/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/150428.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, April 28, 2015, Vol. 19, No. 118 Headlines 544 SAN ANTONIO: Taps Holliday Fenoglio as Real Estate Broker ADVANCEPIERRE FOODS: S&P Alters Outlook to Stable & Affirms 'B' CCR ALBAUGH INC: S&P Raises Rating on 1st Lien Debt to 'BB' ALCO STORES: Liquidating Plan Slated for Jan. 2 Confirmation ALLIED NEVADA: Disclosure Statement Hearing Set for June 1 ALLIED NEVADA: Meeting of Creditors Continued to May 19 AP-LONGBEACH: $40.5M DIP Financing Has Final Approval AQUA BLUE ESTATE: Eastern Capital Seeks Dismissal of Ch. 11 Case ASSOCIATED WHOLESALERS: Bid to Offset Overpayments Has Objections ASSOCIATED WHOLESALERS: Selling Pa. Properties for $4.8-Mil. BEST BUY: Fitch Rates Senior Unsecured Notes 'BB'/'RR4' BLUEGREEN CORP: S&P Raises CCR to 'B+' on Improved Performance BPZ RESOURCES: Amended Order on Hawash Meade Hiring Entered BPZ RESOURCES: Opportune Okayed as Restructuring Advisor C. WONDER: Wants Plan Filing Exclusivity Extended to July 21 CAESARS ENTERTAINMENT: Can Demolish Harrah's in Mississippi CAL DIVE: Has Approval to Pay $8.7M to Critical Vendors CALIFORNIA COMMUNITY: June 10 Hearing on Amended Plan Outline CHARTER COMMUNICATIONS: Fitch Retains 'BB-' IDR on Watch Positive CHEMOURS CO: S&P Assigns BB Corp. Credit Rating, Outlook Stable CHENG & COMPANY: Plan Filing Deadline Extended Through May 15 CLINICA REAL: State Farm Opposes Summary Judgment Motion CONSTAR INTERNATIONAL: Plan Filing Date Extended to May 12 CORINTHIAN COLLEGES: Closes Remaining Campuses CRAIGHEAD COUNTY: Approved to Sell 12-Acre Tract to Blackburn CRUMBS BAKE SHOP: Stipulation with Buyer on Appeal Approved DEAN FOODS: Fitch Affirms 'BB-' IDR & Revises Outlook to Stable DELIA*S INC: Authorized to Implement Key Employee Incentive Plan DELTA AIR: Fitch Assigns 'BB' Issuer Default Rating DIAMOND RESORTS: S&P Raises Corp. Credit Rating to 'B+' DOMUM LOCIS: Fails to Pay Taxes; Stay Order Dissolved DUNE ENERGY: Court Approves June 9 Auction for Assets ENERGY FUTURE: Has Until May 31 to Decide on Unexpired Leases EVERYWARE GLOBAL: April 28 Final Hearing on Equity Trading Protocol EVERYWARE GLOBAL: Can Hire Prime Clerk as Claims & Noticing Agent FLAGSHIP S B NEW YORK: Court Dismissed Ex-Waiter's Suit v. Owner FLEX FINANCIAL: Insurer Defendants Have Right to Trial by Jury FOURTH QUARTER: Can Access $500K DIP Financing FREDERICK'S OF HOLLYWOOD: Can Hire KCC as Claims & Noticing Agent FREDERICK'S OF HOLLYWOOD: Has Interim OK to Tap $5.2MM in DIP Loans FRESH PRODUCE: Employs Alliance Management as Financial Advisor FRESH PRODUCE: Seeks to Assume Riderflex Management Agreement FRESH PRODUCE: Seeks to Employ BHFS as Bankruptcy Counsel GREAT LAKES QUICK: Committee's Suit v. TD Investments Dismissed GROVE ESTATES: To Present Plan for Confirmation June 3 HERITAGE REALTY: Voluntary Chapter 11 Case Summary HIGH RIDGE MANAGEMENT: Court Issues Joint Administration Order HIGH RIDGE MANAGEMENT: Files Ch. 11 Liquidation Plan HIGH RIDGE: Debtor Wants to Sell, Demands Accounting From Receiver IBCS MINING: Bankruptcy Court Authorizes Sale of Equipment IBCS MINING: Three Interim Cash Orders Already Entered INT'L MANUFACTURING: Court to Grant Community 1st Stay Relief INT'L MANUFACTURING: Entities in Ponzi Scheme Consolidated INT'L MANUFACTURING: June 1 Claims Deadline vs. Consolidated Estate JACK DEMPSEY'S: Case Summary & 6 Largest Unsecured Creditors JOHN A. ROCCO: Suit Against Insurers Belong to State Court KARMALOOP INC: Lenders to Open Auction with $13M Credit Bid KARMALOOP INC: May Hold Auction for Assets on May 26 LEE STEEL: Court Issues Joint Administration Order LEE STEEL: Has Interim OK to Borrow $5.9M from Huntington Bank LEE STEEL: Has Until May 11 to File Schedules LEXARIA CORP: Has $459K Net Loss in Feb. 28 Quarter LION COPOLYMER: S&P Withdraws 'B+' Corp. Credit Rating MAKINO PREMIUM: Court Won't Dismiss Fairway Restaurant Suit MALIBU ASSOCIATES: May 4 Final Hearing on Aa87 LLC DIP Financing MALIBU ASSOCIATES: Taps Colliers to Market Principal Asset MALIBU ASSOCIATES: Truman & Elliot Serving as Land Use Counsel MEDICURE INC: Recurring Losses Raise Going Concern Doubt MICHAEL W. ENDRESEN: Settlement Proceeds Split 80/20 for Lenders NET DATA CENTERS: U.S. Trustee Forms Creditors' Committee NGL ENERGY: Fitch Affirms BB Issuer Default Rating, Outlook Stable NORTHERN BEEF PACKERS: Scott Olson Allowed Post-Petition Interest OAS SA: U.S. Court Issues Joint Administration Order OPTIM ENERGY: Court Fixes May 27 as Administrative Claims Bar Date OPTIM ENERGY: Court Sets May 27 as Admin. Claims Bar Date OREGON PARK SENIOR: Temporary Receiver Appointed ORIGINAL DIAMOND: Case Summary & 6 Largest Unsecured Creditors PERFORMANT FINANCIAL: S&P Lowers Corp. Credit Rating to 'B+' PETERSBURG REGENCY: Seeks to Employ NAKB as Bankruptcy Counsel PHILLIPS RENTAL: Bankruptcy Court Order for Country Aire Affirmed PRESTIGE BRANDS: S&P Assigns 'BB' Rating on $853MM Sr. Refinancing PRIME TIME: Various States Want Buyer to Comply with State Laws PROFESSIONAL PRACTICE: Case Summary & 20 Top Unsecured Creditors PTC SEAMLESS: Case Summary & 20 Largest Unsecured Creditors PTC SEAMLESS: Ch. 11 Bankruptcy Filing No Impact on PTC Alliance RESIDENTIAL CAPITAL: Lahrman's Motion for Contempt Denied RIZZO BOTTIGLIERI: Italian Proceeding Recognized Under Ch. 15 ROADRUNNER ENTERPRISES: Cancels Sale of 16633 Jefferson Property ROADRUNNER ENTERPRISES: Has Until May 6 to Use Cash Collateral ROADRUNNER ENTERPRISES: Sells 20207 Stonewood Property for $130K ROBERT MEIER: Court Denies Shrock's Bid to Bar and Strike ROBERT MEIER: Payment to Special Counsel for Debtor Allowed SABRA HEALTH: Fitch Affirms 'BB' Issuer Default Rating SCHWAB INDUSTRIES: Bid to Exceed 20-Page Limit for Memoranda OK'd SEACOR HOLDINGS: Fitch Affirms 'BB-' IDR, Outlook Stable SEACOR HOLDINGS: S&P Revises Outlook to Neg. & Affirms 'BB-' CCR SETA ROSE MAMMOLA: Court Grants Bid to Dismiss Husband's Suit SHAFI KEISLER: Wins Summary Judgment in Mission Compound Suit SPRINGFIELD INSURANCE: A.M. Best Puts 'B-' FSR Under Review SPRINGMORE II: Authorized to Sell Virginia Hotel for $715,000 TECHNIPLAS LLC: S&P Assigns 'B' CCR; Outlook Stable THRONE PETROLEUM: Public Foreclosure Sale Slated for May 8 TRANSAKT LTD: Reports $7.09-Mil. Net Loss in 2014 TRIGEANT HOLDINGS: Dock Use Agreement Not Property of Estate TRIGEANT HOLDINGS: Scott Silverman Is Mediator TRUMP ENTERTAINMENT: PwC to Provide Services Post-Confirmation UNIQUE INSURANCE: A.M. Best Lowers Finc'l Strength Rating to 'B-' UNISYS CORP: S&P Affirms 'BB-' CCR & Revises Outlook to Negative USHEALTH GROUP: A.M. Best Raises Issuer Credit Rating to bb+ VICTORY CAPITAL: S&P Retains 'BB-' Rating on $295MM Secured Loan WALKER LAND: Court Confirms Debtor's Reorganization Plan WATCO COS: S&P Affirms 'B' Corp. Credit Rating, Outlook Positive WEST COAST GROWERS: Amends Schedules of Assets and Debt WEST COAST GROWERS: Wants to Hire Sheryl Strain as Accountant WYNN RESORTS: S&P Puts 'BB+' CCR on CreditWatch Negative XINERGY LTD: Can Hire ALCS as Claims, Noticing & Balloting Agent XINERGY LTD: Has Authority to Act as Foreign Representative XINERGY LTD: Has Interim Approval of Equity Trading Protocol YKA INDUSTRIES: Case Summary & 8 Largest Unsecured Creditors [*] GASB Adds Pre-Agenda Research on Going Concern, Debt [*] March 2015 Bankruptcy Filings Down 12% [*] Stephen Darr Joins Huron Business Advisory as Managing Director [*] The Deal Announces Q1 2015 Bankruptcy League Tables [*] Weil Gotshal Manges Bankruptcy Partner Harvey R. Miller Dies [^] Large Companies With Insolvent Balance Sheet ********* 544 SAN ANTONIO: Taps Holliday Fenoglio as Real Estate Broker ------------------------------------------------------------- 544 San Antonio Road, LLC, asks the U.S. Bankruptcy Court for permission to employment of Holliday Fenoglio Fowler, L.P., as its real estate broker, effective as of March 9, 2015. The Debtor seeks to maximize value for its estate by selling the Property in a Bankruptcy Code Section 363 sale. The Debtor's primary asset is commercial property located at 554 S. San Antonio Road, Mountain View, Califoria. On the property is a freestanding two-story steel and concrete block building of approximately 12,646 square feet with a flexible floor plan that could allow for multiple uses. Currently, the building is fully rented out to CloudCar, Inc.; CloudCar is currently paying a monthly base rent of $47,422. The property is encumbered by eleven liens, in the aggregate alleged amount of $12,119,707. The Debtor believes that the current fair market value of the property is approximately $14 million, while the total asserted debt is around $12 million. The real estate broker to provide these services: a. advertise and market the property to interested parties; b. show the property to interested parties; c. represent the estate as sellers in connection with the sale of the property; and d. advise the Debtor with respect to obtaining the highest and best offers available in the present market for the property. The most salient terms of the agreement, includes: a. The listing price of the property will be $14,000,000. b. The term of HFF's employment is 180 days after the effective date of the listing agreement (March 19, 2015). During the term, HFF will act as the Debtor's exclusive agent with respect to the sale of the property. The term will be automatically extended on a month-to-month basis unless terminated by the Debtor in a writing addressed to HFF at any time after the end of the initial Term, with such termination to be effective as of the end of the calendar month in which such notice is delivered. The term will not be extended beyond the date which is six months from the end of the initial term. c. The post term protection period consists of the 90 days after the termination of the exclusivity period. d. The commission to HFF for the sale of the building is $300,000. The Commission is payable to HFF if it: (1) sells the property to a prospective purchaser within the term of the exclusivity period; (2) sells the property to a prospective purchaser pursuant to a contract sale entered into during the term of the exclusivity period; or (3) sells the property to a prospective purchaser pursuant to a contract for sale entered into during the post term protection period. e. The Debtor authorizes and consents to any dual agency or competitive relationship that may be created by the Broker's various engagements, subject to Bankruptcy Court approval. About 544 San Antonio 544 San Antonio Road filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal. Case No. 15-13570) in Los Angeles, California, on March 9, 2015. The petition was signed by Benjamin Kirk as manager. David B Golubchik, Esq., at Levene Neale Bender Rankin & Brill LLP, in Los Angeles, serves as the Debtor's counsel. The Debtor disclosed $14,000,280 in assets and $12,451,354 in liabilities as of the Chapter 11 filing. No committee of unsecured creditors has been formed, and no trustee has been appointed. ADVANCEPIERRE FOODS: S&P Alters Outlook to Stable & Affirms 'B' CCR ------------------------------------------------------------------- Standard & Poor's Ratings Services revised its rating outlook on Cincinnati, Ohio-based AdvancePierre Foods Inc. to stable from negative and affirmed the 'B' corporate credit rating. At the same time, S&P affirmed the 'B' issue-level rating on AdvancePierre's secured first-lien debt. The issue-level rating remains unchanged at '4' indicating average (30% to 50%, at the high end of the range) recovery in the event of a payment default. The issue-level rating on the company's secured second-lien debt remains 'CCC+', with a recovery rating of '6', indicating that unsecured noteholders could expect negligible (0% to 10%) recovery in the event of a payment default. On Jan. 3, 2015, AdvancePierre had approximately $1.3 billion of total debt outstanding. The stable outlook reflects S&P's belief that the company's operating performance will stabilize, contributing to improving (albeit still weak) credit measures. "The company's operating performance throughout 2014 was within our expectations," said Standard & Poor's credit analyst Stephanie Harter. "However, we have revised our 2015 forecast upward and expect credit metrics to be modestly better than our prior forecast as a result of the company implementing several price increases, lowering sales, general, and administrative costs, and capitalizing on ongoing plant improvements. We expect the company to continue to be exposed to volatile commodity protein input cost pressures, but believe the changes the company has in place, in addition to price increases, will expand EBITDA margins and generate higher levels of free cash flow, which we believe the company will use to reduce debt balances." Standard & Poor's ratings on the company incorporates S&P's view that the company's financial sponsor ownership could influence financial governance toward shareholder-friendly decision making. S&P's ratings also reflect the company's narrow product focus, participation in a highly competitive packaged food industry, exposure to volatile commodity costs, limited geographic diversity, and significant exposure to the cyclical foodservice channel. S&P could consider a lower rating if operating performance deteriorates, such that free cash flow levels decline and/or EBITDA cash interest coverage falls below 1.5x. Although unlikely in the next 12 months, S&P could consider an upgrade if AdvancePierre's operating cash flow increases and it achieves and sustains strengthened credit measures, including a reduction in leverage to less than 4.5x and an increase in the ratio of funds from operations to total debt to a range of 12% to 20%. ALBAUGH INC: S&P Raises Rating on 1st Lien Debt to 'BB' ------------------------------------------------------- Standard & Poor's Ratings Services raised its issue-level rating on Ankeny, Iowa-based agrochemicals producer Albaugh Inc.'s first-lien debt to 'BB' from 'BB-'. S&P also revised its recovery rating on the debt to '1' from '2', indicating S&P's expectation for very high (90%-100%) recovery in the event of a payment default. All of S&P's other ratings on the company, including the 'B+' corporate credit rating, remain unchanged. The outlook is stable. The ratings on Albaugh reflect the company's relatively limited product diversification, susceptibility to the vagaries of weather patterns, relatively low EBITDA margins, and the volatility of pricing in the company's products. Somewhat offsetting this is the company's satisfactory geographic diversity. S&P characterizes Albaugh's business risk profile as "weak" and its financial risk profile as "aggressive". The recovery rating revision reflects S&P's review of the recovery analysis of Albaugh Inc., which resulted in a revision of S&P's simulated year of default to 2019 from 2018. Another year of debt amortization lowered the expected debt levels in S&P's simulated year of default, resulting in a stronger recovery for the company's first-lien debt. Ratings List Albaugh Inc. Corporate Credit Rating B+/Stable/-- Rating Raised; Recovery Rating Revised To From Albaugh Inc. Senior Secured BB BB- Recovery Rating 1 2H ALCO STORES: Liquidating Plan Slated for Jan. 2 Confirmation ------------------------------------------------------------ ALCO Stores, Inc., et al., are slated to seek confirmation of their plan of liquidation on June 2, 2015 at 9:30 a.m. Judge Stacey G. Jernigan on April 14 entered an order approving the disclosure statement explaining the Debtors' First Amended Plan of Liquidation. At the Debtors' behest, the judge set an April 10 voting record date, May 22 voting deadline, and a May 22 deadline for plan confirmation objections. Prime Clerk LLC, the claims and noticing agent, certified that solicitation materials have been sent to creditors. A copy of the Disclosure Statement Order is available for free at: http://bankrupt.com/misc/ALCO_Stores_DS_Order.pdf First Amended Plan ALCO Stores, Inc., et al., on April 7, 2015 filed their First Amended Plan of Liquidation. According to the explanatory Disclosure Statement, holders of secured claims will recover 100%, holders of general unsecured claims will recover 1% to 15%, and holders of equity interests won't receive anything. A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/AlcoStores_1st_Am_DS.pdf The Official Committee of Unsecured Creditors says it supports confirmation of the First Amended Plan of Liquidation. About ALCO Stores ALCO Stores, Inc., operates 198 stores in 23 states throughout the central United States. ALCO offers 35,000 items at its stores, which are located at smaller markets usually not served by other regional or national broad line retail chains. The company was founded in 1901 as a general merchandising operation in Abilene, Kansas. ALCO is a public company, and its common stock is quoted on the NASDAQ National Market tier of the NASDAQ Stock Market under the ticker symbol "ALCS." ALCO Stores and ALCO Holdings LLC sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Lead Case No. 14-34941) in Dallas, Texas, on Oct. 12, 2014, with plans to let liquidators conduct store closing sales or sell the business to a going-concern buyer. Judge Stacey G. Jernigan presides over the Chapter 11 cases. As of July 2014, ALCO Stores had assets totaling $222 million and liabilities totaling $162 million. The bulk of the liabilities was total debt outstanding under a credit facility with Wells Fargo Bank, National Association, of which the aggregate outstanding was $104.2 million as of the Petition Date. The Debtor received court approval to sell some of its real estate along with store leases. The Debtors have DLA Piper LLP (US) as counsel, Houlihan Lokey Capital, Inc., as financial advisor, and Prime Clerk LLC as claims and noticing agent. Michael Moore has been named consultant to the Debtors. The official committee of unsecured creditors tapped Cooley LLP as bankruptcy counsel; the Law Office of Judith W. Ross serves as local counsel; and Glassratner Advisory & Capital Group as financial advisor. ALLIED NEVADA: Disclosure Statement Hearing Set for June 1 ---------------------------------------------------------- A hearing on the adequacy of the disclosure statement explaining Allied Nevada Gold Corp., et al.'s plan of reorganization will be held before Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware on June 1, 2015, at 10:30 a.m. (prevailing Eastern Time). Objections, if any, to the Disclosure Statement must be filed on or before May 22. The Debtors' Plan incorporates the terms of the prepetition plan support agreement reached by the Debtors with holders of at least 67% of the aggregate outstanding principal amount of the Notes and 100% of the Holders of Secured ABL Claims and Secured Swap Claims. Pursuant to the plan support agreement, each Holder of an Allowed Secured ABL Claim will receive (i) its Pro Rata share of the Secured ABL/Swap Cash Payments not made prior to the Effective Date and (ii) an amount of New First Lien Term Loans in an aggregate principal amount equal to (A) the amount of allowed claims pursuant to Section 2.7(b) of the Plan minus (B) the amount paid in cash in respect of the Secured ABL Claims pursuant to clause (i) of Section 2.7(c) of the Plan. In addition, for the avoidance of doubt, any unpaid amounts owed to the holders of Secured ABL Claims pursuant to Section 11 of the DIP Facility Order will be due and payable in cash on the Effective Date. Each Holder of an Allowed Secured Swap Claim will receive (i) its Pro Rata share of the Secured ABL/Swap Cash Payments not made prior to the Effective Date and (ii) an amount of New First Lien Term Loans in an aggregate principal amount equal to (A) the amount of allowed claims pursuant to Section 2.8(b) of the Plan minus (B) the amount paid in cash in respect of the Secured Swap Claims pursuant to clause (i) of Section 2.8(c) of the Plan. In addition, for the avoidance of doubt, any unpaid amounts owed to the holders of Secured Swap Claims pursuant to Section 11 of the DIP Facility Order will be due and payable in cash on the Effective Date. Under the Plan, holders of notes claim who elect to receive new common stock will recover 2% to 37% of their allowed claim, while holders of notes claim who elect to receive cash will recover 2.4% to 100% of their allowed claim. Holders of general unsecured claims are unimpaired and are deemed to recover 100% of their allowed claim. The Debtors propose the following confirmation timetable: Confirmation Objections - July 6, 2015 Voting Deadline - July 8, 2015 Reply to Confirmation Objections - July 9, 2015 Confirmation Hearing - July 14, 2015 A full-text copy of the Disclosure Statement dated April 24, 2015, is available at http://bankrupt.com/misc/ALLIEDds0424.pdf About Allied Nevada Allied Nevada Gold Corp. ("ANV"), a Delaware corporation, is a publicly traded U.S.-based gold and silver producer engaged in mining, developing and exploring properties in the State of Nevada. ANV's common stock trades on the NYSE and the TSX. ANV was spun off from Vista Gold Corp. in 2006 and began operations in May 2007. Nevada-based mining properties acquired from Vista include the Hycroft Mine, an open-pit heap leach operation located 54 miles west of Winnemucca, Nevada. ANV controls 75 exploration properties throughout Nevada as of Dec. 31, 2014. On March 10, 2015, ANV and 13 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. The Debtors have requested that their cases be jointly administered under Case No. 15-10503. The cases are assigned to Judge Mary F. Walrath. The Debtors have tapped Blank Rome LLP and Akin Gump Strauss Hauer & Feld LLP as attorneys; FTI Consulting Inc. as financial advisor; Moelis & Company as financial advisor; and Prime Clerk LLC as claims and noticing agent. ANV disclosed $941 million in total assets and $664 million in total debt as of Dec. 31, 2014. The U.S. trustee appointed three creditors of the company to serve on the official committee of unsecured creditors. ALLIED NEVADA: Meeting of Creditors Continued to May 19 ------------------------------------------------------- The U.S. trustee overseeing the Chapter 11 case of Allied Nevada Gold Corp. will continue the meeting of creditors on May 19, 2015, at 10:00 a.m., according to a filing with the U.S. Bankruptcy Court for the District of Delaware. The meeting will be held at J. Caleb Boggs Federal Building, Room 2112, 844 King Street, in Wilmington, Delaware. 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 Allied Nevada Allied Nevada Gold Corp. ("ANV"), a Delaware corporation, is a publicly traded U.S.-based gold and silver producer engaged in mining, developing and exploring properties in the State of Nevada. ANV's common stock trades on the NYSE and the TSX. ANV was spun off from Vista Gold Corp. in 2006 and began operations in May 2007. Nevada-based mining properties acquired from Vista include the Hycroft Mine, an open-pit heap leach operation located 54 miles west of Winnemucca, Nevada. ANV controls 75 exploration properties throughout Nevada as of Dec. 31, 2014, On March 10, 2015, ANV and 13 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. The Debtors have requested that their cases be jointly administered under Case No. 15-10503. The cases are assigned to Judge Mary F. Walrath. The Debtors have tapped Blank Rome LLP and Akin Gump Strauss Hauer & Feld LLP as attorneys; FTI Consulting Inc. as financial advisor; Moelis & Company as financial advisor; and Prime Clerk LLC as claims and noticing agent. ANV disclosed $941 million in total assets and $664 million in total debt as of Dec. 31, 2014. The U.S. trustee appointed three creditors of the company to serve on the official committee of unsecured creditors. AP-LONGBEACH: $40.5M DIP Financing Has Final Approval ----------------------------------------------------- The Bankruptcy Court authorized, on a final basis, AP-Long Beach Airport LLC, to: a) obtain postpetition financing pursuant to a $40.5 million superpriority senior secured term loan credit facility from Macquarie Bank Limited, as administrative and collateral agent and lender; b) grant security interests, liens, mortgages, and superpriority claims to the DIP Lender; and c) use cash collateral. No objections to the DIP Facility or entry of the final order were submitted. The Debtor would use the DIP Facility (i) to ensure that the Debtor has sufficient working capital and liquidity and can preserve and maintain the going concern value of the Debtor's estate, (ii) to provide the Debtor with funds to pay off the Prepetition Credit Facility and avoid foreclosure by the Prepetition Lender, and (iii) to provide the Debtor with a committed source of exit financing to enable the Debtor to pursue confirmation of a chapter 11 plan of reorganization. About AP-Long Beach AP-Long Beach Airport LLC, which operates a 206,945-square foot building at Long Beach Airport, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 14-33372) on Dec. 19, 2014. The case is assigned to Judge Vincent P. Zurzolo. The Debtor's counsel is Alan J Friedman, Esq., and Kerri A Lyman, Esq., at Irell & Manella LLP. The Debtor disclosed $44.6 million in assets and $34.8 million in liabilities as of the Chapter 11 filing. AQUA BLUE ESTATE: Eastern Capital Seeks Dismissal of Ch. 11 Case ---------------------------------------------------------------- Creditor Eastern Capital Fund I SPE (Vegas Paradise) LLC asks the U.S. Bankruptcy Court for the Central District of California, Los Angeles Division, to dismiss the Chapter 11 case of Aqua Blue Estate, LLC, on the ground that the Debtor's Chapter 11 filing is a bad faith filing as evidenced by the Debtor's admissions that: (a) this is a two-party dispute, as the Debtor has no other creditors besides Eastern Capital, (b) the Debtor has no operations, employees, or contracts, (c) other than the real property that secures the Debtor's obligations to Eastern Capital, the Debtor has no other material assets, (d) the Chapter 11 case was filed on the eve of the Eastern Capital's state law foreclosure sale, and (e) the Debtor has had ample notice and time to pay its debt to Eastern Capital, has acknowledged that the debt is due, and has filed the Chapter 11 case as a delaying tactic; and (y) the Debtor cannot confirm a plan of reorganization over Eastern Capital's rejection. Eastern Capital also filed a motion asking the Bankruptcy Court to lift the automatic stay as it's interests in the Debtor's property is not adequately protected and the Chapter 11 filing was filed in bad faith. Eastern Capital is represented by: Michael H. Goldstein, Esq. Gregory W. Fox, Esq. GOODWIN PROCTER LLP The New York Times Building 620 Eighth Avenue New York, NY 10018 Tel: (212) 813-8800 Fax: (212) 355-3333 E-mail: mgoldstein@goodwinprocter.com gfox@goodwinprocter.com Aqua Blue Estate, LLC, sought Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Case No. 15-15697) in Los Angeles, California, on April 12, 2015. Fan Bin Jiang signed the petition as authorized manager. The Debtor disclosed total assets of $20 million and total liabilities of $7.3 million. The case is assigned to Judge Robert N. Kwan. Dheeraj K. Singhal, Esq., at DCDM Law Group, in Pasadena, California, serves as counsel to the Debtor. ASSOCIATED WHOLESALERS: Bid to Offset Overpayments Has Objections ----------------------------------------------------------------- The Ad Hoc Committee of Section 503(b)(9) Creditors formed in Associated Wholesalers Inc., et al.'s cases objects to that joint motion of the Debtors and Unsecured Creditors' Committee for authority to offset trade credits, vendor overpayments and/or any other amounts owed to the Debtors first against the administrative or secured portion of creditors' claims. The joint motion also seeks to disallow claims for postpetition interest in connection with claims asserted under 11 U.S.C. Sec. 503(b)(9). The Debtors and the Official Creditors' Committee assert that the Debtors are entitled to certain credits and refunds from vendors arising from: (i) overpayments the Debtors made to vendors prior to the Sale closing, or on payments for products that were not received from vendors by the Debtors; and (ii) various promotions, volume discounts, advertising and warehousing allowances, rebates or similar refunds under agreements with vendors. The Debtors and the Committee argue that, assuming the Debtors can apply the Credits to reduce a vendor's claim, the Credits may be used to offset the 503(b)(9) claim of a vendor first, and then the unsecured, non-priority portion of said vendor's claim. The Ad Hoc Committee requests that the Court deny the Motion as to this request in that: (1) there is no binding legal support for this position; and (2) such an application of the Credits would be inequitable and counter to the purpose of Section 503(b)(9). The Ad Hoc Committee is represented by: BLAKELEY LLP Peter M. Sweeney Ronald A. Clifford* 1000 N. West Street, Suite 1200 Wilmington, Delaware 19801 Tel: (302) 415-9908 E-mail: PSweeney@BlakeleyLLP.com RClifford@BlakeleyLLP.com Kellogg Company Also Objects Kellogg Company has also filed an objection, noting that the Debtors and the Committee essentially present their proposal as a procedures motion. However, According to Kellogg, the motion, however, is not at its base a procedures motion but rather asks the Court to make an advance, substantive determination on the merits of claims, credits and offsets, long before the Debtors identify which claims the Credit Motion will impact or the Debtors even have available or will present to the Court sufficient facts to determine if such credits exist and are due and owing or whether such credits have previously been applied, much less how they should be applied. Kellogg is represented by: Cole Schotz P.C. David Giattino, Esq. 500 Delaware Avenue, Suite 1410 Wilmington, Delaware 19801 Tel: (302) 652-3131 Fax: (302) 652-3117 Email: dgiattino@coleschotz.com ConAgra Responds ConAgra Foods, Inc., request the entry of an order clarifying that vendors will not pay twice for Vendor Overpayments, Trade Credits and other amounts owed to the Debtors. The ConAgra Entities sold various food products to the Debtors before and after the petition date, including $1,031,657.16 of goods sold within twenty days before the Debtors' bankruptcy filing. From time to time during the course of their relationship with the Debtors, the ConAgra Entities offered the Debtors promotional allowances and discounts of various kinds. At this time, however, the ConAgra Entities do not have sufficient information to determine the extent to which they owe the Debtors for such allowances or discounts, if they owe anything at all. The ConAgra Entities have transacted and continue to transact business with C&S, the buyer of the Debtors' assets. C&S has already deducted for some credits allegedly owed by the ConAgra Entities in relation to the assets C&S bought at the sale in this case. The parties are in the process of reconciling the offsets, and the ConAgra Entities anticipate that C&S may assert more offsets in the future. The ConAgra Entities acknowledge that by their Motion the Debtors do not intend for vendors to pay twice for their obligations. In light of the fact that C&S has already in essence been paid for such obligations, the ConAgra Entities request that in approving the Motion the court provide a clarification that vendors will not be required to pay twice on their obligations relating to Vendor Overpayments, Trade Credits, and other amounts owed to the Debtors. ConAgra is represented by: Ronald S. Gellert, Esq. 913 N. Market Street, 10th Floor Wilmington, Delaware 19801 Tel: (302) 425-5800 Fax: (302) 425-5814 E-mail: rgellert@gsbblaw.com About Associated Wholesalers Founded in 1962 and headquartered in Robesonia, Pennsylvania, Associated Wholesalers Inc. serviced 800 supermarkets, specialty stores, convenience stores and superettes with grocery, meat, produce, dairy, frozen foods and general merchandise/health and beauty care products. AWI, with distribution facilities in Robesonia, Pennsylvania, and York, Pennsylvania, served the mid-Atlantic United States. AWI is owned by its 500 retail members, who in turn operate supermarkets. AWI had 1,459 employees. White Rose Inc. is a food wholesaler and distributor serving the greater New York etropolitan area. The company traces its origins to 1886, when brothers Joseph and Sigel Seeman founded Seeman Brothers & Doremus to provide grocery deliveries throughout New York City. White Rose carries out its operations through three leased warehouse and distribution centers, two of which are located in Carteret, New Jersey, and one in Woodbridge, New Jersey. White Rose has 777 employees. Associated Wholesalers and its affiliates sought Chapter 11 bankruptcy protection on Sept. 9, 2014, to sell their assets under 11 U.S.C. Sec. 363 to C&S Wholesale Grocers, absent higher and better offers. The Debtors have sought joint administration of their Chapter 11 cases for procedural purposes, seeking to maintain all pleadings on the case docket for AWI Delaware, Inc., Bankr. D. Del. Case No. 14-12092. As of the Petition Date, the Debtors owe the Bank Group (consisting of lenders, Bank of America, N.A., Bank of American Securities LLC as sole lead arranger and joint book runner, Wells Fargo Capital Finance, LLC as joint book runner and syndication agent, and RBS Capita, as documentation agent) an aggregate principal amount of not less than $131,857,966 (inclusive of outstanding letters of credit), plus accrued interest. The Debtors estimate trade debt of $72 million. AWI Delaware disclosed $11,440 in assets and $125,112,386 in liabilities as of the Chapter 11 filing. Saul Ewing LLP and Rhoads & Sinon LLP are serving as legal advisors to the Debtors, Lazard Middle Market is serving as financial advisor, and Carl Marks Advisors is serving as restructuring advisor to AWI. Carl Marks' Douglas A. Booth has been tapped as chief restructuring officer. Epiq Systems serves as the claims agent. The Official Committee of Unsecured Creditors tapped to retain Hahn & Hessen LLP as its lead counsel; Pepper Hamilton LLP as its co-counsel; and Capstone Advisory Group, LLC, together with its wholly-owned subsidiary Capstone Valuation Services, LLC, as its financial advisors. The Troubled Company Reporter, on Nov. 5, 2014, reported that the Bankruptcy Court authorized Associated Wholesalers, which changed its name to AWI Delaware, Inc., prior to the approval of the sale, to sell substantially all of its assets, including their White Rose grocery distribution business, to C&S Wholesale Grocers, Inc. The C&S purchase price consists of the lesser of the amount of the bank debt, which totals about $18.1 million and $152 million, plus other liabilities, which amount is valued at $194 million. C&S, according to Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg News, ended up paying $86.5 million more cash to be anointed as the winner at the auction. AWI Delaware notified the Bankruptcy Court on Nov. 12, 2014, that closing occurred in connection with the sale of their assets to C&S. AWI Delaware subsequently changed its name to ADI Liquidation, Inc., following the closing of the sale. ASSOCIATED WHOLESALERS: Selling Pa. Properties for $4.8-Mil. ------------------------------------------------------------ Associated Wholesalers Inc. seeks authorization to sell two parcels of real property in York County, Pa., to Spring Lane, LLC, pursuant to two Agreements of Sale dated January 18, 2015 and amended on March 9, 2015. The material terms of the Sale Agreements are: A. Buyer: The buyer of the Properties is Spring Lane, LLC. B. Purchase Price: The purchase price for the Spring Garden Property is $2.58 million. The purchase price for the Dover Property is $2.115 million. C. Deposit: The purchase price for each of the Properties is payable as follows: (i) an Initial Deposit of $50,000 at the time of the execution of each Sale Agreement; and (ii) the balance of the purchase price at Settlement. The Debtors do not intend to conduct an auction in connection with the Sales. The Debtors believe that the sale to the Buyer following an commercially reasonable marketing process has led to Sale Agreements that provide the highest and best value for the Properties. Since the closing of the sale to C&S, the Debtors' operations have largely ceased. As such, the Properties are neither necessary for the Debtors' businesses nor an integral component of the Debtors' reorganization strategy. So long as the Debtors continue to maintain ownership of the Properties, the Debtors will incur obligations for property taxes, insurance and maintenance costs. In addition, as the landowner, the Debtors are subject to potential lawsuits for any future injuries or damages sustained on the Properties. By disposing of the Properties, the Debtors will eliminate these post-petition expenses as well as any exposure to potential liability. In addition, the liquidation of the Properties on the terms set forth in the Sale Agreements will best serve the Debtors' creditors and parties in interest by generating additional cash for the Debtors estates, which can be used for distribution to creditors. About Associated Wholesalers Founded in 1962 and headquartered in Robesonia, Pennsylvania, Associated Wholesalers Inc. serviced 800 supermarkets, specialty stores, convenience stores and superettes with grocery, meat, produce, dairy, frozen foods and general merchandise/health and beauty care products. AWI, with distribution facilities in Robesonia, Pennsylvania, and York, Pennsylvania, served the mid-Atlantic United States. AWI is owned by its 500 retail members, who in turn operate supermarkets. AWI had 1,459 employees. White Rose Inc. is a food wholesaler and distributor serving the greater New York etropolitan area. The company traces its origins to 1886, when brothers Joseph and Sigel Seeman founded Seeman Brothers & Doremus to provide grocery deliveries throughout New York City. White Rose carries out its operations through three leased warehouse and distribution centers, two of which are located in Carteret, New Jersey, and one in Woodbridge, New Jersey. White Rose has 777 employees. Associated Wholesalers and its affiliates sought Chapter 11 bankruptcy protection on Sept. 9, 2014, to sell their assets under 11 U.S.C. Sec. 363 to C&S Wholesale Grocers, absent higher and better offers. The Debtors have sought joint administration of their Chapter 11 cases for procedural purposes, seeking to maintain all pleadings on the case docket for AWI Delaware, Inc., Bankr. D. Del. Case No. 14-12092. As of the Petition Date, the Debtors owe the Bank Group (consisting of lenders, Bank of America, N.A., Bank of American Securities LLC as sole lead arranger and joint book runner, Wells Fargo Capital Finance, LLC as joint book runner and syndication agent, and RBS Capita, as documentation agent) an aggregate principal amount of not less than $131,857,966 (inclusive of outstanding letters of credit), plus accrued interest. The Debtors estimate trade debt of $72 million. AWI Delaware disclosed $11,440 in assets and $125,112,386 in liabilities as of the Chapter 11 filing. Saul Ewing LLP and Rhoads & Sinon LLP are serving as legal advisors to the Debtors, Lazard Middle Market is serving as financial advisor, and Carl Marks Advisors is serving as restructuring advisor to AWI. Carl Marks' Douglas A. Booth has been tapped as chief restructuring officer. Epiq Systems serves as the claims agent. The Official Committee of Unsecured Creditors tapped to retain Hahn & Hessen LLP as its lead counsel; Pepper Hamilton LLP as its co-counsel; and Capstone Advisory Group, LLC, together with its wholly-owned subsidiary Capstone Valuation Services, LLC, as its financial advisors. The Troubled Company Reporter, on Nov. 5, 2014, reported that the Bankruptcy Court authorized Associated Wholesalers, which changed its name to AWI Delaware, Inc., prior to the approval of the sale, to sell substantially all of its assets, including their White Rose grocery distribution business, to C&S Wholesale Grocers, Inc. The C&S purchase price consists of the lesser of the amount of the bank debt, which totals about $18.1 million and $152 million, plus other liabilities, which amount is valued at $194 million. C&S, according to Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg News, ended up paying $86.5 million more cash to be anointed as the winner at the auction. AWI Delaware notified the Bankruptcy Court on Nov. 12, 2014, that closing occurred in connection with the sale of their assets to C&S. AWI Delaware subsequently changed its name to ADI Liquidation, Inc., following the closing of the sale. BEST BUY: Fitch Rates Senior Unsecured Notes 'BB'/'RR4' ------------------------------------------------------- Fitch Ratings has affirmed and assigned the following Recovery Ratings (RRs) to U.S. Retail issuers with 'BB' category Issuer Default Ratings (IDRs): Best Buy Co. -- IDR at 'BB'; -- Senior unsecured bank credit facility at 'BB'/'RR4'; -- Senior unsecured notes at 'BB'/'RR4'. The Rating Outlook is Stable. Liberty Interactive LLC -- IDR at 'BB'; -- Senior unsecured debt at 'BB'/'RR4'; The Rating Outlook is Stable. QVC Inc. -- IDR at 'BB'; -- Senior secured debt at 'BBB-'/'RR1'; The Rating Outlook is Stable. Levi Strauss & Co. -- IDR at 'BB-'; -- Senior secured bank credit facility at 'BB+'/'RR1' -- Senior unsecured notes at 'BB-'/'RR4'. The Rating Outlook is Positive. The assignment of the RRs reflects 'Recovery Ratings and Notching Criteria for Non-Financial Corporates issuers' criteria dated Nov. 18, 2014, which allows for the assignment of recovery ratings for issuers with IDRs in the 'BB' category. BLUEGREEN CORP: S&P Raises CCR to 'B+' on Improved Performance -------------------------------------------------------------- Standard & Poor's Ratings Services said it raised its corporate credit rating on Boca Raton, Fla.