/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/140827.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, August 27, 2014, Vol. 18, No. 238 Headlines A M N N ASSOCIATES: Foreclosure Auction Set for Sept. 15 ACCIPITER COMMUNICATIONS: Plan Filing Period Expires Aug. 27 ACCIPITER COMMUNICATIONS: Oct. 15 Hearing on Cash Collateral Use ADVANCED MICRO DEVICES: 10-Q Shows $36MM Net Loss in 2nd Qtr. AEOLUS PHARMACEUTICALS: Posts $1.6 Million Net Income in Q3 AFFIRMATIVE INSURANCE: Incurs $7.2MM Net Loss in Second Quarter ALION SCIENCE: Incurs $13.3 Million Net Loss in 3rd Quarter ALION SCIENCE: Further Extends Exchange Offer, Unit Offering ALLIED IRISH: Posts EUR411 Million Profit in H1 2014 ALLY FINANCIAL: Presented at ABS Investors Conference AMERICAN MEDIA: Further Amends Credit Agreement with JPMorgan AMINCOR INC: Approves Grants of Options to Executive Officers AMSTERDAM HOUSE: Court Set Sept. 30 as Claims Bar Date ARAMID ENTERTAINMENT: Hires Maples and Calder as Counsel ARKANOVA ENERGY: Incurs $1 Million Net Loss in Third Quarter ASHER INVESTMENT: Grosses to Handle Litigation Matters ASPEN GROUP: Raises $1.6 Million From Securities Offering ATLANTIC COAST: Posts $225,000 Net Income in Second Quarter ATP OIL: Ch. 7 Trustee Sues Execs Over Reckless Spending AXESSTEL INC: Expects to Report $98,000 Net Loss in Q2 BANK OF THE CAROLINAS: Has 500,000 Authorized B Preferred Stock BANK OF THE CAROLINAS: Posts $600,000 Net Income in 2nd Quarter BAY AREA FINANCIAL: Solicitation Period Extended to Oct. 10 BEAZER HOMES: Incurs $12.3 Million Net Loss in Third Quarter BG MEDICINE: Incurs $2.2 Million Net Loss in Second Quarter BON-TON STORES: Appoints New Member to Its Board of Directors BON-TON STORES: Names President and Chief Executive Officer BSD MEDICAL: Has Until Feb. 4 to Comply with Nasdaq Listing Rules BURGER KING: Tim Horton's Deal No Impact on Moody's 'B2' CFR CAESARS ENTERTAINMENT: U.S. Bank Resigns as Indenture Trustee CAESARS ENTERTAINMENT: Executes Waiver Agreement Under Indentures CENTRAL FEDERAL: Reports $39,000 Net Earnings in Second Quarter CONTINENTAL BUILDING: Moody's Hikes Corporate Family Rating to B2 CORINTHIAN COLLEGES: Lenders Permit Sale of Assets to Raise Cash CRUMBS BAKE SHOP: Sale of Assets to Lemonis Fischer Approved CTI BIOPHARMA: Sees Net Financial Standing of $12.5MM at June 30 DBSI INC: No Acquittal For Former Execs in Ponzi Scheme Suit DESIGNLINE CORP: Center for Transportation's Granted Stay Relief DETROIT, MI: Mum on Proposal to Use Art as Collateral DETROIT, MI: Ch. 9 Plan Will Boost Economy, Tax Expert Says DETROIT, MI: Fitch to Rate $99.8MM Sewage Revenue Bonds 'BB+' DETROIT, MI: Moody's Rates $774.3MM Water Revenue Bonds 'Ba2' DETROIT, MI: Moody's Rates 2 Sewer Sr. Bond Tranches 'B2' DETROIT SERVICE: S&P Lowers Rating on 2011 Revenue Bonds to 'BB-' DOGWOOD PROPERTIES: Court Confirms 3 Amended Reorganization Plan DOMUM LOCIS: Blocks Lloyds' Plea for Relief From Stay DOMUM LOCIS: Fights Lloyds' Objection to Cash Collateral Use DOMUM LOCIS: Taps Cypress LLP as General Bankruptcy Counsel DOMUM LOCIS: Files Schedules of Assets and Liabilities DUNE ENERGY: Incurs $33.2 Million Net Loss in Second Quarter DIALOGIC INC: Had $2MM Q2 Loss, Warns of Possible Bankruptcy DYNAMIC INVESTMENTS: Voluntary Chapter 11 Case Summary EDWARD I. NWOKEDI: Former Counsel Awarded $24,000 in Fees EMPIRE RESORTS: Incurs $10.3 Million Net Loss in Second Quarter ENERGY FUTURE: Extends Bid Submission Deadline for Oncor EXIDE TECHNOLOGIES: Seeks to Hire A&M to Provide Project Manager EXIDE TECHNOLOGIES: Wants to Hire FTI as Forensic Accountants FAB UNIVERSAL: NYSE MKT Delisting Proceedings Ongoing FALCON STEEL: Taps Western Operations as Financial Consultant FALCON STEEL: Hires Decker Jones as Special Corporate Counsel FALCON STEEL: Taps Rylander Clay as Accountants FALCON STEEL: Names Greater Yield as Management Consultants FCC HOLDINGS: Case Summary & 40 Largest Unsecured Creditors FIRST FINANCIAL: Incurs $2.4 Million Net Loss in Second Quarter FLINTKOTE COMPANY: Seeks Extension of Plan Filing Date Until 2015 FOUR OAKS: Files Second Quarter Form 10-Q FREE LANCE-STAR: Can Continue Using Cash Collateral Until Aug. 29 FREESEAS INC: Crede May Sell 7.5 Million Common Shares FREESEAS INC: Regains Compliance with Nasdaq's Equity Rule FRIENDLY CHURCH OF GOD: Case Summary & 4 Unsecured Creditors GENERAL MOTORS: States Offer Fast Track for Plaintiffs GENERAL STEEL: Reports $16.5 Million Net Loss in Second Quarter GEOMET INC: Posts $57.7 Million Net Income in Second Quarter GIBSON ENERGY: S&P Revises Outlook to Positive & Affirms 'BB' CCR GLOBAL ENERGIES: Court Rules Involuntary Case Filed in Bad Faith GOLDEN LAND: Taps DelBello Donnellan as Attorneys GOLDEN LAND: Case Dismissal Hearing Delayed to Sept. 10 GREENSHIFT CORP: Amends Second Quarter Report with SEC HDGM ADVISORY: KFH et al. File 2nd Amended Conversion Motion HMK MATTRESS: Earnings Results No Impact on Moody's B3 Rating HORIZON LINES: Incurs $1.6 Million Net Loss in Second Quarter HOWSE IMPLEMENT: Case Summary & 20 Largest Unsecured Creditors IMH FINANCIAL: Incurs $1.4 Million Net Loss in Second Quarter IMH FINANCIAL: Desert Stock No Longer Owns B-4 Common Stock INFOLINK GLOBAL: Fla. Court Rejects Prontocom Appeal INT'L TECHNOLOGIES: Case Summary & 20 Top Unsecured Creditors INVERSIONES ALSACIA: Extends Sr. Sec. Notes Forbearance Agreement IVANHOE RANCH: Status Conference, Ch.7 Conversion Bid on Sept. 3 IXIA: Aims to File Late Financial Reports by Sept. 12 JOHN D. OIL: Fails to Pay $6MM to RBS by the Deadline KB HOME: Fitch Affirms 'B+' Issuer Default Rating KDC FOODS: Gray Plant Beats Co.'s Fraud Suit in 7th Circuit KRATON PERFORMANCE: S&P Revises Outlook & Affirms 'B+' CCR LAKELAND INDUSTRIES: Prepays $500,000 Subordinated Debt LDK SOLAR: Secures Funding Commitments for Offshore Restructuring LEAP ACADEMY: S&P Assigns 'BB-' Rating on $10MM 2014 Revenue Bonds LEVEL 3: Unit to Sell $1 Billion Senior Notes Due 2022 LEVEL 3: Unit Offering $1 Billion Senior Notes Due 2022 LIBERTY HARBOR: Court Adjourns Plan Hearing to Sept. 30 LONGVIEW POWER: Plan Requires Successful Trial in District Court MAUI LAND: Posts $477,000 Net Income in Second Quarter MAXIM CRANE: Moody's Hikes Corp. Family Rating to 'B3' MF GLOBAL: Trustee Seeks Permission to Repay $295MM to Creditors MINERAL PARK: Case Summary & 30 Largest Unsecured Creditors MOMENTIVE PERFORMANCE: Court Rejects Exit Plan MONROE HOSPITAL: Wants Sept. 2 as Schedules Filing Deadline MOUNTAIN PROVINCE: Incurs C$1.74-Mil. Net Loss in Second Quarter NATROL INC: Has Final Nod to Pay Critical Vendors' Claims NORTEL NETWORKS: Deal Resolving U.S. Debt Recovery Claim OK'd NUVILEX INC: Delays Fiscal 2014 Form 10-K NYTEX ENERGY: Auditors Doubt Going Concern Status O&G LEASING: Court Resets Status Conference Hearing to Sept. 2 OPTIMUMBANK HOLDINGS: Earns $1.3 Million in Second Quarter PALM HEALTH: List of Unsecured Committee Members Amended PETRON ENERGY: Authorized Shares Lowered to 2 Billion PGI INCORPORATED: Incurs $1.9 Million Net Loss in Second Quarter PHOENIX PAYMENT: Stockholder Balks at Sale & Bidding Protocol PIER 35 EVENTS: Travelocity Gift Card Suit Prompts Ch. 11 Filing PORTER BANCORP: Incurs $672,000 Net Loss in Second Quarter RADNOR HOLDINGS: Debtor Lawyer Can Represent Largest Creditor REVEL AC: Ravel Hotel Can't Jump-Start Trademark Suit RIVER GLEN: Case Summary & 8 Largest Unsecured Creditors SAFEWAY INC: Agrees to Dismiss Delaware Stockholder Litigation SAN BERNARDINO, CA: Moves to Cut Firefighters' Benefits SCOOTER STORE: Hires AR Assist for Revenue Recovery Services SECURITY NATIONAL: Hires NAI Farbman as Broker SEGA BIOFUELS: Judge Dalis Confirms Amended Chapter 11 Plan SHIROKIA DEVELOPMENT: Section 341(a) Meeting Set on Sept. 18 SOLAR POWER: Delays Form 10-Q for Second Quarter SPANISH BROADCASTING: Incurs $3.2 Million Net Loss in Q2 SPECIALTY HOSPITAL: Court Approves KCC Hiring Over UST Objection STILLWATER ASSET: Bankruptcy Court Approves Disclosure Statement SUNTECH POWER: JPLs File Docs Against Venue Transfer Bid TACTICAL INTERMEDIATE: Court Approves Sale of Massif Assets TACTICAL INTERMEDIATE: Taps Klehr Harrison as Counsel TACTICAL INTERMEDIATE: Hires Prime Clerk as Administrative Advisor TACTICAL INTERMEDIATE: Taps Houlihan Lokey as Financial Advisor TACTICAL INTERMEDIATE: Taps FTI Consulting to Provide CRO TAYLOR BEAN: Bank of America Settles Bankruptcy Case for $26.4M THERAPEUTICSMD INC: Files Updated Business Disclosure TRIGEANT HOLDINGS: Case Summary & Largest Unsecured Creditors UNITED BANCSHARES: Files Q2 Form 10Q, Raises Going Concern Doubt UNITEK GLOBAL: Moody's Alters Outlook to Neg. & Affirms Caa2 CFR URANIUM ONE: Moody's Affirms Ba3 CFR & Revises Outlook to Neg. VERITEQ CORP: Delays Form 10-Q for Second Quarter WEST CORP: Posts $47.7 Million Net Income in Second Quarter WESTMORELAND COAL: Incurs $63.4-Mil. Net Loss in Second Quarter WINDSOR PETROLEUM: Files Ch. 11 Plan & Disclosure Statement WORLD SURVEILLANCE: Wayne Jackson Appointed as Director WPCS INTERNATIONAL: Reports $11.2-Mil. Net Loss in Fiscal 2014 YARWAY CORPORATION: Removal Period Extended Until Dec. 14 YRC WORLDWIDE: Incurs $4.9 Million Net Loss in Second Quarter ZOGENIX INC: Intends to Enforce Rights to Zohydro * Bankruptcy Court Had Exclusive Jurisdiction on Dischargeability * Ruling Leaves Cloud on Whistleblowers * Seyfarth Aims to Toss Suit Over Disclosure in Law360 Article * Argentina Revokes BNY Mellon's Operating Approval ********* A M N N ASSOCIATES: Foreclosure Auction Set for Sept. 15 -------------------------------------------------------- Peak Foreclosure Services, Inc., the Trustee under a 2012 Deed of Trust, executed by A M N N Associates, LLC, as Trustor, and Pacific Premier Bank, as Beneficiary, will sell at public auction to the highest bidder for cash the real property at 625 South Santa Fe Street, Santa Ana, CA 92705. The auction will be held September 15, 2014, at 12:00 p.m., at the north front entrance to the County Courthouse, 700 Civic Center Drive West, in the City of Santa Ana, County of Orange, California. The sale will be made to pay the remaining principal sum of the note(s) secured by the Deed of trust, in the total amount of $464,713.94. Accrued interest and additional advances, if any, may increase the figures prior to sale. The Bank elects to conduct a unified foreclosure sale pursuant to the provisions of California Commercial Code section, 9601(a) (1) (B) et seq., and to include in the non-judicial foreclosure sale of personal property. Pacific Premier Bank is located at 1600 Sunflower Ave., 2nd Floor, Costa Mesa, California, 92626. The Trustee may be reached at: PEAK FORECLOSURE SERVICES, INC. 5900 Canoga Avenue, Suite 220 Woodland Hills, CA 91367 Tel: (818) 591-9237 By: Georgina Rodriguez, Trustee Sales Officer ACCIPITER COMMUNICATIONS: Plan Filing Period Expires Aug. 27 ------------------------------------------------------------ The Hon. George B. Nielsen of the U.S. Bankruptcy Court for the District of Arizona has extended, at the behest of Accipiter Communications, Inc., the exclusive right for the Debtor to file a plan of reorganization to Aug. 27, 2014, and the time period within which the Debtor has the exclusive right to solicit acceptance of the plan to Oct. 26, 2014. As reported by the Troubled Company Reporter on Aug. 4, 2014, Debtor said that there is "cause" under Sec. 1121(d) of the Bankruptcy Code for granting the extension because the extension would "facilitate movement towards a fair and equitable resolution of the case." Since filing its Chapter 11 petition on March 28, 2014, the Debtor has been engaged in active negotiations with its secured lender, Rural Utilities Service of the U.S. Department of Agriculture (RUS), and the Official Committee of Unsecured Creditors. The Debtor believes the parties are close to working out a consensual plan. About Accipiter Communications, Inc. Accipiter Communications, Inc., a Phoenix-based company that provides telecommunications services to unserved or underserved, mostly rurally-situated residences and businesses in central Arizona, filed a Chapter 11 bankruptcy petition (Bankr. D. Ariz. Case No. 14-04372) in its hometown on March 28, 2014. Accipiter provides telecommunications services to 1,409 residential subscribers and 231 business subscribers, including an elementary school, an enforcement agency, a fire station, two municipal water supply facilities, and a bank. The Debtor is able to provide telecommunications services to rural customers only by participating in two federal programs: revenue subsidies from the federal Universal Service Fund, which is administered under the authority of the Federal Communications Commission, and capital debt financing provided under a rural telecommunications loan program administered by the Rural Utilities Service, an agency of the U.S. Department of Agriculture. As of the Petition Date, the Debtor owed $20.8 million in aggregate principal to the RUS. The Debtor believes there is approximately $414,000 in prepetition general unsecured claims held by trade vendors or other parties against the Debtor. The Debtor is a privately held company, with 55.4% of the stock held by Lewis van Amerongen. In its schedules, the Debtor listed $31,250,731 in total assets and $21,628,826 in total liabilities. The bankruptcy case is assigned to Judge George B. Nielsen Jr. The Debtor has tapped Perkins Coie LLP as counsel. Ilene J. Lashinsky, U.S. Trustee for Region 14, appointed these three creditors to serve in the Official Committee of Unsecured Creditors. The Committee retained Stinson Leonard Street LLP as counsel. ACCIPITER COMMUNICATIONS: Oct. 15 Hearing on Cash Collateral Use ---------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Arizona will hold on Oct. 15, 2014, at 9:30 a.m. the hearing on Accipiter Communications, Inc.'s motion for interim and final orders authorizing the use of cash collateral. As reported by the Troubled Company Reporter on Aug. 15, 2014, the Court signed off a second stipulated order authorizing the Debtor's use of cash collateral. The stipulation was entered among the Debtor, and the United States, on behalf of the Rural Utilities Service of the U.S. Department of Agriculture. The Debtor would use the cash collateral to construct and operate a telecommunications network in rural areas located in certain portions of Maricopa and Yavapai Counties. As adequate protection for any diminution in the value of the collateral, the Debtor will grant the prepetition lender adequate protection payment, replacement lien, subject to carve out on certain expenses. On Aug. 18, 2014, the Official Committee of Unsecured Creditors filed an objection to the extent of adequate protection liens on the grounds that, after the Committee has completed its due diligence, the Committee asserts that RUS has overstated the extent of its perfected liens over Debtor's prepetition property. The Committee says that the resulting post-petition property of the Debtor should therefore remain unencumbered and not be subject to adequate protection liens. The Committee has reviewed the claimed liens and has determined that the Debtor's cash and accounts receivable were not cash collateral. A copy of the objection is available for free at: http://is.gd/RS58rG The United States filed on Aug. 19, 2014, a response to the Committee's objection. Well prior to March 28, 2014, the United States, acting through the RUS, perfected liens on all property (except vehicles) of the Debtor. The United States says that because this interest expressly covered Debtor's accounts receivable and associated proceeds, and because Debtor has admitted that virtually all of its cash comes from accounts receivable, the objection filed by the Committee lacks merit, and RUS should be permitted to continue to receive adequate protection substantially of a kind reflected in the Court's interim stipulated orders dated May 6, May 16, and July 14, 2014, authorizing cash collateral use and granting adequate protection. A copy of the response is available for free at: http://is.gd/QO2mVR The Chapter 11 status hearing is also set for Oct. 15, 2014, at 9:30 a.m. About Accipiter Communications, Inc. Accipiter Communications, Inc., a Phoenix-based company that provides telecommunications services to unserved or underserved, mostly rurally-situated residences and businesses in central Arizona, filed a Chapter 11 bankruptcy petition (Bankr. D. Ariz. Case No. 14-04372) in its hometown on March 28, 2014. Accipiter provides telecommunications services to 1,409 residential subscribers and 231 business subscribers, including an elementary school, an enforcement agency, a fire station, two municipal water supply facilities, and a bank. The Debtor is able to provide telecommunications services to rural customers only by participating in two federal programs: revenue subsidies from the federal Universal Service Fund, which is administered under the authority of the Federal Communications Commission, and capital debt financing provided under a rural telecommunications loan program administered by the Rural Utilities Service, an agency of the U.S. Department of Agriculture. As of the Petition Date, the Debtor owed $20.8 million in aggregate principal to the RUS. The Debtor believes there is approximately $414,000 in prepetition general unsecured claims held by trade vendors or other parties against the Debtor. The Debtor is a privately held company, with 55.4% of the stock held by Lewis van Amerongen. In its schedules, the Debtor listed $31,250,731 in total assets and $21,628,826 in total liabilities. The bankruptcy case is assigned to Judge George B. Nielsen Jr. The Debtor has tapped Perkins Coie LLP as counsel. Ilene J. Lashinsky, U.S. Trustee for Region 14, appointed these three creditors to serve in the Official Committee of Unsecured Creditors. The Committee retained Stinson Leonard Street LLP as counsel. ADVANCED MICRO DEVICES: 10-Q Shows $36MM Net Loss in 2nd Qtr. ------------------------------------------------------------- Advanced Micro Devices, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $36 million on $1.44 billion of net revenue for the three months ended June 28, 2014, as compared with a net loss of $74 million on $1.16 billion of net revenue for the quarter ended June 29, 2013. For the six months ended June 28, 2014, the Company reported a net loss of $56 million on $2.83 billion of net revenue as compared with a net loss of $220 million on $2.24 billion of net revenue for the three months ended June 29, 2013. As of June 28, 2014, the Company had $4.24 billion in total assets, $3.74 billion in total liabilities and $501 million in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/TmjWN3 About Advanced Micro Devices Sunnyvale, California-based Advanced Micro Devices, Inc., is a global semiconductor company. The Company's products include x86 microprocessors and graphics. Advanced Micro incurred a net loss of $83 million on $5.29 billion of net revenue for the year ended Dec. 28, 2013, as compared with a net loss of $1.18 billion on $5.42 billion of net revenue for the year ended Dec. 29, 2012. * * * In August 2013, Standard & Poor's Ratings Services revised its outlook on Advanced Micro to negative from stable. At the same time, S&P affirmed its 'B' corporate credit and senior unsecured debt ratings on AMD. As reported by the TCR on June 5, 2014, Fitch Ratings had upgraded the long-term Issuer Default Rating (IDR) for Advanced Micro Devices Inc. (NYSE: AMD) to 'B-' from 'CCC'. The upgrade primarily reflects AMD's improved financial flexibility from recent refinancing activity, which extends meaningful debt maturities until 2019. In the Feb. 4, 2013, edition of the TCR, Moody's Investors Service lowered Advanced Micro Devices' corporate family rating to B2 from B1. The downgrade of the corporate family rating to B2 reflects AMD's prospects for weaker operating performance and liquidity profile over the next year as the company commences on a multi- quarter strategic reorientation of its business in the face of a challenging macro environment and a weak PC market. AEOLUS PHARMACEUTICALS: Posts $1.6 Million Net Income in Q3 ----------------------------------------------------------- Aeolus Pharmaceuticals, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $1.57 million on $4.98 million of contract revenue for the three months ended June 30, 2014, as compared with a net loss of $786,000 on $844,000 of contract revenue for the same period in 2013. For the nine months ended June 30, 2014, the Company reported net income of $445,000 on $7.21 million of contract revenue as compared with a net loss of $2.54 million on $3.04 million of contract revenue for the same period last year. As of June 30, 2014, the Company had $4.88 million in total assets, $3.25 million in total liabilities and $1.63 million in total stockholders' equity. The Company had cash and cash equivalents of $1,272,000 on June 30, 2014, and $869,000 on Sept. 30, 2013. A full-text copy of the Form 10-Q is available for free at: http://is.gd/kaI945 About Aeolus Pharmaceuticals Mission Viejo, California-based Aeolus Pharmaceuticals, Inc., is a Southern California-based biopharmaceutical company leveraging significant government investment to develop a platform of novel compounds in oncology and biodefense. The platform consists of over 200 compounds licensed from Duke University and National Jewish Health. The Company's lead compound, AEOL 10150, is being developed as a medical countermeasure ("MCM") against the pulmonary sub-syndrome of acute radiation syndrome ("Pulmonary Acute Radiation Syndrome" or "Lung-ARS") as well as the gastrointestinal sub-syndrome of acute radiation syndrome ("GI-ARS"). Both syndromes are caused by acute exposure to high levels of radiation due to a radiological or nuclear event. It is also being developed for use as a MCM for exposure to chemical vesicants such as chlorine gas, sulfur mustard gas and nerve agents. Aeolus Pharmaceuticals reported a net loss of $3.20 million on $3.92 million of contract revenue for the fiscal year ended Sept. 30, 2013, as compared with net income of $1.69 million on $7.29 million of contract revenue during the prior fiscal year. Grant Thornton LLP, in San Diego, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2013. The independent auditors noted that the Company has incurred recurring losses and negative cash flows from operations, and management believes the Company does not currently possess sufficient working capital to fund its operations through fiscal 2014. These conditions, along with other matters...raise substantial doubt about the Company's ability to continue as a going concern. AFFIRMATIVE INSURANCE: Incurs $7.2MM Net Loss in Second Quarter --------------------------------------------------------------- Affirmative Insurance Holdings, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $7.24 million on $46.96 million of total revenues for the three months ended June 30, 2014, as compared to net income of $1.48 million on $72.78 million of total revenues for the same period last year. For the six months ended June 30, 2014, the Company incurred a net loss of $6.57 million on $92.49 million of total revenues as compared with a net loss of $4.76 million on $136.59 million of total revenues for the same period during the prior year. As of June 30, 2014, the Company had $367.19 million in total assets, $476.04 million in total liabilities and a $108.84 million total stockholders' deficit. Michael McClure, chief executive officer, stated, "We are disappointed that we continue to have adverse development from prior years. In the second quarter, we booked $5.8 million of additional loss reserves primarily for bodily injury claims in Louisiana and California during 2012 and the first half of 2013. These additional reserves reduced operating income by $7.9 million after consideration of the adjustment to ceding commissions on our quota share reinsurance agreements." "The Company's recent history of recurring losses from operations and its probable failure to comply with certain financial covenants in its senior secured and subordinated credit facilities in 2014 raises substantial doubt about the Company's ability to continue as a going concern," according to the Company's Form 10-Q Report. A full-text copy of the Form 10-Q is available for free at: http://is.gd/T0eV2U About Affirmative Insurance Addison, Tex.-based Affirmative Insurance Holdings, Inc., is a distributor and producer of non-standard personal automobile insurance policies for individual consumers in targeted geographic markets. Non-standard personal automobile insurance policies provide coverage to drivers who find it difficult to obtain insurance from standard automobile insurance companies due to their lack of prior insurance, age, driving record, limited financial resources or other factors. Non-standard personal automobile insurance policies generally require higher premiums than standard automobile insurance policies for comparable coverage. Affirmative Insurance reported net income of $30.71 million on $246.12 million of total revenues for the year ended Dec. 31, 2013, as compared with a net loss of $51.91 million on $209.76 million of total revenues in 2012. KPMG LLP, in Dallas, 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's recent history of recurring losses from operations and its probable failure to comply with certain financial covenants in the senior secured and subordinated credit facilities in 2014 raise substantial doubt about its ability to continue as a going concern. ALION SCIENCE: Incurs $13.3 Million Net Loss in 3rd Quarter ----------------------------------------------------------- Alion Science and Technology Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $13.26 million on $207.37 million of contract revenue for the three months ended June 30, 2014, as compared to a net loss of $7.08 million on $220.94 million of contract revenue for the same period last year. The Company also reported a net loss of $48.51 million on $585.72 million of contract revenue for the nine months ended June 30, 2014, as compared with a net loss of $27.23 million on $646.55 million of contract revenue for the same period in 2013. The Company's balance sheet at June 30, 2014, showed $606.59 million in total assets, $825.21 million in total liabilities, $61.03 million in redeemable common stock, $20.78 million in common stock warrants, $130,000 in accumulated other comprehensive loss and a $300.56 million accumulated deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/rA1ojL Extends Exchange Offer Alion Science announced that its revised exchange offer, consent solicitation and unit offering relating to its 10.25% Senior Notes due 2015 has been extended from 9:00 a.m., New York City time, on Aug. 14, 2014, to 9:00 a.m., New York City time, on Aug. 18, 2014. The Company also announced that it has modified the minimum tender condition in the exchange offer, consent solicitation and unit offering from 90% to 89.25% of the outstanding principal amount of Unsecured Notes. The Transactions are part of the previously announced transaction in which the Company is seeking to refinance its existing indebtedness. The Company has also extended the Early Tender Date and expiration date of the unit offering from 5:00 p.m., New York City time, on Aug. 13, 2014, to 5:00 p.m., New York City time, on Aug. 15, 2014. As of 5:00 p.m., New York City time, on Aug. 13, 2014, according to Global Bondholder Services Corporation, the Information and Exchange Agent, approximately $210,906,000, or 89.75%, of the aggregate principal amount of outstanding Unsecured Notes had been validly tendered for exchange and not withdrawn in the exchange offer and consent solicitation. Goldman, Sachs & Co. has been retained to act as the dealer manager and solicitation agent in connection with the exchange offer and consent solicitation. The information and exchange agent for the Transactions is Global Bondholder Services Corporation. Separately, on Aug. 14, 2014, Alion Science disclosed the following non-public information. "Consolidated EBITDA (as defined in the Company's Credit Agreement with Wells Fargo Bank dated May 2, 2014, as amended) for the twelve months ended June 30, 2014, was approximately $64.4 million, and for the three months ended June 30, 2014, was approximately $15.6 million." A full-text copy of the Form 8-K Report filed with the SEC is available for free at http://is.gd/uvSBIV About Alion Science Alion Science and Technology Corporation, based in McLean, Virginia, is an employee-owned company that provides scientific research, development, and engineering services related to national defense, homeland security, and energy and environmental analysis. Particular areas of expertise include communications, wireless technology, netcentric warfare, modeling and simulation, chemical and biological warfare, program management. Alion Science has been reporting losses for four consecutive years from Sept. 30, 2010, to Sept. 30, 2013. In 2013, Alion Science incurred a net loss of $36.59 million. Deloitte & Touche LLP, in McLean, Virginia, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2013. The independent auditors noted that the Company does not expect to be able to repay its existing debt at their scheduled maturities. The Company's financing needs, its recurring net losses, and its excess of liabilities over assets raise substantial doubt about its ability to continue as a going concern, the auditors stated. * * * As reported by the TCR on March 10, 2014, Standard & Poor's Ratings Services said it lowered its corporate credit rating on McLean, Va.-based Alion Science and Technology Corp. to 'CC' from 'CCC+'. "The ratings downgrade reflects a capital structure that matures within 12 months, a currently 'weak' liquidity assessment, which we revised from 'less than adequate', and our expectation that we would classify an exchange offer or similar restructuring undertaken by Alion as distressed," said Standard & Poor's credit analyst Martha Toll-Reed. In the May 23, 2014, edition of the TCR, Moody's Investors Service affirmed, among other things, Alion Science & Technology Corporation's ratings including the Caa2 Corporate Family Rating. The affirmation of Alion's Caa2 corporate family rating reflects the company's continued high leverage and weak interest coverage metrics that are not anticipated to improve meaningfully in the near-term, Moody's said. ALION SCIENCE: Further Extends Exchange Offer, Unit Offering ------------------------------------------------------------ Alion Science and Technology Corporation further extended its previously announced exchange offer, consent solicitation and unit offering relating to its 10.25% Senior Notes due 2015. The transactions are part of the transaction in which the Company is seeking to refinance its existing indebtedness. As of 5:00 p.m., New York City time, on July 29, 2014, according to Global Bondholder Services Corporation, the Information and Exchange Agent, approximately $ 213,241,000, or 90.74%, of the aggregate principal amount of outstanding Unsecured Notes had been validly tendered for exchange and not withdrawn in the exchange offer and consent solicitation pursuant to the following options in the exchange offer. The Company has extended the Early Tender Date from 5:00 p.m., New York City time, on Aug. 1, 2014, to 5:00 p.m., New York City time, on Aug. 12, 2014. The Company has also extended the Expiration Date of the exchange offer and consent solicitation from 9:00 a.m., New York City time, on Aug. 11, 2014, to 9:00 a.m., New York City time, on Aug. 13, 2014. The Company has extended the expiration date of the unit offering to 5:00 p.m., New York City time, on Aug. 12, 2014. As of 5:00 p.m. on July 29, 2014, according to Global Bondholder Services Corporation, holders of Unsecured Notes have elected to purchase approximately 93 units in the unit offering for an aggregate purchase price of approximately $55,800. The election to purchase units in the unit offering cannot be revoked, except that a valid withdrawal of Unsecured Notes in the exchange offer will be deemed to have revoked any election to purchase units in the unit offering, and except as required by law. For each $1,000 principal amount of Unsecured Notes accepted for exchange in the exchange offer that are validly tendered (and not validly withdrawn) at or prior to 5:00 p.m., New York City time, on Aug. 12, 2014, holders will receive an additional $15.00 in cash. Holders who tender after 5:00 p.m., New York City time, on Aug. 12, 2014, but prior to the Expiration Date, will not be entitled to receive the Early Tender Payment. A registration statement relating to the exchange offer, consent solicitation and unit offering was declared effective by the Securities and Exchange Commission on May 9, 2014. On July 29, 2014, the Company filed a new registration statement on Form S-1 with the U.S. Securities and Exchange Commission to reflect the amended terms of the Transactions and register additional securities in connection with the Exchange Offer but it has not yet become effective. These amended terms, which have the support of ASOF II Investments, LLC and Phoenix Investment Adviser LLC, the largest holders of the Company's outstanding Unsecured Notes, pursuant to an amended refinancing support agreement, were changed in order to obtain an understanding in principle with a large financial institution concerning placement of new first lien term loans in the aggregate principal amount of $285 million subject to documentation and other conditions precedent, which financing is required in order for the Company to consummate the Transactions. The Company cannot complete the Transactions, including the issuance of any New Securities, the acceptance of any existing Unsecured Notes for exchange or the acceptance of any offers to purchase the Units, prior to the time the New Registration Statement has become effective. The new first lien financing and the amended refinancing support agreement with ASOF II Investments, LLC, and Phoenix Investment Adviser LLC are conditioned upon at least 90% of the outstanding aggregate principal amount of Unsecured Notes being validly tendered in the exchange offer. In connection with the filing of the New Registration Statement, tenders of Unsecured Notes may be withdrawn, and the related consents may be revoked, at any time at or prior to the Expiration Date. The amended terms of the Transactions, including descriptions of the Third-Lien Notes, the material differences between the Third-Lien Notes and the Unsecured Notes, the unit offering, and other information relating to the Transactions are contained in the amended and restated preliminary prospectus dated July 29, 2014 filed with the New Registration Statement. The Company continues to take all actions necessary to complete the Transactions and the new first lien financing. The completion of the Transactions and the new first lien financing is subject to the conditions described in the amended and restated preliminary prospectus, including the satisfaction or waiver by the Company of the minimum tender condition, which requires that at least 90% of the outstanding aggregate principal amount of Unsecured Notes be validly tendered (and not validly withdrawn) in the exchange offer and that the New Registration Statement is declared effective under the Securities Act of 1933, as amended, and is not subject to any stop order suspending its effectiveness or any proceedings seeking a stop order. Subject to applicable law and certain of our contractual agreements, the Company may waive certain conditions applicable to the Transactions, including the minimum tender condition, and may extend, terminate or amend the Transactions, without extending the Expiration Date, except as required by law. The offer is being made only by means of an amended and restated preliminary prospectus. Copies of the amended and restated preliminary prospectus and the transmittal materials may be obtained free of charge, by contacting the Information and Exchange Agent at the following address: Global Bondholder Services By Facsimile (for eligible institutions only): (212) 430-3775/3779 Confirmation: (212) 430-3774 By Phone: 866-470-3900 (toll free) By Mail, Overnight Courier Hand Delivery: 65 Broadway, Suite 404 New York, New York 10006 Attn: Corporate Actions They can also be obtained free of charge at http://www.gbsc- usa.com/Alion, the SEC's Web site (http://www.sec.gov),or by contacting Alion Science and Technology Corporation, 1750 Tysons Boulevard, Suite 1300, McLean, Virginia 22102, (703) 918-4480, Attention: Kevin Boyle, Senior Vice President, General Counsel & Secretary. Goldman, Sachs & Co. has been retained to act as the dealer manager and solicitation agent in connection with the exchange offer and consent solicitation. The information and exchange agent for the Transactions is Global Bondholder Services Corporation. About Alion Science Alion Science and Technology Corporation, based in McLean, Virginia, is an employee-owned company that provides scientific research, development, and engineering services related to national defense, homeland security, and energy and environmental analysis. Particular areas of expertise include communications, wireless technology, netcentric warfare, modeling and simulation, chemical and biological warfare, program management. Alion Science has been reporting losses for four consecutive years from Sept. 30, 2010, to Sept. 30, 2013. In 2013, Alion Science incurred a net loss of $36.59 million. Deloitte & Touche LLP, in McLean, Virginia, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2013. The independent auditors noted that the Company does not expect to be able to repay its existing debt at their scheduled maturities. The Company's financing needs, its recurring net losses, and its excess of liabilities over assets raise substantial doubt about its ability to continue as a going concern, the auditors stated. As of March 31, 2014, the Company had $610.99 million in total assets, $816.34 million in total liabilities, $61.03 million in redeemable common stock, $20.78 million in common stock warrants, $130,000 in accumulated other comprehensive loss and a $287.29 million accumulated deficit. Bankruptcy Warning "The Company's high debt levels, of which $332.5 million matures on November 1, 2014 and Alion's recurring losses will likely make it more difficult for Alion to raise capital on favorable terms and could hinder its operations. Further, default under the Unsecured Note Indenture or the Secured Note Indenture could allow lenders to declare all amounts outstanding under the Wells Fargo Agreement, the Secured Notes and the Unsecured Notes to be immediately due and payable. Any event of default could have a material adverse effect on our business, financial condition and operating results if creditors were to exercise their rights, including proceeding against substantially all of our assets that secure the Wells Fargo Agreement and the Secured Notes, and will likely require us to invoke insolvency proceedings including, but not limited to, a voluntary case under the U.S. Bankruptcy Code," the Company said in the Quarterly Report for the period ended March 31, 2014. * * * As reported by the TCR on March 10, 2014, Standard & Poor's Ratings Services said it lowered its corporate credit rating on McLean, Va.-based Alion Science and Technology Corp. to 'CC' from 'CCC+'. "The ratings downgrade reflects a capital structure that matures within 12 months, a currently 'weak' liquidity assessment, which we revised from 'less than adequate', and our expectation that we would classify an exchange offer or similar restructuring undertaken by Alion as distressed," said Standard & Poor's credit analyst Martha Toll-Reed. In the May 23, 2014, edition of the TCR, Moody's Investors Service affirmed, among other things, Alion Science & Technology Corporation's ratings including the Caa2 Corporate Family Rating. The affirmation of Alion's Caa2 corporate family rating reflects the company's continued high leverage and weak interest coverage metrics that are not anticipated to improve meaningfully in the near-term, Moody's said. ALLIED IRISH: Posts EUR411 Million Profit in H1 2014 ---------------------------------------------------- Allied Irish posted EUR411 million profit on EUR807 million of net interest income for the half year ended June 30, 2014, as compared with a loss of EUR758 million on EUR595 million of net interest income for the half year ended June 30, 2013. At June 30, 2014, Allied Irish had EUR110.6 million in total assets, EUR99.4 million in total liabilities and EUR11.2 million in shareholders' equity. "AIB has achieved its stated aim of returning to sustainable profitability on a post provision basis in 2014 with our half year results reflecting strong improvements in margins, funding position and capital ratios. The Group has demonstrated its capacity to support economic recovery with loan approvals, including the UK, of c.EUR5.6bn, up 33% year on year. Our mortgage arrears and overall levels of impaired loans are reducing and our performance in the first half of the year saw a material reduction in provision charges. As the Irish economy and the bank recovers, we remain focused on growth and maximising value for the Irish State, as 99.8% shareholder, and all other stakeholders over time." Full details on AIB's H1 2014 financial performance including all relevant disclosures and notes to financial statements is available for free at http://bankrupt.com/misc/ALLIED_H12014.pdf About Allied Irish Banks Allied Irish Banks, p.l.c. -- http://www.aibgroup.com/-- is a major commercial bank based in Ireland. It has an extensive branch network across the country, a head office in Dublin and a capital markets operation based in the International Financial Services Centre in Dublin. AIB also has retail and corporate businesses in the UK, offices in Europe and a subsidiary company in the Isle of Man and Jersey (Channel Islands). Since the onset of the global and Irish financial crisis, AIB's relationship with the Irish Government has changed significantly. As at Dec. 31, 2010, the Government, through the National Pension Reserve Fund Commission ("NPRFC"), held 49.9% of the ordinary shares of the Company (the share of the voting rights at shareholders' general meetings), 10,489,899,564 convertible non- voting ("CNV") shares and 3.5 billion 2009 Preference Shares. On April 8, 2011, the NPRFC converted the total outstanding amount of CNV shares into 10,489,899,564 ordinary shares of AIB, thereby increasing its holding to 92.8% of the ordinary share capital. In addition to its shareholders' interests, the Government's relationship with AIB is reflected through formal and informal oversight by the Minister and the Department of Finance and the Central Bank of Ireland, representation on the Board of Directors (three non-executive directors are Government nominees), participation in NAMA, and otherwise. Allied Irish incurred a loss of EUR1.59 billion for the year ended Dec. 31, 2013, a loss of EUR3.55 billion in 2012 and a net loss of $2.32 billion in 2011. ALLY FINANCIAL: Presented at ABS Investors Conference ----------------------------------------------------- Members of management of Ally Financial Inc. provided a presentation to ABS investors on June 30, 2014. A copy of the presentation materials is available for free at: http://is.gd/478ya3 About Ally Financial Ally Financial Inc., formerly GMAC Inc. -- http://www.ally.com/-- is one of the world's largest automotive financial services companies. The Company offers a full suite of automotive financing products and services in key markets around the world. Ally's other business units include mortgage operations and commercial finance, and the company's subsidiary, Ally Bank, offers online retail banking products. Ally operates as a bank holding company. GMAC obtained a $17 billion bailout from the U.S. government in exchange for a 56.3 percent stake. Private equity firm Cerberus Capital Management LP keeps 14.9 percent, while General Motors Co. owns 6.7 percent. As of March 31, 2014, the Company had $148.45 billion in total assets, $133.99 billion in total liabilities and $14.45 billion in total equity. * * * As reported by the TCR on Dec. 16, 2013, Standard & Poor's Ratings Services said it raised its issuer credit rating on Ally Financial Inc. to 'BB' from 'B+'. "The upgrade reflects the company's release from potential legal and financial liabilities stemming from its ownership of ResCap," said Standard & Poor's credit analyst Tom Connell. In the April 3, 2014, edition of the TCR, Fitch Ratings has upgraded Ally Financial Inc.'s long-term Issuer Default Rating (IDR) and senior unsecured debt rating to 'BB+' from 'BB'. The rating upgrade reflects increased clarity around Ally's ownership structure given Ally's recent announcement that it has launched an initial public offering those shares of its common stock held by the U.S. Treasury (the Treasury). As reported by the TCR on July 16, 2014, Moody's Investors Service affirmed the Ba3 corporate family and B1 senior unsecured ratings of Ally Financial, Inc. and revised the outlook for the ratings to positive from stable. Moody's affirmed Ally's ratings and revised its rating outlook to positive based on the company's progress toward sustained improvements in profitability and repayment of government assistance received during the financial crisis. AMERICAN MEDIA: Further Amends Credit Agreement with JPMorgan ------------------------------------------------------------- American Media, Inc., JPMorgan Chase Bank, N.A., as administrative agent, and the lenders from time to time party to the Revolving Credit Agreement, dated as of Dec. 22, 2010, entered into Amendment No. 3 to the Credit Agreement with lenders constituting the Required Lenders. Pursuant to the Credit Agreement Amendment and subject to the Credit Parties' compliance with the requirements set forth therein, the Consenting Lenders have agreed to: (i) waive until the earlier of (x) Aug. 15, 2014 and (y) immediately prior to the consummation of the proposed merger transaction disclosed in the Current Report on Form 8-K filed on July 9, 2014, any potential Default or Event of Default arising from the failure to furnish to the Administrative Agent (A) the financial statements, reports and other documents as required under Section 5.01(a) of the Credit Agreement with respect to the fiscal year of the Company ended March 31, 2014 and (B) the related deliverables required under Sections 5.01(c) and 5.03(b) of the Credit Agreement; (ii) permit the proposed transactions disclosed in the Prior 8-K Filing, including amending the definition of "Change in Control" and permitting the issuance of additional 10% Second Lien Senior Secured PIK Notes due 2018; (iii) consent to the sale of certain assets of the Loan Parties; (iv) restrict any payment or distribution in respect of the 11 1/2% First Lien Senior Secured Notes due 2017 on or prior to June 15, 2015, subject to certain exceptions, including the payment of regularly scheduled interest and any mandatory prepayments and mandatory offers to purchase under the First Lien Notes; and (v) amend the maximum first lien leverage ratio covenant. A copy of the Amended Credit Agreement is available for free at: http://is.gd/9wcsGm About American Media Based in New York, American Media, Inc., publishes celebrity journalism and health and fitness magazines in the U.S. These include Star, Shape, Men's Fitness, Fit Pregnancy, Natural Health, and The National Enquirer. In addition to print properties, AMI manages 14 different Web sites. The company also owns Distribution Services, Inc., an in-store magazine merchandising company. American Media, Inc., and 15 units, including American Media Operations, Inc., filed for Chapter 11 protection in Manhattan (Bankr. S.D.N.Y. Case No. 10-16140) on Nov. 17, 2010, with a prepackaged plan. The Debtors emerged from Chapter 11 reorganization in December 2010, handing ownership to former bondholders. The new owners include hedge funds Avenue Capital Group and Angelo Gordon & Co. American Media incurred a net loss of $55.54 million on $348.52 million of total operating revenues for the fiscal year ended March 31, 2013, as compared with net income of $22.29 million on $386.61 million of total operating revenues for the fiscal year ended March 31, 2012. As of Dec. 31, 2013, the Company had $565.84 million in total assets, $692.81 million in total liabilities, $3 million in redeemable noncontrolling interest, and a $129.97 million total stockholders' deficit. * * * As reported by the TCR on Nov. 20, 2013, Standard & Poor's Ratings Services raised its corporate credit rating on Boca Raton, Fla.- based American Media Inc. to 'CCC+' from 'SD'. "The upgrade follows the company's exchange of $94.3 million of its $104.9 million 13.5% second-lien cash-pay notes due 2018 for privately held $94.3 million 10% second-lien notes due 2018," said Standard & Poor's credit analyst Hal Diamond. In the July 10, 2014, edition of the TCR, Moody's Investors Service has lowered American Media, Inc.'s Corporate Family Rating (CFR) to Caa1 from B3. The downgrade of American Media's CFR to Caa1 reflects Moody's expectation for lower revenue and EBITDA resulting in higher financial leverage. AMINCOR INC: Approves Grants of Options to Executive Officers ------------------------------------------------------------- Pursuant to a unanimous written consent, dated as of May 23, 2014, the Board of Directors of Amincor, Inc., approved the grant of options to purchase common stock to John R. Rice, III, president and director, Joseph F. Ingrassia, vice-president, interim chief financial officer and director and Robert L. Olson, director and certain management and employees of the Company and certain officers and employees of its subsidiary companies. Messrs. Rice, Ingrassia were each granted 120,000 options and Mr. Olson was granted 40,000 options. The options granted have an exercise price of $0.25. 50% of the options vest and are exercisable on the first anniversary of the grant date and 100% of the options vest and are exercisable on the second anniversary of the grant date, so long as the optionee is still employed by the Company or its subsidiaries. The options are valid for 5 years from the grant date and will expire thereafter. Each optionee will sign a Non-Qualified Stock Option Agreement with the Registrant which more fully details the terms and conditions of the grant. About Amincor Inc. New York, N.Y.-based Amincor, Inc., is a holding company operating through its operating subsidiaries Baker's Pride, Inc., Environmental Holdings Corp. and Tyree Holdings Corp., and Amincor Other Assets, Inc. BPI is a producer of bakery goods. Tyree performs maintenance, repair and construction services to customers with underground petroleum storage tanks and petroleum product dispensing equipment. Through its wholly owned subsidiaries, Environmental Quality Services, Inc., and Advanced Waste & Water Technology, Inc., EHC provides environmental and hazardous waste testing and water remediation services in the Northeastern United States. Other Assets, Inc., was incorporated to hold real estate, equipment and loan receivables. As of March 31, 2013, all of Other Assets' real estate and equipment are classified as held for sale. As of March 31, 2014, the Company had $27.09 million in total assets, $43.81 million in total liabilities and a $16.71 million total deficit. AMSTERDAM HOUSE: Court Set Sept. 30 as Claims Bar Date ------------------------------------------------------ The U.S. Bankruptcy Court for the Eastern District of New York set Sept. 30, 2014, at 5:00 p.m. (prevailing Eastern Time) as the deadline for creditors ?- except governmental units -? to file proofs of claims against Amsterdam House Continuing Care Retirement Community Inc.. Governmental units have until Jan. 20, 2015, at 5:00 p.m. (prevailing Eastern Time) to file claims. Original proofs of claim must be filed either by U.S. mail, overnight courier, or hand delivery to this address: Harborside Claims Processing Center c/o Kurtzman Carson Consultants LLC 2335 Alaska Avenue El Segundo, CA 90245. About Amsterdam House Amsterdam House Continuing Care Retirement Community, Inc., owns and operates Harborside, an upscale retirement community is situated on 8.9 acres in Port Washington, New York. Harborside -- http://www.theamsterdamatharborside.com/-- is Nassau County's first and only CCRC licensed under Article 46 of the New York Public Health Law. CCRCs provide senior citizens with a full range of living accommodations and healthcare services during their retirement years. Harborside currently offers 329 units of varying sizes for independent, enriched, and skilled nursing care. Amsterdam House filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 14-73348) on July 22, 2014, in Central Islip, New York, to implement a prenegotiated bankruptcy-exit plan. The case is assigned to Judge Alan S Trust. Ingrid Bagby, Esq., at Cadwalader Wickersham & Taft LLP, serves as the Debtor's counsel. Grant Thornton LLP serves as financial advisors, Herbert J. Sims & Co., Inc., serves as investment bankers, and Kurtzman Carson Consultants LLC acts as claim and noticing agent. The Company said that total assets were $286 million and debt was $437 million as of April 30, 2014. ARAMID ENTERTAINMENT: Hires Maples and Calder as Counsel -------------------------------------------------------- Aramid Entertainment Fund Limited and its debtor-affiliates seek permission from the Hon. Sean H. Lane of the U.S. Bankruptcy Court for the Southern District of New York to employ Maples and Calder as special counsel for the Debtors with respect to matters arising in, or under the laws of, the Cayman Islands, nunc pro tunc to the June 13, 2014 petition date. Maples and Calder will provide legal services as requested by the Debtors with respect to matters in, or under the laws of, the Cayman Islands. The Debtors propose to compensate Maples and Calder for services rendered at its hourly rates that are in effect from time to time. Maples and Calder will also be reimbursed for reasonable out-of- pocket expenses incurred. Aristos Galatopoulos, partner of Maples and Calder, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. The Court for the Southern District of New York will hold a hearing on the application on Sept. 10, 2014, at 10:00 a.m. Objections, if any, are due Sept. 3, 2014, at 5:00 p.m. Maples and Calder can be reached at: Aristos Galatopoulos, Esq. MAPLES AND CALDER PO Box 309, Ugland House South Church Street George Town, Grand Cayman KY1-1104 Cayman Islands Tel: +1 (345) 814-5241 Fax: +1 (345) 949-8080 E-mail: aristos.galatopoulos@maplesandcalder.com About Aramid Entertainment Aramid Entertainment Fund Limited has been engaged in the business of providing short and medium term liquidity to producers and distributors of film, television and other media and entertainment content by way of loans and equity investments. On May 7, 2014, Geoffrey Varga and Jess Shakespeare of Kinetic Partners (Cayman) Limited were appointed under Cayman law as the joint voluntary liquidators of AEF and two affiliates. On June 13, 2014, the JVLs authorized AEF and two affiliates to file for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 14-11802) in Manhattan on June 13, 2014. The Debtors have tapped Reed Smith, LLP, in New York, as counsel and Kinetic Partners (Cayman) Limited as crisis managers. AEF estimated at least $100 million in assets and between $10 million to $50 million in liabilities. ARKANOVA ENERGY: Incurs $1 Million Net Loss in Third Quarter ------------------------------------------------------------ Arkanova Energy Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $999,806 on $231,847 of total revenue for the three months ended June 30, 2014, as compared with a net loss of $455,129 on $195,477 of total revenue for the same period last year. For the nine months ended June 30, 2014, the Company reported a net loss of $2.43 million on $657,665 of total revenue as compared with a net loss of $1.34 million on $616,158 of total revenue for the same period in 2013. The Company's balance sheet at June 30, 2014, showed $3.29 million in total assets, $14.35 million in total liabilities and a $11.06 million total stockholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/sAWZLL About Arkanova Austin, Tex.-based Arkanova Energy Corporation is a junior producing oil and gas company and is also engaged in the acquisition, exploration and development of prospective oil and gas properties. It holds mineral leases in Delores County, Lone Mesa State Park, Colorado and leasehold interests located in Pondera and Glacier Counties, Montana. In their report on the consolidated financial statements for the fiscal year ended Sept. 30, 2013, MaloneBailey LLP expressed substantial doubt about its ability to continue as a going concern, citing that the Company has incurred cumulative losses since inception and has negative working capital. ASHER INVESTMENT: Grosses to Handle Litigation Matters ------------------------------------------------------ Asher Investment Properties LLC is seeking approval from the bankruptcy court to employ Michael F. Frank and Peggi A. Gross as its special litigation counsel. The Debtor explained that aside from representing the Debtor in proceeding brought by Garry Itkin and Anna Charnow, trustees of the Itkin Living Trust dated March 12, 2008, the Grosses will also represent the Debtor with respect to all litigation and contested matters including, without limitation, the contested matter commenced by Itkin's filing of a motion to dismiss the Debtor's bankruptcy case. As reported in the Troubled Company Reporter on Aug. 5, 2014, the Debtor requires the services of special litigation counsel to represent it in connection with the prosecution of a lawsuit the Debtor intends to file against Garry Itkin, Trustee of the Itkin Living Trust dated March 12, 2008 ("Itkin") seeking, among other things: -- a determination of the amount of Itkin's secured claim against the Estate; -- a declaration that Itkin is not a member of the Debtor; -- alternatively, a determination of the nature and extent of Itkin's membership interest in the Debtor; and -- damages for breach of contract (the "Itkin Litigation"). Frank and Gross will be paid at these hourly rates: Michael F. Frank $425 Peggi A. Gross $250 Mr. Frank and Ms. Gross will also be reimbursed for reasonable out-of-pocket expenses incurred. Ms. Gross does not have a pre-petition claim against the Estate. Mr. Frank has a pre-petition claim against the Estate in the sum of $19,587.50 for services rendered and costs incurred in connection with representing the Debtor in its litigation against Itkin and strategic options between May 17, 2014 and the filing of the petition for relief on June 6, 2014. Mr. Frank requested that the Debtor provide him with a $5,000 postpetiton retainer to be deposited into Frank's Client Trust Account and applied to fees and expenses for post-petition services pursuant to the U.S. Trustee's Professional Fee Statement Procedure. Mr. Frank and Ms. Gross assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. The Itkin Living Trust dated March 12, 2008 (the "Itkin Trust") is a secured creditor and a 50% member of Debtor. The Itkin Trust's co-Trustee, Garry Itkin, is also the managing member of the Debtor based on the express terms of Debtor's restated operating agreement. The Itkin Trust objects to the employment of Michael Frank saying that the Court should deny the Application to Employ Special Counsel because Michael Frank is not disinterested and represents interests adverse to the estate. About Asher Investment Properties, LLC Asher Investment Properties, LLC, owner of a $10 million property in Beverly Hills, California, filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal. Case No. 14-21172) in Los Angeles, on June 6, 2014. Yossi Dina signed the petition as managing member. Asher, a Single Asset Real Estate as defined in 11 U.S.C. Sec. 101(51B), disclosed $11.5 million in assets and $10.7 million in liabilities. Gershuni & Kate, ALC, serves as the Debtor's counsel. Hon. Barry Russell presides over the case. ASPEN GROUP: Raises $1.6 Million From Securities Offering --------------------------------------------------------- Aspen Group, Inc., raised $1,631,500 from the sale of 10,525,809 shares of common stock and 5,262,907 five-year warrants exercisable at $0.19 per share in a private placement offering to seven accredited investors, including Sophrosyne Capital LLC and Charlestown Capital Advisors, LLC. Ms. Janet Gill, Aspen's chief financial officer, invested $100,750 in the offering. In connection with the offering, Aspen agreed to register the shares of common stock and the shares of common stock underlying the warrants. Aspen reimbursed the Lead Investors for legal expenses in the amount of $45,000 and paid other expenses of approximately $30,000. The net proceeds to Aspen were $1,556,500. Aspen intends to use the net proceeds for working capital, expansion of marketing and pay the initial principal installment of $560,000 due on its outstanding debenture. In connection with the offering, Aspen agreed to appoint two director designees of the Lead Investors for a two year period. As a result of this private placement, Aspen issued 3,473,259 shares of common stock to prior investors who had price protection on their investments and reduced the exercise and conversion price on 14,451,613 outstanding warrants and its outstanding debenture to $0.155. All of the securities were issued and sold in reliance upon the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933 and Rule 506 promulgated thereunder. These securities may not be offered or sold in the United States in the absence of an effective registration statement or exemption from the registration requirements under the Act. The investors are accredited investors and there was no general solicitation. About Aspen Group Denver, Colo.