/raid1/www/Hosts/bankrupt/TCR_Public/140821.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, August 21, 2014, Vol. 18, No. 232
Headlines
667 EAST 34TH STREET: Case Summary & Unsecured Creditor
A 99 LLC: Case Summary & Unsecured Creditor
AEROGROW INTERNATIONAL: Incurs $1.1-Mil. Net Loss in 1st Quarter
AEROVISION HOLDINGS: Aug. 26 Hearing Bid to Access Premises
AEROVISION HOLDINGS: Plan Filing Exclusivity Extended to Oct. 27
AEROVISION HOLDINGS: Wants Until Oct. 17 to Decide on Leases
ALION SCIENCE: S&P Lowers CCR to 'SD' on Distressed Exchange
AMBIENT CORP: Lawyers to Auction Off Company in September
AMERICAN APPAREL: Incurs $16.2MM Net Loss in 2nd Quarter 2014
AMERICAN APPAREL: In Financing Talks With Standard General
ANNA NICOLE SMITH: Estates Loses in $44-Mil. Inheritance War
APPLIED MINERALS: Reports $3 Million Net Loss in Second Quarter
AS SEEN ON TV: Delays Second Quarter Form 10-Q
ASARCO LLC: Sesa Loses Bid for Emergency Stay of Turnover Order
AUXILIUM PHARMACEUTICALS: Amends Credit Pact to Permit Merger
BERNARD L. MADOFF: Trustee's Revamped Claims v. Sons Challenged
BIOLIFE SOLUTIONS: Walter Villiger Reports 37.8% Equity Stake
BROWN INVESTMENT: Case Summary & 3 Largest Unsecured Creditors
BROWNIE'S MARINE: Files Form 10-Q, Warns of Possible Bankruptcy
BROWNIE'S MARINE: Alexander Purdon Reports 6.2% Equity Stake
BUCCANEER RESOURCES: Creditors' Panel Amends A&M's Employment
BUDDY COMPANY: Fee Examiner Wants to Hire MWA LLC as Advisor
BUDDY COMPANY: Fee Examiner Taps FSLC LLP as Bankruptcy Counsel
CANCER GENETICS: Completes Acquisition of BioServe India
CASH STORE: Default Status Report Pursuant to Policy 12-203
CENTERLINE GUARANTEED: Moody's Withdraws B3 Ratings on 4 Funds
CHINA SHIANYUN: Incurs $239,000 Net Loss in Second Quarter
CIRCLE STAR: To Restate Jan. 31 Quarter Form 10-Q Report
CLEAREDGE POWER: Has Until Nov. 7 to Decide on Leases
CNBI LLC: Case Summary & 9 Largest Unsecured Creditors
COMMUNICATION INTELLIGENCE: Completes $1.1 Million Funding Round
CUI GLOBAL: Incurs $66,000 Consolidated Net Loss in 2nd Quarter
CYCLONE POWER: Delays Q2 Form 10-Q for Review
DBSI INC: US Says Ex-Boss Should Spend Rest Of Life In Prison
DETROIT, MI: FGIC Wants Damages In Bid To Undo $1.5B Debt
DETROIT, MI: Judge Allows County Challenges to Debt-Cut Plan
DIOCESE OF WILMINGTON: Paid $15.8 Million in Bankruptcy Fees
DTS8 COFFEE: Auditors Raise "Going Concern" Doubt
E-WORLD USA: Reports $1.31-Mil. Net Income in Q2 Ended June 30
ECOSPHERE TECHNOLOGIES: Doubts Going Concern Status
ELEPHANT TALK: Incurs $4.6 Million Net Loss in Second Quarter
ELIZABETH ARDEN: Moody's Lowers Corp. Family Rating to 'B1'
ENERSYS: Moody's Affirms 'Ba1' Corporate Family Rating
ENERSYS: S&P Raises CCR to 'BB+' on Improved Credit Metrics
EXIDE TECHNOLOGIES: Incurs $71.3 Net Loss in June 30 Quarter
FC-GEN OPERATIONS: Moody's Keeps CFR Over Skilled Healthcare Deal
FAIRPOINT COMMUNICATIONS: Verizon To Pay $95M To Settle Row
FREESEAS INC: Amends Prospectus for 7.5 Million Shares Resale
GENCO SHIPPING: Incurs $65.5MM Second Quarter Net Loss
GETTY PETROLEUM: Ex-Owners Reach Impasse In Trustee's $6.5M Suit
HOMESTEAD COUNTRY: Case Summary & 20 Largest Unsecured Creditors
IMAGEWARE SYSTEMS: Incurs $2.1-Mil. Net Loss in Second Quarter
IMH FINANCIAL: Ends Second Quarter With $9.5 Million in Cash
INC RESEARCH: S&P Raises CCR to B+ on Better-Than-Expected Results
INDEPENDENCE TAX IV: Delays Form 10-Q Due to Management Changes
INSITE WIRELESS: Fitch Affirms 'BB-sf' Rating on Class B Notes
INVERSIONES ALSACIA: Enters Into Agreement with Noteholders
IVEYFUND LLC: Case Summary & 5 Largest Unsecured Creditors
KEMET CORP: SVP Global Sales John Drabik Resigns
KEMET CORP: S&P Revises Outlook to Stable & Affirms 'B-' CCR
KID BRANDS: Selling 'Sassy' Business Unit for $14 Million
LAKES SUPER MARKET: Case Summary & 20 Top Unsecured Creditors
LATEX FOAM: Can Use Wells Fargo's Cash Collateral Until Aug. 29
LATEX FOAM: Committee Proposes Zwick & Banyai as Consultant
LATEX FOAM: Committee, DECD Say Inv. Banker's Fees Excessive
LATEX FOAM: Seeks to Hire NFA as Public Adjuster
LENNAR CORP: S&P Raises Corp. Credit Rating to BB; Outlook Stable
LJNG LLC: Case Summary & 5 Largest Unsecured Creditors
LONGVIEW POWER: Judge Rules $825M Policy Fight Not Core to Ch. 11
MERCATOR MINERALS: MPI Fails to Extend Forbearance Agreement
MMRGLOBAL INC: Voiced Disappointment Over Q2 Results
MOMENTIVE PERFORMANCE: Dispute on Trustees' Make-Whole Claims
MOMENTIVE PERFORMANCE: Dispute on Plan Release Provisions
MOMENTIVE PERFORMANCE: Gov't Objects After Tax Provision Removed
MOMENTIVE PERFORMANCE: First Lien Trustee Files Plan Objection
MORGANS HOTEL: Amends Bylaws to Add Forum Selection Provision
NASSAU TOWER: Court Approves Hiring of Coldwell Banker as Realtor
NATIONAL MENTOR: S&P Retains 'B' CCR on CreditWatch Positive
NET TALK.COM: Incurs $380,000 Net Loss in Second Quarter
NEWS-JOURNAL CORP: Must Pay Pension Before Shareholder
NII HOLDINGS: In Restructuring Talks With Noteholders & Lenders
NORTEL NETWORKS: Toronto Judge Says Bondholders Can't Get Interest
NPC INT'L: S&P Revises Outlook to Negative & Affirms 'B' CCR
PANACHE BEVERAGE: Delays Form 10-Q for Second Quarter 2014
PANTECH CO: Files for Court Receivership
PEREGRINE FINANCIAL: Sept. 16 Auction Sale for Allowed Claim Set
PSL-NORTH AMERICA: Jindal Tubular to Buy Assets for $100-Mil.
PSL-NORTH AMERICA: Duff & Phelps Approved as Investment Banker
PSL-NORTH AMERICA: Files Schedules of Assets and Liabilities
PSL-NORTH AMERICA: Proposes Key Employee Incentive Plan
PT-1 COMMUNICATIONS: 2nd Circ. Axes $3.8M Tax Refund Case
RIVER CITY RENAISSANCE: DSI Employment Terms Revised
ROTHSTEIN ROSENFELDT: Trustee Wants Bid To Victim Info Nixed
RP CROWN: S&P Lowers CCR to 'B-' on Weak Operating Performance
S.B. RESTAURANT: Has Going-Concern Buyer in Chalak Mitra Unit
SANOHO DEVELOPMENT: Case Summary & 12 Top Unsecured Creditors
SENSATA TECHNOLOGIES: Moody's Puts B2 CFR on Review for Downgrade
SCHRADER INT'L: Sensata Tech Deal No Impact on Moody's 'B2' CFR
SHIROKIA DEVELOPMENT: Hires Delbello Donnellan as Attorneys
SHIROKIA DEVELOPMENT: Wants Ch. 11 Case Moved to Eastern N.Y.
SHOTWELL LANDFILL: Can Hire Sigmon Law Firm as Special Counsel
SHOTWELL LANDFILL: Capitol Taps Ragsdale as Special Counsel
SHOTWELL LANDFILL: Wants to Hire Battle Winslow as Special Counsel
SILVERSUN TECHNOLOGIES: Reports Profitable 2nd Quarter Results
SKILLED HEALTHCARE: Moody's Keeps CFR on Genesis Healthcare Deal
SPECTRASCIENCE INC: Posts $1.17 Million Net Loss in Q2 2014
ST. MARY'S HOSPITAL: Moody's Affirms 'Ba2' Rating on $21MM Bonds
STOCKTON, CA: Amends Bankruptcy Plan
SUN BANCORP: Raises $20 Million in Private Sale of Securities
TECHPRECISION CORP: Delays 10-Q, Expects to Report $1.3MM Q2 Loss
THORNBURG MORTGAGE: Barclays to Pay $23MM to Settle Mortgage Suit
THELEN LLP: Unfinished-Business Suit Finished Off by 2nd Circuit
TWEETER HOME: Amends Plan, Confirmation Hearing on Oct. 23
ULTRA PETROLEUM: S&P Affirms 'BB' CCR on Acquisition
UNILAVA CORP: Incurs $583,000 Net Loss in Second Quarter
USEC INC: Convertible Noteholders Back Reorganization Plan
USEC INC: Noteholders Voted to Approve Reorganization Plan
VICTORY ENERGY: Appoints Ralph Kehle to Board of Directors
WAUPACA FOUNDRY: Hitachi Metals Deal No Impact on Moody's B1 CFR
WESTOVER & COLONIAL: Case Summary & 6 Largest Unsecured Creditors
WIZARD WORLD: Posts $760,000 Net Income in Second Quarter
WPCS INTERNATIONAL: Shareholders OK Sale of Seattle Operations
YMCA OF MILWAUKEE: Judge Sends Facilities to Sept. 29 Auction
* No Unconstitutional Taking from Larger Homestead Exemption
* CFPB Takes Action Against Amerisave Mortgage
* Banks Push to Delay Rule on Investments
* Boston Fed Chief Warns of Dangers to Repo Market
* SEC Launches Examination of Alternative Mutual Funds
* S&P Accuses U.S. of Withholding Documents in Fraud Suit
* Argentina Proposes End Run Around U.S. Court in Bond Dispute
* Argentina: Cheapest Bonds Are Most Resilient in Default
* Argentina: Aurelius Pans Settlement Chances in Debt Crisis
* AlixPartners Bags "Turnaround of the Year-Mega Company" Award
* Cohen & Grigsby Bankruptcy Attorney Among Best Lawyers List
* Littler Adds Labor Management Relations Atty to Houston Office
* Recent Small-Dollar & Individual Chapter 11 Filings
*********
667 EAST 34TH STREET: Case Summary & Unsecured Creditor
-------------------------------------------------------
Debtor: 667 East 34th Street Owners Corporation
1225 39th St.
Brooklyn, NY 11218
Case No.: 14-44237
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: August 19, 2014
Court: United States Bankruptcy Court
Eastern District of New York (Brooklyn)
Judge: Hon. Elizabeth S. Stong
Debtor's Counsel: Mark A. Frankel, Esq.
BACKENROTH FRANKEL & KRINKSKY LLP
800 Third Avenue, 11th Floor
New York, NY 10022
Tel: (212) 593-1100
Fax: (212) 644-0544
Email: mfrankel@bfklaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Jacob Landau, vice president.
The Debtor listed Richard K. Matanle, II, Esq., as its largest
unsecured creditor holding a claim of $217,000.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/nyeb14-44237.pdf
A 99 LLC: Case Summary & Unsecured Creditor
-------------------------------------------
Debtor: A 99 LLC
1225 39th Street
Brooklyn, NY 11218
Case No.: 14-44238
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: August 19, 2014
Court: United States Bankruptcy Court
Eastern District of New York (Brooklyn)
Judge: Hon. Nancy Hershey Lord
Debtor's Counsel: Mark A. Frankel, Esq.
BACKENROTH FRANKEL & KRINKSKY LLP
800 Third Avenue, 11th Floor
New York, NY 10022
Tel: (212) 593-1100
Fax: (212) 644-0544
Email: mfrankel@bfklaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Jacob Landau, member.
The Debtor listed Richard K. Matanle, II, Esq., as its largest
unsecured creditor holding a claim of $217,000.
AEROGROW INTERNATIONAL: Incurs $1.1-Mil. Net Loss in 1st Quarter
----------------------------------------------------------------
Aerogrow International, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss attributable to common stockholders of $1.09 million on
$1.68 million of net revenue for the three months ended June 30,
2014, as compared with a net loss attributable to common
stockholders of $335,000 on $1.12 million of net revenue for the
same period last year.
As of June 30, 2014, the Company had $3.92 million in total
assets, $3.81 million in total liabilities, all current, and
$109,000 in total stockholders' equity.
"We are very pleased with our results for the 1st quarter with net
revenue up 50% to $1.7M," said President and CEO, J. Michael
Wolfe. "Retail channel revenues increased 273%, to $630,000 in
the quarter, reflecting significant increases at Amazon.com and
new sales at Sam's Clubs and The Home Depot.
"Our Direct-to-Consumer channel increased 32%, representing the
third consecutive quarter of accelerating sales growth in this
important channel. A critical metric we watch is sales of our
high margin seed kit and accessory items, which increased 77% year
over year and reflects the growth in our installed base of
AeroGardens. Sales of AeroGardens were up 37% year over year.
Our bottom line results, which reflected both our seasonally
lowest sales quarter of the year and our investment in future
growth, were largely consistent with our internal projections.
"I'm extremely pleased with the progress our team has made in
preparation for this fall selling season as we strategically
increase our presence or engage in tests with many of the world's
leading retailers, including Amazon, BJ's, Costco, The Home Depot,
Meijer, Sam's Club, True Value, Walmart and others. Container
loads of AeroGardens from our revised network of supply chain
partners are currently being manufactured, marking the completion
of the goal we set to lower costs, improve quality and tighten our
supply chain."
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/1V4ibB
About AeroGrow
Boulder, Colo.-based AeroGrow International, Inc., is a developer,
marketer, direct-seller, and wholesaler of advanced indoor garden
systems designed for consumer use and priced to appeal to the
gardening, cooking, and healthy eating, and home and office decor
markets.
Aerogrow International reported a net loss attributable to common
shareholders of $4.13 million for the year ended March 31, 2014, a
net loss attributable to common shareholders of $8.25 million for
the year ended March 31, 2013, and a net loss of $3.55 million for
the year ended March 31, 2012.
AEROVISION HOLDINGS: Aug. 26 Hearing Bid to Access Premises
-----------------------------------------------------------
The Bankruptcy Court will convene a hearing on Aug. 26, 2014, at
9:30 a.m., to consider Aerovision Holdings 1 Corp.'s motion for
access to premises located at 3139 Jet Center Terrace, Fort
Pierce, Florida to secure and remove assets of the estate.
The Debtor has requested that the Court hear the matter on an
emergency basis because Ft. Pierce FBO, LLC has filed a motion for
relief from the automatic stay to resume eviction and related
proceedings against Air 1 Flight Support, Inc.
According to the Debtor, Ft. Pierce, in its motion, argued that
assets of the estate have been abandoned when, in fact, they have
not and that it has a landlord's lien or an abandoned property
lien when, in fact, Debtor is not a tenant and has not abandoned
the property.
In this context, the Debtor believes that it is imperative that it
gain access to the subject premises to secure and remove assets of
the estate for the benefit of creditors.
About Aerovision Holdings
Aerovision Holdings 1 Corp. filed a Chapter 11 petition (Bankr.
S.D. Fla. Case No. 13-24624) on June 21, 2013, in its home-town in
West Palm Beach, Florida. Mark Daniels signed the petition as
president. The Debtor estimated assets in excess of $10 million
and liabilities of $1 million to $10 million. Craig I. Kelley,
Esq., at Kelley & Fulton, PL, serves as the Debtor's counsel.
AEROVISION HOLDINGS: Plan Filing Exclusivity Extended to Oct. 27
----------------------------------------------------------------
U.S. Bankruptcy Judge Paul G. Hyman, Jr., extended Aerovision
Holdings 1 Corp.'s exclusive periods to file a Plan of
Reorganization until Oct. 27, 2014, and solicit acceptance for
that Plan until Dec. 26, 2014.
In this relation, the plan deadline set forth by the U.S.
Trustee's agreed order dated Feb. 5, 2014, is extended to Oct. 27.
The hearing on the Debtors' motion exclusivity extension was held
July 29.
The Debtor, in its motion, related that it settled and consummated
a substantial controversy with contested creditor i3 Aircraft
Holdings, LLC. The foregoing resolution took over seven months to
complete in both Bankruptcy Court and State Court with final
approval required by the Federal Aviation Administration.
Additionally, the Debtor said that it is in negotiations with
another group of contested creditors, namely Tiger Aircraft Corp,
Logix Global, Inc. and Aerovision, LLC. The results of the
negotiations will be of paramount importance to the direction of
the Disclosure Statement and Plan in the case. Without knowing
the results of the negotiation, the Debtor is unable to adequately
prepare a Disclosure Statement and Plan.
About Aerovision Holdings
Aerovision Holdings 1 Corp. filed a Chapter 11 petition (Bankr.
S.D. Fla. Case No. 13-24624) on June 21, 2013, in its home-town in
West Palm Beach, Florida. Mark Daniels signed the petition as
president. The Debtor estimated assets in excess of $10 million
and liabilities of $1 million to $10 million. Craig I. Kelley,
Esq., at Kelley & Fulton, PL, serves as the Debtor's counsel.
AEROVISION HOLDINGS: Wants Until Oct. 17 to Decide on Leases
------------------------------------------------------------
Aerovision Holdings 1 Corp., asks the Bankruptcy Court to extend
its time to assume or reject executory contracts and unexpired
leases until the hearing on confirmation of its Plan of
Reorganization, or Oct. 17, 2014, whichever occurs earlier.
The Debtor explains that it needs additional time to determine
whether to assume or reject contracts and leases due to a complex
resolution discussions and negotiations with contested creditors.
The Debtor is in negotiations with a group of contested creditors
namely Tiger Aircraft Corp, Logix Global, Inc. and Aerovision,
LLC. The results of the negotiations will be important to the
direction of the Disclosure Statement and Plan in the case.
The Debtor is still addressing case issues and needs additional
time to further negotiate with the Debtor?s creditors, towards a
resolution of case issues and a possible consensual Plan.
The Court scheduled an Aug. 19 hearing on the matter.
The Debtor is represented by:
Craig I. Kelley, Esq.
KELLEY & FULTON, P.L.
1665 Palm Beach Lakes Blvd.
The Forum - Suite 1000
West Palm Beach, FL 33401
Tel: (561) 491-1200
Fax: (561) 684-3773
About Aerovision Holdings
Aerovision Holdings 1 Corp. filed a Chapter 11 petition (Bankr.
S.D. Fla. Case No. 13-24624) on June 21, 2013, in its home-town in
West Palm Beach, Florida. Mark Daniels signed the petition as
president. The Debtor estimated assets in excess of $10 million
and liabilities of $1 million to $10 million. Craig I. Kelley,
Esq., at Kelley & Fulton, PL, serves as the Debtor's counsel.
ALION SCIENCE: S&P Lowers CCR to 'SD' on Distressed Exchange
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on McLean, Va.-based Alion Science and Technology Corp. to
'SD' (selective default) from 'CC'. At the same time, S&P lowered
its issue-level rating on the company's 10.25% senior unsecured
notes to 'D' from 'C'.
"The downgrades follow Alion's completion of a distressed exchange
transaction," said Standard & Poor's credit analyst Martha Toll-
Reed.
The company exchanged $213 million of senior unsecured notes into
new third-lien senior secured notes due 2020. The company also
refinanced its remaining capital structure with a new $65 million
first-out revolver, $285 million first-lien term facilities, and a
$70 million second-lien term loan. About $22 million of the
10.25% unsecured notes will remain on the balance sheet and will
mature in Feb. 2015. S&P treats the exchange transaction as
tantamount to a default, based on its criteria. In the absence of
an exchange offer or refinancing, the company would be unable to
repay the secured and unsecured notes on their maturity dates.
S&P plans on raising the corporate credit rating to 'B-' from 'SD'
with a negative outlook during the next few days to reflect the
company's business prospects and current operating trends.
AMBIENT CORP: Lawyers to Auction Off Company in September
---------------------------------------------------------
An auction will be conducted on Sept. 24 for the assets of
Massachusetts-based Ambient Corp., according to news reports.
Ericsson Inc. offers to pay $7.5 million for Ambient's assets,
including $2.5 million in financing.
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that competing bids are due Sept. 22 to be followed by the
auction. The hearing to consider approval of the sale is
scheduled for Sept. 26.
About Ambient Corporation
Headquartered in Newton, MA, Ambient Corporation (otc pink:AMBTQ)
-- http://www.ambientcorp.com/-- designs, develops and sells the
Ambient Smart Grid(R) communications and applications platform.
Ambient filed a Chapter 11 bankruptcy petition (Bankr. D. Del.
Case No. 14-11791) on July 28, 2014. Judge Kevin Gross presides
over the case.
The Debtor has tapped Bayard, P.A., in Wilmington, Delaware, as
counsel; Gavin/Solmonese LLC as financial advisor; and Upshot
Services, LLC, as claims and noticing agent.
The Debtor disclosed $1.75 million in assets and $3.54 million in
debt as of the bankruptcy filing.
AMERICAN APPAREL: Incurs $16.2MM Net Loss in 2nd Quarter 2014
-------------------------------------------------------------
American Apparel, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $16.20 million on $162.39 million of net sales for
the three months ended June 30, 2014, compared to a net loss of
$37.50 million on $162.23 million of net sales for the same period
in 2013.
The Company also reported a net loss of $21.67 million on $299.49
million of net sales for the six months ended June 30, 2014,
compared to a net loss of $84.01 million on $300.29 million of net
sales for the same period a year ago.
The Company's balance sheet at June 30, 2014, showed $314.36
million in total assets, $381.96 million in total liabilities and
a $67.60 million total stockholders' deficit.
Liquidity and Capital Resources
As of June 30, 2014, the Company had $10.2 million in cash, $30.6
million outstanding on its $50 million asset-backed revolving
credit facility and $16.9 million of availability for additional
borrowings under the facility. As of Aug. 1, 2014, the Company
had $22.9 million available for borrowing.
CEO Suspension to Affect Business
The Company said that the suspension and possible termination of
its chief executive officer could have a material adverse impact
on its business.
If John J. Luttrell, the newly appointed interim CEO, should
choose to not continue as interim CEO or the Suitability Committee
determines it is not appropriate to reinstate Mr. Dov Charney as
CEO, the Company may have difficulty maintaining or developing its
business as it seeks to find a permanent CEO, the Company warned
in the Form 10-Q filed with the SEC. In addition, as a result of
the Internal Investigation or the Suitability Committee's
determination, the Company said it could become subject to
litigation and regulatory investigations, which could have a
material adverse impact on its business.
On June 18, 2014, the Company's Board of Directors voted to
replace Mr. Dov Charney as Chairman of Board of Directors,
suspended him and notified him of its intent to terminate his
employment as the Company's president and chief executive officer
for cause. In connection with the nomination, standstill and
support agreement, dated July 9, 2014, with Standard General,
Standard General Master Fund L.P., P. Standard General Ltd. and
Mr. Charney, the Board of Directors formed a new special committee
for the purpose of overseeing the continuing investigation into
the alleged misconduct by Mr. Charney, and Mr. Charney agreed that
pending his suspension, he would not serve as the Company's CEO or
as an officer or employee of the Company or the Company's
subsidiaries until the Internal Investigation is completed. Based
on the findings of the Internal Investigations, the Suitability
Committee will determine whether it is appropriate for Mr. Charney
to be reinstated as the Company's CEO or serve as an officer or
employee of the Company or any of its subsidiaries.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/pOf7Pd
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 more
than 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 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.
AMERICAN APPAREL: In Financing Talks With Standard General
----------------------------------------------------------
American Apparel, Inc., disclosed in its quarterly report on Form
10-Q with the U.S. Securities and Exchange Commission, that the
Company and Standard General are in the process of negotiating an
unsecured credit agreement between one or more entities affiliated
with Standard General and one or more foreign subsidiaries of the
Company as borrowers. The Company expects to enter into this
credit agreement as soon as practicable.
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 more
than 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 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.
ANNA NICOLE SMITH: Estates Loses in $44-Mil. Inheritance War
------------------------------------------------------------
Sara Randazzo, writing for The Wall Street Journal, reported that
U.S. District Judge David Carter in Santa Ana, California, refused
to issue $44 million in sanctions against the family of Anna
Nicole Smith's late husband, essentially ending a legal battle
that started 19 years ago and that has gone through bankruptcy
court, district court, appellate courts, and twice to the U.S.
Supreme Court. Judge Carter, according to the Journal, also took
the opportunity to comment on the fact that most of the parties to
the lengthy legal battle are deceased and that "the American
taxpayer has supported the burden of this litigation for many
years, and it is time for this suit to no longer 'drag its weary
length before the court,'."
The case is In Re: Vickie Lynn Marshall, et al v. NULL, Case No.
8:01-cv-00097 (C.D. Calif.).
About Anna Nicole Smith
Anna Nicole Smith, formally known as Vickie Lynn Hogan, filed
under Chapter 11 in 1996 as part of a struggle over the estate of
J. Howard Marshall, whom she married in 1994 when she was 26 and
died barely a year after they were wed. Ms. Smith, a former
Playboy model and actress, died in February 2007.
Mr. Marshall left his estate to his son, E. Pierce Marshall, and
nothing to Ms. Smith. Ms. Smith, alleging that her husband had
promised to leave her a large share of the estate, won a ruling
from a bankruptcy judge in 2000 awarding her $475 million from Mr.
Marshall's estate. A federal judge in 2002 reduced that amount to
$89 million. The U.S. Court of Appeals for the Ninth Circuit in
San Francisco threw out the judgment in 2004, holding that the
bankruptcy court didn't have jurisdiction over probate matters.
The U.S. Supreme Court in May 2006 issued a decision, overruling
the appeals court and finding that the bankruptcy court had
jurisdiction, even though the issues also could have been decided
in the Texas probate court. The Supreme Court remanded the case
for the federal appellate court to decide whether her victory in
the bankruptcy and district courts was knocked out because a Texas
probate court had entered judgment first against her.
On remand from the Supreme Court, the 9th Circuit issued its
decision in March 2010, concluding that the bankruptcy court
didn't have so-called core jurisdiction. The 9th Circuit noted
that before the U.S. district court was able to enter judgment in
her favor, the Texas probate court had entered judgment against
her saying she was entitled to nothing from her deceased husband's
estate.
In September 2010, the Supreme Court agreed to take a second look
at disputes arising in and related to Ms. Smith's 1996 bankruptcy
case and her entitlement to payment of the $449 million bankruptcy
court judgment.
APPLIED MINERALS: Reports $3 Million Net Loss in Second Quarter
---------------------------------------------------------------
Applied Minerals Inc. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $3.03 million on $47,993 of revenues for the three months ended
June 30, 2014, as compared with a net loss of $2.60 million on
$12,878 of revenues for the same period in 2013.
For the six months ended June 30, 2014, the Company reported a net
loss of $3.39 million on $59,007 of revenues as compared with a
net loss of $5.68 million on $37,964 of revenues for the same
period last year.
As of June 30, 2014, Applied Minerals had $11.46 million in total
assets, $12.56 million in total liabilities and a $1.09 million
total stockholders' deficiency.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/XIT8NN
About Applied Minerals
New York City-based Applied Minerals, Inc. (OTC BB: AMNL) is a
leading global producer of halloysite clay used in the development
of advanced polymer, catalytic, environmental remediation, and
controlled release applications. The Company operates the Dragon
Mine located in Juab County, Utah, the only commercial source of
halloysite clay in the western hemisphere. Halloysite is an
aluminosilicate clay that forms naturally occurring nanotubes.
Applied Minerals incurred a net loss of $9.73 million in 2012 as
compared with a net loss of $7.43 million in 2011.
AS SEEN ON TV: Delays Second Quarter Form 10-Q
----------------------------------------------
As Seen On TV, Inc., filed with the U.S. Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its quarterly report on Form 10-Q for the quarter ended
June 30, 2014. The Company said certain financial and other
information necessary for an accurate and full completion of the
Report could not be provided within the prescribed time period
without unreasonable effort or expense.
Due to the acquisition of Infusion Brands, Inc., the Company
anticipates the Form 10-Q for the period ending June 30, 2014,
will reflect a change in the results of its operations and due to
reverse acquisition accounting, a change in the results of
operations in its historical operations.
About As Seen on TV
Clearwater, Fla.-based As Seen On TV, Inc., is a direct response
marketing company. It identifies, develops, and markets consumer
products.
As reported by the TCR on Nov. 6, 2012, As Seen On TV entered into
an Agreement and Plan of Merger with eDiets Acquisition Company
("Merger Sub"), eDiets.com, Inc., and certain other individuals.
Pursuant to the Merger Agreement, Merger Sub will merge with and
into eDiets.com, and eDiets.com will continue as the surviving
corporation and a wholly-owned subsidiary of the Company. The
Merger Agreement was completed on April 2, 2014.
The Company incurred a net loss of $9.32 million on $1.98 million
of revenues for the year ended March 31, 2014, as compared with
net income of $3.69 million on $9.40 million of revenues for the
year ended March 31, 2013. The Company's balance sheet at
March 31, 2014, showed $5.78 million in total assets, $3.58
million in total liabilities and $2.20 million in total
stockholders' equity.
EisnerAmper LLP, in Iselin, New Jersey, issued a "going concern"
qualification on the consolidated financial statements for the
year ended March 31, 2014. The independent auditors noted that
the Company's recurring losses from operations and negative cash
flows from operations raise substantial doubt about its ability to
continue as a going concern.
Bankruptcy Warning
The Company stated in the Fiscal 2014 Annual Report, "At March 31,
2014, we had a cash balance of $5,400, a working capital deficit
of approximately $2.9 million and an accumulated deficit of
approximately $22.9 million. We have experienced losses from
operations since our inception, and we have relied on a series of
private placements and convertible debentures to fund our
operations. The Company cannot predict how long it will continue
to incur losses or whether it will ever become profitable."
Pursuant to a Senior Note Purchase Agreement dated as of April 3,
2014, by and among the Company, IBI, Infusion, eDiets.com, Inc.,
Tru Hair, Inc., TV Goods Holding Corporation, Ronco Funding LLC --
Credit Parties -- and MIG7 Infusion, LLC, the Credit Parties sold
to MIG7 a senior secured note having a principal amount of
$10,180,000 bearing interest at 14% and having a maturity date of
April 3, 2015.
The Company added, "We have undertaken, and will continue to
implement, various measures to address our financial condition,
including:
* Significantly curtailing costs and consolidating operations,
where feasible.
* Seeking debt, equity and other forms of financing, including
funding through strategic partnerships.
* Reducing operations to conserve cash.
* Deferring certain marketing activities.
* Investigating and pursuing transactions with third parties,
including strategic transactions and relationships.
There can be no assurance that we will be able to secure the
additional funding we need. If our efforts to do so are
unsuccessful, we will be required to further reduce or eliminate
our operations and/or seek relief through a filing under the U.S.
Bankruptcy Code."
ASARCO LLC: Sesa Loses Bid for Emergency Stay of Turnover Order
---------------------------------------------------------------
On August 7, 2014, the United States District Court for the
Southern District of Texas denied the request of Indian company
Sesa Sterlite Ltd. for an emergency stay of a turnover order
issued by the United States Bankruptcy Court for the Southern
District of Texas.
"We are pleased with this latest ruling," said Jorge Lazalde,
executive vice-president of ASARCO. "Sesa Sterlite has attempted
for years to evade responsibility for its breach of contract, and
this order will help us in our efforts to enforce the judgment we
have obtained."
In 2012, a U.S. Bankruptcy Court awarded ASARCO $82.75 million in
damages as a result of Sesa Sterlite's breach of a purchase
agreement, but for more than two years, Sesa Sterlite has refused
to pay the judgment. The company's refusal led the bankruptcy
court to issue a turnover order requiring Sesa Sterlite to
turnover cash, assets and property sufficient to satisfy the
judgment. The turnover order also prevents Sesa Sterlite, and all
persons acting in concert with Sesa Sterlite, from transferring,
concealing, or otherwise disposing of Sesa Sterlite's property
until further order of the bankruptcy court.
In seeking a stay, Sesa Sterlite argued that the order unfairly
restricted its continuing business operations, including
prohibiting Sesa Sterlite from making dividend payments to the
holders of its American Depositary Shares scheduled for payment on
or before August 8, 2014.
The District Court denied the stay, saying, "Sterlite agreed to be
governed by United States law back in 2008 when doing so was to
its advantage, and only complains now when it may be brought to
answer for its 2008 breach of contract."
The turnover order also impacts Sesa Sterlite's previously issued
$500 million in 4% Convertible Senior Notes in the U.S. debt
market, which are scheduled to mature on October 30, 2014. If
Sesa Sterlite fails to pay the judgment to ASARCO by October 30,
2014, the turnover order prohibits and enjoins Sesa Sterlite and
those acting in concert with it from making or transferring
principal and interest payments on the Notes.
"ASARCO will continue to pursue its legal rights under the
judgment and the turnover order," said Mr. Lazalde. "We are
committed to holding Sesa Sterlite accountable for its conduct
here in the United States."
About Asarco LLC
Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/--
is an integrated copper mining, smelting and refining company.
Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent.
ASARCO LLC filed for Chapter 11 protection (Bankr. S.D. Tex. Case
No. 05-21207) on Aug. 9, 2005. Attorneys at Baker Botts
L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented
the Debtor in its restructuring efforts.
On Dec. 9, 2009, Asarco Incorporated and Americas Mining
Corporation's Seventh Amended Plan of Reorganization for the
Debtors became effective and the ASARCO Asbestos Personal Injury
Settlement Trust was created and funded with nearly $1 billion in
assets, including more than $650 million in cash plus a $280
million secured note from Reorganized ASARCO. The Plan, which was
confirmed both by the bankruptcy and district courts, reintegrated
ASARCO LLC back to parent Grupo Mexico concluding the four-year
Chapter 11 proceeding.
AUXILIUM PHARMACEUTICALS: Amends Credit Pact to Permit Merger
-------------------------------------------------------------
Auxilium Pharmaceuticals, Inc., entered into a third amendment to
its $225 million credit agreement with Morgan Stanley Senior
Funding, Inc., as administrative agent, to permit the closing of
the merger between the Company and QLT Inc. and the delisting of
Auxilium's common stock without those transactions being deemed an
event of default under the Credit Agreement, the Company disclosed
in a regulatory filing with the U.S. Securities and Exchange
Commission.
The Company previously entered into an agreement and plan of
merger with, among other parties, QLT Inc., whereby a wholly owned
subsidiary of QLT will be merged with and into Auxilium and with
Auxilium continuing as the surviving corporation as an indirect
wholly owned subsidiary of QLT. At the closing of the Merger,
Auxilium's stock will be delisted from the Nasdaq National Market
and each share of Auxilium common stock will be converted into the
right to receive 3.1359 QLT common shares.
The closing of the Merger would be a "change of control," as
defined in the Credit Agreement, and is prohibited by the terms of
the Credit Agreement. In addition, the delisting of Auxilium's
common stock is prohibited by the terms of the Credit Agreement.
The Credit Agreement was also amended to increase the LIBOR rate
margin to 6.75% and the base rate margin to 5.75%, subject to
downward adjustment contingent upon corporate ratings.
The Company had previously entered into a second amendment to the
Credit Agreement to add an incremental facility in the principal
amount of $50,000,000.
A full-text copy of the Third Amendment Agreement to Credit
Agreement is available for free at http://is.gd/5hAtJT
About Auxilium
Auxilium Pharmaceuticals, Inc. -- http://www.Auxilium.com/-- 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.
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.
* * *
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 Aug. 20, 2014, edition of the TCR, Standard & Poor's
Ratings Services affirmed its 'CCC' corporate credit rating on
Auxilium Pharmaceuticals Inc. following the company's announcement
that it had obtained an amendment to its credit agreement
permitting the change of control associated with the company's
proposed merger with a Canadian biotechnology firm QLT Inc. The
outlook is negative.
BERNARD L. MADOFF: Trustee's Revamped Claims v. Sons Challenged
---------------------------------------------------------------
Law360 reported that the trustee liquidating Bernard L. Madoff's
defunct firm cannot "reinvent" a lawsuit against the convicted
Ponzi schemer's surviving son and the estate of another to allege
that they covered up the fraud, the defendants argued, now that a
U.K. court has exonerated them of exactly that. According to the
report, Andrew Madoff and the estate of the late Mark Madoff
argued against a request by Bernard L. Madoff Securities LLC
trustee Irving Picard for leave to further amend the complaint
against them.
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 commenced distributions to victims, with the fourth
and latest batch of distributions done in May 2014. Distributions
to eligible claimants have totaled almost $6 billion, which
includes $812.2 million in committed advances from the SIPC. More
than 1,100 victims have already recovered the full principal they
lost in the fraud.
As of May 2014, Mr. Picard has recovered or reached agreements to
recover $9.8 billion since his appointment in December 2008.
BIOLIFE SOLUTIONS: Walter Villiger Reports 37.8% Equity Stake
-------------------------------------------------------------
In a Schedule 13D filed with the U.S. Securities and Exchange
Commission, Walter Villiger disclosed that as of July 24, 2014, he
beneficially owned 5,300,970 shares of common stock of BioLife
Solutions, Inc., representing 37.8 percent of the shares
outstanding. WAVI Holding AG beneficially owned 3,712,391 common
shares. Mr. Villiger is the Chairman of WAVI. A full-text copy
of the regulatory filing is available at http://is.gd/iGeim9
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.
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.
BROWN INVESTMENT: Case Summary & 3 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Brown Investment Group, LLC
3038 Fairview Street
Safety Harbor, FL 34695
Case No.: 14-09612
Chapter 11 Petition Date: August 19, 2014
Court: United States Bankruptcy Court
Middle District of Florida (Tampa)
Debtor's Counsel: David W Steen, Esq.
DAVID W STEEN PA
602 S Boulevard
Tampa, FL 33606
Tel: (813) 251-3000
Fax: (813) 251-3100
Email: dwsteen@dsteenpa.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Jamie W. Brown, managing member.
A list of the Debtor's three largest unsecured creditors is
available for free at http://bankrupt.com/misc/flmb14-09612.pdf
BROWNIE'S MARINE: Files Form 10-Q, Warns of Possible Bankruptcy
---------------------------------------------------------------
Brownie's Marine Group, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q for the
period ended June 30, 2014, disclosing that it may be required to
scale back or cease operations, liquidate its assets and possibly
seek bankruptcy protection if it fails to raise additional funds
when needed.
