/raid1/www/Hosts/bankrupt/TCR_Public/141111.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Tuesday, November 11, 2014, Vol. 18, No. 314
Headlines
7505 WEST BRADLEY: Voluntary Chapter 11 Case Summary
ABERCROMBIE & FITCH: S&P Puts 'BB+' CCR on CreditWatch Negative
AMERICAN EAGLE: Appoints Laura Peterson as Corporate Secretary
AMERICAN EAGLE: Incurs $8.7 Million Net Loss in Third Quarter
AMERICAN INT'L: Boies Calls Bailout $25-Bil. Ripoff
ARAMID ENTERTAINMENT: Civil Actions Removal Deadline Extended
ARBOR PLACE DENTAL: Case Summary & 7 Top Unsecured Creditors
ASHER INVESTMENT: Wants to Strike Out Certain Itkin Documents
ASPEN GROUP: Delaware Court Junks "Spada" Litigation
ASSOCIATED WHOLESALERS: $944,00 in Claims Switched Hands in Oct.
ATLS ACQUISITION: Strikes Deal Trimming $160M Medicare Claim
ATLS ACQUISITION: Nov. 13 Hearing on CMS Settlement Agreement
BALD II LLC: Case Summary & 3 Largest Unsecured Creditors
BCBG MAX: S&P Withdraws 'CCC-' CCR at Company's Request
BERNARD L. MADOFF: Forfeiture Tangle Yields Sentencing Delay
BERNARD L. MADOFF: Trustee Recovered $41.7 Million in Six Months
BLUE RACER: S&P Retains 'B' Notes Rating After $150MM Add-On
BOOMERANG SYSTEMS: Terminates Tender Offer of Notes and Warrants
BROADWAY FINANCIAL: Posts $765,000 Net Income in Third Quarter
CARDAX INC: Has $1.88-Mil. Net Loss in Sept. 30 Quarter
CARECORE NATIONAL: S&P Affirms 'B' CCR & Revises Outlook to Pos.
CHENIERE ENERGY: Incurs $104.5-Mil. Net Loss in Third Quarter
CIRCLE 10 RESTAURANT: RELM LLC Claim Reclassified as Unsecured
COLORADO SPRINGS HOUSING: S&P Raises Rating on 1998 Bonds to 'BB'
COLORGRAPHX INC: Case Summary & 20 Largest Unsecured Creditors
CORNERSTONE SCHOOLS: S&P Affirms BB+ LT Rating on 2012 Rev. Bonds
DAHL'S FOOD: Case Summary & 20 Largest Unsecured Creditors
DENDREON CORP: Case Summary & 20 Largest Unsecured Creditors
DETROIT, MI: Court Confirms Chapter 9 Plan of Adjustment
DETROIT, MI: Moving to Financial Stability, Says Emergency Manager
DETROIT, MI: Parties Relieved "Turbulent Period" Over
DETROIT, MI: Conway MacKenzie Was Key Advisor on Restructuring
DETROIT, MI: Lippitt O'Keefe Represented Retired Employees
EDUCATION REALTY: Moody's Gives (P)Ba1 Pref. Equity Shelf Rating
EDUCATION REALTY: S&P Retains BB+ CFR Over Prelim Rating on Notes
ENDEAVOUR INT'L: Gets Final Stock & Claims Order for Trading
EXIDE TECHNOLOGIES: EPA's DIP Objection Overruled
EXIDE TECHNOLOGIES: Creditors Blast Extension For $560M DIP
EXIDE TECHNOLOGIES: Bondholders to Own Newco Under PSA
EXIDE TECHNOLOGIES: Posts $96.3MM Net Loss for Sept. 30 Qtr
FERROUS MINER: Ch. 11 Cases Quickly Dismissed by Judge
GENERAL MOTORS: Ordered New Switches Long Before Recall
GENERAL MOTORS: Auto Loan Probe Widens Subpoenas Revealed
GENERAL MOTORS: 6th Circ. Upholds Win In $3B Suit Over Saab Sale
GLOBAL COMPUTER: U.S. Trustee Appoints Creditors' Committee
GOLDEN LAND: Amends Schedules of Assets and Liabilities
GREYSTAR REAL: Moody's Assigns B2 CFR & B2 Sr. Sec. Notes Rating
GREYSTAR REAL: S&P Assigns 'B+' ICR & Rates $250MM Sr. Notes 'B+'
GT ADVANCED: Tera Xtal Appointed as New Member of Committee
GT ADVANCED: Nov. 25 Hearing on Apple Settlement Approval
GT ADVANCED: Dow Jones Fights 'No Seal, No Deal' Settlement
GT ADVANCED: Apple Deal Will Likely Survive Despite Secrecy
GT ADVANCED: Shareholders See Value in Stock Despite Bankruptcy
GT ADVANCED: Blames 'One-Sided' Deal with Apple for Massive Debts
HIGH MAINTENANCE: Confirms Joint Plan of Reorganization
IGNITE RESTAURANT: Has $6.53-Mil. Net Loss in Sept. 29 Quarter
INTEGRITY BANK: 11th Circ. Revives Trustee's $70M Negligence Suit
ISLAND BREEZE: Files For Bankruptcy
ISTAR FINANCIAL: Files Form 10-Q, Posts $22.3MM Net Income in Q3
ITR CONCESSION: Supplements Plan for Technical Modification
JAMES RIVER: Basso Holdings Discloses 5.2% Stake
KANGADIS FOOD: Owners Dodge False Labeling Suit
KANGADIS FOOD: Has Dec. 10 Plan Confirmation Hearing
KIOR INC: Files Chapter 11 Petition to Facilitate Sale
KIOR INC: Case Summary & 20 Largest Unsecured Creditors
KRATOS DEFENSE: S&P Lowers CCR to 'B-' on Lower Earnings Forecast
LAKSHMI HOSPITALITY: EBT Says Case Should Be in Missouri
LAKSHMI HOSPITALITY: EBT Has Limited Objection to Cash Use
LAKSHMI HOSPITALITY: U.S. Trustee Has Issues With Friedman Hiring
LEVEL 3: Reports $85 Million Net Income in Third Quarter
LEVEL 3: tw telecom Holdings to Redeem 5.375% & 6.375% Sr. Notes
LIGHTSQUARED INC: Harbinger Wants Dispute Moved to Higher Court
LPATH INC: Scott Pancoast Resigns as President & CEO
MERMAID HARRISON: Lists $16.5MM in Assets, $10.9MM in Debts
MERMAID HARRISON: Has No Large Unsecured Creditor
MERMAID HARRISON: Consents to Case Transfer to San Jose Division
MINT LEASING: Further Amends 70MM Shares Prospectus With SEC
MOMENTIVE PERFORMANCE: Creditors Fail in Plan Injunction Bid
MOUNTAIN COUNTRY: Sale of Assets to BTB Energy Approved
NATIONAL REPUBLIC BANK: To Become 16th Bank Failure in 2014
NATROL INC: Nov. 12 Hearing on Assets Sale Set
NEOMEDIA TECHNOLOGIES: Incurs $1.1 Million Net Loss in Q3
NEOSTEM INC: Reports $17.2-Mil. Net Loss for Third Quarter
NII HOLDINGS: Wants Brass Covered From Investor Class Action
NPS PHARMACEUTICALS: NephroGenex CEO Named to Board of Directors
OPTIM ENERGY: CEO Can Earn Bonus for Marketing Gas Plant Portfolio
OXFORD RESOURCE: Posts $9.36-Mil. Net Income in Sept. 30 Quarter
PENDERGRASS DEVELOPMENT: Voluntary Chapter 11 Case Summary
PHOTOMEDEX INC: Forbearance Period Extended Until Feb. 2015
PINNACLE ENTERTAINMENT: S&P Alters Outlook to Neg, Affirms BB- CCR
RAMS ASSOCIATES: U.S. Trustee Balks at Notice to Close Case
REFCO INC: Cantor Can't Quash Demand For $100M IPO Docs
RESIDENTIAL CAPITAL: Ocwen Sues for File Moving and Storage Costs
RESIDENTIAL CAPITAL: Trust Posts Q3 2014 Financial Statements
RYNARD PROPERTIES: Gets Add'l 60-Day Access to Cash Collateral
SABINE PASS: Reports $43.6-Mil. Net Loss for Third Quarter
SALIX PHARMACEUTICALS: Moody's Reviews B1 CFR for Downgrade
SALIX PHARMACEUTICALS: S&P Lowers CCR to 'B', Placed on Watch Neg.
SAMUEL WYLY: SEC Will Allow Family to Spend $10,000 a Month
SAMUEL WYLY: Family Says SEC Asset Freeze to Harm 'Innocent' Kids
SAN BERNARDINO, CA: Ambac Seeks Order Demanding Plan by March 1
SCRUB ISLAND: Asks Court to Confirm Reorganization Plan
SEALED AIR: Moody's Assigns B1 Rating on $375MM Unsecured Notes
SEALED AIR: S&P Rates Proposed $750MM Sr. Unsecured Notes 'BB'
SEQUENOM INC: Incurs $6 Million Net Loss in Third Quarter
SEVENTY SEVEN: Has $1.77-Mil. Net Loss in Third Quarter
SGK VENTURES: Committee Granted Standing to File Clawback Suit
SHIROKIA DEVELOPMENT: Amends Schedules and Liabilities
SHIROKIA DEVELOPMENT: Creditor Wants Stay Lifted to Foreclose
SIMPLEXITY LLC: To Convert to Ch. 7 If No Settlement by December
SKINNY NUTRITIONAL: Voluntarily Delists Common Stock
SKYLINE MANOR: No Lead Bidder Yet; Auction Delayed to Nov. 19
SOPHIA LP: S&P Affirms 'B' CCR & Revises Outlook to Stable
SPECIALTY MANUFACTURING: Case Summary & 20 Top Unsec. Creditors
TRANSGENOMIC INC: Chief Financial Officer Quits
TRIGEANT HOLDINGS: Court Denies Employment of Berger Singerman
TRONOX INCORPORATED: Court Bars Standard Bank's Late Claim
TRUMP ENTERTAINMENT: Asks to Sell Slots From Closed Casino
TRUMP ENTERTAINMENT: Court Establishes Deadlines for Filing Claims
TRUMP ENTERTAINMENT: Gets Final Approval to Use Cash Collateral
ULTURA (LA): Wins Interim Use of Cash Collateral
UNITED AMERICAN: Reports $181,000 Second Quarter Net Income
UNITEK GLOBAL: Dec. 12 Hearing on Prepackaged Plan
UNUM GROUP: Moody's Assigns (P)Ba1 Preferred Shelf Rating
VARIANT HOLDING: Wins Court Approval of Beach Point Settlement
VIRTUAL PIGGY: Posts $2.96-Mil. Net Loss for Third Quarter
WILLIAM MAXWELL GREGG: Jupiter Loses Bid to Restart Foreclosure
WINTHROP REALTY: Revises Estimate of Liquidating Distribution
* Bankruptcy Stay Doesn't Create Diversity Jurisdiction
* NY Bankruptcy Court Turnover Brings Heightened Uncertainty
* Large Companies With Insolvent Balance Sheet
*********
7505 WEST BRADLEY: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: 7505 West Bradley Road, LLC
3287 N. Sheperd Avenue
Milwaukee, WI 53211
Case No.: 14-33730
Chapter 11 Petition Date: November 9, 2014
Court: United States Bankruptcy Court
Eastern District of Wisconsin (Milwaukee)
Debtor's Counsel: Joseph W. Scherwenka, Esq.
SCHERWENKA LAW, LLC
12970 W. Bluemound Road, Suite 105
Elm Grove, WI 53122
Tel: 414-254-5263
Email: joescherwenka@csowis.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Lidia Kolchinsky, member.
The Debtor did not file a list of its largest unsecured creditors
when it filed the petition.
ABERCROMBIE & FITCH: S&P Puts 'BB+' CCR on CreditWatch Negative
---------------------------------------------------------------
Standard & Poor's Ratings Services placed all its ratings on
specialty apparel retailer Abercrombie & Fitch Co., including its
'BB-' corporate credit rating, 'BB+' issue-level rating on its
$400 million revolver, and 'BB-' issue-level rating on its $300
million term loan B, on CreditWatch with negative implications.
"The CreditWatch placement follows the company's business update
that net sales for the third quarter declined 12%, same-store
sales decreased 10%, with a meaningfully lower international comp,
and gross margin will erode more than previously expected given
the promotional environment. Even though we are not aware of the
extent of the margin decline, further sales declines could lead to
significant deleveraging of fixed costs, which may be indicative
that margin will be considerably lower than we had previously
expected," said credit analyst Kristina Koltunicki. "This could
result in a weakening of credit protection measures beyond the
threshold that we determined would lead to a lower rating.
Furthermore, the weak performance may lead to our reassessment of
the company's strategic initiatives to reinvigorate the business,
which may not occur in the beginning of 2015."
S&P would expect to resolve the CreditWatch placement shortly
after the company reports full third-quarter results in
the beginning of December. At that time, S&P would expect to gain
more clarity on the company's outlook for the critical holiday
season. If S&P believes that the company can maintain credit
measures commensurate with an "aggressive" financial risk profile,
S&P would likely affirm the rating. However, S&P could revise its
financial risk assessment to "highly leveraged" if profit declines
are considerably weaker than expected, leading to a downgrade.
AMERICAN EAGLE: Appoints Laura Peterson as Corporate Secretary
--------------------------------------------------------------
The Board of Directors of American Eagle Energy Corporation named
Laura Peterson, 30, as the corporate secretary, replacing Paul
Rumler, who had held that position since Oct. 22, 2007.
Ms. Peterson has been the Company's in-house corporate attorney
since May 5, 2014. Prior to joining the Company, Ms. Peterson was
working as a contract attorney for the State of Colorado in its
Office of the Alternate Defense Counsel. Ms. Peterson received a
BA in Theology from Seattle Pacific University in 2007 and her JD
from Seattle University School of Law in 2012. Ms. Peterson is a
member of the Colorado Bar Association and the Denver Bar
Association. Ms. Peterson is the daughter of Brad Colby, the
Company's president, CEO and treasurer and one of the Company's
directors.
About American Eagle
Littleton, Colorado-based American Eagle Energy Corporation is
engaged in the acquisition, exploration and development of oil and
gas properties. The Company is primarily focused on extracting
proved oil reserves from those properties.
As of June 30, 2014, American Eagle had $319.88 million in total
assets, $186.46 million in total liabilities and $133.41 million
in total stockholders' equity.
American Eagle incurred a net loss of $3.89 million for the three
months ended June 30, 2014.
* * *
As reported by the TCR on Aug. 7, 2014, Standard & Poor's Ratings
Services assigned its 'CCC+' corporate credit rating to Denver-
based American Eagle Energy Corp. "The ratings on American Eagle
reflect our view of the company's participation in the volatile
and capital-intensive oil and gas E&P industry, and its small and
geographically concentrated asset base in Divide County, N.D.,"
said Standard & Poor's credit analyst Christine Besset.
The TCR reported on Aug. 6, 2014, that Moody's Investors Service
assigned first time ratings to American Eagle Energy Corporation's
(American Eagle Energy or AMZG), including a Caa1 Corporate Family
Rating (CFR).
AMERICAN EAGLE: Incurs $8.7 Million Net Loss in Third Quarter
-------------------------------------------------------------
American Eagle Energy Corporation filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q
disclosing a net loss of $8.73 million on $17.09 million of oil
and gas sales for the three months ended Sept. 30, 2014, compared
to a net loss of $936,000 on $11.63 million of oil and gas sales
for the same period in 2013.
For the nine months ended Sept. 30, 2014, the Company reported a
net loss of $13.66 million on $46.09 million of oil and gas sales
compared to net income of $2.05 million on $29.63 million of oil
and gas sales for the same period a year ago.
The Company's balance sheet at Sept. 30, 2014, the Company had
$372.73 million in total assets, $247.83 million in total
liabilities and $124.89 millin in total stockholders' equity.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/tAzCy0
About American Eagle
Littleton, Colorado-based American Eagle Energy Corporation is
engaged in the acquisition, exploration and development of oil and
gas properties. The Company is primarily focused on extracting
proved oil reserves from those properties.
* * *
As reported by the TCR on Aug. 7, 2014, Standard & Poor's Ratings
Services assigned its 'CCC+' corporate credit rating to Denver-
based American Eagle Energy Corp. "The ratings on American Eagle
reflect our view of the company's participation in the volatile
and capital-intensive oil and gas E&P industry, and its small and
geographically concentrated asset base in Divide County, N.D.,"
said Standard & Poor's credit analyst Christine Besset.
The TCR reported on Aug. 6, 2014, that Moody's Investors Service
assigned first time ratings to American Eagle Energy Corporation's
(American Eagle Energy or AMZG), including a Caa1 Corporate Family
Rating (CFR).
AMERICAN INT'L: Boies Calls Bailout $25-Bil. Ripoff
---------------------------------------------------
Andrew Zajac, writing for Bloomberg News, reported that David
Boies, who represents Maurice "Hank" Greenberg's Starr
International Co., has made the case that the U.S. Government
cheated American International Group Inc. shareholders of at least
$25 billion partly for the benefit of an elite club of banks.
According to Bloomberg, Mr. Boies, in a trial challenging the
U.S.'s demand for AIG equity in consideration for an initial $85
billion loan, has framed the rescue as a series of deals rigged by
regulators in favor of Goldman Sachs Group Inc. and other
investment banks at the insurers' expense.
Those called to the witness stand included former Federal Reserve
Chairman Ben Bernanke, Goldman Sachs chief turned U.S. Treasury
Secretary Henry Paulson and Timothy Geithner, then head of the
Federal Reserve Bank of New York and later Paulson's successor at
the Treasury Department, the Bloomberg report related.
AIG's former chief executive officer Robert Willumstad, who also
testified in the trial, said officials discussing the loan didn't
mention that the U.S. Treasury knew of reports that China
Investment Corp. might want to make an investment in the insurer.
As previously reported by The Troubled Company Reporter, citing
The Wall Street Journal, Mr. Greenberg, who built AIG into a
global financial-services powerhouse during nearly 40 years at its
helm, is challenging the historic 2008 government bailout of the
company and has asked a federal judge to rule that the government
coerced AIG's board into harsh terms, allegedly cheating
shareholders including Mr. Greenberg in the process.
The case is Starr International Co. v. U.S., 11-cv-00779, U.S.
Court of Federal Claims (Washington).
About AIG
With corporate headquarters in New York, American International
Group, Inc., is an international insurance company, serving
customers in more than 130 countries. AIG companies serve
commercial, institutional and individual customers through
property-casualty networks of any insurer. In addition, AIG
companies are providers of life insurance and retirement services.
At the height of the 2008 financial crisis, AIG experienced a
liquidity crunch when its credit ratings were downgraded below
"AA" levels by Standard & Poor's, Moody's Investors Service and
Fitch Ratings. AIG almost collapsed under the weight of bad bets
it made insuring mortgage-backed securities. The Company,
however, was bailed out by the Federal Reserve, but even after an
initial infusion of $85 billion, losses continued to grow. The
later rescue packages brought the total to $182 billion, making it
the biggest federal bailout in U.S. history. AIG sold off a
number of its businesses and other assets to pay down loans
received from the U.S. government.
ARAMID ENTERTAINMENT: Civil Actions Removal Deadline Extended
-------------------------------------------------------------
Bankruptcy Judge Sean H. Lane extended Aramid Entertainment Fund
Limited, et al.'s time to file notices of removal of civil actions
and proceedings in state and federal courts until the effective
date of a Chapter 11 plan.
As reported in the TCR on Sept. 16, 2014, the Aramid entities have
entered into an omnibus settlement agreement to resolve a
multitude of vexatious and lawsuits involving dozens of parties in
different state and federal courts.
James C. McCarroll, Esq., at Reed Smith LLP, in New York, asserted
that the extension is necessary in light of the pending settlement
agreement approval. Mr. McCarroll adds that the extension
requested will provide additional time for them to decide upon
removal of civil actions, if necessary.
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.
ARBOR PLACE DENTAL: Case Summary & 7 Top Unsecured Creditors
------------------------------------------------------------
Debtor: Arbor Place Dental Group, LLC
2976 Chapel Hill Road #300
Douglasville, GA 30135
Case No.: 14-72138
Chapter 11 Petition Date: November 7, 2014
Court: United States Bankruptcy Court
Northern District of Georgia (Atlanta)
Judge: Hon. Mary Grace Diehl
Debtor's Counsel: Leslie M. Pineyro, Esq.
JONES AND WALDEN, LLC
21 Eighth Street, NE
Atlanta, GA 30309
Tel: (404) 564-9300
Fax: 404-564-9301
Email: lpineyro@joneswalden.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Robin Jones, manager & president.
A list of the Debtor's seven largest unsecured creditors is
available for free at http://bankrupt.com/misc/ganb14-72138.pdf
ASHER INVESTMENT: Wants to Strike Out Certain Itkin Documents
-------------------------------------------------------------
Asher Investment Properties, LLC, (i) objected to the (a) motion
to dismiss filed by Itkin Trust, and the (b) evidence submitted by
Garry Y. Itkin and Anna Charno, trustees of the Itkin Family Trust
dated March 12, 2008; and (iii) requested that the Bankruptcy
Court strike portions of the supplemental declarations of Andrew
J. Haley and Stephen A. Silverman.
According to the Debtor, in the supplemental declarations of:
1. Mr. Silverman -- paragraph 5 in its entirety did not show
personal knowledge and the testimony violates FRE 701; and
2. Mr. Haley -- paragraph 2 violates FRE 802 and FRE 602(no
showing of personal knowledge), as the declarant has no personal
knowledge of the matter presented.
As supplemental opposition to the motion to dismiss, the Debtor
said that the Itkin Trust sought to have the Court dismiss the
case to allow it to foreclose on the Debtor's principal asset and
reap a $3,000,000 plus windfall based on Yossi Dina's alleged lack
of authority to authorize Asher's filing of the petition for
relief herein without the Itkin Trust's consent as an alleged 50%
member of the Debtor.
The Debtor asserts that the Itkin Trust's does not have standing
to bring the motion to dismiss as its purported membership
interest in the Debtor, arose from an illegal and unenforceable
provision of the membership interest purchase agreement.
The Itkin Trust's purported membership interest in Asher was
redeemed and repurchased by Asher's prepetition tender which the
Itkin Trust wrongfully rejected.
The Debtor is represented by:
Ira Benjamin Katz, Esq.
Gregory B. Gershuni, Esq.
GERSHUNI & KATZ, A LAW CORPORATION
1901 Avenue of the Stars, Suite 300
Los Angeles, CA 90067
Tel: (310) 282-8580
Fax: (310) 282-8149
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: Delaware Court Junks "Spada" Litigation
----------------------------------------------------
The Chancery Court of the State of Delaware dismissed the
shareholders' derivative lawsuit of Mr. Patrick Spada and Higher
Education Management Group, Inc., against Aspen Group, Inc.,
certain members of the Company's Board of Directors and former
chief financial officer. The Court granted the Defendant's Motion
to Dismiss in its entirety.
On Feb. 11, 2013, the former chairman of Aspen University, Mr.
Patrick Spada and Higher Education Management Group, Inc., filed
suit against the Company, Aspen University Inc., the Company's
Board of Directors, the Company's chief executive and financial
officers and an unrelated party in the New York Supreme Court
located in Manhattan.
The gravamen of Mr. Spada's claims are that the officers and
directors breached their fiduciary duty and defamed Mr. Spada by
(a) including false and defamatory statements to the effect that
Mr. Spada owes approximately $2 million to the Company in various
of the Company's SEC and Department of Education filings, (b)
imprudently managed the Company's assets by spending too much
money on certain marketing and promotional efforts and by using
the Company's funds for expenses which were not intended to
benefit the Company. Mr. Spada also claims that the Company
breached two separate agreements with Mr. Spada and his company,
one of which involved the Company agreeing to purchase certain
shares of Aspen stock under certain conditions, and one consulting
agreement.
The Company and the other defendants believed that the suit was
baseless and was filed primarily because the Company refused to
purchase additional shares of the Plaintiffs' common stock of the
Company on unacceptable terms.
By order dated Nov. 4, 2013, the New York Supreme Court dismissed
all of Plaintiffs' claims, except for the claims for breach of
contract and defamation per se. In response to the remaining
claims, the Company has filed multiple counterclaims for fraud, to
recover the $2.2 million the Company asserts was misappropriated
by the Plaintiffs and other related claims.
On Nov. 21, 2013, the Plaintiffs commenced a derivative action in
the Chancery Court of the State of Delaware, asserting mirror
image claims that were dismissed in New York against the directors
(not the company), for breach of fiduciary duty (by making
allegedly false and misleading statements in the public filings),
corporate waste (for allegedly spending too much money on
marketing), dilution of shareholder equity (for issuing shares
which Plaintiffs themselves approved), aiding and abetting breach
of fiduciary duty (based on same public filings). The directors
had filed a motion to dismiss all of these claims, which motion
was argued on July 15, 2014.
About Aspen Group
Denver, Colo.-based Aspen Group, Inc., was founded in Colorado in
1987 as the International School of Information Management. On
Sept. 30, 2004, it was acquired by Higher Education Management
Group, Inc., and changed its name to Aspen University Inc. On
May 13, 2011, the Company formed in Colorado a subsidiary, Aspen
University Marketing, LLC, which is currently inactive. On
March 13, 2012, the Company was recapitalized in a reverse merger.
Aspen's mission is to become an institution of choice for adult
learners by offering cost-effective, comprehensive, and relevant
online education. Approximately 88 percent of the Company's
degree-seeking students (as of June 30, 2012) were enrolled in
graduate degree programs (Master or Doctorate degree program).
Since 1993, the Company has been nationally accredited by the
Distance Education and Training Council, a national accrediting
agency recognized by the U.S. Department of Education.
Aspen Group incurred a net loss of $5.35 million for the year
ended April 30, 2014. The Company also reported a net loss of
$1.40 million for the four months ended April 30, 2013. The
Company reported a net loss of $6 million in 2012 as compared
with a net loss of $2.13 million in 2011.
The Company's balance sheet at July 31, 2014, showed $4.79 million
in total assets, $5.63 million in total liabilities and a $845,460
total stockholders' deficiency.
ASSOCIATED WHOLESALERS: $944,00 in Claims Switched Hands in Oct.
----------------------------------------------------------------
In the Chapter 11 case of Associated Wholesalers, Inc., AWI
Delaware, Inc., and debtor affiliates, a total of 49 claims
switched hands from Oct. 27, 2014 to Oct. 29, 2014:
Transferee Transferor Claim Amount
---------- ---------- ------------
Claims Recovery Group LLC Wells Enterprises Inc. $85,337.42
Claims Recovery Group LLC Nirvana, Inc. $78,170.40
Claims Recovery Group LLC Dutch Maid Bakery $66,355.00
Claims Recovery Group LLC Nirvana, Inc. $54,301.26
Claims Recovery Group LLC J&J Snack Foods $45,789.35
Corporation
Claims Recovery Group LLC Dynamic Wholesale II $44,716.89
Inc
Claims Recovery Group LLC M&M Marketing Inc $43,930.00
Dept 580
Claims Recovery Group LLC Seviroli Foods $41,634.96
Claims Recovery Group LLC Vincent Giordano $39,816.86
Corporation
Claims Recovery Group LLC Toufayan Bakeries Inc $34,255.96
Claims Recovery Group LLC Beaver Street Fisheries $32,629.33
Incorporated 1741 W
Beaver
Claims Recovery Group LLC Vitelli Foods Llc $30,521.36
Claims Recovery Group LLC Elegant Desserts Inc. $26,612.00
Claims Recovery Group LLC Claymore C Sieck $26,463.25
Wholesale Florist
Claims Recovery Group LLC Pasqualichio Brothers $21,403.85
Inc
Claims Recovery Group LLC Rogers Family Company $19,574.29
Claims Recovery Group LLC J&J Snack Foods $18,630.51
Corporation
Claims Recovery Group LLC Labrees Bakery $18,414.72
Claims Recovery Group LLC Specialty Bakers LLC $17,931.59
Claims Recovery Group LLC Chicken Of The Sea $17,922.24
International
Claims Recovery Group LLC Prime Pastries/1360548 $16,354.56
Ontario Ltd
Claims Recovery Group LLC Policella Farms $15,083.80
Claims Recovery Group LLC American Wholesale $12,934.88
Grocers Inc
Claims Recovery Group LLC Pic Corporation $10,625.55
Claims Recovery Group LLC Seviroli Foods $10,100.16
Claims Recovery Group LLC Knauss Foods Llc $8,311.71
Claims Recovery Group LLC All Holding Co Inc $8,054.53
Claims Recovery Group LLC Kikkoman International $7,656.18
Incorporated
Claims Recovery Group LLC Cole S Quality Foods $7,459.32
Incorporated
Claims Recovery Group LLC JFE Shoji Trade America $7,400.48
Incorporated
Claims Recovery Group LLC Specialty Bakers LLC $6,464.52
Claims Recovery Group LLC Merisant US Inc $6,434.48
Claims Recovery Group LLC JFE Shoji Trade America $6,059.61
Incorporated
Claims Recovery Group LLC Laubscher Cheese Company $5,639.78
Claims Recovery Group LLC Noga Dairy Inc $5,608.56
Claims Recovery Group LLC Flatout, Inc. $4,855.07
Claims Recovery Group LLC Richmond Foods $3,883.67
Claims Recovery Group LLC Pik-nik Foods Usa $3,816.00
Claims Recovery Group LLC Sokol & Company $3,504.60
Claims Recovery Group LLC Spartan Foods Of $2,923.18
America Incorporated
Claims Recovery Group LLC Old Country Packers $2,263.00
Claims Recovery Group LLC Bridor USA Inc $2,117.76
Claims Recovery Group LLC American Bag Company $2,046.00
Claims Recovery Group LLC Designer Protein, Llc $1,543.48
Claims Recovery Group LLC BJ Long $1,013.76
Claims Recovery Group LLC Prophase Labs Inc Lock $764.16
Box 2132
Claims Recovery Group LLC Teledex Incorporated $529.20
Claims Recovery Group LLC Regent Labs Incorporated $88.00
Fair Harbor Capital, LLC Allen Brothers $15,567.90
Wholesale Dist Inc
About Associated Wholesalers
Founded in 1962 and headquartered in Robesonia, Pennsylvania,
Associated Wholesalers Inc. services 800 supermarkets, specialty
stores, convenience stores and superettes with grocery, meat,
produce, dairy, frozen foods and general merchandise/health and
beauty care products. AWI, which owns distribution facilities in
Robesonia, Pennsylvania, and York, Pennsylvania, serves the mid-
Atlantic United States. AWI is owned by its 500 retail members,
who in turn operate supermarkets. AWI has 1,459 employees.
White Rose Inc. is a food wholesaler and distributor serving the
greater New York metropolitan area. The company traces its
origins to 1886, when brothers Joseph and Sigel Seeman founded
Seeman Brothers & Doremus to provide grocery deliveries throughout
New York City. White Rose carries out its operations through
three leased warehouse and distribution centers, two of which are
located in Carteret, New Jersey, and one in Woodbridge, New
Jersey. White Rose has 777 employees.
Associated Wholesalers and its affiliates sought Chapter 11
bankruptcy protection on Sept. 9, 2014, to sell their assets under
11 U.S.C. Sec. 363 to C&S Wholesale Grocers, absent higher and
better offers.
The Debtors have sought joint administration of their Chapter 11
cases for procedural purposes, seeking to maintain all pleadings
on the case docket for AWI Delaware, Inc., Bankr. D. Del. Case No.
14-12092.
As of the Petition Date, the Debtors owe the Bank Group
(consisting of lenders, Bank of America, N.A., Bank of American
Securities LLC as sole lead arranger and joint book runner, Wells
Fargo Capital Finance, LLC as joint book runner and syndication
agent, and RBS Capita, as documentation agent) an aggregate
principal amount of not less than $131,857,966 (inclusive of
outstanding letters of credit), plus accrued interest. The
Debtors estimate trade debt of $72 million.
Saul Ewing LLP and Rhoads & Sinon LLP are serving as legal
advisors to the Debtors, Lazard Middle Market is serving as
financial advisor, and Carl Marks Advisors is serving as
restructuring advisor to AWI. Carl Marks' Douglas A. Booth has
been tapped as chief restructuring officer. Epiq Systems serves
as the claims agent.
The Official Committee of Unsecured Creditors tapped to retain
Hahn & Hessen LLP as its lead counsel; Pepper Hamilton LLP as its
co-counsel; and Capstone Advisory Group, LLC, together with its
wholly-owned subsidiary Capstone Valuation Services, LLC, as its
financial advisors.
ATLS ACQUISITION: Strikes Deal Trimming $160M Medicare Claim
------------------------------------------------------------
Law360 reported that bankrupt diabetes testing supply company
Liberty Medical Supply Inc. agreed to settle a $160 million claim
lodged by the Centers for Medicare and Medicaid Services for
alleged overpayments, reaching a deal that will pay the agency
nearly $32 million. According to the report, citing a motion
filed in court, settlement of the roughly $160.2 million claim
will remove "one of the major obstacles" in Liberty Medical's
bankruptcy, reducing liability without the need for years of
litigation and making its assets more attractive to third-party
buyers.
About Liberty Medical
Entities that own diabetics supply provider Liberty Medical led by
ATLS Acquisition, LLC, sought Chapter 11 protection (Bankr. D.
Del. Lead Case No. 13-10262) on Feb. 15, 2013, just less than
three months after a management buy-out and amid a notice by the
lender who financed the transaction that it's exercising an option
to acquire the business.
Liberty has been in business for 22 years serving the needs of
both type 1 and type 2 diabetic patients. Liberty is a mail order
provider of diabetes testing supplies. In addition to diabetes
testing supplies, the Debtors also sell insulin pumps and insulin
pump supplies, ostomy, catheter and CPAP supplies and operate a
large mail order pharmacy. Liberty operates in seven different
locations and has 1,684 employees.
Dennis A. Meloro, Esq., at Greenberg Traurig, LLP, serves as the
Debtor's counsel; Ernst & Young LLP to provide investment banking
advice; and Epiq Bankruptcy Solutions, LLC, as claims and noticing
agent for the Clerk of the Bankruptcy Court.
An official committee of unsecured creditors has been appointed in
the case and consists of LifeScan, Inc., Abbott Laboratories, and
Teva Pharmaceuticals USA, Inc. They are represented by Joseph H.
Huston Jr., Esq., Maria Aprile Sawczuk, Esq., and Camille C. Bent,
Esq., of Stevens & Lee P.C. as well as Bruce Buechler, Esq., S.
Jason Teele, Esq., and Nicole Stefanelli, Esq. of Lowenstein
Sandler LLP. The Committee has tapped Mesirow Financial
Consulting, LLC, as financial advisors.
* * *
As previously reported by The Troubled Company Reporter, ATLS
Acquisition, LLC, et al., filed with the U.S. Bankruptcy Court for
the District of Delaware a joint plan of reorganization and an
accompanying disclosure statement, which propose to fund a
liquidating trust with proceeds from the sale of the Debtors'
assets. A full-text copy of the Disclosure Statement dated
Aug. 15, 2014, is available at http://is.gd/aLMnQP
ATLS ACQUISITION: Nov. 13 Hearing on CMS Settlement Agreement
-------------------------------------------------------------
Bankruptcy Court for the District of Delaware will convene a
hearing on Nov. 13, 2014 at 2:00 p.m., to consider ATLS
Acquisition, LLC, et al.'s motion to approve the CMS settlement
agreement. Objections, if any, are due Nov. 6, at 4:00 p.m.
The settlement agreement was entered into by and among the Debtor
Liberty Medical Supply, Inc. and the Centers for Medicare &
Medicaid Services to resolve CMS' claims against LMS related to
alleged overpayments made by CMS to LMS in 2008, 2009 and 2010 and
certain other issues.
The parties said that the proposed settlement agreement achieves
all of the principal objectives of the Debtors' negotiations with
CMS in the event that LMS purposes a plan of reorganization or LMS
sells substantially all of its assets to a buyer that accepts
assignment of the enrollment agreements -- first, it results in a
substantial reduction of the claims asserted against the Debtors'
bankruptcy estates, and second, it will greatly assist in
maximizing the value of the Debtors' assets by allowing a buyer in
a going concern sale to take an assignment of LMS's enrollment
agreements.
The stalking horse purchaser for the Debtors' assets, Liberty
Medical Operations, Inc., has not yet agreed to all of the terms
in the settlement agreement. In the event that CMS, the U.S.
Department of Justice, and the Debtors agree to any further
changes sought by the stalking horse purchaser, the debtors will
promptly file an amended settlement agreement with the Court.
The settlement agreement provides that in full satisfaction of the
extrapolated claim, (a) CMS will retain the prepetition recovery
and frozen amounts (together, approximately $14.8 million), and
(b) reorganized LMS or the buyer of LMS's assets will pay an
addition $17 million to CMS.
On the occurrence of the settlement effective date, the United
States of America, and the Centers for Medicare & Medicaid
Services unconditionally and irrevocably waive, release and
forever discharge LMS from: (a) the extrapolated claim; and (b)
any claims or obligations arising out of or related to the conduct
giving rise to the extrapolated claim.
Upon the occurrence of the settlement effective date, LMS (or, in
the case of a going concern sale, buyer) unconditionally and
irrevocably waives, releases and forever discharges CMS from any
liability arising out of LMS's payment of the Prepetition Recovery
to CMS.
About Liberty Medical
Entities that own diabetics supply provider Liberty Medical led by
ATLS Acquisition, LLC, sought Chapter 11 protection (Bankr. D.
Del. Lead Case No. 13-10262) on Feb. 15, 2013, just less than
three months after a management buy-out and amid a notice by the
lender who financed the transaction that it's exercising an option
to acquire the business.
Liberty has been in business for 22 years serving the needs of
both type 1 and type 2 diabetic patients. Liberty is a mail order
provider of diabetes testing supplies. In addition to diabetes
testing supplies, the Debtors also sell insulin pumps and insulin
pump supplies, ostomy, catheter and CPAP supplies and operate a
large mail order pharmacy. Liberty operates in seven different
locations and has 1,684 employees.
Dennis A. Meloro, Esq., at Greenberg Traurig, LLP, serves as the
Debtor's counsel; Ernst & Young LLP to provide investment banking
advice; and Epiq Bankruptcy Solutions, LLC, as claims and noticing
agent for the Clerk of the Bankruptcy Court.
An official committee of unsecured creditors has been appointed in
the case and consists of LifeScan, Inc., Abbott Laboratories, and
Teva Pharmaceuticals USA, Inc. They are represented by Joseph H.
Huston Jr., Esq., Maria Aprile Sawczuk, Esq., and Camille C. Bent,
Esq., of Stevens & Lee P.C. as well as Bruce Buechler, Esq., S.
Jason Teele, Esq., and Nicole Stefanelli, Esq. of Lowenstein
Sandler LLP. The Committee has tapped Mesirow Financial
Consulting, LLC, as financial advisors.
* * *
As previously reported by The Troubled Company Reporter, ATLS
Acquisition, LLC, et al., filed with the U.S. Bankruptcy Court for
the District of Delaware a joint plan of reorganization and an
accompanying disclosure statement, which propose to fund a
liquidating trust with proceeds from the sale of the Debtors'
assets. A full-text copy of the Disclosure Statement dated
Aug. 15, 2014, is available at http://is.gd/aLMnQP
BALD II LLC: Case Summary & 3 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Bald II, LLC
1221 Carolina Avenue
Elizabeth City, NC 27909
Case No.: 14-06535
Chapter 11 Petition Date: November 8, 2014
Court: United States Bankruptcy Court
Eastern District of North Carolina
(Greenville Division)
Debtor's Counsel: Glenn R. Weiser, Esq.
DAN L. MERRELL & ASSOCIATES, P.C.
PO Drawer 270
Kitty Hawk, NC 27949
Tel: 252-261-2020
Fax: 252-261-4477
Email: gweiser@darelaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Francis A. Bald, manager.
