. XTREME POWER: Jordan Hyden Approved as Bankruptcy Counsel --------------------------------------------------------- Xtreme Power Inc. and its debtor-affiliates sought and obtained authority from Judge H. Christopher Mott of the U.S. Bankruptcy Court for the Western District of Texas, Austin Division, to employ Jordan, Hyden, Womble, Culbreth & Holtzer, P.C., as bankruptcy counsel. Jordan Hyden professionals who will take primary roles in the firm's representation of the Debtors and their hourly rates are: Attorneys Hourly Rate --------- ----------- Shelby A. Jordan, Esq. $525 Harlin C. Womble, Jr., Esq. $475 Nathaniel Peter Holzer, Esq. $425 Brennon Gamblin, Esq. $300 Susan M. Womble, Esq. $250 Antonio Ortiz, Esq. $250 Legal Assistants Hourly Rate ---------------- ----------- Shaun Jones $155 Chrystal Mason $125 Melba Ramirez $95 Mr. Holzer, a shareholder of Jordan, Hyden, Womble, Culbreth & Holzer, P.C., assures the Court that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Mr. Holzer relates that the Debtors first contacted Jordan Hyden on or about December 19, 2013, seeking financial advice, and Jordan Hyden was retained on December 26, 2013. The firm received an initial retainer of $45,000 on December 26, 2013; another $56,455, on January 15, 2014; and $130,000 on January 21, 2014. As of the Petition Date Jordan Hyden holds in its trust account a retainer of $83,335. Mr. Holzer discloses Jordan Hyden was co-counsel with estate creditor Baker Botts, L.L.P., in two Chapter 11 cases, In Re: Pacific Lumber Company and In Re: Asarco, LLC. Both of those bankruptcy cases were concluded with confirmed plans some time ago and the two law firms are no longer co-counsel in those cases or on any other matter; however, in the Asarco case, Jordan Hyden and Baker Botts, L.L.P., are co-appellees in an appeal that is currently pending in the U.S. Court of Appeals for the 5th Circuit, which has been fully briefed and argued and is pending decision from that Court. No referral fee, shared compensation, or consideration of any kind exists as between Jordan Hyden and Baker Botts, L.L.P., Mr. Holzer tells the Court. On Feb. 14, 2014, the Debtor filed a supplement application for approval of its motion to employ Jordan, Hyden, Womble, Culbreth & Holtzer, P.C., as bankruptcy counsel. About Xtreme Power Xtreme Power focuses on the design, engineering, installation, and monitoring of integrated energy storage systems for power generators, grid operators and commercial and industrial end users, among others. Xtreme Power claims to be one of the world's leading grid-scale power control technology provider capable of integrating the full spectrum of energy generation sources and battery technologies. Xtreme Power Inc. and two affiliates filed Chapter 11 bankruptcy petitions (Bankr. W.D. Tex. Lead Case No. 14-10096) in Austin, Texas, on Jan. 22, 2014. Judge Christopher H. Mott presides over the case. The Debtors have tapped Shelby A. Jordan, Esq., Harlin C. Womble, Jr., Esq., Nathaniel Peter Holzer, Esq., Brennon Gamblin, Esq., Susan M. Womble, Esq., and Antonio Ortiz, Esq., at Jordan Hyden Womble & Culbreth & Holzer, P.C., as bankruptcy attorneys; Baker Botts L.L.P. as special counsel; and Gordian Group, LLC, as investment banker and financial advisor. Xtreme Power Inc. scheduled $7,004,915 in total assets and $65,743,283 in total liabilities. Xtreme Power Systems LLC scheduled $4,303,921 in total assets and $87,666,873 in total liabilities. Xtreme Power Grove LLC scheduled $5,179,692 in total assets and $31,882,277 in total liabilities. The U.S. Trustee on Feb. 6 appointed three members to the official committee of unsecured creditors in the Debtors' cases. The Committee has retained Hohmann, Taube & Summers L.L.P. as counsel. Silicon Valley Bank, the Debtors' pre-bankruptcy lender, is represented by Leo D. Plotki, Esq., at Levy, Small & Lallas, in Los Angeles, California. Xtreme Power on Feb. 7, 2014, won bankruptcy court approval to eliminate a February deadline for bids and instituted a straight auction process in March 2014. Horizon Technology Finance Corporation will provide debtor-in-possession financing and serve as the stalking horse at the auction with a bid of $10 million and a pledge not to compete with firms bidding higher. YRC WORLDWIDE: Spectrum Group Stake at 8.8% as of Dec. 31 --------------------------------------------------------- In a Schedule 13G filed with the U.S. Securities and Exchange Commission, Spectrum Group Management LLC and Mr. Jeffrey A. Schaffer disclosed that as of Dec. 31, 2013, they beneficially owned 1,023,757 shares of common stock of