-based Bluegreen Corp. to 'B+' from 'B'. The outlook is stable. "The upgrade reflects our expectation for sustained improvement in total adjusted debt to EBITDA to below 4x and in FFO to debt to the mid- to high-teens percentage area through 2016," said Standard & Poor's credit analyst Shivani Sood. The stable outlook on Bluegreen reflects S&P's expectation for good system-wide timeshare sales growth and operating performance, and that the company will improve total adjusted debt to EBITDA to below 4x and EBITDA coverage of interest expense to above 4x through 2016—levels that S&P considers good for the "aggressive" financial risk assessment on the company. S&P expects the company to maintain access to securitization markets over the next several years and believe that it will be able to extend the advance periods of its existing lending facilities or add new facilities to diversify its lending base. Additionally, S&P believes that owner BFC Financial will not use Bluegreen's balance sheet in a manner that would increase the subsidiary's adjusted debt to EBITDA above S&P's 5x threshold. A downgrade would result from a deterioration in operating performance, or if financial sponsor BFC Financial increased leverage at Bluegreen to fund additional dividends or distributions to the parent that sustained adjusted debt to EBITDA above 5x or FFO to debt below 12%. S&P would also consider a lower rating if access to external liquidity sources meaningfully deteriorates over the intermediate term. Despite operating metrics that are good for the current "aggressive" financial risk assessment, near-term rating upside is currently limited given Bluegreen's ownership by BFC Financial. S&P could consider higher ratings if it believes BFC would sustain Bluegreen's total adjusted debt to EBITDA below 4x and FFO to debt above 20%. BPZ RESOURCES: Amended Order on Hawash Meade Hiring Entered ----------------------------------------------------------- The Bankruptcy Court entered an amended order approving the application to employ Hawash Meade Gaston Neese & Cicack LLP, as local bankruptcy counsel to BPZ Energy effective as of March 9, 2015. HMGNC will work with the Debtor's lead bankruptcy counsel, Stroock & Stroock & Lavan LLP. HMGNC will handle matters the Debtor may encounter that cannot be appropriately handled by Stroock because of a conflict of interest or, alternatively, that can be more efficiently handled by HMGNC. Walter J. Cicack is designated as attorney-in-charge for the representation by HMGNC of the Debtor in the case. The Court determined that HMGNC is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. On March 11, 2015, the Court granted the Debtor's application. According to the Debtor, subsequent to the filing of the application, the U.S. Trustee requested that the order granting the application to employ HMGNC include: (i) a provision concerning the division of work between HMGNC and Debtor's lead bankruptcy counsel, Stroock & Stroock & Lavan LLP; and (ii) HMGNC's acknowledgment that it must comply with the applicable bankruptcy code section, bankruptcy rules, local bankruptcy rules and guidelines concerning larger chapter 11 cases in connection with its interim and final fee applications. The Debtor, accordingly, drafted an amended order that complies with the U.S. Trustee's request. The March 11 order authorized the Debtor to employ HMGNC to provide all necessary legal services to the Debtor effective as of March 9, 2015. HMGNC is working with the Debtor's lead bankruptcy counsel, Stroock & Stroock & Lavan LLP. HMGNC will handle matters the Debtor may encounter that cannot be appropriately handled by Stroock because of a conflict of interest or, alternatively, that can be more efficiently handled by HMGNC. About BPZ Resources BPZ Energy -- http://www.bpzenergy.com/-- which trades as BPZ Resources, Inc., under ticker symbol BPZ on the New York Stock Exchange and the Bolsa de Valores in Lima, is an independent oil and gas exploration and production company which has license contracts covering 1.9 million net acres in offshore and onshore Peru. BPZ Resources maintains an office in Victoria, Texas, and through its subsidiaries maintains offices in Lima and Tumbes, Peru, and Quito, Ecuador. BPZ Resources sought Chapter 11 protection (Bankr. S.D. Tex. Case No. 15-60016) in Victoria, Texas, on March 9, 2015. The case is pending before the Honorable David R. Jones. The Debtor has tapped Stroock & Stroock & Lavan LLP as bankruptcy counsel, Hawash Meade Gaston Neese & Cicack LLP, as local Texas counsel, Houlihan Lokey Capital, Inc., as investment banker, Baker Hostetler, as the audit committee's special counsel; and Kurtzman Carson Consultants as claims and noticing agent. The Debtor disclosed total assets of $364 million and debt of $275 million. BPZ RESOURCES: Opportune Okayed as Restructuring Advisor -------------------------------------------------------- U.S. Bankruptcy Judge David R. Jones authorized BPZ Resources, Inc., to employ Opportune LLP as financial and restructuring advisor nunc pro tunc to the Petition Date. Opportune will be excused from keeping time in tenth-hour increments. Opportune is granted a waiver of the information requirements relating to compensation requests set forth in the Uniform Complex Rules to the extent requested in the application Opportune is expected to, among other things: a) assist the Company and its legal counsel and investment banker(s) in the arrangement of any debtor-in-possession financing, understanding that Opportune is not a licensed broker-dealer and that the scope of Opportune's work in this regard would be to support capital raising efforts provided by the Company's investment banker; b) assist the Company and its legal counsel with providing information and analyses required pursuant to any DIP Financing; and c) assist the Company in contingency planning, including the compilation and preparation of certain documents and disclosures required by the Bankruptcy Court in connection with such filing, including but not limited to "first day" and other pleadings, Debtors' Schedules of assets and liabilities, statements of financial affairs, DIP budgets and cash flow forecasts. Prior to the Petition Date, and pursuant to the Prior Engagement Agreement, Opportune received $50,000 as a retainer in connection with rendering services including preparing for and filing the Chapter 11 case. Pursuant to the engagement agreement, the Debtor has agreed to pay Opportune during the case a fixed monthly fee of: (i) $150,000 for March (prorated from March 17, 2015) and April 2015; (ii) $125,000 for May and June 2015; and (iii) $100,000 thereafter. Additionally, from the Petition Date to March 16, 2015, Opportune will be compensated based on the hourly billing rates for the Opportune Professionals, based on the position held by the professionals, ranging from $280 to $695 per hour. To the best of the Debtor's knowledge, Opportune is a "disinterested person" as that term is defined under Section 101(14) of the Bankruptcy Code. About BPZ Resources BPZ Energy -- http://www.bpzenergy.com/-- which trades as BPZ Resources, Inc., under ticker symbol BPZ on the New York Stock Exchange and the Bolsa de Valores in Lima, is an independent oil and gas exploration and production company which has license contracts covering 1.9 million net acres in offshore and onshore Peru. BPZ Resources maintains an office in Victoria, Texas, and through its subsidiaries maintains offices in Lima and Tumbes, Peru, and Quito, Ecuador. BPZ Resources sought Chapter 11 protection (Bankr. S.D. Tex. Case No. 15-60016) in Victoria, Texas, on March 9, 2015. The case is pending before the Honorable David R. Jones. The Debtor has tapped Stroock & Stroock & Lavan LLP as bankruptcy counsel, Hawash Meade Gaston Neese & Cicack LLP, as local Texas counsel, Houlihan Lokey Capital, Inc., as investment banker, Baker Hostetler, as the audit committee's special counsel; and Kurtzman Carson Consultants as claims and noticing agent. The Debtor disclosed total assets of $364 million and debt of $275 million. C. WONDER: Wants Plan Filing Exclusivity Extended to July 21 ------------------------------------------------------------ C. Wonder LLC, et al., ask the U.S. Bankruptcy Court for the District of New Jersey to extend their exclusive period to file a Chapter 11 plan through July 21, 2015, and their period to solicit acceptances of that plan through September 19, 2015. Felice R. Yudkin, Esq., at Cole Schotz P.C., explains that dealing with the sales of their assets and related issues as well as making the transition to Chapter 11 has made it difficult for the Debtors to finalize a liquidating plan. She reveals that the Debtors, however, have already completed an initial draft of their plan of orderly liquidation, which will provide for the distribution of the net proceeds of the sales, the liquidation of any remaining assets, including claims and causes of action, and the distribution of all resulting proceeds to the Debtors’ creditors in accordance with the statutorily mandated priorities. The Debtors, however, may require more time to finalize the plan, she avers. Without an extension, the Debtors' exclusive period to file a Chapter 11 plan will expire on May 22, 2015. GOB Sales At its peak, in 2014, the Debtors had 29 locations across 13 states including their flagship location in the Soho section of New York. The Debtors, however, accumulated significant losses since their inception due to underperformance, reduced margins and lack of liquidity due to their substantial leasehold obligations. As a result, the Debtors downsized the store operations. As of the Petition Date, the Debtors offered their products through their four remaining U.S. retail stores. Postpetition, the Debtors conducted going out of business sales at their remaining retail locations. Those sales concluded on or about March 11, 2015, when the Debtors closed their last remaining location. Additionally, on March 19, 2015, the Court entered an order authorizing the Debtors' sale of certain of their remaining assets including their intellectual property to Burch Acquisition LLC on March 31, 2015. As a result of the Debtors’ concluding their going out of business sales and closing of the sale to Burch, the Debtors no longer have any active business operations. About C. Wonder Founded by J. Christopher Burch in 2010, C. Wonder is a specialty retailer with retail stores in the United States. With headquarters in New York, the company sells women's clothing, jewelry, shoes, handbags and other accessories as well as select home goods under the C. Wonder brand. The Company maintains two distribution centers in New Jersey. The Company opened its first retail store in New York in 2011. By 2014, the Company had expanded its operations to include 29 locations across 13 states including its flagship location in Soho, New York. Amid mounting losses, C. Wonder closed 16 of its retail stores by the end of 2014. C. Wonder closed 9 additional stores in January 2015. As of the bankruptcy filing, C. Wonder had four retail stores in the U.S. (Soho, Flat Iron, Time Warner Center and Manhasset). C. Wonder LLC and its affiliates sought Chapter 11 bankruptcy protection (Bankr. D.N.J. Lead Case No. 15-11127) in Trenton, New Jersey on Jan. 22, 2015. The cases are assigned to Judge Michael B. Kaplan. The Debtors tapped Cole, Schotz, Meisel, Forman & Leonard, P.A., as counsel, and Marotta, Gund, Budd & Dzera, LLC, as crisis management services provider. As of the Filing Date, the Debtors had assets with a book value of $43.7 million and liabilities of $61.0 million. The U.S. Trustee for Region 3 appointed three members to the Official Committee of Unsecured Creditors. The Creditors' Committee has tapped Porzio, Bromberg & Newman, P.C., as counsel, and CBIZ Accounting, Tax & Advisory of New York, LLC, as financial advisors. CAESARS ENTERTAINMENT: Can Demolish Harrah's in Mississippi ----------------------------------------------------------- The Associated Press reported that U.S. Bankruptcy Judge Benjamin Goldgar in Chicago has blessed plans to dismantle the former casino at the shuttered Harrah's complex in Mississippi's Tunica County. According to the report, Judge Goldgar authorized the dismantling March 30. It's one facet of a massive bankruptcy case involving Caesars Entertainment Corp. and its attempt to restructure or shed almost $20 billion in debt, the AP said. About Caesars Entertainment Caesars Entertainment Corp., formerly Harrah's Entertainment Inc., is one of the world's largest casino companies. Caesars casino resorts operate under the Caesars, Bally's, Flamingo, Grand Casinos, Hilton and Paris brand names. The Company has its corporate headquarters in Las Vegas. Harrah's announced its re-branding to Caesar's in mid-November 2010. 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. The U.S. Trustee appointed Richard S. Davis as Chapter 11 examiner. * * * The Troubled Company Reporter, on April 27, 2015, reported that Fitch Ratings has affirmed and withdrawn the Issuer Default Ratings (IDR) and issue ratings of Caesars Entertainment Operating Company (CEOC). These actions follow CEOC's Chapter 11 filing on Jan. 15, 2015. Accordingly, Fitch will no longer provide ratings or analytical coverage for CEOC. In addition, Fitch has affirmed the IDR and issue rating of Chester Downs and Marina LLC (Chester Downs) and the ratings have been simultaneously withdrawn for business reasons. CAL DIVE: Has Approval to Pay $8.7M to Critical Vendors ------------------------------------------------------- The Bankruptcy Court authorized, on a final basis, Cal Dive International, Inc., et al., to pay up to $8,700,000 for critical vendors' prepetition claims. The Debtors will condition payment of the critical vendor claims on the execution of a trade agreement. If a critical vendor accepts payment and does not continue supplying goods to the Debtors in accordance with trade terms consistent with those practices and programs in place in the 12 months before the Petition Date. 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. CALIFORNIA COMMUNITY: June 10 Hearing on Amended Plan Outline ------------------------------------------------------------- California Community Collaborative, owner of an office building in San Bernardino, California, is proposing a reorganization plan that promises to pay creditors in installments and allows the owner to retain control of the company. The company is slated to seek approval of the amended disclosure statement that explains the terms of the plan at a hearing on June 10, 2015, at 10:00 a.m. To fund disbursements to claim holders under the Plan, the Debtor intends to continue to operate its business and lease space at its office building following the confirmation of the Plan, and will use net rental income to fund disbursements to claim holders. The Debtor will sell or refinance the real property, and net proceeds after payment of the claims secured by the property will be used to pay in full all allowed claims secured by the property and to fund distributions under the Plan. As of the bankruptcy filing, the Debtor valued its real property at $12,000,000 while the lender CB&T offered an appraisal of $7,530,000. With the execution of a new lease with Rex and Margaret Fortune School of Education, the Debtor believes that the property is worth $15,000,000. The Plan provides that: -- The California Bank & Trust's claim will be allowed in the amount of $9,526,765 and will bear interest at the rate of 5.5% per year from the Confirmation Date. After plan confirmation, the bank will continue to receive monthly adequate protection payments, and beginning July 15, 2015, and continuing the 15th day of each month thereafter until the secured claim is paid in full, the bank will instead receive $45,000 per month. The secured claim will be paid in full, with interest, no later than Jan. 30, 2017. -- General unsecured creditors with claims estimated to total $569,100 are to receive a distribution of 100% of their allowed claims, with interests, to be distributed through twice-annual disbursements over a period of no more than 36 months; -- Merrell Schexnydre, as sole shareholder, will retain his interests in the Debtor. The Debtor previously filed a reorganization plan dated Sept. 12, 2014, premised on entry with the Consulate of Mexico of a lease for 22,000 square feet of space on the Debtor's property. The Debtor, however, in January 2015 withdrew consideration of the plan after the Consulate failed to execute the written lease. A copy of the Disclosure Statement filed April 10, 2015, in support of the Plan of Reorganization Dated March 26, 2015, is available for free at: http://bankrupt.com/misc/Calif_Comm_DS_04_2015.pdf New Tenants to Building The Debtor says that in early 2015, the Debtor and its broker, CBRE, worked aggressively to obtain additional tenants to the Debtor's office building. In March 2015, the Debtor succeeded in obtaining execution of a ten-year lease for 39,000 square feet of space at its property to the Rex and Margaret Fortune School of Education. In a motion filed on March 25, 2015, the Debtor requested that the Court authorize it to enter into the lease with Fortune, and if authority is forthcoming, the Debtor anticipates that Fortune will take possession of the leased space in August 2015. The Debtor will continue to pursue a lease or leases with the County of San Bernardino for the remaining space, based on bids it submitted in early 2015. Various improvements and changes to the property must be made so that the premises to be leased by Fortune will be ready for occupancy and use. To that end, the lease with Fortune provides for an allowance to be paid to Fortune to cover the costs of such improvements, and the Debtor has filed a motion with the Court for authority to obtain financing for this allowance. The Debtor has requested Court approval of a short-term loan in the amount of $2,200,000 to be brokered by Triwest Financial Group. The Debtor estimates that approximately $1,775,000 of that loan will be paid to Fortune for the tenant improvements, if the financing is approved and the loan is funded as anticipated. About California Community California Community Collaborative is in the business of owning and renting to non-residential tenants an office building located at 655 West 2nd street, San Bernardino, California. The building was previously a Mervyn's retail shopping center before it was acquired and later remodeled into a two-story, 88,000 square foot office building. The company was formed by Merrell Schexnydre, who is presently the sole shareholder and president. The Judicial Council of California leases about 26,000 square feet of space at the building. California Community filed a Chapter 11 bankruptcy petition (Bankr. E.D. Cal. Case No. 14-26351) on June 17, 2014. Mr. Schexnydre signed the petition. Judge Christopher M. Klein presides over the case. The Debtor estimated assets of at least $10 million and liabilities of $1 million to $10 million. The Debtor tapped Meegan, Hanschu & Kassenbrock as counsel and CBRE - Inland Commercial Real Estate as broker. CHARTER COMMUNICATIONS: Fitch Retains 'BB-' IDR on Watch Positive ----------------------------------------------------------------- CCO Holding LLC's (CCOH) and Charter Communications Operating, LLC's (CCO) 'BB-' Issuer Default Ratings (IDRs) remain on Rating Watch Positive following the termination of the merger agreement announced today by Comcast Corporation and Time Warner Cable, Inc., according to Fitch Ratings. CCOH and CCO 'BB-' IDRs were placed on Rating Watch Positive following the April 2015 announcement of the acquisition of Bright House Networks, LLC (Bright House) from Advance/Newhouse Partnership (A/N) for $10.4 billion. CCOH and CCO are indirect wholly owned subsidiaries of Charter Communications, Inc. (Charter). According to the terms of the Bright House acquisition, all parties involved have a minimum of 30 days to reevaluate the transaction agreement's terms now that the merger agreement between Comcast and Time Warner Cable has been terminated. Fitch will revisit its ratings once these discussions have been finalized. Fitch views the acquisition of Bright House positively and believes the acquisition will strengthen Charter's overall credit profile. Fitch anticipates that Charter's leverage, pro forma for the transaction as it is currently structured, would decline to less than 3.5x (assumes the required repayment of debt issued by CCOH Safari, LLC and CCO Safari, LLC). The Bright House acquisition adds approximately two million video customers in markets largely contiguous with Charter's existing service footprint and adds attractive markets such as Orlando and Tampa Bay Florida. Fitch notes, however, that integration risks are elevated and Charter's ability to manage the integration process and limit disruption to the company's overall operations is key to the success of the transactions. Charter's operating strategies are having a positive impact on the company's operating profile resulting in a strengthened competitive position. The market share-driven strategy, which is focused on enhancing the overall competitiveness of Charter's video service and leveraging its all-digital infrastructure, is improving subscriber metrics, growing revenue and ARPU trends, and stabilizing operating margins. Charter's leverage as of the LTM ended Dec. 31, 2014 was 4.4x excluding the debt issued by CCOH Safari, LLC and CCO Safari, LLC. Management's leverage target remains unchanged ranging between 4x and 4.5x. The pro forma leverage coupled with the improving operating profile is reflective of a 'BB' IDR. Fitch has previously indicated that positive rating actions would likely coincide with leverage expected to be sustained below 4.5x while demonstrating progress in closing gaps relative to its industry peers on service penetration rates and strategic bandwidth initiatives. Resolution of the Rating Watch will largely be based on Fitch's review of Charter's capital structure including assignment of potential equity credit to the convertible preferred partnership units and an assessment of the risks associated with Charter's ability to integrate cable systems acquired from Comcast and Bright House. RATING SENSITIVITIES -- Positive rating actions would be contemplated if the Bright House acquisition goes forward as leverage is expected to remain below 4.5x; -- If the company demonstrates progress in closing gaps relative to its industry peers on service penetration rates and strategic bandwidth initiatives; -- Operating profile strengthens as the company captures sustainable revenue and cash flow growth envisioned when implementing the current operating strategy. -- Fitch believes negative rating actions would likely coincide with a leveraging transaction or the adoption of a more aggressive financial strategy that increases leverage beyond 5.5x in the absence of a credible deleveraging plan; -- Adoption of a more aggressive financial strategy; -- A perceived weakening of Charter's competitive position or failure of the current operating strategy to produce sustainable revenue and cash flow growth along with strengthening operating margins. CHEMOURS CO: S&P Assigns BB Corp. Credit Rating, Outlook Stable --------------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'BB' corporate credit rating to The Chemours Co. The outlook is stable. At the same time, S&P assigned its 'BBB-' issue rating and '1' recovery rating to Chemours' proposed first-lien debt consisting of a $1 billion revolving credit facility and a $1.5 billion term loan. The '1' recovery rating indicates S&P's expectation of very high (90% to 100%) recovery in the event of a default. In addition, S&P assigned its 'BB-' issue rating and recovery rating of '5' (lower half of the 10% to 30% range) to the company's proposed unsecured notes. The '5' recovery rating indicates S&P's expectation of modest (10% to 30%) recovery in the event of a default. All ratings are based on preliminary terms and conditions and assume the spinoff of Chemours from DuPont happens as the companies propose. The ratings reflect S&P's assessment of Chemours' business risk profile as "fair" and financial risk profile as "significant", resulting in an anchor score of 'bb'. The modifiers have no impact, resulting in a corporate credit rating of 'BB'. "The stable outlook reflects our assumption that EBITDA and FFO will improve continuously, benefitting from an improved cost position due to the Altamira expansion, volume growth, or modest price improvement in the TiO2 business, and favorable short-term prospects in the fluoroproducts business," said Standard & Poor's credit analyst Paul Kurias. "We believe Chemours' business strengths will position it well relative to competitors in the TiO2 and fluoroproducts segments, enabling the company to benefit from growth in these markets despite the prevalence of competition in the TiO2 segment. However, we also believe that the TiO2 market will continue to remain volatile in the future, and that TiO2 will remain a majority contributor to Chemours' EBITDA. We also assume that management will use surplus cash to pay down debt, though in our base case we do not see significant levels of surplus cash. We do not assume any acquisitions. Our base case expectations are for the average ratio of FFO/debt over three years to exceed 20%," S&P noted. CHENG & COMPANY: Plan Filing Deadline Extended Through May 15 ------------------------------------------------------------- In the case captioned In re CHENG & COMPANY L.L.C., Chapter 11, Debtor, CASE NO. 15-00014 (D.C.), bankruptcy Judge S. Martin Teel, Jr. ruled on the Emergency Motion by Debtor to Shorten Time on Request to Extend Time to File Plan on an Interim Basis or in the Alternative to Determine Whether Debtor is Subject to Such Section. Judge Teel stated that, because the debtor has until 30 days to comply with 11 U.S.C. Section 362(d)(3)(A) or (B) there is no substantial prejudice to the opposing creditor, MR 619 H Street Capital LLC, if the issue of granting an extension of the 90-day period is decided on a more orderly briefing schedule, and the matter is heard on the earliest date that the court and counsel are available for a hearing. In a memorandum decision and order dated April 13, 2015 available at http://is.gd/zgbp9zfrom Leagle.com, Judge Teel ordered that: 1. By April 23, 2015, the debtor was to file a motion showing cause why the court should extend the 90-day period of Section 362(d)(3), supporting that motion with affidavits or other evidence. 2. By May 7, 2015, MR 619 H Street Capital LLC, shall file an opposition, supported by affidavits or other evidence as appropriate. 3. The court will hear the debtor's new motion on May 15, 2015, at 2:00 p.m. 4. The court extends the 90-day period of Section 362(d)(3) until May 15, 2015, and until any further extension set as a result of the hearing on May 15, 2015. 5. The motion is otherwise denied. Cheng & Company L.L.C., based in Washington, DC, filed for Chapter 11 bankruptcy (Bankr. D.D.C. Case No. 15-00014) on January 13, 2015. Cheng said it is a Single Asset Real Estate debtor. The Hon. Martin Teel, Jr. presides over the case. Ronald Jay Drescher, Esq., at Drescher & Associates, serves as counsel to the Debtor. In its petition, the Debtor listed total assets of $5 million and total liabilities of $4.98 million. The petition was signed by Anthony Cheng, member. A list of the Debtor's two largest unsecured creditors is available for free at http://bankrupt.com/misc/dcb15-00014.pdf CLINICA REAL: State Farm Opposes Summary Judgment Motion -------------------------------------------------------- State Farm Mutual Automobile Insurance Company and State Farm Fire and Casualty Company submitted documents opposing debtors Clinica Real, LLC and Keith Michael Stone's motion for summary judgment of SFIC's fraud and Arizona RICO claims in connection with Clinica Real's fraudulent billing practices. SFIC filed proofs of claim [Case No. 12-20451, Claim No. 4; Case No. 12-20452, Claim No. 5]. SFIC is seeking to recover more than $2 million it spent in relation to its handling and adjustment of first-party and third-party insurance claims made by and against SFIC's insureds following automobile accidents from approximately 1998 to 2006. SFIC has discovered that Clinica Real's medical and treatment records (and the bills submitted in connection with those records) included content which was false, misleading, and fraudulent. In the Motion, the Debtors argue that res judicata bars "relitigation" of the underlying non-core claims giving rise to the timely filed SFIC proofs of claim. The Debtors argue that the judgment entered by the State Court (the "Judgment") ruling that SFIC, the Debtors, and non-debtor Patricia Rascon ("Rascon") entered into a valid and binding settlement agreement (the "Settlement") extinguishes the SFIC Claim because this Court, while recognizing the Judgment, did not approve the Settlement pursuant to Fed. R. Bankr. P. 9019. Counsel for SFIC, Hilary L. Barnes, Esq., at Allen Maguire & Barnes, PLC, argues that none of the non-core claims have been litigated to final judgment; therefore, the Debtors' res judicata argument is wholly without merit. In addition, the Debtors entered into the Settlement, and the Debtors requested the State Court to enter the Judgment so that they could appeal it. That appeal is ongoing. Their argument that the Judgment extinguishes the SFIC Claim must fail. SFIC respectfully requests that the Court deny the Motion in its entirety. "Debtors have presented neither facts nor argument to support a finding that the evidence SFIC will present to support its claims is inadmissible on any ground, let alone on all potential grounds. At best, Debtors have merely established that there are factual disputes concerning the issues of reliance and damages. Because a motion in limine is not the procedural vehicle to resolve factual disputes or weigh evidence, Debtors' Motion must be denied," State Farm said, in its memorandum of law in support of its objection to the Summary Judgment Motion. Copies of the documents filed by SFIC are available for free at: http://bankrupt.com/misc/Clinica_Real_SFIC_Facts_SJ_Motion.pdf http://bankrupt.com/misc/Clinica_Real_SFIC_Memo_SJ_Motion.pdf http://bankrupt.com/misc/Clinica_Real_SFIC_Obj_SJ_Motion.pdf State Farm's attorneys can be reached at: ALLEN MAGUIRE & BARNES, PLC Hilary L. Barnes, Esq. 1850 North Central Avenue, Suite 1150 Phoenix, Arizona 85004 Tel: (602) 256-6000 E-mail: hbarnes@ambazlaw.com - and - HKM, A Professional Association William L. Moran, Esq. 30 East Seventh Street, Suite 3200 St. Paul, Minnesota 55101 Tel: (651) 227-9411 E-mail: wmoran@hkmlawgroup.com About Clinica Real Clinica Real, LLC, dba Clinica Real Rehabilitation & Chiropractic, filed a Chapter 11 petition (Bankr. D. Ariz. Case No. 12-20451) in Phoenix, Arizona, on Sept. 13, 2012. Clinica Real, doing business as Clinica Real Rehabilitation & Chiropractic, disclosed $10.5 million in assets and $29.8 million in liabilities. Clinica Real has no real property. Its largest asset is an unliquidated claim against State Farm Mutual Automobile Insurance Co. and State Farm Fire & Casualty Co., which the Debtor valued at $9.75 million. Most of the claims against the Debtor are unsecured. State Farm has an unsecured claim of $29 million, which the Debtor says is disputed. Judge Sarah Sharer Curley presides over the case. Mark J. Giunta, Esq., serves as the Debtor's counsel. The petition was signed by Keith M. Stone, member. The U.S. Trustee has not appointed an official committee. Keith Michael Stone filed a separate Chapter 11 petition (Bankr. D. Ariz. Case No. 12-20452) on Sept. 13, 2012. Mr. Stone is represented by Cindy L. Greene, Esq., at Carmichael & Powell, P.C., in Phoenix, Arizona. The cases are jointly administered under Case No. 12-20451. CONSTAR INTERNATIONAL: Plan Filing Date Extended to May 12 ---------------------------------------------------------- Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the District of Delaware extended the exclusive plan filing period of Capsule International Holdings LLC, f/k/a Constar International Holdings LLC, and its debtor affiliates through and including May 12, 2015, and their exclusive solicitation period through and including July 13, 2015. The Debtors' exclusive right to file a plan and solicit acceptances of a Chapter 11 plan will continue to be terminated solely to the extent necessary to permit the Official Committee of Unsecured Creditors to propose and solicit votes to accept its Chapter 11 plan for the Debtors. According to Evan T. Miller, Esq., at Bayard, P.A., in Wilmington, Delaware, the Debtors sought a sixth extension of their exclusive periods to effectuate the Committee's proposal of the Plan and solicitation of votes in support thereof. Mr. Miller asserted that not extending, and thus terminating, exclusivity would permit any party in interest to propose a plan and frustrate the efforts of the Committee, the Debtors and their principal stakeholders. About Constar International Privately held Constar International Holdings and nine affiliated debtors (nka Capsule International Holdings, et al.) filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-13281) on Dec. 19, 2013. Constar, which manufactures plastic containers, is represented by Michael J. Sage, Esq., Brian E. Greer, Esq., Stephen M. Wolpert, Esq., and Janet Bollinger Doherty, Esq., at Dechert LLP; and Robert S. Brady, Esq., and Sean T. Greecher, Esq., at Young Conaway Stargatt & Taylor, LLP. Prime Clerk LLC serves as the Debtors' claims and noticing agent, and administrative advisor. Lincoln Partners Advisors LLC serves as the Debtors' financial advisor. Judge Christopher S. Sontchi oversees the 2013 case. This is Constar International's third bankruptcy. Constar first filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 08-13432) in December 2008, with a pre-negotiated Chapter 11 Plan and emerged from bankruptcy in May 2009. Constar and its affiliates returned to Chapter 11 protection (Bankr. D. Del. Case No. 11-10109) on Jan. 11, 2011, with a pre-negotiated Chapter 11 plan and emerged from bankruptcy in June 2011. The new petition listed assets worth less than $100 million against $123 million on three layers of secured debt. Attorneys at Brown Rudnick LLP represent the official committee of unsecured creditors. The Committee retained Alvarez & Marsal North America LLC as its financial advisor. Counsel to Wells Fargo Capital Finance, LLC, the revolving loan agent, is Andrew M. Kramer, Esq., at Otterbourg P.C. On Feb. 10, 2014, the Bankruptcy Court authorized Constar to sell certain assets to Plastipak Packaging, Inc., a global manufacturer of rigid plastic packaging. The Court determined that Plastipak's $102,450,000 offer for the Debtors' U.S. assets bested the offers from Amcor Rigid Plastics USA, Inc., and Envases Universales De Mexico S.A.P.I. De C.V. during a Feb. 6 auction. Separately, the Court authorized Constar to sell a facility in Havre de Grace, Maryland, to Smucker Natural Foods, Inc., for $3 million. There was no other bidder for the Maryland facility. The sole director of debtor Constar International U.K. Limited has appointed Daniel Francis Butters and Nicolas Guy Edwards of Deloitte LLP as administrators. The U.K. Administration Proceeding follows the closing of the sale of the U.K. assets to Sherburn Acquisition Limited. The Delaware Bankruptcy Judge authorized the U.S. Debtors to sell the U.K. Assets to Sherburn for GBP3,512,727, (or US$7,046,000), less the deposit in the sum of US$1,250,000. Secured lender Black Diamond Commercial Finance, LLC, as DIP note agent, and Wells Fargo Capital Finance, LLC, as DIP revolving agent and agent under the revolving loan facility, consented to the administration of Constar U.K. and the appointment of the Joint Administrators. In view of the asset sales in the U.S. and the U.K., the Debtors changed their corporate trade names -- and with the Bankruptcy Court's consent, their bankruptcy case caption -- to Capsule Group Holdings, Inc.; Capsule Intermediate Holdings, Inc.; Capsule Group, Inc.; Capsule International LLC; Capsule DE I, Inc.; Capsule DE II, Inc.; Capsule PA, Inc.; Capsule Foreign Holdings, Inc.; and Capsule International U.K. Limited (Foreign). CORINTHIAN COLLEGES: Closes Remaining Campuses ---------------------------------------------- Colin Kellaner, writing for The Wall Street Journal, reported that Corinthian Colleges Inc. said it is ending operations and closing its remaining 28 campuses, affecting about 16,000 students. According to the report, the troubled operator of for-profit colleges, which has been winding down its operations, said efforts to sell the campuses or arrange teach-out partnerships with other institutions had failed, "largely as a result of federal and state regulators seeking to impose financial penalties and conditions on buyers and teach-out partners." The company, which in November agreed to sell the bulk of its campuses to a new nonprofit firm, said it would close its 13 remaining Everest and WyoTech campuses in California; Everest College Phoenix and Everest Online Tempe in Arizona; the Everest Institute in New York; and 12 Heald College locations in California, Hawaii and Oregon, the Journal related. Corinthian Colleges, Inc., offers post-secondary courses in the areas of health care, business, criminal justice, transportation technology and maintenance, information technology, and construction trades. The Santa Ana, California-based Company currently caters to 81,300 students. CRAIGHEAD COUNTY: Approved to Sell 12-Acre Tract to Blackburn ------------------------------------------------------------- U.S. Bankruptcy Judge Phyllis M. Jones authorized Craighead County Fair Association to sell the approximate 11.74-acre tract to Blackburn Properties of Texas, Ltd., for $3,999,104. The negotiations to sell the real estate began prior to the filing of the bankruptcy petition. The Debtor said that the real estate is not vital to its reorganization; and the sale will reduce the secured debts owed by the Debtor. No objections were filed to the motion. About Craighead County Fair Craighead County Fair Association filed a bare-bones Chapter 11 bankruptcy petition (Bankr. E.D. Ark. Case No. 14-15490) in Jonesboro, Arkansas, on Oct. 13, 2014. The Debtor, which is doing business as the Northeast Arkansas District Fair, disclosed $26.7 million in assets and $9.83 million in liabilities as of the Petition Date. The case is assigned to Judge Audrey R. Evans. The U.S. trustee wasn't able to form a committee of unsecured creditors due to "lack of interest" of creditors to serve on the panel. CRUMBS BAKE SHOP: Stipulation with Buyer on Appeal Approved ----------------------------------------------------------- The U.S. Bankruptcy Court for the District of New Jersey approed a stipulation that dismisses an appeal filed by Lemonis Fischer Acquisition Company, LLC, the buyer of most of the assets of Crumbs Bake Shop, Inc. "The parties hereby stipulate and agree that the within matter is dismissed with prejudice without costs to either party." Lemonis, which won a bankruptcy court auction to buy major assets of the Debtor, filed a motion seeking to prohibit licensees from using the company's trademarks. Lemonis sought a ruling that Section 365(n) of the Bankruptcy Code doesn't allow third-party licensees to use Crumbs Bake Shop's trademarks, saying such right is not included in the Bankruptcy Code's definition of intellectual property. Brand Squared, a licensing agent, had argued that Crumbs Bake Shop could not reject any license agreement if the licensee elected to invoke Section 365(n) to continue using the company's intellectual property despite the sale of its assets to Lemonis. The dispute was later resolved. According to Law360, under the proposed deal, Lemonis will kick in $40,000 for creditors of the bankruptcy estate to put to bed a lingering dispute over which entity owned certain royalties under intellectual property contracts. About Crumbs Bake Shop Crumbs Bake Shop, Inc., and 22 of its affiliates filed separate Chapter 11 bankruptcy petitions (Bankr. D.N.J. Lead Case No. 14-24287) on July 11, 2014. John D. Ireland signed the petitions as chief financial officer. Crumbs Bake Shop estimated assets of $10 million to $50 million and the same range of liabilities. Cole, Schotz, Meisel, Forman & Leonard, P.A., acts as the Debtors' counsel. Prime Clerk LLC is the Debtors' claims and noticing agent. Judge Michael B. Kaplan oversees the jointly administered cases. The U.S. Trustee appointed three creditors to serve in the Official Committee of Unsecured Creditors. Sharon L. Levine, Esq., at Lowenstein Sandler LLP serves as Committee's counsel. * * * On July 7, 2014, the Board of Directors of Crumbs Bake Shop determined to cease operations effective immediately. The Board's determination was made after the Company lacked sufficient liquidity to maintain current operations. On the petition date, Crumbs entered into an Asset Purchase Agreement through which Lemonis Fischer Acquisition Company, LLC, a joint venture created by Marcus Lemonis LLC and Fischer Enterprises, L.L.C., will acquire the Crumbs' business as part of the Company's Chapter 11 filing. Lemonis Fischer Acquisition is represented by Louis Price, Esq., at McAfee & Taft PC. On Aug. 29, 2014, Crumbs Bake Shops completed the sale of its assets for a credit bid of $7,140,000 and the assumption of various liabilities. There are no cash proceeds and the credit bid resulted in the repayment of all indebtedness to Lemonis Fischer Acquisition, which held a first priority security interest in the assets of the Company. The Company's remaining assets will be liquidated and the proceeds thereof will be utilized to