/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/150611.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, June 11, 2015, Vol. 19, No. 162 Headlines 488-486 LEFFERTS: Case Summary & 17 Largest Unsecured Creditors ACA HOLDINGS: S&P Assigns 'B-' CCR, Outlook Stable AEMETIS INC: Sprott Inc. Reports 6.2% Stake as of May 29 ALLIANCE ONE: Posts $15.6 Million Net Loss in Fiscal 2015 AMERICAN APPAREL: Agrees to Form an Advisory Committee APOLLO SECURITY: S&P Assigns 'B' CCR & Rates $2-Bil. Loans 'B' ARCH COAL: Bank Debt Trades at 31% Off ATS AUTOMATION: Moody's Assigns Ba3 Corporate Family Rating BOOMERANG TUBE: Files for Chapter 11 for $214MM Debt-Equity Swap BOOMERANG TUBE: Proposes $145 Million of DIP Financing BOOMERANG TUBE: Proposes to Pay $7.25MM to Critical Vendors BTB CORPORATION: Schedules of Assets and Liabilities Extended BUILDING MATERIALS: S&P Puts 'B' CCR on CreditWatch Positive CACHE INC: Gets Final Approval to Access $22-Mil. DIP from Salus CAESARS ENTERTAINMENT: Bank Debt Trades at 4% Off CANNAPHARMARX INC: Reports $1.66-Mil. Net Loss in First Quarter CARMIKE CINEMAS: Moody's Rates $50MM 1st Lien Debt 'Ba2' CORINTHIAN COLLEGES: Ex-Students Seek Shield from Debt Collectors CORINTHIAN COLLEGES: Panel Wants Freeze on Student Loan Collection CORINTHIAN COLLEGES: Student Loan Collection Freeze Sought CORINTHIAN COLLEGES: U.S. Trustee Forms 7-Member Student Committee CTI BIOPHARMA: Eagle Asset Lowers Stake to Less Than 1% DRD TECHNOLOGIES: Files Schedules of Assets and Liabilities EL PASO CHILDREN'S: Texas Tech, Cardinal Health Block Cash Use EL PASO CHILDREN: Schedules and Statements Filing Moved to June 16 ENERGY & EXPLORATION: Bank Debt Trades at 14% Off F.G. DEVELOPMENT: Voluntary Chapter 11 Case Summary FANNIE MAE & FREDDIE MAC: David Fiderer Opines on Pearlstein Piece FINJAN HOLDINGS: Sets Record Date for June 24 Annual Meeting FORTESCUE METALS: Bank Debt Trades at 9% Off FRAC TECH: Bank Debt Trades at 16% Off FREE GOSPEL: Case Summary & 19 Largest Unsecured Creditors FREESEAS INC: Sells $500,000 Convertible Note to Casern Holdings FRESH PRODUCE: US Trustee Amends Committee Members FUEL PERFORMANCE: Reports $471K Net Loss in First Quarter GETTY IMAGES: Bank Debt Trades at 18% Off GOLDEN COUNTY: Proposes Richards Layton as Co-Counsel GORDON PROPERTIES: OFP Gets Street-Front Unit Sale Net Proceeds GREAT CANADIAN: Moody's Affirms Ba3 CFR, Outlook Stable GYMBOREE CORP: Bank Debt Trades at 24% Off HEADWATERS AT BANNER ELK: Case Summary & 7 Top Unsecured Creditors HEALTH CARE REIT: S&P Affirms 'BB+' Rating on Preferred Shares HEALTH DIAGNOSTIC: Has Okay to Use Cash Collateral Until June 30 HORSEHEAD HOLDING: S&P Revises Outlook to Stable & Affirms 'B-' CCR IBT INTERNATIONAL: Banyan Trustee Files Involuntary Petition IMPERIAL CAPITAL: Three Luxury Condominiums to Be Auctioned Today INSITE VISION: To Merge with Canadian Biotechnology Company QLT JPH LAS VEGAS: Judge Landis Dismiss Chapter 11 Bankruptcy Case K & R BUSINESS: Case Summary & Largest Unsecured Creditor KEMET CORP: Hires New Global Sales & Marketing EVP LANTHEUS MEDICAL: S&P Puts 'B-' CCR on CreditWatch Positive LERIN HILLS: Receiver Proposes July 24 Claims Bar Date LERIN HILLS: Receiver Wants to Be Excused From Compliance LERIN HILLS: Receiver, Lender File Liquidating Plan in Chapter 11 LIME ENERGY: Files Financial Statements of Enerpath with SEC LINDBLAD EXPEDITIONS: Moody's Assigns B2 CFR, Outlook Stable MA LERIN HILLS: Case Summary & 18 Largest Unsecured Creditors MAGNETATION LLC: Committee Taps Province Inc. as Financial Advisor MAGNETATION LLC: Files Schedules of Assets and Liabilities MCCLATCHY CO: Reduces Debt by $41.3 Million MELA SCIENCES: Reports $7.27-Mil. Net Loss in First Quarter MERITOR INC: Moody's B1 CFR Unaffected by $225MM Add-on Notes METABOLIX INC: Discloses $5.84-Mil. Net Loss in Q1 of 2015 MJC AMERICA: Court Vacates Deadlines for Gree Product Claims MJC AMERICA: Has Court's Nod to Use Cash Collateral Until Sept. 17 NET ELEMENT: Kenges Rakishev Reports 15% Stake as of April 30 NORTH AMERICAN: Commences Restructuring Proceedings Under CCAA OXIS INTERNATIONAL: Incurs $20.5-Mil. Net Loss in First Quarter PATRIOT COAL: Unsecured Creditors Object to $100M Financing PEABODY ENERGY: Bank Debt Trades at 12% Off PRIMERA ENERGY: Fights Investors' Motion for Chapter 11 Trustee RECOVERY CENTERS: Creditors Have Until July 27 to File Claims RECYCLE SOLUTIONS: To Assume Equipment Lease Pacts With Nissan RECYCLE SOLUTIONS: To Make Adequate Protection Payments to Nissan RECYCLE SOLUTIONS: To Make Adequate Protection Payments to Regions REDPRAIRE CORP: Bank Debt Trades at 3% Off RETROPHIN INC: Settles Questcor Lawsuit for $15.5 Million SANDIA RESORTS: Case Summary & 5 Largest Unsecured Creditors SAO INVESTMENTS: Case Summary & 9 Largest Unsecured Creditors SEADRILL LTD: Bank Debt Trades at 20% Off SEALED AIR: Moody's Rates New 2025 Senior Unsecured Notes 'B1' SEARS HOLDINGS: Posts $303 Million Net Loss in First Quarter SHADOW LAKE: Voluntary Chapter 11 Case Summary SRKO FAMILY: Richardson Accused of Stealing From Nelson Rieger STANDARD REGISTER: Asks Court to Extend Deadline to Remove Suits STANDARD REGISTER: Committee Can Sue Co.'s Board & Silver Point STRATECO RESOURCES: Court Stays CCAA Proceedings Until July 9 TERRENO REALTY: Fitch Assigns 'BB' Rating on Preferred Stock TOWERGATE FINANCE: Judge Bernstein Closes Chapter 15 Case TRIPLANET PARTNERS: June 15 Hearing on Purchaser Protections TWIN RINKS: Files for Chapter 11 to Sell Ice Skating Rink TWIN RINKS: Seeks to Use Affiliate's Cash Collateral TWIN RINKS: Wants 60-Day Extension of Schedules Deadline UNIVERSAL COOPERATIVES: Administrative Expense Claims Deadline Set UNIVISION COMMUNICATIONS: Fitch Affirms 'B' IDR, Outlook Stable US COAL: Files Final Report; Cases Converted to Chapter 7 WEST COAST GROWERS: Amends Schedules of Assets and Liabilities WESTMORELAND COAL: Amends Credit Facility with PrivateBank WPCS INTERNATIONAL: To Sell Interests in China Operations YOSEN GROUP: Losses, Deficit Raise Going Concern Doubt [*] Asset-Based Senior Lenders Benefit From Tumbling Oil Prices [*] Greenberg Traurig's Shari Heyen to Speak on ABI's Live Webinar [*] McGlinchey Expands Florida Commercial Litigation Practice [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* 488-486 LEFFERTS: Case Summary & 17 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: 488-486 Lefferts LLC 119-16 Jamaica Avenue Richmond Hill, NY 11418 Case No.: 15-42716 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: June 10, 2015 Court: United States Bankruptcy Court Eastern District of New York (Brooklyn) Debtor's Counsel: Edward N Gewirtz, Esq. BRONSTEIN, GEWIRTZ & GROSSMAN, LLC 60 East 42nd Street, Suite 4600 New York, NY 10165 Tel: 212-697-6484 Fax: 212-697-7296 Email: chona@bgandg.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Nir Zeer, managing member. A list of the Debtor's 17 largest unsecured creditors is available for free at http://bankrupt.com/misc/nyeb15-42716.pdf ACA HOLDINGS: S&P Assigns 'B-' CCR, Outlook Stable -------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'B-' corporate credit rating to Newtown Square, Pa.-based ACA Holdings LLC. The outlook is stable. At the same time, S&P assigned its 'B+' issue-level and '1' recovery ratings to the company's $30 million revolving credit facility due 2020, which has a first-priority lien. The '1' recovery rating indicates S&P's expectation for very high (90-100%) recovery in the event of a payment default. S&P also assigned its 'B-' issue-level and '4' recovery ratings to the company's $265 million senior secured notes due 2020. The '4' recovery rating indicates S&P's expectation for average (30%-50%, lower half of the range) recovery in the event of a payment default. "Our rating on ACA Holdings LLC reflects our view of the company's small market share in an intensely competitive and fragmented industry, in which there are high levels of attrition and alarm monitoring services are largely undifferentiated," said Standard & Poor's credit analyst Kenneth Fleming. Additionally, the company is dependent on debt to fund anticipated growth. The company's high level of recurring revenue and below-industry-average attrition rates partly offset these risks. The stable outlook reflects S&P's expectation that the company will improve its credit measures through EBITDA growth and subscriber acquisitions, while maintaining below-industry-average attrition rates. S&P could lower the rating if increased subscriber acquisition costs or a spike in attrition causes liquidity to be "less than adequate" or if FFO to cash interest is sustained under 1x. An upgrade is unlikely given the company's "highly leveraged" financial profile, financial sponsor ownership, and S&P's expectation that the company will continue to fund growth through additional debt. AEMETIS INC: Sprott Inc. Reports 6.2% Stake as of May 29 -------------------------------------------------------- Sprott Inc. and Sprott Private Credit Trust disclosed in an amended Schedule 13G filed with the Securities and Exchange Commission that as of May 29, 2015, they beneficially own 1,231,373 shares of common stock of Aemetis, Inc., which represents 6.2 percent of the shares outstanding. A copy of the regulatory filing is available at http://is.gd/gtw00a About Aemetis Cupertino, Calif.-based Aemetis, Inc., is an international renewable fuels and specialty chemical company focused on the production of advanced fuels and chemicals and the acquisition, development and commercialization of innovative technologies that replace traditional petroleum-based products and convert first- generation ethanol and biodiesel plants into advanced biorefineries. As of March 31, 2015, the Company had $93.3 million in total assets, $109 million in total liabilities and a $15.6 million total stockholders' deficit. ALLIANCE ONE: Posts $15.6 Million Net Loss in Fiscal 2015 --------------------------------------------------------- Alliance One International, Inc. filed with the Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $15.6 million on $2.10 billion of sales and other operating revenues for the year ended March 31, 2015, compared to a net loss of $87.0 million on $2.3 billion of sales and other operating revenues for the year ended March 31, 2014. For the three months ended March 31, 2015, the Company reported net income of $3.70 million on $738 million of sales and other operating revenues compared to a net loss of $17.2 million on $616 million of sales and other operating revenues for the same period in 2014. As of March 31, 2015, Alliance One had $1.60 billion in total assets, $1.40 billion in total liabilities and $236 million in total equity. Pieter Sikkel, chief executive officer and president, said, "I am really pleased with the performance our global team achieved through fiscal year 2015 under challenging trading conditions. Fiscal year 2015 volume and sales were impacted by global oversupply as a result of customers that modified inventory positions due to reduced consumer demand in some