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/raid1/www/Hosts/bankrupt/TCR_Public/140422.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, April 22, 2014, Vol. 18, No. 110 Headlines 22ND CENTURY: Plans to Offer $45 Million Worth of Securities ADS TACTICAL: S&P Revises Outlook to Negative & Affirms 'B' CCR AIR DISTRIBUTION: S&P Puts 'B' CCR on CreditWatch Positive ALLEGIANT TRAVEL: S&P Withdraws 'BB-' CCR on Company's Request ALLY FINANCIAL: Stephen Feinberg Stake at 8.6% as of April 9 ALLY FINANCIAL: Declares Dividends on Preferred Stock ALMA ENERGY: Bankr. Lawyer Reprimanded for Unprofessional Conduct ALPHA NATURAL: Bank Debt Trades at 3% Off AMERICAN AIRLINES: Judge Says Co. Can't Cut Retiree Benefits AMERIGO ENERGY: Reports Sales of $5.8 Million in First Quarter ARCH COAL: Bank Debt Trades at 2% Off ARCHDIOCESE OF CHICAGO: Sexual Abuse Suit Filed ARI-RC 6: Gets Court's Nod to Use Cash Collateral Thru June 30 ARCTIC GLACIER: June 12 Claim Form Submission Deadline Set ASHLEY STEWART: Asks for Approval of Employee Incentive Plan BIOLIFE SOLUTIONS: Has 11.9 Million Outstanding Common Shares BOSTON BIOMEDICAL: S&P Assigns Default Rating on 1999 Bonds BRUSH CREEK AIRPORT: Files List of 16 Unsecured Creditors BRUSH CREEK AIRPORT: Ch. 11 Case Reassigned to Judge Romero BRUSH CREEK AIRPORT: Employs Sender Wasserman as Counsel CAESARS ENTERTAINMENT: Bank Debt Trades at 8% Off CALIFORNIA PIZZA: S&P Lowers CCR to 'B-' & Revises Outlook to Neg. CASH STORE: Obtains Court OK of $8.5 Million DIP Financing CBM ASIA: Applies for Management Cease Trade Order CELL THERAPEUTICS: DSM Fine to Supply Pacritinib Drug Substance CHAMAX LLC: Tampa Property to Be Auctioned Off CHINA NATURAL: Abax Entities Object to Exclusivity Extension Bid CHINA NATURAL: Files Form 15 to Deregister Common Stock COLDWATER CREEK: Has Interim Approval of $42-Mil. DIP Loan COLDWATER CREEK: Taps Shearman & Sterling as Bankruptcy Counsel COLDWATER CREEK: Employs Young Conaway as Local Delaware Counsel COLDWATER CREEK: Can Employ Prime Clerk as Claims & Noticing Agent COLERIDGE CORP: Amends Schedules of Assets and Liabilities COPYTELE INC: Amends $30 Million Prospectus DAUGHTERS OF CHARITY: S&P Lowers Bonds Rating to B-; Outlook Neg DENBURY RESOURCES: S&P Affirms 'BB' Corp. Credit Rating DUNE ENERGY: Zell Credit Stake at 6.4% as of April 15 DUTCH MINING: Placed Into Chapter 7 Bankruptcy EMMIS COMMUNICATIONS: S&P Assigns 'B' CCR; Outlook Stable ENDEAVOR ENERGY: S&P Lowers Sr. Unsecured Rating to 'B' ENERGY FUTURE: Failure to File Form 10-K Triggers Default F&H ACQUISITION: Has Until July 14 to Remove Civil Actions F&H ACQUISITION: Has Until July 14 to Decide on Leases F&H ACQUISITION: Court Okays Conditions to Continue Surety Bonds FIRST DATA: Appoints H. Miller as Director; CFO to Quit FIRST SECURITY: Signs Employment Agreements with Executives FREDERICK'S OF HOLLYWOOD: TTG Apparel Holds 86.1% Equity Stake FUSION TELECOMMUNICATIONS: Amends 2013 Annual Report GENCO SHIPPING: Commences Prepackaged Chapter 11 in SDNY GENCO SHIPPING: NYSE Trading Suspended Following Bankruptcy GENCO SHIPPING: Case Summary & 40 Largest Unsecured Creditors GENIUS BRANDS: Issues Letter to Shareholders GRIDWAY ENERGY: Employs Patton Boggs as Lead Bankruptcy Counsel GRIDWAY ENERGY: Taps Young Conaway as Local Delaware Counsel GRIDWAY ENERGY: Hires RPA Advisors as Financial Consultants GRIDWAY ENERGY: Employs Houlihan Lokey as Investment Banker GYMBOREE CORP: Bank Debt Trades at 12% Off H. B. NEWMAN: Case Summary & 16 Largest Unsecured Creditors INTERFAITH MEDICAL: Committee Asserts Plan is Unconfirmable INTERFAITH MEDICAL: PBGC Objects to Plan Outline Approval IXIA: Has Until April 30 to Regain Nasdaq Listing Compliance IZEA INC: Authorized Common Shares Hiked to 200 Million Shares JAMES RIVER COAL: Unit Addresses Imminent Danger Order KILIMANJARO RE: S&P Assigns Prelim. BB- Rating on 2 Note Classes LIBERTY MEDICAL: Sues Medco Health Over 2012 Buyout LKQ CORP: S&P Affirms 'BB+' Corp. Credit Rating LOUDOUN HEIGHTS: Little Piney Seeks Dismissal of Case LOUDOUN HEIGHTS: Files Amended Plan Disclosures MACROSOLVE INC: CEO & President Quits, Interim Replacement Named METRO AFFILIATES: Liquidation Plan Outline to be Heard on Apr 29 MICHAEL FOODS: S&P Puts 'B' CCR on CreditWatch Negative MILESTONE SCIENTIFIC: Inks Investment Agreement with BP4 MOBILE MINI: S&P Raises CCR to 'BB'; Outlook Positive MOBILESMITH INC: Sells Add'l $300,000 Convertible Note MOMENTIVE PERFORMANCE: Obtained Waiver From ABL Lenders MOTORCAR PARTS: Authorized Common Stock Hiked to 50 Million MT. GOX: Tokyo Court Rejects Rehabilitation Bid MT. GOX: U.S. Investor Says Creditors Support Buyout NORTEL NETWORKS: Ex-Workers in Canada Seek to File Claims OCEAN 4660: Files Plan Following Assets Sale OPTIM ENERGY: Walnut Creek Seeks to Prosecute Claims v. Cascade OPTIM ENERGY: Wants to Continue Management Deal With CPV OPTIM ENERGY: Morris Nichols Approved as Delaware Co-Counsel OPTIM ENERGY: Prime Clerk Approved as Administrative Agent ORCKIT COMMUNICATIONS: Extraordinary Meeting Set on May 14 PACIFIC GAS: Pleads Not Guilty to Charges From San Bruno Explosion PHIBRO ANIMAL: S&P Raises CCR to 'B+' & Removes Rating from Watch PLATFORM SPECIALTY: S&P Puts 'B+' CCR on CreditWatch Positive PLC SYSTEMS: Extends Third Closing Under 2011 Purchase Agreement POST HOLDINGS: S&P Puts 'B' CCR on CreditWatch Negative PRINTPACK HOLDINGS: S&P Assigns 'B' CCR; Outlook Stable RADIAN GROUP: May 7 Conference Call Set to Discuss Q1 Results REICHHOLD INDUSTRIES: S&P Lowers CCR to 'CCC'; Outlook Negative ROCKET SOFTWARE: S&P Lowers CCR to 'B' on Dividend Recap SALESFORCE.COM INC: S&P Withdraws 'BB' Corporate Credit Rating SANUWAVE HEALTH: Kevin Richardson Appointed Co-CEO SBARRO LLC: No Quick Exit; Plan Hearing Adjourned Sine Die SBARRO LLC: Committee's Challenge Against Lenders Due June 9 SBARRO LLC: Files Statement of Financial Affairs SCICOM DATA: May 20 Hearing on Confirmation of Liquidation Plan SEANERGY MARITIME: Posts $10.9 Million Net Income in 2013 SEVERSTAL COLUMBUS: S&P Affirms Then Withdraws 'B' CCR SIMPLEXITY LLC: Clearpath Balks at DIP Lien SOLAR POWER: Appoints Lang Zhou as Director SOUTH GOBI: Failure to Get Funding May Lead to Debenture Default STAR DYNAMICS: Mulls Sale; Wins Exclusivity Extension STAR DYNAMICS: Seeks More Time to Decide on Leases STOCKTON PUBLIC: S&P Revises Outlook to Stable & Affirms 'B' SPUR SUNRISE REAL ESTATE: Director Zhang Xi Resigns SWJ MANAGEMENT: Chapter 11 Cases Going to Connecticut TELEXFREE LLC: Says Former CFO Didn't Abscond TELEXFREE LLC: Confident with Long-Term Business Prospects UTSTARCOM HOLDINGS: Incurs $22.7 Million Net Loss in 2013 VERMILLION INC: To Declassify Board of Directors WALTER ENERGY: Bank Debt Trades at 4% Off * Gavin/Solmonese Bags Two Major Industry Awards for Oreck Sale * HYPERAMS LLC Moves to New Location * William Dolan Joins Donoghue Barrett & Singal as Partner * Leonard Rosen of Wachtell Lipton Dies at Age 83 * Large Companies With Insolvent Balance Sheets ********* 22ND CENTURY: Plans to Offer $45 Million Worth of Securities ------------------------------------------------------------ 22nd Century Group, Inc., disclosed in a regulatory filing with the U.S. Securities and Exchange Commission that it may offer up to $45 million of any combination of its securities. The Company will provide specific terms of the securities, including the offering prices, in one or more supplements to this prospectus. The Company's common stock is listed on the NYSE MKT under the symbol "XXII." A copy of the Form S-3 prospectus is available for free at: http://is.gd/XFa4Mx The Company separately registered with the SEC 5,000,000 shares of common stock issuable under the Company's 2014 Omnibus Incentive Plan for a proposed maximum aggregate offering price of $12.7 million. A copy of the Form S-8 prospectus is available at: http://is.gd/EgXa6V About 22nd Century Clarence, New York-based 22nd Century Group, Inc., through its wholly-owned subsidiary, 22nd Century Ltd, is a plant biotechnology company using technology that allows for the level of nicotine and other nicotinic alkaloids (e.g., nornicotine, anatabine and anabasine) in tobacco plants to be decreased or increased through genetic engineering and plant breeding. 22nd Century reported a net loss of $26.15 million in 2013, a net loss of $6.73 million in 2012 and a net loss of $1.34 million in 2011. As of Dec. 31, 2013, the Company had $12.28 million in total assets, $4.76 million in total liabilities and $7.52 million in total shareholders' equity. ADS TACTICAL: S&P Revises Outlook to Negative & Affirms 'B' CCR --------------------------------------------------------------- Standard & Poor's Ratings Services said it revised the rating outlook on Virginia-based ADS Tactical Inc. to negative from stable. At the same time, S&P affirmed its ratings on the company, including the 'B' corporate credit rating. "The outlook revision reflects the potential that ADS' credit metrics, which are now weak for the rating, do not show improvement because of increasingly challenging operating conditions," said Standard & Poor's credit analyst Chris Mooney. "Debt to EBITDA, which was 6.8x as of Dec. 31, 2013, is currently above levels appropriate for the rating (5.5x-6.5x), but we expect a combination of debt reduction and modestly higher earnings to result in improvement over the next two to three years." However, S&P believes that uncertainty surrounds its base-case forecast due to the U.S. government's recently announced plans to reduce the size of the Army, combined with a competitive pricing environment, which could result in lower earnings than S&P currently projects. The negative outlook reflects the potential that ADS' credit metrics could fail to improve over time due to challenging operating conditions. However, S&P's base-case scenario anticipates that debt to EBITDA will fall to 6.0x-6.5x in 2014 from 6.8x in 2013, mostly because of debt reduction, with further improvement thereafter as earnings increase modestly. S&P could lower the rating over the next year if debt to EBITDA does not improve from current level or if it deteriorates. This would most likely result from lower earnings associated with volume declines, stemming from the Department of Defense's budget pressure, reduced EBITDA margins to win new business, or unanticipated cost overruns. Although less likely, this ratio could also increase if debt rises to fund greater-than-expected working capital usage. S&P could revise the outlook to stable if the company is able to improve debt to EBITDA to less than 6.5x in 2014, with expectations for further improvement in the future. This would most likely occur due to a combination of debt reduction and modest earnings growth as the company continues to penetrate new opportunities and increase its market share. AIR DISTRIBUTION: S&P Puts 'B' CCR on CreditWatch Positive ---------------------------------------------------------- Standard & Poor's Ratings Services said it placed its 'B' corporate credit rating, 'B' first-lien secured debt rating, and 'CCC+' second-lien secured debt rating on Air Distribution Technologies Inc. on CreditWatch with positive implications. This follows the announcement that the company has agreed to be acquired by Johnston Controls Inc. The rating action reflects Air Distribution Technologies' acquisition by higher-rated Johnson Controls. Milwaukee, Wis.-based Johnson Controls is a global technology and industrial company. It has agreed to acquire Air Distribution Technologies for $1.6 billion. Air Distribution is the leading North American manufacturer of products that are used to distribute, recycle, and vent air and that are critical components of heating, ventilation, and air conditioning systems within nonresidential and residential buildings. The current corporate credit rating on Air Distribution Technologies reflects the combination of what S&P considers to be Air Distribution's "weak" business risk and "highly leveraged" financial risk. S&P will resolve the CreditWatch when the transaction closes, which it expects to occur by the end of the third quarter. S&P expects to raise its corporate credit rating on Air Distribution upon closing, aligning it with the rating on Johnson Controls and subsequently withdrawing its corporate credit and issue-level ratings on the company. ALLEGIANT TRAVEL: S&P Withdraws 'BB-' CCR on Company's Request -------------------------------------------------------------- Standard & Poor's Ratings Services said that it withdrew its ratings on airline Allegiant Travel Co., including the 'BB-' corporate credit rating, at the company's request. "The rating withdrawals followed Allegiant's repayment of its rated term loan in full on April 14, 2014," said Standard & Poor's credit analyst Betsy Snyder. ALLY FINANCIAL: Stephen Feinberg Stake at 8.6% as of April 9 ------------------------------------------------------------ In a Schedule 13D filed with the U.S. Securities and Exchange Commission, Stephen Feinberg disclosed that as of April 9, 2014, he beneficially owned 41,516,297 shares of common stock of Ally Financial Inc. representing 8.6 percent of the shares outstanding. A copy of the regulatory filing is available for free at: http://is.gd/xTwksI About Ally Financial Ally Financial Inc., formerly GMAC Inc. -- http://www.ally.com/-- is one of the world's largest automotive financial services companies. The Company offers a full suite of automotive financing products and services in key markets around the world. Ally's other business units include mortgage operations and commercial finance, and the company's subsidiary, Ally Bank, offers online retail banking products. Ally operates as a bank holding company. GMAC obtained a $17 billion bailout from the U.S. government in exchange for a 56.3 percent stake. Private equity firm Cerberus Capital Management LP keeps 14.9 percent, while General Motors Co. owns 6.7 percent. As of Dec. 31, 2013, the Company had $151.16 billion in total assets, $136.95 billion in total liabilities and $14.20 billion in total equity. * * * As reported by the TCR on Dec. 16, 2013, Standard & Poor's Ratings Services said it raised its issuer credit rating on Ally Financial Inc. to 'BB' from 'B+'. "The upgrade reflects the company's release from potential legal and financial liabilities stemming from its ownership of ResCap," said Standard & Poor's credit analyst Tom Connell. In the Dec. 17, 2013, edition of the TCR, Fitch Ratings upgraded Ally Financial's long-term Issuer Default Rating (IDR) and senior unsecured debt rating to 'BB' from 'BB-'. The upgrade of Ally's ratings follows the approval of Residential Capital LLC's (ResCap's) bankruptcy plan by the Bankruptcy Court releasing Ally from all ResCap related claims, which combined with the recent mortgage settlements with the FHFA and the FDIC, essentially removes any mortgage-related contingent liability to Ally. As reported by the TCR on Dec. 23, 2013, Moody's Investors Service upgraded the corporate family rating (CFR) of Ally Financial Inc. to Ba3 from B1. The upgrade of Ally's corporate family rating follows the U.S. Bankruptcy Court's approval of ResCap LLC's (unrated) Chapter 11 plan, which releases Ally from mortgage- related creditor claims originating from its ownership of ResCap. ALLY FINANCIAL: Declares Dividends on Preferred Stock ----------------------------------------------------- Ally Financial Inc. has declared quarterly dividend payments for certain outstanding preferred stock. Each of these dividends were declared by the board of directors on April 17, 2014, and are payable on May 15, 2014. A quarterly dividend payment was declared on Ally's Fixed Rate Cumulative Perpetual Preferred Stock, Series G, of $43.6 million, or $16.92 per share, and is payable to shareholders of record as of May 1, 2014. Additionally, a dividend payment was declared on Ally's Fixed Rate/Floating Rate Perpetual Preferred Stock, Series A, of $21.7 million, or $0.53 per share, and is payable to shareholders of record as of May 1, 2014. About Ally Financial Ally Financial Inc., formerly GMAC Inc. -- http://www.ally.com/-- is one of the world's largest automotive financial services companies. The Company offers a full suite of automotive financing products and services in key markets around the world. Ally's other business units include mortgage operations and commercial finance, and the company's subsidiary, Ally Bank, offers online retail banking products. Ally operates as a bank holding company. GMAC obtained a $17 billion bailout from the U.S. government in exchange for a 56.3 percent stake. Private equity firm Cerberus Capital Management LP keeps 14.9 percent, while General Motors Co. owns 6.7 percent. As of Dec. 31, 2013, the Company had $151.16 billion in total assets, $136.95 billion in total liabilities and $14.20 billion in total equity. * * * As reported by the TCR on Dec. 16, 2013, Standard & Poor's Ratings Services said it raised its issuer credit rating on Ally Financial Inc. to 'BB' from 'B+'. "The upgrade reflects the company's release from potential legal and financial liabilities stemming from its ownership of ResCap," said Standard & Poor's credit analyst Tom Connell. In the Dec. 17, 2013, edition of the TCR, Fitch Ratings upgraded Ally Financial's long-term Issuer Default Rating (IDR) and senior unsecured debt rating to 'BB' from 'BB-'. The upgrade of Ally's ratings follows the approval of Residential Capital LLC's (ResCap's) bankruptcy plan by the Bankruptcy Court releasing Ally from all ResCap related claims, which combined with the recent mortgage settlements with the FHFA and the FDIC, essentially removes any mortgage-related contingent liability to Ally. As reported by the TCR on Dec. 23, 2013, Moody's Investors Service upgraded the corporate family rating (CFR) of Ally Financial Inc. to Ba3 from B1. The upgrade of Ally's corporate family rating follows the U.S. Bankruptcy Court's approval of ResCap LLC's (unrated) Chapter 11 plan, which releases Ally from mortgage- related creditor claims originating from its ownership of ResCap. ALMA ENERGY: Bankr. Lawyer Reprimanded for Unprofessional Conduct ----------------------------------------------------------------- The Supreme Court of Kentucky ruled that James P. S. Snyder, KBA Member No. 66180: -- is guilty of violating Supreme Court Rule 3.130-1.15(a); SCR 3.130-1.15(e); and SCR 3.130-3.4(c); -- is publicly reprimanded for his unprofessional conduct; -- is ordered to complete and participate in an evaluation performed by a professional of the Kentucky Lawyers Assistance Program and to fully comply with any resulting recommendations from such evaluation; -- pursuant to SCR 3.450, is directed to pay all costs associated with this disciplinary proceeding in the amount of $245.75, for which execution may issue from the Supreme upon finality of its Order. A copy of the April 17, 2014 Opinion and Order is available at http://is.gd/KoDFvufrom Leagle.com. In June 2007, Mr. Snyder was contacted by a colleague to represent Alma Energy, LLC, a coal mining corporation. Alma was experiencing significant financial trouble. Consequently, Mr. Snyder filed a Chapter 11 Bankruptcy petition on its behalf in the United States Bankruptcy Court for the Eastern District of Kentucky. Shortly thereafter, Mr. Snyder requested that the bankruptcy court approve his retainer fee in the amount of $7,961.00. Two years later, in August of 2009, an Assistant United States Trustee deposed Mr. Snyder. When questioned about the retainer he had collected for the Alma bankruptcy, Mr. Snyder stated that he had deposited the funds in either his personal or operating checking accounts. Mr. Snyder also explained that he had used some of the retainer to pay the filing fee for Alma's bankruptcy petition. Mr. Snyder further revealed that the law firm of Prewitt and DeBourbon had provided him with two separate $5,000.00 checks to pay for Alma's legal fees and expenses. Mr. Snyder did not believe payments from the third party law firm were required to be held in trust, nor did he think the payments were subject to court approval since the checks were not taken from Alma's bankruptcy estate. Mr. Snyder continued to implicate himself during the deposition. For instance, Mr. Snyder testified that he had received $20,000.00 from Johnson County Gas Company for fees incurred from its own Chapter 11 bankruptcy. Mr. Snyder acknowledged that he had not received approval from the court to obtain this money. Once again, Mr. Snyder stated that court notice and approval was not necessary since the owner of Johnson County Gas Company paid him directly for his representation, not out of the bankruptcy estate. Lastly, and arguably most damaging, was Mr. Snyder's admission that he had not maintained a trust account for the previous five years. In fact, Mr. Snyder admitted that all client funds were deposited into either his personal or operating checking accounts. Due to Mr. Snyder's actions, he entered into an agreed order in the United States Bankruptcy Court for the Eastern District of Kentucky. The order mandated that he return any unearned fees and disgorge fees totaling $19,400.00. In addition, the order required him to withdraw from all presently filed bankruptcy cases in which meetings of the creditors had not yet been held or confirmed plans obtained. Lastly, the order enjoined him from filing new bankruptcy petitions for not less than nine months, after which time he could seek reinstatement from the court. Mr. Snyder's motion states that he is currently engaged in a limited practice of law. On July 8, 2013; the Inquiry Commission issued a formal Charge, KBA File No. 18236, containing the following counts of disciplinary violations: Count I, Supreme Court Rule 3.130-1.15(a) (failure to hold client's property in a separate account); Count II, SCR 3.130-1.15(e) (failure to deposit advanced fees in a trust account); and Count III, SCR 3.130-3.4(c) (knowingly disobeying an obligation under rules of a tribunal). Mr. Snyder admits to violating these three Rules of Professional Conduct. In an effort to resolve the pending disciplinary charges, Mr. Snyder and the Kentucky Bar Association have negotiated a sanction pursuant to SCR 3.480(2). The negotiated sanction imposes a public reprimand and requires Mr. Snyder to be monitored by the KYLAP. The KBA contends that the recommended discipline is appropriate and supported by Kentucky case law. Mr. Snyder also has admitted to suffering from Obsessive- Compulsive Disorder, which he claims was aggravated by the daunting workload and stress he endured during the pendency of the Alma case. Mr. Snyder alleges that he was overwhelmed with legal work and had no support staff. As a result, Mr. Snyder claims that he was on the verge of a nervous breakdown. Mr. Snyder states that he has been evaluated by KYLAP and now participates in the program, although the extent of his participation is unknown. Based on previous cases imposing similar discipline for analogous misconduct, in addition to Mr. Snyder's mental disorder and lack of previous disciplinary actions, the state Supreme Court also finds that the consensual discipline proposed by Mr. Snyder and agreed to by the KBA is appropriate. The Supreme Court, therefore, granted Mr. Snyder's motion for a public reprimand. About Alma Energy Alma Energy, LLC, owned rights to mine coal on two tracts of land located in Pike County, Ky. Out of cash, the Debtor suspended its mining operation and sought chapter 11 protection (Bankr. E.D. Ky. Case No. 07-70370) on August 13, 2007. The mining operation was restarted in 2008 with funding by Pikeville Energy Group, LLC, but halted again during the chapter 11 proceeding. On April 17, 2009, the United States Trustee moved to dismiss the case or convert it to a Chapter 7 liquidation proceeding. On May 20, 2009, the bankruptcy court entered an order converting the Debtor's case to one under Chapter 7, and the U.S. Trustee appointed Phaedra Spradlin as the Chapter 7 trustee. ALPHA NATURAL: Bank Debt Trades at 3% Off ----------------------------------------- Participations in a syndicated loan under which Alpha Natural Resources is a borrower traded in the secondary market at 96.59 cents-on-the-dollar during the week ended Friday, April 18, 2014, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. This represents a decrease of 0.32 percentage points from the previous week, The Journal relates. Alpha Natural Resources pays 275 basis points above LIBOR to borrow under the facility. The bank loan matures on May 31, 2020, and carries Moody's Ba2 rating and Standard & Poor's BB- rating. The loan is one of the biggest gainers and losers among 205 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. As reported in the Troubled Company Reporter-Latin America on Dec. 16, 2013, Standard & Poor's Ratings Services said that it assigned its 'B-' issue-level rating (one notch lower than the corporate credit rating) to Alpha Natural Resources Inc.'s proposed $250 million convertible senior notes due 2020. AMERICAN AIRLINES: Judge Says Co. Can't Cut Retiree Benefits ------------------------------------------------------------ Jacqueline Palank, writing for The Wall Street Journal, reported that a bankruptcy judge ruled that former American Airlines parent AMR Corp. doesn't have the unilateral right to terminate health and welfare benefits for nearly 47,000 union and nonunion retirees. According to the Journal, the benefit programs largely "lack language categorically reserving" the company's right to terminate or otherwise modify them, Judge Sean Lane said in an order publicly filed to U.S. Bankruptcy Court docket on April 18. AMR was seeking a summary judgment in a lawsuit it brought during its Chapter 11 case. The company, which exited bankruptcy last November through its merger with US Airways Group Inc., wanted to shift the cost of the benefits entirely to the retirees themselves, while still providing them access to benefits at group rates, the Journal related. AMR sought Chapter 11 protection in November 2011 to address its high labor costs, the Journal further related. During its restructuring, it negotiated deep concessions from labor unions that helped it cut about $1 billion in annual labor costs. As for its retirees, union and nonunion alike, the company in 2012 filed a lawsuit in bankruptcy court seeking a ruling that it has no legal obligation to continue providing retiree health benefits and life insurance, the Journal added. It also wanted the ability to modify its retiree benefit plans without securing retirees' support. Bill Rochelle, the bankruptcy columnist for Bloomberg News, noted that bankruptcy law required appointment of an official committee to oppose the airline's effort to end retirement benefits. The retirees won the first round when U.S. Bankruptcy Judge Sean Lane handed down a 49-page opinion on April 18. The airline argued there were no disputed issues of fact, the Bloomberg report related. Judge Lane disagreed, saying there must be a trial to determine whether the airline reserved the unilateral right to end health and life-insurance benefits for most retirees. Judge Lane said the governing documents "lack language categorically reserving the airline's right to terminate their contributions to retiree benefits" for 46,930 retirees at the outset of bankruptcy in November 2011, Bloomberg said. Since most retiree benefits were laid out in pre-bankruptcy union contracts, AMR contended that the termination or rejection of those contracts during bankruptcy automatically ended the obligation to continue retirees' benefits, the Bloomberg report added. Judge Lane disagreed, Mr. Rochelle said. Union contracts were ended under Section 1113 of the Bankruptcy Code, while the company must undergo a separate process under Section 1114 to end retiree benefits, Bloomberg said. Since the retirees didn't participate in the 1113 process, it would be unfair, Judge Lane said, to end their benefits through procedures where they weren't parties. The retiree benefit lawsuit is AMR Corp. v. Committee of Retired Employees (In re AMR Corp.), 12-01744, U.S. Bankruptcy Court, Southern District of New York (Manhattan). About American Airlines AMR Corp. and its subsidiaries including American Airlines filed for bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 11-15463) in Manhattan on Nov. 29, 2011, after failing to secure cost- cutting labor agreements. AMR, previously the world's largest airline prior to mergers by other airlines, is the last of the so- called U.S. legacy airlines to seek court protection from creditors. It was the third largest airline in the United States at the time of the bankruptcy filing. Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the Debtors. Paul Hastings LLP and Debevoise & Plimpton LLP Groom Law Group, Chartered, are on board as special counsel. Rothschild Inc., is the financial advisor. Garden City Group Inc. is the claims and notice agent. Jack Butler, Esq., John Lyons, Esq., Felecia Perlman, Esq., and Jay Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP serve as counsel to the Official Committee of Unsecured Creditors in AMR's chapter 11 proceedings. Togut, Segal & Segal LLP is the co-counsel for conflicts and other matters; Moelis & Company LLC is the investment banker, and Mesirow Financial Consulting, LLC, is the financial advisor. The Retiree Committee is represented by Jenner & Block LLP's Catherine L. Steege, Esq., Charles B. Sklarsky, Esq., and Marc B. Hankin, Esq. AMR and US Airways Group, Inc., on Feb. 14, 2013, announced a definitive merger agreement under which the companies will combine to create a premier global carrier, which will have an implied combined equity value of approximately $11 billion. The bankruptcy judge on Sept. 12, 2013, confirmed AMR Corp.'s plan to exit bankruptcy through a merger with US Airways. By distributing stock in the merged airlines, the plan is designed to pay all creditors in full, with interest. Judge Sean Lane confirmed the Plan despite the lawsuit filed by the U.S. Department of Justice and several states' attorney general complaining that the merger violates antitrust laws. In November 2013, AMR and the U.S. Justice Department a settlement of the anti-trust suit. The settlements require the airlines to shed 104 slots at Reagan National Airport in Washington and 34 at LaGuardia Airport in New York. AMR stepped out of Chapter 11 protection after its $17 billion merger with US Airways was formally completed on Dec. 9, 2013. AMERIGO ENERGY: Reports Sales of $5.8 Million in First Quarter -------------------------------------------------------------- Amerigo Energy, Inc., announced preliminary information for first quarter 2014 results. Kurt Thomet, president of Quest Solution, the Company's wholly owned subsidiary commented, "In the first 3 months of 2013, we had sales of approximately $5,800,000, whereas for the same period in 2014, we are looking at a greater than 60% increase to bring us to approximately $9,400,000 in sales to be reported for the first quarter 2014." George Zicman, vice president of sales addressed some of the growth. "This is our best first Quarter ever and we are continuing to grow at rates above industry norms because of our strong sales, systems and operations teams." Zicman continued, "Our software and services truly differentiate us and make a huge difference for our many Fortune 1000 customers." The Company is preparing the information for its independent auditor for review of the financial statements, to be included in the upcoming Form 10-Q to be filed before the May 15th deadline. About Amerigo Henderson, Nevada-based Amerigo Energy, Inc., is aggressively looking for potential oil leases to acquire as well as businesses which will fit with the Company's strategy. Its wholly-owned subsidiary, Amerigo, Inc., incorporated in Nevada on Jan. 11, 2008, holds minimal assets, including oil lease interests. The Company's balance sheet at Sept. 30, 2013, showed $2.36 million in total assets, $2.86 million in total liabilities and a $499,798 total stockholders' deficit. "The Company has incurred cumulative net losses of approximately $16,431,661 since its inception and requires capital for its contemplated operational and marketing activities to take place. The Company's ability to raise additional capital through the future issuances of the common stock is unknown. The obtainment of additional financing, the successful development of the Company's contemplated plan of operations, and its transition, ultimately, to the attainment of profitable operations are necessary for the Company to continue operations. The ability to successfully resolve these factors raise substantial doubt about the Company's ability to continue as a going concern," the Company said in its quarterly report for the period ended Sept. 30, 2013. ARCH COAL: Bank Debt Trades at 2% Off ------------------------------------- Participations in a syndicated loan under which Arch Coal Inc. is a borrower traded in the secondary market at 97.78 cents-on-the- dollar during the week ended Friday, April 18, 2014, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. This represents a decrease of 0.33 percentage points from the previous week, The Journal relates. Arch Coal Inc. pays 450 basis points above LIBOR to borrow under the facility. The bank loan matures on May 17, 2018, and carries Moody's B1 rating and Standard & Poor's BB- rating. The loan is one of the biggest gainers and losers among 205 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. As reported in the Troubled Company Reporter on Oct. 10, 2013, Moody's Investors Service downgraded the ratings of Arch Coal, including the company's Corporate Family Rating (CFR) to B3 from B2, Probability of Default Rating (PDR) to B3-PD from B2-PD, the rating on senior secured credit facility to B1 from Ba3, and the ratings on senior unsecured debt to Caa1 from B3. The outlook is negative. ARCHDIOCESE OF CHICAGO: Sexual Abuse Suit Filed ----------------------------------------------- A lawsuit has been filed against the Archdiocese of Chicago on behalf of a man who alleges that the former Paster, Daniel McCormack, sexually abused him as a 12-year old boy, according to an announcement by the attorney representing the plaintiff. Lyndsay Markley is the attorney representing the alleged victim, John C. Doe, and she filed the lawsuit at Cook County on Friday, April 18. John C. Doe is not the first victim -- Daniel McCormack pleaded guilty in 2007 to multiple counts of criminal sexual assault and the Archdiocese of Chicago reached a $3.15 million settlement with another of his victims in January 2014. Lyndsay Markley says that what is particularly horrifying about this case, is how many complaints were ignored by the Archdiocese: "This is a case about the Archdiocese's repeated failure to take action against a known sexual abuser, allowing McCormack unfettered access to hundreds of children whose lives are now forever changed." "How is the Catholic Church potentially liable for sexual abuse by one of its pastors? There are many answers to why any business could be responsible for the conduct of its employee, but one important one here is that evidence indicates that the Catholic Church was advised on a number of occasions that McCormack was molesting young boys - in 1997 (while McCormack was in Seminary college), 1999, 2003 and 2005." "Instead of taking any action to prevent McCormack from being around minors, he was actually promoted throughout the seminary. In 2000, after repeated concerns, he was transferred to Chicago's St. Agatha's Parish, which included coaching a basketball team of minor boys! In our lawsuits, attorneys are attempting to make the Catholic Church take accountability for its failure to investigate these claims and take action to ensure that the children were protected. That is one reason the Catholic Church may be liable." Here's a list of the many complaints made about McCormack and ignored by the Archdiocese of Chicago: While McCormack was a Seminarian (at priest college from 1986- 1994), complaints were made about him fondling his fellow students in the middle of the night while they were passed out and that he engaged in sexual conduct with a minor boy while on a church- sponsored trip to Mexico. These complaints were not only ignored by the Archdiocese, MccCormack was ordained in 1994 upon graduation. In 1998, the Archdiocese assigned Pastor McCormack to St. Joseph's Seminary, a school, and Holy Family Parish. In 1999, the principal of Holy Family School informed the Archdiocese that McCormack may have sexually abused a young boy. The complaint was ignored.? In 2000, Pastor McCormack was promoted to the pastor of St. Agatha's Parish which included a school campus (Our Lady of the West Side). In 2003, a woman contacted one of the Archdiocese office's and advised them that McCormack was sexually abusing a young boy. No investigation into this call occurred. In August of 2005, the Chicago Police Department questioned McCormack in relation to allegations of sexual abuse made by a 5th grade boy. In October of 2005, the Archdiocese' Advisory Board made the recommendation that McCormack finally be removed from the priesthood for the "safety of children". The Archdiocese ignored this mandate and McCormack remained a pastor at St. Agatha's until January of 2006.? Unafraid, McCormack proceeded to rape another young boy, John C. Doe, giving rise to the case filed by Lyndsay Markley in Cook County on Friday, April 18. The next step of the case will see video evidence deposition (trial testimony) of defendant, Cardinal Francis George, scheduled for May 29. About Lyndsay Markley Chicago-based Attorney, Lyndsay Markley, has dedicated her legal practice to fighting on behalf of persons who suffered injuries or death as the result of the wrongful or careless conduct of others. For her work as a victims' advocate, Ms. Markley has received an array of accolades, including selection to the Top 100 Trial Attorneys in Illinois and a Top 40 Under 40 Trial Attorney for 2012-2014 by the National Association of Trial Lawyers. She has also been acknowledged by her colleagues as an Illinois' Rising Star in 2013 -2014 (SuperLawyers' Magazine) and as a Top Women Lawyer in Illinois in 2014 by Super Lawyers and Chicago Magazine. ARI-RC 6: Gets Court's Nod to Use Cash Collateral Thru June 30 -------------------------------------------------------------- Judge Alan M. Ahart approved a stipulation permitting ARI-RC 6, LLC, et al., access to the cash collateral of secured creditor U.S. Bank N.A, as trustee for the registered holders of ML-CFC Commercial Mortgage Trust 2007-5, Commercial Mortgage Pass-Through Certificates, Series 2007-5, through June 30, 2014. The Trust will be afforded replacement liens on the postpetition rents, revenues, issues and profits of each of the Debtors, with such replacement liens to have the same extent, validity, scope and priority as its prepetition liens. The Debtors may use the cash collateral in accordance with a prepared budget, a copy of which is available for free at: http://bankrupt.com/misc/ARI-RC6_2013-2014budget.pdf About ARI-RC ARI-RC 6, LLC, and four related entities -- ARI-RC 14, LLC, ARI-RC 12, LLC, ARI-RC 21, LLC, ARI-RC 23, LLC -- filed voluntary petitions under Chapter 11 on July 15, 2013. Kenneth Greene signed the petitions as president. ARI-RC 3, LLC, and nine affiliates filed for Chapter 11 protection on Aug. 1, 2013. ARI-RC 11 and three more affiliates subsequently filed their own Chapter 11 cases on Aug. 2, 2013. The petitions were signed by R. Frederick Hodder, Jr. and Monroe Sawhill Hodder, trustees. The Debtors own tenant in common (TIC) interests in two commercial buildings commonly known as Rancho Conejo I and II, located at 1525 and 1535 Rancho Conejo Boulevard, in Thousand Oaks, California. The Debtors and 16 related TIC Investors, who have not filed for bankruptcy, are passive investors with varying percentage ownership interests in the Property. The Debtors' cases are jointly administered under the lead case of ARI-RC 6, Case No. 13-14692, in the U.S. Bankruptcy Court for the Central District of California. The Debtors estimated assets and debts at $10 million to $50 million at the time of the filings. Judge Alan M. Ahart presides over the cases. Daniel H. Reiss, Esq., and John Patrick M. Fritz, Esq., of Levene, Neale, Bender, Yoo & Brill L.L.P., are counsel to the Debtors. ARCTIC GLACIER: June 12 Claim Form Submission Deadline Set ---------------------------------------------------------- In re Arctic Glacier International Inc., et al. Case No. 12-10605 (KG) (U.S. Bankruptcy Court, D. Del.) Jointly Administered IF YOU BOUGHT PACKAGED ICE FROM A RETAILER Your Rights May Be Affected By A Court Approved Settlement This Notice is provided pursuant to Bankruptcy Rule 7023 and an Order of the United States Bankruptcy Court for the District of Delaware. A class action lawsuit alleges that Arctic Glacier, Home City Ice, and Reddy Ice conspired to fix and raise the price consumers paid for Packaged Ice. ?Packaged Ice? is ice sold in bags. On February 27, 2014, the Bankruptcy Court approved a settlement of a bankruptcy proof of claim based on the lawsuit against one of the Companies, Arctic Glacier. Home City Ice and Reddy Ice previously agreed to separate settlements. Pursuant to the Settlement, you may be entitled to a cash payment if you bought from a retailer Packaged Ice made by Arctic Glacier, Home City Ice, or Reddy Ice (or any of their subsidiaries or predecessors) between January 1, 2001 and March 6, 2008 in any of the following states: AZ, CA, IA, KS, ME, MA, MI, MN, MS, NE, NV, NM, NY, NC, TN, and/or WI. Copies of the Order approving the Settlement, as well as notices describing in full the procedures for submission of a Claim Form may be obtained, free of charge, at www.arcticindirectpurchaser.com; www.icesettlements.com; or www.amcanadadocs.com/arcticglacier. TO RECEIVE A CASH PAYMENT, YOU MUST COMPLETE, SIGN, AND RETURN THE CLAIM FORM PROVIDED BELOW, WHICH MUST BE POSTMARKED NO LATER THAN JUNE 12, 2014 OR HAND DELIVERED, OR SUBMITTED VIA EMAIL OR FACSIMILE, SO THAT IT IS ACTUALLY RECEIVED NO LATER THAN JUNE 12, 2014 AT 4:00 P.M. (PREVAILING EASTERN TIME) AT THE ADDRESS BELOW. CLAIM FORM PLEASE SUBMIT YOUR COMPLETED CLAIM FORM ONLINE AT WWW.ARCTICINDIRECTPURCHASER.COM OR MAIL IT TO: Arctic Glacier Settlement Processing Center c/o UpShot Services LLC 7808 Cherry Creek South Drive, Suite 112 Denver, CO 80231 Email: info@arcticindirectpurchaser.com Toll Free: 855-226-8304 Fax: 720-249-0882 FAILURE TO SUBMIT YOUR COMPLETED CLAIM FORM BY JUNE 12, 2014 AT 4:00 P.M. (PREVAILING EASTERN TIME) OR TO PROVIDE THE REQUIRED INFORMATION REQUESTED BELOW MAY RESULT IN THE REJECTION OF YOUR CLAIM. YOU MAY SUBMIT ONLY ONE CLAIM FORM PER HOUSEHOLD. 