/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/150212.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 12, 2015, Vol. 19, No. 43 Headlines ACADEMIA CESAR: S&P Assigns 'BB+' Rating on $11.8MM Bonds BANK OF THE CAROLINAS: TFO USA Reports 9.7% Stake as of Dec. 31 BLACKHAWK AUTOMOTIVE: Court Dismisses Chapter 11 Case BREF HR: Amended 2013 Report Shows $106M Loss CACHE INC: Has Interim Authority to Tap $9.53MM Salus DIP Loan CAESARS ENTERTAINMENT: 9-Member Creditors' Committee Formed CAESARS ENTERTAINMENT: Schwartz Withdraws as CEC Counsel CENTRAL FEDERAL: MacNealy Hoover Held 8% Stake as of Feb. 3 CLINE MINING: US Court Recognizes Plan of Compromise CONSILIUM COMPANY: Case Summary & 20 Largest Unsecured Creditors COVERIS HOLDINGS: S&P Retains 'B-' CCR Over $85MM Notes Add-On DENDREON CORP: Cancels Asset Auction; Sale Hearing Set for Feb. 20 DENDREON CORP: Files Schedules of Assets and Liabilities DENDREON: Creditors Have Until March 16 to File Proofs of Claim DMRB PROPERTIES: Case Summary & 5 Largest Unsecured Creditors DUNE ENERGY: Eos Petro Extends Tender Offer Until Feb. 13 EMPIRE RESORTS: Kien Huat Reports 67% Stake as of Feb. 6 EMPIRE RESORTS: Reports Closing of Rights Offering ENERGY FUTURE: Texas Bill Could Open Unit's Assets to Others FALCON STEEL: Committee Has Additional Work for Deloitte HEALING HANDS: Case Summary & 20 Largest Unsecured Creditors HEALOGICS INC: S&P Affirms 'B' CCR; Outlook Remains Negative HOPE ACADEMY: Fitch Lowers Rating on $8.68MM Bonds to 'BB-' IDERA PHARMACEUTICALS: Plans to Sell $75 Million Common Shares INSTITUTO MEDICO: Renews Bid to Hire Robert Roth JAMES RIVER: Committee Restructures Blacktone's Compensation JBJ PIPE & SUPPLY: Case Summary & 20 Largest Unsecured Creditors LDR INDUSTRIES: To Auction Operating Assets on February 24 METEOR ENTERTAINMENT: TriplePoint to Auction All Assets on Feb. 21 NATURAL MOLECULAR: Chapter 11 Trustee May Sell Roche Equipment NEOGENIX ONCOLOGY: Law Firms Using Barred Defense, Court Told NPS PHARMACEUTICALS: Faces 5 Add'l Suits Over Proposed Merger OFFSHORE DRILLING: S&P Affirms 'BB' CCR & Revises Outlook to Neg. ONE SOURCE: Files Schedules of Assets and Liabilities PANDA TEMPLE: S&P Assigns Preliminary 'B' Rating on $405MM Debt PAUL BILZERIAN: Claims Bar Date Set for March 26 PERFORMANCE TRANSPORTATION: Trucking Cos. Fight Certification Bid PHILADELPHIA SCHOOL: Fitch Rates Series 2015 Bonds 'BB-' PLACENTIA, CA: S&P Lowers Rating on 2003 COPs to 'BB' PROFESSIONAL AVIATION: Claims Bar Date Set for July 31 PROGRESSIVE LIFE: Case Summary & 9 Largest Unsecured Creditors PROMMIS HOLDINGS: Huron Replies to Motion to Reinstate Chapter 11 PROSPECT MANUFACTURING: Case Summary & 20 Top Unsecured Creditors QE2 ACQUISITION: Receives Default Notice From Senior Lender QUALITY DISTRIBUTION: Expects $243 Million in Revenue for Q4 QUANTUM FUEL: Expects $12MM to $13MM Fourth Quarter Revenues RESIDENTIAL CAPITAL: Mayer Brown DQ'd from Representing HSBC REVEL AC: Judge Denies Extension of Sale Closing Date SBRS INC: Case Summary & 3 Largest Unsecured Creditors SEAQUEST CORP: Execs Charged in C$75MM Bankruptcy Fraud SIRIUS INTERNATIONAL: Fitch Affirms 'BB+' Rating on $250MM Shares SOUTHGOBI RESOURCES: Insolvency Risk After Tax Evasion Verdict SRC COMPUTERS: Freeman Capital to Auction Assets on February 13 SUBURBAN PROPANE: S&P Rates New $250MM Sr. Unsecured Notes 'BB-' TARGET CANADA: Agency Deal With Gordon Brothers et al. Okayed TARGET CANADA: Employees Seek Representation TARGET CANADA: Licensing Deal With Starbucks Terminated TARGET CANADA: PFAC Seeks Representative for Pharmacists UNIVISION COMMUNICATIONS: S&P Rates New Sr. Secured Notes 'B+ US CAPITAL: Duane Morris Partner Suspended by Fla. Bankruptcy Judge VYSHNAVI INFOTECH: Case Summary & 20 Largest Unsecured Creditors WYNN LAS VEGAS: Fitch $1.75-Bil. Sr. Unsecured Notes 'BB' WYNN RESORTS: S&P Affirms BB+ Corporate Credit Rating YOSEN GROUP: Late Filed 2013 Report Shows $3.63M Loss YRC WORLDWIDE: Presented at Stifel Nicolaus & BB&T Conferences [*] Huron Business Advisory Announces Managing Director Promotions [*] Silfen to Head Arent Fox's N.Y. Office as Managing Partner [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* ACADEMIA CESAR: S&P Assigns 'BB+' Rating on $11.8MM Bonds --------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB+' rating to Saint Paul Housing and Redevelopment Authority, Minn.'s $11.8 million series 2015A and series 2015B charter school lease revenue bonds issued for Academia Cesar Chavez Academy (ACC). The outlook is stable. "The rating reflects our assessment of ACC's niche as a language immersion program, solid balance sheet metrics characterized by strong liquidity, and experienced management team," said Standard & Poor's credit analyst Luke Gildner. "Factors restraining the rating are slim pro forma maximum annual debt service coverage, a high debt burden, and lack of a meaningful waitlist." Management plans to use the proceeds of the bonds to acquire the building the school currently occupies as well as fund construction of an additional on-campus facility to increase the school's capacity. Proceeds will also be used to fund several renovations to the existing facility, fund a debt service reserve fund, and pay costs associated with the issuance of the series 2015 bonds. The stable outlook reflects S&P's expectation that during the next year management will meet enrollment and financial projections. S&P expects operations for fiscal 2015 will break even on a full accrual basis and liquidity will remain stable. S&P do not expect to take a positive rating action during the one-year outlook period. S&P could lower the rating if enrollment does not increase as projected or operations significantly weaken. BANK OF THE CAROLINAS: TFO USA Reports 9.7% Stake as of Dec. 31 --------------------------------------------------------------- TFO USA Limited disclosed in a regulatory filing with the U.S. Securities and Exchange Commission that as of Dec. 31, 2014, it beneficially owned 44,831,488 shares of common stock of the Bank of the Carolinas Corporation representing 9.7 percent of the shares outstanding. A copy of the Schedule 13G, as amended, is available for free at http://is.gd/ZAWYC1 About Bank of the Carolinas Mocksville, North Carolina-based Bank of the Carolinas Corporation was formed in 2006 to serve as a holding company for Bank of the Carolinas. The Bank's primary market area is in the Piedmont region of North Carolina. Turlington and Company, LLP, in Lexington, North Carolina, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has suffered recurring credit losses that have eroded certain regulatory capital ratios. As of Dec. 31, 2013, the Company is considered undercapitalized based on their regulatory capital level. This raises substantial doubt about the Company's ability to continue as a going concern. The Company reported a net loss available to common stockholders of $2.33 million in 2013, a net loss available to common stockholders of $5.53 million in 2012 and a net loss available to common stockholders of $29.18 million in 2011. The Company's balance sheet at Sept. 30, 2014, showed $396 million in total assets, $350.08 million in total liabilities and $46.2 million in total stockholders' equity. BLACKHAWK AUTOMOTIVE: Court Dismisses Chapter 11 Case ----------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Ohio dismissed the Chapter 11 case of Blackhawk Automotive Plastics Inc. et al. The Court approved the Debtors' final account respecting their final pro rata claims distribution. Furthermore, all unclaimed holders were notified that a stop-payment order was issued on all unclaimed holders' checks and all unclaimed funds are deposited with the clerk of the Court. Unclaimed holders may contact: The Office of the Clerk U.S. Bankruptcy Court 10 East Commerce Street Youngstown, OH 44503-1621 About Blawkhawk Automotive Salem, Ohio-based Blackhawk Automotive Plastics Inc., formerly Warren Molded/Custom Plastics, manufactures injection molded plastic products and motor vehicle parts and accessories. BAP's customers include General Motors, Delphi, Lear, Chrysler, Honda, Navistar, and Visteon. BAP employs about 1,574 workers domestically, and generated $136 million in sales in 2006. BAP owns Canadian subsidiary, Blackhawk Automotive Plastics Ltd. which operated a manufacturing facility in Ontario until Johnson Controls Inc. bought BAP Canada's assets in May 2005. BAP Canada's remaining assets consist primarily of net operating loss carryforwards for Canadian tax purposes. The NOLs had a book value of about $8.2 million as of December 2005. BAP also owns a plant in Upper Sandusky, Ohio, which ceased operations in 2006. The company filed for chapter 11 protection on Oct. 22, 2007 (Bankr. N.D. Ohio, Case No. 07-42671). Its parent company, Tier e Automotive Group Inc., filed a separate chapter 11 petition on the same day (Bankr. N.D. Ohio, Case No. 07-42673). Tier e acquired BAP from Worthington Industries Inc. in 1999. Tier e also owns 49% stake in Nescor Holdings Inc., a holding company for Nescor Plastics Corporation, also an automotive plastics supplier. William I. Kohn, Esq., David M. Neumann, Esq., Stuart A. Laven, Jr., Esq., at Benesch, Friedlander, Coplan & Aronoff LLP, represent the Debtors in their restructuring efforts. Donlin Recano & Company Inc. provides the Debtors with claims, noticing, balloting and distribution services. The Debtors' schedules disclosed total assets of $58,665,229 and total liabilities of $51,244,592. As of bankruptcy filing, BAP's aggregate debt to its senior facility lenders was about $33 million. BREF HR: Amended 2013 Report Shows $106M Loss --------------------------------------------- BREF HR, LLC, filed with the U.S. Securities and Exchange Commission in early February an amendment to its annual report on Form 10-K for the year ended Dec. 31, 2013. A copy of the amended filing is available at http://is.gd/Y4nHvE The Company incurred a loss of $105.5 million for the year ended Dec. 31, 2013, and has a net members' deficit of $200.6 million as of Dec. 31, 2013. "The Amended Facility allows the Company to accrue 'payable in kind' interest ("PIK interest"), representing the difference between interest accruing under the Amended Facility and the amounts paid. The outstanding PIK interest as of Dec. 31, 2013 and 2012, was $39.8 million and $18.5 million, respectively. The PIK interest outstanding as of March 1, 2014 in the amount of $44.3 million became due and payable on March 3, 2014, as the operating performance of the Company did not meet a specified debt yield threshold for the twelve month period ending March 1, 2014. However, the lender entered into a Forbearance Agreement effective as of March 1, 2014, pursuant to which it agreed not to exercise any rights or remedies with respect to the PIK interest until June 2, 2014. Currently, the Company does not have sufficient funds to satisfy a demand for the PIK interest payment on June 2, 2014. The Company is currently assessing its options to satisfy the PIK interest payment obligation, including, but not limited to, negotiating a waiver of this requirement from the lender, selling off a portion of existing collateral or attempting to obtain borrowings from other sources. The Company's ability to continue as a going concern is dependent upon its ability to restructure its indebtedness, obtain alternative financing on acceptable terms, obtain approval from the lender to use available cash reserves to satisfy a portion of this potential obligation, or a combination thereof. However, there is no certainty on the outcome. We have placed mortgages on our hotel casino property to secure our indebtedness. In the event the PIK interest is not paid on June 2, 2014, among other lesser remedies, the lender may declare all unpaid principal and accrued interest under the Amended Facility due and payable immediately. If the PIK payment is not made on June 2, 2014 we risk losing some or all of our property to foreclosure. If this occurs, our business and results of operations would be materially adversely affected. These uncertainties raise substantial doubt about the Company's ability to continue as a going concern," according to the regulatory filing. The Company reported a net loss of $105.5 million on $195 million of net revenues for the year ended Dec. 31, 2013, compared with a net loss of $116 million on $199 million of net revenues in 2012. The Company's balance sheet at Dec. 31, 2013, showed $604.2 million in total assets, $804.8 million in total liabilities and a stockholders' deficit of $200.6 million. BREF HR owns and operates Hard Rock Hotel & Casino Las Vegas. The Company, which was formed by certain affiliates of Brookfield Financial, LLC to acquire the entities which indirectly and previously owned the Hard Rock Hotel & Casino Las Vegas, is based in New York. The Company reported a net loss of $28.4 million on $50.2 million of net revenues for the three months ended Sept. 30, 2014, compared with a net loss of $29.09 million on $47.3 million of net revenues for the same period during the prior year. For the nine months ended Sept. 30, 2014, the Company reported a net loss of $72.8 million on $157 million of net revenues compared with a net loss of $76.6 million on $152 million of net revenues for the same period a year ago. The Company's balance sheet at Sept. 30, 2014, showed $591 million in total assets, $865 million in total liabilities, and a $273 million total member's deficit. CACHE INC: Has Interim Authority to Tap $9.53MM Salus DIP Loan -------------------------------------------------------------- Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware gave Cache, Inc., et al., interim authority to obtain postpetition financing up to an aggregate principal amount of $9.53 million from Salus Capital Partners, LLC, as administrative agent and collateral agent. The Debtors are also given interim authority to use cash collateral securing their prepetition indebtedness. As of the Petition Date, the aggregate outstanding principal amount owed by the Debtors under their prepetition agreement with Salus was not less than $16.43 million. The final hearing to consider final approval of the DIP Facility is scheduled for Feb. 23, 2015, at 12:30 p.m. (ET). Objections, if any, must be submitted on or before Feb. 18. A full-text copy of the Interim Order with Budget is available at http://bankrupt.com/misc/CACHEdipord0205.pdf The DIP Agent and Prepetition Agent is represented by: John F. Ventola, Esq. CHOATE, HALL & STEWART LLP Two International Place Boston, MA 02110 Tel: (617) 248-5085 Fax: (617) 248-4000 Email: jventola@choate.com -- and -- Derek C. Abbott, Esq. MORRIS, NICHOLAS, ARSHT & TUNNELL LLP 1201 North Market Street, 16th Floor P.O. Box 1347 Wilmington, DE 19899-1347 Tel: (302) 351-9357 Fax: (302) 425-4664 Email: dabbott@mnat.com 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, Inc., and its two affiliates sought protection under Chapter 11 of the Bankruptcy Code on Feb. 4, 2015 (Bankr. D.Del., Case No. 15-10172). The case is assigned to Judge Mary F. Walrath. The Debtors are represented by Laura Davis Jones, Esq., Peter J. Keane, Esq., and Colin R. Robinson, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware. The Debtors' restructuring advisors is FTI Consulting Inc., while their investment banker and financial advisor is Janney Montgomery Scott LLC. Thompson Hine represents the Debtors in corporate and securities matter, while Jackson Lewis P.C. represents the Debtors in employment matters. The Debtors' communications services provider is Epiq Systems, Inc., while their noticing and claims management services provider is Kurtzman Carson Consultants. A&G Realty Partners, LLC, serves as the Debtors' real estate consultants. The Debtors had total assets of $53.7 million and total liabilities of $51.1 million as of Sept. 27, 2014. CAESARS ENTERTAINMENT: 9-Member Creditors' Committee Formed ----------------------------------------------------------- U.S. Trustee Patrick S. Layng appointed nine members to serve in the Official Unsecured Creditors' Committee in the Chapter 11 cases of Caesars Entertainment Operating Company, Inc., et al.: The Creditors' Committee is consists of: 1. International Game Technology Attn: Linda Rosenthal 9295 Prototype Drive Reno, NV 89521-8986 2. US Foods, Inc. Attn: Dorothy Capers 9399 W. Higgins Road, Suite 600 Rosemont, Il 60018 3. Law Debenture Trust Company of New York Attn: James D. Heaney 400 Madison Avenue, Suite 4D New York, NY 10017 4. MeehanCombs Global Credit Attn: Matt Meehan Opportunities Master Fund, LP 40 Signal Road Stamford, CT 06902 5. Wilmington Trust, NA Attn: Geoffrey J. Lewis Rodney Square North 1100 N. Market Street Wilmington, DE 19890-00001 6. Hilton Worldwide, Inc. Attn: Charles Corbin* 7930 Jones Branch Drive, 6th Floor McLean, VA 22102 7. Board of Levee Commissioners Attn: Willie Gregory for the Yazoo Mississippi Delta P.O. Box 494 Greenwood, MS 38935-0494 8. Earl of Sandwich (Atlantic City) LLC Attn: Thomas Avallone 4700 Millenia Blvd, Suite 400 Orlando, FL 32839 9. PepsiCo, Inc. Attn: Michael T Bevilacqua 1100 Reynolds Blvd. Winston-Salem, NC 27105 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. As reported in the Troubled Company Reporter on Feb. 4, 2015, the bankruptcy proceedings will proceed in the U.S. Bankruptcy Court for the Northern District of Illinois, according to a ruling by Delaware Bankruptcy Judge Kevin Gross. 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. CAESARS ENTERTAINMENT: Schwartz Withdraws as CEC Counsel -------------------------------------------------------- The U.S. Bankruptcy Court authorized Jeffrey M. Schwartz and Folarin S. Dosunmu of Much Shelist, P.C. to withdraw as counsel to Caesars Entertainment Corporation. On Jan. 16, 2015, Mr. Schwartz filed his appearance on behalf of CEC and on Jan. 29, Mr. Dosunmu filed his appearance on behalf of CEC. 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. As reported in the Troubled Company Reporter on Feb. 4, 2015, the bankruptcy proceedings will proceed in the U.S. Bankruptcy Court for the Northern District of Illinois, according to a ruling by Delaware Bankruptcy Judge Kevin Gross. 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 FEDERAL: MacNealy Hoover Held 8% Stake as of Feb. 3 ----------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, MacNealy Hoover Investment Management Inc. disclosed that as of Feb. 3, 2015, it beneficially owned 1,331,346 shares of common stock of Central Federal Corporation representing 8.4 percent of the shares outstanding. Mr. Harry C.C. MacNealy is MacNealy Hoover's chief executive officer and chief compliance officer. Of the 1,331,346 Shares held by MacNealy Hoover, Mr. MacNealy beneficially owns 100,000 Shares in his retirement account and 20,000 Shares in his trust. Mr. Charles C. Hoover is MacNealy Hoover's president. Of the 1,331,346 Shares held by MacNealy Hoover, Mr. Hoover beneficially owns 9,500 Shares in his retirement account. A copy of the regulatory filing is available for free at: http://is.gd/dHztrG About Central Federal Fairlawn, Ohio-based Central Federal Corporation (Nasdaq: CFBK) is the holding company for CFBank, a federally chartered savings association formed in Ohio in 1892. CFBank has four full-service banking offices in Fairlawn, Calcutta, Wellsville and Worthington, Ohio. As reported by the TCR on April 24, 2014, the Board of Directors of Central Federal approved the engagement of BKD, LLP, to serve as the Company's independent registered public accounting firm for the year ending Dec. 31, 2014. Crowe Horwath LLP was dismissed as the Company's accounting firm on April 17, 2014. The Office of the Comptroller of the Currency has terminated the Cease and Desist Order against CFBank, a subsidiary of Central Federal Corporation, effective Jan. 23, 2014. The CFBank Order has been in place since May 25, 2011, which was prior to the 2012 capital raise and recapitalization of Central Federal Corporation and CF Bank by the current management team and standby investor group led by Timothy O'Dell (CEO), Thad Perry (President) and Robert Hoeweler (Chairman). Central Federal reported a net loss of $918,000 in 2013, a net loss of $3.76 million in 2012 and a net loss of $5.42 million in 2011. The Company's balance sheet at Sept. 30, 2014, showed $307.6 million in total assets, $273 million in total liabilities and $34.3 million of stockholders' equity. CLINE MINING: US Court Recognizes Plan of Compromise ---------------------------------------------------- The Hon. Elizabeth E. Brown of the U.S. Bankruptcy Court for the District of Colorado issued an order giving full force and effect in the U.S. States to the Ontario Court's order sanctioning the plan of compromise and arrangement of Cline Mining Corporation, New Elk Coal Company LLC, and North Central Energy Company, FTI Consulting Canada Inc., the court-appointed monitor and foreign representative of the Debtors, retained as counsel: Mark Nixdorf, Esq. Ken Coleman, Esq. Jonathan Cho, Esq. ALLEN & OVERY LLP 1221 Avenue of the Americas New York, NY 10020 Tel: (212) 610-6300 Fax: (212) 610-6399 Email: mark.nixdorf@allenovery.com ken.coleman@allenovery.com jonathan.cho@allenovery.com About Cline Cline Mining Corporation -- http://www.clinemining.com/-- is a Canadian mining company headquartered in Toronto, Ontario with resource development interests in Canada, the United States and Madagascar. CONSILIUM COMPANY: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Consilium Company, LLC fka Consilium1, LLC fka Advantage Systems Professionals, LLC P.O. Box 490 Buffalo, NY 14231 Case No.: 15-10213 Chapter 11 Petition Date: February 10, 2015 Court: United States Bankruptcy Court Western District of New York (Buffalo) Judge: Hon. Carl L. Bucki Debtor's Counsel: Robert B. Gleichenhaus, Esq. GLEICHENHAUS, MARCHESE & WEISHAAR, P.C. 930 Convention Tower 43 Court Street Buffalo, NY 14202 Tel: (716) 845-6446 Fax: 716-845-6475 Email: RBG_GMF@hotmail.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Joesph R. Kreuz, partner. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/nywb15-10213.pdf COVERIS HOLDINGS: S&P Retains 'B-' CCR Over $85MM Notes Add-On -------------------------------------------------------------- Standard & Poor's Ratings Services said its 'B-' issue-level rating on U.S.