YRC Worldwide representing 8.8 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/kpTA5y About YRC Worldwide Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ: YRCW) -- http://www.yrcw.com/-- is a holding company that offers its customers a wide range of transportation services. These services include global, national and regional transportation as well as logistics. For the year ended Dec. 31, 2012, the Company incurred a net loss of $136.5 million on $4.85 billion of operating revenue, as compared with a net loss of $354.4 million on $4.86 billion of operating revenue during the prior year. As of Sept. 30, 2013, the Company had $2.13 billion in total assets, $2.79 billion in total liabilities and a $665.8 million total shareholders' deficit. * * * As reported by the TCR on Feb. 18, 2014, Moody's Investors Service has upgraded the Corporate Family Rating for YRC Worldwide Inc. ("YRCW") from Caa3 to B3, following the successful closing of its refinancing transactions. In the Jan. 31, 2014, edition of the TCR, Standard & Poor's Ratings Services said that it raised its ratings on Overland Park, Kansas-based less-than-truckload (LTL) trucker YRC Worldwide Inc. (YRCW), including the corporate credit rating to 'CCC+' from 'CCC', and removed them from CreditWatch negative, where they were placed on Jan. 10, 2014. "The upgrades reflect YRCW's improved liquidity position and minimal debt maturities as a result of its proposed refinancing," said Standard & Poor's credit analyst Anita Ogbara. YRC WORLDWIDE: Raging Capital Stake at 5.9% as of Dec. 31 --------------------------------------------------------- Raging Capital Master Fund, Ltd., and its affiliates disclosed in a regulatory filing with the U.S. Securities and Exchange Commission that as of Dec. 31, 2013, they beneficially owned 647,057 shares of common stock of YRC Worldwide Inc. representing 5.9 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/vib6IW About YRC Worldwide Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ: YRCW) -- http://www.yrcw.com/-- is a holding company that offers its customers a wide range of transportation services. These services include global, national and regional transportation as well as logistics. For the year ended Dec. 31, 2012, the Company incurred a net loss of $136.5 million on $4.85 billion of operating revenue, as compared with a net loss of $354.4 million on $4.86 billion of operating revenue during the prior year. As of Sept. 30, 2013, the Company had $2.13 billion in total assets, $2.79 billion in total liabilities and a $665.8 million total shareholders' deficit. * * * As reported by the TCR on Feb. 18, 2014, Moody's Investors Service has upgraded the Corporate Family Rating for YRC Worldwide Inc. ("YRCW") from Caa3 to B3, following the successful closing of its refinancing transactions. In the Jan. 31, 2014, edition of the TCR, Standard & Poor's Ratings Services said that it raised its ratings on Overland Park, Kansas-based less-than-truckload (LTL) trucker YRC Worldwide Inc. (YRCW), including the corporate credit rating to 'CCC+' from 'CCC', and removed them from CreditWatch negative, where they were placed on Jan. 10, 2014. "The upgrades reflect YRCW's improved liquidity position and minimal debt maturities as a result of its proposed refinancing," said Standard & Poor's credit analyst Anita Ogbara. YRC WORLDWIDE: Whippoorwill No Longer a Shareholder --------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Whippoorwill Associates, Inc., and its affiliates disclosed that as of Dec. 31, 2013, they did not beneficially own shares of common stock of YRC Worldwide Inc. The reporting persons previously owned 571,053 shares as of Oct. 29, 2013. A copy of the regulatory filing is available for free at http://is.gd/5iYVmi About YRC Worldwide Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ: YRCW) -- http://www.yrcw.com/-- is a holding company that offers its customers a wide range of transportation services. These services include global, national and regional transportation as well as logistics. For the year ended Dec. 31, 2012, the Company incurred a net loss of $136.5 million on $4.85 billion of operating revenue, as compared with a net loss of $354.4 million on $4.86 billion of operating revenue during the prior year. As of Sept. 30, 2013, the Company had $2.13 billion in total assets, $2.79 billion in total liabilities and a $665.8 million total shareholders' deficit. * * * As reported by the TCR on Feb. 18, 2014, Moody's Investors Service has upgraded the Corporate Family Rating for YRC Worldwide Inc. ("YRCW") from Caa3 to B3, following the