/raid1/www/Hosts/bankrupt/TCR_Public/150319.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 19, 2015, Vol. 19, No. 78
Headlines
ABYSSINIA BAPTIST: Case Summary & 20 Largest Unsecured Creditors
ALLEN SYSTEMS: Modifies Plan to Include $255MM Exit Facility
ALTEGRITY INC: Seeks to Extend Claims Bar Date Deadline
ALTEGRITY INC: Wants Until March 20 to File Schedules
AMERICAN EAGLE: Delays Filing of 2014 Annual Report
ANACOR PHARMACEUTICALS: Reports $87 Million Net Loss for 2014
ARICENT TECHNOLOGIES: S&P Keeps 'B' Debt Rating on $97MM Add-On
ARTS AND ARCHITECTURE: Panel Can Pursue Claims vs. Ben Jewelry
BERNARD L. MADOFF: SIPC Joins Trustee in Supreme Court Petition
BIG HEART: Fitch Withdraws 'B' IDR Due to Repayment Anticipation
BON-TON STORES: Declares Quarterly Cash Dividend
CAESARS ENTERTAINMENT: Del. Court Refuses to Dismiss Suit
CAESARS ENTERTAINMENT: Reports $2.86 Billion Net Loss for 2014
CAL DIVE: To Stop Filing of Periodic Reports with SEC
CALMARE THERAPEUTICS: Bard Assoc. Files Revised 13G Statement
CANCER GENETICS: Files Form 10-K, Reports 16.6M Loss for 2014
CHINA RECYCLING: Regains Compliance with NASDAQ Bid Price Rule
CUI GLOBAL: Incurs $2.8 Million Consolidated Net Loss in 2014
dELIA'S INC: Judge Extends Deadline to Remove Suits to June 5
DILLARD'S INC: S&P Ups Corp Credit Rating From BB+; Outlook Stable
DTS8 COFFEE: Reports $100K Net Loss for Jan. 31 Quarter
DUNE ENERGY: Court Issues Joint Administration Order
DUNE ENERGY: Has Interim Authority to Tap $3M in DIP Loan
DUNE ENERGY: Has Until April 7 to File Schedules
DUNE ENERGY: Seeks to Employ Parkman Whaling as Investment Banker
ELEPHANT TALK: Delays 2014 Form 10-K for Review
ESCO MARINE: Court Issues Joint Administration Order
ESCO MARINE: DLL Wants Stay Terminated to Pursue State Court Suit
ESCO MARINE: Has Interim Authority to Use Callidus Cash Collateral
ESTERLINE TECH: $200MM Share Buyback No Impact on Moody's Ba1 CFR
EVERYWARE GLOBAL: President & CEO Appointed to Board
EXIDE TECHNOLOGIES: Creditors' Panel Hires Stewarts Law as Counsel
EXIDE TECHNOLOGIES: Hires Baker Botts as Special Counsel
FAMILY CHRISTIAN: Hearing Today on Further Use of Cash Collateral
FAMILY CHRISTIAN: Withdraws Bankruptcy Plan; Sale Halted
FANNIE MAE: Adopts Performance Goals for 2015
FEDERATION EMPLOYMENT: Files Chapter 11 Bankruptcy Petition
FLINTKOTE COMPANY: Aug. 10 Confirmation Hearing on Modified Plan
FLINTKOTE COMPANY: Has Until Oct. 31 to Solicit Acceptances of Plan
GLEACHER & CO: To Make Second Liquidating Distribution
HARTFORD & SONS: Court Rules on Schaumburg Bank's Adversary Suit
JACKSONVILLE BANCORP: Posts $1.9 Million Net Income for 2014
KATE SPADE: Moody's Hikes Corp. Family Rating to B1, Outlook Stable
KEMET CORP: Files Corrected Investor Presentation with SEC
KEYCORP: Fitch Affirms 'BB' Preferred Stock Rating
KIOR INC: Disclosure Statement Hearing Set for April 8
LANTHEUS MEDICAL: Heino Promoted to Newly Formed COO Position
LAS AMERICAS 74-75: Meeting of Creditors Set for April 6
LIGHTSQUARED INC: Amends Plan to Include $1.5BB New Loan
LISTER-PETTER AMERICAS: Voluntary Chapter 11 Case Summary
MALIBU ASSOCIATES: USBNA Takes Enforcement Action for Rents
MASCO CORP: Fitch Rates Proposed $500MM Sr. Unsecured Notes 'BB+'
MASCO CORP: Moody's Ups Corp. Family Rating to Ba2, Outlook Stable
MICROVISION INC: Receives $14.5 Million in Component Orders
MICROVISION INC: Reports $18.1 Million Net Loss for 2014
MIG LLC: Has Until April 28 to File Plan
MILLER AUTO: Stipulation on Use of Cash Collateral Approved
MONTICELLO REALTY: Court Denies Bankruptcy Plan Confirmation
MORGANS HOTEL: AAC Reports 7.1% Stake as of March 12
MORGANS HOTEL: Names Howard Lorber and Kenneth Cruse to Board
MUSCLEPHARM CORP: Reduces Net Loss to $13.8 Million in 2014
NEWCASTLE MARINE: Case Summary & 2 Largest Unsecured Creditors
PARK MERIDIAN: Sec. 341 Meeting of Creditors Set for April 9
PERFORMANCE SPORTS: S&P Affirms 'B+' CCR; Outlook Stable
PETTERS CO: Lenders' Motion to Withhold Professional Fees Denied
PETTERS CO: Time to Set Timetable to Settle Claims, Judge Says
QUANTUM FUEL: Reports $15 Million Net Loss for 2014
RADIOSHACK CORP: Big Lender Brawl Breaks Out in Bankruptcy
REGAL CINEMAS: Moody's Assigns Ba1 Rating on New Credit Facility
REGAL ENTERTAINMENT: S&P Rates $1.06 Billion Secured Debt 'BB'
RESPONSE BIOMEDICAL: Refiles Binding Term Sheet with SEC
RICE ENERGY: S&P Raises Corp. Credit Rating to 'B', Outlook Stable
ROSETTA GENOMICS: Reports $14.5 Million Loss for 2014
S&B SURGICAL: NY Court Dismisses LFMG-S&B v. Fortress Suit
SABINE OIL: S&P Lowers CCR to 'CCC', Still on Watch Negative
SOBELMAR ANTWERP: Case Summary & 20 Largest Unsecured Creditors
SOUTHERN GENERAL INSURANCE: A.M. Best Lowers FSR to 'B-(fair)'
STANDARD REGISTER: Court Issues Joint Administration Order
STEREOTAXIS INC: Reports $5.2 Million Net Loss for 2014
SUN BANCORP: Incurs $30 Million Net Loss for 2014
TELKONET INC: Bard Assoc. Files Revised 13G, Reports 13% Stake
TOWNSQUARE MEDIA: Moody's Rates New $255MM Sr. Term Loan Ba2
TRANSGENOMIC INC: AMH Equity Reports 3% Stake as of March 11
TRIPLE A&R CAPITAL: Judge Denies Bid to Stay Pending Appeal
TRUMP ENTERTAINMENT: US Trustee & NRF Object to Plan Confirmation
TRUMP ENTERTAINMENT: Wins Confirmation of Third Joint Plan
USA SYNTHETIC FUEL: Case Summary & 20 Largest Unsecured Creditors
VISTEON CORP: Moody's Lifts Bank Credit Facility Ratings to Ba3
VWR FUNDING: Moody's Raises Corp. Family Rating to 'B1'
VWR FUNDING: S&P Rates EUR500MM Sr. Unsecured Notes 'B'
WESTMORELAND COAL: Promotes Schadan to Pres. - Canada Operations
WILLIAM H. WRIGHT: Court Dismisses Fraudulent Transfer Suit
[*] Moody's Puts 1,721 US Municipal Obligations Under Review
[*] Moody's Review Global Bank Ratings
[*] Z Capital Expands Team, Unveils Leadership Appointments
[^] Recent Small-Dollar & Individual Chapter 11 Filings
*********
ABYSSINIA BAPTIST: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Abyssinia Baptist Church
2816 Colley Avenue
Norfolk, VA 23508
Case No.: 15-70877
Chapter 11 Petition Date: March 17, 2015
Court: United States Bankruptcy Court
Eastern District of Virginia (Norfolk)
Judge: Hon. Frank J. Santoro
Debtor's Counsel: Joseph T. Liberatore, Esq.
CROWLEY, LIBERATORE, RYAN & BROGAN, P.C.
Town Point Center, Suite 300
150 Boush Street
Norfolk, VA 23510
Tel: 757-333-4500
Fax: 757-333-4501
Email: jliberatore@clrbfirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Sheridan D. Nelson, pastor.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/vaeb15-70877.pdf
ALLEN SYSTEMS: Modifies Plan to Include $255MM Exit Facility
------------------------------------------------------------
Allen Systems Group, Inc., et al., filed with the U.S. Bankruptcy
Court for the District of Delaware a first amended joint
prepackaged Chapter 11 plan of reorganization, which modifies the
terms of the exit facilities.
The Amended Plan provides that a first lien exit credit agreement
will provide for (1) a $15,000,000 First Lien Revolving Loan and
Note Exit Facilities and (2) a $240,000,000 First Lien Term Loan
Exit Facility. The First Lien Term Loan Exit Facility bears
interest at LIBOR plus 7.50% per annum, while the First Lien
Revolving Loan and Note Exit Facilities bear interest at LIBOR plus
5.50% per annum.
The amended plan also modifies the treatment of Class 4 - Domestic
Credit Facility Claims from unimpaired to impaired. On the
Effective Date, Class 4 Claims will be deemed allowed in the
aggregate principal amount of $239,337,000, plus (a) all
prepetition accrued and unpaid interest at the default rate, which
totals $42,879,550, as of Jan. 31, 2015, (b) all applicable
premiums in the amount of $28,720,440, (c) all accrued and unpaid
prepetition fees in the amount of $3,647,082, and (d) all accrued
but unpaid postpetition interest and fees through the Effective
Date.
Each holder of an Allowed Class 4 Claim will receive (A) Last Out
Notes in the amounts provided in the Exit Facility Commitment
Letter, and (B) Cash.
A blacklined version of the First Amended Plan dated March 16,
2015, is available at http://bankrupt.com/misc/ALLENplan0316.pdf
About Allen Systems
Allen Systems Group, Inc., and two affiliates provide
mission-critical enterprise information technology ("IT")
management software solutions to large enterprises and small and
medium-sized businesses. Founded in 1986 by Arthur L. Allen in
Naples, Florida, ASG has more than 100 offices worldwide, primarily
in the United States and Europe. As of Feb. 17, 2015, ASG had
1,054 employees in 114 locations in 25 countries.
Allen Systems and two affiliates sought Chapter 11 bankruptcy
protection (Bankr. D. Del. Case No. 15-10332) in Delaware on Feb.
18, 2015. The case is assigned to Judge Kevin J. Carey.
The Debtor tapped Pachulski Stang Ziehl & Jones LLP as counsel;
Latham & Watkins LLP as special counsel; and Epiq Bankruptcy
Solutions as claims and noticing agent.
Allen Systems estimated $100 million to $500 million in assets and
$500 million to $1 billion in debt.
ALTEGRITY INC: Seeks to Extend Claims Bar Date Deadline
-------------------------------------------------------
Altegrity Inc. and its debtor-affiliates ask the Hon. Laurie Selber
Silverstein of the U.S. Bankruptcy Court for the District of
Delaware to set 5:00 p.m. (prevailing Eastern Time) on the date
which is 30 days after the service date as the deadline for each
person or entity to file their proofs of claim.
The Debtors noted the service date is the date upon which the they
commence service of the bar date notice and proof of claim form.
The Debtors also ask the Court to establish Aug. 7, 2015 at 5:00
p.m. (prevailing Eastern Time) as the deadline for governmental
units to file their claims.
According the Debtor, in order for them to fully administer their
Chapter 11 estates and make distributions under a plan of
reorganization, they must obtain complete and accurate information
regarding the nature and scope of all claims that will be asserted
in these Chapter 11 cases. Establishing the bar dates will enable
them to receive, process and evaluate creditors' asserted claims in
a timely and efficient manner and to secure the prompt
administration of these Chapter 11 cases, the Debtors note.
All proofs of claim must be filed at:
Altegrity, Inc. Claims Processing
c/o Prime Clerk LLC
830 Third Avenue, 9th Floor
New York, NY 10022
A hearing is set for March 20, 2015 at 10:00 a.m. (EST), to
consider the Debtors' request. Objections, if any, were due
March 13.
About Altegrity Inc.
Altegrity Inc. provides background investigations for the U.S.
government; employment background and mortgage screening for
commercial customers; technology-driven legal services and software
for data management; and investigative, analytic, consulting, due
diligence, and security services. Altegrity is principally owned
by investment funds affiliated with Providence Equity Partners.
Altegrity Inc. and 37 of its affiliates filed Chapter 11 bankruptcy
petitions (Bankr. D. Del. Lease Case No. 15-10226) on Feb. 8, 2015.
Jeffrey S. Campbell signed the petitions as president and chief
financial officer. The Debtors disclosed total assets of $1.7
billion and total liabilities of $2.1 billion as of June 30, 2014.
M. Natasha Labovitz, Esq., Jasmine Ball, Esq., and Craig A. Bruens,
Esq., at Debevoise & Plimpton LLP serve as the Debtors' counsel.
Joseph M. Barry, Esq., Ryan M. Bartley, Esq., and Edmon L. Morton,
Esq., at Young, Conaway, Stargatt & Taylor, LLP, act as the
Debtors' Delaware and conflicts counsel. Stephen Goldstein and
Lloyd Sprung, at Evercore Group, LLC, are the Debtors' investment
bankers. Kevin M. McShea and Carrianne J. M. Basler, at
Alixpartners LLP serve as the Debtors' restructuring advisors.
Prime Clerk LLC is the Debtors' claims and noticing agent.
PricewaterhouseCoopers LLP serves as the Debtors' independent
auditors.
ALTEGRITY INC: Wants Until March 20 to File Schedules
-----------------------------------------------------
Altegrity Inc. and its debtor-affiliates ask the Hon. Laurie Selber
Silverstein of the U.S. Bankruptcy Court for the District of
Delaware to extend the deadline to file their schedules of assets
and liabilities, and statements of financial affairs until March
20, 2015.
The Debtors say they must compile a large amount of information
from books, records and documents relating to their assets,
liabilities, and creditors. Collection of the necessary
information has and will continue to require the expenditure of
substantial time and effort on the part of their employees and
advisor during a critical time following the filing of these
Chapter 11 cases, particularly given the fact that they maintain
their records on a decentralized basis.
According to the Debtors, although they have made significant
progress on the schedules and statements to date, there remains a
significant amount of work left to be done in order to ensure the
schedules and statements are as accurate and detailed as possible.
A hearing is set for March 20, 2015 at 10:00 a.m. (EST), to
consider the Debtors' request. Objections, if any, were due March
13.
About Altegrity Inc.
Altegrity Inc. provides background investigations for the U.S.
government; employment background and mortgage screening for
commercial customers; technology-driven legal services and software
for data management; and investigative, analytic, consulting, due
diligence, and security services. Altegrity is principally owned
by investment funds affiliated with Providence Equity Partners.
Altegrity Inc. and 37 of its affiliates filed Chapter 11 bankruptcy
petitions (Bankr. D. Del. Lease Case No. 15-10226) on Feb. 8, 2015.
Jeffrey S. Campbell signed the petitions as president and chief
financial officer. The Debtors disclosed total assets of $1.7
billion and total liabilities of $2.1 billion as of June 30, 2014.
M. Natasha Labovitz, Esq., Jasmine Ball, Esq., and Craig A. Bruens,
Esq., at Debevoise & Plimpton LLP serve as the Debtors' counsel.
Joseph M. Barry, Esq., Ryan M. Bartley, Esq., and Edmon L. Morton,
Esq., at Young, Conaway, Stargatt & Taylor, LLP, act as the
Debtors' Delaware and conflicts counsel. Stephen Goldstein and
Lloyd Sprung, at Evercore Group, LLC, are the Debtors' investment
bankers. Kevin M. McShea and Carrianne J. M. Basler, at
Alixpartners LLP serve as the Debtors' restructuring advisors.
Prime Clerk LLC is the Debtors' claims and noticing agent.
PricewaterhouseCoopers LLP serves as the Debtors' independent
auditors.
AMERICAN EAGLE: Delays Filing of 2014 Annual Report
---------------------------------------------------
American Eagle Energy Corporation filed with the U.S. Securities
and Exchange Commission a Notification of Late Filing on Form
12b-25 with respect to its annual report on Form 10-K for the year
ended Dec. 31, 2014.
Pursuant to the rules of the Securities and Exchange Commission,
the Company no longer qualify as a "smaller reporting company." In
addition to expanded disclosures, the Company is also now subject
to accelerated filer deadlines and must provide an independent
auditor's attestation report on its internal control over financial
reporting, as required by Section 404(b) of the Sarbanes-Oxley Act
of 2002.
On March 2, 2015, the Company announced that it was continuing to
assess its near- and mid-term liquidity and, in consultation with
its standard advisors, as well as two newly engaged, experienced
investment banks, were exploring options to strengthen its balance
sheet. The Company also announced that it would utilize the 30-day
grace period provided in the related bond indenture to determine
whether to make the semi-annual interest payment due on its 11%
secured bonds that the Company issued to certain bondholders in
August 2014. As a result of the Company's deferring a decision in
respect of making that interest payment, the Company must revise
certain portions of its internal, draft disclosures in Item 7,
"Management's Discussion and Analysis" of its Annual Report on Form
10-K and Note 18. Subsequent Events to the Company's notes to its
consolidated financial statements. Further, the Company's
independent registered public accounting firm must conclude its
audit of the Company's financial statements in light of the
Company's deferral of our decision in respect of this interest
payment. Finally, the Company needs additional time for XBRL
processing to incorporate these changes.
The Company expects to file its Annual Report on Form 10-K on or
before March 31, 2015.
Revenues from the sale of oil, natural gas, and liquids increased
by approximately 40% for the year ended Dec. 31, 2014, compared to
the prior year due to increased production by volume of barrels of
oil equivalent, as partially offset by a decline in oil prices
after considering the effects of our settled derivatives. In
connection with the Company's increased production (due to an
increase in the number of operated wells and to costs we incurred
to acquire additional acreage and net revenue / working interests
in existing properties), the Company's depletion, depreciation, and
amortization expense increased between the fiscal years. Further,
the Company's gross capitalized costs related to amortizable oil
and gas properties, prior to any year-end impairment adjustments,
increased by approximately 100% between the fiscal years. Finally,
under full cost accounting rules, the Company was required to
write-down the value of its oil and gas properties, subject to
amortization, as of Dec. 31, 2014, by approximately $79.4 million.
The impairment was largely due to falling oil prices, which
negatively affected the PV10 value of the underlying oil and gas
reserves. The impairment expenses represent non-cash charges
against the Company's earnings. The Company also recognized
increased interest expense for the year ended Dec. 31, 2014,
related to the Morgan Stanley Capital Group, Inc. Credit Facility
that the Company repaid in August 2014 and the above-referenced
contemporaneously issued bonds. Amortization of the original
issuance bond discount and deferred financing costs, both of which
are non-cash items, are included in interest expense.
About American Eagle
Littleton, Colorado-based American Eagle Energy Corporation is
engaged in the acquisition, exploration and development of oil and
gas properties. The Company is primarily focused on extracting
proved oil reserves from those properties.
The Company's balance sheet at Sept. 30, 2014, the Company had
$373 million in total assets, $248 million in total liabilities
and $125 million of stockholders' equity.
* * *
As reported by the TCR in March 2015, Standard & Poor's Ratings
Services lowered its corporate credit and issue-level ratings on
American Eagle Energy Corp. to 'D' from 'CCC+'.
"We lowered the rating after American Eagle missed an interest
payment for $9.8 million due March 2, 2015, on its $175 million
senior secured notes due 2019," said Standard & Poor's credit
analyst Christine Besset.
The TCR reported on Jan. 26, 2015, that Moody's Investors Service
downgraded American Eagle's Corporate Family Rating to 'Ca' from
'Caa1'.
"The downgrade of American Eagle Energy's ratings reflect the
company's weak liquidity profile and unsustainable capital
structure," commented Gretchen French, Moody's vice president.
"With the company facing cyclically low oil prices in 2015 and
into 2016, the risk of default or a debt restructuring, including
the potential for a distressed exchange, has increased."
ANACOR PHARMACEUTICALS: Reports $87 Million Net Loss for 2014
-------------------------------------------------------------
Anacor Pharmaceuticals, Inc., filed with the Securities and
Exchange Commission its annual report on Form 10-K disclosing a net
loss of $87.1 million on $20.68 million of total revenues for the
year ended Dec. 31, 2014, compared with net income of $84.8 million
on $17.2 million of total revenues for the year ended Dec. 31,
2013.
As of Dec. 31, 2014, Anacor had $209 million in total assets, $125
million in total liabilities, $4.95 million in redeemable common
stock, and $78.83 million in total stockholders' equity.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/EdSQBT
About Anacor Pharmaceuticals
Palo Alto, Calif.-based Anacor Pharmaceuticals (NASDAQ: ANAC) is a
biopharmaceutical company focused on discovering, developing and
commercializing novel small-molecule therapeutics derived from its
boron chemistry platform. Anacor has discovered eight compounds
that are currently in development. Its two lead product
candidates are topically administered dermatologic compounds -
tavaborole, an antifungal for the treatment of onychomycosis, and
AN2728, an anti-inflammatory PDE-4 inhibitor for the treatment of
atopic dermatitis and psoriasis.
ARICENT TECHNOLOGIES: S&P Keeps 'B' Debt Rating on $97MM Add-On
---------------------------------------------------------------
Standard & Poor's Ratings Services said that its recovery rating on
Aricent Technologies' (B/Stable/--) first-lien credit facility
remains unchanged following the company's announcement of the
proposed $97 million add-on. The '3' recovery rating indicates
S&P's expectation for meaningful (50% to 60%, at the lower end of
the range) recovery in the event of a payment default.
Subsequently, the issue-level rating on this debt remains at 'B',
in accordance with S&P's notching criteria. The company will use
proceeds from the proposed add-on to pay a dividend to the holding
company.
S&P's 'B' corporate credit rating on Aricent remains unchanged. The
outlook is stable and reflects S&P's anticipation that the company
will continue to increase annual revenues by a rate in the
low-single-digit area while generating consistent profitability and
positive free operating cash flow.
RATINGS LIST
Aricent Technologies Inc.
Corporate credit rating B/Stable/--
1st-lien cred fac B
Recovery rating 3L
ARTS AND ARCHITECTURE: Panel Can Pursue Claims vs. Ben Jewelry
--------------------------------------------------------------
Judge Robert Kwan approved, effective as of Feb. 18, 2015, a
stipulation conferring standing and authority on the Official
Committee of Unsecured Creditors in the bankruptcy case of Art and
Architecture Books of the 21st Century to pursue and prosecute
action and claims against Ben Jewelry, Inc., dba South
Beverly-Wilshire Jewelry & Loan, and dba The Dina Collection, on
behalf of the bankruptcy estate.
The Stipulation notes that the Debtor's current bankruptcy counsel
formerly represented Ben Jewelry in an unrelated matter, and good
cause is shown to allow the Committee to bring claims for the
estate.
A copy of Judge Kwan's March 9, 2015 Order is available at
http://is.gd/wrDPN7from Leagle.com.
Victor A. Sahn -- vsahn@sulmeyerlaw.com , Daniel A. Lev --
dlev@sulmeyerlaw.com , Asa S. Hami -- ahami@sulmeyerlaw.com , of
SulmeyerKupetz A Professional Corporation, of Los Angeles,
California, serve as attorneys for Official Committee of Unsecured
Creditors.
Art and Architecture Books of the 21st Century, dba Ace Gallery,
filed for a voluntary Chapter 11 petition on Feb. 19, 2013, in the
U.S. Bankruptcy Court for the Central District of California, Case
No. 13-14135. The petition was signed by Douglas Chrismas,
president. Judge Robert Kwan presides over the case. Joseph A.
Eisenberg, Esq., at Jeffer Mangels Butler & Mitchell LLP, serves
as counsel. The Debtor reported $1 million to $10 million in
assets and $10 million to $50 million in debts.
BERNARD L. MADOFF: SIPC Joins Trustee in Supreme Court Petition
---------------------------------------------------------------
The Securities Investor Protection Corporation (SIPC) has joined
Madoff Trustee Irving H. Picard, the Securities Investor Protection
Act (SIPA) Trustee for the liquidation of Bernard L. Madoff
Investment Securities LLC, in filing a petition before the U.S.
Supreme Court to overturn a December 2014 ruling by the U.S. Court
of Appeals for the Second Circuit. Under that earlier decision,
the Trustee was barred from recovering fictitious profits paid to
Madoff customers and then returning those funds to the victims from
whom they were taken.
The lower court ruling blocks Trustee Picard from proceeding with
nearly all cases to recover the phony profits, despite the fact
that no securities were actually purchased or sold. Both parties,
SIPC and Trustee Picard, argue that the ruling, if left intact,
would unduly inhibit any future SIPA trustee from recovering
payments made to customers who unwittingly may have profited from
such a Ponzi scheme or other fraud.
SIPC President Stephen Harbeck said: "SIPC believes that the
trustee has the authority, as a matter of law, to recover certain
payments made by Madoff to customers, when no actual securities
transactions ever took place. The correct interpretation of the
Bankruptcy Code and the Securities Investor Protection Act would
allow the trustee to do the greatest good for the greatest number
of Madoff's victims. The guiding principle of bankruptcy is
equitable distribution. That is what the trustee seeks to
accomplish, and SIPC supports this goal."
The total amount distributed in the Madoff liquidation proceeding
to date exceeds $7.2 billion, covering more than 54 percent of the
losses of allowed claimants. The overall figure of $7.2 billion
includes $823.7 million in committed advances from the SIPC.
When additional settlements awaiting distribution are taken into
account, the total recovery to date in the Madoff liquidation
proceeding totals $10.551 billion.
About SIPC
The Securities Investor Protection Corporation
--http://www.sipc.org-- is the U.S. investor's first line of
defense in the event of the failure of a brokerage firm owing
customers cash and securities that are missing from customer
accounts. SIPC either acts as trustee or works with an independent
court-appointed trustee in a brokerage insolvency case to recover
funds.
The statute that created SIPC provides that customers of a failed
brokerage firm receive all non-negotiable securities -- such as
stocks or bonds -- that are already registered in their names or in
the process of being registered. At the same time, funds from the
SIPC reserve are available to satisfy the remaining claims for
customer cash and/or securities held in custody with the broker for
up to a maximum of $500,000 per customer. This figure includes a
maximum of $250,000 on claims for cash. From the time Congress
created it in 1970 through December 2013, SIPC has advanced $2.1
billion in order to make possible the recovery of $133 billion in
assets for an estimated 772,000 investors.
About Bernard L. Madoff
Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A.
Stanton of the U.S. District Court for the Southern District of New
York granted the application of the Securities Investor Protection
Corporation for a decree adjudicating that the customers of BLMIS
are in need of the protection afforded by the Securities Investor
Protection Act of 1970. The District Court's Protective Order (i)
appointed Irving H. Picard, Esq., as trustee for the liquidation of
BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and
(iii) removed the SIPA Liquidation proceeding to the Bankruptcy
Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). Mr.
Picard has retained AlixPartners LLP as claims agent.
On April 13, 2009, former BLMIS clients filed an involuntary
Chapter 7 bankruptcy petition against Bernard Madoff (Bankr.
S.D.N.Y. 09-11893). The petitioning creditors -- Blumenthal &
Associates Florida General Partnership, Martin Rappaport Charitable
Remainder Unitrust, Martin Rappaport, Marc Cherno, and Steven
Morganstern -- assert US$64 million in claims against Mr. Madoff
based on the balances contained in the last statements they got
from BLMIS.
On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff
Securities International Limited in London under bankruptcy
protection pursuant to Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. 09-16751).
The Chapter 15 case was later transferred to Manhattan. In June
2009, Judge Lifland approved the consolidation of the Madoff SIPA
proceedings and the bankruptcy case.
Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to 150
years of life imprisonment for defrauding investors in United
States v. Madoff, No. 09-CR-213 (S.D.N.Y.).
From recoveries in lawsuits coupled with money advanced by SIPC,
Mr. Picard has commenced distributions to victims. The fifth pro
rata interim distribution slated of Jan. 15, 2015, totaled
$322 million, and brought the amount distributed to eligible
claimants to $7.2 billion, which includes more than $823 million in
advances committed to the SIPA Trustee for distribution to allowed
claimants by the SIPC.
As of Nov. 30, 2014, the SIPA Trustee has recovered or reached
agreements to recover approximately $10.5 billion since his
appointment in December 2008.
BIG HEART: Fitch Withdraws 'B' IDR Due to Repayment Anticipation
----------------------------------------------------------------
Fitch Ratings has withdrawn the ratings for Big Heart Pet Brands
(BHPB) in anticipation of the repayment of BHPB's $2.6 billion debt
in conjunction with the company's acquisition by The J.M. Smucker
Company. Fitch expects the deal to close as anticipated by the end
of March 2015, subject to customary closing conditions.
Based on preliminary information indicating Smucker's pro forma
leverage (total debt to EBITDA) around 4.0x post the acquisition,
and the company's intention to prioritize deleveraging with FCF,
Fitch expects the merged entity would likely be rated in the 'BBB'
category. However, Fitch does not rate Smucker and does not have
sufficient information on the pace of deleveraging over the next
two years to resolve the Rating Watch Positive.
BHPB issued a redemption notice pursuant to the indenture governing
its $900.0 million outstanding 7.625% senior notes due 2019
redeeming the full aggregate principal amount outstanding of the
senior notes with an effective date of March 23, 2015. Redemption
price equals 101.906% of aggregate principal amount plus accrued
and unpaid interest.
Acquisition financing includes $3.65 billion senior unsecured notes
that were issued earlier this month, a new $1.75 billion bank term
loan, and 17.9 million common share issuance (approximately $2
billion). Proceeds will also be used to pay off $1.1 billion of
Smucker's private placement notes.
These ratings were on Positive Watch and have been withdrawn:
-- Long-term Issuer Default Rating (IDR) 'B';
-- $225 million asset based loan (ABL) revolver 'BB/RR1';
-- $1.7 billion secured term loan B 'BB/RR1';
-- $900 million unsecured notes 'B/RR4'.
BON-TON STORES: Declares Quarterly Cash Dividend
------------------------------------------------
The Bon-Ton Stores, Inc., announced the Board of Directors declared
a cash dividend of five cents per share on the Class A Common Stock
and Common Stock of the Company payable May 4, 2015, to
shareholders of record as of April 17, 2015.
About Bon-Ton Stores
The Bon-Ton Stores, Inc., with corporate headquarters in York,
Pennsylvania and Milwaukee, Wisconsin, operates 270 stores, which
includes nine 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. For further information, please visit the
investor relations section of the Company's 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 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.
CAESARS ENTERTAINMENT: Del. Court Refuses to Dismiss Suit
---------------------------------------------------------
Peg Brickley, writing for The Wall Street Journal, reported that a
Delaware corporate law judge refused to throw out a lawsuit over
alleged improper asset transfers by Caesars Entertainment Corp.,
the casino giant that put its largest unit into Chapter 11
bankruptcy protection in January.
According to the report, the ruling from Vice Chancellor Sam
Glasscock raises the stakes in the bankruptcy of Caesars
Entertainment Operating Co., where lawyers have asked that the
parent, which is not in bankruptcy, be shielded from continued
legal action.
Brought by Wilmington Savings Fund Society as trustee for
bondholders, the suit accuses Caesars of splitting itself into
"good" and "bad" divisions, leaving distressed assets in the unit
now struggling to clear up more than $18 billion in debt in
bankruptcy, the report related.
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.
The Company's balance sheet at Sept. 30, 2014, showed $24.5 billion
in total assets against $28.2 billion in total liabilities.
In January 2015, Caesars Entertainment and subsidiary Caesars
Entertainment Operating Company, Inc., 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 CEOC (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.
Delaware Bankruptcy Judge Kevin Gross entered a ruling that the
bankruptcy proceedings will proceed in the U.S. Bankruptcy Court
for the Northern District of Illinois.
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: Reports $2.86 Billion Net Loss for 2014
--------------------------------------------------------------
Caesars Entertainment Corporation filed with the Securities and
Exchange Commission its annual report on Form 10-K disclosing a net
loss of $2.86 billion on $8.51 billion of net revenues for the year
ended Dec. 31, 2014, compared to a net loss of $2.94 billion on
$8.22 billion of net revenues during the prior year.
As of Dec. 31, 2014, Caesars had $23.5 billion in total assets,
$28.3 billion in total liabilities and a $4.74 billion total
stockholders' deficit.
The Company is a defendant in litigation and other Noteholder
Disputes relating to certain CEOC related transactions dating back
to 2010. These matters raise substantial doubt about CEC'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/YKPAdM
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.
In January 2015, Caesars Entertainment and subsidiary Caesars
Entertainment Operating Company, Inc., 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 CEOC (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.
Delaware Bankruptcy Judge Kevin Gross entered a ruling that the
bankruptcy proceedings will proceed in the U.S. Bankruptcy Court
for the Northern District of Illinois.
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.
CAL DIVE: To Stop Filing of Periodic Reports with SEC
-----------------------------------------------------
Cal Dive International, Inc., filed with the Securities and
Exchange Commission a Notification of Late Filing on Form 12b-25
with respect to its annual report on Form 10-K for the year ended
Dec. 31, 2014. The Company was unable to file its Annual Report
due to the extensive effort and expense required to: (i) operate
the Company's business and restructure the Company's financial
obligations under the protection of the Bankruptcy Court; (ii) meet
the monthly operating report requirements of the Bankruptcy Code;
and (iii) satisfy the Company's obligations to other parties with
interests in the Chapter 11 cases.