1. Print Your Name: 2. E-Mail: 3. Street Address: City, State and Zip Code: 4. Phone Number: 5. Please state the number of bags of Packaged Ice made by either Arctic Glacier, Home City Ice or Reddy Ice that you purchased from a retailer in the Claims States during the Settlement Period. Please check only one box. I purchased 3 0r more bags; or I purchased more than 10 bags and have proof of purchase specify total number of bags: TO RECEIVE $6.00 you must claim purchase of three or more bags. TO RECEIVE MORE THAN $6.00 you must claim purchases of more than ten bags, and provide proof of purchase for each bag in excess of ten bags. You will receive $6.00 for the first ten bags and $0.60 for each additional bag. Failure to include Proof of Purchase for Claims in excess of ten bags will limit your recovery to $6.00. Submission of false or fraudulent claims will result in the Claim being rejected in its entirety. I hereby certify under penalty of perjury, in connection with this federal action, that I purchased the above-referenced number of bags of Packaged Ice stated above. Dated Signature of Claimant: Questions? Visit www.ArcticIndirectPurchaser.com or Call 855-226- 8304 ASHLEY STEWART: Asks for Approval of Employee Incentive Plan ------------------------------------------------------------ Ashley Stewart filed on April 4, 2014, a motion seeking approval of its key employee incentive plan (KEIP). The Debtors state that goals of the KEIP are to motivate certain essential personnel through the closing of the sale, to reward certain essential employees if critical goals are achieved that benefits all stakeholders, and to maximize the value of the Debtors' estates for the benefit of all creditors. The Debtors state that they have identified four (4) top executives and six (6) management team members (the Participating Employees) that the Debtor believes are essential to the successful execution of the sale and will have the most impact on the value achieved through the sale process. The participating Employees are the employees principally responsible for assisting with the sale of the Debtors' assets and that incentivizing their performance will certainly inure to the benefit of the Debtors' creditors and stakeholders. The Debtors explain that the proposed KEIP is a performance-based incentive program. As such, it provides increasing levels of incentive payments to the Participating Employees based upon a successful sale of the Debtors' assets. The amount of the individual incentive bonuses are based on the Debtors realizing certain levels of proceeds from a sale of all or substantially all of the Debtors' assets, including the Sale. The Debtors assert that the KEIP has an estimated cost ranging from a minimum of $0 to an absolute maximum of $1,400,000. The Debtors believe that achieving the target sale proceeds levels for the incentive bonuses will be difficult and will require significant efforts by the Participating Employees. The Debtors state that incentivizing participating employees will pass muster under the business judgment rule and thus the Court should approve the KEIP. Incentivizing the Participating Employees to work towards obtaining higher and better bids for the Debtors' assets Debtors state increases the likelihood of a robust Auction with multiple rounds of bidding. Thus, the Debtors submit that the KEIP is a reasonable exercise of their business judgment and is necessary to properly incentivize the Participating Employees during the sale. Further the Debtors state that the KEIP is reasonable in scope because it only applies to four (4) top executives and six (6) management team personnel, together representing approximately less than three (3%) of full time employees and approximately less than one (1%) of total employees. The Debtors emphasize that they must rely on the efforts of these ten (10) Participating Employees, and their performance will have the greatest impact on the value that the Debtors achieve during the sale process. Without these Participating Employees Debtors state that operations would likely grind to a halt before even considering the aggressive marketing that will need to occur over the coming weeks leading up to the Auction. About Ashley Stewart The Ashley Stewart name is synonymous with offering women who wear sizes 12 and up well-made fashionable clothes at affordable prices. Ashley Stewart Holdings Inc. and affiliates New Ashley Stewart Inc., AS IP Holdings Inc. and NAS Gift LLC filed Chapter 11 petitions in Newark, New Jersey (Bankr. D.N.J. Case Nos. 14-14383 to 14-14386) on March 10, 2014. Michael A. Abate signed the petitions as senior vice president finance/treasurer. Ashley Stewart Holdings estimated assets and liabilities of at least $10 million. The Hon. Michael B. Kaplan oversees the case. Curtis, Mallet-Prevost, Colt & Mosle LLP serves as the Debtors' general counsel. Cole, Schotz, Meisel, Forman & Leonard, P.A., is the Debtors' local counsel. PricewaterhouseCoopers LLP acts as the Debtors' financial advisor. Prime Clerk LLC serves as the Debtors' claims and noticing agent. Ashley Stewart has obtained authority to conduct store closing sales at 27 locations around the United States in accordance with a consulting agreement with Gordon Brothers Retail Partners, LLC. BIOLIFE SOLUTIONS: Has 11.9 Million Outstanding Common Shares ------------------------------------------------------------- BioLife Solutions, Inc., advised that as of April 18, 2014, it had outstanding 11,941,619 share of common stock, after giving effect to (i) the closing on March 25, 2014, of its public offering of units for gross proceeds of approximately $15.4 million, and the conversion of approximately $14.3 million of indebtedness to its existing noteholders in exchange for units, and (ii) adjustments for fractional shares made through April 18, 2014, with respect to the Company's Jan. 29, 2014, 1:14 reverse stock split. The number of shares of common stock outstanding remains subject to additional adjustment in accordance with the terms of the reverse stock split. About BioLife Solutions Bothell, Washington-based BioLife Solutions, Inc., develops and markets patented hypothermic storage and cryo-preservation solutions for cells, tissues, and organs, and provides contracted research and development and consulting services related to optimization of biopreservation processes and protocols. BioLife Solutions incurred a net loss of $1.08 million in 2013, a net loss of $1.65 million in 2012, and a net loss of $1.95 million in 2011. As of Sept. 30, 2013, the Company had $3.20 million in total assets, $16.06 million in total liabilities and a $12.85 million total shareholders' deficiency. BOSTON BIOMEDICAL: S&P Assigns Default Rating on 1999 Bonds ----------------------------------------------------------- Standard & Poor's Ratings Services has lowered its long-term rating to 'D' from 'CC' on Massachusetts Development Finance Agency's series 1999 bonds, issued for the Boston Biomedical Research Institute (BBRI). "The 'D' rating reflects BBRI's failure to pay full principal and accrued interest to bondholders for three months following a Trustee notice of immediate acceleration of the bonds," said Standard & Poor's credit analyst Nick Waugh. Under the terms of the Trust Agreement, upon an event of default caused by an event of bankruptcy, all principal and accrued interest on the bonds are immediately due and payable. The trustee posted a notice of this default on Electronic Municipal Market Access (EMMA) on April 17, 2013. On July 3, 2013, BBRI closed the sale of its core campus building and directed funds to the Trustee that were sufficient to make a final distribution to bondholders of full principal and accrued interest on July 5, 2013. Although the bonds were eventually redeemed in full, the lack of timely payment following the notice of default and immediate acceleration led to the 'D' rating. "On April 9, 2013, we lowered the rating to 'CC' from 'B', with a negative outlook, based on BBRI's board of trustees' decision to dissolve the institute and our understanding that the institute would likely seek a negotiated settlement with bondholders. BBRI's board approved a recommendation to dissolve the institute on Nov. 15, 2012. At the time of the downgrade to 'CC', we understood that management intended to sell its assets (including the core campus building), which it could use to pay bondholders, but that the proceeds of a sale of the building plus existing unrestricted assets would likely not be sufficient to pay full principal and accrued interest on the outstanding debt," S&P said. S&P had lowered the long-term rating to 'B' in 2012, prior to the board's decision to dissolve the institute, reflecting its expectation that BBRI would report large operating deficits for fiscal 2012 and its understanding that the institute could cover several years of debt service payments based on existing resources, including an untapped debt service reserve fund. BRUSH CREEK AIRPORT: Files List of 16 Unsecured Creditors --------------------------------------------------------- Brush Creek Airport, LLC, filed with the U.S. Bankruptcy Court for the District of Colorado a list of creditors holding 16 largest unsecured claims: Entity Nature of Claim Claim Amount ------ --------------- ------------ Richard A. Landy $1,672,450 9618 E. Maplewood Cir. Greenswood Village, CO Marlene F. Landy Marital Trust $882,450 9618 E. Maplewood Cir. Greenwood Village, CO Elaine Franklin $483,684 18745 Meadowlark Ct. Penn Valley, CA 95946 Gunnison County Treasurer - 221 N. Wisconsin Gunnison, CO Brian Landy $228,600 1292 Beacon Hill Dr. Highlands Ranch, CO Buckhorn Ranch Asso. - C/O Reg. Agent Elizabeth P. Appleton, PC 115 Elk Ave., Ste. E Crested Butte, CO 81224 Robinson Waters & O'Do - C/O Reg. Agent Stephen L. Wat 1099 18th St., Ste. 2600 Denver, CO 80202 Landy Enterprises Inc. $64,872 9618 Maplewood Cir. Greenwood Village, CO Elaine Rosenberg Trust - C/O James R. Jansson Dain Wealth Management 3251 DTC Parkway, Ste. 800 Englewood, CO William Ramlow - 1308 Overhill Rd. Columbus, MO 65203 Karsh Fulton Gabler - 950 So. Cherry St., #710 Denver, CO 80246-2665 Louise Wright - 2000 W. 92nd Ave., #473 Denver, CO 80260 Gunnison Valley Survey LLC - C/O Reg. Agent Frederick A. Ballard 69659 Hwy 50 Montrose, CO 81401 5280 Accounting Services - d/b/a The Wright Way 2828 N. Speer Blvd. Denver, CO 80211 O'Hayre, Dawson & Norr - 120 N. Taylor St. Gunnison, CO 81230 Matzen & Fesler, P.C. - C/O Reg. Agent Amy L. Matzen 16 Inverness PI. East, Ste. E-100 Englewood, CO 80112 About Brush Creek Airport Brush Creek Airport, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D. Col. Case No. 14-14630) in Denver on April 10, 2014. The Debtor has tapped Sender Wasserman Wadsworth, P.C., as counsel. It estimated assets of $10 million to $50 million and debt of $1 million to $10 million. According to the docket, the Debtor's Chapter 11 plan and disclosure statement are due August 8, 2014. BRUSH CREEK AIRPORT: Ch. 11 Case Reassigned to Judge Romero ----------------------------------------------------------- Judge Elizabeth E. Brown of the U.S. Bankruptcy Court for the District of Colorado issued an order of recusal and reassigned the Chapter 11 case of Brush Creek Airport, LLC, to Judge Michael E. Romero. About Brush Creek Airport Brush Creek Airport, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D. Col. Case No. 14-14630) in Denver on April 10, 2014. The Debtor has tapped Sender Wasserman Wadsworth, P.C., as counsel. It estimated assets of $10 million to $50 million and debt of $1 million to $10 million. According to the docket, the Debtor's Chapter 11 plan and disclosure statement are due August 8, 2014. BRUSH CREEK AIRPORT: Employs Sender Wasserman as Counsel -------------------------------------------------------- Brush Creek Airport, LLC, seeks authority from the U.S. Bankruptcy Court for the District of Colorado to employ Sender Wasserman Wadsworth, P.C., as counsel, to prepare on behalf of the Debtors, all necessary reports, orders and other legal papers required in the Chapter 11 proceeding. The professionals' hourly rates for the services are as follows: Harvey Sender, Esq. -- hsender@sww-legal.com $500 John B. Wasserman, Esq. -- jwasserman@sww-legal.com $500 David V. Wadsworth, Esq. -- dwadsworth@sww-legal.com $375 David J. Warner, Esq. -- dwarner@sww-legal.com $275 Daniel Hepner, Esq. -- dhepner@sww-legal.com $325 Robert D. Lantz, Esq. -- rlantz@sww-legal.com $325 Katherine A. Swan, Esq. -- kswan@sww-legal.com $250 Aaron J. Conrardy, Esq. -- aconrardy@sww-legal.com $240 The firm will also be reimbursed for any necessary out-of-pocket expenses. David J. Warner, Esq., at Sender Wasserman Wadsworth, P.C., in Denver, Colorado, 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. Warner discloses that the firm of SWW has no connection with any of the creditors of the Debtor, the Debtor or any other party-in-interest, their attorneys and/or accountants, the U.S. Trustee and any person employed by the Office of the U.S. Trustee; (b) Harvey Sender has been a Chapter 7 panel trustee in numerous cases since approximately 1984; (b) David V. Wadsworth was appointed as a Chapter 7 trustee in October, 2009; and (c) Daniel Hepner is a Chapter 7 panel trustee. Prior to the filing of the petition, SWW provided general representation in addition to pre-bankruptcy planning services to the Debtor. From October 28, 2012 through the Petition Date, SWW billed the Debtor $23,368 in attorneys? fees and $1,213 in costs. The firm was paid in full for those fees and costs from the prepetition retainer provided the firm. As of the Petition Date, SWW holding the balance of the retainer of $20,419, which was generated in part by the sale of Lot 50, Block 24, Filing #4 in Crested Butte South, Gunnison County, Colorado, in March of 2014. SWW asserts a security interest in the retainer. In the event the case is converted to a Chapter 7 proceeding, the security interest in the retainer may enable SWW to receive payment of its fees and expenses to the extent of the retainer while other administrative expenses remain unpaid, Mr. Warner tells the Court. Any sums remaining at the close of the representation will be refunded to the Debtor. There are no liens or interests in the retained funds other than the security interest claimed by SWW. About Brush Creek Airport Brush Creek Airport, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D. Col. Case No. 14-14630) in Denver on April 10, 2014. The Debtor has tapped Sender Wasserman Wadsworth, P.C., as counsel. It estimated assets of $10 million to $50 million and debt of $1 million to $10 million. According to the docket, the Debtor's Chapter 11 plan and disclosure statement are due August 8, 2014. CAESARS ENTERTAINMENT: Bank Debt Trades at 8% Off ------------------------------------------------- Participations in a syndicated loan under which Caesars Entertainment Inc. is a borrower traded in the secondary market at 92.39 cents-on-the-dollar during the week ended Friday, April 18, 2014, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. This represents a decrease of 1.41 percentage points from the previous week, The Journal relates. Caesars Entertainment Inc. pays 525 basis points above LIBOR to borrow under the facility. The bank loan matures on Jan. 1, 2018, and carries Moody's B3 rating and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 205 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. 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. CALIFORNIA PIZZA: S&P Lowers CCR to 'B-' & Revises Outlook to Neg. ------------------------------------------------------------------ Standard & Poor's Ratings Services lowered its corporate credit rating on Los Angeles-based California Pizza Kitchen Inc. to 'B-' from 'B'. S&P also revised the outlook to negative from stable. At the same time, S&P lowered its issue-level rating on the company's $400 million senior secured credit facility to 'B-'. The '3' recovery rating remains unchanged, indicating S&P's expectation for meaningful (50%-70%) recovery in the event of a payment default. "The downgrade reflects our expectation that California Pizza Kitchen will continue to experience sales and possibly profit declines in the coming year as lower traffic offsets potential increases in average check. Under new management led by CEO G.J. Hart, the company has made significant efforts to improve restaurant service, menu selection, beverage assortment, pizza quality, and other customer touch points in the past year," said credit analyst Diya Iyer. "However, these initiatives have yet to turn around a pattern of negative top-line growth that has persisted in recent years and continued through the latest holiday season. Furthermore, performance trends were strained by a meaningful contraction in operating margins in 2013." The negative outlook reflects S&P's expectation that weak traffic trends and limited cost savings could pressure operating performance in the next 12 to 18 months, causing credit metrics to further weaken beyond what S&P currently forecasts. Downside scenario S&P could lower its ratings if weaker-than-expected performance leads to a likely covenant breach. S&P believes this could occur as a result of a decline in EBITDA of more than 10% from S&P's forecasts. Moreover, S&P may lower the rating even if CPK amended its credit facility such that it had sufficient covenant cushion if S&P believed the company has an unsustainable capital structure. Upside scenario S&P could revise the outlook to stable if the company improves its operating performance such that it can maintain "adequate" liquidity in S&P's view. This could occur if EBITDA grew by approximately 5% from past 12 month levels and S&P believed the company could maintain profits near that level over the medium term. CASH STORE: Obtains Court OK of $8.5 Million DIP Financing ---------------------------------------------------------- The Ontario Superior Court of Justice (Commercial List) has granted an amended Order with respect to the Company's application for creditor protection under the Companies' Creditors Arrangement Act. The Court and the Cash Store Financial board of directors have also authorized the Company and its subsidiaries to enter into a debtor-in-possession financing agreement pursuant to which $8.5 million will be available to the Company to enable the Company and its affiliates to continue operations during the CCAA proceedings, with an option, subject to Court approval, to increase the amount of that DIP financing up to a total of $20.5 million. The Company has entered into a DIP financing agreement on the approved terms. The special committee of the Company's board of directors has appointed Mr. William Aziz, president of Blue Tree Advisors Inc., as chief restructuring officer of the Company and the Court authorized the appointment and established the authority of the CRO. The CRO will assume the responsibilities that would otherwise be carried out by the board of directors, subject to the oversight of FTI Canada Consulting Inc., the court-appointed Monitor, and the Court. Cash Store Financial's independent directors, Eugene Davis, Timothy Bernlohr, Donald Campion and Thomas Fairfield, have resigned from the Company's board of directors effective as of the close of business on April 15, 2014. The independent directors were also the members of the special committee of independent directors appointed by the board of directors of the Company with the mandate of evaluating strategic alternatives available to the Company with a view to maximizing value for all its stakeholders. The Special Committee has fulfilled its mandate by providing a recommendation to the board of directors that led to the Company commencing proceedings under the CCAA, obtaining DIP financing and obtaining the appointment of the CRO. Accordingly, the Special Committee has been disbanded and the members of the Special Committee have resigned from the board. Protection under the CCAA and the financing available under the DIP financing agreement will provide Cash Store Financial with the time and stability to attempt to restructure its affairs under the CCAA, under the supervision of the CRO, the Monitor and the Court. Cash Store Financial is committed to completing the restructuring process quickly and efficiently. The Company remains open for business and its branches continue to operate. Daily lending is continuing in all jurisdictions outside of Ontario. About Cash Store Financial Headquartered in Edmonton, Alberta, The Cash Store Financial is the only lender and broker of short-term advances and provider of other financial services in Canada that is listed on the Toronto Stock Exchange (TSX: CSF). Cash Store Financial also trades on the New York Stock Exchange (NYSE: CSFS). Cash Store Financial operates 512 branches across Canada under the banners "Cash Store Financial" and "Instaloans". Cash Store Financial also operates 25 branches in the United Kingdom. Cash Store Financial is a Canadian corporation that is not affiliated with Cottonwood Financial Ltd. or the outlets Cottonwood Financial Ltd. operates in the United States under the name "Cash Store". Cash Store Financial does not do business under the name "Cash Store" in the United States and does not own or provide any consumer lending services in the United States. Cash Store Financial employs approximately 1,900 associates. Cash Store reported a net loss and comprehensive loss of C$35.53 million for the year ended Sept. 30, 2013, as compared with a net loss and comprehensive loss of C$43.52 million for the year ended Sept. 30, 2012. As of Sept. 30, 2013, the Company had C$164.58 million in total assets, C$165.90 million in total liabilities and a C$1.32 million shareholders' deficit. * * * As reported by the TCR on April 17, 2014, Standard & Poor's Ratings Services said it lowered its issuer credit and issue-level ratings on Edmonton, Alta.-based The Cash Store Financial Services Inc. (CSF) to 'CC' from 'CCC'. "The downgrade is in accordance with our criteria ("Criteria For Assigning 'CCC+', 'CCC', 'CCC-', And 'CC' Ratings," Oct. 1, 2012) and follows CSF's announcement that its board of directors has voted to authorize the company and its subsidiaries to bring an application in the Ontario Superior Court of Justice to seek protection from creditors under the Companies' Creditors Arrangement Act," said Standard & Poor's credit analyst Michael Leizerovich. CBM ASIA: Applies for Management Cease Trade Order -------------------------------------------------- CBM Asia Development Corp. on April 17 disclosed that it has applied for a management cease trade order to the British Columbia Securities Commission, the Company's principal regulator. As a result of a delay in obtaining financial information from the Company's subsidiary in Indonesia and a lack of funding, the Company will not be able to meet the filing deadline of April 30, 2014 for its audited financial statements for the year ended December 31, 2013, as well as the related Management's Discussion & Analysis. The Company expects to receive the required financial information from its' Indonesian subsidiary by the end of April and is currently raising funds by way of private placement in order to cover the costs of the audit and, accordingly, it anticipates filing the financial documents within two months of the filing deadline of April 30, 2014. The Company confirms that it intends to satisfy the provisions of the alternative information guidelines so long as it remains in default of this filing requirement, being the provision of bi-weekly updates by way of news release. About CBM Asia Development Corp. CBM Asia Development Corp. -- http://www.cbmasia.ca-- is a Canadian-based unconventional gas company with significant coalbed methane ("CBM") exploration and development opportunities in Indonesia. The Company holds various participating interests in five production sharing contracts (each a "PSC") for CBM in Indonesia. Indonesia has one of the largest CBM resources in the world with a potential 453 trillion feet3 in-place, more than double the country's natural gas reserves (Stevens and Hadiyanto, 2004). Since 2008, a total of 54 CBM PSCs have been granted by the Government of Indonesia, representing exploration commitments of well over US$100 million during the next 3 years. In addition to CBM Asia, other companies active in CBM exploration in Indonesia include BP, Dart Energy, ENI, Medco, Santos, and TOTAL. BP, ENI, and the Indonesian government have confirmed that commercial CBM production started in March 2011 from the Sanga- Sanga PSC and is being exported from the Bontang LNG facility. The Company trades on the TSX Venture Exchange under the symbol "TCF". CELL THERAPEUTICS: DSM Fine to Supply Pacritinib Drug Substance --------------------------------------------------------------- Cell Therapeutics, Inc., entered into a Manufacturing and Supply Agreement effective March 17, 2014, with DSM Fine Chemicals Austria Nfg GmbH & Co KG pursuant to which DSM agreed to manufacture and supply, and the Company agreed to purchase, on a non-exclusive basis, pacritinib drug substance, subject to a maximum amount during any given calendar year. The Agreement requires the Company to provide to DSM a non- binding, rolling forecast of estimated quantities of Pacritinib to be manufactured and to deliver, from time-to-time, binding firm purchase orders for its purchase of Pacritinib. Although there is a minimum batch order requirement per purchase order, there is no overall minimum quantity required to be ordered during the term of the Agreement. In addition, the Company is responsible for certain cancellation penalty fees, as well as out-of-pocket expenses incurred by DSM with respect to any subsequently canceled orders. Subject to certain exceptions, DSM will pass through costs of raw materials at actual cost with no additional markup. The Agreement will remain in force until five years from the Effective Date, and will automatically be renewed for successive two (2) year periods unless either party provides advance notice of termination. The parties have bilateral early termination rights upon the occurrence of certain specified events. The Company may also terminate the Agreement upon the occurrence of certain additional specified events, including failure by the Company to obtain and maintain certain regulatory approvals for Pacritinib and in the event the parties are unable to agree on future pricings under certain circumstances. 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. CHAMAX LLC: Tampa Property to Be Auctioned Off ---------------------------------------------- Auction firm Tranzon is selling a roughly 824-acre property in the Tampa Bay area. The auction date is to be determined. According to a notice by Tranzon: -- the preliminary site plan allows roughy 1,719 residential units and roughly 150,000 sq. feet of commercial space; -- the property has roughly 2 miles of I-75 frontage; and -- the property is within roughly 10 miles of new Amazon fulfillment center. Tranzon also said there's no minimum bid. Any deal is subject to Bankruptcy Court approval in the Chapter 11 case of Chamax LLC. Tranzon may be reached at 877-374-4437. On the Net: http://www.tranzon.com/ Chamax, LLC, based in Clearwater, Florida, filed for Chapter 11 bankruptcy (Bankr. M.D. Fla. Case No. 13-16906) on Dec. 31, 2013, in Tampa. Harley E Riedel, Esq., and Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA. In its petition, Chamax estimated $1 million to $10 million in assets, and liabilities of $10 million to $50 million. The petition was signed by Tom R. Chapman, manager. CHINA NATURAL: Abax Entities Object to Exclusivity Extension Bid --------------------------------------------------------------- Abax Lotus Ltd. and Abax Nai Xin A Ltd., filed an objection to China Natural Gas, Inc.'s third motion seeking an extension of the exclusivity periods to file a Chapter 11 plan. Abax stated that in the Debtor's second exclusivity motion, counsel for the Debtor identified a number of modest milestones that the Debtor expected to compete during its 60-day extension period with respect to its ongoing efforts to market and sell its on-shore natural gas operations. Abax states that in addition to completing and opening a data room, counsel for the Debtor informed the Court that, at the conclusion of its 60-day extension period, the Debtor expected to have fully marketed the assets for sale, identified a lead bidder, and commenced documenting the proposed transaction. However, Abax states that the Debtor has wasted its extension and failed to accomplish any of its stated goals. Abax further asserts that the Debtor's management has failed to provide Ernst & Young with the financial and other information necessary to populate and open a data room to allow potential investors to commence their due diligence. Abax also states that even more egregious is management's failure to finalize even a simple form of advertisement to publicize the sale and attract interested parties. The Debtor says that this is a far cry from identifying a lead bidder and papering a transaction as the Debtor's counsel stated at the second exclusivity hearing. Because of these reasons, Abax opposes the third extension of the exclusivity period. In its request, China Natural Gas asks the Court to extend the exclusivity period by 60 days, through and including June 9, 2014. The exclusive filing period was slated to expire April 7, absent an extension. The Debtor asserts that it has hired various entities to help it reorganize or sell its assets. The Debtor and its advisors (including E&Y China) require additional time and, therefore, an extension of its Exclusive Period to negotiate, document and file any acceptable transaction. The Debtor states that cause exists for the Court to grant the extension. The Debtor asserts that it has made progress in resolving issues facing its estate and creditors. Further, it alleges that cause exists because it is a publicly traded company with a complex business structure. Also, it states that cause exists because an extension of the exclusivity period will not harm the Debtor's creditors as the Debtor has maintained consistent and regular communications with its key constituencies during the case. The Debtor asserts that it continues to address a number of key issues, and continues to engage in discussions with its key constituencies regarding reorganization capital and the composition of a Chapter 11 Plan. The Debtor states that it is also actively seeking to resolve (consensually, and, if necessary, by dispositive motion) the pending securities class action and derivative claims. The Debtor says that only after it addresses these and other issues and has an opportunity to analyze the claims that will be filed in the case will it be in a position to pursue confirmation of a Chapter 11 Plan. Bill Rochelle, the bankruptcy columnist for Bloomberg News, reported that China Natural Gas said in court papers it has identified four potential investors or buyers. All four signed confidentiality agreements, allowing them to receive detailed financial information, the company said. About China Natural Headquartered in Xi'an, Shaanxi Province, P.R.C., China Natural Gas, Inc., was incorporated in the State of Delaware on March 31, 1999. The Company through its wholly owned subsidiaries and variable interest entity, Xi'an Xilan Natural Gas Co., Ltd., and subsidiaries of its VIE, which are located in Hong Kong, Shaanxi Province, Henan Province and Hubei Province in the People's Republic of China ("PRC"), engages in sales and distribution of natural gas and gasoline to commercial, industrial and residential customers through fueling stations and pipelines, construction of pipeline networks, installation of natural gas fittings and parts for end-users, and conversions of gasoline-fueled vehicles to hybrid (natural gas/gasoline) powered vehicles at 0ptmobile conversion sites. On Feb. 8, 2013, an involuntary petition for bankruptcy was filed against the Company by three of the Company's creditors, Abax Lotus Ltd., Abax Nai Xin A Ltd., and Lake Street Fund LP (Bankr. S.D.N.Y. Case No. 13-10419). The Petitioners claimed that they have debts totaling $42,218,956.88 as a result of the Company's failure to make payments on the 5% Guaranteed Senior Notes issued in 2008. Adam P. Strochak, Esq., at Weil, Gotshal & Manges, LLP, in Washington, D.C., represents the Petitioners as counsel. China Natural Gas, Inc., sought dismissal of the involuntary petition but in July 2013, it consented to the entry of an order for relief under Chapter 11 of the U.S. Code. As of Sept. 30, 2013, the Company had consolidated assets of $307,496,948 and liabilities of $87,714,323. CHINA NATURAL: Files Form 15 to Deregister Common Stock ------------------------------------------------------- China Natural Gas, Inc., has filed with the U.S. Securities and Exchange Commission a Form 15 "CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934" with respect to its Common Stock, $0.0001 par value per share. Shuwen Kang, the Company's Chief Executive Officer, said the approximate number of holders of record as of the certification or notice date is 27. About China Natural Headquartered in Xi'an, Shaanxi Province, P.R.C., China Natural Gas, Inc., was incorporated in the State of Delaware on March 31, 1999. The Company through its wholly owned subsidiaries and variable interest entity, Xi'an Xilan Natural Gas Co., Ltd., and subsidiaries of its VIE, which are located in Hong Kong, Shaanxi Province, Henan Province and Hubei Province in the People's Republic of China ("PRC"), engages in sales and distribution of natural gas and gasoline to commercial, industrial and residential customers through fueling stations and pipelines, construction of pipeline networks, installation of natural gas fittings and parts for end-users, and conversions of gasoline-fueled vehicles to hybrid (natural gas/gasoline) powered vehicles at 0ptmobile conversion sites. On Feb. 8, 2013, an involuntary petition for bankruptcy was filed against the Company by three of the Company's creditors, Abax Lotus Ltd., Abax Nai Xin A Ltd., and Lake Street Fund LP (Bankr. S.D.N.Y. Case No. 13-10419). The Petitioners claimed that they have debts totaling $42,218,956.88 as a result of the Company's failure to make payments on the 5% Guaranteed Senior Notes issued in 2008. Adam P. Strochak, Esq., at Weil, Gotshal & Manges, LLP, in Washington, D.C., represents the Petitioners as counsel. China Natural Gas, Inc., sought dismissal of the involuntary petition but in July 2013, it consented to the entry of an order for relief under Chapter 11 of the U.S. Code. As of Sept. 30, 2013, the Company had consolidated assets of $307,496,948 and liabilities of $87,714,323. COLDWATER CREEK: Has Interim Approval of $42-Mil. DIP Loan ---------------------------------------------------------- Judge Brendan Linehan Shannon of U.S. Bankruptcy Court for the District of Delaware gave Coldwater Creek Inc., et al., interim authority to obtain postpetition financing an amount up to $42,000,000, from Wells Fargo Bank, National Association, as lender. The proceeds of the DIP Facility will be used solely to pay costs, expenses and fees in connection with the preparation, negotiation, execution and delivery of the DIP Credit Agreement and the other DIP Financing Agreements; and for general operating and working capital purposes, for the payment of transaction expenses, for the payment of fees, expenses, and costs incurred in connection with the Chapter 11 cases, the Debtors' liquidation, and other proper corporate purposes of the Debtors. The Debtors also obtained interim authority to use cash collateral in which Wells Fargo, the Prepetition Lender, has an interest. All DIP Obligations will be immediately due and payable and all authority to use the proceeds of the DIP Facility and to use Cash Collateral will cease on the earliest to occur of any of the following: (a) Aug. 31, 2014; (b) the date on which the maturity of the DIP Obligations is accelerated and the commitments under the DIP Facility have been irrevocably terminated as a result of the occurrence of an event of default; (c) the failure of the Debtors to obtain entry of the Final Order on or before May 12, 2014; or (d) the closing of a sale following entry of an order by the Bankruptcy Court authorizing the sale of all or substantially all of the assets of the Debtor. A full-text copy of the Interim DIP Order with Budget is available at http://bankrupt.com/misc/COLDWATERdipord0414.pdf The final hearing on the motion will be heard before the Court on May 6, 2014, at 9:30 a.m. (ET). Objections are due April 29. About Coldwater Creek Coldwater Creek is a multi-channel retailer that offers its merchandise through retail stores across the country, its catalog and its e-commerce Web site, http://www.coldwatercreek.com/ Originally founded in Sandpoint, Idaho in 1984 as a direct, catalog-based marketer, Coldwater evolved into a multi-channel specialty retailer operating 334 premium retail stores, 31 factory outlet stores and seven day spa locations throughout the United States. As of the bankruptcy filing, the Debtors domestically employ a total of approximately 5,990 employees throughout their retail locations, corporate headquarters and distribution, design and call centers. Coldwater Creek Inc. and its debtor-affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10867) on April 11, 2014, to liquidate their assets. Coldwater Creek Inc. estimated $10 million to $50 million in assets and $100 million to $500 million in liabilities. Affiliate Coldwater Creek U.S. Inc. estimated $100 million to $500 million in assets and liabilities. The Debtors have drawn $37.5 million and have approximately $10 million in letters of credit outstanding under a senior secured credit facility (ABL facility) provided by lenders led by Wells Fargo Bank, National Association, as agent. The Debtors also owe $96 million, which includes accrued interest and approximately $23 million representing a prepayment premium payable, under a term loan from lenders led by CC Holding Agency Corporation, as agent. Aside from the funded debt, the Debtors have accumulated a significant amount of accrued and unpaid trade and other unsecured debt in the normal course of their business. The Debtors have tapped Young Conaway Stargatt & Taylor, LLP, and Shearman & Sterling LLP as attorneys, Perella Weinberg Partners LP as financial advisor, Alvarez & Marsal as restructuring advisor, and Prime Clerk LLC as claims and noticing agent. COLDWATER CREEK: Taps Shearman & Sterling as Bankruptcy Counsel --------------------------------------------------------------- Coldwater Creek Inc., et al., seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Sherman & Sterling LLP, as lead bankruptcy counsel to, among others, provide legal advice with respect to the Debtors' rights and duties as debtors in possession in the orderly liquidation as contemplated by a Chapter 11 plan. As of the Petition Date, Shearman & Sterling?s rates range from $795 to $1,195 for partners, from $775 to $995 for counsel and specialists, from $435 to $775 for associates, and from $220 to $295 for legal assistants. The firm customarily is reimbursed for all expenses it incurs in connection with its representation of a client in a given matter. Douglas P. Bartner, Esq., a partner at Shearman & Sterling LLP, in New York, 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. Bartner discloses that his firm currently represents, and may in the future represent, in matters wholly unrelated to the Chapter 11 cases National Union Fire Insurance, Perella Weinberg Partners LP, and Wells Fargo Bank, National Association. Mr. Bartner further discloses that in the approximately one year prior to the Petition Date, the Debtors paid $2,144,098, to Shearman & Sterling on account of services performed and expenses incurred. In addition, the firm received an advance retainer of $415,758 for professional services to be performed and expenses to be incurred in connection with the Chapter 11 cases. John E. Hayes, III, senior vice president, general counsel and secretary of Coldwater Creek Inc., tells the Court that the Debtors have approved Shearman & Sterling's prospective budget and staffing plan for the three-month period beginning the Petition Date. A hearing on the employment application is scheduled for May 6, 2014, at 9:30 a.m. (ET). Objections are due April 29. About Coldwater Creek Coldwater Creek is a multi-channel retailer that offers its merchandise through retail stores across the country, its catalog and its e-commerce Web site, http://www.coldwatercreek.com/ Originally founded in Sandpoint, Idaho in 1984 as a direct, catalog-based marketer, Coldwater evolved into a multi-channel specialty retailer operating 334 premium retail stores, 31 factory outlet stores and seven day spa locations throughout the United States. As of the bankruptcy filing, the Debtors domestically employ a total of approximately 5,990 employees throughout their retail locations, corporate headquarters and distribution, design and call centers. Coldwater Creek Inc. and its debtor-affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10867) on April 11, 2014, to liquidate their assets. Coldwater Creek Inc. estimated $10 million to $50 million in assets and $100 million to $500 million in liabilities. Affiliate Coldwater Creek U.S. Inc. estimated $100 million to $500 million in assets and liabilities. The Debtors have drawn $37.5 million and have approximately $10 million in letters of credit outstanding under a senior secured credit facility (ABL facility) provided by lenders led by Wells Fargo Bank, National Association, as agent. The Debtors also owe $96 million, which includes accrued interest and approximately $23 million representing a prepayment premium payable, under a term loan from lenders led by CC Holding Agency Corporation, as agent. Aside from the funded debt, the Debtors have accumulated a significant amount of accrued and unpaid trade and other unsecured debt in the normal course of their business. The Debtors have tapped Young Conaway Stargatt & Taylor, LLP, and Shearman & Sterling LLP as attorneys, Perella Weinberg Partners LP as financial advisor, Alvarez & Marsal as restructuring advisor, and Prime Clerk LLC as claims and noticing agent. COLDWATER CREEK: Employs Young Conaway as Local Delaware Counsel ---------------------------------------------------------------- Coldwater Creek Inc., et al., seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Young Conaway Stargatt & Taylor, LLP, as local Delaware counsel. The principal attorneys and paralegal presently designated to represent the Debtors, and their current standard hourly rates, are: Pauline K. Morgan, Esq. $765 Kenneth J. Enos, Esq. $430 Jaime Luton Chapman, Esq. $395 Elizabeth S. Justison, Esq. $280 Debbie Laskin, paralegal $240 It is the firm's policy to charge its clients in all areas of practice for all other expenses incurred in connection with the client's case. Young Conaway was retained by the Debtors pursuant to an engagement agreement dated Jan. 7, 2014. In accordance with the agreement, Young Conaway received a retainer in the amount of $30,000 on Feb. 26, 2014, in connection with the planning and preparation of initial documents and its proposed postpetition representation of the Debtors. On April 4, 2014, Young Conaway also received $9,704 as advanced payment for Chapter 11 filing fees and additional $30,000 to supplement the retainer. The retainer was further supplemented with an additional $50,000 on April 8, 2014, and an additional $50,000 on April 10, 2014. In addition, the firm received certain payments from the Debtors for services performed prior to the Petition Date. Ms. Morgan, a partner at Young Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware, assures the Court that her 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. Ms. Morgan discloses that her firm previously represented Wells Fargo Bank, N.A., The Hartford- Hartford Fire Insurance Co., among others, in matters wholly unrelated to the Debtors and their Chapter 11 cases. John E. Hayes, III, the senior vice president, general counsel, and secretary of Coldwater Creek Inc., tells the Court that the Debtors have approved Young Conaway's prospective budget and staffing plan for the three-month period beginning on the Petition Date. A hearing on the employment application is scheduled for May 6, 2014, at 9:30 a.m. (ET). Objections are due April 29. About Coldwater Creek Coldwater Creek is a multi-channel retailer that offers its merchandise through retail stores across the country, its catalog and its e-commerce Web site, http://www.coldwatercreek.com/ Originally founded in Sandpoint, Idaho in 1984 as a direct, catalog-based marketer, Coldwater evolved into a multi-channel specialty retailer operating 334 premium retail stores, 31 factory outlet stores and seven day spa locations throughout the United States. As of the bankruptcy filing, the Debtors domestically employ a total of approximately 5,990 employees throughout their retail locations, corporate headquarters and distribution, design and call centers. Coldwater Creek Inc. and its debtor-affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10867) on April 11, 2014, to liquidate their assets. Coldwater Creek Inc. estimated $10 million to $50 million in assets and $100 million to $500 million in liabilities. Affiliate Coldwater Creek U.S. Inc. estimated $100 million to $500 million in assets and liabilities. The Debtors have drawn $37.5 million and have approximately $10 million in letters of credit outstanding under a senior secured credit facility (ABL facility) provided by lenders led by Wells Fargo Bank, National Association, as agent. The Debtors also owe $96 million, which includes accrued interest and approximately $23 million representing a prepayment premium payable, under a term loan from lenders led by CC Holding Agency Corporation, as agent. Aside from the funded debt, the Debtors have accumulated a significant amount of accrued and unpaid trade and other unsecured debt in the normal course of their business. The Debtors have tapped Young Conaway Stargatt & Taylor, LLP, and Shearman & Sterling LLP as attorneys, Perella Weinberg Partners LP as financial advisor, Alvarez & Marsal as restructuring advisor, and Prime Clerk LLC as claims and noticing agent. COLDWATER CREEK: Can Employ Prime Clerk as Claims & Noticing Agent ------------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Delaware authorized Coldwater Creek, Inc., et al., to appoint Prime Clerk LLC as claims and noticing agent. For its claims and noticing services, Prime Clerk will charge the Debtors at these hourly rates: Hourly Rate ----------- Senior Case Manager $210 Case Manager $180 Analyst $150 Technology Consultant $135 Clerk $45 For the firm's solicitation, balloting and tabulation services, the rates are: Hourly Rate ----------- Director of Solicitation $235 Solicitation Analyst $210 The firm will charge $0.10 per page for printing, $0.10 per page for fax noticing and no charge for e-mail noticing. Hosting of the case Web site is free of charge and on-line claim filing services are free of charge. For data administration and management, the firm will charge $0.10 per record per month for data storage, maintenance and security. Prior to the Petition Date, the Debtors provided Prime Clerk a retainer in the amount of $5,000. About Coldwater Creek Coldwater Creek is a multi-channel retailer that offers its merchandise through retail stores across the country, its catalog and its e-commerce Web site, http://www.coldwatercreek.com/ Originally founded in Sandpoint, Idaho in 1984 as a direct, catalog-based marketer, Coldwater evolved into a multi-channel specialty retailer operating 334 premium retail stores, 31 factory outlet stores and seven day spa locations throughout the United States. As of the bankruptcy filing, the Debtors domestically employ a total of approximately 5,990 employees throughout their retail locations, corporate headquarters and distribution, design and call centers. Coldwater Creek Inc. and its debtor-affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10867) on April 11, 2014, to liquidate their assets. Coldwater Creek Inc. estimated $10 million to $50 million in assets and $100 million to $500 million in liabilities. Affiliate Coldwater Creek U.S. Inc. estimated $100 million to $500 million in assets and liabilities. The Debtors have drawn $37.5 million and have approximately $10 million in letters of credit outstanding under a senior secured credit facility (ABL facility) provided by lenders led by Wells Fargo Bank, National Association, as agent. The Debtors also owe $96 million, which includes accrued interest and approximately $23 million representing a prepayment premium payable, under a term loan from lenders led by CC Holding Agency Corporation, as agent. Aside from the funded debt, the Debtors have accumulated a significant amount of accrued and unpaid trade and other unsecured debt in the normal course of their business. The Debtors have tapped Young Conaway Stargatt & Taylor, LLP, and Shearman & Sterling LLP as attorneys, Perella Weinberg Partners LP as financial advisor, Alvarez & Marsal as restructuring advisor, and Prime Clerk LLC as claims and noticing agent. COLERIDGE CORP: Amends Schedules of Assets and Liabilities ---------------------------------------------------------- Coleridge Corporation filed with the U.S. Bankruptcy Court for the Middle District of Florida amended schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $52 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $4,772,486 E. Creditors Holding Unsecured Priority Claims $285,107 F. Creditors Holding Unsecured Non-Priority Claims $10,130,613 ----------- ----------- Total $52 $15,188,206 A copy of the schedules is available for free at http://bankrupt.com/misc/COLERIDGECORP_amendedsal.pdf About Coleridge Corp Coleridge Corporation filed a bare-bones Chapter 11 petition (Bankr. M.D. Fla. Case No. 14-00318) in Tampa, Florida on Jan. 13. Weston, Florida-based Coleridge estimated $10 million to $50 million in assets and liabilities. The Debtor is represented by Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA, in Tampa, Florida. According to the docket, the Debtor's Chapter 11 plan and disclosure statement are due May 13, 2014. The Debtor disclosed that two related entities have pending bankruptcy cases in Tampa -- Boardwalk and Baseball, Inc., and Boardwalk Land Development Inc. The Honorable Michael G. Williamson oversees the Chapter 11 case. COPYTELE INC: Amends $30 Million Prospectus ------------------------------------------- CopyTele, Inc., filed with the U.S. Securities and Exchange Commission an amended Form S-3 registration statement relating to sale of any one of these securities for total gross proceeds of up to $30,000,000: * common stock; * preferred stock; * purchase contracts; * warrants to purchase our securities; * subscription rights to purchase any of the foregoing securities; * depositary shares; * debt securities (which may be senior or subordinated, convertible or non-convertible, secured or unsecured); and * units comprised of the foregoing securities. The Company amended the Registration Statement to delay its effective date. The Company's common stock is quoted on the OTCQB under the symbol "COPY." If the Company decides to seek a listing of any preferred stock, purchase contracts, warrants, subscriptions rights, depositary shares, debt securities or units offered by this prospectus, the related prospectus supplement will disclose the exchange or market on which the securities will be listed, if any, or where the Company has made an application for listing, if any. Concurrently with the securities being offered by the Company in a primary offering pursuant to this prospectus, an additional 28,748,415 shares of the Company's common stock are being registered in a secondary offering in a separate prospectus included in our Registration Statement on Form S-3 (File No.333- 193826). Additionally, on Feb. 3, 2014, the Company filed its Post-Effective Amendment No. 1 to Form S-1 on Form S-3 (File No. 333-188096), to continue the registration of up to 57,400,130 shares of the Company's common stock, originally registered in a secondary offering and declared effective on June 14, 2013. A copy of the Form S-1/A is available for free at: http://is.gd/eajFe1 About CopyTele Melville, N.Y.