successful closing of its refinancing transactions. In the Jan. 31, 2014, edition of the TCR, Standard & Poor's Ratings Services said that it raised its ratings on Overland Park, Kansas-based less-than-truckload (LTL) trucker YRC Worldwide Inc. (YRCW), including the corporate credit rating to 'CCC+' from 'CCC', and removed them from CreditWatch negative, where they were placed on Jan. 10, 2014. "The upgrades reflect YRCW's improved liquidity position and minimal debt maturities as a result of its proposed refinancing," said Standard & Poor's credit analyst Anita Ogbara. YRC WORLDWIDE: Owl Creek No Longer a Shareholder as of Dec. 31 -------------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Owl Creek I, L.P., and its affiliates disclosed that as of Dec. 31, 2013, they ceased to own any shares of common stock of YRC Worldwide Inc. A copy of the regulatory filing is available for free at http://is.gd/q5jCLM About YRC Worldwide Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ: YRCW) -- http://www.yrcw.com/-- is a holding company that offers its customers a wide range of transportation services. These services include global, national and regional transportation as well as logistics. For the year ended Dec. 31, 2012, the Company incurred a net loss of $136.5 million on $4.85 billion of operating revenue, as compared with a net loss of $354.4 million on $4.86 billion of operating revenue during the prior year. As of Sept. 30, 2013, the Company had $2.13 billion in total assets, $2.79 billion in total liabilities and a $665.8 million total shareholders' deficit. * * * As reported by the TCR on Feb. 18, 2014, Moody's Investors Service has upgraded the Corporate Family Rating for YRC Worldwide Inc. ("YRCW") from Caa3 to B3, following the successful closing of its refinancing transactions. In the Jan. 31, 2014, edition of the TCR, Standard & Poor's Ratings Services said that it raised its ratings on Overland Park, Kansas-based less-than-truckload (LTL) trucker YRC Worldwide Inc. (YRCW), including the corporate credit rating to 'CCC+' from 'CCC', and removed them from CreditWatch negative, where they were placed on Jan. 10, 2014. "The upgrades reflect YRCW's improved liquidity position and minimal debt maturities as a result of its proposed refinancing," said Standard & Poor's credit analyst Anita Ogbara. YRC WORLDWIDE: Prescott No Longer a Shareholder as of Dec. 31 ------------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Prescott Group Capital Management, L.L.C., Prescott Group Aggressive Small Cap, L.P., Prescott Group Aggressive Small Cap II, L.P. and Mr. Phil Frohlich disclosed that as of Dec. 31, 2013, they have ceased to be the beneficial owners of shares of common stock YRC Worldwide Inc. The reporting persons previously owned 548,996 common shares as of Dec. 31, 2011. A copy of the regulatory filing is available at: http://is.gd/EcvRct About YRC Worldwide Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ: YRCW) -- http://www.yrcw.com/-- is a holding company that offers its customers a wide range of transportation services. These services include global, national and regional transportation as well as logistics. For the year ended Dec. 31, 2012, the Company incurred a net loss of $136.5 million on $4.85 billion of operating revenue, as compared with a net loss of $354.4 million on $4.86 billion of operating revenue during the prior year. As of Sept. 30, 2013, the Company had $2.13 billion in total assets, $2.79 billion in total liabilities and a $665.8 million total shareholders' deficit. * * * As reported by the TCR on Feb. 18, 2014, Moody's Investors Service has upgraded the Corporate Family Rating for YRC Worldwide Inc. ("YRCW") from Caa3 to B3, following the successful closing of its refinancing transactions. In the Jan. 31, 2014, edition of the TCR, Standard & Poor's Ratings Services said that it raised its ratings on Overland Park, Kansas-based less-than-truckload (LTL) trucker YRC Worldwide Inc. (YRCW), including the corporate credit rating to 'CCC+' from 'CCC', and removed them from CreditWatch negative, where they were placed on Jan. 10, 2014. "The upgrades reflect YRCW's improved liquidity position and minimal debt maturities as a result of its proposed refinancing," said Standard & Poor's credit analyst Anita Ogbara. Z REALTY GROUP: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: Z Realty Group, LLC 212 Whitemand Street Fort lee, NJ 07024 Case No.: 14-13362 Chapter 11 Petition Date: February 26, 2014 Court: United States Bankruptcy Court District of New Jersey (Newark) Judge: Hon. Novalyn L. Winfield Debtor's Counsel: Richard