/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/150312.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, March 12, 2015, Vol. 19, No. 71 Headlines AEREO INC: Outlines Repayment Plan After Ch. 11 Sale ALEXZA PHARMACEUTICALS: Incurs $6.7 Million Net Loss in Q4 ALLIED NEVADA: Has Plan Deal with Noteholders, Lenders ALLIED NEVADA: Moody's Lowers Corp. Family Rating to 'Ca' ALLIED NEVADA: Proposes to Pay $11.4M to Critical Vendors ALLIED NEVADA: Seeks Approval of $78MM of DIP Financing ALLIED NEVADA: Taps Prime Clerk as Claims Agent ALLIED NEVADA: Wants to Limit Trading to Protect NOLs AMC ENTERTAINMENT: S&P Raises CCR to 'B+'; Outlook Stable AMPLIPHI BIOSCIENCES: To Restate Financial Reports with SEC ANTIOCH CHRISTIAN: Voluntary Chapter 11 Case Summary APOLLO MEDICAL: Proposed to Sell $18 Million Common Shares ARCHDIOCESE OF MILWAUKEE: 7th Circ. Overturns Ruling on Trust ARCHDIOCESE OF MILWAUKEE: Creditors Win 7th Cir. Battle Over Trust AZIZ CONVENIENCE STORES: Wants Plan Deadline Moved to May 1 BINDER & BINDER: March 16 Final Hearing on Alternative DIP Financin BLUE COAT: S&P Puts 'B' CCR on CreditWatch Negative BOARDWALK PIPELINES: S&P Retains 'BB+' Rating on $350MM Sr. Notes BON-TON STORES: Beth Grumbacher Quits as Director BPZ RESOURCES: Proposes KCC as Claims and Noticing Agent BPZ RESOURCES: Wants Until April 22 to File Schedules & Statements BRUSH CREEK: Objections to Plan Due March 16 CAESAR'S ENTERTAINMENT: BOKF Says DLA Piper's Disclosure Lacking CAESAR'S ENTERTAINMENT: UCC, Noteholders Respond to K&E Application CAESARS ENTERTAINMENT: Millstein Replaces Perella as Fin'l Adviser CBRE SERVICES: Moody's Rates Senior Subordinated Shelf at (P)Ba1 CENTRAL OKLAHOMA UNITED: Plan Filing Deadline Moved to Mid-April CHINA GERUI: Receives Nasdaq Listing Non-Compliance Notice CLEMENT SUPPORT: Case Summary & 20 Largest Unsecured Creditors CLIFFS NATURAL: Capital World Reports 3.6% Stake as of Feb. 27 COMMUNITY HOME: Indictment Charges President of Stealing Over $9M COVIS PHARMA: Moody's Ratings on Review with Direction Uncertain COYOTE LOGISTICS: Moody's Assigns 'B2' CFR, Outlook Stable COYOTE LOGISTICS: S&P Assigns 'B-' CCR; Outlook Stable CSS FABRICATION: Case Summary & 20 Largest Unsecured Creditors DALLAS ROADSTER: Court Narrows Claims in TCB Dispute DCP MIDSTREAM: S&P Affirms Then Withdraws 'B' Issuer Credit Rating DOLPHIN DIGITAL: Management Agreement with Related Party Ends DORAL FINANCIAL: Case Summary & 20 Largest Unsecured Creditors EDISON MISSION: Reorganization Trust Approves Cash Distribution ENERGY FUTURE: Wins Approval to Pay Off Up to $750MM Debt EPR PROPERTIES: Fitch Affirms 'BB' Preferred Stock Rating EXELIXIS INC: Deerfield Note Maturity Date Extended to 2018 FANNIE MAE: EVP & Chief Risk Officer Taking Leave of Absence FERRARA CANDY: $40MM Loan Add-On Has No Impact on Moody's B3 CFR FERRARA CANDY: S&P Affirms 'B' CCR & Revises Outlook to Stable FIRST QUANTUM: Moody's Lowers CFR to 'B1', Outlook Negative FOUR OAKS: Posts $633,000 Net Income for Fourth Quarter GAMING & LEISURE: S&P Puts 'BB+' CCR on CreditWatch Negative GETTY IMAGES: S&P Lowers CCR to 'B-' on Weak Operating Performance GRAPHIC PACKAGING: Moody's Raises Corp. Family Rating to 'Ba1' INDEX RECOVERY: Plan Implemented, Wants Case Closed INTEGRATED FREIGHT: Late Form 10-K Shows $4.8M Profit for 2013 INTERTAIN GROUP: S&P Assigns 'B+' CCR & Rates $335MM Loan 'BB' ITUS CORP: Reports $3.7 Million Net Income for First Quarter KU6 MEDIA: Reports $39,000 Net Loss for Fourth Quarter LA ESPERANZA DEL MANANA: Case Summary & 8 Top Unsecured Creditors LEHMAN BROTHERS: Initiates 2nd Distribution for Unsec. Creditors MAGNETATION LLC: Moody's Lowers CFR to 'Caa2', Outlook Negative MALIBU ASSOCIATES: Case Summary & 9 Largest Unsecured Creditors MALIBU ASSOCIATES: Returns to Chapter 11 With $48MM in Debt MERIDIAN WORLD: S&P Assigns 'BB+' Rating on $26.5MM Revenue Bonds MILLICOM INT'L: Fitch Rates Proposed $500MM Sr. Unsecured Notes BB+ NII HOLDINGS: Reports $83-Mil. Operating Loss in 4th Quarter NTELOS INC: Moody's Cuts CFR to B2, Alters Outlook to Negative PHILLIPS BROTHERS: Files for Chapter 11; Owners Pursuing Sale PHOTOMEDEX INC: Stonepine Reports 5.9% Stake as of Feb. 27 PORT AGGREGATES: Trustee Selects Douglas S. Draper as Examiner QUARTZ HILL: Moffa & Bonacquisti Withdrawn as Counsel of Record QUICKSILVER RESOURCES: Deregisters Securities Under 401(k) Plan RECYCLE SOLUTIONS: March 19 Hearing on Bid for Lease Extension RECYCLE SOLUTIONS: Wants Plan Filing Deadline Moved to July 2 RENT-A-CENTER: S&P Revises Outlook to Stable & Affirms 'BB' CCR RES-CARE INC: $100MM Term Loan Won't Affect Moody's Ba3 CFR RES-CARE INC: S&P Affirms 'BB-' CCR; Outlook Stable RESIDENTIAL CAPITAL: $235MM Class Suit Accord Has Initial Okay RICEBRAN TECHNOLOGIES: Shareholders' Meeting on June 24 RITE AID: Moody's Confirms B2 Corp. Family Rating, Outlook Stable SAN JUAN RESORT: Section 341(a) Meeting Scheduled for April 10 SEARS METHODIST: Wins Confirmation of Sale-Based Plan SHEA HOMES: Moody's Assigns 'B2' Rating on New $750MM Unsec. Notes SHILO INN: California Bank & Trust Has Greenlight to Foreclose ST. STEPHENS ECONOMIC: Case Summary & Top Unsecured Creditors SUN BANCORP: Bank Closes Sale of Assets and Liabilities to Sturdy TEXOMA PEANUT: Has Until May 3 to Decide on Leases TEXOMA PEANUT: Hearing Set on Amendments to DIP Facility TLC HEALTH: Has Until April 13 to Propose Chapter 11 Plan TLC HEALTHCARE: Cash Collateral Hearing Continued Until April 13 TRACK GROUP: Sapinda Asia Reports 50.6% Stake as of March 9 TRUMP ENTERTAINMENT: Ex-Employee Denied Admin. Expense Claim TS EMPLOYMENT: James S. Feltman Approved as Chapter 11 Trustee ULTIMATE NUTRITION: Committee Taps GlassRatner as Finc'l. Advisor VALEANT PHARMACEUTICALS: Moody's Rates $1BB Secured Loan A-4 'Ba1' VALEANT PHARMACEUTICALS: S&P Rates $9.6BB Unsecured Notes 'B' WALTER ENERGY: Director Mascall Won't Stand for Re-Election WEST CORP: Has Secondary Offering of 11 Million Common Shares WESTMORELAND COAL: Charles Frischer Has 5.6% Stake as of March 4 [*] AlixPartners Survey Points to an Increase in Ch. 11 Filings [*] Dorsey Bankruptcy Partner Annette Jarvis Named to ACB Board [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* AEREO INC: Outlines Repayment Plan After Ch. 11 Sale ---------------------------------------------------- Law360 reported that Aereo Inc. filed a Chapter 11 plan outlining a strategy to pay back creditors with the meager proceeds of an auction for television streaming technology that threatened to upend the U.S. television marketplace before it was declared illegal by the U.S. Supreme Court. According to Law360, bankruptcy lawyers filed a Chapter 11 plan designed to distribute $1.55 million that bidders paid at an asset auction, a figure less than half of what Aereo expected to receive. The disappointing auction capped a swift and dramatic fall for Aereo, a disruptive startup that was once poised to revolutionize the way consumers watch network television, Law360 said. Meanwhile, Sara Randazzo, writing for The Wall Street Journal, reported that a lawsuit was filed accusing major broadcasters of chilling the bidding in an asset sale intended to raise money for Aereo's creditors. According to the Journal, the suit, filed on March 9 in U.S. Bankruptcy Court in New York, says the broadcasters "have aggressively pursued litigation strategies that are objectively baseless" and served no purpose other than to hurt Aereo. About Aereo, Inc. With headquarters in Boston, Massachusetts, Aereo, Inc., is a technology company that provided subscribers with the ability to watch live or "time-shifted" local over-the-air broadcast television on Internet-connected devices, such as personal computers, tablet devices, and "smartphones." Aero provided to each subscriber access, via the Internet, to individual remote or micro-antennas and a cloud-based DVR, which were maintained by the Debtor in facilities within the local market. Aereo, Inc., sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 14-13200) in Manhattan, New York, on Nov. 20, 2014. The Chapter 11 filing came five months after the U.S. Supreme Court ruled the Debtor, with respect to live or contemporaneous transmissions, was essentially performing as a traditional cable system under the Copyright Act, and thus was violating broadcasters' copyrights because it wasn't paying broadcasters any fees. The Debtor has tapped William R. Baldiga, Esq., at Brown Rudnick LLP, in New York, as counsel. The Debtors has also engaged Argus Management Corp. to provide the services of Lawton W. Bloom as CRO and Peter Sullivan and Scott Dicus as assistant restructuring officers. Prime Clerk LLC is the claims and notice agent. The Debtor disclosed $22.2 million in assets and $2.78 million in liabilities as of the Chapter 11 filing. The U.S. Trustee for Region 2 appointed three creditors to serve on the official committee of unsecured creditors. Stinson Leonard Street LLP serves as the Committee's counsel. ALEXZA PHARMACEUTICALS: Incurs $6.7 Million Net Loss in Q4 ---------------------------------------------------------- Alexza Pharmaceuticals, Inc., reported a net loss of $6.70 million on $1.45 million of revenue for the three months ended Dec. 31, 2014, compared to a net loss of $5.69 million on $1.31 million of revenue for the same period in 2013. For the year ended Dec. 31, 2014, the Company reported a net loss of $36.7 million on $5.56 million of revenue compared to a net loss of $39.6 million on $47.8 million of revenue in 2013. As of Dec. 31, 2014, the Company had $61.6 million in total assets, $113 million in total liabilities and a $51.7 million total stockholders' deficit. "During 2015 and beyond, we see several value opportunities for Alexza," said Thomas B. King, president and CEO of Alexza. "We believe we will see continued uptake of ADASUVE, based on the foundation established by Teva in the U.S., and Ferrer in the EU and Latin America. Teva and Ferrer continue to make progress with the number of hospitals and physicians utilizing ADASUVE. We continue to feel confident about the long-term potential of ADASUVE, given the satisfaction we hear from doctors and patients who have used the product and found it to be safe and effective." King continued, "Beyond ADASUVE, we are excited about our evolving pipeline, with a goal of deriving value from our Staccato technology. We have two product candidates in active development. We initiated a Phase 2a study with AZ-002 (Staccato alprazolam) in a subset of epilepsy patients. Additionally, in 2015 we expect to commence a Phase 2 clinical trial with AZ-007 (Staccato zaleplon) for the treatment of middle of night awakening." A full-text copy of the press release is available for free at: http://is.gd/V0GWWe 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. ALLIED NEVADA: Has Plan Deal with Noteholders, Lenders ------------------------------------------------------ Allied Nevada Gold Corp. on March 10 announced an agreement with certain holders of its 8.75% senior unsecured notes due 2019 and its secured bank lenders to effect a reduction in the Company's funded debt obligations and provide the Company with additional liquidity. In order to implement this financial restructuring, Allied Nevada and certain of its domestic direct and indirect subsidiaries filed voluntary petitions for relief under chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware on March 10. Allied Nevada will continue to operate its business as a "debtor in possession" under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and the orders of the Bankruptcy Court. Under the proposed financial restructuring, which requires Bankruptcy Court approval, Allied Nevada's trade creditors and vendors are expected to be paid in full. In conjunction with the chapter 11 filing, Allied Nevada entered into a restructuring support agreement with noteholders collectively owning or controlling in excess of 67% of the aggregate outstanding principal amount of the Company's Notes and the Company's secured bank lenders. In this agreement, the supporting noteholders and secured bank lenders committed to support the restructuring transaction, which includes a restructuring of the Company's debt and equity (which consists of the Company's common stock and existing warrants to purchase common stock). The Company and the supporting noteholders have also agreed on a $78 million debtor in possession (DIP) secured credit facility. The Company plans to use this DIP financing to maintain business-as-usual operations during the restructuring process. The Company believes its current and anticipated cash resources will be sufficient to pay its expenses and maintain its business operations during the pendency of its chapter 11 cases. The Company has filed customary "First Day Motions" with the Bankruptcy Court, which, if granted, will help ensure a smooth transition to chapter 11. The motions are expected to be addressed promptly by the Bankruptcy Court. Allied Nevada's legal counsel is Akin Gump Strauss Hauer & Feld LLP and its financial advisor is Moelis & Company. Legal counsel to the holders of the Notes that are parties to the restructuring support agreement is Stroock & Stroock & Lavan LLP and their financial advisor is Houlihan Lokey. Wachtell, Lipton, Rosen & Katz and Paul Hastings LLP are legal counsel to the secured bank lenders, and the secured bank lenders' financial advisor is RPA Advisors. About Allied Nevada Allied Nevada Gold Corp. ("ANV"), a Delaware corporation, is a publicly traded U.S.-based gold and silver producer engaged in mining, developing and exploring properties in the State of Nevada. ANV's common stock trades on the NYSE and the TSX. ANV was spun off from Vista Gold Corp. in 2006 and began operations in May 2007. Nevada-based mining properties acquired from Vista include the Hycroft Mine, an open-pit heap leach operation located 54 miles west of Winnemucca, Nevada. ANV controls 75 exploration properties throughout Nevada as of Dec. 31, 2014, On March 10, 2015, ANV and 13 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. The Debtors have requested that their cases be jointly administered under Case No. 15-10503. The cases are assigned to Judge Mary F. Walrath. The Debtors have tapped Blank Rome LLP and Akin Gump Strauss Hauer & Feld LLP as attorneys; FTI Consulting Inc. as financial advisor; Moelis & Company as financial advisor; and Prime Clerk LLC as claims and noticing agent. ANV disclosed $941 million in total assets and $664 million in total debt as of Dec. 31, 2014. ALLIED NEVADA: Moody's Lowers Corp. Family Rating to 'Ca' --------------------------------------------------------- Moody's Investors Service downgraded Allied Nevada Gold Corp.'s corporate family and senior unsecured ratings to Ca from Caa1, and the Probability of Default Rating to D-PD from Caa1-PD. The outlook is stable. The downgrades were prompted by the company's March 10, 2014 announcement that it voluntarily filed for relief under Chapter 11 of the United States Bankruptcy Code. Subsequent to the actions, Moody's will withdraw the ratings because Allied Nevada has entered bankruptcy. Moody's took the following rating actions and intends to withdraw the ratings: Downgrades: Issuer: Allied Nevada Gold Corp. -- Probability of Default Rating, Downgraded to D-PD from Caa1-PD -- Corporate Family Rating, Downgraded to Ca from Caa1 -- Senior Unsecured Rating, Downgraded to Ca, LGD4 66% from Caa2, LGD4 67% Withdrawals: Issuer: Allied Nevada Gold Corp. -- Speculative Grade Liquidity Rating, Withdrawn, previously rated SGL-4 The Ca rating on senior unsecured notes reflects our expectations of a low recovery rate on the notes. Allied Nevada Gold Corp. is a gold producer which operates the Hycroft Mine in Nevada as its single operating mine. Hycroft is currently an open pit, run-of-mine and crushed ore heap leach gold mine that concurrently produces silver as a byproduct. The company also owns four advanced exploration properties in Nevada, including Mountain View, Wildcat, Pony Creek/Elliot Dome and Maverick Springs, a 45% joint venture with Silver Standard Resources Inc. The company has in 2014 sold a 75% interest in its Hasbrouck/Three Hills property for $20 million, retaining a 25% interest. Exploration activities are suspended at the present time. Revenues for the 12 months ending Sep. 30, 2014 were approximately $329 million. The principal methodology used in these ratings was Global Mining Industry published in August 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. ALLIED NEVADA: Proposes to Pay $11.4M to Critical Vendors --------------------------------------------------------- Allied Nevada Gold Corp., et al., ask the U.S. Bankruptcy Court for the District of Delaware for authority to pay prepetition claims held by critical vendors in an amount not to exceed $10.9 million on an interim basis and up to $11.4 million on a final basis. The Debtors identified 5% of the vendors, to whom they may owe prepetition amounts as vendors that provide the Debtors with raw materials, supplies, equipment and services that are vital to their operations. As of the Petition Date, the Debtors believe they owe the critical vendor candidates $11.4 million, which constitutes 34% of the Debtors' accrued payables of $33.1 million. The Debtors will use commercially reasonable efforts to require the applicable Critical Vendor to provide favorable trade terms in line with historical practices for the postpetition delivery of goods and services or otherwise continue to supply the Debtors with essential goods and services for the duration of the Chapter 11 cases. About Allied Nevada Allied Nevada Gold Corp. ("ANV"), a Delaware corporation, is a publicly traded U.S.-based gold and silver producer engaged in mining, developing and exploring properties in the State of Nevada. ANV's common stock trades on the NYSE and the TSX. ANV was spun off from Vista Gold Corp. in 2006 and began operations in May 2007. Nevada-based mining properties acquired from Vista include the Hycroft Mine, an open-pit heap leach operation5 located 54 miles west of Winnemucca, Nevada. ANV controls 75 exploration properties throughout Nevada as of Dec. 31, 2014, On March 10, 2015, ANV and 13 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. The Debtors have requested that their cases be jointly administered under Case No. 15-10503. The cases are assigned to Judge Mary F. Walrath. The Debtors have tapped Blank Rome LLP and Akin Gump Strauss Hauer & Feld LLP as attorneys; FTI Consulting Inc. as financial advisor; Moelis & Company as financial advisor; and Prime Clerk LLC as claims and noticing agent. ANV disclosed $941 million in total assets and $664 million in total debt as of Dec. 31, 2014. ALLIED NEVADA: Seeks Approval of $78MM of DIP Financing ------------------------------------------------------- Allied Nevada Gold Corp., et al., ask the U.S. Bankruptcy Court for the District of Delaware for approval to (i) obtain postpetition secured debtor in possession financing of up to $78.0 million from certain holders of prepetition unsecured notes, and (ii) use cash collateral of the prepetition secured parties. Although the DIP financing matures in one year, the milestones set forth in the DIP credit agreement require the Debtors to obtain confirmation of their reorganization plan within 6 months. As of the Petition Date, the Debtors had total principal outstanding funded indebtedness of: (a) $75.0 million of borrowings and issued letters of credit under a credit agreement with The Bank of Nova Scotia, as administrative agent, Scotia and Wells Fargo Bank, National Association as co-collateral agents. The obligations under the Credit Agreement are collateralized by substantially all of the Debtors' assets. (b) $58.3 million under a Term and Security Deposit Loan Agreement with Caterpillar Financial Services Corporation as lender in connection with the purchase of three electric rope shovels. Caterpillar has a first lien security interest on the electric rope shovels. (c) $5.19 million on account of a promissory note issued to Jacobs Field Services North America Inc. The note is secured, through a deed of trust, by a security interest in certain of HRDI's real property, namely the Merrill Crowe Facility - Hycroft Mine, located in Humboldt County, Nevada, which security interest is second in priority and subordinate to the security interests securing the obligations under the Credit Agreement. (d) CDN$400 million of senior unsecured notes issued pursuant to an indenture, dated as of May 25, 2012, with Computershare Trust Company of Canada, as indenture trustee. The Debtors were able to obtain postpetition financing with priority junior to that of the Prepetition Secured Parties and, therefore, are not seeking to prime the liens of the Prepetition Secured Parties. The "junior" DIP provided by the DIP Lenders eliminates the risk of a prolonged and costly "priming" litigation with the Prepetition Secured Parties. In addition, the terms of the DIP Facility, including the fees payable in connection therewith, are reasonable under the circumstances. Indeed, except for a minimal Cash Put Option Payment, which is payable in cash upon entry of the Interim Order, so long as the DIP Facility is satisfied at maturity pursuant to the Restructuring Transaction, the remaining fees to the DIP Lenders are payable on the Effective Date in the form of New Second Lien Convertible Notes rather than in cash. This fee structure will enable the Debtors to conserve cash during the chapter 11 cases and avoid the need to, in effect, round-trip a portion of the DIP financing back to the DIP Lenders. Terms of DIP Facility The salient terms of the DIP Facility are: * Borrower: Allied Nevada Gold Corp. * Guarantors: Allied Nevada Gold Holdings LLC, Allied VGH Inc., Allied VNC Inc., Hycroft Resources & Development, Inc., Victory Exploration Inc., Victory Gold Inc., ANG Central LLC, ANG Cortez LLC, ANG Eureka LLC, ANG North LLC, ANG Northeast LLC, ANG Pony LLC and Hasbrouck Production Company LLC. * DIP Agent: Wilmington Savings Fund Society, FSB * DIP Facility: A $78 million multiple-draw term loan facility, $35 million of which shall be drawn after entry of the Interim Order and $43 million of which shall be drawn, in two additional loans, on and after May 1, 2015. * Adequate Protection: The Prepetition Secured Parties will receive adequate protection for any diminution in value of their prepetition liens subject to the payment in full in cash of amounts due under the Carve-Out: * payment of regularly scheduled cash interest, * payments in cash, promptly, of out-of-pocket fees, costs and expenses, as applicable, as they become due and owing, (including all reasonable fees, costs, disbursements and expenses of solely Wachtell, Lipton, Rosen & Katz, Paul Hastings LLP, Fennemore Craig, P.C. (Nevada counsel), McMillan LLP (Canadian counsel), Morris, Nichols, Arsht & Tunnell LLP (Delaware counsel), and RPA Advisors, and prepetition fees, costs, disbursements and expenses of JDS Energy & Mining USA LLC), * continuing valid, binding, enforceable, unavoidable and fully perfected postpetition replacement liens * superpriority administrative expense claims under and to the extent set forth in 11 U.S.C. Sections 503 and 507(b) against the Debtors' estates, The Prepetition Lenders under the Prepetition Revolving Credit Facility will receive a repayment of $10,000,000 in respect of such Prepetition Secured Obligations owed to them from the cash currently held by the Debtors pursuant to Section 11.1(q) of the Prepetition Credit Agreement. * Interest Rate: 12% per annum, 6% to be paid in cash, 6% to be paid in kind. * Default Interest: Interest Rate plus 2.00% per annum. * Fees: The Backstop DIP Lenders and the DIP Lenders, as applicable, will receive a non-refundable Backstop Put Option Payment, PIK Put Option Payment and/or Cash Put Option Payment. * Maturity Date: One year from the Closing Date. * Events of Default: Customary events of default for financings of this type. * Carve-Out: "Carve-Out" will be used to pay (i) all fees required to be paid to the Clerk of the Court and to the Office of the U.S. Trustee, (ii) allowed accrued and unpaid fees, disbursements, costs and expenses incurred by the Professionals retained by the Debtors or the Committee at any time before or on the date of the delivery of a Carve-Out Trigger Notice; and (iii) all unpaid fees, disbursements, costs and expenses incurred by the Professionals on or after the day following the of the Carve-Out Trigger Notice, to the extent allowed by the Bankruptcy Court at any time, in an aggregate amount not to exceed $2.0 million. Milestones The Debtors are required to comply with these milestones: A. The Final Order will have been entered by the Bankruptcy Court on or prior to the date that is 35 days after the Petition Date; B. An order approving the assuming of the Restructuring Support Agreement pursuant to Section 365 of the Bankruptcy Code and granting relief related thereto will have been entered by the Bankruptcy Court on or prior to the date that is 75 calendar days after the Petition Date; C. An order approving bid procedures filed with the Bankruptcy Court with respect to the mining exploration properties (including any royalties, profit interests or other payment streams related thereto) will have been entered by the Bankruptcy Court on or prior to the date that is 75 calendar days after the Petition Date; D. A motion seeking approval of the Disclosure Statement and associated procedures for the Solicitation shall have been filed with the Bankruptcy Court on or prior to the date that is 75 calendar days after the Petition Date; E. An order approving the Disclosure Statement will have been entered by the Bankruptcy Court on or prior to the date that is 110 calendar days after the Petition Date; F. The Solicitation will have commenced on or prior to the date that is 125 calendar days after the Petition Date; G. An order confirming the Plan of Reorganization will have been entered by the Bankruptcy Court on or prior to the date that is one hundred 165 calendar days after the Petition Date; and H. The Effective Date will have occurred, all conditions precedent to the effectiveness of the Plan of Reorganization will have been satisfied or expressly waived in accordance with the terms thereof, as the case may be, and the transactions to occur on the date pursuant to the Plan will have become effective or been consummated, on or prior to the date that is 180 calendar days after the Petition Date. A copy of the DIP Financing Motion, which includes the DIP Credit Agreement, is available for free at: http://bankrupt.com/misc/Allied_Nev_DIP_Motion.pdf About Allied Nevada Allied Nevada Gold Corp. ("ANV"), a Delaware corporation, is a publicly traded U.S.-based gold and silver producer engaged in mining, developing and exploring properties in the State of Nevada. ANV's common stock trades on the NYSE and the TSX. ANV was spun off from Vista Gold Corp. in 2006 and began operations in May 2007. Nevada-based mining properties acquired from Vista include the Hycroft Mine, an open-pit heap leach operation5 located 54 miles west of Winnemucca, Nevada. ANV controls 75 exploration properties throughout Nevada as of Dec. 31, 2014, On March 10, 2015, ANV and 13 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. The Debtors have requested that their cases be jointly administered under Case No. 15-10503. The cases are assigned to Judge Mary F. Walrath. The Debtors have tapped Blank Rome LLP and Akin Gump Strauss Hauer & Feld LLP as attorneys; FTI Consulting Inc. as financial advisor; Moelis & Company as financial advisor; and Prime Clerk LLC as claims and noticing agent. ANV disclosed $941 million in total assets and $664 million in total debt as of Dec. 31, 2014. ALLIED NEVADA: Taps Prime Clerk as Claims Agent ----------------------------------------------- Allied Nevada Gold Corp., et al., ask the U.S. Bankruptcy Court for the District of Delaware for approval to employ Prime Clerk LLC as claims and noticing agent. Although the Debtors have not yet filed their schedules of assets and liabilities, they anticipate that there will be in excess of 900 entities to be noticed. According to the Debtors, by appointing Prime Clerk as the claims agent in the chapter 11 cases, the distribution of notices and the processing of claims will be expedited, and the Office of the Clerk of the Bankruptcy Court will be relieved of the administrative burden of processing claims. For its claims and noticing services, Prime Clerk will charge the Debtors at these hourly rates: Hourly Rate ----------- Analyst $45 to $55 Technology Consultant $90 to $110 Consultant $110 to $145 Senior Consultant $160 to $180 Director $185 to $205 For the firm's solicitation, balloting and tabulation services, the rates are: Hourly Rate ----------- Solicitation Consultant $200 Director of Solicitation $225 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. Prior to the Petition Date, the Debtors provided Prime Clerk a retainer in the amount of $35,000. 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 Allied Nevada Allied Nevada Gold Corp. ("ANV"), a Delaware corporation, is a publicly traded U.S.-based gold and silver producer engaged in mining, developing and exploring properties in the State of Nevada. ANV's common stock trades on the NYSE and the TSX. ANV was spun off from Vista Gold Corp. in 2006 and began operations in May 2007. Nevada-based mining properties acquired from Vista include the Hycroft Mine, an open-pit heap leach operation5 located 54 miles west of Winnemucca, Nevada. ANV controls 75 exploration properties throughout Nevada as of Dec. 31, 2014, On March 10, 2015, ANV and 13 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. The Debtors have requested that their cases be jointly administered under Case No. 15-10503. The cases are assigned to Judge Mary F. Walrath. The Debtors have tapped Blank Rome LLP and Akin Gump Strauss Hauer & Feld LLP as attorneys; FTI Consulting Inc. as financial advisor; Moelis & Company as financial advisor; and Prime Clerk LLC as claims and noticing agent. ANV disclosed $941 million in total assets and $664 million in total debt as of Dec. 31, 2014. ALLIED NEVADA: Wants to Limit Trading to Protect NOLs ----------------------------------------------------- Allied Nevada Gold Corp., et al., ask the U.S. Bankruptcy Court for the District of Delaware to set notification and objection procedures regarding certain transfers of beneficial interests in equity securities in ANV. Allied Nevada ("ANV") is publicly traded on the New York Stock Exchange and the Toronto Stock Exchange (ticker symbol ANV). As of the Petition Date, Allied Nevada had 126 million shares of Allied Nevada common stock outstanding. In addition to having publicly-traded equity, the Debtors have CDN$400 million in tradable senior unsecured debt (approximately US$317.5 million). The Debtors have experienced recent and historic losses from the operation of their business. As a result, the Debtors estimate that their federal income tax net operating losses (the “NOLs”) are approximately $177 million as of the Petition Date, which amounts could be even higher when the Debtors emerge from chapter Pursuant to Sections 59(e) and 172(b) of the Internal Revenue Code of 1986, as amended (the "IRC") and the United States Department of Treasury Regulations promulgated thereunder, the Debtors may be able to carry back and then forward NOLs, tax credits, and other tax attributes to offset future taxable income and tax liability so that they may obtain a cash refund and improved liquidity in the future. These NOLs could translate into future reductions of the Debtors' federal income tax liabilities of approximately $62.0 million based on a corporate federal income tax rate of 35%. Because an "ownership change" may negatively impact the Debtors' utilization of their NOLs, the Debtors proposed these procedures: * Any "substantial shareholder" -- entity that has direct or indirect beneficial ownership of at least 5,994,000 shares of common stock (representing 4.75% of the outstanding shares of common stock) -- must serve and file a declaration on or before the later of (i) 21 days after the date of the interim order approving the procedures and (ii) 10 days after becoming a substantial shareholder. * Prior to effectuating any transfer of the equity securities that would result in another entity becoming a substantial shareholder, the parties to such transaction must serve and file a notice of the intended stock transaction. * The Debtors have 30 calendar days after receipt of the stock transaction notice to object to the proposed transaction. * If the Debtors do not object, the proposed transaction may proceed. * Any transfer of the equity securities in violation of the procedures will be null and void ab initio. About Allied Nevada Allied Nevada Gold Corp. ("ANV"), a Delaware corporation, is a publicly traded U.S.-based gold and silver producer engaged in mining, developing and exploring properties in the State of Nevada. ANV's common stock trades on the NYSE and the TSX. ANV was spun off from Vista Gold Corp. in 2006 and began operations in May 2007. Nevada-based mining properties acquired from Vista include the Hycroft Mine, an open-pit heap leach operation5 located 54 miles west of Winnemucca, Nevada. ANV controls 75 exploration properties throughout Nevada as of Dec. 31, 2014, On March 10, 2015, ANV and 13 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. The Debtors have requested that their cases be jointly administered under Case No. 15-10503. The cases are assigned to Judge Mary F. Walrath. The Debtors have tapped Blank Rome LLP and Akin Gump Strauss Hauer & Feld LLP as attorneys; FTI Consulting Inc. as financial advisor; Moelis & Company as financial advisor; and Prime Clerk LLC as claims and noticing agent. ANV disclosed $941 million in total assets and $664 million in total debt as of Dec. 31, 2014. AMC ENTERTAINMENT: S&P Raises CCR to 'B+'; Outlook Stable --------------------------------------------------------- Standard & Poor's Ratings Services raised its ratings on Leawood, Kan.-based AMC Entertainment Holdings Inc., including the corporate credit rating to 'B+' from 'B'. The rating outlook is stable. "The upgrade reflects our expectations that AMC's operating margins will continue to improve as a result of the reseating, concession and customer engagement initiatives it has initiated over the past two years," said Standard & Poor's credit analyst Jawad Hussain. "We believe that AMC's strategy of creating a more comfortable customer experience through premium recliner seating and more extensive food options should allow it to continue improving its operating performance as it expands these offerings to more theaters." The stable rating outlook is based on S&P's expectation that AMC will continue to improve its operating margins and maintain adequate liquidity while keeping leverage below 5x over the next two to three years, despite volatility in box office performance. S&P could lower the rating if operating performance deterioration, shareholder distributions, or aggressive capital spending plans cause leverage to increase above 5x on a sustained basis, which could result in negative discretionary cash flow, or "less than adequate" liquidity. Although unlikely over the next two years, S&P could raise the rating if the company increases its operating margins to a level that is more in line with its rated peers', if it establishes consistently positive discretionary cash flow, and if it maintains leverage in the low-4x area, despite volatility in box office performance. This would also entail the company committing to a more conservative financial policy, especially in light of its majority ownership by Dalian Wanda Group. AMPLIPHI BIOSCIENCES: To Restate Financial Reports with SEC ----------------------------------------------------------- The Audit Committee of the Board of Directors of AmpliPhi Biosciences Corporation determined, in March 2014, that the Company's financial statements for the fiscal periods ended Dec. 31, 2013, Sept. 30, 2014, June 30, 2014 and March 31, 2014, should be restated. "In the course of preparing its audited financial statements for the year ended Dec. 31, 2014, the Company's management has identified certain non-cash items that have been recorded incorrectly," acccording to a document filed with the Securities and Exchange Commission. These items have no impact on the Company's reported net cash flows or future net cash flows. As a result, the Company will file an amended Form 10-K for the year ended Dec. 31, 2013, and amended Forms 10-Q/A for each of the quarters ended Sept. 30, 2014, June 30, 2014, and March 31, 2014 as soon as practicable. The Audit Committee discussed these matters with the Company's registered independent accountant. 