pay unsecured liabilities in accordance with applicable law and certain advisors' fees and expenses. The Company does not expect that there will be any proceeds available for distribution to shareholders. DEAN FOODS: Fitch Affirms 'BB-' IDR & Revises Outlook to Stable --------------------------------------------------------------- Fitch Ratings has affirmed the Long-term Issuer Default Ratings (IDRs) for Dean Foods Company (Dean) and its subsidiary, Dean Holding Company, at 'BB-'. The Rating Outlook has been revised to Stable from Negative driven by Fitch's expectations for substantial improvement in operating earnings in 2015 on lower milk input prices and the removal of structural costs. As a result, Fitch anticipates that gross leverage (total adjusted debt-to-EBITDAR) is likely to improve to the 4x range in 2015 from 5.8x at the end of 2014. Fitch has also assigned Recovery Ratings (RRs) in accordance with criteria, which allows for the assignment of RRs for issuers with IDRs in the 'BB' category. Given the distance to default, RRs in the 'BB' category are not computed by bespoke analysis. Instead, they serve as a label to reflect an estimate of the risk of these instruments relative to other instruments in the entity's capital structure. Fitch has assigned an 'RR1' to Dean's secured bank credit facility, notching it up two from the IDR and indicating outstanding recovery prospects (91% to 100%) under a distressed scenario. Unsecured debt will typically achieve average recovery, and thus the senior unsecured notes were assigned an 'RR4'. KEY RATING DRIVERS Challenged Industry with Low Margins: Dean's operations largely consist of processing and marketing fresh fluid milk, which represented 73% of the company's product mix in 2014. Dean also produces ice cream, cultured dairy products, juices and teas. Ratings consider the fundamental challenges faced by the industry, which has significant excess capacity, volume declines and high levels of competition. The dairy industry also remains highly sensitive to volatile raw milk prices. Fitch factors in Dean's historical success at reducing costs into the ratings, and views the continued rationalization of processing operations as necessary given declining demand. Input Price Pressure Abating: Dean's challenges include category volume declines that accelerated recently to approximately 4% from 2% historically, record high milk prices in 2014, and elevated per unit costs due to capacity reductions lagging lower volumes. The Class I milk price was up 24% in 2014 to a record high average of $23.29/cwt. on strong global demand and production shortfalls. Prices are finally reflecting improved global milk production and have fallen substantially year to date, down 34% year over year in April 2015 to $15.50/cwt. Earnings and FCF Improvement Ahead: Fitch anticipates Dean can generate EBITDA in the range of $300 million to $350 million annually - below the 2013 level near $400 million - with Fitch assuming a more normalized pricing environment, mid-single-digit operating margin per gallon and total volume declines of approximately 1% to 2%. In 2014 EBITDA was well below this level at $203 million due to the record high cost that was passed through on a lagged basis and not fully passed on due to Dean's concerns about exacerbating volume declines when exceeding certain price points. Fitch expects Dean can generate at least $50 million annual free cash flow (FCF; cash flow from operations less capital expenditures and dividends) in a normalized pricing environment, substantially better than the negative $23 million in 2014. Lower Leverage Anticipated in 2015: Dean's leverage rose substantially in 2014 driven by the unprecedented high-cost environment's impact on earnings and slightly higher debt. Total debt-to-EBITDA rose to 4.6x from 2.3x in the prior year. Fitch also considers EBITDAR leverage due to Dean's significant leases for machinery, equipment and vehicles. Total adjusted debt-to-EBITDAR rose to 5.8x from 3.7x. Fitch anticipates significant improvement in EBITDA in 2015 as milk input prices have abated, which should result in leverage moderating to the 4x range; however, the pace and magnitude of volume recovery is uncertain coming out of the unprecedented cost environment. Fitch assumes that Dean's volume will decline 1% to 2% annually relative to projected industry volume decline of 2% to 4%. Good Liquidity for Volatile Industry: At Dec. 31, 2014, Dean's total debt was $924 million, including the $142 million aggregate principal of 2017 notes (rather than the GAAP amount). Dean's liquidity was supported by $16.4 million cash and $831 million available on the company's credit facilities, which included a $750 million secured revolver expiring July 2, 2018 and a $550 million accounts-receivable securitization facility through June 12, 2017. Included in the availability above, there were $680 million of available commitments under the revolver and $151 million of unused borrowing commitments under the receivables facility. Refinancing Extends Maturities: In February 2015, Dean repaid its $476 million 7% notes due in June 2016 and a portion of the outstanding borrowings under the senior secured credit facility and receivables-backed facility with proceeds from a new issuance of $700 million 6.50% notes due in March 2023, with no net debt reduction. The company's next long-term debt maturity is $142 million 6.90% subsidiary notes due in October 2017. On March 26, 2015, Dean entered into a new $450 million revolving credit facility (RCF) credit facility through March 2020, essentially reducing the revolver commitment by $300 million. The previous $750 million facility, dated July 2, 2013, was terminated. In conjunction with the new credit facility, Dean also amended its $550 million receivables facility to extend the maturity through March 26, 2018 and to match certain modifications under the new RCF. The company has total revolving commitments of $1 billion and expects to have more than $750 million accessible liquidity after letters of credit. Dean is currently in compliance with all of its covenants. The facilities above require the company to maintain maximum senior secured net leverage of 2.50x, which allows Dean to subtract up to $50 million unrestricted cash and outstanding principal on receivables financing. Fitch expects Dean to have ample cushion within this covenant. The total leverage covenant was eliminated. KEY ASSUMPTIONS -- Continued dairy category volume declines of 2% to 4% with Dean expected to perform better than the industry with average volume declines not exceeding 2% annually. -- Operating income per gallon returns to mid-single digits ($0.05-$0.06), from one-cent per gallon in 2014. -- 25% decline in base Class I milk prices for the first quarter of 2015 (1Q'15) compared to 1Q'14, and input costs remain moderate throughout the year. -- Improving EBITDA to approximately $300 million in 2015, resulting from lagging pass-through of lower milk input costs, and continuing realization of cost savings from recent plant closures. EBITDA could range from $300 million to $350 million in moderate pricing environments. -- Base case factors in improvement in leverage to roughly the 3x range for total debt-to-EBITDA in 2015, which equates to total adjusted debt-to-operating EBITDAR in the low 4x range, with modest additional improvement beyond this year in the absence of material input price spikes. -- Positive FCF of more than $50 million annually, as defined by Fitch, reflecting improving earnings and excluding NOL benefits. -- Capex declines modestly from $150 million in 2015 due to continued plant closures. RATING SENSITIVITIES Future developments that may, individually or collectively, lead to a negative rating action include: -- Total debt-to-operating EBITDA sustained above the 3.5x range, which equates to total adjusted debt-to-operating EBITDAR near 5x, due to a material increase in debt and/or a prolonged period of EBITDA declines. -- Sustained acceleration of Dean's volume declines beyond 2% annually, driven by a contraction in milk consumption and/or loss of a major customer. -- Expectations for multiple years of minimal or negative FCF, per the Fitch definition, due to weak operating earnings. Future developments that may, individually or collectively, lead to a positive rating action include: -- A positive rating action is not anticipated in the near-to intermediate-term, given long-term pressure on dairy volumes. -- Total debt-to-operating EBITDA consistently in the low 2x range, which equates to total adjusted debt-to-operating EBITDAR consistently in the low 3x range, due to materially higher EBITDA and/or stable-to-declining debt levels; -- Sustainable annual FCF, per Fitch, of approximately $100 million or greater and elimination of additional fixed costs. -- Stable-to-modest volume declines and growth in market share would also be required for further upgrades. Fitch has affirmed these ratings and assigned RRs as: Dean Foods Company (Parent) -- Long-term Issuer Default Rating (IDR) at 'BB-'; -- Secured bank credit facility at 'BB+/RR1'; -- Senior unsecured notes at 'BB-/RR4'. Dean Holding Company (Operating Subsidiary) -- Long-term IDR at 'BB-'; -- Senior unsecured notes at 'BB-/RR4'. The Rating Outlook is revised to Stable from Negative. DELIA*S INC: Authorized to Implement Key Employee Incentive Plan ---------------------------------------------------------------- dELiA*s, INC., et al., won bankruptcy court approval to implement their proposed key employee incentive plan. The order provided that no payment will be made unless and until all obligations outstanding under the Debtors' postpetition financing credit facility with Salus Capital Partners, LLC, have been repaid in full and all commitments to extend further credit thereunder have been terminated. The Court denied the objection of the U.S. Trustee to the motion. The Court ordered that: 1. Total incentive payments to Ryan A. Schreiber and Edward Brennan under the KEIP will be subject to an overall cap of the greater of (i) $200,000; and (ii) 5% of the unsecured creditors' recovery, and the cap on the incentive payment to David Diamond will be $25,000; 2. All incentive payments under the KEIP will be entitled to administrative expense status and priority under Section 503(b)(2) of the Bankruptcy Code; provided, if the unsecured creditors' recovery net of incentive payments is less than $550,000, the incentive payments, at the time when the Debtors' plan of reorganization becomes effective, will be subject to a cap of $85,000, which amount consists of a $75,000 cap on the incentive payments to Messrs. Schreiber and Brennan and a $10,000 cap on the incentive payment to Mr. Diamond. Under the KEIP, the key executives will receive payments based upon the Debtors meeting or surpassing certain benchmarks. Specifically, incentive payments will be earned by the key executives in the relative amounts and subject to the percentages based upon the Debtors' estates and creditors obtaining these minimum recoveries, net of applicable commissions, expenses, and sharing of proceeds, among other things: 1. the Debtors' estates receiving a recovery of an amount in excess of $25,000 with respect to the sharing provisions in the agency agreement regarding the MOOS Inventory; 2. the Debtors' estates receiving a recovery in excess of $50,000 with respect to the sharing provisions in the agency agreement on merchandise regarding the MOOS Inventory; 3. the Debtors' estates receiving an amount in excess of a certain amount with respect to any claim it holds (i) in the VISA/Mastercard litigation and (ii) in other current ordinary course claims and litigations but not including chapter 5 causes of action or D&O claims unless otherwise agreed in writing by the Committee; 4. the Debtors confirming a plan of reorganization before April 30, 2015; 5. a bonus payment to one KEIP recipient in the event of either (a) a sale of the Debtors' intellectual property in excess of a certain amount, or (b) a sale of the distribution center. The KEIP has been approved by the compensation committee of the Debtors' board of directors. 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. DELTA AIR: Fitch Assigns 'BB' Issuer Default Rating --------------------------------------------------- Fitch Ratings has affirmed and assigned the following Recovery Ratings (RRs) to Transportation and Aerospace & Defense Companies with 'BB' category Issuer Default Ratings (IDRs): Delta Air Lines -- IDR at 'BB'; -- Senior secured notes 'BB+/RR1'. The Rating Outlook is Positive. Huntington Ingalls Industries -- IDR at 'BB+'; -- Senior secured debt 'BBB-/RR1'; -- Senior unsecured debt 'BB+/RR4'; The Rating Outlook is Stable. The assignment of the Recovery Ratings reflects Fitch's 'Recovery Ratings and Notching Criteria for Non-Financial Corporates issuers' (dated Nov. 18, 2014), which allows for the assignment of Recovery Ratings for issuers with IDRs in the 'BB' category. DIAMOND RESORTS: S&P Raises Corp. Credit Rating to 'B+' ------------------------------------------------------- Standard & Poor's Ratings Services said it raised its corporate credit rating on Las-Vegas-based Diamond Resorts International Inc. to 'B+' from 'B'. The outlook is stable. At the same time, S&P raised its issue-level ratings on Diamond's senior secured credit facility to 'B+' from 'B', in line with the corporate credit rating. The recovery rating on this facility remains '3', indicating S&P's expectation for meaningful (50% to 70%; lower half of the range) recovery for lenders in the event of a default. "The upgrade reflects our expectation for a sustained improvement in total adjusted debt to EBITDA to below 4x and FFO to total adjusted debt to above 20% through 2016," said Standard & Poor's credit analyst Shivani Sood. The stable outlook reflects S&P's belief that EBITDA growth should offset additional consolidated debt balances (to finance timeshare notes receivables originations) through 2016, enabling Diamond to sustain debt to EBITDA below 4x, FFO to total debt above 20%, and EBITDA coverage of interest expense above 5x. A downgrade could result from a deterioration in operating performance or increased leverage as a result of acquisitions or increased capital returns to shareholders that results in adjusted debt to EBITDA above 5x or FFO to total debt below 12%. Additionally, S&P would also consider a lower rating if access to external liquidity sources meaningfully deteriorates over the intermediate term. S&P would consider raising the rating if it was confident that Diamond could comfortably sustain adjusted consolidated debt to EBITDA below 4x and FFO to debt above 20%, incorporating a high level of anticipated profit volatility over the economic cycle. DOMUM LOCIS: Fails to Pay Taxes; Stay Order Dissolved ----------------------------------------------------- In the Chapter 11 case of Domum Locis LLC, Jeffrey A. Cohen attested that the Debtor defaulted in the timely payment of property taxes as required under the Court's Feb. 24, 2015 Order Granting In Part Debtor's Motion For Stay Pending Appeal Pursuant to Federal Rule of Bankruptcy Procedure 8005. Accordingly, on April 17, 2015, Judge Robert Kwan entered an order finding that the Debtor has not complied with the terms and conditions of the Stay Order and ruling that the Stay Order is dissolved in its entirety. At the behest of the Debtor, on Feb. 24, 2015, Judge Kwan had entered an order providing that: -- The Court's Nov. 25, 2014 Order On Various Motions of Debtor and Creditor Lloyds TSB Bank PLC will be and hereby is subject to a limited stay pending the appeal of Debtor of the Nov. 25 Order now pending before the Bankruptcy Appellate Panel for the Ninth Circuit. -- During the period of the stay, the general stay pursuant to 11 U.S.C. Sec. 362 will apply to the following properties: 1614-1618 The Strand, Hermosa Beach CA 90254; 1308 North Flores Street, West Hollywood CA 90069; and 424 West Vista Chino, Palm Springs CA 92262. -- The stay will not halt the prosecution and trial of the following pending California Superior Court civil actions: a. Lloyds TSB Bank PLC v. Kilroy, et al., Los Angeles Superior Court Case No. BC474017 (Consolidated with BC474019); and b. Lloyds TSB Bank PLC v. Kilroy, et al., Riverside Superior Court Case No. INC 1202040. -- However, the stay will apply to the enforcement of any judgments in the State Court Actions that affect the Subject Properties, and any other orders in the State Court Actions that affect title or the transfer of title to the Subject Properties. -- The stay will take effect as of Jan. 21, 2015, and will last until and expire at the close of business on June 10, 2015. -- As a condition of this stay, the Debtor will remit contributions to the Custodian for the Custodian's payment of property taxes for the Subject Properties, as follows: a. Payment to the Custodian by or before April 1, 2015 the amount of $162,770 for payment of property taxes on the Flores Property due by April 10, 2015; b. Payment to the Custodian by or before April 1, 2015 the amount of $21,417 for property taxes for the Vista Chino Property due by April 10, 2015; and c. Payment to the Custodian by or before April 1, 2015 the amount of $18,827 for payment of property taxes for the Strand Property due by April 10, 2015. -- In addition, the Custodian will apply $50,000 of the cash on hand towards the property taxes for the Vista Chino Property due by April 10, 2015. -- In the event the Debtor fails to timely make any of said payments to the Custodian, then the stay will automatically dissolve and no longer have any effect upon entry of a proposed order submitted by the Custodian (i.e., state court receiver) with a declaration under penalty of perjury attesting to a payment default and without further hearing. -- If any payments made by the Debtor as directed by this order are labeled or otherwise designated by the Debtor as "rent," then the stay will automatically dissolve and no longer have any effect without further of the Court. -- This order and the limited stay does not stay the Custodian's rights as a State-Court appointed Receiver in the State Court Actions to seek or apply for instructions from the California Superior Court in the State Court Actions, and to comply with the orders appointing receiver in the State Court Actions insofar as it does not interfere with the matter stayed herein. Custodian Robert C. Warren III's attorneys can be reached at: EPPS & COULSON, LLP Dawn M. Coulson, Esq. Jeffrey Aaron Cohen, Esq. 707 Wilshire Blvd., Suite 3000 Los Angeles, CA 90017 Telephone: +1 213 929 2390 Facsimile: +1 213 929 2394 E-mail: dcoulson@eppscoulson.com jcohen@eppscoulson.com About Domum Locis Domum Locis LLC filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal. Case No. 14-23301) on July 11, 2014. Michael J. Kilroy signed the petition as managing member. The Debtor estimated assets and liabilities of at least $10 million. Cypress LLP serves as the Debtor's counsel. Judge Robert N. Kwan presides over the case. The Debtor selected Cypress LLP as general bankruptcy counsel. The Debtor reported $14.6 million in assets and $11.04 million in liabilities. DUNE ENERGY: Court Approves June 9 Auction for Assets ----------------------------------------------------- 99U.S. Bankruptcy Judge H. Christopher Mott entered an order authorizing Dune Energy, Inc., et al., to launch a sale process for their assets. The judge approved the proposed bidding procedures: -- Initial bids are due on June 5, 2015; -- If multiple bids are received, an auction will be held June 9 ; -- The sale hearing will be held June 18; and -- Secured credit bids are entitled to submit a credit bid for the assets. In the event the Debtors select a stalking horse bidder, the Debtors are authorized to provide bid protections to the stalking horse bidder. The bid protections may include a break-up fee to be negotiated between the Debtors and the stalking horse bidder in amount not to exceed 2% of the proposed purchase price. The stalking horse bidder is not authorized to credit bid the proposed break-up fee. The Court overruled objections to the proposed bidding procedures. The Debtor responded to the sale objections filed by: 1. U.S. Bank National Association, as trustee and collateral agent for Floating Rate Senior Secured Notes due 2016; 2. The Official Committee of Unsecured Creditors; and 3. Shoreline Southeast, LLC. Additionally, the Debtors say that the purported secured parties must be permitted to credit bid. None of the authority cited by the Committee in its objection would support a finding of cause sufficient to deny purported secured parties the right to credit bid on the assets. Thomas B. Hensley, a member of Parkman Whaling LLC, an investment bank and financial advisory services firm that is headquartered at 600 Travis, Suite 600, Houston, Texas, explained that in preparing for the marketing of the Debtors' assets, Parkman Whaling's professionals have reviewed the Debtors' producing assets, actionable exploitation projects, and plugging and abandonment obligations to assist the Debtors with developing a narrative to market the Debtors' assets. The Debtors intend to sell, among other things, oil and gas leases, and the interests in any units or pooled or communitized lands arising on account of the leases having been unitized or pooled into such units or with such lands; and all existing wells on or attributable to the leases or unit interests. A copy of the form of the purchase agreement is available for free at http://bankrupt.com/misc/DuneEnergy_100_4_SALE_bidding.pdf The Debtors' attorneys can be reached at: Charles A. Beckham, Jr., Esq. Kenric D. Kattner, Esq. Kourtney Lyda, Esq. Kelli Stephenson, Esq. HAYNES AND BOONE, LLP - and - 1221 McKinney Street, Suite 2100 Houston, TX 77010 Tel: (713) 547-2000 Fax: (713) 547-2600 E-mail: charles.beckham@haynesboone.com kenric.kattner@haynesboone.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 million in total assets and $144 million in total debts as of Sept. 30, 2014. In their schedules, Dune Energy Inc., et al., disclosed $263,337,172 in assets and $107,981,306 in liabilities. 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. The U.S. trustee overseeing the Chapter 11 case of Dune Energy appointed three creditors to serve on the official committee of unsecured creditors. ENERGY FUTURE: Has Until May 31 to Decide on Unexpired Leases ------------------------------------------------------------- The U.S. Bankruptcy Court approved a stipulation with Tarrant Regional Water District extending until May 31, 2015, the time for Energy Future Holdings Corp., et a., to assume or reject certain unexpired nonresidential real property lease under Section 365(d)(4) of the Bankruptcy Code. As reported in the Troubled Company Reporter on Feb. 20, 2015, the Hon. Christopher S. Sontchi extended until May 25, 2015, the lease decision period of the Debtors. About Energy Future Energy Future Holdings Corp., formerly known as TXU Corp., is a privately held diversified energy holding company with a portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80 percent-owned entity within the EFH group, is the largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leverage buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. On April 29, 2014, Energy Future Holdings and 70 affiliated companies sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10979) after reaching a deal with some key financial stakeholders to keep its businesses operating while reducing its roughly $40 billion in debt. The Debtors' cases have been assigned to Judge Christopher S. Sontchi (CSS). The Debtors are seeking to have their cases jointly administered for procedural purposes. As of Dec. 31, 2013, EFH Corp. reported total assets of $36.4 billion in book value and total liabilities of $49.7 billion. The Debtors have $42 billion of funded indebtedness. EFH's legal advisor for the Chapter 11 proceedings is Kirkland & Ellis LLP, its financial advisor is Evercore Partners and its restructuring advisor is Alvarez & Marsal. The TCEH first lien lenders supporting the restructuring agreement are represented by Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor, and Millstein & Co., LLC, as financial advisor. The EFIH unsecured creditors supporting the restructuring agreement are represented by Akin Gump Strauss Hauer & Feld LLP, as legal advisor, and Centerview Partners, as financial advisor. The EFH equity holders supporting the restructuring agreement are represented by Wachtell, Lipton, Rosen & Katz, as legal advisor, and Blackstone Advisory Partners LP, as financial advisor. Epiq Systems is the claims agent. Wilmington Savings Fund Society, FSB, the successor trustee for the second-lien noteholders owed about $1.6 billion, is represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq. An Official Committee of Unsecured Creditors has been appointed in the case. The Committee represents the interests of the unsecured creditors of ONLY of Energy Future Competitive Holdings Company LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings Company LLC; and EFH Corporate Services Company, and of no other debtors. The Committee has selected Morrison & Foerster LLP and Polsinelli PC for representation in this high-profile energy restructuring. The lawyers working on the case are James M. Peck, Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K. Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at Polsinelli PC. EVERYWARE GLOBAL: April 28 Final Hearing on Equity Trading Protocol ------------------------------------------------------------------- Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for the District of Delaware gave EveryWare Global, Inc., et al., interim authority to establish notification and hearing procedures for the transfers or, or declarations of worthlessness with respect to, equity securities in Debtor EveryWare Global, Inc., or any beneficial ownership therein. As previously reported by The Troubled Company Reporter, the Debtors have net operating losses ("NOLs") in an amount of approximately $129.6 million as of Dec. 31, 2014. Utilization of the Debtors' NOLs in future tax years could generate up to $51.8 million in cash savings from reduced taxes assuming an effective combined state and federal tax rate of 40 percent for the post-emergence company. Because an "ownership change" may negatively impact the Debtors' utilization of their NOLs, the Debtors proposed these procedures: * Any "substantial holder" -- entity that has that has Beneficial Ownership of at least 996,498 shares of EveryWare Global's common stock (representing 4.5 percent of all issued and outstanding common stock) -- must serve and file a declaration on or before the later of (i) 30 calendar days after the date of the notice of the order or (ii) 10 days after becoming a substantial shareholder. * Prior to effectuating any transfer of the equity securities that would result in another entity becoming a substantial holder, the parties to such transaction must serve and file a notice of the intended stock transaction. * The Debtors have 30 calendar days after receipt of the stock transaction notice to object to the proposed transaction. * If the Debtors do not object, the proposed transaction may proceed. * Any transfer of the equity securities in violation of the procedures will be null and void ab initio. The Final Hearing will be on April 28, 2015, at 2:00 p.m. (prevailing Eastern Time). About EveryWare Global Headquartered in Lancaster, Ohio, EveryWare (Nasdaq:EVRY) is a marketer of tabletop and food preparation products for the consumer and foodservice markets, with operations in the United States, Canada, Mexico and Asia. The company has more than 1,500 personnel throughout the United States. Sales and marketing functions are managed from executive offices in Lancaster, Ohio, with staff located in Melville, New York, New York City, and Oneida, New York. The primary operating subsidiaries, Oneida Ltd. and Anchor Hocking, LLC, were founded in 1848 and 1873, respectively. In 2011, investment funds affiliated with the Monomoy Capital Partners completed their acquisition of these companies and, in March 2012, integrated them under the EveryWare brand. In May 2013, a merger was completed where EveryWare became a wholly-owned subsidiary of ROI Acquisition Corp. ("ROI"), a special purpose acquisition company sponsored by affiliates of the Clinton Group, Inc., and ROI was renamed EveryWare Global Inc. As of Sept. 30, 2014, EveryWare reported assets of $238 million and liabilities of $380 million. EveryWare Global, Inc., commenced a Chapter 11 bankruptcy case to implement a prepackaged financial restructuring that converts $248 million of the long-term debt to 96% of the common stock of the company post-emergence. EveryWare Global filed its Chapter 11 petition (Bankr. D. Del.) on April 7, 2015, and 12 affiliated debtors filed petitions on April 8, 2015. The cases are pending before Judge Laurie Selber Silverstein, and the debtors are seeking joint administration under Case No. 15-10743. The Debtors tapped Kirkland & Ellis LLP, as general bankruptcy counsel; Pachulski Stang Ziehl & Jones LLP, as local bankruptcy counsel; Jefferies LLC, as financial advisor; Alvarez & Marsal North America, LLC, to provide a CRO and Interim VP of Finance; and Prime Clerk LLC as claims and noticing agent. * * * Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for the District of Delaware will convene a combined hearing on the adequacy of EveryWare Global, Inc., et al.'s Disclosure Statement and confirmation of the joint prepackaged Chapter 11 plan of reorganization on May 20, 2015, at 2:00 p.m., prevailing Eastern Time. Any objections to the Disclosure Statement or confirmation of the Plan must be filed by May 8 and any replies to the objections must be filed by May 13. EVERYWARE GLOBAL: Can Hire Prime Clerk as Claims & Noticing Agent ----------------------------------------------------------------- Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for the District of Delaware authorized EveryWare Global, Inc., et al., to appoint Prime Clerk LLC as notice and claims agent. For its claims and noticing services, Prime Clerk will charge the Debtors at these hourly rates: Hourly Rate ----------- Analyst $35 to $50 Technology Consultant $80 to $120 Consultant $95 to $145 Senior Consultant $150 to $170 Director $180 to $195 For the firm's solicitation, balloting and tabulation services, the rates are: Hourly Rate ----------- Solicitation Consultant $195 Director of Solicitation $220 The firm will charge $0.10 per page for printing, $0.10 per page for fax noticing, and no charge for e-mail noticing. Hosting of the case Web site is free of charge and on-line claim filing services are free of charge. For data administration and management, the firm will charge $0.10 per record per month for data storage, maintenance and security. Prior to the Petition Date, the Debtors provided Prime Clerk a retainer of $40,000. About EveryWare Global Headquartered in Lancaster, Ohio, EveryWare (Nasdaq:EVRY) is a marketer of tabletop and food preparation products for the consumer and foodservice markets, with operations in the United States, Canada, Mexico and Asia. The company has more than 1,500 personnel throughout the United States. Sales and marketing functions are managed from executive offices in Lancaster, Ohio, with staff located in Melville, New York, New York City, and Oneida, New York. The primary operating subsidiaries, Oneida Ltd. and Anchor Hocking, LLC, were founded in 1848 and 1873, respectively. In 2011, investment funds affiliated with the Monomoy Capital Partners completed their acquisition of these companies and, in March 2012, integrated them under the EveryWare brand. In May 2013, a merger was completed where EveryWare became a wholly-owned subsidiary of ROI Acquisition Corp. ("ROI"), a special purpose acquisition company sponsored by affiliates of the Clinton Group, Inc., and ROI was renamed EveryWare Global Inc. As of Sept. 30, 2014, EveryWare reported assets of $238 million and liabilities of $380 million. EveryWare Global, Inc., commenced a Chapter 11 bankruptcy case to implement a prepackaged financial restructuring that converts $248 million of the long-term debt to 96% of the common stock of the company post-emergence. EveryWare Global filed its Chapter 11 petition (Bankr. D. Del.) on April 7, 2015, and 12 affiliated debtors filed petitions on April 8, 2015. The cases are pending before Judge Laurie Selber Silverstein, and the debtors are seeking joint administration under Case No. 15-10743. The Debtors tapped Kirkland & Ellis LLP, as general bankruptcy counsel; Pachulski Stang Ziehl & Jones LLP, as local bankruptcy counsel; Jefferies LLC, as financial advisor; Alvarez & Marsal North America, LLC, to provide a CRO and Interim VP of Finance; and Prime Clerk LLC as claims and noticing agent. * * * Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for the District of Delaware will convene a combined hearing on the adequacy of EveryWare Global, Inc., et al.'s Disclosure Statement and confirmation of the joint prepackaged Chapter 11 plan of reorganization on May 20, 2015, at 2:00 p.m., prevailing Eastern Time. Any objections to the Disclosure Statement or confirmation of the Plan must be filed by May 8 and any replies to the objections must be filed by May 13. FLAGSHIP S B NEW YORK: Court Dismissed Ex-Waiter's Suit v. Owner ---------------------------------------------------------------- District Judge Paul A. Engelmayer ruled on the defendant's motion to dismiss in the case captioned SARABUDEEN ABDUL AZEEZ, Plaintiff, v. MATHAIAH RAMAIAH, Defendant, NO. 14 CIV. 5623 (PAE) (S.D. N.Y.). A suit was brought by Sarabudeen Abdul Azeez, a waiter at Flagship S B New York, LLC, d/b/a Saravana Bhavan Lexington, against the restaurant's owner Mathaiah Ramaiah. He complained that Ramaiah failed to pay him minimum wage and overtime compensation (Counts Three through Seven), unlawfully retained and pooled his tips (Counts One and Two), did not maintain proper records and notices (Count Eight), and terminated him in retaliation for filing a complaint with the New York State Department of Labor (Counts Nine and Ten). The court dismissed Counts Five, Six, and Seven upon finding that the Amended Complaint does not state a claim for failure to provide overtime compensation, nor does it state a claim for failure to provide spread-of-hours pay. It, however, sustained Counts Three and Four, the minimum wage claims, to the extent those counts pertain to the time period from December 17, 2012 to March 6, 2014. The court also stated that there is no federal cause of action for unlawful retention of tips, and dismissed Count One. The New York Labor Law ("NYLL"), however, creates a cause of action for misappropriation of tips, and the court denied Ramaiah's motion to dismiss Count Two. The court denied Ramaiah's motion to dismiss Count Eight because the factual allegations adequately pleaded a violation of the NYLL's notice and recordkeeping provision. Counts Nine and Ten were dismissed by the court because although retaliation is certainly one possible explanation for Azeez's termination, the allegations in the Amended Complaint do not "nudge" the retaliation claims "across the line from conceivable to plausible." A copy of the opinion and order dated April 9, 2015 is available at http://is.gd/5kkbUsfrom Leagle.com Sarabudeen Abdul Azeez, Plaintiff, represented by Larry Cary -- lcary@carykane.com , Cary Kane LLP & Tara Lynn Jensen, Cary Kane LLP. Marthaiah Ramaiah, Defendant, represented by Brian Lee Greben, Brian L. Greben. Saravana filed for Chapter 11 bankruptcy in February 2014. The bankruptcy proceedings were dismissed on December 3, 2014. The bankruptcy case is In re Flagship S B New York, LLC d/b/a Saravana Bhavan Lexington, No. 14-40531 (Bankr. S.D.N.Y.). FLEX FINANCIAL: Insurer Defendants Have Right to Trial by Jury -------------------------------------------------------------- Bankruptcy Judge Dale L. Somers rejected the plaintiff's motion to strike the defendants' demand for jury trial in the case captioned FLEX FINANCIAL HOLDING COMPANY, PLAINTIFF, v. ONEBEACON INSURANCE GROUP LLC and ATLANTIC SPECIALTY INSURANCE COMPANY, DEFENDANTS, CASE NO. 13-21483, ADV. NO. 14-06070 (D. Kan.). Flex Financial Holding Company ("Flex") filed for relief under Chapter 11 on June 10, 2013. It filed an adversary proceeding for declaratory relief on September 3, 2014, against OneBeacon Insurance Group LLC and its member company Atlantic Specialty Insurance Company, alleging that an actual controversy exists between Flex and the defendants concerning the appropriate coverage, appropriate loss payments and any applicable deductible for the claims for damage to two insured buildings covered by a contract of insurance issued by the defendants to Flex. The defendants' answer included a demand for jury trial. The court found that, even though the action is brought as one for declaratory relief, there is a right to jury trial because, absent the availability of declaratory relief, the issue would have been determined in an action for breach of contract. A copy of the memorandum opinion and order dated April 13, 2015 is available at http://is.gd/N7V3x8from Leagle.com Flex Financial Holding Company, based in Merriam, Kansas, filed for Chapter 11 bankruptcy (Bankr. D. Kan. Case No. 13-21483) on June 10, 2013. Judge Dale L. Somers presides over the case. Jonathan A. Margolies, Esq., at McDowell Rice Smith & Buchanan, serves as the Debtor's counsel. Flex estimated $1 million to $10 million in both assets and liabilities. A list of the Company's 20 largest unsecured creditors, filed together with the petition, is available for free at http://bankrupt.com/misc/ksb13-21483.pdf The petition was signed by Wade C. Ferguson, CEO. FOURTH QUARTER: Can Access $500K DIP Financing ---------------------------------------------- U.S. Bankruptcy Judge W. Homer Drake has authorized Fourth Quarter Properties 86, LLC, access to a DIP Revolving Loan amounting to $500,000 through Feb. 1, 2016, or the effective date of the Plan, or the date of the sale of substantially all of the Debtor's assets. About Fourth Quarter Fourth Quarter Properties 86, LLC, sought Chapter 11 protection (Bankr. N.D. Ga. Case No. 15-10135) in Newnan, Georgia, on Jan. 22, 2015. According to the docket, the Debtor's Chapter 11 plan and disclosure statement are due May 22, 2015. Little Suwanee Holdings, LLC, owns 95 percent of the membership interests in the Debtor while J. Bruce Williams, Jr., holds the remaining 5 percent. The Debtor is represented by Ward Stone, Jr., Esq., at Stone & Baxter LLP, in Macon, Georgia. The Debtor disclosed $49,124,608 in assets and $75,377,946 in liabilities in its schedules. FREDERICK'S OF HOLLYWOOD: Can Hire KCC as Claims & Noticing Agent ----------------------------------------------------------------- Frederick's of Hollywood, Inc., et al., sought and obtained authority from the U.S. Bankruptcy Court for the District of Delaware to employ Kurtzman Carson Consultants LLC as claims and noticing agent. For consulting services performed, KCC will be paid the following hourly rates: Executive Vice President Waived Director/Senior Managing Consultant $170 Consultant/Senior Consultant $65-$160 Project Specialist $45-$95 Technology/Programming Consultant $35-$70 Clerical $25-$45 About Frederick's Frederick's of Hollywood Group Inc., sells women's apparel and related products under its proprietary Frederick's of Hollywood brand. Frederick's had more than 200 brick-and-mortar stores at its peak. At present it sells its products at its online shop at http://www.fredericks.com/ On April 19, 2015, Frederick's of Hollywood and five affiliates each filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code. The cases are pending approval to be jointly administered under Case No. 15-10836 before the Honorable Kevin Gross (Bankr. D. Del.). The Company disclosed $36.5 million in assets and $106 million in debt as of the bankruptcy filing. The material debt obligations principally consist of $33 million in loans under a secured credit agreement, $16.2 million in unsecured promissory notes, and $56.7 million in trade debt and liabilities to landlords. The Debtors tapped Milbank, Tweed, Hadley & McCloy LLP, as bankruptcy counsel; Richards, Layton & Finger, P.A., as local counsel; Consensus Advisory Services LLC as investment banker and financial advisor; and Kurtzman Carson Consultants LLC, as claims and noticing agent. FREDERICK'S OF HOLLYWOOD: Has Interim OK to Tap $5.2MM in DIP Loans ------------------------------------------------------------------- Judge Kevin Gross of the U.S. Bankruptcy Court for the District of Delaware gave Frederick's of Hollywood, Inc., et al., interim authority to borrow debtor-in-possession loans in an amount not to exceed $5,200,000. As previously reported by The Troubled Company Reporter, Salus CLO 2012-1, Ltd, as lender, and Salus Capital Partners, LLC, as administrative agent and collateral agent, have agreed to provide the Debtors are revolving credit facility in the maximum committed amount of $11 million, $5.2 million of which will be available on an interim basis. The DIP Facility will mature 6 months from the execution of the DIP Credit Agreement. The DIP Facility will bear interest at the LIBOR Rate plus 15.5%. The DIP Agent will charge an unused line of credit fee, and collateral monitoring fees. The DIP Credit Agreement contains usual and customary events of default. The Debtors are also given interim authority to use cash collateral securing their prepetition indebtedness. Pursuant to the terms of the DIP Credit Agreement, the Debtors are obligated to pay to the DIP Agent and the DIP Lender fees in undisclosed amounts. The final hearing on the motion will be on May 18, 2015, at 1:00 p.m.. Objections