/raid1/www/Hosts/bankrupt/TCR_Public/150205.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, February 5, 2015, Vol. 19, No. 36
Headlines
ACCIPITER COMMUNICATIONS: Cash Collateral Use OK'd Until May 1
AEROGROW INTERNATIONAL: Lazarus Lowers Stake to 1% at Dec. 31
ALSIP ACQUISITION: Metropolitan Water Withdraws Transfer Bid
ALTEGRITY INC: S&P Lowers CCR to 'D' on Chapter 11 Bankruptcy Plan
AMERICAN AXLE: BlackRock Reports 6.6% Stake as of Dec. 31
AMERICAN EAGLE: BlackRock Reports 5.9% Stake as of Dec. 31
AMERICAN TIRE: Moody's Assigns Caa1 Rating on New $805MM Notes
AMERICAN TIRE: S&P Lowers Corp. Credit Rating to 'B'
ANACOR PHARMACEUTICALS: BlackRock Reports 6% Stake as of Dec. 31
AP-LONG BEACH: U.S. Bank Authorized to Foreclose Long Beach Asset
ARAMID ENTERTAINMENT: Has Until April 16 to File Chapter 11 Plan
ARCHDIOCESE OF ST. PAUL: Files Schedules of Assets & Liabilities
ARCHDIOCESE OF ST. PAUL: Section 341(a) Meeting Set for Feb. 24
ATLANTIC COAST: Reports $443,000 Net Income for Fourth Quarter
B. ENDEAVOUR SHIPPING: Chapter 15 Case Summary
B. ENDEAVOUR: Seeks U.S. Recognition of UK Proceeding
BAXANO SURGICAL: Files Amended Schedules of Assets & Liabilities
BERRY PLASTICS: Amends Fiscal 2014 Annual Report
CACHE INC: Royce & Associates Held 4.7% Stake at Dec. 31
CACHE INC: Seeks Bankruptcy-Court Protection
CAESARS ENTERTAINMENT: Filing Bumps Junk Default Rate Up to 3.3%
CENTRAL OKLAHOMA: Hires BKD LLP for Audit and Tax Services
CLIFFS NATURAL: Units Commence CCAA Restructuring Proceedings
CTI BIOPHARMA: BlackRock Reports 5.5% Stake as of Dec. 31
D.A.B. GROUP: Plan Solicitation Exclusivity Extended to March 9
DAYBREAK OIL: Extends Maturity of 12% Notes Until Jan. 2017
DUNE ENERGY: Eos Tender Offer Expiration Extended Until Feb. 6
EDELMIRO TOLEDO-CARDONA: Supreme Court to Rule on Suits in June
FIRST NATIONAL BANK: Closed by Regulators Jan. 16
FL 6801: Court to Consider Exclusivity Extension Bid on Feb. 6
GALAXY RECYCLING: Voluntary Chapter 11 Case Summary
GELTECH SOLUTIONS: President Hikes Stake to 48.2% at Jan. 29
GENTIVA HEALTH: S&P Raises CCR to 'B+', Off Creditwatch
GFI GROUP: Fitch Lowers IDR to 'B' & Revises Watch to Evolving
HARRIS COUNTY-HOUSTON: S&P Raises Rating on Revenue Bonds to 'BB'
HERRING CREEK: Amends Schedules of Assets and Liabilities
HIPCRICKET INC: Meeting of Creditors Set for Feb. 19
HIPCRICKET INC: U.S. Trustee Appoints Creditors' Committee
HRK HOLDING: Could Not File Chapter 11 Plan Until August 4
IASIS HEALTHCARE: S&P Affirms 'B' CCR; Outlook Remains Stable
IMAGEWARE SYSTEMS: Creates Series E Convertible Preferred Stock
INTELLIPHARMACEUTICS INT'L: Signs Licensing Agreement with Teva
LAMSON & GOODNOW: Selling Plant, Moves Operations
LDR INDUSTRIES: Finds Buyer for Plumbing Business at $25.4 Million
LE CENTER: Moody's Upgrades Rating on $3.1MM GO Debt to Ba3
LEHMAN BROTHERS: Required to Keep Reserves for Disputed Claims
LIFE PARTNERS: Meeting of Creditors Set for March 20
LIFE PARTNERS: U.S. Trustee Forms Creditors' Committee
LOFINO PROPERTIES: Southland 75 Won't Pursue Hiring of Atty Kin
LOGAN'S ROADHOUSE: S&P Lowers CCR to 'CCC'; Outlook Negative
MEDIMPACT HOLDINGS: S&P Raises CCR to 'B' on Improved Leverage
MERRIMACK PHARMACEUTICALS: BlackRock Reports 6% Stake as of Dec. 31
MERRIMACK PHARMACEUTICALS: Prudential No Longer a 5% Shareholder
MF GLOBAL: Former Workers Get $3 Million for Vacation Pay
MORGANS HOTEL: Brian Taylor Reports 9.4% Stake as of Dec. 31
MORGANS HOTEL: Investors Designate Bradford Nugent as Director
MORGANS HOTEL: Unit Completes Sale of 90% Interest in TLG
MT. LAUREL LODGING: Chapter 11 Case Dismissed
NATIONAL CINEMEDIA: BlackRock Reports 5% Stake as of Dec. 31
NATROL INC: Judge Extends Deadline to Remove Suits to May 7
OMNICOMM SYSTEMS: Guus Kesteren Reports 5% Stake as of Dec. 31
ONE FOR THE MONEY: Seeks to Employ DelBello Firm as Counsel
ONE SOURCE: Hires EJC Ventures as Financial Consultant
ONE SOURCE: Taps SSG and Chiron Financial Group as Advisors
OPTIM ENERGY: Has Until June 9 to File Plan
PARADIGM ELIZABETH: Case Wasn't Filed in Bad Faith, NJ Judge Says
PASSAIC HEALTHCARE: Hires Trenk DiPasquale as Counsel
PELICAN STATION: Case Summary & 20 Largest Unsecured Creditors
PETTERS COMPANY: Chap. 11 Trustee Hires Womble Carlyle as Counsel
PHOTOMEDEX INC: Sells Subsidiary to Vision Acquisition for $40MM
PORTER BANCORP: Reports $3.8 Million Net Loss for Fourth Quarter
QUALITY DISTRIBUTION: Moab Capital Reports 5% Stake as of Jan. 22
RADIOSHACK CORP: Receives 2nd Default Notice from Salus Capital
REICHHOLD HOLDINGS: Asks Court to Form Retirees Committee
REICHHOLD HOLDINGS: General Claims Bar Date Set for March 9
REICHHOLD HOLDINGS: Has Until April 28 to Decide on Leases
REICHHOLD HOLDINGS: Has Until April 28 to File Chapter 11 Plan
RENAULT WHINERY: Gets Final Approval to Use Cash Collateral
REVEL AC: Power Plant Operator Threatens to Cut Power in Casino
RIVER-BLUFF: Judge Approves Outline of Reorganization Plan
ROADMARK CORP: Proposes Northen Blue as Attorneys
ROADMARK CORP: Taps Finley Group as Financial Consultants
ROADMARK CORP: Taps Nelson & Company as Tax Accountants
SMILE BRANDS: S&P Puts 'B-' CCR on CreditWatch Negative
SPANISH BROADCASTING: BlackRock Owns 5% of Class A Shares
STATE FISH: DeLuca Siblings Spar Over Cash Collateral Use
TIBANNE CO: Chapter 15 Case Summary
TRUMP ENTERTAINMENT: Can Access Up to $20-Mil. DIP Facility
VERESEN MIDSTREAM: S&P Assigns 'BB-' CCR; Outlook Stable
VESTCOM INT'L: S&P Retains 'B' Rating on $240MM 1st Lien Loan
VISUALANT INC: Appoints Ronald Erickson as Chairman of the Board
WALTER ENERGY: BlackRock Reports 5.7% Stake as of Dec. 31
WENDY'S CO: S&P Puts 'B+' CCR on CreditWatch Negative
WESTMORELAND COAL: BlackRock Reports 5.7% Stake as of Dec. 31
WINDMILL CAPITAL: Case Summary & 4 Largest Unsecured Creditors
WPCS INTERNATIONAL: BlackRock Reports 6% Stake as of Dec. 31
ZIMMER WORLDWIDE: Voluntary Chapter 11 Case Summary
ZOGENIX INC: FDA Okays New Formulation of Zohydro
[*] Private Equity Execs See Rate Hikes on Horizon
[^] Recent Small-Dollar & Individual Chapter 11 Filings
*********
ACCIPITER COMMUNICATIONS: Cash Collateral Use OK'd Until May 1
--------------------------------------------------------------
U.S. Bankruptcy Judge George B. Nielsen signed off on a fourth
stipulated order authorizing Accipiter Communications, Inc., to use
cash collateral until May 1, 2015.
The stipulation was entered between the Debtor and the United
States, on behalf of the Rural Utilities Service of the U.S.
Department of Agriculture.
As of the Petition Date, the Debtor was obligated and indebted to
RUS in an aggregate principal amount totaling $20,755,214, plus
accrued interest.
As adequate protection for any diminution in the value of RUS's
collateral, the Debtor will grant the lender:
a. interest on the prepetition indebtedness continues to accrue
at the rate provided under the Prepetition Credit Agreement, and
the Debtor must pay on a current and ongoing basis, as it comes due
after the Petition Date, all such interest.
b. The Lender is granted replacement liens in all postpetition
collateral to secure any postpetition diminution of the cash
collateral, subject to carve out on certain expenses.
c. The Debtor may not use cash collateral with respect to any
payments to the Debtor's directors, officers, employees, and agents
in connection with any retention agreements, retention bonuses,
stay bonuses, or severance agreements unless they have been
disclosed to the Prepetition Lender, provided for in the Budget,
and approved by the Court.
The Debtor would use the cash collateral to construct and operate
a telecommunications network in rural areas located in certain
portions of Maricopa and Yavapai Counties. The Debtor has
furnished to the Prepetition Lender a budget for weekly cash
receipts and expenditures for the period ending Jan. 9, 2015.
About Accipiter Communications
Accipiter Communications, Inc., a Phoenix-based company that
provides telecommunications services to unserved or underserved,
mostly rurally-situated residences and businesses in central
Arizona, filed a Chapter 11 bankruptcy petition (Bankr. D. Ariz.
Case No. 14-04372) in its hometown on March 28, 2014.
Accipiter provides telecommunications services to 1,409
residential subscribers and 231 business subscribers, including an
elementary school, an enforcement agency, a fire station, two
municipal water supply facilities, and a bank.
The Debtor is able to provide telecommunications services to rural
customers only by participating in two federal programs: revenue
subsidies from the federal Universal Service Fund, which is
administered under the authority of the Federal Communications
Commission, and capital debt financing provided under a rural
telecommunications loan program administered by the Rural
Utilities Service, an agency of the U.S. Department of
Agriculture.
As of the Petition Date, the Debtor owed $20.8 million in
aggregate principal to the RUS. The Debtor believes there is
approximately $414,000 in prepetition general unsecured claims
held by trade vendors or other parties against the Debtor. The
Debtor is a privately held company, with 55.4% of the stock held
by Lewis van Amerongen. In its schedules, the Debtor listed
$31.3 million in assets and $21.6 million in liabilities.
The bankruptcy case is assigned to Judge George B. Nielsen Jr.
The Debtor has tapped Perkins Coie LLP as counsel.
Ilene J. Lashinsky, U.S. Trustee for Region 14, appointed these
three creditors to serve in the Official Committee of Unsecured
Creditors. The Committee retained Stinson Leonard Street LLP as
counsel.
The Debtor filed its proposed Plan of Reorganization on Aug. 27,
2014.
AEROGROW INTERNATIONAL: Lazarus Lowers Stake to 1% at Dec. 31
-------------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Lazarus Investment Partners LLLP disclosed
that as of Dec. 31, 2014, they beneficially owned 91,548 shares of
common stock of AeroGrow International, Inc., representing 1.4
percent of the shares outstanding. Lazarus Investment previously
reported beneficial ownership of 588,240 or 10 percent stake at
March 20, 2014. A copy of the regulatory filing is available for
free at http://is.gd/tYtvnp
About AeroGrow
Boulder, Colo.-based AeroGrow International, Inc., is a developer,
marketer, direct-seller, and wholesaler of advanced indoor garden
systems designed for consumer use and priced to appeal to the
gardening, cooking, and healthy eating, and home and office decor
markets.
Aerogrow International reported a net loss attributable to common
shareholders of $4.13 million for the year ended March 31, 2014, a
net loss attributable to common shareholders of $8.25 million for
the year ended March 31, 2013, and a net loss of $3.55 million for
the year ended March 31, 2012.
As of Sept. 30, 2014, the Company had $8.66 million in total
assets, $8.64 million in total liabilities, all current, and
$17,000 in total stockholders' equity.
ALSIP ACQUISITION: Metropolitan Water Withdraws Transfer Bid
------------------------------------------------------------
The U.S. Bankruptcy Court denied, without prejudice, (i) judgment
creditor Tal-Mar Custom Metal Fabricators, Inc.'s motion to join;
and (ii) creditor P&M/Mercury Corp's joinder in Metropolitan Water
Reclamation District of Greater Chicago's motion to transfer venue
of the Chapter 11 cases of Alsip Acquisition, LLC, et al., to the
Northern District of Illinois.
In a prior filing, Metropolitan Water notified the U.S. Bankruptcy
Court that it has withdrawn its motion to transfer venue of the
Debtors' cases to the Northern District of Illinois. The motion
was filed on Nov. 24, 2014.
Objections to the motion were filed by the Debtors, Wells Fargo
Bank, N.A. and the Official Committee of Unsecured Creditors;
joinders were filed by judgment creditor Tal-Mar Custom Metal
Fabricators, Inc. and creditor P&M/Mercury Mechanical Corp.
As reported in the Troubled Company Reporter on Dec. 26, 2014, the
Debtors asked that the Court deny Metropolitan Water's request to
transfer the Chapter 11 case to Chicago before considering approval
of the Debtors' sale motion because there is no compelling reasons
to transfer venue as a legal matter.
The Debtor said that litigating the venue transfer could cost them
more money. The Debtors also said that the venue transfer could
potentially cause the entire sale to fall apart.
About Alsip Acquisition
Alsip Acquisition, LLC and APCA, LLC were the leading North
American provider of responsibly made recycled paper for books and
magazines, as well as for commercial printing and packaging
applications. The operational and manufacturing headquarters are
located in Alsip, Illinois, and consist of a 40-year-old mill and
a leased warehouse in Alsip, Illinois. The mill and warehouse
were idled in September 2014 following cash losses. Most of
Alsip's stock is owned by FutureMark Holdings, LLC.
On Nov. 20, 2014, Alsip Acquisition and APCA each filed petitions
seeking relief under chapter 11 of the United States Bankruptcy
Code. The Debtors' cases have been assigned to Judge Kevin J.
Carey (KJC). The cases have been jointly administered, with
pleadings maintained on the case docket for Case No. 14-12596.
The Debtors have tapped Mintz Levin Cohn Ferris Glovsky and Popeo
PC as counsel and Pachulski Stang Ziehl & Jones as co-counsel.
Epiq Bankruptcy Solutions LLC is the claims and notice agent.
As of Oct. 31, 2014, the Debtors had approximately $7,742,972 of
funded indebtedness and related obligations outstanding.
The goal of the Debtors is to consummate the sale of the assets to
Resolute FP Illinois LLC pursuant to an asset purchase agreement
or another bidder pursuant to the bid procedures. In addition,
the Debtors intend to vacate their leased locations in Connecticut
and New Jersey, liquidate their other assets, and distribute any
proceeds pursuant to the claims process established by the
Bankruptcy Code.
ALTEGRITY INC: S&P Lowers CCR to 'D' on Chapter 11 Bankruptcy Plan
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Arlington, Va.-based Altegrity Inc. to 'D' from 'CCC-'.
Concurrently, S&P lowered its issue-level ratings on the company's
first-lien revolver, term loan, and notes to 'D' from 'CCC'. The
'2' recovery rating remains unchanged, indicating S&P's expectation
for substantial (70%-90%) recovery in the event of a payment
default.
S&P also lowered our issue-level ratings on its second-lien,
third-lien, senior unsecured, and senior subordinated notes to 'D'
from 'C'. The '6' recovery rating remains unchanged, indicating
S&P's expectation for negligible recovery (0%-10%) in the event of
a payment default.
"The rating actions follow Altegrity's announcement that it plans
to file a voluntary petition to implement a pre-negotiated
restructuring of its debt obligations under Chapter 11 of the U.S.
Bankruptcy Code," said Standard & Poor's Ratings Services' credit
analyst Peter Deluca.
Altegrity's operating performance has been poor over the past few
years because its competitive position in information services has
diminished. In addition, the U.S. Office of Personnel Management
recently did not exercise its remaining options on its fieldwork
and support services contracts from Altegrity's USIS business.
AMERICAN AXLE: BlackRock Reports 6.6% Stake as of Dec. 31
---------------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, BlackRock, Inc., reported that as of Dec. 31, 2014, it
beneficially owned 5,022,063 shares of common stock of American
Axle & Manufacturing Holdings Inc. representing 6.6 percent of the
shares outstanding. A full-text copy of the regulatory filing is
available for free at http://is.gd/Szy0eg
About American Axle
Headquartered in Detroit, Michigan, American Axle & Manufacturing
Holdings Inc. (NYSE: AXL) -- http://www.aam.com/-- manufactures,
engineers, designs and validates driveline and drivetrain systems
and related components and chassis modules for light trucks, sport
utility vehicles, passenger cars, crossover vehicles and
commercial vehicles.
As of Sept. 30, 2014, the Company had $3.22 billion in total
assets, $3.05 billion in total liabilities and $169 million in
stockholders' equity.
* * *
In September 2012, Moody's Investors Service affirmed the 'B1'
Corporate Family Rating (CFR) and Probability of Default Rating
(PDR) of American Axle.
American Axle carries a 'BB-' corporate credit rating from
Standard & Poor's Ratings Services. "The 'BB-' corporate credit
rating on American Axle reflects the company's 'weak' business
risk profile and 'aggressive' financial risk profile, which
incorporate substantial exposure to the highly cyclical light-
vehicle market," S&P said, as reported by the TCR on Sept. 6,
2012.
As reported by the TCR on Sept. 1, 2014, Fitch Ratings had
upgraded the Issuer Default Ratings (IDRs) of American Axle &
Manufacturing Holdings, Inc. (AXL) and its American Axle &
Manufacturing, Inc. (AAM) subsidiary to 'BB-' from 'B+'. The
upgrade of the IDRs for AXL and AAM is supported by the
fundamental improvement in the drivetrain and driveline supplier's
credit profile over the past several years.
AMERICAN EAGLE: BlackRock Reports 5.9% Stake as of Dec. 31
----------------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, BlackRock, Inc., disclosed that as of Dec. 31, 2014, it
beneficially owned 1,804,573 shares of common stock of
American Eagle Energy Corp. representing 5.9 percent of the shares
outstanding. A copy of the regulatory filing is available for free
at http://is.gd/3MZ0FK
About American Eagle
Littleton, Colorado-based American Eagle Energy Corporation is
engaged in the acquisition, exploration and development of oil and
gas properties. The Company is primarily focused on extracting
proved oil reserves from those properties.
The Company's balance sheet at Sept. 30, 2014, the Company had
$373 million in total assets, $248 million in total liabilities
and $125 million of stockholders' equity.
* * *
As reported by the TCR on Aug. 7, 2014, Standard & Poor's Ratings
Services assigned its 'CCC+' corporate credit rating to Denver-
based American Eagle Energy Corp. "The ratings on American Eagle
reflect our view of the company's participation in the volatile
and capital-intensive oil and gas E&P industry, and its small and
geographically concentrated asset base in Divide County, N.D.,"
said Standard & Poor's credit analyst Christine Besset.
The TCR reported on Jan. 26, 2015, that Moody's Investors Service
downgraded American Eagle Energy Corporation's Corporate Family
Rating (CFR) to Ca from Caa1.
"The downgrade of American Eagle Energy's ratings reflect the
company's weak liquidity profile and unsustainable capital
structure," commented Gretchen French, Moody's vice president.
"With the company facing cyclically low oil prices in 2015 and into
2016, the risk of default or a debt restructuring, including the
potential for a distressed exchange, has increased."
AMERICAN TIRE: Moody's Assigns Caa1 Rating on New $805MM Notes
--------------------------------------------------------------
Moody's Investors Service assigned a Caa1 rating to American Tire
Distributor, Inc's ("ATDI," initially "ATD Finance Corp.") proposed
$805 million subordinated notes due 2022. At the same time, Moody's
affirmed all of the company's existing ratings, including B2
Corporate Family Rating (CFR), B2-PD Probability of Default Rating
(PDR) and B2 rating on senior secured term loan. The company's
Speculative Grade Liquidity rating was also affirmed at SGL-3. The
ratings outlook remains stable.
Net proceeds from proposed notes offering will be used to redeem
all of the existing senior subordinated notes (approximately $421.7
million outstanding), fund an estimated $351 million dividend to
equity sponsor, TPG Capital, L.P. (TPG) and pay associated fees and
expenses. Concurrently, affiliates of Ares Management, L.P. (Ares)
will purchase approximately 46.7% equity in the company from TPG,
with both sponsors retaining equal ownership and controlling
interest in the company.
Moody's believes that the proposed transaction represents an
aggressive financial policy, as the company will use the
incremental debt primarily to return capital to TPG after having
undertaken a sizeable debt-financed acquisition program in 2014.
Leverage increases to levels that are weak for the B2 rating, while
the company's free cash flow generation will be significantly
weakened because of higher interest burden that ensues from the
increase in debt. Nonetheless, Moody's has affirmed the B2 CFR
based on expectations that that company will deleverage in the next
12-18 months. "ATDI has been a solid performer, and given current
industry tailwinds and our expectation for moderate organic growth,
Moody's expect leverage to decline to low 6.0 times range by the
end of fiscal 2015," said Moody's lead analyst Oleg Markin.
Issuer: ATD Finance Corp. (will merge with and into ATDI)
Ratings assigned:
-- Proposed $805 million senior subordinated notes 2022, assigned
Caa1 (LGD5)
-- Rating outlook: NOO
Issuer: American Tire Distributors, Inc.
Ratings unchanged and to be withdrawn with the completion of notes
offering:
-- $140 million add-on senior secured term loan due 2018, (P) B3
(LGD4)
Ratings affirmed:
-- Corporate Family Rating, affirmed at B2
-- Probability of Default Rating, affirmed at B2-PD
-- $300 million senior secured term loan due 2018, affirmed at B2
(LGD3)
-- $340 million senior secured term loan due 2018, affirmed at B2
(LGD3)
-- $80 million senior secured term loan due 2018, affirmed at B2
(LGD3)
-- Speculative Grade Liquidity Rating, affirmed at SGL-3
-- Rating outlook: Stable
The rating is subject to completion of the transactions as proposed
and receipt of final documentation.
Ratings Rationale
The B2 rating reflects the company's high leverage, aggressive
financial policy, and significant product concentration in the tire
distribution sector. With the proposed dividend re-cap transaction,
ATDI's funded debt will increase by approximately $380 million, or
by 20% as of December 31, 2014. The increase in debt is being used
primarily to fund a sizeable distribution to TPG, which in Moody's
view is evidence of increasingly aggressive financial policies. The
resulting pro forma leverage, estimated in the mid 6 times, is high
for the B2 corporate family rating. The rating is also constrained
by ATDI's acquisitive growth strategy, whereby the company has made
extensive use of its revolver to finance acquisitions and capital
expenditures for distribution center openings. Additionally, as a
wholesale distributor, the company has characteristically low
margins and high fixed costs, which heighten its sensitivity to
fluctuations in unit sales volumes. However, the rating are
supported by the long-term stability of replacement tire demand, as
well as ATDI's good market position, diverse customer base,
adequate liquidity and track record of deleveraging after
acquisitions. Through the third quarter of 2014, the company has
executed close to its plans in terms of integrating recent
acquisitions and realizing associated synergies. Moody's estimates
2014 EBITDA of $300-$330 million on a pro-forma basis,
incorporating the full-year impact of 2014 acquisitions and
associated synergy realization to-date (before lease adjustments
and excluding certain items non-recurring items). Additionally, the
company should benefit from favorable industry conditions in the
near term. Moody's expects ATDI to generate low-single-digit
revenue and earnings growth in 2015 as a result of continued growth
in miles driven, modest macroeconomic improvement in the US, and
lower gasoline prices and positive industry-wide pricing momentum
following the introduction of tariffs on Chinese imports.
The stable outlook reflects Moody's expectation for low- to
mid-single-digit revenue and earnings growth in the near term and
maintenance of at least an adequate liquidity profile, with
modestly positive free cash flow generated through 2015. Moody's
expects that ATDI's debt to EBITDA will trend towards the low
6-times range over the next 12-18 months.
The ratings could be downgraded if ATDI experiences a significant
deterioration in unit volume, operating margins or liquidity, or if
the company loses a major supplier relationship. An increasingly
aggressive program of debt-financed acquisitions or shareholder
distributions could also put pressure on ratings. Lower ratings
could be considered if debt to EBITDA remains above 6.5 times on
sustained basis, or if (EBITDA less Capex to interest expense) is
maintained below 1.5 times.
The ratings could be upgraded if the company improves its liquidity
profile, including sustained strong positive free cash flow and
higher revolver availability. In addition, an upgrade would require
the company to demonstrate conservative financial policies while
successfully managing the integration of acquisitions. Credit
metrics such as debt to EBITDA of 5.0 times and interest coverage
(EBITDA less Capex to interest expense) of over 2.0 times could
prompt higher rating consideration.
The principal methodology used in these ratings was Global
Distribution & Supply Chain Services published in November 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.
American Tire Distributors, Inc., ("ATDI") headquartered in
Huntersville, NC, is a wholesale distributor of tires (over 95% of
sales), custom wheels, and related tools. It operates more than 140
distribution centers in the US and Canada, with revenues
approaching $5 billion for the twelve months ended October 4, 2014.
Post transaction, the company will be controlled by TPG Capital,
L.P. (46.7%) and Ares Management, L.P. (46.7%), with remaining
shares held by management.
AMERICAN TIRE: S&P Lowers Corp. Credit Rating to 'B'
----------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Huntersville, N.C.-based American Tire Distributors Inc.
(ATD) to 'B' from 'B+'. The outlook is stable.
At the same time, S&P is lowering its ratings on the company's
senior secured term loan debt due 2018 to 'B-' from 'B', with a
recovery rating of '5', indicating S&P's expectation for modest
recovery (10%-30%) for debtholders in the event of a payment
default.
At the same time, S&P assigned its 'CCC+' issue rating and '6'
recovery rating to the company's $805 million senior subordinated
notes, indicating S&P's expectation for negligible recovery
(0%-10%) for debtholders in the event of a payment default.
Private-equity company TPG Capital L.P. acquired the privately held
ATD in 2010; TPG is selling about 48% of its stake in ATD to funds
associated with Ares. Ares in turn will make a new equity
investment in ATD of about $620 million. ATD also plans to amend
its secured term loan facility and issue $805 million in new
subordinated notes, which, along with Ares' equity investment, will
refinance its $425 million 11.5% subordinated notes due 2018 and
help fund a dividend payout of $370 million to TPG. As a result,
Standard & Poor's expects debt leverage will remain above 5x in
2015 and 2016, thereby shifting the company's financial risk
profile to "highly leveraged" from "aggressive," which is
appropriate for a 'B' corporate credit rating.
S&P's view of ATD's financial risk as "highly leveraged" reflects
its elevated debt leverage and subdued cash flow generation.
S&P's view of ATD's "fair" business risk reflects the company's
relatively stable business model as a distributor and its national
geographical presence. The company continues to be successful in
increasing market share and boosting margins by acquiring tire
distributors (e.g., Hercules Tire Holdings, Terry's Tire Town
Holdings) and realizing operational efficiencies. Furthermore, by
early 2015 S&P expects tariffs on Chinese imports of up to 35% to
strengthen pricing in the North American tire replacement market
Moreover, S&P believes the company's relative size advantage allows
it to carry the industry's broadest product line, deliver items
more efficiently than its competitors, and spend less than its
competitors (as a percentage of sales) to invest in information
systems. In addition, although ATD sells economy-brand tires, the
company's sales mix focuses on high-margin products such as high-
and ultra-high-performance tires, flag brands, and
large-rim-diameter products.
The stable outlook reflects S&P's view that the company's debt
leverage will stay above 5x. S&P expects the company to continue
to generate free operating cash flow (FOCF) in 2015 and 2016 (with
a ratio of FOCF to debt of about 5%) mostly because of rising
revenues and margins and efficiencies realized from acquisitions.
ANACOR PHARMACEUTICALS: BlackRock Reports 6% Stake as of Dec. 31
----------------------------------------------------------------
BlackRock, Inc., disclosed in a regulatory filing with the U.S.
Securities and Exchange Commission that as of Dec. 31, 2014, it
beneficially owned 2,805,339 shares of common stock of Anacor
Pharmaceuticals Inc. representing 6.5 percent of the shares
outstanding. A copy of the regulatory filing is available at:
http://is.gd/3Gz3Ml
About Anacor Pharmaceuticals
Palo Alto, Calif.-based Anacor Pharmaceuticals (NASDAQ: ANAC) is a
biopharmaceutical company focused on discovering, developing and
commercializing novel small-molecule therapeutics derived from its
boron chemistry platform. Anacor has discovered eight compounds
that are currently in development. Its two lead product
candidates are topically administered dermatologic compounds -
tavaborole, an antifungal for the treatment of onychomycosis, and
AN2728, an anti-inflammatory PDE-4 inhibitor for the treatment of
atopic dermatitis and psoriasis.
The Company's balance sheet at Sept. 30, 2014, showed $159 million
in total assets, $90.23 million in total liabilities, $4.95 million
in redeemable common stock and $63.4 million in total stockholders'
equity.
For the nine months ended Sept. 30, 2014, the Company reported a
net loss of $77.02 million on $11.04 million of total revenues
compared to a net loss of $46.0 million on $8.74 million of total
revenues for the same period in 2013.
AP-LONG BEACH: U.S. Bank Authorized to Foreclose Long Beach Asset
-----------------------------------------------------------------
The U.S. Bankruptcy Court terminated the automatic stay in AP-Long
Beach Airport LLC's real property located at 3205 Lakewood
Boulevard City, Long Beach, California.
U.S. Bank National Association is authorized to enforce its
remedies to foreclose upon and obtain possession of the property in
accordance with applicable nonbankruptcy law.
The Court also ordered that U.S. Bank must not conduct a
foreclosure sale of the property before March 1, 2015, long as
Debtor complies with its obligations under the agreement among U.S.
Bank, the Debtor and Donald G. Abbey dated as of Dec. 17, 2014,
except that the deadline for entry of the order is extended to Jan.
21, 2015.
About AP-Long Beach
AP-Long Beach Airport LLC, which operates a 206,945-square foot
building at Long Beach Airport, sought protection under Chapter 11
of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 14-33372) on Dec.
19, 2014. The case is assigned to Judge Vincent P. Zurzolo.
The Debtor's counsel is Alan J Friedman, Esq., and Kerri A Lyman,
Esq., at Irell & Manella LLP.
The Debtor disclosed $44,638,372 in assets and $34,812,495 in
liabilities as of the Chapter 11 filing.
ARAMID ENTERTAINMENT: Has Until April 16 to File Chapter 11 Plan
----------------------------------------------------------------
U.S. Bankruptcy Judge Sean H. Lane extended Aramid Entertainment
Fund Limited, et al.'s exclusive periods to file a plan of
reorganization until April 16, 2015, and solicit acceptances for
that plan until June 23.
The Debtors filed the Second Exclusivity Motion in late December
2014 in order to preserve exclusivity so that, after there is a
resolution of parties' efforts to dismiss the so-called "LA
Bankruptcy Litigation" and the "LA Bankruptcy Cases," they will
have time to formulate and draft a plan and accompanying
disclosure
statement.