During the fourth quarter of 2011, the Company formed a joint
venture with one dive entity, and in the first quarter of 2012,
purchased the assets of another, with assumption of their retail
location lease in Boca Raton, Florida. The Company accomplished
both transactions predominantly through issuance of restricted
common stock in the Company. The Company believed these
transactions would help generate sufficient future working
capital. The Company maintains neither endeavor did or has
generated profit or positive cash-flow. Effective May 31, 2013,
the Company closed and ceased operations at its retail facility.
The Company said it does not expect that existing cash flow will
be sufficient to fund presently anticipated operations beyond the
third quarter of 2014 which raises substantial doubt about its
ability to continue as a going concern.
"Although we had net income for the three and six months ended
June 30, 2014, have incurred losses since 2009, and reasonably
expect to have more losses through 2014. We have had a working
capital deficit since 2009," the Company stated.
"The Company is behind on payments due for payroll taxes and
withholding, matured convertible debentures, related party notes
payable, accrued liabilities and interest - related parties, and
certain vendor payables. The Company is handling delinquencies on
a case by case basis. However, there can be no assurance that
cooperation the Company has received thus far will continue."
For the three months ended June 30, 2014, the Company reported net
income of $85,748 on $865,124 of total net revenues compared to
net income of $425,783 on $592,635 of total net revenues for the
same period a year ago.
For the six months ended June 30, 2014, the Company reported net
income of $47,349 on $1.45 million of total net revenues compared
to a net loss of $766,123 on $1.18 million of total net revenues
for the same period in 2013.
The Company's balance sheet at June 30, 2014, showed $1.09 million
in total assets, $1.57 million in total liabilities and a $472,386
total stockholders' deficit.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/FpaYib
About Brownie's Marine
Brownie's Marine Group, Inc., which does business through its
wholly owned subsidiary, Trebor Industries, Inc., d/b/a Brownie's
Third Lung -- http://www.browniesmarinegroup.com/-- designs,
tests, manufactures and distributes recreational hookah diving,
yacht based scuba air compressor and nitrox generation systems,
and scuba and water safety products. BWMG sells its products both
on a wholesale and retail basis, and does so from its headquarters
and manufacturing facility in Fort Lauderdale, Florida. The
Company's common stock is quoted on the OTC BB under the symbol
"BWMG".
Brownie's Marine reported a net loss of $788,286 in 2013, as
compared with a net loss of $2.01 million in 2012.
BROWNIE'S MARINE: Alexander Purdon Reports 6.2% Equity Stake
------------------------------------------------------------
In an amended Schedule 13D filed with the U.S. Securities and
Exchange Commission, Alexander Fraser Purdon disclosed that as of
May 31, 2014, he beneficially owned 4,631,321 shares of common
stock of Brownie's Marine Group, Inc., representing 6.19 percent
of the shares outstanding.
Since March 8, 2012, the Company has agreed to pay Mr. Purdon's
bonus compensation in restricted shares of common stock, in lieu
of cash. The number of shares paid is based on the weighted
average sale price per share reported on the OTC Markets during
the month the bonus was earned.
A full-text copy of the regulatory filing is available at:
http://is.gd/GC8OUG
About Brownie's Marine
Brownie's Marine Group, Inc., does business through its wholly
owned subsidiary, Trebor Industries, Inc., d/b/a Brownie's Third
Lung, a Florida corporation. The Company designs, tests,
manufactures and distributes recreational hookah diving, yacht
based scuba air compressor and nitrox generation systems, and
scuba and water safety products. BWMG sells its products both on
a wholesale and retail basis, and does so from its headquarters
and manufacturing facility in Fort Lauderdale, Florida. The
Company's common stock is quoted on the OTC BB under the symbol
"BWMG". The Company's Web site is
http://www.browniesmarinegroup.com/
Brownie's Marine reported a net loss of $788,286 in 2013, as
compared with a net loss of $2.01 million in 2012. As of
March 31, 2014, the Company had $1.11 million in total assets,
$1.72 million in total liabilities and a $613,098 of total
stockholders' deficit.
Liquidity and Capital Resources
As of March 31, 2014, the Company had cash and current assets
(primarily consisting of inventory) of $1,012,251 and current
liabilities of $1,725,977, or a current ratio of .59 to 1. This
represents a working capital deficit of $713,726. As of
December 31, 2013, the Company had cash and current assets of
$1,057,967 and current liabilities of $1,760,058, or a current
ratio of .60 to 1. As of December 31, 2012, the Company had cash
and current assets of $894,573 and current liabilities of
$1,770,503, or a current ratio of .51 to 1.
The consolidated financial statements have been prepared assuming
the Company will continue as a going concern, which contemplates
realization of assets and the satisfaction of liabilities in the
normal course of business for the twelve-month period following
the date of these financial statements. The Company has incurred
losses since 2009, and expects to have losses through 2014. The
Company has had a working capital deficit since 2009.
The Company is behind on payments due for payroll taxes and
withholding, matured convertible debentures, related party notes
payable, accrued liabilities and interest-related parties, and
certain vendor payables. The Company is handling delinquencies on
a case by case basis. However, there can be no assurance that
cooperation the Company has received thus far will continue.
The Company closed and ceased operations at its retail facility.
The Company is still involved in the joint venture. As a result,
the Company does not expect that existing cash flow will be
sufficient to fund presently anticipated operations beyond the
second quarter of 2043. This raises substantial doubt about
BWMG's ability to continue as a going concern. The Company will
need to raise additional funds and is currently exploring
alternative sources of financing.
"We have issued a number of convertible debentures as an interim
measure to finance our working capital needs. We have
historically paid for many legal and consulting services with
restricted stock to maximize working capital. We intend to
continue this practice in the future when possible. We have
implemented some cost saving measures and will continue to explore
more to reduce operating expenses.
"If we fail to raise additional funds when needed, or do not have
sufficient cash flows from sales, we may be required to scale back
or cease operations, liquidate our assets and possibly seek
bankruptcy protection," the Company said in the Quarterly Report
for the period ended March 31, 2014.
BUCCANEER RESOURCES: Creditors' Panel Amends A&M's Employment
-------------------------------------------------------------
The Official Committee of Unsecured Creditors of Buccaneer
Resources, LLC and its debtor-affiliates seeks authorization from
the U.S. Bankruptcy Court for the Southern District of Texas to
amend the employment of Alvarez & Marsal North America, LLC ("A&M-
NA") as financial advisors to the Committee and of Alvarez &
Marsal Global Forensic and Dispute Services, LLC ("A&M-GFD";
collectively with A&M-NA, "A&M") to provide expert witness
services to the Committee, effective June 11, 2014.
A&M-NA will provide consulting and advisory services to the
Committee and its legal advisors as A&M and the Committee deem
appropriate and feasible in order to advise the Committee in the
course of these Chapter 11 cases, including but not limited to the
following:
(a) advise Committee on matters related to its interests in the
sale of the Debtor's assets;
(b) assist with a review of the Debtors' cost/benefit
evaluations with respect to the assumption or rejection of
executory contracts and unexpired leases;
(c) assist with a review of the business model, operations,
liquidity situation, properties, assets and liabilities,
financial condition and prospects of the Debtor;
(d) assist in the review of financial information distributed
by the Debtor to the Committee, its advisors and creditors
and others, including, but not limited to, cash flow
projections and budgets, cash receipts and disbursement
analysis and analysis of various asset and liability
accounts;
(e) attend meetings with the Debtor, the Debtors' lenders and
creditors, the Committee and any other official committees
organized in these Chapter 11 cases, the U.S. Trustee,
other parties in interest and professionals hired by the
same, as requested;
(f) assist in the review and preparation of information and
analysis necessary for the confirmation of a plan in these
Chapter 11 cases; and
(g) render such other general business consulting or such other
assistance as the Committee or its counsel may deem
necessary, consistent with the role of a financial advisor
and not duplicative of services provided by other
professionals in these Chapter 11 cases.
A&M-GFD will provide expert witness and associated support
services to the Committee and its legal advisors as A&M and the
Committee deem appropriate and feasible in order to support the
Committee and its legal counsel in the course of various
litigation matters in these chapter 11 cases.
A&M will be paid at these hourly rates:
F/A Services Expert Witness
------------ Services
--------
Managing Directors $625-$850 $525
Directors $475-$625 $395-$430
Associates $350-$475 $350
Analysts $225-$350 $205-$235
A&M will also be reimbursed for reasonable out-of-pocket expenses
incurred.
The aggregate cumulative fees payable to A&M-NA for the Financial
Advisory Services shall not exceed the cumulative cap (the
"Cumulative Fee Cap"). The Cumulative Fee Cap is equal to
$100,000 per month for the first three months and $75,000 per
month thereafter.
As reported in the Troubled Company Reporter on Aug. 8, 2014, the
Committee seeks authorization to retain Alvarez & Marsal North
America, LLC as financial advisors to the Committee, effective
June 11, 2014. The Court approved the application.
Kelly B. Stapleton, managing member of A&M, 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.
Alvarez & Marsal can be reached at:
Kelly Stapleton
ALVAREZ & MARSAL NORTH AMERICA, LLC
600 Madison Avenue, 8th Floor
New York, NY 10022
Tel: +1 (212) 763-9750
Fax: +1 (212) 759-5532
E-mail: kstapleton@alvarezandmarsal.com
About Buccaneer Energy
Buccaneer Resources, LLC, and eight affiliates, including
Buccaneer Energy Ltd. sought Chapter 11 bankruptcy protection in
Victoria, Texas (Bankr. S.D. Tex. Lead Case No. 14-60041) on
May 31, 2014. Buccaneer listed assets of up to $50,000 and
liabilities between $50 million and $100 million in its petition.
Founded in 2006, Buccaneer Energy, Ltd. is a publicly traded
independent oil and gas company listed on the Australian
Securities Exchange under the symbol "BCC". Although BCC is an
Australian listed entity, the company operates exclusively through
its eight U.S. subsidiary debtors, each of which are headquartered
in the U.S. and which maintain offices in Houston and Dallas,
Texas, and Kenai and Anchorage, Alaska.
The Debtors' primary business is the exploration for and
production of oil and natural gas in North America. Operations
have historically focused on both onshore and offshore
opportunities in the Cook Inlet of Alaska as well as the
development of offshore projects in the Gulf of Mexico and onshore
oil opportunities in Texas and Louisiana.
CEO Curtis Burton was terminated in May 2014. Manning the
Debtors' operations is Conway MacKenzie senior managing director
John T. Young, who was appointed chief restructuring officer in
March 2014.
The bankruptcy cases are assigned to Judge David R Jones. The
Debtors have sought and obtained an order authorizing joint
administration of their Chapter 11 cases.
The Debtors have tapped Robert Andrew Black, Esq., Jason Lee
Boland, Esq., Robert Bernard Bruner, and William R Greendyke,
Esq., at Fulbright Jaworski LLP as counsel. Norton Rose Fulbright
Australia will render legal services related to cross-border
insolvency and general corporate and litigation matters to
Buccaneer Energy Ltd. Epiq Systems is the claims and notice
agent.
BUDDY COMPANY: Fee Examiner Wants to Hire MWA LLC as Advisor
------------------------------------------------------------
Diana G. Adams, independent fee examiner for the bankruptcy estate
of The Budd Company Inc., asks the U.S. Bankruptcy Court for the
District of the Northern District of Illinois for permission to
employ Manewitz Weiker Associates, LLC, as her advisors.
A hearing is set for Aug. 22, 2014, at 1:30 p.m. at Courtroom 682
219 South Dearborn in Chicago, Illinois, to consider approval of
the Debtor's application request.
The firm will:
a) review the fee applications of the Retained Professionals;
b) identify billing entries, if any, which appear to be outside
of the applicable rules, guidelines and court orders and
discuss same with the fee examiner and her professionals;
c) make recommendations to the fee examiner regarding any
identified issues;
d) assist in the fee examiner and her attorneys in the
preparation of reports and court filings;
e) assist the fee examiner in developing protocols; and
f) provide other services as the Fee Examiner may request.
The Fee Examiner proposes that MWA be paid at these rates:
-- Data entry and computer analysis ($200 per hour);
-- Detailed analysis of entries and identification of potential
objections ($350 per hour); and
-- Preparation of reports, filing of reports, court appearances
and communication with Retained Professionals or the fee
examiner's other professionals ($450 per hour).
The Fee Examiner assures the Court the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
MANEWITZ WEIKER ASSOCIATES LLC
360 E 72nd St Apt A1401
New York, NY 10021-4757 USA
Tel: (917) 882-2265
About The Budd Company
The Budd Company, Inc., a former supplier to the automotive
industry, filed for chapter 11 bankruptcy protection (Bankr. N.D.
Ill. Case No. 14-11873) on March 31, 2014, with a deal to settle
potential claims against its parent, ThyssenKrupp AG.
The company -- which ceased manufacturing operations in 2006 and
does not have any current employees, facilities or customers --
has obligations consisting largely of medical and other benefits
to approximately 10,000 former employees.
Liabilities amount to approximately $1 billion with assets of
approximately $400 million. Most of the debt consists largely of
medical and other benefits to approximately 10,000 former
employees.
The Debtor disclosed $387,555,681 in assets and $1,107,350,034 in
liabilities as of the Chapter 11 filing.
The Hon. Jack B. Schmetterer oversees the case. The Debtor has
tapped Proskauer Rose LLP as Chapter 11 counsel, Dickinson Wright
PLLC as special counsel, Epiq Bankruptcy Solutions, LLC as
noticing, claims and balloting agent, and Conway MacKenzie
Management Services, LLC's Charles M. Moore as CRO.
The U.S. Trustee appointed five individuals to serve on the
Committee of Executive & Administrative Retirees. The Segal
Company (Eastern States), Inc. serves as the Committee's actuarial
consultant. The Committee retained Solic Capital Advisors, LLC as
its financial advisor.
Reed Heiligman, Esq., at FrankGecker LLP, in Chicago, Illinois,
represents the ad hoc committee of asbestos personal injury
claimants.
BUDDY COMPANY: Fee Examiner Taps FSLC LLP as Bankruptcy Counsel
---------------------------------------------------------------
Diana G. Adams, independent fee examiner for the bankruptcy estate
of The Budd Company Inc., asks the U.S. Bankruptcy Court for the
District of the Northern District of Illinois for permission to
employ Fox, Swibel & Levin & Carroll, LLP, as her bankruptcy
counsel.
A hearing is set for Aug. 22, 2014, at 1:30 p.m. at Courtroom 682
219 South Dearborn in Chicago, Illinois, to consider approval of
the Debtor's application request.
The firm will:
a) assist the Fee Examiner in any hearings or other proceedings
before the Court to consider the fee applications including,
without limitation, advocating positions asserted in the
reports filed by the Fee Examiner and on behalf of the
fee examiner;
b) assist the Fee Examiner with legal issues raised by inquiries
to and from the retained professionals and any other
professional services provider retained by the Fee Examiner;
c) assist the Fee Examiner with issues relating to local rules
and practices including, but not limited to:
i) assisting the Fee Examiner with the preparation of
preliminary and final reports regarding professional fees
and expenses of the retained professionals, the fee
examiner and the fee examiner's professionals;
ii) assisting the Fee Examiner in developing protocols and
making reports and recommendations regarding the fees and
expenses of the retained professionals, and
iii) attending meetings between the Fee Examiner and the
retained professionals; and
d) provide other services as the Fee Examiner may request.
The principal attorneys and paralegals presently designated to
represent the Fee Examiner and their current standard hourly rates
are:
Margaret M. Anderson, Esq. $495 ($445.50 for this matter)
Ryan T. Schultz, Esq. $335 ($301.50 for this matter)
Anabelle Bouse $185 ($166.50 for this matter)
The Fee Examiner assures the Court the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Margaret M. Anderson, Esq.
Ryan Schultz, Esq.
FOX, SWIBEL, LEVIN & CARROLL, LLP
200 West Madison Street, Suite 3000
Chicago, IL 60606
Tel: 312.224.1200
Fax: 312.224.1201
E-mail: panderson@fslc.com
rschultz@fslc.com
About The Budd Company
The Budd Company, Inc., a former supplier to the automotive
industry, filed for chapter 11 bankruptcy protection (Bankr. N.D.
Ill. Case No. 14-11873) on March 31, 2014, with a deal to settle
potential claims against its parent, ThyssenKrupp AG.
The company -- which ceased manufacturing operations in 2006 and
does not have any current employees, facilities or customers --
has obligations consisting largely of medical and other benefits
to approximately 10,000 former employees.
Liabilities amount to approximately $1 billion with assets of
approximately $400 million. Most of the debt consists largely of
medical and other benefits to approximately 10,000 former
employees.
The Debtor disclosed $387,555,681 in assets and $1,107,350,034 in
liabilities as of the Chapter 11 filing.
The Hon. Jack B. Schmetterer oversees the case. The Debtor has
tapped Proskauer Rose LLP as Chapter 11 counsel, Dickinson Wright
PLLC as special counsel, Epiq Bankruptcy Solutions, LLC as
noticing, claims and balloting agent, and Conway MacKenzie
Management Services, LLC's Charles M. Moore as CRO.
The U.S. Trustee appointed five individuals to serve on the
Committee of Executive & Administrative Retirees. The Segal
Company (Eastern States), Inc. serves as the Committee's actuarial
consultant. The Committee retained Solic Capital Advisors, LLC as
its financial advisor.
Reed Heiligman, Esq., at FrankGecker LLP, in Chicago, Illinois,
represents the ad hoc committee of asbestos personal injury
claimants.
CANCER GENETICS: Completes Acquisition of BioServe India
--------------------------------------------------------
Cancer Genetics, Inc., closed the acquisition of BioServe
Biotechnologies (India) Pvt. Ltd., a genomics services provider
serving both the research and clinical markets in India.
BioServe India, which operates out of a 14,000-square-foot, state-
of-the-art genomics facility in Hyderabad, has serviced over 200
clients with best-in-class genomic services, including next-
generation sequencing, genotyping and DNA synthesis. CGI will
benefit from immediate revenue through BioServe India's long-term
contracts with academic and research institutions and its
capabilities in genetic research, test development and genomic
analysis.
BioServe India's clients include some of the leaders in the Indian
life sciences industry, including Dr. Reddy's Laboratories, NATCO
Pharmaceuticals, Piramal Life Sciences, the Indian Institute of
Science Education and Research and the Centre for Cellular and
Molecular Biology.
"We are excited to be joining Cancer Genetics," said Venkatadri
Bobba, general partner of Ventureast, India's premier venture
capital fund and a board member at BioServe India.
"This merger will allow us to improve patient care in India by
delivering cutting-edge, patented cancer diagnostic technologies
and allow us to offer an even broader range of state-of-the-art
services to biopharma customers, hospitals and academic research
institutions."
India is recognized as a high-growth market for molecular
diagnostics and oncology services. More than 1 million new cases
of cancer are diagnosed in India each year, and incidence rates
are expected to rise by more than 72 percent by 2025.
Additionally, according to Frost and Sullivan, healthcare spending
is expected to increase at an average annual rate of 17 percent,
reaching $160 billion by 2017.
CGI's CEO, Panna Sharma, said the acquisition places the company
in a unique position to meet the growing need for genomic-based
cancer diagnostics in this market. He anticipates wide adoption
of CGI's proprietary tests for non-Hodgkins lymphomas and
leukemias, kidney cancer and cervical cancer. "In particular, the
acquisition positions CGI to revolutionize cervical cancer
screening and treatment in India, where 123,000 new cases are
diagnosed annually," he said.
"We now have a growing pipeline of potential clients and
collaborators for our non-invasive cervical cancer test in India,
where cervical cancer is the leading cause of cancer death in
women, accounting for 25 percent of global cervical cancer
deaths," Sharma said. "FHACT(R) will provide physicians in India
with critical genomic information to provide improved screening
for cervical cancer in both urban and rural settings."
"The expansion into India will also allow CGI to leverage its
resources and scale its operations, while strengthening its
capabilities in molecular testing, DNA synthesis, biomarker
analysis and next-generation sequencing," Sharma said. He
described the Hyderabad laboratory as an important resource that
will allow CGI to access high-growth markets for oncology
diagnostics and reduce costs associated with product
manufacturing, test development and genomic data analysis.
CGI acquired BioServe India for approximately $1.9 million,
largely in CGIX stock and other deferred consideration. Under the
terms of the agreement, BioServe India will be a wholly owned
subsidiary of CGI that will be renamed Cancer Genetics India. CGI
plans on retaining BioServe India's 33 employees, and expanding
and strengthening the team.
"This acquisition is an important milestone for CGI, as we now
have the clinical diagnostics infrastructure and resources to
deliver critical genomic oncology services at a time when India
has placed a high priority on expanding its healthcare
capabilities," Sharma said.
Additional information can be obtained for free at:
http://is.gd/SsYSUv
About Cancer Genetics
Rutherford, N.J.-based Cancer Genetics, Inc., is an early-stage
diagnostics company focused on developing and commercializing
proprietary genomic tests and services to improve and personalize
the diagnosis, prognosis and response to treatment (theranosis) of
cancer.
Cancer Genetics reported a net loss of $12.37 million in 2013
following a net loss of $6.66 million in 2012.
As of June 30, 2014, the Company had $49.59 million in total
assets, $9.13 million in total liabilities and $40.46 million in
total stockholders' equity.
CASH STORE: Default Status Report Pursuant to Policy 12-203
-----------------------------------------------------------
The Cash Store Financial Services Inc. provided a default status
report in accordance with the alternative information guidelines
in National Policy 12-203 Cease Trade Orders for Continuous
Disclosure Defaults.
On May 16, 2014, the Company announced that it was not able to
file an interim financial report and interim management's
discussion and analysis for the period ended March 31, 2014,
together with the related certifications of those interim filings
by May 15, 2014, the deadline prescribed by securities
legislation.
Except as disclosed in previous press releases, there have been no
material changes to the information contained in the Default
Announcement or any other changes required to be disclosed by
National Policy 12-203.
The Company still intends to file the Continuous Disclosure
Documents as soon as is commercially reasonable, or as required by
the Ontario Superior Court of Justice (Commercial List) pursuant
to the Cash Store Financial's Companies' Creditors Arrangement Act
proceedings.
The Monitor has filed with the Court periodic reports which have
included Cash Store Financial's cash flow projections and other
financial information concerning the Company. The Company
anticipates that the Monitor will continue to file reports with
the Court (and post them on its website), updating relevant
financial information concerning the Company.
The Monitor's reports, Court records and other details regarding
the Company's CCAA proceedings are available on the Monitor's Web
site at http://cfcanada.fticonsulting.com/cashstorefinancial/
About Cash Store Financial
Cash Store Financial and Instaloans primarily act as lenders to
facilitate short-term advances and provide other financial
services to income-earning consumers who may not be able to obtain
them from traditional banks. Cash Store Financial also provides
private-label debit cards.
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.
CENTERLINE GUARANTEED: Moody's Withdraws B3 Ratings on 4 Funds
--------------------------------------------------------------
Moody's has withdrawn the underlying B3 rating of the Centerline
Guaranteed Corporate Partners II LP (formerly known as Related
Capital Guaranteed Corporate Partners II, LP) Series B, Series C,
Series D, and Series F tax credit funds due to insufficient
information to maintain the rating.
Summary Rating Rationale
The funds were issued to purchase limited partnership interests in
a number of affordable housing projects that generate low income
housing tax credits. In order to maintain the rating on the tax
credit funds, Moody's must review recent financial information on
the funds, and operating information on the underlying housing
projects. The fund sponsor has declined to provide us with this
information. Moody's did not receive this information since
Moody's placed the ratings under review for possible downgrade or
withdrawal on July 17, 2014.
Ratings Rationale
Moody's has withdrawn the rating because it believes it has
insufficient or otherwise inadequate information to support the
maintenance of the rating.
CHINA SHIANYUN: Incurs $239,000 Net Loss in Second Quarter
----------------------------------------------------------
China Shianyun Group Corp., Ltd., filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q
disclosing a net loss of $239,042 on $57,630 of revenues for the
three months ended June 30, 2014, compared to a net loss of
$185,337 on $112,983 of revenues for the same period in 2013.
For the six months ended June 30, 2014, the Company reported a net
loss of $949,133 on $158,597 of revenues compared to a net loss of
$362,612 on $360,951 of revenues for the same period during the
previous year.
The Company's balance sheet at June 30, 2014, showed $4.08 million
in total assets, $5.91 million in total liabilities and a $1.82
million total stockholders' deficit.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/Aovjck
About China Shianyun
China Shianyun Group Corp., Ltd, formerly known as China Green
Creative, Inc., develops and distributes consumer goods, including
herbal teas, health liquors, meal replacement products, and cured
meat using ecological breeding methods in China. The Company is
based in Shenzhen Guandong Province, China.
China Shianyun reported a net loss of $381,508 on $2 million of
revenues for the year ended Dec. 31, 2013, as compared with net
income of $635,873 on $6.87 million of revenues in 2012.
Albert Wong & Co., in Hong Kong, China, 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 a significant accumulated deficits and negative
working capital that raise substantial doubt about the Company's
ability to continue as a going concern.
CIRCLE STAR: To Restate Jan. 31 Quarter Form 10-Q Report
--------------------------------------------------------
The management of Circle Star Energy Corp. and its Board of
Directors concluded that the previously issued financial
statements contained in the Company's quarterly report on Form
10-Q for the quarter ended Jan. 31, 2014, filed March 14, 2014,
should no longer be relied upon because of errors related to the
presentation of certain information included in the financial
statements and footnotes to the financial statements, the Company
disclosed in a regulatory filing with the U.S. Securities and
Exchange Commission. The Company has determined that it was
necessary to correct the accounting for certain transactions as
presented within the statement of operations and statement of cash
flows along with their corresponding impact on the Company's
balance sheet.
The Company explained that the initial accounting for the fair
value of certain over-riding royalty interests and net revenue
interests in certain crude oil and natural gas properties sold
during the fiscal quarter ended Jan. 31, 2014, to an un-related
third party resulted in the gain being over-stated. The
methodology initially utilized to arrive at the fair value applied
to the Interests sold was inappropriately applied at the time the
transaction was initially recorded. Related to the re-allocation
of the fair value of the assets sold, the calculation of depletion
on a field by field basis was re-performed. The issues were
discovered in connection with the audit of the Company's April 30,
2014, financial statements. The gain on the sale of assets
initially reported as $1,728,235 was re-calculated utilizing the
appropriate fair value to arrive at a net gain of $1,232,279.
Depletion expense of $134,685 as reported through Jan. 31, 2014,
was re-calculated to be $496,659 for the nine months then ended.
The net impact of these adjustments resulted in net income of
$708,485 or $0.01 per share and $231,187 or $0.00 per share for
the three months and nine months ended Jan. 31, 2014,
respectively, as compared to a previously reported $1,566,415 or
$0.03 per share and $1,089,117 or $0.02 per share for the three
and nine months ended Jan. 31, 2014, respectively.
The Company expects to file the amended Form 10-Q immediately.
The Company's management and Board of Directors discussed the
matters with D'Arelli Pruzansky, P.A., the Company's independent
accounting firm.
About Circle Star
Fort Worth, Tex.-based Circle Star Energy Corp. (OTC BB: CRCL)
owns a variety of non-operated working interests and overriding
royalty interests in approximately 73 producing wells in Texas.
The interests range from less than 1% up to approximately 5% in
each well. The wells are located in the following areas: Permian
Basin, Eagle Ford Shale, Pearsall Field, Giddings Field & the
Woodbine Field. The wells are operated by Apache (Permian),
Chesapeake (Eagle Ford Shale), CML (Giddings, Pearsall & Permian),
Leexus (Giddings) and Woodbine Acquisitions (Woodbine). As of
April 30, 2013, the Company had approximately 430 net leased acres
in Texas.
The Company also operates 2 wells in Kansas. The Company owns a
25% working interest (approximately 20% net revenue interest)
before payout and a 43.75% working interest (approximately 35% net
revenue interest) after payout in both wells which are located in
Trego County. As of July, 31, 2013, the Company had approximately
9,838 net leased acres in Kansas. Approximately 1,480 are located
in Trego County and approximately 8,358 are located in Sheridan
County. There are multiple potential pay zones of interest with
the primary zones of interest being the Arbuckle, Marmaton &
Lansing-Kansas City ranging from approximately 3,200 feet to
approximately 4,300 feet in depth.
D'Arelli Pruzansky, P.A., in Boca Raton, Florida, raised concerns
about Circle Star Energy Corp.'s ability to continue as a going
concern in their report on the consolidated financial statements
for the year ended April 30, 2014. The independent auditors noted
that the Company has net losses and an accumulated deficit and
stockholders' deficit of $23,091,306 and $2,301,989, respectively,
and a working capital deficit of $3,648,330 at April 30, 2014.
Circle Star incurred a net loss of $1.03 million on $958,342 of
total revenues for the year ended April 30, 2014, as compared with
a net loss of $10.81 million on $812,762 of total revenues for the
year ended April 30, 2013. As of April 30, 2014, the Company had
$1.98 million in total assets, $4.29 million in total liabilities
and a $2.30 million total stockholders' deficit.
CLEAREDGE POWER: Has Until Nov. 7 to Decide on Leases
-----------------------------------------------------
The Hon. Charles Novack of the U.S. Bankruptcy Court for the
Northern District of California extended the deadline for
ClearEdge Power Inc. and its debtor-affiliates to assume or reject
unexpired nonresidential real property leases until Nov. 7, 2014.
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.
CNBI LLC: Case Summary & 9 Largest Unsecured Creditors
------------------------------------------------------
Debtor: CNBI, LLC
c/o Midwest Realty Services
PO Box 47570
Plymouth, MN 55447
Case No.: 14-43403
Chapter 11 Petition Date: August 19, 2014
Court: United States Bankruptcy Court
District of Minnesota (Minneapolis)
Judge: Hon. Kathleen H Sanberg
Debtor's Counsel: Steven B Nosek, Esq.
STEVEN NOSEK, P.A.
2855 Anthony Ln S, Ste 201
St Anthony, MN 55418
Tel: 612-335-9171
Email: snosek@noseklawfirm.com
Total Assets: $1.40 million
Total Liabilities: $1.29 million
The petition was signed by Chad Eichten, president.
A list of the Debtor's nine largest unsecured creditors is
available for free at http://bankrupt.com/misc/mnb14-43403.pdf
COMMUNICATION INTELLIGENCE: Completes $1.1 Million Funding Round
----------------------------------------------------------------
Communication Intelligence Corporation had closed a new round of
funding with a number of existing and new investors to provide
working capital.
In the transaction, which closed on Aug. 5, 2014, investors
subscribed to approximately $1.1 million of CIC's Series D-1
Convertible Preferred Stock, which can be converted to common
stock at a price of $0.0225 per share.
"After evaluating a number of funding alternatives, we opted for
this smaller private placement to limit shareholder dilution,"
said Philip Sassower, chairman and chief executive officer for
CIC. "This additional capital injection, together with the
funding available under the previously announced credit agreement
with ICG, is expected to provide CIC with sufficient runway to
execute on our healthy pipeline of opportunities, and to delay
consideration of a broader-based strategy to recapitalize the
company and to improve the trading environment for our shares of
common stock. Phoenix and its investment partners remain
committed to CIC and optimistic in the company's ability to
successfully execute its business plan."
About Communication Intelligence
Redwood Shores, California-based Communication Intelligence
Corporation is a supplier of electronic signature products and the
recognized leader in biometric signature verification.
In its audit report accompanying the financial statements for
2011, PMB Helin Donovan, LLP, in San Francisco, Calif.,
expressed substantial doubt about Communication Intelligence's
ability to continue as a going concern. The independent auditors
noted that of the Company's significant recurring losses and
accumulated deficit.
Communication Intelligence reported a net loss attributable to
common stockholders of $6.11 million in 2012 following a net loss
attributable to common stockholders of $6.66 million in 2011.
PMB Helin Donovan, LLP, in San Francisco, CA, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2012. The independent auditors noted
that the Company's significant recurring losses and accumulated
deficit raise substantial doubt about its ability to continue as a
going concern.
CUI GLOBAL: Incurs $66,000 Consolidated Net Loss in 2nd Quarter
---------------------------------------------------------------
CUI Global, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a
consolidated net loss of $66,462 on $19.21 million of total
revenue for the three months ended June 30, 2014, as compared with
consolidated net income of $437,233 on $18.15 million of total
revenue for the same period last year.
For the six months ended June 30, 2014, the Company reported a
consolidated net loss of $554,380 on $36.11 million of total
revenue as compared with a consolidated net loss of $24,859 on
$28.21 million of total revenue for the same period in 2013.
As fo June 30, 2014, the Company had $100.36 million in total
assets, $27.96 million in total liabilities and $72.39 million in
total stockholders' equity.
As of June 30, 2014, CUI Global held cash and cash equivalents of
$15,182,145 and investments of $11,955,454. Operations,
acquisitions, investments, patents, equipment, land and buildings
have been funded through cash on hand, and cash from operations.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/IF6nzx
About CUI Global
Tualatin, Ore.-based CUI Global, Inc., formerly known as Waytronx,
Inc., is a platform company dedicated to maximizing shareholder
value through the acquisition, development and commercialization
of new, innovative technologies.
CUI Global reported a net loss allocable to common stockholders of
$1.75 million in 2013, a net loss allocable to common stockholders
of $2.52 million in 2012 and a net loss allocable to common
stockholders of $48,763 in 2011.
CYCLONE POWER: Delays Q2 Form 10-Q for Review
---------------------------------------------
Cyclone Power Technologies, Inc., was unable to file its quarterly
report on Form 10-Q for the period ended June 30, 2014, by the
prescribed date because the Company's financial review with its
auditors is in process and has not been completed, the Company
said in a regulatory filing with the U.S. Securities and Exchange
Commission. The Company believes that the Quarterly Report will
be completed within the five day extension period provided under
Rule 12b-25 of the Securities Exchange Act of 1934.
About Cyclone Power
Pompano Beach, Fla.-based Cyclone Power Technologies, Inc. (Pink
Sheets: CYPW) is a clean-tech engineering company, whose business
is to develop, commercialize and license its patented Rankine
cycle engine technology for applications ranging from renewable
power generation to transportation. The Company is the successor
entity to the business of Cyclone Technologies LLLP, a limited
liability limited partnership formed in Florida in June 2004.
Cyclone Technologies LLLP was the original developer and
intellectual property holder of the Cyclone engine technology.
Cyclone Power reported a net loss of $3.79 million on $715,382 of
revenues for the year ended Dec. 31, 2013, as compared with a net
loss of $3 million on $1.13 million of revenues for the year ended
Dec. 31, 2012. The Company's balance sheet at March 31, 2014,
showed $1.37 million in total assets, $3.62 million in total
liabilities and a $2.25 million total stockholders' deficit.
Mallah Furman, in Fort Lauderdale, Florida, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013. The independent auditors noted
that the Company's dependence on outside financing, lack of
sufficient working capital, and recurring losses raises
substantial doubt about its ability to continue as a going
concern.
DBSI INC: US Says Ex-Boss Should Spend Rest Of Life In Prison
-------------------------------------------------------------
Law360 reported that the federal government said that Douglas L.
Swenson, former president of bankrupt real estate company DBSI
Inc., should be sentenced to a term that would amount to life in
prison after being convicted in what they called the largest fraud
in the history of the District of Idaho. According to the report,
in a 45-page sentencing memorandum, attorneys for the feds called
Swenson "far and away" the most culpable defendant for his role in
what authorities said was a Ponzi-like scheme under the guise of a
real estate investment company he and other brass represented to
be worth $105 million when it was actually insolvent.
About DBSI Inc.
Headquartered in Meridian, Idaho, DBSI Inc. and its affiliates
were engaged in numerous commercial real estate and non-real
estate projects and businesses. On Nov. 10, 2008, and other
subsequent dates, DBSI and 180 of its affiliates filed for
Chapter 11 protection (Bankr. D. Del. Lead Case No. 08-12687).
DBSI estimated assets and debts between $100 million and
$500 million as of the Chapter 11 filing.
Lawyers at Young Conaway Stargatt & Taylor LLP represent the
Debtors as counsel. The Official Committee of Unsecured Creditors
tapped Greenberg Traurig, LLP, as its bankruptcy counsel.
Kurtzman Carson Consultants LLC is the Debtors' notice claims and
balloting agent.
Joshua Hochberg, a former head of the Justice Department fraud
unit, served as an Examiner and called the seller and servicer of
fractional interests in commercial real estate an "elaborate shell
game" that "consistently operated at a loss" in his report
released in October 2009. McKenna Long & Aldridge LLP was counsel
to the Examiner.
On Sept. 11, 2009, the Honorable Peter J. Walsh entered an Order
appointing James R. Zazzali as Chapter 11 trustee for the Debtors'
estates. On Oct. 26, 2010, the trustee won confirmation of the
Second Amended Joint Chapter 11 Plan of Liquidation for DBSI,
paving the way for it to pay creditors and avoid years of
expensive litigation over its complex web of affiliates. The
plan, which was declared effective Oct. 29, 2010, was co-proposed
by DBSI's unsecured creditors committee.
Pursuant to the confirmed Chapter 11 plan, the DBSI Real Estate
Liquidating Trust was established as of the effective date and
certain of the Debtors' assets, including the Debtors' ownership
interest in Florissant Market Place was transferred to the RE
Trust. Mr. Zazzali and Conrad Myers were appointed as the post-
confirmation trustees. Messrs. Zazzali and Myers are represented
by lawyers at Blank Rime LLP and Gibbons P.C.
DETROIT, MI: FGIC Wants Damages In Bid To Undo $1.5B Debt
---------------------------------------------------------
Law360 reported that Financial Guaranty Insurance Co. challenged
Detroit's attempt to invalidate $1.45 billion in borrowings from
the Kwame Kilpatrick era that were meant to solve unfunded pension
liabilities but have been widely blamed for hastening the city's
descent into Chapter 9. According to the report, a counterclaim
filed by the bond insurer demanded that U.S. Bankruptcy Judge
Steven Rhodes reject the adversary complaint the city has brought
to nullify the pension-related debt, which Detroit says was issued
by the administration of its former mayor in violation of state
law. Barring that, FGIC wants damages from Detroit, saying it was
duped into guaranteeing the transactions.
The adversary case is City of Detroit, Michigan v. Detroit General
Retirement System Service Corp. et al., case number 14-04112-swr.
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: Judge Allows County Challenges to Debt-Cut Plan
------------------------------------------------------------
Steven Raphael and Steven Church, writing for Bloomberg News,
reported that Detroit's debt-cutting plan can be challenged by
nearby suburban counties when a trial over the feasibility of the
proposal starts later this month, a judge ruled, increasing the
opposition the city must overcome to end its $18 billion
bankruptcy. According to the report, Macomb, Wayne and Oakland
counties oppose various aspects of the city's plan, mainly because
the proposal would take money out of the Detroit water system to
help bolster an underfunded pension fund for city workers.
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.
DIOCESE OF WILMINGTON: Paid $15.8 Million in Bankruptcy Fees
------------------------------------------------------------
The Associated Press reported that a 2009 bankruptcy filing by the
Catholic Diocese of Wilmington cost $15.8 million in lawyers' fees
and other expenses. According to the report, more than $12
million of the money went to lawyers' fees and expenses.
About the Diocese of Wilmington
The Diocese of Wilmington covers Delaware and the Eastern Shore
of Maryland and serves about 230,000 Catholics. In 2009, the
Delaware diocese became the seventh Roman Catholic diocese to file
for Chapter 11 protection to deal with lawsuits for sexual abuse.