-based Aspen Group, Inc., was founded in Colorado in 1987 as the International School of Information Management. On Sept. 30, 2004, it was acquired by Higher Education Management Group, Inc., and changed its name to Aspen University Inc. On May 13, 2011, the Company formed in Colorado a subsidiary, Aspen University Marketing, LLC, which is currently inactive. On March 13, 2012, the Company was recapitalized in a reverse merger. Aspen's mission is to become an institution of choice for adult learners by offering cost-effective, comprehensive, and relevant online education. Approximately 88 percent of the Company's degree-seeking students (as of June 30, 2012) were enrolled in graduate degree programs (Master or Doctorate degree program). Since 1993, the Company has been nationally accredited by the Distance Education and Training Council, a national accrediting agency recognized by the U.S. Department of Education. The Company reported a net loss of $6.01 million on $2.68 million of revenues for the year ended Dec. 31, 2012, as compared with a net loss of $2.13 million on $2.34 million of revenues during the prior year. As of Jan. 31, 2014, the Company had $3.67 million in total assets, $5.29 million in total liabiities and a $1.62 million total stockholders' deficit. Salberg & Company, P.A., in Boca Raton, Florida, issued a "going concern" qualification on the consolidated financial statements for the transition period ending April 30, 2013. The independent auditors noted that the Company has a net loss allocable to common stockholders and net cash used in operating activities for the four months ended April 30, 2013, of $1,402,982 and $918,941, respectively, and has an accumulated deficit of $12,740,086 at April 30, 2013. These matters raise substantial doubt about the Company's ability to continue as a going concern. ATLANTIC COAST: Posts $225,000 Net Income in Second Quarter ----------------------------------------------------------- Atlantic Coast Financial Corporation reported net income of $225,000 on $6.93 million of total interest and dividend income for the three months ended June 30, 2014, as compared with a net loss of $1.55 million on $7.38 million of total interest and dividend income for the same period in 2013. For the six months ended June 30, 2014, the Company reported net income of $431,000 on $13.85 million of total interest and dividend income as compared with a net loss of $3.59 million on $14.92 million of total interest and dividend income for the same period last year. The Company's balance sheet at June 30, 2014, showed $710.08 million in total assets, $639.72 million in total liabilities and $70.36 million in total stockholdera' equity. Commenting on the second quarter, John K. Stephens, Jr., president and chief executive officer, said, "Our second quarter results demonstrate that Atlantic Coast is making steady headway toward its long-term goals, and our dedication to improving our product base and expanding our reach within the local community is helping to lead the way. This progress would not be possible without the outstanding work of Atlantic Coast's people, including our many new hires who accounted for a nearly 20% increase in our employee base and who are providing a catalyst for new growth initiatives. Every day our employees help create a better bank, while continuing to focus their efforts on the needs of our clients. While we still face challenges, our plan is working and our core business continues to grow stronger. I believe the prospects for Atlantic Coast are clear and bright." A full-text copy of the press release is available for free at: http://is.gd/ch0deY About Atlantic Coast Atlantic Coast Financial Corporation is the holding company for Atlantic Coast Bank, a federally chartered and insured stock savings bank. It is a community-oriented financial institution serving northeastern Florida and southeastern Georgia markets. Investors may obtain additional information about Atlantic Coast Financial Corporation on the Internet at www.AtlanticCoastBank.net, under Investor Information. Atlantic Coast reported a net loss of $11.40 million in 2013, a net loss of $6.66 million in 2012 and a net loss of $10.28 million in 2011. ATP OIL: Ch. 7 Trustee Sues Execs Over Reckless Spending -------------------------------------------------------- Law360 reported that the Chapter 7 trustee of the estate of ATP Oil & Gas Corp. filed suit in Texas bankruptcy court claiming the company's senior management failed to properly plan, budget or take the appropriate proactive action to lessen the company's damages caused by the Deepwater Horizon oil spill. According to the report, trustee Rodney Tow claimed that following the 2010 oil spill, ATP spent money on long-term projects the company could no longer afford given the impact of the oil spill on ATP's business. About ATP Oil Houston, Texas-based ATP Oil & Gas Corporation is an international offshore oil and gas development and production company focused in the Gulf of Mexico, Mediterranean Sea and North Sea. ATP Oil & Gas filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 12-36187) on Aug. 17, 2012. Attorneys at Mayer Brown LLP, serve as bankruptcy counsel. Munsch Hardt Kopf & Harr, P.C., is the conflicts counsel. Motley Rice LLC and Fayard & Honeycutt, APC serve as special counsel. Opportune LLP is the financial advisor and Jefferies & Company is the investment banker. Kurtzman Carson Consultants LLC is the claims and notice agent. ATP disclosed assets of $3.6 billion and $3.5 billion of liabilities as of March 31, 2012. Debt includes $365 million on a first-lien loan where Credit Suisse AG serves as agent. There is $1.5 billion on second-lien notes with Bank of New York Mellon Trust Co. as agent. ATP's other debt includes $35 million on convertible notes and $23.4 million owing to third parties for their shares of production revenue. Trade suppliers have claims for $147 million, ATP said in a court filing. An official committee of unsecured creditors has been appointed in the case. Evan R. Fleck, Esq., at Milbank, Tweed, Hadley & McCloy, in New York, represents the Creditors Committee as counsel. A seven-member panel of equity security holders has also been appointed in the case. Kyung S. Lee, Esq., and Charles M. Rubio, Esq. of Diamond McCarthy LLP, in Houston, Texas, serve as counsel to the Equity Committee. AXESSTEL INC: Expects to Report $98,000 Net Loss in Q2 ------------------------------------------------------ Axesstel, Inc., filed a Form 8-K report with the U.S. Securities and Exchange Commission to: -- update information regarding the Company's plans to restate its financial statements and file its annual report for the year ended Dec. 31, 2013; -- announced preliminary results of operations for the three and six month periods ended June 30, 2014; and -- report on developments related to liquidity and capital resources. The Company previously disclosed that it would be restating its previously issued unaudited financial statements contained in its quarterly report on Form 10-Q for the quarter ended March 31, 2013, and the two subsequent quarterly reports for the periods ended June 30, 2013, and Sept. 30, 2013, because of errors related to the incorrect recognition of $3.9 million of revenue from sales to two customers in the first quarter of 2013. The Company stated its intention to include restated financial information for the first nine months of 2013 in its Annual Report on Form 10-K for the year ended Dec. 31, 2013, and that it expected to file its Annual Report on Form 10-K in early May 2014. Due to continued cash constraints, the Company has not yet completed the audit of the Company's financial statements for the year ended Dec. 31, 2013, or the review of the financial statements for the quarterly periods ended March 31 and June 30, 2014. The Company currently expects to file its Annual Report on Form 10-K for the year ended December 31, 2013 and its Quarterly Reports on Form 10-Q for the quarters ended March 31, 2014 and June 30, 2014, on or about Dec. 15, 2014. The Company expects to report a net loss of $98,000 on $4.29 million of revenues for the three months ended June 30, 2014. "We are actively evaluating strategic alternatives to expand our operating base and to provide additional financing capabilities or working capital. We do not have any material contacts or commitments in place for such a transaction or financing at this time. Those strategic alternatives may not be available on favorable terms, or at all." "Based on the current trading value of our common stock, if we issue equity or debt securities to acquire an additional business or raise additional capital, our existing stockholders will experience substantial dilution, and the new equity or debt securities may have rights, preferences and privileges senior to those of our existing stockholders. If we are unsuccessful in achieving and sustaining profitability and we cannot obtain additional funds on commercially reasonable terms or at all, we will likely be required to curtail significantly or cease our operations," the Company stated in the Report. A full-text copy of the Form 8-K Report is available at: http://is.gd/I9VFwP About Axesstel Axesstel Inc., based in San Diego, Calif., develops fixed wireless voice and broadband access solutions for the worldwide telecommunications market. The Company's product portfolio includes fixed wireless phones, wire-line replacement terminals, and 3G and 4G broadband gateway devices used to access voice calling and high-speed data services. Axesstel disclosed net income of $4.31 million for the year ended Dec. 31, 2012, as compared with net income of $1.09 million during the prior year. The Company's balance sheet at Sept. 30, 2013, showed $9.23 million in total assets, $23.33 million in total liabilities and a $14.10 million total stockholders' deficit. BANK OF THE CAROLINAS: Has 500,000 Authorized B Preferred Stock --------------------------------------------------------------- Bank of the Carolinas Corporation amended its articles of incorporation for the purpose of fixing the preferences, limitations, and relative rights of a new series of its preferred stock, designated as Junior Participating Preferred Stock, Series B. The creation of the Series B Preferred Stock is required under the terms of the Company's Tax Benefits Preservation Plan dated as of July 11, 2014. There are 500,000 authorized shares of Series B Preferred Stock. The board of directors may increase or decrease the number of authorized shares, subject to certain restrictions. Unless otherwise provided in articles of amendment relating to a subsequent series of the Company's preferred stock, the Series B Preferred Stock ranks junior to all other series of the Company's preferred stock and senior to the Company's common stock with respect to the payment of dividends and the distribution of assets. Holders of the Series B Preferred Stock are entitled to quarterly cash dividends payable on the first business day of March, June, September, and December each year. The quarterly dividend is equal to 1,000 times the aggregate per share amount of all cash dividends and 1,000 times the aggregate per share amount of all non-cash dividends and distributions declared on the Company's common stock since the immediately preceding quarterly dividend payment date, subject to certain exceptions and adjustments. In the event any dividend or distribution on the Series B Preferred Stock has been declared but is unpaid, the Company generally may not (i) declare or pay dividends or distributions on any shares of stock ranking junior to the Series B Preferred Stock, including the Company's common stock, (ii) declare or pay dividends or distributions on any shares of stock ranking equally with the Series B Preferred Stock, except dividends paid ratably on both the Series B Preferred Stock and the Parity Stock, (iii) redeem any shares of Junior Stock, or (iv) redeem any shares of Series B Preferred Stock or Parity Stock. Each share of Series B Preferred Stock is generally entitled to 1,000 votes on all matters submitted to a vote of the Company's shareholders, subject to adjustment in certain circumstances. Shares of the Series B Preferred Stock are generally not transferable, except by a registered holder (i) to an affiliate of such registered holder; (ii) to the Company; (iii) in a public distribution; (iv) in a transaction after which no transferee or group of transferees would hold 2% or more of any class of the Company's common stock; or (v) to a transferee that owns at least 50% of the Company's common stock prior to such transfer. Upon any liquidation, dissolution, or winding up of the Company, no distribution may be made to the holders of shares of Junior Stock unless the holders of the Series B Preferred Stock have received $100 per share plus any declared but unpaid dividends. Holders of the Series B Preferred Stock are also entitled to receive, subject to certain adjustments, an amount equal to 1,000 times the aggregate amount to be distributed to holders of shares of Junior Stock or Parity Stock, except distributions made ratably on the Series B Preferred Stock and the Parity Stock. In the event the Company enters into any consolidation, merger, share exchange, combination, or other transaction in which the shares of the Company's common stock are exchanged for or changed into other stock or securities, cash or any other property, or any combination of the foregoing, then in any such case each share of Series B Preferred Stock will be similarly exchanged or changed into an amount per share, subject to certain adjustments, equal to 1,000 times the aggregate amount of stock, securities, cash or any other property, as the case may be, into which or for which each share of the Company's common stock is changed or exchanged. The shares of Series B Preferred Stock will not be redeemable. As of July 30, 2014, no shares of Series B Preferred Stock have been issued. The Company does not intend to issue any shares of Series B Preferred Stock unless required under the terms of its Tax Benefits Preservation Plan. About Bank of the Carolinas Mocksville, North Carolina-based Bank of the Carolinas Corporation was formed in 2006 to serve as a holding company for Bank of the Carolinas. The Bank's primary market area is in the Piedmont region of North Carolina. Turlington and Company, LLP, in Lexington, North Carolina, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has suffered recurring credit losses that have eroded certain regulatory capital ratios. As of Dec. 31, 2013, the Company is considered undercapitalized based on their regulatory capital level. This raises substantial doubt about the Company's ability to continue as a going concern. The Company reported a net loss available to common stockholders of $2.33 million in 2013, a net loss available to common stockholders of $5.53 million in 2012 and a net loss available to common stockholders of $29.18 million in 2011. The Company's balance sheet at March 31, 2014, showed $428.05 million in total assets, $426.06 million in total liabilities, and stockholders' equity of $1.99 million. BANK OF THE CAROLINAS: Posts $600,000 Net Income in 2nd Quarter --------------------------------------------------------------- Bank of the Carolinas Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income available to common stockholders of $599,000 on $3.78 million of total interest income for the three months ended June 30, 2014, as compared to a net loss available to common stockholders of $1.30 million on $3.74 million of total interest income for the same period last year. Net loss available to common stockholders for the six months ended June 30, 2014, was $1.17 million on $7.53 million of total interest income as compared with a net loss available to common stockholders of $1.41 million on $7.56 million of total interest income for the same period during the prior year. As of June 30, 2014, the Company had $427.82 million in total assets, $423.04 million in total liabilities and $4.77 million in total stockholders' equity. A full-text copy of the Form 10-Q Report is available for free at: http://is.gd/GzMzI9 About Bank of the Carolinas Mocksville, North Carolina-based Bank of the Carolinas Corporation was formed in 2006 to serve as a holding company for Bank of the Carolinas. The Bank's primary market area is in the Piedmont region of North Carolina. Turlington and Company, LLP, in Lexington, North Carolina, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has suffered recurring credit losses that have eroded certain regulatory capital ratios. As of Dec. 31, 2013, the Company is considered undercapitalized based on their regulatory capital level. This raises substantial doubt about the Company's ability to continue as a going concern. The Company reported a net loss available to common stockholders of $2.33 million in 2013, a net loss available to common stockholders of $5.53 million in 2012 and a net loss available to common stockholders of $29.18 million in 2011. BAY AREA FINANCIAL: Solicitation Period Extended to Oct. 10 ----------------------------------------------------------- Bay Area Financial Corporation remains in control of its fate after the Bankruptcy Court in Los Angeles, California, granted the Debtor's request for extension of its exclusivity periods to solicit votes on its plan of reorganization. The Court held that for purposes of maintaining the Debtor's exclusive right to file a plan, the time period within which only the Debtor may solicit and obtain acceptance of its Plan is extended from August 11, 2014 through and including October 10, 2014. The Order is without prejudice to the Debtor's rights to seek further extensions as the Debtor deems necessary and appropriate. The Court granted the extension without the benefit of a hearing as there was no objection filed. Pursuant to Bankruptcy Code Sec. 1121, the 120-day exclusive period in which only the Debtor may file a plan of reorganization expired on April 9, 2014. The initial 180-day exclusive period in which only the Debtor may solicit acceptance of a plan expired on June 9, 2014. The Debtor timely filed its Plan on April 8, 2014, within the initial Plan Exclusivity Period, without having to request an extension. In July 2014, as reported by the Troubled Company Reporter, Bankruptcy Judge Thomas B. Donovan entered an order authorizing Bay Area Financial to sell real property free and clear of liens and interests, fixing procedures for overbids at hearing on confirmation of sale, and authorizing payment to real estate brokers. As reported by the TCR on June 24, 2014, the Debtor sought court approval to sell a six-unit apartment building in San Pedro, California. In its motion, the company proposed to sell the property for $1.282 million to Bond Nichols Revocable Trust. The property will be sold "free and clear of all liens" and is subject to overbid. The Court approved the overbid procedure requested in the motion. There were no overbidders at the July 9, 2014 hearing. Judge Donovan approved on July 8, 2014, Bay Area Financial's first amended disclosure statement describing the first amended plan of reorganization/liquidation, and set the confirmation hearing for Aug. 20, 2014, at 10:00 a.m. The TCR reported on April 15, 2014, that under the plan, Class 1 consists of secured tax claims, which are primarily claims for property taxes on the various real estate parcels owned by the company. A copy of the Debtor's latest disclosure statement explaining its proposed plan is available for free at http://is.gd/Cht1qs About Bay Area Financial Bay Area Financial Corp., a consumer finance company, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 13-38974) on Dec. 9, 2013. The case is assigned to Judge Thomas B. Donovan. The Debtor is represented by Sandford L. Frey, Esq., and Stuart I. Koenig, Esq., at Creim Macias Koenig & Frey LLP. The Debtor disclosed $15,248,851 in assets and $21,239,663 in liabilities as of the Chapter 11 filing. There is no secured debt, although $141,000 is owing on a priority tax claim. Peter C. Anderson, the U.S. Trustee for Region 16, appointed five members to the Official Committee of Unsecured Creditors. The Committee is represented by James C. Bastian, Jr., Esq., and Melissa Davis Lowe, Esq., at Shulman Hodges & Bastian LLP. BEAZER HOMES: Incurs $12.3 Million Net Loss in Third Quarter ------------------------------------------------------------ Beazer Homes USA, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $12.35 million on $354.67 million of total revenue for the three months ended June 30, 2014, as compared with a net loss of $5.78 million on $314.43 million of total revenue for the same period in 2013. For the nine months ended June 30, 2014, the Company had a net loss of $25.46 million on $917.86 million of total revenue as compared with a net loss of $45.81 million on $849.24 million of total revenue for the same period last year. As of June 30, 2014, the Company had $1.97 billion in total assets, $1.75 billion in total liabilities and $219 million in total stockholders' equity. "For the third quarter, we recorded strong gross margins, higher average sales prices and a sales absorption rate that was among the highest in our peer group," said Allan Merrill, CEO of Beazer Homes. "This led to a substantial improvement in Adjusted EBITDA and enabled us to report income from homebuilding operations in our third quarter for the first time in nearly a decade. We believe our improved operational and financial results will allow us to report a full year of profitability for fiscal 2014 and further growth in the years ahead." A full-text copy of the Form 10-Q is available for free at: http://is.gd/D3uU39 About Beazer Homes Beazer Homes USA, Inc. (NYSE: BZH) -- http://www.beazer.com/-- headquartered in Atlanta, is one of the country's 10 largest single-family homebuilders with continuing operations in Arizona, California, Delaware, Florida, Georgia, Indiana, Maryland, Nevada, New Jersey, New Mexico, North Carolina, Pennsylvania, South Carolina, Tennessee, Texas, and Virginia. Beazer Homes is listed on the New York Stock Exchange under the ticker symbol "BZH." Beazer Homes incurred a net loss of $33.86 million for the year ended Sept. 30, 2013, a net loss of $145.32 million for the year ended Sept. 30, 2012, and a net loss of $204.85 million for the year ended Sept. 30, 2011. * * * Beazer carries a 'B-' issuer credit rating, with "negative" outlook, from Standard & Poor's. In the Jan. 30, 2013 edition of the TCR, Moody's Investors Service raised Beazer Homes USA, Inc.'s corporate family rating to 'Caa1' from 'Caa2' and probability of default rating to 'Caa1-PD' from 'Caa2-PD'. The ratings upgrade reflects Moody's increasing confidence that Beazer's credit metrics, buoyed by a stregthening housing market, will gradually improve for at least the next two years and that the company may be able to return to a modestly profitable position as early as fiscal 2014. As reported by the TCR on Sept. 10, 2012, Fitch Ratings has upgraded the Issuer Default Rating (IDR) of Beazer Homes USA, Inc. (NYSE: BZH) to 'B-' from 'CCC'. The upgrade and the stable outlook reflect Beazer's operating performance so far this year, its robust cash position, and moderately better prospects for the housing sector during the remainder of this year and in 2013. The rating is also supported by the company's execution of its business model, land policies, and geographic diversity. BG MEDICINE: Incurs $2.2 Million Net Loss in Second Quarter ----------------------------------------------------------- BG Medicine, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $2.16 million on $799,000 of total revenues for the three months ended June 30, 2014, as compared with a net loss of $4.83 million on $1 million of total revenues for the same period in 2013. For the six months ended June 30, 2014, the Company reported a net loss of $4.34 million on $1.53 million of total revenues as compared with a net loss of $10.24 million on $1.89 million of total revenues for the same period in 2013. The Company's balance sheet at June 30, 2014, showed $11.24 million in total assets, $7.25 million in total liabilities and $3.98 million in total stockholders' equity. The Company's primary sources of liquidity have included its cash balances, sales of its equity securities, term loan, product revenue from sales of the BGM Galectin-3 Test, and service revenue from the HRP initiative. As of June 30, 2014, the Company had $9.5 million of cash. "We continue to rigorously manage our finances and remain focused on delivering on what we believe are the critical catalysts for our growth,' said Paul R. Sohmer, M.D., president and chief executive officer of BG Medicine. "We are in the process of shifting our focus to begin setting the stage for the anticipated U.S. market introduction of galectin-3 automated testing by our partners, Abbott and bioMerieux. To this end, we are focusing on conducting a series of clinical research studies that seek to affirm the potential clinical utility and impact of galectin-3 testing in heart failure and related disorders, we continue to support and promote the publication of the results of clinical research studies and, in collaboration with our partners, are evaluating how best to deploy our marketing and sales resources to help drive future sales. Notwithstanding the modest revenue growth that we are achieving from the sales of our products to the majority of our clinical laboratory customers, we no longer expect our full year 2014 revenues to exceed our 2013 revenues, in light of the decrease in year-to-date revenues from our largest clinical laboratory customer and the lack of predictability of sales relating to independent research studies. Nevertheless, for the full year 2014, we continue to expect to decrease our operating cash burn as compared to 2013." A full-text copy of the Form 10-Q is available for free at: http://is.gd/apTPgs About BG Medicine Waltham, Mass.-based BG Medicine is a diagnostics company focused on the development and commercialization of novel cardiovascular diagnostic tests to address significant unmet medical needs, improve patient outcomes and contain healthcare costs. The Company is currently commercializing two diagnostic tests, the first of which is the BGM Galectin-3 test, a novel assay for measuring galectin-3 levels in blood plasma or serum for use as an aid in assessing the prognosis of patients diagnosed with heart failure. The Company's second diagnostic test is the CardioSCORE test, which is designed to identify individuals at high risk for near-term, significant cardiovascular events, such as heart attack and stroke. BG Medicine reported a net loss of $15.84 million on $4.07 million of total revenues for the year ended Dec. 31, 2013, as compared with a net loss of $23.76 million on $2.81 million of total revenues during the prior year. Deloitte & Touche LLP, in Boston, Massachusetts, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company's recurring losses from operations, recurring cash used in operating cash flows and stockholders' deficit raise substantial doubt about its ability to continue as a going concern. BON-TON STORES: Appoints New Member to Its Board of Directors ------------------------------------------------------------- The Bon-Ton Stores, Inc.'s Board of Directors has unanimously elected Daniel T. Motulsky to its Board, effective Aug. 1, 2014. Mr. Motulsky, 52, was a managing director and global head of Consumer & Retail of Lazard from 2000 to June 2014, having joined the firm in 1998. Lazard is a global financial advisory and asset management firm that engages in investment banking, asset management and other financial services primarily with institutional clients. Prior to his service with Lazard, Mr. Motulsky was a partner of Tanner & Co., Inc., a merchant banking and mergers and acquisitions advisory firm. He previously served as an investment banker with Salomon Brothers Inc and began his career as a software design engineer at VLSI Technology, Inc. Mr. Motulsky received a B.S. with Distinction in Electrical Engineering and Computer Science from Stanford University in 1985. Tim Grumbacher, Chairman of the Board, stated, "We are very pleased to welcome Dan as a member of our Board of Directors. Dan possesses extraordinary experience in the consumer and retail industries, which I believe will be invaluable to Bon-Ton. We welcome Dan's insight and counsel as we continue to execute our business strategies for profitable growth and increased shareholder value." In 2013, the Company paid Lazard Freres & Co., for which Mr. Motulsky was a Managing Director and Global Head of Consumer & Retail, a fee of $350,000 in connection with the offering of the Company's 8.00% Second Lien Senior Secured Notes due 2021. About Bon-Ton Stores The Bon-Ton Stores, Inc., with corporate headquarters in York, Pennsylvania and Milwaukee, Wisconsin, operates 272 department stores, which includes 10 furniture galleries, in 25 states in the Northeast, Midwest and upper Great Plains under the Bon-Ton, Bergner's, Boston Store, Carson's, Elder-Beerman, Herberger's and Younkers nameplates. The stores offer a broad assortment of national and private brand fashion apparel and accessories for women, men and children, as well as cosmetics and home furnishings. For further information, please visit the investor relations section of the Company's Web site at http://investors.bonton.com. Bon-Ton Stores reported a net loss of $3.55 million for the fiscal year ended Feb. 1, 2014, a net loss of $21.55 million for the year ended Feb. 2, 2013, and a net loss of $12.12 million for the year ended Jan. 28, 2012. The Company's balance sheet at May 3, 2014, showed $1.56 billion in total assets, $1.47 billion in total liabilities and $96.05 million in total shareholders' equity. * * * As reported by the TCR on May 15, 2013, Moody's Investors Service upgraded The Bon-Ton Stores, Inc.'s Corporate Family Rating to B3 from Caa1 and its Probability of Default Rating to B3-PD from Caa1-PD. "The upgrade of Bon-Ton's Corporate Family Rating considers the company's ability to drive modest same store sales growth as well as operating margin expansion beginning in the second half of 2012 and that these positive trends have continued, with the company reporting that its same store were positive, and EBITDA margins expanded, in the first fiscal quarter of 2013," said Moody's Vice President Scott Tuhy. As reported by the TCR on May 17, 2013, Standard & Poor's Ratings Services affirmed the 'B-' corporate credit rating on The Bon-Ton Stores Inc. BON-TON STORES: Names President and Chief Executive Officer ----------------------------------------------------------- The Bon-Ton Stores, Inc., announced the appointment of Kathryn Bufano to the position of president and chief executive officer of the Company, effective Aug. 25, 2014. She will also be elected to the Board of Directors. Ms. Bufano replaces president and chief executive officer Brendan Hoffman, who is a current member of the Board. As previously announced, Mr. Hoffman elected not to renew his three-year employment agreement and will resign as president and chief executive officer and as a member of the Board effective with the election of Ms. Bufano. Mr. Hoffman will play an important role in working through a transition period with Ms. Bufano. This follows his active role in conversations with Ms. Bufano during the recruitment process. Ms. Bufano has served as president and chief merchandising officer of Belk Inc. since August 2010 and previously served as its president, merchandising and marketing from January 2008 to August 2010. From 2006 to January 2008, Ms. Bufano was the chief executive officer of Vanity Shops, Inc. Ms. Bufano pursued higher education from 2003 to 2006, and from 2002 to 2003 she was executive vice president, general manager Soft-lines for Sears Roebuck & Company. Prior to 2002, Ms. Bufano served as president, chief merchandising officer for Dress Barn, Inc. and in various positions in the Macy's East and Lord & Taylor divisions of Federated Department Stores. Tim Grumbacher, Chairman of the Board and chief strategic officer, stated, "We are excited to have an executive with Kathryn's talents and background assuming the role of President and Chief Executive Officer of the Company. Her years of experience in the department store industry will allow her to refine and drive the strategic growth initiatives we have put in place over the last several years. We look forward to Kathryn joining our team and leading the future success of our Company." Mr. Grumbacher continued, "The Board of Directors and I would personally like to thank Brendan for his leadership, initiative, accomplishments and dedicated service. We wish him well in his future endeavors." Ms. Bufano commented, "I am excited to have the opportunity to lead the Bon-Ton team. I have great confidence in the Company's future and I look forward to working with management and the Board in executing a successful strategic plan and increasing shareholder value." Ms. Bufano's initial base salary under the Employment Agreement is $900,000 per year. The base salary is subject to review during the term of the Employment Agreement and may be increased, but not decreased, in the discretion of the Board of Directors. The Employment Agreement provides that Ms. Bufano will be paid a signing bonus of $350,000 within thirty days following the effective date and an additional $250,000 in or about March 2015 at such time as the Company pays bonuses for the 2014 fiscal year, so long as Ms. Bufano is employed by the Company at that time. A full-text copy of the Employment Agreement is available for free at http://is.gd/xWKf6r About Bon-Ton Stores The Bon-Ton Stores, Inc., with corporate headquarters in York, Pennsylvania and Milwaukee, Wisconsin, operates 272 stores, which includes 10 furniture galleries, in 25 states in the Northeast, Midwest and upper Great Plains under the Bon-Ton, Bergner's, Boston Store, Carson's, Elder-Beerman, Herberger's and Younkers nameplates. The stores offer a broad assortment of national and private brand fashion apparel and accessories for women, men and children, as well as cosmetics and home furnishings. Bon-Ton Stores reported a net loss of $3.55 million for the fiscal year ended Feb. 1, 2014, a net loss of $21.55 million for the year ended Feb. 2, 2013, and a net loss of $12.12 million for the year ended Jan. 28, 2012. The Company's balance sheet at May 3, 2014, showed $1.56 billion in total assets, $1.47 billion in total liabilities and $96.05 million in total shareholders' equity. * * * As reported by the TCR on May 15, 2013, Moody's Investors Service upgraded The Bon-Ton Stores, Inc.'s Corporate Family Rating to B3 from Caa1 and its Probability of Default Rating to B3-PD from Caa1-PD. "The upgrade of Bon-Ton's Corporate Family Rating considers the company's ability to drive modest same store sales growth as well as operating margin expansion beginning in the second half of 2012 and that these positive trends have continued, with the company reporting that its same store were positive, and EBITDA margins expanded, in the first fiscal quarter of 2013," said Moody's Vice President Scott Tuhy. As reported by the TCR on May 17, 2013, Standard & Poor's Ratings Services affirmed the 'B-' corporate credit rating on The Bon-Ton Stores Inc. BSD MEDICAL: Has Until Feb. 4 to Comply with Nasdaq Listing Rules ----------------------------------------------------------------- BSD Medical Corporation disclosed that on Aug. 8, 2014, it received a letter from the NASDAQ OMX GROUP stating that the bid price of the Company's common stock for the last 30 consecutive trading days had closed below the minimum $1.00 per share required for continued listing under Listing Rule 5550(a)(2). The Nasdaq notification letter does not result in the immediate delisting of the Company's common stock, and the stock will continue to trade uninterrupted on the The Nasdaq Capital Market under the symbol "BSDM." BSD management intends to resolve the situation to allow for continued listing on The Nasdaq Capital Market. BSD is provided a grace period of 180-calendar days, or until Feb. 4, 2015, to regain compliance with the minimum bid price requirement. If at any time during the 180-day grace period, the minimum closing bid price per share of the Company's common stock closes at or above $1.00 for a minimum of ten consecutive business days, BSD will regain compliance and the matter will be closed. In the event the Company does not regain compliance within this grace period, it may be eligible to receive an additional 180-day grace period; provided that BSD meets the continued listing requirement for market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market, with the exception of the minimum bid price requirement, and provides written notice of its intention to cure the minimum bid price deficiency during the second 180-day grace period, by effecting a reverse stock split, if necessary. If it appears to the Nasdaq staff that the Company will not be able to cure the deficiency or if the Company is not otherwise eligible for the additional grace period, the Company's common stock will be subject to delisting by Nasdaq. About BSD Medical Corporation BSD Medical Corporation -- http://www.BSDMedical.com-- develops, manufactures, markets and services systems to treat cancer and benign diseases using heat therapy, which is delivered using focused radiofrequency (RF) and microwave energy. BSD's product lines include both hyperthermia and ablation treatment systems. BSD's hyperthermia cancer treatment systems, which have been in use for several years in the United States, Europe and Asia, are used to treat certain tumors with heat (hyperthermia) while increasing the effectiveness of other therapies such as radiation therapy. BSD's microwave ablation system has been developed as a stand-alone therapy to employ precision-guided microwave energy to ablate (destroy) soft tissue. The Company has developed extensive intellectual property, multiple products in the market and established distribution in the United States, Europe and Asia. Certain of the Company's products have received regulatory approvals and clearances in the United States, Europe and China. BURGER KING: Tim Horton's Deal No Impact on Moody's 'B2' CFR ------------------------------------------------------------ Moody's Investors Service stated that the ratings and outlook for Burger King Capital Holdings, LLC (BKCH) and Burger King Corporation (BKC) are not currently affected by Burger King Worldwide Inc.'s (BKW) announcement that it is in discussions regarding a potential strategic transaction with Tim Hortons, Inc. (not rated). BKCH has a B2 Corporate Family Rating, B2-PD Probability of Default Rating and Caa1 unsecured note rating and BKC has a Ba3 senior secured rating and B3 unsecured rating. BKW is the publicly traded parent company of BKCH and BKC. Burger King Corporation owns and operates about 50 and franchises approximately 13,800 Burger King hamburger quick service restaurants. Annual revenues are about $1.0 billion, although systemwide sales are over $16 billion. CAESARS ENTERTAINMENT: U.S. Bank Resigns as Indenture Trustee ------------------------------------------------------------- Caesars Entertainment Operating Company, Inc., a subsidiary of Caesars Entertainment Corporation, entered into five separate Instruments of Resignation, Appointment and Acceptance, along with U.S. Bank National Association, as resigning trustee, as a party to each such Instrument, and, in the case of the indentures governing CEOC's 11.25% Senior Secured Notes due 2017, 8.5% Senior Secured Notes due 2020 and 9% Senior Secured Notes due 2020, UMB Bank, National Association and, in the case of the indentures governing CEOC's 6.5% Senior Notes due 2016 and 5.75% Senior Notes due 2017, Law Debenture Trust Company of New York and, in the case of the indentures governing CEOC's 12.75% Second-Priority Senior Secured Notes due 2018, 10.00% Second-Priority Senior Secured Notes due 2015 and 10.00% Second-Priority Senior Secured Notes due 2018, Wilmington Savings Fund Society, FSB, each as a party to the respective Instruments. Each Instrument provides, among other things, that (i) the Resigning Trustee assigns, transfers, delivers, and confirms to the applicable Successor Trustee all right, title, and interest of the Resigning Trustee in and to the trust created by the indentures described in that Instrument, and the Resigning Trustee resigns as Trustee, Registrar and Paying Agent, and, in the case of an Instrument with Wilmington Savings, as Collateral Agent and Notes Custodian, under the applicable indentures, (ii) CEOC accepts the resignation of the Resigning Trustee as Trustee, Registrar, Paying Agent, and Agent under the applicable indentures and appoints each Successor Trustee as Trustee, Registrar and Paying Agent and, in the case of an Instrument with Wilmington Savings, as Collateral Agent and Notes Custodian, under the applicable indentures and (iii) the Successor Trustee accepts its appointment as Trustee under the applicable indentures and assumes all the rights, powers, and trusts of the Trustee under those indentures, and accepts its appointment as Registrar and Paying Agent and, in the case of Wilmington Savings, as Collateral Agent and Notes Custodian, under those indentures. About Caesars Entertainment Caesars Entertainment Corp., formerly Harrah's Entertainment Inc. -- http://www.caesars.com/-- is one of the world's largest casino companies, with annual revenue of $4.2 billion, 20 properties on three continents, more than 25,000 hotel rooms, two million square feet of casino space and 50,000 employees. Caesars casino resorts operate under the Caesars, Bally's, Flamingo, Grand Casinos, Hilton and Paris brand names. The Company has its corporate headquarters in Las Vegas. Harrah's announced its re-branding to Caesar's on mid-November 2010. Caesars Entertainment reported a net loss of $2.93 billion in 2013, as compared with a net loss of $1.50 billion in 2012. The Company's balance sheet at March 31, 2014, showed $24.37 billion in total assets, $26.65 billion in total liabilities and a $2.27 billion total deficit. * * * Caesars Entertainment carries a 'CCC' long-term issuer default rating, with negative outlook, from Fitch. As reported by the TCR on April 9, 2013, Moody's Investors Service downgraded Caesars Entertainment Corporation's Corporate Family Rating to Caa2. "The downgrade of Caesars' ratings considers that its same store EBITDA growth in 2012-2013 has failed to materialize to any significant degree, and so Caesars' credit metrics have deteriorated and its free cash flow deficit will be higher than Moody's previous expectations," stated Moody's analyst Peggy Holloway. In the April 10, 2014, edition of the TCR, Standard & Poor's Ratings Services lowered its corporate credit ratings on Las Vegas-based Caesars Entertainment Corp. (CEC) and wholly owned subsidiaries, Caesars Entertainment Operating Co. (CEOC) and Caesars Entertainment Resort Properties (CERP), as well as the indirectly majority-owned Chester Downs and Marina, to 'CCC-' from 'CCC+'. The downgrade reflects S&P's expectation that Caesars' capital structure is unsustainable, and the amount of cash the company will burn in 2014 and 2015 creates conditions under which S&P believes a restructuring of some form is increasingly likely over the near term absent an unanticipated significantly favorable change in operating performance. CAESARS ENTERTAINMENT: Executes Waiver Agreement Under Indentures ----------------------------------------------------------------- Caesars Entertainment Operating Company, Inc., and Caesars Entertainment Corporation executed a Waiver Agreement for the benefit of UMB Bank, National Association, as the trustee under the indentures governing the Senior Secured Notes and the registered and beneficial holders from time to time of CEOC's 11.25% senior secured notes due 2017, 8.5% senior secured notes due 2020 and 9% senior secured notes due 2020. Pursuant to the Agreement, if the Trustee or Holders provide a notice of default in respect of Specified Defaults under any or all of the Indentures at any time on or after the date of the Agreement, that notice of default will be deemed to have been given as of the date of the Agreement for any and all purposes, and if provided on or after Sept. 19, 2014, each Specified Default alleged in that notice of default under Section 6.01(c) or (j) of any or all of the Indentures will become an "Event of Default" if CEOC does not cure that Specified Default within ten calendar days. Subject to written extension by CEOC and CEC, any notice of default that is provided more than 120 days after the effectiveness of the Agreement will not have the benefit of the Agreement. Notwithstanding the Agreement, CEOC reserved all rights to challenge whether or not any Specified Defaults constitute actual defaults under the applicable Indentures. About Caesars Entertainment Caesars Entertainment Corp., formerly Harrah's Entertainment Inc. -- http://www.caesars.com/-- is one of the world's largest casino companies. Caesars casino resorts operate under the Caesars, Bally's, Flamingo, Grand Casinos, Hilton and Paris brand names. The Company has its corporate headquarters in Las Vegas. Harrah's announced its re-branding to Caesar's in mid-November 2010. Caesars Entertainment reported a net loss of $2.93 billion in 2013, as compared with a net loss of $1.50 billion in 2012. As of June 30, 2014, the Company had $27.06 billion in total assets, $29.64 billion in total liabilities and a $2.57 billion total deficit. * * * As reported by the TCR on April 9, 2013, Moody's Investors Service downgraded Caesars Entertainment Corporation's Corporate Family Rating to Caa2. "The downgrade of Caesars' ratings considers that its same store EBITDA growth in 2012-2013 has failed to materialize to any significant degree, and so Caesars' credit metrics have deteriorated and its free cash flow deficit will be higher than Moody's previous expectations," stated Moody's analyst Peggy Holloway. In the April 10, 2014, edition of the TCR, Standard & Poor's Ratings Services lowered its corporate credit ratings on Las Vegas-based Caesars Entertainment Corp. (CEC) and wholly owned subsidiaries, Caesars Entertainment Operating Co. (CEOC) and Caesars Entertainment Resort Properties (CERP), as well as the indirectly majority-owned Chester Downs and Marina, to 'CCC-' from 'CCC+'. The downgrade reflects S&P's expectation that Caesars' capital structure is unsustainable, and the amount of cash the company will burn in 2014 and 2015 creates conditions under which S&P believes a restructuring of some form is increasingly likely over the near term absent an unanticipated significantly favorable change in operating performance. As reported by the TCR on May 1, 2014, Fitch Ratings has downgraded the Issuer Default Ratings (IDRs) of Caesars Entertainment Corp (CEC) and Caesars Entertainment Operating Company (CEOC) to 'CC' from 'CCC'. CENTRAL FEDERAL: Reports $39,000 Net Earnings in Second Quarter --------------------------------------------------------------- Central Federal Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing earnings attributable to common stockholders of $39,000 on $2.47 million of interest and dividend income for the three months ended June 30, 2014, as compared with a loss attributable to common stockholders of $554,000 on $1.83 million of interest and dividend income for the same period in 2013. The increase in net income for the quarter was primarily due to a $749,000 increase in net interest income, a $89,000 increase in noninterest income and a $216,000 decrease in provision expense, offset by an $402,000 increase in noninterest expense. For the six months ended June 30, 2014, the Company reported a loss attributable to common stockholders of $175,000 on $4.68 million of interest and dividend income as compared with a loss attributable to common stockholders of $1.36 million on $3.54 million of interest and dividend income for the same period last year. As of June 30, 2014, the Company had $294.45 million in total assets, $265.28 million in total liabilities and $29.17 million in total stockholders' equity. Timothy T O'Dell, CEO, commented: "We are pleased that our continued focus on improving key metrics, including improving credit quality and profitability, continues to pay off and has resulted in a profitable quarter. Our key trends continue to improve and move in the right direction; our net interest income continues to grow and drive our core earnings, while our criticized and classified assets continue to decline." "In addition, we have invested in infrastructure by adding depth in credit and loan administration along with customer support. Also, we are focusing on core deposit growth and seeking to expand non-credit fee income by emphasizing corporate treasury management relationships. Ongoing efforts to improve our margin continue to reflect a positive trend. All of these initiatives are directed toward increasing earnings while at the same time improving our operating risk profile. Business banking continues to perform well particularly in developing quality loans and relationships. Residential mortgage lending volumes also are increasing. We remain grateful to our customers for entrusting us with their business." Cash and cash equivalents totalled $18.9 million at June 30, 2014, and decreased $279,000, or 1.5%, from $19.2 million at Dec. 31, 2013. The decrease was a result of funding loan growth in the pipeline. A full-text copy of the Form 10-Q is available for free at: http://is.gd/wGU8KA About Central Federal Fairlawn, Ohio-based Central Federal Corporation (Nasdaq: CFBK) is the holding company for CFBank, a federally chartered savings association formed in Ohio in 1892. CFBank has four full-service banking offices in Fairlawn, Calcutta, Wellsville and Worthington, Ohio. As reported by the TCR on April 24, 2014, the Board of Directors of Central Federal approved the engagement of BKD, LLP, to serve as the Company's independent registered public accounting firm for the year ending Dec. 31, 2014. Crowe Horwath LLP was dismissed as the Company's accounting firm on April 17, 2014. The Office of the Comptroller of the Currency has terminated the Cease and Desist Order against CFBank, a subsidiary of Central Federal Corporation, effective Jan. 23, 2014. The CFBank Order has been in place since May 25, 2011, which was prior to the 2012 capital raise and recapitalization of Central Federal Corporation and CF Bank by the current management team and standby investor group led by Timothy O'Dell (CEO), Thad Perry (President) and Robert Hoeweler (Chairman). Central Federal reported a net loss of $918,000 in 2013, a net loss of $3.76 million in 2012 and a net loss of $5.42 million in 2011. CONTINENTAL BUILDING: Moody's Hikes Corporate Family Rating to B2 ----------------------------------------------------------------- Moody's Investors Service upgraded Continental Building Products LLC's Corporate Family Rating to B2 from B3 based on improved debt leverage metrics and our expectations that Continental's operating performance will continue to improve and yield stronger debt credit metrics. Additionally, a speculative grade liquidity rating of SGL-2 is assigned. The rating outlook is stable. The following ratings/assessments were affected by this action: Corporate Family Rating upgraded to B2 from B3; Probability of Default Rating affirmed at B3-PD; First Lien Sr. Sec RCF due 2018, affirmed at B2 (LGD3); First Lien Sr. Sec Term Loan due 2020, affirmed at B2 (LGD3); Speculative grade liquidity rating assigned SGL-2. Ratings Rationale The upgrade of Continental's Corporate Family Rating to B2 from B3 results from our expectations that operating profits and cash flow generation will continue to grow, resulting in debt credit metrics potentially supportive of higher ratings. Continental's wallboard business will benefit from higher volumes due to sustained strength in new housing construction and repair and remodeling, both drivers of Continental's revenues. Better pricing and past debt reduction of $151 million from the company's IPO proceeds are also contributing to better credit metrics. Over the next 12-18 months, Moody's project Continental's EBITA margins to improve to near 14.0% from 12.2% through June 30, 2014. This operational improvement will translate into better credit metrics. Interest coverage -- measured as EBITA-to-interest expense -- could approach 2.5x compared to 1.9x for LTM 2Q14. Moody's expect Continental to generate positive free cash flows, which will be used to pay down further debt, resulting in debt-to- EBITDA nearing 4.0x by the end of 2015 compared to 4.8x as of June 30, 2014 (all ratios incorporate Moody's standard adjustments). Continental will continue to benefit from the growth in the US housing construction sector. Moody's estimates new housing starts will be in the 975,000 -- 1.0 million range for 2014 and up to 1.1 -- 1.2 million in 2015. The repair and remodeling end market is also showing sustained growth, as presented by the National Association of Home Builders Remodeling Market Index. Continental indicated in its 2Q14 10Q filings this year that its average selling price for wallboard during the first six months of 2014 was $156.47 per thousand square feet, a 5.5% increase from $148.38 in the first six months of 2013. The stable rating outlook incorporates our view that Continental's debt credit metrics will be in-line with its B2 Corporate Family Rating. Continental's $400 million senior secured bank debt is affirmed at B2, the same rating as the corporate family rating. The first lien term loan and revolving credit facility are now the only debt in Continental's capital structure, since the company fully redeemed its second lien term loan in 1Q14. The B3-PD Probability of Default Rating, one notch lower than the corporate family rating, reflects a 65% family recovery rate per our loss given default methodology. Historical recovery studies indicate that corporate capital structures comprised solely of bank debt have higher recovery values than those that utilize a combination of first lien bank debt and other debt instruments. Positive rating actions could ensue if Continental continues to benefit from its key end markets and exceed Moody's forecasts for earnings and free cash flow generation. Operating performance that translates into EBITA-to-interest expense sustained above 2.5x or debt-to-EBITDA remaining below 4.0x (all ratios incorporate Moody's standard adjustments) could support positive rating actions. Also, more permanent debt reductions and an improved liquidity profile would also support upward rating pressures. Negative rating actions could occur if Continental's operating performance falls below Moody's expectations or if the company experiences a weakening in financial performance due to a decline in demand for its products. EBITA-to-interest expense remaining below 1.5x or debt-to-EBITDA sustained above 6.0x (all ratios incorporate Moody's standard adjustments) could pressure the ratings. A deteriorating liquidity profile, debt-financed acquisitions or large dividends could stress the ratings as well. Continental Building Products LLC, headquartered in Reston, VA, manufactures gypsum wallboard and related products for use in residential and commercial construction as well as for repair and remodeling applications. It operates in the Eastern United States and Eastern Canada. Lone Star Funds, through its affiliates, is the majority owner of Continental. Revenues for the 12 months through June 30, 2014 totaled approximately $410 million. 