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/raid1/www/Hosts/bankrupt/TCR_Public/150219.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 19, 2015, Vol. 19, No. 50 Headlines 30DC INC: Reports $219K Net Loss for Dec. 31 Quarter AC I INV MANAHAWKIN: April 30 Hearing on Bid to Extend Exclusivity ACG CREDIT: DuffyAmadeo Authorized to Withdraw as Counsel ACG CREDIT: March 11 Hearing on UST's Bid for Case Conversion AEREO INC: Creditors' Panel Hires Stinson Leonard as Counsel ALLEN SYSTEMS: Case Summary & 20 Largest Unsecured Creditors ALSIP ACQUISITION: Okayed to Sell Assets to Paper Mill for $8M BASS PRO: S&P Affirms 'BB-' CCR, Off CreditWatch Negative BERNARD L. MADOFF: Bankr. Court to Hear Suit v. French Investors BUILDING NO. 19: Authorized to Sell Shares of Stock C.D. & O. L.L.C.: Voluntary Chapter 11 Case Summary CACHE INC: Columbus Capital No Longer Owns Shares as of Dec. 31 CAESARS ENTERTAINMENT: Loses 5th Cir. Appeal Over SSR License CE GENERATION: S&P Lowers Rating on $285MM Sr. Bonds to 'B' CELLCEUTIX CORP: Incurs $2.75-Mil. Net Loss for Q4 CEREPLAST INC: Ironridge Global's Equity Stake Falls Below 5% CHAIR COVERS: Case Summary & 20 Largest Unsecured Creditors CHECKER MOTORS: Mich. App. Keeps Ruling Over Employee Severance CLINE MINING: Plan of Compromise Recognized by U.S. Court COLLAVINO CONSTRUCTION: Unit's Case Summary & Unsecured Creditors CONTRAVIR PHARMACEUTICALS: Has $3.1M Loss in Dec. 31 Quarter CREEKSIDE ASSOCIATES: Court Okays Charles Silver as Counsel CREEKSIDE ASSOCIATES: Taps Fioravanti Inc as Witness & Advisor DIOCESE OF FAIRBANKS: Dewey Green Appeal Over Property Rift Tossed DIOCESE OF FAIRBANKS: Louie Green Appeal Over Property Rift Tossed DOW CORNING: $400MM Reserve for Breast Implant Case at Dec. 31 DOW CORNING: At Least $99MM Liability to Commercial Creditors DVORKIN HOLDINGS: Judge Pamela S. Hollis Now Handles Ch. 11 Case EPWORTH VILLA: Wants Until April 15 to File Chapter 11 Plan FALCON STEEL: Equity Holders Balk at Plan Disclosures FAMILY CHRISTIAN: Creditors Questioning Richard Jackson's Motives FEDERAL RESOURCES: MAF Approved to Handle District Court Case GARLOCK SEALING: Calls ACC Plan Objections as Wild Speculations GARLOCK SEALING: Fee Examiner Taps Diana Adams as Consultant GARLOCK SEALING: Fee Examiner Taps National RCS as Consultant GASFRAC ENERGY: Canadian Proceedings Recognized in U.S. GENERAL MOTORS: Should Waive Bankruptcy Shield, Hilliard Says GEORGE WEST 59: Dallas Judge Voids Foreclosure Sale GOLDEN LAND: Chapter 11 Trustee Hires Besen & Associates as Broker GREEN PLANET SERVICES: Case Summary & 6 Top Unsecured Creditors GROUPE BIKINI: Intends to File Bankruptcy Proposal in Canada GT ADVANCED: Parties Agree to June 3 Exclusivity Extension HDGM ADVISORY: Hearing on Plan Outline Continued Indefinitely HDGM ADVISORY: Plan Solicitation Exclusivity Extended to May 16 INTELLECT NEUROSCIENCES: Incurs $543K Net Loss in Q4 INVERSIONES ALSACIA: Order Issued Clarifying Plan Provisions J.M. BARGES: Case Summary & Largest Unsecured Creditor KIOR INC: ESTEC Technology Says Case Conversion is Appropriate LAW LAND AND LEASING: Case Summary & 2 Top Unsecured Creditors LOVE CULTURE: Stipulation Resolving Macerich DIP Objection Okayed MARSHALL MEDICAL: Fitch Affirms 'BB+' Rating on $29.2MM Bonds MEDICAL EDUCATIONAL: Puerto Rico Judge Keeps Injunction Order MEGA RV CORP: Plan Exclusivity Hearing Moved to March 9 MILLER AUTO: Feb. 24 Hearing on Cash Collateral Use Stipulation MONROE HOSPITAL: Files Memorandum in Support of Liquidating Plan NATIVE WHOLESALE: Defaulted Under Plan, States Claim NEW LOUISIANA: Committee Can Tap CBIZ as Financial Advisor NEW LOUISIANA: Lakeland Wants CBA with United Food Approved OCULUS INNOVATIVE: Posts $5.91M Net Loss for Fourth Quarter OSHKOSH CORP: Moody's Assigns 'Ba3' Rating on New Sr. Unsec. Notes OSHKOSH CORP: S&P Rates Proposed $250MM Sr. Unsecured Notes 'BB+' PANDA SHERMAN: S&P Affirms 'B' Rating & Changes Outlook to Stable PITTSBURGH CORNING: Plan Appeal Ruling May Take Many Months PLASCO ENERGY: Ontario Court Names Ernst & Young as Monitor PRIME TIME: Wants Court to Extend Plan Filing Deadline to Aug. 15 PWK TIMBELAND: Plan Outline Hearing Continued Until March 19 QUALITY LEASE: Authorized to Access $300K Revolving Note QUEST FOUR: Case Summary & Largest Unsecured Creditor REED AND BARTON: Case Summary & 20 Largest Unsecured Creditors REVEL AC: ACR, BNY Appeal Final DIP Financing Order REVEL AC: Committee's Counsel Now Known as Cole Schotz P.C. REVEL AC: Court Sets Solicitation Deadline to April 30 REVEL AC: Plan Exclusivity Extended Until April 30 REX VENTURE: Court Certifies Defendant Class in Clawback Suit SALTON SEA: S&P Lowers Rating on $285MM Bonds Due 2018 to 'B' SAMSON RESOURCES: S&P Lowers CCR to 'CCC+'; Outlook Negative SCIO DIAMOND: Minimal Revenue Raises Going Concern Doubt SELIX FORMALWEAR: Goes Into Chapter 7, Closes Stores SHOTWELL LANDFILL: Wants to Deposit $100K for Landfill Expansion SILICON GENESIS: Case Summary & 20 Largest Unsecured Creditors SILICON GENESIS: Deadline for Filing Claims on June 9 SILVERADO STREET: Sect. 341(a) Meeting Continued to March 3 STATE FISH: DeLuca Opposes Bid to Assume Avant Deal SUPERIOR AIR: Suit Against Kubler Remanded to Texas State Court TARGET CANADA: Court Names A&M and Koskie Minsky as Representative TLO LLC: TRADS Seek to Hold Best One in Contempt of Sale Order UNILIFE CORP: Reports $19.4-Mil. Net Loss in Fourth Quarter UNIVERSAL HEALTH: Trustee Sues E&Y to Recover Transfers USG CORP: Fitch Rates Proposed $350MM Sr. Unsecured Notes 'BB/RR2' USG CORP: Moody's Rates New $350MM Unsecured Notes Due 2025 'B1' USG CORP: S&P Assigns 'BB' Rating on $350MM Sr. Notes Due 2025 VARIANT HOLDING: Seeks 120-Day Extension of Removal Deadline VERDUGO LLC: Section 341(a) Meeting Set for March 17 WARRIOR ENTERPRISES: Case Summary & 3 Top Unsecured Creditors WET SEAL: Paradigm Capital Holds 4.52% Stake as of Dec. 31 WET SEAL: Selects FTI Consulting as Financial Advisors WORLDS INC: Amends Second Quarter 2013 Report XTREME POWER: CEO Says 2nd Amended Plan Proposed in Good Faith XTREME POWER: Files Ballot Summary for 2nd Am. Liquidating Plan [*] Michigan Lawyers Weekly Names Steven Howell 2015 Leader in Law [*] Victory Capital Expands Capabilities in Asset Liquidation Space [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* 30DC INC: Reports $219K Net Loss for Dec. 31 Quarter ---------------------------------------------------- 30DC, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $219,000 on $177,000 of total revenue for the three months ended Dec. 31, 2014, compared with a net loss of $406,000 on $207,700 of total revenue for the same period during the prior year. The Company's balance sheet at Dec. 31, 2014, showed $2.63 million in total assets, $2.08 million in total liabilities, and stockholders' equity of $547,000. "No commitments to provide additional funds have been made and there can be no assurance that any additional funds will be available to cover expenses as they may be incurred. If the Company is unable to raise additional capital or encounters unforeseen circumstances, it may be required to take additional measures to conserve liquidity, which could include, but not necessarily be limited to, issuance of additional shares of the Company's stock to settle operating liabilities which would dilute existing shareholders, curtailing its operations, suspending the pursuit of its business plan and controlling overhead expenses. The Company cannot provide any assurance that new financing will be available to it on commercially acceptable terms, if at all. These conditions raise substantial doubt about the Company's ability to continue as a going concern. A copy of the Form 10-Q is available at: http://is.gd/JuftZw About 30DC Inc. New York-based 30DC, Inc., provides Internet marketing services and related training to help Internet companies in operating their businesses. It operates in two divisions, 30 Day Challenge and Immediate Edge. The Company reported a net income of $31,680 on $700,067 of total revenue for the three months ended Sept. 30, 2014, compared to net income of $736,838 on $1.94 million of total revenue for the same period in the prior year. As of Sept. 30, 2014, the Company had $2.78 million in total assets, $2.03 million in total liabilities and $757,000 in total stockholders' equity. AC I INV MANAHAWKIN: April 30 Hearing on Bid to Extend Exclusivity ------------------------------------------------------------------ The Hon. Robert D. Drain of the U.S. Bankruptcy Court for the Southern District of New York will hold a hearing on April 30, 2015, at 10:00 a.m., at White Plains Division, 300 Quarropas Street in White Plains, New York, to consider the request of AC I Inv Manahawkin LLC and its debtor-affiliates whether to extend their exclusive periods to file a plan or reorganization and solicit acceptances from creditors for that plan. About AC I Inv AC I Inv Manahawkin LLC, AC I Manahawkin Mezz LLC and AC I Manahawkin LLC filed separate Chapter 11 bankruptcy petitions (Bankr. S.D.N.Y. Case Nos. 14-22791, 14-22792 and 14-22793) on June 4, 2014. The petitions were signed by David Goldwasser, of GC Realty Advisors LLC, managing member. The Debtors estimated assets of $50 million to $100 million and debts of $0 to $50 million. Robinson Brog Leinwand Greene Genovese & Gluck, P.C., serves as the Debtors' counsel. Judge Robert D. Drain presides over the cases. Affiliates of AC I Inv., et al., have pending bankruptcy cases before Judge Drain. NY Affordable Housing Albany Assocs. LLC sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 13-20007) on July 26, 2013. First Bronx LLC sought bankruptcy protection (Bankr. S.D.N.Y. Case NO. 14-22047) on Jan. 13, 2014. Ollie Allen Holding Company LLC sought bankruptcy (Case NO. 14-22204) on Feb. 18, 2014. U.S. Trustee was unable to form an official unsecured creditors' committee. ACG CREDIT: DuffyAmadeo Authorized to Withdraw as Counsel --------------------------------------------------------- The U.S. Bankruptcy Court authorized DuffyAmadeo LLP to withdraw as counsel for ACG Credit Company II, LLC. DuffyAmedeo cited as reason for its withdrawal the company's failure to pay its fees despite repeated requests from the law firm. DuffyAmedeo claims it is owed $73,750 in fees. About ACG Credit Company II New York-based ACG Credit Company II, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D. Del. Case No. 14-11500) on June 17, 2014. The Debtor estimated $10 million to $50 million in assets and $1 million to $10 million in liabilities. Ian Peck signed the petition as director. Gellert Scali Busenkell & Brown, LLC, serves as the Debtor's counsel. ACG CREDIT: March 11 Hearing on UST's Bid for Case Conversion ------------------------------------------------------------- The U.S. Bankruptcy Court will convene a hearing on March 11, 2015, at 10:00 a.m., to consider the U.S. Trustee's motion to convert the Chapter 11 case of ACG Credit Company II, LLC, to one under Chapter 7 of the Bankruptcy Code. Andrew R. Vara, Acting U.S Trustee for Region 3, said in his motion that, among other things: 1. Ian Peck, the Debtor's principal, testified at the 11 U.S.C. Sec. 341 meeting that the Debtor ceased making loans in 2008; 2. The Debtor owns no property, other than the accounts receivable in connection with the $950,000 in outstanding loans, the value of the counterclaims that the Debtor has asserted in the Connecticut Action involving SageCrest, and certain other collateral; and 3. According to the Debtor's monthly operating reports that the Debtor has no incomes, and has had no income since the Petition Date. As a result, the Debtor is unable to pay its chapter 11 administrative expenses as they come due. The U.S. Trustee is represented by: Tiiara N. A. Patton, Esq. U.S. Department of Justice Office of the U.S. Trustee J. Caleb Boggs Federal Building 844 King Street, Suite 2207, Lockbox 35 Wilmington, DE 19801 Tel: (302) 573-6491 Fax: (302) 573-6497 About ACG Credit Company II New York-based ACG Credit Company II, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D. Del. Case No. 14-11500) on June 17, 2014. The Debtor estimated $10 million to $50 million in assets and $1 million to $10 million in liabilities. Ian Peck signed the petition as director. Gellert Scali Busenkell & Brown, LLC, serves as the Debtor's counsel. AEREO INC: Creditors' Panel Hires Stinson Leonard as Counsel ------------------------------------------------------------ The Official Committee of Unsecured Creditors of Aereo, Inc. seeks authorization from the U.S. Bankruptcy Court for the Southern District of New York to retain Stinson Leonard Street LLP as Committee counsel, nunc pro tunc to Dec. 15, 2014. The Committee requires Stinson Leonard to: (a) assist and advice to the Committee in its examination and analysis of the conduct of the Debtor's affairs; (b) assist and advice to the Committee in the review, analysis and negotiation of the proposed sale of assets and assistance to the Committee in the review, analysis and negotiation of related documents and filings; (c) assist and advice to the Committee in the review, analysis and negotiation of financing agreements; (d) Take all necessary actions to protect and preserve the Committee's interests, including possible prosecution of actions on its behalf; and if appropriate, review and analysis of claims filed against the Debtor's estate; (e) prepare on behalf of the Committee of all necessary motions, applications, answers, orders, reports, pleadings and papers in support of positions taken by the Committee; (f) appear, as appropriate, before the Court, the Appellate Courts and the U.S. Trustee to protect the interests of the Committee before such courts and before the U.S. Trustee; And (g) perform all other necessary legal services on behalf of the Committee in this case, as instructed by the Committee. Stinson Leonard will be paid at these hourly rates: Robert Kugler $620 David Axtell $540 Joel Leviton $535 Katherine Sutcliffe Becker $535 Edwin Caldie $450 Phillip Ashfield $415 Aong Moua, Paralegal $285 Partners $415-$905 Of Counsel $320-$740 Senior Counsel $380 Associates $305-$495 Staff Attorneys $60-$385 Paralegals $160-$440 Consultants/Tech Svcs. $225-$250 Stinson Leonard will also be reimbursed for reasonable out-of-pocket expenses incurred. Robert T. Kugler, partner of Stinson Leonard, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Stinson Leonard can be reached at: Robert T. Kugler, Esq. STINSON LEONARD STREET LLP 150 South Fifth Street, Suite 2300 Minneapolis, MN 55402 Tel: (612) 335-1500 Fax: (612) 335-1657 About Aereo, Inc. With headquarters in Boston, Massachusetts, Aereo, Inc., is a technology company that provided subscribers with the ability to watch live or "time-shifted" local over-the-air broadcast television on Internet-connected devices, such as personal computers, tablet devices, and "smartphones." Aero provided to each subscriber access, via the Internet, to individual remote or micro-antennas and a cloud-based DVR, which were maintained by the Debtor in facilities within the local market. Aereo, Inc., sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 14-13200) in Manhattan, New York, on Nov. 20, 2014. The Chapter 11 filing came five months after the U.S. Supreme Court ruled the Debtor, with respect to live or contemporaneous transmissions, was essentially performing as a traditional cable system under the Copyright Act, and thus was violating broadcasters' copyrights because it wasn't paying broadcasters any fees. The Debtor has tapped William R. Baldiga, Esq., at Brown Rudnick LLP, in New York, as counsel. The Debtors has also engaged Argus Management Corp. to provide the services of Lawton W. Bloom as CRO and Peter Sullivan and Scott Dicus as assistant restructuring officers. Prime Clerk LLC is the claims and notice agent. The Debtor disclosed $22.2 million in assets and $2.78 million in liabilities as of the Chapter 11 filing. The U.S. Trustee for Region 2 appointed three creditors to serve on the official committee of unsecured creditors. ALLEN SYSTEMS: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Allen Systems Group, Inc. 15-10332 aka ASG Software Solutions aka ASG 708 Goodlette Road North Naples, FL 34102 ASG Federal, Inc. 15-10333 Viasoft International, LLC 15-10334 Type of Business: The Debtors provide mission-critical enterprise information technology management software solutions to large enterprises and small and medium-sized businesses in a variety of industries around the world. Chapter 11 Petition Date: February 18, 2015 Court: United States Bankruptcy Court District of Delaware (Delaware) Judge: Hon. Kevin J. Carey Debtors' Counsel: Laura Davis Jones, Esq. Peter J. Keane, Esq. Michael Seidl, Esq. PACHULSKI STANG ZIEHL & JONES LLP 919 N. Market Street, 17th Floor Wilmington, DE 19801 Tel: 302 652-4100 Fax: 302-652-4400 Emails: ljones@pszjlaw.com pkeane@pszjlaw.com - and - Michael Seidl, Esq. PACHULSKI STANG ZIEHL & JONES LLP 919 N. Market Street, 16th Floor Wilmington, DE 19899 Tel: 302-652-4100 Fax: 302-652-4400 Email: mseidl@pszyj.com Debtors' LATHAM & WATKINS LLP Special Counsel: Debtors' ROTHSCHILD INC. Financial Advisor: Debtor's HURON CONSULTING SERVICES LLC CRO Services Provider: Debtors' EPIQ BANKRUPTCY SOLUTIONS, LLC Claims, Noticing Agent and Administrative Advisor: Estimated Assets: $100 million to $500 million Estimated Liabilities: $500 million to $1 billion The petition was signed by John C. DiDonato, chief restructuring officer. Consolidated List of Debtors' 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ The Bank of New York Mellon Undersecured $166,745,359 Trust Company, N.A. $300 million Attention: Geraldine Creswell 2016 notes Corporate Trust Administration 10161 Centurion Parkway Jacksonville, FL 32256 Tel: 904-998-4720 Fax: 904-645-1921 IBM Credit LLC Trade $407,850 Attention: Alexandria Spinelli (x4842) 4111 Northside Pkwy Atlanta, GA 30327-3096 Tel: 800-819-8206 Fax: 845-264-6270 PRO ET CON GMBH Royalties $152,006 Ultranova Consulting Services Royalties $150,000 Lincoln & Co. Inc. Royalties $144,332 Softserve, Inc. Trade $131,825 Level 3 Communications Telecom $117,174 Frank Lichner Consulting Trade $106,786 NTT Europe SP, S.L.U. Trade $103,629 Upland Software Inc. Trade $102,005 Data Strategies Int'l, Inc. Trade $92,003 Accusoft Corporation Trade $90,000 Reischmann Informatik Royalties $85,700 Kofax Image Products, Inc. Royalties $82,057 Borta Ltd Royalties $68,769 Pure Mobile Limited Trade $68,747 Moody's Investors Services Trade $68,000 Apriorit PE Trade $53,600 CDP Communications Inc. Royalties $50,241 Pericak & Associates Trade $47,014 ALSIP ACQUISITION: Okayed to Sell Assets to Paper Mill for $8M -------------------------------------------------------------- The U.S. Bankruptcy Court, on Jan. 8, 2015, entered an order authorizing Alsip Acquisition, LLC, et al., to sell certain assets to Paper Mill Acquisition, LLC, pursuant to an asset purchase agreement dated Jan. 7, 2015. On Dec. 11, 2014, the Court approved the auction and bidding procedures for the sale of real property, equipment, spare parts and other assets of the Debtors on an "as is" transaction. In an auction held Jan. 7, 2015, the Debtor determined that the purchaser is the prevailing bidder. Paper Mill agreed to purchase the assets for $8,220,000 in cash. Additionally, the Debtor is authorized to pay from the first cash proceeds, Resolute FP Illinois LLC $250,000 which is composed of (a) a break-up fee of $170,000; and (b) $80,000 on account of actual and documented out-of-pocket fees and expenses, including fees and expenses of legal advisors, financial advisors and accountants, incurred by Resolute. As set forth in the final order authorizing debtor-in-possession financing, the Debtors will pay all proceeds from the sale, net of bid protections owed to Resolute, if any, directly to Wells Fargo Bank, N.A., as prepetition lender and DIP lender. The Court also overruled all objections, including those filed by Ecosynthetix Ltd., and BTG Eclepens SA, BTG IPI LLC, and BTG Americas Inc. ECO in its objection to the sale motion, stated that (i) the removal requirement is unreasonable as it relates to ECO's property' and (ii) the agreement is not an executory contract and cannot be rejected. On May 31, 2012, ECO and Debtor Alsip Acquisition, LLC, entered into an agreement pursuant to which ECO agreed to sell to Alsip and Alsip agreed to purchase from ECO certain product, EcoSphere(R) Biolatex(R) binder 2240. Under the terms of the agreement, ECO made shipments of the Product to Alsip's facilities located at 13101 S. Pulaski Road, Alsip, Illinois. ECO fulfilled all of its contractual obligations under the agreement but Alsip failed to remit payment for invoices related to 24 shipments of the product. BTG stated that the APA attached to the motion does not purport to include substantially all assets of the Debtors but rather only specific assets. It is not clear whether Schedule 1.1 purports to include any of the title-retained assets. Before the Petition Date, BTG supplied certain goods for the Debtors to use in their manufacturing operations, specifically rods and rod beds. ECO is represented by: Michael D. DeBaecke, Esq. Stanley B. Tarr, Esq. BLANK ROME LLP 1201 N. Market Street, Suite 800 Wilmington, DE 19801 Tel: (302) 425-6400 Fax: (302) 425-6464 E-mail: debaecke@blankrome.com tarr@blankrome.com BTG is represented by: Adam Hiller, Esq. Brian Arban, Esq. Johnna M. Darby, Esq. HILLER & ARBAN, LLC 1500 North French Street, 2nd Floor Wilmington, DE Tel: (302) 442-7676 E-mail: ahiller@hillerarban.com About Alsip Acquisition Alsip Acquisition, LLC and APCA, LLC were the leading North American provider of responsibly made recycled paper for books and magazines, as well as for commercial printing and packaging applications. The operational and manufacturing headquarters are located in Alsip, Illinois, and consist of a 40-year-old mill and a leased warehouse in Alsip, Illinois. The mill and warehouse were idled in September 2014 following cash losses. Most of Alsip's stock is owned by FutureMark Holdings, LLC. On Nov. 20, 2014, Alsip Acquisition and APCA each filed petitions seeking relief under chapter 11 of the United States Bankruptcy Code. The Debtors' cases have been assigned to Judge Kevin J. Carey (KJC). The cases have been jointly administered, with pleadings maintained on the case docket for Case No. 14-12596. The Debtors have tapped Mintz Levin Cohn Ferris Glovsky and Popeo PC as counsel and Pachulski Stang Ziehl & Jones as co-counsel. Epiq Bankruptcy Solutions LLC is the claims and notice agent. As of Oct. 31, 2014, the Debtors had $7.74 million of funded indebtedness and related obligations outstanding. The Debtors disclosed $12,906,018 in assets and $34,362,844 in liabilities as of the Chapter 11 filing. The goal of the Debtors is to consummate the sale of the assets to Resolute FP Illinois LLC pursuant to an asset purchase agreement or another bidder pursuant to the bid procedures. In addition, the Debtors intend to vacate their leased locations in Connecticut and New Jersey, liquidate their other assets, and distribute any proceeds pursuant to the claims process established by the Bankruptcy Code. The Official Committee of Unsecured Creditors is represented by Maria Aprile Sawczuk, Esq., and Harold D. Israel, Esq., at Goldstein & McClintlock LLLP. The Committee tapped to retain GlassRatner Advisory & Capital Group LLC as its financial advisor. BASS PRO: S&P Affirms 'BB-' CCR, Off CreditWatch Negative --------------------------------------------------------- Standard & Poor's Ratings Services removed its ratings on Springfield, Mo.-based Bass Pro Group LLC from CreditWatch with negative implications, where S&P placed them on Dec. 12, 2014. At the same time, S&P affirmed the ratings, including the 'BB-' corporate credit rating. The outlook is negative. S&P also affirmed its 'BB-' issue-level rating on Bass Pro's $1.15 billion term loan due 2019 and the recovery rating remains '3'. "The outlook reflects our belief that Bass Pro will have difficulty complying with its term loan leverage covenant –after the first quarter, given the additional debt incurred with the acquisition," said credit analyst George Skoufis. The negative outlook reflects S&P's belief that the company could potentially breach it term loan leverage covenant after the first quarter, absent an amendment. S&P could lower the rating if Bass Pro is unable to restore sufficient covenant cushion and maintain adequate liquidity. S&P would lower the rating if the company is unable to comply with its covenants and cannot obtain a longer term amendment, or if they pursue a more aggressive financial posture. S&P could revise the outlook to stable if the company can comply with its covenant and/or obtain an amendment and maintain adequate cushion (at least 15%) under either scenario long term. Although unlikely over the next year, S&P could raise its rating if the company increases sales in the high-single digits and lowers total debt to EBITDA toward the low-3x area. This could occur if gross margin increases by approximately 300 basis points from current levels, keeping debt constant. S&P would also need further clarity from management that financial policies will support sustained leverage at these levels. BERNARD L. MADOFF: Bankr. Court to Hear Suit v. French Investors ---------------------------------------------------------------- Bankruptcy Judge Stuart M. Bernstein agreed to hear the adversary proceeding commenced by Irving H. Picard -- trustee for the substantively consolidated liquidation of Bernard L. Madoff Investment Securities LLC under the Securities Investor Protection Act, 15 U.S.C. Sections 78aaa, et seq. and the estate of Bernard L. Madoff -- seeking to avoid and recover fraudulent transfers aggregating in excess of $150 million. The Defendants, French residents, moved to dismiss the complaint for lack of personal jurisdiction pursuant to Rule 12(b)(2) of the Federal Rules of Civil Procedure and for forum non conveniens. Judge Bernstein said the SIPA Trustee has made a prima facie showing of personal jurisdiction. However, the jurisdictional facts remain in dispute and are intertwined with the merits. Hence, the Court will try the issue of personal jurisdiction together with the trial on the merits. The branch of the Defendants' motion to dismiss based on forum non conveniens is denied. The Defendants Laurence Apfelbaum and her daughter Emilie Apfelbaum reside in Paris, France. Laurence is a 65-year old practicing psychoanalyst, and Emilie, 30 years old, works in an art gallery and lives with her mother. Doris Igoin, Laurence's mother, passed away in 2005, and the Estate (Succession) of Doris Iogin is the third defendant. The accounts that are subject of this action originated with Laurence's father, Albert Igoin, who passed away in 1995. Following his death, Laurence learned that her father's primary investment was an account at a French Bank -- Banque Pour l'Industrie Francaise -- which, in turn, was invested with BLMIS. BIF later became Finama bank. According to Exhibit B attached to the Amended Complaint, dated Apr. 23, 2012, Laurence's and Emilie's accounts were opened on May 1, 1995, and each was funded with a $33,150,157 transfer, presumably from Albert's account. Between then and December 11, 2008, more than 145 withdrawals totaling $147,261,229 were made from Laurence's account, including 50 withdrawals totaling $79,404,202 within six years of the Filing Date and 19 totaling $16,962,339 within two years of the Filing Date. Exhibit B also shows that there were over 130 withdrawals totaling $34,668,026 during the life of Emilie's BLMIS account, including 51 withdrawals totaling $15,456,814 and 16 totaling $8,142,060, respectively, within six years and two years of the Filing Date. No monies were withdrawn from Doris' Estate's account within two years of the Filing Date. The case is, IRVING H. PICARD, Trustee for the Liquidation of Bernard L. Madoff Investment Securities LLC, Plaintiff, v. THE ESTATE (SUCCESSION) OF DORIS IGOIN, LAURENCE APFELBAUM, individually and in her capacities as executor and beneficiary of the Estate (Succession) of Doris Igoin, and EMILIE APFELBAUM, Defendants, Adv. Pro. No. 10-04336 (SMB)(Bankr. S.D.N.Y.). A copy of Judge Bernstein's February 13, 2015 Memorandum Decision is available at http://bit.ly/1L9bbv9from Leagle.com. Attorneys for Plaintiff, Irving H. Picard, Trustee for the Liquidation of Bernard L. Madoff Investment Securities LLC: David J. Sheehan, Esq. Tracy Cole, Esq. Ona T. Wang, Esq. BAKER & HOSTETLER LLP 45 Rockefeller Plaza New York, NY 10111 Attorneys for Defendants the Estate (Succession) of Doris Igoin, Laurence Apfelbaum, and Emilie Apfelbaum: Jonathan K. Cooperman, Esq. Jessica L. Klarfeld, Esq. KELLEY DRYE & WARREN LLP 101 Park Avenue New York, NY 10178 About Bernard L. Madoff Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff orchestrated the largest Ponzi scheme in history, with losses topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A. Stanton of the U.S. District Court for the Southern District of New York granted the application of the Securities Investor Protection Corporation for a decree adjudicating that the customers of BLMIS are in need of the protection afforded by the Securities Investor Protection Act of 1970. The District Court's Protective Order (i) appointed Irving H. Picard, Esq., as trustee for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and (iii) removed the SIPA Liquidation proceeding to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims agent. On April 13, 2009, former BLMIS clients filed an involuntary Chapter 7 bankruptcy petition against Bernard Madoff (Bankr. S.D.N.Y. 09-11893). The petitioning creditors -- Blumenthal & Associates Florida General Partnership, Martin Rappaport Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert US$64 million in claims against Mr. Madoff based on the balances contained in the last statements they got from BLMIS. On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff Securities International Limited in London under bankruptcy protection pursuant to Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later transferred to Manhattan. In June 2009, Judge Lifland approved the consolidation of the Madoff SIPA proceedings and the bankruptcy case. Judge Denny Chin of the U.S. District Court for the Southern District of New York on June 29, 2009, sentenced Mr. Madoff to 150 years of life imprisonment for defrauding investors in United States v. Madoff, No. 09-CR-213 (S.D.N.Y.). From recoveries in lawsuits coupled with money advanced by SIPC, Mr. Picard has commenced distributions to victims. The fifth pro rata interim distribution slated for Jan. 15, 2015, will total $322 million and will bring the amount distributed to eligible claimants to approximately $7.2 billion, which includes more than $822.5 million in advances committed to the SIPA Trustee for distribution to allowed claimants by the SIPC. As of Nov. 30, 2014, the SIPA Trustee has recovered or reached agreements to recover approximately $10.5 billion since his appointment in December 2008. BUILDING NO. 19: Authorized to Sell Shares of Stock --------------------------------------------------- The U.S. Bankruptcy Court authorized Building #19, Inc., to sell 1,706 publicly traded shares of stock in Prudential Financial, Inc., on the public market free and clear of all liens, claims, and interests. The Debtors determined that the orderly sale of their inventory, which was the Debtors' primary asset, was in the best interest of their respective estates. The Debtors continued operating until they completed the orderly sale of their inventory and, on or about Dec. 6, 2013, closed their retail operations. Since ceasing their retail operations, the Debtors have been winding down their operations. The Debtor has no need of the stock and its sale will generate cash for the Debtor's estate. The stock is publicly traded, and its value is therefore known. As of the date of the motion, the stock has a value of $144,000. About Building #19 Building #19, Inc., and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Case No. 13-16429) on Nov. 1, 2013. The other debtors are (a) Paperworks #19, Inc., Case No. 13-16430; (b) Beth's Basics, Inc., Case No. 13-16433; (c) Furniture #19, Inc., Case No. 13-16431; (d) PB&J Kids #19, Inc., Case No. 13-16434; and (e) Footwear #19 Plus, Inc. Case No. 13-16432. Donald Ethan Jeffery, Esq., and Harold B. Murphy, Esq., at Murphy & King, Professional Corporation, in Boston, Massachusetts, serve as the Debtors' bankruptcy counsel. The Tron Group, LLC, serve as their financial advisers. The U.S. Trustee for Region 1 appointed five members to the official committee of unsecured creditors. Jeffrey D. Sternklar LLC and Jeffrey D. Sternklar serves as it counsel. Newburg & Company LLP is the financial advisors to the Committee. C.D. & O. L.L.C.: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: C.D. & O., L.L.C. 548 Selma Hwy Prattville, AL 36067 Case No.: 15-30419 Chapter 11 Petition Date: February 17, 2015 Court: United States Bankruptcy Court Middle District of Alabama (Montgomery) Debtor's Counsel: Collier H. Espy, Jr., Esq. ESPY, METCALF & ESPY, P.C. P.O. Drawer 6504 326 North Oates Street Dothan, AL 36302-6504 Tel: 334-793-6288 Email: kc@espymetcalf.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Richard M. Dorsey, managing member. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. CACHE INC: Columbus Capital No Longer Owns Shares as of Dec. 31 --------------------------------------------------------------- Columbus Capital Management, LLC, and Matthew D. Ockner said in a SCHEDULE 13G/A (Amendment No. 1) filed with the Securities and Exchange Commission that as of Dec. 31, 2014, they no longer held shares of Cache, Inc. Common Stock. Mr. Ockner is the managing member of CCM. 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 (Bankr. D. Del. Case No. 15-10172) on Feb. 4, 2015. 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: Loses 5th Cir. Appeal Over SSR License ------------------------------------------------------------- Caesars Entertainment Corporation and three Massachusetts affiliates were subject to an investigatory report by the Massachusetts Gaming Commission finding them unsuitable as proposed operators of a casino for which Sterling Suffolk Racecourse, LLC (SSR) sought a license. Caesars brought an action under 28 U.S.C. Sec. 1983, which includes counts with (a) official capacity claims charging denial of Fifth and Fourteenth Amendment procedural and substantive due process and equal protection of the laws by the Commission's chairman, Stephen Crosby, and Karen Wells, Director of the Commission's Investigations and Enforcement Bureau (IEB), and seeking withdrawal of the report and cessation of any further reliance on it by the Commission; (b) individual capacity claims against Crosby on the same grounds, seeking compensatory and punitive damages; and (c) a claim subject to supplemental jurisdiction for liability under Massachusetts law for tortious interference with a contract between Caesars and SSR. The district court dismissed the federal claims under Federal Rule of Civil Procedure 12(b)(6) as beyond the scope of federal affordable relief, and consequently exercised its discretion to dismiss the state law claim as standing alone. Caesars' appeal touches on a multiplicity of legal and factual issues including Eleventh Amendment state immunity, qualified immunity of individuals, control of IEB by Crosby as chairman of the Commission, and theories of protected property, among others. "In our review de novo, however, we affirm the dismissal on two pivotal grounds: Caesars has alleged no cognizable protected property interest said to have been infringed in violation of Fifth and Fourteenth Amendment due process, and class-of-one Fourteenth Amendment equal protection does not extend to redress action taken under state law authorizing the exercise of highly discretionary judgment in response to an application to license activity carrying substantial risks of commercial and social harm," the U.S. Court of Appeals for the Fifth Circuit said in a Feb. 13, 2015 decision available at http://bit.ly/1Mw4IxLfrom Leagle.com. The appellate case is, CAESARS MASSACHUSETTS MANAGEMENT COMPANY, LLC, CAESARS MASSACHUSETTS DEVELOPMENT COMPANY, LLC, CAESARS MASSACHUSETTS INVESTMENT COMPANY, LLC, and CAESARS ENTERTAINMENT CORPORATION, Plaintiffs, Appellants, v. STEPHEN P. CROSBY and KAREN WELLS, Defendants, Appellees, No. 14-1681 (5th Cir.). Joan A. Lukey, with whom C. Thomas Brown, Eugene L. Morgulis, Ropes & Gray LLP, Justin J. Wolosz, and Choate Hall & Stewart LLP, were on brief, for Caesars. John M. Stephan, Assistant Attorney General, with whom Martha Coakley, Attorney General of Massachusetts, Janna J. Hansen, Assistant Attorney General, and Julia Kobick, Assistant Attorney General, were on brief, for Crosby et al. 