/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/140529.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, May 29, 2014, Vol. 18, No. 147 Headlines 21ST CENTURY ONCOLOGY: S&P Affirms 'B-' Corp. Credit Rating 818 GREEN STREET: Voluntary Chapter 11 Case Summary ABERDEEN LAND: Plan Confirmation Hearing Continued to June 19 ACCREDITED HOME: Bid to Reject "Skibbe" Suit Granted in Part ADVANCED CELL: Incurs $8.69-Mil. Net Loss in March 31 Quarter ALIMERA SCIENCES: Has $20.76-Mil. Net Loss for Q1 Ended March 31 ALPHA NATURAL: Moody's Cuts CFR to B3 & Rates 2nd Lien Notes B2 AMERICAN BREWING: Incurs $656K Net Loss in First Quarter AMERICAN RESIDENTIAL: Moody's Rates New $200MM First Lien Debt B2 AMERIGO ENERGY: Late-Filed Form 10-Q Shows $246,000 Q1 Net Income AMINCOR INC: Files Form 10-Q, Incurs $2.8 Million Net Loss in Q1 ARISTA POWER: Incurs $752,000 Net Loss in First Quarter ASTANA-FINANCE JSC: Wins Chapter 15 Relief AUGUSTA APARTMENTS: Turner Compensation Application Withdrawn BLITZ USA: Attys Mismanaging $163M Trust, Burn Victim Says BODY CENTRAL: Has $9.25-Mil. Net Loss for March 29 Quarter BURROUGHS-ROSS-COLVILLE: Case Summary & 19 Unsecured Creditors CANCER GENETICS: Incurs $2.5 Million Net Loss in First Quarter CARETRUST REIT: Moody's Assigns 'B2' Corp. Family Rating CASPIAN SERVICES: Files Form 10-Q, Incurs $10.9MM Q2 Net Loss CEETOP INC: Incurs $346,000 Net Loss in First Quarter CENTRAL STATES MECHANICAL: 10th Cir. Rules on Agra Contract Rift CLEAN DIESEL: Incurs $3.84-Mil. Loss in Q1 Ended March 31 COLDWATER CREEK: Trustee Blasts $2.6M Bonus Plan for Execs COLOR STAR: Seeks to Extend Plan Exclusivity Until June 13 CONDOR DEVELOPMENT: Court to Convene June 13 Confirmation Hearing CONDOR DEVELOPMENT: EastWest Bank Opposes Plan Outline Approval CONDOR DEVELOPMENT: Court Fixes May 30 as Admin Claims Bar Date CORNERSTONE HOMES: Chapter 11 Trustee Hires Realtor CROZER CHESTER: Moody's Lowers Long-Term Rating to 'Ba2' DAVID K. DRUMM: On Trial Over Bankruptcy Discharge DETROIT, MI: Creditors Ask Judge to Delay Detroit Bankruptcy Trial DEWEY & LEBOEUF: Looks to Judge for Solution to $1.2MM Tax Problem DEWEY & LEBOEUF: Creditor Can Sue Officers After Claim Sold E H MITCHELL: Balks at UST's Motion to Dismiss or Convert E H MITCHELL: Creditor Laurent Wants Bankruptcy Case Dismissed ENERGY FUTURE: Extends Early Participation Date for Tender Offer ENERGY FUTURE: Postpones Hearing on Restructuring Agreement ESP RESOURCES: Incurs $756,000 Net Loss in First Quarter EVENT RENTALS: Seeks Sole Right to File Plan Until October EXIDE TECHNOLOGIES: Faces Resistance to Opening Pennsylvania Plant EXTENDED STAY: S&P Assigns 'B+' Corp. Credit Rating, Outlook Pos. FIRST NATIONAL: William G. Bracey Elected as Director FREE LANCE-STAR: Dist. Court Rejects DSP Bid to Expedite Appeal FREEDOM INDUSTRIES: Sells Blending Plant for $575,000 FURNITURE BRANDS: Lassman Family Blocks Approval of Plan Outline GARLOCK SEALING: To File Amended Plan of Reorganization Today GENCO SHIPPING: Rights Offering Subscription Deadline Extended GENCO SHIPPING: Hires Kramer Levin as Counsel GENERAL MOTORS: Customer Loses Appeal of Bankruptcy Judge's Ruling GENERAL MOTORS: Counsel Knew About Defect Before Ch. 11, Suit Says GENERAL MOTORS: Lawyers Push to Corral Automaker's Recall Cases GINGRICH GROUP: Judge OKs Trustee's Settlement With Newt GLOBAL AVIATION: U.S. Trustee, et al., Object to Proposed Bonuses GMF CANADA: S&P Rates C$400MM Sr. Unsecured Notes 'BB-' HALSEY MINOR: Horse Farm Sells for $7.5 Million HAYDEL PROPERTIES: Dismissal Hearing Set For June 19 HDG MANSUR INVESTMENT: Wants Schedules Deadline Moved to July 7 HDG MANSUR INVESTMENT: Mansur Proposes Katz & Korin as Counsel HDG MANSUR INVESTMENT: Seeks to Stop Equity Co. Suit INTERFAITH MEDICAL: Bankruptcy Hearing Postponed to May 30 IVANHOE RANCH: Court Grants Essel's Request to Lift Stay JACOBY & MEYERS: Bankruptcy Belongs in New York, Creditors Say JHK INVESTMENTS: June 3 Hearing on Cash Collateral Access KISSNER MILLING: Moody's Assigns 'B3' Corporate Family Rating LEHMAN BROTHERS: LBI Trustee Plans $4-Bil. Payout to Creditors LEHMAN BROTHERS: Trustee to Set Aside Reserves for Secured Claims LEHMAN BROTHERS: Bid Against Dismissal of Suit Unfair, Banks Claim LEHMAN BROTHERS: Asks Court to Disallow Giants Stadium Claims LEHMAN BROTHERS: $1.6-Bil. Claims vs. LBI Disallowed in Q1 of 2014 LEHMAN BROTHERS: Picbengro Deal Approved by Bankruptcy Court LUPATECH SA: Terms of Restructuring Plan in Brazil MEE APPAREL: U.S. Trustee Claims Otterbourg Has Conflict MOMENTIVE PERFORMANCE: Gets Approval to Honor Insurance Agreements NEW STREAM: Execs Cop to Conspiracy in Fraud Case OPTIM ENERGY: Wants Deadline to Remove Suits Moved to Sept. 10 OPTIM ENERGY: Asks Court to Determine Value of Twin Oaks Plant OPTIM ENERGY: Gets Court Approval to Implement Incentive Programs OVERSEAS SHIPHOLDING: Files First Amended Disclosure Statement PACIFIC STEEL: Court Okays Sheppard Mullin as Committee Counsel PACIFIC STEEL: Hires Chang Ruthenberg as Special Counsel PERMA-FIX ENVIRONMENTAL: Posts $3.97-Mil. Loss in March 31 Quarter PICACHO HILLS: Taps Randy Travis as Accountant PILGRIM'S PRIDE: Moody's Puts 'B1' CFR on Review for Downgrade PONCE DE LEON: PRLP Urges Court to Reject Reorganization Plan PONCE DE LEON: PRLP Wants Use of Sale Proceeds Restricted RAM POWER: In Talks with Lenders to Obtain Loan Waivers RHP HOTEL: Moody's Assigns Ba3 Rating on $400MM Sr. Secured Loan ROSSCO HOLDINGS: Accuses Beard Kultgen, Kelly Hart Of Malpractice ROSKAMP MANAGEMENT: Pa. Judge Can't Nix Deal OK'd In Bankruptcy RUDERMAN CAPITAL: Ponzi Victims Can Be Paid Before $25M SEC Claim SABINE PASS: Moody's Rates $1.5BB Senior Secured Notes 'Ba3' SAN JUAN PROPERTIES: Case Summary & 2 Largest Unsecured Creditors SCH-TRIDENT: Hiring Lindauer Firm as Bankruptcy Counsel SCH-TRIDENT: Can Use Cash Collateral Thru May 30 SCH-TRIDENT: Schedules and Statements Due Today SEGA BIOFUELS: Plan Disclosures Approved by Judge SHILO INN: Taps Greene & Markley as Special Litigation Counsel SHILO INN: California Bank Objects to Greene & Markley Hiring SKYLINE MANOR: Hearing on Appointment of Ch 11 Trustee Today SKYLINE MANOR: Penny Clark Named as Patient Care Ombudsman SM ENERGY: Moody's Raises Corporate Family Rating to 'Ba1' SPECIALTY HOSPITALS: Enters Ch. 11 With Sale Plan STOCKTON, CA: T To Can, Greg Valentine Object to Plan Confirmation TESLA MOTORS: S&P Assigns Unsolicited 'B-' CCR; Outlook Stable TRADER CORPORATION: Moody's Affirms 'B3' Corporate Family Rating TRONOX INC: Judge Approves Anadarko's $5.15 Billion Settlement TRUE RELIGION: Moody's Lowers Corp. Family Rating to 'B3' TUSCANY INTERNATIONAL: First Amended Plan Confirmed TWEETER HOME: Chapter 7 Conversion Sought USMART MOBILE: Files Form 10-Q, Incurs $291,000 Net Loss in Q1 VERITY CORP: Late-Filed Form 10-Q Shows $212,755 Net Loss ZAYO GROUP: Moody's Affirms 'B2' CFR & Rates Add-on Debt 'B1' * Chapter 11 Fees Up as Big Company Filings Down * Court Declines to Cancel Woman's Debt 'Anywhere on Planet Earth' * No Supreme Court Decision Yet on 'Stern Waiver' Case * North Las Vegas Pursues Bill that Could Allow Muni Bankruptcies * Wells Fargo Wrongly Charged Attorneys' Fees, $5M Suit Says * Two Dorsey Bankruptcy Attorneys Recognized by Chambers USA * Recent Small-Dollar & Individual Chapter 11 Filings ********* 21ST CENTURY ONCOLOGY: S&P Affirms 'B-' Corp. Credit Rating ----------------------------------------------------------- Standard & Poor's Ratings Services revised its rating outlook on 21st Century Oncology Holdings Inc. to stable from positive. The corporate credit rating remains 'B-'. In addition, S&P withdrew the ratings on the $640 million first-lien credit facility, consisting of a $210 million revolving credit facility and a $430 million term loan, which the company planned to issue in conjunction with the IPO. S&P also revised its recovery ratings on the company's second-lien notes to '4' from '3', indicating S&P's expectation of average (30% to 50%) recovery in a default scenario. S&P made this revision because the company has incurred higher capital leases and subsidiary debt, which S&P considers to be priority debt. The issue-level rating on these notes is 'B-', the same as the corporate credit rating. "We revised the outlook on 21st Century Oncology Holdings after the company announced that it has postponed its IPO and a related refinancing," said credit analyst Tulip Lim. "We based the revision on our expectation that the company will incur discretionary cash flow deficits this year versus our expectation that the company would generate minimal positive discretionary cash flow if the IPO and refinancing had been completed." The outlook is stable and reflects S&P's expectation that organic revenue will grow at a mid-single-digit rate, margins will rise, and liquidity will remain "adequate" over the near-term. Upside scenario S&P could raise the rating if the company lowers leverage and improves interest coverage such that it become convinced that the company would generate moderate positive discretionary cash flow. This could occur if the company were to complete an IPO and refinance high interest cost debt. It would also likely entail the reimbursement environment remaining relatively stable, the company successfully integrating OnCure and SFRO, significant margin expansion, and continued treatment volume increases. Downside scenario S&P could consider lowering the rating if the company's revolving credit facility balance approaches $75 million. This could occur if treatment volumes begin declining or if expected margin expansion does not materialize, leading to widening discretionary cash flow deficits. 818 GREEN STREET: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: 818 Green Street LLC 2004 West Lagoon Road Pleasanton, CA 94566 Case No.: 14-42286 Chapter 11 Petition Date: May 26, 2014 Court: United States Bankruptcy Court Northern District of California (Oakland) Judge: Hon. William J. Lafferty Debtor's Counsel: Mark W. Lapham, Esq. LAW OFFICES OF MARK W. LAPHAM 751 Diablo Rd. Danville, CA 94526 Tel: (925)837-9007 Email: marklapham@sbcglobal.net Total Assets: $3.5 million Total Liabilities: $3.2 million The petition was signed by Harry Nguyen, managing member. The Debtor did not file a list of its largest unsecured creditors when it filed the petition. ABERDEEN LAND: Plan Confirmation Hearing Continued to June 19 ------------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida will continue on June 19 the hearing on the confirmation of the Chapter 11 plan proposed by Aberdeen Land II, LLC. As reported in the Troubled Company Reporter, Aberdeen filed on Oct. 11, 2013, its proposed plan which provides for the continued operation of the property of its estate through a reorganized company. The plan provides for cash payments to holders of allowed claims in certain instances and for the transfer of property to certain holders of allowed secured claims as the indubitable equivalent of such allowed secured claims. The primary source of the funds necessary to implement the plan initially will be the cash of the reorganized company, exit financing and the sales of portions or all of Aberdeen's real property. On Oct. 17, the bankruptcy court approved the outline of the plan or the so-called disclosure statement. About Aberdeen Land II Aberdeen Land II, LLC, doing business as Aberdeen, owns a 1,316-acre master- planned community near Jacksonville, Florida. The project is designed for 1,623 single-family homes and 395 multi-family units. More than 1,000 units have been sold, leaving Aberdeen with 856 undeveloped lots and 28.1 acres zoned for commercial or residential use. Aberdeen filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 13-04103) on July 1, 2013, in Jacksonville, Florida. The Debtor has tapped Genovese Joblove & Battista, P.A., as counsel, Kapila & Company as accountant, Kellerhals Ferguson Fletcher Kroblin, PLLC, as special counsel, and Fishkind & Associates as expert consultants. Aberdeen owes $24 million in bonds that financed the project and more than $20 million to secured lenders with mortgages on the property. In its amended schedules, the Debtor disclosed $41,165,861 in assets and $31,189,704 in liabilities as of the petition date. No creditors' committee was appointed in the case. ACCREDITED HOME: Bid to Reject "Skibbe" Suit Granted in Part ------------------------------------------------------------ In the lawsuit, WILLIAM C. SKIBBE, Plaintiff, v. ACCREDITED HOME LENDERS, INC., et al., Defendants, Civil Action No. 2:08-CV-01393 (S.D. W.Va.), District Judge Joseph R. Goodwin ruled on Residential Credit Solutions, Inc. and Deutsche Bank National Trust's Renewed Motion to Dismiss, Motion to Strike Second Amended Complaint, Count IV of Plaintiff's Amended Complaint, and Reference to Defendant Real Estate Appraiser from Plaintiff's Amended Complaint, and Motion to Dismiss Third Amended Complaint. Specifically, the defendants' motion to strike and renewed motion to dismiss are denied as moot. The defendants' motion to dismiss the Third Amended Complaint is granted, in part, and denied, in part. From May 2009 to April 2014, the case was stayed because of Accredited's Chapter 11 bankruptcy, which ended in liquidation of the company. After the stay was lifted, the defendants renewed their motion to dismiss the plaintiff's amended complaint. Accredited is the successor to defendant Aames Funding Corp. as Lender and Servicer of the mortgage obtained by the plaintiff, and Dana Capital Group Inc. was the broker for the mortgage transaction. The mortgage is currently held by the defendant RCS and upon foreclosure the property was purchased by the defendant Deutsche. A copy of the Court's May 21, 2014 Memorandum Opinion and Order is available at http://is.gd/t2L9YOfrom Leagle.com. William C. Skibbe is represented by Bren J. Pomponio, Esq., Sara Bird, Esq., and Sarah K. Brown, Esq., at Mountain State Justice, Inc. Accredited Home Lenders, Inc., is represented by Kathleen Shields O'Beirne, Esq., at Bradley Arant Rose & White; and Peter G. Markham, Esq., at Allen Guthrie Mchugh & Thomas. Aames Funding is also represented by Allen Guthrie. Residential Credit Solutions, Inc., is represented by Albert C. Dunn, Jr., Esq., Charles R. Bailey, Esq., H. F. Salsbery, Esq. and Kristen Vickers Hammond, Esq., at Bailey & Wyant; and Angela Watson, Esq., Scott Sina, Esq., and James E. Clarke, Esq., at Draper & Goldberg. Both firms also represent Deutsche Bank National Trust. About Accredited Home San Diego, California-based Accredited Home Lenders Holding Co. -- http://www.accredhome.com/-- was a mortgage banker servicing U.S. markets for conforming and non-prime residential mortgage loans operating throughout the U.S. and in Canada. Accredited sold its mortgage-servicing business in July 2009 as part of its bankruptcy. Accredited Home Lenders and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 09-11516) on May 1, 2009. Gregory G. Hesse, Esq., Lynnette R. Warman, Esq., and Jesse T. Moore, Esq., at Hunton & William LLP, serve as the Debtors' bankruptcy counsel. Laura Davis Jones, Esq., James E. O'Neill, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang Ziehl & Jones LLP, serve as Delaware counsel. Kurtzman Carson Consultants is the Debtors' claims agent. Andrew I Silfen, Esq., Schuyler G. Carroll, Esq., Robert M. Hirsch, Esq., at Arent Fox LLP in New York, and Jeffrey N. Rothleder, Esq., at Arent Fox LLP in Washington, DC, represent the official committee of unsecured creditors as co-counsel. Neil R. Lapinski, Esq., and Shelley A. Kinsella, Esq., at Elliott Greenleaf, represent the Committee as Delaware and conflicts counsel. Accredited Home Lenders estimated its assets at $10 million to $50 million and its debts at $100 million to $500 million in its Chapter 11 petition. ADVANCED CELL: Incurs $8.69-Mil. Net Loss in March 31 Quarter ------------------------------------------------------------- Advanced Cell Technology, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $8.69 million on $39,468 of revenue for the three months ended March 31, 2014, compared with a net loss of $6.51 million on $87,781 of revenue for the same period in 2013. The Company's balance sheet at March 31, 2014, showed $5.64 million in total assets, $26.31 million in total liabilities, and a stockholders' deficit of $20.68 million. According to the regulatory filing, as of March 31, 2014, the Company has an accumulated deficit of $322.6 million. This and other factors, such as the Company's cash balance, raise substantial doubt about the Company's ability to continue as a going concern. The ability to continue as a going concern is dependent upon many factors, including the Company's ability to raise additional capital in a timely manner. A copy of the Form 10-Q is available: http://is.gd/hdEcTa Marlborough, Mass.-based Advanced Cell Technology, Inc. (OTC QB: ACTC) is a biotechnology company applying cellular technology in the field of regenerative medicine. ALIMERA SCIENCES: Has $20.76-Mil. Net Loss for Q1 Ended March 31 ---------------------------------------------------------------- Alimera Sciences, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $20.76 million on $2.08 million of net revenue for the three months ended March 31, 2014, compared with a net loss of $13.98 million on $nil of net revenue for the same period in 2013. The Company's balance sheet at March 31, 2014, showed $47.42 million in total assets, $36.77 million in total liabilities, and stockholders' equity of $10.65 million. The Company's recurring net losses, negative cash flow from operations and accumulated deficit raise substantial doubt about its ability to continue as a going concern, according to the regulatory filing. A copy of the Form 10-Q is available: http://is.gd/AIMgwR About Alimera Sciences Alpharetta, Ga.-based Alimera Sciences, Inc., is a biopharmaceutical company that specializes in the research, development and commercialization of prescription ophthalmic pharmaceuticals. The Company is presently focused on diseases affecting the back of the eye, or retina, because it believes these diseases are not well treated with current therapies and represent a significant market opportunity. ALPHA NATURAL: Moody's Cuts CFR to B3 & Rates 2nd Lien Notes B2 --------------------------------------------------------------- Moody's Investors Services, in mid-May 2014, downgraded the corporate family rating (CFR) of Alpha Natural Resources Inc. (Alpha) to B3 from B2, its probability of default rating to B3-PD from B2-PD, and the ratings on the first lien senior secured credit facility to B1 from Ba2, and senior unsecured debt to Caa1 from B3. At the same time, Moody's assigned a B2 rating to the proposed $400 million new second lien notes. The outlook is stable. Issuer: Alpha Natural Resources, Inc Downgrades: Corporate Family Rating, Downgraded to B3 from B2 Probability of Default Rating, Downgraded to B3-PD from B2-PD Senior Secured Bank Credit Facility, Downgraded to B1 LGD2, 24% from Ba2 LGD2, 12 % Senior Unsecured Regular Bond/Debenture, Downgraded to Caa1 LGD5, 73% from B3 LGD4, 64 % Assignments: Senior Secured Regular Bond/Debenture, Assigned B2 LGD3, 35 % Outlook Actions: Outlook, Remains Stable Affirmations: Speculative Grade Liquidity Rating, Affirmed SGL-2 Ratings Rationale Moody's expects the proceeds of the offering to be used to boost liquidity and address maturities of roughly $160 million in convertible senior unsecured notes in 2015. The B2 rating on the second-lien notes, one notch above the CFR, reflects their position in the company's capital structure with respect to claim on collateral, behind the first-lien secured revolver and term loan but ahead of the company's senior unsecured notes. The notes and the guarantees will be secured by second priority liens on the same collateral securing the first lien credit facility, and will consist of substantially all of Alpha's assets and the assets of Alpha's subsidiary guarantors. The downgrade reflects the sharp contraction in metrics due to weak metallurgical coal market conditions, marked by a second quarter benchmark settlement for high quality coking coal of $120 per tonne. Although thermal markets have recently shown a positive trend on the back of cold winter, higher natural gas prices, and declining coal inventories, the company's metrics are particularly sensitive to the metallurgical (met) coal markets. Moody's believe that if met prices persist in $120 - $145 range, the company's EBITDA will be insufficient to cover interest expenses and Alpha will generate negative operating and free cash flows. Moody's believes that recently announced industry supply cuts, Australian dollar appreciation and completion of major expansionary projects in Australia will provide support to seaborne met coal pricing over the next 12 to 24 months. That said, the sluggish recovery in global steel industry and slowing GDP growth rates in China may prolong the pricing recovery. Alpha's good liquidity continues to support the ratings, giving the company capacity to weather the weak market conditions. The Speculative Grade Liquidity rating of SGL-2 continues to reflect Alpha's over $900 million in cash, cash equivalents and marketable securities (not including proceeds of the offering) and over $900 million available under the revolver, which requires Alpha to maintain minimum liquidity of $300 million. Moody's expect the company to remain in compliance with the restrictive covenants under the secured credit facility over the next twelve months, although headroom under financial covenants could become tight beyond that point, should weak met prices persist. Alpha's B3 corporate family rating continues to reflect its position as one of the top three US coal companies in terms of production and reserves and the largest US met coal producer, as well as its large debt burden. The rating also reflects the company's operating diversity with 86 mines, 25 prep plants, and a presence in Northern and Central Appalachia and the Powder River Basin (PRB). The company's efficient longwall operations in NAPP remain well positioned to generate healthy margins in the thermal markets, and in high-volatile met markets once conditions improve. A downgrade could result if liquidity deteriorates, negative free cash flows persist beyond 2014, and/or Debt/ EBITDA is expected to be above 7x beyond 2015. While the potential for an upgrade is limited at this time, the ratings or outlook could be favorably impacted should metallurgical and/or thermal coal prices recover, such that the company's leverage, as adjusted, is expected to approach 5x and free cash flow is expected to turn positive. Alpha Natural Resources is one of the largest coal companies in the US, and the largest US producer and exporter of metallurgical (met) coal. The company's operations are located in the Central Appalachia (CAPP) and Northern Appalachia (NAPP) regions, as well as the Powder River Basin (PRB). In 2013, the company generated $5 billion in revenues. AMERICAN BREWING: Incurs $656K Net Loss in First Quarter -------------------------------------------------------- American Brewing Company, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $656,120 on $241,003 of revenue for the three months ended March 31, 2014, compared with a net loss of $58,336 on $225,973 of revenue for the same period in 2013. The Company's balance sheet at March 31, 2014, showed $1.26 million in total assets, $668,507 in total liabilities, and stockholders' equity of $591,787. The Company had an accumulated deficit of $1.53 million and $875,000 at March 31, 2014, and year ended Dec. 31, 2013, respectively, has a history of recurring net losses and negative working capital. These matters, among others, raise substantial doubt about our ability to continue as a going concern. A copy of the Form 10-Q is available: http://is.gd/oC0VcV American Brewing Company, Inc., was formed under the laws of the State of Washington on April 26, 2010. The Company is a micro brewing company based out of Edmonds, Washington, and currently has four beers in its portfolio and continues to develop new flavors for distribution to its customers. AMERICAN RESIDENTIAL: Moody's Rates New $200MM First Lien Debt B2 ----------------------------------------------------------------- Moody's Investors Service has assigned B2 ratings to American Residential Services, L.L.C.'s ("ARS") proposed $50 million senior secured first lien revolving credit facility and $150 million senior secured first lien term loan. On close of the refinancing transactions, Moody's will withdraw the Caa1 Corporate Family Rating (CFR) and Caa1-PD Probability of Default rating of ARS Intermediate Holdings LLC, ("Holdings", the indirect holding company parent of ARS), and will assign a B3 CFR and a B3-PD PDR to ARS, as that entity will be the sole issuer of rated debt. The rating outlook is stable. The net proceeds of the new term loans, along with a $60 million second lien credit facility (not rated by Moody's) and meaningful new cash equity received as part of the April 2014 acquisition of ARS by Charlesbank Equity Fund VII, Limited Partnership ("Charlesbank"), will be used to refinance existing indebtedness. Assignments: Issuer: American Residential Services, L.L.C. (New) Probability of Default Rating, Assigned B3-PD Corporate Family Rating, Assigned B3 Senior Secured Revolving Credit Facility, Assigned B2 (LGD3, 33%) Senior Secured Term Loan Facility, Assigned B2 (LGD3, 33%) Rating Outlook is Stable LGD point estimates are subject to change and all ratings are subject to the execution of the transaction as currently proposed and Moody's review of final documentation. Moody's will withdraw ratings on the existing debt instruments of Holdings and ARS if they are redeemed in conjunction with the refinancing. Ratings Rationale ARS's B3 CFR, which was raised from the Caa1 CFR at Holdings prior to this re-financing, reflects lower debt and leverage that will result from the new capital structure that will ensue from the purchase of the company by Charlesbank. With additional equity contributed by Charlesbank, ARS' debt will be reduced by approximately 12%. Moody's estimates pro forma Debt to EBITDA (including Standard Adjustments) at approximately 5.6 times for the LTM March 31, 2014 period, representing a material improvement in leverage, which had been persistently in excess of 6 times under the prior debt structure. Interest coverage also improves materially with the elimination of costly interest associated with the existing capital structure. Pro forma EBITA to Interest is estimated at approximately 2 times. Such credit metrics compare favorably to B3 rated companies in the consumer services sector. Moody's estimates that the company will maintain these metrics over the next year, on expectations of gradual growth in sales at steady operating margins. Although credit metrics improve with the refinancing, the ratings are constrained by Moody's expectation that ARS' debt levels will increase over the next few years to fund an active acquisition growth strategy. This will limit the company in its ability to de- lever over the near term. Other restricting factors include the high level of competition in the fragmented HVAC and plumbing services industries, the seasonal nature of its businesses, and exposure to variations in weather in its operating regions. However, ARS' ratings are supported by its good market positions, moderate geographic diversity and good track record of acquiring and integrating strategic businesses. The stable rating outlook reflects Moody's expectation that operating performance will improve as the company grows, resulting in a modest amount of free cash flow that can be used for future investments. However, Moody's believes that ARS will continue to use debt to partially fund acquisitions, which will restrict the company's ability to de-lever. Moody's expects that debt to EBITDA will remain in the range of 5 to 6 times, and EBITA to Interest will remain at approximately 2 times in the next 12 to 18 months. Ratings could be downgraded if operating conditions deteriorate materially, resulting in declining revenues and margins, negative free cash flow, increased utilization of the company's revolving facility or tightening of financial covenants. Ratings could also be lowered if the company accelerates its debt funded acquisition activities, or if ARS undertakes a significant shareholder return initiative. Debt to EBITDA in excess of 6.5 times or EBITA to Interest falling below 1.0 time could warrant a lower rating. Ratings could be upgraded if the company can demonstrate steady revenue growth at increasing margins, resulting in strong free cash flow that is used to repay debt. Specifically, ARS would need to sustain the following metrics to support a higher rating: Debt to EBITDA below 5 times, EBITA to Interest above 2.5 times, and retained cash flow sustained above 15% of debt. The principal methodology used in this rating was the Global Business & Consumer Service Industry Rating Methodology published in October 2010. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. ARS, headquartered in Memphis, Tennessee, is one of the largest providers of HVAC, plumbing, sewer, drain cleaning, and energy efficiency services in the United States. The company serves both residential and commercial customers through a network of 60 service center locations in 21 states. Charlesbank bought a majority of the equity interests in ARS in April 2014. ARS reported revenues of approximately $626 million for the twelve months ended March 31, 2014. AMERIGO ENERGY: Late-Filed Form 10-Q Shows $246,000 Q1 Net Income ----------------------------------------------------------------- Amerigo Energy, Inc., filed with the U.S. Securities and Exchange Commission a Notification of Late Filing on Form 12b-25 with respect to its quarterly report on Form 10-Q for the period ended March 31, 2014. "The registrant is in the process of preparing and reviewing the financial information of the Company. The process of compiling and disseminating the information required to be included in the Form 10-Q for the relevant fiscal quarter, as well as the completion of the required review of the Company's financial information, could not be completed without incurring undue hardship and expense," the Company stated in the filing. During January 2014 the company purchased 100 percent interest in Quest Marketing, Inc, dba Quest Solution. On May 20, 2014, the Company filed its Quarterly Report disclosing net income of $246,419 on $9.62 million of total revenues for the three months ended March 31, 2014, as compared with a net loss of $38,458 on $261 of total revenues for the same period last year. The Company's balance sheet at March 31, 2014, showed $21.10 million in total assets, $20.63 million in total liabilities and $465,091 in total stockholders' equity. 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. Amerigo Energy reported a net loss of $1.12 million in 2013 following a net loss of $191,364 in 2012. L.L. Bradford & Company, LLC, Las Vegas, NV, 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 from operations and has an accumulated deficit that raises substantial doubt about its ability to continue as a going concern. AMINCOR INC: Files Form 10-Q, Incurs $2.8 Million Net Loss in Q1 ---------------------------------------------------------------- Amincor, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $2.85 million on $6.34 million of net revenues for the three months ended March 31, 2014, as compared with a net loss of $2.48 million on $6.96 million of net revenues for the same period during the prior year. As of March 31, 2014, the Company had $27.09 million in total assets, $43.81 million in total liabilities and a $16.71 million total deficit. The Company was unable to file the Quarter Report within the prescribed time without unreasonable effort or expense because the Company and its accounting staff required additional time to complete the financial statements and the notes thereto. A full-text copy of the Form 10-Q is available for free at: http://is.gd/pKaEdG About Amincor Inc. New York, N.Y.-based Amincor, Inc., is a holding company operating through its operating subsidiaries Baker's Pride, Inc., Environmental Holdings Corp. and Tyree Holdings Corp., and Amincor Other Assets, Inc. BPI is a producer of bakery goods. Tyree performs maintenance, repair and construction services to customers with underground petroleum storage tanks and petroleum product dispensing equipment. Through its wholly owned subsidiaries, Environmental Quality Services, Inc., and Advanced Waste & Water Technology, Inc., EHC provides environmental and hazardous waste testing and water remediation services in the Northeastern United States. Other Assets, Inc., was incorporated to hold real estate, equipment and loan receivables. As of March 31, 2013, all of Other Assets' real estate and equipment are classified as held for sale. Amincor reported a net loss of $16.61 million in 2013 following a net loss of $33.16 million in 2012. Rosen Seymour Shapss Martin & Company LLP, in New York, 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 net losses from operations and has a working capital deficit of $34,430,921 and a (deficit) equity of $14,124,422 as of Dec. 31, 2013. The future of the Company is dependent upon its ability to raise debt and equity financing, and to achieve profitable operations. These conditions raise substantial doubt about its ability to continue as a going concern. ARISTA POWER: Incurs $752,000 Net Loss in First Quarter ------------------------------------------------------- Arista Power, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $752,288 on $129,870 of sales for the three months ended March 31, 2014, as compared with a net loss of $1.10 million on $108,644 of sales for the same period last year. The Company's balance sheet at March 31, 2014, showed $3.02 million in total assets, $6.99 million in total liabilities and a $3.97 million total stockholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/8oXNEF About Arista Power Rochester, N.Y.-based Arista Power, Inc., is a developer, manufacturer, and supplier of custom-designed power management systems, renewable energy storage systems, and a supplier and designer of solar energy systems. Arista Power reported a net loss of $3.27 million on $2.19 million of sales for the year ended Dec. 31, 2013, as compared with a net loss of $3.48 million on $1.99 million of sales for the year ended Dec. 31, 2012. EFP Rotenberg, LLP, in Rochester, New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company's recurring losses have resulted in an accumulated deficit and ongoing operation is dependent upon improved results from operation and additional financing. These conditions raise substantial doubt about its ability to continue as a going concern. Bankruptcy Warning "We may also seek additional financing to accelerate our growth. If we raise additional funds through the issuance of equity or convertible debt securities, the percentage ownership of the Company held by existing shareholders will be reduced and our shareholders may experience significant dilution. In addition, new securities may contain rights, preferences or privileges that are senior to those of our common stock. If we raise additional capital by incurring debt, this will result in increased interest expense. There can be no assurance that acceptable financing necessary to further implement our plan of operation can be obtained on suitable terms, if at all. Our ability to develop our business could suffer if we are unable to raise additional funds on acceptable terms, which would have the effect of limiting our ability to increase our revenues, develop our products, attain profitable operations, or even may result in our business filing for bankruptcy protection or otherwise ending our operations which could result in a significant or complete loss of your investment," the Company said in the Annual Report for the year ended Dec. 31, 2013. ASTANA-FINANCE JSC: Wins Chapter 15 Relief ------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Astana-Finance JSC, the parent of a bank and financial services companies in Kazakhstan, succeeded on its second attempt at having courts in the U.S. enforce a restructuring plan from its home country. According to the report, as there were no objections, U.S. Bankruptcy Judge Allan L. Gropper signed an order on May 20 finding that Kazakhstan is home to the primary bankruptcy. His ruling automatically halts creditor actions in the U.S., the report related. About Astana-Finance JSC "Astana-Finance" was established as a state funded body on December 18, 1997, as the State Enterprise Fund of Economic and Social Development of Akmola Special Economic Zone, which was created in Astana by presidential decree following the transfer of the capital city of Kazakhstan from Almaty to Astana (formerly known as Akmola). In April 1998, AF was reorganized as a closed joint stock company under Kazakhstan law and then subsequently in 1999 AF became a public, open joint stock company with its shares listed on the Kazakhstan Stock Exchange in January 2000. AF maintains is registered office at 12 Bigeldinov Street, Astana 010000, Republic of Kazakhstan. JSC "Astana-Finance", which is undergoing a restructuring in Kazakhstan, has filed a Chapter 15 petition in New York to seek U.S. recognition of its amended restructuring plan. Astana-Finance filed with the U.S. Bankruptcy Court on April 25, 2014, in Manhattan, New York, a petition for recognition of its restructuring proceedings in Kazakhstan. Marat Duysenbekovich Aitenov, as foreign representative, signed the Chapter 15 petition (Bankr. S.D.N.Y. Case No. 14-11217). Judge Allan L. Gropper is assigned to the Chapter 15 case. The Debtor is estimated to have US$500 million to US$1 billion in assets and at least US$1 billion in liabilities. Astana-Finance is represented by Sidley Austin LLP, in New York. A Chapter 15 petition was originally filed for AF (Bankr. S.D.N.Y. Case No. 12-4113) on Oct. 1, 2012, after the company obtained approval of its restructuring plan from a Kazakhstan court in July 2012. However, the company filed another Chapter 15 petition in New York after the specialized financial court of Almaty, Kazakhstan approved its amended restructuring plan on April 8, 2014. AUGUSTA APARTMENTS: Turner Compensation Application Withdrawn ------------------------------------------------------------- Robert L. Johns, Chapter 7 Trustee of the bankruptcy estate of McCoy 6, LLC, notified the Clerk of the United States Bankruptcy Court that it is withdrawing the interim application for compensation (first and final) for Turner & Johns, PLLC, as legal counsel, filed on May 9, 2014, as it was inadvertently filed in the wrong case. The application was for the Chapter 7 bankruptcy case of The Square at Falling Run, LLC, wherein Mr. Johns is also the trustee. In March 2013, the U.S. Trustee objected to the application to employ Edward R. Kohout as counsel for Augusta Apartments, LLC. On Feb. 19, 2010, counsel for the Debtor, Robert O. Lampl, John P. Lacher, and Elsie R. Lampl filed a motion for admission to appear pro hac vice, saying that they ?intend to associate with Edward R. Kohout as local counsel, a member in good standing of this Honorable Court.? On Feb. 22, 2010, a second application for admission pro hac vice was filed and signed by Mr. Kohout. The Court granted the motion for admission to appear pro hac vice on Feb. 23, 2010. The U.S. Trustee objected to Mr. Kohout retaining the $24,000 retainer he received from the the Debtor in payment of his requested attorney fees and expenses, and requested that: (i) Mr. Kohout be ordered to return the unearned retainer in the amount of $24,000 to the trustee as property of the estate; (ii) the Court to determine whether the transfer of the second parcel of real estate from Grand Central Apartments, LLC, and George Warner, Sr., to Mr. Kohout was an appropriate transfer; and (iii) the Court deny and fees and expenses requested in Mr. Kohout's application. On July 17, 2012, Augusta Apartments' bankruptcy case joined those of McCoy 6 and Grand Central Building LLC in Chapter 7, after equity holders Andrew M. Warner, Monroe P. Warner, and Kristian E. Warner filed a motion in May 2012 to convert the case to Chapter 7. According to the Augusta Apartments Monthly Operating Report dated May 14, 2012, the the business is no longer operating. The business has no assets, the Augusta apartment building having been sold to West Virginia University. The Warners have a great interest in having all their business bankruptcy cases closed and to bring an end to the constant and vexing litigation in which they are involved. Robert L. Johns, who served as the Chapter 11 trustee and now serves as the Chapter 7 trustee, supported the conversion motion. Morgantown, West Virginia-based Augusta Apartments, LLC, filed for Chapter 11 bankruptcy protection on Feb. 19, 2010 (Bankr. N.D. W.Va. Case No. 10-00303). Kristian E. Warner, the Company's managing member, signed the petition. The Company estimated its assets and debts at $10 million to $50 million as of the Petition Date. After filing its Chapter 11 bankruptcy petition, the Debtor filed an application to employ the Lampl Law Firm. * * * This concludes the Troubled Company Reporter's coverage of Augusta Apartments, until facts and circumstances, if any, emerge that demonstrate financial or operational strain or difficulty at a level sufficient to warrant renewed coverage. BLITZ USA: Attys Mismanaging $163M Trust, Burn Victim Says ---------------------------------------------------------- Law360 reported that the $163 million trust set up for victims who were severely burned by bankrupt Blitz USA Inc.'s gas cans is being mismanaged by fee-hungry lawyers, according to one victim, who asked a Delaware bankruptcy judge to freeze distributions from the trust and replace its administrators. According to the report, attorneys for Michael Bauman -- who was 12 years old when he suffered second- and third-degree burns on more than half his body from a gas can explosion -- said in a brief that lawyers overseeing the trust have been diverting a disproportionate share of the funds to their own clients. Claims "have been evaluated in an uneven, unfair, and indeed suspect manner, enriching those who control the trust, resulting in many millions of dollars of additional attorney fees for members of the trust advisory committee -- at the expense of the injured victims like Michael Bauman who need the money to pay for ongoing medical and surgical expenses," the brief said, the report related. About Blitz U.S.A. Blitz U.S.A. Inc., is a Miami, Oklahoma-based manufacturer of plastic gasoline cans. The company, controlled by Kinderhook Capital Fund II LP, filed for bankruptcy protection to stanch a hemorrhage resulting from 36 product-liability lawsuits. Parent Blitz Acquisition Holdings, Inc., and its affiliates filed for Chapter 11 protection (Bankr. D. Del. Case Nos. 11-13602 thru 11-13607) on Nov. 9, 2011. The Hon. Peter J. Walsh presides over the case. Blitz USA disclosed $36,194,434 in assets and $41,428,577 in liabilities in its schedules. Daniel J. DeFranceschi, Esq., at Richards, Layton & Finger, represents the Debtors in their restructuring efforts. Young Conaway Stargatt & Taylor LLP represents Debtors LAM 2011 Holdings, LLC and Blitz Holdings, Inc. The Debtors tapped Zolfo Cooper, LLC, as restructuring advisor; and Kurtzman Carson Consultants LLC serves as notice and claims agent. SSG Capital Advisors LLC serves as investment banker. Lowenstein Sandler PC from Roseland, New Jersey, as well as Womble Carlyle Sandridge & Rice, LLP, of Wilmington, Delaware, represent the Official Committee of Unsecured Creditors. The Chapter 11 case is financed with a $5 million secured loan from Bank of Oklahoma. Bank of Oklahoma, as DIP agent, is represented by Samuel S. Ory, Esq., at Frederic Dorwart Lawyers in Tulsa. In April 2012, Hopkins Manufacturing Corp. acquired the assets of Blitz USA's unit, F3 Brands LLC, a major manufacturer of oil drains, drain pans, lifting aids and automotive ramps. Blitz USA said in court documents the sale netted the Debtors $14.6 million, which was applied against secured debt. Blitz announced in June 2012 it would abandon its efforts to reorganize and instead to shut down operations by the end of July. In September that year, the Troubled Company Reporter, citing Sheila Stogsdill at Tulsa World, reported that the Bankruptcy Court approved a $9.5 million offer from Toronto, Canada-based Scepter Corporation to purchase Blitz USA, according to Philip Monckton, Scepter's vice president of sales and marketing. Scepter bought land, equipment and other assets. Scepter supplies about 20% of the USA market with gas cans. The report said the sale was to become final on Sept. 28, 2012. Blitz U.S.A., Inc., et al., notified the U.S. Bankruptcy Court for the District of Delaware that the Effective Date of the First Amended Joint Plan of Liquidation, which was co-proposed with the Official Committee of Unsecured Creditors, occurred on March 20, 2014. On Jan. 30, the Plan Proponents confirmed their Plan dated Dec. 18, 2013. BODY CENTRAL: Has $9.25-Mil. Net Loss for March 29 Quarter ---------------------------------------------------------- Body Central Corp. filed its quarterly report on Form 10-Q, disclosing a net loss of $9.25 million on $59.75 million of net revenues for the thirteen weeks ended March 29, 2014, compared with net income of $2.7 million on $81.4 million of net revenues for the