/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/140603.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, June 3, 2014, Vol. 18, No. 152 Headlines 1036 BEACH BLVD: Case Summary & 12 Largest Unsecured Creditors 21ST CENTURY ONCOLOGY: Moody's B3 CFR Affirmed After Delayed IPO AES CHIVOR: Moody's Withdraws "Ba1" Corporate Family Rating ALERIS INTERNATIONAL: Moody's Confirms B1 CFR; Outlook Negative AMARILLO BIOSCIENCES: Plan of Reorganization Confirmed AMSURG CORP: Moody's Places Ba3 CFR under Review for Downgrade ARMORWORKS ENTERPRISES: Files Ch. 11 Plan with $3-Mil. PE Deal APOLLO MEDICAL: Changes Fiscal Year End to March 31 ASPEN GROUP: Seeks to Remove Stale Financials From Publishers ASSOCIATED ESTATES: S&P Raises CCR to 'BBB-' from 'BB+' BOOMERANG SYSTEMS: Amends Q1 Form 10-Q to Add Disclosure BRIDLE PATH: Case Summary & 8 Largest Unsecured Creditors BUDD COMPANY: Jenner & Block Approved as Retirees' Attorney BUDD COMPANY: Court Okays Segal Company as Retirees' Consultant CABLE & WIRELESS: S&P Revises Outlook to Stable, Affirms 'BB' CCR CASH STORE: ASC Issues Management Cease Trade Order CENTRAL GARDEN: Moody's Affirms B2 Corporate Family Rating CLEAREDGE POWER: Fuel-Cell Maker Seeks Auction on July 7 COLDWATER CREEK: Creditors' Committee Slams $3.5M Exec Bonus Plan COTT CORPORATION: Moody's Says Aimia Deal No Impact on B2 CFR CRAFT INTERNATIONAL: Case Summary & 8 Largest Unsecured Creditors CUI GLOBAL: First Eagle Stake at 8.2% as of May 13 CYCLONE POWER: Incurs $1.1 Million Net Loss in First Quarter DETROIT, MI: Fitch Maintains 'BB' Rating on $1.3BB Sewer Bonds DETROIT, MI: Defends Pensioners' Better Plan Treatment ECO BUILDING: Incurs $31.4 Million Net Loss in March 31 Quarter ENERGY FUTURE: In Settlement Talks With Second-Lien Bondholders ESSAR STEEL: Moody's Places Caa1 Corp. Family Rating on Downgrade EVERYWARE GLOBAL: Enters Into Forbearance Agreement with Lenders FERRELLGAS PARTNERS: S&P Raises CCR to 'B+'; Outlook Stable FIRST STREET: Ch.11 Trustee Taps RM Capital as Advisor FRISCO TEXAS: Case Summary & 16 Largest Unsecured Creditors FTE NETWORKS: CFO Theresa Carlise Resigns FULLER BRUSH: Court Approves Settlement With Joseph Grabowski GARLOCK SEALING: Responds to Bid to Adjourn Claims Bar Date GENCO SHIPPING: Lender Balks at Bid to Delay Plan Process GENCO SHIPPING: Wins Final Order to Use Cash Collateral GLOBAL AVIATION: Gets Court Nod for $13-Mil. Unit Sale GENERAL MOTORS: Owners Lay Out More Details in Cobalt Switch Suit GLOBAL GEOPHYSICAL: S&P Withdraws 'D' CCR on Approval of DIP Loan GOLDEN LAND: Case Dismissal Hearing on June 17 GRAY TELEVISION: S&P Affirms 'B+' CCR; Outlook Stable GSE ENVIRONMENTAL: Panel Seeks Continuation of Disclosures Hearing GSE ENVIRONMENTAL: S&P Withdraws 'D' Corporate Credit Rating HILLMAN GROUP: Moody's Assigns B3 CFR, Rates $610MM Sr. Debt 'B1' JACOBY & MEYERS: Bankruptcy to Proceed in New York Court JAMES RIVER: Finds Buyers for Idled Mining Complex LAUREATE EDUCATION: Moody's Affirms "B2" CFR; Outlook Negative MAHALO ENERGY: Directors Get Claims Pared in Debt-Shifting Suit MOUNTAIN CHINA: Reports 2014 First Quarter Financial Results MT. GOX: Bankruptcy Judge Rejects Complaints Over Potential Deal MULTIBANK: Fitch Affirms 'BB+' Issuer Default Rating NATIONAL MEDICAL: US Bank Hit w/ $50M Suit Over Involuntary Ch. 11 NEW YORKER 57: Case Summary & 3 Largest Unsecured Creditors OCALA FUNDING: $102M Freddie Mac Settlement Gets Judge's OK OTTER PRODUCTS: S&P Retains 'B+' Issue-Level Rating OVERLAND STORAGE: Pinnacle No Longer a 5% Shareholder as of May 16 PACIFIC STEEL: Court Okays Deal With PG&E on Adequate Assurance PACIFIC VECTOR: Financial Woes Impact Ability to Raise Capital PPL ENERGY: S&P Lowers CCR to 'BB+'; Outlook Stable PULL PANS: Case Summary & 20 Largest Unsecured Creditors S.E. SHIRES: Sale to Competitor Eastman Approved SCHRADER INT'L: Moody's Affirms B2 CFR, Changes Outlook to Stable SHERIDAN HOLDINGS: Moody's Places B2 CFR on Review for Upgrade TARGETED MEDICAL: Incurs $974,000 Net Loss in First Quarter TELEXFREE LLC: Court Sets General Claims Bar Date TELEXFREE LLC: Gets Final Approval to Employ KCC as Claims Agent TWIN DEVELOPMENTS: Court Closes Chapter 11 Case UNIVERSAL SOLAR: Reports $216,000 Net Loss in First Quarter VIRGINIA KERN: Case Summary & 3 Unsecured Creditors WASHINGTON MUTUAL: Suit Against D&O Insurers Not Ripe WORLDCOM INC: Tax Foundation Pushes High Court To Take Case WITHOUT WALLS: Tranzon to Auction Tampa Property on July 8 * Bank of America Resubmits Smaller Capital Plan * Merrill Appeals Order Allowing Trusts' RMBS Buyback Suit * Regulators Set New Rules for Companies' Revenue Accounting * Large Companies With Insolvent Balance Sheet ********* 1036 BEACH BLVD: Case Summary & 12 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: 1036 Beach Blvd., Inc. 2440 Mayport Rd., #7 Atlantic Beach, FL 32233 Case No.: 14-02652 Chapter 11 Petition Date: May 30, 2014 Court: United States Bankruptcy Court Middle District of Florida (Jacksonville) Debtor's Counsel: Bradley R Markey, Esq. THAMES MARKEY & HEEKIN, P.A. 50 N Laura Street Suite 1600 Jacksonville, FL 32202-3614 Tel: 904-358-4000 Fax: 904-358-4001 Email: brm@tmhlaw.net Total Assets: $1.41 million Total Liabilities: $3.06 million The petition was signed by Chris Hionides, president. A list of the Debtor's 12 largest unsecured creditors is available for free at http://bankrupt.com/misc/flmb14-02652.pdf 21ST CENTURY ONCOLOGY: Moody's B3 CFR Affirmed After Delayed IPO ---------------------------------------------------------------- Moody's Investors Service has confirmed 21st Century Oncology, Inc.'s ("21st Century") B3 Corporate Family Rating and B3-PD Probability of Default Rating. In a related action, Moody's confirmed the Ba3 rating on the company's $100 million revolving credit facility and $90 million term loan, the B2 rating on the company's existing $350 million 8.875% second lien notes, and the Caa2 rating on the $380 million 9.875% subordinated notes. The company's speculative grade liquidity rating was affirmed at SGL-3 and the rating outlook was changed to stable. This concludes the review for possible upgrade of 21st Century's rating initiated on May 8, 2014. The rating action follows the company's decision to postpone its planned initial public offering of common stock, preferred stock offering (collectively the "equity offering"), and refinancing transaction. The change in outlook to stable incorporates the expectation for continued revenue and average daily treatment growth with the maintenance of an adequate liquidity profile. The following rating actions were taken (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): Corporate Family Rating, confirmed at B3; Probability of Default Rating, confirmed at B3-PD; $100 million senior secured revolving credit facility, due October 2016, confirmed at Ba3 (LGD1, 1%); $90 million senior secured term loan, due October 2016, confirmed at Ba3 (LGD2, 13%) from (LGD1, 7%); $350 million senior 2nd lien 8.875% notes, due January 2017, confirmed at B2 (LGD3, 43%) from (LGD3, 42%); $380 million senior subordinated 9.875% notes, due April 2017, confirmed at Caa2 (LGD5, 82%) from (LGD5, 83%). Speculative grade liquidity rating, affirmed at SGL-3. Outlook to stable from rating under review. The Ba3 (LGD2, 27%) ratings on the company's previously proposed $210 million senior secured revolving credit facility and $430 million senior secured term loan are withdrawn as they are no longer being contemplated at this time. Ratings Rationale The B3 rating reflects the company's aggressive financial policy including a debt financed growth strategy that is expected to continue to stress 21st Century's highly leveraged capital structure and ability to generate free cash flow. Moody's anticipate the company's debt leverage will continue to remain elevated at over 7 times. The company's free cash flow will remain constrained due to its high interest burden and capital expenditure level. The B3 rating also considers 21st Century's concentration by geography (Florida is over 40% of the company's global freestanding revenue) and payor (Medicare is 45% of the company's U.S. domestic revenue). At the same time, the rating positively reflects the company's ability to manage its costs, integrate acquisitions, and drive average daily treatment volume increases at its centers. The rating also benefits from 21st Century's competitive industry position, size and scale as a freestanding oncology provider, and technology platform. The rating is further supported by Moody's expectation for the company's clustered facility strategy and integrated cancer care ("ICC") business model to generate same facility volume growth over the longer term given the company's pricing advantage versus hospitals, and growth in total average daily treatments. The stable outlook incorporates the expectation for continued revenue and average daily treatment growth with the maintenance of an adequate liquidity profile. The ratings could be downgraded if the company's revenue and/or volume declines on an ongoing basis, liquidity position deteriorates such as revolving credit facility availability and cash falls below $50 million, debt leverage remains over 7.5 times on a sustained basis, and interest coverage EBITDA-CAPEX-to- interest expense remains below 1 times on a sustained basis. Additionally, if there are declines in Medicare reimbursement rates or if the company is not anticipated to generate positive free cash flow in 2015, Moody's could downgrade the ratings. The ratings could be upgraded if the company's debt-to-EBITDA were to decline on a sustained basis below 5.5 times and free cash flow to debt increase on a sustained basis above 3%. A ratings upgrade would also have to be supported by a stable reimbursement environment, steady or improving treatment volumes, and the maintenance of a good liquidity profile. The principal methodology used in this rating was the Global Healthcare Service Providers 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. 21st Century Oncology, Inc. ("21st Century"), formerly known as Radiation Therapy Services, Inc. ("RTS") owns and operates radiation treatment facilities in the US and Latin America. The company's revenue for the last twelve months ended March 31, 2014 was approximately $796 million. 21st Century is majority owned by Vestar Capital and management. AES CHIVOR: Moody's Withdraws "Ba1" Corporate Family Rating ----------------------------------------------------------- Moody's Investors Service upgraded the senior secured rating of AES Chivor to Baa3 from Ba1. Concurrently, Moody's also withdrew AES Chivor's Ba1 Corporate Family Rating. The outlook is stable. Rating Rationale "The rating action is largely driven by Moody's expectation that Chivor will be able to further report key credit metrics that are robust for its current Ba1-rating category" said Natividad Martel, a Moody's Vice President; Specifically, its 2011-2013 CFO pre W/C to debt, interest coverage and Retained Cash Flow (RCF) to debt averaged around 84%, 9x and 18.7%, respectively. The rating continues to factor the issuer's aggressive cash distribution policy (in the form of dividends or loans) as it is expected to remain a key source of cash flow for its parent company, AES Gener (Baa3, stable). That said, Moody's has gained some clarity about how Gener will fund its material capex program, including the US$150 million equity issuance completed in May 2014. Therefore, the rating action also reflects Moody's expectation that Chivor will be able to further record over the medium-term positive free cash flow considering dividend payments (according to Moody's definition) as has been the case in most recent years. Chivor's ability to generate strong cash flows is enhanced by its overall prudent commercial policy in terms of contracted output. This consists of committing to sell between 75% and 85% of its expected output (4,160 MWh) under short and intermediate term bilateral contracts largely with electric utilities. This has provided Chivor a stable base of contracted cash flows which reduces the likelihood of being over-contracted during those years when the El Nino phenomena results in lower than usual hydrology levels in Colombia. Moody's notes that although no El Nino phenomena developed during 2013 Chivor was able to only generate 3,373GWh of output as the water inflows in its reservoir were lower than its historical average (86%) which highlights the concentration risk associated with a single cash generating asset. As a result, the company was required to procure power in the spot market to meet its 3,517GWh contracted load amid volatile spot power prices which negatively impacted its EBITDA margin. Nevertheless, despite these challenges, Chivor was able to report at year-end 2013 a very strong CFO pre-W/C to debt metric of 77.6%. The rating action further assumes that Chivor will successfully refinance its US$170 million 144RegA Notes due in December 2014 and that this will not result in a material increase in its interest costs associated with this outstanding indebtedness. To that end, Moody's understands that the issuer is currently considering different refinancing alternatives. Chivor's stable outlook largely reflects the issuer's overall prudent commercial policy which is expected to further underpin its ability to generate cash flows and maintain its strong financial profile which substantially offsets the material business concentration risks. The stable outlook also reflects Moody's expectation that Gener's needs for cash upstreams will not jeopardize Chivor's overall prudent financial policy and financial stability. The Baa3 rating is also currently capped by Chivor's exposure to single-asset risk along with the company's single fuel source and geographical concentration. Furthermore, limited prospects exist for a further rating upgrade given the continuing call on cash upstreams to support Gener's material construction program while also remaining an important source of dividends for AES Corporation. That said, factors that could trigger positive momentum include a further improvement in its operating cash flows, such that the issuer reports RCF to debt in the high twenties. Factors that could create downward rating pressure include: a significant deterioration in Colombia's political and economic environment, changes to the country's regulatory framework that have an adverse impact on the power markets and Chivor, a significant and prolonged devaluation of the Colombian peso vis-a- vis the U.S. dollar that renders Chivor's hedging strategy inadequate or significantly higher distributions to Gener resulting in a meaningful deterioration in Chivor's credit metrics, such that its 3-year average RCF to debt falls below 14% on a sustainable basis. In addition, if the rating of Gener or AES were to experience a multi-notch downgrade, the rating of Chivor could be affected. The principal methodology used in this rating was Unregulated Utilities and Power Companies published in August 2009. AES Chivor & Cia. S.C.A. E.S.P. (Chivor; Corporate Family Rating (CFR: Ba1; stable) is a wholesale power generation company (1,000MW installed capacity with an additional 19.8MW mini hydro- electric plant currently under construction) in Colombia (FC Gov. bond: Baa3; positive). Since 1996, it has been a wholly-owned subsidiary of AES Gener (Gener; Baa3; stable) and since 2001 it has been an indirect subsidiary of the AES Corporation (CFR: Ba3; stable). ALERIS INTERNATIONAL: Moody's Confirms B1 CFR; Outlook Negative --------------------------------------------------------------- Moody's Investors Service confirmed Aleris International Inc.'s ("Aleris") B1 corporate family rating and B1-PD probability of default rating. At the same time, Moody's confirmed the B2 rating on Aleris' senior unsecured notes. The outlook is negative. This concludes the review for possible downgrade initiated on February 10, 2014. Outlook Actions: Issuer: Aleris International Inc. Outlook, Changed To Negative From Rating Under Review Confirmations: Issuer: Aleris International Inc. Probability of Default Rating, Confirmed at B1-PD Corporate Family Rating, Confirmed at B1 Senior Unsecured Regular Bond/Debenture Nov 1, 2020, Confirmed at B2, 69% LGD 4 Senior Unsecured Regular Bond/Debenture Feb 15, 2018, Confirmed at B2, 69% LGD 4 Ratings Rationale The confirmation of Aleris' ratings reflects Moody's view that the operating environment pressure within Aleris' key regional markets, notably in Europe, has bottomed and that demand will recover at a slow though uneven pace over the medium term. While the company's Rolled Products Europe segment (RPEU) registered almost flat segment income during the fiscal first quarter of 2014 compared with the same prior year period (after declining 9% year- over-year in 2013), the segment's quarterly performance was buoyed by a 43% increase in auto body sheet demand resulting in improved product mix, which offset lower quarterly aerospace shipments and still-weak regional plate and sheet pricing. Additionally, fundamentals underpinning Aleris' Rolled Products North America segment (RPNA) are expected to benefit from gradually improving building and construction demand while the Rolled Products Asia Pacific segment (RPAP) should realize volume growth as a result of the company currently ramping up production at the new rolling mill in China, which began operations in 2013. Moody's expect some increase in debt balances to help fund the $110 million acquisition of Nichols Aluminum, LLC ("Nichols") in an all-cash transaction, which was completed on April 1, 2014. However, Moody's anticipate that the company will exhibit a more favorable leverage profile as EBITDA improves from volume growth and cost savings over the next 12 to 18 months. Furthermore, on April 15, 2014, the company announced that it was evaluating the potential sale of its Recycling and Specification Alloys businesses. Such a sale, if consummated, could be a modest benefit to the company's liquidity position. Although the headwinds that have negatively impacted the company in 2013 have likely abated, credit metrics have been weak for the B1 rating. Moody's estimate that debt-to-EBITDA and EBIT-to- interest for the 12 months ending March 31, 2014 were approximately 8.2x (versus 7.9x in 2013) and 0.35x (versus 0.5x in 2013). This reflects less optimal volumes achieved in historical periods as well as high debt balances. For 2014, Moody's expect that a more favorable demand environment will lead to higher volumes and improved operating performance and credit metrics, with debt-to-EBITDA trending to below 6 times and EBIT-to-interest above 1 time. Furthermore, Moody's anticipate further progress in these metrics towards debt-to-EBITDA of 5 times and EBIT-to- interest of 2 times for 2015. These forecasts assume that RPEU will gain from rising automotive build rates in Europe, leading to higher volumes of aluminum rolled products sold in the region, flat to slow recovery in US building and construction demand, and the successful ramp-up of the new rolling mill in China. Moody's note that performance could exhibit occasional weakness over the near term given the limited availability and high prices of aluminum scrap, a key input for Aleris' products, and destocking activity in the aerospace sector, which is expected to continue throughout 2014. In addition, Moody's believe that the full benefits from the Nichols acquisition, if successfully integrated into Aleris' operations, will require some time to be realized. The negative outlook reflects Aleris' currently high debt balances, weak credit metrics, and the risk that end-market demand and resulting operating performance over the next 12 to 18 months remain weak such that a recovery in credit metrics to levels that are appropriate for the B1 rating is delayed beyond Moody's currently anticipated time horizon. Furthermore, certain near term headwinds such as tight aluminum scrap supply and inventory destocking by aerospace customers could cause volatility in the company's performance. Aleris' liquidity is expected to remain adequate over the next four quarters despite modest cash balances of $51.3 million at March 31, 2014, still weak earnings performance, and high near term CAPEX requirements. The company has guided to $165 million of CAPEX in 2014. Liquidity is supported by a $600 million ABL revolver, (subject to a borrowing base - estimated at $495.7 million at March 31, 2014) that expires on June 2016. Availability under the facility was $445.2 million at March 31, 2014. Given the company's modest cash balances and the recent acquisition of Nichols, Moody's anticipate that there will be moderate borrowings under the ABL over the next four quarters. However, Moody's believe that remaining availability will be sufficient to cover near term working capital and CAPEX requirements. The B2 rating on Aleris' senior unsecured notes reflects the application of Moody's loss given default methodology and the weaker position of the notes in the liabilities waterfall behind the secured ABL and term loans, and priority accounts payables. The rating could be downgraded if Aleris' key end markets continue to be challenged, performance remains weak or deteriorates, and the company generates sustained negative cash flow such that an improvement in credit metrics is delayed beyond Moody's current expectations. Ratings could also come under pressure if Aleris' major equity sponsors complete another debt financed dividend or acquisition, or if liquidity evidences a material contraction. Quantitatively, ratings could be lowered if it is likely that debt-to-EBITDA and EBIT-to-interest are likely to be sustained above 5.5 times and below 1.5 times for a longer than expected time horizon. At this time, an upgrade is unlikely over the next 12 to 18 months given the weak metrics, challenging industry conditions, and the need for Aleris to achieve more optimal volumes relative to recent historical levels. Aleris' limited post-bankruptcy operating history and the uncertainty as to future financial policies are also limiting considerations. The outlook could be stabilized should the debt-to-EBITDA ratio trend toward and be sustained below 4.5 times and EBIT-to-interest above 2 times. The principal methodology used in this rating was the Global Steel Industry published in October 2012. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Headquartered in Beachwood, Ohio, Aleris International Inc. is a global manufacturer of aluminum products, serving primarily the aerospace, automotive and other transportation industries, building and construction, containers, packaging and metal distribution industries. For the 12 months ending March 31, 2014, Aleris generated revenues of $4.3 billion. The company's shares are majority owned by investment funds managed by Oaktree Capital Management, L.P. (who holds the majority position), affiliates of Apollo Management L.P., and Sankaty Advisors, LLC. AMARILLO BIOSCIENCES: Plan of Reorganization Confirmed ------------------------------------------------------ BankruptcyData reported that a bankruptcy court confirmed Amarillo Biosciences' Plan of Reorganization, filed Feb. 21, 2014. According to BData, under the court order, all property and assets of the Debtor will vest in the reorganized debtor, which may thereafter operate its business free of any restrictions imposed by the Code. The Debtor is authorized and directed to take all steps necessary and appropriate to implement the Plan without the need for further shareholder, director or other corporate approvals or action, including without limitation, the issuance of new equity securities to the Yang Group and the implementation of the reverse stock split specified in the Plan, BData added. Amarillo Biosciences, Inc., a developer of biologics for the treatment of human and animal diseases, filed for Chapter 11 protection (Bankr. N.D. Tex. Case No. 13-20393) on Oct. 31, 2013. Amarillo disclosed assets of $132,000 against $4.8 million in liabilities as of the bankruptcy filing. It is represented by Roger S. Cox, Esq., at Underwood Law Firm. AMSURG CORP: Moody's Places Ba3 CFR under Review for Downgrade -------------------------------------------------------------- Moody's Investors Services placed the Ba3 Corporate Family Rating and Ba3-PD Probability of Default Rating of AmSurg Corp. ("AmSurg") under review for downgrade, following the company's announcement on May 29, 2014 that it has entered into an agreement to acquire Sheridan Holdings, Inc. ("Sheridan") in a transaction valued at $2.35 billion. The proposed acquisition, which has been approved by the respective boards of AmSurg and Sheridan is expected to be funded, though the issuance of $1.7 billion of new debt and $615 million of common equity. The rationale for the review for downgrade is the high pro forma leverage that will result from the proposed acquisition and the shift it represents to a much more aggressive acquisition strategy. Moody's currently expect that closing leverage will be between 5.7 and 6.2 times debt to EBITDA, which will likely push AmSurg's leverage above Moody's trigger to maintain the current Ba3 rating. Moody's review will focus on the expected performance of the combined entities, the proposed capital structure and strategy for deleveraging, the timing and magnitude of synergies realized, as well as the combined organization's free cash flow capabilities and liquidity. Ratings placed under review for downgrade: AmSurg Corp. Corporate Family rating at Ba3; Probability of Default Rating at Ba3-PD; $250 million senior unsecured notes due 2020 at Ba3 (LGD 3, 49%) The principal methodology used in this rating was the Global Healthcare Service Providers 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. AmSurg Corp. acquires, develops and operates ambulatory surgery centers in partnership with physicians. As of March 30, 2014 AmSurg had 243 centers, of which the company owned a majority interest (primarily 51%) in 240 ASCs and a minority interest in three ASCs. ARMORWORKS ENTERPRISES: Files Ch. 11 Plan with $3-Mil. PE Deal -------------------------------------------------------------- ArmorWorks Enterprises LLC filed a revised Chapter 11 plan backed by a $3 million deal with private equity firm Diversis Capital LLC after failing to sell its business for lack of bidders. Law360 reported that ArmorWorks inked a deal to escape Chapter 11 under the control of Diversis, which will pay $3 million for a majority stake in the defense contractor. According to Law360, the Diversis-sponsored reorganization plan comes after the planned auction canceled in February. Bill Rochelle, the bankruptcy columnist for Bloomberg News, said the new plan gives them the option of receiving 20% in cash on emergence from bankruptcy or 100% paid over five years. Diversis gets 65.5% of the new common stock and all of the preferred shares, Mr. Rochelle said. Managers get some of the equity in return for contribution of assets, Mr. Rochelle added. A hearing to consider approval of the disclosure statement explaining the Plan is scheduled for June 13. About ArmorWorks Enterprises Military armor systems provider ArmorWorks Enterprises, LLC, and affiliate TechFiber LLC sought Chapter 11 protection (Bankr. D. Ariz. Case Nos. 13-10332 and 13-10333) in Phoenix on June 17, 2013, along with a plan that resolves a dispute with a minority shareholder and $3.5 million of financing that would save the company from running out of cash. ArmorWorks develops advanced survivability technology and designs and manufactures armor and protective products. ArmorWorks has produced over 1.25 million ceramic armor and composite armor protection components for a variety of personnel armor, aircraft, and vehicle applications. The Debtors have tapped Todd A. Burgess, Esq., John R. Clemency, Esq., Lindsi M. Weber, Esq., and Janel M. Glynn, Esq., at Gallagher & Kennedy, as counsel; and MCA Financial Group, Ltd., as financial advisor. ArmorWorks estimated $10 million to $50 million in assets and liabilities. The U.S. Trustee for Region 14 appointed creditors to serve on an Official Committee of Unsecured Creditors. Forrester & Worth, P.L.L.C. represents the Committee as its general counsel. As of May 26, 2012, ArmorWorks had total assets of $30.9 million and total liabilities of $12.04 million. ArmorWorks and TechFiber sought and obtained an order (i) transferring the In re TechFiber, LLC chapter 11 case to the Honorable Brenda Moody Whinery, the judge assigned to the ArmorWorks Chapter 11 case, and (ii) authorizing the joint administration of the Debtors' cases. APOLLO MEDICAL: Changes Fiscal Year End to March 31 --------------------------------------------------- The Board of Directors of Apollo Medical Holdings, Inc., changed its fiscal year end from January 31 to March 31. The Company will file a transition report on Form 10-Q covering the transition period Feb. 1, 2014, to March 31, 2014, within the time period prescribed by the rules of the Securities and Exchange Commission. The Company elected to change its fiscal year end in order to simplify business processes and to align the Company's fiscal year with the reporting periods for other healthcare services reporting companies to allow for easier comparison and industry coverage. About Apollo Medical Glendale, Calif.