James C. McCarroll, Esq., at Reed Smith LLP, relates that since
the
Debtors' duly appointed joint voluntary liquidators realized that
the litigations between the Debtors; and parties related to David
Molner, on one hand; and David Bergstein, and parties related to
Mr. Bergstein, on the other hand; continued to consume an
extraordinary amount of the Debtors' time and resources, the
Debtors negotiated a "settlement agreement" among many parties
involved in the litigations.
Section 3.9 of the Settlement Agreement provides, in part, that
"The parties will use their commercially reasonable best efforts
to
obtain as expeditiously as possible subject to approval by the
L.A.
Bankruptcy Court as necessary, either the settlement or a final
nonappealable order dismissing the L.A. Bankruptcy Court
litigations which the parties will cooperate with one another in
good faith and in a manner which is best designed to achieve the
relief contemplated by the agreement."
The Litigations
As previously reported in the Sept. 16, 2014 edition of The
Troubled Company Reporter, one of the litigations refer to the
adversary proceeding the Aramid Debtors filed to enforce the
automatic stay under Section 362 of the Bankruptcy Code to halt
threatened action against their property. The adversary
proceeding
stemmed from threatened actions by the Chapter 11 trustee
presiding
over several bankruptcies, including Thinkfilm, LLC, pending
before
the U.S. Bankruptcy Court for the Central District of California,
Los Angeles Division. Jordan W. Siev, Esq., at Reed Smith LLP, in
New York, said the actions attempt to exercise control over highly
valuable property of Aramid's estates in violation of the
automatic
stay.
Some litigation are currently being pursued on a derivative basis
by a control party of Aramid's former investment adviser, Screen
Capital International Corp. Screen Capital obtained the ability to
prosecute and control the litigations by virtue of a settlement
agreement involving the very same parties that are the subjects of
the adversary proceeding. Aramid had advanced millions of dollars
in costs and expenses for those litigations.
Orders in the Litigations
On Nov. 24, 2014, in the matter of Screen Capital International
Corp. v. Library Asset Acquisition Company, Ltd. (In re ThinkFilm,
LLC), the U.S. District Court for the Central District of
California issued an (In Chambers) Order Granting Motion by
Trustee
to Protect this Court's Jurisdiction and to Protect the Estates by
[1] Substituting Trustee for SCIC as the Representative of the
Estates; and [2] Revoking the Derivative Status of SCIC
in the matter of Screen Capital International Corp. v. Library
Asset Acquisition Company, Ltd. (In re ThinkFilm, LLC), case
2:13-cv-09538-PSG (the "California Order"). By an order entered
Dec. 22, 2014 (the "California Clarification Order"), the District
Court clarified that its California Order was "limited to In re
ThinkFilm, LLC, 2:13-cv-9538-PSG, stemming from the adversary
proceeding 2:12-ap-01600-BR, in turn stemming from main bankruptcy
10-bk-10012- BR. It does not apply to any other cases."
Settlement Approval Order
As indicated at the hearing on the Settlement Approval Motion, the
Court required a revision to Section 3.9 of the Settlement
Agreement.
The revisions just make it clear that to the extent the LA
Bankruptcy Court litigations are not dismissed or settled, "the
Debtors would need to come back to the Bankruptcy Court to seek
approval to take either one of those two actions either rendering
the settlement agreement null and void or seeking authority to
indemnify various parties."
On Dec. 23, 2015, the New York Bankruptcy Court entered an order
approving the Settlement Agreement, as amended.
Plan Progress
Mr. McCarroll relays that the parties to the Settlement Agreement
are in the process of requesting dismissal of the L.A. Bankruptcy
Court litigations.
The Debtors, he adds, have continued to move forward to consummate
the Settlement Agreement and to address the terms of the
Settlement
Agreement regarding dismissal of the Actions in light of the
California Order and the California Clarification Order.
As the Settlement Agreement was recently approved, Mr. McCarroll
continues, the Debtors have also begun working on a plan and
disclosure statement. He reveals that the exact terms of the plan
and disclosure statement, however, are not yet determined because
they are dependent upon the success of the parties' efforts to
dismiss the L.A. Bankruptcy Court Litigations and the L.A.
bankruptcy cases pursuant to Sections 3.8 and 3.9 of the
Settlement
Agreement.
ARCHDIOCESE OF ST. PAUL: Files Schedules of Assets & Liabilities
----------------------------------------------------------------
The Archdiocese of Saint Paul and Minneapolis filed with the
Bankruptcy Court its schedules of assets and liabilities,
disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $11,076,500
B. Personal Property $34,126,510
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $14,392,856
E. Creditors Holding
Unsecured Priority
Claims $687,253
F. Creditors Holding
Unsecured Non-priority
Claims $810,351
----------- -----------
TOTAL $45,203,010 $15,890,460
A copy of the schedules is available for free at:
http://bankrupt.com/misc/ArchD_St_Paul_SAL.pdf
About Archdiocese of St. Paul
The Archdiocese of Saint Paul and Minneapolis was originally
established by the Vatican in 1850 and serves a geographical area
consisting of 12 greater Twin Cities metro-area counties in
Minnesota, including Ramsey, Hennepin, Anoka, Carver, Chisago,
Dakota, Goodhue, Le Sueur, Rice, Scott, Washington, and Wright
counties. There are 187 parishes and approximately 825,000
Catholic individuals in the region. These individuals and
parishes are served by 3999 priests and 173 deacons.
The Archdiocese of St. Paul and Minneapolis filed for Chapter 11
protection (Bankr. D. Minn. Case No. 15-30125) in Minnesota on
Jan. 16, 2015, saying it has large and growing liabilities related
to
child sexual abuse and that its pension obligations are
underfunded.
The Debtor estimated under $50 million in assets and under $100
million in liabilities.
The Debtor has tapped Briggs and Morgan, P.A., as Chapter 11
counsel; BGA Management LLC d/b/a Alliance Management as financial
advisor; Lindquist & Vennum LLP as attorney.
According to the docket, the Debtor's exclusivity period for
Filing plan and disclosure statement ends May 18, 2015.
Governmental proofs of claims are due July 15, 2015.
Eleven other dioceses have commenced Chapter 11 bankruptcy cases in
the United States to settle claims from current and former
parishioners who say they were sexually molested by priests.
ARCHDIOCESE OF ST. PAUL: Section 341(a) Meeting Set for Feb. 24
---------------------------------------------------------------
The U.S. Trustee for Region 12 will hold a meeting of creditors of
the Archdiocese of Saint Paul and Minneapolis on Feb. 24, 2015, at
1:30 p.m., at Mtg Minneapolis, US Courthouse, 300 S 4th St, Rm
1017, 10th Floor.
This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.
All creditors are invited, but not required, to attend. This
meeting of creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.
About Archdiocese of St. Paul
The Archdiocese of Saint Paul and Minneapolis was originally
established by the Vatican in 1850 and serves a geographical area
consisting of 12 greater Twin Cities metro-area counties in
Minnesota, including Ramsey, Hennepin, Anoka, Carver, Chisago,
Dakota, Goodhue, Le Sueur, Rice, Scott, Washington, and Wright
counties. There are 187 parishes and approximately 825,000
Catholic individuals in the region. These individuals and parishes
are served by 3999 priests and 173 deacons.
The Archdiocese of St. Paul and Minneapolis filed for Chapter 11
protection (Bankr. D. Minn. Case No. 15-30125) in Minnesota on Jan.
16, 2015, saying it has large and growing liabilities related to
child sexual abuse and that its pension obligations are
underfunded.
The Debtor estimated under $50 million in assets and under $100
million in liabilities.
The Debtor has tapped Briggs and Morgan, P.A., as Chapter 11
counsel; BGA Management LLC d/b/a Alliance Management as financial
advisor; Lindquist & Vennum LLP as attorney.
According to the docket, the Debtor's exclusivity period for filing
plan and disclosure statement ends May 18, 2015. Governmental
proofs of claims are due July 15, 2015.
Eleven other dioceses have commenced Chapter 11 bankruptcy cases in
the United States to settle claims from current and former
parishioners who say they were sexually molested by priests.
ATLANTIC COAST: Reports $443,000 Net Income for Fourth Quarter
--------------------------------------------------------------
Atlantic Coast Financial Corporation reported net income of
$443,000 on $7.16 million of total interest and dividend income for
the three months ended Dec. 31, 2014, compared to a net loss of
$6.88 million on $6.90 million of total interest and dividend
income for the same period in 2013.
For the year ended Dec. 31, 2014, the Company reported net income
of $1.32 million on $28.13 million of total interest and dividend
income compared to a net loss of $11.40 million on $28.83 million
of total interest and dividend income during the previous year.
As of Dec. 31, 2014, the Company had $706.5 million in total
assets, $634 million in total liabilities and $72.3 million in
total stockholders' equity.
Commenting on the fourth quarter and the full year of 2014, John K.
Stephens, Jr., president and chief executive officer, said, "We are
very pleased to have concluded 2014 with a solid performance in
many key areas of our business. One of the most attractive signs
of our stronger operational platform, following our successful
recapitalization in December 2013, was the renewed expansion of our
loan portfolio, which grew progressively throughout the year to end
2014 with an increase of 24%. This growth, together with an
ongoing improvement in credit quality and a firming net interest
margin, was integral to the Company's return to profitability in
2014, as Atlantic Coast reported earnings in each quarter. We
believe these results and our success in meeting our operational
and growth objectives demonstrate that Atlantic Coast remains
firmly on a path to become the premier community bank in our
market, an objective grounded by motivated and highly engaged
employees, superior product offerings, and increased community
involvement. With an attractive lending pipeline at year's end and
other exciting opportunities for revenue growth ahead, we believe
we are well positioned to extend into 2015 the success we have
achieved during the past year."
Stephens added, "This was another strong quarter for Atlantic
Coast, as interest income reached the highest level of the year
despite an unrelenting low interest rate environment. In spite of
these conditions, we were able to steadily expand our net interest
margin in each quarter of 2014. Based on an outlook for ongoing
growth in revenue, and with appropriate measures in place to
control expenses, I believe we are poised for continued success in
2015."
A full-text copy of the press release is available at:
http://is.gd/1kw0CY
About Atlantic Coast
Atlantic Coast Financial Corporation is the holding company for
Atlantic Coast Bank, a federally chartered and insured stock
savings bank. It is a community-oriented financial institution
serving northeastern Florida and southeastern Georgia markets.
Investors may obtain additional information about Atlantic Coast
Financial Corporation on the Internet at
www.AtlanticCoastBank.net, under Investor Information.
* * *
This concludes the Troubled Company Reporter's coverage of Atlantic
Coast Financial until facts and circumstances, if any, emerge that
demonstrate financial or operational strain or difficulty at
a level sufficient to warrant renewed coverage.
B. ENDEAVOUR SHIPPING: Chapter 15 Case Summary
----------------------------------------------
Chapter 15 Petitioners: Peter Kubik and Andrew Andronikou
UHY Hacker Young LLP
Chapter 15 Debtor: B. Endeavour Shipping Company Limited
c/o UHY Hacker Young LLP,
Attn: Peter Kubik, Quadrant House,
4 Thomas More Square, London E1W 1YW
Chapter 15 Case No.: 15-10246
Type of Business: The Debtor is a company incorporated in Cyprus
whose sole asset is a 62,000 deadweight tonnage
Panamax Tanker named "Ice Base," valued at
approximately $28.125 million. Ice Base
transports liquid natural gas and oil and
operates principally in the territorial waters
of the United States, including New York harbor.
Chapter 15 Petition Date: February 3, 2015
Court: United States Bankruptcy Court
Southern District of New York (Manhattan)
Judge: Hon. Robert E. Gerber
Chapter 15 Petitioners' Counsel: Geoffrey T. Raicht, Esq.
PROSKAUER ROSE LLP
Eleven Times Square
New York, NY 10036-8299
Tel: (212) 969-3165
Fax: (212) 969-2900
Email: graicht@proskauer.com
Estimated Assets: $100 million to $500 million
Estimated Liabilities: $100 million to $500 million
B. ENDEAVOUR: Seeks U.S. Recognition of UK Proceeding
-----------------------------------------------------
B. Endeavour Shipping Company, owner of a Panamax Tanker named "Ice
Base", has sought Chapter 15 bankruptcy protection in Manhattan,
New York, to seek recognition of its proceedings in the United
Kingdom.
B. Endeavour and five affiliates who also own tankers were sent to
administration in London, England, in January after they were
unable to pay the $142 million owed to BNP Paribas S.A. in December
last year. The Companies say that although they are operationally
solvent, they are highly levered.
The joint administrators ask the U.S. Bankruptcy Court to recognize
the UK Proceeding as "foreign main proceeding." They note that
notwithstanding the Debtor's incorporation in Cyprus, the Debtor's
center of main interests is London; the UK Proceeding is pending in
London, where the joint administrators exclusively administer the
Debtor's business and assets; and the Debtor's operations are
managed by Marine Cross from London.
A copy of the verified petition seeking recognition of the UK
proceeding is available for free at:
http://bankrupt.com/misc/B_Endeavour_Ver_Petition_Ch15.pdf
About B. Endeavour
B. Endeavour Shipping Company is a company incorporated in Cyprus
whose sole asset is a 62,000 deadweight tonnage Panamax Tanker
named "Ice Base," valued at approximately $28.1 million. Ice Base
transports liquid natural gas and oil and operates principally in
the territorial waters of the United States, including New York
harbor.
B. Endeavour is a unit of Baltic Tankers Holding Ltd., which owns
five other Cyprus companies, each of which owns a 37,000 DWT
product carrier that operates principally in the waters of Europe
and the Baltic area. Baltic Tankers is owned by Northsea Base
Investment (NSBI). Hamilton Corporation, NSBI's sole shareholder,
is owned by certain family trusts. Marine Cross Services Limited,
a London-based shipping agent, handles day-to-day financial
administration and management.
On Jan. 15, 2015, B. Endeavour and its five affiliates were placed
into administration in London, England after defaulting on debt to
BNP Paribas S.A. Peter Kubik and Andrew Andronikou of UHY Hacker
Young LLP, were appointed joint administrators. Felicity Toube QC
serves as counsel.
The joint administrators on Feb. 3, 2015, filed a Chapter 15
bankruptcy petition (Bankr. S.D.N.Y. Case No. 15-10246) for B.
Endeavour in Manhattan, in New York, to seek U.S. recognition of
the UK proceeding. Judge Robert E. Gerber presides over the case.
Geoffrey T. Raicht, Esq., at Proskauer Rose LLP, serves as counsel
in the U.S. case.
BAXANO SURGICAL: Files Amended Schedules of Assets & Liabilities
----------------------------------------------------------------
Baxano Surgical Inc. amended its schedules of assets and
liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $0
B. Personal Property $24,810,590
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $7,317,267
E. Creditors Holding
Unsecured Priority
Claims $727,268
F. Creditors Holding
Unsecured Non-priority
Claims $18,939,604
----------- -----------
TOTAL $24,810,590 $26,984,139
The Debtor disclosed $24,810,590 in assets and $27,099,336 in
liabilities in the prior iteration of the schedules.
A copy of the amended schedules is available for free at:
http://bankrupt.com/misc/Baxano_Surgical_Am_SALs.pdf
About Baxano Surgical
Based in Raleigh, North Carolina, Baxano Surgical Inc. develops,
manufactures and markets minimally invasive medical products
designed to treat degenerative conditions of the spine affecting
the lumbar region. As of March 31, 2013, over 13,500 fusion
procedures and 7,000 decompression procedures have been performed
globally using its products.
Baxano Surgical filed a Chapter 11 bankruptcy petition (Bankr. D.
Del. Case No. 14-12545) on Nov. 12, 2014. The case is assigned to
Judge Christopher S. Sontchi.
The Debtor estimated $10 million to $50 million in assets and
debt.
The Debtor has tapped John D. Demmy, Esq., at Stevens & Lee, P.C.,
in Wilmington, Delaware, as bankruptcy counsel. The Debtor is
also employing the law firm of Goodwin Proctor LLP as special
counsel, and the law firm of Hogans Lovell as special healthcare
regulatory counsel. The Debtor is engaging Tamarack Associates
to, among other things, provide John L. Palmer as CRO. Houlihan
Lokey is serving as the Debtor's investment banker. Rust
Consulting Omni is the claims and noticing agent.
The Official Committee of Unsecured Creditors selected Pillsbury
Winthrop Shaw Pittman LLP and Morris, Nichols, Arsht & Tunnell LLP
as co-counsel. The Committee also tapped Urbanowicz Consulting,
LLC, as consultant.
The Debtor's Chapter 11 plan and disclosure statement are due
March 12, 2015.
BERRY PLASTICS: Amends Fiscal 2014 Annual Report
------------------------------------------------
Berry Plastics Group Inc. has amended its annual report on Form
10-K for the fiscal year ended Sept. 27, 2014, as filed with the
U.S. Securities and Exchange Commission on Nov. 24, 2014, solely to
amend the Report of Independent Registered Public Accounting Firm
contained in Item 8 of the Form 10-K to correct an inadvertent
omission of an explanatory paragraph describing the exclusion of
acquisitions from the scope of their report on internal control
over financial reporting.
"We have audited Berry Plastics Group, Inc.'s internal control over
financial reporting as of September 27, 2014, based on criteria
established in Internal Control -- Integrated Framework issued by
the Committee of Sponsoring Organizations of the Treadway
Commission (1992 framework) (the COSO criteria). Berry Plastics
Group Inc.'s management is responsible for maintaining effective
internal control over financial reporting, and for its assessment
of the effectiveness of internal control over financial reporting
included in the accompanying Management's Report on Internal
Controls over Financial Reporting. Our responsibility is to
express an opinion on the company's internal control over financial
reporting based on our audit.
"We conducted our audit in accordance with the standards of the
Public Company Accounting Oversight Board (United States). Those
standards require that we plan and perform the audit to obtain
reasonable assurance about whether effective internal control over
financial reporting was maintained in all material respects. Our
audit included obtaining an understanding of internal control over
financial reporting, assessing the risk that a material weakness
exists, testing and evaluating the design and operating
effectiveness of internal control based on the assessed risk, and
performing such other procedures as we considered necessary in the
circumstances. We believe that our audit provides a reasonable
basis for our opinion.
"A company's internal control over financial reporting is a process
designed to provide reasonable assurance regarding the reliability
of financial reporting and the preparation of financial statements
for external purposes in accordance with generally accepted
accounting principles. A company's internal control over financial
reporting includes those policies and procedures that (1) pertain
to the maintenance of records that, in reasonable detail,
accurately and fairly reflect the transactions and dispositions of
the assets of the company; (2) provide reasonable assurance that
transactions are recorded as necessary to permit preparation of
financial statements in accordance with generally accepted
accounting principles, and that receipts and expenditures of the
company are being made only in accordance with authorizations of
management and directors of the company; and (3) provide reasonable
assurance regarding prevention or timely detection of unauthorized
acquisition, use, or disposition of the company's assets that could
have a material effect on the financial statements.
"Because of its inherent limitations, internal control over
financial reporting may not prevent or detect misstatements. Also,
projections of any evaluation of effectiveness to future periods
are subject to the risk that controls may become inadequate because
of changes in conditions, or that the degree of compliance with the
policies or procedures may deteriorate.
"As indicated in the accompanying Management's Report on Internal
Controls over Financial Reporting, management's assessment of and
conclusion on the effectiveness of internal control over financial
reporting did not include the internal controls of Graphic Flexible
Packaging LLC; Qingdao P&B Co., Ltd; and Rexam Healthcare
Containers and Closures, which are included in the 2014
consolidated financial statements of Berry Plastics Group, Inc. and
constituted 6% of total assets as of September 27, 2014 and 4% of
net sales for the year then ended. Our audit of internal control
over financial reporting of Berry Plastics Group, Inc. also did not
include an evaluation of the internal control over financial
reporting of Graphic Flexible Packaging LLC; Qingdao P&B Co., Ltd;
and Rexam Healthcare Containers and Closures.
"In our opinion, Berry Plastics Group, Inc. maintained, in all
material respects, effective internal control over financial
reporting as of September 27, 2014, based on the COSO criteria.
"We also have audited, in accordance with the standards of the
Public Company Accounting Oversight Board (United States), the 2014
consolidated financial statements of Berry Plastics Group, Inc. and
our report dated November 24, 2014 expressed an unqualified opinion
thereon," states Ernst & Young LLP, in Indianapolis, Indiana.
A full-text copy of the Form 10-K/A is available at:
http://is.gd/zOe7MR
About Berry Plastics
Berry Plastics Corporation manufactures and markets plastic
packaging products, plastic film products, specialty adhesives and
coated products. At Jan. 2, 2010, the Company had more than 80
production and manufacturing facilities, primarily located in the
United States. Berry is a wholly-owned subsidiary of Berry
Plastics Group, Inc. Berry Group is primarily owned by affiliates
of Apollo Management, L.P., and Graham Partners. Berry, through
its wholly owned subsidiaries operates five reporting segments:
Rigid Open Top, Rigid Closed Top, Flexible Films, Tapes/Coatings
and Specialty Films. The Company's customers are located
principally throughout the United States, without significant
concentration in any one region or with any one customer.
On Dec. 3, 2009, Berry Plastics obtained control of 100 percent of
the capital stock of Pliant upon Pliant's emergence from
reorganization pursuant to a proceeding under Chapter 11 for a
purchase price of $602.7 million. Pliant is a leading
manufacturer of value-added films and flexible packaging for food,
personal care, medical, agricultural and industrial applications.
The acquired business is primarily operated in Berry's Specialty
Films reporting segment.
As of Dec. 27, 2014, Berry Plastics had $5.17 billion in total
assets, $5.26 billion in total liabilities, $13 million in
redeemable non-controlling interest, and a $106 million
stockholders' deficit.
* * *
As reported by the TCR on Jan. 30, 2015, Moody's Investors Service
upgraded the corporate family rating of Berry Plastics Group, Inc.
to B1 from B2. The upgrade of the corporate family rating reflects
the proforma benefits from the recent restructuring and
acquisitions.
In November 2011, Standard & Poor's Ratings Services affirmed the
'B-' corporate credit rating on Berry and its holding company
parent, Berry Plastics Group Inc. "The ratings on Berry reflect
the risks associated with the company's highly leveraged financial
profile and acquisition- driven growth strategy as well as its
fair business risk profile," said Standard & Poor's credit analyst
Cynthia Werneth.
CACHE INC: Royce & Associates Held 4.7% Stake at Dec. 31
--------------------------------------------------------
Royce & Associates, LLC, disclosed in an amended Schedule 13G filed
with the U.S. Securities and Exchange Commission that as of
Dec. 31, 2014, it beneficially owned 1,461,480 shares of common
stock of Cache, Inc., representing 4.71 percent of the shares
outstanding. A copy of the Schedule 13G/A is available at:
http://is.gd/cKgef5
About Cache, Inc.
Cache, Inc., operates 236 women's apparel specialty stores under
the trade name "Cache." On Dec. 4, 2014, New York-based Cache
announced that it has received an inquiry from a third party
regarding a potential sale of the Company.
Cache reported a net loss of $34.4 million for the 52 weeks ended
Dec. 28, 2013, following a net loss of $12.07 million for the 52
weeks ended Dec. 29, 2012.
CACHE INC: Seeks Bankruptcy-Court Protection
--------------------------------------------
Sara Randazzo, writing for The Wall Street Journal, reported that
women's dress and formal wear retailer Cache Inc. filed for Chapter
11 bankruptcy-court protection in Delaware, the latest in a string
of mall-based retailers seeking to restructure or liquidate through
the protection of the courts.
According to the report, through the bankruptcy, Cache plans to
close some of its 218 stores and renegotiate its leases. As part
of "contingency planning," Cache said it has secured an offer from
liquidators at SB Capital Group LLC and Tiger Capital Group LLC
that could be challenged by higher offers at a bankruptcy auction,
the Journal related.
About Cache, Inc.
Cache, Inc., operates 236 women's apparel specialty stores under
the trade name "Cache." On Dec. 4, 2014, New York-based Cache
announced that it has received an inquiry from a third party
regarding a potential sale of the Company.
Cache reported a net loss of $34.4 million for the 52 weeks ended
Dec. 28, 2013, following a net loss of $12.07 million for the 52
weeks ended Dec. 29, 2012.
CAESARS ENTERTAINMENT: Filing Bumps Junk Default Rate Up to 3.3%
----------------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that Fitch Ratings said the bankruptcy of Caesars
Entertainment Operating Co. by itself raised the junk-bond default
rate to 3.3 percent.
According to the report, citing Eric Rosenthal, a senior director
at Fitch, the Caesars filing added 0.9 percentage points to the
12-month default rate that ended 2014 at 2.4 percent. Since the
statistics capture bankruptcies within the past 12 months, the
default rate will drop in April, when the Energy Future Holdings
Corp. Chapter 11 celebrates its first anniversary, the report
related.
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, $28.2 billion in total liabilities and a $3.71
billion total deficit.
In January 2015, Caesars Entertainment and subsidiary CEOC
announced that holders of more than 60% of claims in respect 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
have signed the Amended and Restated Restructuring Support and
Forbearance Agreement, dated as of Dec. 31, 2014, among Caesars
Entertainment, CEOC and the Consenting Creditors. As a result,
The RSA became effective pursuant to its terms as of Jan. 9, 2015.
Appaloosa Investment Limited, et al., owed $41 million on account
of 10 percent second lien notes in the company, filed an
involuntary Chapter 11 bankruptcy petition against Caesars
Entertainment Operating Company, Inc. (Bankr. D. Del. Case No.
15-10047) on Jan. 12, 2015. The bondholders are represented by
Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor, LLP.
CEOC and 172 other affiliates -- operators of 38 gaming and resort
properties in 14 U.S. states and 5 countries -- filed Chapter 11
bankruptcy petitions (Bank. N.D. Ill. Lead Case No. 15-01145) on
Jan. 15, 2015. CEOC disclosed total assets of $12.3 billion and
total debt of $19.8 billion as of Sept. 30, 2014.
Kirkland & Ellis serves as the Debtors' counsel. AlixPartners is
the Debtors' restructuring advisors. Prime Clerk LLC acts as the
Debtors' notice and claims agent. Judge Benjamin Goldgar presides
over the cases.
CENTRAL OKLAHOMA: Hires BKD LLP for Audit and Tax Services
----------------------------------------------------------
Central Oklahoma United Methodist Retirement Facility, Inc. dba
Epworth Villa seeks authorization from the U.S. Bankruptcy Court
for the Western District of Oklahoma to employ BKD, LLP, for audit
and tax services.
Pursuant to 11 U.S.C. Section 327(a), Epworth Villa requests that
the Court enter an order authorizing the employment of BKD LLP as
auditor to audit the balance sheets of Epworth Villa as of Dec. 31,
2014 and the related statements of operations, changes in net
assets, and cash flows for the year 2014, and to prepare Epworth
Villa's 2014 Form 990, Return of Organization Exempt From Income
Tax, Form 990-T, Exempt Organization Business Income Tax Return,
and Form 512-E, Oklahoma Return of Organization Exempt Form Income
Tax.
BKD LLP will provide the audit services for a flat rate of $28,950
and the tax preparation services at a flat rate of $5,550, to be
paid in three equal installments in January 2015, March 2015, and
May 2015, when BKD's services are expected to be completed. In
addition, Epworth Villa will be billed travel costs and fees for
services from other professionals, if any, as well as an
administrative fee of 4% to cover items such as copies, postage and
other delivery charges, supplies, technology-related costs such as
computer processing, software licensing, research and library
databases and similar expense items.
Kevin D. Gore, partner of BKD LLP, assured the Court that the firm
is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.
BKD LLP can be reached at:
Kevin D. Gore
BKD, LLP
Two Warren Place
6120 S. Yale Avenue, Suite 1400
Tulsa, OK 74136-4223
Tel: (918) 584-2900
E-mail: kgore@bkd.com
About Central Oklahoma United Methodist
Central Oklahoma United Methodist Retirement Facility, Inc., dba
Epworth Villa, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Okla. Case No. 14-12995) on July 18,
2014. The case is before Judge Sarah A. Hall.
The Debtor's counsel is Brandon Craig Bickle, Esq., Sidney K.
Swinson, Esq., and Mark D.G. Sanders, Esq., at Gable & Gotwals,
P.C., in Tulsa, Oklahoma; and G. Blaine Schwabe, III, Esq., at
Gable & Gotwals, P.C., in Oklahoma City, Oklahoma.
The Debtor reported $118 million in total assets, and $108 million
in total liabilities.
CLIFFS NATURAL: Units Commence CCAA Restructuring Proceedings
-------------------------------------------------------------
Cliffs Natural Resources Inc. announced that Bloom Lake General
Partner Limited and certain of its affiliates, including Cliffs
Quebec Iron Mining ULC commenced restructuring proceedings in
Montreal, Quebec, under the Companies' Creditors Arrangement Act
(Canada). The Bloom Lake Group had recently suspended operations
and for several months has been exploring options to sell certain
of its Canadian assets, among other initiatives.
The decision to seek protection under the CCAA was based on a
thorough legal and financial analysis of the options available to
the Bloom Lake Group. The Bloom Lake Group is no longer generating
any revenues and is not able to meet its obligations as they come
due. The Initial CCAA Order will address the Bloom Lake Group's
immediate liquidity issues and permit the Bloom Lake Group to
preserve and protect its assets for the benefit of all stakeholders
while restructuring and sale options are explored.
As part of the CCAA process, the Court has appointed FTI Consulting
Canada Inc. as the Monitor. The Monitor's role in the CCAA process
is to monitor the activities of the Bloom Lake Group and provide
assistance to the Bloom Lake Group and its stakeholders in respect
of the CCAA process.
Lourenco Goncalves, Chairman of the Board, president and chief
executive officer of Cliffs Natural Resources Inc. said, "For
several months, we have been seeking equity investors and exploring
sale options for Bloom Lake including working collaboratively with
Investissement Québec. We support the decision by the directors
of the Bloom Lake Group to conduct a restructuring process under
the supervision of the Court."
As a result of the Filing, the Bloom Lake Group and certain other
wholly-owned subsidiaries of Cliffs will be deconsolidated from
Cliffs' financial statements as of Jan. 27, 2015. To effect the
deconsolidation, Cliffs' will account for its investment in the
Canadian Entities using the cost method of accounting. Cliffs'
historical Eastern Canadian Iron Ore and Ferroalloys operating
segments will be treated as discontinued operations in the first
quarter ending March 31, 2015. As a result, Cliffs will now report
its results in three reportable segments: U.S. Iron Ore, Asia
Pacific Iron Ore and North American Coal.
Additional information regarding CCAA proceedings will be available
on the Monitor's Web site at
http://cfcanada.fticonsulting.com/bloomlake.
About Cliffs Natural Resources Inc.
Cliffs Natural Resources Inc. is a mining and natural resources
company. The Company is a major supplier of iron ore pellets to
the U.S. steel industry from its mines and pellet plants located in
Michigan and Minnesota. Cliffs also produces low-volatile
metallurgical coal in the U.S. from its mines located in West
Virginia and Alabama. Additionally, Cliffs operates an iron ore
mining complex in Western Australia and owns two non-operating iron
ore mines in Eastern Canada. Driven by the core values of social,
environmental and capital stewardship, Cliffs' employees endeavor
to provide all stakeholders operating and financial transparency.
Other information on the Company are available at
http://www.cliffsnaturalresources.com/
* * *
As reported by the TCR on Feb. 3, 2015, Standard & Poor's Ratings
Services said it lowered its corporate credit rating on Cliffs
Natural Resources Inc. to 'B' from 'BB-'. The downgrade of
Cleveland-based Cliffs Natural Resources is driven by a revision of
the company's financial risk profile to "highly leveraged" from
"aggressive" as a result of S&P's lowered iron ore price
assumptions. The 24% cut to $65 per metric ton marked the
third downward revision since early 2014, when S&P's forecast
prices were more than $100 per metric ton.
The TCR reported on Dec. 10, 2014, that Moody's Investors Service
downgraded Cliffs Natural Resources Inc.'s Corporate Family Rating
(CFR) and Probability of Default Rating to Ba3 and Ba3-PD
respectively. The downgrade in the CFR to Ba3 reflects Cliffs'
weak debt protection metrics as evidenced by the EBIT/interest
ratio of 1.1x for the twelve months ended September 30, 2014 and
increasing leverage position.
