/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/150223.mbx T R O U B L E D C O M P A N Y R E P O R T E R Monday, February 23, 2015, Vol. 19, No. 54 Headlines 22ND CENTURY: Crede Reports 9.9% Stake as of Dec. 31 A123 SYSTEMS: Sues Apple for Hiring Former Workers A123 SYSTEMS: Sues Apple for Poaching Employees ABSOLUTELY ITALIAN: Case Summary & 16 Largest Unsecured Creditors ACCESSION GROUP: Case Summary & 6 Largest Unsecured Creditors ADAMIS PHARMACEUTICALS: Eses Owns 12.9% Stake as of Jan. 9 ADAMIS PHARMACEUTICALS: Sio Capital Reports 11% Stake at Dec. 31 ADVANCED MICRO DEVICES: Widens Net Loss to $403 Million in 2014 AEROGROW INTERNATIONAL: Posts $1.2 Million Net Income for Q3 ALEXZA PHARMACEUTICALS: Approves 2015 Cash Bonus Plan ALEXZA PHARMACEUTICALS: Lansdowne Reports 8.9% Stake as of Dec. 31 ALIXPARTNERS LLP: Zolfo Cooper Deal No Impact on Moody's 'B2' CFR ALLEN SYSTEMS: Asks for April 3 Extension to File Schedules ALLEN SYSTEMS: Prepackaged Plan to Reduce Debt by 64% ALLEN SYSTEMS: Targeting March Confirmation of Prepack Plan ALLEN SYSTEMS: Wants Court to Enforce Bankruptcy Code Protections ALLIANCE HOME: Case Summary & 20 Largest Unsecured Creditors ALTEGRITY INC: Court Issues Joint Administration Order ALTEGRITY INC: Has Authority to Pay $8-Mil. to Critical Vendors AMERICAN POWER: Reports $1.4-Mil. Net Loss for First Quarter AMPLIPHI BIOSCIENCES: RA Capital Holds 9.7% Stake as of Dec. 31 ANACOR PHARMACEUTICALS: Baker Bros. Has 9.8% Stake as of Dec. 31 ANACOR PHARMACEUTICALS: Kingdon Reports 2.75% Stake as of Dec. 31 ANACOR PHARMACEUTICALS: Palo Alto Reports 5.8% Stake as of Dec. 31 ANDOVER COILS: Case Summary & 20 Largest Unsecured Creditors AOXING PHARMACEUTICAL: Reports $602,000 Net Profit in Q2 APOLLO MEDICAL: Delays Dec. 31 Form 10-Q; Sees Loss at $1.9MM APPLIED MINERALS: Registers 40.9 Million Shares for Resale AQH LLC: Case Summary & 17 Largest Unsecured Creditors ARRAY BIOPHARMA: Redmile Group Reports 8.6% Stake as of Dec. 31 ASSETS OVERSEAS: Case Summary & 20 Largest Unsecured Creditors AUXILIUM PHARMACEUTICALS: AQR Reports 5% Stake as of Dec. 31 AUXILIUM PHARMACEUTICALS: Palo Alto Holds 9% Stake as of Dec. 31 AXIALL CORP: Moody's Assigns 'Ba1' Rating to New $250MM Sr. Loan AXIALL CORP: S&P Affirms 'BB' Corp. Credit Rating; Outlook Stable AZIZ CONVENIENCE: Mulls Selling 28 Quick Stop Stores BALL CORP: Fitch Affirms 'BB+' Issuer Default Rating BALL CORP: Moody's Rates New $3 Billion Revolver at 'Ba1' BALL CORP: S&P Revises Outlook to Negative & Affirms 'BB+' CCR BEAZER HOMES: GSO Capital No Longer a Shareholder as of Dec. 31 BUILDERS FIRSTSOURCE: Posts $2.42-Million Net Income in 4th Qtr. C. WONDER: Prime Clerk Serves as Claims Agent CAESARS ENTERTAINMENT: Trustee Demands Payment of $3.8 Billion CASPIAN SERVICES: Needs More Time to File Dec. 31 Form 10-Q CHINA LOGISTICS: Magna Mgt. No Longer Owns Shares as of Dec. 31 CHINA PRECISION: Edward Wedbush Reports 5% Stake as of Dec. 31 CNCPROS INTERNATIONAL: Case Summary & 2 Top Unsecured Creditors DEAN FOOD: Moody's Rates $700MM Senior Unsecured Notes at B2 DEAN FOODS: S&P Assigns 'B+' Rating on $700MM Sr. Unsecured Notes DEERFIELD RANCH WINERY: Seeks to Use Rabobank Cash Collateral DEERFIELD RANCH WINERY: To Reorganize Rather Than Sell DEERFIELD RANCH: May Continue Operations Until End of March DELPHI AUTOMOTIVE: To Sell Thermal Business to MAHLE DENDREON CORP: Court Approves Sale of Assets to Valeant ECO BUILDING: Posts $1.4 Million Net Loss for Second Quarter EFT HOLDINGS: Reports $4.1 Million Net Loss for Third Quarter ELBIT IMAGING: York Capital Owns 19.8% of Shares as of Dec. 31 ENERGY & EXPLORATION: Bank Debt Trades at 4% Off ENERGY FUTURE: 'Make-Whole' Tender Offer Survives Appeal EVEREST COLLEGES: Files Bankruptcy Assignment Under BIA FIRST CLASS AUTO: Case Summary & 20 Largest Unsecured Creditors FIRST NATIONAL: Begins Trading on the OTCQX Marketplace FIRST QUANTUM: S&P Puts 'B+' CCR on CreditWatch Negative FOX TROT CORP: Poplar Balks at UST's Conversion or Dismissal Bid FREDERICK'S OF HOLLYWOOD: Hires Liquidators to Shutter 93 Stores FREDERICK'S OF HOLLYWOOD: May Close Down One-Third of Stores GALAXY RECYCLING: Meeting to Form Creditors' Panel Set for March 6 GENERAL MOTORS: Craig Glidden to Join Co. as Top Lawyer GENERAL MOTORS: Names Craig Glidden as New General Counsel GENIUS BRANDS: Iroquois Capital Reports 6.9% Stake as of Dec. 31 GEOMET INC: Incurs $2 Million Net Loss in Fourth Quarter GLYECO INC: Engages David Ide CEO and President HERCULES OFFSHORE: Files Fleet Status Report as of Feb. 19 HILO HATTIE: Hawaiian Retailer Files for Bankruptcy HIPCRICKET INC: Files Schedules of Assets and Liabilities HIPCRICKET INC: Gets Final OK to Access SITO's $3.5-Mil. DIP Loan HIPCRICKET INC: Hires Johnson Assoc as Bonus Plan Expert Witness HORIZON LINES: Agrees to Settle Merger-Related Litigation HS 45 JOHN: Case Summary & 7 Largest Unsecured Creditors IHEARTCOMMUNICATIONS INC: Fitch Rates Proposed $550MM Notes CCC IHEARTCOMMUNICATIONS INC: Incurs $794-Mil. Net Loss in 2014 IHEARTCOMMUNICATIONS INC: Moody's Rates New $550MM Notes 'Caa1' IHEARTCOMMUNICATIONS INC: S&P Rates Proposed $550MM Notes 'CCC+' INSITE VISION: Coliseum Capital Reports 8.3% Stake as of Dec. 31 INSITE VISION: Posts $26.7 Million Net Income for 2014 ISTAR FINANCIAL: Reports $28.4 Million Net Loss for Fourth Quarter ITUS CORP: Amit Kumar Reports 6.6% Stake as of Feb. 18 IVANHOE ENERGY: To File Bankruptcy Proposal Under BIA IVANHOE ENERGY: To File for Bankruptcy in Canada JACKSONVILLE BANCORP: Endeavour Reports 9.9% Stake as of Dec. 31 JETBLUE AIRWAYS: Fitch Raises Issuer Default Rating to 'B+' KEMET CORP: Files Copy of Investor Presentation with SEC LEONARD WALLACE: District Court Affirms Orders in Suit vs. Hayes LIFE PARTNERS: Can File Schedules & Statement Until February 27 LIFE PARTNERS: Committee Wants to Hire Munsch Hardt as Attorney LIFE PARTNERS: Names Kevin Buchanan as Special Litigation Counsel LIFE PARTNERS: Taps Forshey & Prostok as Attorney LIGHTSQUARED INC: Further Expands Scope of E&Y's Services LIGHTSQUARED INC: Has Access to Cash Collateral Until April 30 MAGNETIC RESONANCE: Voluntary Chapter 11 Case Summary MAINTENANCE DYNAMICS: Case Summary & 8 Top Unsecured Creditors MARINA BIOTECH: Posts $6.5 Million Net Loss for 2014 MEDICAL ALARM: Delays Filing of Dec. 31 Form 10-Q MICROVISION INC: Ben Farhi Reports 1.7% Stake as of Feb. 17 MONTEZUMA MEXICAN: Voluntary Chapter 11 Case Summary MOUNTAIN PROVINCE: Has Rights Offering of 23.7MM Common Shares NATIONAL CINEMEDIA: Janus Capital Reports 11.2% Stake as of Dec. 31 NATROL INC: Debtor Files Ch. 11 Liquidating Plan NAVISTAR INTERNATIONAL: Stockholders Elected 9 Directors NET ELEMENT: Amends Sept. 30, 2014 Form 10-Q NET ELEMENT: Crede CG No Longer a Shareholder as of Dec. 31 NIELSEN N.V.: S&P Raises Corp. Credit Rating to BB+ NII HOLDINGS: Can Proceed with March 20 Auction of Mexican Assets NPS PHARMACEUTICALS: Incurs $8.7 Million Net Loss in 2014 NPS PHARMACEUTICALS: Janus Capital Reports 5% Stake as of Dec. 31 OXFORD RESOURCE: AIM Oxford Owns 1% of Common Units as of Dec. 31 OXFORD RESOURCE: Westmoreland Reports 79% Stake as of Dec. 31 PACIFIC ARCHITECTS: Moody's Alters Outlook to Neg & Affirms B2 CFR PACIFIC GOLD: Magna Management Does Not Own Common Shares PASSAIC HEALTHCARE: Creditors' Panel Hires Arent Fox as Counsel PASSAIC HEALTHCARE: Creditors' Panel Taps CBIZ as Advisors PETRON ENERGY: Magna Mgt. Reports 0% Stake as of Dec. 31 POMARE LTD: Case Summary & 20 Largest Unsecured Creditors POMARE LTD: Files for Chapter 11 for Second Time QUALITY DISTRIBUTION: Amends Term of CFO's Employment QUALITY DISTRIBUTION: Skyline Reports 4.7% Stake as of Dec. 31 QUANTUM FUEL: Closes $11.5-Mil. Public Offering of Common Stock QUICKSILVER RESOURCES: Delisted From NYSE QUICKSILVER RESOURCES: S&P Cuts CCR to D on Missed Interest Payment RADIOSHACK CORP: Has Go Signal to Start Selling Store Leases RESEARCH SOLUTIONS: Incurs $94K Net Loss in Dec. 31 Quarter RESIDENTIAL ACCREDIT: $235MM Settlement Has Court's Preliminary OK RESTORGENEX CORP: Ernest Moody Reports 5.1% Stake as of May 2014 RETROPHIN INC: Broadfin Reports 9.6% Stake as of Dec. 31 RETROPHIN INC: Consonance Capman Reports 9.6% Stake as of Dec. 31 RETROPHIN INC: QVT Financial Reports 7.4% Stake as of Dec. 31 REVEL AC: Allowed to Scrap Second Bankruptcy Sale REVEL AC: Court Allows Termination of Glenn Straub Sale Deal REYNOLDS GROUP: Moody's Confirms 'B3' CFR, Outlook Stable RIVER CITY: Court Allows Debtors to Re-Solicit Bids for Assets ROMAN DEVELOPMENT: Files for Ch 11, Dodges Foreclosure on Property RONALD COHEN: 3rd Circuit Denies Plea to Dismiss Landlord's Suit ROSETTA GENOMICS: Signs Equity Sales Agreement with Cantor SALADWORKS LLC: Case Summary & 20 Largest Unsecured Creditors SALADWORKS LLC: Meeting to Form Creditors' Panel Set for Feb. 26 SEQUENOM INC: Palo Alto Reports 8.4% Stake as of Dec. 31 SHILO INN: California Bank & Trust Objects to Exit Plan SHILO INN: California Bank Files Adversary Proceeding v. Moses Lake SILVERSUN TECHNOLOGIES: Further Amends 701,138 Shares Prospectus SOUTHERN MANUFACTURING: Case Summary & 20 Top Unsec. Creditors SPORTS AUTHORITY: Moody's Cuts CFR to 'Caa1', Outlook Negative SPRINT CORP: Fitch Rates Proposed $1BB Sr. Unsecured Notes 'B+' SPRINT CORP: Moody's Assigns B2 Rating on New $1BB Unsecured Notes SPRINT CORP: S&P Assigns 'B+' Rating on New $1BB Sr. Notes Due 2025 STELLAR BIOTECHNOLOGIES: Shareholders Elect 6 Directors SUMMIT ACADEMY: S&P Revises Outlook & Affirms 'BB' Rating on Bonds SUNGARD AVAILABILITY: Moody's Affirms 'B2' CFR, Outlook Negative SUNVALLEY SOLAR: To Sell Subsidiary to Sungold Holdings TECHPRECISION CORP: Incurs $946K Net Loss in Third Quarter THE GREENBRIER: Owner Paid Mechel OAO $5MM for Bluestone Coal THERAPEUTICSMD INC: RA Capital Reports 2.1% Stake as of Dec. 31 TOLLENAAR HOLSTEINS: Schedules and Statement Due Today TRANSGENOMIC INC: Robert Patzig Named Board Chairperson TRAVELPORT WORLDWIDE: TDS Reports 10% Stake as of Dec. 31 TRUMP ENTERTAINMENT: Donald Trump Wins Round in Bid to Reclaim Name TUTTI MANGIA: Case Summary & 20 Largest Unsecured Creditors UNIVERSAL DOOR: Case Summary & 20 Largest Unsecured Creditors URBAN AG: Magna Mgt. No Longer Owns Shares as of Dec. 31 VIGGLE INC: Frazier Tech No Longer a Shareholder as of Dec. 31 VISCOUNT SYSTEMS: Paul Brisgone Quits From Board VOGUE INT'L: Fitch Lowers IDR to B+ Then Withdraws Rating VYCOR MEDICAL: Fountainhead Holds 70% of Series D Shares VYCOR MEDICAL: Peter Zachariou Owns 26% of Series D Shares WAFERGEN BIO-SYSTEMS: Deerfield Mgmt Reports Shares Ownership WAFERGEN BIO-SYSTEMS: Great Point Reports 2% Stake as of Dec. 31 WAFERGEN BIO-SYSTEMS: Merlin BioMed Holds 3% Stake as of Dec. 31 WAFERGEN BIO-SYSTEMS: RA Capital Reports 9.9% Stake as of Dec. 31 WALTER ENERGY: Marketfield Asset No Longer a Shareholder WALTER ENERGY: Reports $128 Million Net Loss for Fourth Quarter WATERFORD GAMING: Moody's Withdraws Ratings Including 'Ca' CFR WBH ENERGY: Files List of Real Property in Court WEST CORP: Posts $158 Million Net Income in 2014 WESTMORELAND COAL: Depositary Shares Delisted From NASDAQ WESTMORELAND COAL: Owns 79% of Units in Westmoreland Resource WIZARD WORLD: Bristol Reports 14% Stake as of Feb. 13 WIZARD WORLD: John Macaluso Reports 16.4% Stake as of Dec. 31 WPCS INTERNATIONAL: Iroquois Capital Has 9.99% Stake as of Dec. 31 WPCS INTERNATIONAL: Issues 1.1 Million Common Shares XCCENT INC: Files for Chapter 11 Bankruptcy Protection YRC WORLDWIDE: Spectrum Group Reports 2.7% Stake as of Dec. 31 [*] Huron Consulting Bags 9th Annual M&A Advisor Turnaround Award [^] BOND PRICING: For the Week From February 16 to 20, 2015 ********* 22ND CENTURY: Crede Reports 9.9% Stake as of Dec. 31 ---------------------------------------------------- As of Dec. 31, 2014, each of Crede CG III, Ltd, Crede Capital Group, LLC, Acuitas Financial Group, LLC and Terren S. Peizer may be deemed to have beneficial ownership of 6,375,726 shares of common stock of 22nd Century Group, Inc., which consists of 6,309,505 shares of Common Stock and 66,221 shares of Common Stock issuable upon exercise or exchange of a tranche 1A warrant held by Crede CG III, and all those shares of Common Stock represent 9.9% of the Common Stock, based on (1) 64,335,042 shares of Common Stock issued and outstanding on Feb. 4, 2015, as reported in the Annual Report on Form 10-K filed by the Issuer on Feb. 6, 2015, plus (2) 66,221 shares of Common Stock issuable upon exercise or exchange of the Tranche 1A Warrant. The foregoing excludes (I) 1,183,779 shares of Common Stock issuable upon exercise or exchange of the Tranche 1A Warrant held by Crede CG III and (II) 1,000,000 shares of Common Stock issuable upon exercise or exchange of a tranche 1B warrant held by Crede CG III because each of the Tranche 1A Warrant and the Tranche 1B Warrant contains a blocker provision under which the holder thereof does not have the right to exercise the Warrants to the extent that such exercise would result in beneficial ownership by the holder thereof or any of its affiliates of more than 9.9% of the Common Stock. Without those blocker provisions, each of the Reporting Persons may be deemed to have beneficial ownership of an additional 2,183,779 shares of Common Stock. A full-text copy of the regulatory filing is available at: http://is.gd/jvc0LZ About 22nd Century Clarence, New York-based 22nd Century Group, Inc., through its wholly-owned subsidiary, 22nd Century Ltd, is a plant biotechnology company using technology that allows for the level of nicotine and other nicotinic alkaloids (e.g., nornicotine, anatabine and anabasine) in tobacco plants to be decreased or increased through genetic engineering and plant breeding. 22nd Century reported a net loss of $15.6 million on $529,000 of revenue for the year ended Dec. 31, 2014, compared to a net loss of $26.2 million on $7.27 million of revenue during the prior year. As of Dec. 31, 2014, the Company had $21.9 million in total assets, $6.73 million in total liabilities and $15.2 million in total shareholders' equity. A123 SYSTEMS: Sues Apple for Hiring Former Workers -------------------------------------------------- The Associated Press reports that A123 Systems Inc. has filed U.S. District Court in Massachusetts a lawsuit against Apple, seeking a restraining order and preliminary injunction to stop former employee Mujeeb Ijaz from hiring other former A123 employees at Apple, where he now works. The Company said in court documents that Apple is starting a battery division almost identical to that of the Company. According to The AP, the Company claims that Apple aggressively poached some key staff members in violation of their nondisclosure and noncompete agreements when they left the Company. About A123 Systems Based in Waltham, Massachusetts, A123 Systems Inc. designed, developed, manufactured and sold advanced rechargeable lithium-ion batteries and battery systems and provided research and development services to government agencies and commercial customers. A123 was the recipient of a $249 million federal grant from the Obama administration. A123 and U.S. affiliates, A123 Securities Corporation and Grid Storage Holdings LLC, sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case Nos. 12-12859 to 12-12861) on Oct. 16, 2012. A123 disclosed assets of $459.8 million and liabilities totaling $376 million. Lawyers at Richards, Layton & Finger, P.A., and Latham & Watkins LLP serve as the Debtors' counsel. Lazard Freres & Co. LLC acts as the Debtors' financial advisors, while Alvarez & Marsal serves as restructuring advisors. Logan & Company Inc. serves as the Debtors' claims and noticing agent. Brown Rudnick LLP and Saul Ewing LLP serve as counsel to the Official Committee of Unsecured Creditors. Prior to the bankruptcy filing, A123 had an agreement to sell an 80% stake in the business to Chinese auto-parts maker Wanxiang Group Corp. U.S. lawmakers opposed the deal over concerns on the transfer of American taxpayer dollars and technology to China. When it filed for bankruptcy, the Debtors presented a deal to sell all assets to Johnson Controls Inc., subject to higher and better offers. At the auction in December 2012, most of the assets ended up being sold for $256.6 million to Wanxiang. The deal received approval from the Committee on Foreign Investment in the U.S. on Jan. 29, 2013. A123 Systems was renamed B456 Systems Inc., following the sale. Wanxiang America Corporation and Wanxiang Clean Energy USA Corp. are represented in the case by lawyers at Young Conaway Stargatt & Taylor, LLP, and Sidley Austin LLP. JCI is represented in the case by Josh Feltman, Esq., at Wachtell Lipton Rosen & Katz LLP. In May 2013, the Delaware bankruptcy court confirmed the liquidation plan for A123 Systems Inc. The Plan repays all secured creditors in full with some money left over for unsecured creditors. Holders of $143.8 million in subordinated notes are projected to recoup 36.3 percent. If B456 Systems Inc., the company's new name, reduces claims to amounts the company believes correct, the recovery on the subordinated notes could increase to 62.9 percent, according to the disclosure statement. General unsecured creditors, who previously were said to have $124 million in claims, would have roughly the same recovery. A123 SYSTEMS: Sues Apple for Poaching Employees ----------------------------------------------- John D. Stoll, writing for The Wall Street Journal, reported that A123 Systems, a lithium-ion battery maker for electric cars and other business sectors, is suing Apple Inc. for what it alleges is an "aggressive campaign to poach employees." According to the report, the complaint, filed in Massachusetts, names five employees that have either defected to Apple or appear to be in the process recruiting others to join Apple. The Journal says A123 believes Apple aims to build a competing battery business, partially relying on expertise from former A123 employees to help it succeed. About A123 Systems Based in Waltham, Massachusetts, A123 Systems Inc. designed, developed, manufactured and sold advanced rechargeable lithium-ion batteries and battery systems and provided research and development services to government agencies and commercial customers. A123 was the recipient of a $249 million federal grant from the Obama administration. A123 and U.S. affiliates, A123 Securities Corporation and Grid Storage Holdings LLC, sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case Nos. 12-12859 to 12-12861) on Oct. 16, 2012. A123 disclosed assets of $459.8 million and liabilities totaling $376 million. Lawyers at Richards, Layton & Finger, P.A., and Latham & Watkins LLP serve as the Debtors' counsel. Lazard Freres & Co. LLC acts as the Debtors' financial advisors, while Alvarez & Marsal serves as restructuring advisors. Logan & Company Inc. serves as the Debtors' claims and noticing agent. Brown Rudnick LLP and Saul Ewing LLP serve as counsel to the Official Committee of Unsecured Creditors. Prior to the bankruptcy filing, A123 had an agreement to sell an 80% stake in the business to Chinese auto-parts maker Wanxiang Group Corp. U.S. lawmakers opposed the deal over concerns on the transfer of American taxpayer dollars and technology to China. When it filed for bankruptcy, the Debtors presented a deal to sell all assets to Johnson Controls Inc., subject to higher and better offers. At the auction in December 2012, most of the assets ended up being sold for $256.6 million to Wanxiang. The deal received approval from the Committee on Foreign Investment in the U.S. on Jan. 29, 2013. A123 Systems was renamed B456 Systems Inc., following the sale. Wanxiang America Corporation and Wanxiang Clean Energy USA Corp. are represented in the case by lawyers at Young Conaway Stargatt & Taylor, LLP, and Sidley Austin LLP. JCI is represented in the case by Josh Feltman, Esq., at Wachtell Lipton Rosen & Katz LLP. In May 2013, the Delaware bankruptcy court confirmed the liquidation plan for A123 Systems Inc. The Plan repays all secured creditors in full with some money left over for unsecured creditors. Holders of $143.8 million in subordinated notes are projected to recoup 36.3 percent. If B456 Systems Inc., the company's new name, reduces claims to amounts the company believes correct, the recovery on the subordinated notes could increase to 62.9 percent, according to the disclosure statement. General unsecured creditors, who previously were said to have $124 million in claims, would have roughly the same recovery. The Liquidation Trustee appointed in the Chapter 11 cases of B456 Systems, Inc., et al., notified the Bankruptcy Code that the Plan Effective Date occurred on June 28, 2013. ABSOLUTELY ITALIAN: Case Summary & 16 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Absolutely Italian, Inc. 946 S. Grand Ave. Glendora, CA 91740 Case No.: 15-12506 Chapter 11 Petition Date: February 19, 2015 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Robert N. Kwan Debtor's Counsel: Michael S Kogan, Esq. KOGAN LAW FIRM APC 1901 Avenue of the Stars Ste 1050 Los Angeles, CA 90067 Tel: 310-432-2310 Email: mkogan@koganlawfirm.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Edward Inglese, president. A list of the Debtor's 16 largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb15-12506.pdf ACCESSION GROUP: Case Summary & 6 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: The Accession Group, LLC dba Accession Group 632 Lockerbie Place Carmel, IN 46032 Case No.: 15-01024 Chapter 11 Petition Date: February 19, 2015 Court: United States Bankruptcy Court Southern District of Indiana (Indianapolis) Judge: Hon. Robyn L. Moberly Debtor's Counsel: Jeffrey M. Hester, Esq. TUCKER HESTER BAKER & KREBS, LLC One Indiana Square, Suite 1600 Indianapolis, IN 46204-1816 Tel: 317-833-3030 Fax: 317-833-3031 Email: jhester@thbklaw.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Michael P. Coyle, member. A list of the Debtor's six largest unsecured creditors is available for free at http://bankrupt.com/misc/insb15-01024.pdf ADAMIS PHARMACEUTICALS: Eses Owns 12.9% Stake as of Jan. 9 ---------------------------------------------------------- Eses Holdings (FZE) and Ahmed Shayan Fazlur Rahman disclosed in an amended Schedule 13G filed with the U.S. Securities and Exchange Commission that as of Jan. 9, 2015, they beneficially owned 1,635,312 shares of common stock of Adamis Pharmaceuticals Corporation, which represents 12.9 percent based upon the 12,667,780 shares of Common Stock outstanding as of Jan. 9, 2015, as reported by the Company in its Form 424B5 filed with the SEC on Jan. 9, 2015. The Reporting Persons filed the amendment to report the change in their beneficial ownership of Common Stock due to their open market sale of 80,076 shares of Common Stock and an increase in the number of Common Stock outstanding. A full-text copy of the regulatory filing is available at http://is.gd/nPSkfZ About Adamis San Diego, Calif.-based Adamis Pharmaceuticals Corporation (OTC QB: ADMP) is a biopharmaceutical company engaged in the development and commercialization of specialty pharmaceutical and biotechnology products in the therapeutic areas of respiratory disease, allergy, oncology and immunology. Adamis reported a net loss of $8.15 million for the year ended March 31, 2014, as compared with a net loss of $7.19 million for the year ended March 31, 2013. Mayer Hoffman McCann P.C., in Boca Raton, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended March 31, 2014. The independent auditors noted that the Company has incurred recurring losses from operations and has limited working capital to pursue its business alternatives. These conditions raise substantial doubt about the Company's ability to continue as a going concern. As of June 30, 2014, the Company had $11.6 million in total assets, $1.90 million in total liabilities and $9.65 million in total stockholders' equity. Bankruptcy Warning "Our management intends to attempt to secure additional required funding through equity or debt financings, sales or out-licensing of intellectual property assets, seeking partnerships with other pharmaceutical companies or third parties to co-develop and fund research and development efforts, or similar transactions. However, there can be no assurance that we will be able to obtain any required additional funding. If we are unsuccessful in securing funding from any of these sources, we will defer, reduce or eliminate certain planned expenditures and delay development or commercialization of some or all of our products. If we do not have sufficient funds to continue operations, we could be required to seek bankruptcy protection or other alternatives that could result in our stockholders losing some or all of their investment in us," the Company said in its quarterly report for the period ended June 30, 2014. ADAMIS PHARMACEUTICALS: Sio Capital Reports 11% Stake at Dec. 31 ---------------------------------------------------------------- Sio Capital Management, LLC disclosed in a Schedule 13G filed with the U.S. Securities and Exchange Commission that as of Dec. 31, 2014, it beneficially owned 1,168,566 shares of common stock of Adamis Pharmaceuticals Corporation, which represents 11.07 percent based on 10,551,519 shares of common stock outstanding as of Sept. 30, 2014, as reported in the Issuer's Form 10-Q filed with the SEC on Nov. 14, 2014. A full-text copy of the regulatory filing is available for free at http://is.gd/QqNP5S About Adamis San Diego, Calif.-based Adamis Pharmaceuticals Corporation (OTC QB: ADMP) is a biopharmaceutical company engaged in the development and commercialization of specialty pharmaceutical and biotechnology products in the therapeutic areas of respiratory disease, allergy, oncology and immunology. Adamis reported a net loss of $8.15 million for the year ended March 31, 2014, as compared with a net loss of $7.19 million for the year ended March 31, 2013. Mayer Hoffman McCann P.C., in Boca Raton, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended March 31, 2014. The independent auditors noted that the Company has incurred recurring losses from operations and has limited working capital to pursue its business alternatives. These conditions raise substantial doubt about the Company's ability to continue as a going concern. As of June 30, 2014, the Company had $11.6 million in total assets, $1.90 million in total liabilities and $9.65 million in total stockholders' equity. Bankruptcy Warning "Our management intends to attempt to secure additional required funding through equity or debt financings, sales or out-licensing of intellectual property assets, seeking partnerships with other pharmaceutical companies or third parties to co-develop and fund research and development efforts, or similar transactions. However, there can be no assurance that we will be able to obtain any required additional funding. If we are unsuccessful in securing funding from any of these sources, we will defer, reduce or eliminate certain planned expenditures and delay development or commercialization of some or all of our products. If we do not have sufficient funds to continue operations, we could be required to seek bankruptcy protection or other alternatives that could result in our stockholders losing some or all of their investment in us," the Company said in its quarterly report for the period ended June 30, 2014. ADVANCED MICRO DEVICES: Widens Net Loss to $403 Million in 2014 --------------------------------------------------------------- Advanced Micro Devices, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-K disclosing a net loss of $403 million on $5.50 billion of net revenue for the year ended Dec. 27, 2014, compared to a net loss of $83 million on $5.29 billion of net revenue for the year ended Dec. 28, 2013. For the year ended Dec. 29, 2012, the Company incurred a net loss of $1.18 billion. As of Dec. 27, 2014, Advanced Micro had $3.76 billion in total assets, $3.58 billion in total liabilities and $187 million in total stockholders' equity. As of Dec. 27, 2014, the Company's cash, cash equivalents and marketable securities of $1 billion were lower compared to $1.2 billion as of Dec. 28, 2013. The decrease was primarily due to the final $200 million cash payment made in the first quarter of 2014 related to GF's waiver of a portion of the Company's obligations for wafer purchase commitments for the fourth quarter of 2012 and the timing of sales and related collections. A full-text copy of the Form 10-K is available for free at: http://is.gd/W0ZOyX About Advanced Micro Devices Sunnyvale, California-based Advanced Micro Devices, Inc., is a global semiconductor company. The Company's products include x86 microprocessors and graphics. * * * In August 2013, Standard & Poor's Ratings Services revised its outlook on Advanced Micro Devices to negative from stable. At the same time, S&P affirmed its 'B' corporate credit and senior unsecured debt ratings on AMD. As reported by the TCR on June 5, 2014, Fitch Ratings had upgraded the long-term Issuer Default Rating (IDR) for AMD (NYSE: AMD) to 'B-' from 'CCC'. The upgrade primarily reflects AMD's improved financial flexibility from recent refinancing activity, which extends meaningful debt maturities until 2019. In the Feb. 4, 2013, edition of the TCR, Moody's Investors Service lowered AMD's corporate family rating to 'B2' from 'B1'. The downgrade of the corporate family rating to 'B2' reflects AMD's prospects for weaker operating performance and liquidity profile over the next year as the company commences on a multi-quarter strategic reorientation of its business in the face of a challenging macro environment and a weak PC market. AEROGROW INTERNATIONAL: Posts $1.2 Million Net Income for Q3 ------------------------------------------------------------ Aerogrow International, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $1.18 million on $10.98 million of net revenue for the three months ended Dec. 31, 2014, compared to net income of $302,000 on $4.96 million of net revenue for the same period in 2013. For the nine months ended Dec. 31, 2014, the Company reported a net loss of $184,000 on $14.4 million of net revenue compared to a net loss of $246,000 on $6.76 million of net revenue for the same period a year ago. As of Dec. 31, 2014, the Company had $12.27 million in total assets, $10.98 million in total liabilities, all current and $1.28 million in shareholders' equity. "The headline for the quarter is our tremendous revenue growth coupled with significant profitability," said President and CEO J. Michael Wolfe. "Our core strategy for fiscal year 2015 has been to grow at a rapid rate while generating at least a modest bottom line, and these results are a strong validation of our approach. Quarterly revenue exceeded annual revenue for all of fiscal 2014 and I think this speaks to the velocity of our growth and the emerging acceptance of our product line in the market place. "Our growth was driven largely by sales in our Retail distribution channel, which increased by 241% over the prior year period. We continued to show strong results with our on-line retail partners, including Amazon, Costco.com, Walmart.com, HomeDepot.com, and others. Additionally, the Fall of 2014 marked our re-entry into the in-store retail distribution channel where we tested with multiple accounts at different price points, demographics and geographies. These tests included Costco, Walmart, True Value and others. Overall, we are pleased with the results we achieved in this area while also learning a great deal about how to better execute our in-store efforts. As we go forward, we now have a base to build on and are very excited about our future in this important channel." A full-text copy of the Form 10-Q is available for free at: http://is.gd/YtSQC3 About AeroGrow Boulder, Colo.-based AeroGrow International, Inc., is a developer, marketer, direct-seller, and wholesaler of advanced indoor garden systems designed for consumer use and priced to appeal to the gardening, cooking, and healthy eating, and home and office decor markets. Aerogrow International reported a net loss attributable to common shareholders of $4.13 million for the year ended March 31, 2014, a net loss attributable to common shareholders of $8.25 million for the year ended March 31, 2013, and a net loss of $3.55 million for the year ended March 31, 2012. ALEXZA PHARMACEUTICALS: Approves 2015 Cash Bonus Plan ----------------------------------------------------- The Board of Directors of Alexza Pharmaceuticals, Inc., approved the adoption of the 2015 Cash Bonus Plan for the Company's employees, including Thomas B. King, Edwin S. Kamemoto, Robert A. Lippe and Mark K. Oki. The Bonus Plan was adopted to motivate and retain the Company's employees. At the end of 2015, the cash bonus for each employee, including the Executive Officers, will become payable, according to a Form 8-K filed with the U.S. Securities and Exchange Commission. The Board has set corporate goals for 2015, which may be updated at the Board's discretion during 2015. To pay any cash bonus award to any employee under the Bonus Plan, including the Executive Officers, the Company must achieve 70% of the Corporate Goals, as determined by the Board. To receive any portion of his or her cash bonus award, each employee must be actively employed by the Company on Dec. 31, 2015, and be an employee in good standing. Under the terms of the Bonus Plan, each employee, including each Executive Officer, has been assigned a target bonus percentage of such employee's current base salary for 2015, based on an evaluation by an outside compensation consulting firm of similar programs for similar companies. Pursuant to the terms of the Bonus Plan, the target bonus percentage is set at 60% of base salary for the Chief Executive Officer, and 40% of base salary for the other Executive Officers. The bonus amount payable to each employee is targeted at such employee's target bonus percentage, but employees, including the Executive Officers, may receive more than or less than 100% of their target bonus percentage, depending on corporate goal achievement, individual performance and Board discretion. The amounts payable will be weighted for each employee, including Executive Officers, such that the Board's determination of the achievement of the Corporate Goals will account for 80% of the evaluation factor of the bonus potential for each employee, with the remaining 20% of the bonus potential being subject to the discretion of the Company's compensation committee of the Board. A copy of the 2015 Cash Bonus Plan is available for free at: http://is.gd/1oBRVK About Alexza Mountain View, California-based Alexza Pharmaceuticals, Inc., was incorporated in the state of Delaware on Dec. 19, 2000, as FaxMed, Inc. In June 2001, the Company changed its name to Alexza Corporation and in December 2001 became Alexza Molecular Delivery Corporation. In July 2005, the Company changed its name to Alexza Pharmaceuticals, Inc. The Company is a pharmaceutical development company focused on the research, development, and commercialization of novel proprietary products for the acute treatment of central nervous system conditions. Alexza Pharmaceuticals reported a net loss of $39.6 million in 2013, a net loss of $28 million in 2012 and a net loss of $40.5 million in 2011. The Company's balance sheet at Sept. 30, 2014, showed $65.8 million in total assets, $115 million in total liabilities, and a stockholders' deficit of $48.8 million. ALEXZA PHARMACEUTICALS: Lansdowne Reports 8.9% Stake as of Dec. 31 ------------------------------------------------------------------ In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Lansdowne Partners Austria Gmbh and Lansdowne Investment Company Limited disclosed that as of Dec. 31, 2014, they beneficially owned 1,739,389 shares of common stock of Alexza Pharmaceuticals, Inc., which represents 8.94 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/WoWBu2 About Alexza Mountain View, California-based Alexza Pharmaceuticals, Inc., was incorporated in the state of Delaware on Dec. 19, 2000, as FaxMed, Inc. In June 2001, the Company changed its name to Alexza Corporation and in December 2001 became Alexza Molecular Delivery Corporation. In July 2005, the Company changed its name to Alexza Pharmaceuticals, Inc. The Company is a pharmaceutical development company focused on the research, development, and commercialization of novel proprietary products for the acute treatment of central nervous system conditions. Alexza Pharmaceuticals reported a net loss of $39.6 million in 2013, a net loss of $28 million in 2012 and a net loss of $40.5 million in 2011. The Company's balance sheet at Sept. 30, 2014, showed $65.8 million in total assets, $115 million in total liabilities, and a stockholders' deficit of $48.8 million. ALIXPARTNERS LLP: Zolfo Cooper Deal No Impact on Moody's 'B2' CFR ----------------------------------------------------------------- Moody's Investors Service said that AlixPartners, LLP's acquisition of Zolfo Cooper Europe is credit positive since it is expected to provide diversification benefits and contribute to earnings generation, but will not result in changes to AlixPartners' ratings, including its B2 corporate family rating. AlixPartners LLP is a provider of a broad range of consulting services, including enterprise improvement, financial advisory, information management, and turnaround and restructuring in the U.S., Europe, and Asia. ALLEN SYSTEMS: Asks for April 3 Extension to File Schedules ----------------------------------------------------------- Allen Systems Group, Inc., and its debtor-affiliates ask the Bankruptcy Court to extend their time to file schedules of assets and liabilities and statements of financial affairs through and including April 3, 2015. The Debtors also ask the Court to waive the requirement that the Debtors file the Schedules and Statements on the date of the confirmation of the Plan if confirmation occurs on or before April 3. The Debtors explain that they have thousands of creditors, many of whom are customers. The ordinary operation of the Debtors' businesses requires the Debtors to maintain voluminous books, records and complex accounting systems. About Allen Systems Allen Systems Group, Inc., and two affiliates provide mission-critical enterprise information technology ("IT") management software solutions to large enterprises and small and medium-sized businesses. Founded in 1986 by Arthur L. Allen in Naples, Florida, ASG has more than 100 offices worldwide, primarily in the United States and Europe. As of Feb. 17, 2015, ASG had 1,054 employees in 114 locations in 25 countries. Allen Systems and two affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 15-10332) in Delaware on Feb. 18, 2015. The case is assigned to Judge Kevin J. Carey. The Debtor tapped Pachulski Stang Ziehl & Jones LLP as counsel; Latham & Watkins LLP as special counsel; and Epiq Bankruptcy Solutions as claims and noticing agent. Allen Systems estimated $100 million to $500 million in assets and $500 million to $1 billion in debt. ALLEN SYSTEMS: Prepackaged Plan to Reduce Debt by 64% ----------------------------------------------------- Allen Systems Group, Inc., sought Chapter 11 bankruptcy protection with a prepackaged Chapter 11 plan that reduces its secured debt load from over $666 million to $240 million. The Debtors commenced the Chapter 11 cases in order to effectuate a consensual balance sheet restructuring pursuant to the Plan, which, pursuant to a Plan Support Agreement is supported by 100% of the Debtors' first lien lenders, and the holders of in excess of 72% of the Debtors' second lien notes and the holder of 100% of the existing equity interests in ASG. The consolidated funded debt obligations of ASG are: -- DOMESTIC CREDIT FACILITY. As of Jan. 31, 2015, ASG owes $315 million on a term loan and revolving loan provided by lenders led by Wilmington Trust, N.A, successor agent to TPG Allison Agent, LLC. The loans are secured by first priority liens on the Debtors' assets. -- FOREIGN CREDIT FACILITY. Atempo, a wholly owned non-debtor subsidiary of ASG, owes $12 million under a credit agreement with Natixis, New York Branch, as lender. The loans are secured by first priority liens on, among other things, all or substantially all of the assets of Atempo and certain of ASG's foreign subsidiaries who are guarantors. -- SECOND LIEN NOTES: As of Jan. 31, 2015, ASG owes $340 million pursuant to $300 million of 10.5% Senior Secured Second Lien Notes due 2015 issued by ASG pursuant to an Indenture dated as of Nov. 22, 2010, with The Bank of New York Mellon Trust, Company as indenture trustee. As of the Petition Date, the Debtors estimate that their unsecured obligations are roughly $197.8 million, which includes a Notes deficiency claim of $166.7 million. Missed Payments As a result of industry challenges and other factors, the Company's revenues and earnings have declined in recent years. Total revenue in 2013 was $22 million lower than in 2012, decreasing from $298 million in 2012 to $276 million in 2013. Audited financial information for 2014 is not presently available, but the Company projects a significant further reduction in total revenue for 2014 to $247 million. As a result of deteriorating financial performance and substantial secured indebtedness, the Company has faced liquidity constraints and has not been able to make required interest payments on its funded debt starting in April of 2014 As the Company's financial condition grew increasingly distressed, the Company engaged Rothschild, Inc., as its investment banker to evaluate strategic alternatives for the Company. As part of this process, Rothschild conducted an extensive restructuring, recapitalization, and sale process for the Company during 2014 and the beginning of 2015. The Company negotiated and entered into the Restructuring Support Agreement, dated as of Jan. 13, 2015, with the Foreign Lenders, the lenders under the Domestic Credit Facility, a majority of the holders of the Notes, and Arthur Allen, founder and former Chairman of the board, CEO and President of ASG, and his affiliates. Prepackaged Plan Pursuant to the Support Agreement, the Plan is supported by (i) the "Consenting Lenders", who hold of 100% of the Domestic Credit Facility Claims and 100% of the Domestic Credit Facility Claims and 100% of the Foreign Credit Facility, (ii) the Consenting Note Holders, who hold 72% in amount of Notes Claims, and (iii) and ASG's sole stockholder. The Debtors intend to effect a balance sheet restructuring pursuant to the Plan under which, except as otherwise provided in the Plan, the Domestic Credit Facility and Foreign Credit Facility will be repaid in full on the Effective Date unless two-thirds in amount of claims under the Domestic Credit Facility and the Foreign Credit Facility agree to less favorable treatment, and ASG will cancel the Notes Claims in exchange for the Notes Claims Stock representing 41.5% of Reorganized ASG's New Common Stock; in addition, Eligible Holders of Notes Claims will receive Subscription Rights to participate in the Rights Offering to acquire their pro rata share of the Rights Offering Stock, representing the remaining 58.5% of Reorganized ASG's New Common Stock. The Debtors' general unsecured creditors, other than holders of Notes Deficiency Claims and Allen Claims, will be paid in full, and existing equity securities in ASG will be cancelled. In order to fund the Chapter 11 cases, the Debtors intend to obtain and enter into the DIP Facility in an amount up to $40 million. Plan Funding In order to fund the Plan, the Debtors or Reorganized Debtors will: a. enter into the exit facilities, consisting of: -- A first lien revolving loan facility in the amount of $25 million, which is expected to be undrawn as of the Effective Date; -- A first lien term loan facility in the minimum principal amount of $150 million; and -- A second lien term loan exit facility in a principal amount of $90 million, which facility will be fully backstopped by the Consenting Creditors. b. consummate the $130 million rights offering in exchagne for the Rights Offering Stock representing 58.5% of the New Common Stock; c. utilize other available cash. Copies of the Plan and Disclosure Statement are available for free at: http://bankrupt.com/misc/Allen_Systems_Disclosures.pdf http://bankrupt.com/misc/Allen_Systems_Plan.pdf First Day Motions The Debtor on the Petition Date filed motions to, among other things: -- direct joint administration of their Chapter 11 cases; -- continue to operate their cash management system; -- pay prepetition wages and benefits; -- pay prepetition taxes and fees; -- continue insurance coverage entered prepetition; -- grant adequate assurance of payment for utility services; -- pay prepetition claims in the ordinary course; -- enforce protections of 11 U.S.C. Sec. 362 and 525; -- obtain DIP financing and use cash collateral; and -- extend the time to file its schedules and statements. A copy of the affidavit in support of the first day motions is available for free at: http://bankrupt.com/misc/Allen_Systems_1st_Day_Affidavit.pdf About Allen Systems Allen Systems Group, Inc., and two affiliates provide mission-critical enterprise information technology ("IT") management software solutions to large enterprises and small and medium-sized businesses. Founded in 1986 by Arthur L. Allen in Naples, Florida, ASG has more than 100 offices worldwide, primarily in the United States and Europe. As of Feb. 17, 2015, ASG had 1,054 employees in 114 locations in 25 countries. Allen Systems and two affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 15-10332) in Delaware on Feb. 18, 2015. The case is assigned to Judge Kevin J. Carey. The Debtor tapped Pachulski Stang Ziehl & Jones LLP as counsel; Latham & Watkins LLP as special counsel; and Epiq Bankruptcy Solutions as claims and noticing agent. Allen Systems estimated $100 million to $500 million in assets and $500 million to $1 billion in debt. ALLEN SYSTEMS: Targeting March Confirmation of Prepack Plan ----------------------------------------------------------- Allen Systems Group, Inc., and its debtor-affiliates ask the Bankruptcy Court to schedule a combined hearing on March 26, 2015, to consider confirmation of their Joint Prepackaged Chapter 11 Plan and the adequacy of the Disclosure Statement. The Debtors filed the Chapter 11 cases to implement a consensual financial restructuring with the majority of their prepetition institutional debt holders. The Restructuring Support Agreement, dated Jan. 13, 2015, was entered into by and among the Debtors, holders of 72% of the Debtors' prepetition second lien debt (the "Consenting Note Holders"), holders of 100% of the Debtors' prepetition first lien debt (the "Consenting Lenders" and, together with the Consenting Note Holders, the "Consenting Creditors") and ASG's sole shareholder and related parties. In order to effectuate the financial restructuring timely, the Debtors initiated solicitation of votes on the Plan on Feb. 9, 2015. Among other things, the Debtors seek approval of the solicitation procedures and this proposed schedule: Event Date ----- ---- Voting Record Date 2/03/15 Start of Solicitation 2/09/15 Rights Offering Record Date 2/13/15 Start of Rights Offering 2/17/15 Petition Date 2/18/15 Notice Date 2/20/15 Voting Deadline and Subscription Deadline 3/11/15 Objection Deadline 3/19/15 Reply Deadline 3/23/15 Confirmation Hearing 3/26/15 The Debtors also request authority to effectuate a rights offering -- the proceeds of which will fund the restructuring. Pursuant to the Support Agreement and the Plan, the Debtors' prepetition first lien secured debt will be repaid and holders of the Debtors' senior secured second lien notes will receive 41.5% of the common stock to be issued by reorganized ASG subject to dilution as provided in the Plan. To fund the financial restructuring, the Support Agreement contemplates that the Debtors will consummate a $130 million rights offering. Proceeds of the Rights Offering, along with proceeds of new exit term and revolving facilities, will be used to, among other things, repay the Debtors' first lien debt and to fund operations going forward. Because the Rights Offering is a necessary component of the restructuring negotiated in the Support Agreement and embodied by the Plan, the Debtors seek the Court's approval to conduct the Rights Offering at the same time the Debtors solicit votes to accept or reject the Plan. The Debtors commenced the Rights Offering on Feb. 17, 2015. About Allen Systems Allen Systems Group, Inc., and two affiliates provide mission-critical enterprise information technology ("IT") management software solutions to large enterprises and small and medium-sized businesses. Founded in 1986 by Arthur L. Allen in Naples, Florida, ASG has more than 100 offices worldwide, primarily in the United States and Europe. As of Feb. 17, 2015, ASG had 1,054 employees in 114 locations in 25 countries. Allen Systems and two affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 15-10332) in Delaware on Feb. 18, 2015. The case is assigned to Judge Kevin J. Carey. The Debtor tapped Pachulski Stang Ziehl & Jones LLP as counsel; Latham & Watkins LLP as special counsel; and Epiq Bankruptcy Solutions as claims and noticing agent. Allen Systems estimated $100 million to $500 million in assets and $500 million to $1 billion in debt. ALLEN SYSTEMS: Wants Court to Enforce Bankruptcy Code Protections ----------------------------------------------------------------- Allen Systems Group, Inc., and its debtor-affiliates ask the U.S. Bankruptcy Court for the District of Delaware to enter an order enforcing the protections of Section 362 and 525 of the U.S. Bankruptcy Code and bankruptcy anti-termination provisions of Section 365 of the Bankruptcy Code. To aid in the administration of the Debtors' chapter 11 cases and to ensure that their business is not disrupted, the Debtors, out of an abundance of caution, seek entry of an order enforcing the Bankruptcy Code's automatic stay provisions and bankruptcy anti-termination provisions, and the protections thereunder. As a part of the order, the Debtors request that the Court prohibit the escrow agents from releasing the Debtors' source code which they hold in escrow to non-debtor third parties without the prior written authorization of the Debtors or further order of this Court. Due to the global nature of the Debtors' business and their dealings with non-U.S. contract counter-parties who may be unfamiliar with the protections of the Bankruptcy Code, such an order is necessary and appropriate to apprise those parties affected by Section 362 of the Bankruptcy Code of that provision and the automatic stay protections provided to the Debtors. Moreover, upon learning of the commencement of the Debtors' chapter 11 cases, such non-U.S. contract counter-parties that are party to executory contracts and unexpired leases with the Debtors may try to terminate such executory contracts or unexpired leases pursuant to bankruptcy termination provisions contained therein -- which would be in direct contravention of Section 365 of the Bankruptcy Code. The Debtors are further concerned that non-debtor licensees of the Debtors' products may use the pretense of the Debtors' chapter 11 filing to seek to obtain the source code (which is the subject of their licenses with the Debtors) from the escrow agents who hold such source code in escrow pursuant to various escrow agreements -- which also would represent a violation of Section 365 of the Bankruptcy Code. About Allen Systems Allen Systems Group, Inc., and two affiliates provide mission-critical enterprise information technology ("IT") management software solutions to large enterprises and small and medium-sized businesses. Founded in 1986 by Arthur L. Allen in Naples, Florida, ASG has more than 100 offices worldwide, primarily in the United States and Europe. As of Feb. 17, 2015, ASG had 1,054 employees in 114 locations in 25 countries. Allen Systems and two affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 15-10332) in Delaware on Feb. 18, 2015. The case is assigned to Judge Kevin J. Carey. The Debtor tapped Pachulski Stang Ziehl & Jones LLP as counsel; Latham & Watkins LLP as special counsel; and Epiq Bankruptcy Solutions as claims and noticing agent. Allen Systems estimated $100 million to $500 million in assets and $500 million to $1 billion in debt. ALLIANCE HOME: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Alliance Home Healthcare, Inc. 11001 Southwest Highway Palos Hills, IL 60465 Case No.: 15-05642 Nature of Business: Health Care Chapter 11 Petition Date: February 19, 2015 Court: United States Bankruptcy Court Northern District of Illinois (Chicago) Judge: Hon. Pamela S. Hollis Debtor's Counsel: Stephen J Costello, Esq. COSTELLO & COSTELLO 19 N Western Ave Rt 31 Carpentersville, IL 60110 Tel: 847-428-4544 Email: steve@costellolaw.com - and - James A Young, Esq. DIZON & YOUNG, LLP 524 W. State St., Unit 2 Geneva, IL 60134 Tel: (630)- 761-5670 Fax: (630)- 689-1302 Email: jyoung@dizonyoung.com Total Assets: $3.51 million Total Liabilities: $18.93 million The petition was signed by Reginaldo Sulit, secretary. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/ilnb15-05642.pdf ALTEGRITY INC: Court Issues Joint Administration Order ------------------------------------------------------ Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for the District of Delaware signed off an order directing the joint administration of the Chapter 11 cases of Altegrity, Inc., and its debtor affiliates, under the lead case no. 15-10226. About Altegrity Inc. Altegrity Inc. provides background investigations for the U.S. government; employment background and mortgage screening for commercial customers; technology-driven legal services and software for data management; and investigative, analytic, consulting, due diligence, and security services. Altegrity is principally owned by investment funds affiliated with Providence Equity Partners. Altegrity Inc. and 37 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lease Case No. 15-10226) on Feb. 8, 2015. Jeffrey S. Campbell signed the petitions as president and chief financial officer. The Debtors disclosed total assets of $1.7 billion and total liabilities of $2.1 billion as of June 30, 2014. M. Natasha Labovitz, Esq., Jasmine Ball, Esq., and Craig A. Bruens, Esq., at Debevoise & Plimpton LLP serve as the Debtors' counsel. Joseph M. Barry, Esq., Ryan M. Bartley, Esq., and Edmon L. Morton, Esq., at Young, Conaway, Stargatt & Taylor, LLP, act as the Debtors' Delaware and conflicts counsel. Stephen Goldstein and Lloyd Sprung, at Evercore Group, LLC, are the Debtors' investment bankers. Kevin M. McShea and Carrianne J. M. Basler, at Alixpartners LLP serve as the Debtors' restructuring advisors. Prime Clerk LLC is the Debtors' claims and noticing agent. PricewaterhouseCoopers LLP serves as the Debtors' independent auditors. ALTEGRITY INC: Has Authority to Pay $8-Mil. to Critical Vendors --------------------------------------------------------------- Altegrity, Inc., et al., sought and obtained authority from the U.S. Bankruptcy Court for the District of Delaware to pay the claims of critical vendors in an aggregate amount not to exceed $8 million. The Debtors will use their commercially reasonable efforts to cause the Critical Vendors to enter into an agreement, which will require that the customary trade terms will be no less favorable than the most favorable trade terms provided by the critical vendor to the Debtors in the four months before the Petition Date, as a condition of payment of each critical vendor claim. If a critical vendor refuses to supply goods or services to the Debtors on the customary trade terms following payment of its critical vendor claim, or fails to comply with any vendor agreement, the Debtors are authorized to declare that any vendor agreement is terminated or declare that any payment made is deemed to have been payment of the outstanding postpetition claims. About Altegrity Inc. Altegrity Inc. provides background investigations for the U.S. government; employment background and mortgage screening for commercial customers; technology-driven legal services and software for data management; and investigative, analytic, consulting, due diligence, and security services. Altegrity is principally owned by investment funds affiliated with Providence Equity Partners. Altegrity Inc. and 37 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lease Case No. 15-10226) on Feb. 8, 2015. Jeffrey S. Campbell signed the petitions as president and chief financial officer. The Debtors disclosed total assets of $1.7 billion and total liabilities of $2.1 billion as of June 30, 2014. M. Natasha Labovitz, Esq., Jasmine Ball, Esq., and Craig A. Bruens, Esq., at Debevoise & Plimpton LLP serve as the Debtors' counsel. Joseph M. Barry, Esq., Ryan M. Bartley, Esq., and Edmon L. Morton, Esq., at Young, Conaway, Stargatt & Taylor, LLP, act as the Debtors' Delaware and conflicts counsel. Stephen Goldstein and Lloyd Sprung, at Evercore Group, LLC, are the Debtors' investment bankers. Kevin M. McShea and Carrianne J. M. Basler, at Alixpartners LLP serve as the Debtors' restructuring advisors. Prime Clerk LLC is the Debtors' claims and noticing agent. PricewaterhouseCoopers LLP serves as the Debtors' independent auditors. AMERICAN POWER: Reports $1.4-Mil. Net Loss for First Quarter ------------------------------------------------------------ American Power Group Corporation reported a net loss available to common stockholders of $1.38 million on $1.05 million of net sales for the three months ended Dec. 31, 2014, compared to a net loss available to common stockholders of $409,000 on $1.84 million of net sales for the same period in 2013. As of Dec. 31, 2014, the Company had $9.53 million in total assets, $5.55 million in total liabilities and $3.97 million in stockholders' equity. Lyle Jensen, American Power Group Corporation's chief executive officer stated, "Due to the economic and geo-political ramifications of increasing oil reserves and projected lower short-term growth in oil demand, the price of oil has dropped to the $50 per barrel range. This has resulted in a dramatic drop in diesel prices which have gone well below the average $3.00 per gallon level projected by the energy experts just sixty days ago. While natural gas prices at the pump have remained relatively stable in the $2.00 to $2.25 per gallon range, the price spread between lower diesel prices and natural gas has tightened. Because our dual fuel technology displaces higher cost diesel fuel with lower cost and cleaner burning natural gas, the recent oil/diesel pricing and tighter price spreads have impacted inventory replenishment and implementation schedules of existing and prospective customers." A full-text copy of the press release is available for free at: http://is.gd/nHXDZc About American Power Group American Power Group's alternative energy subsidiary, American Power Group, Inc., provides a cost-effective patented Turbocharged Natural Gas conversion technology for vehicular, stationary and off-road mobile diesel engines. American Power Group's dual fuel technology is a unique non-invasive energy enhancement system that converts existing diesel engines into more efficient and environmentally friendly engines that have the flexibility to run on: (1) diesel fuel and liquefied natural gas; (2) diesel fuel and compressed natural gas; (3) diesel fuel and pipeline or well-head gas; and (4) diesel fuel and bio-methane, with the flexibility to return to 100 percent diesel fuel operation at any time. The proprietary technology seamlessly displaces up to 80% of the normal diesel fuel consumption with the average displacement ranging from 40 percent to 65 percent. The energized fuel balance is maintained with a proprietary read-only electronic controller system ensuring the engines operate at original equipment manufacturers' specified temperatures and pressures. Installation on a wide variety of engine models and end-market applications require no engine modifications unlike the more expensive invasive fuel-injected systems in the market. Additional information at http://www.americanpowergroupinc.com/ American Power reported a net loss available to common stockholders of $3.25 million on $6.28 million of net sales for the year ended Sept. 30, 2014, compared to a net loss available to common stockholders of $2.92 million on $7.01 million of net sales for the year ended Sept. 30, 2013. AMPLIPHI BIOSCIENCES: RA Capital Holds 9.7% Stake as of Dec. 31 --------------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, RA Capital Management, LLC and Peter Kolchinsky disclosed that as of Dec. 31, 2014, they beneficially owned 26,785,712 shares of common stock of AmpliPhi Biosciences Corporation, which represents 9.7 percent of the shares outstanding. RA Capital Healthcare Fund, L.P. also beneficially owned 21,428,575 shares as of that date. A copy of the regulatory filing is available at http://is.gd/u6OhzW About AmpliPhi AmpliPhi Biosciences Corp. is a biopharmaceutical company that develops bacteriophage-based therapeutics. It also develops an internally generated pipeline of naturally occurring viruses called bacteriophage (Phage) for the treatment of bacterial infection, such as drug-resistant strains of bacteria that are commonly found in the hospital setting. The company's Phage discovery also focuses on acute & chronic lung, sinus and gastrointestinal infections. AmpliPhi Biosciences was founded in March 1989 and is headquartered in Glen Allen, Virginia. The Company reported a net loss of $57.6 million on $325,000 of total revenue for the year ended Dec. 31, 2013, compared with a net loss of $1.11 million on $664,000 of total revenue in 2012. PBMares, LLP, in Richmond, Virginia, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has had recurring losses from operations and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. As of Sept. 30, 2014, the Company had $28.4 million in total assets, $17.08 million in total liabilities and $11.3 million in total stockholders' equity. ANACOR PHARMACEUTICALS: Baker Bros. Has 9.8% Stake as of Dec. 31 ---------------------------------------------------------------- Baker Bros. Advisors LP, Baker Bros. Advisors (GP) LLC, Felix J. Baker and Julian C. Baker disclosed in an amended regulatory filing with the U.S. Securities and Exchange Commission that as of Dec. 31, 2014, they beneficially owned 4,204,702 shares of common stock of Anacor Pharmaceuticals, Inc., which represents 9.8 percent based on 42,897,186 shares of common stock outstanding as of Oct. 30, 2014, as reported in the Issuer's Form 10-Q filed with the SEC on Nov. 7, 2014. A copy of the regulatory filing is available for free at http://is.gd/bfKdVL About Anacor Pharmaceuticals Palo Alto, Calif.