-based Apollo Medical Holdings, Inc., provides hospitalist services in the Greater Los Angeles, California area. Hospitalist medicine is organized around the admission and care of patients in an inpatient facility such as a hospital or skilled nursing facility and is focused on providing, managing and coordinating the care of hospitalized patients. Apollo Medical reported a net loss of $4.55 million for the year ended Jan. 31, 2014, following a net loss of $8.90 million for the year ended Jan. 31, 2013. As of Jan. 31, 2014, the Company's balance sheet showed $3.95 million in total assets, $5.65 million in total liabilities and a $1.69 million total stockholders' deficit. ASPEN GROUP: Seeks to Remove Stale Financials From Publishers ------------------------------------------------------------- Aspen Group, Inc., disclosed in a Form 8-K filed with the U.S. Securities and Exchange Commission that EDGAR Online, which supplies information to Yahoo! Finance, erroneously posted historical financial statements of the Company through March 31, 2013, which was almost 15 months old. Since March 31, 2013, the Company has changed its fiscal year to April 30th, and has restated its financials reflecting a discontinued operation. Additionally, the Company has filed a Form 10-KT and three Form 10-Q's based on the new fiscal year, including one on March 17, 2014. The Company said it is working diligently with EDGAR Online to remove these stale financials from its publishers such as Yahoo! Finance and post all historical financial statements as filed with the Securities and Exchange Commission. The Company intends to file its Form 10-K for the year ended April 30, 2014, in July 2014. About Aspen Group Denver, Colo.-based Aspen Group, Inc., was founded in Colorado in 1987 as the International School of Information Management. On Sept. 30, 2004, it was acquired by Higher Education Management Group, Inc., and changed its name to Aspen University Inc. On May 13, 2011, the Company formed in Colorado a subsidiary, Aspen University Marketing, LLC, which is currently inactive. On March 13, 2012, the Company was recapitalized in a reverse merger. Aspen's mission is to become an institution of choice for adult learners by offering cost-effective, comprehensive, and relevant online education. Approximately 88 percent of the Company's degree-seeking students (as of June 30, 2012) were enrolled in graduate degree programs (Master or Doctorate degree program). Since 1993, the Company has been nationally accredited by the Distance Education and Training Council, a national accrediting agency recognized by the U.S. Department of Education. The Company reported a net loss of $6.01 million on $2.68 million of revenues for the year ended Dec. 31, 2012, as compared with a net loss of $2.13 million on $2.34 million of revenues during the prior year. As of Jan. 31, 2014, the Company had $3.67 million in total assets, $5.29 million in total liabiities and a $1.62 million total stockholders' deficit. Salberg & Company, P.A., in Boca Raton, Florida, issued a "going concern" qualification on the consolidated financial statements for the transition period ending April 30, 2013. The independent auditors noted that the Company has a net loss allocable to common stockholders and net cash used in operating activities for the four months ended April 30, 2013, of $1,402,982 and $918,941, respectively, and has an accumulated deficit of $12,740,086 at April 30, 2013. These matters raise substantial doubt about the Company's ability to continue as a going concern. ASSOCIATED ESTATES: S&P Raises CCR to 'BBB-' from 'BB+' ------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on Richmond Heights, Ohio-based Associated Estates Realty Corp. (Associate Estates) to 'BBB-' from 'BB+'. The outlook is stable. At the same time, S&P affirmed its senior unsecured ratings on the company's debt at 'BBB-' and withdrew its '2' recovery ratings. "Our assessment of Associated Estate's "fair" business risk profile reflects the company's small, but good-quality apartment portfolio in predominantly suburban Midwest, Mid-Atlantic, Southeast, and Southwest markets that we believe exhibit high single-family housing affordability and meaningful new supply risk in select markets," said Standard & Poor's credit analyst Lisa Sarajian. As of March 31, 2014, the company had $1.7 billion invested in 52 operating properties and another 5 development projects that will be completed over the next three years. S&P's "fair" assessment also reflects the company's weaker competitive position due to improving but still relatively low critical mass within its markets which contributes to higher overhead and larger development exposure relative to peers. S&P currently views the company's financial risk profile as "intermediate" based on its projected debt to un-depreciated book capital in the mid-40% area and expectations for gradually improving debt to EBITDA to the mid-7x area over the next two years. The bulk of the company's debt is fixed (or swapped-to- fixed), though very low weighted average debt costs presently provide some subsidy to fixed-charge and common dividend coverage measures which were strong at 2.9x and 1.3x, respectively as of March 31, 2014. Recurring capital expenditures, manageable and a reasonably well-laddered debt maturity schedule provides sufficient balance sheet flexibility. Funding and execution risks associated with the company's two large West Coast development projects have been partially mitigated by the use of joint-venture structures, guaranteed fixed-price development contracts and project level financing. S&P's expectation that management will fund its portfolio expansion including development pursuits in a leverage-neutral manner remains a critical support to current ratings. The stable outlook reflects S&P's expectation for industry fundamentals to remain favorable (albeit decelerating from the past few years) and that Associated will be able to execute on its continued portfolio expansion and repositioning strategy and achieve improved critical mass within its recently entered markets while maintaining an intermediate financial risk profile. Specifically, S&P assumes FCC will be maintained in the high 2x to low 3x area, the common dividend will be comfortably covered, development will be prudently pursued and portfolio growth will be leverage neutral. S&P would lower the corporate credit rating if the company struggles to execute on its larger, more complex development projects, becomes overly reliant upon short-term or variable rate debt to support its growth or performance within the core portfolio deteriorates. Should any of these situations come to pass, S&P would remove the current "positive" comparable ratings modifier which would drive the corporate credit rating lower by one-notch back to 'BB+'. S&P sees limited near-term potential for an upgrade, given the company's smaller platform, elevated development appetite and potential refinancing risk in future years when borrowing costs are expected to be higher. The business risk profile would also need to improve to satisfactory from the current fair for S&P to consider an upgrade, and this would require S&P to view the company's scale, scope, and diversity as well as management and governance more favorably than it presently do. BOOMERANG SYSTEMS: Amends Q1 Form 10-Q to Add Disclosure -------------------------------------------------------- Boomerang Systems, Inc., amended its quarterly report on Form 10-Q for the quarterly period ended March 31, 2014, to include previously omitted disclosure. The only changes made to the previously filed Form 10-Q were additional disclosures made in Footnote 1 and Management's Discussion and Analysis - Liquidity and Capital Resources. A copy of the Amended Form 10-Q as filed with the U.S. Securities and Exchange Commission is available for free at http://goo.gl/dY36dZ About Boomerang Systems Headquartered in Morristown, New Jersey, Boomerang Systems, Inc. (Pink Sheets: BMER) through its wholly owned subsidiary, Boomerang Utah, is engaged in the design, development, and marketing of automated racking and retrieval systems for automobile parking and automated racking and retrieval of containerized self-storage units. Boomerang Systems incurred a net loss of $11.22 million for the year ended Sept. 30, 2013, following a net loss of $17.42 million for the year ended Sept. 30, 2012. The Company's balance sheet at March 31, 2014, showed $6.19 million in total assets, $21.51 million in total liabilities and a $15.31 million total stockholders' deficit. Bankruptcy Warning "Our operations may not generate sufficient cash to enable us to service our debt. If we were to fail to make any required payment under the Loan Agreement, notes and agreements governing our indebtedness or fail to comply with the covenants contained in the Loan Agreement, notes and agreements, we would be in default. A debt default could significantly diminish the market value and marketability of our common stock and could result in the acceleration of the payment obligations under all or a portion of our consolidated indebtedness, or a renegotiation of our Loan Agreement with more onerous terms and/or additional equity dilution. If the debt holders were to require immediate payment, we might not have sufficient assets to satisfy our obligations under the Loan Agreement, notes or our other indebtedness. It may also enable their lenders under the Loan Agreement to foreclose on the Company's assets and/or its ownership interests in its subsidiaries. In such event, we could be forced to seek protection under bankruptcy laws, which could have a material adverse effect on our existing contracts and our ability to procure new contracts as well as our ability to recruit and/or retain employees. Accordingly, a default could have a significant adverse effect on the market value and marketability of our common stock," the Company said in the annual report for the year ended Sept. 30, 2013. BRIDLE PATH: Case Summary & 8 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Bridle Path, LLC PO Box 81 Sorrento, FL 32776 Case No.: 14-06414 Type of Business: Single Asset Real Estate Chapter 11 Petition Date: May 31, 2014 Court: United States Bankruptcy Court Middle District of Florida (Tampa) Debtor's Counsel: Perry G Gruman, Esq. PERRY G. GRUMAN, P.A. 3400 West Kennedy Boulevard Tampa, FL 33609 Tel: 813-870-1614 Email: ross@grumanlaw.com Estimated Assets: $10 million to $50 million Estimated Debts: $1 million to $10 million The petition was signed by Rich Mozdzer, managing member. List of Debtor's eight Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Dario Diaz Law Attorney Fees $100,000 Fowler White Boggs Banker PA Attorney Fees $75,000 Freeborn Peters LLP Attorney Fees $98,000 Gray Robinson Attorney Fees $20,000 Hank Fishkind & Assoc., Inc. Expert Witness $15,000 Reports Lavelle Law Attorney Fees $5,000 Morgan & Morgan Attorney Fees $67,000 Paul Willes Appraiser $3,650 BUDD COMPANY: Jenner & Block Approved as Retirees' Attorney ----------------------------------------------------------- The Committee of Executive & Administrative Retirees of The Budd Company, Inc. sought and obtained permission from the Hon. Jack B. Schmetterer of the U.S. Bankruptcy Court for the Northern District of Illinois to retain Jenner & Block LLP as attorneys for the Committee, effective May 6, 2014. The Retiree Committee requires Jenner & Block to act as its counsel for all matters relating to the performance of the Retiree Committee's duties under 11 U.S.C. Section 1114, including, without limitation, the following services: (a) providing assistance, advice and representation concerning any proposed modification of the benefits to be provided to the Debtor's non-union retirees; (b) negotiating with the Debtor concerning any proposed modification of the non-union retirees' benefits in general; (c) representing the Retiree Committee in any proceedings and hearings that involve or might involve matters pertaining to the benefits of the non-union retirees; (d) preparing on behalf of the Retiree Committee any necessary adversary complaints, motions, applications, orders and other legal papers relating to such matters; (e) advising the Retiree Committee of its powers and duties; (f) prosecuting and defending litigation matters and such other matters concerning any proposed modification of the non- union retirees' benefits that might arise; (g) advising the Retiree Committee with respect to bankruptcy, general corporate, labor, employee benefits and litigation issues concerning any proposed modification of the non- union retirees' benefits; and (h) performing such other legal services as may be necessary and appropriate for the efficient and economical resolution of the Retiree Committee's consideration of any proposal to modify the non-union retirees' benefits. Jenner & Block will be paid at these hourly rates: Partners $625-$1,150 Associates $365-$665 Staff Attorneys $295-$360 Paralegals $275-$325 Project Assistants $190-$200 Catherine Steege, Partner $900 Charles B. Sklarsky, Partner $1,000 Melissa M. Root, Partner $650 Landon S. Raiford, Associate $580 Toi Hooker, Paralegal $325 Jenner & Block will also be reimbursed for reasonable out-of- pocket expenses incurred. Catherine Steege, partner of Jenner & Block, 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. Jenner & Block can be reached at: Catherine Steege, Esq. JENNER & BLOCK LLP 353 N Clark St. Chicago, IL 60654 Tel: (312) 923-2952 Fax: (312) 840-7352 E-mail: csteege@jenner.com About The Budd Company The Budd Company, Inc., a former supplier to the automotive industry, filed for chapter 11 bankruptcy protection (Bankr. N.D. Ill. Case No. 14-11873) on March 31, 2014, with a deal to settle potential claims against its parent, ThyssenKrupp AG. The company -- which ceased manufacturing operations in 2006 and does not have any current employees, facilities or customers -- has obligations consisting largely of medical and other benefits to approximately 10,000 former employees. Liabilities amount to approximately $1 billion with assets of approximately $400 million. Most of the debt consists largely of medical and other benefits to approximately 10,000 former employees. The Hon. Jack B. Schmetterer oversees the case. The Debtor has tapped Proskauer Rose LLP as Chapter 11 counsel, Dickinson Wright PLLC as special counsel, Epiq Bankruptcy Solutions, LLC as noticing, claims and balloting agent, and Conway MacKenzie Management Services, LLC's Charles M. Moore as CRO. BUDD COMPANY: Court Okays Segal Company as Retirees' Consultant --------------------------------------------------------------- The Committee of Executive & Administrative Retirees of The Budd Company, Inc. sought and obtained permission from the Hon. Jack B. Schmetterer of the U.S. Bankruptcy Court for the Northern District of Illinois to retain The Segal Company (Eastern States), Inc. as actuarial consultant for the Retiree Committee effective May 8, 2014. The Retiree Committee requires Segal Company to: (a) assist financial advisors in projecting the cash flow of Debtor's costs related to benefit plans; (b) provide education regarding benefits to the Retiree Committee; (c) advise and assist the Retiree Committee in its examination and analysis of any proposed retiree benefit modifications by the Debtor that impacts the Retiree Committee and its constituents; (d) participate in meetings and negotiations with the Debtor, its advisors and counsel regarding proposed modifications, underlying assumptions, and support information; (e) perform other actuarial and consult services as may be necessary and appropriate to assist the Retiree Committee in its deliberations, as requested; and (f) provide testimony on related matters, as appropriate. Segal Company will be paid at these hourly rates: Senior Vice President $480-$790 Vice President $370-$525 Actuaries $300-$450 Consultants $280-$540 Analytics $180-$340 Thomas Levy $790 Stuart Wohl $535 Howard Atkinson $500 Adam Condrick $455 Danny Rhodes $370 Melanie Clark $335 Dan Haar $235 Nabeel Kirmani $230 Segal Company will also be reimbursed for reasonable out-of-pocket expenses incurred. Stuart Wohl, senior vice president of Segal Company, 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. Segal Company can be reached at: Stuart Wohl THE SEGAL COMPANY (EASTERN STATES), INC. 1920 N St NW Ste 400 Washington, DC 20036-1620 Tel: (202) 833-6431 E-mail: swohl@segalco.com About The Budd Company The Budd Company, Inc., a former supplier to the automotive industry, filed for chapter 11 bankruptcy protection (Bankr. N.D. Ill. Case No. 14-11873) on March 31, 2014, with a deal to settle potential claims against its parent, ThyssenKrupp AG. The company -- which ceased manufacturing operations in 2006 and does not have any current employees, facilities or customers -- has obligations consisting largely of medical and other benefits to approximately 10,000 former employees. Liabilities amount to approximately $1 billion with assets of approximately $400 million. Most of the debt consists largely of medical and other benefits to approximately 10,000 former employees. The Hon. Jack B. Schmetterer oversees the case. The Debtor has tapped Proskauer Rose LLP as Chapter 11 counsel, Dickinson Wright PLLC as special counsel, Epiq Bankruptcy Solutions, LLC as noticing, claims and balloting agent, and Conway MacKenzie Management Services, LLC's Charles M. Moore as CRO. CABLE & WIRELESS: S&P Revises Outlook to Stable, Affirms 'BB' CCR ----------------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on Miami- based (London headquartered) telecommunications group Cable & Wireless Communications PLC (CWC) to stable from negative. At the same time, S&P affirmed its 'BB' long-term corporate credit rating on CWC. In addition, S&P affirmed its 'B+' and 'BB' issue ratings on the various senior notes issued by CWC's subsidiaries. The outlook revision follows the completion of CWC's divestment plan. This has provided S&P with greater understanding of the group's strategy and intentions. S&P notes that CWC has used a large portion of the disposal proceeds to repay debt and is refocusing its strategy on the Latin-American and Caribbean regions. Therefore, S&P sees limited risks that the group may reinvest in weaker businesses with high country risks or that leverage will increase in the near term. Over the past year, CWC announced $1.75 billion worth of disposals -- including the recent disposal of its participation in Monaco Telecom. CWC used some of these proceeds to repay almost $1.0 billion of debt, comprising debt at the subsidiary level, the drawn amount under CWC's revolving credit facility (RCF), and the group's senior notes due 2017. This has led to a significant leverage reduction. CWC is also using a portion of the proceeds to fund its recently announced $200 million, two-year restructuring plan for the Caribbean region. CWC intends to significantly improve its margin in the region through this plan -- the medium-term target is a 30% unadjusted EBITDA margin (up from about 24.5% in financial year ending March 31, 2013). The group also invested $100 million in spectrum and license extensions in Panama and $30 million in spectrum and license extensions in Jamaica, highlighting its strong commitment to these regions. While these regions carry meaningful country risks in S&P's view, it sees the additional investment as supportive of CWC's local competitive position. In addition, S&P anticipates that CWC will reap the benefits of being a more integrated, regional player in the Caribbean, now that it has a narrower scope and has relocated its corporate hub to Miami. CWC has leading positions in most of the other markets in which it operates, including Panama. The group also enjoys solid profitability and has good geographical, product, and customer diversification. These positive factors are partially offset by S&P's view that CWC will continue to face regulatory risks (even if S&P sees these as easing in Jamaica) and fierce competition in most of its markets. Among CWC's main markets, S&P considers that country risks are highest in Jamaica. From a financial standpoint, S&P expects CWC to run a significantly less-leveraged balance sheet following its debt repayment. It is important to note that S&P excludes a significant portion of the cash coming from the sale of the Monaco business as it anticipates that a material amount will be reinvested in the business in the coming months. Despite this, S&P continues to forecast relatively strong metrics, on a proportionate basis, for a "significant" financial risk profile, as defined by S&P's criteria. Metrics for this category include Standard & Poor's-adjusted leverage of 3.2x and adjusted funds from operations (FFO)-to-debt of 24%; both forecast for financial 2015. S&P's financial risk profile assessment also reflects its view of the risks associated with the group not having full ownership of its key assets (for instance, in Panama and the Bahamas), which leads to meaningful leakage of dividends to minority interests. The uncertainties S&P sees over the timing and future cash generation of reinvestments also make CWC's future discretionary cash flow generation after dividends uncertain. However, these weaknesses are partly offset by CWC's well- controlled management of its key assets and its subsidiaries' track record of steadily upstreaming dividends to CWC, based on a long-established dividend policy. The group's solid operating cash flow generation and significant cash balances provide further support to the financial risk profile. S&P's base case assumes: -- Minor real GDP growth for the Caribbean region (Barbados: about 1.0%; -- Jamaica: 1.5%; Bahamas: 2.0%), while Panama should continue to grow at a high single-digit rate (7.0% for 2014). -- A slight revenue decline in financial 2015 (excluding Monaco) with slow growth in Panama not completely offsetting the anticipated decline in the Caribbean. -- An improvement in the EBITDA margin, on the back of the optimization plan in the Caribbean region--reaching an adjusted margin of 33.5% in financial year 2015. -- An increase in capital expenditure as the company will continue to invest in its networks, both mobile and fixed. Based on these assumptions, S&P arrives at the following credit measures: -- Adjusted proportionate leverage expected to stand at 3.2x in financial 2015--anticipated to decline to 3.0x in two years. -- Adjusted proportionate FFO-to-debt at 24% in financial 2015; S&P expects this to significantly improve. -- Discretionary cash flow anticipated to return to positive for financial 2015, but still be relatively weak. The stable outlook reflects S&P's view that CWC's credit metrics are likely to improve as a result of better cash generation, which will help to naturally reduce leverage. It also reflects S&P's view that CWC will maintain its leading market positions, and is likely to report broadly stable revenues and sustain an EBITDA margin of about 30%. Additionally, S&P anticipates that underlying operating cash flow generation will remain solid, at or above the current level, and that discretionary cash flow will return to at least break-even over the next 12-18 months as cash flow generation continues to improve. This should enable the group to maintain adjusted leverage at a level below 3.5x on a proportionate basis (or less than 2.5x on a consolidated basis). S&P considers rating upside in the near term as limited, chiefly owing to significant country risks and CWC's lack of full ownership of its key assets. A further constraint is the group's limited headroom under the leverage threshold that S&P deems commensurate with the current ratings. S&P would require adjusted leverage to be well below 3.0x and adjusted FFO-to-debt to be comfortably higher than 30% -- both on a proportionate basis -- before considering an upgrade. The ratings could come under pressure if the improvement S&P anticipates in discretionary cash flow generation appears unlikely to materialize in the near term -- particularly if it were to remain negative for an extended period of time. Ratings pressure could also arise if management takes a more aggressive attitude toward shareholder returns or mergers and acquisitions. Such a scenario could result in leverage exceeding the aforementioned levels that S&P deems commensurate with the rating. CASH STORE: ASC Issues Management Cease Trade Order --------------------------------------------------- The Cash Store Financial Services Inc. on May 31 disclosed that a Cease Trade Order was issued on May 30, 2014, by the Alberta Securities Commission due to the Company failing to file interim unaudited financial statements, interim management's discussion and analysis, and certification of interim filings for the period ended March 31, 2014, pursuant to section 146 of the Securities Act (Alberta). Per the terms of the Cease Trade Order, all trading in the Company's securities has ceased. As the Company announced on May 16, 2014, its inability to file these materials is attributable to the circumstances of the Company's ongoing court-supervised restructuring process under the Companies' Creditors Arrangement Act. Cash Store Financial intends to file the Continuous Disclosure Documents as soon as is commercially reasonable, or as requested by the Court, and is committed to completing the restructuring process as quickly and efficiently as is possible. The Company remains open for business with its branches operating. Further details regarding the Company's CCAA proceedings are available on the Monitor's Web site at http://cfcanada.fticonsulting.com/cashstorefinancial/ About Cash Store Financial Headquartered in Edmonton, Alberta, Cash Store Financial Services Inc. (TSX: CSF) is a lender and broker of short-term advances and provider of other financial services in Canada. Cash Store Financial operates 510 branches across Canada under the banners "Cash Store Financial" and "Instaloans". Cash Store Financial also operates 27 branches in the United Kingdom. Cash Store Financial is not affiliated with Cottonwood Financial Ltd. or the outlets Cottonwood Financial Ltd. operates in the United States under the name "Cash Store". Cash Store Financial does not do business under the name "Cash Store" in the United States and does not own or provide any consumer lending services in the United States. Cash Store Financial reported a net loss and comprehensive loss of C$35.53 million for the year ended Sept. 30, 2013, as compared with a net loss and comprehensive loss of C$43.52 million for the year ended Sept. 30, 2012. As of Sept. 30, 2013, the Company had C$164.58 million in total assets, C$165.90 million in total liabilities and a C$1.32 million shareholders' deficit. CENTRAL GARDEN: Moody's Affirms B2 Corporate Family Rating ---------------------------------------------------------- Moody's Investors Service upgraded Central Garden & Pet speculative grade liquidity rating to SGL 2 from SGL 3 because of the company's improved liquidity position. All other ratings were affirmed, including the B2 Corporate Family Rating. The rating outlook is stable. "The upgrade in the liquidity rating reflects Moody's expectation of