J. Kwasny, Esq. KWASNY & REILLY 53 South Main St. Yardley, PA 19067 Tel: (215) 321-0300 Fax: (215) 321-9336 Email: kwasnylaw@aol.com Total Assets: not indicated Total Liabilities: $21,000 The petition was signed by Zeynep Ekemen, president. The Debtor did not file a list of its largest unsecured creditors when it filed the petition. ZINKIA: Spain Producer of Kids' Show 'Pocoyo' Files for Bankruptcy ------------------------------------------------------------------ Agence France-Presse reported that the Spanish production company behind 'Pocoyo', a children television's show screened internationally and starring an animated toddler and his animal friends, said on Feb. 26 it had filed for bankruptcy protection. According to the report, the firm, Zinkia, said it had failed to reach a deal with one of its creditors which holds a loan against the company worth 2.5 million euros ($3.4 million). "The board of directors has decided to enter into a reorganisation of its debt with creditors" to protect its assets, it said in a statement to the Spanish stock market regulator, the report related. Zinkia, founded in 2001, says Pocoyo is seen in over 25 countries around the world, including in Britain and the United States in an English-language version voiced by the British actor Stephen Fry, the report further related. Zinkia has debts of 11 million euros, AFP said, citing Spanish media reports. * The Deal Announces Results of Q4 2013 Bankruptcy League Tables ---------------------------------------------------------------- The Deal, TheStreet's institutional business, announced the results of their quarterly rankings of the top firms and professionals involved in active bankruptcy cases for the fourth quarter of 2013. According to the data, 16 retailer bankruptcies were filed in the U.S. by companies with at least $50 million in liabilities in 2013, double the number the year before. "Even though business bankruptcy filings were down in the fiscal year 2013, restructuring professionals still found plenty of work in the retail industry and will likely discover even more in fiscal 2014," said Jamie Mason, Senior Editor for The Deal. "As antiquated shopkeepers try to figure out how to deal with fierce competition from online merchants, problems like old business models and expensive leases will force an increasing number of companies to file." League Table highlights: For the investment banks, Blackstone Group LP held its lead from Q3 2013 with $720.6 billion in assets and 26 cases, followed by Miller Buckfire & Co. LLC with $653.9 billion in assets, Houlihan Lokey Inc. with $58.2 billion in assets, Jefferies LLC with $45.9 billion in assets, and Lazard with $41.7 billion in assets. Top investment bankers were Timothy Coleman (Blackstone Group LP), Leon Szlezinger (Jefferies LLC), Mick Solimene (Macquarie Capital (USA) Inc.), Edward Casas (Solic Capital Advisors LLC) and Neil Luria (Solic Capital Advisors LLC). Skadden, Arps, Slate, Meagher & Flom LLP finished its sweep of the top spot for 2013 with cases totaling $1,074.1 billion in assets. Rounding out the top five were Weil, Gotshal & Manges LLP with $1030.8 billion in assets, White & Case LLP with $1025.2 billion in assets, Vedder Price PC with $1,008.8 billion in assets, and Saul Ewing LLP with $1,002.7 billion in assets. Amongst lawyers, Michael Schein (Vedder Price PC) and Thomas Lauria (White & Case LLP) held onto their top rankings from Q2 and Q3, followed by J. Gregory Milmoe (Skadden, Arps, Slate, Meagher & Flom LLP), Douglas Rosner (Goulston & Storrs PC) and Richard Hahn (Debevoise & Plimpton LLP). The full suite of rankings is available now on The Deal Pipeline , the transaction information service powered by The Deal's newsroom and the full report is also available online. About The Deal's Bankruptcy League Tables The Deal's Bankruptcy League Tables are the industry's only league tables focused solely on active bankruptcy cases. The Bankruptcy League Tables by volume involve only active U.S. bankruptcy cases of debtors with assets of $10 million or more. The rankings are based on the aggregation of those asset values. The table reflects the number of active cases fitting that criteria and may not characterize the total number of active cases. Firms and professionals only get one credit for each active case, not each active assignment. The Bankruptcy League Tables by number involve global bankruptcy cases irrespective of debtor asset size. Professionals receive credit for multiple assignments on one case. About The Deal The Deal -- http://www.thedeal.com-- a business unit of TheStreet, has been serving