A list of the Debtor's three largest unsecured creditors is
available for free at http://bankrupt.com/misc/nceb14-06535.pdf
BCBG MAX: S&P Withdraws 'CCC-' CCR at Company's Request
-------------------------------------------------------
Standard & Poor's Ratings Services withdrew its 'CCC-' corporate
credit rating on BCBG Max Azria Group Inc, at the company's
request. At the time of the withdrawal, the outlook was negative.
S&P continues to believe there is a high likelihood for a
restructuring within the next six months.
BERNARD L. MADOFF: Forfeiture Tangle Yields Sentencing Delay
------------------------------------------------------------
Law360 reported that U.S. District Judge Laura Taylor Swain in New
York pushed off sentencing for five people who helped perpetrate
con king Bernie Madoff's investment fraud as their lawyers
wrangled with the government anew over a demand for potentially
$150 billion in forfeiture, including possibly some of their
primary residences. According to the report, Judge Swain
postponed sentencing for former Bernard L. Madoff Investment
Securities LLC operations chief Daniel Bonventre, former account
manager Annette Bongiorno and former computer programmers George
Perez and Jerome O'Hara until the week of Dec. 8. Sentencing for
former account manager JoAnn Crupi was pushed off until Dec. 15.
The case is U.S. v. O'Hara et al., case number 1:10-cr-00228, in
the U.S. District Court for the Southern District of New York.
About Bernard L. Madoff
Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A.
Stanton of the U.S. District Court for the Southern District of
New York granted the application of the Securities Investor
Protection Corporation for a decree adjudicating that the
customers of BLMIS are in need of the protection afforded by the
Securities Investor Protection Act of 1970. The District Court's
Protective Order (i) appointed Irving H. Picard, Esq., as trustee
for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP
as his counsel, and (iii) removed the SIPA Liquidation proceeding
to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789)
(Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims
agent.
On April 13, 2009, former BLMIS clients filed an involuntary
Chapter 7 bankruptcy petition against Bernard Madoff (Bankr.
S.D.N.Y. 09-11893). The petitioning creditors -- Blumenthal &
Associates Florida General Partnership, Martin Rappaport
Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and
Steven Morganstern -- assert US$64 million in claims against Mr.
Madoff based on the balances contained in the last statements they
got from BLMIS.
On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff
Securities International Limited in London under bankruptcy
protection pursuant to Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. 09-16751).
The Chapter 15 case was later transferred to Manhattan. In June
2009, Judge Lifland approved the consolidation of the Madoff SIPA
proceedings and the bankruptcy case.
Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to
150 years of life imprisonment for defrauding investors in United
States v. Madoff, No. 09-CR-213 (S.D.N.Y.).
From recoveries in lawsuits coupled with money advanced by SIPC,
Mr. Picard has commenced distributions to victims, with the fourth
and latest batch of distributions done in May 2014. Distributions
to eligible claimants have totaled almost $6 billion, which
includes $812.2 million in committed advances from the SIPC. More
than 1,100 victims have already recovered the full principal they
lost in the fraud.
As of May 2014, Mr. Picard has recovered or reached agreements to
recover $9.8 billion since his appointment in December 2008.
BERNARD L. MADOFF: Trustee Recovered $41.7 Million in Six Months
----------------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that Irving Picard, the trustee liquidating Bernard
L. Madoff Investment Securities LLC, filed a status report with
details on the $41.7 million he collected in the six months ended
Sept. 30. According to the report, in total, the trustee has
recovered more than $9.8 billion, representing about 56 percent of
customers' cash losses in the world's largest Ponzi scheme. So
far, the trustee has distributed almost $6 billion, including $814
million provided by the Securities Investor Protection Corp., the
report related.
About Bernard L. Madoff
Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A.
Stanton of the U.S. District Court for the Southern District of
New York granted the application of the Securities Investor
Protection Corporation for a decree adjudicating that the
customers of BLMIS are in need of the protection afforded by the
Securities Investor Protection Act of 1970. The District Court's
Protective Order (i) appointed Irving H. Picard, Esq., as trustee
for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP
as his counsel, and (iii) removed the SIPA Liquidation proceeding
to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789)
(Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims
agent.
On April 13, 2009, former BLMIS clients filed an involuntary
Chapter 7 bankruptcy petition against Bernard Madoff (Bankr.
S.D.N.Y. 09-11893). The petitioning creditors -- Blumenthal &
Associates Florida General Partnership, Martin Rappaport
Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and
Steven Morganstern -- assert US$64 million in claims against Mr.
Madoff based on the balances contained in the last statements they
got from BLMIS.
On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff
Securities International Limited in London under bankruptcy
protection pursuant to Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. 09-16751).
The Chapter 15 case was later transferred to Manhattan. In June
2009, Judge Lifland approved the consolidation of the Madoff SIPA
proceedings and the bankruptcy case.
Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to
150 years of life imprisonment for defrauding investors in United
States v. Madoff, No. 09-CR-213 (S.D.N.Y.).
From recoveries in lawsuits coupled with money advanced by SIPC,
Mr. Picard has commenced distributions to victims, with the fourth
and latest batch of distributions done in May 2014. Distributions
to eligible claimants have totaled almost $6 billion, which
includes $812.2 million in committed advances from the SIPC. More
than 1,100 victims have already recovered the full principal they
lost in the fraud.
As of May 2014, Mr. Picard has recovered or reached agreements to
recover $9.8 billion since his appointment in December 2008.
BLUE RACER: S&P Retains 'B' Notes Rating After $150MM Add-On
------------------------------------------------------------
Standard & Poor's Ratings Services said its 'B' issue rating and
'5' recovery rating on Blue Racer Midstream LLC's $400 million
senior unsecured notes due 2022 remain unchanged after the deal's
upsizing to $550 million. The company successfully upsized the
deal due to favorable market conditions.
Blue Racer is a joint venture between Caiman Energy II LLC and
Dominion Resources Inc. that provides natural gas gathering,
transmission, and processing services to producers in the Utica
and Marcellus shale-gas gathering regions.
RATINGS LIST
Ratings Unchanged
Blue Racer Midstream LLC
Corp credit rating B+/Stable/--
$550 mil senior unsecured notes B
Recovery rating 5
BOOMERANG SYSTEMS: Terminates Tender Offer of Notes and Warrants
----------------------------------------------------------------
Boomerang Systems filed an amendment to its tender offer statement
on Schedule TO originally filed with the U.S. Securities and
Exchange Commission on July 11, 2014, as amended.
The Schedule TO relates to the right of holders of certain of its
unsecured convertible promissory notes and outstanding warrants to
purchase common stock to exchange those notes and warrants for
shares of common stock of the Company. This Amendment constitutes
the final amendment pursuant to Rule 13e-4(c)(4) under the
Securities Exchange Act of 1934.
The Offer terminated at 11:59 p.m., Eastern time, on Oct. 31,
2014.
Pursuant to the Offer, the Company received and accepted
Elections to Participate from holders of 114.25 First Tranche
Units, 60.00 Second Tranche Units and 30.75 Third Tranche Units
and, accordingly, issued 5,340,870, 2,804,965 and 1,437,549
shares of its Common Stock to the holders of such First Tranche
Units, Second Tranche Units and Third Tranche Units, respectively.
About Boomerang Systems
Headquartered in Morristown, New Jersey, Boomerang Systems, Inc.
(Pink Sheets: BMER) through its wholly owned subsidiary, Boomerang
Utah, is engaged in the design, development, and marketing of
automated racking and retrieval systems for automobile parking and
automated racking and retrieval of containerized self-storage
units.
Boomerang Systems incurred a net loss of $11.22 million for the
year ended Sept. 30, 2013, following a net loss of $17.42 million
for the year ended Sept. 30, 2012.
As of June 30, 2014, the Company had $5.54 million in total
assets, $24.56 million in total liabilities and a $19.02 million
total stockholders' deficit.
Bankruptcy Warning
"Our operations may not generate sufficient cash to enable us to
service our debt. If we were to fail to make any required payment
under the Loan Agreement, notes and agreements governing our
indebtedness or fail to comply with the covenants contained in the
Loan Agreement, notes and agreements, we would be in default. A
debt default could significantly diminish the market value and
marketability of our common stock and could result in the
acceleration of the payment obligations under all or a portion of
our consolidated indebtedness, or a renegotiation of our Loan
Agreement with more onerous terms and/or additional equity
dilution. If the debt holders were to require immediate payment,
we might not have sufficient assets to satisfy our obligations
under the Loan Agreement, notes or our other indebtedness. It may
also enable their lenders under the Loan Agreement to foreclose on
the Company's assets and/or its ownership interests in its
subsidiaries. In such event, we could be forced to seek
protection under bankruptcy laws, which could have a material
adverse effect on our existing contracts and our ability to
procure new contracts as well as our ability to recruit and/or
retain employees. Accordingly, a default could have a significant
adverse effect on the market value and marketability of our common
stock," the Company said in the annual report for the year ended
Sept. 30, 2013.
BROADWAY FINANCIAL: Posts $765,000 Net Income in Third Quarter
--------------------------------------------------------------
Broadway Financial Corporation reported net income of $765,000
for the third quarter of 2014, compared to net income of $584,000
for the third quarter of 2013. For the nine months ended
Sept. 30, 2014, the Company reported net income of $1.8 million
compared to a net loss of $260,000 for the same period in 2013.
Chief Executive Officer, Wayne Bradshaw stated, "During the month
of October, we completed the final phase of the restructuring of
the Company's balance sheet by completing our private placement,
paying off our senior debt and extending the maturity of our
subordinated debt. With the completion of these major
initiatives, the Company can now focus on improving operations and
continuing our strategy of becoming the leader in financing
affordable housing in low-to-moderate income communities
throughout Southern California. We believe that the combination
of our strong capital base and ability to lend to experienced
owners of smaller multi-family residential properties will allow
Broadway to resume its historical leadership in serving low-to-
moderate income communities."
Total assets increased by $5.5 million to $338 million at
Sept. 30, 2014, from $332.5 million at Dec. 31, 2013, primarily
due to an increase in securities available-for-sale and gross
loans receivable, partially offset by a decrease in cash and cash
equivalents.
A full-text copy of the press release is available at:
http://is.gd/5pjrKu
About Broadway Financial
Los Angeles, Calif.-based Broadway Financial Corporation was
incorporated under Delaware law in 1995 for the purpose of
acquiring and holding all of the outstanding capital stock of
Broadway Federal Savings and Loan Association as part of the
Bank's conversion from a federally chartered mutual savings
association to a federally chartered stock savings bank. In
connection with the conversion, the Bank's name was changed to
Broadway Federal Bank, f.s.b. The conversion was completed, and
the Bank became a wholly owned subsidiary of the Company, in
January 1996.
The Company is regulated by the Board of Governors of the Federal
Reserve System. The Bank is regulated by the Office of the
Comptroller of the Currency and the Federal Deposit Insurance
Corporation.
Broadway Financial reported a loss allocable to common
stockholders of $1.08 million in 2013, a loss allocable to common
stockholders of $693,000 in 2012 and a net loss available to
common shareholders of $15.36 million in 2011.
CARDAX INC: Has $1.88-Mil. Net Loss in Sept. 30 Quarter
-------------------------------------------------------
Cardax, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net
loss of $1.88 million on $nil of revenues for the three months
ended Sept. 30, 2014, compared to a net loss of $1.35 million on
$nil of revenues for the same period in 2013.
The Company's balance sheet at Sept. 30, 2014, showed
$2.29 million in total assets, $4.58 million in total liabilities,
and a stockholders' deficit of $2.29 million.
The Company incurred a net loss $15.19 million for the nine months
ended Sept. 30, 2014, and a net loss of $2.85 million for the
nine-months ended Sept. 30, 2013. As a result of these and other
factors, the Company's independent registered public accounting
firm has included an explanatory paragraph in their audited
consolidated financial statements and footnotes in the current
report on Form 8-K filed Feb. 10, 2014 as to the substantial doubt
about the Company's ability to continue as a going concern.
A copy of the Form 10-Q is available at:
http://is.gd/t2kpVU
Cardax Inc., formerly Koffee Korner Inc., is engaged in developing
products utilizing astaxanthin, a naturally occurring compound
demonstrated to reduce inflammation, at its source, without the
harmful side effects of current anti-inflammatory treatments. The
Company's protect compositions of matter, pharmaceutical
compositions, and pharmaceutical uses of astaxanthin and related
products in key disease areas.
CARECORE NATIONAL: S&P Affirms 'B' CCR & Revises Outlook to Pos.
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its 'B'
long-term corporate credit rating on CareCore National LLC. In
addition, S&P revised the outlook to positive from stable.
S&P also affirmed its 'B' debt ratings on CareCore's senior
secured credit facilities, which include the upsized $110 million
revolver, the existing $313.4 million term loan B, and the $535
million add-on term loan B. S&P has revised its recovery ratings
on these debt issues to '3' from '4'. The '3' recovery rating
indicates S&P's expectation that lenders could expect meaningful
recovery (50%-70%) in the event of a payment default.
All existing MedSolutions debt will be repaid at the closing of
the transaction.
The ratings reflect CareCore's "weak" business risk profile and
"aggressive" financial policy. According to S&P's criteria, this
combination results in an anchor score of 'b+'. S&P applies an
unfavorable comparative rating analysis modifier that results in
the 'B' rating. This modifier is based on the company's overall
limited business scope, significant client concentrations, and
acquisition-related integration/execution risks. Moreover, the
company's leverage (4.8x pro forma as of Sept. 30, 2014) is at the
weaker end of S&P's "aggressive" category, and CareCore still has
unresolved potential regulatory-related liabilities.
"We view the CareCore/MedSolutions transaction as an overall
credit positive, particularly from a business risk perspective,"
said Standard & Poor's credit analyst James Sung.
The combined company will be the largest radiology benefits
management provider to health insurance payors (based on total
covered lives and revenues). In addition, it will gain product
depth in its growing non-radiology services, which include
cardiology, musculoskeletal, radiation therapy, and sleep
management. On a pro forma basis, total covered lives will
increase by approximately 1.7x to 171 million and total revenues
will increase by close to 2.5x to $1.5 billion (for the 12 months
ended Sept. 30, 2014). S&P forecasts revenues to grow by the low
single digits in 2015 after the transaction closes.
CHENIERE ENERGY: Incurs $104.5-Mil. Net Loss in Third Quarter
-------------------------------------------------------------
Cheniere Energy, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net
loss of $104.8 million on $66.81 million of total revenues for the
three months ended Sept. 30, 2014, compared with a net loss of
$122.48 million on $67.71 million of total revenues for the same
period in the prior year.
The Company's balance sheet at Sept. 30, 2014, showed $11.78
million in total assets, $9.45 million in total liabilities and
total stockholders' equity of $2.33 million.
A copy of the Form 10-Q is available at:
http://is.gd/UGqWdm
Cheniere is a Houston-based energy company that mainly engages in
liquefied natural gas (LNG)-related businesses. Through its
subsidiary, Cheniere Energy Partners L.P., it owns and operates
the Sabine Pass LNG regasification terminal project in Cameron
Parish, La.
CIRCLE 10 RESTAURANT: RELM LLC Claim Reclassified as Unsecured
--------------------------------------------------------------
Bankruptcy Judge Rosemary Gambardella in New Jersey granted the
request of Jay L. Lubetkin, Chapter 7 Trustee for Circle 10
Restaurant, LLC, to reclassify the alleged secured claim of RELM,
LLC to a general unsecured claim.
RELM filed a proof of claim, #22, in the amount of $378,779.59,
asserting a secured claim based on its rights as assignee to
Northern Bank and Trust Company.
The Debtor had operated a restaurant under the name Margarita's in
Livingston, New Jersey.
The Chapter 7 Trustee asserts that the Liquor License is the
Debtor's only asset that has more than de minimus value and that
the only other asset in the bankruptcy estate is the Trustee's
right to bring avoidance actions. The Trustee contends these are
the only sources of funds for distribution to creditors.
The Chapter 7 Trustee argues that RELM's security interest never
attached to the Liquor License. He contends that under New
Jersey's Alcoholic Beverage Control Act, liquor licenses cannot be
deemed property subject to pledge, lien or any other transfer
except for payment of taxes, and therefore, security interests
cannot attach to liquor licenses or any proceeds arising from
their sale.
He also argues that a Chapter 7 Trustee's avoidance powers cannot
be assigned and therefore RELM's lien does not attach to any funds
recovered pursuant to Trustee's avoidance actions.
RELM argues that the bankruptcy court in In re Chris-Don, Inc.
(Chris-Don I), though overturned on appeal by the United States
District Court for the District of New Jersey, correctly found
that the security interest held by the secured creditor in that
case against the debtor's assets, extended to the sales proceeds
of the debtor's liquor license held by the chapter 7 trustee.
RELM argues that the District Court's decision reversing the
bankruptcy court in Chris-Don I is not binding on the Circle 10
Court.
A copy of the Court's November 7, 2014 Opinion is available at
http://tinyurl.com/pd2jyfffrom Leagle.com.
The Chapter 7 Trustee is represented by:
John J. Harmon, Esq.
RABINOWITZ, LUBETKIN & TULLY, LLC
293 Eisenhower Parkway, Suite 100
Livingston, NJ 07039
Tel: (973) 597-9100
Fax: (973) 597-9119
RELM, LLC is represented by:
Joseph L. Schwartz, Esq.
Kevin J. Lamer, Esq.
RIKER, DANZIG, SCHERER, HYLAND & PERRETTI, LLP
Headquarters Plaza
Morristown, NJ 07962-1981
Tel: 973-451-8506
E-mail: jschwartz@riker.com
klamer@riker.com
Lim Chew Corp., a creditor, is represented by:
Stephen V. Falanga, Esq.
Philip W. Allogramento III, Esq.
CONNELL FOLEY LLP
85 Livingston Avenue
Roseland NJ 07068
Tel: 973-535-0500
Fax: 973-535-9217
E-mail: sfalanga@connellfoley.com
Circle 10 filed a voluntary petition for relief under chapter 7 of
the Bankruptcy Code on March 8, 2013. Jay L. Lubetkin was
appointed as Chapter 7 Trustee by the Office of the United States
Trustee.
COLORADO SPRINGS HOUSING: S&P Raises Rating on 1998 Bonds to 'BB'
-----------------------------------------------------------------
Standard & Poor's Ratings Services raised its rating on Colorado
Springs Housing Authority's (Centennial Plaza Apartments) series
1998 mortgage revenue refunding bonds three notches to 'BB' from
'B' and removed the rating from CreditWatch, where it was placed
with developing implications on July 14, 2014. The outlook is
stable.
"The 'BB' rating reflects the application of our affordable
multifamily housing criteria released June 19, 2014," said
Standard & Poor's credit analyst Alexander North.
More specifically, the rating reflects Standard & Poor's view of:
-- The pledge of revenue to bondholders from the U.S.
Department of Housing and Urban Development's (HUD) Section
8 Housing Assistance Payments Program (HAP) contract through
bond maturity, and HUD's oversight of the Section 8
contract;
-- The project's extremely strong loss coverage assessment; and
-- The very strong operating performance, with low vacancy
rates and a sizeable number of applicants on the project's
waiting list.
Offsetting the aforementioned strengths is the ratings service's
view of the project's low debt service coverage (DSC).
"The stable outlook reflects our opinion of the revenue stream's
expected stability given the Section 8 HAP contract, oversight
from an experienced owner and property manager, and strong
historical occupancy rates," Mr. North added. "Should lower-than-
anticipated DSC or higher-than-expected operating expenses
materialize, we could lower the rating. Conversely, should the
project's overall financial performance improve, we could further
raise the rating."
The July 14, 2014 CreditWatch placement was based on the then-
pending application of the ratings service's revised criteria,
which affected a substantial number of similar multifamily
affordable housing transactions.
Centennial Plaza is a 99-unit, 11-story senior housing facility
located in Colorado Springs.
COLORGRAPHX INC: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Colorgraphx, Inc.
dba Beck Graphics
dba Bradenton Press
dba Remix Print Source
dba Digital Impressions
dba Southprint
4721 110th Avenue North
Clearwater, FL 33762
Case No.: 14-13194
Chapter 11 Petition Date: November 7, 2014
Court: United States Bankruptcy Court
Middle District of Florida (Tampa)
Debtor's Counsel: Buddy D. Ford, Esq.
BUDDY D. FORD, P.A.
115 N. MacDill Avenue
Tampa, FL 33609-1521
Tel: 813-877-4669
Fax: 813-877-5543
Email: Buddy@tampaesq.com
All@tampaesq.com
Total Assets: $1.39 million
Total Liabilities: $2.34 million
The petition was signed by George R. Stulpin, president.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/flmb14-13194.pdf
CORNERSTONE SCHOOLS: S&P Affirms BB+ LT Rating on 2012 Rev. Bonds
-----------------------------------------------------------------
Standard & Poor's Ratings Services has revised its outlook on
Belle Isle, Fla.'s series 2012 charter school lease revenue bonds
issued for the Cornerstone Charter Academy and Cornerstone Charter
High School project (collectively, Cornerstone Schools) to
positive from stable. At the same time, S&P affirmed its 'BB+'
long-term rating on the bonds.
"The outlook revision reflects our view of the school's healthy
demand metrics, good academic performance, strong operations,
solid debt service coverage, and adequate liquidity," said
Standard & Poor's credit analyst Laura Macdonald. Although the
operating performance and the demand metrics are more commensurate
with a higher rating, in our view, the schools' limited four-year
operating history caps the rating at speculative-grade ('BB+' and
below).
The Cornerstone Schools opened in 2010, with each school operating
under separate charter agreements with the Orange County School
District. The Cornerstone Charter Academy serves kindergarten
through eighth grades and Cornerstone High School serves grades
nine to 12. Located near Orlando, Belle Isle founded Cornerstone
as college preparatory schools. In 2012, after just two years of
operations, the schools were granted 15-year charters based on
their status as city-sponsored charter schools in Florida.
The positive outlook reflects S&P's expectation that Cornerstone
will meet its enrollment projections and academic performance will
remain good. Furthermore, S&P expects the school will continue to
earn full accrual operating surpluses and generate solid debt
service coverage. S&P could consider a positive rating action
during the one-year outlook period if Cornerstone improves its
liquidity to levels that are commensurate with 'BBB-' medians and
maintains its enterprise profile while continuing to earn
operating surpluses. Although unlikely, S&P would consider a
negative rating action if enrollment falls, pressuring operations,
debt service coverage weakens, and if liquidity declines
significantly from current levels.
DAHL'S FOOD: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
Debtor Case No.
------ --------
Foods, Inc. 14-02689
dba Dahl's Foods
dba Dahl's Fuels
dba Dahl's Food Mart, Inc.
fdba Dahl's Food Markets
dba Dahl's Holdings I, LLC
4343 Merle Hay Road
Des Moines, IA 50310
Dahl's Food Mart, Inc. 14-02690
Dahl's Holdings I, LLC 14-02691
Type of Business: Retail
Chapter 11 Petition Date: November 9, 2014
Court: United States Bankruptcy Court
Southern District of Iowa (Des Moines)
Debtor's Counsel: Jeffrey D Goetz, Esq.
BRADSHAW, FOWLER, PROCTOR & FAIRGRAVE, P.C.
801 Grand Ave, Ste 3700
Des Moines, IA 50309-8004
Tel: (515) 246-5817
Fax: (515) 246-5808
Email: bankruptcyefile@bradshawlaw.com
Debtor's CROWE & DUNLEVY, P.C.
Conflicts
Counsel:
Debtor's THE FOOD PARTNERS, LLC
Financial
Advisor:
Foods Inc.'s Total Assets: $44.72 million
Foods Inc.'s Total Liabilities: $41.13 million
The petition was signed by Craig Moore, CEO.
List of Foods Inc's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Holmes Murphy Umbrella $364,707
3001 Westown Parkway Insurance
West Des Moines, IA Policy
50266
Thrifty White Pharmacy $266,591
6055 Nathan Lane N. Suite, 200
Minneapolis, MN 55442
Anderson/Erickson Dairy Inc. $255,872
2420 East University Ave.
Des Moines, IA 50317
Dakota Drug Inc. $242,956
Mid American Energy Company $126,682
United Healthcare Ins. Co. $90,965
Shullsburgh Creamery II, LLC $84,192
Frito-Lay Inc. $79,842
Iowa Des Moines Supply Inc. $73,885
Old Dutch Foods Inc. $68,938
Hussmann Services Corp. $66,500
Johnson Brothers Wine Co. $57,401
Pepsi $57,085
Pan-O-Gold Baking Co. $54,198
Martin Bros. $54,171
Alliance Harsha Advertising $50,787
Level 10 $50,767
Blue Rhino Corporation $49,970
Koehler & Dramm $46,172
American Bottling Co. $45,879
DENDREON CORP: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
Debtor Case No.
------ --------
Dendreon Corporation 14-12515
1301 2nd Avenue
Seattle, WA 98101
Dendreon Holdings, LLC 14-12516
Dendreon Distribution, LLC 14-12517
Dendreon Manufacturing, LLC 14-12518
Type of Business: A biotechnology company focused on the
discovery, development and commercialization of
novel cellular immunotherapies to significantly
improve treatment options for cancer patients.
Chapter 11 Petition Date: November 10, 2014
Court: United States Bankruptcy Court
District of Delaware (Delaware)
Judge: Hon. Peter J. Walsh
Debtors' Counsel: Sarah E. Pierce, Esq.
SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
One Rodney Square
P.O. Box 636
Wilmington, DE 19899
Tel: 302-651-3127
Fax: 302-329-9416
Email: sarah.pierce@skadden.com
- and -
Kenneth S. Ziman, Esq.
Raquelle L. Kaye, Esq.
SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
Four Times Square
New York, NY 10036-6522
Tel: 212.735.3000
Fax: 212.735.2000
Email: ken.ziman@skadden.com
raquelle.kaye@skadden.com
- and -
Felicia Gerber Perlman, Esq.
SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
155 N. Wacker Drive
Chicago, IL 60606-1720
Tel: 312.407.0700
Fax: 312.407.0411
Email: felicia.perlman@skadden.com
Debtors' PRIME CLERK LLC
Noticing,
Claims and
Solicitation
Agent:
Debtors' LAZARD FRERES & CO. LLC
Investment
Banker:
Debtors' Alan D. Holtz, Esq.
Restructuring ALIXPARTNERS, LLP
Advisors: 40 West 57th Street
New York, NY 10019
Tel: 212.490.2500
Fax: 212.490.1344
Email: aholtz@alixpartners.com
Total Assets: $364.6 million
Total Debts: $664.4 million
The petitions were signed by Gregory R. Cox, interim chief
finanical officer and treasurer.
Consolidated List of Debtors' 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Bank of New York Notes $620,000,000
Mellon Trust
Company, N.A.
Corporate Trust Department
P.O. Box 392013
Pittsburgh, PA 15251
Fax: (213) 630-6298
Savvis Communications Trade Debt $545,334
Corporation
Attention: President or
General Counsel
1 Savvis Parkway
Town & Country, MO, 63017
Tel: (877) 728-8477
Fax: (314) 579-8708
E-mail: saas@savis.net
American Red Cross Trade Debt $319,443
David Meltzer
General Counsel
2025 E Street NW
Washington, DC 20006
Tel: (877) 733-2767
Fax: (202) 639-9825
E-mail: ombudsman@redcross.org
Vogel Farina LLC Trade Debt $255,280
Attention: Diane Newlin
114 Fifth Avenue
New York, NY 10011
Tel: (908) 598-1188
Fax: (908) 598-1190
Email: dnewlin@vogelfarina.com
bvogel@vogelfarina.com
Cisco Systems Capital Corporation Trade Debt $252,814
Mark Chandler
General Counsel
170 West Tasman Drive
San Jose, CA 95134
Phone: (800) 553-6387
E-mail: web- help@cisco.com
Blood Centers of America, Inc. Trade Debt $190,650
Source Healthcare Analytics, LLC Trade Debt $149,971
AES Clean Technology Trade Debt $123,955
Taos Mountain, Inc. Trade Debt $101,750
Integrated Sales and Trade Debt $96,362
Marketing Consultants, LLC
Document Technologies, LLC Trade Debt $93,249
Accellent Endoscopy Trade Debt $71,374
Fenwal Inc. Trade Debt $64,529
Trinity Partners, LLC Trade Debt $58,218
Mesa Laboratories, Inc. Trade Debt $54,531
Alto Litigation, PC Trade Debt $50,399
Prudential Overall Supply Trade Debt $46,635
New York Blood Center Trade Debt $46,444
OneBlood, Inc. Trade Debt $43,500
International Business Machines Trade Debt $41,498
Corporation
DETROIT, MI: Court Confirms Chapter 9 Plan of Adjustment
--------------------------------------------------------
Jones Day disclosed that the Honorable Steven W. Rhodes of the
United States Bankruptcy Court for the Eastern District of
Michigan on Nov. 7 issued a bench ruling confirming the City of
Detroit's chapter 9 plan of adjustment, paving the way for the
City's exit from the largest and most complex municipal bankruptcy
case in U.S. history. Judge Rhodes will enter a written ruling
within the next few days. Both the City's achievement -- the
adjustment of approximately $18 billion in debt -- and the speed
with which the case was resolved -- 16 months after the City filed
its chapter 9 petition -- are unprecedented. [Fri]day's ruling
follows a 24-day confirmation hearing and many months of out-of-
court mediation and negotiations with retiree representatives,
bond insurers, labor unions and other creditor representatives.
Jones Day has acted as lead restructuring counsel for the City of
Detroit throughout these negotiations and the City's chapter 9
case.
"We are privileged to have been able to play a central role in
this historic matter . . . the rebirth of Detroit, truly a great
American city," said David Heiman, leader of the Jones Day team.
"We congratulate the many people who made this extraordinary
result possible, including Governor Rick Snyder, Kevyn Orr, the
mediation team led by U.S. District Court Chief Judge Gerald
Rosen, U.S. Bankruptcy Judge Steven Rhodes, the county executives
and boards of Macomb, Oakland and Wayne counties, the mayor and
city council of Detroit and the numerous stakeholder parties that
participated in this epic restructuring. Detroit has a great
future ahead of it."
The plan confirmed on Nov. 7 reduces the City's estimated $18
billion debt burden by approximately $7 billion, restoring the
City's financial solvency. Equally important, the plan
establishes the framework for the reinvestment of approximately
$1.7 billion over 10 years in a wide array of revitalization
projects that will improve the everyday lives of its residents.
These improvements include:
Sweeping blight remediation initiatives;
-- Renewed focus on public safety, with significant investment
in the City's police, fire and EMS departments;
-- Comprehensive improvements to the City's public
transportation system;
-- An overhaul of the City's outdated and obsolete information
technology systems; and
-- Streamlining the operations of all City departments.
One of the most important aspects of the plan is the global
settlement of issues related to the City's pensions and retiree
health care. As a result of months of mediation and negotiation
between the City, the official committee of retirees appointed by
the Bankruptcy Court, the City's pension systems and major unions
and retiree associations, the plan enables the City's pensioners
to retain between 95.5% and 100% of their current monthly pension
allowance and increases the solvency of the City's retirement
systems. This settlement also provides for the establishment of
voluntary employee beneficiary associations (VEBAs) to assume the
responsibility for providing healthcare benefits to current City
retirees.
This comprehensive resolution of the City's pension and retiree
health issues would not have been possible without another
settlement -- popularly known as the "Grand Bargain" -- pursuant
to which:
The State of Michigan, certain philanthropic organizations and the
Detroit Institute of Arts (DIA) committed a total of $816 million
to address the underfunding of the City's pensions; and
The world-class art collection housed at the DIA was protected
from dismemberment and placed in a perpetual charitable trust for
the benefit of the City's residents and the surrounding region.
This "Grand Bargain" is unprecedented -- parties with no existing
obligation to the City have committed nearly a billion dollars to
the City's restructuring efforts and have preserved a critical
cultural asset. The Bankruptcy Court also approved other key
settlements and agreements that promise continuing revitalization
of the City, including:
An agreement with Financial Guaranty Insurance Company (FGIC), an
insurer of more than $1 billion of the City's debt, to redevelop
the Joe Louis Arena site following the relocation of the Red Wings
to their new arena, pursuant to which FGIC would fund the costs of
future construction upon the JLA site.
A similar agreement to enter into certain redevelopment
transactions with Syncora, an active litigant in the chapter 9
case that holds or insures more than $350 million of debt. These
redevelopment transactions include: (i) an extension of Syncora's
existing lease of the Detroit-Windsor Tunnel; (ii) options to
develop certain City property; (iii) a concession for Syncora to
operate Detroit's Grand Circus Parking Garage; and (iv) Syncora's
commitment to make substantial capital improvements to and
investments in the City and its assets.
Settlements with certain insurers and bondholders of general
obligation bonds issued by the City. These settlements resolve
significant disputes regarding the priority status of general
obligation bond claims under Michigan law while allowing the City
to retain millions of dollars in certain existing tax revenues.
The City's landmark agreement with Wayne County, Oakland County,
Macomb County and the State of Michigan to create a regional water
and sewer authority.
None of the foregoing would have been possible without the
commitment and indefatigable effort of the outstanding mediation
team appointed by the Bankruptcy Court.
Other notable accomplishments and precedents in the City of
Detroit's chapter 9 bankruptcy case include:
The tender of approximately $1.47 billion of Detroit Water and
Sewerage Department (DWSD) bonds, the first successful tender
transaction in a chapter 9 bankruptcy case. The DWSD tender and
related settlement with holders of DWSD bond claims will result in
approximately $130 million in savings to DWSD.
A settlement between the City and secured creditors arising out of
certain interest rate swap contracts, resulting in a 70% reduction
of the City's obligations and savings of nearly $200 million.
Negotiation of new five-year collective bargaining agreements with
all major City unions.
Adoption of a new hybrid pension plan for employees going forward.
Crucially, the City's achievements under the plan will be
preserved by an independent Financial Review Commission to be
formed under recently-enacted State legislation, which commission
will review the City's performance to ensure that the City
complies with the plan, uses sound budgets, develops realistic
financial plans and manages its expenses to meet all of its
financial obligations going forward.
Jones Day was retained in March 2013 as lead counsel to the City
of Detroit in connection with its ongoing restructuring efforts
and has counseled and served the City throughout its chapter 9
case. Jones Day: (a) assisted in the development and
implementation of restructuring proposals, including the chapter 9
plan of adjustment; (b) participated in negotiations with the
City's key stakeholder constituencies (including approximately 150
mediations) with the goal of reaching a consensual restructuring;
and (c) handled all aspects of the chapter 9 case. The
wide?ranging nature of the City's restructuring required Jones Day
to perform an equally wide array of legal services, including
litigation in multiple venues, the documentation and closing of a
multitude of transactions, including the Grand Bargain and
redevelopment transactions discussed above, capital raising
transactions, labor negotiations and the structuring of pension
and healthcare benefits, among others.
The Jones Day team was led by Business Restructuring &
Reorganization partners David Heiman (Cleveland), Bruce Bennett
(Los Angeles) and Heather Lennox (Cleveland and New York). The
team included: Banking & Finance: Joel Telpner (New York);
Business Restructuring & Reorganization:Corinne Ball (New York),
Jeff Ellman (Atlanta), Brad Erens (Chicago), and Tom Wilson
(Cleveland); Employee Benefits & Executive Compensation:Evan
Miller (Washington), Sarah Griffin (Los Angeles), and Elena Kaplan
(Atlanta); Labor & Employment:Brian Easley (Chicago), Jessica
Kastin (New York), and Mike Rossman (Columbus); Litigation: Tim
Cullen (Practice Leader, Global Disputes), Beth Heifetz (Practice
Leader, Issues & Appeals), Geoff Irwin, Greg Shumaker, and Geoff
Stewart (all Business & Tort Litigation), all in Washington; Real
Estate:Brian Sedlak (Chicago).
Jones Day is a global law firm with 41 offices in major centers of
business and finance throughout the world. Its unique governance
system fosters an unparalleled level of integration and
contributes to its perennial ranking as among the best in the
world in client service. Jones Day provides significant legal
representation for almost half of the Fortune 500, Fortune Global
500, and FT Global 500.
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 estimated
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.
* * *
Standard & Poor's Ratings Services, on Sept. 5, 2014, raised its
ratings on five bond CUSIPs of Detroit's outstanding sewerage
disposal and water supply revenue bonds to 'BBB+' from 'D' as S&P
indicated it would do in its report dated Aug. 28, 2014. The
outlook is stable.
The Troubled Company Reporter, on Oct. 10, 2014, reported that
Moody's Investors Service has placed the City of Detroit's (MI)
Certificates of Participation (COPs) Ca rating on review for
possible downgrade. This action follows the recent settlement
announcement between the city and Syncora, which insures a portion
of the city's outstanding COPs. The settlement includes a cash
payment, as well as extended and optional stakes in city owned
assets. Moody's said it is likely that the recovery for creditors
will be below 35% and as a result consistent with a C rating. The
review will be resolved if and when a settlement with FGIC, the
other main insurer of the city's COPs liabilities, is made public.
DETROIT, MI: Moving to Financial Stability, Says Emergency Manager
------------------------------------------------------------------
Kevyn Orr, the Emergency Manager for the City of Detroit, released
the following statement following the announcement on Nov. 7 that
Judge Steven Rhodes of the United States Bankruptcy Court for the
Eastern District of Michigan has confirmed the City's Plan of
Adjustment. In reaching his decision, Judge Rhodes determined
that the Plan is fair and equitable for all of the City's
creditors and feasible for the City to implement as it moves
toward emerging from bankruptcy.
"With Judge Rhodes's historic decision, Detroit moves further
along the path toward financial stability and success as a viable
and attractive place to live, work and invest," said Mr. Orr. "My
team and I are pleased that Judge Rhodes agrees that the Plan is
the best way for the City to resolve its financial difficulties
and remain on solid financial footing.
"This decision would not have been possible without the hard work,
compromise and sacrifice of so many people and organizations that
put aside their considerable differences and came together for the
benefit of Detroit's future. Throughout this entire process, we
have benefited from the leadership of many people -- namely,
Governor Rick Snyder, Mayor Mike Duggan, Judge Rhodes, U.S. Chief
Judge Gerald Rosen and his team of federal mediators, the Detroit
City Council, the Michigan Legislature, the foundation community,
the Detroit Institute of Arts and its supporting organizations and
the leadership teams and advisors of all of the City's
counterparties.
"Importantly, we also have been inspired by the tireless resolve
and deep commitment to Detroit of the City's workers, retirees and
citizens. Their strength of character gives me great confidence
in Detroit's future now that it will have the financial resources
and discipline it needs to fulfill its vast potential."
The confirmation of the Plan is the latest achievement for Mr. Orr
and his team since the City filed for bankruptcy protection in
July 2013. With the speed and efficiency of a corporate
restructuring, Mr. Orr and his advisors have improved the City's
finances, restored basic public services to Detroit's nearly
700,000 residents and built the foundation Detroit will need to
attract residents and businesses in the future. Key
accomplishments include:
-- A $865 million "Grand Bargain" settlement among the City,
Detroit's Retirees, the State of Michigan, the Detroit Institute
of Arts and several national philanthropic foundations that shores
up public pensions while protecting City-owned art;
-- Allowing City pensioners to keep between 95.5 percent and
100 percent of current monthly benefits;
-- Reducing the City's debt level by approximately $7 billion
to allow the City to operate within its means;
-- Significant progress on blight removal and neighborhood
revitalization;
-- Streetlights being replaced at a rate of 1,000 new lights per
week;
-- Violent crime is down and police response times have
improved from an average of 58 minutes to an average of 17
minutes;
-- Transfer of the City' 100-year-old power grid and customers
to a more reliable and cost effective privately run utility;
-- Privatization of the City's garbage collection, resulting in
on-time and reliable service;
Creation of the Great Lakes Water Authority to improve the tri-
county area's water and sewer operations management that generates
$50 million a year for improvements and maintenance in the system;
and
Creation of a voluntary employee beneficiary association (VEBA) to
provide and administer current retiree health care.