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. ANTIOCH CHRISTIAN: Voluntary Chapter 11 Case Summary ---------------------------------------------------- Debtor: Antioch Christian Center aka Antioch Christian Center Church, International aka Antioch Christian Center Church 325 E. Belt Boulevard Richmond, VA 23224 Case No.: 15-31204 Chapter 11 Petition Date: March 10, 2015 Court: United States Bankruptcy Court Eastern District of Virginia (Richmond) Judge: Hon. Kevin R. Huennekens Debtor's Counsel: Alexander Hamilton Ayers, Esq. AYERS & STOLTE, P.C. 710 Hamilton Street, Suite 300 Richmond, VA 23221 Tel: 804-358-4731 Email: aayers@ayerslaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $100,000 to $500,000 The petition was signed by Jerry M. Kelly, trustee. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. APOLLO MEDICAL: Proposed to Sell $18 Million Common Shares ---------------------------------------------------------- Apollo Medical Holdings, Inc., filed a Form S-1 registration statement with the Securities and Exchange Commission relating to a firm commitment public offering of shares of common stock of the Company for a proposed maximum aggregate offering price of $18.2 million. The Company is offering an aggregate of shares of its common stock, par value $0.001 per share for the purchase price per share of __. The Company's common stock is currently quoted on the OTCQB under the symbol "AMEH" and the Company has applied to list its common stock on the NASDAQ Capital Market under the symbol "AMEH." The last reported sale price of the Company's common stock on March 2, 2015, on the OTCQB was $0.40 per share. The Company expects to effect a ___-for-___ reverse stock split of its outstanding common stock just prior to the date of this prospectus. A full-text copy of the preliminary prospectus is available at: http://is.gd/cguZOb 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 Dec. 31, 2014, the Company had $15.02 million in total assets, $16.5 million in total liabilities, and a $1.47 million total stockholders' deficit. ARCHDIOCESE OF MILWAUKEE: 7th Circ. Overturns Ruling on Trust ------------------------------------------------------------- Tom Corrigan, writing for The Wall Street Journal, reported that the U.S. Court of Appeals for the Seventh Circuit on March 9 struck down a lower court's decision to shield a $55 million trust from claims filed by hundreds of people who alleged were sexually abused as children by Roman Catholic clergy members in the Archdiocese of Milwaukee. According to the report, the Seventh Circuit found that a trust created to maintain the archdiocese's cemeteries must be made available to the alleged abuse victims and other creditors, potentially freeing up a major funding source in a contentious Chapter 11 bankruptcy case that has stretched out over more than four years. About Archdiocese of Milwaukee The Diocese of Milwaukee was established on Nov. 28, 1843, and was elevated to an Archdiocese on Feb. 12, 1875, by Pope Pius IX. The region served by the Archdiocese consists of 4,758 square miles in southeast Wisconsin which includes counties Dodge, Fond du Lac, Kenosha, Milwaukee, Ozaukee, Racine, Sheboygan, Walworth, Washington and Waukesha. There are 657,519 registered Catholics in the Region. The Catholic Archdiocese of Milwaukee, in Wisconsin, filed for Chapter 11 bankruptcy protection (Bankr. E.D. Wis. Case No. 11-20059) on Jan. 4, 2011, to address claims over sexual abuse by priests on minors. The Archdiocese became at least the eighth Roman Catholic diocese in the U.S. to file for bankruptcy to settle claims from current and former parishioners who say they were sexually molested by priests. Daryl L. Diesing, Esq., at Whyte Hirschboeck Dudek S.C., in Milwaukee, Wisconsin, serves as the Archdiocese's counsel. The Official Committee of Unsecured Creditors in the bankruptcy case has retained Pachulski Stang Ziehl & Jones LLP as its counsel, and Howard, Solochek & Weber, S.C., as its local counsel. The Archdiocese estimated assets and debts of $10 million to $50 million in its Chapter 11 petition. ARCHDIOCESE OF MILWAUKEE: Creditors Win 7th Cir. Battle Over Trust ------------------------------------------------------------------ A three-judge panel of the U.S. Court of Appeals for the Seventh Circuit affirmed, in part, and reversed, in part, the judgment of the district court to shield a $55 million trust from claims filed by victims of sexual abuse by Roman Catholic clergy members in the Archdiocese of Milwaukee. The Seventh Circuit remanded the matter for proceedings consistent with its opinion. Facing financial problems and lawsuits from victims of sexual abuse, the Archdiocese of Milwaukee filed for Chapter 11 bankruptcy in 2011. A Creditors' Committee composed of abuse victims subsequently sought to void a one-time transfer of $55 million from the Archdiocese's general accounts to a trust earmarked for maintaining cemeteries as fraudulent or preferential under the Bankruptcy Code. The Committee wanted the $55 million included in the Archdiocese's bankruptcy estate, making it available to creditors. However, the district court found that the application of the Bankruptcy Code to that transfer would violate the Archbishop's free exercise rights under the Religious Freedom Restoration Act and the First Amendment. "We only affirm the district court's conclusion that RFRA is not applicable when the government is not a party to the suit based on the statute's plain language. However, we disagree with the district court's conclusion that RFRA is applicable in this action because the Committee does not act under 'color of law' and is not the 'government' for RFRA purposes. It is composed of non-governmental actors, owes a fiduciary duty to the creditors it represents and no one else, and has other nongovernmental traits," the Seventh Circuit said. "Although the Free Exercise Clause is implicated here, we disagree with the district court's conclusion that it bars the application of the Code to the $55 million. The Code and its relevant provisions are generally and neutrally applicable and represent a compelling governmental interest in protecting creditors that is narrowly tailored to achieve that end." The Seventh Circuit added: "we reverse the grant of summary judgment in favor of the Archdiocese and the dismissal of the case, and grant the Committee's motion for summary judgment on Count III of the Archdiocese's complaint. Our decision does not resolve all the issues in the Archdiocese's complaint, nor do we make any finding as to whether the transfer of the Funds to the Trust was fraudulent, avoidable, or preferential. Our holding today is limited to a determination that RFRA and the First Amendment do not prevent the application of the Challenged Provisions to the Funds. In other words, if the case reaches that stage, the adjudicator can consider the issue of whether the transfer of the Funds ran afoul of any of the Challenged Provisions without violating the Free Exercise Clause or RFRA." The Committee sought the district court judge's recusal after the summary judgment order, but the court denied that motion. "Because of our holding in Parts A-C of this opinion, it is not necessary to definitively decide this issue," the Seventh Circuit added. The appellate case is, JEROME E. LISTECKI, as Trustee of the Archdiocese of Milwaukee Catholic Cemetery Perpetual Care Trust Plaintiff-Appellee, v. OFFICIAL COMMITTEE OF UNSECURED CREDITORS, Defendant-Appellant, Nos. 13-2881, 13-3353, 13-3495 (7th Cir.). A copy of the decision dated March 9, 2015, is available at http://is.gd/rqxD0Nfrom Leagle.com. About Archdiocese of Milwaukee The Diocese of Milwaukee was established on Nov. 28, 1843, and was elevated to an Archdiocese on Feb. 12, 1875, by Pope Pius IX. The region served by the Archdiocese consists of 4,758 square miles in southeast Wisconsin which includes counties Dodge, Fond du Lac, Kenosha, Milwaukee, Ozaukee, Racine, Sheboygan, Walworth, Washington and Waukesha. There are 657,519 registered Catholics in the Region. The Catholic Archdiocese of Milwaukee, in Wisconsin, filed for Chapter 11 bankruptcy protection (Bankr. E.D. Wis. Case No. 11-20059) on Jan. 4, 2011, to address claims over sexual abuse by priests on minors. The Archdiocese became at least the eighth Roman Catholic diocese in the U.S. to file for bankruptcy to settle claims from current and former parishioners who say they were sexually molested by priests. Daryl L. Diesing, Esq., at Whyte Hirschboeck Dudek S.C., in Milwaukee, Wisconsin, serves as the Archdiocese's counsel. The Official Committee of Unsecured Creditors in the bankruptcy case has retained Pachulski Stang Ziehl & Jones LLP as its counsel, and Howard, Solochek & Weber, S.C., as its local counsel. The Archdiocese estimated assets and debts of $10 million to $50 million in its Chapter 11 petition. AZIZ CONVENIENCE STORES: Wants Plan Deadline Moved to May 1 ----------------------------------------------------------- Aziz Convenience Stores, L.L.C., filed a motion asking the U.S. Bankruptcy for the Southern District of Texas to enter an order extending (i) its exclusive period to file a plan through May 1, 2015; and (ii) its exclusive period to obtain acceptances of that plan through July 1, 2015. In explaining its request for a second exclusivity extension, the Debtor notes that at the hearing conducted on Dec. 17, 2014, the Court entered a final order authorizing the Debtor's use of cash collateral and authorizing the Debtor to employ GA Keen Realty Advisors, LLC, as investment banker for the estate. Together, these orders provided for the Debtor to begin a process of seeking a source of funding for a plan of reorganization, either through a sale of assets or through an alternative lending source. The Final Cash Collateral Order provides a number of deadlines the Debtor must meet in order to continue to use cash collateral. The Debtor expects that it will meet all of these deadlines. Matthew S. Okin, Esq., at Okin & Adams LLP, explains that the marketing process has now been underway for more than 60 days. GA Keen has extensively marketed the opportunity to invest in the Debtor through a purchase or loan. More than 80 interested parties have signed non-disclosure agreements enabling them to access the financial information in the Debtor's data room. GA Keen has set March 9, 2015 as the deadline for interested parties to submit offers to purchase or finance the Debtor. Once those offers have been received, the Debtor, with GA Keen's assistance, will select the most promising offers and attempt to reach a deal on a transaction. Once a final deal has been agreed upon, the Debtor will be in a position to propose a plan of reorganization. The Debtor expects that this process will take approximately another 60 days. For this reason, the Debtor requires another 60 day extension of the exclusivity period. Exclusivity Extended to March 18 At a March 2, 2015 hearing, PlainsCapital Bank requested from the Debtor additional time to consider the Exclusivity Extension Motion. Accordingly, Judge Richard S. Schmidt entered an order extending the Debtor's exclusive period to file a plan of reorganization through and including March 18, 2015. The entry of the March 2 order is without prejudice to PlainsCapital Bank's rights to seek any relief from the Court, including filing a motion to terminate the Debtor's exclusive periods. All parties-in-interest will have until 5 p.m. CST on March 13, 2015, to file written objections to the relief requested in the Debtor's Motion. The hearing on the Debtor's Motion will take place on March 18, 2015 at 9:00 a.m. 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. BINDER & BINDER: March 16 Final Hearing on Alternative DIP Financin ------------------------------------------------------------------- The Bankruptcy Court authorized, on an interim basis, Binder & Binder - The National Social Security Disability Advocates (NY), LLC, et al., to: 1) obtain alternative postpetition senior secured financing from Stellus Capital Investment Corporation, in its capacity as administrative agent for itself and any other financial institutions from time to time party to such financing on a priming, first-lien basis; 2) use the cash collateral of the Alternative DIP Secured Parties and of the existing lenders; and 3) provide the existing lenders with adequate protection. The Debtors have requested that Alternative DIP Secured Parties establish a secured lending facility in favor of Debtors pursuant to which Debtors may obtain up to two term loans in a maximum aggregate principal amount not to exceed $6,000,000. Proceeds of the Alternative DIP Loans will be utilized to (i) repay all principal, interest through payoff, fees, costs and expenses outstanding under the Existing DIP Facility which were not used to satisfy prepetition indebtedness of the existing lenders; and (ii) for the other purposes and amounts set forth in the budget. On Dec. 24, 2014, pursuant to the existing interim order, the Debtors entered into a postpetition revolving credit and security agreement dated as of Dec. 23, 2014, as amended, with Capital One N.A. as a lender, US Bank National Association as a lender and as agent, and the lenders from time to time party thereto (collectively with US Bank and Capital One, the existing lenders. The existing credit agreement provided for a postpetition revolving loan in the amount of $26 million, which included a complete roll-up of the $23 million of prepetition indebtedness owed to the existing lenders and an additional commitment of up to $3 million to fund the Debtors' operations during the Chapter 11 cases, secured by the DIP Collateral. As adequate protection from any diminution in value of the lenders' collateral, the Debtor will grant the lenders adequate protection liens and a superpriority claim status, subject to carve out on certain expenses. Summary of Terms ---------------- Borrowers: Binder & Binder - The National Social Security Disability Advocates LLC Guarantor: SSDI Holdings, Inc. DIP Credit Facility: A two draw term loan credit facility in an aggregate principal amount not to exceed $6,000,000. The indebtedness and obligations of borrowers under the DIP Credit Facility will be joint and several. A copy of the terms of the alternative postpetition financing http://bankrupt.com/misc/Binder&Binder_DIP_Order.PDF A final hearing on the matter will be held on March 16, 2015, at 11:00 a.m. Objections, if any, are due 4:00 p.m., on March 12. On Feb. 19, the Court extended and amended the interim order authorizing the Debtor to (i) obtain postpetition financing; and (ii) use cash collateral. The Court also set a hearing for Feb. 24, to consider further authorization. Previously, the Official Committee of Unsecured Creditors objected to the financing agreement, stating that the financial covenants demanded by the secured lenders unfairly and inappropriately limit the Debtors' ability to maximize value of the estates for all stakeholders. The Committee is represented by Klestadt Winters Jureller Southard & Stevens, LLP. About Binder & Binder Founded in 1979 by brothers Harry and Charles Binder, Binder & Binder is the nation's largest provider of social security disability and veterans' benefits advocacy services, with operating scale and efficiencies unrivaled by its competitors in the highly fragmented advocacy market. The company has more than 950 employees in 35 offices across the United States. In 2010, H.I.G. Capital, LLC acquired a controlling equity interest in the company. Binder & Binder - The National Social Security Disability Advocates (NY), LLC, et al., sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 14-23728) in White Plains, New York on Dec. 18, 2014. The cases are assigned to Judge Robert D. Drain. The Debtors have tapped Kenneth A. Rosen, Cassandra Porter, Esq., and Nicholas B. Vislocky, Esq., at Lowenstein Sandler as counsel. The Debtors have engaged Development Specialists, Inc., as financial advisor, and BMC Group Inc. as claims and notice agent. A four-member panel serves as Official Committee of Unsecured Creditors in the Debtors' cases. BLUE COAT: S&P Puts 'B' CCR on CreditWatch Negative --------------------------------------------------- Standard & Poor's Ratings Services placed its 'B' corporate credit rating on Sunnyvale, Calif.-based Blue Coat Systems Inc. on CreditWatch with negative implications. The 'B+' issue-level rating and '2' recovery rating on the company's $700 million first-lien term loan due 2019 and the 'CCC+' issue-level rating and '6' recovery rating on its $330 million second-lien term loan due 2020 remain unchanged. S&P expects that these facilities will be refinanced as part of this transaction, after which we will withdraw the ratings on them. The CreditWatch placement follows the announcement that Bain Capital LLC has agreed to acquire the company from Thoma Bravo LLC and Ontario Teachers' Pension Plan. "We believe this transaction could result in Blue Coat's leverage increasing from current levels, which could result in a downgrade," said Standard & Poor's credit analyst Kenneth Fleming. BOARDWALK PIPELINES: S&P Retains 'BB+' Rating on $350MM Sr. Notes ----------------------------------------------------------------- Standard & Poor's Ratings Services said that its 'BB+' issue-level rating on Boardwalk Pipelines L.P.'s $350 million 4.95% senior unsecured notes due 2024 is unchanged after the partnership announced its proposal to issue an add-on to the notes. The partnership intends to use net proceeds to retire the entire outstanding $250 million aggregate principal amount of operating subsidiary Texas Gas Transmission LLC's 4.6% notes due 2015. As of Dec. 31, 2014, Boardwalk had total balance-sheet debt of about $3.7 billion. Boardwalk Pipeline Partners L.P.'s 'BBB-' corporate credit rating reflects its 'bb+' stand-alone credit profile and one-notch uplift from ultimate parent, Loews Corp. The outlook is stable. The issue rating on the notes is one notch below the corporate credit rating because the debt is structurally subordinate to debt at Boardwalk's operating pipeline subsidiaries. RATINGS LIST Boardwalk Pipeline Partners L.P. Corp credit rating BBB-/Stable/-- Rating Unchanged Boardwalk Pipelines L.P. $600 mil senior unsecured notes due 2024 BB+ BON-TON STORES: Beth Grumbacher Quits as Director ------------------------------------------------- Beth Grumbacher resigned as a member of the board of directors of The Bon-Ton Stores, Inc., on March 6, 2015, for personal reasons, according to a document filed with the Securities and Exchange Commission. About Bon-Ton Stores The Bon-Ton Stores, Inc., with corporate headquarters in York, Pennsylvania and Milwaukee, Wisconsin, operates 273 stores, which includes 10 furniture galleries and four clearance centers, in 26 states in the Northeast, Midwest and upper Great Plains under the Bon-Ton, Bergner's, Boston Store, Carson's, Elder-Beerman, Herberger's and Younkers nameplates. The stores offer a broad assortment of national and private brand fashion apparel and accessories for women, men and children, as well as cosmetics and home furnishings. Visit the Web site at http://investors.bonton.com/ Bon-Ton Stores reported a net loss of $3.55 million for the fiscal year ended Feb. 1, 2014, a net loss of $21.6 million for the year ended Feb. 2, 2013, and a net loss of $12.1 million for the year ended Jan. 28, 2012. As of Nov. 1, 2014, the Company had $1.82 billion in total assets, $1.78 billion in total liabilities, and $48.7 million in total shareholders' equity. * * * As reported by the TCR on May 15, 2013, Moody's Investors Service upgraded Bon-Ton Stores's Corporate Family Rating to 'B3' from 'Caa1' and its Probability of Default Rating to 'B3-PD' from 'Caa1-PD'. "The upgrade of Bon-Ton's Corporate Family Rating considers the company's ability to drive modest same store sales growth as well as operating margin expansion beginning in the second half of 2012 and that these positive trends have continued, with the company reporting that its same store were positive, and EBITDA margins expanded, in the first fiscal quarter of 2013," said Moody's Vice President Scott Tuhy. As reported by the TCR on May 17, 2013, Standard & Poor's Ratings Services affirmed the 'B-' corporate credit rating on Bon-Ton Stores. BPZ RESOURCES: Proposes KCC as Claims and Noticing Agent -------------------------------------------------------- BPZ Resources, Inc., is asking the U.S. Bankruptcy Court for the Southern District of Texas for approval to employ Kurtzman Carson Consultants LLC as noticing, claims, and balloting agent. The Debtor has numerous potential creditors, equity security holders, and parties in interest in the Chapter 11 case. Although the office of the Clerk of the United States Court ordinarily would serve notices on the Debtor's creditors and other parties in interest and administer claims against the Debtor, the Clerk's Office may not have the resources to undertake such tasks, especially in light of the sheer magnitude of the Debtor's creditor body and the tight timelines that frequently arise in chapter 11 cases. Accordingly, the Debtor proposes to engage KCC to act as the Debtor's Claims Agent. This retention is the most effective and efficient manner of noticing the numerous creditors and parties in interest of the filing of the chapter 11 case and other developments related thereto. In that capacity, KCC will transmit, receive, docket, and maintain proofs of claim filed in connection with the chapter 11 case. The Debtor agreed to provide KCC with a retainer in the amount of $15,000. The Debtor has agreed to pay KCC for its services, expenses and supplies at the rates or prices set by KCC in accordance with the KCC Fee Structure. The KCC Fee Structure, however, was not included in the application to employ KCC as claims agent. The Debtor has also agreed to pay the reasonable out of pocket expenses incurred by KCC. Evan Gershbein, senior vice president of Corporate Restructuring Services at KCC, attests that KCC is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached at: KURTZMAN CARSON CONSULTANTS LLC 2335 Alaska Ave. El Segundo, CA 90245 Attn: Drake D. Foster Tel: (310) 823-9000 Fax: (310) 823-9133 E-mail: dfoster@kccllc.com About BPZ Resources BPZ Energy -- http://www.bpzenergy.com/-- which trades as BPZ Resources, Inc., under ticker symbol BPZ on the New York Stock Exchange and the Bolsa de Valores in Lima, is an independent oil and gas exploration and production company which has license contracts covering 1.9 million net acres in offshore and onshore Peru. BPZ Resources maintains an office in Victoria, Texas, and through its subsidiaries maintains offices in Lima and Tumbes, Peru and Quito, Ecuador. BPZ Resources sought Chapter 11 protection (Bankr. S.D. Tex. Case No. 15-60016) in Victoria, Texas, on March 9, 2015. The case is pending before the Honorable David R. Jones. The Debtor has tapped Stroock & Stroock & Lavan LLP as bankruptcy counsel, Hawash Meade Gaston Neese & Cicack LLP, as local Texas counsel, Houlihan Lokey Capital, Inc., as investment banker, Baker Hostetler, as the audit committee's special counsel; and Kurtzman Carson Consultants as claims and noticing agent. The Debtor disclosed total assets of $364 million and debt of $275 million. A copy of the affidavit explaining the circumstances leading to the bankruptcy filing is available for free at: http://bankrupt.com/misc/BPZ_1st_Day_Affidavit.pdf BPZ RESOURCES: Wants Until April 22 to File Schedules & Statements ------------------------------------------------------------------ BPZ Resources, Inc., is asking the U.S. Bankruptcy Court for the Southern District of Texas to extend by an additional 30 days, through and including April 22, 2015, its deadline to file (i) a schedule of assets and liabilities; (ii) a statement of financial affairs; (iii) a schedule of current income and expenditures; and (iv) a statement of executory contracts and unexpired leases. Walter J. Cicack, Esq., at Hawash Meade Gaston Neese & Cicack LLP, explains that due to the size and complexity of the Debtor's business operations (including the operations of the Debtor's non-debtor subsidiaries), and the substantial burden already imposed on their management by the commencement of the Chapter 11 case, the Debtor has not yet finished the process of preparing and filing the Schedules and Statements. In view of the numerous critical operational and restructuring matters that the Debtor must address in the initial phases of this case, the Debtor anticipates that it will be unable to complete the Schedules and Statements within 14 days after the Petition Date. About BPZ Resources BPZ Energy -- http://www.bpzenergy.com/-- which trades as BPZ Resources, Inc., under ticker symbol BPZ on the New York Stock Exchange and the Bolsa de Valores in Lima, is an independent oil and gas exploration and production company which has license contracts covering 1.9 million net acres in offshore and onshore Peru. BPZ Resources maintains an office in Victoria, Texas, and through its subsidiaries maintains offices in Lima and Tumbes, Peru and Quito, Ecuador. BPZ Resources sought Chapter 11 protection (Bankr. S.D. Tex. Case No. 15-60016) in Victoria, Texas, on March 9, 2015. The case is pending before the Honorable David R. Jones. The Debtor has tapped Stroock & Stroock & Lavan LLP as bankruptcy counsel, Hawash Meade Gaston Neese & Cicack LLP, as local Texas counsel, Houlihan Lokey Capital, Inc., as investment banker, Baker Hostetler, as the audit committee's special counsel; and Kurtzman Carson Consultants as claims and noticing agent. The Debtor disclosed total assets of $364 million and debt of $275 million. BRUSH CREEK: Objections to Plan Due March 16 -------------------------------------------- The U.S. Bankruptcy Court for the District of Colorado set March 16, 2015, as deadline for parties to file their objections to the amended disclosure statement explaining Brush Creek Airport LLC's amended Chapter 11 plan. According to court documents, the Debtor was expected to file its disclosure statement and plan on March 10, 2015. Due to illness and the unavailability of certain key documents, counsel for the Debtor said it will not be able to file disclosure statement and plan until that day. About Brush Creek Airport Brush Creek Airport, LLC, is the real estate developer of the Buckhorn Ranch Subdivision in unincorporated Gunnison County, near Crested Butte, Colorado. The Buckhorn Ranch Subdivision consists of 249 lots and features a private airstrip and fishing and recreational licenses for a portion of the Upper East River. It owns 97 improved lots in the Buckhorn Ranch Subdivision that are available for construction, but upon which no homes have been built. It also owns the Upper East River Water Company, LLC which provides water taps for lots and water services for homes in the subdivision. Brush Creek Airport, LLC filed a Chapter 11 bankruptcy petition (Bankr. D. Col. Case No. 14-14630) in Denver on April 10, 2014. The Debtor estimated assets of $10 million to $50 million and debt of $1 million to $10 million. The Debtor has employed Sender Wasserman Wadsworth, P.C. as counsel and 5280 Accounting Services, LLC as accountants and bookkeepers. CAESAR'S ENTERTAINMENT: BOKF Says DLA Piper's Disclosure Lacking ---------------------------------------------------------------- BOKF, N.A., successor trustee for the 12.75% Second-Priority Senior Secured Notes Due 2018 filed a limited objection and reservation of rights to Caesars Entertainment Operating Company, Inc., et al.'s application to employ DLA Piper LLC (US) as special conflicts, nunc pro tunc to the Petition Date. BOKF said that based on the conflicts counsel application, there were inadequate disclosures relating to (a) DLA Piper's pre- and post-petition representation of (i) holders of 12.75% Second Lien Notes or other Notes and (ii) various individuals and entities connected to The Horseshoe Baltimore Casino; and (b) which matters may require DLA Piper as conflicts counsel due to the conflicts of Kirkland and Ellis LLP. According to BOKF, the application does not disclose who the individuals or entities are, the capacity in which DLA Piper represented or currently represents them, or when that representation occurred. Application The Debtors filed an application to employ Kirkland & Ellis LLP as their lead restructuring counsel. DLA Piper will represent the Debtors in all matters in which K&E is actually or potentially conflicted and in other matters the Debtors or K&E request be handled by DLA Piper. To the best of the Debtors' knowledge DLA Piper is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. Chris L. Dickerson, partner of the law firm of DLA Piper LLP (US), told the Court that the professionals and paraprofessionals expected to be active in the cases and their hourly rates include: Chris L. Dickerson, partner $965 David E. Avraham, associate $525 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. CAESAR'S ENTERTAINMENT: UCC, Noteholders Respond to K&E Application ------------------------------------------------------------------- The Statutory Unsecured Claimholders' Committee in the Chapter 11 cases of Caesars Entertainment Operating Company, Inc., et al., says it does not object to the Debtors' employment of Kirkland & Ellis LLP and Kirkland & Ellis International LLP. However, according to the Claimholders' Committee, to the extent any disputes arise among the Debtors' estates at any time during the chapter 11 cases, however, the UCC may request an order granting it derivative standing so that one side of the dispute can be handled by the UCC. In other instances it may be possible for one Debtor to use conflicts counsel, although in instances of interdebtor disputes the same control persons would still be giving directions to each side of the dispute so that conflicts counsel does not serve its intended purpose in interdebtor disputes. A joinder to the Claimholders' Committee's response was filed by Wilmington Trust, National Association, as Successor Indenture Trustee for the 10.75% Senior Unsecured Notes issued by Caesars Entertainment Operating Company, Inc., and guaranteed by certain wholly-owned domestic subsidiaries of CEOC, under that certain indenture dated Feb. 1, 2008. The Official Committee of Second Priority Noteholders filed an objection to the Application, stating that K&E does not meet the standard for disinterestedness applicable to Debtors' counsel under Section 327(a) of the Bankruptcy Code. The Application The Debtors filed an application to employ Kirkland & Ellis LLP and Kirkland & Ellis International LLP as counsel, nunc pro tunc to the Petition Date. The Debtors stated that K&E's hourly rates range as: Billing Category U.S. Range ---------------- ---------- Partners $895 - $1,355 Of Counsel $1,040 Associates $480 - $845 Paraprofessionals $170 - $380 The Debtors paid to K&E $500,000 on July 30, 2014, which constituted a "classic retainer." Subsequently, the Debtors paid to K&E additional amounts totaling approximately $15.75 million. As of the Petition Date, the Debtors do not owe K&E any amounts for legal services rendered before the Petition Date, although certain expenses and fees may have been incurred by K&E, but not yet applied to K&E's classic retainer. To the best of the Debtor's knowledge, K&E is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. 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. CAESARS ENTERTAINMENT: Millstein Replaces Perella as Fin'l Adviser ------------------------------------------------------------------ Matt Jarzemsky, writing for The Wall Street Journal, reported that Caesars Entertainment Operating Co. has tapped Millstein & Co., replacing Perella Weinberg Partners, as financial adviser, in the wake of a personnel shakeup at Perella. Michael J. De la Merced, writing for The New York Times' DealBook, reported in February that Perella has fired the head of its restructuring advisory practice for attempting to poach colleagues for a new firm that he was setting up, a person briefed on the matter said. According to the DealBook, citing an internal memorandum sent around the firm, Michael Kramer and three other restructuring colleagues were fired for "violating their partnership and employment agreements," the DealBook said. According to the Journal, Perella helped craft the unit's debt-restructuring strategy ahead of the bankruptcy filing. The Caesars unit cut ties with Perella after bankers who were working on the restructuring left the firm, the Journal said. About Caesars Entertainment Caesars Entertainment Corp., formerly Harrah's Entertainment Inc., 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. * * * Caesars Entertainment Operating Company and its debtor affiliates, on March 2, 2015, filed with the U.S. Bankruptcy Court for the Northern District of Illinois filed a Chapter 11 Plan of Reorganization and related Disclosure Statement, which, if confirmed and consummated, will eliminate approximately $10 billion in funded debt from the Debtors' balance sheet, permitting the Debtors to maintain ongoing operations without the unsustainable burden of their existing debt load. To effectuate the Plan, the Debtors will, among other things, cancel the existing Interests in CEOC and convert their prepetition corporate structure into two companies: (1) OpCo, to manage the Debtors' properties and facilities on an ongoing basis, and (2) PropCo to hold certain of the Debtors' real property assets and related fixtures and will lease those assets to OpCo pursuant to a Master Lease Agreement. A full-text copy of the Disclosure Statement dated March 2, 2015, is available at http://bankrupt.com/misc/CAESARSds0302.pdf CBRE SERVICES: Moody's Rates Senior Subordinated Shelf at (P)Ba1 ---------------------------------------------------------------- Moody's Investors Service raised the senior secured bank credit facility and senior unsecured ratings of CBRE Services, Inc. to Baa3 from Ba1. In addition, Moody's assigned a (P)Baa3 rating to the company's senior unsecured shelf, a (P)Ba1 rating to the senior subordinate shelf and a (P)Ba1 to the subordinate shelf. The rating outlook was revised to stable from positive. This rating action reflects CBRE's adoption of a more conservative capital structure and sound financial policy over the past three years, which has resulted in Debt/EBITDA declining to 2.5x at YE14 from 4.5x at YE11. Since 2011 the company has reduced its absolute debt levels by close to $1 billion and increased its contractual, recurring revenue sources to 46% at YE14 from 39% at YE11. Furthermore, CBRE's other key credit metrics including EBITA/Interest and RCF/Net Debt have improved substantially and are now more commensurate with an investment grade rating. The commercial real estate services space remains highly fragmented with only a handful of large public players. Moody's expect continued consolidation and growing competition, particularly as large global clients seek outsourcing solutions. The stable outlook reflects Moody's expectation that CBRE will continue to enhance and expand its contractual revenue streams, particularly through global corporate outsourcing, while continuing its strategy of lowering leverage and maintaining a prudent approach to its capital structure. Moody's indicated that further upward rating movement would be predicated on Debt/EBITDA being sustained closer to 2.0X and EBITA/Interest being sustained above 8.0X through market cycles. In addition, an upgrade would be considered should RCF/Net Debt be maintained between 30-35%, also through market cycles. A reduction in the concentration of fee revenue from any one region to below 45% would also be viewed favorably. A negative rating action would result from a reversal of the company's deleveraging strategy, resulting in Debt/EBITDA above 3.0X and EBITA/Interest below 7.0X, both on a sustained basis. RCF/Net Debt falling below 25% on a sustained basis would also lead to negative ratings pressure. Finally, downward ratings pressure could result should the company engage in a large leveraged acquisition. The following ratings were upgraded with a stable outlook: -- CBRE Services, Inc. - senior secured bank credit facility to Baa3 from Ba1 and senior unsecured debt to Baa3 from Ba1. The following ratings were assigned with a stable outlook: -- CBRE Services, Inc. - senior unsecured shelf at (P)Baa3, senior subordinate shelf at (P)Ba1 and subordinate shelf at a (P)Ba1. Moody's last rating action with respect to CBRE Services, Inc. was on June 12, 2014 when Moody's affirmed the Ba1 senior secured bank credit facility rating, Ba1 senior unsecured rating, (P)Ba1 senior unsecured shelf rating, (P)Ba2 senior subordinate shelf rating and the (P)Ba2 subordinate shelf rating and revised the outlook to positive from stable. CBRE Services, Inc. is the largest global commercial real estate services and investment firm based on 2014 revenues. Services provided include commercial property and facilities management, occupier and property/agency leasing, property sales, investment management, valuation, commercial mortgage origination and servicing, capital markets (equity and debt) solutions, development and proprietary research. CBG is headquartered in Los Angeles, California, USA, and has approximately 52,000 employees in approximately 370 offices worldwide. The principal methodology used in these ratings was Business and Consumer Service Industry published in December 2014. CENTRAL OKLAHOMA UNITED: Plan Filing Deadline Moved to Mid-April ---------------------------------------------------------------- Central Oklahoma United Methodist Retirement Facility Inc., dba Epworth Villa, won a Bankruptcy Court order further extending its exclusives period to: (a) file a Chapter 11 plan through April 15, 2015; and (b) solicit acceptances of that plan through June 15, 2015. No objections were lodged on the Exclusivity Extension Motion. The Debtor requested the extension to provide additional time to negotiate with parties-in-interest concerning the terms of its plan, before formally soliciting acceptances of the plan, in an effort to reach a consensual and efficient resolution of the case. Furthermore, the Debtor sought the extension to proceed with the preparation and filing of a disclosure statement, seeking approval from the court on it, and then soliciting acceptances of the plan. About Central Oklahoma United Methodist Central Oklahoma United Methodist Retirement Facility, Inc., dba Epworth Villa, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Okla. Case No. 14-12995) on July 18, 2014. The case is before Judge Sarah A. Hall. The Debtor's counsel is Brandon Craig Bickle, Esq., Sidney K. Swinson, Esq., and Mark D.G. Sanders, Esq., at Gable & Gotwals, P.C., in Tulsa, Oklahoma; and G. Blaine Schwabe, III, Esq., at Gable & Gotwals, P.C., in Oklahoma City, Oklahoma. The Debtor reported $118 million in total assets, and $108 million in total liabilities. CHINA GERUI: Receives Nasdaq Listing Non-Compliance Notice ---------------------------------------------------------- China Gerui Advanced Materials Group Limited, a high- precision, cold-rolled steel producer in China, on March 10 disclosed that on March 4, 2015, it received a written notice from the Listing Qualifications department of The Nasdaq Stock Market indicating that the Company is not in compliance with the minimum bid price requirement of $1.00 per share set forth in Nasdaq Listing Rule 5450(a)(1) for continued listing on The Nasdaq Global Select Market. The Nasdaq Listing Rules require listed securities to maintain a minimum bid price of $1.00 per share and, based upon the closing bid price for the 30 consecutive business days ended March 3, 2015, the Company did not meet this requirement. China Gerui has been provided a 180 day period, or until August 31, 2015, to regain compliance. During this period, the closing bid price of China Gerui's ordinary share must be at least $1.00 for a minimum of ten consecutive business days to regain compliance. In addition, following the initial 180 day period, China Gerui may be eligible for an additional 180 day period to regain compliance, subject to China Gerui, at that time, transferring its securities to The Nasdaq Capital Market and satisfying certain other requirements. At present, China Gerui will strategically review its business outlook and determine whether and how it can regain compliance during the initial 180 day compliance period and will actively monitor its performance with respect to the listing standards. The Notice has no immediate effect at this time on the listing of the Company's ordinary shares and will continue to trade on the Nasdaq Global Select Market under the ticker symbol "CHOP." About China Gerui Advanced Materials Group Limited China Gerui Advanced Materials Group Limited -- http://www.geruigroup.com-- is a niche and high value-added steel processing company in China. The Company produces high-end, high-precision, ultra-thin, high- strength, cold-rolled steel products that are characterized by stringent performance and specification requirements that mandate a high degree of manufacturing and engineering expertise. China Gerui's products are not standardized commodity products. Instead, they are tailored to customers' requirements and subsequently incorporated into products manufactured for various applications. The Company sells its products to domestic Chinese customers in a diverse range of industries, including the food and industrial packaging, construction and household decorations materials, electrical appliances, and telecommunications wires and cables. CLEMENT SUPPORT: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Clement Support Services, Inc. 480 Vandell Way Campbell, CA 95008 Case No.: 15-50794 Chapter 11 Petition Date: March 10, 2015 Court: United States Bankruptcy Court Northern District of California (San Jose) Judge: Hon. Elaine Hammond Debtor's Counsel: Michael W. Malter, Esq. BINDER & MALTER, LLP 2775 Park Ave. Santa Clara, CA 95050 Tel: (408) 295-1700 Email: michael@bindermalter.com - and - Roya Shakoori, Esq. BINDER & MALTER, LLP 2775 Park Ave. Santa Clara, CA 95050 Tel: 408-295-1700 Email: roya@bindermalter.com Total Assets: $3.18 million Total Debts: $7 million The petition was signed by John White, CFO. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/canb15-50794.pdf CLIFFS NATURAL: Capital World Reports 3.6% Stake as of Feb. 27 -------------------------------------------------------------- In an amended Schedule 13G filed with the Securities and Exchange Commission, Capital World Investors disclosed that as of Feb. 27, 2015, it beneficially owned 5,665,643 common shares of Cliffs Natural Resources which represents 3.6 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/0KU70o About Cliffs Natural Resources Cliffs Natural Resources Inc. is a mining and natural resources company. The Company is a major supplier of iron ore pellets to the U.S. steel industry from its mines and pellet plants located in Michigan and Minnesota. Cliffs also produces low-volatile metallurgical coal in the U.S. from its mines located in West Virginia and Alabama. Additionally, Cliffs operates an iron ore mining complex in Western Australia and owns two non-operating iron ore mines in Eastern Canada. Driven by the core values of social, environmental and capital stewardship, Cliffs' employees endeavor to provide all stakeholders operating and financial transparency. Other information on the Company are available at http://www.cliffsnaturalresources.com/ On Jan. 27, 2015, Bloom Lake General Partner Limited and certain of its affiliates, including Cliffs Quebec Iron Mining ULC commenced restructuring proceedings in Montreal, Quebec, under the Companies' Creditors Arrangement Act (Canada). The initial CCAA order will address the Bloom Lake Group's immediate liquidity issues and permit the Bloom Lake Group to preserve and protect its assets for the benefit of all stakeholders while restructuring and sale options are explored. As of Dec. 31, 2014, the Company had $3.19 billion in total assets, $4.89 billion in total liabilities and a $1.69 billion total deficit. For the year ended Dec. 31, 2014, the Company reported a net loss of $8.27 billion on $4.62 billion of revenues from product sales and services, compared with net income of $362 million on $5.69 billion of revenues from product sales and services during the prior year. * * * As reported by the TCR on Feb. 3, 2015, Standard & Poor's Ratings Services said it lowered its corporate credit rating on Cliffs Natural Resources Inc. to 'B' from 'BB-'. The downgrade of Cleveland-based Cliffs Natural Resources is driven by a revision of the company's financial risk profile to "highly leveraged" from "aggressive" as a result of S&P's lowered iron ore price assumptions. The 24% cut to $65 per metric ton marked the third downward revision since early 2014, when S&P's forecast prices were more than $100 per metric ton. The TCR reported in March 2015 that Moody's Investors Service downgraded Cliffs Natural Resources Inc. Corporate Family Rating and Probability of Default Rating to B1 and B1-PD respectively. "The downgrade in the CFR to B1 reflects expectations for a weaker performance in the Asia Pacific iron ore (APIO) segment, which has a greater exposure to the movement of iron ore prices in the seaborne market", said Carol Cowan, Moody's senior vice president. COMMUNITY HOME: Indictment Charges President of Stealing Over $9M ----------------------------------------------------------------- Jeff Amy at The Associated Press reports that an indictment was issued on Feb. 18, 2015, charging William Dickson and his son, Colby Dickson, with stealing more than $9 million from their bankrupt mortgage business, Community Home Financial Services. According to The AP, the Dicksons are charged with conspiracy, fraud, money laundering, concealing assets and other charges. They are scheduled to make initial court appearances March 26, 2015, The AP says. After the Company filed for Chapter 11 bankruptcy, Butch Dickson wired almost $9.1 million from company accounts to a bank in Panama, and also sent mortgage checks the Company had collected to Central America, The AP states, citing federal prosecutors. The prosecutors say that, in addition to prison terms and fines, they want the men to forfeit assets and property gained in their scheme, the report says. The AP relates that Butch Dickson, who is being held without bond by a U.S. magistrate judge in Miami, is charged with 25 felony counts, up from 17 in his previous indictment on similar charges in 2014. He pleaded not guilty on both cases, according to the report. Colby Dickson is charged with 13 felony counts for allegedly helping direct mortgage payments to Florida and Nevada mailing addresses and send them to bank accounts beyond the reach of the bankruptcy court, The AP reports. About Community Home Community Home Financial Services, Inc., filed a Chapter 11 petition (Bankr. S.D. Miss. Case No. 12-01703) on May 23, 2012. The petition was signed by William D. Dickson, president. Community Home Financial is a specialty finance company located in Jackson, Mississippi, providing contractors with financing for their customers. CHFS operates from one central location providing financing through its dealer network throughout 25 states, Alabama, Delaware, and Tennessee. The Debtor scheduled $44.9 million in total assets and $30.3 million in total liabilities. Judge Edward Ellington presides over the case. The Debtor was first represented by Roy H. Liddell, Esq., and Jonathan Bissette, Esq., at Wells, Marble, & Hurst, PPLC as Chapter 11 counsel. Wells Marble was terminated Nov. 13, 2013. The Debtor is now being represented by Derek A. Henderson, Esq., in Jackson, Miss. In 2013, the Debtor sought to employ David Mullin, Esq., at Mullin Hoard & Brown LLP, as special counsel. On Jan. 9, 2014, Kristina M. Johnson was appointed as Chapter 11 Trustee for the Debtor. Jones Walker LLP serves as counsel to the Chapter 11 trustee, while Stephen Smith, C.P.A., acts as accountant. * * * On Aug. 8, 2013, the Court approved the Disclosure Statement explaining the Debtor's Plan of Reorganization dated Jan. 29, 2013. In the first quarter of 2014, the Court entered an order holding in abeyance the (i) confirmation of the Debtor's Chapter 11 Plan; and (ii) the objection and amended objection to the confirmation of Plan pending further Court order. COVIS PHARMA: Moody's Ratings on Review with Direction Uncertain ---------------------------------------------------------------- Moody's Investors Service placed the ratings of Covis Pharma Holdings S.a.r.l. under review with direction uncertain, including the B3 Corporate Family Rating, B3-PD Probability of Default Rating, and the B3 ratings on the credit facilities and term loan. This rating action follows the announcement that Concordia Healthcare Corp. (unrated) has entered into a definitive agreement to acquire certain assets of Covis for approximately $1.2 billion in cash. Moody's understands that Covis's debt will be repaid as part of the closing. On Review with Direction Uncertain: -- Corporate Family Rating, Placed on Review with Direction Uncertain, currently B3 -- Probability of Default Rating, Placed on Review with Direction Uncertain, currently B3-PD -- Senior Secured Bank Credit Facility due 2018, Placed on Review with Direction Uncertain, currently B3(LGD4) -- Senior Secured Bank Credit Facility due 2019, Placed on Review with Direction Uncertain, currently B3(LGD4) Outlook Actions: -- Changed To Rating Under Review From Positive Moody's review will focus on the Covis's business profile after the closing including its development opportunities and growth strategy, as well as the financial profile including leverage and liquidity. The B3 rating (under review) of Covis Pharma Holdings S.à r.l. reflects its extremely small scale in the U.S. pharmaceutical market, with $128 million of revenue in the LTM ended Sep. 30, 2014. The rating also reflects expectations of high concentration in its top 3 products at over 65% in 2013 and likely to be above 60% in 2014. Revenues are geographically concentrated within the US market, in which Covis owns exclusive distribution rights to its products. Many products in Covis' portfolio are not promoted and generally face declining volume trends. Covis will pursue price optimization on certain products, but these actions will be partially offset by additional volume pressure. Covis also does limited product development. That said, Covis faces substantial upside opportunity in Lanoxin, a cardiovascular product. Covis Pharma Holdings S.à r.l. is a privately-held specialty pharmaceutical company offering products sold in the US pharmaceutical market. Covis reported net sales of approximately $128 million in LTM ended Sep. 30 2014. Covis is majority-owned by Cerberus Capital Management. The principal methodology used in this rating was Global Pharmaceutical Industry published in December 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. COYOTE LOGISTICS: Moody's Assigns 'B2' CFR, Outlook Stable ---------------------------------------------------------- Moody's Investors Service assigned a B2 Corporate Family Rating and a B2-PD Probability of Default Rating to Coyote Logistics, LLC. Concurrently, Moody's assigned a B2 instrument rating to the company's $360 million senior secured Term Loan B. Together with the company's new $100 million asset-backed revolving credit facility (ABL), the term loan will be issued by Coyote. Net proceeds of the term loan will be used to refinance existing revolver borrowings, add cash to the balance sheet, and fund a distribution to the company's financial sponsor, Warburg Pincus, LLC, as well as to company management. The rating outlook is stable. Issuer: Coyote Logistics, LLC -- Probability of Default Rating, Assigned B2-PD -- Corporate Family Rating, Assigned B2 -- Senior Secured Bank Credit Facility ($360 million Term Loan), Assigned B2 (LGD3) -- Outlook is stable The B2 CFR reflects Coyote's modest scale in terms of net revenue as well as its limited operating history at its current size. As well, the rating considers a treasury policy that is consistent with private equity ownership which contemplates additional leverage in order to fund distributions. The B2 rating also considers the company's strong position within the trucking and logistics service provider industry (Coyote is one of the top three truck brokers in the US), its blue-chip customer base, and end market diversification across a number of sectors characterized by stable demand. The CFR incorporates Moody's expectation that the company's limited capital requirements coupled with improving operating cash flow generation will support forward deleveraging such that Moody's-adjusted leverage approaches 5.0x by the end of 2015. Coyote's liquidity profile is adequate in Moody's view. Cash and revolver availability are expected to be sufficient to fund the company's limited capital investments, although cash balances are modest for the size of the enterprise. The CFR incorporates the expectation that the ABL borrowings remain below the springing fixed charge covenant threshold for the next 12-18 months. The term loan credit agreement is expected to contain no financial covenants. Finally, the company maintains no material unencumbered assets which could be monetized as a source of alternative liquidity. The B2 rating of the term loan is equivalent to the CFR, reflecting the term loan's large size within Coyote's liability structure. The ABL and term loan are cross-collateralized. The ABL is secured by a first lien claim on accounts receivable and a second lien claim on all other assets, while the term loan is secured by a second lien claim on accounts receivable and a first lien claim on all other assets. As accounts receivable represent the preponderance of Coyote's tangible asset base, the term loan is effectively subordinate to the ABL facility. The stable rating outlook reflects Moody's expectation of steady margins and modest, stable free cash flow generation over the rating horizon. The stable outlook also assumes that debt repayment and earnings expansion will improve leverage to around 5.0x by the end of 2015. Upward rating pressure is not anticipated over the rating horizon given the company's high pro forma financial leverage coupled with a treasury policy which favors equity investors. However, the ratings could be upgraded if Moody's-adjusted leverage were to improve to 4.5x or below and FFO / Debt were to exceed 12.5%, both on a sustained basis. As well, any upgrade would also incorporate the expectation of the absence of forward dividend recapitalizations of material size. The ratings could be downgraded if earnings expansion and debt repayment do not materialize as expected such that 2015 year-end leverage is or is expected to be above 6.0x, or if FFO / Debt were to fall below 5%. The principal methodology used in these ratings was Global Surface Transportation and Logistics Companies published in April 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. Headquartered in Chicago, Illinois, Coyote Logistics, LLC is a leading provider of trucking and logistics services within the third-party logistics industry. Moody's anticipates that Coyote will generate adjusted net sales in excess of $265 million in 2015. COYOTE LOGISTICS: S&P Assigns 'B-' CCR; Outlook Stable ------------------------------------------------------ Standard & Poor's Ratings Services assigned its 'B-' corporate credit rating to Chicago-based Coyote Logistics LLC. The outlook is stable. At the same time, S&P assigned its 'B-' issue rating and '4' recovery rating to the company's proposed $360 million term loan B due in 2020. The '4' recovery rating indicates S&P's expectation for average (30%-50%) recovery in the event of a payment default, at the low end of the range. "The rating on Coyote reflects our expectation for high leverage following the proposed debt financed dividend to Warburg," said Standard & Poor's credit analyst Tatiana Kleiman. "We expect Coyote to benefit from increased outsourcing trends and revenue growth to exceed U.S. GDP growth over the next two years." The ratings on Coyote reflect the company's limited scale and scope in the very fragmented and competitive logistics industry, its position as a leading provider of truck brokerage services, good operating efficiency, good end-market diversity, and narrow scope of operations. The ratings also reflect the company's high debt leverage (due partially to the company's preferred equity, which S&P includes as a debt equivalent), and steady cash flow. Also, the ratings reflect the private equity ownership and pending dividend. Coyote plans to distribute a debt-financed dividend to its sponsor, Warburg Pincus, in the amount of approximately $210 million and repay existing revolver borrowings. Coyote will finance this transaction with proceeds from a $360 million term loan and a new $100 million asset-backed lending facility (unrated). The outlook is stable. Standard & Poor's believes Coyote will continue to demonstrate solid revenue and earnings growth over the next 12 to 18 months as it continues to expand the business. S&P also expects credit metrics will improve modestly over the next 12 months, but do not expect the improvement to be sufficient to warrant an upgrade. CSS FABRICATION: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: CSS Fabrication, Inc. 480 Vandell Way Campbell, CA 95008 Case No.: 15-50795 Chapter 11 Petition Date: March 10, 2015 Court: United States Bankruptcy Court Northern District of California (San Jose) Judge: Hon. Stephen L. Johnson Debtor's Counsel: Jon G. Brooks, Esq. LAW OFFICES OF JON G. BROOKS 1900 The Alameda #520 San Jose, CA 95126 Tel: (408) 286-2766 Email: jon@brooksattorney.com Total Assets: $1.08 million Total Liabilities: $4.75 million The petition was signed by Michelle Clement, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/canb15-50795.pdf DALLAS ROADSTER: Court Narrows Claims in TCB Dispute ---------------------------------------------------- Texas Capital Bank and debtors Dallas Roadster, Ltd., IEDA Enterprise, Inc., may only pursue their breach of contract claim against the other, Magistrate Judge Don D. Bush in Sherman, Texas, recommended in March 6 report, a copy of which is available at http://is.gd/I6gHzCfrom Leagle.com. Judge Bush said the parties' other claims should be dismissed. TCB sued Dallas Roadster and IEDA following the debtors' default on their $4,000,000 line of credit and real estate note in the sum of $2,067,945. The case is, TEXAS CAPITAL BANK, N.A. Plaintiff, v. DALLAS ROADSTER, LTD., ET AL. Defendants, Case No. 4:13cv625 (E.D. Tex.). About Dallas Roadster and IEDA Enterprises Dallas Roadster, Limited, owns and operates an auto dealership with locations in both Richardson and Plano, Texas. IEDA Enterprises, Inc., is the general partner of Roadster. Dallas Roadster and IEDA Enterprises filed for Chapter 11 bankruptcy (Bankr. E.D. Tex. Case Nos. 11-43725 and 11-43726) on Dec. 12, 2011. Chief Judge Brenda T. Rhoades oversees both cases. J. Bennett White, P.C., replaced DeMarco Mitchell, PLLC, as the Debtors' bankruptcy counsel. Dallas Roadster disclosed $9,407,469 in assets and $4,554,517 in liabilities as of the Chapter 11 filing. The Debtors' assets were placed under the care of a receiver on Nov. 16, 2011, pursuant to a state court action by Texas Capital Bank, National Association. No trustee has been appointed in the Chapter 11 cases. DCP MIDSTREAM: S&P Affirms Then Withdraws 'B' Issuer Credit Rating ------------------------------------------------------------------ Standard & Poor's Ratings Services, on March 10, 2015, said it affirmed its 'B' short-term issuer credit rating on DCP Midstream Partners L.P. and the 'B' commercial paper rating on DCP Midstream Operating L.P. S&P also affirmed the 'B' short-term credit and commercial paper ratings on DCP Midstream LLC. S&P subsequently withdrew the ratings at the company's request. The long-term corporate credit rating on DCP Midstream Partners and DCP Midstream LLC is 'BB' with a negative outlook. The affirmation and subsequent withdrawal follows the company's request to withdraw the commercial paper rating. DOLPHIN DIGITAL: Management Agreement with Related Party Ends ------------------------------------------------------------- Dolphin Digital Media, Inc., previously entered into an agreement with an entity directly owned by its chief executive officer, a related party, in which the Company agreed to provide management team and back office services until Dec. 31, 2014. The agreement was for an annual fee of $2 million. The agreement ended on Dec. 31, 2014, and was not renewed for 2015 as the specific projects for which the Company's services were engaged were completed, according to a Form 8-K filed with the Securities and Exchange Commission. About Dolphin Digital Coral Gables, Florida-based Dolphin Digital Media, Inc., is dedicated to the twin causes of online safety for children and high quality digital entertainment. By creating and managing child-friendly social networking websites utilizing state-of the- art fingerprint identification technology, Dolphin Digital Media, Inc. has taken an industry-leading position with respect to internet safety, as well as digital entertainment. Dolphin Digital incurred a net loss of $2.46 million in 2013 following a net loss of $3.38 million in 2012. As of Sept. 30, 2014, the Company had $1.32 million in total assets, $9.71 million in total liabilities, all current, and a $8.38 million total stockholders' deficit. Crowe Horwath LLP, in Fort Lauderdale, 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 incurred net losses, negative cash flows from operations and does not have sufficient working capital. These events raise substantial doubt about the Company's ability to continue as a going concern. DORAL FINANCIAL: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Doral Financial Corporation dba Doral Financial Puerto Rico Corporation 200 Park Avenue, Suite 1700 New York, NY 10166 Case No.: 15-10573 Type of Business: DFC is a holding company whose primary operating asset, prior to Doral Bank being placed into receivership, was equity in Doral Bank. Chapter 11 Petition Date: March 11, 2015 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Judge: Hon. Shelley C. Chapman Debtor's Counsel: Mark I Bane, Esq. Meredith S. Tinkham, Esq. ROPES & GRAY LLP 1211 Avenue of the Americas New York, NY 10036-8704 Tel: (212) 596-9000 Fax: (212) 596-9090 Email: mark.bane@ropesgray.com meredith.tinkham@ropesgray.com - and - James A. Wright III, Esq. Prudential Tower 800 Boylston Street Boston, MA 02199-3600 Tel: (617) 951-7000 Fax: (617) 951-7050 Email: james.wright@ropesgray.com Debtor's ZOLFO COOPER MANAGEMENT, LLC Management Carol Flaton Services Chief Restructuring Officer Provider: Estimated Assets: $50 million to $100 million Estimated Liabilities: $100 million to $500 million The petition was signed by Glen Wakeman, chief executive officer. List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ US Bank National Association 2016 7.65% $100,000,000 as Trustee Senior Notes One Federal Street, 3rd Floor Boston, MA 02110 Maslon Edelman Borman & Brand, LLP Attn: Clark T. Whitmore Esq. 3300 Wells Fargo Center 90 South Seventh Street Minneapolis, MN 55402-4140 Tel: (612) 672-8335 US Bank National Association 2017 7.10% $40,000,000 as Trustee Senior Notes One Federal Street, 3rd Floor Boston, MA 02110 Maslon Edelman Borman & Brand, LLP Attn: Clark T. Whitmore, Esq. 3300 Wells Fargo Center 90 South Seventh Street Minneapolis, MN 55402-4140 Tel: (612) 672-8335 CitiBank, N.A. as Trustee Loan Guaranty $30,835,000 Attn: Rodolfo Zamora One Citibank Drive 2 South Rio Piedras, PR 00926 Tel: (787) 771-2800 US Bank National Association 2022 7.15% $30,000,000 as Trustee Senior Notes One Federal Street, 3rd Floor Boston, MA 02110 Maslon Edelman Borman & Brand, LLP Attn: Clark T. Whitmore Esq. 3300 Wells Fargo Center 90 South Seventh Street Minneapolis, MN 55402-4140 Tel: (612) 672-8335 Banco Popular de Puerto Loan Guaranty $6,500,000 Rico, as Trustee 209 Munoz Rivera Ave, 4th Fl San Juan, PR 00918 Tel: (787) 865-9800 Fifth Avenue Building Lease Claim $4,292,926 Company, LLC 750 Lexington, Ave New York, NY 10022 PricewaterhouseCoopers LLP Service Provider $1,656,000 254 Munoz Rivera Ave. BBVA Tower, Suite 900 Hato Rey, PR 00918 Union Bancaire Provee Lease Claim $1,281,286 Asset Management, LLC 767 Fifth Ave, 19th Flr New York, NY 10153 345 PAS Owner, LLC Lease Guarantor $848,344 345 Park Avenue South New York, NY 10010 875 Third Avenue LLC Lease Guarantor $565,704 c/o Eastgate Realty 410 Park Ave New York, NY 10022 Houlihan Lokey Capital Inc. Services $750,000 c/o Eugene (Gene) Weil 245 Park Ave, 20th Floor New York, NY 10167 Fiddler Gonzalez & Services $122,313 Rodriguez, PSC 254 Munoz Rivera Ave 6th Floor Hato Rey, PR 00918 O'Neill & Borges, LLC Services $10,368 Attn: Aurelio Emanuelli-Freese 250 Munoz Rivera Ave, Ste 800 San Juan, PR 00918 Computershare, Inc. Services $7,776 Dept CH 16934 Palatine, IL 60055-6934 Simpson Thacher & Bartlett LLP Services $3,426 Act 1 Personal Services Services $3,285 American Express Travel Credit Card Unknown Related Services Company Doral Bank Intercompany Unknown Bank United Tenant Claim Unknown HCL America, Inc. Tenant Claim Unknown EDISON MISSION: Reorganization Trust Approves Cash Distribution --------------------------------------------------------------- EME Reorganization Trust on March 10 disclosed that its board of managing trustees has approved a net cash distribution of $0.02674 per beneficial interest. The distribution will be paid on March 31, 2015 to all record holders of beneficial interests as of the close of business on March 20, 2015. Immediately prior to the distribution, there will be 3,853,697,304 issued and outstanding beneficial interests of the Trust. Record Date: March 20, 2015 Payment Date: March 31, 2015 Net Distribution Amount: $0.02674 per beneficial interest The distribution is being made out of funds released from the disputed claims reserve as a result of (i) a settlement resolving a rejection damages claim asserted by Commonwealth Edison Company and (ii) a settlement with the Pennsylvania Department of Revenue resolving certain disputes regarding the gross receipts tax liability of Edison Mission Marketing & Trading, Inc. (formerly a non-debtor subsidiary of Edison Mission Energy) for the 2005 – 2010 tax years, which has made it possible for the EME Reorganization Trust to release approximately $114.9 million of the approximately $115.3 million that was reserved on account of such disputed liability. The gross amount of the distribution will be approximately $121.2 million. After taking into account certain fees payable to Bluescape Advisors LLC, which were previously approved by the Bankruptcy Court, the net distribution to holders of beneficial interests will be approximately $103 million. EME Reorganization Trust was formed in connection with the confirmation and consummation of the Third Amended Joint Chapter 11 Plan of Reorganization (with Technical Modifications) for Edison Mission Energy and certain of its subsidiaries (the Plan). The Plan became effective on April 1, 2014. The primary purpose of the EME Reorganization Trust is to resolve claims, liquidate remaining assets and make distributions as appropriate to holders of its beneficial interests. About Edison Mission Santa Ana, California-based Edison Mission Energy is a holding company whose subsidiaries and affiliates are engaged in the business of developing, acquiring, owning or leasing, operating and selling energy and capacity from independent power production facilities. EME also engages in hedging and energy trading activities in power markets through its subsidiary Edison Mission Marketing & Trading, Inc. EME was formed in 1986 and is an indirect subsidiary of Edison International. Edison International also owns Southern California Edison Company, one of the largest electric utilities in the United States. EME and its affiliates sought Chapter 11 protection (Bankr. N.D. Ill. Lead Case No. 12-49219) on Dec. 17, 2012. EME has reached an agreement with the holders of a majority of EME's $3.7 billion of outstanding public indebtedness and its parent company, Edison International EIX, that, pursuant to a plan of reorganization and pending court approval, would transition Edison International's equity interest to EME's creditors, retire existing public debt and enhance EME's access to liquidity. The Company's balance sheet at Sept. 30, 2012, showed $8.17 billion in total assets, $6.68 billion in total liabilities and $1.48 billion in total equity. In its schedules, Edison Mission Energy disclosed total assets of assets of $5,721,559,170 and total liabilities of $6,202,215,094 as of the Petition Date. The Debtors, other than Camino Energy Company, are also represented by James H.M. Sprayregen, P.C., Sarah Hiltz Seewer, Esq., and Seth A. Gastwirth, Esq., at Kirkland & Ellis LLP, in Chicago, Illinois; and Joshua A. Sussberg, Esq., at Kirkland & Ellis LLP, in New York. Debtor Camino Energy Company is represented by David A. Agay, Esq., and Joshua Gadharf, Esq., at McDonald Hopkins LLC, in Chicago, Illinois. Perella Weinberg Partners is acting as the Debtors' financial advisor and McKinsey & Company Recovery and Transformation Services is acting as restructuring advisor. GCG, Inc., is the claims and notice agent. An official committee of unsecured creditors has been appointed in the case and is represented by Ira S. Dizengoff, Esq., Stephen M. Baldini, Esq., Arik Preis, Esq., and Robert J. Boller, Esq., at Akin Gump Strauss Hauer & Feld LLP in New York; James Savin, Esq., and Kevin M. Eide, Esq., at Akin Gump Strauss Hauer & Feld LLP in Washington, DC; and David M. Neff, Esq., and Brian Audette, Esq., at Perkins Coie LLP. The Committee also has tapped Blackstone Advisory Partners as investment banker and FTI Consulting as financial advisor. EME's Joint Plan of Reorganization was confirmed on March 11, 2014. The Plan provides for: (a) the sale to NRG Energy, Inc. and NRG Energy Holdings, Inc. of substantially all of EME's assets for approximately $2.635 billion, subject to certain adjustments provided in the Acquisition Agreement, and assumption of so-called PoJo Leases, as modified; (b) a settlement with Edison International -- EIX -- and certain EME noteholders pursuant to which EME will emerge from bankruptcy free of liabilities but will remain an indirect wholly-owned subsidiary of EIX; and (c) the transfer of substantially all remaining assets and liabilities of EME that are not otherwise discharged in the bankruptcy or transferred to NRG to the Reorganization Trust. Once consummated, the Plan will result in recoveries of over 80% for holders of unsecured claims against EME and payment in full in cash of claims against EME's subsidiaries. The Plan was declared effective on April 1, 2014. ENERGY FUTURE: Wins Approval to Pay Off Up to $750MM Debt --------------------------------------------------------- Peg Brickley, writing for The Wall Street Journal, reported that Energy Future Holdings Corp. won court permission to pay down as much as $750 million of a $2.15 billion bond issue, a move that will save $66 million in interest this year. As previously reported by The Troubled Company Reporter, the Debtors sought authority to use up to $750 million of its cash on hand to repay outstanding principal and accrued interest on the EFH 11.00% and 11.75% second lien notes due 2021 and 2022, on a pro rata basis, and authorize the payment of a cash consent fee of up to $13.5 million to the consenting lenders under the EFIH DIP Facility in exchange for the EFIH DIP Consent. According to the Journal, Energy Future's request for an early partial payoff was approved after a brief discussion at a March 10 hearing in the U.S. Bankruptcy Court in Wilmington, Del. BankruptcyData reported that Energy Future Holdings Corp.'s second lien indenture trustee and Energy Future Intermediate Holdings second lien group objected to Debtors' request to partially prepay the second lien notes. BData said the trustee asserts, "Specifically, the Second Lien Trustee cross-moves for the addition of provisions to the Proposed Order (i) providing that the Second Lien Trustee's distribution of funds to the Second Lien Noteholders pursuant to that Order does not violate the Collateral Trust Agreement, and (ii) dismissing the Intercreditor Litigation with prejudice. Alternatively, if the Court declines to address the merits of the Intercreditor Litigation at this time, the Second Lien Trustee cross moves to modify the Proposed Order (i) to strike the provision directing the Second Lien Trustee to distribute the Partial Prepayment to Second Lien Noteholders, and (ii) to provide that interest continues to accrue on the Second Lien Notes pending resolution of the Intercreditor Litigation." Energy Future Intermediate Holding Company LLC disclosed in a document filed with the Securities and Exchange Commission that as of Feb. 18, 2015, a total of approximately 97% of the lenders under its senior secured superpriority debtor-in-possession credit agreement, dated as of June 19, 2014, have consented to the use of up to $750 million of its cash to repay principal and accrued interest on EFIH's 11.00% Second Lien Notes due 2021 and its 11.75% Second Lien Notes due 2022. 