-based packaging company Coveris S.A.'s 7.875% senior unsecured notes due 2019 are unchanged following Coveris' proposed add-on of $85 million. The recovery rating on this debt remains '5', reflecting S&P's expectation for modest recovery (10% to 30%; lower end of the range) in the event of a payment default. S&P expects the company to use the proceeds to pay down about $65 million of outstanding balance under one of its revolving credit facilities and to add cash to balance sheet. All other ratings, including the 'B' corporate credit rating and stable outlook, are unchanged. S&P continues to view the company's business risk profile as "fair," reflecting the company's improved global position in rigid and flexible plastic and paper packaging following Sun Capital's consolidation of its packaging businesses, as well as the company's potential to benefit from further cost reductions and procurement savings. This is offset by the company's participation in fragmented and competitive markets, which will continue to limit pricing power in some of the company's commodity-like products. S&P's assessment of Coveris' financial risk profile reflects very aggressive financial policies resulting from financial sponsor ownership and S&P's expectation that the company will maintain high debt leverage. S&P projects credit measures will remain in line with the indicative ratios for a "highly leveraged" financial risk profile, including leverage (adjusted for restructuring and transaction related expenses, shareholder loans, capitalized operating leases, and postretirement obligations) of 5x to 6x over the next 12 months. RATINGS LIST Coveris Holdings S.A. Corporate Credit Rating B/Stable/-- Senior Unsecured Notes Due 2019 B- Recovery Rating 5 DENDREON CORP: Cancels Asset Auction; Sale Hearing Set for Feb. 20 ------------------------------------------------------------------ Biotechnology company Dendreon Corp. has canceled an auction of its assets scheduled for today, according to a filing it made in U.S. Bankruptcy Court in Delaware. An auction of almost all of Dendreon's assets was supposed to be held today but it was canceled after the company didn't receive bids from other potential buyers. Dendreon said it will ask U.S. Bankruptcy Judge Laurie Selber Silverstein at a court hearing on Feb. 20 to approve the sale of its assets to Valeant Pharmaceuticals International, which made a $400 million offer. Judge Silverstein earlier approved Valeant Pharmaceuticals as the stalking horse bidder. The company initially offered $295 million for the assets but it agreed to increase its bid by 35% to retain its place as stalking horse. A Feb. 6 report from Bloomberg said that Dendreon shares rose as much as 46% on news of the higher price. Its $620 million in 2.875% convertible notes due 2016 had climbed 19% by midday on Feb. 5 in New York, according to the report. Dendreon's Statement Dendreon on Feb. 10 disclosed that the bid deadline provided by the Court-approved bidding procedures for the sale of substantially all of the Company's assets has expired without receipt of additional qualified bids. The Company previously entered into an asset purchase agreement with Valeant Pharmaceuticals International, Inc. through which Valeant will acquire the world-wide rights of PROVENGE(R) (sipuleucel-T) and certain other Dendreon assets for $400 million. A hearing at which Dendreon and Valeant will seek the required Court approval of the sale is scheduled for February 20, 2015. "The robust sale process resulted in an agreement that maximizes the value of Dendreon while allowing PROVENGE to remain commercially available to patients and providers," said W. Thomas Amick, president and chief executive officer of Dendreon. "We are confident that Valeant will be a strong owner for PROVENGE and patients will be able to receive treatments with no disruption moving forward. We want to thank our employees whose continued hard work, dedication and commitment to serving our physicians and their patients enabled us to move through this process." Dendreon anticipates the completion of the sale to Valeant to occur by the end of February 2015, subject to certain closing conditions, including approval from the Court. Court documents and additional information are available through Dendreon's claims agent, Prime Clerk, at https://cases.primeclerk.com/dendreon or 844-794-3479. Skadden, Arps, Slate, Meagher & Flom LLP is serving as the Company's legal advisor, AlixPartners is serving as its financial advisor and Lazard is serving as its investment bank. Weil, Gotshal & Manges LLP acted as legal advisor to Valeant. About Dendreon Corp With corporate headquarters in Seattle, Washington, Dendreon Corporation -- http://www.dendreon.com/-- a biotechnology company focused on the development of novel cellular immunotherapies to significantly improve treatment options for cancer patients. Dendreon's first product, PROVENGE (sipuleucel-T), was approved by the U.S. Food and Drug Administration (FDA) and became commercially available for the treatment of men with asymptomatic or minimally symptomatic castrate-resistant (hormone-refractory) prostate cancer in April 2010. Dendreon is traded on the NASDAQ Global Market under the symbol DNDN. Dendreon and its U.S. subsidiaries filed for Chapter 11 bankruptcy protection (Bankr. D. Del.) on Nov. 10, 2014. The Debtors requested that their cases be jointly administered under Case No. 14-12515. The petitions were signed by Gregory R. Cox, interim chief financial officer and treasurer. Dendreon sought bankruptcy protection after it reached agreements on the terms of a financial restructuring with certain holders of the Company's 2.875% Convertible Senior Notes due 2016 representing 84% of the $620 million aggregate principal amount of the 2016 Notes. The financial restructuring may take the form of a stand-alone recapitalization or a sale of the Company or its assets. The Debtors have engaged Skadden, Arps, Slate, Meagher & Flom LLP, as counsel; Lazard Freres & Co. LLC, as investment banker; AlixPartners, as restructuring advisors; and Prime Clerk LLC as claims and noticing agent. The Debtors disclosed $365 million in total assets and $664 million in total liabilities as of June 30, 2014. The U.S. Trustee for Region 3 appointed five members to the Official Committee of Unsecured Creditors. DENDREON CORP: Files Schedules of Assets and Liabilities -------------------------------------------------------- Dendreon Corporation filed with the U.S. Bankruptcy Court for the District of Delaware its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $320,697,757 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $0 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $640,050,463 ----------- ----------- TOTAL $320,697,457 $640,050,463 A copy of the schedules is available for free at http://bankrupt.com/misc/DENDREONCORP_325_sal.pdf About Dendreon Corp With corporate headquarters in Seattle, Washington, Dendreon Corporation -- http://www.dendreon.com/-- a biotechnology company focused on the development of novel cellular immunotherapies to significantly improve treatment options for cancer patients. Dendreon's first product, PROVENGE (sipuleucel-T), was approved by the U.S. Food and Drug Administration (FDA) and became commercially available for the treatment of men with asymptomatic or minimally symptomatic castrate-resistant (hormone-refractory) prostate cancer in April 2010. Dendreon is traded on the NASDAQ Global Market under the symbol DNDN. Dendreon and its U.S. subsidiaries filed for Chapter 11 bankruptcy protection (Bankr. D. Del.) on Nov. 10, 2014. The Debtors requested that their cases be jointly administered under Case No. 14-12515. The petitions were signed by Gregory R. Cox, interim chief financial officer and treasurer. Dendreon sought bankruptcy protection after it reached agreements on the terms of a financial restructuring with certain holders of the Company's 2.875% Convertible Senior Notes due 2016 representing 84% of the $620 million aggregate principal amount of the 2016 Notes. The financial restructuring may take the form of a stand-alone recapitalization or a sale of the Company or its assets. The Debtors have engaged Skadden, Arps, Slate, Meagher & Flom LLP, as counsel; Lazard Freres & Co. LLC, as investment banker; AlixPartners, as restructuring advisors; and Prime Clerk LLC as claims and noticing agent. The Debtors disclosed $365 million in total assets and $664 million in total liabilities as of June 30, 2014. The U.S. Trustee for Region 3 appointed five members to the Official Committee of Unsecured Creditors. DENDREON: Creditors Have Until March 16 to File Proofs of Claim --------------------------------------------------------------- The U.S. Bankruptcy Court established these bar dates for filing claims against Dendreon Corporation, et al.: 1. March 16, 2015, at 4:00 p.m., as general bar date; and 2. May 11, 2015, at 4:00 p.m., as governmental bar date. As reported in the Troubled Company Reporter on Feb. 9, 2015, each claim form must be actually received on or before the applicable bar date associated with such claim by Prime Clerk LLC, the Court-approved claims and noticing agent in the cases, either (a) electronically using the interface available on Prime Clerk's website at https://cases.primeclerk.com/dendreon/EPOC-Index or (b) via hard copy at these addresses: Dendreon Corporation Claims Processing Center c/o Prime Clerk LLC 830 3rd Avenue, 9th Floor New York, NY 10022 About Dendreon Corp With corporate headquarters in Seattle, Washington, Dendreon Corporation -- http://www.dendreon.com/-- a biotechnology company focused on the development of novel cellular immunotherapies to significantly improve treatment options for cancer patients. Dendreon's first product, PROVENGE (sipuleucel-T), was approved by the U.S. Food and Drug Administration (FDA) and became commercially available for the treatment of men with asymptomatic or minimally symptomatic castrate-resistant (hormone-refractory) prostate cancer in April 2010. Dendreon is traded on the NASDAQ Global Market under the symbol DNDN. Dendreon and its U.S. subsidiaries filed for Chapter 11 bankruptcy protection (Bankr. D. Del.) on Nov. 10, 2014. The Debtors requested that their cases be jointly administered under Case No. 14-12515. The petitions were signed by Gregory R. Cox, interim chief financial officer and treasurer. Dendreon sought bankruptcy protection after it reached agreements on the terms of a financial restructuring with certain holders of the Company's 2.875% Convertible Senior Notes due 2016 representing 84% of the $620 million aggregate principal amount of the 2016 Notes. The financial restructuring may take the form of a stand-alone recapitalization or a sale of the Company or its assets. The Debtors have engaged Skadden, Arps, Slate, Meagher & Flom LLP, as counsel; Lazard Freres & Co. LLC, as investment banker; AlixPartners, as restructuring advisors; and Prime Clerk LLC as claims and noticing agent. The Debtors disclosed $365 million in total assets and $664 million in total liabilities as of June 30, 2014. The U.S. Trustee for Region 3 appointed five members to the Official Committee of Unsecured Creditors. DMRB PROPERTIES: Case Summary & 5 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: DMRB Properties, LLC 4725 Lake Villa Drive Metairie, LA 70002 Case No.: 15-10318 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: February 10, 2015 Court: United States Bankruptcy Court Eastern District of Louisiana (New Orleans) Judge: Hon. Elizabeth W. Magner Debtor's Counsel: William G. Cherbonnier, Jr., Esq. WILLIAM G. CHERBONNIER ATTORNEY AT LAW, LLC 2550 Belle Chasse Highway, Suite 215 Gretna, LA 70053 Tel: (504) 309-3304 Fax: (504) 309-3306 Email: usbcdocs@billcherbonnier.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Chandrashekhar Subramaniam, manager. A list of the Debtor's five largest unsecured creditors is available for free at http://bankrupt.com/misc/laeb15-10318.pdf DUNE ENERGY: Eos Petro Extends Tender Offer Until Feb. 13 --------------------------------------------------------- In connection with the previously announced agreement and plan of merger, dated Sept. 17, 2014, between Dune Energy, Inc., Eos Petro, Inc., and Eos Merger Sub, Inc., the parties have agreed to extend the expiration of the tender offer to acquire all of the outstanding shares of common stock of Dune to Friday, Feb. 13, 2015, at 12:00 Midnight, New York City time, to allow the parties additional time to negotiate revised terms to the Merger Agreement. The tender offer was previously scheduled to expire on Feb. 6, 2015. The depositary for the tender offer has advised that, as of the close of business on Feb. 5, 2015, a total of approximately 62,267,096 shares or 85.29325% of outstanding shares had been validly tendered and not properly withdrawn pursuant to the tender offer, which is sufficient to satisfy the minimum tender condition contemplated by the Merger Agreement. Eos has informed Dune that, due to the recent severe decline in oil prices, Eos cannot proceed to complete the merger and tender described in the Merger Agreement, at least not on the terms originally negotiated. Because of the severe decline in oil prices, Eos' sources of capital for the merger and tender offer were withdrawn. Dune and Eos are currently in the process of negotiating potential revised terms for the Merger Agreement upon which the merger and tender 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 tender offer. If the parties are able to agree on revised terms, the tender offer will remain open for a minimum of 10 business days from the date those revised terms are made publicly available, in order to give Dune's investors adequate time to consider the revised terms. If those terms are agreed upon, the parties do not expect the revised per share price for the shares of Dune common stock tendered for purchase in the tender offer to be more than nominal. 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. EMPIRE RESORTS: Kien Huat Reports 67% Stake as of Feb. 6 -------------------------------------------------------- In an amended Schedule 13D filed with the U.S. Securities and Exchange Commission, Kien Huat Realty III Limited and Lim Kok Thay disclosed that as of Feb. 6, 2015, they beneficially owned 31,191,035 shares of common stock of Empire Resorts, Inc., representing 67 percent of the shares outstanding. In connection with the 2015 Rights Offering, the Issuer and Kien Huat entered into a standby purchase agreement. Under the terms of the 2015 Standby Purchase Agreement, Kien Huat agreed to exercise in full its basic subscription rights granted in the 2015 Rights Offering and, in addition, agreed to exercise all rights not otherwise exercised by the other holders in the 2015 Rights Offering in an aggregate amount not to exceed $50,000,000. On Feb. 6, 2015, in accordance with the 2015 Standby Purchase Agreement, Kien Huat purchased 2,667,165 additional shares of Common Stock representing those rights not exercised by other holders. Kien Huat paid the Issuer a total of $18,936,871 in connection with such exercise, and, in accordance with the 2015 Standby Purchase Agreement, the Issuer agreed to pay Kien Huat a fee of $250,000 and to reimburse Kien Huat for $40,000 of out-of-pocket fees and expenses incurred in connection with the transactions. A full-text copy of the regulatory filing is available at: http://is.gd/fLVzsi About Empire Resorts Based in Monticello, New York, Empire Resorts, Inc. (NASDAQ: NYNY) -- http://www.empireresorts.com/-- owns and operates Monticello Casino & Raceway, a video gaming machine and harness racing track and casino located in Monticello, New York, 90 miles northwest of New York City. Empire Resorts reported a net loss applicable to common shares of $27.05 million in 2013 following a net loss applicable to common shares of $2.26 million in 2012. The Company's balance sheet at Sept. 30, 2014, showed $42.4 million in total assets, $56.7 million in total liabilities and a $14.3 million total stockholders' deficit. EMPIRE RESORTS: Reports Closing of Rights Offering -------------------------------------------------- Empire Resorts, Inc., announced its rights offering and standby purchase of shares not sold in the Rights Offering, which generated approximately $50 million in gross proceeds for the Company closed on Friday, Feb. 6, 2015. The Company issued a total of 7,042,254 shares of common stock at $7.10 per share. This includes 53,291 shares issued to holders upon exercise of their basic subscription rights and 4,321,798 shares issued to Kien Huat Realty III Limited, the Company's largest stockholder, upon exercise of its basic subscription rights. Kien Huat also acquired the remaining 2,667,165 shares not sold in the Rights Offering pursuant to the terms of a standby purchase agreement. The Company paid Kien Huat a fee of $250,000 for its commitment pursuant to the standby purchase agreement and reimbursed Kien Huat for its expenses related to the standby purchase agreement in an amount of $40,000. After giving effect to the Rights Offering, Kien Huat will own approximately 67% of the outstanding shares of the Company's common stock. The Company expects the net proceeds of the Rights Offering to be approximately $49.6 million following the deduction of expenses. The Company anticipates using the net proceeds of the Rights Offering to fund the expenses relating to the Company's pursuit of a gaming facility license for the Montreign Resort Casino proposed to be built in Sullivan County, New York. If the Company is not awarded a gaming facility license, the remaining portion of the proceeds of the Rights Offering will be used in its on-going operations. About Empire Resorts Based in Monticello, New York, Empire Resorts, Inc. (NASDAQ: NYNY) -- http://www.empireresorts.com/-- owns and operates Monticello Casino & Raceway, a video gaming machine and harness racing track and casino located in Monticello, New York, 90 miles northwest of New York City. Empire Resorts reported a net loss applicable to common shares of $27.05 million in 2013 following a net loss applicable to common shares of $2.26 million in 2012. The Company's balance sheet at Sept. 30, 2014, showed $42.4 million in total assets, $56.7 million in total liabilities and a $14.3 million total stockholders' deficit. ENERGY FUTURE: Texas Bill Could Open Unit's Assets to Others ------------------------------------------------------------ Law360 reported tat a Texas state lawmaker has filed a new bill that could clear the way for power generators to buy a subsidiary of bankrupt Energy Future Holdings Corp., by lifting a 20 percent cap on how much power generators can own on Texas' electrical grid. According to the report, the bill, H.B. 962, would amend a section of the state's utility code to remove language banning the ownership and control of "more than 20 percent of the installed generation capacity located in or capable of delivering electricity to a power plant." About Energy Future Energy Future Holdings Corp., formerly known as TXU Corp., is a privately held diversified energy holding company with a portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80 percent-owned entity within the EFH group, is the largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leverage buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. On April 29, 2014, Energy Future Holdings and 70 affiliated companies sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10979) after reaching a deal with some key financial stakeholders to keep its businesses operating while reducing its roughly $40 billion in debt. The Debtors' cases have been assigned to Judge Christopher S. Sontchi (CSS). The Debtors are seeking to have their cases jointly administered for procedural purposes. As of Dec. 31, 2013, EFH Corp. reported total assets of $36.4 billion in book value and total liabilities of $49.7 billion. The Debtors have $42 billion of funded indebtedness. EFH's legal advisor for the Chapter 11 proceedings is Kirkland & Ellis LLP, its financial advisor is Evercore Partners and its restructuring advisor is Alvarez & Marsal. The TCEH first lien lenders supporting the restructuring agreement are represented by Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor, and Millstein & Co., LLC, as financial advisor. The EFIH unsecured creditors supporting the restructuring agreement are represented by Akin Gump Strauss Hauer & Feld LLP, as legal advisor, and Centerview Partners, as financial advisor. The EFH equity holders supporting the restructuring agreement are represented by Wachtell, Lipton, Rosen & Katz, as legal advisor, and Blackstone Advisory Partners LP, as financial advisor. Epiq Systems is the claims agent. Wilmington Savings Fund Society, FSB, the successor trustee for the second-lien noteholders owed about $1.6 billion, is represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq. An Official Committee of Unsecured Creditors has been appointed in the case. The Committee represents the interests of the unsecured creditors of ONLY of Energy Future Competitive Holdings Company LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings Company LLC; and EFH Corporate Services Company, and of no other debtors. The Committee has selected Morrison & Foerster LLP and Polsinelli PC for representation in this high-profile energy restructuring. The lawyers working on the case are James M. Peck, Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K. Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at Polsinelli PC. FALCON STEEL: Committee Has Additional Work for Deloitte -------------------------------------------------------- The Official Committee of Unsecured Creditors in the Chapter 11 cases of Falcon Steel Company and New Falcon Steel, LLC, on Jan. 15, 2015, filed a supplemental application to expand the current limited scope of Deloitte Transactions and Business Analytics LLP, the panel's financial advisor, to allow DTBA to assist the Committee with plan negotiations and communications with creditors concerning, among other things, liquidity support arrangements pursuant to the terms of an amendment to the engagement letter, dated Jan. 7, 2015. The U.S. Bankruptcy Court authorized the Committee to retain Deloitte as the panel's financial advisor nunc pro tunc to Sept. 28, 2014. The additional work for DTBA consists of: a. advising and assisting the Committee in connection with negotiations of the terms of a Chapter 11 plan; and b. advising and assisting the Committee with communications to creditors, including communications to promissory noteholders and trade vendors regarding trade or Chapter 11 plan terms and other liquidity support arrangements. DTBA will be compensated no more than $100,000 excluding reasonable expenses (the amended fee cap). DTBA's hourly rates range from $695 for principals/directors to $150 for paraprofessionals. The current hourly rates for DTBA's primary professionals who will be providing the services to the Committee are: William K. Snyder, principal $695 Louis E. Robichaux, IV, principal $625 Russell A. Perry, senior vice president $475 The Committee is represented by: Jonathan L. Howell, Esq. Eric M. Van Horn, Esq. MCCATHERN PLLC Regency Plaza 3710 Rawlins Street, Suite 1600 Dallas, TX 75219 Tel: (214) 273-6409 Fax: (214) 723-5966 E-mails: jhowell@mccathernlaw.com ericvanhorn@mccathernlaw.com About Falcon Steel Company Falcon Steel Company and New Falcon Steel, LLC, sought Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Texas, Fort Worth Division (Case Nos. 14-42585 and 14-42586) on June 29, 2014. Falcon Steel claims to be the only American-owned company that builds steel lattice towers for high electrical transmission lines. Falcon Steel was formed in 1963 and has operated continuously since that time as a manufacturer engaged in fabricating and galvanizing structural steel for customers in the United States. New Falcon, a subsidiary, suspended operations in June 2013 and is being held for sale. Falcon has three manufacturing plants in the DFW area in Texas, with one facility in Haltom City, another in Euless, and the third facility in Kaufman, Texas. The company's corporate headquarters is located at its Haltom City plant. It currently employs approximately 255 employees. Bankruptcy Judge D. Michael Lynn, in an amended order, directed the joint administration of the case of Falcon Steel Company and New Falcon Steel, LLC (Lead Case No. 14-42585). Falcon Steel estimated assets and debt of $10 million to $50 million. The Debtors have tapped Forshey & Prostok, LLP, as general counsel and employ Decker, Jones, McMackin, McClane, Hall & Bates, P.C. as special corporate counsel. Ryan LLC acts as property tax consultant. The Debtors also tapped Western Operations LLC as financial consultant, and Rylander, Clay & Opitz, LLP, as accountants. The U.S. Trustee has appointed a five-member panel to serve as the official unsecured creditors committee in the Debtors' cases. The Committee has tapped McCathern, PLLC, as counsel. HEALING HANDS: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Healing Hands Home Health, Inc. aka Healing Hands Home Health, LLC 952 O'Neal Lane Baton Rouge, LA 70816 Case No.: 15-10138 Nature of Business: Health Care Chapter 11 Petition Date: February 10, 2015 Court: United States Bankruptcy Court Middle District of Louisiana (Baton Rouge) Debtor's Counsel: Michael Allen Crawford, Esq. Chase Tower - Eighth Floor 451 Florida Street P.O. Box 2471 Baton Rouge, LA 70821-2471 Tel: 225-381-0201 Fax: 225-3468049 Email: mike.crawford@taylorporter.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Basil Waldron, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/lamb15-10138.pdf HEALOGICS INC: S&P Affirms 'B' CCR; Outlook Remains Negative ------------------------------------------------------------ Standard & Poor's Ratings Services affirmed its 'B' corporate credit rating on Jacksonville, Fla.