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% 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. The U.S. Trustee has appointed seven noteholders to serve in the Official Committee of Second Priority Noteholders and nine members to serve in the Official Unsecured Creditors' Committee. CE GENERATION: S&P Lowers Rating on $285MM Sr. Bonds to 'B' ----------------------------------------------------------- Standard & Poor's Ratings Services lowered its rating to 'B' from 'BB-' on Salton Sea Funding Corp.'s (SSFC) $285 million senior bonds due 2018 ($69.1 million outstanding as of Dec. 31, 2014). The recovery rating remains unchanged at '1'. The outlook is negative. At the same time, S&P lowered its rating to 'CCC' from 'B-' on holding company CE Generation LLC's (CE Gen) $400 million secured bonds due 2018 ($122.9 million outstanding as of Dec. 31, 2014). The recovery rating remains unchanged at '2'. The outlook is negative. "The rating action on the SSFC senior secured debt issue credit rating reflects our view of SSFC's weaker projected financial performance resulting from the downward revisions of our U.S. natural gas price deck and our subsequent reduction of projected short-run avoided cost power prices paid to the project," said Standard & Poor's credit analyst Tony Bettinelli. "The rating action on the CE Gen senior secured rating reflects our view of larger cash deficits, estimated at about $30 million per year, resulting from our anticipation of no distributions from subsidiary SSFC given SSFC's weaker projected financial performance and inability to meet its distribution test ratio of 1.5x," Mr. Bettinelli added. The negative outlook on the SSFC rating reflects S&P's uncertainty about SSFC's project cash flows resulting from the timing and costs associated with production improvements at the project. The negative outlook on the CE Gen rating reflects S&P's anticipation that CE Gen will have insufficient cash flows through maturity to service debt as a result of the lockup test at SSFC. CELLCEUTIX CORP: Incurs $2.75-Mil. Net Loss for Q4 -------------------------------------------------- Cellceutix Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, disclosing a net loss of $2.75 million on $nil of revenues for the three months ended Dec. 31, 2014, compared to a net loss of $1.6 million on $nil of revenues for the same period during the prior year. The Company's balance sheet at Dec. 31, 2014, showed $14.9 million in total assets, $7.74 million in total liabilities and total stockholders' equity of $7.12 million. As of Dec. 31, 2014, the Company had approximately $9.5 million of cash available to support operations or its business plan. The Company's operating cash needs, cash consumption, and doubt as to whether it will ever become profitable, are factors which raise substantial doubt as to its ability to continue as a going concern. A copy of the Form 10-Q is available at: http://is.gd/njgSSS Cellceutix Corporation is developing small molecule therapies to treat diseases particularly in the areas of cancer and inflammatory disease. The Company's product, Kevetrin(TM) is undergoing clinical trials at Harvard Cancer Centers' Dana-Farber Cancer Institute and Beth Israel Deaconess Medical Center. CEREPLAST INC: Ironridge Global's Equity Stake Falls Below 5% ------------------------------------------------------------- Ironridge Global IV, Ltd., Ironridge Global Partners, LLC, and their affiliated entities declared in a SCHEDULE 13G (Amendment No. 1) filing with the Securities and Exchange Commission that as of December 31, 2014, they ceased to be the beneficial owners of more than 5% of Cereplast, Inc. Common Stock. About Cereplast Inc. Seymour, Indiana-based Cereplast, Inc., filed for Chapter 11 bankruptcy protection (Bankr. S.D. Ind. Case No. 14-90200) on Feb. 10, 2014, estimating $10 million to $50 million in both assets and debts. Cereplast has developed and is commercializing proprietary bio- based resins through two complementary product families: Cereplast Compostables(R) resins which are compostable, renewable, ecologically sound substitutes for petroleum-based plastics, and Cereplast Sustainables(TM) resins (including the Cereplast Hybrid Resins product line), which replaces up to 90 percent of the petroleum-based content of traditional plastics with materials from renewable resources. In connection with the Bankruptcy Filing, the Company's common stock began trading under a new trading symbol, "CERPQ" effective Feb. 19, 2014. Judge Basil H. Lorch III oversees the case. Cereplast is represented by Tamara Marie Leetham, Esq., at Austin Legal Group, as counsel. Horizon Technology Finance Corporation, as successor to Compass Horizon Funding Company LLC and Horizon Credit I, LLC, has asked the Court to convert the Chapter 11 case to one under Chapter 7 of the Bankruptcy Code. Horizon is lender to the Debtor under the venture loan and security agreement dated Dec. 21, 2010, under which Horizon extended credit totaling $4.0 million. Horizon has been granted a security interest in all assets of the Debtor. The debt due Horizon is in payment default. The sale of the Collateral was scheduled for Feb. 11, 2014, but the Debtor sought to restrain the sale in proceedings pending in the Superior Court of the State of California, for the County of Los Angeles, as Cause No. CGC-08-482329. The Debtor's request for a restraining order was denied on Feb. 10, and the Chapter 11 case was commenced on the same day. Horizon is represented by Whitney L. Mosby, Esq., at Bingham Greenebaum Doll LLP. In June 2014, Trellis Earth Products, Inc ., a maker of bioplastic food service disposables, agreed to pay $2.6 million for substantially all of Cereplast Inc.'s assets including production equipment, patents, inventory, and trademarks, plus pay certain contract cure costs, as part of Cereplast's Chapter 7 liquidation proceedings. United States Bankruptcy Judge Basil H. Lorch III entered the sale order on June 20 for the assets of Cereplast, including its former Seymour bioplastics factory. CHAIR COVERS: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Chair Covers and Linens, Inc. 15-42223 dba Top That! Event 25914 John R Madison Heights, MI 48071 Chair Covers Leasing, Inc. 15-42224 25914 John R Madison Heights, MI 48071 Chair Covers, Inc. 15-42225 25914 John R Madison Heights, MI 48071 Chapter 11 Petition Date: February 17, 2015 Court: United States Bankruptcy Court Eastern District of Michigan (Detroit) Judge: Hon. Mark A. Randon (15-42223 and 15-42225) Phillip J Shefferly (15-42224) Debtors' Counsel: Lynn M. Brimer, Esq. STROBL & SHARP, PC 300 East Long Lake Road, Suite 200 Bloomfield Hills, MI 48304 Tel: (248) 540-2300 Fax: (248) 645-2690 Email: lbrimer@stroblpc.com Total Total Assets Liabilities ---------- ----------- Chair Covers and Linens $502,918 $2.29MM Chair Covers Leasing $986 $84,496 Chair Covers, Inc. $400,829 $1.19MM The petition was signed by Rachel Torok, president. A. A list of Chair Covers and Linens's 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/mieb15-42223.pdf B. A list of Chair Covers, Inc.'s four largest unsecured creditors is available for free at: http://bankrupt.com/misc/mieb15-42225.pdf Chair Covers Leasing listed the Internal Revenue Service as its largest unsecured creditor holding a claim of $84,496. CHECKER MOTORS: Mich. App. Keeps Ruling Over Employee Severance --------------------------------------------------------------- Former employees of Checker Motors Corporation appeal by a circuit court order dated Oct. 11, 2013, that affirmed an April 8, 2013 decision of the Michigan Compensation Appellate Commission (MCAC), which upheld but modified a June 29, 2010 decision of an administrative law judge (ALJ) that applied the period designated by Checker to certain severance payments Checker made pursuant to an August 28, 2009 agreement with the claimants' union. The ALJ applied the allocation period Checker designated, MCL 421.48(2), which commenced September 1, 2009 and ran various weeks depending on each claimant's length of service. The ALJ affirmed the agency's determination that because of the severance payments, claimants were not entitled to full unemployment benefits during the designated periods due to offsets required by MCL 421.27(c), and also that claimants would be required to repay benefits improperly paid, MCL 421.62. In its April 8, 2013 decision, the MCAC modified the ALJ's decision by ruling that the severance payments could not legally be made until the August 28, 2009 agreement was approved the bankruptcy court on Sept. 21, 2009. Consequently, benefits paid to claimants before that date were not subject to restitution under MCL 421.62. The circuit court affirmed. Finding no error warranting reversal, the Court of Appeals of Michigan also affirmed, in a February 12, 2015 per curiam decision available at http://bit.ly/1BkKT9hfrom Leagle.com. The case is, JAMES T. ATCHLEY, DUANE BELDEN, RAYMOND BOTTING, LAWRENCE BRAGG, EDWARD DOOLITTLE JR., ALBERT DORKO, DANIEL DUGGAN, STEVEN ENGEL, ROBERT FEE, DEBORAH FIELDS, HOWARD L. GARNAAT, CAROLL GIVANS, NORMAN GRIMMER, JACK HAMMOCK, JOAN HENDERSON, NORMAN E. HOKE, JACK HOLT, PAUL KALLEWAARD, DUANE A. KNIGHT, ROBERT KRUSYNA, THOMAS LATTERNER, ANNIE LEMMER, JOHN C. LEVERSEE, MICHAEL MANSFIELD, PAUL MERRICK, LAWRENCE E. MIDDLESTADT, DANIEL D. MILLER, ROBERT W. NICHOLSON, II, ELVIS O'HARA, EDGAR V. OLSON, MELVIN PAYNE, MILTON F. PETER, JERAMY ROBERTSON, JEFFREY RUSSELL, JAMES SAVAGE, DAVID L. SHULTZ, DERIC SLIGER, MARY STAFFORD, RICHARD TEMPLE, WILLIAM THURMAN, SHIRLEY TIRONI, CINDY VALORE, KENNETH VANDERROEST, DOUGLAS WAGGONER, JACK D. WALBURN, LARRY WARNER, RICHARD WILLARD, JR., DOUGLAS R. WRIGHT, JAMES YONKMAN, AND JUAN A. ZUNIGA, Claimants-Appellants, v. CHECKER MOTORS CORPORATION and LICENSING & REGULATORY AFFAIRS DEPARTMENT, UNEMPLOYMENT INSURANCE AGENCY, Appellees, No. 318816 (Mich. App.). About Checker Motors Headquartered in Kalamazoo, Michigan, Checker Motors Corporation was established by Morris Markin in 1922 through a merger of Commonwealth Motors and Markin Automobile Body. The Debtor, once the manufacturer of the famed Checker automobile (the iconic American taxi cab), is a Kalamazoo, Michigan-based automotive parts supplier that makes metal stampings and welded assemblies for various car and truck lines. The Company filed for Chapter 11 protection on Jan. 16, 2009 (Bankr. W.D. Mich. Case No. 09-00358). Christopher A. Grosman, Esq., at Carson Fischer, P.L.C., represents the Debtor in its restructuring efforts. The Debtor proposed Plante & Moran as financial advisor; Kurtzman Carson Consultants LLC as claims, noticing and balloting agent; and McCarthy Smith Law Group as special counsel. An official committee of unsecured creditors has been appointed in the case. As of December 31, 2008, the Debtor had $22.3 million in assets and $20.1 million in debts. CLINE MINING: Plan of Compromise Recognized by U.S. Court --------------------------------------------------------- U.S. Bankruptcy Judge Elizabeth E. Brown has granted the request of FTI Consulting Canada Inc., the court-appointed monitor and authorized foreign representative of Cline Mining Corporation and its affiliates, to give full force and effect in the United States to the Ontario Court's order sanctioning the Cline Debtors' plan of compromise and arrangement. Among other things, the Amended Plan provides for an enhanced recovery of C$210,000 to the WARN Act Plaintiffs, comprising (i) a payment of C$90,OOO (less certain attorneys fees, expenses and other costs of Class Action Counsel) upon the implementation of the Amended Plan and (ii) a payment of C$120,000 (less certain attorneys fees, expenses and other costs of Class Action Counsel) to be paid within eight years of such implementation. On Jan. 21, 2015, the Amended Plan was approved by the Required Majorities of each Voting Class entitled to vote at the Meetings in accordance with the Meetings Order. A copy of the Plan of Arrangement is available for free at: http://is.gd/6IFfqX Cline -- http://www.clinemining.com/-- is a Canadian mining company headquartered in Toronto, Ontario with resource development interests in Canada, the United States and Madagascar. COLLAVINO CONSTRUCTION: Unit's Case Summary & Unsecured Creditors ----------------------------------------------------------------- Debtor: Collavino Construction Company Limited 5255 County Road 42 Windsor, ON N8N 2M1 Case No.: 15-10344 Chapter 11 Petition Date: February 18, 2015 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Judge: Hon. Shelley C. Chapman Debtor's Counsel: Elizabeth Aboulafia, Esq. CULLEN AND DYKMAN LLP 100 Quentin Roosevelt Boulevard, Suite 402 Garden City, NY 11530 Tel: 516-296-9124 Fax: 516-357-3699 Email: eaboulafia@cullenanddykman.com - and - C. Nathan Dee, Esq. CULLEN AND DYKMAN, LLP 100 Quentin Roosevelt Blvd Garden City, NY 11530-4850 Tel: (516) 357-3700 Fax: (516) 393-8282 Email: ndee@cullenanddykman.com Debtor's PECKAR & ABRAMSON, P.C. Special Litigation Counsel: Estimated Assets: $50 million to $100 million Estimated Liabilities: $1 million to $10 million The petition was signed by Renzo Collavino, authorized agent. List of Debtor's two Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Collavino Constr. Company Inc. Trade Debt $6,215,409 30 Montgomery Street Suite 604 Jersey City, NJ 07302 Peckar & Abramson P.C. Legal Fees $68,687 On Oct. 17, 2014, the Debtor's affiliate, Collavino Construction Company Inc., filed a voluntary petition for relief pursuant to Chapter 11 of the Bankruptcy Code (Bank. S.D.N.Y. Case No. 14-12908). CONTRAVIR PHARMACEUTICALS: Has $3.1M Loss in Dec. 31 Quarter ------------------------------------------------------------ ContraVir Pharmaceuticals, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, disclosing a net loss of $3.1 million on $nil of revenues for the three months ended Dec. 31, 2014, compared to a net loss of $168,000 on $nil of revenues for the same period in 2013. The Company's balance sheet at Dec. 31, 2014, showed $8.96 million in total assets, $361,000 in total liabilities and total stockholders' equity of $8.6 million. Due to the Company's recurring and expected continuing losses from operations, the Company has concluded there is substantial doubt in the Company's ability to continue as a going concern without additional capital becoming available to attain further operating efficiency and, ultimately, to generate revenue. A copy of the Form 10-Q is available at: http://is.gd/mx5rL9 ContraVir is a biopharmaceutical company focused primarily on the development of drugs to treat herpes zoster, or shingles, which is an infection caused by the reactivation of varicella zoster virus or VZV. * * * The Company's independent registered public accounting firm has issued a report on our audited June 30, 2014 financial statements that included an explanatory paragraph referring to its recurring losses from operations and stockholder's deficit; and expressing substantial doubt about the Company's ability to continue as a going concern without additional capital becoming available. CREEKSIDE ASSOCIATES: Court Okays Charles Silver as Counsel ----------------------------------------------------------- Creekside Associates, Ltd. sought and obtained permission from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to employ Charles S. Silver as special counsel, nunc pro tunc to Dec. 22, 2014. The Debtor anticipates that Mr. Silver will continue to represent it, as needed, in all aspects of eviction proceedings as the same arise in the ordinary course of the Debtor's business and normal operations. Mr. Silver assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Mr. Silver can be reached at: Charles S. Silver, Esq. THE LAW OFFICES OF CHARLES S. SILVER 2505 Main Street Stratford, CT 06615 Tel: (203) 378-9900 Fax: (203) 378-9904 About Creekside Associates Creekside Associates, Ltd., owns and operates the Creekside Apartments, a 1000+ unit apartment complex located at 2500 Knights Road, Bensalem, Pennsylvania. Creekside Associates filed a Chapter 11 bankruptcy petition (Bankr. E.D. Pa. Case No. 14-19952) in Philadelphia on Dec. 19, 2014. The case is assigned to Judge Stephen Raslavich. The Debtor estimated $50 million to $100 million in assets and debt. The Debtor has tapped Dilworth Paxson LLP as bankruptcy attorneys and Kaufman, Coren & Ress, P.C., as special counsel. CREEKSIDE ASSOCIATES: Taps Fioravanti Inc as Witness & Advisor -------------------------------------------------------------- Creekside Associates, Ltd. seeks authorization from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to employ Fioravanti, Inc. as an expert witness and advisor for the Debtor in connection with certain continuing pre-petition ligation. The Debtor has been involved in litigation with the Bucks County Water & Sewer Authority since 2008 (the "Pre-Bankruptcy Litigation"). Since 2012, the Debtor has been represented by Kaufman Coren & Ress, P.C. in this litigation. KCR engaged Fioravanti on behalf of the Debtor, beginning in July 2012, to provide expert engineering advisory and consulting services, and testimony as part of the Debtor's prosecution of the Pre-Bankruptcy Litigation in accordance with the engagement agreement. In accordance with the Pre-Petition Engagement Agreement, the Debtor currently owes Fioravanti approximately $450 in connection with work performed prior to the petition date. The U.S. Trustee advised KCR that this pre-petition amount could be paid out of a retainer being held by KCR, provided that it was approved by the Court. The Debtor assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Fioravanti Inc can be reached at: Fioravanti, Inc. 618 Street Road Southampton, PA 18966 Tel: +1 (215) 322-2143 About Creekside Associates Creekside Associates, Ltd., owns and operates the Creekside Apartments, a 1000+ unit apartment complex located at 2500 Knights Road, Bensalem, Pennsylvania. Creekside Associates filed a Chapter 11 bankruptcy petition (Bankr. E.D. Pa. Case No. 14-19952) in Philadelphia on Dec. 19, 2014. The case is assigned to Judge Stephen Raslavich. The Debtor estimated $50 million to $100 million in assets and debt. The Debtor has tapped Dilworth Paxson LLP as bankruptcy attorneys and Kaufman, Coren & Ress, P.C., as special counsel. DIOCESE OF FAIRBANKS: Dewey Green Appeal Over Property Rift Tossed ------------------------------------------------------------------ Alaska District Judge H. Russel Holland tossed an appeal by Dewey "Stacey" Green and Mary Reader from the bankruptcy court's order granting Unaatuq, LLC's Motion to Enforce Judgment and Related Orders in the Chapter 11 case of the Catholic Bishop of Northern Alaska. Catholic Bishop of Northern Alaska (CBNA) filed a Chapter 11 petition in bankruptcy court on March 1, 2008. At the time of the filing, CBNA owned the Pilgrim Springs property, which is 320 acres of land located on the Seward Peninsula, north of Nome, Alaska. CBNA had leased the Pilgrim Springs property to Pilgrim Springs, Ltd. (PSL) on November 1, 1969. PSL had a 99-year lease and was granted "the exclusive right to possess and develop the Property." Louis Green, Sr. served as the caretaker of the Pilgrim Springs property for PSL from 1975 to 1985 or 1987. In a 1992 letter to CBNA, Louis Sr. wrote that "Pilgrim Springs, Ltd. asked myself and my family to serve as caretakers of the Church property from 1975 to the late 1980's." After receiving the letter, CBNA wrote to PSL to express its "concern about those who are squatting on the property, namely, the Green family."4 In response, PSL advised CBNA that the Green "family broke up" and that it had only given permission to Annie Green5 to continue to use the property. In 1994, Louis Sr. again became the caretaker of the property for PSL and remained so until the lease was terminated. Stacey Green is Louis Sr.'s son. Stacey and Mary Reader have long been domestic partners and were married in 2006. In 1989 or 1990, Stacey selected a site on the Pilgrim Springs property on which to build a cabin. Stacey avers that his father instructed him not to contact PSL about whether it was permissible to build a cabin on the property. After selecting a cabin site, Stacey began building a trail and a bridge and in 1993 started moving materials to the site to construct a cabin. Stacey and Mary aver that they have consistently used the property for camping, berry picking, and walking on the trails they have built and that they have consistently used their cabin and a near-by hot spring. Stacey and Mary have invested approximately $50,000 to build their cabin and make improvements to the cabin and the surrounding property. In 2008, CBNA sought approval from the bankruptcy court to terminate its lease with PSL so that it could sell the Pilgrim Springs property free and clear of all liens and interests in the property. Louis Sr. was sent notice of CBNA's motion to terminate the lease as PSL's registered agent. On December 5, 2008, the bankruptcy court granted CBNA's motion to terminate the 99-year lease of the Pilgrim Springs property. On July 10, 2009, Tom Buzek, the business administrator for CBNA, asked Stacey and Mary "to consider the possibility of paying rent for having a cabin on the Pilgrim Springs property." Stacey and Mary "politely declined" the request to pay rent for their use of the Pilgrim Springs property. On December 17, 2009, CBNA filed its reorganization Plan. The Plan called for the auction and sale of the Pilgrim Springs property. Louis Sr. and Nancy commenced a quiet title action in state court against CBNA, claiming title to the entire Pilgrim Springs property by adverse possession. On January 21, 2010, the bankruptcy court entered an order and judgment that Louis Sr. and Nancy had violated the automatic stay by filing their quiet title action. On January 29, 2010, Louis Sr. and Nancy filed an appeal of that order and judgment and also sought a preliminary injunction against the proposed sale. On February 26, 2010, the bankruptcy court denied their motion for preliminary injunction. On March 4, 2010, the district court denied their emergency motion for an order staying the sale of the Pilgrim Springs property. On April 26, 2010, the bankruptcy court entered an order approving the sale of the Pilgrim Springs property to Unaatuq, LLC. The sale to Unaatuq was made "free and clear" of all interests, including "any claims to title to the Pilgrim Springs Property by Louis Green, Sr. and Nancy Green. . . ." When CBNA filed its Stipulated Motion seeking approval of the sale of the Pilgrim Springs property, Stacey and Mary were not on the service list and they did not receive actual notice of the Stipulated Motion. On December 7, 2010, Louis Sr. and Nancy filed a complaint to quiet title in state court against Unaatuq and others. On January 12, 2011, Unaatuq filed a Complaint to Enforce Orders, Determine Validity of Interest and for Injunctive and Declaratory Relief against Louis Sr. and Nancy in bankruptcy court. The bankruptcy court opened an adversary matter to deal with the complaint. Unaatuq moved for summary judgment on all of its claims and on March 30, 2011, the bankruptcy court granted Unaatuq's motion for summary judgment and declared that Louis Sr. and Nancy had "no right, title or interest in Pilgrim Hot Springs, that Unaatuq owns Pilgrim Hot Springs free and clear of any interest by [Louis Sr. and Nancy], and that [Louis Sr. and Nancy] have no claim against Unaatuq[.]" The bankruptcy court entered judgment on March 30, 2011 enjoining "Louis H. Green and Nancy E. Green, and their successors and assigns, . . . from asserting any right, title, claim or interest in Pilgrim Hot Springs based on, or arising from, facts existing prior to the date of this Judgment[.]" The bankruptcy court also ordered Louis Sr. and Nancy to dismiss the December 2010 state-court quiet title action with prejudice. Stacey avers that he did not "receive[] any notice or any letter from CBNA or Unaatuq . . . concerning my cabin on the property and my use of the property until a letter from Unaatuq in June 2013." Stacey further avers that in June 2010 he did see a letter addressed to his father "that stated Pilgrim Springs had been sold" and that his father "had no legal right to occupy the Pilgrim Springs property." Stacey avers that he then "went to Unaatuq's office to discuss [the letter]. I asked that Unaatuq contact me to set up a meeting to discuss my cabin on the property. Unaatuq did not contact me." Mary avers that she "never received any notice telling me there was going to be a court hearing . . . regarding the sale of the Pilgrim Springs property or that I needed to file an objection with the court in order to avoid having my interest in the cabin site and the trails and other parts of the Pilgrim Springs property . . . extinguished." On August 16, 2013, Unaatuq filed a Motion to Enforce Sale and Related Orders, in which Unaatuq requested that the bankruptcy court order Stacey and Mary and other members of the Green family to vacate the Pilgrim Springs property. This motion was filed in the main bankruptcy case. The bankruptcy court construed the motion as seeking further relief from the judgment the court had entered in the adversary proceeding and determined that Unaatuq's motion should have been filed in the adversary case. On August 23, 2013, Unaatuq re-filed the motion, now entitled a Motion to Enforce Judgment and Related Orders, in the adversary case. Stacey and Mary were provided notice of Unaatuq's motion. In their opposition to that motion, Stacey and Mary argued that they were entitled to actual notice of the proposed sale of the Pilgrim Springs property, that they had acquired title to a portion of that property through adverse possession, that collateral estoppel did not apply, and that the sale of the property was void because they had been denied due process. The bankruptcy court agreed that Stacey and Mary had not been provided actual notice of the proposed sale of the Pilgrim Springs property free and clear of all interests. And, the bankruptcy court held that the judgment in the adversary case could not be enforced against Stacey and Mary "as the Greens' successors and assigns." But, the bankruptcy court held that Stacey and Mary were not entitled to actual notice of the proposed sale of the Pilgrim Springs property because they did not have an interest in the property that required notice under 11 U.S.C. Sec. 363. In order to determine whether Stacey and Mary had such an ownership interest, the bankruptcy court considered whether they could establish an interest through adverse possession. The bankruptcy court held that their adverse possession claim was tolled as to CBNA while PSL's lease was in effect, that they could not establish that their possession was hostile, and that they could not establish that their possession was notorious or exclusive. Because they could not establish open, notorious, exclusive and hostile possession of a portion of the Pilgrim Springs property, the bankruptcy court determined that notice by publication was sufficient to apprise them of the proposed sale of the property. DEWEY GREEN and MARY READER, Appellants, v. UNAATUQ, LLC; NANCY E. GREEN; and LOUIE GREEN, SR., Appellees, Adv. Proc. No. 11-90002 (D. Alaska). A copy of the District Court's Feb. 12, 2015 Order is available at http://bit.ly/17ok9avfrom Leagle.com. About Diocese of Fairbanks The Roman Catholic Diocese of Fairbanks in Alaska, aka Catholic Bishop of Northern Alaska, aka Catholic Diocese of Fairbanks, aka The Diocese of Fairbanks, aka CBNA -- http://www.cbna.info/-- filed for chapter 11 bankruptcy on March 1, 2008 (Bankr. D. Alaska Case No. 08-00110). Susan G. Boswell, Esq., at Quarles & Brady LLP represented the Debtor in its restructuring efforts. Michael R. Mills, Esq., of Dorsey & Whitney LLP served as the Debtor's local counsel and Cook, Schuhmann & Groseclose Inc. as its special counsel. Judge Donald MacDonald, IV, of the United States Bankruptcy Court for the District of Alaska presided over Fairbanks' Chapter 11 case. The Debtor's schedules show total assets of $13,316,864 and total liabilities of $1,838,719. DIOCESE OF FAIRBANKS: Louie Green Appeal Over Property Rift Tossed ------------------------------------------------------------------ Alaska District Judge H. Russel Holland tossed an appeal by Louie Green, Jr. from the bankruptcy court's order granting Unaatuq, LLC's Motion to Enforce Judgment and Related Orders in the Chapter 11 case of the Catholic Bishop of Northern Alaska. Louie Jr. contends that he adversely possessed a portion of the Pilgrim Springs property that debtor sold to Unaatuq without providing notice of the proposed sale to Louie. Louie Jr. contends that he built a cabin, outbuildings, and trails near the airport on the Pilgrim Springs property in 1989 and that any time debtor's agents or representatives went out to the Pilgrim Springs property, they would have seen his cabin, outbuilding, and trails because the cabin was located near the airport. This appeal is based on the same operative facts and raises the same issues as those in Case No. 4:14-cv-0010, which was brought by Louie Jr.'s brother, Dewey "Stacey" Green, and Stacey's wife, Mary Reader. Thus, the bankruptcy court's order is affirmed for the same reasons as set forth in the decision entered in that case, the District Court said. A report on the District Court's decision in the Green and Reader appeal is also reported by the Troubled Company Reporter. The case is, LOUIE GREEN, JR., Appellant, v. UNAATUQ, LLC; NANCY E. GREEN; and LOUIE GREEN, SR., Appellees, Adv. Proc. No. 11-90002 (D. Alaska). A copy of the Court's February 12, 2015 Order in the Green appeal is available at http://bit.ly/1A4rCqIfrom Leagle.com. About Diocese of Fairbanks The Roman Catholic Diocese of Fairbanks in Alaska, aka Catholic Bishop of Northern Alaska, aka Catholic Diocese of Fairbanks, aka The Diocese of Fairbanks, aka CBNA -- http://www.cbna.info/-- filed for chapter 11 bankruptcy on March 1, 2008 (Bankr. D. Alaska Case No. 08-00110). Susan G. Boswell, Esq., at Quarles & Brady LLP represented the Debtor in its restructuring efforts. Michael R. Mills, Esq., of Dorsey & Whitney LLP served as the Debtor's local counsel and Cook, Schuhmann & Groseclose Inc. as its special counsel. Judge Donald MacDonald, IV, of the United States Bankruptcy Court for the District of Alaska presided over Fairbanks' Chapter 11 case. The Debtor's schedules show total assets of $13,316,864 and total liabilities of $1,838,719. DOW CORNING: $400MM Reserve for Breast Implant Case at Dec. 31 -------------------------------------------------------------- As of Dec. 31, 2014, Dow Corning Corporation had recorded a reserve for breast implant litigation of $400 million, according to information disclosed in Corning Incorporated's Form 10-K report for the fiscal year 2014. Corning Inc. and The Dow Chemical Company each own 50% of the common stock of Dow Corning. In May 1995, Dow Corning filed for bankruptcy protection to address pending and claimed liabilities arising from many thousands of breast implant product lawsuits. On June 1, 2004, Dow Corning emerged from Chapter 11 with a Plan of Reorganization, which provided for the settlement or other resolution of implant claims. The Plan also includes releases for Corning and Dow as shareholders in exchange for contributions to the Plan. Under the terms of the Plan, Dow Corning has established and is funding a Settlement Trust and a Litigation Facility to provide a means for tort claimants to settle or litigate their claims. Inclusive of insurance, Dow Corning has paid approximately $1.8 billion to the Settlement Trust. As of December 31, 2014, Dow Corning had recorded a reserve for breast implant litigation of $400 million. About Dow Corning Dow Corning Corp. -- http://www.dowcorning.com/-- produces and supplies more than 7,000 silicon-based products and services to more than 25,000 customers worldwide. Dow Corning is equally owned by The Dow Chemical Company and Corning Incorporated. The Company filed for Chapter 11 protection on May 15, 1995 (Bankr. E.D. Mich. Case No. 95-20512) to resolve silicone implant- related tort liability. The Company owed its commercial creditors more than $1 billion at that time. A consensual Joint Plan of Reorganization, amended on Feb. 4, 1999, offering to pay commercial creditors in full with post-petition interest, establish a multi-billion-dollar settlement trust for tort claims, and leave Dow Corning's shareholders unimpaired, took effect on June 30, 2004. DOW CORNING: At Least $99MM Liability to Commercial Creditors ------------------------------------------------------------- Dow Corning Corporation is defending claims asserted by a number of commercial creditors who claim additional interest at default rates and enforcement costs, during the period from May 1995 through June 2004. As of December 31, 2014, Dow Corning has estimated the liability to commercial creditors to be within the range of $99 million to $324 million, according to information disclosed in Corning Incorporated's Form 10-K Report for the fiscal year ended Dec. 31, 2014. Corning Inc. and The Dow Chemical Company each own 50% of the common stock of Dow Corning. As Dow Corning management believes no single amount within the range appears to be a better estimate than any other amount within the range, Dow Corning has recorded the minimum liability within the range. Should Dow Corning not prevail in this matter, Corning’s equity earnings would be reduced by its 50% share of the amount in excess of $99 million, net of applicable tax benefits. There are a number of other claims in the bankruptcy proceedings against Dow Corning awaiting resolution by the U.S. District Court, and it is reasonably possible that Dow Corning may record bankruptcy-related charges in the future. The remaining tort claims against Dow Corning are expected to be channeled by the Plan into facilities established by the Plan or otherwise defended by the Litigation Facility. About Dow Corning Dow Corning Corp. -- http://www.dowcorning.com/-- produces and supplies more than 7,000 silicon-based products and services to more than 25,000 customers worldwide. Dow Corning is equally owned by The Dow Chemical Company and Corning Incorporated. The Company filed for Chapter 11 protection on May 15, 1995 (Bankr. E.D. Mich. Case No. 95-20512) to resolve silicone implant- related tort liability. The Company owed its commercial creditors more than $1 billion at that time. A consensual Joint Plan of Reorganization, amended on February 4, 1999, offering to pay commercial creditors in full with post-petition interest, establish a multi-billion-dollar settlement trust for tort claims, and leave Dow Corning's shareholders unimpaired, took effect on June 30, 2004. DVORKIN HOLDINGS: Judge Pamela S. Hollis Now Handles Ch. 11 Case ---------------------------------------------------------------- The Chapter 11 case of Dvorkin Holdings, LLC, has been reassigned to Judge Pamela S. Hollis. Judge Jack B. Schetterer had recused himself in the case. In a prior order, the Court transferred the Debtor's case to Chief Bankruptcy Judge Bruce W. Black for reassignment. The order does not apply to the adversary case Paloian v. Asset Liquidators. About Dvorkin Holdings Dvorkin Holdings, LLC, is a real estate holding company that possesses or possessed ownership interests in 70 real properties, either directly or indirectly through limited liability companies or land trusts. Dvorkin Holdings has interests in 40 non-debtor entities. Dvorkin Holdings filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 12-31336) in Chicago on Aug. 7, 2012. The Debtor disclosed $69.9 million in assets and $9.30 million in liabilities as of the Chapter 11 filing. U.S. Bankruptcy Judge Jack B. Schmetterer oversees the case. Michael J. Davis, Esq., at Archer Bay, P.A., in Lisle, Ill., serves as counsel to the Debtor. The petition was signed by Loran Eatman, vice president of DH-EK Management Corp. The Bankruptcy Court in October 2012 granted the request of Patrick S. Layng, the U.S. Trustee for the Northern District of Illinois, to appoint Gus Paloian as the Chapter 11 Trustee. Seyfarth Shaw, LLP, represents the Chapter 11 Trustee as counsel. Carpenter Lipps & Leland LLP represents the Chapter 11 Trustee as conflicts counsel. EPWORTH VILLA: Wants Until April 15 to File Chapter 11 Plan ----------------------------------------------------------- Central Oklahoma United Methodist Retirement Facility Inc., dba Epworth Villa, asks the U.S. Bankruptcy Court for the Western District of Oklahoma to further extend its exclusive period to: a) file a Chapter 11 plan until April 