markets over the last 36 months. Global oversupply now appears to be moving back towards equilibrium with reduced crop sizes planned and market pricing to suppliers that reflects the oversupply imbalance. Important to full year results, our fourth quarter sales improved 19.9% to $738.1 million versus last year and was the second best quarter in the Company's history. Adjusted EBITDA improved 188.5% to $59.3 million or 8.0% of sales. For the year, sales decreased 12.3% to $2,065.9 million, while Adjusted EBITDA improved 9.8% to $173.2 million and was 8.4% of sales with improved total debt less cash divided by Adjusted EBITDA of 5.36x." As of March 31, 2015, available credit lines and cash were $813.2 million, comprised of $143.8 million in cash and $669.4 million of credit lines, of which $210.3 million was available under the U.S. revolving credit facility for general corporate purposes, $448.2 million of foreign seasonal credit lines and $10.9 million exclusively for letters of credit. Additionally, in the future, the Company may elect to redeem, repay, make open market purchases, retire or cancel indebtedness prior to stated maturity under its various global bank facilities and outstanding public notes, as they may permit. A full-text copy of the Form 10-K is available for free at: http://is.gd/IYLU3J About Alliance One Alliance One International is a leading global independent leaf merchant. Visit the Company's Web site at http://www.aointl.com/ * * * As reported by the TCR on Feb. 12, 2015, Moody's Investor Service downgraded the Corporate Family Rating of Alliance One International, Inc. (AOI) to Caa1 from B3. The downgrade of AOI's CFR to Caa1 reflects Moody's expectation that credit metrics will remain weak over the next 12 - 18 months. The TCR reported on April 13, 2015, that Standard & Poor's Ratings Services lowered its corporate credit rating on Morrisville, N.C.-based Alliance One International Inc. to 'CCC+' from 'B-'. AMERICAN APPAREL: Agrees to Form an Advisory Committee ------------------------------------------------------ American Apparel, Inc., and stockholder Jeffrey Kolb entered into a letter agreement pursuant to which, among other things: (i) the Company will form a new advisory committee comprised of industry executives, Company employees and other qualified personnel that will provide insights, guidance and strategic input for the Company's chief executive officer; (ii) the Company will use reasonable efforts to identify a new independent director with significant experience as a member of senior management of retail or apparel companies and appoint the new director to fill a vacancy on the Company's board of directors prior to the Company's 2016 Annual Meeting of Stockholders; and (iii) Mr. Kolb withdrew his notice of intent to nominate persons for election as directors of the Company and to present a proposal at the 2015 Annual Meeting. As previously disclosed, on May 17, 2015, Mr. Kolb notified the Company that he intended to nominate two candidates for election as directors. Gene Montesano, the co-founder of Lucky Brand jeans and one of the candidates proposed by Mr. Kolb, will head the new advisory committee if he is willing and able to do so and has withdrawn as a candidate for election to the Board at the Company's 2015 Annual Meeting. In addition, Adrian Kowalewski, the second candidate proposed by Mr. Kolb, also informed the Company that he withdrew as a candidate for election to the Board at the Company's 2015 Annual Meeting effective as of June 7, 2015. TRO Extension As previously disclosed, on June 1, 2015, in American Apparel, Inc. v. Charney, C.A. No. 11033-CB, the Delaware Court of Chancery granted the motion of the Company for a temporary restraining order against Dov Charney, the Company's former chief executive officer, temporarily restraining Mr. Charney from breaching the terms of the Nomination, Standstill and Support Agreement, dated July 9, 2014. On June 5, 2015, Mr. Charney agreed that the restraints placed on him by the aforementioned temporary restraining order are extended until the conclusion of the 2015 Annual Meeting, currently scheduled for July 16, 2015. In addition, Mr. Charney will respond to certain discovery requests and the Company will conduct depositions in advance of the 2015 Annual Meeting. On a related note, on June 4, Mr. Charney filed an action against the Company in the Delaware Court of Chancery, captioned Charney v. American Apparel, Inc., C.A. No. 11098-CB, seeking advancement of fees and expenses incurred in defending against American Apparel, Inc. v. Charney. The Company intends to vigorously defend against Mr. Charney's advancement action. American Apparel furnished with the Securities and Exchange Commission a copy of an investor presentation which is available for free at http://is.gd/zLQ4pw About American Apparel American Apparel is a vertically-integrated manufacturer, distributor, and retailer of branded fashion basic apparel based in downtown Los Angeles, California. As of Sept. 30, 2014, American Apparel had approximately 10,000 employees and operated 245 retail stores in 20 countries including the United States and Canada. American Apparel also operates a global e-commerce site that serves over 60 countries worldwide at http://www.americanapparel.com. In addition, American Apparel operates a leading wholesale business that supplies high quality T-shirts and other casual wear to distributors and screen printers. Amid liquidity problems and declining sales, American Apparel in early 2011 reportedly tapped law firm Skadden, Arps, Slate, Meagher & Flom and investment bank Rothschild Inc. for advice on a restructuring. In April 2011, American Apparel said it raised $14.9 million in rescue financing from a group of investors led by Canadian financier Michael Serruya and private equity firm Delavaco Capital Corp., allowing the casual clothing retailer to meet obligations to its lenders for the time being. Under the deal, the investors were buying 15.8 million shares of common stock at 90 cents apiece. The deal allows the investors to purchase additional 27.4 million shares at the same price. American Apparel reported a net loss of $68.8 million in 2014, a net loss of $106 million in 2013 and a net loss of $37.3 million in 2012. As of March 31, 2015, the Company had $271 million in total assets, $416 million in total liabilities and a $144 million total stockholders' deficit. * * * The TCR reported on Nov. 21, 2013, that Moody's Investors Service downgraded American Apparel Inc.'s corporate family rating to Caa2. The clothing retailer's probability of default was also lowered one level and the outlook is negative. As reported by the TCR on Sept. 2, 2014, Standard & Poor's Ratings Services lowered its corporate credit rating on Los Angeles-based American Apparel Inc. to 'CCC-' from 'CCC'. The outlook is negative. APOLLO SECURITY: S&P Assigns 'B' CCR & Rates $2-Bil. Loans 'B' -------------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'B' corporate credit rating to Romeoville, Ill.-based Apollo Security Services Borrower LLC. The outlook is stable. At the same time, S&P assigned its 'B' issue-level and '3' recovery ratings to the company's $1.055 billion first-lien term loan due 2021 and $95 million revolver due 2020. The '3' recovery rating indicates S&P's expectation for meaningful (50%-70%; higher half of the range) recovery in the event of a payment default. S&P also assigned its 'CCC+' issue-level and '6' recovery ratings to the company's $300 million second-lien term loan due 2022. The '6' recovery rating indicates S&P's expectation for negligible (0%-10%) recovery in the event of a payment default. Finally, S&P is removing its ratings on Protection One Inc. from CreditWatch, where it placed them with negative implications on May 20, 2015, and withdrawing its 'B' corporate credit rating on the company. "Our rating on Apollo Security Services Borrower reflects the company's middle-tier position in the intensely competitive and highly fragmented U.S. alarm monitoring industry, which is characterized by high customer attrition, significant subscriber acquisition costs (SAC), and low barriers to entry," said Standard & Poor's credit analyst Kenneth Fleming. "While the addition of ASG Security to Protection One adds some scale, the combined company will still be significantly smaller than The ADT Corp., the leader in U.S. alarm monitoring," he added. The stable outlook reflects S&P's expectation that the company will improve its credit measures through EBITDA growth and cost savings from the integration of ASG Security, while maintaining below-industry-average attrition rates and subscriber acquisition costs. S&P could lower the rating if increased subscriber acquisition costs, a spike in attrition, or issues with the integration of ASG lead to deterioration in liquidity or make it unlikely the company would generate FOCF in a low-growth environment. An upgrade in the near term is unlikely, given the company's "highly leveraged" financial profile and S&P's expectation that financial sponsor ownership will preclude meaningful debt repayment from any FOCF. ARCH COAL: Bank Debt Trades at 31% Off -------------------------------------- Participations in a syndicated loan under which Arch Coal Inc. is a borrower traded in the secondary market at 69.31 cents-on-the- dollar during the week ended Friday, June 5, 2015, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in the June 9, 2015, edition of The Wall Street Journal. This represents a decrease of 1.19 percentage points from the previous week, The Journal relates. Arch Coal Inc. pays 500 basis points above LIBOR to borrow under the facility. The bank loan matures on May 17, 2018, and carries Moody's Caa1 rating and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 268 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. ATS AUTOMATION: Moody's Assigns Ba3 Corporate Family Rating ----------------------------------------------------------- Moody's Investors Service assigned ratings to ATS Automation Tooling Systems Inc., consisting of a Ba3 corporate family rating, Ba3-PD probability of default rating, B2 rating to its proposed senior unsecured notes, and SGL-2 speculative grade liquidity rating. The ratings outlook is stable. This is the first time Moody's has assigned ratings to ATS. Net proceeds from the new US$250 million senior unsecured notes issue will be used to repay amounts outstanding under its revolving credit facility. Ratings Assigned: -- Corporate Family Rating, Ba3 -- Probability of Default Rating, Ba3-PD -- US$250 million Unsecured Notes due 2023, B2 (LGD5) -- Speculative Grade Liquidity, SGL-2 Outlook: -- Assigned as Stable ATS' Ba3 CFR primarily reflects its strong credit metrics, good diversity by end-market and geography, and good liquidity. The rating also considers the company's public long-term leverage target that provides flexibility for its acquisition strategy. These attributes are mitigated by the company's small scale, cyclical demand