/raid1/www/Hosts/bankrupt/TCR_Public/141216.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, December 16, 2014, Vol. 18, No. 349
Headlines
4L TECHNOLOGIES: S&P Affirms 'B+' CCR & Revises Outlook to Neg.
ALCO STORES: Can Hire DLA Piper as Bankruptcy Counsel
ALCO STORES: Can Tap DTBA to Provide Michael Juniper as CRO
ALLONHILL LLC: Dec. 18 Hearing on Claims Bar Date Motion
ALLONHILL LLC: Files Supplemental Application on W&C Hiring
AMERICAN HOMEPATIENT: Taps Jefferies to Explore Possible Sale
ASHLEY RIVER: Voluntary Chapter 11 Case Summary
BALTIMORE HOTEL: S&P Lowers Rating on $247.5MM Bonds to 'BB-'
BAPTIST HOME: Seeks to Pay Undisputed Amount Owed to U.S. Bank
BASS PRO: S&P Puts 'BB-' CCR on CreditWatch Negative
BELDEN INC: S&P Affirms 'BB' Corp. Credit Rating; Outlook Stable
BENDING LAKE: Public Sale Slated for February 2015
BIOMBO INC: Case Summary & Unsecured Creditor
BRUSH CREEK: Parties Seek Revision to Latest Plan Disclosures
CAESARS ENTERTAINMENT: Lenders Say Oral Agreement Reached
CAI INTERNATIONAL: Case Summary & 20 Largest Unsecured Creditors
CENTRUS ENERGY: $418.9MM Net Income Driven by Net Reorg. Items
CHOICE ATM: Voluntary Chapter 11 Case Summary
CLINE MINING: Jan. 29 Hearing on U.S. Chapter 15 Recognition Bid
CLUBCREATE INC: Case Summary & 5 Largest Unsecured Creditors
COUTURE HOTEL: Amends Schedules of Assets and Liabilities
COUTURE HOTEL Court Amends Final OK to Use Cash Collateral
CRAILAR TECHNOLOGIES: Recurring Losses Raises Going Concern Doubt
CRYOPORT INC: Reports $1.38-Mil. Net Loss for Q3 of 2014
DB REALTY: Voluntary Chapter 11 Case Summary
DEB STORES: Seeks to Employ Pachulski as Bankruptcy Counsel
DEB STORES: Has Authority to Tap Epiq as Claims & Noticing Agent
DEB STORES: Seeks Limit to Committee's Info Access
DEB STORES: Court Issues Joint Administration Order
DELIA*S INC: Has Interim Authority to Tap $20MM in DIP Loans
DELIA*S INC: U.S. Trustee Names 7 Members to Creditors' Committee
DELIA*S INC: Taps Prime Clerk as Claims & Noticing Agent
DELTA AIR: S&P Lowers Rating on Class B Certificates to 'BB+'
DENBURY RESOURCES: S&P Affirms 'BB' CCR; Outlook Stable
DENDREON CORP: Creditors Demand Changes to Settlement
DIOCESE OF HELENA: Can Hire Bettinelli as Abuse Claims Reviewer
EMERALD INVESTMENTS: Voluntary Chapter 11 Case Summary
ENDEAVOUR INT'L: U.S. Trustee Names 3 Members to Creditors' Panel
ENDEAVOUR INT'L: Committee Says Disclosure Statement Deficient
EVERGREEN TANK: S&P Withdraws 'B-' CCR, Off Watch Positive
FIRED UP: Gets Final OK to Incur $1.8MM Financing from Prosperity
FUWEI FILMS: Receives NASDAQ Notice of Bid Price Deficiency
GBG RANCH: Bankr. Examiner Can Tap Lain Faulkner as Accountants
GERALD CHAMPION: S&P Revises Outlook & Affirms 'B+' Rating
GFL ENVIRONMENTAL: S&P Lowers CCR to 'B' on Weaker Credit Metrics
GLOBEIMMUNE INC: Expects Losses to Expand in Coming Years
GOLDEN PHOENIX: Needs Add'l Funds to Complete Acquisitions
GOOSECREEK LLC: Case Summary & 20 Largest Unsecured Creditors
GT ADVANCED: Wins Approval of Settlement With Apple
HINTO ENERGY: Has $443K Net Loss for Third Quarter
HRK HOLDINGS: Seeks Approval to Extend DIP Financing to March 31
HRK HOLDINGS: Has Until Feb. 4 to File Chapter 11 Plan
IHEARTCOMMUNICATIONS INC: Fitch Keeps CCC IDR Over Proposed Sale
JONES SODA: Execution Uncertainty Raises Going Concern Doubt
KIOR INC: To Auction Substantially All of Its Assets on Jan. 9
KLEEN ENERGY: Fitch Affirms 'BB' Rating on $730MM Loans
LDK SOLAR: Can File Schedules of Assets & Debt Thru Dec. 31
LEHMAN BROTHERS: Trustee Appeals Barclays Ruling to Supreme Court
LIBERTY MUTUAL: Fitch Affirms 'BB' Rating on 3 Note Classes
MENDOCINO COAST: S&P Puts 'CCC' Rating on CreditWatch Negative
NEW YORK CITY OPERA: Investors Have a Deal for Ticketholders
PEACHTREE QUALITY: A.M. Best Lowers Fin. Strength Rating to 'C++'
PENN TREATY: Commissioner Files 2nd Amended Plan
PETAQUILLA: Has Until Jan. 26 to Meet TSX Listing Requirements
PLAYA HERMOSA: Fails to Get Extension of Schedules Deadline
PLAYA HERMOSA: Jan. 20 Hearing on Case Dismissal/Conversion Bid
PLENARY PROPERTIES: S&P Lowers Subordinated Debt Rating to 'BB-'
PRECISION MEDICAL: Petitioning Creditors Want Ch. 11 Trustee
REGENT PARK: Taps Husch Blackwell as Bankruptcy Counsel
REVSTONE INDUSTRIES: Files Ch. 11 Reorganization Plan
ROCK CREEK: Has Six Months to Regain Nasdaq Listing Compliance
ROSEVILLE SENIOR: Has Until March 27 to File Reorganization Plan
SAMSON INVESTMENT: Moody's Lowers Corporate Family Rating to B3
SARKIS INVESTMENTS: Court Okays Agreement With MSCI and GA Keen
SOUTHWEST HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
STANDARD PACIFIC: Fitch Affirms 'B+' Issuer Default Rating
SUMMIT STREET: Files Schedules of Assets and Liabilities
SUMMIT STREET: Section 341(a) Meeting Slated for Dec. 30
TEXOMA PEANUT: Files Schedules of Assets and Liabilities
TIM HORTONS: DBRS Lowers Issuer Rating to 'BB(low)'
TWINS ELECTRIC: Voluntary Chapter 11 Case Summary
UNIVERSAL AMERICAN: A.M. Best Affirms 'bb' Issuer Credit Rating
WOODSIDE HOMES: Fitch Withdraws 'B' Issuer Default Rating
* Fitch Says Lower Auto Sector Median Shows Deep Sector Distress
* S&P Applies Revised Criteria to 27 U.S. Finance Companies
* US Auto Cos Had Lower Reorganization Multiples, Fitch Says
* Large Companies With Insolvent Balance Sheets
*********
4L TECHNOLOGIES: S&P Affirms 'B+' CCR & Revises Outlook to Neg.
---------------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'B+'
corporate credit rating on Hoffman Estates, Ill.-based 4L
Technologies Inc. and revised the outlook to negative from stable.
At the same time, S&P affirmed its 'B+' issue-level rating on the
company's $760 million senior secured term loan due 2020 and $65
million revolving credit facility due 2019. The recovery rating
remains '3', indicating S&P's expectation for meaningful (50% to
70%, at the low end of the range) recovery in the event of payment
default.
"The outlook revision on 4L reflects weak operating performance
during the quarter ended Sept. 30, 2014, mostly related to higher-
than-expected costs in its wireless segment, and as a result, we
expect leverage to increase to the 6x area over the next few
quarters," said Standard & Poor's credit analyst Christian Frank.
The company has partially mitigated these issues through a
contract renegotiation ,and S&P do not expect other one-time items
to recur; S&P believes 4L can reduce leverage below 5x in 2015.
However, another unexpected operating event, similar to those that
have occurred in 2014, could prelude the company from reducing
leverage in 2015.
The negative outlook on 4L reflects lower-than-expected
profitability in the company's wireless and imaging segments,
which has resulted in leverage in excess of 5x.
S&P could lower the rating if revenue growth and profitability
improvements expected in 2015 do not materialize, or if the
company pursues debt-financed acquisitions or shareholder returns,
such that leverage remains above 5x on a sustained basis.
S&P could revise the outlook to stable if a rebound in operating
performance from low 2014 levels allows the company to reestablish
leverage below 5x.
ALCO STORES: Can Hire DLA Piper as Bankruptcy Counsel
-----------------------------------------------------
ALCO Stores, Inc. and its debtor affiliates sought and obtained
authority from the U.S. Bankruptcy Court for the Northern District
of Texas to employ DLA Piper LLP (US) as their bankruptcy counsel,
effective as of the Oct. 12, 2014 petition date.
As counsel, DLA Piper is expected to provide these services:
(a) Advise the Debtors with respect to their powers and
duties as debtors and debtors-in-possession in the
continued management and operation of their businesses and
properties;
(b) Attend meetings and negotiate with representatives of
creditors and other parties-in-interest and advise and
consult on the conduct of the cases, including all of
the legal and administrative requirements of operating in
Chapter 11; and
(c) Take all necessary action to protect and preserve the
Debtors' estates, including the prosecution of actions on
behalf of the Debtors' estates, the defense of any actions
commenced against those estates, negotiations concerning
litigation in which the Debtors may be involved, and
objections to claims filed against the estates.
DLA Piper will be paid for its services at these hourly rates:
Professional Hourly Rate
------------ -----------
John Altorelli, Partner $995
Thomas R. Califano, Partner $950
Patrick B. Costello, Partner $855
Vincent J. Slusher, Partner $745
Kaitlin Edelman, Associate $435
Daniel G. Egan, Associate $725
Daniel M. Simon, Associate $650
Andrew Zollinger, Associate $585
Sherry Faulkner, Paralegal $245
DLA Piper will also be reimbursed for reasonable out-of-pocket
expenses incurred.
For the year prior to the Petition Date, DLA Piper received
payments totaling $3,221,812.50, which amount covers fees for
professional services rendered and expenses incurred in connection
with all matters performed pursuant to the Engagement Agreement.
On Sept. 8, 2014, the Debtors provided DLA Piper with $500,000
as an advance payment retainer. Thereafter, the Debtors provided
DLA Piper with additional advance payment retainer fundings of
$750,000 on Sept. 29, 2014 and $150,000 on Oct. 10, 2014, for an
aggregate advance payment retainer held by DLA Piper of
$1,400,000.
Thomas R. Califano, member of DLA Piper, assures the Court that
the Firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.
DLA Piper can be reached at:
Thomas R. Califano, Esq.
DLA PIPER LLP (US)
1251 Avenue of the Americas
New York, NY 10020
Tel: (212) 335-4500
Fax: (212) 335-4501
E-mail: thomas.califano@dlapiper.com
About ALCO Stores
ALCO Stores, Inc., operates 198 stores in 23 states throughout the
central United States. Alco offers 35,000 items at its stores,
which are located at smaller markets usually not served by other
regional or national broad line retail chains. The company was
founded in 1901 as a general merchandising operation in Abilene,
Kansas.
ALCO is a public company, and its common stock is quoted on the
NASDAQ National Market tier of the NASDAQ Stock Market under the
ticker symbol "ALCS."
ALCO Stores and ALCO Holdings LLC sought Chapter 11 bankruptcy
protection (Bankr. N.D. Tex. Lead Case No. 14-34941) in Dallas,
Texas, on Oct. 12, 2014, with plans to let liquidators conduct
store closing sales or sell the business to a going-concern buyer.
Judge Stacey G. Jernigan presides over the Chapter 11 cases.
The Debtors have DLA Piper LLP (US) as counsel, Houlihan Lokey
Capital, Inc., as financial advisor, and Prime Clerk LLC as claims
and noticing agent. Michael Moore has been named consultant to
the Debtors.
As of July 2014, ALCO Stores had assets totaling $222 million and
liabilities totaling $162 million. The bulk of the liabilities
was total debt outstanding under a credit facility with Wells
Fargo Bank, National Association, of which the aggregate
outstanding was $104.2 million as of the Petition Date.
The U.S. Trustee for Region 6 appointed seven creditors to serve
in the official committee of unsecured creditors of ALCO Stores,
Inc. The Law Office of Judith W. Ross serves as local counsel to
the Committee. Cooley LLP is retained as lead counsel.
ALCO STORES: Can Tap DTBA to Provide Michael Juniper as CRO
-----------------------------------------------------------
ALCO Stores, Inc. and its debtor affiliates sought and obtained
authority from the U.S. Bankruptcy Court for the Northern District
of Texas to employ Deloitte Transactions and Business Analytics
LLP (DTBA) and to provide Michael Juniper as chief restructuring
officer, nunc pro tunc to the Oct. 12, 2014 petition date.
DTBA has agreed to provide other employees of DTBA, including Rob
Carringer as engagement principal as necessary to support Mr.
Juniper and the Debtors' existing management team in their
restructuring efforts during these Chapter 11 Cases.
Under the Engagement Letter, DTBA staff has assumed, or will
assume, certain positions within the Debtors' businesses.
Specifically, Mr. Juniper will serve as the CRO of the Debtors,
and will report to the Debtors' Chief Executive Officer and the
Board of Directors and direct the Debtors' reorganization. Mr.
Juniper will work on a collaborative basis with the Debtors' CEO,
Chief Financial Officer and other senior executives of the Debtors
to identify, develop and implement strategies related to the
Debtors' business plan and related matters.
The duties of the Engagement Personnel will include, but are not
limited to::
(a) Assess the Debtors' current business plan and operations
to identify areas of opportunity, including, but not
limited to, 13-week cash forecasting and debtor-in-
possession loan reporting, potential profitability,
ongoing cash requirements, profit center contributions and
break-even levels, preparation of weekly variance report,
reviewing and signing weekly borrowing base certificates,
assisting in preparation of daily inventory roll forward;
(b) Assist in developing the Debtors' financial and
operational turnaround strategy, bankruptcy strategies and
associated activities for the Board's input and approval;
and
(c) Assist with the implementation of the Debtors' Board-
approved financial and operational turnaround strategy;
DTBA will be paid for its services at these hourly rates:
Personnel Hourly Rate
--------- -----------
Michael Juniper $450
Rob Carringer $650
Principal/Partner $650
Senior Vice President $450-$475
Vice President $400-$425
Senior Consultant $325-$375
DTBA will also be reimbursed for reasonable out-of-pocket expenses
incurred.
Michael Juniper, senior vice president of DTBA, assures the Court
that the firm is a "disinterested person" as the term is defined
in Section 101(14) of the Bankruptcy Code and does not represent
any interest adverse to the Debtors and their estates.
DTBA can be reached at:
DELOITTE TRANSACTIONS AND BUSINESS ANALYTICS LLP
Michael Juniper
JPMorgan Chase Tower
2200 Ross Avenue, Suite 1600
Dallas, TX 75201
Tel: (214) 840-7000
About ALCO Stores
ALCO Stores, Inc., operates 198 stores in 23 states throughout the
central United States. Alco offers 35,000 items at its stores,
which are located at smaller markets usually not served by other
regional or national broad line retail chains. The company was
founded in 1901 as a general merchandising operation in Abilene,
Kansas.
ALCO is a public company, and its common stock is quoted on the
NASDAQ National Market tier of the NASDAQ Stock Market under the
ticker symbol "ALCS."
ALCO Stores and ALCO Holdings LLC sought Chapter 11 bankruptcy
protection (Bankr. N.D. Tex. Lead Case No. 14-34941) in Dallas,
Texas, on Oct. 12, 2014, with plans to let liquidators conduct
store closing sales or sell the business to a going-concern buyer.
Judge Stacey G. Jernigan presides over the Chapter 11 cases.
The Debtors have DLA Piper LLP (US) as counsel, Houlihan Lokey
Capital, Inc., as financial advisor, and Prime Clerk LLC as claims
and noticing agent. Michael Moore has been named consultant to
the Debtors.
As of July 2014, ALCO Stores had assets totaling $222 million and
liabilities totaling $162 million. The bulk of the liabilities
was total debt outstanding under a credit facility with Wells
Fargo Bank, National Association, of which the aggregate
outstanding was $104.2 million as of the Petition Date.
The U.S. Trustee for Region 6 appointed seven creditors to serve
in the official committee of unsecured creditors of ALCO Stores,
Inc. The Law Office of Judith W. Ross serves as local counsel to
the Committee. Cooley LLP is retained as lead counsel.
ALLONHILL LLC: Dec. 18 Hearing on Claims Bar Date Motion
--------------------------------------------------------
The Bankruptcy Court will convene a hearing on Dec. 18, 2014, at
11:00 a.m., to consider Allonhill LLC's motion to establish
deadlines for filing proofs of claim against the Debtor for claims
that arose prior to March 26, 2014.
The Debtor is requesting that:
a. the first business day that is at least 30 days after the
service of the notice of entry of order establishing bar dates for
filing proofs of claim at 11:59 p.m. will be the date by which
everyone, including governmental units, that holds a claim against
the Debtor that arose prior to the Petition Date must file a proof
of claim;
b. if the Debtor files an amendment to its schedules of
liabilities after the service date, and such amendment (a) reduces
the undisputed noncontingent and liquidated amount of a claimant's
claim, (b) changes the nature or characterization of a claimant's
claim, or (c) adds a new claim with respect to a claimant to the
Schedules, such claimant must file a proof of claim with respect
to such amended claim by the later of (i) the claims bar date or
(ii) 11:59 p.m. on the date that is 21 days after service of a
notice on such affected claimant of the Amendment; and
c. The later of (i) the claims bar date, (ii) 21 days after
entry of any order authorizing the rejection of an executory
contract or unexpired lease, or (iii) the date set forth in an
order authorizing rejection of an executory contract or unexpired
lease, will be the deadline by which the contract counterparty
to such rejected agreement must file a proof of claim for claims
relating to the rejection of the executory contract or unexpired
lease.
About Allonhill LLC
Allonhill LLC, a professional services firm based in Denver,
Colorado, that previously provided loan due diligence and credit
risk management services for institutions that invest in, sell,
securitize or service mortgage loans, sought protection under
Chapter 11 of the Bankruptcy Code on March 26, 2014. The case is
In re Allonhill, LLC, Case No. 14-bk-10663 (Bankr. D. Del.).
The Debtor's General Counsel is HOGAN LOVELLS US LLP. The
Debtor's Local Counsel is Neil B. Glassman, Esq., Justin R.
Alberto, Esq., and Evan T. Miller, Esq., at BAYARD, P.A., in
Wilmington, Delaware. Upshot Services LLC serves as the Debtor's
Claims and Noticing Agent.
The Debtor disclosed $19,205,062 in assets and $32,918,294 in
liabilities as of the Chapter 11 filing.
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 case of Allonhill, LLC.
The U.S. Trustee explained that there were insufficient response
to the communication/contact for service on the committee.
ALLONHILL LLC: Files Supplemental Application on W&C Hiring
-----------------------------------------------------------
The Bankruptcy Court will convene a hearing on Dec. 18, 2014, at
11:00 a.m., to consider Allonhill LLC's supplemental application
to employ William & Connolly LLP as special appellate counsel.
As reported in the July 16, 2014, the Debtor had won approval of
the original application to employ W&C as special appellate
counsel.
According to the supplemental application, W&C's services will
only encompass these specified purposes, or relate to the
administration of the Debtor's estate to the extent they are
within these specified purposes and only to the extent non-
duplicative of the services authorized to be provided by Hogan
Lovells, Bayard, P.A., or Haddon, Morgan and Foreman, P.C.:
a. advising the Debtor in connection with the legal aspects of
the appeal;
b. prepare on behalf of the Debtor, all necessary briefs,
motions, applications, orders, reports and other papers in
connection with the appeal;
c. represent the Debtor at hearings and oral argument on the
appeal, and protecting the interest of the Debtor; and
d. perform any other necessary legal services in connection
with the prosecution of the appeal.
To the best of the Debtor's knowledge, W&C is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
About Allonhill LLC
Allonhill LLC, a professional services firm based in Denver,
Colorado, that previously provided loan due diligence and credit
risk management services for institutions that invest in, sell,
securitize or service mortgage loans, sought protection under
Chapter 11 of the Bankruptcy Code on March 26, 2014. The case is
In re Allonhill, LLC, Case No. 14-bk-10663 (Bankr. D. Del.).
The Debtor's General Counsel is HOGAN LOVELLS US LLP. The
Debtor's Local Counsel is Neil B. Glassman, Esq., Justin R.
Alberto, Esq., and Evan T. Miller, Esq., at BAYARD, P.A., in
Wilmington, Delaware. Upshot Services LLC serves as the Debtor's
Claims and Noticing Agent.
The Debtor disclosed $19,205,062 in assets and $32,918,294 in
liabilities as of the Chapter 11 filing.
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 case of Allonhill, LLC.
The U.S. Trustee explained that there were insufficient response
to the communication/contact for service on the committee.
AMERICAN HOMEPATIENT: Taps Jefferies to Explore Possible Sale
-------------------------------------------------------------
The Deal reports that American HomePatient, Inc., has retained
Jefferies & Co. to explore the possible sale of the respiratory
health care company.
Emily Kubis at Nashvillepost.com recalls that the Company has
reportedly continued to face reimbursement pressures related to
Medicare policy changes for respiratory therapies and other
declines in revenue. According to Nashvillepost.com, the Company
went private four years ago after falling behind on more than $200
million in debt after it exited Chapter 11 bankruptcy in 2003.
About American HomePatient
Brentwood, Tenn.-based American HomePatient, Inc. (OTC BB: AHOM)
-- http://www.ahom.com/-- is a home health care provider with
operations in 33 states. Its product and service offerings
include respiratory services, infusion therapy, parenteral and
enteral nutrition, and medical equipment for patients in their
home.
ASHLEY RIVER: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Ashley River Consulting, LLC
PO Box 2129
16 River Street
Norwalk, CT 06852
Case No.: 14-13406
Chapter 11 Petition Date: December 15, 2014
Court: United States Bankruptcy Court
Southern District of New York (Manhattan)
Judge: Hon. Martin Glenn
Debtor's Counsel: David Y. Wolnerman, Esq.
WHITE & WOLNERMAN, PLLC
110 E. 59th Street, 25th Floor
New York, NY 10022
Tel: 212-308-0603
Email: dwolnerman@wwlawgroup.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by David A. Thomas, manager.
The Debtor did not file a list of its largest unsecured creditors
when it filed the petition.
BALTIMORE HOTEL: S&P Lowers Rating on $247.5MM Bonds to 'BB-'
-------------------------------------------------------------
Standard & Poor's Rating Services said it lowered its senior
secured issue credit rating to 'BB-' from 'BB+' on Baltimore Hotel
Corp.'s $247.5 million senior secured revenue bonds series 2006A
due Sept. 1, 2039 and $51.47 million senior secured revenue bonds
due 2039. The ratings are removed from CreditWatch with negative
implications, where S&P placed them on Sept. 22, 2014. At the
same time, S&P is affirming its 'BB-'issue credit rating on the
project's $53.44 million second-lien bonds series 2006B due
Sept. 1, 2039. The outlook is stable on both ratings. In
addition, S&P is withdrawing its '3' and '6' recovery ratings.
The downgrade reflects the structural weakness in the cash
waterfall under the indenture that has the subordinated debt
service reserve funds being replenished before the senior debt
service reserve funds.
"When this occurs, our revised criteria require that the ratings
on the two tranches of debt be equalized and we use the total debt
for determining the debt service coverage ratio," said Standard &
Poor's credit analyst Jayne Ross.
The hotel's operational profile remains unchanged. S&P's 'BB-'
senior secured and subordinate issue credit ratings reflect its
view that the hotel project benefits from its adjacency to the
Baltimore Convention Center, its stable cash flow and liquidity,
an experienced hotel operator in Hilton Worldwide Holdings Inc.,
the additional security of the site-specific hotel and city-wide
occupancy tax revenues, and its improving performance. These
factors are offset by the hospitality sector's highly cyclical and
competitive nature. Financial performance includes S&P's
expectation that the combined debt service coverage ratio (DSCR)
will remain in the 1.33x area.
Baltimore Hotel is a 757-room convention center hotel under the
Hilton Hotels brand that has been in operation since August 2008.
It is in downtown Baltimore's Inner Harbor area, and connects to
the Baltimore Convention Center by a pedestrian bridge.
The stable outlook reflects S&P's expectation for the hotel's
stable performance in occupancy and ADR and cash flow stability
provided by the project's revenues and the citywide and site-
specific occupancy tax support. The project's credit measures map
to 'b+' in the base case and benefit from one notch of uplift. As
a result, S&P's guidance for upgrade and downgrade maps to credit
measures established for this rating level. In S&P's view, if the
hotel is able to sustain at least 71% occupancy, it sees its
upgrade potential as somewhat higher than its downgrade risk.
BAPTIST HOME: Seeks to Pay Undisputed Amount Owed to U.S. Bank
--------------------------------------------------------------
The U.S. Bankruptcy Court will convene a hearing on Dec. 17, 2014,
at 11:00 a.m., to consider approval of the motion for relief from
the automatic stay in the Chapter 11 cases of The Baptist Home of
Philadelphia doing business as Deer Meadows Retirement Community,
et al.
The Debtors and U.S. Bank National Association, as indenture
trustee, in their motion, requested for a modification of the
automatic stay so that the Debtors may remit to the trustee, for
further distribution pursuant to the terms of the bond documents,
net sale proceeds in an amount equal to the bond indebtedness
claim less the maximum carve-out, in satisfaction of an equivalent
portion of the bond indebtedness claim.
On Dec. 1, 2014, the Debtors closed the sale of substantially all
of their assets, including the trustee's collateral. The Debtor's
estate now primarily consists of net sale proceeds in the amount
of $31,647,682, all of which proceeds remain subject to the
trustee's valid, perfected, first-priority lien securing the
trustee's claim against the Debtor.
As a result of a dispute with the Official Committee of Unsecured
Creditors, the movants are not requesting payment of trustee's
secured claim in full -- only the undisputed amount. Payment of
the undisputed amount of the trustee's secured claim will
drastically reduce the amount of postpetition interest becoming
due to the trustee while the Debtor seeks to confirm its plan of
reorganization and will allow the Debtor to realize significant
savings for the benefit of estate and the general unsecured
creditors.
On Dec. 8, the Committee filed a limited statement in support of
the joint motion by the Debtor and U.S. Bank stating that the
order must make clear that, other than the indenture trustee's
interest, if any, in the disputed carve outs, upon the Bond
Payment the Indenture Trustee's liens and claims against the
Debtors' assets will be satisfied and released.
Also, the order must make clear that approval of the proposed
Bond Payment is without prejudice to: (i) the Committee's
objections to the Disclosure Statement and Plan; well as (ii) the
economic terms of the Global Settlement Agreement among the
Debtor, the Indenture Trustee, Beneficial Bank and the Committee.
About The Baptist Home of Philadelphia
The Baptist Home of Philadelphia and The Baptist Home Foundation
sought Chapter 11 protection (Bankr. E.D. Pa. Case Nos. 14-13305
and 14-13306) in Philadelphia on April 25, 2014.
Baptist Home of Philadelphia is a Pennsylvania nonprofit
corporation that owns and operates a continuing care retirement
community known as "Deer Meadows Retirement Community", which is
located at 8301 Roosevelt Boulevard, Philadelphia, Pennsylvania.
Home offers 126 living accommodations, which vary in size, for
independent living and personal care. It presently also has 206
skilled nursing beds in the nursing and rehabilitation center that
offers short and long term care. It has 369 employees.
Baptist Home of Philadelphia disclosed $37,330,904 in assets and
$34,562,834 in liabilities as of the Chapter 11 filing.
The Debtors have tapped Cozen O'Connor as counsel and KPMG
Corporate Finance LLC as financial advisor and investment banker.
The Baptist Home of Philadelphia filed on Nov. 17 a first
amendment to the sale-based Chapter 11 plan that expects to pay
all claims in full.
The U.S. Trustee appointed Wilmarie Gonzalez as patient care
ombudsman.
U.S. Bank National Association, the trustee with regard to the
secured bond indebtedness, hired Reed Smith LLP as counsel and
CohnReznick LLP as financial advisor.
Pepper Hamilton LLP represents the Official Committee of Unsecured
Creditors.
BASS PRO: S&P Puts 'BB-' CCR on CreditWatch Negative
----------------------------------------------------
Standard & Poor's Ratings Services placed its 'BB-' corporate
credit rating on Springfield, Mo.-based Bass Pro Group LLC on
CreditWatch with negative implications.
S&P also placed its 'BB-' issue-level rating on Bass Pro's $1.15
billion term loan due 2019 on CreditWatch with negative
implications.
"The CreditWatch placement follows Bass Pro's announcement that it
had entered into an agreement to buy Fishing Holdings LLC for an
undisclosed amount," said credit analyst Kristina Koltunicki. "In
our view, the proposed acquisition modestly strengthens the
company's business risk profile."
S&P will analyze the impact of the planned transaction on the
business and financial risk and assess Bass Pro's plans with
respect to the funding mix. S&P intends to resolve the
CreditWatch listing around the time of the closing of the
acquisition, which S&P expects will occur in the first quarter of
2015. At this time, S&P anticipates no more than a one-notch
downgrade if one were to occur. A negative outlook on the current
rating is also a possibility.
BELDEN INC: S&P Affirms 'BB' Corp. Credit Rating; Outlook Stable
----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB' corporate
credit rating on St. Louis, Mo.-based Belden Inc. The outlook is
stable.
At the same time, S&P raised its issue-level rating on the
company's $250 million senior secured term loan due 2020 to 'BBB-'
from 'BB' and revised the recovery rating to '1' from '3'. The
'1' recovery rating reflects S&P's expectation for very high (90%
to 100%) recovery in the event of payment default.
The 'B+' issue-level rating and '6' recovery rating on the
company's subordinated notes remain unchanged. The '6' recovery
rating reflects S&P's expectation for negligible recovery (0% to
10%) in the event of payment default.
"The corporate credit rating reflects our expectation that
Standard & Poor's adjusted net leverage is likely to fall to the
mid-3x area in 2015 and reflects the company's competitive and
cyclical end markets, said Standard & Poor's credit analyst,"
Christian Frank.
Tripwire adds cybersecurity software solutions to Belden's product
portfolio that can be cross-sold into each of its end markets; S&P
views the transaction favorably as the cybersecurity software
market is growing quickly, EBITDA margins are almost double the
corporate average, and Tripwire has meaningful recurring revenue.
"The company's business risk profile is characterized by its
highly competitive and cyclical cable, connectivity, and
networking markets, and its exposure to volatile raw material
pricing," added Mr. Frank. The company competes with larger and
better capitalized companies, such as Amphenol Corp., Molex
Electronic Technologies LLC, Corning Inc., and TE Connectivity
Ltd. "However, Belden has a leading position within some of its
niche markets (broadcast, some areas of industrial connectivity,
and networking), and we expect its EBITDA margins to continue
their upward trend in 2015 after a modest decline in 2014 on
unusually high one-time costs."