-based CopyTele, Inc.'s principal operations include the development, production and marketing of thin flat display technologies, including low-voltage phosphor color displays and low-power passive E-Paper(R) displays, and the development, production and marketing of multi-functional encryption products that provide information security for domestic and international users over several communications media. CopyTele incurred a net loss of $10.08 million for the year ended Oct. 31, 2013, as compared with a net loss of $4.25 million during the prior year. As of Jan. 31, 2014, the Company had $10.32 million in total assets, $11.54 million in total liabilities, all current, $4.44 million in contingencies and a $5.66 million total shareholders' deficiency. DAUGHTERS OF CHARITY: S&P Lowers Bonds Rating to B-; Outlook Neg ---------------------------------------------------------------- Standard & Poor's Ratings Services lowered its rating to 'B-' from 'BBB-' on the California Statewide Communities Development Authority's series 2005A, 2005F, 2005G, and 2005H fixed-rate bonds, issued for the Daughters of Charity Health System (DCHS), and removed the ratings from CreditWatch with negative implications where they had been placed on March 19, 2014. The rating outlook is negative. "The rating action reflects our view of DCHS' escalating operating losses during the past several years and a substantial loss from operations, according to our calculations, through the first half of fiscal 2014," said Standard & Poor's credit analyst Kenneth Gacka. "In addition, we understand that DCHS has begun to solicit proposals from buyers for the acquisition of its individual hospitals or the system as a whole, which creates additional uncertainty as to the future of DCHS," continued Mr. Gacka. More specifically, the rating action and negative outlook reflect S&P's assessment of DCHS': -- Growing operating losses, -- Extremely weak maximum annual debt service coverage despite a reduction in debt service following the refunding of the series 2008A bonds, -- Revenue and volume declines since 2009, -- Eroding unrestricted reserves, -- Heavy reliance on provider fee benefits and disproportionate share receipts to help offset operating losses, and -- Substantially underfunded pension plan. At Dec. 31, 2013, DCHS had $294.2 million of long-term debt outstanding. DENBURY RESOURCES: S&P Affirms 'BB' Corp. Credit Rating ------------------------------------------------------- Standard & Poor's Ratings Services said it affirmed its ratings on Plano, Texas-based Denbury Resources Inc., including its 'BB' corporate credit rating on the company and its existing 'BB' issue ratings on the company's debt. The outlook is stable. S&P has revised its recovery rating on Denbury's senior subordinated debt to '4' from '3', indicating its expectation of average (30% to 50%) recovery in the event of a payment default. The revision to the recovery rating reflects S&P's view that recovery prospects would be less favorable for noteholders as a result of a lower PV- 10 valuation of the company's 2013 year-end reserves under S&P's recovery price deck assumptions. In addition, unsecured claims are higher, attributable to an increase in total subordinated debt levels following the refinancing. "We also assigned a 'BB' issue rating (the same as the corporate credit rating) to Denbury's $1.25 billion senior subordinated notes issue due 2022. Our recovery rating on Denbury's senior subordinated notes is '4', indicating our expectation of average recovery (30% to 50%) in the event of a payment default. Denbury intends to use net proceeds from this offering to refinance existing debt. The company announced it is conducting a cash tender offer for all of the $996.3 million of outstanding 8.25% senior unsecured notes due 2020. We also expect the company will use remaining proceeds for general corporate purposes, which includes partial repayment of its revolving credit facility borrowings," S&P noted. "The outlook is stable, reflecting our expectation that Denbury's enhanced oil recovery operations and its favorable oil-weighted production profile will continue to support steady profitability and cash flow generation over the next year, enabling the company to maintain credit measures consistent with our expectations for the current rating level; this includes FFO to total debt of about 30% or more," said Standard & Poor's credit analyst. S&P could consider a lower rating if Denbury posts weaker production or profitability than its current expectations, or if it expects the company were to pursue a more aggressive financial policy such that FFO to total debt were to remain below 30% on a sustained basis. An upgrade is unlikely over the next year, but would be considered if the company were to meet or exceed S&P's production forecast and strengthen credit measures from current levels, including FFO to total debt above 45%. DUNE ENERGY: Zell Credit Stake at 6.4% as of April 15 ----------------------------------------------------- In an amended Schedule 13D filed with the U.S. Securities and Exchange Commission, Zell Credit Opportunities Side Fund, L.P., and Chai Trust Company, LLC, disclosed that as of April 15, 2014, they beneficially owned 4,637,762 shares of common stock of Dune Energy, Inc., representing 6.4 percent based on 72,152,555 shares of Common Stock outstanding as of March 7, 2014, as reported by the Company in its Form 10-K filed on March 7, 2014. A copy of the regulatory fiilng is available at http://is.gd/jSnUpU 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. Dune Energy reported a net loss of $46.98 million in 2013, a net loss of $7.85 million in 2012 and a net loss of $60.41 million in 2011. As of Dec. 31, 2013, the Company had $249.50 million in total assets, $126.65 million in total liabilities and $122.84 million in total stockholders' equity. DUTCH MINING: Placed Into Chapter 7 Bankruptcy ---------------------------------------------- The Board of Directors of Dutch Gold Resources, Inc., took action to effectuate the liquidation of its wholly owned subsidiary, Dutch Mining, LLC. "[I]t would be in the best interests of creditors for the Limited Liability Company to file a voluntary petition under Chapter 7 of the Bankruptcy Code," the resolution stated. This action does not affect the Dutch Gold, only its wholly owned subsidiary. A copy of the Corporate Resolution is available for free at: http://is.gd/OIi1eQ The Chapter 7 filing does not impact on the operations of the parent, DGRI. There has been no business activity in Dutch Mining, LLC since 2008. There are no material assets in the subsidiary, as some of the assets were sold off for the benefit of taxing authorities. The prior landlord, Rendata Industrial Park, LLC, took the bulk of the assets of Dutch Mining LLC under the terms of its lease agreement. The Company expects to place Dutch Mining LLC into a Chapter 7 bankruptcy proceeding later this month. DGRI was set to file an 8K with the Securities and Exchange Commission on April 17, with the applicable resolutions of the Board of Directors. The Company believes that the bankruptcy process will take ninety to one hundred twenty days. The likely outcome will be that the Company will reduce its indebtedness by approximately $3,500,000, positively impacting both the balance sheet and profit & loss statement by Q3 2014. Said Daniel Hollis, CEO, "While we remain disappointed by the dismal results of our acquisition of Dutch Mining, LLC, we are pleased to close this chapter of the Company's history. This action will free us up to focus on the remaining indebtedness in DGRI, the parent company, where we will work vigorously to further purge the balance sheet. We believe that our new business model should be allowed to grow unencumbered and we will work diligently to mitigate our remaining debt through alternative debt resolution." At the end of this process, the Company expects to have a $24,000,000 tax loss carry-forward, which will be used to shelter earnings from taxation over the next one to two years. The combination of debt elimination and the NOL improves the Company's likelihood of becoming a successful acquirer as it seeks to grow by rolling other companies into its portfolio of offerings. This action may also positively impact the Company's ability to finance acquisitions as well. About Dutch Gold Based in Atlanta, Ga., Dutch Gold Resources, Inc. (OTC: DGRI) -- http://www.dutchgoldresources.com/-- is a junior gold miner focused on developing its existing mining properties in North America and acquiring and developing new mines that can enter into production in 12 to 24 months. After auditing the 2011 results, Hancock Askew & Co., LLP, in Norcross, Georgia, noted that the Company has limited liquidity and has incurred recurring losses from operations and other conditions exist which raise substantial doubt about the Company's ability to continue as a going concern. The Company reported a net loss of $4.58 million on $0 of sales in 2011, compared with a net loss of $3.69 million on $0 of revenue in 2010. The Company's balance sheet at Sept. 30, 2012, showed $2.65 million in total assets, $7.17 million in total liabilities and a $2.23 million total stockholders' deficit. EMMIS COMMUNICATIONS: S&P Assigns 'B' CCR; Outlook Stable --------------------------------------------------------- Standard & Poor's Ratings Services assigned Indianapolis radio broadcasting company Emmis Communications Corp. its 'B' corporate credit rating. The outlook is stable. At the same time, S&P assigned the company's proposed $185 million senior secured term loan due 2021 and $20 million senior secured revolving credit facility due 2019 its 'B+' issue-level rating (one notch above the corporate credit rating), with a recovery rating of '2', indicating S&P's expectation for satisfactory (70% to 90%) recovery for secured lenders in the event of a payment default. The company will use the proceeds to acquire radio stations WBLS- FM and WLIB-AM in New York, N.Y. from YMF Media LLC for about $131 million and refinance the existing credit facility. "The 'B' corporate credit rating reflects the company's revenue concentration in a few markets, limited scale, and the financial risk inherent in the increase in leverage," said Standard & Poor's credit analyst Elton Cerda. S&P views Emmis' business risk profile as "weak," based on the company's small scale, average EBITDA margin, and exposure to longer-term structural declines in radio. S&P views the company's financial risk profile as "aggressive," based on its pro forma lease-adjusted leverage of 4.6x as of Feb. 28, 2014. Pro forma lease-adjusted interest coverage above 4x. S&P views Emmis' management and governance as "fair." Emmis targets the African-American radio audience. The company operates 21 stations across six different markets. YMF Media LLC owns two stations, located in New York. Pro forma for the YMF Media acquisition, Emmis will operate 23 stations, with a significant concentration in New York and Los Angeles. Over 40% of the pro forma broadcast cash flow comes from New York alone. Despite the benefit of the acquisition to the company's competitive position, the acquisition increases the company's exposure to a single market. S&P's business risk assessment also captures the company's relatively low EBITDA margin when compared with similar peers. S&P views radio as subject to long-term decline because of advertising migration online and audience migration to alternative audio entertainment. Pro forma for the acquisition, Emmis' credit metrics increase to levels consistent with an "aggressive" financial risk profile (debt to EBITDA between 4x and 5x). S&P's base-case scenario assumes leverage remains in the mid-4x area in 2014 and 2015. In 2014, S&P expects interest coverage will remain in the mid-4x area. Although S&P expects the company to increase profitability in 2014, it is not anticipating a significant increase as the publishing segment has substantially lower margins than radio. S&P applies a downward adjustment of one notch to its anchor score for comparable rating analysis, based on its view that Emmis' profitability and scale is somewhat less favorable than others S&P regards as having a "weak" business assessment, such as Hubbard Radio LLC and Radio One Inc. Both peers have greater scale and stronger EBITDA margin. ENDEAVOR ENERGY: S&P Lowers Sr. Unsecured Rating to 'B' ------------------------------------------------------- Standard & Poor's Ratings Services said that it lowered its senior unsecured debt rating on Endeavor Energy Resources L.P. to 'B' (one notch below the corporate credit rating) from 'B+'. S&P revised its recovery rating on this debt to '5', indicating its expectation for modest (10% to 30%) recovery in the event of a payment default, from '4'. "The revised recovery rating reflects our assessment that Endeavor's $250 million add-on issuance to its senior unsecured notes results in lower recovery expectations for its unsecured debt in a default scenario," said Standard & Poor's credit analyst Ben Tsocanos. The ratings on Endeavor Energy Resources reflect a modest, primarily oil, proven reserve base and substantial acreage position concentrated in the Permian Basin of West Texas and a relatively high cost structure. Ratings also incorporate capital spending that S&P expects to exceed cash flow by a modest amount and moderate leverage. Standard & Poor's characterizes the company's business risk profile as "weak," its financial risk profile as "aggressive," and its liquidity as "adequate," pro forma for the notes issuance. Endeavor is a privately-held oil and gas exploration and production company founded and controlled by Autry Stephens, a petroleum engineer with significant operating experience in West Texas. Ratings List Endeavor Energy Resources L.P. Corporate Credit Rating B+/Stable/-- Rating Lowered TO FROM Endeavor Energy Resources L.P. Endeavor Finance Inc. Senior Unsecured B B+ Recovery Rating 5 4 ENERGY FUTURE: Failure to File Form 10-K Triggers Default --------------------------------------------------------- The administrative agent under the TCEH Credit Agreement notified Texas Competitive Electric Holdings Company LLC that TCEH is in default of a covenant under the Credit Agreement, dated Oct. 10, 2007, by and among TCEH, as borrower, Energy Future Competitive Holdings Company LLC and certain of Texas Competitive Electric Holdings Company LLC's subsidiaries, as guarantors, and the members of the lending syndicate and certain other agents, requiring TCEH to furnish its annual financial statements and related information to the administrative agent thereunder. After expiration of a 30-day grace period that commenced upon receipt of this notice, if TCEH has not furnished its annual financial statements and related information to the administrative agent or EFCH has not filed its Annual Report on Form 10-K, the administrative agent or lenders holding not less than a majority of the aggregate principal amount of loans under the TCEH Credit Agreement may declare the entire principal amount of the TCEH Credit Agreement and the interest accrued thereon to be due and payable immediately. The current principal amount outstanding under the TCEH Credit Agreement is approximately $22.635 billion. On March 31, 2014, each of EFH Corp., EFCH and EFIH disclosed in a Current Report on Form 8-K that, among other things, TCEH intended not to pay certain interest payments due on its funded debt on April 1, 2014. TCEH did not make, and has not made, these interest payments. The Indentures that govern the terms of the funded debt provide for a 30-day grace period for failure to make interest payments before an event of default may be deemed to have occurred. This grace period will expire on May 1, 2014. About Energy Future Holdings, fka TXU Corp. Energy Future Holdings Corp., formerly known as TXU Corp., is a privately held diversified energy holding company with a portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80 percent-owned entity within the EFH group, is the largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leverage buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. Restructuring Talks With Creditors In April 2013, Energy Future and its affiliates confirmed in a regulatory filing that they are in restructuring talks with certain unaffiliated holders of first lien senior secured claims concerning the Companies' capital structure. Energy Future has retained Kirkland & Ellis LLP and Evercore Partners to advise the Companies with respect to the potential changes to the Companies' capital structure and to assist in the evaluation and implementation of other potential restructuring options. The Creditors have retained Paul, Weiss, Rifkind, Wharton & Garrison LLP and Millstein & Co., L.P. to advise the Creditors and to assist in the Creditors' evaluation of potential restructuring options involving the Companies. According to a Wall Street Journal report, people familiar with the matter said Apollo Global Management LLC, Oaktree Capital Management, Centerbridge Partners and GSO Capital Partners, the credit arm of buyout firm Blackstone Group LP, all hold large chunks of Energy Future's senior debt. Many of these firms belong to a group being advised by Jim Millstein, a restructuring expert who helped the U.S. government revamp American International Group Inc. The Journal said Apollo enlisted investment bank Moelis & Co. for additional advice to ensure it gets as much attention as possible on the case given its large debt holdings. F&H ACQUISITION: Has Until July 14 to Remove Civil Actions ---------------------------------------------------------- U.S. Bankruptcy Judge Kevin Gross has given F & H Acquisition Corp. until July 14 to file notices of removal of pending civil actions involving the company and its affiliated debtors. F & H Acquisition had said the extension will give the company sufficient time to review the actions and determine if they should be removed pursuant to Bankruptcy Rule 9027(a). About F & H Acquisition Corp. Wichita, Kansas-based F & H Acquisition Corp., et al., owners of the Fox & Hound, Champps, and Bailey's Sports Grille casual dining restaurants, filed a Chapter 11 petition (Bankr. D. Del. Lead Case No. 13-13220) on Dec. 16, 2013, to quickly sell their assets. As of the bankruptcy filing, the Debtors have 101 restaurants located in 27 states and 6,000 employees. Sales decreased by approximately 9 percent over the past two years. The Debtors also experienced significant inflation in commodity prices, energy prices and labor costs. F&H estimated assets in excess of $100 million. According to a court filing, outstanding debt obligations total $119 million, including $68.4 million owing on a first-lien loan with General Electric Capital Corp. as agent. The $11.2 million second-lien obligation has Cerberus Business Finance LLC as agent. Unsecured trade suppliers and landlords are owed $11.2 million. F & H Acquisition Corp., disclosed $122,115,200 in assets and $122,579,631 in liabilities as of the Chapter 11 filing. The senior lenders are to provide $9.6 million in financing for the bankruptcy, with $3.5 million on an interim basis. The parent holding company, F&H Acquisition Corp., is based in Wichita, Kansas. The Debtors have tapped Adam Friedman, Esq., at Olshan Frome Wolosky LLP, in New York; and Robert S. Brady, Esq., Young Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware, as counsel; Imperial Capital LLC as financial advisor; and Epiq Bankruptcy Solutions as claims and noticing agent. The U.S. Trustee has appointed seven members to an official committee of unsecured creditors. The Official Committee of Unsecured Creditors is represented by Bradford J. Sandler, Esq., at Pachulski Stang Ziehl & Jones, LLP, in Wilmington, Delaware; and Jeffrey N. Pomerantz, Esq., at Pachulski Stang Ziehl & Jones, LLP, in Los Angeles, California. F&H ACQUISITION: Has Until July 14 to Decide on Leases ------------------------------------------------------ U.S. Bankruptcy Judge Kevin Gross has given F & H Acquisition Corp. and its affiliated debtors until July 14 to either assume or reject their leases of nonresidential real property. The companies are party to approximately 80 retail leases and other nonresidential real property leases that have not yet been assumed or rejected. Judge Gross in February approved the sale of substantially all of F & H assets to Cerberus Business Finance, LLC. As part of the sale, some of the leases will be assigned to Cerberus. About F & H Acquisition Corp. Wichita, Kansas-based F & H Acquisition Corp., et al., owners of the Fox & Hound, Champps, and Bailey's Sports Grille casual dining restaurants, filed a Chapter 11 petition (Bankr. D. Del. Lead Case No. 13-13220) on Dec. 16, 2013, to quickly sell their assets. As of the bankruptcy filing, the Debtors have 101 restaurants located in 27 states and 6,000 employees. Sales decreased by approximately 9 percent over the past two years. The Debtors also experienced significant inflation in commodity prices, energy prices and labor costs. F&H estimated assets in excess of $100 million. According to a court filing, outstanding debt obligations total $119 million, including $68.4 million owing on a first-lien loan with General Electric Capital Corp. as agent. The $11.2 million second-lien obligation has Cerberus Business Finance LLC as agent. Unsecured trade suppliers and landlords are owed $11.2 million. F & H Acquisition Corp., disclosed $122,115,200 in assets and $122,579,631 in liabilities as of the Chapter 11 filing. The senior lenders are to provide $9.6 million in financing for the bankruptcy, with $3.5 million on an interim basis. The parent holding company, F&H Acquisition Corp., is based in Wichita, Kansas. The Debtors have tapped Adam Friedman, Esq., at Olshan Frome Wolosky LLP, in New York; and Robert S. Brady, Esq., Young Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware, as counsel; Imperial Capital LLC as financial advisor; and Epiq Bankruptcy Solutions as claims and noticing agent. The U.S. Trustee has appointed seven members to an official committee of unsecured creditors. The Official Committee of Unsecured Creditors is represented by Bradford J. Sandler, Esq., at Pachulski Stang Ziehl & Jones, LLP, in Wilmington, Delaware; and Jeffrey N. Pomerantz, Esq., at Pachulski Stang Ziehl & Jones, LLP, in Los Angeles, California. F&H ACQUISITION: Court Okays Conditions to Continue Surety Bonds ---------------------------------------------------------------- F & H Acquisition Corp. received court approval for certain conditions set by Liberty Mutual Insurance Co. to continue the company's surety bond program. F & H is required to post bonds under a management agreement it recently made with Cerberus Business Finance LLC, the buyer of the company's major assets. The sale of F & H's assets was approved by U.S. Bankruptcy Judge Kevin Gross in February. Liberty, the long-time underwriter of the surety bond program, agrees to continue the program on condition that all collateral it held secures the obligations of F & H or Cerberus to the insurance company, and that F & H's rights against the collateral will be governed by the terms of their agreements. Liberty also agrees to continue the surety bond program on condition that the reimbursement obligations arising under the program "shall be administrative obligations entitled to priority pursuant to section 503(c) of the Bankruptcy Code," according to court filings. About F & H Acquisition Corp. Wichita, Kansas-based F & H Acquisition Corp., et al., owners of the Fox & Hound, Champps, and Bailey's Sports Grille casual dining restaurants, filed a Chapter 11 petition (Bankr. D. Del. Lead Case No. 13-13220) on Dec. 16, 2013, to quickly sell their assets. As of the bankruptcy filing, the Debtors have 101 restaurants located in 27 states and 6,000 employees. Sales decreased by approximately 9 percent over the past two years. The Debtors also experienced significant inflation in commodity prices, energy prices and labor costs. F&H estimated assets in excess of $100 million. According to a court filing, outstanding debt obligations total $119 million, including $68.4 million owing on a first-lien loan with General Electric Capital Corp. as agent. The $11.2 million second-lien obligation has Cerberus Business Finance LLC as agent. Unsecured trade suppliers and landlords are owed $11.2 million. F & H Acquisition Corp., disclosed $122,115,200 in assets and $122,579,631 in liabilities as of the Chapter 11 filing. The senior lenders are to provide $9.6 million in financing for the bankruptcy, with $3.5 million on an interim basis. The parent holding company, F&H Acquisition Corp., is based in Wichita, Kansas. The Debtors have tapped Adam Friedman, Esq., at Olshan Frome Wolosky LLP, in New York; and Robert S. Brady, Esq., Young Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware, as counsel; Imperial Capital LLC as financial advisor; and Epiq Bankruptcy Solutions as claims and noticing agent. The U.S. Trustee has appointed seven members to an official committee of unsecured creditors. The Official Committee of Unsecured Creditors is represented by Bradford J. Sandler, Esq., at Pachulski Stang Ziehl & Jones, LLP, in Wilmington, Delaware; and Jeffrey N. Pomerantz, Esq., at Pachulski Stang Ziehl & Jones, LLP, in Los Angeles, California. FIRST DATA: Appoints H. Miller as Director; CFO to Quit ------------------------------------------------------- The Board of Directors of First Data Corporation voted to expand the number of directors that constitute the Board from six to seven and elected Heidi G. Miller as a director of the Company. Prior to retiring in 2012, Ms. Miller was president of JPMorgan International, a division of JPMorgan Chase & Co. Before that she served as CEO of JPMorgan Chase's Treasury and Security Services, leading 35,000 people in 50 countries. Ms. Miller also served as executive vice president and chief financial officer for Bank One Corporation and has held other CFO positions including at the Travelers Group and later at Citigroup. The Board may appoint Ms. Miller to one or more committees of the Board but any appointment will be determined at a future date. There are no arrangements or understandings between Ms. Miller and any other person pursuant to which she was selected to become a member of the Board. First Data Holdings Inc., the parent company of the Company, also elected Ms. Miller to its board of directors and she will receive the compensation for nonemployee directors not associated with Kohlberg Kravis Roberts & Co. that has been set by the Holdings Board of Directors. That compensation consists of an annual cash retainer of $75,000 paid in quarterly installments. Those directors also receive a restricted stock award of shares of common stock of Holdings with a value of $125,000 on the date of election. For Ms. Miller, the number of shares will be 31,250 shares. The awards will vest upon the later of three years from the date of grant or the expiration of the lockup period following an initial public offering of shares of Holdings. Those directors also receive a grant of options to acquire 500,000 shares of common stock of Holdings with a strike price equal to the fair market value at the date of grant as determined by the Holdings Board of Directors. For Ms. Miller, the strike price will be $4 per share. The grant date is the date of election to the Board and the options will vest equally over three years on the anniversary of the grant and have a ten-year term. Ms. Miller also will be eligible to defer the cash retainer under the Director Deferred Compensation Plan. On April 17, 2014, the Company announced that over the next several months Ray Winborne will be transitioning from his role as the chief financial officer. About First Data Based in Atlanta, Georgia, First Data Corporation provides commerce and payment solutions for financial institutions, merchants, and other organizations worldwide. First Data reported a net loss attributable to the Company of $869.1 million in 2013, a net loss attributable to the Company of $700.9 million in 2012 and a net loss attributable to the Company of $516.1 million in 2011. The Company's balance sheet at Dec. 31, 2013, showed $35.23 billion in total assets, $33.47 billion in total liabilities, $69.1 million in redeemable noncontrolling interest and $1.69 billion in total equity. * * * The Company carries a 'B3' corporate family rating, with a stable outlook, from Moody's Investors Service, a 'B' corporate credit rating, with stable outlook, from Standard & Poor's, and a 'B' long-term issuer default rating from Fitch Ratings. FIRST SECURITY: Signs Employment Agreements with Executives ----------------------------------------------------------- First Security Group, Inc., and FSGBank, N.A., the Company's wholly-owned subsidiary, entered into an employment agreement with each of Michael Kramer, John R. Haddock, and Denise M. Cobb. In addition, the Bank entered into an employment agreement with Christopher G. Tietz. David Michael Kramer will serve as president and chief executive officer of the Company and the president and chief executive officer of the Bank. Denise M. Cobb will act as executive vice president and chief operations and technology officer of the Company and the executive vice president and chief operations and technology officer of the Bank. John R. Haddock will be the executive vice president, chief financial officer and secretary of the Company and the executive vice president, chief financial officer and secretary of the Bank. Christopher Tietz will serve as the executive vice president and chief credit officer of the Bank. Each Employment Agreement provides for an initial term, to be renewed automatically for a 12 month term if neither party has given notice of intent not to renew. The initial term of Mr. Kramer's Employment Agreement is 36 months; the Employment Agreements for Ms. Cobb, Mr. Haddock and Mr. Tietz each provide for an initial term of 24 months. Mr. Kramer's Employment Agreement serves to terminate his previous Employment Agreement, dated Dec. 28, 2011, as previously included in a Current Report on Form 8-K dated Dec. 29, 2011. Each Employment Agreement sets forth the executive's base salary, which will be reviewed for adjustment at least annually. The base salaries in the Employment Agreements are $325,000 for Mr. Kramer, $199,620 for Mr. Haddock, $239,700 for Mr. Tietz, and $180,245 for Ms. Cobb. Each executive is also eligible to receive annual incentive compensation pursuant to the Company's and the Bank's incentive compensation plans. In addition, the executives will receive an automobile allowance, business and professional education expenses, and certain other benefit programs open to other similarly situated employees of the Company and the Bank. The Employment Agreements provide for clawback of that compensation under certain circumstances. The Employment Agreements provide for severance in the event of certain terminations, including the executive's termination without cause or the executive's resignation for good reason. If an executive is terminated without cause or resigns for good reason during the term of the Employment Agreement and either (a) prior to a change of control, or (b) more than 24 months following a change in control, then that executive will be entitled to severance equal to 12 months of the executive's base salary at the time of termination. If the executive is terminated without cause or resigns for good reason during the 24 months following a change in control, the executive is entitled to liquidated damages equal to 2.25 times that executive's base salary at the time of termination (except for Ms. Cobb, who is entitled to two times base salary), plus the lesser of (a) 30 percent of the base salary then in place, or (b) the average annual bonus received by the executive in the three years immediately preceding the termination. For the purposes of determining the average bonus, if a change in control occurs prior to Jan. 1, 2017, only full calendar years commencing with the 2013 calendar year will be used in the calculation. Each executive has also agreed not to compete and not to solicit employees or customers of the Company or Bank for 12 months following termination, regardless of cause, as well as standard non-disclosure of confidential information and non-disparagement provisions. Each Employment Agreement is also subject to certain regulatory limitations. About First Security Group First Security Group, Inc., is a bank holding company headquartered in Chattanooga, Tennessee. Founded in 1999, First Security's community bank subsidiary, FSGBank, N.A. has 28 full- service banking offices along the interstate corridors of eastern and middle Tennessee and northern Georgia. 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. FSGBank provides retail and commercial banking services, trust and investment management, mortgage banking, financial planning, internet banking (www.FSGBank.com). First Security incurred a net loss of $13.44 million in 2013, a net loss of $37.57 million in 2012 and a net loss of $23.06 million in 2011. As of Dec. 31, 2013, the Company had $977.57 million in total assets, $893.92 million in total liabilities and $83.64 million in total shareholders' equity. FREDERICK'S OF HOLLYWOOD: TTG Apparel Holds 86.1% Equity Stake -------------------------------------------------------------- In an amended Schedule 13D filed with the U.S. Securities and Exchange Commission, TTG Apparel, LLC, Tokarz Investments, LLC, and Michael T. Tokarz disclosed that as of April 14, 2014, they beneficially owned 91,257,883 shares of common stock of Frederick's of Hollywood Group Inc. representing 86.1 percent of the shares outstanding. The reporting persons previously owned 89,682,683 common shares at Dec. 18, 2013. A copy of the regulatory filing is available at http://is.gd/4wzXsm Frederick's of Hollywood Frederick's of Hollywood Group Inc. (NYSE Amex: FOH) -- http://www.fredericks.com/-- through its subsidiaries, sells women's intimate apparel, swimwear and related products under its proprietary Frederick's of Hollywood brand through 122 specialty retail stores, a world-famous catalog and an online shop. Frederick's of Hollywood sought bankruptcy in July 10, 2000. On Dec. 18, 2002, the court approved the company's plan of reorganization, which became effective on Jan. 7, 2003, with the closing of the Wells Fargo Retail Finance exit financing facility. Mayer Hoffman McCann expressed substantial doubt about the Company's ability to continue as a going concern, citing the company has suffered recurring losses from continuing operations, has negative cash flows from operations, has a working capital and a shareholders' deficiency at July 27, 2013. The Company reported a net loss of $22,522,000 on $86,507,000 of net sales in 2013, compared with a net loss of $6,432,000 in 2012. As of Jan. 25, 2014, the Company had $39.79 million in total assets, $69.01 million in total liabilities and a $29.22 million total shareholders' deficiency. FUSION TELECOMMUNICATIONS: Amends 2013 Annual Report ---------------------------------------------------- Fusion Telecommunications International Inc. filed an amendment to its annual report on Form 10-K for the fiscal year ended Dec. 31, 2013, originally filed with the U.S. Securities and Exchange Commission on March 31, 2014, to include the information required by Part III (Items 10, 11, 12, 13 and 14). Part III Item 10. Directors, Executive Officers and Corporate Governance Item 11. Executive Compensation. Item 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder Matters Item 13. Certain Relationships, Related Transactions, and Director Independence Item 14. Principal Accounting Fees and Services A copy of the Form 10-K, as amended, is available for free at: http://is.gd/cnVHrp About Fusion Telecommunications New York City-based Fusion Telecommunications International, Inc. (OTC BB: FSNN) is a provider of Internet Protocol ("IP") based digital voice and data communications services to corporations and carriers worldwide. Fusion Telecommunications incurred a net loss applicable to common stockholders of $5.48 million in 2013, a net loss applicable to common stockholders of $5.61 million in 2012 and a net loss of $4.45 million in 2011. The Company's balance sheet at Dec. 31, 2013, shows $68.95 million in total assets, $62 million in total liabilities and $6.95 million in total stockholders' equity. Rothstein Kass, in New York, did not issue a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors previously expressed substantial doubt about the Company's abilitity to continue as a going concern in their report on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company has had negative working capital balances, incurred negative cash flows from operations and net losses since inception, and has limited capital to fund future operations that raises a substantial doubt about their ability to continue as a going concern. GENCO SHIPPING: Commences Prepackaged Chapter 11 in SDNY -------------------------------------------------------- Peter Georgiopoulos's Genco Shipping & Trading Ltd., an operator of dry-bulk cargo ships, has sought bankruptcy protection. Genco Shipping & Trading Limited and its subsidiaries other than Baltic Trading Limited and its subsidiaries on April 21, 2014, filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code in the U.S. Bankruptcy Court for the Southern District of New York to implement a prepackaged financial restructuring that is expected to reduce the Company's total debt by approximately $1.2 billion and enhance its financial flexibility. Genco, which owns or operates vessels that transport iron ore, coal, grain, steel and other products worldwide, listed assets of $2.4 billion and debt of $1.5 billion. The Debtors plan to continue to operate their businesses in the ordinary course as "debtors-in-possession" under the jurisdiction of the Bankruptcy Court in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court. The bankruptcy filing, Genco said, is consistent with its previously disclosed Restructuring Support Agreement with certain of the lenders under its $1.1 billion secured credit facility entered into in 2007, its $253 million secured credit facility, and its $100 million secured credit facility, as well as certain holders of the Company's 5.00% Convertible Senior Notes due August 15, 2015. Baltic Trading and its direct and indirect subsidiaries are not included in the court-supervised restructuring. Baltic Trading is a separate public company from Genco, with an independent Board of Directors and separate financing. Baltic Trading is expected to continue operating in the normal course. As of February 28, 2014, the Debtors had consolidated assets totaling approximately $2.448 billion and consolidated liabilities totaling approximately $1.475 billion. The consolidated assets amount reflects the "book value" of the Company's vessels, which is calculated as the cost of purchase less accumulated depreciation over a 25-year useful life prepared in accordance with GAAP. However, "book value" is significantly higher than the market value of the vessels. For the 12 months ending February 28, 2014, the Debtors' consolidated net voyage revenue was approximately $188.5 million. Net voyage revenues are voyage revenues minus voyage expenses (generally consisting of broker commissions and port, canal and fuel costs unique to a particular voyage, which would otherwise be paid by a charterer under a time charter). Restructuring Support Agreement "With the strong support of our lenders and noteholders, we are moving forward with our previously announced restructuring plan," said John C. Wobensmith, Chief Financial Officer. "We believe the financial restructuring will provide an expedited path to significantly strengthen Genco's balance sheet and improve the Company's financial flexibility. Our operations are strong, and once our restructuring is completed, we believe we will be well- positioned for continued growth and success. We continue to leverage our efficient cost structure and opportunistic time charter approach to manage through the drybulk shipping cycle. We look forward to continuing to provide our chartering customers the same high quality, reliable shipping services they've come to consistently expect from Genco." The terms of the restructuring include, among other things: * The 2007 Facility Lenders will convert all of their prepetition senior secured debt into 81.1% of the equity of the reorganized company; * The entirety of the Company's obligations under the $253 million and $100 million facilities will be replaced by new senior facilities with extended maturity dates through August 2019 and certain other covenant modifications; * The Company's obligations under the Convertible Senior Notes will be converted into 8.4% of the equity of the reorganized company; * The reinstatement of all other general unsecured claims, which will be paid in the ordinary course of business; * The cancellation of all equity interests in the Company, with such equity interests receiving seven year warrants for 6.0% of the New Genco Equity struck at a $1.295 billion equity valuation (the "New Genco Warrants") from the consideration that would otherwise be provided to the holders of Prepetition 2007 Facility Claims and Convertible Note Claims (each as defined in the Prepack Plan) in exchange for the cancellation or surrender of such equity interests; and * Genco will conduct a $100 million rights offering for 8.7% of the pro forma equity of the reorganized company. The 2007 Facility Lenders will have the right to participate in up to 80% of the rights offering, which portion will be backstopped by certain of the 2007 Facility Lenders, and eligible holders of Convertible Notes will have the right to participate in up to 20% of the rights offering, which portion will be backstopped by certain of the Convertible Noteholders. Prepack Plan To implement the terms of the restructuring, Genco and 57 of its direct and indirect subsidiaries were expected to file a prepackaged plan of reorganization and related disclosure statement Monday, each of which will contain details of the financial restructuring. The Plan has the support of 100% of the 2007 Facility Lenders, 100% of the $253 Million Facility Lenders and the $100 Million Facility Lenders, and over 83% of the Noteholders. The Company expects to implement and emerge from the court-supervised process on an accelerated basis. Genco expects that cash on hand, cash from operating activities, and cash expected to be made available under a cash collateral order will be sufficient to fund its projected cash needs during its financial restructuring, and therefore does not intend to seek debtor-in-possession (DIP) financing. First Day Motions In conjunction with the filings, the Company also expects to file a variety of customary motions to continue to support its employees, customers and vendors during the financial restructuring process. The Company expects to file motions seeking permission to continue to pay trade creditor and foreign vendor balances incurred before and after the filing in full and in the normal course. The Company expects to receive court approval for these requests. During the restructuring process, the Company anticipates operating as usual, meeting all its obligations, and expects to implement the restructuring and emerge from the court-supervised process expeditiously. Kramer Levin Naftalis & Frankel LLP is serving as legal advisor and Blackstone Advisory Partners LP is serving as financial advisor to the Company. Genco said in a regulatory filing with the Securities and Exchange Commission that the Chapter 11 filing constituted an event of default with respect to each of these agreements or instruments: 1. the Credit Agreement, dated as of July 20, 2007 (as amended to date), by and among the Company as borrower, the banks and other financial institutions named therein as lenders, Wilmington Trust, N.A., as successor administrative and collateral agent, and the other parties thereto, relating to approximately $1,055.6 million of