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. CORINTHIAN COLLEGES: Lenders Permit Sale of Assets to Raise Cash ---------------------------------------------------------------- Stephanie Gleason, writing for Daily Bankruptcy Review, reported that the lenders to troubled for-profit education company Corinthian Colleges Inc. have agreed to the sale of certain schools' assets, including some student loan notes, some equipment belonging to WyoTech campuses and real estate in Melbourne, Fla., to raise much-needed funds and allow operations to continue as the company looks to sell many of its campuses. According to the report, lender Bank of America stipulated that the purchase price for these assets must be at least $20 million. CRUMBS BAKE SHOP: Sale of Assets to Lemonis Fischer Approved ------------------------------------------------------------ Judge Michael B. Kaplan of the U.S. Bankruptcy Court for the District of New Jersey has authorized Crumbs Bake Shop, Inc., et al., to sell substantially all of its assets to Marcus Lemonis and Dippin' Dots owner Fischer Enterprises. Sara Randazzo, writing for The Wall Street Journal, reported that the purchasers will take over Crumbs in exchange for the cancellation of debt. Richard Morgan, writing for New York Post, said Lemonis Fischer extended $1 million in financing to the cupcake chain when it filed for bankruptcy, in addition to the $5.5 million secured loan previously made to Crumbs by Fischer. The purchasers have indicated that they plan to expand the chain beyond its signature cupcakes, the Journal said. Law360 related that an auction was cancelled and the joint venture was declared the winning bid after no qualifying bid was timely received. About Crumbs Bake Shop Crumbs Bake Shop, Inc. (OTCBB: CRMB), a New York-based cupcake specialty store chain, and 22 of its affiliates filed separate Chapter 11 bankruptcy petitions (Bankr. D. N.J. Lead Case No. 14-24287) on July 11, 2014. John D. Ireland signed the petitions as chief financial officer. Crumbs Bake Shop estimated assets of $10 million to $50 million and the same range of liabilities. Cole, Schotz, Meisel, Forman & Leonard, P.A., acts as the Debtors' counsel. Glass Ratner is serving as Crumbs' financial advisor. Prime Clerk LLC is the Debtors' claims and noticing agent. Judge Michael B. Kaplan oversees the jointly administered cases. * * * On July 7, 2014, the Board of Directors of Crumbs Bake Shop determined to cease operations effective immediately. The Board's determination was made after the Company lacked sufficient liquidity to maintain current operations. On the petition date, Crumbs entered into an Asset Purchase Agreement through which Lemonis Fischer Acquisition Company, LLC, a joint venture created by Marcus Lemonis LLC and Fischer Enterprises, L.L.C., will acquire the Crumbs' business as part of the Company's Chapter 11 filing. The Debtor will sell itself at a bankruptcy auction on Aug. 21. The lead bidder has a $6.5 million credit bid. A hearing to approve the sale is scheduled to take place on Aug. 26. The Company hopes to complete the sale process in approximately 60 days, pending receipt of the necessary approvals from the Bankruptcy Court. Lemonis Fischer Acquisition is represented by Louis Price, Esq., at McAfee & Taft PC. CTI BIOPHARMA: Sees Net Financial Standing of $12.5MM at June 30 ---------------------------------------------------------------- CTI BioPharma Corp. or CTI Parent Company estimated net financial standing of $12.5 million as of June 30, 2014. The total estimated and unaudited net financial standing of CTI Consolidated Group as of June 30, 2014, was $13.2 million. CTI Parent Company trade payables outstanding for greater than 30 days were approximately $3.9 million as of June 30, 2014. CTI Consolidated Group trade payables outstanding for greater than 30 days were approximately $4.8 million as of June 30, 2014. During June 2014, there were solicitations for payment only within the ordinary course of business and there were no injunctions or suspensions of supply relationships that affected the course of normal business. During the month of June 2014, the Company's common stock, no par value, outstanding decreased by 68,053 shares. Consequently, the number of issued and outstanding shares of Common Stock as of June 30, 2014, was 145,945,210. A full-text copy of the press release is available for free at: http://is.gd/3QgIFA About CTI BioPharma CTI BioPharma Corp. (NASDAQ and MTA: CTIC), formerly known as Cell Therapeutics, Inc., is a biopharmaceutical company focused on the acquisition, development and commercialization of novel targeted therapies covering a spectrum of blood-related cancers that offer a unique benefit to patients and healthcare providers. The Company has a commercial presence in Europe and a late-stage development pipeline, including pacritinib, CTI's lead product candidate that is currently being studied in a Phase 3 program for the treatment of patients with myelofibrosis. CTI BioPharma is headquartered in Seattle, Washington, with offices in London and Milan under the name CTI Life Sciences Limited. For additional information and to sign up for email alerts and get RSS feeds, please visit www.ctibiopharma.com. Cell Therapeutics reported a net loss attributable to common shareholders of $49.64 million in 2013, a net loss attributable to common shareholders of $115.27 million in 2012 and a net loss attributable to common shareholders of $121.07 million in 2011. The Company's balance sheet at Dec. 31, 2013, showed $93.72 million in total assets, $37.50 million in total assets, $13.46 million in common stock purchase warrants and $42.75 million in total shareholders' equity. Going Concern "Our independent registered public accounting firm included an explanatory paragraph in its reports on our consolidated financial statements for each of the years ended December 31, 2007 through December 31, 2011 regarding their substantial doubt as to our ability to continue as a going concern. Although our independent registered public accounting firm removed this going concern explanatory paragraph in its report on our December 31, 2012 consolidated financial statements, we expect to continue to need to raise additional financing to develop our business and satisfy obligations as they become due. The inclusion of a going concern explanatory paragraph in future years may negatively impact the trading price of our common stock and make it more difficult, time consuming or expensive to obtain necessary financing, and we cannot guarantee that we will not receive such an explanatory paragraph in the future," the Company said in its annual report for the year ended Dec. 31, 2013. The Company also said it may not be able to maintain its listings on The NASDAQ Capital Market and the MTA in Italy, or trading on these exchanges may otherwise be halted or suspended. "Maintaining the listing of our common stock on The NASDAQ Capital Market requires that we comply with certain listing requirements. We have in the past and may in the future fail to continue to meet one or more listing requirements." Bankruptcy Warning "We have acquired or licensed intellectual property from third parties, including patent applications and patents relating to intellectual property for PIXUVRI, pacritinib and tosedostat. We have also licensed the intellectual property for our drug delivery technology relating to Opaxio, which uses polymers that are linked to drugs known as polymer-drug conjugates. Some of our product development programs depend on our ability to maintain rights under these licenses. Each licensor has the power to terminate its agreement with us if we fail to meet our obligations under these licenses. We may not be able to meet our obligations under these licenses. If we default under any license agreement, we may lose our right to market and sell any products based on the licensed technology and may be forced to cease operations, liquidate our assets and possibly seek bankruptcy protection. Bankruptcy may result in the termination of agreements pursuant to which we license certain intellectual property rights," the Company stated in the 2013 Annual Report. DBSI INC: No Acquittal For Former Execs in Ponzi Scheme Suit ------------------------------------------------------------ Law360 reported that an Idaho federal judge refused to toss the jury verdicts against four former DBSI Inc. executives convicted of running a Ponzi-like scheme through the bankrupt real estate firm, or grant them a new trial, ruling that the evidence supported the verdicts. According to the report, U.S. District Judge B. Lynn Winmill denied motions for acquittal and a new trial filed by former DBSI President Douglas L. Swenson and his cohorts Mark Ellison, David D. Swenson and Jeremy S. Swenson. The evidence presented at trial was sufficient to support Douglas Swenson's conviction on 34 counts of wire fraud and all four defendants' convictions on 44 counts each of securities fraud, the judge found, the report related. 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. DESIGNLINE CORP: Center for Transportation's Granted Stay Relief ---------------------------------------------------------------- The Hon. J. Craig Whitley of the U.S. Bankruptcy Court for the Western District of North Carolina has entered an order approving the stipulation between Elaine T. Rudisill -- the Chapter 11 trustee appointed under the confirmed Amended Liquidating Plan of the Official Committee of Unsecured Creditors of Designline Corporation and Designline USA, LLC -- and creditor Center for Transportation and the Environment granting relief from the automatic stay and waiving all claims against the Debtors' bankruptcy estates and the liquidating trust. The Chapter 11 Trustee and the Creditor stipulate that the automatic stay imposed under section 362 of title 11 of the United States Code will be modified to allow Creditor to enter into agreements with parties other than the Debtors for the parties to perform services that the Debtors contracted to perform for Creditor prior to the commencement of these bankruptcy cases. The Creditor releases and discharges the Debtors from any and all claims, expenses, causes of action, suits, covenants, fees, penalties, payments, assessments, damages or demands of any kind whatsoever, whether arising under law, equity, tort, contract, regulation, rule, statute or ordinance, known or unknown, foreseen or unforeseen, liquidated or unliquidated, that Creditor has had, currently has, may have in the future, including any proofs of claim and administrative claims filed or held by Creditor against the Debtors' bankruptcy cases and any claim arising out of or related to the agreement between or among Creditor and one or more of the Debtors dated Sept. 26, 2011. The Creditor is represented by: Busch White Norton, LLP Mark A. Baker, Esq. 3330 Cumberland Boulevard, Suite 300 Atlanta, Georgia 30339 Tel: (770) 790-3550 E-mail: mbaker@bwnfirm.com The Chapter 11 Trustee is represented by: Benesch, Friedlander, Coplan & Aronoff LLP Michael J. Barrie, Esq. 222 Delaware Avenue, Suite 801 Wilmington, DE 19801 Tel: (302) 442-7010 E-mail: mbarrie@beneschlaw.com About DesignLine DesignLine Corporation manufactured coach, electric and range- extended electric (hybrid) buses. Founded in Ashburton, New Zealand in 1985, DesignLine was acquired by American interests in 2006, and DesignLine Corporations' headquarters was relocated to Charlotte, North Carolina. DesignLine Corporation is no longer affiliated with the DesignLine operations in New Zealand, which was placed in liquidation in 2011. DesignLine Corporation and DesignLine USA LLC originally sought Chapter 11 protection with the U.S. Bankruptcy Court for the District of Delaware (Lead Case Nos. 13-12089 and 13-12090), on Aug. 15, 2013. Katie Goodman at GGG Partners LLC signed the petitions as chief restructuring officer. On Sept. 5, 2013, the case was transferred to the U.S. Bankruptcy Court for the Western District of North Carolina (Case Nos. 13-31943 and 13-31944). Mark D. Collins, Esq., and Michael Joseph Merchant, Esq., at Richards, Layton & Finger, P.A.; and Terri L. Gardner, Esq., at Nelson Mullins Riley & Scarborough, LLP, serve as the Debtors' bankruptcy counsel. GGG Partners also serves as the Debtors' financial advisors. A five-member unsecured creditors panel has been appointed in the Debtors' cases. Moon Wright & Houston PLLC and Benesch, Friedlander, Coplan & Aronoff LLP are co-counsel to the Committee. The Committee retained CBIZ MHM, LLC as financial advisors. The Bankruptcy Judge has appointed Elaine T. Rudisill as the chapter 11 trustee for the Debtors. DETROIT, MI: Mum on Proposal to Use Art as Collateral ----------------------------------------------------- Mary Williams Walsh, writing for The New York Times' DealBook, reported that a company called Art Capital, which makes loans backed by artwork, has told the city of Detroit that it is willing to lend it up to $3 billion using the museum's art as collateral. The report, however, noted that the city did not yet respond to the proposal. The DealBook noted that Detroit already has plans for the art as donors have promised hundreds of millions of dollars to put the collection under new ownership -- safe from the bankruptcy creditors -- and to help the city's retirees. Meanwhile, Bill Rochelle, the bankruptcy columnist for Bloomberg News, reported that Detroit got permission on Aug. 25 from the bankruptcy judge to complete an exchange offer for $1.67 billion in water and sewer bonds, after holders of $1.47 billion of the city's $5.2 billion in water and sewer bonds accepted the exchange offer to avoid the uncertainties surrounding treatment of the obligation under the debt-adjustment plan. Mr. Rochelle added that at the Aug. 25 hearing, the bankruptcy judge said he would rule later this week on whether bond insurer Syncora Guarantee Inc. can object to the plan by offering evidence that mediators, including the chief federal district judge in Detroit, were biased. 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: Ch. 9 Plan Will Boost Economy, Tax Expert Says ----------------------------------------------------------- Law360 reported that the city of Detroit's plan to exit bankruptcy will result in growth in taxable income and employment in the city, a tax expert said in Michigan bankruptcy court as part of the city's blockbuster Chapter 9 confirmation trial. According to the report, economist Robert Cline testified about 10- and 40-year forecasts he and an Ernst & Young LLP team prepared of Detroit revenue from individual and corporate income taxes, gambling taxes and utility users' taxes with the restructuring plan in place, according to a recording of court proceedings. 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: Fitch to Rate $99.8MM Sewage Revenue Bonds 'BB+' ------------------------------------------------------------- Fitch Ratings expects to assign the following ratings to the Michigan Finance Authority, MI (the authority) local government loan program revenue bonds issued on behalf of the city of Detroit, MI (the city) for the Detroit Water and Sewerage Department (DWSD): -- $152.2 million DWSD sewage disposal system revenue senior lien local project bonds, series 2014C1 and C2 'BBB-'; -- $683.5 million DWSD sewage disposal system revenue refunding senior lien local project bonds, series 2014C3, C4, C5 and C6 'BBB-'; -- $99.8 million DWSD sewage disposal system revenue refunding second lien local project bonds, series 2014C7 and C8 'BB+'; -- $774.3 million DWSD water supply system revenue refunding senior lien local project bonds, series 2014D1, D2, D3, D4 and D5 'BBB-'; -- $80.7 million DWSD water supply system revenue refunding second lien local project bonds, series 2014D6 and D7 'BB+'. The bonds are expected to price the week of Aug. 25. Proceeds will be used by the authority to purchase certain DWSD obligations and pay costs of issuance. Proceeds from the sale of the DWSD obligations will be used by the DWSD to make certain improvements to its sewer system as well as refund certain DWSD sewer system and water system debt. At this time, Fitch also places the following outstanding DWSD bonds (pre-refunding) on Positive Watch from Negative Watch: -- $1.1 billion senior lien water revenue bonds 'BB+'; -- $565 million second lien water revenue bonds 'BB'; -- $1.6 billion senior lien sewer revenue bonds 'BB+'; -- $788 million second lien sewer revenue bonds 'BB'. The Positive Watch indicates that at the time of conversion of the 2014 expected ratings to final ratings, Fitch anticipates revising its ratings on DWSD's respective senior lien and second lien system outstanding bonds to 'BBB-'/'BB+' and assigning a Stable Outlook to all bonds. The final ratings on the series 2014C1-C8 and series 2014D1-D7 (the 2014 bonds) are contingent upon the receipt by Fitch of: (i) executed documents and legal opinions conforming to information already received and reviewed; (ii) the final pricing of the 2014 bonds; and (iii) legal actions by the city and bankruptcy court (the court) overseeing the city's bankruptcy case authorizing the 2014 bonds (including granting a perfected security interest in and liens upon pledged assets) and approving a settlement between the city and various parties (the DWSD settlement parties) that, among other things, resolves certain objections by DWSD creditors to the city's proposed plan of adjustment (the POA). Security Senior lien water and sewer bonds are separately secured by a first lien on net revenues of each respective water and sewer system (the systems). Second lien bonds are separately secured by a second lien on the net revenues of each respective system after payment of senior lien bonds. Key Rating Drivers Near-Term Upgrade Expected: The expected ratings on the 2014 bonds and change in Watch status to Positive from Negative on the outstanding system bonds reflects the city's tender offer to DWSD bondholders, which is anticipated to yield certain economic benefits for the systems and simultaneously resolve contentious legal issues relating to the city's attempted impairment of certain DWSD bonds. The expected ratings on the 2014 bonds and change in Watch also reflect ongoing DWSD actions as well as recent revisions to system baseline financial assumptions that Fitch believes are more likely to achieve steadily improving financial margins going forward. Weak Financial Operations: The systems exhibit weak financial results, having historically missed forecast expectations on a regular basis and for various reasons. Separate Operations: All system funds and accounts are separate and distinct from other city funds including the city's general fund. Excess system funds are invested by the bond trustee for and at the direction of DWSD. Highly Leveraged Debt Profile: The systems' debt load is expected to remain elevated for the foreseeable future. With the downward revision in baseline financial assumptions, management has included higher near-term borrowing estimates in its capital improvement plans (CIPs). Over the longer term though it is envisioned a greater use of pay-go capital funding will prevail and alleviate debt pressures to some degree. Expansive Service Territory: The systems provide essential services to a broad area. The water system covers roughly 43% of Michigan's population, with over 70% of operating revenues coming from wealthier suburban customers. The sewer system includes roughly 30% of Michigan's population, with over 50% of operating revenues coming from suburban customers. Strong Rate-Adjustment History: The governing body has instituted virtually annual rate hikes in support of financial and capital needs. Rating Sensitivities Completion Of Tender Refunding: Fitch expects to rate the 2014 bonds and upgrade DWSD's outstanding respective senior and second lien bonds to 'BBB-'/'BB+' and assign all bonds a Stable Outlook upon closing of the proposed 2014 bonds coupled with the actions detailed above, including the issuance by the court authorizing the 2014 bonds and approving certain agreements between the city and certain DWSD objectors to the city's POA. Failure To Close Tender: Failure to close the transactions and subsequently remove the originally proposed impairment of DWSD bonds in an updated city POA would result in a resumption of the legal status quo and financial uncertainty related to the systems. This in turn would lead to maintenance of the existing ratings and a reinstatement of the Negative Watch. Further, Fitch would continue to view the court's confirmation of an impairment as a likely distressed debt exchange, which could ultimately lead to a rating downgrade to as low as 'D'. Credit Profile Tender Resolves Chapter 9 Legal Questions And Benefits Systems The city has made an invitation to bondholders to tender all of DWSD's outstanding system bonds, with such tender offer period closing Aug. 21, 2014. The offered tender prices are intended to reflect current market prices, with the city offering to pay par or higher on the vast majority of bonds currently proposed to be impaired under the POA. Subsequent to the closing of the tender period, DWSD's Board of Water Commissioners (BOWC, DWSD's governing body) voted Aug. 22, 2014, to accept water and sewerage system bond tenders of up to $752 million (31% of bonds outstanding) and $715 million (26%), respectively. Monies to fund the BOWC-approved tenders will be derived from a portion of the proceeds of the sale of the Michigan Finance Authority 2014 bonds or a private placement. As conditions to closing the 2014 bonds, the court is to enter an order authorizing the issuance of the 2014 bonds and granting a perfected security interest in and liens upon pledged assets securing the 2014 bonds, with such liens on parity with existing water and sewer system bonds. Also, the court is to approve a settlement between the city and the DWSD settlement parties whereby water and sewer claims under the city's POA would be treated as unimpaired with the closing of the 2014 bonds. In addition, accrued water and sewer system pension and other post- employment liability benefits will be fixed through fiscal 2023. These legal actions would resolve significant uncertainty that has surrounded DWSD's outstanding bonds in recent months while also eliminating likely substantial future litigation costs related to the proposed POA and providing DWSD cumulative debt service cash flow savings currently estimated in excess of $240 million by refunding tendered bonds at current market rates. Negative Ramifications of Status Quo In Spite of Chapter 9 Legal Protections Fitch continues to maintain the view that there is substantial protection provided to the DWSD's system debt even without the proposed tender refunding transactions. DWSD's debt constitutes special revenue obligations under Chapter 9 of the bankruptcy code, and certain legal and practical separations exist between system funds and other city funds. Having said this, failure to achieve the tender refunding and associated legal actions would result in the status quo whereby the city seeks to impair certain DWSD bonds. Under such a situation, Fitch would expect to maintain the current ratings at 'BB+'/'BB' for the senior and second lien bonds, respectively, and to again place them on Negative Watch. If the POA was confirmed as filed and thereby resulted in impairment to bondholders, Fitch would likely view the action as a distressed debt exchange leading to a ratings downgrade to as low as 'D'. However, Fitch would not take any such rating action prior to resolution of the significant objections filed by bondholders and other creditors. Weak Financials Expected to Improve Estimated financials for fiscal year ending June 30, 2014 point to modest margins that were up slightly from fiscal 2013 actuals but below prior forecasts. For the year, total debt service coverage (DSC) on water obligations was a relatively slim 1.17x and 1.18x on sewer obligations. Days cash for fiscal 2014 rose somewhat for both systems, increasing to 136 days cash for water and 138 days for sewer but remained relatively weak compared to other rated utilities. A major credit concern in recent years has been DWSD's poor financial results and inability to meet forecast results which in turn has led to uncertainty as to ongoing minimum performance levels. Recognizing these projection issues, management recently undertook a systematic reevaluation of underlying forecast assumptions. For the most part assumptions have now been revised to more conservative levels, particularly with regard to sales and bad debts. In addition, certain costs related to proposed POA pension and other post-employment benefit changes have now been included in DWSD's projections. With the assumption changes, lower margins are contemplated through the fiscal 2019 forecast period than previously expected. Nevertheless, current estimates appear more realistic, making meeting forecast results in the future more likely. With fiscal 2015 serving as the base year of the forecast, total DSC for water obligations is now expected at 1.25x compared to budgeted DSC of 1.37x. On the sewer side, total DSC is currently anticipated at 1.19x as opposed to the 1.30x budgeted. Thereafter, DSC is generally stable or shows modest improvement each year through fiscal 2019. The limited surplus cash flows provide only minor improvement to liquidity, although days cash for fiscal 2015 is estimated to reach around 145 days for water and 170 days for sewer (compared to around 135 days and 140 days, respectively, in fiscal 2014) and then climb annually thereafter. Apart from forecast assumption changes, ongoing organizational improvements should help to improve or stabilize revenue levels and reduce costs. On the revenue front, DWSD has been working with its wholesale customers to revise water purchase estimates and shift to an increasing amount of fixed cost recovery. DWSD also implemented a rate simplification initiative for wholesale sewer customers effective for fiscal 2015 that identifies each customer's proportionate costs based on historical average shares, with such shares billed monthly and locked in for three years before being subject to recalculation. On the retail side, DWSD has been working to reduce delinquencies through service cutoffs, although DWSD implemented a voluntary moratorium on residential shut-offs from July until Aug. 26 in order to address enforcement concerns from customers. Nevertheless, DWSD and the Mayor remain supportive of collection efforts and significant reductions in past-due amounts have occurred recently, with further improvement expected over the coming months. Specifically, the city paid over $10 million in past-due amounts (or 12% of outstanding retail delinquencies 60- days past due) to DWSD on Aug. 14, 2014, bringing its account current. Also, around 1,500 residential customers turned out at a pay-your-bill fair on Aug. 23, 2014, which further reduced delinquencies. With regard to operating expenses, management continues to implement its organizational optimization, which has entailed cutting the number of job classifications in recent years and reducing by around 30% DWSD's workforce from 2011 to 2014. As a result, operating expenses have trended downward over the last three fiscal years and further savings are expected as DWSD expects to eliminate an additional 30% of positions by fiscal 2019. Offsetting reductions in personnel costs are rising expenses associated with POA assumptions regarding the city's prior general retirement system plan, in which DWSD employees participate. The POA - as agreed upon between the city and the DWSD settlement parties and with the closing of the 2014 bonds - envisions that DWSD will contribute a total of $409 million during fiscals 2015- 2023 to reduce associated DWSD-related accrued liabilities on an accelerated basis. Based on negotiations with creditors, annual contributions of the systems paid as operations and maintenance expenses will be limited to $24 million with all remaining costs paid after DWSD debt service. Positively, after fiscal 2023 DWSD pension benefit costs should drop significantly and be reflective of normal annual pension costs. System Leverage Remains High Fitch expects leverage for both systems to remain high for the foreseeable future. DWSD's system long-term debt per customer totaled a high $3,480 for sewer and moderately high $2,150 for water. Principal payout is relatively normal compared to other sector credits at just under 80% over 20 years for both water and sewer. The systems' 2015-2019 CIPs increased recently to $674 million (a 34% increase) on water and $553 million on sewer (9%). Along with these increases, additional borrowings are also expected given the narrower financial margins. For water, planned borrowings more than doubled, up 67% from original estimates; sewer borrowings are staying relative flat compared to last year's estimates. The dramatic rise in projected costs and borrowing on the water side stem from the near-completion of the updated water master plan. One major consideration of the update was to evaluate the feasibility of reducing or repurposing certain water treatment plants as well as distribution mains in order to more actively match asset capacity to needs over the next 20 years. The updated master plan will result in significant near-term investment but these costs are expected to moderate over time. These additional capital costs are factored into DWSD's projections. Broad Service Area Enhances System Stability The water system is a regional provider serving around 4.2 million people or nearly 43% of Michigan's population, including the city's population of over 700,000. The system serves the city on a retail basis and 124 communities through 84 wholesale contracts. The service territory consists of 138 square miles in Detroit and 981 square miles in eight counties. The sewer system is a regional provider serving around 2.8 million people or nearly 30% of Michigan's population, including the city. The system serves the city on a retail basis and 76 communities through 22 wholesale contracts. The service territory consists of 138 square miles in Detroit and 850 square miles in three counties. Population and customer growth for both systems have experienced modest annual declines for a number of years. Detroit's population in particular has experienced continuous decline, but suburban areas have picked up most of the migration. Consistent System Rate Increases BOWC has consistently raised rates to meet financial and capital needs. However, unfavorable operating conditions (including very high delinquencies) and rising fixed costs have muted the positive revenue impact. With the change in assumptions, DWSD expects that revenue increases will be limited to 4% annually. DETROIT, MI: Moody's Rates $774.3MM Water Revenue Bonds 'Ba2' ------------------------------------------------------------- Moody's Investors Service has assigned a Ba2 rating to Michigan Finance Authority's Local Government Program Loan Program Revenue Bonds Water Supply System Revenue Refunding Bonds (Detroit Water and Sewerage Department Water Supply System Revenue Bonds), $774.3 million Refunding Series 2014D1-5 (senior lien) and Ba3 rating to its $80.7 million Refunding Series 2014D6-7 (second lien) bonds. Concurrently, Moody's has also upgraded the outstanding senior and second lien ratings for the City of Detroit's (MI) Water Enterprise Revenue Bonds to Ba2 and Ba3 from B1 and B2, respectively. The outlook for all Water Supply System revenue ratings is developing. Issue: Water Supply System Revenue Refunding Senior Lien Local Project Bonds, Series 2014 D-1, D-2, D-3, D-4, D-5 Rating: Ba2; Sale Amount: $774,290,000; Expected Sale Date: 9/08/2014; Rating Description: Revenue: Government Enterprise Issue: Water Supply System Revenue Refunding Second Lien Local Project Bonds, Series 2014 D-6, D-7; Rating: Ba3; Sale Amount: $80,720,000; Expected Sale Date: 9/08/2014; Rating Description: Revenue: Government Enterprise Opinion Summary Rating Rationale The Ba2 senior lien and Ba3 second lien ratings reflect three key factors. First, the rating incorporates the expected closing of the system's voluntary tender offer, a credit positive event that in Moody's opinion is not a distressed exhange and which removes all water revenue debt from the current bankruptcy proceedings of the City of Detroit (Caa3/negative). This transaction diminishes the risk of an economic loss to water debt bondholders in the near term, though the system's rating is constrained by its ongoing linkage to Detroit as it remains a department of the city. Second, the rating reflects the system's large and diverse service area that spans an eight-county region, along with an improved financial position bolstered by recently enacted operational efficiencies and new management and governance best practices. Finally, the rating reflects the system's high leverage that Moody's expect to further increase as the city pursues its existing capital plan and continues to undertake an in-depth assessment of its long term capital needs, some of which remain unknown at this point. The developing outlook reflects the ongoing state of flux regarding the creation of a new regional authority system to oversee water supply operation, which could result in additional separation from the city and may be viewed as a credit positive However, the outlook also reflects the system's ongoing connection to Detroit, which currently has a negative outlook. The unknowns related to the creation of the authority, including whether it will ultimately come online, along with the ties to the city pose significant unknowns for the system. Upon clarity of these pending open issues the rating and outlook will be re-evaluated. STRENGTHS -- Large metropolitan service area, providing service to 38% of residents within the State of Michigan (GO rated Aa2/positive) -- Ample water supply and system-wide capacity for treatment and transmission to wholesale customers -- New management team focusing on optimization plans and federal court orders implementing additional operational autonomy from the City of Detroit CHALLENGES -- Continuing ownership of all system assets by a department of the City of Detroit, which pulled the system into the city's Chapter 9 bankruptcy filing -- Highly leveraged system with additional capital needs that are currently being assessed, including substantial excess treatment capacity -- Capital plan to address extremely high water loss rate and poor condition of in-city distribution system has not yet been finalized -- Availability of water in region and new competition coming online that is attracting current customers away from DWSD Outlook The developing outlook reflects the ongoing state of flux regarding the creation of a new regional authority system to oversee water supply operation, which could result in additional separation from the city and may be viewed as a credit positive. However, the outlook also reflects the system's ongoing connection to Detroit, which currently has a negative outlook. The unknowns related to the creation of the authority, including whether it will ultimately come online, along with the ties to the city pose significant unknowns for the system. Upon clarity of these pending open issues the rating and outlook will be re-evaluated. What could change the ratings -- UP: -- Upward movement in the city's GO rating -- Creation of a Regional Authority that results in credit strengthening provisions -- Long term stabilization of usage trends -- Sustained improvement in debt service coverage -- Contract protections to limit loss of wholesale customers through competition What could change the ratings -- DOWN: -- Downward movement in the city's GO rating -- Creation of a Regional Authority that results in credit weakening provisions -- Delayed or reduced debt service payments -- Continued declines in volume trends that materially impact operating revenues -- Failure to continue implementing future rate increases/reduce operating expenditures needed to maintain satisfactory debt service coverage -- Increase in capital needs that substantially leverage the system and/or reduce liquidity The principal methodology used in this rating was Analytical Framework For Water And Sewer System Ratings published in August 1999. An additional methodology used in this rating was Moody's Approach to Evaluating Distressed Exchanges published in March 2009. DETROIT, MI: Moody's Rates 2 Sewer Sr. Bond Tranches 'B2' --------------------------------------------------------- Moody's Investors Service has assigned a Ba2 to the Michigan Finance Authority's Local Government Loan Program Revenue Bonds (Detroit Water and Sewerage Department) $152.2 million Series 2014C1-2 (Sewage Revenue Senior Lien), $683.5 million Refunding Series 2014C3-6 (Sewage Revenue Senior Lien) and a Ba3 to its $99.8 million Refunding Series 2014C7-8 (Sewage Revenue Second Lien) Bonds. Concurrently, Moody's has upgraded the outstanding senior and second lien ratings for the City of Detroit's (MI) Sewage Disposal Revenue Bonds to Ba2 and Ba3 from B1 and B2, respectively. The outlook for all Sewage Disposal Revenue ratings is developing. Issue: Sewage Disposal System Revenue Senior Lien Local Project Bonds, Series 2014C-1, C-2; Rating: Ba2; Sale Amount: $152,160,000; Expected Sale Date: 9/08/2014; Rating Description: Revenue: Government Enterprise Issue: Sewage Disposal System Revenue Refunding Senior Lien Local Project Bonds, Series 2014C-3, C-4, C-5, C-6; Rating: Ba2; Sale Amount: $683,475,000; Expected Sale Date: 9/08/2014; Rating Description: Revenue: Government Enterprise Issue: Sewage Disposal System Revenue Refunding Second Lien Local Project Bonds, Series 2014C-7, C-8; Rating: Ba3; Sale Amount: $99,820,000; Expected Sale Date: 9/08/2014; Rating Description: Revenue: Government Enterprise Summary Rating Rationale The Ba2 senior lien and Ba3 second lien ratings reflect three key factors. First, the rating incorporates the expected closing of the system's voluntary tender offer, a credit positive event that in Moody's opinion is not a distressed exchange and which removes all sewer revenue debt from the current bankruptcy proceedings of the City of Detroit (Caa3/negative). This transaction diminishes the risk of an economic loss to sewer debt bondholders in the near term, though the system's rating is constrained by its ongoing linkage to Detroit as it remains a department of the city. Second, the rating reflects the system's large and diverse service area that spans a three county region, along with an improved financial position bolstered by ongoing operational efficiencies and implementation of management and governance best practices. Finally, the rating reflects the system's high leverage that Moody's expect to further increase as the city pursues its existing capital plan and continues to undertake an in-depth assessment of its long term capital needs. The developing outlook reflects the ongoing state of flux regarding the creation of a new regional authority system to oversee sewage disposal operation, which could result in additional separation from the city and may be viewed as a credit positive However, the outlook also reflects the system's ongoing connection to Detroit, which currently has a negative outlook. The unknowns related to the creation of the authority, including whether it will ultimately come online, along with the ties to the city pose significant unknowns for the system. Upon clarity of these pending open issues the rating and outlook will be re- evaluated. Strengths -- Large metropolitan service area, providing treatment and disposal services to 28% of residents in the State of Michigan (GO rated Aa2/positive) -- Large treatment plant with limited options for customers to replicate a cost-effective alternative to services provided -- New management team focusing on optimization plans and federal court orders implementing additional operational autonomy from the City of Detroit Challenges -- Continuing ownership of all system assets by a department of the City of Detroit, which pulled the system into the city's Chapter 9 bankruptcy filing -- Highly leveraged system with additional capital needs that are currently being assessed, including substantial excess treatment capacity -- New competition coming online that may attract current customers away from DWSD Outlook The developing outlook reflects the ongoing state of flux regarding the creation of a new regional authority system to oversee sewage disposal operation, which could result in additional separation from the city and may be viewed as a credit positive. However, the outlook also reflects the system's ongoing connection to Detroit, which currently has a negative outlook. The unknowns related to the creation of the authority, including whether it will ultimately come online, along with the ties to the city pose significant unknowns for the system. Upon clarity of these pending open issues the rating and outlook will be re- evaluated. What could change the ratings -- UP: -- Upward movement in the city's GO rating -- Creation of a Regional Authority that results in credit strengthening provisions -- Long term stabilization of usage trends -- Sustained improvement in debt service coverage What could change the ratings -- DOWN: -- Downward movement in the city's GO rating -- Creation of a Regional Authority that results in credit weakening provisions -- Delayed or reduced debt service payments -- Continued declines in volume trends that materially impact operating revenues -- Failure to continue implementing future rate increases/reduce operating expenditures needed to maintain satisfactory debt service coverage -- Increase in capital needs that substantially leverage the system and/or reduce liquidity The principal methodology used in this rating was Analytical Framework For Water And Sewer System Ratings published in August 1999. An additional methodology used in this rating was Moody's Approach to Evaluating Distressed Exchanges published in March 2009. DETROIT SERVICE: S&P Lowers Rating on 2011 Revenue Bonds to 'BB-' ----------------------------------------------------------------- Standard & Poor's Rating Services lowered its rating two notches, to 'BB-' from 'BB+', on Michigan Finance Authority's series 2011 public school academy limited obligation revenue and refunding bonds, issued on behalf of Detroit Service Learning Academy (DSLA). The outlook is stable. "The 'BB-' rating reflects our view of DSLA's recent issuance of $6 million in unrated, private-placement debt to acquire and renovate an additional school building to support its expansion efforts," said Standard & Poor's credit analyst Ashley Ramchandani. The building is the former campus of Detroit West Preparatory Academy, which closed earlier this summer following nonrenewal of the school's charter; through this recent transaction, DSLA is essentially purchasing the outstanding bonds of Detroit West and acquiring its facility. The payments on the $6 million of additional debt are structured as interest only until March 2018, at which time a balloon payment of approximately $6.3 million due. "The rating change further reflects our view of the additional debt associated with the academy's expansion, resulting in thin pro forma maximum annual debt service coverage of 1.1x, a projected decrease in days' cash on hand to 28 -- although we note this decrease in cash is partly attributable to the timing of government receivables and was at 42 days as of the July financial statements, and the risk associated with the structure of the private placement, particularly since DSLA's unrestricted reserves are not at a level sufficient to cover this contingent liability," added Ms. Ramchandani. Initially chartered as the YMCA Service Learning Academy by Lake Superior State University in 1999, DSLA is located in northwest Detroit and currently serves more than 1,100 predominantly underprivileged students in kindergarten through grade eight. DOGWOOD PROPERTIES: Court Confirms 3 Amended Reorganization Plan ---------------------------------------------------------------- The Hon. Jennie D. Latta of the U.S. Bankruptcy Court for the Western District of Tennessee has entered an order confirming Dogwood Propertiers, G.P.'s Third Amended Plan of Reorganization. As reported by the Troubled Company Reporter on July 21, 2014, the Court approved an agreed order modifying the Plan to provide for payment to Michael Murphy of post-petition attorney fees in the amount of $2,500 upon Confirmation of the Plan. The Plan was modified to add the following language to Paragraph 4.17 of the Plan with regard to the Class 17 Claim of Michael Murphy: Upon Confirmation of the Plan, Debtor shall pay creditor post-petition attorney fees in the amount of $2,500. The Plan will be carried out and funded by future rental income generated by the Debtor. Under the Plan, unsecured priority claims (Class 2) will be paid in full within 60 months following the Petition Date of Feb. 16, 2013. Holders of general unsecured claims (Class 23) will recover 100% in 360 equal monthly installments beginning on or before 90 days after the Effective Date of the Plan without interest. The existing equity interest in the Debtor (Class 24) will be retained. Cash Collateral Use The Court entered on July 18, 2014, an agreed final order on the Debtor's motion to use cash collateral of RREF RB Acquisitions, LLC dba Rialto Capital. RREF is a secured creditor of the Debtor and holds first priority deeds of trust on certain real property owned by the Debtor. The indebtedness owed by Debtor to RREF relating to the RREF Properties has been personally guaranteed by Philip C. Chamberlain, II, and Jon E. McCreery. According to the Debtor's schedules, the RREF Properties have a value of $1.53 million. RREF has filed a proof of claim for $2.38 million. Consequently, there is no equity in the RREF Properties. Termination of Automatic Stay On July 18, the Court also granted RREF's motion to terminate the automatic stay. The automatic stay is terminated as to RREF, the RREF Properties, and the proceeds thereof effectively immediately so that RREF is not stayed for 14 days before exercising its rights and remedies including, without limitation, the right to give notices or issue communications to Debtor as are necessary or appropriate in order for RREF to exercise its remedies. The Debtor and Guarantors are released from personal liability on the indebtedness. RREF is released from any claims or causes of action that would impair, impede or deprive RREF from foreclosing on the RREF Properties and applying the proceeds thereof to the indebtedness secured by the deeds of trust on the RREF Properties. About Dogwood Properties Dogwood Properties, G.P., owns and operates 110 single-family rental homes, all located in Shelby and DeSoto counties in Tennessee. The total value of its real estate holdings is estimated to be $9,985,000. Dogwood has nine secured lenders who are owed a total of approximately $14,486,000. Dogwood Properties filed a Chapter 11 petition (Bankr. W.D. Tenn. Case No. 13-21712) on Feb. 16, 2013. Judge Jennie D. Latta presides over the case. Russell W. Savory, Esq., at Gotten, Wilson, Savory & Beard, PLLC, serves as the Debtor's counsel. DOMUM LOCIS: Blocks Lloyds' Plea for Relief From Stay ----------------------------------------------------- Domum Locis LLC filed with the U.S. Bankruptcy Court for the Central District of California an objection to the motion of Lloyds TSB Bank plc, nka Lloyds Bank plc, for relief from the automatic stay and relief from turnover by prepetition receiver or other custodian. Lloyds Bank's interest in the property at 1614-1618 The Stand, Hermosa Beach, CA 90254; 1308 North Flores Street, West Hollywood, CA 90069; and 424 West Vista Chino Road, Palm Springs, CA 92262, are not adequately protected. The Debtor, according to Lloyds Bank, has no equity in the Property. According to Lloyds Bank, the Debtor has mismanaged the Property. The custodian can more effectively manage the Debtor's multi-unit residential, during the bankruptcy proceedings. The Debtor is not an appropriate fiduciary to collect and disburse proceeds of the Property for the benefit of the estate. A copy of the motion is available for free at: http://bankrupt.com/misc/DOMUMLOCIS_11_stay.pdf The Debtor's Aug. 1, 2014 objection to the motion says that "through countless attacks against the Debtor and twisting a multitude of facts and law in its favor, Lloyds attempts to distract the Court from the old and well established judicially declared rule that a state court receivership proceeding cannot be used to preclude the Debtor from seeking federal bankruptcy protection. Indeed, Lloyds' motion is another aggressive tactic orchestrated by Lloyds to attempt to thwart the Debtor's efforts to protect the Debtor's equity in three valuable real estate properties commonly referred to as the 'North Flores Property,' the 'Strand Property,' and the 'Vista Chino Property.'" A copy of the objection is available for free at: http://bankrupt.com/misc/DOMUMLOCIS_34_stayobj.pdf On Aug. 1, Peter C. Anderson, the U.S. Trustee for Region 16, filed with the Court an objection to the motion requesting that the receiver be excused from turnover. The U.S. Trustee says that it takes no position on the motion for relief from the automatic stay. The U.S. Trustee states in the Aug. 1 court filing that as of the duties of a receiver retained in possession under U.S.C. Section 543(d) appear limited to preservation and care of the Property under his control, it is unclear what role the Debtor may have in this bankruptcy or how to ensure the progress of the case. The U.S. Trustee is cognizant that a concurrent motion for relief from stay has been filed together with the motion to excuse turnover. The U.S. Trustee has no objection to the secured lender's motion to excuse turnover until the time as the motion for relief from stay has been adjudicated. The U.S. Trustee requests that the secured creditor address the list of concerns should the secured creditor's instant motion for relief from stay be denied. The U.S. Trustee says that while the motion suggest that the receiver will take over the function of filing monthly operating reports, the responsibility of executing the documents remains that of the Debtor. According to the U.S. Trustee, it is unclear: (i) how the Debtor, if the receiver is excused from turnover, will execute the Debtor Monthly Operating Reports; (ii) how issues arising with the use of cash collateral may be dealt with if the receiver is excused from the turnover; (iii) how the ability of the Debtor to file a plan of reorganization will be impacted if the receiver is excused from the turnover; (iv) how issues regarding disputes concerning disbursements of estate monies if the receiver is excused from turnover will be dealt with; (v) the additional costs of maintaining the receiver will be in the event the receiver is excused from the turnover; and (vi) who will appear to apprized the U.S. Trustee and the Debtor's creditors at the 341 examination of the current status of the Debtor's operations if the receiver is excused from turnover. A hearing on the motion was set for Aug. 5, 2014, at 2:30 p.m. About Domum Locis Domum Locis LLC filed a Chapter 11 bankruptcy petition (Bankr. C.D. Calif. Case No. 14-23301) on July 11, 2014. Michael J. Kilroy signed the petition as managing member. The Debtor estimated assets and liabilities of at least $10 million. Cypress LLP serves as the Debtor's counsel. Judge Robert N. Kwan presides over the case. DOMUM LOCIS: Fights Lloyds' Objection to Cash Collateral Use ------------------------------------------------------------ Domum Locis LLC filed with the U.S. Bankruptcy Court for the Central District of California a motion for authorization to use cash collateral from Aug. 1, 2014, through Nov. 30, 2014, to pay (i) the expenses of maintaining and operating the Properties; (ii) initial adequate protection payments to Lloyds' TSB Bank and Jack Cameron; and (iii) quarterly fees owing to the Office of the U.S. Trustee and all expenses owing to the Clerk of the Bankruptcy Court. Lloyds, the Debtor's primary creditor, asserts that it is currently owed a total of approximately $13.02 million. The Debtor disputes the amount, saying that based upon the Debtor's books and records, the Debtor believes that the lender currently holds a total claim for the unpaid principal balance in the approximate sum of $10.51 million. The Debtor believes that Lloyds is owed the maximum amount of $800,000. The Debtor's property located at located at 1614-1618 The Strand, Hermosa Beach, California, is encumbered by a second lien in favor of Mr. Cameron in the amount of $700,000, plus 6% interest per annum on the unpaid principal balance payable monthly in the amount of $3,500. According to the Debtor, Lloyds is oversecured and adequately protected by a significant equity cushion. The current appraised value of the Debtor's properties located at 1308 N. Flores Street, West Hollywood, California 90069, and 424 W. Vista Chino, Palm Springs, California 92262, that is also a part of the Debtor's estate, and the North Flores Property, are $14.47 million. The current amount of Lloyd's claim by the Debtor's calculations is approximately $11.31 million. Accordingly, Lloyds is secured by an equity cushion of approximately 21.85%. The Debtor's continued operation and maintenance of the Properties will adequately protect Lloyds (and Mr. Cameron) as the Debtor will continue to generate revenue and preserve the value of the Properties. Other courts have determined that the Debtor's continued business operations can constitute the adequate protection of a secured creditor. As additional adequate protection, the Debtor will make quarterly interest payments in the amount of $40,492 in respect of the prepetition debt that accrued prior to the Petition Date and will accrue subsequent to the Petition Date. The Debtor will also make monthly interest payments in the amount of $3,500 to Mr. Cameron, who is the holder of the second deed of trust on the Strand Property. A copy of the motion is available for free at: http://bankrupt.com/misc/DOMUMLOCIS_3_cashcoll.pdf On July 22, 2014, Lloyds, secured lender to Michael Kilroy, the sole member of the Debtor, filed an objection to the Debtors' motion for an entry of an order authorizing the Debtor to use cash collateral. Lloyds claims that the Debtor's cash collateral motion is entirely premised on the Debtor's erroneous assertion that the North Flores Property, the Strand Property, and the Vista Chino Property are assets of the Debtor's estate under Section 541 of the Bankruptcy Code. The Debtor, says Lloyds, has no legal or equitable interests in the North Flores, the Strand, or the Vista Chino properties because the Debtor's sole member, Mr. Kilroy, unlawfully transferred them to the Debtor in direct violation of state court receivership orders. The Kilroy Properties are not rightfully property of the Debtor's estate, and as a result, the Debtor should be denied the authority to seek to use the cash collateral generated by the Kilroy Properties. A copy of the objection is available for free at: http://bankrupt.com/misc/DOMUMLOCIS_15_cashcollobj.pdf Lloyds is represented by: Squire Patton Boggs (US) LLP Anne Choi Goodwin, Esq. Gabriel Colwell, Esq. Emily L. Wallerstein, Esq. 555 South Flower Street, 31st Floor Los Angeles, California 90071 Tel: (213) 624-2500 Fax: (213) 623-4581 E-mail: anne.goodwin@squirepb.com gabriel.colwell@squirepb.com emily.wallerstein@squirepb.com The Debtor responded to the objection on July 29, 2014, saying that Lloyds' opposition to the cash collateral motion must be denied. The Debtor insists that the Properties constitute property of the estate, and the alleged "bad acts" of Mr. Kilroy have no bearing on the determination of what constitutes property of the estate. Lloyds, says the Debtor, is adequately protected because the Debtor has substantial equity in the Properties (in excess of $5.3 million). According to the Debtor, Lloyd will not suffer diminution in value because (i) Lloyds has an equity cushion in the amount of $4.60 million, (ii) the Properties are rising in value, (iii) the Debtor will consent to an increased adequate protection payment as requested by Lloyds for North Flores and Vista Chino Properties; (iv) and the Debtor will grant replacement liens on postpetition assets to the same extent and priority as existed prepetition as additional adequate protection. A copy of the response is available for free at: http://bankrupt.com/misc/DOMUMLOCIS_26_cashcollresp.pdf About Domum Locis Domum Locis LLC filed a Chapter 11 bankruptcy petition (Bankr. C.D. Calif. Case No. 14-23301) on July 11, 2014. Michael J. Kilroy signed the petition as managing member. The Debtor estimated assets and liabilities of at least $10 million. Cypress LLP serves as the Debtor's counsel. Judge Robert N. Kwan presides over the case. DOMUM LOCIS: Taps Cypress LLP as General Bankruptcy Counsel ----------------------------------------------------------- Domum Locis LLC seeks permission from the U.S. Bankruptcy Court for the Central District of California to employ Cypress LLP as general bankruptcy counsel. Cypress will, among other things, assist the Debtor in the negotiation, formulation, preparation and confirmation of a plan of reorganization and the preparation of a disclosure statement in respect of the plan; and perform any other services that may be appropriate in Cypress' representation of the Debtor during this bankruptcy case. Cypress has received a $61,717 pre-petition in connection with its representation as the Debtor's reorganization bankruptcy counsel. The amount of $21,858 was applied to pre-petition services rendered to the Debtor and the balance of $39,859 is presently held by Cypress as an advanced retainer for post-petition services. Howard S. Levine, Esq., is the primary attorney on the case and his hourly rate is $575. Other Cypress rates range from $650 per hour for senior attorneys, $495 per hour for associates and $150 per hour for paralegals. Howard S. Levine, Esq., an attorney at Cypress, attests to the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. About Domum Locis Domum Locis LLC filed a Chapter 11 bankruptcy petition (Bankr. C.D. Calif. Case No. 14-23301) on July 11, 2014. Michael J. Kilroy signed the petition as managing member. The Debtor estimated assets and liabilities of at least $10 million. Cypress LLP serves as the Debtor's counsel. Judge Robert N. Kwan presides over the case. DOMUM LOCIS: Files Schedules of Assets and Liabilities ------------------------------------------------------ Domum Locis LLC filed with the U.S. Bankruptcy Court for the Central District of California its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $14,470,000 B. Personal Property $101,293 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $9,940,000 E. Creditors Holding Unsecured Priority Claims $644,281 F. Creditors Holding Unsecured Non-Priority Claims $459,596 ----------- ----------- Total $14,571,293 $11,043,877 A copy of the Schedules is available for free at: http://bankrupt.com/misc/DOMUMLOCIS_23_sal.pdf About Domum Locis Domum Locis LLC filed a Chapter 11 bankruptcy petition (Bankr. C.D. Calif. Case No. 14-23301) on July 11, 2014. Michael J. Kilroy signed the petition as managing member. The Debtor estimated assets and liabilities of at least $10 million. Cypress LLP serves as the Debtor's counsel. Judge Robert N. Kwan presides over the case. DUNE ENERGY: Incurs $33.2 Million Net Loss in Second Quarter ------------------------------------------------------------ Dune Energy, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $33.19 million on $13.09 million of total revenues for the three months ended June 30, 2014, as compared to a net loss of $1.34 million on $16.78 million of total revenues for the same period last year. Net loss for the six months ended June 30, 2014, was $35.69 million as compared to a net loss of $4.55 million for the six months ended June 30, 2013. As of June 30, 2014, the Company had $231.47 million in total assets, $143.03 million in total liabilities and $88.43 million in total stockholders' equity. Going Concern "We monitor our financial progress very carefully and attempt to adjust our available projects in order to meet all of the covenants of the Credit Agreement. Notwithstanding these efforts, our future revolver availability is also driven by the amount of Notes outstanding, as they are part of the EBITDAX covenant calculation used to determine our borrowing limit under the revolver. As a result of the PIK feature contained in the Notes, the amount outstanding has increased over time and, therefore, continues to put pressure on the EBITDAX covenant and limit borrowing availability. As we are no longer in compliance with the financial covenant of the Credit Agreement, additional borrowings may not permitted, and the outstanding revolver loans may become due and payable upon notice to us by the Bank of Montreal. Absent relief from the Credit Agreement Lenders, the restructuring of a material portion of the Notes or the emergence of a new lender, our ability to meet our obligations in due course is threatened. Management is currently in discussions with all parties and seeking new credit providers or other strategic alternatives in an effort to resolve this liquidity stalemate. "These and other factors raise substantial doubt about our ability to continue as a going concern for the next twelve months," the Company stated in the Form 10-Q Report. A full-text copy of the Second Quarter Report is available for free at http://is.gd/7Wji48 About Dune Energy Dune Energy, Inc. (NYSE AMEX: DNE) -- http://www.duneenergy.com/ -- is an independent energy company based in Houston, Texas. Since May 2004, the Company has been engaged in the exploration, development, acquisition and exploitation of natural gas and crude oil properties, with interests along the Louisiana/Texas Gulf Coast. The Company's properties cover over 90,000 gross acres across 27 producing oil and natural gas fields. Dune Energy reported a net loss of $46.98 million in 2013, a net loss of $7.85 million in 2012 and a net loss of $60.41 million in 2011. DIALOGIC INC: Had $2MM Q2 Loss, Warns of Possible Bankruptcy ------------------------------------------------------------ Dialogic Inc. filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $2.34 million on $31.45 million of total revenue for the three months ended June 30, 2014, as compared with a net loss of $5.68 million on $31.07 million of total revenue for the same period in 2013. For the six months ended June 30, 2014, the Company incurred a net loss of $7.59 million on $59.88 million of total revenue as compared with a net loss of $16.04 million on $64.87 million of total revenue for the same period last year. The Company's balance sheet at June 30, 2014, showed $60.57 million in total assets, $134.74 million in total liabilities, and a $74.17 million total stockholders' deficit. "Based on the Company's current plans and business conditions, including the restructuring actions that were taken at the end of 2013 and additional cost-cutting measures that the Company expects to employ during 2014, it believes that its existing cash and cash equivalents, expected cash generated from operations and available credit facilities will be sufficient to satisfy its anticipated cash requirements through the end of 2014; however if the debt is not restructured or refinanced the Company will not have the ability to repay its debt when due and there would be substantial doubt that the Company could continue as a going concern," the Company stated in the Form 10-Q report. The Company also warned it would likely need to seek protection under the provisions of the U.S. Bankruptcy Code or its affiliates might be required to seek protection under the provisions of applicable bankruptcy codes in other jurisdictions the event of an acceleration of the Company's obligations under the Revolving Credit Agreement or Term Loan Agreement prior to their maturity or if the agreements are not extended or otherwise restructured as of March 31, 2015, and the Company fails to pay the amounts that would then become due. "In order for the Company to meet the debt repayment requirements under the Term Loan Agreement and the Revolving Credit Agreement, the Company will need to raise additional capital by refinancing its debt, raising equity capital or selling assets. Uncertainty in future credit markets may negatively impact the Company's ability to access debt financing or to refinance existing indebtedness in the future on favorable terms, or at all. If additional capital is raised through the issuance of debt securities or other debt financing, the terms of such debt may include different financial covenants, restrictions and financial ratios other than what the Company currently operates under. Any equity financing transaction would result in additional dilution to the Company's existing stockholders," the Company added. A full-text copy of the Form 10-Q is available for free at: http://is.gd/8boxSg About Dialogic Milpitas, Cal.