CTI BIOPHARMA: BlackRock Reports 5.5% Stake as of Dec. 31
---------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, BlackRock, Inc., reported that as of Dec. 31,
2014, it beneficially owned 9,744,234 shares of common stock of CTI
Biopharma representing 5.5 percent of the shares outstanding. A
full-text copy of the regulatory filing is available at:
http://is.gd/t0akWf
About CTI BioPharma
CTI BioPharma Corp. (NASDAQ and MTA: CTIC) --
http://www.ctibiopharma.com/-- formerly known as Cell
Therapeutics, Inc., is a biopharmaceutical company focused on
the acquisition, development and commercialization of novel
targeted therapies covering a spectrum of blood-related cancers
that offer a unique benefit to patients and healthcare providers.
The Company has a commercial presence in Europe and a late-stage
development pipeline, including pacritinib, CTI's lead product
candidate that is currently being studied in a Phase 3 program for
the treatment of patients with myelofibrosis. CTI BioPharma is
headquartered in Seattle, Washington, with offices in London and
Milan under the name CTI Life Sciences Limited.
Cell Therapeutics reported a net loss attributable to common
shareholders of $49.6 million in 2013, a net loss attributable to
common shareholders of $115 million in 2012, and a net loss
attributable to common shareholders of $121 million in 2011.
"We believe that our present financial resources (including the
$17.8 million we received in October 2014 under the Servier
Agreement), together with additional milestone payments projected
to be received under certain of our contractual agreements, our
ability to control costs and expected net contribution from
commercial operations in connection with PIXUVRI, will only be
sufficient to fund our operations into the third quarter of 2015.
This raises substantial doubt about our ability to continue as a
going concern," the Company disclosed in its quarterly report on
Form 10-Q for the period ended Sept. 30, 2014.
D.A.B. GROUP: Plan Solicitation Exclusivity Extended to March 9
---------------------------------------------------------------
D.A.B. Group LLC sought and obtained an order from Judge Shelley C.
Chapman extending by 90 days through March 9, 2015, its exclusive
period to solicit acceptances for its plan of reorganization.
As reported in the Jan. 6, 2015 edition of the Troubled Company
Reporter, counsel to the Debtor, Kevin J. Nash, Esq., at Goldberg
Weprin Finkel Goldstein LLP, relates that on Oct. 7, 2014, the
Debtor filed a Plan of Reorganization and accompanying Disclosure
Statement. The Plan was filed in contemplation of a future sale of
the Debtor's Orchard Street, New York property, so as to provide a
vehicle for accomplishing a sale transaction consistent with the
provisions of 11 U.S.C. Sec. 1146(a). When the Plan and Disclosure
Statement were filed, it was noted that the documents would be
supplemented once a stalking horse contract was procured.
Since then, Mr. Nash relates, the Debtor has been in active
negotiations with Mr. Will Obeid of Arcade Orchard Street LLC, c/o
Arcade Capital, LLC, 401 Park Avenue South, 10th Floor, New York,
New York 10016.
To preserve the status quo while the evolving process continues,
the Debtor seeks an extension of its exclusive period to solicit
acceptances of the Plan.
About DAB Group
D.A.B. Group LLC, owner of a stalled 16-story Allen Street Hotel
project in Orchard Street, New York, sought Chapter 11 protection
(Bankr. S.D.N.Y. Case No. 14-12057) in Manhattan on July 14, 2014,
to pursue a prompt sale of the property. The case is assigned to
Judge Shelley C. Chapman.
The property has been in the hands of a receiver since July 18,
2011. Simon J.K. Miller, of Blank Rome LLP, serves as receiver.
J. Ted Donovan, Esq., at Goldberg Weprin Finkel Goldstein LLP, in
New York, serves as counsel to the Debtor.
DAB Group said in a court filing that its property is continguous
to the commercial property owned by its affiliate, 77-79 Rivington
Street Realty LLC (Bankr. S.D.N.Y. Case No. 14-10339).
Accordingly, DAB's Chapter 11 case is being filed as a related
proceeding.
DAYBREAK OIL: Extends Maturity of 12% Notes Until Jan. 2017
-----------------------------------------------------------
Daybreak Oil and Gas, Inc., entered into agreements with all but
one of the holders of its 12% Subordinated Notes due 2015 to extend
the maturity date of those Notes by two years to Jan. 29, 2017.
The Notes were issued by the Company pursuant to a 2010 private
placement in which the purchasers of the Notes also received
warrants to purchase shares of the Company's common stock at an
exercise price of $0.14 per share. The Notes and the Warrants were
originally scheduled to mature on Jan. 29, 2015.
According to a regulatory filing with the U.S. Securities and
Exchange Commission, the Board of Directors of the Company
determined that the Extension was in the best interest of the
Company and its shareholders due to the fact that it would allow
the Company to use its capital resources for its operations rather
than redemption of the Notes, and because the terms of the Notes
are more favorable than other financing currently available to the
Company. To incentivize noteholders to agree to the Extension, the
Company also offered to extend by two years (to Jan. 29, 2017) the
maturity date of the Warrants held by the noteholders agreeing to
the Extension.
The Extension was offered to all holders of the Notes and accepted
by all but one holder. The holders of the Notes agreeing to the
Extension collectively hold $565,000 in outstanding principal
amount of the Notes and 980,000 Warrants. The Note held by the
holder who did not consent to the Extension was redeemed by the
Company at maturity in accordance with its terms, and any
unexercised Warrants held by such holder expired in accordance with
their terms.
About Daybreak Oil
Daybreak Oil and Gas, Inc., is an independent oil and natural gas
exploration, development and production company. The Company is
headquartered in Spokane, Washington and has an operations office
in Friendswood, Texas. The Company's common stock is quoted on
the OTC Bulletin Board market under the symbol DBRM.OB. Daybreak
has over 20,000 acres under lease in the San Joaquin Valley of
California.
Daybreak Oil incurred a net loss available to common shareholders
of $1.54 million for the year ended Feb. 28, 2014, a net loss
available to common shareholders of $2.39 million for the year
ended Feb. 28, 2013, and a net loss available to common
shareholders of $1.59 million for the year ended Feb. 29, 2012.
MaloneBailey, LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Feb. 28, 2014. The independent auditors noted that
Daybreak Oil and Gas, Inc. suffered losses from operations and has
negative operating cash flows, which raises substantial doubt
about its ability to continue as a going concern.
As of Nov. 30, 2014, the Company had $13.4 million in total assets,
$18.2 million in liabilities, and a $4.78 million stockholders'
deficit.
DUNE ENERGY: Eos Tender Offer Expiration Extended Until Feb. 6
--------------------------------------------------------------
Eos Petro, Inc., has extended the expiration of its offer to
purchase all of the issued and outstanding shares of common stock,
par value $0.001 per share, of Dune Energy, Inc., until Feb. 6,
2015, at 12:00 midnight New York City time, to allow the parties
additional time to negotiate potential revised terms of the Merger
Agreement.
The Offer was previously scheduled to expire on Jan. 30, 2015. The
Depositary has indicated that, as of the close of business on Jan.
30, 2015, a total of approximately 72,283,792 shares or 98.73284%
of the outstanding Shares had been validly tendered and not
properly withdrawn pursuant to the Offer, which is sufficient to
satisfy the Minimum Tender Condition.
As of Feb. 2, 2015, Dune and Eos are in the process of negotiating
potential revised terms for the Merger Agreement upon which the
merger and Offer could still be completed. Those revised terms may
include, but are not limited to, revising the $0.30 per share price
for the shares of Dune common stock tendered for purchase in the
Offer.
A full-text copy of the amended Tender Offer Statement is available
for free at:
http://is.gd/CqxI2h
About Dune Energy
Dune Energy, Inc. (NYSE AMEX: DNE) -- http://www.duneenergy.com/
-- is an independent energy company based in Houston, Texas.
Since May 2004, the Company has been engaged in the exploration,
development, acquisition and exploitation of natural gas and crude
oil properties, with interests along the Louisiana/Texas Gulf
Coast. The Company's properties cover over 90,000 gross acres
across 27 producing oil and natural gas fields.
Dune Energy reported a net loss of $47 million in 2013, a net
loss of $7.85 million in 2012 and a net loss of $60.4 million in
2011. The Company's balance sheet at Sept. 30, 2014, showed $229
million in total assets, $144 million in total liabilities and
$85.2 million in total stockholders' equity.
"Our primary sources of liquidity are cash provided by operating
activities, debt financing, sales of non-core properties and
access to capital markets. As previously discussed, the Company
is now subject to a Forbearance Agreement and Fourth Amendment to
the Credit Agreement. Under the terms of this agreement, we have
a borrowing base set at $40 million. Pursuant to the terms of the
agreement, so long as we remain in compliance with the terms of
the agreement, Dune has $1 million of borrowing capacity
available. Nevertheless, this will not provide sufficient
liquidity to continue normal operations absent a longer-term
solution prior to the end of the forbearance period. "These and
other factors raise substantial doubt about our ability
to continue as a going concern beyond Dec. 31, 2014, should the
Merger with Eos not occur," the Company stated in its quarterly
report for the period ended Sept. 30, 2014.
EDELMIRO TOLEDO-CARDONA: Supreme Court to Rule on Suits in June
---------------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that the U.S. Supreme Court will hand down a
decision by June critical to the lives of millions of Americans who
bought homes at the peak of the housing boom, only to find the
properties now worth less than their mortgage debt.
According to the report, the two cases before the Supreme Court
this year, Bank of America v. Toledo-Cardona and Bank of America v.
Caulkett, will determine whether bankruptcy law permits "stripping
off" a subordinate mortgage when the first mortgage sops up all the
value in the property.
The lender, supported by several banking associations, filed its
brief in January, contending that allowing a so-called strip off in
Chapter 7 has a "destabilizing effect" on the $40 billion market
for subordinate loans, the report related.
The cases are Bank of America v. Toledo-Cardona, 14-163, and Bank
of America v. Caulkett, 13-1421, U.S. Supreme Court (Washington).
FIRST NATIONAL BANK: Closed by Regulators Jan. 16
-------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that the U.S. had its first bank failure of 2015
when First National Bank of Crestview, Florida, was closed by
regulators on Jan. 16. The three branches were taken over by First
NBC Bank of New Orleans, the report related.
FL 6801: Court to Consider Exclusivity Extension Bid on Feb. 6
--------------------------------------------------------------
FL 6801 Spirits LLC and its debtor-affiliates will present for the
Bankruptcy Judge's signature the proposed order further extending
their exclusive periods to:
a) file a Chapter 11 plan and disclosure statement explaining
that plan until March 20, 2015; and
b) solicit acceptances of that plan until May 18, 2015
at a hearing on Feb. 6, 2015, at 12:00 noon at One Bowling Green,
Room 610.
The Hon. Shelley C. Chapman of the U.S. Bankruptcy Court for the
Southern District of New York presides over the case.
Objections, if any, must be filed at 11:30 a.m. on the presentment
date.
About FL 6801 Spirits
FL 6801 Spirits LLC, a wholly owned subsidiary of Lehman Brothers
Holdings Inc. and three of its wholly owned subsidiaries filed
voluntary Chapter 11 petitions, seeking bankruptcy protection for
their condominium hotel property in Miami Beach. The affiliates
are FL 6801 Collins North LLC, FL 6801 Collins Central LLC, and FL
6801 Collins South LLC.
FL Spirits' Canyon Ranch Living Hotel and Spa is a luxury
full-service, ocean front condominium hotel located at the site of
the old Carillon Hotel in Miami Beach, Florida. The current
operator of the hotel, Canyon Ranch Living, is not a debtor, and
operations at the property are expected to continue without
interruption.
FL Spirits and the three affiliates companies have sought joint
administration, with pleadings to be maintained at FL 6801's case
docket (Bankr. S.D.N.Y. Lead Case No. 14-11691).
FL Spirits has tapped Togut, Segal & Segal LLP as general
bankruptcy counsel, Shutts & Bowen LLP as special real estate
counsel, CBRE, Inc., as real estate broker, and Prime Clerk as
claims and notice agent.
Lehman Brothers filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y.
Case No. 08-13555) on Sept. 15, 2008. 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. Lehman's Chapter 11 plan became effective on March 6,
2012.
The Associations are represented by Alan F. Kaufman, Esq., at
HINSHAW & CULBERTSON LLP; and Charles M. Tatelbaum, Esq., at TRIPP
SCOTT PA.
GALAXY RECYCLING: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
Debtor Case No.
------ --------
Galaxy Recycling, Inc. 15-11859
3 New York Avenue
Jersey City, NJ 07307
Empire Recycling, Inc. 15-11860
3 New York Avenue
Jersey City, NJ 07307
Chapter 11 Petition Date: February 3, 2015
Court: United States Bankruptcy Court
District of New Jersey (Newark)
Judge: Hon. Rosemary Gambardella (15-11859)
Hon. Vincent F. Papalia (15-11860)
Debtors' Counsel: Richard J. Kwasny, Esq.
KWASNY & REILLY
53 South Main St.
Yardley, PA 19067
Tel: (215) 321-0300
Fax: (215) 321-9336
Email: kwasnylaw@aol.com
Estimated Estimated
Assets Liabilities
---------- -----------
Galaxy Recycling, Inc. $500K-$1MM $1MM-$10MM
Empire Recycling, Inc. $500K-$1MM $1MM-$10MM
The petitions were signed by Gary Giordano, president.
The Debtors did not include a list of their largest unsecured
creditors when they filed the petitions.
GELTECH SOLUTIONS: President Hikes Stake to 48.2% at Jan. 29
------------------------------------------------------------
GelTech Solutions, Inc., on Jan. 29, 2015, sold 652,174 shares of
common stock and 326,087 two-year warrants (exercisable at $2.00
per share) for $150,000 to Mr. Michael Reger, the Company's
president and largest shareholder, according to a regulatory filing
with the U.S. Securities and Exchange Commission.
Also, on Nov. 12, 2014, the Company sold 2,241,654 shares of common
stock and 1,120,827 two-year warrants (exercisable at $2.00 per
share) for $705,000 to an accredited investor.
The warrants issued to this investor included a 4.99% blocker. All
of the securities were issued and sold in reliance upon the
exemption from registration contained in Section 4(a)(2) of the
Securities Act of 1933 and Rule 506(b) promulgated thereunder. The
investors are accredited investors and there was no general
solicitation.
In an amended Schedule 13D filed with the SEC, Michael Reger
reported that as of Jan. 29, 2015, he beneficially owned 27,541,167
shares of common stock of GelTech Solutions, Inc., representing
48.2 percent of the shares outstanding. A full-text copy of the
regulatory filing is available for free at:
http://is.gd/VnL4nE
About GelTech
Jupiter, Fla.-based GelTech Solutions. Inc., is a Delaware
corporation organized in 2006. The Company markets four products:
(1) FireIce(R), a water soluble fire retardant used to protect
firefighters, structures and wildlands; (2) Soil2O(R) 'Dust
Control', its new application which is used for dust mitigation in
the aggregate, road construction, mining, as well as, other
industries that deal with daily dust control issues; (3)
Soil2O(R), a product which reduces the use of water and is
primarily marketed to golf courses, commercial landscapers and the
agriculture market; and (4) FireIce(R) Home Defense Unit, a system
for applying FireIce(R) to structures to protect them from
wildfires.
Salberg & Company, P.A., expressed substantial doubt about the
Company's ability to continue as a going concern, citing that the
Company has net cash used in operating activities in 2014 of $5.13
million and has an accumulated deficit of $35.13 million at
June 30, 2014.
The Company reported a net loss of $7.11 million for the fiscal
year ended June 30, 2014, following a net loss of $5.22 million
for the fiscal year ended June 30, 2013.
As of Sept. 30, 2014, the Company had $1.35 million in total
assets, $2.78 million in total liabilities and a $1.43 million
total stockholders' deficit.
GENTIVA HEALTH: S&P Raises CCR to 'B+', Off Creditwatch
-------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Gentiva Health Services Inc. to 'B+' from 'B' and removed
the rating from CreditWatch, where S&P placed it with positive
implications on Oct. 9. 2014. The outlook is stable.
S&P is subsequently withdrawing all ratings, including all
issue-level ratings, on Gentiva.
"The rating actions follow the completion of Kindred Healthcare's
acquisition of Gentiva for $1.8 billion," said Standard & Poor's
credit analyst Tahira Wright.
GFI GROUP: Fitch Lowers IDR to 'B' & Revises Watch to Evolving
--------------------------------------------------------------
Fitch Ratings has downgraded GFI Group Inc.'s long-term Issuer
Default Rating (IDR) and senior unsecured debt rating to 'B' from
'BB-' and revised the Rating Watch status to Evolving from
Positive.
The action follows the termination of GFI's proposed merger with
CME Group Inc., which GFI shareholders rejected in a special
meeting on Jan. 30, 2015, and the subsequent announcement by GFI's
board that it will be exploring strategic alternatives for its
business with any and all interested parties including joint
ventures, merger and/or acquisitions.
KEY RATING DRIVERS -- IDRS and SENIOR DEBT
The two-notch rating downgrade reflects continued weakening of
GFI's stand-alone financial and credit profile, which absent the
CME transaction, is expected by Fitch to put further pressure on
the company's earnings, liquidity, coverage and leverage. At the
time of the merger announcement in July 2014, Fitch had indicated
that if the transaction failed to close, a multi-notch rating
downgrade of GFI was possible.
The ratings remain supported by GFI's modest market position in the
inter-dealer broker space, limited balance sheet risk, the lack of
debt maturities until 2018 and GFI's Trayport and Fenics software
businesses which have attracted third-party interest and continue
to generate sufficient cash flow to support debt service.
The Evolving Watch reflects Fitch's view that there are a range of
potential rating outcomes that could result in higher or lower
ratings for GFI. For example, if GFI was acquired by another, more
highly-rated entity, this would positively impact GFI's ratings.
Conversely, if GFI is unable to close on a material transaction,
Fitch believes that this would call into question the long-term
viability of GFI's business on a stand-alone basis, which could put
further pressure on the ratings.
On a stand-alone basis, GFI's financial and credit profile
continued to weaken in the nine months ended Sept. 30, 2014
(9M'14). The company reported a GAAP pre-tax loss of $7.5 million
in 3Q'14, compared to a pre-tax loss of $1.1 million in 3Q'13,
primarily due to increased professional fees related to the CME
transaction. Brokerage revenues declined 3.9% to $482.5 million
for 9M'14, compared to $501.9 million for 9M13. The revenue
decline to some extent was offset by increase in technology-based
revenues (Trayport and Fenics), which increased 16.6% to $77.5
million in 9M'14, from $66.4 million in 9M'13. Fitch expects
professional and legal fees related to exploring strategic
alternatives for the business will continue to weigh on the firm's
GAAP earnings in the near term, reducing the benefit that the
brokerage business may experience from increased trading volatility
in global financial markets.
Fitch-calculated adjusted EBITDA for GFI declined 18.2% to $74.8
million for the trailing 12 months (TTM) ending Sept. 30, 2014,
from $91.4 million at year-end 2013. As a result, leverage,
calculated as gross debt divided by adjusted EBITDA, weakened to
3.3x at TTM Sept. 30, 2014, from 2.7x at year-end 2013, and
interest coverage, measured as adjusted EBITDA divided by interest
expense, weakened to 2.3x at TTM Sept. 30, 2014, from 3x at
year-end 2014. Fitch does not view the current interest coverage
ratio as consistent with a 'BB' rating category.
GFI's cash position, which it defines as cash, cash equivalents and
cash held at clearing organizations excluding customer cash,
measured $222.8 million at Sept. 30, 2014, down slightly from $227
million at year-end 2013. A significant portion of this cash is
restricted for regulatory and clearing capital needs. In 2Q'14,
GFI amended the covenants on its bank credit facility such that the
goodwill impairment charge taken in 2Q'14 is excluded from the
covenant calculation. As of Sept. 30, 2014, GFI reported that it
remained in compliance with all of its bank covenants.
GFI's existing debt, although not due until 2018, contains a change
of control provision which may accelerate the debt maturity in the
event of a change of control. As such, Fitch would also consider
the ability of this accelerated debt to be repaid in the context of
any proposed transaction.
RATING SENSITIVITIES - IDRS AND SENIOR DEBT
Fitch will monitor GFI's efforts to explore strategic alternatives.
A successful acquisition of GFI by a more highly rated entity
could support positive rating momentum, depending on the terms and
conditions of such an acquisition including, assumption and
repayment of GFI's outstanding debt, employee retention and
maintenance of adequate liquidity and leverage levels.
If GFI is unable to agree to the terms of a transaction in the near
term, Fitch believes that this could call into question the
long-term viability of its business on a stand-alone basis, and
therefore, could result in a further downgrade. For example, if
GFI experiences material client and/or broker departures as a
result of ownership uncertainty, this could impact the ratings,
particularly if earnings are materially affected. A sale or merger
with an entity which Fitch views as having a weaker credit profile
than GFI would also pressure the ratings.
Fitch has taken these rating actions:
GFI Group Inc.
-- Long-term IDR downgraded to 'B' from 'BB-';
-- Senior unsecured debt downgraded to 'B' from 'BB-';
-- Short-term IDR at 'B'.
The Ratings have been revised to Rating Watch Evolving from Rating
Watch Positive.
HARRIS COUNTY-HOUSTON: S&P Raises Rating on Revenue Bonds to 'BB'
-----------------------------------------------------------------
Standard & Poor's Ratings Services raised its rating on Harris
County-Houston Sports Authority, Texas' series 2001A and 2001G
senior-lien revenue bonds two notches to 'A-' from 'BBB'. At the
same time, Standard & Poor's raised its rating on the authority's
series 2004A-3 third-lien revenue refunding capital appreciation
bonds one notch to 'BB' from 'BB-'. These ratings are also removed
from CreditWatch, where they were placed with positive implications
on Oct. 28, 2014. The outlook on these issues is stable.
"The aforementioned rating upgrades reflect our view of a recent
refunding and restructuring of the authority's debt profile,
resulting in improved maximum annual debt service coverage and
stronger legal provisions on certain bond series," said Standard &
Poor's credit analyst Omar Tabani. "Also supporting the upgrades
to some degree, in our view, is ongoing pledged revenue growth."
At the same time, Standard & Poor's affirmed its 'A-' rating on the
authority's series 2014A and 2014B senior-lien revenue refunding
bonds, its 'BBB' rating on the authority's series 2014C second-lien
revenue refunding bonds, and its 'BB+' rating on the authority's
series 2001H junior-lien capital appreciation revenue bonds. The
outlook on these issues is stable.
Finally, Standard & Poor's removed its 'BBB' rating on the
authority's series 1998A and 2001I senior-lien revenue bonds, and
its 'BB+' rating on the authority's series 1998B, 1998C, and 2001B
junior-lien revenue bonds, as these bonds are now refunded.
"The stable outlook reflects our expectation that, despite
currently low oil prices, ongoing economic activity in the Houston
metropolitan statistical area will allow for continued pledged
revenue growth, and that any declines in future revenues due to
economic conditions will be more than offset by subsequent growth
in out-years," Mr. Tabani added. "Therefore, we believe hotel
occupancy tax (HOT) and motor vehicle rental tax (MVRT) revenues
will continue to generate similar debt service coverage (DSC)
levels on the senior- and second-lien bonds. In addition, we
believe DSC on the junior- and third-lien bonds will remain thin,
and that pledged HOT and MVRT revenue must continue to grow to
generate sufficient coverage in future years. Given current
coverage levels and an additional bonds test, we do not expect
additional rating upgrades within the two-year outlook horizon.
Conversely, while we do not expect it to occur, we could lower the
rating should DSC decline significantly due to revenue
deterioration."
Harris County, with an estimated population of 4.3 million,
encompasses the city of Houston and is coterminous with the
authority's taxing boundaries. In terms of population, Harris
County is the nation's third-largest county, and Houston is the
nation's fourth-largest city. The Houston region contains more
than 800 hotels and motels, with roughly 74,000 rooms.
HERRING CREEK: Amends Schedules of Assets and Liabilities
---------------------------------------------------------
Herring Creek Acquisition Co., LLC, amended its schedules of assets
and liabilities to revise the schedule of creditors holding
unsecured claims, which now total $621,282, from $53,611 in the
prior iteration of the schedules:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $22,000,000
B. Personal Property $311,284
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $36,739,121
E. Creditors Holding
Unsecured Priority
Claims $0
F. Creditors Holding
Unsecured Non-priority
Claims $621,282
----------- -----------
TOTAL $22,311,284 $37,360,403
The Debtor disclosed $22,311,284 in total assets and $36,792,732 in
total liabilities in the prior iteration of the schedules.
A copy of the Amended Schedules is available for free at:
http://bankrupt.com/misc/Herring_Creek_Am_SAL.pdf
About Herring Creek
Formed in 1995, Herring Creek Acquisition Co., LLC, owns and
manages several parcels of real property located in Edgartown,
Massachusetts. Three of the parcels on the Property are rented and
generate income for Herring Creek. Robert Hughes, manages the
Property. Herring Creek was forced to file bankruptcy because New
England Phoenix Co., Inc., a creditor asserting a secured claim,
had scheduled a foreclosure sale for one of the Debtor's parcels of
real property.
Herring Creek filed a Chapter 11 bankruptcy petition (Bankr. D.
Mass. Case No. 14-15309) in Boston on Nov. 12, 2014, without
stating a reason. The case is assigned to Judge William C.
Hillman. Donald Ethan Jeffery, Esq., at Murphy & King, in Boston,
serves as counsel to the Debtor.
The Debtor disclosed $22.3 million in assets and $36.8 million in
liabilities as of the Chapter 11 filing.
HIPCRICKET INC: Meeting of Creditors Set for Feb. 19
----------------------------------------------------
The U.S. Trustee for Region 3 is set to hold a meeting of creditors
of Hipcricket Inc. on Feb. 19, at 1:30 p.m.
The meeting will be held at J. Caleb Boggs Federal Building, 844
King Street, 2nd Floor, Room 2112, in Wilmington, Delaware.
The court overseeing the bankruptcy case of a company schedules the
meeting of creditors usually about 30 days after the bankruptcy
petition is filed. The meeting is called the "341 meeting" after
the section of the Bankruptcy Code that requires it.
A representative of the company is required to appear at the
meeting and answer questions under oath. The meeting is presided
over by the U.S. trustee, the Justice Department's bankruptcy
watchdog.
About Hipcricket
Headquartered in Bellevue, Washington, Hipcricket, Inc., formerly
known as Augme Technologies, is a publicly held Delaware
corporation. Hipcricket is in the business of providing
end-to-end, data-driven mobile advertising and marketing solutions
through its proprietary AD LIFE software-as-a service platform –
a proprietary, mobile engagement platform for businesses to
communicate with customers through cellphones, tablets and other
mobile devices. The Company had 77 full-time employees as of the
bankruptcy filing.
Hipcricket sought Chapter 11 protection (Bankr. D. Del. Case No.
15-10104) on Jan. 20, 2015, with a deal to sell its assets.
The Debtor has tapped Pachulski Stang Ziehl & Jones LLP as
counsel, Canaccord Genuity Inc. as investment banker, Perkins Coie
LLP as special corporate counsel, and Omni Management Group, LLC,
as claims and noticing agent.
As of Jan. 20, 2015, the Company had total assets of $16.8 million
and liabilities of $12.06 million.
HIPCRICKET INC: U.S. Trustee Appoints Creditors' Committee
----------------------------------------------------------
The U.S. Trustee for Region 3 appointed five creditors of
Hipcricket Inc. to serve on the official committee of unsecured
creditors.
The unsecured creditors' committee is composed of:
(1) MobileFuse LLC
Attn: Ken Harlan
36 Maple Pl., Ste. 306
Manhasset, NY 11030
Phone: 201-988-3802
(2) Phunware, Inc.
Attn: William T. Getchell
7800 Shoal Creek Blvd., Ste. 230-S
Austin, TX 78757
Phone: 512-693-4199
(3) Zumobi, Inc.
Attn: Ken Willner
1525 4th Ave., Ste. 800
Seattle, WA 98101
Phone: 206-619-9223
Fax: 206-269-5205
(4) StrikeAd U.S. Inc.
Attn: Jay Hirschson
261 Fifth Ave., Ste. 1600
New York, NY 10016
Phone: 917-701-0839
Fax: 212-937-6263
(5) AIM Consulting Group LLC
Attn: Ryan Pardo
7650 SE 27th St., Ste. 200
Mercer Island, WA 98045
Phone: 425-213-9398
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About Hipcricket
Headquartered in Bellevue, Washington, Hipcricket, Inc., formerly
known as Augme Technologies, is a publicly held Delaware
corporation. Hipcricket is in the business of providing
end-to-end, data-driven mobile advertising and marketing solutions
through its proprietary AD LIFE software-as-a service platform –
a proprietary, mobile engagement platform for businesses to
communicate with customers through cellphones, tablets and other
mobile devices. The Company had 77 full-time employees as of the
bankruptcy filing.
Hipcricket sought Chapter 11 protection (Bankr. D. Del. Case No.
15-10104) on Jan. 20, 2015, with a deal to sell its assets.
The Debtor has tapped Pachulski Stang Ziehl & Jones LLP as
counsel, Canaccord Genuity Inc. as investment banker, Perkins Coie
LLP as special corporate counsel, and Omni Management Group, LLC,
as claims and noticing agent.
As of Jan. 20, 2015, the Company had total assets of $16.8 million
and liabilities of $12.06 million.
HRK HOLDING: Could Not File Chapter 11 Plan Until August 4
----------------------------------------------------------
HRK Holdings LLC and HRK Industries LLC ask the U.S. Bankruptcy
Court for the Middle District of Florida to further extend their
time to a Chapter 11 plan and disclosure statement explaining that
plan until Aug. 4, 2015.
The Debtors' current deadline to file a plan and disclosure
statement expires Feb. 4, 2015, absent an extension.
The Debtors tell the Court that they are pursuing the additional
sales of real property and funding for operational expenses. They
are also engaged in litigation pending in the Circuit Court of the
Ninth Judicial Circuit, in and for Orange County, Florida (Case
Number 2013-CA-000098-O). The outcome of additional sales, funding
and the litigation will affect the Debtors' plan of reorganization,
the Debtors add.
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 $33.4 million in assets and $26.09 million
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.
IASIS HEALTHCARE: S&P Affirms 'B' CCR; Outlook Remains Stable
-------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on
healthcare services provider IASIS Healthcare Corp., including its
'B' corporate credit rating. The outlook remains stable.
The affirmation follows the company's recent announcement that it
intends to pursue an IPO, with at least some of the proceeds
earmarked to repay debt.
"While we believe that an IPO would be a positive event for IASIS's
credit profile, we expect that the company would need to repay at
least $300 million and generate a track record of consistent,
positive free cash flow before we would consider a higher rating,"
said Standard & Poor's credit analyst Shannan Murphy.
S&P's ratings on IASIS currently reflect its assessment of a "weak"
business risk profile and a "highly leveraged" financial risk
profile. IASIS operates 15 acute-care hospitals and one behavioral
hospital, in addition to 132 clinics and physician sites. The
company also operates a managed care segment, with products
covering over 300,000 lives in three states. IASIS is
geographically concentrated, with Texas and Utah together
accounting for 45% of total revenues, and Arizona accounting for
over half of managed care revenues. This level of concentration
has resulted in some level of cash flow volatility in the past due
to the timing of receivables collections from Medicaid in key
states, and was a major driver of higher-than-expected cash usage
in 2014. The company's health plan operations add business
diversity and provide some competitive advantage, especially given
recent announcements that by 2016 Medicare will shift half of all
payments to alternative models (including Accountable Care
Organizations, of which IASIS operates two, with two under
development). Still, the company's scale and diversity are limited
when compared to larger health care services peers.
S&P's rating outlook on IASIS is stable, reflecting S&P's
expectation that cash flow will continue to improve, but will
remain modestly negative in 2015 due to heavy capital spending.
Assuming no debt repayment from IPO proceeds, S&P expects leverage
will decline to the mid-6x range in 2015 from 6.9x at Sept. 30,
2014.