corporate dealmakers, advisers and institutional investors the most sophisticated analysis of the deal economy since 1999. Its transaction information service, The Deal Pipeline, is powered by a newsroom of senior journalists who offer proprietary research and reporting across M&A, bankruptcies, auctions and financings. It includes a breaking news service, First Take; daily and weekly sector newsletters; The Daily Deal, a 2x daily report of the day's top stories; a research center with over a decade's worth of intelligence and a database of over 100,000 deals; and an iPad app. Its marketing & media services group produces the industry's leading forecasting event, The Deal Economy, held annually at the NYSE in addition to industry webcasts and integrated marketing programs. * Schultze Was Lead Speaker in Harvard Restructuring Course ----------------------------------------------------------- George Schultze, Founder and Managing Member of Schultze Asset Management, LLC, was a lead speaker on Feb. 26 in Harvard Business School's Creating Value Through Corporate Restructuring course taught by Professor Stuart Gilson. During the three sessions, he discussed both potential risks and opportunities for distressed securities investors in mature industries as demonstrated by the Harvard Business Review case ("Arch Wireless, Inc."), which Mr. Schultze helped to develop based on his experiences investing in that company. "It is an honor to return to Harvard Business School and join Professor Gilson again as a guest speaker. Both the professor and his students are outstanding, and each year that I participate, I also learn something new," said Mr. Schultze. "Today's capital markets show interesting similarities for post-reorganization securities to those evident when the Arch Wireless company restructured a number of years ago," he added. Mr. Schultze also noted that companies in many of today's very mature industries -- such as publishing, yellow pages, and commodity production -- could benefit from the extreme cost cutting and other shareholder- friendly actions that Arch management employed after it emerged from reorganization. About Schultze Asset Management, LLC Schultze Asset Management, LLC -- http://www.samco.net-- is a specialist alternative investments firm founded by George Schultze in 1998. It manages pooled investment vehicles and managed accounts for hundreds of clients worldwide with a particular emphasis on event-driven and distressed securities investing. * Bankruptcy Attorney Sherri Dahl Joins Roetzel's Cleveland Office ------------------------------------------------------------------ Roetzel & Andress on Feb. 27 disclosed that Sherri L. Dahl has joined the Cleveland office as a partner of the firm. Formerly a principal in the Cleveland office of Squires Sanders, Ms. Dahl's practice focuses on complex corporate and municipal out-of-court restructuring, bankruptcy reorganization, sales and litigation. During the course of her career, she has represented debtors, lenders, creditors' committees and individual creditors in Chapter 7, 9 and 11 matters in bankruptcy and district courts across the United States. She currently represents The Official Committee of Unsecured Creditors in the D&L Energy, Inc. bankruptcy, in Youngstown, Ohio, and for the last 5 years, she represented the holding company for the U.S.'s fourth largest bank failure in 2009. Ms. Dahl has represented clients in matters involving the manufacturing, leasing, selling or distribution of chemicals, steel, plastics, auto parts, pharmaceuticals, insurance, securities, banking and financial services, construction, bedding, private equity, entertainment, intellectual property and real estate. "We are excited to welcome Sherri to the Cleveland office and to our firm," said Robert B. Casarona, Cleveland's Partner-in-Charge. "Her experience, insight and leadership will ensure that our clients receive the best possible representation." Ms. Dahl is the recipient of numerous accolades. She is recognized in Chambers USA for Bankruptcy/Restructuring (2013) and has been named among The Best Lawyers in America(R) (2013-2014). In addition, Ms. Dahl has been selected as an "Ohio Super Lawyer" by Ohio Super Lawyers magazine (2012-2014) and has been named by the same publication as one of the "Top 25 Female Lawyers in Cleveland," one of the "Top 50 Female Lawyers in Ohio," and one of the "Top 50 Cleveland Super Lawyers" (2014). A thought leader on the issue of women in the legal profession, Ms. Dahl is an active member of several professional organizations, including the Cleveland Metropolitan Bar Association (Chair, Women's Section, 2013-2014), the Ohio Women's Bar Association, (Board member, 2013-2014) and the International Women's Insolvency and Restructuring Confederation (N.E. Ohio Chapter, Co-chair, 2013-2014). A graduate of the Ohio State University Moritz College of Law, Ms. Dahl served as a managing editor of the Ohio State Law Journal. Subsequent to earning her J.D., she served as a law clerk for the Honorable William T. Bodoh of the United States Bankruptcy Court, Northern District of Ohio. Ms. Dahl also has a B.S. in business management from the University of Redlands. About Roetzel Roetzel -- http://www.