15, 2015; and b) solicit acceptances from creditors of that plan until June 15, 2015. The Debtor say it requested the extension of its exclusive period in order to provide additional time to negotiate with parties in interest concerning the terms of its plan, before formally soliciting acceptances of the plan, in an effort to reach a consensual and efficient resolution of this case. Further, the Debtor made the requested extension in order to proceed with the preparation and filing of a disclosure statement, seeking approval thereof by the court and then soliciting acceptances of the plan. The Debtor'S current exclusive plan filing deadline was slated to expire Feb. 16, 2015, absent an extension. About Central Oklahoma United Methodist Central Oklahoma United Methodist Retirement Facility, Inc., dba Epworth Villa, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Okla. Case No. 14-12995) on July 18, 2014. The case is before Judge Sarah A. Hall. The Debtor's counsel is Brandon Craig Bickle, Esq., Sidney K. Swinson, Esq., and Mark D.G. Sanders, Esq., at Gable & Gotwals, P.C., in Tulsa, Oklahoma; and G. Blaine Schwabe, III, Esq., at Gable & Gotwals, P.C., in Oklahoma City, Oklahoma. The Debtor reported $118 million in total assets, and $108 million in total liabilities. FALCON STEEL: Equity Holders Balk at Plan Disclosures ----------------------------------------------------- Ad Hoc Committee of Equity Security Holders, each shareholders of Falcon Steel Company and parties-in-interest objected to adequacy of information in the Disclosure Statement explaining the Joint Plan of Reorganization of Falcon Steel Company and New Falcon Steel, LLC. The Ad Hoc Equity Committee, consisting of Vichien Nopratvarakorn, David Smith, and Jeff Jones, point out that the Disclosure Statement fails to contain basic and accurate information to enable the average equity interest holder of the Debtor to make a reasonably informed decision concerning the Proposed Plan. They add that there is no discussion of when payments on account of equity interests may resume. The Ad Hoc Committee is represented by: Davor Rukavina, Esq. Deborah M. Perry, Esq. Thomas D. Berghman, Esq. MUNSCH HARDT KOPF & HARR, P.C. 3800 Ross Tower 500 North Akard Dallas, TX 75201 Tel: (214) 855-7500 Fax: (214) 978-4375 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. Falcon Steel Co., filed a plan to emerge from bankruptcy protection, saying it has secured new orders and reached a deal to refinance a $17.5 million bank loan. FAMILY CHRISTIAN: Creditors Questioning Richard Jackson's Motives ----------------------------------------------------------------- Jim Harger at Mlive.com reports that the attorneys for Family Christian, LLC's creditors are questioning the motives of wealthy Atlanta businessman Richard L. Jackson who wants to convert the Company into a charity. Citing Michael Maggio, Esq., the attorney for the Office of the U.S. Trustee, Mlive.com relates that Mr. Jackson, who is a member of the member group that acquired the Company in 2012, acquired $24 million in secured debt and wants to buy the Company back after it sheds its unsecured debt. According to the report, Mr. Maggio said that Mr. Jackson's full involvement in the Company and his role as the proposed new owner was not disclosed until Tuesday's hearing. As reported by the Troubled Company Reporter on Feb. 18, 2015, the Company and its affiliates sought authority from the U.S. Bankruptcy Court for the Western District of Michigan to sell substantially all of their assets for $73.8 million to FCS Acquisition, LLC, a newly-formed subsidiary of a non-debtor company known as Family Christian Resource Centers, Inc., which owns 100% of the debtors' holding company. Subject to court approval, the purchase agreement contemplates a closing of the sale and purchase of the Assets on or before May 4, 2015, with a targeted closing date of April 30, 2015. Mlive.com quoted Jennifer Hagle, Esq., the attorney for Credit Suisse AG, as saying, "There is a significant issue of transparency in this case. The company would like to buy back the Company and get rid of over $75 million in debt. This is not an acceptable use of Chapter 11." The Company's restructuring plan does not propose closing any of its 266 stores that may be losing money or changing its corporate structure, Mlive.com relates, citing Jennifer Hagle, Esq., the attorney for Credit Suisse AG. Ms. Hagle is finding it hard to believe the $38 million loan her bank gave to the Company two years ago is "all vaporized," according to the report. The report states that Ms. Hagle obtained the Bankruptcy Court's authorization to review the Company's finances before the court rules on the restructuring request. According to Mlive.com, Todd Meyer, Esq., the attorney for Mr. Jackson's affiliate that hopes to buy back the Company, said that his client bought out the JP Morgan loan in full and added another $7 million in collateral and has put up "10s and 10s of millions" to keep the Company afloat. Mr. Jackson would welcome another buyer for the Company, the report states, citing Mr. Meyer. The Bankruptcy Court, Mlive.com says, allowed the Company to continue operating with the cash it collects from its operations, collect rent, make utility payments, and pay its workers. About Family Christian Family Christian Holding, LLC, is the sole owner and member of Family Christian, LLC, which operates and runs Family Christian stores, one of the largest retail sellers of Christian books, music, DVDs, church supplies, and other faith based merchandise. Family Christian, LLC, Family Christian Holding, LLC, and FCS Giftco, LLC, filed Chapter 11 bankruptcy petitions (Bankr. W.D. Mich. Lead Case No. 15-00643) on Feb. 11, 2015. The petition was signed by Chuck Bengochea as president and CEO. The Debtors estimated assets and liabilities of $50 million to $100 million. The Debtors are being represented by Todd Almassian, Esq., at Keller & Almassian PLC, and Erich Durlacher, Esq., Brad Baldwin, Esq., Bryan Glover, Esq., at Burr & Forman LLP as counsel. FEDERAL RESOURCES: MAF Approved to Handle District Court Case ------------------------------------------------------------- U.S. Bankruptcy Judge Joel T. Marker authorized Federal Resources Corporation to employ Murphy, Armstrong & Felton, LLP, as special counsel. MAF will, among other things: a. represent the Debtor in connection with the appeal of any final, enforceable judgment that might be entered that certain case captioned United States of America v. Federal Resources Corporation, et al., pending in the United States District Court for the District of Idaho; and b. perform other services as the Court may approve upon further application. MAF's fees and costs for services as special counsel will be paid by the Debtor's insurance carrier and, therefore, MAF does not have any obligation to seek approval of its fees and costs paid in connection with MAF's representation. To the best of the Debtor's knowledge, MAF does not hold or represent any entity having an adverse interest to the Debtor or to the estate with respect to the matter on which MAF is to be employed. The Debtor is represented by: David E. Leta, Esq. Andrew V. Hardenbrook, Esq. SNELL & WILMER L.L.P. 15 W. South Temple, Suite 1200 Salt Lake City, UT 84101 Tel: (801) 257-1900 Fax: (801) 257-1800 E-mail: dleta@swlaw.com About Federal Resources Federal Resources Corporation and Camp Bird Colorado, Inc., filed voluntary petitions for protection under Chapter 11 of the Bankruptcy Code on Dec. 29, 2014, with the U.S. Bankruptcy Court for the District of Utah (Salt Lake City). The Debtors are represented by David E. Leta, Esq., and Andrew V. Hardenbrook, Esq., at Snell & Wilmer L.L.P. GARLOCK SEALING: Calls ACC Plan Objections as Wild Speculations --------------------------------------------------------------- Garlock Sealing Technologies LLC, et al., tell the Bankruptcy Court that the objection of the Official Committee of Asbestos Personal Injury Claimants to the Disclosure Statement for the Debtors' Second Amended Plan of Reorganization contains "wild speculations" that do not deserve to be included in the same package as the Disclosure Statement. The Debtors added that the Committee's attacks on counsel for the FCR are inappropriate and highly misleading. No party in the case has ever objected to the FCR's retention of Orrick, Herrington & Sutcliffe LLP and, in any event, it is the FCR who supports this Plan, not Orrick. Joseph W. Grier, III, the Future Asbestos Claimants' representative, replied to the Committee's objection, requesting that the Court strike the last section of the ACC's proposed statement with the heading: "The FCR's Misguided Support for the Plan Undermines the Interests of Present and Future Asbestos Claimants and Promotes the Interests of Solvent Defendants." In their objection, the ACC asked the Court to condition approval of the Debtors' Disclosure Statement on the inclusion in the solicitation package of the ACC's proposed statement that included legal argument that the Plan violates the Bankruptcy Code and various arguments surrounding the treatment of asbestos claims. As reported in the Troubled Company Reporter on Oct. 21, 2014, tens of thousands of claims seeking damages for personal injury and wrongful death were instituted against the Debtors. The Official Committee of Asbestos Personal Injury Claimants objected to the proposed disclosure statement and the voting procedures designed to ease confirmation of a controversial plan. The Committee argued before the Court that a consensual resolution under Section 524(g) of the Bankruptcy Code would serve the best interests of all concerned, since that section provides statutory means of reorganizing the Debtors while shifting to a funded trust the problem of processing and resolving claims over a long period of time. About Garlock Sealing Headquartered in Palmyra, New York, Garlock Sealing Technologies LLC is a unit of EnPro Industries, Inc. (NYSE: NPO). For more than a century, Garlock has been helping customers efficiently seal the toughest process fluids in the most demanding applications. On June 5, 2010, Garlock filed a voluntary Chapter 11 petition (Bankr. W.D.N.C. Case No. 10-31607) in Charlotte, North Carolina, to establish a trust to resolve all current and future asbestos claims against Garlock under Section 524(g) of the U.S. Bankruptcy Code. The Debtor estimated $500 million to $1 billion in assets and up to $500 million in debts as of the Petition Date. Affiliates The Anchor Packing Company and Garrison Litigation Management Group, Ltd., also filed for bankruptcy. Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A., represents the Debtor in their Chapter 11 effort. Garland S. Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel for asbestos matters. The Official Committee of Asbestos Personal Injury Claimants in the Chapter 11 cases is represented by Travis W. Moon, Esq., at Hamilton Moon Stephens Steele & Martin, PLLC, in Charlotte, NC, Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New York, and Trevor W. Swett III, Esq., Leslie M. Kelleher, Esq., and Jeanna Rickards Koski, Esq., in Washington, D.C. 20005. Joseph W. Grier, III, the Court-appointed legal representative for future asbestos claimants, has retained A. Cotten Wright, Esq., at Grier Furr & Crisp, PA, and Richard H. Wyron, Esq., and Jonathan P. Guy, Esq., at Orrick, Herrington & Sutcliffe LLP, as his co-counsel. Judge George Hodges of the United States Bankruptcy Court for the Western District of North Carolina on Jan. 10, 2014, entered an order estimating the liability for present and future mesothelioma claims against Garlock Sealing at $125 million, consistent with the positions GST put forth at trial. GARLOCK SEALING: Fee Examiner Taps Diana Adams as Consultant ------------------------------------------------------------ W. Clarkson McDow, Jr. -- the appointed fee examiner for the Chapter 11 case of Garlock Sealing Technologies LLC -- asks the U.S. Bankruptcy Court for the Western District of North Carolina for permission to employ Diana G. Adams as his advisor and consultant to assist with review and analysis of fee applications by the retained professionals. Ms. Adams will: a) review the fee applications and monthly statements of the retained professionals; b) identify billing entries, if any, which appear to be outside of the applicable rules, guidelines and court orders and discuss same with the Fee Examiner and his other professionals, if any; c) make recommendations to the fee examiner regarding any identified issues; d) assist in the fee examiner and his attorneys in the preparation of reports and court filings; e) assist the fee examiner in developing protocols; and f) perform such other duties as the Fee Examiner may request. Ms. Adams will bill $360 per hour for services rendered to Mr. McDow. Mr. McDow assures the Court that Ms. Adams is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. Mr. McDow can be reached at: W. Clarkson McDow, Jr. Court Appointed Independent Fee Examiner 738 Myrtle Drive Rock Hill, SC 29730 Tel: 803-327-2163 Email: clarksonmcdow@comporium.net About Garlock Sealing Headquartered in Palmyra, New York, Garlock Sealing Technologies LLC is a unit of EnPro Industries, Inc. (NYSE: NPO). For more than a century, Garlock has been helping customers efficiently seal the toughest process fluids in the most demanding applications. On June 5, 2010, Garlock filed a voluntary Chapter 11 petition (Bankr. W.D.N.C. Case No. 10-31607) in Charlotte, North Carolina, to establish a trust to resolve all current and future asbestos claims against Garlock under Section 524(g) of the U.S. Bankruptcy Code. The Debtor estimated $500 million to $1 billion in assets and up to $500 million in debts as of the Petition Date. Affiliates The Anchor Packing Company and Garrison Litigation Management Group, Ltd., also filed for bankruptcy. Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A., represents the Debtor in their Chapter 11 effort. Garland S. Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel for asbestos matters. The Official Committee of Asbestos Personal Injury Claimants in the Chapter 11 cases is represented by Travis W. Moon, Esq., at Hamilton Moon Stephens Steele & Martin, PLLC, in Charlotte, NC, Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New York, and Trevor W. Swett III, Esq., Leslie M. Kelleher, Esq., and Jeanna Rickards Koski, Esq., in Washington, D.C. 20005. Joseph W. Grier, III, the Court-appointed legal representative for future asbestos claimants, has retained A. Cotten Wright, Esq., at Grier Furr & Crisp, PA, and Richard H. Wyron, Esq., and Jonathan P. Guy, Esq., at Orrick, Herrington & Sutcliffe LLP, as his co-counsel. Judge George Hodges of the United States Bankruptcy Court for the Western District of North Carolina on Jan. 10, 2014, entered an order estimating the liability for present and future mesothelioma claims against Garlock Sealing at $125 million, consistent with the positions GST put forth at trial. GARLOCK SEALING: Fee Examiner Taps National RCS as Consultant ------------------------------------------------------------- W. Clarkson McDow, Jr. -- the appointed fee examiner for the Chapter 11 case of Garlock Sealing Technologies LLC -- asks the U.S. Bankruptcy Court for the Western District of North Carolina for permission to employ National Creditor Recovery Services LLC as his advisor and consultant. The firm will: a) review with the computer assisted review of fee applications; b) identify billing entries, if any, which appear to be outside of the applicable rules, guidelines and court orders and discuss same with the Fee Examiner and his other professionals, if any; c) make recommendations to the fee examiner regarding any identified issues; d) assist in the fee examiner and his professionals in the preparation of reports and court filings; and f) perform such other duties as the Fee Examiner may request. Michael L. Newsom, managing director and president of the firm, will bill $240 per hour for services rendered to Mr. McDow. Mr. McDow assures the Court that Ms. Newsom is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. Mr. Newsom can be reached at: Michael L. Newsom National Creditor Recovery Services LLC The Crossings - 28471 U.S. 19 North, Suite 517 Clearwater, FL 33761 Tel: (813) 286-2718 Fax: (253) 498-6182 Mr. McDow can be reached at: W. Clarkson McDow, Jr. Court Appointed Independent Fee Examiner 738 Myrtle Drive Rock Hill, SC 29730 Tel: 803-327-2163 Email: clarksonmcdow@comporium.net About Garlock Sealing Headquartered in Palmyra, New York, Garlock Sealing Technologies LLC is a unit of EnPro Industries, Inc. (NYSE: NPO). For more than a century, Garlock has been helping customers efficiently seal the toughest process fluids in the most demanding applications. On June 5, 2010, Garlock filed a voluntary Chapter 11 petition (Bankr. W.D.N.C. Case No. 10-31607) in Charlotte, North Carolina, to establish a trust to resolve all current and future asbestos claims against Garlock under Section 524(g) of the U.S. Bankruptcy Code. The Debtor estimated $500 million to $1 billion in assets and up to $500 million in debts as of the Petition Date. Affiliates The Anchor Packing Company and Garrison Litigation Management Group, Ltd., also filed for bankruptcy. Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A., represents the Debtor in their Chapter 11 effort. Garland S. Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel for asbestos matters. The Official Committee of Asbestos Personal Injury Claimants in the Chapter 11 cases is represented by Travis W. Moon, Esq., at Hamilton Moon Stephens Steele & Martin, PLLC, in Charlotte, NC, Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New York, and Trevor W. Swett III, Esq., Leslie M. Kelleher, Esq., and Jeanna Rickards Koski, Esq., in Washington, D.C. 20005. Joseph W. Grier, III, the Court-appointed legal representative for future asbestos claimants, has retained A. Cotten Wright, Esq., at Grier Furr & Crisp, PA, and Richard H. Wyron, Esq., and Jonathan P. Guy, Esq., at Orrick, Herrington & Sutcliffe LLP, as his co-counsel. Judge George Hodges of the United States Bankruptcy Court for the Western District of North Carolina on Jan. 10, 2014, entered an order estimating the liability for present and future mesothelioma claims against Garlock Sealing at $125 million, consistent with the positions GST put forth at trial. GASFRAC ENERGY: Canadian Proceedings Recognized in U.S. ------------------------------------------------------- U.S. Bankruptcy Judge Craig A. Gargotta entered an order recognizing Gasfrac Energy Services Inc., et al.'s Canadian proceedings as foreign main proceedings pursuant to Section 1517 of the Bankruptcy Code. The Debtors filed documents supporting the arguments made and relief sought in the expedited motion for recognition of foreign main proceeding pursuant to Sections 1515 and 1517 of the U.S. Bankruptcy Code and related relief filed by Ernst & Young Inc. in its role as the monitor on Jan. 15, 2015. The application was supplemented on Jan. 29, 2015. PNC Bank Canada has agreed to continue financing the Debtors pursuant to the terms of the Loan Documents as modified by the Forbearance Agreement in the Canadian proceedings. In this relation, PNC is entitled to a continuing lien and security interest in all of the Debtors' postpetition assets located in the United States to secure the postpetition financing provided by PNC to the Debtors and related obligations. The Debtor in January 2015 obtained court approval under the Companies' Creditors Arrangement Act ("CCAA") proceedings in respect of a forbearance agreement, entered into between GASFRAC and its subsidiaries and the Corporation's primary secured lender, PNC Bank Canada Branch, pursuant to which PNC has agreed, subject to certain conditions and restrictions, to forbear from exercising remedies under its existing secured loan documents that they are entitled to exercise with respect to specific defaults by GASFRAC under such secured loan documents, until March 2, 2015, or a date on which an event of default under the forbearance agreement occurs. In addition thereto, PNC has also agreed to increase the line of credit available to the Corporation to a maximum amount of $39,500,000 to enable the Corporation to fund ongoing operations. The Debtor also received court approval to extend the existing stay of certain creditor claims and the exercise of contractual rights until March 18, 2015, which will enable the Corporation and its operating subsidiaries to maintain normal business operations, as well as to provide the necessary protection for the Corporation to continue a restructuring process under the oversight of the Monitor and with the advice of the Corporation's professional advisors. The Debtors are represented by: Harry Perrin John West Casey Doherty VINSON & ELKINS LLP 1001 Fannin Street, Suite 2500 Houston, TX 77002-6760 Tel: (713) 758-3215 Fax: (713) 615-5532 E-mail: hperrin@velaw.com jwest@velaw.com cdoherty@velaw.com The Canadian Monitor is represented by: Steve A. Peirce FULBRIGHT & JAWORSKI LLP 300 Convent Street, Suite 2100 San Antonio, TX 78205-3792 Tel: (210) 224-5575 Fax: (210) 270-7205 E-mail: steve.peirce@nortonrosefulbright.com - and - Louis R. Strubeck, Esq. FULBRIGHT & JAWORSKI LLP 2200 Ross Avenue, Suite 2800 Dallas, TX 75201 Tel: (214) 855-8000 Fax: (214) 855-8200 E-mail: louis.strubeck@nortonrosefulbright.com About GASFRAC Energy Headquartered in Calgary, Canada, GASFRAC Energy Services Inc. -- http://www.gasfrac.com/-- is an oil and gas service company, whose business is to provide liquid petroleum gas (LPG) fracturing services to oil and gas companies in Canada and the United States of America. As of Dec. 31, 2011, GASFRAC had three 32 tons and nine 100 tons sand storage vessels, 47 fracturing pumpers, 150 LPG storage tanks and related equipment. GASFRAC's services are marketed and operated under the name of its wholly owned subsidiary GASFRAC Energy Services Limited Partnership. GASFRAC commenced proceedings and obtained court protection under the CCAA pursuant to an initial order granted by the Court of Queen's Bench, in the Province of Alberta, on Jan. 15, 2015, "as a result of a combination of continuing negative operating results, limited access at the present time to capital markets for junior issuers such as the Corporation, reduced industry activity resulting from depressed petroleum and natural gas commodity prices and the inability of the Corporation to obtain a suitable offer for the purchase of the Corporation or its assets after a strategic alternative process, which commenced on November 13, 2014, that would satisfy all of the Corporation's existing financial obligations, both secured and unsecured." Ernst & Young Inc., as monitor, sought protection under Chapter 15 of the U.S. Bankruptcy Code for GASFRAC Energy Services Inc. and its five affiliates (Bankr. W.D. Tex. Case No. 15-50161) on Jan. 15, 2015. The Chapter 15 cases are assigned to Judge Craig A. Gargotta. The Chapter 15 Petitioners are represented by Timothy S. Springer, Esq., Steve A. Peirce, Esq., and Louis R. Strubeck, Esq., at Fulbright & Jaworski LLP. GENERAL MOTORS: Should Waive Bankruptcy Shield, Hilliard Says ------------------------------------------------------------- Bob Hilliard, appointed to lead the nation's personal injury and death cases against General Motors on Feb. 17 called on GM to voluntarily waive its Bankruptcy shield and allow the thousands of victims who may be barred from pursuing both personal injury and economic loss claims to seek the same relief and have the same rights as similarity situated victims who can sue GM. "It is simply morally incomprehensible that this company makes this argument now. GM is the modern benchmark for corruption and deceit. It knowingly killed and injured its own customers and intentionally lied and covered up this conduct for over a decade. Now it stands in Bankruptcy Court, pleading for complete immunity from responsibility." "The Feinberg Fund failed on many fronts. GM refused to allow Ken Feinberg to consider any of the ignition switch recalls except for the very first recall. This left over 87% of the victims of GM's defect with no recourse but litigation. Now, GM is attempting to legally kill the claims of the victims it actually killed." About HMG Hilliard Munoz Gonzales LLP (HMG) -- http://www.hmglawfirm.com/-- specializes in mass torts, personal injury, product liability, commercial and business litigation, and wrongful death. About General Motors General Motors Corporation and three of its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on June 1, 2009. The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as the Chief Executive Officer for Motors Liquidation Company. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. Garden City Group is the claims and notice agent of the Debtors. The U.S. Trustee appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Unsecured Creditors Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis & Frankel LLP served as bankruptcy counsel to the Creditors Committee. Attorneys at Butzel Long served as counsel on supplier contract matters. FTI Consulting Inc. served as financial advisors to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, represented the Asbestos Committee. Legal Analysis Systems, Inc., served as asbestos valuation analyst. The Bankruptcy Court entered an order confirming the Debtors' Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan was declared effect on March 31. On Dec. 15, 2011, Motors Liquidation Company was dissolved. On the Dissolution Date, pursuant to the Plan and the Motors Liquidation Company GUC Trust Agreement, dated March 30, 2011, between the parties thereto, the trust administrator and trustee -- GUC Trust Administrator -- of the Motors Liquidation Company GUC Trust, assumed responsibility for the affairs of and certain claims against MLC and its debtor subsidiaries that were not concluded prior to the Dissolution Date. * * * The Troubled Company Reporter, on Sep. 29, 2014, reported that Standard & Poor's Ratings Services raised its corporate credit rating on U.S. automaker General Motors Co. (GM) to 'BBB-' from 'BB+', and revised the outlook to stable from positive. At the same time, S&P raised its issue-level rating on GM's unsecured debt to 'BBB-' from 'BB+' and simultaneously withdrew its '4' recovery rating on that debt, because S&P do not assign recovery ratings to the issues of investment-grade companies. On Oct. 21, 2014, the TCR reported that Fitch Ratings has assigned a rating of 'BB+' to GM's amended unsecured credit facilities. Fitch currently rates GM's Issuer Default Rating (IDR) 'BB+'. The Rating Outlook is Positive. Fitch has also affirmed and withdrawn the 'BB+' IDR of GM's General Motors Holdings LLC (GM Holdings) subsidiary, as there is no longer any rated debt at the subsidiary, and Fitch does not expect the subsidiary to be an active issuer going forward. Fitch has also withdrawn GM Holdings' unsecured credit facility rating of 'BB+' as the subsidiary is no longer a borrower on the facilities. The TCR, on Nov. 6, 2014, reported that Fitch Ratings has assigned a rating of 'BB+' to GM's proposed issuance of senior unsecured notes. The existing Issuer Default Rating (IDR) for GM is 'BB+' and the Rating Outlook is Positive. GEORGE WEST 59: Dallas Judge Voids Foreclosure Sale --------------------------------------------------- Dallas District Judge Barbara M. G. Lynn ruled on motions for summary judgment filed in the case, GEORGE WEST 59 INVESTMENT, INC., Plaintiff, v. JAMES RUSSELL WILLIAMS, MING CHU CHANG, and AMERICAN FIRST NATIONAL BANK, Defendants, CIV. NO. 3:14-CV-1336-M (N.D. Tex.). The case began as an Adversary Proceeding, filed on October 18, 2013 -- soon after the entity known as George West 59 Investment, Inc. filed a voluntary Chapter 11 bankruptcy case on Sept. 19, 2013. The Adversary Proceeding seeks to resolve ownership disputes and controversies regarding certain real property operated as a truck stop and convenience store at 101 S. Nueces St, in the town of George West, Live Oak County, Texas. George West 59 has, at all relevant times, had legal title to the Real Property and controlled it as its primary asset. James Russell Williams contends that he purchased the Real Property in an alleged prepetition, non-judicial foreclosure sale of the Real Property, although legal title, possession, and control of the Real Property were never delivered to him and no party ever received the consideration he was prepared to tender. Defendant American First National Bank was the former lender to the Debtor and lienholder on the Real Property that noticed and posted the Real Property for the alleged non-judicial foreclosure sale. Defendant Ming Chu Chang is an individual that acquired AFNB's note and deed of trust, just a few days before the scheduled foreclosure sale. The Debtor has requested in its "First Amended Adversary Complaint to Determine Extent and Priority of Interests" two alternative forms of relief from the Court: -- Count 1 of the Amended Complaint seeks a declaratory judgment that Debtor is the legal and rightful owner of the Real Property, that no valid foreclosure sale to Defendant Williams occurred, that Defendant Williams has no interest in the Real Property, and that Chang, at this point, still holds a lien on the Real Property (there having never been a foreclosure). -- Count 2, to the extent the Court finds that a legally enforceable sale or transfer of an interest to Defendant Williams did occur, seeks in the alternative avoidance of the sale/transfer, under either section 548 of the Bankruptcy Code3 or section 24 of the Texas Business and Commerce Code. Pending before the Court are Motions for Summary Judgment filed by the Debtor, by Chang, and by AFNB. The three Motions for Summary Judgment5 seek summary judgment on only Count 1 of the Amended Complaint -- specifically requesting that the Court find, as a matter of law, that the Debtor is the lawful owner of the Real Property, that no valid foreclosure sale ever occurred, that Defendant Williams has no interest in the Real Property, and that the Real Property is still subject to Chang's lien. No party has moved for summary judgment on Count 2 of the Amended Complaint. The Court concludes, based on the undisputed summary judgment evidence, that a lawful foreclosure sale never, in fact, occurred -- due to the fact that the name and address of the individual who is alleged by Defendant Williams to have conducted said foreclosure sale (i.e., an individual named Jorge Gonzalez, III -- who was an alleged substitute trustee that was appointed the day before the sale) did not appear on the face of any notice of sale that was served, posted and filed in accordance with sections 51.002 and 51.0075(e) of the Texas Property Code. This rendered the alleged foreclosure sale void. Strict compliance (with the law and deed of trust) is necessary to invoke the power of sale under a deed of trust. Thus, based on the undisputed summary judgment evidence, the Debtor should be deemed to be the current and lawful owner of the Real Property (subject to a lien of Chang). Accordingly, the Court grants summary judgment on behalf of the Debtor, Chang, and AFNB as to Count 1 of the Amended Complaint. As a result, Count 2 is dismissed as moot. A copy of the Court's Feb. 11, 2015 Memorandum Opinion is available at http://bit.ly/1yUTY1Jfrom Leagle.com. George West 59 Investment, Inc., filed for Chapter 11 (Bankr. N.D. Tex. Case No. 13-34815) on September 19, 2013, listing under $1 million in both assets and debts. Copies of the petition and list of largest unsecured creditors are available at: http://bankrupt.com/misc/txnb13-34815p.pdf http://bankrupt.com/misc/txnb13-34815c.pdf The Debtor is represented by: Herman A. Lusky, Esq. LUSKY & ASSOCIATES, P.C. E-mail: mail@lusky.com GOLDEN LAND: Chapter 11 Trustee Hires Besen & Associates as Broker ------------------------------------------------------------------ Gregory Messer, the Chapter 11 Operating Trustee of Golden Land, LLC, asks permission from the U.S. Bankruptcy Court for the Eastern District of New York to employ Besen & Associates as broker to the Trustee. The Trustee requires Besen & Associates to sell the Debtor's interest in and to 4 commercial condominium units, 29 parking spaces and 11 residential units located at the real property located at 142-21-27 37th Avenue, Flushing, New York 11354, and otherwise known as the American-Chinese Tower Condominium (the "Property"). Prior to the Petition Date, 37 Avenue Realty Associates, LLC (the "37 ARA"), as lender and successor in interest to Chinatrust Bank, was owed the aggregate amount of $13,368,147.37 secured against the Property. The Chapter 11 Trustee has engaged in discussions and negotiations with 37 ARA regarding the sale of the Property with a carve-out of sale proceeds for the benefit of the Debtor's estate and its creditors. As a result of those discussions, 37 ARA has agreed to a consensual Sale of the Property, as further detailed in the Joint Plan of Reorganization. Specifically, 37 ARA has agreed to the retention of the Broker to market and sell the Property upon the following fee structure: 37 ARA shall retain the right to credit bid up to the amount of its secured lien (the "Credit Bid"). In the event that 37 ARA Credit Bids its secured lien amount at $13,000,000 or less, then the Broker shall be entitled to the amount of $7,500. In the event that the Property is sold for the sum of $13,250,000 or more (or credit bid for that amount) then the Broker shall be paid 1.5% of the gross sales price, plus a 1% buyer's premium. Greg Corbin, a managing director at Besen & Associates, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Besen & Associates can be reached at: Greg Corbin BESEN & ASSOCIATES 381 Park Avenue South New York, NY 10016 Tel: (646) 424-5077 E-mail: gcorbin@besenassociates.com About Golden Land LLC Golden Land LLC owns real property located at 142-21/27 37th Avenue, Queens, New York. The premises is commercial investment property, consisting of four commercial condominium units, twenty-nine parking spaces, and eleven residential condominium units contained in the building known as the American-Chinese Tower Condominium and located at 142-21/27 37th Avenue, Queens, New York. Using financing from Chinatrust Bank, the Debtor constructed the building in 2003 and sold 19 units over the next several years before falling into default with its lender at the time. Chinatrust thereafter commenced a foreclosure action in 2012, and sometime shortly thereafter sold the loan and underlying loan documents to 37 Avenue Realty Associates LLC. In the foreclosure action, Lawrence Litwack was appointed receiver. Golden Land LLC filed for Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No. 14-42315) in Brooklyn, New York, on May 8, 2014. The Debtor disclosed $15,423,997 in assets and $13,459,740 in liabilities as of the Chapter 11 filing. Judge Nancy Hershey Lord on July 9, 2014, entered an order directing that the receiver remain in possession of the premises. Xiangan Gong, Esq., at Xiangan Gong serves as the Debtor's counsel. GREEN PLANET SERVICES: Case Summary & 6 Top Unsecured Creditors --------------------------------------------------------------- Debtor: Green Planet Services, LLC 212 26th St. #290 Santa Monica, CA 90402 Case No.: 15-12317 Chapter 11 Petition Date: February 17, 2015 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Hon. Robert N. Kwan Debtor's Counsel: Dana M Douglas, Esq. DANA M. DOUGLAS ATTORNEY AT LAW 11024 Balboa Blvd #431 Granada Hills, CA 91344 Tel: 818-360-8295 Fax: 818-360-9852 Email: dmddouglas@hotmail.com dana@danamdouglaslaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Diane Thomson-Mkitarian, managing member. A list of the Debtor's six largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb15-12317.pdf GROUPE BIKINI: Intends to File Bankruptcy Proposal in Canada ------------------------------------------------------------ Groupe Bikini Village Inc. on Feb. 17 disclosed that it has filed a notice of intention to make a proposal to its creditors in accordance with the Bankruptcy and Insolvency Act (Canada). PricewaterhouseCoopers Inc. has been retained as trustee. In addition to its legal responsibilities, PWC will assist the Corporation in making a proposal to its creditors, which will be submitted to them at a meeting to be held at a date yet to be determined. In the meantime, the Corporation will benefit from a stay with regards to debt payments and to any creditor proceeding. With respect to its customers and employees, the Corporation currently continues to operate in the ordinary course of business. The Corporation thanks its customers, employees and suppliers