S&P could consider a lower rating if deployment of the company's
sizable cash resources fails to improve cash flow, especially if
cash flow deficits are higher than S&P currently projects. This
could occur as the result of adverse changes in health care
regulation or reimbursement policies that result in revenue
declines and about 300 basis points of margin erosion. In S&P's
view, this could reduce the company's ratio of FFO to debt to the
low single-digits, which, absent a sizable liquidity reserve, would
be more consistent with 'B-' versus 'B' rated peers.
A higher rating would require IASIS to reduce leverage below 5x
while generating a track record of consistent positive free
operating cash flow. In S&P's view, this would require at least
$300 million in debt reduction from IPO proceeds. Equally
importantly, S&P would need to be convinced that cash flows were
likely to be consistently positive going forward.
IMAGEWARE SYSTEMS: Creates Series E Convertible Preferred Stock
---------------------------------------------------------------
ImageWare Systems, Inc., filed Certificate of Designations,
Preferences, and Rights of the Series E Convertible Preferred Stock
with the Delaware Secretary of State, designating 12,000 shares of
the Company's preferred stock, par value $0.01 per share, as Series
E Convertible Preferred Stock. Shares of Series E Preferred accrue
dividends at a rate of 8% per annum if the Company chooses to pay
accrued dividends in cash, and 10% per annum if the Company chooses
to pay accrued dividends in shares of Common Stock. Each share of
Series E Preferred has a liquidation preference of $1,000 per
share, and is convertible, at the option of the holder, into that
number of shares of the Company's common stock, par value $0.01 per
share, equal to the Liquidation Preference, divided by $1.90.
Eliminates Series C Preferred and Series D Preferred
On Jan. 29, 2015, the Company's Board of Directors approved the
elimination of the Company's Series C 8% Convertible Preferred
Stock and Series D 8% Convertible Preferred Stock, which
eliminations were completed by filing certificates of elimination
for both the Series C Preferred and Series D Preferred with the
Delaware Secretary of State on Jan. 30, 2015. No shares of either
the Series C Preferred or Series D Preferred were outstanding at
the time of the Board's approval or the filing of the Certificates
of Elimination.
On Jan. 29, 2015, the Company filed a prospectus supplement to its
previously filed and currently effective shelf registration
statement on Form S-3 pursuant to which the Company intends to
issue, from time to time, up to 12,000 shares of newly created
shares of Series E Preferred.
Of the shares issuable pursuant to the Series E Offering, 2,000
shares will be issued to Neal I. Goldman a director of the Company
and the holder of the Company's existing $5 million line of credit,
in exchange for approximately $2 million of the $2.35 million
outstanding balance under the Line of Credit, plus interest accrued
to date, pursuant to the terms and conditions of the Note Exchange
Agreement entered into by the Company and Goldman on Jan. 29, 2015.
The Company intends to satisfy the remaining outstanding balance
of the Line of Credit with proceeds from the Series E Offering.
The Company has received subscriptions from certain investors to
purchase the remaining 10,000 shares not subject to the Note
Exchange Agreement, and currently anticipates closing the Series E
Offering on or before Feb. 4, 2015.
About ImageWare Systems
Headquartered in San Diego, California, ImageWare Systems, Inc.,
is a leader in the emerging market for software-based identity
management solutions, providing biometric, secure credential, law
enforcement and enterprise authorization. Its "flagship" product
is the IWS Biometric Engine. Scalable for small city business or
worldwide deployment, the Company's biometric engine is a multi-
biometric platform that is hardware and algorithm independent,
enabling the enrollment and management of unlimited population
sizes. The Company's identification products are used to manage
and issue secure credentials, including national IDs, passports,
driver licenses, smart cards and access control credentials. Its
law enforcement products provide law enforcement with integrated
mug shot, fingerprint LiveScan and investigative capabilities.
The Company also provides comprehensive authentication security
software.
Imageware Systems incurred a net loss of $9.84 million in 2013, a
net loss of $10.2 million in 2012 and a net loss of $3.18 million
in 2011.
As of Sept. 30, 2014, the Company had $5.67 million in total
assets, $4.51 million in total liabilities and $1.15 million in
total shareholders' equity.
INTELLIPHARMACEUTICS INT'L: Signs Licensing Agreement with Teva
---------------------------------------------------------------
Intellipharmaceutics International Inc. has entered into an
agreement with Teva Pharmaceuticals USA, Inc., by which the Company
has granted Teva an exclusive license to market in the U.S. an
extended release drug product candidate for which
Intellipharmaceutics currently has an abbreviated new drug
application pending for U.S. Food and Drug Administration
approval.
Under the agreement with Teva, subject to certain conditions,
Intellipharmaceutics has agreed to manufacture and supply the
product exclusively for Teva and Teva has agreed that
Intellipharmaceutics will be its sole supplier of the product to be
marketed in the U.S.
There can be no assurance as to when or if the product will be
approved by the FDA or that, if so approved, it will be
successfully commercialized and produce significant revenue for the
Company.
The CEO of Intellipharmaceutics, Dr. Isa Odidi, said, "We are very
pleased to establish this manufacturing and supply relationship
with Teva. Teva has significant market presence both in the U.S.
and globally, and this partnership provides further recognition of
Intellipharmaceutics' technology platform. We look forward to
manufacturing this product for Teva in the future at our
FDA-approved manufacturing facility in Toronto."
About Intellipharmaceutics
Toronto, Canada-based Intellipharmaceutics International Inc. is
incorporated under the laws of Canada. Intellipharmaceutics is a
pharmaceutical company specializing in the research, development
and manufacture of novel and generic controlled-release and
targeted-release oral solid dosage drugs. Its patented
Hypermatrix(TM) technology is a multidimensional controlled-
release drug delivery platform that can be applied to the
efficient development of a wide range of existing and new
pharmaceuticals. Based on this technology,
Intellipharmaceuticshas a pipeline of product candidates in
various stages of development, including filings with the FDA in
therapeutic areas that include neurology, cardiovascular,
gastrointestinal tract, diabetes and pain.
Intellipharmaceutics incurred a net loss of US$11.5 million
for the year ended Nov. 30, 2013, following a net loss of
US$6.13 million for the year ended Nov. 30, 2012.
The Company's balance sheet at Aug. 31, 2014, showed $9.01 million
in total assets, $3.42 million in total liabilities and
$5.58 million in shareholders' equity.
Deloitte LLP, in Toronto, Canada, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Nov. 30, 2013. The independent auditors noted that
Company's recurring losses from operations and the accumulated
deficit raise substantial doubt about its ability to continue as a
going concern.
LAMSON & GOODNOW: Selling Plant, Moves Operations
-------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that Lamson & Goodnow Manufacturing Co., calling
itself the oldest cutlery maker in the U.S., plans on selling some
of its real estate for $1.3 million, requiring an expense of
$190,000 to move production to another facility.
According to the report, the company's entire 18-acre property has
several buildings with almost 60,000 square feet of retail, office
and warehouse space. Although there won't be a formal auction,
other offers can be submitted by Feb. 20, in advance of a
sale-approval hearing on Feb. 25 in U.S. Bankruptcy Court in
Springfield, Massachusetts, the report said.
About Lamson & Goodnow
Lamson & Goodnow Manufacturing Co., based in Shelburne Falls,
Massachusetts, founded in 1837, is the nation's oldest cutlery
manufacturer. Lamson & Goodnow started out as a scythe maker in
1837, on the Shelburne side of the Deerfield River. During the
Civil War, it had roughly 500 employees making bayonets for the
weapons of Union soldiers. M ost recently, the company developed a
line of quality barbecue tools sold by L.L. Bean, Williams-Sonoma,
Brookstone and Stoddards.
Lamson & Goodnow Manufacturing, Lamson and Goodnow, LLC, and
Lamson and Goodnow Retail, LLC, each filed separate Chapter 11
bankruptcy petitions (Bankr. D. Mass. Lead Case No. 14-30798) on
Aug. 15, 2014. Judge Henry J. Boroff presides over the cases.
Gary M. Weiner, Esq., at Weiner & Lange, P.C., serves as the
Debtors' bankruptcy counsel.
In its bankruptcy petition, Lamson & Goodnow Manufacturing
disclosed $1 million to $10 million in estimated assets and $1
million to $10 million in estimated debts.
LDR INDUSTRIES: Finds Buyer for Plumbing Business at $25.4 Million
------------------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that LDR Industries LLC, an importer, distributor,
and wholesaler of plumbing products, lined up an affiliate of Coda
Resources Ltd. to buy most assets, absent a higher bid at auction.
According to the report, the purchase price under the Coda
Resources contract is an estimated $25.4 million, including cash to
pay off secured lender JPMorgan Chase Bank NA and assumed
liabilities of some $6.5 million. The bankruptcy loan now requires
completion of the sale by Feb. 27, the report said.
About LDR Industries
For over 75 years, Chicago-based LDR Industries and its
predecessor
companies have engaged in the distribution of plumbing products to
the home improvement industry, including faucets, showers, sinks,
toilet seats and variety of other specialty lines such as
lead-free
valves.
LDR Industries, LLC, sought Chapter 11 protection (Bankr. N.D.
Ill.
Case No. 14-32138) in Chicago, Illinois on Sept. 2, 2014, with
plans to sell the business following a dispute with the U.S.
Customs.
The bankruptcy case is assigned to Honorable Judge Pamela S.
Hollis. The Debtor is represented by attorneys at Reed Smith LLP.
The Debtor disclosed $27,538,561 in assets and $29,751,647 in
liabilities as of the Chapter 11 filing.
LE CENTER: Moody's Upgrades Rating on $3.1MM GO Debt to Ba3
-----------------------------------------------------------
Moody's Investors Service has upgraded the rating on the City of Le
Center's (MN) general obligation debt to Ba3 from B1. The Ba3
rating applies to $3.1 million of Moody's rated general obligation
unlimited tax debt. The city has a total of $10.7 million of
general obligation debt outstanding. Moody's has concurrently
assigned a positive outlook.
Summary Rating Rationale
The upgrade to Ba3 reflects the city's improved financial position
due to two years of operating surpluses on an audited basis and an
estimated operating surplus in fiscal 2014. While the city's
General Fund reserves have substantially improved, they remain
small on a nominal basis. City management has also implemented a
long range financial management plan that provides ten year
forecasts of the city's cash fund balance. In addition, the city's
cash flow management has improved and borrowing is expected to be
significantly smaller in 2015.
Outlook
The positive outlook reflects our expectation that the city will
continue to generate positive financial results leading to
increased General Fund reserves and eliminating the need to cash
flow borrow in the near to medium term. Based on current
projections, the city estimates that it will meet its goal of 35%
of expenditures in reserve by the end of fiscal year 2018.
What Could Make The Rating Go Up
-- Continued progress in rebuilding fund balance and liquidity
levels
-- A sustained discontinuation of reliance on cash flow borrowing
for operations and debt service payments
-- Significant diversification and expansion of the city's tax
base
What Could Make The Rating Go Down
-- Weakening of the city's overall economic condition or further
declines in valuation
-- Operating deficits that further reduce already narrow
liquidity
-- Increased reliance on cash flow borrowing for operations or
debt service
-- Inability to make debt service payments on time and in full
Obligor Profile
Le Center is located is located approximately 50 miles southwest of
the Minneapolis-St. Paul metropolitan area (Minneapolis rated Aa1
stable; St. Paul rated Aa1 stable), and is the county seat of Le
Sueur County. The city's population as of the 2010 census was 2,499
people, and the city comprises an area of 1.5 square miles. The
city has 13 full-time, 15 part-time, and 20 seasonal employees.
Legal Security
All of the city's debt is secured by its general obligation pledge,
benefiting from an ad valorem property tax that is not limited by
rate or amount.
Use of Proceeds. Not applicable.
Principal Methodology
The principal methodology used in this rating was US Local
Government General Obligation Debt published in January 2014.
LEHMAN BROTHERS: Required to Keep Reserves for Disputed Claims
--------------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that U.S. Bankruptcy Judge Shelley C. Chapman issued
a ruling in the Lehman Brothers Holdings case that may have broader
implications if it's understood as meaning the defunct company must
retain reserves for disputed claims until the completion of appeals
from her decisions knocking out claims.
According to the report, Lehman took the position that the workers'
claims arising from restricted stock are automatically subordinated
to creditor claims under Section 510(b) of the Bankruptcy Code,
which requires that claims based on stock be paid only after
creditors are paid in full. Alternatively, Lehman said, the
workers have no claims, only the right to worthless stock, the
report related.
Lehman said on a Jan. 8 filing that it has no obligation to
maintain reserves on claims that Judge Chapman has knocked out,
although to avoid litigation, Lehman said, it's willing to keep
reserves for workers' claims until appeals are concluded, the
report added.
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.
As of Oct. 2, 2014, Lehman's total distributions to unsecured
creditors have amounted to $92.0 billion. As of Sept. 30, 2014,
the brokerage trustee has substantially completed customer claims
distributions, distributing more than $106 billion to 111,000
customers.
LIFE PARTNERS: Meeting of Creditors Set for March 20
----------------------------------------------------
The meeting of creditors of Life Partners Holdings, Inc. is set to
be held on March 20, at 9:30 a.m., according to a filing with the
U.S. Bankruptcy Court for the Northern District of Texas.
The meeting will be held at Fritz G. Lanham Federal Building, 819
Taylor Street, Room 7A24, in Fort Worth, Texas.
The court overseeing the bankruptcy case of a company schedules the
meeting of creditors usually about 30 days after the bankruptcy
petition is filed. The meeting is called the "341 meeting" after
the section of the Bankruptcy Code that requires it.
A representative of the company is required to appear at the
meeting and answer questions under oath. The meeting is presided
over by the U.S. trustee, the Justice Department's bankruptcy
watchdog.
About Life Partners
Headquartered in Waco, Texas, Life Partners Holdings, Inc. --
http://www.lphi.com/-- is a financial services company engaged in
the secondary market for life insurance known as life settlements.
Life Partners Holdings, Inc. sought protection under Chapter 11 of
the Bankruptcy Code on Jan. 20, 2015 (Bankr. N.D. Tex., Case No.
15-40289). The case is assigned to Judge Russell F. Nelms.
The Debtor's counsel is J. Robert Forshey, Esq., at Forshey &
Prostok, LLP.
LIFE PARTNERS: U.S. Trustee Forms Creditors' Committee
------------------------------------------------------
The U.S. Trustee for Region 6 appointed three creditors of Life
Partners Holdings, Inc. to serve on the official committee of
unsecured creditors.
The unsecured creditors' committee is composed of:
(1) Bert Scalzo
2917 Elmridge Drive
Flower Mound, Texas 75022
Phone: 469-693-3300
(2) Glenda Pirie
128 PR 4831
Newark, Texas 76071
Phone: 817-489-2334
(3) Adriana Atchley
235 Zachary Walk
Murphy, Texas 75094
Phone: 972-423-7146
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About Life Partners
Headquartered in Waco, Texas, Life Partners Holdings, Inc. --
http://www.lphi.com/-- is a financial services company engaged in
the secondary market for life insurance known as life settlements.
Life Partners Holdings, Inc. sought protection under Chapter 11 of
the Bankruptcy Code on Jan. 20, 2015 (Bankr. N.D. Tex., Case No.
15-40289). The case is assigned to Judge Russell F. Nelms.
The Debtor's counsel is J. Robert Forshey, Esq., at Forshey &
Prostok, LLP.
LOFINO PROPERTIES: Southland 75 Won't Pursue Hiring of Atty Kin
---------------------------------------------------------------
Southland 75 LLC, a debtor-affiliate of Lofino Properties LLC,
withdrew its request to employ Joshua M. Kin, Esq., as its attorney
filed in the U.S. Bankruptcy Court for the Southern District of
Ohio on Feb. 11, 2014.
Mr. Kin can be reached at:
Joshua M. Kin, Esq.
2700 Kettering Tower
Dayton, OH 45423
Tel: (937) 223-1130
Fax: (937) 223-0339
Email: jkin@pselaw.com
About Lofino Properties & Southland 75
Dayton, Ohio-based Lofino Properties, LLC, which owns retail
stores, sought bankruptcy protection (Bankr. S.D. Ohio Case No.
13-34099) on Oct. 4, 2013. Lofino Properties listed assets of
$19.91 million and liabilities of about $13.15 million.
A sister company, Southland 75 LLC, which owns a strip shopping
center, sought bankruptcy protection (Bankr. S.D. Ohio Case No.
13-34100) on the same day. Southland 75 listed assets of $8.09
million and liabilities of $5.62 million.
The Hon. Judge Lawrence S. Walter presides over the cases.
According to the petitions, attorneys at Pickrel, Schaeffer, and
Ebeling, in Dayton, Ohio, represent the Debtors as counsel. The
petitions were signed by Michael D. Lofino, managing member.
In re Southland 75, LLC, case no. 13-34100, has been substantively
consolidated on lead case no. 13-34099.
Henry E. Menninger, Jr., has been appointed the chapter 11 trustee,
and is represented by Raymond J. Pikna, Jr., Esq., at Wood &
Lamping LLP.
Attorneys for lender, First Financial Bank, N.A., can be reached at
Robert G. Sanker, Esq., and Jason V. Stitt, Esq., at Keating
Muething & Klekamp PLL.
Maria Mariano Guthrie, Esq., and Leon Friedberg, Esq., at Carlile
Patchen & Murphy, represent Jamie Hadac at Foresite Realty, as
Receiver.
Larry J. McClatchey, Esq., at Kegler Brown Hill + Ritter,
represents LCM Investments Management LLC.
GLICNY Real Estate Holding, LLC, is represented by Isaac M.
Gabriel, Esq., at Quarles & Brady LLP; and Gilbert E. Blomgren,
Esq., at Blomgren & Bobka Co., L.P.A.
LOGAN'S ROADHOUSE: S&P Lowers CCR to 'CCC'; Outlook Negative
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Logan's Roadhouse Inc. to 'CCC' from 'B-'. S&P removed
all ratings from CreditWatch, where it placed them with negative
implications on Nov. 21, 2014, to reflect the company's declining
liquidity and looming debt maturity on its revolving credit
facility. The outlook is negative.
At the same time, S&P lowered the issue-level rating on Logan's
$355 million senior secured notes to 'CCC' from 'B-'. S&P's '3'
recovery rating remains unchanged, reflecting S&P's expectation for
meaningful (50%-70%) recovery in the event of a payment default.
"The downgrade reflects our view that the company's capital
structure is unsustainable and its weak operating performance will
likely persist over the next 12 months, resulting in the company's
continued dependence on its revolver to make interest payment
obligations. The company had negative free cash flow for the past
three years, and we don't expect any improvement in the near term
despite the management's efforts to cut costs. Logan's remains
challenged in reversing negative guest traffic and same-store sales
trends as it deviates from its deep discounting strategy," said
credit analyst Samantha Stone. "Our ratings reflect a "vulnerable"
business risk profile, which we revised from "weak" to reflect the
company’s weakened competitive position relative to peers."
The negative outlook reflects S&P's belief that the capital
structure is unsustainable given S&P's expectation for operating
performance declines to persist in 2015. In S&P's view, the
company may not have sufficient liquidity to meet its near term
debt obligations if profit trends continue to decline or
accelerate.
Downside scenario
S&P could lower its ratings if it believes a default is inevitable
within the next six months. This could occur if continuous
operating performance erosion is worse than S&P's base-case
assumptions, causing further erosion in liquidity leading the
company to seek a restructuring of its capital structure.
Upside scenario
Although unlikely in 2015, a positive rating action would be
predicated on a substantial improvement in operating performance
from its initiatives to reverse negative guest traffic, such that
the company generates positive free cash flow and maintains
sufficient liquidity to meet debt obligations and operating needs,
while improving EBITDA interest coverage and lowering debt leverage
to more sustainable levels.
MEDIMPACT HOLDINGS: S&P Raises CCR to 'B' on Improved Leverage
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on San Diego-based pharmacy benefit manager MedImpact
Holdings Inc. to 'B' from 'B-.' The rating outlook is stable.
At the same time, S&P raised its issue-level rating on MedImpact's
existing senior secured notes to 'B' from 'B-'. The '3' recovery
rating on this debt is unchanged.
"The one-notch corporate credit rating upgrade reflects MedImpact's
outperformance in 2014 relative to our base-case forecasts,
primarily reflecting better-than expected volumes over the past
three quarters," said Standard & Poor's credit analyst Shannan
Murphy. As a result, adjusted leverage has declined to about 4x at
Sept. 30, 2014, from 5x at Dec. 31, 2013. This is a meaningful
deviation from our prior expectation that leverage would remain
around 5x over time. At the same time, S&P believes that the
company's growing scale will improve its leverage in negotiating
with pharmacies and pharmaceutical companies, which should allow
for further margin expansion. As a result, S&P expects MedImpact
to sustain FFO to total debt in the low- to midteens and leverage
between 3x and 4x. Based on the cash flow measures, S&P now assess
MedImpact's financial risk profile as "aggressive" (revised from
"highly leveraged").
The outlook on MedImpact Holdings Inc. is stable, reflecting S&P's
anticipation that cash flow measures will continue to gradually
improve, complemented by modest deleveraging that S&P expects will
result in leverage around 3.5x and FFO to debt in the midteens by
the end of 2015.
S&P could lower the rating if the company were to pursue a large,
debt-financed acquisition that resulted in leverage sustained above
5x for an extended period of time. Assuming a 10x multiple on
acquired EBITDA, we believe there is about $200 million in debt
capacity at the current rating.
S&P could raise the rating if improving margins resulted in FFO to
debt sustained above 20%, with leverage below 4x. This could occur
if EBITDA margins improved by more than 350 basis points above
S&P's base-case assumption. Equally importantly, S&P would need to
see positive changes to the company's governance such that S&P was
more confident that credit quality could not be imperiled by
noncore businesses or cash outflows to the controlling
shareholder.
MERRIMACK PHARMACEUTICALS: BlackRock Reports 6% Stake as of Dec. 31
-------------------------------------------------------------------
BlackRock, Inc., disclosed in a regulatory filing with the U.S.
Securities and Exchange Commission that as of Dec. 31, 2014, it
beneficially owned 7,263,231 shares of common stock of
Merrimack Pharmaceuticals Inc. representing 6.9 percent of the
shares outstanding. A full-text copy of the Schedule 13G is
available for free at http://is.gd/m0j5ZJ
About Merrimack
Cambridge, Mass.-based Merrimack Pharmaceuticals, Inc., a
biopharmaceutical company discovering, developing and preparing to
commercialize innovative medicines consisting of novel
therapeutics paired with companion diagnostics. The Company's
initial focus is in the field of oncology. The Company has five
programs in clinical development. In it most advanced program,
the Company is conducting a pivotal Phase 3 clinical trial.
Merrimack reported a net loss of $130.7 million in 2013, a net
loss of $91.8 million in 2012 and a net loss of $79.7 million in
2011.
The Company's balance sheet at Sept. 30, 2014, showed $188.60
million in total assets, $288.46 million in total liabilities,
$150,000 in non-controlling interest and a $99.71 million total
stockholders' deficit.
MERRIMACK PHARMACEUTICALS: Prudential No Longer a 5% Shareholder
----------------------------------------------------------------
Prudential Financial, Inc., disclosed in a regulatory filing with
the U.S. Securities and Exchange Commission that it has ceased to
be deemed the beneficial owner of more than 5% of the outstanding
common stock of Merrimack Pharmaceuticals Inc. As of Dec. 31,
2014, Prudential Financial beneficially owned 7,000 common shares.
A copy of the regulatory filing is available for free at:
http://is.gd/1wKOY3
About Merrimack
Cambridge, Mass.-based Merrimack Pharmaceuticals, Inc., a
biopharmaceutical company discovering, developing and preparing to
commercialize innovative medicines consisting of novel
therapeutics paired with companion diagnostics. The Company's
initial focus is in the field of oncology. The Company has five
programs in clinical development. In it most advanced program,
the Company is conducting a pivotal Phase 3 clinical trial.
Merrimack reported a net loss of $130.7 million in 2013, a net
loss of $91.8 million in 2012 and a net loss of $79.7 million in
2011.
The Company's balance sheet at Sept. 30, 2014, showed $188.60
million in total assets, $288.46 million in total liabilities,
$150,000 in non-controlling interest and a $99.71 million total
stockholders' deficit.
MF GLOBAL: Former Workers Get $3 Million for Vacation Pay
---------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that a bankruptcy judge has approved a settlement
under which former workers will share $3 million provided by the
trustee for MF Global Holdings Ltd.'s brokerage unit.
According to the report, the settlement resolves a $5 million claim
filed on behalf of all former workers for unused vacation days.
Each worker at most will be paid $11,725, the maximum for so-called
wage priority claims, the report related.
About MF Global
New York-based MF Global -- http://www.mfglobal.com/-- was one of
the world's leading brokers of commodities and listed derivatives.
MF Global provides access to more than 70 exchanges around the
world. The firm also was one of 22 primary dealers authorized to
trade U.S. government securities with the Federal Reserve Bank of
New York. MF Global's roots go back nearly 230 years to a sugar
brokerage on the banks of the Thames River in London.
On Oct. 31, 2011, MF Global Holdings Ltd. and MF Global Finance
USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y.
Case Nos. 11-15059 and 11-5058), after a planned sale to
Interactive Brokers Group collapsed. As of Sept. 30, 2011, MF
Global had $41,046,594,000 in total assets and $39,683,915,000 in
total liabilities.
On Nov. 7, 2011, the United States Trustee appointed the statutory
creditors' committee in the Debtors' cases. At the behest of the
Statutory Creditor's Committee, the Court directed the U.S.
Trustee to appoint a chapter 11 trustee. On Nov. 28, 2011, the
Bankruptcy Court entered an order approving the appointment of
Louis J. Freeh, Esq., of Freeh Group International Solutions, LLC,
as Chapter 11 trustee.
On Dec. 19, 2011, MF Global Capital LLC, MF Global Market Services
LLC and MF Global FX Clear LLC filed voluntary Chapter 11
petitions (Bankr. S.D.N.Y. Case Nos. 11-15808, 11-15809 and
11-15810). On Dec. 27, the Court entered an order installing Mr.
Freeh as Chapter 11 Trustee of the New Debtors.
On March 2, 2012, MF Global Holdings USA Inc. filed a voluntary
Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-10863), and Mr.
Freeh also was installed as its Chapter 11 Trustee.
Judge Honorable Martin Glenn presides over the Chapter 11 case.
J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric
Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve
as bankruptcy counsel. The Garden City Group, Inc., serves as
claims and noticing agent. The petition was signed by Bradley I.
Abelow, Executive Vice President and Chief Executive Officer of MF
Global Finance USA Inc.
The Chapter 11 Trustee has tapped (i) Freeh Sporkin & Sullivan
LLP, as investigative counsel; (ii) FTI Consulting Inc., as
restructuring advisors; (iii) Morrison & Foerster LLP, as
bankruptcy counsel; and (iv) Pepper Hamilton as special counsel.
The Official Committee of Unsecured Creditors has retained
Capstone Advisory Group LLC as financial advisor, while lawyers at
Proskauer Rose LLP serve as counsel.
The Securities Investor Protection Corporation commenced
liquidation proceedings against MF Global Inc. to protect
customers. James W. Giddens was appointed as trustee pursuant to
the Securities Investor Protection Act. He is a partner at Hughes
Hubbard & Reed LLP in New York.
Jon Corzine, the former New Jersey governor and co-CEO of
Goldman Sachs Group Inc., stepped down as chairman and chief
executive officer of MF Global just days after the bankruptcy
filing.
In April 2013, the Bankruptcy Court approved MF Global Holdings'
plan to liquidate its assets. Bloomberg News reported that the
court-approved disclosure statement initially told
creditors with $1.134 billion in unsecured claims against the
parent holding company why they could expect a recovery of 13.4%
to 39.1% from the plan. As a consequence of a settlement with
JPMorgan, supplemental materials informed unsecured creditors
their recovery was reduced to the range of 11.4% to 34.4%. Bank
lenders will have the same recovery on their $1.174 billion claim
against the holding company. As a consequence of the settlement,
the predicted recovery became 18% to 41.5% for holders of $1.19
billion in unsecured claims against the finance subsidiary,
one of the companies under the umbrella of the holding company
trustee. Previously, the predicted recovery was 14.7% to 34% on
bank lenders' claims against the finance subsidiary.
MORGANS HOTEL: Brian Taylor Reports 9.4% Stake as of Dec. 31
------------------------------------------------------------
Brian Taylor and Pine River Capital Management L.P. disclosed in a
regulatory filing with the U.S. Securities and Exchange Commission
that as of Dec. 31, 2014, they beneficially owned 3,239,521 shares
of common stock of Morgans Hotel Group Co. representing 9.4 percent
of the shares outstanding. A full-text copy of the regulatory
filing is available at http://is.gd/UHbUbr
About Morgans Hotel Group
Based in New York, Morgans Hotel Group Co. (Nasdaq: MHGC) --
http://www.morganshotelgroup.com/-- is widely credited as the
creator of the first "boutique" hotel and a continuing leader of
the hotel industry's boutique sector. Morgans Hotel Group
operates and owns, or has an ownership interest in, Morgans,
Royalton and Hudson in New York, Delano and Shore Club in South
Beach, Mondrian in Los Angeles and South Beach, Clift in San
Francisco, Ames in Boston, and Sanderson and St Martins Lane in
London. Morgans Hotel Group and an equity partner also own the
Hard Rock Hotel & Casino in Las Vegas and related assets. Morgans
Hotel Group also manages hotels in Isla Verde, Puerto Rico and
Playa del Carmen, Mexico. Morgans Hotel Group has other property
transactions in various stages of completion, including projects
in SoHo, New York and Palm Springs, California.
Morgans Hotel has been in the red the past five years. It
reported a net loss attributable to common stockholders of $57.48
million on $236.48 million of total revenues for the year ended
Dec. 31, 2013, as compared with a net loss attributable to common
stockholders of $66.81 million on $189.91 million of total
revenues in 2012. Morgans Hotel posted a net loss of $87.95
million on $207.33 million of total revenues in 2011, a net loss
of $83.64 million on $236.37 million of total revenues in 2010,
and a net loss of $101.60 million on $225.05 million of total
revenues in 2009.
MORGANS HOTEL: Investors Designate Bradford Nugent as Director
--------------------------------------------------------------
The Yucaipa Parties sent a letter to Morgans Hotel Group Co.
designating Mr. Bradford Nugent as their nominee to the Company's
board of directors.
According to a regulatory filing with the U.S. Securities and
Exchange Commission, Ronald W. Burkle, Yucaipa American Management,
LLC, Yucaipa American Funds, LLC, et al., beneficially owned
12,522,367 shares of common stock of Morgans Hotel representing
26.7 percent of the shares outstanding.
A full-text copy of the regulatory filing is available at:
http://is.gd/U4u4sC
About Morgans Hotel Group
Based in New York, Morgans Hotel Group Co. (Nasdaq: MHGC) --
http://www.morganshotelgroup.com/-- is widely credited as the
creator of the first "boutique" hotel and a continuing leader of
the hotel industry's boutique sector. Morgans Hotel Group
operates and owns, or has an ownership interest in, Morgans,
Royalton and Hudson in New York, Delano and Shore Club in South
Beach, Mondrian in Los Angeles and South Beach, Clift in San
Francisco, Ames in Boston, and Sanderson and St Martins Lane in
London. Morgans Hotel Group and an equity partner also own the
Hard Rock Hotel & Casino in Las Vegas and related assets. Morgans
Hotel Group also manages hotels in Isla Verde, Puerto Rico and
Playa del Carmen, Mexico. Morgans Hotel Group has other property
transactions in various stages of completion, including projects
in SoHo, New York and Palm Springs, California.
Morgans Hotel has been in the red the past five years. It
reported a net loss attributable to common stockholders of $57.48
million on $236.48 million of total revenues for the year ended
Dec. 31, 2013, as compared with a net loss attributable to common
stockholders of $66.81 million on $189.91 million of total
revenues in 2012. Morgans Hotel posted a net loss of $87.95
million on $207.33 million of total revenues in 2011, a net loss
of $83.64 million on $236.37 million of total revenues in 2010,
and a net loss of $101.60 million on $225.05 million of total
revenues in 2009.