The Company also said it has confronted and continues to confront
significant challenges, including (i) the resignation of the chief
financial officer in June 2014 and the Company's inability to
replace him (with the chief executive officer serving as interim
chief financial officer), (ii) significant layoffs, particularly in
back office and administrative support roles, (iii) the suspension
of the Company's 2014 year-end audit due to the costs involved and
(iv) the diversion of the Company's limited resources in its
ongoing efforts to sell non-core assets and continue to work on a
plan of reorganization.
Given the foregoing factors, the Company does not currently intend
to resume the filing of periodic reports under the Securities
Exchange Act of 1934, as amended, although it does intend to
furnish the bankruptcy proceeding monthly operating reports under
cover of Current Reports on Form 8-K. The Company currently is
focused on its restructuring and addressing its liabilities through
Chapter 11.
Due to adverse business conditions and other circumstances,
including (i) the continued delay by Petroleos Mexicanos in
recommencing the work on two suspended projects, (ii) unseasonably
adverse weather that delayed the start of the Company's summer work
season in the United States Gulf of Mexico and caused delays and
cost overruns on two of the Company's four projects in Mexico,
(iii) the sharp decline in oil prices, which resulted in a
curtailment in spending by oil and gas companies, (iv) the
recording of a provision for doubtful accounts related to a
receivable for amounts owed to the Company by a contractor in
Mexico that is now subject to bankruptcy proceedings and (v) the
recording of a significant non-cash asset impairment charge, there
was a significant adverse change in the Company's results of
operations for its fiscal year ending Dec. 31, 2014, compared with
the Company's results of operations for its prior fiscal year. The
significant deterioration in the Company's financial performance in
2014 resulted in the Company's failure to comply with certain
financial covenants in the Company's credit agreement and second
lien facility, and thereafter to payment defaults under the
Company's credit agreement, second lien facility and the indenture
governing the Company's convertible notes. The deterioration in
the Company's financial performance and, as a result, its stock
price also led to the failure to meet the requirements for
continued listing of its common stock on the New York Stock
Exchange and ultimately to the delisting of its common stock by the
NYSE in early December 2014. These adverse conditions and the
Company's significant deterioration in financial performance
ultimately led to the Board of Directors' decision to file the
Chapter 11 petitions.
The Company intends to file monthly Current Reports on Form 8-K
with the SEC which includes as exhibits copies of the monthly
operating reports filed by the Company with the Bankruptcy Court
commencing on April 20, 2015, for the period from March 3, 2015, to
March 31, 2015. The foregoing monthly operating reports will
include information regarding the results of operations of the
Company during the periods covered by those reports.
About Cal Dive International
Cal Dive International, Inc., headquartered in Houston, Texas, is
a marine contractor that provides manned diving, pipelay and pipe
burial, platform installation and salvage, and light well
intervention services to the offshore oil and natural gas industry
on the Gulf of Mexico OCS, Northeastern U.S., Latin America,
Southeast Asia, China, Australia, West Africa, the Middle East,
and Europe, with a diversified fleet of dive support vessels and
construction barges.
Cal Dive had decided not to pay $2.2 million in interest due Jan.
15, 2015, on its 5.00% convertible senior notes due 2017.
Cal Dive and its U.S. subsidiaries filed simultaneous voluntary
petitions (Bankr. D. Del. Lead Case No. 15-10458) on March 3,
2015. Through the Chapter 11 process, the Company intends to sell
non-core assets and intends to reorganize or sell as a going
concern its core subsea contracting business.
The Debtors tapped Richards, Layton & Finger, P.A., as counsel,
O'Melveny & Myers LLP, as co-counsel; and Kurtzman Carson
Consultants, LLC, as claims and noticing agent.
CALMARE THERAPEUTICS: Bard Assoc. Files Revised 13G Statement
-------------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, Bard Associates, Inc. disclosed that as of Dec. 31,
2014, it beneficially owned 3,750,025 shares of common stock of
Calmare Therapeutics, which represents 13.9 percent of the shares
outstanding. The amount of shares beneficially owned by the
reporting personcomprised of 2,500,025 common shares and 1,250,000
warrants. A copy of the regulatory filing is available for free at
http://is.gd/E5Z9SA
About Calmare Therapeutics
Calmare Therapeutics Incorporated, formerly known as Competitive
Technologies, Inc., provides distribution, patent and technology
transfer, sales and licensing services focused on the needs of its
customers and matching those requirements with commercially viable
product or technology solutions. Sales of the Company's
Calmare(R) pain therapy medical device continue to be the major
source of revenue for the Company.
On Aug. 20, 2014, Competitive Technologies changed its name to
Calmare Therapeutics Incorporated.
As of Sept. 30, 2014, the Company had $4.53 million in total
assets, $11.8 million in total liabilities and a $7.25 million
total shareholders' deficit.
Competitive Technologies reported a net loss of $2.67 million
in 2013 following a net loss of $3 million in 2012.
Mayer Hoffman McCann CPAs, New York, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2013, citing that the Company has incurred operating
losses since fiscal year 2006 and has a working capital deficiency
which conditions raise substantial doubt about the Company's
ability to continue as a going concern.
CANCER GENETICS: Files Form 10-K, Reports 16.6M Loss for 2014
-------------------------------------------------------------
Cancer Genetics, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$16.6 million on $10.19 million of revenue for the year ended Dec.
31, 2014, compared to a net loss of $12.4 million on $6.61 million
of revenue in 2013. The Company incurred a net loss of $6.66
million in 2012.
As of Dec. 31, 2014, the Company had $47.1 million in total assets,
$12.6 million in total liabilities, and $34.6 million in total
stockholders' equity.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/yIwebC
About Cancer Genetics
Rutherford, N.J.-based Cancer Genetics, Inc., is an early-stage
diagnostics company focused on developing and commercializing
proprietary genomic tests and services to improve and personalize
the diagnosis, prognosis and response to treatment (theranosis) of
cancer.
CHINA RECYCLING: Regains Compliance with NASDAQ Bid Price Rule
--------------------------------------------------------------
China Recycling Energy Corp. on March 17 disclosed that on March
16, 2015, it received a letter from NASDAQ notifying the Company
that it has regained compliance with the US$1.00 per share minimum
closing bid price requirement for continued listing on the NASDAQ
Global Market, pursuant to the NASDAQ marketplace rules.
On Jan. 28, 2015, NASDAQ notified the Company that its common stock
failed to maintain a minimum bid price of US$1.00 over the previous
30 consecutive business days as required by the Listing Rules of
The Nasdaq Stock Market. Since then, NASDAQ has determined that
for the last 10 consecutive business days, from March 2 to March
13, 2015, the closing bid price of the Company's common stock has
been at US$1.00 per share or greater. Accordingly, the Company has
regained compliance with Listing Rule 5450(a)(1) and this matter is
now closed.
About China Recycling Energy Corp.
China Recycling Energy Corp. (NASDAQ: CREG) --
http://www.creg-cn.com-- is based in Xi'an, China and provides
environmentally friendly waste-to-energy technologies to recycle
industrial byproducts for steel mills, cement factories and coke
plants in China. Byproducts include heat, steam, pressure, and
exhaust to generate large amounts of lower-cost electricity and
reduce the need for outside electrical sources.
CUI GLOBAL: Incurs $2.8 Million Consolidated Net Loss in 2014
-------------------------------------------------------------
CUI Global, Inc., filed with the Securities and Exchange Commission
its annual report on Form 10-K disclosing a consolidated net loss
of $2.80 million on $76.04 million of total revenue for the year
ended Dec. 31, 2014, compared to a consolidated net loss of
$943,000 on $60.65 million of total revenue for the year ended Dec.
31, 2013. The Company also incurred a consolidated net loss of
$2.52 million in 2012.
As of Dec. 31, 2014, CUI Global had $93.05 million in total assets,
$27.08 million in total liabilities, and $66.0 million in total
stockholders' equity.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/2VH2qa
About CUI Global
Tualatin, Ore.-based CUI Global, Inc., formerly known as Waytronx,
Inc., is a platform company dedicated to maximizing shareholder
value through the acquisition, development and commercialization
of new, innovative technologies.
dELIA'S INC: Judge Extends Deadline to Remove Suits to June 5
-------------------------------------------------------------
U.S. Bankruptcy Judge Robert Drain has given dELiA*s Inc until June
5, 2015, to file notices of removal of lawsuits involving the
company and its affiliates.
About DELIA*S INC.
Launched in 1993, dELiA*s Inc., is a retailer which sells apparel,
accessories, footwear, and cosmetics marketed primarily to teenage
girls and young women. The dELiA*s brand products are sold through
the Company's mall-based retail stores, direct mail catalogs and
e-commerce Web sites.
On Dec. 7, 2014, dELiA*s and eight of its subsidiaries each filed a
voluntary petition for relief under Chapter 11 of the United States
Bankruptcy Code (Bankr. S.D.N.Y.). The Debtors have requested that
their cases be jointly administered under Case No. 14-23678.
As of the bankruptcy filing, dELiA*s owns and operates 92 stores in
29 states.
The Debtors have tapped Piper LLP (US) as counsel, Clear Thinking
Group LLC, as restructuring advisor, Janney Montgomery Scott LLC,
as investment banker, and Prime Clerk LLC as claims agent.
As of the Petition Date, the Debtors had $47.0 million in total
assets and $50.5 million in liabilities.
The Debtors have sought court approval of a deal for Gordon
Brothers Retail Partners, LLC and Hilco Merchant Resources, LLC, to
launch going-out-of-business sales.
The Official Committee of Unsecured Creditors tapped to retain
Kelley Drye & Warren LLP as its counsel, and Capstone Advisory
Group, LLC, and Capstone Valuation Services, LLC, as financial
advisors.
DILLARD'S INC: S&P Ups Corp Credit Rating From BB+; Outlook Stable
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings, including
the corporate credit rating, on Little Rock, Ark.-based department
store Dillard's Inc. to 'BBB-' from 'BB+'. The outlook is stable.
"The upgrade reflects our view that the company has consistently
improved its operating measures to a level that is more comparable
to other higher-rated investment-grade rated department stores
(such as Macy's, Kohl's, and Nordstrom), although we don't expect
the company to completely close the gap given its target markets
and lower cost structure," said credit analyst Helena Song. "We
also note that margins have improved over the past two years,
whereas the department store sector has faced a declining trend.
Accordingly, we reassesed the comparable rating analysis to
"neutral" from "unfavorable"."
The stable outlook reflects S&P's view that operating performance
will remain stable with modest revenue and margin growth, as the
company continues to benefit from effective merchandising, good
execution, and expense controls. S&P also expects the company will
maintain very conservative financial policies and solid credit
protection measures that will remain in line with current levels.
An upgrade is unlikely in the near term, as the rating is currently
limited by S&P's assessment of the company's profitability and
operating metrics relative to other department stores and their
business risk profiles. However, if the company is able to
successfully expand its geographic footprint and omnichannel
capability meaningfully and demonstrate solid improvement in
operating measures over time, this could cause S&P to revise its
assessment of its business risk profile to "satisfactory" from
"fair". Furthermore, a higher rating would also be predicated on
stable cash flow generation, conservative financial policies, and
credit protection measures remaining in line with current levels.
S&P could lower the ratings if the company's performance erodes
because of weak apparel sales or increased promotional activity
resulting in margins decline of 200 bps and same-store sales
decline in the high-single-digit area, causing leverage in the
high-1x range. Additionally, S&P could lower the ratings if the
company becomes more aggressive with its financial policies. Under
this scenario, the company would enact debt-funded share
repurchases of more than $1 billion, which would result in leverage
increasing to the upper-1.0x area.
DTS8 COFFEE: Reports $100K Net Loss for Jan. 31 Quarter
-------------------------------------------------------
DTS8 Coffee Company, Ltd., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $100,800 on $96,700 of sales for the three months ended Jan. 31,
2015, compared to a net loss of $591,000 on $90,300 of sales for
the same period a year ago.
For the nine months ended Jan. 31, 2015, the Company reported a net
loss of $540,000 on $271,000 of sales compared to a net loss of
$750,000 on $233,000 of sales for the same period during the prior
year.
As of Jan. 31, 2015, the Company had $3.48 million in total assets,
$1.07 million in total liabilities, all current, and $2.40 million
in total stockholders' equity.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/9hplec
About DTS8 Coffee
DTS8 Coffee Company, Ltd. (previously Berkeley Coffee & Tea, Inc.)
was incorporated in the State of Nevada on March 27, 2009.
Effective Jan. 22, 2013, the Company changed its name from
Berkeley Coffee & Tea, Inc., to DTS8 Coffee Company, Ltd. On
April 30, 2012, the Company acquired 100 percent of the issued and
outstanding capital stock of DTS8 Holdings Co., Ltd., a
corporation organized and existing since June 2008 under the laws
of Hong Kong and which owns DTS8 Coffee (Shanghai) Co., Ltd.
DTS8 Holdings, through its subsidiary DTS8 Coffee, is a gourmet
coffee roasting company established in June 2008. DTS8 Coffee's
office and roasting factory is located in Shanghai, China. DTS8
Coffee is in the business of roasting, marketing and selling
gourmet roasted coffee to its customers in Shanghai, and other
parts of China. It sells gourmet roasted coffee under the "DTS8
Coffee" label through distribution channels that reach consumers
at restaurants, multi-location coffee shops, and offices.
DTS8 Coffee incurred a net loss of $2.31 million on $310,003 of
sales for the year ended April 30, 2014, as compared with a net
loss of $1.11 million on $253,790 of sales during the prior year.
MaloneBailey, LLP, in Houston, Texas, issued a "going concern"
qualification in its report on the Company's financial statements
for the year ended April 30, 2014, citing that the Company has
suffered recurring losses from operations, which raises
substantial doubt about its ability to continue as a going
concern.
DUNE ENERGY: Court Issues Joint Administration Order
----------------------------------------------------
Judge H. Christopher Mott of the U.S. Bankruptcy Court for the
Western District of Texas, Austin Division, issued an order
directing joint administration of the Chapter 11 cases of Dune
Energy, Inc., Dune Operating Company and Dune Properties, Inc.,
under the lead case no. 15-10336.
About Dune Energy
Dune Energy, Inc. (NYSE AMEX: DNE), is an independent energy
company based in Houston, Texas. Since May 2004, the Company has
been engaged in the exploration, development, acquisition and
exploitation of natural gas and crude oil properties, with
interests along the Louisiana/Texas Gulf Coast. The Company's
properties cover over 90,000 gross acres across 27 producing oil
and natural gas fields.
Affiliates Dune Energy, Inc. (Bankr. W.D. Tex. Case No. 15-10336),
Dune Operating Company (Bankr. W.D. Tex. Case No. 15-10337), and
Dune Properties, Inc. (Bankr. W.D. Tex. Case No. 15-10338) filed
separate Chapter 11 bankruptcy petitions on March 8, 2015. The
petitions were signed by James A. Watt, president and chief
executive officer.
Judge Christopher H. Mott presides over the case. Charles A.
Beckham, Jr., Esq., Kourtney P. Lyda, Esq., and Kelli M.
Stephenson, Esq., at Haynes And Boone, LLP, serve as the Debtors'
bankruptcy counsel. Deloitte Transactions And Business Analytics
LLP is the Debtors' restructuring advisors. Parkman Whaling LLC is
the Debtors' sale professionals.
The Debtors listed $229.4 million in total assets and $144.2
million in total debts as of Sept. 30, 2014.
The deadline for creditors to file proofs of claim is July 13,
2015. For governmental units, the deadline to file proofs of
claim
is not later than 180 days from the Petition Date.
DUNE ENERGY: Has Interim Authority to Tap $3M in DIP Loan
---------------------------------------------------------
Judge H. Christopher Mott of the U.S. Bankruptcy Court for the
Western District of Texas, Austin Division, gave Dune Energy, Inc.,
et al., interim authority to obtain postpetition financing in the
principal amount not to exceed $3.0 million and use cash collateral
securing their prepetition indebtedness.
As of the Petition Date, the outstanding amount under the First
Lien Credit Agreement was not less than $40.2 million, consisting
of $38.0 million of principal indebtedness, $187,000 of interest,
$2 million of letters of credit, and $10,083 of letter of credit
fees. The Debtors issued notes in the aggregate principal amount
of $67.8 million pursuant to the Second Lien Loan Documents.
Under the DIP Facility, Bank of Montreal and CIT Bank agreed to
extend up to $10 million, bearing interest at the Alternate Base
Rate plus the Applicable Margin. If an Event of Default has
occurred and is continuing, then all Loans outstanding will bear
interest at a rate per annum equal to 2% plus the rate applicable
to the Loans as provided in Section 3.02(a) of the DIP Credit
Agreement, but in no event to exceed the Highest Lawful Rate.
The final hearing to consider entry of the final order and final
approval of the DIP Facility is scheduled for April 2, 2015, at
1:30 p.m. (CT). Objections are due March 30.
A full-text copy of the Interim DIP Order with Budget is available
at http://bankrupt.com/misc/DUNEcashcol0311.pdf
Counsel to the DIP Agent, First Lien Agent and First Lien Lenders:
Charles Kelley, Esq.
MAYER BROWN LLP
700 Louisiana Street
Houston, TX 77002
Tel: (713) 238-2634
E-mail: ckelley@mayerbrown.com
- and -
Sean T. Scott, Esq.
MAYER BROWN LLP
71 S. Wacker Dr.
Chicago, IL 60606
Tel: (312) 701-8310
E-mail: stscott@mayerbrown.com
Counsel to the Second Lien Trustee and Second Lien Lenders:
Ted Cohen, Esq.
SHEPPARD MULLIN RICHTER & HAMPTON LLP
333 South Hope Street, 43rd Floor
Los Angeles, CA 90071-1422
Tel: (213) 617-4237
E-mail: tcohen@sheppardmullin.com
Counsel to CIT Bank:
Brent McIlwain, Esq.
HOLLAND & KNIGHT, LLP
200 Cresent Court, Suite 1600
Dallas, TX 75201
Tel: (214) 964-9481
E-mail: brent.mcilwain@hklaw.com
Counsel to Shoreline Southeast LLC, and U.S. Specialty Insurance
Company:
Philip Eisenburg, Esq.
LOCKE LORD, LLP
600 Travis Street, Suite 2800
Houston, TX 77002
About Dune Energy
Dune Energy, Inc. (NYSE AMEX: DNE) -- http://www.duneenergy.com/--
is an independent energy company based in Houston, Texas. Since
May 2004, the Company has been engaged in the exploration,
development, acquisition and exploitation of natural gas and crude
oil properties, with interests along the Louisiana/Texas Gulf
Coast. The Company's properties cover over 90,000 gross acres
across 27 producing oil and natural gas fields.
Affiliates Dune Energy, Inc. (Bankr. W.D. Tex. Case No. 15-10336),
Dune Operating Company (Bankr. W.D. Tex. Case No. 15-10337), and
Dune Properties, Inc. (Bankr. W.D. Tex. Case No. 15-10338) filed
separate Chapter 11 bankruptcy petitions on March 8, 2015. The
petitions were signed by James A. Watt, president and chief
executive officer.
Judge Christopher H. Mott presides over the case. Charles A.
Beckham, Jr., Esq., Kourtney P. Lyda, Esq., and Kelli M.
Stephenson, Esq., at Haynes And Boone, LLP, serve as the Debtors'
bankruptcy counsel. Deloitte Transactions And Business Analytics
LLP is the Debtors' restructuring advisors. Parkman Whaling LLC
is
the Debtors' sale professionals.
The Debtors listed $229.4 million in total assets and $144.2
million in total debts as of Sept. 30, 2014.
The deadline for creditors to file proofs of claim is July 13,
2015. For governmental units, the deadline to file proofs of claim
is not later than 180 days from the Petition Date.
DUNE ENERGY: Has Until April 7 to File Schedules
------------------------------------------------
Judge H. Christopher Mott of the U.S. Bankruptcy Court for the
District of Delaware extended until April 7, 2015, the deadline
within which Dune Energy, Inc., et al., must file their schedules
of assets and liabilities and statements of financial affairs.
About Dune Energy
Dune Energy, Inc. (NYSE AMEX: DNE), is an independent energy
company based in Houston, Texas. Since May 2004, the Company has
been engaged in the exploration, development, acquisition and
exploitation of natural gas and crude oil properties, with
interests along the Louisiana/Texas Gulf Coast. The Company's
properties cover over 90,000 gross acres across 27 producing oil
and natural gas fields.
Affiliates Dune Energy, Inc. (Bankr. W.D. Tex. Case No. 15-10336),
Dune Operating Company (Bankr. W.D. Tex. Case No. 15-10337), and
Dune Properties, Inc. (Bankr. W.D. Tex. Case No. 15-10338) filed
separate Chapter 11 bankruptcy petitions on March 8, 2015. The
petitions were signed by James A. Watt, president and chief
executive officer.
Judge Christopher H. Mott presides over the case. Charles A.
Beckham, Jr., Esq., Kourtney P. Lyda, Esq., and Kelli M.
Stephenson, Esq., at Haynes And Boone, LLP, serve as the Debtors'
bankruptcy counsel. Deloitte Transactions And Business Analytics
LLP is the Debtors' restructuring advisors. Parkman Whaling LLC is
the Debtors' sale professionals.
The Debtors listed $229 million in total assets and $144 million in
total debts as of Sept. 30, 2014.
The deadline for creditors to file proofs of claim is July 13,
2015. For governmental units, the deadline to file proofs of claim
is not later than 180 days from the Petition Date.
DUNE ENERGY: Seeks to Employ Parkman Whaling as Investment Banker
-----------------------------------------------------------------
Dune Energy, Inc., et al., seek authority from the U.S. Bankruptcy
Court for the Western District of Texas, Austin Division, to employ
Parkman Whaling LLC as their investment banker.
Parkman Whaling has provided or will provide financial and capital
markets advisory services, including without limitation:
(a) Developing an understanding of the Debtors' objectives and
gaining a thorough understanding of the Debtors' assets, business,
and prospects;
(b) Developing a work program to quantify the reserve and
resource potential of the Debtors' assets and assist the Debtors in
compiling the information for presentation to potential
purchasers;
(c) Assisting the Debtors in formulating, considering and
proposing various transaction structures designed to achieve the
Debtors' objectives with respect to possible transactions;
(d) Designing and implementing a solicitation program to
identify potential transaction counterparties and providing
evaluation materials and other marketing materials to interested
parties;
(e) Assisting the Debtors in conducting due diligence efforts
related to potential transactions;
(f) Assisting the Debtors in developing a negotiating strategy
and in analyzing the highest and best potential transaction;
(g) Assisting the Debtors in pursuing negotiations with one or
more interested parties through the execution of definitive
documentation; and
(h) Rendering other advisory services as may reasonably be
requested by the Debtors in connection with the engagement.
In consideration for Parkman Whaling's advisory services, the
Debtors have agreed to pay Parkman Whaling a monthly fee of
$50,000. The first monthly fee will be due on May 1, 2015, and
each monthly fee will be due on the first day of each month
thereafter throughout the term of the Engagement Letter.
Upon the closing of the Transaction, a fee equal to $500,000 plus
2% of the Transaction Value in excess of $30,300,000; provided
however, the Retainer will be credited against the Transaction
fee.
The following provisions are applicable to the Transaction Fee:
-- No Transaction Fee will be due after termination of the
Engagement Letter; provided however, in the event the Debtors enter
into a letter of intent or definitive agreement before termination
of the Engagement Letter, or within 12 months after termination of
the Engagement Letter, any of which leads to closing a Transaction,
the Transaction Fee will still be earned and paid at the closing of
the Transaction.
-- In the event there is more than one Transaction for which
letters of intent to purchase or definitive agreements to purchase
are signed, a Transaction Fee will be calculated based upon the
aggregate Transaction Value.
-- If the Debtors receive any payment from another party as a
result of the termination or cancellation of the Debtors' efforts
to effect a Transaction, the Debtors will pay Parkman Whaling a fee
in an amount equal to 10% of the termination payment.
In addition to any fees that may be paid to Parkman Whaling under
the Engagement Letter, the Debtors will reimburse Parkman Whaling
monthly for its out-of-pocket expenses incurred in connection with
the Engagement Letter.
Prior to the Petition Date, Parkman Whaling received a retainer of
$100,000 from the Debtors for investment banking services to be
provided in connection with the Chapter 11 Cases.
Thomas B. Hensley, a Member of Parkman Whaling LLC, discloses that
his firm is a "disinterested person" within the meaning of Section
101(14) of the Bankruptcy Code, as required by Section 327(a), and
does not hold or represent an interest adverse to the Debtors'
estates, and (b) Parkman Whaling has no connection to the Debtors,
their creditors, or their related parties.
Mr. Hensley may be reached at:
Thomas B. Hensley
PARKMAN WHALING LLC
600 Travis, #600
Houston, TX 77002
E-mail: thensley@parkmanwhaling.com
About Dune Energy
Dune Energy, Inc. (NYSE AMEX: DNE), is an independent energy
company based in Houston, Texas. Since May 2004, the Company has
been engaged in the exploration, development, acquisition and
exploitation of natural gas and crude oil properties, with
interests along the Louisiana/Texas Gulf Coast. The Company's
properties cover over 90,000 gross acres across 27 producing oil
and natural gas fields.
Affiliates Dune Energy, Inc. (Bankr. W.D. Tex. Case No. 15-10336),
Dune Operating Company (Bankr. W.D. Tex. Case No. 15-10337), and
Dune Properties, Inc. (Bankr. W.D. Tex. Case No. 15-10338) filed
separate Chapter 11 bankruptcy petitions on March 8, 2015. The
petitions were signed by James A. Watt, president and chief
executive officer.
Judge Christopher H. Mott presides over the case. Charles A.
Beckham, Jr., Esq., Kourtney P. Lyda, Esq., and Kelli M.
Stephenson, Esq., at Haynes And Boone, LLP, serve as the Debtors'
bankruptcy counsel. Deloitte Transactions And Business Analytics
LLP is the Debtors' restructuring advisors. Parkman Whaling LLC is
the Debtors' sale professionals.
The Debtors listed $229.4 million in total assets and $144.2
million in total debts as of Sept. 30, 2014.
The deadline for creditors to file proofs of claim is July 13,
2015. For governmental units, the deadline to file proofs of
claim
is not later than 180 days from the Petition Date.
ELEPHANT TALK: Delays 2014 Form 10-K for Review
-----------------------------------------------
Elephant Talk Communications Corp. has determined that it is unable
to file its annual report on Form 10-K for the year ended Dec. 31,
2014, within the prescribed time period without unreasonable effort
or expense. The Company, together with its consultant, is
currently reviewing potential change to certain accounting
treatments and needs additional time to complete the analysis
thereof. The Company expects to file its Form 10-K with the
Securities and Exchange Commission on or before the fifteenth
calendar day as described in Rule 12b-25 under the Securities
Exchange Act of 1934, as amended.
For the fiscal year ended Dec. 31, 2014, the Company's revenue
increased, cost and operating expenses decreased, loss from
operations decreased and net loss decreased comparing to those of
fiscal year ended Dec. 31, 2013, according to a document filed with
the SEC.
About Elephant Talk
Lutz, Fla.-based Elephant Talk Communications, Inc. (OTC BB: ETAK)
-- http://www.elephanttalk.com/-- is an international provider of
business software and services to the telecommunications and
financial services industry.
Elephant Talk reported a net loss of $22.1 million in 2013, a net
loss of $23.1 million in 2012 and a net loss of $25.3 million in
2011. As of Sept. 30, 2014, the Company had $40.6 million in
total assets, $18.4 million in total liabilities and $22.2
million in total stockholders' equity.
ESCO MARINE: Court Issues Joint Administration Order
----------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas,
Corpus Christi Division, issued an order directing the joint
administration of the Chapter 11 cases of ESCO Marine, Inc., and
its debtor affiliates, under lead case no. 15-20107.
About ESCO Marine
ESCO Marine, Inc., and four affiliates sought Chapter 11 bankruptcy
protection in Corpus Christi, Texas (Bankr. S.D. Tex.) on March 7,
2015.
ESCO Marine disclosed $28.8 million in assets and $35.5 million in
debt as of Jan. 31, 2015.
The cases are assigned to Judge Richard S. Schmidt. The Debtors
filed an emergency motion seeking joint administration of their
Chapter 11 cases, requesting to designate as the "main case" the
proceedings of ESCO Marine, Inc., Case No. 15-20107.
ESCO Metals, LLC, ESCO Shredding, LLC, Texas Best Recycling, LLC,
and Texas Best Equipment LLC are affiliates of ESCO Marine. ESCO
Marine is the operating parent company.
The Debtors have tapped Roderick Glen Ayers, Jr., Esq., at Langley
Banack Inc., in San Antonio, as counsel.
ESCO MARINE: DLL Wants Stay Terminated to Pursue State Court Suit
-----------------------------------------------------------------
De Lage Landen Financial Services, Inc., asks the U.S. Bankruptcy
Court for the Southern District of Texas, Corpus Christi Division,
to terminate the automatic stay to allow it to exercise all of its
rights under a loan and security agreements, including recovering
the collateral securing the indebtedness.
DLL and debtor Texas Best Equipment, LLC, are parties to three loan
and security agreements. The Loan & Security Agreements contained
the terms and conditions applicable to three secured loan
transactions involving certain heavy equipment purchased by Texas
Best, as well as promissory notes for the amount financed. The
table below sets forth the total amount financed and a summary of
the collateral securing the debt:
Amount Financed Collateral Summary
--------------- ------------------
$358,213 One (1) Sennebogen 825R-HD Material
Handler, S/N 825 5 1582
$359,407 One (1) Sennebogen 835M-D Material
Handler, S/N 835 0 1264
$358,213 One (1) Sennebogen 840RHD-D Material
Handler, S/N 840 5 1048
DLL tells the Bankruptcy Court that Texas Best defaulted under the
terms of the three Loan & Security Agreements as a result of Texas
Best's failure to make all payments as they became due. Esco,
which guaranteed the loans, defaulted by failing to satisfy the
debts owed by Texas Best under the Loan & Security Agreements, DLL
adds.
As a result of the Debtors' defaults, DLL instituted suit against
the Debtors in the 103rd District Court of Cameron County, Texas,
in Case No. 2014-DCL-04694. Shortly after instituting suit, DLL
and the Debtors entered into a settlement agreement, which the
Debtors subsequently breached. Pursuant to the parties' agreement,
on Dec. 3, 2014, an Agreed Judgment was entered in the State Court
Action. Among other things, the Judgment rendered judgment in
favor of DLL and against the Debtors, jointly and severally, in the
amount of $757,756. The Judgment also provided that DLL was
entitled to immediate possession of the Collateral.
As of the Petition Date, after accounting for postjudgment interest
at the rate of 18% and a credit in the amount of $182,794 for
payments made to DLL prior to entry of the Judgment, no less than
$601,615 is owed on the Judgment. In addition to this amount, the
Debtors owe DLL additional attorneys' fees and expenses incurred
through the Petition Date.
DLL is represented by:
Jay L. Krystinik, Esq.
John C. Leininger, Esq.
Andrew G. Spaniol, Esq.
BRYAN CAVE LLP
JP Morgan Chase Tower, Suite 3300
2200 Ross Avenue
Dallas, TX 75201
Tel: (214) 721-8000
E-mail: jay.krystinik@bryancave.com
john.leininger@bryancave.com
andrew.spaniol@bryancave.com
About ESCO Marine
ESCO Marine, Inc., and four affiliates sought Chapter 11 bankruptcy
protection in Corpus Christi, Texas (Bankr. S.D. Tex.) on March 7,
2015.
ESCO Marine disclosed $28.8 million in assets and $35.5 million in
debt as of Jan. 31, 2015.
The cases are assigned to Judge Richard S. Schmidt. The Debtors
filed an emergency motion seeking joint administration of their
Chapter 11 cases, requesting to designate as the "main case" the
proceedings of ESCO Marine, Inc., Case No. 15-20107.
ESCO Metals, LLC, ESCO Shredding, LLC, Texas Best Recycling, LLC,
and Texas Best Equipment LLC are affiliates of ESCO Marine. ESCO
Marine is the operating parent company.
The Debtors have tapped Roderick Glen Ayers, Jr., Esq., at Langley
Banack Inc., in San Antonio, as counsel.
ESCO MARINE: Has Interim Authority to Use Callidus Cash Collateral
------------------------------------------------------------------
Esco Marine, Inc., sought and obtained interim authority from the
U.S. Bankruptcy Court for the Southern District of Texas, Corpus
Christi Division, to use cash collateral securing its prepetition
indebtedness from first lien holder, Callidus Capital Corporation,
in order to continue to preserve the value of their assets on a
postpetition basis.
Callidus, which is owed approximately $31 million, objected to the
use of cash collateral because, among other things, it will not be
adequately protected as its collateral will only be depleted and
not replenished. Callidus told the Court that it is willing to
consider lending again to the Debtors to restart full operations if
an operating trustee or independent management is appointed but
will not do so with current management in place.
In order to resolve Callidus' objection, the Budget is modified in
the record of the hearing held on March 10, 2015. Specifically, on
an interim basis, the Debtors may use Callidus' Cash Collateral to
make the following payments:
(a) Payroll for Vice President/Contract Administrator, Project
Manager, Security Manager, VP Finance, 10 security guards, 3
accountants/administrators and 3 production operators.
(b) Duff Phelps.
(c) Utilities.
(d) Miscellaneous bank charges/payroll service fees.
(e) The Debtor's reqeust for authority to make payments of
insurance premiums is denied without prejudice at this time.
Callidus is granted a postpetition replacement lien in all assets
of all of the five Debtors and the authority to record any lien as
it will deem appropriate, but it is not required to record the lien
in order to perfect its claim. All funds collected by the Debtors
will be put only in the Callidus lock-box account to be used solely
for the purposes and in the amounts seth forth in the Budget.