Mr. Orr continued, "Detroit's recovery began just over 20 months
ago with multiple adversarial parties approaching the process from
very different perspectives. By listening and solving issues
creatively, we have turned even the most ardent objectors into
supporters of and, in some instances, partners in the City's
ongoing revitalization. While today marks an incredible
accomplishment, there is still much work to be done, and my team
and I remain focused on seeing our job through to its completion."
To ensure the Plan is implemented consistently and fairly and that
Detroit's recovery is sustainable, the Plan calls for the creation
of a Financial Advisory Board for Detroit. The Board, the
membership and bylaws of which will be determined at a later date,
will ensure financial accountability for the City and that the
progress of the past 20 months does not go to waste.
A summary of the Plan, along with additional information and links
relating to Detroit's Chapter 9 case, can be found at
http://www.detroitmi.gov/EmergencyManager.aspx
Bankruptcy Court filings are available online, free of charge, at
http://kccllc.net/Detroit
Miller Buckfire & Co., Jones Day, Ernst & Young and Conway
MacKenzie Inc. are advising the City of Detroit on its
restructuring.
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 estimated
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.
* * *
Standard & Poor's Ratings Services, on Sept. 5, 2014, raised its
ratings on five bond CUSIPs of Detroit's outstanding sewerage
disposal and water supply revenue bonds to 'BBB+' from 'D' as S&P
indicated it would do in its report dated Aug. 28, 2014. The
outlook is stable.
The Troubled Company Reporter, on Oct. 10, 2014, reported that
Moody's Investors Service has placed the City of Detroit's (MI)
Certificates of Participation (COPs) Ca rating on review for
possible downgrade. This action follows the recent settlement
announcement between the city and Syncora, which insures a portion
of the city's outstanding COPs. The settlement includes a cash
payment, as well as extended and optional stakes in city owned
assets. Moody's said it is likely that the recovery for creditors
will be below 35% and as a result consistent with a C rating. The
review will be resolved if and when a settlement with FGIC, the
other main insurer of the city's COPs liabilities, is made public.
DETROIT, MI: Parties Relieved "Turbulent Period" Over
-----------------------------------------------------
Various properties released statements in connection with the
confirmation of the City of Detroit's Plan of Adjustment.
GRS Statement
The General Retirement System's Board of Trustees said in a
statement, "The General Retirement System's Board of Trustees are
relieved that this turbulent period in Detroit's history and in
our pensioners lives has come to conclusion with Judge Rhodes
ruling to confirm the Eighth Amended Plan of Adjustment in the
City of Detroit bankruptcy.
"For the past eighteen months our retirees, members and
beneficiaries have undergone an agonizing journey filled with
anxiety and uncertainty for their future. The financial security
they had earned and counted on for their retirement was under
attack."
"Our retirees made the most difficult decision to support this
plan. It was done with personal sacrifice accompanied by great
disappointment in a legal system in which they believed their
pensions were protected by the Michigan Constitution."
However, we accept the process that has brought us to where we are
today and recognize the unusual opportunity for the City of
Detroit to begin anew with a clean slate and on a stable and
healthy financial path.
For the last three years the GRS has undergone a complete
restructuring process, rewriting our policies and procedures to
help ensure the decisions we make will provide success in the
future. Our Board of Trustees is committed to being open,
transparent and accountable in all decision making. In fact for
the past two years we have surpassed a 12.7 percent annual rate of
return on our investments.
We are looking forward to working closely with the newly created
Investment Committee as we embark upon this new chapter of
progress for GRS.
"We are more than ready to join with the City to begin the healing
process."
Detroit Driven's Statement
Non-profit, Detroit Driven, whose mission is to promote civic
pride in the City of Detroit, its people, history, culture,
economic growth and resurgence, sees Detroit's bankruptcy process
as a best practice of a bi-partisan outcome.
Driven Detroit has received endorsements from Michigan's top
political leaders including: Governor Rick Snyder and City of
Detroit Mayor Mike Duggan. Additionally, Detroit Driven board
includes business and community leaders such as: Cindy Pasky, CEO
- Strategic Staffing Solutions, Mary Kramer, Publisher ? Crain's
Detroit Business, Larry Alexander, President & CEO ? Detroit Metro
Convention & Visitors Bureau. Senator Tupac Hunter serves at the
organization's Executive Director.
"The city of Detroit is in the midst of a great American comeback,
and it is encouraging to know that Detroit Driven will ensure the
story gets told," said Michigan Governor Rick Snyder. "The people
of Detroit have been working extremely hard to revitalize their
home city, it is crucial that their commitment is recognized."
Detroit is home to many non-profit organizations whose mission is
to bring together Detroiters and Michiganders alike, to put aside
political differences and become one forward thinking entity.
Detroit Driven is the bridge between government, small business,
entrepreneurs and community organizations in Detroit, in Michigan
and across the country.
"Detroit Driven wants to take this opportunity and applaud the
hard work of my fellow Detroiters," said Michigan State Senator
and Detroit Driven's Executive Director, Tupac Hunter. "To see
every person of a community put aside their differences, be it
economic status to political party, come together as one, shows
how Detroit is such a truly American city. That is what Detroit
Driven stands for; striving towards greatness together, no matter
what."
As Detroit continues to emerge from bankruptcy, Detroit driven and
other nonprofits in the city will work together to highlight the
stories of the entrepreneurs and visionaries working to revitalize
the city.
Driven Detroit partners and supports include: Crain's Detroit
Business, Detroit Homecoming, Opportunity Detroit and Carhartt.
National recording artist and philanthropist, Kid Rock is also
featured as the voiceover talent in Detroit Driven's teaser video.
Click here to view the video.
Detroit Driven asks businesses and groups looking to further its
mission to go to: http://www.detroitdriven.org/
Established as a nonprofit 501(c)(3) entity Detroit Driven --
http://www.detroitdriven.org-- exists to tell the story of
Detroit's resurgence on a citywide basis and to national and
international audiences. It is the bridge between government,
small business, entrepreneurs and community organizations in
Detroit, in Michigan and across the country. Detroit Driven is
led by a board of community, civic, and business leaders
including: Larry Alexander, President & CEO of Detroit Metro
Convention and Visitors Bureau; Cindy Pasky, President & CEO of
Strategic Staffing Solution and Mary Kramer, Publisher of Crain's
Detroit Business.
Blue Cross' Statement
Blue Cross Blue Shield of Michigan CEO Daniel J. Loepp on Nov. 7
issued the following statement in response to Judge Steven Rhodes'
approval of Detroit's historic bankruptcy plan.
"People 30 years from now will remember this day as one that
shaped the Detroit they know. It's up to us to make sure
tomorrow's citizens always remember the sacrifices that were made
by people living and working here today. This day was made
possible by people determined to make tough decisions, people
willing to make hard sacrifices and people willing to work
together to build a better tomorrow for Detroit. Blue Cross, as a
business resident of Detroit for 75 years and a participant in the
Grand Bargain, is pleased that the city and its civic and
community leadership can move forward to realize the limitless
possibilities ahead for the City of Detroit, the region and our
state."
Blue Cross Blue Shield of Michigan -- http://www.bcbsm.com-- is a
nonprofit mutual insurance company, is an independent licensee of
the Blue Cross and Blue Shield Association. BCBSM provides and
administers health benefits to more than 4.4 million members
residing in Michigan in addition to employees of Michigan-
headquartered companies who reside outside the state.
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 estimated
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.
* * *
Standard & Poor's Ratings Services, on Sept. 5, 2014, raised its
ratings on five bond CUSIPs of Detroit's outstanding sewerage
disposal and water supply revenue bonds to 'BBB+' from 'D' as S&P
indicated it would do in its report dated Aug. 28, 2014. The
outlook is stable.
The Troubled Company Reporter, on Oct. 10, 2014, reported that
Moody's Investors Service has placed the City of Detroit's (MI)
Certificates of Participation (COPs) Ca rating on review for
possible downgrade. This action follows the recent settlement
announcement between the city and Syncora, which insures a portion
of the city's outstanding COPs. The settlement includes a cash
payment, as well as extended and optional stakes in city owned
assets. Moody's said it is likely that the recovery for creditors
will be below 35% and as a result consistent with a C rating. The
review will be resolved if and when a settlement with FGIC, the
other main insurer of the city's COPs liabilities, is made public.
DETROIT, MI: Conway MacKenzie Was Key Advisor on Restructuring
--------------------------------------------------------------
On Nov. 7, marks the beginning of a new, exciting chapter for the
City of Detroit. On Nov. 7, Judge Rhodes confirmed Detroit's Plan
of Adjustment, bringing the largest municipal bankruptcy
proceeding in history to a conclusion. Pursuant to the Plan, $7
billion in debt will be eliminated, $1.7 billion will be invested
to improve services and infrastructure, and important city assets
will be protected.
Conway MacKenzie's team, led by Chief Operating Officer Charles
(Chuck) Moore, was vital to the outcome as they are engaged as the
operational restructuring advisor to the City of Detroit. Conway
MacKenzie was charged with leading a task force of restructuring
professionals to analyze the City's pension liabilities.
Their role also included assisting the City in evaluating,
developing, negotiating and executing the short- and long-term
restructuring actions the City must take in order to achieve
improved and adequate levels of services, structural cost savings,
enhanced revenue generation and deficit elimination.
About Conway MacKenzie, Inc.
Conway MacKenzie, Inc. -- http://www.ConwayMacKenzie.com-- is a
consulting and financial advisory firm to the middle market.
Across industries and across the country, Conway MacKenzie
delivers hands-on financial, operational and strategic services
that help healthy companies grow and troubled companies get back
on track. The firm has offices worldwide, including Atlanta,
Chicago, Dallas, Dayton, Detroit, Houston, Los Angeles, New York,
London and Frankfurt.
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 estimated
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.
* * *
Standard & Poor's Ratings Services, on Sept. 5, 2014, raised its
ratings on five bond CUSIPs of Detroit's outstanding sewerage
disposal and water supply revenue bonds to 'BBB+' from 'D' as S&P
indicated it would do in its report dated Aug. 28, 2014. The
outlook is stable.
The Troubled Company Reporter, on Oct. 10, 2014, reported that
Moody's Investors Service has placed the City of Detroit's (MI)
Certificates of Participation (COPs) Ca rating on review for
possible downgrade. This action follows the recent settlement
announcement between the city and Syncora, which insures a portion
of the city's outstanding COPs. The settlement includes a cash
payment, as well as extended and optional stakes in city owned
assets. Moody's said it is likely that the recovery for creditors
will be below 35% and as a result consistent with a C rating. The
review will be resolved if and when a settlement with FGIC, the
other main insurer of the city's COPs liabilities, is made public.
DETROIT, MI: Lippitt O'Keefe Represented Retired Employees
----------------------------------------------------------
Lippitt O'Keefe Gornbein, PLLC, a metro Detroit-based law firm,
has represented and continues to represent the Detroit Retired
City Employees Association (DRCEA) and the Retired Detroit Police
and Fire Fighters Association (RDPFFA) throughout Detroit's
historic Chapter 9 bankruptcy case.
In Federal court on Nov. 7, Judge Steven Rhodes confirmed (pending
an order) Detroit's plan of adjustment thereby initiating the end
of the largest municipal bankruptcy in United States history.
Lippitt O'Keefe Gornbein, PLLC, helped reach agreements on the
treatment of pension and healthcare benefits for City of Detroit
retirees through their representation of the DRCEA and RDPFFA.
"We are humbled and honored to have represented both Detroit's
general municipal retirees and the police and firefighter retirees
during the bankruptcy process," said Brian O'Keefe, managing
partner at Lippitt O'Keefe Gornbein, PLLC. "Now that the 'Grand
Bargain' has been confirmed, members of these two groups have once
again given back to Detroit -- this time in connection with the
future resurgence of Detroit as a major metropolitan city."
"We must acknowledge Don Taylor, the RDPFFA Board, Shirley
Lightsey, and the DRCEA Board for their tireless efforts and
commitment to protecting retirees from greater harm," added
Lippitt O'Keefe Gornbein Attorney Ryan Plecha. "We are also
grateful for the courage and dedication of Chief Judge Rosen,
Eugene Driker, Judge Victoria Roberts, Governor Snyder and the
Michigan legislature for shepherding the city quickly through
bankruptcy. The 'Grand Bargain' and [Fri]day's confirmation would
not have been possible without this collaborative effort. The
city can now rise again and write the next and brighter chapter
for the City of Detroit."
Detroit filed for bankruptcy in July 2013. Following [Fri]day's
ruling, the city expects to emerge from bankruptcy in the next
several weeks.
"We thank all Detroiters who have sacrificed during this trying
time in Detroit's history," continued O'Keefe. "As Detroit emerges
from bankruptcy, we're confident that we will see a stronger
community and an economic powerhouse in the years to come."
About Lippitt O'Keefe Gornbein, PLLC
Headquartered in Birmingham, Michigan, Lippitt O'Keefe Gornbein,
PLLC -- http://www.lippittokeefe.com-- is a full service law firm
that offers experienced legal professionals delivering client-
focused counsel within the areas of general commercial litigation
and commercial transactional law. These areas include Commercial
Litigation, Real Estate Law, Business Law, Employment Law, Estate
Planning and Taxation, Family & Probate Law, Appellate Practice,
and Intellectual Property Law.
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 estimated
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.
* * *
Standard & Poor's Ratings Services, on Sept. 5, 2014, raised its
ratings on five bond CUSIPs of Detroit's outstanding sewerage
disposal and water supply revenue bonds to 'BBB+' from 'D' as S&P
indicated it would do in its report dated Aug. 28, 2014. The
outlook is stable.
The Troubled Company Reporter, on Oct. 10, 2014, reported that
Moody's Investors Service has placed the City of Detroit's (MI)
Certificates of Participation (COPs) Ca rating on review for
possible downgrade. This action follows the recent settlement
announcement between the city and Syncora, which insures a portion
of the city's outstanding COPs. The settlement includes a cash
payment, as well as extended and optional stakes in city owned
assets. Moody's said it is likely that the recovery for creditors
will be below 35% and as a result consistent with a C rating. The
review will be resolved if and when a settlement with FGIC, the
other main insurer of the city's COPs liabilities, is made public.
EDUCATION REALTY: Moody's Gives (P)Ba1 Pref. Equity Shelf Rating
----------------------------------------------------------------
Moody's Investors Service has assigned a (P)Baa3 senior unsecured
shelf rating to Education Realty Trust (EdR). The rating outlook
is stable. This is the first rating assigned to EdR by the rating
agency.
The following rating was assigned with a stable outlook:
Education Realty Operating Partnership, LP -- (P)Baa3 senior
unsecured shelf.
Education Realty Trust, Inc. -- (P)Ba1 preferred equity shelf.
Ratings Rationale
Moody's believes that EdR benefits from its extensive expertise in
the sector, strong relationships within the collegiate community
and proven development track record. As well, the credit profile
is supported by a high percentage of unencumbered assets, and
strong pre-leasing and occupancy metrics for its portfolio.
However, in comparison to student housing and multifamily peers
rated by Moody's, the company is smaller in size with respect to
gross assets, has high secured leverage, low EBITDA margins and a
relatively large development pipeline.
Liquidity coverage is good with manageable near-term debt
maturities and sizable capacity on its line of credit. In
addition, EdR has raised a meaningful amount of equity through its
at-the-market equity program to pay down the line and to fund
investments. The firm's FFO payout and unencumbered assets are in
line with Moody's expectations for investment grade REITs. EdR's
effective leverage and net debt over EBITDA were 36.4% and 7.4x,
respectively. Moody's expects cash flow leverage will benefit from
increased EBITDA resulting from the delivery of a substantial
portion of the development pipeline for the fall 2014 semester.
Secured debt levels are also within Moody's expectations for the
firm's rating. Finally, fixed charge coverage for the quarter was
solid at 3.5x.
Moody's rates the geographic diversity as moderate given the
portfolio's concentration in one asset type for which there is
only one tenant group -- students -- and which must be re-leased
almost entirely each academic year. As well, EdR's EBITDA margin
as of the second quarter was 44% and is low in comparison to its
rated peers and below Moody's expectations for its rating
category. It should also be noted that EdR's exposure to variable
rate debt is high at 46% of total debt and the metric is
benefitting from the current low-interest rate environment.
The stable rating outlook incorporates Moody's expectation that
EdR's size and diversity will continue to improve with the
delivery of its development pipeline, while maintaining stable
operating margins and adequate liquidity. Moody's also anticipates
improving leverage and capital structure drivers for the rating,
especially as related to secured debt and capital access.
A ratings upgrade would be predicated upon continued successful
progress in EdR's development and growth strategy accompanied by
material improvements in its credit profile, which would include:
increase in size to greater than $4.0 billion in total assets; net
debt to EBITDA closer to 6.0x and secured debt less than 15% of
gross assets. Conversely, downward ratings pressure would occur
from any significant missteps in the development pipeline or
growth plans causing a 10% or more reduction in revenues or a
deterioration in EdR's credit profile such that net debt/EBITDA
remains consistently above 8.x, fixed charge coverage ratio falls
below 2.5x, book leverage is consistently above 50% or EBITDA
margins decrease below 40%. Additionally, any indication that EdR
will reverse course on its path to unsecured borrowings, such as
increasing secured debt or reducing its amount of unencumbered
assets would also result in downward pressure on the rating.
This is the first rating action for Education Realty Trust.
Education Realty Trust (NYSE: EDR) is a real estate investment
trust headquartered in Memphis, Tennessee and is one of the
largest owners, developers and managers of collegiate housing in
the US. Its portfolio consists of 77 communities in 23 states with
nearly 42,900 beds. As of September 30, 2014, EdR had gross assets
of $2.0 billion.
EDUCATION REALTY: S&P Retains BB+ CFR Over Prelim Rating on Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services, on Nov. 7, 2014, assigned its
preliminary 'BBB-' issue-level rating to Education Realty
Operating Partnership L.P.'s shelf registration for unsecured
notes. The company will use the proceeds for general corporate
purposes, which may include the repayment of outstanding debt, the
construction of development properties, the acquisition of
additional properties, capital expenditures and working capital.
The issue-level rating is one notch above S&P's 'BB+' corporate
credit rating on Education Realty Trust Inc. (EDR).
S&P's ratings on Memphis-based EDR reflect its "fair" business
risk profile, highlighted by high-quality assets, a substantial
appetite for development, and the company's relatively small
scale. S&P's assessment of the company's financial risk profile
as "intermediate" incorporates its base-case expectation that
fixed charge coverage remain in the mid- to high-2x area by the
end of both 2014 and 2015. Significant capacity on its revolving
credit facility and lack of covenant pressure support its
"adequate" liquidity.
In a previous ratings release dated Nov. 6, 2014, S&P assigned a
'BB+' corporate credit rating to Education Realty Trust Inc.
(EDR). The outlook was stable.
RATINGS LIST
Education Realty Trust Inc.
Corporate Credit Rating BB+/Stable/--
New Rating
Education Realty Operating Partnership L.P.
Shelf registration (prelim) BBB-
ENDEAVOUR INT'L: Gets Final Stock & Claims Order for Trading
------------------------------------------------------------
Endeavour International Corporation on Nov. 7 disclosed that on
November 6, 2014, it and certain of its subsidiaries, including
Endeavour Operating Corporation, obtained a final order from the
United States Bankruptcy Court for the District of Delaware,
effective as of October 10, 2014, (i) restricting certain
transfers of interest in Endeavour common stock and preferred
stock and, depending on the Debtors' proposed chapter 11 plan when
filed, certain transfers of claims against the Debtors, and (ii)
imposing certain notification requirements with respect to
substantial owners of Endeavour stock (by class) and substantial
owners of claims against the Debtors (namely, Endeavour's 12%
First Priority Notes, its 12% Second Priority Notes, and any
unsecured claims against the Debtors). The Bankruptcy Court had
previously entered an order on an interim basis. The Order is
intended to prevent certain transfers of stock of Endeavour and
certain transfers of claims against the Debtors that could impair
the ability of one or more of the Debtors' estates to use, to the
extent otherwise available, their net operating loss carryovers
and certain other tax attributes during bankruptcy and on a
reorganized basis.
Any acquisition, disposition, or other transfer of equity or
claims on or after October 10, 2014, in violation of the
restrictions set forth in the interim order shall be null and void
ab initio or otherwise subject to sanctions as an act in violation
of the automatic stay under sections 105(a) and 362 of the United
States Bankruptcy Code.
The Order applies to "Substantial Equityholders," being persons
who are, or as a result of a transaction would become, the
beneficial owner of approximately 4.75% or more of the outstanding
shares of any class of common or preferred stock of Endeavour. It
also applies to holders of a substantial amount of claims, being
persons who are, or as a result of a transaction become, the
beneficial owner of Endeavour's 12% First Priority Notes, 12%
Second Priority Notes, and/or unsecured claims against the Debtors
in excess of an amount of such claims which, taking into account
any other interests for which the holder may receive stock in the
reorganized Debtors, could result in such holder holding the
"Applicable Percentage," generally 4.5% or more, of the stock of
the reorganized Debtors, by vote or value. The precise amount of
claims will be disclosed in connection with the Debtors' filing of
their proposed chapter 11 plan and disclosure statement in the
event the Debtors reasonably anticipate taking advantage of
certain tax provisions relating to a debtor's ability to utilize
loss carryovers and certain other tax attributes on a reorganized
basis. A copy of the notice of the Order, which includes complete
definitions, the provisions potentially applicable to holders of a
substantial amount of claims, and the applicable notification
requirements and restrictions, is available on the website of the
Debtors' claims agent: www.kccllc.net/endeavour
About Endeavour International Corporation
Houston-based Endeavour International Corporation (NYSE: END)
(LSE: ENDV) is an oil and gas exploration and production company
focused on the acquisition, exploration and development of energy
reserves in the North Sea and the United States.
On Oct. 10, 2014, Endeavour International and five affiliates
filed voluntary petitions for relief under Chapter 11 of the
United States Bankruptcy Code after reaching a restructuring deal
with noteholders. The cases are pending joint administration
under Endeavour Operating Corp.'s Case No. 14-12308 before the
Honorable Kevin J. Carey (Bankr. D. Del.).
As of June 30, 2014, the Company had $1.55 billion in total
assets, $1.55 billion in total liabilities, $43.70 million in
series c convertible preferred stock, and a $41.48 million
stockholders' deficit.
The Debtors have tapped Weil, Gotshal & Manges LLP as counsel;
Richards, Layton & Finger, P.A., as co-counsel; The Blackstone
Group L.P., as financial advisor; AlixPartners, LLP, as
restructuring advisor; and Kurtzman Carson Consultants LLC, as
claims and noticing agent.
EXIDE TECHNOLOGIES: EPA's DIP Objection Overruled
-------------------------------------------------
Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District
of Delaware authorized Exide Technologies to amend its debtor-in-
possession financing under which the bankruptcy financing provide
by J.P. Morgan Chase & Co., will be extended.
Judge Carey overruled objections to the proposed DIP amendment,
including the objection raised by the United States Government, on
behalf of the Environmental Protection Agency and Texas Commission
on Environmental Quality. The EPA said it is concerned that a
sales process may be or become a disguised attempt by secured
creditors to use the bankruptcy case to evade Debtor's substantial
compliance and cleanup responsibilities under environmental law
for property of the estate that is not sold.
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: Creditors Blast Extension For $560M DIP
-----------------------------------------------------------
Law360 reported that the Official Committee of Unsecured Creditors
appointed in the Chapter 11 cases of Exide Technologies Inc.
blasted the debtor's move to push back the maturity date on its
$560 million debtor-in-possession financing package, arguing it
forces the case into a position that only benefits a select few
secured noteholders.
According to the report, in a motion before the Delaware
bankruptcy court, the Creditors' Committee called for the court to
order a "fair and appropriate" DIP financing process, and argued
that the unofficial committee of secured noteholders is
"concocting a scheme" that would lead to a one-party
reorganization or a "ridiculously quick credit bid sale that, in
either event, will only benefit certain members of the UNC."
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: Bondholders to Own Newco Under PSA
------------------------------------------------------
Exide Technologies on November 4, 2014, entered into a plan
support agreement with the holders of a majority of the
outstanding principal amount of Exide's senior secured notes. The
so-called Consenting UNC Members also hold a majority of the term
loans under the Company's Amended and Restated Superpriority
Debtor-in-Possession Credit Agreement, dated as of July 12, 2013,
by and among the Company, as US Borrower, Exide Global Holding
Netherlands C.V., as Foreign Borrower, the lenders from time to
time party thereto and JPMorgan Chase Bank, N.A., as Agent.
Pursuant to the PSA, the Consenting UNC Members have agreed to
support the terms of a plan of reorganization substantially on the
terms described in a term sheet, a copy of which is available at
http://tinyurl.com/nw6q9ec
Upon the Company's completion of the transactions contemplated by
the PSA and the Plan Term Sheet, the Company expects to emerge
from Chapter 11. Exide's goal is to emerge from the Chapter 11
restructuring of its U.S. operations by March 31, 2015.
The Plan Term Sheet contemplates that the Company will
substantially deleverage by more than $600 million upon emergence
from Chapter 11 as a going concern, with the Company continuing
operations across all of its current business segments. These
deleveraging transactions would include conversion of the
Consenting UNC Members' DIP Term Claims into new first lien notes
and new second lien convertible debt in the reorganized company.
Under the Plan Term Sheet, the new second lien convertible debt
would be convertible into 80% of the equity in the reorganized
company. After conversion of the new second lien convertible debt,
holders of the Senior Secured Notes would receive 15% of the
equity in the reorganized company.
Under the Plan Term Sheet, treatment of general unsecured is to be
determined, whereas existing equity interests in the Company would
be cancelled, released and extinguished and the holders of such
equity interests would receive no distribution under the Plan on
account thereof.
Effective as of the Plan Effective Date, Reorganized Exide will
authorize and issue shares of new common stock such that after
conversion of all of the Second Lien Convertible Notes and on a
fully diluted basis, the New Common Stock is allocated as follows:
15.0% to holders of Senior Secured Note Claims;
3.0% in payment of the DIP/Second Lien Conversion Funding
Fee;
2.0% in payment of the DIP/Second Lien Backstop Commitment
Fee; and
80.0% to holders of Second Lien Convertible Notes upon
conversion of all of the Second Lien Convertible Notes.
The New Common Stock Allocation is subject to further dilution by
paid-in-kind interest and any Management Incentive Plan.
The Plan will be funded with cash from operations and debt
issuances. Funded debt at emergence will total $571.0 million
comprising:
(i) $264.1 million of First Lien High Yield Notes,
(ii) $283.8 million of Second Lien Convertible Notes, and
(iii) $23.1 million of local European debt.
Current lenders of the DIP Credit Agreement, or some other lender
or syndication of lenders reasonably acceptable to the Debtor and
the Required Consenting Creditors, will also commit to fund a
first-out, first-lien, asset based revolving credit facility in
the principal amount of $225.0 million pursuant to a new credit
facility containing terms and conditions satisfactory to the
Debtor and the Required Consenting Creditors. The Exit ABL
Revolver will be secured by a first lien on accounts, inventory
and receivables and a third lien on the First Lien High Yield
Notes Collateral.
The convertible debt issuance would be effected through a rights
offering to be made available to eligible holders of the Company's
pre-petition 8.625% senior secured notes.
Commitments for the new ABL facility would be obtained from third-
party lenders in conjunction with the Plan confirmation process.
The Company is continuing to negotiate the terms of the definitive
documents for the restructuring, all of which must be reasonably
acceptable to the Consenting UNC Members.
The PSA and Plan Term Sheet contemplate a dual-track for the plan
process and the sale process contemplated by the Company's
previously disclosed Amendment No. 8 to the Amended DIP Credit
Agreement, which affirmatively requires the Company to run the
sale process concurrently with the plan process.
The PSA requires Consenting UNC Members to vote in favor of and
affirmatively support the Plan in their capacity as both senior
secured noteholders and term loan lenders under the Amended DIP
Credit Agreement, unless the Plan changes the treatment of
Consenting UNC Members (as outlined in the PSA and Plan Term
Sheet). Among other termination rights, the Consenting UNC Members
may terminate the PSA upon the occurrence of certain events
including failure of the Company to meet specified milestones
(including a failure to execute a backstop commitment agreement by
December 10, 2014), the occurrence of any economic change under
the PSA or the Plan Term Sheet, and other terms outlined in the
PSA and Plan Term Sheet. The Company is obligated under the PSA to
take actions necessary to obtain Bankruptcy Court approval of the
Plan and other related documents, subject to the Company's
obligation to discharge its fiduciary duties and maximize value.
The PSA includes a customary fiduciary out for the Company.
Exide is represented by:
SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
Four Times Square
New York, NY 10036-6522
Attention: Kenneth S. Ziman, Esq.
J. Eric Ivester
E-mail: ken.ziman@skadden.com
eric.ivester@skadden.com
- and -
SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
155 N. Wacker Dr.
Chicago, IL 60606
Attention: James J. Mazza, Jr., Esq.
E-mail: james.mazza@skadden.com
- and -
SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
920 N. King Street
Wilmington, DE 19801
Attention: Steven J. Daniels, Esq.
E-mail: steven.daniels@skadden.com
Counsel for the Unofficial Noteholder Committee are:
PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP
1285 Avenue of the Americas
New York, NY 10019-6064
Attention: Alan W. Kornberg, Esq.
Alice Belisle Eaton
E-mail: akornberg@paulweiss.com
aeaton@paulweiss.com
- and -
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Rodney Square
1000 North King Street
Wilmington, DE 19801
Attention: Pauline K. Morgan, Esq.
Andrew L. Magaziner, Esq.
E-mail: pmorgan@ycst.com
amagaziner@ycst.com
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: Posts $96.3MM Net Loss for Sept. 30 Qtr
-----------------------------------------------------------
Exide Technologies filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q for the period ended
September 30, 2014.
Exide said net sales were $654,975,000 for the quarter, compared
to $697,802,000 from the same period last year. Net sales were
$1,306,560,000 for the six months ended September 30, 2014,
compared to $1,380,044,000 for the same period last year.
Exide posted a net loss of $96,320,000 for the quarter, compared
to $39,965,000 from the same period last year. Net loss was
$167,703,000 for the six months ended September 30, 2014, compared
to $131,189,000 for the same six-month period last year.
Exide said total assets were $1,939,210,000, total current
liabilities were $936,744,000, liabilities not subject to
compromise were $1,178,692,000, liabilities subject to compromise
were $982,308,000, and total stockholders? deficit were
$221,790,000.
A copy of the Form 10-Q Report is available at
http://tinyurl.com/lsl6wvf
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.
FERROUS MINER: Ch. 11 Cases Quickly Dismissed by Judge
------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that U.S. Bankruptcy Judge Brendan L. Shannon in
Wilmington, Delaware, has signed an order dismissing the Chapter
11 cases of Ferrous Miner Holdings Ltd. and affiliate Global NAPs
Inc., less than three weeks after it filed for bankruptcy on
Oct. 14.
According to Law360, the companies' receiver, Carl. F. Jenkins,
moved to have the bankruptcy cases thrown out three days after the
Petition Date, arguing the bankruptcy filing was a move by sole
shareholder Frank Gangi to frustrate and end-run the receivership
process. The U.S. Trustee supported the receiver and argued that
creditors will be better served by the receivership in
Massachusetts, already in its fourth year, and that the debtor
filed in "bad faith," Law360 related. Judgment creditor Verizon
New England Inc. also supported dismissal, saying filing the
Chapter 11 cases to avoid Massachusetts district court orders was
an "abuse of the bankruptcy system," the Bloomberg report related.
The Debtors, according to Law360, said they intend to resume
operations despite the receiver's contention that he already sold
nearly all of the assets. The Debtors failed to convince Judge
Shannon that the receiver, appointed four and a half years ago by
the Massachusetts federal court, doesn't even have standing to
oppose the bankruptcy petition and maintained their position that
federal receivership does not bar a company from filing for
Chapter 11 protection. Moreover, the Debtors have asked the
bankruptcy court to let them submit a reorganization plan and work
to obtain creditor support instead of allowing the process to be
"hijacked" at the outset, Bloomberg said.
About Ferrous Miner
Ferrous Miner Holdings, Ltd., and Global NAPs, Inc., sought
Chapter 11 protection in Delaware (Bankr. D. Del. Case Nos.
14-12343 and 14-12344) on Oct. 14, 2014, without stating a reason.
Ferrous Miner and Global NAPs each estimated $10 million to $50
million in assets and $50 million to $100 million in debt.
The list of 20 largest unsecured claims against Ferrous Miner
includes a $35.7 million claim by Verizon New England Inc. on
account of a judgment and a $5.2 million claim by Southern New
England Telephone Company also on account of a judgment. Ferrous
Miner says it cannot verify the accuracy of the amounts claimed by
creditor as the supporting information remains in the receiver's
sole possession.
The Debtors are represented by Michael Jason Barrie, Esq., at
Benesch Friedlander Coplan & Aronoff LLP.
Frank T. Gangi, the sole director and 100% owner of the Debtors,
signed the bankruptcy petitions.
GENERAL MOTORS: Ordered New Switches Long Before Recall
-------------------------------------------------------
Jeff Bennett, writing for The Wall Street Journal, reported that
emails showed that General Motors Co. ordered a half-million
replacement ignition switches to fix Chevrolet Cobalts and other
small cars almost two months before it alerted federal safety
regulators to the problem.
According to the Journal, the parts order, not publicly disclosed
by GM, and its timing are sure to give fodder to lawyers suing GM
and looking to poke holes in a timetable the auto maker gave for
its recall of 2.5 million vehicles.
About Motors Liquidation
General Motors Corporation and three of its affiliates 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. Harvey R. Miller, Esq., Stephen Karotkin,
Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges
LLP, assist the Debtors in their restructuring efforts. Al Koch
at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as
the Chief Executive Officer for Motors Liquidation Company. GM
is also represented by Jenner & Block LLP and Honigman Miller
Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP
is providing legal advice to the GM Board of Directors. GM's
financial advisors are Morgan Stanley, Evercore Partners and the
Blackstone Group LLP. 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 Company 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.
* * *
The Troubled Company Reporter, on Sep. 29, 2014, reported that
Standard & Poor's Ratings Services raised its corporate credit
rating on U.S. automaker General Motors Co. (GM) to 'BBB-' from
'BB+', and revised the outlook to stable from positive. At the
same time, S&P raised its issue-level rating on GM's unsecured
debt to 'BBB-' from 'BB+' and simultaneously withdrew its '4'
recovery rating on that debt, because S&P do not assign recovery
ratings to the issues of investment-grade companies.
On Oct. 21, 2014, the TCR reported that Fitch Ratings has assigned
a rating of 'BB+' to GM's amended unsecured credit facilities.
Fitch currently rates GM's Issuer Default Rating (IDR) 'BB+'. The
Rating Outlook is Positive. Fitch has also affirmed and withdrawn
the 'BB+' IDR of GM's General Motors Holdings LLC (GM Holdings)
subsidiary, as there is no longer any rated debt at the
subsidiary, and Fitch does not expect the subsidiary to be an
active issuer going forward. Fitch has also withdrawn GM
Holdings' unsecured credit facility rating of 'BB+' as the
subsidiary is no longer a borrower on the facilities.
The TCR, on Nov. 6, 2014, reported that Fitch Ratings has assigned
a rating of 'BB+' to GM's proposed issuance of senior unsecured
notes. The existing Issuer Default Rating (IDR) for GM is 'BB+'
and the Rating Outlook is Positive.
GENERAL MOTORS: Auto Loan Probe Widens Subpoenas Revealed
---------------------------------------------------------
Sarah Mulholland and Matt Robinson, writing for Bloomberg News,
reported that investigations of the subprime auto finance business
are spreading as General Motors Co. said its lending arm received
additional subpoenas seeking details of its underwriting
practices.
According to the report, GM Financial, which specializes in loans
to people with spotty credit, said in a regulatory filing that
attorneys general of states it didn't identify and other
government offices are demanding documents related to its business
of making car loans and pooling them into bonds that are sold to
investors.
About Motors Liquidation
General Motors Corporation and three of its affiliates 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. Harvey R. Miller, Esq., Stephen Karotkin,
Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges
LLP, assist the Debtors in their restructuring efforts. Al Koch
at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as
the Chief Executive Officer for Motors Liquidation Company. GM
is also represented by Jenner & Block LLP and Honigman Miller
Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP
is providing legal advice to the GM Board of Directors. GM's
financial advisors are Morgan Stanley, Evercore Partners and the
Blackstone Group LLP. 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 Company 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.
* * *
The Troubled Company Reporter, on Sep. 29, 2014, reported that
Standard & Poor's Ratings Services raised its corporate credit
rating on U.S. automaker General Motors Co. (GM) to 'BBB-' from
'BB+', and revised the outlook to stable from positive. At the
same time, S&P raised its issue-level rating on GM's unsecured
debt to 'BBB-' from 'BB+' and simultaneously withdrew its '4'
recovery rating on that debt, because S&P do not assign recovery
ratings to the issues of investment-grade companies.
On Oct. 21, 2014, the TCR reported that Fitch Ratings has assigned
a rating of 'BB+' to GM's amended unsecured credit facilities.
Fitch currently rates GM's Issuer Default Rating (IDR) 'BB+'. The
Rating Outlook is Positive. Fitch has also affirmed and withdrawn
the 'BB+' IDR of GM's General Motors Holdings LLC (GM Holdings)
subsidiary, as there is no longer any rated debt at the
subsidiary, and Fitch does not expect the subsidiary to be an
active issuer going forward. Fitch has also withdrawn GM
Holdings' unsecured credit facility rating of 'BB+' as the
subsidiary is no longer a borrower on the facilities.
The TCR, on Nov. 6, 2014, reported that Fitch Ratings has assigned
a rating of 'BB+' to GM's proposed issuance of senior unsecured
notes. The existing Issuer Default Rating (IDR) for GM is 'BB+'
and the Rating Outlook is Positive.
GENERAL MOTORS: 6th Circ. Upholds Win In $3B Suit Over Saab Sale
----------------------------------------------------------------
Law360 reported that the U.S. Court of Appeals for the Sixth
Circuit upheld the dismissal of a $3 billion lawsuit, ruling that
General Motors Co. did not interfere with the bankruptcy sale of
Saab Automobile AB by issuing public statements signaling its
disapproval of the deal between Dutch car maker Spyker NV and
Chinese investors.
According to the report, a three-judge panel said GM cannot be
held legally responsible for the role its statements played in
Chinese automotive company Zhejiang Youngman Lotus Automobile Co.
Ltd. backing out of a EUR200 million ($253 million) loan to buy
Saab, then owned by Spyker.
The suit is Saab Automobile AB et al v. GMC, case number 13-1899,
in the U.S. Court of Appeals for the Sixth Circuit.
About Motors Liquidation
General Motors Corporation and three of its affiliates 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. Harvey R. Miller, Esq., Stephen Karotkin,
Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges
LLP, assist the Debtors in their restructuring efforts. Al Koch
at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as
the Chief Executive Officer for Motors Liquidation Company. GM
is also represented by Jenner & Block LLP and Honigman Miller
Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP
is providing legal advice to the GM Board of Directors. GM's
financial advisors are Morgan Stanley, Evercore Partners and the
Blackstone Group LLP. 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 Company 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.
* * *
The Troubled Company Reporter, on Sep. 29, 2014, reported that
Standard & Poor's Ratings Services raised its corporate credit
rating on U.S. automaker General Motors Co. (GM) to 'BBB-' from
'BB+', and revised the outlook to stable from positive. At the
same time, S&P raised its issue-level rating on GM's unsecured
debt to 'BBB-' from 'BB+' and simultaneously withdrew its '4'
recovery rating on that debt, because S&P do not assign recovery
ratings to the issues of investment-grade companies.
On Oct. 21, 2014, the TCR reported that Fitch Ratings has assigned
a rating of 'BB+' to GM's amended unsecured credit facilities.