must be filed with the Court no later than May 11. About Frederick's Frederick's of Hollywood Group Inc., sells women's apparel and related products under its proprietary Frederick's of Hollywood brand. Frederick's had more than 200 brick-and-mortar stores at its peak. At present it sells its products at its online shop at http://www.fredericks.com/ On April 19, 2015, Frederick's of Hollywood and five affiliates each filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code. The cases are pending approval to be jointly administered under Case No. 15-10836 before the Honorable Kevin Gross (Bankr. D. Del.). The Company disclosed $36.5 million in assets and $106 million in debt as of the bankruptcy filing. The material debt obligations principally consist of $33 million in loans under a secured credit agreement, $16.2 million in unsecured promissory notes, and $56.7 million in trade debt and liabilities to landlords. The Debtors tapped Milbank, Tweed, Hadley & McCloy LLP, as bankruptcy counsel; Richards, Layton & Finger, P.A., as local counsel; Consensus Advisory Services LLC as investment banker and financial advisor; and Kurtzman Carson Consultants LLC, as claims and noticing agent. FRESH PRODUCE: Employs Alliance Management as Financial Advisor --------------------------------------------------------------- Fresh Produce Holdings, LLC, seeks authority from the U.S. Bankruptcy Court for the District of Colorado to employ BGA Management, LLC, d/b/a Alliance Management, as financial advisor. The services Alliance will provide include the following: (a) Assess and evaluate the Debtor's financial and operational condition, including preparing a 13-week cash flow for review by the Debtor's senior lender; (b) Advise the Debtor regarding business planning issues and the financial management of the Debtor's business; (c) Assist in communication and negotiation with the Debtor's creditors, landlords, and others having a relationship with the Debtor's business; (d) If requested by the Debtor, prepare a new business plan for all or a portion of the existing business; (e) Review financial, sales, operations and industry data; (f) Provide support to the Debtor's legal counsel on various legal matters; (g) In connection with the instant bankruptcy petitions, provide financial analysis, business planning and advisory assistance to management and, where requested and approved by management, other stakeholders, such as the Debtor's creditors and lender; and (h) Attempt to assist the Debtor in its efforts to successfully implement a strategic plan, including but not limited to the possible reorganization, turnaround, sale, refinancing or liquidation of the Debtor's business. Alliance will bill its time for services rendered at these hourly rates: Michael Knight $495 Alex G. Smith $390 David Burke $380 Brock Kline $295 In addition to Alliance's fees, Alliance will be reimbursed for all reasonable business and travel expenses. The Debtor engaged Alliance to perform services as financial advisors in February 2015. The Debtor paid Alliance an initial prepetition retainer of $20,000, which it applied to its fees and expenses in the ordinary course of business. The total amount resulting from the Debtor's replenishment payments and Alliance’s application of the same is $273,647. Alliance is holding $116,352 as a postpetition retainer until allowance of its final fee application, at which time it will remit any unapplied portion of the postpetition retainer to the Debtor. Alex G. Smith, management consultant of Alliance, assures the Court that his firm (a) has no connection with the Debtor, its creditors, or other parties-in-interest in the Debtor's cases; (b) does not hold any interest adverse to the Debtor's estates; and (c) is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. About Fresh Produce Fresh Produce Holdings, LLC, commenced a Chapter 11 bankruptcy case (Bankr. D. Col. Case No. 15-13485) in Denver, Colorado, on April 4, 2015, without stating a reason. Boulder, Colorado-based Fresh Produce -- http://www.freshproduceclothes.com/-- designs, develops and markets women's apparel and accessories. The company says its collections of tops, pants, skirts and dresses feature a signature garment dye process with more than 80 percent produced right here in the USA. It says products are available in 26 company-owned boutiques located across the United States, as well as 400 independent retail locations. The Debtor estimated $10 million to $50 million in assets and debt in its Chapter 11 petition. The Debtor is represented by Michael J. Pankow, Esq., at Brownstein Hyatt Farber Schreck, in Denver. The case is assigned to Judge Sidney B. Brooks. The Debtor's subsidiary earlier commenced bankruptcy cases on April 2, 2015: FP Brogan-Sanibel Island, LLC (Case No. 15-13420), Fresh Produce Coconut Point, LLC (Case No. 15-13421), Fresh Produce of St. Armands, LLC (Case No. 15-13417), Fresh Produce Retail, LLC (15-13415), and Fresh Produce Sportswear, LLC (15-13416). FRESH PRODUCE: Seeks to Assume Riderflex Management Agreement ------------------------------------------------------------- Fresh Produce Holdings, LLC, seeks authority from the U.S. Bankruptcy Court for the District of Colorado to assume a prepetition consulting management agreement with Riderflex Consulting, LLC. Under the Rideflex Agreement, two former officers of the Debtor and its affiliate serve as interim management. Specifically Jo Stone serves as the Debtor's interim president and chief financial officer, and Steve Urban serves as the Debtor's consultant. Riderflex will be compensated for its services on an hourly basis and will be reimbursed for its out-of-pocket costs and reasonable expenses, including travel expenses, and associated fees. It is anticipated that Ms. Stone will work on the matter on a full-time basis at the hourly rate of $150 and that Mr. Urban will work on the matter on a part-time basis also at the hourly rate of $150. Michael J. Pankow, Esq., at Brownstein Hyatt Farber Schreck, LLP, in Denver, Colorado, tells the Court that it is critical that Ms. Stone and Mr. Urban continue to act in their capacities during the first days of these bankruptcy cases and manage the Debtor's business operations in a manner that will maximize return to creditors and minimize any disruption. In order to do so, the Debtor must have approval to assume its prepetition Riderflex Agreement, Mr. Pankow asserts. About Fresh Produce Fresh Produce Holdings, LLC, commenced a Chapter 11 bankruptcy case (Bankr. D. Col. Case No. 15-13485) in Denver, Colorado, on April 4, 2015, without stating a reason. Boulder, Colorado-based Fresh Produce -- http://www.freshproduceclothes.com/-- designs, develops and markets women's apparel and accessories. The company says its collections of tops, pants, skirts and dresses feature a signature garment dye process with more than 80 percent produced right here in the USA. It says products are available in 26 company-owned boutiques located across the United States, as well as 400 independent retail locations. The Debtor estimated $10 million to $50 million in assets and debt in its Chapter 11 petition. The Debtor is represented by Michael J. Pankow, Esq., at Brownstein Hyatt Farber Schreck, in Denver. The case is assigned to Judge Sidney B. Brooks. The Debtor's subsidiary earlier commenced bankruptcy cases on April 2, 2015: FP Brogan-Sanibel Island, LLC (Case No. 15-13420), Fresh Produce Coconut Point, LLC (Case No. 15-13421), Fresh Produce of St. Armands, LLC (Case No. 15-13417), Fresh Produce Retail, LLC (15-13415), and Fresh Produce Sportswear, LLC (15-13416). FRESH PRODUCE: Seeks to Employ BHFS as Bankruptcy Counsel --------------------------------------------------------- Fresh Produce Holdings, LLC, seeks authority from the U.S. Bankruptcy Court for the District of Colorado to employ Brownstein Hyatt Farber Schreck, LLP, as counsel. BHFS will provide these legal services: (a) Assist in the production of the Debtor's schedules and statement of financial affairs and other pleadings necessary to file its Chapter 11 cases; (b) Assist in the preparation of motions and documents related to the sale of assets under Section 363 of the Bankruptcy Code, if necessary; (c) Assist in the preparation of the Debtor's plan of reorganization and disclosure statement, if necessary; (d) Prepare on behalf of the Debtor all necessary applications, complaints, answers, motions, orders, reports, and other legal papers; (e) Represent the Debtor in adversary proceedings and contested matters related to the Debtor's bankruptcy case; (f) Provide legal advice with respect to the Debtor's rights, powers, obligations and duties as Chapter 11 debtor in the continuing operation of the Debtor's business and the administration of the estate; and (g) Provide other legal services for the Debtor as necessary and appropriate for the administration of the Debtor's estate. The BHFS attorneys who will work on the case include primarily: Hourly Rate ----------- Michael J. Pankow, Esq., Shareholder $595 Joshua Hantman, Esq., Shareholder $410 Rafael Garcia-Salgado, Esq., Associate $275 Sheila Grisham, paralegal $245 BHFS has received prepetition retainer payments from the Debtor totaling $180,000. The firm will also be reimbursed for any necessary out-of-pocket expenses. Mr. Pankow assures the Court that BHFS is a "disinterested person," as defined under Section 101(14) of the Bankruptcy Code and does not hold or represent any interest adverse to the Debtor's estate or any other party-in-interest. The firm may be reached at: BROWNSTEIN HYATT FARBER SCHRECK, LLP Michael J. Pankow, Esq. Joshua Hantman, Esq. Rafael Garcia-Salgado, Esq. 410 Seventeenth Street Suite 2200 Denver, CO 80202-4432 Tel: (303) 223-1100 Fax: (303) 223-1111 E-mail: mpankow@bhfs.com jhantman@bhfs.com rgarcia@bhfs.com About Fresh Produce Fresh Produce Holdings, LLC, commenced a Chapter 11 bankruptcy case (Bankr. D. Col. Case No. 15-13485) in Denver, Colorado, on April 4, 2015, without stating a reason. Boulder, Colorado-based Fresh Produce -- http://www.freshproduceclothes.com/-- designs, develops and markets women's apparel and accessories. The company says its collections of tops, pants, skirts and dresses feature a signature garment dye process with more than 80 percent produced right here in the USA. It says products are available in 26 company-owned boutiques located across the United States, as well as 400 independent retail locations. The Debtor estimated $10 million to $50 million in assets and debt in its Chapter 11 petition. The Debtor is represented by Michael J. Pankow, Esq., at Brownstein Hyatt Farber Schreck, in Denver. The case is assigned to Judge Sidney B. Brooks. The Debtor's subsidiary earlier commenced bankruptcy cases on April 2, 2015: FP Brogan-Sanibel Island, LLC (Case No. 15-13420), Fresh Produce Coconut Point, LLC (Case No. 15-13421), Fresh Produce of St. Armands, LLC (Case No. 15-13417), Fresh Produce Retail, LLC (15-13415), and Fresh Produce Sportswear, LLC (15-13416). GREAT LAKES QUICK: Committee's Suit v. TD Investments Dismissed --------------------------------------------------------------- Bankruptcy Judge Susan V. Kelley, in her April 13, 2015 Memorandum Decision, in the case docketed as Official Committee of Unsecured Creditors of Great Lakes Quick Lube, L.P., Plaintiff, v. T.D. Investments I, LLP, Defendant, CASE NO. 12-24163-SVK, ADV. NO. 13-2709, denied the relief sought by Plaintiff and dismissed the adversary proceeding. The Committee sued T.D. Investments in an attempt to avoid a lease termination transaction as a preference or fraudulent transfer. In the lease termination agreement, the Debtor agreed to relinquish its leasehold interests in five oil change stores. The adversary proceeding concerns the terminated subleases for two stores: the store located at 3108 S. 108th Street, West Allis, Wisconsin -- Store 22 Sublease -- and the store located at 600 Woelfel Road, Brookfield, Wisconsin -- Store 25 Sublease. The Complaint contends that the value of the Store 22 and Store 25 subleases to the Debtor's estate was at least $825,000, and seeks at least that amount, plus interest, costs and attorneys' fees from T.D. Judge Kelley, in her Memorandum Decision, a copy of which is available at http://is.gd/O4fFiafrom Leagle.com, held that "even assuming that the lease termination agreement is a transfer, it is not an avoidable transfer. The termination agreement is valid under Wisconsin law, and the subleases were terminated under applicable nonbankruptcy law prior to the petition. Accordingly, under Bankruptcy Code Section 365(c)(3), the subleases could not be assumed by the Debtor in the Chapter 11 case. Although the parties dispute whether the subleases were in default, the termination agreement was a non-collusive agreement that reflected appropriate business judgment on the Debtor's part, and the agreement was not engineered to produce a windfall or financial gain to either party at the expense of the Debtor's creditors. The termination of the subleases was brought to the Committee's attention as part of the Debtor's lease rejection motion, and the Committee did not object. This provides further support for the Court's conclusion that the termination agreement should not be avoided as a fraudulent transfer or a preference." A separate order denying the relief requested in the Complaint and dismissing the adversary proceeding will be entered by the Court. About Great Lakes Quick Lube Great Lakes Quick Lube LP, the operator of 64 Valvoline oil-change stores, filed a Chapter 11 petition (Bankr. E.D. Wisc. Case No. 12-24163) on April 2, 2012, in Milwaukee after closing 43 sites. The Debtor estimated assets of $1 million to $10 million and debts of $10 million to $50 million as of the Chapter 11 filing. On January 30, 2013, the Court confirmed the Debtor's Third Amended Plan of Reorganization. GROVE ESTATES: To Present Plan for Confirmation June 3 ------------------------------------------------------ The U.S. Bankruptcy Court for the Middle District of Pennsylvania is set to convene a hearing on June 3, 2015, at 11:00 a.m. to consider confirmation of Grove Estates, LP's Amended Plan of Reorganization. The Court set May 21, 2015 as the last date for filing acceptances/rejection to the Amended Plan, and May 28, 2015 as the deadline for filing objections to confirmation for the Plan. The Debtor filed the original iteration of its plan on Oct. 31, 2014. The Debtor amended the plan to incorporate a settlement reached with Susquehanna Bank, one of the two secured creditors in the Chapter 11 case. The Plan, as amended, proposes to treat claims and interests as follows: * Class 1 Priority Claims. The class is unimpaired and holders of these claims will be paid in full, in cash on the effective date of the Plan. * Class 2 Secured Claims. Susquehanna Bank has entered into a settlement agreement which resolves all issues pertaining to debts associated with all parcels associated with the 91+ acre Grove Estates Tract in York Township, York County, Pennsylvania. M&T Bank, which is impaired, will be paid by sale of their collateral consisting of 10 residential building lots, of which the Court has approved and the Debtor has sold two lots. * Class 3 General Unsecured Claims. There are no unsecured creditors holding claims. If any unsecured creditors make a claim, the Debtor has valued any future claims at 100 cents on the dollar, if filed before the claims bar date. The class is unimpaired. * Class 4 Equity Security Holders. The equity holders are unimpaired and will receive distributions in accordance with normal policies of the partnership. A copy of the Debtor's Amended Plan of Reorganization dated April 15, 2015, is available for free at: http://bankrupt.com/misc/Grove_Estates_Am_Plan.pdf A black-lined copy of the Amended Plan is available at: http://bankrupt.com/misc/Grove_Estates_Am_Plan_BL.pdf About Grove Estates Grove Estates, LP, an operator of land development business in York, Pennsylvania, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Pa. Case No. 14-04368) on Sept. 23, 2014. The case is assigned to Judge Robert N Opel II. The Debtor's counsel is Robert L Knupp, Esq., at Smigel, Anderson & Sacks, LLP, in Harrisburg, Pennsylvania. The Debtor's accountant is Francis C. Musso, CPA, MPA, P.C. HERITAGE REALTY: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: Heritage Realty Associates Corp. 132 Hopkins Avenue Staten Island, NY 10306 Case No.: 15-41859 Chapter 11 Petition Date: April 24, 2015 Court: United States Bankruptcy Court Eastern District of New York (Brooklyn) Judge: Hon. Carla E. Craig Debtor's Counsel: Nicole L. Perskie, Esq. THE LAW OFFICES OF WEBER AND PERSKIE 60 Dutch Hill Road, Suite 11B Orangeburg, NY 10962 Tel: 845-535-7091 Fax: 845-459-8114 Email: nperskie@gmail.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Anthony Donadio, president. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. HIGH RIDGE MANAGEMENT: Court Issues Joint Administration Order -------------------------------------------------------------- Judge John K. Olson of the U.S. Bankruptcy Court for the Southern District of Florida, Fort Lauderdale Division, issued an order directing joint administration of the Chapter 11 cases of High Ridge Management Corp., Hollywood Hills Rehabilitation Center, LLC, and Hollywood Pavilion, LLC, under lead case no. 15-16388-JKO. About High Ridge High Ridge Management Corp., Hollywood Pavilion and Hollywood Hills Rehabilitation Center LLC, sought Chapter 11 protection (Banrk. S.D. Fla. Lead Case No. 15-16388) in Fort Lauderdale, Florida, on April 8, 2015. Judge John K Olson presides over the jointly administered cases. High Ridge estimated $10 million to $50 million in assets and debt. High Ridge owns real property located at 1200 North 35th Avenue and 1201 North 37th Avenue, Hollywood, Florida, and is the landlord of Pavilion and Hollywood Hills. Before executing a management agreement with Larkin Community Hospital, Pavilion was operating a 50-bed Florida-licensed mental health hospital on the real property. Before the appointment of a receiver, Hollywood Hills operated a 152-bed Florida-licensed nursing home on the real property. High Ridge is the 100 percent owner of the membership interests in Hollywood Hills and Pavilion. Prior to Jan. 14, 2014, when a receiver was appointed, High Ridge managed the operations for Pavilion and Hollywood Hills. Timothy R Bow, Esq., and Grace E. Robson, Esq., at Markowitz Ringel Trusty + Hartog, P.A., in Fort Lauderdale, Florida, serve as the Debtors' counsel. HIGH RIDGE MANAGEMENT: Files Ch. 11 Liquidation Plan ---------------------------------------------------- High Ridge Management Corp., et al., seeks authority to sell substantially all of their assets to 1200 North 35th Avenue, LLC, and Hollywood Hills Operator, LLC, for $17.0 million, and filed a Chapter 11 joint plan of liquidation centered on the proposed sale. The Debtors' cash on hand, sale proceeds, the excluded assets, and proceeds from causes of action will be used to fund the distributions to holders of allowed claims and interests. Under the Plan, all classes of claims are unimpaired, are deemed to accept the Plan, and thus are not entitled to vote. On the Effective Date, Hollywood Hills Rehabilitation Center, LLC, and Hollywood Pavilion, LLC's Chapter 11 Cases will be closed for all purposes, without further action by the Debtors or order of the Bankruptcy Court. The jointly administered case of High Ridge Management Corp., identified as Case No. 15-16388-JKO, will remain open. To maximize the value of the Debtors' assets, the Debtors propose to conduct an auction on May 26, 2015, at 10:00 a.m., at the offices of Markowitz Ringel Trusty & Hartog, P.A., in Fort Lauderdale, Florida, if more than one bid, other than the stalking horse bid, is received by the May 22 bid deadline. The Debtors ask the Court to convene a hearing on May 28 to consider approval of the sale. If another bidder, other than the stalking horse bidder, is selected as the best and highest bidder during the auction, the stalking horse bidder will be entitled to a $595,000 break-up fee and a $74,000 reimbursement expense. A full-text copy of the Plan dated April 13, 2015, is available at http://bankrupt.com/misc/HIGHRIDGEplan0413.pdf About High Ridge High Ridge Management Corp., Hollywood Pavilion and Hollywood Hills Rehabilitation Center LLC, sought Chapter 11 protection (Banrk. S.D. Fla. Lead Case No. 15-16388) in Fort Lauderdale, Florida, on April 8, 2015. Judge John K Olson presides over the jointly administered cases. High Ridge estimated $10 million to $50 million in assets and debt. High Ridge owns real property located at 1200 North 35th Avenue and 1201 North 37th Avenue, Hollywood, Florida, and is the landlord of Pavilion and Hollywood Hills. Before executing a management agreement with Larkin Community Hospital, Pavilion was operating a 50-bed Florida-licensed mental health hospital on the real property. Before the appointment of a receiver, Hollywood Hills operated a 152-bed Florida-licensed nursing home on the real property. High Ridge is the 100 percent owner of the membership interests in Hollywood Hills and Pavilion. Prior to Jan. 14, 2014, when a receiver was appointed, High Ridge managed the operations for Pavilion and Hollywood Hills. Timothy R Bow, Esq., and Grace E. Robson, Esq., at Markowitz Ringel Trusty + Hartog, P.A., in Fort Lauderdale, Florida, serve as the Debtors' counsel. HIGH RIDGE: Debtor Wants to Sell, Demands Accounting From Receiver ------------------------------------------------------------------ High Ridge Management Corp., et al., ask the U.S. Bankruptcy Court for the Southern District of Florida, Fort Lauderdale Division, to direct the turnover of the estate, or, in the alternative, direct the receiver to provide an accounting and information needed to facilitate the sale of the Debtors' assets. In April 2014, a state court has appointed Jon H. Steinmeyer as replacement receiver for the Debtors' assets. In order to successfully proceed through Chapter 11, the Debtors need to comply with administrative and procedural rules, as well as consummate the transactions subject of the Sale Motion and Plan, Grace E. Robson, Esq., at Markowitz Ringel Trusty & Hartog, P.A., in Fort Lauderdale, Florida, tells the Court. Ms. Robson asserts that an accounting from the Receiver is necessary so that the Debtors may adequately prepare schedules, statements, as well as comply with their reporting requirements under the Bankruptcy Code, the Federal Rules of Bankruptcy Procedure, the Local Rules, and the UST Guidelines. About High Ridge High Ridge Management Corp., Hollywood Pavilion and Hollywood Hills Rehabilitation Center LLC, sought Chapter 11 protection (Banrk. S.D. Fla. Lead Case No. 15-16388) in Fort Lauderdale, Florida, on April 8, 2015. Judge John K Olson presides over the jointly administered cases. High Ridge estimated $10 million to $50 million in assets and debt. High Ridge owns real property located at 1200 North 35th Avenue and 1201 North 37th Avenue, Hollywood, Florida, and is the landlord of Pavilion and Hollywood Hills. Before executing a management agreement with Larkin Community Hospital, Pavilion was operating a 50-bed Florida-licensed mental health hospital on the real property. Before the appointment of a receiver, Hollywood Hills operated a 152-bed Florida-licensed nursing home on the real property. High Ridge is the 100 percent owner of the membership interests in Hollywood Hills and Pavilion. Prior to Jan. 14, 2014, when a receiver was appointed, High Ridge managed the operations for Pavilion and Hollywood Hills. Timothy R Bow, Esq., and Grace E. Robson, Esq., at Markowitz Ringel Trusty + Hartog, P.A., in Fort Lauderdale, Florida, serve as the Debtors' counsel. IBCS MINING: Bankruptcy Court Authorizes Sale of Equipment ---------------------------------------------------------- The Bankruptcy Court authorized IBCS Mining, Inc., et al., to (1) employ Ritchie Bros. Auctioneers (America) Inc. as auctioneer; and (2) sell equipment, particularly described as: -- Manufacturer: Gorman-Rupp Model: 16C2F4L Description: 6" Portable Water Machine Type: Pump S/N: 1425103 -- Manufacturer: Caterpillar Model: XQ75 Description: 75 KW Skid Mounted Machine Type: Generator Sets - Industrial S/N: PAPF01424 -- Year: 2004 Manufacturer: Magnum Model: MLT3060 Description: Portable 4000W Machine Type: Light Tower S/N: 46409 -- Year: 2010 Manufacturer: Terex Model: RL4000 Description: Portable 4000W Machine Type: Light Tower S/N: RL4103416 -- Year: 2010 Manufacturer: Terex Model: RL4000 Description: Portable 4000W Machine Type: Light Tower S/N: RL4103008 The Debtors, in their motion, stated that they required assistance of an auctioneer to market, sell, and attain the highest and best offer for the equipment. The Debtors will compensate Ritchie through payment of an auction commission based on the gross sale price of the equipment as: (a) for any lot realizing more than $2,500, Ritchie will receive a 12% commission; (b) for any lot realizing between $100 and $2,500, Ritchie will receive a 25% commission; and (c) a $65 document administration fee for each item of equipment requiring title or registration documents. Ritchie will also receive an expense reimbursement for all costs incurred, including but not limited to the moving and storage of the equipment, not to exceed $1,000. To the best of the Debtors' knowledge, Ritchie is a "disinterested person" as that term is defined in Section 327(a) of the Bankruptcy Code. About IBCS Mining IBCS Mining, Inc., and IBCS Mining, Inc., Kentucky Division, filed Chapter 11 bankruptcy petitions (Bankr. W.D. Va. Case Nos. 14-61215 and 14-61216) on June 27, 2014. The Court on July 8, 2014, authorized the joint administration of the cases. The cases are assigned to Judge Kevin R. Huennekens. IBCS Mining estimated assets and debts of at least $10 million. IBCS Mining Inc. disclosed $6.91 million in assets and $7.28 million in liabilities. Hirschler Fleischer, P.C., serves as the Debtors' counsel. The U.S. Trustee for Region 4 appointed two creditors to serves in an official committee of unsecured creditors. IBCS MINING: Three Interim Cash Orders Already Entered ------------------------------------------------------ The Bankruptcy Court has already entered three interim orders authorizing IBCS Mining, Inc., Kentucky Division to use the cash collateral of Branch Banking and Trust Company. The terms of the First Interim Order, as modified by the Second Interim Order and the Third Interim Order, are extended until April 27, 2015. A fourth interim hearing was scheduled for April 27, at 10:00 a.m. As reported in the Troubled Company Reporter on Feb. 2, 2015, the terms of the cash collateral use included: Terms Summary ----- ------- Use of cash The Debtors are authorized to use cash collateral collateral on an interim basis pending a final determination by the Court upon the terms and conditions set forth in the Interim Order and in accordance with the budget from the Petition Date through and including the earlier of: a) the date of the final hearing on the Debtors' use of the cash collateral; or b) termination of the Interim Order following issuance of a Termination Notice. Adequate BB&T is entitled to adequate protection of its Protection interest in the Cash Collateral. The following adequate protection will be provided: a) As security for and solely to the extent of any diminution in the value of the Pre- Petition Date Collateral from and after the Petition Date, calculated in accordance with section 506(a) of the Bankruptcy Code, BB&T will have senior priority replacement liens upon assets and property of the Debtors on which BB&T had liens prior to the Petition Date. b) The replacement liens are and will be valid, perfected, enforceable, and effective as of the Petition Date without any further action of the Debtors or BB&T and without the necessity of the execution, filing, or recording of any financing statements, security agreements, mortgages, or other documents, or of obtaining control agreements over bank accounts. c) BB&T will receive adequate protection payments as provided in the budget. d) Furthermore, the Debtors will continue to operate their business, and in doing so, will preserve the value of the Debtors' estates. The Debtors said they require cash on hand and cash flow from their operations to fund working capital and liquidity needs. In addition, the Debtors require cash on hand to fund these Chapter 11 cases while seeking to reorganize their businesses. Post Petition Date use of the cash collateral is necessary in order for the Debtors to preserve sufficient liquidity to maintain ongoing day-to-day operations and fund their working capital needs. According the Debtors, if they are unable to use cash collateral, they will be forced to cease operations. This will not only cause harm to them, but will also cause harm to all creditors and parties-in-interest. The Debtors noted they intend to use the revenues from the sale of certain of the Prepetition Date collateral to fund a plan or plans of reorganization. The Debtors assured the Court that the adequate protection is sufficient to protect any diminution in value of BB&T's interests and is fair and reasonable. BB&T will be adequately protected and, as a result, will not be prejudiced in any way by the use of cash collateral, the Debtor added. About IBCS Mining IBCS Mining, Inc., and IBCS Mining, Inc., Kentucky Division, filed Chapter 11 bankruptcy petitions (Bankr. W.D. Va. Case Nos. 14-61215 and 14-61216) on June 27, 2014. The Court on July 8, 2014, authorized the joint administration of the cases. The cases are assigned to Judge Kevin R. Huennekens. IBCS Mining estimated assets and debts of at least $10 million. IBCS Mining Inc. disclosed $6.91 million in assets and $7.28 million in liabilities. Hirschler Fleischer, P.C., serves as the Debtors' counsel. The U.S. Trustee for Region 4 appointed two creditors to serves in an official committee of unsecured creditors. INT'L MANUFACTURING: Court to Grant Community 1st Stay Relief ------------------------------------------------------------- The Bankruptcy Court issued tentative rulings on the motion of Community 1st Bank for relief from automatic stay on the real property commonly described as 1370 Furneaux Road, Olivehurst, California. Community 1st is seeking stay relief, asserting that there is no equity in the property and that the property is not necessary for an effective reorganization. The Chapter 11 trustee filed opposition asserting, (1) that relief from stay is premature at this time based on the background of the case; and (2) that the estate may have a claim against Community 1st. The Court found that the Trustee has not met the burden to demonstrate that the property is necessary for an effective reorganization. The Court indicated that, assuming the Court adopts the tentatives and grants relief from stay, the Court will also grant the motion and excuse the state court receiver from turning over the property. A receiver is in possession of, and administering, the real property. About International Manufacturing Deepal Wannakuwatte, the mastermind of a $150 million Ponzi scheme, put himself and his company, International Manufacturing Group Inc., into Chapter 11 after he pleaded guilty to one count of wire fraud and agreed to a 20-year prison sentence. The bankruptcy filing was part of his plea bargain with federal prosecutors. Mr. Wannakuwatte is the former owner of the Sacramento Capitols tennis team. Mr. Wannakuwatte initiated his personal Chapter 11 case on May 30, 2014. Hank Spacone was appointed as trustee for Wannakuwatte's Chapter 11 estate. Betsy Kathryn Wannakuwatte and Sarah Kathryn Wannakuwatte also have pending Chapter 7 cases. Mr. Wannakuwatte also submitted a Chapter 11 bankruptcy petition for IMG on May 30, 2014 (Bankr. E.D. Cal. Case No. 14-25820) in Sacramento. The case is assigned to Judge Robert S. Bardwil. The Debtor tapped Marc A. Caraska, in Sacramento, as counsel. In June 2014, Beverly N. McFarland was appointed as Chapter 11 trustee for IMG. She tapped Felderstein Fitzgerald Willoughby & Pascuzzi LLP as her bankruptcy counsel; Diamond McCarthy LLP as her special litigation counsel; Gabrielson & Company as accountant; and Karen Rushing as bookkeeper outside the ordinary course of business. The U.S. Trustee for Region 7 appointed a three-member unsecured creditors panel in IMG's case comprising of Byron Younger, Janine Jones, and Steve Whitesides. INT'L MANUFACTURING: Entities in Ponzi Scheme Consolidated ---------------------------------------------------------- Beverly L. McFarland, Chapter 11 trustee for International Manufacturing Group Inc., sought and obtained in February 2015 an order providing that the IMG Chapter 11 estate will be substantively consolidated nunc pro tunc to May 30, 2014, with these non-debtor entities: * Achomawi Glove Manufacturing, LLC, * Achomawi Packaging Company, LLC, * Capital Sports Management, L.L.C., * Clover Ranch, LLC, * D&A International, LLC, * Denniston DB, LLC, * Hemodex Solutions, LLC, * IDS Sacramento, LLC, * Left and Right, LLC, * Olivehurst Glove Manufacturers, LLC, * Olivehurst Limited Partnership, * Relyaid Global Healthcare, LLC, * Relyaid Global Healthcare Manufacturing, LLC, * Relyaid Global Healthcare Packaging, LLC, * SKW Trading & Marketing, LLC, * W.I.M.G. JV, LLC, * Wannas Enterprises, LLC, * Zhou Lanka Medical Enterprises, LLC, * D&A International Import-Export, Inc., * D&A Latex, * Global Healthcare Finance, Inc., * Wannas Serendipity Charitable Foundation, and * Desco Dental Sacramento Capitals Tennis Team. The Court ordered that a claims bar date of June 1, 2015, is established for any secured, administrative priority and/or unsecured creditors of any of the selected entities to file a proof of claim in the Consolidated IMG Estate. Substantive consolidation of the IMG Estate with the non-debtor entities was among the terms reached by the parties pursuant to an Inter-Estate Agreement among the IMG Trustee; Hank Spacone, as trustee of the Chapter 11 estate ("DW Estate") of Deepal Sunil Wannakuwatte; the Chapter 7 trustee of Betsy Kathryn Wannakuwatte ("BW Estate"); and the Chapter 7 trustee of Sarah Kathryn Wannakuwatte ("SW Estate"). IMG was engaged in the retail sale and distribution of disposable medical supplies. The United States Attorney's Office has alleged that IMG was involved in a massive Ponzi scheme with its president, Wannakuwatte, by channeling an amount in excess of $120 million in investor funds through IMG and related-entity bank accounts. Wannakuwatte entered into a plea agreement with the U.S. Attorney's Office in which he admitted to engaging in criminal activity, agreed to the filing of a Chapter 11 case for himself and related business entities, and stipulated to the appointment of a trustee in each case. Based on their review of the claims asserted against their respective estates, the Trustees concluded that, apart from protective inter-estate claims filed by the Trustees themselves, the general unsecured claims scheduled in the IMG Case and the DW Case, as well as the general unsecured claims filed in the IMG Case, the DW Case and the BW Case, are substantially identical and consist almost entirely of claims asserted by or on behalf of victims of the Ponzi scheme. The Trustees agreed that: * The BW and SW Estates will be consolidated into the DW Estate, creating the "Consolidated DW Estate." * All DW affiliates that are selected for consolidation by the IMG Trustee will be substantively consolidated into the IMG Estate, creating the "Consolidated IMG Estate." * The gross proceeds from liquidation of the assets will be distributed 75% to the Consolidated IMG Estate and 25% to the Consolidated DW Estate. * The proofs of claim filed by the DW Trustee and the IMG Trustee against each other will be deemed withdrawn. A copy of the Feb. 6 order, which includes a copy of the Inter-Estate Agreement, is available for free at: http://bankrupt.com/misc/IntlMFG_474_331_order_Consolidation.pdf Two Entities RelyAid Global Healthcare, Inc., and DBS Air, LLC with the International Manufacturing Group Inc., were not included in the Feb. 6 order approving non-debtor entities' substantive consolidation into the IMG Estate. General Electric Capital Corporation and GE Equipment Corporate Aircraft Trust 2012-1, LLC, had filed an objection, citing that equity will not thereby be advanced, and consolidation will prejudice the rights of creditors. The Trustee, according to GE, failed to demonstrate that any victim of the underlying Ponzi scheme invested in either DBS or RGHI, and thus failed to provide necessary evidence that the extraordinary remedy of substantive consolidation must be granted. The IMG Trustee is asking the Court to overrule the objection. According to the Trustee, the finances of DBS, RGHI and IMG are so intermingled, intertwined, and entangled such that the costs to unravel the three entities would outweigh the benefit on a number of different fronts, all creditors will benefit if DBS and RGHI are substantively consolidated into the IMG Estate as requested. About International Manufacturing Deepal Wannakuwatte, the mastermind of a $150 million Ponzi scheme, put himself and his company, International Manufacturing Group Inc., into Chapter 11 after he pleaded guilty to one count of wire fraud and agreed to a 20-year prison sentence. The bankruptcy filing was part of his plea bargain with federal prosecutors. Mr. Wannakuwatte is the former owner of the Sacramento Capitols tennis team. Mr. Wannakuwatte initiated his personal Chapter 11 case on May 30, 2014. Hank Spacone was appointed as trustee for Wannakuwatte's Chapter 11 estate. Betsy Kathryn Wannakuwatte and Sarah Kathryn Wannakuwatte also have pending Chapter 7 cases. Mr. Wannakuwatte also submitted a Chapter 11 bankruptcy petition for IMG on May 30, 2014 (Bankr. E.D. Cal. Case No. 14-25820) in Sacramento. The case is assigned to Judge Robert S. Bardwil. The Debtor tapped Marc A. Caraska, in Sacramento, as counsel. In June 2014, Beverly N. McFarland was appointed as Chapter 11 trustee for IMG. She tapped Felderstein Fitzgerald Willoughby & Pascuzzi LLP as her bankruptcy counsel; Diamond McCarthy LLP as her special litigation counsel; Gabrielson & Company as accountant; and Karen Rushing as bookkeeper outside the ordinary course of business. The U.S. Trustee for Region 7 appointed a three-member unsecured creditors panel in IMG's case comprising of Byron Younger, Janine Jones, and Steve Whitesides. INT'L MANUFACTURING: June 1 Claims Deadline vs. Consolidated Estate ------------------------------------------------------------------- The trustee of International Manufacturing Group Inc., notified parties-in-interest that June 1, 2015, is established as the deadline for any secured, administrative priority and general unsecured creditors of the modified selected entities to file a proof of claim against the Consolidated IMG Estate. The notice is in relation to a Feb. 6, 2015 order substantively consolidating these entities into the bankruptcy estate of IMG, effective as of May 30, 2014: * Achomawi Glove Manufacturing, LLC, * Achomawi Packaging Company, LLC, * Capital Sports Management, L.L.C., * Clover Ranch, LLC, * D&A International, LLC, * Denniston DB, LLC, * Hemodex Solutions, LLC, * IDS Sacramento, LLC, * Left and Right, LLC, * Olivehurst Glove Manufacturers, LLC, * Olivehurst Limited Partnership, * Relyaid Global Healthcare, LLC, * Relyaid Global Healthcare Manufacturing, LLC, * Relyaid Global Healthcare Packaging, LLC, * SKW Trading & Marketing, LLC, * W.I.M.G. JV, LLC, * Wannas Enterprises, LLC, * Zhou Lanka Medical Enterprises, LLC, * D&A International Import-Export, Inc., * D&A Latex, * Global Healthcare Finance, Inc., * Wannas Serendipity Charitable Foundation, and * Desco Dental Sacramento Capitals Tennis Team. The preferred method for filing electronic proofs of claim is via ECF. Claimants represented by counsel may also file proofs of claim via the electronic proofs of claim filing system on the Bankruptcy Court's website : https://ecf.caeb.uscourts.gov/cgibin/autoFilingClaims.pl Paper proofs of claim may be filed by mail or delivery to the Court at this address: Clerk United States Bankruptcy Court 501 I Street, Suite 3-200 Sacramento, CA 95814 About International Manufacturing Deepal Wannakuwatte, the mastermind of a $150 million Ponzi scheme, put himself and his company, International Manufacturing Group Inc., into Chapter 11 after he pleaded guilty to one count of wire fraud and agreed to a 20-year prison sentence. The bankruptcy filing was part of his plea bargain with federal prosecutors. Mr. Wannakuwatte is the former owner of the Sacramento Capitols tennis team. Mr. Wannakuwatte initiated his personal Chapter 11 case on May 30, 2014. Hank Spacone was appointed as trustee for Wannakuwatte's Chapter 11 estate. Betsy Kathryn Wannakuwatte and Sarah Kathryn Wannakuwatte also have pending Chapter 7 cases. Mr. Wannakuwatte also submitted a Chapter 11 bankruptcy petition for IMG on May 30, 2014 (Bankr. E.D. Cal. Case No. 14-25820) in Sacramento. The case is assigned to Judge Robert S. Bardwil. The Debtor tapped Marc A. Caraska, in Sacramento, as counsel. In June 2014, Beverly N. McFarland was appointed as Chapter 11 trustee for IMG. She tapped Felderstein Fitzgerald Willoughby & Pascuzzi LLP as her bankruptcy counsel; Diamond McCarthy LLP as her special litigation counsel; Gabrielson & Company as accountant; and Karen Rushing as bookkeeper outside the ordinary course of business. The U.S. Trustee for Region 7 appointed a three-member unsecured creditors panel in IMG's case comprising of Byron Younger, Janine Jones, and Steve Whitesides. JACK DEMPSEY'S: Case Summary & 6 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Jack Dempsey's Inc. PO Box 524 Stratford, CT 06615 Case No.: 15-50555 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: April 24, 2015 Court: United States Bankruptcy Court District of Connecticut (Bridgeport) Judge: Hon. Alan H.W. Shiff Debtor's Counsel: Jeffrey M. Sklarz, Esq. GREEN & SKLARZ LLC 700 State Street, Suite 304 New Haven, CT 06511 Tel: 203-285-8545 Fax: 203-823-4546 Email: jsklarz@gs-lawfirm.