BENDING LAKE: Public Sale Slated for February 2015
--------------------------------------------------
A. Farber & Partners Inc., the court-appointed receiver of Bending
Lake Iron Group Limited, is undertaking a sales and investor
solicitation process in respect of the Company's assets including
49 patented mining claims and three mining licenses of occupation
in the Bending Lake Area of the Kenora Mining District in
northwestern Ontario.
Interest parties must submit their offer no later than 4:00 p.m.
EST on Feb. 27, 2015. Interest parties are advised that the
receiver is post documents relevant to the solicitation process at
http://www.farberfinancial.com
All interest parties must contact:
Peter Crawley
Farber Financial Group
150 York Street, Suite 1600
Toronto, Ontario M5H 2S5
Tel: 416-496-3507
E-mail: pcrawley@farberfinancial.com
BIOMBO INC: Case Summary & Unsecured Creditor
---------------------------------------------
Debtor: Biombo, Inc.
150 Cortlandt Street
Tarrytown, NY 10591
Case No.: 14-23719
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: December 15, 2014
Court: United States Bankruptcy Court
Southern District of New York (White Plains)
Judge: Hon. Robert D. Drain
Debtor's Counsel: Bruce R. Alter, Esq.
ALTER & BRESCIA, LLP
550 Mamaroneck Avenue
Harrison, NY 10528
Tel: (914) 670-0030
Fax: (914) 670-0031
Email: altergold@aol.com
info@altergoldlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Cirilo Rodriguez, president.
The Debtor listed Consolidated Edison as its largest unsecured
creditor holding a claim of $6,400.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/nysb14-23719.pdf
BRUSH CREEK: Parties Seek Revision to Latest Plan Disclosures
-------------------------------------------------------------
Parties-in-interest objected to the adequacy of the information in
the disclosure statement explaining Brush Creek Airport, LLC's
Second Amended Plan of Reorganization dated Nov. 20, 2014.
The U.S. Trustee, in its objection, stated that the Disclosure
Statement does not contain adequate information of a kind, and in
sufficient detail, to enable a reasonable investor to make an
informed decision about the Plan. According to the U.S. Trustee,
the Disclosure Statement, must, among other things, must provide
an estimate of allowed unsecured claims and must estimate the
percentage distribution that unsecured creditors should expect to
receive on account of their claims.
Paul P. Guerrieri & Son, Inc., is requesting an amendment to the
Disclosure Statement to address issues related to its claim.
Guerrieri claims to be a creditor by virtue of an agreement for
marketing of Fishing Club in which memberships are granted to
certain lot owners of the Debtor's real estate development which
allows for fishing on a river belonging to Guerrieri. According
to Guerrieri, the agreement is in default and a proof of claim was
filed for $739,810. The claim is partially secured by the
membership certificates which have not been paid for under the
Agreement and therefore not issued. Guerrieri is represented by
Minor & Brown PC.
Buckhorn Ranch Association, Inc., in its objection, said that the
Plan contains impermissible claims classification and
gerrymandering. As of the Petition Date, the Debtor owed Buckhorn
HOA $216,049 for unpaid assessments, late fees, and interest which
accrued prepetition. On June 3, 2014, Buckhorn HOA filed proof of
claim No. 8 seeking repayment of that amount. Buckhorn HOA is
represented by Onsager | Guyerson | Fletcher | Johnson.
Community Banks of Colorado, a division of NBH Bank, N.A., notes
that the Debtor should revise the Disclosure Statement to provide
the information on, among other things, on who (besides Landy)
will be owners of the Reorganized Debtor. According to the
Amended Disclosure Statement, Landy, his wife's marital trust, and
Landy Enterprises may own part of the Reorganized Debtor by virtue
of them releasing liens on some of the Insider Collateral. The
Bank is a secured creditor owed $5,462,484 which is secured by a
lien on 91 lots located in Buckhorn.
The Bank noted that the Second Amended Plan is complex but
contains these highlights:
-- Administrative Claims (including Priority Tax Claims) of
approximately $88,000 will be paid on confirmation;
-- Class 1 consists of Secured Claims for past-due taxes will
be partially paid in full on confirmation, while other secured
claims in Class 1 will be paid over the term of the Second Amended
Plan;
-- Class 2 treats the Bank's claims in 2 classes. The Bank's
secured claims are treated with the assumption that the Bank makes
a Section 1111(b) election under the Second Amended Plan at or
prior to the conclusion of the December 9 Disclosure Statement
hearing. The Second Amended Plan proposes two claims for the Bank
classified separately in Class 2-A and 2-B. The Class 2-A claim
is in the amount of $364,038 and is paid in full at confirmation.
The Class 2-B claim is in the amount the Bank of the debt owing to
the Bank in excess of $5 million. That claim is paid out over 30
years from a U.S. Treasury Bond with interest only payments 3% per
annum until the final payment of the principal amount of the bond
on the 30th anniversary (the Bank is also required to release its
lien on its collateral at confirmation);
-- Class 3 consists of 4 subgroups of insiders that hold claims
secured by the Insider Collateral, which the Second Amended Plan
proposes to pay over the life of the Second Amended Plan through
sales of the Insider Collateral with the holders of Class 3 claims
retaining their liens on the Insider Collateral except that
Richard Landy, the Marlene F. Landy Marital Trust and Landy
Enterprises will release their liens on two lots in the Insider
Collateral which such lots will be transferred, free and clear, to
Reorganized Debtor and in exchange Richard Landy, the Marlene F.
Landy Marital Trust and Landy Enterprises will obtain ownership
shares in the Reorganized Debtor;
-- Class 4 consists of the claim of the Buckhorn Ranch HOA. The
HOA claim has apparently been settled to resolve past-due HOA dues
and all future HOA dues will be paid when due. Therefore the HOA
has no claim treated under the Second Amended Plan;
-- Class 5 consists of executory contract claims. The Debtor
will assume the executory contract with Paul P. Guerrieri & Sons,
Inc. to market and sell memberships in a fishing club; all other
contracts are rejected and any rejection damages claims are
treated in the unsecured class.
-- Class 6 consists of unsecured claims to receive a pro rata
share of 25% of a Net Profits Fund, defined as the net profits
from lot sales after payments to the Investor Group;
-- All equity of Debtor will be cancelled and assets
transferred to Reorganized Debtor;
-- Debtor will fund the Second Amended Plan through money
received from an Investor Group which consists solely of
Timberland Partners II, LLC;
-- In exchange for funding the Second Amended Plan through a
Plan Funding Agreement and a Plan Support Agreement, the
Reorganized Debtor will sell, free and clear, to Timberlane all of
Reorganized Debtor's assets pursuant to an Asset Purchase
Agreement.
The Plan
As reported in the Troubled Company Reporter on Nov. 28, 2014,
under the Plan, CBC claims to be owed $364,039 in principal with
interest accruing at the contract rate of 16% on the Ironwood
Loan, secured by 91 of the Debtor's 97 lots, and $5,098,448 owed
Loan 401 and Loan 801.
CBC asserts that the value of the Debtor's real estate is
$2,400,000, including the 6 Lots against which CBC does not have a
security interest. Under the Plan, CBC will be paid 100% of its
allowed secured claim on account of the Ironwood Loan on the
Effective Date out of the investment amount. On account of Loan
401 and Loan 801, and in accordance with CBC's 11 U.S.C. Sec.
1111(b) election, the Reorganized Debtor will provide CBC with a
financial instrument that provides CBC with a total return of at
least $5,098,448 and has a present value of at least $1,773,502
($2,400,000 less Sec. 507(a)(8) tax claims of $41,461, less tax
lien Claims of $220,998, less the Class 2-A Secured Claim of
$364,039). On the Effective Date, the Reorganized Debtor will
provide CBC with a 30 year U.S. Treasury Bond in an initial
principal amount of at least $2,100,493 which will provide a
guaranteed 3% annual return and $5,098,448 on its maturity date in
full and complete satisfaction of CBC's allowed secured claims
against the Debtor's property under 11 U.S.C. Sec.
1129(b)(2)(A)(iii).
During the pendency of the bankruptcy case, the Debtor has not
sought Court approval for any lot sales the purpose of which is to
facilitate the plan funding agreement resulting in an infusion of
cash to support the Debtor's Plan.
Prior to the Petition Date, a dispute arose between the Buckhorn
Ranch Association, Inc. and the Debtor. Specifically, the
Association claims the Debtor is liable to the Association for
$216,050 for homeowner association dues and fees from January 2011
forward including $75,625 in dues and fees and $140,425 in late
fees, penalties, interest, and lien fees. The Debtor has reached
a settlement with the Association that will eliminate a disputed
claim of $200,000 against the Debtor's real estate. The Debtor
agrees to begin paying its ordinary dues and assessments to the
Association beginning on January 1, 2015 (in the amount of
$11,640). The Debtor does not intend to pursue preference,
fraudulent conveyance, or other avoidance actions.
Holders of allowed unsecured claims against the Debtor, including
any allowed penalty Claims held by any taxing authority which are
not related to actual pecuniary loss, will each receive its pro-
rata share of 25% of the net profits fund over the five year term
of this Plan.
On the Effective Date of the Plan, all equity interests in the
Debtor will be voided and will vest in the Reorganized Debtor.
The Reorganized Debtor will fund its Plan obligations with the
Investment Amount, the sale of 4 Lots, its share of the Equity
Waterfall Fund and operation of the Water Company.
A copy of the Disclosure Statement dated Nov. 20, 2014, is
available for free at:
http://bankrupt.com/misc/Brush_Creek_2nd_Am_Plan_DS.pdf
About Brush Creek Airport
Brush Creek Airport, LLC, is the real estate developer of the
Buckhorn Ranch Subdivision in unincorporated Gunnison County, near
Crested Butte, Colorado. The Buckhorn Ranch Subdivision consists
of 249 lots and features a private airstrip and fishing and
recreational licenses for a portion of the Upper East River. It
owns 97 improved lots in the Buckhorn Ranch Subdivision that are
available for construction, but upon which no homes have been
built. It also owns the Upper East River Water Company, LLC which
provides water taps for lots and water services for homes in the
subdivision.
Brush Creek Airport, LLC filed a Chapter 11 bankruptcy petition
(Bankr. D. Col. Case No. 14-14630) in Denver on April 10, 2014.
The Debtor estimated assets of $10 million to $50 million and debt
of $1 million to $10 million.
The Debtor has employed Sender Wasserman Wadsworth, P.C. as
counsel and 5280 Accounting Services, LLC as accountants and
bookkeepers.
CAESARS ENTERTAINMENT: Lenders Say Oral Agreement Reached
---------------------------------------------------------
An informal committee consisting of certain beneficial holders of
first lien debt of Caesars Entertainment Corporation and its
majority owned subsidiary Caesars Entertainment Operating Company,
Inc. outstanding under CEOC's senior secured credit facilities is
publicly disclosing information that was provided to the First
Lien Bank Lenders in discussions with the Company regarding a
potential restructuring of CEOC's debt. The First Lien Bank
Lenders are advised by Stroock & Stroock & Lavan LLP and
Rothschild Inc.
As previously disclosed by CEOC, in connection with these
discussions, the First Lien Bank Lenders entered into non-
disclosure agreements ("NDAs") with the Company pursuant to which
the Company provided certain confidential information to the First
Lien Bank Lenders. As of Dec. 10, 2014, the First Lien Bank
Lenders' NDAs with the Company have expired pursuant to their
terms. So that the First Lien Bank Lenders will no longer be in
possession of material nonpublic information regarding the
Company, and in accordance with the NDAs, the First Lien Bank
Lenders are providing the information contained in this release,
as well as the additional information (including projections,
proposals, counter-proposals and other information) posted to the
following URL: http://is.gd/l7DT9P
Below is a summary of an oral agreement in principle which the
First Lien Bank Lenders believe that they had reached with the
Company, as well as a summary of certain forward-looking financial
information provided by the Company to the First Lien Bank
Lenders. This narrative summary is supplemented in its entirety
by the more complete information posted to the URL above
(including a summary deck of the material economic terms described
below). The financial information contained in this press release
and posted to the URL above was provided by the Company, and the
First Lien Bank Lenders make no representations or warranties
whatsoever with respect to such information, and disclaim any
responsibility of any kind to anyone for any use of, or reliance
on, this information or any omissions therefrom. The information
is also subject to the disclaimer set forth at the end of this
press release.
Discussions between the Company and the First Lien Bank Lenders
The First Lien Bank Lenders believe that they reached an oral
agreement in principle with the Company on certain material
economic terms with respect to a Restructuring, which would
ultimately be effected through a chapter 11 filing. That oral
agreement in principle, however, was contingent on, among other
things, the Company reaching an economic deal with respect to a
Restructuring acceptable to the First Lien Bank Lenders with
certain beneficial holders of CEOC's 11.25% senior secured notes
due 2017, CEOC's 8.5% senior secured notes due 2020 and CEOC's 9%
senior secured notes due 2020. The First Lien Bank Lenders
understand that, at the time of this press release, the Company
has not reached an agreement with the First Lien Bondholders on
the terms of a Restructuring that are acceptable to the First Lien
Bank Lenders, nor has the Company negotiated the details of the
definitive documentation relating to such Restructuring or
resolved all of the substantive issues with the First Lien Bank
Lenders.
The following are the material economic terms upon which the First
Lien Bank Lenders believe they had reached an oral agreement with
the Company:
Structurally, CEOC would be restructured as a real estate
investment trust ("REIT") with an operating company ("OpCo") and a
property company ("PropCo"). In addition, a subsidiary of PropCo
would own all of the assets of Caesars Palace Las Vegas ("CPLV").
A summary of the proposed REIT structure (including a schematic)
is included in the information posted to the URL above.
In connection with the REIT structure, pursuant to two separate
leases, one for CPLV and one for all other properties owned by
PropCo, OpCo would lease all the properties owned directly or
indirectly by PropCo and pay rent to PropCo. Rental payments
under the leases would be $475 million for the non-CPLV properties
and $160 million for the CPLV property, with CEC providing a full
guarantee of payment of the leases. It was contemplated that the
REIT transaction would not be a tax-free spinoff; as such a
private letter ruling from the Internal Revenue Service would not
be required in connection with the implementation of the REIT
structure.
Each of PropCo, CPLV and OpCo would have its own debt structure.
PropCo would issue approximately (a) $2.4 billion of first lien
debt with an interest rate of LIBOR plus 3.5% (with a 1% LIBOR
floor) and (b) $1.4 billion of second lien debt with a flat
interest rate of 7.0%.
CPLV would issue $2.6 billion of debt (including mezzanine debt),
with at least $2.0 billion of such debt being issued with a
blended interest rate of 5.0% or below and sold to third party
investors for cash. Up to $600 million of CPLV debt that was not
able to be sold to third party investors would be issued to First
Lien Creditors as CPLV mezzanine debt and would have an interest
rate ranging from 8.0% if First Lien Creditors received $600
million of CPLV mezzanine debt, to 13.0% if First Lien Creditors
received $100 million of CPLV mezzanine debt.
OpCo would issue approximately (a) $1.2 billion of first lien debt
with an interest rate of LIBOR plus 4.0% to 4.5% (with a 1% LIBOR
floor) (depending on the amount of excess cash used to decrease
the principal of the OpCo second lien debt) and (b) $550 million
or less (if excess cash used to decrease the principal of the OpCo
second lien debt as described below exceeded $350 million) of
second lien debt with a flat interest rate of 8.5%. OpCo would
use its commercially reasonable best efforts to syndicate the OpCo
first lien debt. All excess cash during the Restructuring process
would be used to decrease the principal amount of the OpCo second
lien debt. If there was not at least $350 million of excess cash,
then CEC would be required to make up the shortfall.
CEC would not provide a guaranty with respect to any of the new
debt issued by PropCo, CPLV or OpCo.
The beneficial holders of CEOC's senior secured credit facilities
would receive a 100% recovery based on principal outstanding,
comprised of $705 million of cash, $883 million of first lien OpCo
debt (and/or cash from the OpCo first lien debt syndication), $406
million of second lien OpCo debt (and/or additional cash), $1,961
million of first lien PropCo debt, not less than $1,200 million of
cash from CPLV debt sold to third party investors and $250 million
of CPLV mezzanine debt (and/or additional cash). If the
beneficial holders of CEOC's senior secured credit facilities
receive any CPLV mezzanine debt, they would be permitted to move
up to $100 million of the CPLV mezzanine debt to any other debt or
equity investment at OpCo or PropCo.
The beneficial holders of CEOC's first lien bond debt would
receive a 93.8% recovery based on principal outstanding, comprised
of $382 million of cash, $306 million of first lien OpCo debt
(and/or cash from the OpCo first lien debt syndication), $141
million of second lien OpCo debt (and/or additional cash), $431
million of first lien PropCo debt, $1,425 of second lien PropCo
debt, not less than $800 million of cash from CPLV debt sold to
third party investors and $350 million of CPLV mezzanine debt
(and/or additional cash), 70% directly or indirectly of the equity
of PropCo (or cash) and 100% of the equity of OpCo (or cash, in
which case CEC would own 100% of the equity of OpCo).
The beneficial holders of CEOC's second lien and unsecured bond
debt would receive an amount of equity directly or indirectly in
PropCo or OpCo equal to the value of the unencumbered assets;
provided, however, that if they voted as a class in favor of the
Restructuring they would receive (a) an additional amount of
equity and (b) the right to purchase PropCo equity from the
beneficial holders of CEOC's first lien bond debt at plan value.
The beneficial holders of CEOC's first lien bond debt would be
entitled to put up to (a) all of the OpCo equity for $700 million
and (b) 14.8% of the PropCo equity for $300 million to CEC at
their option. CEC would also contribute $100 million to CEOC as
part of the Restructuring.
CEC contemplates raising capital from third parties to finance its
funding obligations by issuing $150 million in convertible debt
with a variable strike price of no more than $14 per share.
In CEOC's chapter 11 proceeding, the First Lien Bank Lenders would
receive adequate protection payments of LIBOR plus 1.5% (subject
to a "most favored nation" provision in the event higher adequate
protection payments are made) for CEOC's use of cash during the
case.
In connection with the oral discussions between the Company and
the First Lien Bank Lenders, the Company also presented the First
Lien Bank Lenders with a lease term sheet with respect to the REIT
structure, a management and lease support agreement term sheet
with respect to the management of CPLV and the other properties,
summaries of principal terms with respect to the first lien and
second lien OpCo debt that would be issued, summaries of principal
terms with respect to the first lien and second lien PropCo debt
that would be issued and summaries of principal terms with respect
to the CPLV debt and CPLV mezzanine debt that would be issued.
These detailed terms sheets described various terms, conditions
and provisions proposed by the Company with respect to the
aforementioned arrangements and debt including, without
limitation, lease terms (including fixed and variable rent payment
components), capital expenditure reimbursement obligations, rights
of first refusal, terms with respect to sales of properties by the
landlord, assignment rights, landlord and tenant financing rights,
casualty and condemnation terms, tenant foreclosure rights, REIT
management terms, terms related to the full guaranty of payment of
the leases to be provided by CEC, amortization schedules, proposed
maturity dates (including 5 years for PropCo first lien debt, 7
years for PropCo second lien debt, 5 years for OpCo first lien
debt and 6 years for OpCo second lien debt), events of default,
debt covenants, representations and warranties, repayment and
prepayment structures, financial covenants, cost and yield
protection, voting issues and terms addressing various regulatory
matters. These term sheets (including the terms and conditions
set forth therein) have not been negotiated with, or agreed to by,
the First Lien Bank Lenders.
The Company also provided a draft restructuring support agreement
to the First Lien Bank Lenders. The First Lien Bank Lenders
provided the Company with comments to the draft restructuring
support agreement, including proposed customary milestones with
respect to a Restructuring.
No assurances can be made that (a) a Restructuring as described
herein will be implemented or (b) any definitive agreements will
be reached between CEC, CEOC and CEOC's creditors, including the
First Lien Creditors, with respect to a Restructuring.
About Caesars Entertainment
Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.
-- http://www.caesars.com/-- is one of the world's largest casino
companies. Caesars casino resorts operate under the Caesars,
Bally's, Flamingo, Grand Casinos, Hilton and Paris brand names.
The Company has its corporate headquarters in Las Vegas.
Harrah's announced its re-branding to Caesar's in mid-November
2010.
Caesars Entertainment reported a net loss of $2.93 billion in
2013, as compared with a net loss of $1.50 billion in 2012. The
Company's balance sheet at Sept. 30, 2014, showed $24.5 billion in
total assets, $28.20 billion in total liabilities and a
$3.71 billion total deficit.
* * *
In the April 10, 2014, edition of the TCR, Standard & Poor's
Ratings Services lowered its corporate credit ratings on Las
Vegas-based Caesars Entertainment Corp. (CEC) and wholly owned
subsidiaries, Caesars Entertainment Operating Co. (CEOC) and
Caesars Entertainment Resort Properties (CERP), as well
as the indirectly majority-owned Chester Downs and Marina, to
'CCC-' from 'CCC+'. The downgrade reflects S&P's expectation that
Caesars' capital structure is unsustainable, and the amount of
cash the company will burn in 2014 and 2015 creates conditions
under which S&P believes a restructuring of some form is
increasingly likely over the near term absent an unanticipated
significantly favorable change in operating performance.
As reported by the TCR on May 1, 2014, Fitch Ratings had
downgraded the Issuer Default Ratings (IDRs) of Caesars
Entertainment Corp (CEC) and Caesars Entertainment
Operating Company (CEOC) to 'CC' from 'CCC'.
In May 2014, Moody's Investors Service affirmed the Caa3 corporate
family rating and Caa3-PD probability of default ratings. The
negative rating outlook reflects Moody's view that CEOC will
pursue a debt restructuring in the next year. Ratings could be
lowered if CEOC does not take steps to address it unsustainable
capital structure. Ratings improvement is not expected unless
there is a significant reduction in CEOC's $18 billion debt load.
CAI INTERNATIONAL: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: CAI International Inc.
dba Metro PCS
15935 NW 57th Ave.
Hialeah, FL 33014
Case No.: 14-37217
Chapter 11 Petition Date: December 12, 2014
Court: United States Bankruptcy Court
Southern District of Florida (Miami)
Judge: Hon. Jay Cristol
Debtor's Counsel: Joel M. Aresty, Esq.
JOEL M. ARESTY P.A.
309 1st Ave S
Tierra Verde, FL 33715
Tel: 305.899.9876
Fax: 305.723.7893
E-mail: aresty@mac.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Yodi Gonzalez, vice president.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/flsb14-37217.pdf
CENTRUS ENERGY: $418.9MM Net Income Driven by Net Reorg. Items
--------------------------------------------------------------
Centrus Energy Corp. reported net income of $418.9 million for the
quarter ended Sept. 30, 2014, compared to a net loss of $44.3
million for the third quarter of 2013. For the nine months ended
Sept. 30, 2014, Centrus reported net income of $340.1 million
compared to a net loss $87.2 million in the same period of 2013.
The 2014 results were primarily driven by net reorganization
gains.
?We are pleased to have successfully concluded the Chapter 11
process at the end of the third quarter and have sharpened our
focus on improving the prospects for our business going forward,?
said John R. Castellano, Centrus interim president and chief
executive officer. ?The results reported for the third quarter
include a number of adjustments that are part of strengthening our
balance sheet.
?A major focus of our employees over the past 15 months has been
preparing the Paducah plant for return to the Department of
Energy. This effort was largely concluded in October, and the
non-production expenses related to Paducah should have a
diminishing effect on our cost of sales in the future,? Mr.
Castellano said.
In connection with the Company's emergence from Chapter 11,
Centrus applied fresh start accounting as of Sept. 30, 2014. The
results of operations and cash flows for the period ending Sept.
30, 2014, are attributed to the Predecessor Company (USEC Inc.).
Upon the application of fresh start accounting, Centrus allocated
the reorganization value of the Company to its individual assets
based on their estimated fair values. The reorganization value
represents the fair value of the Successor Company (Centrus)
assets before considering liabilities. The reorganization value
exceeded the sum of the fair value assigned to assets. The excess
of reorganization value over the fair value of identified tangible
and intangible assets is reported separately on the balance sheet.
For the third quarter, reorganization items, net, were $440.0
million, a result of the Company's emergence from bankruptcy.
Centrus reported an operating loss of $16.4 million that was
primarily driven by lower sales volume and $17.5 million of non-
production expenses related to transition activities at the
Paducah Gaseous Diffusion Plant (GDP) as Centrus prepared the
facility for return to the Department of Energy (DOE) in October,
offset by higher gross profit due to a decline in non-production
expenses and higher average SWU prices, and lower interest
expenses.
Upon adoption of fresh start accounting, the recorded amounts of
assets and liabilities were adjusted to reflect their estimated
fair values. Accordingly, the reported historical financial
statements of the Predecessor Company prior to the adoption of
fresh start accounting for periods ended on or prior to Sept. 30,
2014, are not comparable to those of the Successor Company. Fair
value adjustments for the Successor Company were made that will:
a. significantly reduce the gross profit impact of deferred
revenues going forward;
b. result in the amortization of sales backlog and customer
relationship intangible assets that were created at
emergence; and
c. result in higher cost of sales as a result of increasing
inventory values at emergence.
Revenue
Revenue for the third quarter of 2014 was $120.7 million, a
decrease of $183.1 million or 60 percent compared to the same
quarter of 2013. In the nine-month period ending Sept. 30, 2014,
revenue was $390.5 million, a decrease of $518.5 million or 57
percent from the same period in 2013. The volume of separative
work units (SWU) sales declined 70 percent in the three-month
period and 61 percent in the nine-month period reflecting the
variability in timing of utility customer orders and the expected
decline in SWU deliveries in 2014 compared to 2013. The average
price billed to customers for sales of SWU increased 6 percent in
the three-month period and 2 percent in the nine-month period
reflecting the particular contracts under which SWU were sold
during the period. There were no uranium sales in 2014 through
the third quarter as most of the Company's inventories of uranium
were sold in prior years.
Revenue from the contract services segment increased significantly
in both the third quarter and the nine-month period of 2014
compared to the prior year, reflecting $33.7 million for American
Centrifuge work performed under the American Centrifuge Technology
Demonstration and Operations (ACTDO) Agreement with Oak Ridge
National Laboratory (ORNL) beginning May 1, 2014.
In a number of sales transactions, Centrus previously transferred
title and collected cash from customers but did not recognize the
revenue until the low enriched uranium was physically delivered.
Fresh start adjustments at Sept. 30, 2014, reflect the elimination
of deferred revenue and associated costs of $94.0 million and
$73.9 million, respectively. Going forward, the prior practices
and rules for revenue recognition will continue.
Cash Flow
At Sept. 30, 2014, Centrus had a cash balance of $105.4 million
compared to $314.2 million at December 31, 2013, and $128.4
million at Sept. 30, 2013. Cash flow used by operations in the
nine-month period of 2014 was $220.3 million, compared to cash
flow used by operations of $104.6 million in the corresponding
period of 2013. The net operating loss of $74.3 million, net of
non-cash charges including depreciation and amortization and
primarily due to non-production expenses, was a use of cash flow
in the nine months ended Sept. 30, 2014. In addition, cash
payments made for reorganization items of $15.6 million and
interest payments of $15.9 million made to holders of the old
notes was a use of cash flow in the period. Net reductions of the
Russian Contract payables balance of $293.4 million, due to the
timing of deliveries, was a significant use of cash flow in the
nine months ended Sept. 30, 2014, partially offset by the
monetization of inventory purchased or produced in prior periods
that provided cash flow in the nine-month period as inventories
declined $177.0 million.
2014 Outlook Update
Following the Bankruptcy Court's confirmation of the Company's
Plan of Reorganization, the Company successfully satisfied the
conditions of the Plan and emerged on the Effective Date, Sept.
30, 2014, as Centrus Energy Corp. with a new capital structure.
The Company emerged from bankruptcy as a stronger sponsor of the
American Centrifuge project, however, the Company will continue to
go through a period of transition in its core businesses. The
Company completed the transition of the Paducah GDP back to DOE on
Oct. 21, 2014, and are continuing to take steps to appropriately
reduce the size of the Company's corporate organization. The
Company expects to continue to execute the ACTDO Agreement with
ORNL to continue research, development and demonstration of the
American Centrifuge technology and largely complete the remaining
demobilization of activities related to machine manufacturing and
to engineering, procurement and construction of the commercial
plant not included in the scope of the ACTDO Agreement.
In 2013, uranium enrichment ceased at the Paducah plant and the
20-year Megatons to Megawatts program successfully concluded.
During a five-year period from 2008 to 2012, the Company's average
sales volume was approximately 11 million SWU annually. In 2013,
the Company's sales volume declined to a level that was
approximately 70 percent of that average. In 2014, the Company
expects its sales volume to decline to a level that is
approximately 30 percent of that historic average with the
Company's sources of supply consisting of LEU from existing
inventory, purchases from Russia under the Russian Supply
Agreement and other potential supplies. The Company expects its
sales volume going forward to be at levels consistent with its
reduced sources of supply. The Company's cash balance at Sept.
30, 2014, was $105.4 million, and it expects to end 2014 with a
cash balance of greater than $150 million.
In connection with the Company's emergence from Chapter 11
bankruptcy, the Company applied the provisions of fresh start
accounting as of Sept. 30, 2014. The results of operations and
cash flows for the periods ending Sept. 30, 2014, are attributed
to the Predecessor Company. Fresh start accounting resulted in
the selection of appropriate policies for the Successor. The
significant policies disclosed in the Predecessor Company's
audited financial statements for the year ended Dec. 31, 2013,
were adopted by the Successor Company, except the Successor
Company has elected an accounting policy change related to its
method of recognizing gains and losses arising from its pensions
and postretirement benefits for all of its plans. Historically,
the Company recognized the actuarial gains and losses as a
component of stockholders' equity on an annual basis. The Company
generally amortized them into operating results over the average
future service period of the active employees of these plans.
Going forward, the Company has modified its accounting policy to
immediately recognize these actuarial gains and losses in the
statement of operations in the period in which they arise, and the
Successor Company expects to report like actuarial gains and
losses on a separate line item in the consolidated statement of
operations. The immediate recognition in the statement of
operations is intended to increase transparency into how movements
in plan assets and benefit obligations impact financial results.
Gains or losses different from annual expectations will be
measured annually and recorded in the fourth quarter.
Compliance With NYSE Listing Standards
On Oct. 31, 2014, Centrus was notified by the New York Stock
Exchange that the Company regained compliance with the continued
listing standards of the NYSE. Centrus achieved compliance by
making progress consistent with a plan submitted to the NYSE to
address the Company's non-compliance with a NYSE listing standard
beginning in 2013 and by achieving an average 30 trading-day
market capitalization above $50 million.
In addition, Centrus is also in compliance with a related listing
standard for stockholders' equity of at least $50 million.
Specifically, the standard states: ?A company will be considered
to be below compliance if its average global market capitalization
over a consecutive 30 trading-day period is less than $50 million
and, at the same time stockholders' equity is less than $50
million.?
In accordance with NYSE regulations, the Company will be subject
to a 12-month follow-up period to ensure that the Company does not
fall below any of the NYSE's continued listing standards.
About Centrus Energy Corp.
Centrus Energy Corp. is a trusted supplier of enriched uranium
fuel for a growing fleet of international and domestic commercial
nuclear power plants. Centrus is working to deploy the American
Centrifuge technology for commercial needs and to support U.S.
energy and national security.