There will be a further hearing on entry of other, further, or
permanent orders on March 20, 2015, at 10:00 a.m.
A full-text copy of the Interim Order with Budget is available at
http://bankrupt.com/misc/ESCOcashcol0313.pdf
Callidus is represented by:
Shelby A. Jordan, Esq.
Nathaniel Peter Holzer, Esq.
JORDAN, HYDEN, WOMBLE, CULBRETH & HOLZER, P.C.
500 North Shoreline Blvd., Suite 900
Corpus Christi, TX 78401-0341
Tel: (361) 884-5678
Fax: (361) 888-5555
Email: sjordan@jhwclaw.com
pholzer@jhwclaw.com
-- and --
Michael C. Hammer, Esq.
DICKINSON WRIGHT PLLC
350 S. Main Street, Suite 300
Ann Arbor, MI 48104
Tel: (734) 623-1696
Fax: (734) 623-1625
Email: MHammer@dickinsonwright.com
-- and --
Kristi A. Katsma, Esq.
DICKINSON WRIGHT PLLC
500 Woodward, Suite 4000
Detroit, MI 48226
Tel: (313) 223-3180
Fax: (313) 223-3598
Email: KKatsma@dickinsonwright.com
About ESCO Marine
ESCO Marine, Inc., and four affiliates sought Chapter 11 bankruptcy
protection in Corpus Christi, Texas (Bankr. S.D. Tex.) on March 7,
2015.
ESCO Marine disclosed $28.8 million in assets and $35.5 million in
debt as of Jan. 31, 2015.
The cases are assigned to Judge Richard S. Schmidt. The Debtors
filed an emergency motion seeking joint administration of their
Chapter 11 cases, requesting to designate as the "main case" the
proceedings of ESCO Marine, Inc., Case No. 15-20107.
ESCO Metals, LLC, ESCO Shredding, LLC, Texas Best Recycling, LLC,
and Texas Best Equipment LLC are affiliates of ESCO Marine. ESCO
Marine is the operating parent company.
The Debtors have tapped Roderick Glen Ayers, Jr., Esq., at Langley
Banack Inc., in San Antonio, as counsel.
ESTERLINE TECH: $200MM Share Buyback No Impact on Moody's Ba1 CFR
-----------------------------------------------------------------
Moody's Investors Service said that the increase in Esterline
Technologies Corporation share repurchase authorization by $200
million is credit negative, but will not result in changes to the
Ba1 Corporate Family Rating, its Ba2 unsecured notes rating, or
Esterline's SGL-2 speculative grade liquidity rating. Esterline
has a stable ratings outlook.
Esterline Technologies Corporation, headquartered in Bellevue WA,
serves primarily aerospace and defense customers with products for
avionics, propulsion and guidance systems. The company operates in
three business segments: Avionics and Controls, Sensors and Systems
and Advanced Materials. Revenues for the twelve months ending Jan.
30, 2015 totaled $2.0 billion.
EVERYWARE GLOBAL: President & CEO Appointed to Board
----------------------------------------------------
The board of directors of EveryWare Global, Inc., announced the
appointment of Company President and Chief Executive Officer Sam
Solomon as a member of the board of directors, effective March 12,
2015.
Mr. Solomon joined EveryWare Global in February 2014 as interim
chief executive officer and was subsequently named president and
chief executive officer on June 9, 2014.
"Under Sam's leadership and guidance, EveryWare Global has made
considerable progress positioning the Company for future success,"
said Daniel Collin, Chairman of the Board of Directors, in making
the announcement. "We are very pleased to add his experience and
insight to the Board of Directors as we work together to drive the
Company forward and create long-term value for our customers,
suppliers, employees and stakeholders."
Mr. Solomon has more than 20 years of leadership experience in
branded consumer, multi-channel businesses including Sears, The
Coleman Company, and Procter and Gamble. Over the past year, he
has led EveryWare Global through challenging but successful
negotiations to secure new investment in the Company, while also
overseeing improvements to operations and customer service.
As Mr. Solomon receives compensation for his position as the
company's president and chief executive officer, he will not
receive additional compensation as a Board member, according to a
document filed with the Securities and Exchange Commission.
About EveryWare
EveryWare Global, Inc. is a global marketer of tabletop and food
preparation products for the consumer and foodservice markets,
with operations in the United States, Canada, Mexico, Latin
America, Europe and Asia. Its global platform allows it to market
and distribute internationally its total portfolio of products,
including bakeware, beverageware, serveware, storageware,
flatware, dinnerware, crystal, buffetware and hollowware; premium
spirit bottles; cookware; gadgets; candle and floral glass
containers; and other kitchen products, all under a broad
collection of widely-recognized brands.
For the six months ended June 30, 2014, the Company reported a net
loss of $65.3 million on $195 million of total revenues
compared to a net loss of $2 million on $200 million of total
revenue for the same period during the prior year.
As of June 30, 2014, the Company had $274 million in total
assets, $400 million in total liabilities, and a $126 million
stockholders' deficit.
* * *
As reported by the TCR on Aug. 6, 2014, Standard & Poor's Ratings
Services raised its corporate credit rating on EveryWare Global
Inc. to 'CCC+' from 'CCC-'. "The upgrade reflects our view that a
default scenario is less likely as a result of a $20 million
investment from majority owner, Monomoy Capital Partners, in
addition to a waiver received for the covenant default in the
quarter ended March 2014 and the expected covenant default in the
quarter ended June 2014.
EXIDE TECHNOLOGIES: Creditors' Panel Hires Stewarts Law as Counsel
------------------------------------------------------------------
The Official Committee of Unsecured Creditors of Exide Technologies
Inc. seeks authorization from the Hon. Kevin J. Carey of the U.S.
Bankruptcy Court for the District of Delaware to retain Stewarts
Law LLP to provide foreign law services, nunc pro tunc to Feb. 6,
2015.
The Committee submits that it is necessary and appropriate for it
to retain Stewarts Law to provide foreign law services, at the
direction of Morris, Nichols, Arsht & Tunnell LLP ("MNAT"),
including to:
(a) assist with the Letters Rogatory in connection with issues
related to the Trafigura 2004 Order; and
(b) perform such other legal services as may be required or are
otherwise deemed to be in the interests of the Committee in
accordance with the Committee's powers and duties as set
forth in the Bankruptcy Code, Bankruptcy Rules or other
applicable law (collectively, the "Foreign Services").
The current hourly rates (in Pounds Sterling) charged by Stewarts
Law for fee earners and paralegals employed in its offices are
provided below:
Partners GBP550–GBP600
Associates GBP350-GBP415
Business Analyst GBP250
Paralegals GBP150
Stewarts Law will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Scott Campbell, partner of Stewarts Law, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.
Stewarts Law can be reached at:
Scott Campbell, Esq.
STEWARTS LAW LLP
5 New Street Square
London EC4A 3BF, England
Tel: +44 (207) 936-8108
E-mail: scampbell@stewartslaw.com
About Exide Technologies
Headquartered in Milton, Ga., Exide Technologies (NASDAQ: XIDE) --
http://www.exide.com/-- manufactures and distributes lead acid
batteries and other related electrical energy storage
products.
Exide first sought Chapter 11 protection (Bankr. Del. Case No.
02-11125) on April 14, 2002 and exited bankruptcy two years after.
Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland &
Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl &
Jones
LLP represented the Debtors in their successful restructuring.
Exide returned to Chapter 11 bankruptcy (Bankr. D. Del. Case No.
13-11482) on June 10, 2013. Exide disclosed $1.89 billion in
assets and $1.14 billion in liabilities as of March 31, 2013.
Exide's international operations were not included in the filing
and will continue their business operations without supervision
from the U.S. courts.
For the new case, Exide has tapped Anthony W. Clark, Esq., at
Skadden, Arps, Slate, Meagher & Flom LLP, and Pachulski Stang Ziehl
& Jones LLP as counsel; Alvarez & Marsal as financial advisor;
Sitrick and Company Inc. as public relations consultant and GCG as
claims agent. Schnader Harrison Segal & Lewis LLP was tapped as
special counsel.
The Official Committee of Unsecured Creditors is represented by
Lowenstein Sandler LLP and Morris, Nichols, Arsht & Tunnell LLP as
co-counsel. Zolfo Cooper, LLC serves as its bankruptcy consultants
and financial advisors. Geosyntec Consultants was tapped as
environmental consultants to the Committee.
Robert J. Keach of the law firm Bernstein Shur as fee examiner has
been appointed as fee examiner. He has hired his own firm as
counsel.
* * *
In November 2014, the Bankruptcy Court terminated Exide's exclusive
period to propose a Chapter 11 plan. The Court ordered that any
party-in-interest, including the Official Committee of Unsecured
creditors may file and solicit acceptance of a Chapter 11 Plan.
Exide already has a plan of reorganization in place. Reorganized
Exide's debt at emergence will comprise: (i) an estimated $225
million Exit ABL Revolver Facility; (ii) $264 million of New First
Lien High Yield Notes; (iii) $284 million of New Second Lien
Convertible Notes. The Debtor's non-debtor European subsidiaries
are also expected to have approximately $23 million; (b) The New
Second Lien Convertible Notes will be convertible into 80% of the
New Exide Common Stock on a fully diluted basis; and (c) New Exide
Common Stock would be allocated as follows: 15.0% to Holders of
Senior Secured Note Claims after conversion of the New Second Lien
Convertible Notes into New Exide Common Stock; 3.0% on account of
the DIP/Second Lien Conversion Funding Fee; and 2.0% on account of
the DIP/Second Lien Backstop Commitment Fee. A full-text copy of
the Disclosure Statement dated Nov. 17, 2014, is available at
http://bankrupt.com/misc/EXIDEds1117.pdf
In December 2014, Judge Kevin Carey denied the request of Exide
shareholders for appointment of an official equity holders'
committee. The shareholders have objected to the Plan.
EXIDE TECHNOLOGIES: Hires Baker Botts as Special Counsel
--------------------------------------------------------
Exide Technologies Inc. seeks authorization from the Hon. Kevin J.
Carey of the U.S. Bankruptcy Court for the District of Delaware to
employ Baker Botts L.L.P. as special counsel, nunc pro tunc to Jan.
1, 2014.
Baker Botts will assist the Debtor, as requested, with respect to
environmental representation and to perform any and all other legal
services as may be requested by the Debtor from time to time.
Baker Botts will be paid at these hourly rates:
Van Beckwith, Partner-Trial Department $990
Jennifer Keane, Partner-Environmental $765
Aileen Hooks, Partner-Environmental $765
Ryan Bangert, Partner-Trial Department $720
Paulina Williams,
Sr. Associate-Environmental $630
Partners $650-$1,250
Associates and Other Counsel $350-$1,000
Paraprofessionals $125-$650
Baker Botts will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Jennifer Keane, partner of Baker Botts, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.
Baker Botts can be reached at:
Jennifer Keane, Esq.
BAKER BOTTS L.L.P.
98 San Jacinto Boulevard, Suite 1500
Austin, TX 78701
Tel: +1 (512) 322-2594
Fax: +1 (512) 322-8394
E-mail: jennifer.keane@bakerbotts.com
About Exide Technologies
Headquartered in Milton, Ga., Exide Technologies (NASDAQ: XIDE) --
http://www.exide.com/-- manufactures and distributes lead acid
batteries and other related electrical energy storage
products.
Exide first sought Chapter 11 protection (Bankr. Del. Case No.
02-11125) on April 14, 2002 and exited bankruptcy two years after.
Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland &
Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl &
Jones
LLP represented the Debtors in their successful restructuring.
Exide returned to Chapter 11 bankruptcy (Bankr. D. Del. Case No.
13-11482) on June 10, 2013. Exide disclosed $1.89 billion in
assets and $1.14 billion in liabilities as of March 31, 2013.
Exide's international operations were not included in the filing
and will continue their business operations without supervision
from the U.S. courts.
For the new case, Exide has tapped Anthony W. Clark, Esq., at
Skadden, Arps, Slate, Meagher & Flom LLP, and Pachulski Stang Ziehl
& Jones LLP as counsel; Alvarez & Marsal as financial advisor;
Sitrick and Company Inc. as public relations consultant and GCG as
claims agent. Schnader Harrison Segal & Lewis LLP was tapped as
special counsel.
The Official Committee of Unsecured Creditors is represented by
Lowenstein Sandler LLP and Morris, Nichols, Arsht & Tunnell LLP as
co-counsel. Zolfo Cooper, LLC serves as its bankruptcy consultants
and financial advisors. Geosyntec Consultants was tapped as
environmental consultants to the Committee.
Robert J. Keach of the law firm Bernstein Shur as fee examiner has
been appointed as fee examiner. He has hired his own firm as
counsel.
* * *
In November 2014, the Bankruptcy Court terminated Exide's exclusive
period to propose a Chapter 11 plan. The Court ordered that any
party-in-interest, including the Official Committee of Unsecured
creditors may file and solicit acceptance of a Chapter 11 Plan.
Exide already has a plan of reorganization in place. Reorganized
Exide's debt at emergence will comprise: (i) an estimated $225
million Exit ABL Revolver Facility; (ii) $264 million of New First
Lien High Yield Notes; (iii) $284 million of New Second Lien
Convertible Notes. The Debtor's non-debtor European subsidiaries
are also expected to have approximately $23 million; (b) The New
Second Lien Convertible Notes will be convertible into 80% of the
New Exide Common Stock on a fully diluted basis; and (c) New Exide
Common Stock would be allocated as follows: 15.0% to Holders of
Senior Secured Note Claims after conversion of the New Second Lien
Convertible Notes into New Exide Common Stock; 3.0% on account of
the DIP/Second Lien Conversion Funding Fee; and 2.0% on account of
the DIP/Second Lien Backstop Commitment Fee. A full-text copy of
the Disclosure Statement dated Nov. 17, 2014, is available at
http://bankrupt.com/misc/EXIDEds1117.pdf
In December 2014, Judge Kevin Carey denied the request of Exide
shareholders for appointment of an official equity holders'
committee. The shareholders have objected to the Plan.
FAMILY CHRISTIAN: Hearing Today on Further Use of Cash Collateral
-----------------------------------------------------------------
The Bankruptcy Court entered an order authorizing, on an interim
basis, Family Christian, LLC, et al., to use cash collateral until
March 20, 2015. A final hearing will be held March 19, at 10:00
a.m., on further access to the cash collateral.
FC Special Funding, LLC, as assignee of JP Morgan Chase Bank, N.A.,
individually and in its role as agent, asserts a properly perfected
first priority security interest and lien in the cash collateral.
Credit Suisse AG, Cayman Island Branch, individually and in its
role as agent for Credit Suisse Loan Funding, LLC, Medley Capital
Corporation, Congruent Credit Opportunities Fund II, LP, and Main
Street Mezzanine Fund, LP assert a properly perfected junior
security interest and lien in and to the Senior Prepetition
Collateral, including without limitation, cash collateral.
As of Feb. 11, 2015, the senior lender asserts that the principal
amount of the indebtedness owed by Debtors under a revolver is
approximately $24,000,000, while the Junior Lenders assert that the
principal amount of the indebtedness owed by Debtors under the Term
Loan is $34,000,000.
The Debtors would use the cash collateral to continue operating
their business.
As adequate protection from any diminution in value of the lenders'
collateral, the Debtors will grant the lenders a lien, subject to
carve out, and adequate protection payments.
About Family Christian
Family Christian Holding, LLC, is the sole owner and member of
Family Christian, LLC, which operates and runs Family Christian
stores, one of the largest retail sellers of Christian books,
music, DVDs, church supplies, and other faith based merchandise.
Family Christian, LLC, Family Christian Holding, LLC, and
FCS Giftco, LLC, filed Chapter 11 bankruptcy petitions (Bankr.
W.D.
Mich. Lead Case No. 15-00643) on Feb. 11, 2015. The petition was
signed by Chuck Bengochea as president and CEO. The Debtors
estimated assets and liabilities of $50 million to $100 million.
The Debtors are being represented by Todd Almassian, Esq., at
Keller & Almassian PLC, and Erich Durlacher, Esq., Brad Baldwin,
Esq., Bryan Glover, Esq., at Burr & Forman LLP as counsel.
The Court ordered the joint administration of the Chapter 11 cases
of Family Christian LLC, Family Christian Holding LLC and FCS
Giftco LLC under Case No. 15-00643.
The U.S. Trustee for Region 9 appointed seven creditors of to serve
on the official committee of unsecured creditors.
FAMILY CHRISTIAN: Withdraws Bankruptcy Plan; Sale Halted
--------------------------------------------------------
Family Christian Stores has withdrawn its bankruptcy plan, after
Christian publishers sued the ministry over $20 million of
consignment inventory, and the U.S. Trustee and creditors committee
objected to how the sale plan would allegedly benefit one of the
Company's owners, Sarah Eekhoff Zylstra, writing or
Christianitytoday.com, reports.
The Company explained its initial plan on its website, saying that
through a newly formed subsidiary, Family Christian Ministries will
serve as the lead bidder for the Section 363 sale process, putting
forward a plan that acquires the streamlined organization's assets
and maintains operation of the chain's 267 stores in 36 states, as
well as its e-commerce site www.familychristian.com. Family
Christian Stores was asking the Court for a schedule to complete
the sale process in 60 days.
According to Christianitytoday.com, the withdrawal does not mean
that the Company will stop seeking Chapter 11 bankruptcy protection
entirely, but that it will no longer pursue protection under
section 363. "The stalking horse bid was pulled, so the 363 sale
motion isn't going forward at this time," Christianitytoday.com
quoted A. Todd Almassian, Esq., the attorney for the Company, as
saying.
Christianitytoday.com relates that creditors committee were
concerned that Richard Jackson -- one of the Company's owners and
who controlled proposed buyer FCS Acquisition -- "wears three hats"
as the ultimate owner of the Company, which is being sold, FCS
Acquisition, and the first lienholder FC Special Funding. The
report adds that the U.S. Trustee also objected, saying that Mr.
Jackson was the only creditor slated to receive anything from the
sale.
The Company, says Christianitytoday.com, has assured customers that
it wouldn't close any of its more than 250 stores or lay off any of
its approximately 4,000 workers.
About Family Christian
Family Christian Holding, LLC, is the sole owner and member of
Family Christian, LLC, which operates and runs Family Christian
stores, one of the largest retail sellers of Christian books,
music, DVDs, church supplies, and other faith based merchandise.
Family Christian, LLC, Family Christian Holding, LLC, and
FCS Giftco, LLC, filed Chapter 11 bankruptcy petitions (Bankr. W.D.
Mich. Lead Case No. 15-00643) on Feb. 11, 2015. The petition was
signed by Chuck Bengochea as president and CEO. The Debtors
estimated assets and liabilities of $50 million to $100 million.
The Debtors are being represented by Todd Almassian, Esq., at
Keller & Almassian PLC, and Erich Durlacher, Esq., Brad Baldwin,
Esq., Bryan Glover, Esq., at Burr & Forman LLP as counsel.
FANNIE MAE: Adopts Performance Goals for 2015
---------------------------------------------
The Board of Directors of Fannie Mae adopted performance goals for
2015, according to a document filed with the Securities and
Exchange Commission.
A principal element of compensation for each of Fannie Mae's
officers who is identified as an "executive officer" in its annual
report on Form 10-K for the year ended Dec. 31, 2014, other than
Fannie Mae's chief executive officer, is deferred salary, a portion
of which is subject to reduction, or "at-risk," based on
performance. One half of Fannie Mae's executives' at-risk deferred
salary is subject to reduction based on corporate performance and
the other half is subject to reduction based on individual
performance. Performance against the 2015 Board of Directors'
goals will be a factor considered in determining the individual
performance of the Company's executives for purposes of the
individual performance-based component of their 2015 at-risk
deferred salary.
2015 Board of Directors Goals
1. Sustain and grow partnerships with lenders and other key
housing stakeholders.
2. Serve the market by providing products and services that help
people own, rent, or stay in their homes.
3. Build sustainable financial performance.
4. Maintain a disciplined risk, control, and compliance
environment.
5. Improve the company's capabilities, infrastructure, and
efficiency to prepare for a more competitive future.
6. Develop the Company's workforce so that it is ready to meet the
business challenges of today and into the future.
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.
FEDERATION EMPLOYMENT: Files Chapter 11 Bankruptcy Petition
-----------------------------------------------------------
Federation Employment & Guidance Service on March 18 disclosed that
it has entered the final stages of the previously-announced
transfer of its programs and services and consequently the winding
down of its operations. To facilitate this, FEGS has filed for
Chapter 11 relief in the U.S. Bankruptcy Court for the Eastern
District of New York. The filing will provide the best opportunity
for the uninterrupted continuation of FEGS programs and services to
clients under different agencies.
"This filing represents the next step in our commitment to transfer
all programs and services to appropriate parties in a way that
ensures our clients experience uninterrupted care and support,"
said Kristin M. Woodlock, CEO of FEGS. "Utilizing the Chapter 11
process will best position FEGS to accomplish our goal. The
employees of FEGS have seen to it that clients continue to receive
the high quality service for which FEGS has been known. I want to
recognize their heroism during this very difficult time."
FEGS fully expects to continue to operate during the bankruptcy
process, including maintaining:
-- Wages and benefits for employees, with full protection under
U.S. federal law for qualified
retirement plans.
-- Continuing to deliver the high quality service for clients
that FEGS is known for.
-- Payment to vendors and suppliers for all goods and services
provided after the date of the
Chapter 11 filing.
In conjunction with the filing, FEGS has arranged for a loan
facility of up to $10 million from UJA-Federation of New York that
will support continued operations as programs are transferred and
ensure payment to suppliers and service providers in the ordinary
course of business. FEGS will seek immediate approval of the
borrowing from the Court.
To date, FEGS has made substantial progress in transferring several
of its programs and services to appropriate social service
organizations that intend to continue their operation. Several
major employment, workforce development and youth education
programs have already been successfully transferred to other
providers. FEGS is working closely with government and several
other organizations to transfer its remaining programs and services
and ensure continuity of care. These remaining transfers are well
underway and expected to be completed in the near future.
Federation Employment & Guidance Service is a nonprofit health and
human services organization.
FLINTKOTE COMPANY: Aug. 10 Confirmation Hearing on Modified Plan
----------------------------------------------------------------
Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District
of Delaware approved the disclosure statement explaining the
modified confirmed amended joint plan of reorganization filed by
The Flintkote Company and Flintkote Mines Limited and allowed the
Debtors to resolicit the votes of holders of claims in the eligible
classes with regard to the Plan.
As previously reported by The Troubled Company Reporter, the
Debtors modified their confirmed plan to incorporate the terms of a
comprehensive settlement with its parent, Imperial Tobacco Canada
Limited, f/k/a Imasco Limited (Canada).
The Prior Plan was confirmed by the U.S. Bankruptcy Court for the
District of Delaware by order dated Dec. 21, 2012, and the
District Court affirmed confirmation of the Prior Plan by order
dated July 10, 2014. At the time of confirmation, Imperial,
Flintkote's former indirect parent company, was the only objector
to confirmation of the Prior Plan and subsequently appealed both
the Bankruptcy Court's order confirming the Prior Plan and the
District Court Affirmation Order. Imperial's appeal of the
District Court Affirmation Order is currently pending before the
United States Court of Appeals for the Third Circuit.
The Plan Proponents and Imperial, on December 17, 2014, entered
into the Settlement Agreement, which resolves all outstanding
disputes and claims between the Debtors and their Estates and
Imperial, including the Dividend Recovery Litigation.
Under the Settlement Agreement, Imperial has agreed to pay the
cash
sum of $575 million to the Debtors and their Estates. On December
19, 2014, Imperial caused the Settlement Funds to be transferred
by
wire transfer to Citibank N.A., as Escrow Agent. The Settlement
Funds, along with any interest accrued thereon, net of fees, will
be released to Reorganized Flintkote and the Trust only upon
confirmation of the Plan and satisfaction of all conditions in the
Settlement Agreement.
In exchange for payment of the Settlement Funds, Imperial requires
confirmation of the Plan, and entry of a confirmation order (as
affirmed by the District Court) that provides Imperial and certain
related parties with the protection of the Third Party Injunction
pursuant to Section 524(g) of the Bankruptcy Code, certain estate
releases, and the Supplemental Settlement Bar Order.
The Supplemental Voting Deadline is June 2. Any objections to the
confirmation of the Plan must be submitted on or before July 8.
The confirmation hearing will commence on Aug. 10, 2015, at 10:30
a.m. (ET).
About The Flintkote Company
Headquartered in San Francisco, California, The Flintkote Company
is engaged in the business of manufacturing, processing and
distributing building materials. Flintkote Mines Limited is a
subsidiary of Flintkote Company and is engaged in the mining of
base-precious metals. The Flintkote Company filed for Chapter 11
protection (Bankr. D. Del. Case No. 04-11300) on April 30, 2004.
Flintkote Mines Limited filed for Chapter 11 relief (Bankr. D.
Del. Case No. 04-12440) on Aug. 25, 2004. Kevin T. Lantry, Esq.,
Jeffrey E. Bjork, Esq., Dennis M. Twomey, Esq., Jeremy E.
Rosenthal, Esq., and Christina M. Craige, Esq., at Sidley Austin,
LLP, in Los Angeles; James E. O'Neill, Esq., and Laura Davis
Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington,
Del., represent the Debtors in their restructuring efforts.
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New
York, N.Y.; Peter Van N. Lockwood, Esq., Ronald E. Reinsel, Esq.,
at Caplin & Drysdale, Chartered, in Washington, D.C.; and Philip
E. Milch, Esq., at Campbell & Levine, LLC, in Wilmington, Del.,
represent the Asbestos Claimants Committee as counsel.
James J. McMonagle, is the legal representative for future
claimants. The FCR has retained Dr. Timothy Wyant as claims
evaluation consultant. The FCR is represented by James L.
Patton, Jr., Esq., and Edwin J. Harron, Esq., at Young Conaway
Stargatt & Taylor, LLP; and Reginald W. Jackson, Esq., at Vorys,
Sater, Seymour & Pease LLP.
When Flintkote filed for protection from its creditors, it
estimated more than $100 million each in assets and debts. When
Flintkote Mines Limited filed for protection from its creditors,
it estimated assets of $1 million to $50 million, and debts of
more than $100 million.
The Debtors' Chapter 11 cases have been re-assigned to Judge Mary
F. Walrath in line with the retirement of former Bankruptcy
Judge Judith Fitzgerald.
FLINTKOTE COMPANY: Has Until Oct. 31 to Solicit Acceptances of Plan
-------------------------------------------------------------------
Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District
of Delaware extended the period during which The Flintkote Company
and Flintkote Mines Limited have the exclusive right to file a
Chapter 11 plan of reorganization through Aug. 31, 2015, and the
period during which the Debtors have exclusive right to solicit
acceptances of that plan through Oct. 31, 2015.
As previously reported by The Troubled Company Reporter, the
Debtors and its former parent, Imperial Tobacco Canada Limited,
submitted an additional letter requesting the Court to renew its
stay as the Debtors pursue confirmation of the Plan. The Debtors
have obtained Court approval of voting procedures that will allow
creditors who previously voted on the Prior Plan the opportunity to
change their votes, which would otherwise be counted as votes on
the Plan.
Kevin T. Lantry, Esq., at Sidley Austin LLP, in Los Angeles,
California, asserts that at this stage in the Debtors' cases,
terminating exclusivity will not result in a "better" plan, but
may
instead impair the Plan Proponents' ability to confirm the Plan,
which resolves ITCAN's remaining objections in the Chapter 11
cases
and results in an additional $575 million for the estates.
About The Flintkote Company
Headquartered in San Francisco, California, The Flintkote Company
is engaged in the business of manufacturing, processing and
distributing building materials. Flintkote Mines Limited is a
subsidiary of Flintkote Company and is engaged in the mining of
base-precious metals. The Flintkote Company filed for Chapter 11
protection (Bankr. D. Del. Case No. 04-11300) on April 30, 2004.
Flintkote Mines Limited filed for Chapter 11 relief (Bankr. D.
Del. Case No. 04-12440) on Aug. 25, 2004. Kevin T. Lantry, Esq.,
Jeffrey E. Bjork, Esq., Dennis M. Twomey, Esq., Jeremy E.
Rosenthal, Esq., and Christina M. Craige, Esq., at Sidley Austin,
LLP, in Los Angeles; James E. O'Neill, Esq., and Laura Davis
Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington,
Del., represent the Debtors in their restructuring efforts.
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New
York, N.Y.; Peter Van N. Lockwood, Esq., Ronald E. Reinsel, Esq.,
at Caplin & Drysdale, Chartered, in Washington, D.C.; and Philip
E. Milch, Esq., at Campbell & Levine, LLC, in Wilmington, Del.,
represent the Asbestos Claimants Committee as counsel.
James J. McMonagle, is the legal representative for future
claimants. The FCR has retained Dr. Timothy Wyant as claims
evaluation consultant. The FCR is represented by James L.
Patton, Jr., Esq., and Edwin J. Harron, Esq., at Young Conaway
Stargatt & Taylor, LLP; and Reginald W. Jackson, Esq., at Vorys,
Sater, Seymour & Pease LLP.
When Flintkote filed for protection from its creditors, it
estimated more than $100 million each in assets and debts. When
Flintkote Mines Limited filed for protection from its creditors,
it estimated assets of $1 million to $50 million, and debts of
more than $100 million.
The Debtors' Chapter 11 cases have been re-assigned to Judge Mary
F. Walrath in line with the retirement of former Bankruptcy
Judge Judith Fitzgerald.
GLEACHER & CO: To Make Second Liquidating Distribution
------------------------------------------------------
Gleacher & Company, Inc., on March 16 disclosed that the Board has
determined to make a second liquidating distribution to Company
stockholders in the amount of $0.50 per share of the Company's
common stock (approximately $3.1 million in the aggregate).
Stockholders of record as of March 30, 2015 will be entitled to
receive the distribution. The Company anticipates that the payment
date for such distribution will be on or about April 10, 2015.
The reduced liquidating distribution (relative to the Company's
previously stated expectations) reflects principally the Company's
evaluation, which is continuing, of matters surrounding companion
subpoenas issued by the U.S. Securities and Exchange Commission and
the U.S. Commodity Futures Trading Commission. In their subpoenas,
the regulators primarily seek information relating to the
activities of a former employee in the Company's now-defunct
trading operations, although the Company has reason to believe that
the inquiries are part of a broader investigation by market
regulators relating to trading and other activities of
representatives of multiple financial institutions. The Company is
cooperating fully with these regulators. The Company believes that
the regulatory investigations are in their preliminary stages, and
to date the Company has not been informed that it engaged in any
improper conduct. However, the Company cannot be sure that any of
its employees were not conducting trading or other activities in
violation of applicable law or that the Company will not be accused
of wrongdoing.
In light of the foregoing, the Board authorized an interim
distribution in a smaller amount than it had previously expected.
The Company also announced an update regarding the scheduling of
the hearing in the FINRA arbitration proceeding brought by the
Company against a former competitor and a group of former employees
discussed in the Company's unaudited financial statements issued on
December 16, 2014. The hearing in the arbitration proceeding has
been extended and is now scheduled to be completed during the
second quarter of 2015. The timing of a final decision on the
matter cannot be predicted with certainty.
Separately, the Company has re-evaluated and modified its low-case
recovery methodology associated with its investment in FATV and has
also updated its estimated range of aggregate future recoveries in
its liquidation. Developments relating to the Company's FATV
private equity portfolio suggest a longer time frame for monetizing
portfolio assets than had previously been anticipated, and none of
the remaining portfolio companies are currently expected to
experience a liquidity event in the near-term. Therefore, for
purposes of the low-case recovery forecast, the Company assumes
that the general partner chooses to sell one or more of the
portfolio assets at a discount to carrying value rather than await
a liquidity event, although the Company has no indication that any
such sales are currently planned. As a result, the Company's
low-case recovery estimate has been adjusted downward.
The Company's current estimated range of aggregate future
recoveries in its liquidation is between $32.8 million and $55.6
million ($5.31 and $8.99 per share), compared to $36.9 million and
$57.2 million ($5.97 and $9.25 per share) projected in the
Company's unaudited financial statements issued on December 16,
2014. The change in the Company's low-case recovery is primarily
driven by the developments described above, as well as the impact
of current market conditions on the Company's investment in FATV,
partially offset by a realization of $1 million associated with a
settlement of an obligation of a former employee to reimburse the
Company for diversion of funds (the pendency of this matter was
disclosed in the Company's unaudited financial statements issued on
December 16, 2014). The most significant driver impacting the
change in the Company's high-case recovery is a lower estimated
recovery on FATV due to current market conditions and a longer
estimated time horizon for monetizing certain portfolio assets. The
Company's FATV investment is illiquid, and its returns will depend
on market conditions, capital needs and the time required to
monetize the portfolio companies and the means by which they are
monetized. The ultimate recovery to the Company from these assets
is highly uncertain and could vary significantly from the Company's
estimates.
The foregoing estimates are not guarantees and they do not reflect
the total range of possible outcomes. The Company expects to make
one or more additional liquidating distributions to stockholders of
record. However, the Company is unable to predict the amount or
timing of any subsequent liquidating distribution. Factors that
could affect future liquidating distributions include the amount of
expenses incurred by the Company, the timing of the resolution of
matters for which the Company has established reserves, the amount
to be paid in satisfaction of contingencies, the Company's ability
to convert its remaining non-cash assets into cash and the ultimate
amount of proceeds realized upon the monetization of its non-cash
assets, including claims against third parties and the Company's
investment in FATV.
HARTFORD & SONS: Court Rules on Schaumburg Bank's Adversary Suit
----------------------------------------------------------------
Schaumburg Bank & Trust Company, N.A. filed an adversary
proceeding, objecting to the discharge of debtor Thomas Hartford
III under 11 U.S.C. Sec. 727(a)(7). Schaumburg Bank alleged that
the Debtor should be denied a discharge on the completion of his
Chapter 7 case due to acts taken with respect to the bankruptcy
case of Hartford & Sons, LLC. Schaumburg Bank specifically alleged
that the deposit of two checks made out to Hartford & Sons into the
Debtor's father's bank account violated section 727(a)(2), and that
the disappearance of the company's financial books violated section
727(a)(3).