improved free cash flow generation over the next 12-18 months combined with the cushion afforded by not having to comply with quarterly financial covenants in the ABL revolving credit facility," said Kevin Cassidy, Senior Credit Officer at Moody's Investors Service. "Not having quarterly financial covenants enables the company to focus on its long term plan of revitalizing both the Pet and Garden segments through cost reductions and product innovations," he said. Rating upgraded: Speculative grade liquidity rating to SGL 2 from SGL 3; Ratings affirmed: Corporate Family Rating at B2; Probability of Default Rating at B2-PD; $450 million senior subordinated notes at B3 (LGD5, 72% from 73%) Ratings Rationale Central Garden's B2 Corporate Family Rating reflects its high leverage at over 5 times (Moody's adjusted and excluding seasonal borrowings), modest operating performance, limited geographic diversification with a primary focus in the Southeast and single digit operating margins. The ratings are also constrained by the seasonality of its earnings and cash flows, weather dependency, exposure to volatile raw materials prices, the somewhat discretionary nature of its products and by its highly concentrated customer base. The rating is supported by the company's strong market position in pet and lawn & garden, moderate size with revenue around $1.7 billion, solid brand recognition among consumers and moderate financial policies. The stable outlook reflects Moody's view that the company's operating performance and credit metrics will remain at current levels for the next year or two. The ratings could be downgraded if Central's operating performance and/or credit metrics unexpectedly deteriorate. Sustained credit metrics necessary for a downgrade would be debt/EBITDA approaching 6.5 times (currently over 6 times, but around 5.5 times excluding seasonal borrowings), retained cash flow/net debt approaching 8% (presently around 10%, but about 12% excluding seasonal borrowings) and EBITA/interest approaching 1 time (presently at 1.1 times). The ratings are unlikely to be upgraded in the near term given the recent mpdest operating results. Over the longer term, the rating could be upgraded if the company is able to achieve most of its expected cost savings and is able to return earnings, cash flow and credit metrics to previous levels. Sustained credit metrics (outside of seasonal borrowings) necessary for an upgrade would be debt/EBITDA below 4.5 times, retained cash flow/net debt over 15% and EBITA/interest over 2 times. The principal methodology used in this rating was the Global Packaged Goods published in June 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. Central Garden & Pet Company located in Walnut Creek, California, manufactures an array of branded lawn and garden and pet supply products, and operates as a distributor for other manufacturers' products in both of these segments. Products and brands include Pennington grass seed and wild bird feed, AMDRO fire ant control bait, Rebel grass seed, private label manufacturer of Eliminator for Wal*Mart in the Garden Products Group and Kaytee wild bird, pet bird and small animal supplies; Nylabone dog bones and treats; Four Paws supplies for cats and dogs; Farnam equine supplies; Oceanic, Aqueon and Zilla produce aquatics supplies and aquarium in the Pet Products group. Sales approximated $1.7 billion for the twelve months ended March 29, 2014. CLEAREDGE POWER: Fuel-Cell Maker Seeks Auction on July 7 -------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that ClearEdge Power Inc., a producer of fuel cells, has asked the bankruptcy judge in San Jose, California, to approve procedures governing the sale of its assets and schedule an auction on July 7. According to the report, the Sunnyvale, California-based company wants the bankruptcy judge to require initial submission of bids by June 25 and schedule the sale-approval hearing on July 7. ClearEdge also filed official lists showing assets of $31.3 million against debt totaling $67.4 million, the report said. In a court filing, the company said assets were on the books for $189.4 million, with liabilities totaling $129.3 million, the report related. Debt on the official lists consists of $30.9 million in secured claims, $7.6 million of priority claims, and $28.8 million of unsecured debt, the report further related. About ClearEdge Power Sunnyvale, California-based ClearEdge Power Inc. and two other affiliates filed for Chapter 11 bankruptcy protection (Bankr. N.D. Cal. Lead Case No. 14-51955) on May 1, 2014, in San Jose. Affiliates ClearEdge Power, LLC, and ClearEdge Power International Service, LLC, are based in South Windsor, Connecticut, where the manufacturing operations are located. Privately held ClearEdge designs, manufactures, sells and services distributed generation fuel cell systems for commercial, industrial, utility and residential applications. ClearEdge bought United Technologies Corp.'s UTC Power division in late 2012. ClearEdge sought bankruptcy protection just a week after shutting operations. John Walshe Murray, Esq., at Dorsey and Whitney LLP, serves as counsel to the Debtors. Insolvency Services Group, Inc., serves as noticing and claims agent. Power Inc. estimated $100 million to $500 million in both assets and debts. The petitions were signed by David B. Wright, chief executive officer. COLDWATER CREEK: Creditors' Committee Slams $3.5M Exec Bonus Plan ----------------------------------------------------------------- Law360 reported that Coldwater Creek Inc.'s unsecured creditors blasted a proposed bonus plan that could pay four executives of the bankrupt clothing retailer more than $3.5 million, saying it provides little incentive for future endeavors and instead promises rewards for easily met goals. According to Law360, the Official Committee of Unsecured Creditors contends the key employee incentive program, or KEIP, violates the Bankruptcy Code because it is "nothing but a disguised retention plan for insiders" that would reward well-paid senior management based on metrics that will be reached without any additional effort on their parts. As previously reported by The Troubled Company Reporter, the U.S. Trustee also objected to the motion to approve $2.56 million of bonuses to the executives, saying the plan is a retention and severance package in disguise. The bonus dispute will be heard by U.S. Bankruptcy Judge Brendan L. Shannon in Delaware on June 2. 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. COTT CORPORATION: Moody's Says Aimia Deal No Impact on B2 CFR ------------------------------------------------------------- Moody's Investors Service said that Cott Corporation's proposed acquisition of Aimia Foods (Holdings) Limited is a long-term credit positive because it will continue the company's diversification away from U.S. carbonated soft drinks ("CSD"), although it slightly increases leverage in the short run and presents certain integration risks. The acquisition does not impact Cott's leverage enough to affect the company's B2 Corporate Family Rating or SGL-2 Speculative Grade Liquidity Rating. The principal methodology used in this rating was Global Soft Beverage Industry published in May 2013. Cott Corporation (Cott), headquartered in Toronto, Ontario, and Tampa, Florida, is one of the world's largest private label and contract manufacturing beverage companies. Cott's product portfolio includes CSDs, clear, still and sparkling flavored waters, juice, juice-based products, bottled waters, energy related drinks, and ready-to-drink teas. Cott's customers include many of the largest national and regional grocery, drugstore, and convenience store chains, and wholesalers. Sales for the twelve months ending March 29, 2014 were approximately $2.1 billion. Aimia Foods is a privately owned business based in Merseyside, United Kingdom with revenues of approximately USD$110 million for the twelve months ending March 31, 2014. The company is a manufacturer of hot and cold beverages including hot chocolate, coffee, powders, juice drinks and hot cereals. CRAFT INTERNATIONAL: Case Summary & 8 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Craft International LLC dba The Craft dba Craft 3824 Cedar Springs Road, #357 Dallas, TX 75219 Case No.: 14-32605 Chapter 11 Petition Date: May 30, 2014 Court: United States Bankruptcy Court Northern District of Texas (Dallas) Judge: Hon. Stacey G. Jernigan Debtor's Counsel: Seymour Roberts, Jr. NELIGAN FOLEY LLP 325 N. St. Paul, Suite 3600 Dallas, TX 75201 Tel: 214-840-5300 Fax: 214-840-5301 Email: sroberts@neliganlaw.com Debtor's SUMNER, SCHICK & PACE, LLP Litigation Counsel: Estimated Assets: $50,000 to $100,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Steven Young, chief executive officer and manager. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/txnb14-32605.pdf CUI GLOBAL: First Eagle Stake at 8.2% as of May 13 -------------------------------------------------- In a Schedule 13G filed with the U.S. Securities and Exchange Commission, First Eagle Investment Management, LLC, disclosed that as of May 13, 2014, it beneficially owned 1,692,753 shares of common stock of CUI Global, Inc., representing 8.23 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://goo.gl/2BAbdI About CUI Global Tualatin, Ore.-based CUI Global, Inc., formerly known as Waytronx, Inc., is a platform company dedicated to maximizing shareholder value through the acquisition, development and commercialization of new, innovative technologies. CUI Global reported a net loss allocable to common stockholders of $1.75 million in 2013, a net loss allocable to common stockholders of $2.52 million in 2012 and a net loss allocable to common stockholders of $48,763 in 2011. As of March 31, 2014, the Company had $100.14 million in total assets, $28.68 million in total liabilities and $71.45 million in total stockholders' equity. CYCLONE POWER: Incurs $1.1 Million Net Loss in First Quarter ------------------------------------------------------------ Cyclone Power Technologies, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $1.09 million on $0 of revenues for the three months ended March 31, 2014, as compared with a net loss of $668,886 on $251,441 of revenues for the same period in 2013. The Company's balance sheet at March 31, 2014, showed $1.37 million in total assets, $3.62 million in total liabilities and a $2.25 million total stockholders' deficit. "For the three months ended March 31, 2013, cash increased by $27,631. This is reflective of funds provided by the sale of common stock of $100,000, reduced inventory of $119,631, higher accounts payable and accrued expenses of $82,022, increased payables and accrued expenses to related parties of $98,958, and debt proceeds of $ 70,000. Funds were used by the net loss of $668,886 and debt repayment of $10,000. Non-cash charges for the three months were from the issuance of common stock, warrants and options for services of $181,785," the Company stated in the filing. A copy of the Form 10-Q is available for free at: http://goo.gl/rkPnd5 About Cyclone Power Pompano Beach, Fla.-based Cyclone Power Technologies, Inc. (Pink Sheets: CYPW) is a clean-tech engineering company, whose business is to develop, commercialize and license its patented Rankine cycle engine technology for applications ranging from renewable power generation to transportation. The Company is the successor entity to the business of Cyclone Technologies LLLP, a limited liability limited partnership formed in Florida in June 2004. Cyclone Technologies LLLP was the original developer and intellectual property holder of the Cyclone engine technology. Cyclone Power reported a net loss of $3.79 million on $715,382 of revenues for the year ended Dec. 31, 2013, as compared with a net loss of $3 million on $1.13 million of revenues for the year ended Dec. 31, 2012. Mallah Furman, in Fort Lauderdale, Florida, 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 dependence on outside financing, lack of sufficient working capital, and recurring losses raises substantial doubt about its ability to continue as a going concern. DETROIT, MI: Fitch Maintains 'BB' Rating on $1.3BB Sewer Bonds -------------------------------------------------------------- Fitch Ratings maintains the Rating Watch Negative on the following city of Detroit, Michigan (the city) bonds issued on behalf of the Detroit Water and Sewerage Department (DWSD): -- $1.1 billion senior lien water revenue bonds 'BB+'; -- $565 million second lien water revenue bonds 'BB'. -- $1.6 billion senior lien sewer revenue bonds 'BB+'; -- $788 million second lien sewer revenue bonds 'BB'. SECURITY Senior lien water and sewer bonds are separately secured by a first lien on net revenues of each water and sewer system (the systems). Second lien bonds are separately secured by a second lien on the net revenues of each system after payment of senior lien bonds. KEY RATING DRIVERS WATCH MAINTAINED DUE TO UNCERTAINTY: A key assumption underpinning Fitch's ratings is that water/sewer bondholders are legally protected from impairment under Chapter 9 given the clear intent of the bankruptcy code to carve out debt supported by special revenues. Nonetheless, there remains uncertainty surrounding the city Emergency Manager's (the EM) attempt to impair system bondholders under the city's Fourth Amended Plan of Adjustment (the POA). The POA includes removal of the call protection, threatened reduction in interest coupon and possible subordination of bondholder security interest. Fitch believes that there is no legal basis to compel bondholders to accept such impairment as proposed in the POA. WEAK FINANCIAL OPERATIONS: The system continues to exhibit weak financial performance. Fiscal 2014 debt service coverage (DSC) numbers that are expected to fall below projections. Fitch believes financial improvement over the near term is unlikely given significant customer delinquencies and the loss of the water system's largest wholesale customer. Fitch's concern about DWSD's financial profile is further exacerbated by the city's status as a bankrupt entity. SEPARATE OPERATIONS: All system funds and accounts are separate and distinct from other city funds including the city's general fund. Excess system funds are invested by the bond trustee for and at the direction of DWSD. HIGHLY LEVERAGED DEBT PROFILE: The systems' debt load is expected to remain elevated for the foreseeable future. Borrowing needs for sewers are moderate and for water, minimal. EXPANSIVE SERVICE TERRITORY: The systems provide essential services to a broad area. The water system covers roughly 43% of Michigan's population, with over 70% of operating revenues coming from wealthier suburban customers. The sewer system includes roughly 30% of Michigan's population, with over 50% of operating revenues coming from suburban customers. STRONG RATE-ADJUSTMENT HISTORY: The governing body has instituted virtually annual rate hikes in support of financial and capital needs. While there have been changes in the city's governance structure through the appointment of the EM, Fitch does not view this change as a concern at this time. RATING SENSITIVITIES IMPAIRMENT OF BONDHOLDERS: Fitch would likely view the court's confirmation of the POA as filed on May 5,2014 as a distressed debt exchange leading to a ratings downgrade to as low as 'D'. In any event, no such rating action will be taken prior to resolution of significant objections filed by bondholders and other creditors. WEAKENED FINANCIAL PROFILE: DWSD's inability to maintain at least breakeven operations would likely result in a downgrade. SUSTAINED RATE INCREASES AND IMPROVED COLLECTIONS: Management's ability to consistently increase rates while improving residential retail collections will be important in maintaining the rating. CREDIT PROFILE CHAPTER 9 LEGAL PROTECTIONS AND SEPARATION FROM CITY OPERATIONS The ratings remain predicated on Fitch's view that there is substantial protection provided to the DWSD's system debt as it constitutes special revenue obligations under Chapter 9 of the bankruptcy code. The ratings also consider a separation of system funds from other city funds as required under city charter and the bond ordinance; billing and collection of rates and charges by DWSD. Relative autonomy by the department's governing structure to oversee the affairs of the system without undue influence by the city; and retention of surplus funds by the system. DWSD is an enterprise fund of the city and therefore is not entirely free from potential city influence. Any actions taken that directly or indirectly change this historical paradigm could exert immediate and significant credit pressure on system bonds. NEGATIVE WATCH MAINTAINED ON CITY'S PROPOSED POA The Negative Rating Watch continues to reflect uncertainty regarding potential event risks related to the EM's actions that attempt to impair DWSD bondholders. Fitch sees no apparent reason for DWSD bondholders to accept any impairment (including voting for the POA) given the very strong legal position of this debt within Chapter 9 bankruptcy proceedings. Should the POA be confirmed as filed and thereby result in impairment to bondholders, Fitch would likely view the action as a distressed debt exchange leading to a ratings downgrade to as low as 'D'. In any event, no such rating action will be taken prior to resolution of significant objections filed by bondholders and other creditors. The Fourth Amended POA proposes impairments to certain DWSD bondholders depending on whether they choose to accept or vote against the POA. Bondholders voting against the POA would be impaired as a result of receiving different interest coupons than currently held, with such coupons virtually guaranteed to be lower than the existing coupons. Bondholders voting for the POA will receive new existing rate (NER) DWSD bonds with coupons that are the same as the existing bonds' coupons. However, the NER DWSD bond holders would be impaired relative to their current position as the NER bonds will have no call protection as of the POA's effective date. Approximately $2.2 billion (or 42%) of combined water as sewer bondholders are impaired under the POA. While Fitch is unable to determine the criteria used by the EM to select which CUSIPs within Class 1A would be impaired, Fitch assumes that certain non- callable or callable bonds with final maturities or call dates after July 1, 2015 were selected to be impaired. WEAK FINANCIALS AND UNCERTAINTY PERSIST The system's fiscal 2013 audited results are currently unavailable but are expected to be released by June 30, 2014. The delay has been largely due to issues relating to the city's bankruptcy filing and the application of appropriate financial accounting and related disclosures in this scenario. DWSD recently disclosed detailed draft copies of its fiscal 2013 financial statements. The draft results reflect all-in sewer bond debt service coverage (DSC, including senior, subordinate and junior lien state revolving fund debt) at 0.97x as calculated by Fitch, well below its original projection of 1.22x. DSC for the water bonds was slightly higher at 1.12x but also below prior expectations of 1.29x. The decrease in DSC is primarily due to a decline in retail and wholesale revenues. The sewer system achieved actual debt service coverage in excess of 1x for fiscal 2013 largely due to the bond documents' exclusion from net revenues non-cash annual OPEB accrued expenses (totaling $13.6 million). This approach differs from Fitch's calculation of DSC which incorporates financial accruals. Bond ordinance debt service coverage based on the unaudited results for sewer was 1.03x and for water was 1.22x. The system's liquidity metrics are below average for unaudited fiscal 2013. Days cash on hand was a relatively low 61 days for sewer and 167 days for water. Significant delinquencies by city retail customers continue, with approximately 73% of active billings at least 60 days delinquent as of May 1. However, management's efforts to implement more timely water shut-offs over the last year (excluding winter months) are expected to improve the systems' overall collection rates in the near-term. DWSD forecasts that fiscal 2014 revenues will be below budgeted levels, again, due to lower system billings. The DWSD's operating expenses are estimated to be under budget as a result of attrition and other non-personnel cuts. Bond ordinance DSC for fiscal 2014 is projected to total 1.25x for sewer and 1.20x for water, which are both below DWSD's Jan. 1, 2013 projections of 1.3x for each system. LOSS OF LARGEST WATER CUSTOMER INTERMEDIATE TERM PRESSURE DWSD lost its second largest water wholesale customer on April 25, when Flint started supplying and treating its own drinking water. While Flint's water contract with DWSD expired on April 16, 2014, the department had expected that Flint's actual departure from the system would happen sometime over the next three to five years. DWSD projects that it will lose a total of approximately $2 million for the months of May and June (0.5% of total fiscal 2014 revenues) with Flint's departure. However, Genesee County, which previously purchased its water from Flint, is currently negotiating a full service contract with DWSD until the Karegnondi Water Authority pipeline to Lake Huron is built (within three-to- five years). At that time, Genesee County expects to maintain a standby emergency service contract with DWSD. DWSD projects that revenues from Genesee County should total approximately $12 million-$13 million for fiscal 2015; not enough to offset the estimated $25 million loss from a full year without Flint. Beginning in fiscal 2016, the balance of uncovered Flint costs is expected to be reallocated among remaining customers pursuant to DWSD wholesale contracts. SYSTEM LEVERAGE REMAINS HIGH Fitch expects leverage for both systems to remain high for the foreseeable future. DWSD's sewer debt profile is relatively weak with long-term debt per customer totaling a high $3,768 for sewer and $2,079 for water. Principal payout remains slow with only 28% of sewer debt maturing in 10 years; 26% for water. The systems' 2015-2019 capital improvement plans (CIP) total approximately $505 million each for water and sewer. Near-term debt issuances totaling approximately $150 million for sewer is expected in early fiscal 2015 with $155 million for water in fiscal 2016. BROAD SERVICE AREA ENHANCES SYSTEM STABILITY The water system is a regional provider serving around 4.2 million people or nearly 43% of Michigan's population, including the city's population of over 700,000. The system serves the city on a retail basis and 124 communities through 84 wholesale contracts. The service territory consists of an area of 138 square miles in Detroit and 981 square miles in eight counties. The sewer system is a regional provider serving around 2.8 million people or nearly 30% of Michigan's population, including the city. The system serves the city on a retail basis and 76 communities through 22 wholesale contracts. The service territory consists of an area of 138 square miles in Detroit and 850 square miles in three counties. Population and customer growth for both systems have experienced modest annual declines for a number of years. Detroit's population in particular has experienced continuous decline, but suburban areas have picked up most of the migration. CONSISTENT SYSTEM RATE INCREASES The board has consistently raised rates to meet financial and capital needs. However, unfavorable operating conditions (including very high delinquencies) and rising fixed costs have muted the positive revenue impact. For fiscal 2014, DWSD implemented 4% increases on July 1, 2013 and has approved another 4% increase for fiscal 2015. Annual increases of 4% are preliminarily forecast for fiscals 2016-2019. DETROIT, MI: Defends Pensioners' Better Plan Treatment ------------------------------------------------------ The City of Detroit, in a 256-page document filed with the U.S. Bankruptcy Court for the Eastern District of Michigan, Southern Division, responded to the more than 600 objections to the confirmation of the City's amended plan for the adjustment of debts. The City stated that the objections to the Plan generally strike at the heart of the City's settlements -- the "grand bargain" that provides for the donation of hundreds of millions of dollars to the City's most vulnerable creditors while preserving a core cultural asset for its residents and the surrounding communities. While many objecting parties claim that the City unfairly discriminates in favor of its pensioners at the expense of its financial creditors, the City argued that this claim fails as the Plan provides an augmented recovery for pensioners while respecting the Bankruptcy Code's prohibition against grossly disparate recoveries between creditor classes. A full-text copy of the City's response to Plan confirmation objections is available at http://is.gd/qIE5kg In a separate filing with the court, the City said it will complete document production on or before June 20. 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. ECO BUILDING: Incurs $31.4 Million Net Loss in March 31 Quarter --------------------------------------------------------------- Eco Building Products, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $31.43 million on $285,520 of total revenue for the three months ended March 31, 2014, as compared with a net loss of $2.21 million on $1.71 million of total revenue for the same period last year. For the nine months ended March 31, 2014, the Company reported a net loss of $35.75 million on $1.01 million of total revenue as compared with a net loss of $11.04 million on $4.14 million of total revenue for the same period in 2013. The Company's balance sheet at March 31, 2014, showed $2.71 million in total assets, $46.66 million in total liabilities and a $43.95 million total stockholders' deficit. On March 31, 2014, the Company had $49,020 cash on hand. A copy of the Form 10-Q is available for free at: http://goo.gl/7ZX9Po About Eco Building Vista, Calif.-based Eco Building Products is a manufacturer of proprietary wood products treated with an eco-friendly proprietary chemistry that protects against mold, rot, decay, termites and fire. Eco Building incurred a net loss of $24.59 million on $5.22 million of total revenue for the year ended June 30, 2013, as compared with a net loss of $11.17 million on $3.72 million of total revenue during the prior year. Sam Kan & Company, in Alameda, California, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2013. The independent auditors noted that the Company has generated minimal operating revenues, losses from operations, significant cash used in operating activities and its viability is dependent upon its ability to obtain future financing and successful operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. ENERGY FUTURE: In Settlement Talks With Second-Lien Bondholders --------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Energy Future Holdings Corp. is further extending until June 11 the deadline for holders of second-lien debt issued by Energy Future Intermediate Holding Co. to accept a settlement where second-lien debtholders could receive about half of make- whole. According to Mr. Rochelle, Energy Future said it will utilize the additional time for discussing with second-lien creditors about the settlement and the noteholders' proposal for alternative financing. 