and acquisition execution risk. The rating assumes low single digit revenue growth through the next 12 to 18 months, reflective of global economic conditions. Credit metrics are expected to be maintained at levels of strength for the rating in this timeframe. ATS has good liquidity (SGL-2), supported by cash of C$106 million at March 31, 2015, Moody's expectation for annual free cash flow above C$40 million, C$665 million of availability under its C$750 million revolver due in August 2018 (at close of the notes transaction), and no scheduled debt maturity until the revolver matures. ATS' revolver is subject to leverage and coverage covenants which Moody's expects will have at least 30% cushion through the next 4 to 6 quarters on the tightest covenant (leverage). ATS has some unencumbered assets which provide flexibility to raise additional funds to boost liquidity should the need arise. The stable outlook reflects Moody's view that while ATS is likely to make acquisitions to enhance its scale and market position, it will fund them in such a way that its credit profile will remain in line with expectations for the Ba3 rating. An upgrade will require the company to profitably enhance its scale while sustaining adjusted Debt/EBITDA towards 2.5x and EBITA/Interest towards 5x. The rating could be downgraded if adjusted Debt/EBITDA is sustained above 4x and EBITA/Interest below 3x. A downgrade could also occur should contract difficulties lead to a deterioration in profitability and cause EBITA margins to be sustained towards 5%. A sizeable debt-financed acquisition could also lead to a downgrade. The principal methodology used in these ratings was Global Manufacturing Companies published in July 2014. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009 . ATS Automation Tooling Systems Inc. provides automated manufacturing solutions to multinational companies. Revenue for the fiscal year ended March 31, 2015 was C$936 million. The company is headquartered in Cambridge, Ontario, Canada. BOOMERANG TUBE: Files for Chapter 11 for $214MM Debt-Equity Swap ---------------------------------------------------------------- Boomerang Tube, LLC, a maker of pipes and tubing for oil and natural gas companies, has sought bankruptcy protection with a deal with lenders on a balance sheet restructuring that would convert $214 million of debt to 100% of the common stock of the reorganized company. Boomerang, 81% owned by Access Tubulars, LLC, signed a plan support agreement that would hand control of the company to holders of $214 million in outstanding principal of term loan facility obligations. As of March 31, 2015, the Debtors reported total assets of $299 million and total liabilities of $461 million. As of the Petition Date, the Debtors had funded debt obligations of approximately $263.6 million, including indebtedness of: * $33 million under an asset-based revolving credit facility ("ABL Facility") with Wells Fargo Capital Finance, LLC, as administrative agent, * $214 million under a $230 million term loan facility with Cortland Capital Market Services LLC, as administrative agent and collateral agent; * $6.6 million under a bridge loan facility with Cortland Capital Market Services LLC, as administrative agent and collateral agent; and * $10 million for capital financing leases. The Debtors' outstanding principal unsecured indebtedness consists of trade payables and fixed charges owed to lessors and other vendors of approximately $37.3 million as of June 5, 2015. For the year ended Dec. 31, 2014, the Debtors' operations generated gross sales of $501 million and suffered net losses of $17.8 million. On June 9, 2015, the Debtors, the Term Loan Lenders, certain Bridge Loan Lenders, the ABL Facility Lenders and Tubulars entered into a Plan Support Agreement. More specifically, the restructuring proposed under the Plan Support Agreement reduces the Debtors' funded debt obligations by converting approximately $214 million in outstanding principal of Term Loan Facility obligations into (i) 100% of the New Holdco Common Stock (subject to dilution for (1) the payment of Backstop Exit Fee and Exit Closing Fee equal to 20% of equity of New Holdco in the aggregate and (2) issuances of equity under a management incentive plan not to exceed 5% of the total outstanding equity of New Holdco) and (ii) $55 million of subordinated notes issued by the Reorganized Borrower, a wholly-owned direct subsidiary of New Holdco, and secured by a third-priority lien on the ABL Collateral and Term Collateral. The Term Loan Lenders have agreed to backstop a $60 million exit facility that Boomerang would use to pay down the Debtors' term loan DIP obligations. Those backstop lenders that agree to provide the exit facility would be entitled to up to 20% of the reorganized debtor's equity, which would dilute the stake held by all of the term lenders. Boomerang as of Tuesday had not filed the PSA with the Court or sought approval of the agreement. First Day Motions The Debtors on the Petition Date filed motions to: -- jointly administer their Chapter 11 cases; -- maintain their bank accounts; -- continue their customer programs; -- pay prepetition employee wages and benefits; -- prohibit utilities from discontinuing service; -- continue their insurance programs; -- pay sales and use taxes; -- pay critical trade vendor claims; and -- access debtor-in-possession financing. A copy of the affidavit in support of the first-day motions is available for free at: http://bankrupt.com/misc/Boomerang_1st_Day_Affidavit.pdf About Boomerang Tube Boomerang Tube, LLC, is a manufacturer of welded Oil Country Tubular Goods ("OCTG") in the United States. OCTG are used by drillers in exploration and production of oil and natural gas and consist of drill pipe, casing and tubing. Boomerang has corporate offices in Chesterfield, Missouri and manufacturing facilities in Liberty, Texas, strategically located near major steel production centers and end-user markets. With a 487,000 square foot plant that houses two mills and heat treat lines and a contingent 119 acres, these facilities constitute the second largest alloy OCTG mill in North America. Access Tubulars, LLC, owns 81% of the equity interests in Boomerang. Boomerang Tube and its subsidiaries BTCSP LLC and BT Financing sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-11247) on June 9, 2015. The cases are assigned to Judge Mary F. Walrath. The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as attorneys; Lazard Freres & Co. LLC, as financial advisor; and Donlin, Recano & Co., Inc., as claims and noticing agent. BOOMERANG TUBE: Proposes $145 Million of DIP Financing ------------------------------------------------------ Pipemaker Boomerang Tube, LLC, is asking the U.S. Bankruptcy Court for the District of Delaware to enter interim and final orders authorizing it to obtain $145 million in debtor-in-possession financing to fund its balance sheet restructuring. The postpetition financing would consist of a $60 million new-money term loan provided by a group of prepetition term lenders and an asset-based loan of up to $85 million from Wells Fargo Capital Finance, LLC, and Bank of America, N.A. Cortland Capital Market Services LLC would serve as administrative agent on the term loan, while WFCF would serve as administrative agent on the ABL. The $35 million of the Term DIP Facility and up to $85 million of the ABL DIP Facility will be available upon interim approval of the DIP financing. The term loan would be priced at Libor plus 11% or an alternate base rate plus 10%, with default interest at the applicable rate plus 3.0% per annum. The ABL would be priced at Libor plus 4.5% or a base rate plus 2.5%, with default interest at the applicable rate plus 2.0% per annum. The term loan requires a 2% commitment fee and a $35,000 administrative agency fee. The ABL would have a $300,000 fee as well as an unused commitment fee of 0.375% to 0.5%, depending on usage of the loan. The term loan would mature on the earliest of 120 days after the Petition Date (Oct. 7, 2015), the sale of the Debtor's assets and the effective date of a Chapter 11 plan. The ABL would mature on the earliest of 150 days after the Petition Date (Nov. 6, 2015), the closing of a sale of all the Debtor's assets and a plan effective date. As of the Petition Date, the Debtors had funded debt obligations of approximately $263.6 million, including indebtedness of: 33 million under an asset-based revolving credit facility ("ABL Facility") with Wells Fargo Capital Finance, as administrative agent, a $214 million under a $230 million term loan facility with Cortland Capital Market Services, as administrative agent and collateral agent; a $6.6 million under a bridge loan facility with Cortland, as administrative agent and collateral agent; and $10 million for capital financing leases. The ABL DIP Facility gradually would roll up the $33 million outstanding on the prepetition ABL facility, and the DIP Term Facility would repay the $6.6 million bridge loan. The Term Loan Lenders have agreed to backstop a $60 million exit facility that Boomerang would use to pay down the Debtors' term loan DIP obligations. Those backstop lenders that agree to provide the exit facility would be entitled to up to 20% of the reorganized debtor's equity, which would dilute the stake held by all of the term lenders. The Debtors have agreed to certain Chapter 11 milestones: A. With respect to the Term DIP Facility, the Debtors agreed to: * Obtain court approval of (x) the Interim Order within three business days of the Petition Date, and (y) the Final Order within 45 days after the Petition Date; * Obtain confirmation of the Plan by no later than Sept. 22, 2015; and * Consummate the Plan by no later than October 6, 2015. B. With respect to ABL DIP Facility, the Debtors agreed to: * Adhere to the milestones in the Plan Support Agreement Obtain court approval of (x) the Interim Order within three business days of the Filing Date, and (y) the Final Order within 45 days after the Filing Date; * On or before Oct. 6, 2015, (or such later date as WFCF will agree), such confirmed plan of reorganization shall be consummated and all obligations under the Existing Loan Agreement and this Agreement will have been paid in full, in cash, on a final and indefeasible basis, or refinanced under an exit loan facility provided by WFCF and the Existing Lenders. A copy of the DIP Financing Motion is available for free at: http://bankrupt.com/misc/Boomerang_DIP_Loan_Motion.pdf Cortland can be reached at: CORTLAND CAPITAL MARKET SERVICES LLC 225 W. Washington St., 21st Floor Chicago, IL 60606 Attention: Ryan Morick and Legal Department Telephone: 312-564-5072 Telecopier: 312-376-0751 E-mail: ryan.morick@cortlandglobal.com legal@cortlandglobal.com Cortland's attorneys can be reached at: KING & SPALDING LLP 1185 Avenue of the Americas New York, NY 10036 Attention: Michael C. Rupe, Esq. Ellen M. Snare, Esq. Telephone: (212) 556-2135 Facsimile: (212) 556-2222 E-mail: mrupe@kslaw.com WFCF can be reached at: WELLS FARGO CAPITAL FINANCE, LLC 150 South Wacker Drive, Suite 2200 Chicago, IL 60606 Attn: Portfolio Manager--Boomerang Fax No. (312) 332-0424 E-mail: tony.vizgirda@wellsfargo.com WFCF's attorneys can be reached at: GOLDBERG KOHN LTD. 55 East Monroe Street, Suite 3300 Chicago, IL 60603 Attn: Jeremy Downs Fax No. (312) 332-2196 E-mail: jeremy.downs@goldbergkohn.com About Boomerang Tube Boomerang Tube, LLC, is a manufacturer of welded Oil Country Tubular Goods ("OCTG") in the United States. OCTG are used by drillers in exploration and production of oil and natural gas and consist of drill pipe, casing and tubing. Boomerang has corporate offices in Chesterfield, Missouri and manufacturing facilities in Liberty, Texas, strategically located near major steel production centers and end-user markets. With a 487,000 square foot plant that houses two mills and heat treat lines and a contingent 119 acres, these facilities constitute the second largest alloy OCTG mill in North America. Access Tubulars, LLC, owns 81% of the equity interests in Boomerang. Boomerang Tube and its subsidiaries BTCSP LLC and BT Financing sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-11247) on June 9, 2015. The cases are assigned to Judge Mary F. Walrath. The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as attorneys; Lazard Freres & Co. LLC, as financial advisor; and Donlin, Recano & Co., Inc., as claims and noticing agent. BOOMERANG TUBE: Proposes to Pay $7.25MM to Critical Vendors ----------------------------------------------------------- Boomerang Tube, LLC, filed a motion asking the U.S. Bankruptcy Court for the District of Delaware to authorize the payment of certain prepetition claims of critical vendors, shippers, and warehousemen. In the ordinary course of business, the Debtors rely on certain vendors for the delivery of goods and services that are critical to the continued and uninterrupted operation of the Debtors' business. In addition, the Debtors heavily rely upon shippers and other transportation service providers to transport and deliver raw materials, parts, and components, and from time-to-time, place products in the hands of third parties pending the ultimate sale or disposition of the products. If the Debtors do not pay amounts owed to the shippers and warehousemen on a timely basis, they may assert that they have possessory liens on goods and products currently in their possession. Robert S. Brady, Esq., at Young Conaway Stargatt & Taylor, LLP, relates that based on their books and records, the Debtors estimate that they have relationships with several hundred vendors, only a small fraction of which the Debtors are seeking authority to pay by the motion. Of the Debtors' estimated more than $37 million in unsecured trade claims, the Debtors are only seeking authority to pay up to $475,000 to the shippers and warehousemen and $7.25 million to the critical vendors. Of the amounts owed to the Critical Vendors, the Debtors estimate that approximately $372,000 represents the value of goods delivered to the Debtors within the 20 days prior to the Petition Date. These represent the maximum amounts that the Debtors have determined at this time may be necessary to ensure the continued supply of critical services and goods to the Debtors, but the Debtors reserve the right to request additional authority depending on the facts and circumstances that develop after the Petition Date. Importantly, the Debtors have not committed payment to any pre-authorized list of Vendor Claims to be paid; rather, consistent with the requirements of the Bankruptcy Code and applicable case law, the Debtors will make payments only upon determining that such payments are actually necessary to preserve the value of the Debtors' estates. The Debtors have designated a core group of advisors and employees who have experience in the Debtors' business, as well as the reorganization process, to review, assess and potentially recommend payment of a Vendor Claim. Moreover, the Debtors will use their commercially reasonable efforts to condition payment of Vendor Claims upon each vendor's agreement to continue supplying services and goods on "customary trade terms." About Boomerang Tube Boomerang Tube, LLC, is a manufacturer of welded Oil Country Tubular Goods ("OCTG") in the United States. OCTG are used by drillers in exploration and production of oil and natural gas and consist of drill pipe, casing and tubing. Boomerang has corporate offices in Chesterfield, Missouri and manufacturing facilities in Liberty, Texas, strategically located near major steel production centers and end-user markets. With a 487,000 square foot plant that houses two mills and heat treat lines and a contingent 119 acres, these facilities constitute the second largest alloy OCTG mill in North America. Access Tubulars, LLC, owns 81% of the equity interests in Boomerang. Boomerang Tube and its subsidiaries BTCSP LLC and BT Financing sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-11247) on June 9, 2015. The cases are assigned to Judge Mary F. Walrath. The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as attorneys; Lazard Freres & Co. LLC, as financial advisor; and Donlin, Recano & Co., Inc., as claims and noticing agent. BTB CORPORATION: Schedules of Assets and Liabilities Extended ------------------------------------------------------------- The Hon. Mildred Caban Flores of the U.S. Bankruptcy Court for the District of Puerto Rico, on June 1, 2015, granted BTB Corporation an 11-day extension of time to file schedules and statement of financial affairs. About BTB Corporation BTB Corporation sought Chapter 11 protection (Bankr. D.P.R. Case No. 15-03681) in Old San Juan, Puerto Rico, on May 17, 2015. Samuel Lizardi signed the petition as interim president. The Debtor disclosed total assets of $16.5 million and total liabilities of $13.2 million. BTB said it sought bankruptcy protection as it is unable to meet obligations as they mature, and creditors are threatening suit and have threatened to undertake steps to obtain possession of its assets. The Debtor tapped Alexis Fuentes Hernandez, Esq., at Fuentes Law Offices, LLC, as its counsel. BUILDING MATERIALS: S&P Puts 'B' CCR on CreditWatch Positive ------------------------------------------------------------ Standard & Poor's Ratings Services said it placed its ratings, including its 'B' corporate credit rating, on Building Materials Holding Corp. on CreditWatch with positive implications. On June 3, 2015, BMC announced its plans to merge with peerbuilding materials distributor Stock Building Supply Holdings Inc. in a proposed stock-for-stock transaction, pending shareholder and regulatory approval. The company believes the merger will close during its fiscal fourth quarter of 2015. BMC is a leading provider of lumber, building materials, trusses, doors, millwork, and construction services to the homebuilding industry. The company operates 38 lumber yards, 18 truss manufacturing facilities, and 23 millwork operations in 12 states, primarily in the western U.S., Texas, and the Southeast. BMC's customer base is largely homebuilders and contractors, meaning its end markets are primarily tied to new home construction. Stock Building Supply is a peer building materials distributor that provides a similar array of products and construction services. Stock operates 48 distribution yards, 15 truss manufacturing facilities, and 20 millwork operations across 14 states. The company's geographic footprint has significant overlap with BMC, but with a heavier east coast presence. Stock recorded $1.3 billion in sales during its fiscal 2014. "Our CreditWatch placement reflects our view that the company's proposed merger with Stock will likely cause us to either raise or affirm the company's ratings, but that any change is contingent upon the success of the merger gaining all required approvals," said Standard & Poor's credit analyst Christopher Andrews. S&P may upgrade the company if the transaction closes as proposed, resulting in larger size and scope of the business and S&P forecasts the pro forma company to maintain lower leverage of 3x-4x. S&P could affirm the existing rating if the proposed merger fails to close or if S&P forecasts the surviving company's leverage will be sustained above 4x. CACHE INC: Gets Final Approval to Access $22-Mil. DIP from Salus ---------------------------------------------------------------- The Hon. Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware gave Cache, Inc., et al., final authority to obtain postpetition financing up to an aggregate principal amount of $22 million from Salus Capital Partners, LLC, as administrative agent and collateral agent. Judge Walrath noted, in the final order, all objections to the financing to the extent not withdrawn or resolved are hereby overruled. Proceeds of committed loans under the DIP Facility will be used to: i) support the working capital and general corporate purposes of the Debtors and the payment of postpetition operating and other expenses arising in the Debtors' chapter 11 cases, ii) fund the payment of other obligations of the Debtors, subject to approval of the Bankruptcy Court, and iii) pursuant to the Final Financing Order, to satisfy thebalance of the Debtor's obligations under the Prepetition Credit Agreement and pay related transaction fees and expenses, in eachcase according to an approved budget. The Debtors will repay any outstanding loans made and other fees, costs or charges incurred under the DIP Loan on the earliest of: i) one year from the Petition Date, ii) the date of the acceleration of the DIP Loan following an Event of Default under the DIP Credit Agreement; iii) either the Final Reconciliation Settlement Date as defined in the Sale Agency Agreement or, if a going concern sale for the Debtors is consummated, the closing date of such a sale; and iv) the effective date of a confirmed plan of reorganization in the Debtors' chapter 11 cases. Interest on borrowings under the DIP Facility will be payable monthly in arrears at a rate per annum equal to: i) the Adjusted LIBO Rate plus ii) 5.50%. The initial interest rate under the DIP Loan is anticipated to be 7.50%. All interest and fees will be based on a 360-day year and actual days elapsed. After the occurrence and during the continuance of an Event of Default, interest on borrowings under the DIP Loan will be increased by 3.0%. Upon the occurrence of the Closing Date, the Debtors will pay the Agent a closing fee of $300,000. The closing fee will be fully earned on the Closing Date and will not be subject to refund or rebate. About Cache, Inc Cache, Inc., operates 236 women's apparel specialty stores under the trade name "Cache." On Dec. 4, 2014, New York-based Cache announced that it has received an inquiry from a third party regarding a potential sale of the Company. Cache, Inc., and its two affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No.15-10172) on Feb. 4, 2015. The case is assigned to Judge Mary F. Walrath. The Debtors are represented by Laura Davis