Thomas Hartford III is the sole member and manager of Hartford &
Sons, a business that previously engaged in sewer, water and
utility contracting.
In a March 2, 2015 Memorandum Decision available at
http://is.gd/mJfFGyfrom Leagle.com, Judge Timothy A. Barnes finds
that Schaumburg Bank has not proven its cause of action under
section 727(a)(7), and judgment will therefore be rendered in favor
of the Debtor on the sole count of the Complaint.
The case is In re: Thomas Hartford, Chapter 7, Debtor. Schaumburg
Bank & Trust Company, N.A., Plaintiff, v. Thomas Hartford,
Defendant, Case No. 13BK37655, Adversary Case No. 14AP00100.
Hartford & Sons, LLC, filed for a Chapter 11 petition on August 30,
2013 (Bankr. N.D. Il., Case No. 13-34832). The petition was signed
by Thomas Hartford, sole member. The Debtor's counsel is David R.
Herzog, Esq. -- drhlaw@mindspring.com -- of HERZOG & SCHWARTZ, P.C.
The Debtor estimated $1 million to $10 million in assets and
debts.
JACKSONVILLE BANCORP: Posts $1.9 Million Net Income for 2014
------------------------------------------------------------
Jacksonville Bancorp, Inc. filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing net income
available to common shareholders of $1.92 million on $21.1 million
of total interest income for the year ended Dec. 31, 2014, compared
to a net loss available to common shareholders of $32.4 million on
$22.9 million of total interest income for the year ended Dec. 31,
2013.
As of Dec. 31, 2014, the Company had $489 million in total assets,
$451 million in total liabilities and $27.1 million in total
shareholders' equity.
"2014 was a turning point for the Company as we continued to
experience significant improvement in our credit quality and
recorded our most profitable year since 2007," said Chief Executive
Officer Kendall L. Spencer. "The re-engineering strategies
implemented during 2014, coupled with the hard work and dedication
of our employees, positions us well for the future."
A full-text copy of the Form 10-K is available for free at:
http://is.gd/vNcaP7
About Jacksonville Bancorp
Jacksonville Bancorp, Inc., a bank holding company, is the parent
of The Jacksonville Bank, a Florida state-chartered bank focusing
on the Northeast Florida market with eight full-service branches
in Jacksonville, Duval County, Florida, as well as the Company's
virtual branch. The Jacksonville Bank opened for business on
May 28, 1999, and provides a variety of community banking services
to businesses and individuals in Jacksonville, Florida.
* * *
This concludes the Troubled Company Reporter's coverage of
Jacksonville Bancorp until facts and circumstances, if any, emerge
that
demonstrate financial or operational strain or difficulty at
a level sufficient to warrant renewed coverage.
KATE SPADE: Moody's Hikes Corp. Family Rating to B1, Outlook Stable
-------------------------------------------------------------------
Moody's Investors Service upgraded Kate Spade & Company's Corporate
Family and Probability of Default Ratings to B1 from B2, and to
B1-PD from B2-PD, respectively. Concurrently, Moody's upgraded the
company's senior secured term loan rating to B1 from B2. The
Speculative Grade Liquidity rating of SGL-1 was affirmed. The
ratings outlook is stable.
The upgrade reflects Kate Spade's strong performance and improved
credit metrics over the past year, including debt/EBITDA of 5.2
times and EBITA/interest expense of 2.3 times (Moody's adjusted, as
of Jan. 3, 2015). The company's robust organic earnings growth in
2014 resulted from continued market share gains, the addition of
new product categories, and increased focus on the core business
following the Lucky Brand and Juicy Couture divestitures. Moody's
expects the company to maintain positive earnings momentum in the
near term, supported by operating leverage in its international
segment, same store sales growth, store openings, and exiting the
Kate Spade Saturday brand and Jack Spade stores.
Issuer: Kate Spade & Company
-- Corporate Family Rating, upgraded to B1 from B2
-- Probability of Default Rating, upgraded to B1-PD from B2-PD
-- $400 million Senior Secured Term Loan due 2021, upgraded to
B1 (LGD 3) from B2 (LGD 4)
-- Speculative Grade Liquidity, affirmed at SGL-1
-- Stable outlook
Kate Spade's B1 Corporate Family Rating reflects the brand's strong
organic growth over the past several years, as well as credible
opportunities for continued product and geographic expansion.
Moody's expects the company's moderately high leverage to decline
to the mid-4 times range and interest coverage to reach around 3
times at year-end 2015. Moody's also has a positive view of the
company's financial strategies, which emphasize investment in the
business and growth via asset-light geographic expansion, over
acquisitions and capital return to shareholders. Kate Spade's very
good liquidity profile, primarily driven by high cash balances
derived from recent asset sales, and access to a substantially
undrawn asset-based revolver, also supports the rating. These
factors are mitigated by the high fashion risk and vulnerability to
changes in consumer sentiment inherent in the luxury goods
industry. Further, the company is essentially a mono-brand player
that continues to rely on the handbag and small leather goods
category for the majority of its earnings.
The stable rating outlook reflects Moody's expectation for
continued near-term earnings growth, driven by mid- to
high-single-digit revenue growth and margin expansion, and very
good liquidity.
Ratings could be upgraded if:
-- The company continues to gain share while maintaining EBITDA
margins
-- Further diversifies its product range and geographic presence
-- Maintains a very good overall liquidity profile and
conservative financial policies
-- Quantitatively, debt/EBITDA approaches 4.25 times and interest
coverage approaches 3.25 times
Ratings could be downgraded if:
-- Revenue growth stalls and operating margins decline,
indicating the brand is losing resonance with its core
customer
-- Quantitatively, debt/EBITDA is sustained above 5.25 times or
interest coverage falls below 2.25 times.
Headquartered in New York, NY, Kate Spade & Company is a designer
and marketer of luxury handbags, accessories and other products
primarily under the kate spade new york and Jack Spade brands. The
company sells its products through specialty stores, high-end
department stores, outlets, concessions and websites in the U.S.,
Asia and Europe. Revenues for the year ended Jan. 3, 2015 were
approximately $1.1 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.
KEMET CORP: Files Corrected Investor Presentation with SEC
----------------------------------------------------------
Per-Olof Loof, chief executive officer, and William M. Lowe, Jr.,
executive vice president and chief financial officer, of KEMET
Corporation, provided certain investor information, including
investor presentations on Feb. 18, 2015, in New York. Subsequently
the Company has made a correction to slide 25, the entire
presentation is available for free at http://is.gd/XpJCXk
About KEMET
KEMET, based in Greenville, South Carolina, is a manufacturer and
supplier of passive electronic components, specializing in
tantalum, multilayer ceramic, film, solid aluminum, electrolytic,
and paper capacitors. KEMET's common stock is listed on the NYSE
under the symbol "KEM."
* * *
As reported by the TCR on March 26, 2013, Moody's Investors
Service downgraded KEMET Corp.'s Corporate Family Rating to 'Caa1'
from 'B2' and the Probability of Default Rating to 'Caa1-PD' from
'B2- PD' based on Moody's expectation that KEMET's liquidity will
be pressured by maturing liabilities and negative free cash flow
due to the interest burden and continued operating losses at the
Film and Electrolytic segment.
As reported by the TCR on Aug. 9, 2013, Standard & Poor's Ratings
Services lowered its corporate credit rating on KEMET to 'B-' from
'B+'. "The downgrade is based on continued top-line and margin
pressures and lagging results from the restructuring of the Film &
Electrolytic [F&E] business, which combined with cyclical weak
end-market demand, has resulted in sustained, elevated leverage
well in excess of 5x, persistent negative FOCF, and diminishing
liquidity," said Standard & Poor's credit analyst Alfred
Bonfantini.
The TCR reported in August 2014 that S&P revised its outlook on
KEMET to 'stable' from 'negative'. S&P affirmed the ratings,
including the 'B-' corporate credit rating.
KEYCORP: Fitch Affirms 'BB' Preferred Stock Rating
--------------------------------------------------
Fitch has reviewed its previous intention to withdraw rating
coverage of KeyCorp and Key Bank N.A. and opted to continue
coverage until further notice.
Key's ratings were last affirmed on Oct. 7, 2014.
KeyCorp
-- Long-term Issuer Default Rating (IDR) 'A-'; Outlook Stable
-- Short-term IDR 'F1'
-- Viability 'a-'
-- Senior debt 'A-'
-- Subordinated debt 'BBB+'
-- Preferred stock 'BB'
-- Short-term debt 'F1'
-- Support '5'
-- Support Floor 'NF'
Key Bank N.A.
-- Long-term Issuer Default Rating (IDR) 'A-'; Outlook Stable
-- Short-term IDR 'F1'
-- Viability 'a-'
-- Long-term deposits 'A'
-- Senior debt 'A-'
-- Subordinated debt 'BBB+'
-- Short-term deposits 'F1'
-- Preferred stock 'BB'
-- Short-term debt 'F1'
-- Support '5'
-- Support Floor 'NF'
Key Corporate Capital, Inc.
-- Long-term IDR 'A-'; Outlook Stable
-- Short-term IDR 'F1'
KeyCorp Capital I-III
-- Preferred Stock 'BB+'
KIOR INC: Disclosure Statement Hearing Set for April 8
------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware will convene
a hearing on April 8, 2015, at 12:00 p.m., to consider the adequacy
of the disclosure statement explaining Kior Inc.'s Chapter 11 plan
of reorganization.
The Debtor, on March 16, modified its Plan to provide that all of
the Debtor's existing equity interests will be cancelled and the
Debtor will issue new equity interests to the holders of DIP
Financing Claims and the Debtor's prepetition First Lien Claims in
exchange for the cancellation of $16 million of the indebtedness.
In addition, the DIP Lenders and entities affiliated with Vinod
Khosla have committed to provide new funding in the approximate
amount of $30 million as exit facility.
The Plan also provides for the creation of a Liquidating Trust
which will be funded with (i) cash designated for Class 7
continuing trade creditors, (ii) $100,000, and (iii) the transfer
of certain claims and causes of action that belong to the estate.
The Reorganized Debtor will be funded through an Exit Facility
consisting of a conversion of the DIP Financing Claims (under the
current DIP Financing, in the approximate amount of $15,273,500,
plus any amounts under the proposed DIP Amendment, which seeks up
to an additional approximately $14 million for a total $29 million)
and the conversion of any amount of the Debtor's prepetition First
Lien Claims.
A blacklined version of the First Amended Disclosure Statement for
the Second Amended Plan dated March 17, 2015, is available at
http://bankrupt.com/misc/KiORds0317.pdf
A full-text copy of the Exit Financing Letter is available at
http://bankrupt.com/misc/KiORplanexa.pdf
A full-text copy of the Class 7 - Continuing Trade Claims is
available at http://bankrupt.com/misc/KiORplanexb.pdf
About KiOR Inc.
KiOR, Inc., and wholly owned subsidiary KiOR Columbus, LLC, are
development stage, renewable fuels companies based in Pasadena,
Texas and Columbus, Mississippi, respectively. KiOR, Inc., was
founded in 2007 as a joint venture between Khosla Ventures, LLC,
and BIOeCon B.V. KiOR Inc.'s primary business is the development
and commercialization of a ground-breaking proprietary technology
designed to generate a renewable crude oil from non-food
cellulosic
biomass.
KiOR, Inc. filed a Chapter 11 bankruptcy petition (Bankr. D. Del.
Case No. 14-12514) on Nov. 9, 2014, in Delaware. Through the
chapter 11 case, the Debtor intends to reorganize its business or
sell substantially all of its assets so that it can continue its
core research and development activities. KiOR Columbus did not
seek bankruptcy protection.
The Debtor disclosed $58.3 million in assets and $261 million in
liabilities as of June 30, 2014.
The Debtor is represented by Mark W. Wege, Esq., Edward L. Ripley,
Esq., and Eric M. English, Esq., at King & Spalding, LLP, in
Houston, Texas; and John Henry Knight, Esq., Michael Joseph
Merchant, Esq., and Amanda R. Steele, Esq., at Richards, Layton &
Finger, P.A., in Wilmington, Delaware. The Debtor's financial
advisor is Alvarez & Marsal. Guggenheim Securities, LLC, is the
Debtor's investment banker. Epiq Bankruptcy Solutions, LLC, is
the
Debtor's claims and noticing agent.
Pasadena Investments, LLC, as administrative agent for a
consortium
of lenders, committed to provide up to $15 million in postpetition
financing. The DIP Agent is represented by Thomas E. Patterson,
Esq., at Klee, Tuchin, Bogdanoff & Stern LLP, in Los Angeles,
California, and Michael R. Nestor, Esq., at Young Conaway Stargatt
& Taylor, LLP, in Wilmington, Delaware.
LANTHEUS MEDICAL: Heino Promoted to Newly Formed COO Position
-------------------------------------------------------------
Lantheus Medical Imaging, Inc., promoted Mary Anne Heino to chief
operating officer, a newly created position in the Company,
effective March 16, 2015. Ms. Heino, who has served as chief
commercial officer since April 2013, will continue to report to
Jeff Bailey, Lantheus' president and chief executive officer.
As COO, Ms. Heino will oversee the daily management of all the
operations that manufacture, sell and distribute the Company's
products. In addition to her current responsibilities leading the
Company's Commercial and International operations, Ms. Heino will
assume leadership for Manufacturing and Operations, and will be
responsible for the integration with Quality and Regulatory
Affairs.
"I am very pleased to announce Mary Anne's appointment to the new
role of Chief Operating Officer," said Mr. Bailey. "She brings
proven leadership and expertise in all facets of pharmaceutical
operations to this important role. With her success leading our
overall commercial strategy and driving strong results for our
Global Sales & Marketing organization, she is ideally suited to
ensure alignment across Commercial, Manufacturing & Operations,
Quality and Regulatory Affairs, allowing us to continue to advance
the transformation of our operations and provide for the long-term
success of the Company."
"It's an honor to take on this new challenge at Lantheus, and I am
looking forward to further strengthening and building upon the
Company's commercial and operational success that has occurred over
the past two years," said Ms. Heino. "Integrating the Commercial
and Manufacturing & Operations teams is essential to ensuring that
our trusted brands are always available to the medical community so
that they can better manage care of their patients."
With more than 25 years of demonstrated pharmaceutical and biotech
industry experience, Ms. Heino is well positioned to lead the
Company's operations. Prior to joining Lantheus in 2013, Ms. Heino
was the president of Angelini Labopharm, an international
pharmaceutical joint venture, with responsibility for Commercial,
Manufacturing, Quality, Regulatory Affairs and other functions, as
well as was instrumental in setting up the company's supply chain.
Additionally, Ms. Heino gained progressive executive experience
with Centocor, Inc. and Janssen Pharmaceutica during her 18-year
tenure with the Johnson & Johnson Family of Companies. While at
Centocor, she led both the Cardiovascular and Immunology sales
forces, as well as key areas of Commercial Operations. Ms. Heino
received a B.S. in Nursing from the City University of New York, a
B.S. in Biology from Stony Brook University, and an M.B.A. from The
Stern School of Business at New York University.
In connection with Ms. Heino's new position as chief operating
officer, her base salary payable under her existing employment
agreement was increased to $400,000, effective as of March 16,
2015, and the target amount of her annual bonus award under her
existing employment agreement was increased to 60% of her new base
salary, according to a Form 8-K report filed with the Securities
and Exchange Commission.
About Lantheus Medical
Lantheus Medical Imaging, Inc., a wholly-owned operating
subsidiary of parent company, Lantheus MI Intermediate, Inc., is a
global leader in developing, manufacturing, selling and
distributing innovative diagnostic imaging agents. LMI provides a
broad portfolio of products, which are primarily used for the
diagnosis of cardiovascular diseases. LMI's key products include
the echocardiography contrast agent DEFINITY(R) Vial for
(Perflutren Lipid Microsphere) Injectable Suspension;
TechneLite(R) (Technetium Tc99m Generator), a technetium-based
generator that provides the essential medical isotope used in
nuclear medicine procedures; and Xenon (Xenon Xe 133 Gas), an
inhaled radiopharmaceutical imaging agent used to evaluate
pulmonary function and for imaging the lungs.
Lantheus Medical reported a net loss of $1.16 million in 2014, a
net loss of $61.7 million in 2013 and a net loss of $42 million in
2012.
As of Dec. 31, 2014, the Company had $248 million in total assets,
$488 million in total liabilities and a $241 million total
stockholders' deficit.
* * *
As reported by the TCR on July 1, 2014, Moody's Investors Service
upgraded the ratings of Lantheus including the Corporate Family
Rating to 'Caa1' from 'Caa2', the Probability of Default Rating to
Caa1-PD from Caa2-PD and the senior unsecured rating to 'Caa1
(LGD4)' from 'Caa2 (LGD4)'.
"The upgrade reflects our outlook for continuing earnings
improvement driven by rising DEFINITY sales and the impact of
ongoing cost reductions, while the positive outlook considers the
potential for deleveraging pending a successful IPO and further
resolution of supply issues," stated Michael Levesque, Senior Vice
President.
In the Nov. 6, 2013, edition of the TCR, Standard & Poor's Ratings
Services said it lowered its corporate credit rating on Lantheus
Medical Imaging Inc. to 'B-' from 'B'. The outlook is negative.
LAS AMERICAS 74-75: Meeting of Creditors Set for April 6
--------------------------------------------------------
The meeting of creditors of Las Americas 74-75, Inc. is set to be
held on April 6, at 1:00 p.m., according to a filing with the U.S.
Bankruptcy Court for the District of Puerto Rico.
The meeting will be held at the Ochoa Building, 500 Tanca Street,
First Floor, San Juan, Puerto Rico.
The court overseeing the bankruptcy case of a company schedules the
meeting of creditors usually about 30 days after the bankruptcy
petition is filed. The meeting is called the "341 meeting" after
the section of the Bankruptcy Code that requires it.
A representative of the company is required to appear at the
meeting and answer questions under oath. The meeting is presided
over by the U.S. trustee, the Justice Department's bankruptcy
watchdog.
About Las Americas 74-75
Las Americas 74-75, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.P.R. Case No. 15-01527) on March 2, 2015.
The petition was signed by Omar Guzman Benitez, vice president.
The case is assigned to Judge Edward Godoy. Las Americas 74-75 is
represented by Carmen Conde Torres, Esq., at C. Conde & Associates,
in San Juan, Puerto Rico.
Las Americas disclosed total assets estimated at $21.2 million and
total debt estimated at $18.7 million.
LIGHTSQUARED INC: Amends Plan to Include $1.5BB New Loan
--------------------------------------------------------
LightSquared Inc., et al., modified its Chapter 11 plan of
reorganization to provide that Charlie Ergen will be paid all cash
for the roughly $1 billion he is owed with the payment coming from
a $1.515 billion new loan from Jefferies Finance LLC.
As consideration for the Commitments, a commitment fee equal to
$174,225,000 will be paid on the Effective Date in the form of
Second Lien Exit Term Loans in a principal amount equal to the
Commitment Fee.
A full-text copy of the Modified Plan dated March 17, 2015, is
available at http://bankrupt.com/misc/LIGHTSQUAREDplan0317.pdf
About LightSquared Inc.
LightSquared Inc. and 19 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on
May 14, 2012, to resolve regulatory issues that have prevented it
from building its coast-to-coast integrated satellite 4G wireless
network.
LightSquared had invested more than $4 billion to deploy an
integrated satellite-terrestrial network. In February 2012,
however, the U.S. Federal Communications Commission told
LightSquared the agency would revoke a license to build out the
network as it would interfere with global positioning systems used
by the military and various industries. In March 2012, the
Company's partner, Sprint, canceled a master services agreement.
LightSquared's lenders deemed the termination of the Sprint
agreement would trigger cross-defaults under LightSquared's
prepetition credit agreements.
LightSquared and its prepetition lenders attempted to negotiate a
global restructuring that would provide LightSquared with liquidity
and runway necessary to resolve its issues with the FCC.
Despite working diligently and in good faith, however, LightSquared
and the lenders were not able to consummate a global restructuring
on terms acceptable to all interested parties.
Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to
the Debtors. Alvarez & Marsal North America, LLC, is the financial
advisor. Kurtzman Carson Consultants LLC serves as claims and
notice agent.
* * *
Judge Shelley C. Chapman of the U.S. Bankruptcy Court for the
Southern District of New York on Jan. 20, 2015, approved the Second
amended specific disclosure statement explaining Lightsquared Inc.,
et al.'s second amended joint plan, after determining that the
disclosures contain adequate information within the meaning of
Section 1125(a) of the Bankruptcy Code.
As previously reported by The Troubled Company Reporter, the
Debtors, in December, filed a joint plan and disclosure statement,
which contemplate, among other things, (A) new money investments by
the New Investors in exchange for a combination of preferred and
common equity, (B) the conversion of the Prepetition LP Facility
Claims into new second lien debt obligations, (C) the repayment in
full, in cash, of the Inc. Facility Prepetition Inc. Facility
NonSubordinated Claims immediately following confirmation of the
Plan, (D) the payment in full, in cash, of LightSquared's general
unsecured claims, (E) the provision of $1.25 billion in new money
working capital for the Reorganized Debtors, (F) the assumption of
certain liabilities, (G) the resolution of all inter-Estate
disputes, and (H) the contribution by Harbinger of the Harbinger
Litigations.
Judge Chapman will held a hearing on March 9, 2015, to consider
confirmation of the amended joint plan filed by Lightsquared Inc.
and its debtor-affiliates together with Fortress Credit
Opportunities Advisor LLC, Harbinger Capital Partners LLC, and
Centerbridge Partners LP.
LISTER-PETTER AMERICAS: Voluntary Chapter 11 Case Summary
---------------------------------------------------------
Debtor: Lister-Petter Americas Inc
815 E 56 Highway
Olathe, KS 66061
Case No.: 15-10502
Nature of Business: Distributor
Chapter 11 Petition Date: March 17, 2015
Court: United States Bankruptcy Court
District of Kansas (Wichita)
Judge: Hon. Robert E. Nugent
Debtor's Counsel: Edward J. Nazar, Esq.
HINKLE LAW FIRM, L.L.C.
301 North Main, Suite 2000
Wichita, KS 67202-4820
Tel: 316.267.2000
Fax: 316.264.1518
Email: ebn1@hinklaw.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Trevor Modell, authorized individual.
A list of the Debtor's 20 largest unsecured creditors is available
for free at
http://bankrupt.com/misc/ksb15-10502.pdf
MALIBU ASSOCIATES: USBNA Takes Enforcement Action for Rents
-----------------------------------------------------------
U.S. Bank National Association notified the U.S. Bankruptcy Court
for the Central District of California, Santa Barbara, that it has
a perfected absolute assignment of the accounts, cash, rents,
issues and profits from Malibu Associates, LLC's real property
commonly known as and located at 901 Encinal Canyon Road, in
Malibu, California, and that USBNA has taken enforcement action for
the rents.
USBNA is represented by:
Joshua D. Wayser, Esq.
KATTEN MUCHIN ROSENMAN LLP
2029 Century Park East, Suite 2600
Los Angeles, CA 90067
Tel: (310) 788-4400
Fax: (310) 712-8416
Email: joshua.wayser@kattenlaw.com
About Malibu Associates
Headquartered in Malibu, California, Malibu Associates, LLC, owns
the Malibu Golf Club. The club has a restaurant and clubhouse, in
addition to an 18-hole golf course, on its 650-acre property in
the
Santa Monica Mountains.
Malibu Associates sought Chapter 11 protection (Barnk. C.D. Cal.
Case No. 15-10477) in Santa Barbara, California, on March 10,
2015.
It immediately filed schedules, disclosing $76.2 million in total
assets and $47.8 million in total liabilities.
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 $459,800, secured by a tax lien on the
property.
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. 9-24625, 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.
MASCO CORP: Fitch Rates Proposed $500MM Sr. Unsecured Notes 'BB+'
-----------------------------------------------------------------
Fitch Ratings has assigned a 'BB+/RR4' rating to Masco
Corporation's (NYSE: MAS) proposed offering of $500 million senior
unsecured notes due 2025. This issue will be ranked on a pari
passu basis with all other senior unsecured debt. Proceeds from
the notes offering will be used for general corporate purposes,
including repayment of the company's $500 million 4.8% senior
unsecured notes maturing on June 15, 2015.
The Rating Outlook is Stable.
KEY RATING DRIVERS
The rating for Masco reflects the company's leading market position
with strong brand recognition in its various business segments, the
breadth of its product offerings, improving financial results and
credit metrics and solid liquidity position. Risk factors include
sensitivity to general economic trends, as well as the cyclicality
of the residential construction market.
The Stable Outlook reflects Fitch's expectation that demand for
Masco's products will continue to grow during 2015 as the housing
market maintains its moderate recovery and home improvement
spending increases at a steady pace.
BROAD PRODUCT PORTFOLIO
Masco is one of the world's leading manufacturers of home
improvement and building products, which include brand names such
as Delta and Hansgrohe, Kraftmaid and Merillat cabinets, Behr and
Kilz paint, and Milgard windows.
CREDIT METRICS
Masco's leverage as measured by debt to EBITDA declined from 5.1x
at year-end 2012 to 3.6x at the end of 2013 and 3.2x at the
conclusion of 2014. Similarly, interest coverage improved from
2.8x during 2012 to 4.0x during 2013 and 4.7x during 2014. The
company also reported strong free cash flow (FCF: Operating Cash
Flow less Capital Expenditures, Common Dividends and Dividends Paid
to Non-controlling Interest), generating $323 million (3.8% of
sales) during 2014. Fitch expects these credit metrics will be
relatively stable this year.
SOLID LIQUIDITY POSITION
The company continues to have solid liquidity, with cash and
equivalents and short-term bank deposits of $1.69 billion (of which
$672 million are held in foreign subsidiaries) and no borrowings
under its $1.25 billion revolving credit facility that matures in
2018. Fitch expects Masco will have cash in excess of $1 billion
during 2015 and will continue to have access to its revolver as the
company has sufficient room under the facility's financial
covenants. Based on the revolver's leverage ratio, as of Dec. 31,
2014, the company had additional borrowing capacity (subject to
availability) of up to $1.2 billion. Also, Masco could absorb a
reduction to shareholder's equity of approximately $747 million and
remain in compliance with the facility's leverage ratio.
The proceeds from the proposed $500 million notes offering will be
used to refinance $500 million of 4.8% senior notes due June 2015.
Masco's next debt maturity is in 2016, when $1 billion of senior
notes become due. Fitch expects Masco will refinance $500 million
- $700 million of the 2016 notes coming due next year, reducing
overall debt by $300 - $500 million.
FREE CASH FLOW GENERATION
Masco generated FCF of $323 million (3.8% of sales) during 2014 and
$378 million (4.6%) during 2013. By comparison, the company had
FCF of $15 million (0.2%) during 2012 and negative $37 million
during 2011. Masco has historically reported strong FCF,
generating about $5.7 billion during the 2000 - 2010 periods (about
5.2% of total revenues during the time period). Fitch expects
Masco will generate FCF of approximately 3.5% - 4.5% of revenues
during the next few years.
SPIN-OFF OF INSTALLATION AND OTHER SERVICES BUSINESS
In September 2014, Masco announced the spin-off of 100% of its
Installation and Other Services businesses into an independent,
publicly traded company through a tax-free stock distribution to
Masco shareholders. This transaction is expected to be completed
by mid-2015.
This business had $1.5 billion of revenues in 2014 (17.8% of total
company sales) and $86 million of adjusted EBITDA. Masco estimates
that approximately 82% of this segment's sales are directed to the
new home construction market, while repair and remodel accounts for
about 18%.
While the spin-off will result in some loss of EBITDA, Masco's
credit profile will benefit from lower exposure to the more
volatile new home construction market. Masco estimates that its
sales to the new home construction market will be reduced from 29%
to 17% following the spin-off. Between 2006 and 2010, during the
major economic and construction downturns, sales from the
installation business fell 67% from $3.16 billion to $1.04 billion.
By comparison, sales from Masco's other business segments declined
29.0% from $9.23 billion to $6.55 billion during the same period.
The company's EBITDA margin post-spin will also improve, as the
EBITDA margin of the installation business was about 620 bps below
the total company EBITDA margin during 2014.
Excluding the financial results from the Installation and Other
Services business, Fitch expects leverage will settle around 3.3x
at year-end 2015. Similarly, interest coverage is projected to be
roughly 4.5x during 2015.
CAPITAL ALLOCATION
In September 2014, Masco also announced the implementation of a
share repurchase program for an aggregate of 50 million shares of
its common stock, representing about $1.2 billion at the share
price upon the announcement. The program will be funded with FCF
and cash on hand. Masco also expects to receive about $200 million
from the spin-off of the installation business.
Masco expects to execute the share repurchases over a multi-year
period, starting in the 4Q'14. The company repurchased 5 million
shares or about $119 million during 4Q'14 and expects to buy back
between $400 million and $500 million in 2015.
Fitch is comfortable with this strategy given Masco's strong
liquidity position. Additionally, management has demonstrated in
the past its commitment to preserving the company's liquidity
position during difficult market conditions. Masco was an
aggressive purchaser of its stock from 2003 - 2007, spending about
$1.2 billion annually, on average, on share repurchases as well as
dividends during this period. The company did not repurchase stock
between July 2008 and September 2014, except for share repurchases
to offset the dilutive effect of stock grants. In 2009, Masco also
reduced its quarterly dividend from $.235 per common share ($.94
annually) to $0.075 per share ($0.30 annually), saving about $225
million annually. Last year, Masco increased its quarterly
dividend by 20% to $0.09 per share.
EXPECTED CONTINUED IMPROVEMENT IN MASCO'S U.S. END-MARKETS
Masco markets its products primarily to the residential
construction sector. Management estimates that 71% of its 2014
sales were directed to the repair and remodel segment, with the
remaining 29% to the new construction market. Revenues in North
America accounted for about 81% of 2014 worldwide sales.
Most housing metrics increased in 2014. Total housing starts grew
8.8% to 1.003 million and new home sales improved 1.2% to 435,000.
Existing home sales fell 3% to 4.927 million largely due to fewer
distressed homes for sale and limited inventory.
Fitch believes that the housing recovery is firmly in place,
although the rate of recovery remains well below historical levels
and will likely continue to occur in fits and starts.
Housing activity is likely to ratchet up more sharply in 2015 with
the support of a steadily growing economy throughout the year. The
unemployment rate should continue to move lower (averaging 5.8% in
2015). Credit standards should moderately but steadily ease
throughout next year. Demographics should be more of a positive
catalyst. Total housing starts are projected to expand 13.8% to
1.14 million as single-family starts advance 17.6% and multifamily
volumes gain 7%. New home sales should grow 18%, while existing
home sales rise 4.3%.
Fitch projects home improvement spending increased 6% in 2014 and
will grow at a similar pace this year. Spending for discretionary
big-ticket remodeling projects should continue to lag the overall
growth in the home improvement sector somewhat, as credit
availability remains relatively constrained and homeowners remain
cautious in their spending.
EUROPEAN EXPOSURE
Management estimates that about 19% of Masco's sales are directed
to international markets, primarily Europe. The UK accounts for
about 28% of its international operations, while Central Europe and
Eastern Europe make up 25% and 9%, respectively. Southern Europe
is about 10% of its international operations. Sales from
international operations grew 5.8% during 2014 after a 6.2%
increase during 2013 and a 5.5% decline during 2012. Fitch expects
weak growth in the European markets, as Eurozone GDP is only
projected to improve 1.1% during 2015.
KEY ASSUMPTIONS
Fitch's key assumptions within its rating case for the issuer
include:
-- Total industry housing starts improve 13.8%, while new and
existing home sales grow 18% and 4.3%, respectively, in
2015;
-- Home improvement spending advances 6% during 2015;
-- The company's installation and other services business is
spun-off in mid-2015;
-- Masco's revenues (excluding the results of the installation
business) grow mid-single-digits and the company reports
slight improvement in pro forma operating profit margins in
2015;
-- Debt/EBITDA between 3.0x-3.5x and interest coverage at or
above 4.5x during 2015;
-- Share repurchases of $400 million to $500 million in 2015;
-- Debt reduction of $300 million-$500 million by year-end
2016.
RATING SENSITIVITIES
Future ratings and Outlooks will be influenced by broad end-market
trends, as well as company specific activity, particularly FCF
trends and uses, and liquidity position.
Positive rating actions may be considered in the next 12 - 18
months if the housing and home improvement markets continue to
rebound and Masco shows sustained improvement in financial results
and credit metrics, including debt to EBITDA levels approaching
2.5x (and the expectation that leverage is sustained at or below
this level), interest coverage consistently above 6x, and FCF
margin in excess of 3.5%.
On the other hand, a negative rating action may be considered if
the recoveries in the U.S. housing and home improvement markets
dissipate, leading to weaker than expected credit metrics,
including EBITDA margins at or below 10%, debt to EBITDA levels
consistently above 4.0x and interest coverage falls below 4.0x.
Fitch currently rates Masco as follows with a Stable Outlook:
-- Long-term Issuer Default Rating 'BB+';
-- Senior unsecured debt 'BB+/RR4';
-- Unsecured revolving credit facility 'BB+/RR4'.
The Recovery Rating (RR) of '4' for Masco's senior unsecured debt
supports a rating of 'BB+', the same as Masco's IDR, and reflects
average recovery prospects in a distressed scenario.
MASCO CORP: Moody's Ups Corp. Family Rating to Ba2, Outlook Stable
------------------------------------------------------------------
Moody's Investors Service upgraded Masco Corp.'s Corporate Family
Rating to Ba2 from Ba3, and upgraded its Probability of Default
Rating to Ba2-PD from Ba3-PD. These actions reflect Moody's
expectations that Masco's operating performance will continue to
improve, generating large levels of earnings and free cash flow.