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Julia Kish, president. A list of the Debtor's six largest unsecured creditors is available for free at http://bankrupt.com/misc/ctb15-50555.pdf JOHN A. ROCCO: Suit Against Insurers Belong to State Court ---------------------------------------------------------- Bankruptcy Judge Novalyn L. Winfield, in her April 13, 2015 Opinion, granted the motion of Hartford Insurance Company of the Midwest, joined by Utica Mutual Insurance Company and Penn National Insurance Company, for a determination that certain counts are "non-core" in the adversary proceeding docketed as STEVEN P. KARTZMAN, CHAPTER 7 TRUSTEE, Plaintiff, v. UTICA NATIONAL INSURANCE COMPANY, INSURASOURCE, INC., WESTERN SURETY COMPANY, THE HARTFORD INSURANCE COMPANY, and PENN NATIONAL INSURANCE COMPANY, Defendants, NO. 10-18799 (NLW), ADV. NO. 12-01277 (NLW). Kartzman is the Chapter 7 trustee overseeing the liquidation of the John A. Rocco Co., Inc. estate. On March 23, 2012, the Trustee sued the Insurers, seeking a declaratory judgment that the Defendants have a duty to defend and indemnify the Debtor against claims covered under pre-petition insurance policies issued to the Debtor between 2006 and 2010. The Insurers argue that the Complaint presents garden variety state law claims that fall outside of bankruptcy court "core" jurisdiction. The Defendants do not dispute that Count Four, which seeks damages for an alleged violation of the automatic stay, is a core proceeding. The Defendants have indicated that they seek a non-core determination because they intend to move to withdraw the reference and remove the action to the district court pursuant to 28 U.S.C. Sec. 157(d). The Chapter 7 Trustee argues that the Complaint is a core proceeding because it involves post-petition breach of contract claims. At a minimum, the Trustee asserts that Counts One through Three are core because the issue of whether there is coverage under the Utica Policies cannot be separated from the claim that Utica violated the automatic stay, which the parties agree is a core proceeding. Judge Winfield, in holding that Counts One through Three are "non-core," held that these Counts are the kind of claims that the bankruptcy court could not adjudicate to final judgments. "The question of coverage under the policies is entirely one of state law, and whatever rights the Debtor may have to coverage under the policies arose independent of and antecedent to the bankruptcy. Even taking into consideration the timing of the claims, the claims for coverage under the Utica Policies existed when the losses occurred and the substantive rights provided under the Bankruptcy Code have no effect on these claims." The Court likewise declared Counts Six and Seven to be "non-core", holding that "while the employee benefits coverage claims were not asserted until after the Petition, the obligation to return the contributions, and thus any right to coverage for these obligations, accrued entirely prior to the Petition. These claims are not core to the instant matter because they arose independent of and antecedent to the Petition and could have been asserted outside of bankruptcy." A copy of Judge Winfield's April 13, 2015 Opinion is available at http://is.gd/3XuiIyfrom Leagle.com. NORRIS, McLAUGHLIN & MARCUS, PA, Edward G. Sponzilli, Esq. -- egsponzilli@nmmlaw.com -- Melissa A. Peña, Esq. -- mapena@nmmlaw.com -- Danielle M. DeFilippis, Esq. -- dmdefilippis@nmmlaw.com -- Somerville, New Jersey, Special Counsel for Chapter 7 Trustee. FINAZZO COSSOLINI O'LEARY MEOLA & HAGER, LLC, Christopher S. Finazzo, Esq.-- christopher.finazzo@finazzolaw.com -- Jeremiah L. O'Leary, Esq. -- jeremiah.oleary@finazzolaw.com -- Morristown, New Jersey, Co-Counsel for Defendant Hartford Insurance Company of the Midwest. SHIPMAN & GOODWIN, LLP, Tara J. Plochocki, Esq., Washington, DC, Co-Counsel for Defendant Hartford Insurance Company of the Midwest. RIVKIN RADLER LLP, Brian R. Ade, Esq. -- brian.ade@rivkin.com -- Anita S. Cohen, Esq. -- anita.Cohen@rivkin.com -- Hackensack, New Jersey, Counsel for Defendant Utica Mutual Insurance Company. RIVKIN RADLER LLP, Celeste M. Butera, Esq., Stuart I. Gordon -- stuart.gordon@rivkin.com -- Esq., Matthew V. Spero, Esq. -- matthew.spero@rivkin.com -- Uniondale, New York, Counsel for Defendant Utica Mutual Insurance Company. RONAN, TUZZIO & GIANNONE, PC, Gregory W. Boyle, Esq., Tinton Falls, New Jersey, Counsel for Defendant Penn National. John A. Rocco Co., Inc., filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code on March 25, 2010 (Bankr. D.N.J. Case No. 10-18799). The Court approved the appointment of Steven P. Kartzman as the Chapter 11 Trustee on May 18, 2010. On February 7, 2012, the Debtor's Chapter 11 case was converted to Chapter 7 and Mr. Kartzman was appointed as the Chapter 7 Trustee. KARMALOOP INC: Lenders to Open Auction with $13M Credit Bid ----------------------------------------------------------- Karmaloop, Inc., asked the Bankruptcy Court for approval to launch sale process where lenders would buy the assets as a going concern for a credit bid of $13 million, absent higher and better offers. Although the Debtors have conducted an organized sales process for months prior to the Petition Date, the Debtors were unable to find a buyer for their businesses. In the weeks leading up to the Petition Date, it became evident that, if the Karmaloop brand and name were to survive through a Chapter 11 process, the Debtors would need to sell their assets. As the Debtors had no viable purchasers, the Debtors and the prepetition senior lenders commenced arms-length discussions regarding the purchase of the Debtors' business by the prepetition lenders, in which as a fallback, the prepetition senior lenders would serve as a stalking-horse bidder. These negotiations resulted in a proposed asset purchase agreement by and among the Debtors and Comvest Capital II, L.P as Agent for the Senior Lenders, which provides that the Buyer will credit bid $13 million (in addition to providing other consideration). The Debtors are committed to carrying out a robust and responsible bid solicitation process. The Debtors' sale process has two distinguishing features; first, in sharp contrast to other retail bankruptcies filed in this district, the Debtors are not proceeding with a going out of business sale, but rather are proceeding with a going concern sale; and second, the Debtors' sale process provides for a considerable marketing period until an auction is held 57 days from the Petition Date. This will result in a sufficient time to have a vibrant marketing period for the Sale along with providing the Creditors' Committee or any other party in interest sufficient time to address any concerns, if any, they may have with the relief sought by this Motion. Moreover, the bidding procedures have been designed to maximize the value for which the Debtors' business can be sold through an auction process. In these bidding procedures, the Buyer has agreed not to seek certain common stalking horse protections such as a break-up fee or expense reimbursement. Further, the Bidding Procedures provide that if another third party purchaser wishes to come forward and serve as the stalking horse, then such third party purchaser may become the stalking horse bidder and propose a break-up fee, expense reimbursement, and similar protections, subject to the terms of the Bidding Procedures. Finally, the Senior Lenders have supported the efforts of the Debtors to retain an investment banker to continue marketing the sale of the Debtors' assets during the sales process. The proposed bidding procedures set a bid deadline of May 13, 2015 at 5:00 p.m. An auction will be conducted on May 19,2015 at 10:00 a.m., which will be held at the offices of Womble Carlyle Sandridge & Rice LLP in Wilmington, Del. The sale hearing is tentatively set on May 20, 2015. About Karmaloop Inc. Karmaloop, Inc., founded in 1999 by Gregory Selkoe, is a cross-platform digital commerce and media property company that specializes in the sale of global streetwear fashion and culture. Karmaloop specializes in the sale of over 400 brands of apparel, shoes and accessories via an e-commerce business model, primarily using the Web site http://wwww.karmaloop.com/ On March 23, 2015, Karmaloop, Inc. and KarmaloopTV, Inc. filed voluntary Chapter 11 bankruptcy petitions in the United States Bankruptcy Court for the District of Delaware (Lead Case No. 15-10635). The cases are assigned to Judge Kevin J. Carey. The Debtors tapped Burns & Levinson LLP and Womble Carlyle Sandridge & Rice, LLP as attorneys; CRS Capstone Partners LLC as financial advisor and Capstone's Brian L. Davies, Jr., as restructuring officer; and Omni Management Group, LLC as claims and noticing agent. The U.S. Trustee for Region 3 appointed five creditors of Karmaloop to serve on the official committee of unsecured creditors. KARMALOOP INC: May Hold Auction for Assets on May 26 ---------------------------------------------------- Karmaloop Inc. will hold an auction for its assets on May 26 if it receives an offer other than the stalking horse bid made by its senior lenders. The auction will take place at the offices of Morris, Nichols, Arsht & Tunnell LLP, in Wilmington, Delaware. Karmaloop's senior lenders, led by Comvest Capital II L.P., will take part at the auction as lead bidder with a $13 million credit debt in lieu of cash. The Comvest-led group offered to convert a portion of its debt to equity to own the business should no higher or better offer emerge through the sale process, according to earlier reports. U.S. Bankruptcy Judge Mary Walrath earlier approved a bidding process, which allowed the retailer to solicit offers and sell its assets to the highest bidder. The bidding process sets a May 20 deadline for potential buyers to make an offer. The bid must be accompanied by a cash deposit of $1 million. Judge Walrath will hold a hearing on May 28 to consider the sale of the assets to the winning bidder. In case there are no qualified bidders other than Comvest, the sale of assets to the company will be considered at a court hearing on May 21. The sale is expected to be completed by June 3, according to court filings. Karmaloop's official committee of unsecured creditors previously opposed the "overly aggressive terms" and "very tight deadlines" set by the initial bidding process proposed by the company. The bidding process also drew flak from eBay Enterprise Inc. and Aboy LLC, which have existing contracts with Karmaloop. Both complained the original bidding process does not give them enough time to evaluate assignees of the contracts prior to the sale hearing. The objections have already been resolved, according to court filings. About Karmaloop Inc. Karmaloop, Inc., founded in 1999 by Gregory Selkoe, is a cross-platform digital commerce and media property company that specializes in the sale of global streetwear fashion and culture. Karmaloop specializes in the sale of over 400 brands of apparel, shoes and accessories via an e-commerce business model, primarily using the Web site http://wwww.karmaloop.com/ The company has nearly 5 million monthly unique visitors, 2.2 million Facebook followers and 800,000 Twitter followers. On March 23, 2015, Karmaloop, Inc. and KarmaloopTV, Inc. filed voluntary Chapter 11 bankruptcy petitions in the United States Bankruptcy Court for the District of Delaware (Lead Case No. 15-10635. The cases are assigned to Judge Kevin J. Carey. The Debtors tapped Burns & Levinson LLP and Womble Carlyle Sandridge & Rice, LLP as attorneys; CRS Capstone Partners LLC as financial advisor and Capstone's Brian L. Davies, Jr., as restructuring officer; and Omni Management Group, LLC as claims and noticing agent. The U.S. Trustee for Region 3 appointed five creditors of Karmaloop Inc. to serve on the official committee of unsecured creditors. LEE STEEL: Court Issues Joint Administration Order -------------------------------------------------- Judge Marci B. McIvor of the U.S. Bankruptcy Court for the Eastern District of Michigan, Southern Division, issued an order directing joint administration of the Chapter 11 cases of Lee Steel Corporation, Taylor Industrial Properties, L.L.C., and 4L Ventures, LLC, under lead case no. 15-45784. About Lee Steel Lee Steel Corp. is in the business of providing a full range of flat rolled steel, including hot rolled steel, cold rolled steel, and exposed coated products for automotive and other manufacturing industries. Lee Steel operates from special purpose facilities located in Romulus, Michigan and Wyoming, Michigan. The corporate headquarter are located in Novi, Michigan. On April 13, 2015, Lee Steel and 2 affiliated companies -- Taylor Industrial Properties, L.L.C., and 4L Ventures, LLC -- each filed a Chapter 11 bankruptcy petition in Detroit, Michigan (Bankr. D. Del.). The cases have been assigned to Judge Marci B McIvor. The Debtors are seeking to have their cases jointly administered for procedural purposes, with all pleadings to be maintained on the case docket at Case No. 15-45784. The Debtors have tapped McDonald Hopkins PLC as counsel; Huron Business Advisory, as financial advisor; and Epiq Bankruptcy Solutions as claims and noticing agent. Lee Steel estimated $10 million to $50 million in assets and $50 million to $100 million in debt as of the bankruptcy filing. The Chapter 11 plan and disclosure statement are due by Aug. 11, 2015. LEE STEEL: Has Interim OK to Borrow $5.9M from Huntington Bank -------------------------------------------------------------- Judge Marci B. McIvor of the U.S. Bankruptcy Court for the Eastern District of Michigan, Southern Division, gave Lee Steel Corporation, et al., interim authority to borrow no more than $5,971,760 from Huntington National Bank and use the cash collateral securing the Debtors' prepetition indebtedness from the bank. As of the Petition Date, the Debtors owed an aggregate principal of $50.1 million to Huntington. The Troubled Company Reporter previously reported that to induce Huntington to provide DIP financing, the Debtors have agreed to enter into an Amendment and Ratification Agreement, a full-text copy of which is available at http://bankrupt.com/misc/LEESTEELara.pdf The financing, which consists of continuation of prepetition line of credit advance rates of 85% of eligible accounts receivable and 65% of eligible inventory, provides for a static $4.6 million out-of-formula to address the write down of Lee Steel's inventory to market values, and provides another variable, the "operational out of formula", which is based upon the budget to address the Debtors' cash burn. The final hearing on the Motion is scheduled for May 12, 2015, at 10:30 a.m. Any party-in-interest objecting to the relief sought at the final hearing must serve and file written objections no later than May 9. About Lee Steel Lee Steel Corp. is in the business of providing a full range of flat rolled steel, including hot rolled steel, cold rolled steel, and exposed coated products for automotive and other manufacturing industries. Lee Steel operates from special purpose facilities located in Romulus, Michigan and Wyoming, Michigan. The corporate headquarter are located in Novi, Michigan. On April 13, 2015, Lee Steel and 2 affiliated companies -- Taylor Industrial Properties, L.L.C., and 4L Ventures, LLC -- each filed a Chapter 11 bankruptcy petition in Detroit, Michigan (Bankr. D. Del.). The cases have been assigned to Judge Marci B McIvor. The Debtors are seeking to have their cases jointly administered for procedural purposes, with all pleadings to be maintained on the case docket at Case No. 15-45784. The Debtors have tapped McDonald Hopkins PLC as counsel; Huron Business Advisory, as financial advisor; and Epiq Bankruptcy Solutions as claims and noticing agent. Lee Steel estimated $10 million to $50 million in assets and $50 million to $100 million in debt as of the bankruptcy filing. The Chapter 11 plan and disclosure statement are due by Aug. 11, 2015. LEE STEEL: Has Until May 11 to File Schedules --------------------------------------------- Judge Marci B. McIvor of the U.S. Bankruptcy Court for the Eastern District of Michigan, Southern Division, extended through and including May 11, 2015, the time within which Lee Steel Corporation, et al., must file their schedules of assets and liabilities and statements of financial affairs. About Lee Steel Lee Steel Corp. is in the business of providing a full range of flat rolled steel, including hot rolled steel, cold rolled steel, and exposed coated products for automotive and other manufacturing industries. Lee Steel operates from special purpose facilities located in Romulus, Michigan and Wyoming, Michigan. The corporate headquarter are located in Novi, Michigan. On April 13, 2015, Lee Steel and 2 affiliated companies -- Taylor Industrial Properties, L.L.C., and 4L Ventures, LLC -- each filed a Chapter 11 bankruptcy petition in Detroit, Michigan (Bankr. D. Del.). The cases have been assigned to Judge Marci B McIvor. The Debtors are seeking to have their cases jointly administered for procedural purposes, with all pleadings to be maintained on the case docket at Case No. 15-45784. The Debtors have tapped McDonald Hopkins PLC as counsel; Huron Business Advisory, as financial advisor; and Epiq Bankruptcy Solutions as claims and noticing agent. Lee Steel estimated $10 million to $50 million in assets and $50 million to $100 million in debt as of the bankruptcy filing. The Chapter 11 plan and disclosure statement are due by Aug. 11, 2015. LEXARIA CORP: Has $459K Net Loss in Feb. 28 Quarter --------------------------------------------------- Lexaria Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, disclosing a net loss of $459,000 for the three months ended Feb. 28, 2015, compared with a net loss of $126,000 for the same period in 2013. The Company's balance sheet at Feb. 28, 2015, showed $1.21 million in assets, $38,146 in total liabilities, and stockholders' equity of $1.17 million. The Company at Feb. 28, 2015, had a deficit accumulated since its inception of $9.08 million. The Company has working capital surplus of $1.09 million as at Feb. 28, 2015. The Company requires additional funds to maintain its existing operations and developments. These conditions raise substantial doubt about our Company’s ability to continue as a going concern, according to the regulatory filing. A copy of the Form 10-Q is available at: http://is.gd/AD8ygC Lexaria Corp. was formed under the laws of the State of Nevada and commenced operations on Dec. 9, 2004. The Company is an independent natural gas and oil company engaged in the exploration, development and acquisition of oil and gas properties in the United States and Canada. The Company's entry into the oil and gas business began on Feb. 3, 2005. The Company has offices in Vancouver and Kelowna, BC, Canada. Lexaria's shares are quoted in the USA under the symbol LXRP and in Canada under the symbol LXX. On Dec. 9, 2014, the Company filed its annual report on Form 10-K for the fiscal year ended Aug. 31, 2014. MNP LLP expressed substantial doubt about the Company's ability to continue as a going concern, citing that the Company had recurring losses and requires additional funds to maintain its planned operations. Lexaria filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing net loss of $3.26 million on $nil of total revenue for the ten months ended Aug. 31, 2014, compared with a net loss of $302,000 on $nil of total revenue for the same period in the prior year. The Company's balance sheet at Aug. 31, 2014, showed $2.64 million in total assets, $918,000 in total liabilities and total stockholders' equity of $1.72 million. LION COPOLYMER: S&P Withdraws 'B+' Corp. Credit Rating ------------------------------------------------------ Standard & Poor's Ratings Services said it withdrew its 'B+' long-term corporate credit rating on Lion Copolymer Holdings LLC and ratings on all of the company's associated debt issues. The withdrawal of the ratings reflects S&P's lack of receipt of relevant information from the issuer, in accordance with S&P's policies. The company has not raised the debt that S&P initially rated and has not implemented the proposed capital structure. The company has requested that the rating be withdrawn. MAKINO PREMIUM: Court Won't Dismiss Fairway Restaurant Suit ----------------------------------------------------------- District Judge James C. Mahan denied the defendant's motion to dismiss for lack of subject matter and motion to dismiss for failure to state a claim in the case captioned FAIRWAY RESTAURANT EQUIPMENT CONTRACTING, INC., Plaintiff(s), v. KAKU MAKINO, et al., Defendant(s), CASE NO. 2:13-CV-2155 JCM (NJK) (D. Nev.). Fairway Restaurant Equipment Contracting, Inc. ("Fairway") previously obtained a judgment in its favor on February 28, 2009 against Makino Premium Outlet LV, LLC ("Makino Premium"). The unpaid judgment has accumulated to approximately $650,000. On November 22, 2012, Makino Premium filed for Chapter 11 bankruptcy. This filing was eventually converted to a Chapter 7. A suit was filed by Fairway claiming that between the 2009 judgment and the 2012 bankruptcy filings, the defendants and non-parties in the case transferred Makino Premium's assets to themselves in order to prevent Fairway from collecting its judgment. Kaku Makino moved to dismiss the claim for lack of subject matter jurisdiction and for failure to state a claim upon which relief can be granted. The court denied Makino's motion to dismiss for lack of subject matter jurisdiction. It found that Fairway clearly met the good faith standard for diversity jurisdiction. Mr. Makino's motion to dismiss for failure to state a claim upon which relief can be granted was also denied as moot, after the court granted Fairway's request for leave to amend its complaint and ordered Fairway to file its amended complaint within fourteen days. A copy of the order dated April 8, 2015 is available at http://is.gd/XscSNSfrom Leagle.com Fairway Restaurant Equipment Contracting, Inc., Plaintiff, represented by Robert Duane Frizell, Callister & Frizell. Kaku Makino, Defendant, represented by Bradley J. Hofland, Hofland & Associates. Joon Ho Ha, Defendant, represented by Jeffrey A. Cogan, Jeffrey A. Cogan Esq Ltd. MALIBU ASSOCIATES: May 4 Final Hearing on Aa87 LLC DIP Financing ---------------------------------------------------------------- The Bankruptcy Court, authorized, on an interim basis, Malibu Associates, LLC, to: 1. obtain postpetition financing from existing lender Aa87, LLC, on the same terms and conditions as those set forth in the prepetition loan made by the lender; and 2. grant the lender replacement lien in and on all of Debtor's prepetition and postpetition real or personal property and rights. The Debtor is authorized to use the financing to maintain its ability to maintain business operations until June 7, 2015. The Debtor was unable to obtain sufficient interim and long-term financing from sources other than the lender on terms and subject to conditions more favorable than under the DIP Financing Documents. A final hearing on the motion will be held on May 4, 2015, at 10:30 a.m. Objections, if any, were due April 27. 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, disclosing $76.2 million in total assets and $47.8 million in total liabilities. Thomas Hix, the managing member of the Debtor, signed the bankruptcy petition. 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. 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 on Nov. 3, 2009, in the Central District of California, San Fernando Valley Division (Bankr. C.D. Calif. Case No. No. 9-24625). 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. MALIBU ASSOCIATES: Taps Colliers to Market Principal Asset ---------------------------------------------------------- Malibu Associates LLC asks the Bankruptcy Court for permission to employ to employ Colliers International as real estate broker. Colliers will market and potentially sell the Debtor's principal asset -- a certain real property located at 901 Encinal Canyon Road, Malibu, California. The property, which is commonly known as the Malibu Country Club, is comprised of 648.5 acres and includes an 18-holf golf course, a club house of approximately 10,000 square feet, and a maintenance facility of approximately 4,000 square feet. The Debtor did not pay off the single loan in the principal amount of $46,771,683 on the maturity date. U.S. Bank, National Association declared an event of default under the loan and the Bank Deed of Trust and has asserted that all amounts owed under the loan are due and payable. In this relation, the Debtor believes that the sale of the property will yield proceeds sufficient to pay the Bank and other creditors in full. The Debtor needs the assistance of licensed real estate broker in order to maximize the value to be received from any the sale of the property. The Debtor has agreed to pay Colliers on these terms: a. in the event of a sale of the property, Colliers will be paid a commission equal to one and 1.5% of the gross sale price if the gross sale price is less than $60,000,000 or 2% if the gross sale price is $60,000,000 or greater; b. The listing term of the agreement ends on June 30, 2015, however, the listing term will continue automatically for 30 days from and after the end date and thereafter be extended again for additional 30 day increments until the employment of Colliers is expressly terminated in writing or on the one year anniversary of the original end date. To the best of the Debtor's knowledge, Colliers is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. 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, disclosing $76.2 million in total assets and $47.8 million in total liabilities. Thomas Hix, the managing member of the Debtor, signed the bankruptcy petition. 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. 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 on Nov. 3, 2009, in the Central District of California, San Fernando Valley Division (Bankr. C.D. Calif. Case No. No. 9-24625). 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. MALIBU ASSOCIATES: Truman & Elliot Serving as Land Use Counsel -------------------------------------------------------------- Malibu Associates, LLC, asks the Bankruptcy Court for permission to employ Truman & Elliot LLP as special land use counsel. The Debtor's principal asset is the real property located at 901 Encinal Canyon Road, Malibu, California. The property, which is commonly known as the Malibu Country Club, is comprised of 648.5 acres and includes an 18-hole golf course, a club house of approximately 10,000 square feet, and a maintenance facility of approximately 4,000 square feet. The property was purchased by the Debtor in or around 2006 for the purpose of redeveloping the property and the golf course and structures thereon. Pursuant to an appraisal obtained by the Debtor in November of 2014, the property, as-is, has a value of approximately $75,900,000. Since the Debtor's acquisition of the property, the Debtor has been working on obtaining the requisite final land entitlements for the development of the property, including obtaining approval from the applicable governmental agencies to develop the property and ultimately, from the California Coastal Commission. The Debtor has completed the entitlements process. The Debtor intends to seek development financing to pay off the lender or market and sell the property for the highest possible price. The Debtor believes that the sale of the property will yield proceeds sufficient to pay the U.S. Bank, National Association and other creditors in full. Prior to the Petition Date, T&E acted as land use counsel for the Debtor for several years and aided the Debtor in obtaining the Entitlements and with any and all other land use issues that arose. The Debtor seeks to continue to employ T&E for the specific specialized purpose of advising and aiding the Debtor on any land use issues that arise during the pendency of the Debtor's bankruptcy case, including aiding and advising the Debtor with respect to the entitlements, performing any tasks that need to be performed to finalize the entitlements, conducting any research regarding the entitlements, and communicating with public agencies and stakeholders regarding the entitlements. Kathleen O'Prey Truman, the primary attorney at T&E, tells the Court that the billing rates for the attorneys at T&E are: Ms. Truman $500 Todd Elliot $400 Russell Morse $295 On the Petition Date, T&E was owed $15,033 by the Debtor for legal services performed. Thus, T&E is a creditor of the Debtor. Notwithstanding the fact that T&E is a creditor of the Debtor, the Debtor and T&E believe and assert that T&E does not represent or hold any interest adverse to the Debtor or to the estate with respect to the proposed representation. To assist T&E with its cash flow needs and given that T&E is not receiving any retainer payment postpetition, T&E is requesting that the following procedure for the payment of T&E's postpetition fees and expenses be approved: each month T&E will serve a fee statement upon the Debtor, the Office of the U.S. Trustee and those parties who have requested special notice. 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, disclosing $76.2 million in total assets and $47.8 million in total liabilities. Thomas Hix, the managing member of the Debtor, signed the bankruptcy petition. 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. 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 on Nov. 3, 2009, in the Central District of California, San Fernando Valley Division (Bankr. C.D. Calif. Case No. No. 9-24625). 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. MEDICURE INC: Recurring Losses Raise Going Concern Doubt -------------------------------------------------------- Medicure Inc. filed with the U.S. Securities and Exchange Commission its annual report on Form 20-F for the fiscal year ended Dec. 31, 2014. Ernst & Young LLP expressed substantial doubt about the Company's ability to continue as a going concern, citing that the Company has experienced losses and has accumulated a deficit of C$127 million since incorporation and has a working capital deficiency of C$503,000 as at Dec. 31, 2014. The Company reported net income of C$1.2 million on C$5.26 million in revenue for the year ended Dec. 31, 2014. The Company's balance sheet at Dec. 31, 2014, showed C$6.56 million in total assets, C$10.47 million in total liabilities, and a stockholders' deficit of C$3.91 million. A copy of the Form 20-F is available at: http://is.gd/skmLDB About Medicure Inc. Medicure -- http://www.medicure.com/-- is a specialty pharmaceutical company focused on the development and commercialization of therapeutics for the U.S. hospital market. The primary focus of the Company and its subsidiaries is the marketing and distribution of AGGRASTAT (tirofiban HCl) for non-ST elevation acute coronary syndrome in the United States, where it is sold through the Company's U.S. subsidiary, Medicure Pharma, Inc. MICHAEL W. ENDRESEN: Settlement Proceeds Split 80/20 for Lenders ---------------------------------------------------------------- Bankruptcy Judge Randall L. Dunn, in his April 15, 2015 Memorandum Opinion, in the case docketed as STEPHEN P. ARNOT, CHAPTER 7 TRUSTEE, Plaintiff, v. MICHAEL W. ENDRESEN; JOANNE MAUREEN ENDRESEN; GREEN TREE SERVICING, LLC; THE BANK OF NEW YORK MELLON, F/K/A THE BANK OF NEW YORK, AS TRUSTEE FOR THE HOLDERS OF FIRST HORIZON MORTGAGE PASS-THROUGH CERTIFICATES, SERIES FHAMS 2004-AA7; THE BANK OF NEW YORK MELLON, AS SUCCESSOR TO JPMORGAN CHASE BANK, AS TRUSTEE FOR THE HOLDERS OF BEAR STEARNS ALT-A TRUST 2005-1 MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2005-1; THE BANK OF NEW YORK MELLON, F/K/A THE BANK OF NEW YORK, AS TRUSTEE FOR THE HOLDERS OF AMERICAN HOME MORTGAGE INVESTMENT TRUST 2004-4; U.S. BANK NATIONAL ASSOCIATION, AS TRUSTEE FOR ADJUSTABLE RATE MORTGAGE TRUST 2005-2, ADJUSTABLE RATE MORTGAGE-BACKED PASS-THROUGH CERTIFICATES, SERIES 2005-2, Defendants, BANKRUPTCY CASE NO. 11-35396-RLD7, ADV. PROC. NO. 14-3131-RLD, decided on the motion for summary judgment filed by Plaintiff Stephen P. Arnot, Chapter 7 Trustee ("Trustee"), and the cross-motions for summary judgment filed by the Debtor Defendants Michael and Joanne Endresen (the "Endresens") and by the Lender Defendants, The Bank of New York Mellon and Green Tree Servicing LLC (collectively, "Lenders"). Judge Dunn granted summary judgment in favor of the Trustee and against the Endresens and the Lenders on the property of the estate issue. He granted summary judgment in favor of the Lenders and against the Trustee with respect to the existence and continuing validity of the Lenders' secured interest in certain settlement proceeds and the impact of 11 U.S.C. Section 552. A default judgment was entered in favor of the Trustee and against U.S. Bank on the Trustee's First Amended Complaint. The effective split of the $185,525.47 total Settlement Proceeds is 80% ($148,420.37) to the Lenders and 20% ($37,105.10) to the Trustee. The court denied the Trustee's motion to file a second amended complaint. A copy of Judge Dunn’s April 15, 2015 Memorandum Opinion is available at http://is.gd/PxkLvZfrom Leagle.com. The Endresens filed their chapter 7 petition on June 21, 2011. On October 17, 2011, the court entered an order discharging the Endresens and closing their main chapter 7 case as a "no asset estate." On November 9, 2011, the Endresens filed a new chapter 13 petition. NET DATA CENTERS: U.S. Trustee Forms Creditors' Committee --------------------------------------------------------- The U.S. trustee overseeing the Chapter 11 case of Net Data Centers Inc. appointed three creditors of the company to serve on the official committee of unsecured creditors: (1) Stratacore Inc. Attn: Aaron Locher 2320 2nd Ave., Suite 2100 Seattle, WA 98121 Phone: (206) 850-3070 Email: Aaron@stratacore.com (2) NSCUBE LLC Attn: Chandrashekar Akiti 3223 Bagley Ave. Apt 216 Los Angeles, CA 90034 Phone: (310) 405-3573 Email: shekar@nscube.com (3) Charter Holdings Inc. Attn: Jordan Cohen, Esq. Wells Fargo Bank N.A. Law Department MAC E2064-106 333 South Grand Avenue, Suite 1040 Los Angeles, CA 90071 Phone: (213) 253-7441 Email: Jordan.s.cohen@wellsfargo.com Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at a debtor's expense. They may investigate the debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. About Net Data Net Data Centers, Inc. filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal. Case No. 15-12690) on Feb. 23, 2015. Pervez P. Delawalla, the president & CEO, signed the petition. The Debtor estimated assets and liabilities of at least $10 million. Hon. Sheri Bluebond is assigned to the case. William F Govier, Esq., at Lesnick Prince & Pappas LLP, serves as counsel to the Debtor. NGL ENERGY: Fitch Affirms BB Issuer Default Rating, Outlook Stable ------------------------------------------------------------------ Fitch Ratings has affirmed and assigned Recovery Ratings (RRs) to three U.S. and Canadian Pipelines, Midstream and Master Limited Partnership (MLPs) companies as: NGL Energy Partners LP -- Issuer Default Rating (IDR) at 'BB'; -- Senior unsecured notes at 'BB-/RR5'. The Rating Outlook is Stable. NGL Energy Finance Corp. -- Senior unsecured notes at 'BB-/RR5'. NuStar Logistics, L.P. -- IDR at 'BB'; -- Senior unsecured notes at 'BB/RR4'; -- Junior subordinated notes at 'B+/RR6'. The Rating Outlook is Stable. The assignment of the RRs reflects Fitch's 'Recovery Ratings and Notching Criteria for Non-Financial Corporates Issuers' (dated Nov. 18, 2014), which allows for the assignment of RRs to issuers with IDRs in the 'BB' category. NORTHERN BEEF PACKERS: Scott Olson Allowed Post-Petition Interest ----------------------------------------------------------------- Bankruptcy Judge Charles L. Nail, Jr. allowed Scott Olson Digging, Inc.'s request for $17,700.76 for post-petition interest on its claim but nothing for attorneys fees in the case captioned In re: NORTHERN BEEF PACKERS LIMITED PARTNERSHIP, Tax ID/EIN 26-2530200, Chapter 11, Debtor, BANKR. NO. 13-10118 (Bankr. D. S.D.). Scott Olson Digging, Inc. ("SOD") is one of Debtor Northern Beef Packers Limited Partnership's secured debtors. It filed a proof of claim based on a pre-petition mechanic's lien it held against the Debtor's real property. In addition, SOD requested accruing interest at 10% and claimed an entitlement to "costs, disbursements, and such attorney's fees and other expenses that the court may find to be warranted and necessary." As to the post-petition interest, the court held that when a claim against a bankruptcy estate is fully secured, the claim holder is allowed "interest on such claim" under 11 U.S.C. Section 506(b). It found no reason not to apply the 10% rate provided by state law. As to the attorney's fees, the court concluded that since SOD was not the lien holder who brought either the state court action or the adversary proceeding, South Dakota law does not permit the court to award SOD attorneys fees under S.D.C.L. Chapter 44-9. A copy of the decision dated April 10, 2015 is available at http://is.gd/j5UJoffrom Leagle.com About Northern Beef Packers Northern Beef Packers Limited Partnership, which operates a beef processing facility that opened in October 2012, filed for Chapter 11 relief (Bankr. D.S.D. Case No. 13-10118) on July 19, 2013. Karl Wagner signed the petition as chief financial officer. Judge Charles L. Nail, Jr., presides over the case. The Debtor estimated assets of at least $50 million and debts of at least $10 million. James M. Cremer, Esq., at Bantz, Gosch, & Cremer, L.L.C., serves at the Debtor's counsel. Steven H. Silton, Esq., at Cozen O'Connor serves as co-counsel. Lincoln Partners Advisors LLC serves as financial advisors. The U.S. Trustee has appointed five members to the Official Committee of Unsecured Creditors in the case. Robbins, Salomon & Patt, Ltd. serves as it lead counsel. Patrick T. Dougherty serves as its local counsel. OAS SA: U.S. Court Issues Joint Administration Order ---------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York signed an order directing joint administration of the Chapter 11 cases of OAS S.A. and three other members of the OAS Group under lead case no. 15-10937. About OAS S.A. The OAS Group is among the largest and most experienced infrastructure companies in Brazil, focusing on heavy engineering and equity investments in infrastructure projects located in and outside Brazil and abroad for both public and private clients. The OAS Group provides services in 22 countries in Latin America, the Caribbean and Africa. Based in Sao Paulo, Brazil, OAS S.A. is the holding company at the apex of the OAS Group. Its share capital is divided between CMP Participacoes Ltda. (owned by Mr. Cesar de Araujo Mata Pires), which has a 90% stake, and LP Participacoes e Engenharia Ltda (owned by Mr. Jose Adelmario Pinheiro Filho, which has a 10% stake. Amid an investigation into alleged corruption and money laundering, and missed interest payments, OAS S.A. and its affiliates Construtora OAS S.A., OAS Investments GmbH, and OAS Finance Limited on March 31, 2015, commenced judicial reorganization proceedings before the First Specialized Bankruptcy Court of Sao Paulo pursuant to Federal Law No. 11.101 of February 9, 2005 of the laws of the Federative Republic of Brazil. On April 15, 2015, OAS S.A., et al., filed Chapter 15 bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 15-10937) in Manhattan, in the United States to seek U.S. recognition of the Brazilian proceedings. Renato Fermiano Tavares, as foreign representative, signed the petitions. The cases are assigned to Judge Stuart M. Bernstein. White & Case, LLP, serves as counsel in the U.S. cases. OAS S.A. listed at least US$1 billion in assets and liabilities. OPTIM ENERGY: Court Fixes May 27 as Administrative Claims Bar Date ------------------------------------------------------------------ Optim Energy, LLC, et al., sought and obtained from the U.S. Bankruptcy Court for the District of Delaware an order establishing May 27, 2015 at 5:00 p.m., as the deadline for any party filing requests for allowance of administrative claims against the Debtors' estates that arose during the period from the Petition Date until March 31, 2015. On March 18, the Debtors filed a Joint Plan of Reorganization and explanatory Disclosure Statement. The Plan contemplates the potential sale of certain of the Debtors' interests in two gas-fired power plants -- the Altura Cogen Plant and the Cedar Bayou Plant -- through the sale of the reorganized equity of Debtor Optim Energy Generation, LLC at a value to the Debtors in cash of at least $355 million, on terms satisfactory to the Debtors and the Debtors' prepetition secured lender and DIP Lender, which have agreed to fund distributions under the Plan, if confirmed. In the alternative, if the sale of the reorganized equity of Debtor Optim Energy Generation, LLC is not consummated, such reorganized equity will be the nucleus around which some of the Debtors will reorganize. Under either Plan alternative, some of the Debtors will liquidate. In anticipation of confirmation of the Plan, and in order to facilitate making distributions under the Plan, it is important for the Debtors and the Consultation Parties to know the magnitude of Administrative Claims to date. The completed Proof of administrative claim form will be delivered to Prime Clerk by U.S. Postal Service mail or overnight delivery to: Optim Energy, LLC