-based Dialogic Inc. provides communications platforms and technology that enable developers and service providers to build and deploy innovative applications without concern for the complexities of the communication medium or network. Dialogic reported a net loss of $53.93 million in 2013, following a net loss of $37.61 million in 2012. DYNAMIC INVESTMENTS: Voluntary Chapter 11 Case Summary ------------------------------------------------------ Debtor: Dynamic Investments, LLC 2913 Highway 184 East P.O. Box 365 Laurel, MS 39441 Case No.: 14-51334 Chapter 11 Petition Date: August 25, 2014 Court: United States Bankruptcy Court Southern District of Mississippi (Gulfport-6 Divisional Office) Judge: Hon. Katharine M. Samson Debtor's Counsel: Craig M. Geno, Esq. LAW OFFICES OF CRAIG M. GENO, PLLC 587 Highland Colony Pkwy. Ridgeland, MS 39157 Tel: 601 427-0048 Fax: 601-427-0050 Email: cmgeno@cmgenolaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Benjamin T. Howse, member. The Debtor did not file a list of its largest unsecured creditors when it filed the petition. EDWARD I. NWOKEDI: Former Counsel Awarded $24,000 in Fees --------------------------------------------------------- Bankruptcy Judge Marvin Isgur awarded Margaret McClure, former Chapter 11 counsel to debtor Edward I. Nwokedi, $24,000 in fees pursuant to her Second Final Chapter 11 Fee Application. Mr. Nwokedi filed his voluntary chapter 11 petition (Bankr. S.D. Tex. Case No. 12-32759) on April 11, 2012. McClure provided legal representation for Nwokedi from April 5, 2012 through August 16, 2013. At the behest of Unlimited Restoration Specialist, Inc., the court on May 22, 2012, ordered the appointment of a chapter 11 trustee, and on May 29, 2012, approved the appointment of Lowell T. Cage as the trustee. McClure continued to represent Mr. Nwokedi on several matters related to his bankruptcy case. On July 13, 2012, the Court entered an Order authorizing Mr. Nwokedi to retain and employ McClure to represent him in connection with the bankruptcy, but the order only authorized employment through May 22, 2012. Although the Order terminated McClure as an estate representative effective May 23, 2012, the Order did not preclude Mr. Nwokedi from continuing to use McClure's services. The issue was not addressed in the Order. With the Trustee's consent, Mr. Nwokedi continued to use McClure as his lawyer. On August 1, 2013, McClure's representation of Mr. Nwokedi was terminated. On August 13, 2013, Joshua Wolfshol appeared as counsel for Mr. Nwokedi. On March 31, 2014, the Court entered an Order confirming Nwokedi's Second Amended Joint Chapter 11 Plan. The plan was jointly filed for the Nwokedi case and a related case, 1002 Gemini Interests LLC. The plan provides for a 100% distribution to the unsecured creditors in the Nwokedi and Gemini cases. At the confirmation hearing, the parties discussed whether McClure should be allowed to recover her legal fees from the estate for work performed after the appointment of a chapter 11 Trustee. By agreement of all parties, the Court authorized McClure to request fees from the Plan Agent. The Plan provided that, McClure's "fees and expenses incurred in her representation of Nwokedi after the Trustee's appointment shall be paid by the Plan Agent, to the extent allowed by Court order, as a Professional Fee Claim. The foregoing does not prejudice any party's right, including Nwokedi, the Plan Agent and URSI, to object to the amount of McClure's requested fees and expenses and all such rights are fully preserved." Accordingly, although authorization for payment of McClure's fees is not contained in Sec. 330 of the Bankruptcy Code (she was no longer an Estate officer), the authorization became part of the confirmed plan. On April 22, 2014, McClure filed a Second Final Chapter 11 Fee Application seeking a total of $35,884.70 for the period of May 29, 2013 through August 16, 2013. On May 12, 2014, United Restoration Specialist objected, arguing that "allowing Debtor's former counsel to recover compensation and expenses after the appointment of a Chapter 11 Trustee is not permitted under the plain language of Section 330 of the Bankruptcy Code, the U.S. Supreme Court's holding in Lamie, the Fifth Circuit's holding in Pro-Snax and Pro-Snax's progeny." On May 15, 2014, URI filed an Amended Objection to McClure's Application and withdrew the initial argument in light of paragraph 41 of the Court's Order Confirming the Second Amended Plan. On May 13, 2014, Mr. Nwokedi filed a notice announcing that the debtor and the plan agent did not object to McClure's Application because she agreed to reduce the total amount requested to $24,000. On June 9, 2014, the Court held a hearing on McClure's Second Final Chapter 11 Fee Application. At the hearing, McClure confirmed that she has agreed to reduce her fees from $35,884 to $24,000. A copy of Judge Isgur's August 22 Memorandum Opinion is available at http://tinyurl.com/ky537pdfrom Leagle.com. EMPIRE RESORTS: Incurs $10.3 Million Net Loss in Second Quarter --------------------------------------------------------------- Empire Resorts, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss applicable to common shares of $10.34 million on $16.21 million of net revenues for the three months ended June 30, 2014, as compared with a net loss applicable to common shares of $6.12 million on $18.92 million of net revenues for the same period last year. For the six months ended June 30, 2014, the Company reported a net loss applicable to common shares of $15.74 million on $30.82 million of net revenues as compared with a net loss applicable to common shares of $6.96 million on $35.75 million of net revenues for the same period during the prior year. As of June 30, 2014, the Company had $46.11 million in total assets, $55.62 million in total liabilities and a $9.51 million total stockholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/LmHgM2 About Empire Resorts Based in Monticello, New York, Empire Resorts, Inc. (NASDAQ: NYNY) -- http://www.empireresorts.com/-- owns and operates Monticello Casino & Raceway, a video gaming machine and harness racing track and casino located in Monticello, New York, 90 miles northwest of New York City. Empire Resorts reported a net loss applicable to common shares of $27.05 million in 2013 following a net loss applicable to common shares of $2.26 million in 2012. ENERGY FUTURE: Extends Bid Submission Deadline for Oncor -------------------------------------------------------- Peg Brickley, writing for Daily Bankruptcy Review, reported that Energy Future Holdings Corp. said interest among potential bidders is running so high that it is extending a competition for the rights to a majority stake in Oncor, its valuable Texas transmissions business. In papers filed with the U.S. Bankruptcy Court for the District of Delaware, Energy Future said, that given the interest in Reorganized EFH expressed by potential strategic and financial bidders, Energy Future and its debtor affiliates have decided to extend the time frame for determining the highest and otherwise best bid for Reorganized EFH and seek Court approval of the process for doing so. The decision, according to the Debtors, is based on extensive consultations with potential bidders and key creditor constituencies. The Debtors further said in court papers that, in September, they intend to file a motion seeking approval for the procedures and deadlines that will govern the marketing process. During the marketing process, the Debtors also intend to further advance their ongoing discussions with creditors groups regarding a value- maximizing plan of reorganization. The Debtors said these two initiatives, among others, will serve as the platform for their successful emergence from Chapter 11. As a result of the Debtors' filing of their plan to ran an auction process for the equity of reorganized EFH, NextEra Energy, Inc., which submitted a joint proposal for a comprehensive restructuring of EFH, withdrew the proposal. NextEra's strategic proposal included (i) a cash contribution by NextEra, and (ii) a tax-free merger of reorganized EFH with a subsidiary of NextEra in an all- stock merger in which NextEra would acquire 100% of reorganized EFH common stock in exchange for NextEra common stock. About Energy Future Energy Future Holdings Corp., formerly known as TXU Corp., is a privately held diversified energy holding company with a portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80 percent-owned entity within the EFH group, is the largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leverage buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. On April 29, 2014, Energy Future Holdings and 70 affiliated companies sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10979) after reaching a deal with some key financial stakeholders to keep its businesses operating while reducing its roughly $40 billion in debt. The Debtors' cases have been assigned to Judge Christopher S. Sontchi (CSS). The Debtors are seeking to have their cases jointly administered for procedural purposes. As of Dec. 31, 2013, EFH Corp. reported total assets of $36.4 billion in book value and total liabilities of $49.7 billion. The Debtors have $42 billion of funded indebtedness. EFH's legal advisor for the Chapter 11 proceedings is Kirkland & Ellis LLP, its financial advisor is Evercore Partners and its restructuring advisor is Alvarez & Marsal. The TCEH first lien lenders supporting the restructuring agreement are represented by Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor, and Millstein & Co., LLC, as financial advisor. The EFIH unsecured creditors supporting the restructuring agreement are represented by Akin Gump Strauss Hauer & Feld LLP, as legal advisor, and Centerview Partners, as financial advisor. The EFH equity holders supporting the restructuring agreement are represented by Wachtell, Lipton, Rosen & Katz, as legal advisor, and Blackstone Advisory Partners LP, as financial advisor. Epiq Systems is the claims agent. Wilmington Savings Fund Society, FSB, the successor trustee for the second-lien noteholders owed about $1.6 billion, is represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq. An Official Committee of Unsecured Creditors has been appointed in the case. The Committee represents the interests of the unsecured creditors of ONLY of Energy Future Competitive Holdings Company LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings Company LLC; and EFH Corporate Services Company, and of no other debtors. The Committee has selected Morrison & Foerster LLP and Polsinelli PC for representation in this high-profile energy restructuring. The lawyers working on the case are James M. Peck, Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K. Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at Polsinelli PC. EXIDE TECHNOLOGIES: Seeks to Hire A&M to Provide Project Manager ---------------------------------------------------------------- Exide Technologies ask the U.S. Bankruptcy Court for the District of Delaware for permission to employ Alvarez & Marsal North America LLC to: i) provide the Debtor with a project manager for its Vernon, California facility; and ii) designate Bob Lewis as the Vernon Project Manager. A hearing is set on Sept. 3, 2014 at 10:00 a.m. (Eastern) to consider approval of the Debtor's request. Objections, if any, are due Aug. 18, 2014 at 4:00 p.m. (Eastern). The Vernon Project Manager will assume an executive officer position with Exide and provide project management oversight of various workstreams at its Vernon Facility including: a) Coordination and oversight of the implementation of the risk reduction plan at the Vernon Facility; b) Coordination and the oversight of the permit application process with the Department of Toxic Substances Control; c) Coordination and the oversight of the implementation of the soil sampling project with the Department of Toxic Substances Control; d) Coordination and the oversight of community relations and media outreach plans related to the Vernon Facility; e) Development and maintenance of a project room to centralize and coordinate the workstreams; f) Coordination of key stakeholder communications, meetings, monthly compliance reporting, and site visits; and g) Coordination with and support of Exide's legal team in connection with Vernon matters. The Debtor has agreed to compensate the firm $455 per hour in consideration for Mr. Lewis serving as the Vernon Project Manager. Robert Caruso, Managing Director of the firm, assures the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About Exide Technologies Headquartered in Princeton, New Jersey, Exide Technologies (NASDAQ: XIDE) -- http://www.exide.com/-- manufactures and distributes lead acid batteries and other related electrical energy storage products. Exide first sought Chapter 11 protection (Bankr. Del. Case No. 02-11125) on April 14, 2002 and exited bankruptcy two years after. Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland & Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP represented the Debtors in their successful restructuring. Exide returned to Chapter 11 bankruptcy (Bankr. D. Del. Case No. 13-11482) on June 10, 2013. Exide disclosed $1.89 billion in assets and $1.14 billion in liabilities as of March 31, 2013. Exide's international operations were not included in the filing and will continue their business operations without supervision from the U.S. courts. For the new case, Exide has tapped Anthony W. Clark, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, and Pachulski Stang Ziehl & Jones LLP as counsel; Alvarez & Marsal as financial advisor; Sitrick and Company Inc. as public relations consultant and GCG as claims agent. Schnader Harrison Segal & Lewis LLP was tapped as special counsel. The Official Committee of Unsecured Creditors is represented by Lowenstein Sandler LLP and Morris, Nichols, Arsht & Tunnell LLP as co-counsel. Zolfo Cooper, LLC serves as its bankruptcy consultants and financial advisors. Geosyntec Consultants was tapped as environmental consultants to the Committee. Robert J. Keach of the law firm Bernstein Shur as fee examiner has been appointed as fee examiner. He has hired his own firm as counsel. EXIDE TECHNOLOGIES: Wants to Hire FTI as Forensic Accountants ------------------------------------------------------------- Exide Technologies asks the U.S. Bankruptcy Court for the District of Delaware for permission to employ FTI Consulting Inc. as its forensic accountants and advisors to facilitate Akin Gump Strauss Hauer & Feld LLP's ability to provide legal counsel to the audit committee in connection with the potential inventory overstatement. A hearing is set on Sept. 3, 2014 at 10:00 a.m. (Eastern) to consider approval of the Debtor's request. Objections, if any, are due Aug. 18, at 4:00 p.m. (Eastern). The firm's customary hourly rates are: Senior Managing Director $615 to $800 Managing Director $550 to $625 Senior Director $520 to $570 Director $435 to $535 Senior Consultant $335 to $435 Consultant $260 to $325 Project Assistant $160 to $250 The Debtor assures the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About Exide Technologies Headquartered in Princeton, New Jersey, Exide Technologies (NASDAQ: XIDE) -- http://www.exide.com/-- manufactures and distributes lead acid batteries and other related electrical energy storage products. Exide first sought Chapter 11 protection (Bankr. Del. Case No. 02-11125) on April 14, 2002 and exited bankruptcy two years after. Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland & Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP represented the Debtors in their successful restructuring. Exide returned to Chapter 11 bankruptcy (Bankr. D. Del. Case No. 13-11482) on June 10, 2013. Exide disclosed $1.89 billion in assets and $1.14 billion in liabilities as of March 31, 2013. Exide's international operations were not included in the filing and will continue their business operations without supervision from the U.S. courts. For the new case, Exide has tapped Anthony W. Clark, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, and Pachulski Stang Ziehl & Jones LLP as counsel; Alvarez & Marsal as financial advisor; Sitrick and Company Inc. as public relations consultant and GCG as claims agent. Schnader Harrison Segal & Lewis LLP was tapped as special counsel. The Official Committee of Unsecured Creditors is represented by Lowenstein Sandler LLP and Morris, Nichols, Arsht & Tunnell LLP as co-counsel. Zolfo Cooper, LLC serves as its bankruptcy consultants and financial advisors. Geosyntec Consultants was tapped as environmental consultants to the Committee. Robert J. Keach of the law firm Bernstein Shur as fee examiner has been appointed as fee examiner. He has hired his own firm as counsel. FAB UNIVERSAL: NYSE MKT Delisting Proceedings Ongoing ----------------------------------------------------- FAB Universal announced that the company's stock began trading over-the-counter under the symbol FABU on Aug. 12, 2014 and said that the stock will remain "listed" on the NYSE MKT until the conclusion of the NYSE MKT appeal process. On April 28, 2014, the Staff of NYSE Regulation issued a letter to the Company indicating that its common stock was subject to being delisted from the NYSE MKT exchange because the Company had not timely filed its Form 10-K for the fiscal year ended Dec. 31, 2013. In response, the Company requested a hearing before an independent Listing Qualifications Panel. The hearing was scheduled for July 16, 2014. Prior to July 16, 2014, the Company filed its Form 10-K for the fiscal year ended December 31, 2013 and its Form 10-Q for the quarter ended March 31, 2014. In response, the Staff determined to adjourn the hearing pending the receipt and review of additional information relating to the above referenced investigation. On Aug. 11, 2014, the Staff issued a letter to the Company indicating that the Staff had determined to convert the trading halt to a trading suspension and to commence proceedings to delist the Company's common stock from the NYSE MKT. As a result, the Company's common stock began trading over-the-counter under the symbol FABU on Aug. 12, 2014. The Staff's determination was based on their finding, pursuant to Section 1003(f)(ii) of the NYSE MKT Company Guide, that the Company or its management may have engaged in operations which, in the opinion of Staff, are contrary to the public interest. Accordingly, the Company again has the right to appeal the Staff's determination to the Panel. Given the Company's disagreement with the Staff's determination, the Company intends to promptly request a hearing before the Panel. While trading will remain suspended on the NYSE MKT and continue in the over-the-counter market, the Company's common stock will remain "listed" on the NYSE MKT until the conclusion of the NYSE MKT appeal process. About FAB Universal Corp. Headquartered in Pittsburgh, FAB Universal Corp. -- http://www.fabuniversal.com-- is a worldwide distributor of digital media and entertainment. FAB delivers media to its customers worldwide through Intelligent Kiosks, Retail Stores and Franchises, and online through Apple iTunes and Google Android. The Company distributes billions of movie, music, podcast, TV show and other digital files to consumers in 240 countries through three business units: Digital Media Services, Retail Media Sales and Wholesale Media Distribution. Sales of digital media are generated through the kiosks networks, subscription sales for mobile devices, smartphone Apps and Netflix-like subscription models. In 2011, the Company distributed billions of downloads of copyrighted music, video games, ringtones, ebooks, movies and podcasts to over 50 million people worldwide through iPods, iPhones, iPads, iTunes, Blackberrys, Windows Phones, Androids and many other devices and destinations. FALCON STEEL: Taps Western Operations as Financial Consultant ------------------------------------------------------------- Falcon Steel Company and New Falcon Steel, LLC ask for permission from the Hon. D. Michael Lynn of the U.S. Bankruptcy Court for the Northern District of Texas to employ Western Operations, LLC as financial consultant, effective June 29, 2014 petition date. The Debtors require Western Operations to provide the following services: (a) Strategic Analysis. Western Operations shall conduct a strategic analysis to identify financial and recapitalization opportunities for the Company. Western Operations shall provide the Debtors with financial information, analysis, consultation and advice concerning a range of potential financing and recapitalization opportunities for the Debtors' business; (b) Financing/Recapitalization of Company. Following the completion of the strategic analysis described above, Western Operations shall undertake to obtain interest from and negotiate with potential lenders or equity partners for the Company. In this regard, the Company shall provide to Western Operations the terms and conditions under which the Company would be willing to refinance and recapitalize the Company. Western Operations shall thereafter undertake to locate lenders or equity partners ready, willing, and able to finance or recapitalize the Company within the parameters provided by the Company. (c) Chapter 11 Support. As a part of the Company's chapter 11 proceedings, the Company may requires that Western Operations provide one or both of the following additional services: -- identify and secure a source for debtor-in-possession financing ("DIP Financing") to provide short term operating cash for the business. -- support the Company and its legal advisors to negotiate a restructuring of the senior secured debt in place with Texas Capital Bank ("Bank Debt") as part of a plan of reorganization. The Engagement Agreement provides that Western Operations shall receive a fee equal to 4% of the total amount of the "Transaction Value" provided to the Debtors. The Engagement Agreement further provides that in the even a letter of intent or other similar instrument ("LOI") has been signed between the Company and a purchaser and thereafter the Company decides for any reason not to complete the sale or financing at the agreed-upon terms of the LOI, the Company shall be responsible for paying Western Operations a fee equal to 1% of the Transaction Value as provided in the LOI. In addition, in consideration of Western Operations' support of the Company during bankruptcy, under the terms of the Engagement Agreement, Western Operations is to receive the following fees: (a) If the Company secures DIP Financing, Western Operations shall receive $50,000 or 4% of the amount of the DIP Financing, whichever is greater; and (b) If the Company renegotiates the Bank Debt as part of a Chapter 11 reorganization, Western Operations shall receive $250,000. Alem Boukadoum of Western Operations, LLC, 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. Western Operations can be reached at: Alem Boukadoum WESTERN OPERATIONS, LLC 3100 W 7th St Ste 300 Fort Worth, TX 76107-2796 About Falcon Steel Company Falcon Steel Company and New Falcon Steel, LLC, sought Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Texas, Fort Worth Division (Case Nos. 14-42585 and 14-42586) on June 29, 2014. Falcon Steel claims to be the only American-owned company that builds steel lattice towers for high electrical transmission lines. The Debtors are seeking joint administration of their Chapter 11 cases (Lead Case No. 14-42585). Falcon Steel was formed in 1963 and has operated continuously since that time as a manufacturer engaged in fabricating and galvanizing structural steel for customers in the United States. New Falcon, a subsidiary, suspended operations in June 2013 and is being held for sale. Falcon has three manufacturing plants in the DFW area in Texas, with one facility in Haltom City, another in Euless, and the third facility in Kaufman, Texas. The company's corporate headquarters is located at its Haltom City plant. It currently employs approximately 255 employees. Falcon Steel estimated assets and debt of $10 million to $50 million. The Debtors have tapped Forshey & Prostok, LLP, as counsel. The Court entered an order extending the Debtor's deadline to file its schedules of assets and liabilities and statement of financial affairs or new case deficiencies, excluding the matrix until Aug. 1. Bankruptcy Judge D. Michael Lynn, in an amended order, directed the joint administration of the case of Falcon Steel Company and New Falcon Steel, LLC FALCON STEEL: Hires Decker Jones as Special Corporate Counsel ------------------------------------------------------------- Falcon Steel Company and New Falcon Steel, LLC ask for permission from the Hon. D. Michael Lynn of the U.S. Bankruptcy Court for the Northern District of Texas to employ Decker, Jones, McMackin, McClane, Hall & Bates, P.C. as special corporate counsel, effective June 29, 2014 petition date. The Debtors require Decker Jones to: (a) advise the Debtors in connection with the recapitalization of the Company's business which may include the issuance or transfer of stock in the Company, and drafting and reviewing the documents necessary to effectuate such recapitalization; (b) draft resolution, minutes, and other corporate documents as necessary; (c) counsel the Debtors with respect to tax planning matters and advising them regarding the tax consequences, if any, of any proposed recapitalization or reorganization of the Debtors' businesses; and (d) perform all other corporate legal services for and on behalf of the Debtors that may be necessary or appropriate in the administration of these Chapter 11 cases. Decker Jones will be paid at these hourly rates: Charles B. Milliken $365 Janet L. Hahn $335 Adam J. Fulkerson $225 Other Professionals $150-$400 Decker Jones will also be reimbursed for reasonable out-of-pocket expenses incurred. Prior to and within 90 days of the petition date, Decker Jones received a retainer in the amount of $5,756.25 from the Debtors. In addition, prior to and within 90 days of the petition date, Decker Jones received payments from the Debtors totaling approximately $24,528.14 for legal services rendered prepetition. Charles B. Milliken, shareholder of Decker Jones, 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. Decker Jones can be reached at: Charles B. Milliken, Esq. DECKER, JONES, MCMACKIN, MCCLANE, HALL & BATES, P.C. Burnett Plaza, Suite 2000 801 Cherry St., Unit 46 Forth Worth, TX 76102-6836 Tel: (817) 336-2400 About Falcon Steel Company Falcon Steel Company and New Falcon Steel, LLC, sought Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Texas, Fort Worth Division (Case Nos. 14-42585 and 14-42586) on June 29, 2014. Falcon Steel claims to be the only American-owned company that builds steel lattice towers for high electrical transmission lines. The Debtors are seeking joint administration of their Chapter 11 cases (Lead Case No. 14-42585). Falcon Steel was formed in 1963 and has operated continuously since that time as a manufacturer engaged in fabricating and galvanizing structural steel for customers in the United States. New Falcon, a subsidiary, suspended operations in June 2013 and is being held for sale. Falcon has three manufacturing plants in the DFW area in Texas, with one facility in Haltom City, another in Euless, and the third facility in Kaufman, Texas. The company's corporate headquarters is located at its Haltom City plant. It currently employs approximately 255 employees. Falcon Steel estimated assets and debt of $10 million to $50 million. The Debtors have tapped Forshey & Prostok, LLP, as counsel. The Court entered an order extending the Debtor's deadline to file its schedules of assets and liabilities and statement of financial affairs or new case deficiencies, excluding the matrix until Aug. 1. Bankruptcy Judge D. Michael Lynn, in an amended order, directed the joint administration of the case of Falcon Steel Company and New Falcon Steel, LLC FALCON STEEL: Taps Rylander Clay as Accountants ----------------------------------------------- Falcon Steel Company and New Falcon Steel, LLC ask for permission from the Hon. D. Michael Lynn of the U.S. Bankruptcy Court for the Northern District of Texas to employ Rylander, Clay & Opitz, LLP as accountants, effective June 29, 2014 petition date. The Debtors require Rylander Clay to: (a) prepare, amend, and file necessary federal and state tax returns and claims of refund; (b) audit the Debtors' books, records, and financial statements, including the annual 401(k) audit; (c) compile and review the Debtors' financial statements; (d) provide general accounting services; (e) assist the Debtors in preparing documents relating to a Disclosure Statement and Plan of Reorganization; and (f) perform all other accounting services for and on behalf of the Debtors that may be necessary or appropriate in connection with the Debtors' Chapter 11 cases. Rylander Clay will be paid at these hourly rates: Jan Metcalf $295 Jay Shellum $295 Robert Simpson $200 Jamye Shaffer $170 Other Professionals $105-$320 Rylander Clay will also be reimbursed for reasonable out-of-pocket expenses incurred. As of the petition date, Rylander Clay was owed approximately $14,607 for accounting services provided to the Debtors prepetition. Jan Metcalf, partner of Rylander Clay, 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. Rylander Clay can be reached at: Jan Metcalf RYLANDER, CLAY & OPITZ, LLP 3200 Riverfront Drive, Suite 200 Fort Worth, TX 76107 Tel: (817) 332-2301 Fax: (817) 338-4608 About Falcon Steel Company Falcon Steel Company and New Falcon Steel, LLC, sought Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Texas, Fort Worth Division (Case Nos. 14-42585 and 14-42586) on June 29, 2014. Falcon Steel claims to be the only American-owned company that builds steel lattice towers for high electrical transmission lines. The Debtors are seeking joint administration of their Chapter 11 cases (Lead Case No. 14-42585). Falcon Steel was formed in 1963 and has operated continuously since that time as a manufacturer engaged in fabricating and galvanizing structural steel for customers in the United States. New Falcon, a subsidiary, suspended operations in June 2013 and is being held for sale. Falcon has three manufacturing plants in the DFW area in Texas, with one facility in Haltom City, another in Euless, and the third facility in Kaufman, Texas. The company's corporate headquarters is located at its Haltom City plant. It currently employs approximately 255 employees. Falcon Steel estimated assets and debt of $10 million to $50 million. The Debtors have tapped Forshey & Prostok, LLP, as counsel. The Court entered an order extending the Debtor's deadline to file its schedules of assets and liabilities and statement of financial affairs or new case deficiencies, excluding the matrix until Aug. 1. Bankruptcy Judge D. Michael Lynn, in an amended order, directed the joint administration of the case of Falcon Steel Company and New Falcon Steel, LLC FALCON STEEL: Names Greater Yield as Management Consultants ----------------------------------------------------------- Falcon Steel Company and New Falcon Steel, LLC ask for permission from the Hon. D. Michael Lynn of the U.S. Bankruptcy Court for the Northern District of Texas to employ Greater Yield, Ltd. as management and operations consultants, effective June 30, 2014. As set forth in the Engagement Letter, Greater Yield will implement an Operational Improvement & Business Transformation Implementation Program that will deliver critical operational improvements; organizational infrastructure realignment, overall human capital business implementation, financial improvements, information technology assessment, and overall business process improvements to the Company. Greater Yield will implement a program to improve the efficiency of the Debtors' business operations and maximize the Debtors' profitability. Greater Yield will have two consultants on-site at the Company's headquarters to provide services to the Debtors. An additional consultant may be added with the approval of the Debtors' management team if it is determined that this would be beneficial and cost-effective for the Debtors. The engagement letter provides that Greater Yield shall receive $1,500 per day per consultant furnished to the Debtors. In addition, the engagement letter provides that the Company shall reimburse Greater Yield for expenses incurred and pay mileage of $0.56 per mile. Greater Yield will also be reimbursed for reasonable out-of-pocket expenses incurred. Debbie Womack, principal of Greater Yield, 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. Greater Yield can be reached at: Debbie Womack GREATER YIELD, LTD. 15851 North Dallas Parkway, Suite 600 Addison, TX 75001 Tel: (972) 308-8533 Fax: (214) 291-5584 E-mail: dwomack@greateryield.com About Falcon Steel Company Falcon Steel Company and New Falcon Steel, LLC, sought Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Texas, Fort Worth Division (Case Nos. 14-42585 and 14-42586) on June 29, 2014. Falcon Steel claims to be the only American-owned company that builds steel lattice towers for high electrical transmission lines. The Debtors are seeking joint administration of their Chapter 11 cases (Lead Case No. 14-42585). Falcon Steel was formed in 1963 and has operated continuously since that time as a manufacturer engaged in fabricating and galvanizing structural steel for customers in the United States. New Falcon, a subsidiary, suspended operations in June 2013 and is being held for sale. Falcon has three manufacturing plants in the DFW area in Texas, with one facility in Haltom City, another in Euless, and the third facility in Kaufman, Texas. The company's corporate headquarters is located at its Haltom City plant. It currently employs approximately 255 employees. Falcon Steel estimated assets and debt of $10 million to $50 million. The Debtors have tapped Forshey & Prostok, LLP, as counsel. The Court entered an order extending the Debtor's deadline to file its schedules of assets and liabilities and statement of financial affairs or new case deficiencies, excluding the matrix until Aug. 1. Bankruptcy Judge D. Michael Lynn, in an amended order, directed the joint administration of the case of Falcon Steel Company and New Falcon Steel, LLC. FCC HOLDINGS: Case Summary & 40 Largest Unsecured Creditors ----------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- FCC Holdings, Inc. 14-11987 100 Corporate Drive, Suite 500 Ft. Lauderdale, FL 33334 Education Training Corporation 14-11988 aka Florida Career College aka FCC Anthem College aka Anthem College - Bryman School aka Anthem College 100 Corporate Drive, Suite 500 Ft. Lauderdale, FL 33334 High-Tech Institute Holdings, Inc. 14-11989 High-Tech Institute, Inc. 14-11990 EduTech Acquisition Corporation 14-11991 Type of Business: Education Chapter 11 Petition Date: August 25, 2014 Court: United States Bankruptcy Court District of Delaware (Delaware) Judge: Hon. Christopher S. Sontchi Debtors' Counsel: Dennis A. Meloro, Esq. GREENBERG TRAURIG, LLP The Nemours Building 1007 North Orange Street, Suite 1200 Wilmington, DE 19801 Tel: 302-661-7000 Fax: 302-661-7360 Email: melorod@gtlaw.com Debtors' KURTZMAN CARSON CONSULTANTS Noticing, Claims and Balloting Agent: Estimated Estimated Assets Liabilities ---------- ----------- FCC Holdings, Inc. $0-$50K $10MM-$50MM Education Training $1MM-$10MM $50MM-$100MM The petitions were signed by Sean Harding, chief restructuring officer. Consolidated List of Debtors' 40 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Edufficient Trade Debt $1,836,346 6 Forest Ave., 2nd Flr, Paramus, NJ, 07652 Cengage Trade Debt $678,094 P.O. Box 95999, Chicago, IL 60649 Elsevier Trade Debt $433,866 P.O. Box 0848, Carol Stream, IL 60132-0848 Gaumard Scientific Company Trade Debt $363,554 14700 SW 136 St., Miami, FL 33196 Pop/Black Canyon, L.L.C. Property Lease $346,414 P.O. Box 515083, Los Angeles, CA 90051-5083 Carter Lindbergh Retail LLC Property Lease $335,982 ATT:LOCKBOX 936181, 3585 Atlanta Ave., Hapevilla, GA 30354 CDW Trade Debt $303,587 75 Remittance Drive, Suite 1515, Chicago, IL 60675 McGraw Hill Companies Trade Debt $264,273 Wells Fargo Bank, N.A., Lockbox #6167, Philadelphia, PA 19178-6167 Njeda Property Lease $237,276 Virco Trade Debt $236,405 MLCFC 2006-4 South Property Lease $222,211 Hwy Office, LLC PSS World Medical, Inc. Trade Debt $205,295 Affordable Medical Scrubs Trade Debt $197,812 Mt. Pleasant Management Corp. Property Lease $192,703 Columbia 9001, LLC Property Lease $184,698 LP President Realty Assoc. LLC Property Lease $180,296 Vital Source Trade Debt $179,749 Technologies, Inc. Microtek Trade Debt $172,616 Gravois Bluffs East 8-A LLC Property Lease $165,546 J.E.M.S. Corp. Property Lease $160,833 Ethan Conrad Property Lease $159,757 My Office Products Trade Debt $151,315 Decade Executive Property Lease $146,334 Office Buildings, LLC Herff Jones, Inc. Trade Debt $139,594 American Building Services Inc. Trade Debt $131,163 Grant Thornton Trade Debt $129,524 Alliance Corporate Services Trade Debt $126,245 Blank Aschkenasy Properties, LLC Property Lease $116,993 Google Trade Debt $114,969 Rachel Properties Property Lease $112,143 Allied Barton Security Services Trade Debt $110,812 Husch Blackwell Trade Debt $109,235 Darosy, Inc. Property Lease $103,099 University Center North, Ltd Property Lease $97,338 Shutts & Bowen LLP Trade Debt $97,174 Ackrik Associates Property Lease $97,094 Wells Fargo Equipment Finance Trade Debt $93,337 Tri-County Cleaning Services Trade Debt $92,030 SC (Westland Promenade) L.P. Property Lease $90,620 Sahara Rancho Office Center Property Lease $90,068 FIRST FINANCIAL: Incurs $2.4 Million Net Loss in Second Quarter --------------------------------------------------------------- First Financial Service Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss attributable to common shareholders of $2.39 million on $6.96 million of total interest income for the three months ended June 30, 2014, as compared with a net loss attributable to common shareholders of $1.38 million on $8.21 million of total interest income for the same period in 2013. Net loss attributable to common shareholders for the six months ended June 30, 2014, was $3 million or $0.60 per diluted common share compared to a net loss attributable to common shareholders of $1.5 million or $0.32 per diluted common share for the same period a year ago. As of June 30, 2014, First Financial had $802.32 million in total assets, $767.44 million in total liabilities and $34.87 million in total stockholders' equity. Since January 2011, the Bank has operated under Consent Orders with the FDIC and KDFI. In the most recent Consent Order, the Bank agreed to achieve and maintain a Tier 1 capital ratio of 9.0% and a total risk-based capital ratio of 12.0% by June 30, 2012. The Bank also agreed that if it should be unable to reach the required capital levels by that date, and if directed in writing by the FDIC, then within 30 days the Bank would develop, adopt and implement a written plan to sell or merge itself into another federally insured financial institution. To date the Bank has not received such a written direction. The Consent Order also prohibits the Bank from declaring dividends without the prior written approval of the FDIC and KDFI and requires the Bank to develop and implement plans to reduce its level of non-performing assets and concentrations of credit in commercial real estate loans, maintain adequate reserves for loan and lease losses, implement procedures to ensure compliance with applicable laws, and take certain other actions. A full-text copy of the Form 10-Q is available for free at: http://is.gd/VOUx3w About First Financial Elizabethtown, Kentucky-based First Financial Service Corporation is the parent bank holding company of First Federal Savings Bank of Elizabethtown, which was chartered in 1923. The Bank serves six contiguous counties encompassing central Kentucky and the Louisville metropolitan area, through its 17 full-service banking centers and a commercial private banking center. FLINTKOTE COMPANY: Seeks Extension of Plan Filing Date Until 2015 ----------------------------------------------------------------- The Flintkote Company and Flintkote Mines Limited ask the U.S. Bankruptcy Court for the District of Delaware to further extend their exclusive plan filing period through the earlier of Feb. 28, 2015, and the effective date of their confirmed plan of reorganization; and their exclusive solicitation period through the earlier of April 30, 2015, and the effective date of the confirmed plan. On Dec. 21, 2012, the Bankruptcy Court entered an order confirming the plan. Imperial Tobacco Canada Limited and certain of its wholly-owned subsidiaries, including Genstar Corporation, appealed the Bankruptcy Court's confirmation order. On July 10, 2014, the U.S. District Court for the District of Delaware affirmed the confirmation order and denied ITCAN's appeal. ITCAN then filed a notice of appeal from the District Court's Confirmation Order but has not sought a stay. The record was transmitted to the U.S. Court of Appeals for the Third Circuit and the appeal is currently pending before that court as Case No. 14-3367. The Debtors' counsel, Kevin T. Lantry, Esq.,, at Sidley Austin LLP, in Los Angeles, California, said the additional time will be used to attempt to reach a global resolution of the issues involving ITCAN, which is the sole objector to the Plan. The Debtors note that the District Court has now affirmed the Plan and the District Court Confirmation Order has not been stayed, which means there is no hurdle that can prevent the Debtors from implementing the Plan and going effective despite ITCAN's appeal. Mr. Lantry, however, said the Debtors are scheduled to participate in mediation on Aug. 27 and 28, in an effort to reach a global resolution of all remaining issues between the parties, including ITCAN's appeal. A complete settlement on acceptable terms would resolve ITCAN's appeal and would liquidate a substantial asset of the Debtors' estates for the benefit of their creditors, Mr. Lantry added. A hearing on the Debtors' extension request is scheduled for Sept. 15, 2014. Objections are due Sept. 8. About The Flintkote Company Headquartered in San Francisco, California, The Flintkote Company is engaged in the business of manufacturing, processing and distributing building materials. Flintkote Mines Limited is a subsidiary of Flintkote Company and is engaged in the mining of base-precious metals. The Flintkote Company filed for Chapter 11 protection (Bankr. D. Del. Case No. 04-11300) on April 30, 2004. Flintkote Mines Limited filed for Chapter 11 relief (Bankr. D. Del. Case No. 04-12440) on Aug. 25, 2004. Kevin T. Lantry, Esq., Jeffrey E. Bjork, Esq., Dennis M. Twomey, Esq., Jeremy E. Rosenthal, Esq., and Christina M. Craige, Esq., at Sidley Austin, LLP, in Los Angeles; James E. O'Neill, Esq., and Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Del., represent the Debtors in their restructuring efforts. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New York, N.Y.; Peter Van N. Lockwood, Esq., Ronald E. Reinsel, Esq., at Caplin & Drysdale, Chartered, in Washington, D.C.; and Philip E. Milch, Esq., at Campbell & Levine, LLC, in Wilmington, Del., represent the Asbestos Claimants Committee as counsel. James J. McMonagle, is the legal representative for future claimants. The FCR has retained Dr. Timothy Wyant as claims evaluation consultant. The FCR is represented by James L. Patton, Jr., Esq., and Edwin J. Harron, Esq., at Young Conaway Stargatt & Taylor, LLP; and Reginald W. Jackson, Esq., at Vorys, Sater, Seymour & Pease LLP. When Flintkote filed for protection from its creditors, it estimated more than $100 million each in assets and debts. When Flintkote Mines Limited filed for protection from its creditors, it estimated assets of $1 million to $50 million, and debts of more than $100 million. The Debtors' Chapter 11 cases have been re-assigned to Judge Mary F. Walrath in line with the retirement of former Bankruptcy Judge Judith Fitzgerald. FOUR OAKS: Files Second Quarter Form 10-Q ----------------------------------------- Four Oaks Fincorp, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q for the period ended June 30, 2014. The Company posted net income of $2.41 million on $7.42 million of total interest and dividend income for the three months ended June 30, 2014, as compared with a net loss of $105,000 on $7.26 million of total interest and dividend income for the same period last year. The Company also reported net income of $3.77 million on $14.88 million of total interest and dividend income for the six months ended June 30, 2014, as compared with a net loss of $28,000 on $14.77 million of total interest and dividend income for the same period during the prior year. As of June 30, 2014, the Company had $833.36 million in total assets, $806.06 million in total liabilities and $27.30 million in total shareholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/KIwx7P About Four Oaks Based in Four Oaks, North Carolina, Four Oaks Fincorp, Inc., is the bank holding company for Four Oaks Bank & Trust Company. The Company has no significant assets other than cash, the capital stock of the bank and its membership interest in Four Oaks Mortgage Services, L.L.C., as well as $1,241,000 in securities available for sale as of Dec. 31, 2011. Four Oaks reported a net loss of $350,000 in 2013, a net loss of $6.96 million in 2012 and a net loss of $9.09 million in 2011. Written Agreement "In late May 2011, the Company and the Bank entered into a formal written agreement (the "Written Agreement") with the Federal Reserve Bank of Richmond (the "FRB") and the North Carolina Office of the Commissioner of Banks (the "NCCOB"). Under the terms of the Written Agreement, the Bank developed and submitted for approval, within the time periods specified, plans to: * revise lending and credit administration policies and procedures at the Bank and provide relevant training; * enhance the Bank's real estate appraisal policies and procedures; * enhance the Bank's loan grading and independent loan review programs; * improve the Bank's position with respect to loans, relationships, or other assets in excess of $750,000, which are now or in the future become past due more than 90 days, are on the Bank's problem loan list, or adversely classified in any report of examination of the Bank; and * review and revise the Bank's policy regarding the Bank's allowance for loan and lease losses and maintain a program for the maintenance of an adequate allowance. A material failure to comply with the terms of the Written Agreement could subject the Company to additional regulatory actions and further restrictions on its business. These regulatory actions and resulting restrictions on the Company's business may have a material adverse effect on its future results of operations and financial condition," the Company said in its quarterly report for the period ended March 31, 2014. FREE LANCE-STAR: Can Continue Using Cash Collateral Until Aug. 29 ----------------------------------------------------------------- The Hon. Kevin R. Huennekens of the U.S. Bankruptcy Court for the Eastern District of Virginia issued a sixth interim order authorizing VA Newspaper Debtor Co. fka The Free Lance-Star Publishing Co. and its debtor-affiliates to use cash collateral of DSP Acquisition LLC until Aug. 29, 2014, pursuant to the budget. Judge Huennekens noted that all pending objections to the entry of interim order, if any, are resolved hereby or, to the extent not resolved, are overruled. The Debtors told the Court that they were indebted and liable to DSP Acquistion in the approximate aggregate amount of $37,905,195 as of their bankruptcy filing. The Debtors said theyr require cash on hand and cash flow from their operations to fund their working capital needs and wind-up expenses, as applicable, and therefore there is a risk that the going concern value of their businesses will decline, and their ability to wind-up their estates will be impaired, if they cannot access cash on hand and cash flow from their operations. In addition, the cash collateral will be used to pay amounts approved by any other order of the Court and to provide working capital for the Debtors and to pay the expenses associated with winding up their estates, but in any event solely in accordance with the budget and in accordance with applicable orders of the Court. As adequate protection, DSP will receive a payment in the form of a wire transfer as directed by DSP on the first day of each month in the amount of $70,000. Subject to the terms of that certain settlement agreement and mutual release dated July 24, 2014 and to the following proviso, DSP agrees to waive its adequate protection payment provided for hereunder; provided, however, if such settlement agreement is terminated, the Debtors will resume making adequate protection payments to DSP in the form of a wire transfer in the amount of $70,000 on the later of Aug. 1, 2014, or two business days after termination of the settlement agreement -- to include the payment due Aug. 1, 2014. A full-text copy of the cash collateral budget is available for free at http://is.gd/TUTMqj About The Free Lance-Star Publishing The Free Lance-Star Publishing Co. of Fredericksburg, Va., is a publishing, newspaper, radio and communications company based in Fredericksburg, Virginia and owned by the family of Josiah P. Rowe III. FLS's single, seven-day a week newspaper, The Free Lance- Star was first published in 1885 when a group of local Fredericksburg merchants and businessmen created the paper to serve the news and advertising needs of the community. FLS also owns radio stations WFLS-AM, FLS-FM, and WVBX. FLS owns the community and news portal http://www.fredericksburg.com/ FLS filed a Chapter 11 bankruptcy petition (Bankr. E.D. Va. Case No. 14-30315) in Richmond, Virginia, on Jan. 23, 2014. William Douglas Properties, L.L.C., a related entity that owns a portion of the land pursuant to which FLS operates certain aspects of its business, also sought bankruptcy protection. Judge Keith L. Phillips was initially assigned to the cases, but the cases were reassigned to Judge Kevin R. Huennekens on the Petition Date. The Debtors have tapped Lynn L. Tavenner, Esq., and Paula S. Beran, Esq., at Tavenner & Beran, PLC, as counsel; and Protiviti, Inc., as financial advisor. The U.S. Trustee for Region 4 appointed three members to the official committee of unsecured creditors. FREESEAS INC: Crede May Sell 7.5 Million Common Shares ------------------------------------------------------ FreeSeas Inc. filed with the U.S. Securities and Exchange Commission a Form F-1 prospectus 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 selling stockholder 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 July 30, 2014, the closing price of the Company's common stock was $0.49 per share. A full-text copy of the prospectus is available for free at: http://is.gd/WZKj6G 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. FREESEAS INC: Regains Compliance with Nasdaq's Equity Rule ---------------------------------------------------------- FreeSeas Inc. disclosed it received a letter from Nasdaq, dated Aug. 13, 2014, indicating that the Company has regained compliance with Marketplace Rule 5550(b)(1) which requires a minimum of $2.5 million stockholders' equity for continued listing on The Nasdaq Capital Market. The determination by NASDAQ that the Company has complied with the Rule was based on FreeSeas' Form 6-K filing of its interim financial statements for the period ended June 30, 2014, which evidenced stockholders' equity of $37,563,000, resulting from the May 2014 $25 million public offering and settlement of debt with $15 million of debt forgiveness. The Nasdaq letter indicated that since the Company achieved compliance with the Rule, the matter is now closed. 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. As of June 30, 2014, the Company had $75.36 million in total assets, $37.80 million in total liabilities and $37.56 million in total stockholders' equity. 