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. EPR PROPERTIES: Fitch Affirms 'BB' Preferred Stock Rating --------------------------------------------------------- Fitch Ratings has assigned a 'BBB-' credit rating to the $300 million 4.50% senior unsecured notes due 2025 issued by EPR Properties (NYSE: EPR). The notes were priced at 99.638% of par, or at 4.545%, a 235 basis point (bps) spread to the benchmark treasury. EPR expects to use the net proceeds from the offering to repay the outstanding balance of its unsecured revolving credit facility and the remaining amount for general business purposes, which may include funding its ongoing pipeline of acquisition and build-to-suit projects. Fitch currently rates EPR as: -- Issuer Default Rating (IDR) 'BBB-'; -- Unsecured revolving line of credit 'BBB-'; -- Senior unsecured term loan facility 'BBB-'; -- Senior unsecured notes 'BBB-'; -- Preferred stock 'BB'. KEY RATING DRIVERS The 'BBB-' IDR is driven by the consistent cash flows generated by the company's triple-net leased megaplex movie theatres and other investments across the entertainment, education and recreation segments, resulting in strong credit metrics. EPR benefits from generally strong levels of rent coverage across its portfolio and structural protections including cross-collateralization among properties operated by certain tenants. While cinema attendee demand has remained consistent over a long time period, some other investment types lack as long a track record. Credit concerns include significant, though abating, tenant concentration in the charter school segment and concerns about the company's investment in niche asset classes that are less proven and may be less liquid or financeable during periods of potential financial stress. Low Leverage for 'BBB-' Leverage was strong at 5x for year-end 2014, identical to year-end 2013 and 2012. Fitch projects leverage will increase and sustain at 5.3x through 2016, driven by an expansion in build-to-suit investments, which require large capital outlays in advance of the assets producing cash flow. This ratio is appropriate for the 'BBB-' rating given EPR's niche property focus. Leverage is defined as debt, less readily available cash, divided by recurring operating EBITDA. Strong Fixed-Charge Coverage EPR's fixed-charge coverage (FCC) is solid for a 'BBB-' IDR. FCC was 2.7x for year-end 2014, up slightly from 2.6x in 2013 and 2.5x in 2012. Fitch projects that EPR's FCC ratio will continue to improve and surpass 3x by 2016, which would be strong for the 'BBB-' rating. The expected improvement is driven by an increasing level of high-yielding acquisitions, partially offset by increased interest expense from unsecured bond issuances. Fitch expects that new investments will generally target equal weightings across the entertainment, education and recreation segments. Fitch defines FCC as recurring operating EBITDA less recurring capital expenditures and straight-line rent adjustments, divided by cash interest incurred and preferred stock dividends. Manageable Lease Expiration Profile EPR has only three megaplex theatre leases expiring in 2015, accounting for 3% of total revenue, and theatre lease expirations through 2017 represent only 8% of total revenues. Megaplex theatres currently represent 55% of total revenues at year-end 2014. Within the company's charter school segment, which represents 13% of total revenue, there are no significant lease expirations until 2031. Historically, most tenants have chosen to exercise their renewal options, which has mitigated re-leasing risk and provided predictability to portfolio-level cash flows. Over the past several years some theatre tenants have given back space, but more recently this trend has subsided as tenants have reconfigured space to downsize seat counts and include more amenities such as dining options and more spacious seating. Releasing spreads can vary greatly depending on the operating performance of the asset. Below-Average Liquidity Fitch calculates that EPR's liquidity coverage ratio is 1.2x for the period Jan. 1, 2015 to Dec. 31, 2016. While EPR benefited by expanding its revolving credit facility (RCF) earlier in 2014, liquidity coverage is weighed down by $246 million of expected build-to-suit development expenditures over the forecast period. Additionally, mortgage debt maturing over the next two years is decreasing liquidity, assuming that this debt will not be refinanced. Liquidity coverage would improve to 1.8x assuming secured debt is refinanced at 80%, although this scenario is unlikely as EPR has stated its intention to have a fully unencumbered portfolio. Fitch defines liquidity coverage as sources of liquidity (unrestricted cash, availability under the unsecured RCF, expected retained cash flows from operating activities after dividend payments) divided by uses of liquidity (debt maturities, development expenditures and recurring capital expenditures). EPR paid out 86% of its AFFO in the form of dividends in 2014, down from previous years. Fitch expects the company's payout ratio will be in the 80% to low-90% range and internally generated liquidity will be used in part to fund new investments. Appropriate Unencumbered Asset Coverage of Unsecured Debt EPR has adequate contingent liquidity from its unencumbered asset pool. Unencumbered asset coverage of net unsecured debt is 2.1x when applying a stressed 12% capitalization rate to unencumbered net operating income (NOI). This ratio is appropriate for a 'BBB-' IDR. The company continues to unencumber its megaplex theatre assets, improving the quality of the unencumbered pool as it transitions to an entirely unsecured funding model. Staggered Debt Maturities Debt maturities are manageable through 2016, with no year's maturities representing more than 6.7% of total debt, and only mortgage debt is maturing. Beginning in 2017, the maturities represent unsecured debt offerings which are larger in size coupled with a growing mortgage pool being taken on through acquisitions. As EPR continues to grow, Fitch expects the company will continue to ladder its debt maturity profile appropriately, which will reduce refinancing risk in any given year. EPR plans on continuing to pay off mortgage debt and further migrate to an unsecured funding model. However, in certain instances adding mortgage debt may be necessary as obligations can be linked with acquired properties. For example, EPR assumed $90.3 million of mortgage debt in April 2014 in order to complete an 11-theatre, $117.7 million portfolio acquisition. High Tenant Concentration is Receding EPR's largest tenant, American Multi-Cinema, Inc. (AMC) (IDR of 'B+'; Stable Outlook), accounted for 21% of total revenues in the fourth quarter of 2014 followed by Regal Cinemas, Inc. (Regal; 9%), Cinemark USA, Inc. (8%), Imagine Schools, Inc. (6%), and Peak Resorts, Inc. (5%). The exposure to AMC has consistently decreased since the company's inception principally via acquisitions. The company's top 10 tenants accounted for 68% of total revenue in the most recent quarter, emblematic of the limited number of national operators across the entertainment and recreation segments. In April 2014, the company sold four Imagine charter schools in Florida to a Florida-centered buyer, generating net proceeds of $46.1 million. This sale not only reduced EPR's exposure to Imagine, but also helped demonstrate some degree of liquidity in the public charter school space. While most of EPR's theatre leases and all of EPR's charter school leases for a given operator are cross-defaulted, a tenant bankruptcy could allow for the rejection of certain non-economic leases. Given that most of EPR's top tenants are either unrated or have below-investment-grade ratings, the potential for corporate default, bankruptcy and lease rejection could reduce EPR's rental revenues. Mitigating this risk is that on a portfolio- and property-level basis, EBITDAR adequately covers rent payments for the majority of EPR's properties, and for each of EPR's tenants. Steady Theatre Business North American box office revenue has grown at a compound annual growth rate of nearly 4% over the past 25 years. While revenue was down in 2014, due to a historically poor summer season with a strong rebound in fall and winter, box office revenues were resilient throughout the global financial crisis and ensuing recovery. Revenue increased or stayed flat in every year from 2005 to 2013, with the exception of 2011. Since the company's formation in 1997, no theatre tenant has missed a lease payment, and no tenants on a portfolio-wide basis have EBITDAR coverage of rent below 1x. Niche Sectors with Idiosyncratic Risks The ratings reflect EPR's focus on investing in non-core property types that are likely less liquid or financeable during periods of market stress. In addition, certain investments are exposed to idiosyncratic risks, such as the gaming properties associated with the Adelaar casino project (previously the site of the Concord resort in the Catskills, New York) that EPR is developing along with Empire Gaming. While the company's entertainment, education and recreation properties are typically well-located and have high-quality amenities, alternative uses of space may be limited and may require significant capital expenditures to attract alternate tenants. Management intends to continue to focus on its three investment segments, which Fitch views positively. Management has specialized knowledge within these non-commodity commercial real estate segments which helps shape the company's longer term strategy. Education Segment Evolving EPR is highly focused on the burgeoning market for education investments. The company's education segment included investments in 62 public charter schools, five early education centers and two private schools in New York and California, as of Dec. 31, 2014. This portfolio consists of 3.3 million square feet and is 100% leased. Additionally, EPR has construction in progress for three public charter schools, eight early education centers and one private school. EPR has been able to work through most of the 12 school closings or charter non-renewals with Imagine, its largest charter school tenant. The charters were revoked due to poor academic performance; however, EPR resolved many of the problems though asset swaps, subleases and sales. Because of the structural protections with the Imagine master lease, including an unused $9 million letter of credit and a $7.4 million escrow reserve, EPR did not miss any rental payments from Imagine. Preferred Stock Notching The two-notch differential between EPR's IDR and its preferred stock rating is consistent with Fitch's 'Treatment and Notching of Hybrids in Nonfinancial Corporate and REIT Credit Analysis' Criteria Report dated Nov. 25, 2014, as EPR's preferred securities have cumulative coupon deferral options exercisable by EPR and thus have readily triggered loss absorption provisions in a going concern. Stable Outlook The Stable Outlook reflects that leverage is expected to sustain around 5.3x while FCC continues to improve. These strong credit metrics are offset by the unique risks to EPR's specialty property types such as liquidity and alternative use. The Stable Outlook further reflects EPR's adequate liquidity coverage and minimal refinancing risk. KEY ASSUMPTIONS Fitch's key assumptions for EPR in Fitch's base case include: -- Annual same-store NOI growth of 1.5%; -- $1 billion of total investments from 2015-2016; -- Investments consistent with historical acquisition strategy - well-known tenants at high single-digit yields; -- $400 million-$500 million of total equity issuance from 2015-2016. RATING SENSITIVITIES These factors may have a positive impact on the ratings and/or Outlook: -- Greater institutional acceptance of the asset classes which EPR owns; -- Fitch's expectation of leverage sustaining below 4x (leverage was 5x as of Dec. 31, 2014); -- Fitch's expectation of FCC sustaining above 3x (coverage was 2.7x at Dec. 31, 2014). These factors may have a negative impact on the ratings and/or Outlook: -- Fitch's expectation of leverage sustaining above 5.5x; -- Fitch's expectation of FCC sustaining below 2.2x; -- Liquidity coverage sustaining below 1.25x, coupled with a strained unsecured debt financing environment. EXELIXIS INC: Deerfield Note Maturity Date Extended to 2018 ----------------------------------------------------------- Exelixis, Inc., entered into a note purchase agreement dated as of June 2, 2010, with Deerfield Private Design Fund, L.P., and Deerfield Private Design International, L.P., under the laws of the British Virgin Islands. The Note Purchase Agreement was subsequently amended on Aug. 6, 2012, Aug. 1, 2013, Jan. 22, 2014, and July 10, 2014. The Jan. 22, 2014, amendment provided Borrower with an option to require Deerfield Partners, L.P. and Deerfield International Master Fund, L.P. to acquire $100 million principal amount of the secured convertible notes issued under the Note Purchase Agreement and to extend the maturity date of the Notes to July 1, 2018, and provided that, if the extension option was exercised, the Notes bear interest on and after July 2, 2015, at a rate of 7.5% per annum to be paid in cash, quarterly in arrears, and 7.5% per annum to be added to the principal amount of the Notes on each quarterly interest payment date, for a total interest rate of 15% per annum. On March 4, 2015, Exelixis provided Deerfield notice that it elected to require the New Deerfield Purchasers to acquire the Notes and extend the Maturity Date of the Notes issued under the Note Purchase Agreement to July 1, 2018. As a result of the Company's exercise of the extension option, the Exercise Price (as defined in the Warrants) of the Warrants previously issued to the New Deerfield Purchasers will be adjusted to the lesser of (i) the Exercise Price as set forth in Section 3(c) of the Third Amendment to the Note Purchase Agreement and (ii) 120% of the Volume Weighted Average Price of the Company's Common Stock for the 10 Trading Days immediately following March 4, 2015, and the term of the Warrants will be extended by two years to Jan. 22, 2018. The acquisition and extension of the Notes is expected to occur on July 1, 2015, and will be subject to customary closing conditions. About Exelixis Inc. Headquartered in South San Francisco, California, Exelixis, Inc., develops innovative therapies for cancer and other serious diseases. Through its drug discovery and development activities, Exelixis is building a portfolio of novel compounds that it believes has the potential to be high-quality, differentiated pharmaceutical products. Exelixis, Inc. reported a net loss of $269 million on $25.11 million of total revenues for the year ended Dec. 31, 2014, compared to a net loss of $245 million on $31.33 million of total revenues in 2013. As of Dec. 31, 2014, Exelixis had $328 million in total assets, $443 million in total liabilities, and a $115 million total stockholders' deficit. FANNIE MAE: EVP & Chief Risk Officer Taking Leave of Absence ------------------------------------------------------------ John R. Nichols, Fannie Mae's executive vice president and chief risk officer, is taking a leave of absence for health reasons, according to a Form 8-K report filed with the Securities and Exchange Commission. In connection with Mr. Nichols' leave of absence, on March 9, 2015, Mr. Nichols' duties and responsibilities were reassigned to Kimberly Johnson, Fannie Mae's senior vice president and deputy chief risk officer. About Fannie Mae Federal National Mortgage Association, aka Fannie Mae, is a government-sponsored enterprise that was chartered by U.S. Congress in 1938 to support liquidity, stability and affordability in the secondary mortgage market, where existing mortgage-related assets are purchased and sold. The U.S. Department of the Treasury owns Fannie Mae's senior preferred stock and a warrant to purchase 79.9 percent of its common stock, and Treasury has made a commitment under a senior preferred stock purchase agreement to provide Fannie with funds under specified conditions to maintain a positive net worth. Fannie Mae reported net income of $84.0 billion on $117.54 billion of total interest income for the year ended Dec. 31, 2013, as compared with net income of $17.2 billion on $129 billion of total interest income for the year ended Dec. 31, 2012. As of March 31, 2014, the Company had $3.22 trillion in total assets, $3.21 trillion in total liabilities and $8.09 billion in total equity. Conservatorship Fannie Mae has operated under the conservatorship of the Federal Housing Finance Agency ("FHFA") since Sept. 6, 2008. Fannie Mae has not received funds from Treasury since the first quarter of 2012. The funding the company has received under its senior preferred stock purchase agreement with Treasury has provided the company with the capital and liquidity needed to fulfill its mission of providing liquidity and support to the nation's housing finance markets and to avoid a trigger of mandatory receivership under the Federal Housing Finance Regulatory Reform Act of 2008. For periods through March 31, 2014, Fannie Mae has requested cumulative draws totaling $116.1 billion and paid $121.1 billion in dividends to Treasury. Under the senior preferred stock purchase agreement, the payment of dividends cannot be used to offset prior draws. As a result, Treasury maintains a liquidation preference of $117.1 billion on the Company's senior preferred stock. About Freddie Mac Based in McLean, Virginia, the Federal Home Loan Mortgage Corporation, known as Freddie Mac (OTCBB: FMCC) -- http://www.FreddieMac.com/-- was established by Congress in 1970 to provide liquidity, stability and affordability to the nation's residential mortgage markets. Freddie Mac supports communities across the nation by providing mortgage capital to lenders. Over the years, Freddie Mac has made home possible for one in six homebuyers and more than five million renters. Freddie Mac is under conservatorship and is dependent upon the continued support of Treasury and the Federal Housing Finance Agency acting as conservator to continue operating its business. FERRARA CANDY: $40MM Loan Add-On Has No Impact on Moody's B3 CFR ---------------------------------------------------------------- Moody's Investors Service said that Candy Intermediate Holdings, Inc.'s (dba Ferrara Candy Co.) proposed $40 million add-on to its $425 million principal first lien term loan (to $465 million principal) is a moderate credit negative, but it does not impact the company's B3 Corporate Family Rating (CFR) or stable rating outlook. The principal methodology used in this rating was the Global Packaged Goods published in June 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. Ferrara Candy Company, a subsidiary of Candy Intermediate Holdings, Inc., is primarily a manufacturer of branded non-chocolate products, private label confectionary products as well as a participant in various co-manufacturing programs. Ferrara was formed in June 2012 through the merger of Farley's and Sathers Inc. (F&S) and Ferrara Pan Candy Co, Inc. (Ferrara Pan). The company is understood to be the third largest US based non-chocolate confectionary company with one of the broadest product portfolios in the category. Ferrara's brands include Brach's, Bob's, Black Forest, Trolli, Lemonheads, Jujyfruits, Atomic Fireballs, Boston Baked Beans, Chuckles, and Now and Later. The company is majority owned by Catterton Partners. Based on preliminary unaudited financials, net sales for the twelve months ended Dec. 31, 2014 were approximately $870 million. FERRARA CANDY: S&P Affirms 'B' CCR & Revises Outlook to Stable -------------------------------------------------------------- Standard & Poor's Ratings Services affirmed all ratings on Chicago-based Ferrara Candy Co., including the 'B' corporate credit rating, and revised the outlook to stable from negative. The issue-level rating on the company's senior secured term loan facility remains 'B', with a recovery rating of '4', indicating that lenders could expect average recovery (at the low end of the 30% to 50% range) in the event of a payment default. "The outlook revision to stable reflects our expectation that operating performance and cash flow ratios will improve following a period of significant investment in restructuring the business," said Standard & Poor's credit analyst Kim Logan. Standard & Poor's projects a $51 million rebound in Ferrara Candy's EBITDA in fiscal 2015 as top-line growth benefits from ongoing share growth in its core brands and one-time cash costs do not repeat. Ferrara Candy participates in the highly competitive and fragmented non-chocolate confectionary industry with a narrow portfolio of niche confectionary brands and private label offerings. The company's portfolio of branded products include recognizable brands such as Brach's, Trolli, Bob's, Now and Later, Lemonhead, Black Forest, Sathers, and Atomic FireBall, among others. Although, S&P believes these brands will continue to benefit from volume and share growth, the company competes in an industry with much larger competitors, including Mondelez International Inc., Wm. Wrigley Jr. Co., and The Hershey Co. Co, with the latter being less dominant in non-chocolate. These factors support S&P's business risk assessment of "weak." S&P's financial risk assessment for Ferrara Candy incorporates S&P's view that key credit measures will remain consistent with a "highly leveraged" financial risk profile. This includes S&P's expectation that Ferrara Candy will maintain a core debt to EBITDA ratio of greater than 5x and a ratio of funds from operations to total debt below 12% in the near term. In addition, since Ferrara Candy is financial sponsor-owned, we believe the risk of a future leveraged recapitalization is ongoing. FIRST QUANTUM: Moody's Lowers CFR to 'B1', Outlook Negative ----------------------------------------------------------- Moody's Investors Service downgraded by one notch the corporate family rating and the probability of default rating of First Quantum Minerals Ltd (FQM) to B1 and B1-PD, respectively. Concurrently, the rating agency has downgraded the ratings on all of the senior unsecured notes issued by FQM to B2 from B1. The outlook is negative. The downgrade of FQM's CFR to B1 reflects the company's weakened financial profile, characterized by deteriorating credit metrics towards levels no longer commensurate with the previous Ba3 rating, and a liquidity profile that remains adequate only assuming full support from lenders. Moody's expects lenders to be supportive of the company's request to amend its financial leverage covenant before a potential breach at the next testing date. Moody's B1 CFR assumes that the company's financial debt, after peaking at approximately $6 billion in 2014, will likely remain at least at a similar level or even increase over the next 18 to 24 months, while the company remains committed to execute an important multi-year expansion plan, requiring a large amount of capex. This, in turn, signals a financial policy more aggressive than previously factored into Moody's credit assessment, as FQM has become increasingly comfortable with leveraging up the business to support growth. Leverage is high as a result of increased debt in absolute terms and lower EBITDA due to both higher royalties and lower copper price during the forecast period. In particular, Moody's notes that the FQM's gross debt/EBITDA ratio, as adjusted by Moody's, after peaking at 4.1x in 2014, from 2.9x in 2013, is anticipated to rise further during 2015 to exceed 5x. Other important credit metrics, such as cash flow and interest cover ratios, have also weakened in 2014 and are expected to weaken further during 2015. The further deterioration of key credit metrics in 2015, from the already weak levels of 2014, is driven by the combined effect of a number of negative developments, which are all factored into the B1 rating, namely (i) a sharp drop in the prices of copper, the key commodity mined by FQM, which Moody's now assumes to be within a $2.75/lb to $3.00/lb range for 2015, lower than the agency's previous assumptions and below the 2014 average level of $3.11/lb; (ii) a much lower contribution in 2015, compared with 2014, from the nickel business, owing mainly to lower operating profits from Ravensthorpe, the largest nickel mine run by FQM, while the technical failure that led to its shutdown until February 2015 is being addressed and will prevent the mine from running at its normal nameplate capacity this year; and (iii) limited albeit rising contribution expected during 2015 from the new smelter and new Sentinel copper mine in Zambia, because of the relatively long times required for their ramp-up towards commercial phase, which Moody's assumes should only be completed around the start of the third quarter this year, approximatelythree months later than originally targeted by management. Another material negative development is the application in Zambia from January 2015 of a new royalty-based tax regime, which will directly affect EBITDA, as higher royalties are classified among cost of sales. Moody's expects that management will not sufficiently mitigate such adverse developments, despite actions being taken to reduce costs and moderate capex towards $1.4 billion in 2015, mainly by deferring c. $600 million of expansionary capex on the large Cobre Panama project to subsequent years. The rating assumes that deleveraging will become possible only from 2016, later than Moody's previous expectations, and be driven by EBITDA improvement, mainly supported by the two projects recently developed by FQM, namely the large new Sentinel copper mine and the new smelter in Zambia. The new mine and smelter will add scale, support operating profitability and provide additional operating cash flows to fund the still high capex planned for 2016 and 2017 (potentially up to $2 billion per annum) in order to complete the large Cobre Panama project, which will keep free cash flows negative until project completion. Indeed, the B1 rating would accommodate a prolonged period of negative free cash flow generation associated with high capex requirements, under the assumption of only a marginal recovery in copper prices after 2015. Negative free cash flows will then likely lead to more debt drawdown to cover the cash flow shortfall and preserve an adequate cash buffer, which Moody's assumes the company will manage to keep at all times. The B1 CFR remains supported by FQM's (i) enlarged size and better operational diversification, after the addition of the new smelter and large Sentinel mine, anticipated to deliver 270 kt to 300 kt of copper in concentrate annually once fully productive from 2016; (ii) competitive cash cost position, owing to its high-quality copper and nickel mines, which were all cash flow generative in 2014, despite persistently weak commodity prices; and (iii) progress in the development of the Cobre Panama copper deposit, which has been transformed from a completely externally outsourced project into an in-house project, which FQM's management can better control. The business profile is improving as a result of strategic projects being completed, which in turn increase the operational diversification and lower the average cost position of the company. However, FQM's high reliance on its large mining operations and ongoing projects in Zambia (B1 stable), a country whose policy for the mining industry has changed over the past few years and has become increasingly less predictable, remains a concern for Moody's assessment of FQM's overall business profile. The one-notch differential between FQM's senior unsecured guaranteed notes, now rated at B2, and the B1 CFR is maintained. This reflects the persistence of priority debt obligations within the capital structure, and carve-outs to the negative pledge covenant in the notes indentures and loan documentation, which allow FQM's subsidiaries that are not guarantors (in particular Minera Panama SA) to incur additional secured debt, to the extent permitted by the group's wide 2x senior secured leverage ratio incurrence covenant. The negative outlook reflects the risk that FQM's credit metrics may deteriorate more sharply than anticipated in the next 12 months, towards levels not commensurate with the current rating, or that deleveraging may occur much later than currently anticipated by the rating agency. The negative outlook also takes into account a range of potential risks, such as (i) serious liquidity issues in the unlikely event that FQM's lenders do not support the company in its covenant amendment process; (ii) a worsening of operating conditions for the mining industry, in general or more specifically in Zambia, having a negative impact on FQM's business and financial profile; and/or (iii) higher-than-anticipated execution risk on various mining projects managed by the company, including the timing of the ramp-up of FQM's new copper smelter in Zambia and completion of complex greenfield projects such as the large open-pit copper mine in Panama (Baa2 stable). What could drive the rating up/down: Moody's currently considers positive rating actions to be unlikely in the near future. However, a stabilisation of the outlook could be possible once FQM successfully completes the ramp-up of its new smelter and Sentinel copper mine in Zambia, and the trend of rising leverage starts reverting, while liquidity continues to be proactively managed. Positive pressure could build over time if the company were able to successfully execute its ambitious growth strategy, which would result in a much stronger business profile supported by (i) wider operational and geographic diversification; (ii) stronger credit metrics, including a debt/EBITDA ratio sustainably below 3.0x and a (CFO-dividends)/debt ratio in the high teens; as well as (iii) a good liquidity position. Moody's would consider downgrading the rating if there were a material deterioration in FQM's liquidity profile, such as in the unlikely event that FQM's lenders do not support the company in its covenant amendment process, or if negative free cash flows become substantial due to a decline in the group's operating cash flow generation and/or higher-than-anticipated capex as a result of overruns or delays at major projects. Such a deterioration would be reflected by much weaker credit metrics, including debt/EBITDA materially in excess of 4.5x on a sustained basis and EBIT/interest falling significantly below 2x. Furthermore, any material and persistent deterioration in the operating environment in Zambia could affect FQM's ratings. The principal methodology used in these ratings was Global Mining Industry published in August 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. First Quantum Minerals Ltd (FQM), headquartered in Canada and listed on the Toronto Stock Exchange and the London Stock Exchange, is a mining company with a portfolio of low cost mining assets, the largest of which are in Zambia, where it manages Kansanshi, a well-established copper and gold deposit, and Sentinel, a copper-gold deposit that should start commercial production by mid-2015. FQM also operates a small copper and gold mine in Mauritania, a junior nickel mine in Australia and a junior nickel-copper mine in Finland. Following the acquisition of Inmet Mining Corporation (Inmet) in 2013, FQM has gained access to one of the world's largest copper deposits, Cobre Panama, currently under development, and to three small but competitive copper and zinc mining operations in EMEA. In 2014, FQM recorded revenues of $3.5 billion. FOUR OAKS: Posts $633,000 Net Income for Fourth Quarter ------------------------------------------------------- Four Oaks Fincorp, Inc., reported net income of $633,000 for the fourth quarter and a net loss of $4.2 million for the twelve months ended Dec. 31, 2014, compared with net losses of $402,000 and $350,000 for the same periods in 2013. During 2014, the Company raised $24 million in capital and executed an asset resolution plan, a process to identify and value for disposal various impaired legacy loans and foreclosed real estate. The charge for the asset resolution plan was taken in the third quarter of 2014. The Bank's classified assets as of Dec. 31, 2014, totaled $16.8 million, resulting in a classified to capital ratio of 23.7% compared to total classified assets of $50.4 million and a classified to capital ratio of 89.7% at year end 2013. The 66.0% decline in the classified to capital ratio is the result of continued focus on improving asset quality combined with the capital raise and asset resolution plan execution. The Bank was well capitalized at Dec. 31, 2014, with capital ratios increasing during the year as a result of the capital raise and continuing progress in restructuring the balance sheet. At Dec. 31, 2014, the Bank reports total risk based capital of 14.7%, Tier 1 risk based capital of 13.5%, and a leverage ratio of 7.2%. At Dec. 31, 2013, the Bank had total risk based capital of 10.9%, Tier 1 risk based capital of 9.7%, and a leverage ratio of 5.5%. At Dec. 31, 2014, the Company had total risk based capital of 15.0%, Tier 1 risk based capital of 11.6%, and a leverage ratio of 6.2%, as compared to 10.7%, 6.3%, and 3.6%, respectively, at Dec. 31, 2013. Total assets were $820.8 million at Dec. 31, 2014, a slight decline when compared to $821.5 million at Dec. 31, 2013. Cash, cash equivalents, and investments were $332.1 million at Dec. 31, 2014, an increase of $41.1 million or 14.1% from the total of $291.0 million at Dec. 31, 2013. Outstanding gross loans declined to $452.3 million at Dec. 31, 2014, from $492.7 million at Dec. 31, 2013, due to pay downs and payoffs on existing loans, problem loan write-downs, and a transfer of loans to held-for-sale in anticipation of near term loan sales. Total liabilities were $780.1 million at Dec. 31, 2014, a decrease of $19.8 million from $799.9 million at Dec. 31, 2013. This was primarily the result of pay downs in long-term borrowings of $17 million and $22 million for the three and twelve months ended Dec. 31, 2014, respectively, offset by an increase in total deposits of $3.6 million for the twelve months ended Dec. 31, 2014. Total shareholders' equity increased $19.1 million to $40.7 million at Dec. 31, 2014, from $21.6 million at Dec. 31, 2013. This increase resulted primarily from the capital raise. With the effect of the capital raise, book value per share decreased to $1.27 per share at Dec. 31, 2014, compared to $2.71 per share at Dec. 31, 2013. A full-text copy of the press release is available at: http://is.gd/qN70Dt About Four Oaks Based in Four Oaks, North Carolina, Four Oaks Fincorp, Inc., is the bank holding company for Four Oaks Bank & Trust Company. The Company has no significant assets other than cash, the capital stock of the bank and its membership interest in Four Oaks Mortgage Services, L.L.C., as well as $1.24 million in securities available for sale as of Dec. 31, 2011. Four Oaks reported a net loss of $350,000 in 2013, a net loss of $6.96 million in 2012 and a net loss of $9.09 million in 2011. As of Sept. 30, 2014, the Company had $838 million in total assets, $798 million in total liabilities and $40.1 million in total shareholders' equity. Written Agreement "In late May 2011, the Company and the Bank entered into a formal written agreement (the "Written Agreement") with the Federal Reserve Bank of Richmond (the "FRB") and the North Carolina Office of the Commissioner of Banks (the "NCCOB"). Under the terms of the Written Agreement, the Bank developed and submitted for approval, within the time periods specified, plans to: * revise lending and credit administration policies and procedures at the Bank and provide relevant training; * enhance the Bank's real estate appraisal policies and procedures; * enhance the Bank's loan grading and independent loan review programs; * improve the Bank's position with respect to loans, relationships, or other assets in excess of $750,000, which are now or in the future become past due more than 90 days, are on the Bank's problem loan list, or adversely classified in any report of examination of the Bank; and * review and revise the Bank's policy regarding the Bank's allowance for loan and lease losses and maintain a program for the maintenance of an adequate allowance. A material failure to comply with the terms of the Written Agreement could subject the Company to additional regulatory actions and further restrictions on its business. These regulatory actions and resulting restrictions on the Company's business may have a material adverse effect on its future results of operations and financial condition," the Company said in its quarterly report for the period ended March 31, 2014. GAMING & LEISURE: S&P Puts 'BB+' CCR on CreditWatch Negative ------------------------------------------------------------ Standard & Poor's Ratings Services said it placed its ratings, including its 'BB+' corporate credit rating, on Gaming & Leisure Properties Inc. on CreditWatch with negative implications. "The CreditWatch listing reflects our opinion that GLPI's proposal to acquire the real estate assets of Pinnacle Entertainment Inc. for about $4.1 billion, including the initial assumption of about $2.6 billion of debt, could signal a sustained increase in adjusted debt to EBITDA above the company's stated financial policy goal of 5.5x, which is also our threshold for the 'BB+' rating on GLPI," said Standard & Poor's credit analyst Carissa