Claims Processing Center c/o Prime Clerk LLC 830 Third Avenue, Ninth Floor New York, NY 10022 Any proof of administrative claim form sent in any other manner, including by facsimile, telecopy, or electronic mail transmission, will not be accepted. About Optim Energy Optim Energy, LLC, and its affiliates are power plant owners principally engaged in the production of energy in Texas's deregulated energy market. Optim owns and operates three power plants in eastern Texas: the Twin Oaks plant in Robertson County, Texas, the Altura Cogen plant in Harris County, Texas and the Cedar Bayou plant in Chambers County, Texas. The Altura and Cedar Bayou plants are fueled by natural gas, and the third is coal-fired. Optim Energy and its affiliates sought Chapter 11 protection from creditors (Bankr. D. Del. Lead Case No. 14-10262) on Feb. 12, 2014. The Debtors have tapped Bracewell & Giuliani LLP and Morris, Nichols, Arsht & Tunnell LLP as attorneys; Protiviti Inc. as restructuring advisors; and Prime Clerk LLC as claims agent. Optim Energy, LLC scheduled $6.95 million in assets and $717 million in liabilities. Optim Energy Cedar Bayou 4, LLC, disclosed $184 million in assets and $718 million in liabilities as of the Chapter 11 filing. The Debtors have $713 million of outstanding principal indebtedness. On Feb. 27, 2014, Roberta A. DeAngelis, U.S. Trustee for Region 3, notified the Bankruptcy Court that she was unable to appoint an official committee of unsecured creditors in the Debtors' cases. The U.S. Trustee explained that there were insufficient responses to her communication/contact for service on the committee. OPTIM ENERGY: Court Sets May 27 as Admin. Claims Bar Date --------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware set May 27, 2015 at 5:00 p.m., as the deadline for any party filing requests for allowance of administrative claims against Optim Energy, LLC, et al.'s estates that arose during the period from the Petition Date until March 31, 2015. As reported in the Troubled Company Reporter on April 22, 2015, on March 18, the Debtors filed a Joint Plan of Reorganization and explanatory Disclosure Statement. The Plan contemplates the potential sale of certain of the Debtors' interests in two gas-fired power plants -- the Altura Cogen Plant and the Cedar Bayou Plant -- through the sale of the reorganized equity of Debtor Optim Energy Generation, LLC at a value to the Debtors in cash of at least $355 million, on terms satisfactory to the Debtors and the Debtors' prepetition secured lender and DIP Lender, which have agreed to fund distributions under the Plan, if confirmed. In the alternative, if the sale of the reorganized equity of Debtor Optim Energy Generation, LLC is not consummated, such reorganized equity will be the nucleus around which some of the Debtors will reorganize. Under either Plan alternative, some of the Debtors will liquidate. In anticipation of confirmation of the Plan, and in order to facilitate making distributions under the Plan, the Debtors said it is important for them and the Consultation Parties to know the magnitude of Administrative Claims to date. The completed Proof of administrative claim form will be delivered to Prime Clerk by U.S. Postal Service mail or overnight delivery to: Optim Energy, LLC Claims Processing Center c/o Prime Clerk LLC 830 Third Avenue, Ninth Floor New York, NY 10022 Any proof of administrative claim form sent in any other manner, including by facsimile, telecopy, or electronic mail transmission, will not be accepted. About Optim Energy Optim Energy, LLC, and its affiliates are power plant owners principally engaged in the production of energy in Texas's deregulated energy market. Optim owns and operates three power plants in eastern Texas: the Twin Oaks plant in Robertson County, Texas, the Altura Cogen plant in Harris County, Texas and the Cedar Bayou plant in Chambers County, Texas. The Altura and Cedar Bayou plants are fueled by natural gas, and the third is coal-fired. Optim Energy and its affiliates sought Chapter 11 protection from creditors (Bankr. D. Del. Lead Case No. 14-10262) on Feb. 12, 2014. The Debtors have tapped Bracewell & Giuliani LLP and Morris, Nichols, Arsht & Tunnell LLP as attorneys; Protiviti Inc. as restructuring advisors; and Prime Clerk LLC as claims agent. Optim Energy, LLC scheduled $6.95 million in assets and $717 million in liabilities. Optim Energy Cedar Bayou 4, LLC, disclosed $184 million in assets and $718 million in liabilities as of the Chapter 11 filing. The Debtors have $713 million of outstanding principal indebtedness. On Feb. 27, 2014, Roberta A. DeAngelis, U.S. Trustee for Region 3, notified the Bankruptcy Court that she was unable to appoint an official committee of unsecured creditors in the Debtors' cases. The U.S. Trustee explained that there were insufficient responses to her communication/contact for service on the committee. OREGON PARK SENIOR: Temporary Receiver Appointed ------------------------------------------------ District Judge Jeffrey S. White appointed a temporary receiver in the case captioned JPMORGAN BANK N.A., A National Banking Association, Plaintiff, v. OREGON PARK SENIOR APARTMENTS COOPERATIVE, a California Public Benefit Corporation, ANDRE NIBBS, an individual; DOUGLAS BUTLER, an individual; JUANITA EDINGTON, an individual; KEVIN WIGGINS, an individual; DALE ANDERS, an individual; WILLIAM TILLER, an individual, and KENNETH AKA AJA FESAH JACKSON, an individual, Defendant, CASE NO. 15-CV-00536-JSW (N.D. Cal.) In his order dated April 13, 2015 available at http://is.gd/NMC2si from Leagle.com, Judge White appointed Kevin Singer as Receiver of Defendant Oregon Park Senior Apartments Cooperative, subject to the condition that before entry upon his duties as Receiver, he shall execute the oath to faithfully perform his duties as the Receiver and shall file a bond in the amount of C$10,000.00. MICHAEL K. BROWN -- mbrown@bcglegal.com , KATHERINE F. WENGER kwenger@bcglegal.com , BROWN, CHURCH & GEE LLP, Walnut Creek CA, Attorneys for Defendants Oregon Park Senior Apartments Cooperative, Douglas Butler and Andre Nibbs. ORIGINAL DIAMOND: Case Summary & 6 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Original Diamond Company, Inc. 2609 Shallowford Road Atlanta, GA 30345 Case No.: 15-57622 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: April 25, 2015 Court: United States Bankruptcy Court Northern District of Georgia (Atlanta) Debtor's Counsel: Will B. Geer, Esq. LAW OFFICE OF WILL B. GEER, LLC Suite 225, 333 Sandy Springs Circle, NE Atlanta, GA 30328 Tel: (678) 587-8740 Fax: (404) 287-2767 Email: willgeer@atlbankruptcyhelp.com Total Assets: $4.21 million Total Liabilities: $2.99 million The petition was signed by Haider Sultan, president. A list of the Debtor's six largest unsecured creditors is available for free at http://bankrupt.com/misc/ganb15-57622.pdf PERFORMANT FINANCIAL: S&P Lowers Corp. Credit Rating to 'B+' ------------------------------------------------------------ Standard & Poor's Ratings Services said it lowered its corporate credit rating on Livermore, Calif.-based Performant Financial Corp. to 'B+' from 'BB-'. The outlook is negative. At the same time, S&P lowered its issue-level rating on the company's senior secured debt to 'BB-' from 'BB'. The recovery rating remains '2', indicating S&P's expectation for substantial (70%-90%; lower half of the range) recovery in the event of a default. "The downgrade reflects our view that Performant's credit metrics will continue to weaken in 2015 as a result of lower revenues from both the company's student lending and health care RAC businesses," said Standard & Poor's credit analyst Michael Altberg. The negative outlook reflects S&P's view of the uncertainty regarding the company's DoE and RAC contracts, which, if further delayed and not awarded, could lead to further revenue loss and margin pressure resulting in weakened financial metrics. S&P could lower the rating if one or both of the DoE and RAC contracts are not awarded to the company, resulting in further revenue loss with no proportionate offset from cost reductions and other student lending or commercial business revenue. More specifically, if contract losses lead to leverage remaining in the 4x area on a prolonged basis, S&P could lower the rating. S&P could revise the outlook to stable from negative if the company is able to obtain a RAC contract from CMS by mid- to late-2015 or if the DoE renews its contract, which would likely allow the company to increase EBITDA margin to the 20% area and reduce leverage back to the 2x-3x area by 2016. PETERSBURG REGENCY: Seeks to Employ NAKB as Bankruptcy Counsel -------------------------------------------------------------- Petersburg Regency, LLC, seeks authority from the U.S. Bankruptcy Court for the District of New Jersey to employ Nowell Amoroso Klein Bierman, P.A., as counsel. The Debtor has selected NAKB as its counsel because of the firm's extensive experience before the Court in Chapter 11 cases. The professional services that NAKB will render to the Debtor will consist of any issues relating to the administration of Debtor's Chapter 11 case, challenging liens and claims, and formulating and filing a plan of reorganization. The current hourly rates charged by attorneys and paralegals at the firm are as follows: Partners $385 to $450 Associates $275 to $365 Paralegals $125 The Debtor will also be charged for the firm's usual and necessary disbursements and expenses. NAKB received payments totaling $15,000 from Michael Harmon and Angelo DiGiovanni in April 2015. NAKB has applied $14,029 of the payments towards prepetition services and the filing fee relating to Debtor's Chapter 11 case. David Edelberg, Esq., a member of Nowell Amoroso Klein Bierman, P.A., assures the Court that his firm does not have an interest materially adverse to the interests of the estate or any class of creditors, or equity security holders and is a disinterested person pursuant to Section 101(14) of the Bankruptcy Code. About Petersburg Regency Petersburg Regency, LLC, commenced a Chapter 11 bankruptcy case (Bankr. D.N.J. Case No. 15-17169) in Newark, New Jersey, on April 20, 2015. The case is assigned to Judge Vincent F. Papalia. An involuntary bankruptcy case was previously filed against the company (Bankr. E.D. Va. Case No. 15-30526) but the case was dismissed by consent order in March 2015. The Debtor tapped David Edelberg, Esq., at Nowell Amoroso Klein Bierman, P.A., in Hackensack, New Jersey, as counsel. According to the docket, the Debtor's exclusive period to file a plan expires on Aug. 18, 2015. PHILLIPS RENTAL: Bankruptcy Court Order for Country Aire Affirmed ----------------------------------------------------------------- The United States District Court for the Eastern District of Tennessee, in Greeneville, on April 10, 2015, affirmed the Order of the Bankruptcy Court in the case docketed as IN RE: PHILLIPS RENTAL PROPERTIES, LLC, Debtor, NO. 2:12-CV-421. Debtor Phillips Rental Properties, LLC took an appeal from the order of the Bankruptcy Court for the Eastern District of Tennessee allowing Arthur S. Roberts, Jr d/b/a Country Aire Construction, as Appellee, to recover in quantum meruit. District Judge Curtis L. Collier, in his Memorandum and Judgment Order, a copy of which is available at http://is.gd/9HsgOHfrom Leagle.com, held that (1) there was sufficient evidence to sustain the bankruptcy court's finding that the fill was usable and thus a benefit to Appellant; (2) the bankruptcy court did not misallocate the burden of proof; (3) the bankruptcy court acted within its discretion when it denied Appellant leave to amend the witness and exhibit list on the second day of trial and offer previously undisclosed evidence; (4) the bankruptcy court did not err when it allowed the Appellee, a subcontractor, to pursue a quantum meruit claim against the property owner even though the Appellee failed to perfect his materialman's lien. The Bankruptcy Court's Decision was affirmed and the Clerk of Court was directed to close the case. Appellant Phillips Rental Properties, LLC and Gary Phillips Construction both filed for Chapter 11 bankruptcy on December 2010. A Trustee has not been appointed by the Court. Jason B Shorter, Bearfield & Shields & Rick J Bearfield, Bearfield & Shields, Attorney for Appellant Phillips Rental Properties, LLC. Mary F Russell, Hale, Lyle & Russell, Attorney for Appellee Arthur S Roberts, Jr. About Phillips Rental Properties Piney Flats, Tennessee-based Phillips Rental Properties, LLC, is primarily engaged in the business of real estate development for resale and rental or leasing of properties. The Company filed for Chapter 11 bankruptcy protection (Bankr. E.D. Tenn. Case No. 10-53129) on Dec. 7, 2010. Fred M. Leonard, Esq. -- fredmleonard@earthlink.net -- in Bristol, Tennessee, serves as the Debtor's bankruptcy counsel. According to its schedules, the Debtor disclosed $13,499,682 in total assets and $9,650,892 in total liabilities. No unsecured creditors committee has been appointed in the case. PRESTIGE BRANDS: S&P Assigns 'BB' Rating on $853MM Sr. Refinancing ------------------------------------------------------------------ Standard & Poor's Ratings Services assigned its 'BB' issue-level rating and '1' recovery rating on New York-based Prestige Brands Inc.'s proposed $853 million senior secured refinancing. The recovery rating indicates S&P's belief that lenders could expect very high (90%-100%) recovery in the event of payment default or bankruptcy. The ratings are subject to change, and assume the transaction closes on the substantially the same terms presented to S&P. All of S&P's existing ratings on the company, including the 'B+' corporate credit rating, are unchanged. The outlook is negative. Pro forma for the proposed refinancing, total debt outstanding is approximately $1.6 billion. S&P expects the company to use the proceeds from the refinancing to repay approximately $880 million of existing senior secured term loans. S&P will withdraw its ratings on the existing term loans upon repayment. "Our ratings on Prestige reflect its lack of international diversity in its product lines and its participation in the highly competitive over-the-counter health care and household consumer products segment, where it competes with much larger and better capitalized companies with greater resources for product development and marketing, including Johnson & Johnson and Procter & Gamble. Notwithstanding such competition, the company posts solid profit margins and benefits from strong no. 1 or no. 2 positions in niche markets. We expect the company to successfully integrate acquisitions and apply free cash flow toward debt reduction such that its "highly leveraged" credit ratios improve modestly over the next two to three years. This includes our forecast for leverage to decline to the mid-5x area by the end of fiscal 2016 and liquidity to remain adequate. Nevertheless, we consider the company's financial policy to be aggressive based on its acquisition-based growth strategy and its use of debt as its primary source to fund such transactions. Future sizable acquisitions could prevent the deleveraging that we forecast," S&P said. RATINGS LIST Prestige Brands Inc. Corporate credit rating B+/Negative/-- Ratings Assigned Prestige Brands Inc. Senior secured $853 mil. term loan BB Recovery Rating 1 PRIME TIME: Various States Want Buyer to Comply with State Laws --------------------------------------------------------------- States of Alaska, Louisiana, Alabama, Utah and other States that have issued state tobacco licenses to the Prime Time International Company et al., objected, on a limited basis, to the Debtors' motion to modify, amend an supplement asset purchase agreement and supplement sale order in aid of consummating a sale transaction. The Debtors, in the motion, sought Court authorization to modify the APA to permit certain stock transfer from the Debtors to the buyer or its assignees. One such transaction is the transfer of stock from Debtor U.S.A. Tobacco Distributing, Inc., to an assignee of the buyer. In this relation, the States sought clarification that granting the motion does not change the fundamental principal embedded in the sale order provisions -- the the buyer or its assignee must comply with the State laws governing the licenses held by USA. The States are represented by: D. Lamar Hawkins, Esq. Heather Macre, Esq. AIKEN SCHENK HAWKINS & RICCIARDI P.C. 2390 East Camelback Road, Suite 400 Phoenix, AR 85016-3479 Tel: (602) 248-8203 Fax: (602) 248-8840 E-mail: dlh@ashrlaw.com ham@ashrlaw.com About Prime Time International Prime Time International Company, formerly known as Single Stick Inc., manufactures and distributes cigarettes and little cigars. PTIC has two wholly-owned subsidiaries: USA Tobacco, which distributes PTIC's products, and 21st Century Brands, LLC, which distributes non-tobacco consumer products. Annual sales are $40 million and the company's products are in 100,000 convenience stores in North America. The company has direct accounts with each of the top 25 largest convenience store distributors in the United States. Prime Time and its two subsidiaries sought Chapter 11 bankruptcy protection (Bankr. D. Ariz. Lead Case No. 14-03518) in Phoenix on March 15, 2014. The Debtors have tapped Greenberg Traurig as attorneys, Odyssey Capital Group, LLC, as financial advisors, and Schian Walker, P.L.C., as conflicts counsel. The Debtors disclosed $26.8 million in total assets and $23.4 million in total liabilities as of Jan. 31, 2014. PROFESSIONAL PRACTICE: Case Summary & 20 Top Unsecured Creditors ---------------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Professional Practice Solutions, Inc. 15-90412 907 W. Lincoln Ave. Charleston, IL 61920 Lakeland Healthcare Group LLC 15-90413 907 W. Lincoln Ave. Charleston, IL 61920 Lakeland Radiologists, Ltd. 15-90415 907 W. Lincoln Ave. Charleston, IL 61920 RDI Vein LLC 15-60171 fdba Bella Vein Laser Center Medical SPA (S.D. Ill.) 907 W. Lincoln Ave. Charleston, IL 61920 Chapter 11 Petition Date: April 24, 2015 Court: United States Bankruptcy Court Central District of Illinois (Urbana) Judge: Hon. Mary P. Gorman (15-90412, 15-90413, and 15-90415) Hon. Kenneth J Meyers (15-60171) Debtors' Counsel: Mary Lopinot, Esq. MATHIS, MARIFIAN & RICHTER, LTD. 23 Public Sq #300 Belleville, IL 62220 Tel: 618-234-9800 Email: mlopinot@mmrltd.com Estimated Estimated Assets Liabilities ---------- ----------- Professional Practice $0-$50,000 $1MM-$10MM Lakeland Healthcare Group $0-$50,000 $10MM-$50MM Lakeland Radiologists $0-$50,000 $10MM-$50MM RDI Vein LLC $0-$50,000 $10MM-$50MM The petition was signed by Aldo C. Ruffolo, president. A list of Professional Practice's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/ilcb15-90412.pdf A list of Lakeland Healthcare's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/ilcb15-90413.pdf A list of Lakeland Radiologists's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/ilcb15-90415.pdf A list of RDI Vein LLC's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/ilsb15-60171.pdf PTC SEAMLESS: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: PTC Seamless Tube Corp. 6051 Wallace Road Ext., Suite 200 Wexford, PA 15090 Case No.: 15-21445 Type of Business: Manufacturer and marketer of steel tubing, tubular shapes, bar products, fabricated parts, and precision components. Chapter 11 Petition Date: April 26, 2015 Court: United States Bankruptcy Court Western District of Pennsylvania (Pittsburgh) Judge: Hon. Carlota M. Bohm Debtor's Counsel: Joseph D. Filloy, Esq. REED SMITH, LLP 225 Fifth Avenue Pittsburgh, PA 15222 Tel: 412-288-3842 Email: jfilloy@reedsmith.com - and - Eric A. Schaffer, Esq. REED SMITH LLP 225 Fifth Avenue, Suite 1200 Pittsburgh, PA 15222 Tel: 412-288-3131 Fax: 412-288-3063 Email: eschaffer@reedsmith.com - and - Luke A. Sizemore, Esq. REED SMITH, LLP 225 Fifth Avenue Pittsburgh, PA 15222 Tel: 412-288-3514 Fax: 412-288-3063 Email: lsizemore@reedsmith.com Debtor's CANDLEWOOD PARTNERS, LLC Investment Banker: Debtor's LOGAN & COMPANY, INC. Claims, Noticing and Balloting Agent: Total Assets: $99.3 million Total Debts: $280 million The petition was signed by Peter Whiting, chief executive officer. List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Flanders Electric Motor Equipment and $2,474,592 Service, Inc. Services 8101 Baumgart Road P.O. Box 23130 Evansville, IN 47724 CMC GH Sisak C.O.O. Contract $834,938 c/o Commercial Metals Company Claim 6565 N. MacArthur Blvd., Suite 800 Irving, TX 75039 Robinson Mechanical Contractors, Inc. Equipment and $793,709 d/b/a Robinson Construction Company Construction 2411 Walters Lane Supervision Perryville, MO 63775 Services Tenova Core Inc. Services on $679,392 Cherrington Corporate Center Rotary Hearth 100 Corporate Center Drive Furnace Coraopolis, PA 15108 Airline Hydraulics Corporation Equipment and $266,199 3557 Progress Drive Services Bensalem, PA 19020-8505 Agreement Tencarva Machinery Company Professional $264,012 2929 Kraft Drive Services Nashville, TN 37204 Agreement SMS Meer GmbH Equipment $250,000 Ohlerkirchweg 66 Purchase 41069 Monchengladbach, Germany Agreement Parkson Corporation Services and $239,048 Equipment for Sand Filter Modules Extreme Machine & Fabricating, Inc. Services $180,664 Agreement Paducah Gear & Machine Co., L.C. Equipment $156,845 and Services Agreement Ram Corporation, Inc. Equipment $146,831 and services Pennyrile Rural Electric Cooperative Industrial $135,542 Corp. Power Contract SSOE, Inc. d/b/a SSOE Group Engineering $128,578 and Design Services Advanced Machine & Engineering Co. Equipment and $121,475 Services Agreement Traughber Mechanical Services, Inc. Equipment and $95,892 Services Agreement SMS Meer Service Inc Technical $94,246 Advisory Services Earth Science Engineering, LLC Equipment $90,900 Services Agreement Midwest Transatlantic Lines, Inc. Freight $64,142 Forwarding Mechanical Resource Group LLC Professional $48,569 Services Agreement Hotwork – USA, LLC Equipment $47,840 Services PTC SEAMLESS: Ch. 11 Bankruptcy Filing No Impact on PTC Alliance ---------------------------------------------------------------- PTC Alliance Corp. on April 27 disclosed that the Chapter 11 bankruptcy filing of PTC Seamless will have no impact on PTC Alliance's operations, customers, vendors or employees. Both companies are owned by PTC Group Holdings. PTC Alliance is the leading global producer of Drawn Over Mandrel steel tubing and related products and operates eight facilities across the Midwest. Seamless is a steel tubing mill construction project geared toward the oil and gas market. PTC Alliance operations are completely separate from those of Seamless, and the two companies are different corporate entities. "PTC Alliance remains profitable, stable and healthy," said Peter Whiting, CEO of PTC Group Holdings. "PTC Alliance is a separate corporate entity from Seamless and as such will continue uninterrupted in the normal course of business despite this filing by Seamless." Cary Hart, president of PTC Alliance, emphasized, "PTC Alliance's customers will not experience any delays in delivery. Our vendors will continue to be paid in normal course, and we continue to order and receive steel for our plants as usual. Employees, vendors and customers will not see any changes in how we operate – it's simply business as usual." Ms. Hart added, "We are very pleased with the support we continue to enjoy from our investors, lenders and the financial community. The core business of PTC Alliance is seeing a strengthening order book with key customers and has recently received important new pieces of business for programs starting later this year. Although the steel industry has recently experienced some pricing pressures, our end customers are operating as usual to fulfill their existing demand and are optimistic about ongoing growth." RESIDENTIAL CAPITAL: Lahrman's Motion for Contempt Denied --------------------------------------------------------- Bankruptcy Judge Martin Glenn denied Timothy J. Lahrman's motions for relief and for contempt filed in the case captioned In re: RESIDENTIAL CAPITAL, LLC, et al., Debtors, CASE NO. 12-12020 (MG), JOINTLY ADMINISTERED (S.D.N.Y.). The court concluded that Lahrman has failed to establish any "fraud on the court" warranting relief from the court's prior rulings against him. Accordingly, his motion for relief was denied. In likewise denying Lahrman's contempt motion, the court reasoned that Lahrman has failed to allege any facts establishing that Ally Financial Inc. or GMAC Mortgage, LLC have violated any court order. A copy of the memorandum opinion and order dated April 10, 2015 is available at http://is.gd/3lukkcfrom Leagle.com. About Residential Capital Residential Capital LLC, the unprofitable mortgage subsidiary of Ally Financial Inc., filed for bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012. Neither Ally Financial nor Ally Bank is included in the bankruptcy filings. ResCap, one of the country's largest mortgage originators and servicers, was sent to Chapter 11 with 50 subsidiaries amid "continuing industry challenges, rising litigation costs and claims, and regulatory uncertainty," according to a company statement. ResCap disclosed $15.7 billion in assets and $15.3 billion in liabilities at March 31, 2012. Centerview Partners LLC and FTI Consulting are acting as financial advisers to ResCap. Morrison & Foerster LLP is acting as legal adviser to ResCap. Curtis, Mallet-Prevost, Colt & Mosle LLP is the conflicts counsel. Rubenstein Associates, Inc., is the public relations consultants to the Company in the Chapter 11 case. Morrison Cohen LLP is advising ResCap's independent directors. Kurtzman Carson Consultants LLP is the claims and notice agent. Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves as counsel to Ally Financial. ResCap sold most of the businesses for a combined $4.5 billion. The Bankruptcy Court in November 2012 approved ResCap's sale of its mortgage servicing and origination platform assets to Ocwen Loan Servicing, LLC and Walter Investment Management Corporation for $3 billion; and its portfolio of roughly 50,000 whole loans to Berkshire Hathaway for $1.5 billion. Judge Martin Glenn in December 2013 confirmed the Joint Chapter 11 Plan co-proposed by Residential Capital and the Official Committee of Unsecured Creditors. RIZZO BOTTIGLIERI: Italian Proceeding Recognized Under Ch. 15 ------------------------------------------------------------- Judge David R. Jones of the U.S. Bankruptcy Court for the Southern District of Texas issued an order granting recognition of Rizzo Bottiglieri-De Carlini Armatori, S.P.A.'s application for Concordato Preventivo pursuant to Section 160 of R.D. 267/1942 Italian Insolvency Law before the Court of Torre Annunizata pursuant to Section 1517(a) of the U.S. Bankruptcy Code. The U.S. Court recognized the Italian Proceeding as a foreign main proceeding pursuant to Section 1517(b)(1) of the U.S. Bankruptcy Code and afforded the Debtor relief under Section 1520 of the U.S. Bankruptcy Code, including the stay protections under Section 362. About Rizzo Bottiglieri-De Carlini Rizzo Bottiglieri-De Carlini Armatori S.p.A. offers marine freight transportation services. The company owns and operates fleet of Aframax and Post Panamax tankers. RBDA was founded in 1850 and is based in Torre del Greco, Italy. RBDA filed an application before the Court of Torre Annunziata (Italy) for Concordato Prevenitvo pursuant to Sec. 161, sixth paragraph, of the Bankruptcy Law on Feb. 3, 2015. The Court of Torre Annunziata opened the proceeding on Feb. 12, 2015. RBDA's attorneys in the Italian proceedings can be reached at: Michele Sandulli, Esq. Attorney and Founder SANDULLI & ASSOCIATI STUDIO LEGALE Naples, Rome, Milan and Avellino, Italy Rizzo Bottiglieri filed a Chapter 15 bankruptcy petition (Bankr. S.D. Tex. Case No. 15-32041) in Houston, Texas on April 8, 2015, to seek U.S. recognition of its Italian proceedings. Giuseppe Mauro Rizzo, in his capacity as director and foreign representative, signed the petition. The Debtor is estimated to have assets and debt of $500 million to $1 billion. George Michael Chalos, Esq., at Chalos & Co, P.C., in Oyster Bay, New York, serves as counsel in the U.S. case. ROADRUNNER ENTERPRISES: Cancels Sale of 16633 Jefferson Property ---------------------------------------------------------------- Roadrunner Enterprises Inc. informed the U.S. Bankruptcy Court for the Eastern District of Virginia that it is withdrawing its motion to sell its 4.03-acre real property located at 16633 Jefferson Davis Highway, Chesterfield, Virginia. The Debtor had filed a motion seeking to sell the property to Shawn Dunn for $140,000. The Debtor did not explain the basis of the withdrawal. About Roadrunner Enterprises Headquartered in Chesterfield County, Virginia, Roadrunner Enterprises Inc. owns the Roadrunner Campground and more than 70 rental properties, lots, and other real estate interests. Roadrunner Enterprises filed for Chapter 11 bankruptcy protection (Bank. E.D. Va. Case No. 15-30604) on Feb. 6, 2015. The petition was signed by Carl Adenauer, president. David K. Spiro, Esq., at Hirschler Fleischer, P.C., serves as the Debtor's counsel. Judge Kevin R. Huennekens presides over the case. The Debtor estimated assets and liabilities of at least $10 million. No trustee or examiner has yet been appointed in this Chapter 11 case, and no committees have yet been appointed or designated. ROADRUNNER ENTERPRISES: Has Until May 6 to Use Cash Collateral -------------------------------------------------------------- U.S. Bankruptcy Judge Kevin Huennekens signed off a stipulated order authorizing Roadrunner Enterprises Inc.'s continued use of cash collateral until May 6, 2015. The stipulation was entered between the Debtor and Bank of Southside Virginia. BSV consented to the use of cash collateral to continue the Debtor's business. As adequate protection from any diminution value of the lender's collateral, the Debtor will grant BSV postpetition and renewal liens in the collateral; and a superpriority administrative expense claim status. The Debtor will also make payment to BSV of all cash flow collected in excess of expenditures made in accordance with the budget on April 30. The Court will convene a final hearing on May 6, at 2:00 p.m., to consider the Debtor's further access to the cash collateral. About Roadrunner Enterprises Inc. Headquartered in Chesterfield County, Virginia, Roadrunner Enterprises Inc. owns the Roadrunner Campground and more than 70 rental properties, lots, and other real estate interests. Roadrunner Enterprises filed for Chapter 11 bankruptcy protection (Bank. E.D. Va. Case No. 15-30604) on Feb. 6, 2015. The petition was signed by Carl Adenauer, president. David K. Spiro, Esq., at Hirschler Fleischer, P.C., serves as the Debtor's counsel. Judge Kevin R. Huennekens presides over the case. The Debtor estimated assets and liabilities of at least $10 million. ROADRUNNER ENTERPRISES: Sells 20207 Stonewood Property for $130K ---------------------------------------------------------------- Roadrunner Enterprises Inc. sought and obtained approval from the U.S. Bankruptcy Court for the Eastern District of Virginia to sell real property located at 20207 Stonewood Manor Drive, Chesterfield, Virginia, for $130,000. On March 17, 2015, the Debtor entered into a contract to sell the property to Juaneika T. Shands for $130,000. The Debtor agreed to pay $5,000 toward the purchaser's closing costs. The Debtor also agreed to make certain repairs estimated at or about $350 to $750. On the Petition Date, the Debtor valued the property at $160,000. On or about Dec. 18, 2002, the Debtor executed a Credit Line Deed of Trust, whereby the Debtor granted The Bank of Southside Virginia ("BSV") a deed of trust on the property for any and all obligations of the Debtor to BSV in the maximum principal amount of $90,800. The Debtor believes the payoff to BSV for this particular loan, as of the date of filing, was approximately $66,064. The Debtor has various other outstanding obligations to BSV, which, in the aggregate, exceed $90,800. The Court authorized the Debtor to pay to BSV $90,800. The Debtor will further pay the contemplated brokerage fee of 6% of the purchase price to Harris & Associates, Inc., and any other closing costs from the sales proceeds. In consultation with BSV regarding the amount of interest and fees associated with the property, the Debtor may make further payment for such interest and fees in an amount to be determined. If there are any excess sale proceeds remaining, the Debtor believes those excess sale proceeds are unencumbered, will be retained by the Debtor, and will be used to fund ongoing business operations. About Roadrunner Enterprises Headquartered in Chesterfield County, Virginia, Roadrunner Enterprises Inc. owns the Roadrunner Campground and more than 70 rental properties, lots, and other real estate interests. Roadrunner Enterprises filed for Chapter 11 bankruptcy protection (Bank. E.D. Va. Case No. 15-30604) on Feb. 6, 2015. The petition was signed by Carl Adenauer, president. David K. Spiro, Esq., at Hirschler Fleischer, P.C., serves as the Debtor's counsel. Judge Kevin R. Huennekens presides over the case. The Debtor estimated assets and liabilities of at least $10 million. No trustee or examiner has yet been appointed in this Chapter 11 case, and no committees have yet been appointed or designated. ROBERT MEIER: Court Denies Shrock's Bid to Bar and Strike --------------------------------------------------------- Bankruptcy Judge Jack B. Schmetterer denied Edward Shrock's amended motion to bar and strike in the case captioned In re: Robert J. Meier, Chapter 7 (Converted from Chapter 11), Debtor, BANKRUPTCY NO. 14-BK-10105 (N.D. Ill.). Edward Shrock filed a proof of claim in this bankruptcy case for $28 million based on matters related to a pending state court litigation captioned Shrock v. Meier. He also filed an Adversary Proceeding to bar dischargeability of his claim. Shrock then moved to bar Robert Meier and his attorneys from taking any actions in the bankruptcy court or in state court relating to the pending state court litigation. He also moved to strike Meier's motion to reinstate the automatic stay. In a memorandum opinion dated April 13, 2015 available at http://is.gd/fZu29gfrom Leagle.com, Judge Schmetterer stated that in order for Meier to defend the adversary proceedings brought against him, he must be able to defend the state court case seeking to impose liability on him. The court also found that Meier has standing in the bankruptcy court to object to Shrock's proof of claim. He also has standing in the state court because the case could also affect what Meier will owe even after the bankruptcy. Shrock's motion to strike was denied as moot. ROBERT MEIER: Payment to Special Counsel for Debtor Allowed ----------------------------------------------------------- Bankruptcy Judge Jack B. Schmetterer allowed the payment of reasonable compensation and reimbursement of expenses to the special counsel for the debtor in the case captioned IN THE MATTER OF: ROBERT J. MEIER, Debtor, CASE NO. 14 B 10105 (N.D. Ill.). Robert Meier filed for bankruptcy relief under Chapter 11 of the Bankruptcy Code on March 20, 2014. After lengthy litigation both in bankruptcy court and in state court, Meier voluntarily converted his case to Chapter 7. Ungaretti & Harris LLP ("U&H") was employed as special counsel and represented Meier in a litigation case pending before the state court. U&H moved for entry of an order allowing and paying compensation and reimbursement of expenses to U&H on an interim basis. Attorneys for creditor Edward Shrock filed objections. In an opinion dated April 13, 2015 available at http://is.gd/sygHPR from Leagle.com, the court found that Shrock's objections were for necessary work and reasonable time for each work entry. Those objections were overruled and Judge Schmetterer allowed fees in the amount sought less hours disallowed plus $2,654 in allowed expenses. SABRA HEALTH: Fitch Affirms 'BB' Issuer Default Rating ------------------------------------------------------ Fitch Ratings has affirmed and assigned the following Recovery Ratings (RRs) to two U.S. Equity REIT sector issuers with 'BB' category Issuer Default Ratings (IDRs): Sabra Health Care REIT, Inc. -- Issuer Default Rating (IDR) at 'BB+'; -- Preferred Stock at 'BB-'/'RR6'. Sabra Health Care Limited Partnership -- IDR at 'BB+'; -- Unsecured revolving credit facility at 'BB+'/'RR4'; -- Unsecured term loan at 'BB+'/'RR4'; -- Senior unsecured notes at 'BB+'/'RR4'. The assignment of the recovery ratings reflects 'Recovery Ratings and Notching Criteria for Non-Financial Corporates issuers' criteria dated Nov. 18, 2014, which allows for the assignment of RRs for issuers with IDRs in the 'BB' category. SCHWAB INDUSTRIES: Bid to Exceed 20-Page Limit for Memoranda OK'd ----------------------------------------------------------------- Bankruptcy Judge Russ Kendig granted the defendant's motion to exceed the 20-page limit for memoranda in the case captioned JOHN B. PIDCOCK, AS CREDITOR TRUSTEE, Plaintiff, v. JERRY A. SCHWAB, et al., Defendants, ADV. NO. 12-6022 (Bankr. N.D. Ohio) John B. Pidcock is trustee of the creditor trust established through debtor SII Liquidation Company's liquidation plan. Defendants were shareholders, board members, directors and/or officers of the debtor. Pidcock sought damages for the defendants' alleged breaches of fiduciary duties, including self-dealing, in operating the debtor. The defendant David Schwab filed a 55-page motion for summary judgment and a motion to exceed Rule 9013-2(a)'s 20-page limit and a memorandum in support. The court found that the defendant followed the proper procedure and provided a foundation for his request to exceed the page limit. In its memorandum of decision dated April 9, 2015 available at http://is.gd/SiyKY9from Leagle.com, Judge Kendig granted the motion. He set the page limit at 55 pages and Trustee may have 55 pages to respond. About Schwab Industries Dover, Ohio-based Schwab Industries, Inc., produced, supplied and distributed ready-mix concrete, concrete block, cement and related supplies to commercial, governmental and residential contractors throughout Northeast Ohio and Southwest Florida. The Company filed for Chapter 11 bankruptcy protection (Bankr. N.D. Ohio Case No. 10-60702) on Feb. 28, 2010. Affiliates Medina Cartage Co.; Medina Supply Company; Quality Block & Supply, Inc.; O.I.S. Tire, Inc.; Twin Cities Concrete Company; Schwab Ready-Mix, Inc.; Schwab Materials, Inc.; and Eastern Cement Corp. also sought bankruptcy protection. The Parkland Group, Inc., provided restructuring services and designated Laurence V. Goddard as Chief Restructuring Officer. Hahn Loeser & Parks LLP served as bankruptcy counsel. Brouse McDowell, LPA, served as special counsel. Garden City Group, Inc., served as claims, noticing and balloting agent. The Company estimated its assets and liabilities at $50 million to $100 million. As part of the bankruptcy, substantially all of the Debtors' assets via auction. The Court entered a sale order on May 28, 2010. Subsequently, the Court confirmed a liquidation plan. Through the sale and plan, a creditor trust was established for the benefit of the unsecured creditors and John B. Pidcock was designated Creditor Trustee. The Debtor was later renamed SII Liquidation Company. SEACOR HOLDINGS: Fitch Affirms 'BB-' IDR, Outlook Stable -------------------------------------------------------- Fitch Ratings has affirmed and assigned a Recovery Rating (RR) to these U.S. energy company: SEACOR Holdings Inc. -- Long-term Issuer Default Rating (IDR) at 'BB-'; -- Senior unsecured notes at 'BB-/RR4'. The Rating Outlook is Stable. The assignment of the Recovery Rating reflects Fitch's 'Recovery Ratings and Notching Criteria for Non-Financial Corporates Issuers' (dated Nov. 18, 2014), which allows for the assignment of RRs to issuers with IDRs in the 'BB' category. SEACOR HOLDINGS: S&P Revises Outlook to Neg. & Affirms 'BB-' CCR ---------------------------------------------------------------- Standard & Poor's Ratings Services said it revised the rating outlook on SEACOR Holdings Inc. to negative from stable and affirmed the 'BB-'corporate credit rating. S&P also affirmed the issue-level rating on the company's senior unsecured debt at 'BB-'. The recovery rating on this debt is unchanged at '3', indicating S&P's expectation of meaningful recovery (50% to 70%; lower half of range) for creditors if a payment default occurs. "The outlook revision primarily reflects our expectation of weaker leverage measures than previously anticipated due to revised operating assumptions and the recently announced term loan debt under the company's joint venture, SEA-Vista I LLC," said Standard & Poor's credit analyst John Rogers. SEA-Vista I, a joint venture in which SEACOR holds a 51% controlling interest, recently announced it has entered into a $300 million credit facility consisting of a $100 million revolving facility, $80 million term loan, and a $120 million delayed-draw term loan. The SEA-Vista debt is nonrecourse to SEACOR, but consolidated to SEACOR's financials. S&P expects the company to draw down the facility to redeem Title XI bonds (about $80 million outstanding), fund working capital, fund committed capital to build three new product tankers, purchase a chemical articulated tug barge within the Shipping Services segment, and for general corporate purposes. The Title XI bonds were issued in 2005 through the U.S. Government to finance the purchase of product tankers owned by subsidiaries of SEACOR. The ratings on SEACOR reflect S&P's view of the company's "weak" business risk and "aggressive" financial risk profiles and "strong" liquidity. The negative rating outlook reflects S&P's view that SEACOR's credit measures will deteriorate as a result