MORGANS HOTEL: Unit Completes Sale of 90% Interest in TLG
---------------------------------------------------------
Morgans Group LLC, a subsidiary of Morgans Hotel Group Co., closed
the previously disclosed sale of its 90% interest in TLG
Acquisition LLC pursuant to the Equity Purchase Agreement, dated
Dec. 16, 2014. Morgans Group received approximately $32.8 million
of net proceeds at closing, according to a regulatory filing with
the U.S. Securities and Exchange Commission.
About Morgans Hotel Group
Based in New York, Morgans Hotel Group Co. (Nasdaq: MHGC) --
http://www.morganshotelgroup.com/-- is widely credited as the
creator of the first "boutique" hotel and a continuing leader of
the hotel industry's boutique sector. Morgans Hotel Group
operates and owns, or has an ownership interest in, Morgans,
Royalton and Hudson in New York, Delano and Shore Club in South
Beach, Mondrian in Los Angeles and South Beach, Clift in San
Francisco, Ames in Boston, and Sanderson and St Martins Lane in
London. Morgans Hotel Group and an equity partner also own the
Hard Rock Hotel & Casino in Las Vegas and related assets. Morgans
Hotel Group also manages hotels in Isla Verde, Puerto Rico and
Playa del Carmen, Mexico. Morgans Hotel Group has other property
transactions in various stages of completion, including projects
in SoHo, New York and Palm Springs, California.
Morgans Hotel has been in the red the past five years. It
reported a net loss attributable to common stockholders of $57.48
million on $236.48 million of total revenues for the year ended
Dec. 31, 2013, as compared with a net loss attributable to common
stockholders of $66.81 million on $189.91 million of total
revenues in 2012. Morgans Hotel posted a net loss of $87.95
million on $207.33 million of total revenues in 2011, a net loss
of $83.64 million on $236.37 million of total revenues in 2010,
and a net loss of $101.60 million on $225.05 million of total
revenues in 2009.
MT. LAUREL LODGING: Chapter 11 Case Dismissed
---------------------------------------------
Judge Robyn L. Moberly has dismissed the Chapter 11 case of Mt.
Laurel Lodging Associates, LLP.
As reported in the January 19, 2015 edition of the Troubled Company
Reporter, Mt. Laurel Lodging related that after more than a year of
operating in Chapter 11 and litigation with its secured lender, it
has formulated an exit strategy that will maximize the value of its
estate for the benefit of all creditors and eliminate the need for
any further costly and risky litigation. The Debtor arranged to
refinance its secured debt with a third-party lending source and to
pay all of its other creditors in full. The Debtor however said it
cannot implement its reorganization while in Chapter 11 because
traditional lending sources are unwilling to provide the necessary
financing while it remains in Chapter 11. Accordingly, the Debtor
sought an order dismissing its Chapter 11 case so that it can
execute its restructuring for the benefit of all creditors.
About Mt. Laurel Lodging Associates
Mt. Laurel Lodging Associates, LLP and its debtor-affiliates filed
for separate Chapter 11 protection (Bankr. S.D. Ind. Lead Case No.
13-11697) on Nov. 4, 2013. The debtor-affiliates are Ontario
Lodging Associates, LLC; Riverside Lodging Associates, LLC;
Rosenburg Lodging Associates, LLP; Tampa Palms Lodging Associates,
LLP; Titusville Lodging Associates, LLP; and Conroe Lodging
Associates, LLP.
U.S. Bankruptcy Judge Robyn L. Moberly presides over the case.
David M. Neff, Esq., and Brian A. Audette, Esq., at Perkins Coie
LLP, and Andrew T. Kight, Esq., at Taft, Stettinius & Hollister
LLP
represent the Debtor in their restructuring efforts.
The National Republic Bank of Chicago is represented by Bose
McKinney & Evans LLP and Stark & Stark, PC.
The Debtor estimated assets and debts at $10 million to
$50 million. The petitions were signed by Bharat Patel, general
partner.
NATIONAL CINEMEDIA: BlackRock Reports 5% Stake as of Dec. 31
------------------------------------------------------------
BlackRock, Inc., disclosed in an amended Schedule 13G filed with
the U.S. Securities and Exchange Commission that as of Dec. 31,
2014, it beneficially owned 3,419,012 shares of common stock of
National Cinemedia Inc. representing 5.6 percent of the shares
outstanding. A copy of the regulatory filing is available at:
http://is.gd/WRX3u4
About National CineMedia
National CineMedia, Inc., is the holding company of National
CineMedia, LLC. NCM LLC operates the largest digital in-theatre
network in North America, allowing NCM to distribute advertising,
Fathom entertainment programming events and corporate events under
long-term exhibitor services agreements with American Multi-Cinema
Inc., a wholly owned subsidiary of AMC Entertainment Inc.; Regal
Cinemas, Inc., a wholly owned subsidiary of Regal Entertainment
Group; and Cinemark USA, Inc., a wholly owned subsidiary of
Cinemark Holdings, Inc. NCM LLC also provides such services to
certain third-party theater circuits under "network affiliate"
agreements, which expire at various dates.
As of Sept. 25, 2014, National CineMedia had $994 million in
total assets, $1.19 billion in total liabilities and a $200.2
million total deficit.
* * *
As reported by the TCR on March 24, 2011, Standard & Poor's
Ratings Services raised its corporate credit ratings on
Centennial, Colorado-based National CineMedia Inc. and
operating subsidiary National CineMedia LLC (which S&P analyzes on
a consolidated basis) to 'BB-' from 'B+'. "The 'BB-' corporate
credit rating reflects S&P's expectation that NCM's EBITDA growth
will enable the company to continue to de-lever over the
intermediate term despite its aggressive dividend policy," said
Standard & Poor's credit analyst Jeanne Shoesmith.
NATROL INC: Judge Extends Deadline to Remove Suits to May 7
-----------------------------------------------------------
U.S. Bankruptcy Judge Brendan Linehan Shannon has given Leaf123
Inc., formerly known as Natrol Inc., until May 7 to file notices of
removal of lawsuits involving the company and its affiliates.
About Natrol, Inc.
Headquartered in Chatsworth, Calif., Natrol, Inc. --
http://www.natrol.com-- is a wholly owned subsidiary of Plethico
Pharmaceuticals Limited. Plethico Pharmaceuticals Limited (BSE:
532739. BO: PLETHICO) engages in the manufacturing, marketing and
distribution of pharmaceutical and allied healthcare products
around the world. Natrol products are made in the U.S. Established
in 1980, Natrol, Inc. has been a global leader in the nutrition
industry, and a trusted manufacturer and marketer of a superior
quality of herbs and botanicals, multivitamins, specialty
and sports nutrition supplements made to support health and
wellness throughout all ages and stages of life. Natrol products
are available in health food stores, drug and grocery stores, and
mass-market retailers, and through Natrol.com and other online
retailers. Natrol distributes products nationally through more
than 54,000 retailers as well as internationally in over 40 other
countries through distribution partners.
Natrol, Inc., and its six affiliates sought bankruptcy protection
on June 11, 2014 (Case No. 14-11446, Bankr. D. Del.). The case is
assigned to Judge Brendan Linehan Shannon. The Debtors are
represented by Robert A. Klyman, Esq., and Samuel A. Newman, Esq.,
at GIBSON, DUNN & CRUTCHER LLP, in Los Angeles, California; and
Michael R. Nestor, Esq., Maris J. Kandestin, Esq., and Ian J.
Bambrick, Esq., at YOUNG CONAWAY STARGATT & TAYLOR, LLP, in
Wilmington, Delaware. The Debtors' Claims and Noticing Agent is
EPIQ SYSTEMS INC.
The Debtors requested that the Court approve the employment of (i)
Jeffrey C. Perea of the firm Conway MacKenzie Management Services,
LLC as chief financial officer and for CMS to provide temporary
employees to assist Mr. Perea in carrying out his duties; (ii)
Stephen P. Milner of the firm Squar, Milner, Peterson, Miranda &
Williamson LLP as chief restructuring officer and for CMS to
provide temporary employees to assist Mr. Milner in carrying out
his duties; (iv) BDO USA, LLP as auditor; (v) TaxGroup Partners as
tax services provider.
The U.S. Trustee for Region 3 appointed five creditors of Natrol,
Inc. to serve on the official committee of unsecured creditors.
The Committee tapped to retain Otterbourg P.C. as lead counsel;
(ii) Pepper Hamilton LLP as Delaware counsel; and (iii) CMAG as
financial advisors.
OMNICOMM SYSTEMS: Guus Kesteren Reports 5% Stake as of Dec. 31
--------------------------------------------------------------
Guus van Kesteren disclosed in a regulatory filing with the U.S.
Securities and Exchange Commission that as of Dec. 31, 2014, he
beneficially owned 4,647,410 shares of common stock of Omnicomm
Systems, Inc., representing 5 percent of the shares outstanding.
A copy of the regulatory filing is available at:
http://is.gd/yinerQ
About OmniComm Systems
Ft. Lauderdale, Fla.-based OmniComm Systems, Inc., is a healthcare
technology company that provides Web-based electronic data capture
("EDC") solutions and related value-added services to
pharmaceutical and biotech companies, clinical research
organizations, and other clinical trial sponsors principally
located in the United States and Europe.
OmniComm Systems reported a net loss attributable to common
stockholders of $3.36 million in 2013, following a net loss
attributable to common stockholders of $8.06 million in 2012.
As of Sept. 30, 2014, the Company had $5.93 million in total
assets, $36.80 million in total liabilities and a $30.87 million
total shareholders' deficit.
"The ability of the Company to continue in existence is dependent
on its having sufficient financial resources to bring products and
services to market for marketplace acceptance. As a result of our
historical operating losses, negative cash flows and accumulated
deficits for the period ending September 30, 2014 there is
substantial doubt about the Company's ability to continue as a
going concern," the Company stated in its quarterly report for the
period ended Sept. 30, 2014.
ONE FOR THE MONEY: Seeks to Employ DelBello Firm as Counsel
-----------------------------------------------------------
One for the Money, LLC, seeks authority from the U.S. Bankruptcy
Court for the Southern District of New York to employ DelBello
Donnellan Weingarten Wise & Wiederkehr, LLP, as its attorneys.
The professional services the DelBello Firm will render to the
Debtor includes the following:
(a) To give advice to the Debtor with respect to its powers,
duties and responsibilities as a Debtor-in-Possession and
the continued management of its property and affairs.
(b) To negotiate with creditors of the Debtor and work out a
plan of reorganization and take the necessary legal steps
in order to effectuate such a plan including, if need be,
negotiations with the creditors and other
parties-in-interest.
(c) To prepare the necessary answers, orders, reports and other
legal papers required for the Debtor's protection from its
creditors under Chapter 11 of the Bankruptcy Code.
(d) To appear before the Bankruptcy Court to protect the
interest of the Debtor and to represent the Debtor in all
matters pending before the Court.
(e) To attend meetings and negotiate with representatives of
creditors and other parties in interest.
(f) To advise the Debtor in connection with any potential
refinancing of secured debt, if necessary, and any
potential sale of its assets.
(g) To represent the Debtor in connection with obtaining post
petition financing, if necessary.
(h) To take any necessary action to obtain approval of a
disclosure statement and confirmation of a plan of
reorganization.
(i) To perform all other legal services for the Debtor which
may be necessary for the preservation of the Debtor's
estate and to promote the best interests of the Debtor, its
creditors and its estate.
Subject to Court approval, compensation will be paid to the
DelBello Firm for services provided on an hourly basis plus
reimbursement of actual, necessary expenses incurred. The DelBello
Firm's 2015 hourly rates for matters related to the Debtor's
Chapter 11 proceedings are as follows:
Partners $375.00 to $575.00
Associates $350.00
Paraprofessionals $175.00
The DelBello Firm received a prepetition retainer payment in
conjunction with the filing of the Chapter 11 case in the amount of
$20,000 from Anthony M. Marano, Managing Member of the Debtor, with
an additional $5,000 to be paid by Mr. Marano on or before February
4, 2015. None of the prepetition retainer was paid towards or on
account of any antecedent debt owed to the DelBello Firm by the
Debtor within the 11 U.S.C. Section 547 period.
The firm assures the Court that it 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.
One For The Money, LLC, sought Chapter 11 bankruptcy protection
(Bankr. S.D.N.Y. Case No. 15-10188) in Manhattan on Jan. 28, 2015,
without stating a reason. The petition was signed by Anthony M.
Marano as managing member. The Debtor estimated assets and
liabilities of $10 million to $50 million.
Jonathan S. Pasternak and the law firm of DelBello Donnellan
Weingarten Wise & Wiederkehr, LLP, in White Plains, New York, has
been tapped as counsel.
The Debtor's schedules of assets and liabilities and statement of
financial affairs are due Feb. 11, 2015. The Debtor's Chapter 11
plan is due by Nov. 24, 2015.
The Debtor is owned by the Maranos and the Galassos. The largest
shareholder is Anthony C. Marano, who owns 42 percent.
ONE SOURCE: Hires EJC Ventures as Financial Consultant
------------------------------------------------------
One Source Industrial Holdings, LLC and One Source Industrial, LLC
seek authorization from the Hon. Russell F. Nelms of the U.S.
Bankruptcy Court for the Northern District of Texas to employ EJC
Ventures LP as financial consultant effective as of Dec. 31, 2014.
The Debtors require EJC Ventures to:
(a) develop, manage and update the corporate budge/economic
model for them;
(b) assist in preparing for and packaging low end assets for
sale;
(c) assist in preparing bankruptcy schedules and periodic
reporting required during the reorganization process;
(d) assist in preparing for, evaluating, proposing,
negotiating, and executing a plan of reorganization on
behalf of the Debtors;
(e) assist in preparing for, negotiating, and executing
amendments to existing credit facilities; and
(f) assist in Strategic Transactions.
EJC Ventures will be paid at these hourly rates:
John P. Boylan, Financial Consultant $200
Roy C. Jageman, Financial Consultant $200
Jodi Brown, Associate $100
EJC Ventures will also be reimbursed for reasonable out-of-pocket
expenses incurred.
EJC Ventures will receive an initial retainer of $7,000 to be paid
by the Debtors upon the Court's approval of this application.
John Boylan, member of EJC Ventures, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.
EJC Ventures can be reached at:
EJC VENTURES, LP
801 Travis St., Suite 1425
Houston, TX 77002
About One Source Industrial
One Source Industrial Holdings, LLC, and One Source Industrial LLC
are both limited liability companies that are part of a corporate
family of affiliated companies.
One Source Industrial Holdings holds equipment utilized by various
related entities which provide rental equipment and industrial
services to businesses in the oil and gas, refining, manufacturing,
pipeline, shipping, and construction industries. The types of
equipment possessed by One Source include, e.g., hazardous material
transportation vehicles, frac tanks, tank trailers, barrel mix tank
and vacuum tankers, air machines, and waste and other industrial
boxes and tanks. Industrial provides executive management,
accounting, and overhead services for Holdings.
One Source Holdings sought Chapter 11 bankruptcy protection (Bankr.
N.D. Tex. Case No. 14-44996) in Ft. Worth, Texas, on Dec. 16, 2014.
One Industrial sought Chapter 11 bankruptcy protection (Bankr.
N.D. Tex. Case No. 15-400038) on Jan. 4, 2015.
Holdings' case is assigned to Judge Russell F. Nelms.
The Debtors each estimated $10 million to $50 million in assets and
debt.
The Debtors are represented by J. Robert Forshey, Esq., and Suzanne
K. Rosen, Esq., at Forshey & Prostok, LLP, in Ft. Worth, Texas.
No creditor's committee has been appointed in the cases. Further,
no trustee or examiner has been requested or appointed in the
Debtors' Chapter 11 cases.
ONE SOURCE: Taps SSG and Chiron Financial Group as Advisors
-----------------------------------------------------------
One Source Industrial Holdings, LLC and One Source Industrial, LLC
seek authorization from the Hon. Russell F. Nelms of the U.S.
Bankruptcy Court for the Northern District of Texas to employ SSG
Advisors, LLC and Chiron Financial Group, Inc. (collectively the
"Advisors") as investment bankers, as of the Dec. 16, 2014 petition
date.
As set forth in the Engagement Agreement, the Advisors will provide
the following services to the Debtors:
(a) Financing. The Advisors' role in connection with the
Financing will include the following:
- preparing an information memorandum describing the
Debtors, their historical performance and prospects,
including existing contracts, marketing and sales, labor
force, management, and financial projections;
- assisting the Debtors in compiling a data room of any
necessary and appropriate documents related to the
Financing;
- assisting the Debtors in developing a list of suitable
potential lenders who will be contacted on a discreet and
confidential basis after approval by the Debtors;
- coordinating the execution of confidentiality agreements
for potential lenders wishing to review the information
memorandum;
- assisting the Debtors in coordinating site visits for
interested lenders and working with the management team
to develop appropriate presentations for such visits;
- soliciting competitive offers from potential lenders;
- advising and assisting the Debtors in structuring the
Financing and negotiating the lending agreements; and
- otherwise assisting the Debtors and their other
professionals, as necessary, through closing on a best
efforts basis.
(b) Restructuring. The Advisors' role in connection with a
Restructuring will include the following:
- preparing an information memorandum describing the
Debtors' business, its historical performance and
prospects, including existing contracts, marketing, and
sales, labor force, management, and financial
projections;
- negotiating and assisting the Debtors' counsel in
reviewing secured debt documents and meeting with lenders
and lessors regarding long-term extension agreements with
the Debtors to facilitate the current run rate EBITDA;
- advising and working a plan on tax payouts and other
fiduciary payments;
- working with critical vendors to secure alternatives and
credit;
- assisting in developing a plan for the payment of the
claims of general unsecured creditors; and
- otherwise assisting the Debtors and their other
professionals, as necessary, through closing on a best
efforts basis.
(c) Sale. The Advisors' role in connection with a Sale would
include the following:
- preparing an information memorandum describing the
Debtors, their historical performance and prospects,
including existing contracts, marketing and sales, labor
force, and management and anticipated financial results
of the Company;
- assisting the Debtors in developing a list of suitable
potential buyers who be contacted on a discreet and
confidential basis after approval by the Debtors;
- coordinating the execution of confidentiality agreements
for potential buyers wishing to review the information
memorandum;
- assisting the Debtors in coordinating site visits for
interested buyers and working with the management team to
develop appropriate presentations for such visits;
- soliciting competitive offers from potential buyers;
- advising and assisting the Debtors in structuring the
transaction and negotiating the transaction agreements;
and
- otherwise assisting the Debtors, their attorneys and
accountants, as necessary, through closing on a best
efforts basis.
The Engagement Agreement proposes to pay for the Advisors' services
in this manner:
1. Initial Fee. The Advisors received an initial fee of $10,000
from the Debtors prior to the Debtors' bankruptcy filing. 100% of
the Initial Fee will be credited against the "Transaction Fees,"
which are defined in the Engagement Agreement to include any
Financing Fee, Sale Fee or Restructuring Fee.
2. Monthly Fees. The Advisors will receive these monthly fees:
$10,000 per month payable on the first of each month from the
Debtors beginning on February 1, 2015 and continuing monthly
thereafter for the balance of the Engagement Term. The Monthly
Fees will also be credited against any Transaction Fees.
3. Financing Fee. Upon the closing of a Financing Transaction,
the Advisors shall be entitled to a Financing Fee equal to the
greater of (a) $450,000 or (b) (i) 2% of any Senior Debt raised,
plus (ii) 3% of any Tranche B raised, 4% of any Traditional
Subordinated Debt raised, or 5% of any Equity raised. SSG will
also be entitled to receive an additional Financing Fee calculated
using the foregoing formula if the amount of financing from a
financing source obtained during the term of the Engagement
Agreement is increased within 12 months of the first closing of any
Financing. Despite the foregoing, no Financing Fee will apply to
any Financing less than or equal to $3 million. Finally in the
event the Financing is greater than $3 million but less than $5
million, the Financing Fee set forth in section (a) above will be
reduced from $450,000 to $150,000.
4. Restructuring Fee: Upon the closing of a Restructuring
Transaction, the Advisors are entitled to a fee in the amount of
$200,000.
5. Sale Fee. The Advisors shall be entitled to a fee equal to
the greater of (a) $450,000 or (b) 3% of the Total Consideration up
to $30 million and 4% of the Total Consideration greater than $30
million and less than $45 million and 5% of the Total Consideration
in excess of $45 million.
In the event, the Advisors are entitled to more than one of the
Transaction Fees, the maximum total Transaction Fees payable to the
Advisors shall not exceed $900,000 in the aggregate as between the
Engagement Agreement with the Debtors and the Non-Debtor Engagement
Agreement between the Advisors and the Operating Affiliates and SJ
Industries LLC dated Dec. 31, 2014.
In addition to the Initial Fee, Monthly Fees, and Transaction Fees,
the Engagement Agreement provides that the Advisors will be
entitled to reimbursement for all of their reasonable out-of-pocket
expenses incurred in connection with their engagement by the
Debtors not to exceed $7,500 unless agreed to in writing by the
Debtor.
Mark E. Chesen, a managing director of SSG Advisors and Jay
Krasoff, managing director at Chiron Financial, assured the Court
that the Firms are "disinterested persons" as the term is defined
in Section 101(14) of the Bankruptcy Code and do not represent any
interest adverse to the Debtors and their estates.
The Advisors can be reached at:
Five Tower Bridge, Suite 420
300 Barr Harbor Drive
West Conshohocken, PA 19428
Tel: (610) 940-1094
Fax: (610) 940-3875
About One Source Industrial
One Source Industrial Holdings, LLC, and One Source Industrial LLC
are both limited liability companies that are part of a corporate
family of affiliated companies.
One Source Industrial Holdings holds equipment utilized by various
related entities which provide rental equipment and industrial
services to businesses in the oil and gas, refining, manufacturing,
pipeline, shipping, and construction industries. The types of
equipment possessed by One Source include, e.g., hazardous material
transportation vehicles, frac tanks, tank trailers, barrel mix tank
and vacuum tankers, air machines, and waste and other industrial
boxes and tanks. Industrial provides executive management,
accounting, and overhead services for Holdings.
One Source Holdings sought Chapter 11 bankruptcy protection (Bankr.
N.D. Tex. Case No. 14-44996) in Ft. Worth, Texas, on Dec. 16, 2014.
One Industrial sought Chapter 11 bankruptcy protection (Bankr.
N.D. Tex. Case No. 15-400038) on Jan. 4, 2015.
Holdings' case is assigned to Judge Russell F. Nelms.
The Debtors each estimated $10 million to $50 million in assets and
debt.
The Debtors are represented by J. Robert Forshey, Esq., and Suzanne
K. Rosen, Esq., at Forshey & Prostok, LLP, in Ft. Worth, Texas.
No creditor's committee has been appointed in the cases. Further,
no trustee or examiner has been requested or appointed in the
Debtors' Chapter 11 cases.
OPTIM ENERGY: Has Until June 9 to File Plan
-------------------------------------------
Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the
District of Delaware further extended Optim Energy, LLC, et al.'s
exclusive plan filing period through and including June 9, 2015,
and their exclusive solicitation period through and including
Aug. 10, 2015.
As previously reported by The Troubled Company Reporter, the
Debtors stated that since entry of the Second Exclusivity
Order, they have devoted significant resources and efforts to,
among other things, formulating potential restructuring strategies
for their remaining principal assets, their interests in the Cedar
Bayou Plant and the Altura Cogen Plant, including the potential
sale of the Gas Plant Portfolio under a Chapter 11 plan of
reorganization. The Debtors commenced a full marketing process for
the Gas Plant Portfolio in November 2014, from which several
interested parties submitted proposals to purchase the Debtors'
assets. The Debtors tell the Court that they are in the midst of
evaluating these proposals and engaging in further diligence
discussions with certain parties, which will take additional time
before coming to full conclusion, and will determine the final
terms of any plans they will file.
In addition, the Debtors contend that extension of the Exclusive
Periods is a condition to obtaining an extension of the DIP
Facility, which otherwise matures on Feb. 12, 2015. William M.
Alleman, Jr., Esq., at Morris, Nichols, Arsht & Tunnell LLP, in
Wilmington, Delaware, relates that the Debtors are currently in
discussions with the DIP Lender regarding the initial three-month
extension contemplated by the DIP Facility. To the extent that the
requested exclusivity extension is granted, the DIP Lender has
agreed to consent to the three-month extension of the maturity
date, Mr. Alleman says.
Under the DIP Loan, the Debtors are required, no later than
Jan. 30, 2015, to deliver to the Lenders either (a) a draft Plan of
Reorganization and Disclosure Statement (b) a Sale Proposal
acceptable to the Majority Lenders in their reasonable discretion.
The Debtors are required, no later than Feb. 9, 2015, to file the
Plan and Disclosure Statement or file a sale and bidding procedures
motion relating to the Sale Proposal with the Bankruptcy Court.
The Debtors are given no later than Feb. 12, 2015, to obtain
confirmation by the Bankruptcy Court of the Plan and attain the
effective date thereof or consummate the sale contemplated by the
Sale Proposal; provided, however, that if the Plan or the Sale
Proposal has been filed, and the Extension has been elected by the
Debtor and consented by the Majority Lenders in writing, the
Milestone deadline will be 15 months from the Petition Date.
About Optim Energy
Optim Energy, LLC, and its affiliates are power plant owners
principally engaged in the production of energy in Texas's
deregulated energy market. Optim owns and operates three power
plants in eastern Texas: the Twin Oaks plant in Robertson County,
Texas, the Altura Cogen plant in Harris County, Texas and the
Cedar Bayou plant in Chambers County, Texas. The Altura and Cedar
Bayou plants are fueled by natural gas, and the third is coal-
fired.
Optim Energy and its affiliates sought Chapter 11 protection from
creditors (Bankr. D. Del. Lead Case No. 14-10262) on Feb. 12,
2014.
The Debtors have tapped Bracewell & Giuliani LLP and Morris,
Nichols, Arsht & Tunnell LLP as attorneys; Protiviti Inc. as
restructuring advisors; and Prime Clerk LLC as claims agent.
Optim Energy, LLC scheduled $6.95 million in assets and
$717 million in liabilities. Optim Energy Cedar Bayou 4, LLC,
disclosed $184 million in assets and $718 million in liabilities
as
of the Chapter 11 filing. The Debtors have $713 million of
outstanding principal indebtedness.
On Feb. 27, 2014, Roberta A. DeAngelis, U.S. Trustee for Region 3,
notified the Bankruptcy Court that she was unable to appoint an
official committee of unsecured creditors in the Debtors' cases.
The U.S. Trustee explained that there were insufficient responses
to her communication/contact for service on the committee.
PARADIGM ELIZABETH: Case Wasn't Filed in Bad Faith, NJ Judge Says
-----------------------------------------------------------------
Bankruptcy Judge Donald H. Steckroth tossed the request of Osprey
Investments, LLC and Empire TFI Jersey Holdings, LLC to dismiss the
chapter 11 petition filed by Paradigm Elizabeth, LLC, as a bad
faith filing pursuant to 11 U.S.C. Sec. 1112(b). The Creditors
assert that the Petition was filed in bad faith because the Debtor
is a non-operating entity with no valid reorganizational purpose
and that the filing was made merely to prevent the state law
collection efforts of Osprey and Empire.
Paradigm Elizabeth was formed as a special purpose vehicle to take
title to these properties of Tern Landing Development, LLC:
-- Block 1, Lot 1380.G7, also known as 631 Kapowski Road,
Elizabeth, New Jersey ("Lot G7"), and
-- Block 1, Lot 1380.G8 also known as 581 Kapowski Road,
Elizabeth New Jersey ("Lot G8").
The properties secured $14 million in loans that Mercury Credit
Corporation extended to Tern Landing in 2006. The loan was
supposed to help fund the development of a 31-acre commercial and
residential real estate project along the New Jersey Turnpike in
Elizabeth, New Jersey. Due to the real estate downturn, Tern
Landing experienced financial difficulties and failed to make
payments on its property taxes and various mortgages.
In 2007, Mercury merged with Paradigm Capital Group, LLC, and PCG,
as successor by merger to Mercury, filed a complaint to foreclose
on the Properties in the Superior Court of New Jersey in August
2009. A foreclosure judgment was entered in favor of PCG, and, at
a sheriff's sale of the Properties conducted on January 11, 2012,
PCG was the lone bidder with a bid of $100.
On January 25, 2012, a Sheriff's deed was issued conveying title in
the Properties to the Debtor. The Sheriff's Deed was recorded on
June 26, 2013, six months later.
Due to Tern Landing's failure to pay 2008 and 2009 real estate
taxes on the Properties, a public tax sale was conducted on June 7,
2010. Alterna Tax Certificate Fund purchased the tax sale
certificate for Lot G7 for $125,682.05 and shortly thereafter
assigned it to FNA Jersey Lien Services, LLC. FNA filed a tax sale
foreclosure complaint in November 2012, listing PCG, but not the
Debtor, as a defendant.
On May 2, 2014, the G7 Tax Sale Certificate was assigned to Osprey.
Although Osprey obtained a final judgment of foreclosure, the
judgment was later vacated and the Debtor retained title to Lot
G7.
US BNK CUST EMPIRE TAX FUND I purchased the tax sale certificate
for Lot G8 for $145,414.10. US BNK filed a tax sale foreclosure
complaint in July 2012 and amended the complaint in April 2013 to
add the Debtor and PCG as defendants. US BNK assigned the G8 Tax
Sale Certificate to Empire on May 23, 2014. On July 17, 2014, a
final judgment of foreclosure was entered in favor of Empire, and
title to Lot G8 was conveyed to Empire.
The Debtor filed a chapter 11 bankruptcy Petition (Bankr. D. N.J.
Case No. 14-24901) on July 21, 2014, as a single asset real estate
company. The Debtor admits that the purpose of the filing was to
stay the tax sale foreclosure action on Lot G7 and to avoid the
final foreclosure judgment in favor of Empire and recover Lot G8
for the benefit of the estate and its creditors.
The Debtor's liabilities include Osprey's tax sale certificate, the
City of Elizabeth, the unsecured claims of the Debtor's
pre-petition attorneys, and a disputed unsecured claim held by
participants of the loan from Mercury to the development project.
The municipal tax assessor recently valued Lot G7 at $5,424,352 and
Lot G8 at $3,606,628.
Osprey filed a secured proof of claim in the amount of
$1,068,102.15 on October 8, 2014.
Since filing, the Debtor has obtained, over objection, multiple
rounds of debtor-in-possession financing, which have enabled it to
pay post-petition property taxes on Lot G7 and to market the
property to prospective purchasers. In November 2014, the Court
approved the Debtor's application to retain an auctioneer, who has
engaged in efforts to market and sell Lot G7.
Since retaining the auctioneer, the Debtor has received at least
two bids to purchase Lot G7. While the bids are sufficient to cover
Osprey's lien, the Debtor continues to market Lot G7 in the hope of
obtaining a higher and better offer.
On January 29, 2015, the Debtor and Osprey entered into a consent
order authorizing $1,500,000 in DIP financing. The Consent Order
provides that the Debtor will use the proceeds of the financing to
redeem the G7 Tax Sale Certificate in full so that the DIP lender
may receive a senior lien on the property.
A copy of the Court's January 30, 2015 Opinion is available at
http://is.gd/HnAYNcfrom Leagle.com.
Counsel for the Debtor:
Morris S. Bauer, Esq.
NORRIS, MCLAUGHLIN & MARCUS, P.A.
721 Route 202-206, Suite 200
P.O. Box 5933
Bridgewater, NJ 08807
Counsel to Osprey Investments and Empire TFI Jersey Holdings:
Keith A. Bonchi, Esq.
GOLDENBERG, MACKLER, SAYEGH, MINTZ, PFEFFER,
BONCHI & GILL, P.C.
660 New Road Suite 1-A
Northfield, NJ 08225
PASSAIC HEALTHCARE: Hires Trenk DiPasquale as Counsel
-----------------------------------------------------
Passaic Healthcare Services, LLC, dba Allcare Medical seeks
permission from the Hon. Christine M. Gravelle of the U.S.
Bankruptcy Court for the District of New Jersey to employ Trenk,
DiPasquale, Della Fera & Sodono, P.C. as counsel.