for their continued support through this difficult period for Canadian retail. About Groupe Bikini Village Groupe Bikini Village inc. is a swimwear retailer with a network of stores across Eastern Canada. In its inviting stores, Bikini Village helps its customers choose from among Canada's widest selection of swimwear, beachwear, travel clothing and beach accessories. Headquartered in Sainte-Julie, Quebec, Groupe Bikini Village operates 52 stores and employs approximately 400 people; its securities trade on the TSX Venture Exchange under the stock symbol GBV. GT ADVANCED: Parties Agree to June 3 Exclusivity Extension ---------------------------------------------------------- GT Advanced Technologies Inc. and its affiliated debtors seek an extension of (a) the period during which GTAT has the exclusive right to propose and file a chapter 11 plan through June 30, 2015 and (b) the period during which GTAT has the exclusive right to obtain acceptance of that plan through Aug. 31, 2015. This is the first exclusivity periods' extension sought by GTAT. The Debtors disclosed in a supplement to the Exclusivity Motion that after the motion was filed, the Official Committee of Unsecured Creditors and certain unaffiliated holders of notes issued by GT represented by Akin Gump Strauss Hauer & Feld LLP began discussions to ensure that the extension of the exclusive periods would be approved on a fully consensual basis. As a result of those discussions, GTAT has agreed to reduce the requested extension of the Exclusive Periods to 4 months, i.e., extending the Exclusive Filing Period to June 3, 2015 and the Solicitation Period to Aug. 4, 2015, without prejudice to GTAT's right to seek further extension of the Exclusive Periods. About GT Advanced Technologies Headquartered in Merrimack, New Hampshire, GT Advanced Technologies Inc. -- http://www.gtat.com/-- produces materials and equipment for the electronics industry. On Nov. 4, 2013, GTAT announced a multiyear supply deal with Apple Inc. to produce sapphire glass material for use in consumer electronics products. Under the deal, Apple would provide GTAT with a prepayment of approximately $578 million paid in four installments and, starting in 2015, GTAT would reimburse Apple for the prepayment over a five-year period. GT is a publicly held corporation whose stock was traded on NASDAQ under the ticker symbol "GTAT." GTAT was de-listed from the NASDAQ stock exchange in October 2014. As of June 28, 2014, the GTAT Group's unaudited and consolidated financial statements reflected assets totaling $1.5 billion and liabilities totaling $1.3 billion. As of Sept. 29, 2014, GTAT had $85 million in cash, $84 million of which is unencumbered. On Oct. 6, 2014, GT Advanced Technologies and eight affiliates filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D.N.H. Lead Case No. 14-11916). GT says that it has sought bankruptcy protection due to a severe liquidity crisis brought about by its issues with Apple. The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as attorneys and Kurtzman Carson Consultants LLC as claims and noticing agent. The U.S. Trustee has named seven members to the Official Committee of Unsecured Creditors. The Committee' professionals are Kelley Drye as its bankruptcy counsel; Devine, Millimet & Branch, Professional Association as local counsel; EisnerAmper LLP as financial advisors; and Houlihan Lokey Capital, Inc. as investment banker. GTAT has reached a settlement with Apple. The settlement gives Apple an approved claim for $439 million secured by more than 2,000 sapphire furnaces that GT Advanced owns and has four years to sell, with proceeds going to Apple. In addition, Apple gets royalty-free, non-exclusive licenses for GTAT's technology. HDGM ADVISORY: Hearing on Plan Outline Continued Indefinitely ------------------------------------------------------------- U.S. Bankruptcy Judge James M. Carr continued to an undetermined date, the hearing to consider adequacy of information in the disclosure statement explaining HDGM Advisory Services, LLC, et al.'s First Amended Joint Plan of Reorganization dated Nov. 11, 2014. Judge Carr also vacated the status conference scheduled for Feb. 23, 2015. The hearing on the Debtors' Disclosure Statement may be reset by motion of the Debtor(s) with guidance from objecting creditors as to a proposed agreed hearing date. As reported in the TCR on Jan. 5, 2015, at the hearing, the Court will also consider the objection of GPIF-I Equity Co., LTD., GPIF-I Finance Co., LTD, U.S. Securities and Exchange Commission; KFH Capital Investment Company K.S.C.C., and Kuwait Finance House Real Estate Company K.S.C.C. Objections Creditors KFH Capital Investment Company, K.S.C.C., formerly known as Al-Muthanna Investment Company, and Kuwait Finance House Real Estate Company K.S.C.C., formerly known as Nakheel United Real Estate, had objected to the Disclosure Statement stating that the Disclosure Statement must not be approved because the Amended Plan is unconfirmable. It attempts to force on unwilling creditors a release of third parties in contravention of established Seventh Circuit law. KFH is a creditor holding a disputed claim of $98.1 million. The SEC, in its objection to the approval of the Disclosure Statement and confirmation of the First Amended Plan, submitted that the Plan eliminates the Court appointed examiner and creates an illegal post confirmation mechanism whereby the Debtors select a purported "trustee" in whom they vest the Court's jurisdiction to grant third party non-debtor releases and injunctions in favor of unnamed individuals in violation of Section 524(e) of the Bankruptcy Code. The mechanism is illegal, could impair the SEC's law enforcement investigation, and impermissibly gives an unidentified third party the "power" to grant non-debtors releases from liability without further court order. GPIF, in their objection, said that the Disclosure Statement fails to provide adequate information regarding the unconfirmable Plan, and therefore fails to meet the requirements of Section 1125. The Plan As reported in the TCR on Nov. 20, 2014, the Debtors determined that liquidation of their assets was the preferred way to maximize the asset value. The most significant of the Debtors' assets include litigation against third parties. On the effective date of the Plan, a trustee (who will manage the liquidation of the assets) will be selected by mutual agreement by the examiner and the Debtors. According to the explanatory Disclosure Statement, secured creditors are unimpaired under the Plan. Unsecured creditors, as well as holders of interests, of MAS and MISI are impaired and entitled to vote on the Plan. A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/HDGM_DS_Am_Plan.pdf About HDGM Advisory Services HDGM Advisory Services, LLC ("MAS") and HDG Mansur Investments Services, Inc. ("MISI") invest in and develop real estate around the world. They also provided management and investment services to real estate funds that were set up as an investment vehicle for religious Muslims. MISI developed Finzels Reach, a real estate development in Bristol England. MAS and MISI are directly or indirectly owned by Harold D. Garrison, who is also a debtor in possession in a separate chapter 11 case. MAS and MISI sought Chapter 11 bankruptcy protection (Bankr. S.D. Ind. Case No. 14-04797 and 14-04798) in Indianapolis, Indiana, on May 21, 2014. On May 28, 2014, the Hon. James M. Carr directed the joint administration the cases, under the lead case -- HDGM Advisory, Case No. 14-04797. MAS disclosed $20.3 million in assets and $7.99 million in liabilities as of the Chapter 11 filing. MISI disclosed $20.4 million in assets and $12.4 million in liabilities. According to a court filing, the Debtors don't have any secured creditors. The Debtors have tapped Michael W. Hile, Esq., Christine K. Jacobson, Esq., and Henry Mestetsky, Esq., at Katz & Korin PC, as counsel. An affiliate of the Debtors, Hamilton Proper Partners Golf Partnership, L.P., sought bankruptcy protection (Bankr. S.D. Ind. Case No. 14-00461) on Jan. 24, 2014. HDGM ADVISORY: Plan Solicitation Exclusivity Extended to May 16 ---------------------------------------------------------------- U.S. Bankruptcy Judge James M. Carr extended until May 16, 2015, the exclusive periods of HDGM Advisory Services, LLC, and HDG Mansur Investment Services, Inc., to solicit acceptances of their First Amended Joint Plan of Reorganization, as amended. As reported in the TCR on Jan. 14, 2015, parties-in-interest U.S. Securities and Exchange Commission objected to the Debtors' motion to extend their exclusive solicitation period, noting that the Debtors have not articulated any reason to support an extension of exclusivity and they have not shown that they intend to modify the Plan to address the SEC's objection to the Debtors' Disclosure Statement and confirmation of the Plan. GPIF-I Equity Co., LTD. and GPIF-I Finance Co., LTD., in a separate filing, said that the Debtors filed two plans, both of which are hinged upon the grant of improper third-party releases of claims against the Debtors' principal, Harold Garrison, to which the Debtors' major creditors and the SEC had objected. GPIF-I also said that the disclosure statement for the Amended Plan is deficient in ways that cannot be cured, putting aside all of the issues of whether the underlying Amended Plan may be confirmed. About HDGM Advisory Services HDGM Advisory Services, LLC ("MAS") and HDG Mansur Investments Services, Inc. ("MISI") invest in and develop real estate around the world. They also provided management and investment services to real estate funds that were set up as an investment vehicle for religious Muslims. MISI developed Finzels Reach, a real estate development in Bristol England. MAS and MISI are directly or indirectly owned by Harold D. Garrison, who is also a debtor in possession in a separate chapter 11 case. MAS and MISI sought Chapter 11 bankruptcy protection (Bankr. S.D. Ind. Case No. 14-04797 and 14-04798) in Indianapolis, Indiana, on May 21, 2014. On May 28, 2014, the Hon. James M. Carr directed the joint administration the cases, under the lead case -- HDGM Advisory, Case No. 14-04797. MAS disclosed $20.3 million in assets and $7.99 million in liabilities as of the Chapter 11 filing. MISI disclosed $20.4 million in assets and $12.4 million in liabilities. According to a court filing, the Debtors don't have any secured creditors. The Debtors have tapped Michael W. Hile, Esq., Christine K. Jacobson, Esq., and Henry Mestetsky, Esq., at Katz & Korin PC, as counsel. An affiliate of the Debtors, Hamilton Proper Partners Golf Partnership, L.P., sought bankruptcy protection (Bankr. S.D. Ind. Case No. 14-00461) on Jan. 24, 2014. INTELLECT NEUROSCIENCES: Incurs $543K Net Loss in Q4 ---------------------------------------------------- Intellect Neurosciences Inc. filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, disclosing a net loss of $544,000 on $1.2 million of total revenue for the three months ended Dec. 31, 2014, compared with a net loss of $2.13 million on $nil of total revenue for the same period during the prior year. The Company's balance sheet at Dec. 31, 2014, showed $1.26 million in total assets, $25.4 million in total liabilities and total capital deficit of $24.1 million. The audit report prepared by the Company's independent registered public accounting firm relating to its consolidated financial statements for the year ended June 30, 2014 includes an explanatory paragraph expressing substantial doubt about the Company's ability to continue as a going concern. A copy of the Form 10-Q is available at: http://is.gd/bP1Opm Intellect Neurosciences, Inc., a biopharmaceutical company, discovers and develops therapeutic agents for the treatment and prevention of neurodegenerative conditions. Its product candidate includes OX1 (VP 20629), an orally-administered, brain-penetrating, and naturally-occurring copper-binding small molecule, which is in Phase 1 study to Evaluate the safety, tolerability, pharmacokinetics, and pharmacodynamics of oral VP 20629 in adult subjects with friedreich's ataxia. The company's preclinical products comprise TauC3 for the treatment of Alzheimer's disease; and CONJUMAB-A, an antibody drug conjugate for the treatment of amyloidosis and other types of proteinopathies. The company has a research collaboration agreement with Medical Research Council Technology, as well as license agreements with the University of South Alabama Medical Science Foundation, New York University, AHP Manufacturing BV, and Northwestern University. Intellect Neurosciences, Inc. was founded in 2005 and is based in Englewood Cliffs, New Jersey. INVERSIONES ALSACIA: Order Issued Clarifying Plan Provisions ------------------------------------------------------------ U.S. Bankruptcy Judge Martin Glenn issued an order clarifying the provisions of Inversiones Alsacia S.A.'s confirmed plan, specifically that when no Bloomberg-reported trading in the New Notes occurs during a Relevant Trading Period, it is a reasonable and acceptable interpretation of the Plan to use the volume-weighted average prices of the Alsacia Notes during the most recent trading period to determine the non-qualified holder distribution. Judge Glenn also ordered that following the fee hearing and after the Reorganized Debtors' payment of fees approved: -- the Reorganized Debtors will proceed to file, on or before March 31, 2015, any documents necessary to obtain entry of a final decree and the closing of the above-captioned cases; and -- the Reorganized Debtors will promptly inform the Court of any changes that affect the Documentation Filing Date along with an updated Documentation Filing Date should the need arise. Inversiones Alsacia S.A. on Dec. 17, 2015, announced the successful completion of its restructuring process. On Dec. 17, the effective date of the prepackaged plan of reorganization, the Company issued new 8.0% Senior Secured Notes due 2018 pursuant to an Indenture, dated Dec. 17, 2014, by and among the Company, The Bank of New York Mellon, as U.S. trustee, principal paying agent, transfer agent and registrar, and Banco Santander Chile, as Chilean trustee. The New Notes was set to be issued on Dec. 17, along with a cash payment in an amount equal to the interest accruing from and including Oct. 1, 2014 through and excluding today, the issue date of the New Notes, on the aggregate of: (a) the principal amount of the Company's existing 8.0% Senior Secured Notes due 2018 and (b) the accrued and unpaid interest thereon at a rate of 8.0% per annum through and including September 30, 2014, to qualified holders of the Existing Notes that tendered their Existing Notes prior to December 11, 2014 in accordance with the procedures described in the Plan and on two subsequent distribution dates to qualified holders of the Existing Notes that complete the procedures described in the Plan (including submitting a Letter of Transmittal) prior to June 15, 2015. Non- qualified holders will receive certain cash payments, including the Catch-Up Cash Payment, as further described in the Plan. The Plan was previously confirmed by the United States Bankruptcy Court for the Southern District of New York on December 4, 2014. As a result of the issuance of the Notes and the satisfaction of the other conditions precedent in the Plan, the Effective Date has occurred. About Alsacia Inversiones Alsacia, together with its affiliate, Express de Santiago Uno S.A., are collectively the largest operator in the Transantiago Transportation System, transporting approximately 800,000 passengers every day, throughout 35 communities in Santiago, Chile, which accounts for more than 30% of the passengers in Transantiago. Alsacia and Express belong to non-debtor Global Public Services S.A. ("GPS Group"), an international holding company with interests in public passenger transportation, environmental solutions, outsourcing services and real estate development in Chile, Colombia, Panama, Peru and the United States of America. The GPS Group is controlled by Carlos Mario Rios Velilla and Francisco Javier Rios Velilla and several of their affiliates. Alsacia and Express and three affiliates sought bankruptcy protection under Chapter 11 of the U.S. Bankruptcy Code in Manhattan, New York (Bankr. S.D.N.Y.) on Oct. 16, 2014, with a prepackaged plan that would restructure $347.3 million in senior secured notes but leave other creditors and the owners unimpaired. The cases are pending before the Honorable Martin Glenn and the Debtors have requested that their cases be jointly administered under Case No. 14-12896. The Debtors have tapped Cleary Gottlieb Steen & Hamilton, LLP, as bankruptcy counsel, FTI Consulting as financial advisor, and Prime Clerk LLC as claims and balloting agent. Inversiones Alsacia in December 2014 announced the successful completion of its restructuring process. The U.S. Bankruptcy Court confirmed on Dec. 4, 2014, Alsacia's prepackaged plan of reorganization. The plan contemplates that the companies can implement a planned exchange offer with holders of $347.3 million in senior secured notes. J.M. BARGES: Case Summary & Largest Unsecured Creditor ------------------------------------------------------ Debtor: J.M. Barges Corporation 10 Bobwhite Crescent Mashpee, MA 02649 Case No.: 15-10533 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: February 17, 2015 Court: United States Bankruptcy Court District of Massachusetts (Boston) Judge: Hon. William C. Hillman Debtor's Counsel: Norman Novinsky, Esq. NOVINSKY & ASSOCIATES 1350 Belmont Street, Suite 105 Brockton, MA 02301 Tel: (508) 559-1616 Fax: 508-587-3059 Email: nnovinsky@msn.com Total Assets: $5.41 million Total Liabilities: $2.03 million The petition was signed by John M. Barges, president. The Debtor listed William Barges as its largest unsecured creditor holding a claim of $30,000. A full-text copy of the petition is available at: http://bankrupt.com/misc/mab15-10533.pdf KIOR INC: ESTEC Technology Says Case Conversion is Appropriate -------------------------------------------------------------- The U.S. Bankruptcy Court will convene a hearing Feb. 19, 2015, at 2:00 p.m., to consider Mississippi Development Authority's motion to dismiss the Chapter 11 case of KiOR Inc., or in the alternative, convert the Debtor's case to one under Chapter 7 of the Bankruptcy Code. The hearing has been rescheduled from the Jan. 15 hearing. The ESTEC Technology Works and Robert C. Dalton, which claim to represent the offer with the greatest value for all assets of KiOR, Inc., said that the Debtor's case must be converted. ESTEC said that the Debtor's case is work in progress and was filed in good faith. MDA's objections are unwarranted at this time, ESTEC tells the Court. They add that too much money under the loan to the Debtor is being wasted on attorney and reorganization cost. As reported in the TCR on Jan. 16, 2015, the Debtor and the companies led by its lender, Vinod Khosla, are asking the Bankruptcy Court to deny approval of the dismissal motion. According to the Debtor, the sole motivation of the state of Mississippi, through the MDA, is to destroy any going concern value for the Debtor by terminating the employment of more than 70 people in Houston, Texas, destroying valuable business relationships and transactions, and forcing the abandonment of promising bio-fuel, alternative energy technology that can deliver real hydrocarbon transportation fuels from cellulosic feedstock. The MDA, which said it is Kior's largest unsecured creditor, told the Court that it wants the Chapter 11 case converted to liquidation or dismissed entirely, saying the company has no revenues, huge past and ongoing losses, relatively few tangible assets, technology that doesn't work, and no viable business or business plan. About Kior Inc. KiOR, Inc., and wholly owned subsidiary KiOR Columbus, LLC, are development stage, renewable fuels companies based in Pasadena, Texas and Columbus, Mississippi, respectively. KiOR, Inc., was founded in 2007 as a joint venture between Khosla Ventures, LLC, and BIOeCon B.V. KiOR Inc.'s primary business is the development and commercialization of a ground-breaking proprietary technology designed to generate a renewable crude oil from non-food cellulosic biomass. KiOR, Inc. filed a Chapter 11 petition (Bankr. D. Del. Case No. 14-12514) on Nov. 9, 2014, in Delaware. Through the chapter 11 case, the Debtor intends to reorganize its business or sell substantially all of its assets so that it can continue its core research and development activities. KiOR Columbus did not seek bankruptcy protection. The Debtor disclosed $58.3 million in assets and $261 million in liabilities as of June 30, 2014. The Debtor is represented by Mark W. Wege, Esq., Edward L. Ripley, Esq., and Eric M. English, Esq., at King & Spalding, LLP, in Houston, Texas; and John Henry Knight, Esq., Michael Joseph Merchant, Esq., and Amanda R. Steele, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware. The Debtor's financial advisor is Alvarez & Marsal. Guggenheim Securities, LLC, is the Debtor's investment banker. Epiq Bankruptcy Solutions, LLC, is the Debtor's claims and noticing agent. Pasadena Investments, LLC, as administrative agent for a consortium of lenders, committed to provide up to $15 million in postpetition financing. The DIP Agent is represented by Thomas E. Patterson, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP, in Los Angeles, California, and Michael R. Nestor, Esq., at Young Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware. LAW LAND AND LEASING: Case Summary & 2 Top Unsecured Creditors -------------------------------------------------------------- Debtor: Law Land and Leasing, Inc. P. O. Box 6456 Charleston, WV 25302 Case No.: 15-20070 Nature of Business: Property Rental Chapter 11 Petition Date: February 17, 2015 Court: United States Bankruptcy Court Southern District of West Virginia (Charleston) Judge: Hon. Ronald G. Pearson Debtor's Counsel: James M. Pierson, Esq. PIERSON LEGAL SERVICES PO Box 2291 Charleston, WV 25328 Tel: (304) 925-2400 Email: jpierson@piersonlegal.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $100,000 to $500,000 The petition was signed by Lewis R. Law, officer. A list of the Debtor's two largest unsecured creditors is available for free at http://bankrupt.com/misc/wvsb15-20070.pdf LOVE CULTURE: Stipulation Resolving Macerich DIP Objection Okayed ----------------------------------------------------------------- U.S. Bankruptcy Judge Novalyn L. Winfield signed off a stipulation and consent order between Love Culture Inc., and Macerich and Company, landlord, regarding a resolution of Macerich's DIP financing objection. July 17, 2014, Court entered the interim order approving the Debtor to obtain postpetition financing, use cash collateral. On July 31, 2014, Macerich said in its objection that the existing budget did not provide for the payment of postpetition rent for July 2014 (stub rent). Macerich and other landlords argued that the lender must not receive the benefit of the use of the premises without having to pay the obligations associated with that use; and requested that the Court deny final financing approval unless the lender agreed to eliminate the 11 U.S.C. Sec. 506(c) waiver, and allow the Debtor to surcharge lender for the costs associated with disposing of lender's collateral. Macerich also recognized that a motion to convert the case to a Chapter 7 case has been filed by the Office of the U.S. Trustee, which the Debtor will likely not oppose. In response to the objection, the Debtor has advised Macerich that the bankruptcy estate does not have the ability to pay allowed stub rent administrative claim. In this connection, the parties agreed to resolved the objection through the stipulation that provides for: 1. the landlord has an allowed claim for stub rent in the aggregate amount of $100,000 for payment of stub rent for the rejected leases; and 2. as additional consideration for the landlord's withdrawal of its objection with respect to postpetition financing, the bankruptcy estate, and anyone claiming a right to proceed on its behalf, waives any right to assert an avoidance or similar action against the landlord, or its affiliates, to recover as payments made to the landlord prior to the bankruptcy, including any rights that may exist under Sections 544 , 547, 548, 549, 550,and 553 of the Bankruptcy Code. The Debtor is represented by: Eric H. Horn, Esq. LOWENSTEIN SANDLER LLP 65 Livingston Avenue Roseland, NJ 07068 Tel: (973) 597-2500 Fax: (973) 597-2400 Macerich is represented by: Dustin P. Branch, Esq. 2029 Century Park East, Suite 2600 Los Angeles, CA 90067-3012 Tel: (310) 788-4420 Fax: (310) 712-8271 About Love Culture Love Culture Inc. filed a Chapter 11 bankruptcy petition (Bankr. D.N.J. Case No. 14-24508) on July 16, 2014. J.E. Rick Bunka, the chief restructuring officer, signed the petition. Judge Novalyn L. Winfield presides over the case. Lowenstein Sander LLP acts as the Debtor's counsel. PricewaterhouseCoopers LLP serves as the Debtor's financial advisor. Epiq Systems is the Debtor's claims and noticing agent. Consensus Advisory Service LLC and Consensus Securities LLC is the Debtor's investment banker. On July 23, 2014, the U.S. Trustee for Region 3 appointed GGP Limited Partnership, Simon Property Group Inc. and Washington Prime Group Inc., The Macerich Co., Lux Design & Construction Limited, and Touch Me Fashion Inc. to serve as members of the official committee of unsecured creditors. New York-based law firm Cooley, LLP, serves as the committee's counsel. FTI Consulting, Inc., serves as the Committee's financial advisors. The Debtor reported $90.2 million in total assets, and $63.05 million in total liabilities. MARSHALL MEDICAL: Fitch Affirms 'BB+' Rating on $29.2MM Bonds ------------------------------------------------------------- Fitch Ratings has affirmed the 'BB+' rating on these California Health Facilities Financing Authority bonds, issued on behalf of Marshall Medical Center (MMC): -- $29.2 million series 2004A fixed rate (insured: Cal-Mortgage Loan Insurance Division); -- $20 million series 2004B auction rate (insured: Ambac Assurance Corporation). The rating on the series 2004A bonds is an underlying rating, and the bonds are rated 'A' based on Cal Mortgage insurance. MMC has an additional $15.6 million fixed rate series 2012A bonds (insured: Cal-Mortgage Loan Insurance Division) that has an insured only rating of 'A'. The Rating Outlook is Stable. SECURITY Debt payments are secured by a pledge of the gross revenues of the obligated group and a mortgage lien. There is a debt service reserve fund. The consolidated financials include a subsidiary, a surgery center that is non-obligated. The obligated group accounted for 99.8% of total assets and 97.7% of total revenue of the consolidated entity. Fitch's analysis is based on the consolidated entity. KEY RATING DRIVERS STRONG OPERATING PERFORMANCE: MMC'S operating performance is solid for its rating level and assisted by the benefit of the state provider fee program. The provider fee program has been in place since November 2009 (retroactive to April 2009) with various phases and sunset dates with the most recent phase (Phase 4) running from Jan. 1, 2014, to Dec. 31, 2016. The funding from this program has been uneven given the timing of CMS approval and part of the Phase 4 program just received approval in December 2014. Therefore the amounts related to calendar year 2014 were not booked until December 2014. Operating margin was 0.3% in fiscal 2014 (Oct. 31 fiscal year end; draft audit), 2.6% in fiscal 2013 and 2% in fiscal 2012 compared to the BBB category median of 1.1%. Operating margin was 21.8% through the two months ended Dec. 31, 2014. The benefit from the provider fee has been $12.8 million in fiscal 2012, $6.9 million in fiscal 2013, $1.3 million in fiscal 2014 and $7.1 million through the two months ended Dec. 31, 2014. GOOD DEBT SERVICE COVERAGE: With strong operating performance and a moderate debt burden, debt service coverage is good for the rating level. MADS coverage by EBITDA was 2.8x in fiscal 2014 compared to 3.1x the prior year. MAJOR CAPITAL INVESTMENT COMPLETE: MMC opened a three-story expansion in January 2013 with a new emergency room and is now seismically compliant. The total cost of the project was $59 million with $30 million funded from cash. The average age of plant improved to 10.8 years from 13.9 in fiscal 2012. Routine capital expenditures are only $2.5 million a year, but there may be additional discretionary strategic projects that the organization may invest in depending on available cash flow as management is committed to rebuilding its balance sheet. LIQUIDITY REMAINS LIGHT: As of Oct. 31, 2014, MMC had $33.4 million in unrestricted cash and investments, equal to a light 62.2 days of cash on hand, 5.9x cushion ratio, and 47.2% cash to debt but has improved since the decline from funding half of its expansion project from equity. INITATIVES UNDERWAY TO ADDRESS REDUCED REIMBUSEMENT ENVIRONMENT: MMC has been proactive in entering into new payer arrangements to gain experience as the reimbursement model shifts more to value based. MMC is participating in bundled payments as well as partnering with its largest insurer to provide a capitated insurance product. RATING SENSITIVITIES LIQUIDITY GROWTH: If MMC maintains its good operating performance and liquidity metrics improve in line with 'BBB' category medians, upward rating movement would be likely. Credit Profile Marshall Medical Center (MMC) is located in Placerville, California approximately 45 miles east of Sacramento, and operates a 113 bed general acute-care community hospital and several clinics. MMC maintains a good market position in its service area with competition mainly from Kaiser Permanente as well as other tertiary providers in the Sacramento area. In fiscal 2014 (draft audit), MMC generated $208 million in total operating revenue. Solid Operations Operating income in fiscal 2014 was $552,000 and was lower than in prior years ($5.5 million in fiscal 2013 and $4.2 million in fiscal 2012) due to less provider fee funds and meaningful use funds as well as some reimbursement challenges with a MediCal managed care program and a shift in traditional MediCal reimbursement to a DRG basis. Management has a clinical documenting initiative underway and has renegotiated MediCal managed care rates. MMC is not subject to the provider fee portion of the provider fee program due to its rural designation, but does make pledge payments, which are fairly minimal at around $300,000. The benefit from the Phase 4 program is expected to be $37 million over the three year period (2014-2016), and is an increase from the original estimate during Fitch's rating review last year of $21 million. In the two months ended Dec. 31, 2014, $7.1 million of this provider fee funding is booked. MMC has also benefited from meaningful use funds which totaled $3 million in fiscal 2013 and $1.9 million in fiscal 2014. MMC's fiscal 2015 operating margin budget is 1.5% and includes $7.1 million of provider fee funds. Fitch believes this budget will easily be exceeded since MMC will be recognizing 22 months of the provider fee program related to Phase 4 in fiscal 2015 given the delay in approval from CMS. Conservative Debt Profile Total outstanding debt was $70.7 million as of Oct. 31, 2014 and includes $29.175 million series 2004A fixed rate, $20 million series 2004B auction rate, $15.56 million series 2012A fixed rate and a USDA loan and capital leases. All of the bonds are insured by Cal Mortgage and MMC may refinance the series 2004 bonds for interest rate savings. Management stated that the auction rate bonds have been setting at less than 1%. MADS is calculated at $5.77 million. The debt burden is moderate and MADS accounted for 2.7% of total revenue in fiscal 2014 compared to the BBB category of 3.6%. Disclosure MMC provides quarterly and annual disclosure via the Municipal Securities Rulemaking Board's EMMA System. Annual disclosure is provided within 120 days of fiscal year end; quarterly disclosure is provided within 45 days of the first three quarters and 60 days for the last quarter. MEDICAL EDUCATIONAL: Puerto Rico Judge Keeps Injunction Order ------------------------------------------------------------- Puerto Rico Bankruptcy Judge Brian K. Tester denied the request of defendants Municipality of Mayaguez and Jose Guillermo Rodriguez to set aside a prior court order; and defendant Mayaguez Medical Center - Dr. Ramon Emeterio Betances, Inc.'s motion for reconsideration and to vacate a preliminary injunction order issued in the case, MEDICAL EDUCATIONAL AND HEALTH SERVICES INC, Plaintiff(s), v. INDEPENDENT MUNICIPALITY OF MAYAGIEZ, ET ALS., Defendant(s), Adv. Proc. No. 10-00148 (Bankr. D. P.R.). According to the Court's order, "Defendants MMC and the Municipality offer no compelling facts or law in support of their motions to vacate the court's Feb. 3, 2015 Preliminary Injunction Order or its subsequent Feb. 6, 2015 Modified Preliminary Injunction Order. Rather, in disagreeing with this Court Feb. 3, 2015 Order, Defendants attempt to raise new arguments at reconsideration to sway the courts findings. Debtor's arguments, however, do not warrant reconsideration by this court. To succeed, motions pursuant to Fed. R. Civ. P. 59(e) must present newly discovered evidence, an intervening change in the law, establish a manifest error of law or demonstrate that it was clearly unjust. MMC and the Municipality have not presented any controlling jurisprudence that the court overlooked, nor met any of the elements required for reconsideration, thus the Municipality's Urgent Motion to Set Aside Order and MMC's Motion for Reconsideration and to Vacate Preliminary Injunction are denied." The case stems from a long-running dispute between the parties regarding the administration of the Mayaguez Medical Center Hospital facility pursuant to the Contract dated Aug. 27, 2009, between MEDHS and the Municipality. A copy of the Court's Feb. 12, 2015 Opinion and Order is available at http://bit.ly/1G091wIfrom Leagle.com. About Medical Educational and Health Services Headquartered in Mayaguez, Puerto-Rico, Medical Educational and Health Services Inc. was created, specifically, to promote and advance the establishment and operation of medical educational facilities and institutions along the western areas of Puerto Rico. The Company filed for Chapter 11 bankruptcy protection (Bankr. D.P.R. Case No. 10-04905) on June 3, 2010. The Company estimated US$10 million to $50 million in assets and $1 million to US$10 million in liabilities. The Debtor is represented by Rafael Gonzalez Velez, Esq. MEGA RV CORP: Plan Exclusivity Hearing Moved to March 9 ------------------------------------------------------- U.S. Bankruptcy Judge Mark S. Wallace approved a third stipulation to continue the hearing on Mega RV Corp.'s motion to extend its exclusivity period to March. The stipulation was entered into between Mega RV, a California corporation, dba McMahon's RV; dba McMahon's RV Irvine; dba McMahon's RV Colton; and dba McMahon's RV Palm Desert, and the Official Committee of Unsecured Creditors. The stipulation provides that: * The hearing on Debtor's Exclusivity Motion is continued from Feb. 9, 2015 to March 9, 2015 at 2:00 p.m. in Courtroom 6C of the United States Bankruptcy Court located at 411 West Fourth Street, Santa Ana, CA 92701. * The Debtor's exclusivity period for filing a Disclosure Statement and Plan is extended to March 27, 2015, subject to the right to seek further extensions and the Committee's right to object to such request About Mega RV Corp. Mega RV Corp. filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal. Case No. 14-13770) on June 15, 2014. Judge Mark S Wallace presides over the case. The Debtor estimated assets and liabilities of at least $10 million. Goe & Forsythe, LLP, serves as the Debtor's counsel. Greenberg Glusker Fields Claman & Machtinger LLP represents the Official Committee of Unsecured Creditors. MILLER AUTO: Feb. 24 Hearing on Cash Collateral Use Stipulation --------------------------------------------------------------- The U.S. Bankruptcy Court will convene a hearing on Feb. 24, 2015, at 10:30 a.m., to consider approval of a stipulation relating to Miller Auto Parts & Supply Company, Inc., et al.'s continued use of cash collateral. The stipulation entered among the Debtors, the Official Committee of Unsecured Creditors and FCC, LLC doing business as First Capital, provides for the continued use of cash collateral until July 2015. A copy of the proposed budget is available for free at http://bankrupt.com/misc/MillerAuto_203_motioncashcollateral.pdf On Oct. 3, 2014, the Court entered a final order authorizing (a) secured postpetition