Jones, Esq., Peter J. ???????Keane, Esq., and Colin R. Robinson, Esq., at Pachulski Stang Ziehl& Jones LLP, in Wilmington, Delaware. The Debtors' restructuring advisors is FTI Consulting Inc., while their investment banker and financial advisor is Janney Montgomery Scott LLC. Thompson Hine represents the Debtors in corporate and securities matter, while Jackson Lewis P.C. represents the Debtors in employment matters. The Debtors' communications services provider is Epiq Systems, Inc., while their noticing and claims management services provider is Kurtzman Carson Consultants. A&G Realty Partners, LLC, serves as the Debtors' real estate consultants. The Debtors had total assets of $53.7 million and total liabilities of $51.1 million as of Sept. 27, 2014. In its schedules, the Debtor disclosed $38,793,006 in assets and $84,113,066 in liabilities. The U.S. Trustee for Region 3 has appointed seven members to the Official Committee of Unsecured Creditors in the Debtors' case. The Committee retained Bayard, P.A., as local Delaware counsel, and Otterbourg P.C. as lead bankruptcy counsel. CAESARS ENTERTAINMENT: Bank Debt Trades at 4% Off ------------------------------------------------- Participations in a syndicated loan under which Caesars Entertainment Inc. is a borrower traded in the secondary market at 95.58 cents-on-the- dollar during the week ended Friday, June 5, 2015, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in the June 9, 2015, edition of The Wall Street Journal. This represents a decrease of 0.48 percentage points from the previous week, The Journal relates. Caesars Entertainment Inc. pays 600 basis points above LIBOR to borrow under the facility. The bank loan matures on September 24, 2020, and carries Moody's B2 rating and Standard & Poor's CCC+ rating. The loan is one of the biggest gainers and losers among 268 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. CANNAPHARMARX INC: Reports $1.66-Mil. Net Loss in First Quarter --------------------------------------------------------------- Cannapharmarx Inc. filed its quarterly report on Form 10-Q, disclosing a net loss of $1.66 million on $nil of revenues for the three months ended March 31, 2015, compared with a net income of $25,600 on $nil of revenues for the same period last year. The Company's balance sheet at March 31, 2015, showed $1.60 million in total assets, $2.15 million in total liabilities, and a stockholders' deficit of $552,000. The Company had cash on hand of $1.39 million as of March 31, 2015, but no revenue-producing business or other sources of income. Additionally, the Company had outstanding liabilities totaling $2.15 million (of which $1.60 million subsequently was settled in May 2015 with the issuance of common stock) and a stockholders' deficit of $552,000. The Company had a working capital deficit of $623,000 at March 31, 2015 (which includes an offset of $1.60 million in current liabilities that subsequently was settled in stock in May 2015) and reported an accumulated deficit since inception (Jan. 1, 2011) of $552,000 as of March 31, 2015. These conditions raise substantial doubt as to the Company's ability to continue as a going concern. A copy of the Form 10-Q is available at: http://is.gd/NcASnW Carneys Point, N.J.-based Cannapharmarx Inc., formerly Golden Dragon Holding Co., is a pharmaceutical company that is engaged in cannabinoid discovery, science, research and development. The Company has over 900 products in its pipeline, most to treat cancer, inflammatory disease, human immunodeficiency virus (HIV/AIDs), epilepsy, Parkinson's disease, multiple sclerosis, and other rare diseases. CARMIKE CINEMAS: Moody's Rates $50MM 1st Lien Debt 'Ba2' --------------------------------------------------------- Moody's Investor Service assigned a B1 rating to Carmike Cinemas, Inc.'s proposed $230 million second lien notes and a Ba2 rating to the proposed $50 million secured revolving credit facility. The new notes refinance Carmike's existing $210 million second lien notes due 2019, with the difference covering call premiums, fees and expenses related to retiring those notes. The current $25 million secured credit facility due 2016 will be replaced with a new $50 million secured credit facility due 2020. With the transaction not altering Carmike's risk profile, the company's B2 corporate family rating, B2-PD probability of default rating and stable outlook remain unchanged. Assignments: Issuer: Carmike Cinemas, Inc. -- Senior Secured 1st Lien Rev Credit Facility (Local Currency), Assigned Ba2, LGD1 -- Senior Secured Second Lien Notes (Local Currency), Assigned B1, LGD3 High leverage (almost 6 times debt-to-EBITDA per Moody's standard adjustments including the capitalization of operating leases at an 8 times multiple) affords minimal flexibility to manage the inherent volatility of operating in an industry reliant on movie studios to drive the attendance that leads to cash flow from admissions and concessions. Carmike's B2 Corporate Family Rating incorporates this risk, and the current leverage, up from the low 5 times range last year (all metrics pro forma for acquisitions) demonstrates the impact of the swings in attendance. Very good liquidity helps mitigate the risks related to attendance volatility and the expansion strategy. Moody's expect metrics to improve in 2015 based on better attendance trends and more time to integrate theaters acquired. Lack of scale and the below peer group EBITDA margins also constrain the rating. However, Moody's attribute the lower EBITDA margin partially to the small to mid-size markets Carmike targets, which have less competition from both other theater operators and alternative entertainment options. Also, despite some year to year variability related to film popularity and low-to-negative attendance growth prospects, Moody's consider the theater industry to be relatively stable over at least the next five years, with typically only modest impact from economic conditions. The principal methodology used in these ratings was Business and Consumer Service Industry published in December 2014. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Headquartered in Columbus, Georgia, Carmike Cinemas, Inc. operates 272 cinema theaters with 2,894 screens located in 41 states, primarily in small to mid-sized communities. Annual revenue is approximately $700 million. CORINTHIAN COLLEGES: Ex-Students Seek Shield from Debt Collectors ----------------------------------------------------------------- Peg Brickley, writing for Daily Bankruptcy Review, reported that students of defunct for-profit educator Corinthian Colleges Inc. are asking a bankruptcy judge to bar efforts to collect their student loans. According to the report, the official committee named to represent former students in Corinthian's bankruptcy case asserted that the the bankruptcy that is shielding the company from continued legal action over allegedly falsified job placement figures and other alleged wrongs should also shield students who were duped into enrolling. About Corinthian Colleges Corinthian Colleges, Inc., Pegasus Education, Inc., and 23 affiliated entities filed voluntary Chapter 11 petitions (Bankr. D. Del. Lead Case No. 15-10952) on May 4, 2015. The Chapter 11 petitions are being jointly administered under the caption In re: Corinthian Colleges, Inc. et al., Case No. 15-10952 (KJC). The cases are assigned to Judge Kevin J. Carey. Corinthian Colleges, Inc., was founded in February 1995, and through acquisitions became one of the largest for-profit post-secondary education companies in the United States and Canada. Corinthian Colleges, which in 2014 had more than 100 campuses all over the U.S. and Canada, sought bankruptcy protection to complete an orderly wind down of its operations. The Debtors tapped Richards, Layton & Finger, P.A., as counsel; FTI Consulting, Inc., as restructuring advisors; and Rust Consulting/Omni Bankruptcy as claims and noticing agent. Corinthian Colleges disclosed total assets of $19.2 million and total liabilities of $143.1 million in its petition. CORINTHIAN COLLEGES: Panel Wants Freeze on Student Loan Collection ------------------------------------------------------------------ A committee representing the interests of former students of Corinthian Colleges, Inc., has requested that the court handling Corinthian's Chapter 11 bankruptcy place a hold on all efforts to collect on obligations that are currently considered "student loan" debt. "Corinthian and its affiliates received billions of dollars from government and private student loan programs, while it significantly misrepresented the value of its educational programs to students, the government, and accreditation agencies," the Committee stated. Hundreds of thousands of former students may be adversely affected by the collapse of Corinthian, which once operated 107 campuses before shutting its doors in April. The student committee seeks the imposition of a court-ordered freeze on efforts by any party to collect on obligations related to federal and private funding of Corinthian -- funds that would have been advanced for tuition, fees, and other school-related expenses -- while the responsibility for the repayment of those funds is determined in Corinthian's bankruptcy. "Corinthian and its affiliates received billions of dollars from government and private student loan programs, while it significantly misrepresented the value of its educational programs to students, the government, and accreditation agencies," said Mark Rosenbaum, Director of Public Counsel Opportunity Under Law. In May, the U.S. Trustee's Office granted the request of an ad-hoc group to recognize a special committee representing the interests of students in the proceedings, the first known instance of a student group being given a seat at the table in the bankruptcy of an educational institution. "Until the full extent of Corinthian's misconduct is known, and until the court decides who holds responsibility for repaying billions of dollars of advances that were funded on Corinthian's misrepresentations, all collection efforts should be put on hold," said Scott Gautier of Robins Kaplan LLP. "This motion represents an effort to maintain the integrity of the Chapter 11 process by preserving the status quo between Corinthian, the government, student victims, and other creditors while they work together to resolve what might be a multi-billion dollar disaster." Public Counsel and Robins Kaplan LLP represent the student committee in the Delaware bankruptcy proceedings, with the assistance of Polsinelli LLP as local Delaware counsel. The students' legal team argues that without the hold on student debt collection, an estimated tens of thousands of students, currently subject to harsh collection proceedings, would need to engage Corinthian in individual proceedings to establish Corinthian's wrongdoing. Efforts to negotiate a consensual Chapter 11 plan for Corinthian, they say, would be hindered if not rendered impossible by the overwhelming litigation demands and with