-based CDRH Parent Inc. and operating subsidiary Healogics Inc. The outlook is negative. In addition, S&P affirmed the 'B' rating to co-borrowers CDRH Parent Inc.'s and Healogics Inc.'s first-lien term loan; the recovery rating on this debt remains '4'. The company plans a $125 million add-on to this debt. The '4' recovery rating indicates S&P's expectation for average (30% to 50%) recovery of principal in the event of payment default. At the same time, S&P affirmed its 'CCC+' rating on the second-lien term loan; the recovery rating on this debt remains '6'. The company intends to issue a $50 million add-on to the second-lien term loan. The '6' recovery rating indicates S&P's expectation for negligible (0% to 10%) recovery of principal in the event of payment default. "Our 'B' corporate credit rating and negative outlook on Healogics reflects our view that the acquisition will not meaningfully improve the company's business risk and that its leverage remains high," said Standard & Poor's credit analyst Tulip Lim. Further, the acquisition of Accelecare does not ameliorate some of the headwinds facing the business, namely slowing revenues of hyperbaric oxygen therapy chambers (HBOTCs) and pricing pressure. As a result, we continue to see risks to our base case. S&P's negative outlook on Healogics reflects risks that the company may not meet S&P's expectations for EBITDA and cash flow generation this year. S&P could lower its rating if it concludes that 2015 EBITDA will be significantly below its projections or cash flow will remain a deficit. This could result if margins declined by 200 basis points from integration challenges, lower clinic utilization, more contract losses or more intense price pressure than S&P expects in the wound care business, continued declines in HBOTC volume, or bigger HSP losses than S&P expects. S&P could revise the outlook to stable if it gains confidence the company will meet or exceed S&P's base-case expectations and generate moderately positive discretionary cash flow. HOPE ACADEMY: Fitch Lowers Rating on $8.68MM Bonds to 'BB-' ----------------------------------------------------------- Fitch Ratings has downgraded the rating to 'BB-' from 'BB' on approximately $8.68 million of outstanding public school academy limited obligation revenue bonds, series 2011, issued by the Michigan Finance Authority on behalf of Hope Academy. The Rating Outlook is also revised to Negative from Stable. SECURITY Pledged revenues consist of up to 20% of state allocated per pupil foundation allowance (PPFA), and all other legally available, unrestricted funds. The trustee intercepts the pledged revenues from the state of Michigan monthly for bond debt service, prior to remitting excess funds to Hope. In addition to the intercept, bondholders benefit from a property mortgage and a cash-funded debt service reserve equal to maximum annual debt service (MADS). There is an annual debt service coverage (DSC) covenant of at least 1.1x. KEY RATING DRIVERS MULTIPLE FACTORS DRIVE RATING ACTIONS: Hope's weak balance sheet resources, high debt burden, enrollment decline in fall 2014, low academic performance, and pending charter renewal all drive the rating downgrade and Negative Outlook. Hope's financial and renewal risks have both increased, and are now more characteristic of the 'BB-' rating category. WEAK BALANCE SHEET: Hope's balance sheet remains weak, which provides limited flexibility to manage operating or enrollment fluctuations. Fiscal 2014 available funds ratios were only 1.2% of operating expenses and 0.9% of debt. LOW ACADEMIC PERFORMANCE: Hope has demonstrated low academic performance in the last four academic years. In 2013 and 2014 it was designated by the state as a 'Priority School' with very weak academic results relative to all Michigan schools. Hope is currently in the first of a three-year remediation plan. There is significant weight placed on academic performance in the charter renewal process, which is a key credit concern. ENROLLMENT AND POPULATION DECLINES: Enrollment dipped 13% in fall 2014 (fiscal 2015), following several years of growth. This decline is partly due to lower Detroit area population. Stressed enrollment, in combination with pressure to enhance academic performance, strains operating results and increases credit risk. DSC ACHIEVED: Hope has met or slightly exceeded covenanted DSC of 1.1x in six out of the last seven fiscal years, including 1.3x in fiscal 2014. Management projects meeting coverage in fiscal 2015. This is a credit strength that precludes a larger downgrade at this time. RATING SENSITIVITIES ACADEMIC PERFORMANCE: Failure to improve academic performance, and make significant annual progress under the mandatory three-year academic transformation plan could heighten renewal risk and cause rating pressure. ENROLLMENT AND FINANCIAL PERFORMANCE: Failure to stabilize or build enrollment in fall 2015, contributing to weaker operating performance, DSC and bond covenant compliance, would likely result in additional downgrades. STANDARD SECTOR CONCERNS: A limited financial cushion; substantial reliance on enrollment-driven, per pupil funding; and charter renewal risk are credit concerns common among all charter school transactions that, if pressured, could negatively impact the rating. CREDIT PROFILE Hope Academy is a K-8 charter school located near the historic district of Detroit, MI (the city), and serves students living in the city and surrounding suburbs. Hope has operated since 1998, having received three five-year charters, with the most recent renewal a three-year charter through June 2016. Fitch understands the shorter charter term is due in part to poor academic performance. Most students are from low-income families and qualify for free or reduced lunch assistance. About 10% receive special education services. A separate alternative high school temporarily shared both Hope's facility and its charter authorization for only the 2012/2013 academic year. That arrangement ended, and only Hope now occupies the facility. ENROLLMENT PRESSURES Proceeds from the series 2011 bonds were used to purchase a former Detroit Public School building with capacity of about 700 students. This allowed Hope to add seventh and eighth grades. Enrollment for fall 2014 fell 13% to 615, down from 705 in fall 2013. This decline followed six years of enrollment growth. Management reports that the lower fall 2014 enrollment was due to population decline in the Detroit metro area, where there are more public/charter school seats available relative to students, creating a competitive environment. In addition, as Hope does not provide transportation, if parents move it may be difficult to continue at the school. Hope's leadership indicates that applications for fall 2015 are currently ahead of the same time last year. Further, the school typically sees attrition within the academic year, which results in lower student revenue. In the 2014-2015 academic year, fall enrollment dipped about 3% from 615 to 595 by January; in the 2013-2014 academic year, fall enrollment dipped 7% from 705 to 656 for the same period. MANAGEMENT CHANGES Hope made significant management change in the 2013-2014 year, which have resulted in lower expenses in fiscal 2015. These include changing to a management company structure with Black Family Development, Inc. (BFDI) as manager and employer of all staff, hiring a new school leader, cutting expenses, and laying off some non-teaching staff in order to focus on academics. Effective fiscal 2015, Hope/BDFI employees are no longer part of the state retirement system. Hope's board composition remains stable with five members. Fitch notes positively that the school currently remains in good standing under its charter and management has a positive working relationship with the authorizer, Eastern Michigan University (EMU). SLIM BUT BALANCED OPERATING PERFORMANCE Hope's operating margin has fluctuated widely in recent years, and on a full accrual basis has been modestly negative in four out of the last seven years. Fiscal 2014 results were close to break-even at negative 0.2%. Fiscal 2013 results include financial operations of the alternative high school which is no longer part of Hope, and are not comparable to prior years. For the current fiscal 2015 budget year, management reports that its budget is balanced and six-month interims are on track with budget expectations. Hope expects to achieve the 1.1x annual DSC and have a small surplus. Failure to meet coverage covenants would likely trigger a downgrade by Fitch. For the current fiscal 2015 budget, the school continues to monitor and adjust its expenses. Fitch views Hope's weak balance sheet reserves as limiting the school's ability to absorb enrollment or state funding fluctuations. SUFFICIENT DSC Positively, Hope has achieved at least 1.0x current coverage in all but one of the last six years. Fiscal 2014 MADS coverage (which is virtually the same as annual coverage due to level debt service) was 1.3x, which compares to fiscal 2013 coverage of 1.5x. Fiscal 2013 results, which include operation of the alternative high school, are not comparable to other years. Management projects it will modestly exceed coverage requirements in fiscal 2015. Fitch does not view Hope as having any new debt capacity at this time. WEAK BALANCE SHEET Hope has had a weak balance sheet historically. Available funds (AF), defined as cash and investments not permanently restricted, was $81,000 at June 30, 2014, well below the already slim $145,000 at June 30, 2013. Fiscal 2014 AF represented only 1.2% of annual operating expenses ($6.7 million) and 0.9% of outstanding debt ($8.6 million). Fitch considers this liquidity level very weak for the 'BB' rating category. The school has a 2015 state aid note for $950,000 (the same amount as in 2014) to smooth cash-flow during the academic year. The note is secured by state per-pupil funding. Hope reports that state payments are consistently made on time. ACADEMIC PERFORMANCE In each of the last four academic years, Hope has failed to achieve state academic targets. In both 2013 and 2014, continuing into 2015, the school is classified as a 'Priority School', an under-performing institution. As such, Hope's academic achievement is among the lowest 5% of all schools (public and charter) in Michigan. The 2014-2015 academic year is the first of Hope's state-mandated, three-year academic transformation plan to improve academic performance. Like other schools in Michigan and many in the U.S., Hope is also preparing for new state tests, which adds further uncertainty. Michigan is adopting a hybrid of its previous achievement test with some Common Core components, to be administered in the spring of 2015. CHARTER RENEWAL EMU, Hope's authorizer, noted that academic performance is weighted heavily (as much as 60%) in renewal considerations. EMU renewed Hope's charter in 2013, but for a three-year period instead of the standard (and former) five-year period. This change was due in part to Hope's academic performance. Fitch continues to view Hope's charter renewal risk as heightened. IDERA PHARMACEUTICALS: Plans to Sell $75 Million Common Shares -------------------------------------------------------------- Idera Pharmaceuticals, Inc., intends to offer and sell up to $75,000,000 of shares of its common stock in an underwritten public offering. In connection with this offering, Idera expects to grant the underwriters a 30-day option to purchase additional shares of common stock, equal to up to 15% of the number of shares of common stock sold in the offering. All of the shares in the offering are to be sold by Idera. Idera intends to use the net proceeds from this offering, together with existing cash, cash equivalents and investments, to advance clinical development of certain of its programs. Goldman, Sachs & Co. and J.P. Morgan are acting as joint bookrunning managers for the offering. The shares are being offered by the Company pursuant to a shelf registration statement previously filed with and declared effective by the Securities and Exchange Commission on May 12, 2014. A preliminary prospectus supplement describing the terms of the offering will be filed with the Securities and Exchange Commission and will form a part of the effective registration statement. The offering will be made only by means of the written prospectus and prospectus supplement that form a part of the registration statement. Registration Rights Agreement On Feb. 9, 2015, Idera Pharmaceuticals entered into a registration rights agreement with 667, L.P., Baker Brothers Life Sciences, L.P. and 14159, L.P., relating to the registration for resale of the shares of the Company's common stock held by the Selling Stockholders, including the shares of the Company's common stock that may be issued upon the exercise of warrants. Under the Registration Rights Agreement, the Company has agreed to file a registration statement on Form S-3 with the Securities and Exchange Commission within 60 days after demand by any of the Selling Stockholders, to register for resale the Registrable Shares. The Company has agreed to use its reasonable best efforts to cause the registration statement to become effective as promptly as practicable after filing, and to remain effective until the shares being registered thereunder have been sold or may be sold freely without limitations or restrictions as to volume or manner of sale pursuant to Rule 144. As of Dec. 31, 2014, Baker Bros. Advisors LP and certain of its affiliated funds, held 1,628,172 shares of the Company's common stock, warrants to purchase up to 20,316,327 shares of the Company's common stock at an exercise price of $0.47 per share and pre-funded warrants to purchase up to 22,151,052 shares of the Company's common stock at an exercise price of $0.01 per share. Julian C. Baker and Dr. Kelvin M. Neu, each of whom is an affiliate of Baker Brothers, serve on the Company's board of directors. Except for the ownership of the shares of common stock, warrants and prefunded warrants and Mr. Baker and Dr. Neu's service on the Company's Board of Directors, the Selling Stockholders have not had any material relationship with the Company or its affiliates. About Idera Pharmaceuticals Cambridge, Massachusetts-based Idera Pharmaceuticals, Inc., is a clinical stage biotechnology company engaged in the discovery and development of novel synthetic DNA- and RNA-based drug candidates that are designed to modulate immune responses mediated through Toll-like Receptors, or TLRs. The Company has two drug candidates, IMO-3100, a TLR7 and TLR9 antagonist, and IMO-8400, a TLR7, TLR8, and TLR9 antagonist, in clinical development for the treatment of autoimmune and inflammatory diseases. Idera Pharmaceuticals reported a net loss of $18.2 million in 2013, a net loss of $19.2 million in 2012, and a net loss of $23.8 million in 2011. The Company's balance sheet at Sept. 30, 2014, showed $60.6 million in total assets, $7.81 million in total liabilities, and $52.8 million in total stockholders' equity. INSTITUTO MEDICO: Renews Bid to Hire Robert Roth ------------------------------------------------ Instituto Medico Del Norte, Inc., filed an amended motion for reconsideration of the order dated Dec. 19, 2014, denying its application to employ Robert Roth and the Law Firm of Hooper, Lundy & Bookman, P.C., as special counsel On Dec. 10, 2014, the Debtor filed an application to employ Mr. Roth and Hooper Lundy as special counsel for the collection of funds related to Debtor's "DSH Part C Days Issue" for Fiscal Years 2003 and 2004 which are pending as an appeal before the Provider Reimbursement Review Board. The U.S. Trustee opposed because the employment contemplated an initial non-refundable flat fee of $5,000. The Court denied the application for employment four days later. The Debtor filed a request for reconsideration on Dec. 30, which was denied without prejudice on Jan. 5, 2015. The Debtor, in the amended motion stated that the employment is beneficial to the estate and its creditors. The employment of Roth is economical and beneficial for the estate and has the potential of providing a benefit of over $75,000 to the estate. The Debtor added that the U.S. Trustee has misunderstood the nature of the $5,000 payment. It explained that the $5,000 flat fee would still be subject to the dispositions of Section 330 -- if the services are not provided the professional can be ordered to reimburse the funds. As reported in the TCR on Dec. 29, 2014, the firm will provide Hospital Wilma N. Vazquez with legal services relating to resolving the Hospital's Medicare DSH Part C days issue, which is currently pending in the Hospital's appeal before the Provider Reimbursement Review Board for fiscal years 2003, 2004, 2005 and 2006. Mr. Roth will be retained by the Debtor for an initial flat fee of $5,000 and an additional 10% of any recovery on the claims being collected on behalf of the Debtor, plus reasonable expenses. The Debtor assures the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About Instituto Medico Instituto Medico del Norte, Inc., aka Centro Medico Wilma N. Vazquez, aka Hospital Wilma N. Vazquez Skill Nursing Facility of Centro Medico Wilma N. Vazquez, sought protection under Chapter 11 of the Bankruptcy Code on Oct. 30, 2013 (Bankr. D.P.R. Case No. 13-08961). The case is assigned to Judge Mildred Caban Flores. The Debtor scheduled $20,843,692 in total assets and $20,107,642 in total liabilities. The Debtor, however, said its real property has a book value of $16,000,000 and personal property is worth $6,105,979. The Debtor is represented by Fausto David Godreau Zayas, Esq., and Rafael A. Gonzalez Valiente, Esq., at Latimer Biaggi Rachid & Godreau, in San Juan, Puerto Rico. Luis B. Gonzalez & Co. CPA's P.S.C. serves as accountant. The U.S. Trustee for the District of Puerto Rico in December appointed Dr. Carlos Mellado (b/t Lcda Dinorah Collazo Ortiz) as patient care ombudsman. JAMES RIVER: Committee Restructures Blacktone's Compensation ------------------------------------------------------------ In the Chapter 11 case of James River Coal Company, the U.S. Bankruptcy Court will convene a hearing on Feb. 19, 2015, at 1:00 p.m., to consider a motion for order supplementing and modifying the terms of Blackstone Advisory Partners L.P.'s engagement letter, and the order approving Blackstone's retention. Objections to the motion, if any, are due Feb. 16, 2015 at 4:00 p.m. The Official Committee of Unsecured Creditors in the Chapter 11 cases of James River Coal Company, et al., notified the Court that after the consummation of the sale of the Debtors' remaining operational assets to Revelation Energy, LLC, the Debtors had been monetizing their remaining nonoperational assets, and otherwise winding down the estates. In this connection, the Debtors requested that the Committee restructure the terms of Blackstone's compensation. The Committee and Blackstone have agreed, as an accommodation to the Debtors, that (x) the Debtors do not have to pay, and Blackstone will not have earned, any subsequent monthly fee for services rendered to the Committee in January 2015 through May 2015 unless and until there is a recovery to unsecured creditors in the cases, and (y) the Debtors will no longer be obligated to pay any monthly fee or subsequent monthly fee to Blackstone for services rendered to the Committee after May 31, 2015. The parties' agreement on Blackstone's fee structure includes: -- a monthly advisory fee in the amount of $150,000 in cash, with the first monthly fee payable upon the execution of the engagement letter by both parties and additional installments of such monthly fee payable in advance on each monthly anniversary of the effective date. 50% of all monthly fees beginning with the seventh monthly fee payment will be credited against the restructuring fee; -- an additional fee (the Restructuring Fee) equal to $1,750,000. -- reimbursement of all documented reasonable out-of-pocket expenses incurred during the engagement. The relief requested has been consensually agreed to by the Committee, the Debtors and Blackstone. On Nov. 6, 2014, the Court entered the supplemental order modifying the retention and employment of Blackstone as investment banker to the Committee. The Committee is represented by: Michael S. Stamer, Esq. Alexis Freeman, Esq. AKIN GUMP STRAUSS HAUER & FELD LLP One Bryant Park New York, NY 10036-6745 Tel: (212) 872-1000 - and - Charles Gibbs, Esq. AKIN GUMP STRAUSS HAUER & FELD LLP 1700 Pacific Avenue, Suite 4100 Dallas, TX 75201-4624 Tel: (214) 969-2800 - and - Jonathan L. Gold, Esq. Christopher L. Perkins, Esq. Christian K. Vogel, Esq. LECLAIRRYAN, A Professional Corporation Riverfront Plaza, East Tower 951 East Byrd Street Richmond, VA 23219 Tel: (804) 783-2003 About James River James River Coal Company is a producer and marketer of coal in the Central Appalachia ("CAPP") and the Midwest coal regions of the United States. James River's principal business is the mining, preparation and sale of metallurgical coal, thermal coal (which is also known as steam coal) and specialty coal. James River and 33 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. E.D. Va. Case Nos. 14-31848 to 14-31886) in Richmond, Virginia, on April 7, 2014. The petitions were signed by Peter T. Socha as president and chief executive officer. Judge Kevin R. Huennekens oversees the Chapter 11 cases. On the petition date, James River Coal disclosed total assets of $1.06 billion and total liabilities of $818.6 million. The Debtors are represented by Tyler P. Brown, Esq., Henry P. (Toby) Long, III, Esq., and Justin F. Paget, Esq. at Hunton & Williams LLP of Richmond, VA and Marwill S. Huebner, Esq, Brian M. Resnick, Esq., and Michelle M. McGreal, Esq. at Davis Polk & Wardwell LLP of New York, NY. Kilpatrick Townsend & Stockton LLP serves as the Debtors' special counsel. Perella Weinberg Partners L.P. is the Debtors' financial advisor. Deutsche Bank Securities Inc. serves as the Debtors' investment banker and M&G advisor. Epiq Bankruptcy Solutions, LLC, acts as the debtors' notice, claims and administrative agent. The U.S. Trustee for Region 4 has appointed five creditors to the Official Committee of Unsecured Creditors. Michael S. Stamer, Esq., Alexis Freeman, Esq., and Jack M. Tracy II, Esq., at Akin Gump Strauss Hauer & Feld LLP; and Jonathan L. Gold, Esq., Christopher L. Perkins, Esq., and Christian K. Vogel, Esq., at LeClairRyan. The Debtors, in August 2014, won authority to sell the Hampden Mining Complex (including the assets of Logan & Kanawha Coal Company, LLC), the Hazard Mining Complex (other than the assets of Laurel Mountain Resources LLC) and the Triad Mining Complex for $52 million plus the assumption of certain environmental and other liabilities, to a unit of Blackhawk Mining. The Buyer is represented by Mitchell A. Seider, Esq., and Charles E. Carpenter, Esq., at Latham & Watkins LLP. JBJ PIPE & SUPPLY: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: JBJ Pipe & Supply Co., Inc. 3317 San Gabriel Blvd Rosemead, CA 91770 Case No.: 15-10652 Chapter 11 Petition Date: February 10, 2015 Court: United States Bankruptcy Court Central District of California (Santa Ana) Judge: Hon. Erithe A. Smith Debtor's Counsel: Steven R Fox, Esq. LAW OFFICES OF STEVEN R. FOX 17835 Ventura Blvd Ste 306 Encino, CA 91316 Tel: 818-774-3545 Fax: 818-774-3707 Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by John Hua, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb15-10652.pdf LDR INDUSTRIES: To Auction Operating Assets on February 24 ---------------------------------------------------------- LDR Industries LLC will conduct an auction for its operating assets on Feb. 24, 2015, at 12:00 noon (Central Time) at the Offices of Reed Smith LLP at 10 S. Wacker Drive, 40th Floor in Chicago, Illinois. All interested parties are invited to submit a written offer to purchase the operating assets no later than 12:00 noon on Feb. 19, 2015. The Hon. Pamela S. Hollis of the U.S. Bankruptcy Court for the Northern District of Illinois will hold a hearing on Feb. 26, 2015, at 11:00 a.m. (Central Time) to consider approval of the sale of the Debtor's assets to the highest and best bidder. Objections, if any, to the sale must be filed by Feb. 24, 2015, at 5:00 p.m. (Central Time). On Jan. 28, 2015, the Debtor entered into an asset purchase agreement with LDR Global Industries LLC for its assets. 