/raid1/www/Hosts/bankrupt/TCR_Public/140815.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Friday, August 15, 2014, Vol. 18, No. 225
Headlines
2210-2212 KERRIGAN: Case Summary & 4 Unsecured Creditors
ACCIPITER COMMS: Has Access to Cash Collateral Until Aug. 29
ADAYANA INC: Bankruptcy Court Approved Closing of Chapter 11 Case
AEMETIS INC: Reports $2.7 Million Net Income in Second Quarter
AGUA CALIENTE: Fitch Affirms 'BB' Issuer Default Rating
ALON REFINING: S&P Withdraws 'B' CCR on Debt Repayment
AMERICAN APPAREL: Four New Directors Appointed to Board
ANACOR PHARMACEUTICALS: Incurs $24.5 Million Net Loss in Q2
ANESTHESIA HEALTHCARE: Court Terminates Automatic Stay
ANESTHESIA HEALTHCARE: US Trustee Blocks Employment of Carl Marks
ANESTHESIA HEALTHCARE: US Trustee Objects to Scott Hoopes Hiring
ANESTHESIA HEALTHCARE: Has Final OK to Use Cash Collateral
ARAMID ENTERTAINMENT: Sec. 341 Creditors Meeting Moved to Sept. 5
ARCHDIOCESE OF MILWAUKEE: September 8-9 Mediation Ordered
ARICENT TECHNOLOGIES: S&P Cuts Rating on 1st Lien Debt to 'B'
AUTO POINT: NJ Law Firm Wins Fees Over Settlement
AUXILIUM PHARMACEUTICALS: Incurs $36.5MM Net Loss in 2nd Qtr.
BANK OF THE CAROLINAS: FJ Capital Holds 9.7% Equity Stake
BBTS BORROWER: S&P Withdraws 'B-' CCR Following Debt Repayment
BERNARD L. MADOFF: Picard Says Funds Can't Skirt $10-Mil. Suit
BIOLIFE SOLUTIONS: Incurs $883,000 Net Loss in Second Quarter
CAESARS ENTERTAINMENT: Obtains Consent to Amend Indentures
CAESARS ENTERTAINMENT: Incurs $466-Mil. Net Loss in 2nd Quarter
CALUMET SPECIALTY: S&P Revises Outlook to Neg. & Affirms 'B+' CCR
CASH STORE: Court Authorizes Further Amended DIP Agreement
CHIQUITA BRANDS: Rejects Brazilians' Unsolicited Offer
CLEAR CHANNEL: Unit Paid Cash Dividend of $175MM to Stockholders
CLEAREDGE: Aug. 19 Hearing on Bid for Exclusivity Extensions
COLOR STAR: Sept. 22 Hearing on Final Approval of Plan Outline
COLORADO EDUCATIONAL: Fitch Affirms 'B-' Rating on $34.7MM Bonds
CRAFT INTERNATIONAL: Seeks Authority to Hold Machine Gun Classes
CUMULUS MEDIA: Posts $15.1 Million Net Income in Second Quarter
CTI BIOPHARMA: FDA Grants Fast Track Designation to Pacritinib
DETROIT, MI: Plan Confirmation Hearing Pushed Back to Aug. 29
DETROIT, MI: Retiree Group Balks at COPs' Plan Objection
DETROIT, MI: UAW Says Librarians Should Be Excluded From Cuts
DETROIT, MI: Ambac & BlackRock Switch Plan Votes to "Yes"
DETROIT, MI: City Racks Up $57-Mil. Legal Bill in 9 Months
DETROIT, MI: Water Dept. OKs Plan to Refinance $5-Bil. Debt
EAGLE BULK SHIPPING: Proposes KCC as Claims and Noticing Agent
EASTMAN KODAK: Ricoh Pays $43 Million to Settle Licensing Dispute
EDGENET INC: Now Known as EI Wind Down, Inc.; Unit as EHC Holding
EDGENET INC: Committee Bid for Dismissal/Conversion Adjourned
EDGENET INC: Richards Layton Withdraws as Counsel for EdgeAQ, LLC
EDRA D. BLIXSETH: Dist. Court Affirms Ruling Against WCP
ELBIT IMAGING: Provides Update on Annual Meeting Agenda
ENERGY FUTURE: Junior Creditors to Investigate Finances
ENNIS COMMERCIAL: Keller Williams Approved as Real Estate Agent
ENNIS COMMERCIAL: Shulman Hodges Okayed as Administrator's
Counsel
FALCON STEEL: Has Access to Cash Collateral Until Aug. 31
FALCON STEEL: Unsecured Creditors Committee Now Has 5 Members
FINJAN HOLDINGS: Incurs $3.2 Million Net Loss in Second Quarter
FIRED UP: Aug. 25 Hearing on Bid for Exclusivity Extensions
FIRST SECURITY: Files Form 10-Q, Posts $613,000 Q2 Profit
FLINTKOTE COMPANY: District Court Affirms Plan Confirmation Order
FMW COMPOSITE: Puris Announces Market Launch
FONTAINEBLEAU LAS VEGAS: Principal Fights Subpoena of Fin'l Docs
FOUR OAKS: Posts $2.4 Million Net Income in Second Quarter
FREESEAS INC: Reports $570,000 Net Income in 1H of 2014
GENCO SHIPPING: Grants Restricted Shares to CEO and CFO
GSE ENVIRONMENTAL: Exits Chapter 11 Restructuring Process
GULFPORT ENERGY: S&P Retains 'B-' Rating on 7.75% Unsecured Notes
HAAS ENVIRONMENTAL: Exclusivity Extension Bid, Plan Up in The Air
HDOS ENTERPRISES: Restaurant Chain Files Chapter 11 Plan
HOPE SUSAN BARATT: NJ Dist. Judge Affirms Order Lifting Stay
HOUSTON REGIONAL: Disclosure Statement Hearing Set for Sept. 9
IBCS MINING: Authorized to Pay $35,000 of Critical Vendor Claims
IBCS MINING: David Stetson Approved as Chief Restructuring
Officer
IBCS MINING: Files Schedules of Assets and Liabilities
IBCS MINING: Hearing on Case Conversion Continued Until Aug. 20
INTERMETRO COMMUNICATIONS: Sells 3 Million Series B Pref. Shares
INTERNATIONAL FOREIGN: Wants Plan Filing Extended to Nov. 10
INTERNATIONAL TEXTILE: Incurs $20 Million Net Loss in 2nd Quarter
JAMES RIVER COAL: Coy Lane Resigns as COO, Takes Consultant Role
KID BRANDS: Consumer Ombudsman Appointed by U.S. Trustee
LAKESIDE 370: Seeks to Enforce Stay Against Revenue Collector
LIME ENERGY: Awarded $180 Million of New Utility Program
LLS AMERICA: David Perry Fails to Dismiss Trustee's Suit
LOUDOUN HEIGHTS: Files Fourth Amended Chapter 11 Plan
MACKEYSER HOLDINGS: Gets Approval for Auction Plan
MARINA BIOTECH: Files 2013 Quarterly Reports with SEC
MEGA RV: Winnebago Gets Approval to Consummate Purchase Orders
MERRIMACK PHARMACEUTICALS: Incurs $18.3 Million Net Loss in Q2
MGM RESORTS: Ends Second Quarter with $1.4 Billion in Cash
MICROVISION INC: Incurs $3.4 Million Net Loss in Second Quarter
NATURAL MOLECULAR: Order Allowing Committee to Sue CEO Stands
NAVISTAR INTERNATIONAL: Presented at Jefferies 2014 Conference
NEWLEAD HOLDINGS: Says Ironridge Attempts to Force Fund Note
NII HOLDINGS: Reports Financial Results for Second Quarter 2014
NII HOLDINGS: S&P Cuts Corp Credit Rating 'CC' on Tight Liquidity
NPS PHARMACEUTICALS: Reports $2 Million Net Income in Q2
NUBISIO INC: Meeting to Form Creditors' Panel Set for Aug. 18
OSAGE EXPLORATION: Gregory Holcombe Named to Board of Directors
PACIFIC GOLD: Hires KLJ & Associates as New Accounting Firm
PACIFIC THOMAS: Sept. 11 Hearing on Disclosure Statement
PACIFIC THOMAS: PMF Wants Stay Lifted to Foreclose Trust Deeds
PACIFIC THOMAS: BNY Allowed to Foreclose on Santa Clarita
Property
PACIFIC THOMAS: Nationstar Allowed to Foreclose on Tucson
Property
PETRON ENERGY: Incurs $4.3 Million Net Loss in Second Quarter
PHOENIX PAYMENT: Aug. 26 Hearing on NAB-Led Auction Set
PHOENIX PAYMENT: Rejecting John Losier's $24K-Per-Year Contract
PHOENIX PAYMENT: Taps Rust Omni as Claims Agent
PHOENIX PAYMENT: Meeting to Form Creditors' Panel Set for Aug. 19
PROSPECT SQUARE: U.S. Trustee Unable to Form Creditors Committee
PSL-NORTH AMERICA: CSX Blasts Terms in Planned $104MM Ch. 11 Sale
PUERTO RICO: Muni Bankruptcy Plan Would Aid Investors
QUANTUM FUEL: Incurs $2.2 Million Net Loss in 2nd Quarter
QUICKSILVER RESOURCES: Files Form 10-Q, Incurs $36MM Loss in Q2
RESIDENTIAL CAPITAL: Trust Posts Q2 2014 Financial Statements
REVEL AC: Restaurants, Other Tenants Seek Info on Failed Sale
REVEL AC: Fox Rothschild, US Trustee Near End to Payments Row
REVEL AC: Fitch Says 2nd Lien Lenders Likely Biggest Losers
REVEL AC: Atlantic City Mayor Issues Statement on Closing
RIVER-BLUFF: Receivership to be Terminated
RIVER CITY RENAISSANCE: Turnover Requirement Waiver Order Issued
RIVER CITY RENAISSANCE: Given Until Sept. 10 to File Schedules
RIVER CITY RENAISSANCE: Taps DSI as Liquidating Representative
ROTHSTEIN ROSENFELDT: Investors Say Deal Doesn't Bar Claims
SEA SHELL COLLECTIONS: Proposes Helmsing Leach as Counsel
SEA SHELL COLLECTIONS: Schedules $23MM in Assets, $25MM in Debt
SEA SHELL COLLECTIONS: Proposes to Use Cash Collateral
SEA SHELL COLLECTIONS: Asks Court to Set Claims Bar Date
SEANERGY MARITIME: Annual Meeting Scheduled for Sept. 16
SEARS METHODIST: Panel Hires Greenberg Traurig as Counsel
SGK VENTURES: NewKey Group Asserts Committee's Plan Unconfirmable
SHELBOURNE NORTH: Coxe Investments May File Late Claim for $100K
SHIROKIA DEVELOPMENT: Files for Chapter 11 with $15-Mil. Debt
SINCLAIR BROADCAST: Posts $41.6 Million Net Income in Q2
SOUNDVIEW ELITE: Court Denies Motion to Remove Chapter 11 Trustee
SOUNDVIEW ELITE: Court Denies Withdrawal of the Turnover Motion
SOUTHERN FILM EXTRUDERS: Hires John Barnes as Accountant
STAG INDUSTRIAL: Fitch Affirms BB Rating on $139MM Preferred
Stock
STEREOTAXIS INC: No Longer Faces Any Shareholder Litigation
STILLWATER MINING: S&P Raises CCR to 'B+'; Outlook Stable
SUN BANCORP: 1-for-5 Reverse Stock Split Takes Effect
TACTICAL INTERMEDIATE: Gets Final OK on $3.5-Mil. Bankruptcy Loan
TACTICAL INTERMEDIATE: Gets Court OK for Key Employee Programs
THERAPEUTICSMD INC: Incurs $10.9-Mil. Net Loss in Second Quarter
TRINITY CHURCH: Voluntary Chapter 11 Case Summary
UNI-PIXEL INC: Reports $6.1 Million Net Loss in Second Quarter
USEC INC: Posts Net Loss of $28 Million in Second Quarter 2014
VELTI DR: Dismissal of Logicworks Complaint Cues Case Dismissal
VERITY CORP: Chief Executive Officer Resigns
VERSO PAPER: Completes Subordinated Notes Exchange Offer
VIGGLE INC: Considers July 2014 as Best Month to Date
WAFERGEN BIO-SYSTEMS: Incurs $2 Million Net Loss in 2nd Quarter
WESTERN CAPITAL: Loses Dist. Court Appeal in Blixseth Case
WESTMORELAND COAL: Units Sign Fifth Supplemental Indenture
WILLIAM DEL BAGGIO: Trustee Doesn't Own Proceeds to Warrants
* U.S. Tells Big Banks to Rewrite "Living Will" Bankruptcy Plans
* Judge Reluctantly Signs Off on SEC-Citigroup Deal
* Mortgage Bond Group Building Standards Sought by Treasury
* Fed Says U.S. Banks Eased Loans Amid Broad Pickup in Demand
* U.S. Policymakers Gird for Rash of Corporate Expatriations
* Weil Gotshal Hires Kirkland Bankruptcy Partner
* BOOK REVIEW: AS WE FORGIVE OUR DEBTORS: Bankruptcy and
Consumer Credit in America
*********
2210-2212 KERRIGAN: Case Summary & 4 Unsecured Creditors
--------------------------------------------------------
Debtor: 2210-2212 Kerrigan Avenue, LLC
aka 2210 Kerrigan Ave., LLC
10 Fox Terrace
Cliffside Park, NJ 07010
Case No.: 14-26698
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: August 13, 2014
Court: United States Bankruptcy Court
District of New Jersey (Newark)
Judge: Hon. Rosemary Gambardella
Debtor's Counsel: David L. Stevens, Esq.
SCURA, WIGFIELD, HEYER & STEVENS, LLP
1599 Hamburg Turnpike
Wayne, NJ 07470
Tel: 973-696-8391
Email: dstevens@scuramealey.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Abel Hernandez, managing member.
A list of the Debtor's four largest unsecured creditors is
available for free at http://bankrupt.com/misc/njb14-26698.pdf
ACCIPITER COMMS: Has Access to Cash Collateral Until Aug. 29
------------------------------------------------------------
Bankruptcy Judge George B. Nielsen signed off a second stipulated
order authorizing Accipiter Communications, Inc.'s use of cash
collateral.
The stipulation was entered among the Debtor, and the United
States, on behalf of the Rural Utilities Service of the U.S.
Department of Agriculture.
The U.S. Government, through RUS and the Rural TeleTel Bank, made
three sets of loans. As of the Petition Date, the Debtor was
obligated and indebted to the Prepetition Lender under the
Prepetition Credit Agreements in an aggregate principal amount
totaling $20,755,214, plus, the U.S. Government asserts, unpaid
fees and expenses and accrued interest.
The Debtor would use the cash collateral to construct and operate
a telecommunications network in rural areas located in certain
portions of Maricopa and Yavapai Counties. The Debtor has
furnished to the Prepetition Lender a budget for weekly cash
receipts and expenditures for the period ending Aug. 29, 2014.
As adequate protection for any diminution in the value of the
collateral, the Debtor will grant the prepetition lender
adequate protection payment, replacement lien, subject to carve
out on certain expenses.
A continued hearing on the Debtor's motion for cash collateral use
is set for Aug. 20, at 9:30 a.m.
About Accipiter Communications, Inc.
Accipiter Communications, Inc., a Phoenix-based company that
provides telecommunications services to unserved or underserved,
mostly rurally-situated residences and businesses in central
Arizona, filed a Chapter 11 bankruptcy petition (Bankr. D. Ariz.
Case No. 14-04372) in its hometown on March 28, 2014.
Accipiter provides telecommunications services to 1,409
residential subscribers and 231 business subscribers, including an
elementary school, an enforcement agency, a fire station, two
municipal water supply facilities, and a bank.
The Debtor is able to provide telecommunications services to rural
customers only by participating in two federal programs: revenue
subsidies from the federal Universal Service Fund, which is
administered under the authority of the Federal Communications
Commission, and capital debt financing provided under a rural
telecommunications loan program administered by the Rural
Utilities Service, an agency of the U.S. Department of
Agriculture.
As of the Petition Date, the Debtor owed $20.8 million in
aggregate principal to the RUS. The Debtor believes there is
approximately $414,000 in prepetition general unsecured claims
held by trade vendors or other parties against the Debtor. The
Debtor is a privately held company, with 55.4% of the stock held
by Lewis van Amerongen. In its schedules, the Debtor listed
$31,250,731 in total assets and $21,628,826 in total liabilities.
The bankruptcy case is assigned to Judge George B. Nielsen Jr.
The Debtor has tapped Perkins Coie LLP as counsel.
Ilene J. Lashinsky, U.S. Trustee for Region 14, appointed these
three creditors to serve in the Official Committee of Unsecured
Creditors. The Committee retained Stinson Leonard Street LLP as
counsel.
ADAYANA INC: Bankruptcy Court Approved Closing of Chapter 11 Case
-----------------------------------------------------------------
The Hon. Robyn L. Moberly of the U.S. Bankruptcy Court for the
Southern District of Indiana closed the Chapter 11 case of Persist
Liquidating Corp., formerly known as Adayana, Inc.
As reported in the Troubled Company Reporter on July 1, 2014, the
Debtor asked the Court to dismiss its case by June 30, 2014.
In December 2013, the Court allowed Persist Liquidating to sell
its assets and a month later Persist Liquidating reported that it
had consummated the sale.
Michael P. O'Neil, Esq., at Taft Stettinius & Hollister LLP, in
Indianapolis, Indiana, notes that given that all of its assets
have been sold, Persist Liquidating concedes that there is no hope
in proposing a confirmable plan of reorganization and
rehabilitating its business.
Persist Liquidating has entered into an agreement to amend and
terminate and office lease, which becomes effective once its
Chapter 11 case is dismissed, which provides for its former
subsidiary's continued use and occupancy of its primary offices
for a period of time.
Section 349(b) of the Bankruptcy Code provides that dismissal of a
case vacates certain judgments and orders entered by the Court and
revests all property of the estate with the Debtor, unless the
Court orders otherwise. Persist Liquidating requests that the
dismissal of its Chapter 11 case leave unaltered and in place all
orders entered during the pendency of its case.
About Adayana, Inc.
Adayana, Inc., is a holding company, incorporated under the laws
of the state of Minnesota. Its primary assets are its equity
ownership interests in two separate operating companies, ABG, an
Adayana Company, and Vertex Solutions, Inc., one of which is
headquartered in Indianapolis, and the other in Virginia. Both
operating companies are in the "human capital" business, providing
an array of technology-based consulting and training services.
Adayana valued the subsidiaries' stock at $8 million to
$12 million as of March 31, 2013. It also owns personal
property with book value of $949,280.
Adayana, along with its two subsidiaries, sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ind. Case No.
13-10919) on Oct. 14, 2013.
The Debtors are represented by Michael P. O'Neil, Esq., at Taft
Stettinius & Hollister LLP, in Indianapolis, Indiana.
The United States Trustee for Region 10 has been unable to appoint
an official committee under 11 U.S.C. Sec. 1102 in the case.
AEMETIS INC: Reports $2.7 Million Net Income in Second Quarter
--------------------------------------------------------------
Aemetis, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $2.72 million on $57.19 million of revenues for the three
months ended June 30, 2014, as compared with a net loss of $9.59
million on $47.35 million of revenues for the same period in 2013.
For the six months ended June 30, 2014, the Company reported net
income of $10.40 million on $117.86 million of revenues as
compared with a net loss of $19.40 million on $66.77 million of
revenues for the same period during the prior year.
The Company's balance sheet at June 30, 2014, showed $95.44
million in total assets, $96.53 million in total liabilities and a
$1.08 million total stockholders' deficit.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/ghZMwA
About Aemetis
Cupertino, Calif.-based Aemetis, Inc., is an international
renewable fuels and specialty chemical company focused on the
production of advanced fuels and chemicals and the acquisition,
development and commercialization of innovative technologies that
replace traditional petroleum-based products and convert first-
generation ethanol and biodiesel plants into advanced
biorefineries.
Aemetis reported a net loss of $24.43 million on $177.51 million
of revenues for the year ended Dec. 31, 2013, as compared with a
net loss of $4.28 million on $189.04 million of revenues in 2012.
Bankruptcy Warning
"The adoptions of new technologies at our ethanol and biodiesel
plants, along with working capital, are financed in part through
debt facilities. We may need to seek additional financing to
continue or grow our operations. However, generally unfavorable
credit market conditions may make it difficult to obtain necessary
capital or additional debt financing on commercially viable terms
or at all. If we are unable to pay our debt we may be forced to
delay or cancel capital expenditures, sell assets, restructure our
indebtedness, seek additional financing, or file for bankruptcy
protection," the Company said in the Annual Report for the year
ended Dec. 31, 2013.
AGUA CALIENTE: Fitch Affirms 'BB' Issuer Default Rating
-------------------------------------------------------
Fitch Ratings has affirmed the Agua Caliente Band of Cahuilla
Indians' Issuer Default Rating (IDR) at 'BB'. Fitch has also
affirmed Agua Caliente's gaming revenue bonds at 'BB+'. The
Rating Outlook is Stable.
Key Rating Drivers
The affirmation of Agua Caliente's IDR at 'BB' reflects the
tribe's strong balance sheet, the tribe's continued commitment to
a sustainable tribal per capita distribution policy, stable
operating profile and a level of diversification relative to other
Native American gaming issuers.
Agua Caliente's credit metrics are solid. For the last 12-month
(LTM) period ending March 31, 2014, debt/EBITDA and EBITDA/debt
service ratios are at 1.8x and 2.9x, respectively. Fitch expects
the debt/EBITDA ratio to decline to or below 1.3x by fiscal year
ending Sept. 30, 2016 with interim debt amortization being the
main catalyst for the improvement. Debt service coverage will
remain at around 3x increasing closer to 4x by fiscal 2016 as a
meaningful tranche of debt matures in October 2015 resulting in a
material decline in annual debt service. At that time, credit
metrics will be more consistent with the higher end of the 'BB'
rating category. Agua Caliente has no plans to issue additional
debt although the tribe's compact permits a third casino.
Agua's revenues have been steadily recovering since bottoming in
2011. The positive revenue trends have continued into 2014
despite the recent generally weak trends across U.S. regional
gaming markets. Fitch expects Agua's operating performance to
remain stable, supported by improving employment and real estate
markets in its primary Inland Empire market. The employment
levels in the Riverside-San Bernardino metro area in June 2014 are
up 2% from the same period in prior year and up 8% since 2009.
Federal Housing Finance Agency's housing index for the area is up
17% in January 2014 on a year-over-year basis and is up 33% from
the trough level reached in early 2012. Economic conditions
remain fragile with unemployment and foreclosure rates exceeding
national averages.
The rating reflects Fitch's comfort with respect to the tribe's
commitment towards prudent tribal financial policies. Previously,
Fitch was concerned that the tribe was depleting its reserves,
which were being used to supplement per capita payments when
casino distributions declined during the downturn. Starting 2011,
the tribe reduced per capita payments in an effort to stabilize
the reserves and according to management has maintained or grown
reserves since then. Fitch is unable to verify the tribal
reserves since the tribe does not share its governmental
financials and the management is somewhat opaque when discussing
the tribe's financial health. Fitch views this lack of disclosure
as a credit negative.
Debt Structure and Liquidity
All of Agua Caliente's debt is pari passu with respect to
bondholders' security interest in the cash flows of the tribe's
casino gaming operations. The 2003 bonds have the benefit of a
fully funded trustee held debt service reserve fund. There are
also reserve accounts established for the 2006 and 2007 notes but
the tribe can access these funds between quarterly deficiency test
dates.
There is a financial maintenance coverage covenant set at 2.0x of
maximum annual debt service (MADS). A breach of the covenant
would be an event of default. However, Fitch considers this
threshold to be high relative to the agency's rated universe, so
obtaining a waiver or an amendment in case of a breach would not
be difficult, in Fitch's view.
There is also an additional debt test limiting debt issuance if
pro forma MADS coverage is less than 2.25x or leverage exceeds
3.0x. There is a $20 million carveout for additional debt. The
tribe's limited capacity to issue pari passu debt supports strong
recovery prospects for the bonds in an event of default and the
one notch positive differentiation from the IDR.
The tribe is required to make mandatory sinking fund payments with
respect to the debt outstanding, so there is low refinancing risk.
Cash at the casinos just meets cage cash and day-to-day operating
needs with the bulk of the tribe's cash kept at the governmental
level. Fitch believes that the tribe's reserves remain sizable
but is not able to verify. The tribe does not have access to
external liquidity, such as a revolving credit facility.
RATING SENSITIVITIES
Positive: Future developments that may, individually or
collectively, lead to positive rating action include:
-- EBITDA/debt service exceeding 4.0x;
-- Debt/EBITDA levels falling below 1.5x;
-- Increased disclosure of the tribe's financials;
-- Continued improvement in the operating environment.
Negative: Future developments that may, individually or
collectively, lead to negative rating action include:
-- EBITDA/debt service falling below the 2.5x;
-- Debt/EBITDA levels moving towards 3.0x;
-- Undertaking of a large scale project or sharp operating
declines leading to sizable deterioration in the credit
metrics;
-- Tribe straying away from its more prudent fiscal practices
(i.e. depleting reserves).
Fitch affirms the following ratings:
Agua Caliente Band of Cahuilla Indians
-- IDR at 'BB';
-- Senior secured notes due 2015, 2016 and 2021 at 'BB+';
-- Revenue bonds due 2018 at 'BB+'.
ALON REFINING: S&P Withdraws 'B' CCR on Debt Repayment
------------------------------------------------------
Standard & Poor's Ratings Services withdrew its 'B' long-term
corporate credit rating on Alon Refining Krotz Springs Inc., a
single-asset refiner located in Krotz Springs, La. S&P also
withdrew the 'B+' senior secured debt rating and '2' recovery
rating. The company recently redeemed the remaining balance on
its senior secured debt. S&P is withdrawing the ratings following
the full repayment of its senior secured debt. The rating outlook
at the time of the withdrawal was stable.
AMERICAN APPAREL: Four New Directors Appointed to Board
-------------------------------------------------------
American Apparel, Inc., previously entered into a Nomination,
Standstill and Support Agreement with Standard General L.P.,
Standard General Master Fund L.P., P Standard General Ltd. and Dov
Charney. In accordance with the terms of the Support Agreement
filed with the U.S. Securities and Exchange Commission on July 23,
2014, five of the Company's seven directors resigned, effective 10
days following the filing of the Schedule 14F-1. As of Aug. 2,
2014, Dov Charney, Alberto Chehebar, Robert Greene, Marvin Igelman
and Billy Mauer are no longer members of Board of Directors of the
Company. No director resigned because of any disagreement with
the Company on any matter relating to the Company's operations,
policies, or practices.
On Aug. 2, 2014, immediately following the acceptance of those
resignations, Allan Mayer and David Danziger, the Company's two
remaining directors, appointed the following individuals to fill
the vacancies resulting from those resignations in accordance with
the terms of the Support Agreement:
(i) David Glazek as a Class A director;
(ii) Thomas J. Sullivan as a Class B director; and
(iii) Colleen B. Brown and Joseph Magnacca as Class C directors.
The Board has determined that each of Colleen B. Brown, David
Glazek, Joseph Magnacca and Thomas J. Sullivan qualifies as an
independent director under the rules of the NYSE MKT LLC.
On Aug. 5, 2014, the Board established the composition of certain
committees of the Board. The Compensation Committee of the Board
consists of Allan Mayer, David Glazek and Joseph Magnacca, with
Allan Mayer serving as Chair. The Nominating and Corporate
Governance Committee of the Board consists of Colleen B. Brown,
David Glazek, Allan Mayer and Thomas J. Sullivan, with Colleen B.
Brown serving as Chair. The Suitability Committee of the Board,
established pursuant to the Support Agreement, consists of David
Danziger, Colleen B. Brown and Thomas J. Sullivan.
On July 31, 2014, in accordance with the Support Agreement, the
Board amended and restated the Bylaws of the Company to the form
adopted on Oct. 1, 2010, except that the size of the Board has
been fixed at nine directors.
A full-text copy of the Amended Bylaws is available for free at:
http://is.gd/CXtzDl
About American Apparel
Los Angeles, Calif.-based American Apparel, Inc. (NYSE Amex: APP)
-- http://www.americanapparel.com/-- is a vertically integrated
manufacturer, distributor, and retailer of branded fashion basic
apparel. As of September 2010, American Apparel employed over
10,000 people and operated 278 retail stores in 20 countries,
including the United States, Canada, Mexico, Brazil, United
Kingdom, Ireland, Austria, Belgium, France, Germany, Italy, the
Netherlands, Spain, Sweden, Switzerland, Israel, Australia, Japan,
South Korea and China.
Amid liquidity problems and declining sales, American Apparel in
early 2011 reportedly tapped law firm Skadden, Arps, Slate,
Meagher & Flom and investment bank Rothschild Inc. for advice on a
restructuring.
In April 2011, American Apparel said it raised $14.9 million in
rescue financing from a group of investors led by Canadian
financier Michael Serruya and private equity firm Delavaco Capital
Corp., allowing the casual clothing retailer to meet obligations
to its lenders for the time being. Under the deal, the investors
were buying 15.8 million shares of common stock at 90 cents
apiece. The deal allows the investors to purchase additional
27.4 million shares at the same price.
American Apparel reported a net loss of $106.29 million on $633.94
million of net sales for the year ended Dec. 31, 2013, as compared
with a net loss of $37.27 million on $617.31 million of net sales
for the year ended Dec. 31, 2012.
As of Dec. 31, 2013, the Company had $333.75 million in total
assets, $411.15 million in total liabilities and a $77.40 million
total stockholders' deficit.
* * *
As reported by the Troubled Company Reporter on Feb. 26, 2014,
Standard & Poor's Ratings Services lowered its corporate credit
rating to 'CCC' from 'B-' on Los Angeles-based American Apparel
Inc. The outlook is developing.
The Troubled Company Reporter, on Nov. 21, 2013, reported that
American Apparel Inc. had its corporate family rating cut one
level to Caa2 by Moody's Investors Service. The clothing
retailer's probability of default was also lowered one level and
the outlook is negative.
ANACOR PHARMACEUTICALS: Incurs $24.5 Million Net Loss in Q2
-----------------------------------------------------------
Anacor Pharmaceuticals, Inc., reported a net loss of $24.50
million on $2.93 million of total revenues for the three months
ended June 30, 2014, as compared with a net loss of $14.09 million
on $3.42 million of total revenues for the same period in 2013.
For the six months ended June 30, 2014, the Company reported a net
loss of $45.68 million on $7.08 million of total revenues as
compared with a net loss of $29.17 million on $5.13 million of
total revenues for the same period last year.
Cash, cash equivalents and investments totaled $130.5 million at
June 30, 2014, compared to $166.8 million at Dec. 31, 2013.
Investment balances at June 30, 2014, and Dec. 31, 2013, include
short-term and long-term investments, as well as $3.9 million and
$4.6 million of restricted investments, respectively.
"2014 has been a significant year for Anacor," said Paul Berns,
president and chief executive officer of Anacor Pharmaceuticals.
"The FDA approved our New Drug Application for KERYDINTM to treat
onychomycosis of the toenails, and we signed a strategically and
financially significant agreement with Sandoz to commercialize
KERYDIN in the United States through PharmaDerm, Sandoz's branded
dermatology division. In addition, we initiated our pivotal Phase
3 studies of AN2728 to treat mild-to-moderate atopic dermatitis,
and are pleased with the current pace of enrollment, which we
believe keeps us on track to report top-line data in the second
half of 2015."
A full-text copy of the press release is available at:
http://is.gd/oGZsa5
About Anacor Pharmaceuticals
Palo Alto, Calif.-based Anacor Pharmaceuticals (NASDAQ: ANAC) is a
biopharmaceutical company focused on discovering, developing and
commercializing novel small-molecule therapeutics derived from its
boron chemistry platform. Anacor has discovered eight compounds
that are currently in development. Its two lead product
candidates are topically administered dermatologic compounds -
tavaborole, an antifungal for the treatment of onychomycosis, and
AN2728, an anti-inflammatory PDE-4 inhibitor for the treatment of
atopic dermatitis and psoriasis.
Anacor reported net income of $84.76 million in 2013, a net loss
of $56.08 million in 2012 and a net loss of $47.94 million in
2011. As of March 31, 2014, the Company had $156.92 million in
total assets, $46.27 million in total liabilities, $4.95 million
in redeemable common stock and $105.69 million in total
stockholders' equity.
ANESTHESIA HEALTHCARE: Court Terminates Automatic Stay
------------------------------------------------------
The Hon. Wendy L. Hagenau of the U.S. Bankruptcy Court for the
Northern District of Georgia terminated the automatic stay to
allow Bank of North Georgia, a division of Synovus Bank, creditor
in Anesthesia Healthcare Partners, Inc., and its debtor-
affiliates' Chapter 11 cases, to exercise its rights to foreclose,
repossess and dispose of real property lying in Land Lot 230 of
the 16th District, 2nd Section of Cobb County, Georgia being 2.54
acres commonly known as 4211 JVL Industrial Park Drive, Marietta,
Georgia, in accordance with State law and the security
instruments, including conducting a foreclosure sale, and filing a
dispossessory action in the appropriate state court.
As reported by the Troubled Company Reporter on July 18, 2014,
Bank of North Georgia asked the Court to lift the automatic stay
so it could preserve its deficiency claim otherwise it would be
irreparably harmed by the continued imposition of the stay.
Debtor Medfinancial, LLC, did not oppose the relief requested at
the hearing on July 31, 2014.
The Bank will take no action to collect any amounts owed by
Medfinancial except pursuant to the bankruptcy case and by further
court order.
About Anesthesia Healthcare
Anesthesia Healthcare Partners, Inc., filed a bare-bones Chapter
11 petition (Bankr. N.D. Ga. Case No. 14-59631) in Atlanta on
May 15, 2014. The case is assigned to Judge Wendy L. Hagenau.
The Debtor is represented by Theodore N. Stapleton, Esq., at
Theodore N. Stapleton, P.C., in Atlanta.
Sean Lynch of Suwannee, Georgia, the CEO of the company, owns
100% of the common stock. In its schedules, the Debtor listed
$19,632,440 in total assets and $11,827,716 in total liabilities.
ANESTHESIA HEALTHCARE: US Trustee Blocks Employment of Carl Marks
-----------------------------------------------------------------
Guy G. Gebhardt, Acting U.S. Trustee for Region 21, filed with the
U.S. Bankruptcy Court for the Northern District of Georgia an
objection to Anesthesia Healthcare Partners, Inc., et al.'s
employment of Carl Marks Advisory Group, LLC, as their financial
and management consultant and to employ F. Duffield Meyercord, a
CMAG partner, as their chief restructuring officer.
As reported by the Troubled Company Reporter on July 22, 2014, the
Debtors obtained permission from the Court to employ Carl Marks to
serve as financial and management consultant, and to appoint Carl
Marks partner F. Duffield Meyercord as chief restructuring
officer, in each case. Carl Marks will, among other things,
assist the Debtors with: (i) preparing five-year financial models
for the go-forward business; (ii) preparing by-site financial
analysis to identify sites to sell and close; and (iii) preparing
weekly cash flow modeling.
The U.S. Trustee states in a court filing dated July 28, 2014,
that upon assuming the position of chief restructuring officer,
Mr. Meyercord would become a person in control of Debtors and
would consequently be an insider of the Debtors. Under those
circumstances, Carl Marks could not be considered a "disinterested
person" under 11 U.S.C. Section 101(14)(A) and would consequently
be ineligible to be employed as a professional person by Debtors
under 11 U.S.C. Section 327(a).
According to the U.S. Trustee, the Court authorized the Debtors to
employ Carl Marks under the terms set forth in the application,
which, in turn, calls for Carl Marks to be employed pursuant to
the terms and conditions set forth in the consulting agreement,
which obligates the Debtors to pay Carl Marks a monthly fee of
$90,000 in advance and to pay Carl Mark's invoices upon receipt.
The Consulting Agreement provides that following entry of the
order authorizing the employment of Carl Marks, the Debtors will
pay all fees and expenses due pursuant to the Consulting
Agreement, as approved by the Court, as promptly as possible and
will work with Carl Marks to promptly file any and all necessary
applications regarding the fees and expenses with the Court.
These provisions of the Consulting Agreement pertaining to the
requirements for payment of Carl Marks fees and expenses to appear
to conflict with respect to the necessity vel non for prior court
approval, the U.S. Trustee says. The U.S. Trustee asks that the
Consulting Agreement and approval order be revised to eliminate
the conflict and to impose an unambiguous requirement, in
accordance with 11 U.S.C. Section 330(a), that the Debtors will
make no payment of fees or expenses to Carl Marks without prior
court approval.
U.S. Trustee claims that Carl Marks "does not appear to be
obligated under the Consulting Agreement to comply with the
requirement of Bankruptcy Rule 2016(a) that [a]n entity seeking
interim or final compensation for services, or reimbursement of
necessary expenses, from the estate shall file an application
setting forth a detailed statement of (1) the services rendered,
time expended and expenses incurred, and (2) the amounts
requested."
"Without a detailed statement of the services rendered and time
expended, it would not be possible for the Court to conduct the
analysis contemplated by 11 U.S.C. Section 330(a) to determine
whether the compensation sought by CMAG is reasonable," the U.S.
Trustee says.
The U.S. Trustee objects to the provision of the Consulting
Agreement requiring Debtors to pay, as expenses incurred in the
performance of its duties, all reasonable legal fees incurred by
Carl Marks in connection with the performance of the engagement,
provided that AHP first consents to the retention of the counsel
for the services. The Debtors, the U.S. Trustee claims, have
cited to no provision of the Bankruptcy Code that authorizes a
professional employed by a trustee or debtor in possession to
engage legal counsel at the expense of the bankruptcy estate, and
the U.S. Trustee is aware of none.
About Anesthesia Healthcare
Anesthesia Healthcare Partners, Inc., filed a bare-bones Chapter
11 petition (Bankr. N.D. Ga. Case No. 14-59631) in Atlanta on
May 15, 2014. The case is assigned to Judge Wendy L. Hagenau.
The Debtor is represented by Theodore N. Stapleton, Esq., at
Theodore N. Stapleton, P.C., in Atlanta.
Sean Lynch of Suwannee, Georgia, the CEO of the company, owns
100% of the common stock. In its schedules, the Debtor listed
$19,632,440 in total assets and $11,827,716 in total liabilities.
ANESTHESIA HEALTHCARE: US Trustee Objects to Scott Hoopes Hiring
----------------------------------------------------------------
Guy G. Gebhardt, Acting U.S. Trustee for Region 21, filed with the
U.S. Bankruptcy Court for the Northern District of Georgia an
objection to Anesthesia Healthcare Partners, Inc., et al.'s
employment of Scott R. Hoopes as special counsel.
As reported by the Troubled Company Reporter on July 31, 2014, the
Debtors obtained authorization form the Court to employ Mr. Hoopes
and his law firm, Mills & Hoopes, LLC, as special counsel to
continue representing it in all matters pertaining to each Debtor
entity.
The U.S. Trustee claims in an objection filed with the Court on
July 29, 2014, that it is unclear whether the Debtors seeks
authorization to employ only Mr. Hoopes or whether they also seek
authorization to employ the M&H firm. The prayer for relief in
the application refers only to Mr. Hoopes, while the approval
order authorizes the Debtors to employ the Firm. The U.S. Trustee
asks that the Application be amended to clarify whether Debtors
seek to employ both Mr. Hoopes and M&H or only Mr. Hoopes.
The U.S. Trustee states in its objection that because Mr. Hoopes
and M&H have served as Debtors' general counsel for several years,
it is reasonable to assume that the Debtors have compensated them
from time to time for services rendered. Under these
circumstances, the Application should address the issue of whether
Mr. Hoopes and M&H have received any preferential payments from
the Debtors that would be avoidable under 11 U.S.C. Section 547.
The U.S. Trustee says that if the bankruptcy estate has a claim
for the recovery of the avoidable transfer, it would create a
conflict of interest rendering Mr. Hoopes and M&H ineligible for
employment under 11 U.S.C. Section 327(a).
About Anesthesia Healthcare
Anesthesia Healthcare Partners, Inc., filed a bare-bones Chapter
11 petition (Bankr. N.D. Ga. Case No. 14-59631) in Atlanta on
May 15, 2014. The case is assigned to Judge Wendy L. Hagenau.
The Debtor is represented by Theodore N. Stapleton, Esq., at
Theodore N. Stapleton, P.C., in Atlanta.
Sean Lynch of Suwannee, Georgia, the CEO of the company, owns
100% of the common stock. In its schedules, the Debtor listed
$19,632,440 in total assets and $11,827,716 in total liabilities.
ANESTHESIA HEALTHCARE: Has Final OK to Use Cash Collateral
----------------------------------------------------------
The Hon. Wendy L. Hagenau of the U.S. Bankruptcy Court for the
Eastern District of California entered a final order authorizing
Anesthesia Healthcare Partners, Inc. and its debtor-affiliates to
use cash collateral from May 15, 2014, through Sept. 30, 2014, and
to obtain postpetition financing.
A copy of the order on cash collateral use and DIP financing is
available for free at:
http://bankrupt.com/misc/ANESTHESIAHEALTHCARE_99_cashcollord.pdf
As adequate protection for any diminution in the value of its
interests in the prepetition collateral, the prepetition lender is
granted replacement liens and, if the replacement liens and
adequate protection payments are insufficient to provide adequate
protection, superpriority claims against the Debtors' estates. As
additional adequate protection, the prepetition lender (i) may
accrue interest on account of its claims at the rate of interest
being charged under the prepetition loan documents as of the
Petition Date; and (ii) will accrue as part of its prepetition
claim the out-of-pocket costs and expenses incurred by the
prepetition lender.
DIP Financing
The Debtors sought to obtain postpetition financing up to the
aggregate principal amount of $1,000,000 from SunTrust Bank and to
grant priming liens to the DIP Lender on substantially all of the
Debtors' assets that constitute collateral and first priority
liens to the DIP Lender on any unencumbered property of the
Debtors, and super-priority administrative claim status to the DIP
Lender's claims.
The Debtors are authorized to borrow under the DIP loan an
aggregate outstanding principal amount not to exceed $1,000,000
(any amounts repaid under the DIP loan may be reborrowed through
the maturity date).
The DIP Lender is granted a valid, perfected, security interest
in, and liens upon all present and after-acquired property of
each Debtor.
As reported by the Troubled Company Reporter on July 18, 2014, the
Court previously entered an interim order authorizing the Debtors
to use cash collateral, and authorizing post-petition financing
until July 17, 2014. The Debtors entered on June 10, 2014, into a
senior secured debtor-in-possession loan agreement with SunTrust
pursuant to which the Debtors will be provided a revolving credit
facility in an aggregate principal amount of $450,000. Each
Debtor promised to pay the principal amount of all outstanding
loans on the final maturity date, which is
(i) Aug. 15, 2014; (ii) the consummation of any sale of all or
substantially all of the assets of the borrowers pursuant to
Section 363 of the Bankruptcy Code, (iii) if the final order has
not been entered, the date that is 25 calendar days after June 10,
2014, the closing date, and (iv) the date of the acceleration of
the loans and the termination of the commitment pursuant to
Section 10.
About Anesthesia Healthcare
Anesthesia Healthcare Partners, Inc., filed a bare-bones Chapter
11 petition (Bankr. N.D. Ga. Case No. 14-59631) in Atlanta on
May 15, 2014. The case is assigned to Judge Wendy L. Hagenau.
The Debtor is represented by Theodore N. Stapleton, Esq., at
Theodore N. Stapleton, P.C., in Atlanta.
Sean Lynch of Suwannee, Georgia, the CEO of the company, owns
100% of the common stock. In its schedules, the Debtor listed
$19,632,440 in total assets and $11,827,716 in total liabilities.
ARAMID ENTERTAINMENT: Sec. 341 Creditors Meeting Moved to Sept. 5
----------------------------------------------------------------
The meeting of creditors previously scheduled for August 7 in the
bankruptcy case of Aramid Entertainment Fund Limited has been
moved to Sept. 5, at 2:00 p.m. (Eastern Time).
The meeting will be held at the Office of the United States
Trustee, Fourth Floor, 80 Broad Street, in New York.
This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code. The meeting gives creditors the
opportunity to question a representative of the company under oath
about its financial affairs and operations that would be of
interest to the general body of creditors.
About Aramid Entertainment
Aramid Entertainment Fund Limited has been engaged in the business
of providing short and medium term liquidity to producers and
distributors of film, television and other media and entertainment
content by way of loans and equity investments.
On May 7, 2014, Geoffrey Varga and Jess Shakespeare of Kinetic
Partners (Cayman) Limited were appointed under Cayman law as the
joint voluntary liquidators of AEF and two affiliates.
On June 13, 2014, the JVLs authorized AEF and two affiliates to
file for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead
Case No. 14-11802) in Manhattan on June 13, 2014.
The Debtors have tapped Reed Smith, LLP, in New York, as counsel
and Kinetic Partners (Cayman) Limited as crisis managers.
AEF estimated at least $100 million in assets and between
$10 million to $50 million in liabililities.
ARCHDIOCESE OF MILWAUKEE: September 8-9 Mediation Ordered
---------------------------------------------------------
Hon. Susan V. Kelley of the Bankruptcy Court for the Eastern
District of Wisconsin has appointed Hon. Katherine A. Constantine
of the Bankruptcy Court for the District of Minnesota as case
mediator in the chapter 11 case of the Archdiocese of Milwaukee.
The mediation is scheduled for September 8-9 in Minnesota at a
place and time to be set by Judge Constantine.
Position Statements of not more than 25 pages are due on or before
August 28. The following parties are ordered to participate in
the mediation: the Debtor, the Official Committee of Unsecured
Creditors, the Archdiocese of Milwaukee Catholic Cemetery
Perpetual Care Trust, and Jeff Anderson and Associates as personal
counsel to the Committee. The Debtor's insurance carriers are
strongly urged to participate. Other entities may participate
with the consent of Judge Constantine or by order of Judge Kelley.
Upon execution of the Certificate of Compliance, Judge Constantine
and anyone directed by her are permitted access to all
confidential information as defined in the May 21, 2011 Order
Approving Stipulation Regarding Confidentiality Agreement Between
Debtor and Official Committee of Unsecured Creditors and Their
Respective Professionals. Upon execution of a confidentiality
Agreement, Judge Constantine and anyone directed by her shall be
granted access to all Abuse Survivor Proofs of Claim as defined in
the July 11, 2011 Bar Date Order.
The mediation will be governed by Wisconsin statute 904.085 and
Rule 408 of the Federal Rules of Evidence. Communications made in
connection with the mediation which would not be admissible under
the statute and rule, cannot be disclosed to a non-party nor used
for any non-mediation purpose. The parties will hold Judge
Constantine and her staff harmless for any potential claims
associated with their roles in the mediation.
Should a settlement be reached at mediation, the terms of such
settlement shall be memorialized in written form and signed by all
parties thereto. The settlement agreement will then be filed
under seal in the Eastern District of Wisconsin.
About Archdiocese of Milwaukee
The Diocese of Milwaukee was established on Nov. 28, 1843, and
was elevated to an Archdiocese on Feb. 12, 1875, by Pope Pius
IX. The region served by the Archdiocese consists of 4,758 square
miles in southeast Wisconsin which includes counties Dodge, Fond
du Lac, Kenosha, Milwaukee, Ozaukee, Racine, Sheboygan, Walworth,
Washington and Waukesha. There are 657,519 registered Catholics
in the Region.
The Catholic Archdiocese of Milwaukee, in Wisconsin, filed for
Chapter 11 bankruptcy protection (Bankr. E.D. Wis. Case No.
11-20059) on Jan. 4, 2011, to address claims over sexual abuse
by priests on minors.
The Archdiocese became at least the eighth Roman Catholic diocese
in the U.S. to file for bankruptcy to settle claims from current
and former parishioners who say they were sexually molested by
priests.
Daryl L. Diesing, Esq., at Whyte Hirschboeck Dudek S.C., in
Milwaukee, Wisconsin, serves as the Archdiocese's counsel. The
Official Committee of Unsecured Creditors in the bankruptcy case
has retained Pachulski Stang Ziehl & Jones LLP as its counsel, and
Howard, Solochek & Weber, S.C., as its local counsel.
The Archdiocese estimated assets and debts of $10 million to
$50 million in its Chapter 11 petition.
ARICENT TECHNOLOGIES: S&P Cuts Rating on 1st Lien Debt to 'B'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered the recovery rating on
Aricent Technologies' first-lien credit facility to '3' from '2'
based the proposed $72 million add-on. The '3' recovery rating
indicates S&P's expectation for meaningful (50% to 70%) recovery
in the event of a payment default. S&P subsequently lowered the
issue-level rating on this debt to 'B' from 'B+', in accordance
with its notching criteria. S&P expects the company to use
proceeds from the proposed add-on to redeem the balance of the
holding company payment-in-kind notes.
S&P's 'B' corporate credit rating on Aricent remains unchanged.
The outlook is stable and reflects S&P's expectation that the
company will stabilize and expand its revenues while generating
consistent profitability and positive free operating cash flow.
RATINGS LIST
Aricent Technologies
Corporate Credit Rating B/Stable/--
Rating Lowered/ Recovery Rating Revised
To From
Aricent Technologies
First-Lien Credit Facility B B+
Recovery Rating 3 2
AUTO POINT: NJ Law Firm Wins Fees Over Settlement
-------------------------------------------------
Law360 reported that a New Jersey appellate panel ordered a
divorced couple to pay around $42,000 in fees to The Margolis Law
Firm LLC, ruling the couple breached a settlement agreement by
paying Margolis' legal fees in an underlying contract matter
against them with funds from a bankrupt business.
According to the report, Brian Leonard, the trustee in Auto
Point's Chapter 7 bankruptcy proceedings, sought to recover
$75,000 paid to Margolis, which represented Globe Motor Co., to
cover a fee award in a litigation with the Ilya Igdalev and his
ex-wife, Julia Igdalev. The trustee alleged that the $75,000 was
fraudulently transferred from Auto Point's account and that both
checks were voidable and must be repaid.
The case is Globe Motor Co. et al. v. Igdalev et al., case number
A-0897-12T1, in the Superior Court of the State of New Jersey,
Appellate Division.
AUXILIUM PHARMACEUTICALS: Incurs $36.5MM Net Loss in 2nd Qtr.
-------------------------------------------------------------
Auxilium Pharmaceuticals, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $36.49 million on $83.01 million of net revenues for
the three months ended June 30, 2014, as compared with net income
of $42.65 million on $100.51 million of net revenues for the same
period in 2013.
The Company also reported a net loss of $92.47 million on $171.53
million of net revenues for the six months ended June 30, 2014, as
compared with net income of $34.49 million on $166.69 million of
net revenues for the same period last year.
The Company's balance sheet at June 30, 2014, showed $1.11 billion
in total assets, $935.82 million in total liabilities and $179.40
million in total stockholders' equity.
"If Auxilium's financial resources and sources of liquidity are
not sufficient to satisfy Auxilium's liquidity requirements or
fund Auxilium's anticipated operations, it may either need or
choose to borrow money or issue additional equity or debt or it
may be required to limit, scale back or cease Auxilium's
operations," the Company said in the Quarterly Report.
"Through the second quarter of this year, we are encouraged and
pleased with the launches of XIAFLEX(R) for Peyronie's disease and
STENDRA(R) for erectile dysfunction We believe these products
offer patients important new treatment options and represent
growth opportunities for Auxilium," said Adrian Adams, chief
executive officer and president of Auxilium. "Building on our
corporate strategy, we believe our recently announced merger with
QLT, Inc. represents a unique opportunity to accelerate the
strategic transformation of Auxilium into a leading, diversified
North American specialty biopharmaceutical company and,
ultimately, build shareholder value."
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/VSgxB5
About Auxilium
Auxilium Pharmaceuticals, Inc., is a fully integrated specialty
biopharmaceutical company with a focus on developing and
commercializing innovative products for specialist audiences.