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. ESSAR STEEL: Moody's Places Caa1 Corp. Family Rating on Downgrade ----------------------------------------------------------------- Moody's Investors Service placed under review for downgrade all ratings of Essar Steel Algoma (ESA) including the Caa1 corporate family rating, the Caa1-PD probability of default rating, B1 Senior Secured ABL/term loan rating, B3 senior secured rating, and Caa2 senior unsecured rating. The speculative grade liquidity rating is unchanged at SGL-4. On Review for Downgrade: Issuer: Essar Steel Algoma Inc. Probability of Default Rating, Placed on Review for Downgrade, currently Caa1-PD Corporate Family Rating, Placed on Review for Downgrade, currently Caa1 Senior Secured Bank Credit Facility Sep 20, 2014, Placed on Review for Downgrade, currently B1 Senior Secured Regular Bond/Debenture Mar 15, 2015, Placed on Review for Downgrade, currently B3 Senior Unsecured Regular Bond/Debenture Jun 15, 2015, Placed on Review for Downgrade, currently Caa2 Outlook Actions: Issuer: Essar Steel Algoma Inc. Outlook, Changed To Rating Under Review From Negative Ratings Rationale The review is prompted by the significant debt maturities the company faces between September 2014 and June 2015 (approximately US$1.1 billion) and the announcement that ESA has appointed Blackstone Advisory Partners to assist in evaluating financing alternatives. The review also results from the continued very weak operating performance of the company and its constrained liquidity position. The review will focus on how ESA intends to refinance its capital structure and the time frame over which such a refinancing is expected to be completed, the level of debt that will be in the capital structure and the liquidity that will be provided. The review will also consider the potential for an improved and sustainable positive earnings performance now that the more favorable iron ore contract has become effective, which should result in a more competitive cost position, and the impact of the severe winter weather across the Great Lakes is behind the company. The principal methodology used in the ratings was the Global Steel Industry published in October 2012. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Headquartered in Sault Ste. Marie, Ontario, Canada, ESA is an integrated steel producer. Approximately 80% to 85% of ESA's sales are sheet products with plate products accounting for the balance. For the 12 months ending December 31, 2013, ESA generated revenues of C$1.8 billion. EVERYWARE GLOBAL: Enters Into Forbearance Agreement with Lenders ---------------------------------------------------------------- EveryWare Global, Inc. on May 31 disclosed that it entered into a Forbearance Agreement with the administrative agent and certain other lenders under the Company's Term Loan Agreement. In addition, EveryWare entered into an amendment to the Company's asset back loan ("ABL") agreement with the lenders under its ABL facility. The Company also announced it intends to partially reopen its Monaca, Pennsylvania facility. Sam Solomon, interim Chief Executive Officer of EveryWare, stated, "We are pleased to reach these agreements with our lenders and to reopen our Monaca facility. We thank all our business partners for their continued support." The Forbearance Agreement provides that the lenders under the Term Loan Agreement will forbear from exercising their rights and remedies under the Term Loan Agreement with respect to the events of default that occurred as a result of the Company's failure to comply with the maximum consolidated leverage ratio covenant and the minimum interest coverage ratio covenant for the fiscal quarter ended March 31, 2014. The period of forbearance is set to expire at 5:00 p.m. (New York City time) on June 30, 2014, unless terminated earlier pursuant to the terms of the Forbearance Agreement. In addition, the Company entered into an amendment to the Company's ABL agreement. Among other things, the ABL amendment provided for a 0.50% per annum interest rate increase and extended the temporary increase in the Company's available liquidity from May 30, 2014 to the earlier of (i) June 30, 2014 and (ii) the date on which the Forbearance Agreement terminates in accordance with its terms. Separately, the Company announced its intention to partially reopen its Monaca, Pennsylvania facility. As previously disclosed, the Company temporarily shut down the Monaca facility and its Lancaster, Ohio facility on May 15, 2014 as part of its efforts to conserve cash and reduce glassware inventory. The Company currently intends to reopen three of the six production lines at the Monaca facility on June 2, 2014 to support customer orders. The Company has not yet determined when it will reopen the remaining production lines or when it will reopen its Lancaster, Ohio facility. The Company also announced the resignation of Barry L. Kasoff from the Company's Board of Directors. Mr. Kasoff will be replaced on the audit committee by William Krueger, an existing member of the Board of Directors. Solomon added, "We would like to thank Barry for his valuable time and contributions to the Company. We wish him well in his future endeavors." About EveryWare EveryWare -- http://www/investors.everywareglobal.com-- is a global marketer of tabletop and food preparation products for the consumer and foodservice markets, with operations in the United States, Canada, Mexico, Latin America, Europe and Asia. Its global platform allows it to market and distribute internationally its total portfolio of products, including bakeware, beverageware, serveware, storageware, flatware, dinnerware, crystal, buffetware and hollowware; premium spirit bottles; cookware; gadgets; candle and floral glass containers; and other kitchen products, all under a broad collection of widely-recognized brands. Driven by devotion to design, EveryWare is recognized for providing quality tabletop and kitchen solutions through its consumer, foodservice, specialty and international channels. EveryWare was formed through the merger of Anchor Hocking, LLC and Oneida Ltd. in March of 2012. FERRELLGAS PARTNERS: S&P Raises CCR to 'B+'; Outlook Stable ----------------------------------------------------------- Standard & Poor's Ratings Services raised the corporate credit rating on Ferrellgas Partners L.P. and its operating subsidiary Ferrellgas L.P. to 'B+' from 'B'. The outlook is stable. At the same time, S&P raised the rating on Ferrellgas Partners' senior unsecured debt to 'B-' from 'CCC+' and raised the rating on Ferrellgas L.P.'s senior unsecured debt to 'B+' from 'B'. The '6' recovery rating at the partnership and '4' recovery rating at Ferrellgas L.P. remain unchanged. As of Jan. 31, 2014, Ferrellgas Partners had about $1.4 billion in balance-sheet debt. "The upgrade on Ferrellgas reflects an improved credit profile, as shown by stronger retail profit margins, record EBITDA levels, lower financial leverage, and higher distribution coverage," said Standard & Poor's credit analyst Mike Llanos. S&P expects the partnership to continue acquiring retail propane distributers in its operating territory to help offset customer attrition and to acquire companies outside the propane sector to offset seasonality in its cash flows. The recent $125 million acquisition of unrated Sable Environmental LLC demonstrates the diversification strategy. S&P expects the partnership to continue funding its acquisitions in a balanced manner. Standard & Poor's ratings on Ferrellgas Partners reflect the partnership's "weak" business risk profile and "aggressive" financial risk profile, as defined in S&P's criteria. The business risk assessment reflects S&P's view primarily of the difficult industry conditions inherent to propane distribution. Mild winter weather can severely affect the partnership's cash flow generation potential. There are also very low barriers to entry, leading to a fiercely competitive industry structure. Lastly, continuing customer conservation could erode propane demand. S&P assess the partnership's liquidity profile as "adequate." The stable outlook reflects S&P's view that Ferrellgas' credit measures are improving, and it expects the partnership to achieve a debt-to-EBITDA ratio between 4.75x and 5x and a distribution- coverage ratio of about 1.2x in 2014. S&P also expects the partnership to continue pursuing tuck-in acquisitions in a balanced manner to help offset customer conservation. S&P do not expect to raise the ratings in the near term absent an improvement in the business risk profile by diversifying its asset base or if S&P expects adjusted debt to EBITDA of about 4x and the distribution coverage ratio to be materially above 1x. S&P could lower the rating if measures deteriorate such that the total adjusted-debt-to-EBITDA approaches 6x, excluding peak borrowings. This could occur from a sharp drop in volumes and if retail margins drop to the low-60 cent area. S&P could also lower the ratings if the partnership aggressively pursues an acquisition that stretches its balance sheet as it seeks to diversify its cash flow at a time of underperformance. FIRST STREET: Ch.11 Trustee Taps RM Capital as Advisor ------------------------------------------------------ James S. Lowe II, the Chapter 11 Trustee of First Street Holdings NV, LLC and its debtor-affiliates, sought and obtained permission from the Hon. Roger L. Efremsky of the U.S. Bankruptcy Court for the Northern District of California to employ RM Capital Management LLC as financial advisor, effective Apr. 11, 2013. The Chapter 11 Trustee requires RM Capital to act as exclusive advisor to the Debtors and in that regard to: (a) identify potential purchasers and to solicit offers; (b) assist the Debtors in reviewing and negotiating terms for the sale; (c) on behalf of the Debtors, coordinate the due diligence efforts of the purchasers; and (d) assist the Debtors in negotiation of the final terms of the sale and final documentation and closing. Fees will be payable in full to RM Capital, in cash, simultaneous to the initial closing of the transaction. In the event any portions of the fees are not paid at the initial closing of the transaction they will become a priority lien on the Property. -- Fee for TMG Partners. In the event the Property is sold to TMG Partners, for RM Capital's role in the transaction, the Debtors agrees to pay RM Capital an advisory fee of $150,000 (the "TMG Advisory Fee"). -- Fee for Purchasers Procured by RM Capital. In the event the Property is sold to a purchaser procured by RM Capital, the Debtors agrees to pay RM Capital an advisory fee equal to the following: * 0.35% of the aggregate gross proceeds of the purchase price of $150 million, inclusive of any amounts paid to Morgan Stanley Real Estate Fund (the "Advisory Fee"); and * 5.0% of any amounts paid in excess of $150 million (the "Incentive Advisory Fee"). -- Fee for Purchasers Procured by Others. In the event the Property is sold to a purchaser procured by a party other than RM Capital, the Debtors agree to pay RM Capital an advisory fee equal to 0.25% of the aggregate gross proceeds of the purchase price, inclusive of any amounts paid to Morgan Stanley Real Estate Fund (the "Carveout Advisory Fee"). Notwithstanding anything else included herein, the Carveout Advisory Fee, if earned, shall not be less than $250,000. RM Capital will also be reimbursed for reasonable out-of-pocket expenses incurred. Marc Sznajderman, co-managing partner of RM Capital, 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. RM Capital can be reached at: Marc Sznajderman RM CAPITAL MANAGEMENT LLC 437 Madison Avenue, 23rd Floor New York, NY 10022 Tel: (212) 752-5385 x202 Tel: (917) 922-9303 E-mail: marc@rmcapgroup.com About First Street Holdings NV First Street Holdings NV, LLC, and Lydian SF Holdings, LLC, filed for Chapter 11 bankruptcy (Bankr. N.D. Calif. Case Nos. 11-49300 and 11-49301) on Aug. 30, 2011, before Judge Roger L. Efremsky. Debtor-affiliates 78 First Street, LLC, 88 First Street LLC, 518 Mission, LLC, First/Jessie LLC, JP Capital, LLC, Peninsula Towers LLC, and Sixty-Two First Street LLC (Bankr. N.D. Calif. Case Nos. 11-70224, 11-70228,, 11-70229, 11-70231, 11-70232, 11-70233 and 11-70234) filed for Chapter 11 bankruptcy on Sept. 23, 2011. The cases are jointly administered under Lead Case No. 11-49300. The Law Office of Julian Bach represents the Debtors as Chapter 11 counsel. Robert G. Harris, Esq., and Wendy W. Smith, Esq., at Binder & Malter, LLP represent the Debtors as Special Appellate Counsel. The Law Offices of Michael Brooks Carroll is special litigation counsel for certain debtors in adversary proceeding and related pending federal appeal. Colliers Parrish International Inc. serves as appraiser to value certain real properties and other assets held by the Debtors. Investor David Choo is associated with CMR Capital, LLC, the manager of the Debtors. Debtors First Street Holdings NV, LLC, Lydian SF Holdings, LLC, 78 First Street, LLC, 88 First Street, LLC, 518 Mission, LLC, First/Jessie, LLC, Sixty-two First Street, LLC, Peninsula Towers, LLC, and JP Capital, LLC; and David Choo, individually, filed a combined joint plan and disclosure statement with the Bankruptcy Court. The Joint Plan, dated Nov. 29, 2011, provided for the payment of all of their secured, administrative, priority and general unsecured claims in full. Interests in the Debtors would be retained without modification. In December 2011, the bankruptcy court held that the First Street Parties had not proven that they had a reasonable possibility of an effective reorganization within a reasonable time. The court noted the proposed plan likely qualified as a negative amortization plan, which would be difficult to confirm under the best of circumstances. The court also noted that the Properties as of the time of the hearing did not generate enough monthly rents to pay monthly operating expenses and property taxes. The court also doubted that the First Street Parties could raise sufficient plan funding, as they had proposed, by renting out additional available space in the buildings on the Properties. James S. Lowe II has been appointed the Chapter 11 Trustee in the Debtors' cases. FRISCO TEXAS: Case Summary & 16 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Frisco Texas Investments, LLC 34100 Skyway Drive Scappoose, OR 97056 Case No.: 14-41130 Chapter 11 Petition Date: May 29, 2014 Court: United States Bankruptcy Court Eastern District of Texas (Sherman) Judge: Hon. Brenda T. Rhoades Debtor's Counsel: Frank J. Wright, Esq. WRIGHT GINSBERG BRUSILOW P.C. 600 Signature Place 14755 Preston Road Dallas, TX 75254 Tel: 972-788-1600 Email: bankruptcy@wgblawfirm.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Glen R. Gordon, manager. A list of the Debtor's 16 largest unsecured creditors is available for free at http://bankrupt.com/misc/txeb14-41130.pdf FTE NETWORKS: CFO Theresa Carlise Resigns ----------------------------------------- The Board of Directors of FTE Networks, Inc., formerly Beacon Enterprise Solutions Group Inc., accepted the amicable resignation of Theresa Carlise as chief financial officer, treasurer and secretary and member of the Board of Directors of the Company and all subsidiaries. Ms. Carlise will remain with the Company under the terms of her existing employment contract as a financial advisor. The Board of Directors has formed an interim office of CFO to be managed by David Lethem, vice president of corporate compliance. Ms. Carlise will remain as an employee of FTE Networks, as a financial advisor, for the term of her employment agreement and remain active with the Company working as a key liaison with auditors and executives, helping to ensure a smooth leadership transition and engaging in SEC Compliance activities. The Company's Board of Directors has commenced an executive search for a new permanent CFO "Ms. Carlise has been instrumental in getting FTE Networks to where it is today," said Michael Palleschi, FTE's chief executive officer. "Since she began with Focus Venture Partners, Inc. in 2011, Theresa has done an outstanding job ensuring that the financial systems and practices were second to none. As FTE continues to evolve, we will be consolidating all core functions into the Naples, Florida office. There is still a tremendous amount of cleanup work to do with getting the company current on its filings but we are committed to completing all of them as soon as possible while executing on all of our initiatives. With this, both Theresa and the company agreed that it would be best for her to focus primarily on the audits and filings ensuring completion and compliance in a timely manner. This move will bring us one step closer to positioning the company as a leader in its field and creating shareholder value." About FTE Networks, Inc. FTE Networks is a vertically integrated company with an international footprint. Since its inception, FTE Networks has steadily advanced its management, operational and technical capabilities to become a leading provider of services to the telecommunications and wireless sector with a focus on turnkey solutions. FTE Networks provides a comprehensive array of services centered on quality, efficiency and customer service. Beacon Enterprise's balance sheet at June 30, 2012, showed $7.3 million in total assets, $8.8 million in total liabilities, and a stockholders' deficit of $1.5 million. For the nine months ended June 30, 2012, Beacon Enterprise incurred a net loss of $5.9 million, which included a non-cash impairment of intangible assets of $2.1 million and other non-cash expenses aggregating $1.9 million. Cash used in operations amounted to $1.0 million for the nine months ended June 30, 2012. As of June 30, 2012, the Company's accumulated deficit amounted to $42.6 million, with cash and cash equivalents of $75,000 and a working capital deficit of $4.9 million. "These conditions raise substantial doubt about the Company's ability to continue as a going concern," the Company said in its quarterly report for the period ended June 30, 2012. On Feb. 26, 2014, the board of directors of Beacon Enterprise approved the merger of the Company with its wholly-owned subsidiary, Beacon Merger Sub, Inc. On March 13, 2014, the Company and Merger Sub were merged, with the Company being the surviving entity. FULLER BRUSH: Court Approves Settlement With Joseph Grabowski ------------------------------------------------------------- The U.S. Bankruptcy Court approves the motion set by SierraConstellation Partners, as the Liquidating Trustee of The Fuller Brush Company, Inc. and CPAC, Inc., which seeks an order pursuant to Rule 9019 of the Federal Rules of Bankruptcy Procedure, authorizing and approving a settlement of disputes between the Liquidating Trustee and Joseph Grabowski upon the terms set forth in a Preference Settlement Agreement dated March 6, 2014 between the parties. The Court held that the relief sought in the Motion is in the best interests of the Debtors, their estates and all parties-in-interest. About The Fuller Brush The Fuller Brush Company -- http://www.fuller.com/-- sells branded and private label products for personal care, commercial and household cleaning and has a current catalog of 2,000 cleaning products. Some of Fuller's retail partners include Home Trends, Bi-Mart, Byerly's, Lunds, Home Depot, Do-It-Best, Primetime Solutions, Vermont Country Store and Starcrest. Founded in 1906 and based in Great Bend, Kansas, The Fuller Brush Company, Inc., and its parent, CPAC, Inc., filed for Chapter 11 protection (Bankr. S.D.N.Y. Case Nos. 12-10714 and 12-10715) in Manhattan on Feb. 21, 2012. Fuller Brush filed for bankruptcy five years after the company was taken over by private equity firm Buckingham Capital Partners. Fuller, which has 180 employees as of the Chapter 11 filing, disclosed $22.9 million in assets and $50.9 million in debt. Fuller said it will be business as usual while undergoing Chapter 11 restructuring. But it said that while in reorganization, it intends to trim about half of the current catalog of cleaning products. Herrick Feinstein LP serves as the Debtors' bankruptcy counsel. The official committee of unsecured creditors has tapped the law firm of Kelley Drye & Warren LLP as counsel. The reorganization is being financed with a $5 million loan from an affiliate of Victory Park Capital Advisors LLC, the secured lender owed $22.7 million. In October 2012, Innovative Livestock Services Inc. purchased Fuller Brush's non-consumer business for $12 million cash. Victory Park exchanged $5 million in secured debt for the Debtors' consumer business. GARLOCK SEALING: Responds to Bid to Adjourn Claims Bar Date ----------------------------------------------------------- Heather Isringhausen Gvillo, writing for the Legal Newsline, reported that Garlock Sealing Technologies responded to the motion filed by the Official Committee of Asbestos Personal Injury Claimants' seeking an adjournment of the Debtor's request for a bar date for current settled asbestos claims, saying the Committee is alone in its request. According to the Legal Newsline, Garlock said all litigation regarding disputed claims should play out at the same time as the confirmation process rather than delaying the process as the Committee requests. The Future Claims Representative, Legal Newsline related, sided with Garlock, asserting that a bar date will provide certainty as to the pool of existing settled claims. Law360 also reported that Garlock asked the North Carolina bankruptcy judge to prevent it from being named as a co-defendant in an ongoing asbestos lawsuit, calling it an "eleventh hour attempt to mitigate litigation risk" by the primary defendant. Law360 said John Crane Inc. had asked U.S. Bankruptcy Judge George R. Hodges to lift a stay in Garlock's Chapter 11 case, so the company could be named alongside the engineering technology company and Smith's PLC subsidiary in the case filed by plaintiff Richard Hogan. Garlock, however, contends that lifting the stay at this late stage would be grossly unfair and leave it little to no time to develop a defense, Law360 related. 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: Lender Balks at Bid to Delay Plan Process --------------------------------------------------------- Credit Agricole Corporate and Investment Bank, solely in its capacity as agent and security trustee under the Loan Agreement dated as of August 12, 2010, for a term loan facility of up to $100 million, by and through its undersigned counsel, joins in Genco Shipping & Trading Limited's "Objection to the Motion of the Official Committee of Equity Security Holders to Adjourn the Combined Hearing to Approve the Debtors' Disclosure Statement and Confirm the Prepack Plan." The Equity Committee seeks to delay confirmation of the Prepack Plan for at least 45 days. Given the prepackaged nature of these cases, Credit Agricole said, the Motion should be denied and confirmation should proceed as scheduled and in accordance with the milestones set forth in the Restructuring Support Agreement. Credit Agricole points out that the terms of the consensual restructuring of the Debtors pursuant to a prepackaged plan of reorganization and memorialized in the Court-approved RSA were heavily negotiated by the Debtors and their principal secured and unsecured creditors before the Debtors commenced these cases. The Prepack Plan has the overwhelming support of the Debtors' key creditor constituencies, as evidenced by (i) 100% of the lenders under each of the Prepetition $100 Million Facility, Prepetition $253 Million Facility and 2007 Credit Facility voting to accept the Prepack Plan and (ii) approximately 82% of holders of Convertible Notes executing the RSA and expected to vote to accept the Prepack Plan. Credit Agricole further notes that a critical component of the RSA is a series of case milestones, which were approved by the Court pursuant to the Order Granting the Motion for an order (a) Authorizing the Assumption of the Restructuring Support Agreement, (b) Approving Payment of the Termination Fee and (c) Granting Related Relief. These heavily negotiated milestones provide for an expedited reorganization process to, among other things, limit the potential deterioration in value of the collateral securing the obligations under the Prepetition $100 Million Facility. The RSA requires that the order approving the Disclosure Statement and confirming the Prepack Plan must be entered by June 5, 2014. If the Debtors cannot satisfy the milestones, the Required Supporting Creditors may terminate their obligations under the RSA. The termination of the RSA as a result of the Debtors' failure to meet the milestones will trigger an "Event of Default" under the final order authorizing the Debtors' consensual use of cash collateral. Upon an event of default, the parties that have consented to the use of their cash collateral, including the Prepetition $100 Million Facility Agent, may revoke the Debtors' right to use such cash collateral, which would negatively impact the Debtors' ability to fund its operations during these chapter 11 cases. According to Credit Agricole, the Equity Committee's requested delay of the combined hearing to approve the Disclosure Statement and Prepack Plan would undermine the benefits of having a prepackaged chapter 11 case and risk further disruptions to the Debtors' operations as further described in the Objection. 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: Wins Final Order to Use Cash Collateral ------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York gave Genco Shipping & Trading Limited, et al., final authority to use property constituting cash collateral and to grant adequate protection on account of the Debtors' use of cash collateral and any diminution in value of the prepetition secured parties' interests in the collateral. The Debtors, prior to the Petition Date, are indebted to several parties through various financing packages, including: (i) the 2007 credit facility obligations in the principal amount of $1,377,000,000; (i) the DB Term Loan Obligations in the principal amount of $253,000,000; and (iii) the CA Term Loan Obligations in the principal amount of $100,000,000. The Cash Collateral will be used for working capital purpose, other general corporate purposes of the Debtors, and the satisfaction of the costs and expenses of administering the Chapter 11 cases. A full-text copy of the Final Cash Collateral Order with Budget is available at: http://is.gd/JvwdHX 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. GLOBAL AVIATION: Gets Court Nod for $13-Mil. Unit Sale ------------------------------------------------------ Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware authorized Global Aviation Holdings Inc. to sell its remaining operating line to Omni Air International Inc. According to Law360, the deal could bring Global Aviation as much as $13 million. Bill Rochelle, the bankruptcy columnist for Bloomberg News, said the sale of Global Aviation's North American Airlines assets to Omni Air is for installments totaling $11 million. Law360 related that Judge Walrath overruled a limited creditor objection, finding the deal merited approval based on Global Aviation's submissions to the court and the lack of any other opposition. According to Mr. Rochelle, Global Aviation also got permission to conduct several auctions for aircraft parts and other assets Omni's not buying. In addition, the bankruptcy judge is permitting incentive bonuses totaling about $400,000 for rank-and- file employees. 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. GENERAL MOTORS: Owners Lay Out More Details in Cobalt Switch Suit ----------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the complaint in a class lawsuit against General Motors Co. doubled in length, this time including what the plaintiffs' lawyer Jonathan Flaxer called "gut-churning details" about the ignition-switch defect that GM failed to disclose for 13 years. According to the report, the suit was filed April 21 in U.S. Bankruptcy Court in Manhattan on behalf of owners of Chevy Cobalts and Saturn Ions seeking economic damages resulting from defective ignition switches. The new complaint, 56 pages in length, alleges that GM first discovered the defect in 2001 and when GM corrected the problem in 2006, the automaker used the same part number to avoid disclosing there was a defect, according to the complaint, the report related. The lawsuit by class plaintiffs in bankruptcy court is Groman v. General Motors LLC (In re Motors Liquidation Corp.), 14-01929, U.S. Bankruptcy Court, Southern District New York (Manhattan). 