The Debtor requires Trenk DiPasquale to:
(a) advise the Debtor of its rights, powers, and duties as
debtor-in-possession in continuing to operate and manage
its assets;
(b) advise the Debtor concerning, and assisting in the
negotiation of and documentation of, the use of cash
collateral and post-petition financing, debt restructuring
and related transactions;
(c) advise the Debtor concerning labor and employment issues;
(d) review the nature and validity of agreements relating to
the Debtor's business and property and advise the Debtor in
connection therewith;
(e) review the nature and validity of liens, if any, asserted
against the Debtor and advise as to the enforceability of
such liens;
(f) advise the Debtor concerning the actions the Debtor might
take to collect and recover property for the benefit of its
estate;
(g) prepare on the Debtor's behalf all necessary and
appropriate applications, motions, pleadings, orders,
notices, petitions, schedules, and other documents, and
review all financial and other reports to be filed in the
Debtor's Chapter 11 case;
(h) advise the Debtor concerning, and preparing responses to,
applications, motions, pleadings, notices, and other papers
which may be filed in the Chapter 11 case;
(i) counsel the Debtor in connection with formulation,
negotiation and promulgation of a plan of
reorganization/liquidation and related documents; and
(j) perform all other legal services for and on behalf of the
Debtor which may be necessary or appropriate in the
administration of its Chapter 11 case and the Debtor's
business and property, including advising and assisting the
Debtor with respect to debt restructuring, asset
dispositions, and litigation matters.
Before the Petition Date, Trenk DiPasquale received and deposited
in trust $115,000. Of that amount, $40,000 was received from the
Debtor. The remaining balance of $75,000 was remitted by Sequoia
Healthcare Services, LLC, on behalf of the Debtor by way of a loan
advance.
Trenk DiPasquale applied $63,398.36 before the filing of the
petition on Dec. 31, 2014, in payment of invoices for fees and
expenses incurred prior to the Petition Date. Trenk DiPasquale
maintains a 51,601.64 retainer to secure its fees and expenses from
and after the Petition Date.
It is the Debtor's understanding that Trenk DiPasquale will be
submitting detailed statements to the Court setting forth the
services rendered and seeking compensation and reimbursement of
expenses. The Debtor also understands that Trenk DiPasquale will
be applying to the Court for authority to be paid its fees and
expenses pursuant to its obligation under the Bankruptcy Code or
any administrative fee procedure that may be established, to which
the Debtor consent.
Joseph J. DiPasquale, partner of Trenk DiPasquale, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.
Trenk DiPasquale can be reached at:
TRENK, DIPASQUALE, DELLA FERA & SODONO, P.C.
Joseph J. DiPasquale, Esq.
347 Mount Pleasant Avenue
West Orange, NJ 07052
Tel: (973) 323-8666
Fax: (973) 243-8677
E-mail: jdipasquale@trenklawfirm.com
About Passaic Healthcare
Based in Plainview, New York, Passaic Healthcare Services, LLC,
doing business as Allcare Medical, is a full service durable
medical equipment company specializing in clinical respiratory,
wound care and support services. Passaic, which employs 200
individuals, has seven locations in New Jersey, New York and
Pennsylvania.
Passaic began operations in December 2010 after it acquired
substantially all of the assets of C&C Homecare, Inc., and Extended
Care Concepts through a bankruptcy sale under 11 U.S.C. Sec. 363.
After acquiring 100% of the equity interests in Galloping Hill
Surgical, LLC, and Allcare Medical SNJ, LLC, Passaic began using
"Allcare Medical" as trade name for its entire business, and
discontinued marketing under the name C&C Homecare.
Passaic Healthcare filed a Chapter 11 bankruptcy petition (Bankr.
D.N.J. Case No. 14-36129) in Trenton, New Jersey, on Dec. 31, 2014.
The case is assigned to Judge Christine M. Gravelle.
The Debtor has tapped Joseph J. DiPasquale, Esq., and Thomas
Michael Walsh, Esq., at Trenk, DiPasquale, Della Fera & Sodono,
P.C., in West Orange, New Jersey, as counsel.
The Debtor estimated $10 million to $50 million in assets.
The Debtor's schedules of assets and liabilities and other
incomplete filings are due Jan. 14, 2015. The Debtor's exclusive
period to propose a plan expires on April 30, 2015.
PELICAN STATION: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Pelican Station, Inc.
P.O. Box 3142
Ogden, UT 84409
Case No.: 15-20797
Chapter 11 Petition Date: February 3, 2015
Court: United States Bankruptcy Court
District of Utah (Salt Lake City)
Judge: Hon. Kimball Mosier
Debtor's Counsel: Andres' Diaz, Esq.
DIAZ & LARSEN
307 West 200 South, Suite 2004
Salt Lake City, UT 84101
Tel: (801) 596-1661
Fax: (801) 359-6803
Email: courtmail@adexpresslaw.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Richard Lawrence, chief legal
officer/general counsel.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/utb15-20797.pdf
PETTERS COMPANY: Chap. 11 Trustee Hires Womble Carlyle as Counsel
-----------------------------------------------------------------
Douglas A. Kelley, the Chapter 11 Trustee of Petters Company, Inc.,
et al., seeks permission from the U.S. Bankruptcy Court for the
District of Minnesota to employ Womble Carlyle Sandridge & Rice as
his local counsel, effective Nov. 1, 2014.
The Chapter 11 Trustee expects Womble Carlyle to advise and
represent him on matters related to the maximizing value from a
Deed of Trust granted against certain real property in North
Carolina.
Womble Carlyle will be paid at these hourly rates:
Scott A. Schaaf $375
Other Partners $350 to $550
Associates $230 to $320
Staff Attorneys $200 to $300
Paralegals $75 to $225
Womble Carlyle will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Under North Carolina law, Womble Carlyle will require an
independent foreclosure trustee to complete the power of sale
procedure at an estimated cost of $1,500 to $2,000, which will be
included as an expense by Womble Carlyle in the fee applications it
will in the case.
Scott A. Schaaf, partner of Womble Carlyle, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.
Womble Carlyle can be reached at:
WOMBLE CARLYLE SANDRIDGE & RICE
Scott A. Schaaf, Esq.
One West Fourth Street
Winston Salem, NC 27101
Tel: (336) 721-3531
Fax: (336) 726-6999
E-mail: sschaaf@wcsr.com
About Petters Company
Based in Minnetonka, Minn., Petters Group Worldwide LLC is a
collection of some 20 companies, most of which make and market
consumer products. It also works with existing brands through
licensing agreements to further extend those brands into new
product lines and markets. Holdings include Fingerhut (consumer
products via its catalog and Web site), SoniqCast (maker of
portable, WiFi MP3 devices), leading instant film and camera
company Polaroid (purchased for $426 million in 2005), Sun Country
Airlines (acquired in 2006), and Enable Holdings (online
marketplace and auction for consumers and manufacturers' overstock
inventory). Founder and chairman Tom Petters formed the company in
1988.
Petters Company, Inc., is the financing and capital-raising unit of
Petters Group Worldwide.
Thomas Petters, the founder and former CEO of Petters Group, has
been indicted and a criminal proceeding against him is proceeding
in the U.S. District Court for the District of Minnesota.
Petters Company, Petters Group Worldwide and eight other affiliates
filed separate petitions for Chapter 11 protection (Bankr. D. Minn.
Lead Case No. 08-45257) on Oct. 11, 2008. In its
petition, Petters Company estimated its debts at $500 million and
$1 billion. Parent Petters Group Worldwide estimated its debts at
not more than $50,000.
Petters Aviation, LLC, and affiliates MN Airlines, LLC, doing
business as Sun Country Airlines, Inc., and MN Airline Holdings,
Inc., filed separate petitions for Chapter 11 bankruptcy protection
(Bankr. D. Minn. Case Nos. 08-45136, 08-35197 and 08-35198) on Oct.
6, 2008. Petters Aviation is a wholly owned unit of Thomas Petters
Inc. and owner of MN Airline Holdings, Sun Country's parent
company.
The Official Committee of Unsecured Creditors is represented by:
David E. Runck, Esq., Lorie A. Klein, Esq., at FAFINSKI MARK &
JOHNSON, P.A.
Chapter 11 Trustee Douglas A. Kelley is represented by James A.
Lodoen, Esq., Mark D. Larsen, Esq., Kirstin D. Kanski, Esq., Adam
C. Ballinger, Esq., at Lindquist & Vennum LLP.
PHOTOMEDEX INC: Sells Subsidiary to Vision Acquisition for $40MM
----------------------------------------------------------------
PhotoMedex, Inc., announced the sale of its LCA-Vision subsidiary
to Vision Acquisition, LLC, for $40 million in cash. Excluding
working capital adjustments and professional fees, PhotoMedex will
realize net proceeds of approximately $35.3 million. The Company's
secured creditors as well as its board of directors have approved
this transaction, which closed effective as of Jan. 31, 2015.
LCA-Vision operates 59 LasikPlus vision centers in the U.S.,
including 51 full-service LasikPlus fixed-site laser vision
correction centers and eight pre- and post-operative LasikPlus
satellite centers.
Vision Acquisition has granted PhotoMedex sole and exclusive rights
to provide certain excimer light source products, systems and
equipment to LCA-Vision's LasikPlus centers for the next seven
years. The terms of each placement, if any, will be determined on
a center-by-center basis.
PhotoMedex intends to use the proceeds from this transaction to pay
down portions of its outstanding revolving line of credit and term
loan, while continuing to pursue a refinancing of the Company's
secured debt.
"The sale of LCA-Vision allows PhotoMedex to repay certain
indebtedness while providing exclusive rights to place XTRAC lasers
for the treatment of psoriasis and vitiligo in LasikPlus centers,
subject to negotiation with the new owners," said Dolev Rafaeli,
CEO of PhotoMedex. "We look forward to focusing on our no!no!,
Kyrobak, XTRAC and Neova businesses, among others, and to returning
PhotoMedex to profitability. The people of LCA-Vision are among
the best in the laser vision correction industry, and we wish them
well in the capable hands of their new owners."
Canaccord Genuity Inc. provided investment banking services to
PhotoMedex for this transaction and Proskauer Rose LLP provided
legal services. Wood & Lamping LLP provided legal services to
Vision Acquisition, LLC.
About PhotoMedex
PhotoMedex, Inc. is a global Health products and services company
providing integrated disease management and aesthetic solutions to
dermatologists, professional aestheticians, ophthalmologists,
optometrists, consumers and patients. The Company provides
proprietary products and services that address skin conditions
including psoriasis, vitiligo, acne, actinic keratosis, photo
damage and unwanted hair, as well as fixed-site laser vision
correction services at our LasikPlus(R) vision centers.
As reported by the TCR on Nov. 11, 2014, PhotoMedex had
entered into an Amended and Restated Forbearance Agreement with
respect to its Credit Agreement dated May 12, 2014, and the
Initial Forbearance Agreement dated Aug. 25, 2014, by and among
the Company, as borrower and the lenders, and JPMorgan Chase Bank,
N.A., acting on behalf of secured creditors as the administrative
agent. Subject to the terms of the Amended Forbearance Agreement,
for a period until Feb. 28, 2015, the Administrative Agent will
forbear from exercising any remedies relating to specified
defaults by the Company under the Credit Agreement.
The Company's balance sheet at Sept. 30, 2014, showed $277 million
in assets, $138 million in total liabilities and $140 million in
total stockholders' equity.
PORTER BANCORP: Reports $3.8 Million Net Loss for Fourth Quarter
----------------------------------------------------------------
Porter Bancorp, Inc., reported a net loss of $3.78 million on $7.46
million of net interest income for the three months ended Dec. 31,
2014, compared to a net loss of $506,000 on $7.58 million of net
interest income for the same period in 2013.
For the year ended Dec. 31, 2014, the Company reported a net loss
of $11.2 million on $29.7 million of net interest income compared
to a net loss of $1.58 million on $32.08 million of net interest
income during the prior year.
As of Dec. 31, 2014, the Company had $1.01 billion in total assets,
$985 million in total liabilities and $33.5 million in total
stockholders' equity.
"Management and the Board of Directors continue to evaluate
appropriate strategies for increasing the Company's capital in
order to meet the capital requirements of the Consent Order. These
include, among other things, a possible public offering or private
placement of common stock to new and existing shareholders," the
Company stated in a press release.
The Company has previously engaged a financial advisor to assist
the Board of Directors in this evaluation.
A full-text copy of the press release is available for free at:
http://is.gd/TW0LII
About Porter Bancorp
Porter Bancorp, Inc., is a bank holding company headquartered in
Louisville, Kentucky. Through its wholly-owned subsidiary PBI
Bank, the Company operates 18 full-service banking offices in
12 counties in Kentucky.
During the first nine months of 2014, the Company reported a net
loss attributable to common shareholders of $8.8 million, compared
with net loss attributable to common shareholders of $2.4 million
for the first nine months of 2013. The increase in 2014 compared
to 2013 is primarily attributable to an increase in provision for
loan losses expense, coupled with a decrease in net interest
income and non-interest income. At Sept. 30, 2014, the Company
continued to be involved in various legal proceedings in which it
disputes the material factual allegations. After conferring with
its legal advisors, the Company believes it has meritorious
grounds on which to prevail.
"If we do not prevail, the ultimate outcome of any one of these
matters could have a material adverse effect on our financial
condition, results of operations, or cash flows," the Company
said. The Company added that these matters create substantial
doubt about its ability to continue as a going concern.
QUALITY DISTRIBUTION: Moab Capital Reports 5% Stake as of Jan. 22
-----------------------------------------------------------------
Moab Capital Partners, LLC, and its affiliates disclosed in a
regulatory filing with the U.S. Securities and Exchange Commission
that as of Jan. 22, 2015, they beneficially owned 1,509,123 shares
of common stock of Quality Distribution Inc. representing 5.37
percent of the shares outstanding. A full-text copy of the
regulatory filing is available at http://is.gd/iVNPCA
About Quality Distribution
Quality Distribution, LLC, and its parent holding company, Quality
Distribution, Inc., are headquartered in Tampa, Florida. The
company is a transporter of bulk liquid and dry bulk chemicals.
The company's 2010 revenues are approximately $686 million.
Apollo Management, L.P., owns roughly 30 percent of the common
stock of Quality Distribution, Inc.
Quality Distribution reported a net loss of $42.03 million on
$930 million of total operating revenues for the year ended
Dec. 31, 2013, as compared with net income of $50.07 million on
$842 million of total operating revenues in 2012.
The Company's balance sheet at Sept. 30, 2014, showed $440 million
in total assets, $470.01 million in total liabilities and a $30.4
million total shareholders' deficit.
Bankruptcy Warning
The Company had consolidated indebtedness and capital lease
obligations, including current maturities, of $383.3 million as of
Dec. 31, 2013. The Company must make regular payments under the
ABL Facility, including the $17.5 million senior secured term loan
facility that was fully funded on July 15, 2013, and the Company's
capital leases and semi-annual interest payments under its 2018
Notes.
"The ABL Facility matures August 2016. Obligations under the Term
Loan mature on June 14, 2016 or the earlier date on which the ABL
Facility terminates. The maturity date of the ABL Facility,
including the Term Loan, may be accelerated if we default on our
obligations. If the maturity of the ABL Facility and/or such
other debt is accelerated, we may not have sufficient cash on hand
to repay the ABL Facility and/or such other debt or be able to
refinance the ABL Facility and/or such other debt on acceptable
terms, or at all. The failure to repay or refinance the ABL
Facility and/or such other debt at maturity would have a material
adverse effect on our business and financial condition, would
cause substantial liquidity problems and may result in the
bankruptcy of us and/or our subsidiaries. Any actual or potential
bankruptcy or liquidity crisis may materially harm our
relationships with our customers, suppliers and independent
affiliates," the Company said in the Annual Report for the year
ended Dec. 31, 2013.
* * *
As reported in the TCR on June 28, 2013, Moody's Investors Service
upgraded Quality Distribution, LLC's Corporate Family Rating to
'B2' from 'B3' and Probability of Default Rating to 'B2-PD' from
'B3-PD'.
The upgrade of Quality's CFR to 'B2' was largely driven by the
expectation that credit metrics will improve over the next twelve
to eighteen months, through a combination of EBITDA growth and
debt paydowns, to levels consistent with the 'B2' rating level.
The company is in the process of integrating the bolt-on
acquisitions made in its Energy Logistics business sector since
2011.
RADIOSHACK CORP: Receives 2nd Default Notice from Salus Capital
---------------------------------------------------------------
Radioshack Corporation received on Jan. 27, 2015, a second notice
of default from Salus Capital Partners, LLC, as agent for the SCP
lenders, asserting that an event of default has occurred and is
continuing under the SCP Credit Agreement because the Company has
not deposited all proceeds that it has received from the applicable
residual accounts into the Residual Account Deposit Account.
On Dec. 1, 2014, RadioShack Corporation received a notice of
default and acceleration from the SCP Agent asserting that certain
events of default had occurred and were continuing under the Credit
Agreement, dated as of Dec. 10, 2013. In addition to asserting
events of default, the First Notice of Default also included a
demand by the SCP Agent for the immediate payment in full by the
Company of the $250 million term loan outstanding under the SCP
Credit Agreement, together with all accrued and unpaid interest
thereon and any other amounts owing to the SCP Lenders thereunder.
As noted in the First Notice of Default, on Dec. 1, 2014, the SCP
Agent sent a notice to the depositary bank at which the Company
maintains a deposit account into which proceeds of certain residual
accounts are to be deposited, instructing the depositary bank to
prevent the Company from withdrawing funds on deposit in the
Residual Account Deposit Account and directing the depositary bank
to transfer all funds at any time on deposit in the Residual
Account Deposit Account to the SCP Agent.
The SCP Agent alleges in the Second Notice of Default that the
foregoing matters constitute continuing events of default under the
SCP Credit Agreement.
"If it is determined that an event of default has occurred and is
continuing under the SCP Credit Agreement, that event of default
would also constitute an event of default under the Credit
Agreement dated as of Dec. 10, 2013, as amended by the First
Amendment dated as of Oct. 3, 2014, with the lenders party thereto
and Cantor Fitzgerald Securities as administrative agent. If the
maturity of the obligations outstanding under the SCP Credit
Agreement is validly accelerated, then an event of default would
occur under the Indenture, dated as of May 3, 2011, by and among
the Company, the Guarantors named therein, and Wells Fargo Bank,
National Association, as Trustee, which governs our $325 million of
6.75% Senior Notes. The occurrence of any such events of default
under these other debt arrangements would permit the lenders
thereunder to declare all amounts outstanding thereunder to become
immediately due and payable and to exercise other remedies set
forth in the applicable debt documents," according to a regulatory
filing with the U.S. Securities and Exchange Commission.
About Radioshack Corporation
Fort Worth, Texas-based RadioShack (NYSE: RSH) --
http://www.radioshackcorporation.com/-- is a retailer of mobile
technology products and services, as well as products related to
personal and home technology and power supply needs. RadioShack's
retail network includes more than 4,300 company-operated stores in
the United States, 270 company-operated stores in Mexico, and
approximately 1,000 dealer and other outlets worldwide.
Radioshack reported a net loss of $400.2 million in 2013, a net
loss of $139 million in 2012, and net income of $72.2 million in
2011. The Company's balance sheet at Aug. 2, 2014, showed
$1.14 billion in total assets, $1.21 billion in total liabilities
and a $63 million total shareholders' deficit.
* * *
As reported by the TCR on Sept. 15, 2014, Standard & Poor's Ratings
Services lowered its corporate credit rating on RadioShack Corp. to
'CCC-' from 'CCC'.
"The downgrade comes as the company announced it will seek capital,
and that such a transaction could include a debt restructuring in
addition to store closures and other measures," said Standard &
Poor's credit analyst Charles Pinson-Rose.
In the Sept. 16, 2014, edition of the TCR, the TCR reported that
Fitch Ratings had downgraded the Long-term Issuer Default Rating
(IDR) for RadioShack to 'C' from 'CC'. The downgrade reflects the
high likelihood that RadioShack will need to restructure its debt
in the next couple of months.
The TCR reported on March 13, 2014, that Moody's Investors Service
downgraded RadioShack's corporate family rating to 'Caa2' from
'Caa1'. "The continuing negative trend in RadioShack's sales and
margins has resulted in a precipitous drop in profitability causing
continued deterioration in credit metrics and
liquidity," Mickey Chadha, senior analyst at Moody's said.
REICHHOLD HOLDINGS: Asks Court to Form Retirees Committee
---------------------------------------------------------
Reichhold Holdings US Inc. and its debtor-affiliates ask the U.S.
Bankruptcy Court for the District of Delaware to appoint an
Official Committee of Retired Employees.
The Court will hold a hearing on Feb. 23, 2015, at 11:30 a.m., to
consider the Debtors' request. Objections, if any, are due Feb.
16, 2015, at 4:00 p.m.
The Debtors tell the Court that they offered their employees the
ability to participate in a self-funded retire medical program
pursuant to which the Debtors would pay a portion of the cost of
the employee's care during the entirety of the employee's
retirement. The retiree health care for future retirees has been
bargained out of all remaining collective bargaining agreements
with the last future retiree exposure ending on Jan. 1, 2012.
Thus, the Debtors' out-of-pocket retiree health obligations are
currently in "run-down" status for existing retirees, the Debtors
say.
The Debtors note the scope of their obligation varies depending
upon the category/level of the former employee. There are current
76 participants in the retiree medical program, Currently, the
estimated monthly amount associated with the liability is about
$59,000 for claims -- including prescription drug coverage -- and
$2,900 for medical administrative service fees payable to Aetna.
The Debtors add they offered their employee the ability to
participate in a retiree life insurance program under which the
Debtors would pay the premiums associated with the employee's life
insurance following the employee's retirement from the Debtors. As
of July 1, 2007, the retiree life insurance program was frozen with
respect to the vast majority for future retirees.
According to the Debtors, unlike the retiree medical program, no
employee was grandfathered in to the program and, thus, any
employee who retired after 2007 was not entitled to receive any
payments from the Debtors on account of payments for prospective
life insurance premiums. The Debtor continue to have liabilities
under the retiree life insurance program with respect to the cost
of the life insurance premiums on account of eligible employee who
retired prior to the plan's closure.
The Debtors say there are about 682 retirees for whom they pay life
insurance premiums. Currently the estimated month amount
associated with the liability is $9,850. The total net monthly
cost to the Debtors for the retiree welfare program is about
$25,000 to $30,000.
The Debtors tell the Court that the retiree covered under the
retiree welfare program consist of 171 union retirees and 517
non-union retirees. The union retirees were members of
approximately 13 different unions, some of which they believe may
no longer exist and may have merged with other unions. The Debtors
say they do not have valid up-to-date contact information for those
unions.
The Debtors note that they have continued to honor the retiree
welfare programs after their bankruptcy filing.
In addition, the Debtors further request that the Court expressly
provide that the Retiree Committee is being designated for the sole
purpose of representing the non-union retirees in connection with
their rights under Section 1114 of the Bankruptcy Code.
About Reichhold
Founded in 1927, Reichhold, with its world headquarters and
technology center in Durham, North Carolina, USA, is one of the
world's largest manufacturer of unsaturated polyester resins and a
leading supplier of coating resins for the industrial,
transportation, building and construction, marine, consumer and
graphic arts markets. Reichhold -- http://www.Reichhold.com/--
has manufacturing operations throughout North America, Latin
America, the Middle East, Europe and Asia.
As of June 30, 2014, the Reichhold companies had consolidated
assets of $538 million and liabilities of $631 million. In 2013,
the companies generated $1.08 billion in net revenue, and as of the
year-to-date August 2014, $750 million in net revenues.
Reichhold Holdings US, Inc., Reichhold, Inc., and two U.S.
affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case
No. 14-12237) on Sept. 30, 2014.
The Reichhold Companies are pursuing a sale transaction that has
two elements:
(i) a consensual foreclosure by the holders of senior secured
notes on their security interests in the common and
preferred
stock in Reichhold Holdings Luxembourg, S.a.r.l. ("RHL"),
the
ultimate holding company of all of the non-debtor affiliates
that
operate outside the U.S., and
(ii) a purchase of certain assets of the Debtors by Reichhold
Holdings International B.V. through a credit bid pursuant
to
Section 363 of the Bankruptcy Code.
Cole, Schotz, Meisel, Forman & Leonard, P.A. (legal advisor) and
CDG Group LLC (financial advisor) are representing Reichhold, Inc.
Latham & Watkins LLP (legal advisor) and Moelis & Company
(investment banker) are serving Reichhold Industries, Inc.
Logan & Company is the company's claims and noticing agent.
The cases are assigned to Judge Mary F. Walrath.
The U.S. Trustee for Region 3 appointed seven creditors of
Reichhold Holdings US, Inc. to serve on the official committee of
unsecured creditors. The Creditors' Committee retains Hahn &
Hessen LLP as lead counsel, Blank Rome LLP as co-counsel, and
Capstone Advisory Group, LLC and Capstone Valuation Services, LLC,
as financial advisor.
An Ad Hoc Committee of Asbestos Claimants also appears in the case.
The Ad Hoc Committee consists of three plaintiff law firms, Cooney
& Conway, Gori Julian & Associates, P.C., and Simmons Hanly Conroy
LLC, each in their capacity as tort counsel for clients of their
firms who have asbestos-related personal injury or wrongful death
claims against the Debtors. The Committee is represented by
Mark T. Hurford, Esq., at Campbell & Levine, LLC; and Caplin &
Drysdale, Chartered's James P. Wehner, Esq. and Jeffrey A.
Liesemer, Esq.
REICHHOLD HOLDINGS: General Claims Bar Date Set for March 9
-----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware set March 9,
2015, at 5:00 p.m. (Eastern Time) as deadline for creditors to file
proofs of claim against Reichhold Holdings U.S. Inc. and its
debtor-affiliates.
The Court also set March 30, 2015, at 5:00 p.m. (Eastern Time) as
deadline for governmental units to file their claims.
All proofs of claim must be filed at:
Logan & Company Inc.
Attn: Reichhold Holdings U.S. Inc.
546 Valley Road
Upper Montclair, New Jersey 07043
About Reichhold
Founded in 1927, Reichhold, with its world headquarters and
technology center in Durham, North Carolina, USA, is one of the
world's largest manufacturer of unsaturated polyester resins and a
leading supplier of coating resins for the industrial,
transportation, building and construction, marine, consumer and
graphic arts markets. Reichhold -- http://www.Reichhold.com/--
has manufacturing operations throughout North America, Latin
America, the Middle East, Europe and Asia.
As of June 30, 2014, the Reichhold companies had consolidated
assets of $538 million and liabilities of $631 million. In 2013,
the companies generated $1.08 billion in net revenue, and as of the
year-to-date August 2014, $750 million in net revenues.
Reichhold Holdings US, Inc., Reichhold, Inc., and two U.S.
affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case
No. 14-12237) on Sept. 30, 2014.
The Reichhold Companies are pursuing a sale transaction that has
two elements:
(i) a consensual foreclosure by the holders of senior secured
notes on their security interests in the common and
preferred
stock in Reichhold Holdings Luxembourg, S.a.r.l. ("RHL"),
the
ultimate holding company of all of the non-debtor affiliates
that
operate outside the U.S., and
(ii) a purchase of certain assets of the Debtors by Reichhold
Holdings International B.V. through a credit bid pursuant
to
Section 363 of the Bankruptcy Code.
Cole, Schotz, Meisel, Forman & Leonard, P.A. (legal advisor) and
CDG Group LLC (financial advisor) are representing Reichhold, Inc.
Latham & Watkins LLP (legal advisor) and Moelis & Company
(investment banker) are serving Reichhold Industries, Inc.
Logan & Company is the company's claims and noticing agent.
The cases are assigned to Judge Mary F. Walrath.
The U.S. Trustee for Region 3 appointed seven creditors of
Reichhold Holdings US, Inc. to serve on the official committee of
unsecured creditors. The Creditors' Committee retains Hahn &
Hessen LLP as lead counsel, Blank Rome LLP as co-counsel, and
Capstone Advisory Group, LLC and Capstone Valuation Services, LLC,
as financial advisor.
An Ad Hoc Committee of Asbestos Claimants also appears in the case.
The Ad Hoc Committee consists of three plaintiff law firms, Cooney
& Conway, Gori Julian & Associates, P.C., and Simmons Hanly Conroy
LLC, each in their capacity as tort counsel for clients of their
firms who have asbestos-related personal injury or wrongful death
claims against the Debtors. The Committee is represented by Mark
T. Hurford, Esq., at Campbell & Levine, LLC; and Caplin & Drysdale,
Chartered's James P. Wehner, Esq. and Jeffrey A. Liesemer, Esq.
REICHHOLD HOLDINGS: Has Until April 28 to Decide on Leases
----------------------------------------------------------
The Hon. Mary F. Walrath of the U.S. Bankruptcy Court for the
District of Delaware extended the time within which Reichhold
Holdings US Inc. and its debtor-affiliates may assume or reject
unexpired leases of nonresidential real property until April 28,
2015.
About Reichhold
Founded in 1927, Reichhold, with its world headquarters and
technology center in Durham, North Carolina, USA, is one of the
world's largest manufacturer of unsaturated polyester resins and a
leading supplier of coating resins for the industrial,
transportation, building and construction, marine, consumer and
graphic arts markets. Reichhold -- http://www.Reichhold.com/--
has manufacturing operations throughout North America, Latin
America, the Middle East, Europe and Asia.
As of June 30, 2014, the Reichhold companies had consolidated
assets of $538 million and liabilities of $631 million. In 2013,
the companies generated $1.08 billion in net revenue, and as of the
year-to-date August 2014, $750 million in net revenues.
Reichhold Holdings US, Inc., Reichhold, Inc., and two U.S.
affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case
No. 14-12237) on Sept. 30, 2014.
The Reichhold Companies are pursuing a sale transaction that has
two elements:
(i) a consensual foreclosure by the holders of senior secured
notes on their security interests in the common and
preferred
stock in Reichhold Holdings Luxembourg, S.a.r.l. ("RHL"),
the
ultimate holding company of all of the non-debtor affiliates
that
operate outside the U.S., and
(ii) a purchase of certain assets of the Debtors by Reichhold
Holdings International B.V. through a credit bid pursuant
to
Section 363 of the Bankruptcy Code.
Cole, Schotz, Meisel, Forman & Leonard, P.A. (legal advisor) and
CDG Group LLC (financial advisor) are representing Reichhold, Inc.
Latham & Watkins LLP (legal advisor) and Moelis & Company
(investment banker) are serving Reichhold Industries, Inc.
Logan & Company is the company's claims and noticing agent.
The cases are assigned to Judge Mary F. Walrath.
The U.S. Trustee for Region 3 appointed seven creditors of
Reichhold Holdings US, Inc. to serve on the official committee of
unsecured creditors. The Creditors' Committee retains Hahn &
Hessen LLP as lead counsel, Blank Rome LLP as co-counsel, and
Capstone Advisory Group, LLC and Capstone Valuation Services, LLC,
as financial advisor.
An Ad Hoc Committee of Asbestos Claimants also appears in the case.
The Ad Hoc Committee consists of three plaintiff law firms, Cooney
& Conway, Gori Julian & Associates, P.C., and Simmons Hanly Conroy
LLC, each in their capacity as tort counsel for clients of their
firms who have asbestos-related personal injury or wrongful death
claims against the Debtors. The Committee is represented by
Mark T. Hurford, Esq., at Campbell & Levine, LLC; and Caplin &
Drysdale, Chartered's James P. Wehner, Esq. and Jeffrey A.
Liesemer, Esq.
REICHHOLD HOLDINGS: Has Until April 28 to File Chapter 11 Plan
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware extended the
exclusive plan filing period of Reichhold Holdings U.S. Inc. and
its debtor-affiliates through and including April 28, 2015, and
their exclusive solicitation period through and including June 29,
2015.
According to the Debtors, the extension will provide them and their
advisors the opportunity to fully negotiate, confirm and implement
the terms of a Chapter 11 liquidating plan for the distribution of
assets to creditors.