Previous filings were by the dioceses in Spokane, Washington;
Portland, Oregon; Tucson, Arizona; Davenport, Iowa, Fairbanks,
Alaska; and San Diego, California.
The Diocese filed for Chapter 11 protection (Bankr. D. Del. Case
No. 09-13560) on Oct. 18, 2009. Attorneys at Young Conaway
Stargatt & Taylor, LLP, serve as counsel to the Diocese. The
Ramaekers Group, LLC, is the financial advisor. The petition says
assets range $50 million to $100 million while debts are between
$100 million to $500 million.
The bankruptcy filing automatically stayed eight consecutive abuse
trials scheduled in Delaware scheduled to begin Oct. 19, 2009.
There were 131 cases filed against the Diocese, with 30 scheduled
for trial, as of the bankruptcy filing.
Within the bankruptcy case, the Debtor entered into a settlement
with the abuse survivors. This settlement included both monetary
and non-monetary provisions; some of the non-monetary provisions
were included in various Court orders, including the Order
confirming the Debtor's "Settlement Plan." The Plan became
effective on September 26, 2011.
DTS8 COFFEE: Auditors Raise "Going Concern" Doubt
-------------------------------------------------
DTS8 Coffee Company, Ltd., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K disclosing
a net loss of $2.31 million on $310,003 of sales for the year
ended April 30, 2014, as compared with a net loss of $1.11 million
on $253,790 of sales during the prior year.
As of April 30, 2014, the Company had $3.23 million in total
assets, $834,852 in total liabilities, all current, and $2.39
million in total shareholders' equity.
MaloneBailey, LLP, in Houston, Texas, issued a "going concern"
qualification in its report on the Company's financial statements
for the year ended April 30, 2014, citing that the Company has
suffered recurring losses from operations, which raises
substantial doubt about its ability to continue as a going
concern.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/YHagDB
About DTS8 Coffee
DTS8 Coffee Company, Ltd. (previously Berkeley Coffee & Tea, Inc.)
was incorporated in the State of Nevada on March 27, 2009.
Effective Jan. 22, 2013, the Company changed its name from
Berkeley Coffee & Tea, Inc., to DTS8 Coffee Company, Ltd. On
April 30, 2012, the Company acquired 100 percent of the issued and
outstanding capital stock of DTS8 Holdings Co., Ltd., a
corporation organized and existing since June 2008 under the laws
of Hong Kong and which owns DTS8 Coffee (Shanghai) Co., Ltd.
DTS8 Holdings, through its subsidiary DTS8 Coffee, is a gourmet
coffee roasting company established in June 2008. DTS8 Coffee's
office and roasting factory is located in Shanghai, China. DTS8
Coffee is in the business of roasting, marketing and selling
gourmet roasted coffee to its customers in Shanghai, and other
parts of China. It sells gourmet roasted coffee under the "DTS8
Coffee" label through distribution channels that reach consumers
at restaurants, multi-location coffee shops, and offices.
E-WORLD USA: Reports $1.31-Mil. Net Income in Q2 Ended June 30
--------------------------------------------------------------
E-World USA Holding, Inc., filed its quarterly report on Form 10-
Q, disclosing a net income of $1.31 million on $2.23 million of
total revenues for the three months ended June 30, 2014, compared
to a net income of $159,852 on $662,268 of total revenues for the
same period last year.
The Company's balance sheet at June 30, 2014, showed $6.18 million
in total assets, $10.97 million in total liabilities and total
stockholders' deficit of $4.79 million.
There is substantial doubt about the Company's ability to continue
as a going concern as a result of its negative working capital and
if the company is unable to generate significant revenue or secure
financing it may be required to cease or curtail its operations,
according to the regulatory filing.
A copy of the Form 10-Q is available at:
http://is.gd/xl1wpk
E-World USA Holding, Inc. provides nutritional supplements that
are sold to a network of independent business consultants or
direct sales agents. The Company is based in El Monte,
California.
ECOSPHERE TECHNOLOGIES: Doubts Going Concern Status
---------------------------------------------------
Ecosphere Technologies, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $2.43 million on $3,571 of total revenues for the
three months ended June 30, 2014, as compared with net income of
$27.29 million on $976,118 of total revenues for the same period
in 2013.
For the six months ended June 30, 2014, the Company reported a net
loss of $5.80 million on $137,820 of total revenues as compared
with net income of $24.78 million on $1.83 million of total
revenues for the same period last year.
The Company's balance sheet at June 30, 2014, showed $16.72
million in total assets, $2.96 million in total liabilities, $3.76
million in total redeemable convertible cumulative preferred
stock, and $10 million in total equity.
"As of August 6, 2014, Ecosphere had cash on hand of approximately
$0.3 million. Due to the nature of its technology licensing
business model, Ecosphere presently does not have any regularly
recurring revenue. These factors raise substantial doubt about
the Company's ability to continue as a going concern," the Company
stated in the filing.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/Y2jKmO
About Ecosphere Technologies
Stuart, Florida-based Ecosphere Technologies (OTC BB: ESPH) --
http://www.ecospheretech.com/-- is a water engineering,
technology licensing and environmental services company that
designs, develops and manufactures wastewater treatment solutions
for industrial markets. Ecosphere, through its majority-owned
subsidiary Ecosphere Energy Services, LLC, provides energy
exploration companies with an onsite, chemical free method to kill
bacteria and reduce scaling during fracturing and flowback
operations.
Ecosphere Technologies reported net income of $19.16 million in
2013 following net income of $1.05 million in 2012.
Salberg & Company, P.A., in Boca Raton, Florida, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013. The independent auditors noted
that the Company had a loss from operations and cash used in
operations along with an accumulated deficit. These matters raise
substantial doubt about the Company's ability to continue as a
going concern.
ELEPHANT TALK: Incurs $4.6 Million Net Loss in Second Quarter
-------------------------------------------------------------
Elephant Talk Communications Corp. filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q
disclosing a net loss of $4.61 million on $6.91 million of
revenues for the three months ended June 30, 2014, as compared
with a net loss of $7.69 million on $4.99 million of revenues for
the same period in 2013.
The Company also reported a net loss of $8.73 million on $13.39
million of revenues for the six months ended June 30, 2014, as
compared with a net loss of $12.83 million on $11.59 million of
revenues for the same period last year.
As of June 30, 2014, the Company had $44.72 million in total
assets, $23.24 million in total liabilities and $21.47 million in
total stockholders' equity.
With cash and cash equivalents at June 30, 2014, of $829,388, the
conversion of the Convertible Note amounting to $2,729,630 into
equity subsequent to June 30, 2014, and the improvement of net
cash provided by operating activities, the Company believes that
it can carry out its basic operational plans for the coming 12
months. However, for the longer term strategy and obligations of
the Company, the Company said it will need to continue to attract
financing in order to finance its organizational growth and
capital expenditures.
"If the Company is unable to achieve its anticipated revenues or
financing arrangements with its major vendors, the Company will
need to attract further debt or equity financing. Although the
Company has been successful in the past in meeting its cash needs,
there can be no assurance that proceeds from additional revenues,
vendor financings or debt and equity financings, where required,
will be received in the required time frames. If the Company is
unable to achieve its anticipated revenues or obtain financing it
may need to delay and restructure its operations. As of June 30,
2014, these conditions raise substantial doubt about the Company's
ability to continue as a going concern," the Company stated in the
Report.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/Flz6tu
Annual Meeting Set on Sept. 12
Elephant Talk's Board of Directors has nominated Mr. Jaime
Bustillo and Dr. Francisco Ros to stand for election to the
Company's Board at the Company's upcoming annual meeting of
stockholders on Sept. 12, 2014. On Aug. 6, 2014, Mr. Rijkman
Groenink informed the Board that he will not stand for re-election
to the Company's Board of Directors at the Annual Meeting. In
addition, the Board increased the size of the Board of Directors
from five to six members. If elected, Mr. Bustillo and Dr. Ros
will fill the vacancies created by Mr. Groenink's departure
following the Annual Meeting and the increased size of the Board
from five members to six members. The Annual Meeting will be held
on Friday, Sept. 12, 2014, at 9:30 am Eastern Time at the offices
of Lowenstein Sandler LLP in New York.
Mr Steven van der Velden, Chairman and CEO of Elephant Talk,
stated, "Our Board and management teams are grateful for the years
Mr. Groenink served as a member of our Board. Based on his other
business and family commitments, combined with Dutch legislation
that limits the number of Board seats to be fulfilled by one
person, he has chosen not to seek re-election. We are very
pleased by the Board's decision to nominate both Mr. Bustillo and
Dr. Ros as director nominees based on their combined expertise in
the telecommunications industry. Based on Mr. Bustillo's
extensive tenure at Vodafone Group, he brings significant
additional value and insights into the unique needs of Mobile
Network Operators for flexible, cost-effective infrastructure
solutions. Dr. Ros' impressive career includes holding key
positions within the Telef¢nica Group, including serving as
General Manager for Telef¢nica International at the time of its
vast expansion into Latin America and serving as a member of the
board of directors at Qualcomm. Together, Mr. Bustillo's and Dr.
Ros' combined relationships and knowledge of large telecom
companies will prove invaluable as we continue to expand our
business."
Mr. Jaime Bustillo, 56, is the CEO of Airphone servicios de
telecomunicaciones SL, also known under the brand name AIRIS
mobile, a Spanish mobile virtual network operator. From 2000 to
2012, Mr. Bustillo held a number of senior positions at Vodafone
Group Plc, a leading global telecommunications group. During his
time at Vodafone, he was the Group Director of Networks Evolution,
Chief Technical Officer of the Western Region, a member of Spain
Excomm and the Vodafone Group Technology Board. Mr. Bustillo
formerly served as Chairman of the Board of Vizzavi Espa¤a, a
Vodafone subsidiary (renamed Vodafone Enabler Espa¤a). Mr.
Bustillo holds a Telecommunications Engineering degree from
Universidad Politecnica de Madrid.
Dr. Francisco Ros, 63, is executive president of First
International Partners, S.L., a business consulting firm he
founded in 2002. Since 2010, Dr. Ros has been a member of the
Board of Directors of Qualcomm Incorporated, a world-leading
provider of wireless technology and services, he has served as a
member of Qualcomm's Finance Committee since March 2014, and
previously Qualcomm's Governance Committee. He previously served
as a senior director of Business Development at Qualcomm Europe
and managing director of Qualcomm Spain. Dr. Ros is also non-
executive Chairman of Asurion Spain and honorary Professor at
Universidad Polit‚cnica de Madrid. Dr. Ros was Vice Minister in
the Spanish Government, responsible for Telecommunications and the
Development of the Information Society. He held key positions
within the Telefonica Group, including General Manager for
Telefonica International at the time of its vast expansion into
Latin America. Dr. Ros holds two PhDs; in Telecommunications from
the Universidad Politecnica de Madrid and in Electrical
Engineering and Computer Science from the Massachusetts Institute
of Technology (MIT).
About Elephant Talk
Lutz, Fla.-based Elephant Talk Communications, Inc. (OTC BB: ETAK)
-- http://www.elephanttalk.com/-- is an international provider of
business software and services to the telecommunications and
financial services industry.
Elephant Talk reported a net loss of $22.13 million in 2013, a net
loss of $23.13 million in 2012 and a net loss of $25.31 million in
2011.
ELIZABETH ARDEN: Moody's Lowers Corp. Family Rating to 'B1'
-----------------------------------------------------------
Moody's Investors Service downgraded the ratings of Elizabeth
Arden, Inc. (RDEN) including its Corporate Family Rating (CFR) to
B1 from Ba3, Probably of Default Rating to B1-PD from Ba3-PD and
senior unsecured debt rating to B2 from B1 and placed these
ratings on review for further downgrade. Moody's also lowered
RDEN's speculative-grade liquidity rating to SGL-3 from SGL-2. The
downgrade and rating review follow the reporting of the company's
fourth quarter results, which reflect continued weak operating
performance, and conclusion of the review of strategic
alternatives with the announcement of investment by and
partnership with Rhone Group LLC ("Rhone Group").
Ratings Rationale
The ratings downgrade reflects Moody's view that due to weak
operating performance and ongoing challenges in the fragrance
category, RDEN's credit metrics are not likely to be consistent
with a Ba3 rating in the near term. Moody's review will consider
the competitive, economic and structural headwinds that are
challenging RDEN and the benefits (both financial and strategic)
of the new partnership with Rhone Group LLC ("Rhone Group"). It
will also consider the potential for Rhone Group's involvement,
along with other measures that have been taken by RDEN, to
stabilize the business, adjust the cost base and restore revenue
growth in the second half of fiscal 2015 and beyond. Moody's will
assess RDEN's financial position including projected cash flow,
credit metrics, and acquisition strategy.
RDEN's SGL-3 speculative-grade liquidity rating reflects its
modest cash balance ($56 million as of 6/30/14), acceptable
availability under its asset-based revolving facility and Moody's
expectation that free cash flow will remain negative over the next
12 months. As of 6/30/2014, the $300 million asset-based revolving
facilities had $78 million outstanding (with additional borrowing
capacity of over $90 million). The facility matures in January,
2016. The $50 million redeemable preferred stock investment from
Rhone Group will be used to partially pay down the revolving
credit facility.
The following ratings were downgraded and remain on review for
downgrade:
Corporate Family Rating to B1 from Ba3
Probability of Default Rating to B1-PD from Ba3-PD
Senior Unsecured Regular Bond / Debenture to B2, LGD5 from B1,
LGD5
The speculative-grade liquidity rating was lowered to SGL-3
from SGL-2
The principal methodology used in this rating was the Global
Packaged Goods published in June 2013. Other methodologies used
include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.
Elizabeth Arden, Inc., headquartered in Miami, FL, is a global
beauty products company with a broad portfolio of branded prestige
fragrance (78% revenue for the FYE 6/30/13), skin care (17%) and
cosmetics (5%). Products are sold in over 120 countries
(approximately 62% North America and 38% in other geographic
regions). RDEN markets more than 100 company brands and
distributes an additional 300 brands. Brands include Elizabeth
Arden skincare, color and fragrance products, celebrity fragrance
brands including Britney Spears, Elizabeth Taylor, Jennifer
Anniston and Justin Bieber; designer fragrance brands including
Juicy Couture, Alfred Sung, BCBGMAXAZRIA and Geoffrey Beene; and
the lifestyle fragrance brands Curve, Giorgio Beverly Hills and PS
Fine Cologne. Revenue for the LTM 6/30/14 period was approximately
$1.2 billion.
ENERSYS: Moody's Affirms 'Ba1' Corporate Family Rating
------------------------------------------------------
Moody's Investors Service, affirmed EnerSys' Corporate Family
Rating (CFR) at Ba1, Probability of Default at Ba1-PD, and Senior
Unsecured $172 million 3.375% Convertible Notes due 2038 at Ba2,
and Speculative Grade Liquidity Rating at SGL-1. The company's
Senior Secured Bank Credit Facility was downgraded to Baa3 from
Baa2. The revolver was upsized to $500 million from $350 million
and a new $150 million incremental term loan tranche (also rated
Baa3) was added to the Senior Secured Bank Credit Facility. The
rating outlook is stable.
Ratings Rationale
The downgrade of the Senior Secured Bank Credit Facility reflects
the change in the composition of the company's capital structure
following the upsizing and the addition of the $150 million senior
secured incremental term loan. As a result, under Moody's Loss
Given Default methodology, the increase in secured debt relative
to unsecured liabilities results in higher expected loss for the
credit facility and a one notch downgrade.
The affirmation of EnerSys' Ba1 CFR reflects its conservative
balance sheet with Debt to EBITDA under 2 times (1.6x at June 29,
2014 including Moody's standard adjustments) and an acquisition
strategy that should add to growth without meaningfully stressing
the company's balance sheet. In general, Moody's expect
acquisitions to total $200 million to $500 million annually.
Outside of a large debt-funded acquisition, Moody's expect Debt to
EBITDA to be in the 1.5x to 2.0x range roughly in line with the
level for the last twelve months ended June 29, 2014. The rating
also considers that the company has minimal product
diversification in the battery market but benefits from a large
replacement market. Moreover, there is significant end customer
diversification within the three end markets that it serves:
reserve power, motive power, and aerospace & defense. Its market
share is anticipated to remain significant in the Americas and
EMEA while growing in the Asian market where the company has a
much smaller market position and where the market's growth should
outpace the more developed markets.
EnerSys' Speculative Grade Liquidity rating of SGL-1 reflects
Moody's assessment that the company will maintain a very good
liquidity position over the next 12-18 months. The company
reported a sizeable cash balance of approximately $235 million as
of June 29, 2014. Moreover, Moody's expect that the company will
generate operating cash flow well in excess of its capital
spending and enjoy further free cash flow generation before
acquisitions. Moody's believe that its $500 million revolving
credit facility, due 2018, provides sufficient back-up liquidity
for a company its size even when considering likely acquisitions.
The company also has ample cushion under its financial covenants
as prescribed under its revolving credit facility.
The ratings are unlikely to be upgraded over the intermediate term
given the company's product concentration and the expectation for
increasing leverage due to its strategy to enhance growth with
acquisitions. There are also risks associated with technological
obsolescence of its lead-based batteries. As a result, a change in
the rating outlook to positive is unlikely over the short term.
Downward rating pressure including a change in outlook to negative
could occur if its operations weaken meaningfully or if the
company makes large debt financed acquisitions particularly if
these result in Debt to EBITDA increasing to over 2.5x for longer
than just a short period of time. Acquisitions where the company
is aggressive in the purchase multiples can also provide ratings
pressure. Moreover, although Moody's don't anticipate a large
acquisition above $500 million in size, Moody's note that large
acquisitions include a level of integration and execution risks
even if funded with some equity. An inability to manage through
the volatility of lead prices or an adverse change in the
competitive climate due to a technological breakthrough in battery
technology by its competitors could also adversely affect the
ratings.
The stable rating outlook reflects the company's low leverage and
strong free cash flow for the rating category weighed against
ongoing questions related to possible acquisitions. The company is
unlikely to achieve a rating upgrade due in part to its product
concentration, technological obsolescence risk, commodity related
risks, and acquisitive growth strategy.
Downgrades:
Issuer: EnerSys
Senior Secured Bank Credit Facility Sep 30, 2018, Downgraded to
Baa3 LGD3 from Baa2 LGD2
Assignments:
Issuer: EnerSys
Senior Secured Bank Credit Facility Sep 30, 2018, Assigned Baa3
LGD3
Outlook Actions:
Issuer: EnerSys
Outlook, Remains Stable
Affirmations:
Issuer: EnerSys
Probability of Default Rating, Affirmed Ba1-PD
Speculative Grade Liquidity Rating, Affirmed SGL-1
Corporate Family Rating, Affirmed Ba1
Senior Unsecured Conv./Exch. Bond/Debenture Jun 1, 2038,
Affirmed Ba2
The principal methodology used in this rating was Global
Manufacturing Companies published in July 2014. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.
EnerSys, headquartered in Reading, Pennsylvania, is the world's
largest manufacturer, marketer and distributor of industrial
batteries. The company also manufactures related products such as
chargers, power equipment, cabinet enclosures, battery
accessories, and provides aftermarket as well as customer-support
services for industrial batteries. Revenues for the LTM period
through June 29, 2014 totaled over $2.5 billion.
ENERSYS: S&P Raises CCR to 'BB+' on Improved Credit Metrics
-----------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on
industrial battery manufacturer EnerSys, including the corporate
credit rating to 'BB+' from 'BB'. The outlook on the corporate
credit rating is stable.
At the same time, S&P raised its issue-level rating on the
company's recently upsized $650 million first-lien credit
facilities to 'BBB' from 'BBB-'. The '1' recovery rating remains
unchanged, indicating S&P's expectation for very high recovery
(90%-100%) in a payment default scenario. The first-lien credit
facilities consist of a $500 million revolving credit facility due
2018 and a $150 million term loan due 2018.
S&P also raised its issue-level rating on the company's senior
unsecured convertible notes due 2038 to 'BB+' from 'BB'. The '3'
recovery rating remains unchanged, indicating S&P's expectation
for meaningful recovery (50%-70%) in a payment default scenario.
The upgrade reflects EnerSys' good operating prospects and S&P's
expectation that the company will maintain debt-to-EBITDA leverage
in the 1.5x to 2.0x range and funds from operations (FFO) to debt
in the 45% to 60% range while it continues to pursue debt-financed
acquisitions and shareholder return activities. "EnerSys has
demonstrated a disciplined approach to debt-funded activities, and
has increased its capacity for medium and large debt-funded
acquisitions and shareholder return activities," said Standard &
Poor's credit analyst Sol Samson.
EnerSys manufactures, markets, and distributes reserve-power
batteries (for telecom, computer back-up, and aerospace and
defense applications) and motive-power batteries (primarily for
electric forklifts). Its global market shares in these two areas
are roughly 16% and 35%, respectively. Demand from EnerSys' core
customers tends to be cyclical, as demonstrated by its performance
during the last recession, when revenues fell by about 30%. These
factors, along with the company's good geographic diversity,
support Standard & Poor's business risk profile assessment of
"fair." S&P believes EnerSys will maintain good market shares in
the global industrial battery market, which is cyclical,
competitive, and exposed to volatile lead costs. The company
should continue to benefit from relatively stable aftermarket
revenues and to mitigate raw material cost increases through
higher prices, though there can be a lag.
S&P believes EnerSys will maintain credit ratios consistent with
S&P's "modest" financial risk profile. Current credit ratios are
well superior to the "modest" range but are likely to drop as the
company employs debt in addition to its free cash flow to fund
growth initiatives and shareholder returns. As of June 29, 2014,
the company's debt to EBITDA was less than 1x and its FFO to debt
was about 100%. S&P do not expect these measures to deteriorate
to more than 2x or less than 45%, respectively, notwithstanding
its assumptions of substantial acquisitions and share repurchases.
EXIDE TECHNOLOGIES: Incurs $71.3 Net Loss in June 30 Quarter
------------------------------------------------------------
Exide Technologies reported net sales of $651,585,000 for the
three months ended June 30, 2014, from $682,242,000 for the same
period in 2013. It posted a net loss of $71,383,000 for the three
months ended June 30, 2014, from $91,222,000 for the same period
in 2013.
Exide had total assets of $1,973,862,000 against total current
liabilities of $831,251,000 and long-term debt of $15,608,000 at
June 30, 2014.
Exide's fiscal year 2015 refers to the period beginning April 1,
2014 and ending March 31, 2015.
About Exide Technologies
Headquartered in Princeton, New Jersey, Exide Technologies
-- http://www.exide.com/-- manufactures and distributes lead acid
batteries and other related electrical energy storage products.
Exide first sought Chapter 11 protection (Bankr. Del. Case No.
02-11125) on April 14, 2002 and exited bankruptcy two years after.
Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland &
Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl &
Jones LLP represented the Debtors in their successful
restructuring.
Exide returned to Chapter 11 bankruptcy (Bankr. D. Del. Case No.
13-11482) on June 10, 2013. Exide disclosed $1.89 billion in
assets and $1.14 billion in liabilities as of March 31, 2013.
Exide's international operations were not included in the filing
and will continue their business operations without supervision
from the U.S. courts.
The Company's common stock has been delisted from trading on the
Nasdaq Stock Market following the bankruptcy.
For the new case, Exide has tapped Anthony W. Clark, Esq., at
Skadden, Arps, Slate, Meagher & Flom LLP, and Pachulski Stang
Ziehl & Jones LLP as counsel; Alvarez & Marsal as financial
advisor; Sitrick and Company Inc. as public relations consultant
and GCG as claims agent. Schnader Harrison Segal & Lewis LLP was
tapped as special counsel.
The Official Committee of Unsecured Creditors is represented by
Lowenstein Sandler LLP and Morris, Nichols, Arsht & Tunnell LLP as
co-counsel. Zolfo Cooper, LLC serves as its bankruptcy
consultants and financial advisors. Geosyntec Consultants was
tapped as environmental consultants to the Committee.
Robert J. Keach of the law firm Bernstein Shur as fee examiner has
been appointed as fee examiner. He has hired his own firm as
counsel.
* * *
Exide related in a June 30, 2014 press release that it received a
non-binding proposal for a Plan of Reorganization (POR) from the
Unofficial Committee of Senior Secured Noteholders (UNC). The UNC
members hold a substantial majority of the Company's Debtor-in-
Possession (DIP) facility term loan and prepetition senior secured
notes. The UNC proposal contemplates, among other things, an
investment of $300 million in new equity capital backstopped by
certain members of the UNC. The Debtor says the proposal is
highly constructive and is the likely path it will follow in order
to emerge from chapter 11.
FC-GEN OPERATIONS: Moody's Keeps CFR Over Skilled Healthcare Deal
-----------------------------------------------------------------
Moody's Investors Services said FC-GEN Operations Investment,
LLC's ("Genesis Healthcare") announcement on August 18, 2014 that
it had signed a definitive agreement to merge with Skilled
Healthcare Group, Inc. (B2 stable), a provider of skilled nursing
facilities, assisted living facilities, hospice and home health
locations, will not likely impact the ratings, including Genesis'
B3 Corporate Family Rating.
The principal methodology used in rating FC-Gen Operations
Investment was the Global Healthcare Service Provider Industry
Methodology published in December 2011. Other methodologies used
include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.
FC-GEN Operations Investment, LLC, through its subsidiary Genesis
HealthCare LLC is a provider of post-acute care services,
including skilled nursing and contract rehabilitation.
FAIRPOINT COMMUNICATIONS: Verizon To Pay $95M To Settle Row
-----------------------------------------------------------
Law360 reported that Verizon Communications Inc. has agreed to pay
FairPoint Communications Inc.'s litigation trust $95 million to
settle a $2 billion fraudulent transfer suit alleging Verizon
lured FairPoint into a "disastrous" acquisition that drove it into
bankruptcy, according to New York bankruptcy court documents. The
report related that the litigation trustee for the FairPoint
Litigation Trust filed a motion asking the Southern District of
New York to reopen the since-closed FairPoint bankruptcy case
solely for the purpose of approving the proposed $95 million
settlement with Verizon.
The case is Fairpoint Communications v. Verizon Communications,
Inc. et al., Case No. 3:11-cv-00597 (W.D.N.C.).
About FairPoint Communications
FairPoint Communications, Inc. (NYSE: FRP) --
http://www.fairpoint.com/-- owns and operates local exchange
companies in 18 states offering advanced communications with a
personal touch, including local and long distance voice, data,
Internet, television and broadband services. FairPoint is traded
on the New York Stock Exchange under the symbols FRP and FRP.BC.
FairPoint and its affiliates filed for Chapter 11 protection
(Bankr. S.D.N.Y. Case No. 09-16335) on Oct. 26, 2009. Rothschild
Inc. is acting as financial advisor for the Company; AlixPartners,
LLP, as the restructuring advisor; and Paul, Hastings, Janofsky &
Walker LLP is the Company's counsel. BMC Group is the claims and
notice agent.
As of June 30, 2009, FairPoint reported $3.24 billion in total
assets, $321.41 million in total current liabilities, $2.91
billion in total long-term liabilities, and $1.23 million in
stockholders' equity.
Andrews Kurth is counsel to the Official Committee of Unsecured
Creditors. Altman Vilandrie is the operational consultant to the
Creditors' Committee. Verrill Dana is the Creditors' Committee's
special regulatory counsel. Jeffries serves as the Creditors'
Committee's financial advisor.
FairPoint on Jan. 24, 2011, successfully completed its balance
sheet restructuring and emerged from Chapter 11. As a result of
the restructuring, FairPoint reduced its outstanding debt by
roughly 64%, from roughly $2.8 billion -- including interest rate
swap liabilities and accrued interest -- to roughly $1.0 billion.
In addition, the Company has a $75 million revolving credit
facility available for working capital and general corporate
purposes. Existing stock in the Company was cancelled and holders
did not receive any distributions.
* * *
The Troubled Company Reporter, on Feb. 4, 2013, reported that
Standard & Poor's Ratings Services assigned its 'B' issue-level
rating and '3' recovery rating to Charlotte, N.C.-based incumbent
local exchange carrier (ILEC) FairPoint Communications Inc.'s
proposed $650 million senior secured term loan B, $75 million
revolving credit facility, and $300 million of secured notes. The
company will use proceeds to repay borrowings under its existing
bank loan, which currently totals about $950 million.
FREESEAS INC: Amends Prospectus for 7.5 Million Shares Resale
-------------------------------------------------------------
FreeSeas Inc. amended its Form F-1 prospectus with the U.S.
Securities and Exchange Commission relating to the resale of up to
7,500,000 shares of the Company's common stock, $0.001 par value,
by Crede CG III, Ltd. These shares of Common Stock are issuable
upon exercise or exchange of the Series A Warrants and Series B
Warrants. The Company amended Registration Statement to delay its
effective date.
Crede may sell shares of Common Stock from time to time in the
principal market on which the Company's Common Stock is quoted at
the prevailing market price or in negotiated transactions. The
Company is not selling any securities under this prospectus and
will not receive any of the proceeds from the sale of Common Stock
by the selling stockholder except for funds received from the
exercise of the warrants held by the selling stockholder, if and
when exercised for cash. The Company will pay the expenses of
registering these shares of Common Stock, including legal and
accounting fees.
The Company's common stock is currently quoted on The NASDAQ
Capital Market under the symbol "FREE." On Aug. 14, 2014, the
closing price of the Company's common stock was $0.74 per share.
A full-text copy of the Form F-1/A is available for free at:
http://is.gd/S3LzbP
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: Incurs $65.5MM Second Quarter Net Loss
------------------------------------------------------
Genco Shipping & Trading Limited filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q
disclosing a net loss of $65.55 million on $52.36 million of total
revenues for the three months ended June 30, 2014, compared to a
net loss of $48.94 million on $45.76 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 $107.79 million on $116.35 million of total revenues
compared to a net loss of $100.89 million on $86.24 million of
total revenues for the same period during the prior year.
The Company's balance sheet at June 30, 2014, showed $2.82 billion
in total assets, $1.65 billion in total liabilities and $1.17
billion in total equity.
As of June 30, 2014, the Company had approximately $40.7 million
of cash and cash equivalents on hand (including restricted cash),
excluding cash held by Baltic Trading and its subsidiaries.
"We believe that amounts available to us under the Cash Collateral
Order plus cash generated from operations will be sufficient to
fund anticipated cash requirements in the short term for minimum
operating and capital expenditures and for working capital
purposes. However, there can be no assurance that cash on hand
and other available funds will be sufficient to meet our
restructuring or ongoing cash needs," the Company stated in the
Report.
The U.S. Bankruptcy Court entered an order confirming the First
Amended Prepackaged Plan of Reorganization of Genco and its
subsidiaries pursuant to Chapter 11 of the Bankruptcy Code on July
2, 2014. On July 9, the Debtors completed their financial
restructuring and emerged from Chapter 11 through a series of
transactions contemplated by the Plan, and the Plan became
effective pursuant to its terms.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/WbW3Mj
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 had filed a motion to disband the Equity Committee,
complaining that it is unnecessary and wasteful of the estates'
resources.
GETTY PETROLEUM: Ex-Owners Reach Impasse In Trustee's $6.5M Suit
----------------------------------------------------------------
Law360 reported that the men who bought Getty Petroleum Marketing
Inc. from a unit of OAO Lukoil for $1 in 2011 will not reach a
mediated settlement of the Getty liquidation trustee's adversary
suit claiming they drained $6.5 million from the company to line
their own bank accounts, a New York bankruptcy judge said.
According to the report, citing a brief report from U.S.
Bankruptcy Judge Martin Glenn, seven good-faith mediation sessions
have not produced a solution to the adversary complaint accusing
Bjorn Aaserod and Joseph Scott Karro of grabbing millions of
dollars from GPMI's coffers in compensation to pay for personal
expenses before putting the company into bankruptcy.
The adversary case is Alfred T. Giulliano as trustee of The Getty
Petroleum Liquidating Trust v. Cambridge Securities LLC, et al,
case number 1:13-ap-01720, in the U.S. Bankruptcy Court for the
Southern District of New York.
About Getty Petroleum
A remnant of J. Paul Getty's oil empire, Getty Petroleum Marketing
markets gasoline, hydraulic fluids, and lubricating oils through
a network of gas stations owned and operated by franchise holders.
A former subsidiary of Russian oil giant LUKOIL, the company
operates in the Mid-Atlantic and Northeastern US states. Getty
Petroleum Marketing's primary asset is the more than 800 gas
stations in the Mid-Atlantic states which are located on
properties owned by Getty Realty. After scaling back the
company's operations to cut debt, in 2011 LUKOIL sold Getty
Petroleum Marketing to investment firm Cambridge Petroleum Holding
for an undisclosed price.
Getty Petroleum and three affiliates filed for Chapter 11
bankruptcy (Bankr. S.D.N.Y. Case Nos. 11-15606 to 11-15609) on
Dec. 5, 2011. Judge Shelley C. Chapman presides over the case.
Loring I. Fenton, Esq., John H. Bae, Esq., Kaitlin R. Walsh, Esq.,
and Michael J. Schrader, Esq., at Greenberg Traurig, LLP, in New
York, N.Y., serve as the Debtors' counsel. Ross, Rosenthal &
Company, LLP, serves as accountants for the Debtors. Getty
Petroleum Marketing, Inc., disclosed $46.6 million in assets and
$316.8 million in liabilities as of the Petition Date. The
petition was signed by Bjorn Q. Aaserod, chief executive officer
and chairman of the board.
The Official Committee of Unsecured Creditors is represented by
Wilmer Cutler Pickering Hale and Dorr LLP. Alvarez & Marsal North
America, LLC, serves as the Committee's financial advisors.
HOMESTEAD COUNTRY: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Homestead Country Club
6510 Mission Road
Prairie Village, KS 66208
Case No.: 14-21966
Chapter 11 Petition Date: August 19, 2014
Court: United States Bankruptcy Court
District of Kansas (Kansas City)
Judge: Hon. Robert D. Berger
Debtor's Counsel: Colin N. Gotham, Esq.
EVANS & MULLINIX, P.A.
7225 Renner Road, Suite 200
Shawnee, KS 66217
Tel: (913) 962-8700
Fax: (913) 962-8701
Email: Cgotham@emlawkc.com
Total Assets: $5.05 million
Total Liabilities: $3.30 million
The petition was signed by Cydney Summers Nelson, board president.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/ksb14-21966.pdf
IMAGEWARE SYSTEMS: Incurs $2.1-Mil. Net Loss in Second Quarter
--------------------------------------------------------------
Imageware Systems, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $2.07 million on $937,000 of revenues for the three
months ended June 30, 2014, as compared with a net loss of $5.61
million on $1.02 million of revenues for the same period last
year.
For the six months ended June 30, 2014, the Company reported a net
loss of $3.76 million on $2 million of revenues as compared with a
net loss of $8.39 million on $1.88 million of revenues for the
same period during the prior year.
As of June 30, 2014, the Company had $6.78 million in total
assets, $3.71 million in total liabilities and $3.07 million in
total shareholders' equity.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/LPbc7e
About ImageWare Systems
Headquartered in San Diego, California, ImageWare Systems, Inc.,
is a leader in the emerging market for software-based identity
management solutions, providing biometric, secure credential, law
enforcement and enterprise authorization. Its "flagship" product
is the IWS Biometric Engine. Scalable for small city business or
worldwide deployment, the Company's biometric engine is a multi-
biometric platform that is hardware and algorithm independent,
enabling the enrollment and management of unlimited population
sizes. The Company's identification products are used to manage
and issue secure credentials, including national IDs, passports,
driver licenses, smart cards and access control credentials. Its
law enforcement products provide law enforcement with integrated
mug shot, fingerprint LiveScan and investigative capabilities.
The Company also provides comprehensive authentication security
software.
Imageware Systems incurred a net loss of $9.84 million in 2013, a
net loss of $10.19 million in 2012 and a net loss of $3.18 million
in 2011.
IMH FINANCIAL: Ends Second Quarter With $9.5 Million in Cash
------------------------------------------------------------
IMH Financial Corporation filed its quarterly report on Form 10-Q
for the period ended June 30, 2014, with the U.S. Securities and
Exchange Commission on Aug. 14, 2014.
For the six months ended June 30, 2014, top line revenue increased
123%, or $8.5 million, to $15.5 million from $7.0 million for the
six month period ended June 30, 2013.
During the six months ended June 30, 2014, the Company recorded
gains of $12.0 million from the disposal of assets compared to
gains of $0.7 million on asset disposals for the same six month
period last year.
EBITDA for the six months ended June 30, 2014, was $7.1 million,
an improvement of 188% over the corresponding period in 2013. Net
loss for the six months ended June 30, 2014, including $2.0
million of non-cash depreciation and amortization, was $4.5
million, a 39% improvement from the net loss of $7.3 million for
the six month period ended June 30, 2013, which included $1.1
million of non-cash depreciation and amortization.
As of June 30, 2014, the Company had $224.85 million in total
assets, $128.40 million in total liabilities and $96.45 million in
total stockholders' equity.
Cash and cash equivalents at June 30, 2014, were $9.51 million.
Lawrence Bain, CEO and Chairman of IMH, said, "As markets continue
to recover, we believe that we will be able to identify and fund
attractive real estate-based debt and mezzanine investment
opportunities in order to return to profitability and growth. We
believe that the changes put in place at the Company over the past
several years are beginning to be reflected in our improved
financial performance."
Mr. Bain continued, "We feel that our current portfolio of assets
are favorably positioned and will be complemented by our future
investment activities, which we believe will be significant. The
recent changes announced in our capital structure should position
us well for future earnings in the coming quarters, excluding
certain anticipated one-time charges in the third quarter
resulting from our debt restructuring. We anticipate the momentum
to carry into the second half of 2014."
A full-text copy of the press release is available for free at:
http://is.gd/pePA5g
About IMH Financial
Scottsdale, Ariz.-based IMH Financial Corporation was formed from
the conversion of IMH Secured Loan Fund, LLC, or the Fund, a
Delaware limited liability company, on June 18, 2010. The
conversion was effected following a consent solicitation process
pursuant to which approval was obtained from a majority of the
members of the Fund to effect the Conversion Transactions and
involved (i) the conversion of the Fund from a Delaware limited
liability company into a Delaware corporation named IMH Financial
Corporation, and (ii) the acquisition by the Company of all of the
outstanding shares of the manager of the Fund Investors Mortgage
Holdings Inc., or the Manager, as well as all of the outstanding
membership interests of a related entity, IMH Holdings LLC, or
Holdings on June 18, 2010.
IMH Financial reported a net loss of $26.20 million in 2013, a net
loss of $32.19 million in 2012 and a net loss of $35.19 million in
2011.
INC RESEARCH: S&P Raises CCR to B+ on Better-Than-Expected Results
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Raleigh, N.C.-based contract research organization INC
Research to 'B+' from 'B'. The rating outlook is stable.
"At the same time, we raised our issue-level rating on the
company's senior secured credit facility to 'BB-' from 'B+',
reflecting the raised corporate credit rating. The recovery
rating on this debt remains '2', indicating our expectation for
substantial (70%-90%) recovery in the event of default. We also
raised our issue-level rating on the company's unsecured notes to
'B' from 'B-', and the recovery rating on this debt is unchanged
at '5', reflecting our expectation for modest (10%-30%) recovery
on this class of debt in the event of default," S&P noted.