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. GLOBAL GEOPHYSICAL: S&P Withdraws 'D' CCR on Approval of DIP Loan ----------------------------------------------------------------- Standard & Poor's Ratings Services said it withdrew its 'D' corporate credit and senior unsecured debt ratings on Global Geophysical Services Inc. S&P contemplates that noteholders of the company's senior unsecured debt could receive meaningful (50% to 70%) recovery at emergence consistent with S&P's last recovery rating of '3' on the debt. Updates to S&P's recovery analysis reflect bankruptcy court approval of the company's $151.8 million debtor-in-possession (DIP) financing and S&P's review of the company's year-end earnings filed with the SEC. The $151.8 million DIP facility size reflects the initial $60 million DIP facility, which was sized to provide liquidity during bankruptcy, and an incremental $91.88 million added as part of a settlement agreement to refinance the company's prepetition senior secured lender claims. S&P will discontinue its surveillance following the withdrawal of ratings. GOLDEN LAND: Case Dismissal Hearing on June 17 ---------------------------------------------- The Bankruptcy Court in Brooklyn, New York, directed Golden Land LLC to show cause at a hearing on June 17, 2014, at 3:00 p.m. why its Chapter 11 case should not be dismissed for failure to file a mailing matrix with the Court pursuant to Local Bankruptcy Rule 1007-3(a)(i) and in accordance with the Court's Official Notice of Deficient Filing. Golden Land LLC filed for Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No. 14-42315) in Brooklyn, New York, on May 8, 2014. The Debtor estimated assets and debt of $10 million to $50 million. Xiangan Gong, Esq., at Xiangan Gong serves as the Debtor's counsel. Judge Nancy Hershey Lord presides over the case. GRAY TELEVISION: S&P Affirms 'B+' CCR; Outlook Stable ----------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'B+' corporate credit rating on Atlanta, Ga.-based TV broadcaster Gray Television Inc. The outlook is stable. At the same time, S&P assigned the $50 million senior secured revolving credit facility due 2019 a 'BB' issue-level rating, with a recovery rating of '1', indicating its expectation for very high (90% to 100%) recovery of principal for debtholders in the event of default. In addition, S&P assigned the $500 million senior secured term loan B due 2021 a 'BB' issue-level rating, with a recovery rating of '1', indicating its expectation for very high (90% to 100%) recovery of principal for debtholders in the event of default. Lastly, S&P revised its recovery rating on the existing $675 million senior unsecured notes to '5', indicating its expectation for modest (10% to 30%) recovery of principal, from '4' (30% to 50%). S&P subsequently lowered its issue-level rating on this debt to 'B' from 'B+'. The rating actions reflect the higher proportion of senior secured debt in the capital structure on a pro forma basis. Gray is using the proceeds of the debt issue to repay its existing $159 million senior secured term loan B and to fund its pending acquisitions. S&P views Gray's business risk profile as "fair" because of its high news and overall audience ratings countered by the company's modest scale and focus on small-to-midsize markets compared with larger peers. S&P assess Gray's financial risk profile as "highly leveraged" because of its still-elevated debt leverage and its modest discretionary cash flow. We expect that Gray will continue to participate in the consolidation of the TV broadcasting industry, but that it will maintain debt to average trailing- eight-quarter EBITDA at less than 6x. Gray is a midsize broadcaster focusing on smaller and midsize markets with a large concentration in state capitals and college affiliated cities. Gray has a strong position in local news and zhe highest overall audience ratings in most of its markets. It has good diversity of TV stations by geography and network affiliation, and a sizable presence in key battleground swing states, which results in significant political revenue in election years. This has allowed Gray to generate an average EBITDA margin in the mid- to high-30% area, which compares favorably with its rated peers. The company's operational strengths are somewhat offset by its lack of critical mass and its concentration in small to midsize television markets that offer smaller pools of ad revenues than larger markets. In addition, the cyclical nature of television advertising, the mature long-term growth prospects of television broadcasting, and increasing competition for audience and advertisers from traditional and nontraditional media limit upside potential for Gray and other television station groups. S&P views the company's management and governance as "fair." The Federal Communications Commission (FCC) is pursuing a number of initiatives in 2014 that could have longer-term ratings implications for TV broadcast operators. This includes clarification of TV ownership rules, revised rules governing compensation to broadcasters for retransmission of their signals, revised rules for shared services (joint service agreements and shared service agreements) with non-owned stations, and the rules for the broadcast incentive spectrum auction that S&P expects to occur in 2015. In addition, on April 22, the Supreme Court heard oral arguments in the case of Aereo Inc. versus the TV broadcasters and networks. A ruling in Aereo's favor could fundamentally alter the U.S. TV broadcast business. Aereo operates a subscription-based business rebroadcasting local TV signals, but without compensating the local TV stations. Finally, the U.S. Congress has expressed a desire to modernize the nation's communications and copyright laws. Broadly, S&P believes the regulatory changes proposed by the FCC could lower revenues somewhat and modestly depress EBITDA margins over time. S&P estimates Gray's exposure to be minimal. Pro forma for its pending acquisitions, the company will have four shared services agreements (SSA) in its 42 markets, representing less than 5% of revenue. New FCC rules may require that some of these agreements be unwound, which could modestly affect revenue and profitability. While S&P believes the impact on ratings for the TV broadcasters over the next few years will be neutral, the regulatory restrictions could, over the longer term, create rating pressure for overleveraged companies, and temper ratings upside for those with healthier balance sheets. "Our expectation is that Gray's pro forma debt to average trailing-eight-quarter EBITDA will be in the low-6x area, in line with Standard & Poor's financial risk indicative ratio of greater than 5x for a "highly leveraged" financial risk profile. We expect trailing-eight-quarter leverage to remain at about 6x throughout 2014 and to begin to decline to the mid-5x area by the end of 2015 as a result of EBITDA growth and some debt repayment. We expect discretionary cash flow of about 10% of debt in 2014, resulting from significantly higher political ad revenue and higher retransmission revenue, falling to about 5% in 2015, a nonelection year," S&P said. GSE ENVIRONMENTAL: Panel Seeks Continuation of Disclosures Hearing ------------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Delaware scheduled a June 2, 2014 hearing on the motion filed by the Official Committee of Unsecured Creditors appointed in the Chapter 11 cases of GSE Environmental, Inc., et al., to continue a hearing on the Debtors' motion for entry of an order approving the Disclosure Statement. The Committee said it seeks a continuance of the Hearing because the Disclosure Statement contains no meaningful information regarding the amount of Class 4 or Class 5 unsecured claims or the unencumbered property available for distribution on those claims. The committee, according to Bill Rochelle, the bankruptcy columnist for Bloomberg News, said the disclosure contains only "generalities bereft of any factual support." The committee has asked the Court to analyze the value of the company's "substantial unencumbered interest" in its foreign affiliates, Mr. Rochelle said. The Court, at the behest of the Debtors, set Oct. 21 as the deadline for all entities, including governmental units, holding claims that arose prior to the Petition Date to file proofs of those claims. The Debtors were also given final authority to implemental procedures for the transfers of, or declarations of worthlessness with respect to, equity securities. About GSE Environmental GSE Environmental -- http://www.gseworld.com-- is a global manufacturer and marketer of geosynthetic lining solutions, products and services used in the containment and management of solids, liquids and gases for organizations engaged in waste management, mining, water, wastewater and aquaculture. Headquartered in Houston, Texas, USA, GSE maintains sales offices throughout the world and manufacturing facilities in the US, Chile, Germany, Thailand, China and Egypt. GSE Environmental, Inc. and its affiliates filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-11126) on May 4, 2014 as part of a restructuring support agreement with their lenders. The Debtors are seeking joint administration of their Chapter 11 cases. GSE announced an agreement with its lenders to restructure its balance sheet by converting all of its outstanding first lien debt to equity, leaving the Company well-positioned for long-term growth and profitability. The Company has tapped Kirkland & Ellis LLP and Pachulski Stang Ziehl & Jones LLP as counsel, Alvarez & Marsal North America, LLC, as restructuring advisor, and Moelis & Company, as financial advisor. The first lien lenders are represented by Wachtell, Lipton, Rosen & Katz. Prime Clerk is the Debtors' claims agent. Cantor Fitzgerald Securities as agent for a consortium of DIP lenders is represented by Nathan Z. Plotkin, Esq., at Shipman & Goodwin LLP, in Hartford, Connecticut. The DIP Lenders are represented by Scott K. Charles, Esq., Emily D. Johnson, Esq., and and Neil K. Chatani, Esq., at Wachtell, Lipton, Rosen & Katz, in New York. The local Delaware counsel to the DIP Lenders and the DIP Agent is Russell C. Silberglied, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware. GSE Environmental's non-U.S. subsidiaries are not included in the U.S. Chapter 11 filings and will continue to operate in the ordinary course without interruption. GSE ENVIRONMENTAL: S&P Withdraws 'D' Corporate Credit Rating ------------------------------------------------------------ Standard & Poor's Ratings Services withdrew all its ratings on Houston-based GSE Environmental Inc., including the 'D' corporate credit rating. HILLMAN GROUP: Moody's Assigns B3 CFR, Rates $610MM Sr. Debt 'B1' ----------------------------------------------------------------- Moody's Investors Service assigned a B3 corporate family rating and a B3-PD probability of default rating to The Hillman Group Inc. (NEW) ("Hillman"), a B1 rating to the company's proposed $610 million first lien senior secured term loan B due 2021, a B1 rating to $70 million first lien senior secured revolving credit facility due 2019, and a Caa2 rating to $270 million senior unsecured notes due 2022. The rating outlook is stable. Hillman is being acquired by CCMP Capital Advisors from its current owners Oak Hill Capital Partners (which will maintain a minority interest ownership) in a transaction valued at $1.475 billion. The acquisition will be financed with a $610 million first lien senior secured term loan B due 2021, a $70 million first lien senior secured revolving credit facility due 2019, $270 million senior unsecured notes due 2022, and $439 million of new equity from CCMP. Oak Hill Capital Partners and management will roll over $106 million of the existing equity, and the existing $105 junior subordinated notes due 2027 (issued by Hillman Group Capital Trust) will stay in place. Subject to regulatory approvals, the transaction is expected to close during the second or third calendar quarter of 2014. The proceeds of the financing will be used to repay the company's existing debt, including the outstanding $384 million senior secured term loan due 2017 (rated Ba3), $30 million senior secured revolving credit facility due 2017 (rated Ba3), and $265 million of senior unsecured notes due 2018 (rated B3). The ratings on these instruments will be withdrawn upon repayment. The acquisition and the proposed financing will cause Hillman's absolute debt level to rise by $240 million and pro forma leverage to increase to about 8.6x debt-to-EBITDA (Moody's adjusted) from 6.7x at March 31, 2014. Given this high debt load, other key credit metrics, namely, adjusted free cash flow to debt, which is currently weak at around 1%, will weaken further. The high leverage profile leaves the company with very little financial flexibility and exposes it to vulnerability in an event of any end market weakness or delays in achieving acquisition-related synergies. According to Moody's Analyst Natalia Gluschuk, "the significant increase in leverage reflects Hillman's aggressive financial policies, particularly in light of its acquisitive nature. The company has made 10 acquisitions since 2000." The following rating actions have been taken: Issuer: The Hillman Group Inc. (NEW): - Corporate family rating, assigned B3; - Probability of default rating, assigned B3-PD; - $610 million first lien senior secured term loan B due 2021, assigned B1 (LGD3, 30%); - $70 million first lien senior secured revolving credit facility due 2019, assigned B1 (LGD3, 30%); - $270 million of senior unsecured notes due 2022, assigned Caa2 (LGD5, 80%); - Speculative grade liquidity rating, assigned SGL-3; - Stable outlook. 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. Ratings Rationale Hillman's B3 corporate family rating reflects its very high debt leverage, aggressive financial policies and a debt-funded acquisition strategy that leaves limited free cash flow available for debt reduction. The rating also considers Hillman's modest scale, private equity ownership and potential shareholder-friendly activities that could be detrimental to lenders. At the same time, the ratings are supported by the company's track record of successfully integrating acquisitions and modest deleveraging through EBITDA growth. In addition, the rating recognizes the stable demand for Hillman's products as a result of their replenishment nature and low price points, and thus stable revenues and operating margins, as well as the company's long- standing relationships with well-recognized retailers. The B1 rating on first lien senior secured term loan and revolving credit facility benefits from junior capital provided by both the senior unsecured notes (rated Caa2) and the trust preferred junior debentures due 2027 (unrated). The trust preferred securities provide cushion for the notes, but bondholders lack security in the company's assets and therefore rank behind the bank lenders. Hillman's adequate liquidity position is reflected in its SGL-3 speculative grade liquidity rating, supported by an increased capacity under the revolving credit facility of $70 million, extended debt maturity profile, and lack of financial maintenance covenants unless the facility is utilized. However, liquidity is constrained by capital expenditures and resulting low free cash flows, which may turn negative during working capital intensive quarters. Additionally, given the company's growth strategy, in Moody's view free cash flow is likely to be utilized for acquisitions or organic growth initiatives rather than for debt reduction. The stable outlook reflects Moody's expectations that the company will demonstrate modest organic revenue and earnings growth, maintain stable operating margins, and accomplish deleveraging through EBITDA growth, while maintaining adequate liquidity. Downward rating pressure may occur if the company's adjusted debt- to-EBITDA is sustained above 8.0x, if adjusted EBITA to interest expense were to decline below 1.0x, if operating margins were to weaken, or if negative free cash flows were to persist. Additionally, a liquidity deterioration or a material debt- financed acquisition would also pressure the ratings. Given the company's highly leveraged capital structure, an upgrade is unlikely in the foreseeable future. However, a commitment to a more conservative financial policy, including equity funding of acquisitions or material debt reduction, accompanied by strengthened liquidity, could result in upward rating pressure. Quantitatively, an upgrade would require adjusted debt-to-EBITDA to be sustained below 7.0x, EBITA to interest coverage above 2.0x, and free cash flow to debt to increase to 5%. The Hillman Group, Inc., headquartered in Cincinnati, OH, is a product and services provider in the hardware and home improvement industry. The company sells hardware including fasteners, rods, keys, tags and signs to retailers in the North and South Americas as well as in Australia, and provides related services including installing and maintaining key duplication and engraving machines. In the last twelve months ended March 31, 2014, Hillman generated approximately $713 million in revenues. The principal methodology used in this rating was the Global Consumer Durables 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. JACOBY & MEYERS: Bankruptcy to Proceed in New York Court -------------------------------------------------------- Law360 reported that a New York bankruptcy judge rejected Jacoby & Meyers Bankruptcy LLP's bid to dismiss creditors' involuntary Chapter 7 petition and decided to keep the case in New York instead of moving it to Illinois. According to the report, the collapsed consumer bankruptcy firm had tried to dismiss the case, saying that allegations by creditors in New York were improperly filed as the firm did most of its business in Chicago. However, it failed to convince U.S. Bankruptcy Judge Shelley Chapman. 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. JAMES RIVER: Finds Buyers for Idled Mining Complex -------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that James River Coal Co., the Richmond, Virginia-based miner, is selling its idled McCoy Elkhorn complex to Opes Resources Inc. and Marshall Resources Inc. According to the report, the proposed buyers will each buy discrete units of the mining complex for $3.1 million and $445,000 in cash, respectively, plus the assumption of liabilities. If no better offers come in by May 30 and the bankruptcy judge in Richmond approves at a June 4 hearing, the report related. The $47.3 million in 4.5 percent senior unsecured convertible notes due 2015 last traded on May 9 for 4.25 cents on the dollar, the Bloomberg report said, citing Trace, the bond-price reporting system of the Financial Industry Regulatory Authority. The $270 million in 7.875 percent senior unsecured notes due 2019 went for 10.25 cents on the dollar at 11:02 a.m. on May 27, Bloomberg further cited Trace. In a separate report, Bloomberg said James River has asked the bankruptcy court to approve incentive, retention and severance programs, which propose to pay a nine-member group of senior managers and mine operations heads aggregate payments of $890,000 to $2.7 million based on threshold value targets achieved through a sale, a Chapter 11 reorganization or both. Also up for approval are retention payments, not to exceed about $1.4 million in total, to 39 lower-level employees "vital to the company's businesses and restructuring," the report related. About James River James River Coal Company is a producer and marketer of coal in the Central Appalachia ("CAPP") and the Midwest coal regions of the United States. James River's principal business is the mining, preparation and sale of metallurgical coal, thermal coal (which is also known as steam coal) and specialty coal. James River and 33 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. E.D. Va. Case Nos. 14-31848 to 14-31886) in Richmond, Virginia, on April 7, 2014. The petitions were signed by Peter T. Socha as president and chief executive officer. Judge Kevin R. Huennekens oversees the Chapter 11 cases. On the petition date, James River Coal disclosed total assets of $1.06 billion and total liabilities of $818.6 million. Davis Polk & Wardwell LLP serves as the Debtors' counsel. Hunton & Williams, LLP, acts as the Debtors' local counsel. Kilpatrick Townsend & Stockton LLP serves as the Debtors' special counsel. Perella Weinberg Partners L.P. is the Debtors' financial advisor. Deutsche Bank Securities Inc. serves as the Debtors' investment banker and M&G advisor. Epiq Bankruptcy Solutions, LLC, acts as the debtors' notice, claims and administrative agent. The U.S. Trustee for Region 4 has appointed five creditors to the Official Committee of Unsecured Creditors. Michael S. Stamer, Esq., Alexis Freeman, Esq., and Jack M. Tracy II, Esq., at Akin Gump Strauss Hauer & Feld LLP; and Jonathan L. Gold, Esq., Christopher L. Perkins, Esq., and Christian K. Vogel, Esq., at LeClairRyan. The Debtors intend to hold an auction in July 8, 2014 for substantially all of the assets. The Debtors proposed a May 22 deadline for preliminary indications of interest. LAUREATE EDUCATION: Moody's Affirms "B2" CFR; Outlook Negative -------------------------------------------------------------- Moody's Investors Service has changed the ratings outlook for Laureate Education, Inc. to negative from stable, and has affirmed the company's B2 Corporate Family Rating ("CFR"), as well as the Caa1 rating on Laureate's senior unsecure notes. At the same time, Moody's has lowered the rating of Laureate's senior secured bank credit facilities, to B2 from B1. The outlook has been changed to negative to reflect the recent elevation in leverage due to debt- financed acquisitions, along with Moody's concerns that contributions from these investments will not be sufficient to return credit metrics to levels supportive of a B2 rating over the near term. Downgrades: Issuer: Laureate Education, Inc. Senior Secured Bank Credit Facility Jun 16, 2016, Downgraded to B2 (LGD4, 50 %) from B1 (LGD3, 42 %) Senior Secured Bank Credit Facility Jun 16, 2018, Downgraded to B2 (LGD4, 50 %) from B1 (LGD3, 42 %) Outlook Actions: Issuer: Laureate Education, Inc. Outlook, Changed To Negative From Stable Affirmations: Issuer: Laureate Education, Inc. Corporate Family Rating, Affirmed B2 Probability of Default Rating, Affirmed B2-PD Senior Unsecured Regular Bond/Debenture Sep 1, 2019, Affirmed Caa1 Ratings Rationale The change in ratings outlook reflects Moody's concerns that Laureate's leverage, which has increased with rising debt levels associated with acquisitions, will remain elevated over the next 12 months as the company continues to grow. Laureate has a history of using incremental debt to fund investments (acquisitions and capital spending) intended to expand its service offering in the for-profit post-secondary education sector, and Moody's expects that the company will continue to pursue this strategy going forward. Typically, operating results contributed by acquired entities have been adequate to prevent leverage from exceeding levels expected for the company's B2 CFR. However, the company's current pace of investment has resulted in leverage that is now quite high for the B2 rating, and Moody's believes that the company will be challenged to restore lower leverage over the near term. In FYE December 31, 2013, the company invested approximately $700 million in acquisitions and CAPEX, which is well above recent historical averages. Taking into account its most recent debt- financed purchase -- the pending acquisition of FMU Brazil for approximately $500 million, which is expected to close within the next two months -- Laureate's debt (including Moody's standard adjustments) now stands at approximately $6 billion, which represents 140% of LTM March 2014 revenue (including acquisitions), and an 80% increase in debt over the past five years. Moody's estimates pro forma Debt to EBITDA at approximately 6.6 times, which is higher than typical for a B2 rated company. Other credit metrics are similarly weak for the rating. Pro forma EBITA to Interest is estimated at nearly 1 time, while Retained Cash Flow to Debt is below 10%. Although the company has a history of generating earnings from growth investments to stabilize and modestly reduce leverage, Moody's believes that the company will be challenged to reduce leverage materially over the near term due to the scale of current growth plans and risks inherent in the company's wide range of operations, internationally. Moreover, because of the company's global breadth, Laureate's earnings are subject to substantial foreign exchange exposure. However, the rating is supported by the company's prominent market position in the international for-profit, post-secondary education space, solid enrollment growth supported by the breadth of its presence in multiple geographies, favorable industry fundamentals, and expectation for positive GDP growth in most of the countries in which it operates, which should support positive enrollment trends. In addition, because the company operates primarily outside of the US, it does not face the same regulatory pressures relating to Title IV funding that negatively affects many US-based for-profit education providers. The ratings on Laureate's senior secured credit facilities were lowered in consideration of the increasing proportion of total liabilities represented by this class of debt. In particular, the company has increased borrowings under its term loan facility over the past few years to fund acquisitions and investments to support growth, as well as to reduce interest expense by replacing expensive junior debt. This implies a lower recovery for these facilities in the event of default per Moody's Loss Given Default methodology, to levels that no longer support a one-notch uplift over the CFR. Moody's assesses Laureate's liquidity condition as adequate. The company carries substantial cash balances ($427 million as of March 31, 2014), although only $50 million is held in the US. The current US balances reflect seasonal working capital swings, and are expected to increase over the course of the year, approaching levels reported at year-end 2013 (approximately $200 million). Because of high levels of investments, free cash flow is expected to be substantially negative through 2014, as it was in 2013, offsetting substantial cash reserves. Moody's notes that to some extent the company can rely on the sale of unencumbered assets, such as real estate, as an alternative source of liquidity that mitigates the substantially negative free cash flow. Laureate maintains a $350 million revolving credit facility that expires in 2016. However, with the significant portion of this facility drawn as of March 31, 2014, only approximately $166 million is available to the company as a secondary source of liquidity. The ratings could be lowered if the company experienced a weakening in enrollments, or if the company cannot successfully implement integration plans under its current growth strategy, precluding the ability to generate increasing earnings that will help towards deleveraging. Specifically, a downgrade could be warranted if Debt to EBITDA remains above 6 times for a prolonged period, EBITA to Interest remains at approximately 1 time, or if liquidity deteriorates. Ratings could be raised if the company's earnings and cash generated from operations allow for substantial debt reduction and improvement in liquidity. Credit metrics sustained at the following levels would support higher rating consideration: Debt to EBITDA below 5 times, EBITA to Interest in excess of 2 times, and Retained Cash Flow to Debt of above 12%. 