of the joint venture debt issuance and weakening market conditions, especially due to reduced activity by exploration and production operators in the Gulf of Mexico. SETA ROSE MAMMOLA: Court Grants Bid to Dismiss Husband's Suit ------------------------------------------------------------- Bankruptcy Judge Joan N. Feeney granted the defendants' motion to dismiss Robert Mammola's Amended Complaint in the case captioned ROBERT J. MAMMOLA, Plaintiff v. KATHLEEN P. DWYER, as TRUSTEE AND MacLEAN HOLLOWAY DOHERTY ARDIFF & MORSE, P.C., Defendants, ADV. P. NO. 14-1249 (D. Mass.). Judge Feeney found that Robert Mammola lacked standing and his amended complaint failed to state any plausible claims for relief against the defendants. A copy of the memorandum dated April 9, 2015 is available at http://is.gd/Y2Egrjfrom Leagle.com. Seta Rose Mammola filed a voluntary Chapter 11 petition (Bankr. D. Mass. Case No. 10-15148) on May 12, 2010. Kathleen P. Dwyer was appointed as the Chapter 11 trustee, and the court authorized her to employ the law firm MacLean Holloway Doherty Ardiff & Morse, P.C. as her counsel. The Chapter 11 Trustee and the Debtor were unable to obtain confirmation of a Chapter 11 plan of reorganization. On April 22, 2013, the Chapter 11 Trustee filed a Motion to Convert the Debtor's Chapter 11 case to a case under Chapter 7. The Court granted the Chapter 11 Trustee's Motion. The Court entered a discharge order in favor of the Debtor on October 24, 2013. On July 27, 2010, Seta Rose's spouse, Robert J. Mammmola, acting pro se, filed a voluntary Chapter 7 petition (Case No. 10-18070). SHAFI KEISLER: Wins Summary Judgment in Mission Compound Suit ------------------------------------------------------------- Bankruptcy Marcia Phillips Parsons granted the motion filed by Defendant Shafi Jamal Keisler for summary judgment in the case docketed as MISSION COMPOUND, LLC; COURMONT & WAPNER ASSOCIATES; DR. R. GLENN HALL; JOHN BRACKEN; and JORDAN E. GLAZOV, Plaintiffs, v. SHAFI JAMAL KEISLER, Defendant, ADV. PRO. NO. 14-3018 (Bankr. E.D. Tenn.). Judge Parsons ruled that "this court's prior ruling in the Section 506 Adversary Proceeding precludes the Plaintiffs from claiming their damages were proximately caused by the Defendant's alleged misrepresentations. Further, the record is devoid of any evidence of deceit, trickery, or an intention by the Defendant to cheat or defraud the Plaintiffs. Reduced to its essential facts, this case simply involves an innocent misstatement of ownership that was not fatal and a broken pledge to protect and defend security interests three years after the fact. Neither the misstatement nor the broken pledge, whether considered singularly or collectively with the other evidence in this case, comes close to constituting fraud. Drawing all reasonable inferences from the undisputed facts in favor of the Plaintiffs, the evidence remains so one-sided in favor of the Defendant that he must prevail as a matter of law. Accordingly, an order will be entered granting Defendant's summary judgment motion and denying that of the Plaintiffs." A copy of the Judge Parson’s April 15, 2015 Memorandum, is available at http://is.gd/UPivESfrom Leagle.com. Attorney for Plaintiffs: James Kelly Giffen, Esq. Post Office Box 2649 Knoxville, TN 37901 Attorney for Defendant: Michael H. Fitzpatrick, Esq. 800 South Gay St., Suite 2121 Knoxville, TN 37929 Shafi Keisler and his wife Kelly Dickens filed a voluntary petition for bankruptcy relief under chapter 11 of the Bankruptcy Code (Bankr. E.D. Tenn. Case No. 08-34321) on September 29, 2008. Mr. Keisler and Ms. Dickens' bankruptcy case was converted from chapter 11 to chapter 7 on January 16, 2014, without a plan of reorganization being confirmed. SPRINGFIELD INSURANCE: A.M. Best Puts 'B-' FSR Under Review ----------------------------------------------------------- A.M. Best Co. has placed under review with positive implications the financial strength rating (FSR) of B- (Fair) and the issuer credit rating (ICR) of "bb-" of Springfield Insurance Company (Springfield) (Covina, CA). The rating action follows Springfield's announcement that it has entered into a definitive agreement for the sale of Springfield to AmTrust Financial Services, Inc. (AmTrust) [NASDAQ:AFS]. The under review with positive implications reflects A.M. Best's ratings of the property/casualty subsidiaries of AmTrust, which are assigned an FSR of A (Excellent) and the ICRs of "a." Springfield is a wholly owned subsidiary of Unified Grocers Inc. and provides insurance coverage to the grocery industry, specifically workers' compensation and certain liability/property lines. AmTrust is a multinational insurance holding company with expertise in property and insurance products including workers' compensation, commercial automobile, general liability and extended service and warranty coverage through its primary insurance subsidiaries. AmTrust views the proposed acquisition of Springfield as a means of expanding its insurance platform with this niche business. The positive implications reflect the expected benefits Springfield will receive from being part of a larger organization. While there is some execution risk involved in Springfield's integration into the AmTrust organization, the company will be a member of a larger, strongly capitalized insurance organization and should realize some economies of scale. The ratings will remain under review with positive implications pending the completion of the acquisition of Springfield by AmTrust. SPRINGMORE II: Authorized to Sell Virginia Hotel for $715,000 ------------------------------------------------------------- The Bankruptcy Court authorized Springmore II, LLC, to sell its hotel, including all personal property therein, located at 140 Lithia Road, Wytheville, Virginia, to Bob and Remile Patel, or their assigns, for $715,000. On Oct. 20, 2014, the Debtor entered into a purchase and sale agreement with Bob and Remile Patel. Mr. and Ms. Patel are in no way related to the Debtor or its principals and the agreement was negotiated at arm's length. The property conveyed includes the real estate and all furniture, fixtures, equipment and any other personal property of any kind, excluding the Debtor's cash accounts and receivables. At the time of the bankruptcy filing, the Debtor estimated the market value of the Property at $1,500,000. The purchasers have agreed to pay a $5,000 earnest money deposit upon the agreement of their lender to finance the transaction. There was no written or oral objection to the sale. About Springmore II LLC Bettye J. Morehead, Brown Edwards & Co., and DBK Investments & Development Corporation, filed an involuntary petition for Chapter 11 against Wytheville, Virginia-based Springmore II, LLC (Bankr. S.D. W.Va. Case No. 13-50064) on April 1, 2013. Judge Ronald G. Pearson presides over the case. Joe M. Supple, Esq., at Supple Law Office, PLLC, in Point Pleasant, West Virginia, represents the petitioners as counsel. The Court entered a default order for relief on May 1, 2013. George L. Lemon, Esq., represents the Debtor as counsel. The U.S. Trustee has been unable to appoint a committee of unsecured creditors. TECHNIPLAS LLC: S&P Assigns 'B' CCR; Outlook Stable --------------------------------------------------- Standard & Poor's Ratings Services said that it has assigned its 'B' corporate credit rating to Wisconsin-based plastics manufacturer Techniplas LLC. The outlook is stable. At the same time, S&P assigned its 'B' issue-level rating and '3' recovery rating to the company's $175 million senior secured notes. The '3' recovery rating indicates S&P's expectation that debtholders would realize meaningful (50%-70%; at the lower end of the range) recovery in the event of a payment default. The debt issuance also includes an unrated $30 million ABL revolving credit facility, which S&P expects to be undrawn as of the close of the transaction. "Our ratings on Techniplas LLC reflect the multiple industry risks automotive suppliers face, including volatile demand, high fixed costs, intense competition, and the potential for severe pricing pressure," said Standard & Poor's credit analyst Naomi Dsouza. "In addition, Techniplas is relatively small and has a narrow scope selling highly engineered plastic components in fragmented markets." The company's technical capabilities and longstanding customer relationships somewhat offset these risks. S&P believes the company is well positioned to benefit from the metal-to-plastic conversion trend in the auto sector, which is being propelled by the industry's emphasis on decreasing weight and increasing fuel efficiency. Furthermore, the company's 2014 acquisition of Swiss-based Weidplas expanded its geographic reach and manufacturing footprint and will allow it to participate in the original equipment manufacturers' (OEM) global platform strategy over the longer term. Still, the company's smaller size (relative to most other auto suppliers that S&P rates) could limit its maneuverability if auto production became more volatile or raw material prices rise unexpectedly. The stable outlook reflects S&P's view that the company will continue to sustain its average profitability, generate a FOCF-to-debt ratio in the 5% range, and maintain leverage at or less than 5x, which is consistent with S&P's expectations for the rating. S&P could lower the rating over the next 12 months if the company pursues any extraordinary shareholder distributions or other large debt-financed acquisitions that would increase its debt leverage to over 5x on a sustained basis with a FOCF-to-debt ratio of less than 5%. Though improbable over the next 12 months, S&P could raise its rating once the combined company demonstrates a track record of improved operating performance, potentially through continued new business wins and ongoing cost reductions. This scenario would also assume that the company makes no meaningful debt-funded acquisitions or shareholder distributions in the near term while continuing to generate and sustain a FOCF-to-debt ratio of more than 10% with debt leverage of less than 4.0x. THRONE PETROLEUM: Public Foreclosure Sale Slated for May 8 ---------------------------------------------------------- Guggenheim Corporate Funding LLC, as secured party, will hold a public non-judicial foreclosure sale under the Uniform Commercial Code of certain personal property collateral of Throne Petroleum Reata Properties GP LLC and three of its affiliates on May 8, 2015 at 10:00 a.m. (Houston, Texas Time) at the Offices of Haynes and Boone LLP, 1221 McKinney Street, Suite 2100 in Houston Texas. The collateral subject to the sale consists of all of each of the Debtors' rights, titles and interest under the agreement of limited partnership of Throne Petroleum Reata dated as of March 10, 2014. For further information concerning the collateral or sale, contact Adam Fassnacht of Guggenheim Corporate at Tel: (212) 293-7873, or Kraig Grahmann of Haynes and Boone at Tel: (713) 547-2048 or email at kraig.grahmann@haynesboone.com Based in Houston, Texas, Throne Petroleum -- http://www.thronepetro.com-- engages in the exploitation of oil resources in North America. TRANSAKT LTD: Reports $7.09-Mil. Net Loss in 2014 ------------------------------------------------- TransAKT Ltd. reported a net loss of $7.09 million on $450,000 in revenue for the year ended Dec. 31, 2014, compared to a net loss of $10.52 million on $360,000 of revenue in the same period last year. KCCW Accountancy Corp. expressed substantial doubt about the Company's ability to continue as a going concern, citing the Company has accumulated deficit of $21.5 million and $14.4 million at December 31, 2014 and 2013, respectively, including net losses of $7.09 million and $10.5 million during the years ended Dec. 31, 2014 and 2013, respectively. The Company's balance sheet at Dec. 31, 2014, showed $1.26 million in total assets, $1.13 million in total liabilities, and stockholders' equity of $136,000. A copy of the Form 10-K filed with the U.S. Securities and Exchange Commission is available at: http://is.gd/3n39HQ About TransAKT Ltd. Based in Yangmei City, Taoyuan, Taiwan, TransAKT Ltd., a Nevada corporation, has operated principally as a research and development company since its inception but abandoned its telecommunications technology business in fiscal 2012. Through its wholly owned subsidiary, Vegfab Agricultural Technology Co. Ltd., it is now engaged in the manufacture, marketing and sale of hydroponic and LED based agricultural equipment for commercial and home use. * * * As reported in the TCR on April 19, 2013, KCCW Accountancy Corp., in Diamond Bar, Calif., expressed substantial doubt about TransAKT Ltd.'s ability to continue as a going concern, citing the Company's accumulated deficit of $3,911,792 at Dec. 31, 2012, including net losses of $1,338,033 and $337,463 during the years ended Dec. 31, 2012, and 2011, respectively. TRIGEANT HOLDINGS: Dock Use Agreement Not Property of Estate ------------------------------------------------------------ U.S. Bankruptcy Judge Erik P. Kimball determined that the Bay/Berry Agreements and Material Railroad Contracts is not property of the estate of Trigeant Holdings, Ltd., et al., and is not subject to sale by the Debtors. The Debtors; Dan Sargeant, Harry Sargeant, Jr., and James Sargeant (the Consenting Owners); and BTB Refining, LLC, filed their joint request for expedited ruling on ownership of Bay/Berry Agreements. The movants asked the Court to rule on their pending dispute over ownership of that certain Dock Use, Construction, Maintenance & Option Agreement, effective as of Nov. 1, 2001, among Berry GP, Inc., Berry Contracting, LP, and Trigeant. The movants related that the Debtors' joint plan of reorganization proposes, among other things, the sale of substantially all property of the estate. The Dock Use Agreement is included as an asset subject to sale under the plan. Confirmation in the above-captioned cases is scheduled to begin on May 4, 2015. In determining whether to confirm the Debtors' plan, the Court must address whether the Dock Use Agreement is property of the estate transferable by the Debtors. BTB contended that the Dock Use Agreement is personal property, was obtained by BTB in a foreclosure sale in September 2008, is not property of the estate in the cases, and so cannot be sold under the Debtors' plan. The Debtor, in response to BTB's objection, stated that BTB failed to rebut that the overarching purpose of the inter-connected relationship between Trigeant and Bay/Berry is to provide all parties with greater access across the various adjacent parcels of real property, roadways, waterlines, pipelines, and the waterway abutting the Dock. BTB's attorneys can reached at: Charles W. Throckmorton, Esq. KOZYAK TROPIN & THROCKMORTON, P.A. 2525 Ponce de Leon Blvd., 9th Floor Miami, FL 33134 Tel: (305) 372-1800 Fax: (305) 372-3508 E-mail: cwt@kttlaw.com About Trigeant Holdings Trigeant, owner of a Corpus Christi, Texas oil refinery, provides fuel and asphalt products to the housing and transportation industries. The company is owned by Palm Beach, Florida billionaire Harry Sargeant III and members of his family. On Nov. 26, 2014, Trigeant filed its first bankruptcy In re Trigeant Ltd., 13-38580. The case was dismissed on April 1, 2014. Trigeant Holdings, Ltd., and Trigeant, LLC, filed Chapter 11 bankruptcy petitions (Bankr. S.D. Fla. Case Nos. 14-29027 and 14-29030, respectively) on Aug. 25, 2014, amid a dispute among members of the Sargeant family. Mr. Sargeant's two brothers, Daniel and James, and his father, Harry Sargeant II, sent Trigeant to bankruptcy to fend off Mr. Sargeant III's bid to seize control of the company's primary asset. The family says Mr. Sargeant III, who has a $22 million lien against the plant through a company he controls called BTB Refining LLC, is attempting to prevent the refinery from operating in an effort to lower its value and obtain ownership of it. Trigeant Holdings estimated both assets and liabilities of $50 million to $100 million. Berger Singerman LLP serves as the Debtors' counsel. The Bankruptcy Court set the general claims bar date as Oct. 17, 2014, and March 31, 2015, as the deadline by which governmental entities must file proofs of claims. The Debtors filed on Sept. 16, 2014, their Joint Plan of Reorganization under Chapter 11 of the Bankruptcy Code. The Plan is premised on the sale of substantially all of the Debtors' assets to Gravity Midstream Corpus Christi, LLC. The Plan provides that holders of Allowed Claims will be paid in full, in cash. The U.S. Trustee for Region 21 has not appointed a committee of unsecured creditors. TRIGEANT HOLDINGS: Scott Silverman Is Mediator ---------------------------------------------- U.S. Bankruptcy Judge Erik P. Kimball directed Trigeant Holdings, Ltd., et al., Dan Sargeant, Harry Sargeant, Jr., and James Sargeant (Consenting Owners); and Harry Sargeant III and his affiliated entities -- BTB Refining, LLC and International Oil Trading Company, Ltd. -- to mediate their pending disputes with their chosen mediator, Scott Silverman. The Court also ordered that the mediator's fees and expenses will be paid by the Consenting Owners (one-half) and Harry Sargeant III (one-half). Each of the Mediating Parties is ordered to attend the mediation in person, with authority to negotiate and settle (i) on his or its own behalf and (ii) on behalf of any corporate entities that are owned or controlled by such Mediating Parties and that are parties to any pending state or federal court litigation in which any Sargeant family entities are adverse to one other. The parties agreed to refer all contested matters in Debtors main bankruptcy cases, including all matters relating to confirmation of the Debtors' Plan, and all matters in adversary proceedings, to mediation before a qualified mediator as selected by the parties or appointed by the Court. The parties requested that a mediation occur no later than April 29, 2015. The Debtors' Plan contemplates the sale of the Debtors principal asset, a crude processing unit in Corpus Christi, Texas to a buyer for the purchase price of $100 million. The Debtors and Consenting Owners expect that the hearing on confirmation of the Plan, scheduled for May 4-6, 2015, will be contested. In an effort to determine whether a global resolution of the plan confirmation and other matters can be reached, the Debtors and Consenting Owners are prepared to mediate all outstanding issues between them and Harry Sargeant III, BTB Refining LLC, PDVSA Petroleo, S.A., and their respective affiliates and entities and other interested parties. About Trigeant Holdings Trigeant, owner of a Corpus Christi, Texas oil refinery, provides fuel and asphalt products to the housing and transportation industries. The company is owned by Palm Beach, Florida billionaire Harry Sargeant III and members of his family. On Nov. 26, 2014, Trigeant filed its first bankruptcy In re Trigeant Ltd., 13-38580. The case was dismissed on April 1, 2014. Trigeant Holdings, Ltd., and Trigeant, LLC, filed Chapter 11 bankruptcy petitions (Bankr. S.D. Fla. Case Nos. 14-29027 and 14-29030, respectively) on Aug. 25, 2014, amid a dispute among members of the Sargeant family. Mr. Sargeant's two brothers, Daniel and James, and his father, Harry Sargeant II, sent Trigeant to bankruptcy to fend off Mr. Sargeant III's bid to seize control of the company's primary asset. The family says Mr. Sargeant III, who has a $22 million lien against the plant through a company he controls called BTB Refining LLC, is attempting to prevent the refinery from operating in an effort to lower its value and obtain ownership of it. Trigeant Holdings estimated both assets and liabilities of $50 million to $100 million. Berger Singerman LLP serves as the Debtors' counsel. The Bankruptcy Court set the general claims bar date as Oct. 17, 2014, and March 31, 2015, as the deadline by which governmental entities must file proofs of claims. The Debtors filed on Sept. 16, 2014, their Joint Plan of Reorganization under Chapter 11 of the Bankruptcy Code. The Plan is premised on the sale of substantially all of the Debtors' assets to Gravity Midstream Corpus Christi, LLC. The Plan provides that holders of Allowed Claims will be paid in full, in cash. The U.S. Trustee for Region 21 has not appointed a committee of unsecured creditors. TRUMP ENTERTAINMENT: PwC to Provide Services Post-Confirmation --------------------------------------------------------------- The U.S. Bankruptcy Court authorized the Official Committee of Unsecured Creditors in the Chapter 11 cases of Trump Entertainment Resorts, Inc., et al., to expand the scope of retention of PricewaterhouseCoopers LLP, its financial advisor. Natasha M. Songonuga, Esq., at GIBBONS P.C., counsel for the Committee, submitted a certification of no objections to the motion. The Committee, in its application, sought permission for PwC to assist the Creditors' Committee with analysis and objections to general unsecured claims against the Debtors' estates. PwC will cap its fees after April 1, 2015, at an hourly rate not to exceed $425 per hour. In addition to the services set forth in the original retention application, the Creditors' Committee expects that PwC will now be called upon to render these services post-confirmation of the Debtors Third Amended Joint Plan of Reorganization: assist in the review and analysis of general unsecured claims and objections to general unsecured claims. Under the terms of the retention order, the Creditors' Committee and PwC agreed to a fixed monthly fee of $50,000 per month for financial advisory services, excluding out of pocket expenses, which fees were capped for the first six months of these cases at $300,000. As reported in the Troubled Company Reporter on Oct. 22, 2014, The Committee expects that as financial advisor, the firm may be called upon to render these services, among other thngs: a) review of financial information prepared by the Debtors and its advisors including, but not limited to, financial projections, cost savings analyses and data room materials; b) assist with the assessment and monitoring of the Debtors' short term cash flow, liquidity, and operating results; and c) assist in the review of financial-related disclosures required by the Court, including the Schedules of Assets and Liabilities, the Statement of Financial Affairs, and Monthly Operating Reports. The firm agreed to a fixed monthly fee of $50,000 per month for financial advisory services, excluding out of pocket expenses, which fees will be capped at $300,000. The current hourly rates applicable to the professionals that the firm proposes to provide services to the Committee are: Personnel Hourly Billing Rate ---------------- ------------ Partner/Principal $700 - $800 Director/Senior Manager $500 - $600 Manager $400 - $500 Senior Associate $300 - $400 Associate $200 - $300 Para-professional $100 - $150 Perry Mandarino, partner of the firm, assured the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About Trump Entertainment Resorts Trump Entertainment Resorts Inc., owner of the Atlantic City Boardwalk casinos that bear the name of Donald Trump, returned to Chapter 11 bankruptcy (Bankr. D. Del. Case No. 14-12103) on Sept. 9, 2014, with plans to shutter its casinos. TER and its affiliated debtors own and operate two casino hotels located in Atlantic City, New Jersey. TER said it will close the Trump Taj Mahal Casino Resort by Sept. 16, 2014, and, absent union concessions, the Trump Plaza Hotel and Casino by Nov. 13, 2104. 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 $285.6 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. UNIQUE INSURANCE: A.M. Best Lowers Finc'l Strength Rating to 'B-' ----------------------------------------------------------------- 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 Unique Insurance Company (Unique) (Chicago, IL). The outlook for both ratings has been revised to negative from stable. The negative rating actions reflect Unique's decline in overall risk-adjusted capitalization following substantial growth in the fourth quarter of 2014 and continuing through 2015. Increases in net premiums have significantly outpaced surplus growth resulting in elevated leverage measures that compare unfavorably with other private passenger non-standard automobile writers. Unique's elevated expense position, driven by commission costs, also contributes negatively to the company's profitability. In earlier years, capitalization was weakened by a $2 million contribution to assist in starting up a sister company, Stonegate Insurance Company, formed to primarily underwrite higher limit standard auto insurance business in Illinois. Partially offsetting these negative rating factors are the company's generally positive operating results. In most years, the company generates favorable net income and positive pre-tax and total returns on revenue and equity. The company's average pure loss ratio compares favorably with the industry composite. While premium growth is outpacing surplus growth, Unique has been able to add to surplus each year with the exception of 2011. This is mainly due to a combination of investment income and fee income that offset the overall underwriting losses of the last five years and resulted in a five-year average total return on equity in the double digits. Negative pressure on the ratings will persist if risk-adjusted capitalization continues to deteriorate or if operating performance begins to decline. Any future positive action will require improvement in risk-adjusted capitalization and underwriting leverage measures while maintaining favorable operating performance. UNISYS CORP: S&P Affirms 'BB-' CCR & Revises Outlook to Negative ---------------------------------------------------------------- Standard & Poor's Ratings Services said that it has affirmed its 'BB-' corporate credit rating on Blue Bell, Pa.-based Unisys Corp. and revised the outlook on the rating to negative from stable. At the same time, S&P revised its recovery rating on the company's $210 million of senior unsecured notes to '4' from '3', indicating S&P's expectation of average (30%-50%; lower end of the range) recovery in the event of a payment default. The 'BB-' issue-level rating on the unsecured notes is unchanged. "Our outlook revision on Unisys reflects the recent declines in the company's earnings and our expectation that the firm may struggle to return its EBITDA margins to their historical levels in the mid-teens over the near term without meaningful revenue growth or significant restructuring efforts," said Standard & Poor's credit analyst James Thomas. "The recent increase in the company's leverage has been exacerbated by the rapid growth of the firm's unfunded pension liability, caused by both historically low interest rates and the adoption of new mortality tables that require Unisys to assume longer life expectancies for beneficiaries and, therefore, longer streams of benefit payments." S&P's negative outlook on Unisys is based on S&P's expectation that the firm will be challenged to reduce its leverage below 4x over the next 12 months due weakened margins and the impact of the persistently low interest rate environment on its unfunded pension liabilities. S&P would consider downgrading the company if it failed to successfully execute its cost reduction initiatives or if continued revenue declines cause its leverage to remain above 4x on a sustained basis. S&P would consider revising our outlook on the company to stable if Unisys successfully restructures or if a higher interest rate environment can put the firm on a credible path to reduce its leverage metric to around 3x. USHEALTH GROUP: A.M. Best Raises Issuer Credit Rating to bb+ ------------------------------------------------------------ A.M. Best Co. has upgraded the issuer credit ratings to "bb+" from "bb" and affirmed the financial strength rating of B (Fair) of the subsidiaries of USHEALTH Group, Inc.: Freedom Life Insurance Company of America (Freedom Life) and National Foundation Life Insurance Company (NFL) (referred to collectively as USHEALTH Group). The outlook for all ratings has been revised to positive from stable. All companies are domiciled in Fort Worth, TX. The rating upgrades reflect USHEALTH Group's diversified revenue growth in Affordable Care Act (ACA) exempt supplemental health lines of business, strong operating results and improved capitalization. The company has successfully identified and reached the underserved segment of this market. USHEALTH Group remains focused on further expanding its ancillary product offerings, developing captive distribution in new geographies and maintaining long-term customer relationships as a means of increasing its scale and brand recognition in the marketplace. In addition, during 2014 and in the first quarter of 2015, the holding company significantly improved its financial flexibility through debt refinancing on more favorable terms and accelerated debt repayment. Additionally, the outlook revision to positive reflects A.M. Best's opinion that the USHEALTH Group is positioned for future profitable growth and enhanced financial flexibility. Partially offsetting these positive rating factors is the challenge to maintain the growth in supplemental medical products. Additionally, future revenue expansion is tied to USHEALTH Group's ability to grow its captive agency force, which A.M. Best views as a significant competitive advantage. Moreover, the debt at USHEALTH Group, Inc., although substantially reduced, is still supported by operating company dividends, which may hamper capital and surplus growth at Freedom Life and NFL. A.M. Best believes that future positive rating actions for USHEALTH Group may result from organic earnings growth, further reduction in leverage throughout the organization, continued strong operating results and growth of risk-adjusted capitalization at each of the subsidiaries. Future negative rating actions could occur due to weakened operating performance, increased financial leverage or deterioration of risk-adjusted capitalization levels. VICTORY CAPITAL: S&P Retains 'BB-' Rating on $295MM Secured Loan ---------------------------------------------------------------- Standard & Poor's Ratings Services said that its 'BB-' rating on Victory Capital Holdings Inc.'s $295 million senior secured term loan due 2021 remains unchanged with a proposed $50 million add-on. The issuer credit rating on Victory also remains unchanged at 'BB-' with a stable outlook. Management expects to use the proceeds from the transaction to fund a distribution to equity holders. Pro forma debt to EBITDA and EBITDA interest coverage would be about 4.1x and 6x, respectively, based on last-12-months adjusted EBITDA as of Dec. 31, 2014. "We expect Victory to continue to operate with leverage below 5x within the next 12 months, and we assess its financial risk profile as "aggressive"," S&P said. Crestview Partners, a private equity firm, currently owns about 60% of Victory, and management team and investors own the remaining 40%. Because of the financial sponsor ownership, as well S&P's expectations that the company's leverage will be consistent with an "aggressive" financial risk profile and it will maintain adequate liquidity, we assess the company's financial policy as "FS-5." Victory is a registered investment manager that provides investment services to institutional, intermediary, and retail clients. The company offers separately managed accounts, collective trust funds, open-end mutual funds, unified managed accounts, and wrap separate account programs. Victory closed the acquisition of Munder Capital Management (Munder), including its wholly owned subsidiary, Integrity Asset Management, in October 2014. The combined company's assets under management was $36.6 billion as of March 31, 2015. S&P assess the company's business risk profile as "fair," reflecting the company's relatively small base compared with other rated U.S. asset managers, its concentration in equities, and sustained net asset outflows. S&P expects that Victory will continue to operate with "average" profitability. RATINGS LIST Victory Capital Holdings Inc. Issuer Credit Rating BB-/Stable/-- Ratings Remain Unchanged Victory Capital Holdings Inc. Senior Secured Term loan due 2021 BB- Recovery Rating 3L WALKER LAND: Court Confirms Debtor's Reorganization Plan -------------------------------------------------------- Walker Land & Cattle, LLC received confirmation of its Third Amended Plan of Reorganization while Wells Fargo's bid to have its competing plan confirmed was denied. The Bankruptcy Court, on April 3, 2015, entered an order: 1. confirming the Debtor's Third Amended Plan of Reorganization; 2. denying confirmation of Wells Fargo's Second Amended Plan for the Debtor; and 3. granting the Debtor's motion to assume lease. A copy of the confirmation order signed April 3, 2015, is available for free at: http://bankrupt.com/misc/WalkerLand_715_order_planconfirmation.pdf As reported in the Troubled Company Reporter on April 10, 2015, after a hearing in March on the Debtor's Third Amended Plan and creditor's Second Amended Plan, the Bankruptcy Court ruled that it will confirm the Debtor's Plan. The Court found and concluded that the Debtor has proven, by preponderance of the evidence, that it has satisfied the required elements; the lease may be assumed. The Court will exercise its discretion and stated that even if the Bank's plan was confirmable, the Court preferred the Debtor's plan. Under Section 1129(c), the Bank's plan will not be confirmed. The Debtor has proven, by preponderance of the evidence and under the Sections 1129(a) and (b), there is a reasonable prospect the Debtor will be able to perform under its plan. The Debtor's plan should be confirmed. The objections of the Bank are Overruled. The Debtor's plan promises to repay all creditors in full, with interest, over the term of the Plan. The Debtor said it has agreements to sell $10 million in real property upon confirmation of the Plan and pay during the first 12 months. The Debtor will pay creditors through improved farm operations boosting profitability, while reserving the right to obtain take out financing and prepay unsecured creditors in the future. About Walker Land & Cattle Walker Land & Cattle, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Idaho Case No. 13-41437) on Nov. 15, 2013. The case is assigned to Judge Jim D. Pappas. The petition was signed by Roland N. (Rollie) Walker, manager. The Debtor's counsel is Robert J Maynes, Esq., at Maynes Taggart, PLLC, in Idaho Falls, Idaho. The Debtor reported $72.7 million in total assets and $46.3 million in liabilities. The U.S. Trustee for Region 18 has appointed an official committee of unsecured creditors in the case. The Committee is represented by Bruce K. Medeiros, Esq., and Barry W. Davidson, Esq., at Davidson Backman Medeiros PLLC, in Spokane, Washington. Secured creditor, Wells Fargo Bank, is represented by Larry E. Prince, Esq., and Kirk S. Cheney, Esq., at Holland & Hart LLP, in Boise, Idaho. Wells Fargo and the Debtor have filed competing Chapter 11 plans. Wells Fargo proposed a plan of liquidation while the Debtor sought approval of a reorganization plan. WATCO COS: S&P Affirms 'B' Corp. Credit Rating, Outlook Positive ----------------------------------------------------------------- Standard & Poor's Ratings Services said that it has affirmed its 'B' corporate credit rating on U.S.-based Watco Cos. LLC and revised its financial policy modifier on the company to "neutral" from "negative". The outlook remains positive. At the same time, S&P raised its issue-level rating on the company's $400 million senior unsecured notes due 2023 to 'B' from 'CCC+'. S&P also revised its recovery rating on the notes to '4' from '6', indicating its expectations for average recovery (30%-50%; lower half of the range) in the event of a payment default. "The affirmation reflects our view that Watco will continue to pursue acquisitions but will finance them in a manner that maintains leverage at or close to current levels by opting to use some equity, as opposed to 100% debt financing," said Standard & Poor's credit analyst Tatiana Kleiman. "This follows Watco's demonstrated shift in financial policy over the past year as the company has issued equity to finance its acquisition of Blue Ridge Southern Railroad (from Norfolk Southern) and the purchase of 30 bulk terminals (providing material handling of break-bulk, dry-bulk, and liquid-bulk commodities) from Kinder Morgan." This shift to equity financing leads S&P to believe that the company's financial policy is unlikely to cause its credit ratios to deviate significantly from S&P's current and forecast levels under normal operating and financial conditions. The rating on Watco is based on S&P's "weak" assessment of the company's business risk profile and S&P's "aggressive" assessment of its financial risk profile, under its criteria. The weak business risk assessment reflects the company's modest size and limited geographic, customer, and end-market diversity. Mitigating factors include Watco's participation in the relatively stable U.S. freight railroad industry as well as its efficient operations and manageable capital expenditure requirements. The positive outlook reflects S&P's expectation that Watco will benefit from increasing maintenance revenues, especially for tank car retrofits related to its JV with Greenbrier in light of the new tank car regulations that federal regulators are scheduled to announce in May 2015. S&P also expects the company to continue to benefit from earnings contributions from its recent acquisitions. Some of this growth may be offset by risks related to its crude-by-rail-related services in light of the lower oil prices, which S&P expects to remain through 2016. S&P expects Watco to continue pursuing acquisitions, but believe that the company will finance the acquisitions in a manner that maintains its leverage at or close to current levels, such as by issuing more equity as opposed to debt. S&P could raise the rating if the company continues to successfully diversify its operations and generates improved operating results that S&P believes will result in a sustained debt-to-EBITDA metric of 4.5x or lower. S&P could revise its outlook on Watco to stable if the company is more aggressive than we expect regarding acquisitions (i.e. issuing more debt) or if the loss of revenue related to the crude-by-rail segment is larger than S&P expects, causing the firm's debt-to-EBITDA metric to remain above 5x on a sustained basis. WEST COAST GROWERS: Amends Schedules of Assets and Debt ------------------------------------------------------- West Coast Growers, Inc., filed with the U.S. Bankruptcy Court for the Eastern District of California, amended schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $12,091,374 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $49,326,863 E. Creditors Holding Unsecured Priority Claims $406,756 F. Creditors Holding Unsecured Non-priority Claims $10,032,980 ----------- ----------- TOTAL $12,091,374 $59,766,599 The Debtor disclosed $10,111,211 in assets and $59,652,278 in debt in the original iteration of the schedules. A copy of the Amended Schedules is available for free at: http://bankrupt.com/misc/West_Coast_Am_SAL.pdf About West Coast Growers West Coast Growers, Inc., a Kerman, California-based processor and distributor of California raisins, sought Chapter 11 bankruptcy protection (Bankr. E.D. Cal. Case No. 15-11079) on March 20, 2015, in Fresno, California. The case is assigned to Judge W. Richard Lee. Related entity Salwasser, Inc. (the 100% shareholder of WCG) also sought bankruptcy protection on March 20, 2015 (Case No. 15-11080). Charlotte Ellen Salwasser filed a Chapter 11 petition (Case No. 15-10705) on Feb. 26, 2015. Ms. Salwasser an husband George Salwasser are the principals and 50% shareholders of Salwasser, Inc. Mr. Salwasser is the president of WCG, and Ms. Salwasser is the vice president and secretary of WCG. West Coast Growers disclosed total assets of $10.1 million and total liabilities of $59.6 million. Hagop T. Bedoyan, Esq., Jacob L. Eaton, Esq., at Lisa A. Holder, Esq., at Klein, Denatale, Goldner, Cooper, Rosenlieb & Kimball, LLP, serve as West Coast Growers' attorneys. Peter L. Fear, Esq., at Fear Law Group, P.C., represents Salwasser as counsel. WEST COAST GROWERS: Wants to Hire Sheryl Strain as Accountant ------------------------------------------------------------- West Coast Growers, Inc., is seeking authority from the U.S. Bankruptcy Court for the Eastern District of California to employ Sheryl Ann Strain, CPA, as accountant, effective as of March 20, 2015. Creditor Central Valley Community Bank said in a filing that it does not oppose the Debtor's application to hire Ms. Strain. Charlotte E. Salwasser, the president and sole officer of the Debtor, said in a declaration that it is essential that the Debtor employ an accountant to render professional services to assist it with its duties and to handle the many issues that may arise in the context of the Chapter 11 case. The services to be provided by Ms. Strain will include, but not limited to: 1. the preparation of cash collateral and plan of reorganization budgeting and cash flow projections; 2. the preparation of tax returns, financial statements, and monthly operating reports based on information provided by the Debtor; 3. assistance to the Debtor's staff in various bookkeeping matters as may be required in the interest of the Debtor. The Debtor proposes to pay Ms. Strain her customary hourly rates in effect from time to time and reimburse her for necessary and actual expenses. Ms. Strain's hourly rate for her services is $190, while that of her staff range from $75 to $95. Ms. Strain assures the Court that she does not hold or represent any interest materially adverse to the interest of