In a related rating action, Moody's assigned a Ba2 rating to
Masco's proposed $500 million senior unsecured notes due 2025.
These notes will rank pari passu to the company's other rated
unsecured notes, which are the preponderance of debt in Masco's
capital structure. Proceeds from the proposed notes and some cash
on hand will be used to redeem the $500 million 4.8% senior
unsecured notes due 2015, at which time the rating for this debt
will be withdrawn. The rating outlook is stable.
The following ratings/assessments were affected by this action:
-- Corporate Family Rating upgraded to Ba2 from Ba3
-- Probability of Default Rating upgraded to Ba2-PD from Ba3-PD
-- Senior unsecured notes upgraded to Ba2 (LGD4) from Ba3
(LGD4)
-- $500 million senior unsecured notes due 2025 assigned Ba2
(LGD4)
-- Speculative Grade Liquidity Rating of SGL-1 is affirmed.
The upgrade of Masco's Corporate Family Rating to Ba2 from Ba3
results from the company's operating performance exceeding Moody's
previous expectations, as well as the company's sustained ability
to generate free cash flow. Masco will continue to benefit from the
strength in repair and remodeling activity, the main driver of its
revenues. The NAHB Remodeling Market Index's Future Expectations
reading improved to a record-high of 59.5 in December 2014, up from
57.5 in the previous quarter. The number is well above 50, meaning
the majority of contractors surveyed believe market conditions are
in an expansion.
Moody's projects Masco's EBITA margin improving to about 12.5% by
mid-2016 from 10.7% for 2014 due to operating efficiencies, modest
price increases and higher volumes in its Plumbing Products and
Decorative Architectural Products divisions. Hansgrohe, Masco's
68% owned plumbing company headquartered in Germany, remains a
strong earnings contributor to the plumbing products division. Our
forecasted margin is at levels not experienced since the 2006-2007
time frame. Moody's projects interest coverage (measured as
EBITA-to-interest expense) remaining above 3.0x over the next 12 to
18 months. Likewise, leverage will remain near 4.0x through
mid-2016. Masco's ability to generate free cash flow throughout the
year remains a significant credit strength. Moody's forecasts free
cash flow-to-debt nearing 9% over our time horizon, an improvement
from 8.2% for FY14 (all ratios incorporate Moody's standard
adjustments). Our forward looking views exclude the earnings from
the Installation and Other Services business, which will be
spun-off later in 2015, and the $200 million dividend that Masco
expects to receive from the spin-off. Although the company remains
committed to reducing balance sheet debt by $300 - $500 million,
which will occur at the time when Masco addresses its $1.0 billion
senior unsecured notes due October 2016, Moody's projections
exclude any debt reduction until Masco has finalized its plans.
Despite Masco's credit strengths and Moody's expectations for
better operating performance, the company has sizeable debt service
requirements and has recently increased its shareholder-friendly
activities. Combined debt service and shareholder dividend payments
aggregate to about $335 million per year. The company is also
pursuing a 50 million share repurchase program. In the fourth
quarter of 2014, Masco bought back 5 million shares for about $120
million and has authorization to buy back up to an additional 45
million shares. If the authorization is fully utilized, remaining
share repurchases could cost upwards of $1.125 billion (assuming
$25.00 per share).
The company's Cabinet and Related Products division continues to be
a drag on earnings and operating margins. This business has not
earned any significant levels of earnings since 2007. Management is
focused on improving this division, and Moody's anticipates further
restructuring initiatives and resulting charges.
The change in rating outlook to stable from positive results from
our expectations that debt credit metrics will be more supportive
of Masco's Ba2 Corporate Family Rating. The stable outlook
incorporates Moody's expectations that Masco will be able to
refinance its maturing debt that comes due in October 2016.
Positive rating actions over the intermediate term are not likely
until Masco addresses its maturing debt in 2016. H owever, upward
ratings movement could ensue if operating performance continues to
get better and free cash flow generation remains robust, resulting
in stronger debt credit metrics and validating Moody's forecasts
such that EBITA margins are sustained above 12%, and free cash
flow-to-debt remains above 10% (all ratios incorporate Moody's
standard adjustments).
Moody's do not anticipate downward rating pressures over our time
horizon. However, negative rating pressures could result if
Masco's operating performance deteriorates or fails to meet Moody's
expectations such that operating margins contract resulting in
EBITA-to-interest expense sustained below 3.0x, or debt-to-EBITDA
rises to 4.5x (all ratios incorporate Moody's standard
adjustments). Deterioration in the company's liquidity profile or
increased cadence of share repurchases could result in a downgrade
as well.
Masco Corp., headquartered in Taylor, MI, is among the largest
manufacturers in North America of a number of home improvement and
building products, including faucets, cabinets, architectural
coatings and windows. North American operations generated
approximately 81% of the total sales. Revenues excluding its
Installation and Other Services business for the 12 months through
December 31, 2014 totaled about $7.0 billion.
The principal methodology used in these ratings was Global
Manufacturing Companies published in July 2014. Other
methodologies used include Loss Given Default for Speculative-Grade
Non-Financial Companies in the U.S., Canada and EMEA published in
June 2009.
MICROVISION INC: Receives $14.5 Million in Component Orders
-----------------------------------------------------------
MicroVision, Inc., has received orders totaling $14.5 million for
components for its Fortune Global 100 customer.
MicroVision plans to begin shipment of components for these orders
in the second half of 2015 and expects fulfillment to continue into
2016. MicroVision and its Fortune Global 100 customer recently
entered into a licensing agreement whereby MicroVision granted a
non-exclusive license to its patented PicoP display technology to
the Fortune Global 100 company. The components MicroVision is
selling to its customer are expected to be incorporated into
display modules the Fortune Global 100 has developed. MicroVision
will also be entitled to royalty payments upon any sales by its
customer of the display modules. MicroVision is currently
fulfilling component orders received in the second half of 2014 for
this same customer.
About Microvision Inc.
Headquartered in Redmond, Washington, MicroVision, Inc. (NASDAQ:
MVIS) is the creator of PicoP(R) display technology, an ultra-
miniature laser projection solution for mobile consumer
electronics, automotive head-up displays and other applications.
MicroVision incurred a net loss of $18.12 million in 2014 following
a net loss of $13.17 million in 2013.
As of Dec. 31, 2014, MicroVision had $11.9 million in total assets,
$5.07 million in total liabilities, and $6.87 million in total
shareholders' equity.
Moss Adams LLP, in Seattle, Washington, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company has suffered recurring
losses from operations and has a net capital deficiency, which
raises substantial doubt about its ability to continue as a going
concern.
MICROVISION INC: Reports $18.1 Million Net Loss for 2014
--------------------------------------------------------
MicroVision, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$18.1 million on $3.48 million of total revenue for the year ended
Dec. 31, 2014, compared with a net loss of $13.2 million on $5.85
million of total revenue for the year ended Dec. 31, 2013.
As of Dec. 31, 2014, MicroVision had $11.9 million in total assets,
$5.07 million in total liabilities, and $6.87 million in total
shareholders' equity.
Moss Adams LLP, in Seattle, Washington, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company has suffered recurring
losses from operations and has a net capital deficiency, which
raises substantial doubt about its ability to continue as a going
concern.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/cGTuFi
About Microvision Inc.
Headquartered in Redmond, Washington, MicroVision, Inc. (NASDAQ:
MVIS) is the creator of PicoP(R) display technology, an ultra-
miniature laser projection solution for mobile consumer
electronics, automotive head-up displays and other applications.
MIG LLC: Has Until April 28 to File Plan
----------------------------------------
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware extended the period by which MIG, LLC, and ITC Cellular,
LLC, have exclusive right to file a plan of reorganization through
and including April 28, 2015, and the period by which the Debtors
have exclusive right to solicit acceptances of the plan through and
including June 29, 2015.
If no objection to the second extension is filed with the Court on
or before April 21, then the Debtors' exclusive plan filing period
is extended to June 29 and the exclusive solicitation period is
extended to Aug. 28.
If an objection to the second extension is filed with the Court,
then a hearing on the Second Extension will take place on the date
of the next omnibus hearing following April 21, and exclusivity
will be extended by operation of the order until the Court rules on
the objection.
Dennis A. Meloro, Esq., at Greenberg Traurig, LLP, in Wilmington,
Delaware, related that since the entry of the first exclusivity
order, the Debtors have continued to work diligently and
cooperatively with the Official Committee of Unsecured Creditors
and the Indenture Trustee to determine the appropriate resolution
to the bankruptcy proceedings. While the Debtors, the Committee
and the Indenture Trustee have made progress in determining the
best course of action, and are still having active negotiations,
the Debtors believe that more time is needed to determine and
assess the various issues presented and decide the most effective
way of achieving the appropriate resolution of the Chapter 11
cases, Mr. Meloro told the Court.
About MIG LLC
Formerly operating under the name "Metromedia International Group,
Inc.," MIG LLC -- http://www.migllc-group.com/-- owned and
operated and sold dozens of companies in diverse industries,
including entertainment, photo finishing, garden equipment and
sporting goods, until the late 1990s. In 1997 and 1998, MIG
consummated the sale of substantially all of its U.S.-based
entertainment assets and began focusing on expanding into emerging
communications and media businesses. By 2005, all of MIG's
operating businesses were located in the Republic of Georgia and
operated through its subsidiaries.
MIG LLC and affiliate ITC Cellular, LLC, filed for Chapter 11
bankruptcy protection on June 30, 2014. The cases are currently
jointly administered under Bankr. D. Del. Lead Case No. 14-11605.
As of the bankruptcy filing, MIG's sole valuable asset, beyond its
existing cash, is its indirect interest in Magticom Ltd. The
cases are assigned to Judge Kevin Gross. MIG LLC disclosed
$15.9 million in assets and $253.7 million in liabilities.
Headquartered in Tbilisi, Georgia, Magticom is the leading mobile
telephony operator in Georgia and is also the largest telephone
operator in Georgia. Magticom serves 2.4 million subscribers with
a network that covers 97% of the populated regions in Georgia.
Magticom is owned by International Telcell Cellular, LLC, which is
46% owned by MIG unit ITC Cellular, 51% owned by Dr. George
Jokhtaberidze, and 3% owned by Gemstone Management Ltd.
Formerly known as MIG, Inc., MIG was a debtor in a previous case
(Bankr. D. Del. Case No. 09-12118). It obtained approval of its
reorganization plan in November 2010.
The Debtors have tapped Greenberg Traurig LLP as counsel, Fox
Rothschild Inc. as financial advisor; Cousins Chipman and Brown,
LLP as conflicts counsel; and Prime Clerk LLC as claims and notice
agent and administrative advisor. The Debtors have retained
Natalia Alexeeva as chief restructuring officer.
A three-member panel has been appointed in these cases to serve as
the official committee of unsecured creditors, consisting of
Walter M. Grant, Paul N. Kiel, and Lawrence P. Klamon.
MILLER AUTO: Stipulation on Use of Cash Collateral Approved
-----------------------------------------------------------
U.S. Bankruptcy Judge Mary Grace Diehl approved a stipulation
authorizing Miller Auto Parts & Supply Company, Inc., et al., to
use cash collateral.
As reported in the Troubled Company Reporter on Feb. 19, 2015, the
stipulation entered among the Debtors, the Official Committee of
Unsecured Creditors and FCC, LLC doing business as First Capital,
provides for the continued use of cash collateral until July 2015.
A copy of the proposed budget is available for free at
http://bankrupt.com/misc/MillerAuto_203_motioncashcollateral.pdf
On Oct. 3, 2014, the Court entered a final order authorizing (a)
secured postpetition financing from FCC; and (b) granting security
interest, superpriority claims, adequate protection; and (c) use
cash collateral.
As previously reported by TCR, as of the Petition Date, the Debtors
were indebted to First Capital of $11.2 million, inclusive of $2.5
million in reimbursement obligations for undrawn letters of credit,
contract interest, default interest, default charges, and fees,
costs and expenses. The Debtors' obligations to First Capital are
secured by substantially all assets of the Debtors.
First Capital has agreed to provide DIP financing on these terms:
* The Debtor will pay interest on the indebtedness at a rate
equal to the sum of LIBOR (as published in WSJ) plus 4%,
calculated on a 360 day per year basis, payable monthly in
arrears. Upon an event of default, the Debtor will pay
interest on the indebtedness at a rate equal to the sum of
LIBOR (as published in WSJ) plus 7%, calculated on a 360 day
per year basis, payable monthly in arrears.
* The only additional fee is a one-time DIP facility loan
origination fee of $45,000, which will be fully earned upon
entry of the Final DIP order.
* The DIP Facility will mature on the occurrence of a
"termination event".
* The maximum loan limit under the DIP Facility is
$18 million.
* The DIP Lender is granted securities and liens, including a
perfected first priority senior security interest in and
lien upon all pre-and post-petition property of the Debtors,
and the DIP indebtedness will have the highest
administrative priority under Sec. 364(c)(1) of the
Bankruptcy Code.
The Court also overruled the objection filed by Ford Motor
Company.
Ford, in its conditional objection, stated that the Debtors sought
approval of a stipulation between Debtors, FCC, LLC doing business
as First Capital and the Official Unsecured Creditors' Committee,
whereby the Debtors would be permitted to pay over $500,000 of
FCC's purported cash collateral for payment of unitemized
professional fees, plus another $45,000 for tax return preparation.
The payments constitute nearly 75% of the proposed budget.
Ford added that according to Debtors' Report of Sales, FCC appears
to have been paid in full. If that is the case, then the funds are
not FCC's cash collateral for which it can consent to use by the
Debtors. The motion is devoid of any explanation of how the
proposed expenditures will benefit the estate, with the Debtors no
longer operating.
About Miller Auto Parts
Miller Auto Parts & Supply Company, Inc., and its affiliates are
distributors of automotive parts and service equipment. The
companies operate from the Johnson Industries Inc.'s headquarters
in Atlanta, Georgia and have distribution operations in the
southeast, northeast and on-line. The Southeastern distribution
center is located in Norcross, Georgia and supports nine satellite
centers across the state and supplies parts to key fleet customers
across the country.
Miller Auto Parts and its three subsidiaries sought Chapter 11
bankruptcy protection (Bankr. N.D. Ga.) on Sept. 15, 2014. The
Debtors have sought joint administration under Lead Case No.
14-68113. The cases are assigned to Judge Mary Grace Diehl.
The Debtors have tapped Scroggins & Williamson as counsel and Logan
& Co. as claims and noticing agent.
The Court granted the Debtors until July 13, 2015, to file one or
more Chapter 11 plan(s).
The U.S. Trustee for Region 21 appointed three creditors of Miller
Auto Parts & Supply Company Inc. to serve on the official committee
of unsecured creditors. The Committee selected Kane Russell
Coleman & Logan as its counsel.
MONTICELLO REALTY: Court Denies Bankruptcy Plan Confirmation
------------------------------------------------------------
Judge Jerry A. Funk of the U.S. Bankruptcy Court for the Middle
District of Florida finds that Monticello Realty Investments, LLC,
failed to prove that The Jacksonville Bank acted in bad faith in
purchasing the $41,868 claim of Independent Bankers Bank (TIB)
Claim and in voting to reject the Debtor's Chapter 11 Plan and that
Jacksonville Bank instead acted to protect its secured claim.
Accordingly, the Court will not designate and disqualify
Jacksonville Bank's ballots from being tabulated for purposes of
confirmation.
The Court further finds that the attorney's fees incurred by
Jacksonville Bank were necessary to the collection and protection
of its claim and will therefore overrule the Objection to Claim.
Moreover, because the Chapter 11 Plan does not comply with all of
the requirements of 11 U.S.C. Sec. 1129, the Court said it will
deny confirmation of the Plan.
A copy of the Court's March 6, 2015 Findings of Fact and
Conclusions of Law is available at http://is.gd/248C56from
Leagle.com.
Monticello Realty Investments, LLC, of Jacksonville, FL, filed for
bankruptcy on June 13, 2014 (Bankr. M.D. Fla., Case No. 14-02892).
The Debtor is a single asset real estate entity. Eric N McKay,
Esq., of the THE LAW OFFICES OF ERIC N. MCKAY, serve as the
Debtor's counsel. The Debtor estimated $1 million to $10 million
in assets and $500,000 to $1 million in liabilities. The The
petition was signed by Scott R. Foster, manager. A list of the
Debtor's three largest unsecured creditors is available for free at
http://bankrupt.com/misc/flmb14-02892.pdf
MORGANS HOTEL: AAC Reports 7.1% Stake as of March 12
----------------------------------------------------
Accomodations Acquisition Corporation disclosed in a regulatory
filing with the Securities and Exchange Commission that it directly
owns in the aggregate, 2,459,788 shares of Common Stock of Morgans
Hotel Group Co. or approximately 7.1% of the 34,426,667 outstanding
shares of the Common Stock, par value $0.01 per share, of the
Company outstanding as of March 12, 2015. Vector Group Ltd., as
the sole owner of AAC, is deemed to beneficially own the Securities
held by AAC.
The aggregate purchase price for the 263,341 shares of Common Stock
acquired by AAC was approximately $1,893,972, excluding
commissions, since Amendment No. 1 to the Reporting Persons'
Schedule 13D-A filed on May 19, 2014. These Securities were
purchased with AAC's working capital.
In addition to the number of shares of Common Stock held by the
Reporting Persons, J. Bryant Kirkland III, vice president,
treasurer and chief financial officer of Vector, and Marc N. Bell,
vice president, secretary and general counsel of Vector, each own
20,000 and 350 shares, respectively, of Common Stock.
A copy of the regulatory filing is available for free at:
http://is.gd/O6J4NJ
About Morgans Hotel Group
Based in New York, Morgans Hotel Group Co. (Nasdaq: MHGC) --
http://www.morganshotelgroup.com/-- is widely credited as the
creator of the first "boutique" hotel and a continuing leader of
the hotel industry's boutique sector. Morgans Hotel Group
operates and owns, or has an ownership interest in, Morgans,
Royalton and Hudson in New York, Delano and Shore Club in South
Beach, Mondrian in Los Angeles and South Beach, Clift in San
Francisco, Ames in Boston, and Sanderson and St Martins Lane in
London. Morgans Hotel Group and an equity partner also own the
Hard Rock Hotel & Casino in Las Vegas and related assets. Morgans
Hotel Group also manages hotels in Isla Verde, Puerto Rico and
Playa del Carmen, Mexico. Morgans Hotel Group has other property
transactions in various stages of completion, including projects
in SoHo, New York and Palm Springs, California.
Morgans Hotel reported a net loss attributable to common
stockholders of $66.6 million on $235 million of total revenues for
the year ended Dec. 31, 2014, compared with a net loss attributable
to common stockholders of $58.5 million on $236 million of total
revenues during the prior year.
As of Dec. 31, 2014, Morgans Hotel had $551 million in total
assets, $779 million in total liabilities, $5.04 million in
redeemable noncontrolling interest and a $232.45 million total
deficit.
MORGANS HOTEL: Names Howard Lorber and Kenneth Cruse to Board
-------------------------------------------------------------
Morgans Hotel Group Co. has appointed veteran real estate investor,
Howard M. Lorber, and hotel industry executive, Kenneth E. Cruse,
to the Company's Board of Directors, effective March 16, 2015, to
fill the two vacancies on the Board. With the addition of Messrs.
Lorber and Cruse, Morgans Hotel Group's Board will have nine
directors, seven of whom are independent.
"We welcome Howard and Ken to Morgans Hotel Group's Board and look
forward to leveraging their respective experience in real estate
investing and the lodging industry," said Jason T. Kalisman,
interim chief executive officer. "We are pleased to have the
benefit of their insights and contributions as we continue to take
meaningful steps to enhance stockholder value."
Howard M. Lorber is president and chief executive officer and
member of the Board of Vector Group Ltd. and Chairman of Douglas
Elliman Realty, LLC, a majority-owned subsidiary of Vector Group,
which operates the largest residential brokerage company in the New
York City metropolitan area and the fourth-largest in the United
States. Mr. Lorber has been with Vector Group and its diversified
interests since 1994. Mr. Lorber is also Chairman of the Board of
Directors of Nathan's Famous, Inc., a chain of fast food
restaurants, a director of United Capital Corp., a real estate
investment and diversified manufacturing company, and Vice Chairman
of the Board of Ladenburg Thalmann Financial Services. Mr. Lorber
holds a Bachelor of Arts degree, a Master of Science degree in
Taxation and an Honorary Doctorate from Long Island University,
where he is also a trustee.
Kenneth E. Cruse served as the chief executive officer of Sunstone
Hotel Investors Inc. from August 2011 to January 2015 and as its
president from Dec. 17, 2010, to Feb. 15, 2013. Mr. Cruse has over
20 years of experience in hotel investment, operations and finance.
Mr. Cruse joined Sunstone in April 2005 as senior vice president
of Asset Management and Corporate Transactions. In September 2006,
he was named senior vice president of corporate finance and in
January 2007, Mr. Cruse was named chief financial officer. For the
eight years prior to joining Sunstone, Mr. Cruse worked in a
variety of roles for Host Marriott Corporation, the predecessor of
Host Hotels and Resorts, Inc., most recently as vice president of
corporate finance. He is actively involved in various industry and
professional organizations. He served as the Director of Sunstone
Hotel Investors Inc. from August 2011 to January 2015. He is a
member of The Real Estate Roundtable and previously served on the
Chief Executive Officer Council for the American Hotel & Lodging
Association. He is also a member of the Southern California
Chapter of Young President Organization and the Dean's Advisory
Council for Colorado State University Warner College of Natural
Resources. Mr. Cruse earned an MBA degree with distinction from
Georgetown University and a BS in Tourism Management and Commercial
Recreation from the Colorado State University.
Messrs. Lorber and Cruse will participate in the Company's Director
Compensation Policy. Under the Compensation Policy, non-employee
directors receive an annual $100,000 equity retainer and
chairpersons and members of standing committees of the Board
receive additional cash payments. Accordingly, the Company will
issue equity awards to Messrs. Lorber and Cruse on a pro rata basis
for their service on the Board from the time of their appointments
until the Annual Meeting.
About Morgans Hotel Group
Based in New York, Morgans Hotel Group Co. (Nasdaq: MHGC) --
http://www.morganshotelgroup.com/-- is widely credited as the
creator of the first "boutique" hotel and a continuing leader of
the hotel industry's boutique sector. Morgans Hotel Group
operates and owns, or has an ownership interest in, Morgans,
Royalton and Hudson in New York, Delano and Shore Club in South
Beach, Mondrian in Los Angeles and South Beach, Clift in San
Francisco, Ames in Boston, and Sanderson and St Martins Lane in
London. Morgans Hotel Group and an equity partner also own the
Hard Rock Hotel & Casino in Las Vegas and related assets. Morgans
Hotel Group also manages hotels in Isla Verde, Puerto Rico and
Playa del Carmen, Mexico. Morgans Hotel Group has other property
transactions in various stages of completion, including projects
in SoHo, New York and Palm Springs, California.
Morgans Hotel reported a net loss attributable to common
stockholders of $66.6 million on $235 million of total revenues for
the year ended Dec. 31, 2014, compared with a net loss attributable
to common stockholders of $58.5 million on $236 million of total
revenues during the prior year.
As of Dec. 31, 2014, Morgans Hotel had $551 million in total
assets, $779 million in total liabilities, $5.04 million in
redeemable noncontrolling interest and a $232.45 million total
deficit.
MUSCLEPHARM CORP: Reduces Net Loss to $13.8 Million in 2014
-----------------------------------------------------------
MusclePharm Corporation filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$13.8 million on $177 million of net revenue for the year ended
Dec. 31, 2014, compared to a net loss of $17.7 million on $111
million of net revenue for the year ended Dec. 31, 2013. The
Company incurred a net loss of $19.0 million in 2012.
As of Dec. 31, 2014, the Company had $66.4 million in total assets,
$43.0 million in total liabilities and $23.4 million in total
stockholders' equity.
For the three months ended Dec. 31, 2014, the Company reported a
net loss of $16.2 million on $32.7 million of net revenue compared
to a net loss of $3.98 million on $37.5 million of net revenue for
the same period a year ago.
"We had record net revenue growth year-over-year, adding $67
million in net revenue in 2014, on top of $44 million in net
revenue in 2013. We continue to experience strong revenue growth,
and expect that to continue," said Brad Pyatt, MusclePharm's
chairman and chief executive officer. "While we were aggressive on
our 2014 guidance, we saw a number of our key customers optimizing
their inventory and fulfillment purchasing patterns in the second
half of the year. MusclePharm's brands are performing well as we
strengthened relationships with retailers and introduced several
new products that continue to resonate with consumers and gain
distribution. We are now seeing order patterns returning to normal
across the board in the first quarter of 2015.
"At the same time, we accelerated our global growth initiatives,
opening a European sales and operations office in Dublin, Ireland,
creating a subsidiary in Sydney, Australia, and laying the
groundwork for our expansion in Brazil," Pyatt said. "While these
new initiatives were a headwind for short-term profitability on a
GAAP basis, they are an important step as a growth company that is
running lean, investing back into the business, and augmenting its
supply chain to serve international markets."
A full-text copy of the Form 10-K is available for free at:
http://is.gd/xvFCum
About MusclePharm
Headquartered in Denver, Colorado, MusclePharm Corporation
(OTC BB: MSLP) -- http://www.muslepharm.com/-- is a healthy life-
style company that develops and manufactures a full line of
National Science Foundation approved nutritional supplements that
are 100 percent free of banned substances. MusclePharm is sold in
over 120 countries and available in over 5,000 U.S. retail
outlets, including GNC and Vitamin Shoppe. MusclePharm products
are also sold in over 100 online stores, including
bodybuilding.com, Amazon.com and Vitacost.com.
NEWCASTLE MARINE: Case Summary & 2 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Newcastle Marine, LLC
195 Comfort Road
Palatka, FL 32177
Case No.: 15-01147
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: March 17, 2015
Court: United States Bankruptcy Court
Middle District of Florida (Jacksonville)
Debtor's Counsel: Peter N Hill, Esq.
WOLFF HILL MCFARLIN & HERRON PA
1851 West Colonial Drive
Orlando, FL 32804
Tel: 407-648-0058
Fax: 407-648-0681
Email: phill@whmh.com
Total Assets: $0
Total Liabilities: $1.43 million
The petition was signed by Kevin Keith, managing member.
A list of the Debtor's two largest unsecured creditors is available
for free at http://bankrupt.com/misc/flmb15-01147.pdf
PARK MERIDIAN: Sec. 341 Meeting of Creditors Set for April 9
------------------------------------------------------------
The meeting of creditors of Park Meridian LLC is set to be held on
April 9, at 10:00 a.m., according to a filing with the U.S.
Bankruptcy Court for the Northern District of Georgia.
The meeting will be held at the Russell Federal Building, Room 367,
Third Floor, 75 Spring Street SW, in Atlanta, Georgia.
The court overseeing the bankruptcy case of a company schedules the
meeting of creditors usually about 30 days after the bankruptcy
petition is filed. The meeting is called the "341 meeting" after
the section of the Bankruptcy Code that requires it.
A representative of the company is required to appear at the
meeting and answer questions under oath. The meeting is presided
over by the U.S. trustee, the Justice Department's bankruptcy
watchdog.
About Park Meridian
Park Meridian sought Chapter 11 protection (Bankr. N.D. Ga. Case
No. 15-20447) in Gainesville, Georgia, on March 2, 2015, stating
that it was unable to pay its debts as they generally mature. The
Atlanta-based debtor estimated $10 million to $50 million in assets
and debt.
PERFORMANCE SPORTS: S&P Affirms 'B+' CCR; Outlook Stable
--------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B+' corporate
credit rating on Performance Sports Group (PSG). The outlook is
stable.
At the same time, S&P affirmed its 'B+' issue-level rating on PSG's
$450 million term loan due 2021 and revised the recovery rating to
'3' from '4', indicating S&P's anticipation of meaningful (50% to
70%) recovery in the event of a payment default. S&P's recovery
expectations are in the lower half of the 50% to 70% range.
S&P estimates that PSG's adjusted debt outstanding as of Nov. 30,
2014, was approximately $446.7 million.
"PSG's "weak" business risk profile reflects our view that the
company has a narrow business focus, has a high amount of
discretionary products, and competes with larger competitors," said
credit analyst Beverly Correa. "The company's global reach and
leading market positions in the highly competitive and fragmented
performance sports equipment industry offset some of these risks.
PSG's product mix is primarily in ice hockey, at 70% of sales, but
is increasing its presence in the baseball, softball, lacrosse, and
team apparel categories. Although PSG maintains good market
positions and strong brand recognition, we believe sales could be
vulnerable to economic cycles because of the discretionary nature
of its products."
The stable outlook on Performance Sports Group reflects S&P's
expectation that the company will maintain EBITDA margins in the
mid teens, FFO to debt of at least 12%, and leverage below 5x and
that it will continue to generate at least $35 million in free
operating cash flow.
S&P would consider a lower rating if the company's operating
performance deteriorates, its FFO to debt levels fall below 12%,
and leverage rises above 4x. S&P believes this could happen if the
EBITDA margin contracts by more than 200 basis points, which could
happen from foreign currency headwinds or if the company makes a
large, debt-financed acquisition.
S&P could consider raising the rating if PSG continues to show
traction in growing its EBITDA base and sustains improvements in
margins that could result in FFO to debt levels above 20%. S&P
believes this could occur if the company pays down additional debt
with excess cash flow, EBITDA margins expand by over 300 basis
points through continued top line growth and cost savings, and the
company does not demonstrate a more aggressive financial policy
with a large, debt-financed acquisition.
PETTERS CO: Lenders' Motion to Withhold Professional Fees Denied
----------------------------------------------------------------
Chief U.S. Bankruptcy Judge Gregory Kishel has denied a motion by a
small group of lenders to withhold some of the fees being paid to
law firm of Lindquist and Vennum and to the accounting firm
PricewaterhouseCoopers, which trustee Doug Kelley retained in the
early days of Petters Company's 2008 bankruptcy, David Phelps at
Star Tribune reports.
According to Star Tribune, the group said that withholding of fees
would provide an incentive for the professional staff and Mr.
Kelley to develop a plan for distributing proceeds in the
bankruptcy.
Star Tribune quoted Benjamin Finestone, the attorney for creditor
Greenpond South as saying, "We're standing here today 6-1/2 years
later, and the estate is holding nearly $160 million. The
professionals have been paid $50 million in fees, and the creditors
have not been paid anything. This is not an attack on the job the
professionals have done, but the goal of Chapter 11 bankruptcy is
to secure a plan to get money out to creditors. We're at a loss
for what to do."
About Petters Company
Based in Minnetonka, Minn., Petters Group Worldwide LLC is a
collection of some 20 companies, most of which make and market
consumer products. It also works with existing brands through
licensing agreements to further extend those brands into new
product lines and markets. Holdings include Fingerhut (consumer
products via its catalog and Web site), SoniqCast (maker of
portable, WiFi MP3 devices), leading instant film and camera
company Polaroid (purchased for $426 million in 2005), Sun Country
Airlines (acquired in 2006), and Enable Holdings (online
marketplace and auction for consumers and manufacturers' overstock
inventory). Founder and chairman Tom Petters formed the company
in 1988.
Petters Company, Inc., is the financing and capital-raising unit of
Petters Group Worldwide.
Thomas Petters, the founder and former CEO of Petters Group, has
been indicted and a criminal proceeding against him is proceeding
in the U.S. District Court for the District of Minnesota.
Petters Company, Petters Group Worldwide and eight other affiliates
filed separate petitions for Chapter 11 protection (Bankr. D. Minn.
Lead Case No. 08-45257) on Oct. 11, 2008. In its petition, Petters
Company estimated its debts at $500 million and $1 billion. Parent
Petters Group Worldwide estimated its debts at not more than
$50,000.
Petters Aviation, LLC, and affiliates MN Airlines, LLC, doing
business as Sun Country Airlines, Inc., and MN Airline Holdings,
Inc., filed separate petitions for Chapter 11 bankruptcy protection
(Bankr. D. Minn. Case Nos. 08-45136, 08-35197 and 08-35198) on Oct.
6, 2008. Petters Aviation is a wholly owned unit of Thomas Petters
Inc. and owner of MN Airline Holdings, Sun Country's parent
company.
The Official Committee of Unsecured Creditors is represented by:
David E. Runck, Esq., Lorie A. Klein, Esq., at FAFINSKI MARK &
JOHNSON, P.A.
Chapter 11 Trustee Douglas A. Kelley is represented by James A.
Lodoen, Esq., Mark D. Larsen, Esq., Kirstin D. Kanski, Esq., Adam
C. Ballinger, Esq., at Lindquist & Vennum LLP.
PETTERS CO: Time to Set Timetable to Settle Claims, Judge Says
--------------------------------------------------------------
David Phelps at the Star Tribune reports that Chief U.S. Bankruptcy
Judge Gregory Kishel said that attorneys for creditors and for
trustee Doug Kelley that they need to develop a plan for resolving
legal and logistical issues in the Petters Company bankruptcy.
The attorneys for the two parties should start developing a
platform for a bankruptcy plan beginning with the next hearing in
April 2015, the Star Tribune relates, citing Judge Kishel.
The Star Tribune quoted Judge Kishel as saying "It's appropriate at
this point to start getting some structure on that process and
start setting some sort of timetable to try and get issues resolved
. . . . I can't really fault the trustee for not having filed a
plan to date. There's been a lot else going on in these cases . .
. . There needs to be a timetable for resolution."
According to the Star Tribune, it could be several years before the
bankruptcy closes. With all the claim disputes at the moment, it
would be impossible to develop a distribution plan that would win
approval from creditors, the Star Tribune reports, citing James
Lodoen, the attorney for Mr. Kelly.