-based Anacor Pharmaceuticals (NASDAQ: ANAC) is a biopharmaceutical company focused on discovering, developing and commercializing novel small-molecule therapeutics derived from its boron chemistry platform. Anacor has discovered eight compounds that are currently in development. Its two lead product candidates are topically administered dermatologic compounds - tavaborole, an antifungal for the treatment of onychomycosis, and AN2728, an anti-inflammatory PDE-4 inhibitor for the treatment of atopic dermatitis and psoriasis. The Company's balance sheet at Sept. 30, 2014, showed $159 million in total assets, $90.2 million in total liabilities, $4.95 million in redeemable common stock and $63.4 million in total stockholders' equity. For the nine months ended Sept. 30, 2014, the Company reported a net loss of $77.02 million on $11.04 million of total revenues compared to a net loss of $46 million on $8.74 million of total revenues for the same period in 2013. Anacor reported net income of $84.8 million in 2013, a net loss of $56.08 million in 2012 and a net loss of $47.9 million in 2011. ANACOR PHARMACEUTICALS: Kingdon Reports 2.75% Stake as of Dec. 31 ----------------------------------------------------------------- Kingdon Capital Management, L.L.C. and Mark Kingdon disclosed in an amended Schedule 13G filed with the U.S. Securities and Exchange Commission that as of Dec. 31, 2014, they beneficially owned 1,180,306 shares of common stock of Anacor Pharmaceuticals, Inc., which represents 2.75 percent of the shares outstanding. A copy of the regulatory filing is available at http://is.gd/Mgrr9Z About Anacor Pharmaceuticals Palo Alto, Calif.-based Anacor Pharmaceuticals (NASDAQ: ANAC) is a biopharmaceutical company focused on discovering, developing and commercializing novel small-molecule therapeutics derived from its boron chemistry platform. Anacor has discovered eight compounds that are currently in development. Its two lead product candidates are topically administered dermatologic compounds - tavaborole, an antifungal for the treatment of onychomycosis, and AN2728, an anti-inflammatory PDE-4 inhibitor for the treatment of atopic dermatitis and psoriasis. The Company's balance sheet at Sept. 30, 2014, showed $159 million in total assets, $90.2 million in total liabilities, $4.95 million in redeemable common stock and $63.4 million in total stockholders' equity. For the nine months ended Sept. 30, 2014, the Company reported a net loss of $77.02 million on $11.04 million of total revenues compared to a net loss of $46 million on $8.74 million of total revenues for the same period in 2013. Anacor reported net income of $84.8 million in 2013, a net loss of $56.08 million in 2012 and a net loss of $47.9 million in 2011. ANACOR PHARMACEUTICALS: Palo Alto Reports 5.8% Stake as of Dec. 31 ------------------------------------------------------------------ In a Schedule 13G filed with the U.S. Securities and Exchange Commission, Palo Alto Investors, LLC, Patrick Lee, MD and Anthony Joonkyoo Yun, MD, disclosed that as of Dec. 31, 2014, they beneficially owned 2,521,822 shares of common stock of Anacor Pharmaceuticals, Inc., which represents 5.88 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/RMcGjJ About Anacor Pharmaceuticals Palo Alto, Calif.-based Anacor Pharmaceuticals (NASDAQ: ANAC) is a biopharmaceutical company focused on discovering, developing and commercializing novel small-molecule therapeutics derived from its boron chemistry platform. Anacor has discovered eight compounds that are currently in development. Its two lead product candidates are topically administered dermatologic compounds - tavaborole, an antifungal for the treatment of onychomycosis, and AN2728, an anti-inflammatory PDE-4 inhibitor for the treatment of atopic dermatitis and psoriasis. The Company's balance sheet at Sept. 30, 2014, showed $159 million in total assets, $90.2 million in total liabilities, $4.95 million in redeemable common stock and $63.4 million in total stockholders' equity. For the nine months ended Sept. 30, 2014, the Company reported a net loss of $77.02 million on $11.04 million of total revenues compared to a net loss of $46 million on $8.74 million of total revenues for the same period in 2013. ANDOVER COILS: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Andover Coils, LLC dba Andover, Inc. dba Andover Coils P.O. Box 4848 Lafayette, IN 47903 Case No.: 15-01027 Chapter 11 Petition Date: February 19, 2015 Court: United States Bankruptcy Court Southern District of Indiana (Indianapolis) Judge: Hon. Robyn L. Moberly Debtor's Counsel: Jeffrey M. Hester, Esq. TUCKER HESTER BAKER & KREBS, LLC One Indiana Square, Suite 1600 Indianapolis, IN 46204-1816 Tel: 317-833-3030 Fax: 317-833-3031 Email: jhester@thbklaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Michael Coyle, authorized individual. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/insb15-01027.pdf AOXING PHARMACEUTICAL: Reports $602,000 Net Profit in Q2 -------------------------------------------------------- Aoxing Pharmaceutical Company, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net profit of $602,000 on $6.43 million of sales for the three months ended Dec. 31, 2014, compared to a net loss of $1.91 million on $3.46 million of sales for the same period in 2013. For the six months ended Dec. 31, 2014, the Company reported net profit of $599,600 on $10.95 million of sales compared to a net loss of $4.26 million on $7.04 million of sales for the same period a year ago. As of Dec. 31, 2014, Aoxing had $40.92 million in total assets, $38.5 million in total liabilities and $2.43 million in total equity. The Company's cash balance as of Dec. 31, 2014, was $1.34 million, compared to $2.33 million as of June 30, 2014. The Company sustained its cash position through generating $3.4 million operating cash flow during the period. A full-text copy of the Form 10-Q is available for free at: http://is.gd/Bk3bkY About Aoxing Aoxing Pharmaceutical Company, Inc., is a Jersey City, New Jersey- based specialty pharmaceutical company. The Company is engaged in the development, production and distribution of pain-management products, narcotics and other drug-relief medicine. In its report on the consolidated financial statements for the year ended June 30, 2014, BDO China Shu Lun Pan Certified Public Accountants LLP expressed substantial doubt about the Company's ability to continue as a going concern, citing that the Company continues to incur losses from operations, has negative cash flow from operations and a working capital deficit. The Company reported a net loss of $8.63 million for the fiscal year ended June 30, 2014, compared to a net loss of $17.3 million last year. APOLLO MEDICAL: Delays Dec. 31 Form 10-Q; Sees Loss at $1.9MM ------------------------------------------------------------- Apollo Medical Holdings, Inc., has filed a Form 12b-25 with the U.S. Securities and Exchange Commission to delay the filing of its quarterly report for the period ended Dec. 31, 2014. The Company said the compilation, dissemination and review of the information required to be presented in the Form 10-Q for the relevant period has imposed time constraints that have rendered timely filing of the Form 10-Q impracticable without undue hardship and expense to the Company. It expects to file that report no later than five calendar days after its original prescribed due date. The Company has made various acquisitions during its fiscal year that have had a significant effect on the Company's results of operations. As a result, for the three months ended Dec. 31, 2104, compared to the three months ended Dec. 31, 2013, the Company expects that its net revenues increased to approximately $7.7 million from approximately $2.8 million and the Company expects that its net loss increased to approximately $1.9 million from approximately $1.1 million. About Apollo Medical Glendale, Calif.-based Apollo Medical Holdings, Inc., provides hospitalist services in the Greater Los Angeles, California area. Hospitalist medicine is organized around the admission and care of patients in an inpatient facility such as a hospital or skilled nursing facility and is focused on providing, managing and coordinating the care of hospitalized patients. Apollo Medical reported a net loss of $4.55 million for the year ended Jan. 31, 2014, following a net loss of $8.90 million for the year ended Jan. 31, 2013. As of Sept. 30, 2014, the Company had $16.05 million in total assets, $16.6 million in total liabilities, and a $504,000 stockholders' deficit. APPLIED MINERALS: Registers 40.9 Million Shares for Resale ---------------------------------------------------------- Applied Minerals, Inc. filed a Form S-1 registration statement with the U.S. Securities and Exchange Commission relating to the offer and sale, from time to time, by Samlyn Offshore Masterfund Ltd, IBS Turnaround Fund (A Limited Partnership), Koyote Capital, et al., of up to 40,931,093 shares of common stock, par value $.001, issuable on conversion of 10% PIK-Election Convertible Notes due 2018 issued on Nov. 3, 2014. The Company's Common Stock is quoted on the OTCBB under the symbol "AMNL." On Feb. 13, 2015, the closing bid quotation of the Company's Common Stock was $0.65. The Company will receive none of the proceeds for the sale of the Shares. A full-text copy of the Form S-1 is available for free at: http://is.gd/DSy5uo About Applied Minerals New York City-based Applied Minerals, Inc. (OTC BB: AMNL) is a leading global producer of halloysite clay used in the development of advanced polymer, catalytic, environmental remediation, and controlled release applications. The Company operates the Dragon Mine located in Juab County, Utah, the only commercial source of halloysite clay in the western hemisphere. Halloysite is an aluminosilicate clay that forms naturally occurring nanotubes. Applied Minerals incurred a net loss of $13.06 million in 2013, a net loss of of $9.73 million in 2012 and a net loss of $7.43 million in 2011. As of Sept. 30, 2014, Applied Minerals had $9.04 million in total assets, $12.5 million in total liabilities and a $3.44 million total stockholders' deficiency. Bankruptcy Warning "The Company has had to rely mainly on the proceeds from the sale of stock and convertible debt to fund its operations. If the Company is unable to fund its operations through the commercialization of its minerals at the Dragon Mine, there is no assurance that it will be able to raise funds through the sale of equity or debt. If so, it may have to file bankruptcy," according to the Company's 2013 Annual Report filed with the U.S. Securities and Exchange Commission. AQH LLC: Case Summary & 17 Largest Unsecured Creditors ------------------------------------------------------ Debtor: AQH, LLC dba Aquifer LLC 440 North Wolfe Road, #243 Sunnyvale, CA 94085 Case No.: 15-50553 Chapter 11 Petition Date: February 19, 2015 Court: United States Bankruptcy Court Northern District of California (San Jose) Judge: Hon. Arthur S. Weissbrodt Debtor's Counsel: Reno F.R. Fernandez, Esq. MACDONALD FERNANDEZ LLP 221 Sansome St. 3rd Fl. Tel: San Francisco, CA 94104 Tel: (415)362-0449 Email: reno@macfern.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Sean Walsh, managing member. A list of the Debtor's 17 largest unsecured creditors is available for free at http://bankrupt.com/misc/canb15-50553.pdf ARRAY BIOPHARMA: Redmile Group Reports 8.6% Stake as of Dec. 31 --------------------------------------------------------------- In a Schedule 13G filed with the U.S. Securities and Exchange Commission, Redmile Group, LLC and Jeremy C. Green disclosed that as of Feb. 13, 2015, they beneficially owned 12,142,022 shares of common stock of Array BioPharma Inc., which represents 8.69 percent of the shares outstanding. The calculation of percentage of beneficial ownership was derived from the Issuer's quarterly report on Form 10-Q filed with the SEC on Feb. 4, 2015, in which the Issuer stated that the number of shares of its common stock outstanding as of Jan. 30, 2015, was 139,696,856. A copy of the regulatory filing is available at http://is.gd/ohuZS6 About Array Biopharma Boulder, Colo.-based Array BioPharma Inc. is a biopharmaceutical company focused on the discovery, development and commercialization of targeted small-molecule drugs to treat patients afflicted with cancer and inflammatory diseases. Array has four core proprietary clinical programs: ARRY-614 for myelodysplastic syndromes, ARRY-520 for multiple myeloma, ARRY-797 for pain and ARRY-502 for asthma. In addition, Array has 10 partner-funded clinical programs including two MEK inhibitors in Phase 2: selumetinib with AstraZeneca and MEK162 with Novartis. As of Dec. 31, 2014, the Company had $164 million in total assets, $178 million in total liabilities, and a $13.9 million total stockholders' deficit. Array Biopharma incurred a net loss of $85.3 million for the year ended June 30, 2014, a net loss of $61.9 million for the year ended June 30, 2013, and a net loss of $23.6 million for the year ended June 30, 2012. "If we are unable to generate enough revenue from our existing or new collaboration and license agreements when needed or to secure additional sources of funding, it may be necessary to significantly reduce the current rate of spending through further reductions in staff and delaying, scaling back, or stopping certain research and development programs, including more costly Phase 2 and Phase 3 clinical trials on our wholly-owned or co- development programs as these programs progress into later stage development. Insufficient liquidity may also require us to relinquish greater rights to product candidates at an earlier stage of development or on less favorable terms to us and our stockholders than we would otherwise choose in order to obtain up- front license fees needed to fund operations. These events could prevent us from successfully executing our operating plan and, in the future, could raise substantial doubt about our ability to continue as a going concern," according to the quarterly report for the period ended Sept. 30, 2014. ASSETS OVERSEAS: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Assets Overseas, LLC 12773 W. Forest Hill Blvd Suite 107 Wellington, FL 33414 Case No.: 15-13093 Chapter 11 Petition Date: February 19, 2015 Court: United States Bankruptcy Court Southern District of Florida (West Palm Beach) Judge: Hon. Erik P. Kimball Debtor's Counsel: Jeffrey Harrington, Esq. HARRINGTON LAW ASSOCIATES 100 S Olive Ave. West Palm Beach, FL 33401 Tel: 561.253.6690 Fax: 561.429.8488 Email: jeff@myhlaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Karla Carrillo, managing member. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/flsb15-13093.pdf AUXILIUM PHARMACEUTICALS: AQR Reports 5% Stake as of Dec. 31 ------------------------------------------------------------ In a Schedule 13G filed with the U.S. Securities and Exchange Commission, AQR Capital Management, LLC disclosed that as of Dec. 31, 2014, it beneficially owned 2,611,580 shares of common stock of Auxilium Pharmaceuticals, Inc., which represents 5.12 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/yn9f6z About Auxilium Auxilium Pharmaceuticals, Inc. -- http://www.Auxilium.com/-- is a fully integrated specialty biopharmaceutical company with a focus on developing and commercializing innovative products for specialist audiences. With a broad range of first- and second- line products across multiple indications, Auxilium is an emerging leader in the men's healthcare area and has strategically expanded its product portfolio and pipeline in orthopedics, dermatology and other therapeutic areas. Auxilium now has a broad portfolio of 12 approved products. Among other products in the U.S., Auxilium markets edex(R) (alprostadil for injection), an injectable treatment for erectile dysfunction, Osbon ErecAid(R), the leading device for aiding erectile dysfunction, STENDRATM (avanafil), an oral erectile dysfunction therapy, Testim(R) (testosterone gel) for the topical treatment of hypogonadism, TESTOPEL(R) (testosterone pellets) a long-acting implantable testosterone replacement therapy, XIAFLEX(R) (collagenase clostridium histolyticum or CCH) for the treatment of Peyronie's disease and XIAFLEX for the treatment of Dupuytren's contracture. The Company also has programs in Phase 2 clinical development for the treatment of Frozen Shoulder syndrome and cellulite. The Company's balance sheet at Sept. 30, 2014, showed $1.14 billion in total assets, $983 million in total liabilities and total stockholders' equity of $162 million. * * * As reported by the TCR on May 7, 2014, Moody's Investors Service downgraded the ratings of Auxilium including the Corporate Family Rating to 'B3' from 'B2'. "The downgrade reflects Moody's expectations that declines in Testim, Auxilium's testosterone gel, will materially reduce EBITDA in 2014, resulting in negative free cash flow, a weakening liquidity profile, and extremely high debt/EBITDA," said Moody's Senior Vice President Michael Levesque. The TCR reported on Sept. 23, 2014, that Standard & Poor's Ratings Services raised its corporate credit rating on Auxilium to 'CCC+' following the announced restructuring program and a $50 million add-on to its existing first-lien term loan. AUXILIUM PHARMACEUTICALS: Palo Alto Holds 9% Stake as of Dec. 31 ---------------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Palo Alto Investors, LLC, Patrick Lee, MD, Anthony Joonkyoo Yun, MD, and Palo Alto Healthcare Master Fund II, L.P. disclosed that as of Dec. 31, 2014, they beneficially owned 4,915,931 shares of common stock of Auxilium Pharmaceuticals, Inc., which represents 9.64 percent of the shares outstanding. A copy of the regulatory filing is available for free at: http://is.gd/qTjaTZ About Auxilium Auxilium Pharmaceuticals, Inc. -- http://www.Auxilium.com/-- is a fully integrated specialty biopharmaceutical company with a focus on developing and commercializing innovative products for specialist audiences. With a broad range of first- and second- line products across multiple indications, Auxilium is an emerging leader in the men's healthcare area and has strategically expanded its product portfolio and pipeline in orthopedics, dermatology and other therapeutic areas. Auxilium now has a broad portfolio of 12 approved products. Among other products in the U.S., Auxilium markets edex(R) (alprostadil for injection), an injectable treatment for erectile dysfunction, Osbon ErecAid(R), the leading device for aiding erectile dysfunction, STENDRATM (avanafil), an oral erectile dysfunction therapy, Testim(R) (testosterone gel) for the topical treatment of hypogonadism, TESTOPEL(R) (testosterone pellets) a long-acting implantable testosterone replacement therapy, XIAFLEX(R) (collagenase clostridium histolyticum or CCH) for the treatment of Peyronie's disease and XIAFLEX for the treatment of Dupuytren's contracture. The Company also has programs in Phase 2 clinical development for the treatment of Frozen Shoulder syndrome and cellulite. The Company's balance sheet at Sept. 30, 2014, showed $1.14 billion in total assets, $983 million in total liabilities and total stockholders' equity of $162 million. * * * As reported by the TCR on May 7, 2014, Moody's Investors Service downgraded the ratings of Auxilium including the Corporate Family Rating to 'B3' from 'B2'. "The downgrade reflects Moody's expectations that declines in Testim, Auxilium's testosterone gel, will materially reduce EBITDA in 2014, resulting in negative free cash flow, a weakening liquidity profile, and extremely high debt/EBITDA," said Moody's Senior Vice President Michael Levesque. The TCR reported on Sept. 23, 2014, that Standard & Poor's Ratings Services raised its corporate credit rating on Auxilium to 'CCC+' following the announced restructuring program and a $50 million add-on to its existing first-lien term loan. AXIALL CORP: Moody's Assigns 'Ba1' Rating to New $250MM Sr. Loan ---------------------------------------------------------------- Moody's Investors Service assigned a Ba1 rating to Axiall Corporation's proposed $250 million senior secured bank credit facility, or Term Loan B, due 2022. Axiall has stated that proceeds from the new term loan will be used to refinance the existing senior secured bank credit facility currently due in 2017. The existing term loan was issued by Eagle Spinco Inc., a wholly owned Axiall subsidiary. Axiall Holdco, Inc., also a wholly owned subsidiary of Axiall, will be the issuer of the new senior secured bank credit facility. In addition to fully repaying the existing term loan, Axiall has stated that the proceeds from the new term loan will also be used to pay transaction fees and expenses, and for general corporate purposes. The company's rating outlook continues to be stable. "Despite our stable outlook, Axiall is currently weakly positioned in the Ba-rating category. The company's profitability suffered in 2014 due to weak caustic soda prices, and elevated ethylene and natural gas prices; additionally, Axiall's chloro-vinyls business suffered significantly in 2014 due to a December 2013 plant fire, " says Anthony Hill, a Moody's Vice President - Senior Credit Officer and lead analyst for Axiall. Issuer: Axiall Holdco, Inc. -- $250 million Senior Secured Bank Credit Facility due 2022, Assigned Ba1/LGD2 -- Outlook, Assigned Stable Axiall's Ba2 corporate family rating (CFR) primarily reflects the company's narrow product focus which is significantly exposed to cyclical end markets, including the North American housing and construction markets, were over two-thirds of Axiall's sales are attributed to; and the caustic soda end markets, such as the pulp and paper, and alumina industries. Further tempering the company's rating is its exposure to volatile raw material prices and limited operational and geographic diversity (large facilities concentrated on the Gulf Coast of the US). However, the rating also reflects Axiall's position as one of North America's largest chlor-alkali producers. Additionally, Axiall's vertical integration and conservative financial policies continue to support its credit profile. Axiall's credit metrics suffered significantly in 2014 mainly due to unplanned outages and lower selling prices for chlorine, caustic soda, and vinyl resins markets. For example, for fiscal year-end December 2014, Moody's expects Axiall's Moody's-adjusted leverage will be around 3.7x debt/EBITDA, versus 2.6x debt/EBITDA for FYE 2013. Additionally, the company's Moody's-adjusted EBITDA margins are expected to be around 11% for FYE December 2014, versus 15% for the year prior. Axiall sells the vast majority of its caustic soda into the merchant market for chemical, pulp and paper, detergent, alumina, and water treatment applications, as well as for other general industrial uses. In 2014, these markets exhibited weak growth, and in some cases, negative growth. As a result, Axiall's caustic soda business suffered from lower sales volumes and prices in 2014. Offsetting this somewhat where higher vinyl resin prices in 2014. Moody's expects North American vinyl resin prices and volumes to experience a moderate decline in the first quarter of 2015 due to lower ethylene prices; however, for most of 2015 Moody's expects North American vinyl resin volumes to show modest growth. Natural gas and ethylene are two primary raw materials for Axiall that have been subject to recent volatility. For example, uncharacteristically cold weather experienced by much of the US in 2014 drove natural gas and ethylene prices higher for the first half of 2014. Moody's expects these costs to return to more favorable levels in 2015. Due to Axiall's limited operational diversity, the company carries substantial credit risk as it relates to unplanned outages. This risk was highlighted by a fire, in December 2013, at Axiall's vinyl chloride manufacturing area of the company's Lake Charles chemicals complex in Louisiana, US. Because of this fire, Axiall's VCM production at this plant suffered a 6-month outage or slowdown, negatively affecting the company's 2014 cost profile. Using Moody's Loss Given Default (LGD) methodology, Axiall's senior secured bank credit facility, issued by Axiall Holdco, Inc., is rated Ba1, one notch above Axiall's Ba2 CFR. This is due to the first-lien senior secured facility's priority over the subordinated $450 million notional, 4.875% senior unsecured notes due 2023 issued by Axiall, and the subordinated $688 million notional, 4.625% senior unsecured notes due 2021 issued by Eagle Spinco, Inc. Both senior unsecured notes are rated Ba3, one notch below the CFR, reflecting their subordinated ranking in the capital structure. The stable outlook reflects Moody's expectations that, throughout 2015, the company will experience improved caustic soda volumes and modest increase in price, and the North American vinyl resins business will remain resilient. Moody's sees limited upside to Axiall's ratings until the company's credit metrics return to adequate levels for the Ba-rating category. Moody's would consider downgrading Axiall's rating if the company's credit metrics or liquidity profile deteriorate further due to a weakening of its operational performance; or the undertaking of any aggressive, debt financed, expansion projects. Quantitatively, the rating agency would likely downgrade Axiall's ratings if Moody's projections show the company's (1) Moody's-adjusted EBITDA margin falling sustainably to the low teens, on a percentage basis, into 2016; (2) debt/EBITDA ratio moving sustainably above 3.5x into 2016; or (3) Moody's-adjusted retained cash flow/debt ratio falls sustainably below 15%. Axiall (formerly known as Georgia Gulf Corporation) is an Atlanta, Georgia (US)-based manufacturer of commodity chemicals and building products. The company operates through three main divisions, (1) chlorovinyls, whose primary products include chlorine, caustic soda, vinyl chloride monomer (VCM), polyvinyl chloride (PVC) resins and vinyl compounds; (2) building products, whose primary focus is PVC fabricated products such as pipe and pipe fittings, siding, moulding, window and door profiles; and (3) aromatics, which produce cumene, phenol, and acetone. Axiall was formed from a series of transactions that saw Georgia Gulf Corporation merge with the chlor-alkali (chlorine and caustic soda) and derivatives business of PPG Industries, Inc. (Baa1 stable) in January 2013. For FYE December 2014, Axiall's reported net sales and company-adjusted EBITDA were approximately $4.6 billion and $436.3 million, respectively. These figures were approximately $4.7 billion and $672 million for the year prior. The principal methodology used in these ratings was Global Chemical Industry Rating Methodology published in December 2013. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. AXIALL CORP: S&P Affirms 'BB' Corp. Credit Rating; Outlook Stable ----------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BBB-' issue rating and '1' recovery rating (indicating its expectation for very high recovery (90% to 100%) in the event of payment default) to Atlanta, Ga.-based chlorine, caustic soda, and vinyl producer Axiall Corp.'s proposed $250 million term loan due 2022. The borrower is Axiall Holdco, a subsidiary of Axiall Corp. The company plans to use proceeds to refinance its existing term loan due in 2017. All existing ratings on Axiall, including the 'BB' corporate credit rating, are unchanged. The outlook is stable. The ratings on Axiall reflect S&P's assessments of Axiall's "fair" business profile and "significant" financial risk profile. RATING LIST Axiall Corp. Corp credit rating BB/Stable/-- New Rating Axiall Holdco $250 mil proposed term loan due 2022 BBB- Recovery rating 1 AZIZ CONVENIENCE: Mulls Selling 28 Quick Stop Stores ---------------------------------------------------- Greg Lindenberg at CPS Daily News reports that Aziz Convenience Stores, L.L.C., has been considering selling its 28 Quick Stop convenience stores and gas stations in southern Texas. CPS relates that since filing for bankruptcy, the Company has been exploring opportunities to emerge from bankruptcy that also include transactions like the sale-leaseback of the stores, recapitalization, refinancing, joint-venture partnership and more. The report adds that the Company could also sell excess non-core assets like a 200-acre development site. According to CPS, a spokesperson for Keen-Summit Capital Partners LLC, New York, which is helping the Company with this process, said that a sale would be an option once the alternatives have been exhausted. CPS states that the Company is also evaluating cost-cutting proposals and opportunities to boost its performance including equipment upgrades, standardization of management policies and procedures and the renovation of some branches. About Aziz Convenience Aziz Convenience Stores, L.L.C., owner of convenience stores with gas pumps in Texas, filed a Chapter 11 bankruptcy petition (Bankr. S.D. Tex. Case No. 14-70427) in its hometown in McAllen, Texas, on Aug. 4, 2014, without stating a reason. The Debtor owns properties in Mission, San Juan, Pharr, McAllen, Sullivan City, Edinburg, La Joya, Donna, Alamo, Alton, Edinburg, all in Texas. It appears that none of the Debtor's convenience stores are on leased property as the schedule of unexpired leases only shows the contract with Valero LP. The Debtor is represented by William A Csabi, Esq., from Harlingen, Texas. BALL CORP: Fitch Affirms 'BB+' Issuer Default Rating ---------------------------------------------------- Fitch Ratings has affirmed the 'BB+' Issuer Default Rating (IDR) and all of the outstanding long-term debt of Ball Corporation (BLL). Fitch has withdrawn the ratings on the existing senior secured revolving credit facility (RCF). In addition, Fitch assigns a 'BBB-/RR1' rating to Ball's $3 billion secured revolving credit facility due February 2018. The Rating Outlook is Stable. KEY RATING DRIVERS Fitch believes the proposed $8.4 billion acquisition of Rexam PLC (Rexam) will allow Ball to materially improve its business risk profile, profitability and financial flexibility owing to the combined capabilities, production efficiencies and scale of these No. 1 and 2 global beverage can manufacturers. Thus, the combination should improve Ball's competitive position to better optimize beverage can price to customers relative to other alternative packaging substrates. The transaction also provides access to additional geographies and new customers that will increase Ball's exposure to growing beverage segments along with the ability to better leverage specialty package technology and efficiencies. The combined company would have approximately $15 billion in revenue and $2.4 billion in adjusted EBITDA excluding considerations for asset divestitures. Fitch believes Ball should have opportunities to exceed the net synergy target of $300 million on an annual basis. Non-recurring integration costs are estimated at approximately $300 million over the first three years. The transaction, which is expected to close in the first half of 2016, is subject to approval from each company's shareholders, regulatory approvals and customary closing conditions. Given the substantial market concentration of the two companies across the U.S., Europe and South America, the regulatory process will be much longer than normal and could result in considerable divestitures if approved. A breakup fee that varies depending on certain conditions including antitrust divestitures is included in the co-operation agreement. Currently, Ball has very good liquidity provided by the company's free cash flow (FCF), availability under its credit agreement, and balance sheet cash. FCF (net cash provided by operating activities less capital expenditures and dividends) for 2014 was $549 million. At the end of 2014, Ball had cash of $191 million and $986 million of availability on its $1 billion multicurrency revolver that matures in 2018 with significant covenant flexibility and basket capacity. Ball has taken steps to bolster the necessary liquidity required for the proposed transaction by closing on a new $3 billion multicurrency RCF maturing in February 2018 and 3.3 billion sterling multicurrency bridge term loan facilities. The lengthy review period will also allow Ball and Rexam the opportunity to build cash in anticipation of the transaction closing to strengthen the balance sheets. Ball expects to generate at least $500 million in FCF (Fitch defined) during 2015. Expected financing for the transaction will include a mix of bank and unsecured debt, a significant equity component and excess cash. Fitch expects Ball will finance a substantial portion of the transaction with foreign currencies in various geographies, effectively mitigating the deleveraging risk from trapped foreign cash due to the significant international cash generation. The affirmation considers the material increase in Ball's leverage. Pro forma for the transaction, Fitch expects leverage will be in the low- to mid-4x range at the end of 2016 depending on the extent of required divestitures. Ball's leverage was 2.6x at the end of 2014, which is historically low for the company. Ball and Rexam's combined FCF generation should allow the company to rapidly delever, primarily though debt reduction, although Fitch expects some benefit through execution of its synergy targets. During 2017, leverage should further decline to less than 3.5x, back within current negative rating sensitivities. Ball has a strong track record for deleveraging following large transactions, which is an important rating consideration. Maturities are relatively modest during the next several years with $55 million due in 2015 and $165 million during the following two years. The next maturity of Ball's senior notes is $500 million of 6.75% notes due in 2020 that becomes callable in March 2015. Ball has announced notices of redemption for all of its 6.75% senior notes due 2020 and 5.75% senior notes due 2021, which is subject to a make-whole provision. KEY ASSUMPTIONS Fitch's key assumptions within the rating case for the issuer include: -- Regulatory approval is gained and antitrust related divestures are in the $1 billion range which provides additional deleveraging benefits through debt reduction; -- A minimum of a 12-month regulatory review period that will allow Ball to meaningfully build excess cash; -- Ball will not repurchase any shares until net leverage decreases below 3x; -- Margin expansion of at least 150 basis points through 2018 driven by the increased scale and synergy opportunities; -- FCF approaching $1 billion in 2017; -- 2016 leverage would increase to the mid-4x range pro forma for the transaction, decreasing to less than 3.5x during 2017. RATING SENSITIVITIES Negative: Future developments that may, individually or collectively, lead to negative rating include: -- Sustained leverage greater than 3.5x; -- Significant revenue decline/pressure on EBITDA causing a material drop in profitability and lower cash generation; -- Change in financial policy or initiation of material share repurchases before net leverage is reduced below 3x following the close of the proposed acquisition. Positive: Future developments that may, individually or collectively, lead to positive rating: -- Fitch does not view a ratings upgrade as likely at this time given the expected increase in leverage due to the proposed transaction. Fitch has affirmed these ratings: -- IDR at 'BB+'; -- Senior unsecured debt at 'BB+/RR4'; -- Senior secured term loan C facility at 'BBB-/RR1'. Fitch has withdrawn this rating: -- Senior secured RCF at 'BBB-'. Fitch has assigned this new rating: -- $3 billion senior secured RCF rated 'BBB-/RR1'. BALL CORP: Moody's Rates New $3 Billion Revolver at 'Ba1' --------------------------------------------------------- Moody's Investors Service assigned a Ba1 rating to Ball Corporation's new $3,000 million revolver and placed the rating under review for downgrade. Moody's also placed the Ba1 corporate family rating, Ba1-PD probability of default rating, and all other instrument ratings under review for downgrade. The review follows Ball's announcement that it has offered to acquire Rexam PLC in a cash and stock transaction. The new $3,000 million revolver will replace Ball's existing $1,000 million revolver which expires June 2018 and has substantially the same terms and conditions. On Feb. 19, 2015, Ball Corporation announced the terms of its offer to acquire all the outstanding shares of Rexam PLC in a cash and stock transaction. The proposal from Ball values Rexam at GBP6.10 total value per share based on a consideration of approximately two-thirds in cash and one-third in new Ball shares (approximately $6.6 billion in total equity value as of February 17, 2015). This transaction is subject to the approval of regulators and shareholders from each company and is expected to close in the first half of 2016. Moody's took the following rating actions for Ball Corporation: -- Assigned Ba1 (LGD 4) to the $3,000 million multi currency revolver due February 2018 The rating is subject to the receipt and review of the final documentation. Moody's placed the following ratings under review for downgrade: -- Ba1 corporate family rating -- Ba1-PD probability of default rating -- Ba1, LGD4 senior secured bank credit facilities (including new and old revolver; old revolver expected to be withdrawn after close of the current revolver refinancing transaction) -- Ba1, LGD4 senior unsecured notes -- (P)Ba1 senior unsecured shelf The review for downgrade reflects the significant deterioration in proforma credit metrics, the length of time until the close and the uncertainties inherent in the regulatory process. Proforma LTM leverage is over 5.0 times (excluding any divestitures and synergies), but there are uncertainties regarding the leverage at close and the plan for deleveraging. Ball is expected to use all free cash flow for debt reduction prior to the projected close of the transaction in the first half of 2016 (as well as post acquisition until unadjusted leverage declines to 3.5 times). Additionally, the company is expected to refinance certain debt at a lower interest rate. Divestitures and synergies are also expected to have a material impact on the ability of the combined entity to reduce leverage. However, the regulatory process is lengthy and Ball will not know the exact level of divestitures and synergies until the process is complete. Additionally, Rexam is allowed to accept other bids until the process is complete. Moody's review will focus on the final terms of the deal including divestitures and synergies, proforma credit metrics at close, and the plan to deleverage. The corporate family rating downgrade, if any, is expected to be no more than one notch. Ball's Ba1 Corporate Family Rating reflects the company's stable profitability, well-consolidated industry structure with long-standing competitive equilibrium and scale. The Ba1 rating also reflects the company's high percentage of long-term contracts with strong cost pass-through provisions, geographic diversification and continued emphasis on innovation and product diversification. The ratings are constrained by Ball's aggressive financial policy, acquisitiveness and concentration of sales. The ratings are also constrained, to a lesser extent, by an EBIT margin that is weak for the rating category and a primarily commoditized product line. The ratings could be downgraded should an acquisition, new shareholder initiative or exogenous shock impair cash generation. Deterioration in the operating and competitive environment or the failure to refinance the existing credit facilities in a timely manner and maintain adequate liquidity could also result in a downgrade. Specifically, the ratings could be downgraded if adjusted total debt to EBITDA rises above 4.0 times, EBIT margins decline below 9% and/or free cash flow to debt declines below the high single digits. Ball's financial aggressiveness is the primary impediment to an upgrade. An upgrade in ratings would require a commitment to maintain less aggressive financial policies or significantly more cushion within the contemplated higher rating category. Additionally, an upgrade would require an improvement in the EBIT margin and continued stability in the competitive and operating environment. Specifically, the rating could be upgraded if the EBIT margin improved to the low teens, adjusted total debt to EBITDA improved to 3.0 times or better and adjusted free cash flow to debt remained above 10% on a sustainable basis. The principal methodology used in these ratings was Global Packaging Manufacturers: Metal, Glass, and Plastic Containers published in June 2009. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. BALL CORP: S&P Revises Outlook to Negative & Affirms 'BB+' CCR -------------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on Ball Corp. to negative from stable. S&P also affirmed its 'BB+' corporate credit rating. At the same time, S&P assigned its 'BBB-' issue-level rating and '2' recovery rating to the company's proposed $3 billion revolving credit facility due 2018. The '2' recovery rating indicates S&P's expectation of a substantial (70% to 90%) recovery in the event of a payment default. All other existing issue-level and recovery ratings are unchanged. The company will use the new facility to retire its existing senior secured credit facility and to refinance senior unsecured notes due in 2020 and 2021. The facility is also available for general corporate purposes and to support the company's proposed acquisition of Rexam, which it does not expect to close until first half of 2016. Recovery prospects on the new facility are lower than on the existing credit facility due to the larger facility size and, to a lesser extent, the absence of direct borrowings by foreign subsidiaries that benefit from additional guarantees and collateral. S&P expects FFO to adjusted debt to initially fall to the low-to-midteens percentage area after the proposed transaction. S&P expects FFO to adjusted debt to strengthen toward 20% in the 12 to 18 months following the close of the transaction. "However, we could lower the ratings if financial policies, integration challenges, or modest deterioration in operating performance potentially delay the company from restoring credit measures to the appropriate levels in the 12 to 18 months following the close of the proposed transaction," said Standard & Poor's credit analyst Henry Fukuchi. If the transaction is completed, the combined company should benefit from increased product and geographic diversity and various synergies. Based on current information, S&P views the business risk profile as "satisfactory" and the financial risk profile as "significant," which results in an outcome of 'bbb-/bb+'. S&P utilized the higher rating for the anchor score, reflecting its view that the business risk profile is in the higher end of the "satisfactory" category. S&P adjusts its anchor downward by one notch because it applies a negative financial policy modifier, given the potential for additional debt-funded acquisitions or shareholder rewards beyond S&P's base-case scenario. S&P's assessment reflects its expectation that Ball Corp. will continue to pursue acquisitions and share repurchases that will lead to credit ratios remaining at the weaker end of the "significant" range. The negative outlook reflects the potential for a lower rating if the company does not improve its FFO to adjusted debt toward 20% in the 12 to 18 months following the close of the proposed transaction. S&P could lower the ratings if financial policies, integration challenges, or a modest deterioration in operating performance potentially delay the company from restoring credit measures to the appropriate levels in the 12 to 18 months following the close of the proposed transaction. An upgrade is highly unlikely in light of the proposed transaction and expected deterioration in credit measures. BEAZER HOMES: GSO Capital No Longer a Shareholder as of Dec. 31 --------------------------------------------------------------- GSO Capital Partners LP, et al., disclosed in an amended Schedule 13G filed with the U.S. Securities and Exchange Commission that as of Dec. 31, 2014, they no longer owned shares of common stock of Beazer Homes USA Inc. They previously reported beneficial ownership of 1,513,968 shares or 6 percent equity stake last year. A copy of the regulatory filing is available for free at: http://is.gd/vMIZu4 About Beazer Homes Beazer Homes USA, Inc. (NYSE: BZH) -- http://www.beazer.com/-- headquartered in Atlanta, is one of the country's 10 largest single-family homebuilders with continuing operations in Arizona, California, Delaware, Florida, Georgia, Indiana, Maryland, Nevada, New Jersey, New Mexico, North Carolina, Pennsylvania, South Carolina, Tennessee, Texas, and Virginia. Beazer Homes is listed on the New York Stock Exchange under the ticker symbol "BZH." As of Dec. 31, 2014, Beazer Homes had $1.98 billion in total assets, $1.73 billion in total liabilities and $258 million in total stockholders' equity. * * * Beazer carries a 'B-' issuer credit rating, with "negative" outlook, from Standard & Poor's. In January 2013, Moody's Investors Service raised Beazer's corporate family rating to 'Caa1' from 'Caa2' and probability of default rating to 'Caa1-PD' from 'Caa2-PD'. The ratings upgrade reflects Moody's increasing confidence that Beazer's credit metrics, buoyed by a strengthening housing market, will gradually improve for at least the next two years and that the company may be able to return to a modestly profitable position as early as fiscal 2014. BUILDERS FIRSTSOURCE: Posts $2.42-Million Net Income in 4th Qtr. ---------------------------------------------------------------- Builders FirstSource, Inc. reported net income of $2.42 million on $397 million of sales for the three months ended Dec. 31, 2014, compared to net income of $4.52 million on $369 million of sales for the same period in 2013. For the fiscal year ended Dec. 31, 2014, Builders Firstsource reported net income of $18.2 million on $1.60 billion of sales compared to a net loss of $42.7 million on $1.48 billion of sales for the same period last year. As of Dec. 31, 2014, the Company had $583 million in total assets, $543 million in total liabilities and $40.2 million in total stockholders' equity. Commenting on the Company's results, Builders FirstSource CEO Floyd Sherman said, "Though the level of new construction activity was not what we expected in 2014, we were still able to deliver profitable top-line growth while also expanding our product offerings and customer base via multiple acquisitions within very attractive housing markets. We reported sales of approximately $397 million for the fourth quarter of 2014, up 7.5 percent from a year ago. Excluding the impact of recent acquisitions, our fourth quarter sales increased 3.0 percent. Quarter-over-quarter commodity price fluctuations had minimal impact on our sales." Continuing, Mr. Sherman added, "For fiscal 2014, we reported sales of approximately $1.6 billion, up 7.7 percent over 2013. Excluding the impact of recent acquisitions, our sales for fiscal 2014 increased 5.8 percent compared to last year, as sales volume grew 7.9 percent before a 2.1 percent negative impact of commodity price deflation on our sales. From a single-family housing starts perspective, the Census Bureau reported 2014 actual starts in the South Region, which encompasses all of our markets, increased 6.0 percent compared to 2013." Total liquidity at Dec. 31, 2014 was $147 million, including $17.8 million of cash and $129 million in borrowing availability under the Company's revolver. The Company had no new borrowings under its revolver during the quarter, and had $30 million in outstanding borrowings as of Dec. 31, 2014. A copy of the press release is available for free at: http://is.gd/p4hFUT About Builders FirstSource Headquartered in Dallas, Texas, Builders FirstSource Inc. -- http://www.bldr.com/-- supplies and manufactures building products for residential new construction. The Company operates in nine states, principally in the southern and eastern United States, and has 55 distribution centers and 51 manufacturing facilities, many of which are located on the same premises as its distribution facilities. Builders Firstsource reported a net loss of $42.7 million on $1.48 billion of sales for the year ended Dec. 31, 2013, as compared with a net loss of $56.9 million on $1.07 billion of sales in 2012. The Company incurred a $65 million net loss in 2011. * * * As reported by the TCR on May 15, 2013, Standard & Poor's Ratings Services Inc. said it raised its corporate credit rating on Dallas-based Builders FirstSource to 'B' from 'CCC'. "The upgrade acknowledges U.S.-based building materials manufacturer and distributor Builders FirstSource's 'strong' liquidity based on the company's proposed recapitalization," said Standard & Poor's credit analyst James Fielding. In the May 13, 2014, edition of the TCR, Moody's Investors Service upgraded Builders FirstSource's Corporate Family Rating to 'B3' from 'Caa1'. The upgrade reflects Moody's expectation that BLDR's operating performance will continue to benefit from improved housing construction, repair and remodeling. C. WONDER: Prime Clerk Serves as Claims Agent --------------------------------------------- C. Wonder LLC, et al., has engaged Prime Clerk LLC as official noticing and claims agent. Prime Clerk will assume the full responsibility for the distribution of notices and the maintenance, processing and docketing of proofs of claim filed in the Debtors’ Chapter 11 cases. Although the Debtors have not yet filed their schedules of assets and liabilities, they anticipate that there will be in excess of 1,000 entities to be noticed. Due to the magnitude of parties who would be receiving notice in the Chapter 11 cases from the Clerk's Office of the U.S. Bankruptcy Court for the District of New Jersey, the Debtors have determined that it would be in the estates' best interest to retain an outside firm to provide notices and to process claims. On Jan. 16, 2015, Prime Clerk received a retainer of $20,000 from the Debtors for claims and noticing services to be rendered for and on behalf of the Debtors after the Filing Date. For its claims and noticing services, Prime Clerk will charge the Debtors at these hourly rates: Hourly Rate ----------- Analyst $45 Technology Consultant $115 Consultant $135 Senior Consultant $165 Director $190 For the firm's solicitation, balloting and tabulation services, the rates are: Hourly Rate ----------- Solicitation Consultant $190 Director of Solicitation $210 The firm will charge $0.10 per page for printing, $0.10 per page for fax noticing, and no charge for e-mail noticing. Hosting of the case Web site is free of charge and on-line claim filing services are free of charge. For data administration and management, the firm will charge $0.10 per record per month for data storage, maintenance and security. The claims agent can be reached at: PRIME CLERK LLC 830 3rd Avenue, 9th Floor New York, NY 10022 Attn: Shai Waisman Tel: (212) 257-5450 E-mail: swaisman@primeclerk.com About C. Wonder Founded by J. Christopher Burch in 2010, C. Wonder is a specialty retailer with retail stores in the United States. With headquarters in New York, the company sells women's clothing, jewelry, shoes, handbags and other accessories as well as select home goods under the C. Wonder brand. The Company maintains two distribution centers in New Jersey. The Company opened its first retail store in New York in 2011. By 2014, the Company had expanded its operations to include 29 locations across 13 states including its flagship location in Soho, New York. Amid mounting losses, C. Wonder closed 16 of its retail stores by the end of 2014. C. Wonder closed 9 additional stores in January 2015. As of the bankruptcy filing, C. Wonder had four retail stores in the U.S. (Soho, Flat Iron, Time Warner Center and Manhasset). C. Wonder LLC and its affiliates sought Chapter 11 bankruptcy protection (Bankr. D.N.J. Lead Case No. 15-11127) in Trenton, New Jersey on Jan. 22, 2015. The cases are assigned to Judge Michael B. Kaplan. The Debtors have tapped Cole, Schotz, Meisel, Forman & Leonard, P.A., as counsel, and Marotta, Gund, Budd & Dzera, LLC, as crisis management services provider. As of the Filing Date, the Debtors had assets with a book value of $43.7 million and liabilities of $61.0 million. CAESARS ENTERTAINMENT: Trustee Demands Payment of $3.8 Billion -------------------------------------------------------------- Caesars Entertainment Corporation disclosed that it received a demand for payment of guaranteed obligations from Wilmington Savings Fund Society, FSB, in its capacity as successor Trustee for the 10.00% Second-Priority Senior Secured Notes due 2018 issued under the Indenture, dated April 15, 2009, by and among Caesars Entertainment Operating Company, Inc., a majority owned subsidiary of CEC, CEC and U.S. Bank National Association, as trustee. According to a document filed with the Securities and Exchange Commission, the Notice alleges that CEC has unconditionally guaranteed the obligations of CEOC under the Indenture and the Notes, including CEOC's obligation to timely pay all principal, interest and any premium due on the Notes, and demands that CEC immediately pay the Trustee cash in an amount of not less than $3,680.5 million, plus accrued and unpaid interest (including without limitation the $184 million interest payment due Dec. 15, 2014, that CEOC elected not to pay) and accrued and unpaid attorneys' fees and other expenses due to CEOC's commencement of a voluntary case under Chapter 11 of the U.S. Bankruptcy Code. The Notice also alleges that the interest, fees and expenses continue to accrue. CEC asserts that in accordance with the terms of the Indenture it is not subject to the Alleged CEC Guarantee and, as a result, the Trustee's demand is meritless. 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. CASPIAN SERVICES: Needs More Time to File Dec. 31 Form 10-Q ----------------------------------------------------------- Caspian Services, Inc., filed a Form 12b-25 with the U.S. Securities and Exchange Commission to delay the filing of its quarterly report on Form 10-Q for the period ended Dec. 31, 2014. The Company said it requires additional time to compile and verify the data required to be included in the report. The report will be filed within five calendar days of the date the original report was due. The Company anticipates that during the fiscal quarter ended Dec. 31, 2014, total revenues will have decreased approximately 38% compared to the fiscal quarter ended Dec. 31, 2013. The Company anticipates this decrease will be attributable to decreases in vessel, geophysical services and marine base revenues of approximately 10%, 76% and 7%, respectively. The Company believes that total costs and operating expenses will have decreased approximately 19% during the first fiscal quarter 2015. This decrease is principally related to anticipated decreases in vessel costs of approximately 19%, geophysical service costs of approximately 45% and marine base service costs of approximately 7%. The Company also anticipates general and administrative will have decreased approximately 12%. The Company expects to realize a loss from operations during the quarter ended Dec. 31, 2014, of approximately $0.62 million compared to income from operations for the quarter ended December 31, 2013 of approximately $1.4 million. This change from income from operations to a loss from operations is largely attributable to the anticipated decrease in geophysical services revenue which outpaced decreases in total costs and operating expenses. The Company expects net other expenses will have increased approximately 21% during the first fiscal quarter 2015. This increase is principally the result of an anticipated increase in interest expense of approximately 12%. During the quarter ended Dec. 31, 2014, the Company anticipates realizing a comprehensive loss attributable to Caspian Services of approximately $2.3 million compared to a comprehensive loss attributable to Caspian Services of $0.72 million, during the quarter ended Dec. 31, 2013. About Caspian Services Headquartered in Salt Lake City, Caspian Services, Inc., was incorporated under the laws of the state of Nevada on July 14, 1998. Since February 2002 the Company has concentrated its business efforts to provide diversified oilfield services to the oil and gas industry in western Kazakhstan and the Caspian Sea, including providing a fleet of vessels, onshore, transition zone and marine seismic data acquisition and processing services and a marine supply and support base in the port of Bautino, in Bautino Bay, Kazakhstan. Caspian reported a net loss of $18.8 million on $29.9 million of total revenue for the year ended Sept. 30, 2014, compared with a net loss of $11.8 million on $33.08 million of total revenues for the year ended Sept. 30, 2013. As of Sept. 30, 2014, Caspian had $67.06 million in assets, $101.5 million in liabilities and a $34.5 million total deficit. The Company's independent auditors, Haynie & Company, P.C., in Salt Lake City, Utah, issued a "going concern" qualification on the 2014 consolidated financial statements citing that, "[A] Company creditor has indicated that it believes the Company may be in violation of certain covenants of certain substantial financing agreements. The financing agreements have acceleration right features that, in the event of default, allow for the loan and accrued interest to become immediately due and payable." According to the auditors, as a result of this uncertainty, the Company has included the note payable and all accrued interest as current liabilities at Sept. 30, 2014. At Sept. 30, 2014, the Company had negative working capital of $85.0 million and for the year ended Sept. 30, 2014, the Company had a net loss of $16.6 million." CHINA LOGISTICS: Magna Mgt. No Longer Owns Shares as of Dec. 31 --------------------------------------------------------------- Magna Management, LLC, Magna Equities II, LLC and Joshua Sason disclosed in an amended Schedule 13G filed with the U.S. Securities and Exchange Commission that as of Dec. 31, 2014, they ceased to beneficially own shares of common stock of China Logistics Group, Inc. A copy of the regulatory filing is available at http://is.gd/NkhMu5 About China Logistics Shanghai, China-based China Logistics Group, Inc., is a Florida corporation and was incorporated on March 19, 1999, under the name of ValuSALES.com, Inc. The Company changed its name to Video Without Boundaries, Inc., on Nov. 16, 2001. On Aug. 31, 2006, it changed its name from Video Without Boundaries, Inc., to MediaReady, Inc., and on Feb. 14, 2008, it changed its name from MediaReady, Inc., to China Logistics Group, Inc. On Dec. 31, 2007, the Company entered into an acquisition agreement with Shandong Jiajia International Freight and Forwarding Co., Ltd., and its sole shareholders Messrs. Hui Liu and Wei Chen, through which the Company acquired a 51% interest in Shandong Jiajia. The transaction was accounted for as a capital transaction, implemented through a reverse recapitalization. Shandong Jiajia, formed in 1999 as a Chinese limited liability company, is an international freight forwarder and logistics management company. Headquartered in Qingdao, Shandong Jiajia has branches in Shanghai, Xiamen, Lianyungang and Tianjin with additional sales office in Rizhao. The Company's balance sheet at Sept. 30, 2013, showed $4.56 million in total assets, $4.44 million in total liabilities and $120,000 in total stockholders' equity. The Company has an accumulated deficit of $20.7 million at Sept. 30, 2013. During the nine months ended Sept. 30, 2013, the Company used cash in operating activities of $374,000. The Company has reported net loss of $447,000 and net income of $491,000 for the nine months ended Sept. 30, 2013 and 2012, respectively. The Company's ability to continue as a going concern is dependent upon its ability to increase its revenues to historic levels, generate profitable operations in the future and to obtain any necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. The outcome of these matters cannot be predicted at this time. These matters raise substantial doubt about the ability of the Company to continue as a going concern, the Company said in the quarterly report on Form 10-Q for the period ended Sept. 30, 2013. CHINA PRECISION: Edward Wedbush Reports 5% Stake as of Dec. 31 -------------------------------------------------------------- Edward W. Wedbush, et al., disclosed in a document filed with the Securities and Exchange Commission that as of Dec. 31, 2014, they beneficially owned 215,026 shares of common stock of China Precision Steel, Inc., which represents 5.5 percent of the shares outstanding. Mr. Wedbush owns approximately 50% of the issued and outstanding shares of WEDBUSH, Inc., which is the sole shareholder of Wedbush Securities Inc. Mr. Wedbush is also the Chairman of the Board of WEDBUSH, Inc. and the president of Wedbush Securities Inc. A copy of the regulatory filing is available for free at http://is.gd/XzUALv About China Precision Steel China Precision Steel -- http://chinaprecisionsteelinc.com/-- is a niche precision steel processing company principally engaged in the production and sale of high precision cold-rolled steel products and provides value added services such as heat treatment and cutting medium and high carbon hot-rolled steel strips. China Precision Steel's high precision, ultra-thin, high strength (7.5 mm to 0.05 mm) cold-rolled steel products are mainly used in the production of automotive components, food packaging materials, saw blades, steel roofing and textile needles. The Company sells to manufacturers in the People's Republic of China as well as overseas markets such as Nigeria, Ethiopia, Thailand and Indonesia. China Precision Steel was incorporated in 2002 and is headquartered in Sheung Wan, Hong Kong. China Precision reported a net loss of $37.5 million on $47.2 million of sales revenues for the year ended June 30, 2014, compared to a net loss of $68.9 million on $36.5 million of sales revenues in 2013. As of Dec. 31, 2014, the Company had $66.3 million in total assets, $63.7 million in total liabilities, all current, and $2.61 million in total stockholders' equity. MSPC Certified Public Accountants and Advisors, A Professional Corporation, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2014. The independent auditors noted that the Company suffered very significant losses for the years ended June 30, 2014, and 2013, respectively. Additionally, the Company defaulted on interest and principal repayments of bank borrowings that raise substantial doubt about its ability to continue as a going concern. CNCPROS INTERNATIONAL: Case Summary & 2 Top Unsecured Creditors --------------------------------------------------------------- Debtor: CNCPros International, Inc. dba CNCPROS.NET,Inc., 272 SW Fifth Avenue Meridian, ID 83642 Case No.: 15-00152 Chapter 11 Petition Date: February 19, 2015 Court: United States Bankruptcy Court District of Idaho (Boise) Judge: Hon. Terry L Myers Debtor's Counsel: Frances R Stern, Esq. MOORE, SMITH, BUXTON & TURCKE, CHARTERED 950 W. Bannock, Ste. 520 Boise, ID 83702 Tel: (208)331-1800 Fax: (208)331-1202 Email: frs@msbtlaw.com Total Assets: $1.83 million Total Liabilities: $1.60 million The petition was signed by Brian Denny, president. A list of the Debtor's two largest unsecured creditors is available for free at http://bankrupt.com/misc/idb15-00152.pdf DEAN FOOD: Moody's Rates $700MM Senior Unsecured Notes at B2 ------------------------------------------------------------ Moody's Investors Service assigned a B2 (LGD 5) rating to Dean Food Company's $700 million senior unsecured notes due 2023. The rating outlook is stable. There are no changes to Dean's existing ratings including the B1 Corporate Family Rating, B1-PD Probability of Default Rating, Ba3 senior secured rating and B3 senior unsecured rating at Dean Holding Company. Proceeds will be used to fully repay the 7% senior unsecured notes due 2016, and partially repay borrowings outstanding under the receivables backed facility and revolving credit facility. Dean Foods Company's B1 Corporate Family Rating reflects its narrow margins and the commodity oriented nature of the fluid milk business. It also reflects the company's limited product, geographic and customer diversification compared to some of its food and agriculture company peers, and the potential for high earnings volatility due to fluctuating milk prices and low pricing power. The rating also reflects certain challenges facing the category, including declining US milk consumption and dependence on government farm policy for milk subsidies. However, the rating is supported by the company's leading market share, national scale in the US dairy industry, and strong distribution network with comprehensive refrigerated direct store delivery systems. Furthermore, we expect that the company's margins will rise as a result of the significantly lower raw milk prices (down 31% since year end), price realization efforts, and cost reduction efforts. Debt to EBITDA (including Moody's standard adjustments) was 5.8 times for the twelve months ended Dec. 31, 2014. The stable outlook incorporates our expectation that raw milk prices will fluctuate around current levels over the next 12 to 18 months allowing industry margins to return to more historical levels. The stable outlook also reflects our expectation that Dean's cost cutting and price realization efforts will allow the company to realize additional modest improvements to margins. Additionally, we expect Dean to balance the interests of its shareholders and creditors in light of its more shareholder friendly financial policies. A downgrade could result if raw milk prices return to the high levels experienced in 2014 or if industry margins fail to return to more historical levels. A downgrade could also result from declining cash flow, deterioration in liquidity, volume declines that are not offset by pricing and efficiency gains, leverage sustained above 5 times (on a Moody's adjusted basis), or any large debt funded shareholder returns or large debt funded acquisitions. Ratings could be upgraded over time if Dean can demonstrate that it is able to sustain less volatility than it has in the past in its fluid milk business, achieve greater cost efficiencies, and permanently reduce leverage below 3.5 times (on a Moody's adjusted basis), and improve interest coverage. The B2 rating on Dean's unsecured debt is one notch below the B1 Corporate Family Rating reflecting its subordination to the secured revolving credit facility. It also reflects guarantees provided by substantially all of the company's wholly owned US subsidiaries (except the US receivables securitization subsidiaries) giving it priority over Dean Holding Company's (subsidiary) senior unsecured debt. The principal methodology used in this rating was Global Protein and Agriculture Industry published in May 2013. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Dean, headquartered in Dallas, Texas, is the largest processor and distributor of milk and various other dairy products in the United States. The company had sales of $9.5 billion for the twelve months ended December 31, 2014. DEAN FOODS: S&P Assigns 'B+' Rating on $700MM Sr. Unsecured Notes ----------------------------------------------------------------- Standard & Poor's Ratings Services assigned its issue-level and recovery ratings to Dean Foods Co.'s proposed rule 144A $700 million senior unsecured notes issue. S&P assigned a 'B+' issue rating to the notes, and assigned a recovery rating of '5', indicating its expectations for modest recovery (10% to 30%) in the event of a payment default. Net proceeds of the bond issue will primarily redeem the company's outstanding 2016 notes, including any prepayment premiums. S&P expects Dean Foods will have approximately $1 billion of debt outstanding at the close of the transaction and completion of the 2016 bond redemption. While Dean Foods is the leading fluid dairy company in the U.S., like the rest of the industry it faces challenging dairy processing conditions (characterized by reduced fluid milk demand), excess production capacity in many regions, consumers' shift away from higher-margin branded milk sales in times of economic weakness, and recently volatile commodity input costs (including record high raw milk costs in 2014). Still, Dean Foods generates good levels of free cash flow, which should meaningfully improve in fiscal 2015 as milk costs drop, permitting the company to reduce its debt-to-EBITDA ratio below 4x and maintain a funds from operations-to-debt ratio above 20%. RATINGS LIST Dean Foods Co. Corporate credit rating BB-/Stable/-- Ratings Assigned Dean Foods Co. Senior unsecured $700 mil. sr. notes due 2023 B+ Recovery rating 5 DEERFIELD RANCH WINERY: Seeks to Use Rabobank Cash Collateral ------------------------------------------------------------- Deerfield Ranch Winery, LLC, seeks authorization from the Bankruptcy Court to use cash collateral as necessary in the ordinary course of the operation of its business. As an operating winery, Deerfield requires use of its cash on a continual basis in order to pay its employees and pay other routine expenses in the ordinary course. On an emergency interim basis, pending final relief, Deerfield seeks relief to disburse $249,000 during the next four weeks. During this four week period, Deerfield projects that its net cash will decrease by $45,000, but increase substantially through week seven. Deerfield also seeks final relief granting it the right to use cash collateral on an ongoing basis in the ordinary course of its business, consistent with its 13-week cash flow budget, as updated from time to time. Rabobank N.A., Deerfield's primary secured lender asserts that it holds a duly perfected security interest in substantially all of Deerfield's assets, including its cash. Deerfield does not believe that any other creditor holds an interest in cash collateral. Deerfield owes $10.9 million to Rabobank on two loans taken out in late 2008. The value of the business far exceeds the amount of the loans, meaning that unsecured creditors are in a position to receive payment in full, and that there should be substantial recovery to be preserved for equity. Deerfield submits that Rabobank is protected by an equity cushion of not less than $5 million, or 45%, even using depressed liquidation values. Deerfield seeks to use cash collateral through the middle of May 2015. Although issues with Deerfield's secured lender have necessitated this filing, the winery operations are strong, profitable, and growing. About Deerfield Ranch Winery Deerfield Ranch Winery, LLC, is an award-winning winery located in the heart of the Sonoma Valley, founded in 1982 by Robert and PJ Rex. The Deerfield estate is approximately 47 acres, located in Kenwood, California, and was acquired in 2000. Annual production totals approximately 30,000 cases annually, including both Deerfield brands and the winery's substantial custom-crush business, which includes 12 small family-owned wineries. The winery LLC is owned by 87 members, who have contributed more than $15 million to the business. Deerfield Ranch Winery filed a Chapter 11 bankruptcy petition (Bank. N.D. Cal. Case No. 15-10150) on Feb. 13, 2015. The Debtor estimated assets and liabilities of $10 million to $50 million. Scott H. McNutt, Esq., and Shane J. Moses, Esq., at McNutt Law Group LLP serve as the Debtor's counsel. Jigsaw Advisors LLC acts as the Debtor's restructuring financial advisor. Judge Alan Jaroslovsky is assigned to the case. DEERFIELD RANCH WINERY: To Reorganize Rather Than Sell ------------------------------------------------------ Deerfield Ranch Winery, LLC, has sought bankruptcy protection with plans to file a reorganization plan rather than pursue a sale of the assets in the immediate term. Deerfield said in a court filing that it believes that any attempt sell the business in the immediate term would result in depressed offers that do not reflect the actual value of the business. While Deerfield is amenable to exploring a sale if it appears that an appropriate value can be realized for the benefit of all of its constituencies, it is probable that a reorganization process is more likely to protect the rights of all of Deerfield's creditors and equity holders. Deerfield therefore expects to promptly propose a plan of reorganization, which restructures its debt so that it can operate successfully for some period, perhaps five years. Within that time, the company would expect to sell the business or refinance the debt. The plan of reorganization will most likely contemplate extending the Rabobank debt for a period of time, at a reasonable interest rate that is fair to both the bank and other creditors/ equity holders. Reorganization of the Rabobank loans into a long-term, fully amortized note or notes is also a possibility. In either case, Deerfield expects that it will be able to propose a plan that pays unsecured creditors in full, over time, allowing equity to remain in place. The Rabobank Loans Shane J. Moses, Esq., at McNutt Law Group LLP, explains that the cost of construction of the winery was funded in part through the sale of member equity, various bridge loans, loans from members, and construction loans. In 2007, Deerfield approached Rabobank and was told, after Rabobank conducted months of due diligence, that Deerfield qualified for an $11 million fully amortized term loan to refinance and consolidate the various loans that had financed construction. When Deerfield's managers received the initial loan documents back from Rabobank at the end of 2008, they were informed that Rabobank would only provide an $8 million term loan, because of the dramatic downturn in the market. This was in late 2008, in the early stages of the Great Recession, when the banking system was on the verge of collapse and the credit market had virtually dried up. Rabobank offered to provide the other $3 million in the form of a line of credit, secured by Deerfield's inventory and accounts receivable borrowing base, which would come due in 2010. Deerfield expressed concern about these terms, because it would be impossible for Deerfield to repay the $3 million line of credit in 15 months. Mr. Moses relates that Deerfield was assured by Rabobank that the bank would roll the $3 million line of credit into the term loan when it became due in 2010. When the line of credit came due, however, Rabobank refused to do this. It was the understanding of Deerfield management that the $8 million term loan was amortized, after a short interest-only period, with monthly principal and interest payments over its 7-year term. This was what the managers were told by Rabobank, and nothing in the initial documents indicated otherwise. Deerfield's management did not understand there to be any annual balloon payments. Instead, they understood that the monthly payments were for the amortized amount. As required by Rabobank, the loan documents were reviewed by the accounting firm of Moss Adams. The Moss Adams review did not reflect that the loans required anything other than regular monthly payments. During the first year of the Rabobank loans, Deerfield made all payments in a timely fashion. In January 2010, however, Deerfield was informed that Rabobank was demanding an annual principal payment of $206,000 on the $8 million term loan. Deerfield had understood the term loan to not require any balloon principal payments prior to its maturity. In response to Deerfield's inquiry, Rabobank provided a "Schedule of Principal Payments of Term Loans," showing annual principal payments due on December 1 of each year, starting in 2009. Deerfield management had never seen this document before, nor had the accounting firm that reviewed the loan files, Moss Adams. This is supported by the fact that the original review by Moss Adams had a note reflecting that the repayment schedule for the $8 million term loan was "interest only payments until December 1, 2009; monthly payments of principal and interest thereafter." Because the winery could not support these large principal pay-downs, Deerfield management sought a modification of the loans to amortize the principal pay-downs. This would have allowed Deerfield to meet its obligations without default. Despite the efforts of Deerfield management to address the situation in a responsible manner, Rabobank refused to amortize the principal payments, and instead threatened foreclosure, despite the fact that Deerfield had made its monthly payments consistently and without fail. According to Mr. Moses, under duress, Deerfield was forced to accept Rabobank's amendment, which simply delayed the date of the balloon payment, and actually accelerated the due date of the line of credit from August to April 2010. Over the next four years, Deerfield was forced to sign multiple further amendments, each time extending the due date of the line of credit by only a few months. Mr. Moses avers that although Deerfield made substantial principal pay-downs, the modifications that Rabobank required ultimately consolidated multiple balloon payments into one massive payment of $567,000, followed by a pay-off of the $3,000,000 line of credit three months later. Deerfield could not hope to pay these amounts on this schedule. Inevitably, Deerfield was unable to make this unreasonable payment of $567,000 on Dec. 31, 2013, and the $3,000,000 line of credit due March 31, 2014. Rabobank then filed a judicial foreclosure action in February 2014 (the "Foreclosure Action"). During the entire five years the loans were outstanding, prior to Rabobank filing the Foreclosure Action in February 2014, Deerfield consistently and without fail made its regular monthly payments. These payments totaled $43,000 per month for the two loans and the costly interest rate swap agreement required by Rabobank. Deerfield continued making these payments reliably throughout the course of the loans, until Rabobank halted the ACH for the term loan and the line of credit withdrawals starting in January 2014. Rabobank continued to withdraw interest swap payments on Jan. 2, 2014 in the amount of $14,351, and on Feb. 2, 2014 in the amount of $14,805. Even after Rabobank filed its foreclosure action on Feb. 10, 2014, Deerfield continued to make interest payments, paying more than $360,000 in 2014. The loans were assigned to Rabobank's Special Assets group in April 2010. Being assigned to Special Assets resulted in substantial fees, in addition to the regular monthly payments, which Deerfield continued to make. While Deerfield's management feels that it was substantially misled by Rabobank in connection with the terms of the loans, Deerfield acknowledges that any claims based on this were most likely released in subsequent amendments. Deerfield presently has no intentions of pursuing any action against the bank, and believes that the focus should be on how to restructure these substantially oversecured loans. Over the past five years, Deerfield has paid more than $275,000 in fees levied in connection with modifications to extend the due date of the line of credit, and other Special Assets requirements. Deerfield also made more than $325,000 in principal payments on the term loan during this time, in addition to the regular monthly payments on both loans. In sum, over the five years and two months between the funding of the loans and Rabobank filing a foreclosure action, Deerfield paid Rabobank more than $4.1 million on these loans totaling $11 million. Deerfield's Current Operations Deerfield is a highly respected, profitable business with a very high likelihood of a successful reorganization, despite its troubles with the Rabobank loans. After opening to the public in 2008, the winery business has grown steadily despite being hampered by the banking relationship. Deerfield has been profitable in 2012 and 2013, even after debt service, including the substantial annual payments made that were required by Rabobank. Net profit was $100,000 on $3.1 million in revenue in 2012, $125,000 on $3.4 million in 2013. During these past three years EBITDA has been $972,000 in 2012, $1.2 million in 2013, and $767,000 in 2014. Even with the debt service and the punishing additional expenses associated with being assigned to Special Assets, Deerfield has had a generally positive bottom line. Without the $84,687 in extraordinary costs associated with the foreclosure action and receivership in 2014, adjusted EBITDA was $850,000, meaning that net profit would have been $77,000 without these extraordinary costs. In addition to production and sale of Deerfield Ranch Winery brand wine, the business also includes production and sale of wine under Deerfield's second Deerfield@Wine brand, a substantial custom crush business, and routine sale of excess bulk wine. Deerfield has continued to pay its vendors in the ordinary course of business in spite of its struggles with Rabobank. As a result, Deerfield's unsecured debt is only the routine accounts that are to be expected for a winery at this point in the year. Deerfield's only other substantial debt is a Sonoma County property tax lien, in the principal amount of $565,800, with accrued interest of approximately $189,000. When Deerfield was forced to make large principal payments to Rabobank, the only way that it could make these payments without jeopardizing operations was to use funds that otherwise would have gone to pay real property taxes. The Budget illustrates Deerfield's expected cash flows over the thirteen weeks beginning Feb. 9, 2015. Starting cash position on February 9 was approximately $195,000. Over the Budget period, this is expected to increase to $325,886. A substantial part of this positive net cash flow comes from the wine club shipment scheduled for the week of March 23, 2015. About Deerfield Ranch Winery Deerfield Ranch Winery, LLC, is an award-winning winery located in the heart of the Sonoma Valley, founded in 1982 by Robert and PJ Rex. The Deerfield estate is approximately 47 acres, located in Kenwood, California, and was acquired in 2000. Annual production totals approximately 30,000 cases annually, including both Deerfield brands and the winery's substantial custom-crush business, which includes 12 small family-owned wineries. The winery LLC is owned by 87 members, who have contributed more than $15 million to the business. Deerfield Ranch Winery filed a Chapter 11 bankruptcy petition (Bank. N.D. Cal. Case No. 15-10150) on Feb. 13, 2015. The Debtor estimated assets and liabilities of $10 million to $50 million. Scott H. McNutt, Esq., and Shane J. Moses, Esq., at McNutt Law Group LLP serve as the Debtor's counsel. Jigsaw Advisors LLC acts as the Debtor's restructuring financial advisor. Judge Alan Jaroslovsky is assigned to the case. DEERFIELD RANCH: May Continue Operations Until End of March ----------------------------------------------------------- Christian Kallen at Sonoma Index-Tribune reports that Deerfield Ranch Winery, LLC, has reached a cash collateral agreement with its lender Rabobank, delaying the foreclosure of the winery at least until the end of March 2015. As reported by the Troubled Company Reporter on Feb. 20, 2015, Kevin McCallum at The Press Democrat reported that the Company filed for bankruptcy to prevent the winery from being auctioned off to pay its $11 million debt to Rabobank. According to court filings, Rabobank filed for judicial foreclosure in 2014 for outstanding balances on an $8 million loan and $3 million line of credit, both obtained in late 2008, and receiver John Hawkins was appointed in December 2014. Index-Tribune relates that the agreement reached prior to a Feb. 19, 2015 hearing in the Bankruptcy Court allow the winery to continue operations until the end of March, when a reorganization plan is due. About Deerfield Ranch Deerfield Ranch Winery, LLC -- http://www.deerfieldranch.com/-- is headquartered in Glen Ellen, California. Robert W. Rex and his wife, Paulette, are the founders and managing members of the 32-year-old Winery. The Winery has 22 workers and makes 15,000 cases a year for its own projects, mostly of the Deerfield Ranch brand, retailing for $24â€“$85 a bottle, some for the 4-year-old Deerfield@Wine second label and some private labels. The Winery also produces 12,000â€“20,000 cases a year for a dozen custom-winemaking clients. The Winery filed a Chapter 11 bankruptcy petition (Bank. N.D. Cal. Case No. 15-10150) on Feb. 13, 2015. It estimated assets and liabilities of $10 million to $50 million. Scott H. McNutt, Esq., and Shane J. Moses, Esq., at McNutt Law Group LLP serve as the debtor's counsel. Jigsaw Advisors LLC acts as the debtor's restructuring financial advisor. Judge Alan Jaroslovsky is assigned to the case. The petition was signed by Mr. Rex. DELPHI AUTOMOTIVE: To Sell Thermal Business to MAHLE ---------------------------------------------------- Delphi Automotive PLC has entered into a definitive agreement to sell its wholly-owned thermal business to MAHLE GmbH for cash consideration of approximately $727 million, subject to closing adjustments, which represents an implied EV/LTM EBITDA multiple of approximately 9.5x. The transaction is expected to close in the third quarter of 2015, subject to regulatory approvals. Proceeds from the transaction will be used to fund growth initiatives, including acquisitions and share repurchases. Delphi and MAHLE also signed a separate letter of intent to sell Delphi's stake in Shanghai Delphi Automotive Air-Conditioning System Co., Ltd. Proceeds from this transaction will be in addition to the $727 million paid for the wholly-owned operations. "This agreement represents a great outcome for both Delphi and our Thermal division. The transaction positions Delphi with a more focused high-growth product portfolio that addresses the trends of safe, green and connected. The acquisition of the business by MAHLE, a leading global supplier of thermal systems, ensures continued industry-leading service to our customers and stability for our employees," Rodney O'Neal, Delphi's chief executive officer and president. Delphi's Thermal division had 2014 revenues of $1.6 billion, with approximately 6,700 employees and 13 plants globally. The results of operations of the Thermal division business will be reported as discontinued operations beginning in the first quarter of 2015. Prof. Heinz K. Junker, MAHLE chairman of the Management Board and chief executive officer, said, "The acquisition of Delphi's Thermal division enhances our good position in the thermal market. The transaction extends our production footprint in Europe, North America, and Asia and further strengthens our product range and systems competence -- particularly with air conditioning compressors. This step represents the continued strategic progression for MAHLE." Mr. O'Neal stated, "Under MAHLE ownership, Delphi Thermal will become part of a leading systems supplier in the thermal industry, better positioned to serve customers with a global footprint and industry-leading technology portfolio. The business is a good strategic fit for MAHLE, which will benefit our Thermal customers and our Thermal employees." Barclays is serving as Delphi's financial advisor and Latham & Watkins LLP is serving as its legal counsel. About Delphi Corp. Based in Troy, Michigan, Delphi Corporation -- http://www.delphi.com/-- is a global supplier of electronics and technologies for automotive, commercial vehicle and other market segments. Delphi operates major technical centers, manufacturing sites and customer support facilities in 30 countries. The Company filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 05-44481) on Oct. 8, 2005. John Wm. Butler Jr., Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, represented the Debtors in their restructuring efforts. Robert J. Rosenberg, Esq., Mitchell A. Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP, represented the Official Committee of Unsecured Creditors. As of June 30, 2008, the Debtors' balance sheet showed $9.16 billion in assets and $23.7 billion in debt. The Court confirmed Delphi's plan on Jan. 25, 2008. The Plan was not consummated after a group led by Appaloosa Management, L.P., backed out from their proposal to provide $2.55 billion in equity financing to Delphi. At the end of July 2009, Delphi obtained confirmation of a revised plan, build upon a sale of the assets to a entity formed by some of the lenders who provided $4 billion of debtor-in-possession financing, and General Motors Company. On Oct. 6, 2009, Delphi's Chapter 11 plan of reorganization became effective. A Master Disposition Agreement executed among Delphi Corporation, Motors Liquidation Company, General Motors Company, GM Components Holdings LLC, and DIP Holdco 3, LLC, divides Delphi's business among three separate parties -- DPH Holdings LLC, GM Components, and DIP Holdco 3. Delphi emerged from Chapter 11 as DPH Holdings. DPH Holdings is responsible for the post-Effective Date administration and eventual closing of the Chapter 11 cases as well as the disposition of certain retained assets and payment of certain retained liabilities as provided under the Modified Plan. Delphi Automotive PLC is UK-based company formed in May 2011 as a holding company for US-based automotive parts manufacturer Delphi Automotive LLP. Delphi Automotive LLP is the successor to the former Delphi Corporation. At the time of its formation, Delphi Automotive PLC filed an initial public offering seeking to raise at least $100 million. As reported by the Troubled Company Reporter on Jan. 15, 2015, Sara Randazzo, writing for Daily Bankruptcy Review, reported that two hedge funds sued Delphi Automotive PLC accusing the auto-parts supplier of failing to pay up to $300 million promised to creditors as part of its bankruptcy plan. DENDREON CORP: Court Approves Sale of Assets to Valeant ------------------------------------------------------- U.S. Bankruptcy Judge Laurie Selber Silverstein in Delaware authorized Dendreon Corporation, et al., to sell substantially all of their assets to Drone Acquisition Sub Inc., a wholly-owned direct subsidiary of Valeant Pharmaceuticals International. Prior to the sale approval hearing, Dendreon disclosed in filings with the U.S. Securities and Exchange Commission that it entered into a second amendment to its acquisition agreement, dated Feb. 19, 2015, with Valeant. The Feb. 19 acquisition agreement amends certain terms of the Amended Stalking Horse Agreement and provides for an aggregate purchase price of $495 million, which includes the purchase of $80 million in cash, for an effective increase of $15 million over the Amended Stalking Horse Agreement for the purchase of certain additional assets of the Debtors, of which $445.5 million is payable in cash at closing and $49.5 million is payable in common shares of Valeant to be issued to the Company on the anticipated date of effectiveness of a plan of liquidation or reorganization in the Chapter 11 Cases and subsequently distributed to creditors in accordance with such plan and the terms of the Acquisition Agreement, BankruptcyData reported. The Acquisition Agreement includes the Debtors' assets related to their enteric coated D-3263 hydrochrolide product candidate, as well as $80 million of cash of the Debtors, BData said. Moreover, BData relates that the parties have agreed that the Acquisition Agreement will constitute a "plan of reorganization" of the Company and the Purchaser for purposes of Sections 368 and 354 of the Internal Revenue Code of 1986, as amended. As previously reported by The Troubled Company Reporter, the Debtors canceled an auction of its assets scheduled after they didn't receive bids from other potential buyers. Judge Silverstein earlier approved Valeant Pharmaceuticals as the stalking horse bidder. The company initially offered $295 million for the assets but it agreed to increase its bid by 35% to retain its place as stalking horse. Dendreon anticipates the completion of the sale to Valeant to occur by the end of February 2015, subject to certain closing conditions, including approval from the Court. Skadden, Arps, Slate, Meagher & Flom LLP is serving as the Company's legal advisor, AlixPartners is serving as its financial advisor and Lazard is serving as its investment bank. Weil, Gotshal & Manges LLP acted as legal advisor to Valeant. About Dendreon Corp With corporate headquarters in Seattle, Washington, Dendreon Corporation -- http://www.dendreon.com/-- a biotechnology company focused on the development of novel cellular immunotherapies to significantly improve treatment options for cancer patients. Dendreon's first product, PROVENGE (sipuleucel-T), was approved by the U.S. Food and Drug Administration (FDA) and became commercially available for the treatment of men with asymptomatic or minimally symptomatic castrate-resistant (hormone-refractory) prostate cancer in April 2010. Dendreon is traded on the NASDAQ Global Market under the symbol DNDN. Dendreon and its U.S. subsidiaries filed for Chapter 11 bankruptcy protection (Bankr. D. Del.) on Nov. 10, 2014. The Debtors requested that their cases be jointly administered under Case No. 14-12515. The petitions were signed by Gregory R. Cox, interim chief financial officer and treasurer. Dendreon sought bankruptcy protection after it reached agreements on the terms of a financial restructuring with certain holders of the Company's 2.875% Convertible Senior Notes due 2016 representing 84% of the $620 million aggregate principal amount of the 2016 Notes. The financial restructuring may take the form of a stand-alone recapitalization or a sale of the Company or its assets. The Debtors have engaged Skadden, Arps, Slate, Meagher & Flom LLP, as counsel; Lazard Freres & Co. LLC, as investment banker; AlixPartners, as restructuring advisors; and Prime Clerk LLC as claims and noticing agent. The Debtors disclosed $365 million in total assets and $664 million in total liabilities as of June 30, 2014. The U.S. Trustee for Region 3 appointed five members to the Official Committee of Unsecured Creditors. ECO BUILDING: Posts $1.4 Million Net Loss for Second Quarter ------------------------------------------------------------ Eco Building Products, Inc. filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $1.40 million on $777,000 of total revenue for the three months ended Dec. 31, 2014, compared to a net loss of $2.44 million on $316,000 of total revenue for the same period in 2013. For the six months ended Dec. 31, 2014, the Company reported a net loss of $873,000 on $1.65 million of total revenue compared to a net loss of $4.32 million on $725,000 of total revenue for the same period last year. As of Dec. 31, 2014, Eco Building had $1.86 million in total assets, $24.5 million in total liabilities and a $22.6 million total stockholders' deficit. On Dec. 31, 2014, the Company had $75,500 cash on hand. "Our continuation as a going concern is dependent upon obtaining the additional working capital necessary to sustain our operations. Our future is dependent upon our ability to obtain financing and upon future profitable operations. There is no assurance that our current operations will be profitable or that we will raise sufficient funds to continue operating," the Company stated in the Report. A full-text copy of the Form 10-Q is available for free at: http://is.gd/R05NYZ About Eco Building Vista, Calif.-based Eco Building Products is a manufacturer of proprietary wood products treated with an eco-friendly proprietary chemistry that protects against mold, rot, decay, termites and fire. Eco Building reported a net loss of $28.9 million on $1.46 million of total revenue for the year ended June 30, 2014, compared to a net loss of $24.6 million on $5.22 million of total revenue for the year ended June 30, 2013. Sadler, Gibb & Associates, LLC, in Salt Lake City, UT, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2014. The independent auditors noted that the Company has generated minimal operating revenues, losses from operations, significant cash used in operating activities and its viability is dependent upon its ability to obtain future financing and successful operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. EFT HOLDINGS: Reports $4.1 Million Net Loss for Third Quarter ------------------------------------------------------------- EFT Holdings, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $4.12 million on $263,000 of net sales revenues for the three months ended Dec. 31, 2014, compared to a net loss of $9.47 million on $434,000 of net total revenues for the same period last year. For the nine months ended Dec. 31, 2014, the Company reported a net loss of $4.36 million on $800,040 of net total revenues compared to a net loss of $12.1 million on $1.58 million of net total revenues for the same period during the prior year. As of Dec. 31, 2014, the Company had $8.21 million in total assets, $14.7 million in total liabilities, and a $6.52 million total deficiency. The Company has negative working capital of $7.82 million and an accumulated deficit of $59.3 million as of Dec. 31, 2014 and has reported net losses for the past two fiscal years. The Company expects to continue incurring losses for the foreseeable future and may need to raise additional capital from external sources such as bank borrowings or capital issuances in order to continue the long-term efforts contemplated under its current business plan. Management is also considering different marketing strategies to generate more revenues and plans to continue to reduce certain operating expenses going forward. In addition, the Company is seeking to recover $21 million through the U.S. federal courts, but there can be no assurance that it will be successful in doing so. These circumstances, among others, raise substantial doubt about the Company's ability to continue as a going concern," according to the 10-Q report. A full-text copy of the Form 10-Q is available for free at: http://is.gd/eRBAUk EFT Holdings, Inc., is an Industry, California-based company whose products are sold directly to customers through its Web site. The Company sells 27 nutritional products, consisting of oral sprays, personal care products, a house cleaner, and a portable drinking container. ELBIT IMAGING: York Capital Owns 19.8% of Shares as of Dec. 31 -------------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, York Capital Management Global Advisors, LLC disclosed that as of Dec. 31, 2014, it beneficially owned 5,447,850 ordinary shares of Elbit Imaging, which represents 19.8 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/soqH3Z About Elbit Imaging Tel-Aviv, Israel-based Elbit Imaging Ltd. (TASE, NASDAQ: EMITF) hold investments in real estate and medical companies. The Company, through its subsidiaries, also develops shopping and entertainment centers in Central Europe and invests in and manages hotels. Since February 2013, Elbit has intensively endeavored to come to an arrangement with its creditors. Elbit has said it has been hanging by a thread for more than five months. It has encountered cash flow difficulties and this burdens its day to day activities, and it certainly cannot make the necessary investments to improve its assets. In light of the arrangement proceedings, and according to the demands of most of the bondholders, as well as an agreement that was signed on March 19, 2013, between Elbit and the Trustees of six out of eight series of bonds, Elbit is prohibited, inter alia, from paying off its debts to the financial creditors -- and as a result a petition to liquidate Elbit was filed, and Bank Hapoalim has declared its debts immediately payable, threatening to realize pledges that were given to the Bank on material assets of the Company -- and Elbit undertook not to sell material assets of the Company and not to perform any transaction that is not during its ordinary course of business without giving an advance notice to the trustees. Accountant Rony Elroy has been appointed as expert for examining the debt arrangement in the Company. In July 2013, Elbit Imaging's controlling shareholders, Europe- Israel MMS Ltd. and Mr. Mordechay Zisser, notified the Company that the Tel Aviv District Court has appointed Adv. Giroa Erdinast as a receiver with regards to the ordinary shares of the Company held by Europe Israel securing Europe Israel's obligations under its loan agreement with Bank Hapoalim B.M. The judgment stated that the Receiver is not authorized to sell the Company's shares at this stage. Following a request of Europe-Israel, the Court also delayed any action to be taken with regards to the sale of those shares for a period of 60 days. Europe Israel and Mr. Zisser have also notified the Company that they utterly reject the Bank's claims and intend to appeal the Court's ruling. Elbit Imaging reported a loss of NIS1.56 billion on NIS361 million of total revenues for the year ended Dec. 31, 2013, as compared with a loss of NIS484 million on NIS418 million of total revenues in 2012. As of June 30, 2014, the Company had NIS4.05 billion in total assets, NIS3.16 billion in total liabilities and NIS890 million shareholders' equity. Brightman Almagor Zohar & Co., a member firm of Deloitte Touche Tohmatsu, in Tel-Aviv, Israel, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. ENERGY & EXPLORATION: Bank Debt Trades at 4% Off ------------------------------------------------ Participations in a syndicated loan under which Energy & Exploration Partners is a borrower traded in the secondary market at 96.95 cents-on-the-dollar during the week ended Friday, Feb. 20, 2015, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. This represents an increase of 0.93 percentage points from the previous week, The Journal relates. Energy & Exploration pays 675 basis points above LIBOR to borrow under the facility. The bank loan matures on Jan. 14, 2019. Moody's and Standard & Poor's did not give a rating to the loan. The loan is one of the biggest gainers and losers among 209 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. ENERGY FUTURE: 'Make-Whole' Tender Offer Survives Appeal -------------------------------------------------------- William J Rochelle III, a bankruptcy columnist for Bloomberg News, reported that tender offers that might not be possible outside of bankruptcy court got a blessing from a federal district judge in an appeal involving the reorganization of Energy Future Holdings Corp. Energy Future. To recall, Energy Future entered into a settlement which allowed it to pay off first-lien debt with 5 percent extra for holders who gave up claims for a so-called make-whole, a premium investors can collect when their bonds are paid off early, Mr. Rochelle relates. The indenture trustee for one of the noteholder groups appealed a bankruptcy court's ruling approving the settlement and contended that the settlement was a coercive tender offer that wouldn't pass muster outside bankruptcy and shouldn't have been allowed in bankruptcy either, Mr. Rochelle further related. U.S. District Judge Richard G. Andrews in Wilmington, Delaware, explained in his 17-page opinion that the differing recoveries resulted from maturity dates and interest rates on the two issues that weren't identical, and rejected the argument that tender offers can't be used in Chapter 11 reorganizations before plan approval because the U.S. Securities and Exchange Commission isn't involved in the process of approving solicitation materials as it would be outside of bankruptcy, according to Mr. Rochelle. Law360 pointed out that the Delaware district judge allowed Energy Future to refinance $4 billion in debt via the tender offer, shooting down the affected creditors' protests that they have to be treated equally and that the move could invite a Wild West of pre-confirmation settlements. The appeal is Delaware Trust Co. v. Energy Future Holdings Corp. (In re Energy Future Holdings Corp.), 14-cv-00723, U.S. District Court, District of Delaware (Wilmington). About Energy Future Energy Future Holdings Corp., formerly known as TXU Corp., is a privately held diversified energy holding company with a portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80 percent-owned entity within the EFH group, is the largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leverage buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. On April 29, 2014, Energy Future Holdings and 70 affiliated companies sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10979) after reaching a deal with some key financial stakeholders to keep its businesses operating while reducing its roughly $40 billion in debt. The Debtors' cases have been assigned to Judge Christopher S. Sontchi (CSS). The Debtors are seeking to have their cases jointly administered for procedural purposes. As of Dec. 31, 2013, EFH Corp. reported total assets of $36.4 billion in book value and total liabilities of $49.7 billion. The Debtors have $42 billion of funded indebtedness. EFH's legal advisor for the Chapter 11 proceedings is Kirkland & Ellis LLP, its financial advisor is Evercore Partners and its restructuring advisor is Alvarez & Marsal. The TCEH first lien lenders supporting the restructuring agreement are represented by Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor, and Millstein & Co., LLC, as financial advisor. The EFIH unsecured creditors supporting the restructuring agreement are represented by Akin Gump Strauss Hauer & Feld LLP, as legal advisor, and Centerview Partners, as financial advisor. The EFH equity holders supporting the restructuring agreement are represented by Wachtell, Lipton, Rosen & Katz, as legal advisor, and Blackstone Advisory Partners LP, as financial advisor. Epiq Systems is the claims agent. Wilmington Savings Fund Society, FSB, the successor trustee for the second-lien noteholders owed about $1.6 billion, is represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq. An Official Committee of Unsecured Creditors has been appointed in the case. The Committee represents the interests of the unsecured creditors of ONLY of Energy Future Competitive Holdings Company LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings Company LLC; and EFH Corporate Services Company, and of no other debtors. The Committee has selected Morrison & Foerster LLP and Polsinelli PC for representation in this high-profile energy restructuring. The lawyers working on the case are James M. Peck, Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K. Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at Polsinelli PC. EVEREST COLLEGES: Files Bankruptcy Assignment Under BIA ------------------------------------------------------- Corinthian Colleges, Inc. on Feb. 20 disclosed that its indirect, wholly-owned subsidiary, Everest Colleges Canada, Inc. (Everest Canada), a private career college corporation, has filed an assignment in bankruptcy under the Bankruptcy & Insolvency Act, R.S.C., 1985, c. B-3 (BIA). Duff & Phelps Canada Restructuring Inc. will serve as the trustee in bankruptcy for the administration and management of the case. The filing has no impact on the U.S. operations of Corinthian. The assignment into bankruptcy was necessitated by the closure of Everest Canada's 14 campuses across Ontario by the Ontario Ministry of Training, Colleges and Universities (Ministry), which provides regulatory oversight over the colleges. At the time of the closings, the colleges had approximately 2,450 students and 450 employees. "We are extremely disappointed that the Ministry has taken these abrupt actions. Our Canadian subsidiary had been working with the Ministry for an extended period of time with the goal of achieving a satisfactory outcome for students, employees and other stakeholders in Canada," stated Jack Massimino, Chairman and CEO of Corinthian. The Trustee in Bankruptcy can be reached via email at everestcollege@duffandphelps.com Everest Colleges Canada, Inc. is a privately held career college corporation. FIRST CLASS AUTO: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: First Class Auto Salvage, Inc. 105 Patterson Ave Trenton, NJ 08610 Case No.: 15-12813 Chapter 11 Petition Date: February 19, 2015 Court: United States Bankruptcy Court District of New Jersey (Trenton) Judge: Hon. Michael B. Kaplan Debtor's Counsel: Carol L. Knowlton, Esq. GORSKI & KNOWLTON PC 311 Whitehorse Avenue; Suite A Hamilton, NJ 08610 Tel: 609-964-4000 Fax: 609-585-2553 Email: cknowlton@gorskiknowlton.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 milliont to $10 million The petition was signed by Salvatore DiPasquale, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/njb15-12813.pdf FIRST NATIONAL: Begins Trading on the OTCQX Marketplace ------------------------------------------------------- First National Community Bancorp, Inc., the parent company of Dunmore-based First National Community Bank, disclosed that its common stock initiated trading on the OTCQX marketplace, effective Feb. 17, 2015, under its existing ticker symbol FNCB. The Company's common shares previously traded on the OTCQB Venture Marketplace. Launched in the spring of 2014, OTCQX for Banks is an expansion of the OTCQX marketplace which was designed to increase the visibility of well-managed, strongly-capitalized community banks in the public markets. "Our objective in upgrading FNCB shares to OTCQX is to elevate awareness of the operating strengths and growth potential of our Company," said Steven R. Tokach, president and chief executive officer. "Trading on OTCQX will improve the quality and availability of information available for the investment community, and should make our shares more widely accessible to investors, as well as increase the liquidity of our common stock over time. We're excited to be utilizing a trading platform that was designed by OTC Markets Group specifically for our industry, and which attracted 34 U.S. community banks to join the OTCQX marketplace in 2014." OTCQX for Banks, an expansion of the OTCQX marketplace, was created for strongly capitalized and well managed banks that have committed to provide a higher level of financial reporting and greater transparency. To qualify for trading on OTCQX, a bank must meet high financial standards, be current with its regulatory reporting, post quarterly results and report material events in a timely manner. Companies must also appoint a "Corporate Broker," a FINRA member broker-dealer specializing in bank stocks, to serve as their OTCQX advisor. Boenning & Scattergood, a well-respected securities, asset management and investment banking firm, will serve as First National Community Bancorp's Corporate Broker on the OTCQX. INVESTOR CONTACT: James M. Bone, Jr., CPA EVP and CFO First National Community Bank Tel: (570) 348-6419 E-mail: james.bone@fncb.com About First National Headquartered in Dunmore, Pa., First National Community Bancorp, Inc., is a Pennsylvania corporation, incorporated in 1997 and is registered as a bank holding company under the Bank Holding Company Act ("BHCA") of 1956, as amended. The Company became an active bank holding company on July 1, 1998, when it acquired ownership of First National Community Bank (the "Bank"). The Bank is a wholly-owned subsidiary of the Company. The Company's primary activity consists of owning and operating the Bank, which provides customary retail and commercial banking services to individuals and businesses. The Bank provides practically all of the Company's earnings as a result of its banking services. First National reported net income of $6.38 million on $32.9 million of total interest income for the year ended Dec. 31, 2013, as compared with a net loss of $13.7 million on $37.02 million of total interest income for the year ended Dec. 31, 2012. Regulatory Matters The Bank is under a Consent Order from the Office of the Comptroller of the Currency dated Sept. 1, 2010. The Company is also subject to a Written Agreement with the Federal Reserve Bank of Philadelphia dated Nov. 24, 2010. The Bank, pursuant to a Stipulation and Consent to the Issuance of a Consent Order dated Sept. 1, 2010, without admitting or denying any wrongdoing, consented and agreed to the issuance of the Order by the OCC, the Bank's primary regulator. The Order requires the Bank to undertake certain actions within designated timeframes, and to operate in compliance with the provisions thereof during its term. The Order is based on the results of an examination of the Bank as of March 31, 2009. Since the examination, management has engaged in ongoing discussions with the OCC and has taken steps to improve the condition, policies and procedures of the Bank. Compliance with the Order is monitored by a committee of at least three directors, none of whom is an employee or controlling shareholder of the Bank or its affiliates or a family member of any such person. The Committee is required to submit written progress reports to the OCC on a monthly basis. The Committee has submitted each of the required monthly progress reports with the OCC. The members of the Committee are John P. Moses, Joseph Coccia, Joseph J. Gentile and Thomas J. Melone. FIRST QUANTUM: S&P Puts 'B+' CCR on CreditWatch Negative -------------------------------------------------------- Standard & Poor's Ratings Services said that it has placed its 'B+' long-term corporate credit rating on copper miner First Quantum Minerals Ltd. (FQM) on CreditWatch with negative implications. The CreditWatch placement has been triggered by the change in S&P's price assumptions for commodities, including copper and nickel, which may result in a decline in FQM's cash flow generation and weaker credit metrics. In S&P's base-case scenario, it now assumes copper prices of $2.7 per pound (/lb) in 2015 and 2016, compared with the previous assumption of $3.1/lb. In addition, S&P anticipates nickel prices of $6.5/lb in 2015 and $7.2/lb in 2016, compared with $8.0/lb previously. S&P anticipates that the impact of the lower prices should be somewhat mitigated by the depreciation of commodity currencies and the lower crude oil prices. In addition, Zambia -- operations from which contribute about 50% of FQM's EBITDA -- has seen a number of negative developments over the last few months, including the government's request for help from the International Monetary Fund; the death of the president; and the introduction of a new royalty regime for miners. These may increase Zambia's country risk. S&P believes that the current soft copper prices may lead to lower tax revenues, placing more pressure on the economy. As of Sept. 30, 2014, the government held delayed VAT payments of about $210 million to FQM. In response to the current soft prices, the company has recently reduced its capital expenditure (capex) guidance for 2015 by more than $0.5 billion to $1.2 billion-$1.4 billion. While this countermeasure should mitigate some of the fall in EBITDA that S&P expect, it believes that free operating cash flows will remain negative in 2015. In S&P's view, FQM's liquidity will weaken, notably the company's headroom under its financial covenants. As a result, S&P now assess the company's liquidity position as "less than adequate." S&P would be likely to lower the rating on FQM if it expected higher negative free operating cash flows than in S&P's previous assumptions, with the Standard & Poor's-adjusted debt-to-EBITDA ratio remaining above 3x in 2015. In addition to the recent capex cut, S&P believes that the company will take further steps to protect its cash flows. However, the timing and impact of such measures are uncertain. S&P will resolve the CreditWatch over the next several weeks after meeting with the company's management team to discuss their action plans in light of lower commodity prices. If S&P takes a negative rating action based on these discussions, it would be likely to lower the rating by only one notch, unless it assess liquidity as weak. FOX TROT CORP: Poplar Balks at UST's Conversion or Dismissal Bid ---------------------------------------------------------------- Poplar Ridge Enterprises Inc., secured creditor of Fox Trot Corporation, filed with the U.S. Bankruptcy Court for the Eastern District of Kentucky an objection to the request of the U.S. Trustee to convert Fox Trot Corp.'s Chapter 11 case to a Chapter 7 proceeding, or, in the alternative, dismiss its case. Poplar Ridge suggests that the Court appoint a Chapter 11 trustee to oversee the Debtor's bankruptcy case instead of dismissing the Debtor's case. The Chapter 11 trustee will marshal and sell the Debtor's assets in order to pay creditors, Poplar Ridge pointed out. Poplar Ridge lamented that a dismissal, by contrast, would penalize unsecured creditors for having waited so long for the Debtor to do nothing. Moreover, if dismissed, the creditors will be forced to pursue costly remedies in state court against the Debtor and its assets in order collect payment. Poplar Ridge told the Court that, since Oct. 12, 2013, the Debtor has not tendered a plan of reorganization. The Debtor has taken very little action to reorganize its affairs and assure unsecured creditors of payment, despite having 1,223 acres of unencumbered farm land in Fayette County, Kentucky, with an approximate value of $8,000,000. Indeed, the Debtor has offered to make none of the Fox Trot Farm available to satisfy the claims of the unsecured creditors in this case, including Poplar Ridge. According to court documents, Poplar Ridge filed proofs of claim totaling $451,055 against the Debtor. Poplar Ridge has additional post-petition claims arising from the Debtor's sale of interest in business concerns for which Poplar Ridge was not paid a fee the Debtor was contractually obligated to pay. The U.S. Trustee's motion was passed by general agreement and is re-noticed for hearing on Feb. 25, 2015 Poplar Ridge retained as counsel: Stanton L. Cave, Esq. Law Office of Stan Cave P.O. Box 910457 Lexington, KY 40591-0457 Tel: (859) 309-3000 Fax: (859) 309-3001 Email: stan.cave@stancavelaw.com About Fox Trot Corporation Fox Trot Corporation, which maintains its principal place of business in Lexington, Fayette County, Kentucky, sought protection under Chapter 11 of the Bankruptcy Code on Oct. 12, 2013 (Case No. 13-52471, Bankr. E.D. Ky.). The case is assigned to Judge Gregory R. Schaaf. Adam R. Kegley, Esq., at Frost Brown Todd LLC, represents the Debtor in its restructuring effort. In its schedules, the Debtor disclosed $25,570,806.02 in total assets and $3,913,035.20 in total liabilities. The Debtor employed Duane Cook & Associates PLC as special counsel to advise the Debtor with respect to all matters involved in the prosecution of an appeal and counterclaims. The Debtor hired David Beck, CPA, as accountant. FREDERICK'S OF HOLLYWOOD: Hires Liquidators to Shutter 93 Stores ---------------------------------------------------------------- Sara Randazzo and Lillian Rizzo, writing for The Wall Street Journal, reported that Frederick's of Hollywood has hired liquidators to help shutter at least a third of its 93 stores as the troubled lingerie retailer works to turn itself around. According to the report, Great American Group is handling going-out-of-business sales at 31 of the chain's locations, Frederick's Chief Operating Officer Bill Soncini said, and the number could inch slightly higher. Frederick's of Hollywood Frederick's of Hollywood Group Inc. (NYSE Amex: FOH) -- http://www.fredericks.com/-- through its subsidiaries, sells women's intimate apparel, swimwear and related products under its proprietary Frederick's of Hollywood brand through 122 specialty retail stores, a world-famous catalog and an online shop. Frederick's of Hollywood sought bankruptcy in July 10, 2000. On Dec. 18, 2002, the court approved the company's plan of reorganization, which became effective on Jan. 7, 2003, with the closing of the Wells Fargo Retail Finance exit financing facility. Mayer Hoffman McCann expressed substantial doubt about the Company's ability to continue as a going concern, citing the company has suffered recurring losses from continuing operations, has negative cash flows from operations, has a working capital and a shareholders' deficiency at July 27, 2013. The Company reported a net loss of $22.5 million on $86.5 million of net sales in 2013, compared with a net loss of $6.43 million in 2012. As of Jan. 25, 2014, the Company had $39.8 million in total assets, $69.01 million in total liabilities, and a $29.2 million total shareholders' deficiency. FREDERICK'S OF HOLLYWOOD: May Close Down One-Third of Stores ------------------------------------------------------------ Frederick's of Hollywood Group Inc. is reportedly shutting down one-third or 31 of its 93 locations, including its flagship Hollywood store, in the coming months, Tom Huddleston, Jr., at Fortune.com reports. Fortune.com says that the Company will close its flagship store in Hollywood in April 2015. The number of the stores to be closed could increase slightly, The Wall Street Journal states, citing the Company's COO, Bill Soncini. According to WSJ, the Company has hired Great American Group to help wind down operations for the stores. WSJ quoted Mr. Soncini as saying, "We're in the process of re-engineering the whole business. Landlords have been very, very agreeable of letting us out of some very unprofitable locations . . . . These stores should have been closed years ago." Fortune.com recalls that the Company filed for Chapter 11 protection in 2000, and emerged from bankruptcy three years. Frederick's of Hollywood Frederick's of Hollywood Group Inc. (NYSE Amex: FOH) -- http://www.fredericks.com/-- through its subsidiaries, sells women's intimate apparel, swimwear and related products under its proprietary Frederick's of Hollywood brand through 122 specialty retail stores, a world-famous catalog and an online shop. Frederick's of Hollywood sought bankruptcy in July 10, 2000. On Dec. 18, 2002, the court approved the company's plan of reorganization, which became effective on Jan. 7, 2003, with the closing of the Wells Fargo Retail Finance exit financing facility. Mayer Hoffman McCann expressed substantial doubt about the Company's ability to continue as a going concern, citing the company has suffered recurring losses from continuing operations, has negative cash flows from operations, has a working capital and a shareholders' deficiency at July 27, 2013. The Company reported a net loss of $22,522,000 on $86,507,000 of net sales in 2013, compared with a net loss of $6,432,000 in 2012. As of Jan. 25, 2014, the Company had $39.79 million in total assets, $69.01 million in total liabilities and a $29.22 million total shareholders' deficiency. GALAXY RECYCLING: Meeting to Form Creditors' Panel Set for March 6 ------------------------------------------------------------------ Andy Vara, Acting United States Trustee for Region 3, will hold an organizational meeting on March 6, 2015, at 10:00 a.m. in the bankruptcy cases of Galaxy Recycling, Inc. and Empire Recycling. The meeting will be held at: United States Trustee's Office One Newark Center, 1085 Raymond Blvd. 21st Floor, Room 2106 Newark, NJ 07102 The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' case. The organizational meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. A representative of the Debtor, however, may attend the Organizational Meeting, and provide background information regarding the bankruptcy cases. To increase participation in the Chapter 11 proceeding, Section 1102 of the Bankruptcy Code requires that the United States Trustee appoint a committee of unsecured creditors as soon as practicable. The Committee ordinarily consists of the persons, willing to serve, that hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. Section 1103 of the Bankruptcy Code provides that the Committee may consult with the debtor, investigate the debtor and its business operations and participate in the formulation of a plan of reorganization. The Committee may also perform other services as are in the interests of the unsecured creditors whom it represents. Galaxy Recycling, Inc. (Bankr. D. NJ. Case No. 15-11859), and Empire Recycling, Inc. (Bankr. D. NJ. Case No. 15-11860) sought Chapter 11 bankruptcy protection on Feb. 3, 2015, in District of New Jersey (Newark). The Debtors has tapped Richard J. Kwasny, Esq. of KWASNY & REILLY as counsel. Galaxy Recycling, Inc. estimated $500,000 - $1 million to $1 million - $10 million in assets and debt. Empire Recycling estimated $500,000 - $1 million to $1 million - $10 million in assets and debt. GENERAL MOTORS: Craig Glidden to Join Co. as Top Lawyer ------------------------------------------------------- Greg Gardner at Detroit Free Press reports that Craig Glidden, Esq., from LyondellBasell Industries will join General Motors as its top lawyer on March 1, 2015, taking the place of Mike Millikin, Esq., who is scheduled to retire on July 1, 2015. Detroit Free Press relates that Mr. Glidden will, among other things, oversee the continuing litigation against the Company arising from the delayed recall of about 2.5 million small cars from model years 2003 through 2007 that were equipped with defective ignition switches. 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. GENERAL MOTORS: Names Craig Glidden as New General Counsel ---------------------------------------------------------- Jeff Bennett, writing for The Wall Street Journal, reported that General Motors Co. has selected Craig Glidden, 57, to succeed Michael Millikin as its new general counsel. According to the Journal, Mr. Glidden, who has worked the past six years for LyondellBasell Industries NV, will assume the auto maker's top lawyer job March 1. Law360 reported that Mr. Millikin -- who faced criticism from lawmakers last year over his department's role in the automaker's delay in addressing a potentially fatal ignition switch defect -- will retire in July, after almost 40 years at the company. After his retirement, Millikin will be available for consulting services through the rest of the year, Law360 said, citing GM. The Journal pointed out that the replacement of Mr. Millikin comes at a time when GM is still sorting the legal fallout from its faulty-ignition-switch drama and investigations—namely by the Justice Department—continue to hang over the company. The change also means the departure of one of Chief Executive Mary Barra's closest allies, the Journal noted. Ms. Barra publicly defended Mr. Millikin last year when senators called for his firing after failing to alert top leaders to out-of-court settlements being made on the company's behalf over accident and death claims involving the faulty ignition switch, the Journal recalled. 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. GENIUS BRANDS: Iroquois Capital Reports 6.9% Stake as of Dec. 31 ---------------------------------------------------------------- Iroquois Capital Management L.L.C., Joshua Silverman and Richard Abbe disclosed in an amended Schedule 13G filed with the U.S. Securities and Exchange Commission that as of Dec. 31, 2014, they beneficially owned 467,102 shares of common stock of Genius Brands International, Inc., which represents 6.9 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/E345oi About Genius Brands San Diego, Calif.