CHOICE ATM: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Choice ATM Enterprises, Inc.
dba Choice Enterprises, Inc.
dba Choice Enterprises
2000 Lamar Blvd., Suite 750
Arlington, TX 76006
Case No.: 14-44982
Chapter 11 Petition Date: December 12, 2014
Court: United States Bankruptcy Court
Northern District of Texas (Ft. Worth)
Judge: Hon. Michael Lynn
Debtor's Counsel: Lynda L. Lankford, Esq.
FORSHEY & PROSTOK, LLP
777 Main Street, Ste. 1290
Fort Worth, TX 76102
Tel: (817) 878-2022
Fax: (817) 877-4151
E-mail: llankford@forsheyprostok.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by John D. Palma, president.
The Debtor did not file a list of its largest unsecured creditors
when it filed the petition.
CLINE MINING: Jan. 29 Hearing on U.S. Chapter 15 Recognition Bid
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Colorado in Denver
is slated to hold a hearing Jan. 29, 2015, at 10:00 a.m. (MST) to
consider recognition under Chapter 15 of the U.S. Bankruptcy Code
of the proceedings undertaken by Cline Mining Corporation and two
of its affiliates pursuant to the Companies' Creditors Arrangement
Act.
FTI Consulting Canada Inc., the court-appointed monitor for Cline
Mining et al., filed petitions for Chapter 15 recognition on the
Corporation's behalf.
Judge Elizabeth Brown of the Colorado Bankruptcy Court was slated
to hold a hearing Dec. 12, 2014, at 9:30 a.m. (MST) to consider
approval of a provisional relief motion and the extension of the
relief provide in the temporary restraining order until the
disposition of the Chapter 15 petitions.
On Dec. 4, 2014, the U.S. Court entered a TRO (a) staying
execution against the Cline Debtors' assets in the United States,
and (b) applying Section 362 and 365(e) of the Bankruptcy Code in
these cases.
Objections with respect to the Chapter 15 petitions are due Jan.
9, 2015, at 4:00 p.m. (MST).
FTI Consulting is represented in the U.S. Proceedings by:
Ken Coleman, Esq.
Jonathan Cho, Esq.
ALLEN & OVERY LLP
1221 Avenue of the Americas
New York, NY 10020
Tel: (212) 610-6300
Fax: (212) 610-6399
E-mail: ken.coleman@allenovery.com
jonathan.cho@allenovery.com
About Cline Mining
Cline Mining Corporation, together with Raton Basin Analytical
LLC, a Colorado limited liability company of which New Elk is the
sole member ("Cline Group") are in the business of locating,
exploring and developing mineral resource properties, with a focus
on gold and metallurgical coal.
Cline Mining Corporation on Dec. 3 announced a proposed
recapitalization transaction with these key elements: (1) A
reduction of over $55 million in secured debt issued by Cline; (2)
The compromise or arrangement of certain unsecured debts of
Cline; and (3) A change of control of the equity of Cline. To
implement the recapitalization, Cline Mining obtained an Order
from the Ontario Superior Court of Justice (Commercial List)
initiating proceedings under the Companies' Creditors Arrangement
Act (the "CCAA"). FTI Consulting Canada Inc. is the court-
appointed monitor and authorized foreign representative of the
U.S. Debtors.
FTI Consulting filed petitions for recognition of Cline Mining
Corporation and its two affiliates' CCAA proceedings under Chapter
15 of the U.S. Bankruptcy Code on Dec. 3, 2014 (Bankr. D. Colo.,
Case No. 14-26132). The Chapter 15 Petitioner's counsel is Ken
Coleman, Esq., and Jonathan Cho, Esq., at Allen & Overy LLP, in
New York.
CLUBCREATE INC: Case Summary & 5 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: ClubCreate Inc
928 19th Street
Union City, NJ 07087
Case No.: 14-35043
Chapter 11 Petition Date: December 12, 2014
Court: United States Bankruptcy Court
District of New Jersey (Newark)
Judge: Hon. Rosemary Gambardella
Debtor's Counsel: Lawrence F. Morrison, Esq.
MORRISON-TENENBAUM, PLLC
87 Walker Street Floor 2
New York, NY 10013
Tel: 212-620-0938
Fax: (646) 390-5095
E-mail: morrlaw@aol.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Corey Simmons, director.
A list of the Debtor's five largest unsecured creditors is
available for free at http://bankrupt.com/misc/njb14-35043.pdf
COUTURE HOTEL: Amends Schedules of Assets and Liabilities
---------------------------------------------------------
Couture Hotel Corporation has filed its schedules of assets and
liabilities. The schedules, as amended, provide:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $20,200,000
B. Personal Property $575,361
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $19,521,385
E. Creditors Holding
Unsecured Priority
Claims $133,029
F. Creditors Holding
Unsecured Non-Priority
Claims $8,140,294
----------- -----------
Total $20,775,361 $27,794,708
A copy of the schedules is available for free at:
http://bankrupt.com/misc/COUTUREHOTEL_99_amendedsal.pdf
About Couture Hotel
Couture Hotel Corporation owns and operates four hotels: a Wyndham
Garden Inn in Dallas, Texas, consisting of 356 rooms and remodeled
in 2013; a Howard Johnson in Corpus Christi, Texas, consisting of
140 rooms and remodeled in 2012; a Howard Johnson in Las Vegas,
Nevada, consisting of 110 rooms and remodeled in 2012; and an
independent hotel in Las Vegas, Nevada (formerly branded as a
Value Place), consisting of 121 rooms and also remodeled in 2012.
The Las Vegas hotels are located at one of the entrances to Nellis
Air Force base in North Las Vegas. The Debtor owns the real
property and improvements, as well as the franchise rights to the
hotels (except for Las Vegas Value Place).
The Company sought Chapter 11 protection (Bankr. N.D. Tex. Case
No. 14-34874) in Dallas, Texas, on Oct. 7, 2014. The case is
assigned to Judge Barbara J. Houser. The Debtor has tapped Mark
Sean Toronjo, Esq., at Toronjo & Prosser Law, as counsel.
COUTURE HOTEL Court Amends Final OK to Use Cash Collateral
----------------------------------------------------------
The Bankruptcy Court granted final approval to Couture Hotel
Corporation's amended motion to use cash collateral of lenders
Ability Insurance Company and Mansa Capital LLC.
The Debtor would use cash collateral for the payment of any U.S.
Trustee fees and the approved expenses set forth in the budget for
the Corpus Hotel, and the budget for the Dallas Hotel. Further,
the Debtor is authorized to use the cash collateral to pay the
approved expenses listed in the budgets within a 10% variance of
each item in the budgets, unless Ability and Mansa agree in
writing to a greater variance, but in no event more than a 5%
variance of the total amount.
In the event the Debtor has not confirmed a plan of reorganization
in the case prior to March 30, 2015, the Debtor will provide
proposed, supplemental six-month budgets. The Debtor must provide
a copy of the proposed supplemental budgets to Ability and Mansa
on or before March 1, 2015 and no later than 30 days prior to the
expiration of any other subsequent budget period.
The use of Ability's cash collateral is adequately protected by
the Debtor agreeing to make monthly adequate protection payments
to Ability in the amount of $16,769. As additional adequate
protection for the use of Ability's cash collateral, Ability will
be granted replacement liens on the Debtor's property.
The Court further ordered that the Debtor and any secured party
have until Jan. 4, 2015, to investigate and examine whether all
liens and security interests asserted by Ability, Mansa and any
tax lender are properly perfected, valid, continuing, fully
enforceable, unavoidable and indefeasible in this bankruptcy case
or otherwise.
A copy of the Amended Final Order is available for free at:
http://bankrupt.com/misc/COUTUREHOTEL_104_cashcollord.pdf
Parties-in interest had objected to the Debtor's amended motion.
Mansa specifically objected on certain inappropriate expenses that
appear to be designed to grant payments to the equity holders and
family members who are, at best, junior creditors. Mansa's
interest continues to accrue on its loan to the Debtor at $96,000
per month, well as other property taxes that are and will continue
to accrue on the hotel. The Texas Comptroller of Public Accounts,
in its objections, requested that it be granted adequate
protection for its trust fund taxes pursuant to Section 363(e) of
the Bankruptcy Code.
The order provides that the relief granted to the Debtor is
without prejudice to any rights of the Comptroller to funds which
do not constitute property of the estate but which may qualify as
trust fund taxes.
Mansa Capital's attorneys can be reached at:
Charles S. Kelley, Esq.
MAYER BROW LLP
700 Louisiana Street, Suite 3400
Houston, Texas 77002-2730
Tel: (713) 238-3000
Fax: (713) 238-4625
Ability Insurance is represented by:
Abbie Sprague, Esq.
Misty A. Segura, Esq.
COKINOS, BOSIEN & YOUNG
Four Houston Center
1221 Lamar Street, 16th Floor
Houston, Texas 77002-2730
About Couture Hotel
Couture Hotel Corporation owns and operates four hotels: a Wyndham
Garden Inn in Dallas, Texas, consisting of 356 rooms and remodeled
in 2013; a Howard Johnson in Corpus Christi, Texas, consisting of
140 rooms and remodeled in 2012; a Howard Johnson in Las Vegas,
Nevada, consisting of 110 rooms and remodeled in 2012; and an
independent hotel in Las Vegas, Nevada (formerly branded as a
Value Place), consisting of 121 rooms and also remodeled in 2012.
The Las Vegas hotels are located at one of the entrances to Nellis
Air Force base in North Las Vegas. The Debtor owns the real
property and improvements, as well as the franchise rights to the
hotels (except for Las Vegas Value Place).
The Company sought Chapter 11 protection (Bankr. N.D. Tex. Case
No. 14-34874) in Dallas, Texas, on Oct. 7, 2014. The case is
assigned to Judge Barbara J. Houser. The Debtor has tapped Mark
Sean Toronjo, Esq., at Toronjo & Prosser Law, as counsel.
The Debtor estimated assets and debt in the range of $10 million
to $50 million as of the bankruptcy filing.
No creditors' committee or other official committee been appointed
in the case.
CRAILAR TECHNOLOGIES: Recurring Losses Raises Going Concern Doubt
-----------------------------------------------------------------
CRAiLAR Technologies Inc., filed its quarterly report on Form 10-
Q, reporting a net loss of $1.47 million on $1.16 million of total
revenue for the 13 weeks ended Sept. 27, 2014, compared with a net
loss of $5.67 million on $15,438 of total revenue for the same
period in 2013.
The Company's balance sheet at Sept. 27, 2014, showed $26.45
million in total assets, $27.54 million in total liabilities, and
a stockholders' deficit of $1.10 million.
The Company has incurred losses since inception of $53,435,631 and
further losses are anticipated in the development of its business.
There can be no assurance that the Company will be able to achieve
or maintain profitability and future operations are dependent on
raising additional funding from debt or equity financings. These
factors raise substantial doubt as to the Company's ability to
continue as a going concern, according to the regulatory filing.
A copy of the Form 10-Q is available at:
http://is.gd/GsOhbW
CRAiLAR Technologies Inc., a development stage company, is engaged
in the business of technological development and of natural
sustainable fibers. It primarily deploys and produces its
proprietary CRAiLAR Flax fibers, as well as CRAiLAR processing
technologies targeted at the natural yarn and textile, and the
cellulose pulp and composites industries. The company develops
CRAiLAR Fiber for textiles, which is flax, hemp, or other
sustainable bast fiber available in various blends, textures,
colors, and applications; and CRAiLAR technologies for the
processing of cellulose-based fibers in pulp and paper, and high
grade dissolving pulp for use in the additives, ethers, and the
performance apparel industries. It also processes CRAiLAR shive
and seed products. The company was formerly known as Naturally
Advanced Technologies Inc. and changed its name to Crailar
Technologies Inc. in October 2012. Crailar Technologies Inc. was
founded in 1998 and is headquartered in Victoria, Canada.
CRYOPORT INC: Reports $1.38-Mil. Net Loss for Q3 of 2014
--------------------------------------------------------
CryoPort, Inc., filed its quarterly report on Form 10-Q, reporting
a net loss of $1.38 million on $825,000 of total revenue for the
three months ended Sept. 30, 2014, compared with a net loss of
$14.96 million on $579,827 of total revenue for the same period in
2013.
The Company's balance sheet at Sept. 30, 2014, showed
$1.21 million in total assets, $2.58 million in total liabilities,
and a stockholders' deficit of $1.37 million.
A copy of the Form 10-Q is available at:
http://is.gd/fIKHRB
About Cryoport
Lake Forest, Calif.-based CryoPort, Inc. (OTC BB: CYRX) provides
comprehensive solutions for frozen cold chain logistics, primarily
in the life science industries. Its solutions afford new and
reliable alternatives to currently existing products and services
utilized for bio-pharmaceuticals and biologics, including in-vitro
fertilization, cell lines, vaccines, tissue and other commodities
requiring a reliable frozen solution.
Cryoport reported a net loss of $19.56 million on $2.65 million of
revenues for the year ended March 31, 2014, as compared with a net
loss of $6.38 million on $1.10 million of revenues for the year
ended March 31, 2013.
The Company's balance sheet at Sept. 30, 2014, showed $1.20
million in total assets, $2.57 million in total liabilities, all
current, and a $1.37 million total stockholders' deficit.
KMJ Corbin & Company LLP, in Costa Mesa, California, issued a
"going concern" qualification on the consolidated financial
statements for the year ended March 31, 2014. The independent
auditors noted that the Company has incurred recurring operating
losses and has had negative cash flows from operations since
inception. Although the Company has cash and cash equivalents of
$369,581 at March 31, 2014, management has estimated that cash on
hand, which include proceeds from convertible bridge notes
received in the fourth quarter of fiscal 2014, will only be
sufficient to allow the Company to continue its operations into
the second quarter of fiscal 2015. These matters raise
substantial doubt about the Company's ability to continue as a
going concern.
DB REALTY: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: DB Realty Management LLC
Manhattan, 695 East 132d Street
Bronx, NY 10454
Case No.: 14-13409
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: December 15, 2014
Court: United States Bankruptcy Court
Southern District of New York (Manhattan)
Debtor's Counsel: Vincent J. Roldan, Esq.
BALLON STOLL BADER & NADLER P.C.
729 Seventh Avenue, 17th Floor
New York, NY 10019
Tel: 212-575-7900
Fax: 212-764-5060
Email: vroldan@ballonstoll.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $500,000 to $1 million
The petition was signed by Anthony Di Fusco, member.
The Debtor did not file a list of its largest unsecured creditors
when it filed the petition.
DEB STORES: Seeks to Employ Pachulski as Bankruptcy Counsel
-----------------------------------------------------------
Deb Stores Holding LLC, et al., seek authority from the U.S.
Bankruptcy Court for the District of Delaware to employ Pachulski
Stang Ziehl & Jones LLP as counsel.
The professional services that PSZ&J will provide include:
(a) providing legal advice with respect to the Debtors' powers
and duties as debtors-in-possession in the continued
operation of their business and management of their
property;
(b) preparing on behalf of the Debtors any necessary
applications, motions, answers, orders, reports, and other
legal papers;
(c) appearing in Court on behalf of the Debtors;
(d) preparing and pursuing confirmation of a plan and approval
of a disclosure statement; and
(e) performing other legal services for the Debtors that may be
necessary and proper in the bankruptcy proceedings.
The principal attorneys and paralegals presently designated to
represent the Debtors, and their current standard hourly rates
are:
Laura Davis Jones, Esq. $995
David M. Bertenthal, Esq. $850
Joshua M. Fried, Esq. $725
Shirley Cho, Esq. $725
Colin Robinson, Esq. $605
Peter J. Keane, Esq. $475
Lynzy McGee $295
PSZ&J will also be reimbursed for any necessary out-of-pocket
expenses.
PSZ&J has received payments from the Debtors during the year prior
to the Petition Date in the amount of $550,000, including the
Debtors' aggregate filing fees.
Laura Davis Jones, Esq., a partner at PSZ&J, in Wilmington,
Delaware, assures the Court that her firm is a "disinterested
person" as the term is defined in Section 101(14) of the
Bankruptcy Code and does not represent any interest adverse to the
Debtors and their estates. Ms. Jones, however, discloses that the
firm serves as Delaware counsel to Cerberus Business Finance, LLC,
solely in its capacity as collateral agent and administrative
agent in the Chapter 11 cases of Natrol, Inc., and its debtor
affiliates. Ms. Jones says certain affiliates of Cerberus Capital
Management are an equity holder of Debtor Stores Holding II LLC.
The representation of Cerberus Business Finance, LLC, in the
Natrol cases is unrelated to the Debtors' cases, Ms. Jones assures
the Court.
Pursuant to the Appendix B Guidelines of the U.S. Trustee,
Ms. Jones discloses, among other things, that her firm has not
agreed to any variations from its standard or customary billing
arrangements for the engagement and none of the firm's
professionals varied their rate based on the geographic location
of the bankruptcy case.
The PSZ&J professionals may be reached at:
Laura Davis Jones, Esq.
Colin R. Robinson, Esq.
Peter J. Keane, Esq.
PACHULSKI STANG ZIEHL & JONES LLP
919 North Market Street
17th Floor
Wilmington, DE 19801
Tel: (302) 652-4100
Fax: (302) 652-4400
E-mail: ljones@pszjlaw.com
crobinson@pszjlaw.com
pkeane@pszjlaw.com
-- and --
David M. Bertenthal, Esq.
Joshua M. Fried, Esq.
PACHULSKI STANG ZIEHL & JONES LLP
150 California Street
15th Floor
San Francisco, CA 94111-4500
Tel: (415) 263-7000
Fax: (415) 263-7010
E-mail: dbertenthal@pszjlaw.com
jfried@pszjlaw.com
-- and --
Shirley Cho, Esq.
PACHULSKI STANG ZIEHL & JONES LLP
10100 Santa Monica Boulevard
13th Floor
Los Angeles, CA 90067-4003
Tel: (310) 277-6910
Fax: (310) 201-0760
E-mail: scho@pszjlaw.com
About Deb Stores
Headquartered in Philadelphia, Pennsylvania, Deb Stores is a mall-
based retailer in the juniors "fast-fashion" specialty sector that
operates under the name "DEB" and offers moderately priced,
fashionable, coordinated women's sportswear, dresses, coats,
lingerie, accessories and shoes for junior and plus sizes. The
company, founded by Philip Rounick and Emma Weiner, opened its
first store under the name JOY Hosiery in Philadelphia,
Pennsylvania in 1932. As of Sept. 30, 2014, the company operated
a total of 295 retail store locations (primarily in the East and
Midwest, especially Pennsylvania, Ohio and Michigan) as well as an
e-commerce channel.
On June 26, 2011, Deb Stores' predecessors -- DSI Holdings Inc.
and its subsidiaries sought Chapter 11 protection (Bankr. D. Del.
Lead Case No. 11-11941) and closed the sale of the assets three
months later to Ableco Finance, LLC, the agent for the first lien
lenders.
Deb Stores Holding LLC and 8 affiliated companies commenced
Chapter 11 bankruptcy cases in Delaware on Dec. 4, 2014. The
Debtors are seeking to have their cases jointly administered, with
pleadings maintained on the case docket for Deb Stores Holding
LLC; Case No. 14-12676. The cases are assigned to Judge Mary F.
Walrath.
Laura Davis Jones, Esq., Colin R. Robinson, Esq., at and Peter J.
Keane, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington,
Delaware, serve as counsel to the Debtors. Epiq Bankruptcy
Solutions, LLC, is the claims and noticing agent.
As of Dec. 31, 2014, the Debtors' most recent audited consolidated
financial statements reflected assets totaling $90.5 million and
liabilities totaling $120.1 million.
DEB STORES: Has Authority to Tap Epiq as Claims & Noticing Agent
----------------------------------------------------------------
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware authorized Deb Stores Holding LLC, et al., to employ Epiq
Bankruptcy Solutions, LLC, as claims and noticing agent.
Epiq agreed to a $20,000 retainer.
As claims agent, Epiq will charge the Debtors at these rates:
Position Hourly Rate
-------- -----------
Clerical/Administrative Support $30 to $45
Case Manager $50 to $80
IT/ Programming $70 to $110
Senior Case Manager $85 to $130
Consultant/ Senior Consultant $145 to $190
Director/ Vice President Consulting $200
For its noticing services, Epiq will charge $0.10 per page for
facsimile noticing and won't charge anything for e-mail noticing.
For database maintenance, the firm will charge $0.09 per record
per month. For-online claim filing services, Epiq will charge
$3 per claim filed.
About Deb Stores
Headquartered in Philadelphia, Pennsylvania, Deb Stores is a mall-
based retailer in the juniors "fast-fashion" specialty sector that
operates under the name "DEB" and offers moderately priced,
fashionable, coordinated women's sportswear, dresses, coats,
lingerie, accessories and shoes for junior and plus sizes. The
company, founded by Philip Rounick and Emma Weiner, opened its
first store under the name JOY Hosiery in Philadelphia,
Pennsylvania in 1932. As of Sept. 30, 2014, the company operated
a total of 295 retail store locations (primarily in the East and
Midwest, especially Pennsylvania, Ohio and Michigan) as well as an
e-commerce channel.
On June 26, 2011, Deb Stores' predecessors -- DSI Holdings Inc.
and its subsidiaries sought Chapter 11 protection (Bankr. D. Del.
Lead Case No. 11-11941) and closed the sale of the assets three
months later to Ableco Finance, LLC, the agent for the first lien
lenders.
Deb Stores Holding LLC and 8 affiliated companies commenced
Chapter 11 bankruptcy cases in Delaware on Dec. 4, 2014. The
Debtors are seeking to have their cases jointly administered, with
pleadings maintained on the case docket for Deb Stores Holding
LLC; Case No. 14-12676. The cases are assigned to Judge Mary F.
Walrath.
Laura Davis Jones, Esq., Colin R. Robinson, Esq., at and Peter J.
Keane, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington,
Delaware, serve as counsel to the Debtors. Epiq Bankruptcy
Solutions, LLC, is the claims and noticing agent.
As of Dec. 31, 2014, the Debtors' most recent audited consolidated
financial statements reflected assets totaling $90.5 million and
liabilities totaling $120.1 million.
DEB STORES: Seeks Limit to Committee's Info Access
--------------------------------------------------
Deb Stores Holding LLC, et al., ask the U.S. Bankruptcy Court for
the District of Delaware to issue an order providing that any
creditors' committee appointed under Section 1102(a) of the
Bankruptcy Code is not authorized or required to provide access to
the Debtors' confidential and other non-public proprietary
information, or to privileged information, to the creditors it
represents.
According to the Debtors, their request will help ensure that
confidential, privileged, proprietary and/or material non-public
information will not get disseminated to the detriment of the
Debtors' estates, relief that will in turn aid any given
creditors' committee in performing its statutory function.
About Deb Stores
Headquartered in Philadelphia, Pennsylvania, Deb Stores is a mall-
based retailer in the juniors "fast-fashion" specialty sector that
operates under the name "DEB" and offers moderately priced,
fashionable, coordinated women's sportswear, dresses, coats,
lingerie, accessories and shoes for junior and plus sizes. The
company, founded by Philip Rounick and Emma Weiner, opened its
first store under the name JOY Hosiery in Philadelphia,
Pennsylvania in 1932. As of Sept. 30, 2014, the company operated
a total of 295 retail store locations (primarily in the East and
Midwest, especially Pennsylvania, Ohio and Michigan) as well as an
e-commerce channel.
On June 26, 2011, Deb Stores' predecessors -- DSI Holdings Inc.
and its subsidiaries sought Chapter 11 protection (Bankr. D. Del.
Lead Case No. 11-11941) and closed the sale of the assets three
months later to Ableco Finance, LLC, the agent for the first lien
lenders.
Deb Stores Holding LLC and 8 affiliated companies commenced
Chapter 11 bankruptcy cases in Delaware on Dec. 4, 2014. The
Debtors are seeking to have their cases jointly administered, with
pleadings maintained on the case docket for Deb Stores Holding
LLC; Case No. 14-12676. The cases are assigned to Judge Mary F.
Walrath.
Laura Davis Jones, Esq., Colin R. Robinson, Esq., at and Peter J.
Keane, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington,
Delaware, serve as counsel to the Debtors. Epiq Bankruptcy
Solutions, LLC, is the claims and noticing agent.
As of Dec. 31, 2014, the Debtors' most recent audited consolidated
financial statements reflected assets totaling $90.5 million and
liabilities totaling $120.1 million.
DEB STORES: Court Issues Joint Administration Order
---------------------------------------------------
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware issued an order directing the joint administration of the
Chapter 11 cases of Deb Stores Holding LLC and its debtor
affiliates under Lead Case No. 14-12676.
About Deb Stores
Headquartered in Philadelphia, Pennsylvania, Deb Stores is a mall-
based retailer in the juniors "fast-fashion" specialty sector that
operates under the name "DEB" and offers moderately priced,
fashionable, coordinated women's sportswear, dresses, coats,
lingerie, accessories and shoes for junior and plus sizes. The
company, founded by Philip Rounick and Emma Weiner, opened its
first store under the name JOY Hosiery in Philadelphia,
Pennsylvania in 1932. As of Sept. 30, 2014, the company operated
a total of 295 retail store locations (primarily in the East and
Midwest, especially Pennsylvania, Ohio and Michigan) as well as an
e-commerce channel.
On June 26, 2011, Deb Stores' predecessors -- DSI Holdings Inc.
and its subsidiaries sought Chapter 11 protection (Bankr. D. Del.
Lead Case No. 11-11941) and closed the sale of the assets three
months later to Ableco Finance, LLC, the agent for the first lien
lenders.
Deb Stores Holding LLC and 8 affiliated companies commenced
Chapter 11 bankruptcy cases in Delaware on Dec. 4, 2014. The
Debtors are seeking to have their cases jointly administered, with
pleadings maintained on the case docket for Deb Stores Holding
LLC; Case No. 14-12676. The cases are assigned to Judge Mary F.
Walrath.
Laura Davis Jones, Esq., Colin R. Robinson, Esq., at and Peter J.
Keane, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington,
Delaware, serve as counsel to the Debtors. Epiq Bankruptcy
Solutions, LLC, is the claims and noticing agent.
As of Dec. 31, 2014, the Debtors' most recent audited consolidated
financial statements reflected assets totaling $90.5 million and
liabilities totaling $120.1 million.
DELIA*S INC: Has Interim Authority to Tap $20MM in DIP Loans
------------------------------------------------------------
dELiA*s, Inc., et al., sought and obtained interim authority from
the U.S. Bankruptcy Court for the Southern District of New York to
obtain secured, superpriority postpetition financing up to an
aggregate amount of $20 million from Salus Capital Partners, LLC,
as administrative and collateral agent for a consortium of
lenders, and use cash collateral securing their prepetition
indebtedness.
The Debtors are parties to a credit agreement dated as of June 14,
2013, as a lender and as agent, of which $18.5 million is
outstanding as of the Petition Date. On June 14, 2013, the
Debtors entered into a Letter of Credit Agreement with GE Capital,
of which $7.7 million is outstanding as of the Petition Date.
The Interim DIP Order provides that, as adequate protection,
Holyoke Mall Company L.P. and EklecCo NewCo, LLC, (together, the
"Pyramid Landlords"), which assert that as of the Petition Date
they have valid, perfected, first priority liens in all of dELiA*s
Retail Company's inventory, equipment, fixtures, trade fixtures,
improvements and merchandise located at certain premises, consent
to the sale of the Pyramid Collateral. The Debtors will pay the
Pyramid Landlords currently outstanding rent in a reconciled
aggregate amount not less than $53,000 or more than $59,000 by
December 31, 2014.
The final hearing to consider entry of the final order and final
approval of the DIP Facility is scheduled for Dec. 23, 2014, at
10:00 a.m. (ET). Objections are due on or before Dec. 22.
The DIP Agent/Prepetition Agent is represented by:
John F. Ventola, Esq.
Seth Mennillo, Esq.
CHOATE, HALL & STEWART LLP
Two International Place
Boston, MA 02110
Tel: (617) 248-5000
Fax: (617) 248-4000
E-mail: jventola@choate.com
smennillo@choate.com
About DELIA*S INC.
Launched in 1993, DELIA*S INC., is a retailer which sells apparel,
accessories, footwear, and cosmetics marketed primarily to teenage
girls and young women. The dELiA*s brand products are sold
through the Company's mall-based retail stores, direct mail
catalogs and e-commerce Web sites. As of the bankruptcy filing,
dELiA*s owns and operates 92 stores in 29 states.
On Dec. 7, 2014, dELiA*s and eight of its subsidiaries each filed
a voluntary petition for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. S.D.N.Y.). The Debtors have
requested that their cases be jointly administered under Case No.
14-23678.
The Debtors have tapped Piper LLP (US) as counsel, Clear Thinking
Group LLC, as restructuring advisor, Janney Montgomery Scott LLC,
as investment banker, and Prime Clerk LLC as claims agent.
As of the Petition Date, the Debtors had $47 million in total
assets and $50.5 million in liabilities.
The U.S. Trustee for Region 2 has appointed seven members to the
Official Committee of Unsecured Creditors.
DELIA*S INC: U.S. Trustee Names 7 Members to Creditors' Committee
-----------------------------------------------------------------
William K. Harrington, the U.S. Trustee for Region 2, has named
seven members to the Official Committee of Unsecured Creditors in
dELiA*s, Inc., et al.'s Chapter 11 cases.
The Committee members are:
(1) Celebrity Pink, Div. of 2253 Apparel, Inc.
1708 Gage Road
Montebello, CA 90640
Attn: Doron Kadosh
Tel: (323) 837-9800
E-mail: doron@celebritypinkusa.com
(2) Eco Textiles Group, Inc.
a/k/a Ecotex
1035 South Grand Ave.
Los Angeles, CA 90015
Attn: Raphael Javaheri
Tel: (212) 445-4418
E-mail: RNJ@ecotex.com
(3) GGP Limited Partnership
110 North Wacker Drive
Chicago, IL 60606
Attn: Julie Minnick
Tel: (312) 960-2707
E-mail: julie.minnick@ggp.com
(4) Guru Knits
225 West 38th St.
Los Angeles, CA 90037
Attn: Daniel Tenenblatt
Tel: (323) 233-4281
E-mail: daniel@mmtextiles.com
(5) MarketLive, Inc.
617B 2nd St.
Petaluna, CA 94952
Attn: Christopher Fernandes, Esq.
Tel: (707) 780-1838
E-mail: cfernandes@marketlive.com
(6) Quad/Graphics, Inc.
N61W23044 Harry's Way
Sussex, WI 53089-3995
Attn: Pat Rydzik
Tel: (414) 566-2127
E-mail: pat.rydzik@QG.com
(7) Simon Property Group, Inc. and
Washington Prime Group, Inc.
225 W. Washington St.
Indianapolis, IN 46204
Attn: Ronald M. Tucker
Tel: (317) 263-2346
E-mail: rtucker@simon.com
About DELIA*S INC.
Launched in 1993, DELIA*S INC., is a retailer which sells apparel,
accessories, footwear, and cosmetics marketed primarily to teenage
girls and young women. The dELiA*s brand products are sold
through the Company's mall-based retail stores, direct mail
catalogs and e-commerce Web sites. As of the bankruptcy filing,
dELiA*s owns and operates 92 stores in 29 states.