With a broad range of first- and second-line products across
multiple indications, Auxilium is an emerging leader in the men's
healthcare area and has strategically expanded its product
portfolio and pipeline in orthopedics, dermatology and other
therapeutic areas. Auxilium now has a broad portfolio of 12
approved products. Among other products in the U.S., Auxilium
markets edex(R) (alprostadil for injection), an injectable
treatment for erectile dysfunction, Osbon ErecAid(R), the leading
device for aiding erectile dysfunction, STENDRATM (avanafil), an
oral erectile dysfunction therapy, Testim(R) (testosterone gel)
for the topical treatment of hypogonadism, TESTOPEL(R)
(testosterone pellets) a long-acting implantable testosterone
replacement therapy, XIAFLEX(R) (collagenase clostridium
histolyticum or CCH) for the treatment of Peyronie's disease and
XIAFLEX for the treatment of Dupuytren's contracture. The Company
also has programs in Phase 2 clinical development for the
treatment of Frozen Shoulder syndrome and cellulite. To learn
more, please visit http://www.Auxilium.com/
* * *
As reported by the TCR on May 7, 2014, Moody's Investors Service
downgraded the ratings of Auxilium Pharmaceuticals, Inc.,
including the Corporate Family Rating to B3 from B2. "The
downgrade reflects Moody's expectations that declines in Testim,
Auxilium's testosterone gel, will materially reduce EBITDA
in 2014, resulting in negative free cash flow, a weakening
liquidity profile, and extremely high debt/EBITDA," said Moody's
Senior Vice President Michael Levesque.
In the May 6, 2014, edition of the TCR, Standard & Poor's Ratings
Services lowered its corporate credit rating on Auxilium
Pharmaceuticals Inc. to 'CCC' from 'B-'. "Our rating action on
Auxilium is predicated on our assessment of its liquidity profile
as "weak" and our expectation that the company is likely to
deplete its liquidity sources over the next 12 months," said
credit analyst Maryna Kandrukhin.
BANK OF THE CAROLINAS: FJ Capital Holds 9.7% Equity Stake
---------------------------------------------------------
In a Schedule 13D filed with the U.S. Securities and Exchange
Commission, FJ Capital Management, LLC, and its affiliates
disclosed that as of July 16, 2014, they beneficially owned
44,935,688 shares of common stock of Bank of the Carolinas
Corporation representing 9.73 percent of the shares outstanding.
A full-text copy of the regulatory filing is available at:
http://is.gd/vkBDDk
About Bank of the Carolinas
Mocksville, North Carolina-based Bank of the Carolinas Corporation
was formed in 2006 to serve as a holding company for Bank of the
Carolinas. The Bank's primary market area is in the Piedmont
region of North Carolina.
Turlington and Company, LLP, in Lexington, North Carolina, issued
a "going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2013. The independent
auditors noted that the Company has suffered recurring credit
losses that have eroded certain regulatory capital ratios. As of
Dec. 31, 2013, the Company is considered undercapitalized based on
their regulatory capital level. This raises substantial doubt
about the Company's ability to continue as a going concern.
The Company reported a net loss available to common stockholders
of $2.33 million in 2013, a net loss available to common
stockholders of $5.53 million in 2012 and a net loss available to
common stockholders of $29.18 million in 2011. The Company's
balance sheet at March 31, 2014, showed $428.05 million in total
assets, $426.06 million in total liabilities, and stockholders'
equity of $1.99 million.
BBTS BORROWER: S&P Withdraws 'B-' CCR Following Debt Repayment
--------------------------------------------------------------
Standard & Poor's Ratings Services withdrew all its ratings on
BBTS Borrower L.P., including the 'B-' corporate credit rating, at
the issuer's request following the combination of its subsidiary
TexStar Midstream Services L.P. and Southcross Energy LLC. The
combination formed a new company, Southcross Energy Holdings L.P.,
which issued debt that was partially used to repay the
indebtedness at BBTS Borrower.
BERNARD L. MADOFF: Picard Says Funds Can't Skirt $10-Mil. Suit
--------------------------------------------------------------
Law360 reported that Madoff wind-down trustee Irving Picard asked
a New York bankruptcy court not to dismiss a $10 million clawback
claim, saying the defendants, a group of individual trusts, are
mistakenly fixating on a good-faith issue that's not applicable.
According to the report, Picard says the defendants were
transferred $10 million in the last two years. The funds seek to
dismiss that clawback claim on good-faith grounds, but attorneys
for Picard say the validity of the claim has nothing to do with
good faith, the report related.
About Bernard L. Madoff
Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A.
Stanton of the U.S. District Court for the Southern District of
New York granted the application of the Securities Investor
Protection Corporation for a decree adjudicating that the
customers of BLMIS are in need of the protection afforded by the
Securities Investor Protection Act of 1970. The District Court's
Protective Order (i) appointed Irving H. Picard, Esq., as trustee
for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP
as his counsel, and (iii) removed the SIPA Liquidation proceeding
to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789)
(Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims
agent.
On April 13, 2009, former BLMIS clients filed an involuntary
Chapter 7 bankruptcy petition against Bernard Madoff (Bankr.
S.D.N.Y. 09-11893). The petitioning creditors -- Blumenthal &
Associates Florida General Partnership, Martin Rappaport
Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and
Steven Morganstern -- assert US$64 million in claims against Mr.
Madoff based on the balances contained in the last statements they
got from BLMIS.
On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff
Securities International Limited in London under bankruptcy
protection pursuant to Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. 09-16751).
The Chapter 15 case was later transferred to Manhattan. In June
2009, Judge Lifland approved the consolidation of the Madoff SIPA
proceedings and the bankruptcy case.
Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to
150 years of life imprisonment for defrauding investors in United
States v. Madoff, No. 09-CR-213 (S.D.N.Y.).
From recoveries in lawsuits coupled with money advanced by SIPC,
Mr. Picard has paid about 58 percent of customer claims totaling
$17.3 billion. The most recent distribution was in March 2013.
Mr. Picard has collected about $9.35 billion, not including an
additional $2.2 billion that was forfeit to the government and
likewise will go to customers. Picard is holding almost
$4.4 billion he can't distribute on account of outstanding
appeals and disputes. The largest holdback, almost $2.8 billion,
results from disputed claims.
BIOLIFE SOLUTIONS: Incurs $883,000 Net Loss in Second Quarter
-------------------------------------------------------------
BioLife Solutions, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $883,356 on $1.21 million of total revenue for the
three months ended June 30, 2014, as compared with a net loss of
$282,506 on $2.33 million ot total revenue for the same period
last year.
For the six months ended June 30, 2014, the Company reported a net
loss of $1.44 million on $3.27 million of total revenue as
compared with a net loss of $289,682 on $4.49 million of total
revenue for the same period during the prior year.
The Company's balance sheet at June 30, 2014, showed $14.80
million in total assets, $1.40 million in total liabilities and
$13.39 million in total shareholders' equity.
Mike Rice, BioLife's president & CEO, said, "Second quarter
results marked our fourth consecutive quarter of core product
revenue of over $1 million reflecting broader adoption of our
products in our core regenerative medicine and cell supplier
markets. Our primary focus for the rest of the year will be to
support the of expansion of our core business and the successful
launch of biologistexSM, a cloud-based information service for
smart, controlled temperature containers for cells and tissues.
We believe biologistex is highly complementary with our
proprietary biopreservation media products and greatly strengthens
our position as a critical tools provider to the markets we serve.
We expect to launch biologistex in the fourth quarter of this
year."
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/1PlZ4u
About BioLife Solutions
Bothell, Washington-based BioLife Solutions, Inc., develops and
markets patented hypothermic storage and cryo-preservation
solutions for cells, tissues, and organs, and provides contracted
research and development and consulting services related to
optimization of biopreservation processes and protocols.
BioLife Solutions incurred a net loss of $1.08 million in 2013,
a net loss of $1.65 million in 2012, and a net loss of $1.95
million in 2011.
CAESARS ENTERTAINMENT: Obtains Consent to Amend Indentures
----------------------------------------------------------
Caesars Entertainment Corporation and Caesars Entertainment
Operating Co. on Aug. 12 a transaction to purchase and retire $238
million of CEOC's outstanding 2016 and 2017 notes held by third
parties, with such notes representing 51% of each such class not
held by affiliates of CEC. CEC has also agreed to contribute to
CEOC for retirement $393 million of CEOC 2016 and 2017 notes
currently held by CEC subsidiaries. As part of the transaction,
CEOC received agreement for consents to amendments of certain
terms of the notes and the indentures governing the notes,
including a consent to the release of CEC's debt guarantee. The
proposed transaction, which exemplifies CEOC's constructive and
ongoing dialogue with creditors, will reduce CEOC's debt by $548
million and cut interest expense by $34 million annually.
"The transaction we are announcing [Tues]day is the latest in a
series of steps intended to deleverage CEOC and position it for a
potential stock listing," said Gary Loveman, Chairman and CEO of
Caesars Entertainment and Chairman of CEOC. "The transaction will
reduce CEOC's leverage and interest payments. We are steadfast in
our commitment to work constructively with creditors to deleverage
CEOC and create value."
About Caesars Entertainment
Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.
-- http://www.caesars.com/-- is one of the world's largest casino
companies. Caesars casino resorts operate under the Caesars,
Bally's, Flamingo, Grand Casinos, Hilton and Paris brand names.
The Company has its corporate headquarters in Las Vegas.
Harrah's announced its re-branding to Caesar's in mid-November
2010.
Caesars Entertainment reported a net loss of $2.93 billion in
2013, as compared with a net loss of $1.50 billion in 2012. The
Company's balance sheet at March 31, 2014, showed $24.37 billion
in total assets, $26.65 billion in total liabilities and a $2.27
billion total deficit.
* * *
As reported by the TCR on April 9, 2013, Moody's Investors Service
downgraded Caesars Entertainment Corporation's Corporate Family
Rating to Caa2.
"The downgrade of Caesars' ratings considers that its same store
EBITDA growth in 2012-2013 has failed to materialize to any
significant degree, and so Caesars' credit metrics have
deteriorated and its free cash flow deficit will be higher than
Moody's previous expectations," stated Moody's analyst Peggy
Holloway.
In the April 10, 2014, edition of the TCR, Standard & Poor's
Ratings Services lowered its corporate credit ratings on Las
Vegas-based Caesars Entertainment Corp. (CEC) and wholly owned
subsidiaries, Caesars Entertainment Operating Co. (CEOC) and
Caesars Entertainment Resort Properties (CERP), as well
as the indirectly majority-owned Chester Downs and Marina, to
'CCC-' from 'CCC+'. The downgrade reflects S&P's expectation that
Caesars' capital structure is unsustainable, and the amount of
cash the company will burn in 2014 and 2015 creates conditions
under which S&P believes a restructuring of some form is
increasingly likely over the near term absent an unanticipated
significantly favorable change in operating performance.
As reported by the TCR on May 1, 2014, Fitch Ratings has
downgraded the Issuer Default Ratings (IDRs) of Caesars
Entertainment Corp (CEC) and Caesars Entertainment
Operating Company (CEOC) to 'CC' from 'CCC'.
In the Aug. 4, 2014, edition of the TCR, Fitch Ratings has
upgraded Caesars Entertainment Operating Company. Inc.'s (CEOC)
senior secured credit facility to 'CCC+/RR1' from 'CCC/RR2'
following the finalization of the new guarantee and pledge
agreement. The agreement caps the amount of debt that Caesars
Entertainment Corp (CEC; Caesars, parent) may guarantee at $8.35
billion.
CAESARS ENTERTAINMENT: Incurs $466-Mil. Net Loss in 2nd Quarter
---------------------------------------------------------------
Caesars Entertainment Corporation filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q
disclosing a net loss attributable to the Company of $466.4
million on $2.18 billion of net revenues for the three months
ended June 30, 2014, as compared with a net loss attributable to
the Company of $212.2 million on $2.12 billion of net revenues for
the same period in 2013.
Caesars also reported a net loss attributable to the Company of
$852.9 million on $4.25 billion of net revenues for the six months
ended June 30, 2014, as compared with a net loss attributable to
the Company of $430.1 million on $4.22 billion of net revenues for
the same period last year.
As of June 30, 2014, the Company had $27.06 billion in total
assets, $29.64 billion in total liabilities and a $2.57 billion
total deficit.
"For the second quarter, our business demonstrated continued
strength in Las Vegas driven in part by our hospitality
investments, which was offset by the persistent softness in the
regional markets and Atlantic City," said Gary Loveman, chairman,
chief executive officer and president of Caesars Entertainment
Corporation. "The LINQ and High Roller are stimulating greater
traffic to Caesars' affiliated properties in the vicinity and we
are focused on maximizing their potential. As we look ahead, we
are excited about further expanding and enhancing our network with
the opening of Horseshoe Baltimore and the potential development
of an integrated resort in South Korea. We believe the advances
we are making across the enterprise coupled with ongoing capital
structure initiatives aimed at reducing leverage at CEOC will
produce a positive impact on our business."
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/kZeiaj
About Caesars Entertainment
Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.
-- http://www.caesars.com/-- is one of the world's largest casino
companies. Caesars casino resorts operate under the Caesars,
Bally's, Flamingo, Grand Casinos, Hilton and Paris brand names.
The Company has its corporate headquarters in Las Vegas.
Harrah's announced its re-branding to Caesar's in mid-November
2010.
Caesars Entertainment reported a net loss of $2.93 billion in
2013, as compared with a net loss of $1.50 billion in 2012.
* * *
As reported by the TCR on April 9, 2013, Moody's Investors Service
downgraded Caesars Entertainment Corporation's Corporate Family
Rating to Caa2.
"The downgrade of Caesars' ratings considers that its same store
EBITDA growth in 2012-2013 has failed to materialize to any
significant degree, and so Caesars' credit metrics have
deteriorated and its free cash flow deficit will be higher than
Moody's previous expectations," stated Moody's analyst Peggy
Holloway.
In the April 10, 2014, edition of the TCR, Standard & Poor's
Ratings Services lowered its corporate credit ratings on Las
Vegas-based Caesars Entertainment Corp. (CEC) and wholly owned
subsidiaries, Caesars Entertainment Operating Co. (CEOC) and
Caesars Entertainment Resort Properties (CERP), as well
as the indirectly majority-owned Chester Downs and Marina, to
'CCC-' from 'CCC+'. The downgrade reflects S&P's expectation that
Caesars' capital structure is unsustainable, and the amount of
cash the company will burn in 2014 and 2015 creates conditions
under which S&P believes a restructuring of some form is
increasingly likely over the near term absent an unanticipated
significantly favorable change in operating performance.
As reported by the TCR on May 1, 2014, Fitch Ratings has
downgraded the Issuer Default Ratings (IDRs) of Caesars
Entertainment Corp (CEC) and Caesars Entertainment
Operating Company (CEOC) to 'CC' from 'CCC'.
CALUMET SPECIALTY: S&P Revises Outlook to Neg. & Affirms 'B+' CCR
-----------------------------------------------------------------
Standard & Poor's Ratings Services revised the outlook on Calumet
Specialty Products Partners L.P. to negative from stable. At the
same time, S&P affirmed its 'B+' corporate credit rating on
Calumet and its 'B+' issue-level rating on its senior unsecured
notes. S&P also left its '4' recovery rating on the notes,
indicating a recovery expectation of 30% to 50%, unchanged.
"The outlook revision reflects our view that Calumet's financial
measures will be worse than previously anticipated mainly due to
narrowing refining margins and extended downtime at its Shreveport
refinery," said Standard & Poor's credit analyst Nora Pickens.
S&P now anticipates debt to EBITDA to exceed 6x in 2014 and be
close to its downgrade trigger of 4.5x in 2015. S&P also
forecasts the partnership to generate a very weak distribution
coverage ratio of 0.5x in 2014 and will therefore have to finance
the shortfall with debt.
A key credit consideration, in S&P's view, is Calumet's ability to
successfully fund and execute on its large backlog of organic
growth projects. S&P believes the partnership's ability to fund
its growth projects with a sufficient amount of equity could be
difficult, given the partnership's weak distribution coverage
ratio. S&P believes the partnership's Montana refinery expansion
presents the most execution risk due to permitting, construction,
and operational uncertainty. The project, expected to cost about
$400 million, will double the refinery's capacity by 2016 and
contribute EBITDA of about $130 million. Regarding the Dakota
Prairie facility, the first greenfield refinery built in the U.S.
for nearly 40 years, Calumet recently updated its cost estimate to
$350 million from $300 million. Although the project remains on
schedule, the risk of additional capital overruns is present.
Finally, the Missouri Esters plant expansion remains on time and
on budget.
Calumet is organized as a traditional master limited partnership
(MLP), which is rare in the oil refining sector. MLPs generally
pay flat to increasing distributions to their unitholders, and
unit prices tend to fall sharply when distributions are cut.
Because oil refining is so volatile, S&P believes the traditional
MLP structure is ill-suited for refiners. In addition, oil
refining is a capital-intensive business and forces MLPs to rely
more heavily on external capital sources for funding needs.
The negative outlook reflects S&P's opinion that a narrowing
margin environment coupled with operational difficulties could
lead to weak financial measures and pressure the distribution
payout over the next 12 to 24 months. S&P currently forecasts
debt to EBITDA of 6x in 2014, but recognize that results will be
influenced by industry conditions and the partnership's ability to
successfully integrate its newly acquired assets. S&P could lower
the rating if it believes that Calumet appears unlikely to lower
debt to EBITDA below 4.5x by year-end 2015. S&P could revise the
outlook to stable if it gains greater visibility on the
partnership's ability to improve its distribution coverage ratio
to 1x and maintain financial leverage of 4x to 4.5x.
CASH STORE: Court Authorizes Further Amended DIP Agreement
----------------------------------------------------------
The Ontario Superior Court of Justice (Commercial List) on Aug. 12
authorized Cash Store Financial Services Inc. and its subsidiaries
to enter into an amendment to its amended and restated debtor-in-
possession ("DIP") financing agreement ("Further Amended DIP
Agreement") pursuant to which an aggregate amount of up to $5
million will be available to the Company to permit it to continue
operations during the CCAA proceedings in an effort to maximize
enterprise value for all stakeholders. Further DIP financing is
required in order to continue going concern operations and attempt
to complete a sale of the Company's business pursuant to the
Court-approved Sale Process, under which prospective purchasers
have had the opportunity to submit a bid for the Company's
property.
Discussions and negotiations with potential bidders are ongoing
under the Sales Process. The Further Amended DIP Agreement will
provide the necessary liquidity throughout the stay extension to
continue to negotiate a sale transaction to achieve a value
maximizing going concern outcome.
The Court also on Aug. 12 approved the Sixth, Seventh and Eighth
Reports of the Monitor, FTI Consulting Canada Inc., dated June 6,
2014, June 13, 2014, and July 21, 2014 respectively. Copies of
these Reports, as well as other orders of the Court, including
details on the sales process, as well as other details regarding
the Company's CCAA proceedings are available on the Monitor's
website at http://cfcanada.fticonsulting.com/cashstorefinancial
Cash Store Financial remains open for business. Cash Store will
continue to provide updates on its restructuring and the Cash
Store Transaction as matters advance.
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.
CHIQUITA BRANDS: Rejects Brazilians' Unsolicited Offer
------------------------------------------------------
David Gelles, writing for The New York Times' DealBook, reported
that Chiquita Brands International, the big banana producer,
rejected an unexpected takeover offer from two Brazilian companies
and said it planned to go ahead with its previously announced deal
to acquire Fyffes of Ireland. According to the report, in a
letter to the Cutrale Group and the Safra Group, which made a
surprise offer of $13 a share, or about $611 million, Chiquita
said the offer was not in the best interest of its shareholders,
calling the bid "inadequate."
* * *
The March 17, 2014 edition of The Troubled Company Reporter, it
was reported that Standard & Poor's Ratings Services revised its
rating outlook on Chiquita Brands International Inc. to positive
from stable. At the same time, S&P affirmed the 'B' corporate
credit rating, 'B' senior secured debt rating, and 'CCC+'
unsecured debt rating on the company.
The TCR, on Jan. 30, 2014, reported that Moody's Investors Service
changed the rating outlook for Chiquita Brands International Inc.
to stable from negative while affirming all ratings of the
company, including its B2 Corporate Family Rating (CFR) and B2-PD
Probability of Default Rating (PDR). Moody's also affirmed the
company's SGL-3 liquidity rating. The change in the outlook to
stable reflects Moody's expectation for continued improvement in
Chiquita's credit metrics, which have recently benefitted from
margin improvement largely as a result of cost saving initiatives.
The Aug. 14, 2014, edition of the TCR reported that Moody's
Investors Service views the proposed non-binding all cash bid from
Cutrale Group and Safra Group to acquire Chiquita Brands
International, Inc. favorably but it does not impact Chiquita's B2
CFR or developing outlook.
CLEAR CHANNEL: Unit Paid Cash Dividend of $175MM to Stockholders
----------------------------------------------------------------
Clear Channel Outdoor Holdings, Inc., is an indirect, non-wholly
owned subsidiary of Clear Channel Communications, Inc. Consistent
with its previous disclosure, on Aug. 11, 2014, CCOH:
(i) demanded repayment of $175 million outstanding under that
certain Revolving Promissory Note dated Nov. 10, 2005 (as
amended by the First Amendment entered into on Dec. 23,
2009, and the Second Amendment entered into on Oct. 23,
2013) between CCU, as maker, and CCOH, as payee; and
(ii) concurrently paid a special cash dividend in an aggregate
amount equal to $175 million (or $0.4865 per share) to its
Class A and Class B stockholders of record at the close of
business on Aug. 4, 2014, including Clear Channel Holdings,
Inc., an indirect subsidiary of CC Media Holdings, Inc.,
the parent company of CCU and CCOH, and CC Finco, LLC, an
indirect subsidiary of CCMH.
CCOH's Class A common stock is anticipated to go "Ex" the dividend
of $0.4865 per share beginning on Aug. 12, 2014, reflecting the
payment of the dividend. Following satisfaction of the demand,
the balance outstanding under the Due from CCU Note was reduced by
$175 million. As of June 30, 2014, the outstanding balance of the
Due from CCU Note was $950.2 million.
About Clear Channel Communications
San Antonio, Texas-based Clear Channel Communications, Inc., an
indirect subsidiary of CC Media Holdings, Inc. (OTCBB: CCMO), is
one of the leading global media and entertainment companies
specializing in radio, digital, outdoor, mobile, live events, and
on-demand entertainment and information services for local
communities and providing premier opportunities for advertisers.
CC Media Holdings Inc. -- http://www.ccmediaholdings.com/-- is a
global media and entertainment company. Its businesses include
radio and outdoor displays.
Clear Channel reported a net loss attributable to the Company of
$606.88 million in 2013, a net loss attributable to the Company of
$424.47 million in 2012 and a net loss attributable to the Company
of $302.09 million in 2011.
The Company's balance sheet at June 30, 2014, showed $14.75
billion in total assets, $24.06 billion in total liabilities and a
$9.31 billion total shareholders' deficit.
Bankruptcy Warning
"If our and our subsidiaries' cash flows from operations,
refinancing sources and other liquidity-generating transactions
are insufficient to fund our respective debt service obligations,
we may be forced to reduce or delay capital expenditures, sell
material assets or operations, or seek additional capital. We may
not be able to take any of these actions, and these actions may
not be successful or permit us or our subsidiaries to meet the
scheduled debt service obligations. Furthermore, these actions
may not be permitted under the terms of existing or future debt
agreements."
"The ability to refinance the debt will depend on the condition of
the capital markets and our financial condition at such time. Any
refinancing of the debt could be at higher interest rates and
increase debt service obligations and may require us and our
subsidiaries to comply with more onerous covenants, which could
further restrict our business operations. The terms of existing
or future debt instruments may restrict us from adopting some of
these alternatives. These alternative measures may not be
successful and may not permit us or our subsidiaries to meet
scheduled debt service obligations. If we or our subsidiaries
cannot make scheduled payments on indebtedness, we or our
subsidiaries, as applicable, will be in default under one or more
of the debt agreements and, as a result we could be forced into
bankruptcy or liquidation," the Company said in its annual report
for the year ended Dec. 31, 2013.
* * *
In May 2013, Moody's Investors Service said that Clear Channel's
upsize of the term loan D to $4 billion from $1.5 billion will not
impact the Caa1 facility rating assigned. Clear Channel's
Corporate Family Rating is unchanged at Caa2. The outlook remains
stable.
In May, 2013, Standard & Poor's Ratings Services also announced
that its issue-level rating on San Antonio, Texas-based Clear
Channel's senior secured term loan remains unchanged at 'CCC+'
following the company's upsize of the loan to $4 billion from $1.5
billion. The rating on parent company CC Media Holdings remains
at 'CCC+' with a negative outlook, which reflects the risks
surrounding the long-term viability of the company's capital
structure.
CLEAREDGE: Aug. 19 Hearing on Bid for Exclusivity Extensions
------------------------------------------------------------
The Bankruptcy Court will convene a hearing on Aug. 19, 2014, at
11:00 a.m., to consider ClearEdge Power Inc., et al.'s motion for
extension in their exclusive periods.
As reported in the Troubled Company Reporter on Aug. 4, 2014, the
Debtors sought a three-month extension to Dec. 1, to file its Plan
and to Jan. 28, 2015, to seek acceptances of the Plan. The Debtor
filed its chapter 11 petition on May 1, 2014, and has since sold
most of its assets to Doosan Corp.
The Debtor contended that there is "cause" for the extension
pursuant to Sec. 1121(d) of the Bankruptcy Code based on the
factors enumerated in the case of In re Express One International,
Inc. 194 B.R. 98 (Bankr. E.D. Tex. 1996). The Debtor pointed out
that its case is large and complex with over 1,500 creditors,
equity holders, and parties in interest; $67 million in
liabilities; and offices both in the U.S. and abroad.
The Debtor contended that the fact that less than three months
have elapsed since the petition date and that this is its first
request for an extension weigh in favor of an extension.
Additionally, the Debtor argues that the consummation of the sale
of its assets, its timely filing of statements and schedules, and
its cooperation with the U.S. Trustee, all illustrate that good
faith progress is being made in the case. The Debtor anticipates
filing a Plan soon after the close of the sale to Doosan. The
Debtor is also paying obligations as they become due, and has made
progress in its negotiations with creditors. The Debtor argues
that the existence of these factors necessitates an extension in
this case.
The Debtor's request was filed by Thomas R. Hwang, Esq. at Dorsey
& Whitney LLP of Palo Alto, CA.
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. Gerbsman Partners was hired to
assist in the asset sale.
ClearEdge Power disclosed $31,271,670 in assets and $67,414,779 in
liabilities as of the Chapter 11 filing.
Power Inc. estimated $100 million to $500 million in both assets
and debts.
The petitions were signed by David B. Wright, chief executive
officer.
On May 22, 2014, the U.S. Trustee for Region 17 appointed five
creditors to serve in the Committee. The Committee has hired
Brown Rudnick as Counsel and Teneo Securities as financial
advisors.
COLOR STAR: Sept. 22 Hearing on Final Approval of Plan Outline
--------------------------------------------------------------
The Bankruptcy Court conditionally approved the Disclosure
Statement dated Aug. 5, 2014, explaining Color Star Growers Of
Colorado, Inc.'s First Amended Joint Plan of Liquidation.
The Court also said that final approval of the Disclosure
Statement will be combined with the hearing on plan confirmation
scheduled for Sept. 22, 2014 at 3:30 p.m. Objections, if any, are
due Sept. 15, at 5:00 p.m.
The Debtors are authorized to make technical, conforming, and
other non-material changes to the Disclosure Statement prior to
its transmittal to holders of claims without the necessity of any
further order of this Court.
Ballots accepting or rejecting the Plan are due Sept. 15, at
5:00 p.m.
According to the Disclosure Statement, the Plan is designed to
accomplish the further liquidation of the Debtors' estates and
provides a mechanism for the distribution of the proceeds of
liquidation to beneficiaries of the estates. The Plan provides
for the creation two trusts: The Color Star Liquidation Trust and
the Color Star Litigation Trust.
The purpose of the trusts is to effectuate the administration and
orderly liquidation of the estates' remaining assets, including
Causes of Action. The trusts' beneficiaries are holders of
Allowed Claims against the Debtors as outlined in the Plan. Under
the Plan, all of the Debtors' powers, assets and property not
transferred or distributed on or prior to the Effective Date of
the Plan will vest in the two trusts on the Effective Date for the
benefit of each trust's beneficiaries.
The cash necessary for confirmation will come from the cash in the
Debtors' possession on the confirmation Date pursuant to the terms
of the global settlement and the cash proceeds of Liquidation
Trust Assets and Litigation Trust Assets collected by the
Liquidation Trustee and Litigation Trustee after the Effective
Date.
A copy of the Disclosure Statement is available for free at
http://bankrupt.com/misc/COLORSTAR_432_ds.pdf
The Debtor is represented by:
Marcus A. Helt, Esq.
Evan R. Baker, Esq.
GARDERE WYNNE SEWELL LLP
Thanksgiving Tower 3000
1601 Elm Street
Dallas, TX 75201
Tel: (214) 999-4526
Fax: (214) 999-3526
About Color Star
Color Star, a grower and wholesaler of flowers and nursery stock
with greenhouses and distribution centers in Colorado, Missouri
and Texas, filed for Chapter 11 bankruptcy protection in December
2013.
Color Star Growers of Colorado, Inc., and two affiliates filed
Chapter 11 bankruptcy petitions (Bankr. E.D. Tex. Case Nos.
13-42959 to 13-42961) on Dec. 15, 2013, in Sherman, Texas. The
petitions were signed by Brad Walker, chief restructuring officer.
The Debtors estimated assets of at least $10 million and
liabilities of at least $50 million.
Marcus A. Helt, Esq., and Evan R. Baker, Esq., at Gardere Wynne
Sewell LLP, serve as the Debtors' counsel. Simon, Ray & Winikka
LLP serves as special conflicts counsel. SSG Advisors, LLC
provides investment banking services, and UpShot Services LLC
serves as claims, noticing and balloting agent.
The Official Committee of Unsecured Creditors appointed in the
Debtors' cases retained Gavin/Solmonese, LLC as financial
advisors; and Raymond J. Urbanik, Esq., Deborah M. Perry, Esq.,
Thomas Berghman, Esq., and Isaac J. Brown, Esq., at Munsch Hardt
Kopf & Harr, PC as attorneys.
COLORADO EDUCATIONAL: Fitch Affirms 'B-' Rating on $34.7MM Bonds
----------------------------------------------------------------
Fitch Ratings affirms the 'B-' on approximately $34.7 million in
outstanding charter school revenue bonds for the Colorado
Educational and Cultural Facilities Authority. The bonds are
issued on behalf of The Academy.
The Rating Outlook is revised to Positive from Stable.
SECURITY
The bonds are essentially a general obligation of the school, with
each series secured by first liens on their respectively financed
facilities. Each series of bonds is further secured by a debt
service reserve fund.
KEY RATING DRIVERS
IMPROVED OPERATIONS UNDERPIN POSITIVE OUTLOOK: The Academy
registered positive GAAP-based operating performance in fiscal
2013, which marks a departure from historical performance and was
reportedly sustained in fiscal 2014, although unaudited financials
(June 30 fiscal year) were unavailable for review. Management
continues to work toward fully resolving the various reserve
violations and deficiencies in internal controls that are
documented in the annual audit.
DEBT MANAGEABILITY CONCERNS: Fitch considers the Academy's
considerable debt burden, limited track-record of generating at
least 1 times (x) current and maximum annual debt service (MADS)
coverage from net operating income, and elevated pro-forma debt to
net income available for debt service metric to be negative rating
factors. Management obtained a waiver related to a covenant
breach under the 2004 Indenture and 2008 Supplemental Indenture.
There are no near-term debt plans.
SOUND DEMAND AND ENROLLMENT TRENDS: The Academy's demand profile
is sound and remains a fundamental credit strength. Steady and
growing enrollment trends are supported by healthy school-wide
retention rates, favorable academic performance relative to
district- and state-wide averages, and an established reputation
given its 20-year operating history.
RATING SENSITIVITIES
SUSTAINED FINANCIAL IMPROVEMENT: Evidence of steady, sustained
improvement in audited financial results coupled with the full
resolution of various inadequacies in internal controls cited in
the audit would likely support upward rating movement. Further,
Fitch expects management to continue to show evidence of progress
toward achieving full compliance with the school's various reserve
violations.
STANDARD SECTOR CONCERNS: The Academy's modest financial cushion,
substantial reliance on enrollment-driven per pupil funding, and
charter renewal risk are credit concerns common among all charter
school transactions. If pressured, these issues could negatively
impact the rating over time.
TIMELY INFORMATION: Maintenance of the rating is contingent upon
receipt of timely and relevant information sufficient to maintain
an accurate rating.
CREDIT PROFILE
Located in Westminster, Colorado, The Academy has been in
operation since 1994, one year after the state enacted its initial
charter authorization law. Since inception, the Academy's charter
authorizer was Adams County School District 12 (the district),
from which the school received a total of three charter renewals,
with the most recent five-year contract in effect until June 30,
2014.
Since Fitch's last review, The Academy applied to and was approved
by the Charter School Institute (CSI), an independent agency of
the Colorado Department of Education, to be authorized by CSI at
the expiration of its current contract with the district. The
term of the new contract is in effect for five-years (June 30,
2019), which matches the previous charter term and represents
maximum allowable in the state. Management reported that the
switch to CSI would better position the school to improve its
financial position through more continuous monitoring, support,
and resources. The school received transfer consent from the
district in order to move forward with the authorizer change.
Importantly, CSI conducted its own due diligence prior to becoming
The Academy's authorizer, which included hiring a financial
services firm to complete a review of The Academy's internal
financial controls, budgeting procedures, and accuracy of
financial reporting. The resulting assessment and recommendations
were presented to The Academy's administration and Board of
Directors. Management reported to Fitch that it has already
initiated every recommendation, which is expected to help The
Academy resolve the various weaknesses in internal financial
controls cited in the audit. The charter with CSI does have a
clause that allows for an early renewal evaluation of the charter
if The Academy fails to maintain a positive fund balance that
includes meeting the TABOR reserve requirement at the end of any
fiscal year ($16,132 in fiscal year-end 2013) or otherwise
materially fails to meet generally accepted standards of fiscal
management.
IMPROVED OPERATIONS UNDERPIN POSITIVE OUTLOOK
The Academy registered a 1.6% GAAP-based operating margin in
fiscal 2013, the first positive margin recorded since at least
fiscal 2009. Total revenues grew by approximately 5.6%, aided by
enrollment growth of 4%, to 1,752. Per pupil revenues (PPR)
constituted 84.2% of fiscal 2013 operating revenues, which
underscores the school's limited revenue diversity and financial
flexibility, although both characteristics are not atypical for
the sector. The absence of salary increases in fiscal 2013 helped
to keep operating expenses virtually flat year-over-year.
While unaudited financial statements were not available for Fitch
to review, management reported that fiscal year-end 2014 financial
performance yielded a similar outcome to fiscal 2013, supported by
an enrollment gain of 3.1%, to 1,806, a 2.8% increase in PPR, and
continued cost restraint, although additional monies were
allocated to support teacher retention. The school did experience
an unanticipated facilities-related issue (flooding) that was not
covered by insurance and resulted in a draw of $176,000 from the
repair and replacement fund associated with the series 2004 bonds.
Management plans to replenish the fund over a three-year period
and has since upgraded its insurance coverage to cover floods.
The state funding environment improved significantly in fiscal
2015, with management anticipating a PPR increase of 5.25%.
Additionally, the state legislature passed an increase in the
Charter School Capital Construction fund, which provides monies to
charter schools that are available for debt repayments.
Importantly, starting in fiscal 2015, PPR will flow through CSI as
a result of the authorizer change.
Revenue gains in fiscal 2015 will be somewhat offset by planned
pay increases, although Fitch notes that management continues to
set aside funds in the budget to achieve full compliance with
various reserve requirements. Fitch notes that school is in the
process of repaying the district for certain bills paid by the
latter on behalf of the former. Management reported that the
remaining repayment balance is $280,000, which will be paid in
monthly installments by the end of the 2014 calendar year.
SOUND DEMAND AND ENROLLMENT TRENDS
The Academy's demand profile is sound and remains a fundamental
credit strength. Management expects total headcount enrollment to
continue to increase over the next one to two years before
reaching the school's maximum headcount capacity of around 1,900.
Headcount growth is supported by healthy school-wide retention
rates, which was 93.5% in academic year 2013-2014, above the 92%
achieved in the prior year. Student demand benefits from the
school's favorable academic performance, evidenced by results on
the state of Colorado's annual Transitional Colorado Assessment
Program (TCAP) exam that continue to exceed to district- and
state-wide averages. TCAP results for academic year 2013-14 will
be released Mid-August 2014.
It is anticipated that the Partnerships for Assessment of
Readiness for College and Careers (PARCC) ELA and mathematics
assessments will replace TCAP reading, writing, and math
assessments in Spring 2015 (and will incorporate the 'Common
Core'). Additionally, Colorado will also administer the Colorado
Measures of Academic Success (CMAS) exams in social studies and
sciences in Spring 2015 (the former has never been a content area
on state examinations). Management indicated that academic
instruction has been modified to ensure alignment with new state
standards.
DEBT MANAGEABILITY CONCERNS
The Academy's leverage profile remains an area of concern.
Current debt service of around $2.6 million represented a very
high 20% of fiscal 2013 revenues. Improved operating performance
allowed the school to generate adequate coverage from net
operating income of 1.13x; however, Fitch notes that the school's
track-record of generating at or above 1x coverage is limited,
which is viewed as a credit weakness. Transactional maximum
annual debt service (T-MADS), which incorporates the debt service
reserve funds when calculating the final maturity payments on each
series of bonds, was approximately $3 million (fiscal 2034) and
represented 23.5% of fiscal 2013 operating revenues. T-MADS debt
service coverage from fiscal 2013 net operating income was 0.96x.
The Academy has no near-term debt plans.
As reported in Fitch's last credit review, The Academy
successfully attained a waiver for an unrestricted working capital
balance covenant breach. Under the waiver, The Academy has until
fiscal year-end 2016 to achieve full compliance with the covenant.
Management is required to demonstrate progress on an annual cycle
toward re-establishing covenant compliance. Failure to
demonstrate annual progress results in a modest monetary fine
rather than in a waiver invalidation. Management believes the
timeframe set forth in the waiver provides sufficient flexibility
to achieve covenant compliance. Fitch will continue to monitor
management's progress in future credit reviews.
CRAFT INTERNATIONAL: Seeks Authority to Hold Machine Gun Classes
----------------------------------------------------------------
Kelsey Butler, writing for The Deal, reported that Craft
International LLC, owned by a former Navy SEAL who was gunned down
by an acquaintance, will ask a Texas bankruptcy judge on Sept. 17
to allow it to provide machine gun classes. According to the
report, in a motion filed in bankruptcy court, Craft said there is
a market for providing a training class "where a person can sign
up, go to a facility and just shoot a machine gun." Craft,
however, wants to use a facility similar to Rough Creek Lodge,
where Chris Kyle, the owner, was fatally shot.
Craft International LLC, dba The Craft, in Dallas, Texas, filed a
voluntary Chapter 11 petition (Bankr. N.D. Tex. Case No. 14-32605)
on May 30, 2014. Craft is a consulting and training company
founded by the late U.S. Marine Chris Kyle.
The Hon. Stacey G. Jernigan presides over the case. Seymour
Roberts, Jr., at Neligan Foley LLP, serves as the Debtor's general
counsel. Sumner, Schick & Pace, LLP, serves as the Debtor's
litigation counsel.
Craft estimated assets of $50,000 to $100,000 and liabilities of
$1 million to $10 million.
The petition was signed by Steven Young, Craft's chief executive
officer and manager.
CUMULUS MEDIA: Posts $15.1 Million Net Income in Second Quarter
---------------------------------------------------------------
Cumulus Media Inc. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
attributable to common shareholders of $15.13 million on $328.24
million of net revenue for the three months ended June 30, 2014,
as compared with net income attributable to common shareholders of
$23.94 million on $270.30 million of net revenue for the same
period in 2013.
The Company also reported net income attributable to common
shareholders of $5.86 million on $620.29 million of net revenue
for the six months ended June 30, 2014, as compared with net
income attributable to common shareholders of $11.80 million on
$488.14 million of net revenue for the same period last year.
As of June 30, 2014, the Company had $3.79 billion in total
assets, $3.27 billion in total liabilities and $526.26 million in
total stockholders' equity.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/3zDu1e
About Cumulus Media
Cumulus Media Inc. (CMLS) combines high-quality local programming
with iconic, nationally syndicated media, sports and entertainment
brands in order to deliver premium choices for listeners, provide
substantial reach for advertisers and create opportunities for
shareholders. As the largest pure-play radio broadcaster in the
United States, Cumulus provides exclusive content that is fully
distributed through approximately 460 owned-and-operated stations
in 90 U.S. media markets (including eight of the top 10), more
than 10,000 broadcast radio affiliates and numerous digital
channels. Cumulus is well-positioned in the widening digital
audio space through a significant stake in the Rdio digital music
service, featuring 25 million songs on-demand in addition to
custom playlists and exclusive curated channels. Cumulus is also
the leading provider of country music and lifestyle content
through its NASH brand, which will serve country fans through
radio programming, NASH magazine, concerts, licensed products and
television/video. For more information, visit www.cumulus.com
Cumulus Media put AR Broadcasting Holdings Inc. and three other
units to Chapter 11 protection (Bankr. D. Del. Lead Case No.
11-13674) in 2011 after struggling to pay off debts that topped
$97 million as of June 30, 2011.
Cumulus Media reported net income attributable to common
shareholders of $165.40 million in 2013 following a net loss
attributable to common shareholders of $54.16 million in 2012.
Bankruptcy Warning
"The lenders under the Credit Agreement have taken security
interests in substantially all of our consolidated assets, and we
have pledged the stock of certain of our subsidiaries to secure
the debt under the Credit Agreement. If the lenders accelerate
the required repayment of borrowings, we may be forced to
liquidate certain assets to repay all or part of such borrowings,
and we cannot assure you that sufficient assets will remain after
we have paid all of the borrowings under such Credit Agreement.
If we were unable to repay those amounts, the lenders could
proceed against the collateral granted to them to secure that
indebtedness and we could be forced into bankruptcy or
liquidation," the Company said in the 2013 Annual Report.
* * *
Standard & Poor's Ratings Services in December, 2013, revised its
outlook on Atlanta, Ga.-based Cumulus Media Inc. to positive from
stable. S&P also affirmed its 'B' corporate credit and existing
debt ratings on the company.
As reported by the TCR on April 3, 2013, Moody's Investors Service
downgraded Cumulus Media, Inc.'s Corporate Family Rating to B2
from B1 and Probability of Default Rating to B2-PD from B1-PD.
The downgrades reflect Moody's view that the pace of debt
repayment and delevering will be slower than expected. Although
EBITDA for 4Q2012 reflects growth over the same period in the
prior year, results fell short of Moody's expectations.
CTI BIOPHARMA: FDA Grants Fast Track Designation to Pacritinib
--------------------------------------------------------------
CTI BioPharma Corp. announced that pacritinib has been granted
Fast Track designation by the U.S. Food and Drug Administration
for the treatment of intermediate and high risk myelofibrosis,
including but not limited to patients with disease related
thrombocytopenia, patients experiencing treatment emergent
thrombocytopenia on other JAK2 therapy or patients who are
intolerant to or whose symptoms are sub-optimally managed on other
JAK2 therapy. Pacritinib is an oral tyrosine kinase inhibitor
with dual activity against JAK2 and FLT3. The drug candidate is
currently being evaluated in two Phase 3 clinical trials, known as
the PERSIST program, for patients with myelofibrosis.
"We are very pleased that the pacritinib development program in
myelofibrosis has been granted Fast Track designation, and we look
forward to continuing to work closely with the FDA on this
important drug candidate," stated James A. Bianco, M.D., president
and CEO. "We believe that pacritinib's unique profile has the
potential to serve an unmet medical need that currently exists in
this patient population, particularly for those patients with
disease or therapy-related low platelet counts."
The Fast Track process is designed to facilitate the development,
and expedite the review of drugs to treat serious conditions and
fill an unmet medical need. An unmet need is a condition whose
treatment or diagnosis is not addressed adequately by available
therapy. The purpose of the Fast Track designation is to make
important new drugs available to the patient earlier. The Fast
Track program also enables a company to submit sections of the NDA
on a rolling basis as data becomes available. This enables the
FDA to review sections of the NDA as they are received, rather
than waiting until every section of the application is completed
before the entire application can be reviewed. NDA review usually
does not begin until the company has submitted the entire
application to the FDA. A drug program with Fast Track
designation enables the company to have early and frequent
communication with the FDA in the development and review of the
product candidate, often leading to faster drug approval and
access by patients.
About CTI BioPharma
CTI BioPharma Corp. (NASDAQ and MTA: CTIC), formerly known as
Cell Therapeutics, Inc., is a biopharmaceutical company focused on
the acquisition, development and commercialization of novel
targeted therapies covering a spectrum of blood-related cancers
that offer a unique benefit to patients and healthcare providers.
The Company has a commercial presence in Europe and a late-stage
development pipeline, including pacritinib, CTI's lead product
candidate that is currently being studied in a Phase 3 program for
the treatment of patients with myelofibrosis. CTI BioPharma is
headquartered in Seattle, Washington, with offices in London and
Milan under the name CTI Life Sciences Limited. For additional
information and to sign up for email alerts and get RSS feeds,
please visit www.ctibiopharma.com.
Cell Therapeutics reported a net loss attributable to common
shareholders of $49.64 million in 2013, a net loss attributable to
common shareholders of $115.27 million in 2012 and a net loss
attributable to common shareholders of $121.07 million in 2011.
The Company's balance sheet at June 30, 2014, showed $55.25
million in total assets, $40.68 million in total liabilities,
$7.89 million in common stock purchase warrants and $6.68 million
in total shareholders' equity.
DETROIT, MI: Plan Confirmation Hearing Pushed Back to Aug. 29
-------------------------------------------------------------
Judge Steven Rhodes of the U.S. Bankruptcy Court for the Eastern
District of Michigan, Southern Division, issued an eighth amended
order establishing procedures, deadlines and hearing dates
relating to the city of Detroit's plan of adjustment.
Pursuant to the amended order, the hearing on plan confirmation
will commence on Aug. 29, 2014, at 11:00 a.m. On Aug. 29, the
Court will receive evidence from those creditors without counsel
whose motions to participate in the confirmation hearing were
granted. The confirmation hearing will continue to the next phase
with the opening statements by the City and by the creditors whose
objections were filed by attorneys. Additional plan confirmation
hearing dates, as necessary, will be Sept. 3-5, Sept. 8-12,
Sept. 15-19, Sept. 22-24, Sept. 29-Oct. 3, Oct. 6-7, and
Oct. 14-17.
Aug. 18 is the deadline to file briefs regarding:
(a) The Court's authority to determine the reasonableness of
fees under Section 943(b)(3) of the Bankruptcy Code; and
(b) The admissibility of the report of the court-appointed
expert, Martha Kopacz.
Aug. 18, and 19 if necessary, will be the date and time of the
hearing to receive the testimony of witness Robert Cline.
Aug. 19 will be the date and time of the hearing regarding the
legality of the UTGO Settlement. Aug. 20 is the deadline for the
City to file its sixth amended plan of adjustment. Aug. 21 will
be the date and time of a status conference regarding the plan
confirmation process. Aug. 29 will be the date of the final
pretrial conference on plan confirmation.
Cline Testimony
According to a July 30 document filed by Detroit, Robert Cline --
one of the City's key expert witnesses -- will not be available
after Aug. 19, 2014. Mr. Cline was set to retire from Ernst &
Young as of August 1, and will be taking a position with the
Organisation for Economic Cooperation and Development (the
"OECD"), a non-governmental organization headquartered in Paris,
of which the United States and several dozen other countries are
members. Mr. Cline will be resident in the OECD's Paris office.
Once
Mr. Cline's employment with the OECD begins, the OECD's conflicts
of interest policy will prevent him from testifying at the
confirmation hearing. Although Mr. Cline was originally scheduled
to begin his work at the OECD one week after his retirement, the
City negotiated with the OECD to delay Mr. Cline's start date so
that he could return to the U.S. to testify on August 18-19.
However, further delay will not be possible and, under Mr. Cline's
engagement letter with Jones Day, Mr. Cline is not obligated to
provide any services after August 19.
According to Detroit, Mr. Cline's testimony is central to the
City's case. Mr. Cline, an economist, was instrumental in building
Ernst & Young's revenue projections for the City's income taxes,
wagering taxes and utility users' taxes. Those revenue
projections are a cornerstone of the City's Plan, and Mr. Cline is
a critical expert on this foundational issue. His testimony will
be relevant both to the feasibility of the Plan and the best
interest of creditors test. Given the importance of Mr. Cline's
expert opinion and the inherent complexities involved in financial
projections and revenue forecasts, it is essential that the Court
hear Mr. Cline's testimony live and have the opportunity to ask
clarifying questions as necessary.
Accordingly, the City filed a motion July 30 asking that the Court
open the record of the hearing on confirmation of the City's Plan
of Adjustment on Aug. 18, 2014, to admit Mr. Cline's live
testimony and provide sufficient time for cross-examination.
The City does not believe that this will prejudice other parties
to the case, since Mr. Cline's testimony does not involve matters
that were newly disclosed, is largely self-contained, and would
not otherwise interfere with the order of proof at the hearing.
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.
DETROIT, MI: Retiree Group Balks at COPs' Plan Objection
--------------------------------------------------------
The official committee of retired workers formed in the city of
Detroit's Chapter 9 case is asking the bankruptcy court to deny
the objections filed by holders of certificates of participation
("COPs") under Class 9 and their insurers to Detroit's 5th Amended
Plan of Adjustment.
The COPs Parties complain that the plan discriminates unfairly
against them by providing a purportedly greater, less risky
recovery for the pension claims in Classes 10 and 11 than the
recovery to what they mistakenly assert are their similarly
situated claims in Class 9. The Committee says that the
objections by the COPs Parties should be denied as the Plan does
not unfairly discriminate in favor of the retirees under any test
and under the circumstances, the separate treatment of retirees
claims is justified and reasonable.
The Committee has agreed to support the Plan's treatment of
Classes 10 (General Retirement System), 11 (Police and Fire
System) and 12 (OPEB). The Retiree Committee protects that
interests of more than 23,000 uniform and non uniform retirees and
their beneficiaries with respect to promised payments of pension,
health care and other post employment benefits ("OPEB").
Based upon the compromises and settlements in the final Plan, the
possibility of even more severe pension cuts in addition to the
drastic health care cuts without an agreement with the City, and
the Committee's assessment of the uncertainty of timely appellate
relief with respect to the complex Constitutional issues, the
Committee determined to support the Plan.
The Court earlier approved a stipulation extending the Committee's
deadline to file and serve its brief in support of confirmation of
the City's Plan until Aug. 4, 2014.
A full-text copy of the Committee's memorandum of law in support
of the Plan is available for free at:
http://bankrupt.com/misc/Detroit_Committee_5thPlan_Support.pdf
The Retiree Committee is represented by:
Carole Neville, Esq.
Claude Montgomery, Esq.
DENTONS US LLP
1221 Avenue of the Americas
New York, NY 10020
Tel: (212) 768-6700
Fax: (212) 768-6800
E-mail: claude.montgomery@dentons.com
carole.neville@dentons.com
- and -
Sam Alberts, Esq.
Dan Barnowski, Esq.
DENTONS US LLP
1301 K Street, NW, Suite 600 East Tower
Washington, DC 20005
Tel: (202) 408-6400
Fax: (202) 408-6399
E-mail: sam.alberts@dentons.com
dan.barnowski@dentons.com
- and -
Matthew E. Wilkins, Esq.
Paula A. Hall, Esq.
BROOKS WILKINS SHARKEY & TURCO PLLC
401 South Old Woodward, Suite 400
Birmingham, MI 48009
Direct: (248) 971-1711
Cell: (248) 882-8496
Fax: (248) 971-1801
E-mail: wilkins@bwst-law.com
hall@bwst-law.com
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.
DETROIT, MI: UAW Says Librarians Should Be Excluded From Cuts
-------------------------------------------------------------
The International Union, United Automobile, Aerospace and
Agricultural Implement Workers of America ("UAW"), early this
month filed objections to the City of Detroit's 5th Amended Plan
of Adjustment.
The UAW, the collective bargaining representative of certain
current and former employees of the City of Detroit, says the Plan
may not apply the Class 11 and Class 12 cuts to the UAW-
represented employees or retirees of the Detroit Public Library.
The UAW noted that the Detroit Public Library is a separate and
independent municipal corporation that is not part of the City's
Chapter 9 case, and the CBAs with UAW remain in full force and
effect. According to the UAW, the City's Plan improperly proposes
a reduction in their benefits even though the Library is not a
Chapter 9 debtor.