thirteen weeks ended March 30, 2014. The Company's balance sheet at March 29, 2014, showed $118.12 million in total assets, $65.75 million in total liabilities, and stockholders' equity of $52.37 million. The Company's results of operations, including operating revenues and operating cash flows, have been negatively impacted by a number of factors including material merchandise markdowns taken during the second half of fiscal 2013 to clear slow moving inventory resulting from its failure to anticipate its target customers' preferences and demand level, competitive industry conditions, and the state of the macro economy and more specifically, the fashion retail sector. During the first quarter of 2014, the Company continued to experience decreased demand in both its stores and direct business operating segments. These factors had a significant negative impact on the Company's results in the second half of 2013 and during the first quarter of 2014, and the Company believes that these factors may continue to have a negative impact on its business. These conditions raise substantial doubt about the Company's ability to continue as a going concern under applicable authoritative literature, according to the regulatory filing. A copy of the Form 10-Q is available: http://is.gd/vtgYNX Founded in 1972, Body Central Corp., a Delaware corporation, is a multi-channel specialty retailer offering on-trend, quality apparel and accessories at value prices. The Company operates specialty apparel stores under the Body Central and Body Shop banners, as well as a direct business comprised of the Company's Body Central catalog and its e-commerce Web sites at http://www.bodycentral.com/and http://www.bodyc.com/ BURROUGHS-ROSS-COLVILLE: Case Summary & 19 Unsecured Creditors -------------------------------------------------------------- Debtor: The Burroughs-Ross-Colville Company, LLC P.O. Box 610 McMinnville, TN 37111 Case No.: 14-12256 Chapter 11 Petition Date: May 27, 2014 Court: United States Bankruptcy Court Eastern District of Tennessee (Winchester) Debtor's Counsel: Steven L. Lefkovitz, Esq. LEFKOVITZ & LEFKOVITZ Suite 410, 618 Church Street Nashville, TN 37219 Tel: (615) 256-8300 Fax: (615) 255-4516 Email: sllbkecf@gmail.com Total Assets: $7.10 million Total Liabilities: $1.35 million The petition was signed by Mark Harris Jacobs, managing partner. A list of the Debtor's 19 largest unsecured creditors is available for free at http://bankrupt.com/misc/tneb14-12256.pdf CANCER GENETICS: Incurs $2.5 Million Net Loss in First Quarter -------------------------------------------------------------- Cancer Genetics, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $2.48 million on $1.43 million of revenue for the three months ended March 31, 2014, as compared with net income of $2.36 million on $1.21 million of revenue for the same period last year. As of March 31, 2014, the Company had $53.08 million in total assets, $9.44 million in total liabilities and $43.63 million in total stockholders' equity. Total cash and cash equivalents were $47.6 million at March 31, 2014. "The opportunity to access and serve the high growth diagnostics and personalized medicine market in India through the acquisition of BioServe India is an ideal launching point for our continued growth strategy which will include selective acquisitions," said Panna Sharma, CEO of Cancer Genetics, Inc. "We expect the acquisition to be accretive in 2015. It has the potential to accelerate our next generation sequencing development, improve our gross profit margins, and diversify our revenue growth outside the U.S." A full-text copy of the Form 10-Q is available for free at: http://is.gd/78x9sa Acquires BioServe Cancer Genetics acquired BioServe Biotechnologies (India) Pvt. Ltd. for approximately $1.9 million, primarily in CGIX stock and other deferred consideration. Under the terms of the agreement, BioServe Biotechnologies (India) Pvt. Ltd., headquartered in Hyderabad, India, will become a wholly owned subsidiary of CGI, and will be renamed Cancer Genetics India Pvt. Ltd. CGI plans on retaining all 26 current employees of BioServe India, and further expanding and strengthening the sales and clinical teams in India. BioServe India currently operates out of a state-of-the-art 14,000-square-foot genomics facility in Hyderabad. BioServe India is backed by VenturEast, a pioneering healthcare-focused venture capital fund manager based in India, with close to $300 million under management. BioServe India is a state-of-the-art genomics services provider and molecular kit manufacturer serving both the research and clinical markets. By utilizing BioServe India's molecular services, researchers can identify genetic markers, validate drug targets and correlate clinical and molecular data to accelerate the development of new and effective drugs. Additionally, BioServe India's growing clinical diagnostics capabilities in oncology and next-generation sequencing are well-positioned to serve the needs of improving oncology diagnostics care and management throughout India. Global cancer costs are expected to reach $458 billion in 2030 according to the American Cancer Society. By allowing the Company to scale up operations for genetic analysis, bioinformatics, and manufacturing, this acquisition will provide opportunities to create greater cost efficiencies and increase productivity while bringing clinically validated and actionable genomic content into community hospitals and cancer care centers globally. "With this acquisition, CGI is now better positioned to increase our global presence in personalized cancer care and further improve outcomes and lower costs for cancer patients," said Panna Sharma, CEO of Cancer Genetics, Inc. "The BioServe India team adds immediate, high-quality revenue, and provides a clear path to an accretive deal for shareholders. The infrastructure and enhanced capacities in next generation sequencing for oncology accelerate our development plans while positioning us to make more effective use of our capital." BioServe India has the infrastructure and scientific expertise required to integrate CGI's DNA probe manufacturing and proprietary FHACTTM test into a market that accounts for more than 25 percent of the global deaths attributed to cervical cancer. FHACT is a non-invasive genomic test that can be work as a reflex test from a Pap smear and that can identify cancer and pre-cancer lesions caused by persistent HPV infection. The test can provide physicians with crucial information in making treatment decisions in cervical and HPV-related cancers. BioServe India is known for providing its nearly 200 clients with cutting-edge genomic services, including next-generation sequencing genotyping and DNA synthesis. Some of their notable customers include Dr. Reddy's Laboratory, Indian Institute of Science Education & Research and the Centre for Cellular and Molecular Biology. BioServe India is certified by ISO-9001:2008, the National Accreditation Board for Testing and Calibration Laboratories (NABL), which is the Indian equivalent to CLIA, and the Department of Science and Industrial Research (DSIR). CGI plans to make the Hyderabad based lab CLIA certified in the coming quarters. Mr. Sharma noted: "Another important driver for the acquisition of BioServe India was the world-class management and R&D team that's currently in place, as well as a company culture that fits in well with CGI. We believe that this type of transaction can serve as a blueprint for future acquisitions and accelerate the delivery of shareholder value." Strategic and Financial Benefits * BioServe India's revenue has grown an average of 30 percent over the last three years. * The transaction is expected to be financially neutral in 2014 and accretive in 2015. * Cancer Genetics will have the ability to help global clinical trial clients with trials in India or Asia, a market that has experienced 30-40 percent CAGR over the past several years. * Cancer Genetics will be well-positioned to provide oncology- focused next-generation sequencing and CGI's proprietary cancer portfolio as a strategic driver of growth in the high- growth Indian market. * For additional information the Company has developed a FAQ ( ("Frequently Asked Questions") which can be accessed at "CGI Acquires BioServe FAQ" About Cancer Genetics Rutherford, N.J.-based Cancer Genetics, Inc., is an early-stage diagnostics company focused on developing and commercializing proprietary genomic tests and services to improve and personalize the diagnosis, prognosis and response to treatment (theranosis) of cancer. Cancer Genetics reported a net loss of $12.37 million in 2013 following a net loss of $6.66 million in 2012. CARETRUST REIT: Moody's Assigns 'B2' Corp. Family Rating -------------------------------------------------------- Moody's Investors Service, in mid-May 2014, assigned a B2 rating to the prospective $260 million senior unsecured notes jointly offered by CTR Partnership, L.P. and its wholly owned subsidiary, CareTrust Capital Corp. In addition, Moody's assigned a B2 corporate family rating to CareTrust REIT, Inc. The rating outlook is stable. This is the first time Moody's has assigned a rating to CareTrust. Ratings Rationale CareTrust's B2 corporate family and senior unsecured ratings reflect stable cash flows from long-term triple net leases, minimal near-term maturities, solid liquidity position and large unencumbered asset pool. The company is a spin-off of The Ensign Group, which will separate its healthcare operating and real estate businesses into two separate entities by June 2014. Ensign will enter into several long-term master leases for the properties being transferred to CareTrust, which will have solid EBITDAR lease coverage of approximately 1.85x. All master leases are cross-defaulted and guaranteed by The Ensign Group. Proceeds from the notes issuance will be partially used to repay debt and certain liabilities of Ensign. The proforma debt maturity profile of the company is very manageable, with the largest single maturity occurring in 2017 when the GE Capital Corp. mortgage debt comes due (approximately 26.2% of total debt). Offsetting these credit strengths is the company's 100% tenant concentration with The Ensign Group. CareTrust's heavy concentration in skilled nursing facilities (SNFs) is also a key credit concern as this sector is heavily dependent on government reimbursements (Medicaid and Medicare). Proforma for the unsecured debt issuance CareTrust will have high leverage, as defined by Debt/EBITDA, in the 7.0x range. Moody's notes that CareTrust has a small, but highly experienced management team with public company, healthcare and real estate experience. This experience should help support the company's efforts to grow and diversify. The stable outlook reflects CareTrust's staggered long-term triple-net leases and strong property-level coverage ratios, which helps somewhat mitigate the company's tenant, property-type and geographic concentrations. Moody's indicated that a rating upgrade would be difficult in the short-term, but would likely reflect increased size (gross assets above $800 million), Net Debt/EBITDA below 5.5x on a consistent basis, reduced tenant concentration such that no tenant represents >80% of revenues, fixed charge coverage above 2.5x and effective leverage below 50% of gross assets. Negative rating pressure would likely result from substantial deterioration in EBITDAR coverage ratios on a sustained basis, fixed charge coverage below 2.0x on a sustained basis. In addition, material increases in secured debt could create subordination and pressure on the senior unsecured debt rating. The following ratings were assigned with a stable outlook: CareTrust REIT, Inc. -- corporate family rating at B2. CTR Partnership, L.P. and CareTrust Capital Corp. -- prospective senior unsecured debt rating at B2. CareTrust REIT, Inc specializes in the ownership and management of triple-net leased senior housing facilities in the western U.S. The company is a spin-off of The Ensign Group, which is seeking to separate its healthcare operating and real estate businesses into two separate entities. CareTrust is expected to elect REIT status in early 2015 and has applied to list its common stock on the NASDAQ under the symbol "CTRE". CASPIAN SERVICES: Files Form 10-Q, Incurs $10.9MM Q2 Net Loss ------------------------------------------------------------- Caspian Services, Inc., on May 20, 2014, filed with the U.S. Securities and Exchange Commission its quarterly report for the period ended March 31, 2014. The filing of the Quarterly Report was delayed because management required additional time to compile and verify the data needed to be included in the Report. The Company reported a net loss of $10.95 million on $4.56 million of total revenues for the three months ended March 31, 2014, as compared with a net loss of $2.72 million on $8.98 million of total revenues for the same period during the prior year. For the six months ended March 31, 2014, the Company incurred a net loss of $11.65 million on $14.32 million of total revenues as compared with a net loss of $5.73 million on $14.03 million of total revenues for the same period last year. As of March 31, 2014, the Company had $64.67 million in total assets, $90.60 million in total liabilities and a $25.93 million total deficit. At March 31, 2014, the Company had cash on hand of $3,023,000 compared to cash on hand of $3,973,000 at Sept. 30, 2013 About Caspian Services Headquartered in Salt Lake City, Caspian Services, Inc., was incorporated under the laws of the state of Nevada on July 14, 1998. Since February 2002 the Company has concentrated its business efforts to provide diversified oilfield services to the oil and gas industry in western Kazakhstan and the Caspian Sea, including providing a fleet of vessels, onshore, transition zone and marine seismic data acquisition and processing services and a marine supply and support base in the port of Bautino, in Bautino Bay, Kazakhstan. Caspian Services incurred a net loss of $11.82 million on $33.08 million of total revenues for the year ended Sept. 30, 2013, as compared with a net loss of $15.95 million on $24.74 million of total revenues during the prior fiscal year. Haynie & Company, P.C., in Salt Lake City, Utah, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2013. The independent auditors noted that a Company creditor has indicated that it believes the Company may be in violation of certain covenants of certain substantial financing agreements. The financing agreements have acceleration right features that, in the event of default, allow for the loan and accrued interest to become immediately due and payable. As a result of this uncertainty, the Company has included the note payable and all accrued interest as current liabilities at Sept. 30, 2013. At Sept. 30, 2013, the Company had negative working capital of approximately $66,631,000. Uncertainty as to the outcome of these factors raises substantial doubt about the Company's ability to continue as a going concern. Bankruptcy Warning To help the Company meet its additional funding obligations to construct the marine base, in 2008 the Company entered into two facility agreements pursuant to which the Company received debt funding of $30,000. In June and July 2011, Mr. Bakhytbek Baiseitov (the "Investor") acquired the two facility agreements. In September 2011 the Company issued the Investor two secured promissory notes, a Secured Non-Negotiable Promissory Note in the principal amount of $10,800 and a Secured Convertible Consolidated Promissory Note in the principal amount of $24,446 in connection with restructuring the facility agreements. During December 2012 the Company, the European Bank for Reconstruction and Development and the Investor outlined the terms of a potential restructuring of the Company's financial obligations to EBRD and the Investor in a non-binding term sheet. Throughout the fiscal year the parties have worked to negotiate definitive agreements pursuant to the terms set out in the Term Sheet. Subsequent to the fiscal year end, negotiations between EBRD, the Investor and the Company to restructure the Company's financial obligations pursuant to the terms of the Term Sheet stalled and have been discontinued. However, the Company has engaged in new discussions with EBRD regarding a possible restructuring of its financial obligations to EBRD. "Should EBRD or the Investor determine to accelerate the Company's repayment obligations to them, the Company currently has insufficient funds to repay its obligations to EBRD or the Investor, individually or collectively, and would be forced to seek other sources of funds to satisfy these obligations. Given the Company's current and near-term anticipated operating results, the difficult credit and equity markets and the Company's current financial condition, the Company believes it would be very difficult to obtain new funding to satisfy these obligations. If the Company is unable to obtain funding to meet these obligations EBRD or the Investor could seek any legal remedies available to them to obtain repayment, including forcing the Company into bankruptcy, or in the case of the EBRD loan, which is collateralized by the assets, including the marine base, and bank accounts of Balykshi and CRE, foreclosure by EBRD on such assets and bank accounts. The Company has also agreed to collateralize the Investor's Notes with non-marine base related assets," according to the Company's 2013 Annual Report. CEETOP INC: Incurs $346,000 Net Loss in First Quarter ----------------------------------------------------- Ceetop Inc. filed with the U.S. Securities and Exchange Commission its quarterly report disclosing a net loss of $346,196 for the three months ended March 31, 2014, as compared with a net loss of $209,769 for the same period last year. As of March 31, 2014, the Company had $2.54 million in total assets, $401,585 in total liabilities, all current, and $2.14 million in total stockholders' equity. For the three months ended March 31, 2014, and 2013, sales were $nil. The lack of revenues is due to the Company transitioning from online retail sales to B to B supply chain service. A full-text copy of the Form 10-Q is available for free at: http://is.gd/vCeGxw About Ceetop Inc. Oregon-based Ceetop Inc., formerly known as China Ceetop.com, Inc., owned and operated the online retail platform before 2013. Due to excessive competition in online retail, the Company has transformed itself into an integrated supply chain services provider, and focuses on B to B supply chain management and related value-added services among enterprises. Ceetop reported a net loss of $2.88 million in 2013 following a net loss of $1.39 million in 2012. Clement C. W. Chan & Co., in Hong Kong, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company incurred a net loss of $2,886,599 for the year ended December 31, 2013, has accumulated deficit of $8,605,635 at December 31, 2013. These matters are discussed in Note 2 to the consolidated financial statements that raises substantial doubt about the Company's ability to continue as a going concern. CENTRAL STATES MECHANICAL: 10th Cir. Rules on Agra Contract Rift ---------------------------------------------------------------- Central States Mechanical Inc. is a Kansas company that subcontracted with Agra Industries to install mechanical systems in two biofuel plants in Iowa. Central States completed work at the Superior plant but discontinued work at the Plymouth plant before the job was finished. After declaring Chapter 11 bankruptcy in August 2009, Central States sued Agra for damages arising from both projects. Central States claimed damages arising from its work at Superior for (1) $301,914 for the unpaid balance of the cost of work; (2) $1,136,608 in impact damages for extra time and expenses due to delays and late deliveries; (3) $242,535 in additional labor for a water treatment facility that was not within the original scope of the work; and (4) $149,063 related to nine disputed change orders. Central States also sought damages under the Plymouth contract for $3,124,056 arising from the value of the work it performed, costs of demobilization, and costs it incurred based on delays in construction. Agra counterclaimed for $3,088,259 in damages against Central States based on expenses Agra incurred in hiring another subcontractor to complete the Plymouth project. The bankruptcy court awarded Central States approximately $550,000 for breaches of the Superior contract based on the unpaid balance for the cost of the work, interest on late progress payments, and the cost of constructing a water treatment plant that was not included in the initial contract. The court also found that Central States breached the Plymouth contract when it walked off the job, and awarded Agra damages for the cost of completing Central States's work, as well as liquidated damages. The court awarded Central States a small amount for one of Central States's Plymouth pay applications that Agra approved but never paid. The bankruptcy court denied Central States attorneys' fees under the Superior contract. The district court affirmed. A three-judge panel of the U.S. Court of Appeals for the Tenth Circuit last week affirmed the district court's decision. "The bankruptcy court did not err in concluding that Central States was required to comply with the notice and claim provisions in both the Superior and Plymouth contracts. The bankruptcy court therefore did not err in refusing to award Central States damages for out-of-scope work it performed without complying with these contractual provisions. Further, the bankruptcy court's decision that Central States breached the Plymouth contract by suspending work and that Agra was entitled to damages was not clearly erroneous. And because any damages Central States did receive under the Superior contract were not substantial in light of its overall claims, the bankruptcy court did not err in refusing to award Central States attorneys' fees," said Circuit Judge Timothy M. Tymkovich, who wrote the opinion. The appellate case is, CENTRAL STATES MECHANICAL, INC., Plaintiff- Appellant, v. AGRA INDUSTRIES, INC., Defendant-Appellee, NO. 12- 3263 (10th Cir.). A copy of the Tenth Circuit's May 21, 2014 Order and Judgment is available at http://is.gd/1xzo6nfrom Leagle.com. CLEAN DIESEL: Incurs $3.84-Mil. Loss in Q1 Ended March 31 --------------------------------------------------------- Clean Diesel Technologies, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $3.84 million on $12.46 million of revenues for the three months ended March 31, 2014, compared with a net loss of $2.14 million on $13.31 million of revenues for the same period in 2013. The Company's balance sheet at March 31, 2014, showed $28.57 million in total assets, $23.8 million in total liabilities, and stockholders' equity of $4.77 million. According to the regulatory filing, the Company has incurred losses, has not experienced positive cash flows from operations in the past and its independent registered public accounting firm expressed substantial doubt about its ability to continue as a going concern in their report on the Company's financial statements for the period ended Dec. 31, 2013. The Company's ability to achieve profitability and positive cash flows from operations, or finance negative cash flow from operations, could depend on reductions in its operating costs, which may not be achievable, or from increased sales, which may not occur. A copy of the Form 10-Q is available: http://is.gd/1F4xMi Ventura, Calif.-based Clean Diesel Technologies, Inc. (NASDAQ: CDTI) -- http://www.cdti.com/-- is a global manufacturer and distributor of heavy duty diesels and light duty vehicle emissions control systems and products to automakers and retrofitters. The Company operates in two segments: Heavy Duty Diesel Systems division and Catalyst division. The Company's Heavy Duty Diesel Systems division specializes in the design and manufacture of verified exhaust emissions control solutions. Its Catalyst division produces catalyst formulations to reduce emissions from gasoline, diesel and natural gas combustion engines. COLDWATER CREEK: Trustee Blasts $2.6M Bonus Plan for Execs ---------------------------------------------------------- Law360 reported that a U.S. Trustee objected to defunct clothier Coldwater Creek Inc.'s motion to approve $2.56 million of bonuses to several executives in Delaware bankruptcy court, saying the plan is a retention and severance package in disguise. According to the report, Roberta A. DeAngelis argued that the plan, which would allocate up to $2.56 million in performance- based bonuses for Coldwater senior management employees, would steer funds away from its estate, which could then be used to pay creditors. 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. COLOR STAR: Seeks to Extend Plan Exclusivity Until June 13 ---------------------------------------------------------- Color Star Growers of Colorado, Inc., et al. filed a motion with the U.S. Bankruptcy Court, seeking an extension of the period within which they have the exclusive right to file a Chapter 11 plan of reorganization to June 13, 2014, and the period within which they have the exclusive right to solicit acceptances on te Plan to August 12, 2014. Hearing on the motion is set for June 9, 2014, at 3:30 p.m. before the Honorable Brenda T. Rhoades, Chief United States Bankruptcy Judge for the Eastern District of Texas, at 660 North Central Expressway, Plano, Texas. Objections to the Motion must be filed with the Bankruptcy Court clerk by June 5, 2014. About Color Star Color Star, a grower and wholesaler of flowers and nursery stock with greenhouses and distribution centers in Colorado, Missouri and Texas, filed for Chapter 11 bankruptcy protection in December 2013. Color Star Growers of Colorado, Inc., and two affiliates filed Chapter 11 bankruptcy petitions (Bankr. E.D. Tex. Case Nos. 13- 42959 to 13-42961) on Dec. 15, 2013, in Sherman, Texas. The petitions were signed by Brad Walker, chief restructuring officer. The Debtors estimated assets of at least $10 million and liabilities of at least $50 million. Marcus A. Helt, Esq., and Evan R. Baker, Esq., at Gardere Wynne Sewell LLP, serve as the Debtors' counsel. SSG Advisors, LLC provides investment banking services, and UpShot Services LLC serves as claims, noticing and balloting agent. The Official Committee of Unsecured Creditors appointed in the Debtors' cases retained Gavin/Solmonese, LLC as financial advisors; and Raymond J. Urbanik, Esq., Deborah M. Perry, Esq., Thomas Berghman, Esq., and Isaac J. Brown, Esq., at Munsch Hardt Kopf & Harr, PC as attorneys. CONDOR DEVELOPMENT: Court to Convene June 13 Confirmation Hearing ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Washington will convene an initial hearing on the confirmation of the plan proposed by Seattle Group Ltd and Condor Development, LLC, on June 13, 2013 at 9:30 a.m. If necessary, an evidentiary hearing on the confirmation of the Debtors' plan will be held on July 9 at 9:30 a.m. The Court scheduled an adequacy hearing on the Debtors' Disclosure Statement for May 2, 2014. No order on the matter, however, has been issued as of May 15. With the Court's consent, the Debtors filed a Second Amended Disclosure Statement for use in solicitation of votes on their Third Amended Plan filed with the Bankruptcy Court on April 11, 2014. The Plan provides for full payment of all secured and priority unsecured creditors and a distribution to unsecured creditors out of quarterly payments of Net Cash Flow. It also contemplates the potential of a sale of substantially all of the Debtors' property used in operating the Comfort Inns and Suites Hotel and relate property after a sustained 12-36 month period of improved operations and a period of removal of the Property from the market. The Owners have also agreed to make available to the Hotel a $500,000 line of credit and a $100,000 equity contribution for capital improvements during the period of operations subject to approval of the Conservatorship Court. Under the Second Amended Disclosure Statement, the Debtors revealed that as of April 11, 2014, they had made payments to East West Bank of over $691,000 since the Petition Date -- most of which was paid by the Conservator who has made monthly payments of $34,500 to secured lender East West Bank every month since February 2013. Despite these payments, East West Bank filed a motion for relief from stay and an order was entered granting relief from stay, but prohibiting East West bank from selling the property located in SeaTac, Washington, until after July 31, 2014 -- the Conditional Stay Order -- in order to provide the Debtors with the opportunity to obtain confirmation of the Plan. A copy of the Debtors' April 11, 2014 Second Amended Disclosure Statement is available for free at: http://bankrupt.com/misc/Condor_2ndAmdDS.PDF East West's Class 5 Claim & Valuation Motion The Debtors also revealed in the Second Amended Disclosure Statement that they will file a motion to determine the value of the Hotel and for a determination of East West Bank's Allowed Class 5 Secured Claim, which will also determine the proper allocation of the East West payments. The Debtors believe the Court will value the Hotel and Property at between $8.5 and $8.7 million and will determine that the Allowed Class 5 Claim is less than the $8.1 million used in the Debtors' projections for payment of the Allowed Class 5 Claim. About Condor Development Condor Development LLC, aka Ciara Inn and Condor Management Group, operates the Comfort Inn Suites, a hotel located at SeaTac, Washington. Condor Development filed a Chapter 11 petition (Bankr. W.D. Wash. Case No. 12-13287) on March 30, 2012, in Seattle. In its schedules, the Debtor disclosed $16.4 million in total assets and $9.11 million in total liabilities. Affiliate Seattle Group also filed for Chapter 11 protection (Bankr. Case No. 12-13263) on March 30, 2012. The Debtor disclosed $15,501,088 in assets and $10,409,935 in liabilities as of the Chapter 11 filing. Vortman & Feinstein and Larry B. Feinstein initially represented the Debtors as counsel. They later withdrew from the case and were replaced by Lane Powell PC. Mary Jo Heston, Esq., of Lane Powell PC now serves as counsel to the Debtors. Seattle Group, Ltd., and Condor Development LLC filed a plan of liquidation that proposes the sale of substantially all of their real and personal property used in operating the Comfort Inns and Suites Hotel and related personal property. In January 2013, the case was reassigned to Judge Timothy W. Dore. CONDOR DEVELOPMENT: EastWest Bank Opposes Plan Outline Approval --------------------------------------------------------------- Secured lender EastWest Bank filed a formal objection to the approval of the Second Amended Disclosure Statement proposed by Condor Development, LLC, et al. EastWest complained that the Plan's treatment of its secured claim is unclear. Class 5 consists of the Bank's allowed secured claim, which will be paid interest at the rate of 5.25% per annum. The Bank is concerned that it is unclear whether, if the Property is not sold, monthly payments continue for a time, or whether there be a balloon payment of the remainder of the Bank's secured claim. The Disclosure Statement and Plan, the Bank continued, also failed to adequate describe Class 6 General Unsecured Claims totaling $183,000. EastWest Bank is represented by: David C. Neu, Esq. Brian T. Peterson, Esq. K&L Gates LLP 925 Fourth Avenue, Suite 2900 Seattle, WA 98104-1158 Tel No: (206)623-7580 About Condor Development Condor Development LLC, aka Ciara Inn and Condor Management Group, operates the Comfort Inn Suites, a hotel located at SeaTac, Washington. Condor Development filed a Chapter 11 petition (Bankr. W.D. Wash. Case No. 12-13287) on March 30, 2012, in Seattle. In its schedules, the Debtor disclosed $16.4 million in total assets and $9.11 million in total liabilities. Affiliate Seattle Group also filed for Chapter 11 protection (Bankr. Case No. 12-13263) on March 30, 2012. The Debtor disclosed $15,501,088 in assets and $10,409,935 in liabilities as of the Chapter 11 filing. Vortman & Feinstein and Larry B. Feinstein initially represented the Debtors as counsel. They later withdrew from the case and were replaced by Lane Powell PC. Mary Jo Heston, Esq., of Lane Powell PC now serves as counsel to the Debtors. Seattle Group, Ltd., and Condor Development LLC filed a plan of liquidation that proposes the sale of substantially all of their real and personal property used in operating the Comfort Inns and Suites Hotel and related personal property. In January 2013, the case was reassigned to Judge Timothy W. Dore. CONDOR DEVELOPMENT: Court Fixes May 30 as Admin Claims Bar Date --------------------------------------------------------------- At the behest of Condor Development, LLC, et al., Judge Timothy W. Dore established May 30 as the deadline for the timely filing of administrative claims in the Debtors' cases, except those of professionals employed by the Debtors pursuant to 11 U.S.C. Sec. 327. About Condor Development Condor Development LLC, aka Ciara Inn and Condor Management Group, operates the Comfort Inn Suites, a hotel located at SeaTac, Washington. Condor Development filed a Chapter 11 petition (Bankr. W.D. Wash. Case No. 12-13287) on March 30, 2012, in Seattle. In its schedules, the Debtor disclosed $16.4 million in total assets and $9.11 million in total liabilities. Affiliate Seattle Group also filed for Chapter 11 protection (Bankr. Case No. 12-13263) on March 30, 2012. The Debtor disclosed $15,501,088 in assets and $10,409,935 in liabilities as of the Chapter 11 filing. Vortman & Feinstein and Larry B. Feinstein initially represented the Debtors as counsel. They later withdrew from the case and were replaced by Lane Powell PC. Mary Jo Heston, Esq., of Lane Powell PC now serves as counsel to the Debtors. Seattle Group, Ltd., and Condor Development LLC filed a plan of liquidation that proposes the sale of substantially all of their real and personal property used in operating the Comfort Inns and Suites Hotel and related personal property. In January 2013, the case was reassigned to Judge Timothy W. Dore. CORNERSTONE HOMES: Chapter 11 Trustee Hires Realtor --------------------------------------------------- Michael H. Arnold, the chapter 11 trustee in the bankruptcy case of Cornerstone Homes Inc., filed a motion with the U.S. Bankrutpcy Court seeking to employ Lisa Uschold of Nothnagle Realtors Property Centre as realtor for this case. The Chapter 11 Trustee said that the business of the debtor involves renting, or selling by land contract, in excess of 700 single family residences located from Rochester to Corning and throughout Central New York State. The Chapter 11 Trustee has determined that, as a part of the administration of this case, a number of those parcels of real property will need to be sold. The trustee will require the services of a realtor to list the parcels for sale and locate a buyer. The Chapter 11 Trustee has determined that one of those properties is located at 240 West Valley, Town of Ashford, NY. Ms. Uschold will list that property for sale. She is also willing to act as realtor to list and sell any other properties that are located within the geographical area that she services, which area includes: Cattaraugus County, Wyoming County, Wayne County, Eastern Monroe County and Northern Ontario County. Ms. Uschold has examined the property at 240 West Valley. It has been determined to be of relatively little value and may be difficult to sell. As a result, Ms. Uschold has agreed to represent the estate, but will be seeking a flat rate realtor's commission. The requested commission will be $2,500.00 if a contract is entered into within 90 days of listing, and $3,000.00 if the listing period exceeds 90 days. The proposed commission is customary for the sale of similarly situated residential real property in this jurisdiction. In the future, if Ms. Uschold is requested to list any other properties that are in better condition or could sell for a reasonable sum (ie.: $50,000 or more), she would be seeking a commission in the amount of 6% of the sale price. In any event, it is expressly understood that all commissions are subject to application and approval by the Bankruptcy Court. The Chapter 11 Trustee attests that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. About Cornerstone Homes Cornerstone Homes Inc. is based in Corning, New York and is engaged in the business of buying, selling and leasing single family homes in the State of New York, with such properties primarily located in the South Central and South Western portions of the State. Cornerstone Homes Inc., filed a Chapter 11 petition (Bankr. W.D.N.Y. Case No. 13-21103) on July 15, 2013, in Rochester alongside a reorganization plan already accepted by 96 percent of unsecured creditors' claims. The Debtor disclosed assets of $18,561,028 and liabilities of $36,248,526. Four secured lenders with $21.8 million in claims are to be paid in full under the plan. Unsecured creditors -- chiefly noteholders with $14.5 million in claims -- will have a 7 percent recovery. Judge Paul R. Warren presides over the case. Curtiss Alan Johnson, Esq., and David L. Rasmussen, Esq., at Davidson Fink, LLP, in Rochester, N.Y., serve as the Debtor's counsel. The Debtor has tapped GAR Associates to appraise a selection of its properties to support the Debtor's liquidation analysis. The Official Committee of Unsecured Creditors is represented by Gregory J. Mascitti, Esq., at LeClairRyan PC. The Committee retained Getzler Henrich & Associates LLC as financial advisor. Cornerstone Homes Inc. delivered to the Bankruptcy Court a First Amended Plan of Reorganization and explanatory Disclosure Statement on Jan. 3, 2014. The Amended Plan supersedes the Plan Cornerstone prepared prior to filing for bankruptcy. The Debtor intends to liquidate properties over a period of time, so as to achieve maximum recovery for the creditors while avoiding a deleterious affect on the housing market. The Plan provides for a distribution of $1 million as an Unsecured Distribution Amount. Owner David Fleet will pledge up to $1 million to fund distributions under the Plan. It also provides for the distribution of the stock in the Reorganized Debtor to holders of Allowed Unsecured Noteholder Claims under Class 5. The Class 5 Claimants are expected to receive 7% plus distribution of stock on the Distribution Date. The Claimants are impaired and entitled to vote on the Plan. No hearing was slated to consider the Amended Plan documents. Instead, the Court accepted the request of the Committee to appoint a Chapter 11 trustee to replace management. The Court approved the appointment of Michael H. Arnold, Esq., as Chapter 11 trustee. He is represented by his law firm, Place and Arnold as his counsel. CROZER CHESTER: Moody's Lowers Long-Term Rating to 'Ba2' -------------------------------------------------------- Moody's Investors Service, in mid-May 2014, downgraded to Ba2 from Baa3 the long-term and underlying ratings assigned to Crozer Chester Medical Center's (CCMC) and Crozer-Keystone Health System's (CKHS) bonds issued by the Delaware County Authority. The rating outlook remains negative at the lower rating level. Crozer Chester Medical Center and Delaware County Memorial Hospital are wholly owned subsidiaries of Crozer-Keystone Health System. Moody's analysis includes CKHS consolidated financials which Moody's sometimes reference as "System" or "Crozer". Summary Rating Rationale: The downgrade to the Ba2 rating and negative rating outlook reflect the sharp and unexpected decline in operating performance experienced through nine months of FY 2014 (period ended March 31, 2014) and the expectation of a sizable operating deficit and extremely thin operating cash flow in FY 2014 that may lead to violations of certain covenants in bond and bank documents and provide very thin headroom to other covenants. Longer term fundamental challenges facing the system and impeding a return to positive performance include a large unionized work force, ongoing declines in total admissions, high Medicaid exposure, and need for increased capital spending as the average age of the facilities has risen to nearly 20 years. Senior management team is implementing strategies to improve performance. The Ba2 rating benefits from the system's role as leading and sizable health system and still adequate unrestricted cash position. Strengths -- Still commanding market position of Delaware County (64%) fortified by limited local competition that has historically been fragmented, a broad array of services, good geographic coverage and successful strategic alliances with physicians -- Unrestricted liquidity provides adequate coverage of direct debt (122% cash-to-debt) and some flexibility to support operations while management implements initiatives; largely liquid assets with relatively conservative allocation -- Leverage with respect to negotiating with managed care payers as CKHS maintains the most comprehensive acute care facilities in the County, though the better paying commercial contracts are only a modest portion of the total revenue -- Management is implementing sizable cost reductions and revenue enhancements that should support some margin improvement in FY 2015 though significant challenges pose headwinds including volume declines and union negotiations Challenges -- Unexpectedly weak operations and marked revenue decline through nine months of FY 2014 (March 31) with the system incurring a sizable loss of $25.6 million loss (excluding $6 million of severance costs), equating to a very weak -4.4% operating margin and an operating cash-flow deficit of $1.8 million (-0.3% margin). Weakened performance follows a history of variable and very thin operations with a long trend of Crozer's operating margin fluctuating between a modest loss and a modest gain; losses in FY 2014 have accelerated on a quarterly basis suggesting that certain covenants contained in bond and bank documents may be violated as they are tested on a rolling four quarters. -- Net assets are depressed and liquidity and cash-flow remain highly pressured from an underfunded defined benefit pension plan. Though closed to new entrants, funding obligation of over $219 million relative to the projected benefit obligation of $549 million at FYE 2013; adoption of MAP 21 smoothes the payments over the next few years but the liability remains outsized relative to System resources -- Average age of plant that has risen steadily over the last several years to a high (unfavorable) 19.7 years, a level that is markedly higher than similarly rated peers (below Baa median is 13.1 years) suggesting need to address deferred capital maintenance -- Variable rate demand bonds (VRDBs) supported by bank letters of credit (LOC) and other bank debt add credit risk of unexpected claims on liquidity should an event of default occur and any outstanding bank bonds be accelerated; while Moody's do note that the LOCs cover less than $22 million of VRDBs, the current financial trajectory of the System suggests potential for violation of certain covenants across all bank related obligations. -- Unfavorable payer mix with a high dependency on a combination of traditional and managed Medicaid (aggregate of 19% of business) -- Marked shift in utilization form inpatient to outpatient continues. Aggregating inpatient admissions and observations visits, volumes are materially down through March 31, 2014, declining 4.4% over the comparable period of FY 2013. Aggregate inpatient and observation volumes declined 2.8% in FY 2013. -- Labor contract with the largest union covering CCMC nurses expires in June 2014; inability to achieve concessions could impede initiatives to reduce losses -- Competitive pressures in more affluent parts of Crozer's catchment area Outlook: The negative rating outlook reflects the very thin operating cash flow expected in FY 2014 and ongoing significant negative pressure on volumes during FY 2014. The negative rating outlook also reflects the financial covenants which must be met over the next year under bank and bond documents. What could change the rating -- UP The outlook could return to stable over the medium term if the System builds headroom under financial covenants and is able to achieve steady improvement in operating cash flow. The rating could be upgraded longer term as a result of stabilization of patient volumes, significantly improved margins which are sustained for a multi-year period, leading to materially improved debt metrics and coupled with maintenance of balance sheet resources. What could change the rating -- DOWN The outlook is negative, and the rating could be downgraded as a result of an inability to return the System to positive operations and much stronger operating cash flow. Other factors which could contribute to a downgrade include contraction of liquidity, addition of debt, or breach of debt covenants. DAVID K. DRUMM: On Trial Over Bankruptcy Discharge -------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that David K. Drumm, former chief executive officer of Anglo Irish Bank Corp., is on trial in U.S. Bankruptcy Court in Boston, where the judge will decide whether he hid assets and made false filings, denying him the right to erase his debts. According to the report, Drumm's bankruptcy trustee and Irish Bank Resolution Corp. joined together in filing a lawsuit in bankruptcy court intent on proving that he isn't entitled to a discharge, or eradication of his debts through bankruptcy. Just before trial began last week, the trustee and IBRC filed a 13-page list of fraudulent transfers and assets Drumm didn't disclose in his bankruptcy papers, the report related. Examined for hours at trial on May 21, Drumm said he made "honest mistakes" or forgot about other transactions, the report further related. The lawsuit on Drumm's discharge is Irish Bank Resolution Corp. Ltd. v. Drumm (In re Drumm), 11-01267, U.S. Bankruptcy Court, District of Massachusetts (Boston). The Chapter 7 case is David K. Drumm, 10-21198, in the same court. DETROIT, MI: Creditors Ask Judge to Delay Detroit Bankruptcy Trial ------------------------------------------------------------------ Matt Helms, writing for Detroit Free Press, reported that lawyers for the City of Detroit's financial creditors and for Oakland and Macomb counties asked U.S. Bankruptcy Judge Steven Rhodes to delay the Chapter 9 case by a month because the lawyers representing the City are not releasing critical documents quickly enough to meet the timetable for this summer's confirmation trial. According to the report Mayor Mike Duggan's office said he won't support extending Kevyn Orr's time as the City's emergency manager or keeping his former law firm, Jones Day, if Detroit's bankruptcy extends beyond Orr's expected Sept. 25 exit date. Attorneys for Martha Kopacz, who was tasked with evaluating Detroit's bankruptcy exit plan before it is considered by a judge, also told Judge Rhodes that she may not be able to complete the job if the city doesn't provide her with necessary financial information that they say is being withheld, Law360 reported. About City of Detroit, Michigan The City of Detroit, Michigan, weighed down by more than $18 billion in accrued obligations, sought municipal bankruptcy protection on July 18, 2013, by filing a voluntary Chapter 9 petition (Bankr. E.D. Mich. Case No. 13-53846). Detroit listed more than $1 billion in both assets and debts. Kevyn Orr, who was appointed in March 2013 as Detroit's emergency manager, signed the petition. Detroit is represented by lawyers at Jones Day and Miller Canfield Paddock and Stone PLC. Michigan Governor Rick Snyder authorized the bankruptcy filing. The filing makes Detroit the largest American city to seek bankruptcy, in terms of population and the size of the debts and liabilities involved. The City's $18 billion in debt includes $5.85 billion in special revenue obligations, $6.4 billion in post-employment benefits, $3.5 billion for underfunded pensions, $1.13 billion on secured and unsecured general obligations, and $1.43 billion on pension- related debt, according to a court filing. Debt service consumes 42.5 percent of revenue. The city has 100,000 creditors and 20,000 retirees. The Hon. Steven Rhodes oversees the bankruptcy case. Detroit is represented by David G. Heiman, Esq., and Heather Lennox, Esq., at Jones Day, in Cleveland, Ohio; Bruce Bennett, Esq., at Jones Day, in Los Angeles, California; and Jonathan S. Green, Esq., and Stephen S. LaPlante, Esq., at Miller Canfield Paddock and Stone PLC, in Detroit, Michigan. Sharon Levine, Esq., at Lowenstein Sandler LLP, is representing the American Federation of State, County and Municipal Employees and the International Union. Babette Ceccotti, Esq., at Cohen, Weiss & Simon LLP, is representing the United Automobile, Aerospace and Agricultural Implement Workers of America. A nine-member official committee of retired workers was appointed in the case. The Retirees' Committee is represented by Dentons US LLP. Lazard Freres & Co. LLC serves as the Retiree Committee's financial advisor. DEWEY & LEBOEUF: Looks to Judge for Solution to $1.2MM Tax Problem ------------------------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Dewey & LeBoeuf LLP, the defunct law firm, has asked the U.S. Bankruptcy Court for the Southern District of New York to rule that there's no tax liability for the trust. According to Mr. Rochelle, after the firm's liquidating Chapter 11 plan was implemented last year, the trust created by the plan filed income tax returns for 2012. The trustee later discovered that the firm had misclassified payments to partners abroad, the report related. When the mistakes were corrected, the amended returns showed potential state and federal tax liabilities totaling $1.2 million, the report further related. If there's liability, the taxes in effect would be paid by creditors since their recoveries would be reduced, the report said. About Dewey & LeBoeuf Dewey & LeBoeuf LLP sought Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 12-12321) to complete the wind-down of its operations. The firm had struggled with high debt and partner defections. Dewey disclosed debt of $245 million and assets of $193 million in its chapter 11 filing late evening on May 29, 2012. Dewey & LeBoeuf LLP operated as a prestigious, New York City- based, law firm that traced its roots to the 2007 merger of Dewey Ballantine LLP -- originally founded in 1909 as Root, Clark & Bird -- and LeBoeuf, Lamb, Green & MacCrae LLP -- originally founded in 1929. In recent years, more than 1,400 lawyers worked at the firm in numerous domestic and foreign offices. At its peak, Dewey employed about 2,000 people with 1,300 lawyers in 25 offices across the globe. When it filed for bankruptcy, only 150 employees were left to complete the wind-down of the business. Dewey's offices in Hong Kong and Beijing are being wound down. The partners of the separate partnership in England are in process of winding down the business in London and Paris, and administration proceedings in England were commenced May 28. All lawyers in the Madrid and Brussels offices have departed. Nearly all of the lawyers and staff of the Frankfurt office have departed, and the remaining personnel are preparing for the closure. The firm's office in Sao Paulo, Brazil, is being prepared for closure and the liquidation of the firm's local affiliate. The partners of the firm in the Johannesburg office, South Africa, are planning to wind down the practice. The firm's ownership interest in its practice in Warsaw, Poland, was sold to the firm of Greenberg Traurig PA on May 11 for $6 million. The Pension Benefit Guaranty Corp. took $2 million of the proceeds as part of a settlement. Judge Martin Glenn oversees the case. Albert Togut, Esq., at Togut, Segal & Segal LLP, represents the Debtor. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. The petition was signed by Jonathan A. Mitchell, chief restructuring officer. JPMorgan Chase Bank, N.A., as Revolver Agent on behalf of the lenders under the Revolver Agreement, hired Kramer Levin Naftalis & Frankel LLP. JPMorgan, as Collateral Agent for the Revolver Lenders and the Noteholders, hired FTI Consulting and Gulf Atlantic Capital, as financial advisors. The Noteholders hired Bingham McCutchen LLP as counsel. The U.S. Trustee formed two committees -- one to represent unsecured creditors and the second to represent former Dewey partners. The creditors committee hired Brown Rudnick LLP led by Edward S. Weisfelner, Esq., as counsel. The Former Partners hired Tracy L. Klestadt, Esq., and Sean C. Southard, Esq., at Klestadt & Winters, LLP, as counsel. FTI Consulting, Inc. was appointed secured lender trustee for the Secured Lender Trust. Alan Jacobs of AMJ Advisors LLC, was named Dewey's liquidation trustee. Scott E. Ratner, Esq., Frank A. Oswald, Esq., David A. Paul, Esq., Steven S. Flores, Esq., at Togut, Segal & Segal LLP, serve as counsel to the Liquidation Trustee. Dewey's liquidating Chapter 11 plan was approved by the bankruptcy court in February 2013 and implemented in March. The plan created a trust to collect and distribute remaining assets. The firm estimated that midpoint recoveries for secured and unsecured creditors under the plan would be 58.4 percent and 9.1 percent, respectively. DEWEY & LEBOEUF: Creditor Can Sue Officers After Claim Sold ----------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that U.S. District Judge James E. Gritzner in Des Moines, in a May 19 opinion, denied a bid by three former top executives at Dewey & LeBoeuf LLP to dismiss a case filed by Aviva Life & Annuity Co. According to Bloomberg, Aviva alleged in the complaint that the trio induced it to buy $35 million in secured notes in April 2010. Aviva took its losses and sold the notes in 2012 for $19.3 million to a claim buyer, who in turn sold the notes to another purchaser, Bloomberg related. Aviva gave the initial buyer the right to sue, but the current owner later waived the right to sue Dewey officers, Bloomberg further related. Even though Aviva tried to sell the ability to sue, Judge Gritzner wouldn't recognize "the express assignment as having assigned plaintiff's right to bring securities law claims against the defendants," the Bloomberg report said. In other news, nine of Dewey's former international partners are being sued for the return of $22 million paid to them while the defunct firm was insolvent, Sara Randazzo, writing for The Wall Street Journal, reported. According to the Journal, the suits, against lawyers based in China, Germany, Russia, South Africa and Saudi Arabia, follow a few dozen similar actions filed in recent months. The Iowa case is Aviva Life & Annuity Co. v. Davis, 12-cv-00603, U.S. District Court, Southern District of Iowa (Des Moines). About Dewey & LeBoeuf Dewey & LeBoeuf LLP sought Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 12-12321) to complete the wind-down of its operations. The firm had struggled with high debt and partner defections. Dewey disclosed debt of $245 million and assets of $193 million in its chapter 11 filing late evening on May 29, 2012. Dewey & LeBoeuf LLP operated as a prestigious, New York City- based, law firm that traced its roots to the 2007 merger of Dewey Ballantine LLP -- originally founded in 1909 as Root, Clark & Bird -- and LeBoeuf, Lamb, Green & MacCrae LLP -- originally founded in 1929. In recent years, more than 1,400 lawyers worked at the firm in numerous domestic and foreign offices. At its peak, Dewey employed about 2,000 people with 1,300 lawyers in 25 offices across the globe. When it filed for bankruptcy, only 150 employees were left to complete the wind-down of the business. Dewey's offices in Hong Kong and Beijing are being wound down. The partners of the separate partnership in England are in process of winding down the business in London and Paris, and administration proceedings in England were commenced May 28. All lawyers in the Madrid and Brussels offices have departed. Nearly all of the lawyers and staff of the Frankfurt office have departed, and the remaining personnel are preparing for the closure. The firm's office in Sao Paulo, Brazil, is being prepared for closure and the liquidation of the firm's local affiliate. The partners of the firm in the Johannesburg office, South Africa, are planning to wind down the practice. The firm's ownership interest in its practice in Warsaw, Poland, was sold to the firm of Greenberg Traurig PA on May 11 for $6 million. The Pension Benefit Guaranty Corp. took $2 million of the proceeds as part of a settlement. Judge Martin Glenn oversees the case. Albert Togut, Esq., at Togut, Segal & Segal LLP, represents the Debtor. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. The petition was signed by Jonathan A. Mitchell, chief restructuring officer. JPMorgan Chase Bank, N.A., as Revolver Agent on behalf of the lenders under the Revolver Agreement, hired Kramer Levin Naftalis & Frankel LLP. JPMorgan, as Collateral Agent for the Revolver Lenders and the Noteholders, hired FTI Consulting and Gulf Atlantic Capital, as financial advisors. The Noteholders hired Bingham McCutchen LLP as counsel. The U.S. Trustee formed two committees -- one to represent unsecured creditors and the second to represent former Dewey partners. The creditors committee hired Brown Rudnick LLP led by Edward S. Weisfelner, Esq., as counsel. The Former Partners hired Tracy L. Klestadt, Esq., and Sean C. Southard, Esq., at Klestadt & Winters, LLP, as counsel. FTI Consulting, Inc. was appointed secured lender trustee for the Secured Lender Trust. Alan Jacobs of AMJ Advisors LLC, was named Dewey's liquidation trustee. Scott E. Ratner, Esq., Frank A. Oswald, Esq., David A. Paul, Esq., Steven S. Flores, Esq., at Togut, Segal & Segal LLP, serve as counsel to the Liquidation Trustee. Dewey's liquidating Chapter 11 plan was approved by the bankruptcy court in February 2013 and implemented in March. The plan created a trust to collect and distribute remaining assets. The firm estimated that midpoint recoveries for secured and unsecured creditors under the plan would be 58.4 percent and 9.1 percent, respectively. E H MITCHELL: Balks at UST's Motion to Dismiss or Convert --------------------------------------------------------- E.H. Mitchell & Company LLC responds to the Motion to Dismiss or Convert to Chapter 7 case filed by the United States Trustee, by urging the Court to deny the Trustee's Motion. The Debtor points out that other than its Disclosure Statement and Plan, all other required documents and reports have been filed and/or provided to the Trustee. The Debtor assures the Court that its Plan and Disclosure Statement will be filed in short order, and that those filings will satisfy any deficiencies. However, creditor Reginald J. Laurent filed a Memorandum in Support of the U.S. Trustee's Motion, urging the Court to grant the Trustee's Motion. Mr. Laurent said the Debtor offers no explanation for its tardy filings. Mr. Laurent points out that per 11 U.S.C. Sec. 1112(b)(4)(F), unexcused failure to timely satisfy any filing or reporting requirement constitutes grounds for dismissal or conversion. Further, Mr. Laurent notes that in its response to the U.S. Trustee's Motion, the Debtor failed to address the Trustee's argument that the case was filed in bad faith. Mr. Laurent argues that Fifth Circuit law mandates dismissal against a single asset real estate (SARE) debtor -- such as E.H. Mitchell -- who has acted in bad faith. Mr. Laurent cited In re Little Creek Development Co., 779 F.2d 1068 (5th Cir. 1986) which lays out the factors to be considered when contemplating dismissal for a SARE debtor: 1) debtor's only asset is a tract of property, 2) the tract is encumbered secured creditor lien(s), 3) debtor has no employees, 4) debtor has no active business operations, little cash flow, and passive income, 5) claims of any unsecured creditors are small, 6) the property has been posted for lien status, and 7) allegation of wrongdoing by principals of debtor (such as pre-petition payments to insiders or post-petition payments made without Court approval). Unsecured creditor Ezkovich & Company also filed an objection to the Trustee's Motion to Dismiss or Convert. In urging the Court to deny the Motion, Ezkovich argues that any defaults by the Debtor are minor and do not warrant dismissal or conversion to Chapter 7. Ezkovich goes on to note that dismissal or conversion would put the revenue source for the estate at risk for unsecured creditors and would delay resolution which is in no one's best interest. About E. H. Mitchell & Company LLC E. H. Mitchell & Company LLC sought protection under Chapter 11 of the Bankruptcy Code on Oct. 8, 2013, (Case No. 13-12786, Bankr. E.D. La.). The case is assigned to Judge Jerry A. Brown. The Debtor is represented by Robert L. Marrero, Esq., at Robert Marrero, LLC, in New Orleans, Louisiana. The Debtor disclosed $300,027,297 in assets and $1,281,148 in liabilities. The petition was signed by Michael Furr, secretary/member. Henry G. Hobbs, Jr., Acting United States Trustee for Region 5, has appointed three members to the official committee of unsecured creditors. E H MITCHELL: Creditor Laurent Wants Bankruptcy Case Dismissed -------------------------------------------------------------- Reginald J. Laurent, a creditor of E. H. Mitchell & Company LLC, filed his Motion for Determination that Debtor is Subject to Sec.362(d)(3), Debtor is a single asset real estate (SARE) entity, and that the Petition was filed in Bad Faith. Mr. Laurent is asking the Court to dismiss the bankruptcy case for cause because: a. the debtor has only one asset, b. there are few unsecured creditors, and their claims are small in comparison to those of secured creditor, c. the debtor has no employees, d. the asset (property) is the subject of pending litigation between debtor and secured creditor, and e. the debtor's bankruptcy filing was meant to frustrate the rights and remedies of the secured creditor. Mr. Laurent contends that the Debtor's bankruptcy filing was merely a litigation strategy, and that the case is a two-party dispute that should be resolved outside of bankruptcy. The Law Office of Reginald J. Laurent of Slidell, LA and who is pro se in this matter, has set his motion for hearing on June 18, at 9:00 a.m. before Honorable Jerry A. Brown, U.S. Bankruptcy Judge for the Eastern District of Louisiana. About E. H. Mitchell & Company LLC E. H. Mitchell & Company LLC sought protection under Chapter 11 of the Bankruptcy Code on Oct. 8, 2013, (Case No. 13-12786, Bankr. E.D. La.). The case is assigned to Judge Jerry A. Brown. The Debtor is represented by Robert L. Marrero, Esq., at Robert Marrero, LLC, in New Orleans, Louisiana. The Debtor disclosed $300,027,297 in assets and $1,281,148 in liabilities. The petition was signed by Michael Furr, secretary/member. Henry G. Hobbs, Jr., Acting United States Trustee for Region 5, has appointed three members to the official committee of unsecured creditors. ENERGY FUTURE: Extends Early Participation Date for Tender Offer ---------------------------------------------------------------- Energy Future Intermediate Holding Company LLC ("EFIH"), a wholly- owned subsidiary of Energy Future Holdings Corp. ("EFH Corp."), and EFIH Finance Inc. ("EFIH Finance" and together with EFIH, the "Issuer") on May 27 disclosed that the early participation date for its previously announced offer to purchase EFIH Second Lien Notes for cash as a voluntary settlement with respect to the Issuer's obligations under the EFIH Second Lien Notes (such offer and settlement, the "EFIH Second Lien Settlement") has been extended from 5:00 p.m., New York City time, on May 30, 2014 to 5:00 p.m., New York City time, on June 11, 2014 (the "Early Participation Date"). The Issuer also announced that the expiration date for the EFIH Second Lien Settlement has been extended from 11:59 p.m., New York City time, on June 6, 2014 to 5:00 p.m., New York City time, on July 3, 2014 (the "Expiration Date"). The Issuer has also determined to offer withdrawal rights in the EFIH Second Lien Settlement up to the Early Participation Date. Tenders of EFIH Second Lien Notes may be withdrawn at any time prior to the Early Participation Date but not thereafter. The EFIH Second Lien Settlement is open to all holders of the Issuer's 11% Senior Secured Second Lien Notes due 2021 (the "EFIH 11% Second Lien Notes") and 11.750% Senior Secured Second Lien Notes due 2022 (the "EFIH 11.750% Second Lien Notes" and together with the EFIH 11% Second Lien Notes, the "EFIH Second Lien Notes"). Except for the adjustment to the consideration, the change to the Early Participation Date and the Expiration Date and the availability of the withdrawal rights, the terms of the EFIH Second Lien Settlement are unchanged. Upon the terms and subject to the conditions of the offer to purchase with respect to the EFIH Second Lien Settlement, each holder of EFIH Second Lien Notes that validly tenders its EFIH Second Lien Notes on or prior to 5:00 p.m., New York City time, on the Early Participation Date, which may be further extended by EFIH at its sole discretion, will be eligible to receive on the closing date of the offer (the "Settlement Date") as payment in full of any claims arising out of such holder's interest in the EFIH Second Lien Notes an amount, paid in cash, equal to (i) $1,119.30 for each $1,000 principal amount of EFIH 11% Second Lien Notes and (ii) $1,162.30 for each $1,000 principal amount of EFIH 11.750% Second Lien Notes tendered based on an assumed Settlement Date of July 9, 2014, which amounts will be decreased in each case by $0.14 for each day after July 9, 2014 that the Settlement Date occurs (such amount as may be reduced, the "Total Consideration"). The adjustment in such consideration from the previously announced consideration results solely from a $0.14 decrease for each day the assumed Settlement Date has been delayed from June 11, 2014 to July 9, 2014. The Total Consideration includes an early participation payment (the "Early Participation Consideration") of $50.00 per $1,000 principal amount of EFIH Second Lien Notes validly tendered on or prior to the Early Participation Date. Each holder that validly tenders its EFIH Second Lien Notes after the Early Participation Date and on or prior to the Expiration Date will be eligible to receive on the Settlement Date an amount, paid in cash, equal to the Total Consideration less the Early Participation Consideration (the "Tender Consideration"). Aggregate CUSIP Principal Tender Securities Numbers Amount Outstanding Consideration (1) EFIH 11% Second 29269QAB3 $406,392,000 $1,069.30 Lien Notes EFIH 11.750% U29197AB3 $1,750,000,000 $1,112.30 Second Lien Notes Early Total Participation Consideration (1) Consideration (2) $50.00 $1,119.30 $50.00 $1,162.30 (1) Does not include accrued and unpaid interest up to, but not including, the Settlement Date, which will be paid on all of the EFIH Second Lien Notes accepted for purchase in the offer. (2) The Total Consideration (and therefore also the Tender Consideration) will be decreased by $0.14 for each day after July 9, 2014 that the Settlement Date occurs. The Issuer does not intend to permit the offer period for the EFIH Second Lien Settlement to expire prior to the date the EFIH Second Lien Settlement is heard, and approved, by the bankruptcy court. The consummation of the EFIH Second Lien Settlement is subject to several conditions, including, among others, the closing of new debt financing through the issuance of approximately $1.9 billion of 8% Convertible Second Lien Subordinated Secured DIP Financing Notes due 2016 (the "EFIH Second Lien DIP Notes Financing"), which is also subject to several conditions. The EFIH Second Lien Settlement will not be consummated unless, among other things, the bankruptcy court approves the EFIH Second Lien DIP Notes Financing and the EFIH Second Lien Settlement. Epiq Systems is serving as the Offer Agent and Depositary Agent, and may be contacted by telephone at (646) 282-2500 or toll free at (866) 734-9393 or by email at tabulation@epiqsystems.com (please reference "EFIH Second Lien Offer" in the subject line), including with respect to procedures for the withdrawal rights under the EFIH Second Lien Settlement. 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. On April 29, 2014, Energy Future Holdings and 70 affiliated companies sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10979) after reaching a deal with some key financial stakeholders to keep its businesses operating while reducing its roughly $40 billion in debt. The Debtors' cases have been assigned to Judge Christopher S. Sontchi (CSS). The Debtors are seeking to have their cases jointly administered for procedural purposes. As of Dec. 31, 2013, EFH Corp. reported total assets of $36.4 billion in book value and total liabilities of $49.7 billion. The Debtors have $42 billion of funded indebtedness. EFH's legal advisor for the Chapter 11 proceedings is Kirkland & Ellis LLP, its financial advisor is Evercore Partners and its restructuring advisor is Alvarez & Marsal. The TCEH first lien lenders supporting the restructuring agreement are represented by Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor, and Millstein & Co., LLC, as financial advisor. The EFIH unsecured creditors supporting the restructuring agreement are represented by Akin Gump Strauss Hauer & Feld LLP, as legal advisor, and Centerview Partners, as financial advisor. The EFH equity holders supporting the restructuring agreement are represented by Wachtell, Lipton, Rosen & Katz, as legal advisor, and Blackstone Advisory Partners LP, as financial advisor. Epiq Systems is the claims agent. Wilmington Savings Fund Society, FSB, the successor trustee for the second-lien noteholders owed about $1.6 billion, is represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq. An Official Committee of Unsecured Creditors has been appointed in the case. The Committee represents the interests of the unsecured creditors of ONLY of Energy Future Competitive Holdings Company LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings Company LLC; and EFH Corporate Services Company, and of no other debtors. The Committee has selected Morrison & Foerster LLP and Polsinelli PC for representation in this high-profile energy restructuring. The lawyers working on the case are James M. Peck, Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K. Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at Polsinelli PC. ENERGY FUTURE: Postpones Hearing on Restructuring Agreement ----------------------------------------------------------- Edward Sassower, Esq., at Kirkland & Ellis LLP, in New York, counsel for Energy Future Holdings Corp., et al., notified the U.S. Bankruptcy Court for the District of Delaware that the Debtors are seeking a delay of the hearing on the approval of their restructuring support agreement, Tom Hals, writing for Reuters, reported. The Debtors want the hearing originally scheduled for June 6 to be delayed until June 30, Reuters related. After negotiating with creditors opposed to the accord, Energy Future agreed to move the scheduled June 5 hearing on the deal and may postpone other deadlines as well, Edward Sassower, a lawyer for the company, said at a hearing on May 22 in Wilmington, Delaware, Bloomberg News reported. The Debtors also notified the Bankruptcy Court that the primary opt-in period to the proposed EFIH Second Lien Settlement is extended to May 30 to facilitate the motion to compel filed by the indenture trustee for the EFIH Second Lien Notes. The Debtors clarified that the Opt-In Extension does not extend the ultimate expiration date of the Second Lien Opt-in Period, which remains to be June 6. The offering, according to Bill Rochelle, the bankruptcy columnist for Bloomberg News, is part of a strategy by the company to take advantage of lower interest rates and refinance $3.99 billion of first-lien and $2.16 billion of second-lien debt of Energy Future Intermediate Holding Company, the side of the business that owns the regulated power distribution facilities. The Bankruptcy Court has issued an order retaining jurisdiction over Energy Future's bankruptcy case. The second-lien creditors represented by Wilmington Savings Fund, minutes after the power company filed for bankruptcy protection on May 22, filed the motion to transfer the venue of the Chapter 11 case to Texas where the power company's headquarters are located. Multiple parties -- including Citibank, the ad hoc committees of TCEH first lien creditors and EFIH unsecured noteholders, Fidelity Management & Research Company, Wilmington Trust and the International Brotherhood of Electrical Workers -- objected to the venue transfer motion and supported the Debtors' bid to retain the case in Delaware, BankruptcyData reported. According to Mr. Rochelle, the bankruptcy of Energy Future was significant or insignificant, depending on whether the failure of the largest leveraged buyout is measured in dollar amount of debt. Measured in amount of debt, Energy Future was the second- largest default in history, with $40 billion in debt rated by Moody's Investors Service, while largest was General Motors Corp., with $50 billion in rated debt, Mr. Rochelle noted. Judged by dollar amount, the world-wide junk-bond default rate rose in April to 2.2 percent from 0.9 percent the month before, Mr. Rochelle said citing a Moody's report. In the U.S., the Energy Future bankruptcy raised the junk default rate to 2.1 percent from 0.4 percent, Mr. Rochelle added. 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. On April 29, 2014, Energy Future Holdings and 70 affiliated companies sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10979) after reaching a deal with some key financial stakeholders to keep its businesses operating while reducing its roughly $40 billion in debt. The Debtors' cases have been assigned to Judge Christopher S. Sontchi (CSS). The Debtors are seeking to have their cases jointly administered for procedural purposes. As of Dec. 31, 2013, EFH Corp. reported total assets of $36.4 billion in book value and total liabilities of $49.7 billion. The Debtors have $42 billion of funded indebtedness. EFH's legal advisor for the Chapter 11 proceedings is Kirkland & Ellis LLP, its financial advisor is Evercore Partners and its restructuring advisor is Alvarez & Marsal. The TCEH first lien lenders supporting the restructuring agreement are represented by Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor, and Millstein & Co., LLC, as financial advisor. The EFIH unsecured creditors supporting the restructuring agreement are represented by Akin Gump Strauss Hauer & Feld LLP, as legal advisor, and Centerview Partners, as financial advisor. The EFH equity holders supporting the restructuring agreement are represented by Wachtell, Lipton, Rosen & Katz, as legal advisor, and Blackstone Advisory Partners LP, as financial advisor. Epiq Systems is the claims agent. Wilmington Savings Fund Society, FSB, the successor trustee for the second-lien noteholders owed about $1.6 billion, is represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq. An Official Committee of Unsecured Creditors has been appointed in the case. The Committee represents the interests of the unsecured creditors of ONLY of Energy Future Competitive Holdings Company LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings Company LLC; and EFH Corporate Services Company, and of no other debtors. The Committee has selected Morrison & Foerster LLP and Polsinelli PC for representation in this high-profile energy restructuring. The lawyers working on the case are James M. Peck, Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K. Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at Polsinelli PC. ESP RESOURCES: Incurs $756,000 Net Loss in First Quarter -------------------------------------------------------- ESP Resources, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $756,309 on $3.15 million of net sales for the three months ended March 31, 2014, as compared with a net loss of $1.28 million on $3.45 million of net sales for the same period last year. The Company's balance sheet at March 31, 2014, showed $6.33 million in total assets, $11.17 million in total liabilities and a $4.83 million total stockholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/gLnZfZ About ESP Resources The Woodlands, Texas-based ESP Resources, Inc., through its subsidiaries, manufactures, blends, distributes and markets specialty chemicals and analytical services to the oil and gas industry and also provides services for the upstream, midstream and downstream sectors of the energy industry, including new construction, major modifications to operational support for onshore and offshore production, gathering, refining facilities and pipelines designed to optimize performance and increase operators' return on investment. ESP Resources reported a net loss of $5.23 million on $10.59 million of net sales for the year ended Dec. 31, 2013, as compared with a net loss of $5.08 million on $16.98 million of net sales in 2012. MaloneBailey, LLP, in Houston, Texas, 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 incurred net losses through Dec. 31, 2013, and has a working capital deficit as of Dec. 31, 2013. These conditions raise substantial doubt about the Company's ability to continue as a going concern. EVENT RENTALS: Seeks Sole Right to File Plan Until October ---------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Event Rentals Inc., the largest event-rental provider in the U.S., asked for a first extension of its exclusive right to propose a Chapter 11 plan, on the heels of a sale of its business to Apollo Global Management LLC for $125.2 million in cash. According to the report, Event Rentals is seeking four more months to complete the sale, assess creditor claims and negotiate a consensual liquidating plan. Event Rentals said a liquidating plan can be proposed, approved and implemented by the end of September, the report related. U.S. Bankruptcy Judge Peter Walsh is to review the exclusivity motion at a hearing on June 19, the report further related. If approved, the new plan-filing deadline will be Oct. 13, the report said. About Event Rentals Event Rentals Inc., the largest event-rental provider in the U.S., filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 14-bk-10282) on Feb. 13, 2014. Event Rentals, which sought bankruptcy protection with affiliates, including Classic Midwest, Inc., has 39 locations across 22 markets. The company has the largest offering of event equipment, value-added event services, and temporary structure assets, and provide services for over 145,000 events for approximately 55,000 customers annually. The company taps 2,500 employees throughout the year and has total annual revenues of $235 million. Assets were listed for $148 million, with debt of $246 million. The Debtors owe $175 million in outstanding principal under a senior secured credit agreement; $36 million in outstanding principal under certain unsecured and subordinated liquidity notes; $5.5 million in outstanding principal under certain unsecured and subordinated seller financing relating to business acquisitions; and trade debt, as of Dec. 26, 2013, totaling $16.6 million. The Debtors have tapped Jeffrey M. Schlerf, Esq., and John H. Strock, Esq., at Fox Rothschild LLP as local counsel; John K. Cunningham, Esq., and Craig H. Averch, Esq., at White & Case LLP as bankruptcy counsel; Jefferies LLC as financial advisor; and Kurtzman Carson Consultants LLC as claims and noticing agent. The Debtors sought bankruptcy protection as they seek a new owner to take over the business. Existing lenders led by Ableco Finance LLC, as administrative agent, have agreed to finance the bankruptcy with a DIP financing facility of up to $20 million. Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed seven creditors to serve on the Official Committee of Unsecured Creditors for the Debtors' Chapter 11 cases. The Debtors disclosed that funds managed by Apollo Global Management, LLC submitted the winning offer to acquire substantially all of the Debtors' business at the April 21, 2014 auction. EXIDE TECHNOLOGIES: Faces Resistance to Opening Pennsylvania Plant ------------------------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that battery maker Exide Technologies will face local opposition if it moves ahead with construction of improvements at a non-operating lead smelter in Berks County, Pennsylvania, designed for recycling used batteries. According to the report, the county filed papers on May 19 asking the bankruptcy judge in Delaware for permission to proceed with an appeal of a construction permit granted by Pennsylvania environmental regulators. Exide has the right to resume operations, the county said in court papers, the report related. The county therefore wants the ability to appeal and block construction of improvements at the plant, the report further related. The $674 million of 8.625 percent first-lien notes due in 2018 last traded on May 19 for 61 cents on the dollar, the Bloomberg report said, citing to Trace, the bond-price reporting system of the Financial Industry Regulatory Authority. They last trade before bankruptcy was 56.672 cents. The notes traded as high as 82.875 cents on March 7. The convertible subordinated notes that matured in September last traded on May 6 for 14.43 cents on the dollar, compared with 10.5 cents in the last trade before bankruptcy, the Bloomberg report added. About Exide Technologies Headquartered in Princeton, New Jersey, Exide Technologies (NASDAQ: XIDE) -- http://www.exide.com/-- manufactures and distributes lead acid batteries and other related electrical energy storage products. Exide first sought Chapter 11 protection (Bankr. Del. Case No. 02-11125) on April 14, 2002 and exited bankruptcy two years after. Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland & Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP represented the Debtors in their successful restructuring. Exide returned to Chapter 11 bankruptcy (Bankr. D. Del. Case No. 13-11482) on June 10, 2013. Exide disclosed $1.89 billion in assets and $1.14 billion in liabilities as of March 31, 2013. Exide's international operations were not included in the filing and will continue their business operations without supervision from the U.S. courts. For the new case, Exide has tapped Anthony W. Clark, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, and Pachulski Stang Ziehl & Jones LLP as counsel; Alvarez & Marsal as financial advisor; Sitrick and Company Inc. as public relations consultant and GCG as claims agent. Schnader Harrison Segal & Lewis LLP was tapped as special counsel. The Official Committee of Unsecured Creditors is represented by Lowenstein Sandler LLP and Morris, Nichols, Arsht & Tunnell LLP as co-counsel. Zolfo Cooper, LLC serves as its bankruptcy consultants and financial advisors. Geosyntec Consultants was tapped as environmental consultants to the Committee. Robert J. Keach of the law firm Bernstein Shur as fee examiner has been appointed as fee examiner. He has hired his own firm as counsel. EXTENDED STAY: S&P Assigns 'B+' Corp. Credit Rating, Outlook Pos. ----------------------------------------------------------------- Standard & Poor's Ratings Services assigned Charlotte, N.C.-based hotel company Extended Stay America Inc. its 'B+' corporate credit rating. The rating outlook is positive. At the same time, S&P assigned ESH Hospitality Inc.'s proposed $375 million senior secured term loan due 2019 its 'B+' issue- level rating (same as the corporate credit rating), with a recovery rating of '3', indicating S&P's expectation for meaningful (50% to 70%) recovery in the event of a payment default. The company plans to use the proceeds, together with cash on hand, to repay about $365 million of high coupon mezzanine loans and pay fees and expenses. ESH Hospitality Inc. (ESH REIT) is a real-estate investment trust that owns the hotel assets of Extended Stay America. Extended Stay America has a 55% ownership interest in the REIT. Extended Stay America is 100% owned by financial sponsors and public shareholders. Therefore, because of Extended Stay's controlling financial interest in, and the strategic importance of, ESH REIT, S&P consolidates all operations and debt for its analysis. "The ratings reflect the company's operations in the highly competitive economy segment of the lodging industry, an area of the lodging market with relatively low barriers to entry and price-sensitive consumers," said Standard & Poor's credit analyst Carissa Schreck. "The ratings also reflect our expectation for operating lease-adjusted debt to EBITDA of about 5x at the end of 2014, improving to the mid-4x area at the end of 2015, and for funds from operations to total debt of 12% and in the mid-teens percentage area in 2014 and 2015, respectively. We expect the company to continue to invest in its hotel renovation program and incur significant capital expenditures through 2015." FIRST NATIONAL: William G. Bracey Elected as Director ----------------------------------------------------- The Board of Directors of First National Community Bancorp, Inc., elected William G. Bracey to serve as a Class B director of the Company until the 2015 annual meeting of shareholders. Mr. Bracey was named to the Company Board's Audit, Corporate Governance and Risk Management Committees. Also, on May 12, 2014, the Board of Directors of First National Community Bank, a wholly-owned subsidiary of the Company, elected Mr. Bracey to serve as director of the Bank. Mr. Bracey was named to the Bank Board's Compliance Committee. Any loans with the Bank in which Mr. Bracey or his immediate family members has a direct or indirect material interest were made in the ordinary course of business, on substantially the same terms, including interest rates and collateral, as those prevailing at the time for comparable loans with persons not related to the Company or the Bank and did not involve more than the normal risk of collectability or present other unfavorable features. About First National Headquartered in Dunmore, Pa., First National Community Bancorp, Inc., is a Pennsylvania corporation, incorporated in 1997 and is registered as a bank holding company under the Bank Holding Company Act ("BHCA") of 1956, as amended. The Company became an active bank holding company on July 1, 1998, when it acquired ownership of First National Community Bank (the "Bank"). The Bank is a wholly-owned subsidiary of the Company. The Company's primary activity consists of owning and operating the Bank, which provides customary retail and commercial banking services to individuals and businesses. The Bank provides practically all of the Company's earnings as a result of its banking services. First National reported net income of $6.38 million on $32.95 million of total interest income for the year ended Dec. 31, 2013, as compared with a net loss of $13.71 million on $37.02 million of total interest income for the year ended Dec. 31, 2012. As of Dec. 31, 2013, the Company had $1 billion in total assets, $970.23 million in total liabilities and $33.57 million in total shareholders' equity. Regulatory Matters The Bank is under a Consent Order from the Office of the Comptroller of the Currency dated Sept. 1, 2010. The Company is also subject to a Written Agreement with the Federal Reserve Bank of Philadelphia dated Nov. 24, 2010. The Bank, pursuant to a Stipulation and Consent to the Issuance of a Consent Order dated Sept. 1, 2010, without admitting or denying any wrongdoing, consented and agreed to the issuance of the Order by the OCC, the Bank's primary regulator. The Order requires the Bank to undertake certain actions within designated timeframes, and to operate in compliance with the provisions thereof during its term. The Order is based on the results of an examination of the Bank as of March 31, 2009. Since the examination, management has engaged in ongoing discussions with the OCC and has taken steps to improve the condition, policies and procedures of the Bank. Compliance with the Order is monitored by a committee of at least three directors, none of whom is an employee or controlling shareholder of the Bank or its affiliates or a family member of any such person. The Committee is required to submit written progress reports to the OCC on a monthly basis. The Committee has submitted each of the required monthly progress reports with the OCC. The members of the Committee are John P. Moses, Joseph Coccia, Joseph J. Gentile and Thomas J. Melone. FREE LANCE-STAR: Dist. Court Rejects DSP Bid to Expedite Appeal --------------------------------------------------------------- The U.S. District Court for the Eastern District of Virginia has denied an amended emergency motion filed by DSP Acquisition LLC -- secured creditor of debtors Free Lance-Star Publishing Company of Fredericksburg, VA and Williams Douglas Properties, L.L.C. -- seeking expedited consideration of its motion for certification and for leave to appeal. DSP is taking an appeal from recent bankruptcy court orders related to the proposed sale of the Debtors' assets as well as an adversary proceeding commenced by DSP against the Debtors. The District Court also denied a Joint Motion of the Debtors and the Official Committee of Unsecured Creditors appointed in the Debtors' cases, seeking to Strike Verified Reply of DSP. The Debtors and the Committee had filed papers seeking to toss out DSP's appeal. The Debtors said DSP is seeking "another bite at the apple" to which it is not entitled at this juncture in the bankruptcy cases. The Committee agrees with the Debtor, saying the subject Orders are not final and the standard for leave to pursue an interlocutory appeal is not met. Shortly after filing their Chapter 11 bankruptcy petitions in January 2014, Free Lance-Star and Williams Douglas Properties filed twin sale motions: 1. Auction and sale of the Debtors' radio broadcasting equipment and certain related real property and improvements -- Tower Assets; and 2. Auction and sale of the remaining assets. Pursuant to Debtor William Douglas' Schedules and Statement of Financial Affairs filed with the Bankruptcy Court, it owns the following real property: (i) 1381 Belman Road, Fredericksburg, Virginia; and (ii) 1379 Belman Road, Fredericksburg, Virginia. Pursuant to Debtor Free Lance-Star's Schedules and Statement of Financial Affairs filed with the Bankruptcy Court, it owns the following real property: (i) 616 Amelia Street, Fredericksburg, Virginia; (ii) 700 William Street, Fredericksburg, Virginia; (iii) 710 William Street, Fredericksburg, Virginia; (iv) Corner of Amelia and Douglas Streets, Fredericksburg, Virginia; and (v) 620 Amelia Street, Fredericksburg, Virginia. On March 10, 2014, the Bankruptcy Court entered orders approving bid procedures, including a process for the Debtors' secured creditor to credit bid its claims in an amount and against assets of the Debtors on which it has valid liens or security interests, as