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. Laureate is based in Baltimore, Maryland, and operates a leading international network of accredited campus-based and online universities with 81 institutions in 29 countries, offering academic programs to approximately 850,000 students through over 200 campuses and online delivery. Laureate had revenues of approximately $4 billion for the LTM period ended March 31, 2014. MAHALO ENERGY: Directors Get Claims Pared in Debt-Shifting Suit --------------------------------------------------------------- Law360 reported that an Oklahoma federal judge partially dismissed a suit against officers and directors of Mahalo Energy Ltd., saying the company's creditors could not hold them liable for misleading investors about massive debt that eventually led to its American subsidiary's collapse. According to the report, U.S. District Judge Gregory K. Frizzell tossed breach of fiduciary duty claims filed by P. David Newsome Jr., a trustee appointed to oversee Mahalo's estate after it entered bankruptcy in 2009, because the officers and directors' positions granted them a duty over the Canada-based company. About Mahalo Energy (USA) Inc. Mahalo Energy (USA) Inc. has 300 producing wells in Oklahoma and 60,000 acres of gas-bearing shale formations. Tulsa, Oklahoma- based Mahalo Energy filed for Chapter 11 protection (Bankr. E.D. Okla. Case No. 09-80795) on May 21, 2009. The Debtor sought bankruptcy protection following a default in its secured debt, resulting from increasing commodity prices and failure to meet targets to overall production levels. The Debtor tapped Stephen W. Elliott, Esq., at Kline, Kline, Elliot & Bryant, PC, as counsel. The Debtor estimated $10 million to $50 million in assets and $100 million to $500 million in debts as of the bankruptcy filing. MOUNTAIN CHINA: Reports 2014 First Quarter Financial Results ------------------------------------------------------------ Mountain China Resorts (Holding) Limited reported a 37% growth in revenue in the first quarter of 2014 compared to 2013. For the quarter ended March 31, 2014, the Company generated revenues from resort operations of C$7.17 million and a net loss of C$3.02 million or $0.01 per share compared to revenue of C$5.25 million and a net loss of $3.39 million or $0.01 per share in 2013. Total revenue and the net results were from resort operations with no real estate sales revenue during the quarter ended March 31, 2014. Resort Operations EBITDA for 2014 first quarter was C$2.79 million compared to C$1.66 million last year. Resort operations expenses totaled C$4.38 million for the first quarter of 2014 compared to C$3.57 million in 2013. The increase is proportionate to the growth in revenue. Operations expenses within the resorts are mainly attributable to snow making, grooming, staffing, fuel and utilities, which also include the G&A expenses relating to the resort's senior management, marketing and sales, information technology, insurance and accounting. Other income totaled C$0.24 million (2013:0.19 million), which mainly consists of income recognized from the deposit by Club Med of C$0.09 million (2013 - C$0.08 million). Corporate general and administrative expenses ("G&A expenses") totaled C$0.24 million for the quarter ended March 31, 2014 compared to $0.22 million in 2013. This amount mainly comprised executive employee costs, public company costs, and corporate information technology costs. Depreciation and amortization expense from continuing operations totaled C$3.02 million for the quarter ended March 31, 2014 compared to C$3.39 million in 2013. The Company incurred financing cost of C$1.69 million during the quarter ended March 31, 2014 compared to C$1.94 million in 2013. Financing costs mainly related to the loan interests, accretion expenses of convertible bonds, and also included bank administrative fee and service charge. The decrease in interest expense in 2014 was due to (i) accretion costs of convertible bonds decreased as the three convertible bonds matured during the year ended December 31, 2013 and 2012. (ii) repayment of C$3.02 million (RMB 17 million) of Harbin Commercial Bank Loan in 2013 and first quarter of 2014. Cash and cash equivalents totaled C$6.95 million and working capital deficiency was C$96.33 million as of March 31, 2014. Sun Mountain Yabuli The Company's 2012 to 2013 Sun Mountain Yabuli Resort winter season operations commenced on Nov. 24, 2012 and closed on March 24, 2013. In comparison, the 2013-2014 winter season operations commenced on Nov. 29, 2013 and closed on March 23, 2014. The revenue of Sun Mountain Yabuli Resort operation comprises mainly by mountain operation, beverage, skiing-related services and hotel lodging. Skiing-related services includes rental of ski equipment, goggles, lockers, gloves, etc, sales of ski equipment and skiing training services offered in the ski school. It also includes the mountain operation which is using the facilities built in the mountain, such as sight-seeing trams, snow tubing and alpine. The Company reported a 37% growth in revenue in the first quarter of 2014 compared to 2013. While ClubMed changed its sales strategy to focus on domestic market in China in 2013-2014 winter season, management also has been seeking to improve continuously the service quality as well. In February 2014, the Spring Festival vacations boosted sales in China, and total revenue made in the first quarter reached C$7.17 million compared to C$5.25 million in 2013. Management provides a more detailed analysis on revenue and future prospects in its 2014 Interim Management Discussion and Analysis. Sun Mountain Yabuli Development By the end of Fiscal 2010, the Company had finished working on the exterior decoration of the 55 villas of which three were completed with interior finishing. At this time of the reporting date, certain construction is still needed on the exterior grounds to complete lighting, roads and utility connections. The Company had not been successful in selling any of the villas. Management is of the opinion that in order to complete sales, it is necessary to first complete the exterior construction. Management estimated these additional construction costs to be at least $4.50 million. In 2013, general political environment further affected tourism related real estate industry negatively. A few other similar projects in ski resort areas in China started marketing and the outcome were quite frustrating. Those projects include Qingyun Town in the Yabuli region, and real estate projects of Changbai Mountain. As of Dec. 31, 2013, management was of the opinion that, even with additional costs to be invested to get the villas ready for sale, it is unlikely that the benefit will exceed the cost at this time. Therefore no further investment was made in 2013, and management did not expect any investment to be made in the near future. Judging from the current economic environment, management's opinion is that there is very limited recoverable amount associated with the villas at the moment, and an impairment of C$22.80 million was provided and reduced the carrying value of properties under construction to C$1 as of December 31, 2013. As at March 31, 2014, the book value of properties under construction was still C$1. Despite of the current difficulty, the Company does have confidence with its first of a kind skiing in and skiing out villas in China. And the Company will be reasonably flexible with its pricing when the market shows sign of a turn around. No other detail milestones for the above matter are available from the Company as the related government policies are set to be temporary but with durations undetermined. Financial Highlights The Company has an accumulated deficit, a working capital deficiency and has defaulted on a bank loan, which casts substantial doubt on the Company's ability to continue as a going concern. The Company's ability to meet its obligations as they fall due and to continue to operate as a going concern is dependent on further financing and ultimately, the attainment of profitable operations. These consolidated financial statements do not include any adjustments to the amounts and classifications of assets and liabilities that might be necessary should the Company be unable to continue as a going concern. Management of the Company plans to fund its future operation by obtaining additional financing through loans and private placements and through the sale of the properties held for sale. However, there is no assurance that the Company will be able to obtain additional financing or sell the properties held for sale. Despite of the financial difficulty posed by the overdue debts and continued loss, management is confident in the development of both the industry and the Company in the near future. The government of Heilongjiang Province had demonstrated strong incentive to support the skiing industry and the Company by increasing local infrastructure investment and providing potential bank loan interest subsidy scheme. Revenue from Club Med in winter season had been growing steadily, and the Company will be the official partner and playing field of 2016 World Championships of Snowboarding. Management is also working on various means to attract new investment into the Company to complete the construction of villas and improve the capital structure of the Company. 2014 Major Corporate Developments Resort Revenue increased by 37% in the first quarter of 2014 compared to 2013 The 2013-2014 winter season operations commenced on Nov. 29, 2013 and closed on March 23, 2014 (115 days in total). The 2012-2013 winter season operations commenced on Nov. 30, 2012 and closed on March 14, 2013 (105 days in total). Despite of the unfavorable social and political atmosphere in China to reduce spending on business receptions and entertainment, the Company is pleased to report a significant 37% growth in revenue compared to last year. While ClubMed changed its sales strategy to focus on domestic market in China in 2013-2014 winter season, management also has been seeking to improve continuously the service quality as well. In February 2014, the Spring Festival vacations boosted sales in China, and total revenue made in the first quarter reached C$7.17 million compared to C$5.25 million in 2013. The Company will carry out its third summer operations starting from June 28, 2014, for a duration of approximately two months. Management is confident in its effort to continue growth by keeping up the service standards and providing more entertaining recreational activities in the summer of 2014. China Construction Bank Loan Defaults In March, 2014 the Company defaulted on its fourth principal payment of C$8.89 million (RMB50 million) under its C$44.45 million (RMB 250 million) loan agreement with the China Construction Bank. According to the Loan Agreement between Yabuli and Construction Bank, Construction Bank has the right to accelerate Yabuli's obligation to repay the entire unpaid principal plus interest immediately and to take legal actions to enforce on the security. The Company received a statement of claim demanding repayment in June 2013. As of March 31, 2014, the principal and interest owing was C$48.36 million, and the collaterals associated with the loan agreement are made up of the Company's land use rights and property and equipment with a carrying value of approximately C$56.14 million. The outcome of this lawsuit cannot be accurately estimated at the time. The Company has been negotiating with the bank to arrange for a debt restructuring plan, and as of the reporting date, no consensus has been arrived yet. Although the bank informally expressed their intention to maintain normal operations of the Company, there is no assurance that they will not take further actions in the future. Harbin Commercial Bank Loan On Feb. 14, 2012, the Company secured a bank loan for the amount of C$24,892 (RMB140 million) from Harbin Commercial Bank. In order to improve the capital structure, management of the Company negotiated with the bank to extend the repayment schedule. In August 2013, the Company was notified by Harbin Commercial Bank that the bank had approved to extend the repayment schedule from three years to ten years. According to the new arrangement the loan will mature in December 2022. The first installment of $527 (RMB3 million) was repayable in August 2013, and thereafter the Company will need to repay C$2,489 (RMB14 million) each year for eight consecutive years (RMB0.2 million in December and 13.8 million in February), and C$4,445 (RMB25 million) in the final year (RMB0.4 million in December and 24.6 million in February). On February 28th, 2014, the company made payment of C$2,454 (RMB13.8 million) as the third installment. Debt Restructuring On Feb. 8, 2012, the Company entered into a Debt Settlement Agreement with Melco Leisure and Entertainment Group Limited for the settlement of a loan in the principal of US$12 million and a loan in the principal of US$11 million made by Melco to the Company and MCRI. MCR Loan and MCRI loan were borrowed in 2008. On May 29, 2012, the Company and Melco entered into Amended and Restated Debt Settlement Agreement to clarify details of the loan settlement mechanism and procedures to implement the settlement of the Melco Loans. On July 10, 2012, during the Company's Annual General Meeting, the Company obtained Shareholder Approval on the Agreement. The transactions contemplated under the Agreement have been approved by the TSX Venture Exchange. Detailed settlement arrangement can be found in Note 14 of 2013 Annual Consolidated Financial Statements. Settlement procedures were started in the second quarter of 2013, and the Company paid US$3.01 million (US$2.5 million of loan principal and US$0.51 million of interest) to MLE on May 31, 2013 as a partial fulfilment to its cash repayment obligation specified in the Agreement. The Company also filed for issuance of 20,600,000 (the "Issuance I") and 19,444,444 (the "Issuance II") common shares to its subsidiary MCRI on July 2, 2013 and July 23, 2013 respectively. Subject to the Agreement, the 20,600,000 shares issued in Issuance I are proposed to be transferred to MLE for full satisfaction of the MCRI Loan with the new principal amount of US$14.9 million. According to the Company's initial contact with MLE, the US$3.5 million Principal would be settled by conversion into 19,444,444 shares. Issuance II was then made for the purpose of settlement. However, after a series of negotiation, it is probable that management of MLE will choose to take up to the maximum of five villas on the basis of US$0.7 million per villa as part of the settlement. Therefore, it is probable that the Issuance II will be later canceled accordingly. Furthermore, there is discrepancy in calculation of number of shares in relation to the Issuance II. As of the reporting date, the Company is still in negotiation with MLE on the details of the settlement. Changchun Resort On November 17, 2010, the Company announced its updates with respect to certain developments that have taken place with respect to its Changchun Resort. The government of Erdao district of Changchun city in the Jilin province of the People's Republic of China (the "Erdao Government") holds the view that the Changchun Resort, is still owned by the government and it may, through Changchun Lianhua Mountain Agricultural Project Development Company Limited ("CCL Agricultural"), manage the same to the Company's exclusion. Because of CCL Agricultural's and the Erdao Government's action, the Company has been deprived of management of the Changchun Resort. The Company engaged in discussions with the Erdao Government, Changchun Lianhua Mountain Sports & Travel Development Company Changchun Sports and CCL Agricultural with an aim of resolving this matter. As a result of the foregoing, the Company lost control of the company itself and has therefore written off the full value of the assets and liabilities of Changchun Resort and reported it as a loss from discontinued operations as of December 31, 2010. In 2011, the Company commenced legal actions against the Erdao Government in an effort to regain control and ownership of the assets and operations. The Company's legal department has sent three letters of formal complaint to the Ministry of Commerce of the People's Republic of China in June 2012, the Erdao Government, and Jilin Lianhua Tourist Committee. Recently, the Ministry of Commerce of the People's Republic of China has assigned the case to the relevant authority called the Economic and Technological Cooperation Department of Jilin Province for handling. After a series of negotiations made and no consensus arrived as at reporting date, management had decided to start formal administrative prosecution process against the government. As at March 31, 2014, management had sent several letters of notice, but no formal prosecution has been started. About Mountain China Resorts Mountain China Resorts (Holding) Limited -- http://www.mountainchinaresorts.com-- is a developer of four season destination ski resorts in China. MCR is transforming existing China ski properties into world-class, four seasons luxury mountain resorts with excellent real estate investment opportunities for discerning buyers. In February 2009, the Company's Sun Mountain Yabuli Resort was awarded Best Resort Makeover in Asia by TIME Magazine. Yabuli is also the permanent home of the China Entrepreneur's Forum the leading and most influential community of China's most distinguished and successful entrepreneurs and business leaders with over 5,000 members from across a variety of key industries. MT. GOX: Bankruptcy Judge Rejects Complaints Over Potential Deal ---------------------------------------------------------------- Katy Stech, writing for The Wall Street Journal, reported that a bitcoin business that planned to use the blueprints for the once- successful Japanese bitcoin exchange Mt. Gox couldn't convince a bankruptcy judge that an early sale proposal to salvage the frozen exchange is being unfairly executed. According to the Journal, at a hearing in U.S. Bankruptcy Court in Dallas, Judge Stacey Jernigan rejected complaints raised by CoinLab Inc., which has sued Mt. Gox for $75 million after their licensing agreement fell apart and recently complained that a purchase offer from investor group Sunlot Holdings could be forced upon Mt. Gox customers "without any real scrutiny." Bill Rochelle, the bankruptcy columnist for Bloomberg News, reported that the Japanese trustee for Mt. Gox arranged for a hearing on June 17 to ask the U.S. Bankruptcy Court in Dallas to recognize Japan as presiding over the company's primary bankruptcy. If the U.S. judge concludes that Japan has the primary bankruptcy and that Japanese laws adequately protect the rights of U.S. creditors, she will give Mt. Gox permanent protection under Chapter 15, which would halt all creditor actions in the U.S. and allow the U.S. court to assist in collecting assets for distribution through the Japanese proceedings, Mr. Rochelle related. About Mt. Gox Bitcoin exchange MtGox Co., Ltd., filed a petition under Chapter 15 of the U.S. Bankruptcy Code on March 9, 2014, days after the company sought bankruptcy protection in Japan. The bankruptcy in Japan came after the bitcoin exchange lost 850,000 bitcoins valued at about $475 million "disappeared." The Japanese bitcoin exchange that halted trading in February 2014. It filed for bankruptcy protection in the U.S. to prevent customers from targeting the cash it holds in U.S. bank accounts. The Chapter 15 case is In re MtGox Co., Ltd., Case No. 14-31229 (Bankr. N.D. Tex.). The Chapter 15 Petitioner is Robert Marie Mark Karpeles, the company's chief executive officer. Mr. Karpeles is represented by John E. Mitchell, Esq., and David William Parham, Esq., at BAKER & MCCKENZIE LLP, in Dallas, Texas. The company said it has estimated assets of $10 million to $50 million and debts of $50 million to $100 million. MULTIBANK: Fitch Affirms 'BB+' Issuer Default Rating ---------------------------------------------------- Fitch Ratings has affirmed Multibank's (MB) viability (VR) and long-term Issuer Default Rating (IDR) at 'bb+' and 'BB+' respectively. The Rating Outlook is Stable. Fitch has also affirmed the bank's national ratings. A full list of rating actions follows at the end of this press release. KEY RATING DRIVERS -- IDRs, VR and National Ratings MB's viability rating (VR) drives its Long-term IDR and national ratings. The bank's risk appetite for growth and capitalization levels highly influences its VR. The ratings also consider sound asset quality, an improved funding mix and adequate liquidity. The Rating Outlook on the bank's long-term IDRs is Stable given MBs consistent financial performance. Nevertheless, it remains challenging for MB to improve its competitive position and enhance its profitability metrics to support internal capital generation and future growth in a highly competitive market. MB has emerged as a relevant contender in the middle market and retail segments in Panama. MB has steadily expanded its network, heightened its profile and improved its franchise as the bank increased its market share to 3.7% of general licensed banks' total unconsolidated assets by YE13. Resilient margins and growing loan volumes coupled with moderate credit costs allowed MB to post moderate but consistent profitability ratios. MB will need further income diversification and cost control to face competition and rising interest rates. Sound credit origination, adequate remedial management and a positive operating environment underpinned asset quality. Past due loans (PDLs) for 90-plus days stood at approximately 1% at YE13 and are well covered by reserves. Concentration on both sides of the balance sheet is moderate after years of continuous improvement. The overhauled commercial strategy helped widen the deposit base while changing the deposit mix and lowering funding costs. MB's liquidity remains sound and is supplemented by adequate contingency plans. However, the increase of longer-tenor loans creates the need to further diversify funding to prevent undesired asset/liability gaps in a highly competitive market that could create pressures to become more aggressive in credit or pricing. As the Panamanian economy boomed, MB grew into retail and SME but also found opportunities arising from the consolidation at the top of the market. Accordingly, MB gained in market share and diversified and strengthened its balance sheet. Moreover, the bank has embarked on an expansion abroad leveraging its expertise in SME and consumer sectors. KEY RATING DRIVERS: SUPPORT RATING AND SUPPORT RATING FLOOR The banks' Support Rating (SR) of '5' and Support Rating Floor (SRF) of 'NF' reflect Fitch's expectation of no support. As a longstanding dollarized economy, Panama lacks a lender of last resort, though Banco Nacional de Panama, the largest state controlled bank, could provide temporary liquidity loans. RATING SENSITIVITIES - VR, IDRs AND NATIONAL RATINGS A sustained improvement in the bank's capital position (FCC above 11%) driven by sufficient internal capital generation to support MB's expected asset growth could lead to an improvement in the bank's ratings. Additionally, the ratings could improve in the medium term if the bank continues to solidify its franchise and diversify its revenues while maintaining low concentrations on both sides of the balance sheet and good asset quality. Multibank's ratings could be negatively affected by a decline in its capital and reserves cushion, or a significant weakening of its profitability (ROAA below 1.2%). Additionally, rapid growth which pressures the bank's Fitch Core Capital ratio below 9% could also be negative. SUPPORT RATING AND SUPPORT RATING FLOOR Given Fitch's view of Panama's limited ability and willingness to support MB, Fitch considers that there is no upside potential in these ratings over the foreseeable future. Fitch has affirmed MB's ratings as follows: --Long-term IDR at 'BB+'; Outlook Stable; --Short-term IDR at 'B'; --Viability Rating at 'bb+'; --Support Rating at '5'; --Support Rating Floor at 'NF'; --National scale long-term rating at 'AA-(pan)'; Outlook Stable; --National scale short-term rating at 'F1+(pan)'. NATIONAL MEDICAL: US Bank Hit w/ $50M Suit Over Involuntary Ch. 11 ------------------------------------------------------------------ Law360 reported that National Medical Imaging LLC hit U.S. Bank NA with a $50 million lawsuit in Pennsylvania federal court alleging the bank ruined its business by forcing it into involuntary bankruptcy proceedings just as it was beginning to implement a turnaround plan. According to the report, the diagnostic imaging company claims that the involuntary bankruptcy petitions U.S. Bank and eight other defendants filed against NMI and its holding company ultimately destroyed its business, even though the cases were ultimately tossed. The case is NATIONAL MEDICAL IMAGING, LLC et al v. U.S. BANK, N.A. et al, Case No. 2:14-cv-02974 (E.D. Pa.) before Judge Cynthia M. Rufe. DVI Receivables Trusts and other alleged creditors filed involuntary chapter 11 petitions (Bankr. E.D. Pa. Case Nos. 05- 12714 and 05-12719) against Philadelphia, Pa.-based National Medical Imaging, L.L.C., and National Medical Imaging Holding Company, L.L.C., on March 3, 2005. The Creditors amended the involuntary petitions three times: on Nov. 10, 2008; April 10, 2009; and on Aug. 26, 2009, following a contested hearing. NEW YORKER 57: Case Summary & 3 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: New Yorker 57 Corp. 2055 Rockledge Drive Rockledge, FL 32955 Case No.: 14-06377 Chapter 11 Petition Date: May 30, 2014 Court: United States Bankruptcy Court Middle District of Florida (Orlando) Debtor's Counsel: Jeffrey Ainsworth, Esq. BRANSONLAW PLLC 1501 E. Concord Street Orlando, FL 32803 Tel: (407) 894-6834 Fax: (407) 894-8559 Email: jeff@bransonlaw.com bob@bransonlaw.com lawbankruptcy1@aol.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Madeline Martelli, president. A list of the Debtor's three largest unsecured creditors is available for free at http://bankrupt.com/misc/flmb14-06377.pdf OCALA FUNDING: $102M Freddie Mac Settlement Gets Judge's OK ----------------------------------------------------------- Law360 reported that a Florida bankruptcy judge approved a $102 million settlement between bankrupt Taylor Bean & Whitaker Mortgage Corp. subsidiary Ocala Funding LLC and Freddie Mac over an allegedly fraudulent $805 million transfer to Freddie Mac. According to the report, U.S. Bankruptcy Judge Jerry A. Funk signed off on Freddie Mac's pledge to pay $60 million in cash to Ocala's litigation trust. Freddie Mac will also transfer its claim from Taylor Bean's bankruptcy, expected to be worth about $42.5 million, the report related. About Ocala Funding Orange, Florida-based Ocala Funding, LLC, a funding vehicle once controlled by mortgage lender Taylor Bean & Whitaker Mortgage Corp., filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 12-04524) in Jacksonville on July 10, 2012. Ocala Funding used to be the largest originator and servicer of residential loans. Ocala was created by Taylor Bean to purchase loans originated by TBW and selling the loans to third parties, Freddie Mac. In furtherance of this structure Ocala raised money from noteholders Deutsche Bank AG and BNP Paribas Mortgage Corp. and other financial institutions, as secured lenders through sales of asset-backed commercial paper. Ocala disclosed $1,747,749,787 in assets and $2,650,569,181 in liabilities as of the Chapter 11 filing. Taylor Bean was forced to file for Chapter 11 relief (Bankr. M.D. Fla. Case No. 09-07047) on Aug. 24, 2009, amid allegations of fraud by Taylor Bean's former CEO Lee Farkas and other employees. Mr. Farkas is now serving a 30-year prison term for 14 counts of conspiracy and fraud for being the mastermind of a $2.9 billion bank fraud. Mr. Farkas allegedly directed the sale of more than $1.5 billion in fake mortgage assets to Colonial Bank and misappropriated more than $1.5 billion from Ocala. TBW's bankruptcy also caused the demise of Colonial Bank, which for years was TBW's primary bank. TBW and its joint debtor-affiliates confirmed their Second Amended Joint Plan of Liquidation on July 21, 2011, and the TBW Plan became effective on Aug. 10, 2011. The TBW Plan established the TBW Plan Trust to marshal and distribute all remaining assets of TBW. Neil F. Lauria, as CRO for TBW and trustee of the TBW Plan Trust, signed the Chapter 11 petition of Ocala. Ocala holds 252 mortgage loans with an unpaid balance of $42.3 million as of May 31, 2012. The Debtor also holds five "real estate owned" properties resulting from foreclosures. The Debtor also holds $22.4 million in proceeds of mortgage loans previously owned by it that are on deposit in an account in the Debtor's name at Regions Bank. It also has an interest in $75 million in cash, consisting of proceeds of mortgage loans previously owned by the Debtor, that are in an account maintained by Bank of America, N.A. as prepetition indenture trustee for the benefit of the Noteholders. The Debtor also holds a claim in the current amount of $1.6 billion against the estate of TBW. The largest unsecured creditors include the Federal Deposit Insurance Corp., owed $898,873,958; and Cadwalader, Wickersham & Taft LLP, owed $1,632,385. Judge Jerry A. Funk presides over Ocala's case. Proskauer Rose LLP and Stichter, Riedel, Blain & Prosser, serve as Ocala's counsel. Neil F. Lauria at Navigant Capital Advisors, LLC, serves as the Debtor's Chief Restructuring Officer. Ocala implemented a Chapter 11 plan in July 2013 to carry out an agreement reached before bankruptcy with holders of almost all of its $1.5 billion in secured and $800 million in unsecured claims. The plan created a trust to prosecute lawsuits on behalf of creditors with more than $2.5 billion in claims. About Taylor Bean Taylor, Bean & Whitaker Mortgage Corp. grew from a small Ocala- based mortgage broker to become one of the largest mortgage bankers in the United States. In 2009, Taylor Bean was the country's third largest direct-endorsement lender of FHA-insured loans of the largest wholesale mortgage lenders and issuer of mortgage backed securities. It also managed a combined mortgage servicing portfolio of approximately $80 billion. The company employed more that 2,000 people in offices located throughout the United States. Taylor Bean sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 09-07047) on Aug. 24, 2009. Taylor Bean filed the Chapter 11 petition three weeks after federal investigators searched its offices. The day following the search, the Federal Housing Administration, Ginnie Mae and Freddie Mac prohibited the company from issuing new mortgages and terminated servicing rights. Taylor Bean estimated more than $1 billion in both assets and liabilities in its bankruptcy petition. Lee Farkas, the former chairman, was sentenced in June to 30 years in federal prison after being convicted on 14 counts of conspiracy and bank, wire and securities fraud in what prosecutors said was a $3 billion scheme involving fake mortgage assets. Jeffrey W. Kelly, Esq., and J. David Dantzler, Jr., Esq., at Troutman Sanders LLP, in Atlanta, Ga., and Russel M. Blain, Esq., and Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA, in Tampa, Fla., represent the Debtors. Paul Steven Singerman, Esq., and Arthur J. Spector, Esq., at Berger Singerman PA, in Miami, Fla., represent the Committee. BMC Group, Inc., serves as the claims and noticing agent. Unsecured creditors were expected to receive 3.3% to 4.4% under a Chapter 11 plan approved in July 2011. OTTER PRODUCTS: S&P Retains 'B+' Issue-Level Rating --------------------------------------------------- Standard & Poor's Ratings Services said that the recovery rating on Fort Collins, Colo.