On Dec. 7, 2014, dELiA*s and eight of its subsidiaries each filed
a voluntary petition for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. S.D.N.Y.). The Debtors have
requested that their cases be jointly administered under Case No.
14-23678.
The Debtors have tapped Piper LLP (US) as counsel, Clear Thinking
Group LLC, as restructuring advisor, Janney Montgomery Scott LLC,
as investment banker, and Prime Clerk LLC as claims agent.
As of the Petition Date, the Debtors had $47 million in total
assets and $50.5 million in liabilities.
DELIA*S INC: Taps Prime Clerk as Claims & Noticing Agent
--------------------------------------------------------
dELiA*s, Inc., et al., sought and obtained authority from Judge
Robert D. Drain of the U.S. Bankruptcy Court for the District of
Delaware to employ Prime Clerk LLC as claims and noticing agent
to, among other things, (i) distribute required notices to
parties-in-interest, (ii) receive, maintain, docket and otherwise
administer the proofs of claim filed in the Debtors' Chapter 11
Cases and (iii) provide other administrative services -- as
required by the Debtors -- that would fall within the purview of
services to be provided by the Clerk's office.
About DELIA*S INC.
Launched in 1993, DELIA*S INC., is a retailer which sells apparel,
accessories, footwear, and cosmetics marketed primarily to teenage
girls and young women. The dELiA*s brand products are sold
through the Company's mall-based retail stores, direct mail
catalogs and e-commerce Web sites. As of the bankruptcy filing,
dELiA*s owns and operates 92 stores in 29 states.
On Dec. 7, 2014, dELiA*s and eight of its subsidiaries each filed
a voluntary petition for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. S.D.N.Y.). The Debtors have
requested that their cases be jointly administered under Case No.
14-23678.
The Debtors have tapped Piper LLP (US) as counsel, Clear Thinking
Group LLC, as restructuring advisor, Janney Montgomery Scott LLC,
as investment banker, and Prime Clerk LLC as claims agent.
As of the Petition Date, the Debtors had $47 million in total
assets and $50.5 million in liabilities.
The U.S. Trustee for Region 2 has appointed seven members to the
Official Committee of Unsecured Creditors.
DELTA AIR: S&P Lowers Rating on Class B Certificates to 'BB+'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
Northwest Airlines Inc. 2001-1 Class A1 enhanced equipment trust
certificates (EETC) to 'BBB' from 'A+' and on the Class B
certificates to 'BB+' from 'BBB'. Northwest merged into Delta Air
Lines Inc. in 2008. The downgrade reflects the particular
circumstances of these certificates and does not affect any other
Delta Air Lines ratings.
Delta has reduced its flying of large B747-400s (two of which form
a portion of the collateral backing these certificates) and
announced with its third-quarter 2014 financial results that it
would phase out its remaining 16 aircraft of that type through
2017. Delta took a charge of $574 million, most of which was
writing down the book value of the B747-400s, and subsequently
ordered A350-900s, which could eventually serve some of the routes
to Asia that Delta currently uses the B-747-400s for.
Nine A319-100, three B757-300, and two B747-400 aircraft secure
the Northwest Airlines 2001-1 EETC. The total value of the
collateral remains substantial (more than $200 million, compared
with $108 million of certificates). However, the notes that the
A319s and B757-300s secure have paid down more rapidly than those
that the B747-400s secure (the pass-through trust that issued the
EETCs holds the notes that each aircraft secures and passes
principal and interest from those notes to the certificates).
Although payments from the aircraft notes are cross-subordinated
(they are pooled together and allocated in order of priority from
senior certificates to junior certificates), the individual
aircraft-secured notes are not cross-collateralized (payments are
available to the certificates only up to the amount of the notes
that each aircraft secures, not any excess collateral value above
that amount). S&P believes that the likelihood of Delta keeping
all the aircraft that secure the Northwest 2001-1 EETC and the
collateral protection available to the certificates has
substantially diminished.
RATINGS LIST
Delta Air Lines Inc.
Corporate Credit Rating BB/Positive/--
Ratings Lowered
To From
Northwest Airlines Inc.
Equipment trust certificates
2001-1 Class A1 BBB A+
2001-1 Class B BB+ BBB
DENBURY RESOURCES: S&P Affirms 'BB' CCR; Outlook Stable
-------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BBB-' issue-level
(two notches above the 'BB' corporate credit rating) to Plano,
Texas-based independent exploration and production company Denbury
Resources Inc.'s senior secured revolving credit facility, which
matures in December 2019. The recovery rating on this debt is
'1', indicating S&P's expectation for very high (90% to 100%)
recovery in the event of payment default. The new credit facility
has a maximum size of $3.5 billion, an initial borrowing base of
$3 billion, and maintains total lender commitments of up to $1.6
billion, the same as the prior credit facility. All of S&P's
existing ratings remain unchanged, including its 'BB' corporate
credit rating. The rating outlook remains stable.
The ratings on Denbury continue to reflect S&P's "fair" business
risk, "significant" financial risk, and "strong" liquidity
assessments. The ratings also reflect the company's significant
production of oil and its relatively low-risk exploitation
strategy, focused on tertiary oil recovery. S&P's base case
suggests that the company will reduce capital spending by about
50% while maintaining production close to 75,000 barrels of oil
equivalent per day.
RATINGS LIST
Denbury Resources Inc.
Corp credit rating BB/Stable/--
New Ratings
Denbury Resources Inc.
$3.5 bil sr secd revolv credit facility due 2019 BBB-
Recovery rating 1
DENDREON CORP: Creditors Demand Changes to Settlement
-----------------------------------------------------
Tom Corrigan, writing for Daily Bankruptcy Review, reported that
elements of a key settlement between Dendreon Corp ., a cancer-
drug maker now in bankruptcy, and its shareholders are facing
headwinds from the company's creditors. According to the report,
in objections filed over the weekend, bondholders and other
unsecured creditors urged Judge Peter Walsh of the U.S. Bankruptcy
Court in Wilmington, Del., to block the settlement unless parts of
it are amended.
About Dendreon
With corporate headquarters in Seattle, Washington, Dendreon
Corporation -- http://www.dendreon.com/-- a biotechnology company
focused on the discovery, development and commercialization of
novel cellular immunotherapies to significantly improve treatment
options for cancer patients. Dendreon's first product, PROVENGE
(sipuleucel-T), was approved by the U.S. Food and Drug
Administration (FDA) and became commercially available for the
treatment of men with asymptomatic or minimally symptomatic
castrate-resistant (hormone-refractory) prostate cancer in April
2010. Dendreon is traded on the NASDAQ Global Market under the
symbol DNDN.
Dendreon and its U.S. subsidiaries filed for Chapter 11 bankruptcy
protection (Bankr. D. Del.) on Nov. 10, 2014. The Debtors have
requested that their cases be jointly administered under Case No.
14-12515. Judge Peter J. Walsh presides over the cases. The
petitions were signed by Gregory R. Cox, interim chief financial
officer and treasurer.
Dendreon sought bankruptcy protection after it reached agreements
on the terms of a financial restructuring with certain holders of
the Company's 2.875% Convertible Senior Notes due 2016
representing 84% of the $620 million aggregate principal amount of
the 2016 Notes. The financial restructuring may take the form of
a stand-alone recapitalization or a sale of the Company or its
assets.
The Debtors have engaged Skadden, Arps, Slate, Meagher & Flom LLP,
as counsel; Lazard Freres & Co. LLC, as investment banker;
AlixPartners, as restructuring advisors; and Prime Clerk LLC as
claims and noticing agent.
The Debtors disclosed $365 million in total assets and
$664 million in total liabilities as of June 30, 2014.
The U.S. Trustee for Region 3 has appointed five members to the
Official Committee of Unsecured Creditors.
DIOCESE OF HELENA: Can Hire Bettinelli as Abuse Claims Reviewer
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Montana authorized
the Official Committee of Unsecured Creditors of the Roman
Catholic Bishop of Helena, Montana, to employ William L.
Bettinelli as the abuse claims reviewer in connection with the
proposed plan of reorganization filed by the Debtor and the
Committee.
Mr. Bettinelli's professional services will include, but will
not be limited to, reviewing and assessing tort claims under
the allocation protocol described in the plan. Any information
submitted by tort claimants to Mr. Bettinelli will be subject to a
mediation privilege, and production of any information by a tort
claimant to Mr. Bettinelli will not constitute a waiver of any
attorney-client privilege or attorney-work product doctrine, or
any similar privilege or doctrine. Mr. Bettinelli will review
only those tort claims filed on sexual abuse proof of claim forms.
Mr. Bettinelli will be billed in this manner:
a) Review of Tort Claims: $400 per claim; and
b) Review of Tort Claims seeking reconsideration after initial
award: $400 per claim
The Committee assured the Court that Mr. Bettinelli is a
"disinterested person" within the meaning of Section 101(14) of
the Bankruptcy Code.
Mr. Bettinelle can be reached at:
William L. Bettinelli
JAMS
Two Embarcadero Center, Suite 1500
San Francisco, CA 94111
Tel: 415-982-5267
Fax: 415-982-5287
About the Diocese of Helena
The Roman Catholic Bishop of Helena, Montana, a Montana Religious
Corporation Sole (a/k/a Diocese of Helena) sought protection
under Chapter 11 of the Bankruptcy Code on Jan. 31, 2014, to
resolve more than 350 sexual-abuse claims. The Chapter 11 case
(Bankr. D. Mont. Case No. 14-60074) was filed in Butte, Montana.
Attorneys at Elsaesser Jarzabek Anderson Elliott & MacDonald,
Chtd., serve as counsel to the Debtor. Gough, Shanahan, Johnson &
Waterman PLLP has been tapped as special counsel to provide legal
advice relating to sexual abuse claims.
Several Roman Catholic dioceses in the U.S. have filed for
bankruptcy to settle claims from current and former parishioners
who say they were sexually molested by priests.
The Roman Catholic Bishop of Helena filed its schedules of assets
and liabilities, which show assets with a value of more than
$16.037 million against debt totaling $33.6 million. The filings
also showed that the diocese has $4.7 million in secured debt.
Creditors of the diocese assert $28.89 million in unsecured
non-priority claims.
The U.S. Trustee for Region 18 appointed seven creditors to serve
on the Official Committee of Unsecured Creditors. The Committee
has retained Pachulski Stang Ziehl & Jones LLP as counsel.
The Court installed Michael R. Hogan as the legal representative
for these sex abuse victims: (a) are under 18 years of age before
the Claims Bar Date; (b) neither discovered nor reasonably should
have discovered before the Claims Bar Date that his or her injury
was caused by an act of childhood abuse; or (c) have a claim that
was barred by the applicable statute of limitations as of the
Claims Bar Date but is no longer barred by the applicable statute
of limitations for any reason, including for example the passage
of legislation that revives such claims.
EMERALD INVESTMENTS: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Emerald Investments, LLC
16 River Street
Norwalk, CT 06852
Case No.: 14-13407
Chapter 11 Petition Date: December 15, 2014
Court: United States Bankruptcy Court
Southern District of New York (Manhattan)
Judge: Hon. Martin Glenn
Debtor's Counsel: David Y. Wolnerman, Esq.
WHITE & WOLNERMAN, PLLC
110 E. 59th Street, 25th Floor
New York, NY 10022
Tel: 212-308-0603
Email: dwolnerman@wwlawgroup.com
Estimated Assets: $10 million to $50 million
Estimated Debts: $1 million to $10 million
The petition was signed by David A. Thomas, manager.
The Debtor did not file a list of its largest unsecured creditors
when it filed the petition.
ENDEAVOUR INT'L: U.S. Trustee Names 3 Members to Creditors' Panel
-----------------------------------------------------------------
Roberta A. DeAngelis, U.S. Trustee for Region 3, has appointed
three members to the Official Committee of Unsecured Creditors in
the Chapter 11 cases of Endeavour Operating Corporation and its
debtor affiliates:
(1) Open Flow Gas Supply Corp.
Attn: Christina Inzana
90 Beaver Drive, Suite 110B
P.O. Drawer J
DuBois, PA 15801
Tel: (814) 371-2228
Fax: (814) 371-2440
(2) SM Energy Company
Attn: David Copeland
1775 Sherman Street, Suite 1200
Denver, CO 80203
Tel: (303) 863-4325
Fax: (303) 864-2598
(3) SJ Exploration
Attn: Julia G. Frazier
1 South Jersey Plaza
Folsom, NJ, 08037
Tel: (609) 561-9000
Fax: (609) 561-1012
The Committee is represented by:
David M. Bennett, Esq.
Cassandra Sepanik Shoemaker, Esq.
THOMPSON & KNIGHT LLP
One Arts Plaza
1722 Routh Street, Suite 1500
Dallas, TX 75201-2533
Tel: (214) 969-1700
Fax: (214) 969-1751
E-mail: David.Bennett@tklaw.com
Cassandra.Shoemaker@tklaw.com
-- and --
Demetra L. Liggins, Esq.
THOMPSON & KNIGHT LLP
Three Allen Center
333 Clay Street, Suite 3300
Houston, TX 77002
Tel: (713) 951-5884
Fax: (832) 397-8052
E-mail: Demetra.Liggins@tklaw.com
-- and --
Neil B. Glassman, Esq.
Scott D. Cousins, Esq.
Evan T. Miller, Esq.
BAYARD, P.A.
222 Delaware Avenue, Suite 900
Wilmington, DE 19801
Tel: (302) 655-5000
Fax: (302) 658-6395
E-mail: nglassman@bayardlaw.com
scousins@bayardlaw.com
emiller@bayardlaw.com
About Endeavour International
Houston, Texas-based Endeavour International Corporation (OTC:
ENDRQ) (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.
* * *
The hearing to consider adequacy of the Disclosure Statement of
the Debtors' Chapter 11 Plan is currently scheduled for Dec. 17,
2014, at 3:00 p.m. (Prevailing Eastern Time). The proposed Plan
of Reorganization provides for the reduction of approximately $598
million of the Debtors' existing debt, the reduction of
approximately 43% of the Debtors annual interest burden, and
freeing up of $50 million in annual cash flow that can be used for
reinvestment in the Debtors' business.
The Debtors' deadline to file their schedules of assets and
liabilities has been extended through Dec. 15, 2014.
The U.S. Trustee has continued the Sec. 341 creditors of meeting
to Dec. 17, 2014, at 10:00 a.m.
ENDEAVOUR INT'L: Committee Says Disclosure Statement Deficient
--------------------------------------------------------------
The Official Committee of Unsecured Creditors filed a preliminary
objection to the proposed disclosure statement explaining
Endeavour Operating Corporation, et al.'s joint plan of
reorganization, complaining that the bankruptcy case is moving at
an extremely rapid pace giving the Committee very limited period
within which to fulfill its obligations under the Bankruptcy Code,
including to investigate the information contained in the
Disclosure Statement and to evaluate the terms and provisions of
the Plan.
With respect to the Disclosure Statement, the Committee states:
"Based upon the very limited information currently available to
it, the Committee believes that the Disclosure Statement, as
currently proposed (i) fails to value the equity in the
Reorganized Debtors which is proposed to be distributed to the
RSA Parties as Plan currency; (ii) fails to provide justification
for the disparate classification and treatment of apparently
legally identical claims; (iii) provides inadequate information as
to the confirmability and feasibility of the Plan, including no
indication of the impact of plunging oil prices on the enterprise
value of reorganized Debtors or feasibility of Plan; and (iv)
provides a deficient liquidation analysis which, among other
things, sets forth a distribution scheme which does not match up
with the classification of creditors set forth in the Plan."
Smedvig Funds PLC, which holds 99.75% of the 7.5% unsecured
convertible bonds issued by Endeavour Energy Luxembourg S.a.r.l.,
states that it supports the consensual restructuring provided for
in the restructuring support agreement and does not object to the
approval of the Disclosure Statement, but complained that the RSA
left several key terms to be agreed regarding minority stakeholder
protections and the forms of definitive documentation, and the RSA
parties have not yet reached agreement on these terms.
Delaware Trust Company, as trustee for the 7.5% Convertible Bonds
due 2016 issued by Endeavour Energy Luxembourg S.a.r.l., joins in
Smedvig's objection to the Disclosure Statement.
Smedvig is represented by:
Norman L. Pernick, Esq.
J. Kate Stickles, Esq.
COLE, SCHOTZ, MEISEL, FORMAN & LEONARD, P.A.
500 Delaware Avenue, Suite 1410
Wilmington, DE 19801
Tel: (302) 652-3131
Fax: (302) 652-3117
E-mail: npernick@coleschotz.com
kstickles@coleschotz.com
-- and --
Warren A. Usatine, Esq.
COLE, SCHOTZ, MEISEL, FORMAN & LEONARD, P.A.
25 Main Street, P.O. Box 800
Hackensack, NJ 07602
Tel: (201) 489-3000
Fax: (201) 489-1536
E-mail: wusatine@coleschotz.com
-- and --
Keith H. Wofford, Esq.
Brian Rooder, Esq.
ROPES & GRAY LLP
1211 Avenue of the Americas
New York, NY 10036-8704
Tel: (212) 596-9000
Fax: (212) 596-9090
E-mail: keith.wofford@ropesgray.com
brian.rooder@ropesgray.com
-- and --
James A. Wright, III, Esq.
ROPES & GRAY LLP
Prudential Tower
800 Boylston Street
Boston, MA 02199-3600
Tel: (617) 951-7000
Fax: (617) 951-7050
E-mail: james.wright@ropesgray.com
The Bond Trustee is represented by:
Norman L. Pernick, Esq.
J. Kate Stickles, Esq.
COLE, SCHOTZ, MEISEL, FORMAN & LEONARD, P.A.
500 Delaware Avenue, Suite 1410
Wilmington, DE 19801
Tel: (302) 652-3131
Fax: (302) 652-3117
-- and --
Mark R. Somerstein, Esquire
ROPES & GRAY LLP
1211 Avenue of the Americas
New York, NY 10036-8704
Tel: (212) 596-9000
Fax: (212) 596-9090
E-mail: mark.somerstein@ropesgray.com
About Endeavour International
Houston, Texas-based Endeavour International Corporation (OTC:
ENDRQ) (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.
* * *
The hearing to consider adequacy of the Disclosure Statement of
the Debtors' Chapter 11 Plan is currently scheduled for Dec. 17,
2014, at 3:00 p.m. (Prevailing Eastern Time). The proposed Plan
of Reorganization provides for the reduction of approximately $598
million of the Debtors' existing debt, the reduction of
approximately 43% of the Debtors annual interest burden, and
freeing up of $50 million in annual cash flow that can be used for
reinvestment in the Debtors' business.
The Debtors' deadline to file their schedules of assets and
liabilities has been extended through Dec. 15, 2014.
The U.S. Trustee has continued the Sec. 341 creditors of meeting
to Dec. 17, 2014, at 10:00 a.m.
EVERGREEN TANK: S&P Withdraws 'B-' CCR, Off Watch Positive
----------------------------------------------------------
Standard & Poor's Ratings Services withdrew its 'B-' corporate
credit rating on Houston-based equipment rental provider Evergreen
Tank Solutions Inc., and removed the rating from CreditWatch,
where S&P placed it with positive implications on Nov. 24, 2014.
At the same time, S&P withdrew the 'CCC+' issue-level and '5'
recovery ratings on Evergreen Tank Solutions' $207 million senior
secured term loan due 2018 and removed the issue-level rating from
CreditWatch positive.
"The rating actions follow the completion of Tempe, Ariz.-based
Mobile Mini Inc.'s acquisition of Evergreen Tank Solutions Inc.,"
said Standard & Poor's credit analyst Jaissy Lorenzo. At the
transaction's closing, Evergreen's bank debt was repaid. When S&P
made the CreditWatch placements, it stated that it would withdraw
the ratings if the term loan was repaid and all of the debt
obligations had been satisfied.
FIRED UP: Gets Final OK to Incur $1.8MM Financing from Prosperity
-----------------------------------------------------------------
The Bankruptcy Court issued a final order authorizing Fired Up,
Inc., to borrow $1,800,000 from Prosperity Bank.
Prosperity Bank is granted a (1) a second lien collateral
assignment of a Prosperity Bank Certificate of Deposit in the
amount of [$3,500,000], (2) a first lien on the Debtor's personal,
real and intellectual property except that Prosperity Bank's lien
will not be superior to (i) the statutory priorities of the ad
valorem taxing authorities; (ii) the prepetition lien of
Independent Bank on the real property owned by the Debtor in
Pearland, Texas and the postpetition lien on the Debtors' point of
sale system, which Independent Bank financed; and (iii) Xerox
Corporation's lien on certain leased property and (3) a first lien
collateral assignment of the shares in Debtor held by Creed and
Lynn Ford, guarantors of the loan, provided, however, that such
aforementioned liens will not extend to the GUC Trust Assets.
It is further ordered that the Debtor will not use the proceeds
from the loan except for payment to GE Capital or as otherwise
provided by the Plan without further order of the Court.
About Fired Up, Inc.
Fired Up, Inc., the Austin, Texas-based owner and operator of the
Johnny Carino's Italian restaurant chain, sought Chapter 11
bankruptcy protection (Bankr. W.D. Tex. Case No. 14-10447) on
March 27, 2014, in Austin. The Debtor is represented by attorneys
at Barron & Newburger, P.C., in Austin. It estimated assets and
debt of $10 million to $50 million.
As of the bankruptcy filing, Fired Up had 2,900 employees and
owned and operated 46 company-owned stores known as Johnny
Carino's Italian in seven states (Texas, Arkansas, Colorado,
Louisiana, Idaho, Kansas and Missouri) and 61 franchised or
licensed locations in 17 states and four other countries (Bahrain,
Dubai, Egypt and Kuwait).
The company began its own "out of court" reorganization in the
last quarter of 2013 by closing 20 unprofitable restaurants. The
company later opted to seek bankruptcy protection to tie up the
"loose ends" of its self-imposed "reorganization" that did not
appear capable of being tied up without litigation. In
particular, the provisions of the Bankruptcy Code with respect to
the rejection of burdensome leases and the ability to propose and
pay out its debts pursuant to a Plan without piecemeal prosecution
by random uncooperative creditors undermining same were
particularly attractive.
For the fiscal year ending June 27, 2012, the company reported
total revenues of $125.7 million, net income of $614,000, and
guest counts of 8.6 million. For the fiscal year ending June 26,
2013, the company reported total revenues of $120.8 million, a net
loss of $5.9 million, and guest counts totaling 8.5 million.
The Debtor disclosed $10,360,877 in assets and $36,139,375 in
liabilities.
Creed Ford III is the majority shareholder and has served as
president and CEO since 2008. Mr. Ford and Norman J. Abdallah
formed Fired Up in 1997 for the purpose of acquiring the then six-
unit Johnny Carino's Italian Kitchen chain from Brinker
International, Inc.
The U.S. Trustee appointed a seven-member Official Committee of
Unsecured Creditors. The Committee tapped Pachulski Stang Ziehl &
Jones LLP as its counsel, and FTI Consulting, Inc. as its
financial advisor.
FUWEI FILMS: Receives NASDAQ Notice of Bid Price Deficiency
-----------------------------------------------------------
Fuwei Films (Holdings) Co., Ltd., a manufacturer and distributor
of high-quality BOPET plastic films in China, on Dec. 11 disclosed
that on December 8, 2014, it received a Nasdaq Staff Deficiency
Letter indicating that it is not in compliance with the minimum
bid price requirement for continued listing set forth in Listing
Rule 5550(a)(2) which requires listed securities to maintain a
minimum bid price of $1.00 per share.
Fuwei's management is looking into various options available to
the Company in order to regain compliance and ensure its continued
listing on the Nasdaq. The Company intends to actively monitor
the bid price for its common stock between now and the end of the
grace period.
According to the letter from the Nasdaq, Fuwei has been given a
grace period of 180 calendar days, starting December 8, 2014, to
regain compliance with the minimum bid price requirement. Fuwei
can regain compliance if, at any time before the grace period
ends, the bid price of its common stock closes at or above $1.00
per share for a minimum of ten consecutive business days. If
Fuwei cannot demonstrate compliance by the end of the grace
period, the Nasdaq's staff will notify the Company that its common
stock is subject to delisting. Fuwei may then be eligible for an
additional 180 day grace period if it meets the Nasdaq Capital
Market's initial listing standards with the exception of the
minimum bid price requirement.
During the grace period (as may be extended) Fuwei's common stock
will continue to trade on the Nasdaq Capital Market under the
symbol "FFHL".
About Fuwei Films
Fuwei Films conducts its business through its wholly owned
subsidiary, Fuwei Films (Shandong) Co., Ltd. ("Shandong Fuwei").
Shandong Fuwei develops, manufactures and distributes high-quality
plastic films using the biaxial oriented stretch technique,
otherwise known as BOPET film (biaxially oriented polyethylene
terephthalate). Fuwei's BOPET film is widely used to package
food, medicine, cosmetics, tobacco, and alcohol, as well as in the
imaging, electronics, and magnetic products industries.
GBG RANCH: Bankr. Examiner Can Tap Lain Faulkner as Accountants
---------------------------------------------------------------
Ronald Hornberger, the Chapter 11 examiner appointed in the case
of GBG Ranch, Ltd, sought and obtained approval from the U.S.
Bankruptcy Court for the Southern District of Texas to employ
Lain, Faulkner & Co. P.C. as his accountants.
Lain Faulkner, is expected to provide these services:
a. Assist the Examiner with the financial and forensic
accounting aspects of his duties;
b. Assist the Examiner in other tasks that may be directed to
be undertaken by the Court; and
c. Perform other necessary accounting services in connection
with the case as directed by the Examiner.
The firm's standard rates for its services are:
Professional Hourly Rate
------------ -----------
Shareholders $365-$450
CPAs/Accounting Professionals $240-$340
IT Professionals $250-$300
Staff Accountants $150-$215
Clerical and Bookkeepers $80-95
Jason Rae -- jrae@lainfaulkner.com -- an accountant at Lain,
Faulkner & Co., assures the Court that the Firm is a
"disinterested person" as the term is defined in Section 101(14)
of the Bankruptcy Code.
About GBG Ranch
GBG Ranch, LTD, a Texas Limited Partnership, sought Chapter 11
protection (Bankr. S.D. Tex. Case No. 14-50155) in Laredo, Texas
on July 8, 2014, without stating a reason. GBG Ranch disclosed
$59,952,589 in assets and $5,060,423 in liabilities as of the
Chapter 11 filing.
The company is represented by the Law Office of Carl M. Barto.
Leslie M. Luttrell and the Luttrell + Villareal Law Group serve as
special counsel.
GERALD CHAMPION: S&P Revises Outlook & Affirms 'B+' Rating
----------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook to stable
from negative and affirmed its 'B+' long-term rating on New Mexico
Hospital Equipment Loan Council's $71 million series 2012A bonds,
issued for Gerald Champion Regional Medical Center (GCRMC).
"The affirmed rating and stable outlook reflects GCRMC's improved
operating performance for fiscal 2014 and through the first fiscal
quarter of 2015, coupled with relatively stable inpatient volumes,
much stronger coverage of maximum annual debt service, and
adequate unrestricted reserves and days' cash on hand," said
Standard & Poor's credit analyst Karl Propst. "The rating remains
constrained by the medical center's elevated leverage and our view
of the work remaining to ensure that GCRMC's operating turnaround
will be sustained over time," added Mr. Propst.
Gerald Champion is a 99-licensed-bed, acute-care hospital located
in Alamogordo, N.M., a relatively isolated area in Otero County.
Hospital operations also include a 12-bed inpatient rehabilitation
unit and a 17-bed inpatient psychiatric unit. Management reports
that Gerald Champion is a sole community provider with a Medicare
inpatient market share of approximately 56% in its service area.
GFL ENVIRONMENTAL: S&P Lowers CCR to 'B' on Weaker Credit Metrics
-----------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its long-term
corporate credit rating on Toronto-based waste services company
GFL Environmental Inc. to 'B' from 'B+'. The outlook is stable.
At the same time, Standard & Poor's lowered its issue-level rating
on the company's C$300 million senior unsecured notes due 2018 to
'B' from 'B+'. The '4' recovery rating is unchanged and indicates
S&P's expectation of average (30%-50%) recovery in a default
scenario.
"The downgrade reflects weaker credit measures resulting from the
company's aggressive acquisition strategy whereby it has completed
six leveraged acquisitions in 2014, totaling more than C$200
million," said Standard & Poor's credit analyst Jamie Koutsoukis.
"Consequently GFL's financial risk profile has deteriorated to a
level consistent with a highly leveraged financial risk profile.
As a result, we have revised our comparable rating analysis
modifier to neutral from positive," Ms. Koutsoukis added.
The ratings on GFL reflect Standard & Poor's view of the company's
"fair" business risk profile and "highly leveraged" financial risk
profile, which result in an anchor score of 'b'.
The fair business risk profile on GFL primarily incorporates S&P's
view of the company's weak competitive position, participation in
the environmental services industry (which S&P views as having
"low" risk characteristics), and "satisfactory" profitability
assessment.
GFL is a regional waste services company that conducts business
exclusively in Canada. It generates revenues predominantly in
Ontario, although the company has expanded its national presence
with recent acquisitions in Atlantic and western Canada. However,
despite this, GFL's diversity characteristics and market positions
are weaker than those of the much larger national leaders. In
addition, S&P considers GFL's solid waste business, which accounts
for the majority of sales and earnings, as mature and very
competitive; a few large players dominate this segment, while the
remaining market is highly fragmented. High price competition,
particularly for large solid waste contracts, has contributed to
low-single-digit organic revenue growth and margins below those of
similarly rated peers. S&P expects the company will continue to
rely heavily on acquisitions to expand its revenue base and
margins.
The long-term solid waste collection contracts GFL has with a
number of Ontario municipalities partially offset these factors.
The average remaining term on municipal contracts is about four
years, which provides a degree of cash-flow stability. The
company's solid waste contracts also typically include price
protection mechanisms that account for inflation, including fuel
prices. The business' recurring and generally stable nature helps
mitigate the impact of its weaker profitability relative to that
of certain peers in S&P's business risk assessment.
The stable outlook on GFL reflects S&P's expectation that the
company will generate stable cash flow from its businesses, of
which a large portion is contracted, and will not experience any
operating challenges that result in reduced margins. It also
incorporates S&P's expectation that the company will continue to
grow through acquisitions but will maintain its leverage at about
5x.
S&P could lower the ratings if competitive pressures or operating
inefficiencies contribute to significant deterioration in cash
flows such that adjusted debt to EBITDA increases to 6x and funds
from operations (FFO) to debt drops below 10%. This would require
significant deterioration of its margins by more than 400 basis
points from its 2014 levels. In addition, S&P could lower the
rating should GFL become liquidity-constrained whereby headroom
under its funded debt-to-EBITDA covenant fell below 10%. This
could limit the company's availability under its revolving
facility, and could prompt S&P to consider a downgrade.
S&P could upgrade the company should GFL's credit metrics
strengthen and S&P believes the company is committed to keeping
adjusted debt-to-EBITDA below 4.5x and FFO-to-adjusted debt above
15%, while maintaining adequate liquidity.
GLOBEIMMUNE INC: Expects Losses to Expand in Coming Years
---------------------------------------------------------
GlobeImmune Inc. filed its quarterly report on Form 10-Q,
reporting a net loss of $6.36 million on $1.31 million of total
revenue for the three months ended Sept. 30, 2014, compared with a
net loss of $706,063 on $2.33 million of total revenue for the
same period in 2013.