either (i) agreed to by the Debtors, the Debtors' secured creditor and the Committee or (ii) as determined by the Court at a hearing to be held on March 24, 2014. Also on March 10, 2014, DSP filed a four-count Complaint initiating Adversary Proceeding No. 14-03038, seeking this relief: -- Count I. A declaration of the amount of DSP's secured claim against the Debtors. -- Count II. A declaration that DSP has a first-priority, valid and properly perfected security interest in substantially all of the Debtors' assets and their proceeds. -- Count III. A declaration that DSP is entitled to credit- bid the full amount of its claim under Bankruptcy Code Sec. 363(k) at the sale of the Debtors' assets. -- Count IV. A declaration that "DSP has first-in-priority, valid and properly perfected security interests in the Collateral, including the Receivables, Other Intangibles and General Intangibles (each within the meaning of the Security Agreement and Virginia's UCC) generated by the sale of the Masts and any of the Debtors' other property." According to DSP, as of the Petition Date, and without prejudice to any additional amounts DSP is entitled to, the aggregate amount of the secured obligations is $38,028,407.12. DSP filed a motion for summary judgment on each count of the Complaint, which was scheduled to be heard March 24, the same day the Court was to consider DSP's right to credit bid in connection with the Sale Motions. The Debtors, in turn, filed a cross-motion for summary judgment and a memorandum in support of the request to determine DSP's credit bid rights under Bankruptcy Code Sec. 363(k) in connection with the Sale Motions. The Committee joined the Debtors in opposing DSP's motion for summary judgment and supported the relief sought in the Debtors' Sale Motions and accompanying memorandum in support. Following hearings conducted on March 24, 25, and 31, the Bankruptcy Court entered an Order and supporting Memorandum Opinion addressing the Adversary Proceeding and an Order addressing the Sale Motions. Although not appealed, the Bankruptcy Court also entered an Order and supporting Memorandum Opinion denying DSP's motion to reconsider the ruling made during the March 24 hearing that a number of DSP's exhibits were inadmissible. In the Lien Decision, the Bankruptcy Court assumed for the purpose of its analysis that DSP was the noteholder. The Bankruptcy Court found that DSP did not have a perfected lien on, or security interest in, the Debtors' (1) real property located in Stafford, Spotsylvania, and Carolina counties -- Tower Parcels, (2) radio broadcasting masts constructed on the Tower Parcels and related improvements, (3) leases of space on the Towers; (4) motor vehicles, (5) life insurance policies, (6) bank accounts, and (7) FCC licenses. The Bankruptcy Court concluded that DSP could not credit bid on the Unencumbered Assets. In so ruling, the Bankruptcy Court denied summary judgment to DSP and granted summary judgment, in part, to the Debtors. In the Credit Bid Decision, the Bankruptcy Court found "cause" to limit DSP's ability to credit bid pursuant to Bankruptcy Code Sec. 363(k). The Bankruptcy Court concluded that it was appropriate to cap DSP's credit bid at $12.7 million on the Debtors' newspaper and printing assets and $1.2 million on the Debtors' radio assets, provided that, to credit bid the amount, DSP would need to prove that it is the noteholder to the satisfaction of the Debtors and the Committee, or failing that, in the Bankruptcy Court. DSP disclosed in Court papers that BB&T assigned the note directly to DSP. DSP also disclosed in a footnote that there may have been several intervening transfers to other entities owned or controlled by Sandton Capital Partners. The footnote identifies some of the potential intermediate transferees, including Sandton Credit Opportunities Master Fund II, LP and Sandton Co-Invest Fund I, LP. DSP said in a separte court filing that its documentation establishes it is the holder of the documents, agreements, and instruments giving rise to its claim and security interests against the Debtors. The Committee said in court papers there's no evidence of record that provide any chain of title to DSP. In the Credit Bid Decision, while the Bankruptcy Court assumed DSP was the noteholder for the purpose of its analysis, the Court has not determined that DSP is the noteholder. In fact, the Court ordered DSP to submit proof that it is the noteholder as a condition to submitting a credit bid. DSP had submitted with its summary judgment motion a declaration with exhibits that DSP sought to rely upon to establish it held a secured claim. The Bankruptcy Court determined, however, that the declaration was false and misleading. On March 24, the declarant testified on behalf of DSP, but the testimony was found by the Bankruptcy Court to be implausible. Thus, DSP did not prove it was the holder of any claim with a lien on the Debtors' assets. At the conclusion of the March 25 hearing, after the record was closed, the Bankruptcy Court even invited DSP to submit proof that it was the noteholder in advance of the hearing on March 31, but DSP declined to do so. Thus, the Bankruptcy Court has yet to determine, and DSP has yet to prove, that DSP is the noteholder. The Bankruptcy Court has not finally resolved any of the four counts in the Adversary Proceeding. At a minimum, these issues remain outstanding: -- Under Count I, the Bankruptcy Court has not yet determined the amount of the alleged secured claim or if DSP is the holder of the claim; -- Under Count II, while the Bankruptcy Court determined that DSP does not have a lien on the Unencumbered Assets, the Court did not rule on the validity, priority or perfection of DSP's purported lien on the Debtors' remaining assets; -- Under Count III, the Bankruptcy Court has not determined that DSP is the noteholder and therefore has not determined that DSP may credit bid in any amount; and -- Under Count IV, while the Bankruptcy Court determined that any lien DSP may have on "general intangibles" does not give DSP a lien on the proceeds of the sale of the Unencumbered Assets, the Bankruptcy Court has not yet ruled that DSP is the holder of any secured claim and on what sale proceeds, if any, DSP may hold a valid lien. The auction was scheduled to be held May 15 and the Bankruptcy Court scheduled a final hearing on the Sale Motions for May 22. District Judge Henry E. Hudson in Richmond, Virginia, is presiding over DSP's appeals. Counsel for the Official Committee of Unsecured Creditors are: Tyler P. Brown, Esq. Jason W. Harbour, Esq. Justin F. Paget, Esq. HUNTON & WILLIAMS LLP Riverfront Plaza, East Tower 951 East Byrd Street Richmond, VA 23219 Tel: (804) 788-8674 Fax: (804) 788-8218 Counsel to DSP are: William A. Gray, Esq. Elizabeth L Gunn, Esq. SANDS ANDERSON PC 1111 East Main Street P.O. Box 1998 Richmond, VA 23218-1998 Telephone: (804) 648-1636 - and - Sharon L. Levine, Esq. S. Jason Teele, Esq. Richard Bernstein, Esq. Wojciech F. Jung, Esq. LOWENSTEIN SANDLER LLP 65 Livingston Avenue Roseland, NJ 07068 About The Free Lance-Star Publishing The Free Lance-Star Publishing Co. of Fredericksburg, Va., is a publishing, newspaper, radio and communications company based in Fredericksburg, Virginia and owned by the family of Josiah P. Rowe III. FLS's single, seven-day a week newspaper, The Free Lance- Star was first published in 1885 when a group of local Fredericksburg merchants and businessmen created the paper to serve the news and advertising needs of the community. FLS also owns radio stations WFLS-AM, FLS-FM, and WVBX. FLS owns the community and news portal http://www.fredericksburg.com/ FLS filed a Chapter 11 bankruptcy petition (Bankr. E.D. Va. Case No. 14-30315) in Richmond, Virginia, on Jan. 23, 2014. William Douglas Properties, L.L.C., a related entity that owns a portion of the land pursuant to which FLS operates certain aspects of its business, also sought bankruptcy protection. Judge Keith L. Phillips was initially assigned to the cases, but the cases were reassigned to Judge Kevin R. Huennekens on the Petition Date. The Debtors have tapped Lynn L. Tavenner, Esq., and Paula S. Beran, Esq., at Tavenner & Beran, PLC, as counsel; and Protiviti, Inc., as financial advisor. Judge A. Robbins, U.S. Trustee for Region 4, appointed three members to the official committee of unsecured creditors. FREEDOM INDUSTRIES: Sells Blending Plant for $575,000 ----------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Freedom Industries Inc., whose leaking chemical tank polluted drinking water in West Virginia, was authorized on May 16 to sell a 79-tank blending plant to Lexycon LLC for $575,000 after no competing bids surfaced. According to the report, in approving the sale to Lexycon, the bankruptcy judge considered the "difficult circumstances" facing Freedom Industries, including problems in obtaining insurance coverage, a lack of public confidence if the company continued operations, and its cleanup responsibilities if the plant wasn't sold. Lexycon will probably employ about 20 of the company's former employees, the report related, citing the judge. About Freedom Industries Freedom Industries Inc., is engaged principally in the business of producing specialty chemicals for the mining, steel and cement industries. The Debtor operates two production facilities located in (a) Nitro, West Virginia; and (b) Charleston, West Virginia. The company, connected to a chemical spill that tainted the water supply in West Virginia, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. W.Va. Case No. 14-bk-20017) on Jan. 17, 2014. The case is assigned to Judge Ronald G. Pearson. The petition was signed by Gary Southern, president. The Debtor is represented by Mark E Freedlander, Esq., at McGuire Woods LLP, in Pittsburgh, Pennsylvania; and Stephen L. Thompson, Esq., at Barth & Thompson, in Charleston, West Virginia. On Dec. 31, 2013, four companies merged under the umbrella of Freedom Industries: Freedom Industries Inc., Etowah River Terminal LLC, Poca Blending LLC and Crete Technologies LLC. As reported in the Troubled Company Reporter on Feb. 20, 2014, Kate White, writing for The Charleston Gazette, reported that the Debtor disclosed $16 million in assets and $6 million in liabilities when it filed for bankruptcy. On Feb. 5, 2014, the U.S. Trustee appointed an official committee of unsecured creditors. The Committee retained Frost Brown Todd LLC as counsel. On March 18, the Bankruptcy Court approved the hiring of Mark Welch at MorrisAnderson in Chicago as Freedom's chief restructuring officer. FURNITURE BRANDS: Lassman Family Blocks Approval of Plan Outline ---------------------------------------------------------------- Matt N. Lassman SEP IRA, Matt N. Lassman Traditional IRA, Matt N. Lassman Roth IRA, Matt N. Lassman, jointly with Megan B. Lassman with rights of survivorship, and Matt N. Lassman, as a partner of the Lassman Family Ltd Partnership, the court-appointed lead plaintiff in the consolidated securities class action styled as Keith Carter, Individually and on Behalf of All Others Similarly Situated v. Furniture Brands International, Inc., pending in the U.S. District Court for the Eastern District of Missouri, filed an objection to approval of the disclosure statement for the Joint Plan of Liquidation of FBI Wind Down, Inc., fka Furniture Brands International, Inc., et al. The Lead Plaintiff claims that the disclosure statement fails to provide sufficient information to enable a reasonable investor to consider and understand certain aspects of the Plan. The Lead Plaintiff objects to the adequacy of the Disclosure Statement on these grounds: (a) the Disclosure Statement fails to provide a description of the Securities Litigation and its potential impact on the estates; (b) the Plan Injunction needs to be clarified because it is broad and ambiguous; (c) the Disclosure Statement fails to provide an explanation for the requested permanent extension of the automatic stay under 11 U.S.C. Section 362(a); (d) the Disclosure Statement fails to describe available insurance as it relates to the Securities Claims asserted or to be asserted in the Chapter 11 Cases and in the Securities Litigation or disclose whether the Plan intends to deny Lead Plaintiff and the Putative Class the right to proceed with their claims against the Debtors to the extent of available insurance, irrespective of any injunctions or distributions under the Plan; and (e) the Disclosure Statement fails to provide the basis for the postconfirmation disposition of books and records (and Lead Plaintiff believes it is inadequate and improper). The Lead Plaintiff and the Putative Class are represented by: Christopher P. Simon, Esq. Cross & Simon, LLC 913 N. Market Street, 11th Floor P.O. Box 1380 Wilmington, DE 19899-1380 Tel: (302) 777-4200 Fax: (302) 777-4224 and Michael S. Etkin, Esq. Ira M. Levee, Esq. Lowenstein Sandler LLP 65 Livingston Avenue Roseland, NJ 07068 Tel: (973) 597-2500 Fax: (973) 597-2400 and Samuel H. Rudman, Esq. David A. Rosenfeld, Esq. Alan I. Ellman, Esq. Robbins Geller Rudman & Dowd LLP 58 South Service Road, Suite 200 Melville, NY 11747 Tel: (631) 367-7100 Fax: (631) 367-1173 Furniture Brands International (NYSE:FBN) -- http://www.furniturebrands.com-- engaged in the designing, manufacturing, sourcing and retailing home furnishings. Furniture Brands markets products through a wide range of channels, including company owned Thomasville retail stores and through interior designers, multi-line/ independent retailers and mass merchant stores. Its brands include Thomasville, Broyhill, Lane, Drexel Heritage, Henredon, Pearson, Hickory Chair, Lane Venture, Maitland-Smith and LaBarge. The balance sheet at June 29, 2013, showed $546.73 million in total assets against $550.13 million in total liabilities. On Sept. 9, 2013, Furniture Brands International, Inc. and 18 affiliated companies sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-12329). Attorneys at Paul Hastings LLP and Young Conaway Stargatt & Taylor, LLP, serve as counsel to the Debtors. Alvarez and Marsal North America, LLC, is the restructuring advisors. Miller Buckfire & Co., LLC is the investment Banker. Epiq Systems Inc. dba Epiq Bankruptcy Solutions is the claims and notice agent. The official creditor's committee is comprised of the Pension Benefit Guaranty Corp., Milberg Factors Inc. and five suppliers. The Committee tapped Blank Rome LLP as co-counsel, Hahn & Hessen LLP as lead counsel, BDO Consulting as financial advisor, and Houlihan Lokey Capital, Inc., as investment banker. In November 2013, Furniture Brands won bankruptcy court approval to sell the business to KPS Capital Partners LP for $280 million. Private-equity investor KPS formed a new company named Heritage Home Group LLC to operate the business. Furniture Brands changed its name to FBI Wind Down, Inc., following the sale. Furniture Brands on April 21, 2014, filed a Chapter 11 plan to get out of bankruptcy in which it proposes to distribute cash proceeds from the liquidation of the assets of the company and its subsidiaries. The liquidating plan calls for the distribution of the cash proceeds to Furniture Brands' creditors, which include proceeds from the sale of its major assets to KPS Capital Partners' new holding company and from the sale of its remaining assets. A hearing to consider the adequacy of the Disclosure Statement will be held before Bankruptcy Judge Christopher S. Sontchi on May 29, 2014, at 2:00 p.m. (prevailing Eastern Time. GARLOCK SEALING: To File Amended Plan of Reorganization Today ------------------------------------------------------------- EnPro Industries Inc. on May 27 disclosed that its subsidiary Garlock Sealing Technologies LLC (GST) intends to file an Amended Plan of Reorganization with the United States Bankruptcy Court for the Western District of North Carolina on Thursday, May 29 after 4:00 p.m. Eastern Time. EnPro will host a conference call on Friday, May 30, at 9:00 a.m. Eastern Time to discuss the plan with investors. Investors may access the call by dialing (800) 851-4704 and the access code 52058732. The call will also be webcast on the company's website, www.enproindustries.com About EnPro Industries EnPro Industries, Inc. -- http://www.enproindustries.com-- is a provider of sealing products, metal polymer and filament wound bearings, components and service for reciprocating compressors, diesel and dual-fuel engines and other engineered products for use in critical applications by industries worldwide. About Garlock Sealing Headquartered in Palmyra, New York, Garlock Sealing Technologies LLC is a unit of EnPro Industries, Inc. (NYSE: NPO). For more than a century, Garlock has been helping customers efficiently seal the toughest process fluids in the most demanding applications. On June 5, 2010, Garlock filed a voluntary Chapter 11 petition (Bankr. W.D.N.C. Case No. 10-31607) in Charlotte, North Carolina, to establish a trust to resolve all current and future asbestos claims against Garlock under Section 524(g) of the U.S. Bankruptcy Code. The Debtor estimated $500 million to $1 billion in assets and up to $500 million in debts as of the Petition Date. Affiliates The Anchor Packing Company and Garrison Litigation Management Group, Ltd., also filed for bankruptcy. Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A., represents the Debtor in their Chapter 11 effort. Garland S. Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel for asbestos matters. The Official Committee of Asbestos Personal Injury Claimants in the Chapter 11 cases is represented by Travis W. Moon, Esq., at Hamilton Moon Stephens Steele & Martin, PLLC, in Charlotte, NC, Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New York, and Trevor W. Swett III, Esq., Leslie M. Kelleher, Esq., and Jeanna Rickards Koski, Esq., in Washington, D.C. 20005. Joseph W. Grier, III, the Court-appointed legal representative for future asbestos claimants, has retained A. Cotten Wright, Esq., at Grier Furr & Crisp, PA, and Richard H. Wyron, Esq., and Jonathan P. Guy, Esq., at Orrick, Herrington & Sutcliffe LLP, as his co- counsel. Judge George Hodges of the United States Bankruptcy Court for the Western District of North Carolina on Jan. 10, 2014, entered an order estimating the liability for present and future mesothelioma claims against EnPro Industries' Garlock Sealing Technologies LLC subsidiary at $125 million, consistent with the positions GST put forth at trial. GENCO SHIPPING: Rights Offering Subscription Deadline Extended -------------------------------------------------------------- Genco Shipping & Trading Limited on May 27 announced the subscription deadline for the rights offering to acquire common stock being conducted pursuant to the terms of its Prepackaged Plan of Reorganization under Chapter 11 of the Bankruptcy Code has been extended to 5:00 p.m. Eastern Time on June 18, 2014. The subscription deadline was previously set to expire at 5:00 p.m. Eastern Time on May 29, 2014. Holders of Genco's 5% Convertible Senior Notes due August 15, 2015 seeking to participate in the rights offering must cause their broker or other securities nominee to take action no later than 5:00 p.m. Eastern Time on June 17, 2014. On April 21, 2014, Genco and certain of its direct and indirect debtor subsidiaries commenced cases under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the Southern District of New York. Contemporaneously with the commencement of their cases, Genco and the other debtors filed a Prepackaged Plan of Reorganization pursuant to Chapter 11 of the Bankruptcy Code. The rights offering is being conducted pursuant to the terms of the plan, and is subject to confirmation of the plan by the bankruptcy court. The offering gives holders of claims under Genco's prepetition 2007 credit facility the right to subscribe for a number of shares equal to the principal amount of the claims beneficially owned multiplied by 0.0040677811524029, at a subscription price of $18.62537 per share of common stock. The offering gives convertible noteholders the right to subscribe for a number of shares equal to the principal amount of the notes beneficially owned multiplied by 0.008590432, at a subscription price of $18.62537 per share of common stock. Only holders of 2007 credit facility claims and convertible notes that are qualified institutional buyers or accredited investors are eligible to participate in the rights offering. While the rights offering expires on June 18, 2014 at 5:00 PM Eastern Time, the procedures for exercising the rights through the facilities of the Depository Trust Company by convertible noteholders require that action be taken by brokers and other securities nominees on behalf of their clients no later than June 17, 2014 at 5:00 p.m. Eastern Time in order to exercise the rights by the expiration time. Holder of the convertible notes who wish to participate in the rights offering should assure that timely instructions are delivered to their broker or other securities nominee, so that the nominee may act by June 17, 2014. Additional information concerning the rights offering and the relevant deadlines may be obtained by contacting the Company's Subscription Agent, GCG, Inc., by telephone at (888) 213-9318 (toll-free) or (614) 763-6125 (international toll) or by e-mail at gencorestructuring@gcginc.com Information about the rights offering, and the Company's bankruptcy reorganization, can also be found on the Company's restructuring website, www.gencorestructuring.com About Genco Shipping & Trading 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 & Trading sought bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 14-11108) on April 21, 2014, to implement a prepackaged financial restructuring that is expected to reduce the Company's total debt by $1.2 billion and enhance its financial flexibility. The company's subsidiaries other than Baltic Trading Limited (and related entities) also sought bankruptcy protection. Genco, owned and controlled by Peter Georgiopoulos, disclosed assets of $2.448 billion and debt of $1.475 billion as of Feb. 28, 2014. Adam C. Rogoff, Esq., and Anupama Yerramalli, Esq., at Kramer Levin Naftalis & Frankel LLP serve as the Debtors' bankruptcy counsel. Blackstone Advisory Partners, L.P., is the financial advisor. GCG Inc. is the claims and notice agent. Wilmington Trust, N.A., in its capacity as successor administrative and collateral agent under a 2007 credit agreement, is represented by Dennis Dunne, Esq., and Samuel Khalil, Esq., at Milbank Tweed Hadley & McCloy LLP. Credit Agricole Corporate & Investment Bank, as agent and security trustee under an August 2010 Loan Agreement; Deutsche Bank Luxembourg S.A., as agent, and Deutsche Bank AG Fillale Deutschlandgeschaft, as security agent and bookrunner under the August 2010 Loan Agreement, are represented by Alan Kornberg, Esq., Sarah Harnett, Esq., and Elizabeth McColm, Esq., at Paul Weiss Rifkind Wharton & Garrison LLP. Paul Weiss also represents the Pre-Petition $100 Million and $253 Million Credit Facilities. The Bank of New York Mellon, the indenture trustee for Genco's 5.00% Convertible Senior Notes due August 15, 2014, and the informal group of 5.00% Convertible Senior Notes due August 15, 2014, are represented by Michael Stamer, Esq., and Sarah Link Schultz, Esq., at Akin Gump Strauss Hauer & Feld LLP. Akin Gump also represents the Informal Convertible Noteholder Group. Kirkland & Ellis LLP's Christopher J. Marcus, Esq., Paul M. Basta, Esq., Eric F. Leon, Esq., represent for Och-Ziff Management LP. Brown Rudnick LLP's William R. Baldiga, Esq., represents an Ad Hoc Consortium of Equity Holders. Orrick, Herrington & Sutcliffe LLP's Douglas S. Mintz, Esq., Washington, DC, represents Deutsche Bank as Pre-Petition Lender, and Credit Agricole, Corporate Investment Bank, as Post-Petition Bankruptcy Lender. Dechert LLP's Allan S. Brilliant, Esq., represents the Entities Managed by Aurelius Capital Management, LP. The U.S. Trustee has appointed an Official Committee of Equity Security Holders. The Equity Committee members are (1) Aurelius Capital Partners, LP; (2) Mohawk Capital LLC; and OZ Domestic Partners, LP. It is represented by Steven M. Bierman, Esq., Benjamin R. Nagin, Esq., Michael G. Burke, Esq., James F. Conlan, Esq., and Larry J. Nyhan, Esq., at Sidley Austin LLP. Genco has filed a motion to disband the Equity Committee, complaining that it is unnecessary and wasteful of the estates' resources. GENCO SHIPPING: Hires Kramer Levin as Counsel --------------------------------------------- Genco Shipping & Trading Limited and its debtor-affiliates seek permission from the Hon. Sean H. Lane of the U.S. Bankruptcy Court for the Southern District of New York to employ Kramer Levin Naftalis & Frankel LLP as counsel, nunc pro tunc to Apr. 21, 2014 petition date. Kramer Levin's services in connection with the Engagement will include, without limitation, assisting, advising and representing the Company with respect to: (a) the administration of these cases and the exercise of oversight with respect to the Company's affairs, including all issues arising from or impacting the Company or the Chapter 11 Cases; (b) the preparation on behalf of the Company of necessary applications, motions, memoranda, orders, reports and other legal pleadings; (c) appearances in Court and at various meetings to represent the interests of the Company; (d) negotiating with the Company's secured lenders, as well as any creditors' committee appointed in the Chapter 11 Cases, other creditors, and third parties, for the benefit of the Company's estates; (e) communications with creditors and others as the Company may consider desirable or necessary; and (f) the performance of all other legal services for the Company in connection with the Chapter 11 Cases, as required under the Bankruptcy Code, the Bankruptcy Rules and the Local Rules, and the performance of such other services as are in the interests of the Company, including, without limitation, any general corporate legal services. Kramer Levin will be paid at these hourly rates: Partners $745-$1,100 Counsel $805-$1,075 Special Counsel $745-$820 Associates $440-$815 Legal Assistants $280-$335 Kramer Levin will also be reimbursed for reasonable out-of-pocket expenses incurred. Prior to the Petition Date, the Company provided Kramer Levin with an evergreen retainer of $500,000 to pay for legal services to be rendered by Kramer Levin in connection with the Company's restructuring efforts, including preparation for the Chapter 11 Cases. After Kramer Levin's reconciliation of the prepetition payments described above and the Retainer, Kramer Levin is currently holding $833,142.08 to be held as a credit against post-petition fees and expenses to be incurred by Kramer Levin in the Chapter 11 Cases, and the Company does not owe Kramer Levin any amount for services performed prior to the Petition Date. The Executive Office for United States Trustees recently adopted new Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11 U.S.C. Sec. 330 by Attorneys in Larger Chapter 11 Cases -- so-called Appendix B Guidelines. By their terms, the Appendix B Guidelines "apply to the USTP's review of applications for compensation filed by attorneys in larger chapter 11 cases," and are intended as an update to the original Guidelines adopted by the EOUST in 1996. The Debtor and Kramer Levin intend to make a reasonable effort to comply with the U.S. Trustee's requests for information and additional disclosures as set forth in the Appendix B Guidelines both in connection with this Application and the interim and final fee applications to be filed by Kramer Levin in the course of its Engagement. Adam C. Rogoff, partner of Kramer Levin, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Kramer Levin can be reached at: Adam C. Rogoff, Esq. KRAMER LEVIN NAFTALIS & FRANKEL LLP 1177 Avenue of the Americas New York, NY 10036 Tel: (212) 715-9100 Fax: (212) 715-8000 About Genco Shipping & Trading 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 & Trading sought bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 14-11108) on April 21, 2014, to implement a prepackaged financial restructuring that is expected to reduce the Company's total debt by $1.2 billion and enhance its financial flexibility. The company's subsidiaries other than Baltic Trading Limited (and related entities) also sought bankruptcy protection. Genco, owned and controlled by Peter Georgiopoulos, disclosed assets of $2.448 billion and debt of $1.475 billion as of Feb. 28, 2014. Adam C. Rogoff, Esq., and Anupama Yerramalli, Esq., at Kramer Levin Naftalis & Frankel LLP serve as the Debtors' bankruptcy counsel. Blackstone Advisory Partners, L.P., is the financial advisor. GCG Inc. is the claims and notice agent. Wilmington Trust, N.A., in its capacity as successor administrative and collateral agent under a 2007 credit agreement, is represented by Dennis Dunne, Esq., and Samuel Khalil, Esq., at Milbank Tweed Hadley & McCloy LLP. Credit Agricole Corporate & Investment Bank, as agent and security trustee under an August 2010 Loan Agreement; Deutsche Bank Luxembourg S.A., as agent, and Deutsche Bank AG Fillale Deutschlandgeschaft, as security agent and bookrunner under the August 2010 Loan Agreement, are represented by Alan Kornberg, Esq., Sarah Harnett, Esq., and Elizabeth McColm, Esq., at Paul Weiss Rifkind Wharton & Garrison LLP. Paul Weiss also represents the Pre-Petition $100 Million and $253 Million Credit Facilities. The Bank of New York Mellon, the indenture trustee for Genco's 5.00% Convertible Senior Notes due August 15, 2014, and the informal group of 5.00% Convertible Senior Notes due August 15, 2014, are represented by Michael Stamer, Esq., and Sarah Link Schultz, Esq., at Akin Gump Strauss Hauer & Feld LLP. Akin Gump also represents the Informal Convertible Noteholder Group. Kirkland & Ellis LLP's Christopher J. Marcus, Esq., Paul M. Basta, Esq., Eric F. Leon, Esq., represent for Och-Ziff Management LP. Brown Rudnick LLP's William R. Baldiga, Esq., represents an Ad Hoc Consortium of Equity Holders. Orrick, Herrington & Sutcliffe LLP's Douglas S. Mintz, Esq., Washington, DC, represents Deutsche Bank as Pre-Petition Lender, and Credit Agricole, Corporate Investment Bank, as Post-Petition Bankruptcy Lender. Dechert LLP's Allan S. Brilliant, Esq., represents the Entities Managed by Aurelius Capital Management, LP. The U.S. Trustee has appointed an Official Committee of Equity Security Holders. The Equity Committee members are (1) Aurelius Capital Partners, LP; (2) Mohawk Capital LLC; and OZ Domestic Partners, LP. It is represented by Steven M. Bierman, Esq., Benjamin R. Nagin, Esq., Michael G. Burke, Esq., James F. Conlan, Esq., and Larry J. Nyhan, Esq., at Sidley Austin LLP. Genco has filed a motion to disband the Equity Committee, complaining that it is unnecessary and wasteful of the estates' resources. GENERAL MOTORS: Customer Loses Appeal of Bankruptcy Judge's Ruling ------------------------------------------------------------------ Linda Sandler, writing for Bloomberg News, reported that a bankruptcy judge's decision that a General Motors Co. customer failed to state a valid claim against the estate of so-called Old GM was upheld by a federal judge in Manhattan. According to the report, such rulings don't get overturned unless the court's findings of fact are clearly wrong, U.S. District Judge Lorna Schofield said in ending the appeal of U.S. Bankruptcy Judge Robert Gerber's decision. An Old GM trust had allowed the customer to pursue a 2009 personal injury lawsuit in Florida during the automaker's bankruptcy, even though most suits were stopped, Judge Schofield said, the report related. The car owner asked judge Gerber to rule on his claim after the Florida court dismissed his suit last year, saying he was a "vexatious litigant," according to a filing on May 20 in U.S. Bankrupty Court in Manhattan, the report further related. About General Motors With its global headquarters in Detroit, Michigan, General Motors -- http://www.gm.com/-- is one of the world's largest automakers, traces its roots back to 1908. General Motors Co. was formed to acquire the operations of General Motors Corp. through a sale under 11 U.S.C. Sec. 363 following Old GM's bankruptcy filing. The U.S. government provided financing. The deal was closed July 10, 2009, and Old GM changed its name to Motors Liquidation Co. Old GM -- General Motors Corporation -- filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on June 1, 2009. The Honorable Robert E. Gerber presides over the Chapter 11 cases. The Debtors tapped Weil, Gotshal & Manges LLP Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel; and Morgan Stanley, Evercore Partners and the Blackstone Group LLP as financial advisor. Garden City Group is the claims and notice agent of the Debtors. The U.S. Trustee appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Unsecured Creditors Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis & Frankel LLP served as bankruptcy counsel to the Creditors Committee. Attorneys at Butzel Long served as counsel on supplier contract matters. FTI Consulting Inc. served as financial advisors to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, represented the Asbestos Committee. Legal Analysis Systems, Inc., served as asbestos valuation analyst. The Bankruptcy Court entered an order confirming the Debtors' Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan was declared effect on March 31. On Dec. 15, 2011, Motors Liquidation was dissolved. On the Dissolution Date, pursuant to the Plan and the Motors Liquidation Company GUC Trust Agreement, dated March 30, 2011, between the parties thereto, the trust administrator and trustee -- GUC Trust Administrator -- of the Motors Liquidation Company GUC Trust, assumed responsibility for the affairs of and certain claims against MLC and its debtor subsidiaries that were not concluded prior to the Dissolution Date. GENERAL MOTORS: Counsel Knew About Defect Before Ch. 11, Suit Says ------------------------------------------------------------------ Law360 reported that plaintiffs bringing consumer claims against General Motors Co. filed a proposed class action alleging it is "inconceivable" that individuals in General Motors Co.'s general counsel's office didn't know about the now-infamous ignition switch defect when the company filed for bankruptcy in 2009. According to the report, the eight plaintiffs allege in an amended complaint that the bankruptcy sale order does not absolve GM from liability for their claims and contend that more than a decade ago, GM decided to save money and "consciously concealed" the defect. About General Motors With its global headquarters in Detroit, Michigan, General Motors -- http://www.gm.com/-- is one of the world's largest automakers, traces its roots back to 1908. General Motors Co. was formed to acquire the operations of General Motors Corp. through a sale under 11 U.S.C. Sec. 363 following Old GM's bankruptcy filing. The U.S. government provided financing. The deal was closed July 10, 2009, and Old GM changed its name to Motors Liquidation Co. Old GM -- General Motors Corporation -- filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on June 1, 2009. The Honorable Robert E. Gerber presides over the Chapter 11 cases. The Debtors tapped Weil, Gotshal & Manges LLP Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel; and Morgan Stanley, Evercore Partners and the Blackstone Group LLP as financial advisor. Garden City Group is the claims and notice agent of the Debtors. The U.S. Trustee appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Unsecured Creditors Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis & Frankel LLP served as bankruptcy counsel to the Creditors Committee. Attorneys at Butzel Long served as counsel on supplier contract matters. FTI Consulting Inc. served as financial advisors to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, represented the Asbestos Committee. Legal Analysis Systems, Inc., served as asbestos valuation analyst. The Bankruptcy Court entered an order confirming the Debtors' Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan was declared effect on March 31. On Dec. 15, 2011, Motors Liquidation was dissolved. On the Dissolution Date, pursuant to the Plan and the Motors Liquidation Company GUC Trust Agreement, dated March 30, 2011, between the parties thereto, the trust administrator and trustee -- GUC Trust Administrator -- of the Motors Liquidation Company GUC Trust, assumed responsibility for the affairs of and certain claims against MLC and its debtor subsidiaries that were not concluded prior to the Dissolution Date. GENERAL MOTORS: Lawyers Push to Corral Automaker's Recall Cases --------------------------------------------------------------- Jeff Bennett, writing for The Wall Street Journal, reported that plaintiffs' lawyers suing General Motors Co. met to map out a strategy for winning federal court approval for consolidating nearly 60 product liability suits under a single judge, a move that would allow them to quickly bring cases to trial. According to the report, the attorneys have cases claiming economic losses for owners of about 2.6 million small cars with a defective ignition switch. They are seeking class action status, arguing GM misled consumers who purchased Chevrolet Cobalt and other older cars about defects, the report related. A key issue is whether a U.S. Bankruptcy Court would allow claims that predate the company's July 2009 bankruptcy to be brought against GM, the report noted. That issue won't be considered until July, leaving the attorneys largely to share information on cases and urge agreement on a court locale, the report further noted. About General Motors With its global headquarters in Detroit, Michigan, General Motors -- http://www.gm.com/-- is one of the world's largest automakers, traces its roots back to 1908. General Motors Co. was formed to acquire the operations of General Motors Corp. through a sale under 11 U.S.C. Sec. 363 following Old GM's bankruptcy filing. The U.S. government provided financing. The deal was closed July 10, 2009, and Old GM changed its name to Motors Liquidation Co. Old GM -- General Motors Corporation -- filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on June 1, 2009. The Honorable Robert E. Gerber presides over the Chapter 11 cases. The Debtors tapped Weil, Gotshal & Manges LLP Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel; and Morgan Stanley, Evercore Partners and the Blackstone Group LLP as financial advisor. Garden City Group is the claims and notice agent of the Debtors. The U.S. Trustee appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Unsecured Creditors Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis & Frankel LLP served as bankruptcy counsel to the Creditors Committee. Attorneys at Butzel Long served as counsel on supplier contract matters. FTI Consulting Inc. served as financial advisors to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, represented the Asbestos Committee. Legal Analysis Systems, Inc., served as asbestos valuation analyst. The Bankruptcy Court entered an order confirming the Debtors' Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan was declared effect on March 31. On Dec. 15, 2011, Motors Liquidation was dissolved. On the Dissolution Date, pursuant to the Plan and the Motors Liquidation Company GUC Trust Agreement, dated March 30, 2011, between the parties thereto, the trust administrator and trustee -- GUC Trust Administrator -- of the Motors Liquidation Company GUC Trust, assumed responsibility for the affairs of and certain claims against MLC and its debtor subsidiaries that were not concluded prior to the Dissolution Date. GINGRICH GROUP: Judge OKs Trustee's Settlement With Newt -------------------------------------------------------- Law360 reported that a Georgia bankruptcy judge approved a settlement between Newt Gingrich and the trustee for the defunct Gingrich Group health care think tank he formed, ending the trustee's clawback claims and the former lawmaker's attempt to recover millions of dollars from the estate. According to the report, Judge Mary Grace Diehl signed off on the deal, under which Newt and his performance company Gingrich Productions, Inc. will pay $320,000 to settle trustee Barbara B. Stalzer's clawback claims. The case is The Gingrich Group, LLC d/b/a Center for Health Transformation, Case No. 1:12-bk-59065 (N.D. Ga.). About Gingrich Group Gingrich Group, a health-care think tank founded by former U.S. Republican presidential candidate Newt Gingrich, filed for Chapter 7 bankruptcy liquidation (Bankr. N.D. Ga. Case No. 12- 59065) in April 2012. A trustee was appointed automatically. Gingrich Group filed formal lists showing property valued at $79,000 and liabilities totaling $900,000. GLOBAL AVIATION: U.S. Trustee, et al., Object to Proposed Bonuses ----------------------------------------------------------------- BankruptcyData reported that the U.S. Trustee assigned to the Global Aviation Holdings case and the Air Line Pilots Association, International, AFL-CIO filed with the U.S. Bankruptcy Court separate objections to the Company's motion for entry of an order approving employee and management incentive plans. As previously reported by The Troubled Company Reporter, Global Aviation is proposing to pay bonuses equal to three weeks' work for about 125 people. The total cost would be about $320,000. For six top executives, Global Aviation is proposing bonuses amounting to three weeks' pay, totaling about $80,000. According to BData, the Trustee asserts, "The U.S. Trustee objects to the Motion to the extent it seeks approval of a management incentive plan for certain officers because the Debtors have not satisfied their burden under 11 U.S.C. sections 503(b)(1)(A) and 503(c) to demonstrate, inter alia, that (i) payments under the incentive plan are not retention payments, (ii) the incentive plan is justified by the facts and circumstances of these cases, and (iii) the incentive plan represents the 'actual, necessary cost of preserving the estate[s].' The Motion should be denied because the proposed management incentive plan is primarily retentive....The record established thus far does not demonstrate that the Management Incentive Plan is justified by the facts and circumstances of this case." About Global Aviation Holdings Global Aviation Holdings Inc. -- http://www.glah.com-- the parent company of North American Airlines and World Airways, sought Chapter 11 bankruptcy protection on Nov. 12, 2013. North American Airlines, founded in 1989, operates passenger charter flights using B767-300ER aircraft. Founded in 1948, World Airways -- http://www.woa.com-- operates cargo and passenger charter flights using B747-400 and MD-11 aircraft. The parent of World Airways Inc. and North American Airlines Inc. implemented a prior Chapter 11 reorganization in February 2013. The new case is In re Global Aviation Holdings Inc., 13-12945, U.S. Bankruptcy Court, District of Delaware (Wilmington). The prior case was In re Global Aviation Holdings Inc., 12-bk-40783, U.S. Bankruptcy Court, Eastern District New York (Brooklyn). Peachtree City, Georgia-based Global blamed the new bankruptcy on decreased flying for the government that reduced revenue for the first nine months of this year to $354 million from $486 million in the same period of 2012. The 2013 petition shows assets and debt both exceeding $500 million. In the first bankruptcy, Global listed $589.8 million in assets and debt of $493.2 million. In the 2013 case, the Debtors are represented by Kourtney Lyda, Esq., at Haynes and Boone, LLP, in Houston, Texas; and Christopher A. Ward, Esq., at Polsinelli PC, in Wilmington, Delaware. The first lien agent is represented by Michael L. Tuchin, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP, in Los Angeles, California. Wells Fargo Bank, National Association, agent to the second lienholders and third lienholders, is represented by Mildred Quinones-Holmes, Esq., at Thompson Hines LLP, in New York. The Deal reported that World Airways Inc. ceased operations on March 27, 2014, after its bankrupt parent was unable to secure necessary funding to keep the charter operator airborne. GMF CANADA: S&P Rates C$400MM Sr. Unsecured Notes 'BB-' ------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'BB-' rating to General Motors Financial of Canada Ltd.'s (GMF Canada) proposed C$400 million senior unsecured notes. The company's parent, General Motors Financial Co. Inc. (GM Financial), is guaranteeing the notes. GMF Canada announced that it will be issuing C$400 million of senior unsecured notes to fund GM Financial's growing Canadian leasing business. GMF Canada has originated about $250 million of leases per quarter, on average, in the fourth quarter of 2013 and first quarter of 2014. GMF Canada is a wholly owned subsidiary of GM Financial, and the proposed issuance amount is relatively small in comparison with GM Financial's total debt of $30.6 billion as of March 31, 2014. "Our rating on General Motors Financial Co. Inc. reflects its concentration in a single product, integration and operational risks related to rapid growth, heavy reliance on the asset-backed securities markets for funding, encumbered balance sheet, and shrinking but material exposure to subprime lending. Other positive rating considerations include GM Financial's strengthening ties to General Motors Co. (GM), its improving product mix and geographic diversification, and its strong market position and dealer relationships in the foreign markets in which it operates. We consider GM Financial a highly strategic