The City has included the UAW-represented librarians and others in
the City's Plan, specifically, in Class 11, where the City has
proposed cuts to accrued pension benefits, the ASF Recoupment, and
modification of future pension accruals, and in Class 12, where
the City has proposed to eliminate its obligations for OPEB
benefits through the payment of certain notes to a new proposed
VEBA.
In addition, the UAW argues, among other things, that the court
should not confirm the plan to any extent that employees and
retirees remain subject to further benefit cuts based on non-
receipt of outside funding.
Counsel for the UAW, Babette A. Ceccotti, Esq., at Cohen, Weiss
and Simon LLP, said in a court filing, "The City's road through
bankruptcy has been rocky and difficult for its employees and
retirees, who are to contribute significantly to the City's
revitalization from funds they otherwise expected would be their
retirement security and -- with the acceptance by Classes 10 and
11 -- potentially giving up significant rights to pursue full
payment of their pensions. Uncertainties regarding the Outside
Funding should not persist through the Confirmation Hearing and
beyond. The Court should require the State to provide
notification that the "initial funding conditions" have been
fulfilled. In addition, assuming the Court finds that the City's
Plan has otherwise met the requirements of the Bankruptcy Code for
confirmation, the Court should deny the City the ability to
automatically impose greater cuts based upon an alleged failure of
the funding conditions in the future, and instead require that the
City return to Court in the event the City believes that any
alleged failure of the funding commitments has been triggered."
The Court earlier approved a stipulation extending the UAW's
deadline to file the objection to Aug. 1.
A full-text copy of UAW's objection is available for free at:
http://bankrupt.com/misc/Detroit_UAW_5thPlan_Obj.pdf
The UAW's attorneys can be reached at:
Babette A. Ceccotti, Esq.
Thomas N. Ciantra, Esq.
Peter D. DeChiara, Esq.
Joshua J. Ellison, Esq.
COHEN, WEISS AND SIMON LLP
330 West 42nd Street
New York, NY 10036-6976
Tel: (212) 563-4100
Fax: (212) 695-5436
E-mail: bceccotti@cwsny.com
tciantra@cwsny.com
pdechiara@cwsny.com
jellilson@cwsny.com
- and -
Niraj R. Ganatra, Esq.
8000 East Jefferson Avenue
Detroit, MI 48214
T: (313) 926-5216
F: (313) 926-5240
E-mail: nganatra@uaw.net
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.
DETROIT, MI: Ambac & BlackRock Switch Plan Votes to "Yes"
---------------------------------------------------------
The City of Detroit, Ambac Assurance Corporation and BlackRock
Financial Management, Inc., on behalf of its managed funds and
accounts, sought and obtained bankruptcy court approval of a
stipulation providing for a change of Ambac's and BlackRock's
votes on the City's Plan of Adjustment of Debts.
Ambac and BlackRock submitted timely ballots rejecting the Plan
with respect to Class 7 Limited Tax General Obligation ("LTGO")
Bond Claims.
Prior to the July 11, 2014 voting deadline, the City reached a
settlement agreement with Ambac and BlackRock regarding the
treatment of Class 7 claims, and Ambac delivered to counsel for
the City a superseding ballot changing its Class 7 vote to a "yes"
vote, which was to be held in escrow pending the final
documentation of the settlement.
As a result of the Parties' agreement regarding the treatment of
Class 7 claims and the completion of the final documentation of
the settlement, Ambac and BlackRock believe that the Plan should
be approved with respect to the LTGO Bond Claims, and each of
Ambac and BlackRock desires to change its votes rejecting the Plan
to a vote accepting the Plan.
Accordingly, the Parties have agreed, pursuant to Federal Rule
of Bankruptcy Procedure 3018(a), that Ambac and BlackRock shall be
permitted to submit new ballots to the City's balloting agent,
Kurtzman Carson Consultants, and that such new ballots shall (a)
accept the Plan, (b) be deemed timely and (c) supersede any
previous Class 7 ballots submitted by Ambac and BlackRock.
Ambac is represented by:
ARENT FOX
Carol Connor Cohen, Esq.
Caroline Turner English, Esq.
Randall Brater, Esq.
1717 K Street, NW
Washington, DC 20036-5342
Tel: (202) 857-6054
E-mail: Carol.Cohen@arentfox.com
- and -
David L. Dubrow, Esq.
Mark A. Angelow, Esq.
1675 Broadway
New York, NY 10019
Tel: (212) 484-3900
- and -
SCHAFER AND WEINER, PLLC
Daniel J. Weiner, Esq.
Brendan G. Best, Esq.
40950 Woodward Ave, Ste. 100
Bloomfield Hills, MI 48304
Tel: (248) 540-3340
E-mail: bbest@schaferandweiner.com
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.
DETROIT, MI: City Racks Up $57-Mil. Legal Bill in 9 Months
----------------------------------------------------------
Law360 reported that attorneys and other professionals in the
Chapter 9 proceedings for the city of Detroit have listed at least
$56.9 million in fees and expense requests for the first nine
months of the city?s insolvency action. According to the report,
the leader of the pack by far is Detroit counsel Jones Day, which
has logged $22.1 million in attorneys? fees and another $939,753
in expenses.
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.
DETROIT, MI: Water Dept. OKs Plan to Refinance $5-Bil. Debt
-----------------------------------------------------------
Robert Snell and David Shepardson, writing for The Detroit News,
reported that the city's water department has approved a plan to
refinance almost $5.2 billion in debt, a move that could free up
cash for Detroit's restructuring and potentially speed an exit
from bankruptcy court. According to the report, the plan,
approved by Detroit Water and Sewerage commissioners, would lower
the utility's interest rate and slash costs. The plan involves
offering secured water bondholders a chance to have the city buy
back the bonds, and by doing so, the city could issue new bonds
and refinance up to $5.183 billion of debt, the report related.
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.
EAGLE BULK SHIPPING: Proposes KCC as Claims and Noticing Agent
--------------------------------------------------------------
Eagle Bulk Shipping Inc. filed an application to employ Kurtzman
Carson Consultants LLC as claims and noticing agent.
The Debtor proposes to engage KCC to act as its claims and
noticing agent to assume full responsibility for the distribution
of notices and maintenance, processing, and docketing of proofs of
claims filed in the Chapter 11 case.
The Debtor believes that the rates negotiated with KCC, which
includes a courtesy discount of $20,000, are reasonable, and
appropriate for the services to be rendered during the Chapter 11
case.
Prior to the Petition Date, the Debtors provided KCC with a
retainer in the amount of $15,000.
According to the services agreement, KCC will charge at these
rates for these consulting services:
Discounted
Position Hourly Rate
-------- -----------
Executive Vice President Waived
Director/Senior Managing Consultant $170
Consultant/Senior Consultant $65 to $150
Technology/Programming Consultant $45 to $85
Project Specialist $45 to $90
Clerical $25 to $45
Weekend, holidays and overtime Waived
The firm will charge at these rates for its public securities and
solicitation services:
Discounted
Position Hourly Rate
-------- -----------
Solicitation Lead/Securities Director $210
Senior Securities Consultant $200
For its noticing services, KCC will waive fees for electronic
noticing, and $0.08 per page for facsimile noticing. For claims
administration and management, KCC will charge $0.10 per creditor
per month for license fee and data storage. For online claims
filing (ePOC) services, the firm will waive the fees.
James Le, the COO at KCC, attests that KCC is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
KURTZMAN CARSON CONSULTANTS LLC
2335 Alaska Ave.
El Segundo, CA 90245
Attn: Drake D. Foster
Tel: (310) 823-9000
Fax: (310) 823-9133
E-mail: dfoster@kccllc.com
About Eagle Bulk Shipping
With headquarters in New York, Eagle Bulk Shipping Inc. (Nasdaq:
EGLE) claims to be a leading provider of ocean-borne
transportation services for a broad range of major and minor "dry
bulk" cargoes, including iron ore, coal, grain, cement, and
fertilizer, along worldwide shipping routes. Each of Eagle's 45
vessels is flagged in the Marshall Islands and owned by a separate
wholly-owned subsidiary organized as a limited liability company
under the Marshall Islands.
On Aug. 6, 2014, Eagle Bulk entered into a restructuring support
agreement with certain of its lenders regarding the terms of a
balance sheet restructuring that will reduce debt by $975 million.
To implement the restructuring, Eagle Bulk, the parent company,
commenced a voluntary "prepackaged" chapter 11 case (Bankr.
S.D.N.Y. Case No. No. 14-12303). The case has been assigned to
the Honorable Sean H. Lane. The Chapter 11 filing does not
include any of Eagle Bulk's operating or management subsidiaries.
The Company estimated $850 million to $950 million in assets and
debt of $1.21 billion as of the Petition Date.
The Company has tapped Milbank, Tweed, Hadley & McCloy LLP as
general bankruptcy counsel, Moelis & Company as financial advisor
and investment banking advisor, Alvarez & Marsal as restructuring
advisors, and PricewaterhouseCoopers LLP as its accountant and
auditor. Eagle Bulk's noticing agent is Kurtzman Carson
Consultants.
EASTMAN KODAK: Ricoh Pays $43 Million to Settle Licensing Dispute
-----------------------------------------------------------------
Sara Randazzo, writing for The Wall Street Journal, reported that
the long-running dispute between Eastman Kodak Co. and Ricoh Co.
over the terms of a patent licensing deal came to a close with the
announcement of a $43 million settlement that puts Ricoh on the
losing end of the dispute. According to the report, the
settlement resolves several intersecting legal actions, including
a federal lawsuit initiated by Kodak in 2012 alleging Ricoh owed
royalties for Pentax digital cameras it sold using Kodak
technology. The settlement also absolves a patent infringement
lawsuit Ricoh brought against Kodak as part of the iconic film
company's Chapter 11 case and a related bankruptcy claim, the
Journal said.
About Eastman Kodak
Rochester, New York-based Eastman Kodak Company and its U.S.
subsidiaries on Jan. 19, 2012, filed voluntarily Chapter 11
petitions (Bankr. S.D.N.Y. Lead Case No. 12-10202) in Manhattan.
Subsidiaries outside of the U.S. were not included in the filing
and are expected to continue to operate as usual.
Kodak, founded in 1880 by George Eastman, was once the world's
leading producer of film and cameras. Kodak sought bankruptcy
protection amid near-term liquidity issues brought about by
steeper-than-expected declines in Kodak's historically profitable
traditional businesses, and cash flow from the licensing and sale
of intellectual property being delayed due to litigation tactics
employed by a small number of infringing technology companies
with strong balance sheets and an awareness of Kodak's liquidity
challenges.
In recent years, Kodak had been working to transform itself from
a business primarily based on film and consumer photography to a
smaller business with a digital growth strategy focused on the
commercialization of proprietary digital imaging and printing
technologies. Kodak has 8,900 patent and trademark registrations
and applications in the United States, as well as 13,100 foreign
patents and trademark registrations or pending registration in
roughly 160 countries.
Attorneys at Sullivan & Cromwell LLP and Young Conaway Stargatt &
Taylor, LLP, serve as counsel to the Debtors. FTI Consulting,
Inc., is the restructuring advisor. Lazard Freres & Co. LLC, is
the investment banker. Kurtzman Carson Consultants LLC is the
claims agent.
The Official Committee of Unsecured Creditors has tapped Milbank,
Tweed, Hadley & McCloy LLP, as its bankruptcy counsel.
Michael S. Stamer, Esq., David H. Botter, Esq., and Abid Qureshi,
Esq., at Akin Gump Strauss Hauer & Feld LLP, represent the
Unofficial Second Lien Noteholders Committee.
The Retirees Committee has hired Haskell Slaughter Young &
Rediker, LLC, and Arent Fox, LLC as Co-Counsel; Zolfo Cooper,
LLC, as Bankruptcy Consultants and Financial Advisors; and the
Segal Company, as Actuarial Advisors.
Robert J. Stark, Esq., Andrew Dash, Esq., and Neal A. D'Amato,
Esq., at Brown Rudnick LLP, represent Greywolf Capital Partners
II; Greywolf Capital Overseas Master Fund; Richard Katz, Kenneth
S. Grossman; and Paul Martin.
Kodak completed the $527 million sale of digital-imaging
technology on Feb. 1, 2013. Kodak intends to reorganize by
focusing on the commercial printing business.
At the end of April 2013, Kodak filed a reorganization plan
offering 85 percent of the stock to holders of the remaining
$375 million in second-lien notes. The other 15 percent is for
unsecured creditors with $2.7 billion in claims and retirees who
have a $635 million claim from the loss of retirement benefits.
U.S. Bankruptcy Judge Allan Gropper confirmed the plan on August
20, 2013. Kodak and its affiliated debtors officially emerged
from bankruptcy protection on Sept. 3, 2013.
EDGENET INC: Now Known as EI Wind Down, Inc.; Unit as EHC Holding
-----------------------------------------------------------------
The Bankruptcy Court approved the change of name of Edgenet Inc.,
to EI Wind Down, Inc., and Edgenet Holding Corporation to EHC
Holding Wind Down Corp.
In a separate order, the Court extended until July 31, 2014, the
Debtors time to assume or reject unexpired lease of nonresidential
real property (Waukesha Location).
About Edgenet Inc.
Edgenet, Inc., and Edgenet Holding Corp. are providers of cloud-
based content and applications that enable companies to sell more
products and services with greater ease across multiple channels
and devices. Edgenet has three business locations: Waukesha, WI,
Brentwood, TN, and its main office in Atlanta, GA. The Company
has 80 employees.
Edgenet Inc. and Edgenet Holding filed for Chapter 11 bankruptcy
protection in Delaware (Lead Case No. 14-10066) on Jan. 14, 2014.
Edgenet Inc. estimated assets of at least $10 million and
liabilities of $100 million to $500 million.
Raymond Howard Lemisch, Esq., at Klehr Harrison Harvey Branzburg
LLP, in Wilmington, Delaware, serves as counsel to the Debtors;
Glass Ratner Advisory & Capital Group LLC is the financial
advisor; JMP Securities, LLC, is the investment banker, and Phase
Eleven Consultants, LLC, is the claims and noticing agent.
The U.S. Trustee has been unable to appoint an official unsecured
creditors committee as no sufficient interest has been generated
from creditors.
Fred Marxer, Timothy Choate and Davis Carr, individuals and
holders of a segment of the promissory notes issued in 2004 that
have been referred to by Edgenet, Inc., et al., requested that the
Court issue an order appointing an official committee of Seller
Noteholders, or in the alternative, an official committee of
unsecured creditors, with members appointed from the Seller
Noteholders who agree to waive any continued security interest
arising from the Seller Notes.
Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed on
March 13, 2014, five noteholders to serve on the Official
Committee of Note Holders. In May, Bankruptcy Judge Brendan L.
Shannon denied Edgenet Inc., et al.'s motion to disband the
Noteholders Committee.
The Noteholders Committee has retained Morris James LLP's Jeffrey
R. Waxman, Esq.; and Cooley LLP's Cathey Hershcopf, Esq., and
Jeffrey L. Cohen, Esq., as co-counsel to the Committee.
EDGENET INC: Committee Bid for Dismissal/Conversion Adjourned
-------------------------------------------------------------
The Bankruptcy Court approved a stipulation among Edgenet Inc., et
al., the Official Committee of Noteholders, and Liberty Partners
Lenders, L.L.C., providing that nothing restricts the rights of
any party-in-interest other than the Official Committee of
Noteholders from moving to convert or dismiss the Debtors' cases.
The stipulation is in connection with the Committee's motion to
convert the cases to Chapter 7; and extending the investigation
deadline.
On Feb. 10, 2014, the Debtors commenced an adversary proceeding
styled Edgenet, Inc., et al., v. Ernest Han-Ping Wu, Owners
Representative.
On June 12, the Committee filed a motion to convert, the hearing
on the matter is scheduled for July 10, and deadline to object is
June 27.
The stipulation also provides that, among other things:
1. the hearing on motion to convert is adjourned until a date
that is 30 days after the docketing of a decision on the merits of
the summary judgment motion, or such date as is convenient for the
Court; and
2. the discovery will be stayed until a decision is issued.
Liberty Partners is represented by:
Laura Davis Jones, Esq.
Timothy P. Cairns, Esq.
PACHULSKI STANG ZIEHL & JONES LLP
919 North Market Street, 17th Floor
P.O. Box 8705
Wilmington, DE 19899-8705
Tel: (302) 652-4100
Fax: (302) 652-4400
Ryan Blaine Bennett, Esq.
Justin Ryan Nernnrock, Esq.
Alexandra Schwarsman, Esq.
KIRKLAND & ELLIS LLP
300 North LaSalle
Chicago, IL 60654
Tel: (312) 862-2000
Fax: (312) 862-2200
E-mails: ryan.bennett@krkland.com
justin.bernnrock@kirkland.com
alexandra.schwarzman@kirkland.com
The Committee is represented by:
Brett D. Fallon, Esq.
Jeffrey R. Eaxman, Esq.
MORRIS JAMES LLP
500 Delaware Avenue, Suite 1500
P.O. Box 2306
Wilmington, DE 19899-2306
Tel: (302) 888-800
Fax: (302) 571-1750
E-mails: bfallon@morrisjames.com
jwaxman@morrisjames.com
Cathy Hershcopf, Esq.
Jeffrey L. Cohen, Esq.
Richaelle Kalnit, Esq.
COLLEY LLP
The Grace Building
1114 Avenue of the Americas
New York, NY 10036-7798
Tel: (212) 479-6000
Fax: (212) 479-6275
E-mails: chershcopf@colley.com
jcohen@cooley.com
rkalnit@colley.com
The Debtors are represented by:
Domenic E. Pacitti, Esq.
Raymond L. Lemisch, Esq.
KLEHR HARRISON HARVEY BRANZBURG LLP
919 North Market Street, Suite 1000
Wilmington, DE 19801
Tel: (302) 426-1189
Fax: (302) 426-9193
E-mails: rlemisch@klehr.com
dpacitti@klehr.com
About Edgenet Inc.
Edgenet, Inc., and Edgenet Holding Corp. are providers of cloud-
based content and applications that enable companies to sell more
products and services with greater ease across multiple channels
and devices. Edgenet has three business locations: Waukesha, WI,
Brentwood, TN, and its main office in Atlanta, GA. The Company
has 80 employees.
Edgenet Inc. and Edgenet Holding filed for Chapter 11 bankruptcy
protection in Delaware (Lead Case No. 14-10066) on Jan. 14, 2014.
Edgenet Inc. estimated assets of at least $10 million and
liabilities of $100 million to $500 million.
Raymond Howard Lemisch, Esq., at Klehr Harrison Harvey Branzburg
LLP, in Wilmington, Delaware, serves as counsel to the Debtors;
Glass Ratner Advisory & Capital Group LLC is the financial
advisor; JMP Securities, LLC, is the investment banker, and Phase
Eleven Consultants, LLC, is the claims and noticing agent.
The U.S. Trustee has been unable to appoint an official unsecured
creditors committee as no sufficient interest has been generated
from creditors.
Fred Marxer, Timothy Choate and Davis Carr, individuals and
holders of a segment of the promissory notes issued in 2004 that
have been referred to by Edgenet, Inc., et al., requested that the
Court issue an order appointing an official committee of Seller
Noteholders, or in the alternative, an official committee of
unsecured creditors, with members appointed from the Seller
Noteholders who agree to waive any continued security interest
arising from the Seller Notes.
Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed on
March 13, 2014, five noteholders to serve on the Official
Committee of Note Holders. In May, Bankruptcy Judge Brendan L.
Shannon denied Edgenet Inc., et al.'s motion to disband the
Noteholders Committee.
The Noteholders Committee has retained Morris James LLP's Jeffrey
R. Waxman, Esq.; and Cooley LLP's Cathey Hershcopf, Esq., and
Jeffrey L. Cohen, Esq., as co-counsel to the Committee.
EDGENET INC: Richards Layton Withdraws as Counsel for EdgeAQ, LLC
-----------------------------------------------------------------
Richards, Layton & Finger, P.A., and Ernest B. Williams IV, PLLC,
notified the Bankruptcy Court of their withdrawal as counsel of
record for EdgeAQ, LLC.
RL&F noted that Ernest B. Williams IV, PLLC is not subject to the
notice of withdrawal and remains as counsel of record for EdgeAQ.
About Edgenet Inc.
Edgenet, Inc., and Edgenet Holding Corp. are providers of cloud-
based content and applications that enable companies to sell more
products and services with greater ease across multiple channels
and devices. Edgenet has three business locations: Waukesha, WI,
Brentwood, TN, and its main office in Atlanta, GA. The Company
has 80 employees.
Edgenet Inc. and Edgenet Holding filed for Chapter 11 bankruptcy
protection in Delaware (Lead Case No. 14-10066) on Jan. 14, 2014.
Edgenet Inc. estimated assets of at least $10 million and
liabilities of $100 million to $500 million.
Raymond Howard Lemisch, Esq., at Klehr Harrison Harvey Branzburg
LLP, in Wilmington, Delaware, serves as counsel to the Debtors;
Glass Ratner Advisory & Capital Group LLC is the financial
advisor; JMP Securities, LLC, is the investment banker, and Phase
Eleven Consultants, LLC, is the claims and noticing agent.
The U.S. Trustee has been unable to appoint an official unsecured
creditors committee as no sufficient interest has been generated
from creditors.
Fred Marxer, Timothy Choate and Davis Carr, individuals and
holders of a segment of the promissory notes issued in 2004 that
have been referred to by Edgenet, Inc., et al., requested that the
Court issue an order appointing an official committee of Seller
Noteholders, or in the alternative, an official committee of
unsecured creditors, with members appointed from the Seller
Noteholders who agree to waive any continued security interest
arising from the Seller Notes.
Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed on
March 13, 2014, five noteholders to serve on the Official
Committee of Note Holders. In May, Bankruptcy Judge Brendan L.
Shannon denied Edgenet Inc., et al.'s motion to disband the
Noteholders Committee.
The Noteholders Committee has retained Morris James LLP's Jeffrey
R. Waxman, Esq.; and Cooley LLP's Cathey Hershcopf, Esq., and
Jeffrey L. Cohen, Esq., as co-counsel to the Committee.
EDRA D. BLIXSETH: Dist. Court Affirms Ruling Against WCP
--------------------------------------------------------
Western Capital Partners, LLC, appeals the judgment entered
against it by the U.S. Bankruptcy Court for the District of
Montana1 in favor of Richard J. Samson, trustee for the Chapter 7
estate of Edra D. Blixseth. The Trustee brings this action to set
aside Edra's personal guaranty in June 2007 for a $13,065,000 loan
provided by WCP to entities owned by Edra's son, Matthew Crocker,
as a constructively fraudulent transfer under 11 U.S.C. Sec.
548(a). The Trustee contends the guaranty was constructively
fraudulent because Edra: (1) was insolvent on a balance sheet
basis; (2) was unable to pay her bills as they came due; and (3)
lacked adequate capital for the business in which she was engaged.
Bankruptcy Judge Ralph B. Kirscher determined that the guaranty
was constructively fraudulent and entered judgment in favor of the
Trustee. WCP appealed.
Chief District Judge Dana L. Christensen affirmed the Bankruptcy
Court's decision in her August 12, 2014 Order available at
http://is.gd/bdMu25from Leagle.com.
According to Judge Christensen, upon a de novo review of the
Bankruptcy Court's legal conclusions, the Court determines the
Bankruptcy Court's order awarding judgment against WCP in favor of
the Trustee was based on legal grounds within the contemplation of
the Bankruptcy Code and on factual findings that are not clearly
erroneous.
Judge Christensen said the Bankruptcy Court's order awarding
judgment in favor of the Trustee and against WCP for the sum of
$4,013,410.99 and the return of all property transferred on August
24, 2010, is affirmed. The Bankruptcy Court's judgment for the
award of $356,609.69 on the claim of usury is affirmed. The
Bankruptcy Court's judgment is affirmed in all other respects.
The case is RICHARD J. SAMSON, Plaintiff and Appellee, v. WESTERN
CAPITAL PARTNERS LLC, Defendant and Appellant, NO. CV 13-25-BU-DLC
(D. Mont.).
Western Capital Partners, LLC, is represented by:
Trevor L. Uffelman, Esq.
DRAKE LAW FIRM, P.C.
Arcade Building
111 North Last Chance Gulch, Suite 3J
Helena, MT 59601
Tel: 406-495-8080
Richard J. Samson, as trustee for the Chapter 7 estate of Edra D.
Blixseth, Appellee, is represented by:
Bradley R. Duncan, Esq.
Hugh R. McCullough, Esq.
DAVIS WRIGHT TREMAINE LLP
1201 Third Avenue, Suite 2200
Seattle, WA 98101-3045
Tel: 206-757-8033
Fax: 206-757-7033
E-mail: bradleyduncan@dwt.com
hughmccullough@dwt.com
- and -
David B. Cotner, Esq.
DATSOPOULOS MacDONALD & LIND
201 W. Main Street
Missoula, MT
Tel: 406-728-0810
E-mail: dcotner@dmllaw.com
About Western Capital
Western Capital Partners LLC filed a Chapter 11 petition (Bankr.
D. Col. Case No. 13-15760) in Denver on April 10, 2013. The
Englewood-based company estimated assets and debt of $10 million
to $50 million. Judge Michael E. Romero presides over the case.
The Debtor is represented by Jeffrey A. Weinman, Esq., at Weinman
& Associates, P.C. Eason Rohde, LLC, is litigation counsel to the
Debtor. Strauss & Malk, LLP, is also litigation counsel to the
Debtor pertaining to a foreclosure case in the Circuit Court of
Cook County, Illinois.
About Edra D. Blixseth
Edra D. Blixseth owns the Porcupine Creek Golf Club in Rancho
Mirage and the Yellowstone Club in Montana. Ms. Blixseth filed
for Chapter 11 bankruptcy protection on March 26, 2009 (Bankr. D.
Mont. Case No. 09-60452). Gary S. Deschenes, Esq., at Deschenes &
Sullivan Law Offices assists Ms. Blixseth in her restructuring
efforts. The Debtor estimated $100 million to $500 million in
assets and $500 million to $1 billion in debts. The Debtor's case
was converted from a Chapter 11 to a Chapter 7 by Court order
entered May 29, 2009.
ELBIT IMAGING: Provides Update on Annual Meeting Agenda
-------------------------------------------------------
Elbit Imaging Ltd. announced additional updates regarding two
proposals on the agenda of its annual general meeting of
shareholders scheduled to be held on Aug. 14, 2014.
Proposal No. 4 - Compensation Policy for Officers and Directors
With respect to the Company's proposed Compensation Policy for
Directors and Officers, the Company has undertaken to Entropy
Financial Research Ltd., an Israeli shareholder advisory firm, as
follows:
Performance-based Bonus: Should a performance-based bonus be
awarded to one of the Company's office holders, the Company will
disclose in its subsequent annual report the degree to which that
office holder satisfied each applicable performance target.
Proposal No. 6 - Consultancy Agreement with our Director, Mr. Boaz
Lifschitz
With respect to the Company's proposed Consultancy Agreement with
the Company's Director, Mr. Boaz Lifschitz, the Company has
undertaken to Entropy Financial Research Ltd., an Israeli
shareholder advisory firm, that such agreement be limited to a
one-year term, and has clarified that the proposed arrangement is
made due to the recent developments in the Company's business, the
recent changes in the Company's management and in light of the
Company's specific need for a bio-medical and medical technologies
professional who is familiar with the Company's structure and
business.
About Elbit Imaging Ltd.
Tel-Aviv, Israel-based Elbit Imaging Ltd. (TASE, NASDAQ: EMITF)
hold investments in real estate and medical companies. The
Company, through its subsidiaries, also develops shopping and
entertainment centers in Central Europe and invests in and manages
hotels.
Since February 2013, Elbit has intensively endeavored to come to
an arrangement with its creditors. Elbit has said it has been
hanging by a thread for more than five months. It has encountered
cash flow difficulties and this burdens its day to day activities,
and it certainly cannot make the necessary investments to improve
its assets. In light of the arrangement proceedings, and
according to the demands of most of the bondholders, as well as an
agreement that was signed on March 19, 2013, between Elbit and the
Trustees of six out of eight series of bonds, Elbit is prohibited,
inter alia, from paying off its debts to the financial creditors -
- and as a result a petition to liquidate Elbit was filed, and
Bank Hapoalim has declared its debts immediately payable,
threatening to realize pledges that were given to the Bank on
material assets of the Company -- and Elbit undertook not to sell
material assets of the Company and not to perform any transaction
that is not during its ordinary course of business without giving
an advance notice to the trustees.
Accountant Rony Elroy has been appointed as expert for examining
the debt arrangement in the Company.
In July 2013, Elbit Imaging's controlling shareholders, Europe-
Israel MMS Ltd. and Mr. Mordechay Zisser, notified the Company
that the Tel Aviv District Court has appointed Adv. Giroa Erdinast
as a receiver with regards to the ordinary shares of the Company
held by Europe Israel securing Europe Israel's obligations under
its loan agreement with Bank Hapoalim B.M. The judgment stated
that the Receiver is not authorized to sell the Company's shares
at this stage. Following a request of Europe-Israel, the Court
also delayed any action to be taken with regards to the sale of
those shares for a period of 60 days. Europe Israel and
Mr. Zisser have also notified the Company that they utterly reject
the Bank's claims and intend to appeal the Court's ruling.
Elbit Imaging reported a loss of NIS1.56 billion on
NIS360.59 million of total revenues for the year ended Dec. 31,
2013, as compared with a loss of NIS483.98 million on NIS418.48
million of total revenues in 2012. The Company's balance sheet at
Dec. 31, 2013, showed NIS4.56 billion in total assets, NIS4.97
billion in total liabilities and a NIS408.63 million shareholders'
deficit.
Brightman Almagor Zohar & Co., a member firm of Deloitte Touche
Tohmatsu, in Tel-Aviv, Israel, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.
ENERGY FUTURE: Junior Creditors to Investigate Finances
-------------------------------------------------------
Kelsey Butler, writing for The Deal, reported that Judge
Christopher Sontchi of the U.S. Bankruptcy Court for the District
of Delaware signed an order authorizing Wilmington Savings Fund
Society FSB, the trustee for second-lien noteholders of Energy
Future Holdings Corp.'s Competitive Electric Holdings Co. LLC, to
probe the electricity producer's finances. According to the
report, the order said the creditors may look into any alleged
mismanagement, conflict of interests or alleged fraudulent
transfers or preferences that took place when the debtor was
negotiating its restructuring agreement, since abandoned.
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.
ENNIS COMMERCIAL: Keller Williams Approved as Real Estate Agent
---------------------------------------------------------------
David Stapleton, the Plan Administrator of Ennis Commercial
Properties, sought and obtained permission from the Hon. Frederick
Clement of the U.S. Bankruptcy Court for the Eastern District of
California to employ Keller Williams Realty, Inc. as real estate
agent for the real properties:
-- 2159 W. Northgrand Ave., Porterville, CA; and
-- 2193 W. Northgrand Ave., Porterville, CA.
The Plan Administrator requires Keller Williams to render, among
others, the following professional services:
(a) listing the Real Properties;
(b) negotiating with prospective buyers and other brokers or
real estate professionals regarding the sale of the Real
Properties;
(c) advertising the Real Properties; and
(d) performing any other services which may be appropriate.
Keller Williams has agreed to accept as compensation for its
services a commission in the amount of 6% with or without a
cooperating agent of the total purchase price of each Real
Property. Keller Williams will be paid directly from escrow as
the sale of each Real Property closes. As such, Keller Williams
will not file a separate fee application for approval of its fees
and costs.
Dana Neece, realtor of Keller Williams, 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.
Keller Williams can be reached at:
Dana Neece
KELLER WILLIAMS REALTY, INC.
Tulare County
400 E Main Street, Suite 110
Visalia, CA
Tel: (559) 359-6146
Fax: (559) 784-5814
About Ennis Commercial
Porterville, California-based Ennis Commercial Properties, LLC's
business consisted of acquiring raw land and building commercial
developments. The Company then either operated or sold the
commercial buildings comprising the commercial development.
ECP is owned by Ben Ennis, Brian Ennis and Pamela Ennis, in equal
shares. On Sept. 20, 2010, Pam Ennis and Brian Ennis transferred
all of their ownership interests in ECP to Ben Ennis. ECP filed
for Chapter 11 bankruptcy protection (Bankr. E.D. Cal. Case No.
10-12709) on March 16, 2010.
Peter L. Fear, Esq., and Gabriel J. Waddell, Esq., at the Law
Offices of Peter L. Fear, in Fresno, Calif., represent ECP as
counsel. No creditors committee has been formed in the case.
In its schedules, the Debtor disclosed $40,878,319 in assets and
$43,922,485 in liabilities.
Ben Ennis filed a voluntary petition under Chapter 11 (Bankr. E.D.
Calif. Case No. 10-62315) on Oct. 25, 2010.
Pam and Brian filed separate Chapter 7 petitions.
On May 25, 2011, Terence Long was appointed as Chapter 11 Trustee
in the Benn Ennis bankruptcy. Consequently, the Chapter 11
Trustee stood in the shoes of Ben Ennis, and held all of the
membership interests in ECP and controled it accordingly. Justin
D. Harris, Esq., at Motschiedler, Michaelides, Wishon, Brewer &
Ryan, LLP, in Fresno, represented the Chapter 11 Trustee as
counsel.
The plan of reorganization proposed by secured creditor Wells
Fargo Bank for ECP was confirmed on June 27, 2013.
David Stapleton has been named as plan administrator for each of
the confirmed plans of Ben Enis and ECP.
ENNIS COMMERCIAL: Shulman Hodges Okayed as Administrator's Counsel
------------------------------------------------------------------
David Stapleton, the Plan Administrator of Ennis Commercial
Properties, sought and obtained permission from the Hon. Frederick
Clement of the U.S. Bankruptcy Court for the Eastern District of
California to employ Shulman Hodges & Bastian LLP as the Plan
Administrator's special claims counsel, effective July 2, 2014.
The Plan Administrator requires Shulman Hodges to:
(a) consult with the Plan Administrator concerning the claims
filed by the Claimants;
(b) review and analyses of the claims filed by the Claimants
and, if necessary, bring action to object to the claims if
there is sufficient cause and prosecute the objections as
required; and
(c) perform any and all other legal services incident and
necessary in connection with the claims asserted by the
Claimants.
Shulman Hodges will be paid at these hourly rates:
Professionals
-------------
Leonard M. Shulman $550
Ronald S. Hodges $550
James C. Bastian, Jr. $550
J. Ronald Ignatuk $525
Gary A. Pemberton $525
Michael J. Petersen $525
Mark Bradshaw $525
John Mark Jennings $525
Lynda T. Bui $425
Paul S. Ocampo $410
Robert C. Huttenhoff $450
Franklin J. Contreras, Jr. $450
Samuel J. Romero $410
Melissa Davis Lowe $385
Kiara W. Gebhart $375
Rika M. Kido $325
Ryan O'Dea $325
Heather B. Dillion $250
Elyza P. Eshaghi $250
Paraprofessional
----------------
Lorre E. Clapp $225
Erlanna L. Lohayza $225
Pamela G. Little $225
Patricia A. Britton $195
Melanie G. Rodgers $195
Steve P. Swartzell $185
Tammy Walsworth $185
Anne Marie Vernon $185
Arland Udo $165
Tonia Mann-Wooten $150
Of Counsel
----------
A. Lavar Taylor $525
Donald R. Kurtz $525
Gregory J. Anderson $450
Shulman Hodges will also be reimbursed for reasonable out-of-
pocket expenses incurred.
James C. Bastian, Jr., partner of Shulman Hodges, 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.
Shulman Hodges can be reached at:
James C. Bastian, Jr., Esq.
SHULMAN HODGES & BASTIAN LLP
8105 Irvine Center Drive, Suite 600
Irvine, CA 92618
Tel: (949) 340-3400
Fax: (949) 340-3000
E-mail: jbastian@shbllp.com
About Ennis Commercial
Porterville, California-based Ennis Commercial Properties, LLC's
business consisted of acquiring raw land and building commercial
developments. The Company then either operated or sold the
commercial buildings comprising the commercial development.
ECP is owned by Ben Ennis, Brian Ennis and Pamela Ennis, in equal
shares. On Sept. 20, 2010, Pam Ennis and Brian Ennis transferred
all of their ownership interests in ECP to Ben Ennis. ECP filed
for Chapter 11 bankruptcy protection (Bankr. E.D. Cal. Case No.
10-12709) on March 16, 2010.
Peter L. Fear, Esq., and Gabriel J. Waddell, Esq., at the Law
Offices of Peter L. Fear, in Fresno, Calif., represent ECP as
counsel. No creditors committee has been formed in the case.
In its schedules, the Debtor disclosed $40,878,319 in assets and
$43,922,485 in liabilities.
Ben Ennis filed a voluntary petition under Chapter 11 (Bankr. E.D.
Calif. Case No. 10-62315) on Oct. 25, 2010.
Pam and Brian filed separate Chapter 7 petitions.
On May 25, 2011, Terence Long was appointed as Chapter 11 Trustee
in the Benn Ennis bankruptcy. Consequently, the Chapter 11
Trustee stood in the shoes of Ben Ennis, and held all of the
membership interests in ECP and controled it accordingly. Justin
D. Harris, Esq., at Motschiedler, Michaelides, Wishon, Brewer &
Ryan, LLP, in Fresno, represented the Chapter 11 Trustee as
counsel.
The plan of reorganization proposed by secured creditor Wells
Fargo Bank for ECP was confirmed on June 27, 2013.
David Stapleton has been named as plan administrator for each of
the confirmed plans of Ben Enis and ECP.
FALCON STEEL: Has Access to Cash Collateral Until Aug. 31
---------------------------------------------------------
The Bankruptcy Court authorized Falcon Steel Company's interim use
of cash collateral until Aug. 31, 2014. A hearing on the matter
was held July 28, 2014.
A copy of the approved budget is available for free at
http://bankrupt.com/misc/FAlconSteel_CC-budget.pdf
As reported in the Troubled Company Reporter on Aug. 4, 2014,
the Debtor an order extending the termination date of the interim
order for use of cash collateral in its case. The Debtor filed
its chapter 11 petition on June 29, 2014. On July 2, the Court
entered an interim order for use of cash collateral and providing
partial adequate protection.
The TCR reported on July 10, 2014, approximately $16 million is
currently outstanding under the Texas Capital loan documents.
Texas Capital holds valid and perfected claims secured by the
Debtors' right, title, present and future interest in the
collateral.
Texas Capital told the Court that it has not consented to the use
of its cash collateral; accordingly, the Debtors must prove that
Texas Capital is adequately protected and that expenses reflected
in the Budget are "necessary to avoid immediate and irreparable
harm to the estate" in order to use such cash collateral on an
interim basis. Texas Capital said it has serious reservations and
concerns about the Debtors' use of its cash collateral, pointing
out that the Debtors have failed to provide Texas Capital with
pertinent information, leaving Texas Capital to conclude that the
Debtors' cash flow projection does not reflect realistic revenues
and expenses, and that the Debtors will not be able to provide
adequate protection for the use of Texas Capital's Collateral and
Cash Collateral.
About Falcon Steel Company
Falcon Steel Company and New Falcon Steel, LLC, sought Chapter 11
protection in the U.S. Bankruptcy Court for the Northern District
of Texas, Fort Worth Division (Case Nos. 14-42585 and 14-42586) on
June 29, 2014. Falcon Steel claims to be the only American-owned
company that builds steel lattice towers for high electrical
transmission lines.
The Debtors are seeking joint administration of their Chapter 11
cases (Lead Case No. 14-42585).
Falcon Steel was formed in 1963 and has operated continuously
since that time as a manufacturer engaged in fabricating and
galvanizing structural steel for customers in the United States.
New Falcon, a subsidiary, suspended operations in June 2013 and is
being held for sale.
Falcon has three manufacturing plants in the DFW area in Texas,
with one facility in Haltom City, another in Euless, and the third
facility in Kaufman, Texas. The company's corporate headquarters
is located at its Haltom City plant. It currently employs
approximately 255 employees.
Falcon Steel estimated assets and debt of $10 million to $50
million.
The Debtors have tapped Forshey & Prostok, LLP, as counsel.
FALCON STEEL: Unsecured Creditors Committee Now Has 5 Members
-------------------------------------------------------------
William T. Neary, the U.S. Trustee served a new notice identifying
members of the Official Unsecured Creditors' Committee in the
Chapter 11 case of Falcon Steel Company.
The Committee now consists of:
1. Ralph Thomas, secretary
Red Ball Oxygen Co., Inc.
609 N. Market
Shreveport, LA 71107
Tel: (318) 423-2051
2. Robert Gomez, credit manager
Willbanks Metals, Inc.
1155 NE 28th Street
Fort Worth, TX 76106
Tel: (817) 625-6161
3. Tara Mackey, chief legal officer and secretary
AZZ Galvanizing
One Museum Place
3100 West 7th Street, Suite 500
Fort Worth, TX 76107
Tel: (817) 810-0095
4. Scott Munsen, credit manager
Steel & Pipe Supply Co.
555 Poyntz Avenue
Manhattan, KS 66502
Tel: (785) 587-5140
5. Varity Schwartz, director of Corp. Services
Focus North America, Inc.
1005 W. 8th Street
Vancouver, WA 98660
Tel: (360) 694-9566
The earlier list provided by the U.S. Trustee on July 15
identified only three committee members, namely Ralph Thomas,
Robert Gomez, and Tara Mackey.
The U.S. Trustee is represented by:
Meredyth A. Kippes, Esq.
Office of the United States Trustee
1100 Commerce St. Room 976
Dallas, TX 75242
Tel: (214) 767-1079
E-mail: meredyth.a.kippes@usdoj.gov
About Falcon Steel Company
Falcon Steel Company and New Falcon Steel, LLC, sought Chapter 11
protection in the U.S. Bankruptcy Court for the Northern District
of Texas, Fort Worth Division (Case Nos. 14-42585 and 14-42586) on
June 29, 2014. Falcon Steel claims to be the only American-owned
company that builds steel lattice towers for high electrical
transmission lines.
The Debtors are seeking joint administration of their Chapter 11
cases (Lead Case No. 14-42585).
Falcon Steel was formed in 1963 and has operated continuously
since that time as a manufacturer engaged in fabricating and
galvanizing structural steel for customers in the United States.
New Falcon, a subsidiary, suspended operations in June 2013 and is
being held for sale.
Falcon has three manufacturing plants in the DFW area in Texas,
with one facility in Haltom City, another in Euless, and the third
facility in Kaufman, Texas. The company's corporate headquarters
is located at its Haltom City plant. It currently employs
approximately 255 employees.
Falcon Steel estimated assets and debt of $10 million to $50
million.
The Debtors have tapped Forshey & Prostok, LLP, as counsel.
The Court entered an order extending the Debtor's deadline to file
its schedules of assets and liabilities and statement of financial
affairs or new case deficiencies, excluding the matrix until Aug.
1.
Bankruptcy Judge D. Michael Lynn, in an amended order, directed
the joint administration of the case of Falcon Steel Company and
New Falcon Steel, LLC
FINJAN HOLDINGS: Incurs $3.2 Million Net Loss in Second Quarter
---------------------------------------------------------------
Finjan Holdings, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $3.24 million on $636,000 of revenues for the three months
ended June 30, 2014, as compared with a net loss of $1.19 million
on $198,000 of revenues for the same period in 2013.
For the six months ended June 30, 2014, the Company reported a net
loss of $5.25 million on $810,000 of revenues as compared with a
net loss of $1.95 million on $198,000 of revenues for the same
period last year.
The Company's balance sheet at June 30, 2014, showed $24.51
million in total assets, $2.05 million in total liabilities and
$22.46 million in total stockholders' equity.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/4db66c
About Finjan
Finjan, formerly known as Converted Organics, is a leading online
security and technology company which owns a portfolio of patents,
related to software that proactively detects malicious code and
thereby protects end-users from identity and data theft, spyware,
malware, phishing, trojans and other online threats. Founded in
1997, Finjan is one of the first companies to develop and patent
technology and software that is capable of detecting previously
unknown and emerging threats on a real-time, behavior-based basis,
in contrast to signature-based methods of intercepting only known
threats to computers, which were previously standard in the online
security industry.
Finjan Holdings reported a net loss of $6.07 million in 2013
following net income of $50.98 million in 2012. The Company
reported a net loss of $2 million on $175,000 of revenues for the
three months ended March 31, 2014.
FIRED UP: Aug. 25 Hearing on Bid for Exclusivity Extensions
-----------------------------------------------------------
The U.S. District Court for the Western District of Texas will
convene a hearing on Aug. 25, 2014, at 1:30 p.m., to consider
Fired Up Inc.'s requests for extension in its exclusive period.
The Debtor requested that the Court extend its exclusive period to
file a chapter 11 plan until Sept. 1, and solicit aceptances for
that plan until Oct. 31.
About Fired Up, Inc.
Fired Up, Inc., the Austin, Texas-based owner and operator of the
Johnny Carino's Italian restaurant chain, sought Chapter 11
bankruptcy protection (Bankr. W.D. Tex. Case No. 14-10447) on
March 27, 2014, in Austin. The Debtor is represented by attorneys
at Barron & Newburger, P.C., in Austin. It estimated assets and
debt of $10 million to $50 million.
As of the bankruptcy filing, Fired Up had 2,900 employees and
owned and operated 46 company-owned stores known as Johnny
Carino's Italian in seven states (Texas, Arkansas, Colorado,
Louisiana, Idaho, Kansas and Missouri) and 61 franchised or
licensed locations in 17 states and four other countries (Bahrain,
Dubai, Egypt and Kuwait).
The company began its own "out of court" reorganization in the
last quarter of 2013 by closing 20 unprofitable restaurants. The
company later opted to seek bankruptcy protection to tie up the
"loose ends" of its self-imposed "reorganization" that did not
appear capable of being tied up without litigation. In
particular, the provisions of the Bankruptcy Code with respect to
the rejection of burdensome leases and the ability to propose and
pay out its debts pursuant to a Plan without piecemeal prosecution
by random uncooperative creditors undermining same were
particularly attractive.
For the fiscal year ending June 27, 2012, the company reported
total revenues of $125.7 million, net income of $614,000, and
guest counts of 8.6 million. For the fiscal year ending June 26,
2013, the company reported total revenues of $120.8 million, a net
loss of $5.9 million, and guest counts totaling 8.5 million.
The Debtor disclosed $10,360,877 in assets and $36,139,375 in
liabilities.
Creed Ford III is the majority shareholder and has served as
president and CEO since 2008. Mr. Ford and Norman J. Abdallah
formed Fired Up in 1997 for the purpose of acquiring the then six-
unit Johnny Carino's Italian Kitchen chain from Brinker
International, Inc.
The U.S. Trustee appointed a seven-member Official Committee of
Unsecured Creditors. The Committee tapped Pachulski Stang Ziehl &
Jones LLP as its counsel, and FTI Consulting, Inc. as its
financial advisor.
FIRST SECURITY: Files Form 10-Q, Posts $613,000 Q2 Profit
---------------------------------------------------------
First Security Group, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report disclosing net income of
$613,000 on $8.84 million of total interest income for the three
months ended June 30, 2014, compared with a net loss of $3.99
million on $7.78 million of total interest income for the same
period in 2013.
The Company also reported net income of $568,000 on $17.17 million
of total interest income for the six months ended June 30, 2014,
as compared with a net loss of $11.37 million on $15.59 million of
total interest income for the same period last year.
The Company's balance sheet at June 30, 2014, showed $1.01 billion
in total assets, $926.11 million in total liabilities and $86.56
million in total shareholders' equity.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/PtIDAA
About First Security Group
First Security Group, Inc. is a bank holding company headquartered
in Chattanooga, Tennessee, with $1.0 billion in assets. Founded
in 1999, First Security's community bank subsidiary, FSGBank, N.A.
has 26 full-service banking offices along the interstate corridors
of eastern and middle Tennessee and northern Georgia. FSGBank --
http://www.FSGBank.com/-- provides retail and commercial banking
services, trust and investment management, mortgage banking,
financial planning, internet banking.
First Security incurred a net loss of $13.44 million in 2013, a
net loss of $37.57 million in 2012 and a net loss of $23.06
million in 2011.
FLINTKOTE COMPANY: District Court Affirms Plan Confirmation Order
-----------------------------------------------------------------
Judge Leonard P. Stark of the United States District Court for the
District of Delaware affirmed a bankruptcy court's order
confirming the plan of reorganization for The Flintkote Company
and disallowing Genstar Corporation's proof of claim for expenses
incurred in investigating the Comprehensive Environmental
Response, Compensation, and Liability Act.
Judge Stark agreed with the Bankruptcy Court that exposed-but-
asymptomatic individuals have potential "future demands" and
Congress did not make the terms "claim" and "demand" mutually
exclusive, as Genstar suggests. Furthermore, Judge Stark ruled
that Genstar's interpretation "does not provide protection for
those people who are exposed [to asbestos] but asymptomatic."
The case is IN RE: THE FLINTKOTE COMPANY, et al., relating to
IMPERIAL TOBACCO CANADA LIMITED, and CERTAIN WHOLLY OWNED
SUBSIDIARIES, INCLUDING GENSTAR CORPORATION, Appellants, v. THE
FLINTKOTE COMPANY, FLINTKOTE MINES LIMITED, THE OFFICIAL COMMITTEE
OF ASBESTOS PERSONAL INJURY CLAIMANTS, and JAMES J. McMONAGLE, in
his capacity as FUTURE CLAIMANTS REPRESENTATIVE, Appellees, CASE
NO. 04-11300-JKF, CIV. NO. 13-227-LPS (D. Del.). A full-text copy
of Judge Stark's Decision dated July 10, 2014, is available at
http://is.gd/ckJ4Hpfrom Leagle.com.
About The Flintkote Company
Headquartered in San Francisco, California, The Flintkote Company
is engaged in the business of manufacturing, processing and
distributing building materials. Flintkote Mines Limited is a
subsidiary of Flintkote Company and is engaged in the mining of
base-precious metals. The Flintkote Company filed for Chapter 11
protection (Bankr. D. Del. Case No. 04-11300) on April 30, 2004.
Flintkote Mines Limited filed for Chapter 11 relief (Bankr. D.
Del. Case No. 04-12440) on Aug. 25, 2004. Kevin T. Lantry, Esq.,
Jeffrey E. Bjork, Esq., Dennis M. Twomey, Esq., Jeremy E.
Rosenthal, Esq., and Christina M. Craige, Esq., at Sidley Austin,
LLP, in Los Angeles; James E. O'Neill, Esq., and Laura Davis
Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington,
Del., represent the Debtors in their restructuring efforts.
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New
York, N.Y.; Peter Van N. Lockwood, Esq., Ronald E. Reinsel, Esq.,
at Caplin & Drysdale, Chartered, in Washington, D.C.; and Philip
E. Milch, Esq., at Campbell & Levine, LLC, in Wilmington, Del.,
represent the Asbestos Claimants Committee as counsel.
James J. McMonagle, is the legal representative for future
claimants. The FCR has retained Dr. Timothy Wyant as claims
evaluation consultant. The FRCR is represented by James L.
Patton, Jr., Esq., and Edwin J. Harron, Esq., at Young Conaway
Stargatt & Taylor, LLP; and Reginald W. Jackson, Esq., at Vorys,
Sater, Seymour & Pease LLP.
When Flintkote filed for protection from its creditors, it
estimated more than $100 million each in assets and debts. When
Flintkote Mines Limited filed for protection from its creditors,
it estimated assets of $1 million to $50 million, and debts of
more than $100 million.
The Debtors' Chapter 11 cases have been re-assigned to Judge Mary
F. Walrath in line with the retirement of former Bankruptcy
Judge Judith Fitzgerald.
FMW COMPOSITE: Puris Announces Market Launch
--------------------------------------------
Puris, LLC, a new entity comprised of the industry's leading
technology, experts and processes, announced its market launch on
Aug. 13 with the goal of establishing a new standard for purity in
titanium and alloy powder production and near-net shape
manufacturing.
"Puris is first to market with the technical expertise, production
capacity and product purity to fully commercialize titanium powder
and near-net shape parts."
Puris is comprised of the assets of the former FMW Composite
Systems, Inc., which emerged from Chapter 11 bankruptcy in March
2014, and Summit Materials, LLC. FMW's assets include a 50,000
square-foot manufacturing facility and the only refractory-free
gas atomization system in the U.S. Summit Materials brings
technical sales and marketing, near-net shape capabilities and the
expertise of Fred Yolton, a well-respected pioneer in titanium
powder atomization.