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. FRIENDLY CHURCH OF GOD: Case Summary & 4 Unsecured Creditors ------------------------------------------------------------ Debtor: Friendly Church of God in Christ Oceanside California, a California corporation 1844 Dixie Street Oceanside, CA 92054 Case No.: 14-06764 Chapter 11 Petition Date: August 25, 2014 Court: United States Bankruptcy Court Southern District of California (San Diego) Debtor's Counsel: John L. Smaha, Esq. SMAHA LAW GROUP, APC 2398 San Diego Avenue San Diego, CA 92110 Tel: (619) 688-1557 Fax: (619) 688-1558 Email: jsmaha@smaha.com Total Assets: $2.94 million Total Liabilities: $979,104 The petition was signed by Dr. Gerald Mason, president. A list of the Debtor's four largest unsecured creditors is available for free at http://bankrupt.com/misc/casb14-06764.pdf GENERAL MOTORS: States Offer Fast Track for Plaintiffs ------------------------------------------------------ Amanda Bronstad, writing for The National Law Journal, reported that in the race to punish General Motors for the ignition-switch defect that prompted its recall of 2.6 million cars, some litigants are following their own roads through state courts rather than joining the New York litigation, in which more than 100 lawsuits have been coordinated for pretrial purposes under U.S. District Judge Jesse Furman. The National Law Journal, citing Richard Mithoff, founder at Mithoff Law, said a lawyer is more likely to retain some control over management of the case if the case is in state court. Law360 reported that U.S. Bankruptcy Judge Robert Gerber in Manhattan has ruled that "threshold issues" in the General Motors bankruptcy-shield dispute, including whether GM violated customers' due process rights by concealing an ignition switch defect, will have to wait until after motorists file a consolidated complaint in parallel multidistrict litigation, rejecting what he called a piecemeal approach. About General Motors With its global headquarters in Detroit, Michigan, General Motors -- http://www.gm.com/-- is one of the world's largest automakers, traces its roots back to 1908. General Motors Co. was formed to acquire the operations of General Motors Corp. through a sale under 11 U.S.C. Sec. 363 following Old GM's bankruptcy filing. The U.S. government provided financing. The deal was closed July 10, 2009, and Old GM changed its name to Motors Liquidation Co. Old GM -- General Motors Corporation -- filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on June 1, 2009. The Honorable Robert E. Gerber presides over the Chapter 11 cases. The Debtors tapped Weil, Gotshal & Manges LLP Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel; and Morgan Stanley, Evercore Partners and the Blackstone Group LLP as financial advisor. Garden City Group is the claims and notice agent of the Debtors. The U.S. Trustee appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Unsecured Creditors Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis & Frankel LLP served as bankruptcy counsel to the Creditors Committee. Attorneys at Butzel Long served as counsel on supplier contract matters. FTI Consulting Inc. served as financial advisors to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, represented the Asbestos Committee. Legal Analysis Systems, Inc., served as asbestos valuation analyst. The Bankruptcy Court entered an order confirming the Debtors' Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan was declared effect on March 31. On Dec. 15, 2011, Motors Liquidation was dissolved. On the Dissolution Date, pursuant to the Plan and the Motors Liquidation Company GUC Trust Agreement, dated March 30, 2011, between the parties thereto, the trust administrator and trustee -- GUC Trust Administrator -- of the Motors Liquidation Company GUC Trust, assumed responsibility for the affairs of and certain claims against MLC and its debtor subsidiaries that were not concluded prior to the Dissolution Date. GENERAL STEEL: Reports $16.5 Million Net Loss in Second Quarter --------------------------------------------------------------- General Steel Holdings, Inc., reported a net loss of $16.5 million on $508.6 million of sales for the three months ended June 30, 2014, as compared with a net loss of $63.8 million on $517 million of sales for the same period in 2013. Net Loss for the six months ended June 30, 2014, was $86.1 million as compared with a net loss of $53.3 million for the same period in 2013. The Company's balance sheet at June 30, 2014, showed $2.55 billion in total assets, $3.13 billion in total liabilities, and a $576 million total deficiency. As of June 30, 2014, the Company had cash and restricted cash of $493 million, compared to $431 million as of Dec. 31, 2013. The Company had an inventory balance of $209 million as of June 30, 2014, compared with $212.9 million as of Dec. 31, 2013. Henry Yu, chairman and chief executive officer of General Steel commented, "We are very proud that our turn-around efforts are now driving measurable improvements to our financials, as gross margin expanded to a 36-month high and EBITDA substantially improved to a positive $33.6 million. These highlights reflect the success we have had over the past year in lowering our unit production cost and enhancing our operating efficiencies." "During the second quarter, industry fundamentals significantly improved, and we were able to hold firm on our pricing. We are seeing a better demand-and-supply balance, and it is increasingly more evident that the market dynamics and competitive landscape will substantially improve in the coming months," Mr. Yu concluded. John Chen, chief financial officer of General Steel, commented, "This quarter we saw contributions to profitability from our two major initiatives. Our sourcing strategy lowered our raw material costs and, our upgraded production lines and technical improvements lowered our unit costs. We also turned around our operating cash flows to an inflow of $56.1 million, providing us with greater operating flexibility for the quarters ahead. Given our solid execution and the improved market fundamentals, we anticipate additional margin expansion and are confident that we will deliver on our target EPS range of 8 to 12 cents for the second half of 2014." A full-text copy of the press release is available for free at: http://is.gd/Zs38Hw Form 10-Q Delayed General Steel filed with the U.S. Securities and Exchange Commission a Notification of Late Filing on Form 12b-25 with respect to its quarterly report on Form 10-Q for the period ended June 30, 2014. The Company said it was unable to file the quarterly report within the prescribed time period without unreasonable effort or expense because additional time is required to complete the preparation of the Company's financial statements in time for filing. According to the Company, the quarterly report on Form 10-Q for the quarter ended June 30, 2014, will be filed as soon as practicable. About General Steel Holdings General Steel Holdings, Inc., headquartered in Beijing, China, produces a variety of steel products including rebar, high-speed wire and spiral-weld pipe. The Company has operations in China's Shaanxi and Guangdong provinces, Inner Mongolia Autonomous Region and Tianjin municipality with seven million metric tons of crude steel production capacity under management. For more information, please visit www.gshi-steel.com. General Steel reported a net of $42.62 million on $2.01 billion of sales for the year ended Dec. 31, 2013, as compared with a net loss of $231.93 million on $1.96 billion of sales during the prior year. GEOMET INC: Posts $57.7 Million Net Income in Second Quarter ------------------------------------------------------------ GeoMet, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income available to common stockholders of $57.71 million for the three months ended June 30, 2014, as compared with net income available to common stockholders of $40.46 million for the same period in 2013. For the six months ended June 30, 2014, the Company posted net income available to common stockholders of $57.31 million as compared with net income available to common stockholders of $33.14 million for the same period during the previous year. As of June 30, 2014, the Company had $27.95 million in total assets, $3.96 million in total liabilities and $45.90 million in series A convertible redeemable preferred stock and a $21.92 million total stockholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/K8rDkA About Geomet Inc. Houston, Texas-based GeoMet, Inc., is an independent energy company primarily engaged in the exploration for and development and production of natural gas from coal seams (coalbed methane) and non-conventional shallow gas. Its principal operations and producing properties are located in the Cahaba and Black Warrior Basins in Alabama and the central Appalachian Basin in Virginia and West Virginia. It also owns additional coalbed methane and oil and gas development rights, principally in Alabama, Virginia, West Virginia, and British Columbia. As of March 31, 2012, it owns a total of 192,000 net acres of coalbed methane and oil and gas development rights. Hein & Associates LLP, in Houston, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has suffered recurring losses from operations and has a net working capital deficiency that raise substantial doubt about the Company's ability to continue as a going concern. GIBSON ENERGY: S&P Revises Outlook to Positive & Affirms 'BB' CCR ----------------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on Gibson Energy ULC to positive from stable. At the same time, Standard & Poor's affirmed its ratings on Gibson including its 'BB' long-term corporate credit rating on the company. "We base the outlook revision on increasing contracted cash flows from the company's terminals and pipelines segment with expansions at Gibson's Hardisty and Edmonton terminals, combined with stable forecast financial metrics at the high end of the significant financial risk profile," said Standard & Poor's credit analyst Gerald Hannochko. Gibson continues to expand its Hardisty Terminal by adding storage and rail facilities and contracted stable cash flows to its EBITDA mix. S&P expects the EBITDA contribution from the company's terminals and pipelines segment to make up approximately 30% of EBITDA from the current 20% in the next two years. S&P also expects credit metrics to remain stable at the high end of its "significant" financial risk profile assessment as the company continues with its large capital program directed primarily at this segment. "We assess Gibson's business risk profile as "fair," based on the company's mix of midstream businesses and the higher-risk oilfield services businesses, and the contractual profiles of these segments. Competitive pressures and economic conditions can affect the company's various segments, including its truck transportation, natural gas liquids and propane marketing and distribution, and environmental services segments. The marketing segment's profitability is not as stable as it depends on highly volatile and unpredictable crude differentials. In our view, Gibson's integrated business model is a strength that allows opportunities to cross-sell and improve margins across its segments," S&P said. The positive outlook reflects Standard & Poor's view that Gibson will continue to expand the more stable terminals and pipeline segment, such that the overall contribution will increase to approximately 30% of consolidated EBITDA in the next two years from approximately 20% at present. In addition, the outlook reflects the company's commitment to stable financial metrics while it increases its growth capital spending. S&P could upgrade Gibson if the financial risk profile improves to "intermediate" from "significant," which could occur if forecast debt to EBITDA stays at about 2.5x and adjusted funds from operations to debt is maintained above 30%. S&P may consider the use of its Comparable Rating Analysis modifier to raise its ratings on Gibson if the company is able to maintain its stable credit metrics within the higher end of the significant category during this expansionary phase. A downgrade could occur if debt to EBITDA deteriorates above 3.5x, or if the company embarks on more aggressive financing of growth and acquisition initiatives. GLOBAL ENERGIES: Court Rules Involuntary Case Filed in Bad Faith ---------------------------------------------------------------- A three-judge panel of the U.S. Court of Appeals for the Eleventh Circuit, in an opinion dated Aug. 15, 2015, remanded an appeal filed by one of the owners of Global Energies, LLC, and directed the U.S. Bankruptcy Court Eastern District of Virginia (Alexandria) to grant that owner's motion to dismiss the bankruptcy case of Global Energies, after finding that the involuntary petition filed against the company was filed in bad faith, and vacate the bankruptcy court's order approving the sale of Global's assets. Joseph G. Wortley, the appellant, James Juranitch, and Richard Tarrant shared ownership in Global Energies before its bankruptcy. Wortley and Juranitch personally owned their stakes, while Tarrant held his through Chrispus Venture Capital, LLC, in which he had a 93% ownership interest. The three partners formed Global to market a plasma technology that Juranitch had developed. In mid- 2010, business disagreements undermined that partnership and resulted in Tarrant and Juranitch's developing a plan to wrest Wortley's interest in Global from him by having Chrispus file an involuntary bankruptcy petition against Global. Chrispus filed an involuntary bankruptcy petition against Global on July 1, 2010. Wortley took no initial action to oppose the bankruptcy petition. He later began to suspect collusion by Tarrant and Juranitch, particularly when Chrispus showed interest in bidding on Global's assets at the bankruptcy sale. Acting on those suspicions, Wortley moved to dismiss the bankruptcy petition as having been filed in bad faith. With no direct evidence for his claim, Wortley asked to withdraw his motion to dismiss, and the bankruptcy court granted that request without prejudice. Between the time when Wortley filed that motion and withdrew it, a trustee sold Global's assets to Chrispus; after the motion to dismiss was withdrawn, the bankruptcy court approved the sale. About a year later, Wortley renewed his motion to dismiss the bankruptcy case based but this was again dismissed by the bankruptcy court with prejudice finding the evidence to be insufficient to support his claim. Around that same time, in a related state-court litigation, Wortley finally obtained emails appearing to show both that Juranitch and Tarrant colluded in filing for involuntary bankruptcy and that they had testified falsely about that plan in their earlier depositions. Wortley the filed a motion pursuant to Rule 60(b) of the of the Federal Rules of Civil Procedure in the bankruptcy court based on those newly discovered emails. The bankruptcy court summarily denied that motion and decided that no remedy was available to Wortley. On appeal, the district court affirmed. Wortley cites two grounds on which he was entitled to relief under Rule 60(b): first, under Rule 60(b)(2), he had discovered new evidence of the bad-faith filing; second, under Rule 60(b)(3), he was entitled to relief from the judgment as a result of fraud, misrepresentation, or misconduct by Chrispus. Regarding Rule 60(b)(2), Wortley needed to demonstrate that (1) the new evidence was discovered after the judgment was entered, (2) he had exercised due diligence in discovering that evidence, (3) the evidence was not merely cumulative or impeaching, (4) the evidence was material, and (5) the evidence was likely to produce a different result. The Eleventh Circuit said Wortley's motion satisfied each of those criteria, and held that the bankruptcy court reached the opposite conclusion by, at least in part, applying the wrong legal standard to Wortley's Rule 60(b)(2) motion. The Eleventh Circuit added that even if the bankruptcy court's statements can be construed as applying the standards of Rule 60(b)(2), it made clear errors of judgment and abused its discretion in applying those standards. According to Bill Rochelle, the bankruptcy columnist for Bloomberg News, on its face, the Aug. 15 opinion is simply about the standards of a Rule 60(b) reconsideration motion, but pointed out that the relief the Eleventh Circuit granted was extraordinary. The Eleventh Circuit ruled that the bankruptcy court vacate the order approving the sale of Global's assets to Chrispus without prejudice to any innocent third parties, whose rights and interests are derived and dependent upon the sale. The bankruptcy court was also directed to conduct any hearings necessary in the exercise of all its powers at law or in equity and issue appropriate orders or writs, including without limitation orders requiring an accounting and disgorgement, orders imposing sanctions, writs of garnishment and attachment, and the entry of judgments to ensure that Chrispus, Juranitch, Tarrant, and Pugatch do not profit from their misconduct and abuse of the bankruptcy process. Moreover, the bankruptcy court is directed to vacate the sanctions imposed upon Wortley and ensure that he is fully compensated for any and all damages, including awarding Wortley attorneys' fees and costs. The case is In re GLOBAL ENERGIES, LLC, Debtor, relating to JOSEPH G. WORTLEY, Interested Party-Appellant, v. CHRISPUS VENTURE CAPITAL, LLC, Petitioning Creditor-Appellee, NO. 13-11666 (11th Cir.). A full-text copy of the Eleventh Circuit's Decision is available at http://is.gd/afTClrfrom Leagle.com. About Global Energies Chrispus Venture Capital, LLC, which was allegedly owed $1,092,375, filed an involuntary Chapter 11 petition against Global Energies, LLC, aka 714 Technologies, LLC, on July 1, 2010 (Case No. 10-28935, Bankr. E.D. Va.). The case is assigned to Judge Raymond B. Ray. The Petitioners were represented by Chad P. Pugatch, Esq., in Ft. Lauderdale, Florida. GOLDEN LAND: Taps DelBello Donnellan as Attorneys ------------------------------------------------- Golden Land LLC asks the U.S. Bankruptcy Court for the Eastern District of New York for permission to employ DelBello, Donnellan, Weingarten, Wise & Wiederkehr, LLP as its attorneys. The firm is expected to: a) 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) 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) 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) attend meetings and negotiate with representatives of creditors and other parties in interest. f) advise the Debtor in connection with any potential refinancing of secured debt and any potential sale of the Debtor's assets. g) represent the Debtor in connection with obtaining post- petition financing, if necessary. h) take any necessary action to obtain approval of a disclosure statement and confirmation of a plan of reorganization. i) 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's attorneys charge between $375 and $550 per hour while paraprofessionals bill at $150 per hour. The Debtor tells the Court the firm received a pre-petition retainer payment from a third party in the amount of $10,000 on account of legal services and expenses in conjunction with the filing of this Chapter 11 case, with and additional $5,000 to be paid by the third party by the end of August 2014. The Debtor assures the Court that the firm is a "disinterested person" withing the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached at: DELBELLO DONNELLAN WEINGARTEN WISE & WIEDERKEHR, LLP c/o Alfred E. Donnellan, Managing Partner 1 North Lexington Avenue White Plains, NY 10601 Tel: (914) 681-0200 Fax: (914) 684-0288 E-mail: info@ddw-law.com Golden Land LLC filed for Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No. 14-42315) in Brooklyn, New York, on May 8, 2014. The Debtor estimated assets and debt of $10 million to $50 million. Xiangan Gong, Esq., at Xiangan Gong serves as the Debtor's counsel. Judge Nancy Hershey Lord presides over the case. Lawrence Litwack is the receiver of the Debtor's property. GOLDEN LAND: Case Dismissal Hearing Delayed to Sept. 10 ------------------------------------------------------- The Hon. Nancy Hershey Lord of the U.S. Bankruptcy Court for the Eastern District of New York reset the hearing to consider the request of William K. Harrington, U.S. Trustee for Region 2, to convert the Chapter 11 case of Golden Land LLC for Sept. 10, 2014, at 10:30 a.m., at the Conrad B. Duberstein Courthouse, 271 Cadman Plaza East in Brooklyn, New York. The hearing was originally set for June 17, 2014. Golden Land LLC filed for Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No. 14-42315) in Brooklyn, New York, on May 8, 2014. The Debtor estimated assets and debt of $10 million to $50 million. Xiangan Gong, Esq., at Xiangan Gong serves as the Debtor's counsel. Judge Nancy Hershey Lord presides over the case. Lawrence Litwack is the Receiver of the Debtor's property. GREENSHIFT CORP: Amends Second Quarter Report with SEC ------------------------------------------------------ Greenshift Corporation filed with the U.S. Securities and Exchange Commission an amended quarterly report for the period ended June 30, 2014, to correct an error in Note 11 to the Consolidated Financial Statements. Greenshift Corporation filed with the SEC, on August 13, its quarterly report on Form 10-Q disclosing net income of $2.83 million on $4.11 million of revenue for the three months ended June 30, 2014, as compared with a net loss of $722,738 on $4.74 million of revenue for the same period in 2013. For the six months ended June 30, 2014, the Company reported net income of $2.90 million on $7.83 million of revenue as compared with a net loss of $824,725 on $7.90 million of revenue for the same period in 2013. The Company's balance sheet at June 30, 2014, showed $4.56 million in total assets, $43.61 million in total liabilities and a $39.04 million total stockholders' deficit. As of June 30, 2014, the Company had $2,385,291 in cash, and current liabilities exceeded current assets by $38,227,887. "These matters raise substantial doubt about the Company's ability to continue as a going concern," the Company said in the Form 10-Q Report. A copy of the Form 10-Q, as amended, is available for free at: http://is.gd/3FoEOw About Greenshift Corporation Headquartered in New York, GreenShift Corporation develops and commercializes clean technologies designed to integrate into and leverage established production and distribution infrastructure to address the financial and environmental needs of its clients by decreasing raw material needs, facilitating co-product reuse, and reducing waste and emissions. Greenshift reported a net loss of $4.43 million on $15.49 million of total revenue for the year ended Dec. 31, 2013, as compared with net income of $2.46 million on $14.51 million of total revenue in 2012. Rosenberg Rich Baker Berman & Company, in Somerset, NJ, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company could be subject to default of its senior debt obligation in 2014 if a condition to a forbearance agreement that is not within the Company's control is not satisfied. These conditions raise substantial doubt about its ability to continue as a going concern. HDGM ADVISORY: KFH et al. File 2nd Amended Conversion Motion ------------------------------------------------------------ Creditors KFH Capital Investment Company, K.S.C.C., formerly known as Al-Muthanna Investment Company and Kuwait Finance House Real Estate Company K.S.C.C., formerly known as Nakheel United Real Estate, filed a second amended motion seeking to converting the jointly administered bankruptcy cases of Debtors HDGM Advisory Services, LLC, and HDG Mansur Investment Services into Chapter 7 proceedings. The Motion relates that by the Debtors' own admission, they have no business operations and few Choate assets. Thus, the Debtors have no reasonable prospect of reorganization and cannot be using chapter 11 for any legitimate purpose, the KFH Parties argue. The Debtors, the KFH Parties add, seem to be seeking to use their chapter 11 filings to stave off enforcement of creditors' claims and to shield their owner, Harold D. Garrison, from liability to creditors. The man charged with the fiduciary duty to investigate and pursue the chapter 11 estate's claims against Mr. Garrison, Mr. William Echols, has been an employee of Garrison for 25 years. Mr. Garrison pays Mr. Echols's current salary through a non-debtor Garrison affiliate. Mr. Garrison's non-debtor employees prepared the Debtors' schedules, Mr. Garrison's non-debtor affiliates will pay the Debtors' expenses, and Mr. Garrison placed Mr. Echols in charge of the Debtors two days before these cases were filed, the Motion points out. The Motion adds that the Debtors, at the direction of Mr. Echols, have already moved to extend the automatic stay to protect Mr. Garrison from litigation against the GPIF Funds; and it is likely that under Mr. Echols, they will similarly attempt to shield Mr. Garrison from liability to KFH, the estate's largest creditor. "Rather than permit the Debtors to languish in chapter 11 without any hope of rehabilitation, the Court should convert these cases to chapter 7," the KFH Parties assert. "The liquidation of the Debtors' assets for the benefit of their creditors is better accomplished in chapter 7 under the supervision of an independent chapter 7 trustee, who can be trusted to evaluate claims against (and filed by) Mr. Garrison fairly." "Either alternative -- conversion or trustee appointment -- would maximize the collection and preservation of assets for distribution to creditors and avoid conflicts of interest that taint current management," the KFH Parties contend. Accordingly, for all the reasons stated, the KFH Parties ask the Court to convert the Debtors' Chapter 11 cases to cases under Chapter 7. Counsel for KFH, et al., can be reached at: Mark R. Wenzel, Esq. Martha R. Lehman, Esq. KRIEG DEVAULT LLP One Indiana Square, Suite 2800 Indianapolis, IN 46204-2079 Tel: (317) 238-6277 Fax: (317) 636-1507 E-mail: mwenzel@kdlegal.com -- and -- Jonathan W. Jordan, Esq. Admitted pro hac vice KING & SPALDING LLP 1180 Peachtree Street, 31st Floor Atlanta, Georgia 30309 Tel: (404) 572-3100 About HDGM Advisory Services HDGM Advisory Services, LLC, and HDG Mansur Investment Services, Inc. sought Chapter 11 bankruptcy protection (Bankr. S.D. Ind. Case No. 14-04797 and 14-04798) in Indianapolis, Indiana, on May 21, 2014. On May 28, 2014, the Hon. James M. Carr directed the joint administration the cases of HDGM Advisory Services, LLC, and HDG Mansur Investment Services, Inc., under the lead case -- HDGM Advisory, Case No. 14-04797. HDGH Advisory disclosed $20,257,001 in assets and $7,991, 590 in liabilities as of the Chapter 11 filing. HDG Mansur disclosed $20,454,819 in assets and $12,377,542 in liabilities. According to a court filing, the Debtors don't have any secured creditors. The cases are assigned to Judge James M. Carr. The Debtors have tapped Michael W. Hile, Esq., Christine K. Jacobson, Esq., and Henry Mestetsky, Esq., at Katz & Korin PC, as counsel. An affiliate of the Debtors, Hamilton Proper Partners Golf Partnership, L.P., sought bankruptcy protection (Bankr. S.D. Ind. Case No. 14-00461) on Jan. 24, 2014. HMK MATTRESS: Earnings Results No Impact on Moody's B3 Rating ------------------------------------------------------------- Moody's Investors Service said that HMK Mattress Holdings, LLC's ("Sleepy's", B3 negative) recent earnings results are a credit negative but do not impact the company's ratings or outlook. HMK Mattress Holdings, LLC ("Sleepy's"), headquartered in Hicksville, NY, is a specialty mattress retailer, operating approximately 950 locations predominantly in the Northeast and Mid-Atlantic of the United States. Store banners include Sleepy's and Mattress Discounters. It also delivers mattresses through its websites including sleepys.com, 1800mattress.com and mattress.com. The company provides wholesale fulfillment services for amazon.com and sears.com and sells wholesale to hotels and colleges. Revenues are approximately $1 billion. Sleepy's is family- and management- owned, and private equity firm Calera Capital has a minority stake in the company. HORIZON LINES: Incurs $1.6 Million Net Loss in Second Quarter ------------------------------------------------------------- Horizon Lines, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $1.61 million on $281.23 million of operating revenue for the quarter ended June 22, 2014, as compared with a net loss of $1.50 million on $259.78 million of operating revenue for the quarter ended June 23, 2013. For the six months ended June 22, 2014, the Company reported a net loss of $27.84 million on $533.17 million of operating revenue as compared with a net loss of $21.85 million on $504.27 million of operating revenue for the six months ended June 23, 2013. The Company's balance sheet at June 22, 2014, showed $635.17 million in total assets, $706.57 million in total liabilities and a $71.39 million total stockholders' deficiency. "Horizon Lines second-quarter adjusted EBITDA increased 7.4% from the same period a year ago, driven primarily by higher revenue container volumes and improved fuel recovery," said Steve Rubin, interim president and chief executive officer. "The positive factors driving adjusted EBITDA growth were partially offset by lower container rates and contractual labor and other expense increases." "An 8.3% improvement in operating revenue versus the second quarter of 2013 was generated largely by a 10.8% revenue container volume increase across our three markets," Mr. Rubin said. "In addition, growth in non-transportation services revenue in our Alaska market resulted from a protracted seafood season. These favorable variances were partially offset by a 3.8% decrease in average revenue per container. The decline in our container rates was primarily due to a shift in cargo mix to include more automobiles and a shift in overall market conditions." A full-text copy of the Form 10-Q is available for free at: http://is.gd/LTYpUT About Horizon Lines Horizon Lines, Inc., is one of the nation's leading domestic ocean shipping companies and the only ocean cargo carrier serving all three noncontiguous domestic markets of Alaska, Hawaii and Puerto Rico from the continental United States. The company owns a fleet of 13 fully Jones Act qualified vessels and operates five port terminals in Alaska, Hawaii and Puerto Rico. A trusted partner for many of the nation's leading retailers, manufacturers and U.S. government agencies, Horizon Lines provides reliable transportation services that leverage its unique combination of ocean transportation and inland distribution capabilities to deliver goods that are vital to the prosperity of the markets it serves. The company is based in Charlotte, NC, and its stock trades on the over-the-counter market under the symbol HRZL. For the year ended Dec. 22, 2013, the Company reported a net loss of $31.93 million following a net loss of $94.69 million for the year ended Dec. 23, 2012. * * * In June 2012, Moody's Investors Service affirmed Horizon Lines, Inc.'s Corporate Family Rating (CFR) and Probability of Default Rating ("PDR") at Caa2 and removed the LD ("Limited Default") designation from the rating in recognition of the conversion to equity of the $228 million of Series A and Series B Convertible Senior Secured notes due in October 2017 ("Notes"). Moody's said the affirmation of the Corporate Family and Probability of Default ratings considers that total debt has been reduced by the conversion of the Notes, but also recognizes the significant operating challenges that the company continues to face. HOWSE IMPLEMENT: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Howse Implement Company, Inc. 2013 Highway 184 East Post Office Box 86 Laurel, MS 39441 Case No.: 14-51331 Chapter 11 Petition Date: August 25, 2014 Court: United States Bankruptcy Court Southern District of Mississippi (Gulfport-6 Divisional Office) Judge: Hon. Katharine M. Samson Debtor's Counsel: Craig M. Geno, Esq. LAW OFFICES OF CRAIG M. GENO, PLLC 587 Highland Colony Pkwy. Ridgeland, MS 39157 Tel: 601 427-0048 Fax: 601-427-0050 Email: cmgeno@cmgenolaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Benjamin T. Howse, president/director. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/mssb14-51331.pdf IMH FINANCIAL: Incurs $1.4 Million Net Loss in Second Quarter ------------------------------------------------------------- IMH Financial Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $1.45 million on $8.89 million of total revenue for the three months ended June 30, 2014, as compared with a net loss of $2.34 million on $5.09 million of total revenue for the same period last year. For the six months ended June 30, 2014, the Company incurred a net loss of $4.46 million on $15.48 million of total revenue as compared with a net loss of $7.28 million on $6.95 million of total revenue for the same period in 2013. The Company's balance sheet at June 30, 2014, showed $224.85 million in total assets, $128.40 million in total liabilities and $96.45 million in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/tfvzu4 On Aug. 14, 2014, IMH Financial sent a letter to its shareholders containing, among other things, selected financial data through July 24, 2014. The August 14 letter to shareholders included information regarding the Company's initiatives being undertaken. A copy of that Letter is available for free at http://is.gd/Ky3mbm 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. IMH FINANCIAL: Desert Stock No Longer Owns B-4 Common Stock ----------------------------------------------------------- In an amended Schedule 13D filed with the U.S. Securities and Exchange Commission, Desert Stock Acquisition I LLC, NWRA Ventures I, LLC, NWRA Ventures Management I, LLC, NWRA Red Rock I, LLC, Juniper NVM, LLC, et al., disclosed that as of July 24, 2014, they ceased to beneficially own shares of Class B-4 Common Stock, par value $0.01 Per Share, of IMH Financial Corporation. The reporting persons previously owned 313,789 shares of Class B-4 common stock of IMH Financial representing 50% of the shares outstanding at June 7, 2011. The Company entered into an agreement with NWRA Ventures I setting forth the terms for the Company's prepayment of the $50 million senior secured convertible loan originally extended to it by NWRA Ventures I on June 11, 2011. In connection with the Payoff Agreement, on July 24, 2014, the Company and Desert Stock Acquisition I entered into a Redemption Agreement whereby the Company agreed to redeem (i) 1,423 shares of Class B-1 Common Stock; (ii) 1,423 shares of Class B-2 Common Stock; (iii) 2,849 shares of Class B-3 Common Stock; and 313,789 shares of Class B-4 Common Stock from Desert Stock Acquisition I in consideration for $2,565,149 in cash, or $8.174 per share. The redemption of these shares was effected on July 24, 2014, and satisfied the Company's common stock redemption obligations set forth in the Payoff Agreement. As the result, as of July 24, 2014, the Reporting Persons ceased to be the beneficial owners of more than 5% of the outstanding Class B-4 Common Stock. A full-text copy of the amended regulatory filing is available for free at http://is.gd/d8Rbgg 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. The Company's balance sheet at March 31, 2014, showed $224.76 million in total assets, $121.75 million in total liabilities, $5.28 million in fair value of puttable shares pursuant to legal settlement, and $97.72 million in total stockholders' equity. INFOLINK GLOBAL: Fla. Court Rejects Prontocom Appeal ---------------------------------------------------- District Judge Kenneth A. Marra dismissed an appeal by Prontocom, Inc. from the Bankruptcy Court's Memorandum Order Adjudicating Factual Issues on Remand and Final Judgment Upon Remand issued on November 18, 2013, in the Chapter ll cases of Infolink Global Corporation. The District Judge affirmed the Memorandum Order. The District Judge also rejected Infolink's Motion to Dismiss Frivolous Appeal. Judge Marra also held that the District Court's original Opinion and Order affirming the Bankruptcy Court's Order Confirming Second Amended Chapter 11 Plan of Reorganization is incorporated by reference as a basis for this decision. After affirming the Bankruptcy Court's Order Confirming the Chapter 11 Plan, the District Court granted rehearing and remanded the case for the limited purpose of making a factual finding as to the relationship between Prieur J. Leary, III and Prontocom. Upon remand, the Bankruptcy Court conducted a trial on October 18, 2013. Ultimately, the Bankruptcy Court found that a substantive legal relationship existed between Leary and Prontocom at all relevant times during this case, and that Prontocom was adequately represented by Leary in both the main Chapter 11 case and the fraudulent transfer adversary proceeding. The final judgment was entered accordingly, and this appeal ensued. A copy of Judge Marra's August 20 Opinion and Order is available at http://tinyurl.com/pkxwu9mfrom Leagle.com. The case is, PRONTOCOM, INC., Appellant, v. INFOLINK GLOBAL CORPORATION, Reorganized Debtor, Appellee, Case No. 14-20087-CIV- MARRA (S.D. Fla.). Prontocom Inc., is represented by Jason Harold Weber, Esq. -- jason@xanderlawgroup.com -- at Xander Law Group, P.A. & Wayne Robert Atkins. Infolink Global Corporation is represented by Nathan Gleason Mancuso, at Mancuso Law, P.A. INT'L TECHNOLOGIES: Case Summary & 20 Top Unsecured Creditors ------------------------------------------------------------- Debtor: International Technologies Exchange, Inc. 7080 N. Cathedral Rock Pl. Tucson, AZ 85718 Case No.: 14-13142 Chapter 11 Petition Date: August 25, 2014 Court: United States Bankruptcy Court District of Arizona (Tucson) Debtor's Counsel: Gary Frank Urman, Esq. DECONCINI MCDONALD YETWIN & LACY, P.C. 2525 E Broadway Blvd #200 Tucson, AZ 85716 Tel: 602 322-5000 Fax: 520-322-5585 Email: gurman@dmyl.com Total Assets: $242,332 Total Liabilities: $2.52 million The petition was signed by Terje Skotheim, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/azb14-13142.pdf INVERSIONES ALSACIA: Extends Sr. Sec. Notes Forbearance Agreement ----------------------------------------------------------------- Inversiones Alsacia S.A. and Express de Santiago Uno S.A. on disclosed that they and 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 have agreed to extend, for a period of up to 7 days, the forbearance agreement entered into on Aug. 18, 2014. The extension of the forbearance will allow the parties to complete the negotiation and documentation of the agreement in principle that the Company reached with the Informal Group, as previously announced on Aug. 18, 2014, as well as the related restructuring documents. 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, Chile, 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. IVANHOE RANCH: Status Conference, Ch.7 Conversion Bid on Sept. 3 ---------------------------------------------------------------- Judge Laura S. Taylor continued to Sept. 3 at 10:00 a.m. the status conference in the Chapter 11 case of Ivanhoe Ranch Partners LLC. The court also continued to that date the hearing on the motion to convert the Debtor's case to Chapter 7. The case conversion request was filed by Tiffany L. Carroll, the acting U.S. trustee. She argues that conversion to Chapter 7 is in the best interests of the estate and creditors because of the Debtor's gross mismanagement and losses. The U.S. Trustee, in her 13-page motion filed on July 25, cited: -- Illegal Use of the Debtor's Property and Dangerous Conditions -- Mismanagement of the Debtor and the Use of the Property for Third Parties -- The Debtor's Failure to Comply with Reporting Requirements, Disclosure Obligations, and its Lack of Progress Towards Reorganization "Allowing an opportunity for a Chapter 7 trustee to conduct an investigation is in the best interest of the estate and creditors," Ms. Carroll said. Essel Enterprises, LLC, the Debtor's secured lender, supports the U.S. Trustee's motion to convert. The Debtor filed a 3-page opposition to the Conversion Motion. That filing also seeks, as an alternative, continuance of the motion to convert. The Debtor stated that the intention "To file Motion to Convert" was announced in court on July 11, 2014 together with the U.S. Trustees attorney's announcement that counsel for the debtor had not yet been approved by the court to serve as counsel, in spite of the fact that he has served as general counsel since September 23, 2014 and had fees approved without opposition. The Debtor noted that since July 11, 2014, its general counsel, Kenneth C. Hoyt, Esq., has been attempting to get approved as counsel Nunc Pro Tunc. The U.S. Trustee has not yet issued a position and a hearing for approval has yet to be set. The Debtor also said that the facts are that the general state of the physical property has remained the same since filing Chapter 11 in September 2013. In fact, the Debtor continued, whenever, a "problem" has been noted by the trustee's office and/or its personnel, the problem has been corrected or addressed at no charge to the Debtor's estate. Henry Gamboa, a creditor, and the sole manager and member of the Debtor, also opposed the U.S. Trustee's Motion to Convert. "The Trustee's motion fails to establish good cause for an order converting this case from a Chapter 11 reorganization proceeding into Chapter 7 liquidation proceeding. Mr. Gamboa, as manager of the Ivanhoe Property, has already addressed many of the concerns raised in the Trustee's motion, regarding the management of the debtor's real property. Many of the Trustee's concerns regarding the management of the real property are overstated and not a significant cause for further concern. Because the motion fails to make an adequate showing of "cause" within the meaning of 11 U.S.C. [Sec.] 1102(b) to convert this case to Chapter 7, the action should continue under Chapter 11," Mr. Gamboa's Memorandum states. * * * The Court held a hearing on August 6 to consider these matters: -- approval of the Chapter 11 disclosure statement filed on behalf of Carlos Torres; -- status conference on Chapter 11 petition; and -- motion to convert case According to the minutes of the hearing, the request for approval of the Chapter 11 disclosure statement is "off calendar". Also, a status report regarding a settlement in the case and the proposed outline are to be filed by Aug. 27. Christopher Celentino, Esq., counsel to Essel Enterprises LLC, was slated to advise the Court and US Trustee if there is a "failure of a necessary condition" by Aug. 11. Attorneys for Creditor Essel Enterprises, LLC Christopher Celentino, Esq. Mikel R. Bistrow, Esq. Dawn A. Messick, Esq. BALLARD SPAHR LLP 655 West Broadway, Suite 1600 San Diego, CA 92101-8494 Telephone: 619-696-9200 Facsimile: 619-696-9269 E-Mail: celentinoc@ballardspahr.com bistrowm@ballardspahr.com messickd@ballardspahr.com Attorneys for creditors Henry Gamboa and Rainbow Steel, Inc. are: Scott L. Metzger, Esq. DUCKOR SPRADLING METZGER & WYNNE A Law Corporation 3043 Fourth Avenue San Diego, CA 92103 Tel: (619) 209-3000 Fax: (619) 209-3043 E-mail: metzger@dsmw.com Counsel to the Debtor is: Kenneth C. Hoyt, Esq. HOYT LAW FIRM A Professional Law Corporation 181 Rea Avenue, Suite 201D El Cajon, CA 92020 Telephone/Fax: ( 619) 588-1726 Alternate Fax: (619) 768-5510 E-mail: ken@hoytlegal.com About Ivanhoe Ranch Partners LLC Based in El Cajon, California, Ivanhoe Ranch Partners LLC aka Ivanhoe Development Corp. filed for Chapter 11 bankruptcy case (Bankr. S.D. Cal. Case No. 13-09397) on Sept. 23, 2013. Judge Laura S. Taylor presides over the Debtor's bankruptcy case. Kenneth C. Hoyt, Esq., at Hoyt Law Firm, represents the Debtor as counsel. The Debtor estimated assets between $10 million and $50 million and debts between $1 million and $10 million. On April 1, 2014, the Court entered an order granting relief from the automatic stay in favor of Essel Enterprises, LLC, the secured lender, with respect to the Debtor's key asset, which consists of a series of non-contiguous parcels of real property in rural east county, San Diego. IXIA: Aims to File Late Financial Reports by Sept. 12 ----------------------------------------------------- Ixia on Aug. 22 disclosed that due to the delay in filing its quarterly report on Form 10-Q for the quarter ended June 30, 2014, on Aug. 19, 2014, the company received a letter from The NASDAQ Stock Market LLC notifying the company that it does not comply with Nasdaq Listing Rule 5250(c)(1) The Rule requires listed companies to timely file all required periodic financial reports with the Securities and Exchange Commission. Nasdaq's letter also states that the company's delay in filing its 2014 Second Quarter Form 10-Q serves as an additional basis for the potential delisting of the company's common stock from the Nasdaq Global Select Market. As previously reported, the company also does not comply with the Rule due to the delayed filing of its Quarterly Report on Form 10- Q for the quarter ended March 31, 2014. In July 2014, a NASDAQ Hearings Panel determined to continue the listing of Ixia's common stock subject to the condition that, on or before September 12, 2014, Ixia become current in its periodic filings with the SEC. Ixia must also be able to demonstrate at such time that it is in compliance with all other requirements for continued listing on Nasdaq. If the company is unable to satisfy these conditions, the company's common stock may be delisted. The company continues to work diligently to complete and file with the SEC on or before Sept. 12, 2014 both its 2014 First Quarter Form 10-Q and 2014 Second Quarter Form 10-Q. About Ixia Ixia -- http://www.ixiacom.com-- is a globally traded public company operating in around 30 countries. Ixia is headquartered in Calabasas, California and has around 1400 employees worldwide. JOHN D. OIL: Fails to Pay $6MM to RBS by the Deadline ----------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Pennsylvania entered on April 25, 2014, an order approving a settlement agreement between, among others, RBS Citizens, N.A., dba Charter One, and debtor John D. Oil and Gas Company. On August 15, RBS notified the Court of the occurrence of an Event of Default under section 14(e) of the Settlement Agreement -- as modified by the Court's Ordered entered August 1 -- because RBS did not receive aggregate payments of $6 million on or before August 14. As reported by the Troubled Company Reporter, U.S. Bankruptcy Judge Thomas Agresti signed an order extending the deadline for payment of $6 million to RBS to August 14. John D. Oil & Gas Co., Oz Gas LTD., Great Plains Exploration LLC and the Richard M. Osborne Trust are required under a settlement agreement they previously made with RBS Citizens to pay $6 million. The companies and the trust, however, failed to make the payment before the July 30 deadline. RBS is represented by: Frederick D. Rapone, Jr. CAMPBELL & LEVINE, LLC 310 Grant Street, Suite 1700 Pittsburgh, PA 15219 Tel: (412) 261-0310 Fax: (412) 261-5066 E-mail: fdr@camlev.com - and - Andrew C. Kassner, Esq. Andrew J. Flame, Esq. DRINKER BIDDLE & REATH LLP One Logan Square, Suite 2000 Philadelphia, PA 19103-6996 Telephone: (215) 988-2700 Facsimile: (215) 988-2757 E-mail: Andrew.Kassner@dbr.com Andrew.Flame@DBR.com About John D. Oil & Gas; OZ Gas; and Great Plains Exploration Mentor, Ohio-based John D. Oil & Gas Co., is in the business of acquiring, exploring, developing, and producing oil and natural gas in Northeast Ohio. The Company has 58 producing wells. The Company also has one self storage facility located in Painesville, Ohio. The self-storage facility is operated through a partnership agreement between Liberty Self-Stor Ltd. and the Company. John D. Oil's affiliated entities -- Oz Gas, LTD., and Great Plains Exploration, LLC -- filed voluntary Chapter 11 petitions (Bankr. W.D. Pa. Case Nos. 12-10057 and 12-10058) on Jan. 11, 2012. Two days later, John D. Oil filed its own Chapter 11 petition (Bankr. W.D. Pa. Case No. 12-10063). On Nov. 21, 2011, at the request of the lender RBS Citizens, N.A., dba Charter One, a receiver was appointed for all three corporate Debtors, in the United States District Court for the Northern District of Ohio at case No. 11-cv-2089-CAB. District Judge Christopher A. Boyko issued an order appointing Mark E. Dottore as receiver. The Receivership Order was appealed to the Sixth Circuit Court of Appeals on Dec. 19, 2011, and the appeal is currently pending. Judge Thomas P. Agresti oversees the Chapter 11 cases. Robert S. Bernstein, Esq., at Bernstein Law Firm P.C., serves as counsel to the Debtors. Each of Great Plains and Oz Gas estimated $10 million to $50 million in assets and debts. John D. Oil's balance sheet at Dec. 31, 2011, showed $6.98 million in total assets, $13.26 million in total liabilities, and a stockholders' deficit of $6.28 million. The petitions were signed by Richard M. Osborne, CEO. The United States Trustee said a committee under 11 U.S.C. Sec. 1102 has not been appointed because no unsecured creditor responded to the U.S. Trustee's communication for service on the committee. KB HOME: Fitch Affirms 'B+' Issuer Default Rating ------------------------------------------------- Fitch Ratings has affirmed KB Home's (NYSE: KBH) Issuer Default Rating (IDR) at 'B+' and senior unsecured rating at 'B+/RR4'. The Rating Outlook is Stable. Key Rating Drivers The ratings and Outlook for KBH are based on the company's geographic diversity, customer and product focus, conservative building practices and effective utilization of return on invested capital criteria as a key element of its operating model. The company did a good job in reducing its inventory exposure and generating positive operating cash flow during the last severe industry downturn. Since its peak in the third quarter of 2006, homebuilding debt has been reduced from $7.89 billion to $2.57 billion. Early in the recovery KBH was somewhat conservative in committing to incremental land purchases. It has accelerated its spending more recently but should not become stressed so long as it maintains its minimum return parameters for real estate that it purchases. If the economy and housing were to experience a downturn in 2014 or 2015, KBH has access to the liquidity to sustain itself, primarily utilizing its current cash position and revolving credit facility. The ratings also reflect the following events: -- The housing recovery has continued into 2014 and should persist through the balance of this year and at least 2015; -- KBH is successfully mining the trade up market and more affluent first time buyers and de-emphasizing low end entry level customers (note the 11.2% increase in average sales price so far in 2014); -- The South Edge legal issues and liabilities have been dealt with; operating and financial comparisons so far in 2014 are much improved (especially average sales price, unit dollar backlog, gross profit margin, EBITDA and homebuilding and corporate pretax profitability); -- The deferred tax asset valuation allowance is likely to be reversed in the fiscal 2014 fourth quarter; -- Perhaps most importantly, the company has been successful in refinancing a substantial portion of the $1 billion of debt that was scheduled to mature in 2014 and 2015. However, the company does continue to lag its peers in certain operational and financial categories. The ratings reflect KBH's business model and marketing prowess. Additionally, the ratings also take into account its leadership role in constructing energy-efficient homes, its reemphasis of the value-engineered Open Series of home designs, its conservative building practices, its capital structure and the cyclicality of the U.S. housing market. The Industry Industry housing metrics should increase in 2014 due to faster economic growth (prompted by improved household net worth, industrial production and consumer spending), and consequently some acceleration in job growth (as unemployment rates decrease to 6.4% for 2014 from an average of 7.4% in 2013), despite somewhat higher interest rates, as well as more measured home price inflation. A combination of tax increases and spending cuts in 2013 shaved about 1.5pp off annual economic growth, according to the Congressional Budget Office. Many forecasters expect the fiscal drag in 2014 to be only 0.25%. Single-family starts in 2014 are projected to improve 9.5% to 677,000 as multifamily volume grows about 11.7% to 343,000. Thus, total starts this year should top 1 million. New home sales are forecast to advance about 8% to 465,000, while existing home volume is likely to decline to 4.835 million due to fewer distressed homes for sale and limited inventory. New home price inflation should moderate in 2014, at least partially because of higher interest rates. Average and median new home prices should rise about 3.5% in 2014. Housing activity is likely to ratchet up more sharply in 2015 with the support of a steadily growing economy throughout the year. The unemployment rate should continue to move lower (5.8% in 2015). Credit standards should steadily, moderately ease throughout next year. Demographics should be more of a positive catalyst. More of those younger adults who have been living at home should find jobs and these 25- to 35-year-olds should provide some incremental elevation to the rental and starter home markets. Single-family starts are forecast to rise 21% to 819,000 as multifamily volume expands about 6.5% to 366,000. Total starts would be approaching 1.2 million. New home sales are projected to increase 20.4% to 560,000. Existing home volume is expected to approximate 5.075 million, up 5%. New home price inflation should further taper off with higher interest rates and the mix of sales shifting more to first time homebuyer product. Average and median home prices should increase 2.5-3%. Challenges remain including the potential for higher interest rates and restrictive credit qualification standards. Improving Financial Results and Credit Metrics KBH's corporate revenues expanded 9.2% to $1,015.69 million during the first six months of 2014. Homebuilding revenues increased 9.3% to $1,016.66 million as home deliveries declined 2.7% to 3,193 and the average selling price increased 11.2% to $313,200. Deliveries improved in the Central (+12.6%) and Southeast (+7.6%) but decreased on the West Coast (-24.8%) and Southwest (-4.3%). KBH's efforts to maximize prices in California affected western delivery (and order) comparisons. The homebuilding gross profit grew 33.9% to $185.62 million during the first six months of 2014 from $138.62 million for the first two quarters of 2013. The homebuilding gross profit margin (excluding inventory and land option charges) reflected healthy improvement, growing 338 bps to 18.37% during the first half 2014. For the six months of 2013, KBH's housing gross profits included a net warranty charge of $17.5 million for water intrusion-related repairs of homes. SG&A expenses rose 2.8% ytd in 2014. SG&A expense as a percentage of homebuilding sales declined from 13.97% to 13.14%. The six months pretax income (before charges) was $38.48 million, much improved as compared to the $16.25 million loss realized in 2013. Net income was $37.19 million in 2014 vs. a loss of $15.43 million in 2013. Net unit orders and the value of orders expanded 5.2% and 18.9%, respectively, for the first six months of 2014. As of May 31, 2014, unit backlog increased 8.6% to 3,398 and the backlog average sales price improved 14.2% to $301,906. The value of backlog gained 24.1% to $1,025.88 million. KBH's most recent credit metrics, while improving, remain stressed. Debt-to-LTM EBITDA at the end of the May 2014 quarter was 11.0x compared with 11.2x at the end of 2013 and 17.5x at the conclusion of 2012. EBITDA to interest coverage was 1.4x for the LTM period ending May 31, 2014 and 1.3X and 0.7X at fiscal year- end 2013 and 2012, respectively. Fitch expects these credit metrics will further improve by the conclusion of 2014, with leverage declining to 8.9x and interest coverage of about 1.8x. Liquidity and Capital Issues The company ended the second quarter of 2014 with $484.47 million in unrestricted cash and equivalents and $44.24 million in restricted cash. KBH has a $200 million senior unsecured revolving credit facility that will mature on March 12, 2016. The credit facility contains an uncommitted accordion feature under which its aggregate principal amount can be increased up to $300 million under certain conditions and the availability of additional bank commitments, as well as a sublimit of $100 million for the issuance of letters of credit (LOC), which may be used in combination with or to replace KBH's LOC facilities. As of May 31, 2014, there were no cash borrowings or LOC outstanding under the credit facility and KBH had $200 million available for cash borrowings, and up to $100.0 of that amount available for the issuance of LOC. The company maintains LOC facilities with various financial institutions to obtain LOCs in the ordinary course of operating its business. As of May 31, 2014, the company had $43.8 million of LOC outstanding under the LOC facilities. KBH had $2.57 billion of debt outstanding at the end of May 2014. The company's debt maturities are well-laddered, with about 18% of its senior notes (as of May 31, 2014) maturing through 2017. Shareholders' equity totaled $709.67 million at the end of the second quarter 2014. The company regularly accesses the capital markets and in the second quarter 2014 did a public issuance of $400 million in aggregate principal amount of 4.75% senior notes due 2019, which generated net cash proceeds of $394.6 million. KBH also did a public issuance of 7,986,111 shares of common stock for net cash proceeds of $137 million during the May quarter. Proceeds from these offerings will be used for general corporate purposes, including land acquisition and land development. Homebuilding KBH is primarily a single family homebuilder. It ranked as the fifth largest homebuilder in the U.S. in 2008 through 2013, based on home closings. KBH operates in four regions comprised of 10 states serving 40 major markets. The company delivered its first homes in California in 1963, Nevada in 1993, Colorado in 1994, Texas in 1996, Arizona in 1998, Florida in 2001, North Carolina in 2003 and greater Washington D.C. (Maryland/Virginia) in 2005. At present, the company is most heavily weighted to the California and Texas markets. KBH typically has primarily focused on entry level home buyers and, to a lesser extent, on first step move-up buyers in the U.S. So far in 2014 trade up buyers and more affluent first time buyers dominated the sales mix. The first half 2014 average price was $313,200 for 3,193 homes delivered. The average price varies considerably by market, ranging from $216,900 in the Central region to $532,600 in the West Coast (California) during the 2014 first half. KBH employs what it calls its KBnxt operational business model. This strategy includes regular detailed product preference surveys, primarily acquiring partially or fully developed and entitled land in markets with high growth potential, generally commencing construction of a home only after a purchase contract has been signed, establishing an even flow of production, pricing homes to compete with existing homes and utilizing design centers to customize homes to the preferences of home buyers. KBH strives to be among the top 5 builders or in very large markets top 10 homebuilders in order to have access to the best land and subcontractors. Real Estate At the end of the second quarter of 2014, KBH controlled 57,377 lots, an 8.8% increase from the end of the second quarter of 2013 but a 70.9% decrease from a peak of 197,000 lots at the end of 1Q'6 (February 2006). Based on LTM closings, the company controlled 8.1 years of land (up from 5.1 years at the end of 2005); KBH has 5.9 years of owned land. The current options share of total lots controlled (approximately 27%) is down sharply from the peak of 53.7% (4Q'5). KBH is expected to maintain substantial land spending this year. KBH spent $505 million on land and development in the second quarter and $860 million for the first six months of the year. For the full year Fitch estimate that the company will expend approximately $1.6 billion on real estate and development activities. KBH invested $1.14 billion in land and development activities in 2013 and $564.9 million in 2012. The company reported negative $443.4 million of cash flow from operations (CFFO) during 2013 after investing roughly $1.1 billion in land and development during the year. For all of fiscal 2014, Fitch expects KBH will meaningfully increase its land and development spending relative to 2013 as it continues its 'going on offense' initiative. CFFO could approach negative $600 million if KBH is able to spend as planned on land and development this year. Fitch is comfortable with this strategy given the company's liquidity position. Fitch expects KBH to end fiscal 2014 with homebuilding unrestricted cash of $450-500 million. Ratings Sensitivities Future ratings and Outlooks will be influenced by broad housing market trends as well as company specific activity, such as trends in land and development spending, general inventory levels, speculative inventory activity (including the impact of high cancellation rates on such activity), gross and net new order activity, debt levels, free cash flow trends and uses, and the company's cash position. KBH's ratings are constrained in the intermediate term because of relatively high leverage metrics. However, a positive rating action may be considered if the recovery in housing is meaningfully better than Fitch's current outlook, KBH shows continuous improvement in credit metrics, and maintains a healthy liquidity position (combination of cash and equivalents and availability on the credit facility). In particular, debt-to- EBITDA would need to approach 4x, debt-to-capitalization should approximate 55% and interest coverage would need to exceed 4x in order to take a positive rating action. Negative rating actions could be triggered if the industry recovery dissipates or if there is a shortfall in KBH's financials (revenues, profitability) and KBH maintains an overly aggressive land and development spending program that meaningfully diminishes its liquidity position (below $300 million). Recovery Rating The Recovery Rating (RR) of 'RR4' on KBH's senior unsecured notes indicates average recovery prospects for holders of these debt issues. KBH's exposure to claims made pursuant to performance bonds and joint venture debt and the possibility that part of these contingent liabilities would have a claim against the company's assets were considered in determining the recovery for the unsecured debt holders. Fitch applied a going concern valuation analysis for this RR. KDC FOODS: Gray Plant Beats Co.'s Fraud Suit in 7th Circuit ----------------------------------------------------------- Law360 reported that the Seventh Circuit has ended a fraud suit against law firm Gray Plant Mooty over its alleged complicity in a conspiracy to bankrupt a bakery products company, saying a six- year statute of limitations was exhausted because Wisconsin law requires it to start running when a reasonable plaintiff would start an investigation. According to the report, affirming the district court's grant of summary judgment to the law firm, the appeals court said Friday that Gray Plant cannot be sued by KDC Foods Inc. because KDC did not bring suit within six years after finding that the law firm had done work for people and entities that might cause a conflict of interest. Under Wisconsin law, that would count as a leading indicator that something might be wrong, the panel said, and it started the six-year clock ticking for KDC's claims that the law firm was involved in a conspiracy to drive KDC into bankruptcy. The case is KDC Foods Inc. v. Gray Plant Mooty Mooty & Bennett P.A. et al., case number 13?3678, in the U.S. Court of Appeals for the Seventh Circuit. KRATON PERFORMANCE: S&P Revises Outlook & Affirms 'B+' CCR ---------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on Kraton Performance Polymers Inc. to stable from positive. At the same time, S&P affirmed its 'B+' corporate credit rating on the company and its 'B' issue-level rating on the company's unsecured debt. The recovery rating on the unsecured debt remains '5', indicating S&P's expectation of modest (10% to 30%) recovery in the event of a payment default. "Following the termination of the agreement to combine Kraton's assets with LCY Chemical Corp.'s sytrenic block copolymers [SBC] assets, which could have led to higher earnings with no additional debt, Kraton's financial risk profile will not improve to levels that would warrant a higher rating in the near term," said Standard & Poor's credit analyst Pranay Sonalkar. The stable outlook reflects S&P's view that Kraton can continue to pass through changes in raw material costs in a timely fashion. S&P also expects that the construction of the plant at the joint venture with Formosa will continue as planned and remain within budget. S&P's ratings on Kraton reflect its assessment of the company's "weak" business risk profile and "aggressive" financial risk profile. The company is narrowly focused on styrenic block copolymers (SBCs), vulnerable to sharp raw material cost fluctuations, and exposed to cyclical and seasonal demand patterns for products serving roofing, paving, auto, and electronics markets. These negative factors are balanced by Kraton's ongoing efforts to maintain favorable pricing relative to raw material cost fluctuations, good end-market and geographic diversification, and improved operating efficiency in recent years. Kraton is a leading producer of both unhydrogenated and hydrogenated SBCs (USBCs and HSBCs, respectively). S&P expects the company's product mix to continue shifting to higher value products, including HSBCs (used in personal hygiene, medical products, automotive components, and soft-grip handles) and polyisoprene rubber and polyisoprene latex (used in surgical gloves and condoms). The stable outlook reflects S&P's expectation that Kraton can continue to pass through changes in raw material costs in a timely fashion. S&P expects debt levels to increase somewhat as a result of a 50/50 joint venture with Formosa Petrochemical Corp. to build, own, and operate a manufacturing plant in Taiwan. In the longer term, S&P expects moderate sales growth, particularly in specialty applications and end markets. S&P expects that the company will improve operating cash flow to debt to above 17% and maintain total adjusted debt to EBITDA at below 4x well within our target of above 10% and below 5x respectively for the current rating. S&P could raise the rating by a notch if the company is able to successfully execute on its joint venture with Formosa and improve its EBITDA margins on a sustainable basis by 300 basis points. In this scenario, S&P believes operating cash flow to debt would remain above 25% and leverage would remain below 3x for an extended period. "We could lower the ratings if weaker-than-expected economic conditions, higher-than-anticipated raw material costs, or more- competitive market conditions cause operating cash flow to debt to drop below 10% without prospects for recovery. Under our current capital expenditure and debt assumptions, we believe revenues would have to decline by about 5% and EBITDA margins would have to decline 350 basis points for this to occur. We could also lower ratings in the face of significant challenges at the Formosa joint venture or debt-financed acquisitions, or in the unlikely event of sizable shareholder rewards," S&P said. LAKELAND INDUSTRIES: Prepays $500,000 Subordinated Debt ------------------------------------------------------- Lakeland Industries, Inc., announced the prepayment of $500,000 of subordinated debt due 2018. The prepayment results in a reduction of approximately 15% of the Company's total outstanding amounts under its secured term loan credit facility which had been $3.5 million, exclusive of accrued Payment-In-Kind (PIK) interest. The Junior Lender has waived the prepayment penalty. "Our improving worldwide cash liquidity has enabled us to reduce our subordinated debt," said Gary Pokrassa, chief financial officer of Lakeland Industries. "While bolstering the strength of our balance sheet by reducing expensive debt along with its corresponding interest service, the prepayment of debt reflects the confidence we have in our ability to drive continued improvements in the Company's global operating performance." About Lakeland Industries Ronkonkoma, N.Y.