Fitch currently rates GM's Issuer Default Rating (IDR) 'BB+'. The
Rating Outlook is Positive. Fitch has also affirmed and withdrawn
the 'BB+' IDR of GM's General Motors Holdings LLC (GM Holdings)
subsidiary, as there is no longer any rated debt at the
subsidiary, and Fitch does not expect the subsidiary to be an
active issuer going forward. Fitch has also withdrawn GM
Holdings' unsecured credit facility rating of 'BB+' as the
subsidiary is no longer a borrower on the facilities.
The TCR, on Nov. 6, 2014, reported that Fitch Ratings has assigned
a rating of 'BB+' to GM's proposed issuance of senior unsecured
notes. The existing Issuer Default Rating (IDR) for GM is 'BB+'
and the Rating Outlook is Positive.
About Saab Automobile
Saab Automobile AB is a Swedish car manufacturer owned by Dutch
automobile manufacturer Swedish Automobile NV, formerly Spyker
Cars NV. Saab halted production in March 2011 when it ran out of
cash to pay its component providers. On Dec. 19, 2011, Saab
Automobile AB, Saab Automobile Tools AB and Saab Powertain AB
filed for bankruptcy after running out of cash.
Some of Saab's assets were sold to National Electric Vehicle
Sweden AB, a Chinese-Japanese backed start-up that plans to make
an electric car using Saab Automobile's former factory, tools and
designs.
On Jan. 30, 2012, more than 40 U.S.-based Saab dealerships filed
an involuntary Chapter 11 petition for Saab Cars North America,
Inc. (Bankr. D. Del. Case No. 12-10344). The petitioners,
represented by Wilk Auslander LLP, assert claims totaling US$1.2
million on account of "unpaid warranty and incentive
reimbursement and related obligations" or "parts and warranty
reimbursement." Leonard A. Bellavia, Esq., at Bellavia Gentile &
Associates, in New York, signed the Chapter 11 petition on behalf
of the dealers.
The dealers want the vehicle inventory and the parts business to
be sold, free of liens from Ally Financial Inc. and Caterpillar
Inc., and "to have an appropriate forum to address the claims of
the dealers," Leonard A. Bellavia said in an e-mail to Bloomberg
News.
Saab Cars N.A. is the U.S. sales and distribution unit of Swedish
car maker Saab Automobile AB. Saab Cars N.A. named in December
an outside administrator, McTevia & Associates, to run the
company as part of a plan to avoid immediate liquidation
following its parent company's bankruptcy filing.
On Feb. 24, 2012, the Court granted Saab Cars NA relief under
Chapter 11 of the Bankruptcy Code.
Donlin, Recano & Company, Inc., was retained as claims and
noticing agent to Saab Cars NA in the Chapter 11 case.
On March 9, 2012, the U.S. Trustee formed an official Committee
of Unsecured Creditors and appointed these members: Peter Mueller
Inc., IFS Vehicle Distributors, Countryside Volkwagen, Saab of
North Olmstead, Saab of Bedford, Whitcomb Motors Inc., and
Delaware Motor Sales, Inc. The Committee tapped Wilk Auslander
LLP as general bankruptcy counsel, and Polsinelli Shughart as its
Delaware counsel.
The Troubled Company Reporter, on July 18, 2013, reported that the
U.S. arm of Saab Automobile AB won approval of its Chapter 11
liquidation plan, marking the end of the road for Swedish auto
maker's bankruptcy proceedings.
GLOBAL COMPUTER: U.S. Trustee Appoints Creditors' Committee
-----------------------------------------------------------
The U.S. Trustee for Region 4 appointed three creditors of Global
Computer Enterprises, Inc. to serve on the official committee of
unsecured creditors.
The members of the unsecured creditors' committee are:
(1) Ryan W. Rocha, CPA
Rocha & Company
9841 Washington Blvd. Suite 310
Gaithersburg, MD 20878
Phone: (301) 519-2912
Email: rrocha@rochapc.com
(2) Elysim Digital, LLC
c/o Jeffrey S. Romanick, Esq.
Gross & Romanick, P.C.
3975 University Drive, Suite 410
Fairfax, VA 22030
Phone: (703) 273-1400
Email: Jeff@Gross.com
(3) Marcus Uppe, Inc.
d/b/a Clicks Document Management
320 Fort Duquesne Blvd., Suite 300
Pittsburg, PA 15222
Phone: (412) 391-1218
c/o David K. Rudov, Esq.
100 First Ave., Suite 500
Pittsburg, PA 15222
Phone: (412) 281-7300
Email: drudov@rudovstein.com
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About Global Computer
Global Computer Enterprises, Inc., dba GCE, is a cloud-based
"software as a service" provider, commonly referred to as a
"SAAS," offering financial management solutions primarily to
executive departments of the federal government and independent
federal government agencies. GCE sought protection under Chapter
11 of the Bankruptcy Code (Case No. 14-13290, Bankr. E.D. Va.) on
Sept. 4, 2014. The case is assigned to Judge Robert G. Mayer.
The Debtor's counsel is David I. Swan, Esq., at McGuirewoods LLP,
in McLean, Virginia. The Debtor's financial advisor is Weinsweig
Advisors. The petition was signed by Mike Freeman, interim chief
operating officer.
Judge Mayer designated Mike Freeman to perform duties imposed upon
GCE by the Bankruptcy Code.
GOLDEN LAND: Amends Schedules of Assets and Liabilities
-------------------------------------------------------
Golden Land LLC filed with the U.S. Bankruptcy Court for the
Eastern District of New York amended schedules of assets and
liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $15,250,000
B. Personal Property $173,997
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $13,417,988
E. Creditors Holding
Unsecured Priority
Claims $3,741
F. Creditors Holding
Unsecured Non-Priority
Claims $64,807
----------- -----------
Total $15,423,997 $13,456,536
The Debtor disclosed total assets of $15,423,997 and total
liabilities of $13,459,740 in a prior iteration of the schedules.
A copy of the Amended Schedules is available for free at
http://bankrupt.com/misc/GoldenLand_37_amendedSAL.pdf
About Golden Land LLC
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 disclosed $15,423,997 in assets and $13,459,740 in
liabilities as of the Chapter 11 filing. 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.
GREYSTAR REAL: Moody's Assigns B2 CFR & B2 Sr. Sec. Notes Rating
----------------------------------------------------------------
Moody's Investors Service assigned a B2 rating to the senior
secured notes offering of Greystar Real Estate Partners, LLC. In
addition, the agency assigned a B2 corporate family rating. The
ratings outlook is stable. This is the first time Moody's assigns
a rating to Greystar.
Ratings Rationale
The B2 corporate family and senior secured ratings reflect the
company's integrated offering of real estate services, long-
standing network of relationships that generate investment
opportunities as well as an experienced management team. Greystar
is the largest operator of multifamily properties in the US, with
over 385,000 units under management. Greystar will issue up to
$250 million of senior secured notes with an eight year maturity.
The notes will have a full and unconditional guarantee from
certain of its subsidiaries. Proceeds of the transaction are
earmarked to repay existing debt ($112.1 million), redeem and
purchase equity interests held by certain investors ($56.1
million), and the remainder for general corporate purposes and
transaction expenses. Following this transaction the notes will
represent the vast majority of the company's outstanding debt.
These positive factors are offset by the potential cash flow
volatility inherent in multifamily property management contracts,
which are short-term in nature (one-year) and are cancellable with
30 days notice. Greystar's geographic concentration in the state
of Texas is also a key credit concern, as the company generates
approximately 23% of property management revenues and over 30% of
development and construction revenues from this state alone.
Proforma for the senior secured notes offering Greystar will have
high leverage as measured by Total Debt/EBITDA, in the 5.0x range.
Finally, Moody's views Greystar's liquidity as limited given the
company's small size, and status as a private firm that relies on
internally generated cash flows for capital needs.
The stable ratings outlook incorporates Moody's expectation that
the company's leverage and coverage metrics, at a minimum, will
remain at current levels or will gradually improve as the company
organically grows, while maintaining adequate liquidity.
Moody's stated that ratings improvements will be difficult in the
medium-term, but would be predicated upon improvement in the
company's overall liquidity profile through a traditional
unsecured revolving bank line with a maturity longer than two
years and availability more commensurate with Greystar's size. In
addition, an upgrade would contemplate continued successful growth
and diversification of Greystar's revenue streams accompanied by
material improvements in its credit profile, which would include a
reduction in Total Debt/Trailing 12-month (TTM) EBITDA closer to
4.0x.
Downward ratings pressure would occur from any significant
missteps in the execution of construction and sale of ongoing
development projects resulting in a 10% or more reduction in
revenues. A downgrade would also be prompted should the company
lose key business relationships resulting in reduction in its
current average property management retention rate of 70%.
Deterioration in Greystar's credit profile to the extent that
Total Debt/EBITDA were to rise closer to 6.0x would also result in
negative ratings pressure.
The following ratings were assigned with a stable outlook:
Greystar Real Estate Partners, LLC -- corporate family rating and
senior secured bond rating at B2.
Greystar Real Estate Partners, LLC a private real estate service
provider specializing in the multifamily sector. The company
provides property management, investment management and
development and construction services mainly to private investors
such as pension funds, private equity groups, financial
institutions and lenders in possession. Greystar is headquartered
in Charleston, South Carolina, USA, and has over 10,000 employees
in 33 markets in the US, London and Mexico City.
Greystar Real Estate Partners, LLC's ratings were assigned by
evaluating factors that Moody's considers relevant to the credit
profile of the issuer, such as the company's (i) business risk and
competitive position compared with others within the industry;
(ii) capital structure and financial risk; (iii) projected
performance over the near to intermediate term; and (iv)
management's track record and tolerance for risk. Moody's compared
these attributes against other issuers both within and outside
Greystar Real Estate Partners, LLC's core industry and believes
Greystar Real Estate Partners, LLC's ratings are comparable to
those of other issuers with similar credit risk.
GREYSTAR REAL: S&P Assigns 'B+' ICR & Rates $250MM Sr. Notes 'B+'
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its 'B+'
issuer credit rating on Greystar Real Estate Partners LLC. The
outlook is stable. S&P assigned a 'B+' rating on the company's
proposed $250 million senior secured notes, with a recovery rating
of '3', indicating S&P's expectation for meaningful (50% to 70%)
recovery for noteholders in the event of a payment default.
"Standard & Poor's issuer credit rating on Greystar reflects the
high leverage that will result from the company's planned debt
offering, its concentrated ownership, absence of a board of
directors, significant contingent liabilities, and a lack of
revenue diversity," said Standard & Poor's credit analyst Richard
Zell. The company's solid market position in the highly
fragmented multifamily property management segment, which S&P
views as a relatively stable revenue source; the quality of
managed properties; and the firm's geographic and client diversity
are positive rating factors.
Charleston, S.C.-based Greystar is a major multifamily real estate
services, investment management and development company operating
primarily in the U.S., but with a growing presence in the U.K and
Mexico. The firm's main business segment provides property
management services (79% of revenue) for apartment complex owners.
The recent acquisition of Riverstone Residential Group
complemented the firm's nationwide presence and increased
apartment units under management to 388,000 (a 76% increase). The
integration of the two firms is underway and likely to be fully
completed in second-quarter 2015. Two other growing business
segments include investment management (10% of revenue) and
development services (9% of revenue).
To date, management has operated the firm with very low levels of
debt. However, the company is considering issuing $250 million of
senior secured notes, which would result in pro forma debt to
EBITDA above 5x, a level S&P views as highly leveraged. Favorable
debt capital market conditions have prompted Greystar to consider
issuing longer-term notes to refinance a $99.5 million term loan
associated with the acquisition of Riverstone. Proceeds of
approximately $75 million will be available to fund the expansion
of the investment management and development services businesses.
The company will use the remainder of the proceeds to fund an
equity redemption request from a corporate shareholder, redeem
preferred stock and pay down its revolving credit facility, which
will remain accessible. S&P expects that adjusted leverage will
remain above 4x, a level we view as substantial, through 2016.
S&P believes the added leverage and the concentrated ownership
limit the firm's financial flexibility and may impair its ability
to raise additional capital. Currently, Greystar is owned
primarily by founder and CEO Bob Faith and two institutional
investors. After the proposed debt offering, the institutional
investors will reduce ownership in Greystar--further concentrating
control with Mr. Faith and several other members of executive
management. Additionally, Greystar relies on an advisory board,
which S&P views as a weaker corporate governance structure
relative to an independent and effective board of directors.
S&P's stable outlook reflects its expectation that Greystar will
successfully integrate Riverstone and that the firm's construction
and development loan guarantees will mature without requiring
payments to project lenders. S&P also expects that the firm's
leverage profile will improve steadily but remain between 4x and
5x through 2016.
S&P could lower the rating on Greystar if integration issues
jeopardize client relationships and consequently the firm's steady
cash flows. Additionally, if a regional economic downturn results
in loan guarantee calls, thus threatening cash flow and capital,
S&P could lower the rating. Furthermore, if debt to EBITDA
increases beyond 6x and we believe this degree of leverage will be
sustained, S&P would likely lower the rating.
If Greystar reduces leverage to less than 4x debt to EBITDA,
especially through an increase in the consistent property
management revenue, S&P would likely consider raising the rating.
Additionally, S&P could upgrade Greystar if the firm eliminates
its practice of providing loan guarantees on construction and
development projects and the current level of contingent
liabilities retreats meaningfully.
GT ADVANCED: Tera Xtal Appointed as New Member of Committee
-----------------------------------------------------------
The U.S. Trustee for Region 1 appointed Tera Xtal Technology Corp.
as new member of GT Advanced Technologies, Inc.'s official
committee of unsecured creditors.
Meanwhile, Elmet Technologies, Inc. resigned as member of the
unsecured creditors' committee, according to a filing made in U.S.
Bankruptcy Court for the District of New Hampshire.
The unsecured creditors' committee is now composed of:
(1) Manz, AG
Steigaeckrstr. 5
72768 Reutlingen
Germany
Attn: Mr. Martin Hipp, CFO
(2) US Bank National Association, as Trustee
60 Livingston Avenue
St. Paul, MN 55107
USA
Attn: Mr. Barry Ihrke, Vice President
(3) Fidelity Convertible Securities Investment Trust
245 Summer Street
Boston, MA 02110
USA
Attn: Mr. Nate Van Duzer, Managing Director
(4) Meyer Burger AG
Schorenstrasse 39
CH-3645 Gwatt (Thun)
Switzerland
Attn: Mr. Derek B. Taylor, CFO for
Subsidiary, Diamond Materials Tech, Inc.
(5) SGL Carbon LLC
10130 Perimeter Parkway, Suite 500
Charlotte, NC 28216-2442
USA
Attn: Mr. Jason Lang
(6) Sanmina Corporation
2700 N. First Street
San Jose, CA 95134
USA
Attn: Mr. Edward T. Attanasio,
Vice President and Legal Counsel
(7) Tera Xtal Technology Corp.
No.9-1, Yuanqu 2nd Rd.,
Hsinchu Science and Industrial Park
Hsinchu City 30075
Taiwan (R.O.C.)
Attn: Mr. Henry Lin, General Counsel
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About GT Advanced Technologies
GT Advanced Technologies Inc. -- http://www.gtat.com/-- is a
diversified technology company producing advanced materials and
innovative crystal growth equipment for the global consumer
electronics, power electronics, solar and LED industries.
Headquartered in Merrimack, New Hampshire, GT is a publicly held
corporation whose stock is traded on NASDAQ under the ticker
symbol "GTAT."
As of June 28, 2014, the GTAT Group's unaudited and consolidated
financial statements reflected assets totaling $1.5 billion and
liabilities totaling $1.3 billion. As of Sept. 29, 2014, GTAT had
$85 million in cash, $84 million of which is unencumbered.
On Oct. 6, 2014, GT Advanced Technologies and 8 affiliates filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. D. N.H. Lead Case No. 14-11916).
GT says that it has sought bankruptcy protection due to a "severe
liquidity crisis."
The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as
attorneys and Kurtzman Carson Consultants LLC as claims and
noticing agent.
GT ADVANCED: Nov. 25 Hearing on Apple Settlement Approval
---------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that U.S. Bankruptcy Judge Henry Boroff in New
Hampshire will convene a hearing on Nov. 25 to consider approval
of the settlement between GT Advanced Technologies Inc. and Apple
Inc.
According to the report, GT Advanced, in a regulatory filing, said
the agreement would take GT Advanced out of the business of making
synthetic sapphire, leaving the company as a producer of equipment
and processes to grow the material, which is used to strengthen
screens on mobile devices. The Bloomberg report related that the
settlement also gives Apple an approved claim for $439 million
secured by more than 2,000 sapphire furnaces that GT Advanced owns
and has four years to sell, with proceeds going to Apple. In
addition, Apple gets royalty-free, non-exclusive licenses for GT
Advanced's technology, the Bloomberg report further related.
GT Advanced's 3 percent senior unsecured convertible notes due
2017 bonds sold for 45.375 cents at 11:17 a.m. on Oct. 24, the
Bloomberg report said, citing Trace, the bond-price reporting
system of the Financial Industry Regulatory Authority.
About GT Advanced Technologies
GT Advanced Technologies Inc. -- http://www.gtat.com/-- is a
diversified technology company producing advanced materials and
innovative crystal growth equipment for the global consumer
electronics, power electronics, solar and LED industries.
Headquartered in Merrimack, New Hampshire, GT is a publicly held
corporation whose stock is traded on NASDAQ under the ticker
symbol "GTAT."
As of June 28, 2014, the GTAT Group's unaudited and consolidated
financial statements reflected assets totaling $1.5 billion and
liabilities totaling $1.3 billion. As of Sept. 29, 2014, GTAT had
$85 million in cash, $84 million of which is unencumbered.
On Oct. 6, 2014, GT Advanced Technologies and 8 affiliates filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. D. N.H. Lead Case No. 14-11916).
GT says that it has sought bankruptcy protection due to a "severe
liquidity crisis."
The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as
attorneys and Kurtzman Carson Consultants LLC as claims and
noticing agent.
GT ADVANCED: Dow Jones Fights 'No Seal, No Deal' Settlement
-----------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that Dow Jones & Co., the publisher of the Wall
Street Journal, objected to the settlement between GT Advanced
Technologies Inc. and Apple Inc. over the agreement's secrecy
provision. According to Bloomberg, Dow Jones asked U.S.
Bankruptcy Judge Henry Boroff in Manchester, New Hampshire, to
reject the "no seal, no deal" agreement, calling the secrecy
provision "brazen" and "unprecedented."
Law360 said Judge Boroff said a key document GT Advanced and Apple
want sealed should be made public. According to Law360, Judge
Boroff said his "general intention" was to unseal the document at
issue, a declaration from GT chief operating officer, Daniel
Squiller, providing the sapphire producer's initial explanation
for its abrupt descent into Chapter 11.
Meanwhile, still on the issue of filing papers under seal, Dawn
McCarty, writing for Bloomberg News, reported that the City of
Pontiac General Employees' Retirement System told Judge Boroff
that GT Advanced shouldn't be allowed to destroy papers filed
under seal in its bankruptcy because shareholders may need the
information in lawsuits. The Bloomberg report said the pension
fund argued that a sealed declaration by GT Advanced's COO
"details the reasons precipitating and necessitating" the
bankruptcy, information litigants in at least nine federal
securities lawsuits will need.
GT Advanced, according to Bloomberg, said its settlement with
Apple will survive Judge Boroff's order that documents describing
the companies' relationship be made public. GT Advanced and Apple
said they had revised the terms of their settlement to make
sealing unnecessary, Bloomberg related.
About GT Advanced Technologies
GT Advanced Technologies Inc. -- http://www.gtat.com/-- is a
diversified technology company producing advanced materials and
innovative crystal growth equipment for the global consumer
electronics, power electronics, solar and LED industries.
Headquartered in Merrimack, New Hampshire, GT is a publicly held
corporation whose stock is traded on NASDAQ under the ticker
symbol "GTAT."
As of June 28, 2014, the GTAT Group's unaudited and consolidated
financial statements reflected assets totaling $1.5 billion and
liabilities totaling $1.3 billion. As of Sept. 29, 2014, GTAT had
$85 million in cash, $84 million of which is unencumbered.
On Oct. 6, 2014, GT Advanced Technologies and 8 affiliates filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. D. N.H. Lead Case No. 14-11916).
GT says that it has sought bankruptcy protection due to a "severe
liquidity crisis."
The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as
attorneys and Kurtzman Carson Consultants LLC as claims and
noticing agent.
GT ADVANCED: Apple Deal Will Likely Survive Despite Secrecy
-----------------------------------------------------------
Law360 reported that Ingrid Palermo of Bond Schoeneck & King PLLC
said stockholders and creditors that have been left in the dark
about GT Advanced Technologies Inc.'s sudden collapse are unlikely
to object although creditors might question whether Apple gave up
enough, which will be a difficult question to evaluate without an
inside look into what exactly torpedoed the companies'
relationship.
"The fact that there is a chance that GT could remain a viable
entity. . . would make it extremely difficult to question the
business judgment, Law360 cited Palermo as saying.
About GT Advanced Technologies
GT Advanced Technologies Inc. -- http://www.gtat.com/-- is a
diversified technology company producing advanced materials and
innovative crystal growth equipment for the global consumer
electronics, power electronics, solar and LED industries.
Headquartered in Merrimack, New Hampshire, GT is a publicly held
corporation whose stock is traded on NASDAQ under the ticker
symbol "GTAT."
As of June 28, 2014, the GTAT Group's unaudited and consolidated
financial statements reflected assets totaling $1.5 billion and
liabilities totaling $1.3 billion. As of Sept. 29, 2014, GTAT had
$85 million in cash, $84 million of which is unencumbered.
On Oct. 6, 2014, GT Advanced Technologies and 8 affiliates filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. D. N.H. Lead Case No. 14-11916).
GT says that it has sought bankruptcy protection due to a "severe
liquidity crisis."
The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as
attorneys and Kurtzman Carson Consultants LLC as claims and
noticing agent.
GT ADVANCED: Shareholders See Value in Stock Despite Bankruptcy
---------------------------------------------------------------
Nick Brown, writing for Reuters, reported that shareholders of GT
Advanced Technologies are lobbying regulators to form a committee
to vouch for their interests in the sapphire maker's bankruptcy,
believing their shares may still have value.
According to the report, citing a source close to the effort, law
firm Brown Rudnick, which routinely represents creditors in big
Chapter 11 cases, is drafting a letter to the U.S. Trustee on
behalf of a shareholder group requesting a committee.
About GT Advanced Technologies
GT Advanced Technologies Inc. -- http://www.gtat.com/-- is a
diversified technology company producing advanced materials and
innovative crystal growth equipment for the global consumer
electronics, power electronics, solar and LED industries.
Headquartered in Merrimack, New Hampshire, GT is a publicly held
corporation whose stock is traded on NASDAQ under the ticker
symbol "GTAT."
As of June 28, 2014, the GTAT Group's unaudited and consolidated
financial statements reflected assets totaling $1.5 billion and
liabilities totaling $1.3 billion. As of Sept. 29, 2014, GTAT had
$85 million in cash, $84 million of which is unencumbered.
On Oct. 6, 2014, GT Advanced Technologies and 8 affiliates filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. D. N.H. Lead Case No. 14-11916).
GT says that it has sought bankruptcy protection due to a "severe
liquidity crisis."
The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as
attorneys and Kurtzman Carson Consultants LLC as claims and
noticing agent.
GT ADVANCED: Blames 'One-Sided' Deal with Apple for Massive Debts
-----------------------------------------------------------------
Daisuke Wakabayashi and Peg Brickley, writing for The Wall Street
Journal, reported that a declaration by GT Advanced Technologies
Inc. chief operating officer Daniel Squiller said the sapphire
screens supplier sought bankruptcy protection because Apple Inc.,
a key customer, engaged in a "classic bait and switch" strategy
that left the company stuck in "an onerous and massively one-sided
deal."
According to the report, Mr. Squiller said Apple had turned GT
into a "captive supplier" by "constant interference" and changes
in product specifications, for which it didn't compensate the New
Hampshire-based company. The Journal noted that Apple said it
didn't trick GT, which it said is a "sophisticated publicly traded
company" with its own lawyers.
About GT Advanced Technologies
GT Advanced Technologies Inc. -- http://www.gtat.com/-- is a
diversified technology company producing advanced materials and
innovative crystal growth equipment for the global consumer
electronics, power electronics, solar and LED industries.
Headquartered in Merrimack, New Hampshire, GT is a publicly held
corporation whose stock is traded on NASDAQ under the ticker
symbol "GTAT."
As of June 28, 2014, the GTAT Group's unaudited and consolidated
financial statements reflected assets totaling $1.5 billion and
liabilities totaling $1.3 billion. As of Sept. 29, 2014, GTAT had
$85 million in cash, $84 million of which is unencumbered.
On Oct. 6, 2014, GT Advanced Technologies and 8 affiliates filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. D. N.H. Lead Case No. 14-11916).
GT says that it has sought bankruptcy protection due to a "severe
liquidity crisis."
The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as
attorneys and Kurtzman Carson Consultants LLC as claims and
noticing agent.
HIGH MAINTENANCE: Confirms Joint Plan of Reorganization
-------------------------------------------------------
The Bankruptcy Court entered an order confirming the Amended Joint
Plan of Reorganization for High Maintenance Broadcasting, LLC and
GH Broadcasting, Inc.
As reported in the Troubled Company Reporter on Aug. 29, 2014, the
Debtors filed a plan of reorganization that, among other things,
provides for the substantive consolidation of the companies'
estates for purposes of distributions under the plan, and all
classes of claims will be paid as if the companies were a single
enterprise.
About High Maintenance Broadcasting and
GH Broadcasting
High Maintenance Broadcasting LLC owns and operates full power
television station KUQI-TV (Channel 38), which is licensed in
Corpus Christi, Texas, and is primarily affiliated with the Fox TV
network. It also owns the FCC license to operate the station as
well as domain name kuquitv.com. GH Broadcasting Inc. owns and
operates two lower-power TV broadcast stations KXPX (Channel 14)
and KTOV (Channel 21), which are licensed in Corpus Christi, as
well as related equipment and FCC licenses for those stations.
On June 17, 2013, an involuntary petition for relief (Bankr.
S.D. Tex. Case No. 13-20270) was filed against High Maintenance by
Robert Behar, Estrella Behar, Leibowitz Family, Pedro Dupouy,
Latin Capital, Pan Atlantic Bank & Trust, Ltd., Sumit Enterprises,
LLC, Jose Rodriguez, Leon Perez, Jays Four, LLC, Benjamin J.
Jesselson, Jesselson Grandchildren, Joseph Kavana, Sawicki Family,
Shpilberg Mgmt, Saby Behar Rev, Morris Bailey pursuant to section
303 of the Bankruptcy Code.
An involuntary petition under Chapter 11 of the U.S. Bankruptcy
Code was also filed against GH Broadcasting, Inc., on July 2,
2013. GH Broadcasting owns and operates television broadcast
stations KXPX CA and KTOV LP, which are licensed in Corpus
Christi, Texas.
High Maintenance, in its amended schedules, disclosed $1,690,838
in assets and $6,809,225 in liabilities as of the Petition Date.
On July 24, 2013, the Debtors filed responses to the involuntary
petition, in which they assented to the entry of an order for
relief. The Court entered on July 25, 2013, consensual orders for
relief in each of the Debtors' cases. On Aug. 1, 2013, the Court
entered an order for the joint administration of the cases.
The Debtors' counsel are Patrick J. Neligan Jr., Esq., and John D.
Gaither, Esq., at Neligan Foley LLP.
The noteholders include Robert Behar, Estrella Behar, Leibowitz
Family Broadcasting, LLC, Lermont Trading, Ltd., and Jays Four,
LLC. The noteholders are represented by Ronald A. Simank, Esq.,
at Schauer & Simank, P.C.
IGNITE RESTAURANT: Has $6.53-Mil. Net Loss in Sept. 29 Quarter
--------------------------------------------------------------
Ignite Restaurant Group, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing
a net loss of $6.53 million on $215.23 million of revenues for the
thirteen weeks ended Sept. 29, 2014, compared with a net loss of
$1.94 million on $228 million of revenues for the thirteen weeks
ended Sept. 30, 2013.
The Company's balance sheet at Sept. 29, 2014, showed $373 million
in total assets, $274.17 million in total liabilities and total
stockholders' equity of $98.84 million.
A copy of the Form 10-Q is available at:
http://is.gd/9tcFEN
Ignite Restaurant Group owned and operated three full service,
casual dining restaurant brands under the names Joe's Crab Shack
("Joe's"), Brick House Tavern + Tap ("Brick House") and Romano's
Macaroni Grill ("Macaroni Grill").
INTEGRITY BANK: 11th Circ. Revives Trustee's $70M Negligence Suit
-----------------------------------------------------------------
Law360 reported that the Eleventh Circuit revived claims in which
the Federal Deposit Insurance Corp., serving as the Chapter 7
trustee for the parent of failed Integrity Bank, sought $70
million from the bank's ex-directors and officers for negligence,
after the Georgia Supreme Court held the FDIC could assert those
claims.
According to the report, the appeals court partially vacated a
lower court's orders dismissing the FDIC's claims for ordinary
negligence and breach of fiduciary duty based on ordinary
negligence, following the Georgia Supreme Court's recent decision
that bank directors or officers may violate the standard of care,
even when they act in good faith, if they don't exercise
reasonable diligence.
The case is Federal Deposit Insurance Co. v. Steven M. Skow et
al., case number 12-15878, in the U.S. Court of Appeals for the
Eleventh Circuit.
ISLAND BREEZE: Files For Bankruptcy
-----------------------------------
Katy Stech, writing for The Wall Street Journal, reported that
Florida's Island Breeze Casino ship has filed for bankruptcy after
halting daily excursions from Palm Beach and laying off nearly all
of its 250 employees. According to the report, Lawrence
McMichael, the ship's lawyer, said the bankruptcy could help the
ship restart its operations next month during Florida's busy
tourist season.
ISTAR FINANCIAL: Files Form 10-Q, Posts $22.3MM Net Income in Q3
----------------------------------------------------------------
iStar Financial Inc. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q for the quarter ended
Sept. 30, 2014.
During the three months ended Sept. 30, 2014, the Company funded
investments totaling $205.6 million, comprised of $138.6 million
of new originations and $67 million associated with ongoing
developments and prior financing commitments. Also during the
three months ended Sept. 30, 2014, the Company received $512.7
million of proceeds from our portfolios from repayments and sales,
comprised of $307.8 million from real estate finance, $105.3
million from operating properties, $91.3 million from other
investments, $5 million from net lease assets and $3.3 million
from land. As of Sept. 30, 2014, the Company had unrestricted
cash of $652.8 million and $105.8 million of debt maturities due
before Sept. 30, 2015.
The Company reported net income allocable to common shareholders
of $22.32 million on $113.48 million of total revenues for the
three months ended Sept. 30, 2014, compared to a net loss
allocable to common shareholders of $30.57 million on $95.69
million of total revenues for the same period in 2013.
For the nine months ended Sept. 30, 2014, the Company reported a
net loss allocable to common shareholders of $20.45 million on
$352.07 million of total revenues compared to a net loss allocable
to common shareholders of $97.83 million on $289.71 million of
total revenues for the same period a year ago.
As of Sept. 30, 2014, the Company had $5.48 billion in total
assets, $4.20 billion in total liabilities, $11.35 million in
redeemable noncontrolling interests, and $1.26 billion in total
equity.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/GXLd0V
About iStar Financial
New York-based iStar Financial Inc. (NYSE: SFI) provides custom-
tailored investment capital to high-end private and corporate
owners of real estate, including senior and mezzanine real estate
debt, senior and mezzanine corporate capital, as well as corporate
net lease financing and equity. The Company, which is taxed as a
real estate investment trust, provides innovative and value added
financing solutions to its customers.
iStar Financial incurred a net loss allocable to common
shareholders of $155.76 million in 2013, a net loss allocable to
common shareholders of $272.99 million in 2012, and a net loss
allocable to common shareholders of $62.38 million in 2011.
* * *
As reported by the TCR on June 26, 2014, Fitch Ratings had
affirmed the Issuer Default Rating (IDR) of iStar Financial Inc.
at 'B'. The 'B' IDR is driven by improvements in the company's
leverage, continued demonstrated access to the capital markets and
new sources of growth capital and material reductions in non-
performing loans (NPLs).
As reported by the TCR on Oct. 5, 2012, Standard & Poor's Ratings
Services affirmed its 'B+' long-term issuer credit rating on iStar
Financial.
In October 2012, Moody's Investors Service upgraded the corporate
family rating to B2 from B3. The current rating reflects the
REIT's success in extending near term debt maturities and
improving fundamentals in commercial real estate. The ratings on
the October 2012 senior secured credit facility takes into account
the asset coverage, the size and quality of the collateral pool,
and the term of facility.
ITR CONCESSION: Supplements Plan for Technical Modification
-----------------------------------------------------------
ITR Concession Company LLC, et al., filed with the U.S. Bankruptcy
Court for the Northern District of Illinois a plan supplement to
their Joint Prepackaged Plan of Reorganization. The plan
supplement reflects certain technical modifications. A copy is of
the document available for free at:
http://bankrupt.com/misc/ITRConcession_145_plansupplement.pdf
As reported in the TCR on Oct. 28, 2014, the Prepackaged Plan
dated Oct. 14, 2014, provides that on the effective date, the
Debtors will consummate either a sale transaction or, if no bid is
designated as the "successful bid" in accordance with the Plan, a
reorganization transaction, in each case in accordance with the
terms of the Plan and the Restructuring Support Agreement. A
copy of the Plan is available for free at:
http://bankrupt.com/misc/ITRConcession_134_plan.pdf
About ITR Concession
ITR Concession Co. operates a 157-mile, four- to six-lane toll
road in Northern Indiana commonly referred to as the Indiana Toll
Road. The toll road is a vital artery for interstate commerce,
linking the City of Chicago and Lake Michigan to the interstate
highway system, as well as markets, ports, and commercial and
financial centers across the United States. The toll road opened
in 1956 and is used by nearly 130,000 vehicles per day.
ITR Concession and its affiliates filed for bankruptcy protection
(Bankr N.D. Ill. Lead Case No. 14-34284) on Sept. 21 with a plan
to restructure some $6 billion in debt by selling its assets or
reorganizing its business.
The Debtors have tapped Marc Kieselstein, Esq., Chad J. Husnick,
Esq., Jeffrey D. Pawlitz, Esq., and Gregory F. Pesce, Esq., at
Kirkland & Ellis LLP as counsel; Moelis & Company LLC as
investment banker; and Kurtzman Carson Consultants LLC, as claims
and notice agent.
As of the Petition Date, the Debtors have outstanding funded debt
of $6.0 billion that is comprised of approximately $3.855 billion
in principal amount of first-priority syndicated bank-debt
obligations and approximately $2.15 billion in principal amount of
pari passu first-lien interest rate hedging obligations.
JAMES RIVER: Basso Holdings Discloses 5.2% Stake
------------------------------------------------
Basso Holdings Ltd., Basso Capital Management, L.P., Basso GP,
LLC; Howard I. Fischer; Philip R. Platek; John F. Lepore; and
Dwight C. Nelson disclosed in a Schedule 13G filing with the
Securities and Exchange Commission that as of November 6, 2014,
each of the Reporting Persons may be deemed the beneficial owner
of approximately 5.2% of Shares outstanding of James River Coal
Company. There were 36,060,869 Shares outstanding as of October
28, 2013, according to James River Coal's quarterly report on Form
10-Q, filed November 7, 2013. Each of the Reporting Persons may
be deemed the beneficial owner of 1,997,200 Shares issuable upon
conversion of convertible notes held by Basso Holdings. Pursuant
to Rule 13d-3(d)(1)(i)(D), for purposes of calculating the
Reporting Persons? beneficial ownership percentage, such Shares
have been added to the Shares outstanding reported by the Issuer,
for a total of 38,058,069 Shares outstanding.)
About James River
James River Coal Company is a producer and marketer of coal in the
Central Appalachia ("CAPP") and the Midwest coal regions of the
United States. James River's principal business is the mining,
preparation and sale of metallurgical coal, thermal coal (which is
also known as steam coal) and specialty coal.
James River and 33 of its affiliates filed Chapter 11 bankruptcy
petitions (Bankr. E.D. Va. Case Nos. 14-31848 to 14-31886) in
Richmond, Virginia, on April 7, 2014. The petitions were signed
by Peter T. Socha as president and chief executive officer.
Judge Kevin R. Huennekens oversees the Chapter 11 cases.
On the petition date, James River Coal disclosed total assets of
$1.06 billion and total liabilities of $818.6 million.
The Debtors are represented by Tyler P. Brown, Esq., Henry P.
(Toby) Long, III, Esq., and Justin F. Paget, Esq. at Hunton &
Williams LLP of Richmond, VA and Marwill S. Huebner, Esq, Brian
M. Resnick, Esq., and Michelle M. McGreal, Esq. at Davis Polk &
Wardwell LLP of New York, NY. Kilpatrick Townsend & Stockton LLP
serves as the Debtors' special counsel. Perella Weinberg Partners
L.P. is the Debtors' financial advisor. Deutsche Bank Securities
Inc. serves as the Debtors' investment banker and M&G advisor.
Epiq Bankruptcy Solutions, LLC, acts as the debtors' notice,
claims and administrative agent.
The U.S. Trustee for Region 4 has appointed five creditors to the
Official Committee of Unsecured Creditors. Michael S. Stamer,
Esq., Alexis Freeman, Esq., and Jack M. Tracy II, Esq., at Akin
Gump Strauss Hauer & Feld LLP; and Jonathan L. Gold, Esq.,
Christopher L. Perkins, Esq., and Christian K. Vogel, Esq., at
LeClairRyan.
* * *
The Debtors have won authority to sell the Hampden Mining Complex
(including the assets of Logan & Kanawha Coal Company, LLC), the
Hazard Mining Complex (other than the assets of Laurel Mountain
Resources LLC) and the Triad Mining Complex for $52 million plus
the assumption of certain environmental and other liabilities, to
a unit of Blackhawk Mining. The Buyer is represented by Mitchell
A. Seider, Esq., and Charles E. Carpenter, Esq., at Latham &
Watkins LLP.
KANGADIS FOOD: Owners Dodge False Labeling Suit
-----------------------------------------------
Law360 reported that U.S. District Judge Jed S. Rakoff in New York
threw out a class action targeting the owners of bankrupt Kangadis
Food Inc. personally for the company's alleged misleading claims
about the purity of its olive oil, citing a lack of evidence
linking the Kangadis family to the alleged fraud.
According to the report, Judge Rakoff granted summary judgment to
the owners -- Aristidis, Andromahi and Themis Kangadis -- in a
brief order, ending a suit that Joseph Ebin and Yeruchum Jenkins
brought.
The case is Ebin et al v. Kangadis Family Management LLC et al.,
Case No. 1:14-cv-01324 (S.D.N.Y.).
About Kangadis Food
Formed in 2003, Kangadis Food Inc. is an importer of olives and
other European delicacies, and a leading distributor of olive oil.
The Debtor sells its products under the brand names "Capatriti,"
"Porto," "Olio Villa," "Zorba," and "Kivotos". The company is
100% owned by the Kangadis family. The company says that for the
past six years, the popularity of its olive oil product sold under
the brand name "Capatriti" has grown over time, and it is one of
the leading brands in the New York metropolitan area.
As of its bankruptcy filing, Kangadis Food employs 51 people, and
operates from a 75,000 square foot facility located in Hauppauge,
New York, that serves as a warehouse, production facility, and
shipping center.
Kangadis Food Inc. filed a Chapter 11 bankruptcy petition (Bankr.
E.D.N.Y. Case No. 8-14-72649) in the Central Islip division, in
New York, on June 6, 2014. Themistoklis Kangadis signed the
petition as chief executive officer.
As of the Dec. 31, 2013, the Debtor, on an unaudited basis, had
total assets of $12,259,802 and total liabilities of $6,136,456,
which amount does not include any disputed claim relating to the
class action.
Judge Robert E. Grossman presides over the case. Silverman
Acampora LLP, in Jericho, New York, serves as the Debtor's
counsel.