"Our rating actions follow several quarters of strong EBITDA
growth that has resulted in leverage declining to about 4.6x from
the mid-6x range a year ago. Moreover, we view the risk of
releveraging as low, as balance sheet cash and internally
generated cash flow should be sufficient to fund capital
expenditures and tuck-in acquisitions without the company taking
on incremental debt," said credit analyst Shannan Murphy. "As a
result, we are revising our financial risk descriptor to
"aggressive" from "highly leveraged" and raising the rating."
S&P's stable rating outlook reflects its expectation that double-
digit revenue growth and stable EBITDA margins will allow INC to
sustain leverage below 5x. It also reflects S&P's expectation
that the company will be able to fund its growth objectives,
including expansionary capital expenditures and tuck-in
acquisitions, through internally generated free cash flow, as
opposed to additional debt.
Downside Scenario
S&P could lower the rating if the company undertakes a large debt-
financed acquisition or shareholder dividend that results in
leverage being sustained above 5x for an extended period of time.
Assuming no acquired EBITDA, S&P estimates about $100 million to
$150 million in debt capacity at the current rating.
Upside Scenario
Given the uncertainty created by financial sponsor ownership, an
upgrade is unlikely barring a change in the company's ownership.
INDEPENDENCE TAX IV: Delays Form 10-Q Due to Management Changes
---------------------------------------------------------------
Independence Tax Credit Plus L.P. IV was not able to timely file
its quarterly report on Form 10-Q for the period ended June 30,
2014, due to significant changes in the senior management of the
Partnership, according to a regulatory filing with the U.S.
Securities and Exchane Commission.
On Nov. 14, 2013, Robert A. Pace resigned as a chief financial
officer and principal accounting officer and was subsequently
replaced by Mark B. Hattier. Also, on Nov. 14, 2013, Robert L.
Levy resigned as president and chief executive officer and was
subsequently replaced by Alan T. Fair.
"While the Partnership's new officers have been working diligently
to familiarize themselves with the Partnership's operations and to
accomplish a timely filing of its Quarterly Report on Form 10-Q
for the period ended June 30, 2014, they require additional time
to finalize the report within the spirit as well as the letter of
the Commission's rules," the filing stated.
The Company fully expects to be able to file that Form 10-Q no
later than five calendar days after its original prescribed due
date.
About Independence Tax IV
New York-based Independence Tax Credit Plus L.P. IV is a limited
partnership which was formed under the laws of the State of
Delaware on Feb, 22, 1995.
On July 6, 1995, the Partnership commenced a public offering of
Beneficial Assignment Certificates representing assignments of
limited partnership interests in the Partnership. The Partnership
received $45,844,000 of gross proceeds from the Offering from
2,759 investors. The Offering was terminated on May 22, 1996.
The Partnership's initial business was to invest in other
partnerships owning leveraged apartment complexes that are
eligible for the low-income housing tax credit enacted in the Tax
Reform Act of 1986, some of which may also be eligible for the
historic rehabilitation tax credit.
The Partnership is currently in the process of developing a plan
to dispose of all of its investments. It is anticipated that this
process will take a number of years.
Independence Tax Credit Plus L.P. IV reported a net loss of $2.71
million on $3.6 million of total revenues for the fiscal year
ended March 31, 2014, compared to a net loss of $967,365 on $3.45
million of total revenues for the year ended March 31, 2013.
As of March 31, 2014, the Partnership had $4.79 million in total
assets, $26.68 million in total liabilities and a $21.89 million
total partners' deficit.
INSITE WIRELESS: Fitch Affirms 'BB-sf' Rating on Class B Notes
--------------------------------------------------------------
Fitch Ratings affirms InSite Wireless Group, LLC's secured
cellular site revenue notes, series 2013-1 as follows:
-- $123.9 million 2013-1 class A at 'BBBsf'; Outlook Stable;
-- $39.6 million 2013-1 class B at 'BB-sf'; Outlook Stable.
Fitch does not rate the $14 million 2013-1 class C notes.
Key Rating Drivers
The affirmations are the result of the anticipated cash flow
growth since issuance, due to contractual rent bumps, additional
leases and acquisition of additional tower sites (with associated
tenant leases) via the site acquisition account (prefunding). The
issuer reported net cash flow (NCF) at issuance was $17.3 million,
before taking into account site acquisitions. As of the August
2014 remittance, the reported NCF was $21.4 million, which
includes cash flow growth from acquired sites. Approximately $5.4
million remained in the site acquisition account as of the August
2014 remittance. The prefunding period ends in August 2014.
As part of Fitch's analysis, Fitch received a June 2014 data file
with site and tenant information. As of the June data file, there
were 587 sites with over 1,450 tenant leases. Telephony/broadband
tenants represented over 70% of the annualized run rate revenue
(ARRR). Fitch modeled similar assumptions regarding the pool and
prefunding as at issuance. This resulted in a haircut of
approximately 8% to the issuer NCF.
The collateral pool contains 16 distributed antennae system (DAS)
networks representing 11% of the ARRR. Similar to issuance, Fitch
did not give credit the sites where InSite has a management
contract to manage a DAS network owned by the DAS venue. Fitch
limited modeled proceeds from the DAS networks to the 'BBsf'
category (i.e. applied a 'BBsf' rating cap), based on the
uncertainty surrounding the licensing agreements in a venue-
bankruptcy scenario and the limited history of these networks.
RATING SENSITIVITIES
The class ratings are expected to remain stable based on expected
cash flow growth due to annual rent escalations, tenant renewals
and acquired sites during the site acquisition period. The
ratings have been capped at 'BBBsf' due to the total leverage of
the pool.
Additionally, the possibility for upgrades is limited due to the
allowance for additional notes, the specialized nature of the
collateral and the potential for changes in technology to affect
long-term demand for wireless tower space.
INVERSIONES ALSACIA: Enters Into Agreement with Noteholders
-----------------------------------------------------------
Inversiones Alsacia S.A. and Express de Santiago Uno S.A. on
Aug. 19 disclosed that they have reached an agreement in principle
with an informal group of holders that, collectively, holds more
than 60% of the principal amount of the Company's 8% senior
secured notes due 2018 to restructure the terms of the Existing
Notes. The Agreement, which is subject to the negotiation of
definitive documentation, contemplates the issuance of new notes
that will provide the Company with financial flexibility -- by
extending the maturity of the notes, re-profiling the mandatory
amortization payment schedule and modifying existing covenants to
facilitate the Company's acquisition of new buses -- in order to
best position the Company to provide improved services and
successfully pursue the three year extension available under each
of its existing concession agreements.
A spokesperson for the Company commented, "With this agreement,
the Company expects to continue to provide uninterrupted bus
services to the citizens of Santiago and will continue to meet its
obligations to its vendors and employees, who will not be
negatively impacted in any way by the Agreement. In addition,
this agreement will better position the company to invest in new
buses that will enable it to provide improved service to the
Chilean public and reduce contamination of the local environment."
The Company has not experienced and does not expect to experience
any disruptions in its operations during its reorganization
process. Specifically, the Company expects to continue to:
-- operate its full schedule of services to the citizens of
Santiago;
-- provide its employees with wages, healthcare coverage,
vacation days, and similar benefits without interruption; and
-- pay suppliers for goods and services received throughout the
reorganization process.
The Company expects that, now that it has an agreement in
principle with the Informal Group, it can move forward in its
dialogue with the Ministry of Transportation and
Telecommunications in an effort to establish the right conditions
to ensure the long-term financial equilibrium of all
concessionaries in the Transantiago system and improve the
operational indicators and the service to the citizens of
Santiago.
Consistent with the Agreement, the Company did not make its
scheduled principal or interest payments due Aug. 19 under the
indenture for the Existing Notes (the "Indenture") and has entered
into a forbearance agreement with the Informal Group in the form
of Exhibit 1 attached below (the "Forbearance Agreement").
Pursuant to the Forbearance Agreement, the Informal Group has
agreed to forbear from pursuing any remedies under the Indenture
in respect of defaults thereunder for a period of up to 4 days,
subject to a possible extension if mutually agreed upon by the
Company and the Informal Group. The Company and the Informal
Group have agreed to negotiate in good faith, during the
forbearance period, definitive documentation memorializing the
Agreement, which is described in greater detail in the agreed term
sheet attached as Exhibit 2 below (the "Agreed Term Sheet"). The
Company's direct and indirect shareholders, including Carlos Mario
Rios Velilla and Francisco Javier Rios Velilla, have advised the
Company that they are supportive of the agreement reflected in the
Agreed Term Sheet subject to the successful negotiation and
execution of definitive documentation. The Company intends to
implement the Agreement through a prepackaged plan of
reorganization filed under Chapter 11 in the United States. No
assurances can be given that definitive documentation will be
executed or that the Company will be able to successfully execute
a restructuring.
The Company has also received termination notices in respect of
certain hedging agreements entered into with Merrill Lynch Capital
Services Inc. and Credit Suisse International as a result of the
Company's failure to pay certain amounts due thereunder. The
Company's nonpayment of its obligations under the Indenture and
the hedging agreements only impacted the holders of the Existing
Notes and the hedge agreement counterparties, and no other
creditors or suppliers were affected or should expect to be
impacted by this announcement. The Company remains current on all
of its other obligations.
Finally, in connection with the discussions with the Informal
Group relating to the restructuring of Company's obligations under
the Existing Notes, the Company has, since July 15, 2014, provided
the Informal Group with certain non-public information relating to
the Company (the "Disclosed Information"). Pursuant to
confidentiality agreements entered into by the Company with the
members of the Informal Group, each dated as of July 15, 2014, the
Company agreed to publicly disclose the Disclosed Information if
certain events occurred. This information is being disclosed on
the Company's website (www.exps1.cl or www.alsacia.cl) under the
heading "Inversionistas ? Comunicados y Noticias" for both
Inversiones Alsacia S.A. and Express de Santiago Uno S.A. to
comply with the Company's obligations under the confidentiality
agreements.
Copies of the Forbearance Agreement and Term Sheet are available
at http://is.gd/6Es55o
About Alsacia
Alsacia, together with its affiliate, Express de Santiago Uno
S.A., are collectively the largest operator in the Transantiago
Transportation System, transporting approximately 800,000
passengers every day, throughout 35 communities in Santiago, which
accounts for more than 30% of the passengers in Transantiago.
Alsacia and Express belong to an international holding company
with interests in public passenger transportation, environmental
solutions, outsourcing services and real estate development in
Chile, Colombia, Panama, Peru and the United States of America.
As reported by the Troubled Company Reporter-Latin America on
Oct. 18, 2013, Moody's Investors Service downgraded the senior
secured rating of Inversiones Alsacia S.A. to Caa2 from B2.
Moody's said the rating continues on review for possible
downgrade.
IVEYFUND LLC: Case Summary & 5 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Iveyfund, LLC
14350 N. Frank Llyod Wright Blvd
Suite 14, Scottsdale, AZ 85260
Case No.: 14-12802
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: August 19, 2014
Court: United States Bankruptcy Court
District of Arizona (Phoenix)
Judge: Hon. Daniel P. Collins
Debtor's Counsel: Blake D Gunn, Esq.
LAW OFFICE OF BLAKE D. GUNN
PO Box 22146
Mesa, AZ 85277-2146
Tel: 480-270-5073
Email: blake.gunn@gunnbankruptcyfirm.com
bgunn@gunnfirm.com
Total Assets: $1.63 million
Total Liabilities: $1.79 million
The petition was signed by Mark D. Madkour, manager.
A list of the Debtor's five largest unsecured creditors is
available for free at http://bankrupt.com/misc/azb14-12802.pdf
KEMET CORP: SVP Global Sales John Drabik Resigns
------------------------------------------------
John J. Drabik, senior vice president, global sales, notified
KEMET Corporation of his decision to resign from the Company. Mr.
Drabik has accepted a senior position with one of the Company's
key channel partners. Mr. Drabik's resignation from the Company
is effective as of Aug. 22, 2014.
About KEMET
KEMET, based in Greenville, South Carolina, is a manufacturer and
supplier of passive electronic components, specializing in
tantalum, multilayer ceramic, film, solid aluminum, electrolytic,
and paper capacitors. KEMET's common stock is listed on the NYSE
under the symbol "KEM."
The Company's balance sheet at June 30, 2014, showed $838.64
million in total assets, $620.39 million in total liabilities and
$218.25 million in total stockholders' equity.
* * *
As reported by the TCR on March 26, 2013, Moody's Investors
Service downgraded KEMET Corp.'s Corporate Family Rating to Caa1
from B2 and the Probability of Default Rating to Caa1-PD from B2-
PD based on Moody's expectation that KEMET's liquidity will be
pressured by maturing liabilities and negative free cash flow due
to the interest burden and continued operating losses at the Film
and Electrolytic segment.
As reported by the TCR on Aug. 9, 2013, Standard & Poor's Ratings
Services lowered its corporate credit rating on Simpsonville,
S.C.-based KEMET Corp. to 'B-' from 'B+'.
"The downgrade is based on continued top-line and margin pressures
and lagging results from the restructuring of the Film &
Electrolytic [F&E] business, which combined with cyclical weak
end-market demand, has resulted in sustained, elevated leverage
well in excess of 5x, persistent negative FOCF, and diminishing
liquidity," said Standard & Poor's credit analyst Alfred
Bonfantini.
KEMET CORP: S&P Revises Outlook to Stable & Affirms 'B-' CCR
------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its outlook on
Greenville, S.C.-based capacitor supplier KEMET Corp. to stable
from negative. S&P affirmed the ratings, including the 'B-'
corporate credit rating.
S&P's issue-level rating on the company's 10.5% secured senior
notes due 2018 is 'B-'. The '4' recovery rating on the notes is
unchanged and indicates S&P's expectation for average (30% to 50%)
recovery in the event of a payment default.
"Our outlook revision is based on our expectation that recent
progress in restructuring across tantalum and film and
electrolytic (F&E) product lines will lead to continued expansion
in gross margins through fiscal 2015," said Standard & Poor's
credit analyst James Thomas.
Although S&P believes that revenue growth will be muted for the
rest of the fiscal year, improved margins should enable KEMET to
generate over $70 million of adjusted EBITDA for the year, up from
$53 million in fiscal 2014. Furthermore, S&P expects that FOCF,
while remaining weak, will turn positive for fiscal 2015 after two
years in negative territory.
S&P's stable outlook on KEMET reflects the company's continued
revenue and profitability improvement over the past few quarters,
recovering from the revenue decline experienced in early fiscal
2014.
S&P could lower the rating if the company does not sustain recent
operating improvements, leading to continued negative FOCF and
diminished cash balances.
Although unlikely over the next 12 months, S&P would consider
raising the rating on KEMET if continued operating efficiency
improvements enable further margin expansion and sustained
positive free cash flow greater than 5% of debt.
KID BRANDS: Selling 'Sassy' Business Unit for $14 Million
---------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Kid Brands Inc., a designer and distributor of infant
and juvenile products, got the green light to sell almost all
assets of the 'Sassy' business to Sassy 14 LLC. According to the
report, the buyer will buy the business for $14 million plus
quantified amounts to cover specified contract, employee and other
costs and will assume specified liabilities. No trademarks,
intellectual property or related interests owned by William Carter
Co. or Disney Consumer Products Inc. will be transferred in the
sale, the report said, citing the court order.
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.
LAKES SUPER MARKET: Case Summary & 20 Top Unsecured Creditors
-------------------------------------------------------------
Debtor: Lakes Super Market, Inc.
dba Louie's Fresh Markets
fka Louie's Super 2 Foods
dba Quality Hardware Store
fka Louie's Super Foods
fka Louie's Super Value
25680 LPM Drive
Calumet, MI 49913
Case No.: 14-90309
Chapter 11 Petition Date: August 19, 2014
Court: United States Bankruptcy Court
Western District of Michigan (Marquette)
Judge: Hon. Scott W. Dales
Debtor's Counsel: Dane P. Bays, Esq.
BAYS LAW OFFICES
109 East Prospect Street
Marquette, MI 49855
Tel: 906-228-6103
Email: j1jensen@bayslaw.org
dbays15@aol.com
Total Assets: $881,779
Total Liabilities: $6.77 million
The petition was signed by Louis J. Meneguzzo, president.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/miwb14-90309.pdf
LATEX FOAM: Can Use Wells Fargo's Cash Collateral Until Aug. 29
---------------------------------------------------------------
The Bankruptcy Court approved a third interim stipulation and
order authorizing Latex Foam International, LLC, et al.'s use of
cash collateral of Wells Fargo Bank until Aug. 29, 2014, pursuant
to a budget. A full-text copy of the cash collateral budget is
available for free at http://is.gd/Dinn5q
As reported in the Troubled Company Reporter on June 17, 2014, the
Bank provided financing to Latex in the original principal amount
of $34 million. Wells Fargo asserts secured claims of $16,500,000
against the Debtor's assets including cash collateral as provided
under Section 361 and 363 of the Bankruptcy Code.
As adequate protection against any postpetition date erosion of
Wells Fargo's cash collateral within the meaning of Sections 361
and 363 of the Bankruptcy Code, the Debtors propose to grant to
Wells Fargo a replacement lien in all after acquired cash
collateral.
About Latex Foam
Headquartered in Shelton, Connecticut, Latex Foam International,
LLC manufactures foam mattresses and component mattresses. The
196-employee company produces mattress cores, toppers, and pillow
buns utilizing both the Talaway and Dunlop manufacturing
processes.
LFIH is a holding company for 100% of the equity interests in LFI,
PLB, and an inactive entity, Dunlop Latex Foam (Malaysia) SDN.
BHD.
LFI and four affiliates sought Chapter 11 bankruptcy protection
(Bankr. D. Conn. Lead Case No. 14-50845) in Bridgeport,
Connecticut, on May 30, 2014. David Fisher signed the petitions
as president. The Debtors are seeking joint administration of
their cases.
LFI disclosed $18,437,185 in assets and $30,342,926 in liabilities
as of the Chapter 11 filing.
Judge Alan H.W. Shiff presides over the cases.
James Berman, Esq., and Craig I. Lifland, Esq., at Zeisler and
Zeisler, serve as the Debtors' counsel.
On June 19, 2014, the U.S. Trustee appointed five creditors to
serve on the Official Committee of Unsecured Creditors. The
Committee tapped to retain Schafer and Weiner, PLLC as its
counsel, and Reid and Reige, P.C. as its local counsel.
LATEX FOAM: Committee Proposes Zwick & Banyai as Consultant
-----------------------------------------------------------
The Official Committee of Unsecured Creditors for Latex Foam
International LLC and its debtor-affiliates filed an amended
application to retain Zwick & Banyai, PLLC, as its financial
consultants.
The firm is expected to perform:
a) financial and operational analyses regarding the Debtors;
b) regular reports to the Committee on key Debtor financial and
operational indices and updates on any 363 sale and
reorganization process;
c) valuation and corporate finance expertise regarding the sale,
refinancing, and restructuring of the Debtors' assets and
operating units;
d) analysis of preferences, claims, avoidances actions,
fraudulent conveyances, etc.;
e) forensic investigations, account and litigation support;
f) electronic discovery services;
g) asset recovery and disposition services; and
h) other services as the Committee may require and which are
agreed to by applicant and the Committee in writing.
The firm's professionals and their hourly rates are:
Jack Zwick $380
Marc Zwick $280
Duane Banyai $280
Frank Reinstein $270
Leigh Benson $170
Anthony Willis $170
Matthew Zuckero $140
The Committee assures the Court that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
ZWICK & BANYAI, PLLC
Jack Zwick, Esq.
Marc Zwick, Esq.
Duane Banyai, Esq.
20750 Civic Center Dr.
Southfield, MI 48076
Tel: (248) 356-2330
Fax: (248) 356-2328
E-mail: jackz@zwickcpa.com
marcz@zwickcpa.com
duaneb@zwickcpa.com
About Latex Foam
Headquartered in Shelton, Connecticut, Latex Foam International,
LLC manufactures foam mattresses and component mattresses. The
196-employee company produces mattress cores, toppers, and pillow
buns utilizing both the Talaway and Dunlop manufacturing
processes.
LFIH is a holding company for 100% of the equity interests in LFI,
PLB, and an inactive entity, Dunlop Latex Foam (Malaysia) SDN.
BHD.
LFI and four affiliates sought Chapter 11 bankruptcy protection
(Bankr. D. Conn. Lead Case No. 14-50845) in Bridgeport,
Connecticut, on May 30, 2014. David Fisher signed the petitions
as president. The Debtors are seeking joint administration of
their cases.
LFI disclosed $18,437,185 in assets and $30,342,926 in liabilities
as of the Chapter 11 filing.
Judge Alan H.W. Shiff presides over the cases.
James Berman, Esq., and Craig I. Lifland, Esq., at Zeisler and
Zeisler, serve as the Debtors' counsel.
On June 19, 2014, the U.S. Trustee appointed five creditors to
serve on the Official Committee of Unsecured Creditors. The
Committee tapped to retain Schafer and Weiner, PLLC as its
counsel, and Reid and Reige, P.C. as its local counsel.
LATEX FOAM: Committee, DECD Say Inv. Banker's Fees Excessive
------------------------------------------------------------
The Official Committee of Unsecured Creditors, as well as, secured
creditor State of Connecticut Department of Economic and Community
Development, objects to Latex Foam International LLC's application
to employ Duff & Phelps Securities LLC as their investment banker.
The Creditors Committee told the Court that the firm's proposed
fees are excessive and overly load, and unreasonable and
inconsistent pursuant to Section 328 of the Bankruptcy Code. The
Committee notes that the Debtors agreed to pay a flat monthly fee
of $25,000 to the firm. Importantly, the firm had been engaged
prior to the Debtors' Petition Date, in 2008 and in 2013, at which
times the firm was paid over $135,000. The firm also performed
another $75,000 worth of work which was waived by the firm, the
Committee noted.
On the other hand, DECD opposes the financial terms negotiated
between the Debtors and the firm, and perhaps Wells Fargo, as
well. Specifically, DECD is balking at the transaction fee of
$750,000, plus 6% of the consideration involved in a transaction
that exceeds $16 million. Based on the information available to
DECD, it is not clear that these terms are reasonable for a
bankruptcy proceeding of this size and that the terms of the
engagement of the firm are in the best interest of the Debtors
given that the Debtors did not consider hiring any other
investment banking firm and broker.
The Committee's attorneys can be reached at:
Brendan G. Best, Esq.
SCHAFER AND WEINER, PC
40950 Woodward Ave., Ste. 100
Bloomfield Hills, MI 48304
Tel: (248) 540-3340
E-mail: bbest@schaferandweiner.com
- and -
Eric Henzy, Esq.
Jon. P. Newton, Esq.
Reid and Reige, PC
755 Main Street, 21st Floor
Hartford, CT 06103
Tel: (860) 240-1081
E-mail: ehenzy@rrlawpc.com
umongrain@rrlawpc.com
DECD's attorneys can be reached at:
Evan S. Goldstein, Esq.
UPDIKE, KELLY & SPELLACY, P.C.
100 Pearl Street, 17th Floor
P.O. Box 231277
Hartford, CT 06123-1277
Tel. (860) 548-2609
Fax (860) 548-2680
E-mail: egoldstein@uks.com
The Debtors' Application
As reported in the Troubled Company Reporter on July 22, 2014,
the Debtor has tapped the firm to provide investment banking
services to the Debtors in connection with a potential financing
transaction, merger and acquisition transaction or restructuring
transaction. Specifically, Duff & Phelps, among other things:
a. familiarize itself to the extent it deems appropriate with
the business, operations, financial condition and prospects
of the Debtors;
b. assist the Debtors' management in (i) developing a strategy
for pursuing the transactions, (ii) prepare a descriptive
memorandum that describes the Debtors' operations and
financial condition and includes current financial data and
other appropriate information furnished by the Debtors and
(iii) contacting and eliciting interest from those possible
participants expressly approved by the Debtors; and
c. participate with the Debtors and their counsel in
negotiations relating to the transactions, assist or
participate in negotiations with parties-in-interest,
including, without limitation, any current or prospective
creditors of, holders of equity in, or claimants against the
Debtors and their respective representatives in connection
with the transactions.
The terms of Duff & Phelps' retention and proposed compensation
includes:
1. a consulting fee in the amount of $25,000 on the date the
engagement agreement is executed and $25,000 on the
conclusion of each of the next four 30 days periods
thereafter; and
2. upon the consummation of any transaction, the Company will
pay D&P a cash fee (the transaction fee) equal to: $750,000,
plus six percent of the consideration involved in a
Transaction that exceeds 16 million dollars, payable in cash
concurrently with closing of the transaction, subject to
court approval;
In addition, the Debtors will reimburse Duff & Phelps for all out-
of-pocket expenses reasonably incurred, provided that the total
expenses will not exceed $50,000, will be paid from the proceeds
of a transaction.
According to the Debtors, as a result of prepetition work
performed for the Debtors, Duff & Phelps had a claim against the
Debtors in the amount of $75,000. Duff & Phelps has since agreed
to waive the prepetition unsecured claim against the Debtors.
To the best of the Debtors' knowledge, Duff & Phelps is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
About Latex Foam
Headquartered in Shelton, Connecticut, Latex Foam International,
LLC manufactures foam mattresses and component mattresses. The
196-employee company produces mattress cores, toppers, and pillow
buns utilizing both the Talaway and Dunlop manufacturing
processes.
LFIH is a holding company for 100% of the equity interests in LFI,
PLB, and an inactive entity, Dunlop Latex Foam (Malaysia) SDN.
BHD.
LFI and four affiliates sought Chapter 11 bankruptcy protection
(Bankr. D. Conn. Lead Case No. 14-50845) in Bridgeport,
Connecticut, on May 30, 2014. David Fisher signed the petitions
as president. The Debtors are seeking joint administration of
their cases.
LFI disclosed $18,437,185 in assets and $30,342,926 in liabilities
as of the Chapter 11 filing.
Judge Alan H.W. Shiff presides over the cases.
James Berman, Esq., and Craig I. Lifland, Esq., at Zeisler and
Zeisler, serve as the Debtors' counsel.
On June 19, 2014, the U.S. Trustee appointed five creditors to
serve on the Official Committee of Unsecured Creditors. The
Committee tapped to retain Schafer and Weiner, PLLC as its
counsel, and Reid and Reige, P.C. as its local counsel.
LATEX FOAM: Seeks to Hire NFA as Public Adjuster
------------------------------------------------
Latex Foam International LLC and its debtor-affiliates ask
the U.S. Bankruptcy Court for the District of Connecticut for
permission to employ National Fire Adjustment Co. Inc. as public
adjuster, nunc pro tunc to the June 27, 2014.
NFA, among other things, will provide these services:
1) review all of the Debtors' insurance coverages in detail;
2) make certain that every aspect of the Debtors loss is
properly identified and addressed;
3) view the loss location to determine what emergency measure
need to be taken to develop short and long term strategies
for logistical issues as they relate to the coverage;
4) meet with the insurance company to discuss goals, issues of
coverage and request meaningful emergency partial payments;
5) employ in house estimators to assist to develop detailed
estimates for complete repairs for the facility to the
extent necessary;
6) meet with the insurance company experts to determine the
scope of the damages;
7) employ in house content inventory to the extent necessary;
8) use CPA?s (forensic accountants) to develop a system to
monitor and track all extra expenses, including staff
overtime and projected increased costs, necessary for
expediting recommencement of operations;
9) use CPAs to identify models to determine the most accurate
projected time element losses and hence business income
claim and extended period of indemnity;
10) utilize in-house insurance lawyers, as necessary (though NFA
is not providing legal services);
11) prepare any and all claim packages and;
12) present to the Debtors all settlement options with
recommendations.
The Debtors agree to pay NFA 5% of the insurance recovery of the
loss when received. This fee includes all expenses in the
documentation and preparation of the insurance claim, exclusive of
any legal, appraisal, or arbitration fees.
The Debtors assure the Court that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
NATIONAL FIRE ADJUSTMENT CO. INC.
One NFA Park
Amherst, New York 14228-1187
Tel: (716) 689-7700
Fax: (716) 689-7768
About Latex Foam
Headquartered in Shelton, Connecticut, Latex Foam International,
LLC manufactures foam mattresses and component mattresses. The
196-employee company produces mattress cores, toppers, and pillow
buns utilizing both the Talaway and Dunlop manufacturing
processes.
LFIH is a holding company for 100% of the equity interests in LFI,
PLB, and an inactive entity, Dunlop Latex Foam (Malaysia) SDN.
BHD.
LFI and four affiliates sought Chapter 11 bankruptcy protection
(Bankr. D. Conn. Lead Case No. 14-50845) in Bridgeport,
Connecticut, on May 30, 2014. David Fisher signed the petitions
as president. The Debtors are seeking joint administration of
their cases.
LFI disclosed $18,437,185 in assets and $30,342,926 in liabilities
as of the Chapter 11 filing.
Judge Alan H.W. Shiff presides over the cases.
James Berman, Esq., and Craig I. Lifland, Esq., at Zeisler and
Zeisler, serve as the Debtors' counsel.
On June 19, 2014, the U.S. Trustee appointed five creditors to
serve on the Official Committee of Unsecured Creditors. The
Committee tapped to retain Schafer and Weiner, PLLC as its
counsel, and Reid and Reige, P.C. as its local counsel.
LENNAR CORP: S&P Raises Corp. Credit Rating to BB; Outlook Stable
-----------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Lennar Corp. to 'BB' from 'BB-'. The rating outlook is
stable. At the same time, S&P raised its issue-level rating on
the company's senior unsecured debt to 'BB' from 'BB-'. The
recovery rating on this debt is '3', indicating a "meaningful"
(50% to 70%) potential for recovery in the event of a default.
"Lennar has been particularly well positioned to benefit from the
ongoing -- albert uneven -- cyclical rebound in U.S. housing
markets, owing to its broad geographic diversity and high degree
of operating efficiency," said Standard & Poor's credit analyst
Scott Sprinzen. The company has also benefited from relatively
low-cost land it acquired at the start of the current recovery in
market conditions. While it had remained a relatively aggressive
acquirer of land until recently, the company is now acting to
reduce its investment in land, which should significantly boost
free cash flow generation. Also, apart from its core single-
family home business, the company has invested in multifamily
projects in recent years, and should be able to monetize its
multifamily interests over the next two to three years as its
projects are completed and sold. Moreover, Lennar's commercial
real estate unit, Rialto Investments (Rialto), has made rapid
progress in establishing its nascent funds management and
commercial loan origination businesses, and Rialto, too, could
well be a cash contributor over the next few years.
S&P's rating on Lennar Corp. now reflects its "fair" business risk
and "significant" (revised from "aggressive") financial risk
profile assessments for the company. Rating modifiers do not have
any impact on the rating outcome.
Lennar is one of the largest homebuilders in the U.S. U.S. new
home sales have been on a broadly improving trend since the severe
downturn of 2008 to 2011. With demand growth continuing to be
bolstered by low interest rates, S&P expects this trend to
continue over the next two to three years, albeit at a slower pace
than during the first half of 2013. Lennar has been well
positioned to benefit from improving industry fundamentals. The
company operates on a national scale and is geographically
diversified across a number of relatively attractive regional
homebuilding markets. The company has been gaining market share
and has benefited from significantly improved volume and selling
prices (net of incentives), which have more than offset higher
building costs. In addition, the company benefited from
relatively low-cost land it acquired at the start of the current
recovery in market conditions. The company had remained a
relatively aggressive acquirer of land until recently, and this
has entailed substantial inventory-related investment. At May 31,
2014, it owned or controlled 164,000 homesites, equivalent to a
high seven-plus years of expected fiscal 2014 deliveries.
However, management has articulated a change to a more cautious
land acquisition strategy, and S&P expects the company to
significantly reduce land-related investment over the next few
years.
Apart from its core single-family home business, Lennar has
participated in the cyclically robust multifamily housing market
by taking minority interests in a range of development projects,
with such investments having a book value aggregating $136 million
as of May 31, 2014. S&P believes that Lennar should be able to
monetize these investments and ongoing additional investments,
while realizing attractive returns, as it completes its projects.
Lennar also has a significant store of value in the form of its
FivePoint land development and management unit (approximately $350
million book value).
Lennar's sizable investment in wholly owned Rialto (Rialto
Holdings LLC, B+/Stable/--), which is a commercial real estate
investor, investment manager, and finance company, potentially
affords source of diversity. S&P believes Rialto adds to business
risk for Lennar, particularly since Rialto is in the middle of a
transition to a new business model. However, to date, Rialto has
made rapid progress in establishing its nascent funds management
and commercial loan origination businesses. Also, Rialto should
be in a position to make additional cash distributions to Lennar
in coming years. Still, S&P believes that there is uncertainty
regarding Lennar's longer-range strategy with respect to this
entity (which S&P views as "nonstrategic" under its group
methodology criteria).
The stable outlook reflects S&P's expectation that market
conditions for Lennar will remain broadly favorable over the next
two to three years and that Lennar will reduce its expenditures
for land, enabling the company to achieve further significant
improvement in credit protection measures, with debt to EBITDA
remaining comfortably below 4.0x.
Since the just-raised rating already takes account of
significantly improved near-term credit protection measures, S&P
currently views a further upgrade as unlikely within the one-year
time frame addressed by the outlook. S&P would reassess its view
if the company took actions to deleverage the capital structure,
such that it came to expect debt/EBITDA to be less than 3.0x on a
sustained basis.
S&P could lower the rating if it came to expect that debt to
EBITDA would be materially more than 5x on a sustained basis, as a
result of some combination of difficult market conditions,
operating setbacks, or increased debt.
LJNG LLC: Case Summary & 5 Largest Unsecured Creditors
------------------------------------------------------
Debtor: LJNG, LLC
25680 LPM Drive
Calumet, MI 49913
Case No.: 14-90308
Chapter 11 Petition Date: August 19, 2014
Court: United States Bankruptcy Court
Western District of Michigan (Marquette)
Judge: Hon. Scott W. Dales
Debtor's Counsel: Dane P. Bays, Esq.
BAYS LAW OFFICES
109 East Prospect Street
Marquette, MI 49855
Tel: 906-228-6103
Email: j1jensen@bayslaw.org
Total Assets: $2.65 million
Total Liabilities: $5.8 million
The petition was signed by Louis J. Meneguzzo, managing member.
A list of the Debtor's five largest unsecured creditors is
available for free at http://bankrupt.com/misc/miwb14-90308.pdf
LONGVIEW POWER: Judge Rules $825M Policy Fight Not Core to Ch. 11
-----------------------------------------------------------------
Law360 reported that a Delaware bankruptcy judge ruled that a
coverage dispute Longview Power LLC has over an $825 million
policy is not a core proceeding in the coal plant operator's
Chapter 11 because the fight is actually between the insurer and
the collateral agent for the debtor's lenders. According to the
report, in a 12-page opinion, U.S. Bankruptcy Judge Brendan L.
Shannon wrote that while the coverage dispute with First American
Title Insurance Co. is clearly related to the coal plant
operator's Chapter 11 case, it is not a core proceeding.
About Longview Power LLC
Longview Power LLC is a special purpose entity created to
construct, own, and operate a 695 MW supercritical pulverized
coal-fired power plant located in Maidsville, West Virginia, just
south of the Pennsylvania border and approximately 70 miles south
of Pittsburgh. The project is owned 92% by First Reserve
Corporation (First Reserve or sponsor), a private equity firm
specializing in energy industry investments, through its affiliate
GenPower Holdings (Delaware), L.P., and 8% by minority interests.
Longview Power, LLC, filed a Chapter 11 (Bank. D. Del. Lead Case.
13-12211) on Aug. 30, 2013. The petitions were signed by Jeffery
L. Keffer, the Company's chief executive officer, president,
treasurer and secretary. The Debtor estimated assets and debts of
more than $1 billion. Judge Brendan Linehan Shannon presides over
the case. Kirkland & Ellis LLP and Richards, Layton & Finger,
P.A., serve as the Debtors' counsel. Lazard Freres & Company LLC
acts as the Debtors' investment bankers. Alvarez & Marsal North
America, LLC, is the Debtors' restructuring advisors. Ernst &
Young serves as the Debtors' accountants. The Debtors' claims
agent is Donlin, Recano & Co. Inc.
The Debtor disclosed assets of $1,717,906,595 plus undisclosed
amounts and liabilities of $1,075,748,155 plus undisclosed
amounts.
Roberta A. DeAngelis, U.S. Trustee for Region 3, disclosed that as
of September 11, 2013, a committee of unsecured creditors has not
been appointed in the case due to insufficient response to the
U.S. Trustee's communication/contact for service on the committee.
MERCATOR MINERALS: MPI Fails to Extend Forbearance Agreement
------------------------------------------------------------
Mercator Minerals Ltd. on Aug. 18 disclosed that further to the
August 1, 2014 press release, that its indirect wholly-owned
subsidiary, Mineral Park Inc., has not reached agreement with the
syndicate of lenders under the MPI credit facility to extend their
forbearance in exercising any rights and remedies (as a result of
continuing defaults) under the Credit Facility beyond August 15,
2014.
The Company continues to fully consider its alternatives, which
may include filings for creditor protection. At present, there
can be no assurance as to what, if any, alternatives might be
pursued by the Company.
The Company does not intend to disclose further details regarding
these matters until the board of directors determines that
disclosure is appropriate.
About Mercator Minerals Ltd.
Mercator Minerals Ltd., a TSX listed base metals mining company,
operates the wholly-owned copper/molybdenum/silver Mineral Park
Mine in Arizona, USA. Mercator also wholly-owns two development
projects in Sonora, Mexico: the copper heap leach El Pilar project
and the molybdenum/copper El Creston project.
MMRGLOBAL INC: Voiced Disappointment Over Q2 Results
----------------------------------------------------
MMRGlobal, Inc., reported in its 10-Q filed Aug. 14, 2014, that
for the six months ended June 30, 2014, revenues were 26% greater
over 2013 despite the fact that second quarter revenues were lower
for the same period last year. The Company was also focused on
its ongoing patent litigation matters during the second quarter.
In particular, MyMedicalRecords, Inc., a wholly owned subsidiary
of MMRGlobal, has been preparing for an upcoming Markman hearing
pertaining to two of its patents, which was scheduled for Aug. 19,
2014 (MyMedicalRecords, Inc., United States District Court for the
Central District of California.
Notwithstanding the overall increase for the six-month period as
compared to 2013, the Company expressed disappointment over the
fact that certain events did not materialize in the second
quarter, including an earlier release date of its MyMedicalRecords
Personal Health Record Kit, which began appearing for sale in the
third quarter, specifically on Aug. 1, 2014.
In addition to the Company's continued focus on products, services
and sales during the second quarter, the Company expanded its
marketing efforts through the launch of an enriched content site,
which can be seen at http://goo.gl/vNIWp1and will be available to
retailers through Answers' Webcollage network --
http://is.gd/Ncll4W Webcollage syndicates dynamic product
content to more than 500 retailers including Target, Staples,
Costco, Best Buy and Lowe's.
During the second quarter, the Company's attention also continued
to be focused on the protection and licensing of its intellectual
property, including monetizing its biotech assets, and in the
licensing and selling of its MyMedicalRecords Personal Health
Record products and services, as evidenced by the signing of
additional licensing agreements with Salutopia and Claydata during
an MMR trip to Australia.
According to MMRGlobal Chairman and CEO Robert H. Lorsch, "While
our second quarter revenue was disappointing, we are pleased with
our six-month performance and the other accomplishments we made in
the second quarter towards creating a stronger foundation for the
Company moving forward. We expect that our efforts during the
second quarter, particularly with respect to the focus on the
launching of our products to retailers and continued licensing of
our intellectual property, will result in financial growth during
future quarters." The Company plans on reporting revenues from
retail sales of its Personal Health Record Kit starting in the
third quarter public filings.