Mr. Kelley, Star Tribune says, has more than 100 lawsuits filed
against lenders seeking to recover or claw back false profits. The
report states that Mr. Kelley needs to show that there were warning
signs that should have alerted lenders that the Company's operation
was a source of fraud.
The Star Tribune relates that Mr. Kelley has more than $2 billion
in disputed claims from hedge funds and other investors who did
business with Company before the $3.65 billion Ponzi scheme
collapsed.
About Petters Company
Based in Minnetonka, Minn., Petters Group Worldwide LLC is a
collection of some 20 companies, most of which make and market
consumer products. It also works with existing brands through
licensing agreements to further extend those brands into new
product lines and markets. Holdings include Fingerhut (consumer
products via its catalog and Web site), SoniqCast (maker of
portable, WiFi MP3 devices), leading instant film and camera
company Polaroid (purchased for $426 million in 2005), Sun Country
Airlines (acquired in 2006), and Enable Holdings (online
marketplace and auction for consumers and manufacturers' overstock
inventory). Founder and chairman Tom Petters formed the company
in 1988.
Petters Company, Inc., is the financing and capital-raising unit of
Petters Group Worldwide.
Thomas Petters, the founder and former CEO of Petters Group, has
been indicted and a criminal proceeding against him is proceeding
in the U.S. District Court for the District of Minnesota.
Petters Company, Petters Group Worldwide and eight other affiliates
filed separate petitions for Chapter 11 protection (Bankr. D. Minn.
Lead Case No. 08-45257) on Oct. 11, 2008. In its petition, Petters
Company estimated its debts at $500 million and $1 billion. Parent
Petters Group Worldwide estimated its debts at not more than
$50,000.
Petters Aviation, LLC, and affiliates MN Airlines, LLC, doing
business as Sun Country Airlines, Inc., and MN Airline Holdings,
Inc., filed separate petitions for Chapter 11 bankruptcy protection
(Bankr. D. Minn. Case Nos. 08-45136, 08-35197 and 08-35198) on Oct.
6, 2008. Petters Aviation is a wholly owned unit of Thomas Petters
Inc. and owner of MN Airline Holdings, Sun Country's parent
company.
The Official Committee of Unsecured Creditors is represented by:
David E. Runck, Esq., Lorie A. Klein, Esq., at FAFINSKI MARK &
JOHNSON, P.A.
Chapter 11 Trustee Douglas A. Kelley is represented by James A.
Lodoen, Esq., Mark D. Larsen, Esq., Kirstin D. Kanski, Esq., Adam
C. Ballinger, Esq., at Lindquist & Vennum LLP.
QUANTUM FUEL: Reports $15 Million Net Loss for 2014
---------------------------------------------------
Quantum Fuel Systems Technologies Worldwide, Inc., filed with the
Securities and Exchange Commission its annual report on Form 10-K
disclosing a net loss of $14.9 million on $34.1 million of revenues
for the year ended Dec. 31, 2014, compared to a net loss of $23.04
million on $31.9 million of revenues during the prior year. The
Company previously incurred a net loss attributable to stockholders
of $30.9 million in 2012.
As of Dec. 31, 2014, Quantum Fuel had $71.7 million in total
assets, $48.07 million in total liabilities and $23.6 million in
total stockholders' equity.
The Company has a substantial amount of indebtedness.
"If we do not have sufficient capital to repay these obligations
when they become due or if we cannot otherwise refinance these debt
obligations prior to their maturity, it would have a material
adverse effect on our business, our ability to raise capital in the
future and our ability to continue as a going concern. Further, if
we were to default on the secured debt, the lenders would have the
right as secured creditors to foreclose on the assets securing the
debt," the Company states in the Report.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/2SyeO0
About Quantum Fuel
Lake Forest, Cal.-based Quantum Fuel Systems Technologies
Worldwide, Inc. (Nasdaq: QTWW) develops and produces advanced
vehicle propulsion systems, fuel storage technologies, and
alternative fuel vehicles. Quantum's portfolio of technologies
includes electronic and software controls, hybrid electric drive
systems, natural gas and hydrogen storage and metering systems and
other alternative fuel technologies and solutions that enable fuel
efficient, low emission, natural gas, hybrid, plug-in hybrid
electric and fuel cell vehicles.
RADIOSHACK CORP: Big Lender Brawl Breaks Out in Bankruptcy
----------------------------------------------------------
Peg Brickley, writing for The Wall Street Journal, reported that
Harbinger Group Inc.'s specialty lending arm has gone on the
offensive against other lenders in RadioShack Corp.'s bankruptcy
case, with a lawsuit that seeks to put a lid on credit bidding at a
coming bankruptcy auction.
According to the report, Salus Capital Partners, the Harbinger unit
that lent $250 million to the troubled retailer, says financing
maneuvers last year ran afoul of agreements among RadioShack's
lenders. To set things right, Salus contends, top-ranking lenders
hoping to use debt cancellation as currency at a bankruptcy auction
are limited to $111 million, the Journal said.
The Journal previously reported that RadioShack's creditors ironed
out the final details of a $285 million bankruptcy loan at a court
hearing amid indications that suppliers, landlords and other
unsecured creditors will sustain significant losses in the
retailer’s chapter 11 proceeding.
According to the Journal, RadioShack's pile of unpaid bills tops $1
billion, and creditors have been trying to calculate how much money
will be raised in the bankruptcy to cover those debts. Top-ranking
lenders are likely to be paid in full, except for Harbinger Group's
Salus Capital Partners, which is owed some $150 million.
About Radioshack Corporation
Fort Worth, Texas-based RadioShack (NYSE: RSH), is a retailer of
mobile technology products and services, as well as products
related to personal and home technology and power supply needs.
RadioShack's retail network includes more than 4,300
company-operated stores in the United States, 270 company-operated
stores in Mexico, and approximately 1,000 dealer and other outlets
worldwide.
RadioShack Corporation and affiliates filed separate Chapter 11
bankruptcy petitions (Bankr. D. Del. Lead Case No. 15-10197) on
Feb. 5, 2015. The petitions were signed by Joseph C. Maggnacca,
chief executive officer. Judge Kevin J. Carey presides over the
case.
David G. Heiman, Esq., Greg M. Gordon, Esq., Amanda M. Suzuki,
Esq., Jonathan M. Fisher, Esq., Thomas A. Howley, Esq., and Paul
M. Green, Esq., at Jones Day serve as the Debtors' bankruptcy
counsel. David M. Fournier, Esq., Evelyn J. Meltzer, Esq., and
John H. Schanne, II, Esq., at Pepper Hamilton LLP serve as
co-counsel. Carlin Adrianopoli at FTI Consulting, Inc., is the
Debtors' restructuring advisor. Maeva Group, LLC, is the Debtors'
turnaround advisor. Lazard Freres & Co. LLC is the Debtors'
investment banker. A&G Realty Partners is the Debtors' real
estate advisor. Prime Clerk is the Debtors' claims and noticing
agent.
The Debtors disclosed total assets of $1.2 billion, versus total
debt of $1.3 billion.
Radioshack reported a net loss of $400.2 million in 2013, a net
loss of $139 million in 2012, and net income of $72.2 million in
2011. The Company's balance sheet at Aug. 2, 2014, showed
$1.14 billion in total assets, $1.21 billion in total liabilities,
and a $63 million total shareholders' deficit.
The U.S. Trustee has appointed seven members to the Official
Committee of Unsecured Creditors. The Committee has retained
Cooley LLP as co-counsel.
REGAL CINEMAS: Moody's Assigns Ba1 Rating on New Credit Facility
----------------------------------------------------------------
Moody's Investors Service assigned a Ba1 rating to the proposed
senior secured credit facility of Regal Cinemas Corporation, a
wholly owned subsidiary of Regal Entertainment Group. The facility
consists of an $85 million revolving credit facility (undrawn at
close) and a $966 million term loan, with proceeds to refinance the
existing credit facility. Regal's B1 Corporate Family Rating and
stable outlook are unchanged.
Regal Cinemas Corporation
-- Senior Secured Term Loan, Assigned Ba1 (LGD2)
-- Senior Secured Revolving Credit Facility, Assigned Ba1
(LGD2)
The transaction favorably extends maturities. It will slightly
increase annual interest expense (estimated at an about $5 million
increase), but the replacement of high coupon bonds with 5 3/4%
bonds in early 2014 saved Regal more than this increase.
Regal reported debt-to-EBITDA of approximately 6 times for full
year 2014, at the high end of the range appropriate for the B1 CFR,
but Moody's incorporates volatility related to the appeal of films
into our analysis of theater exhibitors. Moody's expects credit
metrics to strengthen based on better box office results in 2015.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in December 2014. Other
methodologies used include Loss Given Default for Speculative-Grade
Non-Financial Companies in the U.S., Canada and EMEA published in
June 2009.
Regal Entertainment Group, the parent of Regal Cinemas Corporation,
operates 7,367 screens in 574 theaters in 42 states along with
Guam, Saipan, American Samoa and the District of Columbia,
primarily in mid-sized metropolitan markets and suburban growth
areas of larger metropolitan markets throughout the U.S. The
company maintains its headquarters in Knoxville, Tennessee, and its
revenue for 2014 was approximately $3 billion. Attendance during
that time period was approximately 220 million.
REGAL ENTERTAINMENT: S&P Rates $1.06 Billion Secured Debt 'BB'
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' issue-level
rating and '1' recovery rating to Knoxville, Tenn.-based Regal
Entertainment Group's refinanced $1.06 billion senior secured
credit facility. The '1' recovery rating indicates S&P's
expectation for very high recovery (90%-100%) of principal for
debtholders in the event of payment default. The issue-level
rating is two notches higher than S&P's 'B+' corporate credit
rating on the company. The borrower is Regal Cinemas Corp.
The transaction will not affect Regal's adjusted leverage ratio,
which was 4.6x as of year-end 2014. The company plans to use
proceeds to refinance its existing senior secured credit facility.
RATINGS LIST
Regal Entertainment Group
Regal Cinemas Corp.
Corporate Credit Rating B+/Stable/--
New Ratings
Regal Cinemas Corp.
Senior Secured
$965.76 mil. term bank loan due 2022 BB
Recovery Rating 1
$85 mil. revolver bank loan due 2020 BB
Recovery Rating 1
RESPONSE BIOMEDICAL: Refiles Binding Term Sheet with SEC
--------------------------------------------------------
Response Biomedical Corp. amended its current report on Form 8-K
filed with the Securities and Exchange Commission on Oct. 21, 2014.
The Current Report included an Exhibit 10.2 (Binding Term Sheet -
Supply, dated as of Oct. 15, 2014, by and between the Company and
Hangzhou Joinstar Biomedical Technology Co., Ltd.) that is being
re-filed to include disclosure of certain durational terms
contained in the Binding Term Sheet.
This Binding Term Sheet is intended to be a binding agreement
between the parties until such time as the parties enter into
Supply Agreement that more fully state the agreements between the
parties with respect to the transactions.
A copy of the Binding Term Sheet is available for free at:
http://is.gd/zZsd3P
About Response Biomedical
Based in Vancouver, Canada, Response Biomedical Corporation
develops, manufactures and sells diagnostic tests for use with its
proprietary RAMP(R) System, a portable fluorescence immunoassay-
based diagnostic testing platform. The RAMP(R) technology
utilizes a unique method to account for sources of error inherent
in conventional lateral flow immunoassay technologies, thereby
providing the ability to quickly and accurately detect and
quantify an analyte present in a liquid sample. Consequently, an
end-user on-site or in a point-of-care setting can rapidly obtain
important diagnostic information. Response Biomedical currently
has thirteen tests available for clinical and environmental
testing applications and the Company has plans to commercialize
additional tests.
Response Biomedical reported a net loss and comprehensive loss of
$5.99 million in 2013, a net loss and comprehensive loss of $5.28
million in 2012 and a net loss and comprehensive loss of $5.37
million in 2011.
The Company's balance sheet at Sept. 30, 2014, showed
$12.3 million in total assets, $15.6 million in total liabilities
and total stockholders' deficit of $3.32 million.
PricewaterhouseCoopers LLP, in Vancouver, British Columbia, 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 recurring losses from
operations and has an accumulated deficit at Dec. 31, 2013, which
raises substantial doubt about its ability to continue as a going
concern.
RICE ENERGY: S&P Raises Corp. Credit Rating to 'B', Outlook Stable
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on independent natural gas and oil company Rice Energy Inc.
to 'B' from 'B-'. The rating outlook is stable. S&P also raised
its issue-level rating on the company's existing $900 million
senior unsecured notes to 'B-' from 'CCC+'. The recovery rating
remains unchanged at '5', indicating S&P's expectation for modest
(the higher end of the 10% to 30% range) recovery in the event of a
payment default.
"The upgrade reflects our belief that the meaningful growth in 2014
of Rice Energy's reserves and production should continue into
2015," said Standard & Poor's credit analyst Daniel Krauss. "The
company's proved reserves and production levels are now more in
line with its 'B' rated peers, although the company has less
geographic and product diversity," said Mr. Krauss.
In addition, S&P believes the company will be able to maintain its
"adequate" liquidity position, despite relatively large capital
spending requirements in 2015.
The ratings on Rice Energy Inc. reflect S&P's assessment of the
company's "vulnerable" business risk profile, "aggressive"
financial risk profile, and "adequate" liquidity. These
assessments reflect the company's relatively short history of
operations, natural gas-focused reserves and production base, and
credit measures that are in line with our expectations at the
current rating.
The stable outlook reflects S&P's expectation that the company will
continue to increase overall production and reserves, particularly
in the Utica region, while maintaining "adequate" liquidity. In
S&P's base case scenario, it would expect the company to maintain a
weighted average FFO to total debt ratio of above 12% and total
debt to EBITDA below 5x on a sustained basis. S&P's credit measures
account for the earnings and debt expected at Rice Midstream
Holdings LLC and Rice Midstream Partners L.P.
S&P could consider a lower rating if it believed the company would
be unable to maintain FFO to total debt of more than 12% and debt
to EBITDA below 5x on a sustained basis. This could happen if the
company's production growth falls well short of S&P's expectations,
resulting in lower earnings and cash flow generation. S&P ascribes
a greater degree of risk to its Utica production growth forecast
because the company is still in the early development stages in
this region. S&P could also consider a lower rating if
higher-than-expected capital spending or acquisitions caused
liquidity to deteriorate to a level that S&P would consider "less
than adequate."
S&P could consider an upgrade if the company were able to
successfully increase reserves and production in the Utica region,
and grow its percentage of proved developed reserves.
ROSETTA GENOMICS: Reports $14.5 Million Loss for 2014
-----------------------------------------------------
Rosetta Genomics Ltd. filed with the Securities and Exchange
Commission its annual report on Form 20-F disclosing a loss from
continuing operations of $14.5 million on $1.32 million of revenues
for the year ended Dec. 31, 2014, compared to a loss from
continuing operations of $13.2 million on $405,000 of revenues in
2013. The Company incurred a loss from continuing operations of
$10.69 million in 2012.
As of Dec. 31, 2014, the Company had $17.3 million in total assets,
$2.21 million in total liabilities and $15.06 million in total
shareholders' equity.
Since its inception, the Company has generated significant losses
and expects to continue to generate losses for the foreseeable
future. As of Dec. 31, 2014, the Company had an accumulated
deficit of $123 million. The Company has funded its operations
primarily through the proceeds from the sales of its equity and
debt securities. As of Dec. 31, 2014, the Company had cash, cash
equivalents and short-term bank deposit of $15.6 million, compared
to $24.5 million as of Dec. 31, 2013.
The total aggregate amount of debt and equity capital that was
raised during 2014 was $5.2 million.
Bankruptcy Warning
"We will likely require substantial additional funding and expect
to augment our cash balance through financing transactions,
including the issuance of debt or equity securities and further
strategic collaborations. On December 7, 2012, we filed a shelf
registration statement on Form F-3 with the SEC for the issuance of
ordinary shares, various series of debt securities and/or warrants
to purchase any of such securities, either individually or in
units, with a total value of up to $75 million, from time to time
at prices and on terms to be determined at the time of such
offerings. The filing was declared effective on December 19, 2012.
As of the time of the filing of this Annual Report on Form 20-F,
we had sold through the Cantor Sales Agreement an aggregate of
4,736,854 of our ordinary shares for gross proceeds of $19.9
million under this shelf registration statement, leaving an
aggregate of approximately $55.1 million of securities available
for sale under this Form F-3, subject to limitations imposed by the
SEC for companies with a public float of less than $75 million. If
we need additional funding, there can be no assurance that we will
be able to obtain adequate levels of additional funding on
favorable terms, if at all. If adequate funds are needed and not
available, we may be required to:
* delay, reduce the scope of or eliminate certain research and
development programs;
* obtain funds through arrangements with collaborators or
others on terms unfavorable to us or that may require us to
relinquish rights to certain technologies or products that we
might otherwise seek to develop or commercialize
independently;
* monetize certain of our assets;
* pursue merger or acquisition strategies; or
* seek protection under the bankruptcy laws of Israel and the
United States."
A full-text copy of the Form 20-F is available for free at:
http://is.gd/VoXy58
About Rosetta
Based in Rehovot, Israel, Rosetta Genomics Ltd. is seeking to
develop and commercialize new diagnostic tests based on a recently
discovered group of genes known as microRNAs. MicroRNAs are
naturally expressed, or produced, using instructions encoded in
DNA and are believed to play an important role in normal function
and in various pathologies. The Company has established a CLIA-
certified laboratory in Philadelphia, which enables the Company to
develop, validate and commercialize its own diagnostic tests
applying its microRNA technology.
S&B SURGICAL: NY Court Dismisses LFMG-S&B v. Fortress Suit
----------------------------------------------------------
A New York district court granted defendant Fortress Credit Corp.'s
motion to dismiss the action filed by plaintiff LFMG-S&B, LLC.
Fortress Credit's motion for sanctions against Plaintiff's counsel,
however, is denied.
The action is related to the bankruptcy case of S&B Surgical
Center. In February 2005, non-party S&B Surgical Center ("S&B")
borrowed money from, and entered into a loan agreement with
Fortress Credit. Under the loan agreement, S&B granted Fortress
Credit security interests in all of its assets and agreed to make
monthly payments. Plaintiff LFMG-S&B, LLC, is a limited liability
company and claims to be the assignee and owner of all of the
claims and rights of the S&B Surgery Center Creditor Trust, which
was created after S&B filed for bankruptcy under chapter 11 of the
Bankruptcy Code.
The action was filed against Fortress Credit and various unnamed
defendants for damages arising from allegedly fraudulent
conveyances in violation of New York Debtor and Creditor Law Sec.
275 and California Civil Code Sec. 3439.04. Among other things,
the Complaint asserted two claims of fraudulent conveyance (one
under California law and one under New York law) seeking to set
aside the payments made by S&B to Fortress.
The action is LFMG-S&B, LLC v. FORTRESS CREDIT CORP., Case No.
11-CIV. 4260 (LGS), (S.D.N.Y.). A copy of the Court's March 6,
2015 Opinion and Order is available at http://is.gd/y9UFz3from
Leagle.com
SABINE OIL: S&P Lowers CCR to 'CCC', Still on Watch Negative
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Sabine Oil & Gas Corp. to 'CCC' from 'B-'. At the same
time, S&P lowered the issue-level rating on the company's senior
secured credit facility to 'B-' from 'B+', issue-level rating on
its second-priority term loan to 'CCC-' from 'CCC+', and
issue-level rating on the senior unsecured notes to 'CC' from
'CCC'. The '1' recovery rating on the senior secured notes, '5'
recovery rating on the second-priority notes, and '6' recovery
rating on the senior unsecured notes are unchanged. A '1' recovery
rating indicates a very high (90% to 100%) expectation for recovery
in the event of a default. A '6' recovery rating indicates a
negligible (0% to 10%) expectation for recovery in the event of
default. A '5' recovery rating indicates a modest (10% to 30%)
expectation for recovery in the event of default, with recovery in
this case falling within the low end of the range.
All ratings on Sabine remain on CreditWatch with negative
implications.
"The downgrade reflects our view that Sabine may pursue capital
restructuring over the next 12 months that could result in lower
ratings on the company and its debt," said Standard & Poor's credit
analyst Ben Tsocanos.
Sabine disclosed in early March that it had borrowed the full $1
billion available amount of its credit facility. S&P expects that
the facility lenders are likely to reduce the borrowing base in
April below the level of loans outstanding because of lower
commodity prices, resulting in a required payment and reduced
liquidity. S&P also notes that the facility matures in April 2016
and that the company may be challenged to extend the maturity.
S&P could lower the ratings if it views a potential restructuring
as increasing Sabine's financial risk or if the borrowing base on
the company's credit facility decreases to the point that the
company's liquidity is significantly constrained. S&P could also
lower ratings if it expects the company to be required to repay a
portion of its notes prior to maturity. S&P will monitor
developments related to the strategic review and resolve the
CreditWatch listing when more information regarding the outcome of
the review becomes available.
SOBELMAR ANTWERP: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
Debtor Case No.
------ --------
Sobelmar Antwerp N.V. 15-20423
Bredabaan 405
B-2930 Brasschaat
Sobelmar Shipping N.V. 15-20424
SBM-1 Inc. 15-20425
SBM-2 Inc. 15-20426
SBM-3 Inc. 15-20427
SBM-4 Inc. 15-20428
Type of Business: Provides worldwide seaborne transportation
services, operating a fleet of four handysize
bulk carriers.
Chapter 11 Petition Date: March 17, 2015
Court: United States Bankruptcy Court
District of Connecticut (Hartford)
Debtors' Counsel: Evan D. Flaschen, Esq.
Katherine L. Lindsay, Esq.
BRACEWELL & GIULIANI LLP
CityPlace I, 34th Floor
185 Asylum Street
Hartford, CT 06103
Tel: 860-256-8537
Fax: 800-404-3970
Email: evan.flaschen@bgllp.com
Kate.Lindsay@bgllp.com
Estimated Assets: $50 million to $100 million
Estimated Debts: $50 million to $100 million
The petition was signed by Vladimir Terechtchenko, managing
director.
Consolidated List of Debtors' 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Bureau Veritas Lyon $79,033
Departement Des Comptabilites
Lukoil Marine Lubricants DMCC $72,935
Barthels + Luders Hamburg $59,102
Marlink, Astrium Services Businness $57,528
Communications Sa
Seven Seas Shipping Lines $35,172
Sinwa (Singapore) Pte Ltd $20,428
Chartco Limited $16,791
Blue Water Shipping Co. $15,658
Wrist Europe $15,466
Banchero Costa Progetti $12,829
Sobelmar SPB Kantoor $12,500
Gretsky A $10,000
Wilhelmsen Ships Service $7,748
BV Marine Belgium & Luxembourg N.V. $7,291
TTS NMF Gmbh $6,514
Baltsuply Ltd $4,241
Lankhorst Touwfabrieken Bv $3,495
Nepa Shipping Pte Ltd $2,964
Kozinets Sergey $2,940
Saga Shipping A/S $2,742
SOUTHERN GENERAL INSURANCE: A.M. Best Lowers FSR to 'B-(fair)'
--------------------------------------------------------------
A.M. Best Co. has downgraded the financial strength rating to B-
(Fair) from B (Fair) and the issuer credit rating to "bb-" from
"bb" of Southern General Insurance Company (SGIC) (Marietta, GA).
The outlook for both ratings is negative.
The downgrade reflects SGIC's declining policyholder surplus and
risk-adjusted capitalization as a result of continuing pre-tax
operating losses over the latest five-year period. This negative
operating performance was driven by the company's persistent
underwriting losses resulting from its elevated expense structure,
property catastrophe losses in 2009 and adverse loss reserve
development. Additional negative rating factors include elevated
underwriting leverage and low liquidity ratios that unfavorably
compare with the private passenger non-standard auto composite.
The company's profile also includes limited product offerings,
geographic concentration and a competitive local marketplace that
subject SGIC's earnings to potential adverse weather-related events
and judicial, legislative and regulatory actions. While the
negative outlook reflects the uncertainty that management's
initiatives will successfully return the company to operating
profitability over the intermediate term, SGIC's operating results
have significantly improved in 2014, though still negative,
compared to the prior years of operating profitability. The
substantial improvement to operating results in 2014 are based on
product and pricing improvements, technology enhancements and
aggressive expense management actions over the course of the prior
three years.
There may be potential future negative rating actions if SGIC fails
to execute its plans and continues to report operating losses,
further eroding policyholders' surplus and risk-adjusted
capitalization as measured by Best's Capital Adequacy Ratio.
STANDARD REGISTER: Court Issues Joint Administration Order
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware issued an
order directing the joint administration of the Chapter 11 cases of
The Standard Register Company and its debtor affiliates under lead
case no. 15-10541 for procedural purposes only.
About Standard Register
Standard Register -- http://www.standardregister.com/-- provides
market-specific insights and a compelling portfolio of workflow,
content and analytics solutions to address the changing business
landscape in healthcare, financial services, manufacturing and
retail markets.
The Standard Register Company sought Chapter 11 protection (Bankr.
D. Del. Case No. 15-10541) on March 12, 2015, with plans to launch
a sale process where its largest secured lender would serve as
stalking horse bidder in an auction.
The Debtors have tapped Young Conaway Stargatt & Taylor LLP as
counsel, and Prime Clerk LLC as claims agent.
STEREOTAXIS INC: Reports $5.2 Million Net Loss for 2014
-------------------------------------------------------
Stereotaxis, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$5.20 million on $35.01 million of total revenue for the year ended
Dec. 31, 2014, compared to a net loss of $68.8 million on $38.03
million of total revenue in 2013. The Company previously incurred
a net loss of $9.23 million in 2012.
As of Dec. 31, 2014, Stereotaxis had $23.9 million in total assets,
$36.4 million in total liabilities, and a $12.5 million
stockholders' deficit.
Ernst & Young LLP, in St. Louis, Missouri, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company has incurred recurring
operating losses and has a net capital deficiency. These
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/4ELb2v
About Stereotaxis
Based in St. Louis, Missouri, Stereotaxis, Inc., is a manufacturer
and developer of a suite of navigation systems in interventional
surgical procedures. The Company's Epoch Solution is used in the
treatment of arrhythmias and coronary artery disease.
SUN BANCORP: Incurs $30 Million Net Loss for 2014
-------------------------------------------------
Sun Bancorp, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss
available to common shareholders of $29.8 million on $90.21 million
of total interest income for the year ended Dec. 31, 2014, compared
to a net loss available to common shareholders of $9.94 million on
$105.08 million of total interest income for the year ended Dec.
31, 2013. Sun Bancorp incurred a net loss available to common
shareholders of $50.49 million in 2012.
As of Dec. 31, 2014, the Company had $2.71 billion in total assets,
$2.47 billion in total liabilities, and $245 million in total
shareholders' equity.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/Lkeuoa
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.
TELKONET INC: Bard Assoc. Files Revised 13G, Reports 13% Stake
--------------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, Bard Associates, Inc., disclosed that as of Dec. 31,
2014, it beneficially owned 16,918,423 shares of common stock of
Telkonet, Inc., which represents 13 percent of the shares
outstanding.
The amount beneficially owned by Bard Associates is comprised of
11,706,861 common shares and 5,211,562 warrants.
A copy of the regulatory filing is available for free at:
http://is.gd/wFybz8
About Telkonet
Milwaukee, Wisconsin-based Telkonet, Inc., is a clean technology
company that develops and manufactures proprietary energy
efficiency and smart grid networking technology.
Telkonet reported a net loss attributable to common stockholders of
$4.90 million on $13.9 million of total net revenues for the year
ended Dec. 31, 2013, as compared with a net loss attributable to
common stockholders of $507,600 on $12.8 million of total net
revenues in 2012.
As of Sept. 30, 2014, the Company had $10.45 million in total
assets, $4.91 million in total liabilities, $1.27 million in
redeemable preferred stock, and $4.26 million in total
stockholders' equity.
BDO USA, LLP, in Milwaukee, Wisconsin, 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 a history of losses from operations, a working capital
deficiency, and an accumulated deficit of $122 million that raise
substantial doubt about its ability to continue as a going concern.
TOWNSQUARE MEDIA: Moody's Rates New $255MM Sr. Term Loan Ba2
------------------------------------------------------------
Moody's Investors Service assigned Ba2 to Townsquare Media, Inc.'s
proposed $255 million senior secured term loan B facility and $50
million senior secured revolving credit facility and assigned B3 to
the proposed $320 million senior unsecured notes. Net proceeds
from the new debt instruments will be used to repay outstanding
amounts under the existing credit facilities, redeem the company's
9.00% senior notes due 2019, as well as fund related fees and
expenses. Moody's also assigned a B2 Corporate Family Rating to
Townsquare Media, Inc. and a B2-PD Probability of Default. The
rating outlook is stable.
Issuer: Townsquare Media, Inc.
Assigned:
-- Corporate Family Rating: Assigned B2
-- Probability of Default Rating: Assigned B2-PD
-- Speculative Grade Liquidity Rating: Assigned SGL-2
-- NEW $255 million Senior Secured Term Loan B Facility:
Assigned Ba2, LGD2
-- NEW $50 million Senior Secured Revolving Credit Facility:
Assigned Ba2, LGD2
-- NEW $320 million Senior Unsecured Notes: Assigned B3, LGD5
Outlook:
-- Outlook is Stable
Issuer: Townsquare Radio, LLC.
To Be Withdrawn:
- Corporate Family Rating: To be withdrawn B2
- Probability of Default Rating: To be withdrawn B2-PD
- $265 million Senior Unsecured Notes due 2019: To be withdrawn
B3, LGD4
- $145 million Senior Unsecured Notes due 2019: To be withdrawn
B3, LGD4
- Stable Outlook: To be withdrawn
The B2 corporate family rating reflects the company's high
debt-to-EBITDA of 5.9x as of December 2014 (including Moody's
standard adjustments) pro forma for the proposed refinancing.
Despite debt repayment from net proceeds from Townsquare's July
2014 IPO, leverage remains elevated reflecting the company's
acquisition strategy which increased debt balances to $532 million
as of Dec. 31, 2014 from $370 million at the end of 2012. The new
debt instruments will be issued by Townsquare Media, Inc., the
parent holding company of Townsquare Radio, Inc., and will capture
previously unrestricted operations. Although the call premium and
transaction fees increase initial leverage, we expect completion of
the proposed transaction will result in meaningful cash savings
from reduced interest expense. Pro forma for the transaction,
Townsquare will have outstanding funded debt of $575 million with
$50 million of undrawn capacity under the new revolving credit
facility. Moody's expect leverage to remain above 5.0x over the
next 12 months given the likelihood for additional acquisitions or
investments. Ratings incorporate the mature and cyclical nature of
radio advertising demand, risks associated with management's
acquisition strategy, and ownership by financial sponsors. Moody's
believes leverage should be reduced to provide some financial
cushion given uncertainties related to local and national economic
weakness as well as heightened competition for local ad dollars.
Ratings are supported by the company's leading revenue share (#1 or
#2 rank in 65 of its 66 markets) and audience ratings. Management
is focused on growing local advertising revenue in small to
mid-sized markets with revenue diversification across its digital
and live events businesses. Approximately 90% of its markets are
ranked between #100 and #300 by population, and competition is
limited in these locations given deeper-pocketed radio broadcasters
have chosen to operate primarily in larger sized markets. These
initiatives, along with an overall improving economy, will support
low single-digit percentage revenue and EBITDA growth over the next
12 months. Townsquare has been a serial acquirer of radio stations
and has made good progress in integrating several significant
additions in the past four years, bringing its total roster to over
300 radio stations. In contrast to traditional radio operators,
executive management has diverse media experience and does not come
exclusively from legacy broadcasters. Despite incumbent competition
from local newspapers and television operators, we believe the
company has effectively grown revenue from digital services as well
as from live events which supplement mature radio time sales.
Liquidity is good with $50 million of revolver availability after
the proposed transaction, expectations for mid-single digit
percentage free cash flow-to-debt ratios over the next 12 months,
and no significant debt maturities until April 2020 when the new
revolver expires.
The stable outlook reflects Moody's view that revenue will grow in
the low single digit percentage range on a same-station basis which
is better than our expectations for generally flat revenue for the
overall radio industry. The outlook also reflects our expectation
that the company will maintain at least adequate liquidity even as
it continues to fund tuck in acquisitions and investments. The
outlook does not incorporate significant shareholder distributions
or debt financed acquisitions that would increase debt-to-EBITDA
above 6.0x (including Moody's standard adjustments). Debt ratings
could be downgraded if performance were to deteriorate due to
increased competition or economic weakness in one or more key
markets. Weakened liquidity or additional debt financed
acquisitions leading to Moody's expectation that debt-to-EBITDA
would be sustained above 6.0x (including Moody's standard
adjustments) could also result in a downgrade. Although not likely
in the near term given management's track record for acquisitions
and the potential for shareholder distributions, ratings could be
upgraded if debt-to-EBITDA is sustained comfortably below 5.0x with
free cash flow-to-debt remaining above 7% (including Moody's
standard adjustments). Liquidity would need to remain good, and we
would need assurances that the company would operate in a
financially prudent manner consistent with a higher rating.
The principal methodology used in these ratings was Global
Broadcast and Advertising Related Industries published in May 2012.
Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.
Townsquare Media, Inc. owns and operates 311 radio stations,
related websites, and roughly 500 live events in 66 small to
mid-sized markets with most of the stations operating in markets
ranked #100 to #300 based on population. Headquartered in
Greenwich, CT, the company represents an acquisition roll up by new
management of small to mid-sized market stations from operators
including Regent Communications, GAP Radio Broadcasting, Millennium
Radio Group, Double O Corporation, Cumulus Media, and Peak
Broadcasting. The company is publicly traded and the largest
shareholders are prior debt holders including Oaktree Capital
(roughly 46% economic ownership) as the controlling shareholder
with majority voting power, GE Capital (12%), and MSD Capital (6%)
with the remainder being widely held.