principal plus accrued and unpaid interest, fees, costs, and other expenses; 2. the Loan Agreement, dated as of August 20, 2010 (as amended to date), by and among the Company as borrower, Genco Aquitane Limited and the other subsidiaries of the Company named therein as guarantors, the banks and financial institutions named therein as lenders, BNP Paribas, Credit Agricole Corporate and Investment Bank, DVB Bank SE, Deutsche Bank AG Filiale Deutschlandgeschaft, Skandinaviska Enskilda Banken AB (publ) as mandated lead arrangers, BNP Paribas, Credit Agricole Corporate and Investment Bank, DVB Bank SE, Deutsche Bank AG, Skandinaviska Enskilda Banken AB (publ) as swap providers, and Deutsche Bank Luxembourg S.A. as agent for the lenders and the assignee, relating to approximately $175.7 million of principal and accrued and unpaid interest, fees, costs, and other expenses; 3. the Loan Agreement, dated as of August 12, 2010 (as amended to date), by and among the Company as borrower, Genco Ocean Limited and the other subsidiaries of the Company named therein as guarantors, the banks and financial institutions named therein as lenders, and Credit Agricole Corporate and Investment Bank as agent and security trustee, relating to approximately $73.6 million of principal plus accrued and unpaid interest, fees, costs, and other expenses; 4. the Indenture and First Supplemental Indenture relating to $125 million of principal plus accrued and unpaid interest outstanding of the Company's 5.00% Convertible Senior Notes due August 15, 2015; 5. the outstanding interest rate swap with DnB NOR Bank, relating to a liability position of approximately $6.7 million as of March 31, 2014. As a result of the filing of the Chapter 11 Cases, all indebtedness outstanding under the 2007 Credit Agreement and the Indenture was accelerated and became due and payable, and indebtedness under the other agreements and instruments can be accelerated and become due and payable upon notice to the Company, subject to an automatic stay of any action to collect, assert, or recover a claim against the Company or the other Debtors and the application of the applicable provisions of the Bankruptcy Code. Genco also warned that, "seeking bankruptcy relief may affect our relationships with, and our ability to negotiate favorable terms with, creditors, customers, charterers, vendors, employees, and other personnel and counterparties, and the failure to maintain any of these important relationships could adversely affect our business, financial condition and results of operations. Certain sub-charterers and other customers of some of our charterers have recently expressed reluctance to utilize our vessels given the perceived negative consequences of a bankruptcy filing. As a result, some of our charterers may hesitate to continue doing business with us on historical terms or at all when our current charters expire." Genco believes that the Chapter 11 Cases and the expedited confirmation of the Prepack Plan (if so confirmed) will allow the Company to restructure its indebtedness while maintaining its operations in the ordinary course. However, the Company can provide no assurance that the Prepack Plan will be confirmed on the timetable currently contemplated or at all or that the Company will be successful in allaying the concerns. * * * The shipping industry has suffered from a glut of vessels after buying too many before the 2008 global recession, driving down rates and saddling companies with debt, Bloomberg News quoted Erik Nikolai Stavseth, an Oslo-based analyst at Arctic Securities ASA. "They were all victims of the exuberance we saw in the shipping market in the mid- to late-2000s," the news agency cited Stavseth as saying in an interview before the bankruptcy filing. "High leverage on expensive assets is what killed them." About Genco Shipping & Trading Limited New York-based Genco Shipping & Trading Limited (NYSE: GNK) transports iron ore, coal, grain, steel products and other drybulk cargoes along worldwide shipping routes. Excluding Baltic Trading Limited's fleet, Genco Shipping owns a fleet of 53 drybulk vessels, consisting of nine Capesize, eight Panamax, 17 Supramax, six Handymax and 13 Handysize vessels, with an aggregate carrying capacity of approximately 3,810,000 dwt. In addition, Genco Shipping's subsidiary Baltic Trading Limited currently owns a fleet of 13 drybulk vessels, consisting of four Capesize, four Supramax, and five Handysize vessels. GENCO SHIPPING: NYSE Trading Suspended Following Bankruptcy ----------------------------------------------------------- Genco Shipping & Trading Limited on April 21, 2014, received notice from the New York Stock Exchange, Inc. that the NYSE had determined that the Company's common stock should be immediately suspended from trading on the NYSE. The NYSE indicated that this decision was reached as a result of the filing by the Company and the other Debtors of the Chapter 11 Cases under the Bankruptcy Code in the Bankruptcy Court pursuant to Listed Company Manual Section 802.01D. The Company intends to inform the NYSE that it does not intend to take any further action to appeal the NYSE's decision. Therefore, it is expected that the Company's common stock will be delisted after the completion of the NYSE's application to the Securities and Exchange Commission to delist the Company's common stock. The Company believes that its common stock will commence trading on the over-the-counter market following suspension of trading on the NYSE. Under the Management Agreement dated as of March 15, 2010 by and between the Company and its subsidiary, Baltic Trading Limited, as amended to date, Baltic Trading has the right to terminate the Management Agreement without making a termination payment, among other things, if the Company's common stock ceases to be traded on the NYSE or any other internationally recognized stock exchange. As a result of the actions of which the NYSE has given the Company notice, Baltic Trading may therefore have the right so to terminate the Management Agreement, subject to applicable law. About Genco Shipping & Trading Limited New York-based Genco Shipping & Trading Limited (NYSE: GNK) transports iron ore, coal, grain, steel products and other drybulk cargoes along worldwide shipping routes. Excluding Baltic Trading Limited's fleet, Genco Shipping owns a fleet of 53 drybulk vessels, consisting of nine Capesize, eight Panamax, 17 Supramax, six Handymax and 13 Handysize vessels, with an aggregate carrying capacity of approximately 3,810,000 dwt. In addition, Genco Shipping's subsidiary Baltic Trading Limited currently owns a fleet of 13 drybulk vessels, consisting of four Capesize, four Supramax, and five Handysize vessels. GENCO SHIPPING: Case Summary & 40 Largest Unsecured Creditors ------------------------------------------------------------- Debtor affiliates that filed for Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Genco Shipping & Trading Limited 14-11108 (SHL) 299 Park Avenue, 12th Floor New York, NY 10171 Genco Acheron Limited 14-11115 (SHL) Genco Aquitaine Limited 14-11116 (SHL) Genco Ardennes Limited 14-11119 (SHL) Genco Augustus Limited 14-11121 (SHL) Genco Auvergne Limited 14-11123 (SHL) Genco Avra Limited 14-11125 (SHL) Genco Bay Limited 14-11127 (SHL) Genco Beauty Limited 14-11129 (SHL) Genco Bourgogne Limited 14-11131 (SHL) Genco Brittany Limited 14-11133 (SHL) Genco Carrier Limited 14-11136 (SHL) Genco Cavailer LLC 14-11137 (SHL) Genco Challenger Limited 14-11140 (SHL) Genco Champion Limited 14-11142 (SHL) Genco Charger Limited 14-11144 (SHL) Genco Claudius Limited 14-11146 (SHL) Genco Commodus Limited 14-11148 (SHL) Genco Constantine Limited 14-11114 (SHL) Genco Explorer Limited 14-11118 (SHL) Genco Hadrian Limited 14-11122 (SHL) Genco Hunter Limited 14-11126 (SHL) Genco Investment LLC 14-11111 (SHL) Genco Knight Limited 14-11130 (SHL) Genco Languedoc Limited 14-11134 (SHL) Genco Leader Limited 14-11139 (SHL) Genco Loire Limited 14-11143 (SHL) Genco London Limited 14-11150 (SHL) Genco Lorraine Limited 14-11151 (SHL) Genco Management (USA) LLC 14-11110 (SHL) Genco Mare Limited 14-11153 (SHL) Genco Marine Limited 14-11113 (SHL) Genco Maximus Limited 14-11117 (SHL) Genco Muse Limited 14-11120 (SHL) Genco Normandy Limited 14-11124 (SHL) Genco Ocean Limited 14-11128 (SHL) Genco Picardy Limited 14-11132 (SHL) Genco Pioneer Limited 14-11135 (SHL) Genco Predator Limited 14-11138 (SHL) Genco Progress Limited 14-11141 (SHL) Genco Prosperity Limited 14-11138 (SHL) Genco Provence Limited 14-11141 (SHL) Genco Pyrenees Limited 14-11112 (SHL) Genco Raptor LLC 14-11147 (SHL) Genco RE Investments LLC 14-11112 (SHL) Genco Reliance Limited 14-11109 (SHL) Genco Rhone Limited 14-11152 (SHL) Genco Ship Management LLC 14-11109 (SHL) Genco Spirit Limited 14-11154 (SHL) Genco Success Limited 14-11155 (SHL) Genco Sugar Limited 14-11158 (SHL) Genco Surprise Limited 14-11159 (SHL) Genco Thunder LLC 14-11160 (SHL) Genco Tiberius Limited 14-11161 (SHL) Genco Titus Limited 14-11162 (SHL) Genco Vigour Limited 14-11163 (SHL) Genco Warrior Limited 14-11164 (SHL) Genco Wisdom Limited 14-11165 (SHL) Type of Business: Operator of Dry-Bulk Cargo Ships Chapter 11 Petition Date: April 21, 2014 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Judge: Hon. Sean H. Lane Debtors' Counsel: Adam C. Rogoff, Esq. Kenneth H. Eckstein, Esq. Stephen D. Zide, Esq. Anupama Yerramalli, Esq. Stephen M. Blank, Esq. KRAMER LEVIN NAFTALIS & FRANKEL LLP 1177 Avenue of the Americas New York, NY 10036 Tel: (212) 715-9285 Fax: (212) 715-8000 Email: arogoff@kramerlevin.com keckstein@kramerlevin.com szide@kramerlevin.com ayerramalli@kramerlevin.com sblank@kramerlevin.com Debtors' Blackstone Advisory Partners, L.P. Financial 345 Park Avenue, 30th Floor Advisors: New York, NY 10154 Debtors' Claims GCG, INC. and Noticing P.O. Box 10054 Agent: Dublin, Ohio 43017-6654 Toll-Free: (888) 213-9318 International Toll: (614) 763-6125 Email: GencoRestructuring@gcginc.com Total Assets: $2.448 billion Total Debts: $1.475 billion The petitions were signed by John C. Wobensmith, chief financial officer. Consolidated List of Debtors' 40 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ The Bank of New York Mellon Bond Debt $125,000,000 Corporate Finance Division 525 William Penn Place, 38th Floor Pittsburgh, PA 15259 Attention: Corporate Trust Division Corporate Finance Unit Facsimile: (412) 234-1209 Wallem Ship Management Limited Trade $7,766,104 12/F Warwick House East Taikoo Place 979 King's Road Quarry Bay, Hong Kong Tel: 852-2876-8200 Fax: 852-2876-1234 Email: wsmhk@wallem.com rms@wallem.com Chengxi Shipyard and Co Ltd. Trade $2,584,900 No 1 Hengshan Road Jiangyin Jiangsu, China Anglo Eastern Ship Management Trade $2,175,785 23rd Floor 248 Queen's Road East Wanchai, Hong Kong Tel: 852-2863-6111 Fax: 852-2861-2419 Email: Notices.hkg@angloeasterngroup.com V.Ships UK Trade $1,394,381 1st Floor 63 Queen Victoria Street London EC4N 4UA United Kingdom Tel: 44-141-243-2435 Fax: 44-141-243-2436 Email: john.brechin@vships.com Leeds & Leeds Inc. Insurance $455,375 74 Trinity Place New York, NY 10006 United Kingdom Mutual Steamship Insurance $99,378 Skuld Insurance $78,468 Gard As Insurance $58,196 NYSE Market, Inc. Insurance $45,016 Thomson Reuters (Markets) LLC Trade $41,701 Winter Scott Solicitors Trade $39,381 Hyundae Express Co., Ltd. Trade $28,861 ICAP Shipping USA Inc. Trade $25,096 Rs Platou Trade $15,474 Bancosta Trade $15,385 DNV GL AS Trade $11,365 BBT Tradeship LLC Trade $10,471 Peraco Chartering (USA) LLC Trade $7,018 Wallem Shipbroking (HK) Ltd. Trade $6,448 Clarkson Trade $4,413 SSY London Trade $3,359 JF Dillon & Co, LLC Trade $711 Venepandi Trade $531 Staples Trade $437 Penguin Maintenance Trade $381 W.B. Mason Co. Inc Trade $318 Fedex Trade $239 Arrow Ship Trade $150 VS Chartering, Inc. Trade $129 Western Bulk Carriers Customer Claim Contingent Trafigura Beheer BV Customer Claim Contingent Pacific Basin Chartering Ltd Customer Claim Contingent Pioneer Navigation Ltd Customer Claim Contingent Lauritzen Bulkers A/S Customer Claim Contingent ED & F MAN SHIPPING Customer Claim Contingent Thoresen Shipping Singapore Customer Claim Contingent Hamburg Bulk Carriers Customer Claim Contingent NYK Bulkship Europe Ltd. Customer Claim Contingent Cargill International SA Customer Claim Contingent GENIUS BRANDS: Issues Letter to Shareholders -------------------------------------------- Genius Brands International, Inc., distributed a letter on April 17, 2014. Dear Shareholders and Friends: With the filing of the 10K for 2013 this week, the company has filed its first annual report following the acquisition of A Squared Entertainment LLC. It's important for our friends and investors to understand clearly, that for the most part this report reflects the "Old Genius Brands Company" because, since the acquisition of A Squared in November 2013, Genius Brands International is a very different and new company. New management, new board, new asset base, new client base, and a new business model. The new Genius Brands International has an improved balance sheet with cash in the bank, no institutional debt, growing receivables, and a substantial catalogue of valuable entertainment IP. The management team led by Amy and myself comes from long careers of value creation and asset building for shareholders. Besides running a successful and profitable independent entertainment company for many years and producing over 5,000 episodes of award winning children's content, I ran an independent unit of Cap Cities/ABC (later The Walt Disney Company) which I eventually spun off into its own company that I took public. Amy's pedigree also comes from The Walt Disney Company, where she was part of the original team that launched the Disney Cruise Lines, and later became Director of Global Marketing for McDonalds. The rest of the team we engaged in the new Genius Brands International is equally accomplished, including numerous Emmy winners and well recognized creators. We have brought in a highly credentialed new finance team, a strong new board of outside directors, and are implementing rigorous financial disciplines. Based on our mantra, "content with a purpose," we are proud to be building a 21st century digital entertainment kids company. The architecture of this company will enable it to seek out value for its shareholders in today's digital environment, and the future. Our content will not only be based on the legacy of the Baby Genius brand, but on important pillar brands for older kids such as Stan Lee Comics, Warren Buffett's Secret Millionaires Club, and a dynamic pipeline providing a seamless flow of content for toddlers through tweens. Since the end of 2013, we have put business in place with some of the most important networks, distributors, retailers, and licensees in the kids business. They include Sony, Comcast, Netflix, Wal Mart, Target, Leap Frog, Bertelsman Music Group, American Public Television, Cinedigm, and The HUB, among many others. We have just launched our own digital streaming subscription service for Baby Genius content (BabyGenius.com), and we are launching today with Sony Generator, our online Secret Millionaires Club store. Speaking of Secret Millionaires Club, our animated series starring Warren Buffett teaching kids lessons in financial literacy, we have been invited by Warren to exhibit at this year's annual Berkshire Hathaway shareholder's meeting, along with all of the Berkshire portfolio companies, two weeks from now in Omaha. It is a very exciting time for all of us in the NEW Genius Brands International. We are proud to be creating quality and timeless entertainment for toddlers through tweens..."content with a purpose" and consumer products from that content, which we will deliver across all formats worldwide. Stay tuned as we build value! Andy Heyward Chairman and CEO About Genius Brands San Diego, Calif.-based Genius Brands International, Inc., creates and distributes music-based products which it believes are entertaining, educational and beneficial to the well-being of infants and young children under its brands, including Baby Genius and Little Genius. Genius Brands incurred a net loss of $2.06 million in 2012 following a net loss of $1.37 million in 2011. As of Sept. 30, 2013, the Company had $1.55 million in total assets, $4.96 million in total liabilities and a $3.41 million total stockholders' deficit. GRIDWAY ENERGY: Employs Patton Boggs as Lead Bankruptcy Counsel --------------------------------------------------------------- Gridway Energy Holdings, Inc., et al., seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Patton Boggs LLP as bankruptcy co-counsel. The scope of the professional services that Patton will provide on behalf of the Debtors include consulting with the Debtors concerning their powers and duties as debtors in possession, the continued operation of their businesses, and the management of the financial and legal affairs of their estates. The hourly rates applicable to attorneys and paralegals contemplated to represent the Debtors are as follows: Mark A. Salzberg, Esq. $730 Alan M. Noskow, Esq. $640 Barry E. Reiferson, Esq. $565 Aaron A. Boschee, Esq. $505 Erik M. Dullea, Esq. $475 Alexander M. Arensberg, Esq. $330 William James $275 The firm will also be reimbursed for any necessary out-of-pocket expenses. Patton has acted as the Debtors' outside general counsel for nearly four years and as such has become familiar with the Debtors' businesses and affairs and many of the potential legal issues, which may arise in the context of the Chapter 11 cases. In March 2014, the Debtors retained Patton to provide general bankruptcy and restructuring advice, to assist with a possible out-of-court workout and restructuring in Chapter 11 bankruptcy, and the eventual planning and preparation for filing the Chapter 11 cases pursuant to an engagement agreement dated March 11, 2014. With respect to the bankruptcy matter, Patton received approximately $629,034 during the 90-day period prior to the Petition Date and did not receive any payments related to the bankruptcy matter prior to that 90-day period. With respect to non-bankruptcy matters, Patton received approximately $483,845 during the 90-day period prior to the Petition Date and received approximately $1,053,747 in payments during the period between one-year prior to the Petition Date and 90 days prior to the Petition Date. The firm assures the Court that it is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. A hearing on the employment application is scheduled for May 6, 2014, at 1:00 p.m. (ET). Objections are due April 29. About Gridway Energy Gridway Energy Holdings, Inc., a provider of electricity and natural gas sought protection under Chapter 11 of the Bankruptcy Code on April 10, 2014 (Case No. 14-10833, Bankr. D. Del.). The case is before Judge Christopher S. Sontchi. The Debtors' General Counsel is Alan M. Noskow, Esq., and Mark A. Salzberg, Esq., at PATTON BOGGS LLP, in Washington, D.C. The local Delaware counsel is Joseph M. Barry, Esq., Donald J. Bowman, Jr., Esq., and Michael R. Nestor, Esq., at YOUNG, CONAWAY, STARGATT & TAYLOR, LLP, in Wilmington, Delaware. The Debtors' Claims and Noticing Agent is OMNI MANAGEMENT GROUP, LLC. GRIDWAY ENERGY: Taps Young Conaway as Local Delaware Counsel ------------------------------------------------------------ Gridway Energy Holdings, Inc., et al., seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Young Conaway Stargatt & Taylor, LLP, as local Delaware counsel. The professional services that Young Conaway will render to the Debtors include, but will not be limited to, providing legal advice with respect to the Debtors' powers and duties as debtors in possession in the continued operation of their business, management of their properties, and the sale of their assets. The principal attorneys and paralegal presently designated to represent the Debtors and their current standard hourly rates are: Michael R. Nestor, Esq. $695 Joseph M. Barry, Esq. $585 Donald J. Bowman, Esq. $440 Travis G. Buchanan, Esq. $300 Troy Bollman $170 The firm will also be reimbursed for any necessary out-of-pocket expenses. On March 28, 2014, Young Conaway received a retainer in the amount of $75,000, and on April 7, 2014, Young Conaway received an additional retainer of $118,856, in connection with the planning and preparation of initial documents, its proposed postpetition representation of the Debtors, and Chapter 11 filing fees. Mr. Barry, a partner at Young Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware, assures the Court that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Randy Lehnnan, chief executive officer of Glacial Energy VI, LLC, and president, treasurer, and secretary of each of its affiliated debtors, says the Debtors have approved a prospective budget for the Debtors' professionals, including Young Conaway, for the period from the Petition Date through approximately July 17, 2014. A hearing on the employment application is scheduled for May 6, 2014, at 1:00 p.m. (ET). Objections are due April 29. About Gridway Energy Gridway Energy Holdings, Inc., a provider of electricity and natural gas sought protection under Chapter 11 of the Bankruptcy Code on April 10, 2014 (Case No. 14-10833, Bankr. D. Del.). The case is before Judge Christopher S. Sontchi. The Debtors' General Counsel is Alan M. Noskow, Esq., and Mark A. Salzberg, Esq., at PATTON BOGGS LLP, in Washington, D.C. The local Delaware counsel is Joseph M. Barry, Esq., Donald J. Bowman, Jr., Esq., and Michael R. Nestor, Esq., at YOUNG, CONAWAY, STARGATT & TAYLOR, LLP, in Wilmington, Delaware. The Debtors' Claims and Noticing Agent is OMNI MANAGEMENT GROUP, LLC. GRIDWAY ENERGY: Hires RPA Advisors as Financial Consultants ----------------------------------------------------------- Griway Energy Holdings, Inc., et al., seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ RPA Advisors, LLC, to provide financial advisory and consulting services to the Debtors in connection with the commencement and prosecution of their Chapter 11 cases. RPA's current hourly rates are as follows: Executive directors $595-$795 Consulting Staff $215-$485 Support Staff $135-$215 In addition to compensation for professional services rendered by RPA personnel, RPA will also seek reimbursement for reasonable and necessary expenses incurred in connection with the Chapter 11 cases. RPA has agreed that its hourly fees per month, excluding out-of-pocket expenses, will not exceed a cumulative cap of $50,000 per month. On April 15, 2014, RPA received a retainer in the amount of $50,000, which RPA intends to apply to postpetition invoices as they become due. Chip Cummins, an executive director and member of RPA Advisors, LLC, 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. A hearing on the employment application is scheduled for May 6, 2014, at 1:00 p.m. (ET). Objections are due April 29. About Gridway Energy Gridway Energy Holdings, Inc., a provider of electricity and natural gas sought protection under Chapter 11 of the Bankruptcy Code on April 10, 2014 (Case No. 14-10833, Bankr. D. Del.). The case is before Judge Christopher S. Sontchi. The Debtors' General Counsel is Alan M. Noskow, Esq., and Mark A. Salzberg, Esq., at PATTON BOGGS LLP, in Washington, D.C. The local Delaware counsel is Joseph M. Barry, Esq., Donald J. Bowman, Jr., Esq., and Michael R. Nestor, Esq., at YOUNG, CONAWAY, STARGATT & TAYLOR, LLP, in Wilmington, Delaware. The Debtors' Claims and Noticing Agent is OMNI MANAGEMENT GROUP, LLC. GRIDWAY ENERGY: Employs Houlihan Lokey as Investment Banker ----------------------------------------------------------- Gridway Energy Holdings, Inc., et al., seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Houlihan Lokey Capital, Inc., to provide investment banking services to the Debtors in connection with the prosecution of their Chapter 11 cases. The firm will be paid an initial fee amount of $100,000, payable on the effective date of the engagement letter, and monthly fees in the amount of $100,000. The firm will also be paid a transaction fee equal to 2% of the aggregate gross consideration, plus 4% of the AGC above the Threshold. The transaction fee is subject to a $1,000,000 minimum. The "threshold" will be the greater of (i) the credit bid amount by EDF Trading North America, LLC, Vantaga Commodities Financial Services LLC, or one of its affiliates, or (ii) $35 million plus an amount equal to the outstanding borrowings under the DIP Loan at the time the transaction closes. In addition to compensation for professional services, Houlihan Lokey will seek reimbursement for reasonable and necessary expenses incurred in connection with the Chapter 11 cases. Michael H. Boone, a director of Houlihan Lokey Capital, Inc., 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. Boone discloses that his firm has received $100,000 as monthly fee and $44,003 as total expense reimbursement in the 90-day period before the Petition Date. A hearing on the employment application is scheduled for May 6, 2014, at 1:00 p.m. (ET). Objections are due April 29. About Gridway Energy Gridway Energy Holdings, Inc., a provider of electricity and natural gas sought protection under Chapter 11 of the Bankruptcy Code on April 10, 2014 (Case No. 14-10833, Bankr. D. Del.). The case is before Judge Christopher S. Sontchi. The Debtors' General Counsel is Alan M. Noskow, Esq., and Mark A. Salzberg, Esq., at PATTON BOGGS LLP, in Washington, D.C. The local Delaware counsel is Joseph M. Barry, Esq., Donald J. Bowman, Jr., Esq., and Michael R. Nestor, Esq., at YOUNG, CONAWAY, STARGATT & TAYLOR, LLP, in Wilmington, Delaware. The Debtors' Claims and Noticing Agent is OMNI MANAGEMENT GROUP, LLC. GYMBOREE CORP: Bank Debt Trades at 12% Off ------------------------------------------ Participations in a syndicated loan under which Gymboree Corp is a borrower traded in the secondary market at 88.05 cents-on-the- dollar during the week ended Friday, April 18, 2014, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. This represents an increase of 0.55 percentage points from the previous week, The Journal relates. Gymboree Corp pays 350 basis points above LIBOR to borrow under the facility. The bank loan matures on Feb. 23, 2018. The bank debt carries Moody's B2 and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 204 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. Headquartered in San Francisco, California, The Gymboree Corporation is a leading retailer of infant and toddler apparel. The company designs and distributes infant and toddler apparel through its stores which operates under the "Gymboree", "Gymboree Outlet", "Janie and Jack" and "Crazy 8" brands in the United States, Canada and Australia. Revenues are approximately $1.2 billion. The company is owned by affiliates of Bain Capital Partners LLC. H. B. NEWMAN: Case Summary & 16 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: H. B. Newman Holding Company 5789 Arrowhead Drive Virginia Beach, VA 23462 Case No.: 14-71436 Chapter 11 Petition Date: April 20, 2014 Court: United States Bankruptcy Court Eastern District of Virginia (Norfolk) Judge: Hon. Frank J. Santoro Debtor's Counsel: John D. McIntyre, Esq. WILSON & MCINTYRE, PLLC 500 East Main Street, Suite 920 Norfolk, VA 23510 Tel: (757) 961-3900 Email: jmcintyre@wmlawgroup.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Harry B. Newman, president. A list of the Debtor's 16 largest unsecured creditors is available for free at http://bankrupt.com/misc/vaeb14-71436.pdf INTERFAITH MEDICAL: Committee Asserts Plan is Unconfirmable ----------------------------------------------------------- The Official Committee of Unsecured Creditors argues that the Disclosure Statement filed by Interfaith Medical Center, Inc., should not be approved because it describes a plan for the Debtor that is patently unconfirmable. Martin G. Bunin, Esq., of Alston & Bird LLP, on behalf of the Committee, elaborated, "The Plan does not provide for payment in full of Administrative Claims, Postpetition Medical Malpractice Claims, and/or Priority Claims, and it impermissibly provides for the liquidation of the Postpetition Medical Malpractice Claims. The Plan improperly allows DASNY [or the Dormitory Authority of the State of New York] to vote its postpetition DIP Claims and impermissibly places all of the disparate DASNY Claims into a single class. The Plan grants impermissible non-debtor releases." "Approving and distributing a Disclosure Statement regarding such a deficient Plan would be futile because the Plan cannot, as a matter of law, be confirmed in the form described by the Disclosure Statement," Mr. Bunin said. "Even ignoring the fact that the Plan is unconfirmable, the Disclosure Statement should not be approved because it does not provide adequate information regarding the Plan," Mr. Bunin maintained. He pointed out that, among other things: added, pointing out that the Plan nor the Disclosure Statement: (a) The Plan nor the Disclosure Statement do not describe all the assets to be included in the Liquidating Trust; (b) The Disclosure Statement do not describe the sources of funding to be used to fund the Plan; (c) The Plan nor the Disclosure Statement do not identify the causes of action to be transferred to he Liquidating Trust; and (d) The Disclosure Statement lacks a liquidation analysis. The Debtor filed its Plan and Disclosure Statement on March 21, 2014. DASNY is the Debtor's bankruptcy secured lender. It also is the Debtor's prepetition secured lender. According to the Disclosure Statement, the Debtor's obligatons under the DIP Loan facility total approximately $45.1 million. Craig E. Freeman, Esq., of Alston & Bird LLP, also serve as counsel to the Debtor. About Interfaith Medical Center Headquartered in Brooklyn, New York, Interfaith Medical Center, Inc., operates a 287-bed hospital on Atlantic Avenue in Bedford- Stuyvesant and an ambulatory care network of eight clinics in central Brooklyn, in Crown Heights and Bedford-Stuyvesant. The Company filed for Chapter 11 protection (Bankr. E.D. N.Y. Case No. 12-48226) on Dec. 2, 2012. The Debtor disclosed $111,872,972 in assets and $193,540,998 in liabilities as of the Chapter 11 filing. Liabilities include $117.9 million owing to the New York State Dormitory Authority on bonds secured by the assets. Alan J. Lipkin, Esq., at Willkie Farr & Gallagher LLP, serves as bankruptcy counsel to the Debtor. Nixon Peabody LLP is the special corporate and healthcare counsel. CohnReznick LLP serves as financial advisor. Donlin, Recano & Company, Inc. serves as administrative agent. The Official Committee of Unsecured Creditors tapped Alston & Bird LLP as its counsel, and CBIZ Accounting, Tax & Advisory of New York, LLC as its financial advisor. Eric M. Huebscher, the patient care ombudsman, tapped the law firm of DiConza Traurig LLP, as his counsel. INTERFAITH MEDICAL: PBGC Objects to Plan Outline Approval --------------------------------------------------------- The Pension Benefit Guaranty Corp. -- on its own and on behalf of the Health Service Retirement Plan and the Interfaith Medical Center Nurses Pension Plan -- complains that the Disclosure Statement filed by Interfaith Medical Center, Inc., should not be approved as it fails to provide "adequate information". The PBGC is the government agency that monitors most private defined-benefit pension plans. The Debtor is known to have Pension Plans that cover approximately 1,437 employees, former employees or retirees. The PBGC is concerned that the Disclosure Statement does not provide any information about the Pension Plans, the Debtor's intentions with respect to the Pension Plans, or potential liability to PBGC. Moreover, the PBGC contends that the release provisions under the Plan are overly broad. Accordingly, the PBGC asks the Court to require the Debtor to make the necessary modifications to the Plan and Disclosure Statement. The PBGC is represented: Israel Goldowitz, Esq. Charles L. Finke, Esq. Jon M. Chatalian, Esq. Pension Benefit Guaranty Corporation Office of the Chief Counsel 1200 K Street, N.W., Suite 340 Washington, DC 20005 Tel No: (202) 326-4020 Email: chatalian.jon@pbgc.gov efile@pbgc.gov About Interfaith Medical Center Headquartered in Brooklyn, New York, Interfaith Medical Center, Inc., operates a 287-bed hospital on Atlantic Avenue in Bedford- Stuyvesant and an ambulatory care network of eight clinics in central Brooklyn, in Crown Heights and Bedford-Stuyvesant. The Company filed for Chapter 11 protection (Bankr. E.D. N.Y. Case No. 12-48226) on Dec. 2, 2012. The Debtor disclosed $111,872,972 in assets and $193,540,998 in liabilities as of the Chapter 11 filing. Liabilities include $117.9 million owing to the New York State Dormitory Authority on bonds secured by the assets. Alan J. Lipkin, Esq., at Willkie Farr & Gallagher LLP, serves as bankruptcy counsel to the Debtor. Nixon Peabody LLP is the special corporate and healthcare counsel. CohnReznick LLP serves as financial advisor. Donlin, Recano & Company, Inc. serves as administrative agent. The Official Committee of Unsecured Creditors tapped Alston & Bird LLP as its counsel, and CBIZ Accounting, Tax & Advisory of New York, LLC as its financial advisor. Eric M. Huebscher, the patient care ombudsman, tapped the law firm of DiConza Traurig LLP, as his counsel. IXIA: Has Until April 30 to Regain Nasdaq Listing Compliance ------------------------------------------------------------ Ixia on April 17 disclosed that the Audit Committee of the company's Board of Directors has concluded that the company's previously issued condensed consolidated financial statements contained in its Quarterly Reports on Form 10-Q for the quarters ended March 31, 2013 and June 30, 2013 should no longer be relied upon and should be restated. As previously reported, on February 26, 2014, the Audit Committee completed an internal investigation, which included performing procedures to assess the company's recording of financial transactions and the corresponding impact on the company's financial reporting. Through the internal investigation and the company's own internal accounting review, the company identified certain errors, as described below. Certain identified errors in the company's revenue recognition practices involved the company's incorrect assessment of and accounting for certain sales transactions which led to revenue being recognized prematurely for: 1) an extended maintenance and warranty arrangement that included a fixed fee to cover products owned by the customer at the date of execution of the arrangement as well as extended coverage for any additional products purchased by the customer over the multi-year term of the applicable arrangement, 2) multiple-element arrangements that included separate customer purchase orders for products and related professional services, or arrangements that included future deliverables that were committed to be provided to the customers but were not considered, and 3) an arrangement with a customer involving the extension of payment terms beyond the company's customary terms. Additional information regarding these matters can be found in the company's Current Report on Form 8-K filed on April 17 with the SEC. The correction of the errors is expected to reduce total revenues by approximately $2.0 million and $4.5 million for the quarters ended March 31, 2013 and June 30, 2013, respectively. Further, the correction of the errors is expected to increase deferred revenues by approximately $2.0 million and $6.5 million as of March 31, 2013 and June 30, 2013, respectively. The company's restated condensed consolidated financial statements for the affected periods will also reflect the correction of errors related to the income tax effects of the revenue errors, as well as the correction of certain other tax items. The restatement will result in revenue recognition timing differences between quarterly periods and will not have any impact on the total revenue to be recognized over the life of the applicable arrangements. As part of the restatement process, the company is continuing to assess the estimated errors identified above and will assess any other potential identified errors for correction as needed. In connection with the restatement of the company's previously issued condensed consolidated financial statements for the quarters ended March 31, 2013 and June 30, 2013, the company's management has reassessed its evaluation of the effectiveness of the company's disclosure controls and procedures and internal control over financial reporting as of each of March 31, 2013 and June 30, 2013. Based on such reassessment and review, management has concluded, and the company expects to report in its amended filing for each quarter, that due to the identified errors and material weaknesses in the company's internal controls, the company did not maintain effective disclosure controls and procedures or effective internal control over financial reporting as of either March 31, 2013 or June 30, 2013. The company plans to amend its previously filed Quarterly Reports on Form 10-Q for the quarters ended March 31, 2013 and June 30, 2013 as soon as practicable and at or about the same time the company files its Quarterly Report on Form 10-Q for the quarter ended September 30, 2013 and its Annual Report on Form 10-K for the fiscal year ended December 31, 2013. Updated Plan to Regain Compliance with Nasdaq Listing Rule As previously reported, as a result of Ixia's delayed filing of its Form 10-Q and Form 10-K, the company is not in compliance with Nasdaq Listing Rule 5250(c)(1), which requires the timely filing with the SEC of all required periodic financial reports. The company on April 17 disclosed that, as requested by the company in an updated plan to regain compliance with the Listing Rule, The Nasdaq Stock Market LLC has granted the company through April 30, 2014 to regain compliance with the Listing Rule, which will permit the continued listing of our common stock on the Nasdaq Global Select Market. Under the terms of the extension granted by Nasdaq, the company is required to file the Form 10-Q and Form 10-K on or before April 30, 2014 to regain compliance with the Listing Rule. If the company does not make the filings on or before April 30, 2014, Nasdaq has advised that it will notify the company that its stock will be delisted. If Ixia receives such a notice, the company will have an opportunity to appeal the delisting decision to a Nasdaq Hearings Panel. Under Nasdaq's rules and procedures, a company's request for such a hearing is generally due within seven calendar days after receipt of the delisting notification, and such a request automatically stays any delisting (and suspension of trading) for an additional 15 calendar days from the deadline to request a hearing. Upon receiving any such notification, the company intends to timely request a hearing and to request an additional stay (beyond the 15 calendar days) should it become necessary. About Ixia Ixia -- http://www.ixiacom.com-- delivers information technology solutions to a wide variety of organizations, through real-time monitoring, real-world testing, and rapid assessment of networks and systems. IZEA INC: Authorized Common Shares Hiked to 200 Million Shares -------------------------------------------------------------- IZEA, Inc., filed a certificate of amendment to its articles of incorporation to increase the number of authorized shares of the Company's common stock to 200,000,000 shares from 100,000,000 shares. The amendment was adopted by stockholders holding a majority of the Company's outstanding shares of common stock by written consent on April 16, 2014. On April 16, 2014, stockholders holding a majority of the Company's outstanding shares of common stock, upon previous recommendation and approval of the Company's Board of Directors, adopted the IZEA, Inc. 2014 Employee Stock Purchase Plan and reserved 1,500,000 shares of the Company's common stock for issuance thereunder. Any employee regularly employed by the Company's Company for 90 days or more on a full-time or part-time (20 hours or more per week on a regular schedule) basis will be eligible to participate in the ESPP. The ESPP will operate in successive six month offering periods commencing at the beginning of each fiscal year half. Each eligible employee who has elected to participate may purchase up to 10 percent of their annual compensation in stock not to exceed $21,250 annually or 20,000 shares per offering period. The purchase price will be the lower of (i) 85 percent of the fair market value of a share of common stock on the 1st trading day of the offering period or (ii) 85 percent of the fair market value of a share of common stock on the last trading day of the offering period. The ESPP will continue until Jan. 1, 2024, unless otherwise terminated by the Board. The stockholders also approved an amendment to IZEA's 2011 Equity Incentive Plan to increase the number of shares of common stock reserved for issuance thereunder by 8,386,285 shares, to a new total of 20,000,000 shares and also approved minor revisions in certain definitions and vesting terms under the 2011 Equity Incentive Plan. About IZEA, Inc. IZEA, Inc., headquartered in Orlando, Fla., believes it is a world leader in social media sponsorships ("SMS"), a rapidly growing segment within social media where a company compensates a social media publisher to share sponsored content within their social network. The Company accomplishes this by operating multiple marketplaces that include its platforms SocialSpark, SponsoredTweets and WeReward, as well as its legacy platforms PayPerPost and InPostLinks. IZEA reported a net loss of $4.67 million in 2012 as compared with a net loss of $3.97 million in 2011. The Company's balance sheet at Sept. 30, 2013, showed $3.39 million in total assets, $4.68 million in total liabilities and a $1.28 million total stockholders' deficit. Cross, Fernandez & Riley, LLP, in Orlando, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company has incurred recurring operating losses and had a negative working capital and an accumulated deficit at Dec. 31, 2012. These conditions raise substantial doubt about the Company's ability to continue as a going concern without raising sufficient additional financing. JAMES RIVER COAL: Unit Addresses Imminent Danger Order ------------------------------------------------------ On April 11, 2014, in Leslie County, Kentucky, Blue Diamond Coal Company, a subsidiary of James River Coal Company, received an imminent danger order under section 107(a) of the Mine Act, alleging that a guy wire to an electrical pole was broken and swaying near an energized high voltage transmission line. Upon issuance of the imminent danger order, the high voltage transmission line was disconnected and the guy wire was removed. The imminent danger order was then terminated. No injuries occurred as a result of this incident. KILIMANJARO RE: S&P Assigns Prelim. BB- Rating on 2 Note Classes ---------------------------------------------------------------- Standard & Poor's Ratings Services said that it has assigned its 'BB-(sf)' preliminary ratings to the Series 2014-1 Class A and Class B notes to be issued by Kilimanjaro Re Ltd. (Kilimanjaro Re). The Class A notes cover losses on a per-occurrence basis from named storms, and the Class B notes cover losses on an annual aggregate basis from named storms and earthquakes (including fire following) in the covered area. The initial franchise deductible amount for the Class B notes is $110 million. The preliminary ratings are based on the lowest of the natural- catastrophe risk factor ('BB-') for each class of notes, the rating on the assets in the reinsurance accounts ('AAAm'), and the rating on Everest Reinsurance Co., the ceding insurer. The class A notes will cover losses from named storms on a per- occurrence basis in Alabama, Florida, Georgia, Louisiana, Mississippi, North Carolina, and South Carolina between the attachment point of $1.40 billion and the exhaustion point of $2.15 billion. The class B notes will cover losses from named storms or earthquakes on an annual aggregate basis in the covered area between the attachment point of $2.15 billion and the exhaustion point of $2.90 billion. RATINGS LIST Kilimanjaro Re Ltd. Series 2014-1 Notes Class A BB-(sf) (prelim) Class B BB-(sf) (prelim) LIBERTY MEDICAL: Sues Medco Health Over 2012 Buyout --------------------------------------------------- Liberty Medical Supply, Inc., together with its parent company FGST Investments, Inc., holding company, ATLS Acquisition, LLC, and Polymedica Corporation, the legacy parent company of Liberty Healthcare Group, Inc., and their collective affiliates, on April 17 reaffirmed its commitment to supporting its patients, business partners, employees and communities as it takes the necessary steps to restructure under chapter 11 of the U.S. Bankruptcy Code. Liberty is focused on operating in the normal course of business while it develops its exit strategy from chapter 11 and positions itself for long-term success. The Company highlighted on April 17 a recent complaint that it filed with the U.S. Bankruptcy Court for the District of Delaware against Medco Health Solutions, Inc., a subsidiary of Express Scripts Holding Company. In the complaint, the Company alleges that Medco engaged in inequitable conduct related to Liberty management's December 2012 buyout of Medco's then-subsidiary Polymedica, a transaction that included the Liberty business. Among other remedies, Liberty seeks damages relating to a series of transactions and over $1 billion in equity redemptions that left Liberty and its subsidiaries insolvent at a time when the businesses were being prepared for sale. The complaint also asks the Bankruptcy Court to find that Medco improperly failed to pay certain pre-closing taxes, improperly refused to transfer certain assets and breached various material contract and financial statement warranties in connection with the sale of the Liberty business to management. Liberty issued the following statement with respect to the substance of its complaint against Medco: "The Liberty Board and management team believe it is important to set the record straight with respect to the causes, effects and outlook of our restructuring, particularly with respect to the inequitable conduct taken by Medco leading up to the chapter 11 cases and the impact that conduct has in connection with the Liberty's emergence from chapter 11. In early April 2012, Medco, which included Polymedica and the