Through MyMedicalRecords, Inc., the Company also has a health IT
patent portfolio consisting of 13 issued U.S. patents, 17 pending
U.S. applications, and numerous issued patents and pending
applications in other countries or regional authorities of
commercial interest including Australia, Singapore, New Zealand,
Mexico, Japan, Canada, China, Hong Kong, South Korea, Israel and
Europe. MMR sells its Personal Health Records products and
services and licenses its patented health information technologies
to physicians, hospitals, and other healthcare providers.
Although the Company's primary focus is as a provider and licensor
of health IT products and services, it also has a growing list of
patents related to cancer-fighting anti-CD20 monoclonal antibodies
under the title, "Antibodies and Methods For Making and Using
Them," issued in the U.S., Mexico, Australia and South Korea with
patents pending in the U.S., Australia, Brazil, Canada, China,
Hong Kong, India, Europe, Japan and Korea. The Company also holds
additional patents pertaining to its B-cell idiotype vaccine
worldwide.
About MMRGlobal
Los Angeles, Calif.-based MMR Global, Inc. (OTC BB: MMRF)
-- http://www.mmrglobal.com/-- through its wholly-owned operating
subsidiary, MyMedicalRecords, Inc., provides secure and easy-to-
use online Personal Health Records (PHRs) and electronic safe
deposit box storage solutions, serving consumers, healthcare
professionals, employers, insurance companies, financial
institutions, and professional organizations and affinity groups.
MMRGlobal reported a net loss of $7.63 million in 2013, as
compared with a net loss of $5.90 million in 2012.
As of June 30, 2014, the Company had $2.31 million in total
assets, $10.87 million in total liabilities, and an $8.55 million
total stockholders' deficit.
Rose, Snyder & Jacobs LLP, in Encino, 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 significant operating losses and
negative cash flows from operations during the years ended
December 31, 2013 and 2012. These conditions raise substantial
doubt about the Company's ability to continue as a going concern.
MOMENTIVE PERFORMANCE: Dispute on Trustees' Make-Whole Claims
-------------------------------------------------------------
The hearing to consider confirmation of the Chapter 11 exit plan
for Momentive Performance Materials Inc. and its affiliated
debtors began Monday, August 18, 2014, in U.S. Bankruptcy Court in
White Plains, New York, and is expected to concluded Friday,
August 22. Hearings have been scheduled for August 19 and 21 as
well. The hearings commence at 10:00 a.m. prevailing Eastern
Time.
Wilmington Trust, National Association, argues in court papers
that the redemption of the 1.5 Lien Notes in connection with the
Debtors' Joint Chapter 11 Plan, filed on June 23, 2014, requires
the payment of a premium by these estates to the holders of the
1.5 Lien Note Claims. Wilmington Trust is the Trustee for the
Momentive Performance Materials Inc. 10% Senior Secured Notes due
2020 -- 1.5 Lien Notes -- under the Indenture, dated as of May 25,
2012, by and between Momentive Performance Materials Inc. and The
Bank of New York Mellon Trust Company, National Association.
It insists that the Debtors are not permitted to redeem the 1.5
Lien Notes prior to the October 15, 2015 No-Call Date without
payment of a redemption premium. It said the parties intended the
Applicable Premium as liquidated damages to compensate the holders
of the 1.5 Lien Note Claims for the loss of their bargain to
receive coupon payments at an annual rate of 10% through the
stated maturity of the 1.5 Lien Notes.
In a 95-page document filed earlier this month, Wilmington Trust
says the Debtors and Apollo Global Management, LLC, which is
supporting the Debtors' Plan, misrepresent the terms of the
agreement between the 1.5 Lien Noteholders and the Debtors, as
reflected in the Indenture. They suggest that the 1.5 Lien
Noteholders somehow bargained away their right to the Applicable
Premium in consideration of the Debtors conceding to include in
the Indenture an automatic acceleration of obligations under the
1.5 Lien Notes upon a bankruptcy filing. This suggestion is
untrue, not supported by either the language of the Indenture or
fundamental principles of law, and simply illogical.
MPM is an issuer of $1.1 billion of 8.875% First-Priority Senior
Secured Notes due 2020 -- First Lien Notes -- issued pursuant to
an Indenture, dated as of October 25, 2012, with BONY as indenture
trustee and certain other Debtors, other than Momentive
Performance Materials Holdings Inc. as guarantors. The First Lien
Notes mature on October 15, 2020.
MPM is also an issuer of $250 million of 10% Senior Secured Notes
due 2020 -- 1.5 Lien Notes -- issued pursuant to an Indenture
dated as of May 25, 2012, with Wilmington Trust, N.A. as successor
indenture trustee and the other Plaintiffs, other than Holdings,
as guarantors. The 1.5 Lien Notes mature on October 15, 2020.
The terms of the Indentures permit MPM to redeem the Notes
voluntarily prior to October 15, 2015.
Wilmington Trust points out that Section 5.5 of the Debtors' Plan
provides that holders of Allowed Class 5 Claims (which include 1.5
Lien Noteholders) shall receive either: (i) if Class 5 accepts the
Plan, cash in an aggregate amount equal to such holder's pro rata
share of the principal plus accrued interest due on the Notes
(expressly waiving any make-whole claim, prepayment penalty, or
similar claim) or (ii) if Class 5 rejects the Plan, a replacement
note with a present value equal to the allowed amount of such
holder's 1.5 Lien Note Claim (i.e., principal plus accrued
interest), which may also include any applicable make-whole claim,
prepayment penalty, or Applicable Premium, to the extent allowed
by the Bankruptcy Court.
Section 5.7 of the Plan provides that holders of allowed general
unsecured claims shall either be reinstated or shall receive
payment in full in cash, plus postpetition interest.
On July 18, 2014, the Bankruptcy Court entered an order
authorizing the Debtors to enter into a commitment letter for a
$250 million bridge financing. The Debtors propose to use the
proceeds of the Bridge Financing to fund the payment of principal
and accrued interest on the 1.5 Lien Notes if the 1.5 Lien
Noteholders vote as a class to accept the Plan.
Thus, pursuant to the Plan, the 1.5 Lien Notes will be redeemed in
exchange for either (i) the cash proceeds of the Bridge Financing
absent the Applicable Premium or (ii) the Replacement 1.5 Lien
Notes, Wilmington Trust tells the Court.
On May 9, 2014, the Debtors commenced an adversary proceeding
against Wilmington Trust seeking, inter alia, declaratory judgment
that the commencement of these chapter 11 cases did not trigger an
obligation for the Debtors to pay the Applicable Premium under the
1.5 Lien Indenture and the 1.5 Lien Notes.
The Debtors also commenced a separate adversary proceeding on the
same day against the First Lien Indenture Trustee seeking
substantially the same relief with respect to the First Lien
Indenture and the First Lien Notes.
On June 25, 2014 and June 30, 2014, the Ad Hoc Committee and
Apollo, respectively, intervened as plaintiffs in the adversary
proceeding.
A copy of Wilmington Trust's filing is available at no extra
charge at:
http://bankrupt.com/misc/MPMWTApplicablePremium.pdf
Wilmington Trust has filed motion for modification of the
automatic stay to permit delivery of a deceleration notice of the
1.5 Lien Notes, or, alternatively, for adequate protection.
The Bank of New York Mellon Trust Company, N.A., in its capacity
as First Lien Trustee, filed a joinder of the Motion. BONY has
since been replaced by BOKF, N.A. as First Lien Trustee.
The Debtors object to the Motion, arguing in a 24-page document
that Wilmington Trust has not established, and cannot establish,
cause to modify the automatic stay. By the Motion, the Trustee
seeks relief from the automatic stay to permit the delivery of a
rescission notice and, in effect, undo the automatic acceleration
of the 1.5 Lien Notes that occurred as a result of the Debtors'
bankruptcy filing. The Trustee, the Debtors argue, is required to
obtain relief from the stay because serving such a notice would
interfere with the Debtors' contractual rights under the indenture
governing those Notes.
A copy of the Debtors' papers is available at:
http://bankrupt.com/misc/MPMObjWTStayReliefMotion.pdf
The Official Committee of Unsecured Creditors has expressed its
support to the Debtors' opposition. According to the Committee,
Wilmington Trust's Attempted Rescission Motion rests on the idea
that the indenture trustees can take steps postpetition (i.e.,
rescind the acceleration that occurred automatically on the
Petition Date in accordance with their indentures) and thereby
resurrect Make-Whole Claims that otherwise do not exist under the
indentures. This idea, the Committee said, flies in the face of
the centuries-old bankruptcy principle "that everything stops at a
certain date" and thus all rights against a debtor's estate (i.e.,
"a right in rem against the assets") are fixed on the Petition
Date as if "the whole matter could be settled in a day by a pie-
powder court."
The Committee also pointed out that the first and 1.5 lien
creditors are secured creditors toward the top of the Debtors'
capital structure with liens on substantial assets, which liens
largely overlap with the liens of the second lien creditors. The
allowance of any Make-Whole Claims would increase these senior
secured claims by over $200 million, and thereby materially
increase the deficiency claim of the second lien creditors. The
Committee contends that this increased deficiency claim is
prejudicial not only to the second lien creditors, but also to the
holders of those certain 11.5% Senior Subordinated Notes due 2016
if those holders prevail in the subordination litigation and
potentially to other general unsecured creditors.
The Committee also noted that the Debtors' current restructuring
may be impacted by the resolution of the Make-Whole Claims. If
the Make-Whole Claims are not resolved in a fashion that is
satisfactory to the backstop parties, then those parties could
potentially refuse to fund into the rights offering, and the
Debtors' current restructuring strategy could crumble.
U.S. Bank National Association -- as successor Indenture Trustee
under the indenture dated as of December 4, 2006, among Momentive
Performance Materials Inc., the Guarantors named in the Indenture,
and Wells Fargo Bank, N.A. as initial trustee, governing the 11.5%
Senior Subordinated Notes due 2016 -- also lodged an objection to
the Plan.
"Nothing could be more important to a lender than its ability to
get paid. And where a lender must stand in line -- and wait
(indeed hope) to get paid a penny until after another party has
been paid in full from a limited pot of assets -- that lender's
indebtedness is plainly subordinate and junior, and not just in
some technical or theoretical respect. The lender who cannot get
paid unless and until someone else does is subordinated in a way
that goes to the very heart of the lender's economic interests
(namely his indebtedness and recovery thereupon)," U.S. Bank said.
U.S. Bank contends that for the Plan to be confirmable, the Plan
Proponents must establish that the Debtors' Second-Priority Notes
fit within the Indenture's definition of Senior Indebtedness.
That definition excludes any Indebtedness or obligation that "by
its terms is subordinate or junior in any respect| to any other
Indebtedness or obligation of the Debtors. Because the Second-
Priority Notes are subordinate and junior to the Debtors' Senior
Lender Claims, not just "in any respect," but in several
significant respects, the Plan cannot be confirmed.
A copy of U.S. Bank's objection is available at:
http://bankrupt.com/misc/MPMUSBankObj.pdf
Counsel to Wilmington Trust, as Trustee, are:
Mark R. Somerstein, Esq.
Mark I. Bane, Esq.
ROPES &GRAY LLP
1211 Avenue of the Americas
New York, NY 10036-8704
Telephone: (212) 596-9000
Facsimile: (212) 596-9090
- and -
Stephen Moeller-Sally, Esq.
ROPES &GRAY LLP
Prudential Tower
800 Boylston Street
Boston, MA 02199-3600
Telephone: (617) 951-7000
Facsimile: (617) 951-7050
Counsel to Official Committee of Unsecured Creditors are:
Kenneth N. Klee, Esq.
Lee R. Bogdanoff, Esq.
Whitman L. Holt, Esq.
KLEE, TUCHIN, BOGDANOFF & STERN LLP
1999 Avenue of the Stars, 39th Floor
Los Angeles, CA 90067
Telephone: (310) 407-4000
Facsimile: (310) 407-9090
E-mail: kklee@ktbslaw.com
lbogdanoff@ktbslaw.com
wholt@ktbslaw.com
Attorneys for U.S. Bank, as Indenture Trustee are:
Susheel Kirpalani, Esq.
Benjamin I. Finestone, Esq.
David L. Elsberg, Esq.
Robert Loigman, Esq.
51 Madison Avenue, 22nd Floor
New York, NY 10010
Telephone: (212) 849-7000
Facsimile: (212) 849-7100
E-mail: susheelkirpalani@quinnemaunel.com
benjaminfinestone@quinnemaunel.com
davidelsberg@quinnemanuel.com
robertloigman@quinnemanuel.com
- and -
K. John Shaffer, Esq.
Matthew R. Scheck, Esq.
QUINN EMANUEL URQUHART & SULLIVAN, LLP
865 S. Figueroa St., 10th Floor
Los Angeles, California 90017
Telephone: (213) 443-3000
Facsimile: (213) 443-3100
E-mail: johnshaffer@quinnemanuel.com
matthewscheck@quinnemanuel.com
- and -
Clark Whitmore, Esq.
Ana Chilingarishvili, Esq.
MASLON EDELMAN BORMAN & BRAND, LLP
3300 Wells Fargo Center
90 South Seventh Street
Minneapolis, MN 55402
Telephone: (612) 672-8200
Facsimile: (612) 672-8397
E-mail: clark.whitmore@maslon.com
ana.chilingarishvili@maslon.com
About Momentive Performance
Momentive Performance is one of the world's largest producers of
silicones and silicone derivatives, and is a global leader in the
development and manufacture of products derived from quartz and
specialty ceramics. Momentive has a 70-year history, with its
origins as the Advanced Materials business of General Electric
Company. In 2006, investment funds affiliated with Apollo Global
Management, LLC, acquired the company from GE.
As of Dec. 31, 2013, the Company had 4,500 employees worldwide, of
which 46% of the Company's employees are members of a labor union
or are represented by workers' councils that have collective
bargaining agreements.
Momentive Performance Materials Inc., Momentive Performance
Materials Holdings Inc., and their affiliates sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 14-22503) on April 14,
2014, with a deal with noteholders on a balance-sheet
restructuring.
As of Dec. 31, 2013, the Debtors had $4.114 billion of
consolidated outstanding indebtedness, including payments due
within the next 12 months and short-term borrowings. The Debtors
said that the restructuring will eliminate $3 billion in debt.
The Debtors have tapped Willkie Farr & Gallagher LLP as bankruptcy
counsel with regard to the filing and prosecution of these chapter
11 cases; Sidley Austin LLP as special litigation counsel; Moelis
& Company LLC as financial advisor and investment banker;
AlixPartners, LLP as restructuring advisor; PricewaterhouseCoopers
as auditor; and Crowe Horwath LLP as benefit plan auditor.
Kurtzman Carson Consultants LLC is the notice and claims agent.
The U.S. Trustee for Region 2 appointed seven members to serve on
the Official Committee of Unsecured Creditors of the Debtors'
cases. Klee, Tuchin, Bogdanoff & Stern LLP serves as its
counsel. FTI Consulting, Inc., serves as its financial advisor.
Rust Consulting Omni Bankruptcy serves as its information agent.
MOMENTIVE PERFORMANCE: Dispute on Plan Release Provisions
---------------------------------------------------------
Wilmington Trust, National Association argues that the bankruptcy-
exit Plan for Momentive Performance Materials Inc. and its debtor-
affiliates should not be confirmed because it grants certain of
the Debtors' stakeholders -- including the Debtors' own
controlling shareholder, Apollo Global Management, LLC --
sweepingly broad involuntary third-party releases that both exceed
the jurisdictional power of the Bankruptcy Court and fail to meet
the requirements for such releases as established by the Court of
Appeals for the Second Circuit in Deutsche Bank AG, London Branch
v. Metromedia Fiber Network, Inc. (In re Metromedia Fiber Network,
Inc.), 416 F.3d 136 (2d Cir. 2005).
Wilmington Trust is the Trustee for the Momentive Performance
Materials Inc. 10% Senior Secured Notes due 2020 -- 1.5 Lien Notes
-- under the Indenture, dated as of May 25, 2012, by and between
Momentive Performance Materials Inc. and The Bank of New York
Mellon Trust Company, National Association.
The Involuntary Third-Party Releases, Wilmington Trust says, would
impermissibly extinguish the 1.5 Lien Indenture Trustee's state-
law causes of action for breach of contract against Apollo and
certain other of the Debtors' junior lenders, which claims are the
subject of pending intercreditor litigation commenced by the 1.5
Lien Indenture Trustee in New York Supreme Court.
Wilmington Trust also argues that both the Involuntary Third-Party
Releases, and the proposed plan's attempt to extinguish the Second
Lien Intercreditor Agreement, violate section 510(a) of the
Bankruptcy Code.
The success or failure of the 1.5 Lien Indenture Trustee with
respect to those claims "does not alter the Debtors' rights,
liabilities, options or freedom of action, nor need it impact the
handling and administration of the Chapter 11 Cases," Wilmington
Trust says, citing Celotex Corp. v. Edwards, 514 U.S. 300, 308 n.5
(1995) (quoting Pacor, Inc. v. Higgins, 743 F.2d 984, 994 (3d Cir.
1984)). Further, pursuant to well-established case law in this and
other jurisdictions, the Debtors' postpetition decision to oblige
themselves to indemnify their current shareholder, Apollo, as well
as their future shareholders, cannot create a basis for
jurisdiction (or, for that matter, a sufficient justification for
an involuntary third-party release) that would not have otherwise
existed.
A copy of Wilmington Trust's 44-page objection to the Plan
Releases is available at:
http://bankrupt.com/misc/MPMWTObjReleases.pdf
BOKF, NA -- as successor to The Bank of New York Mellon Trust
Company, N.A., as trustee under that indenture dated as of October
25, 2012, for the 8.875% First-Priority Senior Secured Notes due
2020, issued by Debtor Momentive Performance Materials Inc. and
guaranteed by certain of the debtors -- also raised objections to
the proposed Plan release provisions. A copy of BOKF's 37-page
objection is available at:
http://bankrupt.com/misc/MPMBOKFObjReleases.pdf
The Dow Chemical Company and its domestic and foreign subsidiaries
and affiliates, including but not limited to Union Carbide
Corporation and Rohm and Haas Chemicals LLC, filed a limited
objection, also complaining that the Plan improperly discharges
claims and causes of action against non-debtor affiliates.
Dow maintains numerous and varied purchase, sale and other
relationships with the Debtors and the Non-Debtor Affiliates on a
global basis. In connection with its relationships with the Non-
Debtor Affiliates, Dow said it holds or may hold certain claims,
defenses or causes of action.
Union Carbide and MPM Silicones, LLC are parties to a civil action
pending in the District Court of the District of New York known as
MPM Silicones, LLC v. Union Carbide Corporation, Civil Action No.
11-01542. Pursuant to Article 12.8 of the Plan, the UCC/MPM
Litigation and any and all other Claims and Causes of Action the
Debtors may hold against Dow are to be retained and reserved for
the Reorganized Debtors.
According to Dow, certain provisions of the Plan are impermissibly
broad such that Dow may be enjoined from defensively pursuing or
asserting any Claims, Causes of Action or applicable defenses
(including rights of setoff, contribution and recoupment) in
connection with the UCC/MPM Litigation and/or any other Retained
Causes of Action asserted against it after the Effective Date.
Attorneys for The Dow Chemical Company, et al. are:
Gregory A. Blue, Esq.
DILWORTH PAXSON LLP
99 Park Avenue, Suite 320
New York, New York 10016
Telephone: (917) 675-4252
Facsimile: (215) 575-7200
- and -
Anne Marie P. Kelley, Esq.
Scott J. Freedman, Esq.
DILWORTH PAXSON LLP
457 Haddonfield Road, Ste. 700
Cherry Hill, NJ 08002
Telephone: (856) 675-1900
Facsimile: (856) 663-8855
About Momentive Performance
Momentive Performance is one of the world's largest producers of
silicones and silicone derivatives, and is a global leader in the
development and manufacture of products derived from quartz and
specialty ceramics. Momentive has a 70-year history, with its
origins as the Advanced Materials business of General Electric
Company. In 2006, investment funds affiliated with Apollo Global
Management, LLC, acquired the company from GE.
As of Dec. 31, 2013, the Company had 4,500 employees worldwide, of
which 46% of the Company's employees are members of a labor union
or are represented by workers' councils that have collective
bargaining agreements.
Momentive Performance Materials Inc., Momentive Performance
Materials Holdings Inc., and their affiliates sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 14-22503) on April 14,
2014, with a deal with noteholders on a balance-sheet
restructuring.
As of Dec. 31, 2013, the Debtors had $4.114 billion of
consolidated outstanding indebtedness, including payments due
within the next 12 months and short-term borrowings. The Debtors
said that the restructuring will eliminate $3 billion in debt.
The Debtors have tapped Willkie Farr & Gallagher LLP as bankruptcy
counsel with regard to the filing and prosecution of these chapter
11 cases; Sidley Austin LLP as special litigation counsel; Moelis
& Company LLC as financial advisor and investment banker;
AlixPartners, LLP as restructuring advisor; PricewaterhouseCoopers
as auditor; and Crowe Horwath LLP as benefit plan auditor.
Kurtzman Carson Consultants LLC is the notice and claims agent.
The U.S. Trustee for Region 2 appointed seven members to serve on
the Official Committee of Unsecured Creditors of the Debtors'
cases. Klee, Tuchin, Bogdanoff & Stern LLP serves as its
counsel. FTI Consulting, Inc., serves as its financial advisor.
Rust Consulting Omni Bankruptcy serves as its information agent.
MOMENTIVE PERFORMANCE: Gov't Objects After Tax Provision Removed
----------------------------------------------------------------
The United States of America lodged an objection to the proposed
Joint Chapter 11 Plan of Reorganization for Momentive Performance
Materials Inc. and its affiliated debtors after the Debtors
removed standard protective language regarding federal tax
liability and treatment in the Plan.
Specifically, the Plan filed on June 23, 2014, struck the language
contained in Section 12.5(g) in its entirety. The removal of this
standard plan language, the government says, creates concern that
the Plan will be interpreted so as to allow premature tax
liability determinations or treatment, particularly in light of
specific provisions in the Plan that relate to federal tax
consequences and can be read as binding on the United States.
The Debtors represented to the government that this deletion was
made at the request of an ad hoc group of second lien noteholders
and agreed to extend that deadline for the government to object to
the Plan. The government and the second lien noteholders have
been unable to reach agreement with respect to the omission of
this language, necessitating the filing of the Plan Objection.
The government also noted that it and the second lien noteholders
have reached resolution with respect to certain disputed language
in Sections 12.5(d)-(f) of the Plan, and the government expects
that such resolution will be reflected in future amendments to the
Plan or Confirmation Order.
About Momentive Performance
Momentive Performance is one of the world's largest producers of
silicones and silicone derivatives, and is a global leader in the
development and manufacture of products derived from quartz and
specialty ceramics. Momentive has a 70-year history, with its
origins as the Advanced Materials business of General Electric
Company. In 2006, investment funds affiliated with Apollo Global
Management, LLC, acquired the company from GE.
As of Dec. 31, 2013, the Company had 4,500 employees worldwide, of
which 46% of the Company's employees are members of a labor union
or are represented by workers' councils that have collective
bargaining agreements.
Momentive Performance Materials Inc., Momentive Performance
Materials Holdings Inc., and their affiliates sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 14-22503) on April 14,
2014, with a deal with noteholders on a balance-sheet
restructuring.
As of Dec. 31, 2013, the Debtors had $4.114 billion of
consolidated outstanding indebtedness, including payments due
within the next 12 months and short-term borrowings. The Debtors
said that the restructuring will eliminate $3 billion in debt.
The Debtors have tapped Willkie Farr & Gallagher LLP as bankruptcy
counsel with regard to the filing and prosecution of these chapter
11 cases; Sidley Austin LLP as special litigation counsel; Moelis
& Company LLC as financial advisor and investment banker;
AlixPartners, LLP as restructuring advisor; PricewaterhouseCoopers
as auditor; and Crowe Horwath LLP as benefit plan auditor.
Kurtzman Carson Consultants LLC is the notice and claims agent.
The U.S. Trustee for Region 2 appointed seven members to serve on
the Official Committee of Unsecured Creditors of the Debtors'
cases. Klee, Tuchin, Bogdanoff & Stern LLP serves as its
counsel. FTI Consulting, Inc., serves as its financial advisor.
Rust Consulting Omni Bankruptcy serves as its information agent.
MOMENTIVE PERFORMANCE: First Lien Trustee Files Plan Objection
--------------------------------------------------------------
BankruptcyData reported that BOKF, NA, as first lien trustee,
filed with U.S. Bankruptcy Court an objection to Momentive
Performance Materials' Joint Chapter 11 Plan and confirmation of
the plan with respect to the terms of the replacement first lien
notes.
According to BData, the objection explains, "The Debtors, their
equity sponsor Apollo and the Ad Hoc Committee of Second Lien
Noteholders are attempting to improperly 'cramdown' the Claims of
the holders of the First Lien Notes (the 'First Lien Noteholders')
notwithstanding the fact that the treatment provided in the Plan
cannot pass muster under any legal test or theory and that such
treatment is not 'fair and equitable' as is required under section
1129(b) of title 11 of the United States Code (the 'Bankruptcy
Code'). In pushing forward their non-confirmable Plan, the Debtors
have intentionally ignored the one fact that sets this case apart
from each and every reported cram down decision: The Debtors have
already obtained a commitment for Exit Financing ...to repay the
Claims of the First Lien Noteholders. The Exit Financing and the
Bridge Financing ...constitute indisputable evidence of the
appropriate rate of interest, tenor and other terms for the
Replacement First Lien Notes once flex and fees are determined and
have already been approved by this Court. Moreover, the Post-
Petition Lenders...who have executed the financing commitments
have expressly evaluated the Debtors' credit risk profile and have
priced the Exit Financing and Bridge Financing to compensate the
Post-Petition Lenders for undertaking that risk. For the Debtors
now to assert that this Court should quantify the Debtors' credit
risk differently than the Debtors have already determined through,
based on the representations of the Debtors, arms'-length and good
faith negotiations with third-party lenders is contrived at best."
About Momentive Performance
Momentive Performance is one of the world's largest producers of
silicones and silicone derivatives, and is a global leader in the
development and manufacture of products derived from quartz and
specialty ceramics. Momentive has a 70-year history, with its
origins as the Advanced Materials business of General Electric
Company. In 2006, investment funds affiliated with Apollo Global
Management, LLC, acquired the company from GE.
As of Dec. 31, 2013, the Company had 4,500 employees worldwide, of
which 46% of the Company's employees are members of a labor union
or are represented by workers' councils that have collective
bargaining agreements.
Momentive Performance Materials Inc., Momentive Performance
Materials Holdings Inc., and their affiliates sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 14-22503) on April 14,
2014, with a deal with noteholders on a balance-sheet
restructuring.
As of Dec. 31, 2013, the Debtors had $4.114 billion of
consolidated outstanding indebtedness, including payments due
within the next 12 months and short-term borrowings. The Debtors
said that the restructuring will eliminate $3 billion in debt.
The Debtors have tapped Willkie Farr & Gallagher LLP as bankruptcy
counsel with regard to the filing and prosecution of these chapter
11 cases; Sidley Austin LLP as special litigation counsel; Moelis
& Company LLC as financial advisor and investment banker;
AlixPartners, LLP as restructuring advisor; PricewaterhouseCoopers
as auditor; and Crowe Horwath LLP as benefit plan auditor.
Kurtzman Carson Consultants LLC is the notice and claims agent.
The U.S. Trustee for Region 2 appointed seven members to serve on
the Official Committee of Unsecured Creditors of the Debtors'
cases. Klee, Tuchin, Bogdanoff & Stern LLP serves as its
counsel. FTI Consulting, Inc., serves as its financial advisor.
Rust Consulting Omni Bankruptcy serves as its information agent.
MORGANS HOTEL: Amends Bylaws to Add Forum Selection Provision
-------------------------------------------------------------
The Board of Directors of Morgans Hotel Group Co. adopted an
amendment to the Company's Amended and Restated Bylaws to add a
forum selection provision for the adjudication of certain
disputes. The Amendment provides as follows:
"ARTICLE VI. MISCELLANEOUS
Section 6.8. Forum for Adjudication of Disputes. Unless the
Corporation consents in writing to the selection of an alternative
forum, the sole and exclusive forum for (i) any derivative action
or proceeding brought on behalf of the Corporation, (ii) any
action asserting a claim of breach of a fiduciary duty owed by any
director, officer or other employee of the Corporation to the
Corporation or the Corporation's stockholders, (iii) any action
asserting a claim arising pursuant to any provision of the
Delaware General Corporation Law or the certificate of
incorporation or these by-laws, (iv) any action to interpret,
apply, enforce or determine the validity of the certificate of
incorporation or these by-laws or (v) any action asserting a claim
governed by the internal affairs doctrine shall be the Court of
Chancery of the State of Delaware, or, if the Court of Chancery of
the State of Delaware does not have jurisdiction, the Superior
Court of the State of Delaware, or, if the Superior Court of the
State of Delaware does not have jurisdiction, the United States
District Court for the District of Delaware. Any person
purchasing or otherwise acquiring any interest in shares of
capital stock of the Corporation shall be (i) deemed to have
notice of and consented to the provisions of this Section 6.8, and
(ii) deemed to have waived any argument relating to the
inconvenience of the forums referenced above in connection with
any action or proceeding described in this Section 6.8.
If any action the subject matter of which is within the scope of
the first paragraph of this Section 6.8 is filed in a court other
than the Court of Chancery of the State of Delaware, the Superior
Court of the State of Delaware or the United States District Court
for the District of Delaware (a "Foreign Action") in the name of
any stockholder, such stockholder shall be deemed to have
consented to (i) the personal jurisdiction of the Court of
Chancery of the State of Delaware, the Superior Court of the State
of Delaware and the United States District Court for the District
of Delaware in connection with any action brought in any such
courts to enforce the first paragraph of this Section 6.8 (an
"Enforcement Action") and (ii) having service of process made upon
such stockholder in any such Enforcement Action by service upon
such stockholder's counsel in the Foreign Action as agent for such
stockholder.
If any provision or provisions of this Section 6.8 shall be held
to be invalid, illegal or unenforceable as applied to any person
or circumstance for any reason whatsoever, then, to the fullest
extent permitted by law, the validity, legality and enforceability
of such provision(s) in any other circumstance and of the
remaining provisions of this Section 6.8 (including, without
limitation, each portion of any sentence of this Section 6.8
containing any such provision held to be invalid, illegal or
unenforceable that is not itself held to be invalid, illegal or
unenforceable) and the application of such provision to other
persons and circumstances shall not in any way be affected or
impaired thereby."
Director Compensation Policy
On August 14, the Board adopted a new Director Compensation Policy
under which non-employee directors will receive an annual $100,000
equity retainer and chairpersons and members of the standing
committees of the Board will receive additional cash payments.
The Compensation Policy will be applied retroactively to May 14,
2014, with respect to the non-employee directors currently serving
on the Board. These changes are intended to align the interests
of the directors with the Company and its stockholders.
About Morgans Hotel Group
Based in New York, Morgans Hotel Group Co. (Nasdaq: MHGC) --
http://www.morganshotelgroup.com/-- is widely credited as the
creator of the first "boutique" hotel and a continuing leader of
the hotel industry's boutique sector. Morgans Hotel Group
operates and owns, or has an ownership interest in, Morgans,
Royalton and Hudson in New York, Delano and Shore Club in South
Beach, Mondrian in Los Angeles and South Beach, Clift in San
Francisco, Ames in Boston, and Sanderson and St Martins Lane in
London. Morgans Hotel Group and an equity partner also own the
Hard Rock Hotel & Casino in Las Vegas and related assets. Morgans
Hotel Group also manages hotels in Isla Verde, Puerto Rico and
Playa del Carmen, Mexico. Morgans Hotel Group has other property
transactions in various stages of completion, including projects
in SoHo, New York and Palm Springs, California.
Morgans Hotel reported a net loss attributable to common
stockholders of $57.48 million on $236.48 million of total
revenues for the year ended Dec. 31, 2013, as compared with a net
loss attributable to common stockholders of $66.81 million on
$189.91 million of total revenues in 2012.
As of June 30, 2014, the Company had $684.79 million in total
assets, $896.03 million in total liabilities, $5.38 million in
redeemable noncontrolling interest and a $216.62 million total
deficit.
NASSAU TOWER: Court Approves Hiring of Coldwell Banker as Realtor
-----------------------------------------------------------------
Nassau Tower Realty LLC sought and obtained authorization from the
U.S. Bankruptcy Court for the District of New Jersey to employ
Coldwell Banker Preferred and Joseph Leone as realtor.
The Debtor hired Coldwell Banker for the sale of certain Debtor-
owned real property, including 22 South Sixth Street, Stroudsburg,
PA 18360. Coldwell Banker also will be utilized as the listing
agent for future sales of Debtor-owned real property.
The Debtor requires Coldwell Banker to provide these services:
(a) real estate brokerage services;
(b) conduct showings of properties;
(c) attendance at inspections;
(d) performance of due diligence;
(e) attendance at closing; and
(f) performing any and all services for the Debtor as may be
necessary to effectuate the real estate closings.
Compensation for the sale of the property at 22 South Sixth
Street, Stroudsburg, PA 18360 is 6%, as approved by the Court upon
the filing of fee applications and as more fully set forth in the
Certification of Joseph Leone. The Debtor has not paid a retainer
to the firm.
Joseph Leone 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.
Coldwell Banker can be reached at:
Joseph Leone
COLDWELL BANKER PREFERRED
686 Dekalb Pike
Blue Bell, PA 19422
Tel: (215) 641-2727
Fax: (888) 202-9366
E-mail: jleone@cbpref.com
About Nassau Tower
Bay Head, N.J.-based Nassau Tower Realty, LLC, filed for
Chapter 11 relief on (Bankr. D. N.J. Case No. 13-24984) on July 9,
2013. The Hon. Judge Michael B. Kaplan presides over the case.
Paul Maselli, Esq., and Kimberly Pelkey Sdeo, Esq., at Maselli
Warren, P.C., represent the Debtor as counsel. The Debtor
estimated assets of $10 million to $50 million and debts of
$10 million to $50 million.
The Debtor is the owner of 17 parcels of real estate. It owns
13 parcels in New Jersey, 3 parcels in Pennsylvania, one parcel in
Maine. Most of the properties generate income in the form of
rents paid by tenants.
The petition was signed by Louis Mercatanti, officer of Nassau
Holdings, Inc.
The Debtor filed a Plan of Reorganization dated Sept. 27, 2013,
that allows the Debtor to reorganize by continuing to operate, to
liquidate by selling assets of the estate, or a combination of
both.
NATIONAL MENTOR: S&P Retains 'B' CCR on CreditWatch Positive
------------------------------------------------------------
Standard & Poor's Ratings Services said its 'B' corporate credit
rating and issue-level ratings on National Mentor Holdings Inc.
remain on CreditWatch with positive implications.
The company's indirect parent Civitas Solutions Inc. is still
seeking to raise $250 million of equity. An S-1 registration
statement was filed with the Securities and Exchange Commission
(SEC) on May 27, 2014. Since the filing, the company has been
responding to SEC comments and is positioned to enter the market
before September month-end. The company will use the equity
proceeds net of fees to redeem the $212 million outstanding senior
notes.
Following the equity raise, S&P will review the company's
corporate credit rating and issue-level ratings. Upgrade
potential is likely limited to one notch. The company's improved
credit metrics following the debt pay will prompt a
reconsideration of S&P's financial risk assessment to "aggressive"
from "highly leveraged" and the company's "weak" business risk
profile will remain unchanged.
NET TALK.COM: Incurs $380,000 Net Loss in Second Quarter
--------------------------------------------------------
Net Talk.com, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
of $379,960 on $1.27 million of net revenues for the three months
ended June 30, 2014, compared to a net loss of $1.25 million on
$1.44 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 $991,011 on $2.45 million of net revenues compared to a
net loss of $2.85 million on $2.99 million of net revenues for the
same period a year ago.
As of June 30, 2014, the Company had $5.07 million in total
assets, $12.42 million in total liabilities and a $7.35 million
total stockholders' deficit.
As of June 30, 2014, the Company's cash and cash equivalents were
$368,209 compared to $76,791 at Dec. 31, 2013. As of June 30,
2014, the Company had negative working capital of $7,509,718
compared to $4,899,828 at Dec. 31, 2013.
"We have not sustained profits and our losses could continue.
Without sufficient additional capital to repay our indebtedness as
it matures, we may be required to significantly scale back our
operations, significantly reduce our headcount, seek protection
under the provisions of the U.S. Bankruptcy Code, and/or
discontinue many of our activities which could negatively affect
our business and prospects. Our current efforts to raise capital
may not be successful on terms favorable to the Company, or at
all," the Company stated in the Report.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/joKU0B
About Net Talk.com
Based in Miami, Fla., Net Talk.com, Inc., is a telephone company,
that provides, sells and supplies commercial and residential
telecommunication services, including services utilizing voice
over internet protocol technology, session initiation protocol
technology, wireless fidelity technology, wireless maximum
technology, marine satellite services technology and other similar
type technologies.
Net Talk.com a net loss of $4.78 million on $6.02 million of net
revenues for the year ended Dec. 31, 2013, as compared with a net
loss of $14.71 million on $5.79 million of net revenues in 2012.
Zachary Salum Auditors P.A., in Miami, Florida, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013. The independent auditors noted
that the Company has incurred significant recurring losses from
operations, its total liabilities exceeds its total assets, and is
dependent on outside sources of funding for continuation of its
operations. These factors raise substantial doubt about the
Company's ability to continue as a going concern.
NEWS-JOURNAL CORP: Must Pay Pension Before Shareholder
------------------------------------------------------
Law360 reported that a Florida federal judge ruled that bankrupt
News-Journal Corp. made improper distributions to shareholder Cox
Enterprises Inc. before paying more than $13 million in claims for
pension benefits. According to the report, U.S. District Judge
John Antoon II said Pension Benefit Guaranty Corp., which holds a
$13,887,822 claim for unfunded pension benefit liabilities, should
have been paid before Cox because News-Journal was insolvent at
the time of payment. Florida law prohibits a distribution to a
shareholder if the distribution would render the corporation
insolvent, Law360 said.
Receivership
News-Journal is the publisher of the Daytona Beach News-Journal
and six local shopping guides through its wholly-owned subsidiary,
the Volusia Pennysaver, Inc. On April 17, 2009, the
communications company, Cox Enterprises Inc., asked the U.S.
District Court for the Middle District of Florida to place News-
Journal into receivership. The request was made following News-
Journal's inability to pay a judgment in Cox's favor.
On Jan. 6, 2010, the court-appointed receiver, James W. Hopson,
and Cox filed a joint motion for approval of an asset purchase
agreement that would establish the sale of substantially all of
News-Journal's publishing assets to Halifax Media Acquisition LLC.
The sale was approved by the District Court on March 23, 2010.
NII HOLDINGS: In Restructuring Talks With Noteholders & Lenders
---------------------------------------------------------------
NII Holdings, Inc., disclosed in a regulatory filing with the U.S.
Securities and Exchange Commission that it has engaged in
preliminary discussions with certain of the holders of the senior
notes issued by its subsidiaries, NII Capital Corp. and NII
International Telecom S.C.A., and their advisors regarding a
potential restructuring of the Senior Notes. NII has also engaged
in discussions with the lenders under the equipment financing
facilities with NII's subsidiaries in Brazil and Mexico and bank
loans with NII's subsidiaries in Brazil with respect to potential
waivers and amendments to the terms of the Local Facilities.