-based Lakeland Industries, Inc., manufactures and sells a comprehensive line of safety garments and accessories for the industrial protective clothing market. The Company reported a net loss of $26.3 million on $95.1 million of net sales for the year ended Jan. 31, 2013, as compared with a net loss of $376,825 on $96.3 million of sales for the year ended Jan. 31, 2012. In their report on the consolidated financial statements for the year ended Jan. 31, 2013, Warren Averett, LLC, in Birmingham, Alabama, expressed substantial doubt about Lakeland Industries' ability to continue as a going concern. The independent auditors noted that Company is in default on certain covenants of its loan agreements at Jan. 31, 2013. "The lenders have not waived these events of default and may demand repayment at any time. Management is currently trying to secure replacement financing but does not have new financing available at the date of this report." LDK SOLAR: Secures Funding Commitments for Offshore Restructuring ----------------------------------------------------------------- LDK Solar Co., Ltd., in provisional liquidation and its Joint Provisional Liquidators, Tammy Fu and Eleanor Fisher, both of Zolfo Cooper (Cayman) Limited, announced that LDK Solar has secured funding commitments to enable the offshore restructuring to continue to be progressed. The JPLs now intend to seek sanction of the Grand Court of the Cayman Islands to the terms of the funding commitments and certain amendments to restructuring support agreements previously approved by the Cayman Court. The JPLs also provided an update on the progress of the restructuring in light of recent positive developments in the course of the Company's offshore restructuring. Funding Commitments On June 27, 2014, the JPLs confirmed that they continued to consider and progress discussions with a number of parties in respect of the provision of funding required to meet the agreed commitments pursuant to the restructuring support agreement relating to the 10% Senior Notes due 2014, the restructuring support agreement relating to the convertible preferred shares of an affiliate of the Company and involving claims against the Company, as well as the costs of the offshore restructuring process and the forecast offshore working capital requirements of the Company. On July 15, 2014, the JPLs received a binding commitment from Heng Rui Xin Energy (HK) Co., Limited for US$10 million in cash and US$14 million for working capital financing in connection with the Company's offshore restructuring. In addition, the Company and the JPLs have identified a further US$5 million of funding which is to be committed by certain subsidiaries of the Company to the offshore restructuring. Subject to approval by the Cayman Court, the JPLs now consider that these funding commitments will be sufficient to meet the Exit Financing requirements of the offshore restructuring. Since their announcement on June 27, 2014, and in addition to the Exit Financing, the JPLs have also received an additional US$3.2 million of interim financing for the provisional liquidation from the partial repayment of outstanding intercompany receivables. RSA Amendments As a result of the challenges in raising the Exit Financing and the resultant delay in the timetable for completing the restructuring, LDK Solar and the JPLs have reached agreements with the Ad-Hoc Committee for the Company's 10% Senior Notes due 2014, over 79% of the holders of the convertible preferred shares of an affiliate of the Company involving claims against the Company and a majority of shareholders of the Company to certain amendments to the Senior Notes RSA and the Preferred Obligations RSA. Subject to approval by the Cayman Court, the Senior Notes RSA and the Preferred Obligations RSA have been amended as of July 30, 2014, as follows: * To extend the closing date for the offshore restructuring to no later than Sept. 30, 2014, subject to an automatic extension to Nov. 14, 2014, if the Company files its scheme of arrangement with the Cayman Court on or before Aug. 31, 2014; * To reduce the cash-out option for the holders of Senior Claims and Preferred Claims from US$0.20 to US$0.10 for each US$1.00 of claim and to make the availability of that option to such creditors subject to the Company determining that funding is available; and * To permit the Company to compromise with other offshore creditors with a combination of cash or equity and convertible securities, subject to agreed limitations. 2013 Form 20-F LDK Solar and the JPLs have reached an agreement dated July 15, 2014, with the Company's existing auditor, KPMG, to engage the latter to complete the audit of the Company's consolidated accounts for fiscal year 2013. The Company anticipates that this will enable it to file its annual report on Form 20-F for the year ended Dec. 31, 2013, on or before Oct. 31, 2014. Cayman Court Sanction In light of these developments, the JPLs are seeking sanction by the Cayman Court of the RSA Amendments and the various financing commitments. Subject to such Cayman Court sanction, the JPLs expect to be in a position to proceed with its application to the Cayman Court for orders convening meetings of creditors in relation to the offshore restructuring on or before Aug. 31, 2014. About LDK Solar LDK Solar Co., Ltd. -- http://www.ldksolar.com-- based in Hi- Tech Industrial Park, Xinyu City, Jiangxi Province, People's Republic of China, is a vertically integrated manufacturer of photovoltaic products, including high-quality and low-cost polysilicon, solar wafers, cells, modules, systems, power projects and solutions. LDK Solar was incorporated in the Cayman Islands on May 1, 2006, by LDK New Energy, a British Virgin Islands company wholly owned by Xiaofeng Peng, LDK's founder, chairman and chief executive officer, to acquire all of the equity interests in Jiangxi LDK Solar from Suzhou Liouxin Industry Co., Ltd., and Liouxin Industrial Limited. LDK Solar Co disclosed a net loss of $1.05 billion on $862.88 million of net sales for the year ended Dec. 31, 2012, as compared with a net loss of $608.95 million on $2.15 billion of net sales for the year ended Dec. 31, 2011. KPMG, in Hong Kong, China, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Group has a net working capital deficit and a deficit in total equity as of Dec. 31, 2012, and is restricted from incurring additional indebtedness as it has not met a financial covenant ratio as defined in the indenture governing the RMB-denominated US$-settled senior notes. These conditions raise substantial doubt about the Group's ability to continue as a going concern. LEAP ACADEMY: S&P Assigns 'BB-' Rating on $10MM 2014 Revenue Bonds ------------------------------------------------------------------ Standard & Poor's Ratings Services assigned its 'BB-' long-term rating to the New Jersey Economic Development Authority's $10 million series 2014 revenue bonds issued for LEAP Cramer Hill LLC on behalf of LEAP Academy University Charter School (LEAP). The outlook is stable. LEAP Cramer Hill, a single-purpose New Jersey limited liability corporation, will use the proceeds of the series 2014 bonds to acquire and renovate the Wilson school building. LEAP Cramer Hill will lease the facilities to LEAP under five-year leases that automatically renew at the end of each five-year term, which corresponds with the length of the charter. This unique lease structure stems from New Jersey charter school law, which prevents charter schools from entering into long-term indebtedness or leases that exceed the term of the charter. "The 'BB-' rating reflects our view of LEAP's weak unrestricted cash position, slim coverage of pro forma maximum annual debt service, complicated debt structure, and potential liquidity risk associated with a balloon payment in 2019," said Standard & Poor's credit analyst Carolyn McLean. "We believe these risks are partially mitigated by growing enrollment, strong demand profile, and good academic performance." LEAP is a comprehensive K-12 public charter school serving students in Camden city. LEVEL 3: Unit to Sell $1 Billion Senior Notes Due 2022 ------------------------------------------------------ Level 3 Communications, Inc., issued a press release on July 29, 2014, announcing that its indirect, wholly owned subsidiary, Level 3 Escrow II, Inc., plans to offer $600 million aggregate principal amount of senior unsecured notes that will mature in 2022 and will bear interest at a fixed rate in a proposed private offering to "qualified institutional buyers", as defined in Rule 144A under the Securities Act of 1933, as amended, and non-U.S. persons outside the United States under Regulation S under the Securities Act of 1933, as amended. Level 3 issued a subsequent press release announcing that Level 3 Escrow has agreed to sell $1 billion aggregate principal amount of its 5.375% Senior Notes due 2022 in a private offering to qualified institutional buyers and to non-U.S. persons outside the United States under Regulation S. The new 5.375% Senior Notes due 2022 were priced to investors at 100% of their principal amount and will mature on Aug. 15, 2022. The gross proceeds from the offering of the notes will be deposited into a segregated escrow account until the date on which certain escrow conditions, including, but not limited to, the substantially concurrent consummation of the acquisition by Level 3 of tw telecom inc. and the assumption of the notes by Level 3 Financing, Inc., a wholly owned subsidiary of Level 3 and the direct parent company of Level 3 Escrow, are satisfied. If the escrow conditions are not satisfied on or before June 15, 2015 (or any earlier date on which Level 3 determines that any of such escrow conditions cannot be satisfied), Level 3 Escrow will be required to redeem the notes. Following the release of the escrowed funds in connection with the assumption of the notes by Level 3 Financing, the net proceeds from the offering of the notes will be used to finance the cash portion of the merger consideration payable to tw telecom inc. stockholders and to refinance certain existing indebtedness of tw telecom inc., including fees and premiums, in connection with the closing of Level 3's proposed acquisition of tw telecom inc. The gross proceeds from the offering will reduce the outstanding bridge commitment Level 3 has in place with certain financial institutions in connection with financing the cash portion of the merger consideration and refinancing certain tw telecom inc. indebtedness. The offering is expected to be completed on Aug. 12, 2014, subject to the satisfaction or waiver of customary closing conditions. The notes will not be registered under the Securities Act of 1933 or any state securities laws and, unless so registered, may not be offered or sold except pursuant to an applicable exemption from the registration requirements of the Securities Act of 1933 and applicable state securities laws. About Level 3 Communications Headquartered in Broomfield, Colorado, Level 3 Communications, Inc., is a publicly traded international communications company with one of the world's largest communications and Internet backbones. Level 3 incurred a net loss of $109 million in 2013, a net loss of $422 million in 2012, and a net loss of $756 million in 2011. The Company's balance sheet at June 30, 2014, showed $13.02 billion in total assets, $11.34 billion in total liabilities, and $1.67 billion in stockholders' equity. * * * In June 2014, Fitch Ratings upgraded the Issuer Default Rating (IDR) assigned to Level 3 Communications, Inc. (LVLT) and its wholly owned subsidiary Level 3 Financing, Inc. (Level 3 Financing) to 'B+' from 'B'. "The upgrade of LVLT's ratings is supported by the continued strengthening of the company's credit profile since the close of the Global Crossing Limited (GLBC) acquisition, positive operating momentum evidenced by expanding gross and EBITDA margins, and ongoing revenue growth within the company's Core Network Services (CNS) segment and its position to generate meaning FCF," Fitch stated. In June 2014, Standard & Poor's Ratings Services raised its ratings on Broomfield, Co.-based telecommunications provider Level 3 Communications Inc. (Level 3) and related entities by one notch, including the corporate credit rating to 'B+' from 'B'. "The upgrade reflects a more favorable view of business risk based on our expectation for continuing growth in CNS revenue, especially enterprise CNS, which we view as the company's most stable product set," said Standard & Poor's credit analyst Richard Siderman. As reported by the TCR on June 19, 2014, Moody's Investors Service said it will review Level 3 Communications Inc.'s ratings for upgrade following the company's announcement that it will acquire tw telecom (TWT) in a $7.5 billion stock-and-cash transaction that was announced on 16 June 2014. Level 3 has a B3 corporate family rating (CFR) and a B3-PD probability of default rating (PDR). LEVEL 3: Unit Offering $1 Billion Senior Notes Due 2022 ------------------------------------------------------- Level 3 Escrow II, Inc., an indirect, wholly owned subsidiary of Level 3 Communications, Inc., entered into an indenture with The Bank of New York Mellon Trust Company, N.A., as trustee, in connection with Level 3 Escrow's issuance of $1,000,000,000 in aggregate principal amount of its 5.375% senior notes due 2022. The gross proceeds from the offering of the 5.375% Senior Notes were deposited into a segregated escrow account and will remain in escrow until the date of the satisfaction of certain escrow conditions including, but not limited to, the substantially concurrent consummation of the proposed acquisition, by Level 3 of tw telecom inc. pursuant to the Agreement and Plan of Merger, dated as of June 15, 2014, by and among tw telecom, Level 3, Saturn Merger Sub 1, LLC and Saturn Merger Sub 2, LLC and the assumption of the 5.375% Senior Notes by Level 3 Financing, Inc., a wholly owned subsidiary of Level 3 and the direct parent company of Level 3 Escrow. If the escrow conditions are not satisfied on or before June 15, 2015, Level 3 Escrow will be required to redeem the 5.375% Senior Notes at a redemption price equal to 100% of the principal amount of the 5.375% Senior Notes, plus accrued and unpaid interest. Prior to the Notes Assumption, Level 3 and Level 3 Financing will not be liable for the obligations of Level 3 Escrow for principal, premium or interest payments with respect to the 5.375% Senior Notes. Following the Notes Assumption, the 5.375% Senior Notes will be unsecured, unsubordinated obligations of Level 3 Financing, ranking equal in right of payment with all existing and future unsubordinated indebtedness of Level 3 Financing, and will be senior in right of payment to all existing and future indebtedness of Level 3 Financing that is expressly subordinated in right of payment to the 5.375% Senior Notes, and the 5.375% Senior Notes will be effectively subordinated to all secured obligations of Level 3 Financing. Following the Notes Assumption, Level 3 will guarantee the 5.375% Senior Notes on an unsecured basis. The 5.375% Senior Notes will mature on Aug. 15, 2022. Interest on the 5.375% Senior Notes will be payable on May 15 and November 15 of each year, beginning on Nov. 15, 2014. Following the release of the escrowed funds in connection with the Notes Assumption, the escrowed funds will be used to finance the cash portion of the merger consideration payable to tw telecom stockholders and to refinance certain existing indebtedness of tw telecom inc., including fees and premiums, in connection with the closing of the Merger. The gross proceeds from the offering reduce the outstanding bridge commitment and the senior secured term loan commitment that Level 3 has in place with certain financial institutions in connection with financing the cash portion of the merger consideration and refinancing certain tw telecom indebtedness. A full-text copy of the Indenture is available for free at: http://is.gd/G80QFl About Level 3 Communications Headquartered in Broomfield, Colorado, Level 3 Communications, Inc., is a publicly traded international communications company with one of the world's largest communications and Internet backbones. Level 3 incurred a net loss of $109 million in 2013, a net loss of $422 million in 2012, and a net loss of $756 million in 2011. * * * In June 2014, Fitch Ratings upgraded the Issuer Default Rating (IDR) assigned to Level 3 Communications, Inc. (LVLT) and its wholly owned subsidiary Level 3 Financing, Inc. (Level 3 Financing) to 'B+' from 'B'. "The upgrade of LVLT's ratings is supported by the continued strengthening of the company's credit profile since the close of the Global Crossing Limited (GLBC) acquisition, positive operating momentum evidenced by expanding gross and EBITDA margins, and ongoing revenue growth within the company's Core Network Services (CNS) segment and its position to generate meaning FCF," Fitch stated. In June 2013, Standard & Poor's Ratings Services raised its corporate credit rating on Level 3 to 'B' from 'B-'. "The upgrade reflects improved debt leverage, initially from the acquisition of the lower-leveraged Global Crossing in October 2011, and subsequently from realization of the bulk of what the company expects to eventually be $300 million of annual operating synergies," said Standard & Poor's credit analyst Richard Siderman. LIBERTY HARBOR: Court Adjourns Plan Hearing to Sept. 30 ------------------------------------------------------- The Hon. Novalyn L. Winfield of the U.S. Bankruptcy Court for the District of New Jersey adjourned the hearing to confirm the plan of reorganization filed by Liberty Harbor Holding LLC from July 22, 2014, to Sept. 30, 2014. As reported by the Troubled Company Reporter, Bankruptcy Judge Novalyn L. Winfield approved on Nov. 26, 2013, the Disclosure Statement accompanying the Debtor's Plan. Pursuant to the Plan, t the extent required, the Moccos and entities controlled by the Moccos will provide the Debtors with the funding necessary to consummate the Plan, including, but not limited to, all payments due under the Kerrigan Settlement. The Moccos have already advanced the Debtors the sum of $3 million, which amounts were necessary to deliver the initial two payments under the Kerrigan Settlement Agreement between the Debtors, the JCRA, the City of Jersey City and the Kerrigans. On Dec. 19, 2013, creditor SWJ Management, LLC, filed an objection to the confirmation of the Plan, claiming that the Plan is not feasible because, among other things, the Mocco v. Licata litigation will not be resolved at confirmation. "The Debtors' plans are patently unconfirmable and unfeasible because the Debtor owns nothing unless awarded an ownership interest by the Court in the Mocco v. Licata ligation," SWJ said in a Dec. 19 court filing. According to SWJ, the Mocco parties are not likely to be successful on the merits of the Mocco v. Licata litigation. The Mocco parties case, SWJ stated, relies on forged documents and forged signatures produced by a convicted felon Peter de Jong. "Mr. Dejong, who acted as if he were Mr. Licata's attorney, was shown to have received massive payoffs from the Mocco parties through an entity known as AQM and was also shown to have actually been an attorney for Peter Mocco. The entire Mocco parties case is based on rank fraud and intimidation of every attorney who dared challenge them," SWJ said. About Liberty Harbor Jersey City, New Jersey-based Liberty Harbor Holding, LLC, along with two affiliates, sought Chapter 11 protection (Bankr. D.N.J. Lead Case No. 12-19958) in Newark on April 17, 2012. Each of the Debtors is solely owned by Peter Mocco. Liberty, as of April 16, 2012, had total assets of $350.08 million, comprising of $350 million of land, $75,000 in accounts receivable and $458 cash. The Debtor says that it has $3.62 million of debt, consisting of accounts payable of $73,500 and unsecured non-priority claims of $3,540,000. The Debtor's real property consists of Block 60, Jersey City, NJ 100% ownership Lots 60, 70, 69.26, 61, 62, 63, 64, 65, 25H, 26A, 26B, 27B, 27D. Affiliates that filed separate petitions are: Liberty Harbor II Urban Renewal Co., LLC (Case No. 12-19961) and Liberty Harbor North, Inc. (Case No. 12-19964). The three cases are administratively consolidated. Judge Novalyn L. Winfield presides over the case. Wasserman, Jurista & Stolz, P.C. serves as insolvency counsel and Scarpone & Vargo serves as special litigation counsel. The petition was signed by Peter Mocco, managing member. Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed three creditors to the Official Committee of Unsecured Creditors in the Chapter 11 cases of the Debtor. LONGVIEW POWER: Plan Requires Successful Trial in District Court ---------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that a trial in federal district court on title insurance coverage will determine whether Longview Power LLC, the owner of a faulty power plant, is able to emerge from Chapter 11 reorganization. According to the report, citing a decision by U.S. Bankruptcy Judge Brendan L. Shannon in Delaware, given limitations the Supreme Court has placed on the power of bankruptcy judges to make final decisions, the pivotal issue in Longview's case must be decided in district court. Judge Shannon has said coverage issues in the $825 million title-insurance policy issued by First American Title Insurance Co. are so-called non-core matters on which he doesn't have the right to issue a final ruling, the report related. 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. MAUI LAND: Posts $477,000 Net Income in Second Quarter ------------------------------------------------------ Maui Land & Pineapple Company, Inc., reported net income of $477,000 on $5 million of total operating revenues for the three months ended June 30, 2014, as compared with net income of $831,000 on $2.55 million of total operating revenues for the same period in 2013. For the six months ended June 30, 2014, the Company had a net loss of $432,000 on $7.47 million of total operating revenues as compared with a net loss of $984,000 on $5.18 million of total operating revenues for the same period last year. In May 2014, the Company sold a 4-acre parcel and building that serves as the maintenance facility for the Kapalua Plantation Golf Course for $2.3 million. The sale resulted in a gain of $1.5 million. In June 2013, the Company sold a 7-acre parcel that was the last of its former agricultural processing facilities in central Maui for $4 million. The sale resulted in a gain of $1.9 million. A full-text copy of the press release is available at: http://is.gd/m8q1vE About Maui Land & Pineapple Co. Maui Land & Pineapple Company, Inc. (NYSE: MLP) -- http://mauiland.com/-- develops, sells, and manages residential, resort, commercial, and industrial real estate. The Company owns approximately 23,000 acres of land on Maui and operates retail, utility operations, and a nature preserve at the Kapalua Resort. The Company's principal subsidiary is Kapalua Land Company, Ltd., the operator and developer of Kapalua Resort, a master-planned community in West Maui. Maui Land reported a net loss of $1.16 million on $15.21 million of total operating revenues for the year ended Dec. 31, 2013, as compared with a net loss of $4.60 million on $13.57 million of total operating revenues in 2012. As of Dec. 31, 2013, the Company had $53.75 million in total assets, $80.98 million in total liabilities and a $27.23 million stockholders' deficiency. Deloitte & Touche LLP, in Honolulu, Hawaii, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The indepdendent auditors noted that the Company's recurring negative cash flows from operations and deficiency in stockholders' equity raise substantial doubt about the Company's ability to continue as a going concern. MAXIM CRANE: Moody's Hikes Corp. Family Rating to 'B3' ------------------------------------------------------ Moody's Investors Service upgraded Maxim Crane Works L.P., including the company's CFR to B3 from Caa1 and its Probability of default to B3-PD from Caa1. The company's second lien term loan was affirmed at Caa2. The rating outlook is stable. Ratings Rationale Maxim's B3 CFR rating reflects the expectation that while debt balances should remain relatively constant, leverage should improve as EBITDA grows. For 2015 Moody's anticipate improving credit metrics so that EBITDA/interest coverage improves to just over 2x for 2015. The rating also reflects the belief that the management of its equipment portfolio and utilization is above typical norms, in Moody's view. Moreover, Moody's continue to anticipate that economic growth will help support good crane utilization rates and support further price increases in 2015. The rating benefits from good geographic distribution throughout the US and diversity in its end markets. The rating reflects expectation for improving average rental rates and adequate liquidity. The $325 million secured second lien term loan was affirmed at Caa2. The term loan was not upgraded as the company's $375 million ABL revolver is sufficiently large so as to likely limit the recovery of the second lien term loan under a default scenario. Maxim Crane Work's stable outlook reflects Moody's view that the company's financial policies are aggressive as evidenced by its willingness to further leverage its capital structure in late 2013 to pay a dividend. It also reflects Moody's view that while certain credit metrics are weak, Maxim's overall credit performance is anticipated to be stable to improving over the next year. Moreover, Moody's believe it has adequate liquidity to cover anticipated modest near-term negative free cash flows that are likely to result from ongoing equipment purchases. The outlook could come under pressure if Moody's expect weakening revenue or EBITDA trends. While Moody's expect leverage to remain elevated in the near term, factors that could pressure the rating include meaningful revenue weakness, or significant negative free cash flow. A reduction in its EBITDA margins or weakening equipment utilization would likely cause downwards rating pressure particularly if it was expected to result in higher leverage metrics. A meaningful reduction in liquidity could lead to a downgrade of the CFR. The ratings are currently constrained by high leverage, aggressive financial policies, and expected negative free cash flow generation before asset dispositions. Factors that could contribute to a ratings upgrade include a recovery in EBITDA performance and positive free cash flow generation. An improvement in debt to EBITDA by at least a turn could also add upwards ratings traction. Any positive traction would have to be balanced against the risks of future large dividends due to the historical aggressiveness of its sponsor, Platinum Equity. The principal methodology used in this rating was the Global Equipment and Automobile Rental Industry Methodology published in December 2010. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Affirmations: Issuer: Maxim Crane Works, L.P. Senior Secured Second Lien Term Loan, Affirmed Caa2, LGD5-79% Upgrades: Issuer: Maxim Crane Works, L.P. Corporate Family Rating, Upgraded to B3 from Caa1 Probability of Default Rating, Upgraded to B3 from Caa1 Outlook Actions: Issuer: Maxim Crane Works, L.P. Outlook, Affirmed Stable Maxim Crane Works Holdings, Inc., headquartered in Bridgeville, Pennsylvania, is a holding company conducting operations through its subsidiary, Maxim Crane Works, L.P. The company rents cranes and other heavy equipment primarily to energy-related and non- residential building construction end markets. As of June 30, 2014, the company had a fleet of over 1,250 cranes, including hydraulic truck cranes, all-terrain cranes, rough terrain cranes, crawler cranes and tower cranes. Customers are provided with the choice of renting cranes along with operators supplied by the company -- the service which generates the majority of the company's revenue -- or just the cranes themselves. The company was purchased by affiliates of Platinum Equity Capital Partners II, L.P via a wholly-owned subsidiary, Steelers Holding Corporation, in 2008 for approximately $380 million. LTM revenues through June 30, 2014 were over $370 million. MF GLOBAL: Trustee Seeks Permission to Repay $295MM to Creditors ---------------------------------------------------------------- Joseph Checkler, writing for The Wall Street Journal, reported that James W. Giddens, the trustee liquidating MF Global Inc., asked permission from the U.S. Bankruptcy Court for the Southern District of New York to pay $295 million owed to its creditors, now that it has paid back most of its customers. According to the report, the bulk of the money is earmarked for unsecured creditors, who would receive a first distribution of about 20% of what Mr. Giddens has agreed to pay. Holders of secured, administrative and priority claims that have been resolved will get 100% of their money all at once if the request is approved, the Journal said. About MF Global New York-based MF Global -- http://www.mfglobal.com/-- was one of the world's leading brokers of commodities and listed derivatives. MF Global provides access to more than 70 exchanges around the world. The firm also was one of 22 primary dealers authorized to trade U.S. government securities with the Federal Reserve Bank of New York. MF Global's roots go back nearly 230 years to a sugar brokerage on the banks of the Thames River in London. On Oct. 31, 2011, MF Global Holdings Ltd. and MF Global Finance USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059 and 11-5058), after a planned sale to Interactive Brokers Group collapsed. As of Sept. 30, 2011, MF Global had $41,046,594,000 in total assets and $39,683,915,000 in total liabilities. On Nov. 7, 2011, the United States Trustee appointed the statutory creditors' committee in the Debtors' cases. At the behest of the Statutory Creditor's Committee, the Court directed the U.S. Trustee to appoint a chapter 11 trustee. On Nov. 28, 2011, the Bankruptcy Court entered an order approving the appointment of Louis J. Freeh, Esq., of Freeh Group International Solutions, LLC, as Chapter 11 trustee. On Dec. 19, 2011, MF Global Capital LLC, MF Global Market Services LLC and MF Global FX Clear LLC filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15808, 11-15809 and 11-15810). On Dec. 27, the Court entered an order installing Mr. Freeh as Chapter 11 Trustee of the New Debtors. On March 2, 2012, MF Global Holdings USA Inc. filed a voluntary Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-10863), and Mr. Freeh also was installed as its Chapter 11 Trustee. Judge Honorable Martin Glenn presides over the Chapter 11 case. J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve as bankruptcy counsel. The Garden City Group, Inc., serves as claims and noticing agent. The petition was signed by Bradley I. Abelow, Executive Vice President and Chief Executive Officer of MF Global Finance USA Inc. The Chapter 11 Trustee has tapped (i) Freeh Sporkin & Sullivan LLP, as investigative counsel; (ii) FTI Consulting Inc., as restructuring advisors; (iii) Morrison & Foerster LLP, as bankruptcy counsel; and (iv) Pepper Hamilton as special counsel. The Official Committee of Unsecured Creditors has retained Capstone Advisory Group LLC as financial advisor, while lawyers at Proskauer Rose LLP serve as counsel. The Securities Investor Protection Corporation commenced liquidation proceedings against MF Global Inc. to protect customers. James W. Giddens was appointed as trustee pursuant to the Securities Investor Protection Act. He is a partner at Hughes Hubbard & Reed LLP in New York. Jon Corzine, the former New Jersey governor and co-CEO of Goldman Sachs Group Inc., stepped down as chairman and chief executive officer of MF Global just days after the bankruptcy filing. In April 2013, the Bankruptcy Court approved MF Global Holdings' plan to liquidate its assets. Bloomberg News reported that the court-approved disclosure statement initially told creditors with $1.134 billion in unsecured claims against the parent holding company why they could expect a recovery of 13.4% to 39.1% from the plan. As a consequence of a settlement with JPMorgan, supplemental materials informed unsecured creditors their recovery was reduced to the range of 11.4% to 34.4%. Bank lenders will have the same recovery on their $1.174 billion claim against the holding company. As a consequence of the settlement, the predicted recovery became 18% to 41.5% for holders of $1.19 billion in unsecured claims against the finance subsidiary, one of the companies under the umbrella of the holding company trustee. Previously, the predicted recovery was 14.7% to 34% on bank lenders' claims against the finance subsidiary. MINERAL PARK: Case Summary & 30 Largest Unsecured Creditors ----------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Mineral Park, Inc. 14-11996 8275 N. Mineral Park Road Golden Valley, AZ 86413 Bluefish Energy Corporation 14-11997 Mercator Mineral Park Holdings Ltd. 14-11998 Lodestrike Resources Ltd. 14-11999 Type of Business: Mineral Resource Company Chapter 11 Petition Date: August 25, 2014 Court: United States Bankruptcy Court District of Delaware (Delaware) Debtors' Counsel: James E. O'Neill, Esq. Jeremy V. Richards, Esq. Maxim B. Litvak, Esq. PACHULSKI STANG ZIEHL & JONES LLP 919 North Market Street, 17th Floor PO Box 8705 Wilmington, DE 19899-8705 Tel: 302-652-4100 Fax: 302-652-4400 Email: jo'neill@pszjlaw.com jrichards@pszjlaw.com mlitvak@pszjlaw.com joneill@pszjlaw.com Debtors' PRIME CLERK LLC Claims and Noticing Agent: Debtors' FTI CONSULTING, INC. Financial Advisor: Debtors' David J. Beckman Chief FTI CONSULTING, INC Restructuring Officer: Debtors' Paul Hansen Assistant FTI CONSULTING, Inc. Chief Restructuring Officer: Debtors' EVERCORE GROUP LLC Investment Banker: Estimated Assets: $100 million to $500 million Estimated Liabilities: $100 million to $500 million The petition was signed by Marc S. LeBlanc, corporate secretary. Consolidated List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ ME elecmetal Trade Debt $861,374 Tom Vyvyan 3901 University Ave N.E. Menneapolis, MN 55421 Tel: 763-201-1801 Fax: 763-788-8300 Unisource Energy Services Trade Debt $592,881 Bill DeJulio 2498 Airway Ave Kingman, AZ 86409 Tel: 928-681-8913 Fax: 866-666-3041 Rebel Fule Trade Debt $566,348 Greg Shupe 2200 South Highland Dr., Las Vegas, NV 89102 Tel: 702-382-5866 Fax: 702-382-4263 TDC, LLC Trade Debt $310,951 Jim Glattly 919 Milam Street, Suite 2100 Houston, TX 77002 Tel: 800-422-6274 Fax: 225-231-9239 Mining, Rock Excavation and Trade Debt $243,726 Construction LLC Davis Arroyo 7 Campus Drive Suite 200 Parsippany, NJ 07054 Tel: 623-780-0200 Fax: 303-288-8828 Great West Tire, Inc. Trade Debt $194,674 Conan PO Box 3697 Kingman, AZ 86402 Tel: 928-757-9251 Fax: 928-757-7939 MolyCop Trade Debt $188,651 Marty Mcghin Dept. CH 19740 Palatine, IL 60055 Tel: 775-742-2761 Fax: 229-253-0424 Lhoist North America Trade Debt $181,651 FNF Construction, Inc. Trade Debt $177,315 Acton Welding Trade Debt $175,108 Rebel Oil Trade Debt $170,105 Freiday Construction, Inc. Trade Debt $138,123 Heavy Equipment Machinery Trade Debt $105,795 Arizona Electrical Apparatus Trade Debt $103,482 Bearing Belt Chain Co Inc. Trade Debt $97,609 M.R. Tudor Trade Debt $95,124 Sonoran Process Equipment Co. Trade Debt $84,108 R.A.M. Enterprises Trade Debt $75,016 Trammo Trade Debt $74,724 Quadna Trade Debt $67,227 CTI Trade Debt $66,477 Flomin Inc. Trade Debt $62,091 United Rental Trade Debt $61,825 West Coast Bulk Trade Debt $58,970 911 Metallurgy Corp. Trade Debt $46,500 Ruan Logistics Corp. Trade Debt $42,967 Empire Machinery Trade Debt $41,424 Farnell-Thompson Trade Debt $40,000 Fl Smidth Salt Lake City, Inc. Trade Debt $36,603 Rummel Construction Trade Debt $35,927 MOMENTIVE PERFORMANCE: Court Rejects Exit Plan ---------------------------------------------- Tom Corrigan, writing for The Wall Street Journal, reported that Bankruptcy Judge Robert Drain in White Plains, N.Y., declined to confirm Momentive Performance Materials Inc.'s restructuring plan, saying that Momentive's highest-ranking bondholders were entitled to a slightly higher interest rate than what the plan currently provides. Judge Drain said he would confirm the plan if the company amended the document to provide that higher interest rate. It isn't clear when or if such an amended plan would be filed, according to WSJ. WSJ also reported that Judge Drain ruled that Momentive doesn't owe its senior bondholders so-called make-whole payments, or premiums the bondholders argued Momentive should be forced to pay for refinancing their bonds. He did find that the bondholders are entitled to a slightly higher interest rate. Judge Drain also ruled that the treatment of Momentive's senior subordinated bondholders, who are owed $382 million, under the plan was legal and appropriate. The bondholders' suit challenged their placement at near the bottom of the creditor priority list, which would leave them unpaid. If they prevailed, Momentive's restructuring plan would have required a revision to account for the bondholders' change in status. The Plan provides for Apollo Global Management LLC, Momentive's owner as well as one of its creditors, to keep control of the company. The Plan is funded with $1.3 billion in exit financing and provides for Apollo and other second-lien bondholders to backstop a new $600 million rights offering by buying up any shares that go unsold. The report noted that Momentive's senior bondholders would have been repaid in full with cash had they voted to accept the plan earlier this year. But, since the plan was overwhelmingly rejected -- more than 80% voted "no" -- they will be repaid with replacement notes. The rejecting bondholders have asked the court to let them switch their votes, which the court has yet to rule on. General unsecured creditors would be paid in full, while existing equity would be wiped out. 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. Wilmington Trust, National Association, 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, is represented by Mark R. Somerstein, Esq., Mark I. Bane, Esq., and Stephen Moeller-Sally, Esq., at Ropes & Gray LLP. 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 -- is represented in the case by Susheel Kirpalani, Esq., Benjamin I. Finestone, Esq., David L. Elsberg, Esq., Robert Loigman, Esq., K. John Shaffer, Esq., and Matthew R. Scheck, Esq., at Quinn Emanuel Urquhart & Sullivan, LLP; and Clark Whitmore, Esq., and Ana Chilingarishvili, Esq., at Maslon Edelman Borman & Brand, LLP. BOKF, NA -- as successor First Lien Trustee to The Bank of New York Mellon Trust Company, N.A., as trustee under an indenture dated as of October 25, 2012, for the 8.875% First-Priority Senior Secured Notes due 2020 issued by Momentive Performance Materials Inc. and guaranteed by certain of the debtors -- is represented by Michael J. Sage, Esq., Brian E. Greer, Esq., and Mauricio A. Espana, Esq., at Dechert LLP. Counsel to Apollo Global Management, LLC and certain of its affiliated funds are Ira S. Dizengoff, Esq., Philip C. Dublin, Esq., Abid Qureshi, Esq., Deborah J. Newman, Esq., and Ashleigh L. Blaylock, Esq., at Akin Gump Strauss Hauer & Feld LLP. Attorneys for Ad Hoc Committee of Second Lien Noteholders are Dennis F. Dunne, Esq., Michael Hirschfeld, Esq., and Samuel A. Khalil, Esq., at Milbank, Tweed, Hadley & McCloy LLP. MONROE HOSPITAL: Wants Sept. 2 as Schedules Filing Deadline ----------------------------------------------------------- Monroe Hospital, LLC, asks the U.S. Bankruptcy Court for the Southern District of Indiana to extend the time within which the Debtor must file its schedules of assets and liabilities and statement of financial affairs through and including Sept. 2, 2014. The Debtor recognizes the importance of the Schedules and SOFA in the Chapter 11 Case and intends to complete the Schedules and SOFA as quickly as practicable under the circumstances. However, as a result of (i) the complexity of the Debtor's financial affairs, (ii) the size of the Debtor's case and (iii) the time that must be spent attending to other matters in the Chapter 11 Case, including the proposed sale of the Debtor's assets, the Debtor is unable to complete the Schedules and SOFA within fourteen days of the Petition Date. The Debtor's inability to complete the Schedules and SOFA any sooner is also underscored by the fact that the Debtor does not have a financial advisor, and any time spent gathering information and documents must be spent either by the Debtor's counsel or by the same personnel of the Debtor that are also operating the hospital. The Debtor says that in view of these critical matters and the volume of material that must be compiled and reviewed by the Debtor's staff and professionals in order to complete the Schedules and SOFA, there is more than ample cause for granting the requested extension. The 11-day extension through Sept. 2, 2014, requested by the Debtor will allow ample time for creditors and parties in interest to review the Schedules and SOFA before the 341 meeting scheduled for Sept. 9, 2014. About Monroe Hospital Monroe Hospital, LLC, since 2006, has operated a 32 licensed bed private acute care medical surgical hospital in Bloomington, Indiana. It leases the land on which the hospital is located from MPT Bloomington, LLC. Monroe Hospital, LLC, filed a Chapter 11 bankruptcy petition (Bankr. S.D. Ind. Case No. 14-07417) in Indianapolis, Indiana, on Aug. 8, 2014. Joseph Roche signed the petition as president and chief executive officer. The Debtor estimated assets of at least $10 million and $100 million to $500 million in liabilities. The case is assigned to Judge James M. Carr. The Debtor is represented by attorneys at Bingham Greenebaum Doll LLP. Upshot Services LLC acts as the Debtor's noticing, claims and balloting agent. MOUNTAIN PROVINCE: Incurs C$1.74-Mil. Net Loss in Second Quarter ---------------------------------------------------------------- Mountain Province Diamonds Inc. reported a net loss of C$1.74 million for the three months ended June 30, 2014, as compared with a net loss of C$6.32 million for the same period in 2013. Net loss for the six months ended June 30, 2014, was C$2.96 million as compared with a net loss of C$11.16 million for the same period in 2013. The Company's balance sheet at June 30, 2014, showed C$185 million in total assets, C$25.07 million in total liabilities and C$160 million in total shareholders' equity. "The Company currently has no source of revenues. In the six months ended June 30, 2014 and the year ended December 31, 2013, the Company incurred losses, had negative cash flows from operating activities, and will be required to obtain additional sources of financing to complete its business plans going into the future. Although the Company had working capital of $40,278,699 at June 30, 2014, including $59,308,291 of cash and short-term investments, the Company has insufficient capital to finance the Company's share of development costs of the Gahcho Kue Project over the next 12 months. The Company is currently investigating various sources of additional funding to increase the cash balances required for ongoing operations over the foreseeable future. These additional sources include, but are not limited to, share offerings, private placements, rights offerings, credit and debt facilities, as well as the exercise of outstanding options. However, there is no certainty that the Company will be able to obtain financing from any of those sources. Failure to meet the obligations to the Company's share in the Gahcho Kue Project may lead to dilution of the interest in the Gahcho Kue Project and may require the Company to write off costs capitalized to date. These conditions indicate the existence of a material uncertainty that results in substantial doubt as to the Company's ability to continue as a going concern," the Company stated in the Report. A full-text copy of the Form 6-K is available for free at: http://is.gd/Ks2UPR About Mountain Province Diamonds Headquartered in Toronto, Canada, Mountain Province Diamonds Inc. (TSX: MPV, NYSE AMEX: MDM) -- http://www.mountainprovince.com/-- is a Canadian resource company in the process of permitting and developing a diamond deposit known as the "Gahcho Kue Project" located in the Northwest Territories of Canada. The Company's primary asset is its 49 percent interest in the Gahcho Kue Project. Mountain Province reported a net loss of C$26.60 million in 2013, a net loss of C$3.33 million in 2012 and a net loss of C$11.53 million in 2011. NATROL INC: Has Final Nod to Pay Critical Vendors' Claims --------------------------------------------------------- The Hon. Brendan Linehan Shannon of the U.S. Bankruptcy Court for the District of Delaware entered a final order authorizing Natrol Inc., et al., to pay certain prepetition claims of critical vendors up to $3.5 million. The Debtors will strive to enter into Trade Agreements with the Critical Vendors, which will include these terms: a. The amount of a Critical Vendor's estimated prepetition claim (after accounting for any setoffs), other credits, and discounts thereto, which will be mutually determined in good faith by the Critical Vendor and the Debtors, will be used only for purposes of the interim or final order and will not be deemed a claim allowed by the Court. Further, the rights of all parties in interest to object to a claim of Critical Vendor will be fully preserved until further court order; b. The Critical Vendor's agreement to be bound by the Customary Trade Terms favorable to the Debtors and in effect between the Critical Vendor and the Debtors on a historical basis for the period within 180 days of the Petition Date, or such other trade terms as mutually agreed to by the Debtors and the Critical Vendor; c. The Critical Vendor's agreement to provide goods and services to the Debtors based upon Customary Trade Terms, and the Debtors' agreement to pay the Critical Vendor in accordance with the terms; d. The Critical Vendor's agreement not to file or otherwise assert against any of the Debtors, their estates, or any of their respective assets or property, any lien related in any way to any remaining prepetition amounts allegedly owed to the Critical Vendor by the Debtors arising from goods and services provided to the Debtors prior to the Petition Date. To the extent the Critical Vendor has previously obtained a lien, the Critical Vendor will immediately take all necessary actions to release the line; e. The Critical Vendor's acknowledgment that it has reviewed the terms and provisions of the interim order or, if entered, the final order, and consents to be bound thereby; f. The Critical Vendor's agreement that it will not separately assert or otherwise seek payment of any reclamation claims; g. The Critical Vendor's agreement that it has received payment of a prepetition claim; and h. The Critical Vendor's acknowledgment that, if it subsequently refuses to supply goods and services to the Debtors on Customary Trade Terms, or if a Trade Agreement is terminated, the Debtors reserve all rights to recover sums paid in excess of post-petition obligations in the event of a Trade Agreement is terminated. On July 16, 2014, the Court extended to Aug. 11, 2014, the Debtors' time to file their schedules of assets and liabilities and statement of financial affairs. As reported by the Troubled Company Reporter on July 7, 2014, the Debtors argued that an extension is necessary because the Debtors' focus since filing the petition on June 11, 2014, has been "maintaining operations with minimal disruption", responding to Cerberus's motion for appointment of a Chapter 11 Trustee, prosecuting its own motion to use cash collateral, and providing financial information to Cerberus and the Official Committee of Unsecured Creditors. About Natrol, Inc. Headquartered in Chatsworth, Calif., Natrol, Inc. -- http://www.natrol.com-- is a wholly owned subsidiary of Plethico Pharmaceuticals Limited. Plethico Pharmaceuticals Limited (BSE: 532739. BO: PLETHICO) engages in the manufacturing, marketing and distribution of pharmaceutical and allied healthcare products around the world. Natrol products are made in the U.S. Established in 1980, Natrol, Inc. has been a global leader in the nutrition industry, and a trusted manufacturer and marketer of a superior quality of herbs and botanicals, multivitamins, specialty and sports nutrition supplements made to support health and wellness throughout all ages and stages of life. Natrol products are available in health food stores, drug and grocery stores, and mass-market retailers, and through Natrol.com and other online retailers. Natrol distributes products nationally through more than 54,000 retailers as well as internationally in over 40 other countries through distribution partners. Natrol, Inc., and its six affiliates sought bankruptcy protection on June 11, 2014 (Case No. 14-11446, Bankr. D. Del.). The case is assigned to Judge Brendan Linehan Shannon. The Debtors are represented by Robert A. Klyman, Esq., and Samuel A. Newman, Esq., at GIBSON, DUNN & CRUTCHER LLP, in Los Angeles, California; and Michael R. Nestor, Esq., Maris J. Kandestin, Esq., and Ian J. Bambrick, Esq., at YOUNG CONAWAY STARGATT & TAYLOR, LLP, in Wilmington, Delaware. The Debtors' Claims and Noticing Agent is EPIQ SYSTEMS INC. The Debtors requested that the Court approve the employment of (i) Jeffrey C. Perea of the firm Conway MacKenzie Management Services, LLC as chief financial officer and for CMS to provide temporary employees to assist Mr. Perea in carrying out his duties; (ii) Stephen P. Milner of the firm Squar, Milner, Peterson, Miranda & Williamson LLP as chief restructuring officer and for CMS to provide temporary employees to assist Mr. Milner in carrying out his duties; (iv) BDO USA, LLP as auditor; (v) TaxGroup Partners as tax services provider. The U.S. Trustee for Region 3 on June 19 appointed five creditors of Natrol, Inc. to serve on the official committee of unsecured creditors. The Committee tapped to retain Otterbourg P.C. as lead counsel; (ii) Pepper Hamilton LLP as Delaware counsel; and (iii) CMAG as financial advisors. NORTEL NETWORKS: Deal Resolving U.S. Debt Recovery Claim OK'd ------------------------------------------------------------- BankruptcyData reported that the U.S. Bankruptcy Court issued an order approving Nortel Networks' motion, pursuant to F.R.B.P. Rule 9019, for entry of an order approving the stipulation resolving claims with United States Debt Recovery VIII. According to BData, as previously reported, "NNI has reached a compromise with the Claimant that: (i) Claim No. 403 will be allowed as a general unsecured claim by the Claimant against NNI in the amount of $1,045,970.29; and (ii) Claim No. 7616 will be allowed as a general unsecured claim by the Claimant against NNI in the amount of $527,168.64; and In consideration for the allowance of Claim No. 403 and Claim No. 7616 in the foregoing amounts against NNI, the Claimant has agreed, subject to this Court's approval, to release and forever discharge the Debtors from any and all liability it now has or hereafter may have arising from or related to the Claims other than for the allowed amount of such Claims." 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. NUVILEX INC: Delays Fiscal 2014 Form 10-K ----------------------------------------- Nuvilex, Inc., filed with the U.S. Securities and Exchange Commission a Notification of Late Filing on Form 12b-25 with respect to its annual report on Form 10-K for the year ended April 30, 2014. The Company said it has experienced a delay in completing the necessary disclosures and finalizing its financial statements with its independent public accountant in connection with its Annual Report. As a result of this delay, the Company was unable to file its Annual Report by the prescribed filing date without unreasonable effort or expense. It is anticipated that there will be significant changes in results of operations from the corresponding period for the last fiscal year due to increases in sales and marketing, officer and director compensation and general and administrative expenses, as well as loss on settlement of debt and conversion of preferred stock. Overall these categories combined, which represent both cash and non-cash expenses, increased approximately 1,800% over the prior period, the Company said. About Nuvilex Inc. Silver Spring, Md.-based Nuvilex, Inc.'s current strategy is to focus on developing and marketing products designed to improve the health and well-being of those who use them. Nuvilex incurred a net loss of $1.59 million on $12,160 of product sales for the 12 months ended April 30, 2013, as compared with a net loss of $1.89 million on $66,558 of total revenue during the prior year. As of Jan. 31, 2014, the Company had $5.66 million in total assets, $479,277 in total liabilities and $5.18 million in total stockholders' equity. Robison, Hill & Co., in Salt Lake City, Utah, issued a "going concern" qualification on the consolidated financial statements for the year ended April 30, 2013. The independent auditors noted that the Company has suffered recurring losses from operations which raises substantial doubt about its ability to continue as a going concern. NYTEX ENERGY: Auditors Doubt Going Concern Status ------------------------------------------------- NYTEX Energy Holdings, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss to common stockholders of $2.67 million on $930,158 of total revenues for the year ended Dec. 31, 2013, as compared with a net loss to common stockholders of $5.73 million on $6 million of total revenues during the prior year. The Company's balance sheet at Dec. 31, 2013, showed $4.36 million in total assets, $1.03 million in total liabilities, $3.72 million in preferred stock, series A convertible, and a $395,058 total stockholders' deficit. Whitley Penn LLP, in Dallas, 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 will need additional working capital to fund operations. This condition raises substantial doubt about the Company's ability to continue as a going concern. A full-text copy of the Annual Report is available at: http://is.gd/6pzK59 About NYTEX Energy Located in Dallas, Texas, Nytex Energy Holdings, Inc., is an energy holding company with operations centralized in two subsidiaries, Francis Drilling Fluids, Ltd. ("FDF") and NYTEX Petroleum, Inc. ("NYTEX Petroleum"). FDF is a 35 year old full- service provider of drilling, completion and specialized fluids and specialty additives; technical and environmental support services; industrial cleaning services; equipment rentals; and transportation, handling and storage of fluids and dry products for the oil and gas industry. NYTEX Petroleum, Inc., is an exploration and production company focusing on early stage development of minor oil and gas resource plays within the United States. O&G LEASING: Court Resets Status Conference Hearing to Sept. 2 -------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Mississippi rescheduled the status conference hearing for the bankruptcy case of O&G Leasing LLC to Sept. 2, 2014, at 1:30 p.m. About O&G Leasing Jackson, Mississippi-based O&G Leasing, LLC, was formed in 2006 to acquire and construct land drilling rigs that it would lease to its wholy-owned subsidiary, Performance Drilling Company, LLC. Performance was formed to provide contract drilling services for tArkLaTex (Arkansas, Louisiana and Eastern Texas) region, well as Alabama, Florida, Mississippi and Oklahoma. O&G Leasing filed for Chapter 11 bankruptcy protection (Bankr. S.D. Miss. Case No. 10-01851) on May 21, 2010. The Debtor estimated $10 million to $50 million in assets and $50 million to $100 million in debts. Performance filed a separate petition for Chapter 11 relief (Bankr. S.D. Miss. Case No. 10-01852) on May 21, 2010. Performance estimated assets and debts of between $1 million and $10 million in its petition. The Debtors retained McCraney, Montagnet, Quin & Noble, PLLC as their bankruptcy counsel and Young Williams, P.A., as corporate counsel. Young Williams was replaced by Bradley Arant Boult Cummings, LLP, as corporate counsel effective March 8, 2012, but remained engaged as special counsel on litigation matters. BMC Group, Inc., serves as the Debtors' solicitation and voting agent. The U.S Bankruptcy Court for the Southern District of Mississippi confirmed on April 22, 2013, O&G Leasing, LLC, et al.'s Second Amended Plan of Reorganization filed Jan. 8, 2013, the Plan Supplement filed Feb. 5, 2013, and the Immaterial Modifications to the Second Amended Plan filed April 11, 2013. OPTIMUMBANK HOLDINGS: Earns $1.3 Million in Second Quarter ---------------------------------------------------------- Optimumbank Holdings, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net earnings of $1.34 million on $1.81 million of total interest income for the three months ended June 30, 2014, as compared with a net loss of $2.25 million on $1.26 million of total interest income for the same period in 2013. For the six months ended June 30, 2014, the Company reported net earnings of $1.67 million on $3.05 million of total interest income as compared with a net loss of $4.41 million on $2.56 million of total interest income for the same period last year. As of June 30, 2014, the Company had $128.36 million in total assets, $126.38 million in total liabilities, and $1.97 million of stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/5XZTlG About OptimumBank Holdings OptimumBank Holdings, Inc., headquartered in Fort Lauderdale, Fla., is a one-bank holding company and owns 100 percent of OptimumBank, a state (Florida)-chartered commercial bank. The Company offers a wide array of lending and retail banking products to individuals and businesses in Broward, Miami-Dade and Palm Beach Counties through its executive offices and three branch offices in Broward County, Florida. Optimumbank Holdings reported a net loss of $7.07 million in 2013, a net loss of $4.69 million in 2012, and a net loss of $3.74 million in 2011. Regulatory Matters Effective April 16, 2010, the Bank consented to the issuance of a consent order by the Federal Deposit Insurance Corporation and the Florida Office of Financial Regulation, also effective as of April 16, 2010. PALM HEALTH: List of Unsecured Committee Members Amended -------------------------------------------------------- Tracy Hope Davis, the United States Trustee for Region 17, amended the list of members of the Official Committee of Unsecured Creditors for Palm Health Care District aka Palm Drive Hospital. The present committee members are: 1) Innovasis Attn: Garth Felix P.O. Box 212 Springville, UT 84663 2) Spectron Corporation c/o Ernie Hartman 5416 S. Yale Ave., Suite 650 Tulsa, OK 74135 3) McKesson Technologies, Inc. c/o Ryan Washburn One Post Street, 33rd Floor San Francisco, CA 94104 About Palm Drive Health Care District Palm Drive Health Care District, owner and operator of the Palm Drive Hospital, in Sebastopol, California, filed a petition under Chapter 9 of the Bankruptcy Code (Bankr. N.D. Cal. Case No. 14-10510) amid a "sustained reduction in patient volume and revenue." In its Chapter 9 petition filed April 7, 2014, in Santa Rosa, California, the Debtor estimated $10 million to $50 million in assets and liabilities. The Debtor is represented by Michael A. Sweet, Esq., at Fox Rothschild LLP, as counsel. PETRON ENERGY: Authorized Shares Lowered to 2 Billion ----------------------------------------------------- Petron Energy II, Inc., by and through its Board of Directors and with written consent of a majority of its shareholders entitled to vote, effectuated a decrease in the total number of authorized stock of the Corporation from 25,010,000,000 to 2,010,000,000 shares consisting of: (i) 2,000,000,000 shares of common stock, par value $0.00001 per share; and (ii) 10,000,000 shares of preferred stock par value $0.001 per share. A full-text copy of the July 14, 2014 Amendment to Articles of Incorporation is available for free at http://is.gd/SukPE2 About Petron Energy Dallas-based Petron Energy II, Inc., is engaged primarily in the acquisition, development, production, exploration for and the sale of oil, gas and gas liquids in the United States. As of Dec. 31, 2011, the Company is operating in the states of Texas and Oklahoma. In addition, the Company operates two gas gathering systems located in Tulsa, Wagoner, Rogers and Mayes counties of Oklahoma. The pipeline consists of approximately 132 miles of steel and poly pipe, a gas processing plant and other ancillary equipment. The Company sells its oil and gas products primarily to a domestic pipeline and to another oil company. Petron Energy reported a net loss of $4.30 million in 2013 following a net loss of $8.32 million in 2012. As of March 31, 2014, the Company had $3.05 million in total assets, $5.21 million in total liabilities and a $2.16 million total stockholders' deficit. KWCO, PC, in Odessa, TX, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company's significant operating losses since inception raise substantial doubt about its ability to continue as a going concern. PGI INCORPORATED: Incurs $1.9 Million Net Loss in Second Quarter ---------------------------------------------------------------- PGI Incorporated filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $1.91 million on $3,000 of revenues for the three months ended June 30, 2014, as compared with a net loss of $1.70 million on $4,000 of revenues for the same period in 2013. For the six months ended June 30, 2014, the Company reported a net loss of $3.76 million on $7,000 of revenues as compared with a net loss of $3.35 million on $8,000 of revenues for the same period last year. As of June 30, 2014, the Company had $1.20 million in total assets, $81.57 million in total liabilities and a $80.37 million stockholders' deficiency. A full-text copy of the Form 10-Q is available for free at: http://is.gd/6c3Dlv About PGI Incorporated St. Louis, Mo.