About Reichhold
Founded in 1927, Reichhold, with its world headquarters and
technology center in Durham, North Carolina, USA, is one of the
world's largest manufacturer of unsaturated polyester resins and a
leading supplier of coating resins for the industrial,
transportation, building and construction, marine, consumer and
graphic arts markets. Reichhold -- http://www.Reichhold.com/--
has manufacturing operations throughout North America, Latin
America, the Middle East, Europe and Asia.
As of June 30, 2014, the Reichhold companies had consolidated
assets of $538 million and liabilities of $631 million. In 2013,
the companies generated $1.08 billion in net revenue, and as of the
year-to-date August 2014, $750 million in net revenues.
Reichhold Holdings US, Inc., Reichhold, Inc., and two U.S.
affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case
No. 14-12237) on Sept. 30, 2014.
The Reichhold Companies are pursuing a sale transaction that has
two elements:
(i) a consensual foreclosure by the holders of senior secured
notes on their security interests in the common and
preferred
stock in Reichhold Holdings Luxembourg, S.a.r.l. ("RHL"),
the
ultimate holding company of all of the non-debtor affiliates
that
operate outside the U.S., and
(ii) a purchase of certain assets of the Debtors by Reichhold
Holdings International B.V. through a credit bid pursuant
to
Section 363 of the Bankruptcy Code.
Cole, Schotz, Meisel, Forman & Leonard, P.A. (legal advisor) and
CDG Group LLC (financial advisor) are representing Reichhold, Inc.
Latham & Watkins LLP (legal advisor) and Moelis & Company
(investment banker) are serving Reichhold Industries, Inc.
Logan & Company is the company's claims and noticing agent.
The cases are assigned to Judge Mary F. Walrath.
The U.S. Trustee for Region 3 appointed seven creditors of
Reichhold Holdings US, Inc. to serve on the official committee of
unsecured creditors. The Creditors' Committee retains Hahn &
Hessen LLP as lead counsel, Blank Rome LLP as co-counsel, and
Capstone Advisory Group, LLC and Capstone Valuation Services, LLC,
as financial advisor.
An Ad Hoc Committee of Asbestos Claimants also appears in the case.
The Ad Hoc Committee consists of three plaintiff law firms, Cooney
& Conway, Gori Julian & Associates, P.C., and Simmons Hanly Conroy
LLC, each in their capacity as tort counsel for clients of their
firms who have asbestos-related personal injury or wrongful death
claims against the Debtors. The Committee is represented by
Mark T. Hurford, Esq., at Campbell & Levine, LLC; and Caplin &
Drysdale, Chartered's James P. Wehner, Esq. and Jeffrey A.
Liesemer, Esq.
RENAULT WHINERY: Gets Final Approval to Use Cash Collateral
-----------------------------------------------------------
The Hon Andrew B. Altenburg, Jr., of the U.S. Bankruptcy Court for
the District of New Jersey issued a final order authorizing Renault
Winery Inc., et al., to use of cash collateral for the months of
January and February 2015.
A full-text copy of the final order together with the cash
collateral budget is available for free at http://is.gd/6espfO
As reported on the Troubled Company Reporter on Dec. 11, 2014,
OceanFirst Bank holds a mortgage foreclosure judgment against
certain real estate owned by the Debtors which was entered on Aug.
1, 2014 in the amount of $7,886,257.
According to TCR on Nov. 18, 2014, John P. Leon, Esq., at Subranni
Zauber LLC, explained that the Operating Debtors require immediate
access to cash collateral to ensure that they are able to continue
the operation of their businesses. At the outset of this case, the
cash collateral is the Debtors' sole source of funding for their
operations and the costs of administering the chapter 11 process.
Absent authority to immediately use cash collateral, the Debtors,
their creditors and the estates generally would suffer irreparable
harm because the Operating Debtors would immediately cease
operations, which, in turn, would cause a significant immediate
deterioration in the value of the Debtors' assets and businesses.
As adequate protection for any postpetition decrease in the value
of the Bank's interests in the collateral, the Debtors propose to
grant the lender:
-- replacement liens on the postpetition accounts receivable of
the Operating Debtors, without the necessity of the
execution by any Debtor of security agreements, to the
extent of any decrease in value of the Bank's interest in
the prepetition collateral.
-- pay $5,000 to the Bank each month as adequate protection
payments.
About Renault Winery
Renault Winery, Inc., and its affiliates own and operate a hotel,
two restaurants, a golf course, and a winery. The hotel is located
in Egg Harbor City, N.J., and the other businesses are located on
adjacent property in Galloway Township, N.J. Renault Winery has
served South Jersey as a winery and restaurant facility for the
past 150 years. Joseph Milza and his wife, Geraldine, took over
the operations of Renault Winery in 1974.
The companies that operate the businesses are Renault Winery Inc.
(winery, restaurant and gift shop), Renault Golf LLC (golf course),
and Tuscany House LLC (hotel, restaurant, and banquet facility).
Renault Realty Co., Renault Winery Property LLC, and Renault Winery
Inc., own the real estate on which the businesses operate, as well
as other real estate in the immediate area.
REVEL AC: Power Plant Operator Threatens to Cut Power in Casino
---------------------------------------------------------------
Tom Corrigan, writing for Daily Bankruptcy Review, reported that
ACR Energy Partners, LLC, the operator of the power plant that
supplies electricity and hot water to the Revel Casino Hotel in
Atlantic City, N.J., has threatened to turn out the lights at the
bankrupt resort.
According to the report, ACR Energy, the custom-built power plant's
operator, said in a statement that the partial payments it receives
from Revel are no longer enough to cover its expenses. As a
result, ACR plans to cut off energy services at 5:00 p.m. on Feb.
5.
About Revel AC
Revel AC, Inc. -- http://www.revelresorts.com/-- owns and operates
Revel, a Las Vegas-style, beachfront entertainment resort and
casino located on the Boardwalk in the south inlet of Atlantic
City, New Jersey.
Revel AC Inc. and five of its affiliates sought bankruptcy
protection (Bankr. D.N.J. Lead Case No. 14-22654) on June 19,
2014,
to pursue a quick sale of the assets.
The Chapter 11 cases are assigned to Judge Gloria M. Burns. The
Debtors' Chapter 11 cases are jointly consolidated for procedural
purposes.
Revel AC estimated assets ranging from $500 million to $1 billion,
and the same amount of liabilities.
White & Case, LLP, and Fox Rothschild, LLP, serve as the Debtors'
Counsel, and Moelis & Company, LLC, is the investment banker. The
Debtors' solicitation and claims agent is Alixpartners, LLP.
The prepetition first lenders are represented by Cadwalader,
Wickersham & Taft LLP. The prepetition second lien lenders are
represented by Paul, Weiss, Rifkind, Wharton & Garrison LLP. The
DIP agent is represented by Milbank, Tweed, Hadley & McCloy LLP.
This is Revel AC's second trip to bankruptcy. The company first
sought bankruptcy protection (Bankr. D.N.J. Lead Case No.
13-16253)
on March 25, 2013, with a prepackaged plan that reduced debt by
$1.25 billion. Less than two months later on May 15, 2013, the
2013 Plan was confirmed and became effective on May 21, 2013.
RIVER-BLUFF: Judge Approves Outline of Reorganization Plan
----------------------------------------------------------
River-Bluff Enterprises, Inc. is now a step closer to emerging from
Chapter 11 protection after a federal judge approved the outline of
its plan of reorganization.
Judge Frank Kurtz of U.S. Bankruptcy Court for the Eastern District
of Washington approved River-Bluff's disclosure statement, allowing
the company to begin soliciting votes from creditors for its
restructuring plan.
A disclosure statement gives claimholders in-depth information
about a bankrupt company's affairs to enable them to make an
informed judgment and vote on a proposed plan.
Under River-Bluff's proposed plan, the company will continue to pay
JP Morgan Chase Bank's secured claims aggregating $2.59 million.
The bank will retain its liens against the apartments owned by the
company in Turlock and Riverbank, California.
River-Bluff will make monthly payments of $39,000 to U.S. Bank
National Association on account of its $5.44 million claim, which
is secured by the company's real property located in Ellensburg,
Washington. U.S. Bank will retain its lien against the property.
Meanwhile, River-Bluff proposes to pay its general unsecured
creditors in full.
The restructuring plan will be funded principally by a net cash
flow from the future operations of the company, and in large part
by either a sale or refinance of its Ellensburg property, according
to the disclosure statement.
Judge Kurtz will hold a status conference on March 17 and a hearing
on March 26 to consider confirmation of the restructuring plan.
Objections to the plan are due by March 5.
About River-Bluff Enterprises
Ellensburg, Washington-based River-Bluff Enterprises, Inc., filed
a
Chapter 11 bankruptcy petition (Bankr. E.D. Wash. Case No.
14-00843) on March 11, 2014. In its schedules, the Debtor
disclosed $10.2 million in total assets and $17.6 million in total
liabilities.
This is River-Bluff's second bankruptcy filing in less than two
years. It previously sought bankruptcy protection (Bankr. E.D.
Cal. Case No. 12-92017) in Modesto, California, in July 2012. The
case was dismissed in 2013.
Gary W. Dryer, Assistant U.S. Trustee for Region 18, informed the
U.S. Bankruptcy Court for the Eastern District of Washington that
due to the lack of entities eligible to serve on the unsecured
creditors' committee, the U.S. Trustee is not appointing an
unsecured creditors' committee in the Chapter 11 case of
River-Bluff Enterprises, Inc.
ROADMARK CORP: Proposes Northen Blue as Attorneys
-------------------------------------------------
Roadmark Corporation seeks approval from the Bankruptcy Court to
employ John A. Northen, and the firm of Northen Blue, LLP, as
attorneys.
The total compensation for the firm will be based upon the
customary hourly rates charged by members of the firm at the time
the services are rendered.
The firm received initial retainers from the Debtor in the
aggregate amount of $50,000, of which $19,644 has been expended in
the payment of prepetition services and expenses.
Mr. Northen attests that the firm represents no other entity in
connection with the Chapter 11 case, represents or holds no
interest adverse to the interest of the estate with respect to the
matters on which they are to be employed, and is disinterested as
that term is defined in 11 U.S.C. Sec. 101.
About Roadmark Corporation
Roadmark Corporation is a regional full-service highway paving
striper operating primarily in North Carolina, South Carolina,
Virginia and Maryland.
Roadmark filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.C.
Case No. 15-00432) in Raleigh, North Carolina, on Jan. 26, 2015.
The case is assigned to Judge David M. Warren.
The Debtor disclosed $14.5 million in assets and $15.0 million in
liabilities in its schedules.
The Debtor tapped John Paul H. Cournoyer, Esq., and Vicki L.
Parrott, Esq., at Northen Blue, LLP, in Chapel Hill, North
Carolina, as counsel. The Debtor also tapped Nelson & Company as
accountants and The Finley Group, Inc., as financial consultant.
ROADMARK CORP: Taps Finley Group as Financial Consultants
---------------------------------------------------------
Roadmark Corporation seeks approval from the Bankruptcy Court to
employ The Finley Group, Inc., as financial consultants.
The services to be provided by The Finley Group include:
a. To give the Debtor advice with respect to the operation of
its business, including an evaluation of the desirability of the
continuance of such business, development of its restructuring
options and determination of the Debtor's cash requirements related
thereto, the ability and means by which some or all of the assets
could be refinanced or liquidated to generate cash for the payment
of such claims as may be allowed in this proceeding, and any other
matter relevant to the case or to the formulation of a plan.
b. To assist the Debtor in the preparation and filing of all
necessary projections, schedules, statements of financial affairs,
reports, a disclosure statement, and a plan.
c. To assist management with the bankruptcy process, to minimize
costs associated with that process, facilitate the Company's
communication with parties-in-interest, assist with creditor
negotiations, assist management in the development and negotiation
of a plan, assist with the preparation of projections
and schedules, assist with the analysis and reconciliation of
claims against the Debtor and bankruptcy avoidance actions (if
any), provide assistance as to compliance with all reporting
requirements of the Court, participate in Court hearings (and, if
necessary, provide expert testimony in connection with any hearings
before the Court) and to perform such other financial services as
may be requested by Bankruptcy Counsel or the Debtor from time to
time and in the interest of the Debtor.
The total compensation to be paid to the firm will be based upon
the customary hourly rates charged at the time the services are
rendered. Prior to the Petition Date, the firm received $25,000
from the Debtor , of which $5,379 has been expended in payment of
prepetition services and expenses.
Elaine Rudisill, managing director in the Charlotte, NC office of
the Finley Group, attests that the firm represents no other entity
in connection with the case, represents or holds no interest
adverse to the interest of the estate with respect to the matters
on which it is to be employed, and is disinterested as that term is
defined in 11 U.S.C. Sec. 101.
About Roadmark Corporation
Roadmark Corporation is a regional full-service highway paving
striper operating primarily in North Carolina, South Carolina,
Virginia and Maryland.
Roadmark filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.C.
Case No. 15-00432) in Raleigh, North Carolina, on Jan. 26, 2015.
The case is assigned to Judge David M. Warren.
The Debtor disclosed $14.5 million in assets and $15.0 million in
liabilities in its schedules.
The Debtor tapped John Paul H. Cournoyer, Esq., and Vicki L.
Parrott, Esq., at Northen Blue, LLP, in Chapel Hill, North
Carolina, as counsel. The Debtor also tapped Nelson & Company as
accountants and The Finley Group, Inc., as financial consultant.
ROADMARK CORP: Taps Nelson & Company as Tax Accountants
-------------------------------------------------------
Roadmark Corporation seeks approval from the Bankruptcy Court to
employ Nelson & Company as accountants, to, among other things,
prepare and file all necessary tax returns, and other tax related
services as the Debtor may request.
The total compensation promised by the Debtor for the services
rendered or to be rendered in connection will be based upon the
customary hourly rates charged at the time the services are
rendered.
Lehman Pollard, a CPA, attests that neither he nor the firm hold or
represent any interest adverse to the estate, and therefore, he and
the firm are disinterested persons as that term is defined in 11
U.S.C. Sec. 101.
About Roadmark Corporation
Roadmark Corporation is a regional full-service highway paving
striper operating primarily in North Carolina, South Carolina,
Virginia and Maryland.
Roadmark filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.C.
Case No. 15-00432) in Raleigh, North Carolina, on Jan. 26, 2015.
The case is assigned to Judge David M. Warren.
The Debtor disclosed $14.5 million in assets and $15.0 million in
liabilities in its schedules.
The Debtor tapped John Paul H. Cournoyer, Esq., and Vicki L.
Parrott, Esq., at Northen Blue, LLP, in Chapel Hill, North
Carolina, as counsel. The Debtor also tapped Nelson & Company as
accountants and The Finley Group, Inc., as financial consultant.
SMILE BRANDS: S&P Puts 'B-' CCR on CreditWatch Negative
-------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on Smile
Brands Group Inc., including its 'B-' corporate credit rating, on
CreditWatch with negative implications.
"The CreditWatch placement reflects the continued decline in the
company's operating trends, constrained liquidity, and the need to
address tightening loan covenants," said Standard & Poor's credit
analyst Arthur Wong.
With 368 dental care offices in 17 states, Smile Brands is one of
the largest U.S. dental practice management companies. However,
the company continues to underperform S&P's base-case expectations
and faces tightening covenants, despite recent equity contributions
from its sponsor owner. While revenues have remained largely
stable, Smile Brands' credit measures have deteriorated over the
past year, with EBITDA margins declining to the high-single-digit
to low-teens level from mid to high teens last year, funds from
operations (FFO) to total debt dropping to the low single digits,
and free cash flows being minimal. Smile Brands' margins have been
volatile, given its heavy reliance on capitated payments from
dental maintenance organizations (DMOs), which account for more
than 30% of its patient base. New management at the company has a
number of initiatives to increase the efficiency of its operations,
including optimizing its marketing efforts and call centers and
rationalizing corporate support costs. However, the achievability
and timing of the success of these efforts are uncertain. In the
meantime, liquidity will remain constrained, as the company has
limited access to its revolver due to tight covenants, negligible
cash balances, and minimal free cash flow generation. With its
subpar operating trends, a future successful covenant amendment or
waiver may be difficult.
S&P will resolve the CreditWatch placement on Smile Brands after
the release of fourth-quarter 2014 results and after assessing the
company's prospects of reversing negative operating trends and
improving its free cash flow generation.
SPANISH BROADCASTING: BlackRock Owns 5% of Class A Shares
---------------------------------------------------------
BlackRock, Inc., reported in a regulatory filing with the U.S.
Securities and Exchange Commission that as of Dec. 31, 2014, it
beneficially owned 215,224 shares of Class A common stock of
Spanish Broadcasting System Inc. representing 5.2 percent of the
shares outstanding. A full-text copy of the regulatory filing is
available for free at http://is.gd/0pf19t
About Spanish Broadcasting
Headquartered in Coconut Grove, Florida, Spanish Broadcasting
System, Inc. -- http://www.spanishbroadcasting.com/-- owns and
operates 21 radio stations targeting the Hispanic audience. The
Company also owns and operates Mega TV, a television operation
with over-the-air, cable and satellite distribution and affiliates
throughout the U.S. and Puerto Rico. Its revenue for the twelve
months ended Sept. 30, 2010, was approximately $140 million.
Spanish Broadcasting reported a net loss of $88.56 million in
2013, as compared with a net loss of $1.28 million in 2012.
As of Sept. 30, 2014, the Company had $461.39 million in total
assets, $529.68 million in total liabilities and a $68.28 million
total stockholders' deficit.
* * *
In November 2010, Moody's Investors Service upgraded the corporate
family and probability of default ratings for Spanish Broadcasting
System, Inc., to 'Caa1' from 'Caa3' based on improved free cash
flow prospects due to better than anticipated cost cutting and the
expiration of an unprofitable interest rate swap agreement.
Moody's said Spanish Broadcasting's 'Caa1' corporate family rating
incorporates its weak capital structure, operational pressure in
the still cyclically weak economic climate, generally narrow
growth prospects (though Spanish language is the strongest growth
prospect) given the maturity and competitive pressures in the
radio industry, and the June 2012 maturity of its term loan
magnify this challenge.
As reported by the TCR on May 22, 2014, Standard & Poor's Ratings
Services lowered its corporate credit rating on U.S. Spanish-
language broadcaster Spanish Broadcasting System Inc. (SBS) to
'CCC+' from 'B-'. "The downgrade reflects our view that the
company's current capital structure is unsustainable, given its
inability to redeem its preferred stock, which was put to the
company in October of 2013," said Standard & Poor's credit analyst
Chris Valentine.
STATE FISH: DeLuca Siblings Spar Over Cash Collateral Use
---------------------------------------------------------
Vanessa DeLuca, Roseann DeLuca and Janet Esposito, on the one hand,
and John DeLuca, on the other hand, exchanged words through filings
with the U.S. Bankruptcy Court Central District of California, Los
Angeles Division, over State Fish Co., Inc.'s request for use of
its cash collateral.
The DeLuca Sisters support approval of the Debtor's cash collateral
use and in order to keep the Company's operations going, the
Sisters have agreed to modifying certain language in the cash
collateral order to provide that all parties-in-interest, whether
or not a Committee is put in place or when, will have 180 days from
the Petition Date to review and object to the lien and the loans on
any basis. Moreover, the Sisters agreed to forgo their request for
interest only payments on their obligation during the period
covered by the budget, with the money to be held by the Debtor in a
blocked account pending further court order or consent of the
Sisters as secured creditors.
Mr. DeLuca objected to the approval of the cash collateral request,
complaining that it is not supported by admissible evidence. Mr.
DeLuca also argued the alleged secured loan at issue in the motion
is inherently suspect and the Court should not allow the Debtor to
make payments to its insiders who have already been shown to have
acted dishonestly. Moreover, Mr. DeLuca stated that even if the
Court does grant the Motion, it should grant it only on a limited
basis and modify the proposed stipulation attached to the motion so
as to balance his interests and the interests of other creditors
and the Debtor.
Mr. DeLuca also objected to several other filings by the Debtor and
the DeLuca Sisters, mainly calling the pending bankruptcy petition
a "sham." Mr. DeLuca objected to the declaration of Vanessa
DeLuca, which, according to Mr. DeLuca was inadmissible because at
the time the declaration was executed, Vanessa was no longer an
officer, director, manager or employee of the Debtor thereby making
her incompetent to submit a declaration or testify on the Debtor's
behalf.
Mr. DeLuca also asked for more time to investigate whether it is in
the best interest of the estates for the Debtor to assume its
agreement with Avant Advisory Group and appoint a chief
restructuring officer. Mr. DeLuca told the Court that it should
not approve the employment of a CRO at this time that has been
hand-selected by so-called "independent" directors of the Debtor
who are anything but "independent" and who serve at the pleasure of
the DeLuca Sisters.
The Debtor, in response to Mr. DeLuca's objections, said those
objections are without merit. The Debtor relates that it has
business challenges resulting from a number of industry wide
factors, like decline in fish production, climate changes,
technological changes and other factors. In addition, State Fish
has been the subject of multiple sets of litigation for a number of
years and that litigation has led to distraction, expense, and
disruption of the Debtor's businesses. According to the Debtor,
the members of the DeLuca family who were officers and directors of
the Debtor all resigned prior to the Petition Date and the Debtor
is now under the control of an independent, well-known
and well-respected Chief Restructuring Officer, retained at the
direction of and reporting to two independent directors who had no
pre-existing relationship with the DeLuca sisters.
The DeLuca Sisters are represented by:
Eric P. Israel, Esq.
Zev Shechtman, Esq.
DANNING, GILL, DIAMOND & KOLLITZ, LLP
1900 Avenue of the Stars, 11th Floor
Los Angeles, CA 90067-4402
Tel: (310) 277-0077
Fax: (310) 277-5735
Email: eisrael@dgdk.com
zshechtman@dgdk.com
Mr. DeLuca is represented by:
Jeffrey Lee Costell, Esq.
Alexandre Ian Cornelius, Esq.
Lewis B. Adelson, Esq.
Chris S. Evans, Esq.
COSTELL & CORNELIUS LAW CORPORATION
1299 Ocean Avenue, Suite 450
Santa Monica, CA 90401-1007
Tel: (310) 458-5959
Fax: (310) 458-7959
Email: acornelius@costell-law.com
About State Fish
State Fish Co., Inc., was founded in 1932 and began as a small
local wholesale fish buyer in California. Under the leadership of
Sam DeLuca, State Fish expanded from a small fresh fish company to
an internationally-known import and export company operating its
own processing and cold store facilities near the Port of Los
Angeles. Calpack Foods, LLC, a wholly owned subsidiary, was formed
in April 2012 to produce high quality food and beverage products.
State Fish and Calpack Foods filed voluntary Chapter 11 bankruptcy
petitions (C.D. Cal. Lead Case No. 15-11084) on Jan. 26, 2015,
amid
a family dispute and liquidity woes brought by declining fish
catches. State Fish estimated assets and liabilities of $10
million to $50 million.
The Hon. Sandra R. Klein presides over the jointly administered
cases. Amir Gamliel, Esq., and Alan D Smith, Esq., at Perkins
Coie
LLP, serve as the Debtors' counsel. George Blanco, at Avant
Advisory Group, acts as chief restructuring officer.
The schedules of assets and liabilities and statement of financial
affairs are due Feb. 9, 2015.
TIBANNE CO: Chapter 15 Case Summary
-----------------------------------
Chapter 15 Petitioner: Taro Awataguchi
Chapter 15 Debtor: Tibanne Co., Ltd.,
a/k/a K.K. Tibanne
Bingham Sakai Mimura Aizawa
Foreign Law Joint Venture
4th Floor, Hulic Kaiyacho Bldg, 4-3-13
Toranomon, Minato-ku
Tokyo
Chapter 15 Case No.: 15-10255
Type of Business: Tibanne specialized in web hosting, application
development, and system management.
Chapter 15 Petition Date: February 3, 2015
Court: United States Bankruptcy Court
Southern District of New York (Manhattan)
Chapter 15 Petitioner's Anne Marren Bahr, Esq.
Counsel: REID COLLINS & TSAI LLP
one Penn Plaza, 49th Floor
New York, NY 10119
Tel: 212-946-9405
Fax: 212-344-5299
Email: abahr@rctlegal.com
- and -
Angela Jennifer Somers, Esq.
REID COLLINS & TSAI LLP
One Penn Plaza, 49th Floor
New York, NY 10119
Tel: (212) 344-5208
Fax: (212) 344-5299
Email: asomers@rctlegal.com
- and -
Randall Adam Swick, Esq.
REID COLLINS & TSAI LLP
One Penn Plaza, 49th Floor
New York, NY 10119
Tel: 212-344-5200
Fax: 212-344-5299
Email: aswick@rctlegal.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
TRUMP ENTERTAINMENT: Can Access Up to $20-Mil. DIP Facility
-----------------------------------------------------------
The Hon. Kevin Gross of the U.S. Bankruptcy Court for the District
of Delaware authorized Trump Entertainment Resorts Inc. and its
debtor-affiliates to obtain senior secured priming and
superpriority postpetition financing, which consist of a multiple
draw term loan facility in the aggregate amount not to exceed $20
million pursuant to the debtor-in-possession credit agreement.
The Debtors' lenders are IEH Investments I LLC as initial lender,
and Icahn Agency Services LLC as collateral agent and
administrative agent.
According to the Debtors, the proceeds of the DIP loan will be used
in compliance with the budget, solely to:
i) fund certain fees, costs and expenses associated with the
DIP facility;
ii) finance the on-going working capital and other general
corporate purposes of the company; and
iii) finance the costs of administration of the Chapter 11
cases.
All of the claims of the DIP lenders on account of the DIP
obligations will be entitled to the benefits of section 364(c)(1)
of the Bankruptcy Code, having a superpriority over any and all
administrative expenses of the kind under the Bankruptcy Code.
The DIP credit agreement will require prepayment of the DIP loans
with:
i) 100% of the net cash proceeds of non-ordinary course asset
sales and other asset dispositions by any Debtor in excess
of threshold amounts to be mutually agreed, subject to
exceptions and reinvestment rights to be mutually agreed;
ii) 100% of the net cash proceeds of insurance proceeds and
condemnation awards received by any Debtor, in excess of
threshold amounts to be mutually agreed, subject to
exceptions and reinvestment rights to be mutually agreed,
iii) 100% of the net cash proceeds of debt issuances by any
Debtor not permitted under the DIP credit agreement, and
iv) 100% of the net cash proceeds from extraordinary receipts
not covered above and received by any Debtor, in excess of
threshold amounts to be mutually agreed, subject to
exceptions to be mutually agreed.
The interest rate under the DIP facility will be 10% per annum.
After the occurrence of an event of default, DIP loans and all
other DIP obligations will bear cash interest at the above rate
plus 2.00% per annum.
A full-text copy of the DIP credit agreement is available for
free at http://is.gd/4UpDZc
A full-text copy of the DIP budget is available for free
at http://is.gd/Q1nCZl
About Trump Entertainment Resorts
Trump Entertainment Resorts Inc., owner of the Atlantic City
Boardwalk casinos that bear the name of Donald Trump, returned to
Chapter 11 bankruptcy (Bankr. D. Del. Case No. 14-12103) on Sept.
9, 2014, with plans to shutter its casinos.
TER and its affiliated debtors own and operate two casino hotels
located in Atlantic City, New Jersey. TER said it will close the
Trump Taj Mahal Casino Resort by Sept. 16, 2014, and, absent union
concessions, the Trump Plaza Hotel and Casino by Nov. 13, 2014.
The Debtors have sought an order authorizing the joint
administration of their Chapter 11 cases and the consolidation
thereof for procedural purposes only. Judge Kevin Gross presides
over the Chapter 11 cases.
The Debtors have tapped Young, Conaway, Stargatt & Taylor, LLP, as
counsel; Stroock & Stroock & Lavan LLP, as co-counsel; Houlihan
Lokey Capital, Inc., as financial advisor; and Prime Clerk LLC, as
noticing and claims agent.
TER estimated $100 million to $500 million in assets as of the
bankruptcy filing.
The Debtors as of Sept. 9, 2014, owe $286 million in principal plus
accrued but unpaid interest of $6.6 million under a first lien debt
issued under their 2010 bankruptcy-exit plan. The Debtors also
have trade debt in the amount of $13.5 million.
The Official Committee of Unsecured Creditors tapped Gibbons P.C.
as its co-counsel, the Law Office of Nathan A. Schultz, P.C., as
co-counsel, and PricewaterhouseCoopers LLP as its financial
advisor.
VERESEN MIDSTREAM: S&P Assigns 'BB-' CCR; Outlook Stable
--------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'BB-'
long-term corporate credit rating to Calgary, Alta.-based Veresen
Midstream L.P. The outlook is stable. Standard & Poor's assigned
its 'BB-' rating, with recovery rating of '3', to the company's
C$1.275 billion expansion credit facility and US$600 million Term
Loan B. The '3' recovery rating corresponds to an expectation of
average (50%-70%) recovery. Standard & Poor's also assigned its
'BB-' issue-level rating and '3' recovery rating to the company's
C$75 million revolving credit facility.
"The rating reflects the Veresen Midstream's satisfactory business
risk profile and highly leveraged financial risk profile," said
Standard & Poor's credit analyst Gerry Hannochko. The rating also
reflects S&P's view that the L.P. is "moderately strategic" to 50%
owner Veresen Inc.
S&P assess Veresen Midstream's business risk profile as
"satisfactory," with a "satisfactory" competitive position. S&P
believes the production economics in the Montney formation for the
Cutbank Ridge joint venture (JV) are compelling even with weak
commodity prices. The contractual structure of the agreement with
Cutbank is credit supportive, with a long-term, fee-for-service
pipeline, gathering, and processing contract with a group of
investment-grade counterparties that allows an expected return on
invested capital to the L.P. Offsetting these benefits is S&P's
belief that Veresen Midstream is limited in the shippers and asset
base, which is constrained to one geographic region and commodity.
In addition, the L.P. bears no commodity price risk, given the
supportive contract with Cutbank, a JV between two investment-grade
companies committed to this resource play. Given the nature of the
assets under construction, current prices, and the parties
involved, S&P would not expect Veresen Midstream to experience
significant cost overruns that would impair credit quality.
Lack of take-or-pay volume commitment does present a degree of risk
to cash flow post 2017, although an area dedication for all
production and an expected return on invested capital spent
mitigate this. Although the L.P. is a new entity and historical
information is therefore not available, S&P believes its
profitability will be comparable with that of other midstream
gathering and processing entities, based on Hythe-Steeprock's
historical operations and the contractual commitments to
construction.
S&P assess Veresen Midstream's financial risk profile as "highly
leveraged," with forecast adjusted funds flow from operations
(AFFO)-to-debt of 3.9% in 2015, based on nine months of operations
and rising to approximately 8.9% in 2017. The high degree of
leverage stems from an aggressive building of pipeline, gathering,
and processing infrastructure to support the Cutbank JV's
production growth. S&P forecasts capital expenditures to be more
than C$900 million in 2015, with a total of nearly C$2 billion from
2015-2017.
The stable outlook reflects S&P's view that Veresen Midstream will
proceed with the acquisition and build-out of infrastructure
benefiting the Cutbank JV according to the master service
agreement's terms. With the agreement, the JV bears operating,
capital, and timing risks, and Veresen Midstream expects to earn a
stable return.
S&P could lower the rating if AFFO-to-debt stays at or below 13% by
2018 as expected, which would likely be due to increased levels of
debt financing for the capital spending, or lower-than-expected
volumes when facilities enter service. In addition, if S&P
believes that the L.P.'s strategic importance to Veresen declines,
S&P could remove group rating methodology support and lower
the rating.
S&P could raise the rating if AFFO-to-debt remains well above 13%,
or if there is more substantial asset, commodity, geographic, and
shipper diversity.
VESTCOM INT'L: S&P Retains 'B' Rating on $240MM 1st Lien Loan
-------------------------------------------------------------
Standard & Poor's Ratings Services said that the 'B' rating on
Little Rock, Ark.-based Vestcom International Inc.'s upsized $240
million first-lien term loan due 2021, which includes the $15
million add-on, is unchanged. The recovery rating on the
first-lien term loan is '3', indicating that lenders could expect
meaningful (50% to 70%) recovery in the event of payment default.