KANGADIS FOOD: Has Dec. 10 Plan Confirmation Hearing
----------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that the U.S. Bankruptcy Court in Central Islip,
New York, has approved the disclosure statement explaining the
plan of reorganization proposed by Gourmet Factory, formally named
as Kangadis Food Inc., and scheduled a Dec. 10 confirmation
hearing.
According to the report, the bankruptcy court will hold a hearing
on Nov. 24 to estimate the amount of the $261.6 million claim
filed by representatives of a class of consumers. The Plan, the
report noted, is premised on the estimation of the class claim for
voting, distribution and payment of available cash to creditors.
About Kangadis Food
Formed in 2003, Kangadis Food Inc. is an importer of olives and
other European delicacies, and a leading distributor of olive oil.
The Debtor sells its products under the brand names "Capatriti,"
"Porto," "Olio Villa," "Zorba," and "Kivotos". The company is
100% owned by the Kangadis family. The company says that for the
past six years, the popularity of its olive oil product sold under
the brand name "Capatriti" has grown over time, and it is one of
the leading brands in the New York metropolitan area.
As of its bankruptcy filing, Kangadis Food employs 51 people, and
operates from a 75,000 square foot facility located in Hauppauge,
New York, that serves as a warehouse, production facility, and
shipping center.
Kangadis Food Inc. filed a Chapter 11 bankruptcy petition (Bankr.
E.D.N.Y. Case No. 8-14-72649) in the Central Islip division, in
New York, on June 6, 2014. Themistoklis Kangadis signed the
petition as chief executive officer.
As of the Dec. 31, 2013, the Debtor, on an unaudited basis, had
total assets of $12,259,802 and total liabilities of $6,136,456,
which amount does not include any disputed claim relating to the
class action.
Judge Robert E. Grossman presides over the case. Silverman
Acampora LLP, in Jericho, New York, serves as the Debtor's
counsel.
KIOR INC: Files Chapter 11 Petition to Facilitate Sale
------------------------------------------------------
Texas biofuel company KiOR Inc. filed for Chapter 11 bankruptcy
protection on Nov. 9 with plans to sell itself to its backer and
lender, venture capitalist Vinod Khosla.
KiOR, disclosed that as part of its refocus on research and
development, it has accepted a bid for substantially all of its
assets from certain affiliates of Vinod Khosla that have been
providing and will continue to provide senior secured financing to
the Company.
Under the Bankruptcy Code, the bid by Pasadena Investments LLC, a
company affiliated with Mr. Khosla, is subject to higher and
better offers and Court approval. As part of its bid, Pasadena
would offer to forgive $16 million of the debt it holds, while
rival bidders would have to submit bids of at least $17.135
million in cash.
The Company's non-operational production facility in Columbus,
Mississippi, which is owned by a wholly-owned subsidiary of KiOR,
is not included in the filing.
During this proceeding, the Company has entered into an agreement
for debtor-in-possession ("DIP") financing with an affiliate of
Mr. Khosla, which will provide up to $15 million of additional
financing for the Company to fund operations while in Chapter 11
and facilitate the sale and restructuring process.
As is customary, the Company has filed various "first day" motions
with the Court seeking authority to continue its current business
operations without interruption. The requests include authority
to pay salaries and provide benefits to employees, authority to
pay ongoing, undisputed obligations to vendors and suppliers that
provide goods and services during the bankruptcy case, and
approval of the DIP financing.
KiOR anticipates moving through this proceeding as quickly as
possible with a potential auction requested in December 2014, and
the sale consummated as soon as possible thereafter. The bid and
DIP financing are subject to normal closing conditions for
transactions of this kind.
Common stock investors should note that effective November 6,
2014, the Company has been delisted from trading on the NASDAQ
stock exchange and that other creditors have priority over
shareholders under the provisions of the U.S. Bankruptcy Code.
The Company does not anticipate any recovery for existing KiOR
common shareholders as part of these proceedings.
Additional information regarding KiOR's Chapter 11 proceedings can
be found at http://dm.epiq11.com/KiOR
The Company's legal advisors are King & Spalding and Richards
Layton & Finger with Guggenheim Securities LLC serving as
investment banker and Alvarez & Marsal as financial advisors.
AboutKiOR
KiOR, Inc., a Delaware corporation, is a renewable fuels company
based in Houston, Texas. The Company was incorporated and
commenced operations in July 2007 as a joint venture between
Khosla Ventures, LLC ("Khosla Ventures"), an investment
partnership, and BIOeCON B.V. KiOR's shares are traded on the OTC
Pink marketplace under the symbol "KIOR."
KiOR, an architect of cellulosic gasoline and diesel
transportation fuel, says it has developed a unique, proprietary
technology platform to convert abundant and sustainable non-food
biomass into fuels for use in vehicles on the road today.
KIOR INC: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: KiOR, Inc.
13001 Bay Park Rd
Pasadena, TX 77507
Case No.: 14-12514
Type of Business: Renewable Fuels Company
Chapter 11 Petition Date: November 9, 2014
Court: United States Bankruptcy Court
District of Delaware (Delaware)
Debtor's Counsel: Mark W. Wege, Esq.
Edward L. Ripley, Esq.
Eric M. English, Esq.
KING & SPALDING, LLP
1100 Louisiana, Suite 4000
Houston, Texas 77002
Tel: 713-751-3200
Fax: 713-751-3290
Email: MWege@kslaw.com
ERipley@kslaw.com
EEnglish@kslaw.com
Debtor's Delaware John Henry Knight, Esq.
Counsel: RICHARDS, LAYTON & FINGER, P.A.
One Rodney Square
P.O. Box 551
Wilmington, DE 19899
Tel: (302) 651-7700
Fax: (302) 651-7701
Email: knight@rlf.com
- and -
Michael Joseph Merchant, Esq.
RICHARDS LAYTON & FINGER, P.A.
One Rodney Square
P.O. Box 551
Wilmington, DE 19899
Tel: 302-651-7700
Fax: 302-651-7701
Email: merchant@rlf.com
- and -
Amanda R. Steele, Esq.
RICHARDS, LAYTON AND FINGER, P.A.
920 N. King Street
Wilmington, DE 19801
Tel: 302-651-7838
Fax: 302-428-7838
Email: steele@rlf.com
Debtor's ALVAREZ & MARSAL
Financial
Advisor:
Debtor's GUGGENHEIM SECURITIES, LLC
Investment
Banker:
Debtor's EPIQ BANKRUPTCY SOLUTIONS, LLC
Claims and
Noticing Agent:
Total Assets: $58.27 million
Total Debts: $261.3 million
The petition was signed by Christopher A. Artzer, president and
interim CFO.
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
WilmerHale Trade Debt $1,305,702
Carol Clayton
Partner In Charge
1875 Pennsylvania Ave NW
Washington, D 20004
Tel: 202-663-6000
Fax: 202-663-6363
Matheson Tri Gas - Dallas Trade Debt $1,085,333
Scott Kallman
President and CEO
2040 California Crossing Road
Dallas, TX 75220
Tel: 972-444-0437
Fax: 972-501-9194
IntraLinks Trade Debt $296,876
Ronald W. Hovespian
President, CEO and Director
150 East 42nd Street, 8th Floor
New York, NY 10017
Tel: 212-543-7700
Fax: 212-543-7978
PricewaterhouseCoopers LLP Trade Debt $147,901
Southern Ionics Trade Debt $142,921
Leidos Engineering, LLC Trade Debt $121,893
Stradling Yocca Carlson & Ruth Trade Debt $114,028
NASDAQ Trade Debt $106,546
K&H Services, Inc. Trade Debt $104,836
T.B. Jones LLC Trade Debt $71,199
Baker Botts LLP Trade Debt $69,298
Aetna Life Insurance Trade Debt $68,084
Locke Lord LLP Trade Debt $67,549
Delaware Secretary of State Trade Debt $36,000
A&L IndSvc, Inc. Trade Debt $29,807
Robert Half Trade Debt $29,628
Mobile Modular Trade Debt $26,223
RR Donnelley Financial Trade Debt $25,060
King Cat Consultancy Trade Debt $24,708
Mississippi Development Authority Guaranty Undetermined
KRATOS DEFENSE: S&P Lowers CCR to 'B-' on Lower Earnings Forecast
-----------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its corporate
credit rating on San Diego, Calif.-based Kratos Defense & Security
Solutions Inc. to 'B-' from 'B'. The outlook is developing.
At the same time, S&P lowered its senior secured issue-level
rating on the company's notes to 'B-' from 'B'. The '4' recovery
rating is unchanged and indicates S&P's expectation for average
recovery (30%-50%) in a simulated default scenario.
"The downgrade reflects weaker-than-expected credit metrics as a
result of lower earnings and cash flow stemming from challenging
market conditions," said Standard & Poor's credit analyst Chris
Mooney.
Debt to EBITDA is currently above 9x for the last-12-months ended
Sept. 28, 2014, and S&P believes it will remain above 7x through
2015, compared with S&P's previous expectations of 5.3x-5.8x in
2015.
Kratos is experiencing substantial order delays, mainly because of
increased protests from competitors for new awards across the
business, which S&P expects will continue while the U.S. budget
remains tight. The company also faces intense price competition
for new awards as a result of lower defense spending and a change
to how the government evaluates bids that makes price much more
important than in the past, which has put pressure on
profitability. In addition, Congress has yet to pass a fiscal
2015 defense budget, and the military and the rest of the U.S.
government is currently operating under a continuing resolution
(CR) that provides funding until Dec. 11, 2014. A CR often
results in delayed orders for defense contractors because it
restricts funding to prior-year levels and forbids the start of
new programs.
The developing outlook reflects the potential for an upgrade based
on the recently announced strategic review, which could result in
debt reduction, but also the potential for a downgrade as a result
of challenging operating conditions.
S&P could raise the rating if the company divests certain assets
and uses the proceeds for debt reduction, such that debt to EBITDA
falls below 6x on a sustained basis.
S&P could lower the rating if operating conditions worsen such
that it no longer believes the company's capital structure is
sustainable in the long term, or its liquidity profile
deteriorates.
LAKSHMI HOSPITALITY: EBT Says Case Should Be in Missouri
--------------------------------------------------------
Enterprise Bank and Trust replied to Lakshmi Hospitality Group,
LLC's memorandum in opposition to Enterprises' motion to dismiss
for lack of venue.
According to Enterprise, the Debtor is a Missouri limited
liability company. At the time of filing of the petition, all of
the Debtor's assets were in Missouri, including bank accounts, all
of the Debtor's employees were in Missouri, and the bulk of the
Debtor's creditors were from Missouri or the Midwest.
In this relation, Enterprise asserted that, among other things:
-- Venue is not proper in the Southern District of California
because there is no true nerve center in the Southern District of
CA; and
-- Transfer of the case to the Eastern District of Missouri is
appropriate.
The Debtor, on Oct. 10, 2014, submitted a memorandum in opposition
to the motion to dismiss; or in the alternative to transfer venue
to the Eastern District of Missouri. The Debtor said that though
labeled for dismissal of the case, the motion sought no relief
more extreme than a transfer of venue.
About Lakshmi Hospitality Group
Lakshmi Hospitality Group, LLC, owner of a hotel in Fenton,
Missouri, filed a Chapter 11 bankruptcy petition (Bankr. S.D. Cal.
Case No. 14-07199) in San Diego, California, on Sept. 5, 2014.
Plyush Mehta signed the petition as authorized signatory. The
Debtor disclosed total assets of $12.7 million and total
liabilities of $8.1 million.
The case is assigned to Judge Margaret M. Mann. The Debtor has
tapped J. Bennett Friedman, Esq., at Friedman Law Group, P.C., in
Los Angeles, as counsel.
LAKSHMI HOSPITALITY: EBT Has Limited Objection to Cash Use
----------------------------------------------------------
Secured creditor Enterprise Bank and Trust filed a limited
objection to Lakshmi Hospitality Group, LLC's continued use of
cash collateral.
Enterprise said that it consented to the continued use of cash
collateral subject to entry of an order that provides Enterprise
with some customary protections, including, but not limited to:
1. a period of 75 days from the entry of the first interim
order authorizing use of cash collateral for the debtor and all
parties-in-interest to challenge the (i) amount of the Debtor's
obligations under the enterprise Loan Documents; and (ii) validity
enforceability, and priority of Enterprise liens;
2. a limitation of the use of cash collateral through the end
of the debtor's exclusive period to file a chapter 11 plan
(Jan. 5, 2015); and
3. payment of monthly principal and interest payments under the
promissory note which is currently $31,781 per month.
As of the Petition Date, the Debtor owed its lender no less than
$4,861,517. The Debtor defaulted under its obligations under the
Enterprise Loan Documents and for failure to pay real estate taxes
on the hotels.
As reported in the Troubled Company Reporter on Oct. 16, 2014, the
Debtor's principal assets are two adjacent hotels located at 1662
and 1680 Fenton Business Court in Fenton, Missouri. The hotels,
along with all of the assets of the Estates, are encumbered by a
senior priority deed of trust in favor of Enterprise Bank and
Trust and a junior priority deed of trust in favor of Business
Finance Corp. of St. Louis.
The Debtor said Enterprise's secured claim is protected by an
equity cushion of approximately $5,000,000 and the interest of
Business Finance Corp. is protected by an equity cushion of
roughly $2,099,578.
In the cash collateral motion, the Debtor advised that it will be
making postpetition monthly payments to Enterprise in the amount
of $29,552. Enterprise complained that this is not correct
monthly interest and principal payment due to Enterprise as the
correct postpetition interest payment is $31,781. Enterprise
asserted that any interim order approving the Debtor's use of cash
collateral should be modified to clearly reflect the postpetition
payments to be made to Enterprise.
* * *
Tiffany L. Carroll, Acting U.S. Trustee for Region 15, filed an
objection, asserting that the Debtor must identify specifically
any financial institution that does not comply with Section 345 of
the Bankruptcy Code and any investment practices that do not
comply with Section 345. The U.S. Trustee also requested that the
requirement of opening and transferring of accounts into debtor-
in-possession accounts should not be waived.
About Lakshmi Hospitality Group
Lakshmi Hospitality Group, LLC, owner of a hotel in Fenton,
Missouri, filed a Chapter 11 bankruptcy petition (Bankr. S.D. Cal.
Case No. 14-07199) in San Diego, California, on Sept. 5, 2014.
Plyush Mehta signed the petition as authorized signatory. The
Debtor disclosed total assets of $12.7 million and total
liabilities of $8.1 million.
The case is assigned to Judge Margaret M. Mann. The Debtor has
tapped J. Bennett Friedman, Esq., at Friedman Law Group, P.C., in
Los Angeles, as counsel.
LAKSHMI HOSPITALITY: U.S. Trustee Has Issues With Friedman Hiring
-----------------------------------------------------------------
Tiffany L. Carroll, acting U.S. Trustee, filed an objection to
Lakshmi Hospitality Group, LLC's motion to employ Friedman Law
Group, P.C. as the Debtor's counsel.
The U.S. Trustee also requested that the Court sustain all
objections contained in the U.S. Trustee's original statement of
position.
The U.S. Trustee reiterated that, among other things:
1. The original employment application as submitted to the U.S.
Trustee's Office must be filed with the Court;
2. U.S. Trustee's statement of position must be filed with the
Court; and
3. Supplemental pleadings or declarations addressing objections
contained in the U.S. Trustee's statement of position must be
filed with the Court.
The Court will consider the Debtor's application to employ counsel
at a hearing on Nov. 13, 2014, at 2:00 p.m.
About Lakshmi Hospitality Group
Lakshmi Hospitality Group, LLC, owner of a hotel in Fenton,
Missouri, filed a Chapter 11 bankruptcy petition (Bankr. S.D. Cal.
Case No. 14-07199) in San Diego, California, on Sept. 5, 2014.
Plyush Mehta signed the petition as authorized signatory. The
Debtor disclosed total assets of $12.7 million and total
liabilities of $8.1 million.
The case is assigned to Judge Margaret M. Mann. The Debtor has
tapped J. Bennett Friedman, Esq., at Friedman Law Group, P.C., in
Los Angeles, as counsel.
LEVEL 3: Reports $85 Million Net Income in Third Quarter
--------------------------------------------------------
Level 3 Communications, Inc., reported third quarter results for
both the Company and tw telecom, driven primarily by continued
growth from enterprise customers.
Level 3 reported net income of $85 million on $1.62 billion of
revenue for the three months ended Sept. 30, 2014, compared to a
net loss of $21 million on $1.56 billion of revenue for the same
period in 2013.
As of Sept. 30, 2014, the Company had $13.98 billion in total
assets, $12.33 billion in total liabilities and $1.64 billion in
stockholders' equity.
"Level 3's and tw telecom's results reflect both companies' strong
focus on execution in the enterprise market," said Jeff Storey,
president and CEO of Level 3. "Given the combined company's broad
product portfolio, extensive network reach and customer-first
mindset, we believe we are well-positioned to continue to capture
enterprise market share."
As of Sept. 30, 2014, the company had cash and cash equivalents of
approximately $729 million.
"We've seen solid performance in our year-to-date financial
results," said Sunit Patel, CFO of Level 3. "On a standalone
basis, and excluding the effects from the tw telecom acquisition,
we remain confident in our ability to achieve our outlook for the
full year 2014."
The Company completed the acquisition of tw telecom inc. on
Oct. 31, 2014. To facilitate the closing of the transaction,
Level 3's wholly owned subsidiary, Level 3 Financing, Inc., raised
an aggregate of $3 billion through two capital market
transactions:
* On July 29, 2014, $1 billion aggregate principal amount of
5.375% Senior Notes due 2022
* On Oct.13, 2014, $2 billion in a single Tranche B 2022 Term
Loan
tw telecom stockholders received $10 cash and 0.7 shares of Level
3 common stock for each share of tw telecom common stock that was
owned at closing. As part of the closing of the transaction,
Level 3 has called for redemption and discharged or repaid
approximately $1.8 billion of tw telecom's outstanding
consolidated debt.
A full-text copy of the press release is available at:
http://is.gd/IjccuB
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.
As reported by the TCR on Oc. 31, 2014, Moody's Investors Service
upgraded Level 3 Communications Inc.'s corporate family rating
(CFR) to B2 from B3.
Level 3's B2 CFR is based on the company's ability to generate
relatively modest free cash flow of between $250 million and $300
million in 2016 and, inclusive of debt which is presumed to be
converted to equity in 2015, to de-lever by approximately 0.5x to
4.8x (Moody's adjusted) by the end of 2016.
LEVEL 3: tw telecom Holdings to Redeem 5.375% & 6.375% Sr. Notes
----------------------------------------------------------------
Level 3 Communications, Inc., announced that, in connection with
the closing of its acquisition of tw telecom inc., tw telecom
holdings, inc., a wholly owned subsidiary of tw telecom inc.,
called for redemption all of tw telecom holdings' outstanding
5.375% Senior Notes due 2022 (CUSIP Nos. 87311X AD0 and 87311X
AF5) and 6.375% Senior Notes due 2023 (CUSIP No. 87311X AH1).
tw telecom inc. issued its common stock to Level 3 in an "Equity
Offering". tw telecom holdings is using the proceeds of that
Equity Offering to redeem 35 percent of the outstanding principal
amount of each issue of its 5.375% Senior Notes due 2022 and of
its 6.375% Senior Notes due 2023. The redemption price for the
$325.5 million aggregate principal amount of 5.375% Notes due 2022
being redeemed with the proceeds of the Equity Offering is
105.375% of the principal amount thereof, plus accrued and unpaid
interest to, but excluding the redemption date. The redemption
price for the $122.5 million aggregate principal amount of 6.375%
Notes due 2023 being redeemed with the proceeds of the Equity
Offering is 106.375% of the principal amount thereof, plus accrued
and unpaid interest to, but excluding the redemption date. The
redemption date for those redemptions is Nov. 30, 2014.
Following those redemptions, the remaining 65 percent of the
outstanding principal amount of each issue of tw telecom holdings'
5.375% Notes due 2022 ($604.5 million aggregate principal amount)
and tw telecom holdings' 6.375% Senior Notes due 2023 ($227.5
million aggregate principal amount) will be redeemed on Dec. 2,
2014, at "make-whole" prices calculated in accordance with the
indentures using the rate of the comparable U.S. Treasury yield
plus 50 basis points, plus accrued and unpaid interest to, but
excluding, the redemption date.
In connection with those redemptions, tw telecom holdings is
discharging the indentures governing each series of notes.
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. As of Sept. 30, 2014, the Company had $13.98 billion in
total assets, $12.33 billion in total liabilities and $1.64
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 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.
As reported by the TCR on Oc. 31, 2014, Moody's Investors Service
upgraded Level 3 Communications Inc.'s corporate family rating
(CFR) to B2 from B3.
Level 3's B2 CFR is based on the company's ability to generate
relatively modest free cash flow of between $250 million and $300
million in 2016 and, inclusive of debt which is presumed to be
converted to equity in 2015, to de-lever by approximately 0.5x to
4.8x (Moody's adjusted) by the end of 2016.
LIGHTSQUARED INC: Harbinger Wants Dispute Moved to Higher Court
---------------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that Harbinger Capital Partners LLC, the
controlling shareholder of LightSquared Inc., is fighting back on
two fronts to prevent lawsuits against the Federal Communications
Commission and the GPS industry from being halted in their tracks.
According to the report, Harbinger asked a federal district judge
to remove the lawsuits from bankruptcy court, saying halting the
lawsuits -- which LightSquared suggested the bankruptcy court
should do as the claims involved in those suits belong to the
bankrupt estates -- infringes on its constitutional rights and
should be decided only by a life-tenured district judge.
About LightSquared Inc.
LightSquared Inc. and 19 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on
May 14, 2012, to resolve regulatory issues that have prevented it
from building its coast-to-coast integrated satellite 4G wireless
network.
LightSquared had invested more than $4 billion to deploy an
integrated satellite-terrestrial network. In February 2012,
however, the U.S. Federal Communications Commission told
LightSquared the agency would revoke a license to build out the
network as it would interfere with global positioning systems used
by the military and various industries. In March 2012, the
Company's partner, Sprint, canceled a master services agreement.
LightSquared's lenders deemed the termination of the Sprint
agreement would trigger cross-defaults under LightSquared's
prepetition credit agreements.
LightSquared and its prepetition lenders attempted to negotiate a
global restructuring that would provide LightSquared with
liquidity and runway necessary to resolve its issues with the FCC.
Despite working diligently and in good faith, however,
LightSquared and the lenders were not able to consummate a global
restructuring on terms acceptable to all interested parties.
Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to
the Debtors. Alvarez & Marsal North America, LLC, is the
financial advisor. Kurtzman Carson Consultants LLC serves as
claims and notice agent.
LPATH INC: Scott Pancoast Resigns as President & CEO
----------------------------------------------------
Scott Pancoast has resigned as president, chief executive officer
and a member of the board of directors of Lpath, Inc., effective
November 3.
"On behalf of the Lpath board of directors, I thank Scott for his
leadership of Lpath as we've advanced our novel, lipid-targeted
therapies in ophthalmology and oncology through early- and mid-
stage clinical trials. We appreciate Scott's service and
commitment to Lpath these past 16 years and wish him the best in
his future endeavors," said Daniel H. Petree, chairman of the
board of directors, Lpath, Inc.
Mr. Pancoast served as the president and CEO of Lpath since March
2005 and as a director of Lpath since 1998.
In connection with Mr. Pancoast's resignation, on Nov. 3, 2014,
the Company and Mr. Pancoast entered into a separation agreement
and general release. Pursuant to the terms of the Separation
Agreement, Mr. Pancoast will receive (i) $300,000, less applicable
payroll deductions and required withholdings, payable in eight
monthly installments of $37,500 and (ii) a final monthly payment
of $3,750 payable on Aug. 2, 2015. In addition, the Company will
pay or reimburse Mr. Pancoast for the COBRA premiums required to
insure Mr. Pancoast and his legal dependents for a period of 24
months following the Separation Date.
Interim CEO Appointment
The board of directors has appointed biotechnology consultant
Michael Lack as the Company's interim chief executive officer
while the board conducts a search for a new CEO.
Mr. Lack has more than 15 years of experience serving in executive
roles for companies in the biotechnology and technology
industries. Mr. Lack currently serves as a member of the board of
directors of Immunomic Therapeutics, Inc., a clinical stage
biotechnology company. Since August 2012, Mr. Lack has served as
a management consultant with Presteza Partners LLC, where he
provides consulting services for small and medium sized
biotechnology and technology companies. He has served in interim
executive positions with Traversa Therapeutics and Avera
Pharmaceuticals, as well as a board member for ProSanos
Corporation, which was acquired by United BioSource Corporation.
Mr. Lack has a Bachelor of Science in physics from the University
of California, Los Angeles.
Mr. Lack has over 15 years of experience serving in executive
roles for companies in the biotechnology and technology
industries. Mr. Lack currently serves as a member of the board of
directors of Immunomic Therapeutics, Inc., a clinical stage
biotechnology company. Since August 2012, Mr. Lack has served as
a management consultant with Presteza Partners LLC, where he
provides consulting services for small and medium sized
biotechnology and technology companies. From October 2010 to June
2012, Mr. Lack served in interim executive positions with Traversa
Therapeutics and from January 2010 to August 2011, Mr. Lack served
in interim executive positions with Avera Pharmaceuticals. From
2003 to 2010, Mr. Lack served as a member of the board of
directors of ProSanos Corporation, a producer of products and
services for the capture, integration, analysis, and management of
healthcare related data, which was acquired by United BioSource
Corporation in 2010. Mr. Lack has a Bachelor of Science in
physics from the University of California, Los Angeles. Mr. Lack
is 63 years old.
In appointing Mr. Lack as interim chief executive officer, the
Board considered Mr. Lack's management experience in the
biotechnology industry, his prior experience in serving in interim
management positions (including as Interim chief executive
officer) with biotechnology companies and his current role
providing consulting services to companies in the biotechnology
and technology industries.
The Board has initiated a search process for a new chief executive
officer.
About LPath
San Diego, Calif.-based Lpath, Inc. is a biotechnology company
focused on the discovery and development of lipidomic-based
therapeutics, an emerging field of medical science whereby
bioactive lipids are targeted to treat human diseases.
LPath reported a net loss of $6.56 million in 2013, a net loss of
$2.75 million in 2012 and a net loss of $3.11 million in 2011.
As of June 30, 2014, the Company had $18.40 million in total
assets, $5.26 million in total liabilities and $13.14 million in
total stockholders' equity.
MERMAID HARRISON: Lists $16.5MM in Assets, $10.9MM in Debts
-----------------------------------------------------------
Mermaid Harrison LLC filed with the U.S. Bankruptcy Court for the
Northern District of California, San Francisco Division, its
schedules disclosing $16,500,017 in assets and $10,952,579 in
liabilities.
The Debtor's assets are composed of a commercial building located
at 350 Third Street, in San Francisco, California, currently
valued at $16,500,000; and a bank account with Wells Fargo Bank
with a current value of $17. The Debtor's liabilities are
composed of secured claims totaling $10,952,579 held by RED Folsom
LLC.
Full-text copies of the Schedules are available for free at
http://bankrupt.com/misc/MERMAIDsal1106.pdf
About Mermaid Harrison
Mermaid Harrison LLC sought bankruptcy protection (Bankr. N.D.
Cal. Case No. 14-31607) in San Francisco, California, on Nov. 2,
2014, without stating a reason.
The Debtor, a Single Asset Real Estate as defined in 11 U.S.C.
Sec. 101(51B), estimated $10 million to $50 million in assets and
debt.
The Debtor has not yet filed its formal schedules of assets and
liabilities. Incomplete filings are due by Nov. 17, 2014,
according to the docket.
According to the docket, the 11 U.S.C. Sec. 341(a) meeting of
creditors is slated for Dec. 9, 2014. The deadline to file claims
is on March 9, 2015.
The case is assigned to Judge Dennis Montali.
The Debtor is represented by Sarah M. Stuppi, Esq., at the Law
Offices of Stuppi and Stuppi, in Walnut Creek, California.
MERMAID HARRISON: Has No Large Unsecured Creditor
-------------------------------------------------
Mermaid Harrison LLC disclosed with the U.S. Bankruptcy Court for
the Northern District of California, San Francisco Division, that
it has no creditor holding the largest unsecured claims.
About Mermaid Harrison
Mermaid Harrison LLC sought bankruptcy protection (Bankr. N.D.
Cal. Case No. 14-31607) in San Francisco, California, on Nov. 2,
2014, without stating a reason.
The Debtor, a Single Asset Real Estate as defined in 11 U.S.C.
Sec. 101(51B), estimated $10 million to $50 million in assets and
debt.
The Debtor has not yet filed its formal schedules of assets and
liabilities. Incomplete filings are due by Nov. 17, 2014,
according to the docket.
According to the docket, the 11 U.S.C. Sec. 341(a) meeting of
creditors is slated for Dec. 9, 2014. The deadline to file claims
is on March 9, 2015.
The case is assigned to Judge Dennis Montali.
The Debtor is represented by Sarah M. Stuppi, Esq., at the Law
Offices of Stuppi and Stuppi, in Walnut Creek, California.
MERMAID HARRISON: Consents to Case Transfer to San Jose Division
----------------------------------------------------------------
U.S. Bankruptcy Judge Dennis Montali in San Francisco, California,
issued an order for Mermaid Harrison LLC to show cause why its
Chapter 11 cases should be retained in the San Francisco division,
after determining that intradistrict venue appears to be improper
in the case. Judge Montali noted that the Debtor's street address
shows that it is in Aptos, California, which is in the county of
Santa Cruz, California, accordingly, the case will be transferred
to the San Jose division.
In response to Judge Montali's show cause order, the Debtor says
it consents to the immediate transfer of its Chapter 11 case to
the San Jose division.
About Mermaid Harrison
Mermaid Harrison LLC sought bankruptcy protection (Bankr. N.D.
Cal. Case No. 14-31607) in San Francisco, California, on Nov. 2,
2014, without stating a reason.
The Debtor, a Single Asset Real Estate as defined in 11 U.S.C.
Sec. 101(51B), estimated $10 million to $50 million in assets and
debt.
The Debtor has not yet filed its formal schedules of assets and
liabilities. Incomplete filings are due by Nov. 17, 2014,
according to the docket.
According to the docket, the 11 U.S.C. Sec. 341(a) meeting of
creditors is slated for Dec. 9, 2014. The deadline to file claims
is on March 9, 2015.
The case is assigned to Judge Dennis Montali.
The Debtor is represented by Sarah M. Stuppi, Esq., at the Law
Offices of Stuppi and Stuppi, in Walnut Creek, California.
MINT LEASING: Further Amends 70MM Shares Prospectus With SEC
------------------------------------------------------------
The Mint Leasing, Inc., amended its registration statement with
the U.S. Securities and Exchange Commission relating to the
offering of 70,000,000 shares of common stock. The public
offering price will be $0.60 per share. If fully subscribed the
Company anticipates receiving $42,000,000 in total proceeds from
this offering prior to deducting expenses associated with the
offering, which we anticipate totaling approximately $95,000.
The Company amended its Registration Statement to delay its
effective date.
The Company's common stock is currently quoted on the OTCQB market
maintained by OTC Markets Group Inc. under the symbol "MLES." On
Nov. 3, 2014 (the last date that the Company'scommon stock traded
on the OTCQB prior to the date of the Prospectus), the last
reported sale price of the Company's common stock as reported on
the OTCQB was $0.32 per share.
A copy of the amended Form S-1 prospectus is available at:
http://is.gd/uUPkBE
About Mint Leasing
Houston, Texas-based The Mint Leasing, Inc., is in the business of
leasing automobiles and fleet vehicles throughout the United
States.
Mint Leasing reported net income of $3.22 million on $6.45 million
of total revenues for the year ended Dec. 31, 2013, as compared
with a net loss of $238,969 on $9.97 million of total revenues in
2012.
As of June 30, 2014, the Company had $17.86 million in total
assets, $16.58 million in total liabilities and $1.28 million in
total stockholders' equity.
Bankruptcy Warning
"We do not currently have any commitments of additional capital
from third parties or from our sole officer and director or
majority shareholders. We can provide no assurance that
additional financing will be available on favorable terms, if at
all. If we choose to raise additional capital through the sale of
debt or equity securities, such sales may cause substantial
dilution to our existing shareholders and/or trigger the anti-
dilution protection of the Warrants. If we are not able to obtain
additional funding to repay the Amended Loan and our other
outstanding notes payable and debt facilities, we may be forced to
abandon or curtail our business plan, which may cause any
investment in the Company to become worthless. Our independent
auditor has expressed substantial doubt regarding our ability to
continue as a going concern. If we are unable to continue as a
going concern, we may be forced to file for bankruptcy protection,
may be forced to cease our filings with the Securities and
Exchange Commission, and the value of our securities may decline
in value or become worthless," the Company said in the 2013 Annual
Report.
MOMENTIVE PERFORMANCE: Creditors Fail in Plan Injunction Bid
------------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, the U.S. Court of Appeals in Manhattan issued an order
saying the creditor groups in Momentive Performance Inc. who tried
to enjoin implementation of the silicone producer's reorganization
plan pending appeal failed to satisfy the standards for an
"extraordinary writ" barring implementation of the plan.
According to the report, in dismissing attempts to enjoin
implementation of the plan pending appeal, the appeals court made
significant law placing limitations on the ability of the court to
impose stays if they were denied by two lower courts. The Court
of Appeals said it had no jurisdiction because the creditors "have
not shown that the district court's order denying a stay should be
treated as a denial of injunctive relief," the report said.
The Momentive creditors didn't concede that their appeals died
when the company implemented its reorganization plan in October
even after the Debtors told the Court of Appeals that the
creditors' appeal became moot with the distribution of cash and
new securities to creditors, Bloomberg related.
The appeals in the circuit court are U.S. Bank NA v. Wilmington
Savings Fund Society FSB (In re MPM Silicones LLC), 14-3536, and
BOKF NA v. Momentive Performance Materials Inc. (In re MPM
Silicones LLC), 14-3531, U.S. Court of Appeals for the Second
Circuit (Manhattan).
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 Court entered an order confirming the Plan on Sept. 11, 2014.
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.
Momentive Performance Materials Inc. and its debtor-affiliates
notified the U.S. Bankruptcy Court for the Southern District of
New York that their joint Chapter 11 plan of reorganization became
effective as of Oct. 24, 2014, at 4:00 p.m. (prevailing Eastern
Time). The Court confirmed their joint plan on Sept. 11, 2014.
MOUNTAIN COUNTRY: Sale of Assets to BTB Energy Approved
-------------------------------------------------------
The Bankruptcy Court authorized Robert L. Johns, the Chapter 11
Trustee for Mountain Country Partners, to sell substantially all
of the assets of the Debtor which consists of oil and gas leases
to approximately 12,750 acres in Roanne County, Virginia, together
with interests in approximately 395 oil and gas wells in Roanne
and Gilmer Counties.
The Court, in its order, said that no objections were made to the
trustee's acceptance of the offer by BTB Energy, LLC or its
assigns.
As reported in the Troubled Company Reporter on Oct. 8, 2014,
the sale will also include all rights and agreements relating to
those oil and gas leases and wells and all personal property and
equipment.
The trustee and BTB Energy, A West Virginia limited liability
company, entered into a purchase agreement on May 30, 2014. The
purchase agreement was subsequently amended on Sept. 12, 2014.
The original offer of the purchase price was $3,000,000 of which
$30,000 was deposited in favor of the trustee.
On the basis of the information developed during the
investigations concerning the condition of operating equipment,
the shortfall of oil production below projection at the time of
the original purchase agreement, and concerns about the
reliability of previous reserve reports, the purchaser determined
that it could not complete the purchase for $3,000,000.
Thus, the purchaser offered to reduce the purchase price to
$2,000,000. The unsecured creditors agreed to the amended offer.
About Mountain Country Partners
Seven individual investors filed an involuntary Chapter 11
bankruptcy petition against Jacksonville, Florida-based Mountain
Country Partners, LLC (Bankr. S.D. W.Va. Case No. 12-20094) on
Feb. 17, 2012. Judge Ronald G. Pearson presides over the case.
Joseph W. Caldwell, Esq., at Caldwell & Riffee, represent the
petitioners.
An Order for Relief was entered by the Court on June 25, 2012.
Robert L. Johns was appointed Chapter 11 Trustee on July 6, 2012.
James W. Lane, Jr., at the Law Offices of Jim Lane, Jr.,
represents the Debtor as counsel. The law firm of Turner & Johns,
PLLC, represents the Chapter 11 Trustee as counsel. Kay Biscopink
of Elliot Davis, LLP is the Trustee's accountant.
NATIONAL REPUBLIC BANK: To Become 16th Bank Failure in 2014
-----------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that National Republic Bank of Chicago, which was
taken over by regulators on Oct. 24, is in the process becoming
the sixteenth bank to fail this year. According to the report,
the failed bank had deposits of $915.3 million and will cost the
Federal Deposit Insurance Corp. an estimated $111.6 million.
NATROL INC: Nov. 12 Hearing on Assets Sale Set
----------------------------------------------
The Bankruptcy court entered an order (i) approving bid procedures
to govern the sale of Natrol, Inc., et al.'s assets; (ii)
approving stalking horse protections; and (iii) providing for the
indefeasible payment of net proceeds from the sale of the assets
to Cerberus Business Finance, LLC or one of its affiliates in its
capacity as administrative agent and collateral agent under the
financing agreement dated as of March 5, 2013, as amended.
As reported in the Troubled Company Reporter on Oct. 17, 2014, the
Debtor related that on July 30, 2014, the Court approved the
compromise and settlement agreement with Cerberus Business Finance
LLC. The settlement, entered among the Debtors, the Official
Committee of Unsecured Creditors, Cerberus, and Natrol Global Fze
LLC, resolved various issues, including a dispute regarding the
use of cash collateral and Cerberus's request to appoint a chapter
11 trustee.
Pursuant to the settlement agreement, the Debtors are required to
pursue (i) a refinancing of the Cerberus debt; or (ii) the sale of
all or substantially all of the Debtors' assets, and the Debtors
are required to consummate either the refinancing or sale so as to
generate, in either scenario, funds in an amount sufficient to
satisfy Cerberus's Allowed Claim in full on or before the payment
deadline.
The bidding procedures provide for this timeline:
Oct. 16, at 4:00 p.m. Deadline to object to entry of
bid procedures order
Oct. 23, at 12:00 p.m. Sale procedures hearing
Oct. 27 Deadline for the Debtors to
serve auction and sale notice
Oct. 27 Deadline for the Debtors to
serve cure notice
Oct. 30 Deadline for proposed stalking
horse bidder to comply with
requirements under sale
procedures
Oct. 31 Deadline to select stalking
horse bidder
Oct. 31 Deadline for the Debtors to
publish auction and sale
notice
Nov. 5, at 4:00 p.m. Deadline for parties to object
to sale (objections may be
supplemented)
Nov. 5, at 4:00 p.m. Deadline for Non-Debtor
counterparties to object to
assumption, assignment, and
sale of contracts or
leases and cure amount
Nov. 6, at 5:00 p.m. Bid deadline
Nov. 7 Deadline for the Debtors to
make copies of all qualified
bids available to all
qualified bidders
Nov. 10, at 10:00 a.m. Auction
Nov. 11, at 4:00 p.m. Deadline for the Debtors and
all other parties in interest
to respond to any contract
objections or sale objections
Nov. 11 Deadline for Debtors to file
notice of successful bidder
Nov. 11 Deadline for successful bidder
to execute all sale related
documents
Nov. 12, at 10:30 a.m. Sale hearing
Nov. 13 Deadline to return minimum bid
to qualified bidders
Dec. 15 Deadline to close sale
Dec. 15 Deadline to return minimum bid
to next highest bidder(s)
As reported in the Troubled Company Reporter on Oct. 7, 2014,
Law360 reported that the proposed sale procedures represent one
prong of Natrol's "dual track" restructuring strategy, and would
give the Los Angeles-based outfit until the end of October to
select a stalking horse bidder for a planned Nov. 10 auction.