subsidiary of GM, which boosts the long-term issuer credit rating to 'BB', one notch above the 'bb-' stand-alone credit profile. We expect GM Financial's balance sheet to remain encumbered by credit facilities and securitization notes payables. As a result of this de facto subordination, our rating on the senior unsecured debt (about $4 billion of U.S. senior notes outstanding as of March 31, 2014) is 'BB-', one notch lower than the issuer credit rating," S&P said. General Motors Financial Co. Inc. Stand-Alone Credit Profile Raised to 'bb-'; 'BB' Rating Affirmed; Outlook Positive, March 21, 2014 RATINGS LIST General Motors Financial Co. Inc. Issuer Credit Rating BB/Positive/-- New Rating General Motors Financial of Canada Ltd. C$400 mil. senior unsecured notes BB- HALSEY MINOR: Horse Farm Sells for $7.5 Million ----------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the trustee for Halsey Minor, the CNET Networks Inc. founder who filed for bankruptcy, is selling a 200-acre horse farm outside Charlottesville, Virginia, for $7.5 million to FR Farm Holdings LLC following a marketing process that began in early 2012. According to the report, citing papers filed in court, proceeds from the sale of Fox Ridge Farms will be used to pay creditors holding claims secured by the horse farm and costs of the sale. The property was originally listed for sale at $12.5 million, the report related. About Halsey McLean Minor Halsey McLean Minor, who sold CNET Networks Inc. to CBS Corp. in 2008 for $1.8 billion, filed a liquidating Chapter 7 bankruptcy petition (Bankr. C.D. Cal. Case No. 13-bk-23787) on May 24, 2013 in Los Angeles. Dawn McCarty and Ari Levy, writing for Bloomberg News, reported that Mr. Minor made sure that he won't be the only one who's uncomfortable. There's no money for his unsecured creditors, he said in his bankruptcy petition, which seeks to hand over all his eligible assets to a court official who will sell them to the highest bidder and wipe Minor's finances clean for whatever he decides to do next. "Choosing Chapter 7 is clearing the slate," Bob Rattet, a bankruptcy lawyer in White Plains, New York, told the news agency. "He isn't required like Middle America to pay his debts, because they're mostly business-related." The Bloomberg report discloses that Mr. Minor is yet to file lists of his assets and liabilities. He also hasn't made the required disclosure about his income and transactions before bankruptcy. The petition claims that assets total less than $50 million while debt is more than $50 million. HAYDEL PROPERTIES: Dismissal Hearing Set For June 19 ---------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Mississippi has reset the hearing on the motion of The Peoples Bank, Biloxi Mississippi, to dismiss the Chapter 11 case of Haydel Properties, LP, to June 19, 2014, at 2:30 p.m. As reported by the Troubled Company Reporter on April 15, 2014, the Court was previously scheduled for May 22, 2014, at 1:30 p.m. Peoples Bank said in its March 18 motion that it has made good faith efforts to provide refinancing of the debt owed to it, but the Debtor has engaged in a pattern of delay, and unreasonable refusal to execute upon the Debtor's obligations owed to the bank pursuant to the Plan of Reorganization which was approved Aug. 23, 2013. The Debtor has urged the Court to reject Peoples Bank's request, saying that the bank is demanding that the Debtor give the bank a better lien position by requiring that all properties secured by the multiple deeds of trust held by Peoples Bank secure the entire obligation of Peoples Bank on the its modified claim. The Debtor contends it is within its rights to refuse to succumb to the demands made by Peoples Bank. About Haydel Properties LP Haydel Properties LP, based in Biloxi, Mississippi, filed for Chapter 11 bankruptcy (Bankr. S.D. Miss. Case No. 12-50048) on Jan. 11, 2012. Judge Katharine M. Samson presides over the case. Christy Pickering serves as accountant. The Debtor disclosed $11.7 million in assets and $6.8 million in liabilities as of the Chapter 11 filing. The Debtor is represented by Robert Gambrell, Esq., at Gambrell & Associates, PLLC, and Patrick A. Sheehan, at Sheehan & Johnson, PLLC. The Debtor won confirmation of its First Amended Plan of Reorganization. The Plan was conceived by management as an alternative to the more drastic measures available for restructuring the Company's debt, such as total liquidation of equipment and properties. The Debtor will continue to operate the rental business and market numerous parcels of real property. HDG MANSUR INVESTMENT: Wants Schedules Deadline Moved to July 7 --------------------------------------------------------------- HDG Mansur Investment Services, Inc., is asking the bankruptcy court to enter an order extending the time to file its schedules of assets and liabilities and statement of financial affairs to July 7, 2014, which is 45 days from the Petition Date or 30 days from the date otherwise due. Given the emergency nature of the case, the Debtor says it has not had adequate time to gather the necessary information to properly prepare and file the required documents. According to the case docket, the Debtors are required to file its schedules of assets and liabilities and statement of financial affairs by June 4, 2014. About HDGM Advisory Services HDGM Advisory Services, LLC, and HDG Mansur Investment Services, Inc. sought Chapter 11 bankruptcy protection (Bankr. S.D. Ind. Case No. 14-04797 and 14-04798) in Indianapolis, Indiana, on May 21, 2014. HDGH Advisory estimated $1 million to $10 million in assets and liabilities. HDG Mansur estimated less than $10 million in assets but $100 million to $500 million in liabilities. According to a court filing, the Debtors don't have any secured creditors. The cases are assigned to Judge James M. Carr. The Debtors have tapped Michael W. Hile, Esq., Christine K. Jacobson, Esq., and Henry Mestetsky, Esq., at Katz & Korin PC, as counsel. According to the docket, the deadline for governmental entities to file claims is on Nov. 17, 2014. An affiliate of the Debtors, Hamilton Proper Partners Golf Partnership, L.P., sought bankruptcy protection (Bankr. S.D. Ind. Case NO. 14-00461) on Jan. 24, 2014. HDG MANSUR INVESTMENT: Mansur Proposes Katz & Korin as Counsel -------------------------------------------------------------- HDG Mansur Investment Services, Inc., filed an application with the Bankruptcy Court seeking permission to employ Katz & Korin, PC, as counsel, nunc pro tunc to the Petition Date. Compensation will be payable to K&K on an hourly basis, plus reimbursement of actual and necessary expenses incurred by the firm and consistent with any order authorizing interim compensation procedures entered by the Court. The primary attorneys and paralegals within the firm who will represent Debtor are: Hourly Rate ----------- Michael W. Hile, Partner $400 Christine K. Jacobson, Partner $400 Henry Mestetsky, Associate $300 Sara Dowden, Paralegal $150 David Young, Legal Assistant $150 It is the firm's policy, in all areas of practice, to charge clients for certain additional expenses incurred in connection with a client's case. Prior to the Petition Date, K&K received from Debtor a prepetition retainer in the amount of $2,836 for services to be rendered in connection with the Chapter 11 cases of Mansur and HDGM Advisory Services, LLC. The Debtor believes that K&K does not hold or represent any interest adverse to Debtor's estate and is a "disinterested person" as the term is defined by Section 101(14) of the Bankruptcy Code. About HDGM Advisory Services HDGM Advisory Services, LLC, and HDG Mansur Investment Services, Inc. sought Chapter 11 bankruptcy protection (Bankr. S.D. Ind. Case No. 14-04797 and 14-04798) in Indianapolis, Indiana, on May 21, 2014. HDGH Advisory estimated $1 million to $10 million in assets and liabilities. HDG Mansur estimated less than $10 million in assets but $100 million to $500 million in liabilities. According to a court filing, the Debtors don't have any secured creditors. The cases are assigned to Judge James M. Carr. The Debtors have tapped Michael W. Hile, Esq., Christine K. Jacobson, Esq., and Henry Mestetsky, Esq., at Katz & Korin PC, as counsel. According to the docket, the deadline for governmental entities to file claims is on Nov. 17, 2014. The Debtors are required to file its schedules of assets and liabilities and statement of financial affairs by June 4, 2014. An affiliate of the Debtors, Hamilton Proper Partners Golf Partnership, L.P., sought bankruptcy protection (Bankr. S.D. Ind. Case No. 14-00461) on Jan. 24, 2014. HDG MANSUR INVESTMENT: Seeks to Stop Equity Co. Suit ---------------------------------------------------- HDGM Advisory Services, LLC, and HDG Mansur Investment Services, Inc. sought bankruptcy protection and quickly filed an adversary proceeding to stop real estate funds GPIF-I Equity Co., Ltd. and GPIF-I Finance Co., Ltd, from prosecuting a lawsuit filed against HDGM and shareholder Harold D. Garrison. On January 24, 2013, a lawsuit was filed in the District Court for the Southern District of New York, entitled GPIF-I Equity Co., Ltd. and GPIF-I Finance Co., Ltd. v. HDG Mansur Investment Services, Inc., HDGM Advisory Services, LLC, and Harold D. Garrison, Case No. 1:13-cv-00547-CM. The Debtors are named defendants in the New York lawsuit and the commencement of the Chapter 11 case has stayed the lawsuit as to the Debtors. The New York lawsuit, however, also named as a defendant, Mr. Garrison, who is a member and/or shareholder and acting management. According to Michael W. Hile, Esq., the Debtor's counsel, the New York Lawsuit poses a direct threat to the Debtors' property because the Debtors have an obligation to defend and indemnify Mr. Garrison in the New York Lawsuit. In addition, he points out that because Mr. Garrison is vital to the Debtors' restructuring efforts, the New York Lawsuit against Mr. Garrison threatens these bankruptcy proceedings to the extent that Mr. Garrison will be forced to devote his time, efforts and energies to the defense of the New York Lawsuit rather than to the successful reorganization of the Debtors' businesses. About HDGM Advisory Services HDGM Advisory Services, LLC, and HDG Mansur Investment Services, Inc. sought Chapter 11 bankruptcy protection (Bankr. S.D. Ind. Case No. 14-04797 and 14-04798) in Indianapolis, Indiana, on May 21, 2014. HDGH Advisory estimated $1 million to $10 million in assets and liabilities. HDG Mansur estimated less than $10 million in assets but $100 million to $500 million in liabilities. According to a court filing, the Debtors don't have any secured creditors. The cases are assigned to Judge James M. Carr. The Debtors have tapped Michael W. Hile, Esq., Christine K. Jacobson, Esq., and Henry Mestetsky, Esq., at Katz & Korin PC, as counsel. According to the docket, the deadline for governmental entities to file claims is on Nov. 17, 2014. The Debtors are required to file its schedules of assets and liabilities and statement of financial affairs by June 4, 2014. An affiliate of the Debtors, Hamilton Proper Partners Golf Partnership, L.P., sought bankruptcy protection (Bankr. S.D. Ind. Case NO. 14-00461) on Jan. 24, 2014. INTERFAITH MEDICAL: Bankruptcy Hearing Postponed to May 30 ---------------------------------------------------------- Paul DeBenedetto, writing for DNA Info, reported that a hearing that could take Interfaith Medical Center out of bankruptcy was pushed back one week until May 30 "to provide time to finish documenting settlements and to provide a last opportunity to settle with a few remaining objectors." According to the report, the decision comes amid reports that the Bed-Sty hospital lost patients and staff throughout the bankruptcy process, though hospital officials, said they remained confident in the hospital's growth despite the setback. 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. IVANHOE RANCH: Court Grants Essel's Request to Lift Stay -------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of California granted the motion filed by Essel Enterprises, LLC to lift the automatic stay with respect to a real property located in El Cajon, California. The bankruptcy court granted the motion but with the modification that if Ivanhoe Ranch Partners LLC pays the assessed fair market value of the property of $2,192,600 to Essel without condition, it may request the court to stay the judicial foreclosure action. Essel will still have an opportunity to argue as to why imposition of a stay should not be granted. Essel Enterprises is represented by: Elizabeth A. French, Esq. GREEN BRYANT & FRENCH, LLP 1230 Columbia St., Ste. 1120 San Diego, CA 92101 Tel: 619-239-7900 Fax: 619-239-7800 About Ivanhoe Ranch Partners LLC Based in El Cajon, California, Ivanhoe Ranch Partners LLC aka Ivanhoe Development Corp. filed for Chapter 11 bankruptcy case (Bankr. S.D. Cal. Case No. 13-09397) on Sept. 23, 2013. Judge Laura S. Taylor presides over the Debtor's bankruptcy case. Kenneth C. Hoyt, Esq., at Hoyt Law Firm, represents the Debtor as counsel. The Debtor estimated assets between $10 million and $50 million and debts between $1 million and $10 million. JACOBY & MEYERS: Bankruptcy Belongs in New York, Creditors Say -------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Jacoby & Meyers Bankruptcy LLP and Macey Bankruptcy Law PC should be liquidated by the bankruptcy court in New York not in Chicago, according to creditors who say there has been a "total lack of disclosure and transparency" since the law firms halted operations and began liquidating out of court. According to the report, the two firms responded to the involuntary filings in April by telling U.S. Bankruptcy Judge Shelley C. Chapman in New York that she should dismiss the case or send it to Chicago, which they claimed was the site of the headquarters. The creditors behind the involuntary petitions replied saying that Jacoby & Meyers said publicly that its principal offices were in New York and that it had more offices in New York than any other state, the report related. The case is In re Jacoby & Meyers Bankruptcy LLP, 14-bk-10641, U.S. Bankruptcy Court, Southern District of New York (Manhattan). The firm, formed by the 2012 merger of Jacoby & Meyers LLC and Macey Bankruptcy Law PC, ceased operations in December, transferred its assets to trusts and assigned a trustee. The firm once had 135 offices in all 50 states, with 310 lawyers and 600 non-attorney staff. JHK INVESTMENTS: June 3 Hearing on Cash Collateral Access --------------------------------------------------------- The Bankruptcy Court in Bridgeport, Connecticut, gave its stamp of approval on a stipulation and order authorizing JHK Investments LLC's continued use of cash collateral. A hearing on the matter was held May 6. JHK said it needs continued access of cash collateral to continue operating the business and preserve the value of its assets. As of the petition date, Bay City Capital Fund V LP and Bay City Ccapital Fund V Co. Investment Fund LP allege a first priority secured claim against all of JHK's assets, including cash and accounts receivable. Bay City has agreed to provide the Debtor continued access to cash on a month-to-month basis. It previously allowed the Debtor to use cash from April 1 to 30. Now, the cash collateral access is extended from May 1 to May 31. In exchange, JHK will provide them with replacement or substitute liens, subject to the carveout for U.S. trustee fees, accrued and unpaid invoices for High Mountain Ranch for its employees solely for work performed on behalf of JHK in an amount not to exceed $2,500 in the aggregate, and allowable reasonable fees of JHK's counsel arising and incurred by counsel after April 1, 2013, not to exceed $50,000. The Court will hold another hearing on the matter for June 3. Last year, JHK retained Torrey Capital as financial advisor to advise the Debtor in connection with the marketing and sale of the assets of Interventional Therapies LLC. JHK owns 80% of IT and holds a $14 million equity preference plus a $3.2 million loan entitled to payment before its 20% partner can participate in any net liquidation proceeds. In January this year, IT entered into an asset purchase agreement to sell its assets to Access Closure Inc. Bay City consented to the sale. In February, the Court authorized the Debtor to vote its majority interest in IT to approve the sale of IT's assets to ACI. Eleuthera Administrative Company LLC, as administrative agent for the Bay City entities, is represented by: ALLEN & OVERY LLP Daniel Guyder, Esq. John Kibler, Esq. 1221 Avenue of the Americas New York, NY 10020 Tel: 212-610-6300 Fax: 212-610-6399 E-mail: Daniel.guyder@allenovery.com John.kibler@allenovery.com - and - SHIPMAN & GOODWIN LLP Kathleen M. LaManna, Esq. One Constitution Plaza Hartford, CT 06103-1919 Tel: 860-251-5000 Fax: 860-251-5099 E-mail: klamanna@goodwin.com About JHK Investments JHK Investments, LLC, filed a Chapter 11 petition (Bankr. D. Conn. Case No. 12-51608) in Bridgeport, Conn., on Aug. 29, 2012, estimating under $100 million in assets and more than $10 million in liabilities. Bankruptcy Judge Alan H. Shiff presides over the case. James Berman, Esq., Lawrence S. Grossman, Esq., Craig I. Lifland, Esq., and Aaron Romney, Esq., at Zeisler & Zeisler, P.C., represent the Debtor. Westport, Connecticut-based JHK is an investment company founded by the former senior management team of United States Surgical Corporation. Founded by Leon C. Hirsch in 1963, USSC became a global medical device manufacturer with sales exceeding $1.2 billion and employing $4,000 Connecticut residents. The Debtor disclosed $38,690,639 in assets and $32,127,278 in liabilities as of the Chapter 11 filing. Following the success of USSC, Mr. Hirsch and two other senior USSC executives created JHK in order to produce and develop new markets and penetrate established markets throughout the world for high-tech medical devices. JHK owns equity in several start-up medical subsidiaries. The start-ups include Interventional Therapies, LLC, Auditory Licensing Company, LLC, Biowave Corporation, Gorham Enterprises, LLC, and American Bicycle Group, LLC. Bay City claims to be owed $31 million for funding provided to the Debtor since January 2011. The principals at JHK -- Mr. Hirsch, Turi Josefsen, and Robert A. Knarr -- guaranteed JHK's obligations, pledged the property in Wilton, Connecticut to secure obligations under the guaranty, and pledged all equity interests of JHK. In March 2012, Eleuthera, in its capacity as administrative agent for Bay City, declared an event of default as a result of the passage of the maturity date and the failure to pay the entire amount outstanding. On Aug. 28, 2012, Bay City and Eleuthera purported to exercise the pledge agreements insofar as they purported to register the Principals' interest in JHK in the name of Eleuthera, as nominee for Bay City, and purported to reserve their right to exercise voting rights in JHK. KISSNER MILLING: Moody's Assigns 'B3' Corporate Family Rating ------------------------------------------------------------- Moody's Investors Service, in mid-May 2014, assigned first-time ratings to Kissner Milling Company Limited, including a B3 Corporate Family Rating ("CFR") and B3 rating to the company's proposed $200 million Senior Secured Notes. Proceeds from the offering will be used to refinance existing debt, fund a distribution to shareholders, place cash on the balance sheet, and pay transaction-related fees and expenses. The rating outlook is stable. "Financial performance over the past year is unsustainable as Kissner's sales volumes were well in excess of capacity," said Ben Nelson, Moody's Assistant Vice President and lead analyst for Kissner Milling Company Limited. "On the back of unsustainable earnings, the sponsor is taking out a dividend after only six months of ownership." The actions: Issuer: Kissner Milling Company Limited Corporate Family Rating, Assigned B3 Probability of Default Rating, Assigned B3-PD $200 million Senior Secured Notes, Assigned B3 (LGD4 56%) Outlook, Stable The assigned ratings are subject to Moody's review of the final terms and conditions of the proposed transaction, expected to close in the second quarter of 2014. Ratings Rationale The B3 CFR is constrained primarily by a leveraged balance sheet, significant weather-driven demand volatility for rock salt, and aggressive financial policies. A single rock salt mine near Detroit accounts for the majority of the company's earnings and the majority of sales are generated in the State of Michigan. Freight costs are significant in the salt business, increasing customer concentration near the salt mine, limiting competition and generating good profitability throughout the industry. The rating benefits from these favorable industry dynamics, strong expected cash flows in moderate-to-strong winter seasons, expected resilience during mild winter seasons, and good liquidity. Moody's expects credit measures will weaken over the next year (four quarters ending March 31, 2015) as sales volumes have been unsustainably high. Operating performance ending has been unusually strong due to favorable winter weather conditions and sales volumes during the 2013-14 winter season that have exceeded current production capacity by several hundred thousand tons. Moody's estimates pro forma interest coverage in the low 3 times (EBITDA/Interest) and financial leverage in the low 4 times (Debt/EBITDA) on a pro forma basis for the proposed transaction for the twelve months ended January 31, 2014. However, using sales volumes that are 90% of its rated capacity, financial leverage in the 5-6 times range and retained cash flow to debt under 10% (RCF/Debt). Moody's also considers the resilience of the business to withstand periods of weak operating performance resulting from mild winter weather conditions. The rating assumes that funds from operations will exceed maintenance capital spending requirements, leverage will remain below 8 times, and the company will maintain adequate liquidity. The transaction is expected to close with about $25 million of cash on the balance sheetand an undrawn $30 million asset-based revolving credit facility. Only the revolver will have a financial maintenance covenant, a springing fixed charge coverage ratio test. Moody's expects the company will generate sufficient EBITDA to avoid triggering this covenant during periods of weak snowfall. The stable outlook assumes that credit measures will remain appropriate for the rating category based on weather conditions and the company will maintain at least adequate liquidity. The outlook also assumes that the company will refrain from funding further dividends by issuing more debt, including debt at a holding company above Kissner Milling Company Limited. Moody's could upgrade the rating with a sustained build-up in liquidity to over $50 million, expectations for leverage to remain below 5 times during a mild winter season, and a commitment to more conservative financial policies. Moody's could downgrade the rating in the event of an operational disruptions, substantive deterioration in liquidity, or expectations for leverage above 8 times. Kissner Milling Company Limited operates a rock salt mine and packaged goods business. Headquartered in Cambridge, Ontario, the company generated about $170 million in revenue for the twelve months ended January 31, 2014. LEHMAN BROTHERS: LBI Trustee Plans $4-Bil. Payout to Creditors -------------------------------------------------------------- James W. Giddens, the court-appointed trustee overseeing the liquidation of Lehman Brothers Holdings Inc.'s brokerage said he plans to return more than $4 billion in cash to former employees and other creditors, according to a report by The Wall Street Journal. Mr. Giddens said he can turn his full attention to creditors now that he's made whole the failed brokerage's customers. "With the return of 100 percent of customers' assets, we are now able to lay out a clear plan for winding down the general estate and distributing assets to general creditors as quickly as possible," the Journal quoted Mr. Giddens as saying. Individual customers of the brokerage received all $92.3 billion they were owed almost immediately after Lehman's bankruptcy. Meanwhile, the brokerage's general creditors are set to recover much less, according to the Journal. Court filings show that more than $4.2 billion in the brokerage's estate is currently allocated to general creditors, including former employees, pension funds, banks and other Lehman affiliates. Mr. Giddens said that the exact timing and amount of an interim distribution to general creditors hasn't yet been determined, the Journal related. Mr. Giddens has distributed about $105 billion to 111,000 former Lehman customers. Total distributions in the liquidation of Lehman's brokerage are expected to exceed $110 billion. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 08-13555) on Sept. 15, 2008. Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases were initially handled by Judge James M. Peck. In March 2014, the case was reassigned to Judge Shelley C. Chapman after Judge James M. Peck resigned to join Morrison & Foerster LLP as co-chairman of the restructuring and insolvency practice. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Lehman made its first payment of $22.5 billion to creditors in April 2012, a second payment of $10.2 billion on Oct. 1, 2012, and a third distribution of $14.2 billion on April 4, 2013. The brokerage is yet to make a first distribution to non-customers, although customers are being paid in full. LEHMAN BROTHERS: Trustee to Set Aside Reserves for Secured Claims ----------------------------------------------------------------- James W. Giddens, the official liquidating Lehman Brothers Holdings Inc.'s brokerage, asked the U.S. Bankruptcy Court for the Southern District of New York authority to set aside reserves for secured, priority, and administrative claims. The proposed reserve would allow the Lehman brokerage to pay in full creditors whose secured and priority claims have been approved by the court, said Mr. Giddens. Mr. Giddens projects the claims reserve will be in the amount of approximately $624 million, which includes approximately $242.7 million for allowed secured and priority claims. Meanwhile, the trustee conservatively estimates the administrative expenses to complete the liquidation to be $850 million although the amount of those fees won't be known until closer to the conclusion of the liquidation. If the bankruptcy court approves the proposed reserve, there would be approximately $2.7 billion left in the brokerage's estate. Mr. Giddens is confident such amount "is more than sufficient to cover any contingencies that may arise," according to a court filing. In the same filing, the Lehman trustee also seeks court approval to make a 100% distribution to holders of secured and priority claims after the reserve is established and the claim of Barclays Capital Inc. is resolved. Barclays filed last year an administrative expense claim against the brokerage in the amount of $103 million. The trustee is currently in talks with the U.K.-based bank to resolve its claim before the court holds a hearing to consider the proposed claims reserve. If Barclays' claim is not resolved consensually, Mr. Giddens anticipates filing a separate motion to set aside reserves for the claim to allow him to proceed with the distributions. Judge Shelley Chapman will hold a hearing on June 19 to consider approval of the claims reserve. Objections are due by June 5. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 08-13555) on Sept. 15, 2008. Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases were initially handled by Judge James M. Peck. In March 2014, the case was reassigned to Judge Shelley C. Chapman after Judge James M. Peck resigned to join Morrison & Foerster LLP as co-chairman of the restructuring and insolvency practice. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Lehman made its first payment of $22.5 billion to creditors in April 2012, a second payment of $10.2 billion on Oct. 1, 2012, and a third distribution of $14.2 billion on April 4, 2013. The brokerage is yet to make a first distribution to non-customers, although customers are being paid in full. LEHMAN BROTHERS: Bid Against Dismissal of Suit Unfair, Banks Claim ------------------------------------------------------------------ The banks being sued by Lehman Brothers Holdings Inc. over the transfer of funds, which allegedly cost its bankruptcy estate more than $3 billion, said the company is seeking an "undue advantage" in the litigation by prohibiting them from seeking a dismissal without first receiving class-action status. Lawyers for 77 banks and other entities said Lehman's bid to block them from seeking the dismissal of the lawsuit was unfair, according to a report by The Wall Street Journal. "The [Lehman] proposed order is unprecedented," lawyers for the banks said in a filing with the U.S. Bankruptcy Court for the Southern District of New York. "Defendants have found no cases in which a court has prohibited defendants from moving to dismiss the complaint until the court first addresses class certification." The lawyers for the banks also said Lehman is stalling so it can use a favorable U.S. District Court ruling in a similar matter to its advantage during settlement discussions. Lehman's affiliates in September 2010 sued the banks to recover funds the company said were wrongly transferred to credit-default swap counterparties after it filed for bankruptcy protection. The swaps contained so-called flip clauses that give investors priority over a counterparty that defaults, The Journal reported. Lehman said those transfers were triggered when the swaps were terminated and the counterparties jumped ahead of Lehman in the payment priority line after its bankruptcy filing, according to the report. Among the defendants named in the suit are Bank of America Corp., Bank of New York Mellon Corp., Citigroup Inc., and U.S. Bancorp. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 08-13555) on Sept. 15, 2008. Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases were initially handled by Judge James M. Peck. In March 2014, the case was reassigned to Judge Shelley C. Chapman after Judge James M. Peck resigned to join Morrison & Foerster LLP as co-chairman of the restructuring and insolvency practice. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Lehman made its first payment of $22.5 billion to creditors in April 2012, a second payment of $10.2 billion on Oct. 1, 2012, and a third distribution of $14.2 billion on April 4, 2013. The brokerage is yet to make a first distribution to non-customers, although customers are being paid in full. LEHMAN BROTHERS: Asks Court to Disallow Giants Stadium Claims ------------------------------------------------------------- Lehman Brothers Holdings Inc. asked Judge Shelley Chapman of the U.S. Bankruptcy Court for the Southern District of New York to disallow Giants Stadium LLC's claims tied to a derivatives swap deal the stadium company entered into with Lehman's special financing unit. In a court filing, Lehman denied it owes any amount to Giants Stadium, saying it is the stadium company which owes about $94 million to its special financing unit under the swap deal. Lehman further said that even if Giants Stadium were owed money, the stadium company cannot enforce the swap agreements since it "materially breached the swap agreements in multiple respects." The swap deal was intended to hedge interest-rate risks on about $650 million in bonds issued by Giants Stadium to build a football stadium in New Jersey. The stadium company terminated the deal after Lehman's bankruptcy filing in 2008. Giants Stadium filed the claims, identified as Claim Nos. 67782, 68103, and 64071, in 2011 to recover approximately $585 million. Judge Chapman will hold a hearing on June 19 to consider the request. Objections are due by June 9. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 08-13555) on Sept. 15, 2008. Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases were initially handled by Judge James M. Peck. In March 2014, the case was reassigned to Judge Shelley C. Chapman after Judge James M. Peck resigned to join Morrison & Foerster LLP as co-chairman of the restructuring and insolvency practice. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Lehman made its first payment of $22.5 billion to creditors in April 2012, a second payment of $10.2 billion on Oct. 1, 2012, and a third distribution of $14.2 billion on April 4, 2013. The brokerage is yet to make a first distribution to non-customers, although customers are being paid in full. LEHMAN BROTHERS: $1.6-Bil. Claims vs. LBI Disallowed in Q1 of 2014 ------------------------------------------------------------------ The trustee of Lehman Brothers Inc. filed with the U.S. Bankruptcy Court in Manhattan a quarterly report on the general creditor claims process for the period ending March 31, 2014. The trustee reported that 1,389 general creditor claims asserting more than $1.6 billion were disallowed during the first quarter of 2014. Of the 1,389 claims, 483 are reclassified claims asserted in the total amount of $6 million. As of March 31, the brokerage has customer assets worth $3.193 billion approved by the bankruptcy court's order dated April 16, 2013. The customer assets consist of cash and cash equivalents and securities, according to the report. The report shows that $70 million in allowed customer claims have not yet paid, and that the brokerage has set aside $796 million to cover disputed customer claims. The report can be accessed for free at http://is.gd/pYr6fn About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 08-13555) on Sept. 15, 2008. Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases were initially handled by Judge James M. Peck. In March 2014, the case was reassigned to Judge Shelley C. Chapman after Judge James M. Peck resigned to join Morrison & Foerster LLP as co-chairman of the restructuring and insolvency practice. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Lehman made its first payment of $22.5 billion to creditors in April 2012, a second payment of $10.2 billion on Oct. 1, 2012, and a third distribution of $14.2 billion on April 4, 2013. The brokerage is yet to make a first distribution to non-customers, although customers are being paid in full. LEHMAN BROTHERS: Picbengro Deal Approved by Bankruptcy Court ------------------------------------------------------------ Lehman Brothers Holdings Inc. received court approval for a deal that would require the company to withdraw its motion to enforce the so-called automatic stay against Picbengro, LLC. The motion was filed last year in U.S. Bankruptcy Court in Manhattan after Picbengro sued Lehman and its commercial paper unit to recover claims tied to the 2004 acquisition of a company, which indirectly owns The Culver Studios located in California. Picbengro, which owns 10% of that company, accused Lehman of breach of fiduciary duty in forming and managing certain companies in The Culver Studios' ownership structure. The district court overseeing the case put it on hold until Lehman's motion is resolved. Under the deal, Picbengro will file an amended complaint in the district court dismissing Lehman from the case immediately after the deal is approved by the bankruptcy court. In return, Lehman agreed to withdraw its motion. A full-text copy of the agreement is available without charge at http://is.gd/EkRYsU About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 08-13555) on Sept. 15, 2008. Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases were initially handled by Judge James M. Peck. In March 2014, the case was reassigned to Judge Shelley C. Chapman after Judge James M. Peck resigned to join Morrison & Foerster LLP as co-chairman of the restructuring and insolvency practice. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Lehman made its first payment of $22.5 billion to creditors in April 2012, a second payment of $10.2 billion on Oct. 1, 2012, and a third distribution of $14.2 billion on April 4, 2013. The brokerage is yet to make a first distribution to non-customers, although customers are being paid in full. LUPATECH SA: Terms of Restructuring Plan in Brazil -------------------------------------------------- Lupatech S.A. is seeking U.S. recognition of its restructuring proceedings in Brazil to implement a joint prepackaged reorganization plan negotiated with creditors. Lupatech owes US$302.5 million on unsecured bonds and US$179.1 million on unsecured debentures that are 92.5 percent-held by BNDES Participacoes S.A. -- BNDESPAR -- a wholly owned subsidiary of the Brazilian Development Bank. The Plan filed in the Federative Republic of Brazil does not directly affect any of the Debtors' stakeholders except the bondholders. The Plan has been accepted by holders of $237.9 million of the total principal amount of unsecured bonds, representing 86.52% in principal amount of the unsecured bonds. The Plan proposes to give bondholders new notes for 15 percent of the existing debt. For the other 85 percent, the noteholders receive shares in Lupatech's capital stock, or American Depositary Shares ("ADS"). The ADSs and shares will be issued at an exchange price equal to R$0.25 per share, and in an aggregate amount equal to 85% of the outstanding aggregate principal and accrued and unpaid interest under the unsecured bonds. Lupatech S.A.'s existing shareholders hold a right of first refusal over the issuance of the shares, and may elect to exercise such right to acquire such shares at face value for cash at the stated exchange price of R$0.25 per Share. Because of significant creditor support, which satisfies relevant approval thresholds under the Brazilian Business Recovery Law, and because to date the Debtors have received no objections to the Plan in the Brazilian Proceeding, the Debtors anticipate that the Brazilian Court will homologate the Plan. The consensual resolution of a significant amount of the Lupatech Group's debt other than the Unsecured Bonds is a condition precedent to the effectiveness of the Plan. Most significantly, BNDESPAR and, potentially, other holders of the Debentures must agree to exchange their Debentures into new real denominated debentures representing 15% of the aggregate outstanding amount of the Debentures and, if they so elect, Shares in an aggregate amount equal to 85% of the outstanding aggregate principal amount and accrued and unpaid interest under the Debentures at the exchange price of R$0.25 per Share. BNDESPAR may not hold more than 33% of Lupatech S.A.'s issued share capital, and the Proposed Plan provides that it therefore may be issued additional new real denominated debentures representing its right to additional equity if the conversion described above would otherwise lead to its holding more than 33% of Lupatech S.A.'s Shares. In addition, (a) no less than R$52 million of the Lupatech Group's secured debt must be restructured by a six-year extension of maturity, (b) no less than R$15 million of the Lupatech Group's unsecured debt owed to parties affiliated with the current shareholders of Lupatech S.A. must be restructured on terms identical to the restructuring of the Debentures, and (c) no less than R$192 million of the Lupatech Group's unsecured or partially secured debt must be exchanged for either (i) debt bearing an interest rate of 3.00% per annum, with payments commencing four years from the effective date of the Plan and principal amortized over a period of eight years commencing with the first payment of such debt, or (ii) Shares at the exchange price of R$0.25 per Share. Road to Bankruptcy According to CEO Ricardo Doebeli, the Lupatech Group's current financial distress is the result of several factors, including an aggressive process of more than 20 acquisitions mostly executed prior to the 2008 global financial crisis, a lack of integration between units with significant synergy potential, the global economic crisis that commenced in 2008, intense international competition, excessive leverage in light of economic conditions, and changes in the investment plans of Petroleo Brasileiro S.A., or Petrobras, Brazil's state-owned oil company and the Lupatech Group's single largest customer. Lupatech's operations focused predominantly on manufacturing operations until 2006. Following its public offering in 2006, which increased its financial resources, the Lupatech Group began to expand its activities through the acquisition of several companies whose operations were geared toward oil services operations. Proceeds from the issuance of the Unsecured Bonds and the Debentures were also used, in large part, to fund such acquisitions, which substantially increased the Lupatech Group's total indebtedness. The global financial crisis that began in 2008 led to lower than expected utilization of all of the Lupatech Group's plants, equipment, and services. This low utilization rate combined with increased leverage from debt issuances contributed to a rapid deterioration of the Lupatech Group's financial position. Since at least early 2012, the Lupatech Group has been experiencing serious liquidity shortfalls and, as a result, it has been unable to make investments necessary to grow its operations and reduce its backlog. At the same time, marked appreciation of the U.S. dollar versus the Brazilian real has significantly increased costs associated with interest expense on the Unsecured Bonds in terms of Lupatech's consolidated Brazilian real results. Lupatech S.A. has been unable to fund any payments on the Debentures since 2012. On April 10, 2013, the Lupatech Group announced publicly that it would be unable to pay interest due on the Unsecured Bonds. In early 2013, the Lupatech Group began to engage in negotiations with its significant creditor constituencies, including a subset of the Bondholders led by BroadSpan Capital and BNDESPAR. During this period, the Lupatech Group engaged Bank of America Merrill Lynch Banco Multiplo S.A. as a financial advisor to assist in negotiations with its significant creditor groups. Those negotiations eventually led to the agreements that form the basis for the commencement of the Brazilian proceeding and the Chapter 15 cases. About Lupatech SA Lupatech Group is a Brazilian provider of highly technical components and related specialized services principally within the oil, gas, and foundry industries in Latin America and throughout the world. Lupatech's operations began in 1980 in Brazil and currently consist of 32 separate business units organized into two main business segments, divided into three countries in Latin America -- Brazil, Colombia and Argentina. Lupatech S.A. and its affiliates filed Chapter 15 bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 14-11559) in Manhattan, New York on May 23, 2014, so the U.S. court can enforce a debt- reduction plan nearing approval in Brazil. Based in Nova Odessa in the State of Sao Paulo, Lupatech owes US$302.5 million on unsecured bonds and US$179.1 million on unsecured debentures that are 92.5 percent-held by Brazilian Development Bank. Lupatech's total indebtedness at the end of the fourth quarter of 2013 was US$851.1 million. As of Dec. 31, 2013, the Lupatech Group reported current assets of US$161.2 million and current liabilities of US$754.4 million. For 2013, Lupatech reported total revenue of US$241.3 million. Lupatech and its affiliates are seeking joint administration of their Chapter 15 cases. The Debtors have filed a motion seeking to enjoin all parties from commencing or taking any action in the United States to obtain possession of, exercise control over, or assert claims against the Debtors or their property. Ricardo Doebeli is the CEO and Lupatech serves as the foreign representative in the U.S. Lupatech's counsel in the Chapter 15 case is Douglas P. Bartner, Esq., at Shearman & Sterling LLP, in New York. The Garden City Group, Inc., is the agent under the proposed plan. MEE APPAREL: U.S. Trustee Claims Otterbourg Has Conflict -------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the U.S. Trustee, the Justice Department's bankruptcy watchdog, asked the U.S. Bankruptcy Court in Trenton, New Jersey, to bar Otterbourg PC from representing the Official Committee of Unsecured Creditors because it represented the lender and wrote the documents when Wells Fargo Bank NA made a $50 million loan to MEE before bankruptcy. According to the report, the U.S. Trustee says the firm also worked for the bank when it transferred the loan to a company controlled by Seth Gerzberg. Gerzberg, the report related, is the current owner, pre-bankruptcy lender, post-bankruptcy lender and intended buyer. About MEE Apparel Founded in 1993 by Marc Ecko, Gerszberg and Marci Tapper, MEE Apparel LLC and MEE Direct LLC are providers of youth apparel and streetwear under the "Ecko Unltd." and "Unltd." brands. Evolving from just six t-shirts and a can of spray paint, MEE has become a full scale global fashion and lifestyle company. In 2013, MEE Apparel generated gross sales of approximately $50 million. MEE Apparel LLC and MEE Direct LLC filed Chapter 11 bankruptcy petitions (Bankr. D.N.J. Case Nos. 14-16484 and 14-16486) on April 2, 2014. The Debtors have a deal to sell the assets to owner and lender Seth Gerszberg's Suchman, LLC, at a bankruptcy court-sanctioned auction. As of the Petition Date, the Debtors had assets of approximately $30 million and liabilities of $62 million, including $25 million of debt outstanding to unsecured