The Company's balance sheet at Sept. 30, 2014, showed
$20.7 million in total assets, $13.3 million in total liabilities,
and a stockholders' equity of $7.32 million.
The Company has incurred operating losses and have an accumulated
deficit as a result of ongoing research and development spending.
As of Sept. 30, 2014, the Company had an accumulated deficit of
$220,963,250. It has net losses of $6,360,909 and $14,519,436 for
the three and nine months ended Sept. 30, 2014, respectively, and
net cash used in operating activities of $8,007,718 for the nine
months ended Sept. 30, 2014. The Company anticipates that
operating losses and net cash used in operating activities will
occur and substantially increase over the next several years as it
expands discovery, research and development activities, including
clinical development of its Tarmogen product candidates.
"We have historically financed our operations primarily through
the sale of equity securities, payments pursuant to collaboration
agreements, government grants and equipment financing. We will
continue to be dependent upon such sources of funds until we are
able to generate positive cash flows from our operations. We
believe that our existing cash and cash equivalents as of
September 30, 2014 will be sufficient to fund operations through
2015," the Company added in the regulatory filing.
"We will be required to fund future operations through the sale of
our equity securities, issuance of convertible debt, potential
milestone payments, if achieved, and possible future
collaboration. There can be no assurance that sufficient funds
will be available to us when needed from equity or convertible
debt financings, that milestone payments will be earned or that
future collaboration partnerships will be entered into. If we are
unable to obtain additional funding from these or other sources
when needed, or to the extent needed, it may be necessary to
significantly reduce our current rate of spending through
reductions in staff and delaying, scaling back, or stopping
certain research and development programs. Insufficient liquidity
may also require us to relinquish greater rights to product
candidates at an earlier stage of development or on less favorable
terms to us or our stockholders than we would otherwise choose.
These events could prevent us from successfully executing on our
operating plan and could raise substantial doubt about our ability
to continue as a going concern in future periods."
A copy of the Form 10-Q is available at:
http://is.gd/wgdFSO
GlobeImmune Inc. operates as a biopharmaceutical company. The
company develops and manufactures Tarmogens, a molecular
immunotherapy vaccine for the treatment of cancer and infectious
diseases. Its products include GI-4000 for pancreas, non-small
cell lung, colorectal, endometrial, and ovarian cancers, as well
as melanoma and multiple myeloma; GI-6207 for the treatment of
human epithelial cancers, including non-small cell lung cancer,
colorectal, pancreas, breast, gastric, and medullary thyroid
cancers; GI-6301, a Tarmogen used for the treatment of lung,
breast, colon, bladder, kidney, ovary, uterus, and prostate
cancers; and GS-4774 a therapeutic vaccine for chronic HBV
infection. GlobeImmune, Inc., was formerly known as Ceres
Pharmaceuticals, Inc. and changed its name to GlobeImmune Inc. in
2001. The company was founded in 1995 and is based in Louisville,
Colorado.
GOLDEN PHOENIX: Needs Add'l Funds to Complete Acquisitions
----------------------------------------------------------
Golden Phoenix Minerals, Inc., filed its quarterly report on Form
10-Q, reporting a net loss of $188,239 on $nil of total revenue
for the three months ended Sept. 30, 2014, compared with a net
loss of $174,328 on $nil of total revenue for the same period in
2013.
The Company's balance sheet at Sept. 30, 2014, showed
$1.15 million in total assets, $2.39 million in total liabilities,
and a stockholders' deficit of $1.24 million.
"[W]e have entered into options and agreements for the acquisition
of our Nevada mineral properties. None of these mineral
properties currently have proven or probable reserves. We believe
we will be required to raise significant additional capital to
fund our operations and to complete the acquisition of the
interests in and further the exploration, evaluation and
development of our existing mineral properties and other
prospects. There can be no assurance that we will be successful
in raising the required capital at favorable rates or at all, or
that any of these mineral properties will ultimately attain a
successful level of operations. If we are unable to raise
sufficient capital to meet our current obligations, we may be
forced to further reduce or terminate operations and file for
reorganization or liquidation under the bankruptcy laws. These
factors and our negative working capital position together raise
substantial doubt about our ability to continue as a going
concern," the Company said in the regulatory filing.
A copy of the Form 10-Q is available at:
http://is.gd/72UHXu
American Fork, Utah-based Golden Phoenix Minerals, Inc. engages in
the exploration, development, and production of mineral properties
in Nevada and the western United States. It focuses on exploring
for gold, silver, and molybdenum minerals properties.
GOOSECREEK LLC: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Goosecreek, LLC
dba Lochsa Surveying
8345 S. Jones Blvd., Ste 100
Las Vegas, NV 89118
Case No.: 14-18163
Chapter 11 Petition Date: December 12, 2014
Court: United States Bankruptcy Court
District of Nevada (Las Vegas)
Judge: Hon. August B. Landis
Debtor's Counsel: Robert E. Schumacher, Esq.
GORDON & REES LLP
3770 Howard Hughes Pkwy, Ste 100
Las Vegas, NV 89169
Tel: 702-577-9300
E-mail: rschumacher@gordonrees.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Glen J. Davis, managing member.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/nvb14-18163.pdf
GT ADVANCED: Wins Approval of Settlement With Apple
---------------------------------------------------
Peg Brickley, writing for Daily Bankruptcy Review, reported that
GT Advanced Technologies Inc. won bankruptcy court approval of a
settlement with Apple Inc. that wards off the threat of litigation
over a failed effort to produce large quantities of scratch- and
shatter-resistant smartphone screen materials.
According to the report, approval from Judge Henry Boroff in New
Hampshire came after GT Advanced and Apple came to terms with
leading creditors who had threatened to derail the pact and
transform GT Advanced's bid for an operational turnaround into a
litigation-driven bankruptcy aimed at Apple.
As previously reported by The Troubled Company Reporter, citing
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, GT Advanced 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.
About GT Advanced Technologies
Headquartered in Merrimack, New Hampshire, GT Advanced
Technologies Inc. -- http://www.gtat.com/-- produces materials
and equipment for the electronics industry. On Nov. 4, 2013, GTAT
announced a multiyear supply deal with Apple Inc. to produce
sapphire glass material for use in consumer electronics products.
Under the deal, Apple would provide GTAT with a prepayment of
approximately $578 million paid in four installments and, starting
in 2015, GTAT would reimburse Apple for the prepayment over a
five-year period.
GT is a publicly held corporation whose stock was traded on NASDAQ
under the ticker symbol "GTAT." GTAT was de-listed from the
NASDAQ stock exchange in October 2014.
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 eight 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 brought about by its issues with Apple.
The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as
attorneys and Kurtzman Carson Consultants LLC as claims and
noticing agent.
The U.S. Trustee has named seven members to the Official Committee
of Unsecured Creditors. The Committee' professionals are Kelley
Drye as its bankruptcy counsel; Devine, Millimet & Branch,
Professional Association as local counsel; EisnerAmper LLP as
financial advisors; and Houlihan Lokey Capital, Inc. as investment
banker.
GTAT has reached a settlement with Apple. The settlement 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 GTAT's technology.
HINTO ENERGY: Has $443K Net Loss for Third Quarter
--------------------------------------------------
Hinto Energy, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $442,998 on $159,167 of total revenue for
the three months ended Sept. 30, 2014, compared with a net loss of
$325,851 on $21,107 of total revenue for the same period in 2013.
The Company's balance sheet at Sept. 30, 2014, showed $2.9 million
in total assets, $3.11 million in total liabilities, and a
stockholders' deficit of $0.21 million.
A copy of the Form 10-Q is available at:
http://is.gd/yKJsbX
Arvada, Colo.-based Hinto Energy, Inc., was incorporated on
Feb. 13, 1997, in the state of Wyoming. The Company and its
wholly-owned subsidiary, South Uintah Gas Properties, Inc., are
involved in the acquisition and development of oil and gas
prospects in the rocky mountain region. The Company has oil and
gas leases, wells and new drilling prospects in both Utah and
Montana.
* * *
The independent registered public accounting firm's report on the
company's financial statements as of December 31, 2013, and for
each of the years in the two-year period then ended, includes a
"going concern" explanatory paragraph, that describes
substantial doubt about the company's ability to continue as a
going concern.
B F Borgers CPA PC, in Denver, Colo., expressed substantial doubt
about Hinto Energy's ability to continue as a going concern in
their audit report on the Company's financial statements for the
year ended Dec. 31, 2013, citing the Company's significant
operating losses.
HRK HOLDINGS: Seeks Approval to Extend DIP Financing to March 31
----------------------------------------------------------------
The Bankruptcy Court directed HRK Holdings and HRK Industries LLC
to file a modification to the final order on fourth motion to
obtain DIP financing. The Court will consider the matter at a
hearing on Dec. 18, 2014, at 3:30 p.m.
The Court, at a hearing held Dec. 11, considered the Debtors'
motion to extend maturity under long term care line of credit nunc
pro tunc. The Debtors have requested that the Court authorize the
further extension of the authority date under the Fourth DIP
facility until March 31, 2015.
The Court previously entered a final order approving the Fourth
DIP facility from Regions Bank. Pursuant to the Fourth DIP
Facility, the Debtors established a line of credit from funds made
available upon closing of sales to Allied, Mayo, and Thatcher
Chemical of Florida, Inc., to address certain long-term case
issues with respect to the maintenance of the Gypstacks --
phosphogypsum stack system.
About HRK Holdings
HRK Holdings and HRK Industries LLC filed for Chapter 11
protection (Bankr. M.D. Fla. Case Nos. 12-09868 and 12-09869) on
June 27, 2012. Judge K. Rodney May oversees the case. Barbara A.
Hart, Esq., and Scott A. Stichter, Esq., at Stichter, Riedel,
Blain & Prosser, P.A., represents the Debtors.
HRK Holdings disclosed $33,366,529 in assets and $26,092,559 in
liabilities in its revised schedules.
According to the Debtors, the bankruptcy filing was necessitated
by the immediate need to sell a portion of the remaining property
to create liquidity for (a) funding the urgent management of the
site-related environmental concerns; the benefit of creditors;
funding a litigation filed by the Debtors; and funding of expenses
related to additional sales of the remaining property.
HRK Holdings is selling real property assets to Allied Universal
Corp. and Mayo Fertilizer, Inc. The Court allowed HRK and the
purchasers to enter into any modifications to the agreements
without need of further Court approval, provided that no
amendments will occur without prior consent of Regions Bank.
HRK HOLDINGS: Has Until Feb. 4 to File Chapter 11 Plan
------------------------------------------------------
The Bankruptcy Court granted HRK Holdings and HRK Industries LLC's
motion to extend until Feb. 4, 2015, their time to file a chapter
11 plan and disclosure statement. The Debtors' previous deadline
to propose a plan was Dec. 21.
About HRK Holdings
HRK Holdings and HRK Industries LLC filed for Chapter 11
protection (Bankr. M.D. Fla. Case Nos. 12-09868 and 12-09869) on
June 27, 2012. Judge K. Rodney May oversees the case. Barbara A.
Hart, Esq., and Scott A. Stichter, Esq., at Stichter, Riedel,
Blain & Prosser, P.A., represents the Debtors.
HRK Holdings disclosed $33,366,529 in assets and $26,092,559 in
liabilities in its revised schedules.
According to the Debtors, the bankruptcy filing was necessitated
by the immediate need to sell a portion of the remaining property
to create liquidity for (a) funding the urgent management of the
site-related environmental concerns; the benefit of creditors;
funding a litigation filed by the Debtors; and funding of expenses
related to additional sales of the remaining property.
HRK Holdings is selling real property assets to Allied Universal
Corp. and Mayo Fertilizer, Inc. The Court allowed HRK and the
purchasers to enter into any modifications to the agreements
without need of further Court approval, provided that no
amendments will occur without prior consent of Regions Bank.
IHEARTCOMMUNICATIONS INC: Fitch Keeps CCC IDR Over Proposed Sale
----------------------------------------------------------------
Fitch Ratings' Issuer Default Ratings (IDR) of
iHeartCommunications Inc. (iHeart; rated 'CCC') and Clear Channel
Worldwide Holdings, Inc. (rated 'B'), are unaffected by the
proposed sale of tower sites. iHeart's announcement that one of
its indirect parent's (iHeartMedia Inc.) subsidiaries has entered
into an agreement to sell 411 of broadcast communication tower
sites and related assets for up to $400 million to Vertical Bridge
is in line with Fitch's expectation that the company will utilize
several levers at its disposal to support its liquidity position.
Fitch recognizes that the towers are non-core assets within
iHeart's business model and opines that the transaction does not
affect iHeart's operational profile materially. The 'CCC' IDR and
Negative Rating Outlook remain unchanged. The proceeds are
expected to be utilized for general corporate purposes.
iHeart is expected to enter into a lease agreement concurrently
with the closing of the transaction. The transaction is expected
to decrease top-line sales from tenants per annum by approximately
$11.6 million and increase annual leases by $22.7 million offset
by reduction in operating expenses of $3.8 million. The
transaction is expected to close in the first quarter of 2015
(1Q'15) subject to certain conditions. Tower sale follows a
similar transaction in February in which iHeart sold its 50% stake
in Australian Radio Network (ARN) to APN News & Media Limited for
approximately $220 million in net proceeds.
Fitch believes the bolstering of liquidity from the proceeds is
favorable to the credit profile, despite the loss of annual sales
from tenants and increase in leases, which will further pressure
free cash flow (FCF). Fitch expects FCF will be negative over the
next few years. Fitch notes that iHeart has runway until maturity
wall of $1.2 billion comes due in 2016 and will likely rely on the
access to capital and bank markets to refinance a material portion
of its 2016 maturities. Fitch calculates iHeart's interest
coverage ratio (EBITDA/Gross Interest Expense) at 1x as of
September 2014 and leverage (Debt/EBITDA) at 11.7x with total
consolidated debt of $21.2 billion (includes debt held at CC Finco
LLC). The ratings and Negative Rating Outlook reflect the limited
room within the credit profile to endure any material
deterioration in operations.
An inability by iHeart to extend maturities would result in a
rating downgrade. This inability may derive from a prolonged
consolidated cash burn, whether driven by cyclical or secular
pressures, reducing iHeart's ability to fund debt service and
near-term maturities. Additionally, cyclical or secular pressures
on operating results that further weaken credit metrics could
result in negative rating pressure. Lastly, indications that a
distressed debt exchange DDE is probable in the near term would
also drive a rating downgrade.
Fitch expects iHeart will continue to explore asset sales
(including monetization of repurchased and outstanding notes) and
debt-funded dividends from Clear Channel Worldwide Holdings, Inc.
(CCWH) to support iHeart's liquidity. Fitch estimates that CCWH
could issue approximately $400 million-$450 million in order to
fund a dividend to its equity holders. Fitch's estimates are
based on CCWH's consolidated leverage ratio of 6.4x as of
Sept. 30, 2014 and maximizing CCWH's 7.0x incurrence limitation.
Net proceeds to iHeart would be approximately $356 million-$401
million.
Fitch's ratings are:
iHeart
-- Long-term IDR at 'CCC';
-- Senior secured term loans at 'CCC/RR4';
-- Senior secured priority guarantee notes at 'CCC/RR4';
-- Senior unsecured exchange notes due 2021 at 'CC/RR6';
-- Senior unsecured notes at 'C/RR6'.
The Rating Outlook for iHeart is Negative.
Clear Channel Worldwide Holdings, Inc.
-- Long-term IDR at 'B';
-- Senior unsecured notes at 'BB-/RR2';
-- Senior subordinated notes at 'B/RR4'.
The Rating Outlook for Clear Channel Worldwide Holdings, Inc. is
Stable.
JONES SODA: Execution Uncertainty Raises Going Concern Doubt
------------------------------------------------------------
Jones Soda Co. filed its quarterly report on Form 10-Q, reporting
a net loss of $233,000 on $4.38 million of total revenue for the
three months ended Sept. 30, 2014, compared with a net loss of
$330,000 on $4.22 million of total revenue for the same period in
2013.
The Company's balance sheet at Sept. 30, 2014, showed $5.83
million in total assets, $2.82 million in total liabilities, and
stockholders' equity of $3.01 million.
"The uncertainties relating to our ability to successfully execute
on our business plan and finance our operations continue to raise
substantial doubt about our ability to continue as a going
concern," the Company said in the 10-Q filing.
A copy of the Form 10-Q is available at:
http://is.gd/rk4ryS
Seattle-based Jones Soda Co. (OTC QB: JSDA), markets and
distributes premium beverages under the Jones(R) Soda, Jones
Zilch(R), Natural Jones(TM) Soda and WhoopAss(TM) Energy Drink
brands and sells through its distribution network.
KIOR INC: To Auction Substantially All of Its Assets on Jan. 9
--------------------------------------------------------------
Erin Voegele at Biomassmagazine.com reports that KiOR, Inc., will
hold an auction on Jan. 9, 2014, at the office of KiOR?s counsel,
King & Spalding LLP, in Texas, following a Dec. 8, 2014 order
issued by the U.S. Bankruptcy Court for the District of Delaware.
Biomassmagazine.com recalls that the Company indicated in November
2014 that it had accepted a bid for substantially all of its
assets from affiliates of Vinod Khosla, the stalking horse bidder,
subject to higher and better offers and court approval.
The sale of assets at auction is part of its plant to refocus on
research and development, Biomassmagazine.com relates, citing the
Company.
About Kior Inc.
KiOR, Inc., and wholly owned subsidiary KiOR Columbus, LLC, are
development stage, renewable fuels companies based in Pasadena,
Texas and Columbus, Mississippi, respectively. KiOR, Inc., was
founded in 2007 as a joint venture between Khosla Ventures, LLC,
and BIOeCon B.V. KiOR Inc.'s primary business is the development
and commercialization of a ground-breaking proprietary technology
designed to generate a renewable crude oil from non-food
cellulosic biomass.
KiOR, Inc. filed a Chapter 11 petition (Bankr. D. Del. Case No.
14-12514) on Nov. 9, 2014, in Delaware. Through the chapter 11
case, the Debtor intends to reorganize its business or sell
substantially all of its assets so that it can continue its core
research and development activities. KiOR Columbus did not seek
bankruptcy protection.
The Debtor disclosed $58.27 million in assets and $261.3 million
in liabilities as of June 30, 2014.
The Debtor is represented by Mark W. Wege, Esq., Edward L. Ripley,
Esq., and Eric M. English, Esq., at King & Spalding, LLP, in
Houston, Texas; and John Henry Knight, Esq., Michael Joseph
Merchant, Esq., and Amanda R. Steele, Esq., at Richards, Layton &
Finger, P.A., in Wilmington, Delaware. The Debtor's financial
advisor is Alvarez & Marsal. Guggenheim Securities, LLC, is the
Debtor's investment banker. Epiq Bankruptcy Solutions, LLC, is
the Debtor's claims and noticing agent.
Pasadena Investments, LLC, as administrative agent for a
consortium of lenders, committed to provide up to $15,000,000 in
postpetition financing. The DIP Agent is represented by Thomas E.
Patterson, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP, in Los
Angeles, California, and Michael R. Nestor, Esq., at Young Conaway
Stargatt & Taylor, LLP, in Wilmington, Delaware.
KLEEN ENERGY: Fitch Affirms 'BB' Rating on $730MM Loans
-------------------------------------------------------
Fitch Ratings has affirmed at 'BB' the ratings for Kleen Energy
Systems, LLC's $435 million ($244 million outstanding) term loan A
due 2018 and $295 million ($268.4 million outstanding) term loan B
due 2024. The Rating Outlook is Negative.
The Negative Outlook reflects the uncertain volatility of Kleen's
cost structure and dependence on favorable operating performance
to pay deferred target amortization. The project's near-term
liquidity position is stabilizing, but Fitch remains concerned
that further cost escalation and persistent operational failures
could reduce financial performance over the long-term. Resolution
of the Negative Outlook is contingent upon Kleen's actual
financial performance relative to Fitch's rating case projections.
KEY RATING DRIVERS
Revenue Risk: Midrange
Fixed Price Agreements: Kleen's revenues are initially derived
from fixed-price tolling and capacity agreements with investment-
grade counterparties, partially mitigating price risks through
2017. The project remains subject to replacement power costs in
the event of a forced outage under the tolling agreement. Kleen
is vulnerable to margin risks during the post-2017 merchant period
but is not entirely dependent on market-based revenues, as
capacity payments alone should be sufficient to meet debt service
requirements. A scheduled step-down in debt service should
moderate Kleen's energy price exposure after the tolling agreement
expires.
Operation Risk: Weaker
Volatile Operational History: Kleen has not yet established a
stable cost profile or demonstrated a pattern of consistent
operating performance. Actual costs have exceeded original
projections by a wide margin, heightening the potential impact of
operational underperformance. It is uncertain whether Kleen can
reliably meet target availability and heat rate requirements to
avoid contractual penalties and maximize revenues, based on
Kleen's history of forced outages. Favorably, Kleen benefits from
commercially proven technology operated and maintained by
experienced O&M providers.
Supply Risk: Midrange
Low Supply Risk: Volumetric risks are minimal, as the project is
situated in a highly liquid and competitive natural gas market.
The tolling counterparty bears natural gas supply risks in the
medium term.
Debt Structure: Midrange
Mitigated refinancing risk: Fitch believes it is likely that Kleen
will fully prepay the term loan A balloon payment prior to
maturity, absent persistent operational challenges. The
supplemental amortization mechanism relies upon contracted
revenues during the tolling period, and catch-up provisions
provide some protection against temporary interruptions in cash
flow. Kleen's debt structure otherwise incorporates standard
terms and conditions with adequate liquidity provisions.
Financial Metrics
Weakened financial profile: Fitch-projected debt service coverage
ratios (DSCRs) range between 1.25x and 1.35x during the tolling
period under a Fitch rating case that considers a combination of
low availability, technical underperformance, and further
increases to a deteriorating cost profile. The rating is not
constrained by financial performance during the merchant period,
primarily due to declining debt service relative to higher
projected revenues.
Peer comparison: Kleen's credit quality is consistent with that of
other thermal projects in the 'BB' rating category. Comparable
projects often demonstrate an uncertain cost profile, heightened
operating risks, and/or elements of merchant exposure.
Investment-grade projects with fully contracted output exhibit
considerably stronger financial profiles with rating case DSCRs
that consistently exceed 1.4x.
RATING SENSITIVITIES
Negative -- Cost Volatility: Demonstration of a stable cost
profile would be consistent with the rating, while further
increases in costs would heighten the project's vulnerability to
operating event risks.
Negative -- Performance Shortfalls: Persistently low availability,
repeated forced outages, or an accelerated degradation in heat
rates could reduce revenue and subject the project to contractual
penalties.
Negative -- Inability to Refinance: In the event that an
outstanding balance remains on the term loan A at maturity, market
conditions and/or project-specific factors could prevent Kleen
from refinancing.
SECURITY
The collateral includes a first-priority security interest in the
ownership interests in Kleen, all real and personal property,
including Kleen's rights under the project documents, the project
accounts, and all revenues.
TRANSACTION SUMMARY
Kleen's financial performance has improved over the past six
months, allowing the project to accumulate liquidity sufficient to
fully repay its $16 million working capital facility loan on the
December 31st debt service payment date. Kleen estimates an
annual DSCR of 1.05x for YE 2014 and expects to catch up on
deferred target amortization in early 2015, assuming the facility
experiences no further technical issues. Thus, Kleen's annualized
DSCR will likely exceed breakeven despite elevated operating costs
and a revenue reduction of 26% year-over-year.
The project will not have cash on hand adequate to pay deferred
target amortization and will be unable to pay the next installment
of target principal on December 31st. Kleen's 2015 budget
indicates that the project should have enough excess cash flow to
fully repay the projected $11.6 million of accumulated Term Loan A
deferrals in the first half of 2015. Fitch's evaluation of
Kleen's refinance risk is contingent upon satisfaction of target
amortization requirements, which remain manageable relative to
projected cash flow even taking into account currently stressed
conditions.
Kleen has triggered a negative covenant under the credit agreement
that includes a 1.1x DSCR threshold on a rolling four quarter
basis. Lenders have thus far waived two consecutive technical
defaults, and Kleen believes that a third technical default will
be waived on the upcoming debt service payment date. Fitch views
the technical defaults as credit neutral events absent lender
exercise of remedies. Absent any operational issues and inclusive
of the current elevated cost profile, Kleen projects that the 2015
DSCR would improve to 1.36x.
Operational performance is currently favorable, as Kleen has
maintained availability of nearly 100% since June (excepting a
planned October outage). Fitch considers the financial impact of
the Q1 2014 turbine outages resolved, though Kleen expects to
receive approximately $3 million of insurance proceeds in the near
term. The project has operated with relatively high utilization
for the fall season, and heat rates remain well below contractual
requirements.
Kleen's long-term cost profile remains uncertain, and Fitch will
reevaluate its financial projections once YE 2014 financial
information is available. Fitch's projections will consider
recent increases in insurance premiums, Connecticut Gross Receipts
Tax payments, and Regional Greenhouse Gas Initiative (RGGI) costs.
Favorably, Fitch understands that Kleen will pay lower fees under
the Long Term Services Agreement with Siemens Energy Inc.
Kleen is a special-purpose company created to own and operate the
project, which consists of a 620-megawatt combined-cycle electric
generating facility located near Middletown, CT. Kleen sells
capacity under a 15-year agreement with Connecticut Light & Power
(Fitch IDR 'BBB+' with a Stable Outlook). Exelon Generation
Company (ExGen, IDR 'BBB+' with a Negative Outlook) purchases the
facility's energy output under a seven-year tolling agreement.
Exelon Corp. (IDR 'BBB+' with a Negative Watch), ExGen's parent,
has partially guaranteed ExGen's contractual obligations.
LDK SOLAR: Can File Schedules of Assets & Debt Thru Dec. 31
-----------------------------------------------------------
Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the District
of Delaware granted LDK Solar Co., Ltd., et al's request for an
extension of their deadline to file schedules of assets and
liabilities through and including Dec. 31, 2014.
About LDK Solar
LDK Solar Co., Ltd. -- http://www.ldksolar.com-- based in
Hi-Tech Industrial Park, Xinyu City, Jiangxi Province, People's
Republic of China, is a vertically integrated manufacturer of
photovoltaic products, including high-quality and low-cost
polysilicon, solar wafers, cells, modules, systems, power
projects and solutions.
LDK Solar was incorporated in the Cayman Islands on May 1, 2006,
by LDK New Energy, a British Virgin Islands company wholly owned
by Xiaofeng Peng, LDK's founder, chairman and chief executive
officer, to acquire all of the equity interests in Jiangxi LDK
Solar from Suzhou Liouxin Industry Co., Ltd., and Liouxin
Industrial Limited.
LDK Solar in February 2014 filed in the Cayman Islands for the
appointment of provisional liquidators, four days before it was
due to make a $197 million bond repayment. Its Joint
Provisional Liquidators are Tammy Fu and Eleanor Fisher, both of
Zolfo Cooper (Cayman) Limited, on Oct. 22.
In September 2014, LDK SOalr, LDK Silicon and LDK Silicon Holding
Co., Limited each applied to file an originating summons to
commence their restructuring proceedings in the High Court of Hong
Kong.
On Oct. 21, 2014 three U.S. subsidiaries of LDK Solar, LDK Solar
Systems, Inc., LDK Solar USA, Inc. and LDK Solar Tech USA, Inc.
filed voluntary petitions to reorganize under Chapter 11 of the
United States Bankruptcy Code in the United States Bankruptcy
Court for the District of Delaware. The lead case is In re LDK
Solar Systems, Inc. (Bankr. D. Del., Case No. 14-12384).
On Oct. 21, 2014, LDK Solar filed a petition in the same U.S.
Bankruptcy Court for recognition of the provisional liquidation
proceeding in the Grand Court of the Cayman Islands. The Chapter
15 case is In re LDK Solar CO., Ltd. (Bankr. D. Del., Case No. 14-
12387).
The U.S. Debtors' General Counsel is Jessica C.K. Boelter, Esq.,
at Sidley Austin LLP, in Chicago, Illinois. The U.S. Debtors'
Delaware counsel is Robert S. Brady, Esq., Maris J. Kandestin,
Esq., and Edmon L. Morton, Esq., at Young, Conaway, Stargatt &
Taylor, LLP, in Wilmington, Delaware. The U.S. Debtors' financial
advisor is Jefferies LLC. The Debtors' voting and noticing agent
is Epiq Bankruptcy Solutions, LLC.
The U.S. Debtors commenced the Chapter 11 Cases in order to
implement the prepackaged plan of reorganization, with respect to
which the U.S. Debtors launched a solicitation of votes on
September 17, 2014 from the holders of LDK Solar's 10% Senior
Notes due 2014, as guarantors of the Senior Notes, and required
such holders of the Senior Notes to return their ballots by
October 15, 2014. Holders of the Senior Notes voted
overwhelmingly in favor of accepting the Prepackaged Plan.
LEHMAN BROTHERS: Trustee Appeals Barclays Ruling to Supreme Court
-----------------------------------------------------------------
Stephanie Gleason, writing for The Wall Street Journal, reported
that James W. Giddens, the bankruptcy trustee winding down Lehman
Brothers? brokerage business, said he would ask the U.S. Supreme
Court to review a ruling that awarded billions of dollars in
disputed assets to Barclays PLC.
According to the report, U.S. Bankruptcy Judge James Peck, who was
overseeing Lehman's Chapter 11 case at the time, ruled, in a legal
fight over Barclays' purchase of Lehman assets, that Barclays
didn?t receive an improper ?windfall? from the sale but wasn?t
entitled to the so-called margin cash assets worth $4 billion. A
three-judge Court of Appeals panel later said ?ambiguities and
loose ends were inevitable? in such a speedy sale and ruled that
Barclays was entitled to these disputed assets, the report
related.
The Troubled Company Reporter, on Oct. 30, 2014, reported that the
Second Circuit declined to rehear the Lehman Brothers trustee's
bid to reclaim $4 billion in collateral that was picked up by
Barclays after the collapse of the brokerage's parent company.
The panel ruled that the transfer of the cash or margin assets was
contemplated both by the purchase agreement and the clarification
letter, and that there was no material change from the deal
approved in bankruptcy court.
The Second Circuit appeal is Giddens v. Barclays Capital Inc. (In
re Lehman Brothers Holdings Inc.), 12-2933, U.S. Court of Appeals
for the Second Circuit (Manhattan).
About Lehman Brothers
Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was
the fourth largest investment bank in the United States. For
more than 150 years, Lehman Brothers has been a leader in the
global financial markets by serving the financial needs of
corporations, governmental units, institutional clients and
individuals worldwide.
Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy
petition disclosed US$639 billion in assets and US$613 billion in
debts, effectively making the firm's bankruptcy filing the
largest in U.S. history. Several other affiliates followed
thereafter.
Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset
LLC sought for bankruptcy protection in December 2009.
The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at
Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq
Bankruptcy Solutions serves as claims and noticing agent.
Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell,
Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve
as counsel to the Official Committee of Unsecured Creditors.
Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's
investment banker.
On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S.
District Court for the Southern District of New York, entered an
order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI.
The Bankruptcy Court approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for US$1.75
billion. Nomura Holdings Inc., the largest brokerage house in
Japan, purchased LBHI's operations in Europe for US$2 plus the
retention of most of employees. Nomura also bought Lehman's
operations in the Asia Pacific for US$225 million.