the rights of creditors in constant flux. About Public Counsel Public Counsel -- www.publiccounsel.org -- is the nation's largest pro bono law firm. Founded in 1970, Public Counsel strives to achieve three main goals: protect the legal rights of disadvantaged children; represent immigrants who have been the victims of torture, persecution, domestic violence, trafficking, and other crimes; and foster economic justice by providing individuals and institutions in underserved communities with access to quality legal representation. Through a pro bono model that leverages the talents and dedication of thousands of attorney and law student volunteers, along with an in-house staff of more than 75 attorneys and social workers, Public Counsel annually assists more than 30,000 families, children, immigrants veterans, and nonprofit organizations and addresses systemic poverty and civil rights issues through impact litigation and policy advocacy. About Robins Kaplan LLP Robins Kaplan LLP is among the nation's premier trial law firms, with more than 220 lawyers located in Atlanta, Bismarck, North Dakota, Boston, Los Angeles, Minneapolis, Mountain View, California, New York, Naples, Florida, and Sioux Falls, South Dakota. The firm litigates, mediates, and arbitrates high-stakes, complex disputes, repeatedly earning national recognition. Firm clients include -- as both plaintiffs and defendants -- numerous Fortune 500 corporations, emerging-markets companies, entrepreneurs, and individuals. About Corinthian Colleges Corinthian Colleges, Inc., Pegasus Education, Inc., and 23 affiliated entities filed voluntary Chapter 11 petitions (Bankr. D. Del. Lead Case No. 15-10952) on May 4, 2015. The Chapter 11 petitions are being jointly administered under the caption In re: Corinthian Colleges, Inc. et al., Case No. 15-10952 (KJC). The cases are assigned to Judge Kevin J. Carey. Corinthian Colleges, Inc., was founded in February 1995, and through acquisitions became one of the largest for-profit post-secondary education companies in the United States and Canada. Corinthian Colleges, which in 2014 had more than 100 campuses all over the U.S. and Canada, sought bankruptcy protection to complete an orderly wind down of its operations. The Debtors tapped Richards, Layton & Finger, P.A., as counsel; FTI Consulting, Inc., as restructuring advisors; and Rust Consulting/Omni Bankruptcy as claims and noticing agent. Corinthian Colleges disclosed total assets of $19.2 million and total liabilities of $143.1 million in its petition. CORINTHIAN COLLEGES: Student Loan Collection Freeze Sought ---------------------------------------------------------- Robins Kaplan LLP and Public Counsel on June 9 disclosed that a committee representing the interests of former students of Corinthian Colleges, Inc., one of the nation's largest for-profit college systems before its recent closure, has requested that the court handling Corinthian's Chapter 11 bankruptcy place a hold on all efforts to collect on obligations that are currently considered "student loan" debt. Hundreds of thousands of former students may be adversely affected by the collapse of Corinthian, which once operated 107 campuses before shutting its doors in April. The student committee seeks the imposition of a court-ordered freeze on efforts by any party to collect on obligations related to federal and private funding of Corinthian -- funds that would have been advanced for tuition, fees, and other school-related expenses -- while the responsibility for the repayment of those funds is determined in Corinthian's bankruptcy. "Corinthian and its affiliates received billions of dollars from government and private student loan programs, while it significantly misrepresented the value of its educational programs to students, the government, and accreditation agencies," said Mark Rosenbaum, Director of Public Counsel Opportunity Under Law. In May, the U.S. Trustee's Office granted the request of an ad-hoc group to recognize a special committee representing the interests of students in the proceedings, the first known instance of a student group being given a seat at the table in the bankruptcy of an educational institution. "Until the full extent of Corinthian's misconduct is known, and until the court decides who holds responsibility for repaying billions of dollars of advances that were funded on Corinthian's misrepresentations, all collection efforts should be put on hold," said Scott Gautier of Robins Kaplan LLP. "This motion represents an effort to maintain the integrity of the Chapter 11 process by preserving the status quo between Corinthian, the government, student victims, and other creditors while they work together to resolve what might be a multi-billion dollar disaster." Public Counsel and Robins Kaplan LLP represent the student committee in the Delaware bankruptcy proceedings, with the assistance of Polsinelli LLP as local Delaware counsel. The students' legal team argues that without the hold on student debt collection, an estimated tens of thousands of students, currently subject to harsh collection proceedings, would need to engage Corinthian in individual proceedings to establish Corinthian's wrongdoing. Efforts to negotiate a consensual Chapter 11 plan for Corinthian, they say, would be hindered if not rendered impossible by the overwhelming litigation demands and with the rights of creditors in constant flux. About Public Counsel Public Counsel -- http://www.publiccounsel.org-- is the nation's largest pro bono law firm. Founded in 1970, Public Counsel strives to achieve three main goals: protect the legal rights of disadvantaged children; represent immigrants who have been the victims of torture, persecution, domestic violence, trafficking, and other crimes; and foster economic justice by providing individuals and institutions in underserved communities with access to quality legal representation. Through a pro bono model that leverages the talents and dedication of thousands of attorney and law student volunteers, along with an in-house staff of more than 75 attorneys and social workers, Public Counsel annually assists more than 30,000 families, children, immigrants veterans, and nonprofit organizations and addresses systemic poverty and civil rights issues through impact litigation and policy advocacy. About Robins Kaplan LLP Robins Kaplan LLP is among the nation's premier trial law firms, with more than 220 lawyers located in Atlanta, Bismarck, North Dakota, Boston, Los Angeles, Minneapolis, Mountain View, California, New York, Naples, Florida, and Sioux Falls, South Dakota. The firm litigates, mediates, and arbitrates high-stakes, complex disputes, repeatedly earning national recognition. Firm clients include -- as both plaintiffs and defendants -- numerous Fortune 500 corporations, emerging-markets companies, entrepreneurs, and individuals. About Corinthian Colleges Corinthian Colleges, Inc., Pegasus Education, Inc., and 23 affiliated entities filed voluntary Chapter 11 petitions (Bankr. D. Del. Lead Case No. 15-10952) on May 4, 2015. The Chapter 11 petitions are being jointly administered under the caption In re: Corinthian Colleges, Inc. et al., Case No. 15-10952 (KJC). The cases are assigned to Judge Kevin J. Carey. Corinthian Colleges, Inc., was founded in February 1995, and through acquisitions became one of the largest for-profit post-secondary education companies in the United States and Canada. Corinthian Colleges, which in 2014 had more than 100 campuses all over the U.S. and Canada, sought bankruptcy protection to complete an orderly wind down of its operations. The Debtors tapped Richards, Layton & Finger, P.A., as counsel; FTI Consulting, Inc., as restructuring advisors; and Rust Consulting/Omni Bankruptcy as claims and noticing agent. Corinthian Colleges disclosed total assets of $19.2 million and total liabilities of $143.1 million in its petition. CORINTHIAN COLLEGES: U.S. Trustee Forms 7-Member Student Committee ------------------------------------------------------------------ The U.S. trustee overseeing the Chapter 11 case of Corinthian Colleges Inc. appointed these persons to serve on the committee of student creditors: (1) Tasha Courtright 32209 Riverside Dr., Apt. K4, Lake Elsinore, CA 92530 (2) Jessica King 653 Clinton Dr. Newport News, VA 23605. (3) Amber Thompson 538 Troy Dr., Apt. 3 San Jose, CA 95117. (4) Crystal Loeser 4928 Valley Terrace Way Salida, CA 95368 (5) Michael Adorno-Miranda 6583 Trenton St. Colorado Springs, CO 80923 (6) Krystle Powell 150 Gardiner Ave., 3 South San Francisco, CA 94080 (7) Brittany Ann Smith Jackl 3532 Barrel Springs Dr. Orange Park, FL 32073 About Corinthian Colleges Corinthian Colleges, Inc., Pegasus Education, Inc., and 23 affiliated entities filed voluntary Chapter 11 petitions (Bankr. D. Del. Lead Case No. 15-10952) on May 4, 2015. The Chapter 11 petitions are being jointly administered under the caption In re: Corinthian Colleges, Inc. et al., Case No. 15-10952 (KJC). The cases are assigned to Judge Kevin J. Carey. Corinthian Colleges, Inc., was founded in February 1995, and through acquisitions became one of the largest for-profit post-secondary education companies in the United States and Canada. Corinthian Colleges, which in 2014 had more than 100 campuses all over the U.S. and Canada, sought bankruptcy protection to complete an orderly wind down of its operations. The Debtors tapped Richards, Layton & Finger, P.A., as counsel; FTI Consulting, Inc., as restructuring advisors; and Rust Consulting/Omni Bankruptcy as claims and noticing agent. Corinthian Colleges disclosed total assets of $19.2 million and total liabilities of $143.1 million in its petition. CTI BIOPHARMA: Eagle Asset Lowers Stake to Less Than 1% ------------------------------------------------------- Eagle Asset Management, Inc., disclosed in an amended Schedule 13G filed with the Securities and Exchange Commission that as of May 31, 2015, it beneficially owns 972,419 shares of common stock of CTI Biopharma Corp., which represents 0.54 percent of the shares outstanding. The reporting person previously held 12,713,051 shares as of Dec. 31, 2014. A copy of the regulatory filing is available for free at http://is.gd/R3LsjU About CTI BioPharma CTI BioPharma Corp. (NASDAQ and MTA: CTIC) -- http://www.ctibiopharma.com/-- formerly known as Cell Therapeutics, Inc., is a biopharmaceutical company focused on the acquisition, development and commercialization of novel targeted therapies covering a spectrum of blood-related cancers that offer a unique benefit to patients and healthcare providers. The Company has a commercial presence in Europe and a late-stage development pipeline, including pacritinib, CTI's lead product candidate that is currently being studied in a Phase 3 program for the treatment of patients with myelofibrosis. CTI BioPharma is headquartered in Seattle, Washington, with offices in London and Milan under the name CTI Life Sciences Limited. CTI Biopharma reported a net loss attributable to common shareholders of $96 million