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. METEOR ENTERTAINMENT: TriplePoint to Auction All Assets on Feb. 21 ------------------------------------------------------------------ TriplePoint Capital LLC will sell substantially all of the asset of Meteor Entertainment Inc. to the highest or otherwise best qualified bidder at a public auction to be conducted on Feb. 21, 2015 at 10:00 a.m. (PST) at the offices of McDermott Will & Emery LLP at 2049 Century Park East Suite 3800 in Los Angeles, California. TriplePoint said it has received an opening bid for the assets in the amount of $1,676,507. Any competing bid at the public auction must exceed the opening bid to be considered by TriplePoint. McDermott Will & Emery can be reached at: McDermott Will & Emery LLP c/o Sarah Steigleder 2049 Century Park East Suite 3800 Los Angeles, CA 90067 Tel: (310) 248 6107 NATURAL MOLECULAR: Chapter 11 Trustee May Sell Roche Equipment -------------------------------------------------------------- The U.S. Bankruptcy Court authorized Mark Calvert, the Chapter 11 trustee for Natural Molecular Testing Corporation, to sell two Roche MagNA Pure 96 Instruments leased by Roche Diagnostics Corporation outside of the ordinary course of business. The trustee is authorized to sell: 1. one MagNA Pure instrument to Atossa Genetics, Inc., for $50,000 payable in cash soon as practicable after entry of the order; 2. the other MagNA Pure instrument to MedTech National, Inc., or its assignee, which must have a minimum equity of $1,000,000 in return for a promissory note in the amount of $50,000, bearing interest at the rate of 6% per annum, payable in monthly installments of $1,500 each from May 1, 2015, until May 1, 2018, and one payment of $242 due June 1, 2018. The trustee may make distributions to (1) Landlord East Valley Petula, LLC and East Valley PFG, and (2) postpetition lender Acamar Investments, Inc. on account of their undisputed secured claims from the proceeds of the Roche Equipment without further order of the Court. The remaining sales proceeds will be deemed unencumbered funds of the Debtor's estate. About Natural Molecular Natural Molecular Testing Corp., which provides molecular diagnostic-testing services, including testing for sexually transmitted diseases and screening and counseling about cystic fibrosis, filed a petition for Chapter 11 protection (Bankr. W.D. Wash. Case No. 13-19298) on Oct. 21, 2013, in Seattle. Hacker & Willig, Inc., P.S., serves as its bankruptcy counsel. The closely held company said assets are worth more than $100 million while debt is less than $50 million. Gail Brehm Geiger, Acting U.S. Trustee for Region 18, appointed a five-member Committee of Unsecured Creditors. Foster Pepper's Jane Pearson, Esq.; Christopher M. Alston, Esq., and Terrance Keenan, Esq., serve as the Committee's attorneys. NEOGENIX ONCOLOGY: Law Firms Using Barred Defense, Court Told ------------------------------------------------------------- Law360 reported that Nixon Peabody LLP and Mintz Levin Cohn Ferris Glovsky & Popeo PC cannot kill a malpractice suit by saying the plaintiff is as guilty as the law firms in failing to stop a former executive's alleged illegal fundraising because applicable state laws prohibit the defense, now-bankrupt biotech company Neogenix Oncology Inc. argued. According to the report, Neogenix countered a December motion to dismiss by the law firms, saying their argument -- under a legal doctrine called in pari delicto -- that the company benefited from a former executive's illegal fundraising. As previously reported by The Troubled Company Reporter, Nixon Peabody LLP, Mintz Levin Cohn Ferris Glovsky and Popeo PC, and former Neogenix executives filed motions urging the dismissal of a lawsuit alleging breaches of fiduciary duty and legal malpractice and implicating them in the now-bankrupt biotech company's downfall. Nixon Peabody and Mintz Levin argued that Neogenix's suit -- which accuses former Chief Financial Officer Peter Gordon of paying commissions to individuals and firms for their sales of Neogenix stock, even though some of them weren't licensed to sell securities -- fails to state a claim. The complaint alleges that Sam Feigin and Mark Kass, Mintz Levin attorneys who represented Neogenix, knew that Gordon's finder payments were illegal but hid the information from the company, the report related. In November 2008, Feigin and Kass left Mintz and joined Nixon Peabody, where they continued to represent Neogenix and maintained the â€œcover-up,â€ the report further related. The case is Neogenix Oncology Inc. v. Gordon et al., case number 2:14-cv-04427, in the U.S. District Court for the Eastern District of New York. About Neogenix Oncology Neogenix Oncology Inc. in Rockville, Maryland, filed a Chapter 11 petition (Bankr. D. Md. Case No. 12-23557) on July 23, 2012, in Greenbelt with a deal to sell the assets to Precision Biologics Inc., absent higher and better offers. Founded in December 2003, Neogenix is a clinical stage, pre- revenue generating, biotechnology company focused on developing therapeutic and diagnostic products for the early detection and treatment of cancer. Neogenix, which has 10 employees, says it its approach and portfolio of three unique monoclonal antibody therapeutics -- mAb -- hold the potential for novel and targeted therapeutics and diagnostics for the treatment of a broad range of tumor malignancies. Thomas J. McKee, Jr., Esq., at Greenberg Traurig, LLP, in McLean, Virginia, serves as counsel. Kurtzman Carson Consultants LLC is the claims and notice agent. The Debtor estimated assets of $10 million to $50 million and debts of $1 million to $10 million. The U.S. Trustee for Region 4 has appointed seven members to the committee of equity security holders. Sands Anderson PC represents the Official Committee of Equity Security Holders. The Committee tapped FTI Consulting, Inc., as its financial advisor. NPS PHARMACEUTICALS: Faces 5 Add'l Suits Over Proposed Merger ------------------------------------------------------------- NPS Pharmaceuticals, Inc., disclosed in amended tender offer statement filed with the U.S. Securities and Exchange Commission that five putative class action lawsuits challenging the transactions contemplated by the Merger Agreement, were filed by purported NPS stockholders, in the Delaware Court of Chancery against various combinations of NPS, the members of the NPS Board, Shire, SPHIL and Purchaser. The actions are captioned Bragger v. NPS Pharmaceuticals, Inc. et al., Case No. 10553-VCN, Grimaldi v. NPS Pharmaceuticals, Inc. et al., Case No. 10563-VCN, Goldstein v. NPS Pharmaceuticals, Inc., et al., Case No. 10577-VCN, Mantler v. NPS Pharmaceuticals, Inc. et al., Case No. 10580-VCN and Lyons v. Tombros, et al., Case No. 10590-VCN. The Actions generally allege, among other things, that the NPS Board breached its fiduciary duties to NPS's stockholders, that the corporate defendants aided and abetted those breaches, by engaging in a flawed sales process, agreeing to a transaction price that does not adequately compensate stockholders and agreeing to certain deal protection provisions in the Merger Agreement that the plaintiff alleges impede or preclude a potential topping bid, and that certain disclosures in the Schedule 14D-9 concerning the transactions contemplated by the Merger Agreement are materially misleading or incomplete. The complaints seek, among other things, to enjoin the Defendants from consummating the transactions contemplated by the Merger Agreement, damages, and an award of attorneys' fees and costs. Pursuant to an order granted on Feb. 2, 2015, by the Court of Chancery of the State of Delaware, the Actions were consolidated into one action captioned In Re NPS Pharmaceuticals Stockholders Litigation, C.A. No. 10553-VCN. The Consolidation Order applies to any future-filed actions relating to the subject matter of the Consolidated Action. On Feb. 2, 2015, the plaintiffs in the Consolidated Action filed a consolidated class action complaint, naming as defendants NPS, the members of the NPS Board, SPHIL and Purchaser. The Consolidated Complaint generally alleges that the individual director defendants breached their fiduciary duties to NPS's stockholders by approving the Merger Agreement because the merger consideration is unfair, certain terms of the Merger Agreement are unfair, the individual defendants are financially interested in the Merger and certain disclosures in the Schedule 14D-9 concerning the transactions contemplated by the Merger Agreement are materially misleading or incomplete. The Consolidated Complaint further alleges that the corporate defendants aided and abetted these alleged breaches of fiduciary duty. The Consolidated Action seeks, among other remedies, to enjoin the transactions contemplated by the Merger Agreement, or in the event that an injunction is not awarded, unspecified money damages, costs and attorney's fees. On Feb. 6, 2015, the parties to the Consolidated Action entered into a memorandum of understanding setting forth the terms of a settlement of the Consolidated Action. Pursuant to the terms of the MOU, and without agreeing that any of the claims in the Consolidated Action have merit or that such supplemental disclosures were required under any applicable statute, rule, regulation or law, NPS has issued the supplemental disclosures contained in Amendment No. 4 to the Schedule 14D-9 filed on Feb. 6, 2015. Also pursuant to the terms of the MOU, the parties expect to execute a stipulation of settlement, which will be subject to approval by the Court of Chancery of the State of Delaware following notice to NPS's stockholders. On Jan. 23, 2015, Shire plc offered to purchase all outstanding shares of common stock, par value $0.001 per share, of NPS Pharmaceuticals, Inc., for $46.00 per share, net to the seller in cash, without interest and less any required withholding taxes. About NPS Pharmaceuticals Based in Bedminster, New Jersey, NPS Pharmaceuticals Inc. (Nasdaq: NPSP) -- http://www.npsp.com/-- is developing new treatment options for patients with rare gastrointestinal and endocrine disorders. NPS Pharmaceuticals reported a net loss of $13.5 million in 2013, a net loss of $18.7 million in 2012 and a net loss of $36.3 million in 2011. The Company posted consolidated net loss of $31.4 million in 2010 and a net loss of $17.9 million in 2009. The Company's balance sheet at Sept. 30, 2014, showed $282 million in total assets, $151 million in total liabilities and $131 million in total stockholders' equity. OFFSHORE DRILLING: S&P Affirms 'BB' CCR & Revises Outlook to Neg. ----------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'BB' corporate credit rating on Offshore Drilling Holding S.A. (ODH) and revised the outlook to negative from stable. S&P also affirmed the 'BB' issue-level rating on the company's $950 million senior secured notes due 2020, and kept its recovery rating on the notes at '3'. The outlook revision on ODH reflects S&P's view of decreasing headroom in credit metrics as a result of the severe decline in oil prices. The decline in prices will likely lead oil companies across the globe to significantly reduce exploration and production (E&P) capital spending in 2015 and 2016. Petroleos Mexicanos(Pemex; foreign currency: BBB+/Stable/--), ODH's only client, has announced budget cuts for $4.2 billion or about 11.5%. As a consequence, S&P expects Pemex to reduce its capital spending, which, it believes, will pressure Pemex service providers and day-rates for ODH's vessels. S&P also expects either shorter term charter agreements or extensions to the existing ones, which could result in a potential revision of day rates if oil prices rebound. However, this could lead to shorter contract timeframe, which increases recontracting risk. "The outlook revision also incorporates our updated oil price assumptions in which we revised WTI prices to $50-$60 per barrel for 2015-2016 from $65-$70," said Standard & Poor's credit analyst Maria del Sol Gonzalez. S&P still expects some improvement in 2016 and thereafter, as oil companies are curbing production of high-cost wells and postponing new capital spending, although OPEC's future stance is uncertain. S&P's assumptions for 2017 and beyond expect oil prices to recover to $75/barrel (bbl). ONE SOURCE: Files Schedules of Assets and Liabilities ----------------------------------------------------- One Source Industrial Holdings, LLC, filed with the U.S. Bankruptcy Court for the Northern District of Texas its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $12,036,897 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $8,567,377 E. Creditors Holding Unsecured Priority Claims $505,187 F. Creditors Holding Unsecured Non-Priority Claims $6,817,499 ----------- ----------- Total $12,036,897 $15,890,063 One Source Industrial LLC also filed schedules disclosing $361,782 in assets and $12,009,718 in liabilities. Copies of the schedules are available for free at: http://bankrupt.com/misc/ONESOURCE_74_sal.pdf http://bankrupt.com/misc/ONESOURCE_79_sal.pdf The Debtors sought and obtained a Feb. 2 extension of the deadline to file schedules of assets and liabilities and statements of financial affairs. 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 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. PANDA TEMPLE: S&P Assigns Preliminary 'B' Rating on $405MM Debt --------------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its preliminary 'B' credit rating to Texas-based power project Panda Temple Power LLC's $405 million debt. The outlook is stable. S&P also assigned a preliminary '2' recovery rating to the term loan B and related senior secured credit facilities. Temple is a special-purpose, bankruptcy-remote entity established to build and operate the Panda Temple Power Plant, an approximately 758 megawatt natural gas-fired, combined-cycle generation facility in Temple, Texas, about 130 miles south of Dallas. Construction concluded in July 2014. Temple now dispatches into the north subregion of the Electric Reliability Council of Texas (ERCOT) market and abuts the Panda Temple II Power plant, which should come on line in Summer 2015. Panda Power Funds and a consortium of other investors own the equity in the project. Temple will service its debt from revenues generated by selling electricity into ERCOT. S&P expects revenues to be volatile throughout the project's life, although financial hedges create a floor for cash flow during the next few years. "The stable outlook on the debt rating reflects our view that the project has sufficient liquidity to tide it over during 2015 and that cash flow, which we expect to be volatile, will still adequately cover debt service throughout the debt's tenor," said Standard & Poor's credit analyst Michael Ferguson. A downgrade is possible if S&P's expectation of debt at maturity changes to greater than $350 per kW or if DSCRs stay low through 2016. This would likely result from considerably lower-than-expected spark spreads, consistently poor operational performance, or higher operating and maintenance costs than S&P currently expects. An upgrade is currently unlikely but could occur if the project mitigates its exposure to merchant market risk by entering into new and effective hedging agreements that increase cash flow predictability, or if S&P's assessment of the ERCOT market changes such that S&P foresees energy prices in that market rising and stabilizing for an extended period. This would likely result in leverage under $100 per kW at maturity. PAUL BILZERIAN: Claims Bar Date Set for March 26 ------------------------------------------------ The United states District Court for the District of Columbia ordered any and all persons or entities who seek to assert a claim (a) against The Securities Exchange Commission v. Paul A. Bilzerian et al., Civil Action No. 89-1854 (SSH) Receivership Estate or any funds held by the Receivership Estate or b) Deborah R. Meshulam, in her capacity as the receiver of the Receivership Estate, her attorneys, agents or any else acting on her behalf or employed by the Receiver to assist her, must do so by, filing a claim with the Receiver by March 26, 2015. Any claim must be in writing and sent to: Deborah R. Meshulam Receiver for the Bilzerian Receivership Estate Attention: Sara Z. Moghadam DLA Piper LLP (US) 500 8th Street, NW Washington, D.C. 20004 All claims must be received no later than 5:00 p.m. E.S.T., on March 26, 2015. PERFORMANCE TRANSPORTATION: Trucking Cos. Fight Certification Bid ----------------------------------------------------------------- Law360 reported that a Delaware federal judge was urged by Navistar International Corp. and other trucking companies to deny class certification to a suit filed by a vehicle transporter's Chapter 7 trustee over an alleged conspiracy to maintain Eaton Corp.'s large truck transmission monopoly, with the group saying the class doesn't include direct purchasers. According to the report, the group of trucking giants, which also includes Daimler Trucks North America LLC, Mack Trucks Inc., Volvo Trucks North America and more, said in a brief unsealed that the named plaintiffs in the antitrust lawsuit. About Performance Transportation Based in Wayne, Michigan, Performance Transportation Services, Inc. provided new and use vehicle delivery services in the United States. Performance Transportation has facilities in the United States and Canada. The Company and its debtor-affiliates filed for Chapter 11 bankruptcy (Bankr. W.D.N.Y. Case No. 07-04746 thru 07-04760) on Nov. 19, 2007. When the Debtors filed for protection from their creditors, they estimated more than $100 million each in assets and debts. The Court converted the Debtors' Chapter 11 cases to cases under Chapter 7 of the Bankruptcy Code, effective as of July 14, 2008. Mark S. Wallach was appointed as trustee. Lawyers at Bond, Schoeneck & King, PLLC, Jones Day, and Hodgson Russ LLP, represent the Debtors as counsel. The Debtors first filed for Chapter 11 on Jan. 25, 2006, and the consolidated plan was confirmed on Dec. 21, 2006. PHILADELPHIA SCHOOL: Fitch Rates Series 2015 Bonds 'BB-' -------------------------------------------------------- Fitch Ratings has assigned an 'A+' rating to the following bonds issued for the school district of Philadelphia (the district) based on the Pennsylvania School Credit Enhancement Direct-Pay Intercept Program: -- $63.745 million State Public School Building Authority (Commonwealth of Pennsylvania) (the authority) school lease revenue refunding bonds (the school district of Philadelphia project) series 2015A. Additionally, Fitch Ratings has assigned an 'A+' rating to the following bonds issued for the district based on the Pennsylvania School Credit Enhancement Intercept Program: -- $46.15 million school district of Philadelphia general obligation (GO) bonds series A of 2015; -- $29.165 million school district of Philadelphia GO refunding bonds series B of 2015; -- $45.12 million school district of Philadelphia GO refunding bonds series C of 2015; -- $130.175 million school district of Philadelphia GO refunding bonds series D of 2015. The bonds are scheduled to be sold via negotiated sale the week of Feb. 16. The series D bonds will have a delayed delivery date. Proceeds will be used to refund certain outstanding bonds and pay for various capital projects. Concurrently, Fitch assigns an underlying rating of 'BB-' to the series 2015 bonds and affirms this rating on approximately $3 billion of the district and authority's outstanding bonds. The Rating Outlooks for the commonwealth's programs are Stable, reflecting the Stable Outlook on the commonwealth's GO bonds. The Rating Outlooks for the underlying district and authority ratings remain Negative. SECURITY The bonds issued by the authority are special limited obligations of the authority. For these bonds, payments from the State Treasurer are made directly to the Trustee on the last Thursday of April and October of each year, in advance of debt service payments on June 1 and Dec. 1. The district has covenanted that it will include in its budget appropriations for payments to the authority. For these payments, the district irrevocably has pledged its full faith, credit and taxing power. All of the authority and GO bonds are secured by protections under the Pennsylvania School Credit Enhancement Law as well as the district's full faith and credit and taxing power. KEY RATING DRIVERS WEAKENED UNDERLYING CREDIT PROFILE: The district continues to experience weakening to its already tenuous financial position. UNCERTAIN RECOVERY PROSPECTS: The district's plans to achieve structural balance rely heavily on its continued ability to implement dramatic expenditures savings, particularly gaining significant concessions from the teacher's union. Fitch believes the level of cooperation needed to fully realize these plans will likely not be forthcoming, resulting in continued negative operations and increased accumulated deficits. RAPID CHARTER SCHOOL GROWTH: The number of students enrolled in charter schools has almost doubled in the past four years. Further growth is expected, increasing the challenges of the district's financial environment. LIMITED ABILITY TO RAISE REVENUE: As is typical for school districts, the largest source of funding is from the state. Raising locally generated revenue requires city council approval. The state's increasingly challenged financial position limits the likelihood of increased state aid unless the state secures new revenues sources to stabilize its finances. The recent addition of a dedicated cigarette tax was a positive step. ELEVATED DEBT LEVELS: The district's overall debt burden is high relative to the tax base, although annual debt service expenditures consume a moderate share of the district's operating budget. Payments for other long-term liabilities are moderate but growing. STABLE SERVICE AREA: Demographic and economic indicators are weak, although the city's economy is anchored by the presence of several large healthcare and higher education institutions. SOUND AUTHORITY INTERCEPT PROGRAM: The enhanced, programmatic 'A+' rating for the authority bonds is based on the Pennsylvania School Credit Enhancement Direct-Pay Intercept Program. This program requires the withholding of state appropriations and their direct payment to bondholders or their paying agents. SOLID COVERAGE FOR GO BOND INTERCEPT PROGRAM: The enhanced, programmatic 'A+' rating for the GO bonds is based on the Pennsylvania School Credit Enhancement Intercept Program under state law. This program requires the state to pay a sinking fund deficiency from any unpaid state appropriation to the district upon notification of a deficiency 15 days prior to a debt service payment date. For fiscal 2014, budgeted commonwealth subsidies to the district covered annual debt service obligations, including short-term debt, by 2.38 times (x). This exceeds the 1.25x required for eligibility under Fitch's criteria for the use of this intercept program's rating. RATING SENSITIVITIES FURTHER FINANCIAL DETERIORATION: Additional reductions in financial flexibility over the medium term due to an inability to make at least modest progress in stemming operating deficits would lead to a further downgrade. CREDIT PROFILE LARGE URBAN DISTRICT WITH WEAK SOCIOECONOMICS The Philadelphia School District is the nation's eighth largest school district and the largest in the commonwealth, with fiscal year 2015 enrollment of 207,000 students, including charter school students. District enrollment has shown growth in recent years primarily because charter school enrollment