TRANSGENOMIC INC: AMH Equity Reports 3% Stake as of March 11
------------------------------------------------------------
AMH Equity LLC and Leviticus Partners, L.P. disclosed in an amended
Schedule 13G filed with the Securities and Exchange Commission that
as of March 11, 2015, they beneficially owned
391,915 shares of common stock of Transgenomis Inc., which
represents 3.31 percent of the shares outstanding. A copy of the
regulatory filing is available at http://is.gd/y079mp
About Transgenomic
Transgenomic, Inc. -- http://www.transgenomic.com/-- is a global
biotechnology company advancing personalized medicine in
cardiology, oncology, and inherited diseases through its
proprietary molecular technologies and world-class clinical and
research services. The Company is a global leader in cardiac
genetic testing with a family of innovative products, including
its C-GAAP test, designed to detect gene mutations which indicate
cardiac disorders, or which can lead to serious adverse events.
Transgenomic has three complementary business divisions:
Transgenomic Clinical Laboratories, which specializes in molecular
diagnostics for cardiology, oncology, neurology, and mitochondrial
disorders; Transgenomic Pharmacogenomic Services, a contract
research laboratory that specializes in supporting all phases of
pre-clinical and clinical trials for oncology drugs in
development; and Transgenomic Diagnostic Tools, which produces
equipment, reagents, and other consumables that empower clinical
and research applications in molecular testing and cytogenetics.
Transgenomic believes there is significant opportunity for
continued growth across all three businesses by leveraging their
synergistic capabilities, technologies, and expertise. The
Company actively develops and acquires new technology and other
intellectual property that strengthens its leadership in
personalized medicine.
The Company reported a net loss available to common stockholders
of $16.7 million in 2013, a net loss available to common
stockholders of $8.98 million in 2012 and a net loss available to
common stockholders of $10.8 million in 2011.
The Company's balance sheet at Sept. 30, 2014, showed $30.8
million in total assets, $20.6 million in total liabilities and
$10.2 million in stockholders' equity.
TRIPLE A&R CAPITAL: Judge Denies Bid to Stay Pending Appeal
-----------------------------------------------------------
Judge Brian K. Tester denied Triple A & R Capital Investment Inc.'s
Motion For Stay Pending Appeal. Judge Tester holds that in the
Motion for Stay and subsequent Replies, the Debtor fails to state
any grounds with particularity upon which the requested relief is
based, and does not argue the specific basis upon which the
appellate court will conclude reversal is appropriate.
As reported by the Troubled Company Reporter on Oct. 14, 2014,
Judge Tester granted the request of PRLP 2011 Holdings LLC, to lift
the automatic stay in the Debtor's case.
In the present ruling, Judge Tester said the Debtor based the
"irreparable harm" argument on the loss of the real estate at the
center of this dispute. Without this property, Debtor argued,
reorganization and the appeal itself would become moot. However,
the Court points out, the record of the case reflects that this
real estate has no equity and is fully encumbered by creditor PRLP
2011 Holdings, Inc. Accordingly, the loss of the real estate is
inevitable and no surprise because Debtor has no equity in the
property, the Court opines. Furthermore, the judge says, in the
event that somehow the Debtor suffers any injury, the harm could
easily be repaired with monetary damages. Thus, the irreparable
injury factor is also nonexistent, the Court finds.
A copy of the Court's March 9, 2015 Opinion and Order is available
at http://is.gd/LSMb67from Leagle.com.
Triple A&R Capital Investment, Inc., aka Concordia Gardens Shopping
Center, based in San Juan, Puerto Rico, filed for Chapter 11
bankruptcy (Bankr. D.P.R. Case No. 14-04744) on June 9, 2014.
Charlez Alfred Cuprill, Esq., at Charles A Curpill, PSC Law Office
serves as the Debtor's counsel. In its petition, Triple A&R listed
total assets of $4.14 million and total liabilities of $3.87
million. The petition was signed by Luisette Cabanas Colon,
president. A list of the Debtor's 10 largest unsecured creditors
is available for free at http://bankrupt.com/misc/prb14-04744.pdf
TRUMP ENTERTAINMENT: US Trustee & NRF Object to Plan Confirmation
-----------------------------------------------------------------
Andrew R. Vara, the Acting United States Trustee for Region 3, and
the National Retirement Fund filed separate objections to the
confirmation of Trump Entertainment Resorts, Inc., et al.'s Third
Amended Joint Plan of Reorganization.
The U.S. Trustee contends that the Plan is not confirmable because
it contains third party release and exculpation provisions that are
contrary to applicable law.
The National Retirement Fund asserts that there is a significant
possibility that the Effective Date of the Debtors' Plan will occur
before final adjudication of Local 54's appeal of the Court's order
rejecting collective bargaining agreement between Trump Taj Mahal
Associates, LLC and UNITE HERE Local 54 pursuant to Section 1113(c)
of the Bankruptcy Code, and implementing terms of the Debtors'
proposal under Section 1113(b).
In response to the Objections and in support of the confirmation of
the Plan, the Debtors submitted a memorandum on March 10, 2015.
The First Lien Parties also filed a separate response to the
Objections. The First Lien Parties are Icahn Agency Services, LLC,
in its capacities as Administrative Agent and Collateral Agent for
the First Lien Lenders; Icahn Partners LP; Icahn Partners Master
Fund LP (individually and as successor to Icahn Partners Master
Fund II LP and Icahn Partners Master Fund III LP), and IEH
Investments I LLC, in their capacity as lenders under that certain
Amended and Restated Credit Agreement, dated as of July 16, 2010.
The Debtors say that utilizing the Chapter 11 process, they were
able to turn around their prospects and now stand ready to confirm
the Plan that is supported by nearly all of the major
constituencies of the Debtors and would allow the Taj Mahal to
remain open and continue to employ thousands of employees.
Importantly, the memorandum points out, the Debtors and the First
Lien Lenders were able to strike a global settlement with the
Creditors' Committee that resolved the prospect of costly
confirmation-related litigation in exchange for a significantly
enhanced distribution to holders of Allowed General Unsecured
Claims. The Debtors also relate that they and the First Lien
Lenders were also able to resolve their differences with Levine
Staller, a significant creditor, in a cost-effective manner. The
Debtors add that they were able to reach a settlement with the
Trump Parties that would permit the continued use of the "Trump"
brand and preserve the Taj Mahal's landmark status in Atlantic
City.
In their response, the First Lien Parties contend that the UST
Objection should be overruled because the U.S. Trustee's assertion
that the releases set out in the Plan are impermissible because
they are not voluntary is flawed, because the releases are
consensual.
The First Lien Parties relate that the crux of the NRF Objection is
the NRF's perceived unfairness allegedly caused by the Solicitation
Procedures Order. Not only does no unfairness exists, even if it
did, the Solicitation Procedures Order is a final order, binding on
the NRF, to which the NRF failed to object, raise any concern or
seek an extension of time to do so, the First Lien Parties
contend.
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
September 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.
TRUMP ENTERTAINMENT: Wins Confirmation of Third Joint Plan
----------------------------------------------------------
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware confirmed Trump Entertainment Resorts, Inc., et al.'s
Third Amended Joint Plan of Reorganization and Disclosure Statement
pursuant to Section 1129 of the Bankruptcy Code.
Judge Gross also approved the consensual resolution of certain
Confirmation Objections, as presented at the Confirmation Hearing.
Any Confirmation Objections, responses and reservation of rights
not previously resolved or withdrawn are overruled.
In the Court's findings of fact and conclusions of law dated March
12, 2015, Judge Gross also approved the Global Settlement pursuant
to Section 1123(b) of the Bankruptcy Code and Rule 9019 of the
Federal Rules of Bankruptcy Procedure.
As previously reported by The Troubled Company Reporter, the
Debtors filed on January 5, 2015, the Plan and accompanying
Disclosure Statement to, among other things, provide that holders
of General Unsecured Claims will receive Distribution Trust
Interests, which will include $1 million in cash and the proceeds,
if any, of certain avoidance actions. Under the revised plan,
holders of general unsecured claims are estimated to recover 0.47%
to 0.43% of their total allowed claim amount. The Amended Plan
also includes language reflecting the recently-approved $20 million
loan from Carl Icahn.
A full-text copy of the Findings of Fact is available for free at:
http://bankrupt.com/misc/TRUMPENTERTAINMENT_Plan_Findings.pdf
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
September 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.
USA SYNTHETIC FUEL: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
Debtor Case No.
------ --------
USA Synthetic Fuel Corporation 15-10599
312 Walnut Street, Suite 1600
Cincinnati, OH 45202
Lima Energy Company 15-10600
312 Walnut Street, Suite 1600
Cincinnati, OH 45202
Cleantech Corporation 15-10601
312 Walnut Street, Suite 1600
Cincinnati, OH 45202
Type of Business: Alternative energy company pursuing clean energy
solutions based on gasification and other proven
Btu conversion technologies.
Chapter 11 Petition Date: March 17, 2015
Court: United States Bankruptcy Court
District of Delaware (Delaware)
Debtors' Counsel: Robert J. Dehney, Esq.
MORRIS, NICHOLS, ARSHT & TUNNELL
1201 N. Market Street
P O. Box 1347
Wilmington, DE 19899-1347
Tel: (302) 658-9200
Fax: (302) 658-3989
Email: rdehney@mnat.com
- and -
Andrew R. Remming, Esq.
MORRIS, NICHOLS, ARSHT & TUNNELL LLP
1201 North Market Street
P.O. Box 1347
Wilmington, DE 19899-1347
Tel: 302-658-9200
Fax: 302-658-3989
Email: aremming@mnat.com
Debtors' ASGAARD CAPITAL LLC
Investment
Banker:
Debtors' R2B GROUP, LLC
Interim
CFO
Provider:
Total Assets: $7.9 million
Total Debts: $99.34 million
The petition was signed by Dr. Steven C. Vick, chief executive
officer.
Consolidated List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Phillips 66 Company Contract $16,000,000
8132 Pinnacle Building
3010 Briarpark Drive
Houston, TX 77042
Dorsey & Whitney, LLP Services $3,234,184
50 South Sixth St
Suite 1500
Minneapolis, MN
Tel: 55402-1498
Dwight Lockwood Wages $586,845
3547 Saybrook Ave.
Cincinnati, OH
45208
Taft Stettinius & Services $385,239
Hollister LLP
425 Walnut Street,
Suite 1800
Cincinnati, OH
45202
Goodwin Procter Services $321,365
Exchange Place
Boston, MA 02109
Jeremy Turk Wages $187,239
Thomas Sanford Wages $167,632
Mike Musulin Wages $136,425
Howard Reichart Wages $134,419
Daniel Dixon Wages $116,579
Peter A. Van Loon Wages $106,999
BDO USA, LLP Services $93,590
Andrew C Harding Wages $83,459
GBQ Consulting LLC Services $50,290
Porter Wright Services $39,625
Cantor Fitzgerald Services $50,000
Killman Murrell & Company, P.C. Services $49,088
E3 Consulting Services $32,138
Locke Lord (UK) LLP Services $25,744
Cassady Schiller Services $25,700
VISTEON CORP: Moody's Lifts Bank Credit Facility Ratings to Ba3
---------------------------------------------------------------
Moody's Investors Service raised the rating on Visteon
Corporation's amended bank credit facilities to Ba3 from B1. In a
related action, Moody's affirmed Visteon's Corporate Family and
Probability of Default Ratings at B1 and B1-PD, respectively.
Visteon's Speculative Grade Liquidity Rating was raised to SGL-2
from SGL-3. The rating outlook is stable.
The following ratings were raised:
-- $200 million senior secured revolving credit facility due
2019, to Ba3 (LGD3) from B1 (LGD4);
-- $600 million senior secured term loan facility due 2021, to
Ba3 (LGD3) from B1 (LGD4);
-- Speculative Grade Liquidity Rating, to SGL-2 from SGL-3
The following ratings were affirmed:
-- Corporate Family Rating, at B1;
-- Probability of Default, at B1-PD.
The rating upgrade on the senior secured bank credit facility
incorporates the expected elimination of other debt considered
structurally senior and an anticipated paydown of approximately
$250 million from a portion of the proceeds from the announced
agreement by Visteon's to sell its joint venture interest in Halla
Visteon Climate Control Corp. (HVCC). The transaction is expected
to close in the first half of 2015.
The affirmation of Visteon's B1 Corporate Family Rating reflects
the company's focused strong competitive position in the cockpit
electronics segment within the auto parts supplier industry
following the sale of the HVCC joint venture interest. Visteon
going forward will be positioned as a leading provider of
automotive cockpit electronics and driver information. Products in
these areas are experiencing increasing vehicle content, which is
expected to continue over the next several years. Visteon's
vehicle cockpit electronics product line includes audio systems,
infotainment systems, driver information systems, connectivity and
telematics solutions, climate controls, and electronic control
modules. However, the company still must successfully integrate
the ex-JCI (Johnson Control Inc.) electronics business purchased in
July 2014. Visteon projects restructuring and transition charges
of approximately $110 million in 2015. Moody's projects Visteon's
Debt/EBITDA (inclusive of restructuring charges and Moody's
standard adjustments to be about 5.8x, and about 3.4x excluding
restructuring charges by year-end 2015. Management expects the
restructuring charges to phase out in 2016 and result in $40-$70
million of annual savings thereafter.
The rating also incorporates Visteon's complex organizational
structure which includes consolidated overseas joint-venture
interests that contribute a significant amount of the company's
consolidated operating profits. Visteon has successfully executed
a number of strategic actions over the recent years to streamline
its corporate structure and deliver shareholder returns. The sale
of the HVCC joint venture is expected to result in net proceeds of
about $3 billion and be used to support shareholder returns, debt
reduction, and other corporate purposes. Given the restructuring
actions required to integrate the ex-JCI electronic business,
additional shareholder returns supported from free cash flow
generation is unlikely over the 18 months.
Visteon is anticipated to have a good liquidity profile over the
next 12-18 months supported by cash balances and availability under
the $200 million revolving credit facility. Cash balances as of
Dec. 31, 2014 were approximately $836 million, including about $14
million restricted cash and cash held for sale. About $558 million
of this cash was located in jurisdictions outside the U.S. of which
approximately $245 million is considered permanently reinvested and
would accrue additional tax expense if repatriated. Pro forma for
the sale of HVCC and other actions, cash on balances are estimated
to be $575 million with the majority of this amount in the U.S.
Visteon anticipates distributing returns to shareholders from the
sale of HVCC in stages through 2016, leaving significant amounts of
cash on the company's balance sheet until these actions are
complete. The revolving credit facility was unused as of December
31, 2014 and is expected to be largely undrawn over the next 12-18
months. Moody's anticipates that Visteon will be cash flow
negative over the near-term after restructuring and transition
costs related to completing the company's strategic business
actions. However, the company's ample cash balances should support
operating flexibility over the next twelve months. Covenants under
the bank credit facilities include a net leverage ratio test under
which the company has ample cushion.
Developments that could lead to a higher ratings include the
successful integration of the ex-JCI electronics business and
related restructuring actions. A demonstrated ability to deliver
improved operating performance without the need for more
restructuring charges resulting in EBITA margin (inclusive of
restructuring charges) above 5%; EBITA/interest above 3x;
Debt/EBITDA below 4x, and positive free cash flow generation could
lead to a rating upgrade.
Developments that could lead to a lower ratings include
deterioration in automotive industry conditions that are not offset
by cost saving actions, or the unsuccessful integration of the
ex-JCI electronics business. Consideration for a lower rating
could result from Moody's expectation of EBITA/interest approaching
2.0x or Debt/EBITDA being sustained at 5x. Deteriorating liquidity
could also lead to a lower rating.
The principal methodology used in these ratings was Global
Automotive Supplier Industry published in May 2013. Other
methodologies used include Loss Given Default for Speculative-Grade
Non-Financial Companies in the U.S., Canada and EMEA published in
June 2009.
Visteon, headquartered in Van Buren Township, Michigan, is a
leading global automotive supplier that designs, engineers and
manufactures innovative climate, electronic, and interior products
for vehicle manufacturers. Revenues for the fiscal 2014 were
approximately $7.5 billion. Excluding the operations of HVCC,
Visteon's fiscal 2014 revenues are estimated to be $2.5 billion.
VWR FUNDING: Moody's Raises Corp. Family Rating to 'B1'
-------------------------------------------------------
Moody's Investors Service upgraded VWR Funding, Inc.'s Corporate
Family Rating to B1 from B2 and Probability of Default Rating to
B1-PD from B2-PD based on its projected improvement in operating
performance and credit metrics. Moody's also upgraded the ratings
of the secured and unsecured debt and affirmed the company's SGL-2
Speculative Grade Liquidity rating. The rating outlook is stable.
In the same rating action, Moody's assigned a B3 rating to the
proposed EUR500 million senior unsecured notes. The company
intends to use the proceeds from the issuance to repay a portion of
its existing bank debt and pay fees and expenses.
"We expect VWR's credit metrics to improve gradually including a
decline in its financial leverage (debt/EBTIDA) to a level
sustained below 5.0x in the next 12-18 months," commented Moody's
lead analyst, John Zhao, a Vice President and Senior Analyst. "The
deleveraging will be driven by earnings improvement as a result of
a further turnaround in VWR's operations in Americas and solid
performance in the EMEA-APAC region despite foreign currency
headwinds." Moody's also anticipates the company will generate
healthy and growing free cash flow that will be utilized for debt
reduction and funding suitable acquisition opportunities.
Rating assigned subject to Moody's review of final documents:
-- Euro Senior Unsecured Notes -- at B3, LGD-5
Ratings upgraded:
-- Corporate Family Rating -- to B1 from B2;
-- Probability of Default Rating -- to B1-PD from B2- PD;
-- Senior Secured Revolving Credit Facility due 2016 -- to Ba2,
LGD-2 from B1, LGD-3;
-- USD Senior Secured Term Loan B due 2017-- to Ba2 LGD-2 from
B1 LGD-3;
-- Euro Senior Secured Term Loan B due 2017-- to Ba2, LGD-2
from B1, LGD-3;
-- 7.25% Senior Notes due 2017 -- to B3, LGD-5 from Caa1,
LGD-5.
Rating affirmed:
-- Speculative Grade Liquidity Rating -- SGL-2
-- Rating Outlook - stable
VWR's B1 CFR is supported by its good scale and strong market
position as the #2 global life sciences distributor (behind Thermo
Fisher Scientific, Inc., Baa3 positive) as well as stability of
revenues and gross margins because of its recurring revenue,
diversified customer base and long-standing relationship. The
rating also incorporates the company's improved balance sheet after
its 2014 initial public offering and Moody's expectation of its
ability to generate healthy free cash flow going forward.
VWR's ratings are constrained by the company's moderate business
scale, modest operating margin and high leverage. The rating also
incorporates VWR's business concentration in servicing the life
science industry, which has and will continue to experience
significant changes, such as industry consolidation and reduction
or outsourcing of research & development. The rating also
incorporates VWR's supplier concentration risk and business
uncertainty arising from its largest supplier Merck KGaA's pending
acquisition of Sigma-Aldrich. Moody's expects VWR to continue to
pursue bolt-on acquisitions and its financial policies will be
influenced by its sponsors as a controlled entity.
The stable outlook incorporates Moody's expectation of relatively
stable earnings despite foreign exchange headwinds over the next
year, underpinned by steady demand in end markets such as biopharma
and industrial segments. Moody's also anticipates that the company
to take timely action to refinance its debt obligations as the
majority of its debt will mature by the end of 2017. The outlook
also reflects Moody's view that the company will be disciplined in
carrying out its financial strategy with regard to acquisitions and
other shareholder initiatives.
The SGL-2 rating reflects Moody's expectations of good liquidity
and positive free cash flow over the next twelve months. However,
the SGL rating would be pressured should the company not be able
timely address the maturing revolver credit facility (expiring in
April 2016), accounts receivable facility (expiring in November
2016), and the term loans, which are due in April 2017.
Near term upward rating action is unlikely given the modest scale,
sizable private equity ownership, and high leverage. Moody's could
nevertheless upgrade the ratings if VWR is able to increase its
scale, improve its margin profile, diversify its supplier base and
sustain debt-to-EBITDA leverage below 3.5 times and free cash flow
well above 10% of total adjusted debt. Private equity ownership
would also need to decline substantially to consider VWR for an
upgrade.
If Moody's expects debt-to-EBITDA leverage to be sustained at or
above 5.0 times, either due to operating pressure, acquisitions or
shareholder friendly payouts, VWR's ratings could be downgraded.
Further, significant supplier contract losses or customer turnover
could also pressure the rating. Diminished free cash flow and
material deterioration in liquidity such as rising concern that VWR
will not be able to refinance its maturities could also lead to a
downgrade.
The principal methodology used in these ratings was Global
Distribution & Supply Chain Services published in November 2011.
Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.
VWR Funding, Inc., headquartered in Radnor, Pennsylvania, is a
global leader in the distribution of laboratory scientific
supplies, including chemicals, glassware, equipment, instruments,
protective clothing, and production supplies. For the twelve months
ended December 31, 2014, VWR reported net sales of approximately
$4.4 billion.
VWR FUNDING: S&P Rates EUR500MM Sr. Unsecured Notes 'B'
-------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' issue-level
rating and '5' recovery rating to VWR Funding Inc.'s EUR500 million
senior unsecured notes maturing 2022. The company will use
proceeds from the notes to repay existing secured debt. The
recovery rating of '5', on both the new notes and the existing
senior unsecured debt, indicates S&P's expectation of modest (10%
to 30%, at the low end of the range) recovery in a payment
default.
S&P is raising its issue-level rating on the secured debt to 'BB'
from 'BB-' and revising its recovery rating on this debt to '1',
from '2'. These changes stem from the reduction in the proportion
of secured debt in the capital structure, resulting from this
transaction, which improves recovery prospects for secured
lenders.
The 'B+' corporate credit rating on VWR reflects the company's
well-established position as one of the largest distributors of
laboratory supplies, with a global market share of about 11% and a
strong presence in North America and Europe. S&P believes its
global sourcing and distribution capabilities are beneficial, but
its large pharmaceutical industry, and other customers, have become
more price-sensitive. Those factors support S&P's "satisfactory"
business risk assessment.
The notes issuance is leverage-neutral as proceeds will be used to
repay existing debt. S&P's "highly leveraged" financial risk
assessment is unchanged.
RATINGS LIST
VWR Funding Inc.
Corporate Credit Rating B+/Stable/--
New Rating
VWR Funding Inc.
EUR500 Mil. Senior Unsecured Notes Due 2022 B
Recovery Rating 5L
Ratings Raised, Recovery Rating Revised
To From
VWR Funding Inc.
Senior Secured BB BB-
Recovery Rating 1 2L
WESTMORELAND COAL: Promotes Schadan to Pres. - Canada Operations
----------------------------------------------------------------
Westmoreland Coal Company has promoted John Schadan from executive
vice president to president - Canada Operations.
According to a document filed with the Securities and Exchange
Commission, there is no arrangement or understanding between Mr.
Schadan and any other person pursuant to which he was appointed the
position at Westmoreland. Mr. Schadan does not have any family
relationships with any director or executive officer of
Westmoreland or any person nominated or chosen to become a director
or executive officer of Westmoreland, and there are no related
person transactions (within the meaning of Item 404(a) of
Regulation S-K promulgated by the Securities and Exchange
Commission) between Mr. Schadan and Westmoreland.
Mr. Schadan, 49, joined Westmoreland in April 2014 as senior vice
president, Canada Operations, and had recently been promoted from
that position to executive vice president on Aug. 1, 2014. Mr.
Schadan's career has encompassed both the western Canadian coal
business as well as engineering and construction for a major
international firm, and spans a variety of disciplines including
mine engineering, environmental and regulatory approvals, business
development, marketing, commercial contract negotiations,
establishing joint venture partnerships, operations and general
management. Mr. Schadan is a registered Professional Engineer in
the Province of Alberta and holds a mining engineering degree from
Queen's University. He currently sits as a director for both the
Alberta Chamber of Resources and Safe Saskatchewan.
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, Westmoreland had $1.82 billion in total
assets, $2.17 billion in total liabilities, and a $349 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.
WILLIAM H. WRIGHT: Court Dismisses Fraudulent Transfer Suit
-----------------------------------------------------------
Judge William S. Shulman of the U.S. Bankruptcy Court for the
Northern District of Florida dismissed the adversary proceeding
MARY W. COLON, as Chapter 7 Trustee, Plaintiff, v. WILLIAM H.
WRIGHT, et al., Defendants, ADV. PROC. NO. 14-03025-WSS, at the
behest of Debtor William H. Wright and the other defendants.
William Wright filed for a Chapter 11 petition on June 14, 2012
(Bankr. N.D. Fla., Case No. 12-30865-KKS). Due to certain disputes
with major creditor Guaranty Bank, a Florida bankruptcy court
converted the Debtor's case to a Chapter 7 case on July 23, 2014.
The Chapter 7 Trustee filed the present adversary proceeding on
October 23, 2014. The parties also agree that the current
adversary proceeding was filed after the two-year statute of
limitations for fraudulent transfer actions under 11 U.S.C. Sec.
544 and 548.
On review, the Florida bankruptcy court finds that the facts in the
present case do not constitute extraordinary circumstances beyond
the trustee's control sufficient to equitably toll the two-year
statute of limitations under 11 U.S.C. Sec 546(a)(1), and
therefore, the causes of action in the Plaintiff's complaint are
barred by the running of the statute of limitations under 11 U.S.C.
Sec. 546(a)(1).
A full-text copy of Judge Shulman's March 9, 2015 Order is
available at http://is.gd/YegCNafrom Leagle.com.
J. Steven Ford, Counsel for the Debtor.
Yancey F. Langston, Counsel for certain Defendants named in
complaint.
Charles P. Hoskin -- cph@esclaw.com -- Counsel for Mary W. Colon,
Chapter 7 Trustee.
[*] Moody's Puts 1,721 US Municipal Obligations Under Review
------------------------------------------------------------
Moody's, on March 17, 2015, placed the letter of credit-backed and
liquidity supported ratings of 1,721 US Municipal obligations under
review, 1,703 for upgrade and 18 for downgrade. These reviews are
based on Moody's Introduction of Counterparty Risk Assessments for
banks.
For additional information on Moody's Counterparty Risk Assessments
(CR Assessments), please see Moody's rating methodology titled
"Rating Methodology: Banks" published March 16, 2015. For a
discussion of application of CR Assessments in rating transactions
supported by letters of credit, liquidity facilities and similar
instruments provided by banks, please see Moody's methodologies
titled Rating Transactions based on the Credit Substitution
Approach: Letter of Credit-backed, Insured and Guaranteed Debts and
Variable Rate Instruments Supported by Conditional Liquidity
Facilities, both of which were re-published March 16, 2015.
Reviews discussed herein are based on the CR Assessment expected to
be assigned to the bank providing support to each affected
transaction. Expected CR Assessments are based on guidance
provided by Moody's Financial Institutions Group in the rating
methodology "Rating Methodology: Banks" referenced above, and
consideration of the regulatory regime under which each bank
operates, each bank's baseline credit assessment and, where
applicable, reviews of bank credit rating related to the
introduction of the updated bank rating methodology and guidance
provided by Moody's on the likely outcome of those reviews.
Reviews announced herein will be concluded as Moody's assigns CR
Assessments to the applicable banks. As CR Assessments are
assigned Moody's will use them as inputs to reflect both the
long-term and short-term payment risk of banks providing credit and
liquidity support in the form of letters of credit, guarantees,
liquidity facilities and similar instruments.
Moody's has placed on review 1,595 US Municipal obligations that
are rated based solely on support in the form of a letter of
credit. These actions include review for upgrade of both the
long-term and short-term letter of credit-backed ratings of 185 US
Municipal obligations, review for upgrade of only the long-term
letter of credit backed ratings of 1,408 US Municipal obligations
and review for upgrade of only the short-term letter of credit
backed ratings of two (2) US Municipal obligations.
List of affected issues supported by letters of credit:
Letter of Credit Supported Debt: http://is.gd/Aelw4o
Moody's has placed on review 106 US Municipal obligations that are
rated based upon joint default analysis (JDA). These actions
include review for upgrade of only the long-term letter of
credit-backed JDA ratings of 98 US Municipal obligations, review
for upgrade of only the short-term letter of credit backed ratings
of seven (7) US Municipal obligations and review for downgrade of
only the short-term letter of credit-backed ratings of one (1) US
Municipal obligation.
List of affected letter of credit backed jointly supported issues:
Joint Default Analysis Supported Debt: http://is.gd/jMEzep
Moody's has placed on review 20 US Municipal obligations that are
rated based on support in the form of a liquidity facility. These
actions include review for upgrade of only the short-term liquidity
supported ratings of three (3) US Municipal obligations and review
for downgrade of only the short-term liquidity supported ratings of
17 US Municipal obligations.
List of affected issues supported by conditional liquidity
facilities:
Conditional Liquidity Facility: http://is.gd/dxv0zq
The principal methodology used in rating the obligations that are
rated based on support in the form of a letter of credit or bond
insurance, including the obligations that are rated based upon
joint default analysis (JDA), was Rating Transactions based on the
Credit Substitution Approach: Letter of Credit-backed, Insured and
Guaranteed Debts published in March 2015.
The principal methodology used rating the obligations that are
rated based on support in the form of a liquidity facility was
Variable Rate Instruments Supported by Conditional Liquidity
Facilities published in March 2015. An additional methodology used
in rating the water and sewer revenue backed debt was US Municipal
Utility Revenue Debt published in December 2014. An additional
methodology used in rating the general obligation unlimited and
limited tax debt was US Local Government General Obligation Debt
published in January 2014. An additional methodology used in rating
the special tax debt was US Public Finance Special Tax Methodology
published in January 2014. An additional methodology used in
rating the utilities system debt was U.S. Public Power Electric
Utilities with Generation Ownership Exposure published in November
2011.
The cover pool losses is an estimate of the losses Moody's
currently models if a CB anchor event occurs. Moody's splits cover
pool losses between market risks and collateral risks. Market risks
measure losses stemming from refinancing risks and risks related to
interest rate and currency mismatches (these losses may also
include certain legal risks). Collateral risks measure losses
resulting directly from cover pool assets' credit quality. Moody's
derives the collateral risk from the collateral score.
TPI FRAMEWORK: Moody's assigns a TPI to each covered bond that
indicates the likelihood that the issuer will make timely payments
to covered bondholders following a CB anchor event. The TPI
framework limits the covered bond rating to a certain number of
notches above the CB anchor.
FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS:
The CB anchor is the main determinant of a covered bond's rating
robustness. A change in the level of the CB anchor could lead to
an upgrade or downgrade of the covered bonds.
The TPI Leeway measures the number of notches by which Moody's
might lower the CB anchor before the rating agency downgrades the
covered bonds because of TPI framework constraints.
A multiple-notch downgrade of the covered bonds might occur in
certain limited circumstances, such as (1) a sovereign downgrade
negatively affecting both the CB anchor and the TPI; (2) a
multiple-notch lowering of the CB anchor; or (3) a material
reduction of the value of the cover pool.
[*] Moody's Review Global Bank Ratings
--------------------------------------
Moody's Investors Service announced multiple rating actions
following its publication of its new bank rating methodology, which
now is the primary methodology for Moody's bank ratings globally.
The rating actions affect 1,021 out of 1,934 rated banking
entities, which include operating banks, holding companies,
subsidiaries, special purpose issuance conduits, branches and other
entities for which Moody's has assigned ratings to at least one
debt class. Within this total group of entities, 856 are assigned
baseline credit assessments (BCAs), of which 147 are affected.
These total numbers refer to the banks that are covered under this
press release, as certain bank ratings in a small number of
countries (Japan, Bolivia, Brazil, Argentina, and Russia) will be
discussed in separate local press releases.
Moody's has placed the following ratings and assessments on
review:
(1) 147 BCAs: 84 for upgrade and 63 for downgrade;
(2) 421 long-term deposit ratings: 314 for upgrade, 96 for
downgrade and 11 direction uncertain; and,
(3) 451 senior unsecured debt and issuer ratings: 214 for
upgrade, 212 for downgrade and 25 direction uncertain.
At the same time, Moody's has affirmed 124 long-term deposit
ratings and 147 senior unsecured debt and issuer ratings.
"Our fundamental approach to bank ratings has not changed
dramatically, but we have introduced a number of new tools to
enhance our analysis, which has resulted in these rating reviews,"
said Greg Bauer, Moody's Co-head of Global Banking. "These reviews
are prompted by our new methodology, which we are confident will
enable us to appropriately reflect the rapidly evolving global
banking environment as it continues to develop."
Additionally, Moody's has withdrawn for business reasons inputs to
ratings in the form of bank financial strength ratings (BFSRs) and
ratings for other senior obligations (OSOs). Separate lists of
withdrawn BFSRs and OSOs are available at the bottom of this press
release. Going forward the BCA will be the only indicator of
issuers' standalone intrinsic strength. In a few cases where a
BFSR was previously on review, this review has now been assigned to
the BCA.
The reviews follow its March 16, 2015 publication of Moody's
updated bank rating methodology, which incorporates several new
elements designed to help accurately predict bank failures and
determine how each creditor class is likely to be treated when a
bank fails and enters resolution, reflecting insights gained from
the crisis and the fundamental shift in the banking industry and
its regulation.
Key changes include the addition of a Macro Profile, a new
Financial Profile and a Loss Given Failure (LGF) analysis
framework, all of which are described below. The first two
elements primarily affect the positioning of a bank's BCA, while
the last one can lead, through the assessment of instrument volume
and subordination levels and of expected treatment by resolution
authorities, to changes in long-term issuer, deposit and debt
ratings. Please refer to the press release "Moody's publishes its
new bank rating methodology," published on March 16, 2015.