Lehman emerged from bankruptcy protection on March 6, 2012, more
than three years after it filed the largest bankruptcy in U.S.
history. The Chapter 11 plan for the Lehman companies other than
the broker was confirmed in December 2011.
Lehman made its first payment of $22.5 billion to creditors in
April 2012 and a second payment of $10.2 billion on Oct. 1. A
third distribution is set for around March 30, 2013. The
brokerage is yet to make a first distribution to non-customers.
Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other
insolvency and bankruptcy proceedings undertaken by its
affiliates.
LIBERTY MUTUAL: Fitch Affirms 'BB' Rating on 3 Note Classes
-----------------------------------------------------------
Fitch Ratings has affirmed Liberty Mutual Group Inc.'s (LMG)
Issuer Default Rating (IDR) at 'BBB'. Additionally, Fitch has
affirmed LMG's insurance operating subsidiaries' (collectively
referred to as Liberty Mutual) Insurer Financial Strength (IFS)
ratings at 'A-'. The Rating Outlook is Stable for all ratings.
KEY RATING DRIVERS
LMG's ratings are based on the company's established and
sustainable positions in its chosen markets, benefits derived from
the company's multiple distribution channels, adequate
capitalization and financial performance.
LMG's consolidated GAAP calendar year combined ratio for the first
nine months of 2014 was 98.8%, an improvement over the previous
year's 99.5%. Results improved despite an increase in catastrophe
losses in 2014, representing 5.9% of earned premium, up from 4.6%
in 2013. LMP reported modest adverse reserve development of $26
million, which made a negligible impact on the nine-month 2014
calendar-year combined ratio.
Over the past several years, the unfavorable margin in
underwriting results between Liberty Mutual and those of its peers
has reduced, particularly on an accident year basis. However,
Liberty Mutual's underwriting results still lag those of higher
rated peers particularly in good underwriting years such as 2014.
Fitch believes that LMG's capital position provides an adequate
cushion against the operational and financial risks the company
faces, but that metrics are weaker than most companies of its size
and scale. In 2013, LMG's ratio of GAAP net written premium to
adjusted shareholders equity was considerably higher than peers at
1.8x but an improvement over prior years 2x.
Liberty Mutual's Prism score was 'Adequate' based on year-end 2013
financials and Fitch anticipates that full-year 2014 results will
remain in the 'Adequate' range. In particular, Liberty Mutual's
Prism results are affected adversely by higher operating and
reserve leverage. An improvement under this measure of capital
could be a catalyst for future positive rating pressure. A Prism
score of 'Adequate' is viewed as a 'BBB' IFS ratings standard.
Liberty Mutual issued an additional $300 million of 4.850% senior
unsecured notes due 2044, in the fourth quarter. The issuance is
a continuation of the $750 million of notes issued in July 2014.
LMG's pro forma financial leverage ratio at Sept. 30, 2014 was
28%, up from 27.1% at the prior year-end. Annualized GAAP fixed
charge coverage also improved to 7.6x for nine-months 2014
compared to 5.6x at the prior year-end. Fitch's long-term
expectation for GAAP fixed charge coverage is 5x.
RATING SENSITIVITIES
Key rating triggers that could lead to an upgrade include:
-- Improved performance in underwriting results with a combined
ratio of approximately 103% or better on both an accident
and calendar year basis;
-- A sustained improvement in Prism score to 'Strong' category
or higher.
-- Financial leverage ratio below 25%.
Key rating triggers that could lead to downgrade include:
-- A return to accident year underwriting results that trail
large multi-line peers by significant margin;
-- Material weakening in the company's current reserve
position, as measured by a return to a period of multiple
years of unfavorable reserve development greater than 5% of
prior year equity;
-- Failure to achieve a fixed charge coverage ratio of 5.0x
over several years;
-- Another large acquisition in the near term, especially if
the balance sheet was weakened through increased financial
leverage of 35% or higher.
Fitch has affirmed these ratings:
Liberty Mutual Group, Inc.
-- IDR at 'BBB' Outlook Stable;
-- $249 million 6.7% notes due 2016 at 'BBB-';
-- $600 million 5.0% notes due 2021 at 'BBB-';
-- $750 million 4.95% notes due 2022 at 'BBB-';
-- $1 billion 4.25% notes due 2023 at 'BBB-';
-- $3 million 7.625% notes due 2028 at 'BBB-';
-- $231 million 7% notes due 2034 at 'BBB-';
-- $471 million 6.5% notes due 2035 at 'BBB-';
-- $19 million 7.5% notes due 2036 at 'BBB-';
-- $750 million 6.5% notes due 2042 at 'BBB-';
-- $1,050 million 4.85% notes due 2044 at 'BBB-';
-- $300 million 7% junior subordinated notes due 2067 at 'BB';
-- $700 million 7.8% junior subordinated notes due 2087 at
'BB';
-- $255 million 10.75% junior subordinated notes due 2088 at
'BB'.
Fitch has affirmed these ratings:
Liberty Mutual Group, Inc.
-- Short-term IDR at 'F2';
-- Commercial paper at 'F2'.
Fitch has affirmed these ratings:
Liberty Mutual Insurance Co.
-- IDR at 'BBB+' Outlook Stable;
-- $140 million 8.5% surplus notes due 2025 at 'BBB';
-- $227 million 7.875% surplus notes due 2026 at 'BBB';
-- $260 million 7.697% surplus notes due 2097 at 'BBB'.
Fitch has affirmed the IFS of the members of Liberty Mutual Second
Amended and Restated Intercompany Reinsurance Agreement at 'A-'
with a Stable Outlook:
-- America First Insurance Company
-- America First Lloyd's Insurance Company
-- American Economy Insurance Company
-- American Fire and Casualty Company
-- American States Insurance Company
-- American States Insurance Company of Texas
-- American States Lloyds Insurance Company
-- American States Preferred Insurance Company
-- Bridgefield Casualty Insurance Company
-- Bridgefield Employers Insurance Company
-- Colorado Casualty Ins. Company
-- Consolidated Insurance Company
-- Employers Insurance Company of Wausau
-- Excelsior Insurance Company
-- First National Insurance Company of America
-- General Insurance Company of America
-- Golden Eagle Ins. Corporation
-- Hawkeye-Security Insurance Company
-- Indiana Insurance Company
-- Insurance Company of Illinois
-- Liberty County Mutual Insurance Company
-- Liberty Insurance Corporation
-- Liberty Insurance Underwriters Inc.
-- Liberty Lloyds of Texas Insurance Company
-- Liberty Mutual Fire Insurance Company
-- Liberty Mutual Insurance Company
-- Liberty Mutual Mid-Atlantic Insurance Company
-- Liberty Mutual Personal Insurance Company
-- Liberty Personal Insurance Company
-- Liberty Surplus Insurance Corporation
-- LM General Insurance Company
-- LM Insurance Corporation
-- LM Property and Casualty Insurance Company
-- Mid-American Fire & Casualty
-- Montgomery Mutual Insurance Company
-- National Insurance Association
-- Ohio Security Insurance Company
-- Peerless Indemnity Insurance Company
-- Peerless Insurance Company
-- Safeco Insurance Company of America
-- Safeco Insurance Company of Illinois
-- Safeco Insurance Company of Indiana
-- Safeco Insurance Company of Oregon
-- Safeco Lloyds Insurance Company
-- Safeco National Insurance Company
-- Safeco Surplus Lines Insurance Company
-- The First Liberty Insurance Corporation
-- The Midwestern Indemnity Company
-- The Netherlands Insurance Company
-- The Ohio Casualty Insurance Company
-- Wausau Business Insurance Company
-- Wausau General Insurance Company
-- Wausau Underwriters Insurance Company
-- West American Insurance Company
Fitch has affirmed the IFS of these companies that participate in
a 100% quota share at 'A-' with a Stable Outlook:
-- Liberty Northwest Insurance Company
-- North Pacific Insurance Company
-- Oregon Automobile Insurance Company
MENDOCINO COAST: S&P Puts 'CCC' Rating on CreditWatch Negative
--------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'CCC' long-term
rating and underlying rating (SPUR) on the Mendocino Coast Health
Care District, Calif.'s general obligation (GO) bonds on
CreditWatch with negative implications.
This action follows repeated attempts by Standard & Poor's to
obtain timely information of satisfactory quality to maintain
S&P's ratings on the securities in accordance with its applicable
criteria and policies. Failure to receive the requested
information by Dec. 29, 2014 will likely result in S&P's
suspension of the affected rating, preceded, in accordance with
its policies, by any change to the rating that S&P considers
appropriate given available information.
NEW YORK CITY OPERA: Investors Have a Deal for Ticketholders
------------------------------------------------------------
Sara Randazzo, writing for The Wall Street Journal, reported that
an investor group that hopes to revive the New York City Opera has
a deal to offer to patrons who already bought tickets for the
upcoming season.
The Journal, citing documents filed in U.S. Bankruptcy Court in
Manhattan, related that former subscribers owed more than $500
will get a 25% discount on a subscription to City Opera?s six-show
revival season. Subscribers owed $500 or less, meanwhile, can get
25% off a single ticket in the first season, the report added.
About New York City Opera
New York City Opera, Inc., sought Chapter 11 bankruptcy protection
(Bankr. S.D.N.Y. Case No. 13-13240) on Oct. 3, 2013. Created 70
years ago, the company was once dubbed "the people's opera"
by Mayor Fiorello LaGuardia, and was a breeding ground for young
talent that included Beverly Sills and Placido Domingo.
The Opera estimated between $1 million and $10 million in both
assets and debt.
The petition was signed by George Steel, general manager and
artistic director. Kenneth A. Rosen, Esq., at Lowenstein Sandler
LLP, serves as the opera's counsel. Ewenstein Young & Roth LLP
serves as special counsel.
PEACHTREE QUALITY: A.M. Best Lowers Fin. Strength Rating to 'C++'
-----------------------------------------------------------------
A.M. Best Co. has downgraded the financial strength rating to C++
(Marginal) from B (Fair) and the issuer credit rating to "b" from
"bb" of Peachtree Casualty Insurance Company (Peachtree)
(Longwood, FL) and placed these ratings under review with negative
implications.
The rating downgrades are the result of the reduction in
Peachtree's risk-adjusted capitalization following recent
volatility in its underwriting performance. Significant
underwriting losses in 2014 have contributed to a sharp decline in
Peachtree's policyholder surplus, which resulted in elevated
underwriting leverage measures and risk-adjusted capitalization
that is no longer supportive of its previous rating level.
This recent deterioration was driven by rapid new premium growth
in Texas, adverse loss experience in Florida, Texas and Georgia,
as well as increased claims overhead and underwriting expenses.
The under review status reflects Peachtree's 2014 results, which
are significantly worse than projected. The ratings will remain
under review pending the conclusion of discussions between A.M.
Best and Peachtree's new management regarding actions being
considered to strengthen the company's financial condition in the
near term.
The negative implications reflect A.M. Best's concern regarding
the potential for additional deterioration in Peachtree's
financial condition should management fail to execute on these
actions. If the capital weakness exhibited in Peachtree's 3rd
Quarter 2014 filings is not remedied in the near term, there would
likely be further downward pressure on its ratings.
PENN TREATY: Commissioner Files 2nd Amended Plan
------------------------------------------------
Michael F. Consedine, insurance commissioner of the Commonwealth
of Pennsylvania, in his capacity as statutory rehabilitator of
Penny Treaty Network American Insurance Company and American
Network Insurance Company, has filed a second amended plan of
rehabilitation for the companies in the Commonwealth Court of
Pennsylvania.
The second amended plan is available at http://penntreaty.com/
Any person may receive a hard copy of all Court order and filings
by submitting a written request at:
Penn Treaty Network America Insurance
Attn: Jane Bagley, Esq.
3440 Lehigh Street
Allentown, PA 18103
Tel: 610-967-1098
E-mail: msi@penntreaty.com
About Penn Treaty American
Penn Treaty American Corporation -- https://www.penntreaty.com/ --
through its wholly owned direct and indirect subsidiaries, Penn
Treaty Network America Insurance Company, American Network
Insurance Company, American Independent Network Insurance Company
of New York, Network Insurance Senior Health Division and Senior
Financial Consultants Company, is engaged in the underwriting,
marketing and sale of individual and group accident and health
insurance products, principally covering long term nursing home
and home health care.
On Oct. 2, 2009, the Insurance Commissioner of the Commonwealth of
Pennsylvania filed in the Commonwealth Court of Pennsylvania
Petitions for Liquidation for PTNA and American Network Insurance
Company. PTNA is a direct insurance company subsidiary of Penn
Treaty American Corporation, and ANIC is a subsidiary of PTNA.
PETAQUILLA: Has Until Jan. 26 to Meet TSX Listing Requirements
--------------------------------------------------------------
Petaquilla Minerals Ltd. on Dec. 15 advised that as announced by
the TSX on November 27, 2014, it has been placed under review with
respect to eligibility for continued listing on the TSX and must
demonstrate that it meets all TSX requirements on or before
January 26, 2015, in order to maintain its listing.
The Company advises that it is diligently pursuing strategies to
meet its TSX compliance obligations and has undertaken to remedy
its deficiencies with plans to restore the financial stability of
the Company. In this regard, the Company informs that it is in
advanced negotiations with financial groups regarding the
recapitalization of the Company is keeping the Government of
Panama, where the Company's Molejon gold project is located,
informed of the Company's situation.
Further, the Company provides its third biweekly default status
report in accordance with the alternative information guidelines
in National Policy 12-203, Cease Trade Orders for Continuous
Disclosure Defaults ("NP 12-203").
On October 20, 2014, the Company announced the filing of the
Company's audited annual financial statements, related
management's discussion and analysis and accompanying
certifications for the 13-months ended July 31, 2014, would not be
completed by the prescribed deadline of October 29, 2014, for the
filing of such documents.
As a result of the delay in filing the Required Filings, the
British Columbia Securities Commission granted a management cease
trade order on October 30, 2014, prohibiting all trading in the
securities of the Company, whether directly or indirectly, by
certain insiders of the Company until such time as the Required
Filings have been filed by the Company and the MCTO revoked by the
BCSC. The MCTO does not affect the ability of shareholders who
are not insiders of Petaquilla to trade their securities.
The Company confirms that it is working expeditiously to meet its
obligations relating to the filing of the Required Filings and
will file the Required Filings as soon as practicable.
Pursuant to the provisions of the alternative information
guidelines of NP 12-203, the Company reports that since the
Default Announcement:
-- There have been no material changes to the information
contained in the Default Announcement;
-- There have been no failures by the Company to fulfil its
stated intentions with respect to satisfying the provisions of the
alternative reporting guidelines;
-- There has not been any specified default subsequent to the
default which is the subject of the Default Announcement; however,
the Company, if unable to file the Required Filings by
December 15, 2014, will also become delinquent in filing its
interim financial statements for the 3-months ended October 31,
2014; and
-- There is no other material information respecting the
Company's affairs that has not been generally disclosed.
Until the Required Filings are filed, the Company intends to
continue to satisfy the provisions of the alternative information
guidelines of NP 12-203 by issuing biweekly default status
reports, each of which will be issued in the form of a news
release and also filed on SEDAR. The Company expects to file its
next default status report on or about December 24, 2014.
About Petaquilla Minerals Ltd.
Petaquilla is a growing, diversified gold producer committed to
maximizing shareholder value through a strategy of efficient
production, targeted exploration and select acquisitions. The
Company operates a surface gold processing plant at its Molejon
Gold Project, located in the south central area of Panama. In
addition, the Company has exploration operations at its wholly-
owned Lomero-Poyatos project located in the northeast part of the
Spanish/Portuguese (Iberian) Pyrite Belt and several other
exploration licenses in Iberia.
PLAYA HERMOSA: Fails to Get Extension of Schedules Deadline
-----------------------------------------------------------
The Bankruptcy Court denied Playa Hermosa Development Corp.'s
motion to extend the deadline to file its schedules of assets and
liabilities and other documents and information. According to the
Court, although the grounds in support of the motion may
constitute good cause, the request was made late, that is, after
the period originally prescribed by said rule (14 days).
Moreover, excusable neglect has not been plead, according to the
ruling.
About Playa Hermosa
Playa Hermosa Development Corp. sought Chapter 11 bankruptcy
protection (Bankr. D.P.R. Case No. 14-09236) in Old San Juan,
Puerto Rico, on Nov. 6, 2014, without stating a reason.
The Debtor estimated $50 million to $100 million in assets and
$10 million to $50 million in debt.
The case is assigned to Bankruptcy Judge Enrique S. Lamoutte
Inclan. The Debtor is represented by Diomedes M Lajara Radinson,
Esq., at Lajara Radinson & Alicea PSC, in San Juan, Puerto Rico,
as counsel.
PLAYA HERMOSA: Jan. 20 Hearing on Case Dismissal/Conversion Bid
---------------------------------------------------------------
The Bankruptcy Court will convene a hearing on Jan. 20, 2014, at
10:00 a.m., to consider Oriental Bank's motion to dismiss the
Chapter 11 case of Playa Hermosa Development Corp., or convert to
one under Chapter 7 of the Bankruptcy Code. The Court ordered
parties to meet and file a report three days prior to the hearing.
Oriental Bank, in its motion, also requested that the Court deny
the Debtor's request for extension of time to file schedules of
assets and liabilities, executory contracts and unexpired leases;
and statement of financial affairs.
About Playa Hermosa
Playa Hermosa Development Corp. sought Chapter 11 bankruptcy
protection (Bankr. D.P.R. Case No. 14-09236) in Old San Juan,
Puerto Rico, on Nov. 6, 2014, without stating a reason.
The Debtor estimated $50 million to $100 million in assets and
$10 million to $50 million in debt.
The case is assigned to Bankruptcy Judge Enrique S. Lamoutte
Inclan. The Debtor is represented by Diomedes M Lajara Radinson,
Esq., at Lajara Radinson & Alicea PSC, in San Juan, Puerto Rico,
as counsel.
PLENARY PROPERTIES: S&P Lowers Subordinated Debt Rating to 'BB-'
----------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its rating on
Plenary Properties NDC GP's (NDC or ProjectCo) subordinated debt
to 'BB-' from 'BB'. At the same time, Standard & Poor's affirmed
its 'BBB' rating on NDC's senior secured debt at 'BBB'. The
outlook is stable. Standard & Poor's removed the ratings from
CreditWatch, where they had been placed with negative implications
Sept. 22, 2014.
"The affirmation and downgrade follow our reassessment of NDC's
operations and transaction structure under our revised criteria
published Sept. 16, 2014," said Standard & Poor's credit analyst
Yousaf Siddique.
Under the criteria, S&P assessed ProjectCo's operations phase
stand-alone credit profile (SACP) as 'bbb+' for the senior debt
and bb for the subordinated debt. These SACPs stem from S&P's
assessment of a business risk profile of simple and reliable
operational performance, no market risks, and minimum annual debt
service coverage (ADSCR) ratios of approximately of 1.14x for
senior debt and 1.04x for subordinated debt during concession.
The SACPs also reflects that the project fared very well under
S&P's downside scenarios.
NDC's transaction structure results in a one-notch downward
revision from the operation SACPs because ProjectCo has a debt
service reserve account of three months. S&P views this as
slightly weak for the project, because typical projects S&P's rate
has a six-month reserve account. After this adjustment, the
rating on the NDC's senior debt came to 'BBB' and that on the
subordinated debt 'BB-', as per S&P's criteria.
The stable outlook reflects S&P's expectations that operations
will continue in accordance with the output specifications and
with minimal deductions, and the DSCRs will remain at forecast
levels during S&P's two-year outlook period.
There is limited scope for an upgrade given the fixed revenue
payments that limit any material DSCR improvement during
operations.
S&P could lower the ratings in the event senior ADSCR falls and
stays below 1.13x and subordinated ADSCR falls below its existing
expected minimum levels, or if there are higher deductions
relative to the various thresholds in the project agreement. In
addition, S&P could lower the ratings if the ratings on Johnsons
Controls Inc. or the financial counterparties fall below the
ratings on the bonds.
PRECISION MEDICAL: Petitioning Creditors Want Ch. 11 Trustee
------------------------------------------------------------
Petitioning creditors Nikolay Savchuk and Torrey Pines Precision
Medical, LLC, ask the U.S. Bankruptcy Court for the Southern
District of California to issue an order directing the appointment
of a Chapter 11 trustee in the bankruptcy case of Precision
Medical Holding, Inc.
On or about Dec. 12, 2013, Torrey Pines Investment, LLC, of which
Mr. Savchuk is president, purchased 4,000,000 shares of the stock
of Precision Medical Holding, Inc., a Nevada corporation, and the
Debtor. Those shares amounted to 40% of the shares of PMH.
Samvel Saribekian held the remaining 60% of the shares of PMH.
Mr. Savchuk tells the Court that, as of Dec. 8, 2014, he has lent
$1,150,000 of his own funds to PMH and TPPM has lent an additional
$1,950,000 to PMH.
About PMH
Torrey Pines Precision Medical, LLC, Nikolay Savchuk, and American
Medical Wholesale, which are collectively owed $3.7 million, filed
an involuntary Chapter 11 petition against Precision Medical
Holding, Inc., aka Precision Repair Network, on Dec. 8, 2014
(Bankr. S.D. Calif., Case No. 14-09522).
The Petitioning Creditors are represented by Jeffry A. Davis,
Esq., Mintz Levin Cohn Ferris Glovsky & Popeo, in San Diego,
California.
REGENT PARK: Taps Husch Blackwell as Bankruptcy Counsel
-------------------------------------------------------
Regent Park Capital LLC asks the U.S. Bankruptcy Court for the
Western District of Texas for permission to employ Husch Blackwell
LLP as its counsel to assist the Debtor in the preparation and
prosecution of its Chapter 11 reorganization bankruptcy.
The firm's professionals and their compensation rates:
Stephen W. Lemmon, Esq. $595
Rhonda Mates, Esq. $435
Other attorneys $235-$625
Partners $190-$375
Legal assistants and $85-$630
other professionals
According the Debtor, the firm received a retainer of $45,000 for
services to be performed in connection with this case. On the
petition date prior to the petition filing, the firm offset
approximately $18,000 in fees and $77 in expenses against the
retainer, which amount represented fees and expenses incurred
pre-petition, including work incurred during the multiple attempts
to resolve the issues with the secured creditors, and drafting of
the petition and statements. Earlier, the firm had drawn against
the retainer in the amount of $6,764 for fees and expenses
principally involved in advising Debtor and negotiating with the
two major creditors. The remaining retainer is in the amount of
$20,158.
The Debtor assures the Court that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Stephen W. Lemmon, Esq.
Husch Blackwell LLP
111 Congress Ave., Suite 1400
Austin, Texas 78701
Tel: (512) 472-5456
Fax: (512) 226-7318
E-mail: stephen.lemmon@huschblackwell.com
rhonda.mates@huschblackwell.com
Regent Park Capital, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. W.D. Tex. Case No. 14-11731) on Nov. 21, 2014. The
petition was signed by Lester N. Pokorne as managing member.
The Debtor estimated assets of $10 million to $50 million and
liabilities of $1 million to $10 million.
REVSTONE INDUSTRIES: Files Ch. 11 Reorganization Plan
-----------------------------------------------------
Revstone Industries, LLC, Spara, LLC, Greenwood Forgings, LLC, and
US Tool & Engineering, LLC, filed with the U.S. Bankruptcy Court
for the District of Delaware joint Chapter 11 plan of
reorganization and accompanying disclosure statement.
Under the Plan, each of the Debtors will be revested with its
respective assets, excluding litigation claims in Revstone's and
Spara's cases that will be transferred to a newly-created
Revstone/Spara Litigation Trust. The Plan incorporates the
Bankruptcy Court-approved settlement between the Debtors and each
of their respective debtor and non-debtor subsidiaries, except
TPOP, LLC, the Pension Benefit Guaranty Corporation, the Official
Committee of Unsecured Creditors, and Boston Finance Group, LLC,
and a separate intercompany settlement among Revstone and Spara
and each of their respective debtor and non-debtor subsidiaries.
Pursuant to the PBGC Settlement Agreement: (1) to the extent that
the sub-Class of Holders of Allowed General Unsecured Claims
against Revstone votes in favor of the Plan, the sum of $3.0
million will be set aside from the proceeds of the disposition of
nondebtor subsidiaries' assets in order to provide an up-front
recovery to the Holders of Allowed General Unsecured Claims
against Revstone (excluding BFG); (2) the first $2.0 million of
litigation proceeds realized by the Revstone/Spara Litigation
Trust and otherwise allocable to the PBGC will be distributed to
Reorganized Revstone and made available to Holders of Allowed
General Unsecured Claims against Revstone (excluding BFG) and
Holders of Allowed Administrative Expenses against Revstone, in
accordance with and subject to the terms of the PBGC Settlement
Agreement; and (3) certain Holders of Professional Fee Claims have
agreed to accept reduced recoveries out of available assets in
order to allow increased distributions to be made to creditors
under the Plan consistent with the PBGC Settlement Agreement. BFG
will share in distributions to Holders of Allowed General
Unsecured Claims against Revstone to the extent provided in the
PBGC Settlement Agreement. BFG does not have any remaining
General Unsecured Claims against Spara. Holders of Allowed PBGC
Claims will receive the treatment provided by the PBGC Settlement
Agreement.
Aside from the Revstone/Spara Litigation Trust Assets, which
include Revstone's and Spara's litigation claims, all assets of
each Debtor, including interests in any non-debtor subsidiaries,
will be liquidated or retained for the benefit of creditors under
the supervision of the Chief Restructuring Office. The Chief
Restructuring Officer under the Plan will be John C. DiDonato, who
is also the current Chief Restructuring Officer of the Debtors.
As to Reorganized Revstone, the Chief Restructuring Officer will
be primarily responsible for certain core tasks as outlined in the
Plan and will act under the supervision of the Reorganized
Revstone Board.
A full-text copy of the Disclosure Statement dated Dec. 10, 2014,
is available at http://bankrupt.com/misc/REVSTONEds1210.pdf
About Revstone Industries et al.
Lexington, Kentucky-based Revstone Industries LLC, a maker of
truck parts, filed for Chapter 11 bankruptcy (Bankr. D. Del. Case
No. 12-13262) on Dec. 3, 2012. Judge Brendan Linehan Shannon
oversees the case. Laura Davis Jones, Esq., Timothy P. Cairns,
Esq., and Colin Robinson, Esq., at Pachulski Stang Ziehl & Jones
LLP represent Revstone. In its petition, Revstone estimated under
$50 million in assets and debts.
Affiliate Spara LLC filed its Chapter 11 petition (Bankr. D. Del.
Case No. 12-13263) on Dec. 3, 2012.
Lexington-based Greenwood Forgings, LLC (Bankr. D. Del. Case No.
13-10027) and US Tool & Engineering LLC (Bankr. D. Del. Case No.
13-10028) filed separate Chapter 11 petitions on Jan. 7, 2013.
Judge Shannon also oversees the cases.
Duane David Werb, Esq., at Werb & Sullivan, serves as bankruptcy
counsel to Greenwood and US Tool. Greenwood estimated $1 million
to $10 million in assets and $10 million to $50 million in debts.
US Tool & Engineering estimated under $1 million in assets and
$1 million to $10 million in debts. The petitions were signed by
George S. Homeister, chairman.
Metavation, also known as Hillsdale Automotive, LLC, joined parent
Revstone in Chapter 11 (Bankr. D. Del. Case No. 13-11831) on
July 22, 2013, to sell the bulk of its assets to industry rival
Dayco for $25 million, absent higher and better offers.
Metavation has tapped Pachulski as its counsel. Pachulski also
serves as counsel to Revstone and Spara. Metavation also has
tapped McDonald Hopkins PLC as special counsel, and Rust
Consulting/Omni Bankruptcy as claims agent and to provide
administrative services. Stuart Maue is fee examiner.
Mark L. Desgrosseilliers, Esq., Ericka Fredricks Johnson, Esq.,
Steven K. Kortanek, Esq., and Matthew P. Ward, Esq., at Womble
Carlyle Sandridge & Rice, LLP, represent the Official Committee of
Unsecured Creditors in Revstone's case.
Boston Finance Group, LLC, a committee member, also has hired as
counsel Gregg M. Galardi, Esq., and Sarah E. Castle, Esq., at DLA
Piper LLP.
ROCK CREEK: Has Six Months to Regain Nasdaq Listing Compliance
--------------------------------------------------------------
Rock Creek Pharmaceuticals, Inc., a drug development company
focused on chronic inflammatory disease and neurologic disorders,
on Dec. 11 disclosed that it received notification from the Nasdaq
Stock Market, Inc. granting a six-month extension of its Nasdaq
listing. The Company has until April 27, 2015 to maintain a
closing bid price of at least $1.00 for a minimum of 10
consecutive days to maintain compliance with Nasdaq listing
requirements. The extension is also subject to the condition that
the Company provide certain written updates to Nasdaq during the
extension period and that Rock Creek file, on or before
February 23, 2015, a preliminary proxy statement for a shareholder
meeting for a reverse stock split proposal.
In addition, the Company has applied to transfer its listing from
The Nasdaq Global Market to The Nasdaq Capital Market, which
should go into effect on December 15, 2014. The Company believes
that The Nasdaq Capital Market is better suited to smaller
companies, such as Rock Creek Pharmaceuticals.
About Anatabine Citrate
Rock Creek Pharmaceutical's anatabine citrate is a small molecule,
cholinergic agonist which exhibits anti-inflammatory
pharmacological characteristics. These anti-inflammatory effects
have been demonstrated through extensive pre-clinical (in vitro
and in vivo) studies resulting in peer reviewed and published
scientific journal articles, covering models of Multiple
Sclerosis, Alzheimer's Disease, and Auto-Immune Thyroiditis. In
addition, the company's compilation of human exposure, safety and
tolerability data, derived primarily from human clinical studies
of the previously marketed nutraceutical product, has provided
important insights for clinical development.
About Rock Creek Pharmaceuticals, Inc.
Rock Creek Pharmaceuticals, Inc. --
http://www.rockcreekpharmaceuticals.com-- is an emerging drug
development company focused on the discovery, development and
commercialization of new drugs, formulations and compounds that
provide therapies for chronic inflammatory disease, neurologic
disorders and behavioral health.
ROSEVILLE SENIOR: Has Until March 27 to File Reorganization Plan
----------------------------------------------------------------
The Hon. Donald H. Steckroth of the U.S. Bankruptcy Court for the
District of New Jersey further extended the exclusive periods of
Roseville Senior Living Properties LLC to:
a) file a Chapter 11 plan of reorganization until March 27,
2015; and
b) solicit acceptances from creditors of that plan until May 27,
2015.
As reported in the Troubled Company Reporter on Nov. 14, 2014,
the Debtor said it need more time to develop and formulate a
feasible, confirmable plan of reorganization. As reflected in its
monthly operating report, it is continuing to pay its debts as
they come due. The Debtor noted it has sufficient liquidity to
continue to meet its ongoing administrative expenses.
The Debtor said it also requires additional time to examine all of
its potential exit strategies.
About Roseville Senior Living
Roseville Senior Living Properties, LLC, owns and operates a
senior assisted living housing facility in Roseville, California.
It filed for Chapter 11 bankruptcy (Bankr. D.N.J. Case No.
13-31198) on Sept. 27, 2013, in Newark. Judge Donald H. Steckroth
presides over the case. Walter J. Greenhalgh, Esq., at Duane
Morris, LLP, represents Roseville Senior Living Properties as
counsel. Friedman LLP serves as the Debtor's accountant.