Liberty business, was acquired by Express Scripts Holding Company for $29.1 billion. Subsequently, in December 2012, Medco sold Polymedica and the Liberty business to the Liberty management team for $30 million in cash. Less than three months later, Liberty found itself unable to survive without the immediate intervention of the Bankruptcy Court and was forced into bankruptcy. It is our view that Medco was aware that Liberty would be unable to survive as a stand-alone company should Medco fail to perform as promised in connection with the management buyout. We are further disappointed that the inequitable conduct and overreaching that we have alleged against Medco occurred under the oversight of Medco's parent company, Express Scripts, which claims a strong commitment to ethical business practices. Indeed, Express Scripts has itself benefited from Medco's actions: in late 2012 it recorded an impairment charge of $23 million in connection with the sale of Liberty and Polymedica, and it is currently pursuing an additional tax write- off of approximately $545 million to reflect a claimed loss on the sale. Liberty's complaint details that in October 2012, with preparations for a sale of Liberty already underway, Medco caused Polymedica to redeem a large portion of Medco's equity in a series of transactions that left Polymedica and its subsidiaries insolvent. Specifically, we allege that Medco cancelled more than $900 million in outstanding debt that it owed to Liberty and saddled those entities with an additional $200 million in new debt due to Medco. It is alleged that Medco's actions reduced Liberty's stockholder equity from more than $1.3 billion to negative $80 million in the months leading to its sale to management, all in violation of state and federal laws. In addition, from October through December 2012, Liberty alleges that Medco caused Polymedica to transfer approximately $27 million in cash from Liberty's accounts for which Liberty received no cognizable value and at a time when Liberty was insolvent. Liberty alleges that Medco prepared certain financial statements that overstated the value of the Liberty business by more than $26 million. It was only after the filing of the chapter 11 cases that Liberty's management learned that more than $42 million listed in accounts receivable were uncollectable, that the value of Liberty's property and equipment was overstated by $9 million and that Liberty owed potentially millions of dollars in undisclosed credit payables. Liberty also alleges that Medco, in addition to breaches of various financial warranties, also breached its contractual obligations under the purchase agreement to provide certain vital assets and payments that were and remain critical to Liberty's operations. Among other things, Medco: -- Did not deliver software that was essential to Liberty's accounting and management functions, causing a $4 million loss; -- Refused to indemnify Liberty officers in lawsuits arising out of pre-closing activity; and -- Failed to compensate Liberty management for third-party expenses associated with the transaction. Most significantly, despite the urging of its own accounting staff, the Company alleges that Medco has refused to pay pre-closing taxes for Polymedica leaving Liberty on the hook for millions of dollars in taxes. Liberty's complaint seeks to compel Medco to comply with the purchase agreement, to recover funds associated with the allegedly fraudulent transfers of value from Liberty and to subordinate and disallow Medco's claims against Liberty. Should Liberty be successful in its case, the Company intends to use this additional liquidity to pay its creditors and support its business of providing lifesaving treatments to patients who depend on Liberty. About Liberty Medical Entities that own diabetics supply provider Liberty Medical led by ATLS Acquisition, LLC, sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-10262) on Feb. 15, 2013, just less than three months after a management buy-out and amid a notice by the lender who financed the transaction that it's exercising an option to acquire the business. Liberty has been in business for 22 years serving the needs of both type 1 and type 2 diabetic patients. Liberty is a mail order provider of diabetes testing supplies. In addition to diabetes testing supplies, the Debtors also sell insulin pumps and insulin pump supplies, ostomy, catheter and CPAP supplies and operate a large mail order pharmacy. Liberty operates in seven different locations and has 1,684 employees. Dennis A. Meloro, Esq., at Greenberg Traurig, LLP, serves as the Debtor's counsel; Ernst & Young LLP to provide investment banking advice; and Epiq Bankruptcy Solutions, LLC, as claims and noticing agent for the Clerk of the Bankruptcy Court. An official committee of unsecured creditors has been appointed in the case and consists of LifeScan, Inc., Abbott Laboratories, and Teva Pharmaceuticals USA, Inc. They are represented by Joseph H. Huston Jr., Esq., Maria Aprile Sawczuk, Esq., and Camille C. Bent, Esq., of Stevens & Lee P.C. as well as Bruce Buechler, Esq., S. Jason Teele, Esq., and Nicole Stefanelli, Esq. of Lowenstein Sandler LLP. The Committee has tapped Mesirow Financial Consulting, LLC, as financial advisors. LKQ CORP: S&P Affirms 'BB+' Corp. Credit Rating ----------------------------------------------- Standard & Poor's Ratings Services said that it affirmed its 'BB+' corporate credit rating on Chicago-based replacement auto parts provider LKQ Corp. The outlook is stable. At the same time, S&P affirmed its 'BB+' issue rating on LKQ's amended and restated $1.85 billion senior secured revolving credit facility due May 2019 and the company's $450 million term loan A due May 2019. The '3' recovery rating remains unchanged and indicates S&P's expectation for meaningful recovery (50%-70%) in a payment default scenario. The revolving facility consists of a $1.685 billion multicurrency tranche and a $165 million U.S. tranche. S&P also affirmed its 'BB-' debt issue rating on LKQ's $600 million 4.75% senior unsecured notes due 2023. The '6' recovery rating remains unchanged and indicates S&P's expectation for negligible recovery (0%-10%) in a payment default scenario. "The rating affirmations reflect our expectation that LKQ's good profitability and favorable record of acquisition integration since 2007 will continue," said Standard & Poor's credit analyst Nancy Messer. The company's profit measures should remain at current levels or better, with gross margin at 40%, EBITDA margin at 14%, and return on capital of 14%. LKQ had gross margin of 41%, EBITDA margin of 14.6%, and return on capital of 14.5% as of Dec. 31, 2013. These credit measures are appropriate for a "fair" business risk profile, based on S&P's criteria. The affirmations also reflect S&P's view that LKQ's financial policy will remain "neutral," balancing shareholder requirements for growth with debtholders expectations for intermediate leverage. "The stable outlook reflects our view that LKQ's resilient business model and good historical financial performance will support continuing organic EBITDA expansion and free cash generation," said Ms. Messer. It also reflects S&P's expectation that although LKQ will continue to expand through debt-financed acquisitions, management will pace the acquisitions so that the company's credit measures, on average, will align with S&P's expectations for an "intermediate" financial profile assessment. These ratios include debt leverage in the 2x-3x range or lower, and FFO to total debt of 30%. The likelihood of an upgrade is limited by LKQ's business risk profile. For an upgrade to an investment-grade rating ('BBB-' or higher), S&P would need to reassess LKQ's business risk profile as "satisfactory." The existing "fair" assessment reflects the risks inherent in LKQ's business strategy of continuous growth through acquisitions, its narrowly focused business operations, and its concentrated geographic reach. Absent an improvement in the business risk assessment, S&P is less likely to raise the rating, since it would need to believe that LKQ's credit measures would improve such that lease-adjusted leverage falls to 1.5x or less and FFO to total debt reaches 45% or more on a sustainable basis. As of Dec. 31, 2013, debt leverage totaled 2.3x and FFO to total debt was 29.6%. To raise the rating from the current level, S&P would also need to believe that LKQ's strategic business and financial policies, governance structure, and capital structure would be consistent with a higher rating. While also unlikely, S&P could lower the rating if LKQ's credit measures fail to reach the targets required for the "intermediate" financial profile assessment for leverage and cash flow because of operating problems, loss of business, inability to efficiently integrate acquired properties, or other adverse market conditions such as an unfavorable change in how the auto insurance industry chooses to fulfill collision claims. This in turn would significantly reduce FOCF. S&P could also lower the rating if LKQ undertakes a transforming debt-financed acquisition in the year ahead, or if there was a change in its financial policy because of an altered strategy for business operations or shareholder value creation. LOUDOUN HEIGHTS: Little Piney Seeks Dismissal of Case ----------------------------------------------------- Little Piney Runs Estates, LLC, by Dean F. Morehouse, managing member, is asking the bankruptcy court to dismiss the bankruptcy petition filed for Loudoun Heights, LLC. According to LPR, Joseph L. Bane, Jr., claiming to act as the "sole manager" of Loudoun Heights, filed the LH bankruptcy petition. The petition must be dismissed because Mr. Bane had no authority to file the petition, LPR tells the Court. LPR explains that at the time of the petition, Mr. Bane was not the manager because he was dissociated and removed by virtue of his bankruptcy. LPR owns a 93% membership interest in LH. LPR is owned 51% by Bane who is dissociated; 24.5% by Dean F. Morehouse, who was and is a manager of LPR; and 24.5% by Jerome O. Guyant. Bane Family Members According to LPR, the petition appears to be only a means to enrich Bane's family members: * LH has proposed to sell "stream credits" through Loudoun Mitigation Bank (LMB), and that LMB would receive 50% of the proceeds. Tamara Bane, Bane's wife, owns 52.7% of Loudoun Mitigation Bank LLC (LMB); Stacey Calhoun, the wife of Bane's cousin Frederick C. Calhoun, owns 8.3%. * LH has applied to hire to hire FBJ Farm & Timber LLC (FBJ) as a "land manager and consultant." FBJ is owned by Bane himself (10%), his brother James Bane (45%) and his cousin Frederick C. Calhoun, Jr. (45%). Mr. Bane proposes to pay FBJ 10% of the gross sale amount of stream credits derived from LPR's land and any other preservation or conservation tax proceeds and also pay FBJ's "direct expenses" for machinery rental, fuel, materials and supplies, all without any hint of how much those expenses might be. Little Piney Run Estates, LLC, is represented by: Neil D. Goldman, Esq. John P. Van Beek, Esq. GOLDMAN & VAN BEEK, P.C. 510 King St., Suite 416 Alexandria, VA 22314 Tel: (703) 684-3260 Fax: (703) 548-4742 E-mail: ngoldman@goldmanvanbeek.com jvanbeek@goldmanvanbeek.com Debtor's Response Objecting to the motion, the Debtor argued in court filings that LPR lacks standing to bring this action. The Debtor notes that LPR failed to file its annual reports and pay its annual registration fees to the Virginia State Corporation Commission and LPR was automatically cancelled on December 31, 2010 pursuant to Virginia Code Sec. 13.1-1050.2(A). Since LPR's corporate existence was cancelled on December 31, 2010, Dean Morehouse, as managing member, became the trustee in liquidation for the company. Accordingly, only Mr. Morehouse, as trustee in liquidation for LPR has standing to sue, pursuant to Virginia Code Sec. 13.1-1050.2(C). A hearing o the motion was slated for April 21. About Loudoun Heights Loudoun Heights, LLC, filed a Chapter 11 petition (Bankr. E.D. Va. Case No. 13-15588) on Dec. 16, 2013. The Debtor disclosed total assets of $13.10 million and total debts of $4.84 million. The petition was signed by Joe Bane as sole manager. Frank Bredimus, Esq., at Law Office of Frank Bredimus, serves as the Debtor's counsel. Judge Brian F. Kenney presides over the case. LOUDOUN HEIGHTS: Files Amended Plan Disclosures ----------------------------------------------- Loudoun Heights, LLC, in early April filed an amended disclosure statement explaining its proposed plan of reorganization. According to the disclosure statement, all classes of creditors will be paid in full. The proceeds from sale of the Debtor's assets will be sufficient to pay the Claims of all secured, priority unsecured and general unsecured creditors, and court- approved professionals. The Debtor expects $4.37 million to $9.92 million in revenue from the sale of all assets. The Disclosure Statement says the Debtor has a plan of complete or partial liquidation. If sufficient property is not sold within 24 months after approval of the Plan of Reorganization to repay all secured and unsecured creditors in full, the case will be converted to a Chapter 7 liquidation. A copy of the Disclosure Statement, dated April 3, 2014, is available for free at: http://bankrupt.com/misc/Loudoun_Heights_Amended_DS.pdf About Loudoun Heights Loudoun Heights, LLC, filed a Chapter 11 petition (Bankr. E.D. Va. Case No. 13-15588) on Dec. 16, 2013. The Debtor disclosed total assets of $13.10 million and total debts of $4.84 million. The petition was signed by Joe Bane as sole manager. Frank Bredimus, Esq., at Law Office of Frank Bredimus, serves as the Debtor's counsel. Judge Brian F. Kenney presides over the case. MACROSOLVE INC: CEO & President Quits, Interim Replacement Named ---------------------------------------------------------------- Mr. James C. McGill resigned as chief executive officer, and president of Macrosolve, Inc., as well as his position serving on the Company's Board of Directors on April 17, 2014. Also on April 17, 2014, Messrs. David Humphrey and John Clerico resigned their positions serving on the Company's Board of Directors. In submitting their resignations, Messrs. McGill, Humphrey and Clerico did not express any disagreement with the Company on any matter relating to the Company's operations, policies or practices. Effective April 17, 2014, the Company appointed Michael Haas to serve as the Company's interim president and to serve on the Company's Board of Directors. The Company agreed to pay Mr. Haas $2,500 a month for his services. Since April 2010, Mr. Haas has been the assistant vice president of Morningstar, Inc., in Horsham, Pennsylvania. Between 2007 and 2010, Mr. Haas was an Associate at KPMG, LLP, in Philadelphia, Pennsylvania. Mr. Haas received his Bachelor of Science Degree in Finance from Villanova University in 2007. There is no understanding or arrangement between Mr. Haas and any other person pursuant to which Mr. Haas was selected as an officer or director. Mr. Haas does not have any family relationship with any director, executive officer or person nominated or chosen by us to become a director or executive officer. On April 14, 2014, shareholders representing a majority of the then issued and outstanding shares of the Company's Common Stock entitled to vote thereon approved a plan of merger pursuant to which the Company would merge with a newly created wholly-owned Nevada subsidiary for the purpose of reincorporating the Company to the State of Nevada. Pursuant to the Reincorporation, the shareholders approved a share consolidation, whereby holders of the Company's common stock would receive one share of common stock, par value $0.0001 per share of Newco for every 50.56186 shares of the Company's Common Stock, other than shares of Common Stock that are owned by stockholders exercising appraisal rights. On April 17, 2014, Macrosolve entered into a series of exchange agreements with certain holders of convertible debentures and promissory notes in the principal face amount of $683,680 and accrued interest of $97,306 previously issued by the Company. Pursuant to the Exchange Agreements, the Holders exchanged the Notes and relinquished any and all other rights they may have pursuant to the Notes in exchange for 595,000 shares of newly designated Series C Convertible Preferred Stock, 324,671 shares of newly designated Series D Convertible Preferred Stock and 156,231 shares of newly designated Series D-1 Convertible Preferred Stock. Those exchanges were conducted pursuant to the exemption provided by Section 3(a)(9) of the Securities Act of 1933, as amended. Series C Preferred Pursuant to the Series C Preferred Certificate of Designation, the Company designated 595,000 shares of its blank check preferred stock as Series C Preferred. Each share of Series C Preferred has a stated value of $0.01977775 per share. In the event of a liquidation, dissolution or winding up of the Company, each share of Series C Preferred Stock will be entitled to a payment as set forth in the Certificate of Designation. The Series C Preferred is convertible into such number of shares of the Company's common stock equal to such number of shares of Series C Preferred being converted multiplied by 100 and divided by the stated value. Each share of Series C Preferred entitles the holder to vote on all matters voted on by holders of Common Stock as a single class. With respect to any such vote, each share of Series C Preferred entitles the holder to cast such number of votes equal to the number of shares of Common Stock such share of Series C Preferred is convertible into at such time, but not in excess of the conversion limitations set forth in the Series C Preferred Certificate of Designation. The Series C Preferred will be entitled to dividends to the extent declared by the Company. Series D Preferred Pursuant to the Series D Preferred Certificate of Designation, the Company designated 324,671 shares of its blank check preferred stock as Series C Preferred. Each share of Series D Preferred has a stated value of $0.01977775 per share. In the event of a liquidation, dissolution or winding up of the Company, each share of Series D Preferred Stock will be entitled to a payment as set forth in the Certificate of Designation. The Series D Preferred is convertible into such number of shares of Common Stock equal to such number of shares of Series C Preferred being converted divided by the stated value. Each share of Series D Preferred entitles the holder to vote on all matters voted on by holders of Common Stock as a single class. With respect to any such vote, each share of Series D Preferred entitles the holder to cast such number of votes equal to the number of shares of Common Stock such share of Series D Preferred is convertible into at such time, but not in excess of the conversion limitations set forth in the Series D Preferred Certificate of Designation. The Series D Preferred will be entitled to dividends to the extent declared by the Company. Series D-1 Preferred Pursuant to the Series D-1 Preferred Certificate of Designation, the Company designated 156,231 shares of its blank check preferred stock as Series D-1 Preferred. Each share of Series D-1 Preferred has a stated value of $0.01977775 per share. In the event of a liquidation, dissolution or winding up of the Company, each share of Series D-1 Preferred Stock will be entitled to a payment as set forth in the Certificate of Designation. The Series D-1 Preferred is convertible into such number of shares of Common Stock equal to such number of shares of Series D-1 Preferred being converted divided by the stated value. Each share of Series D-1 Preferred entitles the holder to vote on all matters voted on by holders of Common Stock as a single class. With respect to any such vote, each share of Series D-1 Preferred entitles the holder to cast such number of votes equal to the number of shares of Common Stock such share of Series D-1 Preferred is convertible into at such time, but not in excess of the conversion limitations set forth in the Series D-1 Preferred Certificate of Designation. The Series D-1 Preferred will be entitled to dividends to the extent declared by the Company. About MacroSolve, Inc. Tulsa, Okla.-based MacroSolve, Inc. (OTC BB: MCVE) -- http://www.macrosolve.com/-- is a technology and services company that develops mobile solutions for businesses and government. A mobile solution is typically the combination of mobile handheld devices, wireless connectivity, and software that streamlines business operations resulting in improved efficiencies and cost savings. The Company's balance sheet at Sept. 30, 2013, showed $1.49 million in total assets, $1.01 million in total liabilities and $476,842 in total stockholders' equity. Macrosolve, Inc., incurred a net loss of $1.77 million in 2012, a net loss of $2.53 million in 2011 and a net loss of $1.92 million in 2010. METRO AFFILIATES: Liquidation Plan Outline to be Heard on Apr 29 ---------------------------------------------------------------- The New York Southern District bankruptcy court will convene a hearing on April 29, 2014, at 11:00 a.m., to consider the adequacy of the Disclosure Statement for the Joint Chapter 11 Plan of Liquidation filed by Metro Affiliates, Inc. and its debtor affiliates. A substantial majority of the Debtors' assets have already been liquidated during the pendency of their Chapter 11 Cases and the Debtors have ceased operating their business of providing transportation services. Thus, the Plan provides for the liquidation of substantially all of the remaining property of the Debtors' Estates, which consists of (a) any and all Estate Causes of Action, (b) the Other GUC Escrow, (c) the Other Liquidating Trust Fund Escrow and (d) any and all remaining Unencumbered Assets, and the proceeds of each of items (a) to (d). The Plan embodies a global settlement among the Debtors, the Creditors Committee, Wells Fargo and Wayzata for a fair allocation of the Debtors' remaining assets. Wayzata holds a substantial majority of the Debtors' Notes. Among other things, the Settlement provides that proceeds of the Noteholders' Collateral will be used to pay certain administrative expenses. The Plan designates seven classes of claims and interests. General unsecured claims will be entitled to a pro rata recovery on available funds. Confirmation of the Plan will not discharge the Debtors from any of their debts which arose prior to the Petition Date, however, Confirmation will make the Plan binding upon the Debtors, their Creditors, Holders of Claims and Interests, the Liquidating Trust and other parties in interest regardless of whether they have accepted the Plan. The Plan is premised on the substantive consolidation of all of the Debtors with respect to the treatment of all Claims and Interests. The Plan documents were filed with the Court on March 31, 2014, with the Official Committee of Unsecured Creditors as plan proponent. Full-text copies of the Plan documents are available at: http://bankrupt.com/misc/METROAFFILIATES_PlanMar31.PDF http://bankrupt.com/misc/METROAFFILIATES_DSMar31.PDF About Metro Affiliates Staten Island, New York-based Metro Affiliates, Inc., and its subsidiaries sought protection under Chapter 11 of the Bankruptcy Code on Nov. 4, 2013 (Bankr. S.D.N.Y. Case No. 13-13591). The case is assigned to Judge Sean Lane. Lisa G. Beckerman, Esq., and Rachel Ehrlich Albanese, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York; and Scott L. Alberino, Esq., at Akin Gump Strauss Hauer & Feld LLP, in Washington, D.C., represent the Debtors. Silverman Shin & Byrne PLLC serves as special counsel. Rothschild Inc. serves as the Debtors' investment banker, while Kurtzman Carson Consultants LLC serves as their claims and noticing agent. Wells Fargo Bank, National Association, as agent for a consortium of DIP lenders, is represented by Jonathan N. Helfat, Esq., at Otterbourg, Steindler, Houston & Rosen, P.C., in New York. The Bank of New York Mellon as indenture trustee and collateral agent for prepetition noteholders, is represented by James Gadsden, Esq., at Carter, Ledyard & Milburn LLP, in New York. Certain Noteholders are represented by Kristopher M. Hansen, Esq., at Stroock & Stroock & Lavan LLP, in New York. The U.S. has appointed a three-member official committee of unsecured creditors represented by Farrell Fritz, P.C. PricewaterhouseCoopers LLP serves as the Committee's financial advisors. This is Metro Affiliates' third trip to Chapter 11. The Company, together with its subsidiaries, previously sought protection under Chapter 11 of the Bankruptcy Code on Aug. 16, 2002 (In re Metro Affiliates, Inc., Case No. 02-42560 (PCB), Bankr. S.D.N.Y.). A plan in the second Chapter 11 case was confirmed in September 2003. The first bankruptcy was in 1994. MICHAEL FOODS: S&P Puts 'B' CCR on CreditWatch Negative ------------------------------------------------------- Standard & Poor's Ratings Services said it placed its ratings, including its 'B' corporate credit rating, on Minnetonka, Minn.- based Michael Foods Group Inc. on CreditWatch with negative implications, meaning that S&P could lower or affirm the ratings following the completion of S&P's review. Michael Foods had reported debt of $1.5 billion outstanding as of Dec. 31, 2013. "Michael Foods' CreditWatch negative listing follows Post Holdings Inc.'s announcement of its plans to purchase Michael Foods Inc.," said Standard & Poor's credit analyst Chris Johnson. "We believe the transaction could weaken new parent company Post Holdings Inc.'s credit protection measures and we estimate the two companies' consolidated pro forma leverage could be near 7x," he added. S&P will resolve the CreditWatch listing following its review of the financial and business risk impact of the acquisition. Upon completion of S&P's review, it could lower or affirm the ratings on Michael Foods. MILESTONE SCIENTIFIC: Inks Investment Agreement with BP4 -------------------------------------------------------- Milestone Scientific Inc. and BP4 S.p.A., an Italian corporation controlled by Innovest S.p.A., entered into an investment agreement pursuant to which BP4 or designated affiliates would purchase 2,000,000 shares of the Company's common stock at $1.50 per share and 7,000 shares of the Company's Series A Convertible Preferred Stock at $1,000 per share, all subject to satisfaction of various closing conditions including a financing condition under which the Investment Agreement is null and void without liability for any purchaser unless $10 million has been raised and the transaction closed by May 15, 2014. The Series A Shares are convertible into common stock at $2.545 per share, or upon the expiration of five years at $1.50 per share if certain conditions are not met, both subject to various anti-dilution adjustments. Generally the Series A Shares vote together with the Common Stock as one class with the Series A Shares having a total number of votes equal to the number of shares of Common Stock into which they are then convertible at a conversion price of $2.545 per share. About Milestone Scientific Livingston, N.J.-based Milestone Scientific Inc. is engaged in pioneering proprietary, innovative, computer-controlled injection technologies and solutions for the medical and dental markets. Milestone Scientific reported net income of $1.46 million in 2013, as compared with a net loss of $870,306 in 2012. The Company's balance sheet at Dec. 31, 2013, showed $8.05 million in total assets, $2.53 million in total liabilities, all current, and $5.51 million in total stockholders' equity. As of Dec. 31, 2013, Milestone had cash and cash equivalents of $1,147,198 and a working capital of $2,344,135. Baker Tilly Virchow Krause, LLP, in New York, issued "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has suffered recurring losses from operations since inception, which raises substantial doubt about its ability to continue as a going concern. MOBILE MINI: S&P Raises CCR to 'BB'; Outlook Positive ----------------------------------------------------- Standard & Poor's Ratings Services said that it raised its corporate credit rating on Tempe, Ariz.-based portable storage units and mobile office units leasing company Mobile Mini Inc. to 'BB' from 'BB-'. The outlook is positive. At the same time, S&P raised its issue rating on the senior unsecured notes to 'BB-' from 'B+' (one notch below the corporate credit rating). The '5' recovery rating on this debt indicates S&P's expectation that lenders would receive a modest recovery (10%-30%) in the event of a payment default. "The rating on Mobile Mini reflects the cyclical markets the company operates in and its fairly narrow business segment," said Standard & Poor's credit analyst Michael Durand. "The rating also reflects the company's leading market position and relatively stable earnings and cash flow." S&P assess Mobile Mini's business risk profile as "fair," its financial risk profile as "significant," its liquidity as "strong," and its management as "fair," based on S&P's criteria. The outlook is positive. S&P expects the company to achieve a gradually improving financial profile from continued earnings growth, debt paydown, and modest capital spending and shareholder rewards. Over the long term, S&P expects Mobile Mini to benefit from improving market fundamentals. S&P could upgrade the company by one notch if its financial profile improves such that FFO to debt rises above 30% for a sustained period. S&P could revise the outlook to stable if the company's financial profile moderates, due to weaker-than-expected earnings growth or material shareholder rewards causing FFO to total debt to fall to the low-20% area for a sustained period. MOBILESMITH INC: Sells Add'l $300,000 Convertible Note ------------------------------------------------------ MobileSmith, Inc., On April 14, 2014, sold an additional convertible secured subordinated note due Nov. 14, 2016, in the principal amount of $300,000 to a current noteholder upon substantially the same terms and conditions as the Company's previously issued notes. The Company is obligated to pay interest on the New Note at an annualized rate of 8 percent payable in quarterly installments commencing July 14, 2014. As with the Existing Notes, the Company is not permitted to prepay the New Note without approval of the holders of at least a majority of the aggregate principal amount of the Notes then outstanding. The Company plans to use the proceeds to meet ongoing working capital and capital spending requirements. About MobileSmith Inc. MobileSmith, Inc. (formerly, Smart Online, Inc.) was incorporated in the State of Delaware in 1993. The Company changed its name to MobileSmith, Inc., effective July 1, 2013. The Company develops and markets software products and services tailored to users of mobile devices. The Company's flagship product is The MobileSmithTM Platform. The MobileSmithTM Platform is an innovative, patents pending mobile app development platform that enables organizations to rapidly create, deploy, and manage custom, native smartphone apps deliverable across iOS and Android mobile platforms. Cherry Bekaert LLP expressed substantial doubt about the Company's ability to continue as a going concern, citing that the Company has suffered recurring losses from operations and has a working capital deficiency as of Dec. 31, 2013. The Company reported a net loss of $27.53 million on $339,039 of total revenues in 2013, compared with a net loss of $4.4 million on $147,468 of total revenues in 2012. The Company's balance sheet at Dec. 31, 2013, showed $1.43 million in total assets, $30.22 million in total liabilities, and a stockholders' deficit of $28.79 million. MOMENTIVE PERFORMANCE: Obtained Waiver From ABL Lenders ------------------------------------------------------- Momentive Performance Materials Inc., disclosed that prior to filing for Chapter 11 bankruptcy protection, the Company on April 11, 2014, obtained a waiver, subject to certain conditions and exceptions, from the required lenders under its $270 million asset-based revolving loan facility, and on April 10, 2014, the Company obtained a waiver, subject to certain conditions and exceptions, from the required lenders under its $75 million revolving credit facility, in each case, in respect of certain events of default including: (i) PricewaterhouseCoopers LLP expressing in their opinion to the Company's consolidated financial statements included in its Annual Report on Form 10-K for the fiscal year ended Dec. 31, 2013, that there is substantial doubt about the Company's ability to continue as a going concern for the next 12 months, (ii) the Company's failure to furnish financial statements for the fiscal year ended Dec. 31, 2013 within the required time frame of 95 days from such fiscal year end, and (iii) the Company's filing for Chapter 11 bankruptcy protection, including cross-defaults resulting therefrom. The Waivers are: -- Waiver, dated as of April 11, 2014, with respect to the Asset-Based Revolving Credit Agreement, dated as of April 24, 2013, among Momentive Performance Materials Holdings Inc., Momentive Performance Materials Inc., Momentive Performance Materials USA Inc., as U.S. borrower, Momentive Performance Materials GmbH and Momentive Performance Materials Quartz GmbH, as German borrowers, Momentive Performance Materials Nova Scotia ULC, as Canadian borrower, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent for the lenders, and the other parties named therein. -- Waiver and Consent, dated April 10, 2014, among Momentive Performance Materials Holdings Inc., Momentive Performance Materials Inc., Momentive Performance Materials USA Inc., as U.S. borrower, Momentive Performance Materials GmbH, as German borrower, Momentive Performance Materials Nova Scotia ULC, as Canadian borrower, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent and collateral agent. The Company also said the filing of the Bankruptcy Petitions constitutes an event of default that accelerated the Company's obligations under these debt instruments: * Indenture, dated as of December 4, 2006, by and among the Company, certain subsidiaries thereof and Wells Fargo Bank, National Association, as trustee, with respect to an aggregate principal amount of approximately $382 million of 11-1/2% Senior Subordinated Notes due 2016 plus accrued and unpaid interest thereon; * Indenture, dated as of November 5, 2010, by and among the Company, certain subsidiaries thereof and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent, with respect to an aggregate principal amount of approximately $1,161 million of 9% Second-Priority Springing Lien Notes due 2021 plus accrued and unpaid interest thereon and an aggregate principal amount of approximately $183 million of 9-1/2% Second-Priority Springing Lien Notes due 2021 plus accrued and unpaid interest thereon; * Indenture, dated as of May 25, 2012, by and among the Company, certain subsidiaries thereof and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent, with respect to an aggregate principal amount of approximately $250 million of 10% Senior Secured Notes due 2020 plus accrued and unpaid interest thereon; and * Indenture, dated as of October 25, 2012, by and among MPM Escrow LLC and MPM Finance Escrow Corp., MPM TopCo LLC and The Bank of New York Mellon Trust Company, N.A., as trustee, with respect to an aggregate principal amount of approximately $1,100 million of 8.875% First-Priority Senior Secured Notes due 2020 plus accrued and unpaid interest thereon. The Debt Instruments provide that as a result of the Bankruptcy Petition the principal and interest due thereunder shall be immediately due and payable. Any efforts to enforce such payment obligations under the Debt Instruments are automatically stayed as a result of the Bankruptcy Petition and the creditors' rights of enforcement in respect of the Debt Instruments are subject to the applicable provisions of the Bankruptcy Code. MOTORCAR PARTS: Authorized Common Stock Hiked to 50 Million ----------------------------------------------------------- Motorcar Parts of America, Inc., amended its Certificate of Incorporation to increase the number of authorized shares of the Company's common stock from 20,000,000 to 50,000,000. The Amendment was approved and filed of record by the New York Department of State on April 14, 2014. About Motorcar Parts Torrance, California-based Motorcar Parts of America, Inc. (Nasdaq: MPAA) is a remanufacturer of alternators and starters utilized in imported and domestic passenger vehicles, light trucks and heavy duty applications. Motorcar Parts of America's products are sold to automotive retail outlets and the professional repair market throughout the United States and Canada, with remanufacturing facilities located in California, Mexico and Malaysia, and administrative offices located in California, Tennessee, Mexico, Singapore and Malaysia. The Company reported a net loss of $91.5 million on $406.3 million of sales in fiscal 2013, compared to a net loss of $48.5 million on $363.7 million of sales in fiscal 2012. As of Dec. 31, 2013, the Company had $297.34 million in total assets, $191.90 million in total liabilities and $105.43 million in total shareholders' equity. In their report on the consolidated financial statements for the year ended March 31, 2013, Ernst & Young LLP, in Los Angeles, California, noted that the Company's wholly owned subsidiary Fenwick Automotive Products Limited has recurring operating losses since the date of acquisition and has a working capital and an equity deficiency. "In addition, Fenco has not complied with certain covenants of its loan agreements with its bank. These conditions relating to Fenco coupled with the significance of Fenco to the Consolidated Companies, raise substantial doubt about the Consolidated Companies' ability to continue as a going concern." MT. GOX: Tokyo Court Rejects Rehabilitation Bid ----------------------------------------------- MtGox Co., Ltd, said the Tokyo District Court on April 16 decided to dismiss the company's application for commencement of a civil rehabilitation and at the same time issued an order for Provisional Administration. "MtGox, applied on Feb. 28, 2014 for commencement of a civil rehabilitation procedure at the Tokyo District Court. During the following 1 month and a half, an investigation has proceeded with regard to the past factual elements related to the disappearance of bitcoins and missing funds which were the cause of said application, but it is expected that said investigation will still require some time and at this time, there are no prospects for the restart of the business. Further, MtGox Co., Ltd. is continuing the negotiations with sponsor candidates but the concrete selection process has not yet started," the company said in a statement. "Taking into account this situation and the fact that the drafting of a rehabilitation plan and its adoption or approval appear difficult, after consultation with the Court and the Supervisor on the continuation of the procedure, the Tokyo District Court decided today [April 16] to dismiss the application for commencement of a civil rehabilitation and at the same time, an order for Provisional Administration was issued and Attorney-at- law Nobuaki Kobayashi (Supervisor and Examiner under the Civil Rehabilitation Procedure) was appointed Provisional Administrator. "The dismissal of the application for commencement of a civil rehabilitation procedure will create great inconvenience and concerns to our creditors for which we apologize. "MtGox Co., Ltd. intends to fully cooperate with the Provisional Administrator including by handing over to the Provisional Administrator current negotiations with sponsor candidates to maximize the distribution to all creditors following a transfer of the business to a sponsor." About Mt. Gox Bitcoin exchange MtGox Co., Ltd., filed a petition under Chapter 15 of the U.S. Bankruptcy Code on March 9, 2014, days after the company sought bankruptcy protection in Japan. The bankruptcy in Japan came after the bitcoin exchange lost 850,000 bitcoins valued at about $475 million "disappeared." The Japanese bitcoin exchange that halted trading in February 2014. It filed for bankruptcy protection in the U.S. to prevent customers from targeting the cash it holds in U.S. bank accounts. The Chapter 15 case is In re MtGox Co., Ltd., Case No. 14-31229 (Bankr. N.D. Tex.). The Chapter 15 Petitioner is Robert Marie Mark Karpeles, the company's chief executive officer. Mr. Karpeles is represented by John E. Mitchell, Esq., and David William Parham, Esq., at BAKER & MCCKENZIE LLP, in Dallas, Texas. The company said it has estimated assets of $10 million to $50 million and debts of $50 million to $100 million. MT. GOX: U.S. Investor Says Creditors Support Buyout ---------------------------------------------------- Takashi Mochizuki, writing for The Wall Street Journal, reported that creditors who owned more than 70% of the bitcoins lost by Mt. Gox have agreed to support efforts by a group of U.S. investors to acquire and revive the collapsed bitcoin exchange, rather than have it liquidated by a Japanese court, according to John Betts, one of those investors. Mr. Betts is with Sunlot Holdings, an investor group that had been trying to buy Mt. Gox since January 2013, according to the report. It is now offering a token payment of one bitcoin, worth about $500, to buy the exchange, according to people with knowledge of the matter. An acquisition would have to be approved by a Japanese bankruptcy court, the report related. Mt. Gox had been seeking a court-led rehabilitation, but faced with mounting issues, including lack of a court-approved restart plan, it gave up and said that Tokyo District Court had granted its request to abandon the rehabilitation efforts. It said it expected to be liquidated. According to three people close to the matter, Sunlot, which is led by bitcoin entrepreneur Brock Pierce and includes venture capitalists Matthew Roszak and William Quigley, has agreed to buy a 12% stake in Mt. Gox from founder Jed McCaleb, the report further related. It wasn't clear what the price would be for that stake. The remaining 88% of the exchange is owned by Chief Executive Mark Karpeles. In an April 9 letter to the bankruptcy court signed by Mr. Karpeles and reviewed by The Wall Street Journal, the Mt. Gox CEO requested that the court approve the takeover by the consortium, the report said. The court didn't approve the offer, finding the restart plan unrealistic, according to people familiar with the matter. About Mt. Gox Bitcoin exchange MtGox Co., Ltd., filed a petition under Chapter 15 of the U.S. Bankruptcy Code on March 9, 2014, days after the company sought bankruptcy protection in Japan. The bankruptcy in Japan came after the bitcoin exchange lost 850,000 bitcoins valued at about $475 million "disappeared." The Japanese bitcoin exchange halted trading in February 2014. It filed for bankruptcy protection in the U.S. to prevent customers from targeting the cash it holds in U.S. bank accounts. The Chapter 15 case is In re MtGox Co., Ltd., Case No. 14-31229 (Bankr. N.D. Tex.). The Chapter 15 Petitioner is Robert Marie Mark Karpeles, the company's chief executive officer. Mr. Karpeles is represented by John E. Mitchell, Esq., and David William Parham, Esq., at BAKER & MCCKENZIE LLP, in Dallas, Texas. The company said it has estimated assets of $10 million to $50 million and debts of $50 million to $100 million. NORTEL NETWORKS: Ex-Workers in Canada Seek to File Claims --------------------------------------------------------- The U.S. Bankruptcy Court will convene a hearing today, April 22, 2014, at 10:00 a.m., to consider the request of an ad hoc committee of Nortel Networks employees in Canada who were terminated prior to the bankruptcy, for entry of an order allowing claims to be filed after the claims filing deadline. The matter was originally scheduled for a hearing on Feb. 19, 2013, but was adjourned to provide the Debtors and the Unsecured Creditors Committee with an opportunity to take discovery. The Debtors engaged in extensive discovery from each and every member of the Ad Hoc Committee culminating in depositions of 14 members of the Ad Hoc Committee hand-selected by the Debtors. The depositions were completed on Feb. 14, 2014, and the deposition transcripts have just been read by the deponents. On Feb. 1, 2013, the Ad Hoc Committee, by and through their counsel, Rachel B. Mersky, Esq. at Monzack Mersky McLaughlin and Browder, P.A, requested for leave to file proofs of claim for termination benefits after the expiration of the bar date. The Debtors objected to the motion and asserted the necessity of discovery to explore the claims asserted in the motion. The parties entered into multiple stipulations to allow the Debtors to complete extensive discovery from each individual member of the Ad Hoc Committee. The Ad Hoc Committee explained that the Debtors' failure to provide actual notice requires allowance of the Ad Hoc Committee members to file claims after the bar date. About Nortel Networks Headquartered in Ontario, Canada, Nortel Networks Corporation and its various affiliated entities provided next-generation technologies, for both service provider and enterprise networks, support multimedia and business-critical applications. Nortel did business in more than 150 countries around the world. Nortel Networks Limited was the principal direct operating subsidiary of Nortel Networks Corporation. On Jan. 14, 2009, Nortel Networks Inc.'s ultimate corporate parent Nortel Networks Corporation, NNI's direct corporate parent Nortel Networks Limited and certain of their Canadian affiliates commenced a proceeding with the Ontario Superior Court of Justice under the Companies' Creditors Arrangement Act (Canada) seeking relief from their creditors. Ernst & Young was appointed to serve as monitor and foreign representative of the Canadian Nortel Group. That same day, the Monitor sought recognition of the CCAA Proceedings in U.S. Bankruptcy Court (Bankr. D. Del. Case No. 09-10164) under Chapter 15 of the U.S. Bankruptcy Code. That same day, NNI and certain of its affiliated U.S. entities filed voluntary petitions for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 09-10138). In addition, the High Court of England and Wales placed 19 of NNI's European affiliates into administration under the control of individuals from Ernst & Young LLP. Other Nortel affiliates have commenced and in the future may commence additional creditor protection, insolvency and dissolution proceedings around the world. On May 28, 2009, at the request of administrators, the Commercial Court of Versailles, France, ordered the commencement of secondary proceedings in respect of Nortel Networks S.A. On June 8, 2009, Nortel Networks UK Limited filed petitions in U.S. Bankruptcy Court for recognition of the English Proceedings as foreign main proceedings under Chapter 15. U.S. Bankruptcy Judge Kevin Gross presides over the Chapter 11 and 15 cases. Mary Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as Chapter 15 petitioner's counsel. In the Chapter 11 case, James L. Bromley, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as the U.S. Debtors' general bankruptcy counsel; Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware counsel. The Chapter 11 Debtors' other professionals are Lazard Freres & Co. LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims and notice agent. The United States Trustee appointed an Official Committee of Unsecured Creditors in respect of the U.S. Debtors. An ad hoc group of bondholders also was organized. Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York, and Christopher M. Samis, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, represent the Official Committee of Unsecured Creditors. An Official Committee of Retired Employees and the Official Committee of Long-Term Disability Participants tapped Alvarez & Marsal Healthcare Industry Group as financial advisor. The Retiree Committee is represented by McCarter & English LLP as Delaware counsel, and Togut Segal & Segal serves as the Retiree Committee. The Committee retained Alvarez & Marsal Healthcare Industry Group as financial advisor, and Kurtzman Carson Consultants LLC as its communications agent. Several entities, particularly, Nortel Government Solutions Incorporated and Nortel Networks (CALA) Inc., have material operations and are not part of the bankruptcy proceedings. As of Sept. 30, 2008, Nortel Networks Corp. reported consolidated assets of $11.6 billion and consolidated liabilities of $11.8 billion. The Nortel Companies' U.S. businesses are primarily conducted through Nortel Networks Inc., which is the parent of majority of the U.S. Nortel Companies. As of Sept. 30, 2008, NNI had assets of about $9 billion and liabilities of $3.2 billion, which do not include NNI's guarantee of some or all of the Nortel Companies' about $4.2 billion of unsecured public debt. Since the commencement of the various insolvency proceedings, Nortel has sold its business units and other assets to various purchasers. Nortel has collected roughly $9 billion for distribution to creditors. Of the total, $4.5 billion came from the sale of Nortel's patent portfolio to Rockstar Bidco, a consortium consisting of Apple Inc., EMC Corporation, Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In Motion Limited, and Sony Corporation. The consortium defeated a $900 million stalking horse bid by Google Inc. at an auction. The deal closed in July 2011. Nortel has filed a proposed plan of liquidation in the U.S. Bankruptcy Court. The Plan generally provides for full payment on secured claims with other distributions going in accordance with the priorities in bankruptcy law. Judge Gross and the court in Canada scheduled trials in 2014 on how to divide proceeds among creditors in the U.S., Canada, and Europe. OCEAN 4660: Files Plan Following Assets Sale -------------------------------------------- Maria Yip, the Chapter 11 trustee for Ocean 4660, LLC, filed a Chapter 11 exit plan that proposes to pay off secured and unsecured creditors from available cash in accordance with the priorities set forth under the Bankruptcy Code. The Debtor's Estate was primarily comprised of real property located at 4660 N. Ocean Drive, Lauderdale-by-the-Sea, Florida 33308. The Debtor owned and operated a hotel on the beachfront property. The hotel featured a beach-front location, two five- story interior corridor buildings, 147 guest rooms, a beach front tike bar and grill, a large adjourning restaurant and commercial kitchen. In addition, the Debtor's estate consisted of a sublease of the adjacent parking lot running through the year 2055. The bankruptcy court in December 2013 entered an order approving the sale of substantially all assets to a third party bidder at auction for $17,000,000. The remaining sale proceeds total $3,600,000, which sum provides the means for implementing the Plan. A copy of the Plan is available for free at: http://bankrupt.com/misc/Ocean_4660_Chapter11_Plan.pdf About Ocean 4660 Ocean 4660, LLC filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 13-23165) in its hometown on June 2, 2013. Rick Barreca signed the petition as chief restructuring officer. The Company disclosed $15,762,871 in assets and $16,587,678 in liabilities as of the Chapter 11 filing. Judge John K. Olson presides over the case. The Debtor tapped RKJ Hotel Management, LLC, as hotel manager and RKJ's Rick Barreca as the CRO. The Debtor tapped Genovese Joblove & Battista, P.A. as counsel. Irreconcilable differences prompted the firm to withdraw as counsel in July 2013. The Court approved the appointment of Maria Yip, of Coral Gables, Florida, as Chapter 11 trustee. Drew M. Dillworth, Esq., at the law firm of Stearns Weaver Miller Weissler Alhadeff & Sitterson, P.A. serves as his counsel. Kerry-Ann Rin, CPA, and the consulting firm of Yip Associates serve as financial advisor, and accountant. The U.S. Trustee has not appointed an official committee of unsecured creditors. OPTIM ENERGY: Walnut Creek Seeks to Prosecute Claims v. Cascade --------------------------------------------------------------- Walnut Creek Mining Company asks the Bankruptcy Court for authorization to commence and prosecute certain claims on behalf of Optim Energy, LLC, et al., against Cascade Investment, L.L.C. and ECJV Holdings, LLC. Walnut Creek, largest non-insider creditor, said that the action arises out of an equity investment strategically designed by the defendants to benefit themselves to the detriment of the Debtors' unsecured creditors. Walnut Creek has undertaken an investigation of the defendant's liens and claims. As a result of the investigation, it is apparent that the Debtors' estates have valid causes of action against the defendants, and Walnut Creek is prepared to prosecute those claims on behalf of the Debtors' assets. According to Walnut Creek, successful prosecution of claims would result in the recharacterization and subordination of over $700 million in allegedly secured claims owed to the defendants, well as affirmative recovery on the tort claims. Walnut Creek proposed a hearing on May 5, 2014, at 9:00 a.m., to consider the matter. Objections, if any, are due April 28, at 4:00 p.m. Stipulation Approved Meanwhile, the Bankruptcy Court has approved a stipulation resolving Walnut Creek's motion for adequate assurance of performance and suspension of performance until adequate assurance are received. On Feb. 17, 2014, Walnut Creek, the largest non-insider creditor of the Debtors, asked the Court to compel Optim Energy to provide adequate assurance. The Debtors own and operate three power plants in eastern Texas -- the Twin Oaks Plant, the Altura Cogen Plant and the Cedar Bayou Plant. Pursuant to a fuel supply agreement, Walnut Creek, among other things, delivers and sells to Optim Energy Twin Oaks GP, LLC the lignite produces at the Walnut Creek mine, which Twin Oaks, in turn utilizes to generate power at the Twin Oaks Plant. The stipulation between the Debtors and Walnut Creek provides that, among other things: (1) Walnut Creek will continue to perform its obligations under the fuel supply agreement without interruption in the ordinary course of business; (2) invoicing for lignite deliveries in response to, and in compliance with, Twin Oaks' orders after the Petition Date will be based upon two-week periods: (a) deliveries during the first day until the 15th day of the relevant calendar months; and (b) deliveries during the 16th day until the last day of the relevant calendar month. A copy of the stipulation is available for free at: http://bankrupt.com/misc/OPTIMENERGY_AA_order.pdf Cascade Investment, L.L.C. and ECJV Holdings, LLC had objected to Walnut Creek's motion stating that Walnut Creek's request for adequate assurance of future performance, or alternatively, the right to unilaterally suspend performance under the fuel supply agreement is an improper attempt to circumvent Section 365 of the Bankruptcy Code and inappropriately improve its position as a result of the Debtors' bankruptcy filing. Cascade and ECJV said they filed the objection to preserve their rights to object to the relief sought in the motion to the extent that the stipulation is not agreed upon or finalized prior to the hearing. Margaret Whiteman Greecher, Esq., at Young Conaway Stargatt & Taylor LLP, and P. Granfield, Esq., at Cleary Gottlieb Steen & Hamilton LLP represented Cascade and ECJV. In a separate filing, the Debtor entered into a stipulation amending the stipulation and protective order dated April 1, 2014. The stipulation, entered among the Debtors, Walnut Creek Mining Company, Cascade Investment, L.L.C., ECJV Holdings, LLC, PNM Resources, Inc. and Wells Fargo Bank, National Association, will govern the production, review and handling of materials produced by one Party to another Party in the bankruptcy case, including any service of document requests and otherwise as provided by the Federal Rules of Civil Procedure, the Federal Rules of Bankruptcy Procedure, and the Local Rules of the Court. The Parties agreed that the definition of "Producing Person" will include: Walnut Creek, Cascade, the Debtors, PNM Resources, Inc. and Wells Fargo Bank, National Association. Anthony W. Clark, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP represents Walnut Creek. About Optim Energy Optim Energy, LLC, and its affiliates are power plant owners principally engaged in the production of energy in Texas's deregulated energy market. Optim owns and operates three power plants in eastern Texas: the Twin Oaks plant in Robertson County, Texas, the Altura Cogen plant in Harris County, Texas and the Cedar Bayou plant in Chambers County, Texas. The Altura and Cear Bayou plants are fueled by natural gas, and the third is coal- fired. Optim Energy and its affiliates sought Chapter 11 protection from creditors (Bankr. D. Del. Lead Case No. 14-10262) on Feb. 12, 2014. Robert J. Dehney, Esq., at Morris, Nichols, Arsht & Tunnell LLP; and Kurt Mayr, Esq., at Bracewell and Giuliani LLP represent the Debtors as counsel. The Debtors have employed Protiviti Inc. as restructuring advisors; and Prime Clerk LLC as claims agent. Optim Energy, LLC scheduled $6,948,418 in assets and $716,561,450 in liabilities. Optim Energy Cedar Bayou 4, LLC, disclosed $183,694,097 in assets and $717,646,180 in liabilities as of the Chapter 11 filing. The Debtors have $713 million of outstanding principal indebtedness. On Feb. 27, 2014, Roberta A. DeAngelis, U.S. Trustee for Region 3, notified the Bankruptcy Court that she was unable to appoint an official committee of unsecured creditors in the Debtors' cases. The U.S. Trustee explained that there were insufficient responses to her communication/contact for service on the committee. OPTIM ENERGY: Wants to Continue Management Deal With CPV -------------------------------------------------------- Optim Energy LLC et al. seek authority from the Bankruptcy Court to file: i) un-redacted copies of the Competitive Power Ventures, Inc. management agreement and the CPV motion under seal; and ii) a redacted version of the CPV motion, and the redacted copy of the CPV Management Agreement included, in their current form on the docket, to redact confidential economic terms the disclosure of which is of concern to the Debtors and to CPV. According to the Debtors, public dissemination of the information could adversely affect the business of the Debtors and CPV by placing proprietary business information in the public domain. The Debtors said their executive management team is outsourced to CPV pursuant to a prepetition asset management agreement dated as of Oct. 31, 2011. CPV provides executive management, contract administration, accounting, treasury, regulatory compliance, and other services for the Power Plants. The Debtors intend to continue performance under a Prepetition Agreement with CPV regarding the outsourcing of management, nunc pro tunc to the Petition Date. Pursuant to the management agreement, CPV is paid additional fees for providing additional services to the Debtor-affiliate at these hourly rates: Sr. Vice President/Corporate Controller $325 Vice Presidents $244 Directors/Managers/Controller $191 Analysts/Accounts $108 Administrative $65 A copy of the management agreement is available at: http://bankrupt.com/misc/OPTIMENERGY_managementdeal.pdf About Optim Energy Optim Energy, LLC, and its affiliates are power plant owners principally engaged in the production of energy in Texas's deregulated energy market. Optim owns and operates three power plants in eastern Texas: the Twin Oaks plant in Robertson County, Texas, the Altura Cogen plant in Harris County, Texas and the Cedar Bayou plant in Chambers County, Texas. The Altura and Cear Bayou plants are fueled by natural gas, and the third is coal- fired. Optim Energy and its affiliates sought Chapter 11 protection from creditors (Bankr. D. Del. Lead Case No. 14-10262) on Feb. 12, 2014. Robert J. Dehney, Esq., at Morris, Nichols, Arsht & Tunnell LLP; and Kurt Mayr, Esq., at Bracewell and Giuliani LLP represent the Debtors as counsel. The Debtors have employed Protiviti Inc. as restructuring advisors; and Prime Clerk LLC as claims agent. Optim Energy, LLC scheduled $6,948,418 in assets and $716,561,450 in liabilities. Optim Energy Cedar Bayou 4, LLC, disclosed $183,694,097 in assets and $717,646,180 in liabilities as of the Chapter 11 filing. The Debtors have $713 million of outstanding principal indebtedness. On Feb. 27, 2014, Roberta A. DeAngelis, U.S. Trustee for Region 3, notified the Bankruptcy Court that she was unable to appoint an official committee of unsecured creditors in the Debtors' cases. The U.S. Trustee explained that there were insufficient responses to her communication/contact for service on the committee. OPTIM ENERGY: Morris Nichols Approved as Delaware Co-Counsel ------------------------------------------------------------ The Bankruptcy Court authorized Optim Energy, LLC, et al., to employ Morris, Nichols, Arsht & Tunnell LLP as Delaware bankruptcy co-counsel. The Debtors related that by separate order, the Court approved the employment of Bracewell & Giuliani LLP as bankruptcy counsel. Morris Nichols as Delaware bankruptcy co-counsel, however, is necessary and will allow them to operate effectively given Morris Nichols's specialized knowledge of bankruptcy laws and procedures in Delaware. Morris Nichols has discussed with B&G a division of responsibilities so as to minimize duplication of services on behalf of the Debtors. Robert J. Dehney, a partner at Morris Nichols, told the Court that the hourly rates of the firm's personnel are: Partners $540 - $925 Associates and Special Counsel $295 - $510 Paraprofessionals $230 - $290 Case Clerks $145 Mr. Dehney added that Morris Nichols received payments as an advance fee for services to be rendered and expenses to be incurred. Morris Nichols applied certain amounts against the advance fee. Accordingly, Morris Nichols currently holds a balance of $80,345. Mr. Dehney assures the Court that Morris Nichols is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Optim Energy Optim Energy, LLC, and its affiliates are power plant owners principally engaged in the production of energy in Texas's deregulated energy market. Optim owns and operates three power plants in eastern Texas: the Twin Oaks plant in Robertson County, Texas, the Altura Cogen plant in Harris County, Texas and the Cedar Bayou plant in Chambers County, Texas. The Altura and Cear Bayou plants are fueled by natural gas, and the third is coal- fired. Optim Energy and its affiliates sought Chapter 11 protection from creditors (Bankr. D. Del. Lead Case No. 14-10262) on Feb. 12, 2014. The Debtors have tapped Bracewell & Giuliani LLP and Morris, Nichols, Arsht & Tunnell LLP as attorneys; Protiviti Inc. as restructuring advisors; and Prime Clerk LLC as claims agent. Optim Energy, LLC scheduled $6,948,418 in assets and $716,561,450 in liabilities. Optim Energy Cedar Bayou 4, LLC, disclosed $183,694,097 in assets and $717,646,180 in liabilities as of the Chapter 11 filing. The Debtors have $713 million of outstanding principal indebtedness. On Feb. 27, 2014, Roberta A. DeAngelis, U.S. Trustee for Region 3, notified the Bankruptcy Court that she was unable to appoint an official committee of unsecured creditors in the Debtors' cases. The U.S. Trustee explained that there were insufficient responses to her communication/contact for service on the committee. OPTIM ENERGY: Prime Clerk Approved as Administrative Agent ---------------------------------------------------------- Bankruptcy Judge Brendan L. Shannon authorized Optim Energy, LLC, et al., to employ Prime Clerk LLC as administrative agent. Prime Clerk was previously approved to perform certain claims and noticing functions for the Debtors. As administrative agent, Prime Clerk will: a. assist with, among other things, solicitation, balloting and tabulation and calculation of votes for purposes of plan voting; b. prepare any appropriate reports, exhibits and schedules of information; and c. prepare an official ballot certification and, if necessary, testify in support of the ballot tabulation results. Michael J. Frishberg, co-president and chief operating officer of Prime Clerk assures the Court that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Optim Energy Optim Energy, LLC, and its affiliates are power plant owners principally engaged in the production of energy in Texas's deregulated energy market. Optim owns and operates three power plants in eastern Texas: the Twin Oaks plant in Robertson County, Texas, the Altura Cogen plant in Harris County, Texas and the Cedar Bayou plant in Chambers County, Texas. The Altura and Cear Bayou plants are fueled by natural gas, and the third is coal- fired. Optim Energy and its affiliates sought Chapter 11 protection from creditors (Bankr. D. Del. Lead Case No. 14-10262) on Feb. 12, 2014. The Debtors have tapped Bracewell & Giuliani LLP and Morris, Nichols, Arsht & Tunnell LLP as attorneys; Protiviti Inc. as restructuring advisors; and Prime Clerk LLC as claims agent. Optim Energy, LLC scheduled $6,948,418 in assets and $716,561,450 in liabilities. Optim Energy Cedar Bayou 4, LLC, disclosed $183,694,097 in assets and $717,646,180 in liabilities as of the Chapter 11 filing. The Debtors have $713 million of outstanding principal indebtedness. The U.S. Trustee was unable to appoint a creditors committee in the Debtors' cases. On Feb. 27, 2014, Roberta A. DeAngelis, U.S. Trustee for Region 3, notified the Bankruptcy Court that she was unable to appoint an official committee of unsecured creditors in the Debtors' cases. The U.S. Trustee explained that there were insufficient responses to her communication/contact for service on the committee. ORCKIT COMMUNICATIONS: Extraordinary Meeting Set on May 14 ---------------------------------------------------------- The District Court of Tel Aviv has approved Orckit Communications Ltd.'s request to convene meetings of its creditors and shareholders to consider a proposed arrangement among the Company and its wholly-owned subsidiary Orckit Corrigent Ltd., on the one hand, and its Series A note holders, Series B note holders and certain other creditors, on the other hand, pursuant to Section 350 of the Israeli Companies Law. An Extraordinary General Meeting of Shareholders will be held on Wednesday, May 14, 2014, at 2:00 p.m. (Israel time), at the offices of the Company, 126 Yigal Allon Street, Tel Aviv, Israel. The record date for the meeting is April 22, 2014. A proxy statement describing the matters on the agenda and a proxy card for use by shareholders that cannot attend the meeting in person will be sent by mail to the Company's shareholders that hold shares registered with the American Stock Transfer & Trust Company, including shares held via DTC members. The agenda of the meeting is the approval of the aforesaid arrangement and related matters, including an amendment to the Company's articles of association. The proposal requires the affirmative approval of a majority by number of the shareholders voting their shares, in person or by proxy, and holding at least 75 percent of the shares voting on the matter. The quorum for the meeting is the presence, in person, by proxy or by written ballot, of at least two shareholders holding at least 25 percent of the Company's outstanding Ordinary Shares. If a quorum is not present, the meeting will be adjourned to such day and at such time and place as the Chairman may determine with the consent of the holders of a majority of the Ordinary Shares represented at the meeting in person, by proxy or by written ballot, and voting on the question of adjournment. The Company expects the adjourned meeting, if applicable, to be scheduled for May 15, 2014, at 2:00 p.m. (Israel time), at the offices of the Company's company. At an adjourned meeting, any two shareholders present in person, by proxy or by written ballot, will constitute a quorum. The creditor meeting was scheduled for May 4, 2014, at 2:00 p.m. (Israel time). Representatives of the Company and the note holders have reached an agreement in principle regarding the proposed creditor arrangement, but the definitive terms and provisions of the proposed arrangement have not yet been finalized. There can be no assurance that a definitive agreement will be reached and approved by the creditors and the shareholders of the Company. Under applicable law, the arrangement also requires the approval of the Tel Aviv District Court and the Tel Aviv Stock Exchange. About Orckit Tel-Aviv, Israel-based Orckit Communications Ltd. (TASE: ORCT) engages in the design, development, manufacture and marketing of advanced telecom equipment to telecommunication service providers in metropolitan areas. The Company's products are transport telecommunication equipment targeting high capacity packetized metropolitan networks. Orckit disclosed a net loss of $6.46 million on $11.19 million of revenues for the year ended Dec. 31, 2012, as compared with a net loss of $17.38 million on $15.58 million of revenues for the year ended Dec. 31, 2011. The Company's balance sheet at Sept. 30, 2013, showed $12.44 million in total assets, $24.03 million in total liabilities and a $11.59 million total capital deficiency. Kesselman & Kesselman, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company has a capital deficiency, recurring losses, negative cash flows from operating activities and has significant future commitments to repay its convertible subordinated notes. These facts raise substantial doubt as to the Company's ability to continue as a going concern. PACIFIC GAS: Pleads Not Guilty to Charges From San Bruno Explosion ------------------------------------------------------------------ Cassandra Sweet, writing for The Wall Street Journal, reported that PG&E Corp. pleaded not guilty to criminal charges that the company knowingly broke federal safety rules before a fatal natural gas pipeline explosion in San Bruno, Calif., in 2010. "While we don't believe any employee intentionally violated federal pipeline safety regulations, San Bruno was a tragic accident and we're accountable for that," PG&E said in a statement following the arraignment in federal court in San Francisco, the report related. Earlier this month, a federal grand jury issued a 12-count indictment accusing PG&E of "knowingly and willfully" failing to keep important pipeline records and not paying proper attention to parts of its aging natural gas pipelines, including the section that exploded, the report further related. If found guilty of all 12 felonies, PG&E could face nearly $3.5 million in statutory penalties, according to the report. The court also could impose an alternative fine based on any financial gain the company received as a result of the violation or on victims' losses, according to the U.S. Justice Department, which is prosecuting the case with the California Attorney General's office. The indictment alleges Pacific Gas & Electric Co. of knowingly violating the federal Pipeline Safety Act, which dates back to 1968, between 2003 and 2010, the report said. In the only previous criminal case brought under the act, Olympic Pipeline Co. and three of its employees pleaded guilty in 2002 to violating pipeline safety rules before a petroleum pipeline exploded in 1999, killing three people in Bellingham, Wash. About PG&E Corporation Headquartered in San Francisco, California, PG&E Corporation (NYSE:PCG) -- http://www.pgecorp.com/-- is an energy-based holding company. The company's operations include electric and gas distribution, natural gas and electric transmission, and electric generation. It is the parent company of Pacific Gas and Electric Company. Pacific Gas filed for Chapter 11 protection on April 6, 2001 (Bankr. N.D. Calif. Case No. 01-30923). James L. Lopes, Esq., William J. Lafferty, Esq., and Jeffrey L. Schaffer, Esq., at Howard, Rice, Nemerovski, Canady, Falk & Rabkin represent the Debtors in their restructuring efforts. On June 30, 2001, the Company listed $23,216,000,000 in assets and $22,152,000,000 in debts. Pacific Gas emerged from chapter 11 protection April 12, 2004, paying all creditors 100 cents-on-the-dollar plus postpetition interest. PHIBRO ANIMAL: S&P Raises CCR to 'B+' & Removes Rating from Watch ----------------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on Phibro Animal Health Corp. to 'B+' from 'B' and removed it from CreditWatch with positive implications, where S&P placed it on March 11, 2014. The outlook is stable. "We upgraded the company because it has completed an IPO and we expect the company to use the proceeds to reduce leverage," said credit analyst Tulip Lim. "We are also revising our financial risk profile to "significant" from "aggressive", reflecting pro forma adjusted leverage of 3.6x at Dec. 31, 2013." The outlook is stable and reflects S&P's expectation that revenue will grow at a low- to mid-single-digit pace, but that margins will continue to expand. It also reflects S&P's expectation that leverage will decline because of EBITDA growth but remain above 3x over the near-term. Upside scenario S&P could raise the rating if operating performance continues to improve and it become convinced that leverage will decline and remain below 3x. This could occur if revenue grows at a high- single-digit pace and margins improve by more than 150 bps. Downside scenario S&P could lower the rating if operating weakness causes leverage to rise above 4x. This could be caused by a low-single-digit decline in revenue and a 100-bp or more decline in EBITDA margin. PLATFORM SPECIALTY: S&P Puts 'B+' CCR on CreditWatch Positive ------------------------------------------------------------- Standard & Poor's Ratings Services placed its ratings, including the 'B+' corporate credit rating, on Miami-based Platform Specialty Products Corp. on CreditWatch with positive implications, meaning S&P could raise or affirm the ratings upon completion of our review. "The CreditWatch placement follows the announcement that Platform has entered into a definitive agreement to acquire CAS From Chemtura Corp. for about $1 billion," said Standard & Poor's credit analyst Seamus Ryan. S&P expects the transaction to close in the second half of 2014. S&P will resolve the CreditWatch placement based on its view of the combined company's financial risk profile after the company determines its permanent financing plan, as well as S&P's view of the company's business risk profile after the close of this large acquisition. The ratings on Platform reflect S&P's expectations that the company's continued focus on new product development and ongoing cost-reduction efforts will support high, stable EBITDA margins and steady free cash flow generation, even with some end-market cyclicality. The company's financial profile has improved following its change in ownership but its growth strategy remains a risk factor. S&P characterizes Platform's business risk profile as "fair" and its financial risk profile as "aggressive". S&P's ratings also reflect a one-notch downward adjustment for comparable ratings analysis, based on its view of the risks associated with the company's somewhat uncertain strategy and short track record since the acquisition of MacDermid Inc. "We expect to resolve the CreditWatch placement once further details about the company's permanent financing plans are available, which should occur within the next 90 days, and after meeting with management to discuss the company's further growth plans. Based on the likely reassessment of our business risk profile, we could raise the ratings modestly if we expect the company's financing plan to result in pro forma debt to EBITDA below 5.0x. Alternatively, we could affirm the ratings if we expect the company's financing plan or further growth investment to result in pro forma leverage increasing to 5x or more," S&P said. PLC SYSTEMS: Extends Third Closing Under 2011 Purchase Agreement ---------------------------------------------------------------- PLC Systems Inc. entered into an Amendment and Waiver to the Securities Purchase Agreement dated Feb. 22, 2011, by and between the Company and certain accredited investors, as amended, with certain Investors holding a majority of the outstanding debentures sold under the Purchase Agreement. Pursuant to the terms of the Amendment and Waiver, the Purchase Agreement was revised to extend the period in which a third closing for up to $750,000 can occur, to waive certain corporate milestones as conditions to that third closing and to waive any defaults under the Purchase Agreement. In connection with the Amendment and Waiver, the Company issued and sold to GCP IV LLC, and GCP purchased from the Company, (i) a 5 percent Senior Secured Convertible Debenture of the Company with a principal amount of $250,000, and (ii) a Common Stock Purchase Warrant to purchase up to 4,166,667 shares of the Company's common stock at an initial exercise price of $0.09 per share, for a total purchase price of $250,000. The Debenture bears interest at a rate of 5 percent per annum, payable quarterly, and matures on July 2, 2015. The Debenture is convertible, at GCP's option, at any time prior to repayment of the Debenture Amount into shares of Common Stock at an initial conversion price of $0.06 per share. The Conversion Price is adjustable for certain dilutive issuances, including issuances of securities at an effective price per share lower than the Conversion Price, rights offerings, mergers or sales of assets and certain other customary anti-dilution provisions. The Company's obligations under the Debenture and the Purchase Agreement are secured by all of the assets of the Company and its subsidiaries. The Debenture contains covenants restricting the Company and its subsidiaries from, among other things, incurring debt, granting liens, amending organizational documents, repurchasing or repaying other debt, paying cash dividends, and entering into transactions with affiliates. Following an event of default, the interest rate on the Debenture will increase to 16 percent per annum and, at the election of the holder, the Debenture Amount may be accelerated and payable at a price equal to the greater of (i) 130 percent of the principal amount outstanding and (ii) an amount equal to a price based on the trading price of the Common Stock multiplied by the number of Debenture Shares, plus, in each case, accrued interest. The Debenture may be redeemed at the option of the Company only in connection with a change of control of the Company or other fundamental transaction and subject to the satisfaction of certain other conditions including that the shares issuable upon conversion of the Debenture are freely tradable and that there is no event of default. The redemption price is the greater of (i) 130 percent of the Debenture Amount and (ii) an amount equal to a price based on the trading price of the Common Stock multiplied by the number of Debenture Shares, plus, in each case, accrued interest. In connection with the Amendment and Waiver, the Company also issued to GCP a five year Warrant to purchase 4,166,667 shares of Common Stock at an exercise price of $0.09 per share. The Warrant may be exercised on a cashless basis if there is no effective registration statement registering the Warrant Shares. The Exercise Price is adjustable for certain dilutive issuances, including issuances of securities at an effective price per share lower than the Exercise Price, rights offerings, mergers or sales of assets and certain other customary anti-dilution provisions. The Warrant provides that the Warrant may be purchased at the option of the Company only in connection with a change of control of the Company that is an all cash transaction. The purchase price upon that change of control will be 30 percent of the then effective Exercise Price multiplied by the number of Warrant Shares. About PLC Systems Milford, Massachusetts-based PLC Systems Inc. is a medical device company specializing in innovative technologies for the cardiac and vascular markets. The Company's key strategic growth initiative is its newest marketable product, RenalGuard(R). RenalGuard is designed to reduce the potentially toxic effects that contrast media can have on the kidneys when it is administered to patients during certain medical imaging procedures. PLC Systems reported net income of $3.49 million in 2013, as compared with a net loss of $8.38 million in 2012. As of Dec. 31, 2013, the Company had $1.55 million in total assets, $8.20 million in total liabilities and a $6.64 million total stockholders' deficit. McGladrey LLP, in Boston, Massachusetts, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has suffered recurring losses and negative cash flows from operations, which raises substantial doubt about its ability to continue as a going concern. POST HOLDINGS: S&P Puts 'B' CCR on CreditWatch Negative ------------------------------------------------------- Standard & Poor's Ratings Services placed its ratings, including its 'B' corporate credit rating, on St. Louis-based Post Holdings Inc. on CreditWatch with negative implications, meaning that S&P could lower or affirm the ratings following the completion of its review. Post's CreditWatch negative listing follows its announcement of its plans to purchase Michael Foods Group Inc. "We believe that the transaction could weaken Post's credit protection measures. We estimate that Post's pro forma leverage was roughly 7x (including 50% of preferred stock as debt) for its recent acquisitions and bond offering in March 2014," said credit analyst Bea Chiem. S&P will resolve the CreditWatch listings following its review of the financial and business risk impacts. Upon completion of S&P's review, the ratings for Post could remain unchanged or be lowered. S&P estimates Post currently has more than $2.6 billion of adjusted debt outstanding. PRINTPACK HOLDINGS: S&P Assigns 'B' CCR; Outlook Stable ------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B' corporate credit rating to Atlanta-based Printpack Holdings Inc. The outlook is stable. At the same time, based on preliminary terms and conditions, S&P assigned a 'B' issue rating (the same as the corporate credit rating) to Printpack Holdings' proposed $350 million senior secured term loan maturing in 2021. The recovery rating on this debt is '3', indicating S&P's expectation for meaningful (50% to 70%) recovery in the event of a payment default. The credit facility also includes a proposed $180 million asset-based revolving credit facility (unrated). Proceeds will be used to refinance existing debt and to partly fund the company's ongoing capital improvement project. "Our 'B' rating on Printpack Holdings Inc. has been derived from our anchor of 'b+', based on our assessments of a 'weak' business risk and 'aggressive' financial risk profile for the company," said Standard & Poor's credit analyst Liley Mehta. S&P has adjusted its initial rating outcome downward by one notch using a comparative ratings analysis. "Based on our base-case expectations, we believe Printpack's credit measures will be weaker than those of other companies we deem as having aggressive financial risk profiles, and improved earnings and credit measures are dependent on the timely completion of the capital improvement program. We expect the company to have negative free cash generation in fiscal 2014 (year ending June 30, 2014) and fiscal 2015, and face some implementation risk associated with the capital improvement project and related cost savings. All other modifiers are neutral for the rating," S&P said. The stable outlook reflects S&P's expectation that the company will improve earnings and cash from operations in fiscal 2015, and maintain both adequate liquidity and a financial policy consistent with the current ratings. S&P expects Standard & Poor's-adjusted debt to EBITDA of 4.5x to 5x and FFO to total adjusted debt that ranges between 12% to 15%, levels that S&P considers appropriate for the rating. S&P could lower the rating if earnings and cash flows are lower than it estimates either because the company's key customers fail to renew their contracts, or if Printpack is unable to achieve planned cost savings, such that Standard & Poor's-adjusted debt to EBITDA ratio is at and remains above 5x with no prospects for recovery. This could result from a decline in EBITDA margin of 100 basis points or more and a 2% or more decline in sales volume. Although unlikely in the near term, S&P could raise the rating if the company generates meaningful positive free cash and uses it to reduce debt, such that debt leverage improves to the low end of the aggressive range with adjusted debt to EBITDA ratio remaining in the 4x to 4.5x range on a sustainable basis. RADIAN GROUP: May 7 Conference Call Set to Discuss Q1 Results ------------------------------------------------------------- Radian Group Inc. on April 17 disclosed that it will hold a conference call on Wednesday, May 7, 2014, at 10:00 a.m. Eastern time to discuss the company?s first quarter 2014 results, which will be announced after the market closes on Tuesday, May 6, 2014. The conference call will be broadcast live over the Internet at http://www.radian.biz/page?name=Webcastsor at www.radian.biz The call may also be accessed by dialing 800.230.1096 inside the U.S., or 612.332.0226 for international callers, using passcode 324499 or by referencing Radian. A replay of the webcast will be available on the Radian website approximately two hours after the live broadcast ends for a period of one year. A replay of the conference call will be available approximately two and a half hours after the call ends for a period of two weeks, using the following dial-in numbers and passcode: 800-475-6701 inside the U.S., or 320-365-3844 for international callers, passcode 324499. In addition to the information provided in the company's earnings news release, other statistical and financial information, which is expected to be referred to during the conference call, will be available on Radian's website under Investors >Quarterly Results, or by clicking on http://www.radian.biz/page?name=QuarterlyResults About Radian Headquartered in Philadelphia, Radian Group Inc. -- http://www.radian.biz-- provides private mortgage insurance and related risk mitigation products and services to mortgage lenders nationwide through its principal operating subsidiary, Radian Guaranty Inc. These services help promote and preserve homeownership opportunities for homebuyers, while protecting lenders from default-related losses on residential first mortgages and facilitating the sale of low-downpayment mortgages in the secondary market. * * * As reported by the Troubled Company Reporter on March 4, 2013, Standard & Poor's Ratings Services said that it has affirmed all of its ratings on Radian Group Inc. At the same time, S&P revised the outlook to stable from negative. S&P also assigned its 'CCC+' senior unsecured debt rating to the company's proposed $350 million convertible senior notes. As reported by the Troubled Company Reporter on Oct. 17, 2012, Standard & Poor's Rating Services raised its long-term issuer credit ratings on Radian Group Inc. (RDN) to 'CCC+' from 'CCC-' and MGIC Investment Corp. (MTG) to 'CCC+' from 'CCC'. The financial strength ratings for both RDN's and MTG's respective operating companies are unchanged. The outlook on both companies is negative. "The outlook for each company is negative, reflecting the continuing risk of significant adverse reserve development; the current trajectory of operating performance; and the expected impact ongoing losses will have on their capital positions," S&P said in October 2012. "We expect operating performance to deteriorate for the rest of the year for both companies, reflecting the affect of normal adverse seasonality on new notices of delinquency and cure rates, and the lack of greater improvement in the job markets." REICHHOLD INDUSTRIES: S&P Lowers CCR to 'CCC'; Outlook Negative --------------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on Reichhold Industries Inc. by two notches, to 'CCC' from 'B-'. The outlook is negative. At the same time, S&P lowered its issue rating on the company's senior secured notes by two notches, to 'CCC-' from 'CCC+'. The recovery rating is unchanged at '5', indicating S&P's expectation of modest (10% to 30%) recovery in the event of a default. "The downgrade reflects the likelihood that continued weak operating performance will lead to negative cash flow and weakened liquidity in 2014," said Standard & Poor's credit analyst Seamus Ryan. In S&P's view, the company's financial commitments appear unsustainable over the next year, with expected debt to EBITDA approaching 15x and constrained liquidity potentially limiting the company's ability to make its November 2014 interest payment. The ratings on Durham, N.C.-based Reichhold reflect the company's "highly leveraged" financial risk profile and "vulnerable" business risk profile. The ratings also reflect S&P's assessment of the company's liquidity as "weak" and its expectation that the company will require meaningful positive developments to meet its financial commitments over the next year. The negative outlook reflects S&P's expectation that continued industry weakness and limited cost-structure flexibility will not allow Reichhold to greatly improve operating performance in 2014. S&P expects these problems to constrain liquidity and increase the risk of a default or debt restructuring in 2014. S&P could lower the ratings during the next few quarters if earnings and cash flows do not improve to the point that S&P believes Reichhold will be in a position to meet its financial commitments in 2014. S&P could also lower ratings if the company voluntarily restructures, exchanges, or repurchases its debt such that holders receive less than the original promise. S&P regards an upgrade as unlikely, given the company's existing capital structure. However, S&P could consider modestly higher ratings if improvements in operating performance led to a better liquidity position and an increased likelihood of Reichhold meeting its financial commitments over the next 12 month period. ROCKET SOFTWARE: S&P Lowers CCR to 'B' on Dividend Recap -------------------------------------------------------- Standard & Poor's Ratings Services said it lowered its corporate credit rating on Waltham, Mass.-based Rocket Software Inc. to 'B' from 'B+'. The outlook is stable. At the same time, S&P assigned a 'B+' issue-level rating to the company's proposed $550 million senior secured first-lien term loan due 2020 and $25 million revolving credit facility due 2019. The '2' recovery rating indicates S&P's expectation for substantial recovery (70% to 90%) in the event of payment default. S&P also assigned a 'B-' issue-level rating to the company's proposed $175 million second-lien term loan due 2021. The '5' recovery rating indicates S&P's expectation for modest recovery (10% to 30%) in the event of payment default. S&P will withdraw its ratings on Rocket's existing debt following the completion of the transaction. "The downgrade reflects our revision of Rocket's financial risk profile to 'highly leveraged' from 'aggressive' based on leverage that will increase to the low-6x area from 4x following the transaction," said Standard & Poor's credit analyst Christian Frank. The ratings also reflect the company's "fair" business risk, revised from "weak" based on its above-average profitability. Partially offsetting Rocket's high recurring revenue and good profitability are its niche position in the market for infrastructure software and the presence of larger and better funded competitors. The stable outlook reflects S&P's expectation that Rocket's revenue base will remain highly recurring and that profitability will remain stable. If competition from larger business rivals intensifies, leading to pricing pressure, or if the company increases costs for research and development, profitability could weaken. Also, the company could pursue debt-financed acquisitions. S&P could lower the rating if these scenarios result in leverage sustained above the mid-7x area. The possibility of an upgrade is limited by the company's private equity ownership structure that S&P believes will preclude sustained de-leveraging. SALESFORCE.COM INC: S&P Withdraws 'BB' Corporate Credit Rating -------------------------------------------------------------- Standard & Poor's Ratings Services said it withdrew its unsolicited ratings on Salesforce.com Inc., including the 'BB' corporate credit rating. "We withdrew our unsolicited ratings on Salesforce.com based on lack of investor interest," said Standard & Poor's credit analyst Phil Schrank. SANUWAVE HEALTH: Kevin Richardson Appointed Co-CEO -------------------------------------------------- The board of directors of SANUWAVE Health, Inc., appointed Kevin A. Richardson, II, to serve as co-chief executive officer and principal executive officer of the Company. Mr. Richardson has been Chairman of the board of directors of the Company since August 2005. Mr. Richardson, age 45, joined the Company as chairman of the board of directors in October of 2009 and joined SANUWAVE Inc. as chairman of the board of directors in August of 2005. Mr. Richardson has a broad array of financial knowledge for healthcare and other industries. Since 2004, Mr. Richardson has served as managing partner of Prides Capital LLC, an investment management firm. Mr. Richardson is also a member of the board of directors of As Seen On TV, Inc., a publicly traded company, and Pegasus Solutions, Inc., a travel technology company. There are no other arrangements or understandings between the Company and Mr. Richardson, except for Mr. Richardson's role as a director of the Company. There are no family relationships between Mr. Richardson and any executive officer or director of the Company. About SANUWAVE Health Alpharetta, Ga.