in 2014, compared with a net loss attributable to common shareholders of $49.6 million in 2013. As of March 31, 2015, the Company had $63.1 million in total assets, $48.7 million in total liabilities, $240,000 in common stock purchase warrants, $14.1 million in total shareholders' equity. DRD TECHNOLOGIES: Files Schedules of Assets and Liabilities ----------------------------------------------------------- DRD Technologies Inc., filed with the U.S. Bankruptcy Court for the Northern District of Alabama its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $205,849,965 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $3,550,000 E. Creditors Holding Unsecured Priority Claims $7,000 F. Creditors Holding Unsecured Non-priority Claims $732,268 ----------- ----------- TOTAL $205,849,965 $4,289,268 Copies of the schedules are available for free at: http://bankrupt.com/misc/DRDTechnologies_35_summarySAL.pdf http://bankrupt.com/misc/DRDTechnologies_36_SALs.pdf About DRD Technologies Huntsville, Alabama-based logistics provider DRD Technologies, Inc., sought Chapter 11 protection (Bankr. N.D. Ala. Case No. 15-81366) in Decatur, Alabama, on May 19, 2015, to halt efforts by creditor ServisFirst Bank to appoint a receiver. The Debtor tapped Stuart M. Maples, Esq., at Maples Law Firm, PC, as counsel. According to the docket, the Chapter 11 plan and disclosure statement are due by Sept. 16, 2015. The schedules of assets and liabilities are due June 2, 2015. EL PASO CHILDREN'S: Texas Tech, Cardinal Health Block Cash Use -------------------------------------------------------------- The Texas Tech University System and subsidiaries, related and affiliated companies of Cardinal Health, Inc., filed limited objections to El Paso Children's Hospital Corporation's motion for authority to use cash collateral on June 4, 2015. Pursuant to the security agreement contained in the credit application dated Nov. 14, 2011, Cardinal Health has a properly-perfected security interest in all goods, equipment, inventory, accounts, accounts receivable, chattel paper, instruments, investment property and all general intangibles, books and records, computer programs and records, and other personal property. In its list of creditors holding 20 largest unsecured claims, the Debtor designated Cardinal Health as having a $299,573.82 unsecured claim, but Cardinal Health complains thatin the cash collateral motion, the Debtor similarly ignored Cardinal Health's security interest in, among other things, its cash collateral, proposing only to provide adequate protection to the El Paso Hospital District dba University Medical Center, a creditor with a security interest junior to Cardinal Health. Pursuant to the interim order authorizing the use of cash collateral, the Debtor and Cardinal Health reached an agreement whereby the Debtor was authorized to use Cardinal Health's cash collateral in exchange for the Debtor providing Cardinal Health with replacement liens and a super-priority administrative expense claim to the extent of any diminution in the cash collateral. To date the Debtor and Cardinal Health have not reached an agreement regarding final use of the cash collateral. Cardinal Health says it is willing to continue good faith negotiations towards agreed usage of its cash collateral after receipt of information sufficient to enable Cardinal Health to determine whether the interim protection adequately protects its interests in the cash collateral. Texas Tech, by and through the Office of the Texas Attorney General, filed its limited objection based on the inadequacy of funds that the Debtor proposes to pay to Texas Tech in the Debtor's proposed interim budget for the use of cash collateral on a going forward basis. Texas Tech wants the Debtor to amend its cash collateral budget. As evidenced in the cash collateral budget, the Debtor proposes to pay to Texas Tech the total amount of $1.51 million between May 22, 2015 and Aug. 14, 2015, but Texas Tech's calculations of postpetition amounts owed on a going forward basis show that the amount proposed by the Debtor is insufficient. Texas Tech is also owed approximately $9.20 million from the Debtor for prepetition arrearages, exclusive of amounts owed post-petition on an ongoing basis. Texas Tech will endeavor to calculate amounts owed during the applicable time period to reflect a further more direct comparison and better demonstrate the insufficiency of the amounts the Debtor is proposing to pay to Texas Tech. Texas Tech, by and through the Texas Tech University Health Sciences Center, also has a laboratory services agreement with the Debtor under which TTUHSC performs genetic testing and other laboratory services for the Debtor. As the laboratory services agreement reflects, the Debtor is required to pay for laboratory services provided by TTUHSC on a monthly basis after services are rendered. The Debtor's cash collateral budget, according to Texas Tech, fails to provide any line item for amounts owed under the laboratory services agreement and should be amended to additionally provide for payment of these services on a going forward basis. Texas Tech is owed approximately $100,000 from the Debtor for prepetition arrearages for the laboratory services contract, exclusive of amounts owed post-petition on an ongoing basis. Cardinal Health is represented by: John J. Sparacino, Esq. Vorys, Sater, Seymour And Pease LLP 700 Louisiana Street, Suite 4100 Houston, Texas 77002 Tel: (713) 588-7038 Fax: (713) 588-7080 E-mail: jjsparacino@vorys.com and Kari B. Coniglio, Esq. Vorys, Sater, Seymour And Pease LLP 200 Public Square, 14th Floor Cleveland, Ohio 44114 Tel: (216) 479-6167 Fax: (216) 937-3766 E-mail: kbconiglio@vorys.com Texas Tech is represented by: Hal F. Morris, Esq. Ashley F. Bartram, Esq. Christopher S. Murphy, Esq. Assistant Attorneys General Bankruptcy & Collections Division P.O. Box 12548 Austin, Texas 78711-2548 Tel: (512) 463-2173 Fax: (512) 936-1409 E-mail: hal.morris@texasattorneygeneral.gov ashley.bartram@texasattorneygeneral.gov christopher.murphy@texasattorneygeneral.gov About El Paso Children's Hospital El Paso Children's Hospital Corporation operates the El Paso Children's Hospital, the only not-for-profit children's hospital in the El Paso region and the only dedicated pediatric hospital within a 200-mile radius of El Paso, Texas. The hospital opened its doors in February 2012, features 122 private pediatric rooms, and is located at the campus of El Paso County Hospital District dba University Medical Center of El Paso ("UMC"). The Company sought Chapter 11 protection (Bankr. W.D. Tex. Case No. 15-30784) in El Paso, Texas on May 19, 2015. The case is assigned to Judge H. Christopher Mott, following disputes with UMC. The Debtor tapped Jackson Walker LLP as counsel. The Debtor estimated $50 million to $100 million in assets and liabilities. EL PASO CHILDREN: Schedules and Statements Filing Moved to June 16 ------------------------------------------------------------------ The Hon. H. Christopher Mott of the U.S. Bankruptcy Court for the Western District of Texas extended until June 16, 2015, El Paso Children's Hospital Corporation's time to file its schedules of assets and liabilities, and statements of financial affairs. El Paso Children's Hospital Corporation operates the El Paso Children's Hospital, the only not-for-profit children's hospital in the El Paso region and the only dedicated pediatric hospital within a 200-mile radius of El Paso, Texas. The hospital opened its doors in February 2012, features 122 private pediatric rooms, and is located at the campus of El Paso County Hospital District dba University Medical Center of El Paso ("UMC"). The Company sought Chapter 11 protection (Bankr. W.D. Tex. Case No. 15-30784) in El Paso, Texas on May 19, 2015. The case is assigned to Judge H. Christopher Mott, following disputes with UMC. The Debtor tapped Jackson Walker LLP as counsel. The Debtor estimated $50 million to $100 million in assets and liabilities. ENERGY & EXPLORATION: Bank Debt Trades at 14% Off ------------------------------------------------- Participations in a syndicated loan under which Energy & Exploration Partners is a borrower traded in the secondary market at 85.75 cents-on-the- dollar during the week ended Friday, June 5, 2015, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in the June 9, 2015, edition of The Wall Street Journal. This represents a decrease of 0.60 percentage points from the previous week, The Journal relates. Energy & Exploration Partners pays 675 basis points above LIBOR to borrow under the facility. The bank loan matures on January 14, 2019, and carries Moody's N.R. rating and Standard & Poor's N.R. rating. The loan is one of the biggest gainers and losers among 268 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. F.G. DEVELOPMENT: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: F.G. Development Corporation 4744 Marlboro Pike Capitol Heights, MD 20743 Case No.: 15-18210 Chapter 11 Petition Date: June 9, 2015 Court: United States Bankruptcy Court District of Maryland (Greenbelt) Debtor's Counsel: Frank Morris, II, Esq. LAW OFFICE OF FRANK MORRIS II 8201 Corporate Drive, Suite 260 Landover, MD 20785 Tel: (301) 731-1000 Fax: (301) 731-1206 Email: frankmorrislaw@yahoo.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Sandy Washington, executive director. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. FANNIE MAE & FREDDIE MAC: David Fiderer Opines on Pearlstein Piece ------------------------------------------------------------------ By David Fiderer -- davidfiderer@gmail.com To this day, I remain mystified by the widespread belief that Henry Paulson always tells the truth. To me it's pretty obvious that the tail wags the dog in his recitation of events concerning the government takeovers of Fannie Mae and Freddie Mac. Just about everybody accepts his story as the official record, which, I believe skewed, Steven Pearlstein's recent article in The Washington Post, "We bailed you out, and now you want what!?!" It's not easy to unwrap the many layers of deceit embedded within the conventional narrative about the takeover of the government sponsored enterprises; it requires a lot of explaining, which bogs down the flow of the text. Exhibit A: My effort to supplement passages of Mr. Pearlstein's article, and place events in their appropriate context. My comments, indented, follow. When Treasury Secretary Hank Paulson decided the government needed to take over Fannie Mae and Freddie Mac in August of 2008, he too had a choice: Under the law governing the federally chartered mortgage giants, he could either put them in receivership, under which they would be shut down and their assets used to pay off their creditors, or put them into conservatorship, under which the government would attempt to stabilize them and nurse them back to financial health. Paulson no authority whatsoever to initiate either a conservatorship or receivership. Congress gave him special temporary powers to invest in the GSEs, on terms acceptable