-based PGI Incorporated, a Florida corporation, was founded in 1958, and up until the mid 1990's was in the business of building and selling homes, developing and selling home sites and selling undeveloped or partially developed tracts of land. Over approximately the last 15 years, the Company's business focus and emphasis changed substantially as it concentrated its sales and marketing efforts almost exclusively on the disposition of its remaining real estate. This change was prompted by its continuing financial difficulties due to the principal and interest owed on its debt. Presently, the most valuable remaining asset of the Company is a parcel of 366 acres located in Hernando County, Florida. The Company also owns a number of scattered sites in Charlotte County, Florida (the "Charlotte Property"), but most of these sites are subject to easements which markedly reduce their value and/or consist of wetlands of indeterminate value. As of Dec. 31, 2011, the Company also owned six single family lots, located in Citrus County, Florida. As of Dec. 31, 2011, the Company had no employees, and all services provided to the Company are through contract services. PGI Incorporated reported a net loss of $6.90 million on $16,000 of revenues for the year ended Dec. 31, 2013, as compared with a net loss of $6.24 million on $29,000 of revenues in 2012. BKD, LLP, in BKD, LLP, 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 deficit, and is in default on its primary debt, certain sinking fund and interest payments on its convertible subordinated debentures and its convertible debentures. These matters raise substantial doubt about the Company's ability to continue as a going concern. PHOENIX PAYMENT: Stockholder Balks at Sale & Bidding Protocol ------------------------------------------------------------- Raymond D. Moyer, stockholder of Phoenix Payment Systems, Inc., lodged an objection to the Debtor's Motion to (A) Establish Bidding Procedures to the Sale of Substantially All of the Debtor's Assets, Approve Related Bid Protections and Establish Notice Procedures for Determining Cure Amounts, and (B) Approve the Sale of Substantially All of the Debtor's Assets and Assume and Assign Certain Executory Contracts and Unexpired Leases. Moyer objects to any sale pursuant to section 363 of the Bankruptcy Code in lieu of a plan of reorganization if a plan is feasible and is appro'ed by the stockholders. Moyer said the purchase price proposed by the Stalking Horse Bidder would lea'e a "substantially reco'ery" for equity holders and "sends a message to the marketplace that the Assets are worth at least such price." As reported by the Troubled Company Reporter on Aug. 15, 2014, Phoenix Payment is seeking bankruptcy court appro'al of proposed procedures where EPX Acquisition Company, LLC, an affiliate of North American Bancard, LLC, will purchase the assets for $50 million in cash, absent higher and better offers. As a result of a robust and multi-staged pre-petition marketing process conducted by in'estment banker Raymond James & Associates, Inc., the proposed purchase price under the stalking horse agreement with NAB is 3.5 times greater than the preliminary indication recei'ed late in 2013 from the 'ery same bidder. According to the Debtor, NAB's $50 million purchase offer is sufficient to pay all undisputed creditors in full and still lea'es a substantial reco'ery for the Debtor's equity security holders. NAB's agreement to purchase the assets requires a closing of the sale by Oct. 31, 2014. Consistent with the requirements, the Debtor proposes this timeline for conducting an "open and fair" sale process: Event Deadline ----- -------- Bidding Procedures Hearing On or about Aug. 26, 2014 Proposed Bid Deadline On or about Sep. 12, 2014 Auction On or about Sep. 18, 2014 Sale Hearing On or about Sep. 23, 2014 According to Moyer, unlike chapter 11 cases in which the debtor is compelled to pursue a 363 sale, Phoenix Payment's case is far different in that equity is substantially in the money and, therefore, an equity infusion to support a reorganization plan should ha'e been and should continue to be the objecti'e of the Debtor. Moyer is facing an aggressi'e proposed timeline requiring an expeditious effort to secure funding and to propose and confirm a plan of reorganization that will ser'e the dual role of pro'iding for the emergence of this company from chapter 11 and the highest return to creditors and equity holders. The Debtor, Moyer said, should not be permitted to complete the sale process and liquidation of its assets if such a plan of reorganization can be effected. Howe'er, the proposed Bid Procedures, when considered in conjunction with the incenti'es built into the Raymond James compensation structure, do not appear to pro'ide potential in'estors access to information necessary to understand precisely the amount of funding required to effectuate a plan of reorganization. In fact, Moyer pointed out, the procedures appear designed to discourage just such an effort. Accordingly, the Bid Procedures should be modified so that any form of equity infusion (presumably pursuant to a plan) can be considered by the Debtor to be an "alternate transaction" requiring the Debtor to pro'ide to persons and entities capable of effecting such a transaction the necessary due diligence materials. Moyer also underscores that it would be 'ery inconsistent to modify the Bid Procedures to permit the submission of a chapter 11 plan as an alternate transaction yet require such plan go effecti'e no later than the outside closing date of October 31, 2014 contained in the Stalking Horse Agreement. E'en should the Debtor designate a chapter 11 plan proposal as a Qualified Bid, Moyer said it is impossible under the Bankruptcy Code for any plan to be confirmed before the Termination Date since (i) the Court will need to terminate exclusi'ity immediately; and (ii) in less than two months a plan sponsor would ha'e to propose a plan and the Court would ha'e to appro'e a disclosure statement and then confirm a plan. The sale deadline would ha'e to be modified if a plan based alternati'e is chosen as the "winning" bid for the estate's Assets to permit confirmation within the confines established by the Bankruptcy Code. Solicitation and confirmation of the plan, if selected as the successful Bid, cannot be completed within that timeframe. Accordingly, Moyer requests that the applicability of the commitment to close by October 31, 2014 be wai'ed or clarified with respect to a chapter 11 plan proposal. Furthermore, Moyer said the proposed Bidding Procedures should not be appro'ed because (i) the two-week time period within which to complete due diligence and submit a competiti'e bid is likely to deter potential bidders; (ii) the requirement that a potential bidder must satisfy the criteria of a Qualified Bidder to maintain access to the due diligence materials is so onerous that it will deter potential bidders; and (iii) the Debtor's right to request additional information of a potential bidder or Qualified Bidder to determine whether such Bidder should become or remain a Qualified Bidder allows the Debtor to discriminate against potential bidders other than the Stalking Horse Bidder. Counsel for Raymond D. Moyer are: Neil B. Glassman, Esq. GianClaudio Finizio, Esq. E'an T. Miller, Esq. BAYARD, P.A. 222 Delaware A'enue, Suite 900 Wilmington, DE 19899 Telephone: (302) 655-5000 Facsimile: (302) 658-6395 E-mail: nglassman@bayardlaw.com gfinizio@bayardlaw.com emiller@bayardlaw.com About Phoenix Payment Founded in 2004, Phoenix Payment Systems, Inc., aka Electronic Payment Systems, aka EPX, is an international payment processor with corporate headquarters in Wilmington, Delaware, and technology headquarters in Phoenix, Arizona. It pro'ides acceptance, processing, support, authorization and settlement ser'ices for credit card, debit card and e-check payments. Pro'iding processing ser'ices at more than 8,700 locations worldwide, PPS processed, in multiple currencies, 280 million transactions in 2013 and expects to process 400 million in 2014. Phoenix Payment Systems sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 14-11848) on Aug. 4, 2014, to quickly sell its assets. As of the Petition Date, the Debtor had total outstanding liabilities and other obligations of $16.6 million and 9.8 million shares of outstanding preferred and common stock. Debt to secured creditor The Bancorp Bank is estimated at $6.2 million. Judge Mary F. Walrath presides o'er the case. The Debtor's attorneys are Richard J. Bernard, Esq., at Foley & Lardner LLP, in New York; and Mark D. Collins, Esq., Russell Siberglied, Esq., Zachary I Shapiro, Esq., and Marisa A. Terrano'a, Esq., at Richards Layton & Finger, P.A., in Wilmington, Delaware. The Debtor's banker and financial ad'isor is Raymond James & Associates, Inc., while Bederson, LLC, is the Debtor's accountant. PMCM, LLC, pro'ides ad'isory ser'ices and executi'e leadership to the Debtor. The Debtor's claims and noticing agent is Omni Management Group, LLC. PIER 35 EVENTS: Travelocity Gift Card Suit Prompts Ch. 11 Filing ---------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Pier 35 Events Inc., which ran a Travelocity-branded gift card program, filed a Chapter 11 petition on Aug. 14, 2014, in San Francisco following the filing of a lawsuit by Travelocity.com LP, alleging that Pier 35 owes it $1 million for redeemed gift cards and $1.6 million for unredeemed cards. Sausalito, California-based Pier 35 Events, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Cal. Case No. 14-31179) on Aug. 11, 2014. The Debtor is represented by Ruth Elin Auerbach, Esq., at Law Offices of Ruth Elin Auerbach, in San Francisco, California. PORTER BANCORP: Incurs $672,000 Net Loss in Second Quarter ---------------------------------------------------------- Porter Bancorp, Inc., reported a net loss attributable to common shareholders of $672,000, or ($0.06) per diluted share, for the second quarter of 2014 compared with a net loss of $1.7 million, or ($0.14) per diluted share, for the second quarter of 2013. Net loss attributable to common shareholders for the six months ended June 30, 2014, was $1.6 million, or ($0.14) per diluted common share, compared with net loss attributable to common shareholders of $2.2 million, or ($0.19) per diluted share, for the six months ended June 30, 2013. Net interest income increased to $7.6 million for the second quarter of 2014 compared with $7.3 million in the first quarter of 2014 and decreased from $8.4 million in the second quarter of 2013 as average loans declined to $677.6 million for the second quarter of 2014 compared with $698.2 million in the first quarter of 2014 and $806.9 million in the second quarter of 2013. As of June 30, 2014, the Company had $1.05 billion in total assets, $1.01 billion in total liabilities and $37.77 million in stockholders' equity. "Management and the Board of Directors continue to evaluate appropriate strategies for increasing the Company's capital in order to meet the capital requirements of the Consent Order. These include, among other things, a possible public offering or private placement of common stock to new and existing shareholders. As previously announced, the Company has engaged a financial advisor to assist the Board of Directors in this evaluation," the Company said in the press release. A full-text copy of the press release is available for free at: http://is.gd/mFobcv About Porter Bancorp Porter Bancorp, Inc., is a bank holding company headquartered in Louisville, Kentucky. Through its wholly-owned subsidiary PBI Bank, the Company operates 18 full-service banking offices in 12 counties in Kentucky. Porter Bancorp incurred a net loss attributable to common shareholders of $3.39 million in 2013, a net loss attributable to common shareholders of $33.43 million in 2012 and a net loss attributable to common shareholders of $105.15 million in 2011. Crowe Horwath, LLP, in Louisville, Kentucky, 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 substantial losses in 2013, 2012 and 2011, largely as a result of asset impairments. In addition, the Company's bank subsidiary is not in compliance with a regulatory enforcement order issued by its primary federal regulator requiring, among other things, increased minimum regulatory capital ratios. Additional losses or the continued inability to comply with the regulatory enforcement order may result in additional adverse regulatory action. These events raise substantial doubt about the Company's ability to continue as a going concern. RADNOR HOLDINGS: Debtor Lawyer Can Represent Largest Creditor ------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that U.S. District Judge Sue L. Robinson upheld the decision of the bankruptcy court in awarding fees to Skadden, Arps, Slate, Meagher & Flom LLP, which served as bankruptcy counsel for Radnor Holdings Corp., despite the objection of a creditor, complaining that the firm failed the disinterested test when it represented Tennenbaum Capital Partners LLC, Radnor's largest creditor. According to the report, Judge Robinson's decision was based in large part on a conclusion that the bankruptcy court's findings of fact weren't "clearly erroneous," and noting that Tennenbaum was not a "significant client" of Skadden and that fees from Tennenbaum were "not a material percentage." The case is Kennedy v. Skadden, Arps, Slate, Meagher & Flom LLP (In re Radnor Holdings Corp.), 13-1398, U.S. District Court, District of Delaware (Wilmington). About Radnor Holdings Based in Radnor, Pennsylvania, Radnor Holdings Corporation -- http://www.radnorholdings.com/-- manufactured and distributed a broad line of disposable food service products in the United States, and specialty chemicals worldwide. The Debtor and its affiliates filed for chapter 11 protection on August 21, 2006 (Bankr. D. Del. Lead Case No. 06-10894). Gregg M. Galardi, Esq., and Sarah E. Pierce, Esq., at Skadden, Arps, Slate, Meagher &Flom, LLP, in Wilmington, Del.; and Timothy R. Pohl, Esq., Patrick J. Nash, Jr., Esq., and Rena M. Samole, Esq., at Skadden, Arps, Slate, Meagher &Flom, LLP, in Chicago, Ill., serve as the Debtors' bankruptcy counsel. When the Debtors filed for protection from their creditors, they disclosed total assets of $361,454,000 and total debts of $325,300,000. REVEL AC: Ravel Hotel Can't Jump-Start Trademark Suit ----------------------------------------------------- Law360 reported that a New Jersey federal judge declined Ravel Hotel LLC's request to restart a trademark infringement suit that it has lodged against bankrupt Revel Casino Hotel and its licensor, as the Atlantic City property barrels toward closure next month. According to the report, during a hearing in the bankruptcy of Revel Casino, U.S. Bankruptcy Judge Gloria M. Burns continued to stay all proceedings in Ravel's case, including those against the co-defendant licensor Revel Group LLC, for a period of 60 days. About Revel AC Revel AC, Inc. -- http://www.revelresorts.com/-- owns and operates Revel, a Las Vegas-style, beachfront entertainment resort and casino located on the Boardwalk in the south inlet of Atlantic City, New Jersey. Revel AC Inc. and five of its affiliates sought bankruptcy protection (Bankr. D.N.J., Lead Case No. 14-22654) on June 19, 2014, to pursue a quick sale of the assets. The Chapter 11 cases are assigned to Judge Gloria M. Burns. The Debtors' Chapter 11 cases are jointly consolidated for procedural purposes. Revel AC estimated assets ranging from $500 million to $1 billion, and the same amount of liabilities. White & Case, LLP, and Fox Rothschild, LLP, serve as the Debtors' Counsel, and Moelis & Company, LLC, is the investment banker. The Debtors' solicitation and claims agent is Alixpartners, LLP. The prepetition first lenders are represented by Cadwalader, Wickersham & Taft LLP. The prepetition second lien lenders are represented by Paul, Weiss, Rifkind, Wharton & Garrison LLP. The DIP agent is represented by Milbank, Tweed, Hadley & McCloy LLP. This is Revel AC's second trip to bankruptcy. The company first sought bankruptcy protection (Bankr. D.N.J. Lead Case No. 13- 16253) on March 25, 2013, with a prepackaged plan that reduced debt by $1.25 billion. Less than two months later on May 15, 2013, the 2013 Plan was confirmed and became effective on May 21, 2013. RIVER GLEN: Case Summary & 8 Largest Unsecured Creditors -------------------------------------------------------- Debtor: River Glen Land Partnership aka River Glen Land Partners 1834 London Road New Market, TN 37820 Case No.: 14-32732 Chapter 11 Petition Date: August 25, 2014 Court: United States Bankruptcy Court Eastern District of Tennessee (Knoxville) Debtor's Counsel: Maurice K. Guinn, Esq. GENTRY, TIPTON & MCLEMORE P.C. P. O. Box 1990 Knoxville, TN 37901 Tel: (865) 525-5300 Fax: 865-523-7315 Email: mkg@tennlaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $500,000 to $1 million The petition was signed by William James Graves, general partner. A list of the Debtor's eight largest unsecured creditors is available for free at http://bankrupt.com/misc/tneb14-32732.pdf SAFEWAY INC: Agrees to Dismiss Delaware Stockholder Litigation -------------------------------------------------------------- The parties to the action In Re Safeway Inc. Stockholder Litigation, Consol. C.A. 9445-VCL, including Safeway Inc., entered into a Stipulation and Agreement of Settlement for the dismissal of the Delaware Action with prejudice upon the terms and conditions set forth in the Stipulation, subject to the approval of the Delaware Court of Chancery. On March 6, 2014, Safeway announced that the Safeway Board had agreed to sell the Company to AB Acquisition. Starting on March 13, 2014, Safeway stockholders filed seven class actions in the Court of Chancery of the State of Delaware asserting claims in connection with the Proposed Transaction, bearing Civil Action Nos. 9445-VCL, 9454-VCL, 9455-VCL, 9461-VCL, 9466-VCL, 9492-VCL, and 9495-VCL. On April 8, 2014, the Court entered an Order: (i) consolidating the above-referenced stockholder class actions under the caption In re Safeway Inc. Stockholders Litigation, Consolidated C.A. NO. 9445-VCL; (ii) appointing the law firms Bernstein Litowitz Berger & Grossmann LLP, Grant & Eisenhofer, P.A., Kessler Topaz Meltzer & Check LLP, and Saxena White P.A. as co-lead counsel in the Action; and (iii) appointing the law firms Labaton Sucharow LLP, Kirby McInerney LLP, and Girard Gibbs LLP to serve on an executive committee supporting Co-Lead Counsel in the Action. The parties engaged in expedited discovery between March 31, 2014, and May 30, 2014, including the production, review and analysis of documents, and depositions of members of the Safeway Board, corporate representatives of the Safeway Board's financial advisors Goldman Sachs and Greenhill, and representatives of the Buyout Group. Co-Lead Counsel and counsel for Defendants engaged in arm's-length negotiations concerning a possible settlement of the Consolidated Action, which culminated in an agreement in principle to settle the Action that was memorialized in a memorandum of understanding executed on June 13, 2014. The Notice of the Proposed Settlement of Class Action, Settlement Fairness Hearing, and Right to Appear and the Stipulation are available for free at: http://is.gd/BHOSF9 http://is.gd/JKMua3 About Safeway Inc. Safeway Inc., which operates Safeway, Vons, Pavilions, Randalls, Tom Thumb, and Carrs stores, is a Fortune 100 company and one of the largest food and drug retailers in the United States with sales of $36.1 billion in 2013. The company operates 1,332 stores in 20 states and the District of Columbia, 13 distribution centers and 19 manufacturing plants, and employs approximately 138,000 employees. The company's common stock is traded on the New York Stock Exchange under the symbol "SWY." As of June 14, 2014, Safeway Inc. had $13.70 billion in total assets, $8.13 billion in total liabilities and $5.57 billion in total equity. * * * As reported by the TCR on July 31, 2014, Standard & Poor's Ratings Services said its ratings on the Pleasanton, Calif.-based Safeway Inc., including the 'BBB' corporate credit rating, remain on CreditWatch with negative implications, where S&P placed them on Feb. 20, 2014. This follows Albertson's Holdings Inc.'s debt issuance to fund the purchase of Safeway Inc. SAN BERNARDINO, CA: Moves to Cut Firefighters' Benefits ------------------------------------------------------- Katy Stech, writing for Daily Bankruptcy Review, reported that the leaders of the city of San Bernardino, in California, want to use the city's bankruptcy to force benefit cuts on the city's firefighters after spending more than two years trying to hash out a compromise deal with its employees. According to the DBR report, in court papers, San Bernardino's lawyers asked a bankruptcy judge for permission to throw out the collective bargaining agreement for unionized employees within its fire department -- an agreement that city officials said contains expensive promises that the 200,000-resident city can no longer afford. For lack of agreement with the firefighters, the bankruptcy judge scheduled a Sept. 11 hearing on the city's request to terminate the existing contract, Bill Rochelle, the bankruptcy columnist for Bloomberg News, reported. According to Mr. Rochelle, the the California city also told the bankruptcy judge that there's mediation with Ambac Assurance Corp., the holder of more than $40 million in bonds. About San Bernardino, Calif. San Bernardino, California, filed an emergency petition for municipal bankruptcy under Chapter 9 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 12-28006) on Aug. 1, 2012. San Bernardino, a city of about 210,000 residents roughly 65 miles (104 km) east of Los Angeles, estimated assets and debts of more than $1 billion in the bare-bones bankruptcy petition. The city council voted on July 10, 2012, to file for bankruptcy. The move lets San Bernardino bypass state-required mediation with creditors and proceed directly to U.S. Bankruptcy Court. The city is represented that Paul R. Glassman, Esq., at Stradling Yocca Carlson & Rauth. San Bernardino joined two other California cities in bankruptcy: Stockton, an agricultural center of 292,000 east of San Francisco, and Mammoth Lakes, a mountain resort town of 8,200 south of Yosemite National Park. The City was granted Chapter 9 protection on Aug. 28, 2013. SCOOTER STORE: Hires AR Assist for Revenue Recovery Services ------------------------------------------------------------ The Scooter Store Holdings, Inc. and its debtor-affiliates seek authorization from the U.S. Bankruptcy Court for the District of Delaware to employ AR Assist, LLC to provide revenue recovery services to the Debtors, nunc pro tunc to July 28, 2014. In addition, the Debtors request that the Court modify the A/R Procedures Order to permit the Debtors to utilize AR Assist in compliance with the Court-approved Settlement Procedures. The Debtors have agreed to pay AR Assist these fees: (a) Down Payment: Upon approval of the Agreement, the Debtor shall pay AR Assist a down payment of $2,500. The down payment will be applied to the total fees charged as described below. Any remaining balance after the down payment is applied will be the first expense paid from any/all monies collected form any and all accounts until the balance of fees owed to AR Assist are paid in full.; (b) Total Fee: A total fee of no less than $5,000 and no more than $8,000 will be charged by AR Assist to complete the Debtors' account reconciliations from data supplied by the Debtors; (c) Percentages of Recoveries: AR Assist will charge a 35% fee on any third party payer insurance re-bill or clean bill refile paid. AR Assist will also charge a 35% fee on any and all gross settlements negotiated and approved by the Debtors. AR Assist will charge a 35% fee on any self-pay balances due and collected; and (d) Payment of Balance: If no monies are collected, the Debtors agree to pay the balance it owes to AR Assist in full within 30 days of notice from AR Assist that no monies can be collected from the accounts reconciled. Margaret A. Barney, chief executive officer of AR Assist, 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. AR Assist can be reached at: Margaret A. Barney AR ASSIST LLC 1207 S Tamiami Trail Sarasota, FL 34239-2208 Tel: (941) 952-0269 E-mail: pbarney@thearassist.com About The Scooter Store The Scooter Store is a supplier of power mobility solutions, including power wheelchairs, scooters, lifts, ramps, and accessories. The Scooter Store's products and services provide today's seniors and disabled persons potential alternatives to living in nursing homes or other care facilities. Headquartered in New Braunfels, Texas, the Scooter Store has a nationwide network of distribution centers that service products owned or leased by the Company's customers. It has 57 distribution centers in 41 states. Scooter Store Holdings Inc., and 71 affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 13-10904) in Wilmington. The closely held company listed assets of less than $10 million and debt of more than $50 million. Affiliates of private equity firm Sun Capital Partners, based in Boca Raton, Florida, purchased a majority voting interest in the debtors in 2011. Scooter Store is 66.8 percent owned by Sun Capital Partners Inc., owed $40 million on a third lien. In addition to Sun's debt and $25 million on a second lien owing to Crystal Financial LLC, there is a $25 million first-lien revolving credit owing to CIT Healthcare LLC as agent. Crystal is providing $10 million in financing for bankruptcy. SECURITY NATIONAL: Hires NAI Farbman as Broker ---------------------------------------------- Security National Properties Funding III, LLC and its debtor- affiliates sought and obtained permission from the U.S. Bankruptcy Court for the District of Delaware to employ NAI Farbman as broker for the Debtors, nunc pro tunc to April 8, 2014. The Debtors hire NAI Farbman in connection with the marketing and sale of all of the real property and improvements thereon commonly known as The Orchards Mall, 1800 Pipestone Benton Harbor, Michigan. In lieu of compliance with the Interim Compensation Order, the Debtors propose that NAI Farbman be authorized to receive payment of its commission upon the closing of a sale of the Orchards Mall to be paid from the gross proceeds of the sale. Within 20 days of the closing of the sale, NAI Farbman shall be required to file a notice with the Court, to be served upon the Notice Parties, setting forth the amount of the sale and the amount of its commission. NAI Farbman shall not be required to maintain time records. William A. Bubniak, executive vice president of NAI Farbman, 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. NAI Farbman can be reached at: William A. Bubniak NAI FARBMAN 28400 Northwestern Highway Fourth Floor Southfield, MI 48034 Tel: +1 (248) 351-4379 Fax: +1 (248) 351-4418 E-mail: bubniak@farbman.com About Security National Eureka, California-based Security National Properties Funding III LLC owns and operates 33 commercial office, retail, industrial and other properties. Security National and various affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 11-13277) on Oct. 13, 2011. Judge Kevin Gross presides over the case. Donna L. Culver, Esq., Robert J. Dehney, Esq., Justin K. Houser, Esq., Andrew R. Remming, Esq., and Gregory W. Werkheiser, Esq., at Morris, Nichols, Arsht & Tunnell, in Wilmington, Delaware, serve as the Debtors' counsel. GCG Inc. serves as the Debtors' claims and notice agent. The Debtors' scheduled assets total $24,758,433 while scheduled liabilities total $354,657,501. The U.S. Trustee for Region 3 has been unable to form an official committee of unsecured creditors. SEGA BIOFUELS: Judge Dalis Confirms Amended Chapter 11 Plan ----------------------------------------------------------- The Hon. John S. Dalis of the U.S. Bankruptcy Court for the Southern District of Georgia confirmed the amended Chapter 11 plan filed by SEGA Biofuels LL. As reported in the Troubled Company Reporter on July 10, 2014, the Amended Plan proposes to pay creditors in full. The Debtor estimates that claims will total $19,331,457, with secured claims totaling $11,897,747 and general unsecured claims totaling $1,804,710. The Amended Plan also contains agreements with certain parties-in-interest, including Logistec USA, Inc., which provides storage and handling services to the Debtor; Ogle Engineering; James Huntley; and United Forest Products. The Debtor said it will be unable to make payments due under its agreement with Logistec but that it is negotiating another agreement with the service provider, which agreement is anticipated to be in place by the time the of Plan confirmation. The Debtor added that it will extend the proceedings related to its objection to the claim of Ogle Engineering and James Huntley to allow for the parties to determine which amounts in the claims filed may be substantiated to the satisfaction of the Debtor. It is possible that some or all of the claims of these creditors will be allowed and will become part of the group of general unsecured claims. United Forest filed a claim in an unspecified amount. The Debtor agreed that United Forest may file an amended proof of claim in the amount of $73,722, and that the Debtor will not object to that amended claim becoming part of the Class of General Unsecured Claims. The Debtor has obtained Court authority to enter into a premium finance agreement with Premium Assignment Corporation, which agreement provides for the financing of the insurance premiums to be paid for the Debtor's insurance policies. The policies will bear a total premium of $156,000. PAC is granted a first and only priority security interest in (i) all unearned premiums and dividends which may become payable under the financed insurance policies for whatever reason; and (ii) loss payments which reduce the unearned premiums, subject to any mortgage or loss payee interests. The Bankruptcy Court, separately, issued an order granting the motion of Deere Credit, Inc., to reinstate the consent order requiring the Debtor to cure default and to assume or reject lease between the Debtor and Deere. A full-text copy of the May 2 Amended Disclosure Statement is available at http://bankrupt.com/misc/SEGAds0502.pdf About Sega Biofuels Sega Biofuels LLC, the owner of a wood-pellet plant in Nahunta, Georgia, filed a petition for Chapter 11 protection (Bankr. S.D. Ga. 13-50694) on Sept. 11 in Waycross, Georgia. The Company listed assets worth $10.6 million and debt totaling $13.7 million. C. James McCallar, Jr., Esq., at McCallar Law Firm, in Savannah, Georgia. The U.S. Trustee has not appointed an official committee in the Debtor's bankruptcy case. SHIROKIA DEVELOPMENT: Section 341(a) Meeting Set on Sept. 18 ------------------------------------------------------------ A meeting of creditors in the bankruptcy case of Shirokia Development, LLC, will be held on Sept. 18, 2014, at 2:30 p.m. at 80 Broad St., 4th Floor, USTM. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This meeting of creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. 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. Hong Qin Jiang signed the petition as authorized individual. The Debtor disclosed total assets of $28.40 million and total liabilities of $15.45 million. The Debtor has tapped Dawn Kirby Arnold, Esq., at DelBello Donnellan Weingarten Wise & Wiederkehr, LLP, as counsel. Judge Martin Glenn presides over the case. SOLAR POWER: Delays Form 10-Q for Second Quarter ------------------------------------------------ Solar Power, Inc., filed with the U.S. Securities and Exchange Commission a Notification of Late Filing on Form 12b-25 with respect to its quarterly report on Form 10-Q for the period ended June 30, 2014. The Company was unable to file its Interim Report on Form 10-Q for the three months ended June 30, 2014, within the prescribed time period due to the additional time necessary to gather facts and account for various transactions that took place during the quarter. About Solar Power Roseville, Cal.-based Solar Power, Inc., is a global solar energy facility ("SEF") developer offering its own brand of high- quality, low-cost distributed generation and utility-scale SEF development services. Primarily, the Company works directly with and for developers around the world who hold large portfolios of SEF projects for whom it serves as an engineering, procurement and construction contractor. The Company also performs as an independent, turnkey SEF developer for one-off distributed generation and utility-scale SEFs. Solar Power reported a net loss of $32.24 million in 2013 following a net loss of $25.42 million in 2012. As of Dec. 31, 2013, the Company had $70.96 million in total assets, $73.83 million in total liabilities and a $2.86 million total stockholders' deficit. Crowe Horwath LLP, in San Francisco, 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 a current year net loss of $32.2 million, has an accumulated deficit of $56.1 million, has experienced a significant reduction in working capital, has past due related party accounts payable and a debt facility under which a bank has declared amounts immediately due and payable. Additionally, the Company's parent company LDK Solar Co., Ltd has experienced significant financial difficulties including the filing of a winding up petition on Feb. 24, 2014. These matters raise substantial doubt about the Company's ability to continue as a going concern. SPANISH BROADCASTING: Incurs $3.2 Million Net Loss in Q2 -------------------------------------------------------- Spanish Broadcasting System, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss available to common stockholders of $3.23 million on $40.88 million of net revenue for the three months ended June 30, 2014, as compared with a net loss available to common stockholders of $1.23 million on $36.06 million of net revenue for the same period in 2013. For the six months ended June 30, 2014, the Company reported a net loss available to common stockholders of $9.32 million on $73.66 million of net revenue as compared with a net loss available to common stockholders of $6.46 million on $75.17 million of net revenue for the same period last year. As of June 30, 2014, the Company had $457.17 million in total assets, $520.86 million in total liabilities and a $63.69 million total stockholders' deficit. "During the second quarter, we continued to execute our plan to expand our audiences and strengthen our multi-media platform to position our company for growth," commented Raul Alarcon, Jr., Chairman and CEO. "Our radio station clusters continue to rank among the most successful media properties serving the Spanish- speaking population in the nation's largest Hispanic media markets. Our consistent success in building and maintaining strong audience shares was only confirmed by our New York radio franchise, WSKQ-FM, capturing the number one position among all radio stations for adults 18-49, regardless of language, in the New York market, according to the June Nielsen book. Building on our success, we are continuing to invest in our radio network and digital assets, in an effort to capitalize on our loyal following, close ties to the music community and recent ratings gains. Looking ahead, we remain focused on increasing our share of advertising budgets across our markets and converting our investments into returns to the benefit of our shareholders." A full-text copy of the Form 10-Q is available for free at: http://is.gd/0AMQqh About Spanish Broadcasting Headquartered in Coconut Grove, Florida, Spanish Broadcasting System, Inc. -- http://www.spanishbroadcasting.com/-- owns and operates 21 radio stations targeting the Hispanic audience. The Company also owns and operates Mega TV, a television operation with over-the-air, cable and satellite distribution and affiliates throughout the U.S. and Puerto Rico. Its revenue for the twelve months ended Sept. 30, 2010, was approximately $140 million. Spanish Broadcasting reported a net loss of $88.56 million in 2013, as compared with a net loss of $1.28 million in 2012. * * * In November 2010, Moody's Investors Service upgraded the corporate family and probability of default ratings for Spanish Broadcasting System, Inc., to 'Caa1' from 'Caa3' based on improved free cash flow prospects due to better than anticipated cost cutting and the expiration of an unprofitable interest rate swap agreement. Moody's said Spanish Broadcasting's 'Caa1' corporate family rating incorporates its weak capital structure, operational pressure in the still cyclically weak economic climate, generally narrow growth prospects (though Spanish language is the strongest growth prospect) given the maturity and competitive pressures in the radio industry, and the June 2012 maturity of its term loan magnify this challenge. In July 2010, Standard & Poor's Ratings Services raised its corporate credit rating on Miami, Fla.-based Spanish Broadcasting System Inc. to 'B-' from 'CCC+', based on continued improvement in the company's liquidity position. "The rating action reflects S&P's expectation that, despite very high leverage, SBS will have adequate liquidity over the intermediate term to meet debt maturities, potential swap settlements, and operating needs until its term loan matures on June 11, 2012," said Standard & Poor's credit analyst Michael Altberg. As reported by the TCR on May 22, 2014, Standard & Poor's Ratings Services lowered its corporate credit rating on U.S. Spanish- language broadcaster Spanish Broadcasting System Inc. (SBS) to 'CCC+' from 'B-'. "The downgrade reflects our view that the company's current capital structure is unsustainable, given its inability to redeem its preferred stock, which was put to the company in October of 2013," said Standard & Poor's credit analyst Chris Valentine. SPECIALTY HOSPITAL: Court Approves KCC Hiring Over UST Objection ---------------------------------------------------------------- Bankruptcy Judge S. Martin Teel, Jr., granted the request of Specialty Hospital of Washington, LLC, et al. to employ Kurtzman Carson Consultants LLC as noticing, claims, and balloting agent. Judy A. Robbins, the United States Trustee for the District of Columbia and Region 4, objected to the mode of payment to Kurtzman Carson. According to the U.S. Trustee, the Debtorsv request seeks to avoid the requirement that Kurtzman Carson file interim and final fee applications in these cases for the fees and expenses they incur. The U.S. Trustee believes fee applications should be required. On June 23, the Debtors provided the U.S. Trustee with a copy of Kurtzman Carson's first invoice. The invoice shows about $27,000 in total fees. According to the U.S. Trustee, more than half the amount billed was hourly fees, with one employee billing 26 hours at $150 per hour and another employee billing 21.8 hours at $175 per hour. The Debtorsv motion for the employment of ordinary course professionals requires professionals with fees exceeding $10,000 per month to file fee applications. Kurtzman should be treated similarly, the U.S. Trustee said. The Debtors replied, saying the U.S. Trustee misinterprets the firm's time entries. The Debtors said the Court should overrule the U.S. Trustee's objection because (i) professionals retained under 28 U.S.C. Sec. 156(c) are not required to (and as a matter of practice before bankruptcy courts throughout the country do not) file fee applications, (ii) KCC has been (and is) retained in many cases throughout the country (including chapter 11 cases in Region 4) on the same terms and conditions without the need to file periodic fee applications and without objection by the U.S. Trustee, and (iii) KCC does not provide professional services such as assisting with the preparation of motions and orders, but instead provides non-professional services associated with the mailing related to motions and orders. The Debtors even noted that the firm's invoices averaged $95,000 ($170,000 high) in the AMF Bowling case and $290,000 ($530,000 high) in the Movie Gallery, Inc. case. Both of those cases were filed in the Eastern District of virginia. The Court's order approving the firm's engagement provides that, "Upon the receipt of reasonably detailed statements of expenses and charges, the Debtors are authorized and empowered to compensate KCC without further order of this Court for services rendered, plus reimbursement of all reasonable and necessary expenses incurred, in accordance with the Agreement." Judy A. Robbins, the U.S. Trustee, Region 4, is represented by: Bradley D. Jones, Esq. Trial Attorney Office of United States Trustee 115 South Union Street, Suite 210 Alexandria, vA 22314 Tel: (703) 557-7228 The Debtors are represented by: Patrick Potter, Esq. Jerry Hall, Esq. Dania Slim, Esq. PILLSBURY WINTHROP SHAW PITTMAN LLP 2300 N Street, NW Washington, DC 20037-1122 Telephone: (202) 663-8000 Facsimile: (202) 663-8007 E-mail: patrick.potter@pillsburylaw.com jerry.hall@pillsburylaw.com dania.slim@pillsburylaw.com - and - Andrew M. Troop, Esq. PILLSBURY WINTHROP SHAW PITTMAN LLP 1540 Broadway New York, NY 10036-4039 Telephone: (212) 858-1000 Facsimile: (212) 858-1500 E-mail: andrew.troop@pillsburylaw.com About Specialty Hospital Specialty Hospital of America LLC operates nursing home facilities and long-term acute care hospitals. On April 23, 2014, an involuntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 14- 10935) was filed against Specialty Hospitals of Washington, LLC ("SHDC"). Capitol Hill Group and five other alleged creditors who signed the involuntary bankruptcy petition are represented by Stephen W. Spence, Esq., at Phillips, Goldman & Spence, in Wilmington, Delaware. Capitol Hill Group claims to be owed $1.66 million on a lease for non-residential real property while another creditor, Metropolitan Medical Group, LLC, claims $837,000 for physician services. The petitioners assert $2.69 million in total claims. On May 9, 2014, the Delaware court transferred the case to Washington, D.C. (Bankr. D.C. Case No. 14-00279). On May 21, 2014, SHDC filed an answer and consent for relief under Chapter 11. Also on May 21, six affiliates of SHDC, including Specialty Hospital of America, LLC filed for Chapter 11 protection. The U.S. Bankruptcy Court entered an order directing the joint administration the cases under Specialty Hospital of Washington, LLC, Case No. 14-00279. The Debtors announced plans to sell all of their assets in exchange for a $15 million debtor-in-possession loan from Silver Point Capital, which will allow the Debtors to continue operating through the bankruptcy process. Specialty Hospital of America estimated between $10 million and $50 million in assets and between $50 million and $100 million in liabilities in its bankruptcy petition. The Debtors are represented by Pillsbury Winthrop Shaw Pittman LLP as counsel. Alvarez and Marsal Healthcare Industry Group, LLC, serves as the Debtorsv financial advisor. Cain Brothers & Company, LLC, is the Debtorsv investment banker. The U.S. Trustee has named three members to the Official Committee of Unsecured Creditors. STILLWATER ASSET: Bankruptcy Court Approves Disclosure Statement ---------------------------------------------------------------- The bankruptcy court in the Southern District of New York approved the disclosure statement in the Chapter 11 proceeding of Stillwater Asset Backed Offshore Fund, Ltd. GlassRatner Advisory & Capital Group LLC, which was retained as CRO of the Debtor on March 8, 2013, commenced an extensive investigation into the conduct, assets, liabilities, and financial condition of the Debtor. After months of negotiations, a Global Settlement Agreement ("GSA") was executed on December 23, 2013. The GSA settled years of lawsuits in multiple jurisdictions. These lawsuits related to the activities of twelve hedge funds managed by Stillwater Capital Partners, Inc.; the Debtor being the largest of these funds. The GSA provides for the orderly winding down of the funds' assets, return of capital to investors, and settlement of all outstanding claims that were brought in the lawsuits. The GSA was approved by the Supreme Court of Bermuda, U.S. Bankruptcy Court and, finally, U.S. District Court and went effective on July 11, 2014. About GlassRatner GlassRatner Advisory & Capital Group -- http://www.GlassRatner.com -- is a specialty financial advisory services firm providing solutions to complex business problems and board level agenda items. About Stillwater Asset Investment funds allegedly owed roughly $35.8 million, filed an involuntary Chapter 11 petition against Brooklyn-based Stillwater Asset Backed Offshore Fund Ltd. (Bankr. S.D.N.Y. Case No. 12-14140) on Oct. 3, 2012. Bankruptcy Judge Allan L. Gropper oversees the case. The petitioning creditors are represented by Douglas E. Spelfogel, Esq., Richard Bernard, Esq., Mark Wolfson, Esq., and Katherine R. Catanese, Esq., at Foley & Lardner LLP An affiliated entity, Gerova Financial Group, Ltd., a Bermuda- based financial-services company, is the subject of Chapter 15 bankruptcy proceedings (Bankr. S.D.N.Y. Case No. 12-13641) commenced on Aug. 24, 2012. Liquidators of Gerova -- Michael Morrison and Charles Thresh, both of KPMG Advisory Limited, and John McKenna of Finance and Risk Service Ltd, Bermuda -- filed the Chapter 15 petition, estimating up to $100 million in assets and as much as $500 million in liabilities. A Chapter 15 petition was also filed for Gerova Holdings Ltd. (Case No. 12-13642), which is estimated to have under $100,000 in assets and liabilities. Hamilton-based Gerova Financial, formerly known as Asia Special Situations Acquisition Corp., was primarily involved, from 2010 on, in the business of investing in and managing certain types of illiquid financial assets. Gerova planned to then use such assets as regulatory capital for insurance companies, though this strategy was not fully implemented. After lengthy proceedings and over the objections of Gerova's then-current management, on July 20, 2012, the Bermuda Court entered an order appointing Morrison, et al., as joint provisional liquidators of GFG. Morrison, et al., were also appointed provisional liquidators of GHL on Aug. 20. Judge Gropper also oversees the Gerova Chapter 15 case. Peter A. Ivanick, Esq., and lawyers at Hogan Lovells US LLP represent the Liquidators as counsel. On Jan. 31, 2013, the Bankruptcy Court has denied a motion filed by Stillwater Asset Backed Offshore Fund Ltd. to dismiss the involuntary Chapter 11 petition. Instead, the judge entered an order for relief under chapter 11 of the Bankruptcy Code (11 U.S.C. Sec. 101 et seq.) against the Debtor effective Jan. 17, 2013. Jack Doueck and Richard I. Rudy are designated as responsible persons for the Debtor. ASK LLP serves as counsel for the Debtor, and Foley & Lardner LLP serves as counsel to the unsecured creditors committee of the Debtor. SUNTECH POWER: JPLs File Docs Against Venue Transfer Bid -------------------------------------------------------- The joint provisional liquidators of Suntech Power Holdings Co., Ltd. submitted to the U.S. Bankruptcy Court their proposed findings of fact and conclusions of law in opposition to Solyndra Residual Trust's Proposed Findings of Fact and Conclusions of Law on Motion to Transfer Venue. The JPLs state that Solyndra's Motion to Transfer Venue should be denied. A copy of the document is available at http://bankrupt.com/misc/SUNTECH_JPL_FOFCOL.pdf About Suntech Wuxi, China-based Suntech Power Holdings Co., Ltd., produces solar products for residential, commercial, industrial, and utility applications. Suntech has delivered more than 25,000,000 photovoltaic panels to over a thousand customers in more than 80 countries. Suntech Power Holdings Co., Ltd., received from the trustee of its 3 percent Convertible Notes a notice of default and acceleration relating to Suntech's non-payment of the principal amount of US$541 million that was due to holders of the Notes on March 15, 2013. That event of default has also triggered cross-defaults under Suntech's other outstanding debt, including its loans from International Finance Corporation and Chinese domestic lenders. Suntech Power had involuntary Chapter 7 bankruptcy proceedings initiated against it on Oct. 14, 2013, in U.S. Bankruptcy Court in White Plains, New York (Bankr. S.D.N.Y. Case No. 13-bk-13350), by holders of more than $1.5 million of defaulted securities under a 2008 $575 million indenture. The Chapter 7 Petitioners are Trondheim Capital Partners, L.P., Michael Meixler, Longball Holdings, LLC, and Jiangsu Liquidators, LLC. They are represented by Jay Teitelbaum, Esq., at Teitelbaum & Baskin LLP, in White Plains, New York. Suntech Power on Jan. 31, 2014, disclosed that it has signed a Restructuring Support Agreement relating to the petition for involuntary bankruptcy filed against it under chapter 7 of the U.S. Bankruptcy Code. Under the RSA, the parties agreed that chapter 7 proceedings will be dismissed following recognition of the provisional liquidation proceeding previously filed by the Company in the Cayman Islands under chapter 15 of the U.S. Bankruptcy Code. On Feb. 21, 2014, David Walker and Ian Stokoe, the joint provisional liquidators of Suntech Power Holdings Co., Ltd., appointed by the Grand Court of the Cayman Islands, commenced a Chapter 15 proceeding (Bankr. S.D.N.Y. Case No. 14-10383). The Chapter 15 Petitioners are represented by Jennifer Taylor, Esq., and Diana Perez, Esq., at OvMelveny & Myers LLP. According to the Chapter 15 petition, Suntech has more than $1 billion in both assets and debts. TACTICAL INTERMEDIATE: Court Approves Sale of Massif Assets ----------------------------------------------------------- Judge Kevin Gross of the U.S. Bankruptcy Court for the District of Delaware authorized Tactical Intermediate Holdings, Inc., et al., to sell the assets of Debtor Massif Mountain Gear Company, LLC, to Samtech, LLC, for $10,200,000. Massif Apparel Enterprises, LLC, was selected as the Back-Up Bidder during the auction held on Aug. 20. All net proceeds of the sale will be disbursed in immediately available funds as follows: (a) $250,000 to the Debtors for establishment of an administrative reserve pursuant to the DIP financing facility; (b) all amounts owing under the DIP Facility as of the Closing Date will be paid to Wells Fargo as lender under the DIP Facility to pay the amounts owing under the DIP Facility; and (c) all remaining net sale proceeds will be paid to Wells Fargo as Prepetition Senior Secured Lender for provisional application to the Prepetition Secured Obligations owed to Wells Fargo. All objections to the sale that have not yet been withdrawn or resolved were overruled. One of the objectors was the U.S. Department of Defense, which said that the possible inclusion of the Debtor's U.S. Army contract violates federal regulations, Law360 reported. According to Law360, the Defense Department contended that the sale motion ignores the government?s right to reject the transfer of military contracts. A full-text copy of the Samtech APA is available for free at http://bankrupt.com/misc/TACTICALapa0821.pdf About Tactical Intermediate Tactical Intermediate Holdings, Inc., and its affiliates' operations are comprised of two major lines of business -- a footwear line, and a fabric and clothing line, including flame resistant material ("Massif"). Footwear is comprised of the Altama group ("Altama") and the Wellco Group ("Wellco"). Wellco was founded in 1941 and manufactures and sells combat boots, primarily for the United States Military as well as commercial uniform and work boots for a variety of customers. Altama was founded in 1969 and manufactures and sells boots for the United States and international militaries as well as for federal, state and local agencies, military schools, police, uniform shops and Army/Navy retailers. Headquartered in Ashland, Oregon, Massif was founded in 1999 by a group of veteran search and rescue team members and alpine climbers who believed that the options for sanctioned fire resistant protective gear at the time were too limited. Massif is a world leader in supplying flame resistant and high performance outdoor apparel to the military, law enforcement, search and rescue professionals, and the wildland firefighting community. Tactical Intermediate Holdings, Inc., and its affiliates sought Chapter 11 protection in Delaware on July 8, 2014, with plans to quickly sell their assets. Judge Kevin Gross is assigned to the Chapter 11 cases. The Debtors have requested joint administration of the cases under Case No. 14-11659. The Debtors have tapped Klehr Harrison Harvey Branzburg LLP as counsel, FTI Consulting, Inc., as financial advisor, Houlihan Lokey Capital, Inc., as investment banker, and PrimeClerk as claims and noticing agent. Massif Apparel Enterprises LLC, the entity formed by Sun Capital Partners Group V LLC, to serve as stalking horse bid for Massif's assets, is represented by Corey Fox, Esq., Brad Weiland, Esq., and Gregory F. Fesce, Esq., at Kirkland & Ellis LLP. Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed three members to serve in the official committee of unsecured creditors in the Chapter 11 cases of Tactical Intermediate Holdings, Inc., et al. TACTICAL INTERMEDIATE: Taps Klehr Harrison as Counsel ----------------------------------------------------- Tactical Intermediate Holdings, Inc. and its debtor-affiliates seek authorization from the U.S. Bankruptcy Court for the District of Delaware to employ Klehr Harrison Harvey Branzburg LLP as counsel, nunc pro tunc to the July 8, 2014 petition date. The Debtors require Klehr Harrison to: (a) advise the Debtors of their rights, powers and duties as debtors and debtors in possession; (b) take all necessary action to protect and preserve the Debtors' estates, including the prosecution of actions on the Debtors' behalf, the defense of any actions commenced against the Debtors, the negotiation of disputes in which the Debtors are involved and the preparation of objections to claims filed against the Debtors' estates; (c) prepare all necessary motions, applications, answers, orders, reports and papers in connection with the administration of the Debtors' estates; and (d) perform all other necessary legal services in connection with these chapter 11 cases; Klehr Harrison will be paid at these hourly rates: Partners $345-$750 Of Counsel $325-$450 Associates $235-$380 Paraprofessionals $150-$325 Klehr Harrison will also be reimbursed for reasonable out-of- pocket expenses incurred. The Debtors advanced a classic retainer of $635,000 over the course of several weeks to Klehr Harrison in connection with the planning and preparation of the Debtors' chapter 11 filings, the related sale and financing transactions and its proposed representation of the Debtors. Domenic E. Pacitti, partner of Klehr Harrison, 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. Klehr Harrison can be reached at: Domenic E. Pacitti, Esq. KLEHR HARRISON HARVEY BRANZBURG LLP 919 N. Market Street, Suite 1000 Wilmington, DE 19801 Tel: (302) 426-1189 Fax: (302) 426-9193 E-mail: dpacitti@klehr.com About Tactical Intermediate Tactical Intermediate Holdings, Inc., and its affiliates' operations are comprised of two major lines of business -- a footwear line, and a fabric and clothing line, including flame resistant material ("Massif"). Footwear is comprised of the Altama group ("Altama") and the Wellco Group ("Wellco"). Wellco was founded in 1941 and manufactures and sells combat boots, primarily for the United States Military as well as commercial uniform and work boots for a variety of customers. Altama was founded in 1969 and manufactures and sells boots for the United States and international militaries as well as for federal, state and local agencies, military schools, police, uniform shops and Army/Navy retailers. Headquartered in Ashland, Oregon, Massif was founded in 1999 by a group of veteran search and rescue team members and alpine climbers who believed that the options for sanctioned fire resistant protective gear at the time were too limited. Massif is a world leader in supplying flame resistant and high performance outdoor apparel to the military, law enforcement, search and rescue professionals, and the wildland firefighting community. Tactical Intermediate Holdings, Inc., and its affiliates sought Chapter 11 protection in Delaware on July 8, 2014, with plans to quickly sell their assets. Judge Kevin Gross is assigned to the Chapter 11 cases. The Debtors have requested joint administration of the cases under Case No. 14-11659. The Debtors have tapped Klehr Harrison Harvey Branzburg LLP as counsel, FTI Consulting, Inc., as financial advisor, Houlihan Lokey Capital, Inc., as investment banker, and PrimeClerk as claims and noticing agent. Massif Apparel Enterprises LLC, the entity formed by Sun Capital Partners Group V LLC, to serve as stalking horse bid for Massif's assets, is represented by Corey Fox, Esq., Brad Weiland, Esq., and Gregory F. Fesce, Esq., at Kirkland & Ellis LLP. Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed three members to serve in the official committee of unsecured creditors in the Chapter 11 cases of Tactical Intermediate Holdings, Inc., et al. TACTICAL INTERMEDIATE: Hires Prime Clerk as Administrative Advisor ------------------------------------------------------------------ Tactical Intermediate Holdings, Inc. and its debtor-affiliates seek authorization from the U.S. Bankruptcy Court for the District of Delaware to employ Prime Clerk LLC as administrative advisor, nunc pro tunc to the July 8, 2014 petition date. The Debtors require Prime Clerk to: (a) assist with, among other things, solicitation, balloting and tabulation of votes, and prepare any related reports, as required in support of confirmation of a Chapter 11 plan, and in connection with such services, process requests for documents from parties in interest, including, if applicable, brokerage firms, bank back-offices and institutional holders; (b) prepare an official ballot certification and, if necessary, testify in support of the ballot tabulation results; (c) assist with the preparation of the Debtors' schedules of assets and liabilities and statements of financial affairs and gather data in conjunction therewith; (d) provide confidential data room, if requested; (e) manage and coordinate any distributions pursuant to a chapter 11 plan; and (f) provide other processing, solicitation, balloting and other administrative services described in the Engagement Agreement, but not included in the Section 156(c) application, as may be requested from time to time by the Debtors, the Court or the Office of the Clerk of the Bankruptcy Court. Prime Clerk will be paid at these hourly rates: Analyst $32 Technology Consultant $85 Consultant $94 Senior Consultant $125 Director $170 Director of Solicitation $170 Prime Clerk will also be reimbursed for reasonable out-of-pocket expenses incurred. The Debtors will pay Prime Clerk a retainer of $5,000. Michael J. Frishberg, co-president and chief operating officer of Prime Clerk, 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. Prime Clerk can be reached at: Shai Waisman PRIME CLERK LLC 830 3rd Avenue, 9th Floor New York, NY 10022 Tel: (212) 257-5450 E-mail: swaisman@primeclerk.com About Tactical Intermediate Tactical Intermediate Holdings, Inc., and its affiliates' operations are comprised of two major lines of business -- a footwear line, and a fabric and clothing line, including flame resistant material ("Massif"). Footwear is comprised of the Altama group ("Altama") and the Wellco Group ("Wellco"). Wellco was founded in 1941 and manufactures and sells combat boots, primarily for the United States Military as well as commercial uniform and work boots for a variety of customers. Altama was founded in 1969 and manufactures and sells boots for the United States and international militaries as well as for federal, state and local agencies, military schools, police, uniform shops and Army/Navy retailers. Headquartered in Ashland, Oregon, Massif was founded in 1999 by a group of veteran search and rescue team members and alpine climbers who believed that the options for sanctioned fire resistant protective gear at the time were too limited. Massif is a world leader in supplying flame resistant and high performance outdoor apparel to the military, law enforcement, search and rescue professionals, and the wildland firefighting community. Tactical Intermediate Holdings, Inc., and its affiliates sought Chapter 11 protection in Delaware on July 8, 2014, with plans to quickly sell their assets. Judge Kevin Gross is assigned to the Chapter 11 cases. The Debtors have requested joint administration of the cases under Case No. 14-11659. The Debtors have tapped Klehr Harrison Harvey Branzburg LLP as counsel, FTI Consulting, Inc., as financial advisor, Houlihan Lokey Capital, Inc., as investment banker, and PrimeClerk as claims and noticing agent. Massif Apparel Enterprises LLC, the entity formed by Sun Capital Partners Group V LLC, to serve as stalking horse bid for Massif's assets, is represented by Corey Fox, Esq., Brad Weiland, Esq., and Gregory F. Fesce, Esq., at Kirkland & Ellis LLP. Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed three members to serve in the official committee of unsecured creditors in the Chapter 11 cases of Tactical Intermediate Holdings, Inc., et al. TACTICAL INTERMEDIATE: Taps Houlihan Lokey as Financial Advisor --------------------------------------------------------------- Tactical Intermediate Holdings, Inc. and its debtor-affiliates seek authorization from the U.S. Bankruptcy Court for the District of Delaware to employ Houlihan Lokey Capital, Inc. as financial advisor and investment banker, nunc pro tunc to the July 8, 2014 petition date. The Debtors require Houlihan Lokey to: (a) assist in the development and distribution of selected information documents and other materials, including, if appropriate, advising in the preparation of an offering memorandum; (b) assist in evaluation indications of interest and proposals regarding any restructuring, sale or financing transactions from current and potential lenders, equity investors, acquirers and strategic partners; (c) assist with the negotiation of any transactions including participating in negotiations with creditors and other parties involved in any transactions; (d) provide expert advice and testimony regarding financial matters related to a transaction, if necessary; (e) attend meetings of the Debtors' Board of Directors, creditor groups, official constituencies and other interested parties, as the Debtors and Houlihan Lokey mutually agree; and (f) provide other financial advisory and investment banking services as may be required by additional issues and developments not anticipated on the effective date. The Debtors propose to pay Houlihan Lokey the following Fee Structure: -- Initial Fee: upon the execution of this agreement, the Debtors shall pay Houlihan Lokey a one-time non-refundable fee of $100,000 in cash, upon Houlihan Lokey's acceptance of the engagement; -- Progress Payments: beginning 30 dayes from the effective date of the agreement, the Debtors will pay Houlihan Lokey a monthly fee of $100,000 in cash for a period of four months. 100% of the Progress Payments paid to Houlihan Lokey will be credited one-time against the first Transaction Fee paid to Houlihan Lokey; -- Transaction Fee: Houlihan Lokey will be paid: - Financing Transaction Fee. Upon the closing of a Financing Transaction, Houlihan Lokey shall be paid from the gross process of the Financing Transaction a cash fee equal to the greater of $500,000 and the sum of (I) 1.5% of the gross proceeds of any indebtedness raised or committed that is senior to other indebtedness of the Debtors, secured by a first priority lien and unsubordinated, with respect to both lien priority and payment to any other obligations of the Company; (II) 4% of the gross proceeds of any indebtedness raised or committed that is secured by lien is unsecured and is subordinated; and (III) 6% of the gross proceeds of all equity or equity-linked securities placed or committed. - Restructuring Transaction Fee. Upon the earlier to occur of: (I) in the case of an out-of-court Restructuring Transaction the closing of such Restructuring Transaction; and (II) in the case of an in-court Restructuring Transaction, the effective date of a confirmed plan of reorganization or liquidation under Chapter 11 of the Bankruptcy Code, Houlihan Lokey shall earn, and the Company shall promptly pay to Houlihan Lokey, a cash fee of $1,000,000. - Sale Transaction Fee. Upon the closing of each Sale Transaction, Houlihan Lokey shall earn, the Debtors shall pay immediately and directly from the gross proceeds of such Sale Transaction, a cash fee based upon AGC, calculated as follows: (i) for AGC up to the amount outstanding under the Company's Senior Credit Facility immediately prior to the closing of such Sale Transaction, $1,000,000, plus (ii) for AGC in excess of the Initial Threshold up to an amount that is $5 million in excess of the Initial Threshold, 3% of such incremental AGC, plus (iii) for AGC in excess of the Initial Threshold plus $5million, 6% of such incremental AGC. If more than one Sale Transaction is consummated, Houlihan Lokey shall be compensated based on the AGC from all Sale Transactions, calculated in the manner set forth above; for the second and each subsequent Sale Transaction, the Minimun Sale Transaction Fee shall be $250,000. Houlihan Lokey will also be reimbursed for reasonable out-of- pocket expenses incurred. On May 22, 2014, Houlihan Lokey received a retainer payment in the amount of $3,000 and on June 27, 2014 received a retainer payment in the amount of $5,000, of which $7,578.58 was applied prior to the petition date on pre-petition date fees and expenses. The balance of the retainer as of the petition date was $421.42. D. Reid Snellenbarger, managing director of Houlihan Lokey, 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. Houlihan Lokey can be reached at: D. Reid Snellenbarger HOULIHAN LOKEY CAPITAL, INC. 123 N Wacker Dr Ste 400 Chicago, IL 60606-1746 Tel: (312) 456-4722 Fax: (312) 346-0951 E-mail: rsnellenbarger@hl.com About Tactical Intermediate Tactical Intermediate Holdings, Inc., and its affiliates' operations are comprised of two major lines of business -- a footwear line, and a fabric and clothing line, including flame resistant material ("Massif"). Footwear is comprised of the Altama group ("Altama") and the Wellco Group ("Wellco"). Wellco was founded in 1941 and manufactures and sells combat boots, primarily for the United States Military as well as commercial uniform and work boots for a variety of customers. Altama was founded in 1969 and manufactures and sells boots for the United States and international militaries as well as for federal, state and local agencies, military schools, police, uniform shops and Army/Navy retailers. Headquartered in Ashland, Oregon, Massif was founded in 1999 by a group of veteran search and rescue team members and alpine climbers who believed that the options for sanctioned fire resistant protective gear at the time were too limited. Massif is a world leader in supplying flame resistant and high performance outdoor apparel to the military, law enforcement, search and rescue professionals, and the wildland firefighting community. Tactical Intermediate Holdings, Inc., and its affiliates sought Chapter 11 protection in Delaware on July 8, 2014, with plans to quickly sell their assets. Judge Kevin Gross is assigned to the Chapter 11 cases. The Debtors have requested joint administration of the cases under Case No. 14-11659. The Debtors have tapped Klehr Harrison Harvey Branzburg LLP as counsel, FTI Consulting, Inc., as financial advisor, Houlihan Lokey Capital, Inc., as investment banker, and PrimeClerk as claims and noticing agent. Massif Apparel Enterprises LLC, the entity formed by Sun Capital Partners Group V LLC, to serve as stalking horse bid for Massif's assets, is represented by Corey Fox, Esq., Brad Weiland, Esq., and Gregory F. Fesce, Esq., at Kirkland & Ellis LLP. Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed three members to serve in the official committee of unsecured creditors in the Chapter 11 cases of Tactical Intermediate Holdings, Inc., et al. TACTICAL INTERMEDIATE: Taps FTI Consulting to Provide CRO --------------------------------------------------------- Tactical Intermediate Holdings, Inc. and its debtor-affiliates seek authorization from the U.S. Bankruptcy Court for the District of Delaware to employ FTI Consulting, Inc. to provide Carlin Andrianopoli as chief restructuring officer, nunc pro tunc to the July 8, 2014 petition date. FTI will assign Mr. Adrianopoli to serve as the Debtors' CRO and assign the temporary employees to perform other services required of FTI. Mr. Adrianopoli will perform the ordinary course duties as the Debtors' CRO, including, but not limited to, providing daily leadership to the employees of the Debtors on restructuring matters and activities related to these Chapter 11 cases. Mt. Adrianopoli and the temporary employees will provide the following services, amont others, to the Debtors: (a) cash management and financial projections; (b) situational assessment; (c) restructuring and bankruptcy advisory assistance; and (d) interim management services. FTI will be paid at these hourly rates: Senior Managing Directors $800-$925 Managing Directors $695-$750 Senior Directors $665-$685 Directors $580-$660 Senior Consultants $430-$520 Consultants $300-$380 Fees for Mr. Adrianopoli to perform his duties as CRO will be billed at flat monthly rate of $100,000 for each full month during which the Debtors are in bankruptcy and Mr. Adrianopoli is engaged as CRO. Fees for services rendered by Mr. Adrianopoli in performance of his duties as CRO after Aug. 31, 2014 will be billed based upon the time incurred providing the services, multiplied by his hourly rate of $925. FTI will also be reimbursed for reasonable out-of-pocket expenses incurred. Prior to the petition date, FTI received $25,000 retainer from the Debtors, which funds were applied to FTI's professional fees, charges and reimbursable expenses incurred pre-petition. The entire retainer was exhausted pre-petition. The Debtors paid FTI approximately $3,471,606.68 for pre-petition fees and reimbursable expenses incurred since February 2012. Mr. Adrianopoli, senior managing director of FTI, 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. FTI can be reached at: Carlin Adrianopoli FTI CONSULTING, INC. 227 West Monroe Street, Suite 900 Chicago, IL 60606 Tel: +1 (312) 759-8100 Fax: +1 (312) 759-8119 E-mail: carlin.adrianopoli@fticonsulting.com About Tactical Intermediate Tactical Intermediate Holdings, Inc., and its affiliates' operations are comprised of two major lines of business -- a footwear line, and a fabric and clothing line, including flame resistant material ("Massif"). Footwear is comprised of the Altama group ("Altama") and the Wellco Group ("Wellco"). Wellco was founded in 1941 and manufactures and sells combat boots, primarily for the United States Military as well as commercial uniform and work boots for a variety of customers. Altama was founded in 1969 and manufactures and sells boots for the United States and international militaries as well as for federal, state and local agencies, military schools, police, uniform shops and Army/Navy retailers. Headquartered in Ashland, Oregon, Massif was founded in 1999 by a group of veteran search and rescue team members and alpine climbers who believed that the options for sanctioned fire resistant protective gear at the time were too limited. Massif is a world leader in supplying flame resistant and high performance outdoor apparel to the military, law enforcement, search and rescue professionals, and the wildland firefighting community. Tactical Intermediate Holdings, Inc., and its affiliates sought Chapter 11 protection in Delaware on July 8, 2014, with plans to quickly sell their assets. Judge Kevin Gross is assigned to the Chapter 11 cases. The Debtors have requested joint administration of the cases under Case No. 14-11659. The Debtors have tapped Klehr Harrison Harvey Branzburg LLP as counsel, FTI Consulting, Inc., as financial advisor, Houlihan Lokey Capital, Inc., as investment banker, and PrimeClerk as claims and noticing agent. Massif Apparel Enterprises LLC, the entity formed by Sun Capital Partners Group V LLC, to serve as stalking horse bid for Massif's assets, is represented by Corey Fox, Esq., Brad Weiland, Esq., and Gregory F. Fesce, Esq., at Kirkland & Ellis LLP. Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed three members to serve in the official committee of unsecured creditors in the Chapter 11 cases of Tactical Intermediate Holdings, Inc., et al. TAYLOR BEAN: Bank of America Settles Bankruptcy Case for $26.4M --------------------------------------------------------------- John Pacenti, writing for Daily Business Review, reported that Bank of America will hand over $26.4 million in mortgage loans to the bankruptcy liquidation trustee for defunct Taylor, Bean & Whitaker Mortgage Corp. According to the report, the settlement with Bank of America calls for the trust to pay $10.3 million and receive the $26 million mortgage pool. About Taylor Bean Taylor, Bean & Whitaker Mortgage Corp. grew from a small Ocala- based mortgage broker to become one of the largest mortgage bankers in the United States. In 2009, Taylor Bean was the country's third largest direct-endorsement lender of FHA-insured loans of the largest wholesale mortgage lenders and issuer of mortgage backed securities. It also managed a combined mortgage servicing portfolio of approximately $80 billion. The company employed more than 2,000 people in offices located throughout the United States. Taylor Bean sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 09-07047) on Aug. 24, 2009. Taylor Bean filed the Chapter 11 petition three weeks after federal investigators searched its offices. The day following the search, the Federal Housing Administration, Ginnie Mae and Freddie Mac prohibited the company from issuing new mortgages and terminated servicing rights. Taylor Bean estimated more than $1 billion in both assets and liabilities in its bankruptcy petition. Lee Farkas, the former chairman, was sentenced in June to 30 years in federal prison after being convicted on 14 counts of conspiracy and bank, wire and securities fraud in what prosecutors said was a $3 billion scheme involving fake mortgage assets. Jeffrey W. Kelly, Esq., and J. David Dantzler, Jr., Esq., at Troutman Sanders LLP, in Atlanta, Ga., and Russel M. Blain, Esq., and Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA, in Tampa, Fla., represent the Debtors. Paul Steven Singerman, Esq., and Arthur J. Spector, Esq., at Berger Singerman PA, in Miami, Fla., represent the Committee. BMC Group, Inc., serves as the claims and noticing agent. Unsecured creditors were expected to receive 3.3% to 4.4% under a Chapter 11 plan approved in July 2011. THERAPEUTICSMD INC: Files Updated Business Disclosure ----------------------------------------------------- TherapeuticsMD, Inc., on July 30, 2014, filed a prospectus supplement with the U.S. Securities and Exchange Commission under its effective shelf registration statements on Form S-3 pursuant to Rule 424 promulgated under the Securities Act of 1933, as amended. The Prospectus contains certain updated disclosures regarding the Company's business. The Company expects to report net revenues of between $3.5 million and $3.9 million for the three months ended June 30, 2014, compared to $2.1 million for the three months ended June 30, 2013. The Company expects to report a net loss of between $(10.5) million and $(11.3) million for the three months ended June 30, 2014, compared to a net loss of $(6.0) million for the three months ended June 30, 2013. "We have incurred recurring net losses, including net losses of $28 million, $35 million, and $13 million for the years ended December 31, 2013, 2012 and 2011, respectively. As of March 31, 2014, we had an accumulated deficit of approximately $90 million. We have generated limited revenue and have funded our operations to date primarily from public and private sales of equity and private sales of debt securities. We expect to incur substantial additional losses over the next several years as our research, development and clinical trial activities increase, especially those related to our hormone therapy drug candidates. As a result, we may never achieve or maintain profitability unless we successfully commercialize our products, in particular, our hormone therapy drug candidates. If we are unable to make required payments under any of our obligations for any reason, our creditors may take actions to collect their debts, including foreclosing on property of VitaMedMD that collateralizes our obligations. If we continue to incur substantial losses and are unable to secure additional financing, we could be forced to discontinue or curtail our business operations, sell assets at unfavorable prices, refinance existing debt obligations on terms unfavorable to us, or merge, consolidate, or combine with a company with greater financial resources in a transaction that might be unfavorable to us," the Company stated in the filing. A full-text copy of the regulatory filing is available at: http://is.gd/1FPMb7 About TherapeuticsMD Boca Raton, Florida-based TherapeuticsMD, Inc. (OTC QB: TXMD) is a women's healthcare product company focused on creating and commercializing products targeted exclusively for women. The Company currently manufactures and distributes branded and generic prescription prenatal vitamins as well as over-the-counter vitamins and cosmetics. The Company is currently focused on conducting the clinical trials necessary for regulatory approval and commercialization of advanced hormone therapy pharmaceutical products designed to alleviate the symptoms of and reduce the health risks resulting from menopause-related hormone deficiencies. TherapeuticsMD reported a net loss of $28.41 million in 2013, a net loss of $35.12 million in 2012, and a net loss of $12.9 million in 2011. The Company's balance sheet at March 31, 2014, showed $53.56 million in total assets, $6.81 million in total liabilities and $46.75 million in total stockholders' equity. TRIGEANT HOLDINGS: Case Summary & Largest Unsecured Creditors ------------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Trigeant Holdings, Ltd. 14-29027 3020 North Military Trail, Ste. 100 Boca Raton, FL 33431 Trigeant, LLC 14-29030 3020 North Military Trail, Ste. 100 Boca Raton, FL 33431 Chapter 11 Petition Date: August 25, 2014 Court: United States Bankruptcy Court Southern District of Florida (West Palm Beach) Judge: Hon. Paul G. Hyman, Jr. Debtors' Counsel: Jordi Guso, Esq. BERGER SINGERMAN LLP 1450 Brickell Ave #1900 Miami, FL 33131 Tel: (305) 755-9500 Fax: 305.714.4340 Email: jguso@bergersingerman.com Estimated Estimated Assets Liabilities ------------ ------------ Trigeant Holdings, Ltd. $50MM-$100MM $50MM-$100MM Trigeant, LLC $1MM-$10MM $10MM-$50MM The petitions were signed by Harry Sargeant II, mgr of Trigeant Holdings, LLC, GP of Trigeant Holdings, Ltd. List of Trigeant Holdings's five Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Hartline, Dacus, Barger, et al. $57,863 Crowell & Moring LLP $29,283 Grant Thornton, LLP $28,344 Whiteford, Taylor & Preston LLP $25,317 Davis & Co. $12,533 List of Trigeant, LLC's 12 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Texas Asphalt Refining Company, $4,100,000 LLC c/o David M. Toblan, Esq. Oldcastle Law Group 900 Ashwood Pkwy, Ste. 700, Atlanta, GA 30338-4780 Bay Ltd. $1,334,124 P.O. Box 9908 Corpus Christi, TX 78469-9908 Cameron-McKinney, LLC $211,032 Reliant Energy $55,750 Cunningham Law Group $46,962 Merill Communications, LLC $15,868 Corpus Christi Area Oil Spill Control $5,000 Message Labs, Inc. $1,094 Direct Energy Business $843 City of Corpus Christi $750 Travieso Evans Arria Rengel & Paz $57 Odfjell Tankers AS Unknown UNITED BANCSHARES: Files Q2 Form 10Q, Raises Going Concern Doubt ---------------------------------------------------------------- United Bancshares, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $202,946 on $700,134 of total interest income for the three months ended June 30, 2014, as compared with net income of $95,977 on $700,383 of total interest income for the same period in 2013. For the six months ended June 30, 2014, the Company reported a net loss of $424,199 on $1.41 million of total interest income as compared with a net loss of $242,810 on $1.41 million of total interest income for the same period last year. As of June 30, 2014, the Company had $59.63 million in total assets, $56.59 million in total liabilities and $3.04 million in total shareholders' equity. "The Bank has entered into Consent Orders with the FDIC and the Department which, among other provisions, require the Bank to increase its tier one leverage capital ratio to 8.5% and its total risk based capital ratio to 12.5%. As of June 30, 2014, the Bank's tier one leverage capital ratio was 5.12% and its total risk based capital ratio was 9.23%. The Bank's failure to comply with the terms of the Consent Orders could result in additional regulatory supervision and/or actions. The ability of the Bank to continue as a going concern is dependent on many factors, including achieving required capital levels, earnings and fully complying with the Consent Orders. The Consent Orders raise substantial doubt about the Bank's ability to continue as a going concern," the Company said in the Report. A full-text copy of the Form 10-Q is available for free at: http://is.gd/9CB5XM About United Bancshares Located in Philadelphia, Pennsylvania, United Bancshares, Inc., is an African American controlled and managed bank holding company for United Bank of Philadelphia, a commercial bank chartered in 1992 by the Commonwealth of Pennsylvania, Department of Banking. United Bancshares reported a net loss of $668,898 on $2.89 million of total interest income for the year ended Dec. 31, 2013, as compared with a net loss of $1.01 million on $3.08 million of total interest income in 2012. McGladrey LLP, in Blue Bell, Pennsylvania, 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 regulatory capital amounts and ratios are below the required levels stipulated with Consent Orders between the Company and its regulators under the regulatory framework for prompt corrective action. Failure to meet the capital requirements exposes the Company to regulatory sanctions that may include restrictions on operations and growth, mandatory asset disposition, and seizure of the Company. These matters raise substantial doubt about the ability of the Company to continue as a going concern. UNITEK GLOBAL: Moody's Alters Outlook to Neg. & Affirms Caa2 CFR ---------------------------------------------------------------- Moody's Investors Service changed UniTek Global Services, Inc.'s outlook to negative from stable due to the company's lower than anticipated operating performance during the first half of 2014 and uncertainty regarding its near-term covenant compliance. UniTek's Corporate Family Rating ("CFR") and Probability of Default ratings were affirmed at Caa2 and Caa2-PD, respectively. Concurrently, the rating on the company's $135 million term loan due 2018 was affirmed at Caa2. In addition, the company's Speculative Grade Liquidity rating of SGL-4 was affirmed, denoting a weak liquidity profile. The change in outlook is driven by the company's lower than expected operating performance during the first half of 2014. For the six months ended June 28, 2014, the company's Form NT 10-Q filing reported lower expected revenues and "substantially higher" net losses to be reported for the period ended June 28, 2014 versus the corresponding period last year. The company concurrently filed an 8-K stating that both the company's revolving credit and term loan lenders have agreed to forbear from taking action relative to certain existing and future defaults in the company's revolver and term loan agreements. Per the August 8-k filings, the Forbearance Agreements provide for a standstill period in respect of certain Events of Default through the earlier of September 15, 2014 or other events outlined in the 8-K. The company also amended both facilities to accommodate the addition of lenders, on a Last Out basis, to the company's revolving credit facility providing $5 million of additional funding under the revolving credit. The company's Form NT 10-Q filing indicated that the company's financials for the quarter ended June 28 have been delayed due to matters related to the forbearance agreements. The filing states that the forbearance and additional liquidity under the revolver was meant to allow for additional time for the company to address its capital structure. Ratings affirmed: Corporate family rating, at Caa2 Probability of default rating, at Caa2-PD $135 million term loan due 2018, at Caa2 (LGD-4) Speculative grade liquidity rating, at SGL-4 Outlook, changed to Negative from Stable Ratings Rationale UniTek's Caa2 CFR continues to reflect the company's high interest burden, lower revenue contribution expected from a contract with AT&T (it's second largest customer) that expires this month as well as the continued need to address internal control weaknesses over financial reporting as cited in the company's 2013 10-K filing. The expiring contract with AT&T accounted for 17.8% of revenues in 2013. In addition, there continues to be uncertainty regarding longer-term revenue and earnings performance, particularly given lower than expected revenue contribution from AT&T. The ratings are supported by the company's established market position and blue-chip customer base. Longer term, outsourcing trends should expand UniTek's market opportunities, however relatively low entry barriers and execution risks are factors that have also been considered in the ratings. The ratings also reflect the company's weak liquidity position primarily due to aggressive covenant step-downs that the company must meet through the remainder of the year to be in compliance with its bank agreement financial maintenance covenants and very high interest costs on its debt. The company's SGL-4 liquidity rating is characterized by uncertainty regarding the company's current compliance with covenants and required step-downs in the covenants through the year. In addition, the company relies on its $75 million revolving credit facility that is constrained by its borrowing base levels that totaled $63.7 million at March 31, 2014. Of note, the company did receive an additional $5 million of funding through additional lenders under the company's revolving credit facility as part of the August 2014 amendments. Although free cash flow generation could improve over the next twelve months, it is not likely to be sufficient to fund all its liquidity needs without relying on its asset-based revolver. Virtually all assets are secured by the company's debt facilities. The negative outlook reflects the potential for continued weakening financial performance over the near term due to the loss of the AT&T contract and uncertainty as to whether the company can refinance its bank credit agreement on more favorable terms. An upgrade and/or change in outlook would likely be predicated on UniTek meaningfully improving operating performance, addressing internal control weaknesses and/or entering into a refinancing to loosen financial maintenance covenants and address its high interest expense. Quantitatively, ratings could be upgraded if EBIT/interest were to reach and be sustained at 1.0 times, debt/EBITDA continues to stay below 6.0 times (4.9 times at LTM March 31, 2014) while generating positive free cash flow. Ratings could be downgraded if the company's liquidity position or credit metrics deteriorate leading to an increased expectation for a default or distressed exchange. The principal methodology used in this rating was the Global Business & Consumer Service Industry Rating Methodology published in October 2010. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. UniTek Global Services, Inc. ("UniTek"), based in Blue Bell, Pennsylvania, provides fulfillment and infrastructure services to media and telecommunication companies in the United States and Canada. Revenues for the last twelve month period ended June 28, 2014 totaled $407 million. URANIUM ONE: Moody's Affirms Ba3 CFR & Revises Outlook to Neg. -------------------------------------------------------------- Moody's Investors Service revised the rating outlooks of Uranium One Inc. ("U1") and its subsidiary, Uranium One Investments Inc. ("Investments") to negative from stable. Moody's also affirmed U1's Ba3 Corporate Family rating (CFR), Ba3-PD Probability of Default rating and SGL-3 speculative grade liquidity rating and Investment's Ba3 (LGD3) senior secured rating. Outlook Actions: Issuers: Uranium One Inc. and Uranium One Investments Inc. Outlook, Changed To Negative From Stable Affirmations: Issuer: Uranium One Inc. Corporate Family Rating, Affirmed Ba3 Probability of Default Rating, Affirmed Ba3-PD Speculative Grade Liquidity Rating, Affirmed SGL-3 Issuer: Uranium One Investments Inc. US$300 million Senior Secured Regular Bond/Debenture Dec 13, 2018, Affirmed Ba3 (LGD3) Ratings Rationale The change in U1's outlook to negative is primarily driven by the company's deteriorating cash flows due to the weaker than expected price of uranium. While the price of uranium has recently improved, and Moody's expects this trend will continue, prices could persist at levels insufficient to restore U1's financial leverage to an acceptable level for its rating for some time. The outlook change also captures uncertainties associated with the recent loss of subsoil rights at a couple of its joint ventures in Kazakhstan pursuant to a court order. While the company expects new subsoil use rights will be issued by October 28, 2014, and its partner has signed agreements meant to ensure that the economics of the joint ventures are not impacted in the interim, Moody's views the company's risks as elevated until the issues are formally resolved. Moody's regards U1 as a government-related issuer (GRI). In accordance with Moody's GRI rating methodology, the CFR rating of U1 incorporates 2 notches of uplift from its standalone credit quality measured by a Baseline Credit Assessment (BCA) of 15 (on a scale of 1 to 21, which is also expressed as b2 and corresponds to a B2 rating on Moody's global long-term rating scale). The uplift to the BCA is driven by the credit quality of the Russian government (Baa1, negative outlook), which indirectly owns 100% of the company's shares through Rosatom State Atomic Energy Corp. ("Rosatom"), and Moody's assessment of strong probability of state support in the event of financial distress, as well as high default dependence between the company and the government. U1's BCA of 15 is constrained by its relatively small scale, exposure to volatile spot Uranium (U3O8) pricing, the short proven reserve life of its mines and opacity arising from its complex organizational structure as well as a reliance on dividends from joint ventures in Kazakhstan (Baa2, positive), for which unanimous owner approval is required. The rating benefits from U1's good cash position, lack of material near term debt maturities, and its low cost mines, which Moody's expects will allow the company's operations to remain modestly free cash flow positive even at the current uranium price (US$31/lb). U1's leverage however is currently very high for the rating and Moody's believes the company's leverage will remain above 5x by the end of 2015 assuming a modest increase in the uranium price and attributable production levels. The negative rating outlook reflects the company's high leverage due to the relatively weak uranium price and uncertainties associated with the loss of subsoil rights at two of its joint ventures in Kazakhstan. U1's CFR could be upgraded if Moody's gained confidence that the price of uranium would recover towards $50/ pound and the company increased its geographic diversity. U1's CFR could be downgraded if Moody's expected U1's leverage to be sustained above 4.5x, if the company's liquidity became strained or if the company were unable to formally resolve the subsoil rights issue at its two joint ventures within the next several months. The principal methodology used in this rating was the Global Mining Industry Methodology published in August 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 and the Government-Related Issuers methodology published in July 2010. Uranium One produces uranium (U3O8), primarily from five joint ventures (6 mines) in Kazakhstan. The company is indirectly 100%- owned by Rosatom State Atomic Energy Corp., which in turn is owned by the Russian Government. Attributable revenues for the twelve months ended June 30, 2014 were about $625 million. VERITEQ CORP: Delays Form 10-Q for Second Quarter ------------------------------------------------- VeriTeQ Corporation was unable to file its quarterly report on Form 10-Q for the quarter ended June 30, 2014, within the prescribed time because of the additional time required to determine the proper accounting for numerous financing related transactions that have occurred during the period, according to a regulatory filing with the U.S. Securities and Exchange Commission. "These transactions are complex and require significant review and valuation. As soon as the proper accounting is completed, the Company intends to file its Form 10-Q. The Company expects that to be on or about August 19, 2014," the Company said. About VeriTeQ VeriTeQ (formerly known as Digital Angel Corporation) develops innovative, proprietary RFID technologies for implantable medical device identification, and dosimeter technologies for use in radiation therapy treatment. VeriTeQ offers the world's first FDA cleared RFID microchip technology that can be used to identify implantable medical devices, in vivo, on demand, at the point of care. VeriTeQ's dosimeters provide patient safety mechanisms while measuring and recording the dose of radiation delivered to a patient in real time. For more information on VeriTeQ, please visit www.veriteqcorp.com . Veriteq Corporation reported a net loss of $15.07 million on $18,000 of sales for the year ended Dec. 31, 2013, as compared with a net loss of $1.60 million on $0 of sales for the year ended Dec. 31, 2012. As of March 31, 2014, the Company had $7.97 million in total assets, $15.19 million in total liabilities and a $7.21 million total stockholders' deficit. EisnerAmper LLP, in New York, 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 net losses, and at Dec. 31, 2013, had negative working capital and a stockholders' deficit. These events and conditions raise substantial doubt about the Company's ability to continue as a going concern. WEST CORP: Posts $47.7 Million Net Income in Second Quarter ----------------------------------------------------------- West Corporation reported net income of $47.75 million on $691.06 million of revenue for the three months ended June 30, 2014, as compared with net income of $43.66 million on $672.69 million of revenue for the same period in 2013. For the six months ended June 30, 2014, the Company reported net income of $94.03 million on $1.36 billion of revenue as compared with net income of $46.72 million on $1.33 billion of revenue for the same period in 2013. The Company's balance sheet at June 30, 2014, showed $3.87 billion in total assets, $4.54 billion in total liabilities and a $672.74 million stockholders' deficit. "We delivered another quarter of growth in revenue, earnings per share and cash from operations, while closing two strategic acquisitions that will help drive future growth," said Tom Barker, chairman and chief executive officer of West Corporation. "We also took a number of steps to reduce our interest expense which will contribute to further improvement in profitability next year." At June 30, 2014, West Corporation had cash and cash equivalents totaling $159.7 million and working capital of $264.3 million. Net interest expense was $48.4 million during the three months ended June 30, 2014 compared to $57.2 million during the comparable period the prior year. A full-text copy of the press release is available for free at: http://is.gd/igNa6g About West Corporation West Corporation is a global provider of communication and network infrastructure solutions. West helps manage or support essential enterprise communications with services that include conferencing and collaboration, public safety services, IP communications, interactive services such as automated notifications, large-scale agent services and telecom services. West Corp posted net income of $143.20 million in 2013 as compared with net income of $125.54 million in 2012. Bankruptcy Warning "If we cannot make scheduled payments on our debt, we will be in default, and as a result: * our debt holders could declare all outstanding principal and interest to be due and payable; * the lenders under our Senior Secured Credit Facilities could terminate their commitments to lend us money and foreclose against the assets securing our borrowings; and * we could be forced into bankruptcy or liquidation," the Company said in its quarterly report for the period ended March 31, 2014. * * * As reported by the TCR on June 21, 2013, Standard & Poor's Ratings Services raised its corporate credit rating on Omaha, Neb.-based business process outsourcer West Corp. to 'BB-' from 'B+'. The upgrade reflects Standard & Poor's view that lower debt leverage and a less aggressive financial policy will strengthen the company's financial profile. In the April 4, 2013, edition of the TCR, Moody's Investor Service upgraded West Corporation's Corporate Family Rating to B1 from B2. "The CFR upgrade to B1 reflects West's shift to a more conservative capital structure and financial policies as a publicly owned company," stated Moody's analyst Suzanne Wingo. WESTMORELAND COAL: Incurs $63.4-Mil. Net Loss in Second Quarter --------------------------------------------------------------- Westmoreland Coal Company filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss applicable to common shareholders of $63.36 million on $287.95 million of revenues for the three months ended June 30, 2014, as compared with a net loss applicable to common shareholders of $622,000 on $162.49 million of revenue for the same period last year. For the six months ended June 30, 2014, the Company reported a net loss applicable to common shareholders of $82.65 million on $468.15 million of revenues as compared with a net loss applicable to common shareholders of $3.34 million on $323.94 million of revenues for the same period in 2013. As of June 30, 2014, the Company had $1.58 billion in total assets, $1.84 billion in total liabilities and a $260.64 million total shareholders' deficit. "As previously announced, we are ahead of schedule in transitioning the Canadian operations onto Westmoreland's platform," said Keith E. Alessi, Westmoreland's CEO. "We have moved swiftly to streamline the organization, both in the United States and in Canada, and have been integrating and standardizing administrative functions. Operationally, we have begun the process of optimizing equipment utilization and we have reduced capital spending in the Canadian operation to reflect the Westmoreland philosophy of extending useful lives of equipment through superior maintenance." "The adjusted EBITDA for the quarter is reflective of our progress and we are pleased with the results in comparison with 2013, especially when considering that the current quarter had ROVA's annual maintenance outage and additionally did not benefit from the Indian Coal Tax Credit. "Many of the large, one time, accounting charges recorded during the quarter related to the refinancing of debt concurrent with the acquisition, fees, severance costs related to the streamlining initiatives, and non-cash derivative based losses. "We are reaffirming our recently increased guidance for the full year of an adjusted EBITDA range of $172 million to $190 million. "I am especially grateful for the efforts of all of our associates, on both sides of the border, who have embraced the challenge of bringing the two operations together. They have done so with enthusiasm, professionalism and a sense of urgency while maintaining an exemplary safety record. I could not be more proud of them and look forward to continuing to work with them as we further drive efficiencies." A full-text copy of the Form 10-Q is available for free at: http://is.gd/zeLBQJ On July 25, 2014, the Company hosted a conference call with investors to discuss the Company's financial and operating results for the second quarter ended June 30, 2014. The conference call was made available to the public via conference call and webcast. The transcript of the conference call is available for free at: http://is.gd/DUzP7g About Westmoreland Coal Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest independent coal company in the United States. The Company's coal operations include coal mining in the Powder River Basin in Montana and lignite mining operations in Montana, North Dakota and Texas. Its power operations include ownership of the two-unit ROVA coal-fired power plant in North Carolina. Westmoreland Coal incurred a net loss applicable to common shareholders of $6.05 million in 2013, a net loss applicable to common shareholders of $8.58 million in 2012 and a net loss applicable to common shareholders of $34.46 million in 2011. * * * As reported by the TCR on Nov. 6, 2012, Standard & Poor's Ratings Services raised its corporate credit rating on Englewood, Co.-based Westmoreland Coal Co. (WLB). to 'B-' from 'CCC+'. "The upgrade reflects our view that WLB is less vulnerable to default after successfully negotiating less restrictive covenant requirements for an unrated $110 million term loan due 2018," said credit analyst Gayle Bowerman. "Our assessment of WLB's business risk profile as 'vulnerable' and financial risk profile as 'highly leveraged' are unchanged. We also revised our liquidity score to 'adequate' based on the covenant relief and additional liquidity provided under the company's new $20 million asset-based loan (ABL) facility from 'less than adequate'." Westmoreland Coal carries a Caa1 corporate family rating from Moody's Investors Service. WINDSOR PETROLEUM: Files Ch. 11 Plan & Disclosure Statement ----------------------------------------------------------- Windsor Petroleum Transport Corporation, et al., filed with the U.S. Bankruptcy Court for the District of Delaware a plan of reorganization and accompanying disclosure statement premised on a restructuring support agreement negotiated with bondholders who hold more than 70% of the Company's 7.84% secured notes in a principal amount of $188,590,000 as of the Petition Date. The key components of the Plan are as follows: * Holders of Allowed General Unsecured Claims, including Allowed Claims of trade vendors, suppliers, customers and charterers, will not be affected by the filing of the bankruptcy cases and, to the extent those Claims have not been paid in full in the ordinary course of business during the pendency of the Chapter 11 Cases, the Claims will be reinstated and left unimpaired under the Plan. General Unsecured Claims are estimated to total $2,975,000. * Holders of all Allowed Administrative Claims, Priority Tax Claims, statutory fees, Other Priority Claims and Other Secured Claims will receive payment in full, in Cash. * All Claims under the Secured Notes Indenture will be converted into 100% of the ownership units of New Holdco. A full-text copy of the Disclosure Statement dated Aug. 25, 2014, is available at http://bankrupt.com/misc/WINDSORds0825.pdf About Windsor Petroleum Transport Corporation Windsor Petroleum Transport Corporation and several of its subsidiaries and related entities on July 14, 2014, filed for reorganization under Chapter 11 of the U.S. Bankruptcy Code in the United States Bankruptcy Court in Wilmington, Delaware (Lead Case No. 14-11708). The Debtors' counsel is Pauline K. Morgan, Esq., at Young Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware. The Debtors' crisis managers come from AMA Capital, while their chief restructuring officer is Paul J. Leand, Jr. The U.S. Trustee notified the Bankruptcy Court that it was unable to appoint an official committee of unsecured creditors. WORLD SURVEILLANCE: Wayne Jackson Appointed as Director ------------------------------------------------------- At the Annual Meeting of the holders of common stock of World Surveillance Group Inc. held on July 29, 2014, the shareholders elected Wayne P. Jackson as director, approved on an advisory basis the compensation of the Company's executives and ratified the appointment of Rosen Seymour Shapss Martin & Company LLP, as the Company's independent registered public accounting firm. Following the formal business of the 2014 Annual Meeting, Drew West, the Company's Chairman of the Board, provided certain management discussion points regarding the Company. Mr. West said that he and the Company's management have agreed on the following priorities in order of priority for the next year: 1. Financial responsibility 2. Continued growth of GTC 3. Rapid development of the Company's airship division 4. New technologies and new opportunities A full-text copy fo the Management Discussion Points is available for free at http://is.gd/BQ4mB5 About World Surveillance World Surveillance Group Inc. designs, develops, markets and sells autonomous lighter-than-air (LTA) unmanned aerial vehicles (UAVs) capable of carrying payloads that provide persistent security and/or wireless communication from air to ground solutions at low, mid and high altitudes. The Company's airships, when integrated with electronics systems and other high technology payloads, are designed for use by government-related and commercial entities that require real-time intelligence, surveillance and reconnaissance or communications support for military, homeland defense, border control, drug interdiction, natural disaster relief and maritime missions. The Company is headquartered at the Kennedy Space Center, in Florida. World Surveillance reported a net loss of $3.41 million on $558,574 of net revenues for the year ended Dec. 31, 2013, as compared with a net loss of $3.36 million on $272,201 of net revenues for the year ended Dec. 31, 2012. The Company's balance sheet at March 31, 2014, showed $3.49 million in total assets, $17.33 million in total liabilities, all current, and a $13.84 million total stockholders' deficit. Rosen Seymour Shapss Martin & Company LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has experienced significant losses and negative cash flows, resulting in decreased capital and increased accumulated deficits. These conditions raise substantial doubt about its ability to continue as a going concern. Bankruptcy Warning "Our indebtedness at December 31, 2013 was $16,958,374. A portion of such indebtedness reflects judicial judgments against us that could result in liens being placed on our bank accounts or assets. We are continuing to review our ability to reduce this debt level due to the age and/or settlement of certain payables but we may not be able to do so. This level of indebtedness could, among other things: * make it difficult for us to make payments on this debt and other obligations; * make it difficult for us to obtain future financing; * require us to redirect significant amounts of cash from operations to servicing the debt; * require us to take measures such as the reduction in scale of our operations that might hurt our future performance in order to satisfy our debt obligations; and * make us more vulnerable to bankruptcy or an unwanted acquisition on terms unsatisfactory to us," the Company said in the Annual Report for the year ended Dec. 31, 2013. WPCS INTERNATIONAL: Reports $11.2-Mil. Net Loss in Fiscal 2014 -------------------------------------------------------------- WPCS International Incorporated filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss attributable to common shareholders of $11.16 million on $21.26 million of revenue for the year ended April 30, 2014, as compared with a net loss attributable to common shareholders of $6.91 million on $24.77 million of revenue for the year ended April 30, 2013. For the three months ended April 30, 2014, the Company reported a net loss attributable to common shareholders of $1.21 million on $6.23 million of revenue as compared with a net loss attributable to the Company of $6.18 million on $4.96 million of revenue for the same period in 2013. As of April 30, 2014, the Company had $22.02 million in total assets, $16.05 million in total liabilities and $5.96 million in total equity. Marcum LLP, in New York, NY, issued a "going concern" qualification on the consolidated financial statements for the year ended April 30, 2014. The independent auditing firm noted that the Company has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. Sebastian Giordano, interim CEO of WPCS, commented, "We are pleased with our revenue growth for the three months and full year period ended April 30, 2014. Accounting for the strategic reduction of our unprofitable Trenton Operations during both periods, revenue on a period-over-period basis for the three month period increased approximately 47% and for the full year approximately 34%. Also worth noting is the improvement to our balance sheet. As of April 30, 2014 we had $2.2 million in cash and shareholders' equity of $6.0 million, an improvement from $1.4 million in cash and a deficit of $900,000 at April 30, 2013. We remain focused on strengthening our balance sheet and continuing to implement our strategic plan to build our profitable assets while divesting others such as Seattle, Australia and China that we anticipate will generate working capital and eliminate certain costs." The Company was delayed in filing the Form 10-K. According to its Form 12b-25 filings, the compilation, dissemination and review of the information required to be presented in the Form 10-K for the relevant fiscal year has imposed time constraints that have rendered timely filing of the Form 10-K impracticable without undue hardship and expense. About WPCS International Incorporated WPCS -- 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. YARWAY CORPORATION: Removal Period Extended Until Dec. 14 --------------------------------------------------------- The Hon. Brendan L. Shannon of the U.S. Bankruptcy Court for the District of Delaware extended Yarway Corporation's time to file notices of removal of claims and causes of actions until Dec. 14, 2014. About Yarway Corporation Yarway Corporation sought Chapter 11 protection (Bankr. D. Del. Case No. 13-11025) on April 22, 2013, to deal with claims arising from asbestos containing products it allegedly sold as early as the 1920s. Yarway was founded in 1908 by Robert Yarnall and Bernard Waring as the Simplex Engineering Company and originally manufactured pipe clamps, steam traps, valves and controls. Based in Pennsylvania, Yarway was a privately-owned company until 1986 when KeyStone International, Inc. bought equity in the company. Yarway became a unit of Tyco International Ltd. when Tyco purchased KeyStone in 1997. Yarway's asbestos-related liabilities derive from Yarway's (i) purported use of asbestos-containing gaskets and packing, manufactured by others, in its production of steam valves and traps from the 1920s to 1970s, and (ii) alleged manufacture of expansion joint packing that was allegedly made up of a compound of Teflon and asbestos from the 1940s to the 1970s. Over the past five years, about 10,021 new asbestos claims have been asserted against Yarway, including 1,014 in Yarway's 2013 fiscal year ending March 31, 2013. The Debtor estimated assets and debts in excess of $100 million as of the Chapter 11 filing. Attorneys at Cole, Schotz, Meisel, Forman & Leonard, P.A. and Sidley Austin LLP serve as the Debtor's counsel in the Chapter 11 case. Logan and Co. is the claims and notice agent. On May 6, 2013, the U.S. Trustee for Region 3, appointed an official committee of asbestos personal injury claimants. The Committee tapped Elihu Inselbuch, Esq. at Caplin & Drysdale, Chartered, as lead bankruptcy counsel. YRC WORLDWIDE: Incurs $4.9 Million Net Loss in Second Quarter ------------------------------------------------------------- YRC Worldwide Inc. filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss attributable to common shareholders of $4.9 million on $1.31 billion of operating revenue for the three months ended June 30, 2014, as compared with a net loss attributable to the Company of $15.1 million on $1.24 billion of operating revenue for the same period in 2013. For the six months endedJune 30, 2014, the Company reported a net loss attributable to common shareholders of $93.2 million on $2.52 billion of operating revenue as compared with a net loss attributable to common shareholders of $39.6 million on $2.40 billion of operating revenue for the same period during the previous year. As of June 30, 2014, the Company had $2.17 billion in total assets, $2.54 billion in total liabilities and a $362.4 million total shareholders' deficit. "During the second quarter of 2014, YRC Freight experienced a 5.6% increase in operating revenue, despite a half workday less as compared to the second quarter of 2013," said YRC Worldwide CEO James Welch. "The additional revenue is due to increased volumes as well as a slight gain in revenue per hundredweight. The growth in shipments and tonnage per day is a result of the overall economic improvement and renewed shipper confidence due to the successful completion of our refinancing and modified labor agreement in February 2014," continued Welch. "However, profitability for the second quarter was negatively impacted by the network not being fully in cycle which resulted in a decrease in productivities, the re-handling of freight and less than optimal use of purchased transportation. The year-over-year decline in profitability can also be attributed to a $7.5 million increase in expense related to bodily injury claims as well as a $2.9 million increase in cargo claims expense when compared to the second quarter of 2013. The increase in our bodily injury claims expense was driven by an increase in outstanding claims and an increase in development of prior year claims that remain unsettled." As of June 30, 2014, the Company had cash and cash equivalents and availability under its ABL Facility totaling $253.2 million, and cash and cash equivalents and amounts able to be drawn under the Company's ABL Facility totaling $209.4 million. A full-text copy of the Form 10-Q is available for free at: http://is.gd/hlDonI About YRC Worldwide Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ: YRCW) -- http://www.yrcw.com/-- is a holding company that offers its customers a wide range of transportation services. These services include global, national and regional transportation as well as logistics. The Company incurred a net loss of $83.6 million in 2013 following a net loss of $136.5 million in 2012. As of Dec. 31, 2013, the Company had $2.06 billion in total assets, $2.66 billion in total liabilities and a $597.4 million total shareholders' deficit. * * * As reported by the TCR on Feb. 18, 2014, Moody's Investors Service had upgraded the Corporate Family Rating for YRC Worldwide Inc. ("YRCW") from Caa3 to B3, following the successful closing of its refinancing transactions. In the Jan. 31, 2014, edition of the TCR, Standard & Poor's Ratings Services said that it raised its ratings on Overland Park, Kansas-based less-than-truckload (LTL) trucker YRC Worldwide Inc. (YRCW), including the corporate credit rating to 'CCC+' from 'CCC', and removed them from CreditWatch negative, where they were placed on Jan. 10, 2014. "The upgrades reflect YRCW's improved liquidity position and minimal debt maturities as a result of its proposed refinancing," said Standard & Poor's credit analyst Anita Ogbara. ZOGENIX INC: Intends to Enforce Rights to Zohydro ------------------------------------------------- Zogenix, Inc., received a paragraph IV certification from Actavis Laboratories FL, Inc., advising Zogenix of the filing of an Abbreviated New Drug Application with the U.S. Food and Drug Administration for a generic version of Zohydro(R) ER (hydrocodone bitartrate) Extended-Release Capsules, CII. The certification notice alleges that the two U.S. patents listed in the FDA's Orange Book for Zohydro ER, with an expiration date in November 2019, will not be infringed by Actavis's proposed product, are invalid or are unenforceable. Zogenix and its licensor are evaluating the paragraph IV certification and intend to vigorously enforce the intellectual property rights relating to Zohydro ER. Zohydro ER was granted exclusivity by the FDA through October 2016; Zogenix plans to submit a supplemental New Drug Application for the next-generation capsule formulation of Zohydro ER by October 2014. The parties have 45 days from the receipt of the paragraph IV certification to commence a patent infringement lawsuit against Actavis that would automatically stay, or bar, the FDA from approving Actavis's ANDA for 30 months or until a district court decision that is adverse to the asserted patents, whichever is earlier. About Zogenix Inc. Zogenix, Inc. (NASDAQ: ZGNX), with offices in San Diego and Emeryville, California, is a pharmaceutical company commercializing and developing products for the treatment of central nervous system disorders and pain. Zogenix reported a net loss of $80.85 million in 2013, as compared with a net loss of $47.38 million in 2012. The Company's balance sheet at June 30, 2014, the Company had $133.29 million in total assets, $64.98 million in total liabilities and $68.31 million in total stockholders' equity. Ernst & Young LLP, in San Diego, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company's recurring losses from operations and lack of sufficient working capital raise substantial doubt about its ability to continue as a going concern. * Bankruptcy Court Had Exclusive Jurisdiction on Dischargeability ----------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that if a consumer bankrupt doesn't learn that a creditor has a claim until after receiving a discharge, the bankruptcy court has exclusive jurisdiction to determine whether the debt was discharged under Section 523(a)(3)(B) of the Bankruptcy Code, according to a decision from a U.S. District Judge Jane Magnus- Stinson in Indianapolis. According to the report, the bankruptcy judge dismissed the proceedings in bankruptcy court, saying the state court had concurrent jurisdiction to rule on dischargeability, but Judge Magnus-Stinson reversed, ruling that the bankruptcy court had exclusive jurisdiction. The case is Muir v. McWilliams, 14-00212, U.S. District Court, Southern District Indiana (Indianapolis). * Ruling Leaves Cloud on Whistleblowers --------------------------------------- Rachel Louise Ensign, writing for The Wall Street Journal, reported that U.S. authorities have reached beyond the country's borders to extract huge settlements from foreign firms like BNP Paribas SA, Total SA, and Credit Suisse Group AG, but a new court ruling may mean U.S. law doesn't extend far enough to protect certain whistleblowers who flag such violations. According to the report, a federal appeals court has held that U.S. law can only reach so far into Germany-based Siemens AG's operations, upholding a lower-court ruling dismissing a whistleblower-retaliation claim a former Taiwanese employee brought against the German firm. * Seyfarth Aims to Toss Suit Over Disclosure in Law360 Article -------------------------------------------------------------- Law360 reported that Seyfarth Shaw LLP asked an Illinois federal judge to throw out a suit accusing one of its partners of defaming the former owners of a defunct restaurant company and breaching a settlement by disclosing confidential information about the company's bankruptcy in an interview with Law360. According to the report, Gus Paloian, a bankruptcy partner at the firm, was acting in his individual capacity rather than as trustee for Restaurant Development Group when he discussed the case in a 2009 Q&A, and can't be held liable for violating a confidentiality provision in the settlement, Marc Beem of Miller Shakman & Beem LLP, an attorney for the defendants, said at a court hearing in Chicago. The case is Roger Greenfield et al. v. Gus Paloian et al., case number 1:14-cv-01583, in the U.S. District Court for the Northern District of Illinois. * Argentina Revokes BNY Mellon's Operating Approval --------------------------------------------------- Ken Parks, writing for Daily Bankruptcy Review, reported that Argentina has revoked Bank of New York Mellon's permission to operate a local representative office after the bank, acting as a trustee of some Argentine bonds, refused to transfer interest payments owed to bondholders last month due to a U.S. court order. According to the report, citing a statement, the central bank justified its decision to revoke BNY Mellon's authorization to operate a representative office because the U.S.-based bank hadn't provided credit and other financial services to Argentine residents since the end of 2012. Argentine President Cristina Kirchner's government is already seeking to remove BNY Mellon as the trustee of its bonds governed by U.S. and U.K. law through a bill submitted to Congress, the report related. ********* 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 ***