The TCR reported on Oct. 7, 2014, that Bill Rochelle and Sherri
Toub, bankruptcy columnists for Bloomberg News, reported that the
sale is in line with the settlement entered between Natrol's
secured lender, Cerberus Business Finance LLC, and the Official
Committee of Unsecured Creditors, which requires Natrol to sell
its assets or refinance the more than $68.8 million Cerberus debt.
The report related that under the proposed schedule, anyone
wishing to be the so-called stalking horse will have until Oct. 30
to comply with specified requirements, while competing bids are
due Nov. 6 for a Nov. 10 auction and Nov. 12 sale-approval
hearing. The sale must be completed by Dec. 15, the report added.
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.
The Debtors reported total assets of $83,932,462 and total
liabilities of $87,174,387.
NEOMEDIA TECHNOLOGIES: Incurs $1.1 Million Net Loss in Q3
---------------------------------------------------------
NeoMedia Technologies, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $1.08 million on $1 million of revenue for the three
months ended Sept. 30, 2014, compared to net income of $5.10
million on $1.60 million of revenue for the same period in 2013.
For the nine months ended Sept. 30, 2014, the Company reported net
income of $2.50 million on $2.65 million of revenue compared to
net income of $34.78 million on $3.87 million of revenue for the
same period last year.
The Company's balance sheet at Sept. 30, 2014, showed $4.89
million in total assets, $38.32 million in total liabilities, all
current, $4.35 million in series C convertible preferred stock,
$348,000 in series D convertible preferred stock, and a $38.14
million total shareholders' deficit.
As of Sept. 30, 2014, the Company had $170,000 in cash and cash
equivalents compared with $267,000 as of Dec. 31, 2013. Cash used
in operating activities was $333,000 for the nine months ended
Sept. 30, 2014, compared with $536,000 used in operations for the
nine months ended Sept. 30, 2013. The improvement in cash flows
from operations is primarily due to reduced operating expenses.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/1NPsCt
About NeoMedia Technologies
Atlanta, Ga.-based NeoMedia Technologies provides mobile barcode
scanning solutions. The Company's technology allows mobile
devices with cameras to read 1D and 2D barcodes and provide "one
click" access to mobile content.
StarkSchenkein, LLP, in Denver, CO, 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, has
significant working capital and shareholders' deficits and may
have ongoing requirements for additional capital investment.
These factors raise substantial doubt about the Company's ability
to continue as a going concern.
NEOSTEM INC: Reports $17.2-Mil. Net Loss for Third Quarter
----------------------------------------------------------
Neostem, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net
loss of $17.18 million on $4.12 million of revenues for the three
months ended Sept. 30, 2014, compared with a net loss of $9.28
million on $3.71 million of revenues for the same period last
year.
The Company's balance sheet at Sept. 30, 2014, showed $131.34
million in total assets, $69.28 million in total liabilities and
total stockholders' equity of $62.06 million.
A copy of the Form 10-Q is available at:
http://is.gd/KhHxxO
About NeoStem Inc.
NeoStem, Inc. (NYSE Alternext US: NBS) is developing a network of
adult stem cell collection centers that are focused on enabling
people to donate and store their own (autologous) stem cells when
they are young and healthy for their personal use in times of
future medical need. The Company has also entered into research
and development through the acquisition of a worldwide exclusive
license to technology to identify and isolate VSELs (very small
embryonic-like stem cells), which have been shown to have several
physical characteristics that are generally found in embryonic
stem cells.
NII HOLDINGS: Wants Brass Covered From Investor Class Action
------------------------------------------------------------
Law360 reported that NII Holdings Inc. asked a New York bankruptcy
court to extend the automatic stay of litigation to cover its
executives, who are facing an investor class action over allegedly
false statements about the Nextel-brand wireless service
provider's performance, saying the litigation could harm
restructuring efforts.
According to the report, NII said that if the suit is allowed to
proceed against its officers, it will significantly distract and
burden its senior management and key employees who are directly
involved in NII's efforts to reorganize.
About NII Holdings
NII Holdings Inc. through its subsidiaries provides wireless
communication services for businesses and consumers in Brazil,
Mexico and Argentina. NII Holdings has the exclusive right to use
the Nextel brand in its markets pursuant to a trademark license
agreement with Sprint Corporation and offers unique push-to-talk
("PTT") services associated with the Nextel brand in Latin
America. NII Holdings' shares of common stock, par value $0.001,
are publicly traded under the symbol NIHD on the NASDAQ Global
Select Market.
NII Holdings and its affiliated debtors sought bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 14-12611) in Manhattan
on Sept. 15, 2014. The Debtors' cases are jointly administered
and are assigned to Judge Shelley C. Chapman.
The Debtors have tapped Jones Day as counsel and Prime Clerk LLC
as claims and noticing agent.
The U.S. Trustee for Region 2 on Sept. 29 appointed five creditors
of NII Holdings to serve on the official committee of unsecured
creditors.
NPS PHARMACEUTICALS: NephroGenex CEO Named to Board of Directors
----------------------------------------------------------------
NPS Pharmaceuticals, Inc., increased the number of directors on
the Board from eight to nine and appointed Pierre Legault, MBA,
CA, CPA, as a director to fill the newly-created vacancy on the
Board. Mr. Legault is chief executive officer of NephroGenex,
Inc. He previously served as CEO at Prosidion, Ltd. and has held
senior positions at OSI Pharmaceuticals, Eckerd, Rite Aid
Corporation, and Sanofi-Aventis.
"I am very pleased to welcome Pierre Legault to our board of
directors," said Peter G. Tombros, chairman of NPS Pharma. "His
broad international experience in drug development and
commercialization, which has been amassed over more than 30 years,
will be an important asset as we continue expansion into key
orphan drug markets around the world and maximize our
opportunities domestically. We look forward to his contributions
to our future success."
Mr. Legault joined NephroGenex, Inc., in October 2013 as CEO and
has been a member of the company's board of directors since
November 2012. He formerly served as CEO of Prosidion, Ltd., a
mid-size U.K. biotechnology firm, and has also served as executive
vice president, chief financial officer and treasurer of OSI
Pharmaceuticals. He was also senior executive vice president and
chief administrative officer of Rite Aid Corporation, and
president of the Eckerd Group, where he had overall managerial
responsibilities for the Brooks Eckerd operations in the U.S. Mr.
Legault also held several senior positions with Sanofi-Aventis and
predecessor companies.
Mr. Legault is currently on the board of Regado Biosciences, Inc.,
and has served on the boards of Forest Laboratories, Inc., OSI
Investment Holdings GMBH, Cyclacel Pharmaceuticals, Inc., The Jean
Coutu Group (PJC) Inc. and several others. He studied at McGill
University, University of Montreal (HEC) and the Harvard Business
School, and holds a Six Sigma Green Belt, a BAA, MBA, CA and CPA
diploma.
In connection with Mr. Legault's appointment, the Board approved a
grant of 20,257 options to Mr. Legault under the Company's 2014
Omnibus Equity Compensation Plan, the Company disclosed in a
regulatory filing with the U.S. Securities and Exchange
Commission. The options will vest over four years and become
exercisable 25% on the first anniversary of the date of grant and
6.25% every three months thereafter. Mr. Legault will also
participate in the Company's non-employee director compensation
program.
Mr. Legault has been appointed to serve on the Audit Committee of
the Board.
About NPS Pharmaceuticals
Based in Bedminster, New Jersey, NPS Pharmaceuticals Inc. (Nasdaq:
NPSP) -- http://www.npsp.com/-- is developing new treatment
options for patients with rare gastrointestinal and endocrine
disorders.
NPS Pharmaceuticals reported a net loss of $13.50 million in 2013,
a net loss of $18.73 million in 2012 and a net loss of $36.26
million in 2011. The Company posted consolidated net loss of
$31.44 million in 2010 and a net loss of $17.86 million in 2009.
The Company's balance sheet at June 30, 2014, showed $286.96
million in total assets, $157.96 million in total liabilities and
$129 million in total stockholders' equity.
OPTIM ENERGY: CEO Can Earn Bonus for Marketing Gas Plant Portfolio
------------------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that U.S. Bankruptcy Judge Brendan L. Shannon in
Delaware authorized Optim Energy LLC to implement a manager
incentive program that will pay its chief executive officer a
bonus for successfully marketing the two unsold natural-gas-fired
electric generating stations.
As previously reported by The Troubled Company Reporter, the MIP
proposes to make Nick Rahn, the CEO, eligible to receive
performance bonuses for managing the successful disposition of the
Gas Plant Portfolio. The MIP is comprised of two components: (a)
$200,000, which is earned upon the Court's approval of a motion
authorizing the Debtors to enter into a binding sale agreement or
plan sponsor agreement relating to the disposition of the Gas
Plant Portfolio; and (b) a variable amount equal to 33.3 basis
points of the portion of gross sales proceeds above a threshold
determined by the board of directors received for the Gas Plant
Portfolio.
The qualified transaction award will be payable upon the entry of:
(a) a final order approving a sale of the Gas Plant Portfolio; (b)
a confirmation order approving the transactions set forth in a
plan sponsor agreement that results in a disposition of the Gas
Plant Portfolio; or (c) an order approving any other transaction.
About Optim Energy
Optim Energy, LLC, and its affiliates are power plant owners
principally engaged in the production of energy in Texas's
deregulated energy market. Optim owns and operates three power
plants in eastern Texas: the Twin Oaks plant in Robertson County,
Texas, the Altura Cogen plant in Harris County, Texas and the
Cedar Bayou plant in Chambers County, Texas. The Altura and Cedar
Bayou plants are fueled by natural gas, and the third is coal-
fired.
Optim Energy and its affiliates sought Chapter 11 protection from
creditors (Bankr. D. Del. Lead Case No. 14-10262) on Feb. 12,
2014.
The Debtors have tapped Bracewell & Giuliani LLP and Morris,
Nichols, Arsht & Tunnell LLP as attorneys; Protiviti Inc. as
restructuring advisors; and Prime Clerk LLC as claims agent.
Optim Energy, LLC scheduled $6,948,418 in assets and $716,561,450
in liabilities. Optim Energy Cedar Bayou 4, LLC, disclosed
$183,694,097 in assets and $717,646,180 in liabilities as of the
Chapter 11 filing. The Debtors have $713 million of outstanding
principal indebtedness.
On Feb. 27, 2014, Roberta A. DeAngelis, U.S. Trustee for Region 3,
notified the Bankruptcy Court that she was unable to appoint an
official committee of unsecured creditors in the Debtors' cases.
The U.S. Trustee explained that there were insufficient responses
to her communication/contact for service on the committee.
OXFORD RESOURCE: Posts $9.36-Mil. Net Income in Sept. 30 Quarter
----------------------------------------------------------------
Oxford Resource Partners, LP, with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing
a net income of $9.36 million on $94.51 million of total revenues
for the three months ended Sept. 30, 2014, compared with a net
loss of $5.13 million on $87.59 million of total revenues for the
same period in the prior year.
The Company's balance sheet at Sept. 30, 2014, showed $204 million
in total assets, $218 million in total liabilities and total
partners' deficit of $14.2 million.
The Company's first lien credit facility, consisting of a
$54.3 million term loan and $18 million revolver as of Sept. 30,
2014, is scheduled to mature in September 2015. Its second lien
credit facility, consisting of a $76.1 million term loan as of
Sept. 30, 2014, is scheduled to mature in December 2015. In
conjunction with the closing of the Westmoreland transactions,
which are subject to unitholder approval, Westmoreland has
received a commitment to refinance the Company's current credit
facilities from certain lenders. If for some reason the
Westmoreland transactions do not close as expected, the Company
will pursue extending its current financing agreements or a
complete refinancing of its existing debt. If it is unable to
extend or refinance its debt, the Company's ability to continue as
a going concern will be impacted. Due to its maturity date, all
amounts outstanding under its first lien credit facility have been
classified as current liabilities in its consolidated balance
sheet as of Sept. 30, 2014.
A copy of the Form 10-Q is available at:
http://is.gd/lYJyP7
About Oxford Resource
Columbus, Ohio-based Oxford Resource Resource Partners, LP, is a
low-cost producer of high value steam coal, and is the largest
producer of surface mined coal in Ohio.
The Company reported a net loss of $20.2 million on $287.0 million
of revenues for the nine months ended Sept. 30, 2012, compared
with a net loss of $4.0 million on $304.1 million of revenues for
the same period of 2011. As of March 31, 2013, the Company had
$227.91 million in total assets, $222.60 million in total
liabilities and $5.30 million in total partners' capital.
PENDERGRASS DEVELOPMENT: Voluntary Chapter 11 Case Summary
----------------------------------------------------------
Debtor: Pendergrass Development LLC
3040 Business Park Dr.
Norcross, GA 30071
Case No.: 14-72169
Chapter 11 Petition Date: November 7, 2014
Court: United States Bankruptcy Court
Northern District of Georgia (Atlanta)
Debtor's Counsel: Justin Oliverio, Esq.
YOUNKER & OLIVERIO, P.C.
Suite 200, 150 E. Ponce de Leon Avenue
Decatur, GA 30030
Tel: 678-856-6780
Fax: 1-800-524-0851
Email: justin@moneyandfreedomlaw.com
Total Assets: $1.20 million
Total Liabilities: $13.63 million
The petition was signed by Michael Safari, manager.
The Debtor did not file a list of its largest unsecured creditors
when it filed the petition.
PHOTOMEDEX INC: Forbearance Period Extended Until Feb. 2015
-----------------------------------------------------------
PhotoMedex, Inc., had entered into an Amended and Restated
Forbearance Agreement with respect to its Credit Agreement dated
May 12, 2014, and the Initial Forbearance Agreement dated Aug. 25,
2014, by and among the Company, as borrower and the lenders, and
JPMorgan Chase Bank, N.A., acting on behalf of secured creditors
as the administrative agent, according to a regulatory filing with
the U.S. Securities and Exchange Commission.
Subject to the terms of the Amended Forbearance Agreement, for a
period until Feb. 28, 2015, the Administrative Agent will forbear
from exercising any remedies relating to specified defaults by the
Company under the Credit Agreement. During the Forbearance
Period, the Company has agreed to abide by certain additional
reporting requirements, restrictions on certain affiliate
transfers, retention of an investment bank to pursue options in
connection with refinancing the Company's secured debt, among
other conditions.
The Company also announces it has retained Canaccord Genuity Inc.
to evaluate strategic alternatives with the objective of enhancing
stakeholder value, including assisting the Company in the
refinancing of its debt.
"The Board of Directors intends to consider the full range of
available options. There can be no assurance that any specific
transaction will be pursued or completed. There are certain
milestone obligations contained in the Amended Forbearance
Agreement in connection with the process of obtaining a new credit
facility. The Company does not intend to disclose developments
with respect to those milestone obligations or the progress of its
strategic alternatives review process until such time as the Board
of Directors approves, or the Company completes, one or more
transactions or otherwise deems further disclosure appropriate,"
the Company disclosed in the regulatory filing.
Additional information is available for free at:
http://is.gd/E9paQ6
About PhotoMedex
PhotoMedex, Inc. is a Global Health products and services company
providing integrated disease management and aesthetic solutions to
dermatologists, professional aestheticians, ophthalmologists,
optometrists, consumers and patients. The Company provides
proprietary products and services that address skin conditions
including psoriasis, vitiligo, acne, actinic keratosis, photo
damage and unwanted hair, as well as fixed-site laser vision
correction services at our LasikPlus(R) vision centers.
As of June 30, 2014, PhotoMedex had $302.55 million in total
assets, $147.41 million in total liabilities and $155.14 million
in total stockholders' equity.
PINNACLE ENTERTAINMENT: S&P Alters Outlook to Neg, Affirms BB- CCR
------------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its rating
outlook on Las Vegas-based Pinnacle Entertainment Inc. to negative
from stable. At the same time, S&P affirmed all ratings,
including its 'BB-' corporate credit rating.
"We have revised Pinnacle's rating outlook to negative following
its recent operating underperformance and its announcement to
separate its real estate assets from its operating assets," said
Standard & Poor's credit analyst Stephen Pagano.
S&P's reasons for the outlook revision are:
-- S&P expects Pinnacle will reduce leverage at a slower pace
than it had previously expected given moderate
underperformance in the portfolio thus far in 2014;
-- S&P also believes there is sufficient uncertainty regarding
the timing and success of a large equity raise and whether
the magnitude of deleveraging from a planned equity issuance
will be sufficient to offset the likely increase in its
measure of adjusted leverage resulting from additional
debtlike obligations associated with a long-term master
lease; and, Operating companies often have the burden of a
large fixed rent payment that can impair its profitability
and increase its expected volatility, and S&P believes this
could harm Pinnacle's business risk profile.
The negative outlook reflects S&P's expectation that it could
lower the rating if operating performance in 2015 contributes to
slower than anticipated deleveraging. A lower rating could also
result if S&P come to believe that Pinnacle will not repay
sufficient debt to offset the impact of the lease adjustment
associated with the master lease agreement, or if S&P believes the
REIT spin-off will impair our view of Pinnacle's business risk
profile.
S&P would consider lower ratings if EBITDA underperforms its
expectations or the company does not use its free cash flow to
repay debt leading to leverage sustained above 6x. This could
result from continued underperformance at Belterra Park or if
competition at Lake Charles has a larger impact than S&P currently
expects and offsets stable to improving trends at other
properties. S&P could also lower its ratings if the company's
spin-off transaction progresses and it believes that debt
repayment (through potential equity proceeds or other sources)
will not be sufficient to offset leverage associated with lease
payments under a master lease agreement, or if S&P concludes that
the operating entity (Pinnacle's) business risk profile under the
spin-off scenario is no longer satisfactory.
S&P is unlikely to revise the outlook to stable or raise the
rating as long as there are still significant uncertainties
regarding the terms of the spin-off transaction, particularly as
it relates to the lease payments and capitalization of the
entities. Additionally, risks related to the ramp up of new
properties as well as new competition in select markets limit
upside potential.
RAMS ASSOCIATES: U.S. Trustee Balks at Notice to Close Case
-----------------------------------------------------------
Roberta A. Deangelis, U.S. Trustee objected to the Clerk's notice
of intention to close the Chapter 11 case of Rams Associates, L.P.
According to the U.S. Trustee, in order for a case to close, the
Court must determine that the estate has been fully administered.
The U.S. Trustee notes that the Debtor's case can only be fully
administered if all reports are filed, including an initial
distribution report, and all quarterly fees are paid up to the
date the Court closes the case.
According to the U.S. Trustee, to date, the Debtor is delinquent
with its third quarter quarterly operating report. In addition,
the Debtor owes quarterly fees in the amount of $991for the second
quarter of 2014 and will owe an estimated fee for the third
quarter of 2014 in the amount of $975, which was due Oct. 31,
2014.
Further, the Debtor, the U.S. Trustee points out, must provide
disbursement information from Oct. 1, 2014 through the date the
case is closed in order to determine the quarterly fee due for the
fourth quarter of 2014.
Bankruptcy Judge Christine M. Gravelle will convene a hearing on
case closing on Dec. 2, 2014.
About Rams Associates
Rams Associates LP was formed in 1990 for the purpose of acquiring
and operating an ice rink then operated under the name American
Hockey & Ice Skating Center located in Farmingdale, New Jersey for
a purchase price of $1,800,000 for the land and building. Rams
expended another $3,200,000 to build-out the arena and purchase
the necessary equipment to operate the Arena. Rams continues to
own and operate the ice rink, under the name Jersey Shore Arena.
On June 25, 2013, an involuntary petition under chapter 7 of the
Bankruptcy Code, 11 U.S.C. Sec. 101, et seq., was filed against
Rams, which proceeding was assigned Case No. 13-23969 (CMG).
On July 16, 2013, Rams Associates filed a superseding Chapter 11
petition (Bankr. D.N.J. Case No. 13-25541) in Trenton, New Jersey.
On July 30, 2013, a consent order substantively consolidating the
cases was entered by the Bankruptcy Court, which allowed for Rams
to proceed with the superseding chapter 11 case.
Judge Christine M. Gravelle presides over the case. Morris S.
Bauer, Esq. And Larry K. Lesnik, Esq., of McLaughlin & Marcus,
P.A., serves as the Debtor's counsel.
The Debtor estimated assets and debts of at least $10 million.
REFCO INC: Cantor Can't Quash Demand For $100M IPO Docs
-------------------------------------------------------
Law360 reported that U.S. Magistrate Judge Henry Pitman in New
York ruled that Ernst & Young LLP must comply with a subpoena for
records about Cantor Fitzgerald LP's aborted $100 million spinoff
of a mobile gaming unit that allegedly co-opted intellectual
property from a business financed by bankrupt Refco Inc.
According to the report, Magistrate Pitman upheld the Refco
bankruptcy estate's subpoena for tax returns, accounting
statements and work papers that E&Y prepared in advance of
Cantor's proposed initial public offering of its Cantor
Entertainment Technology unit. The estate claims Cantor
misappropriated patent rights belonging to Cantor Index Holdings
LP, an affiliate in which Refco held a 10 percent stake, and
transferred them to prop up CET through sweetheart licensing
deals, the report related.
The case is Refco Inc. v. Cantor Fitzgerald LP et al., case number
1:13-cv-01654, in the U.S. District Court for the Southern
District of New York.
About Refco Inc.
Headquartered in New York, Refco Inc. -- http://www.refco.com/--
was a diversified financial services organization with operations
in 14 countries and an extensive global institutional and retail
client base. Refco's worldwide subsidiaries were members of
principal U.S. and international exchanges, and were among the
most active members of futures exchanges in Chicago, New York,
London and Singapore. Refco was also a major broker of cash
market products, including foreign exchange, foreign exchange
options, government securities, domestic and international
equities, emerging market debt, and OTC financial and commodity
products. Refco was one of the largest global clearing firms for
derivatives. The Company had operations in Bermuda.
The Company and 23 of its affiliates filed for Chapter 11
protection on October 17, 2005 (Bankr. S.D.N.Y. Case No.
05-60006). J. Gregory Milmoe, Esq., at Skadden, Arps, Slate,
Meagher & Flom LLP, represented the Debtors in their restructuring
efforts. Milbank, Tweed, Hadley & McCloy LLP, represented the
Official Committee of Unsecured Creditors. Refco reported
US$16.5 billion in assets and US$16.8 billion in debts to the
Bankruptcy Court on the first day of its Chapter 11 cases.
The Court confirmed the Modified Joint Chapter 11 Plan of
Refco Inc. and certain of its Direct and Indirect Subsidiaries,
including Refco Capital Markets, Ltd., and Refco F/X Associates,
LLC, on December 15, 2006. That Plan became effective on Dec. 26,
2006. Pursuant to the plan, RJM, LLC, was named plan
administrator to reorganized Refco, Inc., and its affiliates, and
Marc S. Kirschner as plan administrator to Refco Capital Markets,
Ltd.
RESIDENTIAL CAPITAL: Ocwen Sues for File Moving and Storage Costs
-----------------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that Ocwen Financial Corp. sued Residential Capital
LLC for $11.2 million for costs of segregating, removing,
packaging and delivering mortgage-loan records that went along
with the sale of the loan-servicing business in 2012.
According to the report, Ocwen, which teamed with Walter
Investment Management Corp. in buying the loan-servicing business
from ResCap for $3 billion, cited a provision in the purchase
agreement requiring ResCap to pay the cost of packing and moving
the documents.
About Residential Capital
Residential Capital LLC, the unprofitable mortgage subsidiary of
Ally Financial Inc., filed for bankruptcy protection (Bankr.
S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012.
Neither Ally Financial nor Ally Bank is included in the bankruptcy
filings.
ResCap, one of the country's largest mortgage originators and
servicers, was sent to Chapter 11 with 50 subsidiaries amid
"continuing industry challenges, rising litigation costs and
claims, and regulatory uncertainty," according to a company
statement.
ResCap disclosed $15.68 billion in assets and $15.28 billion in
liabilities at March 31, 2012.
Centerview Partners LLC and FTI Consulting are acting as financial
advisers to ResCap. Morrison & Foerster LLP is acting as legal
adviser to ResCap. Curtis, Mallet-Prevost, Colt & Mosle LLP is
the conflicts counsel. Rubenstein Associates, Inc., is the public
relations consultants to the Company in the Chapter 11 case.
Morrison Cohen LLP is advising ResCap's independent directors.
Kurtzman Carson Consultants LLP is the claims and notice agent.
Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves
as counsel to Ally Financial.
ResCap sold most of the businesses for a combined $4.5 billion.
The Bankruptcy Court in November 2012 approved ResCap's sale of
its mortgage servicing and origination platform assets to Ocwen
Loan Servicing, LLC and Walter Investment Management Corporation
for $3 billion; and its portfolio of roughly 50,000 whole loans to
Berkshire Hathaway for $1.5 billion.
Judge Martin Glenn in December 2013 confirmed the Joint Chapter 11
Plan co-proposed by Residential Capital and the Official Committee
of Unsecured Creditors.
RESIDENTIAL CAPITAL: Trust Posts Q3 2014 Financial Statements
-------------------------------------------------------------
The ResCap Liquidating Trust on Nov. 7 announced its Condensed
Consolidated Financial Statements, Beneficiary Letter and
Supplemental Schedules for the period ending September 30, 2014
have been posted to the Trust's website,
rescapliquidatingtrust.com
About Residential Capital
Residential Capital LLC, the unprofitable mortgage subsidiary of
Ally Financial Inc., filed for bankruptcy protection (Bankr.
S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012.
Neither Ally Financial nor Ally Bank is included in the bankruptcy
filings.
ResCap, one of the country's largest mortgage originators and
servicers, was sent to Chapter 11 with 50 subsidiaries amid
"continuing industry challenges, rising litigation costs and
claims, and regulatory uncertainty," according to a company
statement.
ResCap disclosed $15.68 billion in assets and $15.28 billion in
liabilities at March 31, 2012.
Centerview Partners LLC and FTI Consulting are acting as financial
advisers to ResCap. Morrison & Foerster LLP is acting as legal
adviser to ResCap. Curtis, Mallet-Prevost, Colt & Mosle LLP is
the conflicts counsel. Rubenstein Associates, Inc., is the public
relations consultants to the Company in the Chapter 11 case.
Morrison Cohen LLP is advising ResCap's independent directors.
Kurtzman Carson Consultants LLP is the claims and notice agent.
Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves
as counsel to Ally Financial.
ResCap sold most of the businesses for a combined $4.5 billion.
The Bankruptcy Court in November 2012 approved ResCap's sale of
its mortgage servicing and origination platform assets to Ocwen
Loan Servicing, LLC and Walter Investment Management Corporation
for $3 billion; and its portfolio of roughly 50,000 whole loans to
Berkshire Hathaway for $1.5 billion.
Judge Martin Glenn in December 2013 confirmed the Joint Chapter 11
Plan co-proposed by Residential Capital and the Official Committee
of Unsecured Creditors.
RYNARD PROPERTIES: Gets Add'l 60-Day Access to Cash Collateral
--------------------------------------------------------------
Bankruptcy Judge Jennie D. Latta signed off an agreed order
authorizing Rynard Properties Ridgecrest LP's continued use of
cash collateral.
As reported in the Troubled Company Reporter on Oct. 2, 2014, the
Debtor requested that the Court extend its authorization to use
cash collateral, which ended on Sept. 30, 2014, for an additional
60 days.
The Debtor's income is derived from the operation and management
of the 256 unit multifamily apartment complex known as Ridgecrest
Apartments. The Debtor owe its primary lender, Fannie Mae,
approximately $6 million and Tennessee Housing Development Agency
holds second mortgage behind Fannie Mae in the approximate amount
of $2.5 million. Fannie Mae holds a security interest in all the
Debtor's accounts, accounts receivable, rents and real property.
The Debtor contended that its continued use of its cash, accounts
receivable and rents is necessary to ensure that the Debtor has
adequate working capital to fund operations.
Adequate working capital is essential to the maintenance and
upkeep of the apartment complex and payment of vendors. The use
of cash collateral will ensure that the Debtor is able to pay the
ongoing expenses that arise in the ordinary course of its business
and to ensure the continuous operation of the business during the
pendency of the chapter 11 case. The Debtor further sought
approval for any expenditure as necessary, including appliances
necessary for new tenants before moving in to the apartments.
About Rynard Properties Ridgecrest
Rynard Properties Ridgecrest LP is a Tennessee limited
partnership. Its principal place of business is 2881 Rangeline
Road, Memphis, TN 38127, and the Debtor operates a 256 unit
multifamily apartment complex of Section 8 housing named
Ridgecrest Apartments and currently has TESCO operating the
complex as leasing agent.
The Debtor filed a Chapter 11 bankruptcy petition (Bankr. W.D.
Tenn. Case No. 14-22674) on March 13, 2014. John Bartle signed
the petition as secretary/treasurer of Ridgecrest LLC, general
partner of the Debtor. In its schedules, the Debtor disclosed
$16,231,959 in total assets and $8,734,000 in total liabilities.
Toni Campbell Parker serves as the Debtor's counsel. Judge Jennie
D. Latta oversees the case.
The U.S. Trustee for Region 8 has notified the Bankruptcy Court
that it was unable to appoint an official committee of unsecured
creditors.
SABINE PASS: Reports $43.6-Mil. Net Loss for Third Quarter
----------------------------------------------------------
Sabine Pass Liquefaction LLC filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing
a net loss of $43.56 million on $nil of revenues for the three
months ended Sept. 30, 2014, compared to a net loss of $73.04
million on $nil of revenues for the same period in 2013.
The Company's balance sheet at Sept. 30, 2014, showed $8.16
billion in total assets, $6.83 billion in total liabilities and
total stockholders' equity of $1.33 billion.
A copy of the Form 10-Q is available at:
http://is.gd/bLMp03
Sabine Pass Liquefaction, LLC, a development stage company, owns,
develops, and operates natural gas liquefaction facilities in
Cameron Parish, Louisiana. It plans to construct six trains to
treat, liquefy, store, and export natural gas. The company was
founded in 2010 and is based in Houston, Texas. Sabine Pass
Liquefaction, LLC is a subsidiary of Cheniere Energy Investments,
LLC.
SALIX PHARMACEUTICALS: Moody's Reviews B1 CFR for Downgrade
-----------------------------------------------------------
Moody's Investors Service placed the ratings of Salix
Pharmaceuticals, Ltd under review for downgrade. This rating
action reflects the disclosure of significantly higher-than-
expected inventory at drug wholesalers, which will result in lower
sales expectations going forward as the inventory is worked down.
The Speculative Grade Liquidity Rating is lowered from to SGL-2
from SGL-1.
Ratings placed under review for downgrade:
B1 Corporate Family Rating
B1-PD Probability of Default Rating
Ba1 (LGD 2, 18%) $150 million senior secured revolving credit
facility
Ba1 (LGD 2, 18%) $1.2 billion senior secured term loan
B2 (LGD 4, 57%) $750 million senior unsecured notes
Rating lowered:
Speculative Grade Liquidity Rating to SGL-2 from SGL-1
Moody's rating review will consider the impact of lower future
product sales on Salix's EBITDA and cash flow, and in turn the
impact on debt/EBITDA, which is already high for the B1 rating
level. Moody's will also consider the implications of the audit
committee's review of the company's disclosure. The rating review
will also consider growth opportunities in Salix's business
including the recent label expansion for Relistor to include
opioid-induced constipation in the non-cancer pain setting, and
the pending approval of Xifaxan in irritable bowel syndrome.
Liquidity remains good, with $462 million of cash on hand as of
September 30, 2014, reflected in the SGL-2 Speculative Grade
Liquidty Rating. There is a springing debt/EBITDA covenant in the
$150 million revolving credit facility, stepping down throughout
2015 to 5.25 times as of December 31, 2015.
Ratings Rationale
Salix's B1 Corporate Family Rating (under review for downgrade)
reflects the company's position as the leading specialty
pharmaceutical company operating in the gastroenterology segment
following the acquisition of Santarus. Revenue is somewhat
concentrated in three key products: Xifaxan, Glumetza and Zegerid.
Strong growth in Xifaxan and a newer product - Uceris - will be
necessary to offset upcoming 2016 genericization of Glumetza and
Zegerid. Key products like Xifaxan and Uceris face high barriers
for generic competitors. Offsetting these strengths, financial
leverage is high, with estimated debt/EBITDA of approximately 5.5
times for the 12 months ended September 30, 2014, and EBITDA will
be negatively affected by wholesaler inventory workdown in coming
periods.
Salix Pharmaceuticals, Ltd. is a specialty pharmaceutical company
operating in the US gastroenterology area. Through the recent
acquisition of Santarus Pharmaceuticals, Inc., Salix became the
largest specialty company operating in this market. For the 9
months ended September 30, 2014, Salix reported net product
revenue of approximately $1.1 billion including Santarus revenues
from the January 2, 2014 acquisition date.
The principal methodology used in these ratings was Global
Pharmaceutical Industry published in December 2012. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.
SALIX PHARMACEUTICALS: S&P Lowers CCR to 'B', Placed on Watch Neg.
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Salix Pharmaceuticals Ltd., to 'B' from 'B+', the issue-
level ratings on first-lien debt to 'BB-' from 'BB', and on the
unsecured notes to 'B-' from 'B'. S&P also placed these ratings
on CreditWatch with negative implications.
"The lower rating and CreditWatch placement follows Salix's
announcement that it has discovered there is as much as nine
months of inventory of its products at wholesale distributers as
of Sept. 30, 2014," said credit analyst David A. Kaplan.
S&P will seek greater clarity about the demand trends from end-
users so that it can better forecast financial performance and
credit metrics for 2015 and 2016. In addition, given these events
and a new CFO, S&P will also evaluate whether there are any
changes to the target leverage and strategic priorities that might
influence the company's previously stated commitment to prioritize
debt reduction. S&P expects to resolve the CreditWatch placement
when it has greater clarity on these issues.
SAMUEL WYLY: SEC Will Allow Family to Spend $10,000 a Month
-----------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that, to avoid an unconstitutional deprivation of
property, the Securities and Exchange Commission said it will give
each member of the family of Dallas billionaire Samuel Wyly a
$10,000 monthly allowance to pay "reasonable living expenses."
According to the report, the SEC said Samuel and his sister-in-law
Caroline D. Wyly can have whatever money the bankruptcy court in
Dallas awards them in monthly budgets. The SEC said it's not
interfering with the bankruptcies because it only wants the assets
frozen, the report related.
About Samuel Wyly
Samuel Wyly filed for Chapter 11 bankruptcy protection on Oct. 19,
2014, weeks after a judge ordered him to pay several hundred
million dollars in a civil fraud case. In September, a federal
judge ordered Mr. Wyly and the estate of his deceased brother to
pay more than $300 million in sanctions after they were found
guilty of committing civil fraud to hide stock sales and nab
millions of dollars in profits.
The case is In re Samuel E. Wyly, 14-35043, U.S. Bankruptcy Court,
Northern District of Texas (Dallas).
SAMUEL WYLY: Family Says SEC Asset Freeze to Harm 'Innocent' Kids
-----------------------------------------------------------------
Law360 reported that the U.S. Securities and Exchange Commission
could end up violating the constitutional rights of the extended
family of Texas tycoon Sam Wyly and his late brother Charles Wyly
if the agency's proposed order to freeze their assets goes
through, attorneys for the family members said.
According to the report, in letters sent to U.S. District Judge
Shira Scheindlin, attorneys for the Wylys' family members blasted
the SEC's order as overly broad, as it identifies neither the
specific assets it wants frozen nor the family members who should
be subject to it. David Kornblau, partner with Covington &
Burling LLP, told Judge Scheindlin that the order would
effectively give a government agency unfettered power to freeze
all assets of its choosing held by any of over 40 innocent
children, spouses of children, grandchildren and great-
grandchildren of all ages.
About Samuel Wyly
Samuel Wyly filed for Chapter 11 bankruptcy protection on Oct. 19,
2014, weeks after a judge ordered him to pay several hundred
million dollars in a civil fraud case. In September, a federal
judge ordered Mr. Wyly and the estate of his deceased brother to
pay more than $300 million in sanctions after they were found
guilty of committing civil fraud to hide stock sales and nab
millions of dollars in profits.
The case is In re Samuel E. Wyly, 14-35043, U.S. Bankruptcy Court,
Northern District of Texas (Dallas).
SAN BERNARDINO, CA: Ambac Seeks Order Demanding Plan by March 1
---------------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that municipal bond insurer Ambac Assurance Corp.
asked the the U.S. Bankruptcy Court in California to compel the
city of San Bernardino to file a debt-adjustment plan by March 1,
saying allowing the city more time for a plan "is both unnecessary
and likely to be unproductive."
As previously reported by The Troubled Company Reporter,
Luxembourg-based Erste Europaische Pfandbrief-und
Kommunalkreditbank AG, which extended nearly $50 million to San
Bernardino, also asked the bankruptcy court to set a March 1
deadline for a plan to show how the city will get out of
bankruptcy. Likewise, the union representing police officers in
San Bernardino also asked the bankruptcy judge to establish a
deadline for the city to file a plan.
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.
SCRUB ISLAND: Asks Court to Confirm Reorganization Plan
-------------------------------------------------------
Scrub Island Development Group Ltd. has filed a motion seeking
court approval of its proposed plan to exit Chapter 11 protection.
In its motion, the company asked U.S. Bankruptcy Judge Michael
Williamson to approve its restructuring plan despite FirstBank
Puerto Rico's vote rejecting the plan.
FirstBank, which holds more than $63.8 million secured claim, is
the only voting creditor that did not accept the restructuring
plan. Meanwhile, the plan was accepted by unsecured creditors
which, together, hold more than $19.56 million in claims, a ballot
report filed by Scrub Island shows.
Daniel Fogarty, Esq., at Stichter, Riedel, Blain & Prosser P.A.,
in Tampa, Florida, said the treatment of First Bank's secured
claim under the plan is "fair and equitable."
"The plan provides for the retention by FirstBank of its liens to
the extent of its allowed claims and provides that it will receive
both the present value of its secured claim and payments equaling
the amount of its allowed claims," Mr. Fogarty said.
The plan also provides for FirstBank to receive the equivalent of
its lien, according to Scrub Island's lawyer.
In a separate filing, Scrub Island asked Judge Williamson to
either disallow or designate the bank's vote. The company argued
FirstBank doesn't have an allowed claim by virtue of the complaint
it brought against the bank, and that the Puerto Rican bank voted
to reject the plan in bad faith.
Scrub Island on June 24 filed the complaint, seeking to disallow
the bank's claims and to transfer any liens securing its claims to
the company's estate.
FirstBank, US Trustee Oppose Plan
In a court filing, FirstBank said the proposed plan cannot be
confirmed because it deprives the bank of its pre-bankruptcy lien.
FirstBank questioned Scrub Island's proposal to allocate 50% of
the proceeds of sale of real estate on which the bank has a first
priority lien to RCB Equities #1, LLC, the company funding the
plan.
The restructuring plan also drew flak from the U.S. Trustee, the
Justice Department's bankruptcy watchdog. The agency said the
plan contains "broad non-debtor third-party release and
exculpation provisions," which are prohibited by the Bankruptcy
Code.
About Scrub Island
Scrub Island Development Group Ltd., the owner of a British Virgin
Islands luxury resort, and its affiliate, Scrub Island
Construction Limited, sought bankruptcy protection (Bankr. M.D.
Fla. Case Nos. 13-15285 and 13-15286) on Nov. 19, 2013, to end a
receivership Scrub Island claims was secretly put in place by its
lender. The bankruptcy case is assigned to Judge Michael G.
Williamson.
The 230-acre resort operates as a Marriott Autograph Collection
property. It has 52 rooms and suites, a spa and a 55-slip marina.
Scrub Island Development Group scheduled $125,569,235 in total
assets and $130,695,731 in total liabilities.
The Debtors are represented by Charles A. Postler, Esq., and
Harley E. Riedel, Esq., at Stichter, Riedel, Blain & Prosser, in
Tampa, Florida.
FirstBank Puerto Rico, the prepetition secured lender, is
represented by W. Keith Fendrick, Esq., at Holland & Knight LLP,
in Tampa, Florida.