continues to escalate at a healthy rate. The current population of 64,000 is almost double the fiscal 2010 level. Non-charter school enrollment has declined fairly rapidly. The district is overseen by an appointed School Reform Commission (SRC). As both a city and county and with an estimated population of almost 1.5 million residents, Philadelphia benefits from its role as a regional economic center with a stable employment base weighted in higher education and health care sectors. Led by the University of Pennsylvania, Jefferson Health System and Temple University, the city is home to several large colleges and universities and is anchored by multiple hospitals and health systems. Though well down from past levels, the city's November 2014 unemployment rate of 6.4% remains high as does the poverty rate at over 26% of the population, though unemployment is well down from past highs. Income levels on both a per capita and median household level are well below the state and national averages. DEFICIT FINANCING OFFSETS LARGE FISCAL 2013 OPERATING DEFICIT Fiscal 2013 results showed an operating deficit of almost $250 million across the district's three operating funds. The deficit was driven largely by increases in debt service payments following fiscal 2012 restructurings and payments to charter schools. Increased charter school enrollment has caused financial pressure for the district, and Fitch expects this trend to continue. Results would have been even weaker without a favorable outcome in the district's negotiations with its blue collar unions. The district bridged the $250 million operating gap with the issuance of deficit bonds. The $300 million in proceeds yielded a surplus of $59 million but were not sufficient to eliminate the accumulated unrestricted fund deficit, which stood at -$63 million or -2% of expenditures at fiscal year-end. FISCAL 2014 CONTINUES NEGATIVE OPERATIONS Preliminary fiscal 2014 results show a further operating deficit, with an estimated $55 million decline in fund balance, worse than the budgeted $39 million deficit and reducing the unrestricted fund balance to -$110 million or -4% of expenditures. The district closed 24 schools and laid off 3,800 employees before hiring back almost 1,900 when some funding was restored. The deficit was exacerbated by further increases in payments to charter schools and revenues from building sales coming in under budget. PLAN DEPENDS ON LABOR SAVINGS AND OUTSIDE AID The district's fiscal 2015 budget was balanced through a number of measures. The district laid off over 300 employees. A one percent sales tax previously directed to the city was extended, with the first $120 million going to the district, and a $2 per pack cigarette tax within the city was enacted several months into the fiscal year, estimated to generate $49 million in fiscal 2015. District officials note that these efforts bring them to a bare minimum service level, and are seeking significant additional funding to provide better educational opportunities. For the second consecutive year the state advanced the district some of its annual funding, helping the district to bridge its cash flow gap and reduce its short-term borrowing needs. The district reached an agreement in 2012 with the Service Employees International Union (SEIU) that provides $100 million in savings over the four year life of the contract, largely from an approximately 10% reduction in wages. In 2014 the district also reached agreement with its administrators for a new contract that includes 12 - 16% pay cuts, a shorter work year, and increased health care contributions, netting $20 million a year in savings. The district's contract with the Philadelphia Federation of Teachers (PFT) expired in August 2013. For some time, the district was requesting large wage cuts similar to those agreed to by SEIU, but the two sides could not reach an agreement. PFT is not legally permitted to strike. In October, 2014, the SRC cancelled the union's existing, expired contract and attempted to impose changes in health care benefits, require employee contributions to health care benefits, and eliminate an existing health and welfare fund. This would have saved the district approximately $50 million a year. The Commonwealth Court recently ruled that the SRC's actions were not legal. The SRC is currently evaluating whether to appeal the ruling. ELEVATED DEBT LEVELS Overall debt ratios are above average at over $4,500 per capita and a high 6.1% of market value. Amortization is slightly below average at approximately 48% in 10 years. The district will be faced with an almost doubling of pension costs from fiscal 2015 to fiscal 2019. The district is hoping for relief as the state may pursue pension reform. The district participates in a state-sponsored plan with approximately 67% of employer contributions made by the state. The plan is currently approximately 60% funded using a Fitch-adjusted 7% return level, and the funding level has been deteriorating as the state has consistently underfunded its annual required contribution (ARC). The increased costs are partially caused by the plan shifting towards full funding of the ARC by 2017, which Fitch views favorably. Other post-employment benefits are minimal. Carrying costs are a moderate 16% of governmental spending, though this is expected to grow with increased pension costs. PLACENTIA, CA: S&P Lowers Rating on 2003 COPs to 'BB' ----------------------------------------------------- Standard & Poor's Ratings Services lowered its long-term rating and underlying rating (SPUR) to 'BB' from 'BB+' on Placentia Public Finance Authority, Calif.'s series 2003 certificates of participation, issued on behalf of the City of Placentia. The outlook is stable. "The lowered ratings reflect our view of the city's expectation that its auditor will issue a going concern opinion for fiscal 2014," said Standard & Poor's credit analyst Sarah Sullivant. The auditor's opinion follows a persistent structural imbalance that has eroded the city's financial flexibility and is projected to grow larger in the next two fiscal years. Officials have adopted no clear plan to take corrective action, despite several opportunities to do so, and management is currently unable to estimate how long the city will be able to meet its obligations. "While we believe that the general fund portion of its appropriation-backed obligations represented less than half of 1% of operating expenditures in fiscal 2013, the ratings primarily reflect our view of the city's uncertain financial condition and failure to address persistent imbalances, which we believe could put pressure on its ability and willingness to meet its financial commitments in the future," continued Ms. Sullivant. PROFESSIONAL AVIATION: Claims Bar Date Set for July 31 ------------------------------------------------------ Creditors of Professional Aviation Insurance Reciprocal or ProAir Risk Retention Group must file their proofs of claim with Nevada Insurance Commissioner Scott J. Kipper, permanent receiver of the Companies, no later than July 31, 2015. All proofs of claim must be filed at: The Regulatory Services Group P.O. Box 26894 San Francisco, CA 94126 Tel: 415-676-2021 Email: infor@rsgca.org PROGRESSIVE LIFE: Case Summary & 9 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Progressive Life Giving Word Cathedral aka Progressive Ministries 4500 Frontage Road Hillside, IL 60162 Case No.: 15-04271 Chapter 11 Petition Date: February 10, 2015 Court: United States Bankruptcy Court Northern District of Illinois (Chicago) Judge: Hon. Jack B. Schmetterer Debtor's Counsel: Richard L Hirsh, Esq. RICHARD L HIRSH, PC 1500 Eisenhower Lane, Suite 800 Lisle, IL 60532 Tel: 630-434-2600 Fax: 630 434-2626 Email: richala@sbcglobal.net Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Stephon Alford, business operations manager. A list of the Debtor's nine largest unsecured creditors is available for free at http://bankrupt.com/misc/ilnb15-04271.pdf PROMMIS HOLDINGS: Huron Replies to Motion to Reinstate Chapter 11 ----------------------------------------------------------------- Huron Consulting Services, LLC, as Liquidating Trustee for the Prommis Liquidating Trust, successor to Prommis Holdings, LLC, objects to Mr. Edward C. Tidwell's motion to vacate judgment and/or orders and reinstate the Debtors' Chapter 11 petition. According to Huron, Mr. Tidwell's actions in the Court represent his latest attempt to continue litigation against debtor EC Closing Corp. and others based on a common set of operative facts. By Mr. Tidwell's own count, his Complaint filed in this Court represents his eighth lawsuit regarding the Real Property. The Motion to Vacate and the Request should be denied. Mr. Tidwell asks the Court to revoke the Debtors' discharge but lacks any basis in fact and law, as the Debtors' liquidating plan did not include a discharge. Therefore, the additional request that the Court schedule a hearing to "determine Debtors' dischargeability" similarly lacks any basis in fact and law. This relief, therefore, should be denied. Mr. Tidwell also asks the Court to vacate the Confirmation Order, contending that the relief is warranted because of "newly discovered evidence." In support of the Motion to Vacate, Mr. Tidwell simply rehashes the same factual allegations made in other courts, including in the 2013 Action. In addition, in connection with the Motion to Vacate, Mr. Tidwell filed the Request, asking that the Court take judicial notice of a set of mainly publicly filed documents dating as far back as 1982. There is no plausible basis upon which the Movant can argue that these documents are "newly discovered vidence" that would warrant vacating the Confirmation Order. Indeed, the Motion to Vacate contains no explanation as to why these documents are "newly discovered evidence." Also, even if the evidence were "newly discovered," that would be insufficient. Mr. Tidwell would have to show that such "newly discovered evidence" could not have been discovered before trial through the exercise of reasonable diligence. Mr. Tidwell has made no allegations to support his burden to do so. The Motion to Vacate does little more than recite conclusory allegations, unrelated to these bankruptcy cases that were rejected in other litigation. Moreover, none of the evidence that Mr. Tidwell cites is "material" to the question of whether the Plan should have been confirmed. Mr. Tidwell's allegations regarding the foreclosure on his former home have no bearing on the Confirmation Order. Nothing that Mr. Tidwell alleges in the Motion to Vacate could have affected the outcome even if he had raised them when the Court was considering entry of the Confirmation Order. Mr. Tidwell has not filed a proof of claim in any of the Debtors jointly administered cases. Accordingly, under no circumstances can he have any monetary recovery against any of the Debtors. Huron Consulting is represented by: Womble Carlyle Sandridge Rice, LLP Thomas M. Horan, Esq. Steven K. Kortanek, Esq. 222 Delaware Avenue, Suite 1501 Wilmington, DE 19801 Tel: (302) 252-4320 Fax: (302) 252-4330 E-mail: skortanek@wcsr.com thoran@wcsr.com erjohnson@wcsr.com J.P. Morgan Chase Bank N.A. has filed a joinder to the objection filed by Huron Consulting and asked that Mr. Tidwell's motion be denied. About Prommis Holdings Atlanta, Georgia-based Prommis Holdings, LLC, and its 10 affiliates delivered their petitions for voluntary bankruptcy under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 13-10551) on March 18, 2013. Three subsidiaries -- EC Closing Corp., EC Closing Corp. of Washington, and EC Posting Closing Corp. -- sought Chapter 11 protection (Bankr. D. Del. Case Nos. 13-11619 to 13-11621) on June 25, 2013. Prommis Holdings estimated assets between $10 million and $50 million and debts between $50 million and $100 million. Prommis Solutions, LLC, a debtor-affiliate disclosed $18,488,803 in assets and $260,232,313 in liabilities as of the Chapter 11 filing. Judge Brendan Linehan Shannon presides over the case. Steven K. Kortanek, Esq., at Womble Carlyle Sandridge & Rice, LLP, serves as the Debtors' counsel, while David S. Meyer, Esq., at Kirkland & Ellis LLP serves as co-counsel. The Debtors' restructuring advisor is Huron Consulting Services, LLC. Donlin Recano & Company, Inc., is the Debtors' claims agent. According to the Disclosure Statement and Plan of Liquidation dated Nov. 12, 2013, the Plan contemplates the liquidation of the Debtors' remaining assets and distribution to creditors. The Plan designates for the Company 9 classes of claims and interests. The Official Committee of Unsecured Creditors tapped Saul Ewing LLP and Hahn & Hessen LLP as its co-counsels, and FTI Consulting, Inc., as its financial advisor. PROSPECT MANUFACTURING: Case Summary & 20 Top Unsecured Creditors ----------------------------------------------------------------- Debtor: Prospect Manufacturing, LLC 6451 South Ash Tempe, AZ 85283 Case No.: 15-01246 Chapter 11 Petition Date: February 10, 2015 Court: United States Bankruptcy Court District of Arizona (Phoenix) Judge: Hon. Brenda K. Martin Debtor's Counsel: Michael W. Carmel, Esq. MICHAEL W. CARMEL, LTD. 80 E. Columbus Ave. Phoenix, AZ 85012-4965 Tel: 602-264-4965 Fax: 602-277-0144 Email: michael@mcarmellaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Scott Mohnach, managing member. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/azb15-01246.pdf QE2 ACQUISITION: Receives Default Notice From Senior Lender ----------------------------------------------------------- QE2 Acquisition Corp. on Feb. 11 disclosed it has received notice that it is in default under its loan agreement from its senior lender. QE2 is working diligently with the senior lender to rectify such default and expects to provide a proposal to the senior lender to remedy the covenant defaults in the near term. QE2 will provide an update when more information becomes available. About QE2 Acquisition Corp. QE2 -- http://www.qe2corp.com-- is a forward thinking, Alberta-founded firm that acquires and grows well-managed, profitable, asset-backed, Alberta-based businesses in the infrastructure and utility service sectors. QE2's growth strategy is a mergers and acquisitions program which leverages the synergies that can be achieved by vertical and horizontal integration. QUALITY DISTRIBUTION: Expects $243 Million in Revenue for Q4 ------------------------------------------------------------ Quality Distribution, Inc., expects that for the three-month period ended Dec. 31, 2014, total revenue will be approximately $243 million, operating income to be within the range of $10.4 million to $10.8 million, adjusted EBITDA to be within the range of $20.4 million to $20.8 million, and adjusted net income per diluted share to be within the range of $0.17 to $0.18. Estimated adjusted EBITDA and estimated adjusted net income per diluted share for the three-month period ended Dec. 31, 2014, primarily excludes cash and non-cash pre-tax reorganization costs within the Energy Logistics business of approximately $3.8 million. Reconciliations of estimated net income to estimated adjusted net income and estimated operating income to estimated adjusted EBITDA are included in the financial exhibits below. For the three-month period ended Dec. 31, 2014, Quality expects revenue from its Chemical Logistics business to be approximately $164 million, revenue from its Energy Logistics business to be approximately $41 million and revenue from its Intermodal business to be approximately $38 million. Total debt at Dec. 31, 2014, was $351 million. Availability under the ABL Facility was approximately $62 million at Dec. 31, 2014, and the outstanding borrowings under the ABL Facility were approximately $151 million. At Dec. 31, 2014, the Company's total net debt to adjusted EBITDA ratio is expected to be approximately 4.1x. For the three-month period ended Dec. 31, 2014, gross capital expenditures were $10.5 million and sales of equipment were $13.2 million. For fiscal year 2014, capital expenditures, net of proceeds from asset sales, were $6 million. "We expect our fourth quarter results to be in line with the expectations we shared during our third quarter conference call," stated Gary Enzor, Chairman and chief executive officer. "Revenues were strong in the fourth quarter, and we expect both adjusted operating income and adjusted EBITDA, on a consolidated basis, to be up versus the prior year quarter. Our Chemical Logistics and Intermodal businesses delivered solid fourth quarter results and we remain optimistic about these businesses moving forward." "At Energy Logistics, the decline in commodity prices within the frac shale industry has created some uncertainty in our business, although we have not seen a significant decline in volumes," Mr. Enzor continued. "Our team is focusing on controllable areas such as improving customer service levels and asset efficiency, as well as reducing capital outlays and overhead costs." For the first quarter of 2015, Quality expects adjusted net income per diluted share to be in the range of $0.11 to $0.16. For the fiscal year 2015, the Company expects adjusted net income per diluted share to be in the range of $0.77 to $0.87. These estimates assume a 39% tax rate, and exclude any impacts from non-operating items and costs related to any potential debt refinancing activity. The Company expects its free cash flow to be in the range of $50 to $55 million. Quality intends to release its fourth quarter and fiscal year 2014 financial results after the market closes on Wednesday, Feb. 25, 2015. Quality will host a conference call for analysts and investors to discuss these results on Thursday, Feb. 26, 2015, at 10:00 a.m. Eastern Standard Time. The toll free dial-in number is 888-778-9064; the toll number is 913-312-1427; the passcode is 1985088. A replay of the call will be available through March 28, 2015, by dialing 888-203-1112; the passcode is 1985088. A webcast of the conference call may be accessed in the Investor Relations section of Quality's Web site. 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. QUANTUM FUEL: Expects $12MM to $13MM Fourth Quarter Revenues ------------------------------------------------------------ Quantum Fuel Systems Technologies Worldwide, Inc., expects to report overall fourth quarter revenues of between $12 million and $13 million. Product sales for the fourth quarter are anticipated to approximately double relative to the level reported for the third quarter of 2014 due to strong customer demand for its natural gas fuel storage systems. The Company also anticipates that it will report a robust product backlog of approximately $17.8 million at Dec. 31, 2014, which is approximately $3 million higher than the $14.8 million the Company reported for the end of the third quarter. The Company also expects to report a moderate improvement in its loss from continuing operations for the fourth quarter as compared to the third quarter which is driven primarily by increased product revenues and improved product margins. Finally, the Company believes that overall revenues will grow approximately 40% to 50% in 2015 based on existing and anticipated orders from its growing customer base and that related product margins will continue to improve during this period. "We continue to experience traction in the industry as we effectively execute on our fuel storage systems strategy and we are excited to finish the year with anticipated strong sequential revenue growth and burgeoning order flow," said Brian Olson, president and CEO of Quantum. "We began the process of fully implementing the systems strategy in the second half of 2014 and we believe we will recognize more revenues from our systems during this six-month period, basically right out of the gate, than we recognized on stand-alone tank sales during the first half of 2014. We understand that the market was and remains concerned about the lost tank sales from a former key customer when we announced our direction into storage systems, but we have in a very short period demonstrated our ability to grow our customer base with our systems strategy," concluded Mr. Olson. In May 2014, Quantum announced its strategic direction to service the heavy duty OEM market segment, in addition to other market segments, with natural gas fuel storage systems. During 2014, Quantum brought to market its innovative, light-weight Q-RailLITE and Q-CabLITE CNG storage modules which are integrated CNG fuel systems for heavy-duty truck applications. Each storage module contains Quantum's proprietary, ultra-light Q-Lite CNG storage cylinders, which further minimizes weight and increases fuel capacity. The Company anticipates that it will finalize its results from operations for the three and 12 month periods ended Dec. 31, 2014, subject to the review and completion of the audit of the twelve-month period ended Dec. 31, 2014, by the Company's auditors, and hold a conference call to discuss its 2014 financial results in early March. About Quantum Fuel Lake Forest, Cal.-based Quantum Fuel Systems Technologies Worldwide, Inc. (Nasdaq: QTWW) develops and produces advanced vehicle propulsion systems, fuel storage technologies, and alternative fuel vehicles. Quantum's portfolio of technologies includes electronic and software controls, hybrid electric drive systems, natural gas and hydrogen storage and metering systems and other alternative fuel technologies and solutions that enable fuel efficient, low emission, natural gas, hybrid, plug-in hybrid electric and fuel cell vehicles. Quantum Fuel reported a net loss attributable to stockholders of $23.04 million in 2013, a net loss attributable to stockholders of $30.9 million in 2012 and a net loss attributable to common stockholders of $38.5 million in 2011. RESIDENTIAL CAPITAL: Mayer Brown DQ'd from Representing HSBC ------------------------------------------------------------ Law360 reported that a Minnesota federal judge has disqualified Mayer Brown LLP from defending HSBC Finance Corp. in a lawsuit brought by Residential Capital LLC successor Residential Funding Co. LLC over alleged defective mortgage-backed securities, on the grounds that Mayer Brown had a conflict of interest as ResCap's former counsel. According to the report, U.S. Magistrate Judge Janie S. Mayeron shot down HSBC's contentions that Residential Funding had waived its objections to Mayer Brown's representation of HSBC, pointing to a phone call between the parties' counsel that had evidently caused a misunderstanding. The case is Residential Funding Company, LLC v. Decision One Mortgage Company, LLC et al, Case No. 0:14-cv-01737 (D. Minn.), before Judge Michael J. Davis. About Residential Capital Residential Capital LLC, the unprofitable mortgage subsidiary of Ally Financial Inc., filed for bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012. Neither Ally Financial nor Ally Bank is included in the bankruptcy filings. ResCap, one of the country's largest mortgage originators and servicers, was sent to Chapter 11 with 50 subsidiaries amid "continuing industry challenges, rising litigation costs and claims, and regulatory uncertainty," according to a company statement. ResCap disclosed $15.7 billion in assets and $15.3 billion in liabilities at March 31, 2012. Centerview Partners LLC and FTI Consulting are acting as financial advisers to ResCap. Morrison & Foerster LLP is acting as legal adviser to ResCap. Curtis, Mallet-Prevost, Colt & Mosle LLP is the conflicts counsel. Rubenstein Associates, Inc., is the public relations consultants to the Company in the Chapter 11 case. Morrison Cohen LLP is advising ResCap's independent directors. Kurtzman Carson Consultants LLP is the claims and notice agent. Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves as counsel to Ally Financial. ResCap sold most of the businesses for a combined $4.5 billion. The Bankruptcy Court in November 2012 approved ResCap's sale of its mortgage servicing and origination platform assets to Ocwen Loan Servicing, LLC and Walter Investment Management Corporation for $3 billion; and its portfolio of roughly 50,000 whole loans to Berkshire Hathaway for $1.5 billion. Judge Martin Glenn in December 2013 confirmed the Joint Chapter 11 Plan co-proposed by Residential Capital and the Official Committee of Unsecured Creditors. REVEL AC: Judge Denies Extension of Sale Closing Date ----------------------------------------------------- Tom Corrigan, writing for The Wall Street Journal, reported that U.S. Bankruptcy Judge Gloria Burns in New Jersey denied the request of Glenn Straub's Polo North Country Club to extend the deadline by which he must close the sale of Revel AC's assets. As previously reported by The Troubled Company Reporter, Polo North asked for an extension of the sale closing date, which was Feb. 9, because numerous conditions to closing remain unresolved. Polo North said in court papers that before it can or should be compelled to close, there should and must be (i) a full adjudication of ACR Energy's, IDEA Boardwalk's and the restaurant Amenity Tenants' possessory rights, if any, in the property; (ii) a full adjudication on the pending motions pertaining to ACR's rights to disconnect and shut off power to the Revel building; (iii) receipt by Polo North of its Gaming Approvals; and (iv) satisfaction of each of the title conditions contained in the title commitment so that Polo North receives clear and marketable title to the properties that are the subject of the Polo North APA. The Journal said that while Judge Burns stopped short of fully terminating the sale, the ruling follows a week of turbulence and setbacks and likely means the deal can't be salvaged. "Every party that has appeared before the court [today] has asked the court not to grant the extension," Judge Burns said during the Feb. 11 hearing. "The contract speaks for itself; the time has expired." 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. SBRS INC: Case Summary & 3 Largest Unsecured Creditors ------------------------------------------------------ Debtor: SBRS, Inc. 1415 E. 17th Street, #204 Santa Ana, CA 92705 Case No.: 15-10657 Chapter 11 Petition Date: February 10, 2015 Court: United States Bankruptcy Court Central District of California (Santa Ana) Judge: Hon. Erithe A. Smith Debtor's Counsel: Michael E Mahurin, Esq. 4206 Van Buren Place, Suite #3 Culver City, CA 90232 Tel: (310) 384-6974 Fax: (310) 531-7382 Email: mmahurin@theivyfirm.com Total Assets: $1.81 million Total Liabilities: $1.83 million The petition was signed by Fred Erami, president. A list of the Debtor's three largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb15-10657.pdf SEAQUEST CORP: Execs Charged in C$75MM Bankruptcy Fraud ------------------------------------------------------- The Royal Canadian Mounted Police (RCMP) GTA Financial Crime Section on Jan. 30, 2015, charged five former executives of Seaquest Corporation, Seaquest Capital Corporation, and its related companies with Criminal Code as well as Bankruptcy and Insolvency offenses. In November 2011, SEAQUEST initiated bankruptcy proceedings in order to obtain creditor protection from their investors as SEAQUEST claimed they were unable to pay their creditors after amassing a debt of C$75 million owed to approximately 70 creditors. In February of 2012, the Office of the Superintendent of Bankruptcy (OSB) referred the matter to the RCMP who launched an investigation into SEAQUEST's activities. It is alleged that SEAQUEST collected $92 million dollars from investors with the promise rates of returns up to 36%. However, it is also alleged that the money was not invested but instead put into a Ponzi scheme, where new investor funds were used to pay old investors. The previous investors were then convinced to re-invest those returns. As a result of this investigation, the following individuals have been charged under the Criminal Code (CC) with Fraud Over C$5,000.00, Money Laundering, and Commission of offence for Criminal Organization: * David Burns HOLDEN (52) of Richmond Hill * Rose/Rosa Rita HOLDEN (57) of Richmond Hill * Anthony Mario COSENTINO (67) of Toronto * Andrew GAUDET (43) of Oakville * Edmond Chin Ho SO (37) of Toronto Additionally David and Rose HOLDEN have been charged with 3 Bankruptcy and Insolvency Act charges. Their next court date is on March 2, 2015 at Old City Hall, and that David Holden was scheduled to appear on Jan. 30 for a Show Cause. "It's important for the public to know that before investing in any financial venture, they should do their due diligence and that the higher the expected rate of return usually means a higher risk of fraud" said Inspector Gairy of the RCMP GTA Financial Crime Section. The RCMP, the OSB, and in particular the OSB's Special Investigation Units will continue to combine their efforts to investigate allegations of criminal wrongdoing related to bankruptcy and insolvency matters in order to protect the integrity of the insolvency system in Canada. SIRIUS INTERNATIONAL: Fitch Affirms 'BB+' Rating on $250MM Shares ----------------------------------------------------------------- Fitch Ratings has affirmed all ratings of OneBeacon Insurance Group, Ltd.'s (NYSE: OB) (OneBeacon) holding company and operating subsidiaries. Fitch has also revised the Rating Outlook to Negative from Stable for the company's 'BBB+' Issuer Default Rating (IDR) and 'A' Insurer Financial Strength (IFS) ratings. Concurrently, Fitch has affirmed with a Stable Outlook the IDRs, debt, and IFS ratings for White Mountains Insurance Group, Ltd. (NYSE: WTM) (White Mountains), OneBeacon's parent with 75% ownership, and Sirius International Insurance Group, Ltd.'s subsidiaries (Sirius Group; 100% ownership by White Mountains). KEY RATING DRIVERS Fitch's Outlook revision to Negative from Stable for OneBeacon is driven by the $90 million in adverse reserve development the company reported for full year 2014, which represents 8.5% of prior year equity (5.3% after-tax). The majority of the reserve strengthening arose from the Professional Insurance segment in particular lawyer's legal liability. Fitch notes this level of strengthening was inconsistent with prior rating expectations of flat to favorable reserve development. Fitch's current ratings of OneBeacon reflect an expectation that future reserve development will be neutral to modestly favorable over the next 12 to 18 months. Adverse reserve development in 2015 that is 5% or greater of 2014 year end equity would likely lead to a downgrade of all OneBeacon IFS ratings by one notch. For full year 2014, OneBeacon reported a GAAP calendar year combined ratio of 101.7% materially worse than 92.4% in prior period. Despite the unfavorable underwriting, the company reported a small profit due to realized and unrealized gains. Favorably, Fitch also notes that in late December, OneBeacon successfully sold its legacy run-off business, which included asbestos and environmental reserves, to Armour Group Holdings Limited. Fitch's rating rationale for the affirmation of White Mountains' and Sirius Group's ratings reflects the company's low financial and operating leverage, opportunistic business approach, platform of property/casualty specialty insurance and global reinsurance, and favorable financial flexibility. The ratings also reflect Fitch's current negative sector outlook on global reinsurance, as the fundamentals of the reinsurance sector have deteriorated with declining premium pricing and weakening of terms and conditions across a wide range of lines. White Mountains posted net income of $313 million for full year 2014, a modest decline over prior period of $322 million. The company's return on common equity was 7.9% for full year 2014, compared to 8.4% for full-year 2013. White Mountains' financial leverage ratio continues to be modest at 14.2% at Dec. 31, 2014, modestly up from 13.2% at Dec. 31, 2013. GAAP operating earnings-based interest expense and preferred dividend coverage (excluding net gains and losses on investments) has been weak in recent years, averaging a low 2.1x from 2010-2014 as operating earnings at OneBeacon and Sirius Group have been offset by losses at start-up municipal bond insurer Build America Mutual (which are allocated to non-controlling interest) and in other operations, including White Mountains Life Re runoff business. Earnings coverage was 1.7x for full year 2014 and 4.3x in 2013. Fitch believes that White Mountains utilizes a reasonable amount of operating leverage comparable to (re)insurer peers, with net premiums written to (re)insurance segment equity of approximately 0.6x for 2014. Total GAAP shareholders' equity increased 3% for the 12 months ended Dec. 31, 2014 to $4.5 billion, from favorable net income with increased realized and unrealized investment gains, partially offset by foreign currency losses, dividends and share repurchases. RATING SENSITIVITIES Key rating triggers that could lead to a downgrade of OneBeacon ratings include further adverse loss reserve development of 5% or greater of prior year equity, a calendar year combined ratio of 100% or higher, or financial leverage of 30% or higher. Key rating triggers that could lead to a return to Stable Outlook at OneBeacon include neutral to favorable adverse loss reserve development, a calendar year combined ratio below 100%, or maintaining current financial leverage. Key rating triggers that could lead to a downgrade of White Mountains or Sirius Group's ratings are adverse reserve development greater than 5% of prior year equity, future earnings that are significantly below industry levels, sizable deterioration in insurance subsidiary capitalization that causes total company net written premiums to (re)insurance segment GAAP equity to exceed 1.0x, financial leverage maintained above 30%, or run-rate operating fixed charge coverage ratio of less than 5.0x. Key rating triggers that could lead to an upgrade of White Mountains or Sirius Group's ratings are improvement in operating results in line with higher-rated peers, overall flat to favorable loss reserve development, financial leverage ratio maintained below 20%, run rate operating fixed charge coverage of at least 8x, continued strong capitalization of the insurance subsidiaries, and increased stability in longer term strategic operations and results. Fitch has affirmed these ratings and revised the Outlook to Negative from Stable: OneBeacon U.S. Holdings, Inc. -- IDR at 'BBB+'; -- $275 million 4.6% due Nov. 9, 2022 at 'BBB'. OneBeacon U.S. insurance subsidiaries: Atlantic Specialty Insurance Company Homeland Insurance Company of New York Homeland Insurance Company of Delaware OBI National Insurance Company -- IFS at 'A'. Fitch affirms these ratings with a Stable Outlook: White Mountains Insurance Group, Ltd. -- IDR at 'BBB+'. Sirius International Group, Ltd. -- IDR at 'BBB+'; -- $400 million 6.375% due March 20, 2017 at 'BBB'; -- $250 million perpetual non-cumulative preference shares at 'BB+'. Sirius International Insurance Corporation Sirius America Insurance Company --IFS at 'A'. SOUTHGOBI RESOURCES: Insolvency Risk After Tax Evasion Verdict -------------------------------------------------------------- SouthGobi Resources Ltd. announced on Jan. 7, 2015, that the Company had been informed that the re-investigation by the State Investigation Agency into alleged violations of Mongolian taxation law against three former employees of SouthGobi Sands LLC ("SGS"), the Company's Mongolian subsidiary, and against SGS as "civil defendant" had been completed and that the case had been transferred back to the Second District Criminal Court of Justice for trial. Further detail in respect of the tax investigations can be found in section 6 "Regulatory issues and investigations" of the Company's Management Discussion and Analysis ("MD&A") for the three months ended September 30, 2014, which is available at www.sedar.com. The trial commenced on January 28, 2015. On January 30, 2015, the panel of appointed judges from the Second District Criminal Court of Justice found the three former employees guilty of tax evasion and gave sentences ranging from 5 years and 6 months to 5 years and 10 months of imprisonment in the correctional facilities of strict regimen in Mongolia. Although SGS was not a party to the criminal proceedings and was not allowed to call witnesses in its own defence, the Court declared it to be financially liable as a "civil defendant" for a penalty of MNT35.3 billion (approximately US$18.2 million). The Company is awaiting written reasons for the Court's judgment. The Company has been advised that the penalty would only be payable after a final appeal. Notwithstanding the intention to file appeals by SGS and its three (3) former employees, the Company understands that under Mongolian law the former employees will not be granted bail after the Court's sentence and have been remanded into custody. President and CEO Mr. Enkh-Amgalan Sengee said "We are extremely disappointed by the Court's decision. The conclusions reached by the experts as highlighted in their report presented to the Court are erroneous and there is a complete lack of evidence to support this harsh verdict. We fully support our former employees and will lodge an immediate appeal against the Court's decision". Background and Analysis SGS and its former employees Messrs. Justin Kapla, Hilarion Cajucom Jr. and Cristobal David have been subject to various investigations with regards to allegations of breaching Mongolia's taxation laws for the past thirty months. Since October 2012, these persons have been prevented from leaving Mongolia under Mongolia's Law on the Legal Status of Foreign Citizens. The experts appointed by the relevant authorities in Mongolia have issued in total four reports (one report after each series of investigations). These reports have all been different and contradicted one another in terms of content and final sums of purported tax evasion. The conclusions contained in the experts' reports are neither supported by nor consistent with Mongolian tax law or international accounting standards utilized by reputable Mongolian and international firms. The Company believes that the inconsistencies are manifest when considering the systematic changes in the sums of alleged tax evasion from one report to another. For example, the total amount alleged in the latest report dated December 2014 is MNT35.3 billion, i.e.: * 85% lower compared to the amount alleged in the second experts' report dated December 2012 (MNT234 billion); and * 59% lower compared to the amount alleged in the third experts' report dated January 2014 (MNT84.9 billion). These inconsistencies and errors in the experts' reports were recognized by the same panel of appointed judges from the Second District Criminal Court of Justice in August 2014, who at that time, viewed the Prosecutor's accusations as lacking evidence and ordered the case be returned for re-investigation. The fourth and latest experts' report resulting from this re-investigation was presented to the Court on January 28, 29 and 30, 2015. It appears that this report contains the same information and errors as the three previous reports although the amount of alleged tax evasion had been reduced. The Company believes that the latest report, like the previous reports, fails to provide any evidence supporting the case against SGS and its former employees. The Company, including SGS, has prepared its financial statements in compliance with International Financial Reporting Standards ("IFRS"), and lodged all its tax returns as required under Mongolian tax law. For the period under investigation, i.e. between 2007 and 2011, the Company earned revenues of MNT456.8 billion (US$349.7 million) from coal sales and paid MNT103.1 billion (US$79.7 million) in taxes in Mongolia. The amounts of purported tax evasion, when added to the taxes already paid by SGS, would mean the Company's tax rate as a percentage of revenue (not profit) would be 74%, 41% and 30% respectively. This would be grossly above the amounts prescribed to be paid on taxable income under Mongolian law. During the investigative period, the Company requested that one of the largest and most reputable international auditing firms conduct an independent assessment of the allegations raised through the investigations. The auditing firm concluded that the experts' reports had no basis and were the result of incomplete reviews and erroneous interpretation of a mining company's financial statements prepared in accordance with Mongolian accounting and reporting standards and Mongolian tax laws. The auditing firm also concluded the experts had failed to consider all relevant information and documents provided by the Company during the investigations. To illustrate the confusion and lack of support for the experts' conclusions presented by the Prosecutor to the Court in the hearings of January 28, 29 and 30, 2015, the Company notes, by way of example: 1. The experts' report alleges that SGS falsely increased its accounts payable balance in order to reduce its taxable income. This claim amounts to 70% of the overall tax evasion penalty recommended by the experts (MNT24.3 billion out of MNT35.3 billion). This increase in the payable balance relates almost exclusively to unrealized foreign exchange losses which arose on MNT968.9 billion (US$693.9 million) in investments made into SGS by its parent company, SouthGobi Resources Limited, in US Dollar and translated into MNT. The loss itself resulted from the depreciation of the MNT against the US Dollar over the period being investigated. This significant investment made by the Company was for the development of the mining resource in the South Gobi region, directly for the benefit of the Mongolian economy. The Company notes that this investment is precisely the type of investment that Mongolia is currently trying to attract from overseas investors. Under Mongolian tax law, unrealized foreign exchange losses cannot be used to reduce taxable income. SGS has precisely followed this regulation as shown in its tax statements that are available to the public and never deducted the foreign exchange losses from its taxable income in its tax filings. SGS is also required to file separately statutory financial statements with the Ministry of Finance of Mongolia. These statutory financial statements need to be done, by law in Mongolia, in accordance with IFRS. Under IFRS, unlike under Mongolian tax law, SGS is required to reduce its income by unrealized foreign exchange losses. The experts have therefore confused tax accounting rules with IFRS accounting rules that are used for statutory financial statements. In order to assist the experts in understanding the difference between IFRS and tax accounting rules in Mongolia for the calculation of taxable income, SGS prepared and provided reconciliation statements to various experts and authorities throughout the investigation. The Company believes that the experts have failed to properly evaluate and assess the validity of the reconciliation statements. 2. As another example, the experts' report claimed that the Company should have paid value added tax ("VAT") on goods allegedly "transferred to other parties free of charge". These goods described in the experts' report are (i) mobile equipment owned by SGS and destroyed by an accidental fire at the mine site; (ii) fixed assets that are fully depreciated and still held at the mine site; (iii) equipment relating to expired exploitation requirements and still held at the mine site; and (iv) cash donations paid by SGS to local communities, including donations that contributed to the construction of a kindergarten. Paying VAT on these items, including donations, is strictly prohibited under the law on VAT in Mongolia. The General Tax Law of Mongolia outlines precisely the process and which authorities should be responsible for the resolution of tax disputes. The Company has enquired and not received any explanation as to why this case is being treated as a criminal case as opposed to a civil case. Consequently, the Company disputes both the process as well as the conclusions of the investigations that led to the accusations and verdict against SGS and its three (3) former employees. No new evidence was presented during the latest Court hearing and the Company firmly considers these allegations were not proven. In addition, the Company notes that the Prosecutor's recommended sentence on January 29, 2015 against the three former employees excluded imprisonment. On January 30, 2015, the Prosecutor amended the recommended sentence to then include imprisonment. The Company is currently seeking legal advice and clarification on this matter. The Company has not committed tax evasion and will resolutely appeal the Court's verdict. It will continue to vigorously defend itself and support its three (3) former employees through the appeal process. Potential Impact on the Company The Company has cash of US$3.3 million at January 30, 2015 which excludes restricted cash of US$1.2 million held in Mongolia. The consequences for the Company from the verdict relating to the tax investigations are uncertain. If the verdict is not reversed on appeal, the Company is likely to be unable to meet its obligations, which could result in voluntary or involuntary insolvency proceedings involving the Company. About SouthGobi SouthGobi is listed on the Toronto and Hong Kong stock exchanges, in which Turquoise Hill Resources Ltd. ("Turquoise Hill"), also publicly listed in Toronto and New York, has a 56% shareholding. Turquoise Hill took management control of SouthGobi in September 2012 and made changes to the board and senior management. Rio Tinto has a majority shareholding in Turquoise Hill. SouthGobi is focused on exploration and development of its metallurgical and thermal coal deposits in Mongolia's South Gobi Region. It has a 100% shareholding in SouthGobi Sands LLC, the Mongolian registered company that holds the mining and exploration licenses in Mongolia and operates the flagship Ovoot Tolgoi coal mine. Ovoot Tolgoi produces and sells coal to customers in China. SRC COMPUTERS: Freeman Capital to Auction Assets on February 13 --------------------------------------------------------------- Freeman Capital Partners LP will conduct a public, non-judicial foreclosure sale of all of the rights, title and interest of SRC Computers LLC at 10:00 a.m. (Central Time) on Feb. 13, 2015. The assets are located at 4240 N Nevada Avenue in Colorado Springs, Colorado, and available for inspection until the date of the sale. For more information on the assets, contact: a) Brandon Freeman of Freeman Capital Tel: 214.550.1222 - or - b) Craig Unterberg Haynes and Boone LLP 30 Rockefeller Plaza New York, NY 10112 Tel: 212.659.4987 Email: craig.unterberg@haynesboone.com SUBURBAN PROPANE: S&P Rates New $250MM Sr. Unsecured Notes 'BB-' ---------------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'BB-' issue-level rating and '4' recovery rating to Suburban Propane Partners L.P. and Suburban Energy Finance Corp.'s proposed $250 million senior unsecured notes due 2025. The '4' recovery rating indicates S&P's expectation of average (30% to 50%; upper half of the range) recovery if a payment default occurs. The partnership intends to use net proceeds from the offering to repurchase the outstanding 7.375% senior unsecured notes due 2020. Whippany, N.J.