The Company said that discussions with the Holders and Local
Lenders are continuing and no agreement has been reached at this
time with those parties regarding the terms of any potential
restructuring or amendment of the terms of the Senior Notes or the
Local Facilities. The parties have discussed informal proposals
and potential approaches to the restructuring that include
possible exchanges of all or a portion of the Senior Notes for
equity interests in, or debt securities of, a reorganized NII as
well as potential modifications to certain covenants and other
terms of the Local Facilities.
In connection with those discussions, NII has also agreed to pay
the fees of legal and financial advisors to certain Holders,
subject to certain terms and conditions set forth in the
applicable agreements entered into by NII.
"There can be no assurance that these discussions will result in
any agreement regarding the terms of any potential restructuring
of NII's obligations under the Senior Notes or any potential
amendments to the Local Facilities that may be necessary in order
to implement such a restructuring. If an agreement is reached and
NII pursues a restructuring either on a stand-alone basis or in
conjunction with one or more other potential strategic
transactions as described in the Form 10-Q, NII expects that it
will be necessary to voluntarily commence reorganization
proceedings under chapter 11 of the United States Bankruptcy Code
in order to implement it," the Company said in a document filed
with the SEC.
In connection with these discussions, NII entered into
confidentiality agreements with each of the Holders pursuant to
which NII provided certain information to the Holders. NII also
agreed to make the Disclosed Information publicly available.
The Disclosed Information is available for free at:
http://is.gd/vaOP89
Notwithstanding NII's entry into these discussions and the
Company's disclosure, NII's position remains unchanged with
respect to the allegations contained in the notice of default
delivered on March 19, 2014, by Aurelius Capital Management, LP in
connection with our 8.875% senior notes due 2019.
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 of March 31, 2014, the Company had $8.18 billion in total
assets, $8.19 billion in total liabilities and a $8.76 million
total stockholders' deficit.
* * *
The TCR on Aug. 14, 2014, reported that Moody's Investors Service
had downgraded the corporate family rating (CFR) of NII Holdings
Inc. ("NII" or "the company") to Caa2 from Caa1. The downgrade
reflects Moody's expectation that bankruptcy filing is more likely
as a result of the company's inability to find a strategic
solution to extend its liquidity. The company is currently not in
compliance with certain financial covenants in its existing debt
obligations which could trigger an event of default for up to $4.4
billion of debt issued by intermediate holding companies NII
Capital Corp. ("NII Capital") and NII International Telecom S.C.A
("NIII Telecom"). At the same time, Moody's has lowered the
probability of default rating (PDR) to Caa2-PD from Caa1-PD while
affirming the SGL-4 speculative grade liquidity. As part of the
rating action, Moody's has also downgraded the unsecured notes at
NII Capital to Caa3 from Caa2 and the unsecured notes at NII
Telecom to Caa1 from B3. Outlook remains negative.
The Aug. 15, 2014 version of the TCR reported that 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.
NORTEL NETWORKS: Toronto Judge Says Bondholders Can't Get Interest
------------------------------------------------------------------
Peg Brickley, writing for The Wall Street Journal, reported that
Justice Frank Newbould, in Toronto, has rejected a bid by
investors to collect interest on some $4 billion of bonds issued
by now-defunct telecommunications company Nortel Networks Corp.
According to the report, Justice Newbould said interest on the
Nortel bonds stopped accruing when the former telecommunications
giant sought protection from its creditors around the world.
About Nortel Networks
Headquartered in Ontario, Canada, Nortel Networks Corporation and
its various affiliated entities provided next-generation
technologies, for both service provider and enterprise networks,
support multimedia and business-critical applications. Nortel did
business in more than 150 countries around the world. Nortel
Networks Limited was the principal direct operating subsidiary of
Nortel Networks Corporation.
On Jan. 14, 2009, Nortel Networks Inc.'s ultimate corporate parent
Nortel Networks Corporation, NNI's direct corporate parent Nortel
Networks Limited and certain of their Canadian affiliates
commenced a proceeding with the Ontario Superior Court of Justice
under the Companies' Creditors Arrangement Act (Canada) seeking
relief from their creditors. Ernst & Young was appointed to serve
as monitor and foreign representative of the Canadian Nortel
Group. That same day, the Monitor sought recognition of the CCAA
Proceedings in U.S. Bankruptcy Court (Bankr. D. Del. Case No.
09-10164) under Chapter 15 of the U.S. Bankruptcy Code.
That same day, NNI and certain of its affiliated U.S. entities
filed voluntary petitions for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10138).
In addition, the High Court of England and Wales placed 19 of
NNI's European affiliates into administration under the control of
individuals from Ernst & Young LLP. Other Nortel affiliates have
commenced and in the future may commence additional creditor
protection, insolvency and dissolution proceedings around the
world.
On May 28, 2009, at the request of administrators, the Commercial
Court of Versailles, France, ordered the commencement of secondary
proceedings in respect of Nortel Networks S.A. On June 8, 2009,
Nortel Networks UK Limited filed petitions in U.S. Bankruptcy
Court for recognition of the English Proceedings as foreign main
proceedings under Chapter 15.
U.S. Bankruptcy Judge Kevin Gross presides over the Chapter 11 and
15 cases. Mary Caloway, Esq., and Peter James Duhig, Esq., at
Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as
Chapter 15 petitioner's counsel.
In the Chapter 11 case, James L. Bromley, Esq., at Cleary Gottlieb
Steen & Hamilton, LLP, in New York, serves as the U.S. Debtors'
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel. The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.
The United States Trustee appointed an Official Committee of
Unsecured Creditors in respect of the U.S. Debtors. An ad hoc
group of bondholders also was organized.
Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Feld LLP, in
New York, and Christopher M. Samis, Esq., at Richards, Layton &
Finger, P.A., in Wilmington, Delaware, represent the Official
Committee of Unsecured Creditors.
An Official Committee of Retired Employees and the Official
Committee of Long-Term Disability Participants tapped Alvarez &
Marsal Healthcare Industry Group as financial advisor. The
Retiree Committee is represented by McCarter & English LLP as
Delaware counsel, and Togut Segal & Segal serves as the Retiree
Committee. The Committee retained Alvarez & Marsal Healthcare
Industry Group as financial advisor, and Kurtzman Carson
Consultants LLC as its communications agent.
Several entities, particularly, Nortel Government Solutions
Incorporated and Nortel Networks (CALA) Inc., have material
operations and are not part of the bankruptcy proceedings.
As of Sept. 30, 2008, Nortel Networks Corp. reported consolidated
assets of $11.6 billion and consolidated liabilities of $11.8
billion. The Nortel Companies' U.S. businesses are primarily
conducted through Nortel Networks Inc., which is the parent of
majority of the U.S. Nortel Companies. As of Sept. 30, 2008, NNI
had assets of about $9 billion and liabilities of $3.2 billion,
which do not include NNI's guarantee of some or all of the Nortel
Companies' about $4.2 billion of unsecured public debt.
Since the commencement of the various insolvency proceedings,
Nortel has sold its business units and other assets to various
purchasers. Nortel has collected roughly $9 billion for
distribution to creditors. Of the total, $4.5 billion came from
the sale of Nortel's patent portfolio to Rockstar Bidco, a
consortium consisting of Apple Inc., EMC Corporation,
Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In
Motion Limited, and Sony Corporation. The consortium defeated a
$900 million stalking horse bid by Google Inc. at an auction. The
deal closed in July 2011.
Nortel has filed a proposed plan of liquidation in the U.S.
Bankruptcy Court. The Plan generally provides for full payment on
secured claims with other distributions going in accordance with
the priorities in bankruptcy law.
Judge Gross and the court in Canada scheduled trials in 2014 on
how to divide proceeds among creditors in the U.S., Canada, and
Europe.
NPC INT'L: S&P Revises Outlook to Negative & Affirms 'B' CCR
------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook to negative
from stable and affirmed its 'B' corporate credit rating on
Overland Park, Kansas-based NPC International Inc. S&P also
affirmed its 'B' issue-level ratings on the company's revolver and
term loan. The '3' recovery rating is unchanged and indicates
S&P's expectation for meaningful (50%-70%) recovery in the event
of a payment default. S&P also affirmed its 'CCC+' issue-level
rating on the senior notes. The '6' recovery rating is unchanged
and indicates S&P's expectation for negligible (0%-10%) recovery
in the event of default.
"The outlook revision reflects our view that NPC's weak operating
performance may persist as competitive challenges have fueled
declining sales. Pizza Hut's comparable-store sales declined 5.6%
in the quarter, while gross margin has declined 210 basis points
in the past year in part because of an increase in commodity costs
including for meat and cheese. As a result, adjusted EBITDA
declined 30% in the year-to-date compared with the prior year
period," said credit analyst Diya Iyer.
The negative outlook reflects S&P's expectation that weak sales
trends and limited cost savings will continue to pressure
operating performance in the next 12 months, causing credit
metrics to further weaken. S&P also expects significant ongoing
industry competition in the coming year.
Downside Scenario
S&P could lower its rating if NPC's operating performance
continues to weaken as a result of negative same-store sales amid
increased competitive pressure -- especially in the pizza industry
-- or if commodity price increases are greater than S&P expects,
causing NPC's gross margin to erode by more than 200 basis points.
S&P thinks this would lead to an EBITDA decline of about 15%,
causing debt leverage to increase to the 6.0x area and pushing
interest coverage toward 2.0x.
Upside Scenario
Although an outlook revision to stable is unlikely over the near
term given S&P's view of NPC's worsening position within the pizza
industry, S&P could consider such an action if the company can
sustain positive same-store sales and stable gross margins,
resulting in leverage in the mid-4.0x range and coverage in the
mid-3.0x range on a sustained basis. S&P would also consider an
outlook revision if private equity owners reduce their ownership
well below a majority stake, lowering company debt and
consequently, interest expense.
PANACHE BEVERAGE: Delays Form 10-Q for Second Quarter 2014
----------------------------------------------------------
Panache Beverage Inc. filed with the U.S. Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its quarterly report on Form 10-Q for the quarter ended
June 30, 2014. The Company stated that certain financial and
other information necessary for an accurate and full completion of
the Form 10-Q could not be provided within the prescribed time
period without unreasonable effort or expense.
The Company expects to report a net gain from operations before
non-controlling interest for the quarter ended June 30, 2014, of
approximately $995,650, compared to a loss of approximately
$953,888 for the quarter ended June 30, 2013. The increase is due
primarily to the Company's second quarter 2014 restructuring.
While net revenues have decreased from approximately $1,425,435
for the quarter ended June 30, 2013, to approximately $655,690 for
the quarter ended June 30, 2014, the results of the restructuring
have significantly decreased operating expenses from $1,478,054
for the quarter ended June 30, 2013, to approximately $495,680 for
the quarter ended June 30, 2014. In addition to the significant
decrease in operating expenses, the restructuring also resulted in
an increase in other income from associated debt restructuring.
About Panache Beverage
New York-based Panache Beverage, Inc., specializes in the
strategic development and aggressive early growth of spirits
brands establishing its assets as viable and attractive
acquisition candidates for the major global spirits companies.
Panache builds its brands as individual acquisition candidates
while continuing to develop its pipeline of new brands into the
Panache portfolio.
Panache Beverage reported a net loss of $4.58 million in 2013
following a net loss of $3.27 million in 2012. The Company's
balance sheet at March 31, 2014, showed $6.05 million in total
assets, $14.36 million in total liabilities and a $8.31 million
total deficit.
In their report on the consolidated financial statements for the
year ended Dec. 31, 2013, Silberstein Ungar, PLLC, expressed
substantial doubt about the Company's ability to continue as a
going concern, citing that the Company has limited working capital
and has incurred losses from operations.
PANTECH CO: Files for Court Receivership
----------------------------------------
Min-Jeong Lee, writing for The Wall Street Journal, reported that
cash-strapped South Korean mobile-phone maker Pantech Co. filed
for court receivership after its latest flagship smartphone failed
to take off. According to the report, the company, in which
Qualcomm Inc. and Samsung Electronics Co. are major foreign
shareholders, has been relying heavily on the South Korean market
to sell its phones, where rivals like Samsung and LG Electronics
Inc. are dominant players.
PEREGRINE FINANCIAL: Sept. 16 Auction Sale for Allowed Claim Set
----------------------------------------------------------------
The following release was issued on Aug. 20 by Reid Collins & Tsai
LLP on behalf of the Receiver:
RECEIVER'S NOTICE OF SALE OF ALLOWED PFG BANKRUPTCY CLAIM
R.J. Zayed, in his capacity as Court-Appointed Receiver for the
Estates of Trevor G. Cook, et al., 09-cv-3332 (MJD/FLN), 09-cv-
3333 (MJD/FLN), 11-cv-574 (MJD/FLN), cases pending in the United
States District Court for the District of Minnesota, will sell
pursuant to 28 U.S.C. Sections 2001- 2004, an allowed claim in the
amount of $10,000,000.00 against the Peregrine Financial Group,
Inc. estate (Bankr. N.D. Ill. 12-27488).
The Receiver will conduct an auction sale of the Allowed PFG Claim
on September 16, 2014 at 1:00 p.m. EDT. The auction will take
place at the offices of Reid Collins & Tsai LLP at One Penn Plaza,
49th Floor, New York, NY 10119; however, bidders will be able to
participate by phone. All bidders must execute terms of sale and
be pre-qualified prior to the auction. The bidding will begin at
$1,355,000.00. Overbids must be increments of at least
$25,000.00. Bidding for the Allowed PFG Claim will continue until
the highest and/or best bid is determined subject to other auction
terms.
Contact: Information about the claim or the auction can be
obtained by contacting Angela Somers at asomers@rctlegal.com (212)
344-5208 or Anne Bahr at abahr@rctlegal.com (212) 946-9405.
About Peregrine Financial
Peregrine Financial Group Inc. filed to liquidate under Chapter 7
of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 12-27488)
on July 10, 2012, disclosing between $500 million and $1 billion
of assets, and between $100 million and $500 million of
liabilities.
Earlier that day, at the behest of the U.S. Commodity Futures
Trading Commission, a U.S. district judge appointed a receiver and
froze the firm's assets. The firm put itself into bankruptcy
liquidation in Chicago later the same day. The CFTC had sued
Peregrine, saying that more than $200 million of supposedly
segregated customer funds had been "misappropriated." The CFTC
case is U.S. Commodity Futures Trading Commission v. Peregrine
Financial Group Inc., 12-cv-5383, U.S. District Court, Northern
District of Illinois (Chicago).
Peregrine's CEO Russell R. Wasendorf Sr. unsuccessfully attempted
suicide outside a firm office in Cedar Falls, Iowa, on July 9.
The bankruptcy petition was signed in his place by Russell R.
Wasendorf Jr., the firm's chief operating officer. The resolution
stated that Wasendorf Jr. was given a power of attorney on July 3
to exercise if Wasendorf Sr. became incapacitated.
Peregrine Financial is the regulated unit of the brokerage
PFGBest.
PSL-NORTH AMERICA: Jindal Tubular to Buy Assets for $100-Mil.
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that PSL - North America LLC, a maker of large-diameter
pipe for the water- and gas-transmission industries, obtained
bankruptcy court authority to to sell its business to Jindal
Tubular USA LLC for $100 million, including assumption of debt.
According to Law360, Jindal's bid was the only bid after no
qualified bidders emerged to challenge the stalking horse bid by
the Aug. 11 deadline. The pipe maker cancelled the auction,
Law360.
To address an objection by pre-bankruptcy lender Standard
Chartered Bank, Jindal Tubular previously agreed to increase the
cash component of the purchase price by $4 million to $104
million, Mr. Rochelle said, citing a court order. PSL said all
but one objection to the sale has been resolved, Mr. Rochelle
added.
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.
PSL-NORTH AMERICA: Duff & Phelps Approved as Investment Banker
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
PSL-North America LLC, et al. to employ Duff & Phelps Securities,
LLC as investment banker and financial advisor.
As reported in the Troubled Company Reporter on July 25, 2014,
Standard Chartered Bank, Dubai International Financial Centre
Branch (Regulated by the Dubai Financial Services Authority), a
creditor and party-in-interest, submitted a limited objection to
the request of the Debtors to employ Duff & Phelps.
SCB DIFC's stated that the objection arose in connection with the
sources from which Duff & Phelps will be compensated.
Specifically, SCB DIFC objected to payment of any of the firm's
fees and expenses, including any success fee that may be due to
Duff & Phelps under the sale motion, from SCB DIFC's collateral or
collateral proceeds.
As reported in the TCR on July 8, 2014, Duff & Phelps will provide
the Debtors these services in connection with a possible sale of
the Debtors' assets:
(a) review and analyze the financial and operating statements
of the Debtors;
(b) review and analyze the Debtors' financial projections;
(c) assist the Debtors in evaluating, structuring, negotiating
and implementing the terms (including pricing) and
conditions of any sale;
(d) assist the Debtors in preparing descriptive material to be
provided to potential parties to a sale;
(e) prepare a lists of potential purchasers and present it to
the Debtors;
(f) with the assistance of the Debtors, prepare a teaser and a
confidential information memorandum and a summary which
will be discussed with and approved by the Debtors;
(g) contact potential purchasers to solicit their interest in a
sale and to provide them with the confidential information
memorandum under a confidential disclosure agreement which
has been approved by the Debtors;
(h) participate in due diligence visits, meetings and
consultations between the Debtors and interested potential
purchasers and coordinate distribution of all information
related to a sale with such parties;
(i) assist the Debtors in evaluating offers, indications of
interest, and definitive contracts; and
(j) otherwise assist the Debtors, their attorneys and
accountants, as necessary, through closing on a best
efforts basis.
Additionally, Duff & Phelps, in its capacity as financial advisor,
will advise and assist the Debtors' management with the following
services:
(a) review, or prepare, a 13-week financial projection;
(b) review and monitor the Debtors' 13-week and longer term
liquidity, including monitoring of the Debtors' weekly cash
flows and preparation of a weekly variance report comparing
the Debtors' actual to budgeted results;
(c) work with the Debtors and their senior management to
identify and implement short-term and long-term liquidity
generating initiatives;
(d) assist the Debtors in evaluating and implementing financial
and strategic alternatives;
(e) work with the Debtors and their senior management to
oversee operations of the Debtors through execution of any
selected course of action;
(f) advise and assist the Debtors' management in their
preparation of financial information that may be required
by the Court and the Debtors' creditors and other
stakeholders, and in coordinating communications with the
parties in interest and their respective advisors;
(g) advise on and challenge management's assumptions and
amounts to be included in the Debtors' business plans, cash
flow forecasts and financial projections. Such business
plans, cash flow forecasts and financial projections will
be the responsibility of and be prepared by the management
of the Debtors;
(h) advise and assist the Debtors' management and counsel in
preparing for, meeting with and presenting information to
parties-in-interest and their respective advisors; and
(i) advise and assist management in its development of the
Debtors' hypothetical liquidation analysis for purposes of
its plan of reorganization, by advising on and challenging
management's assumptions and amounts to be included in the
Debtors' hypothetical liquidation analysis. Such
hypothetical liquidation analysis, including all
assumptions, will be the responsibility of and be prepared
by management of the Debtors.
As compensation for the M&A Services, Duff & Phelps will receive:
* A monthly fee of $50,000, which will be paid on every
30th day through the earlier of (i) termination of the
agreement between the Debtors and Duff & Phelps in
accordance with the terms of the Engagement Letter; or
(ii) the effective date of a sale of the Debtors,
provided, however, that in no event will the Debtors pay
more than six monthly payments to Duff & Phelps,
beginning with the first payment made by the Debtors at
the execution of the Engagement Letter, without further
agreement of the parties and approval by the Court.
* If a sale occurs (i) either during the terms of Duff &
Phelps' engagement hereunder or (ii) at any time during
the 12 month period following the effective date of
termination of Duff & Phelps' engagement hereunder, the
Company agrees to pay Duff & Phelps a nonrefundable
transaction fee equal to a minimum of $700,000, plus 2.5%
of any sale above $40 million.
* Any monthly fees paid will be credited 100% against the
transaction fee. The transaction fee is payable in cash
concurrently with the closing of the sale.
As compensation for the financial advisory services, Duff & Phelps
will receive:
* Fees and expenses for services will be based on the
agreed upon hourly rates, which are 75% of Duff & Phelps'
standard hourly rates. The adjusted hourly rates are:
Managing Directors $735
Directors $664
Vice Presidents $529
Associates $401
Analysts $278
Admin $113
* Duff & Phelps will also bill the Debtors for reasonable
third party out-of-pocket and incidental expenses as
documented for travel, meals, lodging, computer &
research charges, virtual data room set-up and
maintenance, reasonable attorney fees and other
miscellaneous expenses incurred.
In connection with its retention for prepetition services, Duff &
Phelps received payment of $1,174,685 as payment for fees and
expenses incurred or expected to be incurred under the performance
of the Engagement Letter. In connection with its retention for
postpetition services, Duff & Phelps received a $345,545 retainer.
Lisa B. Neimark, managing director of Duff & Phelps, 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.
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 LL disclosed $93,343,085 in assets and
$204,025,409 in liabilities as of the Chapter 11 filing. 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.
PSL-NORTH AMERICA: Files Schedules of Assets and Liabilities
------------------------------------------------------------
PSL-North America LLC filed with U.S. Bankruptcy Court for the
District of Delaware its schedules of assets and liabilities,
disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $0
B. Personal Property $93,343,085
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $114,363,782
E. Creditors Holding
Unsecured Priority
Claims $743
F. Creditors Holding
Unsecured Non-Priority
Claims $89,660,884
----------- -----------
Total $93,343,085 $204,025,409
A copy of the schedules filed Aug. 1, 2014, is available for free
at http://bankrupt.com/misc/PSL-NORTHAMERICA_133_sal.pdf
According to the Debtors' case docket, the U.S. Trustee held and
concluded on Aug. 15, 2014, the meeting of creditors in the
Debtors' cases.
The Debtors' deadline to file schedules of assets and liabilities,
and statement of financial affairs was extended by the Court to
Aug. 1.
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.
PSL-NORTH AMERICA: Proposes Key Employee Incentive Plan
-------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware will
convene a hearing on Aug. 27, 2014, at 2:00 p.m., to consider PSL-
North America LLC, et al.'s motion for authorization to implement
a key employee retention plan.
According to the Debtors, the retention plan is intended to assist
the Debtors in retaining the employees necessary to maintain
business operations and fulfill their obligations as debtors-in-
possession while they endeavor to maximize value through a
successful sale process. Its participants initially include six
employees, with the option to include additional key employees
through use of a discretionary pool, none of which constitute an
insider of the Debtors. The retention plan provides a bonus of
30% of each participant's base salary provided that the terms of
the retention plan have been satisfied.
In addition, the retention plan provides for a $193,700
discretionary pool to be used to provide retention benefits to
other key non-insider employees. The retention plan has an
estimated cost of $359,000. Other terms of the retention plan,
include:
1. Payment: 50% of a participant's KERP bonus will be payable
upon the closing date of a transaction involving the sale of
substantially all of the Debtors' assets; provided that the KERP
Participant has accepted employment with the purchaser of the
Debtors' assets. The remaining 50% of a participant's KERP Bonus
will paid on Dec. 1, 2014, provided that the KERP participant
remains employed by the purchaser as of that date.
2. The discretionary KERP Pool not to exceed $193,700 in the
aggregate will be made available to the CEO to award retention
bonuses in his discretion to key employees who are neither
insiders nor the six employees initially identified as KERP
Participants.
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 LL disclosed $93,343,085 in assets and
$204,025,409 in liabilities as of the Chapter 11 filing. 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.
PT-1 COMMUNICATIONS: 2nd Circ. Axes $3.8M Tax Refund Case
---------------------------------------------------------
Law360 reported that the Second Circuit overturned a $3.8 million
tax refund award, the result of deals made more than a decade ago,
given to a trustee of bankrupt PT-1 Communications Inc. after
finding the bankruptcy court that awarded the money didn't have
the authority to determine the refund claim. According to the
report, Edward Bond, PT-1's liquidating trustee and a
representative of the company's bankruptcy estate, filed and
received the claim from the U.S. Bankruptcy Court for the Eastern
District of New York, but the Second Circuit pointed out that tax
refund claims in bankruptcy must be filed with the Internal
Revenue Service by the bankruptcy trustee, an individual who is
distinct from the liquidating trustee.
The case is U.S. v. Edward P. Bond, Liquidating Trustee of the
Liquidating Trust U/A/W PT1 Communications Inc., case number 12-
4803, in the U.S. Court of Appeals for the Second Circuit.
PT-1 Communications, Inc., PT-1 Long Distance, Inc., and PT-1
Technologies, Inc., sought chapter 11 protection (Bankr. E.D.N.Y.
Case Nos. 01-12655, 01-12658, and 01-12660) on March 9, 2001. The
Debtors filed their Second Amended Joint Plan of Reorganization
dated as of Aug. 31, 2004, and the Bankruptcy Court confirmed
that plan on Nov. 23, 2004.
Laurence May, Esq., and Greg Friedman, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, P.A., in New York, represent Edward P.
Bond, the Liquidating Trustee of the Liquidating Trust U/A/W PT-1
Communications, Inc., PT-1 Long Distance, Inc., and PT-1
Technologies, Inc.
RIVER CITY RENAISSANCE: DSI Employment Terms Revised
----------------------------------------------------
River City Renaissance, LC, and River City Renaissance III, LC,
amended the application to employ Development Specialists, Inc.,
as liquidating representative -- including providing the services
of Joseph J. Luzinski to serve as the DSI professional primarily
responsible for the engagement -- filed in the U.S. Bankruptcy
Court for the Eastern District of Virginia.
In the Debtors' amended application, Mr. Luzinski will also owe
fiduciary duties to the Debtors' bankruptcy estates and that he,
along with DSI, will be the primary designee on behalf of the
Debtors. Among those duties and responsibilities, Mr. Luzinski
and DSI will appear at the Debtors' Section 341 Meeting of
Creditors as the Debtor-Designee, make operational decisions on
the Debtors' behalf, and operate and control the Debtors' bank
accounts, including, without limitation, the approval of all
advances and expenditures on the Debtors' behalf, as directed
by Judge Huennekens on Aug. 1, 2014.
As reported in the Troubled Company Reporter on Aug. 15, 2014,
the Debtors sought authority from the Court to hire the firm to
provide reorganization and liquidation management services.
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: Trustee Wants Bid To Victim Info Nixed
------------------------------------------------------------
Law360 reported that the trustee charged with liquidating Scott
Rothstein's law firm told a Florida federal judge and a bankruptcy
judge that he shouldn't have to provide allegedly sealed
information to 55 investors victimized by Rothstein's $1.2 billion
Ponzi scheme. According to the report, counsel for Michael I.
Goldberg, the liquidating trustee, told the courts that several
interrogatories by Razorback Funding LLC regarding the approval of
a settlement with the federal government pending before the
bankruptcy court seek the disclosure of victims' data that falls
under the protection of a seal order and a protective order.
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.
RP CROWN: S&P Lowers CCR to 'B-' on Weak Operating Performance
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its
corporate credit rating on Scottsdale, Ariz.-based RP Crown Parent
LLC to 'B-' from 'B'. The outlook is negative.
"At the same time, we lowered our issue-level rating on the
company's first-lien senior secured credit facilities to 'B' from
'B+'; the '2' recovery rating is unchanged and indicates our
expectation for substantial recovery (70% to 90%) in the event of
payment default. We also lowered our issue-level rating on its
second-lien term loan to 'CCC' from 'CCC+'; the '6' recovery
rating is unchanged and indicates our expectation for negligible
recovery (0% to 10%) in the event of payment default, S&P noted.
"The rating action reflects license sales and profits that are
lower than expected, which has precluded the leverage reduction we
had anticipated," said Standard & Poor's credit analyst Christian
Frank. "We now expect leverage to rise to the 10x area in 2014
from 8.9x in 2013 and that cash flow after all debt service will
be meaningfully negative," added Mr. Frank.
The negative outlook reflects the potential downside risk to the
rating if JDA's sales and professional services efforts do not
result in improved operating results in 2015, with higher software
license sales, lower leverage, and positive cash generation.
For the first half of 2014, revenues fell partly because of a
double-digit decline in license sales from already low 2013
levels. Important factors leading to this result were a change in
the sales model to focus on larger, more complex engagements with
longer sales cycles, and post-sale implementation issues on legacy
contracts that have delayed new purchases from affected customers.
Realized cost savings mitigated the revenue decline in the first
half, such that EBITDA was roughly flat from the prior year, but
S&P expects full-year 2014 EBITDA to decline as the year-over-year
improvement in costs is less significant in the second half, and
as license sales remain below 2013 levels. S&P also expects that
JDA will have negative free operating cash flow.
S.B. RESTAURANT: Has Going-Concern Buyer in Chalak Mitra Unit
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Elephant Bar, a chain of 29 restaurants in seven
states, will be sold to CM7 Capital Partners LLC, an affiliate of
Chalak Mitra Group, for about $1.25 million in cash. The buyer
will aso pay designated claims to vendors and assume specified
liabilities, the report related.
According to the report, originally, the buyer was to be Cerberus
Business Finance LLC, as agent for the pre-bankruptcy and post-
bankruptcy lenders, but Cerberus bowed out when CM7 offered to
sign a contract and operate the chain. Included among assumed
liabilities is an exit financing credit agreement, under which
Cerberus will lend as much as $18.3 million to finance operations,
the report said.
S.B. Restaurant Co. dba Elephant Bar Global Grill/Wok Kitchen, now
a chain of 29 restaurants in seven states, filed a petition for
Chapter 11 protection (Bankr. C.D. Cal. Case No. 14-13778)
on June 17, 2014, in Santa Ana, California. The case is assigned
to Judge Erithe A. Smith.
The Debtors' counsel is Jeffrey N Pomerantz, Esq., and John W.
Lucas, Esq., at Pachulski Stang Ziehl & Jones LLP, in Los Angeles,
California. The Debtors' chief restructuring officers are from
Deloitte Transactions & Business Analytics LLP, while their
investment banker is Mastodon Ventures, Inc. The Debtors'
noticing claims and balloting agent is Rust Consulting Omni
Bankruptcy.
SANOHO DEVELOPMENT: Case Summary & 12 Top Unsecured Creditors
-------------------------------------------------------------
Debtor: Sanoho Development, LLC
3345 Wilshire Blvd., Ste. 801
Los Angeles, CA 90010
Case No.: 14-25908
Chapter 11 Petition Date: August 19, 2014
Court: United States Bankruptcy Court
Central District Of California (Los Angeles)
Judge: Hon. Sheri Bluebond
Debtor's Counsel: Bryan Diaz, Esq.
BRYAN DIAZ LAW, APC
701 E. Santa Clara St, Suite 24
Ventura, CA 93001
Tel: 805-652-1284
Fax: 805-832-6541
Email: bryan@bryandiazlaw.onmicrosoft.com
Total Assets: $6.10 million
Total Liabilities: $6.51 million
The petition was signed by Ho Sang Yim, managing member.
A list of the Debtor's 12 largest unsecured creditors is available
for free at http://bankrupt.com/misc/cacb14-25908.pdf
SENSATA TECHNOLOGIES: Moody's Puts B2 CFR on Review for Downgrade
-----------------------------------------------------------------
Moody's Investors Service placed under review for downgrade
Sensata Technologies B.V.'s ("Sensata") Ba2 Corporate Family
Rating (CFR), Ba2-PD Probability of Default Rating (PDR), the Baa2
ratings on the company's senior facilities (revolver and term
loan), and the Ba3 rating on its senior unsecured notes. The
review for downgrade follows the company's announcement that it
will be acquiring the Schrader International (Schrader), also
known as August Cayman (Rated B2 CFR), from Madison Dearborn
Partners, LLC for a total enterprise value of $1 billion in a debt
financed acquisition. Schrader is a global provider of tire
pressure monitoring sensors. Sensata's SGL-1 speculative grade
liquidity rating remains unchanged but could change as the
combined company's liquidity profile becomes more clear.
Ratings Rationale
Sensata's Ba2 CFR has been based on a number of factors including
the company's leverage on a Moody's adjusted basis of
approximately 2.9x for the LTM period ended June 30, 2014. The
acquisition is anticipated to increase leverage by around 1.25
turns and result in leverage of over 4x on a Moody's adjusted
basis. This leverage level is high for the ratings category and
would place the company close to reaching the downward rating
driver of 4.5x published in Moody's research. Accordingly, there
would be little room for the company to miss its projections
without placing additional pressure on the rating. In Moody's
review of Sensata's ratings, Moody's will consider the company's
acquisition strategy including its willingness to make additional
large debt financed acquisitions particularly given that the
Schrader acquisition is larger than Moody's had anticipated and
given the lack of equity to be used in funding the transaction.
Moody's will also consider the business profile of the combined
company and Sensata's ability to delever its balance sheet post
the acquisition.
On Review for Possible Downgrade:
Issuer: Sensata Technologies B.V.
Probability of Default Rating, Placed on Review for Downgrade,
currently Ba2-PD
Corporate Family Rating, Placed on Review for Downgrade,
currently Ba2
Senior Secured Bank Credit Facility May 12, 2016, Placed on
Review for Downgrade, currently Baa2
Senior Secured Bank Credit Facility May 12, 2019, Placed on
Review for Downgrade, currently Baa2
Senior Unsecured Regular Bond/Debenture May 15, 2019, Placed on
Review for Downgrade, currently Ba3
Senior Unsecured Regular Bond/Debenture Oct 15, 2023, Placed on
Review for Downgrade, currently Ba3
Outlook Actions:
Issuer: Sensata Technologies B.V.
Outlook, Changed To Rating Under Review From Stable
The principal methodology used in this rating was Global
Manufacturing Companies published in July 2014. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.
Sensata Technologies B.V. is an indirect wholly-owned subsidiary
of Sensata Technologies Holding N.V., a globally diversified
manufacturer of sensors and controls products for mission critical
applications across a variety of end markets, including
automotive, aerospace, HVAC, and general industrial markets. The
company's products include sensors measuring pressure, force, and
speed, and thermal and magnetic-hydraulic circuit breakers and
switches. LTM revenue as of 6/30/14 was approximately $2.1
billion. Schrader International (August Cayman Intermediate
Holdco, Inc.) is a manufacturer of Tire Pressure Monitoring
Systems ("TPMS"), Fluid Control Components and Tire Hardware &
Accessories for the automotive and industrial original equipment
market and aftermarket. The company generated 2013 revenue of
approximately $455 million and is owned by affiliates of Madison
Dearborn Partners.
SCHRADER INT'L: Sensata Tech Deal No Impact on Moody's 'B2' CFR
---------------------------------------------------------------
Moody's Investors Service said the announced acquisition of
Schrader International (August Cayman Intermediate Holdco, Inc.)
by Sensata Technologies Holdings N.V. has no immediate impact on
Schrader's ratings, including the company's B2 Corporate Family
Rating and stable outlook.
Schrader International is a manufacturer of Tire Pressure
Monitoring Systems ("TPMS"), Fluid Control Components and Tire
Hardware & Accessories for the automotive and industrial original
equipment market and aftermarket. The company generated 2013
revenue of approximately $455 million and is owned by affiliates
of Madison Dearborn Partners.
SHIROKIA DEVELOPMENT: Hires Delbello Donnellan as Attorneys
-----------------------------------------------------------
Shirokia Development LLC seeks authority from the U.S. Bankruptcy
Court for the Eastern District of New York to employ Delbello
Donnellan Weingarten Wise & Wiederhekr, LLP, as attorneys to file
and prosecute its Chapter 11 case and all related matters.
The professional services DDWWW will render to the Debtor include
the following:
(a) To give advice to the Debtor with respect to its powers and
duties as Debtor-in-Possession and the continued management
of its property and affairs.
(b) To negotiate with creditors of the Debtor and work out a
plan of reorganization and take the necessary legal steps
in order to effectuate such a plan including, if need be,
negotiations with the creditors and other parties in
interest.
(c) To prepare the necessary answers, orders, reports and other
legal papers required for the Debtor's protection from its
creditors under Chapter 11 of the Bankruptcy Code.
(d) To appear before the Bankruptcy Court to protect the
interest of the Debtor and to represent the Debtor in all
matters pending before the Court.
(e) To attend meetings and negotiate with representatives of
creditors and other parties in interest.
(f) To advise the Debtor in connection with any potential
refinancing of secured debt and any potential sale of the
Debtor's assets.
(g) To represent the Debtor in connection with obtaining
postpetition financing, if necessary.
(h) To take any necessary action to obtain approval of a
disclosure statement and confirmation of a plan of
reorganization.
(i) To perform all other legal services for the Debtor which
may be necessary for the preservation of the Debtor's
estate and to promote the best interests of the Debtor, its
creditors and the estate.
The firm will be paid the following hourly rates: $375 to $550 for
attorneys and $150 for paraprofessionals. The firm will also be
reimbursed for any necessary out-of-pocket expenses. The firm has
received a prepetition retainer payment from the Debtor in the
amount of $12,572 on account of legal services and expenses in
conjunction with the filing of the Chapter 11 case.
Dawn Kirby, Esq., a partner at Delbello Donnellan Weingarten Wise
& Wiederhekr, LLP, in White Plains, New York, assures the Court
that her firm is a "disinterested person" as the term is defined
in Section 101(14) of the Bankruptcy Code and does not represent
any interest adverse to the Debtors and their estates
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 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.
SHIROKIA DEVELOPMENT: Wants Ch. 11 Case Moved to Eastern N.Y.
-------------------------------------------------------------
Shirokia Development LLC asks the U.S. Bankruptcy Court for the
Eastern District of New York to enter an order directing the Clerk
of the Court to transfer the venue of the Debtor's bankruptcy case
to the Eastern District of New York, Brooklyn Division. The
Debtor says its case was mistakenly filed in the Southern District
of New York.
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 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.
SHOTWELL LANDFILL: Can Hire Sigmon Law Firm as Special Counsel
--------------------------------------------------------------
The Hon. Stephani W. Humrickhouse of the U.S. Bankruptcy Court
for the Eastern District of North Carolina authorized Shotwell
Landfill Inc., Capitol Recyling LLC and Shotwell Transfer Station
II Inc. to employ and appoint C. Miller Sigmon, Esq., and The
Sigmon Law Firm P.A. as their special counsel.
The Debtors selected Mr. Sigmon and the Firm as special counsel
for representation in collection cases. Currently there is a
pending collection matter in Wake County District Court captioned
Capitol Recycling, LLC v. Yard-Nique, Inc., Case No. 13 CVD
165914. Mr. Sigmon and the Firm will continue to represent the
Debtor in this matter and other collection related matters that
may arise.
The Debtors agreed to pay a contingency fee basis of 25% of what
is collected to the firm.
The Debtors assured the Court that the firm is "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
C. Miller Sigmon, Esq.
Principal
THE SIGMON LAW FIRM, P.A.
1100 Navaho Drive, Suite 112
Raleigh, NC 27609
Tel: (919)855-8900
Fax: (919)855-8966
Email: legal@sigmonlaw.com
About Shotwell Landfill, Inc.
Raleigh, North Carolina-based Shotwell Landfill, Inc., filed a
Chapter 11 petition (Bankr. E.D.N.C. Case No. 13-02590) in Wilson
on April 19, 2013. Blake P. Barnard, Esq., William P. Janvier,
Esq., and Samantha Y. Moore, Esq., at the Janvier Law Firm, PLLC,
in Raleigh, N.C., represent the Debtor as counsel. William W.