-based mobile device accessory designer, distributor, and manufacturer Otter Products LLC's proposed $725 senior secured facility remains '3' following changes to its term loan. The '3' recovery rating indicates S&P's expectation for meaningful (50% to 70%) recovery in the event of payment default. The issue-level rating remains 'B+' (the same as the 'B+' corporate credit rating on the company). The company has changed the term loan portion of its proposed $725 million senior secured credit facility. The proposed structure has slightly changed to a $165 million term loan A due 2019 and a $460 million term loan B due 2020. (The initial structure consisted of a $100 million revolving credit facility due 2019 and a $625 million term loan B due 2020.) There are no changes to the proposed revolving credit facility. The term loan A will feature 10% annual amortization and the term loan B annual amortization will change to 1% from 2%. The 'B+' corporate credit rating on Otter reflects a "significant" financial risk profile reflecting its moderate leverage and adequate liquidity. This is partially offset by the company's good market position and product offerings within the growing mobile device accessories market, which lead to S&P's assessment of the company's "weak" business risk profile. RATINGS LIST Otter Products LLC Corporate Credit Rating B+/Stable/-- $165 mil. term loan A due 2019 Senior Secured B+ Recovery Rating 3 $100 mil. revolver due 2019 Senior Secured B+ Recovery Rating 3 $460 mil. term loan B due 2020 Senior Secured B+ Recovery Rating 3 OVERLAND STORAGE: Pinnacle No Longer a 5% Shareholder as of May 16 ------------------------------------------------------------------ Pinnacle Family Office Investments, L.P., and Barry M. Kitt disclosed that as of May 16, 2014, they beneficially owned less than five percent of the common stock of Overland Storage, Inc. The reporting persons previously reported beneficial ownership of 2,718,930 common shares of the Company or 8.5 percent equity stake at Dec. 31, 2013. A copy of the amended Schedule 13G as filed with the U.S. Securities and Exchange Commission is available for free at http://is.gd/aSD35z About Overland Storage San Diego, Cal.-based Overland Storage, Inc. (Nasdaq: OVRL) -- http://www.overlandstorage.com/-- is a global provider of unified data management and data protection solutions designed to enable small and medium enterprises (SMEs), corporate departments and small and medium businesses (SMBs) to anticipate and respond to change. Overland Storage incurred a net loss of $19.64 million on $48.02 million of net revenue for the fiscal year ended June 30, 2013, as compared with a net loss of $16.16 million on $59.63 million of net revenue during the prior fiscal year. Moss Adams LLP, in San Diego, California, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2013, citing recurring losses and negative operating cash flows which raise substantial doubt about the Company's ability to continue as a going concern. PACIFIC STEEL: Court Okays Deal With PG&E on Adequate Assurance --------------------------------------------------------------- A Stipulation for Additional Adequate Assurance has been entered into by and between the Pacific Steel Casting Company by and through its counsel Binder & Malter LLP; and Pacific Gas and Electric Company by and through its counsel, the Law Offices of Martha J. Simon, and filed with the Bankruptcy Court on April 24, 2014. Pursuant to the Stipulation, which has been approved by the Court: 1. to provide adequate assurance of payment to PG&E for the Debtor's continued access to and use of PG&E's services, the Debtor will pay PG&E a deposit totaling $849,786, of which $797,710 was remitted to PG&E prior to April 2, 2014; the additional amount of $52,076 shall be sent to PG&E by no later than May 1, 2014. 2. payment to PG&E for services rendered after the Petition Date shall be made by the Debtor in the ordinary course of business according to existing trade terms between the parties. Payments for invoices presented by PG&E shall be made to the address set forth on PG&E's invoice. 3. if the Debtor fails to make any payments provided for in the Stipulation, PG&E is authorized to apply some or all of the Security Deposit to the delinquent account and to suspend or terminate all services rendered by PG&E to the Debtor unless the Debtor cures the default within 10 business days after PG&E provides written notice of such default to the Debtor and its counsel. 4. the term of the Stipulation shall expire automatically on the earlier of the following: (i) the Debtor has committed a payment default not cured by the expiration of the Cure Period, (ii) the case is converted to a chapter 7 case, (iii) the bankruptcy case is dismissed, or (iv) an order is entered confirming Debtor's Chapter 11 plan. Upon confirmation of a Chapter 11 Plan, but in no event later than 60 days after the date of expiration, any unused portion of the Deposit shall be returned to the Debtor after PG&E determines that all post-petition accounts have been paid in full as of the date of expiration. PG&E reserves the right to request new or additional deposits from the Debtor as assurances for continued services and the Debtor reserves the right to contest such request. Controversy With Occidental Energy Meanwhile, in an April 30 filing, Occidental Energy Marketing Inc, through its counsel, objects to the proposal of Pacific Steel Casting concerning adequate assurance of payment to Occidental. Contrary to the Debtor's assertion in its supplemental brief filed April 9, 2014, Occidental said it has not changed in position with respect to Occidental's and Pacific's stipulation prior to the April 2 hearing. Occidental and Pacific had agreed to many terms prior to the hearing. The remaining disagreement between the parties relates to Occidental's ability to promptly terminate services to the Debtor upon the Debtor's failure of adequate assurance of payment. Occidental's position was, and remains, that it can immediately terminate service if the Debtor violates the adequate assurance order. However, the Debtor insists that if the Debtor fails to make payment to Occidental when due, and defaults under the terms of the adequate assurance order, that Pacific expects Occidental to continue to provide services with no hope or expectation of payment for those additional services. Occidental said it finds this concept objectionable. However, Occidental is willing to provide the Debtor with the Debtor's requested additional time for a "meet and confer" as long as Pacific is willing to provide Occidental with an additional one month's deposit to address the additional time that Occidental would be required to provide the Debtor with service due to Pacific's desired "meet and confer" time. 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 VECTOR: Financial Woes Impact Ability to Raise Capital -------------------------------------------------------------- Pacific Vector Holdings Inc. disclosed that a management cease trade order was granted to the company as a result of its failure to timely file its annual financial statements. As announced on May 23, 2014, the Company was unable to obtain an immediate bridge of $300,000 which would have allowed for the payment of current obligations. As a result, a first secured lender whose $1 million loan was due April 17, 2014, has filed a notice of default. In addition, another secured lender, owed $400,000 which matured on April 21, 2014 and an unsecured lender, owed $1 million which matured on Oct. 31, 2013 have filed notices of default. The Company is diligently working to cure the defaults. As a result of the Company's financial circumstances, its stock price has reacted negatively and its ability to complete the conversion of US$6,959,987 in debt to equity and its ability to raise additional equity or debt has been greatly inhibited. The Company has continued to advance the sale of the assets of Reno Wilson Inc. (Gatorz Eyewear) to a third party for gross proceeds of $1.2 million which is subject to fluctuations based on the value of the inventory and accounts receivable. The purchaser has completed the first draft of the legal agreements but the documents and structure will need to change as a result of the notice of default from the secured lender. On May 28th, the Company's wholly owned subsidiary PVH DNA Inc. entered into a rescission agreement with DNA LLC, which is the company that owns the Alien Workshop, Habitat and Reflex skateboard brands. The Agreement rescinds PVH DNA's 51% interest in DNA LLC and cancels the license that PVH DNA had to sell those brands. Under the Agreement, the Company has 6 months to sell its current inventory of Alien Workshop, Habitat and Reflex skateboard branded products. In exchange Dyrdek Enterprises, the second largest shareholder which owned 46.5% of DNA LLC, has agreed to take over stewardship of DNA LLC and pay the final payroll for the PVH DNA employees. The Company also closed its only retail location in New Mexico bringing the total number of retail locations closed since March to 19. The Company continues to have 15 retail locations in operation. Pacific Vector is a premier action sports retail and consumer brands company. PPL ENERGY: S&P Lowers CCR to 'BB+'; Outlook Stable --------------------------------------------------- Standard & Poor's Ratings Services said it has lowered its long- term corporate credit rating on U.S. power generator PPL Energy Supply LLC, a subsidiary of diversified energy company PPL Corp., to 'BB+' from 'BBB' and lowered our short-term rating to 'A-3' from 'A-2'. S&P removed the ratings from CreditWatch, where it placed them with negative implications on May 5, 2014, while S&P was determining the strategic importance of the company to the PPL Corp. group. The outlook is stable. S&P has also revised the company's business risk profile to "fair," a riskier category than the "satisfactory" business risk descriptor. "We now assess PPL Energy's stand-alone credit profile (SACP) at 'bb' but still consider the company to be a moderately strategic subsidiary to the PPL group," said Standard & Poor's credit analyst Aneesh Prabhu. PPL Energy's decreasing size and management's willingness to consider shareholder value-maximizing options, including a potential sale of the business, led to the change in S&P's view of the importance of this company to parent PPL. Yet, S&P believes management will still extend limited support to PPL Energy or might consider strategic options (such as joint ventures) that allow PPL to participate in a power price recovery under the current commodity environment. Management's current key priority is largely on reducing operations and management costs, perhaps in an effort to make the company's long-term economics more attractive to suitors. PPL Energy is an unregulated electricity generation company with about 10,500 megawatts (MW) of generation capacity that consists of reasonably well-located, low-cost nuclear and coal plants. The company had about $2.5 billion in debt as of Dec. 31, 2013. The outlook is stable. While management has demonstrated support for credit by infusing about $1.5 billion into PPL Energy over the past 18 months, it does not have a positive effect on the ratings in the short to medium term. S&P could lower the ratings to 'BB' if adjusted FFO to debt declines below the 18% to 20% range on a sustained basis. PULL PANS: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------- Debtor: Pull Pans, Inc. 3790 South Eaton Street Denver, CO 80235 Case No.: 14-06379 Chapter 11 Petition Date: May 30, 2014 Court: United States Bankruptcy Court Middle District of Florida (Orlando) Debtor's Counsel: Brian D Solomon, Esq. BRIAN D. SOLOMON, P.L. 1311 Indiana Avenue Saint Cloud, FL 34769 Tel: (407) 957-0077 Fax: (407) 641-8503 Email: bsolomon@solomon-law.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Leslie Hammer-Palen, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/flmb14-06379.pdf S.E. SHIRES: Sale to Competitor Eastman Approved ------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that S.E. Shires Co. Inc., a Massachusetts-based maker of high-end custom-made brass musical instruments, got court authority to sell its business to Eastman Brass Instruments Inc., a lender and competitor, for $2.08 million. The report, citing court papers, the Shires creditors' committee had objected to the sale because it was expedited, private, not subject to counteroffers and conditioned on the continued employment of the company's founder. To resolve the objections and let the sale move forward, an agreement was reached increasing the purchase price by $80,000 and decreasing the founder's salary as the new Eastman president by $12,500 in the first two years, the report related. All other objections to the sale, including one filed by state taxing authorities, were resolved, the report further related. The purchase price includes $1 million cash, a note for $780,000 to be paid over nine quarters and a so-called credit bid using the $230,000 bankruptcy financing and a pre-bankruptcy secured claim of $70,000, the report added. S.E. Shires, Inc., based in Hopedale, Mass., filed for Chapter 11 bankruptcy (Bankr. D. Mass. Case No. 14-40715) on April 8, 2014, listing total assets of $1.80 million and total liabilities of $3.10 million. Judge Melvin S. Hoffman presides over the case. Christine E. Devine, Esq., at Mirick, O'Connell, DeMaillie & Lougee LLP, serves as the Debtor's counsel. The petition was signed by Stephen E. Shires, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/mab14-40715.pdf SCHRADER INT'L: Moody's Affirms B2 CFR, Changes Outlook to Stable ----------------------------------------------------------------- Moody's Investors Service affirmed August Cayman Intermediate Holdco, Inc.'s ("Schrader International") B2 Corporate Family Rating. In a related action, Moody's lowered the company's Probability of Default Rating to B3-PD from B2-PD and lowered the senior secured revolver and first lien term loan rating to B2 from B1. The rating outlook was changed to stable from negative. Proceeds from the company's proposed $80 million first lien term loan add-on will be used to refinance the company's existing $75 million second lien term loan, pay related fees and expenses, as well as increase balance sheet cash by approximately $1.6 million. The proposed refinancing is expected to reduce cash interest by approximately $4 million. The company is also proposing to upsize its revolving credit facility by $5 million to $40 million. The change in outlook to stable from negative reflects the expectation for improved operating results due to an increase in demand for tire pressure monitoring systems (TPMS) as European regulatory requirements come into full effect in November 2014, and the battery replacement cycle of the initially-installed units in North America takes hold. The change in Probability of Default Rating to B3-PD from B2-PD, in line with Moody's Loss Given Default Methodology ("LGD"), reflects the expectation for a 65% family recovery rate as the company's capital structure is anticipated to become an all first lien bank debt structure following the proposed refinancing transaction. The following rating actions were taken (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): August Cayman Intermediate Holdco, Inc.: Corporate Family Rating, affirmed at B2; Probability of Default, downgraded to B3-PD from B2-PD. August U.S. Holding Company, Inc.: $35 million (to be upsized by $5 million) senior secured first lien revolving credit facility (also available to August LuxUK Holding Company), downgraded to B2 (LGD3, 35%) from B1 (LGD3, 40%); senior secured first lien term loan facility; downgraded to B2 (LGD3, 35%) from B1 (LGD3, 40%); August LuxUK Holding Company: senior secured first lien term loan facility, downgraded to B2 (LGD3, 35%) from B1 (LGD3, 40%). The Caa1 (LGD6, 92%) rating on August U.S. Holding Company, Inc. and August LuxUK Holding Company's second lien term loan will be withdrawn upon its repayment at the close of the transaction. Ratings Rationale Schrader's B2 Corporate Family Rating reflects the company's modest size, high level of customer concentration, as well as the company's high leverage level. Schrader maintains a high level of customer concentration within its Sensors Group, which comprises over 60% of the company's revenue. Over 46% of the company's revenue is from its top three customers, the Detriot-3. As a result, the company's operating performance and credit metrics will remain highly vulnerable to the cyclicality in the automotive sector. The rating positively considers the company's leading position as a producer of tire pressure monitoring systems ("TPMS"), with sales going to automotive original equipment manufacturers ("OEM"). The strong OEM position and expectation for continued growth in US vehicle sales should support an improvement in operating performance. The regulatory phase-in of TPMS in Europe and replacement cycle in North America will also support revenue growth for the company, with additional product deliveries expected to begin in the second half of 2014. The stable outlook incorporates Moody's expectation that Schrader's operating performance and adequate liquidity profile over the near-term will support the assigned rating. Demand for TPMS is expected to grow in 2014 and 2015 driven by battery replacement cycles in North America and European regulatory requirements. The rating could be lowered if demand for TPMS does not improve as anticipated or if the company's profit margins come under competitive pressure. A lower rating could result if debt/EBITDA is expected to be sustained above 6x or if EBIT/Interest is expected to be sustained below 1.2x, or if liquidity deteriorates. Shareholder distributions at the expense of debt reduction could also lower the company's rating or outlook. The rating or outlook could be raised if demand for TPMS drives stronger revenue and profit margin growth resulting in EBIT/Interest over 2.0x and Debt/EBITDA approaching 3.5x. In addition, these results also will need to coincide with a financial policy that is focused on debt reduction rather than shareholder returns. The principal methodology used in this rating was the Global Automotive Supplier 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. Schrader International ("Schrader" or the "Company") is a manufacturer of Tire Pressure Monitoring Systems ("TPMS"), Fluid Control Components and Tire Hardware & Accessories for the automotive and industrial original equipment market and aftermarket. The company generated 2013 revenue of approximately $455 million and is owned by affiliates of Madison Dearborn Partners. SHERIDAN HOLDINGS: Moody's Places B2 CFR on Review for Upgrade -------------------------------------------------------------- Moody's Investors Services placed the ratings of Sheridan Holdings, Inc. under review for upgrade, including the company's B2 Corporate Family Rating, B2-PD Probability of Default Rating, B1 senior secured first lien credit facilities rating and Caa1 second lien term loan rating. This action follows the company's announcement on May 29, 2014 that it has entered into an agreement to be acquired by AmSurg Corp. (Ba3 RUR) in a transaction valued at $2.35 billion. The proposed acquisition, which has been approved by the respective boards of AmSurg and Sheridan is expected to be funded, though the issuance of $1.7 billion of new debt and $615 million of common equity. The transaction is expected to close in the third quarter of 2014. Moody's expects that at closing, all of Sheridan's outstanding debt will be retired and Sheridan's ratings will be withdrawn. Ratings placed under review for upgrade: Sheridan Holdings, Inc.: Corporate Family Rating at B2 Probability of Default Rating at B2-PD Senior secured first lien revolver at B1 (LGD 3, 34%) First lien term loan at B1 (LGD 3, 34%) Second lien term loan due 2021 at Caa1 (LGD 5, 87%) Rating Rationale Sheridan's B2 Corporate Family Rating reflects the company's high financial leverage, shareholder friendly financial policy and aggressive acquisition strategy. The rating is also constrained by its concentration of business in the Florida market and the company's size compared to similarly rated competitors. The rating benefits from Sheridan's solid cash flow and improved credit metrics, driven by EBITDA growth associated with acquisitions and new contract wins. The principal methodology used in this rating was the Global Business & Consumer Service Industry 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. Sheridan Healthcare, Inc. (a wholly owned subsidiary of Sheridan Holdings, Inc.) is a leading provider of physician services to hospitals and ambulatory surgical facilities. The company provides outsourced physician staffing services for anesthesia, neonatology, radiology, pediatrics and emergency departments. Sheridan also provides a full complement of professional and administrative support services including physician billing. TARGETED MEDICAL: Incurs $974,000 Net Loss in First Quarter ----------------------------------------------------------- Targeted Medical Pharma, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $974,470 on $1.80 million of total revenue for the three months ended March 31, 2014, as compared with a net loss of $270,277 on $2.81 million of total revenue for the same period last year. As of March 31, 2014, the Company had $4.57 million in total assets, $12.10 million in total liabilities and a $7.52 million total stockholders' deficit. A copy of the Form 10-Q is available for free at: http://goo.gl/1K2ULQ Targeted Medical filed with the SEC a form of presentation that the Company expects to use in connection with presentations to certain potential investors, a copy of which is available for free at http://goo.gl/sl7TnH About Targeted Medical Los Angeles, Calif.