creditors. Judge Christine M. Gravelle presides over the Chapter 11 cases. Cole, Schotz, Meisel, Forman & Leonard, P.A., serves as the Debtor's counsel. Prime Clerk LLC is the Debtor's claims and noticing agent. Innovation Capital, LLC, acts as the Debtor's investment banker. The petitions were signed by Jeffrey L. Gregg as chief restructuring officer. MOMENTIVE PERFORMANCE: Gets Approval to Honor Insurance Agreements ------------------------------------------------------------------ U.S. Bankruptcy Judge Robert Drain granted the motion filed by Momentive Performance Materials Inc. to continue to honor its obligations under the insurance premium finance agreements it made with lenders prior to its bankruptcy. The request was made for the purpose of financing the purchase of several forms of insurance coverage, according to the company's lawyer, Matthew Feldman, Esq., at Willkie Farr & Gallagher LLP, in New York. Momentive and its affiliates are financing premiums for 45 insurance policies pursuant to the agreements, under which the lenders agreed to pay $9.5 million in advance to insurance carriers. In exchange, they are required to pay the lenders an aggregate cash down payment of $2.945 million, and to make monthly payments of $658,000. The lenders are Aon Premium Finance LLC, First Insurance Funding Corp., and IPFS Corp. According to Mr. Feldman, the terms of the agreements "represent the best possible terms" for financing the premiums of the insurance policies. Under the insurance finance agreements, Momentive is being charged low annual interest rates typically below 3.24%. Momentive's estates will benefit by maintaining this low-cost financing from the lenders, according to Mr. Feldman. About Momentive Performance Momentive Performance is one of the world's largest producers of silicones and silicone derivatives, and is a global leader in the development and manufacture of products derived from quartz and specialty ceramics. Momentive has a 70-year history, with its origins as the Advanced Materials business of General Electric Company. In 2006, investment funds affiliated with Apollo Global Management, LLC, acquired the company from GE. As of Dec. 31, 2013, the Company had 4,500 employees worldwide, of which 46% of the Company's employees are members of a labor union or are represented by workers' councils that have collective bargaining agreements. Momentive Performance Materials Inc., Momentive Performance Materials Holdings Inc., and their affiliates sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 14-22503) on April 14, 2014, with a deal with noteholders on a balance-sheet restructuring. As of Dec. 31, 2013, the Debtors had $4.114 billion of consolidated outstanding indebtedness, including payments due within the next 12 months and short-term borrowings. The Debtors said that the restructuring will eliminate $3 billion in debt. The Debtors have tapped Willkie Farr & Gallagher LLP as bankruptcy counsel with regard to the filing and prosecution of these chapter 11 cases; Sidley Austin LLP as special litigation counsel; Moelis & Company LLC as financial advisor and investment banker; AlixPartners, LLP as restructuring advisor; PricewaterhouseCoopers as auditor; and Crowe Horwath LLP as benefit plan auditor. Kurtzman Carson Consultants LLC is the notice and claims agent. The U.S. Trustee for Region 2 appointed seven members to serve on the Official Committee of Unsecured Creditors of the Debtors' cases. NEW STREAM: Execs Cop to Conspiracy in Fraud Case ------------------------------------------------- Law360 reported that the top brass at bankrupt hedge fund New Stream Capital LLC pled guilty to conspiring to deceive investors by misrepresenting the finance structure of the now-defunct firm. According to the report, New Stream managing partners and co- owners David A. Bryson and Bart C. Gutekunst as well as former Chief Financial Officer Richard Pereira all copped to one count of conspiracy to commit wire fraud for what prosecutors say was a scheme to rearrange the fund's financial structure in a desperate effort to retain a $300 million investor. The conspiracy charges carry a maximum penalty of five years in prison and a $250,000 fine for each defendant, in addition to any restitution ordered by the judge, the report related. Bryson and Gutekunst are currently released on $5 million bonds, and Pereira is free on a $300,000 bond, according to the Connecticut U.S. attorney's office, the report further related. The case is U.S. v. Bryson et al., case number, 3:13-cr-00041, in the U.S. District Court for the District of Connecticut. About New Stream New Stream is an inter-related group of companies that collectively comprise an investment fund, headquartered in Ridgefield, Connecticut. Founded in 2002, New Stream focuses on providing non-traded private debt to the insurance, real estate and commercial finance sectors. In late 2010, New Stream announced that it had entered into an agreement with its Bermuda investors to liquidate its master fund, and that upon the consent of its US and Cayman investors, it would voluntarily file Chapter 11 bankruptcy petitions. On March 7, 2011, when New Stream was still soliciting votes on the Chapter 11 plan, certain investors filed a petition (Bankr. D. Del. Lead Case No. 11-10690) seeking to force three New Stream funds -- New Stream Secured Capital Fund (U.S.) LLC, New Stream Secured Capital Fund P1 (Cayman), Ltd. and New Stream Secured Capital Fund K1 (Cayman), Ltd. -- to Chapter 11 bankruptcy. The petitioning investors in the New Stream investment enterprise say they are collectively owed over $90 million, representing roughly 28% of the approximately $320 million owed to all U.S. and Cayman investors. The Petitioners are represented by (i) Joseph H. Huston, Jr., Esq., Maria Aprile Sawczuk, Esq., Meghan A. Cashman, Esq., at Stevens & Lee, P.C., in Wilmington, Delaware, and Beth Stern Fleming, Esq., at Stevens & Lee, P.C., in Philadelphia, Pennsylvania, and Nicholas F. Kajon, Esq., David M. Green, Esq., and Constantine Pourakis, Esq., at Stevens & Lee, P.C., in New York, (ii) Edward Toptani, Esq., at Toptani Law Offices, in New York, and (iii) John M Bradham, Esq., and David Hartheimer, Esq., at Mazzeo Song & Bradham LLP, in New York. New Stream Secured Capital, Inc., and three affiliates (New Stream Insurance, LLC, New Stream Capital, LLC, and New Stream Secured Capital, L.P.) filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 11-10753) on March 13, 2011, with a proposed prepackaged Chapter 11 plan. Kurt F. Gwynne, Esq., J. Cory Falgowski, Esq., Michael J. Venditto, Esq., and Scott M Esterbrook, Esq., at Reed Smith LLP, serve as the Debtors' bankruptcy counsel. Kurtzman Carson Consultants LLC is the Debtors' claims and notice agent. NSSC, Inc., estimated its assets and debts at up to $50,000. NSC estimated its assets at $100,000 to $500,000 and debts at $50,000 to $100,000. NSI estimated its assets at $100 million to $500 million and debts at $50 million to $100 million. NSSC, LP, estimated its assets and debts at $500 million to $1 billion. NSI's insurance portfolio is being sold for $184.35 million as part of the Chapter 11 plan. The aggregate indebtedness secured by the investment portfolio of NSSC is $688,412,974. NSI owes $81,573,376 to certain account classes under a Bermuda fund. The Official Committee of Unsecured Creditors proposes to hire Kurtzman Carson Consultants LLC as its communications agent; Houlihan Lokey Howard & Zukin Capital, Inc., as its financial advisor and investment banker; and Zolfo Cooper, LLC, as its forensic accountants and litigation support consultants. New Stream completed a sale of its assets in June 2011, selling its portfolio of life-insurance policies to an affiliate of McKinsey & Co. for $127.5 million. OPTIM ENERGY: Wants Deadline to Remove Suits Moved to Sept. 10 -------------------------------------------------------------- Electricity producer Optim Energy, LLC has filed a motion seeking a four-month extension to remove lawsuits involving the company and its affiliates. In its motion, Optim Energy asked Judge Brendan Linehan Shannon of U.S. Bankruptcy for the District of Delaware to give the company until Sept. 10 to remove the lawsuits. "While the debtors have spent some time reviewing pending litigation matters and evaluating whether those matters should properly be removed, the debtors have not completed their analysis at this time," said Christopher Hayes, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington, Delaware. Judge Shannon will hold a hearing on June 12 to consider approval of the motion. 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: Asks Court to Determine Value of Twin Oaks Plant -------------------------------------------------------------- Optim Energy Twin Oaks, LP is seeking court intervention in its dispute with the Robertson County Appraisal District over the valuation of its electric power generating plant. In its motion, the company asked the U.S. Bankruptcy Court for the District of Delaware to determine the correct appraised value of the plant for the 2013 tax year. According to Optim Energy, the appraised value "is excessive based on the application of generally accepted appraisal methods and techniques." The dispute began in May last year after the Robertson County Appraisal District conducted an appraisal of the plant, which was valued at $160.2 million. Optim Energy challenged the appraised value before the Texas Appraisal Review Board, saying it was excessive and should be lowered. In July, the Appraisal Review Board denied, in part, the company's protest and lowered the property valuation to $128 million. Optim Energy appealed that decision to the Appraisal District in the 82nd Judicial District Court, in Robertson County. 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: Gets Court Approval to Implement Incentive Programs ----------------------------------------------------------------- Optim Energy, LLC received a bankruptcy judge's approval to implement a manager incentive program for its chief executive officer. Judge Brendan Shannon of U.S. Bankruptcy Court for the District of Delaware approved the incentive program despite an objection from the U.S. trustee overseeing the company's bankruptcy case. Roberta DeAngelis, U.S. trustee for Region 3, had argued that Optim Energy failed to show that the incentive program complies with section 503(c), a provision that was added to the Bankruptcy Code in 2005 to limit executive compensation. Optim Energy defended the implementation of the MIP, arguing the proposed awards under the program are "reasonable" in light of the company's finances. The company pointed out the award "constitutes a fraction of a percent" of its 2013 revenue and "likely less than a fraction of a percent" of the expected proceeds from the sale of a power plant owned by Optim Energy Twin Oaks, LP. Under the incentive program, Optim Energy CEO Nick Rahn would receive a performance bonus for managing the sale of the power plant. He could earn a maximum sale bonus of $250,000, according to court filings. KEIP, Bonus Plan Aside from the MIP, Optim Energy also received the green light to implement an incentive plan for senior-level managers and a separate bonus plan for workers and managers employed at its three power plants. The maximum payment that could be earned under the KEIP is $400,000. Meanwhile, the maximum amount that would be payable under the bonus plan is approximately $1.9 million. 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. OVERSEAS SHIPHOLDING: Files First Amended Disclosure Statement -------------------------------------------------------------- Overseas Shipholding Group, Inc., and its affiliates filed last week an amended disclosure statement with respect to its Joint Plan of Reorganization. Pursuant to the Plan, the company will continue to operate as an integrated enterprise under Overseas Shipholding Group, Inc., or its successor by merger, consolidation, or otherwise on or after the Effective Date. The key components of the Plan include: -- All Allowed Administrative Claims, Priority Tax Claims, Other Priority Claims, Secured Vessel DIP Claims, Secured Vessel Claims, Other Secured Claims, Credit Agreement Claims, and Other Unsecured Claims on the Effective Date of the Plan are unimpaired. -- The retention of the CEXIM Vessels and the DSF Vessels and payment in full of the CEXIM Claims and the DSF Claims plus interest at 50% of the default rate under the CEXIM and DSF Loan Agreements. -- The payment of the 8.75% Debentures Claims in full in Cash, including any applicable contractual interest, the Reinstatement of the 8.125% Notes, including payment of any applicable contractual or default interest, and the Reinstatement of the 7.500% Notes, including payment of any applicable contractual interest. -- The Reorganized Debtors' entry into the Exit Financing on the Effective Date, consisting of two-term loan facilities with an aggregate principal amount of $1.2 billion and two revolving loan facilities with $150 million in aggregate availability that, collectively, will provide the Reorganized Debtors with the funding necessary to both satisfy the Plan's cash payment obligations and the expenses associated with closing the Exit Financing facilities, and to finance the Reorganized Debtors' ongoing operations and capital needs following the emergence from Chapter 11. -- Personal Injury Claims, including numerous Asbestos Claims, that have not otherwise been disallowed and expunged, will be Unimpaired and may be asserted against the applicable Reorganized Debtors subject to such Reorganized Debtors' rights and defenses. -- Admiralty Lien Claims that have not otherwise been disallowed and expunged will be unimpaired and may be asserted against the applicable Reorganized Debtors subject to such Reorganized Debtors' rights and defenses. -- A Rights Offering in an amount of $1,505 million to all OSG Equity Interest holders severally supported by ten backstop commitment parties, each of whom has agreed to purchase its proportionate share of the remaining Rights Offering Securities related to any unexercised Subscription Rights and further agreed to simultaneously purchase its proportionate share of a further approximately $442 million of Plan Securities. -- Each Holder of an Allowed Class E1 Claim (other than Claim 1547 or any other Subordinated Class Plaintiff Claim) that does not opt out of the releases will receive, in full satisfaction, settlement, discharge and release of, its Allowed Class E1 Claim, Cash equal to the amount of its Allowed Class E1 Claim from and subject to the Disputed Claims Reserve for Class E1. Claim 1547 shall be Allowed and Claim 1547 shall receive, in full, final and complete satisfaction, settlement, discharge, and release of Claim 1547 and any other Claim the Lead Plaintiffs or any member of the Putative Class has or could assert against the Debtors: (a) $7 million in Cash payable on the Initial Distribution Date; (b) subject to entry of a Final Order resolving the Professional Liability Action, by settlement or otherwise, Cash equal to 15% of the Net Litigation Recovery; (c) $5 million in Cash payable on the tenth business day after the earlier of (I) satisfaction of a judgment entered in respect of a Final Order resolving the Professional Liability Action, but in no event later than 60 days after entry of such order, (II) payment of any settlement agreed in respect of the Professional Liability Action, or (III) entry of a Final Order otherwise resolving the Professional Liability Action; (d) $3 million in Cash payable by Reorganized OSG one year after the Effective Date; (e) proceeds of any Residual Director And Officer Insurance; and (f) any remaining Cash in the Disputed Claims Reserve for Class E1 following satisfaction or resolution of all Class E1 Claims other than Claim 1547. -- Holders of Old OSG Equity Interests will receive, in respect of each Old OSG Equity Interest held by such Holder on the Record Date one Subscription Right, which entitles its holder, if eligible, to purchase 12 Class A New Securities at the price of $3.00 per security. If and to the extent that any Holder of Old OSG Equity Interests on the Record Date for any reason chooses not to exercise its Subscription Rights, such Holder will receive for each Old OSG Equity Interest held by such Holder on the Record Date, one Class B New Security. Holders of record of outstanding Class B New Securities on the Record Date will receive up to 10% of the proceeds, if any, of the Professional Liability Action, net of taxes, expenses, costs, and payments made in respect of any counterclaims or indemnification obligations. After the Effective Date, the Class A and Class B New Securities will generally vote as a single class and share equally in distributions other than the proceeds, if any, of the Professional Liability Action. -- Beginning on the close of business of May 28, 2014, all trading of Old OSG Equity Interests will be halted and any transfers of Old OSG Equity Interests will be disregarded. The Debtors also plan to seek the removal of OSG's trading symbol from the over-the-counter "pink sheet" market. Distribution of Subscription Rights will only be made to Holders of record of Old OSG Equity Interests as of the Record Date, and the Debtors will have no obligation to make any distribution to any person who was not a Holder of record of Old OSG Equity Interests as of the Record Date -- Intercompany Claims are Unimpaired and will be Reinstated or discharged and satisfied at the option of the Debtors or the Reorganized Debtors by contributions, distributions or otherwise. Intercompany Equity Interests are Unimpaired and will be Reinstated. To ensure that at least 75% of the equity interests in Reorganized OSG will be owned by U.S. Citizens in compliance with the Jones Act, at least 77% of the New Shares issued on the Effective Date will be issued to Domestic Holders. The remaining 23% of New Shares issued on the Effective Date will be issued and distributed to Foreign Holders. The bylaws and certificate of incorporation of Reorganized OSG will also restrict foreign ownership and control of Reorganized OSG to not more than 23% and will contain certain other provisions to comply with the Jones Act. Foreign Holders who would otherwise receive additional New Shares will receive New Warrants. The Class A New Warrants may only be exercised by (i) U.S. Citizens, and (ii) non-U.S. Citizens in compliance with the bylaws and certificate of incorporation of Reorganized OSG. The Class A New Warrants shall be exercised when held by a U.S. Citizen. The forms of the Class A New Warrants will not grant voting or control rights or contain negative covenants restricting the operation of Reorganized OSG's business. The Class A New Warrants have been submitted to the United States Coast Guard and the United States Department of Transportation, Maritime Administration for their approval. The Coast Guard approved the New Warrants on February 27, 2014 and MarAd approved the New Warrants on March 12, 2014. The Debtors intend to seek confirmation from the Coast Guard and MarAd that the dual share structure embodied in the First Amended Plan does not impact this approval. The Debtors have reached agreement on the principal terms of the Plan with Holders of Old OSG Equity Interests representing approximately 30% of the Old OSG Equity Interests. Those Holders of Old OSG Equity Interests have executed the Equity Commitment Agreement, agreeing to subscribe to a Rights Offering with an aggregate offering amount of $1,505 million of New Shares and New Warrants. A copy of the Disclosure Statement dated May 21, 2014 is available for free at: http://bankrupt.com/misc/OVERSEASSHIPHOLDING_3239_1ds.pdf About Overseas Shipholding Overseas Shipholding Group, Inc. (OTC: OSGIQ), headquartered in New York, is one of the largest publicly traded tanker companies in the world, engaged primarily in the ocean transportation of crude oil and petroleum products. OSG owns or operates 111 vessels that transport oil and petroleum products throughout the world. Overseas Shipholding Group and 180 affiliates filed voluntary Chapter 11 petitions (Bankr. D. Del. Lead Case No. 12-20000) on Nov. 14, 2012, disclosing $4.15 billion in assets and $2.67 billion in liabilities. Greylock Partners LLC Chief Executive John Ray serves as chief reorganization officer. James L. Bromley, Esq., and Luke A. Barefoot, Esq., at Cleary Gottlieb Steen & Hamilton LLP serve as OSG's Chapter 11 counsel. Derek C. Abbott, Esq., Daniel B. Butz, Esq., and William M. Alleman, Jr., at Morris, Nichols, Arsht & Tunnell LLP, serve as local counsel. Chilmark Partners LLC serves as financial adviser. Kurtzman Carson Consultants LLC is the claims and notice agent. The Export-Import Bank of China, owed $312 million used for the construction of five tankers, is represented by Louis R. Strubeck, Jr., Esq., and Kristian W. Gluck, Esq., at Fulbright & Jaworski LLP in Dallas; David L. Barrack, Esq., and Beret Flom, Esq., at Fulbright & Jaworski in New York; and John Knight, Esq., and Christopher Samis, Esq., at Richards Layton & Finger PA. Chilmark Partners, LLC serves as financial and restructuring advisor. Akin Gump Strauss Hauer & Feld LLP, and Pepper Hamilton LLP, serve as co-counsel to the official committee of unsecured creditors. FTI Consulting, Inc., is the financial advisor and Houlihan Lokey Capital, Inc., is the investment banker. U.S. Bank National Association is the successor administrative agent under the $1.5 billion credit agreement, dated as of February 9, 2006 by and among (a) OSG, OSG Bulk Ships, Inc., and OSG International, Inc., as joint and several borrowers, (b) the Administrative Agent and (c) various lenders party thereto. Counsel to the Administrative Agent are Milbank, Tweed, Hadley & McCloy LLP; Holland & Knight LLP; and Drinker Biddle & Reath LLP. Lazard Freres & Co. LLC serves as advisor to the Administrative Agent. An official committee of Equity Security Holders has been appointed in the case. It is represented by Brown Rudnick LLP's Steven D. Pohl, Esq., James W. Stoll, Esq. and Jesse N. Garfinkle, Esq.; Fox Rothschild LLP's Jeffrey M. Schlerf, Esq., John H. Strock, Esq. and L. John Bird, Esq. PACIFIC STEEL: Court Okays Sheppard Mullin as Committee Counsel --------------------------------------------------------------- The Hon. Roger L. Efremsky of the U.S. Bankruptcy Court for the Northern District of California authorized the Official Committee of Unsecured Creditors of Pacific Steel Casting Company and Berkeley Properties, LLC to retain Sheppard, Mullin, Richter & Hampton LLP as counsel to the committee effective Mar. 25, 2014. The Court overruled the objection filed by the U.S. Trustee that indicated, "Counsel for the Committee Represents a Client with an Adverse Interest and Therefore Should Not Represent the Committee without the Immediate Appointment of Conflicts Counsel." As reported in the Troubled Company Reporter, Sheppard Mullin will: (a) advise regarding bankruptcy law; (b) advise with respect to the Committee's powers and duties in the Debtors' bankruptcy cases; (c) attend Committee meetings; (d) review financial information furnished by the Debtors to the Committee and investigating various potential claims; (e) assist in the investigation of the acts, conduct, assets, liabilities and financial condition of the Debtors; (f) provide aid and assistance in monitoring the progress of the Debtors' and administration of these chapter 11 cases; (g) provide representation in all negotiations and proceedings involving the Debtors, the Committee, and other parties- in-interest; (h) represent the Committee in any proceedings or hearings before this Court and in any action in any other court where the Debtors' rights under the Bankruptcy Code may be litigated or affected; (i) conduct examinations of witnesses, claimants, or adverse parties and preparing and assisting in the preparation of reports, accounts, and pleadings related to these bankruptcy cases; (j) advise the Committee concerning the requirements of the Bankruptcy Code and applicable rules as they may affect the Committee in these bankruptcy cases and any related adversary proceeding; (k) assist the Committee and working with the Debtors with regard to the restructuring or liquidation of the Debtors or auction or sale of the Debtors' assets; (l) advise the Committee and working with the Debtors with regard to the formulation, negotiation, confirmation, and implementation of any chapter 11 plan; (m) advise and assist the Committee with respect to any matters involving the U.S. Trustee and the Debtors; (n) making court appearances on behalf of the Committee; and (o) represent the Committee in all other legal aspects of these chapter 11 cases and taking any other action and performing any other services as the Committee may require of Sheppard Mullin in connection with these chapter 11 cases. Sheppard Mullin will be paid at these hourly rates: Ori Katz, Partner $695 Michael Lauter, Associate $570 For purposes of these cases only, Sheppard Mullin has agreed to discount its hourly rates as follows: Ori Katz discounted to $595, and Michael Lauter discounted to $425. Sheppard Mullin can be reached at: Ori Katz, Esq. SHEPPARD, MULLIN, RICHTER & HAMPTON LLP Four Embarcadero Center, 17th Floor San Francisco, CA 94111-4109 Tel: (415) 434-9100 Fax: (415) 434-3947 E-mail: okatz@sheppardmullin.com About Pacific Steel Casting, Berkeley Properties Pacific Steel Casting Company and Berkeley Properties, LLC, separately filed Chapter 11 bankruptcy petitions (Bankr. N.D. Cal. Case Nos. 14-41045 and 14-41048) on March 10, 2014. Pacific Steel's petition was signed by Charles H. Bridges, Jr., chief financial officer and director. Michael W. Malter, Esq., at Binder & Malter, LLP serves as the Debtors' counsel. Epiq Bankruptcy Solutions, LLC, is the Debtors' claims, noticing and balloting agent. Burr Pilger Mayer, a certified public accounting firm, serves as financial consultants. The Debtors estimated assets and liabilities of at least $10 million. Pacific Steel makes carbon, low-alloy and stainless steel castings for U.S. and international customers, largely for heavy-duty trucks and construction equipment. Tracy Hope Davis, the United States Trustee for Region 17, appointed seven creditors to serve on the Official Committee of Unsecured Creditors. The Committee is represented by Ori Katz, Esq., and Michael M. Lauter, Esq., at Sheppard, Mullin, Richter & Hampton LLP. PACIFIC STEEL: Hires Chang Ruthenberg as Special Counsel -------------------------------------------------------- Pacific Steel Casting Company and Berkeley Properties, LLC ask for authorization from the U.S. Bankruptcy Court for the Northern District of California to employ Chang, Ruthenberg & Long PC as special counsel, nunc pro tunc to Mar. 10, 2014. PSC needs Chang Ruthenberg: (a) to represent the Debtor regarding its single employer defined benefit pension plan in which it participates; (b) to represent the Debtor regarding its multiemployer pension plan in which it participates; and (c) to provide legal services, advice, representation and related services in connection with such other matters as the Debtor may from time to time request related to employee benefit matters and ERISA requirements and compliance. Chang Ruthenberg will be paid at these hourly rates: Jeff Chang $595 Ken Ruthenberg $595 Kevin Long $595 Marcel Weiland $485 Susan Neethling $425 Wendy Tauriainen $380 Debi Raphael $325 Jeri Howell $280 Chang Ruthenberg will also be reimbursed for reasonable out-of- pocket expenses incurred. Pursuant to the Engagement Agreement, the Debtor paid Special Counsel the sum of $4,938.50 for services rendered during the month of February by wire transfer made on Mar. 5, 2014. Also on Mar. 5, 2014, the Debtor delivered the sum of $5,000 by wire transfer as and for a retainer for services to be rendered in during this chapter 11 case. From this retainer of $5,000, the total sum of $476 was utilized for pre-bankruptcy services leaving a retainer balance of $4,524. Kenneth W. Ruthenberg, Jr., shareholder of Chang Ruthenberg, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Chang Ruthenberg can be reached at: Kenneth W. Ruthenberg, Jr., Esq. CHANG, RUTHENBERG & LONG PC 620 Coolidge Drive, Suite 350 Folsom, CA 95630-3184 Tel: (916) 357-5660 Fax: (916) 357-5644 E-mail: kwr@seethebenefits.com About Pacific Steel Casting, Berkeley Properties Pacific Steel Casting Company and Berkeley Properties, LLC, separately filed Chapter 11 bankruptcy petitions (Bankr. N.D. Cal. Case Nos. 14-41045 and 14-41048) on March 10, 2014. Pacific Steel's petition was signed by Charles H. Bridges, Jr., chief financial officer and director. Michael W. Malter, Esq., at Binder & Malter, LLP serves as the Debtors' counsel. Epiq Bankruptcy Solutions, LLC, is the Debtors' claims, noticing and balloting agent. Burr Pilger Mayer, a certified public accounting firm, serves as financial consultants. The Debtors estimated assets and liabilities of at least $10 million. Pacific Steel makes carbon, low-alloy and stainless steel castings for U.S. and international customers, largely for heavy-duty trucks and construction equipment. Tracy Hope Davis, the United States Trustee for Region 17, appointed seven creditors to serve on the Official Committee of Unsecured Creditors. The Committee is represented by Ori Katz, Esq., and Michael M. Lauter, Esq., at Sheppard, Mullin, Richter & Hampton LLP. PERMA-FIX ENVIRONMENTAL: Posts $3.97-Mil. Loss in March 31 Quarter ------------------------------------------------------------------ Perma-Fix Environmental Services, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $3.97 million on $10.54 million of net revenues for the three months ended March 31, 2014, compared with a net loss of $2.91 million on $19.83 million of net revenues for the same period in 2013. The Company's balance sheet at March 31, 2014, showed $88.15 million in total assets, $42.51 million in total liabilities, preferred stock of subsidiary of $1.28 million, and stockholders' equity of $44.36 million. The Company's financial position and operating results raise substantial doubt about the Company's ability to continue as a going concern, as reflected by the accumulated deficit of $59.05 million incurred through March 31, 2014, according to the regulatory filing. A copy of the Form 10-Q is available: http://is.gd/227TkX Based in Atlanta, Perma-Fix Environmental Services, Inc. (NASDAQ: PESI) -- http://www.perma-fix.com/-- has two operating segments: Nuclear Waste Management Services and Consulting Engineering Services. The Nuclear Waste Management Services offer nuclear, low-level radioactive, mixed hazardous and non-hazardous waste treatment; and processing and disposal services through four uniquely licensed and permitted treatment and storage facilities. The Consulting Engineering Services offer broad-scope environmental issues, including environmental management programs, regulatory permitting, compliance and auditing, landfill design, field-testing, and characterization. PICACHO HILLS: Taps Randy Travis as Accountant ---------------------------------------------- Picacho Hills Utility Company, Inc. seeks authorization from the U.S. Bankruptcy Court for the District of New Mexico to employ Randy Travis as accountant. The Debtor requires the services of an accountant to assist with the preparation and filing of income tax returns and reports, monthly operating reports and other accounting services as may be required to assist the Debtor in fulfilling its obligations under the Bankruptcy Code. For such services, Mr. Travis would bill the Debtor at the rate of $200 per hour plus applicable gross receipts tax, which is the rate that Mr. Travis charges other clients for comparable services. Additionally, Mr. Travis will require a professional retainer of $2,000 to be paid after approval by the Court and before commencing work on this engagement. Mr. Travis can be reached at: Randy Travis, CPA 121 Wyatt, Suite 22 Las Cruces, NM 88005 Tel: (575) 647-8260 Fax: (575) 647-8312 E-mail: rtcpa@zianet.com About Picacho Hills Utility Picacho Hills Utility Company, Inc., filed a Chapter 11 petition (Bankr. D. N.M. Case No. 13-10742) on March 7, 2013. The Debtor is represented by William F. Davis & Associates, P.C. The Debtor estimated assets of at least $10 million and debts of at least $1 million. PHUC is a public utility as defined by the New Mexico Public Utility Act, Sec. 62-3-3.G. and provides water and sewer service to approximately one thousand residences in Dona Ana County, New Mexico. PHUC is 100% owned by Stephen C. Blanco, who is its president. This concludes the Troubled Company Reporter's coverage of PHUC until facts and circumstances, if any, emerge that demonstrate financial or operational strain or difficulty at a level sufficient to warrant renewed coverage. PILGRIM'S PRIDE: Moody's Puts 'B1' CFR on Review for Downgrade -------------------------------------------------------------- Moody's Investors Service placed the ratings of Pilgrim's Pride Corporation ("PPC") under review for downgrade following the company's disclosure of an unsolicited bid to acquire Hillshire Brands ("Hillshire", Baa2 ratings under review for downgrade) for approximately $6.4 billion. Pilgrim's ratings placed under review include the B1 Corporate Family Rating ("CFR"), B1-PD Probability of Default Rating, and B3 Senior Unsecured debt rating. At the same time, Moody's Affirmed the company's Speculative Grade Liquidity Rating at SGL-1. The review for downgrade reflects Moody's anticipation of higher leverage that would result from the proposed acquisition and the uncertain outcome of the unsolicited bid -- which may not be accepted by Hillshire or could result in a transaction that is materially different from the one proposed. If a deal is consummated, Moody's believes that higher financial risk would be partially offset by the benefits of higher quality earnings at the combined company. "The proposed acquisition of Hillshire would be qualitatively beneficial to Pilgrim's, in terms of increased scale, sales and channel diversification, higher profitability and better earnings stability," commented Brian Weddington, a Moody's Senior Credit Officer. "But because Pilgrim's will be taking on such a heavy debt load at what we believe is the top of the chicken profit cycle, the financial risk would create more downside risk to the rating in the near term than there would be upside potential." Moody's review will initially focus on closely monitoring developments of PPC's unsolicited bid for Hillshire. If an agreement is reached between the two companies, Moody's will then evaluate terms of any such agreement, and review the details of Pilgrim's financing plan and operating strategy for the combined business. Pilgrim's Pride Corporation: Ratings under review for downgrade: (LGD assessments updated): Corporate Family Rating at B1; Probability of Default Rating at B1-PD; $500 million senior unsecured notes due 2018 at B3 (LGD5 82% from 88%). Ratings Affirmed and not under review: Speculative Grade Liquidity Rating at SGL-1. In a letter dated May 27, 2014 to the CEO of Hillshire Brands, Pilgrim's proposed to acquire the company for $45 per share in cash, valuing Hillshire at 6.4 billion, including approximately $550 million of rollover debt net of cash at Hillshire and a $163 million termination fee payable to Pinnacle Foods Finance, LLC (B1 under review for downgrade), which Hillshire agreed on May 12, 2014 to acquire for $6.6 billion, but did not yet close. Pilgrim's unsolicited proposal is non-binding and is subject to negotiations, assuming that Hillshire agrees to entertain the offer. Ratings Rationale Pilgrim's current B1 CFR reflects Pilgrim's concentration in the highly-competitive U.S. chicken processing industry, historically narrow profit margins, and the volatile and cyclical nature of the industry. The rating is supported by the company's low financial leverage, its position as one of the world's largest chicken processors, and its recently more conservative operating and financial strategies. The rating incorporates the wide range of operating performance that is typical of the cyclical commodity chicken processing industry. At the top of the cycle, Moody's expects leverage to be very modest relative to the rating category. Conversely, at the bottom of the cycle, the rating can often tolerate leverage that is outside normal bounds for a limited period of time. Importantly, periods of high leverage should be balanced against ample access to external sources of liquidity. Headquartered in Greeley, Colorado, Pilgrim's Pride Corporation (NYSE: PPC), is the second largest chicken producer in the world, with operations in the United States, Mexico and Puerto Rico. The company produces, processes, markets and distributes fresh, frozen and value-added chicken products to foodservice customers, distributors and retail operators worldwide. For the twelve months ended March 30, 2014, revenues for the company approximated $8.4 billion. Pilgrim's Pride is controlled by JBS, S.A. through an indirect 75.5% equity ownership stake. The principal methodology used in this rating was the Global Protein and Agriculture Industry published in May 2013. Other methodologies used include Loss Given Default for Speculative- Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. PONCE DE LEON: PRLP Urges Court to Reject Reorganization Plan ------------------------------------------------------------- PRLP Holdings, Inc., successor-in-interest to Banco Popular de Puerto Rico, initially filed a claim against the bankruptcy estate of nearly $14.5 million. The claim was liquidated, undisputed, non-contingent and secured by the Debtor's Metro Plaza Property. The Debtor's plan of reorganization consisted of surrendering Metro Plaza to PRLP. As of March 25, 2014, PRLP's claim had been paid down to just under $6.4 million. PRLP contends its expert values Metro Plaza at $4.3 million, leaving a deficiency of nearly $2.1 million. Accordingly, PRLP asks the court to deny confirmation on these grounds: 1) The Court needs to rely on PRLP's valuation expert who correctly followed uniform standards of for appraisers USPAP and IAEG, and applied conservative assumptions to both, 2) Confirmation is predicated upon acceptance by two unimpaired creditors who are not entitled to vote on the plan, 3) An insider creditor, like (QB), is treated as if acting in the same capacity as a trustee and has a duty to closely scrutinize claims by all creditors -- which QB has nor done, 4) The plan is not feasible, 5) The Debtor "gerrymandered" the creditor classes so as to dilute some votes while strengthening others, 6) The Plan does not allow PRLP's deficiency note to be placed in the unsecured class, 7) The Plan provides an improper discharge to the debtor, 8) The Plan violates the Absolute Priority Rule, and 9) The Plan was not proposed in good faith. The Debtor responded to the objection filed by PRLP to the Amended Plan, claiming that after settlement negotiations between the Debtor and PRLP broke down, PRLP filed its objection to delay reorganization. Specifically, PRLP claimed that the Debtor refused to comply with 11 U.S.C. Sec. 1129, attempted to modify a plan prior to confirmation, and failed to file the required red- line version of the modification to the plan. The Debtor says it has fully complied with Sec. 1129. The Debtor further points out that 100% of the principal and interest of all its claims will be paid in a short period of time, and that PRLP will actually be paid in full first. The Debtor urges the Court to overrule PRLP's objection on the bases that it raises issues that are moot, incorrect, and not even in its own best interest. About Ponce De Leon San Juan, P.R.-based Ponce De Leon 1403, Inc., developed, constructed, and operates the Metro Plaza Tower condominium and commercial property project in Santurce, Puerto Rico. The Metro Plaza Tower project consists of two 15-story towers atop a base structure that serves as a parking garage, common area, and retail space. Each tower houses 87 residential units. The base structure provides approximately 567 parking spaces and has approximately 14,000 square feet of commercial space available for lease. The common areas of the project include a swimming pool, a gym, gardens and a gazebo. Ponce De Leon 1403 Inc. filed for Chapter 11 protection (Bank. D. P.R. Case No. 11-07920) on Sept. 19, 2011. The Debtor estimated both assets and debts of between US$10 million and US$50 million. Carmen Conde Torres, Esq., and Luisa S. Valle Castro, at C. Conde & Assoc., in Old San Juan, Puerto Rico, represent the Debtor as counsel. The Debtor filed a Plan of Reorganization dated April 13, 2012. The Debtor won approval of the explanatory Disclosure Statement on June 25, 2012. It amended the Plan on Jan. 25, 2013. Under the Plan, the Debtor will generate revenue by selling all of the remaining residential units and selling or leasing commercial spaces in the Metro Plaza Towers project, including the public parking spaces. PONCE DE LEON: PRLP Wants Use of Sale Proceeds Restricted --------------------------------------------------------- Ponce De Leon 1403 has filed a Notice of Sale of Tax Credits and Request for Allowance of Payments of Flat Fee Commissions. The Debtor sold some of its tax credits and realized gross proceeds of over $2.2 million. Some of the sales required the use of brokers, which necessitated the payment of commission fees. The Debtor realized an 89% return rate, while it only anticipated 85% in its Amended Plan. The Debtor expects to sell other $2,433,127.00 in credits shortly, and engaged in the sales without Court approval nor notice to the parties because time for making the sales was limited. The Debtor was notified that the credits could be used for the prior year's returns on March 28, 2014, just days before the April 15th filing deadline. Accordingly, the Debtor has requested a nunc pro tunc Order approving the sale and commissions, allowing ongoing sales, and shortening creditors' time to object to future sales. PRLP 2011 Holdings LLC has filed an Opposition to the Debtor's Notice of Sale. PRLP said it is not requesting that the sales be annulled, rather it seeks court-imposed restrictions on the use of the sales revenue and requests that the Debtor must give 7 days' notice of future sales to the 20 largest creditors. The Debtor responded that PRLP has misstated the facts of the case, filed it's latest motion in bad faith, and made the filing as an attempt to tarnish the Debtor's reputation. PRLP 2011 Holdings, LLC is represented by O'Neill & Borges, LLC of San Juan. About Ponce De Leon San Juan, P.R.