financing from FCC; and (b) granting security interest, superpriority claims, adequate protection; and (c) use cash collateral. As previously reported by TCR, as of the Petition Date, the Debtors were indebted to First Capital of $11.2 million, inclusive of $2.5 million in reimbursement obligations for undrawn letters of credit, contract interest, default interest, default charges, and fees, costs and expenses. The Debtors' obligations to First Capital are secured by substantially all assets of the Debtors. First Capital has agreed to provide DIP financing on these terms: * The Debtor will pay interest on the indebtedness at a rate equal to the sum of LIBOR (as published in WSJ) plus 4%, calculated on a 360 day per year basis, payable monthly in arrears. Upon an event of default, the Debtor will pay interest on the indebtedness at a rate equal to the sum of LIBOR (as published in WSJ) plus 7%, calculated on a 360 day per year basis, payable monthly in arrears. * The only additional fee is a one-time DIP facility loan origination fee of $45,000, which will be fully earned upon entry of the Final DIP order. * The DIP Facility will mature on the occurrence of a "termination event". * The maximum loan limit under the DIP Facility is $18 million. * The DIP Lender is granted securities and liens, including a perfected first priority senior security interest in and lien upon all pre-and post-petition property of the Debtors, and the DIP indebtedness will have the highest administrative priority under Sec. 364(c)(1) of the Bankruptcy Code. About Miller Auto Parts Miller Auto Parts & Supply Company, Inc., and its affiliates are distributors of automotive parts and service equipment. The companies operate from the Johnson Industries Inc.'s headquarters in Atlanta, Georgia and have distribution operations in the southeast, northeast and on-line. The Southeastern distribution center is located in Norcross, Georgia and supports nine satellite centers across the state and supplies parts to key fleet customers across the country. Miller Auto Parts and its three subsidiaries sought Chapter 11 bankruptcy protection (Bankr. N.D. Ga.) on Sept. 15, 2014. The Debtors have sought joint administration under Lead Case No. 14-68113. The cases are assigned to Judge Mary Grace Diehl. The Debtors have tapped Scroggins & Williamson as counsel and Logan & Co. as claims and noticing agent. The Court granted the Debtors until July 13, 2015, to file one or more Chapter 11 plan(s). The U.S. Trustee for Region 21 appointed three creditors of Miller Auto Parts & Supply Company Inc. to serve on the official committee of unsecured creditors. The Committee selected Kane Russell Coleman & Logan as its counsel. MONROE HOSPITAL: Files Memorandum in Support of Liquidating Plan ---------------------------------------------------------------- In a memorandum of law in support of its Plan of Liquidation, Monroe Hospital, LLC, tells the Bankruptcy Court that the Plan is the culmination of the Debtor's successful sale of substantially all of its assets, including the Hospital, to Prime Healthcare Services - Monroe, LLC. James R. Irving, Esq., at Bingham Greenbaum Doll LLP, explains that the Sale was the product of years of marketing before the Petition Date and an extensive marketing effort after the Petition Date. Further, the Sale provided valuable and significant consideration to fund the liquidation of the Debtor's bankruptcy estate under the terms set forth in the Plan. Mr. Irving relates that the Plan is the result of extensive arm's length negotiations among the Debtor, MPT Bloomington, LLC, MPT Development Services, Inc., Prime, and other parties in interest. The Plan is fair, equitable and maximizes the value for all creditors. Specifically, the Plan contemplates recoveries for the holders of general unsecured claims who, absent an agreement among the Debtor and MPT would not otherwise receive any distributions at all. Furthermore, Mr. Irving avers that the orderly wind-down of the Debtor following the sale of its assets, as contemplated by the Plan, is in the best interests of the Debtor, its bankruptcy estate and its creditors. In the Certification of UpShot Services LLC regarding tabulation of votes in connection with Monroe Hospital, LLC's Plan of Liquidation, 100% of the number of Claims and 100% of the amount of Claims in Class 1 and 84% of the number of Claims and 47% of the amount of Claims in Class 2 voted to accept the Plan. Although the Claims and Equity Interests in Classes 2, 3 and 4 did not vote to accept the Plan, the Plan is still confirmable under Section 1129(b) of the Bankruptcy Code because it does not unfairly discriminate and is fair and equitable. There have been no timely objections to the Plan. As evidenced by the Plan formulation process, the Plan voting results, and the lack of significant substantive objections to the Plan, Mr. Irving submits that the Plan is in the best interests of holders of claims. In addition, the Plan satisfies all of the applicable requirements of the Bankruptcy Code. As a result, the Debtor requests that the Court confirm the Plan and enter the Proposed Confirmation Order. About Monroe Hospital Monroe Hospital, LLC, since 2006, has operated a 32 licensed bed private acute care medical surgical hospital in Bloomington, Indiana. It leases the land on which the hospital is located from MPT Bloomington, LLC. Monroe Hospital, LLC, filed a Chapter 11 bankruptcy petition (Bankr. S.D. Ind. Case No. 14-07417) in Indianapolis, Indiana, on Aug. 8, 2014. Joseph Roche signed the petition as president and chief executive officer. In its schedules, the Debtor disclosed $14.3 million in total assets and $136 million in liabilities. The case is assigned to Judge James M. Carr. The Debtor is represented by attorneys at Bingham Greenebaum Doll LLP. Upshot Services LLC acts as the Debtor's noticing, claims and balloting agent. NATIVE WHOLESALE: Defaulted Under Plan, States Claim ---------------------------------------------------- The States of California, New York, and Oklahoma submitted a joint motion for an order declaring Native Wholesale Supply Company in default under the Debtor's confirmed plan of reorganization. The States request that the Court require the Debtor to cure the default by requiring the return of moneys paid in violation of the provisions of Section 9.8(b) of the Plan; or determining that the States and the United States may exercise their rights under Section 9.16 of the Plan, establishing discovery deadlines, and requiring the Debtor's case to remain open pending the Court's resolution of the motion. According to the States, as part of the confirmed Plan, the Debtor paid existing judgments owed to Idaho and New Mexico. It is uncontroverted that, as of the Petition Date, the Debtor owed substantial sums of money to the United States and, potentially, to several of the States making the Motion and that amounts remained unpaid as of the confirmation date. About Native Wholesale Supply Company Native Wholesale Supply Company is engaged in the business of importing cigarettes and other tobacco products from Canada and selling them to third parties within the United States. It purchases the products from Grand River Enterprises Six Nations, Ltd., a Canadian corporation and the Debtor's only secured creditor. Native is an entity organized under the Sac and Fox Nation and has its principal place of business at 10955 Logan Road in Perrysburg, New York. Native filed for Chapter 11 bankruptcy (Bankr. W.D.N.Y. Case No. 11-14009) on Nov. 21, 2011. The Chapter 11 filing was triggered to resolve an ongoing dispute with the United States government regarding up to $43 million in assessments made by the government against the Debtor pursuant to the Fair and Equitable Tobacco Reform Act of 2004 and the Tobacco Transition Payment Program and to restructure the terms of payment of any obligation determined to be owing by the Debtor to the U.S. under the Disputed Assessment. The issues pertaining to the Disputed Assessment resulted in two lawsuits, subsequently consolidated, now pending in the Federal District Court. Robert J. Feldman, Esq., and Janet G. Burhyte, Esq., at Gross, Shuman, Brizdle & Gilfillan, P.C., in Buffalo, N.Y., represent the Debtor as counsel. The Company disclosed $30.02 million in assets and $70.6 million in liabilities as of the Chapter 11 filing. The States of California, New Mexico, Oklahoma and Idaho have appeared in the case and are represented by Garry M. Graber, Esq., and Craig T. Lutterbein, Esq., at Hodgson Russ LLP, in Buffalo, New York, and Karen Cordry, Esq., National Association of Attorneys General, in Washington, D.C. According to a Consensual Disclosure Statement for Joint Consensual Plan of Reorganization of Native Wholesale, and the States dated March 6, 2014, the Debtor established a Plan Funding Account at M&T and deposited $5.5 million on Feb. 4, 2014, and an additional $500,000 was deposited on Feb. 14, 2014. An additional $500,000 will be deposited in the Plan Funding Account on each succeeding 15th day of each month (or the first business day after the 15th) beginning in March 2014 until the Plan is confirmed. No trustee, examiner or creditors' committee has been appointed in the case. NEW LOUISIANA: Committee Can Tap CBIZ as Financial Advisor ---------------------------------------------------------- The Official Committee of Unsecured Creditors of New Louisiana Holdings LLC sought and obtained approval from the U.S. Bankruptcy Court for the Western District of Louisiana of their application to retain CBIZ Accounting, Tax & Advisory of New York, LLC, CBIZ Valuation Group, LLC, and CBIZ KA Consulting Services, LLC, as its financial advisors, nunc pro tunc to Dec. 22, 2014. In its application, the Committee said it has attempted to fulfill its fiduciary obligations to unsecured creditors without the assistance of an independent financial advisor. Although it received some financial information from the Debtors, it has become clear to the Committee that it must have its own financial advisor to help it sort through the complex issues likely to be contested at a confirmation hearing. The Committee selected CBIZ because its professionals have considerable experience in performing bankruptcy-related accounting services and financial analyses. The Committee has tapped CBIZ to provide, among other things, these services: a. Assist the Committee in its evaluation of the Debtor's postpetition cash flow and/or other projections and budgets prepared by the Debtor or its financial advisor; b. Monitor the Debtor's activities regarding cash expenditures and general business operations subsequent to the filing of the petition under Chapter 11. c. Assist the Committee in its review of monthly operating reports submitted by the Debtor or its financial advisor. d. Manager or assist with any investigation into the prepetition acts, conduct, transfers property, liabilities and financial condition of the Debtor, its management, or creditors, including the operation of the Debtor's businesses. e. Provide financial analysis related to the Debtor's use of cash collateral and any proposed DIP financing, including advising the Committee concerning such matters. f. Analyze transactions with vendors, insiders, related and/or affiliated entities, subsequent and prior to the date of the filing of the petition under Chapter 11. g. Assist the Committee or its counsel in any litigation proceedings against insiders and other potential adversaries. h. Assist the Committee in its review of the financial aspects of any proposed merger agreement or evaluation any plan of reorganization/liquidation. The current hourly rates charged by CBIZ for professional services are: Professional Hourly Rate ------------ ----------- Directors and Managing Directors $420 to $725 Managers and Senior Managers $305 to $420 Senior Associates and Staff $150 to $335 CBIZ has agreed to cap the monthly fees billed for its services to the Committee in the Chapter 11 cases as follows: CBIZ will not bill more than $75,000 per month for each of the first three full calendar months of its retention in the Chapter 11 cases, and CBIZ will not bill more than $65,000 per month for each subsequent month; provided, however, that if CBIZ bills less than the maximum allowable amount in any particular month, the difference between the maximum amount and the amount actually billed may be applied to increase a subsequent month's maximum allowable amount. Furthermore, if CBIZ bills in excess of the maximum allowable amount in any particular month, the difference between the maximum amount and the amount actually billed may be applied to any subsequent month's amount if under the allowable amount. Brian Ryniker, managing director of CBIZ, attests that CBIZ and its employees are "disinterested persons" as that term is defined in Section 101(14) of the Bankruptcy Code. Mr. Ryniker disclosed that Eric Martin, a senior manager employed by CBIZ NY performed CFO services for several of the Debtors named within the petition. Eric Martin will not perform any services, or be involved in any way as a financial advisor in the Debtors' Chapter 11 case. Moreover, an ethical wall will be erected between CBIZ NY and Eric Martin to avoid any passage of confidential information or materials regarding the Debtors or this case between the professionals of each entity. About New Louisiana Holdings New Louisiana Holdings LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No. 14-50756), on June 25, 2014. Ten affiliates of New Louisiana -- Acadian 4005 Tenant, LLC (Case No. 14-50850), Atrium 6555 Tenant, LLC, dba The Atrium at Lafreniere Assisted Living (Case No. 14-50851), Citiscape 5010 Tenant, LLC, dba Citiscape Apartments (Case No. 14-50853), Lakewood Quarters Assisted 8585 Tenant, LLC (Case No. 14-50854), Lakewood Quarters Rehab 8225 Tenant, LLC (Case No. 14-50855), Panola 501 Partners, LP (Case No. 14-50862), Regency 14333 Tenant, LLC (Case No. 14-50861), Retirement Center 14686 Tenant, LLC (Case No. 14-50856), Sherwood 2828 Tenant, LLC (Case No. 14-50857), St. Charles 1539 Tenant, LLC (Case No. 14-50858) and Woodland Village 5301 Tenant, LLC (Case No. 14-50859) filed Chapter 11 bankruptcy petitions on July 16, 2014. Fifteen additional affiliates of New Louisiana -- SA-PG Ocala LLC (Case No. 14-50909), SA-PG Operator Holdings LLC (Case No. 14-50912), SA-PG Clearwater LLC (Case No. 14-50913), SA-PG Gainesville LLC (Case No. 14-50914), SA-PG Jacksonville LLC (Case No. 14-50915), SA-PG Largo LLC (Case No. 14-50916), SA-PG North Miami LLC (Case No. 14-50917), SA-PG Orlando LLC (Case No. 14-50918), SA-PG Pinellas LLC (Case No. 14-50919), SA-PG Port St. Lucie LLC (Case No. 14-50920), SA-PG Sun City Center LLC (Case No. 14-50921), SA-PG Tampa LLC (Case No. 14-50922), SA-PG Vero Beach LLC (Case No. 14-50923), SA-PG West Palm Beach LLC (Case No. 14-50924) and SA-PG Winterhaven LLC (Case No. 14-50925) filed separate Chapter 11 bankruptcy petitions on July 28, 2014. Four more affiliates of New Louisiana -- CHC-CLP Operator Holding LLC (Case No. 14-51104), SA-St. Petersburg LLC (Case No. 14-51101), SA-Clewiston LLC (Case No. 14-51102) and SA-Lakeland LLC (Case No. 14-51103) -- that operate skilled nursing facilities located in Lakeland, Clewiston and St. Peterburg, Florida, sought protection under Chapter 11 of the Bankruptcy Code on Sept. 3, 2014. The Chapter 11 cases are jointly consolidated with New Louisiana's Chapter 11 case at Case No. 14-50756 before Judge Robert Summerhays of the United States Bankruptcy Court for the Western District of Louisiana (Lafayette). The Debtors are represented by Patrick J. Neligan, Jr., Esq., at Neligan Foley LLP, in Dallas, Texas. Jan M. Hayden and Baker Donelson Bearman Caldwell & Berkowitz, P.C. serves as local counsel. The U.S. Trustee for Region 5 on Oct. 3, 2014, appointed three creditors of New Louisiana Holdings, LLC, to serve on the official committee of unsecured creditors. Pepper Hamilton LLP and McGlinchey Stafford PLLC serve as counsel to the Committee. NEW LOUISIANA: Lakeland Wants CBA with United Food Approved ----------------------------------------------------------- SA-Lakeland, LLC, doing business as Palm Terrace of Lakeland, asks the Court to approve a collective bargaining agreement with United Food and Commercial Workers Union Local 1625. The CBA generally governs the employer-employee relationship between Lakeland and Union members, and provides policies and procedures related to employee schedules, training, benefits, paid time off, working conditions, and employment disputes. Subject to Court approval, the CBA will take effect as of Dec. 17, 2014, and continue until Dec. 31, 2015. Under the CBA, Lakeland is required to provide medical, dental, vision, and flexible spending account benefits to full-time employees and their dependents after 60 days of employment, and requires Lakeland to pay 100% of the premium cost of the coverage. The CBA also contains a multi-step grievance and arbitration process that is designed to facilitate the resolution of disputes, grievances, or complaints between Lakeland and Union members. The CBA also provides that employee grievances will first be addressed to the employee's direct supervisor and, if they are not resolved, presented "up the chain" to Lakeland's regional director of human resources and the Union representatives. Disputes that cannot be resolved by agreement between the Union and Lakeland will be submitted to binding arbitration according to the provisions of the CBA. A copy of the CBA is available for free at: http://bankrupt.com/misc/NEWLOUISIANA_497_cba.pdf Lakeland and the Union have also entered into a side agreement which provides incentives for the recruitment and retention of qualified employees. In general, the side agreement provides that current employees can be paid an incentive of up to $1,000 for referring a Certified Nursing Aide for employment with Lakeland. Lakeland believes that the CBA and the Side agreement are an important part of its operations and its ability to hire and retain qualified employees. About New Louisiana Holdings New Louisiana Holdings LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No. 14-50756), on June 25, 2014. Ten affiliates of New Louisiana -- Acadian 4005 Tenant, LLC (Case No. 14-50850), Atrium 6555 Tenant, LLC, dba The Atrium at Lafreniere Assisted Living (Case No. 14-50851), Citiscape 5010 Tenant, LLC, dba Citiscape Apartments (Case No. 14-50853), Lakewood Quarters Assisted 8585 Tenant, LLC (Case No. 14-50854), Lakewood Quarters Rehab 8225 Tenant, LLC (Case No. 14-50855), Panola 501 Partners, LP (Case No. 14-50862), Regency 14333 Tenant, LLC (Case No. 14-50861), Retirement Center 14686 Tenant, LLC (Case No. 14-50856), Sherwood 2828 Tenant, LLC (Case No. 14-50857), St. Charles 1539 Tenant, LLC (Case No. 14-50858) and Woodland Village 5301 Tenant, LLC (Case No. 14-50859) filed Chapter 11 bankruptcy petitions on July 16, 2014. Fifteen additional affiliates of New Louisiana -- SA-PG Ocala LLC (Case No. 14-50909), SA-PG Operator Holdings LLC (Case No. 14-50912), SA-PG Clearwater LLC (Case No. 14-50913), SA-PG Gainesville LLC (Case No. 14-50914), SA-PG Jacksonville LLC (Case No. 14-50915), SA-PG Largo LLC (Case No. 14-50916), SA-PG North Miami LLC (Case No. 14-50917), SA-PG Orlando LLC (Case No. 14-50918), SA-PG Pinellas LLC (Case No. 14-50919), SA-PG Port St. Lucie LLC (Case No. 14-50920), SA-PG Sun City Center LLC (Case No. 14-50921), SA-PG Tampa LLC (Case No. 14-50922), SA-PG Vero Beach LLC (Case No. 14-50923), SA-PG West Palm Beach LLC (Case No. 14-50924) and SA-PG Winterhaven LLC (Case No. 14-50925) filed separate Chapter 11 bankruptcy petitions on July 28, 2014. Four more affiliates of New Louisiana -- CHC-CLP Operator Holding LLC (Case No. 14-51104), SA-St. Petersburg LLC (Case No. 14-51101), SA-Clewiston LLC (Case No. 14-51102) and SA-Lakeland LLC (Case No. 14-51103) -- that operate skilled nursing facilities located in Lakeland, Clewiston and St. Peterburg, Florida, sought protection under Chapter 11 of the Bankruptcy Code on Sept. 3, 2014. The Chapter 11 cases are jointly consolidated with New Louisiana's Chapter 11 case at Case No. 14-50756 before Judge Robert Summerhays of the United States Bankruptcy Court for the Western District of Louisiana (Lafayette). The Debtors are represented by Patrick J. Neligan, Jr., Esq., at Neligan Foley LLP, in Dallas, Texas. Jan M. Hayden and Baker Donelson Bearman Caldwell & Berkowitz, P.C. serves as local counsel. The U.S. Trustee for Region 5 on Oct. 3, 2014, appointed three creditors of New Louisiana Holdings, LLC, to serve on the official committee of unsecured creditors. Pepper Hamilton LLP and McGlinchey Stafford PLLC serve as counsel to the Committee. OCULUS INNOVATIVE: Posts $5.91M Net Loss for Fourth Quarter ----------------------------------------------------------- Oculus Innovative Sciences, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, disclosing a net loss of $5.91 million on $3.22 million of total revenues for the three months ended Dec. 31, 2014, compared with a net loss of $611,000 on $3.29 million of total revenues for the same period in 2013. The Company's balance sheet at Dec. 31, 2014, showed $11.83 million in total assets, $4 million in total liabilities, and stockholders' equity of $7.83 million. Management believes that the Company has access to additional capital resources through possible public or private equity offerings, debt financings, corporate collaborations or other means; however, the Company has not secured any commitment for new financing at this time, nor can it provide any assurance that other new financings will be available on commercially acceptable terms, if needed. If the Company is unable to secure additional capital, it may be required to curtail its research and development initiatives and take additional measures to reduce costs in order to conserve its cash. If the economic climate in the U.S. deteriorates, the Company's ability to raise additional capital could be negatively impacted. If the Company is unable to secure additional capital, it may be required to curtail its research and development initiatives and take additional measures to reduce costs in order to conserve its cash in amounts sufficient to sustain operations and meet its obligations. These measures could cause significant delays in the Company's efforts to commercialize its products, which is critical to the realization of its business plan and the future operations of the Company. These matters raise substantial doubt about the Company's ability to continue as a going concern. A copy of the Form 10-Q is available at: http://is.gd/x4rNZP About Oculus Innovative Sciences Oculus Innovative Sciences, Inc. -- http://www.oculusis.com/-- develops, manufactures and markets a family of products intended to significantly reduce the need for antibiotics as it prevents and treats infections in chronic and acute wounds while simultaneously enhancing wound healing through modes of action unrelated to the treatment of infection. Oculus Innovative Sciences has two principal subsidiaries -- Oculus Technologies of Mexico, S.A. de C.V., organized in Mexico, and Oculus Innovative Sciences Netherlands, B.V., organized in the Netherlands. On January 20, 2009, the Company dissolved its subsidiary, Oculus Innovative Sciences Japan, KK, organized under Japanese law. The Company reported a net loss of $718,000 on $3.26 million of total revenues for the three months ended Sept. 30, 2014, compared with a net loss of $1.4 million on $4.09 million of total revenues for the same period in 2013. The Company's balance sheet at Sept. 30, 2014, showed $18.4 million in total assets, $5.02 million in total liabilities, and total stockholders' equity of $13.4 million. OSHKOSH CORP: Moody's Assigns 'Ba3' Rating on New Sr. Unsec. Notes ------------------------------------------------------------------ Moody's Investors Service affirmed Oshkosh Corporation's Ba2 Corporate Family Rating and its Ba2-PD Probability of Default Rating. Concurrently, Moody's assigned a Ba3 rating to Oshkosh's proposed senior unsecured notes offering. The existing senior unsecured debt ratings were affirmed at Ba3. The ratings affirmation reflects the company's low leverage, business diversity, and Moody's expectation for ongoing conservative balance sheet management. The rating outlook remains stable. Oshkosh plans to utilize the note proceeds to refinance the redemption of its $250 million senior unsecured notes due 2020. The transaction is modestly credit positive as it is anticipated to moderately reduce interest expense and extend the company's maturity profile. Moody's expects to withdraw the rating on the 2020 notes once they are redeemed. Moody's affirmed the following ratings on Oshkosh Corporation: -- Corporate Family Rating, Ba2; -- Probability of Default Rating, Ba2-PD; -- Senior Unsecured Regular Bond/Debenture Mar. 1, 2020, Ba3 LGD5; -- Senior Unsecured Regular Bond/Debenture Mar. 1, 2022, Ba3 LGD5; -- Speculative Grade Liquidity Rating, SGL-2. Moody's assigned the following rating to Oshkosh Corporation: -- Senior Unsecured Regular Bond/Debenture, Ba3 LGD5. -- The outlook remains Stable. Oshkosh's Ba2 CFR reflects the company's low leverage at approximately 2 times and good EBITA to interest coverage of over 6 times. Moreover, Moody's considers the impact from the contraction in Oshkosh's defense business to be sufficiently predictable and believes that the company's core businesses along with its balance sheet are supportive of the Ba2 rating. Moody's continues to believe that Oshkosh will consider acquisitions in the future to help offset the loss of revenue and profits from the contraction of its defense business. Moreover, the Ba2 CFR reflects the belief that future acquisitions will not be so large as to transform the company's balance sheet and materially pressure its credit quality. The rating considers the company's significant reliance on profits from its access equipment segment and incorporates the expectation that other operating segments should improve as the economy strengthens. Moody's believes the company's MOVE strategy will drive improved revenues, reduce costs, and diversify Oshkosh's revenue stream. Oshkosh's good market position in key end markets including access equipment, defense and commercial trucks supports solid free cash flow, although the company is exposed highly to cyclical customer demand. Moody's believes that Oshkosh will maintain a modest leverage profile to provide flexibility to manage through economic downturns. The SGL-2 speculative grade liquidity rating reflects good anticipated operating cash flow generation and existing cash balances that provide good coverage of the modest required term loan amortization and capital spending needs. Moreover, additional liquidity is available under the undrawn and recently upsized $850 million revolver due 2019 with ample covenant cushion. The stable rating outlook reflects Moody's view that the company will be able to improve its cash flows over the next two years through the efficiency gains targeted in its MOVE strategy, and as its underperforming businesses become more efficient and the economy improves. The rating is unlikely to be upgraded over the intermediate term given the concentration of its operating profits from the access business and the ongoing contraction of its defense operations. For positive traction to be considered, a more diversified profitability stream would be necessary including a track record of positive EBITDA growth over a sustained period. Moreover, if the company chooses to grow through acquisitions, a clear strategy that delineates its balance sheet and related targets would be necessary to overcome the uncertainty surrounding additional acquisitions. The ratings may be downgraded if liquidity deteriorates or if debt-to-EBITDA leverage increases to over 3 times on a Moody's adjusted basis and was anticipated to remain elevated. A large debt financed acquisition, or multiple mid-sized acquisitions, could also pressure the ratings. Any material weakness in its access equipment segment could create ratings pressure given its reliance on the business. The principal methodology used in these ratings was Global Manufacturing Companies published in July 2014. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Oshkosh Corporation (Oshkosh) is a leading designer, manufacturer and marketer of a broad range of specialty vehicles and vehicle bodies. The company operates in four segments: access equipment, defense, fire & emergency, and commercial (rear and front-discharge concrete mixers and refuse collection vehicles as well as other products for construction companies). Revenues for the LTM period ended Dec. 31, 2014 totaled approximately $6.6 billion. OSHKOSH CORP: S&P Rates Proposed $250MM Sr. Unsecured Notes 'BB+' ----------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB+' rating to Oshkosh, Wisc.-based Oshkosh Corp.'s proposed $250 million senior unsecured notes due 2025. The recovery rating on the notes is '4', indicating S&P's expectation for average (30% to 50%) recovery in the event of a payment default. S&P's recovery expectations are in the lower half of the 30% to 50% range. Oshkosh intends to use the proceeds from the notes, along with available cash, to redeem its outstanding $250 million unsecured notes due 2020. S&P's 'BB+' corporate credit rating and stable outlook on Oshkosh Corp. remain unchanged. The corporate credit rating on Oshkosh reflects its "fair" business risk profile and "intermediate" financial risk profile. The "fair" business risk profile reflects the company's market-leading positions in most end markets, its good scale and scope, as well as S&P's view that its profitability is volatile and relatively low for a company in the capital goods sector, despite recent improvement. S&P believes Oshkosh's financial policy, which includes targeted reported debt to EBITDA of 1x to 2x, supports an "intermediate" financial risk profile after accounting for the company's potential cash flow and leverage volatility. RATINGS LIST Oshkosh Corp. Corporate Credit Rating BB+/Stable/-- New Rating Oshkosh Corp. $250 Mil. Senior Unsec. Notes Due 2025 BB+ Recovery Rating 4 PANDA SHERMAN: S&P Affirms 'B' Rating & Changes Outlook to Stable ----------------------------------------------------------------- Standard & Poor's Ratings Service said it revised its recovery rating on Panda Sherman Power LLC to '2' from '3'. S&P also affirmed the project rating of 'B'. The outlook is unchanged at stable. The improved recovery rating stems from several factors. While S&P anticipates that the ERCOT market will be relatively weak in 2015, after several consecutive mild summers, the economics of this market are more favorable in the long term, leading to a more robust valuation of the project at default. S&P now has more visibility into upcoming environmental rules within that will influence generators in Texas, including the Cross-State Air Pollution Rule, the Regional Haze Rule, and, more distantly, the Clean Power Plan. The Sherman project, along with other combined-cycle gas turbines in ERCOT, stands to benefit from these changes, yielding a robust valuation of nearly $400 per kilowatt in a default scenario. This valuation is partially buttressed by its relative youth, compared with other generators in the region. The stable outlook on the debt ratings reflects S&P's view that the project has sufficient liquidity during the construction phase. It also reflects S&P's expectation that the volatile cash flow will still adequately cover debt service throughout the debt's tenor, resulting in a minimum DSCR around 1x during the term loan B period. PITTSBURGH CORNING: Plan Appeal Ruling May Take Many Months ----------------------------------------------------------- It will likely take many months for the Third Circuit Court of Appeals to render its decision on the appeal from the Delaware district court order affirming Pittsburgh Corning Corporation's bankruptcy reorganization plan, according to information disclosed in Corning Incorporated's Form 10-K Report for the fiscal year ended Dec. 31, 2014. Corning Inc. and PPG Industries, Inc. each own 50% of the capital stock of Pittsburgh Corning Corporation. Over a period of more than two decades, PCC and several other defendants have been named in numerous lawsuits involving claims alleging personal injury from exposure to asbestos. On April 16, 2000, PCC filed for Chapter 11 reorganization in the U.S. Bankruptcy Court for the Western District of Pennsylvania. At the time PCC filed for bankruptcy protection, there were approximately 11,800 claims pending against Corning in state court lawsuits alleging various theories of liability based on exposure to PCC's asbestos products and typically requesting monetary damages in excess of one million dollars per claim. Corning has defended those claims on the basis of the separate corporate status of PCC and the absence of any facts supporting claims of direct liability arising from PCC's asbestos products. Corning, with other relevant parties, has been involved in ongoing efforts to develop a Plan of Reorganization that would resolve the concerns and objections of the relevant courts and parties. On November 12, 2013, the Bankruptcy Court issued a decision finally confirming an Amended PCC Plan of Reorganization. On September 30, 2014, the United States District Court for the Western District of Pennsylvania affirmed the Bankruptcy Court's decision confirming the Amended PCC Plan. On October 30, 2014, one of the objectors to the Plan appealed the District Court's affirmation of the Plan to the United States Court of Appeals for the Third Circuit, and that appeal is currently being scheduled for briefing. It will likely take many months for the Third Circuit Court of Appeals to render its decision. Under the Plan as affirmed by the Bankruptcy Court and affirmed by the District Court, Corning is required to contribute its equity interests in PCC and Pittsburgh Corning Europe N.V. ("PCE"), a Belgian corporation, and to contribute $290 million in a fixed series of payments, recorded at present value. Corning has the option to use its shares rather than cash to make these payments, but the liability is fixed by dollar value and not the number of shares. The Plan requires Corning to make: (1) one payment of $70 million one year from the date the Plan becomes effective and certain conditions are met; and (2) five additional payments of $35 million, $50 million, $35 million, $50 million, and $50 million, respectively, on each of the five subsequent anniversaries of the first payment, the final payment of which is subject to reduction based on the application of credits under certain circumstances. In addition to the claims against Corning related to its ownership interest in PCC, Corning is also the defendant in approximately 9,700 other cases (approximately 37,300 claims) alleging injuries from asbestos related to its Corhart business and similar amounts of monetary damages per case. When PCC filed for bankruptcy protection, the Court granted a preliminary injunction to suspend all asbestos cases against PCC, PPG and Corning -- including these non-PCC asbestos cases (the "stay"). The stay remains in place as of the date of this filing. Under the Bankruptcy Court's order confirming the Amended PCC Plan, the stay will remain in place until the Amended PCC Plan is finally affirmed by the District Court and the Third Circuit Court of Appeals. These non-PCC asbestos cases have been covered by insurance without material impact to Corning to date. As of December 31, 2014, Corning had received for these cases approximately $19 million in insurance payments related to those claims. If and when the Bankruptcy Court's confirmation of the Amended PCC Plan is finally affirmed, these non-PCC asbestos claims would be allowed to proceed against Corning. Corning has recorded in its estimated asbestos litigation liability an additional $150 million for these and any future non-PCC asbestos cases. The liability for the Amended PCC Plan and the non-PCC asbestos claims was estimated to be $681 million at December 31, 2014, compared with an estimate of liability of $690 million at December 31, 2013. The $681 million liability is comprised of $241 million of the fair value of PCE, $290 million for the fixed series of payments, and $150 million for the non-PCC asbestos litigation, all referenced in the preceding paragraphs. With respect to the PCE liability, at December 31, 2014 and 2013, the fair value of $241 million and $250 million of our interest in PCE significantly exceeded its carrying value of $162 million and $167 million, respectively. There have been no impairment indicators for our investment in PCE and we continue to recognize equity