Pollock, Esq., at Ragsdale Liggett PLLC, in Raleigh, N.C.,
represents the Debtor as special counsel.
The Debtor, in its amended schedules, disclosed $23,235,236 in
assets and $10,049,020 in liabilities.
The Bankruptcy Administrator was unable to appoint an official
committee of unsecured creditors in the Debtor's case.
SHOTWELL LANDFILL: Capitol Taps Ragsdale as Special Counsel
-----------------------------------------------------------
Capitol Recycling LLC, an affiliate of Shotwell Landfill Inc.,
asks the U.S. Bankruptcy Court for the Eastern District of
Carolina for permission to employ William W. Pollock, Esq., and
Ragsdale Liggett PLLC as its special counsel.
The Debtors select Mr. Pollock and the Firm as special counsel for
a pending matter in Wake County Superior Court captioned Waste
Industries, LLC v. Grant Kiser and Capitol Recycling, LLC, Case
No. 12 CVS 008633. Mr. Pollock and the Firm will continue to
represent the Debtor in this matter and any bankruptcy matter
related to the Waste Industries, LLC claim. Mr. Pollock and the
Firm will also represent the Debtor in the bankruptcy matter
related to the claims of James M. Barnes.
The firm will charge $325 per hour for partners, $165 per hour for
associates, and $125 per hour for paralegals.
According to court documents, Mr. Pollock and the firm are owed
$6,045 by the Debtor for pre-petition work and expenses. Mr.
Pollock and the Firm are owed $1,487 by the Debtor for post-
petition work and expenses.
The Debtor assures the Court that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
William W. Pollock, Esq.
RAGSDALE LIGGETT PLLC
2840 Plaza Place, Suite 400
Raleigh, NC 27612
Tel: 919-881-2224
Fax: 919-783-8991
Email: bpollock@rl-law.com
About Shotwell Landfill, Inc.
Raleigh, North Carolina-based Shotwell Landfill, Inc., filed a
Chapter 11 petition (Bankr. E.D.N.C. Case No. 13-02590) in Wilson
on April 19, 2013. Blake P. Barnard, Esq., William P. Janvier,
Esq., and Samantha Y. Moore, Esq., at the Janvier Law Firm, PLLC,
in Raleigh, N.C., represent the Debtor as counsel. William W.
Pollock, Esq., at Ragsdale Liggett PLLC, in Raleigh, N.C.,
represents the Debtor as special counsel.
The Debtor, in its amended schedules, disclosed $23,235,236 in
assets and $10,049,020 in liabilities.
The Bankruptcy Administrator was unable to appoint an official
committee of unsecured creditors in the Debtor's case.
SHOTWELL LANDFILL: Wants to Hire Battle Winslow as Special Counsel
------------------------------------------------------------------
Shotwell Landfill Inc. and its debtor-affiliates ask the U.S.
Bankruptcy Court for the Eastern District of North Carolina for
permission to employ Joseph N. Callaway, Esq., and his law firm
Battle Winslow Scott and Wiley P.A. as their special counsel.
The firm is expected to:
a. investigate the contract and financial affairs of the Debtor
and its dealings and contacts with, among and between Mr.
David Cook, Waste Management, Inc. and LSCG Fund 18 LLC;
b. serve as primary counsel in preference and fraudulent
transfer investigation and subsequent litigation;
c. aid the court restructuring officer in the investigation and
filing of other contested motions, objections, adversary
proceedings, and state and federal court litigation,
including the matters outlined above;
d. counsel the CRO on other legal matters pertaining to the
estate;
e. prepare on behalf of the Debtors and the CRO all pleadings,
discovery, orders, reports, and other papers as may be
advisable and necessary;
f. investigate the financial affairs of the Debtor; and
g. perform other legal services for the Debtors and the CRO as
the CRO may request and are reasonably necessary in the
course of the case.
The Debtors tell the Court that Mr. Callaway charges $375 per hour
for services rendered. The firm's other professionals and their
compensation rates:
Scott McKellar Partner Attorney $300
Dudley Whitley Partner Attorney $300
Paula Shearon Law Specialist $225
Marlo Ricks Law Litigation $225
Judy Sullivan Paralegal $100
Rebecca Weaver Paralegal $100
Mary Craig Paralegal $100
The Debtor assures the Court that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
BATTLE, WINSLOW, SCOTT & WILEY, P.A.
P.O. Box 7100
2343 Professional Drive
Rocky Mount, NC 27804-0100
Tel: 252-937-2200
Fax: 252-937-8100
Email: smckellar@bwsw.com
dwhitley@bwsw.com
pshearon@bwsw.com
About Shotwell Landfill, Inc.
Raleigh, North Carolina-based Shotwell Landfill, Inc., filed a
Chapter 11 petition (Bankr. E.D.N.C. Case No. 13-02590) in Wilson
on April 19, 2013. Blake P. Barnard, Esq., William P. Janvier,
Esq., and Samantha Y. Moore, Esq., at the Janvier Law Firm, PLLC,
in Raleigh, N.C., represent the Debtor as counsel. William W.
Pollock, Esq., at Ragsdale Liggett PLLC, in Raleigh, N.C.,
represents the Debtor as special counsel.
The Debtor, in its amended schedules, disclosed $23,235,236 in
assets and $10,049,020 in liabilities.
The Bankruptcy Administrator was unable to appoint an official
committee of unsecured creditors in the Debtor's case.
SILVERSUN TECHNOLOGIES: Reports Profitable 2nd Quarter Results
--------------------------------------------------------------
Mark Meller, Chairman and CEO of SilverSun, issued a statement
regarding the Company's second quarter results for the three and
six months ended June 30, 2014: "We are very pleased to report a
very strong quarter reflecting notable sales and earnings growth.
In fact, this marks our eleventh consecutive quarter of double-
digit revenue increases and puts us firmly on pace to exceed a
record $23+ million in total revenues for the full year. We are
especially pleased with our efforts to grow monthly recurring
revenues stemming from our expanding line of proprietary managed
services offerings. The results clearly demonstrate and validate
that our business growth strategies are indeed working and that we
are building meaningful momentum in enhancing our Company's long
term value for our many trusted stakeholders. Our focus in the
coming months will be to increase our operating margins by
rationalizing our expenses with our current level of sales."
Net income for the three months ended June 30, 2014, was $59,890,
or $0.00 earnings per basic and diluted share, compared to net
income of $62,185, or 0.00 earnings per basic and diluted share
for the same period a year ago.
Net income for the six months ended June 30, 2014, totaled
$180,631, or $0.00 per basic and diluted share, rising from net
income of $177,715, or $0.00 loss per basic and diluted share for
the same period during the prior year.
As of June 30, 2014, the Company had $938,541 in cash and cash
equivalents; $1,785,932 in accounts receivable; long term debt of
$330,237; and total stockholders' deficit of $117,638.
A copy of the press statement is available for free at:
http://is.gd/xC0g2r
About SilverSun
Livingston, N.J.-based SilverSun Technologies, Inc., formerly
known as Trey Resources, Inc., focuses on the business software
and information technology consulting market, and is looking to
acquire other companies in this industry. SWK Technologies, Inc.,
the Company's subsidiary and the surviving company from the
acquisition and merger with SWK, Inc., is a New Jersey-based
information technology company, value added reseller, and master
developer of licensed accounting and financial software published
by Sage Software. SWK Technologies also publishes its own
proprietary supply-chain software, the Electronic Data Interchange
(EDI) solution "MAPADOC." SWK Technologies sells services and
products to various end users, manufacturers, wholesalers and
distribution industry clients located throughout the United
States, along with network services provided by the Company.
Silversun Technologies posted net income of $322,548 on $17.40
million of net total revenues for the year ended Dec. 31, 2013, as
compared with a net loss of $1.23 million on $13.17 million of net
total revenues for the year ended Dec. 31, 2012.
SKILLED HEALTHCARE: Moody's Keeps CFR on Genesis Healthcare Deal
----------------------------------------------------------------
Moody's Investors Service said that the announced combination of
Skilled Healthcare Group Inc. with Genesis Healthcare (FC-Gen
Operations Investment, B3 stable) has no immediate impact on
Skilled Healthcare's ratings, including the company's B2 Corporate
Family Rating and stable outlook.
Headquartered in Foothill Ranch, CA, Skilled Healthcare Group,
Inc. operates long-term care facilities and provides a variety of
post-acute care services. The company operates skilled nursing
facilities ("SNF"), assisted living facilities, hospice and home
health locations. Further, the company provides ancillary services
such as physical, occupational and speech therapy in its
facilities and unaffiliated facilities as well as is a member of a
joint venture providing institutional pharmacy services in Texas.
Skilled Healthcare recognized revenues of approximately $831
million for the last twelve months ended June 30, 2014. Skilled
Healthcare is a publicly traded company (NYSE: SKH).
SPECTRASCIENCE INC: Posts $1.17 Million Net Loss in Q2 2014
-----------------------------------------------------------
SpectraScience, Inc., posted a net loss of $1,170,343 on $0
revenues for the three months ended June 30, 2014, against a net
loss of $663,930 on revenues of $120,000 for the same period in
2013.
SpectraScience posted a net loss of $4,420,500 on $0 revenues for
the six months ended June 30, 2014, against a net loss of
$3,287,026 on revenues of $120,000 for the same period in 2013.
The Company had total assets of $2,472,810 against total
liabilities, all current, of $8,260,898 at June 30, 2014.
The Company expects to incur significant additional operating
losses through at least the end of 2014, as it completes proof-of-
concept trials, conducts outcome-based clinical studies and
increases sales and marketing efforts to commercialize the
WavSTAT4 Systems in Europe. If the Company does not receive
sufficient funding, there is substantial doubt that the Company
will be able to continue as a going concern.
The Company said it may incur unknown expenses or may not be able
to meet its revenue forecast, and one or more of these
circumstances would require the Company to seek additional
capital. The Company may not be able to obtain equity capital or
debt funding on terms that are acceptable. Even if the Company
receives additional funding, such proceeds may not be sufficient
to allow the Company to sustain operations until it becomes
profitable and begins to generate positive cash flows from
operations.
As of June 30, 2014, the Company had a working capital deficit of
$7,225,921 and cash of $443,788, compared to a working capital
deficit of $4,080,488 and cash of $236,597 as of December 31,
2013. In December 2011, the Company entered into an Engagement
Agreement with Laidlaw & Company (UK) Ltd., which Engagement
Agreement was amended in July 2012.
Under the Engagement Agreement, Laidlaw agreed to assist the
Company in raising up to $20.0 million in capital over a two year
period from the date of the Engagement Agreement. Subsequent to
June 30, 2013, the Company has engaged other agents to assist the
Company with raising capital and has commenced raising capital on
its own.
During the six months ended June 30, 2014, the Company raised
$1,376,376, net of transaction costs of $130,000, under these
agreements. However, if the Company does not receive additional
funds in a timely manner, the Company could be in jeopardy as a
going concern.
The Company warned it may not be able to find alternative capital
or raise capital or debt on terms that are acceptable.
Management believes that if the events defined in the Engagement
Agreements occur as expected, or if the Company is otherwise able
to raise a similar level of funds, such proceeds will be
sufficient to allow the Company to sustain operations until it
attains profitability and positive cash flows from operations.
However, the Company may incur unknown expenses or may not be able
to meet its revenue expectations requiring it to seek additional
capital. In such event, the Company may not be able to find
capital or raise capital or debt on terms that are acceptable.
The holders of Convertible Debentures control the conversion of
the Convertible Debentures and certain of the Convertible
Debentures were not converted at their maturity constituting a
potential default on the matured, but unconverted, Convertible
Debentures. In the event of such default, principal, accrued
interest and other related costs are immediately due and payable
in cash.
As of June 30, 2014, Convertible Debentures with a face value of
$1,334,738 held by 33 individual investors are in default. None of
these investors have served notice of default on the Convertible
Debentures held by them.
A copy of the Company's Form 10-Q Report filed with the Securities
and Exchange Commission is available at http://is.gd/xD0UNX
About SpectraScience
SpectraScience, Inc. (OTC QB: SCIE) is a San Diego based medical
device company that designs, develops, manufactures and markets
spectrophotometry systems capable of determining whether tissue is
normal, pre-cancerous or cancerous without physically removing
tissue from the body. The WavSTAT(TM) Optical Biopsy System uses
light to optically scan tissue and provide the physician with an
immediate analysis.
On November 6, 2007, the Company acquired the assets of Luma
Imaging Corporation in an equity transaction accounted for as an
acquisition of assets and now operates LUMA as a wholly-owned
subsidiary of the Company.
As reported in the TCR on April 25, 2013, McGladrey LLP, in Des
Moines, Iowa, in its report on the Company's financial statements
for the year ended Dec. 31, 2012, said the Company has suffered
recurring losses from operations and its ability to continue as a
going concern is dependent on the Company's ability to attract
investors and generate cash through issuance of equity instruments
and convertible debt. "This raises substantial doubt about the
Company's ability to continue as a going concern."
On Feb. 3, 2014, SpectraScience dismissed McGladrey as the
Company's independent registered accounting firm effective
immediately, and engaged HJ Associates & Consultants, LLP, as
replacement accounting firm.
ST. MARY'S HOSPITAL: Moody's Affirms 'Ba2' Rating on $21MM Bonds
----------------------------------------------------------------
Moody's Investors Service has affirmed Saint Mary's Hospital's
(SMH) Ba2 bond rating. This action affects approximately $21
million of Series E bonds outstanding issued by the Connecticut
Health & Educational Facility Authority. The rating outlook
remains stable. Moody's analysis reflects the financial
performance of Saint Mary's Health System, Inc. (SMHS). SMH
represents approximately 99% of SMHS total assets and operating
revenues.
Summary Rating Rationale
The affirmation of the Ba2 rating with a stable rating outlook
reflects SMHS's maintenance of improved operating results in
recent years and continued strong debt coverage ratios for a Ba
rated credit. Moody's note that SMHS continues to operate in a
challenged service area with local competition, the system has
significant comprehensive debt exposure via operating leases and a
frozen underfunded defined benefit pension plan, and must contend
with Medicaid disproportionate share (DSH) funding cuts in the
state.
Strengths
* SMHS has demonstrated improved and good operating results in
recent years for a Ba rated credit (7.9% operating cash flow
margin through nine-months FY 2014).
* SMHS's Moody's adjusted debt coverage ratios are strong for a Ba
rated credit with debt-to-cash flow under 1.0 times and cash-to-
direct debt over 200%.
* Conservative balance sheet management with all debt in fixed
rate mode and essentially all unrestricted cash and investments in
cash and fixed income securities.
Challenges
* While SMHS's operating margins improved recently, the system has
a track record of variable operating results.
* SMHS is facing significant top-line revenue pressure,
particularly from state Medicaid DSH funding cuts and ongoing
Medicare reimbursement pressure.
* SMHS has significant comprehensive debt equivalents in the form
of operating leases and an underfunded frozen defined benefit
church pension plan. SMHS's cash-to-comprehensive debt measured
45% at FYE 2013, compared to the Baa3 median of 62%.
* SMHS's local service area has relatively weak demographics with
Medicaid representing a high 24% of gross revenues in FY 2013.
Outlook
The stable rating outlook reflects Moody's expectation that SMHS
will sustain adequate operating margins for a Ba rated credit
despite facing stiff headwinds such as the state Medicaid DSH
cuts. Moody's also expect SMHS to maintain strong debt coverage
ratios and improve liquidity.
What Could Change The Rating UP
An upgrade may be warranted if SMHS continues to sustain recent
materially improved operating margins and improved liquidity.
Maintenance of strong debt coverage ratios would be a factor as
well.
What Could Change The Rating DOWN
A downgrade may be considered if SMHS experiences a material
deterioration in operating margins or weaker liquidity ratios. Any
sizeable debt increase would be considered as well.
Principal Methodology
The principal methodology used in this rating was Not-for-Profit
Healthcare Rating Methodology published in March 2012.
STOCKTON, CA: Amends Bankruptcy Plan
------------------------------------
Robin Respaut, writing for Reuters, reported that the bankrupt
city of Stockton, California, has submitted a revised plan to exit
Chapter 9 that reflects the judge's ruling over the value of a
holdout creditor's collateral, but a larger question still looms
over whether public pensions will be cut. According to Reuters,
Stockton promised it would pay a secured claim of $4 million.
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the amended plan provided the court with a "more
focused analysis" on the question of whether the California Public
Employees' Retirement System has the equivalent of a $1.6 billion
lien justifying payment in full. According to Mr. Rochelle, the
city said in court papers that if it intends on retaining key
employees, particularly those essential to public health and
safety, its only option is to pay pensions in full, but it has
decided not to "play chicken" with its workforce, citing evidence
showing that its employees have job options outside of Stockton
and would be incentivized to leave quickly to maximize their
future pension benefits. Whether the city can legally impair
pensions, however, is a "purely academic question," according to
Stockton, Mr. Rochelle said.
About Stockton, Calif.
The City of Stockton, California, filed a Chapter 9 petition
(Bankr. E.D. Cal. Case No. 12-32118) in Sacramento on June 28,
2012, becoming the largest city to seek creditor protection in
U.S. history. The city was forced to file for bankruptcy after
talks with bondholders and labor unions failed. Stockton
estimated more than $1 billion in assets and in excess of
$500 million in liabilities.
The city, with a population of about 300,000, identified the
California Public Employees Retirement System as the largest
unsecured creditor with a claim of $147.5 million for unfunded
pension costs. In second place is Wells Fargo Bank NA as trustee
for $124.3 million in pension obligation bonds. The list of
largest creditors includes $119.2 million owing on four other
series of bonds.
The city is being represented by Marc A. Levinson, Esq., and John
W. Killeen, Esq., at Orrick, Herrington & Sutcliffe LLP. The
petition was signed by Robert Deis, city manager.
Mr. Levinson also represented the city of Vallejo, Cal. in its
2008 bankruptcy. Vallejo filed for protection under Chapter 9
(Bankr. E.D. Cal. Case No. 08-26813) on May 23, 2008, estimating
$500 million to $1 billion in assets and $100 million to $500
million in debts in its petition. In August 2011, Vallejo was
given green light to exit the municipal reorganization. The
Vallejo Chapter 9 plan restructures $50 million of publicly held
debt secured by leases on public buildings. Although the Plan
doesn't affect pensions, it adjusts the claims and benefits of
current and former city employees. Bankruptcy Judge Michael
McManus released Vallejo from bankruptcy on Nov. 1, 2011.
The bankruptcy judge on April 1, 2013, ruled that the city of
Stockton is eligible for municipal bankruptcy in Chapter 9.
SUN BANCORP: Raises $20 Million in Private Sale of Securities
-------------------------------------------------------------
Sun Bancorp, Inc., entered into securities purchase agreements
with certain institutional investors in connection with a private
placement of an aggregate of 1,133,144 shares of common stock, par
value $5.00 per share, at a purchase price of $17.65 per share, or
$19,999,991 in the aggregate. The transactions are expected to
close on Aug. 21, 2014, subject to the satisfaction of customary
closing conditions.
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.
TECHPRECISION CORP: Delays 10-Q, Expects to Report $1.3MM Q2 Loss
-----------------------------------------------------------------
TechPrecision Corporation notified the U.S. Securities and
Exchange Commission that its report on Form 10-Q for the quarter
ended June 30, 2014, could not be filed within the prescribed time
period because the Company requires additional time to complete
its financial statements. The Company intends to file the
Quarterly Report on or prior to the prescribed extended date.
For the year ended March 31, 2014, the Company incurred a net loss
of $7.1 million. The previously disclosed trend of lower margins
did not change for the fiscal quarter ended June 30, 2014. As a
result, the Company expects to report a net loss for the three-
month period ended June 30, 2014, of approximately $1.3 million.
The Company's interim financial information will be prepared
assuming that the Company will continue as a going concern and
will not include any adjustments that might result from the
outcome of these uncertainties.
About TechPrecision
TechPrecision Corporation (OTC BB: TPCSE), through its wholly
owned subsidiaries, Ranor, Inc., and Wuxi Critical Mechanical
Components Co., Ltd., globally manufactures large-scale, metal
fabricated and machined precision components and equipment.
TechPrecision reported a net loss of $7.09 million on $21.06
million of net sales for the year ended March 31, 2014, as
compared with a net loss of $2.41 million on $32.47 million of net
sales for the year ended March 31, 2013.
The Company's balance sheet at March 31, 2014, showed $16.97
million in total assets, $13.44 million in total liabilities and
$3.53 million in total stockholders' equity.
Marcum LLP, in Bala Cynwyd, Pennsylvania, issued a "going concern"
qualification on the consolidated financial statements for the
year ended March 31, 2014. The independent auditors noted that
the Company was not in compliance with the leverage ratio covenant
under their credit facility, and the Bank has not agreed to waive
the non-compliance with the covenant. Since the Company is in
default, the Bank has the right to accelerate payment of the debt
in full upon 60 days written notice. The auditors added that the
Company has suffered recurring losses from operations, and the
Company's liquidity may not be sufficient to meet its debt service
requirements as they come due over the next twelve months. These
circumstances raise substantial doubt about the Company's ability
to continue as a going concern.
THORNBURG MORTGAGE: Barclays to Pay $23MM to Settle Mortgage Suit
-----------------------------------------------------------------
Patrick Fitzgerald, writing for The Wall Street Journal, reported
that the court-appointed trustee overseeing the liquidation of
Thornburg Mortgage Inc. has reached a deal with Barclays Capital
Inc. to settle a subprime-era lawsuit alleging the bank made
improper margin calls that helped drive the mortgage lender into
bankruptcy. According to the report, citing the terms of the
proposed settlement, Barclays would pay the trustee $23 million
for the benefit of Thornburg's creditors. The Journal recalled
that Joel I. Sher, the bankruptcy trustee overseeing Thornburg's
liquidation, sued BarCap, the investment banking division of
British bank Barclays PLC, for $94 million over the margin calls
and subsequent seizure and sale of the mortgage-backed securities
that Thornburg financed through BarCap.
About Thornburg Mortgage
Based in Santa Fe, New Mexico, Thornburg Mortgage Inc. (NYSE: TMA)
-- http://www.thornburgmortgage.com/-- was a single-family
residential mortgage lender focused principally on prime and
super-prime borrowers seeking jumbo and super-jumbo adjustable
rate mortgages. It originated, acquired, and retained investments
in adjustable and variable rate mortgage assets. Its ARM assets
comprised of purchased ARM assets and ARM loans, including
traditional ARM assets and hybrid ARM assets.
Thornburg Mortgage and its four affiliates filed for Chapter 11
bankruptcy (Bankr. D. Md. Lead Case No. 09-17787) on May 1, 2009.
Thornburg changed its name to TMST, Inc.
Judge Duncan W. Keir is handling the case. David E. Rice, Esq.,
at Venable LLP, in Baltimore, Maryland, served as counsel to
Thornburg Mortgage. Orrick, Herrington & Sutcliffe LLP served as
special counsel. Jim Murray and David Hilty of Houlihan Lokey
Howard & Zukin Capital, Inc., served as investment banker and
financial advisor. Protiviti Inc. served as financial advisory
services. KPMG LLP served as the tax consultant. Epiq Systems,
Inc., serves claims and noticing agent. Thornburg disclosed total
assets of $24.4 billion and total debts of $24.7 billion, as of
Jan. 31, 2009.
On Oct. 28, 2009, the Court approved the appointment of Joel I.
Sher as the Chapter 11 Trustee for the Company, TMST Acquisition
Subsidiary, Inc., TMST Home Loans, Inc., and TMST Hedging
Strategies, Inc. He is represented by his firm, Shapiro Sher
Guinot & Sandler.
THELEN LLP: Unfinished-Business Suit Finished Off by 2nd Circuit
----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the U.S. Circuit Court of Appeals in Manhattan upheld
the dismissal of a lawsuit brought against Seyfath Shaw LLP by the
trustee for the defunct firm Thelen LLP.
According to the report, the Circuit Court upheld the dismissal of
the lawsuit following the state high court's July 1 opinion saying
there's no property in hourly unfinished business because it's
"too contingent in nature and speculative to create a present or
future property interest."
The Thelen opinion in federal court is Geron v. Seyfarth Shaw LLP
(In re Thelen LLP), 12-4138, U.S. Court of Appeals for the Second
Circuit (Manhattan).
About Thelen LLP
Thelen LLP, formerly known as Thelen Reid Brown Raysman & Steiner
-- http://thelen.com/-- is a bi-coastal American law firm in
process of dissolution. It was formed as a product between two
mergers between California and New York-based law firms, mostly
recently in 2006. Its headcount peaked at roughly 600 attorneys
in 2006, and had 500 early in 2008, with offices in eight cities
in the United States, England and China.
In October 2008, Thelen's remaining partners voted to dissolve the
firm. As reported by the Troubled Company Reporter on Sept. 22,
2009, Thelen LLP filed for Chapter 7 protection. The filing was
expected due to the timing of a writ of attachment filed by one of
Thelen's landlords, entitling the landlord to $25 million of the
Company's assets. The landlord won approval for that writ in June
2009, but Thelen could void the writ by filing for bankruptcy
within 90 days of that court ruling. Thelen, according to AM Law
Daily, has repaid most of its debt to its lending banks.
TWEETER HOME: Amends Plan, Confirmation Hearing on Oct. 23
----------------------------------------------------------
TWTR, Inc., et al., filed with the U.S. Bankruptcy Court for the
District of Delaware a First Amended Joint Plan of Liquidation and
accompanying disclosure statement. The confirmation hearing will
be held on Oct. 23, 2014, at 2:00 p.m. (Eastern Time). Ballots
must be properly completed and received no later than Oct. 3.
The First Amended Plan provides that in the event there is
insufficient cash in the professional fee reserve to pay all
allowed professional fee claims, then available cash will be
deposited into the professional fee reserve in an amount to
satisfy all allowed professional fee claims in full.
The First Amended Plan also provides that the Trust Advisory Board
will have the right to: (a) retain attorneys or other
professionals, the reasonable fees and expenses of which will be
paid by the Liquidating Trustee, upon the submission of invoices,
without the need for an application or further order of the
Bankruptcy Court; (b) consult with the Liquidating Trustee with
respect to the timing and amount of Distributions; (c) consult
with the Liquidating Trustee with respect to the compromise,
settlement, or objection to Claims filed against the Debtors, and
file objections to such Claims; (d) review and approve any
proposed abandonment or sale of assets by the Debtors, in each
instance where the amount in controversy exceeds $50,000; and (e)
perform additional functions as may be agreed to by the
Liquidating Trustee, provided in the Confirmation Order, provided
in the Liquidating Trust Agreement, or provided for by order of
the Bankruptcy Court entered after the Effective Date.
A blacklined version of the First Amended Plan is available
at http://bankrupt.com/misc/TWTRds0818.pdf
About Tweeter Home
Based in Canton, Mass., Tweeter Home Entertainment Group Inc.
-- http://www.tweeter.com/-- sold mid-to high-end audio and
video consumer electronics products. Tweeter and seven of its
affiliates filed for chapter 11 Protection on June 11, 2007
(Bankr. D. Del. Case Nos. 07-10787 through 07-10796). Gregg M.
Galardi, Esq., Mark L. Desgrosseilliers, Esq., and Sarah E.
Pierce, Esq., at Skadden, Arps, Slate, Meagher & Flom, LLP,
represented the Debtors. Kurtzman Carson Consultants LLC acted as
the Debtors' claims and noticing agent.
Bruce Grohsgal, Esq., William P. Weintraub, Esq., and Rachel Lowy
Werkheiser, Esq., at Pachulski Stang Ziehl & Jones LLP; and Scott
L. Hazan, Esq., Lorenzo Marinuzzi, Esq., and Todd M. Goren, Esq.,
at Otterbourg, Steindler, Houston & Rosen, P.C., represented the
Official Committee of Unsecured Creditors.
As of Dec. 21, 2006, Tweeter had total assets of $258,573,353 and
total debts of $190,417,285.
Tweeter Home Entertainment Group filed with the U.S. Bankruptcy
Court a Chapter 11 Plan of Liquidation and related Disclosure
Statement in October of 2012.
ULTRA PETROLEUM: S&P Affirms 'BB' CCR on Acquisition
----------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB' corporate
credit rating with a stable outlook on Houston, Tex.-based Ultra
Petroleum Corp., following the announcement of its proposed asset
exchange and cash payment to SWEPI L.P., an affiliate of Royal
Dutch Shell plc.
At the same time, S&P affirmed its 'BB' issue-level rating on the
company's existing unsecured debt held at the parent company. The
recovery rating on this debt is a '3', reflecting S&P's
expectation of meaningful (50% to 70%) recovery in the event of a
payment default.
S&P is affirming the ratings on Ultra Petroleum following its
announcement that it will acquire 2,100 billion cubic feet
equivalent (bcfe) of proved natural gas reserves in the Pinedale
field (Wyoming) from an affiliate of Royal Dutch Shell in exchange
for 232 bcfe of proved natural gas reserves in the Marcellus shale
(northern Pennsylvania) and $925 million in cash.
"In our view, despite reducing geographic diversification, the
acquisition improves the company's business risk profile by
meaningfully increasing its overall proved reserve base and
improving profitability, given currently narrower gas price
differentials in Wyoming relative to northern Pennsylvania," said
Standard & Poor's credit analyst Carin Dehne-Kiley.
Based on current natural gas prices and well costs, the company
estimates returns of more than 50% in the Pinedale and essentially
0% in this area of the Marcellus. Ultra has increased its capital
spending plans for the next several years which, along with the
incremental debt to fund the acquisition, pushes out the expected
improvement in credit measures until late 2015.
Incorporating the acquisition and organic growth year-to-date, S&P
is raising its assessment of Ultra's business risk profile to
"satisfactory" from "fair." S&P assess Ultra's financial risk
profile as "aggressive." S&P assess Ultra's liquidity as
"adequate," given that it expects liquidity sources to exceed uses
by at least 1.2x over the next 12 to 24 months. S&P expects
sources would exceed uses even if our projected EBITDA declined by
15%.
S&P's stable outlook reflects its expectation that Ultra Petroleum
will reduce leverage to levels more appropriate for the rating
over the next 12 months.
S&P could consider a downgrade if it expected FFO to debt to
remain below 20% for a sustained period, which would most likely
occur if Henry Hub natural gas prices fellow below $3.50/mmBTU and
Ultra did not rein in capital spending.
S&P could consider an upgrade if Ultra were able to significantly
improve leverage, such that FFO to debt remained above 45% for a
sustained period.
UNILAVA CORP: Incurs $583,000 Net Loss in Second Quarter
--------------------------------------------------------
Unilava Corporation filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q dislosing a net loss
of $583,328 on $507,279 of revenue for the three months ended
June 30, 2014, compared to a net loss of $336,902 on $690,184 of
revenue for the same period in 2013.
For the six months ended June 30, 2014, the Company reported a net
loss of $812,977 on $1.05 million of revenue compared to a net
loss of $765,183 on $1.45 million of revenue for the same period
during the prior year.
The Company's balance sheet at June 30, 2014, showed $2.13 million
in total assets, $9.61 million in total liabilities and a $7.47
million total stockholders' deficit.
The Company has recently sustained operating losses and has an
accumulated deficit of $8,936,913 at June 30, 2014. In addition,
the Company has negative working capital of $9,313,062 at June 30,
2014.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/IJjxiU
About Unilava Corporation
Unilava Corporation (OTC BB: UNLA) -- http://www.unilava.com/--
is a diversified communications holding company incorporated under
the laws of the State of Wyoming in 2009. Unilava and its
subsidiary brands provide a variety of communications services,
products, and equipment that address the needs of corporations,
small businesses and consumers. The Company is licensed to
provide long distance services in 41 states throughout the U.S.
and local phone services across 11 states. Through its carrier-
grade microwave wireless broadband infrastructure and broadband
Internet access partners, the Company also offers mobile and high-
definition IP-hosted voice services to residential customers and
corporate clients. Additionally, Unilava delivers a comprehensive
and integrated suite of fee-based online and mobile advertising
and web services to a broad array of business enterprises.
Headquartered in San Francisco, the Company has regional offices
in Chicago, Seoul, Hong Kong, and Beijing.
Unilava Corp reported a net loss of $1.17 million on $2.68 million
of revenue for the year ended Dec. 31, 2013, as compared with a
net loss of $1.58 million on $3.10 million of revenue for the year
ended Dec. 31, 2012.
Shelley International CPA, in Mesa, AZ, 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 losses from operations, which raises
substantial doubt about its ability to continue as a going
concern.
USEC INC: Convertible Noteholders Back Reorganization Plan
----------------------------------------------------------
Investors holding USEC Inc. convertible notes overwhelmingly voted
in favor of the Company's Plan of Reorganization during a month-
long voting period that ended August 11. The results of the
voting by noteholders were certified by the court-appointed
balloting agent to the U.S. Bankruptcy Court for the District of
Delaware on Aug. 18.
USEC filed a voluntary petition for relief under Chapter 11 on
March 5, 2014. The bankruptcy was a "pre-arranged" filing that
included a proposed Plan of Reorganization that was supported by a
group of noteholders that owned more than 66 percent of the value
of the notes outstanding. USEC has continued to operate its
business as a "debtor-in-possession" under the jurisdiction of the
court.
Under the U.S. Bankruptcy Code, the plan is accepted if approved
by at least two-thirds in dollar amount and more than one-half in
number of noteholders who have timely and properly voted to accept
or reject the plan. According to the voting results certified by
Logan & Company Inc., the court-appointed balloting agent for the
Company, the Plan of Reorganization was accepted by more than 99
percent in both value of the notes and the number of votes cast.
In addition, both holders of the Company's preferred equity voted
in favor of the plan.
The next step in the Chapter 11 process will be a confirmation
hearing in the U.S. Bankruptcy Court for the District of Delaware
on September 5, 2014. If the plan is approved by the court, USEC
would anticipate emerging from Chapter 11 protection shortly
thereafter although, its emergence remains subject to, among other
things, satisfaction of all conditions for emergence established
under the Plan of Reorganization.
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.
USEC INC: Noteholders Voted to Approve Reorganization Plan
----------------------------------------------------------
USEC Inc. on August 18, 2014, unveiled the results of voting by
holders of its convertible notes. USEC said its Plan of
Reorganization was accepted by more than 99% in both value of the
notes and the number of votes cast. In addition, both holders of
the Company's preferred equity voted in favor of the plan.
The next step in the Chapter 11 process will be a confirmation
hearing in the Bankruptcy Court on September 5, 2014. If the Plan
is approved by the Bankruptcy Court, USEC would anticipate
emerging from Chapter 11 protection shortly thereafter although,
its emergence remains subject to, among other things, satisfaction
of all conditions for emergence established under the Plan of
Reorganization.
USEC said the month-long voting period ended August 11. The
results of the voting by noteholders were certified by the court-
appointed balloting agent to the U.S. Bankruptcy Court for the
District of Delaware on Monday.
USEC's bankruptcy is a "pre-arranged" filing that included a
proposed Plan of Reorganization that was supported by a group of
noteholders that owned more than 66% of the value of the notes
outstanding. USEC has continued to operate its business as a
?debtor-in-possession? under the jurisdiction of the court.
Under the U.S. Bankruptcy Code, the plan is accepted if approved
by at least two-thirds in dollar amount and more than one-half in
number of noteholders who have timely and properly voted to accept
or reject the plan.
The voting results were certified by Logan & Company Inc., the
court-appointed balloting agent for the Company.
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.
VICTORY ENERGY: Appoints Ralph Kehle to Board of Directors
----------------------------------------------------------
Victory Energy Corporation's board of directors has approved the
addition of Mr. Ralph Kehle as a new independent board member
effective July 1, 2014. Mr. Kehle is both a successful industry
executive and as a scientist, has to his credit several very large
discoveries.
"We welcome Ralph to our board and look forward to his
contributions. His extensive Permian Basin relationships,
technical capabilities and entrepreneurial skills align nicely
with our growth through acquisition and development strategy,"
said Kenny Hill, Victory's CEO. "Ralph's has been a CEO of a
publicly traded company, managed large investment partnerships and
has extensive board and advisory experience. All of these skills
dove-tale nicely with our current business plans. He has been
active in the Permian Basin for over 30 years and will help the
Company extend its already deep relationships, while also helping
us sharpen our long term goals and objectives. We look forward to
his thoughtful contributions in the coming months and years."
Mr. Kehle is president of Eichen Petroleum Management, Inc. and
manager of two oil and gas investment partnerships, Avalon Oil
Company and Hermosa Energy Partners. He serves as an advisor to
G-4 Resources, Inc. Ralph was formerly CEO and Chairman of the
Board of Hershey Oil Company, listed on the American Stock
Exchange, and later purchased by The American Exploration Company.
Ralph led Hershey into the Permian Basin in the 1980's, where they
discovered the 15 million barrel Stockyard Field in Gaines Co.,
Texas. In addition, he has also served as a director of EPIC
Geophysics, Inc. a seismic processing company, Aerodata (now
Fugro), an Airborne geophysical company, and Steven & Tull, LLC, a
petroleum exploration and production company. Mr. Kehle has been
engaged in the oil and gas business for 48 years and has to his
credit the discovery and development of a 300+ bcf extension to
the Coleman North Field in Alberta, the 200+ bcf in Guerra Field,
Duval & Webb Cos., Texas. Mr. Kehle has a B.S. with honors as
well as an M.S. from the California Institute of Technology, and a
PhD. from the University of Minnesota. He also served as
Associated Professor of Geological Sciences at the University of
Texas, Austin.
On July 1, 2014, Mr. Kehle was granted an award of 20,000 shares
of Company common stock under the Company's 2014 Long Term
Incentive Plan, as a quarterly board service grant. The 20,000
shares of Company common stock granted to Mr. Kehle are 100%
vested as of the date of grant.
On July 1, 2014, Mr. Kehle was also granted a one time stock grant
of 75,000 shares of Company common stock.
300,000 Shares Option Award for CEO
Kenny Hill, the chief executive officer of Victory Energy, was
granted an award of 300,000 shares of Company common stock under
the Company's 2014 Long Term Incentive Plan. The 300,000 shares
of Company common stock granted to Mr. Hill in the April Stock
Grant are 100% vested as of the date of grant.
On April 23, 2014, the Company granted Mr. Hill an option, under
the Incentive Plan, to purchase 150,000 shares of the Company's
common stock at an option price of $0.35, which was the fair
market value as of the date of grant. The option was 100% vested
on the date of grant. The option will terminate on April 23,
2020.
On June 1, 2014, Mr. Hill was also granted an award of 20,000
shares of Company common stock under the Incentive Plan. The
20,000 shares of Company common stock granted to Mr. Hill in the
June Stock Grant are 100% vested as of the date of grant.
About Victory Energy
Austin, Texas-based Victory Energy Corporation is engaged in the
exploration, acquisition, development and exploitation of domestic
oil and gas properties. Current operations are primarily located
onshore in Texas, New Mexico and Oklahoma.
Victory Energy reported a net loss of $2.11 million on $735,413 of
total revenues for the year ended Dec. 31, 2013, as compared with
a net loss of $7.09 million on $326,384 of total revenues in 2012.
Weaver & Tidwell, LLP, in Fort Worth, Texas, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013. The independent auditors noted
that the Company has experienced recurring losses since its
inception and has an accumulated deficit. These conditions raise
substantial doubt regarding the Company's ability to continue as a
going concern.