-based SANUWAVE Health, Inc., is an emerging global regenerative medicine company focused on the development and commercialization of noninvasive, biological response activating devices for the repair and regeneration of tissue, musculoskeletal and vascular structures. SANUWAVE reported a net loss of $11.29 million on $800,029 of revenue for the year ended Dec. 31, 2013, as compared with a net loss of $6.40 million on $769,217 of revenue in 2012. The Company's balance sheet at Dec. 31, 2013, showed $1.58 million in total assets, $7.71 million in total liabilities and a $6.12 million total stockholders' deficit. BDO USA, LLP, in Atlanta, Georgia, did not issue a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors previously expressed substantial doubt about the Company's ability to continue as a going concern in their report 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, has a net working capital deficit, and is economically dependent upon future issuances of equity or other financing to fund ongoing operations, each of which raise substantial doubt about its ability to continue as a going concern. SBARRO LLC: No Quick Exit; Plan Hearing Adjourned Sine Die ---------------------------------------------------------- Sbarro LLC has pushed back the combined hearing to consider confirmation of the Debtors' prepackaged joint plan of reorganization and approval of the explanatory disclosure statement. The U.S. Bankruptcy Court originally set the Combined Hearing for April 25 at 10 a.m. Objections to the Plan documents were due April 17. According to a notice posted Thursday, the Confirmation Hearing has been adjourned and the Objection Deadline will be extended. The Debtors will file a subsequent notice to notify all parties in interest of the time and date of the rescheduled Confirmation Hearing and new Objection Deadline. The Proposed Chapter 11 Plan is a pre-packaged, pre-solicited chapter 11 plan that was negotiated without the input of trade creditors and landlords, the latter of whom will hold tens of millions of dollars in rejection damage claims on account of the Debtors' proposed rejection of at least 183 store leases. Unless a third party submits an indication of interest prior to the April 14, 2014 deadline, the Debtors will abandon the sale process and move forward with the debt-for-equity conversion of the First-Out Loan into substantially all of the equity of the reorganized Debtors through a $35 million "credit bid." The Plan provides no recovery to unsecured creditors other than holders of the fully undersecured Second-Out Loan claims. The Debtors assert that the Prepetition Secured Lenders, 98% of whom voted to accept the Chapter 11 Plan, are impaired under the plan. Accordingly, the Debtors have not solicited acceptances from unsecured creditors and will seek to confirm the Proposed Chapter 11 Plan via "cramdown" pursuant to section 1129(b) of the Bankruptcy Code. Pursuant to the Plan, the holders of the DIP Facility Loans will be deemed to have made exit loans to the Debtors on the Closing Date in an aggregate principal amount of $[20,618,556.70]. This aggregate amount represents a conversion of the $20m DIP loans (assuming these are fully drawn and not subject to repayments) as adjusted to reflect 3% OID. On April 8, the Bankruptcy Court approved Sbarro's Motion for Entry of an Order (A) Approving Procedures for Alternative Restructuring Transaction Proposals, (B) Scheduling Proposal Deadlines and an Auction, and (C) Approving the Form and Manner of Notice thereof. The bid procedures create an overbid aucton process whereby third parties can submit higher or otherwise better proposals than the Porposed Joint Prepackaged Chapter 11 Plan of Reorganization currently on file. The procedures contemplate that if no preliminary proposals providing for greater creditor recoveries are received by April 14, Sbarro may proceed to seek confirmation of the Prepackaged Plan without continuing the sale process. According to the bid procedures, if the Debtors receive competing qualified bids, they will conduct an auction May 21 at 10 a.m. at the New York offices of Kirkland & Ellis, their bankruptcy counsel. Through April 21, several entities have filed objections to Sbarro's April 7-dated notice of proposed assumption of exectory contracts or unexpired leases, and the proposed cure amounts to be paid with respect to those contracts or leases. These entities include: -- Farmore Realty, Inc.; -- Taubman Landlords; -- Jones Lang LaSalle Americas, Inc.; -- Union Station Investco, LLC; -- Rouse Properties Inc.; -- Aventura Mall Venture -- N. Wasserstrom & Sons Inc.; -- GGP Limited Partnership and Galleria Mall Investors LP; -- Simon Property Group Inc.; -- CBL & Associates Management Inc.; -- Starwood Retail Partners LLC, The Forbes Company, The Macerich Company; -- Glimcher Properties Limited Partnership, Glimcher Ashland Venture, LLC, PFP Columbus, LLC, Glimcher Westshore, LLC, and Watercress Associates, LP. On April 8, the Court issued an Order Authorizing and Approving Expedited Procedures for the Debtors to Reject Unexpired Leases. The Court has scheduled a hearing on the proposed assumption and cure on April 25. On April 7, the Debtors have filed supplements to the Plan, including: Exhibit A: Exit Facility Documentation Exhibit B: Assumed Executory Contract/Unexpired Lease List Exhibit C: Rejected Executory Contracts and Unexpired Lease List Exhibit D: Shareholders Agreement Exhibit E: Certificate of Incorporation Exhibit F: Bylaws Exhibit G: Members of the New Board Exhibit H: Transaction Steps to Establish New Franchising Entity A copy of the Plan Supplement is available at: http://bankrupt.com/misc/SbarroPlanSupplement.pdf About Sbarro Pizza chain Sbarro sought Chapter 11 bankruptcy protection together with several affiliated entities (Sbarro LLC, Bankr. S.D.N.Y. Lead Case No. 14-10557) on March 10, 2014, in Manhattan. Bankruptcy Judge Martin Glenn presides over the Debtors' cases. The bankruptcy filing came after Sbarro said in February it would 155 of the 400 restaurants it owns in North America. Bankruptcy Judge Martin Glenn presides over the 2014 case. Nicole Greenblatt, Esq., James H.M. Sprayregen, Esq., Edward O. Sassower, Esq., and David S. Meyer, Esq., at Kirkland & Ellis, LLP, represent Sbarro. Mark Hootnick, Brian Bacal, Gregory Doyle, and Roger Wood at Moelis & Company, serve as Sbarro's investment bankers. Loughlin Management serves as the financial advisors. Prime Clerk LLC serves as claims and noticing agent, and administrative advisor. Melville, N.Y.- based Sbarro LLC listed $175.4 million in total assets and $165.2 million in total liabilities. The petitions were signed by Stuart M. Steinberg, authorized individual. This is Sbarro's second bankruptcy filing in three years. The corporate entity was then known as Sbarro Inc., which, together with several affiliates, filed Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 11-11527) on April 4, 2011, in Manhattan. Sbarro Inc. disclosed $51,537,899 in assets and $460,975,646 in liabilities in the 2011 petition. Bankruptcy Judge Shelley C. Chapman presided over the 2011 case. In the 2011 case, Edward Sassower, Esq., and Nicole Greenblatt, Esq., at Kirkland & Ellis, LLP, served as the Debtors' general bankruptcy counsel; Rothschild, Inc., as investment banker and financial advisor; PriceWaterhouseCoopers LLP as bankruptcy consultants; Marotta Gund Budd & Dzera, LLC, as special financial advisor; Curtis, Mallet-Prevost, Colt & Mosle LLP as conflicts counsel; Epiq Bankruptcy Solutions, LLC, as claims agent; and Sard Verbinnen & Co as communications advisor. Sbarro Inc. emerged from Chapter 11 protection seven months later, in November 2011, after Judge Chapman confirmed a Plan of Reorganization that handed ownership of the company to the pre- bankruptcy first lien lenders. Under the terms of the Plan, Sbarro reduced debt by approximately 73%, or $295 million (from approximately $405 million to $110 million, plus any amounts funded under a new money term loan facility), by converting 100% of the outstanding amount of the $35 million post-petition debtor- in-possession financing into an equal amount of a newly issued $110 million senior secured exit term loan facility; and converting approximately $173 million in prepetition senior secured debt held by the Company's prepetition first lien lenders into the remaining exit term loan facility and 100% of the common equity of the reorganized company (subject to dilution by shares issued under a management equity plan); and eliminating all other outstanding debt. In January 2014, Standard & Poor's Ratings Services lowered Sbarro's corporate credit rating further into junk category -- to 'CCC-' from 'CCC+' -- with negative outlook; and The Wall Street Journal reported pizza chain enlisted restructuring lawyers at Kirkland & Ellis LLP and bankers at Moelis & Co. On March 5, 2014, the Debtors commenced solicitation of the Proposed Joint Prepackaged Chapter 11 Plan of Reorganization. The Plan received near unanimous support from the Debtors' prepetition secured lenders, with Holders of approximately 98% of the outstanding Prepetition Secured Lender Claims in dollar amount voting to accept the Plan. On March 26, 2014, the United States Trustee appointed an official committee of unsecured creditors, consisting of (i) Performance Food Group, Inc., (ii) PepsiCo Sales, Inc., (iii) GGP Limited Partnership, (iv) Simon Property Group, Inc., and (v) The Macerich Company. The Committee is represented by Jay R. Indyke, Esq., Cathy $R. Herschopf, Esq., Seth Van Aalten, Esq., and Alex Velinsky, Esq., at Cooley LLP. Mesirow Financing Consulting, LLC serves as its financial advisors. Counsel for the Prepetition Agent and DIP Agent is Milbank, Tweed, Hadley & McCloy LLP's Evan R. Fleck, Esq. SBARRO LLC: Committee's Challenge Against Lenders Due June 9 ------------------------------------------------------------ In the Chapter 11 cases of Sbarro LLC, the Bankruptcy Court has approved a stipulation and agreed order among the Debtors, the Official Committee of Unsecured Creditors appointed in these chapter 11 cases, and Cantor Fitzgerald Securities, in its capacities as Prepetition Agent and DIP Agent. On March 12, 2014, the Court entered the Interim Order (I) Authorizing the Debtors to Obtain Postpetition Financing and to Use Cash Collateral, (II) Granting Adequate Protection to Prepetition Secured Lenders, (III) Scheduling a Final Hearing, and (IV) Granting Related Relief, granting, on an interim basis, certain of the relief requested in the DIP Motion. The Lenders have committed to provide up to $20 million in postpetition secured financing. Pursuant to the proposed Final DIP Order, the Debtors have stipulated that the Prepetition Secured Lenders hold valid and enforceable claims in the aggregate amount of $148.2 million, which includes a $61.3 million claim for outstanding firstout term loans -- First-Out Loan -- and a $86.9 million claim for outstanding second-out term loans -- Second-Out Loan -- both of which are secured by substantially all of the Debtors' prepetition assets. By the proposed Final DIP Order, the Debtors seek authorization to grant the DIP Lenders/ Prepetition Secured Lenders new and adequate protection liens on, and superpriority claims to the proceeds of, substantially all of the Debtors? prepetition and postpetition assets. On April 7, 2014, the Committee filed an objection to the DIP financing motion. According to the Committee, having failed to adequately deleverage their balance sheet and right size their operations under the plan confirmed in the prior chapter 11 cases less than three years ago, the Prepetition Secured Lenders -- who are also the Debtors' equity owners -- now seek to utilize the chapter 11 process to achieve those goals without any regard for the treatment of unsecured creditors. The 2014 chapter 11 cases are riddled with concerns for unsecured creditors, many of which the Court noted at the March 12, 2014 first-day hearing in these cases. Taken individually and together, the DIP Motion and the proposed pre-packaged and pre-solicited joint chapter 11 plan set forth the Prepetition Secured Lenders' blueprint to convert their remaining prepetition debt into the new equity of the Debtors, while simultaneously attempting to: a) Provide no return to unsecured creditors, including landlords whose rejection damage claims will be tens of millions of dollars on account of the Debtors' proposed rejection of at least 183 store leases; b) Obtain new and adequate protection liens and security interests on, and superpriority claims to the proceeds of, previously unencumbered assets, including the Debtors' foreign intellectual property rights, the Debtors' leaseholds and the proceeds thereof and the Avoidance Actions; c) Submit a "credit bid" for all of the Debtors' assets, including the previously unencumbered assets, well in advance of the expiration of the Committee's lien investigation and challenge period; and d) Obtain non-debtor releases, including as against the Debtors' insiders, owners and lenders, thereby eliminating potentially valuable assets to unsecured creditors under any transaction scenario. In the Debtors' Liquidation Analysis, the Debtors value their "Franchise and Trademark" assets (i) at approximately $123 million on a going concern basis, representing more than 70% of the Debtors' total estimated enterprise value, and (ii) at between $18.8 million and $20.3 million on a liquidation basis, representing approximately 43% of the Debtors' total estimated liquidation value. The Debtors' valuation of their "Franchise and Trademark" assets does not include separate values for the Debtors' domestic and foreign intellectual property assets. However, the Debtors have represented that their international franchises, with markets that include Russia, Turkey, the Philippines, Mexico, and India, are "relatively vibrant" with approximately 60 new international franchises having opened during 2013 alone. The Debtors also value their "Leases" (net of commissions) at between $6.8 million and $13.7 million on a liquidation basis. The Committee said its primary concern is aimed at the potentially significant unencumbered assets of these estates and the terms of the proposed DIP Facility and Proposed Chapter 11 Plan that serve to remove this value from the reach of unsecured creditors. The Committee recognizes that the Debtors require postpetition financing and is willing to support a chapter 11 process that furthers the interests of the Prepetition Secured Lenders. But the Committee will not support a path for these chapter 11 cases that preordains the Prepetition Secured Lenders' desired result without compensating unsecured creditors for the valuable unencumbered assets that the Prepetition Secured Lenders propose to purchase. The Committee said its preliminary findings dictate that the Prepetition Secured Lenders' liens and/or security interests in the Foreign IP Assets were not validly perfected under applicable law prior to the Petition Date, and are potentially avoidable pursuant to 11 U.S.C. Sec. 544. The Debtors, the Committee, and Cantor Fitzgerald desire to continue their good-faith negotiations regarding the relief requested in the DIP Motion and the matters raised in the Objection without the time, expense, and uncertainty attendant to litigation. The parties have agreed that: -- the Committee is authorized to use the proceeds of the Financing and/or Cash Collateral, in a total aggregate amount not to exceed $100,000 from the date of its formation, to (i) investigate the validity, priority, extent or enforceability of any amount due under the DIP Documents or the Prepetition Secured Facility, or the liens and claims granted under the Interim Order, the DIP Documents or the Prepetition Secured Credit Facility, and (ii) assert any Claims and Defenses against the DIP Agent, any of the DIP Lenders, the Prepetition Agent, or any of the Prepetition Secured Lenders, or any of their respective agents, affiliates, representatives, attorneys or advisors. -- the Committee must commence an adversary proceeding or contested matter (i) challenging the validity, enforceability, priority or extent of the Prepetition Secured Facility Debt or the Prepetition Liens or (ii) otherwise asserting or prosecuting any Claims and Defenses against the DIP Agent, any of the DIP Lenders, the Prepetition Agent, or any of the Prepetition Secured Lenders, or any of their respective agents, affiliates, representatives, attorneys or advisors on or before June 9, 2014. -- If the Committee fails to commence an adversary proceeding or contested matter challenging the validity, enforceability, priority or extent of the Prepetition Secured Facility Debt or the Prepetition Liens or otherwise assert or prosecute any Claims and Defenses prior to the Challenge Deadline, after the Challenge Deadline the stipulations and admissions contained in the Interim Order shall be binding upon all parties in interest, including the Committee. -- There shall be no default under the DIP Credit Agreement specified in paragraph 19(a) of the Interim Order unless the Final Order shall not have been entered by April 25, 2014. -- Any reply to the Objection by the Debtors, the Prepetition Agent, or the DIP Agent must be filed with the Bankruptcy Court no later than April 23, 2014 at 12:00 p.m. (prevailing Eastern Time). -- The Final Hearing is scheduled for April 25, 2014 at 10:00 a.m. (prevailing Eastern Time). About Sbarro Pizza chain Sbarro sought Chapter 11 bankruptcy protection together with several affiliated entities (Sbarro LLC, Bankr. S.D.N.Y. Lead Case No. 14-10557) on March 10, 2014, in Manhattan. Bankruptcy Judge Martin Glenn presides over the Debtors' cases. The bankruptcy filing came after Sbarro said in February it would 155 of the 400 restaurants it owns in North America. Bankruptcy Judge Martin Glenn presides over the 2014 case. Nicole Greenblatt, Esq., James H.M. Sprayregen, Esq., Edward O. Sassower, Esq., and David S. Meyer, Esq., at Kirkland & Ellis, LLP, represent Sbarro. Mark Hootnick, Brian Bacal, Gregory Doyle, and Roger Wood at Moelis & Company, serve as Sbarro's investment bankers. Loughlin Management serves as the financial advisors. Prime Clerk LLC serves as claims and noticing agent, and administrative advisor. Melville, N.Y.- based Sbarro LLC listed $175.4 million in total assets and $165.2 million in total liabilities. The petitions were signed by Stuart M. Steinberg, authorized individual. This is Sbarro's second bankruptcy filing in three years. The corporate entity was then known as Sbarro Inc., which, together with several affiliates, filed Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 11-11527) on April 4, 2011, in Manhattan. Sbarro Inc. disclosed $51,537,899 in assets and $460,975,646 in liabilities in the 2011 petition. Bankruptcy Judge Shelley C. Chapman presided over the 2011 case. In the 2011 case, Edward Sassower, Esq., and Nicole Greenblatt, Esq., at Kirkland & Ellis, LLP, served as the Debtors' general bankruptcy counsel; Rothschild, Inc., as investment banker and financial advisor; PriceWaterhouseCoopers LLP as bankruptcy consultants; Marotta Gund Budd & Dzera, LLC, as special financial advisor; Curtis, Mallet-Prevost, Colt & Mosle LLP as conflicts counsel; Epiq Bankruptcy Solutions, LLC, as claims agent; and Sard Verbinnen & Co as communications advisor. Sbarro Inc. emerged from Chapter 11 protection seven months later, in November 2011, after Judge Chapman confirmed a Plan of Reorganization that handed ownership of the company to the pre- bankruptcy first lien lenders. Under the terms of the Plan, Sbarro reduced debt by approximately 73%, or $295 million (from approximately $405 million to $110 million, plus any amounts funded under a new money term loan facility), by converting 100% of the outstanding amount of the $35 million post-petition debtor- in-possession financing into an equal amount of a newly issued $110 million senior secured exit term loan facility; and converting approximately $173 million in prepetition senior secured debt held by the Company's prepetition first lien lenders into the remaining exit term loan facility and 100% of the common equity of the reorganized company (subject to dilution by shares issued under a management equity plan); and eliminating all other outstanding debt. In January 2014, Standard & Poor's Ratings Services lowered Sbarro's corporate credit rating further into junk category -- to 'CCC-' from 'CCC+' -- with negative outlook; and The Wall Street Journal reported pizza chain enlisted restructuring lawyers at Kirkland & Ellis LLP and bankers at Moelis & Co. On March 5, 2014, the Debtors commenced solicitation of the Proposed Joint Prepackaged Chapter 11 Plan of Reorganization. The Plan received near unanimous support from the Debtors' prepetition secured lenders, with Holders of approximately 98% of the outstanding Prepetition Secured Lender Claims in dollar amount voting to accept the Plan. On March 26, 2014, the United States Trustee appointed an official committee of unsecured creditors, consisting of (i) Performance Food Group, Inc., (ii) PepsiCo Sales, Inc., (iii) GGP Limited Partnership, (iv) Simon Property Group, Inc., and (v) The Macerich Company. The Committee is represented by Jay R. Indyke, Esq., Cathy $R. Herschopf, Esq., Seth Van Aalten, Esq., and Alex Velinsky, Esq., at Cooley LLP. Mesirow Financing Consulting, LLC serves as its financial advisors. Counsel for the Prepetition Agent and DIP Agent is Milbank, Tweed, Hadley & McCloy LLP's Evan R. Fleck, Esq. SBARRO LLC: Files Statement of Financial Affairs ------------------------------------------------ Sbarro LLC filed with the Bankruptcy Court its statement of financial affairs on April 18. A review of the case docket shows Sbarro has yet to file its schedules of assets and liabilities. Sbarro disclosed that it earned: $130,547,429.00 from business operations from 12/31/12- 12/29/13; $138,912,788.00 business operations from 01/2/12 - 12/30/12; and $20,101,813.44 business operations from 12/30/13 - 03/09/14 Sbarro disclosed that within 90 days immediately preceding the commencement of the bankruptcy case, it made payments to non- insider creditors in the aggregate amount of $46,103,240.63. Payments made to insiders within one year immediately preceding the bankruptcy total $3,062,014.02. A copy of the Statement of Financial Affairs including a schedule of payments made to the creditors is available at: http://bankrupt.com/misc/SbarroSOFA.pdf About Sbarro Pizza chain Sbarro sought Chapter 11 bankruptcy protection together with several affiliated entities (Sbarro LLC, Bankr. S.D.N.Y. Lead Case No. 14-10557) on March 10, 2014, in Manhattan. Bankruptcy Judge Martin Glenn presides over the Debtors' cases. The bankruptcy filing came after Sbarro said in February it would 155 of the 400 restaurants it owns in North America. Bankruptcy Judge Martin Glenn presides over the 2014 case. Nicole Greenblatt, Esq., James H.M. Sprayregen, Esq., Edward O. Sassower, Esq., and David S. Meyer, Esq., at Kirkland & Ellis, LLP, represent Sbarro. Mark Hootnick, Brian Bacal, Gregory Doyle, and Roger Wood at Moelis & Company, serve as Sbarro's investment bankers. Loughlin Management serves as the financial advisors. Prime Clerk LLC serves as claims and noticing agent, and administrative advisor. Melville, N.Y.- based Sbarro LLC listed $175.4 million in total assets and $165.2 million in total liabilities. The petitions were signed by Stuart M. Steinberg, authorized individual. This is Sbarro's second bankruptcy filing in three years. The corporate entity was then known as Sbarro Inc., which, together with several affiliates, filed Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 11-11527) on April 4, 2011, in Manhattan. Sbarro Inc. disclosed $51,537,899 in assets and $460,975,646 in liabilities in the 2011 petition. Bankruptcy Judge Shelley C. Chapman presided over the 2011 case. In the 2011 case, Edward Sassower, Esq., and Nicole Greenblatt, Esq., at Kirkland & Ellis, LLP, served as the Debtors' general bankruptcy counsel; Rothschild, Inc., as investment banker and financial advisor; PriceWaterhouseCoopers LLP as bankruptcy consultants; Marotta Gund Budd & Dzera, LLC, as special financial advisor; Curtis, Mallet-Prevost, Colt & Mosle LLP as conflicts counsel; Epiq Bankruptcy Solutions, LLC, as claims agent; and Sard Verbinnen & Co as communications advisor. Sbarro Inc. emerged from Chapter 11 protection seven months later, in November 2011, after Judge Chapman confirmed a Plan of Reorganization that handed ownership of the company to the pre- bankruptcy first lien lenders. Under the terms of the Plan, Sbarro reduced debt by approximately 73%, or $295 million (from approximately $405 million to $110 million, plus any amounts funded under a new money term loan facility), by converting 100% of the outstanding amount of the $35 million post-petition debtor- in-possession financing into an equal amount of a newly issued $110 million senior secured exit term loan facility; and converting approximately $173 million in prepetition senior secured debt held by the Company's prepetition first lien lenders into the remaining exit term loan facility and 100% of the common equity of the reorganized company (subject to dilution by shares issued under a management equity plan); and eliminating all other outstanding debt. In January 2014, Standard & Poor's Ratings Services lowered Sbarro's corporate credit rating further into junk category -- to 'CCC-' from 'CCC+' -- with negative outlook; and The Wall Street Journal reported pizza chain enlisted restructuring lawyers at Kirkland & Ellis LLP and bankers at Moelis & Co. On March 5, 2014, the Debtors commenced solicitation of the Proposed Joint Prepackaged Chapter 11 Plan of Reorganization. The Plan received near unanimous support from the Debtors' prepetition secured lenders, with Holders of approximately 98% of the outstanding Prepetition Secured Lender Claims in dollar amount voting to accept the Plan. On March 26, 2014, the United States Trustee appointed an official committee of unsecured creditors, consisting of (i) Performance Food Group, Inc., (ii) PepsiCo Sales, Inc., (iii) GGP Limited Partnership, (iv) Simon Property Group, Inc., and (v) The Macerich Company. The Committee is represented by Jay R. Indyke, Esq., Cathy $R. Herschopf, Esq., Seth Van Aalten, Esq., and Alex Velinsky, Esq., at Cooley LLP. Mesirow Financing Consulting, LLC serves as its financial advisors. Counsel for the Prepetition Agent and DIP Agent is Milbank, Tweed, Hadley & McCloy LLP's Evan R. Fleck, Esq. SCICOM DATA: May 20 Hearing on Confirmation of Liquidation Plan --------------------------------------------------------------- The Bankruptcy Court will convene a hearing on May 20, 2014, at 10:00 a.m., to consider the confirmation of SCICOM Data Services, Ltd.'s Plan of Liquidation dated April 3. Objections, if any, are due seven days prior to the hearing. The Court approved the Debtor's Disclosure Statement. Ballots accepting or rejecting the Plan are dues five days prior to the hearing. According to the Disclosure Statement, the Plan creates a Liquidating Fund and assigns a Liquidating Agent to undertake the continuing post-confirmation sale of all of the Debtor's remaining assets (including the Office Property), the resolution of claims, the pursuit of any Avoidance Claims and Causes of Action, the distribution of proceeds to the holders of Allowed claims, and such other actions as are necessary to wind down the Debtor's business. There are no secured creditors, and Allowed unsecured claims will be paid from cash on hand, the proceeds of sales and any net recoveries from Avoidance Actions and other Causes of Action. The Debtor proposes the Plan to facilitate the most efficient and timely liquidation of remaining assets as well as the fastest distribution of proceeds to creditors. Furthermore, the Plan provides a mechanism for interim distributions to holders of Allowed claims that will allow them to receive distributions soon as practicable. The Debtor proposes to treat creditors' claim as: 1. Administrative Expense Claims ($88,130) will be paid in full in cash. 2. Priority Claims ($4,971) will in full in cash. 3. The Debtor will pay 50% of the allowed Convenience Claims ($32,040) soon as practicable after the Effective Date. 4. General Unsecured Claims ($21,176,638) will receive a pro-rata share of the Liquidation Fund (estimated distribution of 36.91%). 5. Equity Interests will be canceled. Copies of the Disclosure Statement and Plan are available for free at: http://bankrupt.com/misc/SCICOM_157_amendedplan.pdf http://bankrupt.com/misc/SCICOM_158_amendedds.pdf The U.S. Trustee has withdrawn its objection, which was filed on March 14, 2014, based on the imminent filing of the Debtor's amended disclosure statement. The U.S. Trustee submitted that the Debtor's Amended Disclosure Statement can be approved as containing adequate information. In a separate order, the Court authorized the Debtor to amend an occupancy agreement with Venture Solutions, Inc. About SCICOM Headquartered in Minnetonka, Minnesota, SCICOM provides data processing solutions that transform critical data into effective customer communications, on any platform, at any time. SCICOM's business focus has been employee benefits, retirement and investment services, and statement processing. SCICOM Data Services, Ltd., filed a Chapter 11 petition (Bankr. D. Minn. Case No. 13-43894) on Aug. 6, 2013, in Minneapolis, Minnesota, with a deal to sell assets to Venture Solutions without an auction. Arden Hills, MN-based Venture Solutions is a provider of print and digital transactional Communications and is a subsidiary of Taylor Corporation. Judge Michael E. Ridgway presides over the case. The Debtor has tapped Fredrikson & Byron, P.A., as counsel; Lighthouse Management Group, Inc., as financial consultant; and Shenehon Company as valuation expert. The Debtor disclosed $13,254,128 in assets and $17,801,787 in liabilities as of the Chapter 11 filing. The petition was signed by Timothy L. Johnson, senior vice president and CFO. Daniel M. McDermott, the U.S. Trustee for Region 12, appointed three creditors to serve in the Official Committee of Unsecured Creditors in the Chapter 11 case of Scicom Data Services, Ltd. SEANERGY MARITIME: Posts $10.9 Million Net Income in 2013 --------------------------------------------------------- Seanergy Maritime Holdings Corp. filed with the U.S. Securities and Exchange Commission its annual report on Form 20-F disclosing net income of $10.90 million on $23.07 million of net vessel revenue for the year ended Dec. 31, 2013, as compared with a net loss of $193.76 million on $55.61 million of net vessel revenue for the year ended Dec. 31, 2012. As of Dec. 31, 2013, the Company had $66.35 million in total assets, $157.04 million in total liabilities and a $90.69 million total shareholders' deficit. Ernst & Young (Hellas) Certified Auditors Accountants S.A., in Athens, Greece, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company, as of December 31, 2013 continued to be in breach of certain terms and covenants of the loan facility with its remaining lender, and had a working capital deficit and an accumulated deficit. Following the disposal of its entire fleet subsequent to December 31, 2013 in the context of its restructuring plan, the Company is unable to generate sufficient cash flow to meet its obligations and sustain its continuing operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. A copy of the Form 20-F is available for free at: http://is.gd/Ulq2Ld About Seanergy Athens, Greece-based Seanergy Maritime Holdings Corp. is an international company providing worldwide seaborne transportation of dry bulk commodities. The Company owns and operates a fleet of seven dry bulk vessels that consists of three Handysize, two Supramax and two Panamax vessels. Its fleet carries a variety of dry bulk commodities, including coal, iron ore, and grains, as well as bauxite, phosphate, fertilizer and steel products. SEVERSTAL COLUMBUS: S&P Affirms Then Withdraws 'B' CCR ------------------------------------------------------ Standard & Poor's Ratings Services said that it had affirmed its 'B' long-term corporate credit rating on U.S.-based steelmaker Severstal Columbus LLC, which is 100% owned by Russian steelmaker OAO Severstal, then subsequently withdrew its rating at the issuer's request. At the time of the withdrawal, the outlook was stable. At the same time, S&P withdrew its 'B' issue credit rating and '3' recovery rating on Severstal Columbus' $525 million senior secured notes, following their redemption. The affirmation reflected S&P's expectation that Severstal Columbus' performance would stay broadly stable over the next two years, with neutral to positive free operating cash flow generation, supported by higher production volumes and fairly low capital expenditure, following the completion of a mini-mill project. The company has quite a favorable maturity profile with low external debt maturities in 2014-2015. S&P assessed Severstal Columbus' liquidity as "adequate," as our criteria define the term. SIMPLEXITY LLC: Clearpath Balks at DIP Lien ------------------------------------------- Clearpath Solutions Group, LLC and Clearpath Hosting, LLC, objected to Simplexity LLC, et al.'s motion to (a) obtain postpetition secured financing from Adeptio Funding, LLC; and (b) utilize cash collateral. Clearpath objected to the granting of any postpetition lien on property which may be in the Debtor's possession but to which Clearpath still holds title. Because the Debtors do not own the Clearpath Property, they have no right to grant a security interest in the Clearpath Property. Chad J. Toms, Esq., at Whiteford Taylor & Preston LLC, represented Clearpath. As reported in the Troubled Company Reporter on April 9, 2014, the Official Committee of Unsecured Creditors asserted that the proposed DIP financing facility should be disapproved in its entirety. "It is unnecessary, confers no material benefit on the Debtors' bankruptcy estates, and functions solely to protect Fifth Third Bank -- the lender who precipitously ended the Debtors' operations and single-handedly eliminated the vast majority of the Debtors' going concern value by sweeping the funds earmarked to pay the Debtors' payroll on the eve of the chapter 11 filings," the Committee said. The Committee also pointed out that since the Debtors' operations ended, the Debtors should be able to live on cash collateral pending the consummation of the sale of their remaining assets. Counsel to the Committee added that the proposed DIP financing also contains a list of offensive provisions, including: -- a waiver of surcharge rights under Sec. 506(c) of the Bankruptcy Code; and -- Fifth Third Bank's demand for liens and superpriority administrative claims on avoidance actions and their proceeds. The TCR reported on March 25, 2014, that Judge Kevin Gross gave interim authority for the Debtor to obtain postpetition financing from Adeptio Funding, provided that the maximum principal amount of the financing may not exceed $1,000,000, or with the prior written consent of the Lender and the Debtors, $1,100,000. The DIP Loan will accrue at 10% of the outstanding principal amount per annum, calculated as 0.2777% per day. About Simplexity Simplexity, LLC, sought protection under Chapter 11 of the Bankruptcy Code on March 16, 2014 (Case No. 14-10569, Bankr. D.Del.). The case is before Judge Kevin Gross. The Debtors' counsel is Kenneth J. Enos, Esq., and Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor, LLP, in Wilmington, Delaware. Prime Clerk LLC serves as claims and noticing agent. Simplexity LLC and Simplexity Services LLC both estimated $10 million to $50 million in assets, and $50 million to $100 million in liabilities. The U.S. Trustee for Region 3 appointed five members to an official committee of unsecured creditors. SOLAR POWER: Appoints Lang Zhou as Director ------------------------------------------- The board of directors of Solar Power, Inc., appointed Lang Zhou as director effective April 17, 2014. The Company did not enter into a contract or arrangement with Mr. Zhou in connection with the appointment. About Solar Power Roseville, Cal.-based Solar Power, Inc., is a global solar energy facility ("SEF") developer offering its own brand of high- quality, low-cost distributed generation and utility-scale SEF development services. Primarily, the Company works directly with and for developers around the world who hold large portfolios of SEF projects for whom it serves as an engineering, procurement and construction contractor. The Company also performs as an independent, turnkey SEF developer for one-off distributed generation and utility-scale SEFs. Solar Power disclosed a net loss of $25.42 million in 2012, as compared with net income of $1.60 million in 2011. The Company's balance sheet at Sept. 30, 2013, showed $132.92 million in total assets, $119.71 million in total liabilities and $13.20 million in total stockholders' equity. Crowe Horwath LLP, in San Francisco, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company has incurred a current year net loss of $25.4 million, has an accumulated deficit of $23.8 million, has experienced a significant reduction in working capital, has past due related party accounts payable and material adverse change and default clauses in certain debt facilities under which the banks can declare amounts immediately due and payable. Additionally, the Company's parent company LDK Solar Co., Ltd, has experienced financial difficulties, which among other items, has caused delays in project financing. These matters raise substantial doubt about the Company's ability to continue as a going concern. SOUTH GOBI: Failure to Get Funding May Lead to Debenture Default ---------------------------------------------------------------- SouthGobi Resources Ltd. on April 21 disclosed that coal production in the second quarter of 2014 will be paced to meet contracted sales volumes. The Company anticipates that coal prices in China will remain under pressure in 2014, which will continue to impact the Company's margins and liquidity. Based on its forecasts for the year ended December 31, 2014, the Company is unlikely to have sufficient capital resources and does not expect to generate sufficient cash flows from mining operations in order to satisfy its ongoing obligations and future contractual commitments, including cash interest payments due on the China Investment Corporation convertible debenture. Therefore, the Company is actively seeking additional sources of financing to continue operating and meet its objectives. The next cash interest payment on the CIC convertible is $7.9 million and is due on May 19, 2014. While the Company is actively seeking additional sources of financing to continue operating and meet its objectives, there can be no assurance that such financing will be available on terms acceptable to the Company. If for any reason, the Company is unable to secure the additional sources of financing and continue as a going concern, then this could result in adjustments to the amounts and classifications of assets and liabilities in the Company's consolidated financial statements and such adjustments could be material. While the Company intends to secure additional sources of financing as soon as possible, a continued delay in securing additional financing could ultimately result in an event of default of the $250.0 million CIC convertible debenture, which if not cured within applicable cure periods in accordance with the terms of such debenture, may result in the principal amount owing and all accrued and unpaid interest becoming immediately due and payable upon notice to the Company by CIC. The disclosure was made in South Gobi's earnings release for the three months ended March 31, 2014, a copy of which is available for free at http://is.gd/HgvmSC About SouthGobi SouthGobi is listed on the Toronto and Hong Kong stock exchanges, in which Turquoise Hill Resources Ltd. ("Turquoise Hill"), also publicly listed in Toronto and New York, has a 56% shareholding. Turquoise Hill took management control of SouthGobi in September 2012 and made changes to the board and senior management. Rio Tinto has a majority shareholding in Turquoise Hill. SouthGobi is focused on exploration and development of its metallurgical and thermal coal deposits in Mongolia's South Gobi Region. It has a 100% shareholding in SouthGobi Sands LLC, the Mongolian registered company that holds the mining and exploration licenses in Mongolia and operates the flagship Ovoot Tolgoi coal mine. Ovoot Tolgoi produces and sells coal to customers in China. STAR DYNAMICS: Mulls Sale; Wins Exclusivity Extension ----------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Ohio, Eastern Division, extended Star Dynamics Corporation's exclusive period to file a chapter 11 plan by an additional 90 days through and including July 8, 2014, and its exclusive period to solicit acceptance thereof was also extended by an additional 90 days through and including Sept. 8, 2014, without prejudice to the Debtor's rights to seek further extensions upon motion and notice. In seeking an extension of the exclusive periods, the Debtor stated that it determined that its best course of action would be to put itself up for sale. Consequently, in October 2013, the Debtor engaged Sagent Advisors, LLC to assist in obtaining a transaction for a sale of all or substantially all, of the Debtor's assets. Sagent is an independent investment banking firm headquartered in New York, NY, that provides merger and acquisition and other financial advice for its clients. The Debtor states that there is cause to extend the exclusivity period. The Debtor asserts that since the Petition Date, the Debtor has been diligently working with Sagent to market a sale of the Debtor's assets to potential buyers. To date, interested parties have submitted written indications of interest to Sagent, and Sagent has conducted an analysis to identify qualified prospective purchasers. Currently, the parties identified by Sagent as qualified purchasers are in the process of conducting their respective due diligence. Once the due diligence process is complete, the Debtor states that it anticipates that the final, binding proposals for the purchase of the Debtor's assets will be submitted. Following the finalization of the sale process, the Debtor states that it believes that a liquidating plan of reorganization may be necessary. However, the Debtor asserts that it will not be in a position to propose any such plan of reorganization until the sale process has concluded, and a sale has been approved by this Court. Thus, the Debtor states that it believes it would be most prudent to extend the Exclusive Periods by 90 days. About STAR Dynamics STAR Dynamics Corp. develops, sales, and services instrumentation radar systems for missile test ranges utilized by the United States and foreign governments. Located principally in Hilliard, Ohio, with satellite offices in Herndon, Virginia and Sandestin Florida, it has 112 full-time employees. STAR Dynamics filed a petition for Chapter 11 protection (Bankr. S.D. Ohio Case No. 13-59657) on Dec. 10, 2013, in Columbus, Ohio, in part to halt a lawsuit by BAE Systems Plc. According to its first-day motions and as of Nov. 30, 2013, it has assets of $28,470,788.13, liabilities of $50,892,360.12 and gross sales of $8,140,140.93. In its schedules, the Debtor listed $12,138,334 in total assets and $50,740,343 in total liabilities. BAE is an American subsidiary of a global-level defense contractor based in Great Britain, with more than 50,000 employees world- wide. BAE has its headquarters in Arlington, Virginia, and like the Debtor, is engaged in the radar range business for the testing of missiles and other weaponry. Bankruptcy Judge Charles M. Caldwell oversees the case. Thomas R. Allen, Esq., Richard K. Stovall, Esq., and Erin L. Pfefferle, Esq., at Allen Kuehnle Stovall & Neuman LLP serve as the Debtor's bankruptcy counsel. Michael J. Sullivan, Esq., Russell A. Williams, Esq., Julie E. Adkins, Esq., Louis T. Isaf, Esq., and Nanda K. Alapati, Esq., at Womble Carlyle Sandridge & Rice LLP, serve as special counsel with respect to litigation involving BAE Systems and with respect to the completion of prepetition patent work. Sagent Advisors LLC serves as financial advisor. STAR DYNAMICS: Seeks More Time to Decide on Leases -------------------------------------------------- STAR Dynamics Corporation filed on April 3, 2014, a motion requesting an extension of time to assume or reject leases on non- residential real property. The Debtor asks the court for an extension of 90 days through and until July 8, 2014. The Debtor's 120-day period in which to assume or reject leases was slated to expire on April 9, absent an extension. The extension of time will cover the following leases of non- residential real property: (i) 13873 Park Center Road, Herndon, Virginia 20171, with Brit-Hallmark LLC, as Lessor, and (ii) hanger storage space and airstrip located at Darby Dan Airport, 7535 W. Broad Street, Galloway, Ohio 43119, with the Galloway Airport Authority, LLC, as Lessor. The Debtor asserts that there is cause for an extension. The Debtor states that the continued use of the Herndon Location, and Darby Dan Location is critical to the Debtor's ability to continue to operate as a going concern, with the ultimate goal of a sale of all or substantially