Separate from the implementation of the updated bank rating
methodology, Moody's has also lowered its expectations about the
likelihood of government support for European banks in light of the
introduction of the Bank Recovery and Resolution Directive (BRRD)
in the European Union and the move toward similar frameworks with
provisions for burden-sharing with senior creditors in Switzerland,
Norway and Liechtenstein. In anticipation of this decline in
support, on May 29, 2014, Moody's changed the outlook for the
long-term ratings on 82 European banks to negative and maintained
the outlooks for the 74 banks that already had negative outlooks or
whose ratings were on review for downgrade.
Moody's has concluded that the probability of support to even
systemically important banks across the region has declined.
However, the impact on ratings is moderated -- and in some cases
wholly or more than offset -- by a decline in expected loss
assumptions under the new LGF framework. Moody's will publish a
more detailed report on the diminished probability of government
support in European bank ratings.
The updated bank rating methodology published on March 16, 2015
will be the primary methodology for all Moody's bank ratings,
including ratings that have not been placed on review. This
updated bank rating methodology is being implemented on a global
basis, except in jurisdictions where certain regulatory
requirements must be fulfilled prior to implementation.
A list of the affected credit ratings is available at
http://is.gd/IXm14v
This list is an integral part of this Press Release and identifies
each affected issuer.
Moody's updated bank rating methodology introduces several new
elements that will affect ratings to varying degrees across
countries and regions.
-- BCA: NEW BCA SCORECARD FOCUSED ON MACRO PROFILE AND CORE
FINANCIAL RATIOS
Moody's new Financial Profile takes as its starting point five
solvency- and liquidity-related financial ratios that are
predictive of bank failure: asset risk, capital, profitability,
funding structure and liquid resources. The Financial Profile also
incorporates a broader range of supplementary ratios, Moody's
forward-looking expectations and other relevant qualitative
considerations. Joining these as a new input in determining the BCA
is the Macro Profile, which explicitly captures banking system-wide
pressures that have been shown to be predictive of a bank's
propensity to fail.
Impact on Baseline Credit Assessments
Globally, Moody's expects the enhanced approach to have a generally
modest positive impact on banks' BCAs, with changes concentrated
among European banks. These likely changes will generally be the
result of the application of the new scorecard framework, which
provides additional tools to assess banks' credit fundamentals.
(See below for regional breakdowns.)
-- LONG-TERM RATINGS: LOSS GIVEN FAILURE, RESOLUTION AND
GOVERNMENT SUPPORT
The LGF analysis assesses the potential impact of a bank's failure
on its various debt classes and deposits in the absence of any
government support. Under its new methodology, Moody's applies an
Advanced LGF to banks subject to operational resolution regimes,
wherein authorities can impose losses on creditors selectively
outside of liquidation, and for which specific legislation provides
a reasonable degree of clarity on how the bank's failure could
affect depositors and other creditors. The Basic LGF analysis
applies to those banks that are not subject to operational
resolution regimes.
Impact on Long-Term Ratings
(1) In the US, Moody's expects generally positive effects on
bank deposit ratings and mixed, though net negative, effects
on senior unsecured debt ratings, reflecting explicit
deposit preference in resolution, which benefits depositors
at the expense of senior unsecured debt.
(2) In the EU, Switzerland, Norway and Liechtenstein, Moody's
expects a positive effect on long-term deposit ratings,
albeit more modest compared to the US, and a generally
neutral effect on senior unsecured debt ratings. For banks
whose long-term ratings are being affirmed or placed on
review for upgrade, in general, the separate actions taken
related to the diminished probability of government support
are wholly or more than offset by the benefit of instrument
volume and subordination protecting creditors from losses in
resolution under the Advanced LGF approach.
(3) In all other regions covered through this press release,
Moody's will apply its Basic LGF approach, in the absence of
regulatory-driven operational resolution regimes. However,
Moody's expects a small negative effect on senior unsecured
and deposit ratings in some systems, reflecting the change
in its view that the capacity for government support is
limited to the government's bond rating, and that going
forward there will be little scope for other policy tools to
provide durable support beyond this constraint.
The sections below summarize the key likely rating changes by
region following the conclusion of Moody's review for banks covered
through this press release. The affected ratings refer to banking
entities, rather than consolidated banking groups. Following the
conclusion of its reviews, Moody's expects to make the following
rating changes:
NORTH AMERICA
-- The ratings of Canadian banks are unaffected.
-- In the US, 290 out of 417 rated banking entities are
affected.
- Moody's has assigned BCAs to 91 US banking entities, of which
81 BCAs remain unchanged; for the remaining 10 banking
entities, the BCAs of half of these are on review for upgrade
and half are on review for downgrade.
- The long-term deposit ratings for 100 banking entities are on
review for upgrade and one is on review direction uncertain.
None are on review for downgrade, owing to the substantial
volume of deposits in US banks' liability structures, which
should result in high recovery rates.
- The senior unsecured debt and issuer ratings for 54 banking
entities (including operating and holding companies) are on
review for upgrade, and 69 are on review for downgrade. The
issuer rating for one banking entity is on review direction
uncertain and the senior unsecured debt and issuer ratings for
19 banking entities are affirmed.
- In general, for US banking entities subject to resolution
under Title II of the Dodd-Frank Act, their bank-level senior
unsecured debt and issuer ratings are on review for upgrade
given the substantial loss absorbing capital subordinated to
them as well as the reduced loss assumption of an expected
going concern resolution under the single point of entry
resolution framework. At the holding company level, the senior
unsecured debt ratings of several of these firms may benefit
from the substantial thickness of this debt tranche as well as
the amount of debt subordinated to it.
- For most US banking entities subject to Title I resolution,
their deposit ratings are on review for upgrade and their
bank-level senior unsecured debt and issuer ratings are on
review for downgrade. The deposit ratings are most influenced
by their substantial size. The senior unsecured debt and
issuer rating actions result from the limited amount of senior
unsecured debt outstanding, the lack of a substantial debt
tranche subordinated to it, and the higher loss assumption
under a Title I receivership-based resolution approach.
Therefore, bank-level senior unsecured debt ratings could be
reduced to the same level as the holding company senior
unsecured debt ratings, which are largely unaffected by this
review.
EUROPEAN UNION AND OTHER WESTERN EUROPE
- The ratings on 609 out of 800 banking entities are affected.
- A BCA is assigned to 278 banking entities. Moody's expects to
make changes to the BCAs of some European banking entities,
with 53 BCAs on review for upgrade and 30 on review for
downgrade as a result of the additional tools provided in the
new scorecard framework. The BCAs on review for upgrade are
concentrated in the Nordics, the United Kingdom, Germany,
France, Spain and Luxembourg. The BCAs on review for
downgrade are primarily for banking entities in Austria,
Greece and Italy.
- The bulk of long-term deposit ratings (for 187 banking
entities) and senior unsecured debt and issuer ratings (for
154 banking entities) are on review for upgrade, because the
combination of instrument volume and subordination results in
an expected loss under the LGF analysis sufficiently low to
more than offset the diminished expectations of government
support. The latter will be further discussed in a more
detailed report that will be published.
- A much smaller number of long-term deposit ratings (for 48
banking entities) are on review for downgrade, because fewer
banking entities are affected by the decline in government
support compared to the benefit their deposit ratings receive
under the LGF framework. Nevertheless, senior unsecured debt
and issuer ratings for 95 banking entities are on review for
downgrade, reflecting more limited degrees of instrument
volume and subordination compared to deposits in the banks'
liability structures.
- Additionally, 96 banking entities' long-term deposit ratings
and 116 banking entities' senior unsecured debt and issuer
ratings have been affirmed, typically because the result of a
change in government support assumption is offset through the
LGF framework. Some deposit ratings (for 10 banking entities)
and senior unsecured debt and issuer ratings (for 24 banking
entities) are on review direction uncertain.
COMMONWEALTH OF INDEPENDENT STATES (CIS) AND WESTERN ASIA
- Only 14 out of 149 CIS banking entities are affected by the
review. Moody's has assigned BCAs to 138 banking entities, of
which five BCAs are on review for upgrade and nine are on
review for downgrade.
- Eleven deposit ratings (including both local and foreign
currency ratings) are on review for upgrade, and eleven are on
review for downgrade, generally in the same direction as the
change Moody's expects to make to the banks' BCAs.
- Similarly, the senior unsecured debt rating of one banking
entity is on review for upgrade and for one banking entity on
review for downgrade, again as a result of the review on the
BCA.
ASIA PACIFIC (EXCLUDING JAPAN)
- Among the total of 290 rated banking entities in the region,
excluding those of Japanese banks, which are covered through a
local press release, ratings on 65 banking entities are
affected. Within this total group of banking entities, 158
are assigned BCAs, of which 20 BCAs are affected: 15 are on
review for upgrade and five are on review for downgrade. The
reviews for upgrade are concentrated among banks in Taiwan
(4), the Philippines (3), Malaysia (3) and Indonesia (2), and
are driven by the positioning of a bank's credit strength in a
global context under the new scorecard framework.
- Long-term deposit, issuer and senior unsecured debt ratings
are generally unaffected, given that banks in the region are
not subject to operational resolution regimes and government
support expectations therefore remain largely unchanged.
However, among Asia Pacific banking entities covered through
this press release, 17 long-term deposit and 29 senior
unsecured debt and issuer ratings (including both local and
foreign currency ratings) are on review for downgrade. This is
largely driven by the change in Moody's view that the capacity
for government support is limited to a government's bond
rating, rather than the previous expectation that banks in
India, Thailand and Malaysia could benefit from additional
support through other policy tools.
- Ten banking entities' long-term deposit and five banking
entities' senior unsecured debt and issuer ratings are on
review for upgrade, generally reflecting the expectations of
an increase in those banking entities' BCAs. Long-term deposit
ratings of 28 banking entities and senior unsecured debt and
issuer ratings of 12 banking entities are affirmed.
LATIN AMERICA
- The ratings on 32 out of 103 banking entities covered through
this press release are affected. Moody's has assigned a BCA to
75 banking entities, of which six BCAs are on review for
upgrade and 12 are on review for downgrade. Of these, three
Brazilian banking entities' BCAs, which currently are higher
than the government bond rating, are on review for downgrade,
with the expectation of aligning them with the government's
rating. Other BCAs are generally on review for upgrade or
downgrade as the new scorecard framework provides additional
tools to position a bank's credit strength in a global
context.
- Long-term deposit, issuer and senior unsecured debt ratings
are generally unaffected. Nevertheless, six banking entities'
long-term deposit ratings are on review for upgrade, generally
owing to the expectation that these banks' BCAs will be
raised.
- Additionally, 11 banking entities' long-term deposit and 18
banking entities' senior unsecured debt or issuer ratings are
on review for downgrade, largely owing to the review for
downgrade on these banking entities' BCAs and/or the change in
Moody's view that the capacity for government support is
limited to a government bond rating, rather than the previous
expectation that banks in Chile, Colombia and Guatemala could
benefit from additional support through other policy tools.
MIDDLE EAST AND AFRICA
- Only 11 out of 133 banking entities are affected by the
review. Moody's has assigned a BCA to 106 banking entities,
of which two BCAs are on review for downgrade under the new
scorecard framework.
- The deposit ratings of nine banking entities are on review for
downgrade, one of which is driven by the review of the BCA.
The other eight banking entities' long-term deposit ratings of
the banks in Pakistan, Morocco and Jordan are on review for
downgrade as a result of the change in Moody's view that the
capacity of the government to provide support is limited to
the government's own creditworthiness, as implied by its bond
rating, rather than the previous expectation that banks could
benefit from additional support through other policy tools.
SUBORDINATED DEBT, BANK HYBRIDS AND CONTINGENT CAPITAL SECURITIES
Changes in a bank's BCA will, in most instances, affect the ratings
of its junior securities. This reflects the general assumption that
these instrument ratings do not benefit from government support.
Therefore, for banks whose BCAs have been placed on review, Moody's
has also extended the review to the ratings on subordinated debt,
bank hybrids and contingent capital securities. Additionally, some
holding company junior instrument ratings have been placed on
review for upgrade owing to a smaller notching differential versus
the BCA under Moody's LGF analysis, depending on the amount of
issuance of the same instrument class and the amount of more
subordinated instruments.
SCOPE OF THE REVIEW
Whenever credit rating methodologies are revised, the updated
methodology is applied to all relevant credit ratings. Accordingly,
Moody's places on review the ratings of those banks that are likely
to be affected. Moody's expects to conclude the majority of its
reviews in the coming few months. During the review period, Moody's
will assess the impact of the new methodology on rated instruments
and will focus on the following in particular:
(1) BCA analysis, which will incorporate 2014 full-year data, if
available, and entail further assessment of fundamental
credit trends in the context of the new scorecard;
(2) Advanced LGF analysis, which will incorporate 2014 full-year
data, if available, and entail further analysis of banks and
their securities for which subordination levels and volume
thresholds are likely to lead to a change in LGF notching;
and/or,
(3) Government support analysis, which will entail further
analysis on Moody's revised view on potential government
support in Europe.
LIST OF AFFECTED CREDIT RATINGS
Below is the link to access the list of Affected Credit Ratings
which includes the full list of affected ratings covered by this
press release. This list also provides guidance on the likely
outcomes for the deposit and senior unsecured debt ratings on
review.
The affirmations of long-term ratings are due to a change in the
standalone assessment or support assumption being offset through
other components of the new rating framework, such as LGF. This
particularly affects European bank long-term deposit and senior
unsecured debt ratings, where a reduction in government support is
offset by uplift through the advanced LGF.
Moody's has withdrawn its BFSRs as well as ratings on OSOs.
Moody's has withdrawn these ratings for its own business reasons.
The List of Affected Credit Ratings, which includes a list of all
affected credit ratings, and the lists of withdrawn BFSRs and OSOs
rating are an integral part of this press release and identify each
affected issuer covered by this press release:
- Overall List of Affected Credit Ratings: http://is.gd/IXm14v
- List of withdrawn BFSRs: http://is.gd/0zKA9A
- List of withdrawn ratings for OSOs: http://is.gd/Ym4Gr8
Owing to local regulatory requirements, certain bank ratings in a
small number of countries (Japan, Bolivia, Brazil, Argentina, and
Russia) will be discussed in local press releases; those rating
actions are not covered by this press release.
[*] Z Capital Expands Team, Unveils Leadership Appointments
-----------------------------------------------------------
Z Capital Partners, L.L.C., a private equity firm, on March 16
announced the following leadership appointments:
Dennis R. Roberts has joined Z Capital as a Managing Director and
Operating Partner. Mr. Roberts assists in the management and
oversight of portfolio company human capital initiatives.
Mr. Roberts was most recently founder and operator of Human Capital
Strategies, LLC.
Jeffrey P. Werner has joined Z Capital as a Managing Director and
Operating Partner. Mr. Werner assists in the management and
oversight of portfolio company initiatives including, but not
limited to, the manufacturing, distribution, and services
industries. Mr. Werner previously served as CEO of two Sun Capital
Partners portfolio companies.
Andrew C. Curtis has joined Z Capital as a Managing Director and a
member of the Investment Team. Mr. Curtis is responsible for the
management of portfolio leveraged finance investments. Mr. Curtis
was most recently a portfolio manager at Mercer Parker LP.
Elias G. Silverman has joined Z Capital as a Director and a member
of the Investment Team. Mr. Silverman is responsible for research
and analysis of existing and prospective portfolio company
investments. Mr. Silverman was most recently an Associate in the
Restructuring & Reorganization group at The Blackstone Group.
Taylor S. Webb has joined Z Capital as an Associate and Corporate
Counsel and a member of the Investment Team. Mr. Webb assists the
Investment Team in due diligence, legal oversight of portfolio
companies and compliance. Mr. Webb was previously an Associate
with Chapman and Cutler LLP in their Banking Department.
"I am thrilled to announce the addition of these talented
professionals to the Z Capital team," said James J. Zenni,
President and Chief Executive Officer of Z Capital. "Dennis, Jeff,
Andrew, Elias and Taylor are all proven leaders and bring to their
respective roles a wealth of knowledge and experience. I am
confident that we will be able to leverage their expertise and
capabilities to drive growth in our robust portfolio and continue
to achieve strong investment returns. With an exceptional team,
proven investment strategy and track record of success, Z Capital
is well-positioned to drive maximum value and capitalize on the
significant opportunities ahead."
Dennis R. Roberts
Mr. Roberts is a Managing Director and Operating Partner of Z
Capital. Mr. Roberts is integrated into the Investment Team and
assists in the management and oversight of portfolio company human
capital initiatives. Mr. Roberts has over 30 years of extensive
human capital experience in workforce transformation, talent
acquisition, talent management, and due diligence and integration
activities. He has been successful in recruiting and deploying
C-suite executives in a number of industries. Since 1999, he has
held both SPHR and GPHR certifications, and is currently an active
member of the Society for Human Resources Management.
Prior to joining Z Capital, Mr. Roberts founded and operated Human
Capital Strategies, LLC, a consulting practice focusing on
workforce transformation and turnaround activities. Prior to that,
he was EVP Human Capital for Bush Industries, a private equity
portfolio company where he helped build the executive management
team, established sourcing operations in China, and recruited and
deployed senior executives in China and Germany.
Mr. Roberts holds a Bachelor of Science degree in Business
Administration from University at Albany State University of New
York, a Master's of Science degree in Organizational Leadership
from Mercy College and studied Human Resource Development at The
George Washington University in Washington, D.C.
Jeffrey P. Werner
Mr. Werner is a Managing Director and Operating Partner of Z
Capital. Mr. Werner is integrated into the Investment Team and
assists in the management and oversight of portfolio company
initiatives including, but not limited to, the manufacturing,
distribution, and services industries. Mr. Werner's 30 years of
global business experience includes CEO roles at both private
equity portfolio companies and privately held firms, as well as
senior executive roles at two Fortune 500 firms.
Prior to joining Z Capital, Mr. Werner was the CEO of two Sun
Capital Partners portfolio companies with operations throughout
Asia, Europe and the Americas. Most recently, Mr. Werner was the
CEO of Perfect Timing Brands, a supplier and retailer of licensed
stationery, gift and home decor products marketed by the Lang and
Turner Licensing companies. Prior to these roles, Mr. Werner was
the President and CEO of Senator USA. Mr. Werner was also
President of Spilo Brands, a distributor of health and beauty
products. Earlier in his career, Mr. Werner was the Vice President
of Marketing for Sanford, a division of Newell Rubbermaid and Sr.
Director/General Manager for ACCO Brands, a division of the Fortune
Brands consumer products conglomerate.
Mr. Werner received his Bachelor of Science in Marketing from the
University of Missouri-Columbia and his Masters of Business
Administration in International Business from DePaul University's
Kellstadt Graduate School of Business.
Andrew C. Curtis
Mr. Curtis is a Managing Director of Z Capital and a member of the
Investment Team for Z Capital Credit Partners . Mr. Curtis has
extensive experience in leveraged credit and is responsible for the
management of portfolio leveraged finance investments.
Prior to joining Z Capital, Mr. Curtis was a Portfolio Manager at
Mercer Park LP ("Mercer Park"), where he managed all aspects of the
Sandelman Finance 2006-2 CLO. Mr. Curtis also served as Mercer
Park's Head of Research, conducting and overseeing fundamental
credit research for the firm's relative value, distressed, and CDO
investing strategies. Before joining Mercer Park, Mr. Curtis
worked at Sandelman Partners as a senior credit analyst for the
firm's capital structure arbitrage, CLO and distressed investing
efforts. He joined Sandelman Partners from Lazard Freres'
Restructuring Group where he advised corporations and creditors in
connection with out-of-court restructurings, chapter 11
bankruptcies and distressed mergers and acquisitions as well as
advised companies on corporate M&A transactions, including the
buyout of TXU Corp. Before joining Lazard, Mr. Curtis began his
career at Merrill Lynch's Global Energy and Power group.
Mr. Curtis graduated with honors from Brown University and holds a
Masters of Business Administration from the University of Chicago
Graduate School of Business and an Master of Arts from the Fletcher
School of Law & Diplomacy at Tufts University.
Elias G. Silverman
Mr. Silverman is a Director of Z Capital and a member of the
Investment Team. Mr. Silverman has experience in value-oriented
private equity and mergers & acquisitions. Mr. Silverman is
responsible for research and analysis of existing and prospective
portfolio company investments.
Prior to joining Z Capital, Mr. Silverman was with The Blackstone
Group where he was an Associate in the Restructuring &
Reorganization group. Mr. Silverman provided financial advice to
both debtors and creditors involved in bankruptcies and distressed
situations. Mr. Silverman's transaction experience at Blackstone
includes the restructuring of OGX (a Brazilian E&P company), Edison
Mission Energy, and work on several consumer retail companies.
Prior to his time with Blackstone, Mr. Silverman was with Colony
Capital, a global real estate private equity firm, focused on
hospitality, gaming, and property investments.
Mr. Silverman received his Masters of Business Administration in
Finance from Columbia Business School and a Bachelor of Arts in
Economics from Duke University.
Taylor S. Webb
Mr. Webb is an Associate and Corporate Counsel and member of the
Investment Team of Z Capital. Mr. Webb assists the Investment Team
in due diligence, legal oversight of portfolio companies and
compliance.
Prior to joining Z Capital, Mr. Webb was an Associate with Chapman
and Cutler LLP in their Banking Department where he worked with
foreign and domestic credit providers in municipal, non-profit,
higher education and healthcare financings.
Mr. Webb holds a Juris Doctor degree with honors from the
University of Michigan Law School and a Bachelor of Science in
Business: Finance and Economics, summa cum laude, from Liberty
University.
About Z Capital Partners
Z Capital Partners, L.L.C. -- http://www.zcap.net/-- is a private
equity firm with approximately $1.9 billion of regulatory assets
under management and with offices in Lake Forest, IL and New York,
NY. Z Capital pursues a value-oriented approach in private equity
that includes making control investments in companies that may
require growth capital, balance sheet and or operational
improvements.
Z Capital portfolio companies currently have aggregate worldwide
annual revenues of approximately $1.5 billion, sell products in
over 30 countries, and have in excess of 190,000 associates
directly and through joint ventures.
Z Capital's investors include prominent global sovereign wealth
funds, endowments, pension funds, insurance companies, foundations,
family offices, wealth management firms and other financial
institutions in North America, Europe, Asia, Africa and the Middle
East.
[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Young F. Cho and Heidi H. Cho
Bankr. D. Del. Case No. 15-10502
Chapter 11 Petition filed March 9, 2015
In re XL-Care Agency, Inc. of Collier
Bankr. M.D. Fla. Case No. 15-02346
Chapter 11 Petition filed March 9, 2015
See http://bankrupt.com/misc/flsb15-02346.pdf
represented by: Kevin C. Gleason, Esq.
KEVIN GLEASON, P.A.
E-mail: kgpaecmf@aol.com
In re Jane A. Doerfer
Bankr. N.D. Fla. Case No. 15-40131
Chapter 11 Petition filed March 9, 2015
In re Kaqvet Liquor Store, Inc.
Bankr. E.D.N.Y. Case No. 15-40997
Chapter 11 Petition filed March 9, 2015
See http://bankrupt.com/misc/nyeb15-40997.pdf
represented by: Daniel C. Marotta, Esq.
GABOR & MAROTTA, LLC
E-mail: dan@gabormarottalaw.com
In re Gerald Williams Gaines
Bankr. S.D. Tex. Case No. 15-02387
Chapter 11 Petition filed March 9, 2015
In re John M. Thoburn
Bankr. E.D. Va. Case No. 15-10800
Chapter 11 Petition filed March 9, 2015
In re Paul Scott Laven and Wendy Lynn Laven
Bankr. D. Ariz. Case No. 15-02473
Chapter 11 Petition filed March 10, 2015
In re Herbert Kirsch and Karen J. Kirsch
Bankr. D. Ariz. Case No. 15-02501
Chapter 11 Petition filed March 10, 2015
In re G T Holdings, Inc.
Bankr. C.D. Cal. Case No. 15-12311
Chapter 11 Petition filed March 10, 2015
See http://bankrupt.com/misc/cacb15-12311.pdf
represented by: Randolph L. Neel, Esq.
NEEL LAW GROUP, A P.C.
E-mail: rneel@neellawgroup.com
In re Kim Anh Phan
Bankr. C.D. Cal. Case No. 15-13640
Chapter 11 Petition filed March 10, 2015
represented by: Andrew S. Bisom, Esq.
THE BISOM LAW GROUP
E-mail: abisom@bisomlaw.com
In re Wallace D. Payne
Bankr. M.D. Fla. Case No. 15-01015
Chapter 11 Petition filed March 10, 2015
In re Renew-Crete Systems, Inc.
Bankr. M.D. Fla. Case No. 15-02027
Chapter 11 Petition filed March 10, 2015
See http://bankrupt.com/misc/flmb15-02027.pdf
Filed Pro Se
In re Gulfview at Jena LLC
Bankr. N.D. Fla. Case No. 15-10058
Chapter 11 Petition filed March 10, 2015
See http://bankrupt.com/misc/flnb15-10058.pdf
represented by: Jose I. Moreno, Esq.
JOSE I. MORENO, P.A.
E-mail: jimoreno@bellsouth.net
In re Francisco Barrera Barrera
Bankr. N.D. Ill. Case No. 15-08317
Chapter 11 Petition filed March 10, 2015
In re Lisa Anderson Zayan
Bankr. N.D. Ill. Case No. 15-08520
Chapter 11 Petition filed March 10, 2015
In re M&W Holdings, LLC
Bankr. E.D. Mich. Case No. 15-43593
Chapter 11 Petition filed March 10, 2015
See http://bankrupt.com/misc/mieb15-43593.pdf
represented by: Charles D. Bullock, Esq.
STEVENSON & BULLOCK, P.L.C.
E-mail: cbullock@sbplclaw.com
In re Macomb Development Group, LLC
Bankr. E.D. Mich. Case No. 15-43595
Chapter 11 Petition filed March 10, 2015
See http://bankrupt.com/misc/mieb15-43595.pdf
represented by: Charles D. Bullock, Esq.
STEVENSON & BULLOCK, P.L.C.
E-mail: cbullock@sbplclaw.com
In re Macomb Entertainment Group, Inc.
Bankr. E.D. Mich. Case No. 15-43597
Chapter 11 Petition filed March 10, 2015
See http://bankrupt.com/misc/mieb15-43597.pdf
represented by: Charles D. Bullock, Esq.
STEVENSON & BULLOCK, P.L.C.
E-mail: cbullock@sbplclaw.com
In re Emerald Entertainment Group, Inc.
Bankr. E.D. Mich. Case No. 15-43599
Chapter 11 Petition filed March 10, 2015
See http://bankrupt.com/misc/mieb15-43599.pdf
represented by: Charles D. Bullock, Esq.
STEVENSON & BULLOCK, P.L.C.
E-mail: cbullock@sbplclaw.com
In re Peter J. Gould
Bankr. S.D.N.Y. Case No. 15-10544
Chapter 11 Petition filed March 10, 2015
In re Patrick M. Stachelczyk
Bankr. W.D.N.Y. Case No. 15-10401
Chapter 11 Petition filed March 10, 2015
In re SVR Construction Company, LLC
Bankr. E.D.N.C. Case No. 15-01349
Chapter 11 Petition filed March 10, 2015
See http://bankrupt.com/misc/nceb15-01349.pdf
represented by: J.M. Cook, Esq.
E-mail: J.M.Cook@jmcookesq.com
In re Q-Piedmont Restaurants, LLC
Bankr. M.D.N.C. Case No. 15-10256
Chapter 11 Petition filed March 10, 2015
See http://bankrupt.com/misc/ncmb15-10256.pdf
represented by: David F. Meschan, Esq.
DAVID F. MESCHAN, PLLC
E-mail: dmeschan@meschanlaw.com
In re Mayur Patel
Bankr. E.D. Pa. Case No. 15-11648
Chapter 11 Petition filed March 10, 2015
In re Rafael Bravo
Bankr. D. Ariz. Case No. 15-02573
Chapter 11 Petition filed March 11, 2015
In re Robert S. Brower, Sr.
Bankr. N.D. Cal. Case No. 15-50801
Chapter 11 Petition filed March 11, 2015
represented by: William J. Healy, Esq.
CAMPEAU, GOODSELL AND SMITH
E-mail: whealy@campeaulaw.com
In re Deoneico Donte Ming
Bankr. N.D. Ga. Case No. 15-54627
Chapter 11 Petition filed March 11, 2015
In re 617 N Calhoun Street, LLC
Bankr. D. Md. Case No. 15-13333
Chapter 11 Petition filed March 11, 2015
See http://bankrupt.com/misc/mdb15-13333.pdf
Filed Pro Se
In re Jeannette N. Awasum
Bankr. D. Md. Case No. 15-13427
Chapter 11 Petition filed March 11, 2015
In re Kenneth G. McNeil
Bankr. D.N.J. Case No. 15-14218
Chapter 11 Petition filed March 11, 2015
In re Todd Alan Holmes and Sabrina Roseann Holmes
Bankr. D.N.M. Case No. 15-10578
Chapter 11 Petition filed March 11, 2015
In re Seongjun Kim
Bankr. S.D.N.Y. Case No. 15-10565
Chapter 11 Petition filed March 11, 2015
In re Michael C. Diebold
Bankr. W.D.N.Y. Case No. 15-10414
Chapter 11 Petition filed March 11, 2015
In re Rondaxe Properties, LLC
Bankr. W.D.N.Y. Case No. 15-20222
Chapter 11 Petition filed March 11, 2015
See http://bankrupt.com/misc/nywb15-20222.pdf
represented by: Mark A. Weiermiller, Esq.
COOPER, PAUTZ & WEIERMILLER, LLP
E-mail: mweiermiller@cpwlaw.com
In re Noble Brothers Cabinets & Millwork, LLC
Bankr. E.D.N.C. Case No. 15-01354
Chapter 11 Petition filed March 11, 2015
See http://bankrupt.com/misc/nceb15-01354.pdf
represented by: Trawick H Stubbs, Jr., Esq.
STUBBS & PERDUE, P.A.
E-mail: efile@stubbsperdue.com
In re Beyond Our Dreams Learning Center, Inc.
Bankr. W.D. Pa. Case No. 15-20812
Chapter 11 Petition filed March 11, 2015
See http://bankrupt.com/misc/pawb15-20812.pdf
represented by: Robert O. Lampl, Esq.
E-mail: rol@lampllaw.com
In re Sri Ganesha, LLC
Bankr. E.D. Va. Case No. 15-10811
Chapter 11 Petition filed March 11, 2015
See http://bankrupt.com/misc/vaeb15-10811.pdf
represented by: Amir Raminpour, Esq.
RAMINPOUR LEE, LLP
E-mail: araminpour@raminpourlee.com
In re Saints Community Church of God in Christ
Bankr. E.D. Va. Case No. 15-70796
Chapter 11 Petition filed March 11, 2015
See http://bankrupt.com/misc/vaeb15-70796.pdf
represented by: Karen M. Crowley, Esq.
CROWLEY, LIBERATORE, RYAN & BROGAN, P.C.
E-mail: kcrowley@clrbfirm.com
In re Pleasant Time Ranch, LLC
Bankr. D. Ariz. Case No. 15-02675
Chapter 11 Petition filed March 12, 2015
See http://bankrupt.com/misc/azb15-02675.pdf
represented by: Blake D. Gunn, Esq.
E-mail: blake.gunn@gunnbankruptcyfirm.com
In re Jesus Duran Aguayo and Sofia Aguayo
Bankr. C.D. Cal. Case No. 15-13756
Chapter 11 Petition filed March 12, 2015
represented by: Dheeraj K. Singhal, Esq.
DCDM LAW GROUP
E-mail: dksinghal@dcdmlawgroup.com
In re Center of Conciousness, Inc.
Bankr. E.D. Cal. Case No. 15-21924
Chapter 11 Petition filed March 12, 2015
See http://bankrupt.com/misc/caeb15-21924.pdf
Filed Pro Se
In re Lydia I. Candila
Bankr. N.D. Cal. Case No. 15-30299
Chapter 11 Petition filed March 12, 2015
See http://bankrupt.com/misc/canb15-30299.pdf
Filed Pro Se
In re Corporate Business Card, Ltd.
Bankr. N.D. Ill. Case No. 15-08853
Chapter 11 Petition filed March 12, 2015
See http://bankrupt.com/misc/ilnb15-08853.pdf
represented by: Joseph E. Cohen, Esq.
COHEN & KROL
E-mail: jcohen@cohenandkrol.com
In re William M. Peterson
Bankr. D. Maine Case No. 15-10136
Chapter 11 Petition filed March 12, 2015
In re William Robin Rose
Bankr. E.D. Mich. Case No. 15-30600
Chapter 11 Petition filed March 12, 2015
In re Buffalo Restaurant Group, Ltd.
Bankr. W.D.N.Y. Case No. 15-10424
Chapter 11 Petition filed March 12, 2015
See http://bankrupt.com/misc/nywb15-10424.pdf
represented by: Frederick J. Gawronski, Esq.
FREDERICK J. GAWRONSKI, P.C.
E-mail: fgawronski@colliganlaw.com
In re Frank J. Resta and Christine A. Resta
Bankr. E.D.N.C. Case No. 15-01401
Chapter 11 Petition filed March 12, 2015
In re Scott Lee Butler and Jacqueline Margit Butler
Bankr. D.S.C. Case No. 15-01392
Chapter 11 Petition filed March 12, 2015
In re Mong, Inc.
Bankr. S.D. Tex. Case No. 15-31459
Chapter 11 Petition filed March 12, 2015
See http://bankrupt.com/misc/txsb15-31459.pdf
represented by: Vy Nguyen, Esq.
LAW OFFICES OF VY NGUYEN
E-mail: vy.nguyen@vnlawoffices.com
In re Zandt Properties, Inc.
Bankr. W.D. Wash. Case No. 15-11488
Chapter 11 Petition filed March 12, 2015
See http://bankrupt.com/misc/wawb15-11488.pdf
represented by: Henry K. Chae, Esq.
CHAE LAW, PLLC
E-mail: henrykchae@outlook.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.
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