-based Suburban Propane Partners specializes in distributing propane. S&P's corporate credit rating on Suburban is 'BB-', and the outlook is stable. RATINGS LIST Suburban Propane Partners L.P. Corp credit rating BB-/Stable/-- New Ratings Suburban Propane Partners L.P. Suburban Energy Finance Corp. $250 mil sr unsecd notes due 2025 BB- Recovery rating 4 TARGET CANADA: Agency Deal With Gordon Brothers et al. Okayed ------------------------------------------------------------- The Ontario Superior Court of Justice (Commercial List) on Feb. 4, 2015, issued an order approving the Agency Agreement entered into between Target Canada Co., Target Pharmacy Corp., and Target Canada Pharmacy (Ontario) Corp. and a contractual joint venture composed of Merchant Retail Solutions ULC, Gordon Brothers Canada ULC and GA Retail Canada, ULC, along with Sales Guidelines of the Inventory Liquidation Process. Target Canada is selling all of its leases and real property. Lazard, Target Canada's financial advisor, assisted in designing the Real property portfolio sales process. Daily Insolvency News reported that Target Canada set May 15 as the deadline for wrapping up the sale of the leases, with an final date set for June 30. If a lease isn't sold by the June deadline, then the rights will be returned to the landlord, according to the documents. The move addresses concerns from landlords that delays could leave unoccupied properties in limbo, as well as Target Corp.'s goal of getting out of Canada around mid-May. Lawyers for both the landlords and Target Canada have been in discussions on how the real estate sale would proceed. Target Canada is in the midst of liquidating 133 stores across the country, as the U.S.-based retailer exits Canada and lays off more than 17,000 staff. About Target Canada On January 15, 2015, Target Canada Co. and certain entities commenced court-supervised restructuring proceedings under the Companies' Creditors Arrangement Act, R.S.C. 1985, c. C-36, as amended. On the same day, the Ontario Superior Court of Justice (Commercial List) granted an order, which, among other things, provides for a stay of proceedings until February 13, 2015. The Stay Period may be extended by the Court from time to time. Although not Applicants, the protections and authorizations provided for in the Initial Order have been extended to the Partnerships. Also pursuant to the Initial Order, Alvarez & Marsal Canada Inc. was appointed as monitor of the business and financial affairs of the Target Canada Entities. TARGET CANADA: Employees Seek Representation -------------------------------------------- A group of Target Canada employees has petitioned the Ontario Superior Court of Justice (Commercial List) to appoint representatives to represent the interests of employees, other than directors and officers, in the insolvency proceedings of Target Canada et al. The motion was filed by Frederick Payette, Sylvie Gautier, Jennifer Lindsay, Catherine Bedard, Michael O'Neil, Alyssa Morin and Joshua Gordon. They are represented by Koskie Minsky LLP. Their filing says "over 16,700 Target Employees have an interest in the Insolvency Proceeding in respect of their wages, notice of termination, pay in lieu of notice of their termination, benefit and incentive plans, retirement allowances and other retirement and benefit programs and amounts owed in accordance with applicable common law, contractual obligations and employment standards legislation. Many of these Target Employees are or will be unsecured creditors of the Applicants." The employees' counsel may be reached at: Susan Philpott, Esq. Simon Archer, Esq. Clio Godkewitsch, Esq. James Harnum, Esq. KOSKIE MINSKY LLP 20 Queen Street West, Suite 900, Box 52 Toronto, Ontario M5H 2R2 Tel: 416-595-2104 E-mail: sphilpott@kmlaw.ca srcher@kmlaw.ca cgodkewitsch@kmlaw.ca jharnum@kmlaw.ca About Target Canada On January 15, 2015, Target Canada Co. and certain entities commenced court-supervised restructuring proceedings under the Companies' Creditors Arrangement Act, R.S.C. 1985, c. C-36, as amended. On the same day, the Ontario Superior Court of Justice (Commercial List) granted an order, which, among other things, provides for a stay of proceedings until February 13, 2015. The Stay Period may be extended by the Court from time to time. Although not Applicants, the protections and authorizations provided for in the Initial Order have been extended to the Partnerships. Also pursuant to the Initial Order, Alvarez & Marsal Canada Inc. was appointed as monitor of the business and financial affairs of the Target Canada Entities. TARGET CANADA: Licensing Deal With Starbucks Terminated ------------------------------------------------------- Target Canada and Starbucks Coffee Canada Inc. have agreed to a mutual termination of the master licensing agreement between the parties, and an orderly wind down of the Starbucks-branded stores operating within Target Canada stores. Starbucks-branded stores ceased operating in all Target Canada stores on or before January 23, 2015. The parties are in the process of finalizing the mutual termination agreement. About Target Canada On January 15, 2015, Target Canada Co. and certain entities commenced court-supervised restructuring proceedings under the Companies' Creditors Arrangement Act, R.S.C. 1985, c. C-36, as amended. On the same day, the Ontario Superior Court of Justice (Commercial List) granted an order, which, among other things, provides for a stay of proceedings until February 13, 2015. The Stay Period may be extended by the Court from time to time. Although not Applicants, the protections and authorizations provided for in the Initial Order have been extended to the Partnerships. Also pursuant to the Initial Order, Alvarez & Marsal Canada Inc. was appointed as monitor of the business and financial affairs of the Target Canada Entities. TARGET CANADA: PFAC Seeks Representative for Pharmacists -------------------------------------------------------- The Pharmacy Franchisee Association of Canada is asking the Ontario Superior Court of Justice (Commercial List) to: -- appoint PFAC as the representative of the Pharmacists and Franchisees under the Pharmacy Franchise Agreements in the proceedings pursuant to the Companies' Creditors Arrangement Act, R.S.C. 1985, c. C-36 as amended, of Target Canada Co. and its affiliated entities; -- appoint Sutts, Strosberg LLP as Pharmacist Representative Counsel; -- appoint BDO Canada as Pharmacist Financial Adviser; -- direct the reasonable legal and other authorized professional expenses of PFAC to be paid from the estate of the Target Canada Entities; and -- direct pursuant to section 32(2) of the CCAA that the "Disclaimer of Franchise Agreements" dated January 26, 2015 from the Franchisor, Target Pharmacy, to each of the Franchisees and Pharmacists under the Pharmacy Franchise Agreement is set aside and declare the Pharmacy Franchise Agreements and/or related agreements are not to be disclaimed or resiliated without further Court order and direct that Target Pharmacy cannot deny access to premises, discontinue supplies or otherwise interfere with the Pharmacists' and Franchisees' operations without further Court order. The PFAC argues that: 1. the Pharmacists and Franchisees are a vulnerable and an important stakeholder group and deserve meaningful representation in these CCAA proceedings; 2. individual representation by the Pharmacists and Franchisees would be too costly for them to have any meaningful representation; 3. PFAC is an appropriate representative for the Pharmacists and Franchisees; 4. representation by PFAC will enhance the efficiency of the proceedings in a number of ways, including assisting in the communication of the rights of this stakeholder group and provide an efficient and cost-effective means of ensuring that the interests of the Pharmacists and Franchisees are brought to the attention of the Court; 5. representation by PFAC will establish a leadership group who will be able to organize a process for obtaining the advice and directions of the Pharmacists and Franchisees on specific issues as required; 6. the contemplated representation may also avoid a multiplicity of retainers by the Pharmacists and Franchisees; and 7. the contemplated representation order will provide for a notice and an opt-out process, allowing any individual who does not wish to be represented by PFAC to opt-out in favour of their own choice of representation. The request was slated to be heard Wednesday, February 11, 2015 at 10:00 a.m., or as soon after that time as the motion can be heard at the court house, 330 University Avenue, Toronto, Ontario. Lawyers for PFAC are: William V. Sasso, Esq. Sharon Strosberg, Esq. Jacqueline A. Horvat, Esq. SUTTS, STROSBERG LLP 600 - 251 Goyeau Street Windsor, ON N9A 6V4 Tel: 519-561-6222 E-mail: wvs@strosbergco.com sharon@strosbergco.com jhorvat@strosbergco.com About Target Canada On January 15, 2015, Target Canada Co. and certain entities commenced court-supervised restructuring proceedings under the Companies' Creditors Arrangement Act, R.S.C. 1985, c. C-36, as amended. On the same day, the Ontario Superior Court of Justice (Commercial List) granted an order, which, among other things, provides for a stay of proceedings until February 13, 2015. The Stay Period may be extended by the Court from time to time. Although not Applicants, the protections and authorizations provided for in the Initial Order have been extended to the Partnerships. Also pursuant to the Initial Order, Alvarez & Marsal Canada Inc. was appointed as monitor of the business and financial affairs of the Target Canada Entities. UNIVISION COMMUNICATIONS: S&P Rates New Sr. Secured Notes 'B+ ------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B+' issue-level rating and '2' recovery rating to New York City-based Univision Communications Inc.'s proposed senior secured notes due 2025. The '2' recovery rating indicates S&P's expectations for substantial recovery (70%-90%) in the event of a payment default. Additionally, S&P's 'B+' issue-level and '2' recovery ratings on the company's senior secured notes due 2023 remain unchanged following a proposed add-on. Univision intends to use net proceeds from the proposed senior secured notes, including the add-on, to pay down its 6.875% notes due in 2019. The company's leverage remains very high, at roughly 9x, as of Dec. 31, 2014, and largely unchanged by the transaction. RATINGS LIST Univision Communications Inc. Corporate Credit Rating B/Stable/-- New Ratings Univision Communications Inc. Senior secured notes due 2025 B+ Recovery Rating 2 Ratings Unchanged Univision Communications Inc. Senior secured notes due 2023 B+ Recovery Rating 2 US CAPITAL: Duane Morris Partner Suspended by Fla. Bankruptcy Judge ------------------------------------------------------------------- Law360 reported that the Florida judge overseeing a shopping mall property's bankruptcy suspended a Miami-based Duane Morris LLP partner for 90 days for allegedly orchestrating a plan to fool the court into signing an "agreed order" that the opposing counsel hadn't seen in an attempt to revive a $49 million real estate row. According to the report, suspension order came a day after a show cause hearing in which Judge John K. Olson tore into Duane Morris and its attorneys, saying the firm should be "ashamed" for violating court rules. About US Capital Holdings US Capital/Fashion Mall is the owner of the former "Fashion Mall at Plantation", now vacant, located at 321 N. University Drive, in Plantation, Florida. US Capital Holdings is the 100% owner of US Capital/Fashion Mall. The mall -- http://www.321north.com/-- is presently dormant, in part, as a result of a redevelopment plan for the mall of a project called 321 North, which is intended to be a major, retail, office and residential project. The mall suffered extensive hurricane damage from Hurricane Wilma. US Capital Holdings, LLC, and an affiliate, US Capital/Fashion Mall, LLC, filed Chapter 11 petitions (Bankr. S.D. Fla. Case Nos. 12-14517 and 12-14519) in Forth Lauderdale, Florida, on Feb. 24, 2012. The Debtor listed assets of $11,496 and liabilities of $22,777,428. Judge John K. Olson presides over the case. On Oct. 14, 2014, US Capital/Fashion Mall, LLC, filed for Chapter 7 liquidation (Bankr. S.D. Fla. Case No. 14-32819). Judge John K. Olson presides over the case. The Debtor is represented by: Thomas M. Messana, Esq. Messana P.A. Las Olas City Centre, Suite 1400 401 East Las Olas Boulevard Fort Lauderdale, FL 33301 Tel: (954)712-7415 E-mail: tmessana@messana-law.com As reported by the the Troubled Company Reporter on Oct. 16, 2014, Brian Bandell, Senior Reporter at the South Florida Business Journal, said US Capital listed both its assets and debts between $10 million and $50 million each. Business Journal added that parent company Mapuche LLC also filed for Chapter 7 in the same month. Business Journal stated that Wei Chen -- the manager of Mapuche LLC, the entity that controls the Debtor -- signed the Chapter 7 liquidation petition on behalf of Mapuche, the Debtor and U.S. Capital/Fashion Mall. VYSHNAVI INFOTECH: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Vyshnavi Infotech Inc. 13800 Coppermine Rd Ste 159 Herndon, VA 20171 Case No.: 15-10475 Chapter 11 Petition Date: February 10, 2015 Court: United States Bankruptcy Court Eastern District of Virginia (Alexandria) Judge: Hon. Robert G. Mayer Debtor's Counsel: Juan Ever Milanes, Esq. LAW OFFICES OF JUAN E. MILANES, PLLC 1831 Wiehle Avenue, Suite 105 Reston, VA 20190-5220 Tel: (703) 880-4881 Fax: (703) 742-9487 Email: va.bankruptcylaw@gmail.com Total Assets: $185,207 Total Liabilities: $1.02 million The petition was signed by Janardhana R. Ravipati, president/director. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/vaeb15-10475.pdf WYNN LAS VEGAS: Fitch $1.75-Bil. Sr. Unsecured Notes 'BB' --------------------------------------------------------- Fitch Ratings has assigned a 'BB' rating to the Wynn Las Vegas, LLC's announced issuance of $1.75 billion senior unsecured notes due 2025. Wynn Las Vegas LLC's Issuer Default Rating (IDR) is 'BB' and is linked to Wynn Resorts, Ltd's (Wynn; parent) IDR. The Rating Outlook is Stable. Fitch sees the issuance largely as neutral for Wynn Las Vegas credit given the interest savings and recognizes the increased debt and reduction of covenants vis-a-vis the refinancing of the 2020 first mortgage notes (FMNs). The proceeds of the proposed senior note will be used to fund a cash tender for $377 million in outstanding 7.875% FMNs due 2020 and $1.227 billion in outstanding 7.75% FMNs due 2020 with balance used for general corporate purposes. The issuance increases debt at Wynn Las Vegas by about $150 million but reduces interest expense by roughly $35 million - $45 million annually. The 2025 notes will rank pari passu with Wynn Las Vegas' existing FMNs due 2022 and 4.25% senior unsecured notes due 2023. The 2025 notes will not have meaningful restrictive covenants, similar to the 2023 notes, except for lien covenants limiting liens to 15% of total assets (based on GAAP). The notes would become secured to the extent Wynn Las Vegas exceeds the 15% threshold or if the remaining 2022 FMNs become secured. The 2022 FMNs have a springing lien, which activates if Wynn Las Vegas issues any secured debt and the 2022 FMNs are callable in 2017. Pro forma for the transaction, Fitch calculates Wynn Las Vegas' leverage and interest coverage using last-12-month (LTM) EBITDA ending Dec. 31, 2014 after corporate expenses and management fees of $61 million at 7.0x and about 3.0x, respectively. Fitch estimates that adjusting for normalized table hold leverage would be closer to 7.5x. The one-notch rating uplift of the 2022 FMNs relative to the 2023 and 2025 unsecured notes reflects the FMNs tighter covenants including the springing lien provision and the additional debt test. RESTRICTED PAYMENT COVENANTS LOOSEN The looser restricted payment (RP) covenants in the remaining FMNs are a slight negative for Wynn Las Vegas creditors. However, the greater RP flexibility is beneficial to Wynn, which has considerable obligations including a $600 million regular dividends annually and a $5.8 billion project pipeline ($4 billion net of amount spent to date). Fitch links the IDRs of the parent and Wynn Las Vegas because of the latter's strategic importance to the parent and a history of parent support. The refinancing of the 2020 FMNs will give Wynn Las Vegas greater freedom to pay management fees to Wynn and changes the RP basket calculation to an EBITDA-based one from a net income-based one. The 2020 FMNs that are being tendered do not allow management fees to be paid out to Wynn as long as leverage at Wynn Las Vegas is greater than 6.5x, in which case the fees are accrued. As of Sept. 30, 2014 Wynn Las Vegas had $189 million of accrued liabilities to affiliates outstanding relative to approximately $300 million of cash on hand net of cage cash ($50 million estimated by Fitch). The management fees due from Wynn Las Vegas for the LTM period ending Dec. 31, 2014 were $25 million. The RP basket per the 2020 FMN indentures is based on 50% of cumulative net income and per the 2022 FMN indenture on EBITDA minus 1.4x of interest expense, the latter of which is looser. Fitch estimates that based on LTM EBITDA and pro forma interest expense assuming 5% coupon on the 2025 notes, permitted RP per the 2022 FMN carveout would be about $295 million per year. WYNN AMERICA LONG-TERM POSITIVE FOR WYNN LV Long-term Fitch views the creation of Wynn America LLC favorably due to Fitch's favorable outlook for Wynn's Massachusetts $1.6 billion - $1.8 billion Wynn Everett project. However, Wynn may increase its reliance on Wynn Las Vegas cash flows during the development phase of Wynn Everett, which will last roughly three years. As indicated above Wynn will be able to pull roughly $295 million of cash annually from Wynn Las Vegas per the 2022 FMN RP basket plus the accrued management fees. Additional debt at Wynn Las Vegas is subject to a 2x fixed charge coverage test per the 2022 FMN indenture. The 2023 and 2025 unsecured notes have no additional debt tests. Wynn America will be an indirect parent of Wynn Las Vegas and is the owner of Wynn's Massachusetts project (Wynn MA). Wynn Las Vegas is not a guarantor of Wynn America's $1.75 billion credit facility but Wynn provided a completion guarantee on the credit facility and may look to Wynn Las Vegas to support the project in light of the heavy cash commitments elsewhere and the current operating weakness in Macau. Fitch forecasts $325 million EBITDA for Wynn Everett and views the project favorably from a return on investment (ROI) standpoint. Fitch's favorable outlook for Wynn Everett considers that the casino will be the closest casino to the Boston area, including the affluent Norfolk and Middlesex counties. ROOM IN THE RATING FOR MACAU WEAKNESS Wynn reported a 29% property EBITDA decline for 4Q'14 pushing its gross consolidated gross leverage to 5.1x from 4.8x at end of the last quarter (Fitch subtracts income attributable to minority interest from EBITDA when calculating Wynn's leverage). This at the high end of Wynn's 4x - 5x gross leverage range for 'BB' IDR, but below Fitch's 6.5x through the development cycle threshold. Fitch expects leverage to remain elevated at or above 5x as Fitch projects negative 4% revenue growth in Macau for 2015. Macau, the source of the recent decline, represents about 70% of Wynn's property EBITDA. Later in 2015 Wynn will draw $875 million on its delayed draw term loan at Wynn America and may start drawing on its $1.55 billion revolver in Macau to develop the $4 billion Wynn Palace ($1.8 billion spent to date). Fitch expects leverage to return to below 5x around 2017 once Wynn's projects in Macau and Massachusetts start to ramp up. In the meantime, liquidity is adequate. Consolidated available liquidity including excess cash and revolver and delayed draw availability is $4.9 billion relative to about $4 billion of remaining project capex. Fitch estimates cumulative FCF over the next three years after dividends but before project capex at nearly $2 billion. The nearest maturity is the Macau credit facility with the revolver and half of the term loan coming due in 2017. POSITIVE LONG-TERM LAS VEGAS OUTLOOK WITH ASIA BACCARAT CAVEAT Fitch is positive on the Las Vegas Strip, projecting that the market will manage midsingle-digit RevPAR and visitation growth over the next two to three years. This outlook is supported by good prospects for continued increase in the mid-week convention mix and by the increasing air capacity. McCarran International Airport's flight capacity measured by seats for April 2015 is up 3.8% relative to the same period in 2014. Las Vegas total gaming revenues and baccarat revenues were down 2% and 6% in 2014, respectively. The baccarat revenues were pressured towards the latter part of the year. Wynn Las Vegas' casino revenues are especially reliant on baccarat and table drop at the property was down 12% in the fourth-quarter. Baccarat revenues are hard to forecast for 2015 and the source of the pressure is hard to pinpoint. On one hand, Chinese visitation to the U.S. should grow 19% according to the U.S. Department of Commerce forecast, but on the other hand an anti-money laundering drive by the U.S. authorities and an anticorruption crackdown in China may negatively affect baccarat volume. The $4 billion Resorts World Las Vegas due to open around 2017 will be a positive for the Las Vegas Strip and should benefit Wynn Las Vegas as it will pull the center of gravity north. KEY ASSUMPTIONS Fitch's key assumptions within our rating case for Wynn include: -- Negative 4% market-wide gaming revenue growth in Macau for 2015 and low-to-mid single digit same-store growth thereafter; -- Low-to-mid single digit total revenue growth on the Las Vegas Strip led by visitation and RevPar growth; -- $660 million of incremental EBITDA from Wynn Palace (mid- 2016 opening) and $325 million from Wynn Everett (early 2018); -- Total consolidated debt increases to $9.8 billion in 2017 after draws on credit facilities to fund Wynn Palace and Wynn Everett; -- Regular parent level dividends at approximately $600 million per year with no special dividends assumed. RATING SENSITIVITIES Positive: Future developments that may, individually or collectively, lead to positive rating action include: -- Consolidated gross leverage approaching 4x and net leverage declining below 4x following the ramp up of Wynn Palace and Wynn Everett projects. An earlier upgrade is possible if Fitch gains a fair amount of comfort that the forecast leverage will be in line with these thresholds once the project(s) ramps up. (Fitch forecast: gross leverage 5.5x in FY15 and 4.0x in FY18) -- A resolution of Okada related dispute and investigations by U.S. authorities; -- Continuation of favorable operating outlook for the Las Vegas Strip and stabilization in Macau. Negative: Future developments that may, individually or collectively, lead to negative rating action include: -- Gross leverage sustaining above 5x (6.5x before development projects ramp up) (Fitch forecast: gross leverage 5.5x in FY15 and 4.0x in FY18); -- Unfavorable resolution with respect to Okada related dispute and investigations by U.S. authorities; -- Reversal of the positive operating environment on the Las Vegas Strip and continued negative trends in Macau. Fitch rates Wynn and its subsidiaries as: Wynn Resorts, Limited -- Long-term IDR 'BB'; Outlook Stable. Wynn Las Vegas, LLC -- Long-term IDR at 'BB'; Outlook Stable; -- First mortgage notes (FMNs) 'BB+'; -- Senior unsecured notes 'BB'. Wynn America, LLC -- Long-term IDR 'BB'; Outlook Stable; -- Senior secured credit facility 'BB+'. Wynn Resorts (Macau), SA -- Long-term IDR 'BB'; Outlook Stable; -- Senior secured credit facility 'BBB-'. Wynn Macau, Ltd -- Long-term IDR 'BB'; Outlook Stable; -- Senior notes 'BB'. WYNN RESORTS: S&P Affirms BB+ Corporate Credit Rating ----------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BBB-' issue-level rating and '2' recovery rating to Las Vegas-based casino operator Wynn Resorts Ltd.'s proposed $1.75 billion senior notes due 2025. The '2' recovery rating indicates S&P's expectation for substantial (70% to 90%) recovery for noteholders in the event of a payment default. The notes will be secured by a first-priority pledge of Wynn Resorts' equity interest in Wynn Las Vegas LLC (WLV), which is the same security for the existing first mortgage and senior notes issues. The notes will be co-issued by subsidiaries WLV and Wynn Las Vegas Capital Corp. The company plans to use proceeds from the notes offering to purchase its outstanding 7.75% first mortgage notes due 2020 and its 7.875% first mortgage notes due 2020 through a tender offering and to use any remaining net proceeds to redeem 2020 notes