A production house for powder and parts, Puris is ISO 9001 and AS
9100 certified. The company will offer the cleanest powder on the
market with its patent-pending technology that eliminates critical
contamination risks and by employing best practices in process and
material procurement. Puris will primarily support aerospace, oil
and gas and medical industries.
"The launch of Puris creates an unprecedented opportunity to
advance market adoption of titanium solutions," Craig Kirsch, CEO
of Puris, said. "Puris is first to market with the technical
expertise, production capacity and product purity to fully
commercialize titanium powder and near-net shape parts."
According to Mr. Kirsch, Puris's key competitive advantages
include industry leading production capacity and a refractory-free
gas atomization system, which sets a new standard for cleanliness.
Puris's patent-pending atomizer is an all-titanium system that
completely eliminates the risk of iron contamination during
processing.
FONTAINEBLEAU LAS VEGAS: Principal Fights Subpoena of Fin'l Docs
----------------------------------------------------------------
Law360 reported that real estate mogul Jeffrey Soffer, a principal
in the failed $2.9 billion Fontainebleau Las Vegas resort and
casino project, asked a Florida bankruptcy judge to issue a
protective order blocking efforts to get Soffer's financial
information by term lenders fighting a settlement of directors and
officers litigation. According to the report, in a hearing before
U.S. Bankruptcy Judge A. Jay Cristol, Soffer's attorney Paul
Singerman of Berger Singerman LLP said that the term lenders' 27
subpoenas on nonparties is an attempt to derail the $83 million
settlement, which is set for a two-day hearing beginning Sept. 11.
The deal has a deadline of Sept. 30, the report related.
About Fontainebleau Las Vegas
Fontainebleau Las Vegas -- http://www.fontainebleau.com/-- was
planned as a hotel-casino on property along the Las Vegas Strip.
Its developer, Fontainebleau Las Vegas Holdings LLC and
affiliates, filed for Chapter 11 protection (Bankr. S.D. Fla. Lead
Case No. 09-21481) on June 9, 2009.
Scott L Baena, Esq., at BilzinSumbergBaena Price & Axelrod LLP,
represented the Debtors in their restructuring effort. Kurtzman
Carson Consulting LLC served as the Debtors' claims agent.
Attorneys at Genovese Joblove& Battista, P.A., and Fox
Rothschild, LLP, represented the Official Committee of Unsecured
Creditors. Fontainebleau Las Vegas LLC estimated more than
$1 billion in assets and debts, while each of Fontainebleau Las
Vegas Capital Corp. and Fontainebleau Las Vegas Holdings LLC
estimated less than $50,000 in assets.
In February 2010, Icahn Enterprises L.P. acquired Fontainebleau
for roughly $150 million. The bankruptcy case was subsequently
converted to Chapter 7. Soneet R. Kapila has been named the
trustee for the Chapter 7 case of Fontainebleau Las Vegas.
FOUR OAKS: Posts $2.4 Million Net Income in Second Quarter
----------------------------------------------------------
Four Oaks Fincorp, Inc., reported net income of $2.4 million for
the three months ended June 30, 2014, and net income of $3.8
million for the six months ended June 30, 2014, compared to net
losses of $105,000 and $28,000 for the same periods in 2013.
The Bank was well capitalized at June 30, 2014, with total risk
based capital of 12.1%, tier 1 risk based capital of 10.8%, and a
leverage ratio of 5.9%. At December 31, 2013, the Bank had total
risk based capital of 10.9%, tier 1 risk based capital of 9.7%,
and a leverage ratio of 5.5%. The Company had total risk based
capital of 11.7%, tier 1 risk based capital of 7.8%, and a
leverage ratio of 4.3% at June 30, 2014, as compared to 10.7%,
6.3%, and 3.6%, respectively, at December 31, 2013.
Total assets were $833.4 million at June 30, 2014, an increase of
$11.8 million or 1.4% from $821.5 million at Dec. 31, 2013. Cash
and cash equivalents and investments were $294.2 million at
June 30, 2014, an increase of $35 million or 13.5% from the total
of $259.2 million at December 31, 2013. Gross loans were $476.7
million at June 30, 2014, a decrease of $16.0 million or 3.3% from
the $492.7 million outstanding at December 31, 2013.
Total liabilities were $806.1 million at June 30, 2014, an
increase of $6.2 million or 0.8% from $799.9 million at Dec. 31,
2013.
Total shareholders' equity increased $5.7 million to $27.3 million
at June 30, 2014 from $21.6 million at Dec. 31, 2013. This
increase resulted primarily from net income of $3.8 million and
the sale of $875,000 of common stock to Kenneth R. Lehman, a
private investor. Book value per share increased to $3.08 per
share at June 30, 2014, compared to $2.71 per share at
December 31, 2013.
Chairman, President, and Chief Executive Officer, Ayden R. Lee,
Jr. states, "It is very exciting to report quarterly and year to
date net income of $2.4 million and $3.8 million. We have many
positive initiatives underway in 2014 as we welcome shareholder
Kenneth R. Lehman to our Four Oaks Bank family. The support of
our shareholders, customers, and employees is vital to our success
and, as always, is greatly appreciated."
A full-text copy of the press release is available for free at:
http://is.gd/Gba9yG
About Four Oaks
Based in Four Oaks, North Carolina, Four Oaks Fincorp, Inc., is
the bank holding company for Four Oaks Bank & Trust Company. The
Company has no significant assets other than cash, the capital
stock of the bank and its membership interest in Four Oaks
Mortgage Services, L.L.C., as well as $1,241,000 in securities
available for sale as of Dec. 31, 2011.
Four Oaks reported a net loss of $350,000 in 2013, a net loss of
$6.96 million in 2012 and a net loss of $9.09 million in 2011.
The Company's balance sheet at March 31, 2014, showed $816.22
million in total assets, $791.81 million in total liabilities and
a $24.40 million in total stockholders' equity.
Written Agreement
"In late May 2011, the Company and the Bank entered into a formal
written agreement (the "Written Agreement") with the Federal
Reserve Bank of Richmond (the "FRB") and the North Carolina Office
of the Commissioner of Banks (the "NCCOB"). Under the terms of
the Written Agreement, the Bank developed and submitted for
approval, within the time periods specified, plans to:
* revise lending and credit administration policies and
procedures at the Bank and provide relevant training;
* enhance the Bank's real estate appraisal policies and
procedures;
* enhance the Bank's loan grading and independent loan review
programs;
* improve the Bank's position with respect to loans,
relationships, or other assets in excess of $750,000, which
are now or in the future become past due more than 90 days,
are on the Bank's problem loan list, or adversely classified
in any report of examination of the Bank; and
* review and revise the Bank's policy regarding the Bank's
allowance for loan and lease losses and maintain a program
for the maintenance of an adequate allowance.
A material failure to comply with the terms of the Written
Agreement could subject the Company to additional regulatory
actions and further restrictions on its business. These
regulatory actions and resulting restrictions on the Company's
business may have a material adverse effect on its future results
of operations and financial condition," the Company said in its
quarterly report for the period ended March 31, 2014.
FREESEAS INC: Reports $570,000 Net Income in 1H of 2014
-------------------------------------------------------
Freeseas Inc. reported net income of $570,000 on $2.24 million of
operating revenues for the six months ended June 30, 2014, as
compared with a net loss of $17.05 million on $2.69 million of
operating revenues for the same period in 2013.
As of June 30, 2014, the Company had $75.36 million in total
assets, $37.80 million in total liabilities and $37.56 million in
total stockholders' equity.
The Company said it currently has cash and cash equivalents of
$255,000 and based on its cash flow projections for the remaining
of 2014, the Company will not be able to make debt repayments
scheduled as of June 30, 2014, interest payments as well as cover
operating expenses and capital expenditure requirements for at
least twelve months from the balance sheet date.
The Company said its ability to continue as a going concern is
dependent upon its ability to obtain the necessary financing to
meet its obligations and repay its liabilities arising from normal
course of business operations when they come due and to generate
profitable operations in the future.
A full-text copy of the Report is available for free at:
http://is.gd/3IkpIM
About FreeSeas Inc.
Headquartered in Athens, Greece, FreeSeas Inc., formerly known as
Adventure Holdings S.A., was incorporated in the Marshall Islands
on April 23, 2004, for the purpose of being the ultimate holding
company of ship-owning companies. The management of FreeSeas'
vessels is performed by Free Bulkers S.A., a Marshall Islands
company that is controlled by Ion G. Varouxakis, the Company's
Chairman, President and CEO, and one of the Company's principal
shareholders.
The Company's fleet consists of six Handysize vessels and one
Handymax vessel that carry a variety of drybulk commodities,
including iron ore, grain and coal, which are referred to as
"major bulks," as well as bauxite, phosphate, fertilizers, steel
products, cement, sugar and rice, or "minor bulks." As of
Oct. 12, 2012, the aggregate dwt of the Company's operational
fleet is approximately 197,200 dwt and the average age of its
fleet is 15 years.
FreeSeas Inc. reported a net loss of $48.70 million in 2013, a net
loss of $30.88 million in 2012 and a net loss of $88.19 million in
2011. The Company's balance sheet at March 31, 2014, showed
$79.78 million in total assets, $77.41 million in total
liabilities, all current, and $2.37 million in total shareholders'
equity.
RBSM LLP, in New York, issued a "going concern" qualification on
the consolidated financial statements for the year ended Dec. 31,
2013. The independent auditors noted that the Company has
incurred recurring operating losses and has a working capital
deficiency. In addition, the Company has failed to meet scheduled
payment obligations under its loan facilities and has not complied
with certain covenants included in its loan agreements.
Furthermore, the vast majority of the Company's assets are
considered to be highly illiquid and if the Company were forced to
liquidate, the amount realized by the Company could be
substantially lower that the carrying value of these assets.
These conditions among others raise substantial doubt about the
Company's ability to continue as a going concern.
GENCO SHIPPING: Grants Restricted Shares to CEO and CFO
-------------------------------------------------------
Peter C. Georgiopoulos, Chairman of the Board of Genco Shipping &
Trading Limited and John C. Wobensmith, chief financial officer,
principal financial officer, and secretary of the Company, each
received awards of restricted shares of the Company's common stock
and warrants to purchase common stock pursuant to the Company's
2014 Management Incentive Plan, as approved by the Board of
Directors of the Company on the recommendation of its Compensation
Committee. The Plan was implemented pursuant to and in
furtherance of the Company's Prepackaged Plan of Reorganization
of the Debtors Pursuant to Chapter 11 of the Bankruptcy Code.
Mr. Georgiopoulos was granted 832,950 shares of restricted stock
and was also granted warrants to purchase 1,785,498 shares of
common stock at an exercise price of $25.91, warrants to purchase
1,850,257 shares of common stock at an exercise price of $28.73,
and warrants to purchase 2,782,341 shares of common stock at an
exercise price of $34.19. Mr. Wobensmith was granted 222,120
shares of restricted stock and was also granted warrants to
purchase 476,133 shares of common stock at an exercise price of
$25.91, warrants to price 493,402 shares of common stock at an
exercise price of $28.73 and warrants to purchase 741,958 shares
of common stock at an exercise price of $34.19. The restrictions
applicable to the shares granted to Messrs. Georgiopoulos and
Wobensmith will lapse ratably in equal installments on each of the
first three anniversaries of Aug. 7, 2014. The warrants will
become exercisable in equal installments on each of the first
three anniversaries of Aug. 7, 2014, and may be exercised until
the sixth anniversary of that date.
Committee Membership
On July 15, 2014, Genco Shipping & Trading Limited filed a current
report on Form 8-K with the Securities and Exchange disclosing the
appointment of new members of its Board of Directors. The Company
filed an Amendment No. 1 to Current Report on Form 8-K to disclose
that on Aug. 4, 2014, the Board designated certain of its members
to serve on committees of the Board as follows:
Audit Committee:
Eugene Davis*
James G. Dolphin
Michael J. Leffell
Compensation Committee:
Ian Ashby*
Eugene Davis
Michael J. Leffell
Nominating, Corporate Governance, and Conflicts Committee:
James G. Dolphin*
Ian Ashby
Michael J. Leffell
*Chairman
The Company filed with the SEC a Form S-8 registration statement
to register 9,668,061 shares of common stock of Genco Shipping
issuable under the Company's 2014 Management Incentive Plan. The
proposed maximum aggregate offering price is $205,446,296. A
full-text copy of the Form S-8 is available at http://is.gd/fEk7S4
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 Aug. 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 filed a motion to disband the Equity Committee, complaining
that it is unnecessary and wasteful of the estates' resources.
GSE ENVIRONMENTAL: Exits Chapter 11 Restructuring Process
---------------------------------------------------------
GSE Environmental, Inc. on Aug. 11 disclosed that it has formally
emerged from the Chapter 11 process as a stronger global company
well-positioned to accelerate growth and continue to meet the
evolving needs of its customers.
The company's Plan of Reorganization was approved by the U.S.
Bankruptcy Court for the District of Delaware on July 25, 2014 and
became effective on August 11, 2014. GSE exits the restructuring
process with a significantly reduced debt load, meaningfully
enhanced liquidity and the support of the new owners, Littlejohn &
Co., LLC and Strategic Value Partners.
Chuck Sorrentino, Chief Executive Officer of GSE, said, "Today
marks a fresh start for GSE. Our new capital structure and
substantially stronger balance sheet helps position our company
for long-term growth and profitability. Our global footprint,
portfolio of innovative products and attractive end markets
contribute to our optimistic outlook for the future. For over
four decades, GSE has consistently provided durable, dependable
geosynthetic lining products while demonstrating product and
service innovation."
"I would like to thank our employees for their hard work and
dedication throughout this process. During our restructuring we
opened a new manufacturing plant in China, developed and launched
new products and continued to provide our customers with
outstanding product quality and customer service. We greatly
appreciate the support we received from our key financial
stakeholders, customers and suppliers," Mr. Sorrentino added.
GSE's Board of Directors will be controlled by Littlejohn & Co.
Kirkland & Ellis LLP served as GSE's legal advisor, Moelis &
Company served as GSE's investment banker and financial advisor,
and Alvarez & Marsal North America, LLC provided the company with
certain key advisors. The first lien lenders were represented by
Wachtell, Lipton, Rosen & Katz.
Parties seeking more information about this announcement may
contact GSE Environmental at (281)230-5843 or
recapitalization@gseworld.com.
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 on July 28 disclosed that it has received
confirmation of its Plan of Reorganization from the Bankruptcy
Court for the District of Delaware. The Plan received full
support from all of the Company's major stakeholders.
GULFPORT ENERGY: S&P Retains 'B-' Rating on 7.75% Unsecured Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it revised its
recovery rating on Gulfport Energy Corp.'s 7.75% senior unsecured
notes to '4', indicating S&P's expectation of average (30% to 50%)
recovery in the event of a payment default, from '3', following
Gulfport's announcement that it has launched a $250 million add-on
to the notes. This brings the total issue amount to $550 million.
Net proceeds from the add-on will be used primarily to repay
existing borrowings on the company's credit facility and to fund
capital spending. S&P's 'B-' issue-level rating on the notes
remains unchanged.
S&P's 'B-' corporate credit rating and positive outlook on
Gulfport Energy Corp. are unchanged.
The ratings on Gulfport continue to reflect its small reserve
base, geographic concentration in the Utica shale, and aggressive
capital spending plan that could weaken its liquidity. The
ratings also reflect the volatility and capital-intensive nature
of the oil and gas exploration and production industry. These
weaknesses are partially buffered by a liquids-rich reserve base
with significant growth potential in the Utica shale. S&P
characterizes Gulfport's business risk as "vulnerable," its
financial risk as "significant," and its liquidity as "adequate."
Ratings List
Gulfport Energy Corp.
Corporate Credit Rating B-/Pos/--
To From
Rating Unchanged; Recovery Rating Revised
Gulfport Energy Corp.
$550 mil 7.75% sr unsecd nts* B- B-
Recovery Rating 4 3
*Includes $250 million add-on.
HAAS ENVIRONMENTAL: Exclusivity Extension Bid, Plan Up in The Air
-----------------------------------------------------------------
Haas Environmental, Inc., locked horns with the official committee
of unsecured creditors over the Debtor's request for a third
extension of the exclusive period during which it may solicit
acceptance of its bankruptcy-exit plan.
The Debtor filed a plan of reorganization and disclosure statement
by the May 27, 2014 deadline set by the Court in a prior
exclusivity extension order. The Debtor is seeking a further
extension of the exclusive solicitation peiod for 60 days --
through and including September 26, 2014 -- without prejudice to
its right to seek further extensions, if necessary. Although a
Plan is in place, the Debtor believes it may need additional time
to solicit and obtain acceptances of its Plan.
The Debtor said it has made good faith progress toward a
successful reorganization, including negotiating a settlement with
certain of its secured creditors related to their treatment under
the Plan and believes that the Plan will be confirmed. It said an
extension of the Solicitation Period will not prejudice any party
in interest.
One feature of the Plan is a so-called new value contribution from
sole shareholder Eugene Haas using his personal funds in exchange
for retaining his equity interest in the Debtor. Those funds will
be utilized to pay for certain disbursements under the Plan. Upon
the Plan effective date, Mr. Haas will be deemed appointed as the
plan administrator and will be responsible for making
distributions from the play payment fund under the Plan.
Management of the Debtor's operations after the effective date
will continue to be run by Mr. Haas as its president.
Under the Plan, the unsecured creditor claims, estimated to be
$3.8 million, will be paid after higher priority claims are
satisfied. Holders of unsecured creditor claims are estimated to
recoup 9% to 11% of the Allowed amount.
In its objection to the extension request, the Committee said the
Solicitation Motion, upon a first reading, appears to be a fairly
benign request to extend the Solicitation Period. But all is not
what it seems, the Committee said, pointing out that the
Solicitation Motion fails to disclose that (i) the Plan is not
supported by the Committee; (ii) there were no negotiations
between the Debtor, the Debtor's sole equity holder, and the
Committee over the terms of the Plan prior to filing; (iii) the
proposed treatment of general unsecured creditors in the Plan is
not supported by the Committee; and (iv) the Plan is patently
unconfirmable as it violates the absolute priority rule and
provides for non-consensual third party releases, among other
violations. Granting the Debtor a further extension of the
Solicitation Period is detrimental to the interests of the
Debtor's general unsecured creditors, the panel said.
The Committee also noted that the Chapter 11 Case has been pending
for close to a year, during which the Committee has worked
cooperatively with the Debtor on various issues. Unfortunately, at
the most critical stage of the case -- the negotiation and filing
of a plan of reorganization -- the Debtor and its sole equity
holder determined to file a plan without any discussions or
negotiations with the Committee over the treatment of general
unsecured creditors and other plan terms. The Committee said the
Court should deny the Debtor's Solicitation Motion.
The Debtors shot back, telling the Court that the Debtor and the
Committee have known that if any substantial amount of funds would
be made available to unsecured creditors, those funds would have
to be provided by Mr. Haas, or (to a much lesser extent) Mr.
Haas's relatives and insiders. For that reason, Mr. Haas has
reached out to the Committee on numerous occasions beginning in
April or early May in attempts to discuss the case and terms of a
potential settlement that could be included in the plan. Mr. Haas
never received a meaningful response from the Committee, and
unfortunately, no substantive settlement discussions occurred.
The Debtor also noted that shortly after the plan was filed Mr.
Haas's attorney and the Committee's attorney spoke, and agreed
that the Committee would submit a list of documents for Mr. Haas
to provide to the Committee in advance of parties discussing a
settlement. In nearly two weeks since that conversation, the
Committee has yet to provide a document request to Mr. Haas.
While the Debtor would have preferred to have had settlement
discussions with the Committee prior to filing the plan, the
Committee has not demonstrated any willingness to discuss a
settlement. Therefore, the Debtor -- facing a deadline to file
the plan or have the case converted to Chapter 7 -- filed the plan
incorporating a substantial contribution from Mr. Haas on
behalf of himself and other insiders.
The Debtor said it and Mr. Haas are frustrated with the
Committee's lack of responsiveness in discussing the plan and a
potential settlement, and the Debtor believes it is inappropriate
for the Committee to use its dilatory tactics as a basis to deny
the Motion. Those issues, however, should not side track the
Court from considering the Motion, which should be granted, the
Debtor said.
Terms of the Plan as well as objections lodged against the
explanatory disclosure statement were reported in the Troubled
Company Reporter on Aug. 6, 2014. The Committee and Ford Motor
Credit Company LLC filed objections to the disclosure statement.
A copy of the Disclosure Statement is available for free at:
http://is.gd/Y5CJlo
A hearing to consider the extension request was set for June 17,
2014, at 10:00 a.m. A hearing to consider the approval of the
Disclosure Statement was set for July 10, 2014, at 2:00 p.m.
No updates have been posted on the case docket yet as of press
time.
About Haas Environmental, Inc.
Haas Environmental, Inc., filed a Chapter 11 petition (Bankr.
D.N.J. Case No. 13-27297) on Aug. 6, 2013. Eugene Haas signed the
petition as president. Judge Kathryn C. Ferguson presides over
the case. The Debtor disclosed $10,127,069 in assets and
$11,595,611 in liabilities as of the Chapter 11 filing. Jerrold
N. Poslusny, Jr., Esq., at Cozen O'Connor, in Cherry Hill, New
Jersey, serves as the Debtor's counsel.
Mary E. Seymour, Esq., at Lowenstein Sandler LLP, serves as
counsel for the Official Committee of Unsecured Creditors.
EisnerAmper LLP serves as its financial advisor.
HDOS ENTERPRISES: Restaurant Chain Files Chapter 11 Plan
--------------------------------------------------------
Sherri Toub, substituting for Bill Rochelle, the bankruptcy
columnist for Bloomberg News, reports that the employee-owned Hot
Dog on a Stick restaurant chain has filed a Chapter 11 plan and
explanatory disclosure materials that provides full payment to
holders of allowed secured claims totaling about $2.4 million,
general unsecured claims totaling about $1.9 million, and lease
rejection claims totaling about $1.7 million. According to the
report, the unsecured claim, if any, of the employee stock
ownership plan, or ESOP, would be subordinated to secured claims,
general unsecured claims, and lease rejection claims.
About Hot Dog On A Stick
Established in 1946 in Southern California, Hot Dog On A Stick --
http://www.hotdogonastick.com-- is known for its fair-inspired
menu of corn dogs, lemonades, and a sampling of other menu items
such as cheese on a stick, hot dog in a bun, fries, and funnel
cake sticks. HDOS is owned by its employees.
HDOS Enterprises sought protection under Chapter 11 of the
Bankruptcy Code on Feb. 3, 2014 (Case No. 14-12028, Bankr. C.D.
Cal.). The case is assigned to Judge Neil W. Bason.
The Debtor's counsel is represented by Jerome Bennett Friedman,
Esq., Stephen F. Biegenzahn, Esq., and Michael D. Sobkowiak, Esq.,
at Friedman Law Group, P.C., in Los Angeles, California. Rust
Consulting Omni Bankruptcy, a division of Rust Consulting, serves
as claims, noticing and balloting agent. The Law Offices of Brian
H. Cole serves as special counsel. The petition was signed by Dan
Smith, president and CEO.
The U.S. Trustee has appointed three members to an official
committee of unsecured creditors. The Committee retained
Jeffrey N. Pomerantz, Esq., at Pachulski Stang Ziehl & Jones LLP,
in Los Angeles, California, as counsel.
HOPE SUSAN BARATT: NJ Dist. Judge Affirms Order Lifting Stay
------------------------------------------------------------
Hope Susan Baratt lost an appeal from the U.S. Bankruptcy Court
for the District of New Jersey's order vacating the automatic stay
in her chapter 11 case as to real property at 880 Summit Avenue,
Jersey City, New Jersey 07306.
Baratt filed a voluntary petition for relief under Chapter 7 of
the U.S. Bankruptcy Code with the New Jersey Bankruptcy Court on
July 10, 2013.
On September 11, 2013, Baratt substituted attorneys and filed a
motion to convert her case to Chapter 13 from Chapter 7. On
September 28, 2013, Hudson City Savings Bank filed a motion with
the Bankruptcy Court seeking relief from the Bankruptcy Court's
automatic stay provision so that it could foreclose on the
property located at 880 Summit Avenue. On October 7, 2013, the
Bankruptcy Court granted Baratt's motion to convert the matter to
a Chapter 13 proceeding.
The Bankruptcy Court held a hearing on HCSB's motion for relief
from the automatic stay on October 22, 2013. Baratt alleges that
she agreed to "pay adequate protection to Appellee" in the amount
of $4,779.00 per month.
On November 12, 2013, Baratt filed a Chapter 13 plan. Following
objections from the Standing Chapter 13 Trustee, it was determined
that Baratt's debt exceeded statutory limits, and she was advised
to convert to Chapter 11 or the case would be dismissed. On
December 13, 2013, Baratt filed a motion to convert her bankruptcy
to Chapter 11. On January 6, 2014, the Bankruptcy Court granted
her motion and converted the bankruptcy to Chapter 11.
On February 11, 2014, HCSB's motion for relief from the automatic
stay was granted based on its representation that Baratt had no
equity in the property and that the property was not necessary for
Baratt's reorganization. On February 20, 2014, the Bankruptcy
Court issued an amended order related to the real property at 880
Summit Avenue allowing HCSB to proceed in foreclosure proceedings.
This appeal followed.
District Judge Faith S. Hochberg affirmed the lower court ruling
in an Opinion and Order dated Aug. 11 available at
http://is.gd/G0fWSJfrom Leagle.com.
The case is, HOPE SUSAN BARATT, Appellant, v. HUDSON CITY SAVINGS
BANK, et al., Appellees, CIVIL CASE NO. 14-2933 (FSH)(D. N.J.).
HOUSTON REGIONAL: Disclosure Statement Hearing Set for Sept. 9
--------------------------------------------------------------
Houston Regional Sports Network, LP on August 6 filed its
bankruptcy exit plan and disclosure statement in its Chapter 11
case in the Bankruptcy Court for the Southern District of Texas,
Houston Division. The Disclosure Statement outlines the Debtor's
Chapter 11 Plan of Reorganization.
Plan distributions will be financed from:
a) the Debtor's cash on hand on the effective date;
b) the Debtor's accounts receivable accrued through the day
prior to the effective date; and
c) from contributions from the Houston Rockets and Houston
Astros.
Additional funds are also expected to be secured by a Litigation
Trustee who will pursue claims against Comcast.
Pursuant to the Debtor's Proposed Plan, the Debtor will reject
exiting Media Rights Agreements. Upon the Effective Date, the
Reorganized Debtor will enter into new Media Rights Agreements
with the owners of the Rockets and Astros. The Comcast
Affiliation Agreement will be assumed, and the Reorganized Debtor
will enter into affiliation agreements with AT&T and DirecTV who
will pay the Reorganized Debtor monthly rates on a per-subscriber
basis. The Comcast Services Agreement will be terminated, and the
Debtor will be converted to a Delaware LLC with AT&T and DirecTV
holding 100% of the membership interests in the Reorganized
Debtor. The Court will determine the value of Comcast's Lender's
interest in the Estate's interest in the Comcast Lender
Collateral. A Litigation Trustee shall be appointed to pursue
claims against Comcast for antitrust violations, fraud,
misrepresentation, breach of contract and related claims.
Distributions under the Plan would be as follows:
Administrative Claims 100%
Tax Claims 100%
Class 1 Priority Claims 100%
Class 2 Comcast Secured
Lender Claims 100%
Class 3 Other Secured Claims 100%
Class 4 Trade Claims 100%
Class 5 Unsecured Claims Pro rata share of Class A
Litigation Trust Beneficial
Interest
Class 5 Subordinated Claims Pro rata share of Class B
Litigation Trust Beneficial
Interest
Class 7 Limited Partnership Pro rata share of Class C
Litigation Trust Beneficial
Interest
A hearing for approval of the Debtor's Disclosure Statement is set
for September 4, 2014 before Hon. Marvin Isgur in Houston, TX.
About Houston Regional Sports Network
An involuntary Chapter 11 bankruptcy petition was filed against
Houston Regional Sports Network, L.P. d/b/a Comcast SportsNet
Houston (Bankr. S.D. Tex. Case No. 13-35998) on Sept. 27, 2013.
The involuntary filing was launched by three units of Comcast/NBC
Universal and a television-related company. The petitioners are:
Houston SportsNet Finance LLC, Comcast Sports Management Services
LLC, National Digital Television Center LLC, and Comcast SportsNet
California, LLC.
The petitioning creditors have filed papers asking the Bankruptcy
Judge to appoint an independent Chapter 11 trustee "to conduct a
fair and open auction process for the Network's business assets on
a going concern basis."
Houston Regional Sports Network is a joint enterprise among
affiliates of the Houston Astros baseball team, the Houston
Rockets basketball team, and Houston SportsNet Holdings, LLC --
"Comcast Owner" -- an affiliate of Comcast Corporation. The
Network has three limited partners -- Comcast Owner, Rockets
Partner, L.P., and Astros HRSN LP Holdings LLC. The primary
purpose of Houston Regional Sports Network is to create and
operate a regional sports programming service that produces,
exhibits, and distributes sports programming on a full-time basis,
including live Astros and Rockets games within the league-
permitted local territories.
Counsel for the petitioning creditors are Howard M. Shapiro, Esq.,
at Wilmer Cutler Pickering Hale and Dorr LLP; George W. Shuster,
Jr., Esq., at Wilmer Cutler Pickering Hale and Dorr LLP; Vincent
P. Slusher, Esq., at DLA Piper; and Arthur J. Burke, Esq., at
Davis Polk & Wardwell LLP.
Judge Marvin Isgur presides over the case.
The Network was officially placed into Chapter 11 bankruptcy
pursuant to a Feb. 7 Order for Relief. It has won approval to
hire Haynes and Boone, Charles A. Beckham, Jr., Esq., Henry
Flores, Esq., Abigail Ottmers, Esq., and Christopher L. Castillo,
Esq., as counsel. It also hired Conway MacKenzie, Inc., as
financial advisor.
Harry Perrin, Esq., represents Astros owner Jim Crane. Alan
Gover, Esq., represents the Rockets.
The Astros are represented by Richard B. Drubel, Esq., Colleen A.
Harrison, Esq., and Jonathan R. Voegele, Esq., at Boies, Schiller
& Flexner LLP, in Hanover, NH; and Scott E. Gant, Esq., at Boies,
Schiller & Flexner in Washington, DC. Comcast Corporation and
NBCUniversal Media, LLC, are represented by Vincent P. Slusher,
Esq., Eli Burriss, Esq., Andrew Mayo, Esq., and Andrew Zollinger,
Esq., at DLA Piper; Arthur J. Burke, Esq., Timothy Graulich, Esq.,
and Dana M. Seshens, Esq., at Davis Polk & Wardwell LLP; and
Howard M. Shapiro, Esq., and Craig Goldblatt, Esq., at Wilmer
Cutler Pickering Hale and Dorr LLP. Attorney for McLane
Champions, LLC and R. Drayton McLane, Jr., are Wayne Fisher, Esq.,
at Fisher Boyd & Huguenard, LLP.
IBCS MINING: Authorized to Pay $35,000 of Critical Vendor Claims
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Virginia
authorized IBCS Mining, inc. et al., to pay certain prepetition
claims of critical vendors.
The Debtors estimate that the maximum amount needed to pay the
prepetition claims of critical vendors is $35,000.
The Debtors said that if unable to pay critical vendors, these
vendors will refuse to continue to supply goods and services to
the Debtors postpetition, the Debtors may (i) risk the health and
safety of their employees, (ii) fall out of compliance with
environmental and other regulations, and (iii) be unable to
continue portions of their operations, thereby endangering the
Debtors' assets and substantially harming all creditors.
About IBCS Mining, Inc.
IBCS Mining, Inc., and IBCS Mining, Inc., Kentucky Division, filed
separate Chapter 11 bankruptcy petitions (Bankr. W.D. Va. Case
Nos. 14-61215 and 14-61216) on June 27, 2014. Edmund Scarborough
signed the petition as president. Hirschler Fleischer, P.C.,
serves as the Debtors' counsel. The Court on July 8, 2014,
authorized the joint administration of the cases. The cases are
assigned to Judge Kevin R. Huennekens. IBCS Mining estimated
assets and debts of at least $10 million. IBCS Mining Inc.
disclosed $6,914,815 in assets and $7,279,157 in liabilities.
The U.S. Trustee for Region 4 appointed two creditors to serves in
the Official Committee of Unsecured Creditors.
IBCS MINING: David Stetson Approved as Chief Restructuring Officer
------------------------------------------------------------------
Bankruptcy Judge Kevin R. Huennekens authorized the appointment of
David Stetson as chief restructuring officer of IBCS Mining, Inc.,
et al., nunc pro tunc to the Petition Date.
The CRO will be vested with the powers to investigate, oversee,
manage and direct the acts, conduct, assets, liabilities, and
financial condition of the Debtors, the operation of the Debtors'
business and the desirability of the continuance of such business,
and any other matter relevant to the case or to the formulation of
a plan, including, without limitation, exclusive authority to:
a) cause the Debtors to negotiate financing, incur debt and
grant liens as the CRO deems necessary, desirable or appropriate;
b) direct and manage the Debtors' operations, including,
without limitation, negotiating with significant business
partners, contractors and customers of the Debtors; and
c) cause the Debtors to dispose of estate assets outside the
ordinary course of business.
As reported in the Troubled Company Reporter on July 10, 2014,
CRO will be entitled to annual base salary of $300,000, health
insurance for himself and his family, $750 monthly vehicle
allowance, and an incentive compensation in the event the Court
approves a sale of the Debtors' assets or approves a plan of
reorganization in lieu of a sale of assets. The CRO will also be
entitled to take five weeks' vacation each year and additional
performance-based incentive bonuses. Moreover, the CRO will be
reimbursed of his reasonable ordinary and necessary business
expenses.
Mr. Stetson assures the Court that he 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 IBCS Mining, Inc.
IBCS Mining, Inc., and IBCS Mining, Inc., Kentucky Division, filed
separate Chapter 11 bankruptcy petitions (Bankr. W.D. Va. Case
Nos. 14-61215 and 14-61216) on June 27, 2014. Edmund Scarborough
signed the petition as president. Hirschler Fleischer, P.C.,
serves as the Debtors' counsel. The Court on July 8, 2014,
authorized the joint administration of the cases. The cases are
assigned to Judge Kevin R. Huennekens. IBCS Mining estimated
assets and debts of at least $10 million. IBCS Mining Inc.
disclosed $6,914,815 in assets and $7,279,157 in liabilities.
The U.S. Trustee for Region 4 appointed two creditors to serves in
the Official Committee of Unsecured Creditors.
IBCS MINING: Files Schedules of Assets and Liabilities
------------------------------------------------------
IBCS Mining, Inc. filed with the U.S. Bankruptcy Court for the
Western District of Virginia its schedules of assets and
liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $0
B. Personal Property $6,914,815
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $4,158,205
E. Creditors Holding
Unsecured Priority
Claims $13,505
F. Creditors Holding
Unsecured Non-Priority
Claims $3,107,447
----------- -----------
Total $6,914,815 $7,279,157
A copy of the schedules is available for free at
http://bankrupt.com/misc/IBCSMINING_135_sal.pdf
The Court granted the Debtors until Aug. 11, to file schedules.
In a separate order the Court authorized the joint administration
of the cases of IBCS Mining, Inc. and IBCS Mining, Inc., Kentucky
Division, for procedural purposes only.
About IBCS Mining, Inc.
IBCS Mining, Inc., and IBCS Mining, Inc., Kentucky Division, filed
separate Chapter 11 bankruptcy petitions (Bankr. W.D. Va. Case
Nos. 14-61215 and 14-61216) on June 27, 2014. Edmund Scarborough
signed the petition as president. Hirschler Fleischer, P.C.,
serves as the Debtors' counsel. The Court on July 8, 2014,
authorized the joint administration of the cases. The cases are
assigned to Judge Kevin R. Huennekens. IBCS Mining estimated
assets and debts of at least $10 million. IBCS Mining Inc.
disclosed $6,914,815 in assets and $7,279,157 in liabilities.
The U.S. Trustee for Region 4 appointed two creditors to serves in
the Official Committee of Unsecured Creditors.
IBCS MINING: Hearing on Case Conversion Continued Until Aug. 20
---------------------------------------------------------------
The Bankruptcy Court, according to IBCS Mining, Inc., et al.'s
case docket, continued until Aug. 20, 2014, at 11:00 a.m., the
hearing to consider motion to convert the Debtors' Chapter 11
cases to Chapter 7.
The hearing was continued from Aug. 11.
On July 15, the U.S. Trustee requested for the conversion of the
Debtors' cases, or in the alternative, dismiss the cases.
According to the Trustee, at the initial debtor interview held on
July 10, the Debtors' representative stated that neither Debtor
has insurance in force and that they are currently unable to
obtain insurance as required.
The Trustee stated that the Debtors' failure to maintain
appropriate insurance that poses a risk to the estate or to the
public constitutes cause under Section 1112 of the Bankruptcy
Code.
The Trustee is represented by:
Margaret K. Garber, Esq.
Office of the U.S. Trustee
210 First Street, Suite 505
Roanoke, VA 24011
Tel: (540) 857-2806
E-mail: Margaret.k.garber@usdoj.gov
About IBCS Mining, Inc.
IBCS Mining, Inc., and IBCS Mining, Inc., Kentucky Division, filed
separate Chapter 11 bankruptcy petitions (Bankr. W.D. Va. Case
Nos. 14-61215 and 14-61216) on June 27, 2014. Edmund Scarborough
signed the petition as president. Hirschler Fleischer, P.C.,
serves as the Debtors' counsel. The Court on July 8, 2014,
authorized the joint administration of the cases. The cases are
assigned to Judge Kevin R. Huennekens. IBCS Mining estimated
assets and debts of at least $10 million. IBCS Mining Inc.
disclosed $6,914,815 in assets and $7,279,157 in liabilities.
The U.S. Trustee for Region 4 appointed two creditors to serves in
the Official Committee of Unsecured Creditors.
INTERMETRO COMMUNICATIONS: Sells 3 Million Series B Pref. Shares
----------------------------------------------------------------
Intermetro Communications, Inc., on Aug. 1, 2014, sold 3,000,000
shares of Series B Preferred Stock together with warrants to
purchase 3,000,000 shares of common stock at an exercise price of
$0.20 per share in exchange for a total purchase price of
$3,000,000. The securities were sold to an accredited investor in
a private placement exempt from registration under Regulation D of
the Securities Act of 1933, as amended. The Series B Preferred
stock may be converted into shares of common stock at a conversion
rate of 6.66 shares of common stock for each share of Series B
Preferred.
On Aug. 1, 2014, the Company increased the number of authorized
shares of Series B Preferred Stock to 4,250,000 shares, of which,
after the sale of shares, a total of 3,801,000 shares are
outstanding.
InterMetro Communications, Inc., paid $2,219,742 to terminate its
credit facility that was formerly held by Transportation Alliance
Bank, Inc. The Company did not incur termination penalties in
connection with that loan pay-off.
About InterMetro
Simi Valley, Calif.-based InterMetro Communications, Inc.,
-- http://www.intermetro.net/-- is a Nevada corporation which
through its wholly owned subsidiary, InterMetro Communications,
Inc. (Delaware), is engaged in the business of providing voice
over Internet Protocol ("VoIP") communications services.
InterMetro Communications reported a net loss of $2.45 million on
$11.57 million of net revenues for the year ended Dec. 31, 2013,
as compared with net income of $699,000 on $20.06 million of net
revenues in 2012.
Gumbiner Savett Inc., in Santa Monica, California, issued a "going
cocern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2013. The independent auditors noted that
the Company incurred net losses in previous years, and as of
Dec. 31, 2013, the Company had a working capital deficit of
approximately $12,082,000 and a total stockholders' deficit of
approximately $12,426,000. The Company anticipates that it will
not have sufficient cash flow to fund its operations in the near
term and through fiscal 2014 without the completion of additional
financing. These factors, among other things, raise substantial
doubt about the Company's ability to continue as a going concern
INTERNATIONAL FOREIGN: Wants Plan Filing Extended to Nov. 10
------------------------------------------------------------
International Foreign Exchange Concepts Holdings, Inc., et al.,
ask the U.S. Bankruptcy Court for the Southern District of New
York to extend by 90 days the exclusive period to (a) file a
Chapter 11 plan for the Debtors through and including Nov. 10,
2014, and (b) extend the exclusive period to solicit acceptances
of a Chapter 11 plan for the Debtors through and including
Jan. 12, 2015.
A hearing on the requested extension is set for Sept. 4, 2014, at
9:45 a.m. (EDT). The deadline for filing of objections to the
requested extension is Aug. 28, 2014 at 4:00 p.m. (EDT).
The size and complexity of the Debtors' pre-petition business made
its eventual wind-down and liquidation more complex than its
current size would suggest. Although the related funds were
largely shut down prior to the Petition Date and the investor
funds have been returned to investors, the funds and other
regulated entities needed to be, and in some respects still need
to be, formally resolved. Although there were relatively few
tasks that needed to be accomplished prior to proposing -- and
hopefully confirming -- a liquidating plan, those tasks have the
potential to be complicated, involve several international
entities and regulatory schemes, and require some time to work
through.
The Debtors hope to file a proposed Chapter 11 Liquidating Plan
with respect to plan debtors IFEC LP and FXC in the near future.
The Plan is fully drafted and has been considered by the major
constituencies in these cases. Although the Plan is substantially
complete, the Debtors are not yet prepared to file and formally
pursue confirmation of the Plan.
About International Foreign Exchange
International Foreign Exchange Concepts Holdings, Inc., and
International Foreign Exchange Concepts, L.P., sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No.
13-13380) on Oct. 17, 2013.
Judge Robert Gerber oversees the case. Counsel to the Debtors is
Henry P. Baer, Jr., Esq., at Finn Dixon & Herling LLP, in
Stamford, Connecticut. The Debtors' restructuring advisors is CDG
Group. DiConza Traurig LLP serves as conflicts counsel. The
Debtors' special counsel is Withers Bergman LLP. The Debtors'
notice, claims, solicitation and balloting agent is Logan &
Company, Inc.
Counsel to AMF-FXC Finance LLC, the DIP lender, is Michael L.
Cook, Esq., and Christopher Harrison, Esq., at Schulte Roth &
Zabel LLP, in New York.
International Foreign Exchange Concepts Holdings Inc., the parent
of investment adviser FX Concepts LLC, sold assets for
$7.48 million to Ruby Commodities Inc., at an auction held
Nov. 25, 2013. The sale was an old-fashioned auction with the
assets first offered in six lots and then in bulk. The piecemeal
auction fetched combined bids of $3.38 million. When the assets
were offered in bulk, Ruby came out on top with an offer of
$7.48 million, which the bankruptcy court in New York approved
Nov. 26.
INTERNATIONAL TEXTILE: Incurs $20 Million Net Loss in 2nd Quarter
-----------------------------------------------------------------
International Textile Group, Inc., filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q
disclosing a net loss attributable to common stock of $20.06
million on $162.01 million of net sales for the three months ended
June 30, 2014, as compared with a net loss attributable to common
stock of $14.36 million on $160.72 million of net sales for the
same period last year.
For the six months ended June 30, 2014, the Company reported a net
loss attributable to common stock of $33.33 million on $312.04
million of net sales as compared with a net loss attributable to
common stock of $29.17 million on $309.50 million of net sales for
the same period in 2013.
As of June 30, 2014, International Textile had $335.38 million in
total assets, $437.38 million in total liabilities and a $101.99
million total stockholders' deficit.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/YJHt7p
About International Textile
International Textile Group, Inc., is a global, diversified
textile manufacturer headquartered in Greensboro, North Carolina,
with current operations principally in the United States, China,
Mexico, and Vietnam. ITG's long-term focus includes the
realization of the benefits of its global expansion, including
reaching full production at ITG facilities in China and Vietnam,
and continuing to seek other strategic growth opportunities.
International Textile reported a net loss attributable to common
stock of the Company of $10.91 million in 2013, as compared with a
net loss attributable to common stock of the Company of $91.45
million in 2012.
JAMES RIVER COAL: Coy Lane Resigns as COO, Takes Consultant Role
----------------------------------------------------------------
Effective August 6, 2014, Coy K. Lane resigned his position as
Senior Vice President and Chief Operating Officer of James River
Coal Company. Mr. Lane's resignation is not the result of any
disagreement with the Company on any matter relating to the
Company's operations, policies or practices. Mr. Lane will act as
a consultant to the Company and will continue to assist the
Company during its restructuring process pursuant to a consulting
agreement.
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.
The Debtors are represented by Tyler P. Brown, Esq., Henry P.
(Toby) Long, III, Esq., and Justin F. Paget, Esq. at Hunton &
Williams LLP of Richmond, VA and Marshall S. Huebner, Esq, Brian
M. Resnick, Esq., and Michelle M. McGreal, Esq. at Davis Polk &
Wardwell LLP of New York, NY. 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.
KID BRANDS: Consumer Ombudsman Appointed by U.S. Trustee
--------------------------------------------------------
BankruptcyData reported that the U.S. Bankruptcy Court approved
the motion of the U.S. Trustee assigned to the Kid Brands' case
seeking the appointment of a consumer privacy ombudsman and named
Bonnie Glantz Fatell, Esq., for the role. The U.S. Trustee
previously objected to the proposed sale of one of Kid Brands'
assets, saying the sale of the Kids Line/CoCaLo and Sassy appear
to include the sale of consumers' personally identifiable
information. The Debtors have a published privacy policy that
expressly prohibits such sale, and neither motion addresses the
requirement in the Bankruptcy Code that a Consumer privacy
ombudsman be appointed, the U.S. Trustee said, according to BData.
About Kid Brands
Based in Rutherford, New Jersey, Kid Brands, Inc., is a designer,
importer, marketer, and distributor of infant and juvenile
consumer products. Its operating subsidiaries consist of Kids
Line, LLC, CoCaLo, Inc., Sassy, Inc., and LaJobi, Inc. Providing
"everything but the baby" for a child's nursery, the company sells
infant bedding and accessories under the Kids Line and CoCaLo
brands; nursery furniture under the LaJobi brand; and baby care
items under the Kokopax and Sassy brands.
Citing their inability to raise capital due to contingent
liabilities and operational issues, Kid Brands and six of its U.S.
subsidiaries each filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No.
14-22582) on June 18, 2014. To preserve the value of their
assets, the Debtors are pursuing a sale of the assets pursuant to
section 363 of the Bankruptcy Code.
As of April 30, 2014, the Debtors had $32.40 million in total
assets and $109.1 million in total liabilities. As of the
Petition Date, unsecured debts totaled $54 million.
Judge Donald H. Steckroth oversees the cases. The Debtors have
sought and obtained an order directing joint administration of
their Chapter 11 cases.
Lowenstein Sandler LLP serves as the Debtors' counsel.
PricewaterhouseCoopers LLP is the Debtors' financial advisor. GRL
Capital Advisors acts as the Debtors' restructuring advisors.
GRL's Glenn Langberg served as the Debtors' chief restructuring
officer. Mr. Langberg also oversaw the bankruptcy and sales of
Big M Inc., operator of the Mandee and Annie Sez stores. Rust
Consulting/Omni Bankruptcy is the Debtors' claims and noticing
agent.
Salus Capital Partners LLC and Sterling National Bank have
committed to provide up to $49 million in DIP financing to the
Debtors.
LAKESIDE 370: Seeks to Enforce Stay Against Revenue Collector
-------------------------------------------------------------
The Lakeside 370 Levee District sought bankruptcy protection under
Chapter 9 of the Bankruptcy Code and immediately filed a motion to
enforce the automatic stay against the Collector of Revenue for
St. Charles County, Missouri, so that it can continue collecting
on levee assessments as it works on its bankruptcy-exit plan.
The Collector of Revenue, which has the duty to collect the
assessments of the levee district, has scheduled a tax sale for
Aug. 25, 2014 at which time the Collector intends to sell certain
real estate in the district of St. Charles County that is
delinquent in the payment of district assessments and general real
estate tax obligations. The last day that real estate taxes can
be paid to avoid the sale is Aug. 22, 2014.
Robert A. Breidenbach, Esq., at Goldstein & Pressman, P.C.,
counsel to the Lakeside 370 Levee District, notes that any such
sale is an attempt to enforce a lien arising from assessments owed
to the Debtor and is prohibited by the express language of the
automatic stay provisions of 11 U.S.C. Sec. 922(a)(2).
Lakeside 370 informs the bankruptcy court that several landowners
of property within the District have attempted to tender payment
of the amount necessary to cure the delinquency for real estate
taxes due and owing on their respective properties, but the
Collector has refused to accept said tender or to apply the
payments to delinquent real estate taxes as directed by the
taxpayer unless payment in full of delinquent district assessments
is made at the same time.
As to all delinquent district assessments, those amounts
constitute property of the Debtor which will be addressed in
Debtor's Chapter 9 Plan of Adjustment. The Debtor says it has
negotiated with the holder of the majority of its outstanding
bonds and has reached an understanding as to the principal terms
of a Plan of Adjustment which shall be filed at the earliest
practicable date. Accordingly, the Debtor submits that the
Collector should be directed to neither collect nor to enforce any
lien with respect to any unpaid district assessments until and
unless directed to do so upon the effective date of a confirmed
Plan of Adjustment.
About Lakeside 370 Levee District
In May 2006, the Circuit Court of St. Charles County entered an
order creating Lakeside 370 Levee District as a levee district
formed by and according to law. The district was formed for the
purpose of protecting land within the boundaries of the levee
district, which consists of 1,270 acres of land on the north and
south sides of Interstate Highway 370 in St. Charles County, in
the State of Missouri. Lakeside 370 has the right, power, duty,
and authority under Chapter 245 R.S.Mo. to levy assessments upon
the land within the District.
Lakeside 370 sought bankruptcy protection under Chapter 9 of the
Bankruptcy Code on Aug. 1, 2014 (Bankr. E.D. Mo. Case No. 14-
46094) in St. Louis, Missouri.
The Debtor has tapped attorneys at Goldstein and Pressman, P.C.,
as counsel.
The Debtor estimated assets and debt of $10 million to $50
million.
Ryan D. Hodges, the president, signed the bankruptcy petition.
LIME ENERGY: Awarded $180 Million of New Utility Program
--------------------------------------------------------
Lime Energy said it has been awarded approximately $180 million of
new utility program business, which awards reflect modified and
new agreements with four separate utilities that provide, in
different cases, for contract extensions, modifications to program
budgets, and territory expansions, including, in one case, the
addition of a program budget to facilitate LED measure adoption.
All awards are for Lime's award winning small business energy
efficiency programs. All are under signed contracts with the
respective utilities.
The recognition of the potential revenue of these awards would
occur over five years and depend on the receipt of certain
regulatory approvals and Lime's ability to sell sufficient program
services.
"These significant contract awards extend Lime Energy's leadership
position in providing small business solutions to US utilities.
Our ability to cost effectively bring energy efficiency at scale
to this customer segment while driving high customer satisfaction
is proving to be of tremendous value to the utility of the
future," said Adam Procell, president and CEO of Lime Energy.
"The market for delivering energy efficiency resources is
presenting Lime with great opportunity for growth and these awards
are evidence of Lime's continued ability to secure new utility
contracts while expanding with existing clients," Procell added.
Subscription Agreements
As of Aug. 4, 2014, Lime Energy Co. entered into a subscription
agreement with a group of investors including Mr. Richard Kiphart,
the Company's Chairman and largest individual stockholder.
Pursuant to the terms of the Subscription Agreement, the Holders
will lend the Company $1,000,000 under Subordinated Secured
Convertible Pay-In-Kind Notes. The Notes have a term of ten years
and will accrue interest at the rate of 12-1/2% per year, payable
semi-annually at the Company's election in cash or additional
Notes. The Company intends to use the proceeds from the issuance
of the Notes for general corporate purposes.
Additional information is available for free at:
http://is.gd/cD2QSc
About Lime Energy
Headquartered in Huntersville, North Carolina, Lime Energy Co. --
http://www.lime-energy.com-- is engaged in planning and
delivering clean energy solutions that assist its clients in their
energy efficiency and renewable energy goals. The Company's
solutions include energy efficient lighting upgrades, energy
efficient mechanical and electrical retrofit and upgrade services,
water conservation, building weatherization, on-site generation
and renewable energy project development and implementation. The
Company provides energy solutions across a range of facilities,
from high-rise office buildings, distribution facilities,
manufacturing plants, retail sites, multi-tenant residential
buildings, mixed use complexes, hospitals, colleges and
universities, government sites to small, single tenant facilities.