Roseville Senior Living Properties estimated $10 million to $50
million in assets, and $1 million to $10 million in liabilities.
In its schedules filed with the Bankruptcy Court, the Debtor
indicated total assets and total debts as "Unknown", a copy of
which is available for free at:
http://bankrupt.com/misc/rosevillesenior.doc54.pdf
The petition was signed by Michael Edrei, managing director,
Meecorp Capital Markets, Inc.
The United States Trustee for Region 3 appointed Joseph Rodrigues,
State Long Term Care Ombudsman, California Department of Aging, as
the Patient Care Ombudsman in the Debtor's case.
SAMSON INVESTMENT: Moody's Lowers Corporate Family Rating to B3
---------------------------------------------------------------
Moody's Investors Service downgraded Samson Investment Company's
Corporate Family Rating (CFR) to B3 from B1, its second-lien term
loan rating to B2 from B1 and its senior unsecured notes rating to
Caa1 from B3. Ratings were placed under review for downgrade.
Moody's also assigned a SGL-4 Speculative Grade Liquidity Rating.
"The ratings downgrade and review for downgrade reflect weakness
in margins, cash flow and asset value, which have contributed to
increased leverage, and have pressured Samson's liquidity,"
commented Andrew Brooks, Moody's Vice President. "While Samson
appears to have options with which to augment its liquidity, debt
leverage is likely to remain unduly elevated until uncertainty in
the current commodity price down-cycle is resolved. Samson's
efforts to meaningfully high-grade its producing portfolio thereby
generating improved margins and cash flow, which it has been
attempting to achieve through select asset divestitures and
acquisitions, is likely to confront further obstacles in the
current market environment."
Ratings downgraded:
Downgrades:
Issuer: Samson Investment Company
Probability of Default Rating, Downgraded to B3-PD from B1-PD;
Placed Under Review for further Downgrade
Corporate Family Rating (Local Currency), Downgraded to B3 from
B1; Placed Under Review for further Downgrade
Senior Secured Bank Credit Facility (Local Currency) Sep 10,
2018, Downgraded to B2(LGD3) from B1(LGD3); Placed Under Review
for further Downgrade
Senior Unsecured Regular Bond/Debenture (Local Currency) Feb
15, 2020, Downgraded to Caa1(LGD5) from B3(LGD5); Placed Under
Review for further Downgrade
Assignments:
Speculative Grade Liquidity Rating, Assigned at SGL-4
Outlook Actions:
Issuer: Samson Investment Company
Outlook, Changed to Rating Under Review from Stable
Ratings Rationale
Samson's B3 CFR reflects its standing as a large, predominately
natural gas producer, with third-quarter 2014 output averaging 88
thousand barrels of oil equivalent (Boe) per day (70% natural gas,
16% crude oil, 14% natural gas liquids) and significant acreage
and drilling inventory, highlighting the extent of geological
diversification characterizing its asset portfolio. However,
Samson has become increasingly more highly leveraged as a result
of funding cash flow deficits while attempting to high-grade its
producing portfolio in an effort to generate improved margins and
cash flow. Third-quarter debt to production has increased to an
approximate $43,000 per Boe, and is likely to deteriorate further
on expected production declines. Chronically low natural gas
prices exacerbated by suddenly weaker crude oil prices have
pressured near term cash flow, stressing the company's liquidity
and limiting opportunities for debt reduction. While Samson has
made progress furthering the development of its oil and liquids-
rich natural gas acreage, this strategy has not generated cash
flow sufficient to adequately fund its ongoing oil and gas
development and production activities, requiring the company to
shift its focus to asset sales to supplement its liquidity.
The review for downgrade will focus on Samson's plans and ability
to incorporate improved liquidity into the operations of the
company, and address the excessive financial leverage and interest
expense under which the company is burdened. Additionally
pressured by reduced oil and gas commodity prices, Moody's will
review Samson's ability to transition into a high-graded asset
portfolio and solidified capital structure. Moody's expects to
resolve its review in 2015's first quarter.
Samson's SGL-4 Speculative Grade Liquidity Rating reflects its
weak liquidity through 2015. With $567 million drawn under its
$1.0 billion secured borrowing base revolving credit facility at
September 30, the remaining undrawn portion could be required in
its entirety to fund 2015's expected cash flow deficit, which has
been pressured by weak oil and gas commodity prices. The revolver
has a scheduled maturity date of December 2016. Availability of
the unused amount of the revolver could become restricted in 2015
should Samson be unable to comply with the facility's 1.5x first
lien debt to EBITDA covenant (through December 31, 2015, after
which it reverts to 4.5x consolidated debt to EBITDA), adding to
the urgency of asset sales to manage down revolving credit
outstandings. In May 2014, Samson's revolving credit agreement was
also amended to reduce its borrowing base to $1.0 billion from
$1.78 billion, while permitting it to incur an additional $500
million of second lien debt without a further, related reduction
to the borrowing base. While the amendment at the time somewhat
rebuilt available liquidity, it is Samson's intention to use the
additional second lien capacity to give it flexibility in the
funding of acquisitions, should they materialize in the process of
high-grading its asset portfolio.
Further pressuring cash flow is the relatively modest amount of
hedging Samson has incorporated into its 2015 expected production;
approximately 25% of crude oil and 55% of natural gas volumes. The
company is also burdened with exceptionally heavy debt service
costs relative to cash flow as a result of its high coupon debt,
as evidenced by weak interest coverage of 1.5x at September 30.
The Caa1 rating on Samson's $2.25 billion senior unsecured notes
reflects the subordination of the senior unsecured notes to
Samson's $1.0 billion senior secured revolving credit and its $1.0
billion second lien term loan's priority claim to the company's
assets. The size of the claims relative to Samson's outstanding
senior unsecured notes results in the notes being rated one notch
below the B3 CFR under Moody's Loss Given Default Methodology. The
B2 rating on Samson's $1.0 billion second lien term loan reflects
its superior position in the capital structure compared to the
unsecured notes and its second priority lien on all collateral
securing the secured revolving credit.
The review for downgrade reflects Samson's weakened liquidity
position and the challenges it faces to reinforce its liquidity
through asset sales in a weak oil and gas pricing environment,
recognizing that asset sales alone will likely not adequately
address the company's elevated debt leverage. Ratings could be
downgraded should Samson's liquidity continue to deteriorate,
should EBITDA coverage of interest approach 1.0x or should
retained cash flow (RCF) to debt not be restored to over 10%.
Absence of a viable operating and financial plan to permanently
restore credit measures to these levels could also result in a
downgrade. Ratings could be upgraded presuming Samson's debt on
production falls below $40,000 per Boe and its leveraged full-
cycle ratio exceeds 1.0x.
The principal methodology used in these ratings was Global
Independent Exploration and Production Industry published in
December 2011. Other methodologies used include Loss Given Default
for Speculative-Grade Non-Financial Companies in the U.S., Canada
and EMEA published in June 2009.
Samson Investment Company is the principal operating subsidiary of
Samson Resources Corporation, a privately owned independent
exploration and production company headquartered in Tulsa,
Oklahoma. Samson was acquired in December 2011 by a Kohlberg
Kravis Roberts & Co. L.P. (KKR)-led investor group for $7.2
billion in which KKR holds a 55% stake.
SARKIS INVESTMENTS: Court Okays Agreement With MSCI and GA Keen
---------------------------------------------------------------
The Hon. Robert Kwan of the U.S. Bankruptcy Court for the Central
District of California approved the agreement between Sarkis
Investments Company LLC and MSCI 2007-IQ13 Ontario Retail Limited
Partnership in connection with the employment of GA Keen Realty
Advisors LLC as real estate broker.
The Debtor, MSCI, and the firm agreed and stipulate:
a) Recitals: The preceding recitals are incorporated herein by
reference.
b) Stipulation Controlling: To the extent terms of the retention
agreement are inconsistent with terms of this stipulation,
the stipulation will govern. The terms of the retention
agreement will otherwise govern the marketing and sale of the
property and the obligations of the parties thereto.
c) Exclusivity: The terms of the retention agreement pursuant to
paragraph VII thereoff will be extended to the earlier of (a)
the sale of the property or (b) the surrender of the property
to MSCI.
d) Indemnity Liability: In the event Sarkis is required to
indemnity the firm pursuant to paragraph X.E. of the
retention agreement, any such amount will be treated as a
general unsecured claim in the Bankruptcy Case and will be
paid solely from unencumbered property of the bankruptcy
estate. The Debtor expressly acknowledges and agrees that it
does not have authority to and, thus, will not use the cash
collateral of MSCI to pay any amount owing to the firm.
e) Withdrawal of the objection: Within seven calendar days of
entry of an order approving this stipulation, MSCI will
withdraw the objection and file a notice of non-opposition as
to the second application.
f) approval of the application: Within three calendar days of
receiving notice of the withdrawal of the objection and
filing of the notice of non-opposition pursuant to paragraph
5 of this stipulation, Sarkis will lodge a proposed order
approving the application.
g) Approval of stipulation order: Concurrently with the filing
of the stipulation, Sarkis will lodge a proposed order
approving the stipulation.
h) Cooperation: The parties will not take any action to
interfere with the approval of the stipulation or entry of
the employment order or stipulation order, no will the
parties assist, encourage or counsel any other individual or
entity to do so.
About Sarkis Investments Company, LLC
Sarkis Investments Company, LLC, filed a Chapter 11 petition
(Bankr. C.D. Cal. Case No. 13-29180) on July 29, 2013. Sarkis
owns and leases several parcels of commercial real property in
Ontario, California: 3550 Porsche Way; 3640 Porsche Way; 3660
Porsche Way; 3700 Inland Empire Blvd; and 3760 Inland Empire Blvd.
Judge Robert Kwan presides over the case. Pamela Muir signed the
petition as manager. The Debtor estimated assets and debts of at
least $10 million. Ashley M. McDow, Esq., at Baker & Hostetler,
LLP, serves as the Debtor's counsel.
Patrick Galentine was appointed by a state court as receiver for
the Debtor's assets. The receiver is represented by Reed Waddell,
Esq., at Frandzel Robins Bloom & Csato, LC.
MSCI 2007-IQ13 Ontario Retail Limited Partnership, which initiated
the receivership proceedings against Sarkis in state court, is
represented by Ron Oliner, Esq., at Duane Morris LLP.
In April 2014, the Debtor filed a Second Amended Reorganization
Plan and disclosure statement. The Debtors seeks to accomplish
payments under the plan by paying creditors on account of their
allowed claims in full over time from cash flows generated from
future operations or the proceeds from the sale of the Company or
the properties.
SOUTHWEST HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Southwest Holdings Group, Inc.
dba Deer Valley Mechanical
dba Peterson Air Care Home Services
2010 E University DR #26
Tempe, AZ 85281
Case No.: 14-18253
Chapter 11 Petition Date: December 12, 2014
Court: United States Bankruptcy Court
District of Arizona (Phoenix)
Judge: Hon. Daniel P. Collins
Debtor's Counsel: Carlos M. Arboleda, Esq.
ARBOLEDA BRECHNER
4545 E. Shea Blvd., #120
Phoenix, AZ 85028
Tel: 602-482-0123
Fax: 602-482-4068
E-mail: arboledac@abfirm.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Ronald Peterson, president.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/azb14-18253.pdf
STANDARD PACIFIC: Fitch Affirms 'B+' Issuer Default Rating
----------------------------------------------------------
Fitch Ratings has affirmed the ratings of Standard Pacific Corp.
(NYSE: SPF), including the company's Issuer Default Rating (IDR)
at 'B+'. The Rating Outlook is Stable.
Key Rating Drivers
The rating for SPF is influenced by the company's execution of its
business strategy in the current moderately recovering housing
environment, land policies, and geographic, price point and
product line diversity. The company's rating is also supported by
the company's adequate liquidity position and improving operating
and credit metrics. Risk factors include the cyclical nature of
the homebuilding industry and SPF's somewhat aggressive land
strategy.
The Stable Outlook takes into account the cyclically improving
housing outlook for 2015.
The Industry
New home metrics should increase slightly in 2014 due to moderate
economic growth during the last three quarters of the year
(prompted by improved household net worth, industrial production
and consumer spending), and consequently some acceleration in job
growth (as unemployment rates decrease to 6.2% for 2014 from an
average of 7.4% in 2013).
Single-family starts in 2014 are projected to improve 3.9% to
642,000 while multifamily volume grows 17.6% to 361,000. Thus,
total starts this year should be just above 1 million. New home
sales are forecast to edge up almost 1.5% to 436,000, while
existing home volume is likely to decline 3.2% to 4.927 million
due to fewer distressed homes for sale and limited inventory. New
home price inflation should moderate in 2014. Average and median
new home prices should rise about 3.5% in 2014.
Housing activity is likely to ratchet up more sharply in 2015 with
the support of a steadily growing economy throughout the year.
The unemployment rate should continue to move lower (averaging
5.8% in 2015). Credit standards should steadily, moderately ease
throughout next year. Demographics should be more of a positive
catalyst. More of those younger adults who have been living at
home should find jobs and these 25-35 year olds should provide
some incremental elevation to the rental and starter home markets.
Single-family starts are forecast to rise about 18% to 757,000 and
multifamily volume expands about 7% to 386,000. Total starts
would be in excess of 1.1 million. New home sales are projected
to increase 18% to 515,000. Existing home volume is expected to
approximate 5.138 million, up 4.3%.
SPF's Homebuilding Operations
SPF is geographically diversified with 179 active communities (as
of Sept. 30, 2014) in 25 markets across 7 states. During 2013,
management estimates that 73% of its deliveries were directed to
the move-up/luxury market, while 27% were to entry-level buyers.
By comparison, 67% of its deliveries during 2010 were to move-
up/luxury buyers, while 33% were directed to the entry-level
market. Management is targeting a community mix of 70% move-up,
15% luxury and 15% entry level and active adult.
The company has some concentration in the state of California,
which represented about 47.7% of Sept. 30, 2014 YTD revenues,
64.4% of YTD homebuilding pre-tax income and about 43.7% of the
dollar value of its real estate inventory. It is important to
note that California is consistently among the top 3 states in
home production within the U.S. and has numerous distinct sub-
markets which do not typically perform in unison. California was
the first big state market to enter the past downturn and is one
of the first major states to establish itself in the recovery.
In addition, the company also has an established track record in
the state of California and ranks among the top builders in
certain of its submarkets. According to Builder Magazine, during
2013, the company ranked among the top 5 builders in Los
Angeles/Long Beach/Sta. Ana, Riverside/San Bernardino, Sacramento,
San Diego and San Francisco/Oakland/Fremont, CA markets.
Furthermore, the company also ranked among the top 10 builders in
markets such as Austin/Round Rock/San Marcos, TX, Miami/Ft.
Lauderdale, Jacksonville and Tampa, FL markets, Denver/Aurora, CO
and Charlotte, Raleigh and Durham/Chapel Hill, NC markets
Continued Improvement in Financial Results
SPF reported stronger revenues so far this year. Homebuilding
revenues increased 26.7% for the first nine months of 2014 as home
deliveries grew 6.8% and the average sales price advanced 18.3%
compared with the same period last year. The homebuilding gross
margin (including interest and excluding impairment charges) also
improved during the 2014 YTD period, growing 290 basis points
(bps) to 26.3% compared with 23.4% during the first nine months of
2013.
New home orders have been weak so far in 2014. New home orders
fell 0.8% for the first nine months of the year, although orders
for the third quarter of 2014 were 4% higher year-over-year (YOY)
as the company's average community count increased 10% compared
with the third quarter of 2013. SPF ended the 2014 third quarter
with 2,208 homes in backlog (up 2% YOY) with a value of $1.126
billion (up 16.8% YOY).
Fitch expects SPF's home deliveries in 2015 will approximate
Fitch's forecast of a mid-teens growth in total housing starts.
Going forward, margins may come under pressure as labor and
materials costs continue to trend higher. Additionally, there has
been some slight uptick in selling incentives during the past
quarter. According to SPF, selling incentives on new home orders
increased 60 bps sequentially to 3.3% of the home sales price
during 3Q'14 and is up 30 bps vs. 3Q'13. Selling incentives on
homes delivered during 3Q'14 were 3.2%, flat compared with 2Q'14
and 20 bps higher than 3Q'13. Lastly, the gross margin of homes
currently in backlog is 25.1%, 160 bps below the gross margin of
homes in backlog at the end of 3Q'13.
Credit Metrics
Debt to EBITDA for the latest 12 months (LTM) ending Sept. 30,
2014 was 3.9x compared with 4.9x at the end of 2013 and 8.2x at
the end of 2012. EBITDA to interest coverage was 3.1x for the
Sept. 30, 2014 LTM period compared with 2.7x at year-end 2013 and
1.3x at the conclusion of 2012.
Subsequent to the end of the third quarter, SPF issued $300
million of 5.875% senior notes due 2024. On a pro forma basis,
debt to EBITDA for the LTM period ending Sept. 30, 2014 was 4.6x.
Fitch expects leverage will decline below 4.5x at the end of 2014
and will approach 4.0x at the conclusion of 2015.
Liquidity
The company's liquidity position has weakened somewhat relative to
the end of 2013 as the company continues to increase land and
development spending. As of Sept. 30, 2014, SPF had unrestricted
cash of $15.3 million and no borrowings under its $450 million
revolving credit facility that matures in July 2018. By
comparison, the company had $355.5 million of unrestricted cash
and no borrowings under its $470 million credit facility as of
Dec. 31, 2013. Fitch expects SPF will have continued access to
its revolver as the company currently has sufficient room under
the financial covenants of the credit facility.
The recently issued $300 million of senior notes enhances the
company's liquidity position. Fitch expects SPF will have
liquidity of at least $450 million - $500 million (unrestricted
cash plus revolver availability) during the next 12 months.
The company's debt maturities are well-laddered, with no major
debt maturities until 2016, when $280.0 million of senior notes
become due.
Land Strategy
SPF is focused on growing its operations by investing in new
communities, particularly in land-constrained markets. Total lots
controlled increased 1.9% YOY and 1% compared with the previous
quarter. As of Sept. 30, 2014, the company controlled 36,307
lots, of which 79.7% were owned and the remaining lots controlled
through options and JV partnerships. Based on LTM closings, SPF
controlled 7.5 years of land and owned roughly 6.0 years of land.
The company spent $687 million on land and development ($414
million for land and $273 million for development) during the
first nine months of 2014 compared with $592 million ($377 million
for land and $215 million for development) expended during the
same period in 2013. SPF expects total land and development
spending will be approximately $1 billion during 2014 and is
targeting between $800 million and $1.2 billion during 2015. This
compares with $808 million spent during 2013 ($494 million for
land and $314 million for development), $711 million during 2012,
$437 million during 2011, $396 million in 2010 and $158 million
during 2009.
Fitch is relatively comfortable with this strategy given the
company's adequate liquidity position, well-laddered debt maturity
schedule and management's demonstrated ability to manage its
spending. Fitch expects management will pull back on spending if
the recovery in housing stalls or dissipates.
Rating Sensitivities
Future ratings and Outlooks will be influenced by broad housing-
market trends as well as company specific activity, such as trends
in land and development spending, general inventory levels,
speculative inventory activity (including the impact of high
cancellation rates on such activity), gross and net new order
activity, debt levels and especially free cash flow trends and
uses, and the company's liquidity position.
Positive rating actions may be considered in the next 6-12 months
if the recovery in housing is maintained and is meaningfully
better than Fitch's current outlook, SPF shows continuous and
sustained improvement in credit metrics (particularly debt-to-
EBITDA approaching 4x and interest coverage exceeding 4x), and
preserves a healthy liquidity position.
A negative rating action could be triggered if the industry
recovery dissipates; SPF's 2015 revenues drop high-teens while the
EBITDA margins decline below 15%; leverage exceeds 8x and SPF's
liquidity position falls sharply, perhaps below $200 million.
Fitch has affirmed these ratings with a Stable Outlook:
-- Long-term Issuer Default Rating (IDR) at 'B+';
-- Senior unsecured notes at 'B+/RR4';
-- Unsecured revolving credit facility at 'B+/RR4'.
The 'RR4' Recovery Rating (RR) on the company's unsecured debt
indicates average recovery prospects for holders of these debt
issues. Standard Pacific's exposure to claims made pursuant to
performance bonds and joint venture debt and the possibility that
part of these contingent liabilities would have a claim against
the company's assets were considered in determining the recovery
for the unsecured debt holders. Fitch applied a going concern
valuation analysis for these RRs.
SUMMIT STREET: Files Schedules of Assets and Liabilities
--------------------------------------------------------
Summit Street Development Company LLC filed its schedules of
assets and liabilities in the U.S. Bankruptcy Court for the
Western District of Michigan, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $10,050,000
B. Personal Property $889,853
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $4,640,442
E. Creditors Holding
Unsecured Priority
Claims
F. Creditors Holding
Unsecured Non-priority
Claims $143,535
----------- -----------
TOTAL $10,939,853 $4,783,977
A full-text copy of the Debtor's schedules is available for free
at http://is.gd/d4ZQGB
Summit Street filed a bare-bones Chapter 11 bankruptcy petition
(Bankr. W.D. Mich. Case No. 14-07339) in Grand Rapids, Michigan,
on Nov. 21, 2014. The case is assigned to Judge John T. Gregg.
Ryan D. Heilman, Esq., at Wolfson Bolton PLLC, in Troy, Michigan,
serves as counsel.
Harry H. Hepler, the managing member and holder of 86.699 of the
membership interests, signed the petition.
SUMMIT STREET: Section 341(a) Meeting Slated for Dec. 30
--------------------------------------------------------
Michelle M. Wilson, the U.S. Trustee for Region 9, will convene a
meeting of creditors of Summit Street Development Company LLC on
Dec. 30, 2014, at 10:00 a.m. at Lansing.
Summit Street filed a bare-bones Chapter 11 bankruptcy petition
(Bankr. W.D. Mich. Case No. 14-07339) in Grand Rapids, Michigan,
on Nov. 21, 2014. The case is assigned to Judge John T. Gregg.
Ryan D. Heilman, Esq., at Wolfson Bolton PLLC, in Troy, Michigan,
serves as counsel.
Harry H. Hepler, the managing member and holder of 86.699 of the
membership interests, signed the petition.
TEXOMA PEANUT: Files Schedules of Assets and Liabilities
--------------------------------------------------------
Texoma Peanut Company filed its schedules of assets and
liabilities in the U.S. Bankruptcy Court for the Eastern District
of Oklahoma, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $5,503,575
B. Personal Property $38,144,091
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $51,466,301
E. Creditors Holding
Unsecured Priority
Claims $800
F. Creditors Holding
Unsecured Non-priority
Claims $4,943,214
----------- -----------
TOTAL $43,647,666 $56,410,315
A full-text copy of the Debtor's schedules is available of free
at http://is.gd/CsXqeN
About Texoma Peanut
Texoma Peanut Company was incorporated by Clint Williams in 1961
as a Southern Oklahoma bulk peanut drying, handling and storage
operation, buying and storing peanuts for shellers. In 1968, The
Clint Williams Company was established as a sheller and processor
of peanuts for both seed and edible markets. Although The Clint
Williams Company was later merged into TPC, the company continues
to do its processed peanut business under the "Clint Williams
Company" name which is the name known best in the domestic and
international peanut industry. TPC and its subsidiaries own 15
buying points and storage facilities -- 4 in Oklahoma, 9 in Texas,
and 2 in Mississippi. TPC owns 99% of Clint Williams Company-
Western Division LLC and 100% of Clint-Co Peanut Company.
TPC and two subsidiaries sought Chapter 11 bankruptcy protection
(Bankr. E.D. Okla. Lead Case No. 14-81334) in Okmulgee, Oklahoma,
on Nov. 6, 2014. The cases are assigned to Judge Tom R. Cornish.
The judge has granted joint administration of the Chapter 11
cases.
According to the docket, the Debtors' Chapter 11 plan and
disclosure statement are due March 6, 2015. Creditors who are
governmental entities have until May 9, 2015, to file claims.
The Debtors have tapped Crowe & Dunlevy as counsel and Dixon
Hughes Goodman as bankruptcy accountants.
The Debtors say they have $49 million in assets. Secured debt
includes $3.45 million owed to Wells Fargo Bank, N.A., and $2.33
million owed to Wells Fargo Equipment Finance. Wells Fargo Bank
is represented by William L. Wallander, Esq., at VINSON & ELKINS
LLP, in Dallas, Texas.
As of the Petition Date, an official committee of unsecured
creditors has not yet been appointed in the Cases.
The Debtors sought bankruptcy for protection with plans to sell
all of their core business assets and, thereafter, file a joint
plan of reorganization. The Debtors intend to consummate the sale
on or prior to Dec. 31, 2014.
TIM HORTONS: DBRS Lowers Issuer Rating to 'BB(low)'
---------------------------------------------------
DBRS Limited has downgraded the Issuer Rating of Tim Hortons Inc.
(THI or the Company) to BB (low) and its Senior Unsecured Debt to
B, with a recovery rating of RR6; the trends are Stable. This
action follows the Company's announcement that it has received
regulatory approval for and its shareholders have voted in favour
of the proposed transaction to create a new global quick-service
restaurant leader that would own both THI and Burger King
Worldwide, Inc. (Burger King) under a new parent company,
Restaurant Brands International (RBI). DBRS has removed the
ratings from Under Review with Negative Implications.
On August 26, 2014, DBRS placed THI's ratings Under Review with
Negative Implications following the Company's announcement that it
had reached a definitive agreement under which it would be
combined with Burger King creating the third-largest quick-service
restaurant business in the world, with $23 billion in system-wide
sales from over 18,000 restaurants in 100 countries.
Under the terms of the transaction each outstanding common share
of THI will be converted into $65.50 in cash and 0.8025 common
shares of RBI. Shareholders of THI have the right to elect to
receive an all-cash or all-share payment, which is subject to
proration. All Burger King shares are to be converted into 0.99
newly issued shares of RBI and 0.01 newly issued partnership
exchangeable units (which are intended to provide economic rights
that are substantially equivalent, and voting rights with respect
to RBI that are equivalent, to the corresponding rights afforded
to holders of RBI common shares). Debt financing arranged for RBI
includes a $6.75 billion Senior Secured First-Lien Term Loan B, a
$500 million Senior Secured First-Lien Revolving Credit Facility
and $2.25 billion of Senior Secured Second-Lien Notes. All of the
debt issued by RBI is expected to be guaranteed by THI and Burger
King. As such, the Issuer Rating on THI reflects DBRS's view of
the consolidated entity and would therefore be equal to an Issuer
Rating on RBI. In addition, as part of the transaction, $3
billion of preferred equity has been issued to Berkshire Hathaway.
In terms of operations, management has stated that it expects the
THI and Burger King brands to be managed independently but aims to
leverage the Burger King platform to accelerate THI's global
growth and footprint. In addition, management expects modest
synergies based on economies of scale from its combined
procurement capabilities in North America, as well as shifting THI
to Burger King's shared service platform and budgeting systems.
As a result of the organizational structure, including the
respective guarantees provided by THI and Burger King to the debt
issued by RBI, the review of THI's ratings is based primarily on
an analysis of the combined entity, RBI. DBRS focused its
analysis on the following: (1) RBI's business risk profile,
including potential benefits from enhanced scale and geographic
diversification, as well as the risks associated with the
integration and realization of potential revenue and cost
synergies and (2) the financial risk profile and long-term
financial management intentions, including any deleveraging plans.
DBRS ANALYSIS
(1) Business Risk Profile
The combination of Burger King and THI results in the third-
largest global quick-service restaurant (based on system-wide
sales) with system-wide sales over $23 billion. The entity
combines two predominantly franchise businesses (greater than 99%)
with complementary offerings and results in a significant
improvement in size and scale with pro forma revenue in the $4.2
billion range and pro forma EBITDA nearing $1.5 billion. The
business risk profile of the combined entity is supported by well
recognized brands and strong market positions in product
categories with less relative volatility. The transaction also
benefits geographic diversification and provides THI with a
platform to help accelerate international growth.
(2) Financial Risk Profile
In terms of financial profile, RBI is expected to have balance
sheet debt of over $9 billion and preferred shares of $3 billion.
Combined with pro forma earnings, DBRS estimates the combined
entity will have lease-adjusted debt-to-EBITDAR excluding the
preferred shares of approximately 6.23 times (x) and fixed-charge
coverage of 1.96x, including the preferred dividend, credit
metrics considered at the lower-end of the B range of ratings.
That said, the combined entity should nevertheless generate
meaningful levels of free cash flow (based on solid operating cash
flow and low maintenance capex) beginning in 2016 and could
deleverage significantly through a combination of debt repayment
and earnings growth.
DBRS believes that THI's Issuer Rating is best positioned in the
BB (low) rating category, with a Stable trend, based primarily on
the material increase in leverage as well as the investment grade
characteristics of the combined entity's business profile.
Pursuant to its announced plans and the change of control
provisions contained in THI's senior unsecured notes, RBI is
expected to make an offer to repurchase THI's outstanding Senior
Unsecured Debt at the close of the transaction. Should such notes
be repaid, DBRS intends to discontinue THI's Senior Unsecured Debt
rating at that time.
TWINS ELECTRIC: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Twins Electric Corporation
695 East 132d Street
Bronx, NY 10454
Case No.: 14-13408
Nature of Business: Electricians/contractors
Chapter 11 Petition Date: December 15, 2014
Court: United States Bankruptcy Court
Southern District of New York (Manhattan)
Debtor's Counsel: Vincent J. Roldan, Esq.
BALLON STOLL BADER & NADLER P.C.
729 Seventh Avenue, 17th Floor
New York, NY 10019
Tel: 212-575-7900
Fax: 212-764-5060
Email: vroldan@ballonstoll.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Anthony Di Fusco, vice president.
The Debtor did not file a list of its largest unsecured creditors
when it filed the petition.
UNIVERSAL AMERICAN: A.M. Best Affirms 'bb' Issuer Credit Rating
---------------------------------------------------------------
A.M. Best Co. has affirmed the financial strength rating (FSR) of
B++ (Good) and the issuer credit ratings (ICR) of "bbb" for the
key insurance subsidiaries of Universal American Corp. (Universal
American) (White Plains, NY) [NYSE: UAM]. A.M. Best has also
affirmed the ICR of "bb" of Universal American. The rating
outlook is stable.
Concurrently, A.M. Best has affirmed the FSR of B+ (Good) and ICR
of "bbb-" and revised the outlook to negative from stable for
American Pioneer Life Insurance Company (American Pioneer) (Lake
Mary, FL) and SelectCare of Texas, Inc. (SelectCare) (Houston,
TX).
Universal American's ratings reflect improved operating results,
low financial leverage and good liquidity. Universal American is
narrowing its business focus to encompass mainly Medicare
Advantage (MA) offerings in its core markets in Texas and the
Northeast for which they have predominantly reported favorable
operating results. These are growing markets for the organization
in which Universal American's plans have high star ratings from
the Centers for Medicare & Medicaid Services (CMS) and strong
provider relationships. The company has also reported favorable
but declining operating results for its traditional insurance
business that is being run off.