not tendered or for general corporate purposes. S&P will withdraw its issue-level and recovery ratings on the 2020 notes when they are fully redeemed. S&P views this transaction favorably as it will extend maturities and reduce interest expense, in S&P's view, as the company is refinancing the highest cost debt in its capital structure. S&P is updating its base case forecast for Wynn to reflect the recent revision in S&P's forecast for Macau gross gaming revenue. S&P's base case incorporates: -- Gaming revenue on the Las Vegas Strip grows in the low- single-digit percentage area in 2015, while revenue per available room (RevPAR) grows in the low- to mid-single digits in 2015. -- Gross gaming revenue declines 5% to 10% in Macau in 2015. -- Wynn's Las Vegas properties to perform at the higher end of S&P's range for Las Vegas gaming revenue and RevPAR, given their quality, but S&P acknowledges that volatility in table hold can impair revenue and EBITDA. S&P expects the company to continue benefitting from improving average daily rates due to high occupancy levels stemming from convention bookings and increased visitation. S&P is factoring in low- single-digit revenue and EBITDA growth in 2015. S&P assumes property EBITDA margin at Las Vegas will remain in the low- 30% area in 2015. -- Wynn Macau's existing properties will fall about 10% in 2015, at the high end of S&P's range for Macau because of a strong focus on VIP and premium mass market customers. S&P expects Wynn to benefit somewhat from additional tables that have been off the floor because of ongoing renovations. -- Based on current performance expectations, S&P expects net revenue to be down in the mid-single-digit percentage area and EBITDA to be down about 10% in 2015. -- Under these assumptions, S&P expects net leverage to increase to the mid-4x area and for coverage to remain strong, in excess of 5.5x. An increase in net leverage to the mid-4x area by the end of 2015 because of the development of the company's new Cotai property is somewhat weak for the "significant" financial risk profile assessment, but S&P expects net leverage will improve closer to 4x by the end of 2016, after the anticipated opening of the Cotai resort earlier in the year. S&P is willing to tolerate what it believes is a temporary spike in leverage because the spending in 2015 and 2016 will finance the development of Wynn Palace on the Cotai Strip in Macau and Wynn's Massachusetts resort, both of which S&P views favorably. However, S&P could revise its rating outlook to negative or lower the ratings if it expects leverage to increase further from its current base case scenario either because of operating underperformance, additional capital spending, or additional returns of capital to shareholders like a special dividend. Despite expected high leverage at the end of 2015, Wynn's significant operating cash flow generation and cash balances, as well as S&P's expectation that EBITDA coverage of interest will exceed 5.5x through 2015, also support S&P's "significant" financial risk assessment. In addition, S&P expects Wynn's "strong" liquidity will help it to pursue and finance developments in a manner that preserves its credit quality. S&P's financial risk assessment also incorporates Wynn's track record of returning substantial capital to shareholders. "Our business risk assessment incorporates Wynn's leading presence in two of the largest global gaming markets, Macau and Las Vegas, which both cater to a high number of visitors with high propensities to game. It also takes into account Wynn's high-quality assets, its ability to reinvest sufficiently in its assets to maintain their quality, its well-known brand, and our favorable view of the company's Massachusetts development project. These business strengths largely offset the high levels of anticipated cash flow volatility over the economic cycle, given the company's concentration in destination markets, the discretionary nature of consumer spending in the gaming industry, and the high levels of competition in the Las Vegas and Macau gaming markets. Management's expansion strategy (including substantial development spending in Cotai and Massachusetts over the next several years) is also a business risk factor, although we believe management will employ a measured pace of development, given Steve Wynn's intimate involvement in the design of each Wynn resort," S&P said. RATINGS LIST Wynn Resorts Ltd. Corporate Credit Rating BB+/Stable/-- New Rating Wynn Las Vegas LLC Wynn Las Vegas Capital Corp. $1.75B notes due 2025 Senior Secured BBB- Recovery Rating 2 YOSEN GROUP: Late Filed 2013 Report Shows $3.63M Loss ----------------------------------------------------- Yosen Group, Inc., filed with the U.S. Securities and Exchange Commission in early February its annual report on Form 10-K for the fiscal year ended Dec. 31, 2013. The Company reported a net loss of $3.63 million on $12.8 million of net sales for the fiscal year ended Dec. 31, 2013, compared with a net loss of $15.9 million on $21.5 million of net sales in 2012. The Company's balance sheet at Dec. 31, 2013, showed $3.97 million in total assets, $5.76 million in total liabilities, and a stockholders' deficit of $1.79 million. The Company had accumulated deficit of $47.1 million as of Dec. 31, 2013. In addition, the Company's cash position substantially deteriorated from 2010. These issues raise substantial doubt regarding the Company's ability to continue as a going concern. A copy of the Form 10-K is available at: http://is.gd/XPXijY Yosen Group, Inc., is engaged primarily in international trade and wholesale business, primarily selling tile, kitchen cabinet, granite and marble products in the New York market. The Company also distributes Samsung(R) and Apple(R) mobile phones in China through its China-based subsidiaries. YRC WORLDWIDE: Presented at Stifel Nicolaus & BB&T Conferences -------------------------------------------------------------- YRC Worldwide Inc. delivered presentations on Feb. 10, 2015, at the Stifel Nicolaus Transportation & Logistics Conference in Key Biscayne, Florida, and on Feb. 11, 2015, at the BB&T Transportation & Logistics Conference in Coral Gables, Florida. The presentations will be available on audio webcast through the Company's Web site, www.yrcw.com, for 90 days. A copy of the slide show presentation is available at http://is.gd/FiqeH2 About YRC Worldwide Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ: YRCW) -- http://www.yrcw.com/-- is a holding company that offers its customers a wide range of transportation services. These services include global, national and regional transportation as well as logistics. As of Dec. 31, 2014, the Company had $1.98 billion in total assets, $2.45 billion in total liabilities, and a $474 million total stockholders' deficit. * * * As reported by the TCR on Feb. 18, 2014, Moody's Investors Service had upgraded the Corporate Family Rating for YRC Worldwide Inc. ("YRCW") from Caa3 to B3, following the successful closing of its refinancing transactions. In the Jan. 31, 2014, edition of the TCR, Standard & Poor's Ratings Services said that it raised its ratings on Overland Park, Kansas-based less-than-truckload (LTL) trucker YRC Worldwide Inc. (YRCW), including the corporate credit rating to 'CCC+' from 'CCC', and removed them from CreditWatch negative, where they were placed on Jan. 10, 2014. "The upgrades reflect YRCW's improved liquidity position and minimal debt maturities as a result of its proposed refinancing," said Standard & Poor's credit analyst Anita Ogbara. [*] Huron Business Advisory Announces Managing Director Promotions ------------------------------------------------------------------ Huron Business Advisory announces recent Managing Director and Director promotions. Shane P. Goss Managing Director Mr. Goss has extensive experience providing financial and valuation solutions to the healthcare industry. He performs valuations for mergers and acquisitions, corporate compliance and financial reporting, and serves as a financial consultant to healthcare companies. Prior to joining Wellspring Partners, which was acquired by Huron Consulting Group in 2007, Mr. Goss served as an associate in the financial consulting and valuation group at CBIZ/Valuation Counselors. Mychal Harrison Director Mr. Harrison joined Huron after 12 years in financial services where he worked as a Leverage Finance Investment Banker and a Distressed Debt Trader. Most recently, Mr. Harrison was Managing Director at Guggenheim Securities. His experience in financial services afforded him the opportunity to work across many sectors including healthcare, technology, telecom, exploration and production, retail, and media/publishing. Alexander Kotlyar Director Mr. Kotlyar has more than 12 years of financial and general management experience advising senior corporate executives, banks and private equity investors. His areas of focus include restructuring, investment banking, and operational performance improvement. His restructuring experience encompasses due diligence of and capital raising for distressed companies, advisory on recapitalizations and buyouts of distressed assets, and execution of cost reduction initiatives. Prior to joining Huron, Mr. Kotlyar was with Zolfo Cooper LLP, focusing on automotive, chemicals, media, and infrastructure industries. [*] Silfen to Head Arent Fox's N.Y. Office as Managing Partner -------------------------------------------------------------- Arent Fox LLP has appointed partner Andrew I. Silfen to lead its New York office as Managing Partner. Mr. Silfen will take over the New York leadership post from partner Michael S. Blass, who is stepping down after having led the office's recent growth during his seven years in the position. "Michael has done a great job leading an office where attorneys collaborate on high-end matters, while fostering a culture of transparency," said Managing Partner Matthew J. Clark. "I look forward to continuing to work with Michael as a leader at this firm and on the Executive Committee." Over the last decade, Arent Fox's New York office has tripled in size and added numerous market-leading practices, while the firm's lawyers have routinely worked on high-profile matters. This includes serving last year as counsel on the municipal bond financing deal that will enable the World Trade Center to add a fourth tower, counseling the Brooklyn Nets in connection with the team's new training facility, and advising MedEquities Realty Trust on a series of health care facility acquisitions and financings. Mr. Blass will continue to advise clients on corporate transactions and regulatory matters involving health care providers. He often leads a team that conducts regulatory and corporate due diligence and coordinates change of ownership procedures for state licensure, certificate of need, and Medicare and Medicaid certifications. "This appointment is a great testament to Andrew's leadership skills," said Chairman Mark M. Katz. "Andrew has worked hard to deliver creative and successful results for the firm's clients in connection with bankruptcy and restructuring matters and strategic litigation, while successfully fostering a collaborative approach across practice groups, disciplines, and offices that has resulted in longstanding allegiances with firm clients and has continuously demonstrated a commitment to the highest order of practice excellence and ethical standards. Having been a leading voice at the firm for a number of years, this appointment is a natural progression." Mr. Silfen will continue to focus his practice on all aspects of financial restructuring and lead the firm's nationally recognized Bankruptcy & Financial Restructuring practice, while also serving on the firm's Executive Committee. Mr. Silfen is nationally known for his work on behalf of creditors committees and indenture trustees and has extensive experience in financial restructuring, distressed situations, and bankruptcy issues. His practice includes counseling companies' boards of directors and management on insolvency matters, crisis management, and financial and operational restructurings. He is an officer and a member of the board of directors of the Association of Insolvency and Restructuring Advisors and the New York Institute of Credit's executive board. In 2014, Mr. Silfen led a team from Arent Fox that successfully advised the official committee of unsecured creditors in Cengage Learning Inc. on the year's largest Chapter 11 bankruptcy. Founded in 1991, Arent Fox's New York office is home to more than 80 attorneys that span the firm's corporate, litigation, and regulatory capabilities. The office combines a blend of entrepreneurial spirit and traditional practice groups, while working seamlessly with Arent Fox lawyers in Los Angeles, San Francisco, and Washington, DC to provide innovative and integrated services across a range of industries and practice areas. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re Jose Pizano and Rosa M. Pizano Bankr. D. Ariz. Case No. 15-01022 Chapter 11 Petition filed February 3, 2015 In re Elegant Outdoor Furniture, LLC Bankr. D. Ariz. Case No. 15-01038 Chapter 11 Petition filed February 3, 2015 See http://bankrupt.com/misc/azb15-01038.pdf represented by: Ronald J. Ellett, Esq. ELLETT LAW OFFICES, P.C. E-mail: rjellett@ellettlaw.phxcoxmail.com In re MLE Partners LLC Bankr. C.D. Cal. Case No. 15-11547 Chapter 11 Petition filed February 3, 2015 See http://bankrupt.com/misc/cacb15-11547.pdf represented by: Travis G. Kasper, Esq. LAW OFFICES OF TRAVIS KASPER E-mail: Filings@Kasperlaw.com In re Brian Evan Haigh Bankr. D. Colo. Case No. 15-10964 Chapter 11 Petition filed February 3, 2015 In re Joni Lynn Merwin Bankr. D. Colo. Case No. 15-10989 Chapter 11 Petition filed February 3, 2015 In re Paul Heartsill Ross Bankr. N.D. Ga. Case No. 15-40240 Chapter 11 Petition filed February 3, 2015 In re Connie Jean Andes Bankr. D. Kan. Case No. 15-10175 Chapter 11 Petition filed February 3, 2015 In re 3LJ's Cafe Services & Sports Bar Limited Liability Company Bankr. E.D. La. Case No. 15-10253 Chapter 11 Petition filed February 3, 2015 See http://bankrupt.com/misc/laeb15-10253.pdf represented by: Donald Carl Hodge, Jr., Esq. E-mail: donaldhodge@gmail.com In re Global General Business Services, LLC Bankr. D.N.J. Case No. 15-11867 Chapter 11 Petition filed February 3, 2015 See http://bankrupt.com/misc/njb15-11867.pdf Filed Pro Se In re Immigrant Liquors, Inc. Bankr. S.D.N.Y. Case No. 15-35184 Chapter 11 Petition filed February 3, 2015 See http://bankrupt.com/misc/nysb15-35184.pdf represented by: Michael A. Koplen, Esq. KOPLEN LAW FIRM E-mail: Atty@KoplenLawFirm.com In re Julianna LeBlanc Bankr. N.D. Tex. Case No. 15-30552 Chapter 11 Petition filed February 3, 2015 In re Robert De Franceschi and Elena Giovanna Riedo Bankr. N.D. Tex. Case No. 15-40545 Chapter 11 Petition filed February 3, 2015 In re Luis Gil Bankr. W.D. Tex. Case No. 15-30169 Chapter 11 Petition filed February 3, 2015 In re Ram Rao Mugili Bankr. W.D. Tex. Case No. 15-50347 Chapter 11 Petition filed February 3, 2015 In re Mis Tres Properties, LLC Bankr. W.D. Tex. Case No. 15-50356 Chapter 11 Petition filed February 3, 2015 See http://bankrupt.com/misc/txwb15-50356.pdf represented by: William R. Davis, Jr., Esq. LANGLEY & BANACK, INC. E-mail: wrdavis@langleybanack.com In re Steven David Smith Bankr. W.D. Wis. Case No. 15-10325 Chapter 11 Petition filed February 3, 2015 In re C & K Trucking, Inc. Bankr. M.D. Ala. Case No. 15-10234 Chapter 11 Petition filed February 4, 2015 See http://bankrupt.com/misc/almb15-10234.pdf represented by: J. Kaz Espy, Esq. ESPY, METCALF & ESPY, P.C. E-mail: lynnia@espymetcalf.com In re Jacob Vayner DMD ProfessionalCorporation aka Esthetic Smile Dental Jacob Vayner DMD A Professional DentalCo Bankr. C.D. Cal. Case No. 15-10353 Chapter 11 Petition filed February 4, 2015 See http://bankrupt.com/misc/cacb15-10353.pdf represented by: Aslan Khodorovsky, Esq. LAW OFFICES OF KHODOROVSKY & MERRIT E-mail: merritlaw@yahoo.com In re Thomas E. Williams and Linda Williams Bankr. C.D. Cal. Case No. 15-10561 Chapter 11 Petition filed February 4, 2015 In re Irma Zamora Bankr. N.D. Cal. Case No. 15-10117 Chapter 11 Petition filed February 4, 2015 In re Amore, Inc. Bankr. S.D. Ind. Case No. 15-00602 Chapter 11 Petition filed February 4, 2015 See http://bankrupt.com/misc/insb15-00602.pdf represented by: Eric C. Redman, Esq. REDMAN LUDWIG, P.C. E-mail: ksmith@redmanludwig.com In re Rebeca A. Poole Bankr. D. Md. Case No. 15-11558 Chapter 11 Petition filed February 4, 2015 In re North Oak Shops, LLC Bankr. W.D. Mo. Case No. 15-40269 Chapter 11 Petition filed February 4, 2015 See http://bankrupt.com/misc/mowb15-40269.pdf represented by: Ronald S. Weiss, Esq. BERMAN DELEVE KUCHAN & CHAPMAN E-mail: rweiss@bdkc.com In re Caring Hands Healthcare Agency LLC Bankr. D.N.J. Case No. 15-11945 Chapter 11 Petition filed February 4, 2015 See http://bankrupt.com/misc/njb15-11945.pdf represented by: Edward K. Osei, Esq. E-mail: edward@oseilawfirm.com In re Guy Henry, DDS, MS, LLC Bankr. D.N.J. Case No. 15-11981 Chapter 11 Petition filed February 4, 2015 See http://bankrupt.com/misc/njb15-11981.pdf represented by: Robert A. Loefflad, Esq. FORD FLOWER HASBROUCK & KING E-mail: rloefflad@ffhklaw.com In re Omni Home LLC Bankr. E.D.N.Y. Case No. 15-40452 Chapter 11 Petition filed February 4, 2015 See http://bankrupt.com/misc/nyeb15-40452.pdf Filed Pro Se In re Grady Cole Odom Bankr. D.S.C. Case No. 15-00623 Chapter 11 Petition filed February 4, 2015 In re THINK4INC Bankr. D. Ariz. Case No. 15-01090 Chapter 11 Petition filed February 5, 2015 See http://bankrupt.com/misc/azb15-01090.pdf represented by: Thomas H. Allen, Esq. ALLEN MAGUIRE & BARNES, PLC E-mail: tallen@ambazlaw.com In re JTK Industries, Inc. dba Lapels Dry Cleaning Bankr. D. Ariz. Case No. 15-01120 Chapter 11 Petition filed February 5, 2015 See http://bankrupt.com/misc/azb15-01120.pdf represented by: Thomas G. Luikens, Esq. AYERS & BROWN, P.C. E-mail: Thomas.Luikens@azbar.org In re The Downtown Church Bankr. E.D. Cal. Case No. 15-10402 Chapter 11 Petition filed February 5, 2015 See http://bankrupt.com/misc/caeb15-10402.pdf represented by: Peter L. Fear, Esq. In re 7CS Corp. dba Rubber Service Corp. Bankr. D. Colo. Case No. 15-11037 Chapter 11 Petition filed February 5, 2015 See http://bankrupt.com/misc/cob15-11037.pdf represented by: Stephen E. Berken, Esq. LAW OFFICES OF STEPHEN BERKEN E-mail: admin@berkenlegal.com In re William Deane Turner, III Bankr. M.D. Fla. Case No. 15-01119 Chapter 11 Petition filed February 5, 2015 In re Bryan Elstein Bankr. S.D. Fla. Case No. 15-12229 Chapter 11 Petition filed February 5, 2015 In re Mosaic Meadows, Inc. Bankr. S.D. Ind. Case No. 15-00645 Chapter 11 Petition filed February 5, 2015 See http://bankrupt.com/misc/insb15-00645.pdf represented by: Wendy D. Brewer, Esq. JEFFERSON & BREWER, LLC E-mail: wbrewer@jeffersonbrewer.com In re Minerva M. Miranda Bankr. D. Nev. Case No. 15-10557 Chapter 11 Petition filed February 5, 2015 In re MS & Sons Corporation aka Omni Homes LLC Bankr. E.D.N.Y. Case No. 15-40471 Chapter 11 Petition filed February 5, 2015 See http://bankrupt.com/misc/nyeb15-40471.pdf Filed Pro Se In re Thomas M. Rall Bankr. W.D.N.Y. Case No. 15-10199 Chapter 11 Petition filed February 5, 2015 In re Pier 1 Marine, Inc. Bankr. W.D. Okla. Case No. 15-10377 Chapter 11 Petition filed February 5, 2015 See http://bankrupt.com/misc/okwb15-10377.pdf represented by: Christopher T. Stein, Esq. E-mail: steinlawfirm@hotmail.com In re Pablo Lorenzo, MD and Rita Lorenzo Bankr. W.D. Tex. Case No. 15-50364 Chapter 11 Petition filed February 5, 2015 In re Carol Ann Porter Bankr. W.D. Wash. Case No. 15-10671 Chapter 11 Petition filed February 5, 2015 In re John C. Pike and Amelita E. Pike Bankr. W.D. Wash. Case No. 15-40457 Chapter 11 Petition filed February 5, 2015 In re CRS Pizza, Inc. Bankr. S.D. Ala. Case No. 15-00369 Chapter 11 Petition filed February 6, 2015 See http://bankrupt.com/misc/alsb15-00369.pdf represented by: C. Michael Smith, Esq. PAUL AND SMITH, P.C. E-mail: paulandsmithpc@earthlink.net In re Early Scholars Education Inc. Bankr. C.D. Cal. Case No. 15-10380 Chapter 11 Petition filed February 6, 2015 See http://bankrupt.com/misc/cacb15-10380.pdf Filed Pro Se In re Jennifer Margaret Horton Bankr. C.D. Cal. Case No. 15-11860 Chapter 11 Petition filed February 6, 2015 In re National Emergency Medical Services Association fdba NEMSA National EMS Association Bankr. E.D. Cal. Case No. 15-90109 Chapter 11 Petition filed February 6, 2015 See http://bankrupt.com/misc/caeb15-90109.pdf represented by: David C. Johnston, Esq. In re Reynold Jean-Pierre and Clautide Jean-Pierre Bankr. S.D. Fla. Case No. 15-12359 Chapter 11 Petition filed February 6, 2015 In re Bronko's of Crown Point, Inc. Bankr. N.D. Ind. Case No. 15-20232 Chapter 11 Petition filed February 6, 2015 See http://bankrupt.com/misc/innb15-20232.pdf represented by: Gordon E. Gouveia, Esq. GORDON E. GOUVEIA, LLC E-mail: geglaw@gouveia.comcastbiz.net In re Mestizo, Inc. aka Mestizo Restaurant Bankr. M.D. La. Case No. 15-10125 Chapter 11 Petition filed February 6, 2015 See http://bankrupt.com/misc/lamb15-10125.pdf represented by: Patrick S. Garrity, Esq. STEFFES, VINGIELLO, & MCKENZIE, LLC E-mail: pgarrity@steffeslaw.com In re Shivem, Inc. Bankr. D. Md. Case No. 15-11745 Chapter 11 Petition filed February 6, 2015 See http://bankrupt.com/misc/mdb15-11745.pdf represented by: Augustus T. Curtis, Esq. COHEN, BALDINGER & GREENFELD, LLC E-mail: augie.curtis@cohenbaldinger.com In re Anthony Paul Enterprises, Inc. dba Balzarini Realty, LLC A&P Cleaning Services, Inc. Allied Equipment & Supply On Call Cleaning Corp. Athena Equipment & Supply, Inc. Bankr. D. Mass. Case No. 15-10412 Chapter 11 Petition filed February 6, 2015 See http://bankrupt.com/misc/mab15-10412.pdf represented by: Laurel E. Bretta, Esq. BRETTA & GRIMALDI, P.A. E-mail: bglaw@lbretta.com In re J&J Undercar Specialists, Inc. Bankr. D.N.J. Case No. 15-12179 Chapter 11 Petition filed February 6, 2015 See http://bankrupt.com/misc/njb15-12179.pdf represented by: Anthony Sodono, III, Esq. TRENK, DIPASQUALE, DELLA FERA & SODONO E-mail: asodono@trenklawfirm.com In re A Special Place for Kids, Inc. Bankr. E.D.N.Y. Case No. 15-40500 Chapter 11 Petition filed February 6, 2015 See http://bankrupt.com/misc/nyeb15-40500.pdf represented by: Kenneth Halpern, Esq. LAW OFFICE OF KENNETH HALPERN E-mail: kjhalpern@gmail.com In re Media Design, Inc. Bankr. S.D. Tex. Case No. 15-30791 Chapter 11 Petition filed February 6, 2015 See http://bankrupt.com/misc/txsb15-30791.pdf represented by: Matthew Brian Probus, Esq. WAUSON & PROBUS E-mail: mbprobus@w-plaw.com In re David Carl Sappington and Patricia Ann Sappington Bankr. E.D. Va. Case No. 15-30581 Chapter 11 Petition filed February 6, 2015 In re Zoo Health Club LLC aka Fremont Health Club Bankr. W.D. Wash. Case No. 15-10719 Chapter 11 Petition filed February 6, 2015 See http://bankrupt.com/misc/wawb15-10719.pdf represented by: Henry K. Chae, Esq. HENRY CHAE LAW, PLLC E-mail: henrykchae@outlook.com In re Lynda A. Adams Bankr. C.D. Cal. Case No. 15-10231 Chapter 11 Petition filed February 9, 2015 In re Jerome Hampton Bankr. D. Md. Case No. 15-11819 Chapter 11 Petition filed February 9, 2015 In re Star Healthcare Registry LLC Bankr. S.D. Miss. Case No. 15-00419 Chapter 11 Petition filed February 9, 2015 See http://bankrupt.com/misc/mssb15-00419.pdf represented by: John D. Moore, Esq. JOHN D. MOORE, P.A. E-mail: john@johndmoorepa.com In re Town & Country Masonry and Tuckpointing, LLC Bankr. E.D. Mo. Case No. 15-40776 Chapter 11 Petition filed February 9, 2015 See http://bankrupt.com/misc/moeb15-40776.pdf represented by: Rochelle D. Stanton, Esq. E-mail: rstanton@rochelledstanton.com In re Bill Robert Reingruber Bankr. D. Nev. Case No. 15-10592 Chapter 11 Petition filed February 9, 2015 In re Olayinka O. Oluwole Bankr. D.N.J. Case No. 15-12247 Chapter 11 Petition filed February 9, 2015 ********* 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. 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