Lime Energy reported a net loss available to common stockholders
of $18.51 million in 2013, a net loss of $31.81 million
in 2012 and a net loss of $18.93 million in 2011. The Company's
balance sheet at March 31, 2014, showed $27.05 million in total
assets, $18.78 million in total liabilities and $8.26 million in
total stockholders' equity.
LLS AMERICA: David Perry Fails to Dismiss Trustee's Suit
--------------------------------------------------------
In the case, BRUCE P. KRIEGMAN, solely in his capacity as court-
appointed Chapter 11 Trustee for LLS America, LLC, Plaintiff, v.
LAZY M, LLC, Defendant, CASE NO. 12-CV-668-RMP (E.D. Wash.),
District Judge Rosanna Malouf Peterson denied individual defendant
David Perry's motion to dismiss the case.
The Court said the Defendant's motion to dismiss is untimely. The
Bankruptcy Court's Amended Scheduling Order Re Non-Common Issues
set July 25, 2013, as the deadline for dispositive motions.
"Dispositive motions" include motions requesting dismissal or
summary judgment. The Defendant filed his motion to dismiss on
June 2, 2014, months after the deadline for dispositive motions
had passed.
Even if the motion were timely, the Court said the Defendant has
not raised grounds sufficient to justify dismissal of the case.
The Court also denied, as moot, the Plaintiff's motion to strike
the Defendant's filings, including a reply in support of his
motion to dismiss, and arguments and facts in additional filings.
A copy of the Court's August 11, 2014 Order is available at
http://is.gd/SdRdEhfrom Leagle.com.
About Little Loan Shoppe
LLS America LLC, doing business as Little Loan Shoppe, operated an
online payday loan business. Affiliate Team Spirit America
provided the manpower, management and equipment for Little Loan
Shoppe. The companies are among a multitude of Canadian and
American business entities owned and operated by Doris E. Nelson,
a/k/a Dee Nelson, a/k/a Dee Foster. Investors claimed Ms. Nelson
operated a Ponzi scheme. Ms. Nelson allegedly told investors they
could earn as much as 60% on money her companies used to make
payday loans to consumers. American and Canadian investors bought
notes worth US$29 million and another C$26,000,000. However, the
investors received no payments after March 2009.
One investor group placed a related company, LLS-A LLC, into
bankruptcy in July 10, 2009.
LLS America LLC filed for bankruptcy (Bankr. D. Nev. Case No.
09-23021) on July 21, 2009, before Judge Linda B. Riegle. Gregory
E. Garman, Esq., at Gordon Silver, served as the Debtor's counsel.
In its petition, the Debtor disclosed $2,661,584 in assets and
$24,013,837 in debts. The petition was signed by Ralph Gamble,
CEO of the Company.
The case was subsequently moved to Washington state (Bankr. E.D.
Wash. Case No. 09-06194). Charles Hall was appointed as examiner
in the case.
LOUDOUN HEIGHTS: Files Fourth Amended Chapter 11 Plan
-----------------------------------------------------
Loudoun Heights, LLC, filed with the U.S. Bankruptcy Court for the
Eastern district of Virginia its fourth amended Chapter 11 Plan
which contemplates the liquidation of all of the Debtor's assets,
including tangible assets, general intangible assets, and real
property. In accordance with the Plan, the Debtor intends to use
the proceeds from the sales to pay toward the Allowed Claims of
all Classes of Secured and Unsecured Creditors.
A copy of the Plan is available for free at:
http://bankrupt.com/misc/LOUDOUNHEIGHTS_208_4plan.pdf
The Debtor's Plan provides that M&T Bank has been granted
immediate relief from stay, and that this creditor will foreclose
on the secured 166-Acre Property no earlier than Oct. 22, 2014.
Additionally, this Claim will receive 80% of the Debtor's share of
proceeds generated by the sale of stream mitigation credits
relating to the 166-Acre Property.
If the amounts received by this creditor from the foreclosure sale
of the 166-Acre Propertyon which this Creditor holds a lien,
combined with the revenue received by this creditor from 80% of
the stream mitigation credit sale proceeds, is insufficient to pay
this Creditor in full, then this Creditor will be treated as a
Class 6 General Unsecured Creditor, and will be paid out of any
proceeds or funds that remain in the Debtor?s bankruptcy case
following full payment of the claims of Class 1, Class 2, Class 3
and Class 5 creditors.
The Debtor is aware of these General Unsecured Claims:
a. Walsh Colucci, Lubley, Emrich & Walsh -- $55,252 (Proof
of Claim No. 2-1);
b. Hirschler Fleischer -- $9,453 (Proof of Claim No. 5-1);
c. Stantec -- $1,880; and
d. Little Piney Run Estates, LLC -- $0.
Little Piney is an insider, and its $364,645 claim, will not be
paid under the Plan, and this creditor will have no right to vote
on acceptance or rejection of the Plan. This class will be
Impaired. The approximate total of general unsecured claims and
known deficiency claims based on claims filed or scheduled as of
the date of the filing of the Plan, excluding claims in this class
that are either disputed or for as yet undetermined amounts, is
$66,585, and the class is closed, as the claims bar date of April
15, 2014, has passed. All claims in this class will be paid in
full.
The Debtor intends to commit all disposable income to payment of
General Unsecured Claims.
Class 6 consists of one creditor, M&T Bank. This Class will be
impaired. M&T Bank's claim is capped at $2,000,000. Any unpaid
amounts that remain due and owing by the Debtor to M&T Bank
following the bank's foreclosure sale of the 166-Acre Property on
which the bank holds a lien, and the bank's receipt of 80% of the
Debtor's share of proceeds from the sale of stream mitigation
credits. After paying off the claims of Class 1, Class 2,
Class 3, and Class 5 creditors, the Debtor will commit all
remaining funds and assets in its bankruptcy estate up to
$2,000,000 to payment of the Class 6 Unsecured creditor.
Objection
On Aug. 7, 2014, the County of Loudoun, Virginia, filed an
objection to the Debtor's Fourth Amended Plan. The County objects
to confirmation because the County's claim is listed as priority
when its tax claim should have been listed as secured under 11
U.S.C. Section 506, 511 and VA. CODE Section 58.1-3340. The
County's secured tax claim should be paid with interest at the
rate of 10% per year pursuant to 11 U.S.C. Section 506 and 511,
VA. CODE Section 58.1-3916 and LCCO Section 860.02 and 860.03. A
copy of the objection is available for free at:
http://bankrupt.com/misc/LOUDOUNHEIGHTS_214_planobj.pdf
The Debtor is the record owner of six real properties within the
County. The County's real property taxes are deemed secured with
first priority over any other lien or encumbrance. The County is
an ad valorem real property tax creditor of the Debtor for 2012-
2014 ad valorem real estate taxes. The real estate taxes accrued
on Jan. 1 of each year and were payable in two installments in
June and Dec. 5. Other real estate taxes on the 166-Acre Property
and the 313-Acre Parcel will accrue during the term of the Plan.
The County timely filed its proof of claim on March 28, 2014, but
inadvertently included the 2014 real estate taxes on the 166-Acre
Property and the 313-Acre Parcel even though this chapter 11
bankruptcy petition was filed in 2013. The 2014 real estate
taxes, which accrued on Jan. 1, 2014, are post and not pre-
petition taxes and should have not be included within the proof of
claim. On Aug. 7, 2014, the County amended its Claim No. 4 to
exclude the 2014 Real Estate Taxes, which are post-petition taxes.
The ad valorem Real Estate Taxes are secured and the County is
entitled to payment of penalty and interest on its secured tax
claim.
Confirmation Hearing
On July 22, 2014, the Hon. Brian F. Kenney of the U.S. Bankruptcy
Court for the Eastern District of Virginia entered an order
approving the Debtor's fifth amended disclosure statement, and set
a hearing on the confirmation of the Debtor's Plan for
Sept. 9, 2014, at 1:30 p.m. The deadline for objections to the
confirmation of the Plan is Aug. 26, 2014. Ballots must also be
returned to the counsel for the Debtor by that date. Counsel for
the Debtor must file a Summary of Ballots by Friday, September 5,
2014, by 5:00 p.m.
Reconsideration of Order Approving Settlement
On July 21, 2014, M&T Bank filed with the Court a response to
Little Piney Run LLC's motion for reconsideration of a June 27,
2014 court order that approved a settlement between the Debtor and
other parties to this proceeding.
According to M&T Bank, LPR failed to show that vacating the order
is appropriate pursuant to Rule 9023. Both its assignments of
error are inappropriate grounds for reconsideration, as they fail
to account for the enactment of new law, the discovery of new
facts, or show a clear error of law. Further, both arguments
could have been raised prior to the June 5 hearing, and were
inappropriately raised for the first time in the motion to
reconsider.
The Debtor's five independent parcels at 10942 Harpers Ferry Road,
Purcellville, Virginia, has been enrolled in a compensatory
mitigation program pursuant to, inter alia, the Clean Water Act,
whereby it is eligible to receive stream mitigation credits for
environmental preservation, enhancement and remediation performed
on the Property. M&T Bank has a first priority deed of trust lien
against the Property.
M&T Bank says in its July 21 court filing that throughout the
bankruptcy proceedings, there has been considerable disagreement
over who is entitled to the Stream Credits and the proceeds from
their sale. This controversy began when the Debtor filed a motion
to approve the sale of its stream credits and approval to allow
Loudoun Mitigation Bank, LLC, to Act as selling agent on Dec. 27,
2013. M&T Bank filed an opposition, arguing, inter alia, that it
was entitled to the proceeds from the sale of the Stream Credits
by virtue of its first priority deed of trust lien against the
Property. LPR followed suit and also opposed the Debtor's motion
to sell the Stream Credits.
M&T Bank and the Debtor reached terms of settlement, which LPR
contested. A hearing was held on June 5, 2014, and the Court
ultimately approved the terms of settlement and entered the order.
One provision of the order instructs the Debtor to enter into a
contract with LMB that permits LMB to act as selling agent for the
Stream Credits. In exchange for these services, LMB is granted a
commission from any sales.
LPR has filed the motion to reconsider, challenging the entry of
the order. LPR argues that LMB terminated pursuant to the terms
of its operating agreement on Dec. 31, 2012. LPR contends that
because the order requires LMB to act as selling agent for the
Stream Credits, the order must be vacated altogether. LPR argues
that the order is irreparably flawed because it permits the Stream
Credits to be sold without LPR's consent. M&T Bank claims that
neither of these theories warrants vacating the order.
M&T Bank is represented by:
Gebhardt & Smith LLP
Michael G. Gallerizzo, Esq.
Carl A. Howard, Esq.
One South Street, Suite 2200
Baltimore, Maryland 21202
Tel: (410) 385-5015
Fax: (443) 957-4333
E-mail: choward@gebsmith.com
About Loudoun Heights
Loudoun Heights, LLC, filed a Chapter 11 petition (Bankr. E.D. Va.
Case No. 13-15588) on Dec. 16, 2013. The Debtor disclosed total
assets of $13.10 million and total debts of $4.84 million. The
petition was signed by Joe Bane as sole manager. Frank Bredimus,
Esq., at Law Office of Frank Bredimus, serves as the Debtor's
counsel. Judge Brian F. Kenney presides over the case.
As reported in the Troubled Company Reporter on April 22, 2014,
the Debtor in early April filed an amended disclosure statement
explaining its proposed plan of reorganization. According to the
disclosure statement, all classes of creditors will be paid in
full. The proceeds from the sale of the Debtor's assets will be
sufficient to pay the Claims of all secured, priority unsecured
and general unsecured creditors, and court-approved professionals.
The Debtor expects $4.37 million to $9.92 million in revenue from
the sale of all assets.
MACKEYSER HOLDINGS: Gets Approval for Auction Plan
--------------------------------------------------
Law360 reported that a Delaware bankruptcy judge agreed to approve
vision care company MacKeyser Holdings LLC's plan to auction off
the assets of many of its physician practices to help repay
creditors owed nearly $60 million after overruling objections some
lenders had regarding the perfection of one potential credit
bidder's liens. According to the report, at a hearing in
Wilmington, U.S. Bankruptcy Judge Christopher S. Sontchi said he
would likely approve a proposed order that attorneys for the
debtor and other parties plan to submit under certification of
counsel once they hammer out some minor disputes still pending
about the auction plan.
About MacKeyser Holdings, LLC
MacKeyser Holdings, LLC and its operating affiliates -- American
Optical Services, LLC, and Exela Hearing Services, LLC -- manage
integrated eye care and hearing systems providers with over 80
optical retail, optometry and ophthalmology locations in 14
states. Within certain of the Company's locations, dedicated
audiology and dispensing staff conduct diagnostics, fitting and
dispensing of hearing systems.
MacKeyser Holdings, LLC, American Optical Services, Inc. and their
affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Case
Nos. 14-11528 to 14-11550) on June 20, 2014. David R. Hurst,
Esq., and Marion M. Quirk, Esq., at Cole, Schotz, Meisel, Forman &
Leonard, PA. The Debtors' financial advisor is GlassRatner
Advisory & Capital Group. The investment banker is Hammond Hanlon
Camp LLC. The noticing and claims management agent is American
Legal Claim Services, LLC.
In its petition, MacKeyser Holdings estimated $50 million to $100
million in both assets and liabilities.
The petitions were signed by Thomas J. Allison, authorized
officer.
MARINA BIOTECH: Files 2013 Quarterly Reports with SEC
-----------------------------------------------------
Marina Biotech, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly reports for the periods ended March 31,
2013, June 30,2013, and Sept. 30, 2013.
For the three months ended March 31, 2013, the Company reported
net income of $1.37 million on $0 of license and other revenue as
compared with a net loss of $4.82 million on $131,000 of license
and other revenue for the same period last year. A full-text copy
of the Q1 2013 Quarterly Report is available at:
http://is.gd/FZWnML
For the three months ended June 30, 2013, the Company reported a
net loss of $7,000 on $315,000 of license and other revenue as
compared with net income of $1.08 million on $1.65 million of
license and other revenue for the same period in 2012. A full-
text copy of the Q2 2013 Quarterly Report is available at:
http://is.gd/SQiMBe
The Company also reported a net loss of $976,000 on $800,000 of
license and other revenue for the three months ended June 30,
2013, as compared with a net loss of $1.75 million on $1.10
million of license and other revenue for the three months ended
Sept. 30, 2012. As of Sept. 30, 2013, the Company had $7.16
million in total assets, $12.31 million in total liabilities and a
$5.14 million total stockholders' deficit. A full-text copy of
the Q3 Form 10-Q is available at http://is.gd/eOMB9V
About Marina Biotech
Marina Biotech, Inc., headquartered in Bothell, Washington, is a
biotechnology company focused on the discovery, development and
commercialization of nucleic acid-based therapies utilizing gene
silencing approaches such as RNA interference ("RNAi") and
blocking messenger RNA ("mRNA") translation. The Company's goal
is to improve human health through the development, either through
its own efforts or those of its collaboration partners and
licensees, of these nucleic acid-based therapeutics as well as the
delivery technologies that together provide superior treatment
options for patients. The Company has multiple proprietary
technologies integrated into a broad nucleic acid-based drug
discovery platform, with the capability to deliver novel nucleic
acid-based therapeutics via systemic, local and oral
administration to target a wide range of human diseases, based on
the unique characteristics of the cells and organs involved in
each disease.
On June 1, 2012, the Company announced that, due to its financial
condition, it had implemented a furlough of approximately 90% of
its employees and ceased substantially all day-to-day operations.
Since that time substantially all of the furloughed employees have
been terminated. As of Sept. 30, 2012, the Company had
approximately 11 remaining employees, including all of its
executive officers, all of whom are either furloughed or working
on reduced salary. As a result, since June 1, 2012, its internal
research and development efforts have been minimal, pending
receipt of adequate funding.
As reported by the TCR on May 21, 2014, KPMG LLP was dismissed as
the principal accountants for Marina Biotech, Inc., and Wolf &
Company, P.C., had been engaged as replacement.
In 2013, the Company incurred a net loss of $1.57 million on $2.11
million of license and other revenue, compared to a net loss of
$9.54 million on $4.21 million of license and other revenue in
2012.
The Company's balance sheet at Dec. 31, 2013, showed $7.74 million
in total assets, $14.80 million in total liabilities and a $7.06
million total stockholders' deficit.
MEGA RV: Winnebago Gets Approval to Consummate Purchase Orders
--------------------------------------------------------------
Winnebago Industries, Inc. received court approval to consummate
purchase orders made by Mega RV Corp.'s retail customers prior to
the company's bankruptcy filing.
U.S. Bankruptcy Judge Mark Wallace on August 4 approved
Winnebago's agreement with the company to lift the automatic stay
in order to consummate the purchase orders without Mega RV?s
involvement.
The agreement is "limited solely to this purpose and does not
otherwise address or resolve any issues or claims between the
parties," according to Winnebago's lawyer, Lauren Gans, Esq., at
Shenson Law Group PC, in Los Angeles, California.
Ms. Gans can be reached at:
Lauren N. Gans, Esq.
Shenson Law Group PC
1901 Avenue of the Stars, Suite 360
Los Angeles, California 90067
Tel: 310-400-5858
Email: lgans@shensonlawgroup.com
About Mega RV Corp.
Mega RV Corp. filed a Chapter 11 bankruptcy petition (Bankr. C.D.
Calif. Case No. 14-13770) on June 15, 2014. Brent McMahon signed
the petition as president. The Debtor estimated assets and
liabilities of at least $10 million. Judge Mark S Wallace
presides over the case.
Proposed counsel for the Debtor are Robert P. Goe, Esq. and
Elizabeth A. LaRocque, Esq. at Goe & Forsythe, LLP of Irvine, CA.
The U.S. Trustee for Region 16 on July 3 appointed three creditors
of Mega RV Corp. to serve on the official committee of unsecured
creditors.
MERRIMACK PHARMACEUTICALS: Incurs $18.3 Million Net Loss in Q2
--------------------------------------------------------------
Merrimack Pharmaceuticals, Inc., filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q
disclosing a net loss of $18.29 million on $27.81 million of
collaboration revenues for the three months ended June 30, 2014,
as compared with a net loss of $30.25 million on $18.45 million of
collaboration revenues for the same period last year.
For the six months ended June 30, 2014, the Company reported a net
loss of $46.04 million on $40.84 million of collaboration revenues
as compared with a net loss of $58.57 million on $33.10 million of
collaboration revenues for the same period in 2013.
As of June 30, 2014, the Company had $129.81 million in total
assets, $206.93 million in total liabilities and a $77.11 million
total stockholders' deficit.
Merrimack expects that its existing unrestricted cash and cash
equivalents and available-for-sale securities as of June 30, 2014,
anticipated interest income and remaining funding under its
license and collaboration agreement with Sanofi related to MM-121,
which will terminate effective Dec. 17, 2014, unless Merrimack
chooses to accelerate such termination date, will enable Merrimack
to fund operations into 2015.
Merrimack hosted a live conference call and webcast on August 11
at 8:00 a.m., Eastern Time, to provide an update on Merrimack's
progress as well as a summary of second quarter 2014 financial
results.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/sWgHSn
About Merrimack
Cambridge, Mass.-based Merrimack Pharmaceuticals, Inc., a
biopharmaceutical company discovering, developing and preparing to
commercialize innovative medicines consisting of novel
therapeutics paired with companion diagnostics. The Company's
initial focus is in the field of oncology. The Company has five
programs in clinical development. In it most advanced program,
the Company is conducting a pivotal Phase 3 clinical trial.
Merrimack reported a net loss of $130.68 million in 2013, a net
loss of $91.75 million in 2012 and a net loss of $79.67 million in
2011.
MGM RESORTS: Ends Second Quarter with $1.4 Billion in Cash
----------------------------------------------------------
MGM Resorts International filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q for the
period ended June 30, 2014.
The Company reported net income attributable to the Company of
$105.54 million on $2.58 billion of revenues for the three months
ended June 30, 2014, as compared with a net loss attributable to
the Company of $92.95 million on $2.48 billion of revenues for the
same period in 2013.
For the six months ended June 30, 2014, the Company reported net
income attributable to the Company of $213.70 million on $5.21
billion of revenues as compared with a net loss attributable to
the Company of $86.41 million on $4.83 billion of revenues for the
same period last year.
The Company's balance sheet at June 30, 2014, showed $25.57
billion in total asset, $17.63 billion in total liabilities and
$7.94 billion in total stockholders' equity.
The Company's cash and cash equivalents balance at June 30, 2014,
was $1.4 billion, which included $658 million at MGM China.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/71zbeu
MGM Resorts registered with the SEC 10,000,000 shares of common
stock issuable under the Company's Amended and Restated 2005
Omnibus Incentive Plan for a proposed maximum aggregate offering
price of $247.50 million. A full-text copy of the prospectus is
available for free at http://is.gd/kn3ynQ
About MGM Resorts
MGM Resorts International (NYSE: MGM) a global hospitality
company, operating a portfolio of destination resort brands
including Bellagio, MGM Grand, Mandalay Bay and The Mirage. The
Company also owns 51% of MGM China Holdings Limited, which owns
the MGM Macau resort and casino and is in the process of
developing a gaming resort in Cotai, and 50% of CityCenter in Las
Vegas, which features ARIA resort and casino. For more
information about MGM Resorts International, visit the Company's
Web site at www.mgmresorts.com.
MGM Resorts reported a net loss attributable to the Company of
$156.60 million in 2013 following a net loss attributable to the
Company of $1.76 billion in 2012.
Bankruptcy Warning
The Company stated in its 2013 Annual Report, "The agreements
governing our senior secured credit facility and other senior
indebtedness contain restrictions and limitations that could
significantly affect our ability to operate our business, as well
as significantly affect our liquidity, and therefore could
adversely affect our results of operations. Covenants governing
our senior secured credit facility and certain of our debt
securities restrict, among other things, our ability to:
* pay dividends or distributions, repurchase or issue equity,
prepay certain debt or make certain investments;
* incur additional debt;
* incur liens on assets;
* sell assets or consolidate with another company or sell all
or substantially all assets;
* enter into transactions with affiliates;
* allow certain subsidiaries to transfer assets; and
* enter into sale and lease-back transactions.
Our ability to comply with these provisions may be affected by
events beyond our control. The breach of any such covenants or
obligations not otherwise waived or cured could result in a
default under the applicable debt obligations and could trigger
acceleration of those obligations, which in turn could trigger
cross defaults under other agreements governing our long-term
indebtedness. Any default under our senior secured credit
facility or the indentures governing our other debt could
adversely affect our growth, our financial condition, our results
of operations and our ability to make payments on our debt, and
could force us to seek protection under the bankruptcy laws."
* * *
As reported by the TCR on Nov. 14, 2011, Standard & Poor's Ratings
Services raised its corporate credit rating on MGM Resorts
International to 'B-' from 'CCC+'. In March 2012, S&P revised
the outlook to positive from stable.
"The revision of our rating outlook to positive reflects strong
performance in 2011 and our expectation that MGM will continue to
benefit from the improving performance trends on the Las Vegas
Strip," S&P said.
In March 2012, Moody's Investors Service affirmed its B2 corporate
family rating and probability of default rating. The affirmation
of MGM's B2 Corporate Family Rating reflects Moody's view that
positive lodging trends in Las Vegas will continue through 2012
which will help improve MGM's leverage and coverage metrics,
albeit modestly. Additionally, the company's declaration of a $400
million dividend ($204 million to MGM) from its 51% owned Macau
joint venture due to be paid shortly will also improve the
company's liquidity profile. The ratings also consider MGM's
recent bank amendment that resulted in about 50% of its
$3.5 billion senior credit facility being extended one year from
2014 to 2015.
As reported by the TCR on Oct. 15, 2012, Fitch Ratings has
affirmed MGM Resorts International's (MGM) Issuer Default Rating
(IDR) at 'B-' and MGM Grand Paradise, S.A.'s (MGM Grand Paradise)
IDR at 'B+'.
MICROVISION INC: Incurs $3.4 Million Net Loss in Second Quarter
---------------------------------------------------------------
MicroVision, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $3.40 million on $611,000 of total revenue for the three months
ended June 30, 2014, as compared with a net loss of $3.43 million
on $1.87 million of total revenue for the same period last year.
The Company also reported a net loss of $11.41 million on $1.83
million of total revenue for the six months ended June 30, 2014,
as compared with a net loss of $7.09 million on $3.67 million of
total revenue for the same period in 2013.
The Company's balance sheet at June 30, 2014, showed $15.52
million in total assets, $4.51 million in total liabilities and
$11.01 million in total shareholders' equity.
As of June 30, 2014, backlog was $ 1.1 million and cash and cash
equivalents were $12.5 million. The cash balance includes net
proceeds of $933,000 attained under the $4.5 million At-the-Market
(ATM) equity offering agreement the company announced in June.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/GmrNMV
About Microvision Inc.
Headquartered in Redmond, Washington, MicroVision, Inc. (NASDAQ:
MVIS) is the creator of PicoP(R) display technology, an ultra-
miniature laser projection solution for mobile consumer
electronics, automotive head-up displays and other applications.
MicroVision reported a net loss of $13.17 million in 2013, as
compared with a net loss of $22.69 million in 2012.
Moss Adams LLP, in Seattle, Washington, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013. The independent auditors noted that
the Company has suffered recurring losses from operations and has
a net capital deficiency that raise substantial doubt about its
ability to continue as a going concern.
NATURAL MOLECULAR: Order Allowing Committee to Sue CEO Stands
-------------------------------------------------------------
Bankruptcy Judge Marc Barreca denied the request of Natural
Molecular Testing Corporation for reconsideration or modification
of the Court's prior Order granting the motion of the Official
Committee of Unsecurd Creditors for authority to commence lawsuit
against Beau Fessenden, the Debtor's president and CEO.
The Order dated July 7 states that the Court considered the
Motion, the opposition briefs filed by the Committee, the reply
briefs submitted by Natural Molecular, supporting and opposing
declarations and the exhibits attached thereto, including the
supplemental materials filed, and the arguments of counsel. The
Court finds and concludes that the Debtor has not established
grounds for the relief requested in the Motion based on the
Court's analysis as stated on the record.
As reported by the Troubled Company Reporter, counsel to the
Debtor, Arnold M. Willig, Esq., of Hacker & Willig Inc. PS, said
the Bankruptcy Court did not have a fair opportunity to assess the
merits of a lawsuit asserting a right to reimbursement of more
than $24 million. Based on the Committee's motion, the Court
considered whether a single colorable claim existed against Mr.
Fessenden, and whether defense of such claim would impede Mr.
Fessenden's ability to contribute to Natural Molecular's
reorganization.
Natural Molecular argued that no colorable claim exists and has
always disputed the Committee's claim that its lawsuit would in no
way hinder the company's reorganization efforts. Emboldened by
the Court's Order, the Committee has elected to pursue a lawsuit
against Mr. Fessenden of a much greater scope and magnitude than
previously described, which lawsuit will frustrate Natural
Molecular's attempts to reorganize successfully -- even more than
originally anticipated -- which seems to be exactly what some of
the Committee members wish to see. The Committee's eagerness to
evade any reasonable constraints in its pursuit of Mr. Fessenden
is already plainly evident.
Natural Molecular said the relief granted to the Committee was
overbroad in light of the Court's findings and conclusions.
According to Mr. Willig, the Committee's lawsuit asserts a number
of expansive claims, the merits of which were never considered by
the Court in its Order permitting suit. Further, the Committee,
Mr. Willig pointed out, did not address this overbreadth in its
response. Upon reconsideration, the Debtor avers that the Court
should permit the Debtor an opportunity to reorganize successfully
before permitting the Committee to launch into protracted
litigation that will only impede the goals of a Chapter 11
bankruptcy.
"As a threshold matter, Natural Molecular would like to clarify
its position on what appeared to be the Court's primary concern
during the February 14th hearing: If, at any time during the
pendency of this bankruptcy case, it becomes clear that a
preferential or fraudulent transfer, or any "unlawful"
distribution, was made to any party -- including Beau Fessenden,
the Debtor's President and Chief Executive Officer -- Natural
Molecular absolutely will investigate and pursue such claims if at
all warranted pursuant to any and all applicable facts or law.
Better still, Natural Molecular will fully discuss and make every
effort to properly resolve such claim(s) short of time-consuming
and costly litigation. Mr. Fessenden is not opposed to returning
distributions, or preserving assets, if he is legally required to
do so. It is undeniable, however, that Mr. Fessenden, personally,
continues to fund Natural Molecular's ongoing business
operations," Natural Molecular said in court papers filed in
March.
"The Committee simply did not present evidence that Natural
Molecular abused its discretion in unjustifiably refusing
immediately to bring claims against Mr. Fessenden under the facts
and circumstances at issue. Therefore, Natural Molecular
respectfully requests that its Motion be granted, the current
Order vacated, the existing adversary proceeding dismissed, and
that any order authorizing suit be held in abeyance for a period
of 120 days."
The TCR also reported that the Committee objected to the Debtor's
motion for reconsideration. Among others, the Committee said the
Debtor is unable to show manifest error by the Court or newly
discovered evidence that it was unable to present previously.
About Natural Molecular
Natural Molecular Testing Corp., which provides molecular
diagnostic-testing services, including testing for sexually
transmitted diseases and screening and counseling about cystic
fibrosis, filed a petition for Chapter 11 protection (Bankr. W.D.
Wash. Case No. 13-19298) on Oct. 21, 2013, in Seattle. Hacker
& Willig, Inc., P.S., serves as its bankruptcy counsel. The
closely held company said assets are worth more than $100 million
while debt is less than $50 million.
Gail Brehm Geiger, Acting U.S. Trustee for Region 18, appointed a
five-member Committee of Unsecured Creditors. Foster Pepper's
Jane Pearson, Esq.; Christopher M. Alston, Esq., and Terrance
Keenan, Esq., serve as the Committee's attorneys.
NAVISTAR INTERNATIONAL: Presented at Jefferies 2014 Conference
--------------------------------------------------------------
Navistar International Corporation announced that Walter G. Borst,
executive vice president and chief financial officer, discussed
business matters related to the Company during the Jefferies 2014
Industrial Conference in New York on Aug. 12.
About Navistar International
Navistar International Corporation (NYSE: NAV) --
http://www.Navistar.com/-- is a holding company whose
subsidiaries and affiliates subsidiaries produce International(R)
brand commercial and military trucks, MaxxForce(R) brand diesel
engines, IC Bus(TM) brand school and commercial buses, Monaco RV
brands of recreational vehicles, and Workhorse(R) brand chassis
for motor homes and step vans. It also is a private-label
designer and manufacturer of diesel engines for the pickup truck,
van and SUV markets. The Company also provides truck and diesel
engine parts and service. Another affiliate offers financing
services.
Navistar International reported a net loss attributable to the
Company of $898 million for the year ended Oct. 31, 2013,
following a net loss attributable to the Company of $3.01 billion
for the year ended Oct. 31, 2012. The Company's balance sheet at
April 30, 2014, showed $7.72 billion in total assets, $11.79
billion in total liabilities and a $4.07 billion total
stockholders' deficit.
* * *
In the Oct. 9, 2013, edition of the TCR, Moody's Investors Service
affirmed the ratings of Navistar International Corporation,
including the B3 Corporate Family Rating (CFR). The ratings
reflect Moody's expectation that Navistar's successful
incorporation of Cummins engines throughout its product line up
will enable the company to regain lost market share, and that
progress in addressing component failures in 2010 vintage-engines
will significantly reduce warranty expenses.
As reported by the TCR on Oct. 9, 2013, Standard & Poor's Ratings
Services lowered its long-term corporate credit rating on
Illinois-based truckmaker Navistar International Corp. (NAV) to
'CCC+' from 'B-'. "The rating downgrades reflect our increased
skepticism regarding NAV's prospects for achieving the market
shares it needs for a successful business turnaround," said credit
analyst Sol Samson.
In January 2013, Fitch Ratings affirmed the Issuer Default Ratings
(IDR) for Navistar International Corporation and Navistar
Financial Corporation at 'CCC' and removed the Negative Outlook on
the ratings. The removal reflects Fitch's view that immediate
concerns about liquidity have lessened, although liquidity remains
an important rating consideration as NAV implements its selective
catalytic reduction (SCR) engine strategy. Other rating concerns
are already incorporated in the 'CCC' rating.
NEWLEAD HOLDINGS: Says Ironridge Attempts to Force Fund Note
------------------------------------------------------------
NewLead Holdings Ltd. disclosed in a regulatory filing with the
U.S. Securities and Exchange Commission that it received a request
from John Kirkland purporting to act on behalf of Ironridge Global
IV, Ltd., requesting wire instructions to enable Ironridge to
provide payment under a previously issued promissory note, despite
NewLead's repeatedly stated good faith belief that such
documentation with Ironridge is void and is the subject of a
pending arbitration. NewLead has repeatedly confirmed its view
that even if the promissory note was not void, it is not currently
due and owing and is not a current obligation of Ironridge to pay.
NewLead views the Kirkland e-mail as an effort to provide forced
funding under the promissory note which could only occur if
Ironridge unilaterally waives a number of conditions under the
note.
According to NewLead, Ironridge previously, in early July 2014,
force funded another promissory note, which Ironridge was also not
obligated to pay at that time since it had to unilaterally waive
various provisions in the promissory note which made the note not
due and owing, so Ironridge had no obligation to pay the
promissory note, even assuming the validity of the documentation.
The forced funds were immediately returned in light of NewLead's
belief and the existence of the arbitration and, despite the
immediate return of the funds, "Ironridge used the opportunity to
convert the related preferred shares and abuse the irrevocable
instruction letter to force the transfer agent to issue NewLead
common shares to Ironridge". Ironridge continues to convert on
the force funded promissory note, that may not be deemed paid and
for which funds have been returned.
Starting at the time of the arbitration in May 2014, NewLead has
repeatedly stated to Ironridge that until the resolution of the
arbitration, NewLead had no desire to receive, nor intends to
accept, any further funds from Ironridge, yet Ironridge continues
to waive a number of conditions on its promissory notes and
attempt to force fund in order to be able to convert preferred
shares, in order to immediately sell the underlying common shares.
In addition, NewLead has questioned the authority of those
purporting to act on behalf of Ironridge and requested additional
assurances that Ironridge is, in fact, complying with corporate
formalities and SEC filings. Specifically, it has come to the
attention of NewLead that with respect to Ironridge Global
Partners LLC, the sole shareholder of Ironridge, four of the
principals of such sole shareholder, John Kirkland, Brendan
O'Neil, Richard Kreger and Keith Coulston, have now removed
references of themselves from the Ironridge Global Partners
website and based on changes in social media appear to have ended
their affiliation with Ironridge Global Partners. NewLead said
despite requests for confirmation, Ironridge has not provided
satisfactory proof to NewLead that any of the principals of the
sole shareholder are authorized to act on behalf of Ironridge. In
this respect, another individual, David Sims, who is believed to
be a director of Ironridge, is now also included on the various
correspondence despite NewLead never having had any discussions
with David Sims.
About NewLead Holdings Ltd.
Based in Athina, Greece, NewLead Holdings Ltd. --
http://www.newleadholdings.com/-- is an international, vertically
integrated shipping company that owns and manages product tankers
and dry bulk vessels. NewLead currently controls 22 vessels,
including six double-hull product tankers and 16 dry bulk vessels
of which two are newbuildings. NewLead's common shares are traded
under the symbol "NEWL" on the NASDAQ Global Select Market.
NewLead Holdings reported a net loss of $158.22 million on $7.34
million of operating revenues for the year ended Dec. 31, 2013, as
compared with a net loss of $403.92 million on $8.92 million of
operating revenues in 2012. The Company's balance sheet at
Dec. 31, 2013, showed $151.33 million in total assets, $292.68
million in total liabilities and a $141.34 million total
shareholders' deficit.
EisnerAmper LLP, in New York, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013. The independent auditors noted that
the Company has incurred a net loss, negative operating cash
flows, a working capital deficiency, and shareholders' deficiency
and has defaulted under its credit facility agreements. Those
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
NII HOLDINGS: Reports Financial Results for Second Quarter 2014
---------------------------------------------------------------
NII Holdings, Inc. on Aug. 11 announced its consolidated financial
results for the second quarter of 2014. The Company reported a
net loss of 77,000 subscribers for the quarter, bringing its
quarter-end subscriber base to 9.4 million, a 6 percent decrease
from a year ago. Financial results for the second quarter include
consolidated operating revenues of $969 million, a 23 percent
decrease compared to the second quarter of 2013; consolidated
adjusted OIBDA loss, which excludes the impact of non-cash asset
impairments, restructuring charges and other unusual items, of
$137 million; and a consolidated operating loss of $504 million.
For the second quarter of 2014, the Company generated a net loss
from continuing operations of $629 million, or $3.65 per basic
share. Capital expenditures were $123 million for the quarter.
"Despite the actions we've taken to improve our operational
performance, we have fallen short in our efforts, leaving the
Company with a liquidity position that is not sufficient to
support the business," said Steve Shindler, NII Holdings' chief
executive officer. "Our subscriber base in Brazil continued to
grow during the second quarter overcoming a market slowdown during
the World Cup and higher iDEN churn. While our subscriber losses
in Mexico were lower than last quarter, we are still short of
where we need to be in that market. We will continue to take
actions to improve our results in Mexico including the
optimization of our distribution channels and the staging of our
3G services to more effectively attract new customers. We are
excited that Salvador Alvarez has joined our team as President of
Nextel Mexico as we work to return to subscriber growth. However,
with our current liquidity position and the cash demands on our
business, these ongoing initiatives will not be sufficient to
allow the Company to continue to operate unless we are able to
restructure our debt obligations, find a strategic solution or
some combination of those approaches. As a result, we will need
to make some key decisions in the short term to address our
liquidity situation in an effort to secure the best possible path
forward for our stakeholders."
NII Holdings' consolidated average monthly service revenue per
subscriber (ARPU) was $28 for the second quarter of 2014, down
from $36 in the same quarter last year. The Company also reported
consolidated average monthly churn of 3.39 percent for the period,
compared to 2.67 percent in the second quarter of 2013.
Consolidated cost per gross add (CPGA) was $296 for the second
quarter of 2014, a $20 increase from the year ago period.
The Company ended the second quarter with $5.8 billion in total
debt and $1.0 billion in consolidated cash, restricted cash, and
investments, resulting in $4.8 billion of net debt.
"While we have seen progress on some operational metrics, our
financial performance continues to reflect the impact of the
deterioration in our revenue base," said Juan Figuereo, NII
Holdings' executive vice president and chief financial officer.
"We have put plans in place to stabilize our revenues and improve
our profitability, and we are taking more aggressive actions to
reduce our costs and balance our investments in growth against the
increasing pressure on our liquidity. We also continue to work
with our advisors to identify and evaluate potential strategic
transactions and have engaged in a series of productive
discussions with holders of various series of our senior notes
regarding a potential consensual restructuring of our balance
sheet."
As a result of the Company's financial performance in combination
with the potential impact of its inability to satisfy certain
financial covenants under our existing debt obligations, the
Company will likely find it necessary to file a voluntary petition
for relief under Chapter 11 of the Bankruptcy Code in order to
implement a restructuring of its obligations on a stand-alone
basis or in conjunction with one or more potential strategic
transactions as disclosed in greater detail in the Company's
Quarterly Report on Form 10-Q for the second quarter that was
filed with the Securities and Exchange Commission.
In addition, due to the Company's ongoing review of its strategic
and restructuring options, the Company will not host a financial
results conference call this quarter.
About NII Holdings
With headquarters in Reston, Virginia, NII Holdings is an
international wireless operator with more than 7 million largely
post-pay, business subscribers.
* * *
As reported by the TCR on March 5, 2014, Standard & Poor's Ratings
Services lowered its corporate credit rating on Reston, Va.-based
wireless carrier NII Holdings Inc. (NII) to 'CCC' from 'CCC+'.
"The downgrade follows the company's poor fourth-quarter 2013
results that were below our expectations, and its disclosure that
its auditors have uncertainty about the company's ability to
continue as a going concern," said Standard & Poor's credit
analyst Allyn Arden.
The TCR also reported on March 5, 2014, that Moody's Investors
Service downgraded the corporate family rating (CFR) of NII
Holdings Inc. ("NII" or "the company") to Caa1 from B3. The
downgrade reflects the company's poor 2013 operating performance
and the risk that the company will violate the covenants governing
its Mexican and Brazilian subsidiary debt, which could trigger an
event of default for up to $4.4 billion of debt issued by
intermediate holding companies NII Capital Corp. and NII
International Telecom S.C.A.
NII HOLDINGS: S&P Cuts Corp Credit Rating 'CC' on Tight Liquidity
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered the corporate credit
rating on Reston, Va.-based wireless carrier NII Holdings Inc. to
'CC' from 'CCC'. The outlook is negative.
At the same time, S&P lowered the ratings on subsidiary NII
International Telecoms S.C.A's senior unsecured notes to 'C' from
'CCC-'and on NII Capital Corp.'s senior unsecured debt to 'C' from
'CC'. The recovery rating on NII International Telecoms' notes
remains '5', indicating S&P's expectation that lenders would
receive a modest (10% to 30%) recovery in the event of a payment
default. The recovery rating on NII Capital Corp.'s notes remains
'6', indicating S&P's expectation that lenders would receive a
negligible (0% to 10%) recovery in the event of a payment default.
"The downgrade reflects the company's recent announcement that its
current liquidity position is not sufficient to support the
business and that it will likely file for Chapter 11 bankruptcy
protection, at which time we will lower all ratings to 'D'," said
Standard & Poor's credit analyst Catherine Cosentino.
NII's liquidity has been pressured due to ongoing subscriber
losses and lower average revenue per user (ARPU). The company has
been plagued by delays in upgrading its network and intense
competitive pressures from other wireless carriers, which has hurt
its liquidity. NII was not in compliance with its financial
covenants under its bank and vendor facilities in Brazil and
vendor facility in Mexico, although it did receive a waiver to the
vendor facilities financial covenants for the June 30, 2014
measurement date.
NII has an interest payment due Aug. 15, 2014, on about $2.4
billion of existing notes, which S&P does not expect it to meet.
NPS PHARMACEUTICALS: Reports $2 Million Net Income in Q2
--------------------------------------------------------
NPS Pharmaceuticals, Inc., reported net income of $1.99 million on
$56.12 million of total revenues for the three months ended
June 30, 2014, compared to a net loss of $12.38 million on $36.50
million of total revenues for the same period in 2013.
For the six months ended June 30, 2014, the Company reported a net
loss of $4.58 million on $100.16 million of total revenues as
compared with a net loss of $20.18 million on $61.93 million of
total revenues for the same period last year.
The Company's balance sheet at June 30, 2014, showed $286.96
million in total assets, $157.96 million in total liabilities and
$129 million in total stockholders' equity.
"Our gastrointestinal rare disease franchise continues to flourish
with the success of Gattex in the U.S., including the expansion of
our label to include long-term data from the STEPS 2 study," said
Francois Nader, MD, president and chief executive officer of NPS
Pharma. "Internationally, we are pleased with the progress we are
making toward the commercialization of Revestive in key EU
markets, and the execution of our development strategy in Japan."
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/1N6Kn5
About NPS Pharmaceuticals
Based in Bedminster, New Jersey, NPS Pharmaceuticals Inc. (Nasdaq:
NPSP) -- http://www.npsp.com/-- is developing new treatment
options for patients with rare gastrointestinal and endocrine
disorders.
NPS Pharmaceuticals reported a net loss of $13.50 million in 2013,
a net loss of $18.73 million in 2012 and a net loss of $36.26
million in 2011.
NUBISIO INC: Meeting to Form Creditors' Panel Set for Aug. 18
-------------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on August 18, 2014, at 1:30 p.m. in
the bankruptcy case of Nubisio Incorporated. The meeting will be
held at:
J. Caleb Boggs Federal Building
844 King St., Room 5209
Wilmington, DE 19801
The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.
The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code. A representative
of the Debtor, however, may attend the Organizational Meeting, and
provide background information regarding the bankruptcy cases.
To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States
Trustee appoint a committee of unsecured creditors as soon as
practicable. The Committee ordinarily consists of the persons,
willing to serve, that hold the seven largest unsecured claims
against the debtor of the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee
may consult with the debtor, investigate the debtor and its
business operations and participate in the formulation of a plan
of reorganization. The Committee may also perform other services
as are in the interests of the unsecured creditors whom it
represents.
Nubisio Incorporated filed a Chapter 11 petition (Bankr. Del. Case
No. 14-11881) on Aug. 6, 2014 in Delaware. Ronald S. Gellert,
Esq., of Gellert Scali Busenkell & Brown, LLC, at Wilmington,
Delaware, serves as counsel to the Debtor. The Debtor estimated up
to $ 10 million in assets and up to $10 million in liabilities.
OSAGE EXPLORATION: Gregory Holcombe Named to Board of Directors
---------------------------------------------------------------
Mr. Gregory Holcombe became a member of the Board of Directors of
Osage Exploration and Development, Inc., on Aug. 1, 2014.
Mr. Holcombe currently serves on the Board of Directors at Hudson
Valley Bank, a publicly-traded $3 billion bank located in
Westchester County, New York, where he is on the Loan and
Oversight Committees. Mr. Holcombe has been a member of the Board
of Directors at Hudson Valley Bank since 1999. Mr. Holcombe
graduated from Tulane University in 1983 with a BS in Latin
American Studies and International Marketing.
About Osage Exploration
Based in San Diego, California with production offices in Oklahoma
City, Oklahoma, and executive offices in Bogota, Colombia, Osage
Exploration and Development, Inc. (OTC BB: OEDV) --
http://www.osageexploration.com/-- is an independent exploration
and production company with interests in oil and gas wells and
prospects in the US and Colombia.
Osage Exploration reported net income of $3.85 million on $8.02
million of total operating revenues for the year ended Dec. 31,
2013, as compared with a net loss of $516,706 on $2.26 million of
total operating revenues for the year ended Dec. 31, 2012.
Mayer Hoffman McCann P.C., in San Diego, California, 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 recurring losses from
operations and, as of December 31, 2013, has current liabilities
significantly in excess of current assets. These conditions,
among other things, raise substantial doubt about its ability to
continue as a going concern.
The Company's balance sheet at March 31, 2014, showed $41.27
million in total assets, $23.43 million in total liabilities and
$17.83 million in total stockholders' equity.
Bankruptcy Warning
"The Company's operating plans require additional funds which may
take the form of debt or equity financings. The Company's ability
to continue as a going concern is in substantial doubt and is
dependent upon achieving profitable operations and obtaining
additional financing. There is no assurance additional funds will
be available on acceptable terms or at all. In the event we are
unable to continue as a going concern, we may elect or be required
to seek protection from our creditors by filing a voluntary
petition in bankruptcy or may be subject to an involuntary
petition in bankruptcy," the Company said in its quarterly report
for the period ended March 31, 2014.
PACIFIC GOLD: Hires KLJ & Associates as New Accounting Firm
-----------------------------------------------------------
Silberstein Ungar, PLLC, notified Pacific Gold Corp. that its
principals joined the accounting firm of KLJ & Associates, LLP.
As a result of the transaction, on July 29, 2014, the Former
Accountant resigned as the Company's independent registered public
accounting firm and the Company engaged KLJ & Associates, LLP, as
the Company's independent registered public accounting firm. The
engagement of the New Accountant was approved by the Company's
Board of Directors.
The Former Accountant's audit reports on the financial statements
of the Company for the fiscal years ended Dec. 31, 2013, and 2012
contained no adverse opinion or disclaimer of opinion, nor were
they qualified or modified as to uncertainty, audit scope or
accounting principles, except that the audited financial
statements contained in the Company's Annual Reports on Form 10-K
for the fiscal years ended Dec. 31, 2012, and Dec. 31, 2013,
contained a going concern qualification. During the fiscal years
ended Dec. 31, 2013, and 2012, and through the interim period
ended June 30, 2014, there were no "disagreements" with the Former
Accountant on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedures.
During the fiscal years ended Dec. 31, 2013, and 2012, and through
the interim period ended July 31, 2014, there were the following
"reportable events: (as such term is defined in Item 304 of
Regulation S-K). As disclosed in Part I, Item 4 of the Company's
Form 10-Q for the quarterly period ended March 31, 2014, the
Company's management determined that the Company's internal
controls over financial reporting were not effective as of the end
of that period due to the existence of material weaknesses related
to the following:
(i) inadequate segregation of duties and effective risk
assessment; and
(ii) insufficient written policies and procedures for
accounting and financial reporting with respect to the
requirements and application of both US GAAP and SEC
guidelines.
These material weaknesses have not been remediated as of Aug. 5,
2014.
The Company said that prior to retaining the New Accountant, it
did not consult with the New Accountant.
About Pacific Gold
Las Vegas, Nev.-based Pacific Gold Corp. is engaged in the
identification, acquisition, and development of prospects believed
to have gold mineralization. Pacific Gold through its
subsidiaries currently owns claims, property and leases in Nevada
and Colorado.
Pacific Gold reported a net loss of $463,422 in 2013 following a
net loss of $16.62 million in 2012. The Company's balance sheet
at March 31, 2014, showed $1.68 million in total assets, $4
million in total liabilities and a $2.32 million total
stockholders' deficit.
Silberstein Ungar, PLLC, 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 losses from operations, has negative working capital, and
is in need of additional capital to grow its operations so that it
can become profitable. These factors raise substantial doubt
about the Company's ability to continue as a going concern.
PACIFIC THOMAS: Sept. 11 Hearing on Disclosure Statement
--------------------------------------------------------
U.S. Bankruptcy Judge M. Elaine Hammond is set to hold a hearing
on Sept. 11 to consider approval of Pacific Thomas Corp.'s latest
outline of its proposed plan to exit Chapter 11 protection.
Pacific Thomas on August 5 filed a revised disclosure statement,
which contains additional information about how the company would
get its funding for its restructuring plan.
Creditors of the company previously filed objections in which they
expressed doubt over the feasibility of the plan, saying the
company didn't have enough funds to implement the plan.
In the latest outline, Pacific Thomas estimated that it will have
about $14.47 million cash on hand when it officially exits
bankruptcy protection.
The company will get the funds from the proceeds of Eagle Group
Finance's $14.24 million refinance loan, and $229,912 from its
debtor-in-possession accounts.
About $9.4 million of the money will be used to pay some of the
company's secured creditors, including Summit Bank. Pacific
Thomas will also use the funds to pay administrative claims
aggregating about $1.185 million, according to the latest outline.
In the previous version of Pacific Thomas' disclosure statement
filed in December last year, the company estimated that it would
have $850,000 to $1.35 million cash on hand when it exits
bankruptcy, and about $6.53 million, which it said, would come
from the proceeds of Thorofare Capital's refinance loan. Judge
Hammond denied approval of the disclosure statement in mid-
January.
Treatment of Claims
Pacific Thomas' latest disclosure statement also revealed how
claims are classified under the proposed plan and how they will be
treated.
The company's largest secured creditor Summit Bank, which holds an
$8.5 million claim, will receive a down-payment of $8 million on
the effective date of the plan even if the appraised value of the
bank's collateral is less than this amount. Pacific Thomas will
pay the remaining balance at 5% fixed interest rate from the
effective date through 60 equal monthly payments.
Matlock Law Group, P.C., the company's legal counsel, said it will
seek a court order prior to confirmation of the plan determining
the value of Summit Bank's collateral.
Another secured creditor, Bank of the West, will be paid in full.
The bank holds $3.18 million claim against the company.
Meanwhile, general unsecured claims of trade creditors, excluding
those with bifurcated claims, will be paid in full. These
creditors will receive a single payment on the effective date.
Unsecured creditors with bifurcated claims will recover 100% of
their claims, payable in 60 equal monthly installments. ,
Insiders with general unsecured claims won't receive payments for
their claims. Insiders shall have their existing shares in
Pacific Thomas cancelled and new shares issued in the reorganized
company conditional to paying off Eagle's loan. Additional new
shares may also be issued to insiders in exchange for a further
new value investment.
A full-text copy of Pacific Thomas' fifth amended disclosure
statement is available for free at http://is.gd/dwiAAB
The deadline for filing objections to the disclosure statement is
Sept. 4.
About Pacific Thomas Corp.
Walnut Creek, California, Pacific Thomas Corporation filed a
Chapter 11 petition (Bankr. N.D. Cal. Case No. 12-46534) in
Oakland on Aug. 6, 2012, estimating in excess of $10 million in
assets and liabilities.