-based Ponce De Leon 1403, Inc., developed, constructed, and operates the Metro Plaza Tower condominium and commercial property project in Santurce, Puerto Rico. The Metro Plaza Tower project consists of two 15-story towers atop a base structure that serves as a parking garage, common area, and retail space. Each tower houses 87 residential units. The base structure provides approximately 567 parking spaces and has approximately 14,000 square feet of commercial space available for lease. The common areas of the project include a swimming pool, a gym, gardens and a gazebo. Ponce De Leon 1403 Inc. filed for Chapter 11 protection (Bank. D. P.R. Case No. 11-07920) on Sept. 19, 2011. The Debtor estimated both assets and debts of between US$10 million and US$50 million. Carmen Conde Torres, Esq., and Luisa S. Valle Castro, at C. Conde & Assoc., in Old San Juan, Puerto Rico, represent the Debtor as counsel. The Debtor filed a Plan of Reorganization dated April 13, 2012. The Debtor won approval of the explanatory Disclosure Statement on June 25, 2012. It amended the Plan on Jan. 25, 2013. Under the Plan, the Debtor will generate revenue by selling all of the remaining residential units and selling or leasing commercial spaces in the Metro Plaza Towers project, including the public parking spaces. RAM POWER: In Talks with Lenders to Obtain Loan Waivers ------------------------------------------------------- Ram Power, Corp. on May 27 disclosed that the Company's Nicaragua subsidiary, Polaris Energy Nicaragua, S.A., has completed the 30-day stabilization period and the 7-day performance test of the resource field for the San Jacinto-Tizate project. As previously disclosed, the Remediation Drilling Program consisted of the workover of wells SJ 6-1 and SJ 6-2, and a deepening, and forking, of wells SJ 9-3 and SJ 12-3. As a result, the four wells contributed to a total gross increase in of 8 MW. During the Program, a decline was observed in the steam field of approximately 40 t/h, or 5 MW, which was attributable mainly to production well SJ 12-2. Towards the end of 2013, and into early 2014, the degradation of the resource stabilized, and current decline is estimated to be roughly 3-4% per year which is in line with standard trends in geothermal steam field management. In accordance with the amendment to the Project's Credit Facilities, the Company concluded a 30-day stabilization period on May 18th, followed immediately by a 7 day performance test which concluded on May 25th. During the 7-day performance test, the Project produced an average of 57.8 MW (gross) / 52.7 MW (net). As a result of the performance test, the Company is now in technical default of the Phase I and Phase II loan agreements for failure to achieve a minimum MW output with the Program and meet certain debt service coverage ratios and is not eligible for distributions under the loan agreements. The Company is in active discussions with its lending syndicate, led by the International Finance Corporation, to obtain conditional waivers for the Project under the agreements. "While the results of the remediation program did not meet our expectations, we have further stabilized the resource allowing for increased clarity with respect to our Strategic Process," stated Antony Mitchell, Executive Chairman of Ram Power, Corp. "We continue to engage in active dialogue with SKM as to improvements we can make to the steamfield to increase production, and continue to press forward with the Strategic Process with a goal to finish the process sometime later this year." About Ram Power, Corp. Ram Power is a renewable energy company engaged in the business of operating and developing geothermal properties and has interests in geothermal projects in Nicaragua and the United States. RHP HOTEL: Moody's Assigns Ba3 Rating on $400MM Sr. Secured Loan ---------------------------------------------------------------- Moody's Investors Service assigned a Ba3 rating to RHP Hotel Properties', a subsidiary operating partnership of Ryman Hospitality Properties, proposed $400 million senior secured term loan B financing currently being marketed. Moody's also affirmed the lodging REIT's existing Ba3 corporate family rating and B1 senior unsecured rating. The rating outlook remains stable. The following ratings were assigned with a stable outlook: RHP Hotel Properties, LP --senior secured term loan B at Ba3 The following ratings were affirmed with a stable outlook: Ryman Hospitality Properties, Inc. -- corporate family rating at Ba3 RHP Hotel Properties, LP -- senior unsecured debt at B1 Ratings Rationale Moody's ratings reflect Ryman's profitable portfolio of four large, group-oriented hotels with resort-style amenities, as well as its sound credit profile with Net Debt/EBITDA at 4.2x and fixed charge coverage of 4.2x for 1Q14 TTM. Net proceeds from the proposed $400mm secured term loan B will be used to repay the outstanding balance on Ryman's secured revolver and increase cash balances in anticipation of settling its convertible notes which mature in October 2014 ($232mm), as well as the cash repurchases of the warrants. The term loan B is parri passu with the REIT's secured revolver ($700mm capacity) and $300mm existing term loan A. These loans are all backed by the REIT's four large-scale hotel properties, which provide sufficient collateral value in Moody's opinion. Moody's notes that this financing will increase Ryman's leverage, but its pro forma metrics are still considered reasonable for its rating category. Ryman is also enhancing its liquidity by addressing a large upcoming maturity and it will have modest remaining funding needs until its next debt maturities in 2017. Furthermore, Moody's expects the REIT's credit metrics will strengthen into 2015 as it realizes continued growth in operations and cash flows. Moody's expects Ryman will demonstrate continued earnings improvement following a challenging 2013. The REIT suffered substantial integration issues upon transferring its operations to Marriott last year, but Moody's believes that most of these issues have since been resolved and solid operating results posted over the past few quarters are indicative of future performance. Positive operating trends include group bookings, with a favorable mix shift toward more premium corporate business, increasing transient rates, as well as margin improvement from property-level cost management initiatives. Ryman's key credit challenges remain its limited amount of unencumbered assets, as well as its significant asset concentration with only four large hotels. Furthermore, all of its assets are managed by one hotel operator (Marriott), adding to the concentration risk. Finally, Moody's notes the REIT's recent integration challenges which seem to be largely resolved, but potential for reversal of recent trends remains a risk. The stable rating outlook incorporates Moody's expectation that Ryman Hospitality will continue to post improving operating and cash flow trends, with leverage trending down from the increased pro forma levels (pro forma leverage is expected to represent a peak). Moody's also anticipates that the REIT will retain its conservative development posture, with growth focused on future acquisition opportunities. Positive rating movement would depend on asset diversification and improving operating performance over several consecutive quarters, as well as increasing the size of its unencumbered asset pool. Good liquidity would also be necessary prior to an upgrade. Downgrade pressure would occur from leverage increasing above 45% of gross assets or net debt/EBITDA over 5x , as well as fixed charge coverage declining closer to 2.5x, all on a sustained basis. Any liquidity challenges or strategic shifts with respect to development would also be viewed negatively, as would an increasing debt-financed stock repurchase program. Senior unsecured notes are rated one notch below the corporate family rating because most of the assets are pledged to the senior secured credit facility. Moody's last rating action with respect to Ryman Hospitality Properties was on March 26, 2013, when Moody's assigned a Ba3 corporate family rating and B1senior unsecured rating with a stable outlook. The principal methodology used in this rating was Global Rating Methodology for REITs and Other Commercial Property Firms published in July 2010. Ryman Hospitality Properties, Inc. [NYSE: RHP] is a real estate investment trust headquartered in Nashville, Tennessee, and specializing in group-oriented, destination hotel assets in urban and resort markets. The REIT's owned assets include a network of four upscale, meetings-focused resorts totaling 7,797 rooms that are managed by Marriott International, Inc. under the Gaylord Hotels brand. Other owned assets managed by Marriott International, Inc. include Gaylord Springs Golf Links, the Wildhorse Saloon, the General Jackson Showboat and The Inn at Opryland, a 303-room overflow hotel adjacent to Gaylord Opryland. The REIT also owns and operates a number of media and entertainment assets. The REIT's gross assets were $3.5 billion as of March 31, 2014. ROSSCO HOLDINGS: Accuses Beard Kultgen, Kelly Hart Of Malpractice ----------------------------------------------------------------- Law360 reported that Leonard M. Ross and his company Rossco Holdings, Inc., a former client of Waco, Texas-based Beard Kultgen Brophy Bostwick & Dickson LLP and Fort Worth, Texas-based Kelly Hart & Hallman LLP, filed a legal malpractice suit against the firms alleging they negligently represented him in a hotel bankruptcy case. According to the report, Mr. Ross and his company -- which sells, leases and rents residential, commercial and investment properties -- claim the firms breached their duties to them by failing to correctly read and understand the language in the debt documents of two hotels that filed bankruptcy. The suit claims that, as a result of the firms' negligence, the National Guardian Life Insurance Co. -- which owned notes secured by the two hotels -- was able to obtain claims in a California bankruptcy court for the full amount it said it was owed on the notes, leaving Ross liable for nearly $4.8 million and Rossco liable for $3 million, plus interest for both, the report related. The case is Rossco Holdings Inc. et al. v. McConnell et al., case number 4:14-cv-00374, in the U.S. District Court for the Northern District of Texas. College Station, Texas-based Rossco Holdings, Inc., filed for Chapter 11 protection (Bankr. W.D. Tex. Case No. 10-60953) on Aug. 2, 2010. The new California Case No. of Rossco Holdings is LA10-55951BB. David J Richardson, Esq., and Laura L Buchanan, Esq., at The Creditors' Law Group, represent the Debtor. The Debtor disclosed $28,415,681 in assets and $10,567,302 in liabilities as of the Petition Date. Affiliates Monte Nido Estates, LLC; LJR Properties, Ltd.; WM Properties, Ltd.; Colony Lodging, Inc.; and Rossco Plaza, Inc., filed separate Chapter 11 petitions. The Troubled Company Reporter reported that the U.S. Bankruptcy Court for the Central District of California in March 2013 entered a final decree closing the Chapter 11 cases of Rossco Holdings, Inc., et al., after confirming the Debtors' Modified First Amended Joint Plan of Reorganization. ROSKAMP MANAGEMENT: Pa. Judge Can't Nix Deal OK'd In Bankruptcy --------------------------------------------------------------- Law360 reported that a Pennsylvania judge decided that she lacked jurisdiction to void a bankruptcy court-approved settlement agreement that Sovereign Bank NA and HSH Nordbank AG allegedly induced a group of developers to sign concerning a doomed retirement community project, which allegedly cost them $200 million in potential profit. According to the report, siding with the banks in their preliminary objections to the developers' suit, which accuses the banks of breaking their commitments to finance Whiteland Village in suburban Philadelphia, Judge Patricia A. McInerney said she couldn't alter or vacate the deal because it had been approved by a federal bankruptcy court. Judge McInerney disagreed with Roskamp Management Co. LLC and others, who argued that state courts routinely interpret and resolve disputes over settlements approved by federal courts, saying in a memorandum opinion that "the issue herein is not whether this court may interpret an agreement incorporated into [a bankruptcy] order issued by a federal court, but whether it may altogether void such an agreement." The case is Frazer/Exton Development LLC et al. v. Sovereign Bank NA et al., case number 004510, in the Court of Common Pleas of the State of Pennsylvania, County of Philadelphia. RUDERMAN CAPITAL: Ponzi Victims Can Be Paid Before $25M SEC Claim ----------------------------------------------------------------- Law360 reported that a California federal judge greenlighted an agreement between the receiver and bankruptcy trustee of Ruderman Capital Partners LLC, a hedge fund bankrupted as part of a former manager's Ponzi scheme, that makes a $25 million claim by the U.S. Securities and Exchange Commission secondary to investor claims. According to the report, Judge Otis D. Wright II approved the terms set in a stipulation filed in April by bankruptcy trustee Howard M. Ehrenberg and receiver Henley L. Saltzburg reallocating about $773,000 in recovered funds. The case is Securities and Exchange Commission v. Bradley L. Ruderman et al., Case No. 2:09-cv-02974 (C.D. Calif.). SABINE PASS: Moody's Rates $1.5BB Senior Secured Notes 'Ba3' ------------------------------------------------------------ Moody's Investors Service, in mid-May 2014, assigned a Ba3 rating to Sabine Pass Liquefaction's (SPL) new $1.5 billion of senior secured notes due 2024. Concurrent with this rating assigned, Moody's affirmed SPL's Ba3 underlying rating on its $9 billion of senior secured bank loans and bonds and affirmed Sabine Pass LNG's (SPLNG) B1 rating on its $2.1 billion in senior secured notes. The rating outlook for SPL and SPLNG is stable. The net bond proceeds are expected to effectively reduce SPL's bank loan commitments by $1.35 billion with the remainder used to pay for increased interest during construction and transaction costs. Total effective debt after the bond issuance is estimated at around $9.2 billion compared to $8.9 billion in May 2013. Ratings Rationale The Ba3 rating assigned to SPL's new senior secured bonds and affirmation of the existing Ba3 incorporates Moody's view that SPL's main credit drivers remain commensurate with the rating even though some Moody's see some modest credit deterioration. Specifically, SPL's slight delay in construction progress and the decrease in construction contingency does not affect the project's Ba3 rating since Train 1 & 2 construction delays remains manageable at this time and Moody's rating incorporates the likelihood that SPL will utilize a material portion of its construction contingency. As of March 2014, total construction progress for Trains 1 & 2 were at 63.3%, which is slightly behind the 65.1% planned with direct construction at 21% complete compared to 25% planned. Trains 3 & 4's overall progress is 27.1% compared to 24.5% planned with minimal direct construction completed. Total contingency has dropped to $559 million compared to the original $889 million due to higher interest rate assumptions, higher owner's costs, and change orders under the Bechtel construction contracts. The Ba3 rating also incorporates the moderately credit negative impact of the new senior secured bond issuance given the $150 million net debt increase and the structural weakness of SPL's new $325 million letter of credit facility (LC). The modest debt increase will further reduce proforma operating period financial metrics although Moody's still believe that when completed, SPL's financial metrics can be in the 'Baa' rating category. Otherwise, new bonds will also have substantially the same terms as SPL's previous senior secured bonds including materially weak covenants regarding additional indebtedness, restricted payments, and affiliate contracts. For now, bondholders continue to indirectly benefit from the senior secured bank loans that contain materially stronger project finance protections. Bondholders would lose this indirect protection if the bank loans were fully repaid. Separately, Moody's view negatively the next business day repayment requirement on any drawn LC loan under SPL's newly established $325 million LC facility. Though Moody's view a LC draw as unlikely and recognize that the amount of LCs issued will initially begin at very small levels, Moody's observe that for project financing structures, particularly those where the operating phase has not commenced, a drawn amount under a LC facility often converts to a multi-year loan so as to avoid an immediate and unanticipated liquidity call. The main credit factors supporting SPL's underlying Ba3 senior secured rating are its long-term contract with investment grade off-takers, the possibility of 'Baa' financial metrics emerging during operations, and EPC contracts with Bechtel. Sizeable third party equity investment of $2 billion, mostly traditional project finance protections for the senior secured bank loans, and the utilization of existing infrastructure are also considered positive factors. Key credit risks include the considerable construction challenges including a reliance on operating cash flow to fund construction, operating period execution risks such as sourcing gas feedstock, sizeable risk management challenges during operation including material working capital requirements, major debt maturities from 2020 through 2024, and SPL's inexperience in operating liquefaction plants. Other key considerations include management's aggressive financial policies, debt at Creole Trail Pipeline (CTPL) that indirectly increases leverage, and a debt service reserve that will be funded from operating cash flow. The SPLNG's B1 rating reflects long-term contracts with highly rated third parties for approximately 50% of revenues, acceptable operational performance since 2009, and some project finance protections. An affiliate contract with SPL should also provide greater cash flow certainty once SPL achieves operations. The B1 rating also considers SPLNG's high standalone leverage, the large debt maturity in 2016 that coincides with SPL's construction period, and likely continuation of low financial metrics until SPL reaches commercial operations. Over the next several years, Moody's expect SPLNG will achieve an interest coverage ratio of around 1.2 to 1.4 times and FFO/Debt of only 2% to 3%. . SPL and SPLNG's stable rating outlook reflects Moody's view that SPL's construction will be completed generally on time and within the overall budget and that SPL and SPLNG will meet their performance obligations under their respective off-take contracts. SPLNG and SPL's ratings are unlikely to be positively affected in the near term given the multi-year construction period. Over the longer term, positive trends that could lead to an upgrade include SPL's successful construction completion, demonstrated good operational performance at SPL and SPLNG and the two borrowers' ability to address their upcoming debt maturities. SPLNG and SPL ratings could be downgraded if SPL incurs significant construction cost overruns or delays, if SPLNG incurs major operating problems or if Trains 5 & 6 add further significant financial and construction risk. SPLNG and SPL's ratings could also face negative rating action if SPL's feedstock sourcing strategy introduces significant imperfections or cash flow volatility or if any of SPL's governmental authorizations are revoked or limited. Sabine Pass Liquefaction LLC (SPL) expects to build and operate a nameplate 18 million ton per annum (mtpa) liquefied natural gas (LNG) project located in Cameron Parish, Louisiana next to the existing Sabine Pass LNG L.P.'s regasification plant (SPLNG). SPL's output is effectively contracted with BG Group, Gas Natural SA, Korea Gas Corporation, and GAIL under 20 year off-take contracts. SPLNG owns and operates a liquefied natural gas receiving terminal with an aggregate regasification capacity of four Bcf/d and five LNG storage tanks. SPLNG has third party 20- year contracts for half of the capacity. SPL expects to utilize SPLNG's existing infrastructure including storage tanks and marine terminal under an affiliate contract. Cheniere Energy Partners (CQP) owns SPL, SPLNG, and the Creole Trail Pipeline (CTPL). CQP is directly or indirectly owned by private equity funds managed by Blackstone, Cheniere Energy, and public investors. SAN JUAN PROPERTIES: Case Summary & 2 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: San Juan Properties Inc. Po Box 365066 San Juan, PR 00936 Case No.: 14-04219 Chapter 11 Petition Date: May 27, 2014 Court: United States Bankruptcy Court District of Puerto Rico (Old San Juan) Debtor's Counsel: Emily Darice Davila Rivera, Esq. LAW OFFICE EMILY D DAVILA RIVERA 420 Ponce Leon Midtown Suite 311 San Juan, PR 00918 Tel: 787 753-2368 Fax: 787 759-9620 Email: davilalawe@prtc.net Total Assets: $2.25 million Total Debts: $2.89 million The petition was signed by Rolando Avila, president. A list of the Debtor's two largest unsecured creditors is available for free at http://bankrupt.com/misc/prb14-04219.pdf SCH-TRIDENT: Hiring Lindauer Firm as Bankruptcy Counsel ------------------------------------------------------- SCH-Trident, Ltd. seeks authority from the U.S. Bankruptcy Court to employ Joyce W. Lindauer, Esq., Gordon Green, Esq., and Aaron Michelsohn, Esq., at Joyce Lindauer, Attorney at Law, as bankruptcy counsel. Messrs. Green and Michelsohn are associate attorneys working for Ms. Lindauer. The Debtor also seeks to hire Arthur I. Ungerman as bankruptcy counsel. Joyce Lindauer has been paid a retainer of $15,000.00 which includes $1,213.00 for the filing fee in connection with this proceeding. The compensation to be paid to Ms. Lindauer shall be $335.00 per hour, Mr. Green shall be $165.00 per hour, and Mr. Michelsohn shall be $150.00 per hour. Ms. Lindauer's paralegals and legal assistants are billed at $75.00 to $95.00 per hour. The compensation to be paid to Mr. Ungerman shall be $275.00 per hour. Mr. Ungerman's paralegals and legal assistants are billed at $50.00 per hour. Joyce W. Lindauer attests that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The attorneys can be reached at: Joyce W. Lindauer, Esq. Aaron Michelsohn, Esq. 8140 Walnut Hill Lane, Suite 301 Dallas, Texas 75231 Tel: (972) 503-4033 Fax: (972) 503-4034 E-mail: joyce@joycelindauer.com - and - Arthur I. Ungerman, Esq. 8140 Walnut Hill Lane, Suite 301 Dallas, Texas 75231 Tel: (972) 239-9055 Fax: (972) 239-9886 E-mail: arthur@arthurungerman.com About SCH-Trident SCH-Trident, Ltd., operator of a shopping center located on Harry Hines Blvd. in Dallas, Texas, filed a Chapter 11 bankruptcy petition (Bankr. N.D. Tex. Case No. 14-32277) in Dallas on May 6, 2014. The petition was signed by Rajinder Singh as manager of SCH-Trident, G.P. The Debtor estimated $10 million to $50 million in assets and liabilities. Joyce W. Lindauer, Esq., at Joyce W. Lindauer, attorney at law, in Dallas, serves as the Debtor's counsel. Judge Harlin DeWayne Hale presides over the case. SCH-TRIDENT: Can Use Cash Collateral Thru May 30 ------------------------------------------------ U.S. Bankruptcy Judge Harlin DeWayne Hale previously issued an interim order authorizing SCH-Trident, Ltd., to use the cash collateral of prepetition secured creditors Plains Capital Bank, His Highness Corporation, AZA Investments, LLC and 7636 Harwin LLC through May 30, 2014. The Secured Lenders are granted postpetition liens in all property and assets of the Debtor. As adequate protection for the diminution in value of the interests of the Secured Lenders, the Secured Lenders are also granted replacement liens and security interests. The Debtor will escrow with Plains Capital Bank commencing before May 31, 2014, and each month thereafter the amount of $30,000 to be applied towards ad valorem real property taxes. During the pendency of this order, the Debtor will maintain insurance on the Secured Lenders' collateral naming Plains Capital and 7636 Harwin LLC as loss payees. Plains Capital, et al., assert liens on the Debtor's personal property including rental income from the Debtor's shopping center located on Harry Hines Blvd. in Dallas, Texas. The Debtor will adequately protect their interests by providing the secured lenders with postpetition liens, a priority claim in the Chapter 11 bankruptcy case, and cash flow payments. The cash collateral will be used to continue the Debtor's ongoing operations. The proposed budget permits the payment of ongoing operating expenses of the Debtor in order to allow the Debtor to maintain its operations in Chapter 11. SCH-Trident, Ltd., an operator of a shopping center located on Harry Hines Blvd. in Dallas, Texas, filed a Chapter 11 bankruptcy petition (Bankr. N.D. Tex. Case No. 14-32277) in Dallas on May 6, 2014. The petition was signed by Rajinder Singh as manager of SCH-Trident, G.P. The Debtor estimated $10 million to $50 million in assets and liabilities. Joyce W. Lindauer, Esq., at Joyce W. Lindauer, attorney at law, in Dallas, serves as the Debtor's counsel. Judge Harlin DeWayne Hale presides over the case. SCH-TRIDENT: Schedules and Statements Due Today ----------------------------------------------- SCH-Trident, Ltd., previously obtained Bankruptcy Court authorization to extend the deadline to file the list of 20 largest unsecured creditors to May 29, 2014. Also, the deadline to file the schedule of assets and liabilities and statement of financial affairs is extended to the same date. SCH-Trident, Ltd., an operator of a shopping center located on Harry Hines Blvd. in Dallas, Texas, filed a Chapter 11 bankruptcy petition (Bankr. N.D. Tex. Case No. 14-32277) in Dallas on May 6, 2014. The petition was signed by Rajinder Singh as manager of SCH-Trident, G.P. The Debtor estimated $10 million to $50 million in assets and liabilities. Joyce W. Lindauer, Esq., at Joyce W. Lindauer, attorney at law, in Dallas, serves as the Debtor's counsel. Judge Harlin DeWayne Hale presides over the case. SEGA BIOFUELS: Plan Disclosures Approved by Judge ------------------------------------------------- U.S. Bankruptcy Judge John S. Dalis of the U.S. Bankruptcy Court for the Southern District of Georgia, Wacross Division, has approved the amended disclosure statement filed by SEGA Biofuels, LLC. The confirmation hearing is now scheduled on June 26, 2014, at 10:30 a.m. The last day for filing written acceptances or rejections of the Plan is set on June 19, 2014. As reported in the Troubled Company Reporter on May 26, 2014, the Amended Plan proposes to pay creditors in full. The Debtor estimates that claims will total $19,331,457, with secured claims totaling $11,897,747 and general unsecured claims totaling $1,804,710. The Amended Plan also contains agreements with certain parties-in-interest, including Logistec USA, Inc., which provides storage and handling services to the Debtor; Ogle Engineering; James Huntley; and United Forest Products. The Debtor said it will be unable to make payments due under its agreement with Logistec but that it is negotiating another agreement with the service provider, which agreement is anticipated to be in place by the time the of Plan confirmation. The Debtor added that it will extend the proceedings related to its objection to the claim of Ogle Engineering and James Huntley to allow for the parties to determine which amounts in the claims filed may be substantiated to the satisfaction of the Debtor. It is possible that some or all of the claims of these creditors will be allowed and will become part of the group of general unsecured claims. United Forest filed a claim in an unspecified amount. The Debtor agreed that United Forest may file an amended proof of claim in the amount of $73,722, and that the Debtor will not object to that amended claim becoming part of the Class of General Unsecured Claims. The Debtor has obtained Court authority to enter into a premium finance agreement with Premium Assignment Corporation, which agreement provides for the financing of the insurance premiums to be paid for the Debtor's insurance policies. The policies will bear a total premium of $156,000. PAC is granted a first and only priority security interest in (i) all unearned premiums and dividends which may become payable under the financed insurance policies for whatever reason; and (ii) loss payments which reduce the unearned premiums, subject to any mortgage or loss payee interests. The Bankruptcy Court, separately, issued an order granting the motion of Deere Credit, Inc., to reinstate the consent order requiring the Debtor to cure default and to assume or reject lease between the Debtor and Deere. A notice from the Court stated that the last day to oppose the Amended Disclosure Statement was May 16, and that if no timely objections are filed on or before May 16, the matter will be removed from the Court's calendar and the Amended Disclosure Statement will be approved. A hearing on the Disclosure Statement was scheduled for May 22. A full-text copy of the May 2 Amended Disclosure Statement is available at http://bankrupt.com/misc/SEGAds0502.pdf About Sega Biofuels Sega Biofuels LLC, the owner of a wood-pellet plant in Nahunta, Georgia, filed a petition for Chapter 11 protection (Bankr. S.D. Ga. 13-50694) on Sept. 11 in Waycross, Georgia. The Company listed assets worth $10.6 million and debt totaling $13.7 million. C. James McCallar, Jr., Esq., at McCallar Law Firm, in Savannah, Georgia. The U.S. Trustee has not appointed an official committee in the Debtor's bankruptcy case. SHILO INN: Taps Greene & Markley as Special Litigation Counsel -------------------------------------------------------------- Shilo Inn, Twin Falls, LLC and its debtor-affiliates ask for permission from the U.S. Bankruptcy Court for the Central District of California to employ Greene & Markley, P.C. as special litigation counsel. The Debtors seek to employ Greene & Markley for the specified special purpose of evaluating Debtors' rights and potential causes of action, and, if appropriate, filing a lawsuit regarding same, against California Bank and Trust, a California Bank for its prepetition acts against the Debtors. Greene & Markley anticipates that Charles R. Markley and Sherri D. Martinelli, whose hourly billing rates are $425 and $250, respectively, will be the attorneys primary responsible for the Debtors' case. Greene & Markley will also be reimbursed for reasonable out-of- pocket expenses incurred. Greene & Markley is a creditor with a $356.50 general unsecured claim in the Shilo Moses Lake case and a $724 general unsecured claim in the Shilo Rose Garden case. However, to the extent that the Court finds that an impermissible conflict exists, Greene & Markley agrees to waive the prepetition claims in the amount of $356.50 and $724. Charles R. Markley, founding and managing partner of Greene & Markley, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Greene & Markley can be reached at: Charles R. Markley, Esq. GREENE & MARKLEY, P.C. Tel: (503) 295-2668 1515 S.W. 5th Ave., Suite 600 Portland, OR 97201 E-mail: charles.markley@greenemarkley.com About Shilo Inn, Twin Falls Shilo Inn, Twin Falls, LLC, and six affiliates filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 13-21601) on May 1, 2013. Judge Richard M. Neiter presides over the case. Shilo Inn, Twin Falls, estimated assets of at least $10 million and debts of at least $1 million. Shilo Inn, Twin Falls; Shilo Inn, Nampa Blvd, LLC; Shilo Inn, Newberg, LLC; Shilo Inn, Seaside East, LLC, Shilo Inn, Moses Lake, Inc.; and Shilo Inn, Rose Garden, LLC each operates and owns a hotel. California Bank and Trust is the primary, senior secured lender for each of the Debtors. The Debtors sought Chapter 11 protection after CBT on May 1, 2013, filed for receiverships in district court. David B. Golubchick, Esq., Kurt Ramlo, Esq., and J.P. Fritz, Esq., at Levene, Neale, Bender, Yoo & Brill LLP, in Los Angeles, represent the Debtors in their restructuring effort. The Debtors' Joint Plan of Reorganization dated Aug. 29, 2013, provides for payment of all claims in full, unless otherwise agreed with the claimholder, with unsecured claims to be paid over a three-month period from the Plan Effective Date. SHILO INN: California Bank Objects to Greene & Markley Hiring ------------------------------------------------------------- California Bank & Trust ("CB&T") has filed objections to the request of Shilo Inn, Twin Falls, LLC and its debtor-affiliates to employ Greene & Markley, P.C. as special litigation counsel. CB&T states that the application should be denied because the Debtors fail to satisfy the legal requirement of 11 U.S.C. Section 327(e) because: (i) the Application fails to adequately demonstrate the need or special purpose of employing Greene & Markley; (ii) the Debtors have not shown that an adverse interest does not exist prohibiting Greene & Markley's employment; and (iii) Greene & Markley's employment is not in the estates' best interest. California Bank & Trust is represented by: BRYAN CAVE LLP H. Mark Mersel, Esq. Kerry Moynihan, Esq. 3161 Michelson Drive, Suite 1500 Irvine, CA 92612-4414 Tel: (949) 223-7000 Fax: (949) 223-7100 E-Mail: mark.mersel@bryancave.com kerry.moynihan@bryancave.com About Shilo Inn, Twin Falls Shilo Inn, Twin Falls, LLC, and six affiliates filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 13-21601) on May 1, 2013. Judge Richard M. Neiter presides over the case. Shilo Inn, Twin Falls, estimated assets of at least $10 million and debts of at least $1 million. Shilo Inn, Twin Falls; Shilo Inn, Nampa Blvd, LLC; Shilo Inn, Newberg, LLC; Shilo Inn, Seaside East, LLC, Shilo Inn, Moses Lake, Inc.; and Shilo Inn, Rose Garden, LLC each operates and owns a hotel. California Bank and Trust is the primary, senior secured lender for each of the Debtors. The Debtors sought Chapter 11 protection after CBT on May 1, 2013, filed for receiverships in district court. David B. Golubchick, Esq., Kurt Ramlo, Esq., and J.P. Fritz, Esq., at Levene, Neale, Bender, Yoo & Brill LLP, in Los Angeles, represent the Debtors in their restructuring effort. The Debtors' Joint Plan of Reorganization dated Aug. 29, 2013, provides for payment of all claims in full, unless otherwise agreed with the claimholder, with unsecured claims to be paid over a three-month period from the Plan Effective Date. SKYLINE MANOR: Hearing on Appointment of Ch 11 Trustee Today ------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Nebraska has set for May 29, 2014, at 9:00 a.m. the hearing on Oxford Finance, LLC's motion for authorization to appoint a Chapter 11 trustee for Skyline Manor, Inc. As reported by the Troubled Company Reporter on May 21, 2014, Oxford asks the U.S. Bankruptcy Court for the District of Nebraska to appoint a Chapter 11 trustee for the Debtor to ensure honest, competent and proper management of the bankrupt operator of retirement community and living facility in Omaha. Oxford tells the Court that throughout the life of its loan with the Debtor, the Debtor's board of directors has been unresponsive to the lender. Oxford claims that neither the Debtor, its chief restructuring officer, nor its BOD, can be trusted to carry out the Debtor's fiduciary duties in the bankruptcy case. The State of Nebraska filed on May 19, 2014, a joinder in support of Oxford's motion to appoint a Chapter 11 trustee. The Nebraska Attorney General's Office has an interest in these proceedings pursuant to its oversight power regarding Nebraska nonprofit corporations as found in common law authority, parens patriae authority, and authority as set out in the Nonprofit Corporation Act. The Debtor is a nonprofit public benefit corporation. Based on the information presented in Oxford's motion, the Nebraska Attorney General's Office has concerns about whether the Board of Directors and Officers are fulfilling the charitable purpose of the Debtor and whether they have the ability and desire to fulfill the Debtor's charitable purpose going forward. Skyline Foundation, Inc., filed on May 21, 2014, a joinder in support of Oxford's motion. The Foundation is not affiliated or related with the Debtor. It was formed and organized for the sole purpose of providing support for the Skyline Retirement Community, which is owned and operated by the Debtor. On Oct. 15, 2009, all but one of the then-members of the Board of Directors of the Debtor submitted their resignations, effective at the end of the Oct. 15, 2009 board meeting, in which a slate of six new members were appointed to the Board. Five of those six members currently serve on the Board of the Debtor. The new Board hired Americare Communities III, LLC, to manage the Skyline Retirement Community. The new Board also appointed John W. Bartle as Chief Restructuring Officer for the Debtor. During the time that Americare manged the Debtor and Bartle served as a corporate officer, the Foundation has made several loans to the Debtor totaling $166,158, which have not been repaid. Based on the allegations set forth in Oxford's motion and the potential violations of law alleged by the Nebraska Attorney General, the Foundation is concerned about Americare's and or Mr. Bartle's continued management of the Debtor and the Skyline Retirement Community, and the Foundation believes that it would be in the Debtor's best interest for the Court to appoint an independent trustee. The Foundation is represented by: Keith I. Kosaki, Esq. Duncan A. Young, Esq. Young & White Law Offices 8742 Frederick Street Omaha, NE 68124 Tel: (402) 393-5600 E-mail: kkosaki@youngandwhite.com dyoung@youngandwhite.com On May 23, 2014, the Court, at the behest of the Debtor, extended to June 9, 2014, the filing of the Debtor's schedules and statement of financial affairs. The 341 meeting is scheduled for June 11, 2014. About Skyline Manor Skyline Manor, Inc., operates a retirement community in Omaha. The facility offers apartments, assisted-living units, skilled nursing beds and hospice care. Skyline Manor filed a Chapter 11 bankruptcy petition (Bankr. D. Neb. Case No. 14-80934) on May 8, 2014. The petition was signed by John W. Bartle as chief restructuring officer. Judge Thomas L. Saladino presides over the case. The Debtor estimated assets of at least $10 million and liabilities between $10 million to $50 million. SKYLINE MANOR: Penny Clark Named as Patient Care Ombudsman ---------------------------------------------------------- Nancy J. Gargula, U.S. Trustee for Region 13, appoints the Nebraska State Long-Term Care Ombudsman, Penny Clark, as the patient care ombudsman in Skyline Manor, Inc.'s Chapter 11 case. On May 16, 2014, the Debtor and the U.S. Trustee entered into a stipulation for the appointment of a patient care ombudsman. On May 19, 2014, the Hon. Thomas L. Saladino of the U.S. Bankruptcy Court for the District of Nebraska directed the U.S. Trustee to appoint a patient care ombudsman in this case. Penny Clark can be reached at: State of Nebraska Long-Term Care Ombudsman Nebraska Department of Health and Human Services Ombudsman Office P.O. Box 95026 Lincoln, NE 68509-5026 About Skyline Manor Skyline Manor, Inc., operates a retirement community in Omaha. The facility offers apartments, assisted-living units, skilled nursing beds and hospice care. Skyline Manor filed a Chapter 11 bankruptcy petition (Bankr. D. Neb. Case No. 14-80934) on May 8, 2014. The petition was signed by John W. Bartle as chief restructuring officer. Judge Thomas L. Saladino presides over the case. The Debtor estimated assets of at least $10 million and liabilities between $10 million to $50 million. SM ENERGY: Moody's Raises Corporate Family Rating to 'Ba1' ---------------------------------------------------------- Moody's Investors Service upgraded SM Energy Company's (S M Energy) Corporate Family Rating (CFR) to Ba1 from Ba2 and the senior unsecured notes rating to Ba2 from Ba3. The Speculative Grade Liquidity (SGL) rating remains SGL-2 and the rating outlook remains stable. "The upgrade to Ba1 reflects SM Energy's strong production and reserves growth momentum," commented Pete Speer, Moody's Senior Vice President. "The company is delivering this growth with solid returns on investment while maintaining low financial leverage." Rating Actions: CFR upgraded to Ba1 from Ba2 Probability of default rating upgraded to Ba1-PD from Ba2-PD Senior unsecured notes upgraded to Ba2, LGD4-68% from Ba3, LGD5- 77% Rating Affirmations: Speculative grade liquidity rating, affirmed SGL-2 Rating outlook remains stable Ratings Rationale SM Energy's Ba1 CFR is supported by the company's production and proved developed (PD) reserve scale, balanced exposure between natural gas and liquids production with a growing emphasis on liquids, and a relatively low cost structure that yields cash margins and returns competitive with similarly rated peers. The rating also benefits from the company's low financial leverage on production and PD reserve volumes and very strong cash flow coverage of debt. SM Energy's rating is restrained by its relatively concentrated property portfolio with 79% of production coming from the Eagle Ford and Bakken plays. From 2011 to 2013, average daily production increased by almost 70% and the company expects 14% - 18% production growth in 2014 (adjusted for 2013 asset sales). SM Energy's strategy of acquiring and exploiting prospective acreage that complements its diversified portfolio of assets has proven successful in recent years, as scale is no longer a restraining factor but rather supportive of the Ba1 rating. SM Energy will continue to focus its $1.9 billion capital spending budget for 2014 on the Eagle Ford Shale and the Bakken/Three Forks. The company is also investing in prospective properties it holds in the Permian Basin, East Texas and Powder River Basin to add additional development inventory to its portfolio. Though the company will outspend cash flow both this year and the next, incremental debt from revolver borrowings will be offset by production and reserves gains, mitigating any adverse effect on leverage. Leverage metrics are currently low, with debt to average daily production of around $12,000/boe and debt to PD reserves of $8/boe as of March 31, 2014. SM Energy has good liquidity, supporting its SGL-2 rating. At March 31, 2014, the company had $236 million of cash and full borrowing availability on its $1.3 billion committed senior secured revolving credit facility. The borrowing base is $2.2 billion which was reaffirmed at the March redetermination. The cash and revolver capacity provides total liquidity of over $1.5 billion, more than sufficient to cover the anticipated $200 million to $300 million in negative free cash flow this year. SM Energy has substantial revolver covenant headroom which Moody's expects to be sustained well into 2015. The Ba2 rating on the senior unsecured notes reflects both the overall probability of default of SM Energy, which Moody's upgraded to Ba1-PD, and a Loss Given Default of LGD4-68%. Borrowings under the $1.3 billion senior secured revolving credit facility are secured by at least 75% of the present value of the company's proved reserves. The senior unsecured notes have no subsidiary guarantees, and the size of the potential senior secured claims relative to the unsecured notes outstanding results in the senior notes being notched one rating beneath the Ba1 CFR under Moody's Loss Given Default Methodology. In order to be considered for an upgrade to Baa3, SM Energy will have to further diversity its production base to additional plays to reduce its concentration in the Eagle Ford. The company would also have to sustain its full cycle returns above 2x while maintaining its low leverage on production and PD reserves and keeping retained cash flow (RCF) to debt above 50%. If production and proved reserve growth from the company's large capital investments is much weaker than expected, leverage could increase and this would pressure the ratings. Debt/PD above $10/boe or RCF/debt below 40% could result in a ratings downgrade. The principal methodology used in this rating was the Global Independent Exploration and Production Industry published in December 2011. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. SPECIALTY HOSPITALS: Enters Ch. 11 With Sale Plan ------------------------------------------------- Law360 reported that Specialty Hospitals of America LLC filed for Chapter 11 protection in New York bankruptcy court, announcing its plans to sell all of its assets in exchange for a $15 million debtor-in-possession loan from Silver Point Capital, which will allow it to continue operating through the bankruptcy process. According to the report, the company, which operates nursing home facilities and long-term acute care hospitals, filed on behalf of its subsidiaries Specialty Hospital Of Washington LLC, Specialty Hospital of Washington Nursing Center LLC and Specialty Hospital of Washington Hadley LLC, listing between $10 million and $50 million in assets and between $50 million and $100 million in liabilities in its bankruptcy petition. In a statement, SHA said the $15 million DIP loan from Silver Point, a private investment firm focused on credit and special situations investments, will allow SHA to continue to provide uninterrupted service to its more than 300 patients and residents and the company's more than 750 employees, the report related. The case is In re: Specialty Hospital of America, LLC, case number 14-00295, in the United States Bankruptcy Court for the District of Columbia. STOCKTON, CA: T To Can, Greg Valentine Object to Plan Confirmation ------------------------------------------------------------------ Creditors T To Can Nguyen and Greg Valentine filed objections to Stockton, California's First Amended Plan for the Adjustment Debts. A hearing to consider the approval of the Plan is set for June 4, 2014, at 9:30 a.m. According to T To Can, the Plan filed by the Stockton government officials is invalid due to false claims and violation of perjury law and conspiracy with paid attorneys. A copy of T To Can's objection is available for free at: http://bankrupt.com/misc/CITYOFSTOCKTON_1500_1204_planobj.pdf ?I have Roth IRA and traditional IRA retirement funds invested with Franklin Templeton. I'm certain this bankruptcy is complex with legal issues I don't fully understand. I do know that if Stockton pays Franklin Templeton pennies on the dollars for funds loaned to the city, I as an investor will be impacted in my retirement accounts. It is unfortunate that Stockton's elected officials let the city get to this dire position financially however; I don't feel it's fair or reasonable for investors like me and many others to pay so dearly for Stockton's mismanagement of limited resources,? Mr. Valentine states in his May 19, 2014 objection. A copy of his objection is available for free at: bankrupt.com/misc/CITYOFSTOCKTON_1518_planobj.pdf About Stockton, Calif. The City of Stockton, California, filed a Chapter 9 petition (Bankr. E.D. Cal. Case No. 12-32118) in Sacramento on June 28, 2012, becoming the largest city to seek creditor protection in U.S. history. The city was forced to file for bankruptcy after talks with bondholders and labor unions failed. Stockton estimated more than $1 billion in assets and in excess of $500 million in liabilities. The city, with a population of about 300,000, identified the California Public Employees Retirement System as the largest unsecured creditor with a claim of $147.5 million for unfunded pension costs. In second place is Wells Fargo Bank NA as trustee for $124.3 million in pension obligation bonds. The list of largest creditors includes $119.2 million owing on four other series of bonds. The city is being represented by Marc A. Levinson, Esq., and John W. Killeen, Esq., at Orrick, Herrington & Sutcliffe LLP. The petition was signed by Robert Deis, city manager. Mr. Levinson also represented the city of Vallejo, Cal. in its 2008 bankruptcy. Vallejo filed for protection under Chapter 9 (Bankr. E.D. Cal. Case No. 08-26813) on May 23, 2008, estimating $500 million to $1 billion in assets and $100 million to $500 million in debts in its petition. In August 2011, Vallejo was given green light to exit the municipal reorganization. The Vallejo Chapter 9 plan restructures $50 million of publicly held debt secured by leases on public buildings. Although the Plan doesn't affect pensions, it adjusts the claims and benefits of current and former city employees. Bankruptcy Judge Michael McManus released Vallejo from bankruptcy on Nov. 1, 2011. The bankruptcy judge on April 1, 2013, ruled that the city of Stockton is eligible for municipal bankruptcy in Chapter 9. TESLA MOTORS: S&P Assigns Unsolicited 'B-' CCR; Outlook Stable -------------------------------------------------------------- Standard & Poor's Ratings Services said that it assigned its unsolicited 'B-' corporate credit rating to Tesla Motors Inc. The outlook is stable. S&P also assigned its unsolicited 'B-' issue-level and '4' unsolicited recovery ratings to the company's $920 million 0.25% unsecured convertible notes due 2019, $1.38 billion 1.25% unsecured convertible notes due 2021, and $660 million unsecured convertible due 2018. The '4' recovery rating indicates S&P's expectation for average recovery (30%-50%) for the noteholders in the event of a payment default. S&P's "vulnerable" business risk profile assessment incorporates Tesla's narrow product focus, concentrated production footprint, small scale relative to its larger automotive peers, limited visibility on the long-term demand for its products, and limited track record in handling execution risks that could arise in managing high volume parallel production. The business risk profile is also constrained by Tesla's niche and independent market position, compared to its significantly larger and stronger peers, and its very limited product range and operating diversity. S&P expects global competition for alternative fuel vehicles to intensify over the next few years as competitors penetrate this market through improved products. S&P believes there is considerable uncertainty in Tesla's long-term prospects and believes that the company is less likely (compared to larger, more established automakers) to successfully adapt to competitive and technological displacement risks over the medium to long term. Mitigating factors include improving brand recognition, ongoing cost structure improvements with higher unit sales leading to better absorption of fixed costs and lower logistics costs, as well as Tesla's ability to command a price premium through its Model S product, design, and technology. "The stable outlook reflects our view that Tesla will continue its recent improvement in gross margins and generate positive cash flow from operations in 2014 while maintaining sufficient liquidity despite its large growth-related cash investments," said Standard & Poor's credit analyst Nishit Madlani. S&P could lower the rating if it appears likely that the projected long-term demand for Tesla's vehicles will fall meaningfully below our estimates, leading to overcapacity, or if FOCF will likely remain significantly negative for the foreseeable future, causing liquidity to become insufficient. A downgrade may also occur if additional debt funding needs arise or significant execution risks and cost overruns materialize related to the company's expansion of Model S into Europe and Asia this year or the launch of its Model X in early 2015. Though unlikely over the next 12 months, S&P could raise the rating if a combination of higher demand for Tesla's product and operational cost reductions leads to a credible pathway for positive free operating cash flow (FOCF to debt approaching 5%), with leverage falling well below 6.5x and liquidity remains "adequate." We would also need to believe that the company's improved market position is sustainable. TRADER CORPORATION: Moody's Affirms 'B3' Corporate Family Rating ---------------------------------------------------------------- Moody's Investors Service, in mid-May 2014, affirmed Trader Corporation's B3 corporate family rating (CFR), B3-PD probability of default rating, Ba3 senior secured revolving facility rating, B3 senior secured notes rating and SGL-3 speculative grade liquidity rating, and changed the company's ratings outlook to stable from negative. "The outlook change to stable reflects Trader's improved top line and EBITDA over the past few quarters as digital revenue has expanded to offset the decline in print-based revenue," says Peter Adu, Moody's lead analyst for Trader. "As a result, Trader's leverage is expected to be maintained around 6x through the next 12 to 18 months, which will be supportive of the B3 CFR," Mr. Adu added. Rating Affirmed: Corporate Family Rating, B3 Probability of Default Rating, B3-PD Speculative Grade Liquidity Rating, SGL-3 $30M Senior Secured Bank Credit Facility, Ba3, LGD1, 1% US$290M Senior Secured Regular Bond/Debenture, B3, LGD3, 47% (from LGD3, 48%) Outlook Actions: Changed To Stable From Negative Ratings Rationale Trader's B3 CFR primarily reflects its high leverage (adjusted Debt/EBITDA of 6.4x at LTM Q1/14), small scale, narrow-focused operation, and business risks with the digital platform, including limited forward visibility to growth potential in Canada due to soft economic conditions and rising competition. While legacy print-based revenue has declined substantially to about 5% of total revenue from 55% in 2009 due to changing technology and consumer preferences, digital sales has expanded to sustain the company's top line and EBITDA. However, the reduced size of advertising dollars Trader is exposed to presents risks as the company may have to engage in acquisition activity and continually invest in new products in order to grow revenue and EBITDA. The rating considers the company's well recognized brand in Canada, subscription-based recurring revenue from different types of car dealerships, and good EBITDA margins. While Moody's does not expect debt repayment, modest EBITDA growth should enable leverage to be maintained around 6x through the next 12 to 18 months. Trader's liquidity is adequate as evidenced by the SGL-3 rating. This is supported by full access to a $30 million committed revolving credit facility due 2016, expectations for cash balances in excess of $30 million through the next 4 to 6 quarters, annual free cash flow in excess of $15 million, and lack of meaningful debt maturity until the revolver matures. Trader is subject to total leverage and interest coverage covenants and Moody's expects cushion to be maintained above 15% even after step downs occur for the leverage covenant starting in Q4/14. The company's ability to generate liquidity from asset sale proceeds is limited as its assets secured the revolver and the notes due in 2018. The ratings outlook is stable and recognizes Trader's increasing revenue and profitability which will enable leverage to be maintained at a level that is appropriate for the B3 CFR. Upward rating action could be considered should Trader sustain adjusted Debt/ EBITDA towards 5.5x and (EBITDA-CapEx)/Interest Expense above 1.5x. Trader's rating would be downgraded should its liquidity position deteriorate. Downward rating pressure could also arise if Trader sustains adjusted Debt/ EBITDA towards 8x and (EBITDA-CapEx)/Interest Expense below 1x. Trader Corporation is a provider of advertising and digital marketing services for Canadian automotive dealers. Revenue for the last twelve months ended March 29, 2014 was $166 million. The company is wholly-owned by Apax Partners and is headquartered in Toronto, Ontario, Canada. TRONOX INC: Judge Approves Anadarko's $5.15 Billion Settlement -------------------------------------------------------------- Patrick Fitzgerald, writing for The Wall Street Journal, reported that a federal bankruptcy judge approved Anadarko Petroleum Corp.'s $5.15 billion settlement of fraud claims from a 2006 acquisition, the largest environmental settlement ever won by the U.S. government. According to the report, the decision is subject to final approval by a U.S. District Judge. The Journal related that most of the settlement's proceeds, about $4.5 billion, are earmarked for cleaning up thousands of sites around the country contaminated by creosote and uranium debris. The rest will pay for legal claims filed by people who got sick from the pollution, the report further related. About Tronox Inc. Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No. 09-10156) on Jan. 13, 2009, before Hon. Allan L. Gropper. Richard M. Cieri, Esq., Jonathan S. Henes, Esq., and Colin M. Adams, Esq., at Kirkland & Ellis LLP in New York, represented the Debtors. The Debtors also tapped Togut, Segal & Segal LLP as conflicts counsel; Rothschild Inc. as investment bankers; Alvarez & Marsal North America LLC, as restructuring consultants; and Kurtzman Carson Consultants served as notice and claims agent. An official committee of unsecured creditors and an official committee of equity security holders were appointed in the cases. The Creditors Committee retained Paul, Weiss, Rifkind, Wharton & Garrison LLP as counsel. Until Sept. 30, 2008, Tronox was publicly traded on the New York Stock Exchange under the symbols TRX and TRX.B. Since then, Tronox has traded on the Over the Counter Bulletin Board under the symbols TROX.A.PK and TROX.B.PK. As of Dec. 31, 2008, Tronox had 19,107,367 outstanding shares of class A common stock and 22,889,431 outstanding shares of class B common stock. On Nov. 17, 2010, the Bankruptcy Court confirmed the Debtors' First Amended Joint Plan of Reorganization under Chapter 11 of the Bankruptcy Code, dated Nov. 5, 2010. Under the Plan, Tronox reorganized around its existing operating businesses, including its facilities at Oklahoma City, Oklahoma; Hamilton, Mississippi; Henderson, Nevada; Botlek, The Netherlands and Kwinana, Australia. TRUE RELIGION: Moody's Lowers Corp. Family Rating to 'B3' --------------------------------------------------------- Moody's Investors Service downgraded True Religion Apparel, Inc.'s ("True Religion") Corporate Family Rating and Probability of Default ratings to B3 and B3-PD, respectively. Moody's also lowered the company's first lien term loan rating to B3 from B2 and second lien term loan to Caa2 from Caa1. The rating outlook is stable. The downgrade reflects Moody's expectation that leverage is likely to remain elevated in the mid-6 times range (Moody's-adjusted) in the near term due to the execution risk associated with revitalizing the True Religion brand, product line-up and stores, in the context of potential pressure on the mature premium denim category from the growing popularity of active wear. The company meaningfully underperformed Moody's expectations during FYE February 1, 2014, due to heavy merchandise discounting in the back half of 2013 partly as a result of weather and mall traffic weakness. While Moody's anticipates weather-related normalization in the near term, the environment is expected to remain highly competitive, resulting in credit metrics appropriate for the B3 rating category, considering the company's fashion risk, limited longevity and narrow focus. Rating actions: Issuer: True Religion Apparel, Inc. Corporate Family Rating, downgraded to B3 from B2 Probability of Default Rating, downgraded to B3-PD from B2-PD $400 million first lien term loan due 2019 downgraded to B3 (LGD3, 44%) from B2 (LGD3, 44%) $85 million second lien term loan due 2020 downgraded to Caa2 (LGD5, 89%) from Caa1 (LGD5, 89%) Ratings Rationale True Religion's B3 rating reflects the company's high debt leverage in the high 6 times range, limited scale and narrow product focus in the premium denim category, which appeals to a limited portion of the population and is subject to significant fashion risk. The rating is also constrained by the highly competitive and mature nature of the denim industry as well as potential challenges from other rival categories, such as active wear, which has recently gained popularity. Notwithstanding these concerns, the rating benefits from True Religion's good liquidity profile, strong brand awareness with reputation for product quality, and solid operating margins. The stable rating outlook reflects Moody's expectation that the company will maintain a good liquidity profile, while modestly growing its earnings. Ratings could be downgraded if free cash flow generation turns negative or earnings declines persist. Quantitatively, the ratings could be downgraded if debt/EBITDA is sustained above 7.25 times and EBITA/interest expense is sustained below 1.25 time. Ratings could be upgraded if True Religion achieves meaningful earnings growth by successfully executing its strategic initiatives, while maintaining good liquidity. Quantitatively, an upgrade would require the company to achieve and sustain debt/EBITDA below 6.0 times and EBITA/interest expense above 1.75 times. True Religion Apparel, Inc. ("True Religion") designs and markets denim, sportswear and accessories for men, women and children under the "True Religion" brand. The company's products are sold in its branded retail and outlet stores, as well as in contemporary department stores and boutiques in 61 countries. As of February 1, 2014, True Religion operated 148 stores in North America and 20 in other countries. Revenues for the last twelve months ended February 1, 2014 were approximately $490 million. True Religion has been controlled by TowerBrook Capital Partners since its take-private transaction in July 2013. TUSCANY INTERNATIONAL: First Amended Plan Confirmed --------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware on May 21 issued an order confirming Tuscany International Holdings (U.S.A.) Ltd., et al.'s First Amended Joint Plan of Reorganization. Tuscany's assets were sold to a group of lenders, which hold nearly all of the bankrupt company's $235 million debt, although the company said in a filing that those lenders may soon sell the company's Brazilian operations to Argentine conglomerate Grupo Indalo. That sale would be for less than $20 million. The Debtors filed a motion seeking extension of their exclusive plan filing deadline until Sept. 1, 2014, and their exclusive solicitation period until Oct. 30, out of an abundance of caution in the event that the Plan is not consummated within the exclusive periods. About Tuscany International Tuscany International Holdings (U.S.A.) Ltd. and Tuscany International Drilling Inc. sought protection from creditors under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 14-10193) in Delaware on Feb. 2, 2014. Tuscany also commenced ancillary proceedings in the Court of Queen's Bench of Alberta under the Companies' Creditors Arrangement Act. Pursuant to a restructuring support agreement with prepetition lenders holding 95% of the prepetition loans, the Debtors have agreed to sell substantially all of the assets of TID to lenders in exchange for a credit bid of certain of their debt, effectuated through a plan of reorganization. Headquartered in Calgary, Alberta, Tuscany is engaged in the business of providing contract drilling and work-over services along with equipment rentals to the oil and gas industry. Tuscany is currently focused on providing services to oil and natural gas operators in South America. Tuscany has operating centers in Colombia, Brazil, and Ecuador. The Debtor disclosed $414,624,292 in assets and $207,332,530 in liabilities as of the Chapter 11 filing. The Colombian and Brazilian businesses are operated by certain non-debtor affiliates, while the Ecuador business is operated by branch office of debtor TID. As of the Petition Date, Tuscany entities owned 26 rigs, of which 12 are located in Colombia, nine in Brazil and five in Ecuador. Of the 26 rigs, 15 were contracted and operational as of the Petition Date and five were directly owned by the Debtors. Latham & Watkins LLP's Mitchell A. Seider, Esq., Keith A. Simon, Esq., David A. Hammerman, Esq., and Annemarie V. Reilly, Esq.; and Young Conaway Stargatt & Taylor, LLP's Michael R. Nestor, Esq., and Kara Hammond Coyle, Esq., serve as the Debtors' co-counsel. FTI Consulting Canada, Inc.'s Deryck Helkaa is the chief restructuring officer. Prime Clerk LLC is the claims and notice agent, and administrative agent. McCarthy Tetrautt LLP is the special Canadian counsel. Deloitte & Touche LLP provides tax services. GMP Securities, LLC serves as investment banker. The Debtors' plan of reorganization dated March 3, 2014, proposes that a newly-formed entity organized by certain prepetition lenders will credit bid a principal amount of the Prepetition Credit Agreement Claims or DIP Facility Claims to be determined in exchange for all or substantially all of the assets of the HoldCo. The Bankruptcy Court has entered an order approving the bidding procedures for the sale of all or any portion of the Debtors' assets or the new capital stock of Reorganized HoldCo, as reorganized under the Plan. These bidding procedures are to be utilized by the Debtors in the postpetition sale process in an effort to secure the highest or otherwise best offer for the sale of the Debtors' businesses. The U.S. Trustee said that an official committee of unsecured creditors has not been appointed in the Debtors' cases. An Official Committee of Equity Security Holders has been appointed in the case. The Equity Committee has tapped as bankruptcy counsel Adam G. Landis, Esq., Kerri K. Mumford, Esq., James S. Green Jr., Esq., J. Landon Ellis, Esq., and Joseph D. Wright, Esq., at Landis Rath & Cobb LLP. TWEETER HOME: Chapter 7 Conversion Sought ----------------------------------------- BankruptcyData reported that the U.S. Trustee assigned to the Tweeter Home Entertainment Group case filed with the U.S. Bankruptcy Court a motion to convert the Company's Chapter 11 case reorganization to a liquidation under Chapter 7. According to BData, the motion explains, "In these jointly administered cases, there is ample cause for conversion. There was never any likelihood of 'rehabilitation' of the Debtors; these cases were filed for the purpose of liquidating the Debtors. And although all or substantially all assets of the Debtors' estates were sold almost seven years ago and virtually all other assets liquidated at least two years ago, the Debtors remain unable to prosecute the plan and disclosure statement filed in September 2012; administrative and priority claims still exceed the funds in the estates. In the meantime, the estates continue to be eroded by high administrative expenses incurred in attempts to reduce the administrative and priority claims. There is no evidence to suggest that the Debtors will ever be able to secure enough reductions of administrative and priority claims to make their plan feasible; to the contrary, it appears that ongoing administrative expenses are exhausting the estates' remaining assets and making confirmation impossible. Simply stated, there is no light at the end of this Chapter 11 tunnel; accordingly, these cases should be converted to cases under Chapter 7. Wherefore, the United States Trustee requests that the Court convert these cases to cases under Chapter 7 pursuant to the provisions of 11 U.S.C. sections 1112(b), and grant such further relief as the Court deems just and proper." About Tweeter Home Based in Canton, Mass., Tweeter Home Entertainment Group Inc. -- http://www.tweeter.com/-- sold mid-to high-end audio and video consumer electronics products. Tweeter and seven of its affiliates filed for chapter 11 Protection on June 11, 2007 (Bankr. D. Del. Case Nos. 07-10787 through 07-10796). Gregg M. Galardi, Esq., Mark L. Desgrosseilliers, Esq., and Sarah E. Pierce, Esq., at Skadden, Arps, Slate, Meagher & Flom, LLP, represented the Debtors. Kurtzman Carson Consultants LLC acted as the Debtors' claims and noticing agent. Bruce Grohsgal, Esq., William P. Weintraub, Esq., and Rachel Lowy Werkheiser, Esq., at Pachulski Stang Ziehl & Jones LLP; and Scott L. Hazan, Esq., Lorenzo Marinuzzi, Esq., and Todd M. Goren, Esq., at Otterbourg, Steindler, Houston & Rosen, P.C., represented the Official Committee of Unsecured Creditors. As of Dec. 21, 2006, Tweeter had total assets of $258,573,353 and total debts of $190,417,285. Tweeter Home Entertainment Group filed with the U.S. Bankruptcy Court a Chapter 11 Plan of Liquidation and related Disclosure Statement in October of 2012. USMART MOBILE: Files Form 10-Q, Incurs $291,000 Net Loss in Q1 -------------------------------------------------------------- USmart Mobile Device Inc. filed with the U.S. Securities and Exchange Commission a Notification of Late Filing on Form 12b-25 with respect to its quarterly report on Form 10-Q for the period ended March 31, 2014. The Company was unable to file the Form 10-Q on a timely basis due to the Company requiring additional time to work internally with its staff to prepare and finalize the Quarterly Report. On May 22, 2014, USmart Mobile filed its Quarterly Report recording a net loss $291,024 on $561,870 of net sales for the three months ended March 31, 2014, as compared with net income of $888,332 on $14.46 million of net sales for the same period last year. As of March 31, 2014, the Company has total net current liabilities of $12,800,280. A full-text copy of the Form 10-Q is available for free at: http://is.gd/zyF5v7 About USmart Mobile Del.-based USmart Mobile, previously known as ACL Semiconductors Inc., is currently engaged in the production, manufacturing and distribution of smartphones, electronic products and components in Hong Kong Special Administrative Region and the People's Republic of China through its operating subsidiaries. USmart Mobile reported a net loss of $13.8 million on $72.2 million of net sales for the year ended Dec. 31, 2013, as compared with a net loss of $4.86 million on $161 million of net sales for the year ended Dec. 31, 2012. As of Dec. 31, 2013, the Company had $12.04 million in total assets, $27.14 million in total liabilities and a $15.10 million in total stockholders' deficit. Albert Wong & Co. LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company's financial statements are prepared using the generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. These factors raise substantial doubt about the Company's ability to continue as a going concern, the auditors said. VERITY CORP: Late-Filed Form 10-Q Shows $212,755 Net Loss --------------------------------------------------------- Verity Corp. filed with the U.S. Securities and Exchange Commission a Notification of Late Filing on Form 12b-25 with respect to its quarterly report on Form 10-Q for the period ended March 31, 2014. The Company said the compilation, dissemination and review of the information required to be presented in the Form 10-Q for the relevant fiscal quarter has imposed time constraints that have rendered timely filing of the Form 10-Q impracticable without undue hardship and expense to the Company. On May 23, 2014, Verity Corp. filed with the SEC its Quarterly Report disclosing a net loss attributable to the Company of $212,755 on $366,598 of total revenues for the three months ended March 31, 2014, as compared with a net loss attributable to the Company of $529,623 on $586,665 of total revenues for the same period last year. For the six months ended March 31, 2014, the Company reported a net loss attributable to the Company of $674,016 on $690,897 of total revenues as compared with a net loss attributable to the Company of $6.54 million on $682,786 of total revenues for the same period during the prior year. As of March 31, 2014, the Company had $4.62 million in total assets, $8.30 million in total liabilities and a $3.68 million total stockholders' deficit. About Verity Sioux Falls, South Dakota-based Verity Corp., formerly AquaLiv Technologies, Inc., is the parent of Verity Farms II, Inc., Aistiva Corporation (formerly AquaLiv, Inc.). Verity Farms II is dedicated to providing consumers with safe, high-quality and nutritious food sources through sustainable crop and livestock production. Aistiva's technology alters the behavior of organisms, including plants and humans, without chemical interaction. Aistiva's platform technology influences biological processes naturally and without chemical interaction. To date, Aistiva has released products in the industries of water treatment, skincare, and agriculture. Verity Corp. reported a net loss attributable to the Company of $7.59 million for the year ended Sept. 30, 2013, as compared with a net loss attributable to the Company of $623,079 during the prior fiscal year. Bongiovanni & Associates, CPA's, in Cornelius, North Carolina, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2013. The independent auditors noted that the Company has suffered recurring losses, has negative working capital, and has yet to generate an internal net cash flow that raises substantial doubt about its ability to continue as a going concern. ZAYO GROUP: Moody's Affirms 'B2' CFR & Rates Add-on Debt 'B1' ------------------------------------------------------------- Moody's Investors Service, in mid-May 2014, affirmed the B2 corporate family rating (CFR) and B2-PD probability of default rating for Zayo Group, LLC ("Zayo" or the "company") following the company's announcement that it is raising debt to finance the pending acquisition of Neo Telecom Group and for general corporate purposes. Moody's has assigned a B1 (LGD 3-42%) rating to the company's proposed $275 million term loan add-on, which will increase the size of the company's existing Term Loan B due 2019 to $2.02 billion from $1.74 billion. Although the added debt and integration of the acquisitions increase the company's credit risk in the near-term, Moody's believes that with expected revenue and EBITDA growth, Zayo's financial metrics should return to levels commensurate with its B2 CFR within 12-18 months. The outlook remains stable. Outlook Actions: Issuer: Zayo Group, LLC Outlook, Remains Stable Affirmations: Issuer: Zayo Group, LLC Probability of Default Rating, Affirmed B2-PD Speculative Grade Liquidity Rating, Affirmed SGL-3 Corporate Family Rating, Affirmed B2 Senior Secured Bank Credit Facility, Affirmed B1, 42-LGD3 Senior Secured Regular Bond/Debenture, Affirmed B1, 42-LGD3 Senior Unsecured Regular Bond/Debenture, Affirmed Caa1, 92-LGD6 Ratings Rationale Zayo's B2 corporate family rating reflects its high leverage and the company's very aggressive financial policy. Zayo's business model requires heavy capital investment and is susceptible to customer churn, both of which pressure free cash flow. And, in addition to increasing its credit risk, Zayo's serial debt- financed acquisition activity has also led to poor visibility into the company's organic growth and steady state cost structure. These credit weaknesses are offset by Zayo's strong revenue growth, stable base of contracted recurring revenues and valuable fiber optic network assets. Following the acquisition of AboveNet, the company has achieved meaningful margin expansion which has resulted in lower leverage and modestly positive free cash flow. The stable outlook is based on Moody's view that Zayo will continue to generate positive free cash flow and reduce leverage while maintaining adequate liquidity. Moody's could upgrade Zayo's ratings if adjusted leverage approaches 4x and FCF/Debt is sustained above 10%. Upward rating migration would also be contingent on management's commitment to lower leverage and a less aggressive stance towards debt-financed M&A. Downward rating pressure could develop if liquidity becomes strained or if capital intensity increases such that Zayo is unable to generate sustainable positive free cash flow or if leverage remains elevated. Debt-financed M&A that materially delays (i.e. by more than 2 fiscal quarters) the targeted leverage reduction or results in sustained negative free cash flow would likely lead to a downgrade. Headquartered in Boulder, Colorado, Zayo Group is a provider of bandwidth infrastructure and network-neutral interconnection services with significant fiber network assets and national reach. In July 2012, the company completes its biggest acquisition of AboveNet for approximately $2.2 billion. * Chapter 11 Fees Up as Big Company Filings Down ------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the Judicial Conference of the U.S., a group of judges that makes policy for the federal court system, raised the filing fees for Chapter 11 about 42 percent to $1,717, effective June 1. According to the report, the increase in fees more than offsets the decline in revenue brought on by a 15 percent drop in Chapter 11 filings last year. The judicial conference also boosted the fee for starting an adversary proceeding, with the charge rising about 20 percent to $350, the report related. Based on the 8,850 Chapter 11 cases started in 2013, the increase in filing fees will generate an additional $4.3 million annually, the report further related. Last year's filing decline represented a revenue loss of about $1.8 million from 2012, the report said. * Court Declines to Cancel Woman's Debt 'Anywhere on Planet Earth' ------------------------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that a Georgia woman failed in her attempt to expand bankruptcy laws under the rubric of protecting constitutional liberties. According to the report, acting as her own lawyer, the woman sued her home mortgage lender in U.S. District Court in Columbus, Georgia, asking the judge to cancel "all known and unknown currently valid and outstanding debt anywhere on planet Earth." U.S. District Judge Clay D. Land said the woman also wanted him to invalidate foreclosure law as "a crime against humanity because it is cruel and inhuman," the report related. Judge Land said the woman misunderstood the function of the judiciary, which "cannot make up law," the report further related. "Legislating is the job of Congress, and it likely could not even provide the relief Wright seeks -- individual relief that applies only to her," the judge wrote, the report cited. The case is Wright v. Bank of America NA, 14-cv-00002, U.S. District Court, Middle District Georgia (Columbus). * No Supreme Court Decision Yet on 'Stern Waiver' Case ------------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports the U.S. Supreme Court may be closer to handing down a ruling on Executive Benefits v. Arkison, a dispute over whether rights under Stern v. Marshall can be waived. According to the report, the high court decided a copyright case involving the movie "Raging Bull," Petrella v. Metro-Goldwyn-Mayer Inc., that was argued on Jan. 21, one week after the Executive Benefits argument. Although Executive Benefits ostensibly concerns bankruptcy court, the ruling may say either directly or indirectly whether laws creating U.S. magistrate judgeships are unconstitutional, the report related. It's possible the court could rule on a procedural issue and not yet say whether the right to a final ruling from a life-tenured federal district judge can be waived explicitly or by implication, or not at all, Mr. Rochelle said. The Stern waiver case is Executive Benefits Insurance Agency v. Arkison, 12-1200, U.S. Supreme Court. * North Las Vegas Pursues Bill that Could Allow Muni Bankruptcies ----------------------------------------------------------------- James DeHaven, writing for Las Vegas Review-Journal, reported that cash-strapped North Las Vegas plans to press ahead with state legislative fixes for its money woes -- up to and including a bill that would allow Nevada cities to declare bankruptcy. According to the report, Mayor John Lee on May 22 said a bill that would allow cities to go belly up -- instead of entering receivership, the state's broadly untested bankruptcy alternative -- "should be on the table" at the 2015 legislative session. It remained unclear which state office or lawmaker might bring such a bill forward, though the state Department of Taxation hasn't ruled out including the municipal bankruptcy option as part of a bill draft request scheduled to go before the state committee on Local Government Finance in August, the report related. * Wells Fargo Wrongly Charged Attorneys' Fees, $5M Suit Says ------------------------------------------------------------ Law360 reported that Wells Fargo Bank NA was hit with a proposed class action in California federal court accusing the bank of charging mortgage borrowers more than $5 million combined in attorneys' fees for legal services in bankruptcy proceedings in breach of their contracts. According to the report, named plaintiffs Roger A. Meyman and Kari L. Pickering brought the suit on behalf of a class of Wells Fargo Home Mortgage borrowers who were assessed attorneys' fees after defaulting on their home loans and filing for bankruptcy. * Two Dorsey Bankruptcy Attorneys Recognized by Chambers USA ------------------------------------------------------------ International law firm Dorsey & Whitney LLP on May 27 disclosed that 51 of its lawyers and 21 of its practices across nine of its U.S. offices were ranked by Chambers and Partners in its annual survey, Chambers USA: America's Leading Lawyers for Business 2014. In addition to the practices in nine Dorsey offices that were recognized at the state level, the Firm's Native American Law practice was recognized on the national level. The following Dorsey lawyers were recognized individually by Chambers in its latest guide: Anchorage Robert Bundy ? Litigation: General Commercial Jahna Lindemuth ? Litigation: General Commercial Michael Mills ? Corporate/M&A Corporate/M&A: Bankruptcy Richard Rosston ? Corporate/M&A Real Estate Spencer Sneed ? Corporate/M&A Corporate/M&A: Bankruptcy; Litigation: General Commercial Denver Whitney Holmes ? Corporate/M&A Lee Osman ? Intellectual Property Lisa Osman ? Intellectual Property Gregory Tamkin ? Intellectual Property Tucker Trautman ? Litigation: General Commercial Des Moines David Tank ? Litigation: General Commercial Fargo Sarah Herman ? Labor & Employment; Litigation: General Commercial Minneapolis Elizabeth Buckingham ? Intellectual Property Peter Carter ? Litigation: General Commercial Steve Champlin ? Construction Ken Cutler ? Corporate/M&A George Eck ? Litigation: General Commercial Mark Hamel ? Real Estate Joe Hammell ? Labor & Employment Tim Hearn ? Corporate/M&A Paul Klaas ? Litigation: General Commercial Jocelyn Knoll ? Construction Matthew Knopf ? Corporate/M&A Jay Lindgren ? Real Estate: Zoning & Land Use John Marsalek ? Corporate/M&A Robert Olson ? Real Estate Melissa Raphan ? Labor & Employment Robert Rosenbaum ? Corporate/M&A Eric Ruzicka ? Construction Steve Wells ? Litigation: General Commercial Missoula Jack Manning ? Corporate/M&A Dan Semmens ? Corporate/M&A National Skip Durocher ? Native American Law Mary Streitz ? Native American Law New York Sandra Edelman ? Intellectual Property: Trade Mark & Copyright Bruce Ewing ? Intellectual Property: Trade Mark & Copyright Steven Khadavi ? Corporate/M&A Salt Lake City Alan Bell ? Corporate/M&A Bryon Benevento ? Litigation: General Commercial David Day ? Corporate/M&A Samuel Gardiner ? Corporate/M&A Steve Marsden ? Litigation: General Commercial David Marx ? Corporate M&A William Prince ? Energy & Natural Resources Nolan Taylor ? Corporate/M&A Seattle Chris Barry ? Corporate/Commercial Michael Droke ? Labor & Employment Peter Ehrlichman ? Litigation: General Commercial Kimton Eng ? Intellectual Property Lisa Marchese ? Litigation: General Commercial Paul Meiklejohn ? Intellectual Property In addition to the individual lawyer rankings, the following Dorsey practice groups were recognized as Band 1, the highest possible ranking for a practice group awarded by Chambers: Anchorage Corporate/M&A Litigation: General Commercial Real Estate Minneapolis Corporate/M&A Litigation: General Commercial Montana Corporate/M&A North Dakota Labor & Employment Salt Lake City Corporate/M&A Chambers surveys and interviews clients and lawyers across the United States to determine which firms and attorneys are considered leaders in their field. Rankings assess key qualities in the legal field, including technical legal ability, professional conduct, client service, commercial astuteness, diligence and commitment. About Dorsey & Whitney LLP Clients have relied on Dorsey since 1912 as a valued business partner. With locations across the United States and in Canada, Europe and the Asia-Pacific region, Dorsey provides an integrated, proactive approach to its clients' legal and business needs. Dorsey represents a number of the world's most successful companies from a wide range of industries, including leaders in the financial services, life sciences, technology, agribusiness and energy sectors, as well as major non-profit and government entities. * Recent Small-Dollar & Individual Chapter 11 Filings ----------------------------------------------------- In re Aaron L. Pope Bankr. S.D. Miss. Case No. 14-50831 Chapter 11 Petition filed May 15, 2014 In re Randal Kent Hansen Bankr. D. S.D. Case No. 14-10071 Chapter 11 Petition filed May 15, 2014 In re Rhynes Antiques Co., LLC Bankr. M.D.N.C. Case No. 14-10546 Chapter 11 Petition filed May 16, 2014 See http://bankrupt.com/misc/ncmb14-10546.pdf represented by: Erik Mosby Harvey, Esq. LIAO HARVEY, PC E-mail: emh@carolinalawpartners.com In re Shai Shawn Tamir Bankr. D. Maine Case No. 14-20368 Chapter 11 Petition filed May 18, 2014 In re AT Xpress, LLC Bankr. S.D. Ohio Case No. 14-53576 Chapter 11 Petition filed May 19, 2014 See http://bankrupt.com/misc/ohsb14-53576.pdf represented by: Steven E. Miller, Esq. CRABBE, BROWN & JAMES E-mail: smiller@cbjlawyers.com In re Laurie K. Haake Bankr. W.D. Wis. Case No. 14-12242 Chapter 11 Petition filed May 19, 2014 In re Brown & Son Delivery Service & Warehousing, Inc. Bankr. C.D. Cal. Case No. 14-12606 Chapter 11 Petition filed May 20, 2014 See http://bankrupt.com/misc/cacb14-12606.pdf represented by: William H. Brownstein, Esq. WILLIAM H. BROWNSTEIN & ASSOCIATES, P.C. E-mail: Brownsteinlaw.bill@gmail.com In re Rene Gerald Van Sauter and Francesca Angela de la Flor Donovan Bankr. C.D. Cal. Case No. 14-19929 Chapter 11 Petition filed May 20, 2014 In re Amigo Marketing Group, LLC Bankr. D. Mass. Case No. 14-12377 Chapter 11 Petition filed May 20, 2014 See http://bankrupt.com/misc/mab14-12377.pdf represented by: Michael Goldstein, Esq. JP LAW OFFICES E-mail: m.goldstein@phillipslaweast.com In re Salustia Ortiz Bankr. D. Mass. Case No. 14-12374 Chapter 11 Petition filed May 20, 2014 In re Efrain Valentin Vega and Blana E. Balaguer Bankr. D.P.R. Case No. 14-04048 Chapter 11 Petition filed May 20, 2014 In re A & F Minimart, Inc. Bankr. E.D. Mich. Case No. 14-48725 Chapter 11 Petition filed May 20, 2014 See http://bankrupt.com/misc/mieb14-48725.pdf represented by: Robert N. Bassel, Esq. E-mail: bbassel@gmail.com In re Matthew's Center for Visual Learning Bankr. E.D. Va. Case No. 14-11916 Chapter 11 Petition filed May 20, 2014 See http://bankrupt.com/misc/vaeb14-11916.pdf represented by: Scott J. Newton, Esq. STEPHENS, BOATWRIGHT, COOPER & COLEMAN E-mail: newton@manassaslaw.com In re Mae & Jack's Incorporated dba Suntanzz Tanning Bankr. N.D. Ala. Case No. 14-01996 Chapter 11 Petition filed May 21, 2014 See http://bankrupt.com/misc/alnb14-01996.pdf represented by: John P. Graves, Esq. LAW OFFICES OF JOHN P. GRAVES, LLC E-mail: johnpgraves@hotmail.com In re Deerhorn Holding, LLC Bankr. D. Ariz. Case No. 14-07692 Chapter 11 Petition filed May 21, 2014 See http://bankrupt.com/misc/azb14-07692.pdf represented by: Eric Ollason, Esq. E-mail: eollason@182court.com In re Joseph Francis Bartholomew Bankr. C.D. Cal. Case No. 14-13214 Chapter 11 Petition filed May 21, 2014 In re Toure Ramone Tyler and Rolanda Cherie Tyler Bankr. E.D. Cal. Case No. 14-12637 Chapter 11 Petition filed May 21, 2014 In re Barry W. Barker Bankr. S.D. Fla. Case No. 14-21613 Chapter 11 Petition filed May 21, 2014 In re Mario Martinez Bankr. D. Mass. Case No. 14-12388 Chapter 11 Petition filed May 21, 2014 In re Chuck Taylor Automotive, Inc. Bankr. E.D. Mich. Case No. 14-31509 Chapter 11 Petition filed May 21, 2014 See http://bankrupt.com/misc/mieb14-31509.pdf represented by: Peter T. Mooney, Esq. SIMEN, FIGURA & PARKER E-mail: pmooney@sfplaw.com In re Crytzer Associated Companies, Inc. Bankr. W.D. Pa. Case No. 14-22055 Chapter 11 Petition filed May 21, 2014 See http://bankrupt.com/misc/pawb14-22055.pdf represented by: Michael J. Henny, Esq. LAW OFFICES OF MICHAEL J. HENNY E-mail: m.henny@hennylaw.com In re Regina L. Monroe Bankr. W.D. Pa. Case No. 14-22051 Chapter 11 Petition filed May 21, 2014 In re Charles R. Hamilton, IV and Stephanie Bankr. M.D. Tenn. Case No. 14-04111 Chapter 11 Petition filed May 21, 2014 In re Robert E. Weygandt and Martha J. Weygandt Bankr. E.D. Tex. Case No. 14-41088 Chapter 11 Petition filed May 21, 2014 In re Harvest Time Apostolic Ministries of Victorville, Inc. Bankr. C.D. Cal. Case No. 14-16801 Chapter 11 Petition filed May 22, 2014 See http://bankrupt.com/misc/cacb14-16801.pdf represented by: Brian C. Miles, Esq. LAW OFFICE OF MILES & HATCHER LLP E-mail: bcmiles@mileshatcherlaw.net In re John Gilbert Aldous and Patricia Anne Aldous Bankr. M.D. Fla. Case No. 14-02514 Chapter 11 Petition filed May 22, 2014 In re S Squared, LLC Bankr. N.D. Ala. Case No. 14-81423 Chapter 11 Petition filed May 22, 2014 See http://bankrupt.com/misc/alnb14-81423.pdf represented by: Kevin D. Heard, Esq. HEARD ARY, LLC E-mail: kheard@heardlaw.com In re Tariq Mahmood Rana and Shahnaz Aktar Rana Bankr. D. Ariz. Case No. 14-07888 Chapter 11 Petition filed May 22, 2014 In re Licking River Mining, LLC Bankr. E.D. Ky. Case No. 14-10201 Chapter 11 Petition filed May 22, 2014 Filed Pro Se In re Sadka Holdings, LLC Bankr. S.D. Miss. Case No. 14-01679 Chapter 11 Petition filed May 22, 2014 See http://bankrupt.com/misc/mssb14-01679.pdf represented by: Craig M. Geno, Esq. LAW OFFICES OF CRAIG M. GENO, PLLC E-mail: cmgeno@cmgenolaw.com In re Partners in Faith, LLC dba Country Roads Deli Bankr. D.N.J. Case No. 14-20353 Chapter 11 Petition filed May 22, 2014 See http://bankrupt.com/misc/njb14-20353.pdf represented by: Robert J. Stack, Esq. ROBERT J. STACK, LLC E-mail: robstackbankruptcy@yahoo.com In re Faith Vision Missionary Baptist Church, Inc. aka Faith Vision Baptist Church Bankr. S.D. Ohio Case No. 14-31841 Chapter 11 Petition filed May 22, 2014 See http://bankrupt.com/misc/ohsb14-31841.pdf represented by: Denis E. Blasius, Esq. LAW OFFICES OF IRA H. THOMSTEN E-mail: dblasius@ihtlaw.com In re Brown's Funeral Parlor, LLC Bankr. W.D. Okla. Case No. 14-12161 Chapter 11 Petition filed May 22, 2014 See http://bankrupt.com/misc/okwb14-12161.pdf represented by: Gary L. Morrissey, Esq. CONSUMER LEGAL COUNSELING, P.C. E-mail: g.morrissey@yahoo.com In re Kwality Closeouts, Inc. Bankr. N.D. Tex. Case No. 14-32473 Chapter 11 Petition filed May 22, 2014 See http://bankrupt.com/misc/txnb14-32473.pdf represented by: David R. Gibson, Esq. THE GIBSON LAW GROUP E-mail: my.lawyer@sbcglobal.net In re Joseph John Piscotty and Tami Knutson Piscotty Bankr. C.D. Cal. Case No. 14-13272 Chapter 11 Petition filed May 23, 2014 In re Floro T. Zarate and Patricia G. Zarate Bankr. N.D. Cal. Case No. 14-42250 Chapter 11 Petition filed May 23, 2014 In re Frank Vollrath Bankr. D. Conn. Case No. 14-50793 Chapter 11 Petition filed May 23, 2014 In re 1901 W. Platt St. LLC Bankr. M.D. Fla. Case No. 14-05906 Chapter 11 Petition filed May 23, 2014 See http://bankrupt.com/misc/flmb14-05906.pdf represented by: Leon A. Williamson, Jr., Esq. LEON A. WILLIAMSON, JR., P.A. E-mail: leon@lwilliamsonlaw.com In re Albert K. Andrew II, DDS, P.C. Bankr. N.D. Ill. Case No. 14-81675 Chapter 11 Petition filed May 23, 2014 See http://bankrupt.com/misc/ilnb14-81675.pdf represented by: Stephen J. Costello, Esq. COSTELLO & COSTELLO E-mail: steve@costellolaw.com In re James Kandu and Jenna Kandu Bankr. N.D. Ill. Case No. 14-19457 Chapter 11 Petition filed May 23, 2014 In re Michael Kenneth Leggett Bankr. M.D. La. Case No. 14-10636 Chapter 11 Petition filed May 23, 2014 In re Scott M. Church Bankr. D. Md. Case No. 14-18404 Chapter 11 Petition filed May 23, 2014 In re Roy Steven Hemby Bankr. E.D. Mich. Case No. 14-48936 Chapter 11 Petition filed May 23, 2014 In re Bradford & Byrd Associates, Inc. Bankr. D.N.J. Case No. 14-20478 Chapter 11 Petition filed May 23, 2014 See http://bankrupt.com/misc/njb14-20478.pdf represented by: Bunce Atkinson, Esq. ATKINSON & DEBARTOLO E-mail: bunceatkinson@aol.com In re nGenes Marketing, LLC dba Allegra Print and Imaging #339 Bankr. W.D.N.C. Case No. 14-30912 Chapter 11 Petition filed May 23, 2014 See http://bankrupt.com/misc/cacb14-20361.pdf represented by: Richard S. Wright, Esq. MOON WRIGHT & HOUSTON, PLLC E-mail: rwright@mwhattorneys.com In re Navarro Orthodontix, P.C. Bankr. N.D. Tex. Case No. 14-32499 Chapter 11 Petition filed May 23, 2014 See http://bankrupt.com/misc/txnb14-32499.pdf represented by: Joyce W. Lindauer, Esq. JOYCE W. LINDAUER, ATTORNEY AT LAW E-mail: joyce@joycelindauer.com In re Linda Blumstein Bankr. W.D. Wash. Case No. 14-13994 Chapter 11 Petition filed May 23, 2014 In re Konstantinos Tzitzifas Bankr. D.N.J. Case No. 14-20608 Chapter 11 Petition filed May 24, 2014 In re Steve Michael Soares and Nola Gayle Soares Bankr. C.D. Cal. Case No. 14-11099 Chapter 11 Petition filed May 26, 2014 In re Mark Anthony Baez Bankr. C.D. Cal. Case No. 14-20270 Chapter 11 Petition filed May 26, 2014 In re Realty Consultants USA Bankr. N.D. Ill. Case No. 14-19585 Chapter 11 Petition filed May 26, 2014 See http://bankrupt.com/misc/ilnb14-19585.pdf represented by: Linda Spak, Esq. SPAK & ASSOC E-mail: attorneyspak@yahoo.com In re Cherlyn Joanne Patterson Bankr. C.D. Cal. Case No. 14-20288 Chapter 11 Petition filed May 27, 2014 In re Summercrest, LLC Bankr. C.D. Cal. Case No. 14-20361 Chapter 11 Petition filed May 27, 2014 See http://bankrupt.com/misc/cacb14-20361.pdf represented by: Stanley D. Bowman, Esq. E-mail: sb@stanleybowman.com ********* 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 ***