-based Genius Brands International, Inc., creates and distributes music-based products which it believes are entertaining, educational and beneficial to the well-being of infants and young children under its brands, including Baby Genius and Little Genius. Genius Brands reported a net loss of $7.21 million in 2013, a net loss of $2.06 million in 2012 and a net loss of $1.37 million in 2011. As of Sept. 30, 2014, the Company had $18.3 million in total assets, $3.67 million in total liabilities and $14.6 million in total stockholders' equity. GEOMET INC: Incurs $2 Million Net Loss in Fourth Quarter -------------------------------------------------------- GeoMet, Inc. reported a net loss available to common stockholders of $1.95 million for the quarter ended Dec. 31, 2014, compared to a net loss available to common stockholders of $4.33 million for the same period a year ago. For the year ended Dec. 31, 2014, the Company reported net income available to common stockholders of $53.3 million compared to net income available to common stockholders of $27.8 million during the prior year. As of Dec. 31, 2014, the Company had $23.04 million in total assets, $278,000 in total liabilities, $48.7 million in series A convertible redeemable preferred stock and a $25.9 million total stockholders' deficit. A full-text copy of the press release is available at: http://is.gd/68MSUD About Geomet Inc. Houston, Texas-based GeoMet, Inc., is an independent energy company primarily engaged in the exploration for and development and production of natural gas from coal seams (coalbed methane) and non-conventional shallow gas. Its principal operations and producing properties are located in the Cahaba and Black Warrior Basins in Alabama and the central Appalachian Basin in Virginia and West Virginia. It also owns additional coalbed methane and oil and gas development rights, principally in Alabama, Virginia, West Virginia, and British Columbia. As of March 31, 2012, it owns a total of 192,000 net acres of coalbed methane and oil and gas development rights. As reported by the TCR on Feb. 20, 2015, GeoMet said it has no operations and minimal assets, which raises substantial doubt about its ability to return any additional value to its stockholders. The Company added it may file a plan of dissolution if it cannot consummate a corporate transaction/merger prior to the third quarter of 2015. GLYECO INC: Engages David Ide CEO and President ----------------------------------------------- GlyEco, Inc. disclosed in a document filed with the Securities and Exchange Commission that it entered into a consulting agreement with David Ide, the Company's interim chief executive officer and president. Pursuant to the Agreement, the Company engaged Mr. Ide to serve as the Company's chief executive officer and president and to have the duties and responsibilities ascribed to those positions in the Company's Amended and Restated Bylaws. Mr. Ide's engagement commences on Feb. 1, 2015 , and will continue for a term of 12 months. Thereafter, Mr. Ide's engagement may be extended by a written agreement. In consideration for his services during the term, the Company will compensate Mr. Ide with cash compensation of $15,000 per month of which 50% will be paid in cash and 50% will be paid in restricted common stock, which restricted stock shall be priced at the closing price of the Company's common stock on the last trading day of each month. Mr. Ide will also receive equity compensation of $90,000 worth of restricted common stock priced as of the day after the Effective Date at $0.31. The equity compensation will vest 100% upon the Company attaining EBITDA positive results by Aug. 1, 2015, using an adjusted EBITDA calculation. About GlyEco, Inc. Phoenix, Ariz.-based GlyEco, Inc., is a green chemistry company formed to roll-out its proprietary and patent pending glycol recycling technology that transforms waste glycols, a hazardous material, into profitable green products. GlyeCo reported a net loss of $4.01 million in 2013, a net loss of $1.86 million in 2012, and a net loss of $592,000 in 2011. The Company's balance sheet at Sept. 30, 2014, showed $15.5 million in total assets, $2.49 million in total liabilities and $13.03 million in total stockholders' equity. Semple, Marchal & Cooper, LLP, in Phoenix, Arizona, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has yet to achieve profitable operations and is dependent on its ability to raise capital from stockholders or other sources to sustain operations and to ultimately achieve viable profitable operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. HERCULES OFFSHORE: Files Fleet Status Report as of Feb. 19 ---------------------------------------------------------- Hercules Offshore, Inc. posted on its Web site at www.herculesoffshore.com a report entitled "Hercules Offshore Fleet Status Report". The Fleet Status Report includes the Hercules Offshore Rig Fleet Status (as of Feb. 19, 2015), which contains information for each of the Company's drilling rigs, including contract dayrate and duration. The Fleet Status Report also includes the Hercules Offshore Liftboat Fleet Status Report, which contains information by liftboat class for January 2015, including revenue per day and operating days. The Fleet Status Report is available for free at http://is.gd/477R9O About Hercules Offshore Hercules Offshore Inc. (NASDAQ: HERO) -- http://www.herculesoffshore.com/-- provides shallow-water drilling and marine services to the oil and natural gas exploration and production industry in the United States, Gulf of Mexico and internationally. The Company provides these services to integrated energy companies, independent oil and natural gas operators and national oil companies. The Company operates in six business segments: Domestic Offshore, International Offshore, Inland, Domestic Liftboats, International Liftboats and Delta Towing. Hercules incurred a net loss of $68.1 million in 2013, a net loss of $127 million in 2012 and a net loss of $76.1 million in 2011. As of Sept. 30, 2014, the Company had $2.19 billion in total assets, $1.42 billion in total liabilities and $767 million in stockholders' equity. * * * The Troubled Company Reporter reported on April 11, 2013, that Moody's Investors Service upgraded Hercules Offshore's Corporate Family Rating to 'B2' from 'B3'. Hercules' B2 CFR is supported by its improved cash flow and lower leverage on the back of increased drilling activity and higher day-rates in the Gulf of Mexico. As reported by the TCR on Dec. 30, 2014, S&P lowered its corporate credit rating on Hercules Offshore Inc. to 'B-' from 'B'. The downgrade reflects S&P's estimate for increased leverage as a result of lower day-rates and utilization for the company's offshore rigs, both in the company's Domestic Offshore and International Offshore segments. S&P's estimates of lower utilization and day-rates are a result of S&P's expectation of decreased offshore drilling given lower oil prices. S&P now expects FFO to debt to be below 12% and debt to EBITDA to exceed 5x in 2015. HILO HATTIE: Hawaiian Retailer Files for Bankruptcy --------------------------------------------------- Katy Stech, writing for The Wall Street Journal, reported that Hawaii's Hilo Hattie stores have filed for bankruptcy on Feb. 19 with the hope of surviving as one of the island's popular spots for tourists to buy travel trinkets and souvenirs. According to the report, the struggling chain, which recently closed three of its seven stores, filed for bankruptcy protection with $2.2 million worth of inventory. In documents filed in U.S. Bankruptcy Court in Honolulu, Chief Operating Officer Mark Storfer blamed the company's problems on slow sales, the Journal said. The retailer has already downsized once in a 2008 bankruptcy after it became "financially and operationally over-extended" from aggressively opening new stores in Guam and in mainland U.S., the Journal added, citing court documents. HIPCRICKET INC: Files Schedules of Assets and Liabilities --------------------------------------------------------- Hipcricket Inc. filed its schedules of assets and liabilities in the U.S. Bankruptcy Court for the District of Delaware, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $4,388,940 B. Personal Property C. Property Claimed as Exempt D. Creditors Holding Secured Claims $2,026,698 E. Creditors Holding Unsecured Priority Claims $409,779 F. Creditors Holding Unsecured Non-priority Claims $10,304,588 ----------- ----------- TOTAL $4,388,940 $10,304,588 A full-text copy of the schedules is available for free at http://is.gd/hobwmH HIPCRICKET INC: Gets Final OK to Access SITO's $3.5-Mil. DIP Loan ----------------------------------------------------------------- The Hon. Laurie Selber Silverstein of the U.S. Bankruptcy Court for the District of Delaware authorized, on a final basis, Hipcricket Inc. to obtain senior secured postpetition financing up to an aggregate principal amount of $3,500,000, from SITO Mobile, Ltd., as lender, in accordance to the senior secured super-priority debtor-in-possession promissory note dated Jan. 23, 2015. Judge Silverstein also authorized the Debtor to use cash collateral pursuant to the budget, which is available for free at http://is.gd/xVIj7U The debtor-in-possession financing will bear interest at 13% per annum payable monthly. The DIP lender will be entitled to recover all of its reasonable attorney's feed and other professional fees as well as all costs and expenses incurred in connection with the DIP financing, as and to the extend provided in the budget. As reported in the Troubled Company Reporter on Jan. 28, 2015, Judge Silverstein gave Hipcricket, Inc., interim authority to obtain senior secured postpetition financing up to an aggregate principal amount of $2,588,000, from SITO Mobile. TCR said SITO Mobile, the proposed purchaser of the Debtor's assets, has committed to provide up to $3.5 million of postpetition financing to the Debtor. The DIP obligations will be due and payable on the earlier of the date the sale is consummated or April 3, 2015. The DIP Financing may be used to fund the day-to-day working capital needs and Chapter 11 administrative expenses of the Debtor during the pendency of the Chapter 11 case and to allow the Debtor, if subsequently approved by the Court, to effectuate a sale of substantially all of the Debtor's assets, TCR added. As of Jan. 22, 2014, the Debtors was indebted and liable to Fast Pay Partners, LLC, for $1,833,713. About Hipcricket Inc. Headquartered in Bellevue, Washington, Hipcricket, Inc., formerly known as Augme Technologies, is a publicly held Delaware corporation. Hipcricket is in the business of providing end-to-end, data-driven mobile advertising and marketing solutions through its proprietary AD LIFE software-as-a service platform a proprietary, mobile engagement platform for businesses to communicate with customers through cellphones, tablets and other mobile devices. The Company had 77 full-time employees as of the bankruptcy filing. Hipcricket sought Chapter 11 protection (Bankr. D. Del. Case No. 15-10104) on Jan. 20, 2015, with a deal to sell its assets. The Debtor has tapped Pachulski Stang Ziehl & Jones LLP as counsel, Canaccord Genuity Inc. as investment banker, Perkins Coie LLP as special corporate counsel, and Omni Management Group, LLC, as claims and noticing agent. As of Jan. 20, 2015, the Company had total assets of $16.8 million and liabilities of $12.06 million. The U.S. Trustee for Region 3 appointed five creditors of Hipcricket Inc. to serve on the official committee of unsecured creditors. HIPCRICKET INC: Hires Johnson Assoc as Bonus Plan Expert Witness ---------------------------------------------------------------- The Hon. Laurie Selber Silverstein of the U.S. Bankruptcy Court for the District of Delaware authorized Hipcricket Inc. to employ Johnson Associates Inc. to provide expert witness services to the Debtor nunc pro tunc to Jan. 20, 2015. The Debtor said the firm will provide expert testimony regarding the reasonableness of the Debtor's proposed key employee incentive program. The Debtor noted the firm will be compensated at the hourly rates that are in effect from time to time, not to exceed $7,500 in the aggregate. The firm received a retainer of $15,000 for its services rendered prepetition. The firm will roll the balance of the prepetition retainer, if any, to a new postpetition retainer from which postpetition fees will be paid in accordance with the Bankruptcy Code, the Debtor added. Jeff Visithpanich, managing director of the firm, said he will bill $420 per hour for services rendered to the Debtor, and the firm will charge $275 per hour for analyst support. The Debtor assured the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached at: Johnson Associates Inc. c/o Jeff Visithpanich 19 West 44th Street, Suite 511 New York, NY 10036 Tel: 212.221.7400 Fax: 212.221.3191 About Hipcricket Inc. Headquartered in Bellevue, Washington, Hipcricket, Inc., formerly known as Augme Technologies, is a publicly held Delaware corporation. Hipcricket is in the business of providing end-to-end, data-driven mobile advertising and marketing solutions through its proprietary AD LIFE software-as-a service platform a proprietary, mobile engagement platform for businesses to communicate with customers through cellphones, tablets and other mobile devices. The Company had 77 full-time employees as of the bankruptcy filing. Hipcricket sought Chapter 11 protection (Bankr. D. Del. Case No. 15-10104) on Jan. 20, 2015, with a deal to sell its assets. The Debtor has tapped Pachulski Stang Ziehl & Jones LLP as counsel, Canaccord Genuity Inc. as investment banker, Perkins Coie LLP as special corporate counsel, and Omni Management Group, LLC, as claims and noticing agent. As of Jan. 20, 2015, the Company had total assets of $16.8 million and liabilities of $12.06 million. The U.S. Trustee for Region 3 appointed five creditors of Hipcricket Inc. to serve on the official committee of unsecured creditors. HORIZON LINES: Agrees to Settle Merger-Related Litigation --------------------------------------------------------- Horizon Lines, Inc., has reached an agreement in principle providing for the settlement and dismissal, with prejudice, of the consolidated putative class action complaint pending in the Delaware Court of Chancery in connection with Horizon's proposed merger with Matson Navigation, Inc., a subsidiary of Matson, Inc. Pursuant to the settlement with plaintiffs, which is subject to Court approval, Horizon agreed to make certain supplemental disclosures to Horizon's stockholders through a supplement to Horizon's proxy statement. Further, Horizon agreed to amend the Agreement and Plan of Merger, dated as of Nov. 11, 2014, by and among Horizon, Matson, and Hogan Acquisition Inc., a wholly-owned subsidiary of Matson to reduce the termination fee that may be payable by Horizon to Matson under certain circumstances from $17,149,600 to $9,500,000. The settlement will not affect the merger consideration to be paid to Horizon's stockholders in connection with the Merger or the timing of the special meeting of Horizon's stockholders scheduled for Feb. 25, 2015, at 10:00 a.m., local time, at 601 Lexington Avenue, 50th Floor, New York, New York 10022, to consider and to vote upon a proposal to adopt the Merger Agreement, among other things. Horizon and its board of directors believe that the claims in the actions are entirely without merit but are entering into this settlement because it will eliminate the risks, costs, and other burdens of litigation. In the event the Court does not approve the settlement, Horizon and its board of directors intend to contest the claims vigorously. About Horizon Lines Horizon Lines, Inc., is a domestic ocean shipping company and the only ocean cargo carrier serving all three noncontiguous domestic markets of Alaska, Hawaii and Puerto Rico from the continental United States. The company owns a fleet of 13 fully Jones Act qualified vessels and operates five port terminals in Alaska, Hawaii and Puerto Rico. A trusted partner for many of the nation's leading retailers, manufacturers and U.S. government agencies, Horizon Lines provides reliable transportation services that leverage its unique combination of ocean transportation and inland distribution capabilities to deliver goods that are vital to the prosperity of the markets it serves. The company is based in Charlotte, NC, and its stock trades on the over-the-counter market under the symbol HRZL. For the year ended Dec. 22, 2013, the Company reported a net loss of $31.9 million following a net loss of $94.7 million for the year ended Dec. 23, 2012. The Company's balance sheet at Sept. 21, 2014, showed $628 million in total assets, $691 million in total liabilities, and a $62.2 million total stockholders' deficit. * * * In June 2012, Moody's Investors Service affirmed Horizon Lines' Corporate Family Rating and Probability of Default Rating at 'Caa2' and removed the 'LD' ("Limited Default") designation from the rating in recognition of the conversion to equity of the $228 million of Series A and Series B Convertible Senior Secured notes due in October 2017 ("Notes"). Moody's said the affirmation of the CFR and PDR considers that total debt has been reduced by the conversion of the Notes, but also recognizes the significant operating challenges that the company continues to face. HS 45 JOHN: Case Summary & 7 Largest Unsecured Creditors -------------------------------------------------------- Debtor: HS 45 John LLC 45 John Street New York, NY 10038 Case No.: 15-10368 Type of Business: Single Asset Real Estate Chapter 11 Petition Date: February 20, 2015 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Judge: Hon. Sean H. Lane Debtor's Counsel: Kevin J. Nash, Esq. GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP 1501 Broadway, 22nd Floor New York, NY 10036 Tel: (212)-301-6944 Fax: (212) 422-6836 Email: KNash@gwfglaw.com Estimated Assets: $50 million to $100 million Estimated Liabilities: $50 million to $100 million The petition was signed by David L. Smith, manager. List of Debtor's seven Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Madison Realty Capital and $48,400,000 Affiliates 825 Third Avenue, 37th Floor New York, NY 10022 Mordy and Pinky Sohn Loan $14,330,000 PO Box 1168 Flushing, NY 11354 Eastern Consolidated Contract $750,000 355 Lexington Avenue New York, NY 10017 Meridian Capital Inc. Contract $700,000 One Battery Park Plaza New York, NY 10004 Orin Management Corp. Services $50,000 I Dachs & Son Insurance $30,000 Alan Rosenberg Services $10,000 IHEARTCOMMUNICATIONS INC: Fitch Rates Proposed $550MM Notes CCC --------------------------------------------------------------- Fitch Ratings has assigned a 'CCC/RR4' rating to iHeartCommunications, Inc.'s (iHeart) proposed $550 million priority guarantee notes (PGNs) due 2023. The Rating Outlook remains Negative. Proceeds are to be used to prepay at par approximately $532.7 million of the term loan B facility and approximately $8.8 million of the term loan C asset sale facility and to pay accrued and unpaid interest on those loans and associated offering fees. The new PGN notes are expected to share the same terms as the existing PGN notes. Fitch expects the company to consider increasing the size of the facility depending on market conditions, with any additional proceeds to be used to address 2016 maturities. Fitch views the transaction favorably as it will reduce iHeart's 2016 maturity wall, which compensates for the expected increase in total interest expense. KEY RATING DRIVERS -- The ratings reflect iHeart's highly leveraged capital structure. Fitch estimates current total and secured leverage of 11.6x and 7.1x, respectively, as of the LTM ended Dec. 31, 2014. Total leverage exceeds levels at the leveraged buyout, as a weak operating profile has limited EBITDA growth and free cash flow (FCF) generation. EBITDA has not returned to pre-downturn levels. -- The ratings and Negative Outlook reflect the limited tolerance for further erosion of iHeart's operating profile and its precarious liquidity position. -- Fitch recognizes that the company completed a series of capital market transactions which have extended a material amount of its secured maturities to 2019 and beyond, providing much needed financial flexibility. -- Fitch expects iHeart's FCF to be negative over the next two years reflecting the interest burden associated with the company's capital structure and operating profile. -- Remaining 2016 maturities totalling approximately $583 million elevate the refinancing risk attributable to iHeart's credit profile (assumes proposed issuance is not upsized). Overall, Fitch's ratings reflect the company's highly leveraged capital structure, tenuous liquidity position with significant scheduled maturities remaining in 2016, and Fitch's expectation that the company's considerable and growing interest burden will hinder near-term FCF generation. In addition, iHeart's operating profile is subject to ongoing technological threats and secular pressures in radio broadcasting along with exposure to cyclical advertising revenue. The ratings are supported by the company's leading position in both the outdoor and radio industries, as well as the positive fundamentals and digital opportunities in the outdoor advertising space. KEY ASSUMPTIONS Fitch's key assumptions within the rating case for the issuer include: -- iHeart is strongly positioned within a secularly challenged radio sector; -- Fitch does not expect a material amount of improvement of iHeart's credit profile or absolute debt reduction over the next several years, given the expected negative FCF; -- Although the proposed debt issuance will reduce scheduled 2016 maturities, iHeart will still have to contend with approximately $583 million remaining due in 2016; -- Potential asset sales, including the announced sale of 411 broadcast communication tower sites for up to $400 million, could support iHeart's liquidity position. Liquidity and Debt Fitch regards iHeart's current liquidity as limited, particularly in light of near-term maturities. As of Dec. 31, 2014, iHeart had approximately $271 million in cash, excluding $186 million in cash held at Clear Channel Outdoor Holdings (CCOH.) Backup liquidity consists of an undrawn $535 million asset-based lending (ABL) facility (subject to an undisclosed borrowing base and a total leverage covenant) that matures in December 2017 and is subject to springing maturities. The proposed prepayment of iHeart's term loans will ameliorate the springing lien concern at this time. Recovery Ratings (RRs) iHeart's RRs reflect Fitch's expectation that the enterprise value of the company will be maximized in a restructuring scenario (going concern), rather than a liquidation. Fitch employs a 6x distressed enterprise value multiple reflecting the value of the company's radio broadcasting licenses in top U.S. markets. Fitch assumes going-concern EBITDA at $860 million and that iHeart has maximized the debt-funded dividends from CCOH and used the proceeds to repay bank debt. In addition, Fitch assumes that iHeart would receive 90% of the value of a sale of CCOH after the CCOH creditors had been repaid. Fitch estimates the adjusted distressed enterprise valuation in restructuring to be approximately $7 billion. The 'CCC/RR4' rating for the bank debt and secured notes reflect Fitch's estimate for a recovery range of 31%-50%. Fitch expects no recovery for the senior unsecured legacy notes, the new 10% senior notes, and senior guarantee notes due to their position below the secured debt in the capital structure, and they are assigned 'RR6'. However, Fitch rates the senior guaranteed notes 'CC' given the subordinated guarantee. CCOH's RRs also reflect Fitch's expectation that enterprise value would be maximized as a going concern. Fitch stresses outdoor EBITDA by 15%, and applies a 7x valuation multiple. Fitch estimates the enterprise value would be $4 billion. This indicates 100% recovery for the unsecured senior notes. However, Fitch notches the debt up only two notches from the IDR given the unsecured nature of the debt. In Fitch's analysis, the subordinated notes recover in the 31% to 50% 'RR4' range, leading to no notching from the IDR. RATING SENSITIVITIES Negative: An inability to extend maturities would result in a downgrade. This inability may derive from a prolonged consolidated cash burn, whether driven by cyclical or secular pressures, reducing iHeart's ability to fund debt service and near-term maturities. Also, cyclical or secular pressures on operating results that further weaken credit metrics could result in negative rating pressure. Finally, indications that a distressed debt exchange is probable in the near term would also drive a downgrade. Positive: The current Rating Outlook is Negative. As a result, Fitch's sensitivities do not currently anticipate a rating upgrade. As of Dec. 31, 2014, iHeart had approximately $20.6 billion in consolidated debt. Debt held at iHeart was $15.6 billion and consisted of: -- $7.2 billion secured term loans ($931 million in 2016 and $6.3 billion in 2019); -- $5.3 billion secured PGNs, maturing 2019-2022; -- $1.7 billion in senior unsecured 12% cash pay / 2% PIK notes maturing in February 2021; -- $730 million senior unsecured 10% notes due 2018 (net of FinCo holdings of $120 million); -- $668 million senior unsecured legacy notes, with maturities of 2016-2027 (net of FinCo holdings of $57 million.) Debt held at Clear Channel Worldwide Holdings, Inc. (CCWH) was $4.9 billion and consisted of: -- $2.7 billion in senior unsecured 6.5% notes due 2022; -- $2.2 billion in subordinated 7.625% notes due 2020. Fitch currently rates iHeart as: iHeartCommunications, Inc. -- Long-term IDR 'CCC'; -- Senior secured term loans 'CCC/RR4'; -- Senior secured priority guarantee notes 'CCC/RR4'; -- Senior unsecured guarantee notes due 2021 'CC/RR6'; -- Senior unsecured legacy notes 'C/RR6'. The Rating Outlook for iHeart is Negative. Clear Channel Worldwide Holdings, Inc. -- Long-term IDR at 'B'; -- Senior unsecured notes at 'BB-/RR2'; -- Senior subordinated notes at 'B/RR4'. The Rating Outlook for Clear Channel Worldwide Holdings, Inc. is Stable. IHEARTCOMMUNICATIONS INC: Incurs $794-Mil. Net Loss in 2014 ----------------------------------------------------------- IHeartcommunications, Inc. filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss attributable to the Company of $794 million on $6.31 billion of revenue for the year ended Dec. 31, 2014, compared to a net loss attributable to the Company of $606.9 million on $6.24 billion of revenue for the year ended Dec. 31, 2013. As of Dec. 31, 2014, the Company had $14.04 billion in total assets, $23.70 billion in total liabilities and a $9.66 billion total shareholders' deficit. Bankruptcy Warning "We and our subsidiaries may not generate cash flow from operations in an amount sufficient to fund our liquidity needs. We anticipate cash interest requirements of approximately $1.6 billion during 2015. At December 31, 2014, we had debt maturities totaling $3.6 million, $1,126.9 million (net of $57.1 million due to a subsidiary of ours), and $8.2 million in 2015, 2016, and 2017, respectively. We are currently exploring, and expect to continue to explore, a variety of transactions to provide us with additional liquidity. We cannot assure you that we will enter into or consummate any such liquidity-generating transactions, or that such transactions will provide sufficient cash to satisfy our liquidity needs, and we cannot currently predict the impact that any such transaction, if consummated, would have on us." "The ability to refinance the debt will depend on the condition of the capital markets and our financial condition at such time. Any refinancing of the debt could be at higher interest rates and increase debt service obligations and may require us and our subsidiaries to comply with more onerous covenants, which could further restrict our business operations. The terms of existing or future debt instruments may restrict us from adopting some of these alternatives. These alternative measures may not be successful and may not permit us or our subsidiaries to meet scheduled debt service obligations. If we or our subsidiaries cannot make scheduled payments on indebtedness, we or our subsidiaries, as applicable, will be in default under one or more of the debt agreements and, as a result we could be forced into bankruptcy or liquidation," the Company stated in the Report. A full-text copy of the Form 10-K is available for free at: http://is.gd/nsMFcm iHeartMedia's Statement "Throughout 2014, we further strengthened iHeartMedia's position as the leading media and entertainment company in the digital age - building on our one-of-a-kind multi-platform assets that deliver unparalleled reach, scale and impact. We continue to develop powerful marketing solutions for our advertising and brand partners while providing the most live entertainment - with more content and more events in more places on more devices - to the industry's most engaged audiences, wherever they are," Chairman and Chief Executive Officer Bob Pittman said. "We once again outperformed the broadcast radio market last year, a testament to our ability to attract advertising dollars to our platform. At iHeartRadio, we recently surpassed 60 million registered users, growing faster than any other digital radio or music service, and our social media presence is stronger than ever with more than 70 million social followers. At outdoor, we saw steady improvement this year in our domestic business, while continuing our strong momentum internationally. We look forward to more progress in 2015, as we continue to run our businesses more efficiently than ever and launch innovative initiatives across our unique mix of broadcast radio, digital, mobile, social and event platforms." The Company also announced that Richard Bressler, currently iHeartMedia, Inc.'s president and CFO, is adding the title of chief operating officer for iHeartMedia, Inc. in order to better reflect his actual role and responsibilities since joining the Company in August 2013. "Since joining us internally at iHeartMedia, Inc. in 2013, Rich has been an enormously valuable partner, both for me and for our entire company," said Pittman. "In the last year we have made incredible strides, and Rich has played an important role in operations and finance, as well as strategy, for all of iHeartMedia, Inc. We're delighted to recognize his contributions by adding this title, which better reflects the impact he has made and will continue to make." "Both iHeartMedia and our Outdoor business delivered revenue and OIBDAN growth in 2014, even in the face of a challenging first half of the year," said Rich Bressler, president, chief financial and operating officer of iHeartMedia, Inc. "Our focus on improving operating efficiency resulted in virtually flat expenses year over year and OIBDAN growth of 3%. We continued to execute on our revenue and efficiency initiatives that are building a strong foundation for our long-term success, and most importantly, our capital markets activities over the past months - including refinancing approximately $1 billion of our term loans and announcing the sale of a select portfolio of tower assets for up to $400 million - have given us even more financial and operating flexibility." iHeartMedia, Inc. is the parent company of iHeartCommunications, Inc. About iHeartCommunications iHeartCommunications, Inc., (formerly known as Clear Channel Communications, Inc.) is a global media and entertainment company. The Company specializes in radio, digital, outdoor, mobile, social, live events, on-demand entertainment and information services for local communities, and uses its unparalleled national reach to target both nationally and locally on behalf of its advertising partners. The Company is dedicated to using the latest technology solutions to transform the company's products and services for the benefit of its consumers, communities, partners and advertisers, and its outdoor business reaches over 40 countries across five continents, connecting people to brands using innovative new technology. * * * In May 2013, Moody's Investors Service said that Clear Channel's upsize of the term loan D to $4 billion from $1.5 billion will not impact the Caa1 facility rating assigned. Clear Channel's Corporate Family Rating is unchanged at Caa2. The outlook remains stable. As reported by the TCR on May 21, 2013, Standard & Poor's Ratings Services announced that its issue-level rating on San Antonio, Texas-based Clear Channel's senior secured term loan remains unchanged at 'CCC+' following the company's upsize of the loan to $4 billion from $1.5 billion. The rating on parent company CC Media Holdings remains at 'CCC+' with a negative outlook, which reflects the risks surrounding the long-term viability of the company's capital structure. As reported by the TCR on Feb. 4, 2015, Fitch Ratings has affirmed the Issuer Default Rating (IDR) of iHeartCommunications, Inc. (iHeart) at 'CCC'. IHEARTCOMMUNICATIONS INC: Moody's Rates New $550MM Notes 'Caa1' --------------------------------------------------------------- Moody's Investors Service assigned a Caa1 rating to iHeartCommunications, Inc.'s proposed $550 million Priority Guarantee Notes maturing in 2023. iHeart's corporate family rating is unchanged at Caa2. The outlook remains stable. "We rate the proposed PGN, existing PGNs (due in 2019, 2021 and 2022), and the bank credit facility the same to reflect the senior secured position in the capital structure. There are differences in the security package including a Collateral Sharing Agreement that the PGN which matures in 2019 benefits from that the PGNs maturing in 2021, 2022, and 2023 do not. The difference in the security package leads to different point estimates in our LGD methodology between the PGN classes. None of the PGNs will have financial covenants while the credit facilities have financial covenants that cause the point estimates for the credit facilities to be slightly better than all the PGNs," Moody's said. The proposed notes will be used to refinance a portion of the remaining $931 million of term loan B & Cs that mature in January 2016 and are the last significant outstanding debt of its 2016 maturity wall. The only other debt that matures in 2016 is the $193 million of legacy senior notes due in December. A repayment of the 2016 legacy notes would trigger the equal and ratable clause that would cause the remaining legacy notes due in 2018 and 2027 to be secured by principal property and eliminate the limitations on principal property contained in the legacy notes indenture. The elimination of the limitations on principal property are not expected to change any of the debt ratings although the Loss Given Default (LGD) of the 14% senior notes due 2021 would change to LGD5 from LGD4 and the remaining legacy notes due in 2018 and 2027 would change to LGD4 from LGD5 given the improved security position. The maturity extension of its capital structure provides the company with additional time to improve revenue, EBITDA, and free cash flow levels. However, as in past maturity extensions, the interest rate will be materially higher than the existing term loans and will lead to approximately $35 million in higher interest expense depending on the final coupon rate. The weighted average interest rate has increased to 8.1% as of Q4 2014 from 6.3% at Q4 2009. Details of the rating actions are as follows: iHeartCommunications, Inc. -- $550 million Priority Guarantee Notes due 2023, Assigned a Caa1 LGD-2 rating -- Corporate Family Rating, unchanged at Caa2 -- Probability of Default Rating, unchanged at Caa3-PD -- Outlook, unchanged at Stable -- SGL-3 unchanged iHeart's Caa2 corporate family rating (CFR) reflects the very high leverage level of 11.6x on a consolidated basis as of Q4 2014 (excluding Moody's standard lease adjustments), negative free cash flow, and interest coverage of 1.1x. While the extension and exchange of a substantial amount of debt in the past few years is positive, the increase in interest rates will leave the company more vulnerable to a slowdown in the economy given the heightened sensitivity that its radio and outdoor businesses have to consumer ad spending. The combination of higher interest rates and lower EBITDA in the event of a future economic downturn could materially impair its interest coverage and liquidity position. In addition, there are secular pressures on its terrestrial radio business that could weigh on results as competition for advertising dollars and listeners are expected to increase going forward. Also incorporated in the rating, is the expectation that leverage will remain high over the rating horizon compared to the underlying asset value of the firm. Since the beginning of 2013, iHeart completed several debt issues that reduced its 2016 debt maturity wall from $10.1 billion in 2012 to $583 million pro-forma for the proposed transaction. The substantial progress refinancing or extending its balance sheet leaves the company with manageable debt maturities over the next three years. Despite the company's highly leveraged balance sheet, iHeart possesses significant share, geographic diversity and leading market positions in most of the over 150 markets in which the company operates. The credit also benefits from its 90% ownership stake in Clear Channel Outdoor (CCO) which is one of the largest outdoor media companies in the world, although it is not a guarantor to iHeart's debt. Its outdoor assets generate attractive EBITDA margins, good free cash flow, and will benefit from digital billboards that offer higher EBITDA margins than static billboards. The company has devoted considerable resources to growing national ad sales in radio and outdoor, so weakness experienced in its Americas Outdoor national business during the first half of 2014 is a concern, but Moody's expects an improvement in 2015. Moody's expects that leverage will remain high over the next several years and the company will remain poorly positioned to withstand another economic downturn or any material weakness in terrestrial radio in the future. "The SGL-3 liquidity rating reflects the company's adequate liquidity profile. iHeart benefits from $457 million cash balance as of Q4 2014 (which includes cash held at CCO) and the absence of material near-term debt maturities. While we expect free cash flow to be negative in 2015, the announced tower and building leaseback transactions should boost liquidity when they are completed. The company could also reduce its capex if necessary ($318 million of capex spend in 2014 and $300 to $350 million expected in 2015) and we believe there are other liquidity options available such as the resale of company debt held by unrestricted subsidiary CC Finco. Given the size and diverse range of assets as well as the flexibility of its debt agreements, there are a wide range of other levers the company can exercise to generate additional liquidity. The company has sold non-consolidated equity positions ($221 million was generated in Q1 2014 from the sale of a 50% ownership position in Australian Radio Network) and is expected to consider selling other non-consolidated or consolidated ownership positions going forward. Other options include selling shares of CCO or other radio and outdoor assets or divisions. While a sale of domestic radio assets would likely increase leverage given the multiples that radio assets trade for, it would still be a source of liquidity if conditions warranted. The company is working to improve the working capital efficiency of the firm that could also help its liquidity," said Moody's. iHeart also has a Corporate Services Agreement with CCO that allows for free cash flow generated at CCO to be up streamed to iHeart. There is a revolving promissory note due from iHeart to CCO in the amount of $948 million as of Q4 2014. A settlement with some CCO shareholders in 2013 has led to partial repayments of the loan that led to special dividends being paid out in the same amount with iHeart receiving its share of the proceeds in line with its ownership percentage of CCO. In August 2014, $175 million of the note was repaid and a dividend was paid out to CCO's stockholders with iHeart receiving 88% of the dividend and public shareholders in CCO receiving the remaining 12%. While still a source of liquidity for iHeart, the settlement reduces the attractiveness of the revolving promissory note and increases the odds that balances of approximately $1 billion could lead to additional repayments with 10% (following CC Finco's purchase of $2 million shares in January 2015) of the proceeds being paid out to CCO's public shareholders. iHeart's $535 million ABL revolver matures in December 2017, but the maturity date will change to Oct. 31, 2015 if greater than $500 million of the term loan B & C facilities are outstanding one day prior to that date. If the proposed transaction is completed, it would resolve this issue. There is no balance outstanding on the facility as of Q4 2014. iHeart has a substantial cushion under its secured leverage covenant of 8.75x as of Q4 2014 (which excludes the senior notes at Clear Channel Worldwide Holdings, Inc). The secured leverage metric defined by the terms of the credit agreement is calculated net of cash at 6.3x as of Q4 2014 which represents a cushion of 28%. The company also has the ability to buy back its term loans through a Dutch auction. "The stable outlook reflects our expectation for modestly positive revenue and EBITDA growth in 2015 which will lead to modest deleveraging from its current level by the end of 2015. The company faces minimal debt maturities until 2018 which should provide the company time to improve results, despite negative free cash flow, given the liquidity options available to a firm of this size so we don't foresee any liquidity issues for the company over the next twelve to eighteen months barring a material decline in the economy or a dramatic secular change in the radio industry," said Moody's. A sustained improvement in revenue and EBITDA that led to a reduction in leverage to under 10.5x with improved enterprise values could lead to an upgrade. Free cash flow would have to be positive with a free cash flow to debt ratio of at least 1.5%. Confidence that any pending debt maturities would be met would also be required. The rating could be lowered if EBITDA were to materially decline due to economic weakness or if secular pressures in the radio industry escalate so that leverage increases back above 13x. Ratings would also be lowered if a default or debt restructuring is imminent due to inability to extend or refinance material amounts of debt. A deterioration in its liquidity position could also lead to negative rating pressure. iHeartCommunications, Inc. (iHeart) (fka Clear Channel Communications, Inc.) with its headquarters in San Antonio, Texas, is a global media and entertainment company specializing in mobile and on-demand entertainment and information services for local communities and advertisers. The company's businesses include digital music, radio broadcasting and outdoor displays (via the company's 90% ownership of Clear Channel Outdoor Holdings Inc. ("CCO")). iHeart's consolidated revenue was approximately $6.3 billion in FY 2014. The principal methodology used in this rating was Global Broadcast and Advertising Related Industries published in May 2012. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. IHEARTCOMMUNICATIONS INC: S&P Rates Proposed $550MM Notes 'CCC+' ---------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'CCC+' issue-level rating and '3' recovery rating to San Antonio, Texas-based iHeartCommunications Inc.'s proposed $550 million priority guarantee notes due 2023. The '3' recovery rating indicates S&P's expectations for meaningful recovery (50%-70%) of principal in the event of a payment default. The proposed transaction reduces the company's 2016 maturities to about $583 million from roughly $1.1 billion. Leverage remains extremely high, at roughly 8.8x as of Dec. 31, 2014, and will be largely unchanged after transaction closes. S&P estimates that the transaction reduces the company's debt maturities through 2016 to levels below its cash and asset-backed revolver capacity of roughly $450 million and $250 million, respectively, or $700 million combined, based on S&P's estimation. iHeartMedia Inc., iHeartCommunications' parent company, also expects to receive up to $400 million related to the sale lease-back of 411 broadcast communication tower sites that was announced in December 2014. iHeartMedia's progress in refinancing debt at interest rates that are about 5% higher, on average, than the current rates will cause EBITDA coverage of interest to remain in the low-1x area. S&P expects discretionary cash flow deficits of about $75 million to $125 million in 2015 under S&P's base-case scenario, which will keep liquidity extremely limited. RATINGS LIST iHeartCommunications Inc. Corporate Credit Rating CCC+/Negative/-- New Ratings iHeartCommunications Inc. Senior Secured $550 million priority guarantee notes due 2023 CCC+ Recovery Rating 3 INSITE VISION: Coliseum Capital Reports 8.3% Stake as of Dec. 31 ---------------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Coliseum Capital Management, LLC, et al., disclosed that as of Dec. 31, 2014, they beneficially owned 10,889,895 shares of common stock of InSite Vision Incorporated, which represents 8.3 percent based on an assumed total of 131,951,033 shares of Common Stock outstanding as of Nov. 6, 2014, as reported in the Issuer's Form 10-Q for the quarterly period ended Sept. 30, 2014, as filed with the SEC on Nov. 7, 2014. A copy of the regulatory filing is available for free at: http://is.gd/t9Fhxh InSite Vision Based in Alameda, California, InSite Vision Incorporated (OTCBB: INSV) -- http://www.insitevision.com/-- is committed to advancing new and superior ophthalmologic products for unmet eye care needs. The company's product portfolio utilizes InSite Vision's proven DuraSite(R) bioadhesive polymer core technology, a platform that extends the duration of drug retention on the surface of the eye, thereby reducing frequency of treatment and improving the efficacy of topically delivered drugs. Insite Vision reported net income of $26.8 million in 2014 following net income of $5.78 million in 2013. As of Dec. 31, 2014, Insite Vision had $4.90 million in total assets, $12.40 million in total liabilities and a $7.50 million total stockholders' deficit. Burr Pilger Mayer, Inc., in E. Palo Alto, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company's recurring losses from operations, available cash balance and accumulated deficit raise substantial doubt about its ability to continue as a going concern. INSITE VISION: Posts $26.7 Million Net Income for 2014 ------------------------------------------------------ Insite Vision Incorporated filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K disclosing net income of $26.8 million on $8.21 million of total revenues for the year ended Dec. 31, 2014, compared to net income of $5.78 million on $30.8 million of total revenues for the year ended Dec. 31, 2013. As of Dec. 31, 2014, Insite Vision had $4.90 million in total assets, $12.40 million in total liabilities and a $7.50 million total stockholders' deficit. "During 2014, InSite's product pipeline achieved considerable regulatory progress. Our NDA for BromSite for the treatment of inflammation and prevention of pain following cataract surgery is nearly complete and remains on track for filing with the FDA during the first quarter of 2015. Currently, more than three million cataract surgeries are performed annually in the United States and the global cataract surgical market continues to grow with aging populations," said Timothy Ruane, InSite's chief executive officer. "We continue to carefully manage the company's resources, but remain focused on bringing this important product to market." As of Dec. 31, 2014, InSite had cash and cash equivalents of $1.7 million. Total cash usage in the fourth quarter of 2014 was $3.9 million. InSite expects that cash on hand anticipated cash flow from operations and current borrowings under its debt agreements will only be adequate to fund operations until May 2015. Additional funding is being sought through the aforementioned debt financing, collaborative or other partnering arrangements, equity financing, and from other sources. Burr Pilger Mayer, Inc., in E. Palo Alto, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company's recurring losses from operations, available cash balance and accumulated deficit raise substantial doubt about its ability to continue as a going concern. A full-text copy of the Form 10-K is available for free at: http://is.gd/kOqImZ InSite Vision Based in Alameda, California, InSite Vision Incorporated (OTCBB: INSV) -- http://www.insitevision.com/-- is committed to advancing new and superior ophthalmologic products for unmet eye care needs. The company's product portfolio utilizes InSite Vision's proven DuraSite(R) bioadhesive polymer core technology, a platform that extends the duration of drug retention on the surface of the eye, thereby reducing frequency of treatment and improving the efficacy of topically delivered drugs. ISTAR FINANCIAL: Reports $28.4 Million Net Loss for Fourth Quarter ------------------------------------------------------------------ iStar Financial Inc. reported a net loss allocable to common shareholders of $28.4 million on $109.9 million of total revenues for the three months ended Dec. 31, 2014, compared to a net loss allocable to common shareholders of $57.9 million on $101.07 million of total revenues for the same period in 2013. For the 12 months ended Dec. 31, 2014, the Company reported a net loss allocable to common shareholders of $48.8 million on $462 million of total revenues compared to a net loss allocable to common shareholders of $156 million on $391 million of total revenues during the prior year. As of Dec. 31, 2014, iStar Financial had $5.44 billion in total assets, $4.20 billion in total liabilities, $11.2 million in redeemable noncontrolling interests and $1.23 billion in total equity. "This was a strong year for iStar as we made significant strides on a number of fronts including growing investment volume and generating over $90 million of adjusted income. A significant portion of our $1 billion land portfolio is still under development and therefore largely not yet generating revenues, but as these projects come on-line we expect them to start contributing to our growth," said Jay Sugarman, iStar's chairman and chief executive officer. "While markets remain competitive, we are excited about the potential to create value in each of our four businesses." A full-text copy of the press release is available at: http://is.gd/CQguLB About iStar Financial New York-based iStar Financial Inc. (NYSE: SFI) provides custom- tailored investment capital to high-end private and corporate owners of real estate, including senior and mezzanine real estate debt, senior and mezzanine corporate capital, as well as corporate net lease financing and equity. The Company, which is taxed as a real estate investment trust, provides innovative and value added financing solutions to its customers. * * * As reported by the TCR on June 26, 2014, Fitch Ratings had affirmed the Issuer Default Rating (IDR) of iStar Financial at 'B'. The 'B' IDR is driven by improvements in the company's leverage, continued demonstrated access to the capital markets and new sources of growth capital and material reductions in non- performing loans (NPLs). As reported by the TCR on Oct. 5, 2012, Standard & Poor's Ratings Services affirmed its 'B+' long-term issuer credit rating on iStar Financial. In October 2012, Moody's Investors Service upgraded the corporate family rating to 'B2' from 'B3'. The current rating reflects the REIT's success in extending near term debt maturities and improving fundamentals in commercial real estate. The ratings on the October 2012 senior secured credit facility takes into account the asset coverage, the size and quality of the collateral pool, and the term of facility. ITUS CORP: Amit Kumar Reports 6.6% Stake as of Feb. 18 ------------------------------------------------------ Amit Kumar disclosed in a document filed with the Securities and Exchange Commission that as of Feb. 18, 2015, he beneficially owned 15,492,795 shares of common stock of ITUS Corporation, representing 6.6 percent of the shares outstanding. Mr. Kumar is a director and strategic advisor of the Company and is the chief executive officer of Geo Fossil Fuels LLC. Mr. Kumar was previously granted options for no consideration. Certain of these options vested or will vest within 60 days which caused his beneficial ownership to increase above 5 percent. A full-text copy of the regulatory filing is available at: http://is.gd/m6LLPU About ITUS Corporation ITUS Corp. -- http://www.ITUScorp.com/-- develops and acquires patented technologies for the purposes of patent monetization and patent assertion. The company currently has 10 patent portfolios in the areas of Key Based Web Conferencing Encryption, Encrypted Cellular Communications, E-Paper(R) Electrophoretic Display, Nano Field Emission Display ("nFED"), Micro Electro Mechanical Systems Display ("MEMS"), Loyalty Conversion Systems, J-Channel Window Frame Construction, VPN Multicast Communications, Internet Telephonic Gateway, and Enhanced Auction Technologies. CopyTele changed its name to "ITUS Corporation" on Sept. 2, 2014, to reflect the Company's change in its business operations. Itus Corporation reported a net loss of $9.60 million on $3.66 million of total revenue for the year ended Oct. 31, 2014, compared to a net loss of $10.08 million on $389,0000 of total revenue for the year ended Oct. 31, 2013. The Company also reported a net loss of $4.25 million for the year ended Oct. 31, 2012, and a net loss of $7.37 million for the year ended Oct. 31, 2011. As of Oct. 31, 2014, the Company had $9.05 million in total assets, $5.04 million in total liabilities and $4 million in total shareholders' equity. IVANHOE ENERGY: To File Bankruptcy Proposal Under BIA ----------------------------------------------------- Ivanhoe Energy Inc. on Feb. 20 disclosed that, with the authorization and approval of its board of directors, the company has made a determination to file a Notice of Intention to Make a Proposal (Notice of Intention) pursuant to the provisions of Part III of the Bankruptcy and Insolvency Act (BIA) (Canada). Pursuant to the Notice of Intention, Ernst & Young Inc. has been appointed as the trustee in the company's proposal proceedings (the Proposal Trustee) and in that capacity will monitor and assist the company in its restructuring efforts. It was determined by the company's board of directors that as a result of the company's current financial situation, seeking protection under the BIA would be in the best interests of the company and all of its stakeholders. While under BIA protection, the company will continue with its efforts to pursue strategic alternatives, including restructuring its existing debt obligations and pursuing the sale of assets. A Notice of Intention is the first stage of a restructuring process under the BIA, which permits the company to pursue a restructuring of its financial affairs, through a formal Proposal process. The filing of the Notice of Intention has the effect of imposing an automatic stay of proceedings (Stay) that will protect the company and its assets from the claims of creditors and others while the company pursues this objective. The initial Stay period of 30 days can be extended to a maximum six months, during which time the company will assess its ability to present a viable Proposal to its creditors. The company continues to be actively engaged in discussions with various stakeholders to recapitalize the company. Strategic and financial alternatives under consideration are focused on relieving the financial burden of the company's current debt structure and obtaining additional financing necessary to fund ongoing operations. There can be no assurance that the current process will result in a transaction or, if a transaction is undertaken, that it will be successfully concluded in a timely manner or at all. Failure by the company to achieve its financing and restructuring goals through an approved Proposal would result in the company becoming bankrupt. All inquiries regarding the BIA proceedings should be directed to the Proposal Trustee at +1-403-206-5003. Court materials and other information about the BIA proceedings will be available on the Proposal Trustee's website at www.ey.com/ca/ivanhoeenergy Ivanhoe Energy -- http://www.ivanhoeenergy.com/-- is an independent international heavy-oil exploration and development company focused on pursuing long-term growth using advanced technologies, including its proprietary heavy-oil upgrading process (HTL(R)). IVANHOE ENERGY: To File for Bankruptcy in Canada ------------------------------------------------ Judy McKinnon, writing for The Wall Street Journal, reported that Ivanhoe Energy Inc., the oil exploration company founded by mining magnate Robert Friedland, said on Feb. 20 it would file for bankruptcy protection in Canada as it continues to pursue restructuring options. According to the report, the Vancouver company, which has struggled to make interest payments on its debts and recently received a $2.37 million bridge loan from Mr. Friedland, said its board determined the move would be in the best interest of the company given its current financial situation. The Company said in a Feb. 20 press release that, with the authorization and approval of its board of directors, the company has made a determination to file a Notice of Intention to Make a Proposal (Notice of Intention) pursuant to the provisions of Part III of the Bankruptcy and Insolvency Act (BIA) (Canada). Pursuant to the Notice of Intention, Ernst & Young Inc. (EY) has been appointed as the trustee in the company's proposal proceedings (the Proposal Trustee) and in that capacity will monitor and assist the company in its restructuring efforts. "It was determined by the company's board of directors that as a result of the company's current financial situation, seeking protection under the BIA would be in the best interests of the company and all of its stakeholders. While under BIA protection, the company will continue with its efforts to pursue strategic alternatives, including restructuring its existing debt obligations and pursuing the sale of assets," the press release stated. "A Notice of Intention is the first stage of a restructuring process under the BIA, which permits the company to pursue a restructuring of its financial affairs, through a formal Proposal process. The filing of the Notice of Intention has the effect of imposing an automatic stay of proceedings (Stay) that will protect the company and its assets from the claims of creditors and others while the company pursues this objective. The initial Stay period of 30 days can be extended to a maximum six months, during which time the company will assess its ability to present a viable Proposal to its creditors," the press release further related. "The company continues to be actively engaged in discussions with various stakeholders to recapitalize the company. Strategic and financial alternatives under consideration are focused on relieving the financial burden of the company's current debt structure and obtaining additional financing necessary to fund ongoing operations. There can be no assurance that the current process will result in a transaction or, if a transaction is undertaken, that it will be successfully concluded in a timely manner or at all. Failure by the company to achieve its financing and restructuring goals through an approved Proposal would result in the company becoming bankrupt," the press release added. Ivanhoe Energy Inc. on Feb. 16 disclosed that the company received a letter from The Bank of New York Mellon, as trustee of the company's outstanding 5.75% convertible, unsecured, subordinated debentures. The letter notified the company that an Event of Default has occurred by reason of the company not paying the interest due on the debentures on December 31, 2014 and the expiration of the 30-day grace period for paying the interest payment. Ivanhoe Energy Ivanhoe Energy -- http://www.ivanhoeenergy.com/-- is an independent international heavy-oil exploration and development company focused on pursuing long-term growth using advanced technologies, including its proprietary heavy-oil upgrading process (HTL(R)). JACKSONVILLE BANCORP: Endeavour Reports 9.9% Stake as of Dec. 31 ---------------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Endeavour Capital Advisors Inc., et al., disclosed that as of Dec. 31, 2014, they beneficially owned 314,292 shares of common stock of Jacksonville Bancorp, Inc., which represents 9.9 percent of the shares outstanding. A copy of the regulatory filing is available at http://is.gd/GMXJTM About Jacksonville Bancorp Jacksonville Bancorp, Inc., a bank holding company, is the parent of The Jacksonville Bank, a Florida state-chartered bank focusing on the Northeast Florida market with eight full-service branches in Jacksonville, Duval County, Florida, as well as the Company's virtual branch. The Jacksonville Bank opened for business on May 28, 1999, and provides a variety of community banking services to businesses and individuals in Jacksonville, Florida. Jacksonville Bancorp reported a net loss available to common shareholders of $32.4 million in 2013, a net loss available to common shareholders of $43.04 million in 2012 and a net loss available to common shareholders of $24.05 million in 2011. The Company's balance sheet at Sept. 30, 2014, the Company had $510 million in total assets, $474 million in total liabilities and $36.3 million in total shareholders' equity. JETBLUE AIRWAYS: Fitch Raises Issuer Default Rating to 'B+' ----------------------------------------------------------- Fitch Ratings has upgraded JetBlue Airways Corp.'s (JBLU) Issuer Default Rating (IDR) to 'B+' from 'B'. The Rating Outlook is Stable. Fitch has also upgraded JBLU's unsecured rating to 'B+/RR4' from 'B-/RR5' and the senior secured credit facility to 'BB+/RR1' from 'BB/RR1'. The upgrade is supported by JetBlue's consistent profitability, solid financial flexibility and the improving health of its balance sheet. The rating action also incorporates JBLU's recent announcement of revenue enhancing initiatives that Fitch believes should drive higher margins over the intermediate term, and by Fitch's expectation that JBLU will produce meaningful free cash flow (FCF) over the next several years. The ratings also benefit from the significant cash savings expected to come from the recent drop in fuel prices. Fitch expects JBLU to utilize the increased cash from lower fuel prices to further improve its credit profile by paying down debt or paying for aircraft with cash. Primary ratings concerns include the cyclicality and high degree of operating leverage that is typical for the airline industry. Other concerns include the risks around implementing JBLU's recent changes in strategy (i.e. bag fees, fare families, and seat densification), and any negative feedback that those changes could generate from the company's customer base. Fitch also notes, that JetBlue will continue to pursue a growth strategy that is more aggressive than its peer group, though that risk is offset by the company's successful track record. Financial leverage also remains a concern though JetBlue's balance sheet is much stronger than it has been in recent years. Improving Balance Sheet Health: Fitch calculates JetBlue's total adjusted debt/EBITDAR at 4.5x, down from 5.3x at year-end 2013. Fitch expects JBLU's leverage to continue declining at least through 2015 driven both by higher expected EBITDAR (lower fuel prices, revenue enhancing initiatives) and through incremental debt reduction. Leverage improvement in 2014 was largely driven by JetBlue's sale of its LiveTV subsidiary. JBLU used a portion of the sale proceeds to prepay $299 million of floating rate notes. The note prepayment also caused 13 aircraft to become unencumbered. JetBlue's unencumbered asset base now stands at 39 aircraft and 33 spare engines. Fitch considers high quality unencumbered aircraft to be a good additional source of financial flexibility. Revenue Initiatives Expected to Boost Margins: Fitch expects the various initiatives announced at JBLU's 2014 investor day to lift operating margins over the intermediate term. The company's Fare Families initiative is scheduled for implementation in 2015. Once implemented, the cheapest available ticket option on JetBlue flights will no longer include a free checked bag, leaving Southwest alone as the only major North American airline to include checked baggage in the ticket price. While this initiative may create some negative consumer sentiment, Fitch believes the incremental revenue will outweigh any negative effects, particularly now that paying for checked baggage has largely become accepted practice for travellers. JetBlue forecasts that Fare Families will generate an incremental $65 million in revenue in 2015 with an annual run rate of $200 million by 2018. Fitch views these forecasts as achievable and potentially conservative based on industry averages for checked bag fees. The other major initiative announced at Investor Day was the plan to add 15 extra seats to JetBlue's fleet of A320s, increasing their capacity to 165 seats. The additional seats will be beneficial from a unit cost perspective, with the fixed costs of flying the aircraft to be spread out over a greater number of seats. Seat densification also allows JBLU to add incremental capacity without the need for as many new aircraft, reducing capital expenditures in the 2016-2018 timeframe, and supporting Fitch's expectations for higher FCF. Like the introduction of bag fees, the decision to reduce legroom could receive negative feedback from customers. This risk is partially mitigated by the fact that JBLU will maintain a better than industry average pitch despite the additional seats. In addition, the retrofitted A320 cabins will roughly match the cabin experience on JBLU's A321s, which, according to the company, tend to generate positive customer feedback. JBLU plans to start retrofitting aircraft interiors by the second quarter of 2016. Areas of Pressure on Operating Costs: Although Fitch expects non fuel unit costs to continue to rise in the near term, Fitch expects the rate of increase to slow. Rising salaries and maintenance expenses have caused JBLU's ex-fuel CASM to rise in recent years, pressuring operating margins. JetBlue still faces pressures from higher maintenance costs in 2015 primarily due to a higher number of heavy aircraft checks, and from rising pilot wages. Pilot wages are a potential risk area since JBLU's pilots decided in 2014 to unionize for the first time. Negotiations with the pilots union are still in their early stages, and Fitch does not expect a near-term impact, but at this point the potential impact of a newly negotiated union contract represents an unknown. Solid Financial Flexibility for the Rating: FCF was better than expected in 2014 as the solid operating environment and modest margin improvement pushed operating cash above Fitch's prior forecast. Fitch now expects JBLU to generate substantial positive FCF over the next few years driven by lower fuel costs and decreased capex stemming from the company's decision to defer some aircraft deliveries during the 2016-2018 time frame. Using a conservative assumption for fuel prices, Fitch believes that FCF in 2015 could exceed $300 million. JBLU produced $55 million of FCF for full year 2014, which is down from from $121 million in 2013 but better than Fitch's original expectation for FCF to potentially turn negative. JetBlue has now produced positive FCF in four out of the last five years despite sluggish economic growth and persistently high fuel prices. Liquidity is supportive of the ratings. As of Dec. 31, 2014 JetBlue had a cash and equivalents balance of $341 million, short term investment securities of $367 million and an undrawn revolver balance of $400 million. JBLU's revolver matures in April of 2018. Total liquidity including the undrawn revolver is equivalent to 19% of latest 12 months (LTM) revenue, which Fitch considers to be more than adquate to address near-term needs. Upcoming debt maturities are quite manageable, with no significant maturities in the near term aside from two classes of floating rate notes due in 2016. Fitch expects JBLU to generate sufficient operating cash in the near term to cover its capital expenditures and debt maturities without the need for further borrowing. Financial flexibility is also supported by JBLU's growing base of unencumbered assets. Fitch considers JBLU's unencumbered Airbus A320s to be high quality assets which should ensure capital market access in the case of a liquidity crunch. Fitch expects JBLU to further expand its base of unencumbered assets over the coming years as it opportunistically pays for some aircraft with cash. Credit Metrics: Leverage has improved in the past year, and should fall further as EBITDAR continues to expand. As of year end, total adjusted leverage/EBITDAR stood at roughly 4.5x compared to 5.3x at year-end 2013. Fitch notes that leverage has improved since the recession when debt/EBITDAR peaked at 9x. The company will continue to strategically reduce debt in the coming years as opportunities arise. Funds from operations (FFO) fixed charge coverage has increased to 2.55x at year-end 2014 from 2.35x a year ago. Fitch expects fixed charge coverage to exceed 3x in 2015. Recovery Ratings: Fitch has also upgraded the ratings for JetBlue's senior unsecured debentures to 'B+/RR4' from 'B-/RR5'. Fitch's recovery analysis reflects a scenario in which a distressed enterprise value is allocated to the various debt classes. The upgrade is based on a higher estimated distressed enterprise value based on JBLU's growing EBITDA generation and general improvements in the airline industry. Unsecured recovery ratings also benefit from the lower amount of secured debt outstanding at year-end 2014. KEY ASSUMPTIONS Fitch's key assumptions within its rating case for JBLU include: -- Stable demand environment for air travel in the U.S. in the near term. -- JetBlue continues to grow capacity in the mid-to-high single digits annually. Yields are assumed to grow in the low single digits through Fitch's forecast period. -- Fitch's base forecast incorporates a conservative assumption for jet fuel of roughly $2.20/gallon in 2015, implying that crude oil quickly rebounds from recent lows. This is not a forecast but rather a conservative assumption for Fitch's rating case. -- JBLU is able to fund upcoming debt maturities and capex with internally generated funds. RATING SENSITIVITIES Future developments that may, individually or collectively, lead to a positive rating action include: -- Continued positive FCF generation with FCF margin rising to the mid-single digits. -- Further reduction in leverage with adjusted debt/EBITDAR to be maintained below 4x. -- FFO fixed charge coverage expanding to more than 3.0x. -- Evidence that Fare Families and cabin refresh strategies are margin accretive. Future developments that may, individually or collectively, lead to a negative rating action include: -- Sustained negative FCF. -- Liquidity weakens to below management targets. -- A change in management strategy to direct cash to dividends/share repurchases at the expense of a healthy balance sheet. -- Adjusted leverage increasing towards 5x. Fitch has upgraded JetBlue's ratings as follows: -- IDR to 'B+' from 'B'; -- Senior secured credit facility to 'BB+/RR1' from 'BB/RR1'; -- Senior unsecured debt to 'B+/RR4' from 'B-/RR5'. KEMET CORP: Files Copy of Investor Presentation with SEC -------------------------------------------------------- Per-Olof Loof, chief executive officer, and William M. Lowe, Jr., executive vice president and chief financial officer, of KEMET Corporation, provided certain investor information, including investor presentations commencing on Wednesday, Feb. 18, 2015, in New York. The slide package used in connection with these presentations is available for free at http://is.gd/9aCDFO About KEMET KEMET, based in Greenville, South Carolina, is a manufacturer and supplier of passive electronic components, specializing in tantalum, multilayer ceramic, film, solid aluminum, electrolytic, and paper capacitors. KEMET's common stock is listed on the NYSE under the symbol "KEM." As of Dec. 31, 2014, the Company had $800 million in total assets, $584 million in total liabilities and $216 million in total stockholders' equity. * * * As reported by the TCR on March 26, 2013, Moody's Investors Service downgraded KEMET Corp.'s Corporate Family Rating to 'Caa1' from 'B2' and the Probability of Default Rating to 'Caa1-PD' from 'B2- PD' based on Moody's expectation that KEMET's liquidity will be pressured by maturing liabilities and negative free cash flow due to the interest burden and continued operating losses at the Film and Electrolytic segment. As reported by the TCR on Aug. 9, 2013, Standard & Poor's Ratings Services lowered its corporate credit rating on KEMET to 'B-' from 'B+'. "The downgrade is based on continued top-line and margin pressures and lagging results from the restructuring of the Film & Electrolytic [F&E] business, which combined with cyclical weak end-market demand, has resulted in sustained, elevated leverage well in excess of 5x, persistent negative FOCF, and diminishing liquidity," said Standard & Poor's credit analyst Alfred Bonfantini. The TCR reported in August 2014 that S&P revised its outlook on KEMET to 'stable' from 'negative'. S&P affirmed the ratings, including the 'B-' corporate credit rating. LEONARD WALLACE: District Court Affirms Orders in Suit vs. Hayes ---------------------------------------------------------------- Judge Edward J. Lodge of the U.S. District Court for the District of Idaho affirms the Bankruptcy Court's (i) May 15, 2014 denial of Leonard Otto Wallace's Rule 60(b) Motion, and (ii) May 27, 2014 denial of Mr. Wallace's request for reconsideration in the in the appellate case captioned Leonard Otto Wallace v. Norman Hayes, and Rodney Hayes, Case No. 2:14-CV-00229-EJL. In addition, Judge Lodge denies the (i) Hayes' Motion to Dismiss Appeal and for Attorney Fees and Costs, and (ii) Wallace's Request that the Court take Judicial Notice of various documents related to the Montana litigation. Mr. Wallace appeals the Summary Order Regarding Debtors' Rule 60(b) Motion and Creditors' Motion for Protective Order, and the denial of reconsideration of the Summary Order entered by the Bankruptcy Court in his bankruptcy case. Mr. Wallace does not address any specific error allegedly committed by the Bankruptcy Court, but instead attempts to challenge and ultimately reverse rulings made in a Montana arbitration that occurred more than ten years ago, as well as a decision by the Montana Supreme Court affirming the arbitration award. Mr. Wallace and the Hayes have been involved in litigation for approximately 13 years. The contentious litigation and collection efforts have spanned numerous jurisdictions and involved multiple appeals. In brief, Mr. Wallace commenced an action on October 29, 2001, against MagTrac Bolus, a Wyoming limited liability company, in which he was a member, as well as against six other LLC members, including the Hayes. The LLC's primary purpose was to own, develop and market products for radio frequency identification and temperature monitoring of livestock. Mr. Wallace's complaint alleged fraud, negligent misrepresentation, and breach of partnership obligations. A full-text copy of the Memorandum Decision and Order dated December 8, 2014, is available at http://bit.ly/1Lt2UFffrom Leagle.com. The Appellees are represented by: Daniel J. Gibbons, Esq. WITHERSPOON KELLEY 422 W. Riverside Ave., Suite 1100 Spokane, WA 99201 Telephone: (509) 624-5265 E-mail: DJG@witherspoonkelley.com Leonard O. Wallace and Pamela R. Wallace filed a joint Chapter 11 petition (Bankr. D. Idaho Case No. 11-21077) on Aug. 15, 2011. The Wallaces previously filed for Chapter 11 (Bankr. D. Idaho Case No. 09-20496) on May 14, 2009. Bruce A. Anderson, Esq., represented the Debtors in the 2009 case. The Wallaces estimated assets and debts ranging from $10 million to $50 million. LIFE PARTNERS: Can File Schedules & Statement Until February 27 --------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas extended until Feb. 27, 2015, the deadline within which Life Partners Holdings Inc. can file its schedules of assets and liabilities, and statement of financial affairs. Headquartered in Waco, Texas, Life Partners Holdings, Inc. -- http://www.lphi.com/-- is a financial services company engaged in the secondary market for life insurance known as life settlements. Life Partners Holdings, Inc., sought protection under Chapter 11 of the Bankruptcy Code on Jan. 20, 2015 (Bankr. N.D. Tex., Case No. 15-40289). The case is assigned to Judge Russell F. Nelms. The U.S. Trustee for Region 6 appointed three creditors of Life Partners Holdings, Inc. to serve on the official committee of unsecured creditors. Tracy A. Bolt of BDO USA, LLP, was named as examiner in the Debtor's case. LIFE PARTNERS: Committee Wants to Hire Munsch Hardt as Attorney --------------------------------------------------------------- The Official Committee of Unsecured Creditors of Life Partners Holdings Inc. asks the U.S. Bankruptcy Court for the Northern District of Texas for permission to retain Munsch Hardt Kopf & Harr P.C. as its attorney. The firm will: a) serve as attorneys of record for the Committee generally in all aspects, which may include adversary proceedings commenced in connection with the Bankruptcy Case, and providing representation and legal advice to the Committee throughout its tenure; b) assist, advise, and represent the Committee with respect to the administration of the Bankruptcy Case, including consulting with the Debtor, any other estate fiduciaries and professionals, major creditor constituencies, and the UST with respect thereto; c) provide all necessary legal advice with respect to the Committee's powers and duties; d) assist the Committee in working to maximize the value of the Debtor's assets for the benefit of the Debtor's unsecured creditors; e) assist the Committee with respect to evaluating and negotiating a plan of reorganization and, if necessary, either challenging or supporting as appropriate, the confirmation of a plan and the approval of an associated disclosure statement; f) conduct any investigation, as the Committee deems appropriate, concerning, among other things, the assets, liabilities, financial condition and operating issues of the Debtor; g) commence and prosecute any and all necessary and appropriate actions and proceedings on behalf of the Committee in the Bankruptcy Case; h) prepare, on behalf of the Committee, necessary applications, pleadings, responses, correspondence, motions, answers, orders, reports and other legal papers; i) communicate with the Committee's constituents and others as the Committee may consider necessary or desirable in furtherance of its responsibilities; j) appear before this Court and any appellate courts or other courts having jurisdiction over any matter associated with the Bankruptcy Case in order to represent the interests of the Committee; and k) perform all other legal services for the Committee which are appropriate, necessary and proper in connection with the Bankruptcy Case in accordance with the Committee's powers and duties as set forth in the Bankruptcy Code. The firm's current hourly rates: Professional Designation Hourly Rate ------------ ----------- ----------- Joseph J. Wielebinski, Esq. Shareholder $635 Dennis Roossien, Esq. Shareholder $450 Jay H. Ong, Esq. Shareholder $415 Thomas D. Berghman, Esq. Associate $280 Isaac Brown, Esq. Associate $250 Designation Hourly Rate ----------- ----------- shareholders $320-$740 Associates $240-$365 Paralegals $180-$275 The Committee assures the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached at: Joseph J. Wielebinski, Esq. Jay Ong, Esq. Dennis Roossien, Esq. Thomas D. Berghman, Esq. Isaac Brown, Esq. MUNSCH HARDT KOPF & HARR, P.C. 500 Ross Tower 3800 Lincoln Plaza Dallas, Texas 75201-6659 Tel: (214) 855-7500 Fax: (214) 855-7584 E-mail: jwielebinski@munsch.com jong@munsch.com droossien@munsch.com tberghman@munsch.com ibrown@munsch.com Headquartered in Waco, Texas, Life Partners Holdings, Inc. -- http://www.lphi.com/-- is a financial services company engaged in the secondary market for life insurance known as life settlements. Life Partners Holdings, Inc., sought protection under Chapter 11 of the Bankruptcy Code on Jan. 20, 2015 (Bankr. N.D. Tex., Case No. 15-40289). The case is assigned to Judge Russell F. Nelms. The U.S. Trustee for Region 6 appointed three creditors of Life Partners Holdings, Inc. to serve on the official committee of unsecured creditors. Tracy A. Bolt of BDO USA, LLP, was named as examiner for the Debtor's case. LIFE PARTNERS: Names Kevin Buchanan as Special Litigation Counsel ----------------------------------------------------------------- Life Partners Holdings Inc. asks the U.S. Bankruptcy Court for the Northern District of Texas for permission to employ Kevin Buchanan & Associates PLLC as its special litigation counsel to represent the Debtor in connection with these lawsuits: a) Danny Birtcher v. LPHI, LPI, Brian Pardo, Scott Peden, and Pardo Family Holdings, Ltd., Cause No 14C1411-102b (102nd judicial Dist. Ct., Bowie County, Texas) (the "Birtcher Lawsuit"); b) State of Texas v. LPHI, LPI, Brian Pardo and Scott Peden, et al., Cause No. 140226 (Tex. Sup. Ct.); c) Selma Stone, et al. v. LPHI, Brian Pardo, Scott Peden and David Martin, Civil Action No. DR-11-CV-16-AM (U.S. Dist. Ct. W.D. Tex); d) Robert Whitehurst VS. LPHI, LPI, Brian Pardo, Scott Peden, and Pardo Family Holdings, Ltd., Cause No. 2014DCV-5498-C (94th Judicial Dist. Ct., Nueces County, Texas) (the "Whitehurst Lawsuit"); e) David Whitmire & Somerset Partners Strategic Assets, Inc., v. LPHI, LPI, Brian Pardo, Scott Peden, and Pardo Family Holdings, Ltd., Cause No. 1-14-1126 (382nd Judicial Dist. Ct., Rockwall County, Texas) (the "Whitmire Lawsuit"); and f) John Willingham et al. v. LPHI, LPI, Brian Pardo, Scott Peden, and Pardo Family Holdings, Ltd., Cause No. DC-11-10639 (1915t Judicial Dist. Ct., Dallas County, Texas). The firm's current hourly rates: Professional Hourly Rate ------------ ----------- Kevin Buchanan, Esq. $350 Associate Attorneys $250 Paralegals/Clerks $50-$125 The Debtor assures the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. Headquartered in Waco, Texas, Life Partners Holdings, Inc. -- http://www.lphi.com/-- is a financial services company engaged in the secondary market for life insurance known as life settlements. Life Partners Holdings, Inc., sought protection under Chapter 11 of the Bankruptcy Code on Jan. 20, 2015 (Bankr. N.D. Tex., Case No. 15-40289). The case is assigned to Judge Russell F. Nelms. The U.S. Trustee for Region 6 appointed three creditors of Life Partners Holdings, Inc. to serve on the official committee of unsecured creditors. Tracy A. Bolt of BDO USA, LLP, was named as examiner in the Debtor's case. LIFE PARTNERS: Taps Forshey & Prostok as Attorney ------------------------------------------------- Life Partners Holdings Inc. asks the U.S. Bankruptcy Court for the Northern District of Texas for permission to employ Forshey & Prostok LLP as its attorney. The firm will: a) advise the Debtors of its rights, powers and duties as Debtor and debtor-in-possession continuing to manage its affairs and properties; b) advise the Debtor concerning, and assisting in the negotiation and documentation of agreements, debt restructuring, and related transactions; c) review the nature and validity of liens asserted against the property of the Debtor and advise the Debtor concerning the enforceability of such liens; d) advise the Debtor concerning the actions that it might take to collect and to recover property for the benefit of the Debtor's estate; e) prepare on behalf of the Debtor all necessary and appropriate applications, motions, pleadings, proposed orders, notices, schedules and other documents, and review all financial and other reports to be filed in the Chapter 11 case; f) advise the Debtor concerning, and preparing responses to, applications, motions, pleadings, notices and other papers that may be filed and served in the Chapter 11 case; g) counsel the Debtor in connection with the formulation, negotiation and promulgation of a plan of reorganization and related documents; and h) perform all other legal services for and on behalf of the Debtor that may be necessary or appropriate in the administration of the Chapter 11 case or in the management of the property of the Debtor's bankruptcy estate, including advising and assisting the Debtor with respect to debt restructuring, stock or asset dispositions, and general corporate, securities, tax, finance, real estate and litigation matters. The firm's current hourly rates: Professional Hourly Rate ------------ ----------- Partners $500 Associates $275-$375 Paralegals $150-$195 The Debtor assures the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached at: J. Robert Forshey, Esq. Jeff P. Prostok, Esq. Suzanne K. Rosen, Esq. FORSHEY & PROSTOK LLP 777 Main Street, Suite 1290 Forth Worth, Texas 76102 Tel: (817) 877-8855 Fax: (817) 877-4151 Email: bforshey@forsheyprostok.com jprostok@forsheyprostok.com srosen@forsheyprostok.com Headquartered in Waco, Texas, Life Partners Holdings, Inc. -- http://www.lphi.com/-- is a financial services company engaged in the secondary market for life insurance known as life settlements. Life Partners Holdings, Inc., sought protection under Chapter 11 of the Bankruptcy Code on Jan. 20, 2015 (Bankr. N.D. Tex., Case No. 15-40289). The case is assigned to Judge Russell F. Nelms. The U.S. Trustee for Region 6 appointed three creditors of Life Partners Holdings, Inc. to serve on the official committee of unsecured creditors. Tracy A. Bolt of BDO USA, LLP, was named as examiner in the Debtor's case. LIGHTSQUARED INC: Further Expands Scope of E&Y's Services --------------------------------------------------------- LightSquared Inc. said it entered into a new statement of work for the company's tax compliance services for the year ended Dec. 31, 2014, which expanded the scope of Ernst & Young LLP's services as of Jan. 19, 2015. The company also entered into a new statement of work for LightSquared LP's tax compliance services for the year ended Dec. 31, 2014. The new SOW also amended the scope of its engagement of Ernst & Young as of Jan. 19, 2015, to include additional services. The new SOWs can be accessed for free at http://is.gd/YolNHw The deadline for filing objections is Feb. 24. A hearing will be held if LightSquared receives an objection. About LightSquared Inc. LightSquared Inc. and 19 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on May 14, 2012, to resolve regulatory issues that have prevented it from building its coast-to-coast integrated satellite 4G wireless network. LightSquared had invested more than $4 billion to deploy an integrated satellite-terrestrial network. In February 2012, however, the U.S. Federal Communications Commission told LightSquared the agency would revoke a license to build out the network as it would interfere with global positioning systems used by the military and various industries. In March 2012, the Company's partner, Sprint, canceled a master services agreement. LightSquared's lenders deemed the termination of the Sprint agreement would trigger cross-defaults under LightSquared's prepetition credit agreements. LightSquared and its prepetition lenders attempted to negotiate a global restructuring that would provide LightSquared with liquidity and runway necessary to resolve its issues with the FCC. Despite working diligently and in good faith, however, LightSquared and the lenders were not able to consummate a global restructuring on terms acceptable to all interested parties. Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to the Debtors. Alvarez & Marsal North America, LLC, is the financial advisor. Kurtzman Carson Consultants LLC serves as claims and notice agent. * * * Judge Shelley C. Chapman of the U.S. Bankruptcy Court for the Southern District of New York on Jan. 20, 2015, approved the Second amended specific disclosure statement explaining Lightsquared Inc., et al.'s second amended joint plan, after determining that the disclosures contain adequate information within the meaning of Section 1125(a) of the Bankruptcy Code. As previously reported by The Troubled Company Reporter, the Debtors, in December, filed a joint plan and disclosure statement, which contemplate, among other things, (A) new money investments by the New Investors in exchange for a combination of preferred and common equity, (B) the conversion of the Prepetition LP Facility Claims into new second lien debt obligations, (C) the repayment in full, in cash, of the Inc. Facility Prepetition Inc. Facility NonSubordinated Claims immediately following confirmation of the Plan, (D) the payment in full, in cash, of LightSquared's general unsecured claims, (E) the provision of $1.25 billion in new money working capital for the Reorganized Debtors, (F) the assumption of certain liabilities, (G) the resolution of all inter-Estate disputes, and (H) the contribution by Harbinger of the Harbinger Litigations. LIGHTSQUARED INC: Has Access to Cash Collateral Until April 30 -------------------------------------------------------------- LightSquared Inc. received approval from U.S. Bankruptcy Judge Shelley Chapman to continue to use the cash collateral of lenders under a 2010 credit agreement until April 30. A full-text copy of the court order can be accessed for free at http://is.gd/2DapI5 About LightSquared Inc. LightSquared Inc. and 19 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on May 14, 2012, to resolve regulatory issues that have prevented it from building its coast-to-coast integrated satellite 4G wireless network. LightSquared had invested more than $4 billion to deploy an integrated satellite-terrestrial network. In February 2012, however, the U.S. Federal Communications Commission told LightSquared the agency would revoke a license to build out the network as it would interfere with global positioning systems used by the military and various industries. In March 2012, the Company's partner, Sprint, canceled a master services agreement. LightSquared's lenders deemed the termination of the Sprint agreement would trigger cross-defaults under LightSquared's prepetition credit agreements. LightSquared and its prepetition lenders attempted to negotiate a global restructuring that would provide LightSquared with liquidity and runway necessary to resolve its issues with the FCC. Despite working diligently and in good faith, however, LightSquared and the lenders were not able to consummate a global restructuring on terms acceptable to all interested parties. Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to the Debtors. Alvarez & Marsal North America, LLC, is the financial advisor. Kurtzman Carson Consultants LLC serves as claims and notice agent. * * * Judge Shelley C. Chapman of the U.S. Bankruptcy Court for the Southern District of New York on Jan. 20, 2015, approved the Second amended specific disclosure statement explaining Lightsquared Inc., et al.'s second amended joint plan, after determining that the disclosures contain adequate information within the meaning of Section 1125(a) of the Bankruptcy Code. As previously reported by The Troubled Company Reporter, the Debtors, in December, filed a joint plan and disclosure statement, which contemplate, among other things, (A) new money investments by the New Investors in exchange for a combination of preferred and common equity, (B) the conversion of the Prepetition LP Facility Claims into new second lien debt obligations, (C) the repayment in full, in cash, of the Inc. Facility Prepetition Inc. Facility NonSubordinated Claims immediately following confirmation of the Plan, (D) the payment in full, in cash, of LightSquared's general unsecured claims, (E) the provision of $1.25 billion in new money working capital for the Reorganized Debtors, (F) the assumption of certain liabilities, (G) the resolution of all inter-Estate disputes, and (H) the contribution by Harbinger of the Harbinger Litigations. MAGNETIC RESONANCE: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Debtor: Magnetic Resonance Imaging Associates of Queens, P.C. 92-37 Metropolitan Avenue Forest Hills, NY 11375 Case No.: 15-40644 Nature of Business: Health Care Chapter 11 Petition Date: February 19, 2015 Court: United States Bankruptcy Court Eastern District of New York (Brooklyn) Judge: Hon. Nancy Hershey Lord Debtor's Counsel: Jae Y Kim, Esq. LAW OFFICES OF JAE Y. KIM, LLC One University Plaza, Suite 212 Hackensack, NJ 07601 Tel: (201) 488-8600 Fax: (201) 488-8633 Email: jkim@jyklaw.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by John Nathenas, president. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. MAINTENANCE DYNAMICS: Case Summary & 8 Top Unsecured Creditors -------------------------------------------------------------- Debtor: Maintenance Dynamics, Inc. 4490 Grant Street Gary, IN 46408 Case No.: 15-20357 Chapter 11 Petition Date: February 19, 2015 Court: United States Bankruptcy Court Northern District of Indiana (Hammond Division) Judge: Hon. Philip Klingeberger Debtor's Counsel: Daniel L. Freeland, Esq. DANIEL L. FREELAND & ASSOCIATES, P.C. 9105 Indianapolis Boulevard Highland, IN 46322 Tel: (219) 922-0800 Email: dlf9601@aol.com - and - Daniel Freeland(MAG), Esq. DANIEL L. FREELAND & ASSOCIATES, P.C. 9105 Indianapolis Boulevard Highland, IN 46322 Tel: (219) 922-0800 Email: dlf9601@aol.com - and - Sheila A. Ramacci (MAG), Esq. DANIEL L. FREELAND & ASSOCIATES, P.C. 9105 Indianapolis Boulevard Highland, IN 46322 Tel: (219) 922-0800 Fax: (219) 922-1261 Email: sar4198@aol.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Clara Cleary, vice president. A list of the Debtor's eight largest unsecured creditors is available for free at http://bankrupt.com/misc/innb15-20357.pdf MARINA BIOTECH: Posts $6.5 Million Net Loss for 2014 ---------------------------------------------------- Marina Biotech, Inc. filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $6.47 million on $500,000 of license and other revenue for the year ended Dec. 31, 2014, compared to a net loss of $1.57 million on $2.11 million of license and other revenue in 2013. As of Dec. 31, 2014, Marina Biotech had $9.21 million in total assets, $13.58 million in total liabilities, and a $4.37 million stockholders' deficit. Wolf & Company, P.C., in Boston, Massachusetts, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing the Company has suffered recurring losses from operations, has a significant accumulated deficit and has been unable to raise sufficient capital to fund its operations through the end of 2015. This raises substantial doubt about the Company's ability to continue as a going concern, the auditors noted. A full-text copy of the Form 10-K is available for free at: http://is.gd/aZGxuF About Marina Biotech Marina Biotech, Inc., headquartered in Bothell, Washington, is a biotechnology company focused on the discovery, development and commercialization of nucleic acid-based therapies utilizing gene silencing approaches such as RNA interference ("RNAi") and blocking messenger RNA ("mRNA") translation. The Company's goal is to improve human health through the development, either through its own efforts or those of its collaboration partners and licensees, of these nucleic acid-based therapeutics as well as the delivery technologies that together provide superior treatment options for patients. The Company has multiple proprietary technologies integrated into a broad nucleic acid-based drug discovery platform, with the capability to deliver novel nucleic acid-based therapeutics via systemic, local and oral administration to target a wide range of human diseases, based on the unique characteristics of the cells and organs involved in each disease. On June 1, 2012, the Company announced that, due to its financial condition, it had implemented a furlough of approximately 90% of its employees and ceased substantially all day-to-day operations. Since that time substantially all of the furloughed employees have been terminated. As of Sept. 30, 2012, the Company had approximately 11 remaining employees, including all of its executive officers, all of whom are either furloughed or working on reduced salary. As a result, since June 1, 2012, its internal research and development efforts have been minimal, pending receipt of adequate funding. MEDICAL ALARM: Delays Filing of Dec. 31 Form 10-Q ------------------------------------------------- Medical Alarm Concepts, Inc. disclosed in a document filed with the Securities and Exchange Commission it was unable to file, without unreasonable effort or expense, its quarterly report on Form 10-Q for the period ended Dec. 31, 2014, in a timely manner. According to the Company, additional time was needed for it to compile and analyze supporting documentation in order to complete the Form 10-Q and in order to permit the Company's independent registered public accounting firm to complete its review of the unaudited condensed consolidated financial statements included in the Form 10-Q. About Medical Alarm Plymouth Meeting, Pa.-based Medical Alarm Concepts Holding, Inc., utilizes new technology in the medical alarm industry to provide 24-hour personal response monitoring services and related products to subscribers with medical or age-related conditions. Medical Alarm reported net income of $225,041 on $1.15 million of revenue for the year ended June 30, 2014, compared to net income of $3.18 million on $573,000 of revenue during the prior year. Paritz & Company, P.A., in Hackensack, New Jersey, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2014. The independent auditors noted that the Company had working capital deficit of $636,000, a stockholders' deficit of $2.036 million, did not generate cash from its operations, and had operating loss for past two years. These circumstances, among others, raise substantial doubt about the Company's ability to continue as a going concern, according to the auditors. MICROVISION INC: Ben Farhi Reports 1.7% Stake as of Feb. 17 ----------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Ben Lawrence Farhi disclosed that as of Feb. 17, 2015, it beneficially owned 755,157 shares of common stock of MicroVision, Inc., which represents 1.7 percent of the shares outstanding. He acquired 43,714 Common Shares on Nov. 12, 2013, at a weighted average purchase price of $1.42 per share and sold 2,000,000 Common Shares on Dec. 30, 2014, at $1.78 per share. A copy of the regulatory filing is available for free at: http://is.gd/K48hwd About Microvision Inc. Headquartered in Redmond, Washington, MicroVision, Inc. (NASDAQ: MVIS) is the creator of PicoP(R) display technology, an ultra- miniature laser projection solution for mobile consumer electronics, automotive head-up displays and other applications. MicroVision reported a net loss of $13.2 million in 2013, as compared with a net loss of $22.7 million in 2012. As of Sept. 30, 2014, the Company had $14.4 million in total assets, $4.64 million in total liabilities, and $9.70 million in total stockholders' equity. Moss Adams LLP, in Seattle, Washington, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has suffered recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. MONTEZUMA MEXICAN: Voluntary Chapter 11 Case Summary ---------------------------------------------------- Debtor: Montezuma Mexican Restaurant Inc. 119 West Kingbridge Road #3 Bronx, NY 10468 Case No.: 15-10365 Chapter 11 Petition Date: February 20, 2015 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Judge: Hon. Martin Glenn Debtor's Counsel: David C. McGrail, Esq. MCGRAIL & BENSINGER LLP 676A Ninth Avenue, # 211 New York, NY 10036 Tel: (646) 285-8476 Fax: (646) 224-8377 Email: dmcgrail@mcgrailbensinger.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Magdalena Dominguez, president. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. MOUNTAIN PROVINCE: Has Rights Offering of 23.7MM Common Shares -------------------------------------------------------------- Mountain Province Diamonds Inc. is issuing to the holders of its outstanding common shares of record at the close of business on Feb. 27, 2015, rights to subscribe for a maximum of 23,761,783 common shares, representing approximately 17.57% of the issued and outstanding Common Shares on Feb. 19, 2015. Each registered holder of Common Shares on the Record Date will receive one Right for each Common Share held. 5.69 Rights plus the sum of $4.00 are required to subscribe for one Rights Share. The Rights expire at 5:00 p.m. (Toronto time) on March 30, 2015, after which time unexercised Rights will be void and of no value. The Rights Offering will result in maximum proceeds of approximately $95,047,135 from the sale of the Rights Shares, less estimated expenses of the Rights Offering in the amount of approximately $75,000 and the Stand-By Fee. The completion of the Rights Offering is not conditional upon MPV receiving any minimum amount of subscriptions for the Rights Shares from shareholders of the Corporation. The Corporation intends to use the net proceeds of the Rights Offering to fund the Overrun Facility. The Rights will be listed on the TSX under the symbol "MPV.RT" and will be posted for trading on the TSX until 12:00 p.m. (Toronto time) on the Rights Expiry Date at which time they will be halted for trading. Dermot Desmond has agreed to subscribe for, at the Subscription Price, those Rights Shares not otherwise subscribed for on the exercise of the Rights under the Basic Subscription Privilege and the Additional Subscription Privilege. A copy of the Stand-by Guarantee Agreement is available at http://is.gd/hvUuxQ No managing dealer or soliciting dealer has been engaged in connection with this Offering. Computershare Investor Services Inc. will act as the subscription agent for the Rights Offering and is also the registrar and transfer agent for the Common Shares. The Rights may be transferred only through the facilities of the TSX in transactions that comply with Regulation S under the U.S. Securities Act. A full-text copy of the regulatory filing is available at: http://is.gd/hvUuxQ About Mountain Province Diamonds Headquartered in Toronto, Canada, Mountain Province Diamonds Inc. (TSX: MPV, NYSE AMEX: MDM) -- http://www.mountainprovince.com/-- is a Canadian resource company in the process of permitting and developing a diamond deposit known as the "Gahcho Kue Project" located in the Northwest Territories of Canada. The Company's primary asset is its 49 percent interest in the Gahcho Kue Project. Mountain Province reported a net loss of C$26.6 million in 2013, a net loss of C$3.33 million in 2012 and a net loss of C$11.5 million in 2011. The Company's balance sheet at Sept. 30, 2014, showed C$200.8 million in total assets, C$41.4 million in total liabilities and C$159 million in total shareholders' equity. Going Concern "The Company currently has no source of revenues. In the years ended December 31, 2013, 2012 and 2011, the Company incurred losses, had negative cash flows from operating activities, and will be required to obtain additional sources of financing to complete its business plans going into the future. Although the Company had working capital of $35,133,368 at December 31, 2013, including $35,687,694 of cash and short-term investments, the Company has insufficient capital to finance its operations and the Company's share of development costs of the Gahcho Kue Project (Note 8) over the next 12 months. The Company is currently investigating various sources of additional funding to increase the cash balances required for ongoing operations over the foreseeable future. These additional sources include, but are not limited to, share offerings, private placements, rights offerings, credit and debt facilities, as well as the exercise of outstanding options. However, there is no certainty that the Company will be able to obtain financing from any of those sources. These conditions indicate the existence of a material uncertainty that results in substantial doubt as to the Company's ability to continue as a going concern," the Company said in the 2013 Annual Report. NATIONAL CINEMEDIA: Janus Capital Reports 11.2% Stake as of Dec. 31 ------------------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Janus Capital Management LLC disclosed that as of Dec. 31, 2014, it beneficially owned 6,838,246 shares of common stock of National CineMedia, Inc., which represents 11.2 percent of the shares outstanding. Janus Capital has a direct 96.8% ownership stake in INTECH Investment Management and a direct 100% ownership stake in Perkins Investment Management LLC. Due to the above ownership structure, holdings for Janus Capital, Perkins and INTECH are aggregated for purposes of this filing. Janus Capital, Perkins and INTECH are registered investment advisers, each furnishing investment advice to various investment companies registered under Section 8 of the Investment Company Act of 1940 and to individual and institutional clients. Janus Triton Fund, owner of 3,597,437 shares, is an investment company registered under the Investment Company Act of 1940 and is one of the Managed Portfolios to which Janus Capital provides investment advice. A copy of the regulatory filing is available for free at: http://is.gd/VQrTDt About National CineMedia National CineMedia, Inc., is the holding company of National CineMedia, LLC. NCM LLC operates the largest digital in-theatre network in North America, allowing NCM to distribute advertising, Fathom entertainment programming events and corporate events under long-term exhibitor services agreements with American Multi-Cinema Inc., a wholly owned subsidiary of AMC Entertainment Inc.; Regal Cinemas, Inc., a wholly owned subsidiary of Regal Entertainment Group; and Cinemark USA, Inc., a wholly owned subsidiary of Cinemark Holdings, Inc. NCM LLC also provides such services to certain third-party theater circuits under "network affiliate" agreements, which expire at various dates. As of Sept. 25, 2014, National CineMedia had $994 million in total assets, $1.19 billion in total liabilities and a $200.2 million total deficit. * * * As reported by the TCR on March 24, 2011, Standard & Poor's Ratings Services raised its corporate credit ratings on Centennial, Colorado-based National CineMedia Inc. and operating subsidiary National CineMedia LLC (which S&P analyzes on a consolidated basis) to 'BB-' from 'B+'. "The 'BB-' corporate credit rating reflects S&P's expectation that NCM's EBITDA growth will enable the company to continue to de-lever over the intermediate term despite its aggressive dividend policy," said Standard & Poor's credit analyst Jeanne Shoesmith. NATROL INC: Debtor Files Ch. 11 Liquidating Plan ------------------------------------------------ Leaf123, Inc., f/k/a Natrol Inc., and its debtor affiliates filed with the U.S. Bankruptcy Court for the District of Delaware a Chapter 11 plan of liquidation and accompanying disclosure statement, pursuant to which tax refunds and credits, all shares of capital stock or other Equity Interests in Natrol UK, all Avoidance Actions not otherwise purchased by the Buyer under the Purchase Agreement, the proceeds from prepetition litigation, the proceeds from the Sale Transaction, and certain other assets are being pooled and distributed to persons or entities holding allowed claims in accordance with the priorities of the Bankruptcy Code. Under the Plan, Class 1 (Non-priority Tax Claims) and Class 2 (General Unsecured Claims) are unimpaired and will receive 100% of their allowed claims amount. Class 3 (Equity Interests) is impaired and is the only class entitled to vote on the Plan. On the Effective Date, all equity interests in Leaf123 Products, Leaf123 Direct, Leaf123 Acquisition Corp., Leaf123 Nutrition, Leaf123 Research Institute, and Natrol UK will be deemed cancelled, and Holders of Equity Interests in these Debtors will not receive any distribution on account of such interests. The Debtors intend to present the Disclosure Statement for approval at a hearing on March 30, 2015, at 10:00 a.m. (prevailing Eastern Time). Objections, if any, to the approval of the Disclosure Statement must be submitted on or before March 18. The Debtors request that a hearing on confirmation of the Plan be scheduled for May 6, 2015, at 10:00 a.m. (ET) and the deadline for filing confirmation objections be set on April 29. The Debtors also propose that a ballot must be properly executed and delivered on or before April 29 to be counted as a vote to accept or reject the Plan. A full-text copy of the Disclosure Statement dated Feb. 18, 2015, is available at http://bankrupt.com/misc/NATROLds0218.pdf About Natrol, Inc. Headquartered in Chatsworth, Calif., Natrol, Inc. -- http://www.natrol.com-- is a wholly owned subsidiary of Plethico Pharmaceuticals Limited. Plethico Pharmaceuticals Limited (BSE: 532739. BO: PLETHICO) engages in the manufacturing, marketing and distribution of pharmaceutical and allied healthcare products around the world. Natrol products are made in the U.S. Established in 1980, Natrol, Inc. has been a global leader in the nutrition industry, and a trusted manufacturer and marketer of a superior quality of herbs and botanicals, multivitamins, specialty and sports nutrition supplements made to support health and wellness throughout all ages and stages of life. Natrol products are available in health food stores, drug and grocery stores, and mass-market retailers, and through Natrol.com and other online retailers. Natrol distributes products nationally through more than 54,000 retailers as well as internationally in over 40 other countries through distribution partners. Natrol, Inc., and its six affiliates sought bankruptcy protection on June 11, 2014 (Case No. 14-11446, Bankr. D. Del.). The case is assigned to Judge Brendan Linehan Shannon. The Debtors are represented by Robert A. Klyman, Esq., and Samuel A. Newman, Esq., at GIBSON, DUNN & CRUTCHER LLP, in Los Angeles, California; and Michael R. Nestor, Esq., Maris J. Kandestin, Esq., and Ian J. Bambrick, Esq., at YOUNG CONAWAY STARGATT & TAYLOR, LLP, in Wilmington, Delaware. The Debtors' Claims and Noticing Agent is EPIQ SYSTEMS INC. The Debtors requested that the Court approve the employment of (i) Jeffrey C. Perea of the firm Conway MacKenzie Management Services, LLC as chief financial officer and for CMS to provide temporary employees to assist Mr. Perea in carrying out his duties; (ii) Stephen P. Milner of the firm Squar, Milner, Peterson, Miranda & Williamson LLP as chief restructuring officer and for CMS to provide temporary employees to assist Mr. Milner in carrying out his duties; (iv) BDO USA, LLP as auditor; (v) TaxGroup Partners as tax services provider. The Official Committee Of Unsecured Creditors tapped Otterbourg P.C. as lead counsel; Pepper Hamilton LLP as Delaware counsel; and CMAG as financial advisors. On Nov. 10, 2014, the Debtors held an auction for the sale of the assets, and Aurobindo Pharma USA Inc. emerged as the successful bidder. The Court approved the sale and the sale closed on Dec. 4, 2014. NAVISTAR INTERNATIONAL: Stockholders Elected 9 Directors -------------------------------------------------------- Navistar International Corporation disclosed with the Securities and Exchange Commission that it held its annual meeting on Feb. 11, 2015, at which the stockholders: (1) elected Troy A. Clarke, John D. Correnti, Michael N. Hammes, Vincent J. Intrieri, James H. Keyes, General (Retired) Stanley A. McChrystal, Samuel J. Merksamer, Mark H. Rachesky and Michael F. Sirignano to the Board of Directors to serve a one-year term expiring at the 2016 Annual Meeting of Stockholders and until their successors are duly elected and qualified; (2) approved the ratification of the appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending Oct. 31, 2015; (3) approved the non-binding advisory vote on executive compensation; (4) approved the amendment and restatement of the Certificate to eliminate a supermajority voting provision and the no longer outstanding Class B Common Stock; and (5) approved the amendment and restatement of the Certificate to eliminate a number of provisions that have either lapsed or which concern classes of securities no longer outstanding. Director Dennis D. Williams did not stand for election at the Annual Meeting. His term of office as a director continued after that meeting. Mr. Williams fills a seat that is appointed by the United Automobiles, Aerospace and Agricultural Implement Workers of America and is not elected by stockholders. His term of office continues until his removal by the UAW. About Navistar International Navistar International Corporation (NYSE: NAV) -- http://www.navistar.com/-- is a holding company whose subsidiaries and affiliates subsidiaries produce International(R) brand commercial and military trucks, MaxxForce(R) brand diesel engines, IC Bus(TM) brand school and commercial buses, Monaco RV brands of recreational vehicles, and Workhorse(R) brand chassis for motor homes and step vans. It also is a private-label designer and manufacturer of diesel engines for the pickup truck, van and SUV markets. The Company also provides truck and diesel engine parts and service. Another affiliate offers financing services. Navistar International reported a net loss attributable to the Company of $619 million for the year ended Oct. 31, 2014, compared to a net loss attributable to the Company of $898 million for the year ended Oct. 31, 2013. As of Oct. 31, 2014, the Company had $7.44 billion in total assets, $12.06 billion in total liabilities, and a $4.62 billion stockholders' deficit. * * * In the Oct. 9, 2013, edition of the TCR, Moody's Investors Service affirmed the ratings of Navistar International Corp., including the 'B3' corporate family rating. The ratings reflect Moody's expectation that Navistar's successful incorporation of Cummins engines throughout its product line up will enable the company to regain lost market share, and that progress in addressing component failures in 2010 vintage-engines will significantly reduce warranty expenses. As reported by the TCR on Oct. 9, 2013, Standard & Poor's Ratings Services lowered its long-term corporate credit rating on Navistar International to 'CCC+' from 'B-'. "The rating downgrades reflect our increased skepticism regarding NAV's prospects for achieving the market shares it needs for a successful business turnaround," said credit analyst Sol Samson. In January 2013, Fitch Ratings affirmed the issuer default ratings for Navistar International at 'CCC' and removed the negative outlook on the ratings. The removal reflects Fitch's view that immediate concerns about liquidity have lessened, although liquidity remains an important rating consideration as NAV implements its selective catalytic reduction engine strategy. NET ELEMENT: Amends Sept. 30, 2014 Form 10-Q -------------------------------------------- Net Element, Inc., filed an amended quarterly report on Form 10-Q with the Securities and Exchange Commission in order to correct an error in reporting in the original filing of the shares outstanding and the stock-based compensation award that was granted to the Company's chief executive officer. The Amendment contains the corrected number of shares outstanding and such compensation award, resulting in a reduction to reported net loss, a reduction in the number of shares outstanding and a related reduction to the per share loss amounts reported. On Sept. 11, 2014, per recommendation of the Compensation Committee of the Board of Directors of the Company, the Board of Directors approved and authorized the issuance to Oleg Firer, the CEO of the Company, 1,438,137 restricted shares of common stock of the Company to compensate for Oleg Firer's efforts and results of effectuating the Company's debt and equity financings in the first half of 2014. The stock award vests in three equal installments of 479,379 shares on Nov. 11, 2014, Nov. 11, 2015, and Nov. 11, 2016. The Company reported a net loss of $4.96 million on $6.02 million of net revenues for the three months ended Sept. 30, 2014, compared to a net loss of $9.05 million on $6.02 million of net revenues as originally reported. For the nine months ended Sept. 30, 2014, the Company reported a net loss of $7.20 million on $15.8 million of revenues compared to a net loss of $11.3 million on $15.8 million of net revenues as previously reported. The number of outstanding shares of common stock, $.0001 par value, of the Company as of Nov. 13, 2014, was 45,622,111. A full-text copy of the Form 10-Q/A is available for free at: http://is.gd/yiKsIO About Net Element Miami, Fla.-based Net Element International, Inc., formerly Net Element, Inc., currently operates several online media Web sites in the film, auto racing and emerging music talent markets. Net Element reported a net loss of $48.3 million in 2013, as compared with a net loss of $16.4 million in 2012. The Company's balance sheet at June 30, 2014, showed $16.6 million in total assets, $22.8 million in total liabilities and a $6.21 million total stockholders' deficit. BDO USA, LLP, in Miami, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has suffered recurring losses from operations and has used substantial amounts of cash to fund its operating activities that raise substantial doubt about its ability to continue as a going concern. NET ELEMENT: Crede CG No Longer a Shareholder as of Dec. 31 ----------------------------------------------------------- As of Dec. 31, 2014, each of Crede CG III, Ltd., Crede Capital Group, LLC and Acuitas Financial Group, LLC may be deemed to have beneficial ownership of zero shares of common stock of Net Element, Inc., according to a document filed with the U.S. Securities and Exchange Commission, a copy of which is available for free at http://is.gd/enZLqu About Net Element Miami, Fla.-based Net Element International, Inc., formerly Net Element, Inc., currently operates several online media Web sites in the film, auto racing and emerging music talent markets. Net Element reported a net loss of $48.3 million in 2013, as compared with a net loss of $16.4 million in 2012. The Company's balance sheet at June 30, 2014, showed $16.6 million in total assets, $22.8 million in total liabilities and a $6.21 million total stockholders' deficit. BDO USA, LLP, in Miami, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has suffered recurring losses from operations and has used substantial amounts of cash to fund its operating activities that raise substantial doubt about its ability to continue as a going concern. NIELSEN N.V.: S&P Raises Corp. Credit Rating to BB+ --------------------------------------------------- Standard & Poor's Ratings Services said that it raised its corporate credit rating on New York City-based global information and measurement company Nielsen N.V. to 'BB+' from 'BB'. The rating outlook is stable. At the same time, S&P raised its issue-level rating on the company's senior secured debt to 'BBB' from 'BBB-'. The '1' recovery rating remains unchanged, indicating S&P's expectations for very high recovery (90%-100%; high end of the range) of principal in the event of a payment default. S&P also raised its issue-level rating on Nielsen's senior unsecured debt to 'BB+' from 'BB'. The '3' recovery rating remains unchanged, indicating S&P's expectations for meaningful recovery (50%-70%; high end of the range) of principal in the event of a payment default. "The upgrades reflect Nielsen's lower leverage and our expectation that the company will remain committed to maintaining adjusted leverage below 4x on a sustained basis, which translates to about 3.6x, as the company reported," said Standard & Poor's credit analyst Naveen Sarma. "We estimate that adjusted leverage, which includes adjustments for pensions, other postemployment benefits (OPEBs), operating leases, and surplus cash, declined to 4x as of Dec. 31, 2014." S&P's stable rating outlook reflects its expectation that average adjusted leverage will remain below 4x on a sustained basis. S&P expects that dividends, share repurchases, and acquisitions could exceed free cash flow generation, with the deficit financed by modest annual incremental debt issuance. S&P views a downgrade as more likely than an upgrade. S&P could lower its rating if Nielsen's adjusted leverage rises above 4x on a sustained basis, which could occur with a change in financial policy (including more aggressive share repurchases and a higher dividend payout), debt-financed acquisitions, or indications that competition is intensifying and leading to revenue, EBITDA, or margin deterioration. S&P views an upgrade as unlikely, given the company's publicly stated goal of maintaining leverage (based on its definition, which does not include S&P's adjustments) in the 3x area, which results in an adjusted leverage, based on S&P's methodology, in the mid- to high-3x area. At a minimum, given S&P's "satisfactory" business risk assessment, the company would likely need to commitment to a more conservative leverage threshold for us to consider raising the rating to an investment-grade ('BBB-' or higher) level. NII HOLDINGS: Can Proceed with March 20 Auction of Mexican Assets ----------------------------------------------------------------- U.S. Bankruptcy Judge Shelley C. Chapman in New York approved the procedures governing the sale and bidding of NII Holdings, Inc., et al.'s stake in NII Mexico, and scheduled an auction for March 20, 2015, at 10:00 a.m. (Prevailing Eastern Time) at the offices of Jones Day, located at 222 East 41st Street, in New York. A hearing to approve the Purchase Agreement and the sale of NII Mexico to proposed purchaser New Cingular Wireless Services, Inc., an affiliate of AT&T, or a Successful Bidder other than the Purchaser is scheduled to be conducted on March 23, at 2:00 p.m. (Prevailing Eastern Time). Prior to the bidding procedures approval hearing, the Debtors' counsel, Scott J. Greenberg, Esq., at Jones Day, in New York, notified the Bankruptcy Court that the Debtors have not received any answer, objection or other responsive pleading with respect to the bidding procedures motion and that no answer, objection or other responsive pleading has appeared on the Bankruptcy Court's docket in the Debtors' chapter 11 cases. As previously reported by The Troubled Company Reporter, the AT&T affiliate offered to purchase NII Mexico for approximately $1.875 billion and its bid will serve as the stalking horse bid in the auction and sale process. The Purchaser's offer is supported by major creditor constituencies; specifically, a group of entities managed by Aurelius Capital Management, LP; a group of entities managed by Capital Research and Management Company; and the Official Committee of Unsecured Creditors, each of which is a party to the existing Plan Support Agreement. About NII Holdings NII Holdings Inc. through its subsidiaries provides wireless communication services for businesses and consumers in Brazil, Mexico and Argentina. NII Holdings has the exclusive right to use the Nextel brand in its markets pursuant to a trademark license agreement with Sprint Corporation and offers unique push-to-talk ("PTT") services associated with the Nextel brand in Latin America. NII Holdings' shares of common stock, par value $0.001, were publicly traded under the symbol NIHD on the NASDAQ Global Select Market. NII Holdings and 12 wholly owned subsidiaries sought bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 14-12611) in Manhattan on Sept. 15, 2014. The Debtors' cases are jointly administered and are assigned to Judge Shelley C. Chapman. The Debtors have tapped Jones Day as counsel and Prime Clerk LLC as claims and noticing agent. NII Holdings disclosed $1.22 billion in assets and $3.068 billion in liabilities as of the Chapter 11 filing. The U.S. Trustee for Region 2 appointed five creditors of NII Holdings to serve on the official committee of unsecured creditors. NIU Holdings LLC, holder of 100% of the equity of Nextel International (Uruguay), LLC, sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 15-10155) on Jan. 25, 2015. NIU Holdings is a direct subsidiary of Netherlands-based NIHD Telecom Holdings, B.V., and affiliated with debtors NII Holdings, Inc., et al. NIU Holdings' principal asset is its equity Interests in Nextel Uruguay. The Debtor estimated its assets at $500 million to $1 billion and debt at $0 to $50,000. NPS PHARMACEUTICALS: Incurs $8.7 Million Net Loss in 2014 --------------------------------------------------------- NPS Pharmaceuticals, Inc. filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $8.70 million on $224 million of total revenues for the year ended Dec. 31, 2014, compared to a net loss of $13.5 million on $156 million of total revenues for the year ended Dec. 31, 2013. The Company also incurred a net loss of $18.7 million in 2012. As of Dec. 31, 2014, NPS Pharmaceuticals had $290 million in total assets, $156 million in total liabilities and $134 million in total stockholders' equity. A full-text copy of the Form 10-K is available for free at: http://is.gd/RTeVPU About NPS Pharmaceuticals Based in Bedminster, New Jersey, NPS Pharmaceuticals Inc. (Nasdaq: NPSP) -- http://www.npsp.com/-- is developing new treatment options for patients with rare gastrointestinal and endocrine disorders. NPS PHARMACEUTICALS: Janus Capital Reports 5% Stake as of Dec. 31 ----------------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Janus Capital Management LLC disclosed that as of Dec. 31, 2014, it beneficially owned 6,086,048 shares of common stock of NPS Pharmaceuticals, Inc., which represents 5.7 percent of the shares outstanding. Janus Capital has a direct 96.81% ownership stake in INTECH Investment Management and a direct 100% ownership stake in Perkins Investment Management LLC. Due to the above ownership structure, holdings for Janus Capital, Perkins and INTECH are aggregated for purposes of this filing. Janus Capital does not have the right to receive any dividends from, or the proceeds from the sale of, the securities held in the Managed Portfolios and disclaims any ownership associated with those rights. A full-text copy of the regulatory filing is available at: http://is.gd/xAeTzI About NPS Pharmaceuticals Based in Bedminster, New Jersey, NPS Pharmaceuticals Inc. (Nasdaq: NPSP) -- http://www.npsp.com/-- is developing new treatment options for patients with rare gastrointestinal and endocrine disorders. NPS Pharmaceuticals reported a net loss of $8.70 million in 2014, a net loss of $13.5 million in 2013 and a net loss of $18.7 million in 2012. As of Dec. 31, 2014, NPS Pharmaceuticals had $290 million in total assets, $156 million in total liabilities and $134 million in total stockholders' equity. OXFORD RESOURCE: AIM Oxford Owns 1% of Common Units as of Dec. 31 ----------------------------------------------------------------- AIM Oxford Holdings, LLC, AIM Coal Management, LLC, Matthew P. Carbone, Robert B. Hellman, Jr. and George E. McCown disclosed in an amended Schedule 13G filed with the U.S. Securities and Exchange Commission that as of Dec. 31, 2014, they beneficially owned 59,095 common units of Westmoreland Resource Partners, LP, which represents 1.1 percent based on 5,505,087 Common Units outstanding as of Dec. 31, 2014, as reported to the Reporting Persons by the Issuer. A copy of the regulatory filing is available for free at http://is.gd/ITd4Vy About Oxford Resource Columbus, Ohio-based Oxford Resource Resource Partners, LP, is a low-cost producer of high value steam coal, and is the largest producer of surface mined coal in Ohio. The Company reported a net loss of $20.2 million on $287 million of revenues for the nine months ended Sept. 30, 2012, compared with a net loss of $4 million on $304.1 million of revenues for the same period of 2011. The Company's balance sheet at Sept. 30, 2014, showed $203.9 million in total assets, $218 million in total liabilities, and a partners' deficit of $14.2 million. OXFORD RESOURCE: Westmoreland Reports 79% Stake as of Dec. 31 ------------------------------------------------------------- In a Schedule 13D filed with the U.S. Securities and Exchange Commission, Westmoreland Coal Company disclosed that as of Dec. 31, 2014, it beneficially owned 4,512,500 common units representing limited partner interests of Westmoreland Resource Partners, LP, which represents 79.01 percent based on an aggregate of 5,711,636 of the Issuer's Common Units outstanding as of Feb. 12, 2015. Westmoreland Coal is an energy company with coal operations including sub-bituminous and lignite coal mining in the Western United States and Canada, a char production facility, and a 50% interest in an activated carbon plant. Its power operations include ownership of a two-unit coal-fired power plant in North Carolina. On Dec. 31, 2014, pursuant to the terms of a contribution agreement, dated Oct. 16, 2014, between the Issuer and Westmoreland Coal, the Reporting Person contributed to the Issuer 100% of the membership interests in the Reporting Person's wholly owned subsidiary, Westmoreland Kemmerer Fee Coal Holdings, LLC, a Delaware limited liability company. WKFCH holds fee simple interests in certain coal reserves and related surface lands at the Reporting Person's Kemmerer Mine in Lincoln County, Wyoming. The Contribution was made in exchange for 4,512,500 Common Units of the Issuer. A copy of the regulatory filing is available for free at: http://is.gd/aKhOtj About Oxford Resource Columbus, Ohio-based Oxford Resource Resource Partners, LP, is a low-cost producer of high value steam coal, and is the largest producer of surface mined coal in Ohio. The Company reported a net loss of $20.2 million on $287 million of revenues for the nine months ended Sept. 30, 2012, compared with a net loss of $4 million on $304.1 million of revenues for the same period of 2011. The Company's balance sheet at Sept. 30, 2014, showed $203.9 million in total assets, $218 million in total liabilities, and a partners' deficit of $14.2 million. PACIFIC ARCHITECTS: Moody's Alters Outlook to Neg & Affirms B2 CFR ------------------------------------------------------------------ Moody's Investors Service changed the rating outlook of Pacific Architects and Engineers Incorporated to negative from stable. All ratings, including the B2 Corporate Family Rating and the B2 senior secured credit facility rating, have been affirmed. In January 2015 PAE issued a $60 million incremental term loan under its existing bank credit facility that funded the acquisition of entities from US Investigation Services, LLC. The acquisition expands PAE's professional services contracting credentials with the federal government. In addition to the incremental borrowing, PAE's financial sponsor made a $20 million equity contribution with proceeds going toward general corporate purposes. Affirmations: -- Corporate Family Rating, Affirmed B2 -- Probability of Default Rating, Affirmed B2-PD -- Senior Secured Bank Credit Facility, Affirmed B2 (LGD3) Outlook Actions: -- Outlook, Changed to Negative From Stable The negative rating outlook considers lower than expected earnings and free cash flow generation in 2014 against a low total liquidity amount and a demanding term loan amortization schedule ahead. Without greater total liquidity developing over the next quarter or two, resilience against negative performance developments will remain modest, and could become out-of-step with the B2 Corporate Family Rating. Quarterly term loan amortizations will consume free cash flow, slowing the rate at which revolver borrowings may be reduced from the high utilization level expected by March 31st (could reach $90 million on the $150 million commitment). The B2 CFR has been affirmed because despite lower than expected earnings financial leverage metrics are still at levels sufficient for the rating, and revenues have been growing while most other defense services contractors have experienced revenue declines. Further, one-time costs in 2014 partially drove the earnings underperformance. Liquidity profile weakness should improve with working capital declines over the last nine months of 2015. Moody's expects that PAE should sufficiently cover its next-twelve month term loan amortizations ($22 million) through its free cash flow, while also being able to reduce revolver borrowing to about $50 million by year-end. Although liquidity is tight, ample headroom under the bank facility's covenant test thresholds exists, allowing for full revolver access. The company's well established reputation, a global U.S. diplomatic presence in which PAE operates, and recent contract wins add support to the B2 CFR. The rating will likely be downgraded with continued low free cash flow or if the liquidity profile fails to show improvement by mid-year. Stabilization of the rating outlook would depend on expectation of cash plus revolver availability closer to $120 million by year-end, FCF/debt in the high single digit percentage range with, minimally, a sustained revenue/earnings level. Upward rating momentum would depend on debt/EBITDA below 4x, FCF/debt above 10%, good liquidity and rising backlog. The principal methodology used in these ratings was Global Aerospace and Defense Industry published in April 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. Pacific Architects and Engineers Incorporated ("PAE") provides contract support services to US government agencies, international organizations, and foreign governments. Annual revenues for 2014 pro forma for acquisitions in early 2015 would have been approximately $1.9 billion. The company is majority-owned by entities of Lindsay Goldberg LLC. PACIFIC GOLD: Magna Management Does Not Own Common Shares --------------------------------------------------------- Magna Management, LLC, Magna Equities II, LLC and Joshua Sason disclosed in an amended Schedule 13G filed with the U.S. Securities and Exchange Commission that as of Dec. 31, 2014, they no longer owned shares of common stock of Pacific Gold Corp. A copy of the regulatory filing is available at http://is.gd/JENzDL About Pacific Gold Las Vegas, Nev.