-based Targeted Medical Pharma, Inc., is a specialty pharmaceutical company that develops and commercializes nutrient- and pharmaceutical-based therapeutic systems. Targeted Medical reported a net loss of $9.33 million on $9.55 million of total revenue for the year ended Dec. 31, 2013, as compared with a net loss of $9.58 million on $7.29 million of total revenue in 2012. Marcum LLP, in Irvine, CA, 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 significant net losses since its inception, and has an accumulated deficit of $23,022,407 as of Dec. 31, 2013, and incurred a net loss of $9,337,618 and negative cash flows from operations of $2,046,586 for the year ended Dec. 31, 2013. TELEXFREE LLC: Court Sets General Claims Bar Date ------------------------------------------------- The Bankruptcy Court has established 90 days after the date first set for the meeting of creditors as the deadline for any person or entity to file proofs of claim against TelexFREE, LLC, et al. The meeting of creditors pursuant to 11 U.S.C. Sec. 341(a) was scheduled for May 22, 2014, at Lloyd D. George U.S. Courthouse 333 Las Vegas Boulevard South, Jury Assembly Room, Las Vegas, Nevada. Ninety days from May 22 is Aug. 20. The deadline for governmental units to file proofs of claim is 180 days after the date of the order for relief, or Oct. 10. Proofs of claim must be submitted to the Debtor's claims agent: TelexFree Claim Processing c/o Kurtzman Carson Consultants LLC 2335 Alaska Avenue El Segundo, CA 90245 * * * Meanwhile, the Bankruptcy Court has entered an amended interim order authorizing the joint administration of Chapter 11 cases of Telexfree, LLC, et al., for procedural purposes only pursuant to Section 342(c), Rules 1015(b) and 2002(n), and Local Rule 1015. Tracy Hope Davis, U.S. Trustee for Region 17, on April 25, 2014, requested that the Court reject the Debtors' proposed interim orders and approve the Trustee's alternative interim orders. On April 24, the Debtors requested for the joint administration of their cases. In addition, the Debtors have been notified that they must file their schedules of assets and liabilities and statements of financial affairs by April 27. About TelexFREE TelexFREE -- http://www.TelexFREE.com-- is a telecommunications business that uses multi-level marketing to assist in the distribution of voice over internet protocol telephone services. TelexFree's retail VoIP product, 99TelexFree, allows for unlimited international calling to seventy countries for a flat monthly rate of $49.90. TelexFREE has over 700,000 associates or promoters worldwide. The company believes the sales of the 99TelexFree product, the TelexFree "app," and other new products will ultimately prove successful and profitable. The company is struggling, however, with several factors that required it to seek chapter 11 protection. First, the Company experienced exponential growth in revenue between 2012 and 2013 (from de minimus amounts to over $1 billion), which put tremendous pressure on the Company's financial, operational and management systems. Second, although the company revised its original compensation plan to promoters in order to address certain questions that were raised regarding such plan, the company believes that the plans need to be further revised. Finally, the trailing liabilities arising from the original compensation plan are difficult to quantify and have resulted in substantial asserted liabilities against the company, a number of which may not be valid. TelexFREE LLC and two affiliates sought bankruptcy protection (Bankr. D. Nev. Lead Case No. 14-12525) on April 13, 2014. Alvarez & Marsal North America, LLC is serving as restructuring advisor and Greenberg Traurig, LLP and Gordon Silver are serving as legal advisors to TelexFREE. TelexFree, LLC, estimated $50 million to $100 million in assets and $100 million to $500 million in liabilities. TELEXFREE LLC: Gets Final Approval to Employ KCC as Claims Agent ---------------------------------------------------------------- Bankruptcy Judge Melvin S. Hoffman authorized TelexFREE, LLC, et al., to employ Kurtzman Carson Consultants LLC as claims and noticing agent. Previously, the Debtor responded to the objection by Tracy Hope Davis, the U.S. Trustee for Region 17, to the employment motion, stating that KCC's compensation will be administrative claims, not priority. The Debtor also stated that KCC will provide monthly invoices to the U.S. Trustee and any committee appointed in the cases. Accordingly, the Debtors believed they have addressed each of the Trustee's concerns regarding KCC's proposed employment in the cases. As such, the Debtors request the Court enter a final order authorizing KCC's employment, subject to the modifications. On April 24, Bankruptcy Judge August B. Landis authorized, on an interim basis, the employment of KCC as claims and noticing agent. KCC's employment was challenged by the U.S. Trustee. As reported in the Troubled Company Reporter, Edward M. McDonald, Jr., Esq., of the Office of the U.S. Trustee, related in a declaration that at the hearing on the first day motions, the Court expressed that "KCC jumped the gun a little here counsel. They set up a website and issued a press release as if I had already entered an order authorizing them to do so. That's troubling to me. And I will tell you now just for sake of making it clear for later, to the extent that those actions were taken before they were authorized to do so, if they seek compensation, that will be an issue for them at that time." The U.S. Trustee complained that portions of the copy of the KCC engagement agreement that was filed are illegible, including the section concerning limitations on the liability of and indemnification of KCC. The U.S. Trustee also complained that the application, including the fee structure, should not be approved until the Debtors provide evidence that the proposed fee structure is competitive and comparable to the rates charged by KCC's competitors for similar services. Pursuant to the engagement agreement, KCC will receive a retainer in the amount of $350,000. The consulting service rates for KCC professionals are: Executive Vice President Waived Director/Senior Managing Consultant $175 Consultant/Senior Consultant $70 - $160 Technology/Programming Consultant $55 - $100 Project Specialist $55 - $100 Clerical $30 - $50 The firm will also be reimbursed for any necessary out-of-pocket expenses. Evan J. Gershbein, vice president of corporate restructuring services at KCC, assured the Court that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. About TelexFREE TelexFREE -- http://www.TelexFREE.com-- is a telecommunications business that uses multi-level marketing to assist in the distribution of voice over internet protocol telephone services. TelexFree's retail VoIP product, 99TelexFree, allows for unlimited international calling to seventy countries for a flat monthly rate of $49.90. TelexFREE has over 700,000 associates or promoters worldwide. The company believes the sales of the 99TelexFree product, the TelexFree "app," and other new products will ultimately prove successful and profitable. The company is struggling, however, with several factors that required it to seek chapter 11 protection. First, the Company experienced exponential growth in revenue between 2012 and 2013 (from de minimus amounts to over $1 billion), which put tremendous pressure on the Company's financial, operational and management systems. Second, although the company revised its original compensation plan to promoters in order to address certain questions that were raised regarding such plan, the company believes that the plans need to be further revised. Finally, the trailing liabilities arising from the original compensation plan are difficult to quantify and have resulted in substantial asserted liabilities against the company, a number of which may not be valid. TelexFREE LLC and two affiliates sought bankruptcy protection (Bankr. D. Nev. Lead Case No. 14-12525) on April 13, 2014. Alvarez & Marsal North America, LLC is serving as restructuring advisor and Greenberg Traurig, LLP and Gordon Silver are serving as legal advisors to TelexFREE. TelexFree, LLC, estimated $50 million to $100 million in assets and $100 million to $500 million in liabilities. TWIN DEVELOPMENTS: Court Closes Chapter 11 Case ----------------------------------------------- The U.S. Bankruptcy Court for the Southern District of California issued an order closing the Chapter 11 case of Twin Developments, LLC. An order dismissing has been entered by the Court, and notice of the dismissal has been given to the debtor(s) and all creditors and all other required documentation having been entered; therefore, it is ordered that the case be closed. The Bankruptcy Court dismissed the Chapter 11 case, in a report by the Troubled Company Reporter on Dec. 10, 2013. The Court directed the Debtor to pay all outstanding quarterly fees to the U.S. Trustee. Wallace Benwart, the Debtor's manager, and the Debtor's counsel James Andrew Hinds, Jr., Esq., at Law Offices of James Andrew Hinds, Jr., have said case dismissal would be the best avenue to pursue, as it would allow the Debtor to continue to pursue causes of action against La Jolla Bank and continue to initiate the recovery of certain bond deposits and securities from the San Diego County and Rainbow Municipal Water District, well as pursue recovery of other assets of the estate. The Debtor's counsel reminded the Debtor's manager that the U.S. Trustee's quarterly fees for all four quarters of 2013 in the sum of $1,300 are still outstanding. Twin Development, LLC, filed a Chapter 11 petition (Bankr. S.D. Cal. Case No. 13-02719) on March 19, 2013. The petition was signed by Wallace Benwart as manager. The Debtor scheduled assets of $55,800,000 and liabilities of $38,027,600. UNIVERSAL SOLAR: Reports $216,000 Net Loss in First Quarter ----------------------------------------------------------- Universal Solar Technology, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q reporting a net loss of $215,973 on $443,545 of sales for the three months ended March 31, 2014, as compared with a net loss of $821,342 on $0 of sales for the same period last year. As of March 31, 2014, the Company had $4.89 million in total assets, $15.59 million in total liabilities and a $10.69 million total stockholders' deficiency. A copy of the Form 10-Q is available for free at: http://goo.gl/qt4Syj About Universal Solar Headquartered in Zhuhai City, Guangdong Province, in the People's Republic of China, Universal Solar Technology, Inc., was incorporated in the State of Nevada on July 24, 2007. It operates through its wholly owned subsidiary, Kuong U Science & Technology (Group) Ltd., a company incorporated in Macau, the People's Republic of China on May 10, 2007, and its subsidiary, Nanyang Universal Solar Technology Co., Ltd., a wholly foreign owned enterprise registered on Sept. 8, 2008 under the wholly foreign- owned enterprises laws of the PRC. The Company primarily manufactures, markets and sells silicon wafers to manufacturers of solar cells. In addition, the Company manufactures photovoltaic modules with solar cells purchased from third parties. Universal Solar reported a net loss of $1.28 million in 2013 following a net loss of $5.66 million in 2012. Paritz & Company, P.A., in Hackensack, New Jersey, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company had not generated cash from its operation, had a stockholders' deficiency of $ 10,663,106 and had incurred net loss of $ 11,175,906 since inception. These circumstances, among others, raise substantial doubt about the Company's ability to continue as a going concern. VIRGINIA KERN: Case Summary & 3 Unsecured Creditors --------------------------------------------------- Debtor: Virginia Kern, LLC 188 North Holliston Avenue, Suite 201 Pasadena, CA 91106 Case No.: 14-20822 Chapter 11 Petition Date: May 31, 2014 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Hon. Neil W. Bason Debtor's Counsel: Armen Shaghzo, Esq. SHAGHZO & SHAGHZO LAW FIRM 100 W Broadway Ste 540 Glendale, CA 91210 Tel: 818-241-8887 Fax: 818-241-0035 Email: as@shaghzolaw.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Mehran Romi Baghgegian, president/manager. A list of the Debtor's three largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb14-20822.pdf WASHINGTON MUTUAL: Suit Against D&O Insurers Not Ripe ----------------------------------------------------- Law360 reported that the Delaware Supreme Court remanded to state court a lawsuit from the Washington Mutual Inc. liquidating trust seeking millions of dollars in coverage from XL Specialty Insurance Co. and other directors and officers insurers, ordering the case be dismissed as it was not yet ripe for adjudication. According to the report, in a 29-page opinion penned by Justice Jack B. Jacobs, the high court ruled that the WMI trust, which oversees the estate from the bank holding company's massive bankruptcy, was looking for a judicial determination that would be based on uncertain facts or conjecture for claims that may never come to pass anyway. The case is XL Specialty Insurance Co. et al. v. WMI Liquidating Trust, case number 449, 2013, in the Supreme Court of the State of Delaware. The state court case is WMI Liquidating Trust v. XL Specialty Insurance Co. et al, case number N12C-10-087, in the The Superior Court of the State of Delaware In and For New Castle County. About Washington Mutual Based in Seattle, Washington, Washington Mutual Inc. -- http://www.wamu.com/-- was the holding company for Washington Mutual Bank as well as numerous non-bank subsidiaries. Washington Mutual Bank was taken over on September 25, 2008, by U.S. government regulators. The next day, WaMu and its affiliate, WMI Investment Corp., filed separate petitions for Chapter 11 relief (Bankr. D. Del. 08-12229 and 08-12228, respectively). WaMu owns 100% of the equity in WMI Investment. WORLDCOM INC: Tax Foundation Pushes High Court To Take Case ----------------------------------------------------------- Law360 reported that the Tax Foundation wants the U.S. Supreme Court to determine whether WorldCom Inc.'s bankruptcy estate must pay millions in excise taxes on a now-defunct dial-up Internet system because the outcome will determine taxpayers' future clarity on telecom taxes. According to the report, in a May 21 amicus curiae brief, the group said the Second Circuit got it wrong when it ruled that a 1965 local telephone excise tax applies to WorldCom's now-obsolete central office-based remote access, or COBRA, dial-up Internet service. WorldCom, Inc., a Clinton, Mississippi-based global communications company, filed for chapter 11 protection (Bankr. S.D.N.Y. Case No. 02-13532) on July 21, 2002. On March 31, 2002, WorldCom disclosed $103,803,000,000 in assets and $45,897,000,000 in debts. The Debtors were represented by Weil, Gotshal & Manges LLP. The Bankruptcy Court confirmed WorldCom's Plan on Oct. 31, 2003, and on April 20, 2004, the Company formally emerged from Chapter 11 protection as MCI, Inc. On Jan. 6, 2006, MCI merged with Verizon Communications, Inc. MCI is now known as Verizon Business, a unit of Verizon Communications. WITHOUT WALLS: Tranzon to Auction Tampa Property on July 8 ---------------------------------------------------------- Tranzon Driggers will conduct a bankruptcy auction for a Tampa property in In re Without Walls International Church, Inc. (Bankr. M.D. Fla. Case No. 14-02567). No Minimum Bid - Subject to Bankruptcy Court Approval Sealed Bids Due: July 7 at 3:00 p.m. ET Best and Final Auction: July 8 at 10:00 am ET Case No.: 8:14-bk-2567-MGW * Existing zoning allows for 557� multi-family units plus commercial * Located between International Plaza and Raymond James Stadium 70,300� sf building currently used as church * Current PD Zoning for the southern 10.78� acres allows for 557� residential units. The adjoining 2.32� acres, known as 3860 W. Columbus Dr., Tampa, FL 33607, is zoned CI?Commercial Intensive. * Future Land Use RMU-100 Regional Mixed Use-100 (3.5 floor area ratio) * Location within the Westshore Areawide Development of Regional Impact offers mitigation benefits by payment to the City of Tampa Transportation Impact Fees. * Adjacent to MetWest International, a 32 acre mixed-use development Close Proximity to: * Tampa International Airport * Raymond James Stadium - Home of the NFL Tampa Bay Buccaneers * Upscale shopping and dining at International Plaza & Bay Street and Westshore Plaza * Steinbrenner Field - Spring training home of the NY Yankees * I-275 and Dale Mabry Highway Tranzon Driggers Walter J. Driggers, III, Lic. Real Estate Broker, FL Lic #AU707 & AB3145 Buyer's Premium pursuant to court order. Terms and Conditions The following summary of Terms & Conditions of Auction Sale is only intended to provide you a brief outline. For a complete copy, either download the Property Information Package, if available, or contact Jon Barber, CAI at 877-374-4437 or jbarber@tranzon.com All bidders must agree to all of the Terms & Conditions of Auction Sale prior to bidding at any Tranzon auction. Listings may be withdrawn or modified without notice at anytime. For general information on the auction process, please review the FAQ-Frequently Asked Questions. Buyers Premium: Pursuant to court order. Closing: Pursuant to court order. Deposit Amount: Pursuant to court order. Broker Co-op: N/A Agency Disclosure: The member company acting as auctioneer/agent is an agent for the seller only. * Bank of America Resubmits Smaller Capital Plan ------------------------------------------------ Christina Rexrode and Michael Rapoport, writing for The Wall Street Journal, reported that Bank of America Corp. said it has resubmitted its smaller stress-test capital plan to the Federal Reserve. According to the report, BofA's announcement is the latest step as the bank investigates the aftermath of a $4 billion capital error it disclosed last month. The error, the report said, forced the bank to suspend its plans for returning capital to shareholders. The report noted that the bank gave few new details about the resubmitted plan. * Merrill Appeals Order Allowing Trusts' RMBS Buyback Suit ---------------------------------------------------------- Law360 reported that Merrill Lynch asked a New York appeals court to dismiss claims accusing it of reneging on a deal to buy back defective loans Merrill obtained from now-bankrupt ResMae Mortgage Corp. and turned into residential mortgage-backed securities, saying the underlying agreement does not contain a sweeping buyback guarantee. According to the report, an attorney for Merrill told a five-judge panel for the New York Supreme Court Appellate Division, First Department, that the lower court wrongly held Merrill responsible for all representations and warranties made by ResMae, the originator of the loans at issue, which reads for too much into a short two-sentence clause in the contract. The case is Merrill Lynch Mortgage Investors Trust et al., v. Merrill Lynch Mortgage Lending Inc., case No. 654403/2012 in the Supreme Court of the State of New York, County of New York. * Regulators Set New Rules for Companies' Revenue Accounting ------------------------------------------------------------ Floyd Norris, writing for The New York Times' DealBook, reported that accounting for revenue will be significantly changed in 2017, the two board that set accounting standards for companies in most major countries around the world announced on May 28. According to the report, the new rules -- issued by the Financial Accounting Standards Board, which sets rules for United States companies, and the International Accounting Standards Board, whose rules are used in the European Union as well as a number of other countries -- replace those specifying how and when revenue can be recognized in different industries. * Large Companies With Insolvent Balance Sheet ---------------------------------------------- Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- ABSOLUTE SOFTWRE OU1 GR 133.7 (10.5) (5.9) ABSOLUTE SOFTWRE ALSWF US 133.7 (10.5) (5.9) ABSOLUTE SOFTWRE ABT CN 133.7 (10.5) (5.9) ACHAOGEN INC AKAO US 13.8 (0.0) 2.1 ACTINIUM PHARMAC ATNM US 6.6 (13.5) (13.5) ADVANCED EMISSIO ADES US 106.4 (46.1) (15.3) ADVANCED EMISSIO OXQ1 GR 106.4 (46.1) (15.3) ADVENT SOFTWARE ADVS US 452.2 (91.1) (90.7) ADVENT SOFTWARE AXQ GR 452.2 (91.1) (90.7) AEROHIVE NETWORK HIVE US 69.9 (3.3) 21.5 AEROHIVE NETWORK 2NW GR 69.9 (3.3) 21.5 AGENUS INC AGEN US 34.8 (4.5) 17.9 AIR CANADA-CL A AC/A CN 9,964.0 (1,947.0) (185.0) AIR CANADA-CL A AIDIF US 9,964.0 (1,947.0) (185.0) AIR CANADA-CL A ADH GR 9,964.0 (1,947.0) (185.0) AIR CANADA-CL A ADH TH 9,964.0 (1,947.0) (185.0) AIR CANADA-CL B AC/B CN 9,964.0 (1,947.0) (185.0) AIR CANADA-CL B AIDEF US 9,964.0 (1,947.0) (185.0) ALDER BIOPHARMAC ALDR US 26.7 (32.0) 2.5 ALDER BIOPHARMAC 3A9 GR 26.7 (32.0) 2.5 ALLIANCE HEALTHC AIQ US 465.3 (136.6) 59.5 AMC NETWORKS-A 9AC GR 3,484.7 (478.3) 642.3 AMC NETWORKS-A AMCX US 3,484.7 (478.3) 642.3 AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2) AMYLIN PHARMACEU AMLN US 1,998.7 (42.4) 263.0 AMYRIS INC AMRS US 236.8 (112.5) 33.5 ANGIE'S LIST INC 8AL TH 124.3 (20.3) (30.0) ANGIE'S LIST INC ANGI US 124.3 (20.3) (30.0) ANGIE'S LIST INC 8AL GR 124.3 (20.3) (30.0) ARRAY BIOPHARMA AR2 TH 135.2 (23.3) 72.2 ARRAY BIOPHARMA ARRY US 135.2 (23.3) 72.2 ARRAY BIOPHARMA AR2 GR 135.2 (23.3) 72.2 AUTOZONE INC AZO US 7,262.9 (1,710.3) (860.8) AUTOZONE INC AZ5 GR 7,262.9 (1,710.3) (860.8) AUTOZONE INC AZ5 TH 7,262.9 (1,710.3) (860.8) BARRACUDA NETWOR CUDA US 327.9 (13.1) 19.9 BARRACUDA NETWOR 7BM GR 327.9 (13.1) 19.9 BERRY PLASTICS G BERY US 5,367.0 (135.0) 684.0 BERRY PLASTICS G BP0 GR 5,367.0 (135.0) 684.0 BIOCRYST PHARM BO1 GR 43.4 (5.7) 22.0 BIOCRYST PHARM BO1 TH 43.4 (5.7) 22.0 BIOCRYST PHARM BCRX US 43.4 (5.7) 22.0 BOULEVARD ACQUIS BLVD US 0.5 (4.3) (4.7) BOULEVARD ACQUIS BLVDU US 0.5 (4.3) (4.7) BRP INC/CA-SUB V DOO CN 1,951.2 (40.8) 155.6 BRP INC/CA-SUB V BRPIF US 1,951.2 (40.8) 155.6 BRP INC/CA-SUB V B15A GR 1,951.2 (40.8) 155.6 BURLINGTON STORE BURL US 2,621.1 (150.5) 112.7 BURLINGTON STORE BUI GR 2,621.1 (150.5) 112.7 CABLEVISION SY-A CVY GR 6,542.9 (5,210.9) 281.8 CABLEVISION SY-A CVC US 6,542.9 (5,210.9) 281.8 CAESARS ENTERTAI CZR US 24,376.7 (2,276.8) 566.0 CAESARS ENTERTAI C08 GR 24,376.7 (2,276.8) 566.0 CANNAVEST CORP CANV US 10.7 (0.2) (1.3) CAPMARK FINANCIA CPMK US 20,085.1 (933.1) - CC MEDIA-A CCMO US 14,597.1 (9,128.0) 643.8 CELLADON CORP CLDN US 24.6 (44.3) 20.1 CENTENNIAL COMM CYCL US 1,480.9 (925.9) (52.1) CENVEO INC CVO US 1,206.8 (511.7) 145.0 CHOICE HOTELS CZH GR 554.9 (454.6) 109.5 CHOICE HOTELS CHH US 554.9 (454.6) 109.5 CIENA CORP CIEN US 1,800.6 (86.9) 800.8 CIENA CORP CIEN TE 1,800.6 (86.9) 800.8 CIENA CORP CIE1 GR 1,800.6 (86.9) 800.8 CIENA CORP CIE1 TH 1,800.6 (86.9) 800.8 CINCINNATI BELL CBB US 2,101.5 (670.7) 7.7 DEX MEDIA INC DXM US 2,275.0 (782.0) 162.0 DIRECTV DTV CI 22,520.0 (6,512.0) (929.0) DIRECTV DIG1 GR 22,520.0 (6,512.0) (929.0) DIRECTV DTV US 22,520.0 (6,512.0) (929.0) DOMINO'S PIZZA DPZ US 524.3 (1,269.0) 113.5 DOMINO'S PIZZA EZV GR 524.3 (1,269.0) 113.5 DOMINO'S PIZZA EZV TH 524.3 (1,269.0) 113.5 DUN & BRADSTREET DB5 TH 1,807.2 (1,061.9) (85.5) DUN & BRADSTREET DNB US 1,807.2 (1,061.9) (85.5) DUN & BRADSTREET DB5 GR 1,807.2 (1,061.9) (85.5) EDGEN GROUP INC EDG US 883.8 (0.8) 409.2 EGALET CORP EGLT US 14.4 (1.5) (3.1) ELEVEN BIOTHERAP EBIO US 5.1 (6.1) (2.9) EMPIRE STATE -ES ESBA US 1,122.2 (31.6) (925.9) EMPIRE STATE-S60 OGCP US 1,122.2 (31.6) (925.9) FAIRPOINT COMMUN FRP US 1,546.4 (338.8) 25.3 FAIRPOINT COMMUN FONN GR 1,546.4 (338.8) 25.3 FERRELLGAS-LP FEG GR 1,620.8 (101.2) 20.0 FERRELLGAS-LP FGP US 1,620.8 (101.2) 20.0 FIVE9 INC FIVN US 56.3 (3.0) 1.1 FIVE9 INC 1F9 GR 56.3 (3.0) 1.1 FREESCALE SEMICO 1FS TH 3,100.0 (3,851.0) 1,244.0 FREESCALE SEMICO 1FS GR 3,100.0 (3,851.0) 1,244.0 FREESCALE SEMICO FSL US 3,100.0 (3,851.0) 1,244.0 GAMING AND LEISU GLPI US 2,561.9 (68.0) (44.7) GAMING AND LEISU 2GL GR 2,561.9 (68.0) (44.7) GENTIVA HEALTH GHT GR 1,234.9 (297.6) 99.2 GENTIVA HEALTH GTIV US 1,234.9 (297.6) 99.2 GLG PARTNERS INC GLG US 400.0 (285.6) 156.9 GLG PARTNERS-UTS GLG/U US 400.0 (285.6) 156.9 GLOBALSTAR INC GSAT US 1,350.0 (74.3) (97.3) GLORI ENERGY INC GLRI US 0.1 (0.0) - GRAHAM PACKAGING GRM US 2,947.5 (520.8) 298.5 HCA HOLDINGS INC HCA US 29,809.0 (6,467.0) 2,986.0 HCA HOLDINGS INC 2BH GR 29,809.0 (6,467.0) 2,986.0 HCA HOLDINGS INC 2BH TH 29,809.0 (6,467.0) 2,986.0 HD SUPPLY HOLDIN HDS US 6,324.0 (764.0) 1,210.0 HD SUPPLY HOLDIN 5HD GR 6,324.0 (764.0) 1,210.0 HORIZON PHARMA I HPM TH 299.1 (229.2) 93.2 HORIZON PHARMA I HPM GR 299.1 (229.2) 93.2 HORIZON PHARMA I HZNP US 299.1 (229.2) 93.2 HOVNANIAN ENT-A HO3 GR 1,787.3 (456.1) 1,131.9 HOVNANIAN ENT-A HOV US 1,787.3 (456.1) 1,131.9 HOVNANIAN ENT-B HOVVB US 1,787.3 (456.1) 1,131.9 HOVNANIAN-A-WI HOV-W US 1,787.3 (456.1) 1,131.9 HUGHES TELEMATIC HUTCU US 110.2 (101.6) (113.8) HUGHES TELEMATIC HUTC US 110.2 (101.6) (113.8) INCYTE CORP INCY US 666.8 (162.4) 474.2 INCYTE CORP ICY TH 666.8 (162.4) 474.2 INCYTE CORP ICY GR 666.8 (162.4) 474.2 INFOR US INC LWSN US 6,515.2 (555.7) (303.6) INTERCEPT PHARMA I4P TH 141.9 (153.7) (148.2) INTERCEPT PHARMA I4P GR 141.9 (153.7) (148.2) INTERCEPT PHARMA ICPT US 141.9 (153.7) (148.2) IPCS INC IPCS US 559.2 (33.0) 72.1 ISTA PHARMACEUTI ISTA US 124.7 (64.8) 2.2 JUST ENERGY GROU 1JE GR 1,642.6 (117.4) 221.0 JUST ENERGY GROU JE US 1,642.6 (117.4) 221.0 JUST ENERGY GROU JE CN 1,642.6 (117.4) 221.0 L BRANDS INC LTD GR 7,198.0 (369.0) 1,324.0 L BRANDS INC LTD TH 7,198.0 (369.0) 1,324.0 L BRANDS INC LB US 7,198.0 (369.0) 1,324.0 LEAP WIRELESS LWI GR 4,662.9 (125.1) 346.9 LEAP WIRELESS LEAP US 4,662.9 (125.1) 346.9 LEAP WIRELESS LWI TH 4,662.9 (125.1) 346.9 LEE ENTERPRISES LEE US 797.3 (155.6) 0.8 LORILLARD INC LO US 3,912.0 (2,161.0) 897.0 LORILLARD INC LLV GR 3,912.0 (2,161.0) 897.0 LORILLARD INC LLV TH 3,912.0 (2,161.0) 897.0 LUMENPULSE INC 0L6 GR 29.4 (38.4) 3.5 LUMENPULSE INC LMP CN 29.4 (38.4) 3.5 MACROGENICS INC MGNX US 42.0 (4.0) 11.7 MACROGENICS INC M55 GR 42.0 (4.0) 11.7 MALIBU BOATS-A MBUU US 57.2 (32.5) (2.0) MALIBU BOATS-A M05 GR 57.2 (32.5) (2.0) MARRIOTT INTL-A MAR US 6,665.0 (1,625.0) (1,031.0) MARRIOTT INTL-A MAQ TH 6,665.0 (1,625.0) (1,031.0) MARRIOTT INTL-A MAQ GR 6,665.0 (1,625.0) (1,031.0) MAUI LAND & PINE MLP US 56.7 (36.0) (54.8) MDC PARTNERS-A MDCA US 1,570.3 (94.1) (218.7) MDC PARTNERS-A MDZ/A CN 1,570.3 (94.1) (218.7) MDC PARTNERS-A MD7A GR 1,570.3 (94.1) (218.7) MERITOR INC AID1 GR 2,531.0 (782.0) 298.0 MERITOR INC MTOR US 2,531.0 (782.0) 298.0 MERRIMACK PHARMA MP6 GR 165.0 (65.8) 81.9 MERRIMACK PHARMA MACK US 165.0 (65.8) 81.9 MONEYGRAM INTERN MGI US 4,761.4 (39.5) 115.9 MORGANS HOTEL GR MHGC US 572.8 (172.9) 6.5 MORGANS HOTEL GR M1U GR 572.8 (172.9) 6.5 MPG OFFICE TRUST MPG US 1,280.0 (437.3) - NATIONAL CINEMED XWM GR 998.4 (179.2) 99.9 NATIONAL CINEMED NCMI US 998.4 (179.2) 99.9 NAVISTAR INTL IHR GR 7,654.0 (3,877.0) 645.0 NAVISTAR INTL IHR TH 7,654.0 (3,877.0) 645.0 NAVISTAR INTL NAV US 7,654.0 (3,877.0) 645.0 NEKTAR THERAPEUT ITH GR 487.0 (9.8) 225.5 NEKTAR THERAPEUT NKTR US 487.0 (9.8) 225.5 NEW ENG RLTY-LP NEN US 180.1 (23.2) - NEXSTAR BROADC-A NXZ GR 1,148.8 (8.4) 134.7 NEXSTAR BROADC-A NXST US 1,148.8 (8.4) 134.7 NII HOLDING INC NIHD* MM 8,189.7 (8.8) 1,078.9 NYMOX PHARMACEUT NYMX US 1.0 (6.1) (3.2) OCI PARTNERS LP OP0 GR 460.3 (98.7) 79.8 OCI PARTNERS LP OCIP US 460.3 (98.7) 79.8 OMTHERA PHARMACE OMTH US 18.3 (8.5) (12.0) OPOWER INC OPWR US 63.1 (6.3) (11.9) OPOWER INC 38O GR 63.1 (6.3) (11.9) OPOWER INC 38O TH 63.1 (6.3) (11.9) OVERSEAS SHIPHLD OSGIQ US 3,658.3 (51.3) 480.8 PALM INC PALM US 1,007.2 (6.2) 141.7 PHIBRO ANIMAL HE PAO GR 473.3 (78.7) 177.3 PHIBRO ANIMAL HE PAO EU 473.3 (78.7) 177.3 PHIBRO ANIMAL HE PAHC LN 473.3 (78.7) 177.3 PHIBRO ANIMAL-A PB8 GR 473.3 (78.7) 177.3 PHIBRO ANIMAL-A PAHC US 473.3 (78.7) 177.3 PHILIP MORRIS IN PM1CHF EU 36,137.0 (7,157.0) 854.0 PHILIP MORRIS IN 4I1 TH 36,137.0 (7,157.0) 854.0 PHILIP MORRIS IN PM1EUR EU 36,137.0 (7,157.0) 854.0 PHILIP MORRIS IN 4I1 GR 36,137.0 (7,157.0) 854.0 PHILIP MORRIS IN PM US 36,137.0 (7,157.0) 854.0 PHILIP MORRIS IN PM1 TE 36,137.0 (7,157.0) 854.0 PHILIP MORRIS IN PM FP 36,137.0 (7,157.0) 854.0 PHILIP MORRIS IN PMI SW 36,137.0 (7,157.0) 854.0 PLAYBOY ENTERP-A PLA/A US 165.8 (54.4) (16.9) PLAYBOY ENTERP-B PLA US 165.8 (54.4) (16.9) PLUG POWER INC PLUN TH 35.4 (15.5) 11.1 PLUG POWER INC PLUN GR 35.4 (15.5) 11.1 PLUG POWER INC PLUG US 35.4 (15.5) 11.1 PLY GEM HOLDINGS PG6 GR 1,033.7 (107.2) 199.4 PLY GEM HOLDINGS PGEM US 1,033.7 (107.2) 199.4 PROTALEX INC PRTX US 1.2 (8.6) 0.6 PROTECTION ONE PONE US 562.9 (61.8) (7.6) QUALITY DISTRIBU QLTY US 443.2 (51.2) 106.0 QUALITY DISTRIBU QDZ GR 443.2 (51.2) 106.0 QUINTILES TRANSN QTS GR 3,061.9 (559.5) 571.3 QUINTILES TRANSN Q US 3,061.9 (559.5) 571.3 RADNET INC RDNT US 737.2 (9.3) 61.4 RADNET INC PQI GR 737.2 (9.3) 61.4 REGAL ENTERTAI-A RETA GR 2,787.3 (751.2) 142.6 REGAL ENTERTAI-A RGC US 2,787.3 (751.2) 142.6 RENAISSANCE LEA RLRN US 57.0 (28.2) (31.4) RENTPATH INC PRM US 208.0 (91.7) 3.6 RETROPHIN INC 17R GR 94.0 (35.4) (107.0) RETROPHIN INC RTRX US 94.0 (35.4) (107.0) REVANCE THERAPEU RVNC US 18.9 (23.7) (28.6) REVANCE THERAPEU RTI GR 18.9 (23.7) (28.6) REVLON INC-A REV US 2,105.1 (589.0) 248.9 REVLON INC-A RVL1 GR 2,105.1 (589.0) 248.9 RITE AID CORP RAD US 6,944.9 (2,113.7) 1,777.7 RITE AID CORP RTA GR 6,944.9 (2,113.7) 1,777.7 RURAL/METRO CORP RURL US 303.7 (92.1) 72.4 SABRE CORP SABR US 4,750.4 (312.9) (279.6) SABRE CORP 19S GR 4,750.4 (312.9) (279.6) SABRE CORP 19S TH 4,750.4 (312.9) (279.6) SALLY BEAUTY HOL S7V GR 2,106.0 (268.8) 715.8 SALLY BEAUTY HOL SBH US 2,106.0 (268.8) 715.8 SEQUENOM INC SQNM US 122.9 (58.6) 40.8 SILVER SPRING NE 9SI GR 524.4 (97.1) 97.5 SILVER SPRING NE SSNI US 524.4 (97.1) 97.5 SILVER SPRING NE 9SI TH 524.4 (97.1) 97.5 SPORTSMAN'S WARE 06S GR 224.2 (121.1) 83.2 SPORTSMAN'S WARE SPWH US 224.2 (121.1) 83.2 SUNEDISON INC SUNE US 7,166.1 (236.5) 250.8 SUNEDISON INC WFR GR 7,166.1 (236.5) 250.8 SUNEDISON INC SUNE* MM 7,166.1 (236.5) 250.8 SUNEDISON INC WFR TH 7,166.1 (236.5) 250.8 SUNGAME CORP SGMZ US 0.1 (2.2) (2.3) SUPERVALU INC SJ1 GR 4,374.0 (738.0) 52.0 SUPERVALU INC SVU US 4,374.0 (738.0) 52.0 SUPERVALU INC SJ1 TH 4,374.0 (738.0) 52.0 SURNA INC SRNA US 0.0 (2.6) (2.6) THRESHOLD PHARMA THLD US 94.7 (29.0) 50.3 TRANSDIGM GROUP T7D GR 6,399.3 (125.6) 975.5 TRANSDIGM GROUP TDG US 6,399.3 (125.6) 975.5 TRINET GROUP INC TN3 GR 1,434.7 (270.4) 65.1 TRINET GROUP INC TNET US 1,434.7 (270.4) 65.1 TRINET GROUP INC TNETEUR EU 1,434.7 (270.4) 65.1 TRINET GROUP INC TN3 TH 1,434.7 (270.4) 65.1 ULTRA PETROLEUM UPL US 2,881.8 (227.7) (374.8) ULTRA PETROLEUM UPM GR 2,881.8 (227.7) (374.8) UNISYS CORP UISEUR EU 2,399.2 (659.6) 421.4 UNISYS CORP UIS US 2,399.2 (659.6) 421.4 UNISYS CORP USY1 TH 2,399.2 (659.6) 421.4 UNISYS CORP USY1 GR 2,399.2 (659.6) 421.4 UNISYS CORP UIS1 SW 2,399.2 (659.6) 421.4 UNISYS CORP UISCHF EU 2,399.2 (659.6) 421.4 VARONIS SYSTEMS VS2 GR 33.7 (1.5) 1.8 VARONIS SYSTEMS VRNS US 33.7 (1.5) 1.8 VECTOR GROUP LTD VGR GR 1,459.2 (12.6) 422.5 VECTOR GROUP LTD VGR US 1,459.2 (12.6) 422.5 VENOCO INC VQ US 738.2 (130.8) (13.4) VERISIGN INC VRSN US 2,609.3 (457.6) (253.6) VERISIGN INC VRS GR 2,609.3 (457.6) (253.6) VERISIGN INC VRS TH 2,609.3 (457.6) (253.6) VIRGIN MOBILE-A VM US 307.4 (244.2) (138.3) VISKASE COS I VKSC US 346.7 (16.3) 106.1 WEIGHT WATCHERS WW6 GR 1,483.1 (1,452.8) (31.0) WEIGHT WATCHERS WW6 TH 1,483.1 (1,452.8) (31.0) WEIGHT WATCHERS WTW US 1,483.1 (1,452.8) (31.0) WEST CORP WT2 GR 3,544.1 (709.4) 405.3 WEST CORP WSTC US 3,544.1 (709.4) 405.3 WESTMORELAND COA WME GR 1,407.1 (206.2) (30.5) WESTMORELAND COA WLB US 1,407.1 (206.2) (30.5) XERIUM TECHNOLOG XRM US 631.1 (11.8) 104.4 XERIUM TECHNOLOG TXRN GR 631.1 (11.8) 104.4 YRC WORLDWIDE IN YEL1 GR 2,215.1 (363.1) 193.6 YRC WORLDWIDE IN YEL1 TH 2,215.1 (363.1) 193.6 YRC WORLDWIDE IN YRCW US 2,215.1 (363.1) 193.6 ********* 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 ***