all of its assets pursuant to Section 363 of the Bankruptcy Code. Further, the Debtor states that the Lessors may have reversionary interests to the improvements built on their respective premises, which would represent a windfall to the Lessors, if their respective leases were rejected at this stage in the case. The Debtor further states that it is in need of additional time to appraise its financial situation in order to make an informed decision concerning assumption or rejection of the Leases, and that it continues to explore all of its options in light of an intended sale of its assets pursuant to Section 363 of the Bankruptcy Code. About STAR Dynamics STAR Dynamics Corp. develops, sales, and services instrumentation radar systems for missile test ranges utilized by the United States and foreign governments. Located principally in Hilliard, Ohio, with satellite offices in Herndon, Virginia and Sandestin Florida, it has 112 full-time employees. STAR Dynamics filed a petition for Chapter 11 protection (Bankr. S.D. Ohio Case No. 13-59657) on Dec. 10, 2013, in Columbus, Ohio, in part to halt a lawsuit by BAE Systems Plc. According to its first-day motions and as of Nov. 30, 2013, it has assets of $28,470,788.13, liabilities of $50,892,360.12 and gross sales of $8,140,140.93. In its schedules, the Debtor listed $12,138,334 in total assets and $50,740,343 in total liabilities. BAE is an American subsidiary of a global-level defense contractor based in Great Britain, with more than 50,000 employees world- wide. BAE has its headquarters in Arlington, Virginia, and like the Debtor, is engaged in the radar range business for the testing of missiles and other weaponry. Bankruptcy Judge Charles M. Caldwell oversees the case. Thomas R. Allen, Esq., Richard K. Stovall, Esq., and Erin L. Pfefferle, Esq., at Allen Kuehnle Stovall & Neuman LLP serve as the Debtor's bankruptcy counsel. Michael J. Sullivan, Esq., Russell A. Williams, Esq., Julie E. Adkins, Esq., Louis T. Isaf, Esq., and Nanda K. Alapati, Esq., at Womble Carlyle Sandridge & Rice LLP, serve as special counsel with respect to litigation involving BAE Systems and with respect to the completion of prepetition patent work. Sagent Advisors LLC serves as financial advisor. STOCKTON PUBLIC: S&P Revises Outlook to Stable & Affirms 'B' SPUR ----------------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook to stable from negative and affirmed its 'B' underlying rating (SPUR) on the Stockton Public Financing Authority, Calif.'s series 2006A revenue bonds, issued on behalf of the successor to the Stockton Redevelopment Agency. "The outlook revision reflects our view of a break in a trend of assessed valuation (AV) declines in the three redevelopment project areas that support the three loans that the agency uses to repay the bonds," said Standard & Poor's credit analyst Chris Morgan. "The outlook revision also reflects our view of the agency's continued observance of series 2006A bond provisions after changes in state law that, among other effects, pooled tax increment revenue by agency," Mr. Morgan added. The rating reflects S&P's view of the agency's several pledge of revenue from three project areas, concentrated tax bases and likely inadequate coverage of maximum annual debt service (MADS) in fiscal 2014, and high volatility (base-year to total AV) ratios in the project areas supporting the bonds, indicating the potential for fluctuations in AV to leverage proportionally much larger effects on pledged revenue. SUNRISE REAL ESTATE: Director Zhang Xi Resigns ---------------------------------------------- Mr. Zhang Xi had resigned as an independent director of Sunrise Real Estate Group, Inc., effective April 14, 2014, for personal reasons. The Board accepted his resignation on April 14, 2014. About Sunrise Real Estate Headquartered in Shanghai, the People's Republic of China, Sunrise Real Estate Group, Inc. was initially incorporated in Texas on Oct. 10, 1996, under the name of Parallax Entertainment, Inc. On Dec. 12, 2003, Parallax changed its name to Sunrise Real Estate Development Group, Inc. On April 25, 2006, Sunrise Estate Development Group, Inc., filed Articles of Amendment with the Texas Secretary of State, changing the name of Sunrise Real Estate Development Group, Inc. to Sunrise Real Estate Group, Inc., effective from May 23, 2006. The Company and its subsidiaries are engaged in the property brokerage services, real estate marketing services, property leasing services and property management services in China. Sunrise Real Estate incurred a net loss of US$3.47 million on US$8.52 million of net revenues for the year ended Dec. 31, 2012, as compared with a net loss of US$1.15 million on US$8.97 million of net revenues for the year ended Dec. 31, 2011. The Company's balance sheet at Sept. 30, 2013, showed $60.33 million in total assets, $55.82 million in total liabilities and $4.50 million in total shareholders' equity. Finesse CPA, P.C., in Chicago, Illinois, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company has a working capital deficiency, accumulated deficit from recurring net losses for the current and prior years, and significant short-term debt obligations currently in default or maturing in less than one year. These conditions raise substantial doubt about the Company's ability to continue as a going concern. SWJ MANAGEMENT: Chapter 11 Cases Going to Connecticut ----------------------------------------------------- Richard M. Coan, Chapter 7 Trustee of FirstConnecticut Consulting Group, Inc., succeeded moving the venue of the Chapter 11 cases of SWJ Holdings LLC and SWJ Management LLC. The cases, originally filed in the U.S. Bankruptcy Court for the District of Delaware, have been transferred to the U.S. Bankruptcy Court for the District of Connecticut. The FirstConnecticut Trustee states that on March 3, 2014 -- in its efforts to have a bankruptcy judge acknowledge their ownership rights, having already failed in New York, New Jersey, and Connecticut -- SWJ Management filed for bankruptcy in Delaware. The FirstConnecticut Trustee states that SWJ Holdings was created for the express purpose of buying assets from the Trustee's prior bankruptcy estates (there are a couple previous bankruptcy cases realated to this case). However, Holdings never paid for the assets and the Connecticut Bankruptcy Court entered an order of foreclosure. The Trustee says that it foreclosed on the assets in 2008. However, The Trustee claims that Holdings sold the assets in 2013 to Management and that Holdings filed with the Delaware Bankruptcy Court to prevent the Connecticut Court from ruling on the case any further. The Trustee argues that both Debtors are engaging in blatant forum shopping. The Trustee claims that the dispute over the assets does not need another judge in another state and that the dispute needs to be centralized with one or two judges, the judges with first-hand experience of the assets, the parties and the claims. The Trustee also claims that the Management and Holdings bankruptcy assets are inextricably intertwined with the Connecticut Bankruptcy Cases. Moreover, the Trustee explains that a Connecticut venue is more appropriate under forum non convenience. Trustee claims that management has in the past expressed preference for proceedings in New York, or New Jersey, or most recently in Connecticut. In addition, the Trustees states that Management and Holdings petitions indicate that their principal place of business is outside of Delaware. Motion to Voluntarily Dismiss Case On March 12, 2014, SWJ Holdings filed a motion to voluntarily dismiss the Debtors' bankruptcy cases. The Debtor states that it would like to have the case dismissed because other members of the Debtor have filed a substantial opposition. Therefore, the Debtor states that a more suitable venue would be the Delaware Chancery Court rather than the Bankruptcy Court for the District of Delaware. SWJ is a Delaware limited liability corporation and was originally formed on April 27, 2006. SWJ defaulted on its obligations pursuant to an agreement. On February 2013, the principal owner of SWJ sold and assigned all SWJ's assets to Richard Annunziata and his recently formed entity, SWJ Management, LLC. The terms of the sale were payment of $25,000 to Steven Podell, as well as assumption of all liabilities of SWJ and an agreement to indemnify SWJ for any existing liabilities. Mr. Annunziata offered the same terms to the other members of SWJ, but he was rebuffed. The Debtor states that the other members of SWJ have absolutely no basis to oppose Mr. Annunziata's efforts to act in the best interests of the corporate entity. The Debtor states that Mr. Annunziata is the only member willing to exercise his fiduciary responsibility to SWJ, while the other members seem content to allow a $5 million default judgment to be entered against it, and have utterly failed and/or refused to pursue a malpractice claim against their former bankruptcy counsel, Proskauer Rose, which the Debtor believes is potentially valued in excess of $10 million. Motion to Dismiss or Convert Meanwhile, Roberta A. DeAngelis, the U.S. Trustee for Region 3, asked the Court to dismiss the Chapter 11 cases or, alternatively, to convert the cases to Chapter 7 under Section 1112(b) of the Bankruptcy Code. The Trustee states that cause for dismissal has been established because although the Debtors' cases have been pending for nearly a month, the only documents they have filed are bare, incomplete petitions, and unverified creditor matrices. The Debtors have failed to meet numerous filing and other obligations under the Bankruptcy Code, the Bankruptcy Rules, the Local Rules of this Court, and the Guidelines of the U.S. Trustee. About SWJ Holdings and SWJ Management SWJ Holdings, LLC filed a Chapter 11 bankruptcy petition (Bankr. D. Del. Case No. 14-10376) on Feb. 25, 2014, estimating $10 million to $50 million in assets and less than $10 million in liabilities. A related entity -- SWJ Management, LLC -- filed for Chapter 11 protection (Bankr. D. Del. Case No. 14-10460) on March 3, 2014. It estimated $10 million to $50 million in assets and $1 million to $10 million in liabilities. Delaware Bankruptcy Judge Christopher S. Sontchi was assigned to the cases. Bruce Duke, Esq., in Mount Laurel, New Jersey, serves as counsel to the Debtors. The Chapter 11 plan and disclosure statement are due July 1, 2014, according to the case docket. The petitions were signed by Richard Annunziata as managing member. TELEXFREE LLC: Says Former CFO Didn't Abscond --------------------------------------------- TelexFREE LLC issued a statement to respond to "inaccurate press reports and speculation" regarding the company's former consulting CFO. According to TelexFree, Joe Craft, TelexFREE's former consulting CFO, has been wrongfully accused of attempting to unlawfully remove funds or property from a TelexFREE location. The reports that Mr. Craft attempted to abscond with a laptop and cashier's checks are false. The cashier's checks were in Mr. Craft's possession because the Company's bank accounts had been closed, which necessitated the Company obtaining the funds in the form of cashier's checks. Upon the filing of the Chapter 11 cases, the Company determined to marshal all of the Company's funds for the benefit of the Chapter 11 bankruptcy estate. Mr. Craft had taken possession of the cashier's checks at the request of the Company's counsel and advisors in order to assure that the estate funds were protected. Mr. Craft was holding the checks until they could be deposited in either a newly-established Company safe deposit box or an escrow account that the Company was in the process of establishing. The laptop was Mr. Craft's personal property. Acting as Interim CFO for TelexFREE, Mr. Craft explained both the motive and the purpose of the transfer of funds to government officials onsite at the time the warrants were served. Counsel for the Company also informed the Securities and Exchange Commission of these facts on April 18. It is unfortunate that the filings and media reports ignore these facts. Hundreds of thousands of customers and independent sales associates rely upon our products and services. Many of those customers and sales associates have reached out to the Company to express their support for TelexFREE and their hope that the Company will be able to continue to operate. The goal of the Chapter 11 case is, in part, to restructure the Company's business model and emerge from Chapter 11 for the benefit of those parties. Alvarez & Marsal North America, LLC is serving as restructuring advisor to the Company and Greenberg Traurig, LLP and Gordon Silver are serving as legal advisors to TelexFREE. About TelexFREE TelexFREE -- http://www.TelexFREE.com-- is a telecommunications business that uses multi-level marketing to assist in the distribution of voice over internet protocol telephone services. TelexFree's retail VoIP product, 99TelexFree, allows for unlimited international calling to seventy countries for a flat monthly rate of $49.90. TelexFREE has over 700,000 associates or promoters worldwide. The company believes the sales of the 99TelexFree product, the TelexFree "app," and other new products will ultimately prove successful and profitable. The company is struggling, however, with several factors that required it to seek chapter 11 protection. First, the Company experienced exponential growth in revenue between 2012 and 2013 (from de minimus amounts to over $1 billion), which put tremendous pressure on the Company's financial, operational and management systems. Second, although the company revised its original compensation plan to promoters in order to address certain questions that were raised regarding such plan, the company believes that the plans need to be further revised. Finally, the trailing liabilities arising from the original compensation plan are difficult to quantify and have resulted in substantial asserted liabilities against the company, a number of which may not be valid. TelexFREE LLC and two affiliates sought bankruptcy protection (Bankr. D. Nev. Lead Case No. 14-12525) on April 13, 2014. Alvarez & Marsal North America, LLC is serving as restructuring advisor and Greenberg Traurig, LLP and Gordon Silver are serving as legal advisors to TelexFREE. TelexFree, LLC, estimated $50 million to $100 million in assets and $100 million to $500 million in liabilities. The Debtors have been notified that they must file their schedules of assets and liabilities and statements of financial affairs by April 27, 2014. TELEXFREE LLC: Confident with Long-Term Business Prospects ---------------------------------------------------------- TelexFREE LLC in a statement said that its Chapter 11 filing is intended to protect TelexFREE assets, quantify legitimate claims, restructure our operations, and establish a firm foundation for the future. "The Chapter 11 filing further demonstrates our belief in the strength of our core business and products and the enthusiasm and dedication of our independent sales associates as well as our determination to protect the assets of the Company and maximize the recoveries for all constituents," the statement said. "We remain confident in the Company's long-term business prospects and the value of the services we provide to customers. Unfortunately, the precipitous and unnecessary actions taken by the state and federal agencies have temporarily suspended the VoIP services TelexFREE customers rely on. The Company disputes the material allegations made by these agencies and regrets that their actions impede our ability to continue to serve our customers, restructure our operations, and thereby emerge as a stronger and more competitive company. "TelexFREE believes the Chapter 11 process is the most effective vehicle available to address the concerns of all constituencies, including the purported concerns of the state and federal agencies. We intend to address the pending legal proceedings against it through the Court process. "We remain confident that the value of our products, the benefits we provide our customers, and the outstanding entrepreneurial opportunities we provide our independent sales associates ultimately will be recognized and misunderstandings about our business model will be resolved." Alvarez & Marsal North America, LLC is serving as restructuring advisor to the Company and Greenberg Traurig, LLP and Gordon Silver are serving as legal advisors to TelexFREE. About TelexFREE TelexFREE -- http://www.TelexFREE.com-- is a telecommunications business that uses multi-level marketing to assist in the distribution of voice over internet protocol telephone services. TelexFree's retail VoIP product, 99TelexFree, allows for unlimited international calling to seventy countries for a flat monthly rate of $49.90. TelexFREE has over 700,000 associates or promoters worldwide. The company believes the sales of the 99TelexFree product, the TelexFree "app," and other new products will ultimately prove successful and profitable. The company is struggling, however, with several factors that required it to seek chapter 11 protection. First, the Company experienced exponential growth in revenue between 2012 and 2013 (from de minimus amounts to over $1 billion), which put tremendous pressure on the Company's financial, operational and management systems. Second, although the company revised its original compensation plan to promoters in order to address certain questions that were raised regarding such plan, the company believes that the plans need to be further revised. Finally, the trailing liabilities arising from the original compensation plan are difficult to quantify and have resulted in substantial asserted liabilities against the company, a number of which may not be valid. TelexFREE LLC and two affiliates sought bankruptcy protection (Bankr. D. Nev. Lead Case No. 14-12525) on April 13, 2014. Alvarez & Marsal North America, LLC is serving as restructuring advisor and Greenberg Traurig, LLP and Gordon Silver are serving as legal advisors to TelexFREE. TelexFree, LLC, estimated $50 million to $100 million in assets and $100 million to $500 million in liabilities. The Debtors have been notified that they must file their schedules of assets and liabilities and statements of financial affairs by April 27, 2014. UTSTARCOM HOLDINGS: Incurs $22.7 Million Net Loss in 2013 --------------------------------------------------------- UTStarcom Holdings Corp. filed with the U.S. Securities and Exchange Commission its annual report on Form 20-F disclosing a net loss of $22.73 million on $164.43 million of net sales for the year ended Dec. 31, 2013, as compared with a net loss of $35.57 million on $186.72 million of net sales for the year ended Dec. 31, 2012. As of Dec. 31, 2013, the Company had $366.96 million in total assets, $216.58 million in total liabilities and $150.38 million in total equity. "We have a history of operating losses and may not have sufficient liquidity to execute our business plan or to continue our operations without obtaining additional funding or selling additional securities. We may not be able to obtain additional funding under commercially reasonable terms or issue additional securities," the Company said in the Annual Report. A copy of the Form 20-F is available for free at: http://is.gd/iPviye 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. VERMILLION INC: To Declassify Board of Directors ------------------------------------------------ The board of directors of Vermillion, Inc., adopted amendments to the Company's Fourth Amended and Restated Certificate of Incorporation and Fourth Amended and Restated Bylaws that, subject to the adoption by the Company's stockholders at the Company's 2014 annual meeting of stockholders and the filing of the amendment to the Company Charter with the Secretary of State of the State of Delaware, would commence the process of declassifying the Board beginning at the 2014 Annual Meeting. In connection with the adoption of the amendments to the Company Charter and the Company Bylaws, the current Class I director, Peter S. Roddy, (whose term would otherwise expire at the Company's annual meeting of stockholders to be held in 2016, absent stockholder adoption of the Amendments and the filing of the amendment to the Company Charter with the Secretary of State of the State of Delaware) delivered a conditional resignation to the Board on April 17, 2014. Pursuant to that conditional resignation, subject to and conditioned upon: (i) the adoption by the Company's stockholders at the 2014 Annual Meeting of the Amendments; and (ii) the filing of the amendment to the Company Charter with the Secretary of State of the State of Delaware, the current Class I director of the Board, Peter S. Roddy, resigned from the Board effective immediately prior to the 2015 annual meeting of stockholders of the Company. The purpose of this resignation is to expedite the transition to a declassified Board. About Vermillion Vermillion, Inc., is dedicated to the discovery, development and commercialization of novel high-value diagnostic tests that help physicians diagnose, treat and improve outcomes for patients. Vermillion, along with its prestigious scientific collaborators, has diagnostic programs in oncology, hematology, cardiology and women's health. The Company filed for Chapter 11 on March 30, 2009 (Bankr. D. Del. Case No. 09-11091). Vermillion's legal advisor in connection with its successful reorganization efforts wass Paul, Hastings, Janofsky & Walker LLP. Vermillion emerged from bankruptcy in January 2010. The Plan called for the Company to pay all claims in full and equity holders to retain control of the Company. Vermillion incurred a net loss of $8.81 million in 2013, as compared with a net loss of $7.14 million in 2012. As of Dec. 31, 2013, the Company had $30.64 million in total assets, $3.87 million in total liabilities and $26.76 million in total stockholders' equity. BDO USA, LLP, in Austin, Texas, did not issue a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors previously expressed substantial doubt about the Company's ability to continue as a going concern in their report on the Company's consolidated financial statements for the the year ended Dec. 31, 2012, citing recurring losses and negative cash flows from operations and an accumulated deficit. WALTER ENERGY: Bank Debt Trades at 4% Off ----------------------------------------- Participations in a syndicated loan under which Walter Energy Inc. is a borrower traded in the secondary market at 96.63 cents-on- the-dollar during the week ended Friday, April 18, 2014, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. This represents a decrease of 0.39 percentage points from the previous week, The Journal relates. Walter Energy Inc. pays 575 basis points above LIBOR to borrow under the facility. The bank loan matures on March 14, 2018 and carries Moody's B3 rating and Standard & Poor's B rating. The loan is one of the biggest gainers and losers among 205 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. Walter Energy, Inc. is primarily a metallurgical coal producer with additional operations in metallurgical coke, steam and industrial coal, and natural gas. Headquartered in Birmingham, Alabama, the company generated $2 billion in revenue for the 12 months ended June 30, 2013. * Gavin/Solmonese Bags Two Major Industry Awards for Oreck Sale --------------------------------------------------------------- Gavin/Solmonese LLC was recently honored with two significant awards from M&A Advisor, the leading organization recognizing excellence and honoring achievement by deal-making professionals. For its role in the sale of Oreck Corporation to Royal Appliance Manufacturing Co., G/S was included among the firms receiving the Retail Manufacturing/Distribution Deal of the Year Award. G/S is Financial Advisor to the Official Committee of Unsecured Creditors in this case. Other professionals honored for their work in this deal included Lowenstein Sandler LLP, Kelley Drye & Warren LLP, Black Diamond Commercial Finance, Bradley Arant Boult Cummings LLP, Cahill Gordon & Reindel, Carl Marks & Co., Gleacher Products Corp., Oreck Corp., Royal Appliance Mfg. Co., Sawaya Segalas & Co. and Winston & Strawn LLP. G/S was also recognized by M&A Advisor for its role advising the Official Committee of Equity Security Holders in the Chapter 11 sale of AgFeed Industries, Inc. In this engagement, the firm worked with professionals from Elliott Greenleaf, Sugar Felsenthal Grais & Hammer LLP, Mackinac Partners LLC, Young Conaway Stargatt & Taylor, LLP, Business Development Asia LLC, Foley & Lardner LLP, and Farm Credit Services of America. "In the Oreck sale, the Committee's professionals were instrumental in opening the sale process to include the eventual successful bidder, and in facilitating a robust auction," said Wayne P. Weitz, Managing Director at Gavin/Solmonese who led the G/S team in both engagements. "In AgFeed, we served as financial advisor to the Official Equityholders Committee, helping to maximize recovery for that group's constituents through the auction process." According to Ted Gavin, Managing Director and Founding Partner of Gavin/Solmonese, "The M&A Advisor Awards are highly regarded throughout the restructuring profession, and we are honored to have been recognized among our fellow professional advisors for our achievements in the sale and restructuring transactions involving distressed companies. Both of these transactions, especially Oreck, reflect the degree with which we strive to seamlessly integrate with other firms to create a better outcome for stakeholders." About Gavin/Solmonese Whether it's protecting a company or its creditors from failure, deploying new leadership, or reversing antiquated thinking, Gavin/Solmonese -- http://www.gavinsolmonese.com-- leads companies to measurable bottom line improvement. Named one of the country's Outstanding Turnaround Firms by Turnarounds & Workouts, the Gavin/Solmonese Corporate Restructuring Group (formerly NHB Advisors) provides leadership for underperforming and troubled companies and their stakeholders, helping businesses maximize value for owners, investors, creditors and employees. The Gavin/Solmonese Corporate Engagement & Public Affairs Group leads organizations through critical strategic thinking and tactical planning, creating better connections with consumers, decision makers and the media, resulting in market share growth and higher profitability. * HYPERAMS LLC Moves to New Location ------------------------------------ HYPERAMS, LLC has moved! Please update your contact information so you can find us. 1501 N Michael Drive Wood Dale, IL 60191 All other contact information including phone numbers, email addresses and fax numbers will remain the same. Thomas Pabst, President E-mail: tpabst@hyperams.com Telephone: (847) 499-7049 Gene Arenson, Senior Vice President E-mail: garenson@hyperams.com Telephone: (847) 499-7050 Jonathan Deptula, Director of Appraisal Services E-mail: jdeptula@hyperams.com Telephone: (847) 499-7028 Daniel Dickey, Director of Retail Service E-mail: ddickey@hyperams.com Telephone: (905) 601-5506 Kat Parker, Director of Auction Services E-mail: kp@hyperams.com Telephone: (847) 499-7049 The HYPERAMS Asset Disposition Team -- http://www.hyperams.com-- focuses on investing in the excess assets of healthy and distressed companies operating in the middle market and below. HYPERAMS' Appraisal Team provides valuations of machinery and equipment and inventory in most industry verticals. * William Dolan Joins Donoghue Barrett & Singal as Partner ---------------------------------------------------------- Continuing a major expansion of its legal services in Rhode Island, Donoghue Barrett & Singal (DBS) on April 17 disclosed that William M. Dolan, III is joining its Providence office as a partner. Mr. Dolan comes to DBS from the Rhode Island office of Brown Rudnick where he served as the firm's Managing Director of Litigation and as General Counsel and Chief Legal Officer. He officially joins DBS on May 5. Well-known in Rhode Island for his work in the state and federal courts in the region, Mr. Dolan practices in the areas of commercial litigation, professional ethics and malpractice, bankruptcy, and construction law. He also has extensive experience as an arbitrator and mediator. In his most recent high-profile case, Mr. Dolan represented the City of Providence in the successful defense and settlement of groundbreaking class action pension reform litigation. The appointment of Mr. Dolan marks the second time in the past three months that DBS has announced an expansion of the depth and scope of its Rhode Island practice. In February, Atty. Stephen F. Del Sesto, a noted business and insolvency attorney, joined DBS from Shechtman Halperin Savage of Pawtucket. Jeffrey Chase-Lubitz, managing partner of the DBS Providence office, said, "The addition of Bill Dolan to our team is another significant milestone in our plan for growth in Rhode Island. For the past 25 years, Bill has demonstrated his skill and talent in winning high-stakes cases for plaintiffs and defendants. His broad experience, keen insights, and knowledge of the region's state and federal courts will greatly benefit our clients. We are delighted to have him on board." Mr. Dolan said, "I am honored to join Jeff Chase-Lubitz and Steve Del Sesto in the Providence office to further expand DBS' presence in Rhode Island. Having practiced law in the region, I am aware of their track record of success and integrity as lawyers of the highest caliber. By joining forces, we offer comprehensive services in healthcare, major litigation, professional malpractice, and matters involving distressed companies and governmental entities." Among Mr. Dolan's most notable cases are the successful defense of the State of Rhode Island in a $750 million litigation matter involving Blue Cross Blue Shield and United Healthcare; a jury verdict for a Fortune 500 company on a multi-million claim arising from the acquisition of two power production facilities in New England; and co-counsel to the State of R.I. in the prosecution and settlement of claims against tobacco companies resulting in the historic master settlement agreement that awarded the state $1 billion in damages. Mr. Dolan, who is an adjunct professor of constitutional law at the University of Rhode Island, was recognized by Woodward/White's The Best Lawyers in America 2011 in the area of construction law and in the 2013 edition for construction law and litigation. He has bar admissions in Rhode Island, Maryland, U.S. District Court, U.S. Bankruptcy Court for the districts of R.I. and Maryland, the Supreme Court of R.I., and Maryland Court of Appeals. Bill also will be working with the DBS Litigation Practice in Boston on Massachusetts cases. He earned his J.D. from Emory University and is a Phi Beta Kappa graduate of the University of Rhode Island. Mr. Dolan is a resident of Providence. Mr. Dolan will be joined at DBS by William K. Wray, currently an associate at Brown Rudnick. About Donoghue Barrett & Singal Donoghue Barrett & Singal (DBS) -- http://www.dbslawfirm.com-- has offices in Boston and Providence, R.I. The firm, now observing its 25th anniversary, has one of the largest healthcare practices in New England. DBS provides strategic and legal counsel across health law, litigation, and government relations. The firm combines deep industry knowledge, dynamic thinking, and a collaborative approach to help clients achieve their most important objectives. The firm's expertise covers a broad spectrum of legal services in nearly 30 industries. DBS co- founder Roger Donoghue is also a principal in Murphy Donoghue Partners, a wholly owned subsidiary of DBS that was formed in November 2013. Murphy Donoghue Partners, which shares office space with DBS in Boston, provides comprehensive lobbying services and strategies to a diverse group of clients. * Leonard Rosen of Wachtell Lipton Dies at Age 83 ------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Leonard M. Rosen, one of the founders of Wachtell Lipton Rosen & Katz, died on April 16 at age 83. He will be remembered as one of the deans of the bankruptcy bar who brought a creditors' rights practice to a major law firm when the law was transitioning from the Bankruptcy Act of 1898 to the Bankruptcy Code adopted in 1978, Mr. Rochelle said. According to the report, the firm was and remains pre-eminent in mergers and acquisitions and in the practice area he headed, the representation of institutional creditors in major corporate reorganizations. Until his retirement in 1997, Rosen was perennially counsel for the lenders, often with his friend Harvey Miller representing the bankrupt company, the report related. Rosen's one venture into representing a bankrupt company was in the Chapter XI debt arrangement of W.T. Grant Co., the largest retailer to have sought bankruptcy protection until that time, the report further related. As one of Wachtell Lipton's leaders, Rosen steered an atypical course for an elite law firm, the report added. Rather than grow rapidly, like Skadden Arps Slate Meagher & Flom LLP, the other leading M&A firm, Rosen kept the firm small, with a low partner to associate ratio. The firm was extremely selective in hiring young lawyers, taking only those at or near the top of their law school classes. * Large Companies With Insolvent Balance Sheets ----------------------------------------------- Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- ABSOLUTE SOFTWRE OU1 GR 142.1 (11.2) (6.3) ABSOLUTE SOFTWRE ALSWF US 142.1 (11.2) (6.3) ABSOLUTE SOFTWRE ABT CN 142.1 (11.2) (6.3) ABSOLUTE SOFTWRE OU1 TH 142.1 (11.2) (6.3) ACHAOGEN INC AKAO US 13.8 (0.0) 2.1 ADVANCED EMISSIO OXQ1 GR 106.4 (46.1) (15.3) ADVANCED EMISSIO ADES US 106.4 (46.1) (15.3) ADVENT SOFTWARE AXQ GR 456.3 (111.8) (106.0) ADVENT SOFTWARE ADVS US 456.3 (111.8) (106.0) AERIE PHARMACEUT 0P0 GR 7.2 (22.4) (11.0) AERIE PHARMACEUT AERI US 7.2 (22.4) (11.0) AEROHIVE NETWORK HIVE US 69.9 (3.3) 21.5 AEROHIVE NETWORK 2NW GR 69.9 (3.3) 21.5 AIR CANADA-CL A ADH GR 9,470.0 (1,397.0) 98.0 AIR CANADA-CL A ADH TH 9,470.0 (1,397.0) 98.0 AIR CANADA-CL A AC/A CN 9,470.0 (1,397.0) 98.0 AIR CANADA-CL A AIDIF US 9,470.0 (1,397.0) 98.0 AIR CANADA-CL B ADH1 GR 9,470.0 (1,397.0) 98.0 AIR CANADA-CL B AC/B CN 9,470.0 (1,397.0) 98.0 AIR CANADA-CL B AIDEF US 9,470.0 (1,397.0) 98.0 ALIMERA SCIENCES ASZ GR 19.6 (4.9) 13.7 ALIMERA SCIENCES ALIM US 19.6 (4.9) 13.7 ALIMERA SCIENCES ASZ TH 19.6 (4.9) 13.7 ALLIANCE HEALTHC AIQ US 489.8 (136.6) 58.7 AMC NETWORKS-A AMCX US 2,636.7 (571.3) 889.9 AMC NETWORKS-A 9AC GR 2,636.7 (571.3) 889.9 AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2) AMERICAN AIRLINE A1G GR 42,278.0 (2,731.0) 517.0 AMERICAN AIRLINE A1G TH 42,278.0 (2,731.0) 517.0 AMERICAN AIRLINE AAL US 42,278.0 (2,731.0) 517.0 AMERICAN AIRLINE AAL* MM 42,278.0 (2,731.0) 517.0 AMR CORP ACP GR 42,278.0 (2,731.0) 517.0 AMYLIN PHARMACEU AMLN US 1,998.7 (42.4) 263.0 AMYRIS INC AMRS US 198.9 (135.8) (0.4) ANGIE'S LIST INC 8AL GR 105.6 (18.5) (21.7) ANGIE'S LIST INC ANGI US 105.6 (18.5) (21.7) ARRAY BIOPHARMA ARRY US 146.3 (5.4) 90.2 ATLATSA RESOURCE ATL SJ 768.5 (14.1) 30.2 AUTOZONE INC AZO US 7,262.9 (1,710.3) (860.8) AUTOZONE INC AZ5 GR 7,262.9 (1,710.3) (860.8) AUTOZONE INC AZ5 TH 7,262.9 (1,710.3) (860.8) BARRACUDA NETWOR CUDA US 236.2 (90.1) (66.5) BARRACUDA NETWOR 7BM GR 236.2 (90.1) (66.5) BERRY PLASTICS G BERY US 5,264.0 (183.0) 681.0 BERRY PLASTICS G BP0 GR 5,264.0 (183.0) 681.0 BIOCRYST PHARM BCRX US 48.9 (1.1) 26.9 BIOCRYST PHARM BO1 GR 48.9 (1.1) 26.9 BIOCRYST PHARM BO1 TH 48.9 (1.1) 26.9 BIODELIVERY SCIE BDSI US 38.0 (0.8) 1.6 BIODELIVERY SCIE BD5 GR 38.0 (0.8) 1.6 BRP INC/CA-SUB V BRPIF US 1,875.1 (63.7) 116.5 BRP INC/CA-SUB V B15A GR 1,875.1 (63.7) 116.5 BRP INC/CA-SUB V DOO CN 1,875.1 (63.7) 116.5 BURLINGTON STORE BURL US 2,621.1 (150.5) 112.7 BURLINGTON STORE BUI GR 2,621.1 (150.5) 112.7 CABLEVISION SY-A CVC US 6,591.1 (5,274.3) 283.4 CABLEVISION SY-A CVY GR 6,591.1 (5,274.3) 283.4 CAESARS ENTERTAI C08 GR 24,688.9 (1,903.8) 1,239.5 CAESARS ENTERTAI CZR US 24,688.9 (1,903.8) 1,239.5 CANNAVEST CORP 0VE GR 10.7 (0.2) (1.3) CANNAVEST CORP CANV US 10.7 (0.2) (1.3) CAPMARK FINANCIA CPMK US 20,085.1 (933.1) - CC MEDIA-A CCMO US 15,097.3 (8,696.6) 753.7 CELLADON CORP CLDN US 24.6 (44.3) 20.1 CELLADON CORP 72C GR 24.6 (44.3) 20.1 CENTENNIAL COMM CYCL US 1,480.9 (925.9) (52.1) CENVEO INC CVO US 1,213.7 (497.0) 141.2 CHOICE HOTELS CZH GR 539.9 (464.2) 84.3 CHOICE HOTELS CHH US 539.9 (464.2) 84.3 CIENA CORP CIEN US 1,800.6 (86.9) 800.8 CIENA CORP CIEN TE 1,800.6 (86.9) 800.8 CIENA CORP CIE1 GR 1,800.6 (86.9) 800.8 CIENA CORP CIE1 TH 1,800.6 (86.9) 800.8 CINCINNATI BELL CBB US 2,107.3 (676.7) (3.2) DIRECTV DTV CI 21,905.0 (6,169.0) (577.0) DIRECTV DTV US 21,905.0 (6,169.0) (577.0) DIRECTV DIG1 GR 21,905.0 (6,169.0) (577.0) DOMINO'S PIZZA DPZ US 525.3 (1,290.2) 96.9 DOMINO'S PIZZA EZV TH 525.3 (1,290.2) 96.9 DOMINO'S PIZZA EZV GR 525.3 (1,290.2) 96.9 DUN & BRADSTREET DB5 GR 1,890.3 (1,042.3) (29.9) DUN & BRADSTREET DNB US 1,890.3 (1,042.3) (29.9) DUN & BRADSTREET DB5 TH 1,890.3 (1,042.3) (29.9) EASTMAN KODAK CO KODN GR 3,815.0 (3,153.0) (785.0) EASTMAN KODAK CO KODK US 3,815.0 (3,153.0) (785.0) EDGEN GROUP INC EDG US 883.8 (0.8) 409.2 EGALET CORP EGLT US 14.4 (1.5) (3.1) ELEVEN BIOTHERAP EBIO US 5.1 (6.1) (2.9) EMPIRE STATE -ES ESBA US 1,122.2 (31.6) (925.9) EMPIRE STATE-S60 OGCP US 1,122.2 (31.6) (925.9) ENDURANCE INTERN EIGI US 1,519.2 (20.5) (180.2) ENDURANCE INTERN EI0 GR 1,519.2 (20.5) (180.2) FAIRPOINT COMMUN FRP US 1,599.9 (309.2) 34.3 FERRELLGAS-LP FGP US 1,620.8 (101.2) 20.0 FERRELLGAS-LP FEG GR 1,620.8 (101.2) 20.0 FIVE9 INC 1F9 GR 56.3 (3.0) 1.1 FIVE9 INC FIVN US 56.3 (3.0) 1.1 FREESCALE SEMICO FSL US 3,047.0 (4,594.0) 1,133.0 FREESCALE SEMICO 1FS GR 3,047.0 (4,594.0) 1,133.0 FREESCALE SEMICO 1FS TH 3,047.0 (4,594.0) 1,133.0 GENTIVA HEALTH GHT GR 1,262.6 (300.2) 94.3 GENTIVA HEALTH GTIV US 1,262.6 (300.2) 94.3 GLG PARTNERS INC GLG US 400.0 (285.6) 156.9 GLG PARTNERS-UTS GLG/U US 400.0 (285.6) 156.9 GLOBAL BRASS & C 6GB GR 548.7 (3.4) 286.9 GLOBAL BRASS & C BRSS US 548.7 (3.4) 286.9 GRAHAM PACKAGING GRM US 2,947.5 (520.8) 298.5 GREENSHIFT CORP VD4B GR 8.4 (39.6) (41.2) HALOZYME THERAPE HALOZ GR 101.8 (20.0) 69.7 HALOZYME THERAPE HALO US 101.8 (20.0) 69.7 HCA HOLDINGS INC 2BH GR 28,831.0 (6,928.0) 2,342.0 HCA HOLDINGS INC 2BH TH 28,831.0 (6,928.0) 2,342.0 HCA HOLDINGS INC HCA US 28,831.0 (6,928.0) 2,342.0 HD SUPPLY HOLDIN 5HD GR 6,324.0 (764.0) 1,210.0 HD SUPPLY HOLDIN HDS US 6,324.0 (764.0) 1,210.0 HORIZON PHARMA I HZNP US 252.6 (49.1) 67.5 HORIZON PHARMA I HPM GR 252.6 (49.1) 67.5 HORIZON PHARMA I HPM TH 252.6 (49.1) 67.5 HOVNANIAN ENT-A HOV US 1,787.3 (456.1) 1,131.9 HOVNANIAN ENT-A HO3 GR 1,787.3 (456.1) 1,131.9 HOVNANIAN ENT-B HOVVB US 1,787.3 (456.1) 1,131.9 HOVNANIAN-A-WI HOV-W US 1,787.3 (456.1) 1,131.9 HUGHES TELEMATIC HUTCU US 110.2 (101.6) (113.8) HUGHES TELEMATIC HUTC US 110.2 (101.6) (113.8) INCYTE CORP INCY US 629.6 (193.1) 447.8 INCYTE CORP ICY GR 629.6 (193.1) 447.8 INCYTE CORP ICY TH 629.6 (193.1) 447.8 INFOR US INC LWSN US 6,515.2 (555.7) (303.6) IPCS INC IPCS US 559.2 (33.0) 72.1 ISTA PHARMACEUTI ISTA US 124.7 (64.8) 2.2 JUST ENERGY GROU JE CN 1,543.7 (199.3) (12.4) JUST ENERGY GROU JE US 1,543.7 (199.3) (12.4) JUST ENERGY GROU 1JE GR 1,543.7 (199.3) (12.4) KATE SPADE & CO KATE US 977.5 (32.5) 206.5 KATE SPADE & CO LIZ GR 977.5 (32.5) 206.5 L BRANDS INC LB US 7,198.0 (369.0) 1,324.0 L BRANDS INC LTD GR 7,198.0 (369.0) 1,324.0 L BRANDS INC LTD TH 7,198.0 (369.0) 1,324.0 LDR HOLDING CORP LDRH US 77.7 (7.2) 10.3 LEAP WIRELESS LEAP US 4,662.9 (125.1) 346.9 LEAP WIRELESS LWI TH 4,662.9 (125.1) 346.9 LEAP WIRELESS LWI GR 4,662.9 (125.1) 346.9 LEE ENTERPRISES LEE US 820.2 (157.4) 9.9 LORILLARD INC LO US 3,536.0 (2,064.0) 1,085.0 LORILLARD INC LLV TH 3,536.0 (2,064.0) 1,085.0 LORILLARD INC LLV GR 3,536.0 (2,064.0) 1,085.0 LUMENPULSE INC LMP CN 29.4 (38.4) 3.5 LUMENPULSE INC 0L6 GR 29.4 (38.4) 3.5 MACROGENICS INC MGNX US 42.0 (4.0) 11.7 MACROGENICS INC M55 GR 42.0 (4.0) 11.7 MALIBU BOATS-A M05 GR 57.2 (32.5) (2.0) MALIBU BOATS-A MBUU US 57.2 (32.5) (2.0) MANNKIND CORP NNF1 GR 258.6 (30.7) (51.5) MANNKIND CORP NNF1 TH 258.6 (30.7) (51.5) MANNKIND CORP MNKD US 258.6 (30.7) (51.5) MARRIOTT INTL-A MAR US 6,794.0 (1,415.0) (772.0) MARRIOTT INTL-A MAQ GR 6,794.0 (1,415.0) (772.0) MARRIOTT INTL-A MAQ TH 6,794.0 (1,415.0) (772.0) MAUI LAND & PINE MLP US 56.7 (36.0) (54.8) MDC PARTNERS-A MDZ/A CN 1,425.2 (128.1) (189.8) MDC PARTNERS-A MDCA US 1,425.2 (128.1) (189.8) MDC PARTNERS-A MD7A GR 1,425.2 (128.1) (189.8) MERITOR INC AID1 GR 2,497.0 (808.0) 337.0 MERITOR INC MTOR US 2,497.0 (808.0) 337.0 MERRIMACK PHARMA MACK US 192.4 (43.1) 108.9 MERRIMACK PHARMA MP6 GR 192.4 (43.1) 108.9 MIRATI THERAPEUT MRTX US 18.5 (24.3) (25.3) MIRATI THERAPEUT 26M GR 18.5 (24.3) (25.3) MONEYGRAM INTERN MGI US 4,786.9 (77.0) 85.2 MORGANS HOTEL GR MHGC US 572.8 (172.9) 6.5 MORGANS HOTEL GR M1U GR 572.8 (172.9) 6.5 MPG OFFICE TRUST MPG US 1,280.0 (437.3) - NATIONAL CINEMED NCMI US 1,067.3 (146.1) 134.0 NATIONAL CINEMED XWM GR 1,067.3 (146.1) 134.0 NAVISTAR INTL NAV US 7,654.0 (3,877.0) 645.0 NAVISTAR INTL IHR GR 7,654.0 (3,877.0) 645.0 NAVISTAR INTL IHR TH 7,654.0 (3,877.0) 645.0 NEKTAR THERAPEUT ITH GR 434.5 (89.9) 159.7 NEKTAR THERAPEUT NKTR US 434.5 (89.9) 159.7 NEXSTAR BROADC-A NXZ GR 1,163.7 (13.2) 117.2 NEXSTAR BROADC-A NXST US 1,163.7 (13.2) 117.2 NORCRAFT COS INC NCFT US 265.0 (6.1) 47.7 NORCRAFT COS INC 6NC GR 265.0 (6.1) 47.7 NORTHWEST BIO NWBO US 7.6 (14.3) (9.7) NORTHWEST BIO NBYA GR 7.6 (14.3) (9.7) NYMOX PHARMACEUT NYMX US 1.1 (5.9) (2.3) OCI PARTNERS LP OP0 GR 460.3 (98.7) 79.8 OCI PARTNERS LP OCIP US 460.3 (98.7) 79.8 OMEROS CORP OMER US 16.5 (18.4) 2.9 OMEROS CORP 3O8 GR 16.5 (18.4) 2.9 OMTHERA PHARMACE OMTH US 18.3 (8.5) (12.0) OPOWER INC OPWR US 63.1 (6.3) (11.9) OPOWER INC 38O GR 63.1 (6.3) (11.9) OPOWER INC 38O TH 63.1 (6.3) (11.9) OVERSEAS SHIPHLD OSGIQ US 3,644.5 (60.2) 439.5 PALM INC PALM US 1,007.2 (6.2) 141.7 PHIBRO ANIMAL HE PAO EU 480.8 (63.5) 179.9 PHIBRO ANIMAL HE PAO GR 480.8 (63.5) 179.9 PHIBRO ANIMAL HE PAHC LN 480.8 (63.5) 179.9 PHIBRO ANIMAL-A PAHC US 480.8 (63.5) 179.9 PHIBRO ANIMAL-A PB8 GR 480.8 (63.5) 179.9 PHILIP MORRIS IN PM US 36,137.0 (7,157.0) 854.0 PHILIP MORRIS IN PM1 EU 36,137.0 (7,157.0) 854.0 PHILIP MORRIS IN 4I1 TH 36,137.0 (7,157.0) 854.0 PHILIP MORRIS IN PM1 TE 36,137.0 (7,157.0) 854.0 PHILIP MORRIS IN PMI SW 36,137.0 (7,157.0) 854.0 PHILIP MORRIS IN PM FP 36,137.0 (7,157.0) 854.0 PHILIP MORRIS IN 4I1 GR 36,137.0 (7,157.0) 854.0 PHILIP MORRIS IN PM1CHF EU 36,137.0 (7,157.0) 854.0 PHILIP MORRIS IN PM1EUR EU 36,137.0 (7,157.0) 854.0 PLAYBOY ENTERP-A PLA/A US 165.8 (54.4) (16.9) PLAYBOY ENTERP-B PLA US 165.8 (54.4) (16.9) PLUG POWER INC PLUG US 35.4 (15.5) 11.1 PLUG POWER INC PLUN GR 35.4 (15.5) 11.1 PLUG POWER INC PLUN TH 35.4 (15.5) 11.1 PLY GEM HOLDINGS PGEM US 1,042.3 (52.0) 175.8 PLY GEM HOLDINGS PG6 GR 1,042.3 (52.0) 175.8 PROTALEX INC PRTX US 1.2 (8.6) 0.6 PROTECTION ONE PONE US 562.9 (61.8) (7.6) QUICKSILVER RES KWK US 1,369.7 (1,006.0) 259.2 QUINTILES TRANSN Q US 3,066.8 (667.5) 463.4 QUINTILES TRANSN QTS GR 3,066.8 (667.5) 463.4 RE/MAX HOLDINGS RMAX US 252.0 (22.5) 39.1 RE/MAX HOLDINGS 2RM GR 252.0 (22.5) 39.1 REGAL ENTERTAI-A RETA GR 2,704.7 (715.3) (41.3) REGAL ENTERTAI-A RGC US 2,704.7 (715.3) (41.3) RENAISSANCE LEA RLRN US 57.0 (28.2) (31.4) RENTPATH INC PRM US 208.0 (91.7) 3.6 RETROPHIN INC RTRX US 21.4 (5.8) (10.3) RETROPHIN INC 17R GR 21.4 (5.8) (10.3) REVANCE THERAPEU RTI GR 18.9 (23.7) (28.6) REVANCE THERAPEU RVNC US 18.9 (23.7) (28.6) REVLON INC-A RVL1 GR 2,123.9 (596.5) 246.4 REVLON INC-A REV US 2,123.9 (596.5) 246.4 RITE AID CORP RAD US 6,944.9 (2,113.7) 1,777.7 RITE AID CORP RTA GR 6,944.9 (2,113.7) 1,777.7 RURAL/METRO CORP RURL US 303.7 (92.1) 72.4 SABRE CORP SABR US 4,755.7 (317.7) (273.6) SABRE CORP 19S GR 4,755.7 (317.7) (273.6) SALLY BEAUTY HOL SBH US 2,060.1 (291.2) 689.5 SALLY BEAUTY HOL S7V GR 2,060.1 (291.2) 689.5 SILVER SPRING NE SSNI US 516.4 (78.1) 95.5 SILVER SPRING NE 9SI GR 516.4 (78.1) 95.5 SILVER SPRING NE 9SI TH 516.4 (78.1) 95.5 SMART TECHNOL-A 2SA GR 374.2 (29.4) 71.6 SMART TECHNOL-A SMA CN 374.2 (29.4) 71.6 SMART TECHNOL-A SMT US 374.2 (29.4) 71.6 SMART TECHNOL-A 2SA TH 374.2 (29.4) 71.6 SPORTSMAN'S WARE SPWH US 265.0 (128.6) 76.1 SUNESIS PHARMAC RYIN TH 40.5 (6.2) 6.5 SUNESIS PHARMAC SNSS US 40.5 (6.2) 6.5 SUNESIS PHARMAC RYIN GR 40.5 (6.2) 6.5 SUNGAME CORP SGMZ US 0.1 (2.2) (2.3) SUPERVALU INC SJ1 GR 4,711.0 (983.0) 272.0 SUPERVALU INC SJ1 TH 4,711.0 (983.0) 272.0 SUPERVALU INC SVU US 4,711.0 (983.0) 272.0 TANDEM DIABETES TNDM US 48.6 (2.8) 13.8 TANDEM DIABETES TD5 GR 48.6 (2.8) 13.8 TAUBMAN CENTERS TU8 GR 3,506.2 (215.7) - TAUBMAN CENTERS TCO US 3,506.2 (215.7) - THRESHOLD PHARMA THLD US 104.1 (23.5) 59.0 TRANSDIGM GROUP T7D GR 6,292.5 (234.2) 882.4 TRANSDIGM GROUP TDG US 6,292.5 (234.2) 882.4 TRINET GROUP INC TNET US 1,434.7 (270.4) 65.1 TRINET GROUP INC TN3 GR 1,434.7 (270.4) 65.1 ULTRA PETROLEUM UPL US 2,785.3 (331.5) (278.8) ULTRA PETROLEUM UPM GR 2,785.3 (331.5) (278.8) UNISYS CORP USY1 TH 2,510.0 (663.9) 516.0 UNISYS CORP UISEUR EU 2,510.0 (663.9) 516.0 UNISYS CORP USY1 GR 2,510.0 (663.9) 516.0 UNISYS CORP UISCHF EU 2,510.0 (663.9) 516.0 UNISYS CORP UIS1 SW 2,510.0 (663.9) 516.0 UNISYS CORP UIS US 2,510.0 (663.9) 516.0 VARONIS SYSTEMS VS2 GR 33.7 (1.5) 1.8 VARONIS SYSTEMS VRNS US 33.7 (1.5) 1.8 VECTOR GROUP LTD VGR GR 1,260.2 (21.6) 183.3 VECTOR GROUP LTD VGR US 1,260.2 (21.6) 183.3 VENOCO INC VQ US 695.2 (258.7) (39.2) VERISIGN INC VRS GR 2,660.8 (423.6) (226.0) VERISIGN INC VRS TH 2,660.8 (423.6) (226.0) VERISIGN INC VRSN US 2,660.8 (423.6) (226.0) VINCE HOLDING CO VNCE US 470.3 (181.2) (158.1) VINCE HOLDING CO VNC GR 470.3 (181.2) (158.1) VIRGIN MOBILE-A VM US 307.4 (244.2) (138.3) VISKASE COS I VKSC US 346.7 (16.3) 106.1 WEIGHT WATCHERS WTW US 1,408.9 (1,474.6) (30.1) WEIGHT WATCHERS WW6 TH 1,408.9 (1,474.6) (30.1) WEIGHT WATCHERS WW6 GR 1,408.9 (1,474.6) (30.1) WEST CORP WT2 GR 3,486.3 (740.2) 363.9 WEST CORP WSTC US 3,486.3 (740.2) 363.9 WESTMORELAND COA WME GR 939.8 (280.3) 4.1 WESTMORELAND COA WLB US 939.8 (280.3) 4.1 XERIUM TECHNOLOG XRM US 624.1 (11.4) 107.5 XOMA CORP XOMA US 134.8 (4.0) 97.4 XOMA CORP XOMA GR 134.8 (4.0) 97.4 XOMA CORP XOMA TH 134.8 (4.0) 97.4 YRC WORLDWIDE IN YRCW US 2,064.9 (597.4) 213.3 YRC WORLDWIDE IN YEL1 TH 2,064.9 (597.4) 213.3 YRC WORLDWIDE IN YEL1 GR 2,064.9 (597.4) 213.3 ********* 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 ***