-based Pacific Gold Corp. is engaged in the identification, acquisition, and development of prospects believed to have gold mineralization. Pacific Gold through its subsidiaries currently owns claims, property and leases in Nevada and Colorado. The Company reported a net loss of $696,000 on $0 of revenue for the three months ended June 30, 2014, compared with a net loss of $515,000 on $0 of revenue for the same period in 2013. The Company's balance sheet at Sept. 30, 2014, showed $1.1 million in total assets, $3.81 million in total liabilities and a stockholders' deficit of $2.71 million. The Company's independent auditors, in their report on the consolidated financial statements, have indicated that the Company has experienced recurring losses from operations and may not have enough cash and working capital to fund its operations beyond the very near term, which raises substantial doubt about our ability to continue as a going concern. PASSAIC HEALTHCARE: Creditors' Panel Hires Arent Fox as Counsel --------------------------------------------------------------- The Official Committee of Unsecured Creditors of Passaic Healthcare Services, LLC dba Allcare Medical and its debtor-affiliates seeks authorization from the U.S. Bankruptcy Court for the District of New Jersey to retain Arent Fox LLP as attorneys to the Committee, nunc pro tunc to Jan. 14, 2015. The Committee requires Arent Fox to: (a) advise the Committee of its rights, duties, and powers in these Chapter 11 cases; (b) assist, advise, and represent the Committee in its consultation with the Debtors relative to the administration of these Chapter 11 cases; (c) assist, advise, and represent the Committee in investigating and analyzing the Debtors' assets and liabilities, investigating the extent and validity of liens and participating in and reviewing any proposed asset sales or dispositions; (d) attend meetings and negotiate with the representatives of the Debtors and secured creditors and other parties in interest; (e) assist and advise the Committee in its examination, investigation, and analysis of the conduct of the Debtors' affairs; (f) assist the Committee in the review, analysis, and negotiation of any plan that may be filed and to assist the Committee in the review, analysis, and negotiation of the disclosure statement accompanying any plan of reorganization or liquidation; (g) assist the Committee in the review, analysis, and negotiation of any financing or funding agreements; (h) take all necessary actions to protect and preserve the interests of the Committee, including, without limitation, the prosecution of actions on its behalf, negotiations concerning all litigation in which the Debtors are involved, and review and analysis of all claims filed against the Debtors' estates; (i) generally prepare on behalf of the Committee all necessary motions, applications, answers, orders, reports, and papers in support of positions taken by the Committee; (j) appear, as appropriate, before this Court, the Appellate Courts, and other courts in which matters may be heard and to protect the interests of the Committee before said Courts and the United States Trustee; (k) perform such other legal services as may be required or deemed to be in the interests of the Committee; and (l) perform all other necessary legal services in these cases. Arent Fox will be paid at these hourly rates: Partners $500-$825 Of Counsel $475-$790 Associates $280-$545 Paraprofessionals $155-$280 Arent Fox will also be reimbursed for reasonable out-of-pocket expenses incurred. Robert M. Hirsh, partner of Arent Fox, 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. Arent Fox can be reached at: Robert M. Hirsh, Esq. ARENT FOX LLP 1675 Broadway New York, NY 10019 Tel: (212) 484-3900 Fax: (212) 484-3990 E-mail: robert.hirsh@arentfox.com About Passaic Healthcare Based in Plainview, New York, Passaic Healthcare Services, LLC, doing business as Allcare Medical, is a full service durable medical equipment company specializing in clinical respiratory, wound care and support services. Passaic, which employs 200 individuals, has seven locations in New Jersey, New York and Pennsylvania. Passaic began operations in December 2010 after it acquired substantially all of the assets of C&C Homecare, Inc., and Extended Care Concepts through a bankruptcy sale under 11 U.S.C. Sec. 363. After acquiring 100% of the equity interests in Galloping Hill Surgical, LLC, and Allcare Medical SNJ, LLC, Passaic began using "Allcare Medical" as trade name for its entire business, and discontinued marketing under the name C&C Homecare. Passaic Healthcare filed a Chapter 11 bankruptcy petition (Bankr. D.N.J. Case No. 14-36129) in Trenton, New Jersey, on Dec. 31, 2014. The case is assigned to Judge Christine M. Gravelle. The Debtor has tapped Joseph J. DiPasquale, Esq., and Thomas Michael Walsh, Esq., at Trenk, DiPasquale, Della Fera & Sodono, P.C., in West Orange, New Jersey, as counsel. The Debtor estimated $10 million to $50 million in assets. The Debtor's schedules of assets and liabilities and other incomplete filings are due Jan. 14, 2015. The Debtor's exclusive period to propose a plan expires on April 30, 2015. PASSAIC HEALTHCARE: Creditors' Panel Taps CBIZ as Advisors ---------------------------------------------------------- The Official Committee of Unsecured Creditors of Passaic Healthcare Services, LLC dba Allcare Medical and its debtor-affiliates, seeks authorization from the Hon. Christine M. Gravelle of the U.S. Bankruptcy Court for the District of New Jersey to retain CBIZ Accounting, Tax & Advisory of New York, LLC as financial advisors to the Committee, nunc pro tunc to Jan. 14, 2015. The Committee requires CBIZ Accounting to: (a) assist the Committee in its evaluation of the Debtors' post-petition cash flow and other projections and budgets prepared by the Debtors; (b) monitor the Debtors' 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 Debtors; (d) manage or assist with any investigation into the pre- petition acts, conduct, transfers property, liabilities and financial condition of the Debtors, their management, or creditors, including the operation of the Debtors' businesses; (e) provide financial analysis related to any proposed DIP financing, including advising the Committee concerning such matters, if applicable; (f) analyze transactions with vendors, insiders, related and 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 sale agreement or evaluating any plan of reorganization/liquidation and, if applicable, assist the Committee in negotiating, evaluating and quantifying any competing offers; (i) attend meetings with representatives of the Committee and its counsel, and prepare presentations to the Committee that provides analyses and updates on diligence performed; and (j) perform any other services that may be necessary in our role as financial advisor to the Committee or that may be requested by Committee counsel or the Committee. CBIZ Accounting will be paid at these hourly rates: Charles Berk, Managing Director $650 Robert Neumann, Senior Manager $420 Directors and Managing Directors $420-$725 Managers and Senior Managers $305-$420 Senior Associates and Staff $150-$335 CBIZ has agreed to discount its standard hourly rate by 10%. CBIZ Accounting will also be reimbursed for reasonable out-of-pocket expenses incurred. Charles Berk, lead managing director of CBIZ Accounting, 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. CBIZ Accounting can be reached at: Charles Berk CBIZ ACCOUNTING, TAX & ADVISORY OF NEW YORK, LLC 1065 Avenue of the Americas 11th Floor New York, NY 10018 Tel: 212-790-5883 E-mail: cberk@cbiz.com About Passaic Healthcare Based in Plainview, New York, Passaic Healthcare Services, LLC, doing business as Allcare Medical, is a full service durable medical equipment company specializing in clinical respiratory, wound care and support services. Passaic, which employs 200 individuals, has seven locations in New Jersey, New York and Pennsylvania. Passaic began operations in December 2010 after it acquired substantially all of the assets of C&C Homecare, Inc., and Extended Care Concepts through a bankruptcy sale under 11 U.S.C. Sec. 363. After acquiring 100% of the equity interests in Galloping Hill Surgical, LLC, and Allcare Medical SNJ, LLC, Passaic began using "Allcare Medical" as trade name for its entire business, and discontinued marketing under the name C&C Homecare. Passaic Healthcare filed a Chapter 11 bankruptcy petition (Bankr. D.N.J. Case No. 14-36129) in Trenton, New Jersey, on Dec. 31, 2014. The case is assigned to Judge Christine M. Gravelle. The Debtor has tapped Joseph J. DiPasquale, Esq., and Thomas Michael Walsh, Esq., at Trenk, DiPasquale, Della Fera & Sodono, P.C., in West Orange, New Jersey, as counsel. The Debtor estimated $10 million to $50 million in assets. The Debtor's schedules of assets and liabilities and other incomplete filings are due Jan. 14, 2015. The Debtor's exclusive period to propose a plan expires on April 30, 2015. PETRON ENERGY: Magna Mgt. Reports 0% Stake as of Dec. 31 -------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Magna Management, LLC, Magna Equities II, LLC and Joshua Sason disclosed that as of Dec. 31, 2014, none of them beneficially own shares of common stock of Petron Energy II, Inc. A copy of the regulatory filing is available for free at: http://is.gd/nzuRVc About Petron Energy Dallas-based Petron Energy II, Inc., is engaged primarily in the acquisition, development, production, exploration for and the sale of oil, gas and gas liquids in the United States. As of Dec. 31, 2011, the Company is operating in the states of Texas and Oklahoma. In addition, the Company operates two gas gathering systems located in Tulsa, Wagoner, Rogers and Mayes counties of Oklahoma. The pipeline consists of approximately 132 miles of steel and poly pipe, a gas processing plant and other ancillary equipment. The Company sells its oil and gas products primarily to a domestic pipeline and to another oil company. Petron Energy reported a net loss of $4.30 million in 2013 following a net loss of $8.32 million in 2012. As of Sept. 30, 2014, the Company had $3.74 million in total assets, $13.8 million in total liabilities and a $10.09 million total stockholders' deficit. KWCO, PC, in Odessa, TX, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company's significant operating losses since inception raise substantial doubt about its ability to continue as a going concern. POMARE LTD: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Pomare, Ltd. 700 North Nimitz Hwy. Honolulu, HI 96817 Case No.: 15-00203 Chapter 11 Petition Date: February 19, 2015 Court: United States Bankruptcy Court District of Hawaii (Honolulu) Judge: Hon. Robert J. Faris Debtor's Counsel: Chuck C. Choi, Esq. WAGNER CHOI & VERBRUGGE 745 Fort Street, Suite 1900 Honolulu, HI 96813 Tel: 808.533.1877 Fax: 808.566.6900 Email: cchoi@hibklaw.com - and - James A. Wagner, Esq. WAGNER CHOI & VERBRUGGE 745 Fort Street, Suite 1900 Honolulu, HI 96813 Tel: 808.533.1877 Fax: 808.566.6900 Email: jwagner@hibklaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $10 million to $50 million The petition was signed by Mark J. Storfer, executive V.P. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/hib15-00203.pdf POMARE LTD: Files for Chapter 11 for Second Time ------------------------------------------------ Star-Advertiser reports that Hilo Hattie's parent company Pomare Ltd. filed with the U.S. Bankruptcy Court in Hawaii on Feb. 19, 2015, a petition for Chapter 11 bankruptcy protection, listing $1 million to $10 million in total assets and $10 million to $50 million in total liabilities. Lorin Eleni Gill at Pacific Business News recalls that the Company previously filed for bankruptcy in 2008, but emerged in 2009. Hilo Hattie Executive Vice President Mark Storfer said in a statement, "We've adjusted every part of the business plan under our control to adapt to the rapidly changing dynamics of Hawaii's retail landscape. We have seen a slow but steady climb toward profitability as we've adjusted our positioning, product mix, and retail experience to meet shopper demand. But a key component of our plan was finding a retail footprint that fit today's market, and that has proven elusive." Pacific Business relates that the Hilo Hattie shut down three stores in Kihei on Maui and in Kona and Hilo on the Big Island in January 2015, leaving 60 people without jobs. According to Rick Daysog at HawaiiNewsNow, the attorney for the Company said that his client plants to emerge from bankruptcy and retain its remaining 100 workers. Based in Honolulu, Hawaii, Pomare Ltd., dba Hilo Hattie, is a tourist-destination retailer with operations chiefly in Hawaii. It has seven stores in Hawaii and two in California. It has 109 full and part-time workers and oversees four stores, two on Oahu, one on Kauai, and one and Maui. QUALITY DISTRIBUTION: Amends Term of CFO's Employment ----------------------------------------------------- Quality Distribution, Inc., disclosed it modified the terms of its employment with Joseph J. Troy, executive vice president and chief financial officer of the Company. According to a document filed with the Securities and Exchange Commission, the modification extends from 52 to 104 weeks the period for which Mr. Troy would receive severance pay equal to his then-current base salary and continued coverage under Company medical plans if Mr. Troy's employment is terminated by the Company without cause or by Mr. Troy with good reason. The remaining severance and other provisions of Mr. Troy's employment agreement with the Company are unchanged. About Quality Distribution Quality Distribution, LLC, and its parent holding company, Quality Distribution, Inc., are headquartered in Tampa, Florida. The company is a transporter of bulk liquid and dry bulk chemicals. The company's 2010 revenues are approximately $686 million. Apollo Management, L.P., owns roughly 30 percent of the common stock of Quality Distribution, Inc. Quality Distribution reported a net loss of $42.03 million on $930 million of total operating revenues for the year ended Dec. 31, 2013, as compared with net income of $50.07 million on $842 million of total operating revenues in 2012. The Company's balance sheet at Sept. 30, 2014, showed $440 million in total assets, $470.01 million in total liabilities and a $30.4 million total shareholders' deficit. Bankruptcy Warning The Company had consolidated indebtedness and capital lease obligations, including current maturities, of $383.3 million as of Dec. 31, 2013. The Company must make regular payments under the ABL Facility, including the $17.5 million senior secured term loan facility that was fully funded on July 15, 2013, and the Company's capital leases and semi-annual interest payments under its 2018 Notes. "The ABL Facility matures August 2016. Obligations under the Term Loan mature on June 14, 2016 or the earlier date on which the ABL Facility terminates. The maturity date of the ABL Facility, including the Term Loan, may be accelerated if we default on our obligations. If the maturity of the ABL Facility and/or such other debt is accelerated, we may not have sufficient cash on hand to repay the ABL Facility and/or such other debt or be able to refinance the ABL Facility and/or such other debt on acceptable terms, or at all. The failure to repay or refinance the ABL Facility and/or such other debt at maturity would have a material adverse effect on our business and financial condition, would cause substantial liquidity problems and may result in the bankruptcy of us and/or our subsidiaries. Any actual or potential bankruptcy or liquidity crisis may materially harm our relationships with our customers, suppliers and independent affiliates," the Company said in the Annual Report for the year ended Dec. 31, 2013. * * * As reported in the TCR on June 28, 2013, Moody's Investors Service upgraded Quality Distribution, LLC's Corporate Family Rating to 'B2' from 'B3' and Probability of Default Rating to 'B2-PD' from 'B3-PD'. The upgrade of Quality's CFR to 'B2' was largely driven by the expectation that credit metrics will improve over the next twelve to eighteen months, through a combination of EBITDA growth and debt paydowns, to levels consistent with the 'B2' rating level. The company is in the process of integrating the bolt-on acquisitions made in its Energy Logistics business sector since 2011. QUALITY DISTRIBUTION: Skyline Reports 4.7% Stake as of Dec. 31 -------------------------------------------------------------- Skyline Asset Management, L.P., disclosed in a document filed with the U.S. Securities and Exchange Commission that as of Dec. 31, 2014, it beneficially owned 1,326,800 shares of common stock of Quality Distribution, Inc., which represents 4.7 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/mnVlqq About Quality Distribution Quality Distribution, LLC, and its parent holding company, Quality Distribution, Inc., are headquartered in Tampa, Florida. The company is a transporter of bulk liquid and dry bulk chemicals. The company's 2010 revenues are approximately $686 million. Apollo Management, L.P., owns roughly 30 percent of the common stock of Quality Distribution, Inc. Quality Distribution reported a net loss of $42.03 million on $930 million of total operating revenues for the year ended Dec. 31, 2013, as compared with net income of $50.07 million on $842 million of total operating revenues in 2012. The Company's balance sheet at Sept. 30, 2014, showed $440 million in total assets, $470.01 million in total liabilities and a $30.4 million total shareholders' deficit. Bankruptcy Warning The Company had consolidated indebtedness and capital lease obligations, including current maturities, of $383.3 million as of Dec. 31, 2013. The Company must make regular payments under the ABL Facility, including the $17.5 million senior secured term loan facility that was fully funded on July 15, 2013, and the Company's capital leases and semi-annual interest payments under its 2018 Notes. "The ABL Facility matures August 2016. Obligations under the Term Loan mature on June 14, 2016 or the earlier date on which the ABL Facility terminates. The maturity date of the ABL Facility, including the Term Loan, may be accelerated if we default on our obligations. If the maturity of the ABL Facility and/or such other debt is accelerated, we may not have sufficient cash on hand to repay the ABL Facility and/or such other debt or be able to refinance the ABL Facility and/or such other debt on acceptable terms, or at all. The failure to repay or refinance the ABL Facility and/or such other debt at maturity would have a material adverse effect on our business and financial condition, would cause substantial liquidity problems and may result in the bankruptcy of us and/or our subsidiaries. Any actual or potential bankruptcy or liquidity crisis may materially harm our relationships with our customers, suppliers and independent affiliates," the Company said in the Annual Report for the year ended Dec. 31, 2013. * * * As reported in the TCR on June 28, 2013, Moody's Investors Service upgraded Quality Distribution, LLC's Corporate Family Rating to 'B2' from 'B3' and Probability of Default Rating to 'B2-PD' from 'B3-PD'. The upgrade of Quality's CFR to 'B2' was largely driven by the expectation that credit metrics will improve over the next twelve to eighteen months, through a combination of EBITDA growth and debt paydowns, to levels consistent with the 'B2' rating level. The company is in the process of integrating the bolt-on acquisitions made in its Energy Logistics business sector since 2011. QUANTUM FUEL: Closes $11.5-Mil. Public Offering of Common Stock --------------------------------------------------------------- Quantum Fuel Systems Technologies Worldwide, Inc. disclosed the closing of its previously announced underwritten offering of its common stock. The Company raised $11.5 million in gross proceeds by issuing 4,600,000 shares of its common stock, which included the issuance of an additional 600,000 shares as a result of the exercise of the underwriters’ over-allotment option, at a price to the public of $2.50 per share. Cowen and Company, LLC and FBR Capital Markets & Co. acted as joint bookrunners for the offering. Net proceeds from the sale of the shares after underwriting discounts and estimated offering expenses were approximately $10.54 million. The Company intends to use the net proceeds of the offering for general corporate and working capital purposes. About Quantum Fuel Lake Forest, Cal.-based Quantum Fuel Systems Technologies Worldwide, Inc. (Nasdaq: QTWW) develops and produces advanced vehicle propulsion systems, fuel storage technologies, and alternative fuel vehicles. Quantum's portfolio of technologies includes electronic and software controls, hybrid electric drive systems, natural gas and hydrogen storage and metering systems and other alternative fuel technologies and solutions that enable fuel efficient, low emission, natural gas, hybrid, plug-in hybrid electric and fuel cell vehicles. Quantum Fuel reported a net loss attributable to stockholders of $23.04 million in 2013, a net loss attributable to stockholders of $30.9 million in 2012 and a net loss attributable to common stockholders of $38.5 million in 2011. QUICKSILVER RESOURCES: Delisted From NYSE ----------------------------------------- The New York Stock Exchange LLC filed a Form 25 with the Securities and Exchange Commission notifying the removal from listing or registration of Quicksilver Resources Inc.'s common stock on the Exchange. About Quicksilver Quicksilver Resources Inc. is an exploration and production company engaged in the development and production of long-lived natural gas and oil properties onshore North America. Based in Fort Worth, Texas, the company is widely recognized as a leader in the development and production from unconventional reservoirs including shale gas, and coal bed methane. Following more than 30 years of operating as a private company, Quicksilver became public in 1999 and is listed on the New York Stock Exchange under the ticker symbol KWK. The company has U.S. offices in Fort Worth, Texas; Glen Rose, Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank, Montana. The Company's Canadian subsidiary, Quicksilver Resources Canada Inc., is headquartered in Calgary, Alberta. Quicksilver Resources posted net income of $162 million in 2013 following a net loss of $2.35 billion in 2012. The Company's balance sheet at Sept. 30, 2014, showed $1.26 billion in total assets, $2.36 billion in total liabilities and a $1.09 billion stockholders' deficit. Quicksilver in February 2015 disclosed it may need to seek voluntary protection under Chapter 11 of Bankruptcy Code if it won't be successful in restructuring its indebtedness. This announcement came after the Company had decided not to make the approximately $13.6 million interest payment due Feb. 17, 2015, on its 9.125% senior notes due 2019. QUICKSILVER RESOURCES: S&P Cuts CCR to D on Missed Interest Payment ------------------------------------------------------------------- Standard & Poor's Rating Services lowered its corporate credit on Quicksilver Resources Inc. to 'D' from 'CCC-' and the issue-level ratings on the company's second-lien debt, unsecured notes, and subordinated notes to 'D' from 'CCC-','C', and 'C', respectively. The 'D' ratings reflect the missed interest payment on the company's 9.125% senior notes due 2019. At the same time, S&P revised the recovery rating on the second-lien debt to '3' from '4' indicating "meaningful" (upper half of the 50% to 70% range) from '4' to reflect the presence of cash on the company's balance sheet, which improves the potential value available to the second-lien lenders. "The downgrade reflects the company's decision not to pay approximately $13.6 million in interest that was due on Feb. 17, 2015 on its 9.125% senior notes due 2019," said Standard & Poor's credit analyst Paul Harvey. The company has entered into a 30-day grace period during which it could make the interest payment. If the company does not make the interest payment before the end of the grace period, the trustee or the holders of at least 25% in the aggregate principal amount of the outstanding 2019 notes may declare the principal and accrued interest for all 2019 notes due and payable immediately. The company has retained Houlihan Lokey Capital Inc., Deloitte Transactions and Business Analytics LLP, and other advisors to collectively assist with the evaluation of the company's options to address near-term debt maturities, enhancement of its liquidity position, and evaluation of strategic alternatives. RADIOSHACK CORP: Has Go Signal to Start Selling Store Leases ------------------------------------------------------------ Alexander Maxham at Android Headlines reports that RadioShack Corp. has obtain permission from the Hon. Brendan Shannon of the U.S. Bankruptcy Court for the District of Delaware to start the bidding and auction process for the leases for the Company's 1,100 abandoned stores which will be closing by the end of this month. Tom Hals at Reuters reports that an auction will be held this week for leases that draw multiple bids. The Company said that it will disclose in a court filing which leases drew bids, Reuters states. Android Headlines relates that the Company will be looking for court approval to sell the leases of an additional 2,400 stores. The Company was moving quickly to close a number of stores so they wouldn't get stuck paying for March's rent for the stores, Android Headlines says. Mani at Valuewalk.com reports David M. Fournier, Esq., at Pepper Hamilton LLP, the attorney for the Company, indicated that his client may have dozens of bidders for its stores. The Company, Valuewalk.com relates, has a tentative deal to sell up to 2,400 of its 4,100 stores to an affiliate of Standard General, but any better bids, which Mr. Fournier indicated could include liquidation offers, may trump that deal. According to the report, the Company would accept all kinds of bids for its assets, including from liquidators, though any transaction would require court approval. Standard General, according to Android Headlines, plans to act as an initial bidder for the locations that remain open and bring in Sprint as a partner to operate those stores. About Radioshack Corporation Fort Worth, Texas-based RadioShack (NYSE: RSH) -- http://www.radioshackcorporation.com/-- is a retailer of mobile technology products and services, as well as products related to personal and home technology and power supply needs. RadioShack's retail network includes more than 4,300 company-operated stores in the United States, 270 company-operated stores in Mexico, and approximately 1,000 dealer and other outlets worldwide. RadioShack Corporation (Bankr. D. Del. Case No. 15-10197) and affiliates Atlantic Retail Ventures, Inc. (Bankr. D. Del. Case No. 15-10199), Ignition L.P. (Bankr. D. Del. Case No. 15-10200), ITC Services, Inc. (Bankr. D. Del. Case No. 15-10201), Merchandising Support Services, Inc. (Bankr. D. Del. Case No. 15-10202), RadioShack Customer Service LLC (Bankr. D. Del. Case No. 15-10203), RadioShack Global Sourcing Corporation (Bankr. D. Del. Case No. 15-10204), RadioShack Global Sourcing Limited Partnership (Bankr. D. Del. Case No. 15-10206), RadioShack Global Sourcing, Inc. (Bankr. D. Del. Case No. 15-10207), RS Ig Holdings Incorporated (Bankr. D. Del. Case No. 15-10208), RSIgnite, LLC (Bankr. D. Del. Case No. 15-10209), SCK, Inc. (Bankr. D. Del. Case No. 15-10210), Tandy Finance Corporation (Bankr. D. Del. Case No. 15-10211), Tandy Holdings, Inc. (Bankr. D. Del. Case No. 15-10212), Tandy International Corporation (Bankr. D. Del. Case No. 15-10213), TE Electronics LP (Bankr. D. Del. Case No. 15-10214), Trade and Save LLC (Bankr. D. Del. Case No. 15-10215), and TRS Quality, Inc. (Bankr. D. Del. Case No. 15-10217) filed separate Chapter 11 bankruptcy petitions on Feb. 5, 2015. The petitions were signed by Joseph C. Maggnacca, chief executive officer. Judge Kevin J. Carey presides over the case. David G. Heiman, Esq., Greg M. Gordon, Esq., Amanda M. Suzuki, Esq., Jonathan M. Fisher, Esq., Thomas A. Howley, Esq., and Paul M. Green, Esq., at Jones Day serve as the Debtors' bankruptcy counsel. David M. Fournier, Esq., Evelyn J. Meltzer, Esq., and John H. Schanne, II, Esq., at Pepper Hamilton LLP serve as co-counsel. Carlin Adrianopoli at FTI Consulting, Inc., is the Debtors' restructuring advisor. Maeva Group, LLC, is the Debtors' turnaround advisor. Lazard Freres & Co. LLC is the Debtors' investment banker. A&G Realty Partners is the Debtors' real estate advisor. Prime Clerk is the Debtors' claims and noticing agent. In their Petitions, the Debtors disclosed total assets of $1.2 billion, versus total debts of $1.3 billion. Radioshack reported a net loss of $400.2 million in 2013, a net loss of $139 million in 2012, and net income of $72.2 million in 2011. The Company's balance sheet at Aug. 2, 2014, showed $1.14 billion in total assets, $1.21 billion in total liabilities and a $63 million total shareholders' deficit. The U.S. Trustee has appointed seven members to the Official Committee of Unsecured Creditors. RESEARCH SOLUTIONS: Incurs $94K Net Loss in Dec. 31 Quarter ----------------------------------------------------------- Research Solutions, Inc. filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $94,200 on $7.93 million of revenue for the three months ended Dec. 31, 2014, compared to a net loss of $447,000 on $7.38 million of revenue for the same period in 2013. For the six months ended Dec. 31, 2014, the Company reported net income of $1.05 million on $15.5 million of revenue compared to a net loss of $589,500 on $14 million of revenue for the same period last year. As of Dec. 31, 2014, the Company had $7.13 million in total assets, $6.32 million in total liabilities and $813,000 in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/Rtds8G About Research Solutions Research Solutions, Inc. provides research information services and software to research-intensive industries in the Life Sciences and other fields. The Encino, California-based Company delivers copyrighted copies of published content, including articles from published journals, to content users in hard copy or electronic form. The Company reported a net loss of $1.87 million for the fiscal year ended June 30, 2014, compared with net income of $192,000 for the year ended June 30, 2013. RESIDENTIAL ACCREDIT: $235MM Settlement Has Court's Preliminary OK ------------------------------------------------------------------ The Hon. Katherine Failla of the U.S. District Court for the Southern District of New York granted on Feb. 19, 2015, preliminary approval to a $235 million settlement with the underwriters involved in the class action lawsuit brought by purchasers of mortgage-backed securities issued by Residential Accredit Loans, Inc., according to Lead Plaintiffs' counsel Cohen Milstein Sellers & Toll PLLC. Led by the New Jersey Carpenters Health Fund, the settlement with underwriters Citigroup Global Markets Inc., Goldman Sachs & Co., and UBS Securities LLC, along with the previously approved $100 million settlement with RALI, its affiliates, and the individual Defendants in 2013, brings the total case settlement to $335 million. "We are pleased with the preliminary approval of this settlement," said Plaintiffs' lead attorney, Joel P. Laitman, Esq., at Cohen Milstein Sellers & Toll PLLC. "It was a long and complex litigation that lasted over six years. Plaintiffs overcame many obstacles including an initial denial of class certification and we believe the $335 million settlement provides a meaningful recovery to investors in the class." Cohen Milstein Managing Partner Steven J. Toll, Esq., whose firm was Lead Counsel in the consolidated class action, added, "This settlement will at long last give closure and substantial monetary relief to investors who suffered losses in connection with these RALI mortgage-backed securities. The perseverance of our litigation team was key to achieving this terrific result for the Class of investors we represented, and we are all grateful for their efforts." Preliminarily approved by Judge Failla, the settlement -- upon final approval -- will mark the end of years of intense, complicated litigation over MBS offerings issued and sold to the New Jersey fund and other investors from 2006 through 2007 by RALI and certain of its affiliates. The Plaintiffs alleged that the defendants, including the underwriters, committed Securities Act violations in connection with the public offerings of these MBS and systematically disregarded the applicable underwriting guidelines when originating the mortgage loans underlying the securities at issue. Further complicating the legal action, in May 2012, RALI and its affiliates sought voluntary Chapter 11 bankruptcy. Despite this, in 2013, the plaintiffs were able to secure a $100 million settlement against RALI and its affiliates. That settlement amount is being held in escrow until the settlement with the underwriters receives final approval. Judge Failla will hold a final approval hearing on July 31, 2015. The $235 million settlement with the underwriter defendants was reached in November 2014 after years of mediation before retired Judge Daniel Weinstein, a well-regarded national mediator. In addition to Laitman and Toll, the Lead Plaintiffs are represented by attorneys Christopher Lometti, Esq., Michael Eisenkraft, Esq., Joshua Devore, Esq., Richard A. Speirs, Esq., Daniel B. Rehns, Esq., Kenneth M. Rehns, Esq., and S. Douglas Bunch, Esq., all of Cohen Milstein Sellers & Toll PLLC. RESTORGENEX CORP: Ernest Moody Reports 5.1% Stake as of May 2014 ---------------------------------------------------------------- Ernest W. Moody Revocable Trust disclosed in a document filed with the Securities and Exchange Commission that as of May 2, 2014, it beneficially owned 975,000 shares of common stock of RestorGenex Corp, which represents 5.17 percent of the shares outstanding. A copy of the regulatory filing is available for free at: http://is.gd/4AV9nH About RestorGenex RestorGenex Corporation operates as a biopharmaceutical company. It focuses on dermatology, ocular disease, and women's health areas. The company was formerly known as Stratus Media Group, Inc., and changed its name to RestorGenex Corporation in March 2014. RestorGenex Corporation is based in Los Angeles, California. Restorgenex reported a net loss of $2.45 million in 2013 following a net loss of $6.85 million in 2012. For the nine months ended Sept. 30, 2014, the Company reported a net loss of $9.28 million. The Company's balance sheet at Sept. 30, 2014, showed $50.5 million in total assets, $7.74 million in total liabilities and $42.8 million in total stockholders' equity. Goldman Kurland and Mohidin LLP, in Encino, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that RestorGenex Corporation has suffered recurring losses and has negative cash flow from operations. These conditions, the auditors said, raise substantial doubt as to the ability of RestorGenex Corporation to continue as a going concern. RETROPHIN INC: Broadfin Reports 9.6% Stake as of Dec. 31 -------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Broadfin Capital, LLC, Broadfin Healthcare Master Fund, Ltd. and Kevin Kotler disclosed that as of Dec. 31, 2014, they beneficially owned 2,549,874 shares of common stock of Retrophin, Inc., which represents 9.6 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/JaNEea About Retrophin Retrophin, Inc., develops, acquires and commercializes therapies for the treatment of serious, catastrophic or rare diseases. The Company offers Chenodal(R), a treatment for gallstones; Vecamyl(R), a treatment for moderately severe to severe essential hypertension and uncomplicated cases of malignant hypertension; and Thiola, for the prevention of kidney stone formation in patients with severe homozygous cystinuria. The Company's balance sheet at Sept. 30, 2014, showed $146 million in total assets, $156 million in total liabilities, and a stockholders' deficit of $10.2 million. "Management believes that the Company will continue to incur losses for the immediate future. For the nine months ended Sept. 30, 2014, the Company has generated revenue and is trying to achieve positive cash flow from operations. The Company's future depends on the costs, timing, and outcome of regulatory reviews of its product candidates, ongoing research and development, the funding of planned or potential acquisitions, other planned operating activities, and the costs of commercialization activities, including ongoing, product marketing, sales and distribution. The Company expects to finance its cash needs from results of operations and depending on the results of operations, the Company may need additional private and public equity offerings and debt financings, corporate collaboration and licensing arrangements and grants from patient advocacy groups, foundations and government agencies. Although management believes that the Company has access to capital resources, there are no commitments for financing in place at this time, nor can management provide any assurance that such financing will be available on commercially acceptable terms, if at all. These conditions raise substantial doubt about the Company's ability to continue as a going concern," according to the quarterly report for the period ended Sept. 30, 2014. RETROPHIN INC: Consonance Capman Reports 9.6% Stake as of Dec. 31 ----------------------------------------------------------------- Consonance Capman GP LLC, et al., disclosed in a Schedule 13G filed with the U.S. Securities and Exchange Commission that as of Dec. 31, 2014, they beneficially owned 2,551,535 shares of common stock of Retrophin, Inc., which represents 9.6 percent based on 26,699,847 shares of common stock outstanding as of Nov. 12, 2014, as reported in the Issuers Form 10-Q filed with the SEC on Nov. 13, 2014. A copy of the regulatory filing is available for free at http://is.gd/bW2GDs About Retrophin Retrophin, Inc., develops, acquires and commercializes therapies for the treatment of serious, catastrophic or rare diseases. The Company offers Chenodal(R), a treatment for gallstones; Vecamyl(R), a treatment for moderately severe to severe essential hypertension and uncomplicated cases of malignant hypertension; and Thiola, for the prevention of kidney stone formation in patients with severe homozygous cystinuria. The Company's balance sheet at Sept. 30, 2014, showed $146 million in total assets, $156 million in total liabilities, and a stockholders' deficit of $10.2 million. "Management believes that the Company will continue to incur losses for the immediate future. For the nine months ended Sept. 30, 2014, the Company has generated revenue and is trying to achieve positive cash flow from operations. The Company's future depends on the costs, timing, and outcome of regulatory reviews of its product candidates, ongoing research and development, the funding of planned or potential acquisitions, other planned operating activities, and the costs of commercialization activities, including ongoing, product marketing, sales and distribution. The Company expects to finance its cash needs from results of operations and depending on the results of operations, the Company may need additional private and public equity offerings and debt financings, corporate collaboration and licensing arrangements and grants from patient advocacy groups, foundations and government agencies. Although management believes that the Company has access to capital resources, there are no commitments for financing in place at this time, nor can management provide any assurance that such financing will be available on commercially acceptable terms, if at all. These conditions raise substantial doubt about the Company's ability to continue as a going concern," according to the quarterly report for the period ended Sept. 30, 2014. RETROPHIN INC: QVT Financial Reports 7.4% Stake as of Dec. 31 ------------------------------------------------------------- QVT Financial LP, QVT Financial GP LLC, and QVT Associates GP LLC disclosed that as of Dec. 31, 2014, they beneficially owned 2,053,019 shares of common stock of Retrophin, Inc., which represents 7.47 percent of the shares outstanding. QVT Fund V LP also reported beneficial ownership of 1,607,675 common shares as of that date. A copy of the regulatory filing is available for free at http://is.gd/BZcYl2 About Retrophin Retrophin, Inc., develops, acquires and commercializes therapies for the treatment of serious, catastrophic or rare diseases. The Company offers Chenodal(R), a treatment for gallstones; Vecamyl(R), a treatment for moderately severe to severe essential hypertension and uncomplicated cases of malignant hypertension; and Thiola, for the prevention of kidney stone formation in patients with severe homozygous cystinuria. The Company's balance sheet at Sept. 30, 2014, showed $146 million in total assets, $156 million in total liabilities, and a stockholders' deficit of $10.2 million. "Management believes that the Company will continue to incur losses for the immediate future. For the nine months ended Sept. 30, 2014, the Company has generated revenue and is trying to achieve positive cash flow from operations. The Company's future depends on the costs, timing, and outcome of regulatory reviews of its product candidates, ongoing research and development, the funding of planned or potential acquisitions, other planned operating activities, and the costs of commercialization activities, including ongoing, product marketing, sales and distribution. The Company expects to finance its cash needs from results of operations and depending on the results of operations, the Company may need additional private and public equity offerings and debt financings, corporate collaboration and licensing arrangements and grants from patient advocacy groups, foundations and government agencies. Although management believes that the Company has access to capital resources, there are no commitments for financing in place at this time, nor can management provide any assurance that such financing will be available on commercially acceptable terms, if at all. These conditions raise substantial doubt about the Company's ability to continue as a going concern," according to the quarterly report for the period ended Sept. 30, 2014. REVEL AC: Allowed to Scrap Second Bankruptcy Sale ------------------------------------------------- U.S. Bankruptcy Judge Gloria Burns in New Jersey allowed Revel AC, LLC, to scrap the sale of its casino to Glenn Straub's Polo North Country Club Inc., giving the bankrupt casino operator a third chance to find another buyer, various news sources reported. Michael Bathon, writing for Bloomberg News, Judge Burns gave Revel permission to cancel its $95.4 million deal with Polo North and allowed it to keep the bidder’s $10 million deposit, which will be held in escrow. Mr. Straub is weighing an appeal, his attorney Stuart Moskovitz said in an e-mail, the Bloomberg report said. As previously reported by The Troubled Company Reporter, Revel urged the bankruptcy court to allow it to terminate the sale of its casino to Polo North. The move came as a result of Polo North's request for an extension of the Feb. 9 sale closing date, because numerous conditions to closing remain unresolved. Polo North said in court papers that before it can or should be compelled to close, there should and must be (i) a full adjudication of ACR Energy's, IDEA Boardwalk's and the restaurant Amenity Tenants' possessory rights, if any, in the property; (ii) a full adjudication on the pending motions pertaining to ACR's rights to disconnect and shut off power to the Revel building; (iii) receipt by Polo North of its Gaming Approvals; and (iv) satisfaction of each of the title conditions contained in the title commitment so that Polo North receives clear and marketable title to the properties that are the subject of the Polo North APA. Revel will seek permission at a Feb. 25 hearing to use the forfeited deposit to help fund it’s expenses going forward, John K. Cunningham, an attorney for the company, said, the Bloomberg report further related. 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 Allows Termination of Glenn Straub Sale Deal ------------------------------------------------------------ Harold Brubaker at The Inquirer reports that the Bankruptcy Court has allowed the lawyers, lenders, and restructuring experts in charge of Revel AC, Inc., to end the deal with Glenn Straub. As reported by the Troubled Company Reporter on Feb. 20, 2015, Michael Bathon, writing for Bloomberg News, reported that the Company urged the Bankruptcy Court to allow it to terminate the sale of its Atlantic City casino to Glenn Straud's Polo North County Club Inc., and try, for the third time, to find a buyer. According to the report, Revel's lawyers told Judge Burns that while Polo North has stated that it's still willing to go through with the deal "the truth is they're not." The Inquirer says that the Company's nightclub and restaurant tenants, who have protected their rights to stay in the property under a new owner, could continue making a sale difficult, and the Company's utility supplier would still have significant leverage. 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. REYNOLDS GROUP: Moody's Confirms 'B3' CFR, Outlook Stable --------------------------------------------------------- Moody's Investors Service confirmed the B3 corporate family rating, B3-PD probability of default rating and other instrument ratings of Reynolds Group Holdings Limited and its subsidiaries. The rating outlook is stable. The confirmation follows RGHL's announcement that it plans to use 100% of the proceeds from the pending sale of the SIG division for debt reduction. This concludes the review for downgrade initiated on Nov. 25, 2014. On Feb. 17, 2015, RGHL announced the commencement of offers to purchase senior secured notes and senior unsecured notes with the proceeds from the sale of the SIG division. The amount of cash proceeds (net of certain adjustments described in the indentures governing the notes) to be received at the closing of the SIG disposition is currently estimated to be $4.15 billion. The company intends to publicly disclose the precise amount of the proceeds at least 6 business days prior to the closing of the SIG disposition. In addition, RGHL is concurrently seeking an amendment to the term loan facility credit agreement to allow the company to use the asset sale proceeds to pay down higher coupon notes rather than term loans. Moody's confirmed the following ratings: Reynolds Group Holdings Limited -- B3 corporate family rating -- B3-PD probability of default rating Reynolds Group Holdings Inc. -- All senior secured facilities, B1 (LGD2) Beverage Packaging Holdings (Luxembourg) II S.A., (Co-Issued by Beverage Packaging Holdings II Issuer Inc. (USA)) -- All senior unsecured notes, Caa2 (LGD5) -- All senior subordinated notes, Caa2 (LGD6) Reynolds Group Issuer Inc., (Co-Issued by Reynolds Group Issuer LLC, Reynolds Group Issuer (Luxembourg) S.A.) -- All senior secured notes, B1 (LGD2) -- All senior unsecured notes, Caa2 (LGD5) Pactiv Corporation -- All senior unsecured notes, Caa2 (LGD6) The outlook is stable. The confirmation of RGHL and its subsidiaries ratings reflects management's pledge to use 100% of the proceeds from the pending sale of the SIG division for debt reduction. While leverage is expected to remain above 7.0 times over the near-term, RGHL is expected to continue to improve its operating performance, pay down debt and improve credit metrics. Additionally, the company is expected to continue to maintain good liquidity. Free cash flow to debt is also expected to improve at least slightly following the completion of the tender offer. Specific instrument ratings may change depending upon which debt the company repays. The B3 corporate family rating reflects RGHL's weak credit metrics, lengthy raw material cost pass-through provisions and the concentration of sales. The rating also reflect the company's acquisitiveness and financial aggressiveness. The company has a complex capital and organizational structure and limited transparency into its various segments. RGHL operates in a fragmented and competitive industry and has a significant percentage of commodity products. The company is owned by a single individual-financier Graeme Hart. Strengths in the company's profile include its strong brands and market positions in certain segments, scale and high percentage of blue-chip customers. Scale, as measured by revenue, is significant for the industry and helps RGHL lower its raw material costs. The company also has high exposure to food and beverage packaging. RGHL also maintains adequate liquidity with a large cash balance on hand. The stable outlook reflects an expectation that RGHL will continue to improve its operating performance, pay down debt and improve credit metrics. The ratings could be downgraded if there is deterioration in credit metrics, liquidity or the competitive and operating environment. The ratings could also be downgraded if the company pays a dividend or undertakes any significant acquisition. Specifically, the ratings could be downgraded if debt to EBITDA remains above 7.0 times, EBIT to interest expense declined below 1.0 time, and free cash flow to debt remained below 1.0%. The rating could be upgraded if RGHL sustainably improves its credit metrics within the context of a stable operating and competitive environment while maintaining adequate liquidity including ample cushion under financial covenants. Specifically, RGHL would need to improve debt to EBITDA to below 6.3 times, EBIT to interest expense to at least 1.4 times and free cash flow to debt to above 3.5% while maintaining the EBIT margin in the high single digits. The principal methodology used in these ratings was Global Packaging Manufacturers: Metal, Glass, and Plastic Containers published in June 2009. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. RIVER CITY: Court Allows Debtors to Re-Solicit Bids for Assets -------------------------------------------------------------- The U.S. Bank National Association -- as trustee for the registered holders of Wachovia Bank Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2005-C22, and U.S. Bank National Association, as trustee for the registered holders of Wachovia Bank Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2006-C23, and through CWCapital Asset Management LLC, solely in its capacity as Special Servicer for the trusts -- filed a response to the Sale Motion lodged by River City Renaissance, LC and River City Renaissance III, LC. Each of the Holders were determined the high bidders with respect to the Debtors' Properties at the auction, held by the Debtors and their professionals on December 18, 2014. The Debtors represented to the Court in their Sale Motion and again at the hearing held on December 23, 2014, that it was their intention to move forward with each of the sales, subject to a few minor tasks that had not yet been addressed due to the press of business. Similarly, as represented by the Holders at the Post-Auction Hearing, it is the Holders' intention to close on the sale transaction upon execution of an acceptable asset purchase agreement and the entry of an order approving the sale. Matthew W. Levin, Esq., at Kilpatrick Townsend & Stockton LLP, in Atlanta, Georgia -- rrahman@kilpatricktownsend.com -- tells the Court that certain issues have arisen since the Post-Auction Hearing that require the Court's input: (1) Issue on purchase price for which the RCR Holder will purchase the RCR Properties. The RCR Holder asserts that the purchase price for the RCR Properties should be no more than $30,250,000. The Debtors believe the purchase price should be $30,500,000. The disagreement arises out of the Debtors' revelation, well after the conclusion of the Auction, that it has reconsidered its original well-documented understanding of the outcome of the Auction but, nevertheless, is unwilling to revise the results of the Auction to reflect their new understanding of the same; (2) Issue with respect to the Holder's request to include in any sale order a finding that the Holders are entitled to the protections of Sections 363(m) and (n) of the Bankruptcy Code, as a good-faith purchaser. At this time, the Holders are uncertain whether the Debtors will request that the Holder's receive those protections, notwithstanding their representation that the approvals would be sought; and (3) Issue with respect to the Holders' payment of property taxes with respect to the Properties. In particular, on January 2, 2015, and January 5, 2015, the Holders advanced $198,634 in cash to pay accrued property taxes with respect to the Properties for the 2014 period. Absent advancements by the Holders to pay the 2014 Taxes, a tax lien would have arisen with respect to the Debtors assets, including the Properties. Therefore, Mr. Levin says, the Holders' advancements inured to the benefit of the Debtors' estates. To the extent they are unwilling to do so voluntarily, the Holders should be required to reimburse the Holders in cash at the closing of the sale of the Properties, Mr. Levin contends. Mr. Levin assures the Court that the Holders remain committed to purchasing the Properties on the terms set forth in the asset purchase agreement, signed prior to the Auction (subject to several minor modifications). However, prior to any such closing, the Holders believe it is appropriate for the Court to decide several issues that, as of the filing of this pleading, the parties have been unable to resolve. Debtors' Reply The Debtors filed a reply to the Holders' Response, and (i) seek continuance and amendment to the Sale & Bid Procedures in connection with the Sale Motion, and (ii) ask for finding that the Holders are good faith purchasers. The Holders' Response contains material misstatements of fact and partial recitations of fact concerning, among other issues, the Auction and events that transpired after the Auction, the Debtors contend. The Debtors assert that the Holders' Response attempts to cobble together certain facts along with several critical inaccuracies in an effort to reduce the RCR Holders' prevailing bid to $30,250,000. The Debtors tell the Court that they have had little to no dialogue with the Holders concerning the issue raised in the Holders' Response regarding the 2014 Taxes, and, in light of the request for a continuance on the sale and these matters, any disposition as to the 2014 Taxes is necessarily not yet ripe. Hence, the Debtors ask that any ruling on the reimbursement of 2014 Taxes be held in abeyance. The Debtors also seek authorization for them and the Auctioneer to re-solicit bids, market the Properties, and seek offers from potential purchasers and potential stalking-horse bidders during the Extension Period, and authorization for the Debtors and the Auctioneer to represent to interested parties that the payoff figures for each respective Debtor are not greater than these figures, through January 23, 2015: (i) RCR: $30,887,372, and (ii) RCR III: $6,520,222. * * * Bankruptcy Judge Keith L. Phillips modified the Sale and Bid Procedures relating to the Sale Motion and reconvened a hearing on February 10, 2015, as to the issues raised in the Holders' Response. Judge Phillips authorized the Debtors and the Auctioneer to re-solicit bids for the purchase of the Properties to determine the market interest and willingness of interested parties to submit bids or act as a stalking-horse bidder. The Credit-Bid Order is modified and the Debtors and the Auctioneer are authorized to represent to interested parties that, with the exception of accruing costs and expenses, the payoff figures for each respective Debtor are not greater than these figures: (i) RCR: $30,887,372, and (ii) RCR III: $6,520,222. About River City Renaissance Richmond, Virginia-based, River City Renaissance, LC, and River City Renaissance III, LC, sought Chapter 11 protection (Bankr. E.D. Va. Case Nos. 14-34080 and 14-34081) in Richmond, Virginia, on July 30, 2014. The cases are assigned to Judge Keith L. Phillips. Robert H. Chappell, III, Esq., at Spotts Fain PC, represents the Debtors in their cases. River City Renaissance LC disclosed $27.3 million in assets and $29.2 million in liabilities as of the Chapter 11 filing. Renaissance III estimated less than $10 million in assets and debts. The Debtors have tapped Spotts Fain PC as counsel. ROMAN DEVELOPMENT: Files for Ch 11, Dodges Foreclosure on Property ------------------------------------------------------------------ Michael Thompson at Richmond BizSense reports that Roman Development LLC filed for Chapter 11 bankruptcy protection on Feb. 18, 2015, staving off a foreclosure attempt on its 104-year-old former bank building in Richmond, Virginia, by Fulton Bank, after the Company defaulted on a loan issued in 2005. BizSense relates that the loan was originally for $225,000 and in 2006, it was modified to $481,000. "We filed the Chapter 11 to stay a sale. The reason for the filing is the lender would not renew, or decided not to renew, the note that is secured by the property," BizSense quoted Kevin Lake, Esq., at McDonald, Sutton & DuVal, the Company's bankruptcy counsel. The plan is to either refinance the property or sell it, and the income from the building's occupant, the Vanquish bar and restaurant, will help find a buyer, the report states, citing Mr. Lake. According to BizSense, Steve Goodwin is listed as the Company's registered agent. Roman Development LLC owns the century-old bank-turned-restaurant space at 1005 E. Main Street in Richmond, Virginia. It is currently home to a nightclub and restaurant. RONALD COHEN: 3rd Circuit Denies Plea to Dismiss Landlord's Suit ---------------------------------------------------------------- Danny Jacobs at The Daily Record reports that a Montgomery County Circuit Court judge has denied Ronald Cohen Management Company's motion to dismiss a second lawsuit brought by landlord Tower Oaks Boulevard LLC, claiming that the Company set up "sham" holding companies and fraudulently conveyed millions of dollars. "Three judges have now found they acted in bad faith and fraudulently. Hopefully we're making progress, but we still haven't been paid a dime," The Daily Record quoted Christopher C. Fogleman, Esq., the attorney for Tower Oaks. The Daily Record recalls that the Company filed for bankruptcy protection minutes before the August 2014 auction of three of its properties aimed at satisfying judgment owed to Tower Oaks. The Company listed Tower Oaks' $6.7 million claim as "disputed". According to The Daily Record, Tower Oaks has alleged that the Company and Ronald Cohen Investments twice forced it into foreclosure by failing to pay rent. The defendant Cohen companies have no ownership stake in any of the properties, which are owned by Cohen family members through holding companies, The Daily Record states, citing Eric Siegel, Esq., the attorney for Cohen Siegel Investors LLC, the new name for the Cohen Cos., the real estate investment firm founded by Ronald J. Cohen. Ronald Cohen Management "candidly admits" it filed for bankruptcy to stop the foreclosure of the properties that it also claims are not part of its estate because they are owned by other companies, and "in this sense, the Debtor seeks to have it both ways . . . . Because the Debtor filed this case to invoke the automatic stay not on its behalf, but to attempt to protect entities who it concedes are not included in the estate, the court concludes that the case was filed with subjective bad faith," Bankruptcy Judge Thomas J. Catliota said in a Feb. 5 opinion. Court documents say that the Company has since filed a motion to reconsider the dismissal. About Ronald Cohen Ronald Cohen Management Company, based in Rockville, Maryland, filed for Chapter 11 bankruptcy (Bankr. D. Md. Case No. 14-23399) on Aug. 27, 2014. Judge Wendelin I. Lipp presided over the case. Stephen A. Metz, Esq., at Shulman, Rogers, Gandal, Pordy & Ecker, P.A., served as the Debtor's counsel. Ronald Cohen estimated under $50,000 in assets and $1 million to $10 million in liabilities. The petition was signed by Ronald J. Cohen, president. A list of the eight largest unsecured creditors is available for free at http://bankrupt.com/misc/mdb14-23399.pdf ROSETTA GENOMICS: Signs Equity Sales Agreement with Cantor ---------------------------------------------------------- Rosetta Genomics Ltd. entered into a controlled equity offering sales agreement with Cantor Fitzgerald & Co., as sales agent, according to a document filed with the Securities and Exchange Commission. Under the Agreement, Rosetta may offer and sell ordinary shares, par value NIS 0.6 per share, from time to time through Cantor, acting as agent. Rosetta intends to file a prospectus supplement relating to the offer and sale, from time to time, of its ordinary shares having an aggregate offering price of up to $14,400,000 pursuant to the Agreement. Rosetta intends to use the net proceeds from the offering, if any, for its operations and for other general corporate purposes, including, but not limited to, repayment or refinancing of future indebtedness or other future corporate borrowings, working capital, intellectual property protection and enforcement, capital expenditures, investments, acquisitions or collaborations, research and development and product development. Rosetta is not obligated to sell any Shares pursuant to the Agreement. Subject to the terms and conditions of the Agreement, Cantor will use commercially reasonable efforts, consistent with its normal trading and sales practices and applicable state and federal law, rules and regulations and the rules of The NASDAQ Capital Market, to sell Shares from time to time based upon Rosetta's instructions, including any price, time or size limits or other customary parameters or conditions Rosetta may impose. Under the Agreement, Cantor may sell Shares by any method deemed to be an "at-the-market" offering as defined in Rule 415 promulgated under the Securities Act of 1933, as amended, including sales made directly on The NASDAQ Capital Market, on any other existing trading market for the Shares or to or through a market maker. In addition, pursuant to the terms and conditions of the Agreement and subject to the instructions of Rosetta, Cantor may sell Shares by any other method permitted by law, including in privately negotiated transactions. The Agreement will terminate upon the earlier of (i) the sale of all ordinary shares subject to the Agreement, or (ii) termination of the Agreement as otherwise permitted therein. The Agreement may be terminated by Cantor or Rosetta at any time upon 10 days' notice to the other party, or by Cantor at any time in certain circumstances, including the occurrence of a material adverse change in Rosetta. Rosetta will pay Cantor a commission of up to 5.0% of the aggregate gross proceeds from each sale of Shares and has agreed to provide Cantor with customary indemnification and contribution rights. The Shares will be issued pursuant to Rosetta's previously filed and effective Registration Statement on Form F-3 (File No. 333-185338), the base prospectus dated Dec. 19, 2012, filed as part of that Registration Statement, and a prospectus supplement to be filed by Rosetta with the Securities and Exchange Commission. About Rosetta Based in Rehovot, Israel, Rosetta Genomics Ltd. is seeking to develop and commercialize new diagnostic tests based on a recently discovered group of genes known as microRNAs. MicroRNAs are naturally expressed, or produced, using instructions encoded in DNA and are believed to play an important role in normal function and in various pathologies. The Company has established a CLIA- certified laboratory in Philadelphia, which enables the Company to develop, validate and commercialize its own diagnostic tests applying its microRNA technology. Rosetta Genomics incurred a net comprehensive loss after discontinued operations of $12.9 million on $405,000 of revenues for the year ended Dec. 31, 2013, as compared with a net comprehensive loss after discontinued operations of $10.5 million on $201,000 of revenues in 2012. Rosetta Genomics Ltd. reported a net loss after discontinued operations of $7.18 million on $554,000 of revenues for the six months ended June 30, 2014, compared to a net loss after discontinued operations of $6.29 million on $193,000 of revenues for the same period a year ago. The Company's balance sheet at June 30, 2014, showed $21.7 million in total assets, $1.79 million in total liabilities and $19.9 million in total shareholders' equity. Bankruptcy Warning "We will require substantial additional funding and expect to augment our cash balance through financing transactions, including the issuance of debt or equity securities and further strategic collaborations. On December 7, 2012, we filed a shelf registration statement on Form F-3 with the SEC for the issuance of ordinary shares, various series of debt securities and/or warrants to purchase any of such securities, either individually or in units, with a total value of up to $75 million, from time to time at prices and on terms to be determined at the time of such offerings. The filing was declared effective on December 19, 2012. As of the time of the filing of this Annual Report on Form 20-F, we had sold through the Cantor Sales Agreement an aggregate of 1,559,537 of our ordinary shares for gross proceeds of $5.9 million under this shelf registration statement, leaving an aggregate of approximately $69.1 million of securities available for sale. If we need additional funding, there can be no assurance that we will be able to obtain adequate levels of additional funding on favorable terms, if at all. If adequate funds are needed and not available, we may be required to: * delay, reduce the scope of or eliminate certain research and development programs; * obtain funds through arrangements with collaborators or others on terms unfavorable to us or that may require us to relinquish rights to certain technologies or products that we might otherwise seek to develop or commercialize independently; * monetize certain of our assets; * pursue merger or acquisition strategies; or * seek protection under the bankruptcy laws of Israel and the United States," the Company stated in the 2013 Annual Report. SALADWORKS LLC: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Saladworks, LLC 161 Washington Street #300 Conshohocken, PA 19428 Case No.: 15-10327 Type of Business: Fesh Salad Chain Chapter 11 Petition Date: February 17, 2015 Court: United States Bankruptcy Court District of Delaware (Delaware) Judge: Hon. Laurie Selber Silverstein Debtor's Counsel: Kimberly A. Brown, Esq. LANDIS RATH & COBB LLP 919 N. Market Street, Suite 1800 PO Box 2087 Wilmington, DE 19899 Tel: 302-467-4400 Fax: 302-467-4450 Emails: brown@lrclaw.com - and - Adam G. Landis, Esq. LANDIS RATH & COBB LLP 919 Market Street, Suite 1800 Wilmington, DE 19801 Tel: 302-467-4400 Fax: 302-467-4450 Email: landis@lrclaw.com - and - Kerri K. Mumford, Esq. LANDIS RATH & COBB LLP 919 Market Street, Suite 1800 Wilmington, DE 19801 Tel: (302) 467-4414 Fax: (302) 467-4450 Email: mumford@lrclaw.com Debtor's SSG Advisors, LLC Investment Bankers: Debtor's EISNERAMPER LLP Financial Advisors: Debtor's UPSHOT SERVICES LLC Claims, Noticing and Administrative Agent: Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Paul Steck, president. List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ JVSW LLC Disputed Debt $8,865,356 14000 Horizon Way Suite 1000 Mount Laurel, NJ 08054 Tel: 856-439-9200 WS Financial LLC Unsecured Debt $2,482,134 P.O. Box 4999 Harrisburg, PA 17111 Tel: 888-937-0004 Stradley Ronon Professional Debt $352,422 2005 Market Street Suite 2600 Philadelphia, PA 19103 Tel: 215-564-8000 Sovran Limited Company Trade Debt $312,208 5003 Overlea Court Bethesda, MD 20816 Tel: 703-435-9335 St. Clair Professional Fees $120,035 101 West Elm Street Suite 500 Conshohocken, PA 19428 Tel: 856-482-5600 Eight Tower Bridge Development Lease Obligation $116,310 Associates Two Tower Bridge One Fayette Street Suite 450 Conshohocken, PA 19428 Tel: 610-834-3185 The Star Group Trade Debt $76,720 Michael Bartell Unsecured Debt $76,144 Federal Realty Investment Settlement $60,043 Agreement SDI Commercial Trade Debt $50,000 Nixon Peabody, LLP Professional Debt $30,875 Baltimore Center Associates Settlement $29,835 Agreement US Foods Trade Debt $10,608 231 Lanc, LLC Lease Obligation $8,750 Singer Equipment Company Trade Debt $5,973 Comtrex Trade Debt $5,000 Travelers Insurance Insurance $4,117 Strategic Reflections Trade Debt $3,124 NW Sign Industries Trade Debt $2,408 Belles Katz LLC Professional Fees $2,252 SALADWORKS LLC: Meeting to Form Creditors' Panel Set for Feb. 26 ---------------------------------------------------------------- Andy Vara, Acting United States Trustee for Region 3, will hold an organizational meeting on Feb. 26, 2015, at 11:00 a.m. in the bankruptcy case of Saladworks, LLC. The meeting will be held at: J. Caleb Boggs Federal Court House 844 N. King Street 5th Floor; Room 5209 Wilmington, DE 19801 The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' case. The organizational meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. A representative of the Debtor, however, may attend the Organizational Meeting, and provide background information regarding the bankruptcy cases. To increase participation in the Chapter 11 proceeding, Section 1102 of the Bankruptcy Code requires that the United States Trustee appoint a committee of unsecured creditors as soon as practicable. The Committee ordinarily consists of the persons, willing to serve, that hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. Section 1103 of the Bankruptcy Code provides that the Committee may consult with the debtor, investigate the debtor and its business operations and participate in the formulation of a plan of reorganization. The Committee may also perform other services as are in the interests of the unsecured creditors whom it represents. About Saladworks, LLC Developed in 1986, Saladworks, LLC, is the first and largest fresh-salad franchise concept in the United States. From its beginning in the Cherry Hill Mall, Saladworks quickly expanded to 12 additional locations in area malls and soon thereafter began franchising. The company has franchise agreements with 162 different franchisees. The equity owners are J Scar Holdings, Inc., (70%) and JVSW LLC (30%). Saladworks, LLC, sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 15-10327) on Feb. 17, 2015. The case assigned to Judge Laurie Selber Silverstein. The Debtor has tapped Landis Rath & Cobb LLP as counsel; SSG Advisors, LLC, as investment banker; EisnerAmper LLP, as financial advisor; and Upshot Services LLC, as claims and noticing agent. The Debtor estimated $10 million to $50 million in assets and debt. SEQUENOM INC: Palo Alto Reports 8.4% Stake as of Dec. 31 -------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Palo Alto Investors, LLC, Patrick Lee, MD and Anthony Joonkyoo Yun, MD, disclosed that as of Dec. 31, 2014, they beneficially owned 9,925,742 shares of common stock of Sequenom Inc., which represents 8.46 percent of the shares outstanding. PAI is a registered investment adviser and is the general partner and investment adviser of investment limited partnerships and is the investment adviser to other investment funds. PAI's clients have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Stock. No individual client separately holds more than five percent of the outstanding Stock. Dr. Lee and Dr. Yun co-manage PAI. The Filers are filing this Schedule 13G jointly, but not as members of a group, and each of them expressly disclaims membership in a group. A copy of the regulatory filing is available for free at: http://is.gd/kzHTBm About Sequenom Sequenom, Inc. (NASDAQ: SQNM) -- http://www.sequenom.com/-- is a life sciences company committed to improving healthcare through revolutionary genetic analysis solutions. Sequenom develops innovative technology, products and diagnostic tests that target and serve discovery and clinical research, and molecular diagnostics markets. The company was founded in 1994 and is headquartered in San Diego, California. Sequenom incurred a net loss of $107.4 million in 2013, a net loss of $117 million in 2012 and a net loss of $74.1 million in 2011. As of Sept. 30, 2014, the Company had $135 million in total assets, $186 million in total liabilities, and a $51.9 million total stockholders' deficit. SHILO INN: California Bank & Trust Objects to Exit Plan ------------------------------------------------------- California Bank & Trust submitted to the U.S. Bankruptcy Court for the Central District of California its preliminary objections to the confirmation of the Fourth Amended Disclosure Statement and Fourth Amended Plan of Reorganization dated November 12, 2014, and revised December 11, 2014, for each of these Debtors: * Shilo Inn, Twin Falls, LLC; * Shilo Inn, Boise Airport, LLC; * Shilo Inn, Seaside East, LLC; * Shilo Inn, Moses Lake, Inc.; and * Shilo Inn, Rose Garden, LLC. Through the proposed Plan, the Debtor attempts to modify the loan and pay the secured debt owed to CB&T over a ten-year period with a large balloon payment at the end of the term, H. Mark Mersel, Esq., at Bryan Cave LLP, in Irvine, California -- mark.mersel@bryancave.com -- tells the Court. In the alternative, he asserts, the Debtor intends to surrender the collateral through a deed in lieu of foreclosure. However, Mr. Mersel argues, that treatment impermissibly modifies CB&T's rights as to the Debtor, the collateral and third-parties. As for the unsecured claims, he contends, the Debtor intends to pay only a fraction of CB&T's significant deficiency claims over 10 years, while at the same time paying other unsecured creditors in full in three short months, permitting payment to insiders, and providing that the equity interest holders retain their interests for a de minimus contribution of $100,000. "These provisions are patently unfair and inequitable to CB&T, are not in the best interests of creditors, and render the Plan unconfirmable," Mr. Mersel says. He adds that the Debtor has improperly classified CB&T's unsecured claims separately from other unsecured creditors and has artificially impaired both the Class 1 tax claims and the Class 5 unsecured claims in bad faith, solely to gerrymander a vote in favor of the Plan. The facts, law and equity all require that confirmation of the Plan be denied, and that CB&T be permitted to proceed to exercise its rights provided under applicable nonbankruptcy law, Mr. Mersel contends. About Shilo Inn, Twin Falls Shilo Inn, Twin Falls, LLC, and six affiliates filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 13-21601) on May 1, 2013. Judge Richard M. Neiter presides over the case. Shilo Inn, Twin Falls, estimated assets of at least $10 million and debts of at least $1 million. Shilo Inn, Twin Falls; Shilo Inn, Nampa Blvd, LLC; Shilo Inn, Newberg, LLC; Shilo Inn, Seaside East, LLC, Shilo Inn, Moses Lake, Inc.; and Shilo Inn, Rose Garden, LLC each operates and owns a hotel. California Bank and Trust is the primary, senior secured lender for each of the Debtors. The Debtors sought Chapter 11 protection after CBT on May 1, 2013, filed for receiverships in district court. David B. Golubchick, Esq., Kurt Ramlo, Esq., and J.P. Fritz, Esq., at Levene, Neale, Bender, Yoo & Brill LLP, in Los Angeles, represent the Debtors in their restructuring effort. The Debtors' Joint Plan of Reorganization dated Aug. 29, 2013, provides for payment of all claims in full, unless otherwise agreed with the claimholder, with unsecured claims to be paid over a three-month period from the Plan Effective Date. SHILO INN: California Bank Files Adversary Proceeding v. Moses Lake ------------------------------------------------------------------- California Bank & Trust -- a California banking corporation, as assignee of the Federal Deposit Insurance Corporation, as Receiver for Vineyard Bank -- commenced an adversary proceeding against Debtor Shilo Inn, Moses Lake, Inc., a Washington corporation, and Does 1-9, inclusive, in the U.S. Bankruptcy Court for the Central District of California. On October 18, 2005, the Plaintiff provided financing to the Defendant in the original principal amount of $3 million, which was secured by, among other things, a leasehold deed of trust against nonresidential real property located in Moses Lake, Washington. The Loan is evidenced, in part, by various documents, including the Deed of Trust dated October 18, 2005, made by the Defendant for the benefit of Vineyard Bank. The Plaintiff acquired the Loan in September 2009 by agreement with the FDIC, as Receiver for Vineyard Bank. The Plaintiff alleges that the Defendant failed to satisfy its obligations to the Plaintiff under the Loan, and defaults under Loan Documents occurred in November 2011. Since then, the Defendant has continued to be in default under the terms of the Loan Documents, including the failure to pay off the Loan in full when it matured on December 31, 2013, according to the complaint. Accordingly, the Plaintiff seeks (i) judgment against the Defendant for costs and attorneys' fees, (ii) a preliminary and permanent injunction enjoining and restraining the Defendant from refusing to cooperate in inspections and testing, and ordering the Defendant to comply with its obligations under the Loan Documents to allow inspections and testing, and (iii) a declaratory relief that there exists an obligation by the Defendant to cooperate with the Plaintiff to complete the environmental testing/inspection. About Shilo Inn, Twin Falls Shilo Inn, Twin Falls, LLC, and six affiliates filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 13-21601) on May 1, 2013. Judge Richard M. Neiter presides over the case. Shilo Inn, Twin Falls, estimated assets of at least $10 million and debts of at least $1 million. Shilo Inn, Twin Falls; Shilo Inn, Nampa Blvd, LLC; Shilo Inn, Newberg, LLC; Shilo Inn, Seaside East, LLC, Shilo Inn, Moses Lake, Inc.; and Shilo Inn, Rose Garden, LLC each operates and owns a hotel. California Bank and Trust is the primary, senior secured lender for each of the Debtors. The Debtors sought Chapter 11 protection after CBT on May 1, 2013, filed for receiverships in district court. David B. Golubchick, Esq., Kurt Ramlo, Esq., and J.P. Fritz, Esq., at Levene, Neale, Bender, Yoo & Brill LLP, in Los Angeles, represent the Debtors in their restructuring effort. The Debtors' Joint Plan of Reorganization dated Aug. 29, 2013, provides for payment of all claims in full, unless otherwise agreed with the claimholder, with unsecured claims to be paid over a three-month period from the Plan Effective Date. SILVERSUN TECHNOLOGIES: Further Amends 701,138 Shares Prospectus ---------------------------------------------------------------- SilverSun Technologies, Inc., has amended its Form S-1 registration statement with the Securities and Exchange Commission relating to the offering of 701,138 shares of its common stock and warrants to purchase 350,569 shares of its Common Stock. The Company amended the Registration Statement to delay its effective date. The warrant to purchase one share of Common Stock will have an exercise price of $ [ ] per share (125% of the public offering price of the Common Stock). The warrants are exercisable immediately and will expire five years from the date of issuance. Currently, the Company's Common Stock is quoted on the OTCQB Marketplace operated by the OTC Markets Group, under the symbol "SSNT". Currently, there is no market for the Company's warrants The last reported sale price of the Company's Common Stock on the OTCQB on Feb. 13, 2015, was $5.70 per share. On Feb. 4, 2015, the Company effected a 1-for-30 reverse stock split of its outstanding common stock. For 20 days following the effectiveness of the Reverse Stock Split, the Company's common stock will be quoted on the OTCQB under the symbol "SSNTD". A full-text copy of the Form S-1/A is available for free at: http://is.gd/sXremp About SilverSun Livingston, N.J.-based SilverSun Technologies, Inc., formerly known as Trey Resources, Inc., focuses on the business software and information technology consulting market, and is looking to acquire other companies in this industry. SWK Technologies, Inc., the Company's subsidiary and the surviving company from the acquisition and merger with SWK, Inc., is a New Jersey-based information technology company, value added reseller, and master developer of licensed accounting and financial software published by Sage Software. SWK Technologies also publishes its own proprietary supply-chain software, the Electronic Data Interchange (EDI) solution "MAPADOC." SWK Technologies sells services and products to various end users, manufacturers, wholesalers and distribution industry clients located throughout the United States, along with network services provided by the Company. Silversun Technologies posted net income of $323,000 on $17.4 million of net total revenues for the year ended Dec. 31, 2013, as compared with a net loss of $1.23 million on $13.2 million of net total revenues for the year ended Dec. 31, 2012. As of Sept. 30, 2014, the Company had $5.12 million in total assets, $4.89 million in total liabilities and $238,000 in total stockholders' equity. SOUTHERN MANUFACTURING: Case Summary & 20 Top Unsec. Creditors -------------------------------------------------------------- Debtor: Southern Manufacturing Group, LLC PO Box 160944 Boiling Springs, SC 29316 Case No.: 15-00931 Chapter 11 Petition Date: February 19, 2015 Court: United States Bankruptcy Court District of South Carolina (Spartanburg) Debtor's Counsel: Randy A. Skinner, Esq. SKINNER LAW FIRM, LLC 300 North Main Streetn, Suite 201 Greenville, SC 29601 Tel: (864) 232-2007 Fax: (864) 232-8496 Email: main@skinnerlawfirm.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Roger Blaine Trivette, member manager. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/scb15-00931.pdf SPORTS AUTHORITY: Moody's Cuts CFR to 'Caa1', Outlook Negative -------------------------------------------------------------- Moody's Investors Service downgraded The Sports Authority Inc.'s Corporate Family Rating to Caa1 from B3 and Probability of Default Rating to Caa1-PD from B3-PD. Moody's also downgraded the rating on the company's $300 million senior secured term loan to Caa1 from B3. The ratings outlook is negative. Ratings downgraded: -- Corporate Family Rating to Caa1 from B3; -- Probability of Default Rating to Caa1-PD from B3-PD ; -- $300 million senior secured term loan due 2017 to Caa1 (LGD 3) from B3 (LGD 3) The downgrade of the Corporate Family Rating to Caa1 reflects Sports Authority's weak liquidity stemming from the need for the company to address near-term debt maturities. While maturing on Nov. 16, 2017, the company's senior secured term loan will come due on Feb. 2, 2016 if its subordinated notes remain outstanding on that day. In Moody's view, the term loan effectively became current on Feb. 2, 2015. In addition, the company's operating performance and debt protection metrics remain weak, with lease-adjusted debt/EBITDAR rising to over 8.25 times and EBITA/interest falling well below 1.0 time in the latest twelve month period ended Nov. 1, 2014. At these operating levels, Sports Authority's capital structure is unsustainable over the longer term, and the risk of a default, including a distressed exchange, is high given the upcoming maturities. Management continues to implement its operational improvement plan, which includes cost savings initiatives and investments in the customer shopping experience through improved product merchandising and stock levels, more strategic store remodel/relocation and marketing plans, and e-commerce initiatives. However, when considering margin pressures stemming from a highly promotional retail environment and increased shipping costs related to higher e-commerce sales, these investments have exacerbated EBITDA declines. Should these initiatives not bear fruit over the next twelve months, refinancing its capital structure could be challenging. Sports Authority's $350 million subordinated notes (not rated by Moody's) mature on May 3, 2016. The $300 million secured term loan matures on Nov. 16, 2017, but could come due on Feb. 2, 2016 if any subordinated notes remain outstanding on that day, or if the subordinated notes are not refinanced with an extended maturity date greater than 91 days after the term loan maturity date. The $650 million ABL (unrated by Moody's) expires on May 17, 2017. The Caa1 rating on the senior secured term loan reflects its junior position to the $650 million ABL, which has a first lien on the company's more liquid assets. The rating is also supported by the cushion provided by more junior claims in the capital structure, including $343 million of subordinated notes. The negative outlook reflects the company's need to show improvement in operations and improve liquidity by addressing near term debt maturities. The ratings could be downgraded if the probability of a default increases over the very near term through the inability to refinance its debt, or should substantive progress not be made by the time the subordinated notes become current on May 3, 2015. Continued weakening in operating performance and debt protection metrics could also lead to a ratings downgrade. The outlook could return to stable if the company addresses its near term refinancing risk while maintaining adequate liquidity. An upgrade would require maintenance of adequate liquidity via the successful refinancing of its full capital structure, as well as improved operating performance such that lease-adjusted debt/EBITDAR falls below 7 times and EBITA/interest expense is sustained above 1 times. The Sports Authority, Inc. is a full-line sporting goods retailer operating 467 stores in 41 states and Puerto Rico. Revenues approached $2.7 billion for the twelve months ended Nov. 1, 2014. The company is owned by private equity firm Leonard Green & Partners, L.P. The principal methodology used in these ratings was Global Retail Industry published in June 2011. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. SPRINT CORP: Fitch Rates Proposed $1BB Sr. Unsecured Notes 'B+' --------------------------------------------------------------- Fitch Ratings has assigned a 'B+/RR4' rating to Sprint Corporation's proposed $1 billion senior unsecured notes due 2025. The proceeds from the offering will be used for general corporate purposes, which may include, working capital requirements, retirement or service requirements of outstanding debt and network expansion and modernization. The Rating Outlook is Stable. The senior notes will be fully and unconditionally guaranteed on a senior unsecured basis by Sprint's wholly owned subsidiary, Sprint Communications, Inc. KEY RATING DRIVERS -- Fitch views a strong strategic linkage exists between Softbank and Sprint given the numerous affirmative steps taken to strengthen the relationship since providing tangible support of a $5 billion capital infusion at the time of the acquisition. As such, the ratings reflect that Softbank may consider additional financial assistance such as loans in the event Sprint required funding outside of current plans to develop its business. Thus, Softbank's implied support materially benefits Sprint's IDR and reduces the importance of Sprint's standalone financial position relative to the current ratings on Sprint's credit profile. -- Fitch believes Sprint's standalone financial profile has deteriorated to the low single 'B' rating. Sprint's financial profile will also remain weak for an extended period due to the time required to address the numerous executional and operational challenges which has caused the company to seek additional liquidity to fund operating deficits. Additionally, Sprint must combat an intense competitive environment that experienced more pricing actions during 2014 than at any other time and has continued into 2015. -- Previous Sprint management initiatives triggered several missteps which exacerbated Sprint's poor brand image, resulted in uncompetitive plan pricing, failed to take stronger actions to reduce the industry's highest cost structure, increased Sprint's exposure to a greater subprime mix and caused substantial network disruption thus causing the firm's turnaround strategy to stall. Consequently, churn has persisted above 2%, operations remain pressured, which caused declining trends in Sprint's operational and financial performance. -- Sprint has taken aggressive, positive actions since last August to completely realign Sprint's consumer value proposition, implement a creative iPhone leasing program, reduce their subprime exposure, target a $1.5 billion cost reduction program and refocus the network infrastructure initiatives. Whether Sprint can sustain the initial momentum and continue to attract consumers in this ultra- competitive environment remains uncertain. Results in the past four months demonstrate progress toward improving customer experience and stabilizing subscriber trends as postpaid gross additions, postpaid prime/subprime mix, LTE network performance and porting ratios have improved. However, other initiatives to decrease postpaid churn rates to competitive levels, improve LTE network performance on a national basis and address their bloated cost structure will take substantially more time. While still in the early stages, Sprint's agreement to broaden its direct distribution by leasing space in approximately 1,750 cobranded RadioShack stores could accelerate efforts to improve its competitive position in a cost effective way, thus allowing the company to close the distribution gap relative to its peers. -- The 2.5 GHz spectrum assets are integral to Sprint's long- term LTE plans. Sprint plans to deploy its high-band 2.5 GHz spectrum in high-capacity, urban core areas through the expansion of its TDD-LTE network and an expected complementary solution using carrier aggregation with its 1900 MHz PCS spectrum. This should strengthen Sprint's long-term competitive position and ability to offer a differentiated unlimited wireless broadband plan versus its national peers. The AWS-3 spectrum auction results also reflect the increased value in commercially available spectrum, thus highlighting Sprint's spectrum depth and carriers desire to potentially acquire spectrum to support rapidly growing data consumption. However, while improved, Sprint's lagging LTE build-out and substandard network performance combined with other operators' aggressive LTE capital investment has caused the company to materially trail its peers. Consequently, Sprint remains at a significant competitive disadvantage across numerous metropolitan areas with offering comparable network data speeds and must attempt to focus its message on delivering the best value in wireless until they can close the network speed gap. This could mitigate Sprint's sizeable spectrum advantage during at least the next couple of years if not longer. KEY ASSUMPTIONS Fitch's key assumptions within Fitch's rating case for the issuer include: -- Leverage (Debt to EBITDA) to increase to the upper end of the 5x range by the end of 2015. -- FFO adjusted leverage to increase to the mid 6x range for 2015. -- EBITDA growth of 5% in 2015. -- FFO margin to be in the low double digit range in 2015. -- 2015 FCF deficit to likely exceed $5 billion. -- Minimum cash liquidity of about $2 billion. Liquidity, Maturities Sprint's LTM free cash flow deficit was $3.6 billion. Previous rating expectations had considered 2015 as an inflection point where on a run rate basis, the FCF deficit would reach breakeven. However, with the FCF deficit likely to exceed $5 billion in 2015, Sprint must address a material funding gap over the rating horizon. Drivers for the deficit include the effects of postpaid subscriber losses, cash capital expenditure timing, equipment installment billing program and various competitive responses. Sprint has pursued multiple avenues to seek additional liquidity to finance its initiatives. As of Dec. 31, 2014, Sprint's liquidity position was approximately $7.5 billion supported by $3.7 billion of cash and short-term investments, $2.8 billion in borrowing capacity under its $3.3 billion revolver that matures in 2018 and $1.0 billion available under its $1.3 billion securitization facility that matures May 2016. Sprint had not yet sold any receivables to the conduit at the end of the latest fiscal quarter. This benchmark offering will bolster the cash position. In December 2015, Sprint closed on $2.1 billion of financing with three new vendor financing agreements that totaled $1.8 billion and an existing $300 million expansion under its export development Canada (EDC) loan facility that matures in December 2019 to $800 million. The company is also in the process of expanding the receivable securitization to include installment billing and lease receivables. Net installment receivables and net leased devices totaled $1.5 billion and $900 million as of Dec. 31, 2014 with 77% of net installment receivables considered prime. Sprint has fully drawn its $1 billion secured equipment credit facility due in 2017. At the end of the third fiscal quarter, $635 million was outstanding after a $127 million semiannual principal repayment was made in September 2017. Fitch believes Sprint will maintain about $2 billion of cash to ensure adequate liquidity. Sprint's upcoming maturities are $127 million in FY2014 and $754 million in FY2015. In FY016 and FY2017 the maturity towers become more sizeable at $3.5 billion and $1.3 billion respectively. Leverage, Financial Covenants & Guarantees In October 2014, Sprint amended the covenants in their revolving bank credit facility to modify, among other things, the leverage ratio (total indebtedness to adjusted EBITDA as defined by the credit facility) not to exceed 6.5x through the quarter ended Dec. 31, 2015 and 6.25x through December 2016. In December 2014, Sprint also amended agreements with lenders for both the EDC facility and secured equipment credit facility on similar terms as the revolving bank credit facility. On Dec. 31, 2014, leverage under the covenant was 5.1x. The unsecured credit facilities at Sprint benefit from upstream unsecured guarantees from all material subsidiaries. The credit agreement allows carve-outs for indebtedness composed of unsecured guarantees that are expressly subordinated to the credit facility. The unsecured junior guaranteed debt is senior to the unsecured notes at Sprint Communications Inc. and Sprint Capital Corporation. The unsecured senior notes at these entities are not supported by an upstream guarantee from the operating subsidiaries. The $1 billion vendor financing facility is jointly and severally borrowed by all of the Sprint subsidiaries that guarantee the Sprint credit facility, Export Development Canada loan and junior guaranteed notes. The facility additionally benefits from a parent guarantee and first priority lien on certain network equipment. This places the vendor facility structurally ahead of the unsecured notes. The Clearwire notes benefit from a full and unconditional guarantee by the Issuers' wholly-owned direct and indirect domestic subsidiaries that own the spectrum assets. In addition, Sprint Corporation and Sprint Communications Inc. provide an unconditional guarantee to the 2040 exchangeable notes. RATING SENSITIVITIES Positive: Future developments that may, individually or collectively, lead to a positive rating action include: -- Sustained gross addition share in mid-teen range with improved mix of prime subscribers; -- Sustained improvement in churn by at least 25 basis points; -- Positive net postpaid additions with sustained improvement in net porting ratios; -- Sprint meeting or exceeding expected reduction in cost structure of $1.5 billion; -- Improvement in network operating performance that materially closes the gap versus national peers; -- The improved operating trends above drive financial results that mostly exceed Fitch's current expectations for revenue, EBITDA, FFO, CFO, FCF and leverage. Negative: Future developments that may, individually or collectively, lead to negative rating action include: -- Lack of expected improvement in the operating metrics for gross addition share, churn, net postpaid additions, prime subscriber mix, net porting ratios and network operating performance that further degrades financial profile. Fitch would become more concerned with Sprint's ability to effectively compete in the marketplace if the company does not demonstrate and sustain material improvement in these core metrics during 2015; -- Changes in the level or the expectations for support from Softbank that materially affects the operating and financial profile of Sprint. If Sprint began selling core assets including spectrum as opposed to bolstering capital structure to address liquidity issues, Fitch would become concerned with Softbank providing further tangible support. The ratings for Sprint Corporation and its subsidiaries are as: Sprint Corporation -- IDR 'B+'; -- Senior unsecured notes 'B+/RR4'. Sprint Communications Inc. -- IDR 'B+'; -- Unsecured credit facility 'BB/RR2'; -- Junior guaranteed unsecured notes 'BB/RR2'; -- Senior unsecured notes 'B+/RR4'. Sprint Capital Corporation -- Senior unsecured notes at 'B+/RR4'. Clearwire Communications LLC -- IDR 'B+'; -- Senior unsecured notes 'BB+/RR1'; -- First priority senior secured notes 'BB+/RR1'. SPRINT CORP: Moody's Assigns B2 Rating on New $1BB Unsecured Notes ------------------------------------------------------------------ Moody's Investors Service assigned a B2 rating to Sprint Corporation's proposed offering of $1 billion Senior Unsecured Notes. The proceeds will be used for general corporate purposes, which may include, among other things, working capital requirements, retirement or service requirements of outstanding debt and network expansion and modernization. Sprint's other ratings and negative outlook remain unchanged. Rating Assigned: Issuer: Sprint Corporation -- Senior Unsecured Notes -- B2, LGD5 Sprint's B1 Corporate Family Rating recognizes its scale, its valuable spectrum assets, renewed strategic focus under a new CEO and the implicit support from Sprint's parent company and majority shareholder, SoftBank Corp (LT Issuer Rating of Ba1). Offsetting these strengths are high leverage, weak margins, a deteriorating liquidity position and our projection for substantial negative free cash flow through 2017. Near flawless execution across all aspects of the business, including the requirement to quickly redesign and modernize its entire network will be necessary before Sprint can hope to grow its market share in the brutally competitive US wireless industry. Given the negative outlook, a ratings upgrade for Sprint is very unlikely. However, if leverage were to drop and remain below 5.5x, and free cash flow were to turn positive, upward rating pressure could ensue (note that all cited financial metrics are referenced on a Moody's adjusted basis). In addition, significant financial support from Softbank in the form of a debt guarantee or material equity capital infusion could also support Sprint's ratings. Sprint's ratings could be lowered if leverage were to exceed 6.5x (Moody's adjusted) or if liquidity weakens further (i.e. SGL-4). The principal methodology used in this rating was the Global Telecommunications Industry published in December 2010. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. SPRINT CORP: S&P Assigns 'B+' Rating on New $1BB Sr. Notes Due 2025 ------------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B+' issue-level rating and '3' recovery rating to Overland Park, Kan.-based wireless service provider Sprint Corp.'s proposed $1 billion of senior notes due 2025. The '3' recovery rating indicates S&P's expectation for meaningful (50%-70%) recovery in the event of payment default. S&P expects net proceeds from the notes will be used to fund working capital outflows, debt repayment, and the upgrade and expansion of its network. While the new debt offering will bolster Sprint's liquidity position, S&P still expects that the company will require at least $3 billion of new capital in 2016 to fund free operating cash flow deficits and upcoming maturities. Moreover, S&P believes that Sprint will be challenged to grow its post-paid customer base due to poor brand recognition and aggressive competition from the other wireless carriers, which could push adjusted leverage above 6x by 2016. As such, the 'B+' corporate credit rating on Sprint is unchanged and the outlook remains negative. RATINGS LIST Sprint Corp. Corporate Credit Rating B+/Negative/-- New Rating Sprint Corp. $1 bil. notes due 2025 Senior Unsecured B+ Recovery Rating 3 STELLAR BIOTECHNOLOGIES: Shareholders Elect 6 Directors ------------------------------------------------------- Stellar Biotechnologies, Inc. disclosed in a document filed with the Securities and Exchange Commission that it held its 2015 annual general meeting of shareholders on Feb. 12, 2015, at which the shareholders elected Frank R. Oakes, David L. Hill, Mayank Sampat, Daniel E. Morse, Gregory T. Baxter and Tessie M. Che as directors to serve until the Company's annual general meeting of shareholders to be held in 2016 or until their successors are duly elected and qualified. The shareholders also ratified the appointment of Moss Adams LLP as the Company's auditors and independent registered public accounting firm for the ensuing year. About Stellar Port Hueneme, Cal.-based Stellar Biotechnologies, Inc.'s business is to commercially produce and market Keyhole Limpet Hemocyanin ("KLH") as well as to develop new technology related to culture and production of KLH and subunit KLH ("suKLH") formulations. The Company markets KLH and suKLH formulations to customers in the United States and Europe. KLH is used extensively as a carrier protein in the production of antibodies for research, biotechnology and therapeutic applications. Stellar Biotechnologies reported a net loss of $8.43 million on $372,132 of total revenues for the year ended Aug. 31, 2014, compared to a net loss of $14.5 million on $545,000 of total revenues for the year ended Aug. 31, 2013. The Company also reported a net loss of $5.52 million for the year ended Aug. 31, 2012. As of Dec. 31, 2014, the Company had $13.42 million in total assets, $4.18 million in total liabilities and $9.23 million in total shareholders' equity. SUMMIT ACADEMY: S&P Revises Outlook & Affirms 'BB' Rating on Bonds ------------------------------------------------------------------ Standard & Poor's Ratings Services revised its outlook to stable from negative and affirmed its 'BB' long-term rating on Summit Academy, Mich.'s series 2005 public school academy revenue and refunding bonds. "The revision of the outlook to stable reflects our view of the school's improvement to surplus operations, maximum annual debt service coverage that has grown to above 1x, and improved liquidity," said Standard & Poor's credit analyst Debra Boyd. "We also consider the closure of the Notice of Intent to Revoke from the charter authorizer, Central Michigan University, to have strengthened the school's credit quality," added Ms. Boyd. Partly tempering these improvements is the lack of wait-list depth, leading to a lack of flexibility in the event of enrollment fluctuations, and the school's dependence on short-term cash flow borrowing. The academy had $390,911 in short-term borrowing as of June 30, 2014, compared with only $549,732 in unrestricted cash at that same time. Summit Academy is a public charter school located in Flat Rock, Mich., approximately 25 miles southwest of downtown Detroit that currently serves 455 students in grades kindergarten through eight. SUNGARD AVAILABILITY: Moody's Affirms 'B2' CFR, Outlook Negative ---------------------------------------------------------------- Moody's Investors Service affirmed Sungard Availability Services Capital, Inc.'s corporate family and probability-of-default ratings at B2 and B2-PD, respectively. All debt ratings have also been affirmed. The rating outlook has been revised to negative from stable. The negative outlook reflects Moody's view that the Availability Services business model transformation will take longer than expected due to faster than expected run off of the traditional data recovery business, continuing pressures on co-location pricing, and implementation delays related to new Recovery-as-a-Service ("RaaS") and managed services contracts. Accordingly, Moody's believes that Availability Services' revenue and profits will continue to decline over the next two years with negative cash flow and adjusted debt to EBITDA rising to above 5x. The challenges associated with the transition from traditional recovery to RaaS and managed service offerings (in the midst of declining co-location fees) is partly mitigated by good liquidity and no near term debt maturities. Availability Services maintains about $140 million of cash and an undrawn revolver of $250 million as well as data center assets that can be sold to raise additional proceeds to pay down debt. The nearest debt maturity is the $1.013 billion secured term loan due March 2019 (the revolving credit facility matures in March 2018). The B2 CFR considers that while managed services and cloud hosting offer solid long term growth prospects, Availability Services faces substantial competition and evolving technological shifts (e.g., virtualized data center platforms and web enabled, third party storage and computing) which will require the company to invest considerably. The current business already has high capex requirements to support multiple recovery centers and data centers that provide co-location and critical IT functions. Additional R&D and sales investments and data center capacity may be needed to enhance market positioning, service delivery, and technological capabilities in an industry where scale is essential. The ratings could be downgraded if the prospects of a rebound in revenue and profit growth appears unlikely in 2017, monthly recurring revenues decline significantly, adjusted debt to EBITDA exceeds mid 5x for an extended period of time, or liquidity deteriorates to the point that combined total of cash and available revolver capacity falls below $250 million. Upwards rating pressure could arise with consistent revenue and profitability growth (in the mid single digits) and adjusted debt to EBITDA maintained below 3 times on a sustained basis. Ratings affirmed: -- Corporate Family Rating - B2 -- Probability of Default Rating - B2-PD -- Senior Secured Revolving Credit Facility - Ba3 (LGD 3) -- Senior Secured Term Loan - Ba3 (LGD 3) -- Senior Unsecured Notes -- Caa1 (LGD 5) -- Rating outlook is negative. The principal methodology used in these ratings was Business and Consumer Service Industry published in December 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. With about $1.3 billion of projected annual revenues, SunGard Availability Services is a provider of disaster recovery services and managed IT services and is owned by a consortium of private equity investors (including Bain, Blackstone, KKR, Silver Lake, Texas Pacific Group, GS Partners, and Providence Equity). SUNVALLEY SOLAR: To Sell Subsidiary to Sungold Holdings ------------------------------------------------------- Sunvalley Solar, Inc., has agreed to sell 100% of its stock ownership of its wholy owned subsidiary, Sunvalley Solar Tech, Inc., to Sungold Holdings, according to a document filed with the Securities and Exchange Commission. The Company's sale of Sunvalley Solar Tech, Inc. will be for a sale price of $2,500,000 plus five percent of all of Sunvalley Solar Tech, Inc.'s gross sales during 2015 through 2018, which could increase the sale price to a maximum of $4,500,000. Sungold will deposit $100,000 of the Purchase Price into a Fully Refundable Escrow within five days from the execution of the Agreement. Upon the Close of Escrow said Deposit and all accrued interest will be applicable to and credited towards the Purchase Price. The Escrow will close on or before March 20, 2015. A full-text copy of the Form 8-K filing is available at: http://is.gd/ziIhOH About Sunvalley Solar Sunvalley Solar, Inc., is a California-based solar power technology and system integration company. Since the inception of its business in 2007, the company has focused on developing its expertise and proprietary technology to install residential, commercial and governmental solar power systems. Sunvalley Solar reported net income of $764,000 in 2013, a net loss of $1.76 million in 2012, and a net loss of $399,000 in 2011. As of Sept. 30, 2014, the Company had $9.07 million in total assets, $7.61 million in total liabilities and $1.45 million in total stockholders' equity. Sadler, Gibb & Associates, LLC, in Salt Lake City, Utah, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has an accumulated deficit of $2,361,317, which raises substantial doubt about its ability to continue as a going concern. TECHPRECISION CORP: Incurs $946K Net Loss in Third Quarter ---------------------------------------------------------- Techprecision Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $946,000 on $3.51 million of net sales for the three months ended Dec. 31, 2014, compared to a net loss of $758,000 on $5.16 million of net sales for the same period in 2013. For the nine months ended Dec. 31, 2014, the Company reported a net loss of $2.86 million on $14.3 million of net sales compared to a net loss of $3 million on $17.5 million of net sales for the same period last year. As of Dec. 31, 2014, the Company had $14.41 million in total assets, $13.5 million in total liabilities and $937,000 in total stockholders' equity. "Our sharp focus continues on top line growth with key customers, restructuring actions, and productivity initiatives, all of which are on track. I continue to be impressed with our team of people and the amount of operational leverage and customer satisfaction they are obtaining. Their capabilities and hard work over the last six months have enabled us to achieve significant progress in our military and nuclear sectors, where quoting activity on opportunities that truly fit the Company is now on solid footing. This will in turn clearly enrich our backlog and order flow,' stated Alexander Shen, TechPrecision president and chief executive officer. "Additionally, on December 22, 2014, TechPrecision achieved a key milestone in our turnaround process when we completed a $2.25 million refinancing and retired the remaining balance outstanding on the Company's Series A Bonds with our legacy bank. All of the Company's debt obligations are now held by asset based lenders and are governed by credit agreements that support the Company's ongoing efforts to execute a financial recovery," said Mr. Shen. "Going forward, we remain focused on growth, operational execution, and free cash flow. We are pleased that the uncertainty associated with covenant defaults on our legacy credit facilities has been resolved." A full-text copy of the Form 10-Q is available for free at: http://is.gd/in8GpQ About TechPrecision TechPrecision Corporation (OTC BB: TPCSE), through its wholly owned subsidiaries, Ranor, Inc., and Wuxi Critical Mechanical Components Co., Ltd., globally manufactures large-scale, metal fabricated and machined precision components and equipment. TechPrecision reported a net loss of $7.09 million for the year ended March 31, 2014, as compared with a net loss of $2.41 million for the year ended March 31, 2013. At June 30, 2014, TechPrecision had negative working capital of $3.4 million as compared with negative working capital of $2 million at March 31, 2014. As of June 30, 2014, the Company had $0.9 million in cash and cash equivalents compared to $1.1 million at March 31, 2014. KPMG LLP, in Philadelphia, Pennsylvania, issued a "going concern" qualification on the consolidated financial statements for the year ended March 31, 2013. The independent auditors noted that the Company was not in compliance with the fixed charges and interest coverage financial covenants under their credit facility, and the Bank has not agreed to waive the non-compliance with the covenants. Since the Company is in default, the Bank has the right to accelerate payment of the debt in full upon 60 days written notice. The Company has suffered recurring losses from operations, and the Company's liquidity may not be sufficient to meet its debt service requirements as they come due over the next twelve months. These circumstances raise substantial doubt about the Company's ability to continue as a going concern. THE GREENBRIER: Owner Paid Mechel OAO $5MM for Bluestone Coal ------------------------------------------------------------- Paul J. Nyden at Wvgazette.com reports that The Greenbrier's owner Jim Justice paid Mechel OAO $5 million in cash for Bluestone Coal in Southern West Virginia. The deal includes an immediate cash payment of $5 million, royalty payments on coal mined and sold in an amount of $3.00 per ton, and portion of any future sale of the company and its assets of 12.5% of the sale price if within five years of transaction close or 10% of the sale price after year five, but before year ten. In addition, as part of the transaction, the parties agreed to terminate all claims against each other, including their unresolved dispute related to the calculation of a contingent payment obligation arising out of the 2009 transaction in which Mechel obtained the Bluestone assets from Justice. Wvgazette.com recalls that Mr. Justice sold the operations to Mechel in 2009 for $436 million in cash and 83.3 million preferred shares of Mechel stock in a deal which included Mechel agreeing to assume about $132 million in debts Bluestone Coal had run up. The report says that the sale of the Bluestone operations in May 2009 was critical to Mr. Justice's purchase of The Greenbrier. Citing Mr. Justice, the report states that Bluestone Coal was sold a day after the purchase of The Greenbrier from the CSX Corp. for almost $23 million in May 2009 was announced. Mr. Justice, according to Wvgazette.com, said his new company, Bluestone Resources Inc., will reopen mining operations and create 150 new coal mining jobs within the next three months and additional jobs in the future. The Greenbrier is a resort in White Sulphur Springs. Wvgazette.com says that The Greenbrier filed for Chapter 11 bankruptcy on March 19, 2009, reporting it lost more than $90 million during the previous five years. The Greenbrier blamed those losses on worker wages and benefits that were higher than industry averages, as well as a decline in people willing to pay for luxury hotel rooms, Wvgazette.com recalls. THERAPEUTICSMD INC: RA Capital Reports 2.1% Stake as of Dec. 31 --------------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Peter Kolchinsky, RA Capital Management, LLC, and RA Capital Healthcare Fund, L.P. disclosed that as of Dec. 31, 2014, they beneficially owned 3,211,132 shares of common stock of TherapeuticsMD, Inc., which represents 2.1 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/Nu9zI9 About TherapeuticsMD Boca Raton, Florida-based TherapeuticsMD, Inc. (OTC QB: TXMD) is a women's healthcare product company focused on creating and commercializing products targeted exclusively for women. The Company currently manufactures and distributes branded and generic prescription prenatal vitamins as well as over-the-counter vitamins and cosmetics. The Company is currently focused on conducting the clinical trials necessary for regulatory approval and commercialization of advanced hormone therapy pharmaceutical products designed to alleviate the symptoms of and reduce the health risks resulting from menopause-related hormone deficiencies. TherapeuticsMD reported a net loss of $28.4 million in 2013, a net loss of $35.1 million in 2012, and a net loss of $12.9 million in 2011. The Company's balance sheet at Sept. 30, 2014, showed $74.6 million in total assets, $11 million in total liabilities, all current, and $63.6 million in total stockholders' equity. TOLLENAAR HOLSTEINS: Schedules and Statement Due Today ------------------------------------------------------ The Hon. Christopher D. Jaime of the U.S. Bankruptcy Court for the Eastern District of California gave Tollenaar Holsteins until Feb. 23, 2015, to file its schedules of assets and liabilities, and statement of financial affairs. Tollenaar Holsteins, Friendly Pastures, LLC, and T Bar M Ranch, LLC, filed Chapter 11 bankruptcy petitions (Bankr. E.D. Cal. Lead Case No. 15-20840) on Feb. 4, 2015. Tami Tollenaar signed the petitions as general partner. Judge Christopher D. Jaime is assigned to the cases. Felderstein Fitzgerald Willboughby & Pascuzzi LLP serves as the Debtors' counsel. The Debtors estimated assets and liabilities of at least $10 million. TRANSGENOMIC INC: Robert Patzig Named Board Chairperson ------------------------------------------------------- The Board of Directors of Transgenomic, Inc. unanimously voted to appoint Robert Patzig as the standing Chairperson of the Board, effective Feb. 12, 2015, according to a document filed with the Securities and Exchange Commission. Mr. Patzig has served as a member of the Board since 2010 and, prior to his appointment as standing Chairperson of the Board, was serving as interim Board Chairperson. Additionally, the Board unanimously voted to appoint John Thompson as Chairperson of the Audit Committee of the Board, effective that date. Mr. Thompson has served as a member of the Board since May 2014 and as a member of the Audit Committee of the Board since his appointment to the Board. About Transgenomic Transgenomic, Inc. -- http://www.transgenomic.com/-- is a global biotechnology company advancing personalized medicine in cardiology, oncology, and inherited diseases through its proprietary molecular technologies and world-class clinical and research services. The Company is a global leader in cardiac genetic testing with a family of innovative products, including its C-GAAP test, designed to detect gene mutations which indicate cardiac disorders, or which can lead to serious adverse events. Transgenomic has three complementary business divisions: Transgenomic Clinical Laboratories, which specializes in molecular diagnostics for cardiology, oncology, neurology, and mitochondrial disorders; Transgenomic Pharmacogenomic Services, a contract research laboratory that specializes in supporting all phases of pre-clinical and clinical trials for oncology drugs in development; and Transgenomic Diagnostic Tools, which produces equipment, reagents, and other consumables that empower clinical and research applications in molecular testing and cytogenetics. Transgenomic believes there is significant opportunity for continued growth across all three businesses by leveraging their synergistic capabilities, technologies, and expertise. The Company actively develops and acquires new technology and other intellectual property that strengthens its leadership in personalized medicine. The Company reported a net loss available to common stockholders of $16.7 million in 2013, a net loss available to common stockholders of $8.98 million in 2012 and a net loss available to common stockholders of $10.8 million in 2011. The Company's balance sheet at Sept. 30, 2014, showed $30.8 million in total assets, $20.6 million in total liabilities and $10.2 million in stockholders' equity. TRAVELPORT WORLDWIDE: TDS Reports 10% Stake as of Dec. 31 --------------------------------------------------------- Travelport Intermediate Limited disclosed in a document filed with the Securities and Exchange Commission that it directly holds 12,504,740 shares of common stock of Travelport Worldwide Limited, which represents 10.3 percent of the shares outstanding. Travelport Intermediate Limited is wholly-owned by TDS Investor (Cayman) L.P. The general partner of TDS Investor (Cayman) L.P. is TDS Investor (Cayman) GP Ltd. TDS Investor (Cayman) GP Ltd. is collectively controlled by Blackstone Capital Partners (Cayman) V L.P., Blackstone Capital Partners (Cayman) V-A L.P., BCP (Cayman) V-S L.P. and BCP V Co- Investors (Cayman) L.P., Blackstone Family Investment Partnership (Cayman) V L.P. and Blackstone Participation Partnership (Cayman) V L.P. and Blackstone Family Investment Partnership (Cayman) V-SMD L.P. A copy of the regulatory filing is available for free at: http://is.gd/XSyjwC About Travelport Worldwide Travelport Worldwide Limited is a travel commerce platform providing distribution, technology, payment and other solutions for the global travel and tourism industry. The Company's balance sheet at Sept. 30, 2014, showed $2.99 billion in total assets, $3.20 billion in total liabilities and a $210 million total deficit. * * * As reported by the TCR on Sept. 8, 2014, Standard & Poor's Ratings Services raised to 'B-' from 'CCC+' its long-term corporate credit ratings on U.K.