The Debtor is related to Pacific Thomas Capital, which specializes
in real estate services, focusing on the investment, ownership and
development of commercial real estate properties, according to
http://www.pacificthomas.com/ Real estate activities has spanned
throughout the Hawaiian Islands as well as U.S. West Coast
locations in California, Nevada, Arizona and Utah. Hawaii based
activities are managed under the name Thomas Capital Investments.
Bankruptcy Judge M. Elaine Hammond presides over the case. Anne-
Leith Matlock, Esq., at Matlock Law Group, P.C., serves as general
counsel. The petition was signed by Jill V. Worsley, COO,
secretary. Kyle Everett was named Chapter 11 trustee of the
Debtor. Craig C. Chiang, Esq., at Buchalter Nemer, P.C., in San
Francisco, Calif., represents the Chapter 11 trustee as counsel.
In its schedules, the Debtor disclosed $19,960,679 in assets and
$16,482,475 in liabilities as of the petition date.
In January 2014, Judge Hammond entered an order holding that
Pacific Thomas Corp.'s Fourth Amended Disclosure Statement, filed
on Dec. 31, 2013, is not approved for the reasons stated on the
record at the Jan. 16 hearing. Pursuant to the Plan, the Debtor
proposes to avail of a loan from Thorofare Capital to pay off some
secured claims. The new loan would be refinanced by the
reorganized company before the loan terms expires. If the
reorganized company fails to do so, the safe storage parcels of
the Pacific Thomas properties will be sold.
PACIFIC THOMAS: PMF Wants Stay Lifted to Foreclose Trust Deeds
--------------------------------------------------------------
Private Mortgage Fund LLC asked the U.S. Bankruptcy Court for the
Northern District of California to lift the automatic stay so that
it can foreclose on its first deeds of trust encumbering a real
property in Oakland, California.
The company has already obtained relief from stay to file its
notice of default to begin the foreclosure proceedings. However,
a court order issued on April 28 requires Private Mortgage to seek
court approval to file a notice of sale.
Private Mortgage is entitled to relief from stay given that the
company is "under-secured" by the property, according to its
lawyer, Scott Gizer, Esq., at Early Sullivan Wright Gizer & McRae
LLP, in Los Angeles, California. He further said that the
property is not also necessary to Pacific Thomas Corp.'s
restructuring plan.
The court will hold a hearing on August 22 to consider the
request.
Mr. Gizer can be reached at:
Scott Gizer, Esq.
Early Sullivan Wright Gizer & McRae LLP
6420 Wilshire Boulevard, 17th Floor
Los Angeles, California 90048
Tel: (323) 301-4660
Fax: (323) 301-4676
Email: sgizer@earlysullivan.com
About Pacific Thomas Corp.
Walnut Creek, California, Pacific Thomas Corporation filed a
Chapter 11 petition (Bankr. N.D. Cal. Case No. 12-46534) in
Oakland on Aug. 6, 2012, estimating in excess of $10 million in
assets and liabilities.
The Debtor is related to Pacific Thomas Capital, which specializes
in real estate services, focusing on the investment, ownership and
development of commercial real estate properties, according to
http://www.pacificthomas.com/ Real estate activities has spanned
throughout the Hawaiian Islands as well as U.S. West Coast
locations in California, Nevada, Arizona and Utah. Hawaii based
activities are managed under the name Thomas Capital Investments.
Bankruptcy Judge M. Elaine Hammond presides over the case. Anne-
Leith Matlock, Esq., at Matlock Law Group, P.C., serves as general
counsel. The petition was signed by Jill V. Worsley, COO,
secretary. Kyle Everett was named Chapter 11 trustee of the
Debtor. Craig C. Chiang, Esq., at Buchalter Nemer, P.C., in San
Francisco, Calif., represents the Chapter 11 trustee as counsel.
In its schedules, the Debtor disclosed $19,960,679 in assets and
$16,482,475 in liabilities as of the petition date.
In January 2014, Judge Hammond entered an order holding that
Pacific Thomas Corp.'s Fourth Amended Disclosure Statement, filed
on Dec. 31, 2013, is not approved for the reasons stated on the
record at the Jan. 16 hearing. Pursuant to the Plan, the Debtor
proposes to avail of a loan from Thorofare Capital to pay off some
secured claims. The new loan would be refinanced by the
reorganized company before the loan terms expires. If the
reorganized company fails to do so, the safe storage parcels of
the Pacific Thomas properties will be sold.
PACIFIC THOMAS: BNY Allowed to Foreclose on Santa Clarita Property
------------------------------------------------------------------
U.S. Bankruptcy Judge M. Elaine Hammond lifted the automatic stay
to allow The Bank of New York Mellon Trust Company, N.A. to
foreclose on and obtain possession of Pacific Thomas Corp.'s real
property located at 26457 Emerald Dove Drive, in Santa Clarita,
California.
Bank of New York had claimed that Pacific Thomas' bankruptcy
was used as part of a scheme by loan borrowers to defraud the bank
by transferring factionalized interests in the property to the
company in an attempt to obtain the benefit of the automatic stay.
About Pacific Thomas Corp.
Walnut Creek, California, Pacific Thomas Corporation filed a
Chapter 11 petition (Bankr. N.D. Cal. Case No. 12-46534) in
Oakland on Aug. 6, 2012, estimating in excess of $10 million in
assets and liabilities.
The Debtor is related to Pacific Thomas Capital, which specializes
in real estate services, focusing on the investment, ownership and
development of commercial real estate properties, according to
http://www.pacificthomas.com/ Real estate activities has spanned
throughout the Hawaiian Islands as well as U.S. West Coast
locations in California, Nevada, Arizona and Utah. Hawaii based
activities are managed under the name Thomas Capital Investments.
Bankruptcy Judge M. Elaine Hammond presides over the case. Anne-
Leith Matlock, Esq., at Matlock Law Group, P.C., serves as general
counsel. The petition was signed by Jill V. Worsley, COO,
secretary. Kyle Everett was named Chapter 11 trustee of the
Debtor. Craig C. Chiang, Esq., at Buchalter Nemer, P.C., in San
Francisco, Calif., represents the Chapter 11 trustee as counsel.
In its schedules, the Debtor disclosed $19,960,679 in assets and
$16,482,475 in liabilities as of the petition date.
In January 2014, Judge Hammond entered an order holding that
Pacific Thomas Corp.'s Fourth Amended Disclosure Statement, filed
on Dec. 31, 2013, is not approved for the reasons stated on the
record at the Jan. 16 hearing. Pursuant to the Plan, the Debtor
proposes to avail of a loan from Thorofare Capital to pay off some
secured claims. The new loan would be refinanced by the
reorganized company before the loan terms expires. If the
reorganized company fails to do so, the safe storage parcels of
the Pacific Thomas properties will be sold.
PACIFIC THOMAS: Nationstar Allowed to Foreclose on Tucson Property
------------------------------------------------------------------
U.S. Bankruptcy Judge M. Elaine Hammond lifted the automatic stay
to allow Nationstar Mortgage LLC to enforce its interests in a
real property located at 4375 West Camino De Venias, in Tucson,
Arizona.
Nationstar had alleged that Pacific Thomas Corp.'s bankruptcy
filing is part of a scheme to defraud creditors that involved the
transfer of ownership of the property without its consent or court
approval. Nationstar also said the company does not claim an
interest in the property in its schedules of assets and
liabilities.
About Pacific Thomas Corp.
Walnut Creek, California, Pacific Thomas Corporation filed a
Chapter 11 petition (Bankr. N.D. Cal. Case No. 12-46534) in
Oakland on Aug. 6, 2012, estimating in excess of $10 million in
assets and liabilities.
The Debtor is related to Pacific Thomas Capital, which specializes
in real estate services, focusing on the investment, ownership and
development of commercial real estate properties, according to
http://www.pacificthomas.com/ Real estate activities has spanned
throughout the Hawaiian Islands as well as U.S. West Coast
locations in California, Nevada, Arizona and Utah. Hawaii based
activities are managed under the name Thomas Capital Investments.
Bankruptcy Judge M. Elaine Hammond presides over the case. Anne-
Leith Matlock, Esq., at Matlock Law Group, P.C., serves as general
counsel. The petition was signed by Jill V. Worsley, COO,
secretary. Kyle Everett was named Chapter 11 trustee of the
Debtor. Craig C. Chiang, Esq., at Buchalter Nemer, P.C., in San
Francisco, Calif., represents the Chapter 11 trustee as counsel.
In its schedules, the Debtor disclosed $19,960,679 in assets and
$16,482,475 in liabilities as of the petition date.
In January 2014, Judge Hammond entered an order holding that
Pacific Thomas Corp.'s Fourth Amended Disclosure Statement, filed
on Dec. 31, 2013, is not approved for the reasons stated on the
record at the Jan. 16 hearing. Pursuant to the Plan, the Debtor
proposes to avail of a loan from Thorofare Capital to pay off some
secured claims. The new loan would be refinanced by the
reorganized company before the loan terms expires. If the
reorganized company fails to do so, the safe storage parcels of
the Pacific Thomas properties will be sold.
PETRON ENERGY: Incurs $4.3 Million Net Loss in Second Quarter
-------------------------------------------------------------
Petron Energy II, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $4.32 million on $33,201 of oil and gas sales for
the three months ended June 30, 2014, as compared with a net loss
of $1.32 million on $20,760 of oil and gas sales for the same
period in 2013.
The Company also reported a net loss of $6.57 million on $111,527
of oil and gas sales for the six months ended June 30, 2014, as
compared with a net loss of $1.70 million on $127,634 of oil and
gas asles for the same period last year.
The Company's balance sheet at June 30, 2014, showed $3.38 million
in total assets, $5.39 million in total liabilities and a $2.01
million total stockholders' deficit.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/XG0XC5
About Petron Energy
Dallas-based Petron Energy II, Inc., is engaged primarily in the
acquisition, development, production, exploration for and the sale
of oil, gas and gas liquids in the United States. As of Dec. 31,
2011, the Company is operating in the states of Texas and
Oklahoma. In addition, the Company operates two gas gathering
systems located in Tulsa, Wagoner, Rogers and Mayes counties of
Oklahoma. The pipeline consists of approximately 132 miles of
steel and poly pipe, a gas processing plant and other ancillary
equipment. The Company sells its oil and gas products primarily
to a domestic pipeline and to another oil company.
Petron Energy reported a net loss of $4.30 million in 2013
following a net loss of $8.32 million in 2012.
KWCO, PC, in Odessa, TX, 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
significant operating losses since inception raise substantial
doubt about its ability to continue as a going concern.
PHOENIX PAYMENT: Aug. 26 Hearing on NAB-Led Auction Set
-------------------------------------------------------
Phoenix Payment Systems, Inc., is seeking bankruptcy court
approval at a hearing Aug. 26, 2014, of proposed procedures where
EPX Acquisition Company, LLC, an affiliate of North American
Bancard, LLC, will purchase the assets for $50 million in cash,
absent higher and better offers.
As a result of a robust and multi-staged pre-petition marketing
process conducted by investment banker Raymond James & Associates,
Inc., the proposed purchase price under the stalking horse
agreement with NAB is 3.5 times greater than the preliminary
indication received late in 2013 from the very same bidder.
According to the Debtor, NAB's $50 million purchase offer is
sufficient to pay all undisputed creditors in full and still
leaves a substantial recovery for the Debtor's equity security
holders.
NAB's agreement to purchase the assets requires a closing of the
sale by Oct. 31, 2014. Consistent with the requirements, the
Debtor proposes this timeline for conducting an "open and fair"
sale process:
Event Deadline
----- --------
Bidding Procedures Hearing On or about Aug. 26, 2014
Proposed Bid Deadline On or about Sep. 12, 2014
Auction On or about Sep. 18, 2014
Sale Hearing On or about Sep. 23, 2014
In the absence of a sale transaction conducted in accordance with
the proposed timeline, the Debtor says it may lose its sponsor
bank, face deterioration in the value of the business and be
unable to continue operations.
In the event NAB is outbid at the auction, the Debtor proposes to
pay the stalking-horse bidder a break-up fee of $1,500,000 (equal
to 3 percent of $50,000,000) and expense reimbursement of up to
$500,000.
The proposed sale order provides that, upon the closing (or as
soon as practicable thereafter), $2,000,000 of the cash proceeds
from the sale will be used by the Debtor to pay down amounts that
the Debtor owes to Bancorp Bank arising prior to the Petition
Date.
First Day Motions
Aside from the sale motion, the Debtor on the Petition Date filed
motions to, among other things:
-- maintain its existing cash management system;
-- pay prepetition workforce obligations;
-- prohibit utilities from discontinuing service;
-- pay critical trade vendor claims;
-- access DIP financing;
-- reject a contract with John T. Losier.
The Debtor also filed an application to hire a claims and noticing
agent.
The Debtor proposes to pay up to $350,000 for prepetition claims
of critical vendors and service providers in order to avoid
interruption in the Debtor's ability to process transactions for
customers.
The Debtor says that the DIP facility from Bancorp of up to
$5,000,000 and the use of the Bancorp's cash collateral will allow
it to continue to operate in the ordinary course of business and
allow it to move promptly forward with the sale. The DIP facility
will mature in 90 days after the Petition Date. The loan will
bear interest at the prime rate plus 2 percent. The Debtor is
required to comply with these milestones:
-- entry of the bid procedures order within 25 days after the
Petition Date;
-- an auction no later than 60 days after the Petition Date;
-- an order approving the sale no later than 65 days after the
Petition Date; and
-- closing of the sale no later than 90 days after the
Petition Date.
A copy of the affidavit in support of the first-day motions is
available for free at:
http://bankrupt.com/misc/Phoenix_PS_1st_Day_Affidavit.pdf
About Phoenix Payment
Founded in 2004, Phoenix Payment Systems, Inc., aka Electronic
Payment Systems, aka EPX, is an international payment processor
with corporate headquarters in Wilmington, Delaware, and
technology headquarters in Phoenix, Arizona. It provides
acceptance, processing, support, authorization and settlement
services for credit card, debit card and e-check payments.
Providing processing services at more than 8,700 locations
worldwide, PPS processed, in multiple currencies, 280 million
transactions in 2013 and expects to process 400 million in 2014.
Phoenix Payment Systems sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Case No. 14-11848) on Aug. 4,
2014, to quickly sell its assets.
As of the Petition Date, the Debtor had total outstanding
liabilities and other obligations of $16.6 million and 9.8 million
shares of outstanding preferred and common stock. Debt to secured
creditor The Bancorp Bank is estimated at $6.2 million.
Judge Mary F. Walrath presides over the case.
The Debtor's attorneys are Richard J. Bernard, Esq., at Foley &
Lardner LLP, in New York; and Mark D. Collins, Esq., Russell
Siberglied, Esq., Zachary I Shapiro, Esq., and Marisa A.
Terranova, Esq., at Richards Layton & Finger, P.A., in Wilmington,
Delaware. The Debtor's banker and financial advisor is Raymond
James & Associates, Inc., while Bederson, LLC, is the Debtor's
accountant. PMCM, LLC, provides advisory services and executive
leadership to the Debtor. The Debtor's claims and noticing agent
is Omni Management Group, LLC.
PHOENIX PAYMENT: Rejecting John Losier's $24K-Per-Year Contract
---------------------------------------------------------------
Phoenix Payment Systems, Inc., is seeking approval from the
bankruptcy court to reject, nunc pro tunc to the date of its
bankruptcy filing, a letter agreement with John T. Losier.
The contract, which the parties signed on March 28, 2005,
provides, in part, that Losier be employed by the Debtor on a
part-time basis in exchange for a base salary at the rate of
$24,000 per year. The Debtor no longer requires the services of
Mr. Losier -- indeed, while the Debtor has been paying Losier as
the Contract obligates, Mr. Losier in fact has not worked for the
Debtor in any capacity for several years. Accordingly, the
business judgment of the Debtor is that the contract should be
rejected.
The contract further provides that Mr. Losier's part-time
employment will terminate on the closing date of a "Change in
Control. The contract defines a "Change in Control" as either the
consummation of a merger or a consolidation of the Debtor with or
into another entity or the dissolution, liquidation or winding up
of the Debtor. The Debtor submits that the sale contemplated by
the sale motion constitutes a "Change of Control". Accordingly,
the Debtor believes that the Contract will terminate by its own
terms on the closing date of the sale, if the sale is approved by
the bankruptcy court.
A hearing is slated for Sept. 3, 2014, at 11:30 a.m. (EDT).
Objections are due Aug. 18 at 4:00 p.m. (EDT).
About Phoenix Payment
Founded in 2004, Phoenix Payment Systems, Inc., aka Electronic
Payment Systems, aka EPX, is an international payment processor
with corporate headquarters in Wilmington, Delaware, and
technology headquarters in Phoenix, Arizona. It provides
acceptance, processing, support, authorization and settlement
services for credit card, debit card and e-check payments.
Providing processing services at more than 8,700 locations
worldwide, PPS processed, in multiple currencies, 280 million
transactions in 2013 and expects to process 400 million in 2014.
Phoenix Payment Systems sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Case No. 14-11848) on Aug. 4,
2014, to quickly sell its assets.
As of the Petition Date, the Debtor had total outstanding
liabilities and other obligations of $16.6 million and 9.8 million
shares of outstanding preferred and common stock. Debt to secured
creditor The Bancorp Bank is estimated at $6.2 million.
Judge Mary F. Walrath presides over the case.
The Debtor's attorneys are Richard J. Bernard, Esq., at Foley &
Lardner LLP, in New York; and Mark D. Collins, Esq., Russell
Siberglied, Esq., Zachary I Shapiro, Esq., and Marisa A.
Terranova, Esq., at Richards Layton & Finger, P.A., in Wilmington,
Delaware. The Debtor's banker and financial advisor is Raymond
James & Associates, Inc., while Bederson, LLC, is the Debtor's
accountant. PMCM, LLC, provides advisory services and executive
leadership to the Debtor. The Debtor's claims and noticing agent
is Omni Management Group, LLC.
PHOENIX PAYMENT: Taps Rust Omni as Claims Agent
-----------------------------------------------
Phoenix Payment Systems, Inc., sought and obtained approval from
the bankruptcy court to employ Rust Consulting/Omni Bankruptcy as
its claims and noticing agent.
Although the Debtor has not yet filed its schedules of assets and
liabilities, it estimates that there will be in excess of 350
entities to be noticed. Rust Omni will, among other things, act
as the claims and noticing agent in order to assume full
responsibility for the distribution of notices and the
maintenance, processing and docketing of proofs of claim filed in
the Chapter 11 Case.
Prior to the Petition Date, the Debtors provided Rust Omni a
retainer in the amount of $10,000. The services to be rendered by
Rust Omni will be billed at a 10% discount to its normal hourly
rates which will range from $22.50 to $157.50 per hour.
The hourly rates for standard and custom services are:
Clerical Support $22.50 to $40.50
Project Specialists $51.75 to $67.50
Project Supervisors $67.50 to $85.50
Consultants $85.50 to $112.50
Technology/Programming $90.00 to $141.75
Senior Consultants $126.00 to $157.50
For its noticing services, the firm will charge $50 per 1,000
e-mails, and $0.10 per image for facsimile noticing. Data storage
will be free of charge if records are under 10,000, but will be
charge $0.05 per record for over 10,000 records. Creation of the
informational Web site is free of charge but programming and
customization will cost $90 to $141.50 per hour.
The firm will also be reimbursed for any necessary expenses.
About Phoenix Payment
Founded in 2004, Phoenix Payment Systems, Inc., aka Electronic
Payment Systems, aka EPX, is an international payment processor
with corporate headquarters in Wilmington, Delaware, and
technology headquarters in Phoenix, Arizona. It provides
acceptance, processing, support, authorization and settlement
services for credit card, debit card and e-check payments.
Providing processing services at more than 8,700 locations
worldwide, PPS processed, in multiple currencies, 280 million
transactions in 2013 and expects to process 400 million in 2014.
Phoenix Payment Systems sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Case No. 14-11848) on Aug. 4,
2014, to quickly sell its assets.
As of the Petition Date, the Debtor had total outstanding
liabilities and other obligations of $16.6 million and 9.8 million
shares of outstanding preferred and common stock. Debt to secured
creditor The Bancorp Bank is estimated at $6.2 million.
Judge Mary F. Walrath presides over the case.
The Debtor's attorneys are Richard J. Bernard, Esq., at Foley &
Lardner LLP, in New York; and Mark D. Collins, Esq., Russell
Siberglied, Esq., Zachary I Shapiro, Esq., and Marisa A.
Terranova, Esq., at Richards Layton & Finger, P.A., in Wilmington,
Delaware. The Debtor's banker and financial advisor is Raymond
James & Associates, Inc., while Bederson, LLC, is the Debtor's
accountant. PMCM, LLC, provides advisory services and executive
leadership to the Debtor. The Debtor's claims and noticing agent
is Omni Management Group, LLC.
PHOENIX PAYMENT: Meeting to Form Creditors' Panel Set for Aug. 19
-----------------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on August 19, 2014, at 1:00 p.m. in
the bankruptcy case of Phoenix Payment Systems, Inc. The meeting
will be held at:
J. Caleb Boggs Federal Building
844 King St., Room 5209
Wilmington, DE 19801
The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.
The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code. A representative
of the Debtor, however, may attend the Organizational Meeting, and
provide background information regarding the bankruptcy cases.
To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States
Trustee appoint a committee of unsecured creditors as soon as
practicable. The Committee ordinarily consists of the persons,
willing to serve, that hold the seven largest unsecured claims
against the debtor of the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee
may consult with the debtor, investigate the debtor and its
business operations and participate in the formulation of a plan
of reorganization. The Committee may also perform other services
as are in the interests of the unsecured creditors whom it
represents.
About Phoenix Payment
Founded in 2004, Phoenix Payment Systems, Inc., aka Electronic
Payment Systems, aka EPX, is an international payment processor
with corporate headquarters in Wilmington, Delaware, and
technology headquarters in Phoenix, Arizona. It provides
acceptance, processing, support, authorization and settlement
services for credit card, debit card and e-check payments.
Providing processing services at more than 8,700 locations
worldwide, PPS processed, in multiple currencies, 280 million
transactions in 2013 and expects to process 400 million in 2014.
Phoenix Payment Systems sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Case No. 14-11848) on Aug. 4,
2014, to quickly sell its assets.
As of the Petition Date, the Debtor had total outstanding
liabilities and other obligations of $16.6 million and 9.8 million
shares of outstanding preferred and common stock. Debt to secured
creditor The Bancorp Bank is estimated at $6.2 million.
Judge Mary F. Walrath presides over the case.
The Debtor's attorneys are Richard J. Bernard, Esq., at Foley &
Lardner LLP, in New York; and Mark D. Collins, Esq., Russell
Siberglied, Esq., Zachary I Shapiro, Esq., and Marisa A.
Terranova, Esq., at Richards Layton & Finger, P.A., in Wilmington,
Delaware. The Debtor's banker and financial advisor is Raymond
James & Associates, Inc., while Bederson, LLC, is the Debtor's
accountant. PMCM, LLC, provides advisory services and executive
leadership to the Debtor. The Debtor's claims and noticing agent
is Omni Management Group, LLC.
PROSPECT SQUARE: U.S. Trustee Unable to Form Creditors Committee
----------------------------------------------------------------
The U.S. Trustee for Region 19, a Justice Department agency
overseeing the bankruptcy case of Prospect Square 07 A LLC, said
that it has decided to conclude the meeting of creditors, and that
no committee of unsecured creditors for the case was formed since
there were too few creditors who are willing to serve on the
committee.
About Prospect Square 07 A, LLC
Prospect Square 07 A, LLC, and related entities sought Chapter 11
bankruptcy protection from creditors (Bankr. D. Colo. Lead Case
No. 14-10896) in Denver on Jan. 29, 2014.
Prospect Square 07 A is a Single Asset Real Estate as defined in
11 U.S.C. Sec. 101(51B) with principal assets located at 9690
Colerain Avenue, Cincinnati, Ohio. The Debtor listed $16 million
in assets and more than $12 million in liabilities. Lee M.
Kutner, Esq., at Kutner Brinen Garber, P.C., in Denver, serves as
the Debtors' counsel.
Lender MSCI 2007-IQ16 Retail 9654, LLC, is represented by James T.
Markus, Esq., and Jeffery O. McAnallen, Esq., at Markus Williams
Young & Zimmermann LLC.
PSL-NORTH AMERICA: CSX Blasts Terms in Planned $104MM Ch. 11 Sale
-----------------------------------------------------------------
Law360 reported that CSX Transportation Inc. took issue with PSL
North America LLC's proposed $104 million stalking horse sale,
saying the structure of the deal unfairly benefits the bankrupt
pipe maker's largest creditor. According to the report, railroad
giant CSX, an unsecured creditor of PSL NA, does not oppose a
Section 363 auction of the debtors' assets but contends the
proposed sale terms are improper because ICICI Bank Ltd. would
have its $78 million debt assumed before the court can determine
whether its liens are properly secured, according to an objection
filed in court.
About PSL-North America
Founded in 2006, PSL-North America LLC is a manufacturer and
coater of large diameter steel pipes. The company has a state-of-
the-art facility located in Bay St. Louis, Mississippi, with the
land leased for 99 years. The company is an American-based
partially owned subsidiary of India's largest producer and
manufacturer of steel piping, PSL Limited.
On June 16, 2014, PSL-North America LLC and PSL USA Inc., filed
voluntary petitions in Delaware (Lead Case No. 14-11477) seeking
relief under chapter 11 of the United States Bankruptcy Code. The
Debtors' cases have been assigned to Judge Peter J. Walsh.
The Debtors seek to have their cases jointly administered
for procedural purposes.
PSL-North America estimated $50 million to $100 million in assets
and $100 million to $500 million in debt in the bankruptcy
petition. As of the Petition Date, the company had total
outstanding debt obligations of $130 million, according to a court
filing.
Proposed counsel for the Debtor are John H. Knight, Esq., Paul N.
Heath, Esq., Tyler D. Semmelman, Esq., Amanda R. Steele, Esq. and
William A. Romanowicz, Esq. at Richards, Layton & Finger, P.A.
of Wilmington, Delaware. Epiq Bankruptcy Solutions serves as
claims agent.
PUERTO RICO: Muni Bankruptcy Plan Would Aid Investors
-----------------------------------------------------
Brian Chappatta, writing for Bloomberg News, reported that Fitch
Ratings said allowing Puerto Rico's public corporations to file
for Chapter 9 bankruptcy protection would benefit holders of the
agencies' debt as well as the commonwealth. According to the
report, Fitch said giving the Chapter 9 option would allow
investors to better assess potential losses.
QUANTUM FUEL: Incurs $2.2 Million Net Loss in 2nd Quarter
---------------------------------------------------------
Quantum Fuel Systems Technologies Worldwide, Inc., reported a net
loss attributable to stockholders of $2.23 million on $6.53
million of total revenues for the three months ended June 30,
2014, as compared with a net loss attributable to stockholders of
$4.56 million on $6.07 million of total revenues for the same
period in 2013.
For the six months ended June 30, 2014, the Company reported a net
loss attributable to stockholders of $5.43 million on $14.48
million of total revenues as compared with a net loss attributable
to stockholders of $11.46 million on $10.48 million of total
revenues for the same period during the prior year.
For its continuing operations, the Company had cash and cash
equivalents of $9.2 million, positive working capital of $15
million and $5 million of availability under a line of credit as
of June 30, 2014.
"We continue to put important focus and efforts into transitioning
our resources into delivering complete natural gas storage systems
into the heavy duty truck market. These efforts have led to
success, especially in terms of gaining new customers,
establishing high volume production capacity, validating our
innovative and light-weight storage systems, and delivering
product to market," said Mr. Brian Olson, president and CEO of
Quantum. "We expect the momentum to build during the second half
of 2014 and enable us to grow this emerging segment of our
business, complemented by a continued focus on OEM level systems
for our other natural gas vehicle platforms including passenger
vehicle programs," continued Mr. Olson.
A full-text copy of the press release is available for free at:
http://is.gd/5zUJRi
About Quantum Fuel
Lake Forest, Cal.-based Quantum Fuel Systems Technologies
Worldwide, Inc. (Nasdaq: QTWW) develops and produces advanced
vehicle propulsion systems, fuel storage technologies, and
alternative fuel vehicles. Quantum's portfolio of technologies
includes electronic and software controls, hybrid electric drive
systems, natural gas and hydrogen storage and metering systems and
other alternative fuel technologies and solutions that enable fuel
efficient, low emission, natural gas, hybrid, plug-in hybrid
electric and fuel cell vehicles.
Quantum Fuel reported a net loss attributable to stockholders of
$23.04 million in 2013, a net loss attributable to stockholders of
$30.91 million in 2012 and a net loss attributable to common
stockholders of $38.49 million in 2011.
QUICKSILVER RESOURCES: Files Form 10-Q, Incurs $36MM Loss in Q2
---------------------------------------------------------------
Quicksilver Resources Inc. reported a net loss of $36.09 million
on $118.03 million of total revenue for the three months ended
June 30, 2014, compared with net income of $242.52 million on
$175.49 million of total revenue for the same period in 2013.
The Company also incurred a net loss of $94.92 million on $209.81
million of total revenue for the six months ended June 30, 2014,
compared with net income of $182.81 million on $294.20 million of
total revenue for the same period last year.
As of June 30, 2014, the Company had $1.05 billion in total
assets, $2.16 billion in total liabilities and a $1.11 billion
total stockholders' deficit.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/8j9V74
About Quicksilver
Quicksilver Resources Inc. is an exploration and production
company engaged in the development and production of long-lived
natural gas and oil properties onshore North America. Based in
Fort Worth, Texas, the company is widely recognized as a leader in
the development and production from unconventional reservoirs
including shale gas, and coal bed methane. Following more than 30
years of operating as a private company, Quicksilver became public
in 1999 and is listed on the New York Stock Exchange under the
ticker symbol KWK. The company has U.S. offices in Fort Worth,
Texas; Glen Rose, Texas; Steamboat Springs, Colorado; Craig,
Colorado and Cut Bank, Montana. The Company's Canadian
subsidiary, Quicksilver Resources Canada Inc., is headquartered in
Calgary, Alberta.
Quicksilver Resources posted net income of $161.61 million in 2013
following a net loss of $2.35 billion in 2012.
* * *
As reported by the TCR on July 2, 2014, Standard & Poor's Ratings
Services revised its rating outlook on Fort Worth, Texas-based
Quicksilver Resources Inc. to negative from stable and affirmed
its 'CCC+' corporate credit rating on the company.
S&P said the outlook revision reflects S&P's expectation that
Quicksilver will continue to burn cash at a run-rate of about $20
million to $35 million per quarter, depleting its cash position
(as of Dec 31, 2013) of about $250 million over the next several
quarters. In addition, the company may face significant springing
debt maturities in October 2015 and January 2016, if more than
$100 million remains outstanding on its subordinated notes due
2016 (currently $350 million outstanding) as of Oct. 1, 2015.
Based on this significant repayment risk, S&P has revised its
assessment of Quicksilver's liquidity to "less than adequate" from
"adequate." However, S&P believes the company still has several
options to avoid the springing maturities, including strategic
transactions such as a joint venture for its major Horn River
Basin project.
RESIDENTIAL CAPITAL: Trust Posts Q2 2014 Financial Statements
-------------------------------------------------------------
The ResCap Liquidating Trust on Aug. 11 announced its Condensed
Consolidated Financial Statements, Beneficiary Letter and
Supplemental Schedules for the period ending June 30, 2014 have
been posted to the Trust's website, rescapliquidatingtrust.com.
About the ResCap Liquidating Trust
The ResCap Liquidating Trust was established under the Second
Amended Joint Chapter 11 Plan of Residential Capital, LLC et al.
for the purpose of liquidating and distributing the assets of the
debtors in the ResCap bankruptcy case.
About Residential Capital
Residential Capital LLC, the unprofitable mortgage subsidiary of
Ally Financial Inc., filed for bankruptcy protection (Bankr.
S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012.
Neither Ally Financial nor Ally Bank is included in the bankruptcy
filings.
ResCap, one of the country's largest mortgage originators and
servicers, was sent to Chapter 11 with 50 subsidiaries amid
"continuing industry challenges, rising litigation costs and
claims, and regulatory uncertainty," according to a company
statement.
ResCap disclosed $15.68 billion in assets and $15.28 billion in
liabilities at March 31, 2012.
Centerview Partners LLC and FTI Consulting are acting as financial
advisers to ResCap. Morrison & Foerster LLP is acting as legal
adviser to ResCap. Curtis, Mallet-Prevost, Colt & Mosle LLP is
the conflicts counsel. Rubenstein Associates, Inc., is the public
relations consultants to the Company in the Chapter 11 case.
Morrison Cohen LLP is advising ResCap's independent directors.
Kurtzman Carson Consultants LLP is the claims and notice agent.
Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves
as counsel to Ally Financial.
ResCap sold most of the businesses for a combined $4.5 billion.
The Bankruptcy Court in November 2012 approved ResCap's sale of
its mortgage servicing and origination platform assets to Ocwen
Loan Servicing, LLC and Walter Investment Management Corporation
for $3 billion; and its portfolio of roughly 50,000 whole loans to
Berkshire Hathaway for $1.5 billion.
Judge Martin Glenn in December 2013 confirmed the Joint Chapter 11
Plan co-proposed by Residential Capital and the Official Committee
of Unsecured Creditors.
REVEL AC: Restaurants, Other Tenants Seek Info on Failed Sale
-------------------------------------------------------------
Tom Corrigan, writing for Daily Bankruptcy Review, reported that
11 restaurants and other service providers at Atlantic City,
N.J.'s Revel resort and casino have asked a bankruptcy judge for
an immediate status conference in an attempt to coax out more
details about Revel's failed sale process, which has been largely
cloaked in secrecy. According to the report, lawyers for the
property's so-called amenity tenants say they are "both shocked
and saddened" by Revel's decision to close down and lay off more
than 3,000 employees.
As previously reported by The Troubled Company Reporter, citing
The New York Times' DealBook, Revel Entertainment Group announced
that it would shut down after it failed to find a qualified buyer
during a court-supervised auction process.
About Revel AC
Revel AC, Inc. -- http://www.revelresorts.com/-- owns and
operates Revel, a Las Vegas-style, beachfront entertainment resort
and casino located on the Boardwalk in the south inlet of Atlantic
City, New Jersey.
Revel AC Inc. and five of its affiliates sought bankruptcy
protection (Bankr. D.N.J., Lead Case No. 14-22654) on June 19,
2014, to pursue a quick sale of the assets.
The Chapter 11 cases are assigned to Judge Gloria M. Burns. The
Debtors' Chapter 11 cases are jointly consolidated for procedural
purposes.
Revel AC estimated assets ranging from $500 million to $1 billion,
and the same amount of liabilities.
White & Case, LLP, and Fox Rothschild, LLP, serve as the Debtors'
Counsel, and Moelis & Company, LLC, is the investment banker. The
Debtors' solicitation and claims agent is Alixpartners, LLP.
The prepetition first lenders are represented by Cadwalader,
Wickersham & Taft LLP. The prepetition second lien lenders are
represented by Paul, Weiss, Rifkind, Wharton & Garrison LLP. The
DIP agent is represented by Milbank, Tweed, Hadley & McCloy LLP.
This is Revel AC's second trip to bankruptcy. The company first
sought bankruptcy protection (Bankr. D.N.J. Lead Case No. 13-
16253) on March 25, 2013, with a prepackaged plan that reduced
debt by $1.25 billion. Less than two months later on May 15,
2013, the 2013 Plan was confirmed and became effective on May 21,
2013.
REVEL AC: Fox Rothschild, US Trustee Near End to Payments Row
-------------------------------------------------------------
Law360 reported that Fox Rothschild LLP and the U.S. government?s
bankruptcy watchdog are on the brink of resolving allegations that
attorneys for the firm received improper retainer payments from
the owner of Atlantic City?s bankrupt Revel Casino Hotel, a Fox
Rothschild lawyer confirmed to Law360. According to Law360, the
attorney said he is hopeful that Fox Rothschild and Roberta
DeAngelis, the U.S. trustee for Region 3 of the bankruptcy courts,
will finalize a consensual resolution -- whose details he did not
provide.
Law360 reported that the U.S. government's bankruptcy watchdog
accused Fox Rothschild LLP of receiving improper retainer payments
from the owner of Atlantic City's bankrupt Revel Casino Hotel,
claiming that the resulting liability precludes the firm from
representing the debtor. According to the report, Roberta
DeAngelis, the U.S. Trustee for Region 3 of the bankruptcy courts,
argued that Fox Rothschild cannot be considered a "disinterested"
professional under the U.S. Bankruptcy Code due to its preference
litigation exposure on roughly $821,000 in fee payments made
during the 90 days before Revel AC Inc. filed for bankruptcy.
About Revel AC
Revel AC, Inc. -- http://www.revelresorts.com/-- owns and
operates Revel, a Las Vegas-style, beachfront entertainment resort
and casino located on the Boardwalk in the south inlet of Atlantic
City, New Jersey.
Revel AC Inc. and five of its affiliates sought bankruptcy
protection (Bankr. D.N.J., Lead Case No. 14-22654) on June 19,
2014, to pursue a quick sale of the assets.
The Chapter 11 cases are assigned to Judge Gloria M. Burns. The
Debtors' Chapter 11 cases are jointly consolidated for procedural
purposes.
Revel AC estimated assets ranging from $500 million to $1 billion,
and the same amount of liabilities.
White & Case, LLP, and Fox Rothschild, LLP, serve as the Debtors'
Counsel, and Moelis & Company, LLC, is the investment banker. The
Debtors' solicitation and claims agent is Alixpartners, LLP.
The prepetition first lenders are represented by Cadwalader,
Wickersham & Taft LLP. The prepetition second lien lenders are
represented by Paul, Weiss, Rifkind, Wharton & Garrison LLP. The
DIP agent is represented by Milbank, Tweed, Hadley & McCloy LLP.
This is Revel AC's second trip to bankruptcy. The company first
sought bankruptcy protection (Bankr. D.N.J. Lead Case No. 13-
16253) on March 25, 2013, with a prepackaged plan that reduced
debt by $1.25 billion. Less than two months later on May 15,
2013, the 2013 Plan was confirmed and became effective on May 21,
2013.
REVEL AC: Fitch Says 2nd Lien Lenders Likely Biggest Losers
-----------------------------------------------------------
Second lien lenders are likely to sustain material losses in the
bankruptcy of Revel Casino Hotel, according to Fitch Ratings.
Despite the Atlantic City hotel announcing that it plans to shut
down by Sept. 10, the company will continue to seek a buyer. So
far, no buyers have moved to purchase the casino as a going
concern in a court-supervised bankruptcy auction. The potential
liquidation also illustrates the depth of distress for the
Atlantic City gaming market.
In past casino bankruptcy cases, the gaming and hotel properties
continued to operate following emergence from bankruptcy, although
a number were purchased during the bankruptcy. Fitch analyzed 10
gaming bankruptcies in its Sept 4, 2013 report, "Gaming, Lodging
and Restaurant Bankruptcy Enterprise Values and Creditor
Recoveries." All 10 reorganized as going concerns with a median
reorganization multiple of 7.2x, including Revel. Revel emerged
from its March 2013 bankruptcy as a going concern with an
estimated enterprise value of $450 million.
In its first bankruptcy, Revel reduced debt to $275 million from
$1.45 billion. However, cash flows did not improve as projected,
which led to continuing operating losses despite cost
restructuring efforts.
Fitch believes the asset value in Revel's 2014 case will be
significantly lower than the $450 million estimated enterprise
value used in the 2013 plan of reorganization, particularly if the
casino ceases to operate, while land and equipment are sold
piecemeal.
Revel had approximately $447 million of debt consisting $137
million of first lien facility borrowings and $310 million of
second lien debt as of the June 2014 bankruptcy filing date.
Recoveries for lenders will not be known until the liquidation is
completed, either through either a piecemeal sale or as a casino
enterprise.
Despite the possible liquidation for Revel Atlantic City, Fitch
anticipates that future gaming company bankruptcies will be
predominantly going concerns. Single-site project financings,
such as Revel and Fontainebleau, are considered by Fitch to be at
greater risk for liquidation than large multisite operators.
REVEL AC: Atlantic City Mayor Issues Statement on Closing
---------------------------------------------------------
Atlantic City Mayor Don Guardian on Aug. 12 issued a statement
regarding the closing of Revel.
"We are disappointed in the decision that the Board of Revel has
made as there appeared to be several bidders for the property.
While I am not privy to the current facts that led to this
decision, I do know this process is a complex one compounded by an
extremely short time frame and cash flow challenges. This might
be Revel's last chapter, but not the last one for this building.
My administration remains committed to the workers, the
businesses, and the visitors who are impacted by [Tues]day's
news."
About Revel AC
Revel AC, Inc. -- http://www.revelresorts.com/-- owns and
operates Revel, a Las Vegas-style, beachfront entertainment resort
and casino located on the Boardwalk in the south inlet of Atlantic
City, New Jersey.
Revel AC Inc. along with four affiliates sought bankruptcy
protection (Bankr. D.N.J. Lead Case No. 13-16253) on March 25,
2013, in Camden, New Jersey, with a prepackaged plan that reduces
debt by $1.25 billion.
Revel's legal advisor in connection with the restructuring is
Kirkland & Ellis LLP. Alvarez & Marsal serves as its restructuring
advisor and Moelis & Company serves as its investment banker for
the restructuring. Epiq Bankruptcy Solutions is the claims and
notice agent.
The Official Committee of Unsecured Creditor retained Christopher
A. Ward, Esq., Jason Nagi, Esq., and Jarrett Vine, Esq., at
Polsinelli PC as counsel.
Revel AC Inc. on May 21, 2013, disclosed that it has successfully
completed its financial restructuring and emerged from Chapter 11
of the United States Bankruptcy Code. Through the restructuring
plan, which has been approved by both the U.S. Bankruptcy Court
for the District of New Jersey (Camden) and the New Jersey Casino
Control Commission, Revel has reduced its outstanding debt by
approximately $1.2 billion, or 82%, and its annual interest
expense on a cash basis by $98 million, or 96%.
RIVER-BLUFF: Receivership to be Terminated
------------------------------------------
The Bankruptcy Court for the Eastern District of Washington
approved a motion by Revitalization Partners LLC, general receiver
for River-Bluff Enterprises, Inc, for the termination of the state
court receivership of the Debtor. Judge Frank L. Kurtz ordered
that upon the chapter 11 Debtor's payment of the receiver's final
fees and expenses, the receiver may file a motion to terminate the
receivership in the Kittitas County Superior Court. The Court did
not rule on the receiver's request for approval of its unpaid fees
and expenses for February and March 2014.
Revitalization Partners is represented by:
David W. Criswell, Esq.
BALL JANIK LLP
101 SW Main Street, Suite 1100
Portland, OR 97204
Tel: 503-944-6030
Fax: 503-295-1058
E-mail: dcriswell@balljanik.com
About River-Bluff Enterprises
Ellensburg, Washington-based River-Bluff Enterprises, Inc., filed
a Chapter 11 bankruptcy petition (Bankr. E.D. Wash. Case No. 14-
00843) on March 11, 2014. In its schedules, the Debtor disclosed
$10,231,777 in total assets and $17,609,653 in total liabilities.
This is River-Bluff's second bankruptcy filing in less than two
years. It previously sought bankruptcy protection (Bankr. E.D.
Cal. Case No. 12-92017) in Modesto, California, in July 2012. The
case was dismissed in 2013.
Gary W. Dryer, Assistant U.S. Trustee for Region 18, informed the
U.S. Bankruptcy Court for the Eastern District of Washington that
due to the lack of entities eligible to serve on the unsecured
creditors' committee, the U.S. Trustee is not appointing an
unsecured creditors' committee in the Chapter 11 case of River-
Bluff Enterprises, Inc.
* * *
River-Bluff Enterprises filed with the Bankruptcy Court a Plan of
Reorganization and accompanying disclosure statement. A copy of
the Disclosure Statement is available for free at:
http://bankrupt.com/misc/RIVER-BLUFF_137_ds.pdf
The Debtor and guarantors Byron and Rose Haney, Eric and Sue
Layman, Marcy and Jeanette Haney and Roger and Marleta Haney --
who each signed personal guarantees on certain secured debts --
anticipate that the Plan will be funded by a combination of
future net cash flow from the future operations of the Debtor, and
the contributions by the Guarantors, who are also the holders of
Class 12 Shareholder Interests. The Debtor estimates that the
confirmation date will occur within 2014.
All creditors provided for under the Plan would be paid 100% of
their allowed claims, unless they have otherwise consented by
voting in favor of a less favorable treatment which would allow
for the separate classification of those claims being paid less
than 100% of their allowed claims.
RIVER CITY RENAISSANCE: Turnover Requirement Waiver Order Issued
----------------------------------------------------------------
Judge Kevin R. Heunnekens of the U.S. Bankruptcy Court for the
Eastern District of Virginia, Richmond Division, issued an interim
order granting River City Renaissance, LC, and River City
Renaissance III, LC's emergency motion under Section 543 of the
Bankruptcy Code for limited waiver of turnover requirement.
Prior to the Petition Date, the Debtors' lead secured creditor
obtained, in state court, the appointment of a receiver to, among
other duties, operate the Debtors' businesses, namely rental
apartment units. By the motion, the Debtors seek an order from
the Bankruptcy Court directing the Receiver to continue to operate
and manage the properties for the benefit of the Debtors' estates,
as well as tenants at the properties, until the time as the Debtor
and the Liquidating Representative determine the appropriate
strategy to manage the properties. Additionally, the Debtors
request that the Court direct the Receiver to cooperate with the
Debtors' representatives and professionals, including, without
limitation, the Debtors' proposed counsel and the Liquidating
Representative.
The terms and provisions of the Order will expire on Sept. 30,
2014, at 5:00 p.m., prevailing Eastern Time.
River City Renaissance, LC, and River City Renaissance III, LC,
sought Chapter 11 protection (Bankr. E.D. Va. Case Nos. 14-34080
and 14-34081) in Richmond, Virginia, on July 30, 2014. The cases
are assigned to Judge Keith L. Phillips. Richmond, Virginia-based
River City Renaissance estimated $10 million to $50 million in
assets and debts. Renaissance III estimated less than $10 million
in assets and debts. The Debtors have tapped Spotts Fain PC as
counsel.
RIVER CITY RENAISSANCE: Given Until Sept. 10 to File Schedules
--------------------------------------------------------------
Judge Kevin R. Heunnekens of the U.S. Bankruptcy Court for the
Eastern District of Virginia, Richmond Division, extended until
Sept. 10, 2014, the time in which River City Renaissance, LC, and
River City Renaissance III, LC, must file their schedules of
assets and liabilities and statements of financial affairs.
The Debtors sought the extension because there is presently no
individual employed or associated with either of the Debtors who
has the knowledge and ability to assist with the preparation of
the Schedules as the individual who has that knowledge and ability
has been incarcerated and is expected to receive a prison
sentence. The Debtors are still gathering information needed to
complete the Schedules.
River City Renaissance, LC, and River City Renaissance III, LC,
sought Chapter 11 protection (Bankr. E.D. Va. Case Nos. 14-34080
and 14-34081) in Richmond, Virginia, on July 30, 2014. The cases
are assigned to Judge Keith L. Phillips. Richmond, Virginia-based
River City Renaissance estimated $10 million to $50 million in
assets and debts. Renaissance III estimated less than $10 million
in assets and debts. The Debtors have tapped Spotts Fain PC as
counsel.
RIVER CITY RENAISSANCE: Taps DSI as Liquidating Representative
--------------------------------------------------------------
River City Renaissance, LC, and River City Renaissance III, LC,
seek authority from the U.S. Bankruptcy Court for the Eastern
District of Virginia, Richmond Division, to employ Development
Specialists, Inc., as liquidating representative, and to provide
reorganization and liquidation management services, including
providing the services of Joseph J. Luzinski to serve as the DSI
professional primarily responsible for the engagement.
The hourly billing rates for the proposed consultants are as
follows:
Joseph J. Luzinski $570
Yale S. Bogen $435
George S. Shoup $395
Edward C. Dean $275
Shelly L. Cuff $250
The hourly rate ranges for other DSI consultants are as follows:
Senior Consultants $550-$675
Consultants $315-$435
Junior Consultants $95-$260
It is proposed that a $50,000 retainer be paid to DSI; $25,000 of
which will come from funds currently held in trust at Spotts Fain
PC, and the balance of which will come from the Debtors.
River City Renaissance, LC, and River City Renaissance III, LC,
sought Chapter 11 protection (Bankr. E.D. Va. Case Nos. 14-34080
and 14-34081) in Richmond, Virginia, on July 30, 2014. The cases
are assigned to Judge Keith L. Phillips. Richmond, Virginia-based
River City Renaissance estimated $10 million to $50 million in
assets and debts. Renaissance III estimated less than $10 million
in assets and debts. The Debtors have tapped Spotts Fain PC as
counsel.
ROTHSTEIN ROSENFELDT: Investors Say Deal Doesn't Bar Claims
-----------------------------------------------------------
Law360 reported that a group of investors in a feeder fund of
jailed attorney Scott Rothstein's $1.2 billion Ponzi scheme fought
back against hedge fund managers who say that their $32 million
deal with Rothstein's bankrupt law firm bar the investors' state
court claims. According to the report, the investors, known as
the FEP Group, filed an opposition to the hedge funds' motion to
enforce a release in the $32 million deal with the estate of
Rothstein Rosenfeldt Adler PA, arguing that the general release
was with the estate and that the settlement never included a bar
order precluding their claims in a two-year-old suit pending in
state court.
About Rothstein Rosenfeldt
Scott Rothstein, co-founder of law firm Rothstein Rosenfeldt Adler
PA -- http://www.rra-law.com/-- was suspected of running a
$1.2 billion Ponzi scheme. U.S. authorities claimed in a civil
forfeiture lawsuit filed Nov. 9, 2009, that Mr. Rothstein, the
firm's former chief executive officer, sold investments in non-
existent legal settlements. Mr. Rothstein pleaded guilty to five
counts of conspiracy and wire fraud on Jan. 27, 2010.
Creditors of Rothstein Rosenfeldt Adler signed a petition sending
the Florida law firm to bankruptcy (Bankr. S.D. Fla. Case No.
09-34791). The petitioners include Bonnie Barnett, who says she
lost $500,000 in legal settlement investments; Aran Development,
Inc., which said it lost $345,000 in investments; and trade
creditor Universal Legal, identified as a recruitment firm, which
said it is owed $7,800. The creditors alleged being owed money
invested in lawsuit settlements.
Herbert M. Stettin, the state-court appointed receiver for
Rothstein Rosenfeldt, was officially carried over as the
Chapter 11 trustee in the involuntary bankruptcy case.
On June 10, 2010, Mr. Rothstein was sentenced to 50 years in
prison.
The official committee of unsecured creditors appointed in the
case is represented by Michael Goldberg, Esq., at Akerman
Senterfitt.
RRA won approval of an amended liquidating Chapter 11 plan
pursuant to the Court's July 17, 2013 confirmation order. The
revised plan, filed in May, is centered around a $72.4 million
settlement payment from TD Bank NA.
SEA SHELL COLLECTIONS: Proposes Helmsing Leach as Counsel
---------------------------------------------------------
Sea Shell Collections, LLC, seeks approval from the bankruptcy
court to hire the law firm of Helmsing, Leach, Herlong, Newman &
Rouse, P.C., as general counsel, nunc pro tunc to the Petition
Date.
The current hourly rates for the attorneys at Helmsing Leach range
from $150 to $375. The current hourly rate of Jeffery J. Hartley,
who will be principally responsible for Helmsing Leach's
representation of the Debtor, is $305, and the current hourly
rates of the of-counsel and associate attorneys who will work on
this matter range from $210 to $245.00 per hour. The current
hourly rates for the legal assistants and paralegals at Helmsing
Leach range from $75 to $125.
The Debtor hired the firm July 28, 2014, and thereafter provided
the firm an initial retainer of $50,000.
Mr. Hartley, an attorney and shareholder at the firm, attests that
the firm is a "disinterested person" within the scope and meaning
of Section 101(14) of the Bankruptcy Code.
The firm may be reached at:
Jeffery J. Hartley, Esq.
HELMSING, LEACH, HERLONG, NEWMAN & ROUSE, P.C.