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. * BOOK REVIEW: A Legal History of Money in the United States, 1774-1970 ------------------------------------------------------------- Author: James Willard Hurst Publisher: Beard Books Paperback: US$34.95 Review by Gail Owens Hoelscher Order your personal copy today and one for a colleague at http://is.gd/x8Gesf This book chronicles the legal elements of the history of the system of money in the United States from 1774 to 1970. It originated as a series of lectures given by James Hurst at the University of Nebraska in 1973. Mr. Hurst is quick to say that he , as a historian of the law, took care in this book not to make his own judgments on matters outside the law. Rather, he conducted an exhaustive literature review of economics, economic history, and banking to recount the development of law over the operations of money. He attempted to "borrow the opinions of qualified specialists outside the law in order to provide a meaningful context in which to appraise what the law has done or failed to do." Mr. Hurst define money, for the purposes of this books, as "a distinct institutional instrument employed primarily in allocating scarce economic resources, mainly through government and market processes," and not shorthand for economic, social, or political power held through command of economic assets." From the beginning, public and legal policy in the U.S. centered on the definition of legitimate uses of both law affecting money, and allocation of power over money among official agencies, both federal and state. The foundations of monetary policy were laid between 1774 and 1788. Initially, individual state legislatures and the Continental Congress issued paper currency in the form of bills of credit. The Constitutional Convention later determined that ultimate control of the money supply should be at the federal level. Other issues were not clearly defined and were left to be determined by events. The author describes how law was used to create and maintain a system of money capable of servicing the flow of resource allocations in an economy of broadly dispersed public and private decision making. Law defined standard money units and made those units acceptable for use in conducting transactions. Over time, adjustment of the money supply was recognized as a legitimate concern of law. Private banks were delegated expansive monetary action powers throughout the 1900s and private markets for gold and silver were allowed to affect the money supply until 1933-34. Although the Federal Reserve Act was not aimed clearly at managing money for goals of major economic adjustment, it set precedents by devaluing the dollar and restricting the use of gold. Mr. Hurst devotes a large part of his book to key issues of monetary policy involving the distribution of power over money between the nation and the states, between legal and market processes, and among major agencies of the government. Until about 1860, all major branches of government shared in making monetary policy, with states playing a large role. Between 1908 and 1970, monetary policy became firmly centralized at the national level, and separation or powers questions arose between the Federal Reserve Board, the White House (The Council of Economic Advisors), and the Treasury. The book was an enormous undertaking and its research exhaustive. It includes 18 pages of sources cited and 90 pages of footnotes. Each era of American legal history is treated comprehensively. The book makes fascinating reading for those interested in the cause and effect relationship between legal processes and economic processes and t hose concerned with public administration and the separation of powers. James Willard Hurst (1910-1997) is widely regarded as the grandfather of American legal history. He graduated from Harvard Law School in 1935 and taught at the University of Wisconsin-Madison for 44 years. ********* 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 ***