-based travel services provider Travelport Worldwide Limited and its new wholly owned financing entity, Travelport Finance (Luxembourg) S.a.r.l. (Travelport Finance). The outlook is stable. The rating action follows the completion of Travelport's debt refinancing, announced on Aug. 4, and reflects the positive impact this has had on Travelport's credit metrics and stand-alone credit profile. TRUMP ENTERTAINMENT: Donald Trump Wins Round in Bid to Reclaim Name ------------------------------------------------------------------- Peg Brickley, writing for The Wall Street Journal, reported that a bankruptcy judge in Delaware gave the green light to a lawsuit by Donald and Ivanka Trump that seeks to reclaim the Trump name from the troubled Trump Taj Mahal casino in Atlantic City. According to the Journal, the ruling is a victory for the Trumps, who say the battered casino operation, which is struggling to get out of bankruptcy, isn't worthy of their luxury brand. As previously reported by The Troubled Company Reporter, the Trumps, in a lawsuit, are seeking to disassociate themselves from Trump Entertainment Resorts Inc., and have their name stripped from the Trump Taj Mahal casino, and the Debtor itself, claiming that the Debtor let its two casinos fall into disrepair that it breached quality standards agreed to by both sides. Mr. Trump said he has nothing to do with the Debtor other than licensing his name to it since 2009. About Trump Entertainment Resorts Trump Entertainment Resorts Inc., owner of the Atlantic City Boardwalk casinos that bear the name of Donald Trump, returned to Chapter 11 bankruptcy (Bankr. D. Del. Case No. 14-12103) on Sept. 9, 2014, with plans to shutter its casinos. TER and its affiliated debtors own and operate two casino hotels located in Atlantic City, New Jersey. TER said it will close the Trump Taj Mahal Casino Resort by Sept. 16, 2014, and, absent union concessions, the Trump Plaza Hotel and Casino by Nov. 13, 2014. The Debtors have sought an order authorizing the joint administration of their Chapter 11 cases and the consolidation thereof for procedural purposes only. Judge Kevin Gross presides over the Chapter 11 cases. The Debtors have tapped Young, Conaway, Stargatt & Taylor, LLP, as counsel; Stroock & Stroock & Lavan LLP, as co-counsel; Houlihan Lokey Capital, Inc., as financial advisor; and Prime Clerk LLC, as noticing and claims agent. TER estimated $100 million to $500 million in assets as of the bankruptcy filing. The Debtors as of Sept. 9, 2014, owe $286 million in principal plus accrued but unpaid interest of $6.6 million under a first lien debt issued under their 2010 bankruptcy-exit plan. The Debtors also have trade debt in the amount of $13.5 million. The Official Committee of Unsecured Creditors tapped Gibbons P.C. as its co-counsel, the Law Office of Nathan A. Schultz, P.C., as co-counsel, and PricewaterhouseCoopers LLP as its financial advisor. TUTTI MANGIA: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Tutti Mangia Italian Grill, Inc. 102 Harvard Ave. Claremont, CA 91711 Case No.: 15-12483 Chapter 11 Petition Date: February 19, 2015 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Hon. Sandra R. Klein Debtor's Counsel: Michael S Kogan, Esq. KOGAN LAW FIRM APC 1901 Avenue of the Stars Ste 1050 Los Angeles, CA 90067 Tel: 310-432-2310 Email: mkogan@koganlawfirm.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Edward Inglese, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb15-12483.pdf UNIVERSAL DOOR: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Universal Door and Window Manufacture, Inc. aka Universal Door and Windows Manufacturing, Inc. HC 2 BOX 24892 San Sebastian, PR 00685 Case No.: 15-01120 Chapter 11 Petition Date: February 19, 2015 Court: United States Bankruptcy Court District of Puerto Rico (Old San Juan) Judge: Hon. Enrique S. Lamoutte Inclan Debtor's Counsel: Winston Vidal-Gambaro, Esq. WINSTON VIDAL LAW OFFICE PO BOX 193673 San Juan, PR 00919-3673 Tel: (787) 751-2864 Fax: (787) 763-6114 Email: wvidal@prtc.net Total Assets: $1.54 million Total Liabilities: $2.86 million The petition was signed by Evelio Crespo Traverzo, president/treasurer. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/prb15-01120.pdf URBAN AG: Magna Mgt. No Longer Owns Shares as of Dec. 31 -------------------------------------------------------- Magna Management, LLC, Magna Equities II, LLC and Joshua Sason disclosed in an amended Schedule 13G filed with the U.S. Securities and Exchange Commission that as of Dec. 31, 2014, none of them beneficially own shares of common stock of Urban Ag Corp. A copy of the regulatory filing is available for free at: http://is.gd/0GZaAy About Urban AG North Andover, Massachusetts-based Urban AG. Corp, through its wholly-owned subsidiary CCS Environmental World Wide, Inc., provides hazardous material abatement and environment remediation services. The Company's balance sheet at Sept. 30, 2013, showed $3.33 million in total assets, $12.84 million in total liabilities and a $9.50 million total stockholders' deficit. Bankruptcy Warning "Urban Ag is in the process of attempting to secure sufficient financing to continue operations. We have been working to obtain financing from outside investors for more than 12 months, but have not yet been successful. In the interim, short-term debt financing provided primarily by a corporate investor has secured all of the company's assets, and is being utilized to support governance and compliance activities. Additionally, non-payment of professional and other service providers and reduced general spending have been instituted until such time as financing is secured, if ever. If we are unable to obtain financing, we will be required to further curtail our operations or cease conducting business. Given our current level of debt, we do not expect that our stockholders would receive any proceeds if we declare bankruptcy or seek to liquidate the Company," the Company said in its quarterly report for the period ended Sept. 30, 2013. VIGGLE INC: Frazier Tech No Longer a Shareholder as of Dec. 31 -------------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Frazier Technology Ventures II, L.P., FTVM II, L.P. and Frazier Technology Management, L.L.C. disclosed that as of Dec. 31, 2014, they no longer owned shares of common stock of Viggle Inc. The reporting persons previously disclosed beneficial ownership of 7,346,142 common shares or 6.23 percent equity stake last year. A copy of the regulatory filing is available for free at http://is.gd/SjRabJ About Viggle New York City-based Viggle Inc. is a loyalty marketing company. The Company has developed a loyalty program for television that gives people real rewards for checking into the television shows they are watching on most mobile operating system. Viggle users can redeem their points in the app's rewards catalog for items such as movie tickets, music, or gift cards. Viggle reported a net loss of $68.4 million on $18 million of revenues for the year ended June 30, 2014, compared with a net loss of $91.4 million on $13.9 million of revenues for the year ended June 30, 2013. As of Dec. 31, 2014, the Company had $72.1 million in total assets, $51.02 million in total liabilities, $3.75 million in series C convertible redeemable preferred stock, and $17.4 million in total stockholders' equity. BDO USA, LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2014. The independent auditors noted that the Company has suffered recurring losses from operations and at June 30, 2014, has a deficiency in working capital that raises substantial doubt about its ability to continue as a going concern. VISCOUNT SYSTEMS: Paul Brisgone Quits From Board ------------------------------------------------ Paul Brisgone resigned as a director of Viscount Systems, Inc., and accordingly resigned as Independent Chair of the Company's Nominating Committee and as a Member of the Company's Audit Committee, Corporate Governance Committee and Compensation and Risk Committee. Mr. Brisgone's resignation was not the result of any disagreement with the Company, according to a document filed with the U.S. Securities and Exchange Commission. About Viscount Systems Burnaby, Canada-based Viscount Systems, Inc., is a manufacturer, developer and service provider of access control security products. The Company's bank credit facility was suspended on December 30, 2011 due to the bank's assessment of the Company's financial position. Management has determined that the Company will need to raise a minimum of C$500,000 by way of new debt or equity financing to continue normal operations for the next twelve months. Management has been actively seeking new investors and developing customer relationships, however a financing arrangement has not yet completed. Short-term loan financing is anticipated from related parties, however there is no certainty that loans will be available when required. These factors raise substantial doubt about the ability of the Company to continue operations as a going concern. Dale Matheson Carr-Hilton LaBonte LLP expressed substantial doubt about the Company's ability to continue as a going concern, citing that the Company has an accumulated deficit of C$11.7 million for the year ended Dec. 31, 2013. The Company requires additional funds to meet its obligations and the costs of its operations. The Company reported a net loss of C$3.08 million on C$4.13 million of sales in 2013, compared with a net loss of C$2.68 million on C$3.6 million of sales in 2012. The Company's balance sheet at Sept. 30, 2014, showed $2.14 million in total assets, $5.74 million in total liabilities and a $3.59 million total stockholders' deficit. VOGUE INT'L: Fitch Lowers IDR to B+ Then Withdraws Rating --------------------------------------------------------- Fitch Ratings has downgraded Vogue International LLC's Issuer Default Rating (IDR) to 'B+' from 'BB-', affirmed the 'BB+' rating on the company's existing $30 million senior secured revolver maturing in 2019 and $415 million senior secured term loan B maturing in 2020, and assigned a 'RR1' recovery rating to those issuances following the downgrade of Vogue's IDR. Fitch is also withdrawing its ratings on Vogue due to business reasons. Fitch has not assigned a rating to the $205 million add-on term loan launched yesterday. Proceeds from the new term loan will be used to pay dividends to Vogue's shareholders. Term loan balances upon closing will be in the $600 million range with pro forma leverage, based on Sept. 30, 2014 latest 12 months [LTM] EBITDA of approximately 4.9x, compared with actual leverage as of Sept. 30 of 3.3x. The downgrade reflects Fitch's view that Vogue is likely to operate with higher leverage than originally anticipated as exemplified by the above mentioned debt-financed dividend. Fitch recognizes that Vogue's financial performance has been better than expected and that the company has the ability to de-lever rapidly. However, a 'B+' IDR reflects business risk associated with Vogue's small size relative to larger well capitalized competitors as well as uncertainty regarding the company's on-going financial strategy. KEY RATING DRIVERS PROVEN MARKETER Vogue is a small private company whose point of differentiation is in offering products using ingredients that address specific hair conditions similar to the products found in a salon but at more affordable price points. Most of the company's brand support is with retailers rather than investments in national advertising to pull consumers into the store. Consumers make the final purchase decisions in store. Vogue's approach has proven successful despite low brand awareness relative to competitors and it is continuing to gain share. Vogue has had a growing presence on-shelf with major retailers, particularly in the mass and drug channel, for more than a decade. Major retailers such as Target have grouped Vogue's OGX brand under a 'salon affordable' banner, easily attracting consumers desiring specific hair solutions. Fitch notes that over the past several years many large household and personal care companies have modestly pulled back on advertising and increased trade spending to gain more last minute attention from consumers. GROWING NICHE, GOOD POSITIONING Vogue participates in the mass premium hair care category, which has exhibited solid growth rates vis a vis a relatively flat overall category. Financially pressured consumers limited visits to the expensive salon channel and migrated down to mass premium brands during the Great Recession and sales trends have remained positive through the recovery. As a point of reference, Fitch notes that Nexxus, a leading a mass premium brand competitor, also had strong revenue growth during the recession, despite premium pricing to mid-tier brands. Given this, Fitch believes there is good support for Vogue's subcategory throughout the economic cycle. Vogue's ability to generate new, well-received products has led to increased sales among existing and new customers. New product development is led by the 51% owner (post The Carlyle Group's investment), Todd Christopher. Fitch expects Mr. Christopher to continue leading the business. ATTRACTIVE COST STRUCTURE, FCF Manufacturing is outsourced resulting in a highly variable cost structure. Net sales growth has exceeded the low to mid-single digit average organic rate experienced by the company's significantly larger peers. Margins have improved sequentially for a number of years due to top line growth and a more modest rate of overhead increases. Limited fixed investments are required. The company's free cash flow (FCF) efficiency (Cash Flow from Operations - Capex/Net Income) has been in the 90% range, in line with larger consumer product companies such as the Procter & Gamble Company, and is expected to remain so. SIZE, LACK OF DIVERSIFICATION Vogue participates primarily in hair care, with the majority of its revenues derived from the United States. Revenues are also small in relationship to its several large peers. Vogue may not have the scale or resources to compete if a large competitor invested heavily in advertising and trade spending for a protracted period of time. EVENT RISK VIEWED AS HIGH The Carlyle Group (Carlyle) owns 49% of Vogue after its $391 million investment. Carlyle is expected to exit its position in its investment at some point which could increase event risk. DEBT STRUCTURE AND LIQUIDITY Mandatory excess cash flow requirements in Vogue's credit agreement and the company's strong cash flow give Vogue the opportunity to meaningfully reduce debt. Protection for creditors is provided by a net first lien leverage ratio which steps down from 5.25x at June 30, 2014 to 3.75x at March 31, 2016 and thereafter. It is anticipated that Vogue will continue to ably meet requirements with a solid cushion. Liquidity is adequate and supported mainly by Vogue's cash flow and the $30 million, five-year senior secured revolver. Capital requirements are minimal and debt maturities on the term loan are structured to be modest at approximately $4.2 million annually. Recovery Ratings The 'RR1' recovery rating on Vogue's secured debt reflects Fitch's expectations regarding the firm's pro forma capital structure and view of the new company's enterprise value as a going concern. Fitch estimates that recovery on Vogue's secured revolver and term loan A would be outstanding at 100% in a distressed situation. Key Assumptions: -- Vogue's operating performance, in terms of sales growth and operating cash flow generation, will remain solid; -- Management may be willing to maintain higher leverage than Fitch had originally anticipated. VYCOR MEDICAL: Fountainhead Holds 70% of Series D Shares -------------------------------------------------------- Fountainhead Capital Management Limited disclosed in an amended Schedule 13D filed with the Securities and Exchange Commission that as of Feb. 16, 2015, it beneficially owned 169,894 of 7% series D convertible redeemable preferred Stock par value $0.0001 of Vycor Medical, Inc., which represents 69.68% of the shares outstanding. On Feb. 16, 2015, Fountainhead Capital received an additional 5,745 shares of Series D as a dividend on its prior holdings of Series D. Fountainhead has previously reported ownership of 6,414,665 shares of Company Common Stock par value $0.0001, comprising ownership of 4,366,844 Common Shares and Warrants to purchase an aggregate of 2,047,821 Common Shares and 164,149 shares of Series D. A copy of the regulatory filing is available for free at: http://is.gd/4r8dAq About Vycor Medical Boca Raton, Fla.-based Vycor Medical, Inc. (OTC BB: VYCO) -- http://www.VycorMedical.com/-- is a medical device company committed to making neurological brain, spinal and other surgical procedures safer and more effective. The Company's flagship, Patent Pending ViewSite(TM) Surgical Access Systems represent an exciting new minimally invasive access and retraction system that holds the potential for speedier, safer and more economical brain, spinal and other surgeries and a quicker patient discharge. Vycor's innovative medical instruments are designed to optimize neurosurgical site access, reduce patient risk, accelerate recovery, and add tangible value to the professional medical community. Vycor Medical reported a net loss of $2.47 million on $1.08 million of revenue for the year ended Dec. 31, 2013, as compared with a net loss of $2.93 million on $1.20 million of revenue for the year ended Dec. 31, 2012. The Company's balance sheet at Sept. 30, 2014, showed $4.45 million in total assets, $1.02 million in total liabilities and $3.43 million in total stockholders' equity. VYCOR MEDICAL: Peter Zachariou Owns 26% of Series D Shares ---------------------------------------------------------- In an amended Schedule 13D filed with the U.S. Securities and Exchange Commission, Peter C. Zachariou disclosed that as of Feb. 16, 2015, he beneficially owned 62,674 shares of Vycor Medical, Inc.'s 7% series D convertible redeemable preferred stock par value $0.0001, which represents 25.7 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/DhyXjP About Vycor Medical Boca Raton, Fla.-based Vycor Medical, Inc. (OTC BB: VYCO) -- http://www.VycorMedical.com/-- is a medical device company committed to making neurological brain, spinal and other surgical procedures safer and more effective. The Company's flagship, Patent Pending ViewSite(TM) Surgical Access Systems represent an exciting new minimally invasive access and retraction system that holds the potential for speedier, safer and more economical brain, spinal and other surgeries and a quicker patient discharge. Vycor's innovative medical instruments are designed to optimize neurosurgical site access, reduce patient risk, accelerate recovery, and add tangible value to the professional medical community. Vycor Medical reported a net loss of $2.47 million on $1.08 million of revenue for the year ended Dec. 31, 2013, as compared with a net loss of $2.93 million on $1.20 million of revenue for the year ended Dec. 31, 2012. The Company's balance sheet at Sept. 30, 2014, showed $4.45 million in total assets, $1.02 million in total liabilities and $3.43 million in total stockholders' equity. WAFERGEN BIO-SYSTEMS: Deerfield Mgmt Reports Shares Ownership ------------------------------------------------------------- Deerfield Mgmt, L.P., et al., disclosed in an amended Schedule 13G filed with the U.S. Securities and Exchange Commission that as of Dec. 31, 2014, they beneficially owned 809,522 shares of common stock of WaferGen Bio-systems, Inc., which represents 9.98 percent of the shares outstanding. The Shares comprised of warrants to purchase 809,522 shares of common stock held by Deerfield Special Situations Fund, L.P., Deerfield Special Situations International Master Fund, L.P., Deerfield Private Design Fund II, L.P. and Deerfield Private Design International II, L.P., of which Deerfield Mgmt, L.P. is the general partner. The provisions of the warrants beneficially owned by the reporting person restrict the exercise or conversion of those securities to the extent that, upon such exercise or conversion, the number of shares then beneficially owned by the holder and its affiliates and any other person or entities with which such holder would constitute a Section 13(d) "group" would exceed 9.98% of the total number of shares of the Issuer then outstanding. Accordingly, notwithstanding the number of shares reported, the reporting person disclaims beneficial ownership of the shares underlying those warrants to the extent beneficial ownership of those shares would cause all reporting persons, in the aggregate, to exceed the Ownership Cap. A full-text copy of the regulatory filing is available at: http://is.gd/6wYjyu About WaferGen Bio-systems Fremont, California-based WaferGen Bio-systems, Inc., engages in the development of systems for gene expression quantification, genotyping and stem cell research. Since 2008, the Company's primary focus has been on the development, manufacture and marketing of its SmartChip System, a genetic analysis platform used for profiling and validating molecular biomarkers in the life sciences and pharmaceutical drug discovery industries. WaferGen reported a net loss attributable to common stockholders of $17.7 million in 2013, following a net loss attributable to common stockholders of $8.97 million in 2012. SingerLewak LLP, in San Jose, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has incurred operating losses and negative cash flows from operating activities since inception which raise substantial doubt about the Company's ability to continue as a going concern. WAFERGEN BIO-SYSTEMS: Great Point Reports 2% Stake as of Dec. 31 ---------------------------------------------------------------- Great Point Partners, LLC, Dr. Jeffrey R. Jay, M.D. and Mr. David Kroin disclosed in an amended Schedule 13G filed with the U.S. Securities and Exchange Commission that as of Dec. 31, 2014, they beneficially owned 132,456 shares of common stock of WaferGen Bio-systems, Inc., which represents 2.21 percent based on a total of 5,870,793 shares outstanding, as reported by the Issuer on a Form 10-Q filed with the SEC on Nov. 12, 2014. A copy of the regulatory filing is available for free at http://is.gd/VJoU33 About WaferGen Bio-systems Fremont, California-based WaferGen Bio-systems, Inc., engages in the development of systems for gene expression quantification, genotyping and stem cell research. Since 2008, the Company's primary focus has been on the development, manufacture and marketing of its SmartChip System, a genetic analysis platform used for profiling and validating molecular biomarkers in the life sciences and pharmaceutical drug discovery industries. WaferGen reported a net loss attributable to common stockholders of $17.7 million in 2013, following a net loss attributable to common stockholders of $8.97 million in 2012. SingerLewak LLP, in San Jose, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has incurred operating losses and negative cash flows from operating activities since inception which raise substantial doubt about the Company's ability to continue as a going concern. WAFERGEN BIO-SYSTEMS: Merlin BioMed Holds 3% Stake as of Dec. 31 ---------------------------------------------------------------- Merlin BioMed Private Equity Advisors, LLC, Merlin Nexus III, L.P. and Dominique Semon disclosed in an amended Schedule 13G filed with the U.S. Securities and Exchange Commission that as of Dec. 31, 2014, they beneficially owned 193,730 shares of common stock of Wafergen Bio-Systems, Inc., which represents 3.3 percent based upon 5,870,793 shares outstanding as of Nov. 10, 2014, as set forth in the Issuer's Form 10-Q filed with the SEC on Nov. 12, 2014. A copy of the regulatory filing is available at: http://is.gd/pr4F8V About WaferGen Bio-systems Fremont, California-based WaferGen Bio-systems, Inc., engages in the development of systems for gene expression quantification, genotyping and stem cell research. Since 2008, the Company's primary focus has been on the development, manufacture and marketing of its SmartChip System, a genetic analysis platform used for profiling and validating molecular biomarkers in the life sciences and pharmaceutical drug discovery industries. WaferGen reported a net loss attributable to common stockholders of $17.7 million in 2013, following a net loss attributable to common stockholders of $8.97 million in 2012. SingerLewak LLP, in San Jose, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has incurred operating losses and negative cash flows from operating activities since inception which raise substantial doubt about the Company's ability to continue as a going concern. WAFERGEN BIO-SYSTEMS: RA Capital Reports 9.9% Stake as of Dec. 31 ----------------------------------------------------------------- RA Capital Management, LLC and Peter Kolchinsky disclosed in an amended Schedule 13G filed with the U.S. Securities and Exchange Commission that as of Dec. 31, 2014, they beneficially owned 560,000 shares of common stock of Wafergen Bio-Systems, Inc., which represents 9.9 percent of the shares outstanding. RA Capital Healthcare Fund, L.P. also reported beneficial ownership of 462,560 shares as of that date. A full-text copy of the regulatory is available for free at http://is.gd/0WvLOC About WaferGen Bio-systems Fremont, California-based WaferGen Bio-systems, Inc., engages in the development of systems for gene expression quantification, genotyping and stem cell research. Since 2008, the Company's primary focus has been on the development, manufacture and marketing of its SmartChip System, a genetic analysis platform used for profiling and validating molecular biomarkers in the life sciences and pharmaceutical drug discovery industries. WaferGen reported a net loss attributable to common stockholders of $17.7 million in 2013, following a net loss attributable to common stockholders of $8.97 million in 2012. SingerLewak LLP, in San Jose, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has incurred operating losses and negative cash flows from operating activities since inception which raise substantial doubt about the Company's ability to continue as a going concern. WALTER ENERGY: Marketfield Asset No Longer a Shareholder -------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Marketfield Asset Management LLC disclosed that as of Dec. 31, 2014, it no longer owned shares of common stock of Walter Energy, Inc. Last year, Marketfield Asset reported beneficial ownership of 5,210,406 shares or 8.3 percent equity stake as of Dec. 31, 2013. A copy of the regulatory filing is available for free at http://is.gd/Q7nStr About Walter Energy Walter Energy is a leading, publicly traded "pure-play" metallurgical coal producer for the global steel industry with strategic access to high-growth steel markets in Asia, South America and Europe. The Company also produces thermal coal, anthracite, metallurgical coke and coal bed methane gas. Walter Energy employs approximately 2,900 employees with operations in the United States, Canada and United Kingdom. * * * As reported by the TCR on Aug. 19, 2014, Standard & Poor's Ratings Services said it raised its corporate credit rating on Birmingham, Ala.-based Walter Energy to 'CCC+' from 'SD'. S&P believes the company's capital structure is likely unsustainable in the long-term absent an improvement in met coal prices. The TCR reported on July 10, 2014, that Moody's downgraded the Corporate Family Rating of Walter Energy to 'Caa2' from 'Caa1'. "The downgrade in the corporate family rating reflects the anticipated deterioration in performance, increased cash burn and increase in leverage, given the recent met coal benchmark settlement of $120 per tonne for high quality coking coal and our expectation that meaningful recovery in metallurgical coal markets is twelve to eighteen months away." WALTER ENERGY: Reports $128 Million Net Loss for Fourth Quarter --------------------------------------------------------------- Walter Energy, Inc. reported a net loss of $128 million on $286 million of revenues for the three months ended Dec. 31, 2014, compared to a net loss of $174 million on $472 million of revenues for the same period a year ago. For the year ended Dec. 31, 2014, the Company reported a net loss of $471 million on $1.40 billion of revenues compared to a net loss of $359 million on $1.86 billion of revenues for the same period a year ago. As of Dec. 31, 2014, Walter Energy had $5.38 billion in total assets, $5.10 billion in total liabilities and $282 million in stockholders' equity. "We remain focused on improving our operational performance while implementing cost containment measures across our Company," said Walt Scheller, chief executive officer. "For the full year 2014, we aggressively reduced costs - both in operational and administrative areas - all while improving production efficiency at our mines; opportunistically restructured our balance sheet to enhance liquidity and provide additional financial flexibility; and ensured that our emphasis on safety remained paramount," said Scheller. "As 2015 unfolds, we will maintain our focus on improving safety, increasing productivity and reducing costs." Available liquidity was $481.2 million at the end of 2014, consisting of cash and cash equivalents of $468.5 million plus $12.7 million in availability under the Company's $76.9 million revolving credit facilities, net of outstanding letters of credit of $64.2 million. A full-text copy of the press release is available at: http://is.gd/z3VYeO About Walter Energy Walter Energy is a leading, publicly traded "pure-play" metallurgical coal producer for the global steel industry with strategic access to high-growth steel markets in Asia, South America and Europe. The Company also produces thermal coal, anthracite, metallurgical coke and coal bed methane gas. Walter Energy employs approximately 2,900 employees with operations in the United States, Canada and United Kingdom. * * * As reported by the TCR on Aug. 19, 2014, Standard & Poor's Ratings Services said it raised its corporate credit rating on Birmingham, Ala.-based Walter Energy to 'CCC+' from 'SD'. S&P believes the company's capital structure is likely unsustainable in the long-term absent an improvement in met coal prices. The TCR reported on July 10, 2014, that Moody's downgraded the Corporate Family Rating of Walter Energy to 'Caa2' from 'Caa1'. "The downgrade in the corporate family rating reflects the anticipated deterioration in performance, increased cash burn and increase in leverage, given the recent met coal benchmark settlement of $120 per tonne for high quality coking coal and our expectation that meaningful recovery in metallurgical coal markets is twelve to eighteen months away." WATERFORD GAMING: Moody's Withdraws Ratings Including 'Ca' CFR -------------------------------------------------------------- Moody's Investors Service withdrew all ratings of Waterford Gaming, LLC including its Ca Corporate Family Rating, D-PD Probability of Default Rating and Ca senior unsecured notes rating. Moody's has withdrawn the rating because it believes it has insufficient or otherwise inadequate information to support the maintenance of the rating. On Sept. 15, 2014, Waterford defaulted on its notes when the company failed to repay the outstanding balance of it senior unsecured notes in full at maturity. The company is currently operating under a forbearance agreement with a majority of its lenders pursuant to which the note holders have agreed to forbear from exercising their rights and remedies under the indenture governing the notes. Waterford is a special purpose company formed solely for the purpose of holding its 50% partnership interest, as a general partner, in Trading Cove Associates, a Connecticut general partnership and the manager (until Jan. 1, 2000) and developer of the Mohegan Sun Casino located in Uncasville, CT. TCA received relinquishment fees based on certain gross revenues of the Mohegan Sun Casino, which is owned and operated by the Mohegan Tribal Gaming Authority (B3, negative). The final relinquishment fee was received on Jan. 25, 2015. After the final payment is applied, there is estimated to be an approximately $35 million shortfall in its senior unsecured notes which we expect will be forgiven by the bank lenders. Ratings withdrawn are: -- Corporate Family Rating at Ca -- Probability of Default Rating at D-PD -- Approximate $41 million 8.625% senior unsecured notes at Ca (LGD4) WBH ENERGY: Files List of Real Property in Court ------------------------------------------------ WBH Energy LP filed its "Schedule A - List of Real Property" with the United State Bankruptcy Court for the Western District of Texas. A full-text copy of the schedule is available for free at http://is.gd/ZIvdqV About WBH Energy WBH Energy Partners LLC (Bankr. W.D. Tex. Case No. 15-10004) and its affiliates -- WBH Energy, LP (Bankr. W.D. Tex. Case No. 15-10003) and WBH Energy GP, LLC (Bankr. W.D. Tex. Case No. 15-10005) separately filed for Chapter 11 bankruptcy protection on Jan. 4, 2015. The petitions were signed by Joseph S. Warnock, vice president. Judge Christopher Mott presides over WBH Energy, LP's case, while Judge Tony M. Davis presides over WBH Energy Partners' and WBH Energy GP's cases. William A. (Trey) Wood, III, Esq., at Bracewell & Giuliani LLP, serves as the Debtors' bankruptcy counsel. The U.S. Trustee for Region 7 appointed seven creditors to serve on the official committee of unsecured creditors. WEST CORP: Posts $158 Million Net Income in 2014 ------------------------------------------------ West Corporation filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K disclosing net income of $158.4 million on $2.21 billion of revenue for the year ended Dec. 31, 2014, compared to net income of $143 million on $2.12 billion of revenue for the year ended Dec. 31, 2013. As of Dec. 31, 2014, West Corp had $3.81 billion in total assets, $4.47 billion in total liabilities, and a $660 million total stockholders' deficit. Bankruptcy Warning "If our cash flows and capital resources are insufficient to fund our debt service obligations and to fund our other liquidity needs, we may be forced to reduce or delay capital expenditures or the payment of dividends, sell assets or operations, seek additional capital or restructure or refinance our indebtedness. We cannot make assurances that we would be able to take any of these actions, that these actions would be successful and permit us to meet our scheduled debt service obligations or that these actions would be permitted under the terms of our existing or future debt agreements, including our senior secured credit facilities or the indenture that governs our outstanding notes. Our senior secured credit facilities documentation and the indenture that governs the notes restrict our ability to dispose of assets and use the proceeds from the disposition. As a result, we may not be able to consummate those dispositions or use the proceeds to meet our debt service or other obligations, and any proceeds that are available may not be adequate to meet any debt service or other obligations then due. If we cannot make scheduled payments on our debt, we will be in default of such debt and, as a result: * our debt holders could declare all outstanding principal and interest to be due and payable; * our debt holders under other debt subject to cross default or cross acceleration provisions could declare all outstanding principal and interest on such other debt to be due and payable; * the lenders under our senior secured credit facilities could terminate their commitments to lend us money and foreclose against the assets securing our borrowings; and * we could be forced into bankruptcy or liquidation," the Company stated in the Report. A full-text copy of the Form 10-K is available for free at: http://is.gd/OFPf5N About West Corporation Omaha, Neb.-based West Corporation is a global provider of communication and network infrastructure solutions. West helps manage or support essential enterprise communications with services that include conferencing and collaboration, public safety services, IP communications, interactive services such as automated notifications, large-scale agent services and telecom services. * * * As reported by the TCR on June 21, 2013, Standard & Poor's Ratings Services raised its corporate credit rating on West Corp. to 'BB-' from 'B+'. The upgrade reflects Standard & Poor's view that lower debt leverage and a less aggressive financial policy will strengthen the company's financial profile. In the April 4, 2013, edition of the TCR, Moody's Investor Service upgraded West Corporation's Corporate Family Rating to 'B1' from 'B2'. "The CFR upgrade to B1 reflects West's shift to a more conservative capital structure and financial policies as a publicly owned company," stated Moody's analyst Suzanne Wingo. WESTMORELAND COAL: Depositary Shares Delisted From NASDAQ --------------------------------------------------------- The NASDAQ Stock Market LLC filed a Form 25 with the Securities and Exchange Commission to remove from listing or registration the depositary shares, rep. 1/4 of a share of Ser. A preferred stock of Westmoreland Coal Co. About Westmoreland Coal Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest independent coal company in the United States. The Company's coal operations include coal mining in the Powder River Basin in Montana and lignite mining operations in Montana, North Dakota and Texas. Its power operations include ownership of the two-unit ROVA coal-fired power plant in North Carolina. Westmoreland Coal incurred a net loss applicable to common shareholders of $6.05 million in 2013, a net loss applicable to common shareholders of $8.58 million in 2012 and a net loss applicable to common shareholders of $34.5 million in 2011. * * * As reported by the TCR on Nov. 20, 2014, Standard & Poor's Rating Services raised its corporate credit rating on Westmoreland Coal Co. one-notch to 'B' from 'B-'. "The stable outlook is supported by Westmoreland's committed sales position over the next year, which should result in stable cash flows," said Standard & Poor's credit analyst Chiza Vitta. Moody's upgraded the corporate family rating (CFR) of Westmoreland Coal Company to 'B3' from 'Caa1', and assigned 'Caa1' rating to the company's proposed new $300 million First Lien Term Loan, the TCR reported on Nov. 20, 2014. The upgrade of the CFR reflects the company's successful integration of the Canadian mines acquired in April 2014, and Moody's expectation that the company's Debt/ EBITDA will track at around 5x in 2015 and 2016 and that the company will be break-even to modestly free cash flow positive over the same time period. WESTMORELAND COAL: Owns 79% of Units in Westmoreland Resource ------------------------------------------------------------- Westmoreland Coal Company disclosed in a Schedule 13D filed with the U.S. Securities and Exchange Commission that as of Dec. 31, 2014, it beneficially owned 4,512,500 common units representing limited partner interests of Westmoreland Resource Partners, LP, which represents 79.01 percent based on an aggregate of 5,711,636 of the Issuer's Common Units outstanding as of Feb. 12, 2015. On Dec. 31, 2014, pursuant to the terms of a contribution agreement dated Oct. 16, 2014, between the Issuer and the Reporting Person, Westmoreland Coal contributed to the Issuer 100% of the membership interests in the Reporting Person's wholly owned subsidiary, Westmoreland Kemmerer Fee Coal Holdings, LLC. WKFCH holds fee simple interests in certain coal reserves and related surface lands at the Reporting Person's Kemmerer Mine in Lincoln County, Wyoming. The Contribution was made in exchange for 4,512,500 Common Units of the Issuer. A copy of the regulatory filing is available for free at: http://is.gd/aKhOtj About Westmoreland Coal Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest independent coal company in the United States. The Company's coal operations include coal mining in the Powder River Basin in Montana and lignite mining operations in Montana, North Dakota and Texas. Its power operations include ownership of the two-unit ROVA coal-fired power plant in North Carolina. Westmoreland Coal incurred a net loss applicable to common shareholders of $6.05 million in 2013, a net loss applicable to common shareholders of $8.58 million in 2012 and a net loss applicable to common shareholders of $34.5 million in 2011. * * * As reported by the TCR on Nov. 20, 2014, Standard & Poor's Rating Services raised its corporate credit rating on Westmoreland Coal Co. one-notch to 'B' from 'B-'. "The stable outlook is supported by Westmoreland's committed sales position over the next year, which should result in stable cash flows," said Standard & Poor's credit analyst Chiza Vitta. Moody's upgraded the corporate family rating (CFR) of Westmoreland Coal Company to 'B3' from 'Caa1', and assigned 'Caa1' rating to the company's proposed new $300 million First Lien Term Loan, the TCR reported on Nov. 20, 2014. The upgrade of the CFR reflects the company's successful integration of the Canadian mines acquired in April 2014, and Moody's expectation that the company's Debt/ EBITDA will track at around 5x in 2015 and 2016 and that the company will be break-even to modestly free cash flow positive over the same time period. WIZARD WORLD: Bristol Reports 14% Stake as of Feb. 13 ----------------------------------------------------- As of Feb. 13, 2015, (i) Bristol Investment Fund, Ltd. owns 7,278,568 common shares, which represents approximately 14.18% of the Shares outstanding, based upon 51,341,524 Shares outstanding as of Nov. 4, 2014, as reported by the Issuer in its 10Q filed on Nov. 5, 2014, (ii) Bristol Capital, LLC owns 444,000 Shares, which represents approximately 0.865% of the 51,341,524 shares outstanding, (iii) Paul Kessler owns 78,700 shares, which represents approximately 0.153% of the shares outstanding and (iv) Bristol Capital Advisors Profit Sharing Plan owns 588,000 shares, which represents approximately 1.145% equity stake. Paul Kessler, as manager of the investment advisor to Bristol Investment Fund, Ltd., manager of Bristol Capital, LLC, and manager of Bristol Capital Advisors Profit Sharing Plan, has the power to vote and dispose of the Shares owned by BIF, BC and BCA PSP, as well as the shares owned my Mr. Kessler himself. Mr. Kessler disclaims beneficial ownership of the Shares owned by BIF. A copy of the regulatory filing is available for free at: http://is.gd/49LAgu About Wizard World Based in New York, N.Y., Wizard World, Inc., is a producer of pop culture and multimedia conventions ("Comic Cons") across North America that markets movies, TV shows, video games, technology, toys, social networking/gaming platforms, comic books and graphic novels. These Comic Cons provide sales, marketing, promotions, public relations, advertising and sponsorship opportunities for entertainment companies, toy companies, gaming companies, publishing companies, marketers, corporate sponsors and retailers. Wizard World incurred a net loss attributable to common stockholders of $3.88 million in 2013, a net loss attributable to common stockholders of $3.13 million in 2012 and a net loss of $2.01 million in 2011. As of Sept. 30, 2014, the Company had $7.95 million in total assets, $3.12 million in total liabilities and $4.82 million in in total stockholders' equity. WIZARD WORLD: John Macaluso Reports 16.4% Stake as of Dec. 31 ------------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, John M. Macaluso disclosed that as of Dec. 31, 2014, he beneficially owned 8,450,213 shares of common stock of Wizard World, which represents 16.5 percent based on 51,358,386 shares of common stock issued and outstanding as of Feb. 17, 2015. A copy of the regulatory filing is available for free at http://is.gd/0aELmz About Wizard World Based in New York, N.Y., Wizard World, Inc., is a producer of pop culture and multimedia conventions ("Comic Cons") across North America that markets movies, TV shows, video games, technology, toys, social networking/gaming platforms, comic books and graphic novels. These Comic Cons provide sales, marketing, promotions, public relations, advertising and sponsorship opportunities for entertainment companies, toy companies, gaming companies, publishing companies, marketers, corporate sponsors and retailers. Wizard World incurred a net loss attributable to common stockholders of $3.88 million in 2013, a net loss attributable to common stockholders of $3.13 million in 2012 and a net loss of $2.01 million in 2011. As of Sept. 30, 2014, the Company had $7.95 million in total assets, $3.12 million in total liabilities and $4.82 million in in total stockholders' equity. WPCS INTERNATIONAL: Iroquois Capital Has 9.99% Stake as of Dec. 31 ------------------------------------------------------------------ Iroquois Capital Management L.L.C., Joshua Silverman, and Richard Abbe disclosed in an amended Schedule 13G filed with the U.S. Securities and Exchange Commission that as of Dec. 31, 2014, they beneficially owned 14,303 shares of common stock and 6,150,000 shares of common stock issuable upon conversion of convertible preferred stock of WPCS International Incorporated, which represents 9.99 percent of the shares outstanding. Pursuant to the terms of the Reported Securities, the Reporting Persons cannot convert any of the Reported Securities if they would beneficially own, after any such conversion, more than 9.99% of the outstanding shares of Common Stock. Consequently, at this time, the Reporting Persons are not able to convert all of those Reported Securities due to the 9.99% Blocker. The Company's quarterly report on Form 10-Q for the quarterly period ended Oct. 31, 2014, filed with the SEC on Dec. 22, 2014, disclosed that the total number of outstanding shares of Common Stock as of Dec. 19, 2014, was 13,913,164. Mr. Abbe and Mr. Silverman are the members of Iroquois Capital Management who have the authority and responsibility for the investments made on behalf of the Iroquois Master Fund, in whose name the Reported Securities are held. As such, Mr. Abbe and Mr. Silverman may be deemed to be the beneficial owner of all shares of Common Stock, including shares of Common Stock underlying the Reported Securities, held for the account of the Iroquois Master Fund. Each of Messrs. Abbe and Silverman disclaims beneficial ownership of the shares of Common Stock held by the Iroquois Master Fund, except to the extent of their pecuniary interest. A full-text copy of the regulatory filing is available at: http://is.gd/yzaPCB About WPCS International Incorporated WPCS -- http://www.wpcs.com/-- operates in two business segments including: (1) providing communications infrastructure contracting services to the public services, healthcare, energy and corporate enterprise markets worldwide; and (2) developing a Bitcoin trading platform. As reported by the TCR on Feb. 7, 2014, WPCS appointed Marcum LLP as its new independent registered public accounting firm. CohnReznick LLP resigned on Dec. 20, 2013. WPCS International incurred a net loss attributable to common shareholders of $11.2 million for the year ended April 30, 2014, as compared with a net loss attributable to common shareholders of $6.91 million for the year ended April 30, 2013. As of Oct. 31, 2014, the Company had $17.7 million in total assets, $17.3 million in total liabilities and $397,000 in total equity. Marcum LLP, in New York, NY, issued a "going concern" qualification on the consolidated financial statements for the year ended April 30, 2014. The independent auditing firm noted that the Company has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. WPCS INTERNATIONAL: Issues 1.1 Million Common Shares ---------------------------------------------------- WPCS International Incorporated issued 1,100,000 shares of its common stock, par value $0.0001 per share, from Jan. 23, 2015, through Feb. 17, 2015, in transactions that were not registered under the Securities Act of 1933, according to a Form 8-K filed with the U.S. Securities and Exchange Commission. The issuances on Feb. 17, 2015, resulted in an increase in the number of shares of Common Stock outstanding by more than 5% compared to the number of shares of Common Stock reported outstanding in the Company's last quarterly report on Form 10-Q filed with the Securities and Exchange Commission on Dec. 22, 2104, and amended by Amendment No. 1 on Dec. 23, 2014. The Company has issued a total of 1,100,000 shares of Common Stock to holders of its Series F-1 Convertible Preferred Stock upon the conversion of shares of Series F-1 Convertible Preferred Stock. The shares of Common Stock issued upon the conversion of shares of Series F-1 Convertible Preferred Stock were issued in reliance upon the exemption from registration in Section 3(a)(9) of the Securities Act of 1933. As of Feb. 17, 2015, the Company has 15,013,164 shares of Common Stock outstanding. About WPCS International Incorporated WPCS -- http://www.wpcs.com/-- operates in two business segments including: (1) providing communications infrastructure contracting services to the public services, healthcare, energy and corporate enterprise markets worldwide; and (2) developing a Bitcoin trading platform. As reported by the TCR on Feb. 7, 2014, WPCS appointed Marcum LLP as its new independent registered public accounting firm. CohnReznick LLP resigned on Dec. 20, 2013. WPCS International incurred a net loss attributable to common shareholders of $11.2 million for the year ended April 30, 2014, as compared with a net loss attributable to common shareholders of $6.91 million for the year ended April 30, 2013. As of Oct. 31, 2014, the Company had $17.7 million in total assets, $17.3 million in total liabilities and $397,000 in total equity. Marcum LLP, in New York, NY, issued a "going concern" qualification on the consolidated financial statements for the year ended April 30, 2014. The independent auditing firm noted that the Company has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. XCCENT INC: Files for Chapter 11 Bankruptcy Protection ------------------------------------------------------ Xccent, Inc., filed for Chapter 11 bankruptcy protection (Bankr. D. Minn. Case No. 15-30475) on Feb. 13, 2015, estimating its assets between $1 million and $10 million and its liabilities between $1 million and $10 million. The petition was signed by John P. Mathiesen, president. Judge Michael E Ridgway presides over the case. Michael F McGrath, Esq., at Ravich Meyer Kirkman & McGrath Nauman & Tansey P.A., serves as the Company's bankruptcy counsel. Sheila Stogsdill at Tulsa World relates that the Company, along with Noah's Parks and Playground and the Wyandotte School District, settled in October 2013 a civil lawsuit for an undisclosed amount of money with the family of Alyssa Avila, the fourth-grader who died in August 2010 after falling from the Company's X-Wave playground equipment at the Wyandotte Elementary School. According to Tulsa World, the equipment has since been removed from Wyandotte. The report adds that Oklahoma school districts Moore, Edmond, Oklahoma City, Putnam City, Deer Creek, and Norman either removed the playground equipment or kept children off it. Wyoming, Minnesota-based Xccent, Inc., manufactures playground equipment. YRC WORLDWIDE: Spectrum Group Reports 2.7% Stake as of Dec. 31 -------------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Spectrum Group Management LLC and Jeffrey A. Schaffer disclosed that as of Dec. 31, 2014, they beneficially owned 839,416 shares of common stock of YRC Worldwide Inc., which represents 2.7 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/XOM4Th About YRC Worldwide Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ: YRCW) -- http://www.yrcw.com/-- is a holding company that offers its customers a wide range of transportation services. These services include global, national and regional transportation as well as logistics. YRC Worldwide reported a net loss of $67.7 million in 2014 following a net loss of $83.6 million in 2013. As of Dec. 31, 2014, the Company had $1.98 billion in total assets, $2.45 billion in total liabilities, and a $474 million total stockholders' deficit. * * * As reported by the TCR on Feb. 18, 2014, Moody's Investors Service had upgraded the Corporate Family Rating for YRC Worldwide Inc. ("YRCW") from Caa3 to B3, following the successful closing of its refinancing transactions. In the Jan. 31, 2014, edition of the TCR, Standard & Poor's Ratings Services said that it raised its ratings on Overland Park, Kansas-based less-than-truckload (LTL) trucker YRC Worldwide Inc. (YRCW), including the corporate credit rating to 'CCC+' from 'CCC', and removed them from CreditWatch negative, where they were placed on Jan. 10, 2014. "The upgrades reflect YRCW's improved liquidity position and minimal debt maturities as a result of its proposed refinancing," said Standard & Poor's credit analyst Anita Ogbara. [*] Huron Consulting Bags 9th Annual M&A Advisor Turnaround Award ----------------------------------------------------------------- Huron Consulting Group on Feb. 20 disclosed that it received the Annual M&A Advisor Turnaround Award for work with Nephron Pharmaceuticals. "Huron is honored to receive this prestigious award for our work with Nephron Pharmaceuticals," said Geoffrey Frankel, managing director, Huron Transaction Advisory. "Huron's investment banking team worked seamlessly with our financial consulting and life sciences colleagues to provide a complete solution that helped the client achieve their financing goal." Nephron Pharmaceuticals Corporation, a manufacturer of nebulized pharmaceutical products used to treat chronic respiratory conditions, engaged Huron to help reposition its operating and financial story to lenders. Within a relatively short period of time, the Company received multiple refinancing proposals resulting in the successful closing of a $205 million senior credit facility and $75 million of mezzanine notes. For a complete case study on the results visit: http://is.gd/Wy8aGw On Monday, February 23, The M&A Advisor will present the 2015 awards at a black tie Awards Gala at The Colony Hotel in Palm Beach, Fla., in conjunction with the 2015 M&A Advisor Distressed Investing Summit that will feature 200 of the industry's leading professionals participating in exclusive interactive forums led by a faculty of restructuring industry stalwarts and Bloomberg media experts. For an event profile, visit: http://is.gd/uyiXiM If you are interested in speaking with Geoffrey Frankel about the Nephron refinancing or another one of Huron's transaction advisory experts, please contact: Jennifer Frost Hennagir 312-880-3260 jfrost-hennagir@huronconsultinggroup.com Jenna Nichols 312-880-5693 jnichols@huronconsultinggroup.com About Huron Transaction Advisory Huron Transaction Advisory LLC, a registered broker-dealer, brings extensive corporate finance and investment banking expertise to middle-market companies in acquisition or divestiture strategies, growth initiatives, additional capital, and special situation financings as they seek to maximize value. Huron's broker-dealer services are part of the Huron Business Advisory segment. About Huron Consulting Group Huron Consulting Group -- http://www.huronconsultinggroup.com-- helps clients in diverse industries improve performance, transform the enterprise, reduce costs, leverage technology, process and review large amounts of complex data, address regulatory changes, recover from distress and stimulate growth. The Company's professionals employ their expertise in finance, operations, strategy and technology to provide its clients with specialized analyses and customized advice and solutions that are tailored to address each client's particular challenges and opportunities to deliver sustainable and measurable results. The Company provides consulting services to a wide variety of both financially sound and distressed organizations, including healthcare organizations, leading academic institutions, Fortune 500 companies, governmental entities and law firms. Huron has worked with more than 425 health systems, hospitals, and academic medical centers; more than 400 corporate general counsel; and more than 350 universities and research institutions. [^] BOND PRICING: For the Week From February 16 to 20, 2015 ----------------------------------------------------------- Company Ticker Coupon Bid Price Maturity Date ------- ------ ------ --------- ------------- Abyssinia Missionary Baptist Church Ministries Inc ABYSS 7.500 20.000 9/15/2016 Allen Systems Group Inc ALLSYS 10.500 34.000 11/15/2016 Allen Systems Group Inc ALLSYS 10.500 34.000 11/15/2016 Alpha Natural Resources Inc ANR 6.000 31.800 6/1/2019 Alpha Natural Resources Inc ANR 9.750 42.266 4/15/2018 Alpha Natural Resources Inc ANR 3.750 39.895 12/15/2017 Altegrity Inc USINV 14.000 38.000 7/1/2020 Altegrity Inc USINV 13.000 37.625 7/1/2020 Altegrity Inc USINV 14.000 37.625 7/1/2020 American Eagle Energy Corp AMZG 11.000 42.500 9/1/2019 American Eagle Energy Corp AMZG 11.000 39.000 9/1/2019 Arch Coal Inc ACI 7.000 29.500 6/15/2019 Arch Coal Inc ACI 9.875 36.000 6/15/2019 BPZ Resources Inc BPZ 8.500 17.700 10/1/2017 Caesars Entertainment Operating Co Inc CZR 10.000 17.500 12/15/2018 Caesars Entertainment Operating Co Inc CZR 10.750 20.895 2/1/2016 Caesars Entertainment Operating Co Inc CZR 12.750 16.500 4/15/2018 Caesars Entertainment Operating Co Inc CZR 6.500 24.875 6/1/2016 Caesars Entertainment Operating Co Inc CZR 5.750 28.000 10/1/2017 Caesars Entertainment Operating Co Inc CZR 10.000 17.500 12/15/2018 Caesars Entertainment Operating Co Inc CZR 10.750 8.750 2/1/2016 Caesars Entertainment Operating Co Inc CZR 5.750 29.500 10/1/2017 Caesars Entertainment Operating Co Inc CZR 10.000 17.750 12/15/2018 Caesars Entertainment Operating Co Inc CZR 10.750 22.375 2/1/2016 Caesars Entertainment Operating Co Inc CZR 10.000 17.750 12/15/2018 Caesars Entertainment Operating Co Inc CZR 10.000 17.500 12/15/2018 Cal Dive International Inc CDVI 5.000 10.000 7/15/2017 Champion Enterprises Inc CHB 2.750 0.250 11/1/2037 Chassix Holdings Inc CHASSX 10.000 11.750 12/15/2018 Chassix Holdings Inc CHASSX 10.000 12.250 12/15/2018 Colt Defense LLC / Colt Finance Corp CLTDEF 8.750 34.706 11/15/2017 Colt Defense LLC / Colt Finance Corp CLTDEF 8.750 38.500 11/15/2017 Colt Defense LLC / Colt Finance Corp CLTDEF 8.750 38.500 11/15/2017 Endeavour International Corp END 12.000 25.750 3/1/2018 Endeavour International Corp END 5.500 1.220 7/15/2016 Endeavour International Corp END 12.000 25.625 3/1/2018 Endeavour International Corp END 12.000 25.625 3/1/2018 Energy Conversion Devices Inc ENER 3.000 7.875 6/15/2013 Energy Future Intermediate Holding Co LLC / EFIH Finance Inc TXU 10.000 9.750 12/1/2020 Energy Future Intermediate Holding Co LLC / EFIH Finance Inc TXU 10.000 9.750 12/1/2020 Energy Future Intermediate Holding Co LLC / EFIH Finance Inc TXU 6.875 4.022 8/15/2017 Exide Technologies XIDE 8.625 5.000 2/1/2018 Exide Technologies XIDE 8.625 5.875 2/1/2018 Exide Technologies XIDE 8.625 5.875 2/1/2018 FBOP Corp FBOPCP 10.000 1.843 1/15/2009 FairPoint Communications Inc/Old FRP 13.125 1.879 4/2/2018 Fleetwood Enterprises Inc FLTW 14.000 3.557 12/15/2011 GT Advanced Technologies Inc GTAT 3.000 33.550 10/1/2017 Goodrich Petroleum Corp GDP 5.000 44.500 10/1/2032 Gymboree Corp/The GYMB 9.125 41.750 12/1/2018 Hartford Life Insurance Co HIG 4.700 89.500 6/15/2015 James River Coal Co JRCC 10.000 0.429 6/1/2018 James River Coal Co JRCC 10.000 0.429 6/1/2018 Las Vegas Monorail Co LASVMC 5.500 3.227 7/15/2019 Lehman Brothers Holdings Inc LEH 5.000 12.500 2/7/2009 Lehman Brothers Inc LEH 7.500 9.125 8/1/2026 MF Global Holdings Ltd MF 6.250 32.000 8/8/2016 MF Global Holdings Ltd MF 3.375 32.000 8/1/2018 MF Global Holdings Ltd MF 1.875 32.000 2/1/2016 MModal Inc MODL 10.750 10.125 8/15/2020 Molycorp Inc MCP 6.000 14.900 9/1/2017 Molycorp Inc MCP 3.250 17.375 6/15/2016 Molycorp Inc MCP 5.500 18.000 2/1/2018 Momentive Performance Materials Inc MOMENT 11.500 1.875 12/1/2016 NII Capital Corp NIHD 10.000 45.250 8/15/2016 OMX Timber Finance Investments II LLC OMX 5.540 25.125 1/29/2020 Powerwave Technologies Inc PWAV 2.750 0.125 7/15/2041 Powerwave Technologies Inc PWAV 1.875 0.125 11/15/2024 Powerwave Technologies Inc PWAV 1.875 0.125 11/15/2024 Quicksilver Resources Inc KWKA 9.125 10.500 8/15/2019 Quicksilver Resources Inc KWKA 11.000 10.750 7/1/2021 RAAM Global Energy Co RAMGEN 12.500 43.861 10/1/2015 RadioShack Corp RSH 6.750 16.000 5/15/2019 RadioShack Corp RSH 6.750 16.750 5/15/2019 RadioShack Corp RSH 6.750 94.125 5/15/2019 Sabine Oil & Gas Corp SOGC 7.250 31.513 6/15/2019 Sabine Oil & Gas Corp SOGC 9.750 47.000 2/15/2017 Samson Investment Co SAIVST 9.750 35.875 2/15/2020 Saratoga Resources Inc SARA 12.500 14.000 7/1/2016 Savient Pharmaceuticals Inc SVNT 4.750 0.225 2/1/2018 Swift Energy Co SFY 7.125 52.000 6/1/2017 TMST Inc THMR 8.000 10.000 5/15/2013 Terrestar Networks Inc TSTR 6.500 10.000 6/15/2014 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 15.000 15.750 4/1/2021 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 10.500 8.375 11/1/2016 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 15.000 14.800 4/1/2021 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 10.500 8.000 11/1/2016 Tunica-Biloxi Gaming Authority PAGON 9.000 65.250 11/15/2015 Walter Energy Inc WLT 9.875 14.000 12/15/2020 Walter Energy Inc WLT 8.500 13.220 4/15/2021 Walter Energy Inc WLT 9.875 13.625 12/15/2020 Walter Energy Inc WLT 9.875 13.625 12/15/2020 Western Express Inc WSTEXP 12.500 97.000 4/15/2015 Western Express Inc WSTEXP 12.500 95.814 4/15/2015 ********* 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 ***