Schreck. It is S&P's understanding that in the event the transaction is completed under currently proposed terms, GLPI intends to issue equity at a future date to reduce the amount of initial debt assumed by several hundred million dollars and to complete financing for the proposed acquisition in a manner that would limit the increase in initial leverage to around 6x in 2015 upon the close of the proposed transaction. However, S&P believes the terms of the current acquisition proposal are fluid and the final negotiated consideration could increase from the proposed level or result in a higher level of debt assumed by GLPI. In addition, the final amount, nature, and timing of a future equity raise are unclear at this time. Also, GLPI's adjusted debt to EBITDA at the end of 2014 was in the low-6x area, which is weak compared to S&P's 5.5x threshold for the company at its current 'BB+' rating. This measure is currently weak primarily because of borrowing in 2014 to fund an acquisition, development spending, and additional distributions to shareholders related to the company's REIT spin-off. S&P could lower the rating one notch to 'BB' if GLPI incurs more debt than it currently assumes in the proposed terms of the transaction, or issues debt at a rate that is above GLPI's current cost of capital in a manner that sustains leverage above 5.5x or EBITDA coverage of interest below 3x. In resolving the CreditWatch listing, S&P will review the final terms of the proposed transaction, including the company's prospective debt structure, potential equity raise, and planned master lease agreement for Pinnacle's assets. S&P will also assess GLPI's ability to achieve its publicly stated financial policy goal of maintaining adjusted debt to EBITDA of 5.5x, which is S&P's leverage threshold at the 'BB+' rating on GLPI. S&P aims to update the CreditWatch listing as soon as possible once it has sufficient information around the final terms and timing of the proposed transaction and potential future financing arrangements. "We could lower the rating one notch to 'BB' if we expect GLPI to sustain leverage above 5.5x or EBITDA coverage of interest expense below 3x. This could result from an increase in the acquisition purchase price and assumed debt to complete the transaction, if we believe GLPI would experience delay in raising equity to partly fund the acquisition, or if we believe the equity raise would be insufficient to enable sustaining adjusted debt to EBITDA at 5.5x. Additionally, downside rating pressure could come from GLPI's tenants experiencing a meaningful deterioration in their credit quality or if we believe GLPI will embark on other significant development opportunities or acquisitions, resulting in leverage sustained above 5.5x or EBITDA coverage of interest expense below 3x," S&P added. GETTY IMAGES: S&P Lowers CCR to 'B-' on Weak Operating Performance ------------------------------------------------------------------ Standard & Poor's Ratings Services said that it lowered its corporate credit rating on Seattle-based Getty Images Inc. to 'B-' from 'B'. The rating outlook is negative. At the same time, S&P lowered its issue-level rating on the company's first-lien credit facilities to 'B-' from 'B'. The '3' recovery rating remains unchanged, indicating S&P's expectation for meaningful recovery (50%-70%; low end of the range) of principal in the event of a payment default. S&P also lowered its issue-level rating on the company's unsecured notes to 'CCC' from 'CCC+'. The '6' recovery rating remains unchanged, indicating S&P's expectation for negligible recovery (0%-10%) of principal in the event of a payment default. "The downgrade reflects Getty Images' rising debt leverage and lower free cash flow due to poor operating performance in the company's midstock segment amid increased competitive pressure," said Standard & Poor's credit analyst Elton Cerda. S&P expects that Getty Images' leverage will continue to rise because its operating performance will likely remain soft in the first half of 2015 due to competitive pressure. Additionally, S&P expects that the company will increase marketing spending in 2015 to drive revenue growth. These factors will likely continue to weaken the company's financial risk profile. Absent a turnaround with positive revenue and EBITDA growth with margin expansion, the company's capital structure may become unsustainable. The negative rating outlook incorporates S&P's expectation that Getty Images' leverage will continue to rise through the first half of 2015 as a result of weak operating performance from competitive pressure and marketing investments. Nevertheless, S&P expects its liquidity to remain "adequate" over the next 12 months. S&P could lower the rating if Getty Images' operating performance shows no signs of improvement by the second half of 2015 and if S&P become convinced that discretionary cash flow will be below its expectation. Additionally, S&P could lower the rating if EBITDA coverage of interest approaches 1.25x, which could occur if domestic and global competition and weak economic conditions continue, causing revenue to drop 5% and EBITDA to fall 10%. S&P could revise the outlook to stable if Getty Images is able to stabilize its operating performance and contain the competitive threat to its midstock segment and grow its discretionary cash flow. GRAPHIC PACKAGING: Moody's Raises Corp. Family Rating to 'Ba1' -------------------------------------------------------------- Moody's Investors Service upgraded the corporate family rating of Graphic Packaging International, Inc. to Ba1 from Ba2, the probability of default rating to Ba1-PD from Ba2-PD, the senior secured rating to Baa3 from Ba1 and the senior unsecured rating to Ba2 from Ba3. Moody's also affirmed the SGL-2 speculative grade liquidity rating. The ratings outlook is stable. The upgrade reflects expectations that the company will maintain leverage in the low 3x, while continuing to improve operating margins and generate strong cash flow. Moody's took the following rating action for Graphic Packaging International, Inc.: -- Upgraded CFR to Ba1 from Ba2 -- Upgraded PDR to Ba1-PD from Ba2-PD -- Upgraded senior secured debt rating to Baa3, LGD 3 from Ba1, LGD 3 -- Upgraded senior unsecured debt rating to Ba2, LGD 5 from Ba3, LGD 5 -- Affirmed SGL-2 speculative grade liquidity rating -- The ratings outlook is stable. The Ba1 corporate family rating reflects Graphic Packaging's strong credit metrics and cash flow generation supported by its vertically-integrated business model and expanding network of folding carton converting facilities. Graphic Packaging has reduced its Moody's adjusted debt/EBITDA to 3.4 times as of Dec. 31, 2014 from 3.8 times a year ago. Moody's expect the company to maintain leverage in low 3x as it continues to grow earnings through recent acquisitions on the US West Coast and in Canada and Europe and through operational improvements. Graphic Packaging benefits from its strong market presence in a consolidating industry and exposure to relatively stable food and beverage end markets. Graphic Packaging's EBITDA margin in high teens and significant amount of federal net operating loss carryforwards support strong cash flow generation and credit metrics. Moody's expect the company to manage the pace of recently introduced share repurchases and dividends such that its credit metrics will remain supportive of the Ba1 rating. The rating is constrained by expectations of continued acquisitions as well as by the company's exposure to volatile raw material costs and lags in passing through cost increases. The stable ratings outlook reflects expectations that Graphic packaging will successfully integrate its recent acquisitions and maintain strong credit metrics over the next 12 to 18 months. For the ratings to be upgraded to the investment grade level the company's management would need to publicly commit to maintaining investment-grade financial policies and targets and achieve an unsecured capital structure. The company would also need to maintain debt/EBITDA below 3 times, maintain EBITDA margin above 16% and retained cash flow to debt above 20%. The ratings could be downgraded if operating performance and credit metrics deteriorate such as debt/EBITDA rises to 4 times and retained cash flow to debt falls below 15%. The ratings could also be downgraded if the company undertakes a large debt-financed acquisition that increases its leverage. The principal methodology used in these ratings was Global Paper and Forest Products Industry published in October 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. INDEX RECOVERY: Plan Implemented, Wants Case Closed --------------------------------------------------- Index Recovery Company, LP, is asking the U.S. Bankruptcy Court for the Northern District of New York to issue a final decree closing the company's Chapter 11 case. The company said the liquidation plan, which the court approved in December last year, has been substantially implemented. In a court filing, Index Recovery disclosed that a distribution of 100% has been made to general unsecured creditors as of March 5 while an initial distribution of 43.3% has been made to creditors holding subordinated unsecured claims. Holders of subordinated unsecured claims will receive additional payments once the plan administrator receives additional assets, according to the filing. The bankruptcy court will hold a hearing on March 26 to consider the request. About Index Recovery Group Index Recovery Group, LP, a managed futures investor formerly known as SPhinX Managed Futures Index Fund, LP, sought Chapter 11 protection (Bankr. N.D.N.Y. Case No. 14-61434) in Utica, New York, on Sept. 2, 2014. The Debtor disclosed total assets of $13.8 million and total liabilities of $35.5 million. Judge Diane Davis presides over the case. The Debtor is represented by Jeffrey A. Dove, Esq., at Menter, Rudin & Trivelpiece, P.C. The Debtor notified the Bankruptcy Court that the effective date of the Plan of Liquidation was deemed to have occurred on Dec. 11, 2014. The Plan of Liquidation dated Sept. 24, 2014, was approved by U.S. Bankruptcy Judge Diane Davis on the same date. INTEGRATED FREIGHT: Late Form 10-K Shows $4.8M Profit for 2013 -------------------------------------------------------------- Integrated Freight Corporation filed with the Securities and Exchange Commission this week its annual report on Form 10-K disclosing net income of $4.81 million on $20.10 million of revenue for the year ended March 31, 2013, compared to a net loss of $14.33 million on $20.71 million of revenue in 2012. As of March 31, 2013, the Company had $6.32 million in total assets, $18.70 million in total liabilities and a $12.37 million total stockholders' deficit. DKM Certified Public Accountants, in Clearwater, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended March 31, 2013, citing that the Company has significant net losses and cash flow deficiencies. Those conditions raise substantial doubt about the Company's ability to continue as a going concern. A full-text copy of the Form 10-K is available for free at: http://is.gd/x4Mjf2 About Integrated Freight Integrated Freight Corporation, formerly PlanGraphics, Inc., (OTC BB: IFCR) -- http://www.integrated-freight.com/-- is a Sarasota, Florida headquartered motor freight company providing long-haul, regional and local service to its customers. The Company specializes in dry freight, refrigerated freight and haz-waste truckload services, operating primarily in well-established traffic lanes in the upper mid-West, Texas, California and the Atlantic seaboard. IFCR was formed for the purpose of acquiring and consolidating operating motor freight companies. INTERTAIN GROUP: S&P Assigns 'B+' CCR & Rates $335MM Loan 'BB' -------------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'B+' long term corporate credit rating to Toronto-based The Intertain Group Ltd. At the same time, Standard & Poor's assigned its 'BB' issue-level rating to the company's US$335 million, first-lien term loan due 2022; and US$17.5 million, first-lien revolver due 2020. S&P has assigned a '1' recovery rating to both, indicating its expectation of a very high (90% to 100%) recovery in the event of a default. Intertain is using the proceeds from the issuance to fund a portion of the acquisition of Gamesys Ltd. business-to-consumer gaming assets. "The ratings reflect our assessment of the company's weak business risk profile and significant financial risk profile," said Standard & Poor's credit analyst Stephen Goltz. S&P has applied a one-notch negative financial risk policy modifier to the anchor score of 'bb-' to get to the 'B+' corporate credit rating. S&P bases the weak business risk profile on Intertain's competitive position in the rapidly growing international online gaming industry, which S&P believes will contribute to good margins along with low overhead expenses. The significant financial risk profile reflects S&P's assessment of the company's limited track record for operational integration and financial policies, as well as a potentially larger debt load, notwithstanding relatively low prospective debt leverage for the rating. S&P's view of Intertain's competitive advantage reflects the largest combined share of the growing, but maturing, online bingo segment in the U.K. However, the industry's fragmentation and low penetration, wherein most banners have low double-digit shares of traffic in an otherwise small market, constrains this leading position. S&P believes that the company benefits from good growth prospects as other countries regulate online gaming. The stable outlook on Intertain reflects Standard & Poor's expectation that the company will continue to successfully operate its portfolio of recently acquired online gaming businesses, contributing solid credit measures and discretionary cash flow in 2015 and 2016 that it can use to fund pending earnouts from acquisitions. As such, S&P expects Intertain to generate fully adjusted debt-to-EBITDA of 2.5x-3.0x in 2015 and 2016, maintaining "adequate" liquidity as it expands into new jurisdictions, both organically and by acquisition. S&P could lower the rating if leverage rises to above 4x a year after closing the acquisition of Gamesys' business-to-consumer assets, which would likely indicate lower earnings, reduced free cash flow expectations, and weaker prospects for funding its earnouts internally. S&P could raise the ratings if debt to EBITDA remains below 3x while the company adds cash to fund earnouts in 2016 and 2017. S&P believes that this scenario would indicate a successful integration of acquired businesses, improving profitability that would confirm the strength of Intertain's online gaming platforms, and an improved financial risk profile from steady cash flow. ITUS CORP: Reports $3.7 Million Net Income for First Quarter ------------------------------------------------------------ ITUS Corporation filed with the U.S. Securities and Exchange Commission disclosing net income of $3.75 million on $9.13 million of total revenue for the three months ended Jan. 31, 2015, compared with a net loss of $3.61 million on $0 of total revenue for the same period a year ago. As of Jan. 31, 2015, ITUS had $13.3 million in total assets, $5.01 million in total liabilities and $8.25 million of shareholders' equity. "Based on currently available information as of March 9, 2015, we believe that our existing cash, cash equivalents, short-term investments, accounts receivable and expected cash flows from patent licensing and enforcement, and other potential sources of cash flows will be sufficient to enable us to continue our business activities for at least 12 months. However, our projections of future cash needs and cash flows may differ from actual results. If current cash on hand, cash equivalents, short-term investments, accounts receivable and cash that may be generated from our business operations are insufficient to satisfy our liquidity requirements, we may seek to sell equity securities or obtain loans from various financial institutions where possible. The sale of additional equity securities or convertible debt could result in dilution to our stockholders. We can give no assurance that we will generate sufficient cash flows in the future (through licensing and enforcement of patents, or otherwise) to satisfy our liquidity requirements or sustain future operations, or that other sources of funding, such as sales of equity or debt, would be available, if needed, on favorable terms or at all. If we cannot obtain such funding if needed or if we cannot sufficiently reduce operating expenses, we would need to curtail or cease some or all of our operations," the Company said in the Report. A full-text copy of the Form 10-K is available for free at: http://is.gd/LREOH4 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. KU6 MEDIA: Reports $39,000 Net Loss for Fourth Quarter ------------------------------------------------------ Ku6 Media Co., Ltd. reported a net loss of $39,000 on $3.46 million of total revenues for the three months ended Dec. 31, 2014, compared with a net loss of $26.8 million on $3.25 million of total revenues for the same period in 2013. For the 12 months ended Dec. 31, 2014, the Company reported a net loss of $10.72 million on $8.58 million of total revenues compared to a net loss of $34.4 million on $13.1 million of total revenues in 2013. As of Dec. 31, 2014, the Company had $5.63 million in total assets, $9.76 million in total liabilities and a $4.13 million total shareholders' deficit. "I am pleased to announce the result of our fourth quarter and fiscal year 2014," stated Mr. Xudong Xu, chief executive officer of Ku6 Media. "2014 was not easy for us as we were experiencing big changes in management team. Despite of changes, we achieved gross profit in the fourth quarter of 2014 the first time since the foundation of Ku6. We aim to continue to narrow our operating cash deficit in 2015 in order to achieve a better operating result in 2015." Liquidity and Going Concern The Company has made progress in 2014 with respect to cost control initiatives and its objectives to increase both the amount of its recurring revenue and the diversification of its revenue. The Company achieved gross profit in the fourth quarter of 2014, following a protracted period of gross losses, operating losses, and net losses. Despite recent improvements, substantial doubts still exist as to the Company's ability to continue as a going concern, primarily due to uncertainties regarding (1) the Company's ability to continue to generate improvements in operating cash inflows, which depend on growth in revenues from (i) Huzhong, the Company's new third party advertising agency since late August 2014, and (ii) two cooperation agreements with related party Qinhe; (2) the Company's ability to reduce its operating cash outflows, such as through further administrative and headcount-related cost control measures; and (3) the availability and timing of additional financing with terms acceptable to the Company. Growth in the Company's operating cash inflows is principally dependent upon successful execution with Huzhong and Qinhe resulting in growth in revenues therefrom, and may also benefit from diversification to other sources of revenue. A full-text copy of the Form 6-K Report is available for free at: http://is.gd/qvJShu About Ku6 Media Ku6 Media Co., Ltd. -- http://ir.ku6.com/-- is an Internet video company in China focused on User-Generated Content. Through its premier online brand and online video website, www.ku6.com , Ku6 Media provides online video uploading and sharing service, video reports, information and entertainment in China. KU6 Media reported a net loss of $34.4 million in 2013, a net loss of $9.49 million in 2012 and a net loss of $49.4 million in 2011. PricewaterhouseCoopers Zhong Tian LLP, in Shanghai, the People's Republic of China, issued a "going concern" qualification in its report on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that facts and circumstances including recurring losses, negative working capital, net cash outflows, and uncertainties associated with significant changes planned to be made in respect of the Company's business model raise substantial doubt about the Company's ability to continue as a going concern. LA ESPERANZA DEL MANANA: Case Summary & 8 Top Unsecured Creditors ----------------------------------------------------------------- Debtor: La Esperanza Del Manana PO Box 492 Hatillo, PR 00659 Case No.: 15-01726 Chapter 11 Petition Date: March 10, 2015 Court: United States Bankruptcy Court District of Puerto Rico (Old San Juan) Debtor's Counsel: Jesus Enrique Batista Sanchez, Esq. THE BATISTA LAW GROUP, PSC Cond Midtown Center 420 Juan Ponce de Leon Ave Suite 901 San Juan, PR 00918 Tel: 787-620-2856 Fax: 787-620-2854 Email: rosafblg@gmail.com jesus.batista@batistalawgroup.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Hector del Busto, president. A list of the Debtor's eight largest unsecured creditors is available for free at http://bankrupt.com/misc/prb15-01726.pdf LEHMAN BROTHERS: Initiates 2nd Distribution for Unsec. Creditors ---------------------------------------------------------------- James W. Giddens, Trustee for the liquidation of Lehman Brothers Inc. (LBI) under the Securities Investor Protection Act and chair of the Hughes Hubbard & Reed LLP Corporate Reorganization and Bankruptcy Group, initiated the second interim distribution to unsecured general creditors with allowed claims by wiring more than $2 billion to claimants on March 10. Distributions from the LBI estate will now total $112 billion, the largest distributions across the worldwide Lehman insolvency proceedings. "The second multi-billion dollar distribution to general creditors is underway with more than 90 percent of our allocated funds being wired [Tues]day," Mr. Giddens said. "We are committed to resolving remaining disputed claims and pursuing necessary litigation to efficiently maximize further distributions and successfully conclude the largest broker-dealer liquidation in history." In February 2015, the Bankruptcy Court approved the Trustee's motion for a second interim distribution with an allocation of $2.2 billion. Remaining distributions from allocated funds will proceed as required tax forms are received. The Trustee has distributed approximately $5.9 billion to LBI's creditors since July 2014. With this second interim distribution, unsecured general creditors will achieve an approximately 27 percent payout on allowed claims. Customers have received more than $106 billion, fully satisfying the 111,000 customer claims. Secured, priority, and administrative creditors have also received 100 percent distributions. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. As of Oct. 2, 2014, Lehman's total distributions to unsecured creditors have amounted to $92.0 billion. As of Sept. 30, 2014, the brokerage trustee has substantially completed customer claims distributions, distributing more than $106 billion to 111,000 customers. MAGNETATION LLC: Moody's Lowers CFR to 'Caa2', Outlook Negative --------------------------------------------------------------- Moody's Investors Service downgraded Magnetation LLC's corporate family rating to Caa2 from B3, its probability of default rating to Caa2-PD from B3-PD and the rating on Magnetation's $425 million senior secured notes to Caa2 from B3. The ratings outlook is negative. The downgrade and negative outlook reflects Magnetation's weak credit metrics and deteriorated liquidity position as a result of volatility and weakness in iron ore prices. The weaker growth rates in steel production in China, together with the ongoing iron ore supply/demand imbalance will maintain pressure on seaborne prices and the Platts IODEX iron ore price through 2015 and into 2016. Seaborne iron ore prices (62%Fe) have collapsed more than 50 percent over the past 18 months and recently dipped below $60 per metric ton (MT). In addition, cost overruns in 2014 at the new Pellet Plant and Plant 4 and ongoing ramp up at both plants have contributed to a reduction in liquidity. As a result of these challenges, Magnetation has retained The Blackstone Group as a financial advisor to assist in evaluating options available to improve liquidity and the capital structure. Magnetation, as part of its cost reduction initiatives, has also announced plans to idle its highest cost iron ore concentrate facility in Keewatin which was scheduled to produce 350 thousand tons of iron ore concentrate this year. -- Corporate family rating, lowered to Caa2 from B3; -- Probability of default rating, lowered to Caa2-PD from B3-PD; -- Senior secured notes, lowered to Caa2, LGD 4 from B3, LGD 4 -- Outlook is negative The Caa2 corporate family rating reflects Magnetation's elevated leverage, low interest coverage, recent operating weakness, short operating history, small scale and low level of revenue and EBITDA. The corporate family rating also continues to reflect the risks associated with a start-up operation based on a relatively new technology, lack of end-market diversification and high risk customer base. The company is expected to have only two customers with challenged financial profiles. The company is also exposed to a single end market, the volatile steel industry, Magnetation's ratings are supported by the company's strong profit margins, attractive off-take contracts and lack of near term debt maturities. Moody's expects the company's operating results and liquidity to remain under pressure in 2015 as the company continues to ramp up production at the new iron ore concentrate plant, has limited revenue and EBITDA and will remain exposed to recent weak iron ore prices. The decline in iron ore prices has led to declines in Magnetation's revenue and EBITDA generation. The recent increase in debt along with the decline in EBITDA has caused credit metrics to weaken from levels commensurate with the B3 rating. The company generated revenues of only $54 million and adjusted EBITDA of $25 million during the twelve months ended Sep. 30, 2014. As a result, the company has an elevated leverage ratio (Debt/EBITDA) of 18.9x and a weak interest coverage ratio (EBIT/Interest Expense) of 0.5x. Magnetation is expected to have negative free cash flow due to the 2014 capital investments in the new pellet and iron reclamation plants. The company increased its capital spend in 2014 and accelerated the construction of the new iron reclamation plant in order to move forward the start-up date to first quarter of 2015. As a result of the company's increased cash use and weaker than anticipated operating results, liquidity has weakened and free cash flow is expected to remain negative in 2015. The negative outlook reflects continued volatility and weakness in iron ore prices and the impact that will have on the company's operating earnings, along with the increased leverage. The outlook could return to stable if operating results and credit metrics improve substantially over the next 12 to 18 months. The ratings are unlikely to experience upward pressure in the short term since the company's credit metrics are expected to remain weak for the current rating. However, an increase in the interest coverage ratio (EBIT/Interest) to more than 1.5x or a decline in the leverage ratio (Debt/EBITDA) below 7.5x could lead to an upgrade. Negative rating pressure could persist if the company is unable to improve its liquidity position, operating results weaken further, interest coverage ratio (EBIT/Interest) remains below 1.0x and leverage ratio remains above 7.5x. The principal methodology used in these ratings was Global Mining Industry published in August 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. Headquartered in Grand Rapids, Minnesota, Magnetation LLC is a joint venture between Magnetation Inc. (50.1% ownership) and AK Steel Corporation (49.9% ownership) that reclaims iron ore concentrate from previously abandoned iron ore waste stockpiles and tailings basins located on the Mesabi Iron Range. The joint venture currently owns and operates two reclamation plants located in Keewatin (idled) and Taconite, MN, which produce iron ore concentrate from iron ore tailings. The company is in the process of constructing a 3 million metric ton per year iron ore pellet plant in Reynolds, Indiana and an additional concentrate reclamation plant in Grand Rapids, MN. The joint venture has an off-take agreement with Altos Hornos de México, S.A.B. de C.V. (AHMSA) to sell up to 637,000 dry metric tons of iron concentrate per annum and plans to eventually sell up to 3.5 million tons of iron pellets to AK Steel Corporation. The company generated approximately $54 million in revenues for the trailing 12-month period ended Sep. 30, 2014. MALIBU ASSOCIATES: Case Summary & 9 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Malibu Associates, LLC a California limited liability company 901 Encinal Road Malibu, CA 90265 Case No.: 15-10477 Type of Business: Single Asset Real Estate Chapter 11 Petition Date: March 10, 2015 Court: United States Bankruptcy Court Central District of California (Santa Barbara) Judge: Hon. Deborah J. Saltzman Debtor's Counsel: David L. Neale, Esq. LEVENE, NEALE, BENDER, YOO & BRILL LLP 10250 Constellation Blvd Ste 1700 Los Angeles, CA 90067 Tel: 310-229-1234 Fax: 310-229-1244 Email: dln@lnbrb.com Total Assets: $76.1 million Total Debts: $47.8 million The petition was signed by Thomas Hix, president of managing member of Debtor. List of Debtor's nine Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Evicom Corporation $64,206 Ballard Rosenberg Golper & Savitt LLP $15,000 PMC Project Management $10,500 EPD Consultants $8,789 Bob Burke & Company $8,000 Mark A. Massara, Attorney at Law $7,500 RCE Consultants, Inc. $4,328 Blakeley & Blakeley LLP $2,952 Glass Ratner $1,530 MALIBU ASSOCIATES: Returns to Chapter 11 With $48MM in Debt ----------------------------------------------------------- Malibu Associates, LLC, sought Chapter 11 protection (Barnk. C.D. Cal. Case No. 15-10477) in Santa Barbara, California, on March 10, 2015. The Debtor immediately filed schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $75,900,000 B. Personal Property $285,948 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $47,704,477 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $122,807 ----------- ----------- TOTAL $76,185,948 $47,827,283 The Debtor owns real property located at 901 Encinal Canyon Road, Malibu, California. The property secures a $46.8 million debt to U.S. Bank, National Association, which is secured by a first deed of trust on the property. The Los Angeles County Treasurer and Tax Collector is also owed $459,793, secured by a tax lien on the property. A copy of the schedules filed together with the bankruptcy petition is available at: http://bankrupt.com/misc/cacb15-10477_SAL.pdf Thomas Hix, the managing member, signed the bankruptcy petition. The case is assigned to Judge Deborah J. Saltzman. David L. Neale, Esq., at Levene Neale Bender Rankin & Brill LLP, in Los Angeles, serves as counsel to the Debtor. The Debtor previously sought bankruptcy protection. The Chapter 11 bankruptcy case entitled In re Malibu Associates, LLC, USBC Case No. 1:09-bk-24625-MT, was filed on Nov. 3, 2009 in the Central District of California, San Fernando Valley Division. That case was assigned to the Honorable Maureen A. Tighe, but was later dismissed. The real property in Malibu was included in the prior filing. MERIDIAN WORLD: S&P Assigns 'BB+' Rating on $26.5MM Revenue Bonds ----------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB+' long-term rating to the La Vernia Higher Education Finance Corp., Texas' $26.5 million series 2015A tax-exempt and 2015B taxable fixed-rate education refunding revenue bonds, issued for Meridian World School (Meridian). The outlook is stable. "The rating reflects our view of Meridian's robust demand, good academic performance relative to the district and to the state, and International Baccalaureate program focus, which we view favorably as a differentiator," said Standard & Poor's credit analyst Karl Propst. "However, the school's financial metrics are weak, and its short operating history leads to some risk." Bond proceeds will refund two outstanding notes payable and will provide approximately $13.4 million of new money to acquire and renovate an 80,000-square-foot building adjacent to Meridian's existing 104,000-square-foot facility located off of Interstate 35 in Round Rock, Texas. MILLICOM INT'L: Fitch Rates Proposed $500MM Sr. Unsecured Notes BB+ ------------------------------------------------------------------- Fitch Ratings expects to rate Millicom International Cellular, S.A. (MIC)'s proposed US$500 million senior unsecured notes due 2025 'BB+(EXP)'. Proceeds from the issuance are expected to be used mainly to fully redeem the USD311 million outstanding balance of the El Salvador notes, which were issued by Telemovil Finance Co., Ltd. and fully guaranteed by Telemovil El Salvador, S.A., MIC's wholly owned subsidiary. The rest of the proceeds will be used for general corporate purposes and capex. KEY RATING DRIVERS MIC's ratings reflect the company's geographical diversification, effective marketing strategy and strong brand, and extensive network and distribution channels, all of which have contributed to its leading market positions in key markets, steady subscriber growth, and solid pre-dividend free cash flow (FCF) generation. In addition, MIC's increasing investments in the under-penetrated fixed-line services bode well for its medium to long term revenue growth. Despite these diversification benefits, MIC's ratings are constrained by the company operating only in Latin America and Africa, which have low sovereign ratings and GDP per capita. The ratings are also tempered by the company's increasing leverage due to recent M&A activities, historically-high shareholder returns, and debt allocation between subsidiaries and the holding company. Increased Leverage MIC's leverage is weak for its rating level. The company's leverage has materially increased in recent years mainly due to acquisitions and historically high shareholder distributions. In August 2014, the company completed its merger between its Colombian subsidiary and UNE EPM Telecomunicaciones S.A. (UNE), the Colombian fixed-line operator, which increased the company's net debt by USD1.2 billion. As a result, its net leverage, measured by adjusted net debt to EBITDAR, increased to 2.3x as of Dec. 31, 2014; this unfavorably compares to 0.8x and 1.4x at end-2011 and end-2012, respectively. Positive FCF From 2015 Fitch forecasts MIC's leverage to fall to a level that is in line with the current rating level over the medium term as the company continues to refrain from aggressive shareholder payouts and share buybacks amid EBITDA improvement. The company paid only USD264 million dividends annually in 2013 and 2014, which was a sharp reduction from USD731 million including share repurchase in 2012 and USD991 million in 2011. As MIC remains committed to reducing its leverage, Fitch expects total shareholder dividends in 2015 and 2016 to remain in line with the 2014 level. In addition, capex should remain relatively flat at around USD1.4 billion over the medium term representing about 18%-19% of revenues, which is a decline from 22.5% in 2013. These will lead to modest positive FCF generation and help the company reduce its net leverage towards 2.0x by 2016. A slower-than-expected deleveraging due to a lack of the company's commitment to restraining dividends, acquisitions, or a further deterioration in its operating performance will immediately place negative pressure on the ratings. Enhanced Competitive Position in Colombia The merger with UNE, the second largest fixed broadband and pay-TV operator in Colombia, will strengthen MIC's market position as UNE's fixed-line network and products complement MIC's existing mobile operation in terms of both geography and products offerings with operational cost savings. This synergy is important for MIC as Colombia has been the fastest growing market in terms of revenue contribution among MIC's markets. Although any dividend upstream is not likely for the foreseeable future given the high investments needed in Colombia, the addition of UNE will help MIC turn around its EBITDA growth going forward. Margin Erosion MIC's EBITDA margin is likely to continue to deteriorate in 2015 due to competition, as well as increasing revenue proportions of lower margin fixed-line services and handset sales. Mobile ARPU is trending downwards in all of its operational geographies amid increasing market saturation in Latin America. The increasing penetration of lower margin fixed-line business will also place pressure on profitability. Some of the increase in fixed line revenue is attributable to the merger with UNE. MIC's EBITDA margin fell to 32.6% in 2014, in line with the 2013 level, which unfavorably