earnings of this affiliate. At the time Corning recorded this liability, it determined it lacked the ability to recover the carrying amount of its investment in PCC and its investment was other than temporarily impaired. As a result, we reduced our investment in PCC to zero. As the fair value in PCE is significantly higher than book value, management believes that the risk of an additional loss in an amount materially higher than the fair value of the liability is remote. With respect to the liability for other asbestos litigation, the liability for non-PCC claims was estimated based upon industry data for asbestos claims since Corning does not have recent claim history due to the injunction issued by the Bankruptcy Court. The estimated liability represents the undiscounted projection of claims and related legal fees over the next 20 years. The amount may need to be adjusted in future periods as more data becomes available; however, we cannot estimate any additional losses at this time. For the years ended Dec. 31, 2014 and 2013, Corning recorded asbestos litigation income of $9 million and expense of $19 million, respectively. The entire obligation is classified as a non-current liability, as installment payments for the cash portion of the obligation are not planned to commence until more than 12 months after the Amended PCC Plan becomes effective and the PCE portion of the obligation will be fulfilled through the direct contribution of Corning's investment in PCE (currently recorded as a non-current other equity method investment). Several of Corning's insurers have commenced litigation in state courts for a declaration of the rights and obligations of the parties under insurance policies, including rights that may be affected by the potential resolutions described above. Corning is vigorously contesting these cases, and management is unable to predict the outcome of the litigation. PLASCO ENERGY: Ontario Court Names Ernst & Young as Monitor ----------------------------------------------------------- The Ontario Superior Court of Justice appointed Ernst & Young Inc. as monitor in the proceedings of Plasco Energy Group Inc., Plasco Trail Road Inc. and Plasco Ottawa Inc. under the Companies' Creditors Arrangement Act pursuant to the order of the Court dated Feb. 10, 2015 (Court File No. CV-1510869-00CL). The initial order provides, among other things, for a stay of any creditor actions or proceedings until March 11, 2015. The stay period may be extended by the Court from time to time. The initial order also prohibits the Company from making payments of amounts relating to the supply of goods or services prior to Feb. 10, 2015, other than payments to certain parties. The monitor can be reached at: Ernst & Young Inc. 99 Bank Street, Suite 1200 Ottawa, ON K1P 6B9 Tel: 1-844-941-1790. Based in Ontario, Canada, Plasco Energy Group Inc. -- http://www.plascoenergygroup.com/-- is development stage technology company that assist communities achieve their landfill diversion and renewable energy goals. PRIME TIME: Wants Court to Extend Plan Filing Deadline to Aug. 15 ----------------------------------------------------------------- Prime Time International Company and its debtor-affiliates ask the U.S. Bankruptcy Court for the District of Arizona to further extend their exclusive periods to: a) file a Chapter 11 plan of reorganization until Aug. 15, 2015; and b) solicit acceptances of that plan until Oct. 15, 2015. The Debtors remind the Court that their current exclusive plan filing deadline is set to expire on March 16, 2015, and the exclusive solicitation deadline will expire on May 18, 2015. According to the Debtors, on Nov. 13, 2014, the Court authorized the sale of substantially all of the Debtors' assets. Since approval of the sale, the Debtors have worked to satisfy all closing conditions, including the issuance of licenses. The Debtors relate they are working with the various regulatory bodies and have not received any negative feedback. However, processing the various applications is pending and the Debtors likely will not have all licenses transferred or reissued by March 16, 2015. In order to allow the Debtor to proceed toward closing and then wind-up its Chapter 11 cases in an orderly fashion, the Debtors request that the Exclusivity Periods be extended. Their lender, and approved buyer, is supportive of the extension, the Debtors note. The Court has yet to set a hearing date and time to consider the Debtors' extension request. About Prime Time International Prime Time International Company, formerly known as Single Stick Inc., manufactures and distributes cigarettes and little cigars. PTIC has two wholly-owned subsidiaries: USA Tobacco, which distributes PTIC's products, and 21st Century Brands, LLC, which distributes non-tobacco consumer products. Annual sales are $40 million and the company's products are in 100,000 convenience stores in North America. The company has direct accounts with each of the top 25 largest convenience store distributors in the United States. Prime Time and its two subsidiaries sought Chapter 11 bankruptcy protection (Bankr. D. Ariz. Lead Case No. 14-03518) in Phoenix on March 15, 2014. The Debtors have tapped Greenberg Traurig as attorneys, Odyssey Capital Group, LLC, as financial advisors, and Schian Walker, P.L.C., as conflicts counsel. The Debtors disclosed $26.8 million in total assets and $23.4 million in total liabilities as of Jan. 31, 2014. PWK TIMBELAND: Plan Outline Hearing Continued Until March 19 ------------------------------------------------------------ The U.S. Bankruptcy Court continued until March 19, 2015, at 10:30 a.m., the hearing to consider adequacy of information in the Amended Disclosure Statement explaining the Chapter 11 filed by PWK Timberland, LLC. About PWK Timberland Lake Charles, Louisiana-based PWK Timberland LLC sought Chapter 11 protection (Bankr. W.D. La. Case No. 13-20242) on March 22, 2013. Gerald J. Casey, Esq., serves as counsel to the Debtor. The Debtor disclosed $15 million in assets and $1.79 million in liabilities as of the Chapter 11 filing. The Debtor has filed a first amended plan of reorganization and explanatory disclosure statement. A copy of the First Amended Disclosure Statement dated April 30, 2014, is available for free at http://bankrupt.com/misc/PWKTIMBERLAND_1stAmdDS.PDF As reported in the Dec. 11, 2013 edition of the Troubled Company Reporter, PWK Timberland's Plan provides that all allowed claims will be satisfied in full. The Plan contemplates (i) that the unsecured claims of former members are unimpaired; (ii) the Debtor does not believe there are any general unsecured creditors but if there are, they will be paid in full on the Effective Date; and (iii) equity holders agreed to forgo any payments under the plan until all impaired creditors have been paid in according to the terms of the Plan. QUALITY LEASE: Authorized to Access $300K Revolving Note -------------------------------------------------------- U.S. Bankruptcy Judge David R. Jones authorized Quality Lease and Rental Holdings, LLC, to obtain $300,000 of financing in the form of a revolving credit note. Walter J. Cicack, Esq., at Hawash Meade Gaston Neese & Cicack LLP, in Houston, representing the Debtors, relates that the Debtors and Main Street Capital Corporation, as agent for lenders Main Street Equity Interests, Inc. and MSCII Equity Interests, LLC, have agreed to extend the Cash Collateral Order. However, the Debtors' cash is currently insufficient to pay the current expenses contemplated in the budget, including payroll. Accordingly, the Debtors will require an additional funds to pay the shortfall. The Main Street Lenders, the Debtors' senior secured lenders, have agreed to provide unsecured DIP financing in connection with a Revolving Credit Note of up to $300,000 to cover the projected shortfall. The Revolving Credit Note will be allowed as an administrative expense pursuant to 11 U.S.C. Sec. 503(b). According to Mr. Cicack, the funds from the Revolving Credit Note will be used to help fund the Debtors' operations for the next few months while the Debtors formulate a Chapter 11 plan. The Debtors anticipate confirming a plan of reorganization prior to the maturity of the Revolving Credit Note. Without the Revolving Credit Note, the Debtors may not be unable to fully continue operations. The material terms of the Revolving Credit Note are as follows: A. Revolving Credit Amount: up to $300,000 B. Interest Rate: 8% F. Maturity Date: Note comes due on the earlier (a) June 15, 2015; (b) the effective date of a plan of reorganization or arrangement in the Chapter 11 Case; or (c) conversion of the case to a Chapter 7. G. Collateral/lien: None H. Treatment/priority: Administrative expense under 11 U.S.C. Sec. 503(b) or 507(b), subject only to administrative fees and expenses of professionals allowed under Section 327 of the Bankruptcy Code and US Trustee Fees. I. Additional Adequate Protection: None J. Prepayment: Borrowers may from time to time prepay all or any portion of the outstanding principal balance of this Note without premium or penalty and without further approval of the Bankruptcy Court. The Debtors believe that they have business justification for entering into the Revolving Credit Note in order to ensure that future operations are funded. The Debtors are unable to obtain alternative financing on reasonable terms with short notice. Further, the terms of the Revolving Credit Note are favorable and it is unlikely that better terms could otherwise be negotiated. Mr. Cicack submits that the Debtors will suffer irreparable harm if the Motion is not immediately considered as it does not have the funds to pay immediate expenses. There is little harm to general unsecured creditors under this agreement since the secured lender already has a first lien on substantially all of the Debtors' assets. Thus, if the Debtors cannot fund operations, they will have to cease operating and Main Street Lenders will seek to enforce its remedies in its collateral subject to its liens, leaving nothing for unsecured creditors. Accordingly, emergency consideration of this motion is required. About Quality Lease and Rental Holdings Quality Lease and Rental Holdings, LLC, doing business as Rocaceia Energy Services, sought bankruptcy protection in Victoria, Texas (Bankr. S.D. Tex. Case No. 14-60074) on Oct. 1, 2014. Related entities Quality Lease Rental Service, LLC, Quality Lease Service, LLC, and Rocaceia, LLC also sought bankruptcy protection (Case Nos. 14-60075 to 14-60077). The cases are assigned to Judge David R Jones. The Debtors have tapped Walter J. Cicack, Esq., at Hawash Meade Gaston Neese & Cicack LLP, in Houston, as counsel. The U.S. Trustee for Region 7 was unable to solicit sufficient interest to form a committee that will represent unsecured creditors of the Debtors. QUEST FOUR: Case Summary & Largest Unsecured Creditor ----------------------------------------------------- Debtor: Quest Four, L.L.C. 180 Mayo Road Edgewater, MD 21037 Case No.: 15-12179 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: February 17, 2015 Court: United States Bankruptcy Court District of Maryland (Baltimore) Judge: Hon. James F. Schneider Debtor's Counsel: Richard M. McGill, Esq. MCGILL & WOOLERY PO Box 358 5303 West Court Dr. Upper Marlboro, MD 20773 Tel: (301) 627-5222 Email: mcgillrm@aol.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $0 to $50,000 The petition was signed by Blake D. Paulson, vice president. The Debtor listed Anne Arundel County as its largest unsecured creditor holding an unknown amount of claim for realty property taxes owed. A copy of the petition is available for free at: http://bankrupt.com/misc/mdb15-12179.pdf REED AND BARTON: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Reed and Barton Corporation fka Reed and Barton Silversmiths fka Reed and Barton Silversmith aka Reed & Barton Corporation 144 West Britannia Street Taunton, MA 02780 Case No.: 15-10534 Type of Business: Designer and distributor of silverware and tableware, along with flatware, crystal drinkware, picture frames, ornaments, and baby giftware. Chapter 11 Petition Date: February 17, 2015 Court: United States Bankruptcy Court District of Massachusetts (Boston) Judge: Hon. Henry J. Boroff Debtor's Counsel: John J. Monaghan, Esq. HOLLAND & KNIGHT LLP 10 St. James Avenue Boston, MA 02116 Tel: (617) 523-2700 Email: bos-bankruptcy@hklaw.com john.monaghan@hklaw.com Debtor's KEIGHTLEY & ASHNER LLP Special ERISA Counsel: Debtor's ETHAN E. KRA ACTUARIAL SERVICES LLC Actuarial Consultant: Debtor's FINANCO, LLC Investment Banker: Debtor's VERDOLINO & LOWEY, P.C. Accountant: Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Timothy K. Riddle, president. List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 41 Madison L.P. Prepetition lease $31,194 obligations B & J Manufacturing Corp. Goods/services $10,270 provided CBIZ Tofias Goods/services $13,000 provided Crystal Bohemia, A.S. Goods/services $20,742 provided Division of Ecological Contribution $85,000 Restoration regarding River Mill Dam restoration G.B.G. S.r.l. Goods/services $11,697 provided Key Container Corp. Goods/services $13,112 provided Krebel, Loretta Supplementary Unknown Executive Retirement Plan LeachGarner Goods/services $15,739 provided MA Dept. of Environmental Environmental $500,000 Protection cleanup and 1 Winter Street restoration Boston, MA 02108 Pension Benefit Guaranty Corp. Underfunded $18,000,000 1200 K Street, N.W. contribution Washington, DC 20005 liability Rolf Glass Goods/services $30,037 provided Rosse and Associates Goods/services $16,337 provided SEORIM VIETNAM Company, Ltd. Goods/services $966,240 Plot D14-1, Road No 5 provided Long Binh Industrial Zone Bien Hoa City, Dong Nai Prov. Vietnam Sung Jin (Hongkong) Limited Goods/services $25,711 provided Terry, Charles Supplementary Executive Unknown Retirement Plan Wacker Industrial Co. Ltd. Goods/services $56,240 provided Winko Internatonal Products Goods/services $87,336 Limited provided Woodmax Ky Industries Corp. Goods/services $266,344 3F, No. 91 Ta Shun 1st provided Road Kaohsiung City, 813 Taiwan R.O.C. Wynne, Paula Goods/services $8,628 provided REVEL AC: ACR, BNY Appeal Final DIP Financing Order --------------------------------------------------- ACR Energy Partners, LLC, and The Bank of New York Mellon as trustee, creditors in the Chapter 11 cases of Revel Ac, Inc., et al., took an appeal of the Bankruptcy Court's final order authorizing the Debtors to: i) obtain postpetition financing consisting of a senior secured priming superpriority revolving credit facility, with Wells Fargo Bank, N.A., as administrative agent and collateral agent, Wells Fargo Bank, N.A., as letter of credit issuer and Wells Fargo Principal Lending, LLC, and other lenders from time to time party thereto; ii) grant senior priming liens and superpriority claims to postpetition lenders; and iii) use cash collateral. ACR Energy is also appealing the Court's Jan. 30 order granting Wells Fargo's motion to strike the objection to the Debtor's motion for DIP Financing. DIP Financing The Wells Fargo-led lenders have agreed to extend credit. The Debtors would use the funds to continue operations and to administer and preserve the value of their estates pending the consummation of a proposed sale of all or substantially all of the Debtors' assets and property. As adequate protection from any diminution value of the lender's collateral, the Debtor will grant the DIP Secured Parties replacement liens, a superpriority administrative claim status, subject to carve out on certain expenses. Subject to the terms and conditions of the final DIP order, the DIP Borrower is authorized to borrow money and incur letter of credit reimbursement obligations under the DIP Facility up to an aggregate principal amount of $71 million. The DIP Guarantors are authorized to unconditionally guarantee, on a joint and several basis, repayment of the DIP obligations. A copy of the Financing Order is available for free at: http://bankrupt.com/misc/REVELAC_1236_financingord.pdf ACR Energy is represented by: Stuart M. Brown, Esq. Timothy J. Lowry, Esq. Richard Chesley, Esq. DLA PIPER LLP (US) 17 Gordon's Alley, Suite 100 Atlantic City, NJ 08401 Tel: (609) 449-7000 BoNY Mellon is represented by: Amy Caton, Esq. P. Bradley O'Neill, Esq. Stephen Zide, Esq. KRAMER LEVIN NAFTALIS & FRANKEL LLP 1177 Avenue of the Americas New York, NY 10036 Tel: (212) 715-9100 Fax: (212) 715-8000 Edward P. Zujkowski, Esq. Thomas A. Pitta, Esq. EMMET, MARVIN & MARTIN, LLP 120 Broadway, 32nd Floor New York, NY 10271 - and - 177 Madison Avenue Morristown, NJ 07960 Tel: (212) 238-3000 Fax: (212) 238-3100 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. REVEL AC: Committee's Counsel Now Known as Cole Schotz P.C. ----------------------------------------------------------- Counsel for the the Official Committee of Unsecured Creditors in the Chapter 11 case of Revel AC, Inc., et al., Cole, Schotz, Meisel, Forman & Leonard, P.A. changed its name to Cole Schotz P.C., effective as of Jan. 22, 2015. The firm said that its lawyers' addresses, telephone and facsimile numbers have not been affected by the change. The firm can be reached at: Michael D. Sirota, Esq. Warren A. Usatine, Esq. Ryan T. Jareck, Esq. COLE SCHOTZ P.C. Court Plaza North 25 Main Street P.O. Box 800 Hackensack, NJ 07602-0800 Tel: (201) 489-3000 Fax: (201) 489-1536 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. REVEL AC: Court Sets Solicitation Deadline to April 30 ------------------------------------------------------ The Hon. Gloria M. Burns of the U.S. Bankruptcy Court for the District of New Jersey extended the exclusive solicitation period of Revel AC Inc. and its debtor-affiliates until April 30, 2015. 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. REVEL AC: Plan Exclusivity Extended Until April 30 -------------------------------------------------- The U.S. Bankruptcy Court entered an order extending until April 30, 2015, the exclusive period of Revel AC, Inc., et al., to solicit acceptances for a chapter 11 plan or plans of reorganization. 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. REX VENTURE: Court Certifies Defendant Class in Clawback Suit ------------------------------------------------------------- District Judge Graham C. Mullen in Charlotte, North Carolina, granted the request of Kenneth D. Bell, the court-appointed Receiver for Rex Venture Group, LLC d/b/a ZeekRewards.com, to certify a Defendant class in a class action complaint comprised of all persons or entities who were so-called "Net Winners" of more than $1,000 in ZeekRewards. The Receiver initiated a "clawback" litigation, alleging as follows: Paul Burks, the owner and former top executive of RVG, and other management insiders used RVG in their operation of a massive Ponzi and pyramid scheme through ZeekRewards from at least January 2011 until August 2012. More than 700,000 participants lost over $700 million dollars in the scheme. Burks and the management insiders used ZeekRewards to promise substantial payouts and outsize returns to all participants, but few actually benefitted. Those who did benefit were paid not with profits from a legitimate retail operation, but rather from money paid in by later investors in the scheme. The largest "net winners" (those who received more money from ZeekRewards than they paid in) each received well over a million dollars, and many others received hundreds of thousands of dollars. On August 17, 2012, the Securities and Exchange Commission filed an action in District Court, Securities and Exchange Commission v. Rex Venture Group, LLC d/b/a ZeekRewards.com and Paul Burks, Civil Action No. 3:12cv519, to obtain injunctive and monetary relief against Paul Burks, shut down the ZeekRewards Ponzi and pyramid scheme, freeze RVG's assets, and seek appointment of a receiver for RVG. That same date, in the Agreed Order Appointing Temporary Receiver and Freezing Assets of Defendant Rex Venture Group, LLC, this Court appointed Kenneth D. Bell as the Receiver over the assets, rights, and all other interests of the estate of Rex Venture Group, LLC, d/b/a www.ZeekRewards.com and its subsidiaries and any businesses or business names under which it does business. The Order further directed Mr. Bell as RVG's Receiver to institute actions and legal proceedings seeking the avoidance of fraudulent transfers, disgorgement of profits, imposition of constructive trusts, and any other legal and equitable relief that the Receiver deems necessary and appropriate to preserve and recover RVG's assets for the benefit of the Receivership Estate. The Complaint alleges that the vast majority of the ZeekRewards winners' money came from ZeekRewards losers rather than legitimate business profits. At least $845 million was paid in to ZeekRewards, of which no more than $6.3 million (less than 1%) came from retail bid purchases by non-participants. In total, the ZeekRewards database records show that over 92% of the money paid in to ZeekRewards came from Net Losers rather than Net Winners, and ZeekRewards' Net Winners received over $283 million in net winnings. The Receiver alleges that because ZeekRewards' Net Winners "won" (the victims') money in an unlawful combined Ponzi and pyramid scheme, the Net Winners are not permitted to keep their winnings and must return the fraudulently transferred winnings to the Receiver for distribution to ZeekRewards' victims. The Receiver filed this "clawback" action on February 28, 2014, asserting claims of relief against approximately 9,400 Net Winners for: (1) Fraudulent Transfer of RVG Funds in Violation of the North Carolina Uniform Fraudulent Transfer Act; (2) Common Law Fraudulent Transfer; and (3) Constructive Trust. The case is, KENNETH D. BELL, in his capacity as a court-appointed Receiver for Rex Venture Group, LLC d/b/a ZeekRewards.com, Plaintiff, v. TODD DISNER, in his individual capacity and in his Capacity as trustee for Kestrel Spendthrift Trust; TRUDY GILMOND; TRUDY GILMOND, LLC; JERRY NAPIER; DARREN MILLER; RHONDA GATES; DAVID SORRELLS; INNOVATION MARKETING, LLC; AARON ANDREWS; SHARA ANDREWS; GLOBAL INTERNET FORMULA, INC; T. LEMONT SILVER; KAREN SILVER; MICHAEL VAN LEEUWEN; DURANT BROCKETT; DAVID KETTNER; MARY KETTNER; P.A.W.S. CAPITAL MANAGEMENT LLC; LORI JEAN WEBBER; and a Defendant Class of Net Winners in ZEEKREWARDS.COM, Defendants, No. 3:14CV91 (W.D.N.C.). A copy of the Court's February 10, 2015 Order is available at http://bit.ly/1zmrG17from Leagle.com. Kenneth D. Bell is represented by: Irving M. Brenner, Esq. Matthew E. Orso, Esq. McGUIREWOODS LLP 201 North Tryon Street, Suite 3000 Charlotte, NC 28202-2146 Tel: +1 704 343 2075 Fax: +1 704 343 2300 E-mail: ibrenner@mcguirewoods.com morso@mcguirewoods.com SALTON SEA: S&P Lowers Rating on $285MM Bonds Due 2018 to 'B' ------------------------------------------------------------- Standard & Poor's Ratings Services lowered its rating to 'B' from 'BB-' on Salton Sea Funding Corp.'s (SSFC) $285 million senior bonds due 2018 ($69.1 million outstanding as of Dec. 31, 2014). The recovery rating remains unchanged at '1'. The outlook is negative. At the same time, S&P lowered its rating to 'CCC' from 'B-' on holding company CE Generation LLC's (CE Gen) $400 million secured bonds due 2018 ($122.9 million outstanding as of Dec. 31, 2014). The recovery rating remains unchanged at '2'. The outlook is negative. "The rating action on the SSFC senior secured debt issue credit rating reflects our view of SSFC's weaker projected financial performance resulting from the downward revisions of our U.S. natural gas price deck and our subsequent reduction of projected short-run avoided cost power prices paid to the project," said Standard & Poor's credit analyst Tony Bettinelli. "The rating action on the CE Gen senior secured rating reflects our view of larger cash deficits, estimated at about $30 million per year, resulting from our anticipation of no distributions from subsidiary SSFC given SSFC's weaker projected financial performance and inability to meet its distribution test ratio of 1.5x," Mr. Bettinelli added. The negative outlook on the SSFC rating reflects S&P's uncertainty about SSFC's project cash flows resulting from the timing and costs associated with production improvements at the project. The negative outlook on the CE Gen rating reflects S&P's anticipation that CE Gen will have insufficient cash flows through maturity to service debt as a result of the lockup test at SSFC. SAMSON RESOURCES: S&P Lowers CCR to 'CCC+'; Outlook Negative ------------------------------------------------------------ Standard & Poor's Ratings Services lowered its corporate credit rating on Tulsa, Okla.-based Samson Resources Corp. to 'CCC+' from 'B-'. The outlook is negative. At the same time, S&P lowered its rating on Samson's revolving credit facility to 'B' (two notches above the corporate credit rating) from 'B+'. The recovery rating on this debt remains '1', indicating S&P's expectation of very high (90% to 100%) recovery in the event of a payment default. S&P also lowered its rating on Samson's second-lien debt to 'CCC+' (the same as the corporate credit rating) from 'B-'. The recovery rating on this debt remains '4', indicating S&P's expectation of average (30% to 50%) recovery in the event of a payment default. S&P also lowered its rating on subsidiary Samson Investment Co.'s unsecured notes to 'CCC-' (two notches below the corporate credit rating) from 'CCC'. The recovery rating on this debt remains '6', indicating S&P's expectation of negligible (0% to 10%) recovery in the event of a payment default. S&P also removed the ratings from CreditWatch, where they were placed with negative implications on Dec. 19, 2014. Samson Investment Co. is a subsidiary of Samson Resources and a borrower of these debt instruments. The downgrade on Samson reflects S&P's view of the company's unsustainably high leverage measures and "less than adequate" liquidity position. While the company is looking to sell assets, S&P believes it could face difficulty in realizing sufficient proceeds to address liquidity and leverage issues, given the weak commodity price environment. The ratings on Samson also reflect the company's significant exposure to weak natural gas prices, below-average profitability measures, and private equity ownership. The ratings also reflect the company's medium size and scale, and large resource acreage positions. Standard & Poor's considers Samson's business risk "weak," and its financial risk "highly leveraged." S&P assess Samson's liquidity to be "less than adequate." S&P do not believe the company has the ability to absorb low-probability adversities and does not have a satisfactory standing in credit markets. The negative outlook reflects S&P's expectation that Samson's liquidity could deteriorate over the next 12 months. S&P could lower the ratings if liquidity further deteriorates beyond current levels, if the company is unable to meet its obligations or if S&P felt the company would restructure its debt. S&P would consider revising the outlook to stable if the company improves its liquidity (most likely through asset sales). SCIO DIAMOND: Minimal Revenue Raises Going Concern Doubt -------------------------------------------------------- Scio Diamond Technology Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, disclosing a net loss of $1.32 million on $109,400 of net revenue for the three months ended Dec. 31, 2014, compared to a net loss of $865,000 on $344,000 of net revenue for the same period in the prior year. The Company's balance sheet at Dec. 31, 2014, showed $12.5 million in total assets, $3.38 million in total liabilities, and total capital equity of $9.1 million. The Company has generated little revenue to date and consequently its operations are subject to all risks inherent in the establishment and commercial launch of a new business enterprise. These factors raise substantial doubt about the Company's ability to continue as a going concern, according to the regulatory filing. A copy of the Form 10-Q is available at: http://is.gd/Z9pURk Scio Diamond Technology Corporation aims to develop a profitable yet sustainable commercial production of diamond materials for industrial, technology and consumer applications. The Company's diamond materials are currently being used for precision cutting devices and gemstones. The Company is based in Greenville, South Carolina. SELIX FORMALWEAR: Goes Into Chapter 7, Closes Stores ---------------------------------------------------- Michael Finney at abc7news.com reports that Selix Acquisition LLC, dba Selix Formalwear, closed all of its six stores on Feb. 16, 2015, leaving 40 workers without jobs. Katie Marzullo at abc7news.com relates that the Company informed its stores and workers of its closure Thursday last week. abc7news.com recalls that the Selix owners had filed for Chapter 11 bankruptcy in November 2014, but when they couldn't find a new buyer, they went into Chapter 7. The owners wanted to save the business, but "there was too much competition from big chain stores and online sales," abc7news.com states, citing Jerrold K. Guben, Esq., at O'Connor Playdon & Guben LLP, the attorney for the Company. The Company asked the U.S. Bankruptcy Court for the District of Hawaii on Feb. 13, 2015, to appoint a trustee to take over the operations and liquidation of Selix Formalwear. Mr. Guben said in a statement posted on the Company's Web site, "We expect the bankruptcy court to appoint the trustee as early as Wednesday of this week. However, in the meantime, Selix has the names of those parties who have made deposits. But if you would like to file a claim or seek reimbursement, you may write to the following: Clerk of the United States Bankrupcty Court 1132 Bishop Street, Suite 250L Honolulu, HI 96813. The following notice of your claim should include on the letter to the Court. This claim pertains to the following case: Selix Acquisition LLC, Case No. 14-01588. While there is no way that Selix Formalwear can tell how quickly this claim can be processed, it is best that the claims request process be started as quickly as possible." Mr. Guben can be reached at: PLAYDON & GUBEN LLP 733 Bishop Street, 24th Floor Honolulu, HI 96813-4070 Tel: +1(808) 524-8350 Formal wear company Selix Acquisition LLC, dba Selix Formalwear, has fitted Bay Area men with tuxedos for the past 109 years. SHOTWELL LANDFILL: Wants to Deposit $100K for Landfill Expansion ---------------------------------------------------------------- Shotwell Landfill Inc. and its debtor-affiliates ask the U.S. Bankruptcy Court for the Eastern District of Carolina for authority to deposit $100,0000 with Lexon Insurance Company and Bond Safeguard Insurance Company in order to execute a bond needed for expansion and operation of a landfill pursuant to a collateral trust agreement. A full-text copy of the collateral trust agreement is available for free at http://is.gd/YvAxa3 About Shotwell Landfill Raleigh, North Carolina-based Shotwell Landfill, Inc., and its affiliates filed Chapter 11 bankruptcy petitions (Bankr. E.D.N.C. Lead Case No. 13-02590) in Wilson on April 19, 2013. Blake P. Barnard, Esq., William P. Janvier, Esq., and Samantha Y. Moore, Esq., at the Janvier Law Firm, PLLC, in Raleigh, N.C., serve as the Debtors' counsel. William W. Pollock, Esq., at Ragsdale Liggett PLLC, in Raleigh, N.C., is the special counsel. Shotwell Landfill appointed Doug Gurkins as restructuring officer. Shotwell, in its amended schedules, disclosed $23.2 million in assets and $10.05 million in liabilities. * * * Judge Stephani W. Humrickhouse has terminated the exclusivity period within which the affiliate debtors of Shotwell Landfill Inc., may file a chapter 11 plan and disclosure statement. On August 25, 2014, secured creditor LSCG Fund 18, LLC, filed with the Bankruptcy Court a Second Amended Consolidated Chapter 11 Plan of Liquidation for Shotwell Landfill et al. The Plan states that the Debtors' creditors are best served if the landfill located at 4724 Smithfield Road, Wendell, North Carolina 27591, and all of the Debtors' property are managed, marketed, and liquidated. Within six months of the confirmation date (or at a later time as a liquidation trustee will determine only after consultation and approval by LSCG and the Unsecured Creditors' Committee), the Liquidation Trustee will conduct an auction of the property, including the Landfill. SILICON GENESIS: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Silicon Genesis Corporation 2424 Walsh Avenue Santa Clara, CA 95051-1303 Case No.: 15-50525 Chapter 11 Petition Date: February 17, 2015 Court: United States Bankruptcy Court Northern District of California (San Jose) Judge: Hon. Elaine Hammond Debtor's Counsel: Kevin W. Coleman, Esq. SCHNADER HARRISON SEGAL AND LEWIS LLP 650 California St. 19th Fl. San Francisco, CA 94108 Tel: (415) 364-6700 Email: kcoleman@schnader.com sobrien@schnader.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $1 million to $10 million The petition was signed by Theodore E. Fong, president and CEO. List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ ACIP International, Inc. $956 Air Products & Chemicals, Inc. $2,210 Alston & Bird, LLP $35,807 AT&T Ethernet $4,034 Beijing East IP Ltd. $1,575 California State Board of Equalization $186 Datasafe, Inc. $1,183 Home Dept, The $556 J.D. Molex One, LLC $180,000 JB Precision, Inc. $1,763 Landauer, Inc. $326 Mathys & Squire LLP $2,285 Oh, Back & Hahm (Patents-Korea) $1,546 PG&E $1,087 Republic Services, Inc. $3,451 Shred Works, Inc. $261 Stearn Reseach Center $4,182 W2 Systems $8,557 Wilson Gunn $877 Yamakawa International Patent Office $11,272 SILICON GENESIS: Deadline for Filing Claims on June 9 ----------------------------------------------------- Silicon Genesis Corporation filed a bare-bones Chapter 11 bankruptcy petition (Bankr. N.D. Cal. Case No. 15-50525) in San Jose, California, on Feb. 17, 2015. The case is assigned to Judge M. Elaine Hammond. The deadline for filing proofs of claim is June 9, 2015. The 11 U.S.C. Sec. 341(a) meeting of creditors is slated for March 11, 2015. Kevin W. Coleman, Esq., at Schnader Harrison Segal and Lewis LLP, in San Francisco, California, serves as counsel. The Debtor estimated $10 million to $50 million in assets and $1 million to $10 million in debt. SILVERADO STREET: Sect. 341(a) Meeting Continued to March 3 ----------------------------------------------------------- The meeting of creditors in the bankruptcy case of Silverado Street, LLC, has been continued to March 3, 2015 at 9:00 a.m. The meeting will be held at 402 W. Broadway, Emerald Plaza Building, Suite 660 (B), Hearing Room B, in San Diego, California. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This meeting of creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Silverado Street, LLC, filed a Chapter 11 bankruptcy petition (Bankr. S.D. Cal. Case No. 14-09543) on Dec. 9, 2014, disclosing $11.3 million in total liabilities and total assets of $21.8 million. The petition was signed by Amr Aljassim as managing member. James Lee, Esq., at Legal Offices of James J. Lee, serves as the Debtor's counsel. Judge Christopher B. Latham presides over the case. STATE FISH: DeLuca Opposes Bid to Assume Avant Deal --------------------------------------------------- Creditor and equity interest holder John Michael DeLuca submitted an opposition to the motion of State Fish Co., Inc., for a final order assuming the Debtor's agreement with Avant Advisory Group and approving George Blanco's appointment as chief restructuring officer. Alexandre Ian Cornelius, Esq., at Costell & Cornelius Law Corporation, counsel to John DeLuca, asserts that Mr. Blanco was not properly hired, does not need to be under 11 U.S.C. Sec. 327 and Avant is not "disinterested" because he is an officer of the Debtor, an insider under Section 101(31) and at the same time, a manager and partner of a consulting company, Avant, which was hired under a prepetition contract which is subject to assumption or rejection under Section 365 of the Bankruptcy Code. Mr. Cornelius contends that the whole corporate structure urged upon the Court is an artifice designed to leave the DeLuca sisters, Vanessa DeLuca, Janet Esposito and Roseann DeLuca, in control of the Debtor (but without any corresponding fiduciary duties) and in order to avoid the outright dismissal of this sham bankruptcy petition or the appointment of a Chapter 11 Trustee. Mr. Cornelius adds that "Over the course of almost a decade of litigation, the DeLuca Sisters were willing to maintain status quo as the company's operations so long as those operations worked to their own personal benefit, but on the eve of a judgment being entered against them, the DeLuca Sisters have precipitated a self-created purported 'emergency need' for a CRO to restructure their debts. There is no actual 'emergency,' and the Motion lacks credibility when it argues that an alternative CRO cannot be hired because such a CRO 'lacks a similar understanding of the Debtors' business and restructuring goals' and there would be a 'steep learning curve' for any alternative CRO (or, presumably a Chapter 11 trustee). This case has been pending for less than two weeks and the CRO was allegedly hired only weeks ago." "What is clear is that the DeLuca sisters are trying to avoid the impact of The State Court's imminent ruling against them, which would cause them to lose control of the company they have abused for their own personal benefit at the expense of its minority shareholders. The 'insolvency' and 'restructuring' needs are a sham. It is simply a subterfuge to avoid judgment. There is no evidence that the Debtors were not meeting their debts as they came due," Mr. Cornelius said. "In fact, the DeLuca Sisters have, in effect, attempted to select their own Chapter 11 Trustee by illegally retaining consultants who are meant to be running the Debtor without any of the controls or duties that a Chapter 11 Trustee has to the Court and the creditor body. While Mr. Blanco and Avant may be qualified consultants, the Court need not approve this artifice and manipulation of the Bankruptcy Code just so the DeLuca Sisters can maintain control. And there is no doubt that they remain in control because the power to hire and fire is the ultimate control and they purport to be able to vote out their alleged independent directors (who are neither independent nor directors because their appointment was an illegal artifice an because they were selected by the DeLuca Sisters and serve at their pleasure), reelect themselves, pressure the alleged independent directors and, as the evidence shows, all the while continue to work at the Debtor on a daily basis. The Court need not countenance this self-serving manipulation," Mr. Cornelius maintains. A copy of the objection is available for free at: http://bankrupt.com/misc/State_Fish_Obj_CRO.pdf Attorneys for John Deluca are: COSTELL & CORNELIUS LAW CORP. Jeffrey Lee Costell Alexandre Ian Cornelius Lewis B. Adelson 1299 Ocean Avenue, Suite 450 Santa Monica, CA 90401 Tel No: (310) 458-5959 Fax No: (310) 458-7959 Email: acornelius@costell-law.com -- and -- VAKILI & LEUS LLP Sa'id Vakili, Esq. 3701 Wilshire Boulevard, Suite 1135 Los Angeles, California 90010-2822 Tel No: (213) 380-6010 Fax No: (213) 380-6051 Email: vakili@vakili.com -- and -- LAW OFFICES OF JOHN A SCHLAFF John A. Schlaff, Esq. 2355 Westwood Boulevard, Suite 424 Los Angeles, California 90064-2109 Tel No: (310) 474-2627 Fax No: (310) 362-8883 Email: john.schlawff@gmail.com About State Fish State Fish Co., Inc., was founded in 1932 and began as a small local wholesale fish buyer in California. Under the leadership of Sam DeLuca, State Fish expanded from a small fresh fish company to an internationally-known import and export company operating its own processing and cold store facilities near the Port of Los Angeles. Calpack Foods, LLC, a wholly owned subsidiary, was formed in April 2012 to produce high quality food and beverage products. State Fish and Calpack Foods filed voluntary Chapter 11 bankruptcy petitions (C.D. Cal. Lead Case No. 15-11084) on Jan. 26, 2015, amid a family dispute and liquidity woes brought by declining fish catches. The Hon. Sandra R. Klein presides over the jointly administered cases. Amir Gamliel, Esq., and Alan D Smith, Esq., at Perkins Coie LLP, serve as the Debtors' counsel. George Blanco, at Avant Advisory Group, acts as chief restructuring officer. State Fish disclosed $34,868,772 in assets and $10,084,671 in liabilities as of the bankruptcy filing. SUPERIOR AIR: Suit Against Kubler Remanded to Texas State Court --------------------------------------------------------------- Dallas District Judge Sidney A. Fitzwater remanded to the 191st Judicial District Court, Dallas County, Texas, the case captioned as, SUPERIOR AIR PARTS, INC., et al., Plaintiffs, v. BRUNO KUBLER, IN HIS CAPACITY AS INSOLVENCY ADMINISTRATOR OF THIELERT AIRCRAFT ENGINES GMBH, et al., Defendants, v. TECHNIFY MOTORS GmbH, Intervenor, Civil Action No. 3:14-CV-3492-D (N.D. Tex.). The District Court concludes that it lacks subject matter jurisdiction. This is a suit brought by Superior Air Parts, Weifang Freesky Aviation Technology Co., Ltd., and Superior Aviation Beijing Co., Ltd. against Bruno Kubler and Thielert Aircraft Engines GmbH in Texas state court and removed to the District court based on diversity of citizenship and 28 U.S.C. Sec. 1334(b). Technify Motors GmbH is the intervenor. Superior is a Texas corporation with its principal place in business in Dallas County, Texas. FreeSky is a business entity organized under the laws of the People's Republic of China, with its principal place of business in China. SAB, who is the successor-in-interest to FreeSky with respect to Superior's stock, is a business entity organized under the laws of the People's Republic of China, with its principal place of business in China. Dr. Kubler is a German citizen. TAE is a corporation organized under the laws of the Republic of Germany, with its principal place of business in Germany. Superior, FreeSky, and SAB allege claims against Dr. Kubler and TAE for misappropriation of trade secrets, breach of contract, breach of fiduciary duty, conversion, unfair competition by misappropriation, violation of Tex. Penal Code Ann. Sections 31.03 and 31.05 (West 2011), unjust enrichment, promissory estoppel, and statutory fraud arising from defendants' alleged misuse and retention of certain intellectual property related to aircraft parts. A copy of the District Court's Feb. 11, 2015 Memorandum Opinion and Order is available at http://bit.ly/1zmDjoSfrom Leagle.com. About Superior Air Superior Air Parts, Inc. is a Texas corporation with its offices and operating facilities located in Coppell, Dallas County, Texas. It was founded in 1967 in order to supply the United States Air Force and commercial customers with replacement parts for piston powered aircraft engines. Superior is one of the largest suppliers of parts under Federal Aviation Administration's Parts Manufacturer Approval regulations for piston engines. It provides Superior-brand parts for engines created by two primary original equipment manufacturers, the Continental division of Teledyne, Inc. and the Lycoming division of Textron Inc. Its customers are companies that perform maintenance and overhaul work in the general aviation industry. Superior is also an OEM for the 180- horsepower Vantage Engine and owner-built XM-360 engines for various aircraft companies. In 2006, 100% of the ownership interests of Superior was acquired by Thielert, AG, a German corporation based out of Hamburg, Germany. Also in 2006, Thielert purchased the debt of Superior's senior secured lender and subordinated lenders secured by substantially all of the Debtor's assets. Superior Air Parts filed for Chapter 11 protection (Bankr. N.D. Tex., Case No. 08-36705) on Dec. 31, 2008. Judge Barbara J. Houser handled the case. The Debtor's counsel is Stephen A. Roberts, Esq., at Strasburger & Price, LLP, in Austin Texas. In its bankruptcy petition, the Debtor estimated assets and debts of $10 million to $50 million each. The Debtor's Third Amended Plan of Reorganization, filed jointly by the Debtor and the Official Committee of Unsecured Creditors, was confirmed by Order entered on Aug. 27, 2009. Essentially, creditors were paid, the stock of the reorganized Superior was sold to the Brantly Group, and Superior's pre-bankruptcy equity interests were cancelled. The Plan went effective on Sept. 28, 2009. After a series of claims objections and professional fee applications were determined, Superior filed its application for a final decree, which was granted on Sept. 23, 2010, and Superior's bankruptcy case was closed. TARGET CANADA: Court Names A&M and Koskie Minsky as Representative ------------------------------------------------------------------ The Ontario Superior Court of Justice has appointed Alvarez & Marsal Canada Inc. as monitor in Target Canada et al.'s Companies' Creditors Arrangement Act proceeding, and Koskie Minsky LLP as representative counsel of all Target employees in the proceedings. In addition, the Ontario Court also appointed Frederick Payette, Sylvie Gautier, Jennifer Lindsay, Catherine Bedard, Michael O'Neil, Alyssa Morin and Joshua Gordon as representatives in the proceedings and any related insolvency proceedings for all employees of Target Canada. Individuals who wished to be represented by the firms must provide a notice in writing to: a) Employee Representative Counsel to Target Canada Co. Employees Koskie Minsky LLP 20 Queen Street West, Suite 900, Box S2 Toronto, ON MSH3R3 Tel: 1.866.860.9364 Fax: 416-204-2897 Email: targetemployees@kmlaw.ca Website: www.kmlaw.ca/targetemployees b) Target Canada Monitor Alvarez & Marsal Canada Inc. Royal Bank Plaza, South Tower 200 Bay Street, Suite 2900 P.O. Box 22 Toronto ON MSJ2J1 Tel: 1-844-864-9S48 Email: targetcanada.monitor@alvarezandmarsal.com Website: www.alvarezandmarsal.comltargetcanada 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. TLO LLC: TRADS Seek to Hold Best One in Contempt of Sale Order -------------------------------------------------------------- TransUnion Risk and Alternative Data Solutions Inc. ("TRADS"), the purchaser of substantially all assets of TLO, LLC, asks the Bankruptcy Court to enter an order: (i) confirming that the sale order shields TRADS from the efforts of The Best One Inc. (TBO) to interfere with TRADS's use of acquired intellectual property assets; (ii) ordering TBO to turn over all copies of the acquired assets in its possession or control to TRADS, (iii) ordering TBO to provide TRADS with any passwords related to any copy of the IP, and (iv) ordering that TBO be held in contempt and sanctioned for knowingly violating the sale order. On Dec. 13, 2013, the Bankruptcy Court entered an order approving the sale, pursuant to which TRADS paid the Debtor $154 million for the acquired assets, a sum that permitted the Debtor to pay all allowed creditor claims in full, provide a meaningful return to equity, and obtain confirmation of a plan of liquidation. The core of the Debtor's business was its intellectual property, including the BParser code converter software and the BOLT software language. The IP was among the Acquired Assets sold to TRADS pursuant to the Sale. According to TRADS, without being able to purchase the IP free and clear, it would not have paid $154 million for the acquired assets. Since the sale, TRADS has relied upon the Sale Order and the fact that it purchased the IP free and clear of all claims and interests in running its business. TRADS tells the Court that despite the binding and unmodified language of the Sale Order, TBO has asserted, following unrelated commercial disputes between TRADS and two entities related to TBO, that it acquired an ownership interest in the IP from a former equity holder and employee of the Debtor, Ole Poulsen. Along with a number of other employees of the Debtor, Poulsen had worked on the IP while he was employed by the Debtor. In return, he received significant compensation from the Debtor, including, as he has already admitted, an equity share in the Debtor. Thus, Poulsen never had any claim to the IP (other than indirectly through his equity interest in the Debtor). The Bankruptcy Court, according to TRADS, should enforce its Sale Order against TBO and order it to cease and desist from asserting its spurious claim. "The Sale Order found that Poulsen had received notice of and had consented to the Sale free and clear of his interests, and that the IP was sold to TRADS free and clear of all other interests, including Poulsen's. It is far too late now to modify the Sale Order, and nobody has ever tried to do so. Accordingly, TBO could not possibly have purchased an interest in the IP from Poulsen because Poulsen had no such interest to sell. These undisputed facts alone make it appropriate for this Court to enforce its Sale Order and order TBO to cease and desist from asserting its specious claim." "The Court should also hold TBO in contempt of its Sale Order, which not only specifically provided that the Sale was free and clear of any possible claim by Poulsen, but also prohibited any "interfere[nce] with the Buyer's [TRADS] use and enjoyment of the Acquired Assets based on or related to" any pre-sale interest in the Acquired Assets. Yet, TBO has not only ignored the binding effect of the Sale Order, but also interfered with TRADS's "use and enjoyment" of the IP. Additionally, the Sale Order directed "[a]ll persons . . . , presently or after the Closing[] in possession or control of any of the Acquired Assets[] . . . to surrender possession or control of such Acquired Assets as of the Closing . . . ." That compels TBO to surrender any IP that it might have purported to acquire from Poulsen to TRADS. To date, TBO has done no such thing, again in violation of the Sale Order." "TBO's violation of this Court's Sale Order is particularly egregious because its purported purchase of an interest in the IP from Poulsen and subsequent assertion of the same against TRADS were actions taken with full knowledge and notice of the Sale and Sale Order. Indeed, TBO has been aware of these facts since its formation. The Debtor timely served the Sale Order on both Michael Brauser, the Chairman, Vice-President, and a Director of TBO, and Derek Dubner, the Debtor's General Counsel up until the Sale, counsel to TRADS after the Sale, and now the Chief Executive Officer of TBO and Interactive Data, LLC, a TBO subsidiary. The Debtor also served the Sale Order on Interactive. Moreover, after the Sale, Poulsen (TBO's Chief Scientific Officer) and Brauser had extensive and ongoing involvement in the Debtor's bankruptcy case, primarily concerning the division of the Sale proceeds paid by TRADS, further demonstrating their knowledge of (and consent to) the Sale and its effects. " TRADS is represented by: Brian K. Gart, Esq. BERGER SINGERMAN LLP 350 East Las Olas Blvd., Suite 1000 Fort Lauderdale, Florida 33301 Tel: (954) 712-5130 Fax: (954) 523-2872 E-mail: bgart@bergersingerman.com About TLO LLC nka TLFO LLC TLO LLC, a provider of risk-mitigation services, filed a petition for Chapter 11 reorganization (Bankr. S.D. Fla. Case No. 13-20853) on May 9, 2013, in West Palm Beach, Florida, near the company's headquarters in Boca Raton. The petition was signed by E. Desiree Asher as CEO. Judge Paul G. Hyman, Jr., presides over the case. Robert C. Furr, Esq., and Alvin S. Goldstein, Esq., at Furr & Cohen, serve as the Debtor's counsel. Bayshore Partners, LLC is the Debtor's investment banker. Thomas Santoro and GlassRatner Advisory & Capital Group, LLC are the Debtor's financial advisors. Paul J. Battista, Esq., and Mariaelena Gayo-Guitian, Esq., at Genovese, Joblove & Battista, P.A., represent the Official Committee of Unsecured Creditors as counsel. The Debtor disclosed assets of $46.6 million and liabilities of $109.9 million, including $93.4 million in secured claims. The principal lender is Technology Investors Inc., owed $89 million. TII is owned by the estate of Hank Asher, the company's primary owner who died this year. There is $4.6 million secured by computer equipment. UNILIFE CORP: Reports $19.4-Mil. Net Loss in Fourth Quarter ----------------------------------------------------------- Unilife Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, disclosing a net loss of $19.4 million on $5.4 million of revenue for the three months ended Dec. 31, 2014, compared to a net loss of $16.3 million on $3.57 million of revenue in 2013. The Company's balance sheet at Dec. 31, 2014, showed $86.4 million in total assets, $106.4 million in total liabilities, and a stockholders' deficit of $19.9 million. The Company estimates that its cash and cash equivalents, along with its restricted cash, together with the additional proceeds from the First Amendment to the Credit Agreement, proceeds raised under the Sales Agreement, and additional proceeds raised from the underwritten registered public offering, combined with anticipated cash to be generated from new and existing customer agreements are expected to provide the Company with sufficient liquidity for the next 12 months. However, there can be no assurance that such cash from customer agreements will be available when needed. These factors continue to raise substantial doubt about the Company's ability to continue as a going concern. A copy of the Form 10-Q is available at: http://is.gd/GdDkjA Unilife Corporation is a developer, manufacturer and supplier of injectable drug delivery systems, based in York, Pennsylvania. The Company manufactures and supplies proprietary devices in a format that can be filled and packaged with an injectable therapy to pharmaceutical and biotechnology companies. The Company reported a net loss of $23.1 million on $1.38 million of total revenue for the three months ended Sept. 30, 2014, compared with a net loss of $11.0 million on $3.19 million of total revenue for the same period in 2013. The Company's balance sheet at Sept. 30, 2014, showed $80.7 million in total assets, $83.4 million in total liabilities, and a stockholders' deficit of $2.68 million. UNIVERSAL HEALTH: Trustee Sues E&Y to Recover Transfers ------------------------------------------------------- Soneet R. Kapila, as Chapter 11 trustee of the estates of Universal Health Care Group, Inc., et al., filed an adversary complaint to avoid and recover avoidable transfers and for other relief, against the defendants, Ernst & Young LLP, and Ernst & Young U.S. LLP. The Trustee demands the entry of judgment against the defendants: (i) avoiding the preferential transfers; (ii) awarding a money judgment to the trustee in an amount equal to the amount of the preferential transfers; (iii) awarding pre-judgment interest; (iv) disallowing any claim that the defendants may have against the Debtors' bankruptcy estates until the time as it pays the preferential transfers; and (v) awarding any other relief the Court deems appropriate. Prior to the Petition Date, Ernst & Young was the outside independent auditors for UHCG and its subsidiaries. Ernst provided accounting, auditing and other services to or on behalf of the Debtors, and in respect of the services, received payments thereon totaling $1.67 million during the 4 years prior to the Petition Date. The Trustee related that within 90 days of the Petition Date, the Debtors made transfers totaling to $14,266. According to the Trustee, the preferential transfers constituted transfers of the particular Debtor's interest in property. The preferential transfers were made: (a) to or for the benefit of Ernst, who, at all relevant times, was a creditor of the Debtor who made the particular preferential transfer; (b) for or on account of an antecedent debt owed by the particular Debtor to Ernst before such preferential transfers were made; and (c) while the Debtors were insolvent. About Universal Health Care Group Universal Health Care Group, Inc., owns an insurance company and three health-maintenance organizations that provide managed care services for government sponsored health care programs, focusing on Medicare and Medicaid. Universal Health was founded in 2002 by Dr. A.K. Desai and grew its operations of offering Medicare plans to more than 37,000 members to over 20 states. Universal Health filed a Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case No. 13-01520) on Feb. 6, 2013, after Florida regulators moved to put two of the company's subsidiaries in receivership. Universal Health Care estimated assets of up to $100 million and debt of less than $50 million in court filings in Tampa, Florida. Harley E. Riedel, Esq., at Stichter Riedel Blain & Prosser, in Tampa, serves as counsel to the Debtor. Soneet R. Kapila has been appointed the Chapter 11 Trustee in the Debtor's case. He is represented by Roberta A. Colton, Esq., at Trenam, Kemker, Scharf, Barkin, Frye, O'Neill & Mullis, PA. Dennis S. Jennis, Esq., and Jennis & Bowen, P.L., serve as special conflicts counsel and E-Hounds, Inc., serves as a forensic imaging consultant to the Chapter 11 trustee. USG CORP: Fitch Rates Proposed $350MM Sr. Unsecured Notes 'BB/RR2' ------------------------------------------------------------------ Fitch Ratings has assigned a 'BB/RR2' rating to USG Corporation's (NYSE: USG) proposed offering of $350 million aggregate amount of senior unsecured notes due 2025. The new issue will be guaranteed on a senior unsecured basis by certain of USG's domestic subsidiaries. The company intends to use all or a portion of the net proceeds from the notes issuance to complete a concurrent tender offer for its 8.375% senior notes due 2018. USG also intends to use any remaining net proceeds and cash on hand to redeem any of the 2018 notes that remain outstanding after the completion of the tender offer. The Rating Outlook is Stable. KEY RATING DRIVERS The rating for USG reflects the company's leading market position in all of its core businesses, strong brand recognition, its large manufacturing network and sizeable gypsum reserves. Risks include the cyclicality of the company's end-markets, excess capacity currently in place in the U.S. wallboard industry, volatility of wallboard pricing and shipments and, although improving, the company's still high leverage position. The Stable Outlook reflects Fitch's expectation that demand for USG's products will continue to grow during 2015 as the housing market maintains its moderate recovery and commercial construction activity improves from cyclical lows. The Stable Outlook also incorporates USG's solid liquidity position. IMPROVING FINANCIAL RESULTS AND CREDIT METRICS Revenues during 2014 increased 4.3% to $3.72 billion compared with $3.57 billion during 2013. More importantly, operating profit (excluding restructuring and impairment charges and litigation charges) advanced 20.7% to $315 million (8.5% of sales) during 2014 compared with $261 million (7.3%) during 2013, reflecting the company's strong operating leverage. For all of 2015, Fitch expects mid-single digit revenue growth and a 150-200 basis point improvement in operating profit margins. USG's Fitch-calculated leverage has improved significantly to 4.5x at year-end 2014 compared with 5.4x at the end of 2013, 8.75x at the conclusion of 2012 and 35.4x at the end of 2011. Fitch expects further improvement in leverage, with debt to EBITDA projected to be at or below 4.0x at the end of 2015. Interest coverage also increased to 2.7x during 2014 from 2.1x in 2013, 1.3x in 2012 and 0.3x in 2011. Fitch expects the interest coverage ratio will settle above 3.0x at year-end 2015. WALLBOARD PRICING STRATEGY HOLDING UP BUT PRICE INFLATION MODERATING At the end of 2011, major wallboard manufacturers announced that they were eliminating the practice of job quotes. In the past, job quotes provided pricing protection for customers, particularly for large projects. However, this practice limited the realization of price increases implemented by manufacturers. During the past three years, major manufacturers announced an annual one-time price increase effective at the beginning of 2012, 2013 and 2014. The pricing increases were realized in 2012 and 2013 and in 2014. USG's average U.S. wallboard price grew about 18% in 2012 and 17% in 2013. Fitch estimates that wallboard prices improved high single-digits during 2014. (Starting in the 4Q'14, USG stopped providing pricing and volume information for its wallboard products.) Several manufacturers have also announced price increases for wallboard products effective Jan. 1, 2015. During the third quarter of 2014, USG reached an agreement in principle to settle all claims made in the direct and indirect purchaser class action lawsuits pending in the U.S. District Court for the Eastern District of Pennsylvania alleging that since at least September 2011, U.S. wallboard manufacturers conspired to fix and raise the price of gypsum wallboard sold in the U.S. and to effectuate the alleged conspiracy by ending the practice of providing job quotes on wallboard. Pursuant to a final agreement executed during the first quarter 2015, which is subject to court approval, USG will make a payment of $48 million. USG strongly denies any wrong-doing for the claims made in the lawsuits, but settled to avoid the expense, distraction and risk of further litigation. The company expects to make the cash payment within the next 12 months. Management indicated that this settlement does not alter its pricing strategy. Fitch is not aware of other manufacturers entering into similar settlement agreements with the plaintiffs. STRONG MARKET POSITION USG maintains a strong market position in all of its core businesses. According to the company, it has the #1 market position in the wallboard industry in North America. Its Ceilings business has the #2 market position worldwide. USG's Distribution segment also has the #1 market position in the U.S. specialty distribution business. These leadership positions provide the company with economies of scale as well as a solid platform to launch new product offerings. USG BORAL BUILDING PRODUCTS On Feb. 27, 2014, USG formed a 50/50 joint venture (JV), USG Boral Building Products (UBBP), with Boral Limited. The JV will leverage the two companies' brands, complementary geographic footprints and technological expertise. The JV is valued at $1.6 billion, with Boral contributing its Gypsum division, valued at $1.35 billion and includes its plasterboard operations in Australia and Asia, to the JV and USG contributing assets valued at $250 million, which include its Asian and Middle Eastern businesses, as well as exclusive access to USG's technologies in the JV's territory. In addition, USG will pay Boral cash payments of up to $575 million, of which $513 million was paid at closing ($500 million base price and $13 million of working capital adjustments), and, subject to achieving earnings targets, $25 million on the third anniversary and $50 million on the fifth anniversary. The JV is targeted to be self-funding with the ability to borrow in its own right with dividend distribution targeted at 50% of after-tax profit, taking into consideration the growth needs of the JV. USG's share of the JV income was roughly $35 million for the ten months ended Dec. 31, 2014. This JV has good strategic rationale for USG and is consistent with management's goal of diversifying its earnings stream. The JV with Boral provides USG with an immediate significant presence in high-growth emerging markets and allows the company to leverage its leading technologies with Boral's existing production and distribution network. STRONG LIQUIDITY POSITION As of Dec. 31, 2014, USG had $673 million of liquidity comprised of $228 million of cash, $96 million of short-term marketable securities, $58 million of long-term marketable securities and $291 million of borrowing availability under its revolver. On Oct. 22, 2014, USG amended its credit facilities and combined its U.S. and Canadian revolving facilities into a $450 million facility maturing in October 2019. Fitch expects USG's liquidity will remain healthy during the next 12-18 months. Fitch projects USG's overall liquidity will be between $650 million and $750 million during 2015. The company has no major debt maturities until November 2016, when $500 million of senior notes become due. CYCLICALITY OF END MARKETS USG markets its products primarily to the construction industry, with 25% of its net sales directed toward new residential construction, 24% derived from new nonresidential construction, 49% from the repair and remodel segment (commercial and residential), and 2% from other industrial products. Housing metrics increased in 2014 due to more robust economic growth during the last three quarters of the year (prompted by improved household net worth, industrial production and consumer spending), and consequently acceleration in job growth (as unemployment rates decreased to 6.2% for 2014 from an average of 7.4% in 2013), despite modestly higher interest rates, as well as more measured home price inflation. Single-family starts in 2014 improved 4.9% to 648,000 while multifamily volume grew 16.4% to 357,800. Thus, total starts in 2014 were 1.006 million. New home sales increased 1.2% to 435,000, while existing home volume was off more than 3% to 4.927 million largely due to fewer distressed homes for sale and limited inventory. Housing activity is likely to ratchet up more sharply in 2015 with the support of a steadily growing economy throughout the year. The unemployment rate should continue to move lower (averaging 5.8% in 2015). Credit standards should moderately but steadily ease throughout next year. Demographics should be more of a positive catalyst. Total housing starts are projected to expand 14% to 1.14 million as single-family starts advance 17.6% and multifamily volumes gain 7%. New home sales should grow 18%, while existing home sales rise 4.3%. Fitch projects home improvement spending increased 6% in 2014 and will grow at a similar pace this year. Spending for discretionary big-ticket remodeling projects should continue to lag the overall growth in the home improvement sector somewhat, as credit availability remains relatively constrained and homeowners remain cautious in their spending. However, there are signs that homeowners are a bit more willing to undertake larger discretionary projects. The fundamentals of U.S. commercial real estate (CRE) continue to improve at a moderate pace following the recent economic recession. CRE vacancy rates are falling modestly and rents are moderately rising as the economy slowly picks up. Fitch currently expects continued, positive property-level fundamentals across most asset classes and projects private nonresidential construction will grow 7% in 2015 following a 10.5% increase in 2014. KEY ASSUMPTIONS Fitch's key assumptions within its rating case for the issuer include: -- Total industry housing starts improve 13.8%, while new and existing home sales grow 18% and 4.3%, respectively, in 2015; -- Home improvement spending advances 6% and commercial construction increases 7% during 2015. -- Revenues grow mid-single-digits and a 150 - 200 basis point improvement in operating profit margins in 2015; -- Debt/EBITDA below 4.5x and interest coverage at or above 3.0x; -- Liquidity (unrestricted cash and marketable securities plus revolver availability) remains above $600 million; -- No meaningful shareholder friendly cash outflows. RATING SENSITIVITIES Future ratings and Outlooks will be influenced by broad economic and construction market trends, as well as company specific activity, including free cash flow trends and liquidity. Positive rating actions may be considered in the next 12 months if the company shows more improvement in its financial results and operating metrics, including debt to EBITDA consistently between 3.0x - 4.0x and interest coverage sustaining above 4.0x, while maintaining at least $500 million of liquidity. On the other hand, a negative rating action may be considered if the recovery in the construction market dissipates, leading to financial results approaching Fitch's 2015 stress case forecast, including revenue declines of 20%, EBITDA margins of less than 10%, debt to EBITDA consistently above 8x, and total liquidity falling below $300 million. Fitch rates USG as: -- Long-term IDR 'B+'; -- Secured bank credit facility 'BB+/RR1'; -- Senior unsecured guaranteed notes 'BB/RR2'; -- Senior unsecured notes 'B+/RR4'. Fitch's Recovery Rating (RR) of 'RR1' for USG's $450 million secured revolving credit facility indicates outstanding recovery prospects for holders of this debt issue. Fitch's 'RR2' for USG's unsecured guaranteed notes indicates superior recovery prospects. (Currently, $950 million of unsecured notes are guaranteed on a senior unsecured basis by certain of USG's domestic subsidiaries.) Fitch's 'RR4' for USG's senior unsecured notes that are not guaranteed by the company's subsidiaries indicates average recovery prospects for holders of these debt issues. USG CORP: Moody's Rates New $350MM Unsecured Notes Due 2025 'B1' ---------------------------------------------------------------- Moody's Investors Service assigned a B1 rating to USG Corp.'s proposed $350 million guaranteed senior unsecured notes due 2025. Proceeds from the proposed notes will be used to redeem the company's existing 8.375% $350 million guaranteed senior unsecured notes due 2018, at which time the rating for this debt will be withdrawn. USG anticipates a reduced rate for the proposed notes relative to the existing notes that are being refinanced. Moody's expects the proposed notes to have substantially the same terms and conditions as the existing guaranteed senior unsecured notes due 2018, and to rank pari passu in right of payment to the company's other guaranteed senior unsecured notes. Approximately $22 million in cash on hand will be used for make whole premium, accrued interest and related fees and expenses. USG's B2 Corporate Family Rating and its B2-PD Probability of Default Rating are not impacted by the proposed transaction. All ratings on USG's remaining outstanding debt instruments, as well as its SGL-2 Speculative Grade Liquidity rating, remain unchanged. The rating outlook is positive. Moody's views the proposed lower pricing and maturity date extension for the notes as credit positives. Cash interest savings could be upwards of $9 million per year. However, USG will not begin to reap the benefits of these lower cash interest payments until late-2017, since it needs to pay for the tender/make whole premium and related expenses. Although interest payments will be less in absolute terms, the relative size of savings is minimal when considering future cash interest payments of approximately $160 million per year. Moody's anticipates no material improvement in either interest coverage or debt leverage characteristics. Although the proposed refinancing reduces the amount of debt that comes due in 2018 to $500 million, USG must contend with $500 million of notes that mature in November 2016. USG's B2 Corporate Family Rating reflects the company's leveraged capital structure. Leverage is 5.4x and debt-to-book capitalization is around 86.5% at FYE14. These metrics include a higher pension liability than in recent years due to a change in actuarial assumptions. Cash interest payments of nearly $160 million per year upon closing of the proposed refinancing impair USG's ability to generate large amounts of free cash flow. Interest coverage, measured as EBITA-to-interest expense, was 1.6x for 2014. Despite its leveraged capital structure, however, credit positives exist. USG is generating higher levels of revenues and profits, resulting in better operating margins. For 2014, USG's EBITA margin reached 9.6%, which is indicative of higher rated entities. This progress is mainly due to higher volumes, better pricing, and improved operating efficiencies. All ratios incorporate Moody's standard adjustments. USG will continue to benefit from higher new housing starts --the ongoing driver of its future operating growth. USG's SGL-2 Speculative Grade Liquidity rating reflects our view that the company will maintain a good liquidity profile over the next 12 months. Operating cash flow is adequate to fund its normal operating requirements and capital expenditures to support future growth initiatives. USG maintains a large amount of cash on hand and marketable securities (totaling $382 million at FYE14), which is more than sufficient to meet potential shortfalls in operating cash flows as well as fund higher levels of working capital requirements and capital expenditure needs to meet higher end market demand. Augmenting USG's cash position is a $450 million (increased from $400 million in October 2014) senior secured asset-based revolving credit facility maturing in 2019. However, final maturity could spring sooner based on minimum liquidity thresholds and maturity of its soonest debt issuances, which is November 2016. Availability totaled $291 million at December 30, 2014 after giving effect to $54 million in letter of credit commitments and limitations of the borrowing base formula. There were no borrowings under the revolver in 2014 and Moody's does not anticipate any draw-downs given USG's cash balances. The positive rating outlook reflects our views that USG should continue to benefit from the growth in its end markets, resulting in debt credit metrics that are indicative of better ratings. A one-notch override in the Loss Given Default model-implied rating has been applied to USG's B1 guaranteed senior unsecured notes, which smoothes the impact of higher pension liabilities and reduces rating volatility. The company's pension liability increased to $346 million at FYE14 from 125 million at FYE13 per Moody's standard pension adjustment, creating downward pressures on these debt instrument ratings. The large change in pension liability is due to an actuarial loss of $327 million caused by decreased discount rates and the adoption the new mortality tables. USG's Corporate Family Rating, a key input in the Loss Given Default model, is likely to be upgraded within the next 12 months, at which time the one-notch override may be removed and may translate into no change in the debt instrument ratings. The ratings for the notes that do not have subsidiary guarantees and the industrial revenue bonds are not impacted by the higher pension liabilities; hence, ratings for these debt instruments remain Caa1. Positive rating actions could ensue if USG continues to benefit from the strength in its end markets, the domestic repair and remodeling and new housing construction sectors, resulting in more robust credit metrics and performance that validates Moody's forecasts. Higher operating earnings and improved free cash flow generation that translate into EBITA-to-interest expense sustained near 2.5x, debt-to-EBITDA remaining below 4.5x (all ratios incorporate Moody's standard adjustments), or a better liquidity profile could have a positive impact on the company's credit ratings. Stabilization of the ratings could occur if USG's end markets contract, resulting in key credit metrics falling short of our expectations. Operating performance that results in EBITA-to-interest expense remaining around 1.75x, debt-to-EBITDA sustained above 5.0x, (all ratios incorporate Moody's standard adjustments), or deterioration in the company's liquidity profile could pressure the ratings. The principal methodology used in this rating was Global Manufacturing Companies published in July 2014. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. USG Corporation, headquartered in Chicago, IL, is a North American manufacturer and distributor of building materials primarily gypsum wallboard and operates a specialty distribution business. USG also manufactures ceiling tiles and ceiling grids for commercial applications. Revenues for the 12 months through Dec. 31, 2014 totaled approximately $3.7 billion. USG CORP: S&P Assigns 'BB' Rating on $350MM Sr. Notes Due 2025 -------------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'BB' issue-level rating and '1' recovery rating to USG Corp.'s proposed $350 million senior notes due 2025. The notes will be the unsecured obligations of USG Corp. Certain of USG's domestic subsidiaries will guarantee its obligations under the new notes on a senior unsecured basis. USG intends to use the net proceeds from the offering to repurchase its outstanding 8.375% senior notes due 2018 that are tendered pursuant to the cash tender offer that USG began and to pay related costs and expenses. USG also intends to use any remaining net proceeds and cash on hand to redeem any 2018 notes that remain outstanding after completion of the tender offer. Although S&P would expect reduced interest costs, it do not expect any impact to the 'B+' corporate credit rating or any material impact to the company's credit measures, "aggressive" financial risk profile, or "strong" liquidity. The corporate credit rating also reflect S&P's assessment of USG's "fair" business risk profile, which incorporates S&P's view of the company's good market shares and strong brand names in its wallboard and ceiling products, its competitive cost position, history of product innovation, and good geographic diversity of manufacturing and distribution sites throughout North America. These strengths largely offset the commodity nature of its wallboard product, exposure to highly cyclical residential and commercial construction markets, mature U.S. markets that experience periods of industry overcapacity, and exposure to volatile energy and raw material costs. USG Corp. Corporate credit rating B+/Stable/-- USG Corp. $350 mil sr nts due 2025 BB Recovery rating 1 VARIANT HOLDING: Seeks 120-Day Extension of Removal Deadline ------------------------------------------------------------ Variant Holding Company, LLC, asks the Bankruptcy Court to further enlarge the period within which the Debtor may remove actions by an additional 120 days, from March 26, 2015, through and including July 24, 2015, without prejudice to the Debtor's right to seek additional extensions. The Debtor is not aware of any actions in which it may be involved, although it is possible that the actions exist in other jurisdictions. On Sept. 11, 2014, the Debtor filed its schedules of assets and liabilities and statements of financial affairs. As part of the schedules, the Debtor identified the actions of which the Debtor is currently aware. The Debtor will continue to analyze the existence of any actions, as well as any filed proofs of claim, to determine whether it may need seek to remove any Actions that it becomes aware of. Consequently, the Debtor is not yet prepared to decide if any Actions exist for which they may need to seek removal, and the Debtor sought and extension out of an abundance of caution to extend the removal period. The Debtor continues to consider whether there are any actions, of which it is not currently aware, that it may need to remove to the Court. To date, the Debtor's efforts in the chapter 11 case have been focused on numerous other pressing matters. Since the Petition Date, the Debtor has (a) prepared and filed its schedules, (b) engaged in litigation and eventually reached settlements with the Beach Point Funds and the Snowdon Parties that were approved by the Court, including debtor-in-possession financing with the Beach Point Funds, (c) engaged in litigation with IMH Financial Corporation, and (d) focused on maximizing the value of its estate through the marketing of the sales of its real property-owning subsidiaries. The Debtor has thus been focused on addressing these time-critical matters and has been unable to fully analyze the existence of and extent of any Actions and make appropriate determinations concerning removal. In addition, the Debtor could become aware of possible further Actions in connection with proofs of claim that are filed in this chapter 11 case. About Variant Holding Variant Holding Company, LLC, commenced bankruptcy proceedings under Chapter 11 of the U.S. Bankruptcy Code in Delaware (Case No. 14-12021) on Aug. 28, 2014, without stating a reason. Tucson, Arizona-based Variant Holding estimated $100 million to $500 million in assets and less than $100 million in debt. The Debtor has tapped Peter J. Keane, Esq., at Pachulski Stang Ziehl & Jones LLP, as counsel. Members holding the majority of the interests in the company, namely Conix WH Holdings, LLC, Conix Inc., Numeric Holding Company, LLC, Walkers Dream Trust, and Variant Royalty Group, LP, signed the resolution authorizing the bankruptcy filing. VERDUGO LLC: Section 341(a) Meeting Set for March 17 ---------------------------------------------------- A meeting of creditors in the bankruptcy case of Verdugo, LLC, will be held on March 17, 2015, at 10:00 a.m. at RM 1-159, 411 W Fourth St., Santa Ana, California. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This meeting of creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Verdugo, LLC, a single asset real estate, filed a Chapter 11 bankruptcy petition (Bank. C.D. Cal. Case No. 15-10701) on Feb. 12, 2015. James Hurn signed the petition as vice president. The Debtor estimated assets of $10 million to $50 million and liabilities of $1 million to $10 million. Judge Scott C. Clarkson presides over the case. WARRIOR ENTERPRISES: Case Summary & 3 Top Unsecured Creditors ------------------------------------------------------------- Debtor: Warrior Enterprises, Inc. dba Arizona Aircraft Accessories 1935 N. Rosemont Mesa, AZ 85205 Case No.: 15-01490 Chapter 11 Petition Date: February 17, 2015 Court: United States Bankruptcy Court District of Arizona (Phoenix) Judge: Hon. Paul Sala Debtor's Counsel: James Portman Webster, Esq. JAMES PORTMAN WEBSTER LAW OFFICE, PLC 1845 S. Dobson Rd., Ste 201 Mesa, AZ 85203 Tel: 480-464-4667 Fax: 888-214-8293 Email: jim@jpwlegal.com Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Bruce Brown, CEO. A list of the Debtor's three largest unsecured creditors is available for free at http://bankrupt.com/misc/azb15-01490.pdf WET SEAL: Paradigm Capital Holds 4.52% Stake as of Dec. 31 ---------------------------------------------------------- Paradigm Capital Management, Inc., based in Albany, New York, declared in a SCHEDULE 13G (Amendment No. 7) filing with the Securities and Exchange Commission that as of Dec. 31, 2014, it may be deemed to beneficially own 3,815,500 shares or 4.52% of the common stock of The Wet Seal Inc. About Wet Seal The Wet Seal, Inc., and three affiliates -- The Wet Seal Retail, Inc., Wet Seal Catalog, Inc., and Wet Seal GC, LLC, filed separate Chapter 11 petitions (Bankr. D. Del. Case Nos. 15-10081 to 15-10084) on Jan. 15, 2015. The Debtors are a national multi-channel retailer selling fashion apparel and accessory items designed for female customers aged 13 to 24 years old. Wet Seal listed total assets of $92.8 million and total liabilities of $103.4 million as of Nov. 1, 2014. The Hon. Christopher S. Sontchi presides over the jointly administered cases. Maris J. Kandestin, Esq., and Michael R. Nestor, Esq., at Young Conaway Stargatt & Taylor, LLP; Lee R. Bogdanoff, Esq., Michael L. Tuchin, Esq., David M. Guess, Esq., and Jonathan M. Weiss, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP; and Paul Hastings LLP, serve as the Debtors' Chapter 11 counsel. FTI Consulting serves as the Debtors' restructuring advisor. The Debtors' investment banker is Houlihan Lokey. The Debtors tapped Donlin, Recano & Co., Inc. as claims and noticing agent. The petitions were signed by Thomas R. Hillebrandt, interim chief financial officer. B. Riley, the DIP lender and plan sponsor, is represented by Van C. Durrer, II, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP. WET SEAL: Selects FTI Consulting as Financial Advisors ------------------------------------------------------ The Wet Seal Inc. and its debtor-affiliates ask the U.S. Bankruptcy Court for the District of Delaware for permission to employ FTI Consulting Inc. as their financial advisors. FTI will provide assistance and advice on financial-related matters, including: -- liquidity management and enhancement strategies, including a review of pending transactions and potential alternative sources of liquidity; -- strategies to manage vendors and factors relating to trade credit; -- evaluation of real estate opportunities and landlord negotiations; -- evaluation of restructuring and/or recapitalization alternatives; -- budget development and disbursement review and reporting requirements; -- restructuring process and transaction support -- Court testimony as required -- development of KEIP/KERP plan, if requested; and -- perform other services as mutually agreed upon. The customary hourly rates, subject to periodic adjustments, charged by the firm's professionals anticipated to be assigned to this case are Designations Hourly Rates ------------ ------------ Senior Managing Directors $800-$925 Directors/Managing Directors $580-$65 Consultants/Senior Consultants $300-550 Administrative/Paraprofessionals $125-250 The Debtors say the firm will be employed under a general retainer because of the variety and complexity of the services that will be required during these proceedings. This retainer, which is estimated to total approximately $150,000, will not be segregated by the firm in a separate account and will be held until the end of the case and applied to the firm's finally approved fees in these proceedings. Michael Nowlan, senior managing director of the firm, assures the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. Mr. Nowlan can be reached at: Michael Nowlan FTI Consulting Inc. 1101 K Street NW, Suite B100 Washington, DC 20005 Tel: +1 617 897 1500 Fax: +1 617 897 1510 Email: mike.nowlan@fticonsulting.com About Wet Seal The Wet Seal, Inc., and three affiliates -- The Wet Seal Retail, Inc., Wet Seal Catalog, Inc., and Wet Seal GC, LLC, filed separate Chapter 11 petitions (Bankr. D. Del. Case Nos. 15-10081 to 15-10084) on Jan. 15, 2015. The Debtors are a national multi-channel retailer selling fashion apparel and accessory items designed for female customers aged 13 to 24 years old. Wet Seal listed total assets of $92.8 million and total liabilities of $103.4 million as of Nov. 1, 2014. The Hon. Christopher S. Sontchi presides over the jointly administered cases. Maris J. Kandestin, Esq., and Michael R. Nestor, Esq., at Young Conaway Stargatt & Taylor, LLP; Lee R. Bogdanoff, Esq., Michael L. Tuchin, Esq., David M. Guess, Esq., and Jonathan M. Weiss, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP; and Paul Hastings LLP, serve as the Debtors' Chapter 11 counsel. FTI Consulting serves as the Debtors' restructuring advisor. The Debtors' investment banker is Houlihan Lokey. The Debtors tapped Donlin, Recano & Co., Inc. as claims and noticing agent. The petitions were signed by Thomas R. Hillebrandt, interim chief financial officer. B. Riley, the DIP lender and plan sponsor, is represented by Van C. Durrer, II, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP. An official committee of unsecured creditors has been appointed in the case. * * * In February 2015, the Debtors filed a joint plan of reorganization and explanatory disclosure statement. The Plan provides for the cancellation of all of the Debtors' existing equity interests and the issuance of new common stock in Reorganized WSI: (i) 80% of which New Equity will be purchased by B. Riley Financial, Inc., as Plan Sponsor and DIP Lender, in exchange for an aggregate amount of $25 million in the form of (x) conversion of the principal amount under the DIP Facility into equity and (y) cash; and (ii) the remaining portion of which New Equity will be issued to Holders of Allowed General Unsecured Claims whose Claims are not otherwise cashed out, settled or resolved under the terms of the Plan. A hearing to approve the Disclosure Statement is set for March 18, 2015. Objections are due by March 11. WORLDS INC: Amends Second Quarter 2013 Report --------------------------------------------- Worlds Inc. filed with the U.S. Securities and Exchange Commission an amendment to its quarterly report on Form 10-Q, a copy of which is available at http://is.gd/zhTzcY Worlds Inc. reported net income of $146,000 on $nil of revenue for the three months ended June 30, 2013, compared with a net loss of $216,000 on $nil of revenue for the same period in 2012. The Company's balance sheet at June 30, 2013, showed $2.32 million in total assets, $7.57 million in total liabilities, and a stockholders' deficit of $5.25 million. Since its inception, the Company has had periods where it had only minimal revenues from operations. There can be no assurance that the Company will be able to obtain the additional capital resources to fully implement its business plan or that any assumptions relating to its business plan will prove to be accurate. The Company is pursuing sources of additional financing and there can be no assurance that any such financing will be available to the Company on commercially reasonable terms, or at all. Any inability to obtain additional financing will likely have a material adverse effect on the Company, including possibly requiring the Company to reduce and/or cease operations. These factors raise substantial doubt about the ability of the Company to continue as a going concern. Brookline, Mass.-based Worlds Inc. transferred on May 16, 2011, through a spin-off to its then wholly owned subsidiary, Worlds Online Inc., the majority of its operations and related operational assets. The Company retained its patent portfolio which it intends to continue to increase and to more aggressively enforce against alleged infringers. The Company also entered into a License Agreement with Worlds Online Inc. to sublicense its patented technologies. Worlds Inc. currently has seven patents, 6,219,045 - 7,181,690 - 7,493,558 ? 7,945,856, - 8,082,501, 8,145,998 and 8,161,383. On March 30, 2012, the Company filed a patent infringement lawsuit against Activision Bizzard Inc., Blizzard Entertainment Inc. and Activision Publishing Inc. in the United States District Court for the District of Massachusetts. Susman Godfrey LLP is lead counsel for the Company. The costs to prosecute those parties that the Company and its legal counsel believe to be infringing on said patents were capitalized under patents until a resolution is reached. XTREME POWER: CEO Says 2nd Amended Plan Proposed in Good Faith -------------------------------------------------------------- Allan Gotcher, Pres. & CEO of Xtreme Power Inc., affirmed in a written testimony in support of the Second Amended Plan of Liquidation that the Plan was proposed in "good faith." He said that the Debtors' objectives in proposing the Plan were to implement the terms of the mediation settlement which the Debtors believe will maximize recoveries to all creditors. The Plan and the underlying mediation settlement are the product of arms'-length negotiations among the Debtors, the Official Committee of Unsecured Creditors and various other creditors. A copy of the testimony is available at http://is.gd/SzDsJu About Xtreme Power Founded in November 2006, Xtreme Power Inc. and its affiliates designed, installed, and monitored energy storage and power management systems. Xtreme Power was headquartered in Kyle, Texas, with operations throughout the U.S. Xtreme Power Inc. and two affiliates filed Chapter 11 bankruptcy petitions (Bankr. W.D. Tex. Lead Case No. 14-10096) in Austin, Texas, on Jan. 22, 2014. Judge Christopher H. Mott presides over the case. The Debtors have tapped Shelby A. Jordan, Esq., at Jordan, Hyden, Womble, Culbreth & Holzer, P.C., as bankruptcy counsel. The Debtors engaged Gordian Group, LLC, as investment banker and financial advisor. In addition, Baker Botts LP is serving as special counsel for transactions; Bracewell & Giuliani LLP is special counsel for certain litigation matters; Griggs & Spivey is special Counsel for the ECI litigation; Fish & Richardson P.C. is special counsel for patents and trademarks; and The Wenmohs Group has been tapped tax returns Debtor Power Inc. scheduled $7.00 million in total assets and $65.7 million in total liabilities. Debtor Power Grove scheduled $5.18 million in total assets and $31.9 million in total liabilities. Power Systems scheduled $4.30 million in total assets and $87.7 million in total liabilities. The Creditors' Committee is represented by Eric J. Taube, Esq., Mark C. Taylor, Esq., and Morris D. Weiss, Esq., at Hohmann, Taube & Summers, LLP, in Austin, Texas. Younicos was the winning bidder at an auction with a $14 million for the substantially all of the assets of the Debtors. The Court approved the sale by Order dated April 11, 2014, and the transaction closed on April 14, 2014. Upon consummation of the sale to Younicos all the Debtors employees were hired by Younicos. XTREME POWER: Files Ballot Summary for 2nd Am. Liquidating Plan --------------------------------------------------------------- Xtreme Power Inc. has filed a ballot summary for its Second Amended Joint Plan of Liquidation, showing that the required majorities of each voting class entitled to vote has accepted the Plan. Six holders of allowed priority claims totaling $62,400, and holders of unsecured claims against Xtreme Power Systems, LLC and Xtreme Power Grove, LLC, voted to accept the Plan. Two holders of unsecured claims against XPI aggregating $5.23 million voted to accept the Plan, and two holders of unsecured claims against XPI totaling $159,000 voted against the Plan. Holders of secured claims were deemed to accept the Plan and holders of equity interests were deemed to reject the Plan. A copy of the ballot summary is available for free at http://is.gd/BaMav1 About Xtreme Power Founded in November 2006, Xtreme Power Inc. and its affiliates designed, installed, and monitored energy storage and power management systems. Xtreme Power was headquartered in Kyle, Texas, with operations throughout the U.S. Xtreme Power Inc. and two affiliates filed Chapter 11 bankruptcy petitions (Bankr. W.D. Tex. Lead Case No. 14-10096) in Austin, Texas, on Jan. 22, 2014. Judge Christopher H. Mott presides over the case. The Debtors have tapped Shelby A. Jordan, Esq., at Jordan, Hyden, Womble, Culbreth & Holzer, P.C., as bankruptcy counsel. The Debtors engaged Gordian Group, LLC, as investment banker and financial advisor. In addition, Baker Botts LP is serving as special counsel for transactions; Bracewell & Giuliani LLP is special counsel for certain litigation matters; Griggs & Spivey is special Counsel for the ECI litigation; Fish & Richardson P.C. is special counsel for patents and trademarks; and The Wenmohs Group has been tapped tax returns Debtor Power Inc. scheduled $7.00 million in total assets and $65.7 million in total liabilities. Debtor Power Grove scheduled $5.18 million in total assets and $31.9 million in total liabilities. Power Systems scheduled $4.30 million in total assets and $87.7 million in total liabilities. The Creditors' Committee is represented by Eric J. Taube, Esq., Mark C. Taylor, Esq., and Morris D. Weiss, Esq., at Hohmann, Taube & Summers, LLP, in Austin, Texas. Younicos was the winning bidder at an auction with a $14 million for the substantially all of the assets of the Debtors. The Court approved the sale by Order dated April 11, 2014, and the transaction closed on April 14, 2014. Upon consummation of the sale to Younicos all the Debtors employees were hired by Younicos. [*] Michigan Lawyers Weekly Names Steven Howell 2015 Leader in Law ------------------------------------------------------------------ Michigan Lawyers Weekly has named Dickinson Wright PLLC's Steven G. Howell, Esq., "2015 Leader in the Law". Mr. Howell is a Member in Dickinson Wright's Detroit office. He also serves as the Practice Department Manager for the firm's Banking & Finance, Creditors' Rights, Municipal Finance and International Law Practices. He focuses his practice in the areas of bankruptcy & restructuring law, including creditor rights and bankruptcy litigation, and banking & finance law. Mr. Howell serves as a Special Assistant Attorney General for the State of Michigan in the City of Detroit's Chapter 9 bankruptcy case, representing the State of Michigan. He has served as either counsel or co-counsel for clients in numerous Chapter 11 bankruptcies, Companies' Creditors Arrangement Act proceedings in Canada, and workouts. Mr. Howell has expertise in assisting clients dealing with financially-challenged entities in a variety of industries including automotive, manufacturing, banking, municipal, and commercial real estate. Mr. Howell is a member of the Federal Bar Association's Eastern District of Michigan Chapter, the State Bar of Michigan, the American Bankruptcy Institute, and the Turnaround Management Association. Mr. Howell received the Barbara J. Rom Excellence in Bankruptcy Award on Nov. 20, 2014, from the Federal Bar Association for the Eastern District of Michigan. He is recognized as a leader in his field by Best Lawyers in America, including being named 2014 Detroit Bankruptcy and Creditor Debtor Rights/Insolvency and Reorganization Lawyer of the Year; Chambers USA, including recognition as a Band 1 Leading Individual in Michigan in the bankruptcy field; Michigan Super Lawyers, and Dbusiness Top Lawyers. Mr. Howell received his B.G.S. from the University of Michigan, with high distinction, and his J.D. from Wayne State University Law School, magna cum laude. Each year, Michigan Lawyers Weekly selects 25-30 lawyers to honor as "Leaders in the Law". "Leaders in the Law" are lawyers who exemplify the noble tradition of the legal profession, are passionate and active on behalf of clients and the community, have a record of success in the legal profession, and have a record of achievements that displays a strength of character and ability to be a leader in the Michigan legal community. The "2015 Leaders in the Law" will be honored at an annual luncheon and awards celebration on March 26, 2015, at the Troy Marriott. About Dickinson Wright Dickinson Wright PLLC is a general practice business law firm with more than 380 attorneys among more than 40 practice areas. Headquartered in Detroit and founded in 1878, the firm has thirteen offices, including six in Michigan (Detroit, Troy, Ann Arbor, Lansing, Grand Rapids, and Saginaw) and seven other domestic offices in Columbus, Ohio; Lexington, Kentucky; Nashville, Tennessee; Las Vegas, Nevada; Phoenix, Arizona; and Washington, D.C. The firm's Canada office is located in Toronto. [*] Victory Capital Expands Capabilities in Asset Liquidation Space ------------------------------------------------------------------- Victory Park Capital (VPC), an asset management firm focused on middle market debt and equity investments, on Feb. 17 disclosed it will strengthen its capabilities in the asset liquidation industry through an investment in Yellen Partners, LLC (Yellen Partners), an asset liquidation company, which VPC will combine with Reich Brothers Holdings, LLC (Reich Bros), an existing portfolio company focused on a diverse range of capital and surplus asset solutions. The expanded platform will be renamed YR Holdings, LLC (YR Holdings), and will grow VPC's presence in the sector by diversifying the company's service offerings into retail and inventory, in-house appraisal and auction capabilities, and expanding its capabilities in industrial, manufacturing and healthcare asset liquidations. YR Holdings, through its wholly-owned subsidiaries, Reich Bros and Yellen Partners, will offer and manage a full range of complementary services for numerous asset classes. Yellen Partners will be led by industry veterans Harvey and Brian Yellen, who bring extensive experience in the retail and industrial asset liquidation industry, while Reich Bros will continue to be run by Co-CEOs Jonathan and Adam Reich. With increased senior leadership and shared corporate resources, YR Holdings will house a diversified deal pipeline, including liquidations, auction services and equipment solutions, as well as internal and third party retail and industrial asset appraisals. "Our industry experience, and the Reich's successful track record across a wide range of asset classes, will allow us to drive future business growth," said Harvey Yellen, chairman of YR Holdings and chairman and CEO of Yellen Partners. Added Brian Yellen, president of Yellen Partners, "We look forward to working with a team as experienced in this sector as VPC and Reich Bros in order to continue building upon our strong reputation across the U.S." The Yellens each bring more than 20 years of seasoned experience across the liquidation industry. Harvey Yellen previously served as president, CEO and chief operating officer to various retail companies, as well as managing partner of Great American Group. Brian Yellen most recently served as executive vice president of Great American Group and possesses extensive experience in the liquidation of retail, distribution and manufacturing assets. "VPC believes there's a strong market opportunity for a new, innovative platform in the asset liquidation sector backed by recognized and seasoned leadership. We also see opportunities across sectors and business cycles where there's a need for asset validation and disposition services," stated Richard Levy, CEO and founder of VPC. "By adding Harvey and Brian's expertise in the category with the Reich Bros, we feel this new platform is poised to deliver strong results across a wide spectrum of transactions." About Yellen Partners Yellen Partners, LLC -- http://www.yellenpartners.com/-- is a specialized, hands-on provider of asset monetization solutions focused on the acquisition and disposition of retail and wholesale inventories, as well as healthcare and industrial machinery and equipment, for businesses seeking to continue operations or sell assets as a going concern. Core activities include sourcing, acquiring and monetizing distressed and other surplus assets through transaction strategies, including, but not limited to, retail store closings, orderly liquidations of wholesale inventories and specialty assets, as well as private treaty sales and on-site and on-line auctions. About Reich Brothers Holdings Reich Brothers Holdings, LLC -- http://www.reichbros.com/-- is a specialized, hands-on provider of capital asset solutions and focuses on the acquisition and disposition of distressed and surplus capital assets, while providing an extensive array of solutions for businesses seeking to continue operations or sell assets as a going concern. Jonathan and Adam Reich, the company's Co-CEOs have established a long track record of successful value realization for clients and partners alike. About Victory Park Capital Victory Park Capital (VPC) -- http://www.victoryparkcapital.com/-- is a privately held registered investment advisor dedicated to alternative investing through the management of private investment funds. As specialists in credit and private equity investments, VPC focuses on middle market companies across a diversified range of industries. Whether as a lender or a control investor, VPC seeks to identify opportunities where it believes the potential for reward outweighs the risks entailed. Founded in 2007, VPC is headquartered in Chicago with additional resources in Boston, Los Angeles, New York and San Francisco. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re Douglas Scott Bankr. N.D. Ala. Case No. 15-80338 Chapter 11 Petition filed February 10, 2015 In re Alycia Leannette Chase aka Alycia Chase Alycia L. Chase Alycia Lowry Bankr. C.D. Cal. Case No. 15-12001 Chapter 11 Petition filed February 10, 2015 represented by: Anthony Obehi Egbase, Esq. LAW OFFICES OF ANTHONY O. EGBASE & ASSOC. E-mail: info@anthonyegbaselaw.com In re Ralph P. Douglas, Jr. Bankr. N.D. Fla. Case No. 15-40073 Chapter 11 Petition filed February 10, 2015 In re Comprehensive Business Service 1402, LLC Bankr. S.D. Fla. Case No. 15-12526 Chapter 11 Petition filed February 10, 2015 See http://bankrupt.com/misc/flsb15-12526.pdf represented by: John M. Cruz II, Esq. LAW OFFICES OF JOHN M. CRUZ, II E-mail: cruzjohnm@aol.com In re King Tower Properties Inc. Bankr. E.D.N.Y. Case No. 15-40515 Chapter 11 Petition filed February 10, 2015 See http://bankrupt.com/misc/nyeb15-40515.pdf represented by: Robert J. Musso, Esq. ROSENBERG MUSSO & WEINER, LLP E-mail: rmwlaw@att.net In re Calientito Deli, Restaurant & Lounge Bar, Inc. Bankr. S.D.N.Y. Case No. 15-10288 Chapter 11 Petition filed February 10, 2015 See http://bankrupt.com/misc/nysb15-10288.pdf represented by: Damond J. Carter, Esq. CARTER & ASSOCIATE ATTORNEYS, PLLC E-mail: damcart@carter-attorneys.com In re Total Performance, LLC Bankr. E.D.N.C. Case No. 15-00756 Chapter 11 Petition filed February 10, 2015 See http://bankrupt.com/misc/nceb15-00756.pdf represented by: Travis Sasser, Esq. SASSER LAW FIRM E-mail: tsasser@carybankruptcy.com In re Electrical & Electronic Suppliers Inc. Bankr. D.P.R. Case No. 15-00886 Chapter 11 Petition filed February 10, 2015 See http://bankrupt.com/misc/prb15-00886.pdf represented by: Maria Mercedes Figueroa y Morgade, Esq. FIGUEROA Y MORGADE LEGAL ADVISORS E-mail: figueroaymorgadelaw@yahoo.com In re Robin Richardo Daniel Bankr. M.D. Tenn. Case No. 15-00882 Chapter 11 Petition filed February 10, 2015 In re Clinton Joseph Welliver Bankr. N.D. Tex. Case No. 15-40609 Chapter 11 Petition filed February 10, 2015 In re David Jon de Langis Bankr. C.D. Cal. Case No. 15-12018 Chapter 11 Petition filed February 11, 2015 In re Michael Alan Sullivan Bankr. S.D. Fla. Case No. 15-00549 Chapter 11 Petition filed February 11, 2015 In re David Cassidy Bankr. S.D. Fla. Case No. 15-12588 Chapter 11 Petition filed February 11, 2015 In re Tallawah Veterinary Services Inc. Bankr. S.D. Fla. Case No. 15-12590 Chapter 11 Petition filed February 11, 2015 See http://bankrupt.com/misc/flsb15-12590.pdf represented by: Angelo A. Gasparri, Esq. THE LAW OFFICES OF ANGELO A. GASPARRI, P.A. E-mail: angelo@drlclaw.com In re Pelican Rehabilitation Hospital, LLC Bankr. E.D. La. Case No. 15-10331 Chapter 11 Petition filed February 11, 2015 See http://bankrupt.com/misc/laeb15-10331.pdf represented by: Derek Terrell Russ, Esq. E-mail: derekruss@russlawfirm.net In re Julia Street Holdings I, LLC Bankr. E.D. La. Case No. 15-10332 Chapter 11 Petition filed February 11, 2015 See http://bankrupt.com/misc/laeb15-10332.pdf represented by: Lee Phillips, Esq. E-mail: leejphillips@hotmail.com In re Kosmors, Inc. Bankr. D. Md. Case No. 15-11908 Chapter 11 Petition filed February 11, 2015 See http://bankrupt.com/misc/mdb15-11908.pd represented by: Charles C. Iweanoge, Esq. THE IWEANOGES' FIRM, P.C. E-mail: cci@iweanogesfirm.com In re William A. Trudeau, Jr. Bankr. D. Mass. Case No. 15-40258 Chapter 11 Petition filed February 11, 2015 In re Angelina Bufalino Bankr. D. Nev. Case No. 15-10617 Chapter 11 Petition filed February 11, 2015 In re Arlene C. Farkas Bankr. S.D.N.Y. Case No. 15-10293 Chapter 11 Petition filed February 11, 2015 In re Higher Calling World Outreach Ministries pka Little Zion Missionary Baptist Church Bankr. E.D.N.C. Case No. 15-00783 Chapter 11 Petition filed February 11, 2015 See http://bankrupt.com/misc/nceb15-00783.pdf represented by: John G. Rhyne, Esq. JOHN G. RHYNE, ATTORNEY AT LAW E-mail: johnrhyne@johnrhynelaw.com In re 74 Home & Tool Center, Inc. Bankr. W.D.N.C. Case No. 15-40041 Chapter 11 Petition filed February 11, 2015 See http://bankrupt.com/misc/ncwb15-40041.pdf represented by: William S. Gardner, Esq. GARDNER LAW OFFICES, PLLC E-mail: Billgardner@gardnerlawoffices.com In re Stone Oak Investment, LLC Bankr. N.D. Ohio Case No. 15-30316 Chapter 11 Petition filed February 11, 2015 See http://bankrupt.com/misc/ohnb15-30316.pdf represented by: Steven L. Diller, Esq. DILLER AND RICE, LLC E-mail: steven@drlawllc.com In re Elizabeth Benitez-Nevarez Bankr. D.P.R. Case No. 15-00929 Chapter 11 Petition filed February 11, 2015 In re Vector Arms, Corp. Bankr. D. Utah Case No. 15-21039 Chapter 11 Petition filed February 11, 2015 See http://bankrupt.com/misc/utb15-21039.pdf represented by: Brian M. Rothschild, Esq. PARSONS BEHLE & LATIMER E-mail: brothschild@parsonsbehle.com In re Arthur J. Murray Bankr. E.D. Va. Case No. 15-10479 Chapter 11 Petition filed February 11, 2015 In re Innovative Commercial Construction, Inc. Bankr. M.D. Fla. Case No. 15-01359 Chapter 11 Petition filed February 12, 2015 See http://bankrupt.com/misc/flmb15-01359.pdf represented by: Marshall G. Reissman, Esq. THE REISSMAN LAW GROUP E-mail: marshall@reissmanlaw.com In re Carter Tree Farm, LLC Bankr. S.D. Fla. Case No. 15-12633 Chapter 11 Petition filed February 12, 2015 See http://bankrupt.com/misc/flsb15-12633.pdf represented by: Norman L. Schroeder II, Esq. NORMAN L. SCHROEDER II, P.A. E-mail: nschroeder@nlsbankruptcy.com In re Valerie Elizabeth Kaan Bankr. S.D. Fla. Case No. 15-12654 Chapter 11 Petition filed February 12, 2015 In re Earnest James Davis, III Bankr. N.D. Ga. Case No. 15-52763 Chapter 11 Petition filed February 12, 2015 In re Never Late Printing, LLC Bankr. D. Nev. Case No. 15-10640 Chapter 11 Petition filed February 12, 2015 See http://bankrupt.com/misc/nvb15-10640.pdf represented by: Seth D. Ballstaedt, Esq. THE BALLSTAEDT LAW FIRM E-mail: seth@ballstaedtlaw.com In re Daniel Shad Lewis Bankr. E.D. Tenn. Case No. 15-50222 Chapter 11 Petition filed February 12, 2015 In re Frederic George Schaub Bankr. M.D. Fla. Case No. 15-01284 Chapter 11 Petition filed February 16, 2015 In re Buddy D. Mason Bankr. M.D. Fla. Case No. 15-01450 Chapter 11 Petition filed February 16, 2015 In re Julio Jimenez & Asociados, Inc. dba Floristeria Zuazo Bankr. D.P.R. Case No. 15-01044 Chapter 11 Petition filed February 16, 2015 See http://bankrupt.com/misc/prb15-01044.pdf represented by: Jean Philip Gauthier Inesta, Esq. JEAN PHILIP GAUTHIER LAW OFFFICE E-mail: jpgauthier@spiderlink.net In re CWNZ Purcellville, LLC Bankr. E.D. Va. Case No. 15-10534 Chapter 11 Petition filed February 16, 2015 See http://bankrupt.com/misc/vaeb15-10534.pdf represented by: Frank Bredimus, Esq. LAW OFFICE OF FRANK BREDIMUS E-mail: Fbredimus@aol.com In re John Martin Kwitek and Bonnie Sue Kwitek Bankr. E.D. Wisc. Case No. 15-21301 Chapter 11 Petition filed February 16, 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. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000 or Nina Novak at 202-362-8552. *** End of Transmission ***