150 Government Street, Suite 2000
Post Office Box 2767
Mobile, AL 36652
Tel: (251) 432-5521
Fax: (251) 432-0633
E-mail jjh@helmsinglaw.com
About Sea Shell Collections
Sea Shell Collections, LLC, owner of a Publix-Anchored shopping
Center development located in Gulf Breeze, Florida, at the
northeast corner of Highway 98 and Daniel Drive, filed a Chapter
11 bankruptcy petition (Bankr. N.D. Fla. Case No. 14-30813) on
July 29, 2014.
Judge William S. Shulman presides over the case. Helmsing, Leach,
Herlong, Newman & Rouse, P.C., serves as the Debtor's counsel.
The Debtor disclosed $23,354,955 in assets and $25,121,011 in
liabilities in its schedules.
SEA SHELL COLLECTIONS: Schedules $23MM in Assets, $25MM in Debt
---------------------------------------------------------------
Sea Shell Collections, LLC, said in its official schedules that
its commercial property known as The Publix Shopping Center is
worth $23,200,000 and pledged as collateral to debt of $23,045,964
to Stabilis Master Fund, III, on a first and second mortgage, and
a $924,441 debt to Allen and Shirley Davis on a junior mortgage.
In its schedules of assets and liabilities, the Debtor disclosed:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $23,200,000
B. Personal Property $154,955
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $23,970,405
E. Creditors Holding
Unsecured Priority
Claims $26,917
F. Creditors Holding
Unsecured Non-priority
Claims $882,689
----------- -----------
TOTAL $23,354,955 $25,121,011
About Sea Shell Collections
Sea Shell Collections, LLC, owner of a Publix-Anchored shopping
Center development located in Gulf Breeze, Florida, at the
northeast corner of Highway 98 and Daniel Drive, filed a Chapter
11 bankruptcy petition (Bankr. N.D. Fla. Case No. 14-30813) on
July 29, 2014.
Judge William S. Shulman presides over the case. Helmsing, Leach,
Herlong, Newman & Rouse, P.C., serves as the Debtor's counsel.
SEA SHELL COLLECTIONS: Proposes to Use Cash Collateral
------------------------------------------------------
Sea Shell Collections, LLC, seeks bankruptcy court approval to use
cash collateral of Stabilis Master Fund, III.
The Debtor financed its acquisition of The Publix Shopping Center
property through, inter cilia, a series of notes and mortgages
originally provided by The Bank of Pensacola but ultimately
assigned to Stabilis. As of the Petition Date, Stabilis asserts
that the Debtor was indebted in the amount of $23,045,964.
As adequate protection for the use of Cash Collateral, the Debtor
proposes to grant Stabilis, in accordance with Sections 361 and
363(e) of the Code, adequate protection in the form of a post-
petition replacement lien on all property that is of the same
nature and type as the prepetition collateral.
In its monthly projected budget, the Debtor forecasts monthly
income of $116,636 and expenses of $90,512.
About Sea Shell Collections
Sea Shell Collections, LLC, owner of a Publix-Anchored shopping
Center development located in Gulf Breeze, Florida, at the
northeast corner of Highway 98 and Daniel Drive, filed a Chapter
11 bankruptcy petition (Bankr. N.D. Fla. Case No. 14-30813) on
July 29, 2014.
Judge William S. Shulman presides over the case. Helmsing, Leach,
Herlong, Newman & Rouse, P.C., serves as the Debtor's counsel.
The Debtor disclosed $23,354,955 in assets and $25,121,011 in
liabilities in its schedules.
SEA SHELL COLLECTIONS: Asks Court to Set Claims Bar Date
--------------------------------------------------------
Sea Shell Collections, LLC, filed a motion asking the bankruptcy
court to enter an order setting a deadline for the filing of
proofs of claim. The Debtor needs a bar date to be able to
formulate a plan to treat all allowed claims. The one-paragraph
motion submitted by the Debtor's counsel did identify a specific
date that the Debtor wants set as the claims bar date.
About Sea Shell Collections
Sea Shell Collections, LLC, owner of a Publix-Anchored shopping
Center development located in Gulf Breeze, Florida, at the
northeast corner of Highway 98 and Daniel Drive, filed a Chapter
11 bankruptcy petition (Bankr. N.D. Fla. Case No. 14-30813) on
July 29, 2014.
Judge William S. Shulman presides over the case. Helmsing, Leach,
Herlong, Newman & Rouse, P.C., serves as the Debtor's counsel.
The Debtor disclosed $23,354,955 in assets and $25,121,011 in
liabilities in its schedules.
SEANERGY MARITIME: Annual Meeting Scheduled for Sept. 16
--------------------------------------------------------
Seanergy Maritime Holdings Corp. notified its shareholders that an
annual meeting will be held at the Company's executive offices at
1-3 Patriarchou Grigoriou, 16674 Glyfada, Athens, Greece, on
Sept. 16, 2014, at 6:00 p.m. local time.
At the Meeting, holders of shares of the Company's common stock
will consider and vote upon proposals:
1. To elect one Class B Director to serve until the 2017 Annual
Meeting of Shareholders;
2. To approve the appointment of Ernst & Young (Hellas)
Certified Auditors Accountants S.A. to serve as the
Company's independent auditors for the fiscal year ending
Dec. 31, 2014;
3. To approve a reverse stock split of the Company's issued
and outstanding common stock by a ratio of not less than
one-for-two and not more than one-for-fifteen with the
exact ratio to be set at a whole number within this range
to be determined by the Company's board of directors in its
discretion and to approve the related amendment to the
Company's Amended and Restated Articles of Incorporation;
and
4. To transact other business as may properly come before
the Meeting or any adjournment thereof.
Adoption of Proposal One requires the vote of a plurality of the
votes cast at the Meeting. Adoption of Proposal Two requires the
vote of the holders of a majority of the shares attending and
voting at the Meeting. Adoption of Proposal Three requires the
affirmative vote of the holders of a majority of all outstanding
shares of the Company's common stock eligible to attend and vote
at the Meeting.
A full-text copy of the Notice is available for free at:
http://is.gd/9NTiFs
About Seanergy
Athens, Greece-based Seanergy Maritime Holdings Corp. is an
international company providing worldwide seaborne transportation
of dry bulk commodities. The Company owns and operates a fleet
of seven dry bulk vessels that consists of three Handysize, two
Supramax and two Panamax vessels. Its fleet carries a variety of
dry bulk commodities, including coal, iron ore, and grains, as
well as bauxite, phosphate, fertilizer and steel products.
Seanergy Maritime reported net income of $10.90 million on $23.07
million of net vessel revenue for the year ended Dec. 31, 2013, as
compared with a net loss of $193.76 million on $55.61 million of
net vessel revenue for the year ended Dec. 31, 2012.
As of March 31, 2014, the Company had $3.27 million in total
assets, $645,000 in total liabilities and $2.62 million in total
shareholders' equity.
Ernst & Young (Hellas) Certified Auditors Accountants S.A., in
Athens, Greece, issued a "going concern" qualification on the
consolidated financial statements for the year ended Dec. 31,
2013. The independent auditors noted that the Company, as of
December 31, 2013 continued to be in breach of certain terms and
covenants of the loan facility with its remaining lender, and had
a working capital deficit and an accumulated deficit. Following
the disposal of its entire fleet subsequent to December 31, 2013
in the context of its restructuring plan, the Company is unable to
generate sufficient cash flow to meet its obligations and sustain
its continuing operations. These conditions raise substantial
doubt about the Company's ability to continue as a going concern.
SEARS METHODIST: Panel Hires Greenberg Traurig as Counsel
---------------------------------------------------------
The Official Committee of Unsecured Creditors of Sears Methodist
Retirement System, Inc. and its debtor-affiliates seeks
authorization from the U.S. Bankruptcy Court for the Northern
District of Texas to retain Greenberg Traurig, LLP as counsel to
the Committee, effective June 19, 2014.
The Committee requires Greenberg Traurig to:
(a) consult with the Debtors' professionals or representatives
concerning the administration of these Cases;
(b) prepare and review pleadings, motions and correspondence;
(c) appear at and be involved in proceedings before the Court;
(d) provide legal counsel to the Committee in its investigation
of the acts, conduct, assets, liabilities, and financial
condition of the Debtors, the operation of the Debtors'
businesses, and any other matters relevant to these cases;
(e) analyze the Debtors' proposed use of cash collateral and
debtor-in-possession financing;
(f) advise the Committee with respect to its rights, duties,
and powers in these cases;
(g) assist the Committee in analyzing the claims of the
Debtors' creditors and in negotiating with such creditors;
(h) assist the Committee in its analysis of and negotiations
with the Debtors or any third party concerning matters
related to, among other things, the terms of a sale, plan
of reorganization, or other conclusion of these cases;
(i) assist and advise the Committee as to its communications to
the general creditor body regarding significant matters in
these cases;
(j) assist the Committee in determining a course of action that
best serves the interests of the unsecured creditors; and
(k) perform other legal services as may be required under the
circumstances of these cases and are deemed to be in the
interests of the Committee in accordance with the
Committee's powers and duties as set forth in the
Bankruptcy Code.
Greenberg Traurig will be paid at these hourly rates:
Clifton R. Jessup, Jr. $700 (standard rate is $860)
Nancy A. Peterman $695 (standard rate is $850)
David D. Cleary $595 (standard rate is $595)
Bryan L. Elwood $500 (standard rate is $580)
Paul T. Martin $425 (standard rate is $515)
Rebecca D. Rosenthal $250 (standard rate is $350)
Greenberg Traurig will also be reimbursed for reasonable out-of-
pocket expenses incurred.
While Greenberg Traurig's standard hourly rates are set at a level
designed to fairly compensate Greenberg Traurig for its work and
to cover fixed routine overhead expenses, the Committee requested,
and Greenberg Traurig voluntarily agreed, to provide discounted
hourly rates to the Committee and to cap their blended hourly
rate, solely for purposes of these Cases given that, among other
things, these Cases involve not-for-profit Debtors and to
accommodate the Committee's request for a fee accommodation. With
respect to the blended hourly rate agreement, in the event that
Greenberg Traurig's blended hourly rate (the "Blended Rate"),
computed by dividing the total fees by the total number of hours
incurred during the fee application period, exceeds $500 per hour,
Greenberg Traurig agrees to adjust its requested fees for that
time period to equal the total number of hours incurred multiplied
by $500 (the "Blended Rate Limitation"). Neither the Blended Rate
nor the Blended Rate Limitation shall affect Greenberg Traurig's
requests for reimbursement of actual and necessary expenses and
disbursements.
Clifton R. Jessup, Jr., shareholder of Greenberg Traurig, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.
The Office for the U.S. Trustee has recently adopted new
Guidelines for Reviewing Applications for Compensation and
Reimbursement of Expenses Filed under 11 U.S.C. Section 330 by
Attorneys in Large Chapter 11 Cases (the "New UST Guidelines").
Unless otherwise agreed or ordered, Greenberg Traurig intends to
make a reasonable effort to comply with the New UST Guidelines
both in connection with this application and the interim and final
fee applications to be filed by Greenberg Traurig in these Chapter
11 Cases. Greenberg Traurig also intends to work cooperatively
with the U.S. Trustee Program to comply with the New UST
Guidelines.
The Court for the Northern District of Texas will hold a hearing
on the motion on Aug. 29, 2014, at 9:30 a.m.
Greenberg Traurig can be reached at:
Clifton R. Jessup, Jr., Esq.
GREENBERG TRAURIG, LLP
2200 Ross Avenue, Suite 5200
Dallas, TX 75201
Tel: (214) 665-3638
Fax: (214) 665-5938
E-mail: jessupc@gtlaw.com
About Sears Methodist
As a leading Texas senior living icon established on Christian
principles, Sears Methodist Retirement System Inc. provides
secure, rewarding, and luxurious residency to seniors. The system
includes: (i) eight senior living communities located in Abilene,
Amarillo, Lubbock, Odessa and Tyler, Texas; (ii) three veterans
homes located in El Paso, McAllen and Big Spring, Texas, managed
by Senior Dimensions, Inc., pursuant to contracts between SDI and
the Veterans Land Board of Texas; and (iii) Texas Senior
Management, Inc. ("TSM"), Senior Living Assurance, Inc. ("SLA")
and Southwest Assurance Company, Ltd. ("SWAC"), which provide, as
applicable, management and insurance services to the System.
Sears Methodist Senior Housing, LLC, is the general partner of,
and controls .01% of the interests in, Canyons Senior Living, L.P.
("CSL").
Sears Methodist and its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. N.D. Tex. Lead Case No. 14-
32821) on June 10, 2014. The cases are assigned to Judge Stacey
G. Jernigan.
The Debtors' counsel is Vincent P. Slusher, Esq., and Andrew
Zollinger, Esq., at DLA Piper LLP (US), in Dallas, Texas; and
Thomas R. Califano, Esq., Gabriella L. Zborovsky, Esq., and Jacob
S. Frumkin, Esq., at DLA Piper LLP (US), in New York. The
Debtors' financial advisor is Alvarez & Marsal Healthcare Industry
Group, LLC, while the Debtors' investment banker is Cain Brothers
& Company, LLC. The Debtors' notice, claims and solicitation
agent is GCG Inc.
The Debtors have sought and obtained an order authorizing joint
administration of their Chapter 11 cases.
The U.S. Trustee has appointed five members to the Official
Committee of Unsecured Creditors. The Committee is represented by
Clifton R. Jessup, Jr., Esq., and Bryan L. Elwood, Esq., at
Greenberg Traurig, LLP, in Dallas, Texas.
SGK VENTURES: NewKey Group Asserts Committee's Plan Unconfirmable
-----------------------------------------------------------------
NewKey Group, LLC, et al., ("the NewKey Lenders") and J. Mark
Lozier objected to the confirmation of the Amended Plan of
Liquidation of the Official Committee of Unsecured Creditors in
the Chapter 11 case of SGK Ventures, LLC.
According to the NewKey Group, the Committee's Plan serves no
legitimate purpose, and it is patently unconfirmable because,
among other things:
i) it provides for the NewKey Lenders to receive or retain less
than they would in a chapter 7 liquidation;
ii) it is not fair and equitable to them; and
iii) it attempts an end-run around the claims allowance process
as a means of fixing the amount of the NewKey Claims.
According to the NewKey Group, the Plan provides for an exchange
of the NewKey Lenders' existing notes, which are currently
accruing default interest at 24% per annum and are comfortably
secured by all of the estate's cash, including net sale proceeds,
for new notes that will accrue interest at the prime rate and will
be secured solely by a limited cash account.
The NewKey Group hold secured claims totaling more than
$13 million; Lozier holds unsecured claims totaling more than
$1.3 million; and they have all voted to reject the Plan.
As reported in the Troubled Company Reporter on Aug. 1, 2014,
the Committee filed on June 30, 2014, an Amended Plan of
Liquidation, and an amended explanatory Disclosure Statement.
The Amended Disclosure Statement provides that all cash necessary
for the payments pursuant to the Plan will be obtained from
existing cash balances, or, in the case of payments to be made by
the Liquidating Trustee, from the proceeds of the Liquidating
Trust Assets.
Administrative Claims and Priority Tax Claims will be paid in
full on the later of the Effective Date of the Plan or when such
claims become Allowed. The range of estimated Administrative
Claims is $10,000 to $100,000 and the range of estimated Priority
Tax Claims is $250,000 to $350,000.
Based on current levels of cash and the Debtor's financial
projections, the Committee anticipates the Debtor having between
$22.9 million and $23.1 million of Cash as of July 1, 2014.
The amount of cash is more than sufficient to satisfy all of the
Debtor's Allowed Administrative Claims and Allowed Priority Tax
Claims in addition to Allowed Class 1 Other Priority Claims,
Allowed Class 2 Other Secured Claims, and Allowed Class 3
Convenience Claims. Furthermore, the Committee believes that this
amount of Cash will also be sufficient to:
(a) create a reserve for the alleged secured Disputed Class 5
NewKey Claims, in case they are Allowed as Allowed NewKey Secured
Claims; and
(b) make an initial distribution to Holders of Allowed Class
4 General Unsecured Claims.
The Committee's Plan provides that within 45 after the Effective
Date, the Liquidating Trustee will seek authority from the
Bankruptcy Court to make an initial distribution to Holders of
Allowed General Unsecured Claims. The Committee anticipates that
NewKey will object to any such distribution until its Claims have
been fully resolved. It is currently impossible to determine the
timing of any initial distribution to Allowed General Unsecured
Claims.
A copy of the Amended Disclosure Statement is available at:
http://bankrupt.com/misc/SGKVENTURES_750_amendedds_blackline.pdf
The NewKey Group is represented by:
Steven B. Towbin, Esq.
Peter J. Roberts, Esq.
SHAW FISHMAN GLANTZ & TOWBIN LLC
321 North Clark Street, Suite 800
Chicago, IL 60654
Tel: (312) 541-0151
Fax: (312) 980-3888
About Keywell L.L.C.
Keywell L.L.C., a supplier of scrap titanium and stainless steel,
filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 13-37603)
on Sept. 24, 2013. Mark Lozier signed the petition as president
and CEO.
Keywell LLC first filed schedules disclosing $22,515,017 in total
assets, and $35,025,633 in total liabilities. In its amended
schedules, Keywell disclosed $22,546,386 in total assets and
$39,361,793 in total liabilities. As reported in the Troubled
Company Reporter on May 12, 2014, the Debtor filed an amended
summary of schedules disclosing assets of $22,602,974 and
liabilities of $37,181,354.
Judge Eugene R. Wedoff presides over the case.
Howard L. Adelman, Esq., Chad H. Gettleman, Esq., Henry B. Merens,
Esq., Brad A. Berish, Esq., Mark A. Carter, Esq., Adam P.
Silverman, Esq., and Nathan Q. Rugg, Esq., at Adelman & Gettleman
Ltd. serve as the Debtor's counsel. Alan B. Patzik, Esq., Steven
M. Prebish, Esq., and David J. Schwartz, Esq., at Patzik, Frank &
Samotny Ltd. serve as the Debtor's special counsel. Eureka
Capital Markets, LLC, serves as the Debtor's investment banker,
while Conway MacKenzie, Inc., serves as its financial advisors.
The Debtor's lenders are represented by Steven B. Towbin, Esq.,
and Gordon E. Gouveia, Esq., at Shaw Fishman Glantz & Towbin LLC,
in Chicago, Illinois.
The United States Trustee for Region 11 appointed an Official
Committee of Unsecured Creditors. The panel has hired David A.
Agay, Esq., Sean D. Malloy, Esq., Scott N. Opincar, Esq., Joshua
A. Gadharf, Esq., and T. Daniel Reynolds, Esq., at McDonald
Hopkins LLC as counsel. Alvarez & Marsal North America, LLC,
serves as financial advisors to the Committee.
In December 2013, the Bankruptcy Court formally approved the sale
of the Debtor's assets to KW Metals Acquisition LLC for $15.8
million. The original offer was from Cronimet Holdings Inc. for
$12.5 million cash.
Keywell LLC changed its name and case caption to "SGK Ventures,
LLC" following the sale.
SHELBOURNE NORTH: Coxe Investments May File Late Claim for $100K
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
approved a settlement between Shelbourne North Water Street, L.P.,
and Coxe Investments, LLC, whereby Coxe is granted leave to file a
$100,000 general unsecured non-priority claim after the claims bar
date. The Claim will be deemed timely filed.
About Shelbourne North Water Street L.P.
A group of creditors filed an involuntary Chapter 11 petition
against Chicago, Illinois-based Shelbourne North Water Street L.P.
(Bankr. D. Del. Case No. 13-12652) on Oct. 10, 2013. The case is
assigned to Judge Kevin J. Carey.
The petitioners are represented by Zachary I Shapiro, Esq., and
Russell C. Silberglied, Esq., at Richards, Layton & Finger, P.A.,
in Wilmington, Delaware.
The Debtor consented on Nov. 8, 2013, to being in Chapter 11
reorganization.
FrankGecker LLP represents the Debtor in its restructuring
effort.
* * *
The Bankruptcy Court has given the Debtor exclusivity through Oct.
31, 2014, to file a plan or solicit acceptances of that plan.
The Debtor filed a Plan of Reorganization in March 2014, embodying
a plan investment agreement (PIA) which provides up to $135
million of funding for a plan of reorganization that will pay all
bona fide claims in full. Atlas Apartment Holdings, LLC, and
Credit Suisse LLC (the "Tier One Capital Provider") committed to
provide the funding. The plan was to enable the Debtor to emerge
from bankruptcy and with Atlas to move forward with the
construction of the "Chicago Spire", a 2,000-foot high residential
building at the intersection of the Chicago River and Lake
Michigan.
Several creditors, including the holder of the Debtor's primary
secured debt, RMW Acquisition Company, LLC, filed objections to
the PIA. This led to parties engaging in more negotiations, which
ultimately led to a settlement agreement under which there would
be payments to RMW and other non-insider creditors by a date
certain (Oct. 31, 2014, or March 31, 2015), or alternatively,
transfer of the Debtor's real property to RMW or its designee with
substantial payments to non-insider creditors funded by RMW.
The Debtor filed a Second Amended Joint Plan of Reorganization in
mid-April 2014, to reflect the PIA with Atlas as well as the
alternative plan transaction with RMW.
SHIROKIA DEVELOPMENT: Files for Chapter 11 with $15-Mil. Debt
-------------------------------------------------------------
Shirokia Development, LLC, a real property owner in Flushing, New
York, that's currently being controlled by a receiver, filed a
Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 14-12341)
in Manhattan on Aug. 12, 2014.
The Debtor, a Single Asset Real Estate as defined in 11 U.S.C.
Sec., 101 (51B), owns real property at 142-28 38th Avenue,
Flushing, New York 11354, with four commercial co-op units; 23
residential co-op units; and 47 parking spaces. The property is
valued at $28.4 million and secures a $15.5 million debt to 38th
Avenue Realty LLC. The Debtor didn't disclose any other assets,
noting that other information is with the receiver.
In its schedules of assets and liabilities, the Debtor disclosed:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $28,400,000
B. Personal Property $0
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $15,456,273
E. Creditors Holding
Unsecured Priority
Claims $0
F. Creditors Holding
Unsecured Non-priority
Claims $0
----------- -----------
TOTAL $28,400,000 $15,456,273
The Debtor says it will amend the schedules as soon as more
information is obtained from the receiver.
The case is assigned to Judge Martin Glenn.
The Debtor has tapped Dawn Kirby Arnold, Esq., at DelBello
Donnellan Weingarten Wise & Wiederkehr, LLP, as counsel. The
lawyer has agreed to accept $12,573 as fee for his legal services.
According to the docket, the Debtor's Chapter 11 plan and
disclosure statement are due Dec. 10, 2014. The initial case
conference is due Sept. 11, 2014.
SINCLAIR BROADCAST: Posts $41.6 Million Net Income in Q2
--------------------------------------------------------
Sinclair Broadcast Group, Inc., reported net income of $41.60
million on $455.13 million of total revenues for the three months
ended June 30, 2014, as compared with net income of $18.05 million
on $314.15 million of total revenues for the same period last
year.
The Company also reported net income of $69.25 million on $867.78
million of total revenues for the six months ended June 30, 2014,
as compared with net income of $34.92 million on $596.77 million
of total revenues for the same period during the prior year.
Debt on the balance sheet, net of $395.5 million in cash and cash
equivalents, was $2,719.4 million at June 30, 2014, versus net
debt of $2,709.7 million at March 31, 2014.
"We are excited to report better than expected second quarter
results on stronger core advertising and digital interactive
revenues, as well as lower television operating expenses,"
commented David Smith, president and CEO of Sinclair. "With the
acquisition of Allbritton now complete, our focus will be on
rationalizing and strengthening the portfolio, building upon our
existing television station platform as it relates to investments
in digital interactive and news content, and expanding our
recently launched collegiate sports initiative. At the same time,
we will continue to push for regulatory reform and building the
next generation broadcast platform, both of which will allow us to
more effectively compete with other forms of media."
A full-text copy of the press release is available for free at:
http://is.gd/bwP6O3
Perpetual Corporation Acquisition
Effective July 31, 2014, Sinclair Broadcast completed the
acquisition of Perpetual Corporation and the equity interest of
Charles Television, LLC, for an aggregate purchase price of $985
million plus working capital of $53.4 million. The Company
financed the total purchase price with proceeds from the issuance
of 5.625% senior unsecured notes, draw on the Company's amended
bank credit agreement, and cash on hand. The Allbritton Companies
owned certain broadcast assets related to the following nine
stations along with the respective network affiliation or program
service arrangements: WHTM (ABC) in Harrisburg/Lancaster/York, PA;
WJLA (ABC) in Washington, DC; WBMA(ABC), WCFT (ABC), and
WJSU(ABC), in Birmingham, AL; KATV (ABC) in Little Rock/Pine
Bluff, AR; KTUL (ABC) in Tulsa, OK; WSET (ABC) in
Roanoke/Lynchburg, VA; and WCIV (ABC), Charleston, SC markets, and
NewsChannel 8, a 24-hour cable/satellite news network covering the
Washington, D.C. metropolitan area.
In conjunction with the acquisition, the Company agreed to
surrender for cancellation, the FCC licenses of WCFT, WJSU, and
WCIV within 60 days after closing, and have entered into an
agreement to sell the license and related assets of WHTM to Media
General Operations, Inc., subject to approval of the FCC,
antitrust clearance, and other customary closing conditions. The
ABC and other programming of WCFT, WJSU, and WCIV will be carried
as multicast signals on the Company's existing stations in their
respective markets.
Credit Agreement Amendment
On July 31, 2014, Sinclair Television Group, Inc., a wholly-owned
subsidiary of Sinclair Broadcast Group, Inc., entered into an
amendment and restatement of its credit agreement with JPMorgan
Chase Bank, N.A., as administrative agent, the guarantors party
thereto and the lenders.
Pursuant to the Amendment, STG raised $400 million of incremental
term loan B commitments. The incremental term loan matures in
July 2021. The term loans were issued at 99.75% of par and bears
interest at LIBOR plus 2.75% with a 0.75% LIBOR floor. The
proceeds, together with the proceeds of STG's offering of 5.625%
notes and cash on hand, were used to finance the acquisition of
the Allbritton companies on July 31, 2014.
Additionally, in connection with the Amendment, $327.7 million of
term loan A, including $72.5 million of the remaining $108.2
million delayed draw term loan A commitments, were converted into
revolving commitments. The Company has $361.2 million of
committed term loan A, which consists of $325.5 million currently
outstanding and $35.7 million under the delayed draw to be
borrowed on or before Dec. 31, 2014, and the Company has $485.2
million in revolving commitments.
The Company also amended certain terms of the Bank Credit
Agreement, including, but not limited to, increased flexibility in
dispositions related to requirements of regulatory authorities, an
increase in the non-TV/radio acquisition capacity, the elimination
of certain maintenance financial covenants, an increase to the
first lien indebtedness maintenance test from 3.75 to 1.00 to 4.00
to 1.00, and increased flexibility under certain restrictive
covenants.
The Bank Credit Agreement continues to contain certain (i)
restrictive covenants, including, but not limited to, restrictions
on indebtedness, liens, payments, investments, mergers,
consolidations, liquidations and dissolutions, acquisitions, sales
and other dispositions of assets, loans and advances and affiliate
transactions and (ii) financial maintenance covenants, including a
first lien indebtedness ratio. The Bank Credit Agreement also
continues to include affirmative covenants, representations and
warranties and events of default, including certain cross-default
and cross-acceleration provisions, customary for an agreement of
its type.
STG's obligations under the Bank Credit Agreement remain (i)
jointly and severally guaranteed by the Guarantors, which include
the Company and certain subsidiaries of the Company and (ii)
secured by a first-priority lien on substantially all of the
tangible and intangible assets (whether now owned or hereafter
arising or acquired) of STG and the subsidiaries of STG and the
Company that are Guarantors and, with respect to the Company, the
capital stock of certain of its directly owned subsidiaries.
A full-text copy of the Sixth Amended and Restated Credit
Agreement is available for free at http://is.gd/2GV5jd
About Sinclair Broadcast
Based in Baltimore, Maryland, Sinclair Broadcast Group, Inc.
(Nasdaq: SBGI) -- http://www.sbgi.net/-- one of the largest and
most diversified television broadcasting companies, currently owns
and operates, programs or provides sales services to 58 television
stations in 35 markets. The Company's television group reaches
roughly 22 percent of U.S. television households and includes FOX,
ABC, CBS, NBC, MNT, and CW affiliates.
Sinclair Broadcast reported net income of $75.81 million in 2013,
as compared with net income of $144.95 million in 2012. The
Company's balance sheet at Dec. 31, 2013, showed $4.14 billion in
total assets, $3.74 billion in total liabilities and $405.70
million in total equity.
* * *
This concludes the Troubled Company Reporter's coverage of
Sinclair Broadcast until facts and circumstances, if any, emerge
that demonstrate financial or operational strain or difficulty at
a level sufficient to warrant renewed coverage.
SOUNDVIEW ELITE: Court Denies Motion to Remove Chapter 11 Trustee
-----------------------------------------------------------------
The Hon. Robert E. Gerber denied party-in-interest Gerti Muho's
motion to remove the Chapter 11 trustee in the Chapter 11 cases of
Soundview Elite Ltd., et al.
On July 3, Mr. Muho, requested that the Court terminate the
appointment of a trustee, dismiss the action, and return Mr. Muho
to rightful control of the assets that are wrongly listed as
Debtors in the action, or the entities.
Corinne Ball, solely in her capacity as trustee, objected to
party-in-interest Alphonse Fletcher, Jr.'s joinder in part in the
trustee's objection to the motion to dismiss and in the Muho
motion to remove the trustee. The trustee said that the joinder
is procedurally improper. Having failed to comply with the
Court's order, Mr. Fletcher must not be allowed to press equally
specious and unspecified allegations under the guise of the
joinder.
Mr. Fletcher, in his joinder, stated that if the professional to
be employed does not satisfy the standard, the Code prohibits the
Court from authorizing the employment. The trustee should be
replaced and Mr. Muho must not be granted control of the Debtors.
The trustee also filed an objection to the Muho motion, stating
that Mr. Muho resigned as a director of the Debtors on April 3,
2013, well before the Debtors filed the cases.
Mr. Muho also responded to trustee's objection.
The Chapter 11 trustee is represented by:
Veerle Roovers, Esq.
Stephen J. Pearson, Esq.
Amy Edgy Ferber, Esq.
JONES DAY
222 East 41st Street
New York, NY 10017
Tel: (212) 326-3939
Fax: (212) 755-7306
As reported in the Troubled Company Reporter on April 29, 2014,
District Judge J. Paul Oetken affirmed the Bankruptcy Court order
appointing a trustee for the Debtors.
About Soundview Elite
Six mutual funds originally created by Citco Group of Cos.,
including Soundview Elite Ltd., filed petitions for Chapter 11
protection on Sept. 24, 2013, in Manhattan to avoid undergoing
bankruptcy liquidation in the Cayman Islands, where they are
incorporated.
The funds are Soundview Elite (Bankr. S.D.N.Y. Case No. 13-13098)
Soundview Premium, Ltd. (Case No. 13-13099); Soundview Star Ltd.
(Case No. 13-13101); Elite Designated (Case No. 13-13102); Premium
Designated (Case No. 13-13103); and Star Designated (Case No.
13-13104). The petitions were signed by Floyd Saunders as
corporate secretary. By order dated Oct. 16, 2013, the Court
directed that the Debtors' bankruptcy cases be procedurally
consolidated and jointly administered.
SoundView Elite Ltd. and two similarly named funds were the target
of a winding-up petitions in the Cayman Islands filed in August by
Citco, which had sold its interest in the funds' manager years
before. An investor, who was removed from the funds' board in
June, filed a different winding-up petition in August, aimed at
three funds created later to hold illiquid assets.
Soundview Elite estimated assets and debts of at least $10
million. The funds said in a court filing their total cash assets
of about $20 million are held in the U.S., where the funds are
managed. Court papers list the funds' total assets as $52.8
million, against debt totaling $28 million.
Judge Robert E. Gerber presides over the U.S. cases.
Warren J. Martin, Jr., Esq., Mark J. Politan, Esq., Terri Jane
Freedman, Esq., and Rachel A. Segall, Esq., at Porzio, Bromberg &
Newman, PC, serve as the Debtors' counsel. CohnReznick LLP serves
as financial advisor.
Peter Anderson and Matthew Wright, as Joint Official Liquidators
of the Debtors, are represented in the U.S. proceedings by John A.
Pintarelli, Esq., James J. Beha, II, Esq., William H. Hildbold,
Esq., at Morrison & Foerster LLP.
The U.S. Trustee solicited for the formation of an official
committee of unsecured creditors, but to date one has not been
formed.
SOUNDVIEW ELITE: Court Denies Withdrawal of the Turnover Motion
---------------------------------------------------------------
The District Court for the Southern District of New York denied
defendant Soundview Composite Ltd.'s to withdraw the reference to
the Bankruptcy Court of an adversary proceeding brought by Corinne
Ball, as Chapter 11 trustee of Soundview Elite Ltd., seeking
turnover and an accounting pursuant to Section 542 of the
Bankruptcy Court.
According to the Court order, the complaint purported to assert a
straightforward turnover claim pursuant to Section 542. The
complaint alleges that the debtor purchased certain Class H shares
from defendant under a Private Placement Memorandum.
The Court said that the defendant has not demonstrated cause for
withdrawing the reference.
About Soundview Elite
Six mutual funds originally created by Citco Group of Cos.,
including Soundview Elite Ltd., filed petitions for Chapter 11
protection on Sept. 24, 2013, in Manhattan to avoid undergoing
bankruptcy liquidation in the Cayman Islands, where they are
incorporated.
The funds are Soundview Elite (Bankr. S.D.N.Y. Case No. 13-13098)
Soundview Premium, Ltd. (Case No. 13-13099); Soundview Star Ltd.
(Case No. 13-13101); Elite Designated (Case No. 13-13102); Premium
Designated (Case No. 13-13103); and Star Designated (Case No.
13-13104). The petitions were signed by Floyd Saunders as
corporate secretary. By order dated Oct. 16, 2013, the Court
directed that the Debtors' bankruptcy cases be procedurally
consolidated and jointly administered.
SoundView Elite Ltd. and two similarly named funds were the target
of a winding-up petitions in the Cayman Islands filed in August by
Citco, which had sold its interest in the funds' manager years
before. An investor, who was removed from the funds' board in
June, filed a different winding-up petition in August, aimed at
three funds created later to hold illiquid assets.
Soundview Elite estimated assets and debts of at least $10
million. The funds said in a court filing their total cash assets
of about $20 million are held in the U.S., where the funds are
managed. Court papers list the funds' total assets as $52.8
million, against debt totaling $28 million.
Judge Robert E. Gerber presides over the U.S. cases.
Warren J. Martin, Jr., Esq., Mark J. Politan, Esq., Terri Jane
Freedman, Esq., and Rachel A. Segall, Esq., at Porzio, Bromberg &
Newman, PC, serve as the Debtors' counsel. CohnReznick LLP serves
as financial advisor.
Peter Anderson and Matthew Wright, as Joint Official Liquidators
of the Debtors, are represented in the U.S. proceedings by John A.
Pintarelli, Esq., James J. Beha, II, Esq., William H. Hildbold,
Esq., at Morrison & Foerster LLP.
The U.S. Trustee solicited for the formation of an official
committee of unsecured creditors, but to date one has not been
formed.
SOUTHERN FILM EXTRUDERS: Hires John Barnes as Accountant
--------------------------------------------------------
Southern Film Extruders, Inc. seeks authorization from the U.S.
Bankruptcy Court for the Middle District of North Carolina to
employ John L. Barnes, Jr., CPA as professional and to continue as
the person to act for the corporate Debtor, nunc pro tunc to
Oct. 1, 2013.
Mr. Barnes was employed as the Chief Financial Officer of the
Debtor while the Debtor was in operation. After the assets of the
Debtor were sold on October 1, 2013, Mr. Barnes continued to
assist in the administration of the estate, and anticipates that
he will continue to assist with winding up the affairs of the
Debtor.
The Debtor wants to employ Mr. Barnes as a professional to
continue to provide the services needed by the estate while
assuring Mr. Barnes that he will be fairly compensated for his
time and costs.
The Debtor anticipates that Mr. Barnes will be of significant
assistance in resolving the matter involving the Claim of Longhorn
Packaging, Inc. This is a matter involving litigation filed in
Texas by such party against the Debtor seeking a Claim in excess
of $2,500,000 for alleged damages arising from the delivery of
products by the Debtor.
Any compensation or reimbursement expenses to Mr. Barnes under his
employment would be required to be paid based upon the proper
filing of Applications to the Court and approval of the same after
notice and hearing.
Mr. Barnes assured the Court that he 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.
William P. Miller, the U.S. Bankruptcy Administrator, objects to
the Debtor's application for employment of Mr. Barnes saying the
employment of Mr. Barnes as a professional is unnecessary under
11 U.S.C. Section 327(b). "The general view is that officers of
the debtor are not professionals whose employment must be approved
by the court. . . . The correct analysis is that executives of a
debtor in possession should not be treated as professional
persons."
The BA says the Court:
-- should deny the Application of John L. Barnes for
employment as a professional,
-- authorize his continued employment and compensation to be
approved by the Court, and
-- award fees of $12,337.50 and $10 in expenses.
Mr. Barnes can be reached at:
John L. Barnes, Jr.
4191 Dimholt Court
Winston Salem, NC 27104
Tel: (336) 765-7331
Cel: (336) 442-7043
E-mail: jbarnesjr@triad.rr.com
U.S. Bankruptcy Administrator is represented by:
Robert E. Price, Jr.
P.O. Box 1828
Greensboro, NC 27402
Tel: (336) 358-4170
About Southern Film
Southern Film Extruders, Inc., is the business of developing and
manufacturing specialized film used in packaging various products.
It has two plants in High Point, North Carolina.
On July 25, 2013, an involuntary Chapter 7 petition was filed
against Southern Film. In response thereto, Southern Film filed a
Chapter 11 petition (Bankr. M.D.N.C. Case No. 13-11026) on Aug. 4,
2013.
The Debtor experienced severe cash flow issues as a result of the
loss of its largest customer prompted the bankruptcy filing.
John L. Barnes, Jr., signed the Chapter 11 petition as vice
president. The Debtor estimated assets of at least $10 million
and debts of at least $1 million. Charles M. Ivey, III, Esq., at
Ivey, McClellan, Gatton, & Talcott, LLP, represents the Debtor as
counsel.
The Official Committee of Unsecured Creditors is represented by
Hendren & Malone, PLLC.
STAG INDUSTRIAL: Fitch Affirms BB Rating on $139MM Preferred Stock
------------------------------------------------------------------
Fitch Ratings has assigned a 'BBB-' rating to STAG Industrial
Operating Partnership, L.P.'s $50 million unsecured notes issued
through a private placement on July 1, 2014. The notes have a 12-
year term and bear interest at a fixed rate of 4.98%.
Fitch also affirmed its ratings for STAG Industrial, Inc. and its
operating partnership STAG Industrial Operating Partnership, L.P.
(hereafter STAG or the company) as follows:
STAG Industrial, Inc.
-- Issuer Default Rating (IDR) at 'BBB-';
-- $139 million preferred stock at 'BB'.
STAG Industrial Operating Partnership, L.P.
-- IDR at 'BBB-';
-- $200 million senior unsecured revolving credit facility at
'BBB-';
-- $300 million senior unsecured term loans at 'BBB-'.
The Rating Outlook is Positive.
KEY RATING DRIVERS
The ratings reflect STAG's credit strengths, which include low
leverage and strong fixed charge coverage for the rating,
excellent liquidity, a sizable unencumbered asset pool and
improving access to capital, including unsecured private
placements and term loans and common equity via ATM programs.
These credit positives are balanced by the company's portfolio
concentration in secondary industrial markets and short operating
history as a public company.
The Positive Outlook reflects the upward momentum in STAG's credit
profile, including rapid organizational growth, improving fixed-
charge coverage and enhanced access to unsecured debt capital -
all in the context of leverage sustaining in the low 5.0x range.
STAG has achieved many of the rating sensitivities it has
identified as potentially leading to positive ratings momentum.
However, the Positive Outlook captures pending additional
seasoning in the company's operating portfolio and metrics.
Specifically, the agency will watch closely for evidence of
stabilization in the company's same-store net operating income
(NOI) growth following a period of unanticipated weakness during
most of 2013.
Internal Growth to Stabilize and Improve
STAG's cash same-store NOI declined for the TTM ended June 30,
2014 including year-over-year decreases of 5.5% decline in third
quarter 2013 (3Q'13), 0.7% in 4Q'13, 4.9% in 1Q'14 and 1.2% in
2Q'14. The company attributes the same-store weakness to
unusually low tenant retention due to a period of heightened
corporate change and, to a lesser extent, the harsh weather during
the 2013-2014 winter season.
The company has replaced some of the larger tenant vacancies,
including the loss of Brown Shoe at its Sun Prairie, WI, asset
that was backfilled with minimal downtime. However, free rent
granted under selected replacement tenant leases has been a near-
term drag on cash same store NOI growth that should abate as these
concessions burn off.
Fitch projects same store NOI growth of 0.5% in 2014, 2.9% in 2015
and 3.3% in 2016 improved occupancy and positive GAAP rent spreads
for new and renewal leases. The agency's projections assume
stabilization and improvement in the company's tenant retention
ratios during the second half of 2014 through 2016, towards a more
normalized level of between 70% and 80%.
Low Leverage
STAG's leverage was 5.2 times (x) based on an annualized run rate
of STAG's recurring operating EBITDA for the quarter ending June
30, 2014, which is strong for the 'BBB-' rating. This compares
with 5.5x on an annualized basis for the quarter ending Dec. 31,
2013 and 5.3x for the quarter ending June 30, 2013. Adjusting
2Q'14 earnings for the impact of partial period acquisitions would
reduce STAG's leverage to 5.0x. Fitch's projections anticipate
that the company will sustain leverage of approximately 5.0x
during the next three years on an annualized basis that includes a
full-year's impact of earnings from projected acquisitions.
Small Size But Improving Access to Capital
STAG's sale of $100 million of private placement unsecured notes
(including $50 million under a delayed draw set for Oct. 1, 2014)
is an important milestone in the company's transition to a
predominantly unsecured borrowing strategy that evidences broader
access to unsecured debt capital. Prior to the company's
inaugural private unsecured notes placement, STAG's unsecured
borrowings were limited to three bank term loans, as well as
drawdowns under the company's unsecured revolver. However, Fitch
continues to view STAG as a relatively unseasoned unsecured bond
issuer pending further private placement issuance.
Strong Fixed-Charge Coverage
Fitch expects the company's fixed charge coverage to sustain in
the low 3.0x through 2016. The low interest rate environment and
higher capitalization rates on class B industrial properties in
secondary markets should allow STAG to continue deploying capital
on a strong spread investing basis. STAG's fixed charge coverage
was 3.3x for the quarter ended June 30, 2014 and 3.1x and 2.6x for
the years ending Dec. 31, 2013 and 2012, respectively.
Excellent Liquidity
STAG had 82% availability under its $200 million unsecured
revolving credit facility as of June 30, 2014 and no debt
maturities until 2016. Moreover, STAG's unencumbered assets,
defined as unencumbered net operating income (NOI) (as calculated
in accordance with the company's seven-year unsecured term loan
agreement) divided by a stressed capitalization rate of 10%,
covered its unsecured debt by 2.8x in 2Q'14, which is strong for
the current ratings. The company's substantial unencumbered asset
pool is a source of contingent liquidity that enhances STAG's
credit profile.
Straightforward Business Model
STAG has not made investments in ground-up development or
unconsolidated joint venture partnerships. The absence of these
items helps simplify the company's business model, improve
financial reporting transparency and reduce potential contingent
liquidity claims, which Fitch views positively. While the company
may selectively pursue the acquisition of completed build-to-suit
(BTS) development projects in the future, Fitch would anticipate
only a moderate amount of such activity by STAG on an ongoing
basis. Moreover, Fitch views the acquisition of completed BTS
development projects as lower risk given the inherent non-
speculative nature of this activity.
Strong Management
Fitch views management favorably due to its successful track
record in executing its single-tenant industrial portfolio
acquisition strategy, as well as its extensive real estate capital
markets experience. Fitch does not expect the company's recent
appointment of Geoff Jervis as Chief Financial officer to result
in a change in financial policies. Fitch anticipates that
Mr. Jervis will continue to broaden STAG's unsecured debt base
beyond bank debt and that the company will remain committed to its
low-leverage strategy.
Secondary Market Locations
STAG's strategy centers on the acquisition of individual Class B,
single tenant industrial properties (warehouse/distribution and
manufacturing assets) predominantly in secondary markets
throughout the United States by sourcing third party purchases and
structured sale-leasebacks. Such transactions typically range in
price from $5 million to $50 million and have higher going-in
yields, stronger internal rates of return, and less competition
from other buyers. The company has only minimal exposure to what
are traditionally considered the 'core' U.S. industrial and
logistics markets, which include Chicago, Los Angeles/Inland
Empire, Dallas - Fort Worth, Atlanta and New York/Northern New
Jersey. Fitch views this as a credit negative given superior
liquidity characteristics for industrial assets in 'core' markets
-- both in terms of financing and transactions.
Limited Public Company Track Record
STAG has a limited track record as a public company, having gone
public in 2Q'11. This track record is balanced by 1) the
homogeneity of industrial properties, 2) management's prior
experience successfully managing STAG's predecessor as a private
company that dates back to 2004 and 3) management's extensive real
estate and capital markets experience.
Preferred Stock Notching
The two-notch differential between STAG's IDR and preferred stock
rating is consistent with Fitch's criteria for a U.S. REIT with an
IDR of 'BBB-'. These preferred securities are deeply subordinated
and have loss absorption elements that would likely result in poor
recoveries in the event of a corporate default.
Positive Outlook
The Positive Outlook is based on Fitch's expectation for
stabilization and improvement in the company's cash same-store NOI
growth over the rating horizon, coupled with Fitch's expectation
that STAG will maintain leverage and fixed-charge coverage of
approximately 5.0x and 3.0x on a run rate basis, metrics that are
consistent with a 'BBB' IDR.
RATING SENSITIVITIES
The following factors may have a positive impact on STAG's
ratings:
-- Stabilization, followed by sustained improvement in STAG's
tenant retention and same-store NOI growth is Fitch's
primary consideration for positive ratings momentum;
-- Continued access to the unsecured bond market;
-- Leverage calculated on an annualized basis adjusted for
acquisitions sustaining below 5.5x (leverage was 5.0x as of
June 30, 2014);
-- Fixed charge coverage to sustaining above 3.0x (coverage was
3.3x as of June 30, 2014).
The following factors may have a negative impact on the company's
ratings and/or Outlook:
-- Fitch's expectation for leverage sustaining above 6.5x;
-- Fixed charge coverage sustaining below 2.0x;
-- A meaningful increase in the percentage of STAG's encumbered
assets relative to gross assets.
STEREOTAXIS INC: No Longer Faces Any Shareholder Litigation
-----------------------------------------------------------
The U.S. District Court for the Eastern District of Missouri, upon
a joint motion of the parties, dismissed without prejudice the
purported shareholder derivative action filed on Dec. 2, 2011, by
Carl Zorn against the directors of Stereotaxis, Inc., and the
Company as a nominal defendant. Previously, on March 18, 2014,
the U.S. District Court for the Eastern District of Missouri
granted the Company's motion to dismiss the purported securities
class action filed on Oct. 7, 2011, against the Company and two of
the Company's past executive officers by Kevin Pound, and the
Court entered judgment in favor of the defendants and against the
plaintiff in that case. The plaintiffs did not file a notice of
appeal prior to the deadline of April 17, 2014. With the
dismissal of these lawsuits, the Company is no longer a party to
any shareholder litigation.
Second Quarter Form 10-Q Filed
Stereotaxis filed with the U.S. Securities and Exchange Commission
its quarterly report on Form 10-Q disclosing a net loss of $1.94
million on $8.04 million of total revenue for the three months
ended June 30, 2014, as compared with a net loss of $3 million on
$9.73 million of total revenue for the same period in 2013.
For the six months ended June 30, 2014, the Company reported a net
loss of $6.08 million on $16.40 million of total revenue as
compared with a net loss of $7.92 million on $18.14 million of
total revenue for the same period last year.
The Company's balance sheet at June 30, 2014, showed $27.28
million in total assets, $41.98 million in total liabilities and a
$14.70 million total stockholders' deficit. At June 30, 2014, the
Company had $10.6 million of cash and equivalents.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/5onKNx
Stereotaxis registered with the SEC 1,000,000 shares of common
stock issuable under the 2012 Stock Incentive Plan for a proposed
maximum aggregate offering price of $3.18 million. A full-text
copy of the Form S-8 is available at http://is.gd/SxSPnb
The Company also registered with the SEC 250,000 shares of common
stock issuable under the Company's 2009 Employee Stock Purchase
Plan for a proposed aggregate maximum offering price of $795,000.
A full-text copy of the Form S-8 is available at:
http://is.gd/9Si1d8
About Stereotaxis
Based in St. Louis, Missouri, Stereotaxis, Inc., is a manufacturer
and developer of a suite of navigation systems in interventional
surgical procedures. The Company's Epoch Solution is used in the
treatment of arrhythmias and coronary artery disease.
Stereotaxis reported a net loss of $68.75 million in 2013,
following a net loss of $9.23 million in 2012.
Ernst & Young LLP, in St. Louis, Missouri, 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 recurring operating losses and has a
net capital deficiency. These conditions raise substantial doubt
about the Company's ability to continue as a going concern.
STILLWATER MINING: S&P Raises CCR to 'B+'; Outlook Stable
---------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Billings, Mont.-based Stillwater Mining Co. to 'B+' from
'B'. As a result, S&P also raised its issue-level ratings on the
company's senior unsecured debt to 'BB-' from 'B+'. The recovery
ratings remain unchanged at '2', indicating S&P's expectation for
a substantial (70% to 90%) recovery in the event of a payment
default. The outlook is stable.
The upgrade is driven by Stillwater's strengthening credit
measures, including leverage falling below 3x, in large part due
to the retirement of more than $200 million in debt since the
beginning of 2013. In addition, the company continues to maintain
close to $500 million in cash and liquid investments on its
balance sheet. In light of the company's revised strategy
following leadership changes in mid-2013, S&P believes the scope
of possible long-term capital spending has been reduced such that
we now consider liquidity to be "strong."
"The stable outlook reflects our view that Stillwater will
maintain its credit measures over the next year, but also has the
capital structure to withstand operating or market shocks along
the way," said Standard & Poor's credit analyst Chiza Vitta.
A positive rating action would be predicated on an improved
business risk profile, or additional deleveraging below 2x. A
strengthened business risk profile could be the result of
increased geographic or product diversity.
S&P could take a negative rating action if cash balances fell such
that it no longer viewed liquidity as strong. This could result
from a dividend or share repurchase. S&P could also lower the
rating if EBITDA weakened, pushing leverage toward 4x. This could
happen if Stillwater experienced operating challenges that limited
production or decreased profitability.
SUN BANCORP: 1-for-5 Reverse Stock Split Takes Effect
-----------------------------------------------------
Sun Bancorp, Inc., announced the effectiveness of its 1 for 5
reverse stock split of the Company's common stock, which became
effective at 12:00 a.m. Eastern Time on Aug. 11, 2014, for
shareholders of record as of 11:59 p.m. Eastern Time on Aug. 8,
2014. The Company's common stock began trading on the NASDAQ
Global Select Market on a split-adjusted basis at market open on
August 11.
Upon the effectiveness of the reverse stock split, each five
shares of the Company's issued and outstanding shares of common
stock were automatically combined into one share of the Company's
common stock. The reverse stock split affects all issued and
outstanding shares of the Company's common stock, as well as the
number of shares of common stock available for issuance under the
Company's equity incentive plans. In addition, the reverse stock
split will effect a reduction in the number of shares of common
stock issuable upon the exercise of stock options outstanding as
of the Record Date, with a proportional increase in the exercise
price. No fractional shares will be issued as a result of the
reverse stock split. In lieu of issuing fractional shares, the
Company will round up to one whole share of Common Stock in the
event a shareholder would be entitled to receive a fractional
share of Common Stock. The number of authorized shares of the
Company's common stock decreased from 200,000,000 shares, to
40,000,000 shares and the par value per share of the Company's
common stock increased from $1.00 per share to $5.00 per share as
a result of the reverse stock split.
The Company has retained its transfer agent, Computershare Trust
Company, to act as its exchange agent for the reverse stock split.
Computershare will send shareholders of record as of the Record
Date a letter of transmittal providing instructions for the
exchange of their certificates. Shareholders owning shares via a
broker or other nominee will have their positions automatically
adjusted to reflect the reverse stock split, subject to the
brokers' particular processes, and will not be required to take
any action in connection with the reverse stock split.