compares to 40% in 2012. Positively, EBITDA growth has turned around during 2014 following contractions in 2013 and 2012. MIC's EBITDA grew to USD2.1 billion in 2014; this compares to USD1.7 billion in 2013 and USD1.9 billion in 2012, respectively. Concentration in Low-Rated Sovereigns Despite the diversification benefit, MIC's ratings are constrained by its operational footprint in only Latin America and Africa with low sovereign ratings and GDP per capita. The operational environment in these regions, in terms of political and regulatory stability and economic conditions, tend to be more volatile than developed market which could potentially adversely affect MIC's operations. This also adds currency mismatch risk as 66% of MIC's total debt at end-2014 was based on USD while most of its cash flows are generated in local currencies in each country. Leading Market Positions MIC has retained its market leadership in most of its key cash generating operating companies in Latin America and Fitch expects these positions to remain intact over the medium term backed by its effective marketing strategy, strong brand recognition, and extensive network and distribution channels. The company has maintained a steady subscriber base expansion, adding 2.3 million new mobile subscribers in the fourth quarter of 2014, and its increasing investment into fixed-line and media will help provide increasing cross-selling opportunities to acquire more revenue generating units going forward. Diversifying Revenue Mix MIC's growth strategy will be increasingly centered on mobile data, fixed internet and pay-TV services as it tries to alleviate pressure on the traditional voice/SMS revenues. The mobile data customer base reached 27% of total subscribers as of Dec. 31, 2014, from 20% a year ago, which supported a 34% mobile data revenues growth during 2014 from a year ago. Broadband and pay-TV businesses also maintained solid growth, largely due to UNE, as the segmental revenues grew by 111% in 2014 from a year ago. As this trend continues, Fitch forecasts mobile service revenues to account for less than 70% of total revenues from 2015, which compares to 83% in 2013. Sound Liquidity MIC's liquidity profile is good given its readily available cash position fully covering the short-term debt maturities, as well as its well-spread debt maturities. As of Dec. 31, 2014, the consolidated group's readily available cash was USD694 million, which compares to its short-term debt of USD362 million. The group's total on-balance sheet debt was USD4.8 billion, with 32% allocated to the holding company. Debt maturities are well spread with an average life of 5.3 years. Fitch does not foresee any liquidity problem for both the operating companies and the holding company given operating companies' stable cash generation and their consistent cash upstream to the holding company. In addition, MIC has USD500 million undrawn credit facility which further bolsters its liquidity. Dividend Streams Mitigate Structural Subordination The creditors of the holding company are subject to structural subordination to the creditors of the operating subsidiaries given all cash flows are generated by subsidiaries, which held 68% of the total group debt at end-2014. Positively, Fitch believes that a stable and high level of cash upstream, mostly through dividend, by subsidiaries is likely to remain intact over the long term and help largely mitigate any risk stemming from this structural weakness. Subsidiaries' robust upstreams have supported the holding company's debt service coverage in line with that of the consolidated group financial profile. KEY RATING ASSUMPTIONS -- Mid-singles digits annual organic revenue growth over the medium term; -- Cable & Digital Media segment to represent over 25% of consolidated revenues from 2015, compared to 16% in 2013, largely due to UNE consolidation; -- EBITDA margin to trend down to below 30% over the medium term due to competition and increasing revenue proportions of lower margin fixed-line services and handset sales; -- Annual capex to remain at about USD1.4 billion in 2015-2016, in line with the 2014 level; -- No significant increase in shareholder distributions in the short to medium term with annual dividend payments remaining at USD264 million in 2015 and 2016. RATING SENSITIVITIES Negative: MIC experiences an increase in net debt to EBITDAR above 2.5x without a clear path to deleveraging due to any one or combination of the following: M&A activity, aggressive shareholder distributions, and competitive/regulatory pressures on its operations. Positive: MIC's financial net leverage improves towards 1.0x on a sustained basis due to improvement in operational competitiveness and resultant stronger cash generation, less aggressive shareholder returns, and a higher level of diversification in cash flow generations across geographies. NII HOLDINGS: Reports $83-Mil. Operating Loss in 4th Quarter ------------------------------------------------------------ NII Holdings, Inc., on March 10 announced its consolidated financial results for the fourth quarter and full year 2014. For the fourth quarter of 2014, the Company reported 129,000 net subscriber additions, marking the first quarter the Company has achieved consolidated subscriber growth since the second quarter of 2013. Financial results for the fourth quarter of 2014 include consolidated operating revenues of $854 million, a consolidated adjusted OIBDA loss of $83 million, and a consolidated operating loss of $336 million. Consolidated adjusted OIBDA results for the quarter and the full year exclude the impact of non-cash asset impairments, restructuring charges and other unusual items. Capital expenditures were $132 million for the fourth quarter of 2014. For the full year 2014, the Company reported a net loss of 61,000 subscribers bringing its year-end base to 9.2 million subscribers. Financial results for the full year 2014 include consolidated operating revenues of $3.7 billion, a consolidated adjusted OIBDA loss of $251 million, and a consolidated operating loss of $1.11 billion. Capital expenditures were $428 million for the full year 2014. "Our fourth quarter operational and financial results are beginning to show improvement, although we still fell short of our goals," said Steve Shindler, NII Holdings' chief executive officer. "Our return to subscriber growth for the first time in six quarters reflects a turning point in our business and is a significant step forward in our efforts to return to revenue growth, and ultimately, profitability. Our focus for 2015 will be to continue to build on this subscriber growth trend and improve our operating performance." NII Holdings' consolidated average monthly service revenue per subscriber (ARPU) was $25 for the fourth quarter, down sequentially from $28 in the third quarter. The Company also reported consolidated average monthly churn of 3.4 percent for the fourth quarter, consistent with the monthly churn rate in the third quarter of 2014 and a 47 basis point decrease from the churn rate reported in the fourth quarter of 2013. Consolidated cost per gross subscriber addition (CPGA) was $227 for the fourth quarter, a $9 decrease from the third quarter of 2014. During the fourth quarter the Company recorded a $34.0 million charge for inventory obsolescence; without this charge CPGA would have been $195 instead of $227 during the period. On January 26, 2015, the Company announced an agreement to sell its operations in Mexico to AT&T. The sale is subject to the approval of the U.S. Bankruptcy Court for the Southern District of New York, where the Chapter 11 cases initiated by the Company and certain of its subsidiaries are pending, regulatory approvals in Mexico and the completion of a competitive bidding process that will be conducted under the supervision of the Bankruptcy Court. This transaction is expected to close by mid-2015. Additional information regarding the transaction with AT&T is included in the Current Report and in the Form 8-K filed with the Securities and Exchange Commission on January 26, 2015. "We remain confident that we can grow our subscriber and revenue base, while continuing to streamline our cost structure," said Juan Figuereo, NII Holdings' executive vice president and chief financial officer. "Our objective in 2014 was to improve our business performance primarily by returning to subscriber growth, and while we were able to finally achieve that goal in the fourth quarter, our diminishing liquidity made it necessary for us to file for Chapter 11 protection in order to restructure our debt. Given the economics of the restructuring and the potential challenges we were facing in implementing it, we determined that the sale of our Mexican operations would provide a better outcome for our creditors and other stakeholders. We expect this transaction will improve our liquidity and provide funding to invest in our Brazil business, which we believe provides a significant opportunity to create long-term value for our stakeholders." In light of its decision to file a voluntary petition for relief under Chapter 11 of the Bankruptcy Code last year, the Company will not host a financial results conference call this quarter. 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, are publicly traded under the symbol NIHD on the NASDAQ Global Select Market. NII Holdings and its affiliated debtors 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 Scott J. Greenberg, Esq., and Michael J. Cohen, Esq., of 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. The Committee is represented by Kenneth H. Eckstein, Esq., and Adam C. Rogoff, Esq., at KRAMER LEVIN NAFTALIS & FRANKEL LLP. Capital Group, one of the Backstop Parties, is represented by Andrew N. Rosenberg, Esq., Elizabeth R. McColm, Esq., and Lawrence G. Wee, Esq., at PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP. Aurelius, one of the Backstop Parties, is represented by Daniel H. Golden, Esq., David H. Botter, Esq., and Brad M. Kahn, Esq., at AKIN GUMP STRAUSS HAUER & FELD LLP. * * * The Plan and Disclosure Statement, filed on Dec. 22, 2014, allow the Debtors to strengthen their balance sheet by converting $4.35 billion of prepetition notes into new stock and provide the Debtors with $500 million of new capital. The Plan also permits the Debtors to avoid the incurrence of significant litigation costs and delays in connection with potential litigation claims and exit bankruptcy protection expeditiously and with sufficient liquidity to execute their business plan. NTELOS INC: Moody's Cuts CFR to B2, Alters Outlook to Negative -------------------------------------------------------------- Moody's Investors Service downgraded NTELOS Inc.'s Corporate Family Rating to B2 from B1 based on our expectation that leverage (Moody's adjusted) will remain elevated for quite some time due to the challenges associated with being a small regional operator in an industry dominated by the large national operators that are in the thick of a pricing war. Additionally, the winding down of NTELOS's Eastern Markets contribute to NTELOS's revenues and earnings remaining heavily dependent on Sprint Corporation (B1 CFR, negative outlook), its primary wholesale customer which is struggling to grow its postpaid phone subscriber base. Consequently, Moody's lowered the Speculative Grade Liquidity Rating to SGL-2 from SGL-1. The rating outlook for NTELOS is negative. Moody's has taken the following rating actions: Issuer: NTELOS Inc. -- Corporate Family Rating, Downgraded to B2 from B1 -- Probability of Default Rating, Downgraded to B3-PD from B2-PD -- Speculative Liquidity Rating, SGL-2 from SGL-1 -- Senior Secured Bank Credit Facility, Affirmed B1 (LGD3) -- Outlook, Changed to Negative from Stable NTELOS's B2 CFR reflects the company's small scale, high leverage and our expectation for substantial negative free cash flow until at least 2016 due to elevated capital spending associated with the buildout of its 4G network. Thereafter, because margins are expected to remain relatively weak due to the company's lack of scale while capital intensity needs to stay high to maintain competitiveness, material free cash generation will prove difficult. Consequently, Moody's believe that leverage will remain elevated for an extended period of time. The rating is supported by the company's currently good liquidity profile, its long-term recurring wholesale revenue stream from Sprint, and NTELOS's demonstrated ability to grow its postpaid subscriber base despite being a small regional operator. Moody's believe that NTELOS will remain reliant on Sprint for a substantial portion of its revenue and earnings. Under the Strategic Network Alliance ("SNA"), NTELOS is the exclusive PCS service provider in its western Virginia and West Virginia service area for Sprint's wireless customers through Dec. 31, 2022. For FYE2014, NTELOS generated approximately 41% of its revenues in the Western Markets from the SNA with Sprint. For FYE2015 and FYE 2016, Moody's expect the SNA agreement to comprise about 37% of total Western Markets revenues. Moody's expects NTELOS to have good liquidity over the next twelve months mainly supported by its large cash balances ($74 million as of December 31, 2014). This cash balance will be bolstered by its towers sale transactions with Grain Management and the Virginia East spectrum sale to T-Mobile which are forecast to bring in proceeds of about $96 million, most of which will be realized in 2015. However, restructuring charges (an estimated $50 to $60 million, spread over the next several years) associated with the winding down of its Eastern Markets will offset this infusion to some extent. Elevated capital spending to build out its LTE network (to maintain the SNA with Sprint and modernize its network) will result in NTELOS consuming about $100 million of cash during the next 12 to 18 months. The company has no meaningful debt maturities other than scheduled debt amortizations of $5.4 million each year for 2015 and 2016. The next scheduled debt maturity is November 2019 when the Term Loan B matures. NTELOS does not have a committed revolver. However, the company's current Credit Agreement permits, subject to certain conditions, incremental borrowings of up to $125 million of which up to $35 million can be in the form of a revolving credit facility. The negative outlook reflects our belief that NTELOS's leverage (Moody's adjusted) will remain elevated and that NTELOS will consume over $100 million of cash during the next two years. The negative outlook assumes that meaningful revenue growth and margin expansion in its western markets will remain problematic amidst a brutally competitive wireless industry. A rating upgrade is unlikely in the near term due to the negative outlook and NTELOS's dependence on Sprint (B1 CFR) for a significant part of its revenue stream. However, if the company demonstrated the ability to generate meaningful free cash flow while maintaining leverage below 4.5x (Moody's adjusted), upward rating pressure could ensue. An unexpectedly rapid and steep deterioration in the company's liquidity profile or a weakening of Sprint's credit quality would result in a negative rating action. Operating performance which results in leverage not trending towards 5.5x by FYE2016 will also pressure the rating. 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. PHILLIPS BROTHERS: Files for Chapter 11; Owners Pursuing Sale ------------------------------------------------------------- Phillips Brothers Machine Co., Inc., filed for Chapter 11 bankruptcy protection (Bankr. E.D. Tenn. Case No. 15-10870) on March 4, 2015, listing $2.58 million in total assets and $3.58 million in total liabilities. The petition was signed by Randall E. Phillips, president. Judge Shelley D. Rucker, who presides over the case, has set a hearing for April 8, 2015, Mike Pare at Timesfreepress.com reports. Timesfreepress.com relates that the Company's owners are pursuing a sale of the business that could triple its factory's workforce. The business continues to operate and that its potential sale to Phillips Consolidated is under negotiation, the report states, citing Jerrold D. Farinash, Esq., at Farinash & Hayduk, the Company's bankruptcy counsel, as saying. According to Timesfreepress.com, Larry Brooks, the Walker County Development Authority's executive director, said he expected a possible new owner to operate under the same terms that the Company has with the authority, which owns the Bluebird property. Timesfreepress.com recalls that the authority issued three years ago about $3 million in industrial revenue bonds to acquire the property and then lease the site to the Company, which expanded its business to the 271,000-square-foot facility. LaFayette, Georgia-based Phillips Brothers Machine Co., Inc., is a machining, welding and fabrication business. It makes products like the arms which pick up trash cans attached to garbage trucks. PHOTOMEDEX INC: Stonepine Reports 5.9% Stake as of Feb. 27 ---------------------------------------------------------- In a Schedule 13G filed with the Securities and Exchange Commission, Stonepine Capital, L.P., et al., disclosed that as of Feb. 27, 2015, they beneficially owned 1,206,789 shares of common stock of PhotoMedex, Inc., which represents 5.9 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/Vk4Ho9 About PhotoMedex PhotoMedex, Inc., is a global health products and services company providing integrated disease management and aesthetic solutions to dermatologists, professional aestheticians, ophthalmologists, optometrists, consumers and patients. The Company provides proprietary products and services that address skin conditions including psoriasis, vitiligo, acne, actinic keratosis, photo damage and unwanted hair, as well as fixed-site laser vision correction services at our LasikPlus(R) vision centers. PhotoMedex, Inc., and its subsidiaries has entered into a second amended and restated forbearance agreement with the lenders that are parties to the credit agreement dated May 12, 2014, and with JP Morgan Chase, as administrative agent for the Lenders pursuant to which the Lender have agreed to forbear from exercising their rights and remedies with respect to certain events of default from Aug. 25, 2014, until April 1, 2016, or earlier if an event of default occurs, according to a document filed with the Securities and Exchange Commission in March 2015. The Company's balance sheet at Sept. 30, 2014, showed $277 million in assets, $138 million in total liabilities, and $140 million of total stockholders' equity. PORT AGGREGATES: Trustee Selects Douglas S. Draper as Examiner -------------------------------------------------------------- Henry G. Hobbs, Jr., Acting U.S. Trustee for Region 5, asks the Bankruptcy Court to approve the appointment of Douglas S. Draper as examiner in the Chapter 11 case of Port Aggregates, Inc. To the best of the U.S. Trustee's knowledge, the examiner's connections with the Debtor, creditors, any other parties-in-interest, the U.S. Trustee, and persons employed in the Office of the U.S. Trustee, are limited. U.S. Bankruptcy Judge Robert Summerhays ordered that, among other things: 1. The appointment will be in consultation with the Debtor, the Guinns, and other parties-in-interest; and 2. Until the examiner has filed his or her report (and any additional or subsequent report as may be ordered by the Court), neither the examiner nor the examiner's professionals or agents will make any disclosures other than to the Court, if requested, concerning the results of the examiner's investigation and any preliminary and final conclusions reached. The Guinns consist of James P. Guinn and Timothy J. Guinn, William R. Guinn, Ellen Guinn Martel, Philip L. Guinn, and Nathaniel Stuart Guinn, Individually, and as Trustee for the Caroline T. Guinn Trust, the James Paul Guinn, Jr. Trust, the Joel M. Guinn Trust, the Laura Katherine Guinn Trust, the Christian J. Guinn Trust and the Anna C. Guinn Trust. About Port Aggregates Port Aggregates, Inc., filed a Chapter 11 bankruptcy petition (Bankr. W.D. La. Case No. 14-51580) in Lafayette, Louisiana, on Dec. 19, 2014, without stating a reason. The Debtor disclosed $34,145,728 in assets and $15,720,035 in liabilities as of the Chapter 11 filing. The Debtor is required to submit a Chapter 11 plan and disclosure statement by April 20, 2015. The case is assigned to Judge Robert Summerhays. The Debtor has tapped Louis M. Phillips, Esq., at Gordon, Arata, McCollam, Duplantis & Eagan LLC, as counsel. The petition was signed by Andrew L. Guinn, Sr., president. The Debtor recently submitted amended schedules. Copies are available for free at: http://bankrupt.com/misc/PortAggregates_148_amendedSAL_D.pdf http://bankrupt.com/misc/PortAggregates_147_amendedSAL_A.pdf QUARTZ HILL: Moffa & Bonacquisti Withdrawn as Counsel of Record --------------------------------------------------------------- The Bankruptcy Court authorized Quartz Hill Mining, LLC and Superior Gold, LLC to withdraw their application to employ John A. Moffa and the Law Firm of Moffa & Bonacquisti, P.A., as special counsel. The Court granted the motion on Feb. 20, and amended its order on Feb. 25. The Debtors had tapped Moffa & Bonacquisti to represent the Debtors in at least one adversary proceeding which will be filed shortly and in any contested matters. About Quartz Hill Quartz Hill Mining, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.Fla. Case No. 14-15419) on March 7, 2014. The case was initially assigned to Judge Robert A. Mark, but later transferred to Judge A. Jay Cristol's chambers. The Debtor is represented by Robert P. Charbonneau, Esq., and Jacqueline Calderin, Esq., at Ehrenstein Charbonneau Calderin, in Miami, Florida. The Debtor's special counsel is John A. Moffa, Esq., at Moffa & Bonacquisti, P.A., in Plantation, Florida. The Debtor said it has $58 million in assets and $7.5 million in debt. Affiliate Superior Gold, LLC, also sought Chapter 11 protection. The judge approved the joint administration of the two cases. QUICKSILVER RESOURCES: Deregisters Securities Under 401(k) Plan --------------------------------------------------------------- Quicksilver Resources Inc. filed with the Securities and Exchange Commission post-effective amendments relating to the following registration statements on Form S-8: * Registration Statement No. 333-166208, registering 1,000,000 shares of the Company's common stock, par value $0.01 under the under the Quicksilver Resources Inc. 401(k) Plan, as amended; and * Registration Statement No. 333-91526 registering the Plan. Evercore Trust Company, N.A., the independent fiduciary and investment manager for the Company stock fund of the Plan, made the decision to close the Company Stock Fund. In order to implement this closure, commencing on Oct. 14, 2014, all new participant contributions and transfers into the Company Stock Fund were permanently suspended, and effective as of 4:00 pm Eastern Time on Oct. 14, 2014, the Company Stock Fund was discontinued as an investment option under the Plan. The Company Stock Fund was fully liquidated as of Oct. 21, 2014. 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. RECYCLE SOLUTIONS: March 19 Hearing on Bid for Lease Extension -------------------------------------------------------------- The Bankruptcy Court will convene a hearing on March 19, 2015, at 9:30 a.m., to consider Recycle Solutions, Inc.'s amended motion for an order extending the extension of its time to assume or reject unexpired leases of nonresidential real property. Objections, if any, are due March 17. The Debtor are asking the Court to extend until July 2, the time to assume or reject unexpired leases of nonresidential real property under which the Debtor is the lessee. The Debtor leases the real property located at 102 Connor Road, Villa Rica, Georgia. In addition, the Debtor is lessee of real property upon which its recycling center is located at 1054 Kansas Street. It is the lessor of the reuse warehouse located at Wisconsin Street. The Debtor explained that the Georgia lease was important to the Debtor's value as a going concern. The leases relate to the Debtor's location in Villa Rica, Georgia. The Debtor was forced to enter in the Georgia lease after Debtor was not issued an occupancy permit on a warehouse property it owns in Villa Rica. The Debtor, without the leases, could lose access to its business in Georgia. The Georgia business and the recycling center in Memphis are key ingredients to any long-term restructuring solution the Debtor will achieve in the case. Accordingly, the Debtor intended to consider the assumption of the nonresidential leases (and related executory contracts) within the broader context of a plan to emerge from Chapter 11. The Debtor needs additional time to make an informed decision regarding the significant leases. The Debtor's counsel can be reached at: Steven N. Douglass, Esq. HARRIS SHELTON HANOVER WALSH, PLLC 40 S. Main Street, Suite 2700 Memphis, TN 38103 Tel: (901) 525-1455 E-mail: sdouglass@harrisshelton.com About Recycle Solutions Recycle Solutions, Inc., founded in 2002 in Memphis, TN, is in the business of recycling and reusing plastic, wood and packaging for film rolls. The company claims to be a pioneer in helping leading corporations develop and implement innovative programs to reduce their environmental impact. James Downing, of Arlington, Tennessee, founder and president, owns 100% of the stock. Recycle Solutions sought Chapter 11 bankruptcy protection in its home-town in Memphis (Bankr. W.D. Tenn. Case No. 14-31338) on Nov. 4, 2014, disclosing assets of $11.5 million against liabilities of $6.4 million. The case is assigned to Judge George W. Emerson Jr. The Debtor is represented by Steven N. Douglass, Esq., at Harris Shelton Hanover Walsh, PLLC, in Memphis. The U.S. Trustee for Region 8 appointed three creditors to serve on the official committee of unsecured creditors. RECYCLE SOLUTIONS: Wants Plan Filing Deadline Moved to July 2 ------------------------------------------------------------- Recycle Solutions, Inc., asks the U.S. Bankruptcy Court for the Western District of Tennessee to extend (i) its exclusive time to file a Chapter 11 plan and disclosure statement through July 2, 2015, and (ii) its exclusive time to obtain acceptance of that plan through Aug. 31, 2015. A hearing on the exclusivity motion is scheduled for March 19, 2015, at 9:30 a.m. Steven N. Douglass, Esq., at Harris Shelton Hanover Walsh, PLLC, counsel to the Debtor, explains that the Debtor and Regions Bank, its primary lender, have been engaged in extensive negotiations and accounting regarding the use of cash collateral. It has taken a longer period than anticipated to reach an agreement with Regions. Mr. Douglass adds that the Debtor has also been required to make numerous court appearances regarding several motions filed by interested parties. At the same time, he points out, the Debtor has been downsizing its business, listing assets for sale, and attempting to get in a position to restructure it for the future. Mr. Douglass maintains that the Debtor is in the early stages of formulating a Plan of Reorganization and requires additional time to explore financial strategies and alternatives, particularly in light of the delay in finalizing a cash collateral order and the extensive motion practice that has occurred. The Debtor believes that if granted an extension of the exclusive time to file a Disclosure Statement and Plan, a more meaningful and acceptable Plan will be filed. About Recycle Solutions Recycle Solutions, Inc., founded in 2002 in Memphis, TN, is in the business of recycling and reusing plastic, wood and packaging for film rolls. The company claims to be a pioneer in helping leading corporations develop and implement innovative programs to reduce their environmental impact. James Downing, of Arlington, Tennessee, founder and president, owns 100% of the stock. Recycle Solutions sought Chapter 11 bankruptcy protection in its home-town in Memphis (Bankr. W.D. Tenn. Case No. 14-31338) on Nov. 4, 2014, disclosing assets of $11.5 million against liabilities of $6.4 million. The case is assigned to Judge George W. Emerson Jr. The Debtor is represented by Steven N. Douglass, Esq., at Harris Shelton Hanover Walsh, PLLC, in Memphis. According to the docket, the Debtor's Chapter 11 plan and disclosure statement are due March 4, 2015. The U.S. Trustee for Region 8 appointed three creditors to serve on the official committee of unsecured creditors. RENT-A-CENTER: S&P Revises Outlook to Stable & Affirms 'BB' CCR --------------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook to stable from negative and affirmed the 'BB' corporate credit rating on Plano, Texas-based Rent-A-Center Inc. At the same time, S&P affirmed the 'BB+' issue-level rating on the $225 million term loan. The recovery rating on this debt remains '2', indicating S&P's expectation that lenders could expect substantial (70%-90%) recovery in the event of a payment default or bankruptcy. S&P's recovery expectations are in the upper half of the 70% to 90% range. S&P also affirmed the 'B+' issue-level ratings on the company's $550 million of senior unsecured notes. The recovery rating remains '6', indicating S&P's expectation for negligible (0% to 10%) recovery. "The outlook revision and business risk profile reflect our view that Rent-A-Center will continue to improve performance in the coming year through strategic initiatives across its core U.S., Acceptance Now, and Mexico operations after a challenging 2014," said credit analyst Diya Iyer. The stable outlook reflects S&P's expectation that Rent-A-Center will continue to optimize profitability in the maturing core U.S. business, offset 2014 margin erosion with cost savings in the coming year, and rapidly expand both units and earnings for Acceptance Now (including through unmanned locations) in the next 12 months. S&P could lower the ratings if leverage and coverage approach 4.0x, which could occur if sales are modestly negative and gross margin declines by more than 150 basis points (bps) beyond S&P's expectations, with FFO to total debt in the low-teens percent. This scenario would likely lead S&P to reassess Rent-A-Center's profitability and financial risk profile. Although unlikely given continued price competition in the industry, S&P could raise the rating if the company can expand EBITDA through quicker international growth than S&P anticipates, as well as improved cost control associated with Acceptance Now. At that time, leverage would decline below 3.0x, coverage would approach 7.0x, and FFO to total debt would be in the 30% range. RES-CARE INC: $100MM Term Loan Won't Affect Moody's Ba3 CFR ----------------------------------------------------------- Moody's Investor Service said that Res-Care, Inc.'s proposed $100 million incremental Senior Secured Term Loan A is credit negative, but has no impact on the company's ratings including the Ba3 corporate family rating, Ba2 ratings on its senior secured credit facilities, and stable outlook. Res-Care, Inc., headquartered in Louisville, Kentucky, is a provider of residential, therapeutic, job training, pharmacy and educational support services to individuals with special needs, including persons with intellectual and developmental disabilities, at-risk youth and those experiencing barriers to employment. The company is owned by Onex Corporation ("Onex"). For the year ended Dec. 31, 2014, Res-Care generated approximately $1.7 billion of revenue. RES-CARE INC: S&P Affirms 'BB-' CCR; Outlook Stable --------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'BB-' corporate credit rating on Louisville, Ky.-based Res-Care Inc. The outlook is stable. At the same time, S&P affirmed its 'BB-' issue-level rating on the company's first-lien secured credit facility. S&P revised the recovery rating on the debt to '4' from '3' indicating average (at the high end of the 30% to 50% range) recovery in the event of a payment default. The company is increasing its term loan A by $100 million to fund a special dividend. "Our ratings on Res-Care reflect our assessment that the company's leverage will decline below 4x by the end of this year," said Standard & Poor's credit analyst Tulip Lim. Although the proposed transaction raises leverage, S&P believes margins were depressed last year because of certain expenses that S&P do not expect to reoccur in 2015. Furthermore, S&P thinks the company will grow both organically and through acquisitions this year and will pay down some debt, bringing leverage to below 4x by the end of the year. S&P expects over time that leverage could spike over 4x but will generally remain between 3x and 4x. S&P's rating also incorporates its view of the highly fragmented industries in which Res-Care operates and meaningful reimbursement risk. These are the principal factors in our business risk assessment of "weak". Res-Care has leading positions in home care and other residential services for the elderly and individuals with disabilities. The company also operates as a contractor of Job Corps services for youth and as a provider of school- and job-placement services. However, Res-Care's businesses are in niche industries. While there are moderate barriers to entry because of the difficulty in securing government contracts and licensing for the services it provides, competition consists of a few national providers and many regional and local players in each of its divisions. S&P's stable rating outlook reflects its expectation that revenue will grow through a combination of modest organic growth and acquisition and that margins will improve this year. S&P could consider a lower rating if it believes leverage will rise and stay above 4x. A debt-financed dividend of more than $50 million could prompt a downgrade. Alternatively, if an unanticipated reimbursement cut, high turnover, integration costs, losses of sizable contracts, or operating weakness in key states caused a margin decline of 100 basis points or more, leverage could rise above 4x. In this scenario, S&P may no longer view the company as strong as its 'BB-' peers. While unlikely, given the company's private-equity ownership and the company's history of funding special dividends with debt, S&P could consider an upgrade if it became convinced that the company would maintain leverage below 3x. RESIDENTIAL CAPITAL: $235MM Class Suit Accord Has Initial Okay -------------------------------------------------------------- A federal judge on Feb. 19 granted preliminary approval to a $235 million settlement with the underwriters involved in the class action lawsuit brought by purchasers of mortgage-backed securities (MBS) issued by Residential Accredit Loans, Inc. (RALI), 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 -- jlaitman@cohenmilstein.com -- of 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." Added Cohen Milstein Managing Partner Steven J. Toll -- stoll@cohenmilstein.com -- whose firm was Lead Counsel in the consolidated class action, "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 Katherine Failla, of the U.S. District Court for the Southern District of New York, 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 Messrs. Laitman and Toll, the Lead Plaintiffs are represented by attorneys Christopher Lometti, Michael Eisenkraft, Joshua Devore, Richard A. Speirs, Daniel B. Rehns, Kenneth M. Rehns, and S. Douglas Bunch, all of Cohen Milstein Sellers & Toll PLLC. For more information about the case, New Jersey Carpenters Health Fund, et al., v. Residential Capital, LLC, et al., visit http://www.cohenmilstein.com/cases/233/rali-mbs-litigation Founded in 1969, Cohen Milstein Sellers & Toll PLLC is a national leader in plaintiff class action lawsuits and litigation. As one of the firms in the country handling major complex cases, including securities fraud actions, Cohen Milstein, with over 80 attorneys, has offices in Washington, D.C., New York, Philadelphia, Chicago, Palm Beach Gardens, Fla., and Denver, Colo. RICEBRAN TECHNOLOGIES: Shareholders' Meeting on June 24 ------------------------------------------------------- RiceBran Technologies has scheduled its 2015 annual meeting of shareholders to be held at Scottsdale Plaza Resort, 7200 N. Scottsdale Road, Scottsdale, Arizona, 85253, on June 24, 2015, at 9:00 a.m., Pacific Daylight Time, according to a document filed with the Securities and Exchange Commission. The 2015 Annual Meeting date has been changed by more than 30 days from the anniversary of the Company's prior annual meeting of shareholders, which was held on Aug. 19, 2014. The bylaws of the Company set forth when a shareholder must provide notice to the Company of nominations and other business proposals that the shareholder wants to bring before the 2015 Annual Meeting. The Shareholder Notice, contained in Article II, Sections 12 and 13 of the Company's bylaws, generally prescribes the procedures that a shareholder of the Company must follow if the shareholder intends (i) to nominate a person for election to the Company's Board of Directors at an annual or special meeting of shareholders called for the purpose of electing directors, or (ii) to propose other business to be considered by shareholders at an annual or special meeting of the shareholders. These procedures include, among other things, that the shareholder give timely notice to the Secretary of the Company of the nomination or other proposed business, that the notice contain specified information, and that the shareholder comply with certain other requirements. In accordance with the bylaws of the Company relating to a change in the Annual Meeting date by more than 30 days from the anniversary of the Company's prior annual meeting of shareholders, notice by the shareholder must be received by the Secretary at the registered office of the Company by the date which is 10 calendar days after the date of announcement or other notification to shareholders of the dates of the Annual Meeting. Accordingly, in order for a shareholder proposal to be considered for inclusion in the Company's proxy statement for the 2015 Annual Meeting or for shareholder business initiated by a shareholder to be brought before the 2015 Annual Meeting, the shareholder must deliver a notice of such nomination or proposal to the Company's Secretary on or before 5:00 p.m., Pacific Daylight Time on Thursday, March 19, 2015, and comply with the requirements of the Bylaws. Notices should be addressed in writing to: J. Dale Belt, Secretary, RiceBran Technologies, 6720 N. Scottsdale Road, Suite 390, Scottsdale, AZ. About RiceBran Scottsdale, Ariz.