The Debtors are represented by Charles A. Postler, Esq., and
Harley E. Riedel, Esq., at Stichter, Riedel, Blain & Prosser, in
Tampa, Florida.
FirstBank Puerto Rico, the Debtor's prepetition secured lender, is
represented by W. Keith Fendrick, Esq., at Holland & Knight LLP,
in Tampa, Florida.
The Official Committee of Unsecured Creditors appointed in Scrub
Island's cases has retained Robert B. Glenn, Esq., Edwin G. Rice,
Esq., and Victoria D. Critchlow, Esq., at Glenn Rasmussen, P.A.,
as general counsel.
SEALED AIR: Moody's Assigns B1 Rating on $375MM Unsecured Notes
---------------------------------------------------------------
Moody's Investors Service assigned B1 ratings to the senior
unsecured notes due November 2022 and November 2024 of Sealed Air
Corp. Sealed Air's Ba3 corporate family, Ba3-PD probability of
default, and other instrument ratings are unchanged. The ratings
outlook is stable. The proceeds of the debt will be used to
refinance existing debt and to pay fees and expenses associated
with the transaction.
Moody's took the following rating actions:
Sealed Air Corp.
-- Assigned $375 million Senior Unsecured Notes due November
2022, B1 (LGD 5)
-- Assigned $375 million Senior Unsecured Notes due November
2024, B1 (LGD 5)
The following ratings are unchanged:
Sealed Air Corp.
-- $750 million 8.125% Senior Unsecured Notes due September
2019, B1 (LGD 5) (to be withdrawn at the close of the
transaction)
-- Ba3 corporate family rating
-- Ba3-PD probability of default
-- SGL-2 speculative grade rating
-- All senior secured debt, Ba1 (LGD 2)
-- All senior unsecured debt, B1 (LGD 5)
Diversey Brasil
-- All senior secured debt, Ba1 (LGD 2)
Diversey Canada, Inc.
-- All senior secured debt, Ba1 (LGD 2)
Diversey Europe, BV
-- All senior secured debt, Ba1 (LGD 2)
Sealed Air Limited
-- All senior secured debt, Ba1 (LGD 2)
Sealed Air Japan
-- All senior secured debt, Ba1 (LGD 2)
Sealed Air B.V
-- All senior secured debt, Ba1 (LGD 2)
The rating outlook is stable.
The ratings are subject to the receipt and review of the final
documentation.
Ratings Rationale
The Ba3 corporate family rating reflects the company's scale (as
measured by revenue), wide geographic exposure and low customer
concentration of sales. Sealed Air has a track record of
successful innovation and continues to invest in R&D. The company
is also an industry leader in certain segments. The company's
customer base is highly diverse, with no single customer
representing more than 10% of its 2013 net sales. Sealed Air has
maintained long-term relationships with many of its top customers
and has a significant base of equipment installed on the
customers' premises. Approximately 50% of sales are from food and
food processing related end markets. The company also has
sufficient liquidity.
The rating is constrained by weakness in certain credit metrics, a
disparate product line and the concentration of sales in cyclical
and event risk prone segments. The rating is also constrained by
the significant competition in the fragmented market, some
commoditized products and the mixed contract and cost pass through
position. Despite an overlap in customers and distribution
channels, Sealed Air's product lines are substantially unrelated.
Sealed Air has a significant exposure to cyclical and event risk
prone end markets (protective packaging and meat). All of the
company's segments operate in competitive and fragmented markets
and will need to continue to develop new products and innovate in
order to maintain their competitive advantage as many innovations
eventually may be copied.
The rating outlook is stable. The stable outlook is predicated
upon continued execution on the productivity initiatives,
dedication of free cash flow to debt reduction and stability in
the competitive and operating environment.
The ratings could be downgraded if there is deterioration in
credit metrics or the operating and competitive environment.
Sealed Air will also need to maintain adequate cushion under
financial covenants. Specifically, the rating could be downgraded
if debt to EBITDA remains above 5.3 times, EBITA interest coverage
remains below 2.2 times, free cash flow to debt remains below the
mid-single digits, and/or the EBITA margin declines below 10.5%.
The ratings could be upgraded if Sealed Air sustainably improves
credit metrics within the context of a stable operating and
competitive environment. Sealed Air will also need to maintain
adequate liquidity including adequate cushion under financial
covenants. Specifically, the ratings could be upgraded if debt to
EBITDA declines below 4.6 times (adjusted for the recently settled
asbestos liability) EBITA interest coverage rises above 3.2 times,
free cash flow to debt increases above 8%, and/or the EBITA margin
rises above 14%.
The principal methodology used in this rating was Global Packaging
Manufacturers: Metal, Glass, and Plastic Containers published in
June 2009. Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.
Headquartered in Elmwood Park, New Jersey, Sealed Air is a global
manufacturer of packaging products, performance-based materials
and equipment systems for various food, industrial, medical and
consumer applications. The company, through its Diversey Holdings,
Inc. acquisition, is also a leading global supplier of cleaning,
hygiene, and sanitizing products, equipment and related services
to the institutional and industrial cleaning and sanitation
markets. The company had revenues of approximately $7.8 billion
for the 12 months ended September 30, 2014.
SEALED AIR: S&P Rates Proposed $750MM Sr. Unsecured Notes 'BB'
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' issue rating
and '4' recovery rating to Sealed Air Corp.'s proposed $750
million aggregate senior unsecured notes due 2022 and 2024. The
'4' recovery rating indicates S&P's expectation of average (30% to
50%) recovery in the event of a payment default.
All S&P's other ratings on Sealed Air, including the 'BB'
corporate rating, remain unchanged. The outlook remains stable.
The company plans to use the proceeds to repurchase all of its
outstanding $750 million 8.125% senior unsecured notes due 2019.
S&P's 'BB' corporate credit rating on Sealed Air Corp. is based on
its assessment of the company's "strong" business risk and
"aggressive" financial risk profile. S&P applies a downward
adjustment of one notch for comparable rating analysis.
RATINGS LIST
Sealed Air Corp.
Corporate Credit Rating BB/Stable/--
New Rating
Sealed Air Corp.
$750-mil. aggregate sr unsec nts due 2022 & 2024 BB
Recovery Rating 4
SEQUENOM INC: Incurs $6 Million Net Loss in Third Quarter
---------------------------------------------------------
Sequenom, Inc., reported a net loss of $6.07 million on $37.93
million of net diagnostic services revenue for the three months
ended Sept. 30, 2014, compared to a net loss of $28.14 million on
$33.26 million of net diagnostic services revenue for the same
period in 2013.
For the nine months ended Sept. 30, 2014, the Company reported a
net loss of $17.29 million on $114.78 million of net diagnostic
services revenue compared to a net loss of $88.53 million on
$86.87 million of net diagnostic services revenue for the same
period during the prior year.
The Company's balance sheet at Sept. 30, 2014, showed $134.55
million in total assets, $186.45 million in total liabilities and
a $51.89 million total stockholders' deficit.
"We are encouraged by our progress towards the Company's goal to
improve operations and cash flow. Sequenom continues to focus on
obtaining profitable units while also achieving significant cost
reductions in our operations," said Bill Welch, chief executive
officer of Sequenom, Inc. "In addition to focusing on profitable
samples, we believe testing volumes were impacted by increased
competitive activity, likely a consequence of changes of NIPT
service providers by the two national reference laboratories.
While early, testing volumes in the fourth quarter have increased
to record levels."
"We saw a 72% improvement in our loss from continuing operations
before income taxes compared to the same quarter of the prior
year. We are particularly pleased with the significant
improvement in our cash burn compared to the third quarter of the
prior year, as we are working towards our goal of positive cash
flow," said Carolyn Beaver, chief financial officer of Sequenom.
As of Sept. 30, 2014, total cash, cash equivalents, and marketable
securities were $71 million. Additionally, $5 million in
investments with a 15 month maturity are included in other assets.
As of Sept. 30, 2014, total cash, cash equivalents, and marketable
securities were $71 million. Additionally, $5 million in
investments with a 15 month maturity are included in other assets.
A full-text copy of the press release is available at:
http://is.gd/g1VIsl
About Sequenom
Sequenom, Inc. (NASDAQ: SQNM) -- http://www.sequenom.com/-- is a
life sciences company committed to improving healthcare through
revolutionary genetic analysis solutions. Sequenom develops
innovative technology, products and diagnostic tests that target
and serve discovery and clinical research, and molecular
diagnostics markets. The company was founded in 1994 and is
headquartered in San Diego, California.
Sequenom incurred a net loss of $107.40 million in 2013, a net
loss of $117.02 million in 2012 and a net loss of $74.13
million in 2011.
SEVENTY SEVEN: Has $1.77-Mil. Net Loss in Third Quarter
-------------------------------------------------------
Seventy Seven Energy Inc. filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing
a net loss of $1.77 million on $526.77 million of revenues for the
three months ended Sept. 30, 2014, compared with a net loss of
$18.68 million on $550.4 million of revenues for the same period
in 2013.
The Company's balance sheet at Sept. 30, 2014, showed
$2.37 billion in total assets, $2.08 billion in total liabilities
and total partners' equity of $291 million.
A copy of the Form 10-Q is available at:
http://is.gd/7yTw8o
Seventy Seven Energy, Inc., engages in oil and gas production and
exploration. It conducts its business through four segments:
Drilling, Hydraulic Fracturing, Oilfield Rentals and Oilfield
Trucking. The Drilling segment provides land drilling and
drilling-related services, including directional drilling,
geosteering and mudlogging, for oil and natural gas exploration
and development activities. The Hydraulic Fracturing segment
provides hydraulic fracturing and other well stimulation services.
The Oilfield Rentals segment provides premium rental tools for
land-based oil and natural gas drilling, completion and workover
activities. This segment also offer a full line of rental tools,
including drill pipe, drill collars, tubing, blowout preventers,
frac tanks, mud tanks and environmental containment. It also
provides air drilling, flowback services and services associated
with the transfer of water to the wellsite for well completions.
The Oilfield Trucking segment provides drilling rig relocation and
logistics services as well as fluid handling services. Its trucks
move drilling rigs, crude oil, other fluids and construction
materials to and from the wellsite and also transport produced
water from the wellsite. The company was founded on Sept. 9, 2011
and is headquartered in Oklahoma City, OK.
SGK VENTURES: Committee Granted Standing to File Clawback Suit
--------------------------------------------------------------
Bankruptcy Judge Eugene Wedoff said the Official Committee of
Unsecured Creditors of SGK Ventures, LLC has standing, on behalf
of SGK's bankruptcy estate, to pursue an adversary proceeding,
which alleges, among other things, that defendants participated in
fraudulent conveyances. Judge Wedoff rejected the defendants' own
motion to dismiss the proceeding. The defendants had argued that
the Committee lacks standing, that the proceeding is untimely, and
that the complaint's allegations are insufficient to state claims
on which relief can be granted. The defendants' other arguments
for dismissal do not preclude a trial on the merits, the Court
said.
At the outset of this bankruptcy case, SGK moved for authority to
use cash that was claimed as collateral by defendants NewKey
Group, LLC -- NewKey I -- and NewKey Group II, LLC -- NewKey II.
SGK's motion proposed an order that allowed it to use cash
collateral, but with a prohibition against the Committee
challenging the validity of NewKey's liens unless the Committee
filed an objection within 60 days of its appointment.
In the lawsuit, the Committee seeks to challenge the transfer of a
security interest in the Debtor's assets and the payment of
$1,015,333.33 for a prepetition loan.
The case is, OFFICIAL COMMITTEE OF UNSECURED CREDITORS OF SGK
VENTURES, LLC, Plaintiff, v. NEWKEY GROUP, LLC, et al.,
Defendants, Adv. Proc. No. 13 A 01411 (Bankr. N.D. Ill.). A copy
of the Court's November 6, 2014 Memorandum of Decision is
available at http://tinyurl.com/kzxpj62from Leagle.com.
About Keywell L.L.C.
Keywell L.L.C., a supplier of scrap titanium and stainless steel,
filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 13-37603)
on Sept. 24, 2013. Mark Lozier signed the petition as president
and CEO.
Keywell LLC first filed schedules disclosing $22,515,017 in total
assets, and $35,025,633 in total liabilities. In its amended
schedules, Keywell disclosed $22,546,386 in total assets and
$39,361,793 in total liabilities. As reported in the Troubled
Company Reporter on May 12, 2014, the Debtor filed an amended
summary of schedules disclosing assets of $22,602,974 and
liabilities of $37,181,354.
Judge Eugene R. Wedoff presides over the case.
Howard L. Adelman, Esq., Chad H. Gettleman, Esq., Henry B. Merens,
Esq., Brad A. Berish, Esq., Mark A. Carter, Esq., Adam P.
Silverman, Esq., and Nathan Q. Rugg, Esq., at Adelman & Gettleman
Ltd. serve as the Debtor's counsel. Alan B. Patzik, Esq., Steven
M. Prebish, Esq., and David J. Schwartz, Esq., at Patzik, Frank &
Samotny Ltd. serve as the Debtor's special counsel. Eureka
Capital Markets, LLC, serves as the Debtor's investment banker,
while Conway MacKenzie, Inc., serves as its financial advisors.
The Debtor's lenders are represented by Steven B. Towbin, Esq.,
and Gordon E. Gouveia, Esq., at Shaw Fishman Glantz & Towbin LLC,
in Chicago, Illinois.
The United States Trustee for Region 11 appointed an Official
Committee of Unsecured Creditors. The panel has hired David A.
Agay, Esq., Sean D. Malloy, Esq., Scott N. Opincar, Esq., Joshua
A. Gadharf, Esq., and T. Daniel Reynolds, Esq., at McDonald
Hopkins LLC as counsel. Alvarez & Marsal North America, LLC,
serves as financial advisors to the Committee.
In December 2013, the Bankruptcy Court formally approved the sale
of the Debtor's assets to KW Metals Acquisition LLC for $15.8
million. The original offer was from Cronimet Holdings Inc. for
$12.5 million cash.
Keywell LLC changed its name and case caption to "SGK Ventures,
LLC" following the sale.
SHIROKIA DEVELOPMENT: Amends Schedules and Liabilities
------------------------------------------------------
Shirokia Development, LLC filed with the U.S. Bankruptcy Court
Eastern District of New York amended schedules of assets and
liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $28,400,000
B. Personal Property $5,412
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $16,797,590
E. Creditors Holding
Unsecured Priority
Claims $0
F. Creditors Holding
Unsecured Non-Priority
Claims $0
----------- -----------
Total $28,405,412 $16,797,590
The Debtor disclosed total assets of $28.4 million and total
liabilities of $15.4 million in a prior iteration of the
schedules.
A copy of the schedules is available for free at:
http://bankrupt.com/misc/ShirokiaDevelopment_21_amendedSAL.pdf
About Shirokia Development
Shirokia Development, LLC, a real property owner in Flushing, New
York, currently being controlled by a receiver, filed a
Chapter 11 bankruptcy petition in Manhattan, on Aug. 12, 2014.
Hong Qin Jiang signed the petition as authorized individual.
The Debtor has tapped Dawn Kirby Arnold, Esq., at DelBello
Donnellan Weingarten Wise & Wiederkehr, LLP, as counsel.
SHIROKIA DEVELOPMENT: Creditor Wants Stay Lifted to Foreclose
-------------------------------------------------------------
Secured creditor 38TH Avenue Realty LLC, asks the Bankruptcy Court
for relief from the automatic stay in Shirokia Development, LLC's
case.
The secured creditor intends to proceed with the foreclosure
proceeding styled -- 38TH Avenue Realty LLC., plaintiff against
Shirokia Development, LLC., the Board of Managers of the Shirokia
Tower Condominium c/o Shirokia Development, LLC, United
International Bank, Xi Liang Liu, defendants, pending in the
Supreme Court of the State of New York, County of Queens.
About Shirokia Development
Shirokia Development, LLC, a real property owner in Flushing, New
York, currently being controlled by a receiver, filed a
Chapter 11 bankruptcy petition in Manhattan, on Aug. 12, 2014.
Hong Qin Jiang signed the petition as authorized individual. The
Debtor disclosed, in an amended schedules total assets of $28.40
million and total liabilities of $16.79 million. The Debtor has
tapped Dawn Kirby Arnold, Esq., at DelBello Donnellan Weingarten
Wise & Wiederkehr, LLP, as counsel.
SIMPLEXITY LLC: To Convert to Ch. 7 If No Settlement by December
----------------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that Simplexity LLC, once the largest independent
online activator of mobile phones, will have its reorganization
converted to a liquidation in Chapter 7 if there isn't a
settlement by Dec. 1 between the official creditors' committee and
lender Fifth Third Bank.
According to the report, U.S. Bankruptcy Judge Kevin Gross in
Wilmington, Del., denied, for the time being, Fifth Third's second
motion for conversion to Chapter 7, saying there's a "reasonable
likelihood" of a plan given leverage the committee is creating by
its desire to sue Fifth Third. If there isn't a settlement, Judge
Gross said the bank can submit an order after Dec. 1 converting
the Chapter 11 case to Chapter 7, the report related.
About Simplexity
Simplexity, LLC, a defunct cellphone activator, sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No.
14-10569) on March 16, 2014. The case is before Judge Kevin
Gross. The Debtors' counsel is Kenneth J. Enos, Esq., and Robert
S. Brady, Esq., at Young, Conaway, Stargatt & Taylor, LLP, in
Wilmington, Delaware. Prime Clerk LLC serves as claims and
noticing agent. Simplexity hired Rutberg & Co. as investment
banker.
Simplexity LLC and Simplexity Services LLC both estimated
$10 million to $50 million in assets, and $50 million to $100
million in liabilities.
The U.S. Trustee for Region 3 appointed five members to an
official committee of unsecured creditors. Peter S. Partee, Sr.,
Esq., and Michael P. Richman, Esq., at Hunton & Williams LLP, in
New York; and Christopher A. Ward, Esq., and Shanti M. Katona,
Esq., at Polsinelli PC, in Wilmington, Delaware, represent the
Committee.
SKINNY NUTRITIONAL: Voluntarily Delists Common Stock
----------------------------------------------------
Skinny Nutritional, Corp., filed a Form 25 with the U.S.
Securities and Exchange Commission to terminate the registration
of its common stock.
About Skinny Nutritional
Bala Cynwyd, Pa.-based Skinny Nutritional Corp. (OTC BB: SKNY.OB)
-- http://www.SkinnyWater.com/-- has developed and is marketing a
line of enhanced waters, all branded with the name "Skinny Water"
that are marketed and distributed primarily to calorie and weight
conscious consumers.
Skinny Nutritional filed a Chapter 11 bankruptcy petition (Bankr.
E.D. Pa. Case No. 13-13972) on May 3, 2013. The petition was
signed by Michael Salaman as chief executive officer. The Debtor
estimated assets and debts of at least $1 million. Obermayer
Rebmann Maxwell & Hippel, LLP, serves as the Debtor's counsel.
The Hon. Jean K. FitzSimon presides over the case.
The Company sought bankruptcy protection to avoid a forfeiture of
the Company's most important and valuable assets; namely its
intellectual property rights.
SKYLINE MANOR: No Lead Bidder Yet; Auction Delayed to Nov. 19
-------------------------------------------------------------
U.S. Bankruptcy Judge Thomas L. Saladino approved an agreed motion
to modify bid and auction schedule for Skyline Manor, Inc.'s
assets; and continue sale hearing.
The agreement was entered between Ron Ross, in his capacity as
chapter 11 trustee, the Official Committee of Unsecured Creditors,
and Official Committee of Unsecured Creditors. The parties, after
various conversations, agreed to extend the deadline to select a
stalking horse bidder, the deadline for the submission of
qualified bids, the date of the auction and the date of the sale
hearing.
The Court ordered that the bid and auction deadlines as set forth
in the Court's Order of Sept. 10, 2014, are modified as:
Deadline Former Deadline Modified/Requested
-------- Date Date
--------------- ------------------
Notice to Court of Sept. 26,subsequently Oct. 23
Selection of Stalking extended until Oct. 8
Horse Bidder
Qualified Bids Received Oct. 9 Nov. 7
Objection Deadline Oct. 17 Nov. 14
(objections to adequate
assurance of contract
assignments and sale
objections)
Auction Oct. 20 Nov. 19, at
1:00 p.m.
Sale Hearing Oct. 21 Nov. 20, at
10:00 a.m.
The trustee, in its third report regarding the stalking horse
bidder, said that his advisor, Blueprint Health Care Real Estate
Advisors, along with Oxford and the Committee, are consulting with
the potential stalking horse bidder, and are in the process of
reviewing and negotiating the stalking horse bid.
As a result, the trustee is not prepared to announce acceptance of
a stalking horse bidder at this time.
About Skyline Manor
Skyline Manor Inc. is a Nebraska non-profit corporation that
operates a 199-unit continuing care retirement community and a 140
unit independent living facility in Omaha. Skyline Manor filed a
Chapter 11 bankruptcy petition (Bankr. D. Neb. Case No. 14-80934)
on May 8, 2014. The petition was signed by John W. Bartle as
chief restructuring officer. Judge Thomas L. Saladino presides
over the case.
The Debtor disclosed $19,892,926 in assets and $13,732,877 in
liabilities as of the Chapter 11 filing.
Mr. Ross has been appointed as the Chapter 11 trustee for Skyline
Manor.
SOPHIA LP: S&P Affirms 'B' CCR & Revises Outlook to Stable
----------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'B'
corporate credit rating on Fairfax, Va.-based Sophia L.P., and
revised the outlook to stable from negative.
In addition, S&P raised the issue-level rating on Sophia's $125
million revolving credit facility due 2017 and $1,075 million
first-lien term loan due 2018 to 'BB-' from 'B+' and revised the
recovery rating to '1' from '2'. The '1' recovery rating
indicates S&P's expectation for very high (90% to 100%) recovery
of principal in the event of payment default.
At the same time, S&P affirmed its 'CCC+' issue-level rating on
Sophia's $530 million unsecured notes maturing 2019 and
structurally subordinated $400 million PIK holding company toggle
notes maturing 2018. The recovery rating remains '6', indicating
S&P's expectation for negligible (0% to 10%) recovery of principal
in the event of payment default.
"The revised outlook on Sophia reflects its continued revenue and
EBIDTA growth, along with ongoing improvement in the company's
leverage since the dividend recapitalization in November 2013,"
said Standard & Poor's credit analyst Jacob Schlanger.
However, S&P expects the company to maintain its highly leveraged
financial risk profile with debt to EBITDA falling to the low-7x
area over the next 12 months. S&P expects Sophia to deliver mid-
single-digit revenue growth in 2014 with mid- to high-30% EBITDA
margins and positive FOCF.
Sophia's outlook is stable based on the company's improved
operating performance reflected in its revenue and EBITDA growth.
S&P expects Sophia -- given its leading market position, installed
customer base, and long-term contracts--to maintain consistent
operating profitability and generate positive FOCF.
S&P could lower the rating if debt to EBITDA exceeds the 8x level
due to a material decline in revenue and EBITDA from customer
attrition, deteriorating operating performance, or shareholder-
friendly initiatives.
S&P views an upgrade as unlikely over the next 12 months given the
company's large debt burden and the rating agency's view that its
financial sponsor structure precludes sustained leverage
reduction.
SPECIALTY MANUFACTURING: Case Summary & 20 Top Unsec. Creditors
---------------------------------------------------------------
Debtor: Specialty Manufacturing of Menomonie, LLC
dba Specialty Crate and Pallet
205 East St.
Boyceville, WI 54725
Case No.: 14-14778
Chapter 11 Petition Date: November 7, 2014
Court: United States Bankruptcy Court
Western District of Wisconsin, (Eau Claire)
Judge: Hon. Catherine J. Furay
Debtor's Counsel: Daniel R Freund, Esq.
FREUND LAW OFFICE
920 S. Farwell Street, Ste. 1800
P.O. Box 222
Eau Claire, WI 54702-0222
Tel: 715/832-5151
Fax: 715/832-5491
Email: freundlaw@fastmail.fm
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Mark Kinney, member.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/wiwb14-14778.pdf
TRANSGENOMIC INC: Chief Financial Officer Quits
-----------------------------------------------
Mark Colonnese, the chief financial officer and executive vice
president of Transgenomic, Inc., resigned from the Company
effective Oct. 30, 2014. Paul Kinnon, Transgenomic's president
and chief executive officer, will assume the role of interim chief
financial officer. Additionally, Leon Richards, Transgenomic's
corporate controller, will take on additional responsibilities as
chief accounting officer for Transgenomic.
Mr. Kinnon commented, "On behalf of the Board of Directors, we
want to thank Mark for his important contributions to our ongoing
campaign to revitalize Transgenomic. Mark has an opportunity to
return to his roots at a biotech drug development firm, and we
wish him the best in his new endeavors."
Mr. Kinnon continued, "I am pleased to report that we have a
strong and experienced financial group in place to ensure a
seamless transition, led by Leon Richards. The Board and I are
confident that this team can do a highly capable job in managing
the company's finance and accounting functions, including
financial reporting."
Mr. Richards joined the financial group at Transgenomic in 2012.
Previously, he served as corporate controller and chief accounting
officer at Baldwin Technology Company, Inc., a publicly-traded
company that is a leading global supplier of process automation
equipment for the printing and publishing industry. Earlier in
his career Mr. Richards was director of financial reporting and
control at Ciba Specialty Chemicals (now BASF), and he also held
positions of increasing responsibility in the financial group at
Hercules, Inc. (now Ashland Chemical), a New York Stock Exchange-
listed firm. Mr. Richards started his career in public accounting
at KPMG. He is a Certified Public Accountant.
Mr. Richards' base salary was increased from $180,000 to $200,000
per year, effective Oct. 31, 2014.
Additional information is available with the U.S. Securities and
Exchange Commission at http://is.gd/IHgUat
About Transgenomic
Transgenomic, Inc. -- http://www.transgenomic.com/-- is a global
biotechnology company advancing personalized medicine in
cardiology, oncology, and inherited diseases through its
proprietary molecular technologies and world-class clinical and
research services. The Company is a global leader in cardiac
genetic testing with a family of innovative products, including
its C-GAAP test, designed to detect gene mutations which indicate
cardiac disorders, or which can lead to serious adverse events.
Transgenomic has three complementary business divisions:
Transgenomic Clinical Laboratories, which specializes in molecular
diagnostics for cardiology, oncology, neurology, and mitochondrial
disorders; Transgenomic Pharmacogenomic Services, a contract
research laboratory that specializes in supporting all phases of
pre-clinical and clinical trials for oncology drugs in
development; and Transgenomic Diagnostic Tools, which produces
equipment, reagents, and other consumables that empower clinical
and research applications in molecular testing and cytogenetics.
Transgenomic believes there is significant opportunity for
continued growth across all three businesses by leveraging their
synergistic capabilities, technologies, and expertise. The
Company actively develops and acquires new technology and other
intellectual property that strengthens its leadership in
personalized medicine.
The Company reported a net loss available to common stockholders
of $16.71 million in 2013, a net loss available to common
stockholders of $8.98 million in 2012 and a net loss available to
common stockholders of $10.79 million in 2011.
The Company's balance sheet at Sept. 30, 2014, showed $30.84
million in total assets, $20.61 million in total liabilities and
$10.23 million in stockholders' equity.
TRIGEANT HOLDINGS: Court Denies Employment of Berger Singerman
--------------------------------------------------------------
Bankruptcy Judge Erik P. Kimball denied Trigeant Holdings Ltd., et
al.'s request to employ Berger Singerman LLP as counsel nunc pro
tunc to the Petition Date.
Judge Kimball also directed the Debtor to file an application to
employ general bankruptcy counsel by Nov. 10, 2014.
Judge Kimball explained that as corporate entities, the Debtors
cannot proceed in the cases unless they are represented by
counsel. Absent an alternative bankruptcy counsel, the cases must
be dismissed.
As reported in the Troubled Company Reporter on Oct. 27, 2014,
BTB Refining, LLC and Harry Sargeant, III objected to the Debtors'
application to employ BSLLP.
About Trigeant Holdings
Trigeant Holdings, Ltd., and Trigeant, LLC, filed separate Chapter
11 bankruptcy petitions (Bankr. S.D. Fla. Case Nos. 14-29027 and
14-29030, respectively) on Aug. 25, 2014. Berger Singerman LLP
serves as the Debtor's counsel. Trigeant Holdings estimated both
assets and liabilities of $50 million to $100 million.
The Debtors filed on Sept. 16, 2014, their Joint Plan of
Reorganization under Chapter 11 of the Bankruptcy Code. The Plan
is premised on the sale of substantially all of the Debtors'
assets to Gravity Midstream Corpus Christi, LLC. The Plan
provides that holders of Allowed Claims will be paid in full, in
cash.
The U.S. Trustee for Region 21 has not appointed a committee of
unsecured creditors.
TRONOX INCORPORATED: Court Bars Standard Bank's Late Claim
----------------------------------------------------------
Bankruptcy Judge Allan L. Gropper denied the motion of Standard
Bank Trust Company, as trustee under trust number 21032, dated May
18, 2011, for leave to file a late proof of claim pursuant to
Federal Rule of Bankruptcy Procedure 9006(b)(1) in the Chapter 11
case of Tronox Incorporated.
By order, the Court set August 12, 2009 as the deadline for filing
all proofs of claim. Notice of the Bar Date was published in the
national edition of The Wall Street Journal on June 22, 2009 (Dkt.
# 1465, ex. NN) and in the Chicago Tribune, in Chicago, Illinois,
on June 23, 2009. On November 30, 2010, the Court confirmed the
Debtors' reorganization plan.
Standard Bank asserts that it is is the current owner of property
known as 164-166 East Grand Avenue, Chicago, Illinois, which it
purchased on or about June 21, 2011 from SBT-BB, LLC. SBT
allegedly owned the Property from April to June 2011 and acquired
it from Boston Blackies Properties IV, LLC, which had owned it
from October 27, 2006 to April 6, 2011. Standard Bank asserts that
the Property contains radioactive thorium contamination caused,
according to Standard Bank, by past thorium processing activities
conducted on nearby properties owned by Tronox. Before the
purchase, Standard Bank states that it obtained a Phase I
Environmental Assessment report for the Property, which according
to Standard Bank did not mention the thorium contamination or the
bankruptcy proceeding involving Tronox. Standard Bank alleges that
it first learned of thorium contamination in October 2012, and on
March 26, 2014, retained a law firm and began preparing a claim
against Tronox.
On September 11, 2014, Standard Bank filed its motion for leave to
file a late proof of claim. Standard Bank recognizes that its
claim was first filed over five years after the Bar Date, but it
asserts that its failure to act in a timely manner was the result
of "excusable neglect" because it had no notice from Tronox and
acted within a reasonable time.
A copy of the Court's November 7, 2014 Decision and Order is
available at http://tinyurl.com/omk3n3rfrom Leagle.com.
About Tronox Inc.
Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates
filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No.
09-10156) on Jan. 13, 2009, before Hon. Allan L. Gropper. Richard
M. Cieri, Esq., Jonathan S. Henes, Esq., and Colin M. Adams, Esq.,
at Kirkland & Ellis LLP in New York, represented the Debtors. The
Debtors also tapped Togut, Segal & Segal LLP as conflicts counsel;
Rothschild Inc. as investment bankers; Alvarez & Marsal North
America LLC, as restructuring consultants; and Kurtzman Carson
Consultants served as notice and claims agent.
An official committee of unsecured creditors and an official
committee of equity security holders were appointed in the cases.
The Creditors Committee retained Paul, Weiss, Rifkind, Wharton &
Garrison LLP as counsel.
Until Sept. 30, 2008, Tronox was publicly traded on the New
York Stock Exchange under the symbols TRX and TRX.B. Since then,
Tronox has traded on the Over the Counter Bulletin Board under the
symbols TROX.A.PK and TROX.B.PK. As of Dec. 31, 2008, Tronox
had 19,107,367 outstanding shares of class A common stock and
22,889,431 outstanding shares of class B common stock.
On Nov. 17, 2010, the Bankruptcy Court confirmed the Debtors'
First Amended Joint Plan of Reorganization under Chapter 11 of the
Bankruptcy Code, dated Nov. 5, 2010. Under the Plan, Tronox
reorganized around its existing operating businesses, including
its facilities at Oklahoma City, Oklahoma; Hamilton, Mississippi;
Henderson, Nevada; Botlek, The Netherlands and Kwinana, Australia.
TRUMP ENTERTAINMENT: Asks to Sell Slots From Closed Casino
----------------------------------------------------------
Law360 reported that Trump Entertainment Resorts Inc. asked a
Delaware federal judge to let it sell about 350 slot machines from
its shuttered Trump Plaza casino, as the company attempts to cut
its Atlantic City expenses and emerge from bankruptcy. According
to the report, Trump Entertainment said it planned to sell the
slot machines to gaming parts and machine vendor Patriot Gaming &
Electronics Inc. for about $147,000.
About Trump Entertainment Resorts
Trump Entertainment Resorts Inc., owner of the Atlantic City
Boardwalk casinos that bear the name of Donald Trump, returned to
Chapter 11 bankruptcy (Bankr. D. Del. Case No. 14-12103) on
Sept. 9, 2014, with plans to shutter its casinos.
TER and its affiliated debtors own and operate two casino hotels
located in Atlantic City, New Jersey. TER said it will close the
Trump Taj Mahal Casino Resort by Sept. 16, 2014, and, absent union
concessions, the Trump Plaza Hotel and Casino by Nov. 13, 2104.
The Debtors have sought an order authorizing the joint
administration of their Chapter 11 cases and the consolidation
thereof for procedural purposes only. Judge Kevin Gross presides
over the Chapter 11 cases.
The Debtors have tapped Young, Conaway, Stargatt & Taylor, LLP, as
counsel; Stroock & Stroock & Lavan LLP, as co-counsel; Houlihan
Lokey Capital, Inc., as financial advisor; and Prime Clerk LLC, as
noticing and claims agent.
TER estimated $100 million to $500 million in assets as of the
bankruptcy filing.
The Debtors as of Sept. 9, 2014, owe $285.6 million in principal
plus accrued but unpaid interest of $6.6 million under a first
lien debt issued under their 2010 bankruptcy-exit plan. The
Debtors also have trade debt in the amount of $13.5 million.
TRUMP ENTERTAINMENT: Court Establishes Deadlines for Filing Claims
------------------------------------------------------------------
The U.S. Bankruptcy Court in Delaware entered an order approving
the deadline proposed by Trump Entertainment Resorts Inc. for
filing claims against the company.
This deadline is called a "bar date" because it means that
creditors who come forward after that date may be "barred" from
ever filing a claim against the company.
Pursuant to the bankruptcy court's order, creditors holding pre-
bankruptcy claims must file their claims within 30 days after
Trump Entertainment serves a notice of the bar date and a proof of
claim form.
Meanwhile, governmental units are required to file proofs of their
claims before the March 9 deadline.
About Trump Entertainment Resorts
Trump Entertainment Resorts Inc., owner of the Atlantic City
Boardwalk casinos that bear the name of Donald Trump, returned to
Chapter 11 bankruptcy (Bankr. D. Del. Case No. 14-12103) on
Sept. 9, 2014, with plans to shutter its casinos.
TER and its affiliated debtors own and operate two casino hotels
located in Atlantic City, New Jersey. TER said it will close the
Trump Taj Mahal Casino Resort by Sept. 16, 2014, and, absent union
concessions, the Trump Plaza Hotel and Casino by Nov. 13, 2104.
The Debtors have sought an order authorizing the joint
administration of their Chapter 11 cases and the consolidation
thereof for procedural purposes only. Judge Kevin Gross presides
over the Chapter 11 cases.
The Debtors have tapped Young, Conaway, Stargatt & Taylor, LLP, as
counsel; Stroock & Stroock & Lavan LLP, as co-counsel; Houlihan
Lokey Capital, Inc., as financial advisor; and Prime Clerk LLC, as
noticing and claims agent.
TER estimated $100 million to $500 million in assets as of the
bankruptcy filing.
The Debtors as of Sept. 9, 2014, owe $285.6 million in principal
plus accrued but unpaid interest of $6.6 million under a first
lien debt issued under their 2010 bankruptcy-exit plan. The
Debtors also have trade debt in the amount of $13.5 million.
TRUMP ENTERTAINMENT: Gets Final Approval to Use Cash Collateral
---------------------------------------------------------------
Trump Entertainment Resorts Inc. received final approval from the
U.S. Bankruptcy Court in Delaware to use cash securing its pre-
bankruptcy debt.
The cash collateral secures claims held by a group of lenders on
account of the $356.4 million loan it extended to the company.
As of the petition filing date, Trump Entertainment owes more than
$292 million to the lenders, which are controlled by billionaire
investor Carl Icahn. A full-text copy of the court order is
available for free at http://is.gd/A2fK7b
About Trump Entertainment Resorts
Trump Entertainment Resorts Inc., owner of the Atlantic City
Boardwalk casinos that bear the name of Donald Trump, returned to
Chapter 11 bankruptcy (Bankr. D. Del. Case No. 14-12103) on
Sept. 9, 2014, with plans to shutter its casinos.
TER and its affiliated debtors own and operate two casino hotels
located in Atlantic City, New Jersey. TER said it will close the
Trump Taj Mahal Casino Resort by Sept. 16, 2014, and, absent union
concessions, the Trump Plaza Hotel and Casino by Nov. 13, 2104.
The Debtors have sought an order authorizing the joint
administration of their Chapter 11 cases and the consolidation
thereof for procedural purposes only. Judge Kevin Gross presides
over the Chapter 11 cases.
The Debtors have tapped Young, Conaway, Stargatt & Taylor, LLP, as
counsel; Stroock & Stroock & Lavan LLP, as co-counsel; Houlihan
Lokey Capital, Inc., as financial advisor; and Prime Clerk LLC, as
noticing and claims agent.
TER estimated $100 million to $500 million in assets as of the
bankruptcy filing.
The Debtors as of Sept. 9, 2014, owe $285.6 million in principal
plus accrued but unpaid interest of $6.6 million under a first
lien debt issued under their 2010 bankruptcy-exit plan. The
Debtors also have trade debt in the amount of $13.5 million.
ULTURA (LA): Wins Interim Use of Cash Collateral
------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that U.S. Bankruptcy Judge Kevin Gross in Delaware
gave Ultura (Oceanside) Inc., a developer of water-treatment
products marketed under the Rochem and Sepro brands, interim
authority to obtain postpetition financing and use cash
representing collateral for UAC Finance Inc., who's also intended
to buy the membrane business.
At a final hearing, Ultura will ask permission to obtain $2.5
million in postpetition financing, according to the report. UAC,
an affiliate of venture capital investor True North Venture
Partners LP, bought the existing senior secured debt from Hercules
Technology Growth Capital Inc. in August, the report related.
About Ultura (LA)
Houston-based Endeavour International Corporation (NYSE: END)
(LSE: ENDV) is an oil and gas exploration and production company
focused on the acquisition, exploration and development of energy
reserves in the North Sea and the United States.
On Oct. 10, 2014, Endeavour International and five affiliates
filed voluntary petitions for relief under Chapter 11 of the
United States Bankruptcy Code after reaching a restructuring deal
with noteholders.
The cases are pending joint administration under Endeavour
Operating Corp.'s Case No. 14-12308 before the Honorable Kevin J.
Carey (Bankr. D. Del.).
As of June 30, 2014, the Company had $1.55 billion in total
assets, $1.55 billion in total liabilities, $43.70 million in
series c convertible preferred stock and a $41.48 million total
stockholders' deficit.
The Debtors have tapped Weil, Gotshal & Manges LLP as counsel;
Richards, Layton & Finger, P.A., as co-counsel; The Blackstone
Group L.P., as financial advisor; AlixPartners, LLP, as
restructuring advisor; and Kurtzman Carson Consultants LLC, as
claims and noticing agent.