Consolidated net losses over the past two years have mostly been
driven by non-insurance operations, including the goodwill
impairment in 2013 and expenses related to the acquisition of APS
Healthcare, as well as expenses for the company's Accountable Care
Organizations. A.M. Best notes that Universal American has a
manageable debt-to-capital ratio of about 19% as of Sept. 30,
2014, which is low compared to its peers. Additionally, Universal
American has a good level of liquidity from parent company cash,
dividends from subsidiaries as well as an undrawn $75 million
revolving credit agreement.
Offsetting rating factors include Universal American's reduced
level of premium revenue, increased business concentration risk
and significant dividends taken from insurance subsidiaries.
Consolidated premium revenues are lower than historic levels due
to multiple factors including Universal American's sale of its
Medicare Part D business in 2011, discontinued marketing of
Medicare supplement products in 2012, as well as product and
market contraction for the company's MA offerings. Premium
revenue is anticipated to decline further due to material changes
in the company's MA product and geographic offerings in 2015. The
company's insurance business is now heavily concentrated in MA in
its core markets in Texas and the Northeast. Moreover, Universal
American periodically takes extraordinary dividends from its
subsidiaries. This recently caused a material reduction in
operating company risk-adjusted capitalization as the dividends
have mostly outpaced net income and the decline in business risk.
Continued dividends could further pressure the risk-adjusted
capital level of the insurance subsidiaries.
The revised outlook for American Pioneer reflects operating losses
and a decline in risk-adjusted capital due to reserve
strengthening on the company's closed block of long term care
(LTC) business. The company's LTC block is small, but the
increase to reserves in 2013 materially reduced the company's
level of risk-adjusted capital. Near term operating results have
been modestly favorable. The outlook could be revised to stable
if operating results remain favorable and there are no further
reserve increases for the LTC business.
The revised outlook for SelectCare primarily reflects the
company's decline in risk-adjusted capital. Operating earnings
for the company have remained favorable, but are significantly
reduced due to margin compression. Future margin improvement
could result from a company-wide initiative to reduce
administrative expenses for MA business. The company's capital
level has declined substantially due to dividends to the parent
outpacing net income. This is of concern since this is the
organization's core operating entity in Texas, for which
enrollment has been growing. The outlook could be revised to
stable if SelectCare shows material improvement in its risk-
adjusted capital level.
A.M. Best believes that upward rating movement for Universal
American is unlikely in the near to medium term. Negative rating
actions could occur if Universal American reports significant
operating losses in its core MA business, experiences a decline in
risk-adjusted capitalization at its insurance subsidiaries or is
unable to maintain enrollment and premium growth in MA business in
its core markets.
WOODSIDE HOMES: Fitch Withdraws 'B' Issuer Default Rating
---------------------------------------------------------
Fitch Ratings has withdrawn the following ratings for Woodside
Homes Company, LLC.
-- Long-term Issuer Default Rating of 'B';
-- Senior unsecured notes rating of 'B/RR4'.
The ratings have been withdrawn due to lack of updated financial
information. Fitch will no longer provide ratings or analytical
coverage of Woodside.
* Fitch Says Lower Auto Sector Median Shows Deep Sector Distress
----------------------------------------------------------------
U.S. automotive sector companies included in Fitch Ratings'
analysis that defaulted between 2005 and 2013 reorganized at a
median 4.3 times (x) median enterprise value to EBITDA multiple,
lower than the cross-U.S. corporate sector median of 5.9x,
according to a new Fitch report.
The lower auto sector median reflects the deep sector distress
experienced during the auto default wave, combined with uncertain
timing and the speed of recovery when many of the auto enterprise
valuations were completed. The filings were concentrated in the
late 2007-2009 period.
The key drivers of automotive sector bankruptcies were consistent
across many companies during the recession, namely declines in
vehicle demand and high raw material and labor costs.
Furthermore, adverse credit markets made financing difficult for
car buyers and created liquidity problems for manufacturers.
The median ultimate recovery rate for first-lien debt claims in
the auto sector cases analyzed by Fitch was 76%, which is close to
the long-term rate across all corporate sectors. First-lien
recoveries held up well despite the adverse operating and market
environment at the time of many of the reorganizations.
Conversely, many of the junior debt claims sustained significant
losses. Creditors lower in the capital structures bore the brunt
of losses resulting from constrained valuations and high pre-
petition debt leverage.
The industry has demonstrated broad but considerable improvement
since the start of the economic recovery. Fitch's 2015 rating
outlook for the U.S. automotive industry is positive.
* S&P Applies Revised Criteria to 27 U.S. Finance Companies
-----------------------------------------------------------
Standard & Poor's Ratings Services, on Dec. 12, 2014, said it
reviewed its ratings on 27 U.S. finance companies and their
subsidiaries by applying its new criteria for rating nonbank
financial institutions (NBFI). As a result, S&P has taken rating
actions on these entities. S&P also took rating actions on
certain subsidiaries as a result of applying its new criteria to
their parents. The rating actions were driven by revisions to
S&P's criteria rather than a sudden change of the issuers'
creditworthiness.
S&P believes NBFI finance companies' greatest risks relate to
asset quality, funding and liquidity, and tangible capital--some
of the primary risks that banks face. For finance companies whose
greatest risks relate more to their ability to generate cash flow
sufficient to meet debt service requirements than to the amount of
capital they have to withstand credit losses, S&P applies its
financial services finance companies criteria.
S&P rates NBFI finance companies under a similar framework to
S&P's bank criteria. S&P uses an anchor -- a starting point for
all ratings in a given country -- and then rate each NBFI higher,
lower, or equal to the anchor depending on S&P's assessment of its
business position; capital, leverage, and earnings; risk position;
and funding and liquidity. S&P also considers whether a finance
company may receive extraordinary support from a government or
parent entity.
The anchor for U.S. NBFI finance companies is 'bb+', reflecting
S&P's view of the sector's economic and industry risks. The
anchor is the standard three notches below the U.S. bank anchor,
derived from S&P's Banking Industry Country Risk Assessment. The
three notches reflect S&P's view of U.S. NBFI finance companies'
incremental industry risk relative to banks because finance
companies typically lack central bank access, have lower
regulatory oversight, and face higher competitive risk than banks
do.
S&P has now removed the under criteria observation (UCO)
identifier from its ratings on all U.S. NBFI finance companies.
S&P anticipates publishing, for most issuer credit ratings or
outlooks that change, research updates within 30 business days.
S&P anticipates publishing research updates in the first or second
quarters of 2015 for those entities that S&P did not change its
issuer credit ratings or outlooks on under the new criteria.
RATINGS LIST
For ratings S&P affirmed, no rating appears in the "From" column.
To From
Ally Financial Inc.
Issuer Credit Rating BB+/Stable/B BB/Stable/B
Senior Secured BB+ BB
Senior Unsecured BB+ BB
Subordinated BB- B+
Preferred Stock B B-
Commercial Paper B
GMAC International Finance B.V.
Senior Secured BB+ BB
Senior Unsecured BB+ BB
GMAC Commercial Mortgage Japan K.K.
Senior Unsecured BB+ BB
General Motors Acceptance Corp. of Canada Ltd.
Senior Secured BB+ BB
Senior Unsecured BB+ BB
Commercial Paper B
GMAC Capital Trust I
Preferred Stock B B-
GMAC Commercial Mortgage Funding Asia K.K.
General Motors Acceptance Corp. Nederland N.V.
Commercial Paper B
Cantor Commercial Real Estate Co. L.P.
Issuer Credit Rating BB-/Stable/-- B+/Stable/--
Senior Unsecured B+ B
CIT Group Inc.
Issuer Credit Rating BB-/Positive/B
Senior Unsecured BB-
Clayton Homes Inc.
Issuer Credit Rating BBB/Stable/--
Credit Acceptance Corp.
Issuer Credit Rating BB/Stable/--
Senior Unsecured BB
DriveTime Automotive Group Inc.
Issuer Credit Rating B/Stable/--
Senior Secured B
DT Acceptance Corp.
Issuer Credit Rating B/Stable/--
Senior Secured B
FCC Holdings LLC
Issuer Credit Rating CCC+/Negative/--
Senior Unsecured CCC+
Home Loan Servicing Solutions Ltd.
Issuer Credit Rating B+/Stable/--
Senior Secured B+ BB-
HSBC Finance Corp.
Issuer Credit Rating A/Negative/A-1
Commercial Paper A-1
Preferred Stock BBB-
Senior Unsecured A
Subordinated A-
HSBC Finance Capital Trust IX
Preferred Stock BBB-
HFC Bank Ltd.
Senior Unsecured A
iStar Financial Inc.
Issuer Credit Rating B+/Stable/--
Preferred Stock CCC+
Senior Secured BB-
Senior Unsecured B+
Subordinated B-(prelim)
Jefferies Finance LLC
Issuer Credit Rating B+/Positive/--
Senior Unsecured B
Jefferies LoanCore LLC
Issuer Credit Rating B+/Stable/--
Senior Unsecured B
JLC Finance Corp.
Senior Unsecured B
Kennedy-Wilson Holdings Inc.
Issuer Credit Rating BB-/Stable/--
Kennedy-Wilson Inc.
Senior Unsecured BB-
KKR Financial Holdings LLC
Issuer Credit Rating BBB/Stable/--
Senior Unsecured BBB
Preferred Stock BB+
Ladder Capital Finance Holdings LLLP
Issuer Credit Rating BB-/Stable/--
Senior Unsecured B+
Ladder Capital Finance Corp.
Senior Unsecured B+
Massachusetts Development Finance Agency
Issuer Credit Rating A+/Stable/A-1
National Rural Utilities Cooperative Finance Corp.
Issuer Credit Rating A/Negative/A-1 A/Stable/A-1
Commercial Paper A-1
Senior Secured A A+
Senior Unsecured A
Senior Unsecured Ap
Short-Term Debt A-1
Subordinated BBB+
Senior Secured AA-/Stable
Navient Corp.
Issuer Credit Rating BB/Stable/B
Senior Unsecured BB
Subordinated B+(prelim)
NewStar Financial Inc.
Issuer Credit Rating BB-/Stable/--
Senior Secured BB-
NXT Capital Inc.
Issuer Credit Rating BB-/Stable/--
Senior Secured BB-
NXT Capital LLC
Senior Secured BB-
OneMain Financial Holdings Inc.
Issuer Credit Rating B+/Stable/--
Senior Unsecured B+
Oxford Finance LLC
Issuer Credit Rating B+/Stable/--
Senior Unsecured B
Oxford Finance Co-Issuer Inc.
Senior Unsecured B
Private Export Funding Corp.
Issuer Credit Rating A+/Negative/A-1
Commercial Paper A-1
Senior Secured A+
Rialto Holdings LLC
Issuer Credit Rating B+/Stable/--
Senior Unsecured B
Rialto Corp.
Senior Unsecured B
Springleaf Finance Corp.
Issuer Credit Rating B/Stable/--
Senior Unsecured B B-
Springleaf Holdings Inc.
Issuer Credit Rating B/Stable/--
AGFC Capital Trust I
Preferred Stock CCC
Starwood Property Trust Inc.
Issuer Credit Rating BB/Stable/--
Preferred Stock B(prelim)
Senior Secured BB BB+
Senior Unsecured BB-
Subordinated B+(prelim)
World Omni Financial Corp.
Issuer Credit Rating BBB+/Stable/A-2
* US Auto Cos Had Lower Reorganization Multiples, Fitch Says
------------------------------------------------------------
U.S. automotive sector companies included in Fitch Ratings'
analysis that defaulted between 2005 and 2013 reorganized at a
median 4.3 times (x) median enterprise value to EBITDA multiple,
lower than the cross-U.S. corporate sector median of 5.9x,
according to a new Fitch report.
The lower auto sector median reflects the deep sector distress
experienced during the auto default wave, combined with uncertain
timing and the speed of recovery when many of the auto enterprise
valuations were completed. The filings were concentrated in the
late 2007 to 2009 period.
The key drivers of automotive sector bankruptcies were consistent
across many companies during the recession, namely declines in
vehicle demand and high raw material and labor costs.
Furthermore, adverse credit markets made financing difficult for
car buyers and created liquidity problems for manufacturers.
The median ultimate recovery rate for first lien debt claims in
the auto sector cases analyzed by Fitch was 76%, which is close to
the long-term rate across all corporate sectors. First-lien
recoveries held up well despite the adverse operating and market
environment at the time of many of the reorganizations.
Conversely, many of the junior debt claims sustained significant
losses. Creditors lower in the capital structures bore the brunt
of losses resulting from constrained valuations and high pre-
petition debt leverage.
The industry has demonstrated broad but considerable improvement
since the start of the economic recovery. Fitch's 2015 rating
outlook for the U.S. automotive industry is positive.
* Large Companies With Insolvent Balance Sheets
-----------------------------------------------
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 ABT CN 138.4 (12.0) 2.2
ABSOLUTE SOFTWRE ALSWF US 138.4 (12.0) 2.2
ABSOLUTE SOFTWRE ABT2EUR EU 138.4 (12.0) 2.2
ABSOLUTE SOFTWRE OU1 GR 138.4 (12.0) 2.2
ADVANCED EMISSIO ADES US 106.4 (46.1) (15.3)
ADVANCED EMISSIO OXQ1 GR 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 ACEUR EU 10,545.0 (1,400.0) 164.0
AIR CANADA ADH2 TH 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 ACDVF US 10,545.0 (1,400.0) 164.0
AIR CANADA-CL A ADH GR 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 AIDIF US 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 B ADH1 GR 10,545.0 (1,400.0) 164.0
AIR CANADA-CL B ADH1 TH 10,545.0 (1,400.0) 164.0
ALLIANCE HEALTHC AIQ US 473.5 (127.3) 62.8
AMC NETWORKS-A 9AC GR 3,663.3 (388.0) 659.4
AMC NETWORKS-A AMCX* MM 3,663.3 (388.0) 659.4
AMC NETWORKS-A AMCX US 3,663.3 (388.0) 659.4
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)
ARRAY BIOPHARMA ARRY US 135.3 (37.6) 66.2
ARRAY BIOPHARMA AR2 TH 135.3 (37.6) 66.2
ARRAY BIOPHARMA AR2 GR 135.3 (37.6) 66.2
AUTOZONE INC AZO US 7,517.9 (1,621.9) (960.5)
AUTOZONE INC AZ5 QT 7,517.9 (1,621.9) (960.5)
AUTOZONE INC AZ5 GR 7,517.9 (1,621.9) (960.5)
AUTOZONE INC AZOEUR EU 7,517.9 (1,621.9) (960.5)
AUTOZONE INC AZ5 TH 7,517.9 (1,621.9) (960.5)
AVALANCHE BIOTEC AAVL US 167.2 155.7 161.9
AVALANCHE BIOTEC AVU GR 167.2 155.7 161.9
AVID TECHNOLOGY AVID US 197.2 (341.2) (173.2)
BENEFITFOCUS INC BNFT US 131.7 (31.2) 34.2
BENEFITFOCUS INC BTF GR 131.7 (31.2) 34.2
BERRY PLASTICS G BP0 GR 5,268.0 (101.0) 665.0
BERRY PLASTICS G BERY US 5,268.0 (101.0) 665.0
BRP INC/CA-SUB V DOO CN 2,115.5 (9.5) 184.7
BRP INC/CA-SUB V BRPIF US 2,115.5 (9.5) 184.7
BRP INC/CA-SUB V B15A GR 2,115.5 (9.5) 184.7
BURLINGTON STORE BUI GR 2,796.9 (167.9) 77.6
BURLINGTON STORE BURL US 2,796.9 (167.9) 77.6
CABLEVISION SY-A CVC US 6,563.7 (5,068.0) 158.9
CABLEVISION SY-A CVY GR 6,563.7 (5,068.0) 158.9
CABLEVISION-W/I 8441293Q US 6,563.7 (5,068.0) 158.9
CABLEVISION-W/I CVC-W US 6,563.7 (5,068.0) 158.9
CADIZ INC CDZI US 56.0 (49.7) 3.0
CAESARS ENTERTAI CZR US 24,491.5 (3,714.4) 1,363.3
CAESARS ENTERTAI C08 GR 24,491.5 (3,714.4) 1,363.3
CAPMARK FINANCIA CPMK US 20,085.1 (933.1) -
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 CIE1 TH 2,100.4 (45.2) 889.3
CIENA CORP CIEN TE 2,100.4 (45.2) 889.3
CIENA CORP CIE1 GR 2,100.4 (45.2) 889.3
CIENA CORP CIE1 QT 2,100.4 (45.2) 889.3
CINCINNATI BELL CBB US 1,952.6 (584.4) 50.1
CIVITAS SOLUTION 1CI GR 1,031.5 (62.0) 66.1
CIVITAS SOLUTION CIVI US 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 CVA TH 4,811.2 (177.3) 242.3
CLIFFS NATURAL R CVA GR 4,811.2 (177.3) 242.3
CLIFFS NATURAL R CLF* MM 4,811.2 (177.3) 242.3
CLIFFS NATURAL R CLF US 4,811.2 (177.3) 242.3
COMVERSE INC CM1 GR 649.6 (2.8) 4.3
COMVERSE INC CNSI US 649.6 (2.8) 4.3
CORCEPT THERA CORT US 37.2 (1.3) 19.9
CORINDUS VASCULA CVRS US 0.0 (0.0) (0.0)
CVSL INC CVSL US 66.0 (4.7) 2.8
DEX MEDIA INC DXM US 1,898.0 (918.0) 133.0
DIPLOMAT PHARMAC 7DP TH 338.9 30.1 (43.4)
DIPLOMAT PHARMAC DPLO US 338.9 30.1 (43.4)
DIPLOMAT PHARMAC 7DP GR 338.9 30.1 (43.4)
DIRECTV DTVEUR EU 22,594.0 (5,557.0) 43.0
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
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 EZV QT 510.9 (1,281.7) 112.9
DOMINO'S PIZZA DPZ US 510.9 (1,281.7) 112.9
DUN & BRADSTREET DB5 TH 1,789.2 (1,083.4) (0.3)
DUN & BRADSTREET DB5 GR 1,789.2 (1,083.4) (0.3)
DUN & BRADSTREET DNB US 1,789.2 (1,083.4) (0.3)
DURATA THERAPEUT DTA GR 82.1 (16.1) 11.7
DURATA THERAPEUT DRTXEUR EU 82.1 (16.1) 11.7
DURATA THERAPEUT DRTX US 82.1 (16.1) 11.7
EDGEN GROUP INC EDG US 883.8 (0.8) 409.2
EMPIRE RESORTS I NYNY US 42.4 (14.3) (9.9)
EMPIRE RESORTS I LHC1 GR 42.4 (14.3) (9.9)
EOS PETRO INC EOPT US 1.3 (28.4) (29.5)
EXTENDICARE INC EXETF US 1,885.0 (7.2) 77.0
EXTENDICARE INC EXE CN 1,885.0 (7.2) 77.0
FAIRPOINT COMMUN FONN GR 1,488.5 (395.7) 9.4
FAIRPOINT COMMUN FRP US 1,488.5 (395.7) 9.4
FERRELLGAS-LP FEG GR 1,680.4 (138.8) (37.1)
FERRELLGAS-LP FGP US 1,680.4 (138.8) (37.1)
FMSA HOLDINGS IN FM1 TH 1,447.5 (21.7) 271.3
FMSA HOLDINGS IN FM1 GR 1,447.5 (21.7) 271.3
FMSA HOLDINGS IN FMSA US 1,447.5 (21.7) 271.3
FMSA HOLDINGS IN FMSAEUR EU 1,447.5 (21.7) 271.3
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
FREESCALE SEMICO FSL US 3,306.0 (3,593.0) 1,333.0
FRESHPET INC FRPT US 74.5 (34.2) 1.2
FRESHPET INC FRPTEUR EU 74.5 (34.2) 1.2
FRESHPET INC 7FP GR 74.5 (34.2) 1.2
GAMING AND LEISU 2GL GR 2,595.4 (77.9) (44.2)
GAMING AND LEISU GLPI US 2,595.4 (77.9) (44.2)
GARDA WRLD -CL A GW CN 1,469.2 (59.0) 205.0
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 1,225.2 (285.2) 130.0
GENTIVA HEALTH GTIV US 1,225.2 (285.2) 130.0
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 GRZ CN 28.0 (10.5) 4.9
GOLD RESERVE INC GDRZF US 28.0 (10.5) 4.9
GRAHAM PACKAGING GRM US 2,947.5 (520.8) 298.5
GYMBOREE CORP/TH GYMB US 1,284.0 (321.3) 39.5
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 5HD GR 6,523.0 (657.0) 1,396.0
HD SUPPLY HOLDIN HDS US 6,523.0 (657.0) 1,396.0
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 HO3 GR 1,893.7 (443.1) 1,107.3
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 14,306.0 (9,506.2) 1,003.2
INCYTE CORP ICY TH 785.3 (89.6) 538.0
INCYTE CORP INCY US 785.3 (89.6) 538.0
INCYTE CORP ICY GR 785.3 (89.6) 538.0
INFOR US INC LWSN US 6,778.1 (460.0) (305.9)
INTERCORE INC ICOR US 0.4 (1.7) (1.7)
IPCS INC IPCS US 559.2 (33.0) 72.1
ISTA PHARMACEUTI ISTA US 124.7 (64.8) 2.2
JUST ENERGY GROU JE CN 1,570.4 (311.6) 159.7
JUST ENERGY GROU JE US 1,570.4 (311.6) 159.7
JUST ENERGY GROU 1JE GR 1,570.4 (311.6) 159.7
L BRANDS INC LTD GR 7,149.0 (433.0) 1,050.0
L BRANDS INC LTD TH 7,149.0 (433.0) 1,050.0
L BRANDS INC LBEUR EU 7,149.0 (433.0) 1,050.0
L BRANDS INC LB US 7,149.0 (433.0) 1,050.0
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 LO US 3,275.0 (2,155.0) 918.0
LORILLARD INC LLV TH 3,275.0 (2,155.0) 918.0
LORILLARD INC LLV GR 3,275.0 (2,155.0) 918.0
MANNKIND CORP MNKD US 386.8 (40.7) (100.3)
MANNKIND CORP NNF1 GR 386.8 (40.7) (100.3)
MANNKIND CORP NNF1 TH 386.8 (40.7) (100.3)
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)
MARRIOTT INTL-A MAQ GR 6,847.0 (1,842.0) (1,186.0)
MDC COMM-W/I MDZ/W CN 1,707.3 (86.7) (256.5)
MDC PARTNERS-A MDCA US 1,707.3 (86.7) (256.5)
MDC PARTNERS-A MD7A GR 1,707.3 (86.7) (256.5)
MDC PARTNERS-A MDZ/A CN 1,707.3 (86.7) (256.5)
MDC PARTNERS-EXC MDZ/N CN 1,707.3 (86.7) (256.5)
MERITOR INC AID1 GR 2,502.0 (585.0) 254.0
MERITOR INC MTOR US 2,502.0 (585.0) 254.0
MERRIMACK PHARMA MP6 GR 188.6 (99.9) 40.9
MERRIMACK PHARMA MACK US 188.6 (99.9) 40.9
MICHAELS COS INC MIM GR 2,030.0 (2,269.0) 409.0
MICHAELS COS INC MIK US 2,030.0 (2,269.0) 409.0
MONEYGRAM INTERN MGI US 4,600.2 (157.2) 87.1
MORGANS HOTEL GR MHGC US 632.3 (221.3) 89.3
MORGANS HOTEL GR M1U GR 632.3 (221.3) 89.3
MOXIAN CHINA INC MOXC US 4.9 (1.2) (4.0)
MPG OFFICE TRUST 1052394D US 1,280.0 (437.3) -
NATIONAL CINEMED XWM GR 993.6 (200.2) 51.8
NATIONAL CINEMED NCMI US 993.6 (200.2) 51.8
NAVISTAR INTL IHR GR 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 TH 7,702.0 (4,046.0) 1,126.0
NEFF CORP-CL A NEFF US 612.1 (343.7) (1.5)
NEW ENG RLTY-LP NEN US 178.9 (25.9) -
NORTHWEST BIO NWBO US 29.4 (31.2) (41.7)
NORTHWEST BIO NBYA GR 29.4 (31.2) (41.7)
OMEROS CORP 3O8 GR 25.3 (26.6) 9.0
OMEROS CORP OMER US 25.3 (26.6) 9.0
OMTHERA PHARMACE OMTH US 18.3 (8.5) (12.0)
PALM INC PALM US 1,007.2 (6.2) 141.7
PBF LOGISTICS LP 11P GR 360.0 (47.3) 15.6
PBF LOGISTICS LP PBFX US 360.0 (47.3) 15.6
PHILIP MORRIS IN PM1 TE 35,401.0 (8,677.0) (356.0)
PHILIP MORRIS IN PM FP 35,401.0 (8,677.0) (356.0)
PHILIP MORRIS IN PM US 35,401.0 (8,677.0) (356.0)
PHILIP MORRIS IN PM1CHF EU 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)
PHILIP MORRIS IN 4I1 GR 35,401.0 (8,677.0) (356.0)
PHILIP MORRIS IN 4I1 TH 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 PG6 GR 1,304.9 (73.5) 238.9
PLY GEM HOLDINGS PGEM US 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 24.2 9.6 19.3
QUALITY DISTRIBU QLTY US 439.6 (30.4) 105.2
QUALITY DISTRIBU QDZ GR 439.6 (30.4) 105.2
QUINTILES TRANSN Q US 3,106.7 (536.2) 511.8
QUINTILES TRANSN QTS GR 3,106.7 (536.2) 511.8
RAYONIER ADV RYAM US 1,246.3 (13.4) 167.3
RAYONIER ADV RYQ GR 1,246.3 (13.4) 167.3
REGAL ENTERTAI-A RGC US 2,553.5 (755.1) 6.5
REGAL ENTERTAI-A RETA GR 2,553.5 (755.1) 6.5
REGAL ENTERTAI-A RGC* MM 2,553.5 (755.1) 6.5
RENAISSANCE LEA RLRN US 57.0 (28.2) (31.4)
RENTPATH INC PRM US 208.0 (91.7) 3.6
RETROPHIN INC RTRX US 145.9 (10.2) (3.7)
RETROPHIN INC 17R GR 145.9 (10.2) (3.7)
REVLON INC-A RVL1 GR 1,912.6 (570.6) 300.9
REVLON INC-A REV US 1,912.6 (570.6) 300.9
RITE AID CORP RTA GR 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 RAD US 6,959.3 (1,906.5) 1,783.1
ROCKWELL MEDICAL RMTI US 23.9 (5.5) 2.6
ROCKWELL MEDICAL RWM GR 23.9 (5.5) 2.6
ROCKWELL MEDICAL RWM TH 23.9 (5.5) 2.6
ROUNDY'S INC RNDY US 1,089.7 (66.8) 71.8
ROUNDY'S INC 4R1 GR 1,089.7 (66.8) 71.8
RURAL/METRO CORP RURL US 303.7 (92.1) 72.4
RYERSON HOLDING 7RY TH 2,006.2 (38.2) 749.5
RYERSON HOLDING RYI US 2,006.2 (38.2) 749.5
RYERSON HOLDING 7RY GR 2,006.2 (38.2) 749.5
SALLY BEAUTY HOL SBH US 2,030.0 (347.1) 640.6
SALLY BEAUTY HOL S7V GR 2,030.0 (347.1) 640.6
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)
SECOND SIGHT MED EYES US 9.6 (19.5) 4.4
SECOND SIGHT MED 24P GR 9.6 (19.5) 4.4
SEQUENOM INC SQNM US 134.6 (51.9) 36.5
SILVER SPRING NE 9SI GR 552.9 (139.0) 82.8
SILVER SPRING NE 9SI TH 552.9 (139.0) 82.8
SILVER SPRING NE SSNI US 552.9 (139.0) 82.8
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 SPWH US 315.7 (35.0) 83.3
SPORTSMAN'S WARE 06S GR 315.7 (35.0) 83.3
SUPERVALU INC SVU* MM 4,486.0 (634.0) 92.0
SUPERVALU INC SJ1 GR 4,486.0 (634.0) 92.0
SUPERVALU INC SJ1 TH 4,486.0 (634.0) 92.0
SUPERVALU INC SVU US 4,486.0 (634.0) 92.0
THERAVANCE THRX US 553.7 (193.1) 237.4
THERAVANCE HVE GR 553.7 (193.1) 237.4
THRESHOLD PHARMA THLD US 76.7 (21.0) 49.1
TOWN SPORTS INTE CLUB US 482.6 (53.8) 69.7
TRANSDIGM GROUP T7D GR 6,756.8 (1,556.1) 1,103.7
TRANSDIGM GROUP TDG US 6,756.8 (1,556.1) 1,103.7
TRAVELPORT WORLD 1TW GR 2,992.0 (210.0) (161.0)
TRAVELPORT WORLD TVPT US 2,992.0 (210.0) (161.0)
TRAVELPORT WORLD TVPTEUR EU 2,992.0 (210.0) (161.0)
TRINET GROUP INC TN3 GR 1,393.3 (48.9) 17.3
TRINET GROUP INC TNET US 1,393.3 (48.9) 17.3
TRINET GROUP INC TNETEUR EU 1,393.3 (48.9) 17.3
UNISYS CORP USY1 TH 2,279.4 (521.2) 343.9
UNISYS CORP USY1 GR 2,279.4 (521.2) 343.9
UNISYS CORP UISEUR EU 2,279.4 (521.2) 343.9
UNISYS CORP UIS US 2,279.4 (521.2) 343.9
UNISYS CORP UIS1 SW 2,279.4 (521.2) 343.9
UNISYS CORP UISCHF EU 2,279.4 (521.2) 343.9
VECTOR GROUP LTD VGR US 1,643.4 (7.9) 561.5
VECTOR GROUP LTD VGR GR 1,643.4 (7.9) 561.5
VENOCO INC VQ US 756.5 (100.0) (762.9)
VERISIGN INC VRSN US 2,207.4 (748.8) (326.3)
VERISIGN INC VRS QT 2,207.4 (748.8) (326.3)
VERISIGN INC VRS GR 2,207.4 (748.8) (326.3)
VERISIGN INC VRS TH 2,207.4 (748.8) (326.3)
VERIZON TELEMATI HUTC US 110.2 (101.6) (113.8)
VERSO PAPER CORP VRS US 1,019.7 (584.3) 9.4
VIRGIN AMERICA I 2VA1 GR 876.0 (313.0) 19.0
VIRGIN AMERICA I 2VA1 TH 876.0 (313.0) 19.0
VIRGIN AMERICA I VA US 876.0 (313.0) 19.0
VIRGIN MOBILE-A VM US 307.4 (244.2) (138.3)
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 WW6 GR 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 WME GR 1,578.5 (264.3) 101.2
WESTMORELAND COA WLB US 1,578.5 (264.3) 101.2
WORKIVA INC WK US 82.6 (23.4) (23.4)
WORKIVA INC 0WKA GR 82.6 (23.4) (23.4)
XERIUM TECHNOLOG XRM US 611.2 (51.2) 102.1
XERIUM TECHNOLOG TXRN GR 611.2 (51.2) 102.1
XOMA CORP XOMA TH 70.9 (18.1) 28.5
XOMA CORP XOMA GR 70.9 (18.1) 28.5
XOMA CORP XOMA US 70.9 (18.1) 28.5
YRC WORLDWIDE IN YRCW US 2,046.6 (361.2) 195.9
YRC WORLDWIDE IN YEL1 TH 2,046.6 (361.2) 195.9
YRC WORLDWIDE IN YEL1 GR 2,046.6 (361.2) 195.9
*********
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 ***