-based RiceBran Technologies, a California corporation, is a human food ingredient and animal nutrition company focused on the procurement, bio-refining and marketing of numerous products derived from rice bran. RiceBran Technologies reported a net loss of $17.6 million on $35.05 million of revenues for the year ended Dec. 31, 2013, as compared with a net loss of $11.1 million on $37.7 million of revenues for the year ended Dec. 31, 2012. As of Sept. 30, 2014, the Company had $46.6 million in total assets, $29.9 million in total liabilities, $3.94 million in redeemable noncontrolling interest in Nutra SA, and $12.7 million in total equity attributable to the Company's shareholders. BDO USA, 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 suffered recurring losses from operations resulting in an accumulated deficit of $219 million at Dec. 31, 2013. This factor among other things, raises substantial doubt about its ability to continue as a going concern. RITE AID: Moody's Confirms B2 Corp. Family Rating, Outlook Stable ----------------------------------------------------------------- Moody's Investor Service confirmed Rite Aid Corporation's Corporate Family Rating at B2 and Probability of Default Rating at B2-PD. At the same time, Moody's upgraded Rite Aid's asset based revolving credit facility to Ba2, senior secured first lien notes to Ba2, and senior unsecured guaranteed notes to B3. The Speculative Grade Liquidity rating of SGL-2 is affirmed. The rating outlook is stable. This concludes the review for downgrade initiated on Feb. 11, 2015. The following ratings are confirmed: -- Corporate Family Rating at B2 -- Probability of Default Rating at B2-PD -- $500 million senior secured second lien term loan due 2021 at B2, to LGD 3 from LGD 4 -- $470 million senior secured second lien term loan due 2020 at B2, to LGD 3 from LGD 4 -- Unguaranteed unsecured notes at Caa1, LGD 6 The following ratings are upgraded: -- $3.7 billion asset based revolving credit facility (upsized from $1.175 billion) to Ba2, LGD 2 from Ba3, LGD 2 -- $650 million senior secured first lien notes due 2020 to Ba2, LGD 2 from Ba3, LGD2 -- Guaranteed senior unsecured notes to B3, LGD 5 from Caa1, LGD 5 The following rating is affirmed: -- Speculative Grade Liquidity rating at SGL-2 The confirmation of Rite Aid's B2 Corporate Family Rating reflects Moody's expectation that Rite Aid will maintain debt to EBITDA below 7.0 times after closing the acquisition of Envision Pharmaceutical Holdings, Inc.(B3 stable). Assuming some debt repayment by Rite Aid over the next twelve to eighteen months, Moody's forecasts that debt to EBITDA will be around 6.5 times by March 2016. T he confirmation also acknowledges that Moody's believes the Envision acquisition will be run as a standalone subsidiary by its existing management team resulting in de minimus integration risk. Moody's believes the Envision acquisition will perform differently than Rite Aid's acquisition of Eckerd as it is an acquisition of a complimentary business versus Eckerd where there was significant overlap. It acknowledges that Moody's expects Rite Aid to hold off any further acquisitions over the next twenty four months and will use excess cash flow to repaying borrowings under its revolving credit facility. The confirmation also acknowledges Rite Aid's good liquidity. The upgrade of Rite Aid's senior secured asset based revolving credit facility and senior secured first lien notes to Ba2 reflects the additional capital support provided by the $1.8 billion in senior unsecured notes Rite Aid intends to issue to finance the transaction. The upgrade of the Senior Unsecured Guaranteed notes acknowledges that the amount of percentage of secured debt ahead of the unsecured guaranteed notes will fall from about 40% currently to about 32% going forward. Rite Aid's B2 Corporate Family Rating reflects its high leverage with debt to EBITDA likely remaining around 6.5 times over the next twelve months. Although leverage is high, interest coverage is adequate with EBITA to interest expense of 1.5 times. The rating incorporates Rite Aid's mid tier competitive position as the fourth largest drug store chain in the US after Walgreen, CVS, and Walmart. It also reflects Envision's small scale relative to other pharmacy benefit managers ("PBM")and its full service PBM capabilities. In addition, the rating balances the strengthening of the retail pharmacy division and the expected high growth of specialty pharmacy with the high price competition and contract renewal risk associated with a PBM. Positive ratings consideration is given to Rite Aid's good liquidity, its large revenue base, and the solid opportunities of the prescription drug industry. The stable outlook acknowledges that Moody's expect Rite Aid will not face any significant challenges from the Envision acquisition and that Rite Aid will repay a portion of borrowings under its revolving credit facility thus reducing overall debt levels. Ratings could be lowered if Rite Aid experiences a decline in earnings (whether due to operating pressures at its Rite Aid pharmacies or at Envision post acquisition), makes any further acquisitions, or increases debt such that debt to EBITDA is likely to remain above 7.0 times and EBITA to interest expense is likely to remain below 1.25 times. Ratings could also be downgraded should free cash flow become persistently negative. Although not anticipated in the near term given the increase in debt to acquire Envision, an upgrade would require Rite Aid's operating performance to further improve or absolute debt levels to fall such that it demonstrates that it can maintain debt to EBITDA below 5.5 times and EBITA to interest expense above 1.75 times. In addition, a higher rating would require evidence that the acquisition of Envision has gone smoothly with no disruption to operating performance and Rite Aid to continue maintain at least an adequate liquidity profile. Rite Aid Corporation, headquartered in Camp Hill, Pennsylvania, operates nearly 4,600 drug stores in 31 states and the District of Columbia. Revenues are about $26 billion. Envision Pharmaceutical Services, headquartered in Twinsburg, Ohio, is a full-service pharmacy benefit management company. Annual revenues are about $5 billion. Pro forma for the transaction, combined revenues will be over $31 billion. 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. SAN JUAN RESORT: Section 341(a) Meeting Scheduled for April 10 -------------------------------------------------------------- There will be a meeting of creditors of San Juan Resort Owners Inc. on April 10, 2015, at 9:00 a.m. at 341 Meeting Room, Ochoa Building, 500 Tanca Street, First Floor, San Juan. General proofs of claim bar date is July 9, 2015. Governmental units have until Sept. 8, 2015, to submit their proofs of claim. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This meeting of creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. About San Juan Resort San Juan Resort Owners Inc. sought Chapter 11 bankruptcy protection (Bankr. D.P.R. Case No. 15-01627) in Old San Juan, Puerto Rico on March 5, 2015. The petition was signed by Luis A. Carreras Perez as president. The Debtor is represented by William M. Vidal, Esq., at William Vidal Carvajal Law Offices in San Juan, Puerto Rico. The Debtor disclosed total assets of $12.7 million and total liabilities and $32.9 million as of the bankruptcy filing. The Debtor owns a parcel of land of 1,637 square meters, with commercial property known as the San Juan Beach Hotel, a 96-room hotel. The hotel is located at 1045, Ashford Avenue, Condado, San Juan, Puerto Rico. The company claims the property is worth $11 million based on appraised value. Banco Popular de Puerto Rico is owed $17.5 million, of which $6.56 million is unsecured. SEARS METHODIST: Wins Confirmation of Sale-Based Plan ----------------------------------------------------- U.S. Bankruptcy Judge Stacey G. Jernigan confirmed the Second Amended Joint Plan of Reorganization filed by debtors Sears Methodist Retirement System, Inc., Sears Caprock Retirement Corporation, Sears Methodist Centers, Inc., Sears Methodist Foundation, Sears Panhandle Retirement Corporation, Sears Permian Retirement Corporation, Sears Plains Retirement Corporation, Sears Tyler Methodist Retirement Corporation, and Senior Dimensions, Inc. A copy of the Court's March 5, 2015, dated FINDINGS OF FACT, CONCLUSIONS OF LAW, AND ORDER CONFIRMING PLAN is available at http://is.gd/BWLyPNfrom Leagle.com. The Plan was originally filed in December 2014. The Debtors filed revised Plan documents on January 15. The Plan provides for the orderly sale of substantially all of the Debtors' senior care facilities and the creation of a liquidating trust for the benefit of unsecured creditors. As reported by the Troubled Company Reporter on Feb. 18, 2015, Judge Jernigan authorized three affiliates of Sears Methodist Retirement System Inc. to sell almost all of their assets to Evergreen Senior Living I, LLC. Evergreen offered $59.1 million for the assets of Sears Methodist Centers Inc., Sears Permian Retirement Corp., and Sears Panhandle Retirement Corp. The assets include three senior care facilities located in Abilene, Odessa and Amarillo, Texas. Evergreen emerged as the winning bidder at an auction held on Jan. 21, beating out rival bidder Yellow Rose Health Holding LLC. Yellow Rose was the stalking horse bidder, offering $42.5 million for the assets. Since it wasn't selected as the winning bidder, the company will receive a break-up fee of $1.2 million, according to court filings. As reported by the TCR on Feb. 4, 2015, Evergreen was also the successful bidder for the Meadow Lake Retirement Community in Tyler, at $20 million. About Sears Methodist Sears Methodist Retirement System Inc. provides luxurious residency to seniors. The system includes: (i) eight senior living communities located in Abilene, Amarillo, Lubbock, Odessa and Tyler, Texas; (ii) three veterans homes located in El Paso, McAllen and Big Spring, Texas, managed by Senior Dimensions, Inc., pursuant to contracts between SDI and the Veterans Land Board of Texas; and (iii) Texas Senior Management, Inc. ("TSM"), Senior Living Assurance, Inc. ("SLA") and Southwest Assurance Company, Ltd. ("SWAC"), which provide, as applicable, management and insurance services to the System. Sears Methodist Senior Housing, LLC, is the general partner of, and controls .01% of the interests in, Canyons Senior Living, L.P. ("CSL"). Sears Methodist and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Lead Case No. 14 32821) on June 10, 2014. The cases are assigned to Judge Stacey G. Jernigan. The Debtors' counsel is Vincent P. Slusher, Esq., and Andrew Zollinger, Esq., at DLA Piper LLP (US), in Dallas, Texas; and Thomas R. Califano, Esq., Gabriella L. Zborovsky, Esq., and Jacob S. Frumkin, Esq., at DLA Piper LLP (US), in New York. The Debtors' financial advisor is Alvarez & Marsal Healthcare Industry Group, LLC, while the Debtors' investment banker is Cain Brothers & Company, LLC. The Debtors' notice, claims and solicitation agent is GCG Inc. The Debtors sought and obtained an order authorizing joint administration of their Chapter 11 cases. The Official Committee of Unsecured Creditors is represented by Clifton R. Jessup, Jr., Esq., and Bryan L. Elwood, Esq., at Greenberg Traurig, LLP, in Dallas, Texas. SHEA HOMES: Moody's Assigns 'B2' Rating on New $750MM Unsec. Notes ------------------------------------------------------------------ Moody's Investors Service assigned a B2 rating to the proposed $750 million of new senior unsecured notes of Shea Homes Limited Partnership ("Shea"), proceeds of which will be used to refund the existing $750 million of senior secured notes due 2019. In the same rating action, Moody's affirmed the company's B2 Corporate Family Rating and B2-PD Probability of Default Rating, assigned SGL-2 speculative grade liquidity rating, and raised the outlook to positive from stable. Moody's took the following rating actions on Shea Homes Limited Partnership: -- $750 million of senior unsecured notes in two tranches, due 2023 and 2025, both assigned B2 (LGD 4); -- Corporate Family Rating, affirmed at B2; -- Probability of Default, affirmed at B2-PD; -- Speculative grade liquidity rating, assigned SGL-2; -- Outlook changed to positive from stable The change in outlook to positive from stable reflects Moody's expectation that Shea will bring its elevated debt leverage down to respectable levels over the next one to two years through earnings growth while maintaining relatively flat debt levels. Pro forma for the proposed debt offering and refunding of a like amount of notes, Shea's adjusted debt to capitalization ratio will be 61%. Moody's anticipates that the company will work that figure down to the mid-50% range by year-end 2015, which is more representative of its current B2 rating, and to the low 50% range in 2016, which could offer support for a higher rating. The company's current ratings reflect the high Moody's-adjusted debt leverage; the company's sizable California concentration, which could hurt in any future downturn; the likelihood that joint venture exposure will increase, although the recourse portion will remain manageable; the continuing related party transactions (although these too have been diminishing), which create the risk that any potential problems of Shea family-owned companies could leach into Shea's own back yard; and our belief that the company will continue investing in additional land despite its long land supply, which will likely result in negative cash flow generation. At the same time, however, current ratings are supported by the company's strong performance in key credit metrics other than debt leverage, including gross margins, return on assets, and interest coverage. While Moody's expect gross margin performance to decline because of the increasing cost of new land that is replacing lower cost lots, interest coverage will benefit from approximately $15 million of interest cost savings from the new debt. In addition, Shea possesses a number of inherent strengths that many of its peers lack, including its 47-year track record through numerous down cycles, support from being part of a well-regarded 130-year old diversified group of companies owned by the Shea family (as evidenced by capital injections of $120 million in 2007 and $75 million in 2011), top 10 market position in each of its key markets, and a reasonably strong active-adult brand name (Trilogy). The SGL-2 rating assigned indicates that Moody's expect Shea to maintain good liquidity over the next 12 to 18 months. In addition to the company's replacing a $125 million secured revolver with a larger ($175 million) unsecured revolver that matures two years later (2018 vs. 2016), Shea is replacing its large $750 million secured note issue maturing in 2019 with two unsecured tranches that mature four to six years later. Pro forma for the offering of the new notes and Shea's use of its own cash to pay fees and expenses, the company should have approximately $200 million of unrestricted cash to help offset our expectation of sizable negative cash flow generation that is largely driven by discretionary land spend. Moody's expect the revolver to remain undrawn and for the company to maintain compliance with maintenance financial cevenants that are not overly restrictive. An upgrade will occur if the company reduces its debt leverage to the low 50% range without sacrificing its solid earnings performance and good liquidity. A downgrade could occur if pre-impairment losses were again to occur, if adjusted debt leverage were to remain above the 65% level, or if liquidity were to be noticeably impaired. As was the case when Shea had an all secured capital structure, the new notes and revolver, now all unsecured, will represent the preponderance of its liability structure, thereby keeping the rating on the notes at the same level as the Corporate Family Rating. The new notes and revolver will be guaranteed by substantially all of Shea's operating subsidiaries. The B2 rating on Shea's existing senior secured notes are not affected, and will be withdrawn upon completion of the proposed refinancing. The principal methodology used in these ratings was Global Homebuilding Industry published in March 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. Established in 1968 and headquartered in Walnut, CA, Shea is one of the largest private homebuilding companies in the U.S. The company currently operates in 63 active selling communities located in 10 of the country's top 20 housing markets across nine states. It sells homes with selling prices ranging from approximately $149,000 to $1,700,000 for entry level, move-up, luxury and active adult homebuyers. In 2014, Shea closed 1,985 homes with an average selling price of about $564,000, generating total revenues from the sales of homes, land and homebuilding-related activities of approximately $1.1 billion and pretax income of approximately $152 million. SHILO INN: California Bank & Trust Has Greenlight to Foreclose -------------------------------------------------------------- California Bank & Trust is entitled to foreclose its liens against its security interests in Shilo Inn, Seaside East, LLC; Shilo Inn, Newberg, LLC; and Shilo Inn, Rose Garden, LLC's real and personal property, including rents and leasehold interests, Oregon District Judge Marco A. Hernandez. CB&T is entitled to the issuance of writs of execution directing the U.S. Marshal to levy on and sell the Property, the Court said. To the extent that the U.S. Marshal collects money from the sales of the Property and deposits those funds into the registry of the Court, those funds shall be allocated to the payment of the Judgments in these actions. All right, title, claim, or interest of the Shilo Defendants, or any of them, and all of the persons claiming by, through, or under them, or any of them, subsequent to the execution of the Deeds of Trust for the Property, including any real or leasehold estates, or any part thereof, are declared inferior and subordinate to CB&T's liens and are forever foreclosed except only for the statutory right of redemption allowed by law. Any and all Defendants claiming any right, title, estate, lien, or interest in and to the Property, or any part thereof, and any and all persons claiming any right, title, estate, lien, or interest in the Property, or any part thereof, subsequent to the date of CB&T's Deeds of Trust are forever foreclosed of any such right, title, estate, lien, or other interest as against CB&T in this action. CB&T is entitled to become a credit bidder and purchaser at the sale(s) by the U.S. Marshal. The purchaser at the sale(s) is entitled to exclusive possession of the Property from and after the date of sale(s) and is entitled to such remedies as are available at law to secure possession. CB&T is entitled to its reasonable attorneys' fees and expenses, in an amount to be proven at a later date. CB&T is entitled to a deficiency judgment against the Shilo Defendants as to their respective loans in an amount to be established after completion of the foreclosure sale(s). The Shilo Inn entities originally entered into the loans in 2005 and 2006 with Vineyard Bank. CB&T acquired the loans in September 2009, by agreement with the FDIC, as receiver for Vineyard. Shilo Inn et al. defaulted on the Notes and Deeds of Trust in or about September 2009 by failing to make the monthly payments due under the Loan Documents. Loan Indebtedness as of Oct. 1, 2014 ---- ------------------------------- Seaside Loan $2,514,062.37 Newberg Loan $2,179,582.94 Rose Garden Loan $2,049,467.25 Hemstreet Loan $5,951,045.00 The case is, CALIFORNIA BANK & TRUST, as assignee of the Federal Deposit Insurance Corporation, as receiver for Vineyard Bank, a California banking corporation, Plaintiff, v. SHILO INN, SEASIDE EAST, LLC, an Oregon limited liability company, and MARK S. HEMSTREET, an Oregon resident, Defendants, SEASIDE EAST, LLC Nos. 3:12-cv-506-HZ (lead case), 3:12-cv-508-HZ (member case), 3:12-cv-509-HZ (member case) (D. Ore.). A copy of the Court's March 6, 2015 Opinion and Order is available at http://is.gd/HwqOaI from Leagle.com. Counsel to CB&T: Eric D. Lansverk, Esq. Joseph A.G. Sakay, Esq. HILLIS CLARK MARTIN & PETERSON P.S. 1221 Second Avenue, Suite 500 Seattle, WA 98101 Tel: 206-623-1745 Fax: 206-623-7789 E-mail: eric.lansverk@hcmp.com Joseph.sakay@hcmp.com - and - Hal Mark Mersel, Esq. Ren R. Hayhurst, Esq. BRYAN CAVE LLP 3161 Michelson Drive, Suite 1500 Irvine, CA 92612-4414 Tel: (949) 223-7160 Fax: (949) 437-8760 E-mail: mark.mersel@bryancave.com ren.hayhurst@bryancave.com 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 debt 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. ST. STEPHENS ECONOMIC: Case Summary & Top Unsecured Creditors ------------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- St. Stephens Economic Development Corp 15-13360 7739 Mayfield Avenue Elkridge, MD 21075 St. Stephens AME Church 15-13361 7741 Mayfield Avenue Elkridge, MD 21075 Chapter 11 Petition Date: March 10, 2015 Court: United States Bankruptcy Court District of Maryland (Baltimore) Judge: Hon. James F. Schneider (15-13360) Hon. Nancy V. Alquist (15-13361) Debtors' Counsel: James C. Olson, Esq. 10451 Mill Run Circle, Suite 400 Owings Mills, MD 21117 Tel: (410) 356-8852 Fax: (410) 356-8804 Email: jolson@jamesolsonattorney.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petitions were signed by Rev. Alicia D. Byrd, authorized representative. A list of St. Stephens Economic's 15 largest unsecured creditors is available for free at http://bankrupt.com/misc/mdb15-13360.pdf A list of St. Stephens AME's five largest unsecured creditors is available for free at http://bankrupt.com/misc/mdb15-13361.pdf SUN BANCORP: Bank Closes Sale of Assets and Liabilities to Sturdy ----------------------------------------------------------------- Sun National Bank, a wholly-owned banking subsidiary of Sun Bancorp, Inc., completed its previously announced sale of certain assets and liabilities relating to the Bank's six offices in Cape May County, New Jersey, and one office in Atlantic County, New Jersey, to Sturdy Savings Bank, according to a document filed with the Securities and Exchange Commission. The sale, which was effected pursuant to a Purchase and Assumption Agreement with Sturdy, dated as of July 2, 2014, included approximately $153 million in deposits and approximately $64 million in loans. The Company expects to record a net gain on sale, after adjusting for the book value of fixed assets, of approximately $9.2 million. About Sun Bancorp Sun Bancorp, Inc. (NASDAQ: SNBC) is a bank holding company headquartered in Vineland, New Jersey, with its executive offices located in Mt. Laurel, New Jersey. Its primary subsidiary is Sun National Bank, a full service commercial bank serving customers through more than 60 locations in New Jersey. On April 15, 2010, Sun National Bank entered into a written agreement with the OCC which contained requirements to develop and implement a profitability and capital plan which provides for the maintenance of adequate capital to support the Bank's risk profile in the current economic environment. For the year ended Dec. 31, 2014, the Company reported a net loss available to common shareholders of $29.8 million on $90.2 million of total interest income compared to a net loss available to common shareholders of $9.94 million on $105.08 million of total interest income during the prior year. As of Dec. 31, 2014, Sun Bancorp had $2.71 billion in total assets, $2.47 billion in total liabilities and $245 million in total shareholders' equity. TEXOMA PEANUT: Has Until May 3 to Decide on Leases -------------------------------------------------- U.S. Bankruptcy Judge Tom Cornish has given Texoma Peanut Company until May 3, 2015, to either assume or reject unexpired leases of nonresidential real property. About Texoma Peanut Texoma Peanut Company was incorporated by Clint Williams in 1961 as a Southern Oklahoma bulk peanut drying, handling and storage operation, buying and storing peanuts for shellers. In 1968, The Clint Williams Company was established as a sheller and processor of peanuts for both seed and edible markets. Although The Clint Williams Company was later merged into TPC, the company continues to do its processed peanut business under the "Clint Williams Company" name which is the name known best in the domestic and international peanut industry. TPC and its subsidiaries own 15 buying points and storage facilities -- 4 in Oklahoma, 9 in Texas, and 2 in Mississippi. TPC owns 99% of Clint Williams Company- Western Division LLC and 100% of Clint-Co Peanut Company. TPC and two subsidiaries sought Chapter 11 bankruptcy protection (Bankr. E.D. Okla. Lead Case No. 14-81334) in Okmulgee, Oklahoma, on Nov. 6, 2014. The cases are assigned to Judge Tom R. Cornish. The judge has granted joint administration of the Chapter 11 cases. According to the docket, the Debtors' Chapter 11 plan and disclosure statement are due March 6, 2015. Creditors who are governmental entities have until May 9, 2015, to file claims. The Debtors have tapped Crowe & Dunlevy as counsel and Dixon Hughes Goodman as bankruptcy accountants. The Debtors say they have $49 million in assets. Secured debt includes $3.45 million owed to Wells Fargo Bank, N.A., and $2.33 million owed to Wells Fargo Equipment Finance. Wells Fargo Bank is represented by William L. Wallander, Esq., at VINSON & ELKINS LLP, in Dallas, Texas. As of the Petition Date, an official committee of unsecured creditors has not yet been appointed in the Cases. The Debtors sought bankruptcy for protection with plans to sell all of their core business assets and, thereafter, file a joint plan of reorganization. The Debtors expect that by Nov. 24, 2014, they will have obtained a court order approving the bid procedures and scheduling an auction date and final sale hearing. The Debtors intend to consummate the sale on or prior to Dec. 31, 2014. The U.S. Trustee overseeing Texoma Peanut Co.'s bankruptcy case said that it wasn't able to appoint a committee of unsecured creditors. TEXOMA PEANUT: Hearing Set on Amendments to DIP Facility -------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Oklahoma was set to hold a hearing on March 11, 2015, to consider the latest amendments to a loan agreement between Texoma Peanut Co. and Wells Fargo Bank N.A. The amended loan agreement extends the maturity of the loan to the earlier of the occurrence of an "event of default," or April 16, 2015. The agreement also lowers the amount that Wells Fargo is committed to fund the company to be the aggregate outstanding principal amount of the loans on the amendment effective date (an amount approximately equal to $16,061,660 as of Feb. 19, 2015), according to court filings . Under the amended agreement, Texoma is prohibited from making debits to or withdrawals from its collection account. The company will have no access to the collection account or to funds deposited in the account. A copy of the document detailing the latest amendments to the loan agreement is available for free at http://is.gd/RkxGr8 About Texoma Peanut Texoma Peanut Company was incorporated by Clint Williams in 1961 as a Southern Oklahoma bulk peanut drying, handling and storage operation, buying and storing peanuts for shellers. In 1968, The Clint Williams Company was established as a sheller and processor of peanuts for both seed and edible markets. Although The Clint Williams Company was later merged into TPC, the company continues to do its processed peanut business under the "Clint Williams Company" name which is the name known best in the domestic and international peanut industry. TPC and its subsidiaries own 15 buying points and storage facilities -- 4 in Oklahoma, 9 in Texas, and 2 in Mississippi. TPC owns 99% of Clint Williams Company- Western Division LLC and 100% of Clint-Co Peanut Company. TPC and two subsidiaries sought Chapter 11 bankruptcy protection (Bankr. E.D. Okla. Lead Case No. 14-81334) in Okmulgee, Oklahoma, on Nov. 6, 2014. The cases are assigned to Judge Tom R. Cornish. The judge has granted joint administration of the Chapter 11 cases. According to the docket, the Debtors' Chapter 11 plan and disclosure statement are due March 6, 2015. Creditors who are governmental entities have until May 9, 2015, to file claims. The Debtors have tapped Crowe & Dunlevy as counsel and Dixon Hughes Goodman as bankruptcy accountants. The Debtors say they have $49 million in assets. Secured debt includes $3.45 million owed to Wells Fargo Bank, N.A., and $2.33 million owed to Wells Fargo Equipment Finance. Wells Fargo Bank is represented by William L. Wallander, Esq., at VINSON & ELKINS LLP, in Dallas, Texas. As of the Petition Date, an official committee of unsecured creditors has not yet been appointed in the Cases. The Debtors sought bankruptcy for protection with plans to sell all of their core business assets and, thereafter, file a joint plan of reorganization. The Debtors expect that by Nov. 24, 2014, they will have obtained a court order approving the bid procedures and scheduling an auction date and final sale hearing. The Debtors intend to consummate the sale on or prior to Dec. 31, 2014. The U.S. Trustee overseeing Texoma Peanut Co.'s bankruptcy case said that it wasn't able to appoint a committee of unsecured creditors. TLC HEALTH: Has Until April 13 to Propose Chapter 11 Plan --------------------------------------------------------- The Bankruptcy Court granted TLC Health Network an extension until April 13, 2015, of its exclusive period to file a chapter 11 plan, and an extension until June 3 of the period to solicit acceptances of the plan. The Debtor, in its motion, stated that the extension would prevent others from filing rival plans in court and maintain TLC Health's control over its bankruptcy case. The health care provider said the extension would allow it to develop a restructuring plan while negotiating with potential buyers that have submitted non-binding letters of intent to acquire its assets. About TLC Health Network TLC Health Network filed a Chapter 11 petition (Bankr. W.D.N.Y. Case No. 13-13294) on Dec. 16, 2013. The petition was signed by Timothy Cooper as Chairman of the Board. The Debtor estimated assets of at least $10 million and debt of at least $1 million. Jeffrey A. Dove, Esq., at Menter, Rudin & Trivelpiece, P.C., serves as the Debtor's counsel. Damon & Morey LLP is the Debtor's special health care law and corporate counsel. The Bonadio Group is the Debtor's accountants. Howard P. Schultz & Associates, LLC is the Debtor's appraiser. The case is assigned to the Hon. Carl L. Bucki. A three-member panel composed of Cannon Design, Chautauqua Opportunities, Inc., and Jamestown Rehab Services has been appointed as the official unsecured creditors committee. Bond, Schoeneck & King, PLLC is the counsel to the Committee. The Committee has tapped NextPoint LLC as financial advisor. Gleichenhaus, Marchese & Weishaar, PC is the general counsel for Linda Scharf, the Patient Care Ombudsman of TLC Health. TLC HEALTHCARE: Cash Collateral Hearing Continued Until April 13 ---------------------------------------------------------------- The Bankruptcy Court continued until April 13, 2015, at 1:00 p.m., the hearing to consider TLC Health Network's motion to use cash collateral in which secured creditors including Brooks, Community Bank N.A., UPMC, and Dormitory Authority of the State of New York have interest. At the hearing, which was continued from Feb. 23, the Court will also consider a motion to prohibit use of cash collateral. About TLC Health Network TLC Health Network filed a Chapter 11 petition (Bankr. W.D.N.Y. Case No. 13-13294) on Dec. 16, 2013. The petition was signed by Timothy Cooper as Chairman of the Board. The Debtor estimated assets of at least $10 million and debt of at least $1 million. Jeffrey A. Dove, Esq., at Menter, Rudin & Trivelpiece, P.C., serves as the Debtor's counsel. Damon & Morey LLP is the Debtor's special health care law and corporate counsel. The Bonadio Group is the Debtor's accountants. Howard P. Schultz & Associates, LLC is the Debtor's appraiser. The case is assigned to the Hon. Carl L. Bucki. A three-member panel composed of Cannon Design, Chautauqua Opportunities, Inc., and Jamestown Rehab Services has been appointed as the official unsecured creditors committee. Bond, Schoeneck & King, PLLC is the counsel to the Committee. The Committee has tapped NextPoint LLC as financial advisor. Gleichenhaus, Marchese & Weishaar, PC is the general counsel for Linda Scharf, the Patient Care Ombudsman of TLC Health. TRACK GROUP: Sapinda Asia Reports 50.6% Stake as of March 9 ----------------------------------------------------------- Sapinda Asia Limited directly owned 5,127,853 shares of common stock of SecureAlert, inc., as of March 9, 2015, constituting approximately 50.6% of the Shares outstanding. By virtue of his relationship with Sapinda Asia, its sole shareholder and a director, Lars Windhorst may be deemed to beneficially own the Shares beneficially owned by Sapinda Asia. In addition, as of March 9, 2015, Mr. Windhorst directly owned 100,196 Shares, or approximately 1% of the Shares outstanding. Sapinda also disclosed that amendment No. 3 to the Schedule 13D, filed with the SEC on Nov. 5, 2013, erroneously reported the sale of 628,251 Shares at a price of $19.00 per Share on Oct. 29, 2013. No such transaction occurred and Sapinda Asia remains the direct and beneficial owner of the 628,251 Shares referenced in that Amendment No.3. Sapinda Asia said it was in discussions to sell the 628,251 Shares in a private transaction, but no agreement could be reached and the transaction was not completed. A copy of the Amended No.5 to the Schedule 13D filed with the Securities and Exchange Commission is available for free at: http://is.gd/Mx73Zm About Track Group Track Group (formerly SecureAlert) is a global provider of customizable tracking solutions that leverage real-time tracking data, best-practice monitoring, and analytics capabilities to create complete, end-to-end solutions. Visit Web site http://www.trackgrp.com/. SecureAlert incurred a net loss attributable to the Company's common stockholders of $18.9 million for the year ended Sept. 30, 2013, following a net loss attributable to the Company's common stockholders of $19.9 million for the fiscal year ended Sept. 30, 2012. Hansen, Barnett & Maxwell, P.C., in Salt Lake City, Utah, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2013. The independent auditors noted that the Company has incurred losses, negative cash flows from operating activities, notes payable in default and has an accumulated deficit. These conditions raise substantial doubt about its ability to continue as a going concern. TRUMP ENTERTAINMENT: Ex-Employee Denied Admin. Expense Claim ------------------------------------------------------------ Bankruptcy Judge Kevin Gross in Delaware denied the motion of Tapal Sarker, a former employee of Trump Entertainment Resorts, Inc., seeking allowance and payment of an administrative expense claim pursuant to Section 503(b)(1)(A)(ii) of the Bankruptcy Code. Judge Gross sustained the Debtors' objection to Mr. Sarker's claim, and reclassified the claim from a priority claim to a general unsecured claim. Prior to the Petition Date, Mr. Sarker was employed by the Debtors. On April 9, 2009, the Debtors terminated Mr. Sarker's employment. On August 19, 2010, Mr. Sarker initiated a civil action in the United States District Court for the District of New Jersey charging the Debtors with violating the Family and Medical Leave Act in terminating his employment. On December 5, 2012, the District Court assigned pro bono counsel to assist Mr. Sarker with the FMLA Action trial. On May 23, 2014, after a three-day trial, a jury found in favor of Mr. Sarker in the FMLA Action and awarded damages in the amount of $47,500.00. On May, 27, 2014, the District Court entered judgment in favor of Mr. Sarker, awarding $47,500.00 in damages, "with costs". On June 13, 2014, Mr. Sarker filed motions with the District Court seeking to amend the FMLA Judgment to include attorneys' fees, costs, and pre- and post-judgment interest. On August 11, 2014, Mr. Sarker obtained a Writ of Execution against a bank account maintained by the Debtors at T.D. Bank, N.A. in the amount of $47,500.00, and on August 22, 2014, he filed a motion with the District Court seeking turnover of the levied funds. A copy of the Court's March 9, 2015 Memorandum Opinion is available at http://is.gd/xQojgLfrom Leagle.com. 