S&P expects the proceeds of the incremental first-lien term loan to
partially fund the purchase of an industry competitor. The ratings
are subject to change and assume the transaction is closed on
substantially the terms presented to S&P.
All of S&P's other ratings on the company, including the 'B'
corporate credit rating, remain unchanged. The outlook is stable.
Pro forma for the proposed transaction, total debt outstanding is
about $325 million.
Vestcom's ratings reflect its significant debt burden and majority
ownership by a financial sponsor. The company's credit metrics are
weak, with forecasted leverage around 5.2x and funds from
operations (FFO) to debt around 10% in 2015. S&P also believes
capital allocation decisions could restrict the company from
achieving leverage below 5x (from additional debt-financed
dividends, for example) for an extended time. S&P's view is
primarily rooted in the typical financial policies of most
financial sponsor-owned companies, which focus on generating
investment returns over short time horizons (less than five years)
and typically operate with high debt levels.
S&P's ratings also reflect its view of the company's narrow
business and channel focus, as well as its concentrated customer
base. Vestcom's services are limited to shelf-edge media,
including price communication, shopper engagement, and
merchandising solutions, primarily to the grocery and drug channel,
and the company's top 10 customers represent about 65% of revenue.
However, the company maintains good relationships with its
customers, as evidenced by an average relationship length from top
customers of nearly 20 years. S&P believes most of the company's
growth opportunities will come from selling additional
higher-margin products to existing grocery and drug customers.
RATINGS LIST
Vestcom International Inc.
Corporate credit rating B/Stable/--
Senior secured
$240 mil. 1st lien term loan due 2021* B
Recovery rating 3
$30 mil. revolver due 2019 B
Recovery rating 3
$85 mil. 2nd lien term loan due 2022 CCC+
Recovery rating 6
*Includes add-on.
VISUALANT INC: Appoints Ronald Erickson as Chairman of the Board
----------------------------------------------------------------
The Board of Directors of Visualant, Inc., appointed Ronald P.
Erickson as Chairman of the Board effective Feb. 1, 2015, according
to a regulatory filing with the U.S. Securities and Exchange
Commission.
Mr. Erickson has been a director and officer of the Company since
April 24, 2003. He was appointed to the positions of CEO and
president on Nov. 10, 2009. Previously, Mr. Erickson was the
Company's founder and was appointed president and chief executive
officer of the Company on Sept. 29, 2003, and resigned from these
positions on Aug. 31, 2004. Mr. Erickson was Chairman of the Board
from Aug. 31, 2004, until May 2011.
On Jan. 30, 2015, the Board of Directors approved the resignation
of Marco Hegyi as Chairman of the Board, an independent director,
Chairman of the Audit and Compensation Committees and a member of
the Nominations and Governance Committee effective Feb. 1, 2015.
Mr. Hegyi had no disagreement with the Company on any matter
relating to the Company's operations, policies or practices, the
Company stated in the filing.
About Visualant Inc.
Seattle, Wash.-based Visualant, Inc., was incorporated under the
laws of the State of Nevada on Oct. 8, 1998. The Company
develops low-cost, high speed, light-based security and quality
control solutions for use in homeland security, anti-
counterfeiting, forgery/fraud prevention, brand protection and
process control applications.
Visualant reported a net loss of $1 million on $7.98 million of
revenue for the year ended Sept. 30, 2014, compared to a net loss
of $6.60 million on $8.57 million of revenue for the year ended
Sept. 30, 2013. As of Sept. 30, 2014, Visualant had $3.22 million
in total assets, $6.62 million in total liabilities, all current,
and a $3.40 million total stockholders' deficit.
PMB Helin Donovan, LLP, in Seattle, Washington, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Sept. 30, 2014. The independent auditors noted that
the Company has sustained a net loss from operations and has an
accumulated deficit since inception. These factors, according to
the auditors, raise substantial doubt about the Company's ability
to continue as a going concern.
WALTER ENERGY: BlackRock Reports 5.7% Stake as of Dec. 31
---------------------------------------------------------
BlackRock, Inc., disclosed in an amended Schedule 13G filed with
the U.S. Securities and Exchange Commission that as of Dec. 31,
2014, they beneficially owned 3,850,466 shares of common stock of
Walter Energy Inc. representing 5.7 percent of the shares
outstanding. A full-text copy of the regulatory filing is
available for free at http://is.gd/vNQIfm
About Walter Energy
Walter Energy is a leading, publicly traded "pure-play"
metallurgical coal producer for the global steel industry with
strategic access to high-growth steel markets in Asia, South
America and Europe. The Company also produces thermal coal,
anthracite, metallurgical coke and coal bed methane gas. Walter
Energy employs approximately 2,900 employees with operations in
the United States, Canada and United Kingdom.
The Company's balance sheet at Sept. 30, 2014, showed $5.64
billion in total assets, $5.18 billion in total liabilities and
$455 million in total stockholders' equity.
* * *
As reported by the TCR on Aug. 19, 2014, Standard & Poor's Ratings
Services said it raised its corporate credit rating on Birmingham,
Ala.-based Walter Energy to 'CCC+' from 'SD'. S&P believes the
company's capital structure is likely unsustainable in the
long-term absent an improvement in met coal prices.
The TCR reported on July 10, 2014, that Moody's downgraded the
Corporate Family Rating of Walter Energy to 'Caa2' from 'Caa1'.
"The downgrade in the corporate family rating reflects the
anticipated deterioration in performance, increased cash burn and
increase in leverage, given the recent met coal benchmark
settlement of $120 per tonne for high quality coking coal and our
expectation that meaningful recovery in metallurgical coal markets
is twelve to eighteen months away."
WENDY'S CO: S&P Puts 'B+' CCR on CreditWatch Negative
-----------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on quick
service hamburger restaurant chain The Wendy's Co., including the
'B+' corporate credit rating, on CreditWatch with negative
implications.
"The CreditWatch listing follows the company’s announcement that
it will look to recapitalize the company to leverage considerably.
The company will target an increase of net debt to EBITDA (as the
company calculates the metric) of about two to three turns to
between five and six times from its current 3x level. We note that
this metric nets out cash against debt and does not adjust for
operating lease commitments," said credit analyst Charles
Pinson-Rose. "We currently calculate adjusted debt to EBITDA of
about 4.4x, and the increase in debt we estimate would lead to
adjusted debt to EBITDA between 6.0x and 6.8x. The pro-forma
leverage metric would be in line with a "highly leveraged"
financial risk profile and not the current "aggressive"."
S&P will resolve the CreditWatch listing following its review of
the impact of the recapitalization on the entity's financial risk
profile. S&P will also review the company’s business risk
profile in light of the good operating trends and refranchising
activity. Nonetheless, the magnitude of the debt increase, once
known, will likely to lead to a downgrade
WESTMORELAND COAL: BlackRock Reports 5.7% Stake as of Dec. 31
-------------------------------------------------------------
BlackRock, Inc., reported in a regulatory filing with the U.S.
Securities and Exchange Commission that as of Dec. 31, 2014, it
beneficially owned 965,412 shares of common stock of Westmoreland
Coal representing 5.7 percent of the shares outstanding. A
full-text copy of the regulatory filing is available for free at:
http://is.gd/bEZZPK
About Westmoreland Coal
Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE
AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest
independent coal company in the United States. The Company's coal
operations include coal mining in the Powder River Basin in
Montana and lignite mining operations in Montana, North Dakota and
Texas. Its power operations include ownership of the two-unit
ROVA coal-fired power plant in North Carolina.
Westmoreland Coal incurred a net loss applicable to common
shareholders of $6.05 million in 2013, a net loss applicable to
common shareholders of $8.58 million in 2012 and a net loss
applicable to common shareholders of $34.5 million in 2011.
* * *
As reported by the TCR on Nov. 20, 2014, Standard & Poor's Rating
Services raised its corporate credit rating on Westmoreland Coal
Co. one-notch to 'B' from 'B-'. "The stable outlook is supported
by Westmoreland's committed sales position over the next year,
which should result in stable cash flows," said Standard & Poor's
credit analyst Chiza Vitta.
Moody's upgraded the corporate family rating (CFR) of Westmoreland
Coal Company to 'B3' from 'Caa1', and assigned 'Caa1' rating to
the company's proposed new $300 million First Lien Term Loan, the
TCR reported on Nov. 20, 2014. The upgrade of the CFR reflects the
company's successful integration of the Canadian mines acquired in
April 2014, and Moody's expectation that the company's Debt/ EBITDA
will track at around 5x in 2015 and 2016 and that the
company will be break-even to modestly free cash flow positive
over the same time period.
WINDMILL CAPITAL: Case Summary & 4 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Windmill Capital Partners, L.P.
1125 Legacy Drive, Suite 230
Frisco, TX 75034
Case No.: 15-40214
Chapter 11 Petition Date: February 3, 2015
Court: United States Bankruptcy Court
Eastern District of Texas (Sherman)
Debtor's Counsel: Joyce W. Lindauer, Esq.
JOYCE W. LINDAUER ATTORNEY, PLLC
12720 Hillcrest Road, Suite 625
Dallas, TX 75230
Tel: (972) 503-4033
Fax: (972) 503-4034
Email: joyce@joycelindauer.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Peter Streit, manager, Windmill Legacy,
L.L.C., general partner.
A list of the Debtor's four largest unsecured creditors is
available for free at http://bankrupt.com/misc/txeb15-40214.pdf
WPCS INTERNATIONAL: BlackRock Reports 6% Stake as of Dec. 31
------------------------------------------------------------
BlackRock, Inc., reported in a regulatory filing with the U.S.
Securities and Exchange Commission that as of Dec. 31, 2014, it
beneficially owned 829,089 shares of common stock of WPCS
International representing 6 percent of the shares outstanding. A
copy of the regulatory filing is available for free at
http://is.gd/UwpbyM
About WPCS International Incorporated
WPCS -- http://www.wpcs.com/-- operates in two business segments
including: (1) providing communications infrastructure contracting
services to the public services, healthcare, energy and corporate
enterprise markets worldwide; and (2) developing a Bitcoin trading
platform.
As reported by the TCR on Feb. 7, 2014, WPCS appointed Marcum LLP
as its new independent registered public accounting firm.
CohnReznick LLP resigned on Dec. 20, 2013.
WPCS International incurred a net loss attributable to common
shareholders of $11.16 million for the year ended April 30, 2014,
as compared with a net loss attributable to common shareholders of
$6.91 million for the year ended April 30, 2013. As of Oct. 31,
2014, the Company had $17.73 million in total assets, $17.34
million in total liabilities and $396,635 in total equity.
Marcum LLP, in New York, NY, issued a "going concern"
qualification on the consolidated financial statements for the
year ended April 30, 2014. The independent auditing firm
noted that the Company has incurred significant losses and needs
to raise additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
ZIMMER WORLDWIDE: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Zimmer Worldwide Logistics, Inc.
14950 Heathrow Forest Pkwy., Suite 350
Houston, TX 77032
Case No.: 15-30752
Chapter 11 Petition Date: February 3, 2015
Court: United States Bankruptcy Court
Southern District of Texas (Houston)
Judge: Hon. Karen K. Brown
Debtor's Counsel: Margaret Maxwell McClure, Esq.
LAW OFFICE OF MARGARET M. MCCLURE
909 Fannin, Suite 3810
Houston, TX 77010
Tel: 713-659-1333
Fax: 713-658-0334
Email: margaret@mmmcclurelaw.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Margaret J. Zimmer, president.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
ZOGENIX INC: FDA Okays New Formulation of Zohydro
-------------------------------------------------
The U.S. Food and Drug Administration approved a new formulation of
ZohydroTM ER (hydrocodone bitartrate) Extended-Release Capsules,
CII, with BeadTek, according to a regulatory filing with the U.S.
Securities and Exchange Commission. BeadTek is a formulation
technology designed to provide abuse-deterrent properties without
changing the release properties of hydrocodone when Zohydro ER is
used as intended.
Concurrently, Zogenix has ongoing Human Abuse Liability studies,
which will further characterize the abuse-deterrent properties of
the new formulation. Zogenix intends to submit these data in the
second half of 2015 to the FDA to support an amended product label,
including abuse-deterrent claims consistent with the FDA's current
draft Guidance for Industry, Abuse-Deterrent Opioids -- Evaluation
and Labeling. Transition to Zohydro ER with BeadTek is expected to
occur in the second quarter of 2015 for all prescribed strengths
ranging from 10 mg to 50 mg, without disruption to patients
currently on therapy.
About Zogenix Inc.
Zogenix, Inc. (NASDAQ: ZGNX), with offices in San Diego and
Emeryville, California, is a pharmaceutical company
commercializing and developing products for the treatment of
central nervous system disorders and pain.
Zogenix reported a net loss of $80.85 million in 2013, as compared
with a net loss of $47.38 million in 2012.
As of Sept. 30, 2014, the Company had $107.02 million in total
assets, $49.5 million in total liabilities and $57.5 million in
total stockholders' equity.
Ernst & Young LLP, in San Diego, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013. The independent auditors noted
that the Company's recurring losses from operations and lack of
sufficient working capital raise substantial doubt about its
ability to continue as a going concern.
[*] Private Equity Execs See Rate Hikes on Horizon
--------------------------------------------------
Hillary Canada, writing for The Wall Street Journal, reported that
private equity deal makers are steeling themselves for an increase
in interest rates, according to a new survey from the New York
chapter of the Association for Corporate Growth. The Journal
related that more than 40% of the 125 midmarket executives polled
by the trade group said they believe the Federal Reserve will start
to increase interest rates in the third quarter, while just one in
five predicted rates would remain unchanged.
[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Williams & Company, LLC
Bankr. S.D. Ala. Case No. 15-00230
Chapter 11 Petition filed January 26, 2015
See http://bankrupt.com/misc/alsb15-00230.pdf
represented by: Barry A. Friedman, Esq.
BARRY A. FRIEDMAN AND ASSOCIATES, P.C.
E-mail: bky@bafmobile.com
In re BKG, LLC
Bankr. W.D. Ark. Case No. 15-70199
Chapter 11 Petition filed January 26, 2015
See http://bankrupt.com/misc/arwb15-70199.pdf
represented by: Carl W. Hopkins, Esq.
HOPKINS & HOLMES, PLLC
E-mail: cwhopkinslaw@msn.com
In re Anthony Paul Manrique
aka Anthony Manrique
Bankr. C.D. Cal. Case No. 15-10650
Chapter 11 Petition filed January 26, 2015
represented by: Dana M. Douglas, Esq.
E-mail: dmddouglas@hotmail.com
In re United K & C, Inc.
dba Sportsman Liquor
Bankr. C.D. Cal. Case No. 15-10651
Chapter 11 Petition filed January 26, 2015
See http://bankrupt.com/misc/cob15-10651.pdf
represented by: Michael Jude, Esq.
JUDE LAW, LLC
E-mail: michael@judelawllc.com
In re Kwang Bae Kim
Bankr. D. Colo. Case No. 15-10650
Chapter 11 Petition filed January 26, 2015
In re Majcha Manomai
Bankr. S.D. Fla. Case No. 15-11372
Chapter 11 Petition filed January 26, 2015
In re Kachina Village, LLC, a New Mexico Limited Liability Company
Bankr. D.N.M. Case No. 15-10140
Chapter 11 Petition filed January 26, 2015
See http://bankrupt.com/misc/nmb15-10140.pdf
represented by: Don F. Harris, Esq.
HARRIS LAW
E-mail: harrislaw@comcast.net
In re Christopher J. Connolly
Bankr. W.D. Pa. Case No. 15-20238
Chapter 11 Petition filed January 26, 2015
In re Mediterranean Mezza, LLC
Bankr. N.D. Tex. Case No. 15-30370
Chapter 11 Petition filed January 26, 2015
See http://bankrupt.com/misc/txnb15-30370.pdf
represented by: John Paul Stanford, Esq.
QUILLING, SELANDER, LOWNDS, ET AL.
E-mail: jstanford@qslwm.com
In re Renewable Energy, Inc.
dba Hunger 3.0
Always Happy Hour
Bankr. W.D. Wash. Case No. 15-10421
Chapter 11 Petition filed January 26, 2015
represented by: Henry K. Chae, Esq.
CHAE LAW, PLLC
E-mail: henrykchae@outlook.com
In re Parbhubhai Govindbhai Patel and Kalpanaben Parbhubhai Patel
Bankr. S.D. Fla. Case No. 15-11529
Chapter 11 Petition filed January 27, 2015
In re Five Star Convention Decorating, Inc.
Bankr. D. Md. Case No. 15-11105
Chapter 11 Petition filed January 27, 2015
See http://bankrupt.com/misc/mdb15-11105.pdf
represented by: Jeffrey M. Sirody, Esq.
JEFFREY M. SIRODY AND ASSOCIATES, P.A.
E-mail: smeyers5@hotmail.com
In re The St. Matthew Missonary Baptist Church
Bankr. E.D. Mich. Case No. 15-40995
Chapter 11 Petition filed January 27, 2015
See http://bankrupt.com/misc/mieb15-40995.pdf
represented by: Thomas N. Strauch, Esq.
E-mail: lawlawtom@hotmail.com
In re Maria P. Daher-Ruvalcaba
Bankr. D. Nev. Case No. 15-10354
Chapter 11 Petition filed January 27, 2015
In re Randy W. Burke and Patricia C. Burke
Bankr. W.D.N.C. Case No. 15-50047
Chapter 11 Petition filed January 27, 2015
In re Schaefer Family Dentistry, Inc.
Bankr. N.D. Ohio Case No. 15-30181
Chapter 11 Petition filed January 27, 2015
See http://bankrupt.com/misc/ohnb15-30181.pdf
represented by: Patricia A. Kovacs, Esq.
E-mail: patricia.a.kovacs@gmail.com
In re Mark P. Hardwick
Bankr. W.D. Tex. Case No. 15-10112
Chapter 11 Petition filed January 27, 2015
In re WRECO LLC
Bankr. S.D.W. Va. Case No. 15-60008
Chapter 11 Petition filed January 27, 2015
See http://bankrupt.com/misc/wvsb15-60008.pdf
represented by: Joseph W. Caldwell, Esq.
CALDWELL & RIFFEE
E-mail: joecaldwell@frontier.com
In re Francisco Reyna
Bankr. C.D. Cal. Case No. 15-11196
Chapter 11 Petition filed January 28, 2015
In re Saeed Reza Zarakani
Bankr. E.D. Cal. Case No. 15-20600
Chapter 11 Petition filed January 28, 2015
In re M.K. Auto, Inc.
Bankr. E.D. Cal. Case No. 15-20614
Chapter 11 Petition filed January 28, 2015
See http://bankrupt.com/misc/caeb15-20614.pdf
Filed Pro Se
In re Image Pro International Inc.
Bankr. S.D. Fla. Case No. 15-11603
Chapter 11 Petition filed January 28, 2015
See http://bankrupt.com/misc/flsb15-11603.pdf
represented by: Aramis Hernandez, Esq.
MIAMI LEGAL CENTER
E-mail: aramis@miamilegalcenter.com
In re Miguel Cisneros
Bankr. N.D. Ill. Case No. 15-02752
Chapter 11 Petition filed January 28, 2015
In re Ferhana Desai
Bankr. D. Md. Case No. 15-11206
Chapter 11 Petition filed January 28, 2015
In re Crisco Investments Inc.
Bankr. S.D. Miss. Case No. 15-00253
Chapter 11 Petition filed January 28, 2015
See http://bankrupt.com/misc/mssb15-00253.pdf
represented by: J. Walter Newman, IV, Esq.
NEWMAN & NEWMAN
E-mail: wnewman95@msn.com
In re Jose Herrera
Bankr. D. Nev. Case No. 15-10365
Chapter 11 Petition filed January 28, 2015
In re Property Equity Holding Corp.
Bankr. E.D.N.Y. Case No. 15-40321
Chapter 11 Petition filed January 28, 2015
See http://bankrupt.com/misc/nyeb15-40321.pdf
Filed Pro Se
In re Luis F. Muniz Rios and Nereida Del Carmen Barletta Mulet
Bankr. D.P.R. Case No. 15-00477
Chapter 11 Petition filed January 28, 2015
In re 5832 INC
dba The Great Alaskan Bush Co.
Bankr. D. Ariz. Case No. 15-00897
Chapter 11 Petition filed January 29, 2015
Filed Pro Se
In re George S. Nader and Terri D. Nader
Bankr. C.D. Cal. Case No. 15-10439
Chapter 11 Petition filed January 29, 2015
represented by: Michael Jones, Esq.
M. JONES & ASSOICATES, P.C.
E-mail: mike@mjthelawyer.com
In re Kim Allen Gill
Bankr. C.D. Cal. Case No. 15-11273
Chapter 11 Petition filed January 29, 2015
represented by: Michael R. Totaro, Esq.
TOTARO & SHANAHAN
E-mail: tsecfpacer@aol.com
In re Clemencia Bousheri
Bankr. C.D. Cal. Case No. 15-11345
Chapter 11 Petition filed January 29, 2015
represented by: Anthony Obehi Egbase, Esq.
LAW OFFICES OF ANTHONY O. EGBASE & ASSOC.
E-mail: info@anthonyegbaselaw.com
In re Anthony Robles and Nga Thi-Ngoc Robles
Bankr. M.D. Fla. Case No. 15-00874
Chapter 11 Petition filed January 29, 2015
In re Wynwood Entertainment, LLC
Bankr. S.D. Fla. Case No. 15-11752
Chapter 11 Petition filed January 29, 2015
See http://bankrupt.com/misc/flsb15-11752.pdf
represented by: Nicholas B. Bangos, Esq.
NICHOLAS B. BANGOS, P.A.
E-mail: nbangos@diazreus.com
In re Roberts Enterprises
Bankr. D. Haw. Case No. 15-00110
Chapter 11 Petition filed January 29, 2015
See http://bankrupt.com/misc/hib15-00110.pdf
Filed Pro Se
In re Mary S. Kenney
Bankr. E.D. Ky. Case No. 15-20101
Chapter 11 Petition filed January 29, 2015
In re Jeffrey Lynn Parks
Bankr. D. Md. Case No. 15-11253
Chapter 11 Petition filed January 29, 2015
In re 39 Bishop Joe L. Smith Way, LLC
Bankr. D. Mass. Case No. 15-10311
Chapter 11 Petition filed January 29, 2015
See http://bankrupt.com/misc/mab15-10311.pdf
Filed Pro Se
In re Jowett Family Funeral Homes & Cremation Services, Inc.
Bankr. W.D. Mich. Case No. 15-00410
Chapter 11 Petition filed January 29, 2015
See http://bankrupt.com/misc/miwb15-00410.pdf
represented by: Paul I. Bare, Esq.
BARE & CLOUGH, P.C.
E-mail: lawofficecourtdocs@gmail.com
In re T & R Custom Service, Inc.
Bankr. E.D.N.Y. Case No. 15-70316
Chapter 11 Petition filed January 29, 2015
See http://bankrupt.com/misc/nyeb15-70316.pdf
Filed Pro Se
In re M. A. Chrisman Trucking Inc.
Bankr. E.D. Tenn. Case No. 15-10384
Chapter 11 Petition filed January 29, 2015
See http://bankrupt.com/misc/tneb15-10384.pdf
represented by: Richard L. Banks, Esq.
RICHARD BANKS & ASSOCIATES, P.C.
E-mail: amiles@rbankslawfirm.com
In re Autoplex of Memphis, Inc.
Bankr. W.D. Tenn. Case No. 15-20932
Chapter 11 Petition filed January 29, 2015
See http://bankrupt.com/misc/tnwb15-20932.pdf
represented by: Chasity Sharp Grice, Esq.
PEPPEL, GOMES & MACINTOSH, P.C.
E-mail: cgrice@pgmlawyers.com
In re Kambiz Dahesh
Bankr. S.D. Tex. Case No. 15-30523
Chapter 11 Petition filed January 29, 2015
In re Victor Cruz and Kimberly Cruz
Bankr. E.D. Wash. Case No. 15-00287
Chapter 11 Petition filed January 29, 2015
In re Combs Materials LLC
Bankr. D. Ariz. Case No. 15-00943
Chapter 11 Petition filed January 30, 2015
See http://bankrupt.com/misc/azb15-00943.pdf
represented by: Eric Slocum Sparks
ERIC SLOCUM SPARKS, P.C.
E-mail: law@ericslocumsparkspc.com
In re Mat's RNR Enterprises LLC
dba The Dirty Pelican Restaurant
Dirty Pelican Grill
Bankr. D. Ariz. Case No. 15-00944
Chapter 11 Petition filed January 30, 2015
See http://bankrupt.com/misc/azb15-00944.pdf
represented by: Thomas G. Luikens, Esq.
AYERS & BROWN, P.C.
E-mail: Thomas.Luikens@azbar.org
In re Robert Rettberg
Bankr. C.D. Cal. Case No. 15-10310
Chapter 11 Petition filed January 30, 2015
In re Tomas Filemon Garcia
Bankr. C.D. Cal. Case No. 15-11415
Chapter 11 Petition filed January 30, 2015
In re Sarkis Antabian
Bankr. C.D. Cal. Case No. 15-11479
Chapter 11 Petition filed January 30, 2015
In re Tony Hsiao Tang Tu
Bankr. N.D. Cal. Case No. 15-30114
Chapter 11 Petition filed January 30, 2015
In re Robert F. Zupetz and Janet A. Zupetz
Bankr. N.D. Cal. Case No. 15-40344
Chapter 11 Petition filed January 30, 2015
In re Francis Max Frick, Jr. and Jo Billy Frick
Bankr. M.D. Fla. Case No. 15-00423
Chapter 11 Petition filed January 30, 2015
In re Perfect Temp of Florida, LLC
Bankr. M.D. Fla. Case No. 15-00990
Chapter 11 Petition filed January 30, 2015
See http://bankrupt.com/misc/flmb15-00990.pdf
represented by: Pierce J. Guard, Jr., Esq.
THE GUARD LAW GROUP, PLLC
E-mail: jguardjr@aol.com
In re Milanka V. Verds
Bankr. S.D. Fla. Case No. 15-11871
Chapter 11 Petition filed January 30, 2015
In re Klaus Bodesinsky
Bankr. D.N.J. Case No. 15-11783
Chapter 11 Petition filed January 30, 2015
In re MBOATH, LLC
Bankr. W.D.N.C. Case No. 15-10042
Chapter 11 Petition filed January 30, 2015
See http://bankrupt.com/misc/ncwb15-10042.pdf
represented by: R. Kelly Calloway, Jr., Esq.
CALLOWAY & ASSOCIATES LAW FIRM
E-mail: rkelly@callowaylawfirm.com
In re Granite Direct Store, Inc.
Bankr. M.D. Tenn. Case No. 15-00602
Chapter 11 Petition filed January 30, 2015
See http://bankrupt.com/misc/tnmb15-00602.pdf
represented by: Elliott Warner Jones, Esq.
EMERGE LAW, PLC
E-mail: elliott@emergelaw.net
In re Otto H. Diaz, Jr. and Ida C. Verrastro-Diaz
Bankr. M.D. Tenn. Case No. 15-00619
Chapter 11 Petition filed January 30, 2015
In re Otto's Enterprises, Inc.
dba OD's Carwash & Detail
Otto's Carwash & Detail
Bankr. M.D. Tenn. Case No. 15-00620
Chapter 11 Petition filed January 30, 2015
See http://bankrupt.com/misc/tnmb15-00620.pdf
represented by: Steven L. Lefkovitz, Esq.
LAW OFFICES LEFKOVITZ & LEFKOVITZ
E-mail: slefkovitz@lefkovitz.com
In re Nicholas Frank Grovich
Bankr. D. Ariz. Case No. 15-00987
Chapter 11 Petition filed February 2, 2015
In re Seacon Logix Inc.
Bankr. C.D. Cal. Case No. 15-10507
Chapter 11 Petition filed February 2, 2015
See http://bankrupt.com/misc/cacb15-10507.pdf
represented by: Kevin Tang, Esq.
TANG & ASSOCIATES
E-mail: tangkevin911@gmail.com
In re Truevine Fellowship Holiness Church, Inc.
Bankr. N.D. Ga. Case No. 15-10218
Chapter 11 Petition filed February 2, 2015
See http://bankrupt.com/misc/ganb15-10218.pdf
represented by: Joseph Chad Brannen, Esq.
BRANNEN LAW GROUP, P.C.
E-mail: chad@brannenlawfirm.com
In re Gary M. Wallace
Bankr. N.D. Ga. Case No. 15-10221
Chapter 11 Petition filed February 2, 2015
In re Executive Global Investment Corp.
Bankr. N.D. Ga. Case No. 15-52114
Chapter 11 Petition filed February 2, 2015
See http://bankrupt.com/misc/ganb15-52114.pdf
represented by: Joel Aldrich Jothan Callins, Esq.
THE CALLINS LAW FIRM, LLC
E-mail: jcallins@callins.com
In re Gap Fitness Partners, LLC
dba World Gym Honolulu
Bankr. D. Haw. Case No. 15-00118
Chapter 11 Petition filed February 2, 2015
See http://bankrupt.com/misc/hib15-00118.pdf
represented by: Michael A. Glenn, Esq.
LOW COST LEGAL SERVICES
E-mail: maglenn@ilowcostlegal.com
In re Clark Property Solutions, LLC
Bankr. W.D. Ky. Case No. 15-30333
Chapter 11 Petition filed February 2, 2015
See http://bankrupt.com/misc/kywb15-30333.pdf
represented by: Richard A. Schwartz, Esq.
KRUGER & SCHWARTZ
E-mail: rick@ks-laws.com
In re Al Huda Properties, LLC
Bankr. E.D. Mich. Case No. 15-41323
Chapter 11 Petition filed February 2, 2015
See http://bankrupt.com/misc/mieb15-41323.pdf
represented by: David I. Goldstein, Esq.
WASTENAW LEGAL CENTER, P.C.
E-mail: dstinger2684@sbcglobal.net
In re William Von Soukup
Bankr. D. Minn. Case No. 15-30335
Chapter 11 Petition filed February 2, 2015
In re Eddie Lynn Dewitt and Lola Faye DeWitt
Bankr. E.D. Tenn. Case No. 15-30283
Chapter 11 Petition filed February 2, 2015
In re Christina Lynn Pace
Bankr. M.D. Tenn. Case No. 15-00668
Chapter 11 Petition filed February 2, 2015
In re McCullough Spinal Care, PC
Bankr. M.D. Tenn. Case No. 15-00679
Chapter 11 Petition filed February 2, 2015
See http://bankrupt.com/misc/tnmb15-00679.pdf
represented by: Joseph P. Rusnak, Esq.
TUNE ENTREKIN & WHITE, P.C.
E-mail: jrusnak@tewlawfirm.com
In re Golfworld Unlimited, Inc.
Bankr. N.D. Tex. Case No. 15-40497
Chapter 11 Petition filed February 2, 2015
See http://bankrupt.com/misc/txnb15-40497.pdf
represented by: Mark B. French, Esq.
LAW OFFICE OF MARK B. FRENCH
E-mail: marksndecf@markfrenchlaw.com
In re B*High-Tech Machine Shop, Inc.
aka B*High Tech, Inc.
Bankr. S.D. Tex. Case No. 15-30630
Chapter 11 Petition filed February 2, 2015
See http://bankrupt.com/misc/txsb15-30630.pdf
represented by: Margaret Maxwell McClure, Esq.
LAW OFFICE OF MARGARET M. MCCLURE
E-mail: margaret@mmmcclurelaw.com
In re Rumors Spirits And More, Inc.
Bankr. S.D. Tex. Case No. 15-50005
Chapter 11 Petition filed February 2, 2015
See http://bankrupt.com/misc/txsb15-50005.pdf
represented by: Jesse Blanco, Jr., Esq.
E-mail: jesseblanco@sbcglobal.net
In re Olga Tres Albatross, LLC
dba Wasabi Bistro
Bankr. W.D. Wash. Case No. 15-10624
Chapter 11 Petition filed February 2, 2015
See http://bankrupt.com/misc/wawb15-10624.pdf
represented by: Olga Rotstein, Esq.
TAX ATORNEYS, INC.
E-mail: olga.tax@gmail.com
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
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 nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
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 2015. 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 ***