WAUPACA FOUNDRY: Hitachi Metals Deal No Impact on Moody's B1 CFR
----------------------------------------------------------------
Moody's Investors Service said the announced acquisition of
Waupaca Foundry, Inc. by Hitachi Metals, Ltd. has no immediate
impact on Waupaca's ratings, including the company's B1 Corporate
Family Rating.
Waupaca Foundry, Inc., headquartered in Waupaca, Wisconsin, is a
leading iron foundry and manufacturer of gray, ductile and
compacted graphite iron castings. The company's products are sold
into the light vehicle, commercial vehicle, off-highway,
agriculture, construction, hydraulic, and materials handling
markets. Revenue for the last twelve month period ended March 31,
2014 was approximately $1.8 billion. The company is a wholly-owned
subsidiary of affiliates of KPS Capital Partners, LP.
WESTOVER & COLONIAL: Case Summary & 6 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Westover & Colonial, LLC
929 Ditchley Road
Virginia Beach, VA 23451
Case No.: 14-73032
Chapter 11 Petition Date: August 19, 2014
Court: United States Bankruptcy Court
Eastern District of Virginia (Norfolk)
Judge: Hon. Stephen C. St. John
Debtor's Counsel: Robert V. Roussos, Esq.
ROUSSOS, GLANZER & BARNHART, P.L.C.
580 E. Main Street, Suite 300
Norfolk, VA 23510
Tel: 757-622-9005
Fax: 757-624-9257
Email: roussos@rgblawfirm.com
Total Assets: $3.35 million
Total Liabilities: $5.58 million
The petition was signed by Lana Hobbs Wolcott, member.
A list of the Debtor's six largest unsecured creditors is
available for free at http://bankrupt.com/misc/vaeb14-73032.pdf
WIZARD WORLD: Posts $760,000 Net Income in Second Quarter
---------------------------------------------------------
Wizard World, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $759,703 on $7.11 million of covention revenue for the three
months ended June 30, 2014, as compared with a net loss of $3.09
million on $2.90 million of convention revenue for the same period
in 2013.
For the six months ended June 30, 2014, the Company reported net
income of $1.45 million on $12.28 million of convention revenue as
compared with a net loss of $1.92 million on $4.69 million of
convention revenue for the same period during the prior year.
As of June 30, 2014, the Company had $6.91 million in total
assets, $2.79 million in total liabilities and $4.11 million in
total stockholders' equity.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/IBd0Ew
About Wizard World
Based in New York, N.Y., Wizard World, Inc., is a producer of pop
culture and multimedia conventions ("Comic Cons") across North
America that markets movies, TV shows, video games, technology,
toys, social networking/gaming platforms, comic books and graphic
novels. These Comic Cons provide sales, marketing, promotions,
public relations, advertising and sponsorship opportunities for
entertainment companies, toy companies, gaming companies,
publishing companies, marketers, corporate sponsors and retailers.
Wizard World incurred a net loss attributable to common
stockholders of $3.88 million in 2013, a net loss attributable to
common stockholders of $3.13 million in 2012 and a net loss of
$2.01 million in 2011.
WPCS INTERNATIONAL: Shareholders OK Sale of Seattle Operations
--------------------------------------------------------------
WPCS International Incorporated disclosed with the U.S. Securities
and Exchange Commission that on Aug. 15, 2014, the Company
reconvened a special meeting of stockholders, at which the
Company's stockholders overwhelmingly approved the sale of
substantially all of the assets of its wholly-owned subsidiary
WPCS International - Seattle, Inc. Over 94% of the total shares
voted by the majority of shareholders in this special meeting were
in favor of this transaction.
The agreement proposes that EC Company, an Oregon-based electrical
contracting company, will purchase substantially all of the assets
and assume certain liabilities the of Seattle Operations, in an
all-cash transaction, at a target sales price of approximately
$2.7 million, subject to certain adjustments based upon the
closing date balance sheet of the Seattle Operations. The Company
expects that this transaction will close on or around Aug. 31,
2014, and that it will generate over $1.5 million in working
capital.
According to Sebastian Giordano, interim CEO of WPCS, "On behalf
of the Board of Directors and entire management team, we want to
thank our shareholders for demonstrating their support, evidenced
by their voting in favor of the sale of our Seattle Operations.
This is yet another critical milestone in our overall
restructuring plan, and it will provide the Company with, amongst
other benefits, some much needed working capital."
About WPCS
WPCS International Incorporated -- http://www.wpcs.com-- operates
in two business segments including: (1) providing communications
infrastructure contracting services to the public services,
healthcare, energy and corporate enterprise markets worldwide; and
(2) developing a Bitcoin trading platform.
As reported by the TCR on Feb. 7, 2014, WPCS appointed Marcum LLP
as its new independent registered public accounting firm.
CohnReznick LLP resigned on Dec. 20, 2013.
The Company's former auditors, CohnReznick LLP, in Roseland, New
Jersey, expressed substantial doubt about WPCS International's
ability to continue as a going concern following the annual report
for the year ended April 30, 2013. The independent auditors noted
that the Company has incurred net losses and negative cash flows
from operating activities, had a working capital deficiency as of
and for the years ended April 30, 2013, and 2012, and has an
accumulated deficit as of April 30, 2013.
As of Jan. 31, 2014, the Company had $22.37 million in total
assets, $15.18 million in total liabilities and $7.19 million in
total equity.
"At January 31, 2014, the Company has losses from operations, and
has outstanding balances due to its former surety under a
forbearance agreement of $1,533,757. These factors raise
substantial doubt about the Company's ability to continue as a
going concern. The financial statements do not include any
adjustments to the carrying amount and classification of recorded
assets and liabilities should the Company be unable to continue
operations. Management's plans are to continue to raise
additional funds through the sales of debt or equity securities.
There is no assurance that additional financing will be available
when needed or that management will be able to obtain financing on
terms acceptable to the Company and whether the Company will
become profitable and generate positive operating cash flow. If
the Company is unable to raise sufficient additional funds, it
will have to develop and implement a plan to further extend
payables and reduce overhead until sufficient additional capital
is raised to support further operations. There can be no
assurance that such a plan will be successful," the Company stated
in its quarterly report for the period ended Jan. 31, 2014.
YMCA OF MILWAUKEE: Judge Sends Facilities to Sept. 29 Auction
-------------------------------------------------------------
Jacqueline Palank, writing for DBR Small Cap, reported that a
bankruptcy judge said the YMCA of Metropolitan Milwaukee can put
four of its fitness facilities on the auction block next month,
with leading bids totaling $9 million. According to the report,
Judge Susan V. Kelley of the U.S. Bankruptcy Court in Milwaukee
authorized the nonprofit to hold a Sept. 29 auction for four of
its 10 fitness centers, court papers show. She also agreed to
review the winning bids at a Sept. 30 sale hearing, the report
related.
About YMCA of Milwaukee
The Young Men's Christian Association of Metropolitan Milwaukee,
Inc., and affiliate, YMCA Youth Leadership Academy, Inc., filed
voluntary Chapter 11 bankruptcy petitions (Bankr. E.D. Wis. Case
Nos. 14-27174 and 14-27175) in Milwaukee, on June 4, 2014.
YMCA Milwaukee, which has more than 100,000 members using its
centers and camps, plans to sell a majority of its owned real
estate to help pay down $29 million in debt.
YMCA Milwaukee estimated $10 million to $50 million in both assets
and liabilities. YMCA Academy estimated $100,000 to $500,000 in
both assets and liabilities. The formal schedules of assets and
liabilities are due June 18, 2014.
The Debtors are seeking joint administration of their Chapter 11
cases for procedural purposes. The cases are assigned to Judge
Susan V. Kelley.
The Debtors have tapped Olivier H. Reiher, Esq., and Mark L. Metz,
Esq., at Leverson & Metz, S.C., in Milwaukee, as counsel.
* No Unconstitutional Taking from Larger Homestead Exemption
------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the U.S. Court of Appeals in Manhattan ruled that a
bankrupt is entitled to utilize the state's enlarged homestead
exemption to void a judgment lien created before the
law was amended. According to the report, U.S. Circuit Judge
Richard C. Wesley ruled that using the larger exemption wasn't a
taking of property prohibited by the Takings Clause in the Fifth
Amendment, made applicable to the states by the Fourteenth
Amendment.
The case is 1256 Hertel Ave. Associates LLC v. Calloway, 12-1603,
U.S. Second Circuit Court of Appeals (Manhattan).
* CFPB Takes Action Against Amerisave Mortgage
----------------------------------------------
Brena Swanson, writing for Housing Wire, reported that the
Consumer Financial Protection Bureau took action against Amerisave
Mortgage and ordered it to pay $19.3 million for deceiving tens of
thousands of mortgage customers with a bait-and-switch loan
scheme. According to the report, the charges were against
Amerisave, its affiliate, Novo Appraisal Management Company, and
the owner of both companies, Patrick Markert.
* Banks Push to Delay Rule on Investments
-----------------------------------------
Andrew Ackerman and Ryan Tracy, writing for The Wall Street
Journal, reported that banks are pressing U.S. policy makers for a
multiyear delay of a rule requiring them to sell investments in
private-equity and venture-capital funds, the latest industry push
to scale back a central provision of the 2010 Dodd-Frank law.
According to the report, citing people familiar with the effort,
bank officials, trade groups and lawmakers are quietly lobbying
the Federal Reserve to grant a reprieve of up to seven years from
a provision that limits banks' investments in private-equity and
venture-capital funds.
* Boston Fed Chief Warns of Dangers to Repo Market
--------------------------------------------------
Peter Eavis, writing for The New York Times' DealBook, reported
that Eric S. Rosengren, president of the Federal Reserve Bank of
Boston, recently called for a more ambitious overhaul of the repo
market, particularly suggesting that financial institutions making
large use of repo borrowing should maintain higher levels of
capital.
* SEC Launches Examination of Alternative Mutual Funds
------------------------------------------------------
Juliet Chung and Kirsten Grind, writing for The Wall Street
Journal, reported that the Securities and Exchange Commission has
launched a broad examination of alternative mutual funds,
according to people familiar with the matter, kicking off
regulatory scrutiny of one of the hottest and most controversial
investment products to be offered to small investors. According
to the report, the so-called funds "sweep" includes examinations
of large investment firms such as BlackRock Inc. and AQR Capital
Management LLC but also smaller firms that previously didn't offer
mutual funds, according to some of the people.
* S&P Accuses U.S. of Withholding Documents in Fraud Suit
---------------------------------------------------------
Sophia Pearson, writing for Bloomberg News, reported that the U.S.
is withholding documents that might show the government sued
Standard & Poor's for $5 billion in retaliation for downgrading
the country's debt, the ratings company said, asking a court to
compel the records' production. According to the report, a
federal judge in April ruled that S&P could seek potential
evidence from the Justice Department to mount a retaliation
defense to U.S. claims that it gave fraudulent ratings to
mortgage-backed securities. Since then the government has turned
over documents with redactions ranging from the omission of a
single word on a page to multiple pages, the report cited S&P as
saying in court papers.
The case is U.S. v. McGraw-Hill Cos. (MHFI), 13-cv-00779, U.S.
District Court, Central District of California (Santa Ana).
* Argentina Proposes End Run Around U.S. Court in Bond Dispute
--------------------------------------------------------------
Alexandra Stevenson and Jonathan Gilbert, writing for The New York
Times' DealBook, reported that Argentina has proposed a way to pay
its bondholders in a move that would bypass a United States court
ruling that has blocked its payments and sent the country
spiraling into default last month. According to the report, the
Argentine government said that it had sent a draft bill to
Congress that would allow foreign investors holding Argentine debt
to swap their defaulted bonds for new ones subject to local law.
* Argentina: Cheapest Bonds Are Most Resilient in Default
---------------------------------------------------------
Camila Russo, writing for Bloomberg News, reported that
Argentina's lowest-priced bonds are holding up the best following
the country's default last month. According to the report,
Argentina's notes maturing in 2038, known as Par bonds, have lost
6.5 percent to 52.88 cents on the dollar since the government was
blocked from making a payment on its debt last month, compared to
a 11.6 percent plunge on its notes due in 2033 and an 8.3 percent
rout on securities that mature in 2017.
* Argentina: Aurelius Pans Settlement Chances in Debt Crisis
------------------------------------------------------------
Law360 reported that Aurelius Capital Management LP threw cold
water on speculation that the private sector might find a solution
to its sovereign-debt dispute with Argentina, reporting that it
had not received any "remotely acceptable" proposals to buy up its
defaulted bonds. According to the report, the Manhattan-based
hedge fund said that recent engagements with unnamed private-
sector financiers about curing the default have convinced it there
is "no realistic prospect of a private solution."
Along with Elliott Management Corp. unit NML Capital Ltd.,
Aurelius affiliates hold about $1.5 billion in bonds they
purchased on the cheap following Argentina's 2001 default and
refused to swap out for 30 cents on the dollar in restructurings
in 2005 and 2010, instead suing in New York for full repayment,
the report related.
Law360 also reported that a federal magistrate judge granted NML
Capital Ltd.'s request to wrest information from numerous
companies that the hedge fund says are hiding $65 million
embezzled from Argentina's coffers, ruling against 123 Nevada
entities the judge described as shell companies. According to the
report, U.S. Magistrate Judge Cam Ferenbach said the companies
must hand over information on their finances, or provide a
deponent, so that NML can try to find out the location of money
that was allegedly embezzled by current Argentine President
Cristina Fernandez de Kirchner, her husband, among others.
* AlixPartners Bags "Turnaround of the Year-Mega Company" Award
---------------------------------------------------------------
AlixPartners, the global business advisory firm, has been honored
by the Turnaround Management Association (TMA), receiving the
international non-profit's "Turnaround of the Year-Mega Company"
award for its work on behalf of Eastman Kodak Co. The
AlixPartners team was led by James A. Mesterharm, managing
director at AlixPartners and co-head of the firm's Turnaround &
Restructuring Services group in North America, who served as chief
restructuring officer at Kodak, and Becky Roof, managing director
in AlixPartners' Turnaround & Restructuring Services group, who
served as Kodak's chief financial officer.
AlixPartners worked in tandem with company management and advisers
from Sullivan & Cromwell LLP and Lazard FrŠres & Co. Inc. on a
consensual resolution that restructured Kodak's businesses,
transforming the company into a business-to-business firm focused
on commercial, packaging and functional printing, while also
engineering an unprecedented, win-win spin-off of Kodak's consumer
and document-imaging businesses to the company's U.K. pension
fund, creating a new company called Kodak Alaris Holdings Ltd.
Said Mesterharm: "When AlixPartners was first engaged by Kodak, we
hoped that the sale of the company's landmark patents would be
enough to pay the company's debts in full. But when bids for the
portfolio came in lower than anticipated, the management team,
with guidance from AlixPartners and Lazard, had to revert to 'Plan
B,' which was a total restructuring of the company. The results,
however, have been remarkable: a Kodak today that is focused,
technology-driven and driving growth in revenue and profitability.
The restructuring provided the company with the opportunity to
pursue game-changing technologies in new and developing markets.
On behalf of everyone at AlixPartners who worked on the Kodak
engagement, I'd like to thank the TMA for recognizing our
contributions to this success story."
Said Roof: "Working hand in hand with management and other
advisors, we were able to shed approximately $3 billion in legacy
liabilities and improve operational EBITDA by over $300 million
from 2012 to 2013. By working closely with the U.K. pension fund
and their advisors to spin-off Kodak Alaris, we were also able to
help preserve thousands of jobs and help save an iconic company,
something we're all very proud of and happy about."
The award to AlixPartners will be presented at the TMA Annual
Conference, held Sept. 29 to Oct. 1 at the Westin Harbour Castle
in Toronto.
Case Study
During the 20th century, Kodak had been one of the most-recognized
names in the business world. At its peak the company employed
144,000, but by year-end 2011, after years of decline in its core
film business, Kodak was already a much smaller company, with
17,000 employees, annual sales of $6 billion, $4.7 billion in
assets and over $7 billion in liabilities. For years, Kodak had
faced a secular decline in its film business, brought on initially
by the rise in digital cameras and exacerbated by the
proliferation of digital-image technology employed in mobile
phones and tablets. The company's own expansion into digital
technologies required significant investment to reach scale and
profitability.
At the time of its Chapter 11 filing, on Jan. 19, 2012, Kodak's
business encompassed a broad portfolio of consumer and commercial
products and services, and considerable intellectual-property
assets. The bottom-line objective was to enable Kodak to make
significant progress toward becoming a sustainable, profitable
business, and to secure the support of creditors for its plan of
reorganization and eventual emergence from bankruptcy. Kodak was
able to successfully obtain $950 million of initial debtor-in-
possession financing upon its filing, and exited or divested
money-losing and non-core businesses and assets in rapid
succession.
AlixPartners, working closely with Kodak's senior management team,
also undertook extensive operational-restructuring and
profitability-enhancement work, resulting in an annual EBITDA
improvement of over $300 million, including renegotiation of
customer contracts, the rejection or renegotiation of a large
number of unprofitable vendor contracts and leases, the wind-down
of unprofitable and non-core businesses, significant consolidation
of remaining business lines, and the streamlining of corporate and
R &D functions.
The team was also able to reach a consensual settlement agreement
with the committee of U.S. retirees in Oct. 2012 to permanently
eliminate $1.2 billion in OPEB liabilities, which had hampered the
company with annual cash costs of $110 million. Kodak's digital-
imaging patent portfolio was sold in a highly-structured
transaction to buyers for $527 million. The company also raised
$406 million through an oversubscribed rights offering and
obtained an $895 million exit facility to facilitate its emergence
from Chapter 11.
In addition, the team was able to negotiate a win-win settlement
with the Kodak U.K. Pension Plan (KPP) in April 2013, resulting in
a spin-off of Kodak's consumer businesses to the KPP in exchange
for the release of all of the company's worldwide obligations to
the KPP (including the waiver of its $2.8 billion bankruptcy
claim) and a $325 million cash payment from the KPP to Kodak.
In the end, the transaction created extraordinary value. It
repositioned Kodak, kept the KPP solvent and created two well-
positioned businesses: a reorganized Kodak, owned by U.S.
creditors, and Kodak Alaris, owned by the KPP. It stands as one
of the most innovative, unusual and successful deals ever
consummated in the history of cross-border restructurings.
On Sept. 3, 2013, the reorganized Kodak emerged from bankruptcy.
The company subsequently relisted on the New York Stock Exchange
on Nov. 1, 2013.
* Cohen & Grigsby Bankruptcy Attorney Among Best Lawyers List
-------------------------------------------------------------
Cohen & Grigsby, a business law firm with headquarters in
Pittsburgh, PA and an office in Naples, FL, on Aug. 18 announced
that 32 of the firm's attorneys from the Pittsburgh office have
been selected by their peers for inclusion in The Best Lawyers in
America((C)) 2015 (Copyright 2013 by Woodward/White, Inc., of
Aiken, SC).
Attorneys in the following practice areas have earned a spot in
the 2015 listing:
-- Administrative/Regulatory Law: Anthony Cillo
-- Banking & Finance Law: James D. Chiafullo
-- Bankruptcy & Creditor Debtor Rights/Insolvency & Reorganization
Law: William E. Kelleher, Jr.
-- Commercial Litigation: Larry K. Elliott, Robert M. Linn,
Richard R. Nelson II, Jeffrey P. Ward
-- Corporate Compliance Law: Charles C. Cohen
-- Corporate Law: Christopher B. Carson, James D. Chiafullo,
Charles C. Cohen, Jack W. Elliott, David J. Kalson
-- Employment Law - Management: Ronald J. Andrykovitch, Robert B.
Cottington, Valerie S. Faeth, James R. Haggerty, Robert F. Prorok
-- Immigration Law: John S. Brendel, Lawrence M. Lebowitz, Matthew
T.Phillips
-- International Trade & Finance Law: V. Susanne Cook
-- Labor Law - Management: Ronald J. Andrykovitch, Robert B.
Cottington, James R. Haggerty, Robert F. Prorok
-- Litigation - Bankruptcy: William E. Kelleher, Jr.
-- Litigation - Intellectual Property: Robert M. Linn
-- Litigation - Labor & Employment: Robert B. Cottington, James R.
Haggerty, Robert M. Linn
-- Litigation - Land Use & Zoning: Clifford B. Levine
-- Litigation - Securities: Larry K. Elliott, Richard R. Nelson II
-- Litigation - Trusts & Estates: R. Michael Daniel, Christopher
F. Farrell, Jeffrey P. Ward
-- Mediation: James B. Brown
-- Mergers & Acquisitions Law: Jack W. Elliott
-- Non-Profit/Charities Law: Christopher F. Farrell
-- Public Finance Law: Charles R. Brodbeck
-- Real Estate Law: Charles R. Brodbeck, James D. Chiafullo,
Blaine Lamperski, Michael H. Syme, William R. Taxay
-- Tax Law: Christopher F. Farrell, David J. Kalson
-- Technology Law: David J. Kalson
-- Trusts & Estates: R. Michael Daniel; Christopher F. Farrell;
Samuel J. Goncz; C. Eric Pfeil; Mario Santilli, Jr.; Jonathan M.
Schmerling -- Venture Capital Law: David J. Kalson
Since it was first published in 1983, Best Lawyers(R)has become
universally regarded as the definitive guide to legal excellence.
Because Best Lawyers is based on an exhaustive peer-review survey
in which almost 50,000 leading attorneys cast nearly five million
votes on the legal abilities of other lawyers in their practice
areas, and because lawyers are not required or allowed to pay a
fee to be listed, inclusion in Best Lawyers is considered a
singular honor. Corporate Counsel magazine has called Best
Lawyers "the most respected referral list of attorneys in
practice."
About Cohen & Grigsby
Since 1981, Cohen & Grigsby, P.C. -- http://www.cohenlaw.com--
and its attorneys have provided sound legal advice and solutions
to clients that seek to maximize their potential in a constantly
changing global marketplace. Comprised of more than 130 lawyers,
Cohen & Grigsby maintains offices in Pittsburgh, PA and Naples,
FL. The firm's practice areas include Business Services, Labor &
Employment, Immigration/International Business, Real Estate &
Public Finance, Litigation, Employee Benefits and ERISA, Estates &
Trusts, Bankruptcy & Creditors Rights, and Public Affairs. Cohen
& Grigsby represents private and publicly held businesses,
nonprofits, multinational corporations, individuals and emerging
businesses across a full spectrum of industries.
* Littler Adds Labor Management Relations Atty to Houston Office
----------------------------------------------------------------
Littler, the world's largest employment and labor law practice
representing management, has added A. John Harper III as a
shareholder in the firm's Houston, TX office. Board Certified by
the Texas Board of Legal Specialization, Harper brings significant
labor management relations and employment law experience to the
firm. Prior to joining Littler, he was a partner in the Houston
office of Haynes and Boone.
"We are excited to welcome John to the firm," said Houston Office
Managing Shareholder G. Mark Jodon. "His strong background
representing clients in the area of labor management relations
combined with a robust employment law practice make John an
excellent addition to Littler. We look forward to tapping into his
experience to further expand our capabilities here in Houston and
throughout the state of Texas."
Harper represents employers in all aspects of labor relations,
including organizing drives, collective bargaining, interpretation
and application of labor agreements and grievance and arbitration
proceedings. He also assists clients in transactions involving
unionized facilities with respect to the labor aspects of
bankruptcy proceedings. Additionally, Harper has litigated unfair
labor practice charges on behalf of corporations before the
National Labor Relations Board and the Fifth Circuit Court of
Appeals, as well as numerous arbitration matters involving
neutrality, contract interpretation and discipline and discharge
issues.
"Littler is the dominant labor and employment practice and I am
delighted to be joining the firm," added Harper. "Littler's
expanding global reach, collective knowledge base and innovative
solutions to the delivery of legal services will enable me to add
further value to my client's business and legal needs."
Harper's practice also focuses on defending employers against
discrimination claims under Title VII of the Civil Rights Act of
1964, the Americans with Disabilities Act and the Age
Discrimination in Employment Act and claims under the Fair Labor
Standards Act. In addition, he has litigated Employee Retirement
Income Security Act denial of benefit and retaliation claims in U.
S. district courts and before the Fifth Circuit. He has
represented clients on claims under state tort laws, whistleblower
laws and in connection with unfair competition issues. Harper has
spoken on and written about a wide range of labor and employment
issues, including the Fair Labor Standards Act, the National Labor
Relations Act, independent contractors and social media.
Active in a number of other professional organizations, Harper is
a member of the College of the State Bar of Texas, the Texas Bar
Foundation, the Section of Labor and Employment Law of the
American Bar Association and the Section of Labor and Employment
Law of the Houston Bar Association. He has been recognized as a
"Texas Rising Star" by Texas Super Lawyers from 2007-2014.
Harper received his J.D. from Southern Methodist University Dedman
School of Law, cum laude and his B.A. from Washington and Lee
University, cum laude.
Mr. Harper may be reached at:
A. John Harper III
LITTLER
1301 McKinney Street
Suite 1900
Houston, TX 77010
Tel: (713) 652-4750
Email: ajharper@littler.com
About Littler
Littler is the largest global employment and labor law practice,
with more than 1,000 attorneys in over 60 offices worldwide.
Littler represents management in all aspects of employment and
labor law and serves as a single-source solution provider to the
global employer community. Consistently recognized in the industry
as a leading and innovative law practice, Littler has been
litigating, mediating and negotiating some of the most influential
employment law cases and labor contracts on record for over 70
years. Littler Global is the collective trade name for an
international legal practice, the practicing entities of which are
separate and distinct professional firms.
* Recent Small-Dollar & Individual Chapter 11 Filings
-----------------------------------------------------
In re Almon Bowen Ballard
Bankr. S.D. Ala. Case No. 14-02574
Chapter 11 Petition filed August 12, 2014
In re James Andrew Montooth and Serena M. Montooth
Bankr. D. Ariz. Case No. 14-12388
Chapter 11 Petition filed August 12, 2014
In re Cash 4 Gold Center, LLC
Bankr. D. Ariz. Case No. 14-12427
Chapter 11 Petition filed August 12, 2014
See http://bankrupt.com/misc/azb14-12427.pdf
represented by: Leonard V. Sominsky, Esq.
LEONARD V. SOMINSKY, ESQ., PC.
E-mail: INFO@LVSLAW.NET
In re CPM Company, LLC
dba Nipomo Antique Emporium
Bankr. C.D. Cal. Case No. 14-11747
Chapter 11 Petition filed August 12, 2014
See http://bankrupt.com/misc/cacb14-11747.pdf
represented by: Linda S. Blonsley, Esq.
BLONSLEY LAW
E-mail: blonsleylawecf@gmail.com
In re Salima A. Multani
Bankr. C.D. Cal. Case No. 14-25510
Chapter 11 Petition filed August 12, 2014
In re Rahbar Dentistry, P.C.
Bankr. N.D. Cal. Case No. 14-31172
Chapter 11 Petition filed August 12, 2014
See http://bankrupt.com/misc/canb14-31172.pdf
represented by: Ruth Elin Auerbach, Esq.
LAW OFFICES OF RUTH ELIN AUERBACH
E-mail: attorneyruth@sbcglobal.net
In re Edward Niznik
Bankr. N.D. Ill. Case No. 14-29598
Chapter 11 Petition filed August 12, 2014
In re Igor Grois
Bankr. N.D. Ill. Case No. 14-29601
Chapter 11 Petition filed August 12, 2014
In re Knapp Property Management, LLC
Bankr. D. Maine Case No. 14-10629
Chapter 11 Petition filed August 12, 2014
See http://bankrupt.com/misc/meb14-10629.pdf
represented by: Perry O'Brian, Esq.
E-mail: obrianpa@roadrunner.com
In re Vladimir Chpatchev and Oresta Chpatchev
Bankr. E.D.N.Y. Case No. 14-44114
Chapter 11 Petition filed August 12, 2014
In re George Chablis
Bankr. S.D.N.Y. Case No. 14-23153
Chapter 11 Petition filed August 12, 2014
In re BGL Holdings, LLC
Bankr. M.D. Pa. Case No. 14-03720
Chapter 11 Petition filed August 12, 2014
See http://bankrupt.com/misc/pamb14-03720.pdf
represented by: John J. Martin, Esq.
LAW OFFICES JOHN J. MARTIN
E-mail: jmartin@martin-law.net
In re Victor Soto Concepcion and Miriam Varela Concepcion
Bankr. D.P.R. Case No. 14-06606
Chapter 11 Petition filed August 12, 2014
In re Michael Porter Hardin and Delilah Pharr Hardin
Bankr. E.D. Tenn. Case No. 14-13481
Chapter 11 Petition filed August 12, 2014
In re KME Properties, LLC
dba Countryside Inc., LLC
Bankr. W.D. Wis. Case No. 14-13477
Chapter 11 Petition filed August 12, 2014
See http://bankrupt.com/misc/wiwb14-13477.pdf
represented by: Troy S. Klarkowski, Esq.
KLARKOWSKI LAW OFFICE
E-mail: troyklarkowski@gmail.com
In re Richard Alan Erdman and Kelly Marie Erdman
Bankr. W.D. Wis. Case No. 14-13478
Chapter 11 Petition filed August 12, 2014
In re David E. Hahn
Bankr. D. Ariz. Case No. 14-12514
Chapter 11 Petition filed August 13, 2014
In re De Leon Enterprises, LLC
Bankr. N.D. Cal. Case No. 14-43360
Chapter 11 Petition filed August 13, 2014
See http://bankrupt.com/misc/canb14-43360.pdf
represented by: Marc Voisenat, Esq.
LAW OFFICES OF MARC VOISENAT
E-mail: voisenatecf@gmail.com
In re Stacey Hart
Bankr. D. Colo. Case No. 14-21118
Chapter 11 Petition filed August 13, 2014
In re JJ FUNTORY, Inc.
Bankr. E.D.N.Y. Case No. 14-44137
Chapter 11 Petition filed August 13, 2014
See http://bankrupt.com/misc/nyeb14-44137.pdf
represented by: John C. Kim, Esq.
THE LAW OFFICE OF JOHN C. KIM, P.C.
E-mail: johnckim1@gmail.com
In re Donna R. McNeilly
Bankr. E.D. Tenn. Case No. 14-32600
Chapter 11 Petition filed August 13, 2014
In re Rick Layne Craft
Bankr. M.D. Tenn. Case No. 14-06446
Chapter 11 Petition filed August 13, 2014
In re Masoud Michael Tafacory
Bankr. E.D. Tex. Case No. 14-41737
Chapter 11 Petition filed August 13, 2014
In re Robert Dean Roach
Bankr. S.D. Tex. Case No. 14-80300
Chapter 11 Petition filed August 13, 2014
In re Lee Cadwallader and Christie Jo Cadwallader
Bankr. C.D. Cal. Case No. 14-14994
Chapter 11 Petition filed August 13, 2014
In re Ramiro Sanchez and Maria G. Sanchez
Bankr. N.D. Cal. Case No. 14-31184
Chapter 11 Petition filed August 14, 2014
In re Crush Management LLC
Bankr. D. Mass. Case No. 14-13836
Chapter 11 Petition filed August 14, 2014
See http://bankrupt.com/misc/mab14-13836.pdf
represented by: Gary W. Cruickshank, Esq.
LAW OFFICE OF GARY W. CRUICKSHANK
E-mail: gwc@cruickshank-law.com
In re Lighting World Corp.
Bankr. E.D.N.Y. Case No. 14-44192
Chapter 11 Petition filed August 14, 2014
See http://bankrupt.com/misc/nyeb14-44192.pdf
represented by: Joel M. Shafferman, Esq.
SHAFFERMAN & FELDMAN, LLP
E-mail: joel@shafeldlaw.com
In re Maelo Corp.
dba El Tequilazo
Bankr. S.D.N.Y. Case No. 14-12366
Chapter 11 Petition filed August 14, 2014
Filed Pro Se
In re Penguin Drive-In, LLC
Bankr. W.D.N.C. Case No. 14-31380
Chapter 11 Petition filed August 14, 2014
See http://bankrupt.com/misc/ncwb14-31380.pdf
represented by: Samantha K. Brumbaugh, Esq.
IVEY MCCLELLAN GATTON TALCOTT LLP
E-mail: skb@imgt-law.com
In re Penguin Holdings, Inc.
Bankr. W.D.N.C. Case No. 14-31381
Chapter 11 Petition filed August 14, 2014
See http://bankrupt.com/misc/ncwb14-31381.pdf
represented by: Samantha K. Brumbaugh, Esq.
IVEY MCCLELLAN GATTON TALCOTT LLP
E-mail: skb@imgt-law.com
In re Empresa Local Global Inc.
Bankr. D.P.R. Case No. 14-06675
Chapter 11 Petition filed August 14, 2014
See http://bankrupt.com/misc/prb14-06675.pdf
represented by: Jorge R. Collazo Sanchez, Esq.
COLLAZO SANCHEZ LAW OFFICE
E-mail: coa@prtc.net
In re Ryan Electric Company
Bankr. N.D. Ala. Case No. 14-71406
Chapter 11 Petition filed August 15, 2014
See http://bankrupt.com/misc/alnb14-71406.pdf
represented by: Stephen H. Jones, Esq.
E-mail: shjlaw@gmail.com
In re Magellan Christian Academies of Arizona, LLC
Bankr. D. Ariz. Case No. 14-12657
Chapter 11 Petition filed August 15, 2014
See http://bankrupt.com/misc/azb14-12657.pdf
represented by: D. Lamar Hawkins, Esq.
AIKEN SCHENK HAWKINS & RICCIARDI, P.C.
E-mail: dlh@ashrlaw.com
In re Clear Energy Systems, Inc.
Bankr. D. Ariz. Case No. 14-12716
Chapter 11 Petition filed August 15, 2014
See http://bankrupt.com/misc/azb14-12716.pdf
represented by: Shelton L. Freeman, Esq.
FREEMAN HUBER LAW, PLLC
E-mail: tony@fhlawaz.com
In re Robert Andrew Gabrick and Linda Karen Gabrick
Bankr. D. Ariz. Case No. 14-12703
Chapter 11 Petition filed August 15, 2014
In re Andrijana Mackovska
Bankr. C.D. Cal. Case No. 14-15034
Chapter 11 Petition filed August 15, 2014
In re Wesley Brian Ferris
Bankr. C.D. Cal. Case No. 14-25758
Chapter 11 Petition filed August 15, 2014
In re Orazio Gino Difante
Bankr. S.D. Cal. Case No. 14-06496
Chapter 11 Petition filed August 15, 2014
In re Manisha V. Patel
Bankr. M.D. Fla. Case No. 14-09495
Chapter 11 Petition filed August 15, 2014
In re Pacific Enterprises, Inc.
Bankr. E.D. Mich. Case No. 14-53265
Chapter 11 Petition filed August 15, 2014
See http://bankrupt.com/misc/mieb14-53265.pdf
represented by: Peter Steven Halabu, Esq.
E-mail: peter@halabu.net
In re Blue-Vue Shops, Inc.
Bankr. W.D. Miss. Case No. 14-42817
Chapter 11 Petition filed August 15, 2014
See http://bankrupt.com/misc/mowb14-42817.pdf
represented by: Coleman R. Ellis, Esq.
GHAFOOR COOK & ASSOCIATES
E-mail: bankruptcy@ghafoorcook.com
In re Lac Thi Hoilien
Bankr. D. Hawaii Case No. 14-01109
Chapter 11 Petition filed August 16, 2014
In re Bari S. Brown
Bankr. C.D. Cal. Case No. 14-25805
Chapter 11 Petition filed August 17, 2014
In re Paula-Al Restaurant Corp.
dba Augies
Bankr. S.D.N.Y. Case No. 14-23174
Chapter 11 Petition filed August 17, 2014
See http://bankrupt.com/misc/nysb14-23174.pdf
represented by: H. Bruce Bronson, Jr., Esq.
BRONSON LAW OFFICES, P.C.
E-mail: hbbronson@bronsonlaw.net
In re David Forero
Bankr. C.D. Cal. Case No. 14-25818
Chapter 11 Petition filed August 18, 2014
In re Rony Herisse and Kerline Romain
Bankr. S.D. Fla. Case No. 14-28487
Chapter 11 Petition filed August 18, 2014
In re Martin Roofing Services, Inc.
Bankr. M.D. Fla. Case No. 14-09460
Chapter 11 Petition filed August 18, 2014
See http://bankrupt.com/misc/flmb14-09460.pdf
represented by: Scott W. Spradley, Esq.
LAW OFFICES OF SCOTT W. SPRADLEY, P.A.
E-mail: scott.spradley@flaglerbeachlaw.com
In re Rita J. Mcguire
Bankr. N.D. Ill. Case No. 14-30187
Chapter 11 Petition filed August 18, 2014
In re Manfredo Quiros and Cheryl Quiros
Bankr. W.D. Ky. Case No. 14-33127
Chapter 11 Petition filed August 18, 2014
In re Todd M. Roberts
Bankr. D.N.J. Case No. 14-26983
Chapter 11 Petition filed August 18, 2014
In re Allen G. Jenkins
Bankr. D. Nev. Case No. 14-15595
Chapter 11 Petition filed August 18, 2014
In re Alan S. Pearce
Bankr. W.D.N.Y. Case No. 14-11893
Chapter 11 Petition filed August 18, 2014
In re James S. Price
Bankr. E.D.N.C. Case No. 14-04747
Chapter 11 Petition filed August 18, 2014
In re FMB Group Inc.
Bankr. E.D.N.C. Case No. 14-04749
Chapter 11 Petition filed August 18, 2014
See http://bankrupt.com/misc/nceb14-04749.pdf
represented by: Danny Bradford, Esq.
PAUL D. BRADFORD, PLLC
E-mail: dbradford@bradford-law.com
In re Juan Arizpe
Bankr. E.D.N.C. Case No. 14-04767
Chapter 11 Petition filed August 18, 2014
In re Fibula Investments, LLC
Bankr. W.D.N.C. Case No. 14-10436
Chapter 11 Petition filed August 18, 2014
See http://bankrupt.com/misc/ncwb14-10436.pdf
represented by: Benson T. Pitts, Esq
PITTS, HAY & HUGENSCHMIDT, P.A.
E-mail: ben@phhlawfirm.com
In re 5th Diner, Inc.
pka Fifth Diner, Inc.
Bankr. E.D. Pa. Case No. 14-16579
Chapter 11 Petition filed August 18, 2014
See http://bankrupt.com/misc/paeb14-16579.pdf
represented by: Kyong T. Kim, Esq.
LAW OFFICE OF KYONG T. KIM
E-mail: kevinkimesquire@gmail.com
In re Jong & Hyang VA Company
Bankr. E.D. Va. Case No. 14-13065
Chapter 11 Petition filed August 18, 2014
See http://bankrupt.com/misc/vaeb14-13065.pdf
represented by: Weon Geun Kim, Esq.
WEON G. KIM LAW OFFICE
E-mail: jkkchadol99@gmail.com
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR. Submissions about insolvency-
related conferences are encouraged. Send announcements to
conferences@bankrupt.com by e-mail.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to the nation's bankruptcy courts. The
list includes links to freely downloadable of these small-dollar
petitions in Acrobat PDF documents.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Ivy B. Magdadaro, Carlo Fernandez,
Christopher G. Patalinghug, and Peter A. Chapman, Editors.
Copyright 2014. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers. Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.
The TCR subscription rate is $975 for 6 months delivered via
e-mail. Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each. For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-241-8200.
*** End of Transmission ***