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. TS EMPLOYMENT: James S. Feltman Approved as Chapter 11 Trustee -------------------------------------------------------------- The Bankruptcy Court approved the appointment of James S. Feltman, as Chapter 11 trustee for TS Employment, Inc. William K. Harrington, U.S. Trustee for Region 2, selected Mr. Feltman pursuant to the order dated Feb. 20, 2015 directing the U.S. Trustee to appoint a trustee in the Debtor's case. The Chapter 11 trustee bond is initially set at $4,750,000. The bond may require adjustment as the trustee collects and liquidates assets of the estate, and the trustee is directed to inform the Office of the U.S. Trustee when changes to the bond amount are required or made. As reported in the Troubled Company Reporter on Feb. 27, 2015, Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg News, reported that the Debtor consented to the appointment of a Chapter 11 trustee who will supplant management. According to the report, following a Feb. 19 conference to discuss witnesses and evidence, U.S. Bankruptcy Judge Martin Glenn in New York signed an order directing the appointment of a Chapter 11 trustee, noting that the company consented and there were no other objections. The appointment request was made by the U.S. Trustee who asserted that Tengion's discovery that it had failed to pay the Internal Revenue Service as much as $100 million in withholding taxes is "difficult to comprehend" given how the company's business -- and "presumably" its expertise -- centers on paying payroll taxes. About TS Employment Based in New York, TS Employment Inc. is a professional employer organization that provides payroll-related services. Its only customer is publicly held Corporate Resource Services, Inc., a diversified technology, staffing, recruiting, and consulting services firm. TS processes payroll of up to 30,000 employees. TS Employment sought Chapter 11 for protection (Bankr. S.D.N.Y. Case No. 15-10243) in Manhattan on Feb. 2, 2015. Judge Martin Glenn is assigned to the case. The Debtor estimated at least $100 million in assets and debt. The Debtor tapped Scott S. Markowitz, Esq., at Tarter Krinsky & Drogin LLP, in New York, as counsel. Realization Services Inc. serves as the Debtor's consultant. ULTIMATE NUTRITION: Committee Taps GlassRatner as Finc'l. Advisor ----------------------------------------------------------------- The Official Committee of Unsecured Creditors in the Chapter 11 cases of Ultimate Nutrition, Inc., et al., sought approval from the U.S. Bankruptcy Court for the District of Connecticut to retain GlassRatner Advisory & Capital Group LLC, as its financial advisor, effective as of Feb. 2, 2015. The Committee selected GlassRatner to serve as its financial advisor asserting that GlassRatner professionals have extensive experience and knowledge in analyzing and evaluating business operations, financial conditions and prospects, developing strategies for accomplishing proposed transactions, assessing valuations, and providing other support related to reorganizations and sales of assets. Consistent with the terms of an engagement letter dated Feb. 4, 2015, GlassRatner has agreed to provide these services on behalf of the Creditors Committee: a. Analyze the Debtors' operations and financial results prior to and after the Petition Date, as the Committee deems necessary; b. Investigate and analyze the potential for additional sources of recovery to the Debtors' estates; c. Review the financial aspects of any Disclosure Statement and Plan of Reorganization; d. Develop, as necessary, a liquidation/waterfall analysis and/or valuation based on GlassRatner's evaluation of the underlying facts and circumstances; e. Negotiate on behalf of the Committee with relevant parties; f. Advise the Committee and its counsel on various financial and business matters associated with the Debtors; g. Address any related financial and business issues, as requested by the Committee and/or its counsel; h. Investigating any potential causes of action or fraudulent transfers; i. Attend meetings of creditors and confer with representatives of the Committee, the Debtors and their counsel; and j. Report to the Committee and its counsel on a regular basis. GlassRatner will seek to be compensated on an hourly fee basis, and will request reimbursement of actual and necessary expenses incurred in relation to the anticipated services to be rendered. The customary hourly rates, subject to periodic adjustments, charged by GlassRatner professionals are: Professional Hourly Rate ------------ ----------- Evan Blum (Principal) $525 Blanche Zelmanovich (Director) $400 Marc Levee (Vice President) $325 David Neyhart (Senior Associate) $275 Associates and Other Staff $95 to $275 Nevertheless, GlassRatner has agreed to use a maximum blended hourly rate of $350 for the engagement. All of GlassRatner's out-of-pocket costs will be billed at actual cost incurred. In matters where travel is required, GlassRatner will bill 50% of its travel time. Debtors React In response to the Committee's employment application of GlassRatner, the Debtors relate that in order to avoid or at least minimize the services GlassRatner was retained to provide, they have offered to make available to the Committee, subject to an appropriate confidentiality agreement, any document reasonably requested by the Committee and to share with the Committee any business and financial analysis which Marcum LLP will be providing to them. The Debtors request that, as a reasonable term and condition of GlassRatner's anticipated employment pursuant to Section 328(a) of the Bankruptcy Code, the Court should impose a cap of $20,000 on the firm's hourly charges plus expenses, subject to increase for cause upon application to and approval by the Court after notice and a hearing. The Debtors note that at GlassRatner's maximum blended hourly rate of $350 per hour, this cap will allow for 57 hours of service to the Committee, which should be more than sufficient to assist the Committee in both understanding the Debtors' business and financial profile and negotiating with the Debtors on a plan. About Ultimate Nutrition Ultimate Nutrition, Inc., develops and distributes nutritional supplements for body building, enhanced athletic performance and fitness. The products are sold worldwide in over 100 countries. The business was founded in 1979 by the late Victor H. Rubino, one of the top amateur power lifters in the United States at that time. The company has two facilities located in Farmington, Connecticut, one product distribution center in New Britain, Connecticut and a research and development center in West Palm Beach, Florida. Ultimate Nutrition and affiliate Prostar, Inc., sought Chapter 11 bankruptcy protection (Bankr. D. Conn. Case Nos. 14-22402 and 14-22403) on Dec. 17, 2014. On Dec. 19, 2014, the Court entered an order directing the joint administration of the Debtors' cases for procedural purposes. The Debtors have tapped Pullman & Comley, in Bridgeport, Connecticut, as counsel; LaQuerre Michaud & Company, LLC, as accountant; and Marcum LLP, as financial advisor. Ultimate Nutrition estimated $10 million to $50 million in assets and debt. The U.S. Trustee for Region 2 appointed three creditors to serve on the official committee of unsecured creditors. Mark Piper of Fonterra (USA) Inc. serves as chair to the Committee. The Committee has selected Lowenstein Sandler, LLP, to serve as its counsel, and Neubert, Pepe & Monteith, P.C. to serve as its local counsel. VALEANT PHARMACEUTICALS: Moody's Rates $1BB Secured Loan A-4 'Ba1' ------------------------------------------------------------------ Moody's Investors Service assigned a rating of Ba1 (LGD2) to the incremental senior secured Term Loan A and Term Loan B of Valeant Pharmaceuticals International, Inc. Moody's also assigned a rating of B1 (LGD5) to Valeant's new senior unsecured note offering, initially issued by subsidiary VRX Escrow Corp. There are no changes to Valeant's existing ratings including the Ba3 Corporate Family Rating, the Ba3-PD Probability of Default rating, the SGL-2 Speculative Grade Liquidity Rating, the Ba1 senior secured rating and the B1 senior unsecured rating. The rating outlook is positive. Proceeds of the new debt instruments are to be used in Valeant's pending acquisition of Salix Pharmaceuticals Ltd. Valeant Pharmaceuticals International, Inc. -- $1.0 billion Senior Secured Term Loan A-4, Assigned Ba1(LGD2) -- $2.75 billion Senior Secured Term Loan B, Ser. F-1, Assigned Ba1(LGD2) -- $1.8 billion Senior Secured Term Loan B, Ser. F-2, Assigned Ba1(LGD2) VRX Escrow Corp. -- Senior Unsecured Regular Bond/Debenture USD Tranches due 2020, 2023, 2025, Assigned B1(LGD5) -- Senior Unsecured Regular Bond/Debenture EUR Tranche due 2023, Assigned B1(LGD5) The new senior unsecured notes will initially be issued by the wholly-owned subsidiary VRX Escrow Corp., but then assumed by Valeant Pharmaceuticals International, Inc. upon close of the Salix transaction. Valeant's Ba3 Corporate Family Rating reflects its medium albeit growing scale in the global pharmaceutical industry, its strong diversity, its high profit margins, and its good cash flow. The ratings are also supported by low exposure to patent cliff risks, good near-term organic growth, and a successful acquisition track record. The combination of Valeant and Salix will result in a revenue base of over $10 billion. However, the rating also reflects the risks associated with an aggressive acquisition strategy, including moderately high financial leverage, integration risks, rapid capital structure changes, and reliance on cost synergies. In addition, while 2015 organic growth looks solid for Valeant, strong organic growth over a multi-year period has yet to be established given the company's high reliance on acquisitions for growth. Valeant's liquidity will remain good, with annual free cash flow of more than $2 billion over the next 12 to 18 months and a $1.5 billion revolving credit facility. However, in the quarters following the completion of the Salix acquisition, Moody's expects tighter covenant cushions with respect to the senior secured leverage ratio until the combined company realizes EBITDA growth and simultaneously reduces debt. The rating on the senior secured credit facilities is one-notch lower than the outcome from Moody's Loss Given Default (LGD) methodology, reflecting the potential for future changes in Valeant's capital structure over the next few years given Valeant's role as an active consolidator in the industry. The rating outlook is positive reflecting Valeant's increased size and diversity following the acquisition, and Moody's expectations for strong organic growth and improving free cash flow. Valeant's ratings could be upgraded if Moody's believes debt/EBITDA will be sustained around 4.0 times while maintaining good organic growth. Conversely, the ratings could be downgraded if Moody's believes debt/EBITDA will be sustained above 5.0 times or if other risk factors emerge, such as low organic growth, pipeline deterioration, or litigation or regulatory compliance issues. The principal methodology used in these ratings was Global Pharmaceutical Industry published in December 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. Headquartered in Laval, Quebec, Valeant Pharmaceuticals International, Inc. ("Valeant") is a global specialty pharmaceutical company with expertise in branded dermatology, eye health, neuroscience products, branded generics and OTC products. Valeant reported $8.3 billion in total revenue during 2014. VALEANT PHARMACEUTICALS: S&P Rates $9.6BB Unsecured Notes 'B' ------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B' issue-level ratings to Laval, Quebec-based pharmaceutical company Valeant Pharmaceuticals International Inc.'s proposed issuance of about $9.6 billion of unsecured notes with various maturities. S&P assigned a recovery rating of '6' to these notes, reflecting its expectation for negligible recovery (0% to 10%) on these obligations in the event of a payment default. The company plans to use the proceeds of this new debt for the acquisition of Salix Pharmaceuticals Ltd. S&P's 'BB-' corporate credit rating on Valeant reflects S&P's assessment of the company's business risk as "satisfactory" and the financial risk profile as "aggressive". The outlook is stable. The satisfactory business risk assessment reflects the company's, broad geographic, therapeutic, product, and payer diversification and strong profitability as characterized by margins of over 40%. The business risk also incorporates the company's low level of investment in research and development (R&D) and an acquisition-driven growth strategy, as well as the elevated operational risks associated with integrating the steady stream of acquisitions and managing a large portfolio of small products. The aggressive financial risk profile reflects adjusted debt leverage in the range of 4x to 5x, over time, after incorporating 500 basis points of incremental R&D and other expenditures which S&P believes are needed to sustain positive organic growth over the longer term. S&P estimates adjusted debt leverage of about 6x for 2015, improving to about 4.4x for 2016. The rating also reflects a one-notch negative impact stemming from the company's financial policies. This relates to the company's tolerance for intermittently increasing debt leverage above current levels and its strategy of pursuing rapid growth through acquisitions. RATINGS LIST Valeant Pharmaceuticals International Inc. Corporate Credit Rating BB-/Stable/-- New Rating Valeant Pharmaceuticals International Inc. $9.6 Bil. Unsecured Notes* B Recovery Rating 6 *Various maturities. WALTER ENERGY: Director Mascall Won't Stand for Re-Election ----------------------------------------------------------- Graham Mascall notified Walter Energy, Inc., of his decision not to stand for re-election as a member of the Company's Board of Directors at the Annual Meeting of Stockholders of the Company to be held April 23, 2015. Mr. Mascall's decision was not due to any disagreement with the Company on any matter relating to the Company's operations, policies or practices, according to a regulatory filing with the Securities and Exchange Commission. About Walter Energy Walter Energy is a leading, publicly traded "pure-play" metallurgical coal producer for the global steel industry with strategic access to steel producers in Europe, Asia and South America. The Company also produces thermal coal, anthracite, metallurgical coke and coal bed methane gas. Walter Energy employs approximately 2,700 employees, with operations in the United States, Canada and the United Kingdom. For more information about Walter Energy, please visit www.walterenergy.com. For the year ended Dec. 31, 2014, the Company reported a net loss of $471 million following a net loss of $359 million in 2013. 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. * * * 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." WEST CORP: Has Secondary Offering of 11 Million Common Shares ------------------------------------------------------------- West Corporation announced an underwritten public offering of 11,000,000 shares of common stock by certain of its existing stockholders. All of the shares of common stock in the offering will be sold by investors related to Thomas H. Lee Partners, L.P. and Quadrangle Group LLC. The selling stockholders anticipate granting an option to the underwriters to purchase an additional 1,650,000 shares owned by them. Neither the Company nor the Company's management is selling any shares of common stock in the offering, and the Company will not receive any proceeds from the offering by the selling stockholders. In addition, the Company announced that it has entered into an agreement with the selling stockholders to repurchase 1,000,000 shares of common stock from the selling stockholders in a private transaction, concurrently with the closing of the offering, at the price at which the shares of common stock are sold to the public in the offering, less underwriting discounts and commissions. The closing of the share repurchase is contingent on, and expected to occur simultaneously with, the closing of the offering, subject to the satisfaction of other customary conditions. The closing of the offering is not contingent on the closing of the share repurchase. The lead joint book-running managers of the offering are Goldman, Sachs & Co. and Morgan Stanley & Co. LLC, along with book-running managers BofA Merrill Lynch, Barclays Capital Inc., Citigroup, Deutsche Bank Securities Inc. and Wells Fargo Securities. A shelf registration statement relating to these securities was filed and became effective with the Securities and Exchange Commission. Information about the offering is available in the preliminary prospectus supplement also filed with the SEC. Copies of the preliminary prospectus supplement and the accompanying prospectus relating to the offering may be obtained by contacting: Goldman, Sachs & Co. Morgan Stanley & Co. LLC Prospectus Department Prospectus Department 200 West Street 180 Varick Street, 2nd Floor New York, NY 10282 New York, NY 10014 Tel: 866-471-2526 Tel: 866-718-1649 Fax: 212-902-9316 E-mail: prospectus@morganstanley.com E-mail: prospectus-ny@ny.email.gs.com 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. West Corp reported net income of $158 million in 2014 following net income of $143 million in 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 its 2014 Report. * * * 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: Charles Frischer Has 5.6% Stake as of March 4 ---------------------------------------------------------------- In a Schedule 13D filed with the Securities and Exchange Commission, Charles Frischer disclosed that as of March 4, 2015, he beneficially owned 997,521 shares of common stock of Westmoreland Coal Company which represents 5.6 percent of the shares outstanding. Libby Frischer Family Partnership also owned 12,310 common shares as of that date. The total amount of funds required to acquire the Shares acquired by Mr. Frischer and the Partnership were $17,167,800 and $323,577, respectively. Mr. Frischer used personal funds and funds in his IRA to acquire his Shares and the Partnership used funds from its reserves to acquire its Shares. A full-text copy of the regulatory filing is available at: http://is.gd/yvK2RE 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 Company reported a net loss applicable to common shareholders of $173 million on $1.11 billion of revenues for the year ended Dec. 31, 2014, compared to a net loss applicable to common shareholders of $6.05 million on $675 million of revenue in 2013. The Company incurred a net loss applicable to common shareholders of $8.58 million in 2012. As of Dec. 31, 2014, the Company had $1.82 billion in total assets, $985 million in total debt and $365 million total deficit. * * * 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. [*] AlixPartners Survey Points to an Increase in Ch. 11 Filings --------------------------------------------------------------- AlixPartners, the global advisory firm, on March 10 released its Ninth Annual North American Restructuring Experts Survey and 2015 Outlook. Restructuring experts from across the US believe that following a cyclical decline in Chapter 11 business filings in recent years, the cycle may have bottomed and the market could be set for an increase in bankruptcies. In addition, the survey shows that the energy sector, both in the US and internationally, is expected to be an area with the greatest potential for restructuring activity in the year ahead. While Chapter 11 filings have decreased since 2009, 47% of experts surveyed predict an increase in the year ahead, while 31% expect no change. The number of pre-negotiated and prepackaged bankruptcies has increased steadily since 2008. Experts tend to believe that this trend is here to stay, with 53% of experts surveyed expecting a further increase and 40% expecting no change. The Outlook for Business Credit In terms of expectations for the availability of credit for businesses and corporations, 41% of restructuring experts expect a tightening in the availability of revolving lines of credit and traditional bank loans, with 34% foreseeing no change. Consequently, an overwhelming majority (99%) of experts surveyed believe that the role of non-traditional lenders and investors will continue to grow in the term loan market. Compounding the challenge for some companies facing restructuring situations, 74% of experts surveyed believe that CLO ownership negatively impacts restructurings. One possible explanation for this view is that borrowers with loans securitized into CLOs may find it more difficult to renegotiate or restructure their loans. Global Restructuring Outlook With global economies experiencing volatility, restructuring experts were asked where they see the greatest likelihood of corporate restructuring work in the year ahead. They answered that Western Europe (52%) and Latin America (37%) are the two regions with the greatest potential to generate restructuring situations, followed by Asia (24%) and Russia (19%). Expectations for Industry Sector Vulnerability When asked which industries are likely to face the most distress in 2015, respondents concluded that energy and resources was the top pick in both the U.S. (79%) and globally (78%), most likely due to the steep drop in commodity prices since June. Several energy companies are in the pipeline to be restructured, and the continued decline in energy prices was a major business story during the period when the survey was conducted, making it a top-of-mind issue for respondents. Retail was the second pick in the U.S. (52%) and the third pick globally (29%). While retail is an industry that is always seen as ripe for restructuring -- due to evolving consumer preferences and other factors -- a key driving factor in recent years has been the rise of e-commerce, which continues to put pressure on traditional brick-and-mortar retailers. Healthcare was third on the U.S. list (25%) but near the bottom of the global list (2%). In the U.S., the reforms of the Affordable Care Act, along with other changes, are upending established business models for healthcare companies, with restructurings likely to play out over the next several years. However, healthcare is run -- or heavily regulated -- by the government in most other countries, so the sector is far more stable in those markets. Lessons From the Past When asked who is to blame for repeat bankruptcies, respondents said they blame financial restructurings that are not deep enough (38%) and a company's operations not being adequately fixed the first time (32%). When asked about priorities for fixing the bankruptcy code, 27% of experts cited lease assumption/rejection deadlines and 22% cited extensions of exclusivity. Both of these point to the constrained deadlines within which debtors must work when in bankruptcy. For senior leaders at companies that maybe on the brink, the margin for error that has existed over the past several years may be dwindling. Although prepackaged bankruptcies -- often perceived as a quicker and less expensive way to restructure -- are expected to grow, experts are wary of financial restructurings that are not deep enough and restructurings that don't adequately fix the underlying operating problems, causing some companies to take a second and third trip to the bankruptcy courts. About the North American Restructuring Experts Survey and 2015 Outlook The Ninth Annual North American Restructuring Experts Survey and 2015 Outlook, based on interviews conducted in late 2014 with 165 restructuring industry experts, highlights the evolving state of the restructuring industry and forecasts developments over the next 12 months. The survey polls senior attorneys, investment bankers, fund managers and other restructuring professionals across the United States about their outlook for the restructuring industry and related topics. To download a copy of the report overview please click here: http://www.alixpartners.com/Survey2015 About AlixPartners AlixPartners -- http://www.alixpartners.com/-- is a global business advisory firm of results-oriented professionals who specialize in creating value and restoring performance at every stage of the business life cycle. [*] Dorsey Bankruptcy Partner Annette Jarvis Named to ACB Board --------------------------------------------------------------- International law firm Dorsey & Whitney LLP on March 11 disclosed that Annette Jarvis, a partner in the Firm's Bankruptcy and Financial Restructuring Group and a member of the Firm's Management Committee, has been named to the American College of Bankruptcy (ACB) Board of Directors. An ACB Fellow since 2001 and a co-chair on the Educational Program Subcommittee for the Tenth Circuit, Ms. Jarvis has long been an active supporter of the mission of the College and a frequent participant in ACB events and programs. She will serve a term of two years on the 17-member ACB Board of Directors. Ms. Jarvis has extensive experience in representing banks and other financial institutions, debtors, trustees, examiners, creditors' committees, creditors, indenture trustees, equity holders, public bond holders and purchasers of assets in Chapter 11 bankruptcy cases and out-of-court workouts. She also represents receivers in state and federal receivership cases, and has been involved in state insurance rehabilitations and liquidations. "Annette has an incredibly successful practice and handles some of the most complex bankruptcy and restructuring matters," noted Dorsey Managing Partner Ken Cutler. "She feels passionately about the importance and development of bankruptcy law and its practice in this country and contributes not only as a practicing attorney, but as a thought leader and educator in her chosen specialty. We are proud of her and pleased with the American College of Bankruptcy's decision to name her to their Board of Directors." The ACB is an honorary public service association of bankruptcy and insolvency professionals who are invited to join as Fellows based on a proven record of the highest standards of professionalism plus service to the profession and their communities. Together with its affiliated Foundation, the College is the largest financial supporter of bankruptcy and insolvency-related pro bono legal service programs in the United States. Among its many activities, the ACB conducts advanced educational programs, sponsors the publication of scholarly reports, and maintains the National Bankruptcy Archives at the University of Pennsylvania. About Dorsey & Whitney LLP Clients have relied on Dorsey since 1912 as a valued business partner. With locations across the United States and in Canada, Europe and the Asia-Pacific region, Dorsey provides an integrated, proactive approach to its clients' legal and business needs. Dorsey represents a number of the world's most successful companies from a wide range of industries, including leaders in the banking, energy, food and agribusiness, health care, mining and natural resources, and public-private project development sectors, as well as major non-profit and government entities. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re Juan Jose Garcia Bankr. C.D. Cal. Case No. 15-10726 Chapter 11 Petition filed March 3, 2015 In re All Investments, Inc. Bankr. C.D. Cal. Case No. 15-10727 Chapter 11 Petition filed March 3, 2015 See http://bankrupt.com/misc/cacb15-10727.pdf represented by: M. Jonathan Hayes, Esq. SIMON RESNIK HAYES, LLP E-mail: jhayes@srhlawfirm.com In re LMS Holdings, LLC Bankr. M.D. Fla. Case No. 15-00907 Chapter 11 Petition filed March 3, 2015 See http://bankrupt.com/misc/flmb15-00907.pdf represented by: Robert A. Heekin, Jr., Esq. THAMES MARKEY AND HEEKIN, P.A. E-mail: rah@tmhlaw.net In re Patricia V. Shockley and Ronald J. Shockley Bankr. M.D. Fla. Case No. 15-00919 Chapter 11 Petition filed March 3, 2015 In re The Global Marketing Network, Inc. dba The Global Network Bankr. N.D. Ga. Case No. 15-54151 Chapter 11 Petition filed March 3, 2015 See http://bankrupt.com/misc/ganb15-54151.pdf represented by: John J. McManus, Esq. JOHN J. MCMANUS & ASSOCIATES, P.C. E-mail: jmcmanus@mcmanus-law.com In re J & M Restaurant Enterprises Inc Bankr. N.D. Ill. Case No. 15-07439 Chapter 11 Petition filed March 3, 2015 See http://bankrupt.com/misc/ilnb15-07439.pdf represented by: Xiaoming Wu, Esq. LEDFORD, WU & BORGES, LLC E-mail: notice@billbusters.com In re Ada A. Giron Bankr. N.D. Ill. Case No. 15-07521 Chapter 11 Petition filed March 3, 2015 In re Jose Ascencion Zapata Bankr. D. Nev. Case No. 15-11086 Chapter 11 Petition filed March 3, 2015 In re Derwin C. Roca Bankr. D.N.J. Case No. 15-13727 Chapter 11 Petition filed March 3, 2015 In re Jeffrey B. Laskin Bankr. E.D.N.C. Case No. 15-01168 Chapter 11 Petition filed March 3, 2015 In re P & A Fisher Oil Company, Inc. Bankr. M.D. Pa. Case No. 15-00843 Chapter 11 Petition filed March 3, 2015 See http://bankrupt.com/misc/pamb15-00843.pdf represented by: John J. Martin, Esq. LAW OFFICES JOHN J. MARTIN E-mail: jmartin@martin-law.net In re Greg Scott Collier and Amy Renee Collier Bankr. E.D. Tenn. Case No. 15-30616 Chapter 11 Petition filed March 3, 2015 In re Kule Designs, LLC Bankr. W.D. Tex. Case No. 15-10322 Chapter 11 Petition filed March 3, 2015 See http://bankrupt.com/misc/txwb15-10322.pdf represented by: Frank B. Lyon, Esq. E-mail: franklyon@me.com In re Timothy Dayton Woodard Bankr. N.D. Tex. Case No. 15-40944 Chapter 11 Petition filed March 3, 2015 In re SAR LLC Bankr. D. Ariz. Case No. 15-02209 Chapter 11 Petition filed March 4, 2015 Filed Pro Se In re Emil Soorani, M.D. Bankr. C.D. Cal. Case No. 15-10741 Chapter 11 Petition filed March 4, 2015 represented by: Dennis E. McGoldrick, Esq. E-mail: dmcgoldricklaw@yahoo.com In re David R. Silveria and Victoria A. Silveria Bankr. C.D. Cal. Case No. 15-11084 Chapter 11 Petition filed March 4, 2015 represented by: Warren G. Enright, Esq. ENRIGHT LAW CENTER E-mail: enrightlawcenter@gmail.com In re Larry D. Johnson Bankr. C.D. Cal. Case No. 15-11090 Chapter 11 Petition filed March 4, 2015 represented by: Daniel J. Weintraub, Esq. WEINTRAUB & SELTH APC E-mail: dan@wsrlaw.net In re 6500 Hollywood Blvd, LLC Bankr. C.D. Cal. Case No. 15-13303 Chapter 11 Petition filed March 4, 2015 See http://bankrupt.com/misc/cacb15-13303.pdf represented by: Sandford Frey, Esq. CREIM MACIAS KOENIG & FREY, LLP E-mail: Sfrey@cmkllp.com In re Docare Clinic, Inc. Bankr. M.D. Fla. Case No. 15-02176 Chapter 11 Petition filed March 4, 2015 See http://bankrupt.com/misc/flmb15-02176.pdf represented by: Leon A. Williamson, Jr., Esq. LEON A. WILLIAMSON, JR., P.A. E-mail: leon@lwilliamsonlaw.com In re RKR Enterprises, Inc. dba Electrical Solutions Bankr. D. Haw. Case No. 15-00260 Chapter 11 Petition filed March 4, 2015 See http://bankrupt.com/misc/hib15-00260.pdf represented by: Ramon J. Ferrer, Esq. LAW OFFICE OF RAMON J. FERRER E-mail: ramonlawfirm@hotmail.com In re Crystal Altonia Combs Bankr. D. Md. Case No. 15-12946 Chapter 11 Petition filed March 4, 2015 Filed Pro Se In re Summit Well Services, L.L.C. Bankr. S.D. Tex. Case No. 15-70116 Chapter 11 Petition filed March 4, 2015 See http://bankrupt.com/misc/txsb15-70116.pdf represented by: Antonio Villeda, Esq. LAW OFFICE OF ANTONIO VILLEDA E-mail: avilleda@mybusinesslawyer.com In re Davis-Venture Properties, LLC Bankr. N.D. Ala. Case No. 15-40336 Chapter 11 Petition filed March 5, 2015 See http://bankrupt.com/misc/alnb15-40336.pdf represented by: Harry P. Long, Esq. THE LAW OFFICES OF HARRY P. LONG, LLC E-mail: ecfpacer@gmail.com In re Verdugo Multi Specialty Medical Group, Inc. Bankr. C.D. Cal. Case No. 15-13348 Chapter 11 Petition filed March 5, 2015 See http://bankrupt.com/misc/cacb15-13348.pdf represented by: Vakhe Khodzhayan, Esq. KG LAW E-mail: vahe@lawyer.com In re Lawrence David Blatterfein and Grace Karen Blatterfein Bankr. M.D. Fla. Case No. 15-02206 Chapter 11 Petition filed March 5, 2015 In re Robert Pick Bankr. N.D. Ill. Case No. 15-07812 Chapter 11 Petition filed March 5, 2015 In re Young Men's Christian Association of Corinth, Mississippi dba Corinth SportsPlex Bankr. N.D. Miss. Case No. 15-10826 Chapter 11 Petition filed March 5, 2015 See http://bankrupt.com/misc/msnb15-10826.pdf represented by: Robert Gambrell, Esq. GAMBRELL & ASSOCIATES, PLLC E-mail: rg@ms-bankruptcy.com In re Martha L. Garcia Bankr. D. Nev. Case No. 15-11168 Chapter 11 Petition filed March 5, 2015 In re Cindy Cantlon Bankr. D. Nev. Case No. 15-50292 Chapter 11 Petition filed March 5, 2015 In re Almosta Ranch Inc. dba Interstate All Battery Center Bankr. D.N.M. Case No. 15-10524 Chapter 11 Petition filed March 5, 2015 See http://bankrupt.com/misc/nmb15-10524.pdf represented by: William F. Davis, Esq. WILLIAM F. DAVIS & ASSOCIATES, P.C. E-mail: daviswf@nmbankruptcy.com In re Digomi Allied Group Inc. Bankr. E.D.N.Y. Case No. 15-40948 Chapter 11 Petition filed March 5, 2015 See http://bankrupt.com/misc/nyeb15-40948.pdf Filed Pro Se In re William W. Yoder Bankr. E.D. Pa. Case No. 15-11568 Chapter 11 Petition filed March 5, 2015 In re Traffic Marking Systems, Inc. Bankr. W.D. Pa. Case No. 15-20748 Chapter 11 Petition filed March 5, 2015 See http://bankrupt.com/misc/pawb15-20748.pdf represented by: Aurelius P. Robleto, Esq. ROBLETO LAW E-mail: apr@robletolaw.com In re Nicholas N. Ninosky and Dessie M. Ninosky Bankr. W.D. Pa. Case No. 15-70152 Chapter 11 Petition filed March 5, 2015 In re Pamela F. Carpenter Bankr. D.V.I. Case No. 15-30003 Chapter 11 Petition filed March 5, 2015 In re Stephen C. Haskell and Martha J. Haskell Bankr. E.D. Wash. Case No. 15-00764 Chapter 11 Petition filed March 5, 2015 In re West 16th Street Owner LLC Bankr. S.D.N.Y. Case No. 15-10515 Chapter 11 Petition filed March 6, 2015 See http://bankrupt.com/misc/nysb15-10515.pdf represented by: Arnold Mitchell Greene, Esq. ROBINSON BROG LEINWAND GREENE GENOVESE & GLUCK, P.C. E-mail: amg@robinsonbrog.com In re Sander Stagman Bankr. N.D. Ill. Case No. 15-70120 Chapter 11 Petition filed March 6, 2015 In re Premise Concepts, Inc. Bankr. D. Minn. Case No. 15-40750 Chapter 11 Petition filed March 6, 2015 See http://bankrupt.com/misc/mnb15-40750.pdf represented by: John D. Lamey, III, Esq. LAMEY LAW FIRM, P.A. E-mail: bankrupt@lameylaw.com In re Turner Oakwood Properties, LLC Bankr. E.D.N.C. Case No. 15-01276 Chapter 11 Petition filed March 6, 2015 See http://bankrupt.com/misc/nceb15-01276.pdf represented by: William F. Braziel, III, Esq. THE JANVIER LAW FIRM E-mail: bbraziel@janvierlaw.com In re Adan Torres Quinone Bankr. D.P.R. Case No. 15-01675 Chapter 11 Petition filed March 6, 2015 In re Michael McCann Bankr. S.D. Tex. Case No. 15-70120 Chapter 11 Petition filed March 6, 2015 In re Doug A. Huntington Bankr. D. Wash. Case No. 15-40995 Chapter 11 Petition filed March 6, 2015 In re Michael Casimir Cerni and Bernadette Mallo Cerni Bankr. N.D. Ill. Case No. 15-08092 Chapter 11 Petition filed March 7, 2015 In re Fabrica De Muebles FMP Bankr. D.P.R. Case No. 15-01675 Chapter 11 Petition filed March 7, 2015 See http://bankrupt.com/misc/prb15-01675.pdf See http://bankrupt.com/misc/prb15-01675amended.pdf represented by: Nydia Gonzalez Ortiz, Esq. SANTIAGO & GONZALEZ E-mail: bufetesg@gmail.com In re Millard W. Tong Bankr. N.D. Cal. Case No. 15-30275 Chapter 11 Petition filed March 8, 2015 represented by: Lawrence A. Jacobson, Esq. LAW OFFICES OF COHEN AND JACOBSON E-mail: laj@jacobsonattorneys.com ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2015. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000 or Nina Novak at 202-362-8552. *** End of Transmission ***