Ultura (LA) Inc. filed a voluntary Chapter 11 petition
(Bankr. D. Del. Case No. 14-12382) on Oct. 20, 2014 in Long Beach,
California, James E. O'Neill, Esq., of PACHULSKI STANG ZIEHL &
JONES LLP at Wilmington, in California, serves as counsel to the
Debtor. The Debtor estimated up to $10 million in assets and up
to $50 million in liabilities. An affiliate, Ultura (Oceanside)
Inc., sought Chapter 11 protection (Case No. 14-12383) on the same
day.
UNITED AMERICAN: Reports $181,000 Second Quarter Net Income
-----------------------------------------------------------
United American Healthcare Corporation filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q disclosing net income of $181,000 on $2.14 million of
contract manufacturing revenue for the three months ended June 30,
2014, compared to net income of $149,000 on $2.43 million of
contract manufacturing revenue for the same period in 2013.
For the six months ended June 30, 2014, the Company reported a net
loss of $253,000 on $3.77 million of contract manufacturing
revenue compared to net income of $455,000 on $4.65 million of
contract manufacturing revenue for the same period last year.
The Company's balance sheet at June 30, 2014, showed $15.12
million in total assets, $13.10 million in total liabilities and
$2.02 million in total shareholders' equity.
At June 30, 2014, the Company had cash and cash equivalents and
short-term marketable securities of $0.1 million, compared to $0.3
million at Dec. 31, 2013, and net negative working capital of $9.2
million, compared to net negative working capital of $9.3 million
at Dec. 31, 2013. As a result, the Company said it could go into
default on debt or other obligations that may come due within the
current fiscal year, including the Company's put obligation. In
addition, the Company's subsidiary, Pulse Systems, LLC, may go
into default on its obligation to make redemption payments on its
preferred units. The Company's management and auditors have
concluded that these factors raise substantial doubt as to the
Company's ability to continue as a going concern.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/JWtMBp
About United American
Chicago-based United American Healthcare, through its wholly owned
subsidiary Pulse Systems, LLC, provides contract manufacturing
services to the medical device industry, with a focus on precision
laser-cutting capabilities and the processing of thin-wall tubular
metal components, sub-assemblies and implants, primarily in the
cardiovascular market.
Bravos & Associates, CPA's, in Bloomingdale, Illinois, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2013. The auditors noted
that Company had a working capital deficiency of $9.3 million.
The Company's liabilities and working capital raise substantial
doubt about its ability to continue as a going concern, the
auditors added.
The Company disclosed a net loss of $769,000 on $3.23 million of
contract manufacturing revenue for the six months ended Dec. 31,
2013, as compared with net income of $82,000 on $3.83 million of
contract manufacturing revenue for the same period in 2012.
UNITEK GLOBAL: Dec. 12 Hearing on Prepackaged Plan
--------------------------------------------------
Unitek Global Services Inc. and its debtor-affiliates filed on
Nov. 4, 2014, a proposed prepackaged plan of reorganization and
disclosure statement explaining that plan in the U.S. Bankruptcy
Court for the District of Delaware.
A hearing on the confirmation of the plan, the adequacy of the
disclosure statement, and the assumption of executor contracts and
unexpired leases and proposed cure amounts will take place on Dec.
12, 2014, at 9:30 a.m., (Prevailing Eastern Time) 824 North Market
Street in Wilmington, Delaware. Objections must be filed no later
than 4:00 p.m., on Dec. 5, 2014.
Copies of the plan and disclosure statement is available upon
request of the Debtors' counsel and are on file with the Clerk of
the Bankruptcy Court, 824 North Market Street, 3rd Floor in
Wilmington, Delaware. The plan and disclosure statement also are
available for inspection at http://www.deb.uscourts.govor for
free at http://dm.epiq11.com/UniTek The Debtors can be reach at
their restructuring hotline at (646) 282-2500.
About UniTek Global Services
UniTek Global Services, Inc., based in Blue Bell, Pennsylvania,
provides fulfillment and infrastructure services to media and
telecommunication companies in the United States and Canada.
On Nov. 3, 2014 UniTek Global and nine subsidiary companies filed
petitions in the United States Bankruptcy Court for the District
of Delaware seeking relief under chapter 11 of the United States
Bankruptcy Code. The Debtors' cases have been assigned to Judge
Judge Peter J. Walsh. T he Debtors are seeking to have their cases
jointly administered for procedural purposes, with pleadings to be
maintained on the case docket for UniTek Global Services, Inc.,
Case No. 14-12471.
The Debtors have tapped Morgan, Lewis & Bockius LLP as counsel;
Young, Conaway, Stargatt & Taylor, LLP, as co-counsel; Miller
Buckfire & Co. LLC, as financial advisor; Protiviti Inc., and Epiq
Bankruptcy Solutions, LLC, as claims and noticing agent.
As of Sept. 30, 2014, the Debtors have 2,500 employees,
substantially all of whom are full-time.
UniTek Global reported a net loss of $52.07 million on $471.93
million of revenues for the year ended Dec. 31, 2013, as compared
with a net loss of $77.73 million on $437.59 million of revenues
in 2012.
The Company's balance sheet at March 29, 2014, showed $250 million
in total assets against $257 million in total liabilities.
UNUM GROUP: Moody's Assigns (P)Ba1 Preferred Shelf Rating
---------------------------------------------------------
Moody's Investors Service assigned provisional ratings (senior
unsecured debt at (P)Baa2) to Unum Group's (Unum; NYSE: UNM;
senior debt at Baa2/stable) universal shelf registration, which
was filed on November 7, 2014. The new shelf replaces Unum's
previous shelf registration filed on Nov 10, 2011. The outlook on
the ratings is stable.
The multi-security shelf registration allows Unum to issue senior
unsecured debt, subordinated debt, and preferred stock. The shelf
registration also allows for the issuance of preferred securities
by Unum Group Financing Trusts I/II, which are statutory business
trusts established by the company solely for the purpose of
raising financing for Unum. Preferred securities issued by the
Unum Group Financing Trusts I/II (rated (P)Baa3) will be
irrevocably and unconditionally guaranteed by Unum and will rank
pari passu with the company's subordinated debt.
Ratings Rationale
Moody's said that Unum's ratings reflect the company's leading
market share in the group long-term and individual disability
markets and on the company's established and growing position in
the voluntary benefits market. Unum has a good quality and liquid
investment portfolio with minimal exposure to structured
securities, as well as below average investment concentration in
commercial mortgages. The rating agency added that tempering these
strengths are Unum's concentration of earnings in the volatile and
competitive group and individual disability businesses and concern
relating to the long term performance of a legacy block of long
term care reserves. Also, the company has susceptibility to
earnings compression in periods of economic stress and low
interest rates.
Moody's said that although the company's focus on its disability
lines will tend to limit upward rating movement, the following
could place upward pressure on Unum's ratings: 1) a sustained
consolidated NAIC RBC ratio (company action level) of at least
375% (company action level); 2) continued pricing discipline and
no deterioration of loss ratios (i.e., sustained U.S. group
disability loss ratio of not greater than 80%); 3) adjusted
financial leverage remains below 20%; and 4) consistent cash flow
coverage and earnings coverage are maintained in at least the 6
times and 9 times ranges, respectively. Conversely, the following
could place downward pressure on Unum's ratings: 1) sustained U.S.
group disability loss ratio of over 85%; 2) regulatory
capitalization falls below a 325% NAIC RBC ratio (company action
level); 3) adjusted financial leverage exceeds 30%; or 4) cash-
flow and earnings coverage fall below 4 times and 7 times,
respectively.
The following provisional ratings have been assigned, with a
stable outlook:
Unum Group: Senior unsecured debt shelf at (P)Baa2;
subordinated debt shelf at (P)Baa3; preferred shelf at (P)Ba1;
Unum Group Financing Trust I/II: Preferred stock at (P)Baa3.
Unum Group is headquartered in Chattanooga, Tennessee. At June 30,
2014, Unum had total assets of approximately $62 billion and total
shareholders' equity of about $9 billion.
VARIANT HOLDING: Wins Court Approval of Beach Point Settlement
--------------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that Variant Holding Co. won bankruptcy court
approval of a settlement resolving disputes with Beach Point
Capital Management LP.
According to the Bloomberg report, approval came over the
objections from the U.S. Trustee, who argued that the settlement
didn't cure the "impropriety" of hiring a Variant-selected chief
restructuring officer in lieu of an independent Chapter 11 trustee
to replace management, and other creditors. Law360 reported that
the U.S. Trustee argued that the court can't just ignore the
serious fraud allegations that preceded the agreement.
As previously reported by The Troubled Company Reporter, citing
Law360, the hearing on the approval of the settlement was pushed
back by U.S. Bankruptcy Judge Brendan L. Shannon in Wilmington,
Del., after three creditors -- IMH Financial Corp., Royal
Multifamily Ventures 2013 -1 LLC and Royal Multifamily Promote
2013-1 LLC -- for one of Variant's non-debtor subsidiaries
objected to the settlement and the short amount of time it would
have to mount a case against the Debtor.
IMH, Bloomberg said, complained that the settlement with the funds
"turns the absolute priority rule on its head" by benefiting Beach
Point at the expense of creditors of subsidiaries whose claims
should come first.
About Variant Holding
Variant Holding Company, LLC, commenced bankruptcy proceedings
under Chapter 11 of the U.S. Bankruptcy Code in Delaware (Case No.
14-12021) on Aug. 28, 2014, without stating a reason.
Tucson, Arizona-based Variant Holding estimated $100 million to
$500 million in assets and less than $100 million in debt.
The Debtor has tapped Peter J. Keane, Esq., at Pachulski Stang
Ziehl & Jones LLP, as counsel.
Members holding the majority of the interests in the company,
namely Conix WH Holdings, LLC, Conix Inc., Numeric Holding
Company, LLC, Walkers Dream Trust, and Variant Royalty Group, LP,
signed the resolution authorizing the bankruptcy filing.
VIRTUAL PIGGY: Posts $2.96-Mil. Net Loss for Third Quarter
----------------------------------------------------------
Virtual Piggy, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net
loss of $2.96 million on $736 of sales for the three months ended
Sept. 30, 2014, compared with a net loss of $5.3 million on $1,382
of sales for the same period in the prior year.
The Company's balance sheet at Sept. 30, 2014, showed
$4.11 million in total assets, $5.59 million in total liabilities
and a stockholders' deficit of $1.49 million.
The Company has incurred significant losses and experienced
negative cash flow from operations during the development stage.
These conditions raise substantial doubt about the Company's
ability to continue as a going concern.
A copy of the Form 10-Q is available at:
http://is.gd/wO4r5z
Virtual Piggy, Inc., operates as a technology company that
delivers an online ecommerce solution in the United States and
Europe. Its system allows parents and their children to manage,
allocate funds, and track their expenditures, savings, and
charitable giving online. The company offers Oink product, which
enables online businesses to interact and transact with the Under
18 market in a manner consistent with the Children?s Online
Privacy Protection Act. It also operates online store where
families can select and purchase gift cards for delivery to other
family members. The company was formerly known as Moggle, Inc. and
changed its name to Virtual Piggy, Inc. in August 2011. Virtual
Piggy, Inc. was founded in 2008 and is based in Hermosa Beach,
California.
WILLIAM MAXWELL GREGG: Jupiter Loses Bid to Restart Foreclosure
---------------------------------------------------------------
Bankruptcy Judge David R. Duncan denied the request of Jupiter
Capital, LLC for relief from the automatic stay in the Chapter 11
case of William Maxwell Gregg, II.
William Maxwell Gregg II filed for Chapter 11 bankruptcy
protection (Bankr. D. S.C. Case No. 13-00665) on February 1, 2013.
The Debtor's assets primarily consist of parcels of real property
in South Carolina.
Jupiter Capital has a first priority lien on two of the parcels, a
38.52 acre parcel in Mount Pleasant and a 12.02 acre parcel in
Richland County. Jupiter Capital contends that the outstanding
amount on the lien totaled $9,856,018.35 with interest accruing at
a rate of $1,822.22 per diem. Jupiter Capital asserts that the
Properties are worth $10,130,000. The Jupiter Capital loan matured
pre-petition and Jupiter Capital initiated foreclosure proceedings
that were stayed by the bankruptcy. The Debtor has not made any
payments to Jupiter Capital since the filing of the bankruptcy.
While acting as debtor-in-possession, the Debtor had a variety of
issues with moving the bankruptcy case forward. Accordingly, upon
motion of the United States Trustee, the Court ordered a trustee
appointed and R. William Metzger, Jr. was appointed trustee in the
case. On August 25, 2014, at the request of the Chapter 11
Trustee, the Court entered an Order, over the objection of Jupiter
Capital, approving the sale of the Properties free and clear of
liens to Emerson Ventures, II, Inc. and Johnson-Mount Pleasant
Investments, LLC. The contract provides for a $12,500,000
purchase price for the Properties and a closing date of September
30, 2014. The Buyer has the right to extend the closing date
multiple times by providing the Trustee with additional
nonrefundable deposits. The contract set a final closing date for
December 30, 2014. The purchase price will pay Jupiter Capital's
lien in full.
Jupiter Capital alleges that its rights are not adequately
protected because the Debtor has defaulted on the loan and has
failed to make payments since the default. Jupiter Capital wants
to restart foreclosure proceedings while the sale is still
pending, and that it will not schedule a sale until after December
30, 2014, when the contract extension expires.
The Chapter 11 Trustee, the Buyer, the Debtor, and creditor German
American Capital Corporation all object to Jupiter Capital's
Motion. The parties, primarily through the Trustee, argue that
relief for cause is not warranted because Jupiter Capital cannot
show any justification or harm in waiting until after the
extensions expire to resume foreclosure. They also argue that
Jupiter Capital's interest is adequately protected because it will
either be paid in full upon the closing of the sale or, if the
contract falls through, is protected by an equity cushion and an
estate augmented by the nonrefundable deposits.
Once the sale closes, the estate anticipates receiving about
$2,000,000 in net proceeds. This money, the Chapter 11 Trustee
said, will fund the plan. The Trustee has not yet finalized a
plan, but is working on a "consensual plan" that he believes will
be ready to present to the Court in "short order." He asserted
that the proceeds from the sale will constitute about 40 percent
of the money in the estate available for administrative claims and
unsecured creditors.
The Buyer's representative also presented testimony at the second
hearing. He testified that the rezoning the Buyer was seeking with
regards to the Mount Pleasant property is on track to be approved
by mid-December. He stated that the Buyer has spent a significant
amount of money attempting to close on this project and continues
to do so. He explained that finalizing the sale was a delicate
issue because of the history of past interested buyers and
concerns of the owners of the neighboring properties and zoning
officials as to the likelihood that any project will come to
fruition. Any sign that the sale would not be consummated would
likely end the negotiations and the rezoning process. He was
confident, however, that the sale would close.
A copy of the Court's November 7, 2014 Order is available at
http://tinyurl.com/pcqjn7afrom Leagle.com.
WINTHROP REALTY: Revises Estimate of Liquidating Distribution
-------------------------------------------------------------
Winthrop Realty Trust, which is liquidating and winding down
pursuant to a plan of liquidation, has revised its estimate of the
liquidating distribution of its net assets in liquidation at
September 30, 2014 to $18.35 per Common Share instead of the
$18.16 per Common Share amount announced on Nov. 6. In addition,
the Consolidated Statement of Net Assets which accompanied the
earlier releases is revised as provided below.
About Winthrop Realty Trust
Headquartered in Boston, Massachusetts, Winthrop --
http://www.winthropreit.com-- is a NYSE-listed real estate
investment trust (REIT). Winthrop's shareholders recently adopted
a plan of liquidation pursuant to which Winthrop is liquidating
and winding down and, in connection therewith, is seeking to sell
its assets in an orderly fashion to maximize shareholder value.
* Bankruptcy Stay Doesn't Create Diversity Jurisdiction
-------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that Judge Kenneth L. Ryskamp in West Palm Beach,
Florida, said in an Oct. 7 decision that the bankruptcy of a
defendant can't create diversity jurisdiction, requiring a lawsuit
filed by a Florida resident against an insurance company and a
bankrupt individual to be remanded to state court.
The case is Tocchio v. American Family Life Assurance Co. of
Columbus, 14-80807, U.S. District Court, Southern District Florida
(West Palm Beach).
* NY Bankruptcy Court Turnover Brings Heightened Uncertainty
------------------------------------------------------------
Nick Brown, writing for Reuters, reported that the stable of
judges on Manhattan's federal bankruptcy court is undergoing
dramatic turnover that could bring more uncertainty to one of the
go-to venues for rescuing companies on the brink of financial
ruin.
According to the report, citing people familiar with the matter,
in January, Judge Robert Gerber, the judge overseeing litigation
stemming from the General Motors' ignition-switch recall debacle,
will assume "recall" status, allowing court administrators to hire
a new judge. Two more judges are expected to join the court early
next year, meaning that by the end of 2015 a third of the nine-
member bench will be new, and at least four veteran judges will
have left the bench since 2012, Reuters noted.
* Large Companies With Insolvent Balance Sheet
----------------------------------------------
Total
Share- Total
Total Holders' Working
Assets Equity Capital
Company Ticker ($MM) ($MM) ($MM)
------- ------ ------ -------- -------
6D GLOBAL TECHNO SIXD US - (15.1) (15.1)
ABSOLUTE SOFTWRE ABT2EUR EU 138.4 (12.0) 2.2
ABSOLUTE SOFTWRE OU1 GR 138.4 (12.0) 2.2
ABSOLUTE SOFTWRE ABT CN 138.4 (12.0) 2.2
ABSOLUTE SOFTWRE ALSWF US 138.4 (12.0) 2.2
ADVANCED CELL TE ACTC US 5.5 (5.8) (4.8)
ADVANCED CELL TE T2N1 GR 5.5 (5.8) (4.8)
ADVANCED EMISSIO OXQ1 GR 106.4 (46.1) (15.3)
ADVANCED EMISSIO ADES US 106.4 (46.1) (15.3)
ADVENT SOFTWARE ADVS US 432.9 (76.3) (106.9)
ADVENT SOFTWARE AXQ GR 432.9 (76.3) (106.9)
AIR CANADA AIDEF US 10,545.0 (1,400.0) 164.0
AIR CANADA ADH2 GR 10,545.0 (1,400.0) 164.0
AIR CANADA AC CN 10,545.0 (1,400.0) 164.0
AIR CANADA-CL A AIDIF US 10,545.0 (1,400.0) 164.0
AIR CANADA-CL A ADH TH 10,545.0 (1,400.0) 164.0
AIR CANADA-CL A AC/A CN 10,545.0 (1,400.0) 164.0
AIR CANADA-CL A ADH GR 10,545.0 (1,400.0) 164.0
ALLIANCE HEALTHC AIQ US 468.1 (131.0) 59.7
AMC NETWORKS-A 9AC GR 3,685.9 (396.1) 689.3
AMC NETWORKS-A AMCX* MM 3,685.9 (396.1) 689.3
AMC NETWORKS-A AMCX US 3,685.9 (396.1) 689.3
AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2)
AMYLIN PHARMACEU AMLN US 1,998.7 (42.4) 263.0
ANGIE'S LIST INC ANGI US 161.0 (39.4) (22.7)
ANGIE'S LIST INC 8AL GR 161.0 (39.4) (22.7)
ANGIE'S LIST INC 8AL TH 161.0 (39.4) (22.7)
ARRAY BIOPHARMA ARRY US 139.1 (25.7) 68.9
ARRAY BIOPHARMA AR2 TH 139.1 (25.7) 68.9
ARRAY BIOPHARMA AR2 GR 139.1 (25.7) 68.9
AUTOZONE INC AZO US 7,517.9 (1,621.9) (960.5)
AUTOZONE INC AZ5 TH 7,517.9 (1,621.9) (960.5)
AUTOZONE INC AZOEUR EU 7,517.9 (1,621.9) (960.5)
AUTOZONE INC AZ5 GR 7,517.9 (1,621.9) (960.5)
AVALANCHE BIOTEC AAVL US 54.8 43.0 48.9
AVALANCHE BIOTEC AVU GR 54.8 43.0 48.9
AVID TECHNOLOGY AVID US 191.9 (349.4) (150.5)
BENEFITFOCUS INC BTF GR 141.0 (14.6) 52.3
BENEFITFOCUS INC BNFT US 141.0 (14.6) 52.3
BERRY PLASTICS G BP0 GR 5,419.0 (118.0) 654.0
BERRY PLASTICS G BERY US 5,419.0 (118.0) 654.0
BRP INC/CA-SUB V BRPIF US 1,895.9 (44.8) 133.6
BRP INC/CA-SUB V DOO CN 1,895.9 (44.8) 133.6
BRP INC/CA-SUB V B15A GR 1,895.9 (44.8) 133.6
BURLINGTON STORE BUI GR 2,555.3 (140.1) 102.3
BURLINGTON STORE BURL US 2,555.3 (140.1) 102.3
CABLEVISION SY-A CVC US 6,701.1 (5,133.2) 338.4
CABLEVISION SY-A CVY GR 6,701.1 (5,133.2) 338.4
CABLEVISION-W/I CVC-W US 6,701.1 (5,133.2) 338.4
CABLEVISION-W/I 8441293Q US 6,701.1 (5,133.2) 338.4
CADIZ INC CDZI US 56.0 (49.7) 3.0
CAESARS ENTERTAI CZR US 27,069.4 (2,578.4) 1,716.6
CAESARS ENTERTAI C08 GR 27,069.4 (2,578.4) 1,716.6
CAPMARK FINANCIA CPMK US 20,085.1 (933.1) -
CASELLA WASTE CWST US 656.6 (7.6) (11.6)
CATALENT INC CTLT US 3,090.2 (367.3) 234.5
CATALENT INC 0C8 GR 3,090.2 (367.3) 234.5
CENTENNIAL COMM CYCL US 1,480.9 (925.9) (52.1)
CHOICE HOTELS CHH US 664.2 (397.0) 206.0
CHOICE HOTELS CZH GR 664.2 (397.0) 206.0
CIENA CORP CIEN US 2,100.4 (45.2) 889.3
CIENA CORP CIEN TE 2,100.4 (45.2) 889.3
CIENA CORP CIE1 TH 2,100.4 (45.2) 889.3
CIENA CORP CIE1 GR 2,100.4 (45.2) 889.3
CINCINNATI BELL CBB US 2,176.9 (556.0) 337.7
CIVITAS SOLUTION 1CI GR 1,031.5 (62.0) 66.1
CIVITAS SOLUTION CIVI US 1,031.5 (62.0) 66.1
CIVITAS SOLUTION 1CI TH 1,031.5 (62.0) 66.1
CLEAR CHANNEL-A CCO US 6,383.9 (132.6) 376.9
CLEAR CHANNEL-A C7C GR 6,383.9 (132.6) 376.9
CLIFFS NATURAL R CLF US 4,811.2 (177.3) 242.3
CLIFFS NATURAL R CLF* MM 4,811.2 (177.3) 242.3
CLIFFS NATURAL R CVA GR 4,811.2 (177.3) 242.3
CLIFFS NATURAL R CVA TH 4,811.2 (177.3) 242.3
CORINDUS VASCULA CVRS US 0.0 (0.0) (0.0)
CROWN BAUS CAPIT CBCA US 0.0 (0.0) (0.0)
DERMIRA DERM US 16.5 (2.2) 3.9
DEX MEDIA INC DXM US 2,084.0 (864.0) 139.0
DIPLOMAT PHARMAC 7DP GR 338.9 30.1 (43.4)
DIPLOMAT PHARMAC DPLO US 338.9 30.1 (43.4)
DIRECTV DTV US 22,594.0 (5,557.0) 43.0
DIRECTV DTV CI 22,594.0 (5,557.0) 43.0
DIRECTV DIG1 GR 22,594.0 (5,557.0) 43.0
DIRECTV DTVEUR EU 22,594.0 (5,557.0) 43.0
DOMINO'S PIZZA EZV GR 510.9 (1,281.7) 112.9
DOMINO'S PIZZA EZV TH 510.9 (1,281.7) 112.9
DOMINO'S PIZZA DPZ US 510.9 (1,281.7) 112.9
DUN & BRADSTREET DB5 GR 1,789.2 (1,083.4) (0.3)
DUN & BRADSTREET DB5 TH 1,789.2 (1,083.4) (0.3)
DUN & BRADSTREET DNB US 1,789.2 (1,083.4) (0.3)
EDGEN GROUP INC EDG US 883.8 (0.8) 409.2
EMPIRE RESORTS I NYNY US 46.1 (9.5) (7.2)
EMPIRE RESORTS I LHC1 GR 46.1 (9.5) (7.2)
EMPIRE STATE -ES ESBA US 1,122.2 (31.6) (925.9)
EMPIRE STATE-S60 OGCP US 1,122.2 (31.6) (925.9)
EOS PETRO INC EOPT US 1.7 (4.4) (5.6)
FAIRPOINT COMMUN FRP US 1,524.8 (360.6) 20.9
FAIRPOINT COMMUN FONN GR 1,524.8 (360.6) 20.9
FERRELLGAS-LP FGP US 1,572.3 (111.6) 9.9
FERRELLGAS-LP FEG GR 1,572.3 (111.6) 9.9
FMSA HOLDINGS IN FMSAEUR EU 1,375.5 (82.0) 232.3
FMSA HOLDINGS IN FM1 TH 1,375.5 (82.0) 232.3
FMSA HOLDINGS IN FMSA US 1,375.5 (82.0) 232.3
FMSA HOLDINGS IN FM1 GR 1,375.5 (82.0) 232.3
FREESCALE SEMICO FSL US 3,306.0 (3,593.0) 1,333.0
FREESCALE SEMICO 1FS GR 3,306.0 (3,593.0) 1,333.0
FREESCALE SEMICO 1FS TH 3,306.0 (3,593.0) 1,333.0
FRESHPET INC FRPT US 74.5 (34.2) 1.2
GAMING AND LEISU GLPI US 2,581.7 (72.9) (41.1)
GAMING AND LEISU 2GL GR 2,581.7 (72.9) (41.1)
GENCORP INC GY US 1,749.7 (48.5) 70.2
GENCORP INC GCY TH 1,749.7 (48.5) 70.2
GENCORP INC GCY GR 1,749.7 (48.5) 70.2
GENTIVA HEALTH GHT GR 1,250.6 (285.7) 112.2
GENTIVA HEALTH GTIV US 1,250.6 (285.7) 112.2
GLG PARTNERS INC GLG US 400.0 (285.6) 156.9
GLG PARTNERS-UTS GLG/U US 400.0 (285.6) 156.9
GOLD RESERVE INC GDRZF US 29.9 (4.2) 9.9
GOLD RESERVE INC GRZ CN 29.9 (4.2) 9.9
GRAHAM PACKAGING GRM US 2,947.5 (520.8) 298.5
HCA HOLDINGS INC 2BH GR 29,825.0 (6,018.0) 2,895.0
HCA HOLDINGS INC 2BH TH 29,825.0 (6,018.0) 2,895.0
HCA HOLDINGS INC HCA US 29,825.0 (6,018.0) 2,895.0
HD SUPPLY HOLDIN HDS US 6,714.0 (701.0) 1,438.0
HD SUPPLY HOLDIN 5HD GR 6,714.0 (701.0) 1,438.0
HERBALIFE LTD HLF US 2,364.5 (420.6) 508.8
HERBALIFE LTD HLFEUR EU 2,364.5 (420.6) 508.8
HERBALIFE LTD HOO GR 2,364.5 (420.6) 508.8
HOVNANIAN ENT-A HOV US 1,893.7 (443.1) 1,107.3
HOVNANIAN ENT-B HOVVB US 1,893.7 (443.1) 1,107.3
HOVNANIAN-A-WI HOV-W US 1,893.7 (443.1) 1,107.3
HUBSPOT INC 096 GR 52.1 (5.3) (22.1)
HUBSPOT INC HUBS US 52.1 (5.3) (22.1)
HUGHES TELEMATIC HUTCU US 110.2 (101.6) (113.8)
IHEARTMEDIA INC IHRT US 14,752.2 (9,315.2) 1,225.6
INCYTE CORP INCY US 785.3 (89.6) 538.0
INCYTE CORP ICY GR 785.3 (89.6) 538.0
INCYTE CORP ICY TH 785.3 (89.6) 538.0
INFOR US INC LWSN US 6,778.1 (460.0) (305.9)
IPCS INC IPCS US 559.2 (33.0) 72.1
ISTA PHARMACEUTI ISTA US 124.7 (64.8) 2.2
JUST ENERGY GROU JE US 1,511.6 (169.0) 230.1
JUST ENERGY GROU 1JE GR 1,511.6 (169.0) 230.1
JUST ENERGY GROU JE CN 1,511.6 (169.0) 230.1
L BRANDS INC LB US 6,870.0 (503.0) 1,119.0
L BRANDS INC LTD GR 6,870.0 (503.0) 1,119.0
L BRANDS INC LTD TH 6,870.0 (503.0) 1,119.0
LEAP WIRELESS LWI GR 4,662.9 (125.1) 346.9
LEAP WIRELESS LWI TH 4,662.9 (125.1) 346.9
LEAP WIRELESS LEAP US 4,662.9 (125.1) 346.9
LEE ENTERPRISES LEE US 828.2 (165.0) (26.0)
LORILLARD INC LLV GR 3,275.0 (2,155.0) 918.0
LORILLARD INC LLV TH 3,275.0 (2,155.0) 918.0
LORILLARD INC LO US 3,275.0 (2,155.0) 918.0
MANNKIND CORP NNF1 TH 386.8 (40.7) (26.7)
MANNKIND CORP NNF1 GR 386.8 (40.7) (26.7)
MANNKIND CORP MNKD US 386.8 (40.7) (26.7)
MARRIOTT INTL-A MAQ GR 6,847.0 (1,842.0) (1,186.0)
MARRIOTT INTL-A MAQ QT 6,847.0 (1,842.0) (1,186.0)
MARRIOTT INTL-A MAQ TH 6,847.0 (1,842.0) (1,186.0)
MARRIOTT INTL-A MAR US 6,847.0 (1,842.0) (1,186.0)
MDC PARTNERS-A MDZ/A CN 1,707.3 (86.7) (256.5)
MDC PARTNERS-A MD7A GR 1,707.3 (86.7) (256.5)
MDC PARTNERS-A MDCA US 1,707.3 (86.7) (256.5)
MERITOR INC AID1 GR 2,810.0 (527.0) 373.0
MERITOR INC MTOR US 2,810.0 (527.0) 373.0
MERRIMACK PHARMA MP6 GR 129.8 (77.1) 13.0
MERRIMACK PHARMA MACK US 129.8 (77.1) 13.0
MICHAELS COS INC MIK US 1,716.0 (2,734.0) 493.0
MICHAELS COS INC MIM GR 1,716.0 (2,734.0) 493.0
MONEYGRAM INTERN MGI US 4,600.2 (157.2) 87.1
MORGANS HOTEL GR M1U GR 684.8 (211.2) 124.9
MORGANS HOTEL GR MHGC US 684.8 (211.2) 124.9
MOXIAN CHINA INC MOXC US 4.9 (1.2) (4.0)
MPG OFFICE TRUST 1052394D US 1,280.0 (437.3) -
NATIONAL CINEMED NCMI US 993.6 (200.2) 51.8
NATIONAL CINEMED XWM GR 993.6 (200.2) 51.8
NAVISTAR INTL IHR TH 7,702.0 (4,046.0) 1,126.0
NAVISTAR INTL NAV US 7,702.0 (4,046.0) 1,126.0
NAVISTAR INTL IHR GR 7,702.0 (4,046.0) 1,126.0
NORTHWEST BIO NWBO US 12.6 (29.9) (30.0)
NORTHWEST BIO NBYA GR 12.6 (29.9) (30.0)
OMEROS CORP 3O8 GR 41.0 (10.6) 26.8
OMEROS CORP OMER US 41.0 (10.6) 26.8
OMTHERA PHARMACE OMTH US 18.3 (8.5) (12.0)
PALM INC PALM US 1,007.2 (6.2) 141.7
PHILIP MORRIS IN PM FP 35,401.0 (8,677.0) (356.0)
PHILIP MORRIS IN 4I1 TH 35,401.0 (8,677.0) (356.0)
PHILIP MORRIS IN PM US 35,401.0 (8,677.0) (356.0)
PHILIP MORRIS IN 4I1 GR 35,401.0 (8,677.0) (356.0)
PHILIP MORRIS IN PM1CHF EU 35,401.0 (8,677.0) (356.0)
PHILIP MORRIS IN PM1 TE 35,401.0 (8,677.0) (356.0)
PHILIP MORRIS IN PMI SW 35,401.0 (8,677.0) (356.0)
PHILIP MORRIS IN 4I1 QT 35,401.0 (8,677.0) (356.0)
PHILIP MORRIS IN PM1EUR EU 35,401.0 (8,677.0) (356.0)
PLAYBOY ENTERP-A PLA/A US 165.8 (54.4) (16.9)
PLAYBOY ENTERP-B PLA US 165.8 (54.4) (16.9)
PLY GEM HOLDINGS PGEM US 1,304.9 (73.5) 238.9
PLY GEM HOLDINGS PG6 GR 1,304.9 (73.5) 238.9
PROTALEX INC PRTX US 0.8 (9.1) 0.4
PROTECTION ONE PONE US 562.9 (61.8) (7.6)
PROTEON THERAPEU PRTO US 27.1 14.6 19.9
QUALITY DISTRIBU QLTY US 445.6 (35.6) 115.6
QUALITY DISTRIBU QDZ GR 445.6 (35.6) 115.6
QUINTILES TRANSN Q US 3,106.7 (536.2) 511.8
QUINTILES TRANSN QTS GR 3,106.7 (536.2) 511.8
RADNET INC PQIA GR 738.4 (2.8) 60.7
RADNET INC RDNT US 738.4 (2.8) 60.7
RAYONIER ADV RYQ GR 1,246.3 (13.4) 167.3
RAYONIER ADV RYAM US 1,246.3 (13.4) 167.3
REGAL ENTERTAI-A RETA GR 2,553.5 (755.1) 6.5
REGAL ENTERTAI-A RGC US 2,553.5 (755.1) 6.5
REGAL ENTERTAI-A RGC* MM 2,553.5 (755.1) 6.5
RELMADA THERAPEU RLMD US 0.0 (0.0) (0.0)
RENAISSANCE LEA RLRN US 57.0 (28.2) (31.4)
RENTPATH INC PRM US 208.0 (91.7) 3.6
REVLON INC-A REV US 1,912.6 (570.6) 300.9
REVLON INC-A RVL1 GR 1,912.6 (570.6) 300.9
RITE AID CORP RAD US 6,959.3 (1,906.5) 1,783.1
RITE AID CORP RTA TH 6,959.3 (1,906.5) 1,783.1
RITE AID CORP RTA GR 6,959.3 (1,906.5) 1,783.1
ROCKWELL MEDICAL RWM TH 25.9 (3.9) 6.4
ROCKWELL MEDICAL RWM GR 25.9 (3.9) 6.4
ROCKWELL MEDICAL RMTI US 25.9 (3.9) 6.4
RURAL/METRO CORP RURL US 303.7 (92.1) 72.4
RYERSON HOLDING RYI US 2,001.1 (108.5) 734.8
RYERSON HOLDING 7RY GR 2,001.1 (108.5) 734.8
SALLY BEAUTY HOL S7V GR 1,983.6 (362.8) 616.8
SALLY BEAUTY HOL SBH US 1,983.6 (362.8) 616.8
SBA COMM CORP-A SBAC US 7,809.0 (297.6) (671.8)
SBA COMM CORP-A SBJ TH 7,809.0 (297.6) (671.8)
SBA COMM CORP-A SBJ GR 7,809.0 (297.6) (671.8)
SILVER SPRING NE 9SI TH 534.3 (111.7) 83.2
SILVER SPRING NE 9SI GR 534.3 (111.7) 83.2
SILVER SPRING NE SSNI US 534.3 (111.7) 83.2
SIRIUS XM CANADA SIICF US 329.4 (87.2) (161.7)
SIRIUS XM CANADA XSR CN 329.4 (87.2) (161.7)
SPARK ENERGY-A SPKE US 86.5 (0.9) (9.4)
SPORTSMAN'S WARE 06S GR 292.3 (44.5) 76.1
SPORTSMAN'S WARE SPWH US 292.3 (44.5) 76.1
SUPERVALU INC SVU* MM 4,486.0 (634.0) 92.0
SUPERVALU INC SVU US 4,486.0 (634.0) 92.0
SUPERVALU INC SJ1 TH 4,486.0 (634.0) 92.0
SUPERVALU INC SJ1 GR 4,486.0 (634.0) 92.0
THERAVANCE HVE GR 553.7 (193.1) 237.4
THERAVANCE THRX US 553.7 (193.1) 237.4
TOWN SPORTS INTE CLUB US 412.2 (55.1) 25.1
TRANSDIGM GROUP TDG US 6,711.0 (1,591.5) 1,073.0
TRANSDIGM GROUP T7D GR 6,711.0 (1,591.5) 1,073.0
TRAVELPORT WORLD TVPT US 3,016.0 (1,069.0) (262.0)
TRAVELPORT WORLD 1TW TH 3,016.0 (1,069.0) (262.0)
TRAVELPORT WORLD 1TW GR 3,016.0 (1,069.0) (262.0)
TRINET GROUP INC TNET US 1,333.0 (36.7) 70.3
TRINET GROUP INC TN3 GR 1,333.0 (36.7) 70.3
TRUPANION INC TPW GR 48.8 (7.3) 3.8
TRUPANION INC TRUP US 48.8 (7.3) 3.8
UNISYS CORP USY1 TH 2,279.4 (521.2) 343.9
UNISYS CORP UISEUR EU 2,279.4 (521.2) 343.9
UNISYS CORP USY1 GR 2,279.4 (521.2) 343.9
UNISYS CORP UIS US 2,279.4 (521.2) 343.9
UNISYS CORP UISCHF EU 2,279.4 (521.2) 343.9
UNISYS CORP UIS1 SW 2,279.4 (521.2) 343.9
VECTOR GROUP LTD VGR US 1,643.4 (7.9) 561.5
VECTOR GROUP LTD VGR QT 1,643.4 (7.9) 561.5
VECTOR GROUP LTD VGR GR 1,643.4 (7.9) 561.5
VENOCO INC VQ US 736.8 (139.5) (777.3)
VERISIGN INC VRS QT 2,207.4 (748.8) (326.3)
VERISIGN INC VRSN US 2,207.4 (748.8) (326.3)
VERISIGN INC VRS TH 2,207.4 (748.8) (326.3)
VERISIGN INC VRS GR 2,207.4 (748.8) (326.3)
VERIZON TELEMATI HUTC US 110.2 (101.6) (113.8)
VIRGIN MOBILE-A VM US 307.4 (244.2) (138.3)
WEIGHT WATCHERS WW6 GR 1,558.3 (1,357.7) 60.6
WEIGHT WATCHERS WW6 TH 1,558.3 (1,357.7) 60.6
WEIGHT WATCHERS WTWEUR EU 1,558.3 (1,357.7) 60.6
WEIGHT WATCHERS WTW US 1,558.3 (1,357.7) 60.6
WEST CORP WT2 GR 3,929.2 (684.9) 284.7
WEST CORP WSTC US 3,929.2 (684.9) 284.7
WESTMORELAND COA WLB US 1,578.5 (264.3) 101.2
WESTMORELAND COA WME GR 1,578.5 (264.3) 101.2
XERIUM TECHNOLOG XRM US 611.2 (51.2) 102.1
XERIUM TECHNOLOG TXRN GR 611.2 (51.2) 102.1
XOMA CORP XOMA TH 89.9 (7.6) 45.9
XOMA CORP XOMA GR 89.9 (7.6) 45.9
XOMA CORP XOMA US 89.9 (7.6) 45.9
YRC WORLDWIDE IN YEL1 TH 2,046.6 (361.2) 195.9
YRC WORLDWIDE IN YEL1 GR 2,046.6 (361.2) 195.9
YRC WORLDWIDE IN YRCW US 2,046.6 (361.2) 195.9
*********
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, Psyche A. Castillon, 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 202-362-8552.
*** End of Transmission ***