the estate or of any class of creditors or equity security holders, by reason of any direct or indirect relationship to, connection with, or interest in, Debtor or an investment banker for any security of Debtor, or for any other reason. Sheryl Ann Strain is a certified public accountant and maintains offices at 4478 W. Spaatz Avenue, Fresno, California. About West Coast Growers West Coast Growers, Inc., a Kerman, California-based processor and distributor of California raisins, sought Chapter 11 bankruptcy protection (Bankr. E.D. Cal. Case No. 15-11079) on March 20, 2015, in Fresno, California. The case is assigned to Judge W. Richard Lee. Related entity Salwasser, Inc. (the 100% shareholder of WCG) also sought bankruptcy protection on March 20, 2015 (Case No. 15-11080). Charlotte Ellen Salwasser filed a Chapter 11 petition (Case No. 15-10705) on Feb. 26, 2015. Ms. Salwasser an husband George Salwasser are the principals and 50% shareholders of Salwasser, Inc. Mr. Salwasser is the president of WCG, and Ms. Salwasser is the vice president and secretary of WCG. West Coast Growers disclosed total assets of $10.1 million and total liabilities of $59.6 million. Hagop T. Bedoyan, Esq., Jacob L. Eaton, Esq., at Lisa A. Holder, Esq., at Klein, Denatale, Goldner, Cooper, Rosenlieb & Kimball, LLP, serve as West Coast Growers' attorneys. Peter L. Fear, Esq., at Fear Law Group, P.C., represents Salwasser as counsel. WYNN RESORTS: S&P Puts 'BB+' CCR on CreditWatch Negative -------------------------------------------------------- Standard & Poor's Ratings Services said it placed all ratings, including the 'BB+' corporate credit rating, on Las Vegas-based Wynn Resorts Ltd. on CreditWatch with negative implications. "The CreditWatch listing follows a revision in our gross gaming revenue forecast in Macau for 2015 to a sharper decline of 20% to 30%, worse than our previous expectation of a 5% to 10% fall," said Standard & Poor's credit analyst Melissa Long. "We believe the decline in Wynn's EBITDA in 2015 is likely to exceed our previous forecast of 10%. We expect Wynn's revenue and EBITDA in Macau will decline in line with our overall market expectation (low-20% area) and this decline, coupled with low-single-digit growth in Las Vegas, will lead to consolidated EBITDA declining around 20%. Weaker-than-anticipated operating performance, coupled with the pace of development spending in Macau this year, will result in leverage increasing well above the mid-4x area by the end of 2015. Furthermore, we expect that the company will face challenges improving leverage closer to 4x by the end of 2016, which is our threshold at which we would consider lower ratings on Wynn," S&P said. "In resolving the CreditWatch listing, we will update our long-term performance expectations, incorporating the company's first-quarter operating performance, our revised 2015 gross gaming revenue forecast in Macau, and our forecast for operating performance at Wynn Palace following its opening next year, as well as update our expectations surrounding the timing of capital expenditures. Our review will focus on how quickly we expect Wynn to be able to reduce net leverage to around 4x or below once Wynn Palace opens, factoring in the company's future policy regarding dividends. If a downgrade were the outcome of our review, we believe it would be limited to one-notch. We expect to resolve the CreditWatch listing within the next several weeks," S&P added. XINERGY LTD: Can Hire ALCS as Claims, Noticing & Balloting Agent ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Virginia, Roanoke Division, authorized Xinergy Ltd., et al., to appoint American Legal Claims Services, LLC, as claims, noticing, and balloting agent. According to the Services Agreement between the Debtors and ALCS, ALCS will charge for its services based on the pricing schedule agreed upon by the parties. The pricing schedule, however, was not included in publicly available court filings by the Debtors. The Debtors agreed to provide ALCS with an advance deposit retainer in the amount of $20,000. About Xinergy Ltd. Xinergy is a U.S. producer of metallurgical and thermal coal with mineral reserves, mining operations and coal properties located in the Central Appalachian ("CAPP") regions of West Virginia and Virginia. Xinergy's operations principally include two active mining complexes known as South Fork and Raven Crest located in Greenbrier and Boone Counties, West Virginia. Xinergy also leases or owns the mineral rights to properties located in Fayette, Nicholas and Greenbrier Counties, West Virginia and Wise County, Virginia. Collectively, Xinergy leases or owns mineral rights to approximately 72,000 acres with proven and probable coal reserves of approximately 77 million tons and additional estimated reserves of 40 million tons. Xinergy Ltd. and 25 subsidiaries commenced Chapter 11 bankruptcy cases (Bankr. W.D. Va. Lead Case No. 15-70444) in Roanoke, Virginia, on April 6, 2015. The cases have been assigned to Judge Paul M. Black. The cases are being jointly administered for procedural purposes. The Debtors tapped Hunton & Williams LLP as attorneys; Global Hunter Securities, as financial advisor, and American Legal Claims Services, LLC as claims, noticing and balloting agent. XINERGY LTD: Has Authority to Act as Foreign Representative ----------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Virginia, Roanoke Division, authorized Xinergy Ltd. to act as foreign representative pursuant to Section 1505 of the U.S. Bankruptcy Code in any judicial or other proceeding in a foreign country, including in the proceedings pending before the Canadian court. As a Foreign Representative, Xinergy Ltd. will be authorized and will have the power to act in any way permitted by applicable foreign law, including, but not limited to, (a) seeking recognition of the Chapter 11 cases in the Canadian Proceedings, (b) requesting that the Canadian Court lend assistance to the U.S. Court in protecting the property of the Debtors' estates, and (c) seeking any other appropriate relief from the Canadian Court that Xinergy Ltd. deems just and proper in the furtherance of the protection of the Debtors' estates. The U.S. Court also seeks the aid and assistance of the Canadian Court to recognize the Chapter 11 cases as a "foreign main proceeding" and Xinergy Ltd. as a "foreign representative." About Xinergy Ltd. Xinergy is a U.S. producer of metallurgical and thermal coal with mineral reserves, mining operations and coal properties located in the Central Appalachian ("CAPP") regions of West Virginia and Virginia. Xinergy's operations principally include two active mining complexes known as South Fork and Raven Crest located in Greenbrier and Boone Counties, West Virginia. Xinergy also leases or owns the mineral rights to properties located in Fayette, Nicholas and Greenbrier Counties, West Virginia and Wise County, Virginia. Collectively, Xinergy leases or owns mineral rights to approximately 72,000 acres with proven and probable coal reserves of approximately 77 million tons and additional estimated reserves of 40 million tons. Xinergy Ltd. and 25 subsidiaries commenced Chapter 11 bankruptcy cases (Bankr. W.D. Va. Lead Case No. 15-70444) in Roanoke, Virginia, on April 6, 2015. The cases have been assigned to Judge Paul M. Black. The cases are being jointly administered for procedural purposes. The Debtors tapped Hunton & Williams LLP as attorneys; Global Hunter Securities, as financial advisor, and American Legal Claims Services, LLC as claims, noticing and balloting agent. XINERGY LTD: Has Interim Approval of Equity Trading Protocol ------------------------------------------------------------ Xinergy Ltd., et al., obtained interim authority from the U.S. Bankruptcy Court for the Western District of Virginia, Roanoke Division, to establish notification procedures regarding the transfer of equity interests in the Debtors' estates. The Troubled Company Reporter previously reported that the Debtors estimate that, as of September 30, 2014, they had a consolidated net operating loss ("NOL") for U.S. federal income tax purposes of $150.6 million. Because the Internal Revenue Code permits corporations to carry forward NOLs to offset future income, the Debtors' consolidated NOL carryforwards are valuable assets of their estates. Because an "ownership change" may negatively impact the Debtors' utilization of their NOLs, the Debtors proposed these procedures: * Any "substantial shareholder" -- Any person who is or becomes a beneficial owner of at least 3,200,000 shares, which represent 4.8% of the issued and outstanding Stock as of the Petition Date -- must serve and file a declaration on or before the later of (i) 15 days after entry an order approving the procedures and (ii) 10 days after becoming a substantial shareholder. * Prior to effectuating any transfer of the equity securities (i) that would result in another entity becoming a substantial shareholder or (ii) involving a substantial equity holders who wishes to purchase or dispose of beneficial ownership of any stock, the parties to such transaction must serve and file a notice of the intended stock transaction. * The Debtors have 15 calendar days after receipt of the stock transaction notice to object to the proposed transaction. * If the Debtors do not object, the proposed transaction may proceed. * Any transfer of the equity securities in violation of the procedures will be null and void ab initio. Any objections must be filed on April 28, 2015. If a timely objection is received, there will be a hearing on May 5, at 10:00 a.m. (prevailing Eastern Time). If no objections are timely filed and served, the Debtors will submit to the Court a final order, which will be submitted and may be entered with no further notice or opportunity to be heard afforded any part, and the Motion will be approved, on a final basis, retroactive to the Petition Date. About Xinergy Ltd. Xinergy is a U.S. producer of metallurgical and thermal coal with mineral reserves, mining operations and coal properties located in the Central Appalachian ("CAPP") regions of West Virginia and Virginia. Xinergy's operations principally include two active mining complexes known as South Fork and Raven Crest located in Greenbrier and Boone Counties, West Virginia. Xinergy also leases or owns the mineral rights to properties located in Fayette, Nicholas and Greenbrier Counties, West Virginia and Wise County, Virginia. Collectively, Xinergy leases or owns mineral rights to approximately 72,000 acres with proven and probable coal reserves of approximately 77 million tons and additional estimated reserves of 40 million tons. Xinergy Ltd. and 25 subsidiaries commenced Chapter 11 bankruptcy cases (Bankr. W.D. Va. Lead Case No. 15-70444) in Roanoke, Virginia, on April 6, 2015. The cases have been assigned to Judge Paul M. Black. The cases are being jointly administered for procedural purposes. The Debtors tapped Hunton & Williams LLP as attorneys; Global Hunter Securities, as financial advisor, and American Legal Claims Services, LLC as claims, noticing and balloting agent. YKA INDUSTRIES: Case Summary & 8 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: YKA Industries Inc 6103 Tyrone Ave Van Nuys, CA 91401 Case No.: 15-11434 Chapter 11 Petition Date: April 24, 2015 Court: United States Bankruptcy Court Central District of California (San Fernando Valley) Judge: Hon. Maureen Tighe Debtor's Counsel: G Bryan Brannan, Esq. BRANNAN LAW OFFICES 100 N Westlake Blvd Ste 201 Westlake Village, CA 91362 Tel: 805-777-0110 Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Andrew Krayndler, president. A list of the Debtor's eight largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb15-11434.pdf [*] GASB Adds Pre-Agenda Research on Going Concern, Debt -------------------------------------------------------- The Governmental Accounting Standards Board (GASB) on April 24 voted to initiate pre-agenda research on improvements to going concern and debt disclosure guidance. In a related action, the Board also decided to remove the project on Economic Condition Reporting from the current technical agenda. The Board decided to initiate research on going concern disclosures based on feedback from stakeholders, who suggested that the GASB should examine the relevance of the "going concern" concept as it applies to governments and government organizations. Stakeholders noted that governments rarely go out of business. The going concern research will focus on whether existing GAAP standards provide state and local government financial statement preparers with sufficient guidance about management’s responsibilities for evaluating and disclosing uncertainties associated with severe financial stress. The economic condition project -- which contemplated financial reporting requirements related to financial projections -- was put on hold in 2012 and has not been subject to deliberations since that time. "The input and feedback we received from stakeholders on the Preliminary Views on economic condition reporting was highly valuable and will likely serve to inform our work in the future -- including the research the Board has called for regarding going concern disclosures," said GASB Chair David A. Vaudt. The GASB also approved research on potential improvements to debt disclosure guidance. With state and local governments diversifying their debt-issuance practices -- increasingly seeking direct bank loans rather than issuing municipal bonds -- disclosures in this area have been inconsistent. The research will focus on whether notes to the financial statements currently provide sufficient debt information to financial statement users for decision making and assessments of accountability. Both going concern and debt disclosure guidance were identified as high priorities by the members of the Governmental Accounting Standards Advisory Council (GASAC) at their March 2015 meeting. Based on the outcomes of the research and feedback from stakeholders, including the GASAC, the Board will decide whether to add projects to the current technical agenda to consider amending the existing standards. More information about the new pre-agenda research activities will available in the coming weeks at http://www.gasb.org/ About the Governmental Accounting Standards Board Established in 1984, the GASB -- http://www.gasb.org-- is the independent, private-sector organization based in Norwalk, Connecticut, that establishes accounting and financial reporting standards for U.S. state and local governments that follow Generally Accepted Accounting Principles (GAAP). These standards are recognized as authoritative by state and local governments, state Boards of Accountancy, and the American Institute of CPAs (AICPA). The GASB develops and issues accounting standards through a transparent and inclusive process intended to promote financial reporting that provides useful information to taxpayers, public officials, investors, and others who use financial reports. The Financial Accounting Foundation (FAF) supports and oversees the GASB. [*] March 2015 Bankruptcy Filings Down 12% ------------------------------------------ Bankruptcy filings for the 12-month period ending March 31, 2015, fell 12 percent when compared to bankruptcy filings for the 12-month period ending March 31, 2014, according to statistics released today by the Administrative Office of the U.S. Courts. March 2015 bankruptcy filings totaled 911,086, compared to the 1,038,280 bankruptcy cases filed in the 12-month period ending March 31, 2014. A copy of the press statement and bankruptcy statistics is available at http://is.gd/iMAs5B [*] Stephen Darr Joins Huron Business Advisory as Managing Director ------------------------------------------------------------------- Huron Consulting Group, a provider of business consulting services, on April 27 disclosed that Stephen B. Darr has joined Huron Business Advisory as a managing director. Mr. Darr is a well-known advisor to distressed companies and will help clients with significant reorganization assignments. "Steve has been involved in many significant assignments as an advisor to creditors and debtors, as a chief restructuring officer, a trustee, and as a forensic and bankruptcy financial expert. He adds additional C-level skills from his extensive restructuring and turnaround assignments," said John C. DiDonato, managing director and Huron Business Advisory leader. "Huron Business Advisory clients and our own people will benefit from the diversity of experience Steve brings to our practice." Mr. Darr joins Huron from Mesirow Financial Consulting, and has provided financial advisory, interim management, fiduciary services, litigation support and expert testimony for more than 35 years. He is a Certified Insolvency and Restructuring Advisor and holds a Certification on Distressed Business Valuation. Mr. Darr is a Fellow of the American College of Bankruptcy and a Director of the Association of Insolvency and Restructuring Advisors. Mr. Darr is the Chapter 11 trustee for TelexFree, LLC and he recently served as financial advisor to the Chapter 11 trustee for New England Compounding Pharmacy, Inc. Darr's other high-profile engagements include leading engagements involving Calpine, Worldcom, Inc., Armstrong World Industries, Inc., Genesis Health Ventures, Inc., and Formica Corporation. About Huron Business Advisory Huron Business Advisory resolves complex business issues and enhances value with a full suite of services for middle-market companies and larger businesses, including forensic investigations, transaction advisory, restructuring and turnaround, interim management, capital raising, operational improvement, and valuation. Its senior-level team members have vast experience in a range of industries, with many serving as C-level executives, who quickly analyze a business situation and apply our knowledge to finding a workable solution. About Huron Consulting Group Huron Consulting Group -- http://www.huronconsultinggroup.com/-- helps clients in diverse industries improve performance, transform the enterprise, reduce costs, leverage technology, process and review large amounts of complex data, address regulatory changes, recover from distress and stimulate growth. Its professionals employ their expertise in finance, operations, strategy, analytics, and technology to provide our clients with specialized analyses and customized advice and solutions that are tailored to address each client's particular challenges and opportunities to deliver sustainable and measurable results. The Company provides consulting services to a wide variety of both financially sound and distressed organizations, including healthcare organizations, leading academic institutions, Fortune 500 companies, governmental entities and law firms. Huron has worked with more than 450 health systems, hospitals, and academic medical centers; more than 400 corporate general counsel; and more than 400 universities and research institutions. [*] The Deal Announces Q1 2015 Bankruptcy League Tables ------------------------------------------------------- The Deal on April 27 announced the results of its quarterly rankings of the top firms and professionals involved in active bankruptcy cases for the first quarter of 2015. Data collected captures only active bankruptcy work on ongoing U.S. and Canadian cases. "Bankruptcy professionals are seeing a steady increase in smaller companies utilizing Article 9 sales of distressed assets to save significant time and money compared to Section 363 transactions in Chapter 11," said Kirk O'Neil, bankruptcy reporter at The Deal. "Concerns about the expenses associated with Chapter 11 cases will continue to steer smaller companies with uncomplicated cases away from the federal courts until the bankruptcy industry can get a handle on the high cost of fees required in these cases." League Table highlights: Saul Ewing LLP held onto its ranking from Q2 2014 as the top law firm by volume with $1,097.9 billion in liabilities. Akin Gump Strauss Hauer & Feld LLP was ranked second with $1,077.4 billion in liabilities, followed by Vedder Price PC with $1,033.2 billion in liabilities. DLA Piper was ranked fourth, up six spots from 10th in Q4 2014, with $924.2 billion in liabilities. Among lawyers by volume, Douglas Rosner (Goulston & Storrs PC) rose to the top spot, followed by Richard Hahn (Debevoise & Plimpton LLP), Scott Davidson (King & Spalding LLP) and Daniel Golden (Akin Gump Strauss Hauer & Feld LLP). Peter Gilhuly (Latham & Watkins) rose one spot from last quarter to the fifth spot. For investment banks by volume, the top three banks held on to their rankings since Q2 2014. Blackstone Group LP maintained its lead with $810.2 billion in liabilities, followed by Miller Buckfire & Co. LLC in second place with $724.3 billion in liabilities. Jefferies LLC was in third place with $118.2 billion in liabilities. Solic Capital Advisors LLC ranked fourth with $80.8 billion in liabilities, up four spots from last quarter. Centerview Partners LLC moved down one spot to rank sixth with $65.0 billion in liabilities. The top three investment bankers held on to their rankings from Q2 by volume with Timothy Coleman (Blackstone Group LP) in the lead, followed by Stuart Erickson (Miller Buckfire & Co. LLC) and Leon Szlezinger (Jefferies LLC). Neil Luria (Solic Capital Advisors LLC) moved up seven spots from last quarter to rank fourth. The full report is available online at: http://www.thedeal.com/pdf/BLTQ12015.pdf About The Deal's Bankruptcy League Tables The Deal's Bankruptcy League Tables are the industry's only league tables focused solely on active bankruptcy cases. The Bankruptcy League Tables by volume involve only active U.S. bankruptcy cases of debtors with liabilities of $10 million or more. The rankings are based on the aggregation of those liability values. The table reflects the number of active cases fitting that criteria and may not characterize the total number of active cases. Firms and professionals only get one credit for each active case, not each active assignment. The Bankruptcy League Tables by number involve U.S. and Canadian bankruptcy cases irrespective of debtor asset size. Professionals receive credit for multiple assignments on one case. About The Deal The Deal -- http://www.thedeal.com-- is a media and relationship capital company providing over 100,000 users with business opportunities sourced from proprietary deal news and a relationship discovery tool. Law firms, investment banks, private equity and hedge funds use The Deal's insight and analysis about potential and announced transactions to find their next deal and BoardEx's service and database for building relationships. The Deal has offices in New York, London, Washington, D.C., Petaluma, CA and Chennai, India. [*] Weil Gotshal Manges Bankruptcy Partner Harvey R. Miller Dies ---------------------------------------------------------------- Weil, Gotshal & Manges on April 27 disclosed that its partner Harvey R. Miller has died after a courageous battle with ALS. He was 82 years old. Mr. Miller joined Weil in 1969 as the Firm's 14th partner. He was a leading force in the evolution of Weil into one of the world's preeminent law firms and is responsible for making the bankruptcy, restructuring and reorganization practice an integral practice group of most major law firms. "Harvey was the premier bankruptcy law practitioner," said Weil Executive Partner Barry Wolf. "He was a trailblazer and set the standard for how to approach, develop and expand the practice. He leaves an unparalleled and indelible impact on the field of bankruptcy law and on Weil and we will miss him greatly." Stephen Karotkin, a partner in Weil's Business Finance & Restructuring Department and one of Mr. Miller's closest friends, said: "Harvey was an incredible mentor and teacher, not only with respect to how to practice in the restructuring arena but, more importantly, in how to be a lawyer. The impact he has had on those with whom he worked at Weil and the multitude of clients he represented is unprecedented. The respect and admiration he engendered from the judiciary, his peers and his colleagues cannot be overstated. He truly was a legend in the practice and he will be sorely missed by so many." Mr. Miller created Weil's bankruptcy practice and developed it into a restructuring powerhouse. He played a pivotal role in nearly every landmark bankruptcy case, including Lehman Brothers, General Motors, American Airlines, Texaco, WorldCom, Enron, Eastern Airlines, Continental Airlines and R. H. Macy. His impact on the reorganization practice and restoring distressed companies to economic health and preserving employment is unequaled. During his first 20 years at Weil, Mr. Miller, along with three other partners, managed the Firm until it elected its first Executive Partner in 1989. "His leadership and vision had a significant impact on Weil's transformation from a small, two-office law firm to one of the world's major full service corporate law firms," Mr. Wolf continued. "We will remember Harvey with the utmost respect and thank him for the vast contributions he made to Weil's success over the years." "When Harvey joined Weil we had only 45 lawyers and two offices," said Ira Millstein, senior partner at Weil who recruited Mr. Miller to join the Firm and who managed Weil alongside him. "He was an unforgettable leader, my personal colleague and friend. He will be missed greatly by me and many at Weil and beyond." Lauded with countless awards over the course of his career, Mr. Miller was named one of the Top 50 Big Law Innovators of the Last 50 Years by The American Lawyer in 2013. In that special report, he was highlighted as one of 10 lawyers who created practice specialties and was recognized for transplanting bankruptcy from boutiques to the large firm environment. Described by colleagues as a gifted tutor and teacher, Mr. Miller spent a number of years teaching at several institutions, including Columbia Law School, Yale Law School, and New York University School of Law. In addition, he was a member of the National Bankruptcy Conference, a fellow of the American College of Bankruptcy, a fellow of the American Bar Foundation, and a Trustee of the Committee on Economic Development. Mr. Miller loved the opera and he was a long-time Advisory Director of The Metropolitan Opera. Mr. Miller was born in Brooklyn in 1933. He earned his Bachelor of Arts degree at Brooklyn College in 1954 and graduated from Columbia Law School in 1959. He worked at two small law firms in New York before joining Weil in 1969. From September 2002 to March 2007 he was a Managing Director and Vice Chairman of the independent investment bank Greenhill & Co. He is survived by his wife of 60 years, Ruth Miller. In honor of Mr. Miller, Weil has established the Harvey R. Miller Lecture Series at Columbia Law School. Information on how to make contributions is forthcoming and will be posted to www.weil.com View additional information on Mr. Miller at http://is.gd/u61m8T About Weil Founded in 1931, Weil, Gotshal & Manges LLP is a law firm with approximately 1,100 lawyers in 20 offices worldwide. [^] Large Companies With Insolvent Balance Sheet ------------------------------------------------ Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- ABSOLUTE SOFTWRE ABT CN 138.6 (11.0) (2.4) ABSOLUTE SOFTWRE ALSWF US 138.6 (11.0) (2.4) ABSOLUTE SOFTWRE ABT2EUR EU 138.6 (11.0) (2.4) ABSOLUTE SOFTWRE OU1 GR 138.6 (11.0) (2.4) AC SIMMONDS & SO ACSXE US 1.4 (0.4) (1.5) ACCRETIVE HEALTH ACHI US 510.0 (85.6) (17.7) ADVANCED EMISSIO OXQ1 GR 106.4 (46.1) (15.3) ADVANCED EMISSIO ADES US 106.4 (46.1) (15.3) ADVENT SOFTWARE ADVS US 434.9 (64.8) (122.0) ADVENT SOFTWARE AXQ GR 434.9 (64.8) (122.0) AIR CANADA AC CN 10,648.0 (1,133.0) (59.0) AIR CANADA ACDVF US 10,648.0 (1,133.0) (59.0) AIR CANADA ACEUR EU 10,648.0 (1,133.0) (59.0) AIR CANADA ADH2 GR 10,648.0 (1,133.0) (59.0) AIR CANADA ADH2 TH 10,648.0 (1,133.0) (59.0) AK STEEL HLDG AKS* MM 4,858.5 (77.0) 900.5 AK STEEL HLDG AK2 GR 4,858.5 (77.0) 900.5 AK STEEL HLDG AK2 TH 4,858.5 (77.0) 900.5 AK STEEL HLDG AKS US 4,858.5 (77.0) 900.5 ALLIANCE HEALTHC AIQ US 500.9 (111.5) 53.5 AMC NETWORKS-A AMCX US 3,976.6 (147.3) 597.4 AMC NETWORKS-A 9AC GR 3,976.6 (147.3) 597.4 AMC NETWORKS-A AMCX* MM 3,976.6 (147.3) 597.4 AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2) AMYLIN PHARMACEU AMLN US 1,998.7 (42.4) 263.0 ANGIE'S LIST INC 8AL TH 178.8 (15.6) (13.1) ANGIE'S LIST INC 8AL GR 178.8 (15.6) (13.1) ANGIE'S LIST INC ANGI US 178.8 (15.6) (13.1) ANTHERA PHARMACE ANTH US 3.5 (2.3) (2.7) ANTHERA PHARMACE 6TA1 GR 3.5 (2.3) (2.7) ANTHERA PHARMACE ANTHEUR EU 3.5 (2.3) (2.7) ANTHERA PHARMACE 6TA1 TH 3.5 (2.3) (2.7) ARRAY BIOPHARMA ARRY US 163.6 (13.9) 82.8 ARRAY BIOPHARMA AR2 GR 163.6 (13.9) 82.8 ARRAY BIOPHARMA AR2 TH 163.6 (13.9) 82.8 AUTOZONE INC AZ5 GR 7,950.0 (1,468.7) (709.5) AUTOZONE INC AZ5 QT 7,950.0 (1,468.7) (709.5) AUTOZONE INC AZ5 TH 7,950.0 (1,468.7) (709.5) AUTOZONE INC AZO US 7,950.0 (1,468.7) (709.5) AUTOZONE INC AZOEUR EU 7,950.0 (1,468.7) (709.5) AVID TECHNOLOGY AVID US 191.6 (341.1) (157.2) AVID TECHNOLOGY AVD GR 191.6 (341.1) (157.2) BENEFITFOCUS INC BNFT US 140.0 (42.8) 25.0 BENEFITFOCUS INC BTF GR 140.0 (42.8) 25.0 BERRY PLASTICS G BERY US 5,176.0 (93.0) 660.0 BERRY PLASTICS G BP0 GR 5,176.0 (93.0) 660.0 BRINKER INTL BKJ GR 1,437.3 (32.1) (216.6) BRINKER INTL EAT US 1,437.3 (32.1) (216.6) BRP INC/CA-SUB V B15A GR 2,347.9 (26.9) 291.8 BRP INC/CA-SUB V DOO CN 2,347.9 (26.9) 291.8 BRP INC/CA-SUB V BRPIF US 2,347.9 (26.9) 291.8 BURLINGTON STORE BURL* MM 2,624.6 (66.0) 54.4 BURLINGTON STORE BUI GR 2,624.6 (66.0) 54.4 BURLINGTON STORE BURL US 2,624.6 (66.0) 54.4 CABLEVISION SY-A CVC US 6,765.2 (5,032.0) 180.5 CABLEVISION SY-A CVY GR 6,765.2 (5,032.0) 180.5 CABLEVISION SY-A CVCEUR EU 6,765.2 (5,032.0) 180.5 CABLEVISION-W/I 8441293Q US 6,765.2 (5,032.0) 180.5 CABLEVISION-W/I CVC-W US 6,765.2 (5,032.0) 180.5 CADIZ INC CDZI US 68.2 (39.7) 14.9 CAESARS ENTERTAI CZR US 23,535.0 (4,742.0) (14,607.0) CAESARS ENTERTAI C08 GR 23,535.0 (4,742.0) (14,607.0) CARBYLAN THERAPE CBYL US 10.9 (0.1) 1.9 CASELLA WASTE WA3 GR 661.8 (6.7) (0.5) CASELLA WASTE CWST US 661.8 (6.7) (0.5) CENTENNIAL COMM CYCL US 1,480.9 (925.9) (52.1) CHOICE HOTELS CHH US 647.3 (428.8) 151.3 CHOICE HOTELS CZH GR 647.3 (428.8) 151.3 CIENA CORP CIE1 GR 2,056.2 (88.6) 902.8 CIENA CORP CIEN TE 2,056.2 (88.6) 902.8 CIENA CORP CIEN US 2,056.2 (88.6) 902.8 CIENA CORP CIE1 TH 2,056.2 (88.6) 902.8 CINCINNATI BELL CIB GR 1,819.7 (648.5) (73.2) CINCINNATI BELL CBB US 1,819.7 (648.5) (73.2) CLEAR CHANNEL-A C7C GR 6,362.4 (140.9) 362.1 CLEAR CHANNEL-A CCO US 6,362.4 (140.9) 362.1 CLIFFS NATURAL R CLF US 3,164.0 (1,734.3) 490.3 CLIFFS NATURAL R CVA TH 3,164.0 (1,734.3) 490.3 CLIFFS NATURAL R CLF2EUR EU 3,164.0 (1,734.3) 490.3 CLIFFS NATURAL R CVA GR 3,164.0 (1,734.3) 490.3 CLIFFS NATURAL R CLF* MM 3,164.0 (1,734.3) 490.3 CONNECTURE INC CNXR US 112.3 (28.8) (19.1) CONNECTURE INC 2U7 GR 112.3 (28.8) (19.1) CORCEPT THERA HTD GR 34.6 (3.4) 16.7 CORCEPT THERA CORT US 34.6 (3.4) 16.7 CORINDUS VASCULA CVRS US 0.0 (0.0) (0.0) DIRECTV DIG1 GR 25,459.0 (4,828.0) 1,860.0 DIRECTV DTV CI 25,459.0 (4,828.0) 1,860.0 DIRECTV DTV US 25,459.0 (4,828.0) 1,860.0 DIRECTV DTVEUR EU 25,459.0 (4,828.0) 1,860.0 DOMINO'S PIZZA EZV GR 637.0 (1,213.6) 170.7 DOMINO'S PIZZA DPZ US 637.0 (1,213.6) 170.7 DOMINO'S PIZZA EZV TH 637.0 (1,213.6) 170.7 DUN & BRADSTREET DNB US 1,986.2 (1,194.6) (223.0) DUN & BRADSTREET DNB1EUR EU 1,986.2 (1,194.6) (223.0) DUN & BRADSTREET DB5 GR 1,986.2 (1,194.6) (223.0) DUNKIN' BRANDS G DNKN US 3,360.1 (84.9) 278.7 DUNKIN' BRANDS G 2DB TH 3,360.1 (84.9) 278.7 DUNKIN' BRANDS G 2DB GR 3,360.1 (84.9) 278.7 DURATA THERAPEUT DRTX US 82.1 (16.1) 11.7 DURATA THERAPEUT DRTXEUR EU 82.1 (16.1) 11.7 DURATA THERAPEUT DTA GR 82.1 (16.1) 11.7 EDGEN GROUP INC EDG US 883.8 (0.8) 409.2 EMPIRE RESORTS I NYNY US 39.9 (17.1) 3.2 EMPIRE RESORTS I LHC1 GR 39.9 (17.1) 3.2 ENTELLUS MEDICAL ENTL US 14.0 (8.0) 4.8 ENTELLUS MEDICAL 29E GR 14.0 (8.0) 4.8 EOS PETRO INC EOPT US 1.4 (20.5) (21.7) EXELIXIS INC EXEL US 328.0 (114.8) (4.6) EXTENDICARE INC EXETF US 1,915.3 (2.5) 47.1 EXTENDICARE INC EXE CN 1,915.3 (2.5) 47.1 FAIRPOINT COMMUN FONN GR 1,466.0 (600.3) (5.0) FAIRPOINT COMMUN FRP US 1,466.0 (600.3) (5.0) FAIRWAY GROUP HO FGWA GR 372.2 (16.5) 17.9 FAIRWAY GROUP HO FWM US 372.2 (16.5) 17.9 FAIRWAY GROUP HO FWMEUR EU 372.2 (16.5) 17.9 FERRELLGAS-LP FGP US 1,747.0 (128.0) (6.4) FERRELLGAS-LP FEG GR 1,747.0 (128.0) (6.4) FREESCALE SEMICO 1FS GR 3,096.0 (3,454.0) 1,174.0 FREESCALE SEMICO FSLEUR EU 3,096.0 (3,454.0) 1,174.0 FREESCALE SEMICO 1FS TH 3,096.0 (3,454.0) 1,174.0 FREESCALE SEMICO FSL US 3,096.0 (3,454.0) 1,174.0 FUELSTREAM INC S4HF GR 0.1 (6.4) (6.4) GAMING AND LEISU 2GL GR 2,564.6 (124.7) 12.7 GAMING AND LEISU GLPI US 2,564.6 (124.7) 12.7 GARDA WRLD -CL A GW CN 1,356.8 (243.8) 57.4 GENCORP INC GCY GR 1,911.7 (126.4) 109.8 GENCORP INC GCY TH 1,911.7 (126.4) 109.8 GENCORP INC GY US 1,911.7 (126.4) 109.8 GENTIVA HEALTH GHT GR 1,225.2 (285.2) 130.0 GENTIVA HEALTH GTIV US 1,225.2 (285.2) 130.0 GLG PARTNERS INC GLG US 400.0 (285.6) 156.9 GLG PARTNERS-UTS GLG/U US 400.0 (285.6) 156.9 GOLD RESERVE INC GOD GR 28.0 (10.5) 4.9 GOLD RESERVE INC GDRZF US 28.0 (10.5) 4.9 GOLD RESERVE INC GRZ CN 28.0 (10.5) 4.9 GOODRICH PETRO GXR GR 722.1 (15.8) (79.4) GOODRICH PETRO GDP US 722.1 (15.8) (79.4) GRAHAM PACKAGING GRM US 2,947.5 (520.8) 298.5 GYMBOREE CORP/TH GYMB US 1,284.0 (321.3) 39.5 HCA HOLDINGS INC 2BH GR 31,199.0 (6,498.0) 3,450.0 HCA HOLDINGS INC HCA US 31,199.0 (6,498.0) 3,450.0 HCA HOLDINGS INC 2BH TH 31,199.0 (6,498.0) 3,450.0 HD SUPPLY HOLDIN 5HD GR 6,060.0 (760.0) 1,163.0 HD SUPPLY HOLDIN HDS US 6,060.0 (760.0) 1,163.0 HERBALIFE LTD HOO GR 2,374.9 (334.4) 518.6 HERBALIFE LTD HLF US 2,374.9 (334.4) 518.6 HERBALIFE LTD HLFEUR EU 2,374.9 (334.4) 518.6 HERBALIFE LTD HOO QT 2,374.9 (334.4) 518.6 HOVNANIAN ENT-A HOV US 2,461.4 (130.0) 1,608.3 HOVNANIAN ENT-B HOVVB US 2,461.4 (130.0) 1,608.3 HOVNANIAN-A-WI HOV-W US 2,461.4 (130.0) 1,608.3 HUGHES TELEMATIC HUTCU US 110.2 (101.6) (113.8) IHEARTMEDIA INC IHRT US 14,040.2 (9,665.2) 815.9 INCYTE CORP INCY US 830.1 (81.6) 477.7 INCYTE CORP ICY TH 830.1 (81.6) 477.7 INCYTE CORP INCYEUR EU 830.1 (81.6) 477.7 INCYTE CORP ICY GR 830.1 (81.6) 477.7 INFOR US INC LWSN US 6,778.1 (460.0) (305.9) INOVALON HOLDI-A INOV US 342.6 (8.2) 168.2 INOVALON HOLDI-A IOV GR 342.6 (8.2) 168.2 IPCS INC IPCS US 559.2 (33.0) 72.1 ISTA PHARMACEUTI ISTA US 124.7 (64.8) 2.2 JUST ENERGY GROU JE CN 1,205.7 (539.0) (119.7) JUST ENERGY GROU JE US 1,205.7 (539.0) (119.7) JUST ENERGY GROU 1JE GR 1,205.7 (539.0) (119.7) LEAP WIRELESS LWI GR 4,662.9 (125.1) 346.9 LEAP WIRELESS LWI TH 4,662.9 (125.1) 346.9 LEAP WIRELESS LEAP US 4,662.9 (125.1) 346.9 LEE ENTERPRISES LEE US 809.3 (167.5) (12.4) LENNOX INTL INC LXI GR 1,879.5 (16.2) 369.8 LENNOX INTL INC LII US 1,879.5 (16.2) 369.8 LORILLARD INC LLV GR 4,154.0 (2,134.0) 1,135.0 LORILLARD INC LLV TH 4,154.0 (2,134.0) 1,135.0 LORILLARD INC LO US 4,154.0 (2,134.0) 1,135.0 MANNKIND CORP MNKD US 394.4 (73.8) (202.2) MANNKIND CORP NNF1 GR 394.4 (73.8) (202.2) MANNKIND CORP NNF1 TH 394.4 (73.8) (202.2) MARRIOTT INTL-A MAQ GR 6,865.0 (2,200.0) (1,139.0) MARRIOTT INTL-A MAQ TH 6,865.0 (2,200.0) (1,139.0) MARRIOTT INTL-A MAR US 6,865.0 (2,200.0) (1,139.0) MDC COMM-W/I MDZ/W CN 1,648.9 (153.6) (269.3) MDC PARTNERS-A MDCA US 1,648.9 (153.6) (269.3) MDC PARTNERS-A MDZ/A CN 1,648.9 (153.6) (269.3) MDC PARTNERS-A MD7A GR 1,648.9 (153.6) (269.3) MDC PARTNERS-EXC MDZ/N CN 1,648.9 (153.6) (269.3) MERITOR INC AID1 GR 2,346.0 (576.0) 268.0 MERITOR INC MTOR US 2,346.0 (576.0) 268.0 MERRIMACK PHARMA MP6 GR 158.7 (102.1) 21.0 MERRIMACK PHARMA MACK US 158.7 (102.1) 21.0 MICHAELS COS INC MIM GR 2,005.0 (2,111.0) 572.0 MICHAELS COS INC MIK US 2,005.0 (2,111.0) 572.0 MONEYGRAM INTERN MGI US 4,642.2 (182.7) 48.5 MORGANS HOTEL GR M1U GR 551.2 (227.4) 38.5 MORGANS HOTEL GR MHGC US 551.2 (227.4) 38.5 MOXIAN CHINA INC MOXC US 2.3 (5.4) (5.8) MPG OFFICE TRUST 1052394D US 1,280.0 (437.3) - NATIONAL CINEMED XWM GR 991.4 (208.7) 65.2 NATIONAL CINEMED NCMI US 991.4 (208.7) 65.2 NAVISTAR INTL IHR TH 6,785.0 (4,688.0) 844.0 NAVISTAR INTL IHR GR 6,785.0 (4,688.0) 844.0 NAVISTAR INTL NAV US 6,785.0 (4,688.0) 844.0 NEFF CORP-CL A NEFF US 611.4 (206.1) 10.0 NEW ENG RLTY-LP NEN US 177.8 (27.4) - NORTHWEST BIO NBYA GR 58.4 (35.0) (54.2) NORTHWEST BIO NWBO US 58.4 (35.0) (54.2) OCATA THERAPEUTI T2N1 GR 5.7 (2.7) (0.9) OCATA THERAPEUTI OCAT US 5.7 (2.7) (0.9) OMEROS CORP 3O8 GR 11.1 (42.7) (9.3) OMEROS CORP OMER US 11.1 (42.7) (9.3) OMTHERA PHARMACE OMTH US 18.3 (8.5) (12.0) PALM INC PALM US 1,007.2 (6.2) 141.7 PATRIOT NATIONAL PN US 142.1 (28.3) (30.0) PBF LOGISTICS LP 11P GR 394.0 (120.3) 21.8 PBF LOGISTICS LP PBFX US 394.0 (120.3) 21.8 PHILIP MORRIS IN 4I1 QT 33,255.0 (12,246.0) (705.0) PHILIP MORRIS IN PM US 33,255.0 (12,246.0) (705.0) PHILIP MORRIS IN 4I1 GR 33,255.0 (12,246.0) (705.0) PHILIP MORRIS IN PM FP 33,255.0 (12,246.0) (705.0) PHILIP MORRIS IN 4I1 TH 33,255.0 (12,246.0) (705.0) PHILIP MORRIS IN PMI SW 33,255.0 (12,246.0) (705.0) PHILIP MORRIS IN PM1EUR EU 33,255.0 (12,246.0) (705.0) PHILIP MORRIS IN PM1 TE 33,255.0 (12,246.0) (705.0) PHILIP MORRIS IN PM1CHF EU 33,255.0 (12,246.0) (705.0) PLAYBOY ENTERP-A PLA/A US 165.8 (54.4) (16.9) PLAYBOY ENTERP-B PLA US 165.8 (54.4) (16.9) PLY GEM HOLDINGS PG6 GR 1,254.6 (96.7) 204.5 PLY GEM HOLDINGS PGEM US 1,254.6 (96.7) 204.5 POLYMER GROUP IN POLGA US 2,035.2 (23.8) 315.1 POLYMER GROUP-B POLGB US 2,035.2 (23.8) 315.1 PROTALEX INC PRTX US 0.6 (11.5) 0.0 PROTECTION ONE PONE US 562.9 (61.8) (7.6) PUREBASE CORP PUBC US 0.3 (1.0) (0.3) QUALITY DISTRIBU QDZ GR 427.8 (31.7) 115.0 QUALITY DISTRIBU QLTY US 427.8 (31.7) 115.0 QUINTILES TRANSN QTS GR 3,305.8 (704.0) 674.2 QUINTILES TRANSN Q US 3,305.8 (704.0) 674.2 RAYONIER ADV RYQ GR 1,303.9 (62.4) 188.5 RAYONIER ADV RYAM US 1,303.9 (62.4) 188.5 REGAL ENTERTAI-A RGC* MM 2,539.5 (897.3) (135.6) REGAL ENTERTAI-A RETA GR 2,539.5 (897.3) (135.6) REGAL ENTERTAI-A RGC US 2,539.5 (897.3) (135.6) RENAISSANCE LEA RLRN US 57.0 (28.2) (31.4) RENTPATH INC PRM US 208.0 (91.7) 3.6 RETROPHIN INC 17R GR 135.5 (37.3) (70.2) RETROPHIN INC RTRX US 135.5 (37.3) (70.2) REVLON INC-A REV US 1,944.1 (644.1) 308.9 REVLON INC-A RVL1 GR 1,944.1 (644.1) 308.9 ROUNDY'S INC 4R1 GR 1,119.4 (86.4) 75.2 ROUNDY'S INC RNDY US 1,119.4 (86.4) 75.2 RURAL/METRO CORP RURL US 303.7 (92.1) 72.4 RYERSON HOLDING 7RY GR 1,976.9 (125.9) 739.2 RYERSON HOLDING 7RY TH 1,976.9 (125.9) 739.2 RYERSON HOLDING RYI US 1,976.9 (125.9) 739.2 SALLY BEAUTY HOL S7V GR 2,097.0 (255.6) 753.8 SALLY BEAUTY HOL SBH US 2,097.0 (255.6) 753.8 SBA COMM CORP-A SBJ GR 7,527.3 (1,036.8) 38.5 SBA COMM CORP-A SBJ TH 7,527.3 (1,036.8) 38.5 SBA COMM CORP-A SBJ QT 7,527.3 (1,036.8) 38.5 SBA COMM CORP-A SBAC US 7,527.3 (1,036.8) 38.5 SBA COMM CORP-A SBACEUR EU 7,527.3 (1,036.8) 38.5 SEARS HOLDINGS SHLD US 13,209.0 (945.0) (213.0) SEARS HOLDINGS SEE TH 13,209.0 (945.0) (213.0) SEARS HOLDINGS SEE GR 13,209.0 (945.0) (213.0) SEQUENOM INC QNMA GR 161.1 (31.2) 65.7 SEQUENOM INC SQNMEUR EU 161.1 (31.2) 65.7 SEQUENOM INC QNMA TH 161.1 (31.2) 65.7 SEQUENOM INC SQNM US 161.1 (31.2) 65.7 SILVER SPRING NE 9SI GR 548.2 (133.8) 78.4 SILVER SPRING NE SSNI US 548.2 (133.8) 78.4 SILVER SPRING NE 9SI TH 548.2 (133.8) 78.4 SIRIUS XM CANADA XSR CN 298.2 (128.5) (173.7) SIRIUS XM CANADA SIICF US 298.2 (128.5) (173.7) SONIC CORP SO4 GR 625.8 (0.3) 13.7 SONIC CORP SONCEUR EU 625.8 (0.3) 13.7 SONIC CORP SONC US 625.8 (0.3) 13.7 SPORTSMAN'S WARE 06S GR 270.7 (31.3) 86.4 SPORTSMAN'S WARE SPWH US 270.7 (31.3) 86.4 SUPERVALU INC SJ1 GR 5,078.0 (647.0) 277.0 SUPERVALU INC SJ1 TH 5,078.0 (647.0) 277.0 SUPERVALU INC SVU US 5,078.0 (647.0) 277.0 SYNERGY PHARMACE SGYP US 213.3 (5.2) 181.9 SYNERGY PHARMACE SGYPEUR EU 213.3 (5.2) 181.9 SYNERGY PHARMACE SGYP GR 213.3 (5.2) 181.9 THERAVANCE HVE GR 521.7 (223.3) 238.4 THERAVANCE THRX US 521.7 (223.3) 238.4 THRESHOLD PHARMA NZW1 GR 68.4 (24.0) 40.7 THRESHOLD PHARMA THLD US 68.4 (24.0) 40.7 TOWN SPORTS INTE CLUB US 409.8 (118.1) 52.3 TRANSDIGM GROUP T7D GR 6,913.6 (1,464.7) 1,231.3 TRANSDIGM GROUP TDG US 6,913.6 (1,464.7) 1,231.3 TRINET GROUP INC TNET US 2,347.8 (25.8) 55.6 TRINET GROUP INC TN3 TH 2,347.8 (25.8) 55.6 TRINET GROUP INC TNETEUR EU 2,347.8 (25.8) 55.6 TRINET GROUP INC TN3 GR 2,347.8 (25.8) 55.6 TRYCERA FINANCIA TRYF US 0.0 (3.3) (3.2) UNILIFE CORP 4UL TH 86.4 (19.9) 2.4 UNILIFE CORP UNIS US 86.4 (19.9) 2.4 UNILIFE CORP 4UL GR 86.4 (19.9) 2.4 UNISYS CORP USY1 GR 2,131.5 (1,421.3) 242.8 UNISYS CORP UISEUR EU 2,131.5 (1,421.3) 242.8 UNISYS CORP USY1 TH 2,131.5 (1,421.3) 242.8 UNISYS CORP UIS1 SW 2,131.5 (1,421.3) 242.8 UNISYS CORP UISCHF EU 2,131.5 (1,421.3) 242.8 UNISYS CORP UIS US 2,131.5 (1,421.3) 242.8 VENOCO INC VQ US 616.3 (19.8) 46.7 VERISIGN INC VRS TH 2,607.7 (947.9) 17.8 VERISIGN INC VRS GR 2,607.7 (947.9) 17.8 VERISIGN INC VRSN US 2,607.7 (947.9) 17.8 VERIZON TELEMATI HUTC US 110.2 (101.6) (113.8) VIRGIN MOBILE-A VM US 307.4 (244.2) (138.3) WEIGHT WATCHERS WW6 GR 1,515.2 (1,384.3) 50.7 WEIGHT WATCHERS WW6 QT 1,515.2 (1,384.3) 50.7 WEIGHT WATCHERS WTW US 1,515.2 (1,384.3) 50.7 WEIGHT WATCHERS WTWEUR EU 1,515.2 (1,384.3) 50.7 WEIGHT WATCHERS WW6 TH 1,515.2 (1,384.3) 50.7 WEST CORP WT2 GR 3,818.1 (659.6) 369.8 WEST CORP WSTC US 3,818.1 (659.6) 369.8 WESTERN REFINING WR2 GR 378.3 (27.1) 50.1 WESTERN REFINING WNRL US 378.3 (27.1) 50.1 WESTMORELAND COA WLB US 1,829.6 (349.4) (13.1) WESTMORELAND COA WME GR 1,829.6 (349.4) (13.1) WESTMORELAND RES 2OR1 GR 204.0 (14.2) (57.7) WESTMORELAND RES WMLP US 204.0 (14.2) (57.7) XERIUM TECHNOLOG TXRN GR 594.0 (74.1) 97.7 XERIUM TECHNOLOG XRM US 594.0 (74.1) 97.7 YRC WORLDWIDE IN YEL1 GR 1,985.0 (474.3) 148.2 YRC WORLDWIDE IN YEL1 TH 1,985.0 (474.3) 148.2 YRC WORLDWIDE IN YRCW US 1,985.0 (474.3) 148.2 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2015. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000 or Nina Novak at 202-362-8552. *** End of Transmission ***