Shareholders should not destroy any stock certificates, nor should
they submit any certificates for exchange until requested to do so
in accordance with the materials to be distributed by
Computershare.
On Aug. 7, 2014, Sun Bancorp filed with the New Jersey Division of
Revenue a Certificate of Amendment to the Company's Amended and
Restated Certificate of Incorporation to: (i) effect the one-for-
five (1 for 5) reverse stock split of the Company's issued and
outstanding shares of common stock as of 11:59 p.m. Eastern Time
on Aug. 8, 2014; (ii) effect a decrease in the number of
authorized shares of the Company's common stock from 200,000,000
shares, to 40,000,000 shares; and (iii) increase the par value of
each share of the Company's common stock from $1.00 per share to
$5.00 per share. The Certificate of Amendment became effective on
Aug. 11, 2014.
The Certificate of Amendment was approved and adopted by the
Company's Board of Directors on July 17, 2014.
About Sun Bancorp
Sun Bancorp, Inc. (NASDAQ: SNBC) is a bank holding company
headquartered in Vineland, New Jersey, with its executive offices
located in Mt. Laurel, New Jersey. Its primary subsidiary is Sun
National Bank, a full service commercial bank serving customers
through more than 60 locations in New Jersey.
On April 15, 2010, Sun National Bank entered into a written
agreement with the OCC which contained requirements to develop and
implement a profitability and capital plan which provides for the
maintenance of adequate capital to support the Bank's risk profile
in the current economic environment.
Sun Bancorp reported a net loss available to common shareholders
of $9.94 million in 2013, a net loss available to common
shareholders of $50.49 million in 2012, and a net loss available
to common shareholders of $67.50 million in 2011.
The Company's balance sheet at June 30, 2014, showed $2.89 billion
in total assets, $2.66 billion in total liabilities and $227.65
million in total shareholders' equity
TACTICAL INTERMEDIATE: Gets Final OK on $3.5-Mil. Bankruptcy Loan
-----------------------------------------------------------------
Judge Kevin Gross entered a final order allowing Tactical
Intermediate Holdings, Inc., et al., to borrow up to $3,500,000
from Wells Fargo Bank.
The DIP Lender is granted allowed superpriority administrative
expense claims for the DIP Loan Facility and all obligations under
the loan documents.
The extension of the DIP Loan will terminate on the earlier of (i)
the occurrence of an event of default as described in the DIP Loan
Documents; (ii) the date on which a plan of liquidation of the
Debtors is substantially consummated; or (iii) Nov. 15, 2014.
The Debtors are also permitted to use cash collateral of their
Prepetition Secured Lenders in accordance with an approved budget.
Each of the Prepetition Secured Lenders are entitled to adequate
protection of their interest in the Prepetition Collateral,
including the cash collateral, in an amount equal to the aggregate
diminution in value of that interest.
As a continuing condition to their use of the Cash Collateral
and/or DIP Loan Facility, the Debtors are required to close on the
sale (i) of assets used in connection with their Footwear
Business; and (ii) of their Flame Resistant Business, on or before
Sept. 12, 2014.
All objections to the DIP Loan Motion not otherwise settled,
resolved or withdrawn are overruled, the Court ruled.
Among others, the United States, on behalf of the Department of
Defense, and the Official Committee of Unsecured Creditors filed
limited objections to the DIP Loan Motion. The Defense Deparment
expressed concern that the Motion might impair its rights under
applicable Federal law and regulations. For its part, the
Creditors Committee complained that the DIP Loan Facilities
improperly usurp value from the unsecured creditors by granting
liens on and claims in avoidance actions.
Full-text copies of the Final DIP Loan Order and the approved
budget are available for free at:
http://bankrupt.com/misc/TACTICALINTERMEDIATE_fnlDIPord.PDF
About Tactical Intermediate
Tactical Intermediate Holdings, Inc., and its affiliates'
operations are comprised of two major lines of business -- a
footwear line, and a fabric and clothing line, including flame
resistant material ("Massif").
Footwear is comprised of the Altama group ("Altama") and the
Wellco Group ("Wellco"). Wellco was founded in 1941 and
manufactures and sells combat boots, primarily for the United
States Military as well as commercial uniform and work boots for a
variety of customers. Altama was founded in 1969 and manufactures
and sells boots for the United States and international militaries
as well as for federal, state and local agencies, military
schools, police, uniform shops and Army/Navy retailers.
Headquartered in Ashland, Oregon, Massif was founded in 1999 by a
group of veteran search and rescue team members and alpine
climbers who believed that the options for sanctioned fire
resistant protective gear at the time were too limited. Massif is
a world leader in supplying flame resistant and high performance
outdoor apparel to the military, law enforcement, search and
rescue professionals, and the wildland firefighting community.
Tactical Intermediate Holdings, Inc., and its affiliates sought
Chapter 11 protection in Delaware on July 8, 2014, with plans to
quickly sell their assets.
Judge Kevin Gross is assigned to the Chapter 11 cases. The
Debtors have requested joint administration of the cases under
Case No. 14-11659.
The Debtors have tapped Klehr Harrison Harvey Branzburg LLP as
counsel, FTI Consulting, Inc., as financial advisor, Houlihan
Lokey Capital, Inc., as investment banker, and PrimeClerk as
claims and noticing agent.
Massif Apparel Enterprises LLC, the entity formed by Sun Capital
Partners Group V LLC, to serve as stalking horse bid for Massif's
assets, is represented by Corey Fox, Esq., Brad Weiland, Esq., and
Gregory F. Fesce, Esq., at Kirkland & Ellis LLP.
Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed
three members to serve in the official committee of unsecured
creditors in the Chapter 11 cases of Tactical Intermediate
Holdings, Inc., et al.
TACTICAL INTERMEDIATE: Gets Court OK for Key Employee Programs
--------------------------------------------------------------
Tactical Intermediate Holdings, Inc., et al., sought and obtained
Bankruptcy Court approval for a key employee incentive program
(KEIP) for two insiers and a key employee retention program (KERP)
for certain non-insider employers and make payments contemplated
under both programs.
The Debtors identified 2 executives and 11 non-insider employees
whose knowledge and skill are essential to maximizing the value of
their estates during the sale and winddown process of their
business.
The KEIP
The KEIP Participants are individuals that have the most control
and oversight of the Debtors' liquidation process.
For the first senior management employee, the Incentive Bonus is
tied to the level of Cumulative Operating Cash Disbursements
calculated as of Aug. 30, 2014. If the Cumulative Operating
Cash Disbursements as of that date are 5% below he $6,474,000
target, the Incentive Bonus to be paid is $50,000. If the
Cumulative Operating Cash Disbursements as of that date are 4%
below the $6,474,000 target, the Incentive Bonus to be paid is
$40,000.
For the second senior management employee, the Incentive Bonus
is tied to the level of Cumulative Footwear Government Account
Receivable Collections calculated as of Aug. 30, 2014. If the
Cumulative Footwear Government Account Receivable Collections as
of that date meet the $2,117,000 target, the Incentive Bonus to
be paid is $10,000.
The Incentive Bonus will be paid on the effectiveness of the
Plan.
The KERP
The KERP Participants include 11 non-insider employees from
various functions, including accounting, finance, sales, human
resources, information technology and operations.
The Retention Bonuses will range from 2 weeks to one month of
each KERP Participant's base salary, with those KERP
Participants who are most critical and irreplaceable eligible
for payments approaching the upper end of the range. The
Retention Bonuses range from $1,183 to $12,000 and the average
is $6,322.
The estimated cost of the KERP, assuming all KERP Participants
remain employed through the relevant payment date, is $69,539.
The Retention Bonuses will be paid upon termination of a KERP
Participant.
The Debtors maintain that their prepetition lenders support the
KEIP and KERP and the DIP Loan budget was modeled to include the
cost of the programs.
All amounts earned and payable under the KEIP and KERP will have
administrative expense priority under the Bankruptcy Code, the
Court ruled.
The Debtors also sought and obtained Court permission to file
redacted versions of the KEIP and KERP documents.
About Tactical Intermediate
Tactical Intermediate Holdings, Inc., and its affiliates'
operations are comprised of two major lines of business -- a
footwear line, and a fabric and clothing line, including flame
resistant material ("Massif").
Footwear is comprised of the Altama group ("Altama") and the
Wellco Group ("Wellco"). Wellco was founded in 1941 and
manufactures and sells combat boots, primarily for the United
States Military as well as commercial uniform and work boots for a
variety of customers. Altama was founded in 1969 and manufactures
and sells boots for the United States and international militaries
as well as for federal, state and local agencies, military
schools, police, uniform shops and Army/Navy retailers.
Headquartered in Ashland, Oregon, Massif was founded in 1999 by a
group of veteran search and rescue team members and alpine
climbers who believed that the options for sanctioned fire
resistant protective gear at the time were too limited. Massif is
a world leader in supplying flame resistant and high performance
outdoor apparel to the military, law enforcement, search and
rescue professionals, and the wildland firefighting community.
Tactical Intermediate Holdings, Inc., and its affiliates sought
Chapter 11 protection in Delaware on July 8, 2014, with plans to
quickly sell their assets.
Judge Kevin Gross is assigned to the Chapter 11 cases. The
Debtors have requested joint administration of the cases under
Case No. 14-11659.
The Debtors have tapped Klehr Harrison Harvey Branzburg LLP as
counsel, FTI Consulting, Inc., as financial advisor, Houlihan
Lokey Capital, Inc., as investment banker, and PrimeClerk as
claims and noticing agent.
Massif Apparel Enterprises LLC, the entity formed by Sun Capital
Partners Group V LLC, to serve as stalking horse bid for Massif's
assets, is represented by Corey Fox, Esq., Brad Weiland, Esq., and
Gregory F. Fesce, Esq., at Kirkland & Ellis LLP.
Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed
three members to serve in the official committee of unsecured
creditors in the Chapter 11 cases of Tactical Intermediate
Holdings, Inc., et al.
THERAPEUTICSMD INC: Incurs $10.9-Mil. Net Loss in Second Quarter
----------------------------------------------------------------
TherapeuticsMD, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $10.89 million on $3.75 million of net revenues for the three
months ended June 30, 2014, as compared with a net loss of $6
million on $2.08 million of net revenues for the same period in
2013.
For the six months ended June 30, 2014, the Company reported a net
loss of $20.08 million on $6.58 million of net revenues as
compared with a net loss of $12.38 million on $3.61 million of net
revenues for the same period last year.
As of June 30, 2014, the Company had $44.43 million in total
assets, $6.94 million in total liabilities, all current, and
$37.48 million in total stockholders' equity.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/Ch9NtI
About TherapeuticsMD
Boca Raton, Florida-based TherapeuticsMD, Inc. (OTC QB: TXMD) is a
women's healthcare product company focused on creating and
commercializing products targeted exclusively for women. The
Company currently manufactures and distributes branded and generic
prescription prenatal vitamins as well as over-the-counter
vitamins and cosmetics. The Company is currently focused on
conducting the clinical trials necessary for regulatory approval
and commercialization of advanced hormone therapy pharmaceutical
products designed to alleviate the symptoms of and reduce the
health risks resulting from menopause-related hormone
deficiencies.
TherapeuticsMD reported a net loss of $28.41 million in 2013, a
net loss of $35.12 million in 2012, and a net loss of $12.9
million in 2011.
TRINITY CHURCH: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: The Trinity Church of God in Christ
285 Dixwell Avenue
New Haven, CT 06511
Case No.: 14-31520
Chapter 11 Petition Date: August 13, 2014
Court: United States Bankruptcy Court
District of Connecticut (New Haven)
Judge: Hon. Julie A. Manning
Debtor's Counsel: David R. Biondi, Esq.
940 White Plains Road, Suite 302
Trumbull, CT 06611
Tel: (203) 261-0899
Fax: (203) 261-5151
Email: davidr.biondi@yahoo.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The Debtor did not file a list of its largest unsecured creditors
when it filed the petition.
UNI-PIXEL INC: Reports $6.1 Million Net Loss in Second Quarter
--------------------------------------------------------------
Uni-Pixel, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $6.06 million on $0 of revenue for the three months ended
June 30, 2014, as compared with a net loss of $4.69 million on
$749 of revenue for the same period in 2013.
The Company also reported a net loss of $12.25 million on $0 of
revenue for the six months ended June 30, 2014, as compared with a
net loss of $3.74 million on $5.07 million of revenue for the same
period last year.
As of June 30, 2014, the Company had $44.40 million in total
assets, $5.60 million in total liabilities and $38.80 million in
total shareholder's equity.
Cash and cash equivalents totaled $30.4 million at June 30, 2014,
as compared to $39.4 million at Dec. 31, 2013.
The second quarter of 2014 was a pivotal quarter for UniPixel, as
it transitioned from lab-based single sensor batch plating process
to roll-to-roll pilot production. As announced in June, the
company achieved a fully-functional, roll-to-roll pilot production
line comprised of a plating line at its Texas facility, with
printing, final testing and packaging at its Kodak facility in New
York. UniPixel and its manufacturing partner, Kodak, have been
conducting roll-to-roll pilot manufacturing and yield studies on
the overall process.
"We are working closely with Kodak to transfer the pilot plating
technology from the Texas facility to our full production facility
in New York," noted Jeff Hawthorne, UniPixel's president and CEO.
"Our joint engineering and process development on the pilot
production line continues to advance. The roll-to-roll pilot
production line has begun to produce appreciable quantities of
sensors on a weekly basis to support yield ramp activities and
sampling for our development customers.
"Statistical analysis of these process runs have directed the
focus of our teams on certain areas in order to improve overall
process yield, and we are making measured progress. In addition
to yield ramp development efforts, transfer of the modified
plating process to the production plating assets at the Kodak
facility are well underway, and we have begun process verification
and validation."
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/XpPeBw
About Uni-Pixel Inc.
The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL)
-- http://www.unipixel.com/-- is a production stage company
delivering its Clearly Superior(TM) Performance Engineered Films
to the Lighting & Display, Solar and Flexible Electronics market
segments.
Uni-Pixel reported a net loss of $15.18 million in 2013, a net
loss of $9.01 million in 2012 and a net loss of $8.56 million in
2011.
USEC INC: Posts Net Loss of $28 Million in Second Quarter 2014
--------------------------------------------------------------
USEC Inc. on Aug. 13 reported a net loss of $28.0 million for the
quarter ended June 30, 2014, compared to a net loss of $40.9
million for the second quarter of 2013. For the six months ended
June 30, 2014, USEC reported a loss of $78.8 million compared to
$42.9 million in the same period of 2013.
The financial results for the second quarter of 2014 reflect a 63
percent reduction in revenue from the low enriched uranium (LEU)
segment compared to the same period in 2013 following the
cessation of enrichment at the Paducah Gaseous Diffusion Plant
(GDP) in the second quarter of 2013. The net loss was primarily
driven by lower sales volume and non-production expenses related
to transition activities at the Paducah GDP as USEC prepares the
facility for an anticipated return to the Department of Energy
(DOE) in October. Other factors affecting financial results for
the quarter were expenses for the Company's reorganization
efforts, workforce reductions, advisory costs and advanced
technology costs related to demonstration of the American
Centrifuge technology.
"During the second quarter, we continued to execute our Paducah
transition plan to return the facility to DOE in October, we
delivered LEU to our customers on time and in specification, and
we earned a gross profit," said John K. Welch, USEC president and
chief executive officer. "Over the past year, the non-production
costs related to preparing the Paducah GDP for return have weighed
on our profitability, but we are nearing the conclusion of this
process.
"We have also been focused on successfully concluding the Chapter
11 process in the near term. The voting period for those
investors holding USEC convertible notes and preferred equity
ended on August 11, which is another important milestone in the
process. Voting results are being certified and will be filed
with the Bankruptcy Court in advance of a confirmation hearing
that is scheduled for September 5. We anticipate emerging from
bankruptcy protection shortly thereafter," Mr. Welch said.
Revenue
Revenue for the second quarter of 2014 was $121.2 million, a
decrease of $163.6 million or 57 percent compared to the same
quarter of 2013. In the six-month period ending June 30, 2014,
revenue was $269.8 million, a decrease of $335.4 million or 55
percent from the same period in 2013
Cash Flow
At June 30, 2014, USEC had a cash balance of $123.3 million
compared to $314.2 million at December 31, 2013, and $194.7
million at June 30, 2013.
Reorganization
Costs for advisors related to the Company's bankruptcy filing
totaled $4.7 million in the three months and $11.9 million in the
six months ended June 30, 2014.
2014 Outlook Update
USEC is going through a period of transition during 2014, and it
is:
-- Taking steps to strengthen its financial structure by
addressing balance sheet issues through a Chapter 11 filing with
the U.S. Bankruptcy Court so that it can emerge as a stronger
sponsor of the American Centrifuge project;
-- Executing its contract with ORNL to continue to research,
development and demonstration of the American Centrifuge
technology through the ACTDO Agreement;
-- Completing the transition of the Paducah site, and
appropriately reducing the size of its corporate organization; and
-- Preparing its financial statements to reflect changing the
historical book basis of the assets and liabilities of the Company
to a new basis of accounting upon emergence from Chapter 11.
A copy of USEC's financial results for the second quarter ended
June 30, 2014, is available for free at http://is.gd/4ZIiQq
About USEC Inc.
USEC Inc. filed a Chapter 11 bankruptcy petition (Bank. D. Del.
Case No. 14-10475) on March 5, 2014. John R. Castellano signed
the petition as chief restructuring officer. The Hon. Christopher
S. Sontchi presides over the case.
D. J. Baker, Esq., Rosalie Walker Gray, Esq., Adam S. Ravin, Esq.,
and Annemarie V. Reilly, Esq., at Latham & Watkins LLP, serve as
the Debtor's general counsel. Amanda R. Steele, Esq., Mark D.
Collins, Esq., and Michael J. Merchant, Esq., at Richards, Layton
& Finger, P.A., serve as the Debtor's Delaware counsel. Vinson &
Elkins is the Debtor's special counsel. Lazard Freres & Co. LLC
acts as the Debtor's investment banker. AP Services, LLC,
provides management services to the Debtor. Logan & Company Inc.
serves as the Debtor's claims and noticing agent. Deloitte Tax
LLP are the Debtor's tax professionals. The Debtor's independent
auditor is PricewaterhouseCoopers LLP. KPMG LLP provides fresh
start accounting services to the Debtors.
* * *
The Court approved the disclosure statement explaining USEC Inc.'s
plan of reorganization on July 7, 2014. The Confirmation Hearing
is scheduled for Sept. 5, 2014, at 1:00 p.m. (Eastern time).
The Plan Objection Deadline is Aug. 22, and the deadline for
filing a reply to objections to confirmation of the Plan, if any,
is Sept. 2.
VELTI DR: Dismissal of Logicworks Complaint Cues Case Dismissal
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware dismissed
the Chapter 11 case of Velti DR.
On June 23, 2014, Robert James Harding and Nicholas Guy Edwards,
the joint administrators of Velti DR, moved for the dismissal of
the Chapter 15 proceeding.
The joint administrators stated that on June 6, 2014, the U.S.
District Court for the Southern District of New York dismissed the
Logicworks complaint against the Debtor. Accordingly, they submit
that the relief requested in the petition is now moot.
As reported in the Troubled Company Reporter on May 26, 2014, the
administrators of Velti, a company that is winding down in the
United Kingdom, filed a Chapter 15 bankruptcy petition in the U.S.
to halt any actions by U.S. creditors.
The Debtor was served with a complaint encaptioned Logicworks
Corp. v. Velti DR Limited, et al., (Case No. 14 CV 0295 (S.N.D.Y.
Feb. 24, 2014). The complaint alleges breach of contract on the
part of the Debtor, and seeks damages approaching $1 million.
The administrators have filed a motion asking the U.S. Court to
recognize proceedings in the UK as foreign main proceeding.
About Velti DR
London, United Kingdom-based Velti DR Limited was engaged in the
development and marketing of mobile advertising platforms.
The sale of the Debtor's assets was consummated in January 3,
2014. To wind up the Debtor's operations, on Jan. 3, 2014,
Nicholas Guy Edwards and Robert James Harding of Deloitte LLP were
appointed as administrators of the Debtor in the High Court of
Justice, Chancery Division, Companies Court, in the U.K.
The administrators of Velti filed a Chapter 15 bankruptcy petition
(Bankr. D. Del. Case No. 14-11270) on May 21, 2014 to seek
recognition of proceedings in the UK.
Velti's counsel are R. Craig Martin, Esq., and Stuart M. Brown,
Esq., at DLA PIPER (US); and Richard A. Chesley, Esq., Matthew M.
Murphy, Esq., and Chun I. Jang, Esq., at DLA PIPER LLP (US).
VERITY CORP: Chief Executive Officer Resigns
--------------------------------------------
Richard Kamolvathin resigned his position as chief executive
officer and member and Chairman of the Board of Verity Corp,
effective as of Aug. 5, 2014. In submitting his resignation, Mr.
Kamolvathin did not express any disagreement with the Company on
any matter relating to the Company's operations, policies or
practices.
On Aug. 5, 2014, Ronald Kaufman resigned as president of the
Company. Mr. Kaufman did not express any disagreement with the
Company on any matter relating to the Company?s operations,
policies or practices
Jim White, the Company's chief operating officer, was appointed
president and chief executive officer of the Company on Aug. 7,
2014.
There is no understanding or arrangement between Mr. White and any
other person pursuant to which Mr. White was selected as president
and CEO. Mr. White does not have any family relationship with any
director, executive officer or person nominated or chosen by the
Company to become a director or executive officer.
About Verity
Sioux Falls, South Dakota-based Verity Corp., formerly AquaLiv
Technologies, Inc., is the parent of Verity Farms II, Inc.,
Aistiva Corporation (formerly AquaLiv, Inc.). Verity Farms II is
dedicated to providing consumers with safe, high-quality and
nutritious food sources through sustainable crop and livestock
production. Aistiva's technology alters the behavior of
organisms, including plants and humans, without chemical
interaction. Aistiva's platform technology influences biological
processes naturally and without chemical interaction. To date,
Aistiva has released products in the industries of water
treatment, skincare, and agriculture.
Verity Corp. reported a net loss attributable to the Company of
$7.59 million for the year ended Sept. 30, 2013, as compared with
a net loss attributable to the Company of $623,079 during the
prior fiscal year.
Bongiovanni & Associates, CPA's, in Cornelius, North Carolina,
issued a "going concern" qualification on the consolidated
financial statements for the year ended Sept. 30, 2013. The
independent auditors noted that the Company has suffered recurring
losses, has negative working capital, and has yet to generate an
internal net cash flow that raises substantial doubt about its
ability to continue as a going concern.
VERSO PAPER: Completes Subordinated Notes Exchange Offer
--------------------------------------------------------
Verso Paper Holdings LLC, an indirect wholly-owned subsidiary of
Verso Paper Corp., and Verso Paper Inc., a wholly owned subsidiary
of Verso Holdings, consummated on Aug. 1, 2014 (Initial Settlement
Date), certain transactions contemplated in connection with the
previously announced offers to exchange:
(i) new Second Priority Adjustable Senior Secured Notes and
warrants issued by Verso that will be mandatorily
convertible into shares of common stock, par value $0.01 of
Verso immediately prior to Verso's acquisition of NewPage
Holdings Inc. for any and all of the Issuers' outstanding
8.75% Second Priority Senior Secured Notes due 2019; and
(ii) new Adjustable Senior Subordinated Notes and Warrants for
any and all of the Issuers' outstanding 11 3/8% Senior
Subordinated Notes due 2016.
On the Initial Settlement Date, the Issuers entered into the
following arrangements, each as contemplated in connection with
the Exchange Offers:
(1) an indenture governing the New Second Lien Notes;
(2) an indenture governing the New Subordinated Notes;
(3) a registration rights agreement with respect to the New
Second Lien Notes and New Subordinated Notes;
(4) certain collateral agreements providing security for the New
Second Lien Notes;
(5) certain collateral agreements providing security for the
Issuers' 11.75% Secured Notes due 2019;
(6) certain supplemental indentures, which eliminated or waived
substantially all of the restrictive covenants, eliminated
certain events of default, modified covenants regarding
mergers and transfer of assets, and modified or eliminated
certain other provisions with respect to the indentures
governing the Old Second Lien Notes and Old Subordinated
Notes and released the Collateral with respect to the New
Second Lien Notes.
In addition, also on the Initial Settlement Date and as
contemplated in connection with the Exchange Offers, Verso entered
into a warrant agreement with respect to the Warrants and a
registration rights agreement with respect to shares of Common
Stock issuable upon conversion of the Warrants.
The Exchange Offers were conducted pursuant to the terms of an
Agreement and Plan of Merger dated as of Jan. 3, 2014, among
Verso, Verso Merger Sub Inc., an indirect, wholly-owned subsidiary
of Verso, and NewPage Holdings Inc., providing for the merger of
Verso Merger Sub Inc. and NewPage with NewPage surviving as a
direct, wholly-owned subsidiary of Verso Holdings.
On Aug. 7, 2014, the Issuers completed the Subordinated Notes
Exchange Offer, which expired at 12:00 midnight, New York City
time, at the end of Aug. 6, 2014. The Issuers received tenders
from the holders of $101,983,000 aggregate principal amount, or
approximately 71.6% of the outstanding amount, of the Old
Subordinated Notes by the expiration of the consent and early
tender payment deadline, 12:00 midnight, New York City time, at
the end of July 30, 2014. On the Initial Settlement Date, the
Issuers accepted for exchange the Old Subordinated Notes tendered
prior to the Subordinated Notes Early Tender Time. No additional
Old Subordinated Notes were tendered from the Subordinated Notes
Early Tender Time to the Subordinated Notes Expiration Time.
A full-text copy of the Form 8-K is available for free at:
http://is.gd/hQd0w5
About Verso
Verso is a North American producer of coated papers, including
coated groundwood and coated freesheet, and specialty products.
Verso is headquartered in Memphis, Tennessee, and owns three paper
mills located in Maine and Michigan. Verso's paper products are
used primarily in media and marketing applications, including
magazines, catalogs and commercial printing applications such as
high-end advertising brochures, annual reports and direct-mail
advertising. Additional information about Verso is available on
its Web site at http://www.versopaper.com/
* * *
As reported by the TCR on July 10, 2014, Standard & Poor's Ratings
Services lowered its corporate credit rating on Memphis, Tenn.-
based Verso Paper Holdings LLC to 'CC' from 'CCC'. "The rating
action reflects the announcement that the company plans to conduct
a two-part exchange for its senior secured second-priority notes
and senior subordinated notes," said Standard & Poor's credit
analyst David Kuntz.
The TCR reported on June 24, 2014, that Moody's Investors Service
downgraded Verso Paper Holdings LLC's corporate family rating
(CFR) to Caa3 from B3 and probability of default rating (PDR) to
Caa3-PD from Caa2-PD. Verso's Caa3 CFR reflects the elevated risk
of a default or distressed exchange in the next 12 months, the
company's weak liquidity, high leverage (adjusted leverage over
13x), and the expectation that the company will continue to face
secular demand declines and weak prices for most of the grades of
coated paper it produces.
VIGGLE INC: Considers July 2014 as Best Month to Date
-----------------------------------------------------
Viggle Inc. released user data showing July 2014 as the best month
in the company's history, in terms of adding new registered users
and driving monthly active users on the Viggle Platform.
The figures show about 860,000 monthly active users and an
increase of approximately 566,000 new registered users.
Viggle Inc. has seen increasing cross-platform adoption of users
of its various web, social and mobile properties which has boosted
both key performance indicators. Viggle first announced the
expansion of its platform integration -- which allows point
earning on the web -- on June 2. That enabled users at Wetpaint,
the leading digital destination and social publisher for
entertainment fans, to earn Viggle Points for watching original
video content.
Viggle and Wetpaint enhanced the consumer proposition on July 24
with the introduction of the Wetpaint VIP program. Wetpaint VIP
membership ties Wetpaint users into the Viggle Platform and
provides access to exclusive content and discounted rewards, plus
automatic entry into sweepstakes.
The introduction of point-earning opportunities and the VIP
program have dramatically increased the number of registrations
for the Viggle Platform from Wetpaint's millions of monthly unique
visitors. In addition to the rapid registration growth, Viggle
and Wetpaint are also seeing a marked increase in the number of
original videos users are watching to earn Viggle Points they can
redeem for rewards like song downloads, gift cards, electronics,
and more.
"The early results of bringing our points earning and
entertainment rewards model to web content are very encouraging,"
said Greg Consiglio, president and chief operating officer of
Viggle. "Each month, Wetpaint reaches a highly social audience of
TV fans who are now more engaged than ever. This is just the very
successful beginning of expanding our entertainment and brand
engagement rewards solutions to wherever fans are watching their
favorite content."
Viggle Inc.'s platform consists of the Viggle app, which offers
rewards for watching TV, advertisements or listening to music;
NextGuide, a personalized TV programming guide and distributed
reminder platform; Wetpaint, an entertainment news and social
publishing platform; and Viggle Store, a rewards destination where
visitors can redeem Viggle Points for digital downloads. In June
2014, Viggle Inc. achieved a total reach of 18.4 million. Total
reach is the total of registered users for the Viggle app and
monthly unique users of the Wetpaint media properties.
About Viggle
New York City-based Viggle Inc. is a loyalty marketing company.
The Company has developed a loyalty program for television that
gives people real rewards for checking into the television shows
they are watching on most mobile operating system. Viggle users
can redeem their points in the app's rewards catalog for items
such as movie tickets, music, or gift cards.
Viggle incurred a net loss of $91.40 million on $13.90 million of
revenues for the year ended June 30, 2013, as compared with a net
loss of $96.51 million on $1.73 million of revenues during the
prior year. The Company's balance sheet at March 31, 2014, showed
$68.09 million in total assets, $62.79 million in total
liabilities, $37.54 million in series A convertible redeemable
preferred stock, and a $32.23 million total stockholders' deficit.
BDO USA, LLP, in New York, issued a "going concern" qualification
on the consolidated financial statements for the year ended
June 30, 2013. The independent auditors noted that the Company
has suffered recurring losses from operations and at June 30,
2013, has deficiencies in working capital and equity that raise
substantial doubt about its ability to continue as a going
concern.
WAFERGEN BIO-SYSTEMS: Incurs $2 Million Net Loss in 2nd Quarter
---------------------------------------------------------------
WaferGen Bio-systems, Inc., reported a net loss attributable to
common stockholders of $1.99 million on $1.73 million of total
revenue for the three months ended June 30, 2014, as compared with
a net loss attributable to common stockholders of $5.86 million on
$246,468 of total revenue for the same period in 2013.
For the six months ended June 30, 2014, the Company reported a net
loss attributable to common stockholders of $4.53 million on $3.13
million ot total revenue as compared with a net loss attributable
to common stockholders of $9.85 million on $424,735 of total
revenue for the same period during the prior year.
The Company's balance sheet at June 30, 2014, showed $9.41 million
in total assets, $7.58 million in total liabilities and $1.82
million in total stockholders' equity.
"We had continued strong revenue performance in Q2 with Total
Revenue and Product Revenue that were up over 600% and 1200%,
respectively, year over year. On a sequential basis, Total
Revenue increased 23% from Q1 as we continue to strengthen and
build our commercial organization and gain continued market
traction in both the SmartChip and Apollo businesses," said Ivan
Trifunovich, president and chief executive officer of WaferGen.
He added, "We see excellent appeal of our NGS products with our
customers, and we are very pleased with the momentum in broadening
our existing customer relationships and adding new customers. I
am optimistic about our prospects for the second half of 2014 and
beyond."
A full-text copy of the press release is available for free at:
http://is.gd/Qydb0p
About WaferGen Bio-systems
Fremont, California-based WaferGen Bio-systems, Inc., engages in
the development of systems for gene expression quantification,
genotyping and stem cell research. Since 2008, the Company's
primary focus has been on the development, manufacture and
marketing of its SmartChip System, a genetic analysis platform
used for profiling and validating molecular biomarkers in the life
sciences and pharmaceutical drug discovery industries.
WaferGen reported a net loss attributable to common stockholders
of $17.71 million in 2013, following a net loss attributable to
common stockholders of $8.97 million in 2012.
SingerLewak LLP, in San Jose, California, issued a "going concern"
qualification on the consoliated financial statements for the year
ended Dec. 31, 2013. The independent auditors noted that the
Company has incurred operating losses and negative cash flows from
operating activities since inception which raise substantial doubt
about the Company's ability to continue as a going concern.
WESTERN CAPITAL: Loses Dist. Court Appeal in Blixseth Case
----------------------------------------------------------
Western Capital Partners, LLC, appeals the judgment entered
against it by the U.S. Bankruptcy Court for the District of
Montana1 in favor of Richard J. Samson, trustee for the Chapter 7
estate of Edra D. Blixseth. The Trustee brings this action to set
aside Edra's personal guaranty in June 2007 for a $13,065,000 loan
provided by WCP to entities owned by Edra's son, Matthew Crocker,
as a constructively fraudulent transfer under 11 U.S.C. Sec.
548(a). The Trustee contends the guaranty was constructively
fraudulent because Edra: (1) was insolvent on a balance sheet
basis; (2) was unable to pay her bills as they came due; and (3)
lacked adequate capital for the business in which she was engaged.
Bankruptcy Judge Ralph B. Kirscher determined that the guaranty
was constructively fraudulent and entered judgment in favor of the
Trustee. WCP appealed.
Chief District Judge Dana L. Christensen affirmed the Bankruptcy
Court's decision in her August 12, 2014 Order available at
http://is.gd/bdMu25from Leagle.com.
According to Judge Christensen, upon a de novo review of the
Bankruptcy Court's legal conclusions, the Court determines the
Bankruptcy Court's order awarding judgment against WCP in favor of
the Trustee was based on legal grounds within the contemplation of
the Bankruptcy Code and on factual findings that are not clearly
erroneous.
Judge Christensen said the Bankruptcy Court's order awarding
judgment in favor of the Trustee and against WCP for the sum of
$4,013,410.99 and the return of all property transferred on August
24, 2010, is affirmed. The Bankruptcy Court's judgment for the
award of $356,609.69 on the claim of usury is affirmed. The
Bankruptcy Court's judgment is affirmed in all other respects.
The case is RICHARD J. SAMSON, Plaintiff and Appellee, v. WESTERN
CAPITAL PARTNERS LLC, Defendant and Appellant, NO. CV 13-25-BU-DLC
(D. Mont.).
Western Capital Partners, LLC, is represented by:
Trevor L. Uffelman, Esq.
DRAKE LAW FIRM, P.C.
Arcade Building
111 North Last Chance Gulch, Suite 3J
Helena, MT 59601
Tel: 406-495-8080
Richard J. Samson, as trustee for the Chapter 7 estate of Edra D.
Blixseth, Appellee, is represented by:
Bradley R. Duncan, Esq.
Hugh R. McCullough, Esq.
DAVIS WRIGHT TREMAINE LLP
1201 Third Avenue, Suite 2200
Seattle, WA 98101-3045
Tel: 206-757-8033
Fax: 206-757-7033
E-mail: bradleyduncan@dwt.com
hughmccullough@dwt.com
- and -
David B. Cotner, Esq.
DATSOPOULOS MacDONALD & LIND
201 W. Main Street
Missoula, MT
Tel: 406-728-0810
E-mail: dcotner@dmllaw.com
About Western Capital
Western Capital Partners LLC filed a Chapter 11 petition (Bankr.
D. Col. Case No. 13-15760) in Denver on April 10, 2013. The
Englewood-based company estimated assets and debt of $10 million
to $50 million. Judge Michael E. Romero presides over the case.
The Debtor is represented by Jeffrey A. Weinman, Esq., at Weinman
& Associates, P.C. Eason Rohde, LLC, is litigation counsel to the
Debtor. Strauss & Malk, LLP, is also litigation counsel to the
Debtor pertaining to a foreclosure case in the Circuit Court of
Cook County, Illinois.
About Edra D. Blixseth
Edra D. Blixseth owns the Porcupine Creek Golf Club in Rancho
Mirage and the Yellowstone Club in Montana. Ms. Blixseth filed
for Chapter 11 bankruptcy protection on March 26, 2009 (Bankr. D.
Mont. Case No. 09-60452). Gary S. Deschenes, Esq., at Deschenes &
Sullivan Law Offices assists Ms. Blixseth in her restructuring
efforts. The Debtor estimated $100 million to $500 million in
assets and $500 million to $1 billion in debts. The Debtor's case
was converted from a Chapter 11 to a Chapter 7 by Court order
entered May 29, 2009.
WESTMORELAND COAL: Units Sign Fifth Supplemental Indenture
----------------------------------------------------------
Westmoreland Mining LLC, a wholly-owned subsidiary of Westmoreland
Coal Company, and Dakota Westmoreland Corporation, Texas
Westmoreland Coal Co., Western Energy Company and Westmoreland
Savage Corporation, WML's four wholly-owned subsidiaries, entered
into the Fifth Supplemental Indenture to the existing indenture
dated as of Feb. 4, 2011, as amended and supplemented among the
Company and Westmoreland Partners, as co-issuers, the guarantors
named therein, Wells Fargo Bank, National Association, as trustee,
and Wells Fargo Bank, National Association, as note collateral
agent, which governs the Company's outstanding 10.75% Senior
Secured Notes due 2018. Pursuant to the Fifth Supplemental
Indenture, WML and the WML Subsidiary Guarantors each became
"Restricted Subsidiaries" that are subject to the terms and
conditions of the Indenture and agreed to guarantee the Notes on
the same terms and conditions as the Existing Guarantors. In
connection with their entering into the Fifth Supplemental
Indenture, the New Guarantors also entered into a Pledge and
Security Agreement Supplement by which they secured their
obligations under their guarantees and the obligations of the Co-
Issuers under the Indenture.
Director Retires
Robert P. King, a member of the Company's Board of Directors and
president - U.S. Operations, retired from the Company effective
Aug. 1, 2014. Mr. King was a member of the executive committee of
the Board. Mr. King's decision to retire from his position as the
Company's president and from the Board was not the result of any
disagreement with the Company on any matter relating to the
Company's operations, policies or practices.
Executive Promotions
On Aug. 1, 2014, the Company announced the promotions of each of
Mr. Joseph E. Micheletti and Mr. John A. Schadan to the position
of executive vice president, both effective as of Aug. 1, 2014.
Mr. Micheletti, 49, joined Westmoreland in 1998 and has held key
leadership positions at several Westmoreland mining projects,
including president and general manager of the Company's Jewett
Mine, prior to his promotion to senior vice president of Coal
Operations in June 2011. Mr. Micheletti is responsible for all
six of Westmoreland Coal Company's mining projects, overseeing the
safe, cost effective, and environmentally responsible operation of
the Company's mining activities. He holds a Bachelor of Science
degree in Mineral Processing Engineering from Montana College of
Mineral Science and Technology. Mr. Micheletti has worked in the
production, maintenance, processing, and engineering disciplines
of the mining industry for 24 years and sits as a Director of the
Rocky Mountain Coal Mining Institute.
Mr. Schadan, 49, joined Westmoreland in April 2014 as senior vice
president, Canada Operations. Mr. Schadan's career has
encompassed both the western Canadian coal business as well as
engineering and construction for a major international firm, and
spans a variety of disciplines including mine engineering,
environmental and regulatory approvals, business development,
marketing, commercial contract negotiations, establishing joint
venture partnerships, operations and general management. Mr.
Schadan is a registered Professional Engineer in the Province of
Alberta and holds a mining engineering degree from Queen's
University. He currently sits as a Director for both the Alberta
Chamber of Resources and Safe Saskatchewan.
About Westmoreland Coal
Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE
AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest
independent coal company in the United States. The Company's coal
operations include coal mining in the Powder River Basin in
Montana and lignite mining operations in Montana, North Dakota and
Texas. Its power operations include ownership of the two-unit
ROVA coal-fired power plant in North Carolina.
Westmoreland Coal incurred a net loss applicable to common
shareholders of $6.05 million in 2013, a net loss
applicable to common shareholders of $8.58 million in 2012 and a
net loss applicable to common shareholders of $34.46 million in
2011. As of Dec. 31, 2013, the Company had $946.68 million in
total assets, $1.13 billion in total liabilities and a $187.87
million total deficit.
* * *
As reported by the TCR on Nov. 6, 2012, Standard & Poor's
Ratings Services raised its corporate credit rating on Englewood,
Co.-based Westmoreland Coal Co. (WLB). to 'B-' from 'CCC+'.
"The upgrade reflects our view that WLB is less vulnerable to
default after successfully negotiating less restrictive covenant
requirements for an unrated $110 million term loan due 2018," said
credit analyst Gayle Bowerman. "Our assessment of WLB's business
risk profile as 'vulnerable' and financial risk profile as 'highly
leveraged' are unchanged. We also revised our liquidity score to
'adequate' based on the covenant relief and additional liquidity
provided under the company's new $20 million asset-based loan
(ABL) facility from 'less than adequate'."
In January, 2014, Standard &Poor's Ratings Services affirmed its
'B-' corporate credit rating on Westmoreland and removed all
ratings from CreditWatch, where they were placed with developing
implications on Dec. 26, 2013. The outlook is stable.
Westmoreland Coal carries a Caa1 corporate family rating from
Moody's Investors Service.
WILLIAM DEL BAGGIO: Trustee Doesn't Own Proceeds to Warrants
------------------------------------------------------------
District Judge Yvonne Gonzalez Rogers accepted the Amended
Proposed Findings of Fact and Conclusions of Law submitted by
Bankruptcy Judge Thomas E. Carlson in an interpleader action
against R. Todd Neilson, the Liquidating Trustee of the Del
Biaggio Liquidating Trust. Judge Rogers overruled the Trustee's
objections to the Bankruptcy Court's findings.
The interpleader action arises from a dispute concerning the
ownership of a warrant for the purchase of common stock of a
corporation commonly known as Serengeti. The Serengeti Common
Warrant was cashed out for $11.2 million. Two parties claim the
right to those proceeds: (a) the Trustee of the Del Biaggio
bankruptcy estate; and (b) Thomvest Holdings, LLC.
Del Biaggio filed a voluntary chapter 11 petition for bankruptcy
in June 2008. The Serengeti Common Warrant was not discovered
until 2010, when Thomvest and the Trustee learned that Serengeti
had been acquired and a shareholder representative was trying to
determine to whom the value of the warrant should be paid. Both
Thomvest and the Trustee claimed a right to those proceeds. The
shareholder representative filed an interpleader action in the
United States District Court for the Western District of
Washington, which was the transferred to the Northern District of
California district court and referred to the Bankruptcy Court.
The Trustee asserts ownership on the principal ground that it
controls all of Sand Hill Capital Holdings Inc.'s assets and the
newly-found warrant should vest to Sand Hill. Sand Hill was an
investment fund founded in the late 1990s by Debtor William Del
Biaggio.
Thomvest, by contrast, contends that pursuant to Agreement 1 --
entitled "STOCK PURCHASE AND SALE AGREEMENT BETWEEN SAND HILL
CAPITAL HOLDINGS, INC. AND THOMVEST HOLDINGS LLC" -- Sand Hill
transferred all its assets of value to Thomvest in partial
satisfaction of is $10 million debt, and that thus, the Serengeti
Common Warrant should be deemed part of those assets.
The Trustee challenges Thomvest's current position as inconsistent
with a position it asserted in the past and refers the Court to a
previous dispute between the Trustee and Thomvest. In August
2008, Thomvest and the Trustee learned that Sand Hill had
recovered $32,000 that had escheated to the State of California.
The Trustee claimed the funds as the owner of Sand Hill. Thomvest
claimed that it was entitled to the funds under the Purchase Price
Adjustment Clause of Agreement 2 -- entitled "SALE OF SAND HILL
CAPITAL HOLDINGS, INC. FROM THOMVEST HOLDINGS LLC TO WILLIAM J.
DEL BIAGGIO III" -- because the funds had been recovered within
one year after the effective date of the agreement.
Thomvest and the Trustee settled the dispute by dividing the funds
equally. The Trustee now contends that Thomvest's previous
reliance on the PPA Clause in Agreement 2 is inconsistent with its
current contention that it obtained through Agreement 1 all assets
of Sand Hill other than the corporate name and a Kiwico promissory
note.
During these proceedings, the parties agree that the Serengeti
Common Warrant had a value of no more than $880,000 as of November
30, 2007. Thus, the total value of all Sand Hill assets,
including the Serengeti Common Warrant, would have been less than
20% of the debt Sand Hill owed Thomvest.
A copy of the District Court's Aug. 11 Order is available at
http://is.gd/oTv0Pqfrom Leagle.com.
The case is, ROBERT J. THOMAS, Plaintiff, v. WILLIAM J. DEL
BIAGGIO, III, et al., Defendants, CASE NO. 13-CV-2794 YGR (N.D.
Calif.).
About William del Baggio
Menlo Park, California-based BDB Management LLC and its affiliates
filed for Chapter 11 protection on June 7, 2008 (Bankr. N.D.
Calif. Lead Case No. 08-31001). William J. del Biaggio, III, an
interest holder of the companies, filed for personal chapter 11
bankruptcy on June 6, 2008. Judith Whitman, Esq., at Diemer
Whitman and Cardosi LLP, represents the Debtors in their
restructuring efforts. When the Debtors filed for protection from
their creditors, they listed $50 million to $100 million in
assets and $50 million to $100 million in debts.
The TCR reported on July 9, 2008, that Sara L. Kistler, acting
U.S. Trustee for Region 17, appointed R. Todd Nelson as the
chapter 11 trustee in BDB Management LLC and its debtor-
affiliates' bankruptcy cases.
Sand Hill Capital Partners III, the investment fund that Mr. Del
Biaggio co-founded, also filed for chapter 7 bankruptcy. Sand
Hill disclosed $10.6 million in debts. Established in 1996, Sand
Hill Capital has four debt funds under management, of which two
are actively investing. Sand Hill has provided debt financing and
equity co-investing in multiple portfolio companies of top-tier
venture capital firms, including Broadcom, a semiconductor company
specializing in VoIP, wireless networking, and broadband
communications solutions; Commerce One, a provider of On-Demand
Supplier Relationship Management solutions and The Open Supplier
Network; IBahn, a provider of secure broadband-to-go at premium
hospitality locations; and Odwalla, maker of fruit drinks and
snacks.
* U.S. Tells Big Banks to Rewrite "Living Will" Bankruptcy Plans
----------------------------------------------------------------
Ryan Tracy, Victoria McGrane and Christina Rexrode, writing for
The Wall Street Journal, reported that U.S. regulators said 11 of
the nation's biggest banks haven't demonstrated they can collapse
without causing damaging economic repercussions and ordered them
to try again. According to the report, the Federal Reserve and
the Federal Deposit Insurance Corp. said bankruptcy plans
submitted by big banks make "unrealistic or inadequately
supported" assumptions and "fail to make, or even to identify, the
kinds of changes in firm structure and practices that would be
necessary to enhance the prospects for" an orderly failure.
* Judge Reluctantly Signs Off on SEC-Citigroup Deal
---------------------------------------------------
Jacob Gershman, writing for The Wall Street Journal, reported that
U.S. District Judge Jed Rakoff approved a $285 million fraud
settlement between the Securities and Exchange Commission and
Citigroup Inc. over claims the bank misled investors about its
bets against a $1 billion mortgage-bond deal. According to the
report, Judge Rakoff signed off on the deal two months after the
Second U.S. Circuit Court of Appeals in New York ruled that he had
erred in blocking the settlement, saying his rejection was "an
abuse of discretion."
* Mortgage Bond Group Building Standards Sought by Treasury
-----------------------------------------------------------
Jody Shenn, writing for Bloomberg News, reported that the U.S.
mortgage-bond industry is taking steps toward creating standards
meant to help kick-start sales as the government seeks to wean the
housing market from its support.
According to the report, the Structured Finance Industry Group,
which represents firms from money managers to lenders including
Bank of America Corp. to JPMorgan Chase & Co., released the first
in a series of papers mapping out its effort to create recommended
contract language for new securities to address the mistrust
that?s plagued the market since the 2008 financial crisis. About
200 individuals from 50 companies are working on the project,
called RMBS 3.0, the report said.
* Fed Says U.S. Banks Eased Loans Amid Broad Pickup in Demand
-------------------------------------------------------------
Steve Matthews, writing for Bloomberg News, reported that banks in
the U.S. eased lending requirements amid a widespread increase in
demand during the second quarter, according to a Federal Reserve
survey. According to the report, the Fed said on Aug. 5 in its
quarterly survey of senior loan officers that a continued easing
of lending standards and terms for many types of loan categories
amid a broad-based pickup in loan demand. The central bank
surveyed 75 domestic banks and 23 U.S. units of foreign banks from
July 1 to July 15, the Bloomberg report said.
* U.S. Policymakers Gird for Rash of Corporate Expatriations
------------------------------------------------------------
Lori Montgomery, writing for The Washington Post, reported that
Washington policymakers are bracing for a wave of corporations to
renounce their U.S. citizenship over the next few months,
depriving the federal government of billions of dollars in tax
revenue and stoking public outrage ahead of the Nov. 4
congressional elections. According to the report, so far this
year, about a dozen U.S. companies -- including such well-known
brands as Medtronic medical devices and Chiquita bananas -- have
merged with foreign firms and shifted their headquarters offshore
to avoid U.S. taxes, analysts say.
* Weil Gotshal Hires Kirkland Bankruptcy Partner
------------------------------------------------
Law360 reported that Weil Gotshal & Manges LLP has reportedly
snatched a New York bankruptcy partner from Kirkland & Ellis LLP
with plans to make him a leader of its restructuring group.
According to Law360, The Wall Street Journal reported Ray
Schrock's pending move to Weil, citing two people familiar with
the hiring.
* BOOK REVIEW: AS WE FORGIVE OUR DEBTORS: Bankruptcy and
Consumer Credit in America
--------------------------------------------------------
Authors: Teresa A. Sullivan, Elizabeth Warren, & Jay Westbrook
Publisher: Beard Books
Softcover: 370 Pages
List Price: $34.95
Review by: Susan Pannell
Order your personal copy today at http://is.gd/29BBVw
So you think you know the profile of the average consumer
debtor: either deadbeat slouched on a sagging sofa with a three-
day growth on his chin or a crafty lower-middle class type
opting for bankruptcy to avoid both poverty and responsible debt
repayment.
Except that it might be a single or divorced female who's the
one most likely to file for personal bankruptcy protection, and
her petition might be the last stage of a continuum of crises
that began with her job loss or divorce. Moreover, the dilemma
might be attributable in part to consumer credit industry that
has increased its profitability by relaxing its standards and
extending credit to almost anyone who can scribble his or her
name on an application.
Such are among the unexpected findings in this painstaking study
of 2,400 bankruptcy filings in Illinois, Pennsylvania, and Texas
during the seven-year period from 1981 to 1987. Rather than
relying on case counts or gross data collected for a court's
administrative records, as has been done elsewhere, the authors
use data contained in the actual petitions. In so doing, they
offer a unique window into debtors' lives.
The authors conclude that people who file for bankruptcy are, as
a rule, neither impoverished families nor wily manipulators of
the system. Instead, debtors are a cross-section of America. If
one demographic segment can be isolated as particularly debt-
prone, it would be women householders, whom the authors found
often live on the edge of financial disaster. Very few debtors
(3.7 percent in the study) were repeat filers who might be
viewed as abusing the system, and most (70 percent in the study)
of Chapter 13 cases fail and become Chapter 7s. Accordingly, the
authors conclude that the economic model of behavior--which
assumes a petitioner is a "calculating maximizer" in his in his
decision to seek bankruptcy protection and his selection of
chapter to file under, a profile routinely used to justify
changes in the law--is at variance with the actual debtor
profile derived from this study.
A few stereotypes about debtors are, however, borne out. It is
less than surprising to learn, for example, that most debtors
are simply not as well-off as the average American or that while
bankrupt's mortgage debts are about average, their consumer
debts are off the charts. Petitioners seem particularly
susceptible to the siren song of credit card companies. In the
study sample, creditors were found to have made between 27
percent and 36 percent of their loans to debtors with incomes
below $12,500 (although the loans might have been made before
the debtors' income dropped so low). Of course, the vigor with
which consumer credit lenders pursue their goal of maximizing
profits has a corresponding impact on the number of bankruptcy
filings.
The book won the ABA's 1990 Silver Gavel Award. A special 1999
update by the authors is included exclusively in the Beard Book
reprint edition.
*********
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 ***