to the GSEs. Period. He had the power to invest in them for the purpose of stabilizing the financial markets, assuring the continued availability of mortgage loans, and protecting the taxpayers. Protecting the taxpayers was defined to mean, among other things, preserving the GSEs as private shareholder companies. The person with the authority to change the GSEs status was James Lockhart, director of the Federal Housing Finance Agency. But Paulson decided that he should run the show and bend Lockhart to his will. And, contrary to what Paulson would have us believe, there was no evidence that a government takeover was necessary any time soon. Time is money. Any banker knows the difference between liquidity and solvency. For a financial institution, liquidity is like oxygen; you can't live long without it. And for Bear Stearns, Lehman, AIG, plus a litany of hedge funds and mortgage lenders, a liquidity crisis (absent bailout) foretold certain death within 24 hours. Whereas solvency for a regulated financial institution is a much fuzzier concept, driven largely by timing differences under GAAP, which are generally calculated once a quarter. The GSEs never faced any kind of liquidity problems. Ever. They had no difficulty funding their operations with short-term and medium-term unsecured debt. For many years, right up until September 5, 2008, the GSEs maintained 90 days liquidity. If, for some unprecedented reason, the GSEs were unable to refinance their unsecured debt for a three-month period, they could repay the maturing debt with cash, and with the sale proceeds of highly liquid securities held on their balance sheets. Contrary to what FHFA and others claimed, the GSE mortgage securities held on the companies' balance sheets were highly liquid and actively traded up through September 5, 2008. This familiar meme, that the GSEs needed the government to stabilize them in September 2008, had no factual basis. Nor were the companies expected to announce their quarterly earnings any time soon. But, as Paulson acknowledges in his memoir, the urgency was driven by his deadline for a government takeover days before Lehman Brothers released its third quarter earnings, on September 10, 2008. Despite what many insinuate or claim, GSEs' inability to issue new equity is not the same thing as day-to-day liquidity. [Paulson] chose conservatorship but urged Congress to take steps to ensure they never again emerged in a form giving shareholders all the profits and taxpayers all the risk. This popular "shareholder-gains-and-taxpayer-losses" meme, as it applies to the GSEs, has no factual basis whatsoever. First, we know now that the $187 billion "bailout," has been more than fully repaid, though the government insists that it can never be repaid, because it's equity. Going back to September 2008, it was anybody's guess what kind of financial burden the GSEs would impose on the taxpayers. But the only thing that was certain in 2008 was also certain for decades and remains absolutely certain today. GSE loan performance is and has always been exponentially superior to that of any other segment of the mortgage market. To state otherwise is to lie. And many commentators refer to the Fannie-and-Freddie-caused-the-crisis meme as The Big Lie. Yet a small army of politicians, authors, academics, and journalists endlessly repeat the canards that affordable housing goals compromised the GSEs' credit standards, caused the housing bubble, caused the mortgage crisis, and also caused the GSEs demise. Each and every one of these individuals rejects the metrics of capitalism. They sidestep the business model for mortgage lending, which is all about getting your loans repaid with interest. (Everything else is inconsequential.) By the only standard that really matters, the GSEs are without peer. No one else had ever come close to matching their success. Also, mortgage lending is all about risk diversification, which is why lenders are judged by overall portfolio performance, not by some anecdote about risky loan products to poor people. All the "experts" who insist that Fannie and Freddie failed share the same defining marker. Without exception, they refuse to compare GSE loan performance with that of any other segment of the market. You think it's just an accident that all these "experts" refuse to talk about the fact that, between 1971 and 2007, Fannie's average annual credit losses were below four basis points? Or that its annual credit losses, during 2008 - 2014, were one-fourth those experienced by commercial banks? You can't exactly miss this stuff. Which is why GSE critics of all stripes adhere to vast conspiracy of silence, which prohibits any discussion of this data. These faux experts fabricate their thesis by way of smoke and mirrors, class bigotry and, in the case of professors at Columbia and Stanford, heavy duty race baiting. As for measuring the GSEs' solvency, never forget the immutable rule known to any financial institutions analyst: If you don't understand the impact of timing differences, you are clueless. Timing differences -- guesstimates about future loan writedowns and deferred tax valuations -- are always subject to dramatic change. And when home prices were falling with no bottom in sight, any loss provision would be subject to dramatic readjustment. These non-cash timing differences, posted on GSE books between 2008 and 2011, triggered big drawdowns of taxpayer funds. But they were reversed, beginning in 2012. With 20/20 hindsight, the GSE loan loss provisions were wildly over inflated and the GSEs appear to be over-provisioned today based on current loan metrics. If the GSEs' accountants were clairvoyant, and were able to predict the actual realized loan losses with perfect accuracy, the necessary bailout funds during 2008 to 2011 would have been closer to zero. The GSE bailouts were unique among all of Paulson's September 2008 bailouts in three respects: 1. They were never used to offset liquidity shortfalls or fund operations, 2. They came at a heavy price, which served to impair the GSEs' ability to restore capital, and 3. They were intended to be used as a de facto nationalization. As for putting taxpayers at risk, GSEs critics appear to have been sleepwalking through the last eight years, when the GSEs, FHA and no one else provided the liquidity to stabilize the mortgage markets prior to the housing price uptick that began in 2012. The GSE benefits to the broader economy indirectly translated into benefits to the taxpayer, especially atfer the illusory GSE "losses," which were reversed. Both Paulson and the man who succeeded him, Timothy Geithner, have testified that it never occurred to them during the crisis that Fannie and Freddie might one day be able to fully repay the government or that there would be anything left over for shareholders by the time the conservatorship ended. But things turned out differently than they expected. And why is this relevant? Actually, it isn't. Or rather, it shouldn't have been. First of all, Congress gave them no authority to decide the future fate of the GSEs. That authority resided exclusively with FHFA. Nor should the bailout have been structured according to Paulson's expectations, but according to the mandate set forth by statute. The conservator's mission coincides with the regulator's mission; the one and only job is to support the GSEs' financial health. Period. The conservator has zero authority to compromise the enterprises' soundness and solvency to pursue some political agenda articulated by Hank Paulson, Timothy Geithner and Edward DeMarco. These three individuals are intent on abolishing the GSEs and calling it "GSE reform." If Paulson and Geithner were incapable of imagining that Fannie and Freddie would recover, it may be because they live within the bubble enshrouded by the vast conspiracy of silence. They didn't consider how the GSEs had been highly profitable for 35 years. And maybe they remain in denial about the complete and unmitigated failure of private label residential mortgage securitizations, which were riddled with fraud. Because of the success of the government rescue, and the near-total retreat of private lenders and guarantors from mortgage finance, Fannie and Freddie returned to profitability and solvency by the end of 2012 -- perhaps not coincidentally, at the very time the government swept all of their profits into the Treasury. Pearlstein doesn't go as far as others, who insist that, when anything bad happens, it's the GSEs fault, and whenever anything good happens, it was because of the bailout. The rescue would have been equally successful without any cash drawdown, just a government backstop, because, unlike the investment banks and AIG, the GSEs' always generated strong positive cash flow. Pearlstein makes passing mention of the government sweep, as if it were no big deal. And it might not be a big deal to someone unfamiliar with basic concepts of corporate law, insolvency law, and the statutes governing the GSE conservatorships. In the real world you wouldn't see an insolvent company, or a company in conservatorship, pay out cash dividends because it's illegal. It's a violation of the directors' fiduciary duty and the conservator's fiduciary duty to preserve the value of the corporation for the benefit of all shareholders and creditors. So, yes, sweeping all the profits out of a company, making cash dividends -- distributions out of earnings that were non-cash reversals of non-cash losses that were highly suspicious in the first place -- is a violation of a director's and conservator's fiduciary duty to the corporation, and a fraudulent conveyance intended to impair the economic claims of other shareholders, to whom the directors and conservator also owe a fiduciary duty. The conservator had zero justification for agreeing to the Third Amendment, which, to anyone with financial literacy, looks like a sham transaction, a huge transfer of economic value in exchange for zero consideration. It doesn't matter what the government did previously (past consideration is no consideration) and it doesn't matter if the government agreed to defer senior preferred dividends in the future, because dividend payments are not firm legal obligations to make cash payments on fixed dates, like debt. What Paulson and Geithner also didn't anticipate was that, despite a bipartisan consensus that the mortgage giants should be wound down, Congress would be unable to agree on a system to replace them. Beware. Whenever you read an article about the GSEs and see the word "consensus," it's a red flag. This consensus is synonymous with the vast conspiracy of silence, which refuses to engage in any open debate about the merits of the GSEs. Why entertain the idea that the GSEs had not failed, when a consensus (an ideological echo chamber) says otherwise? "There appears to be a broad consensus that Fannie Mae and Freddie Mac should be replaced by a private system," write the four economists for the New York Fed. These economists say the GSEs were destined to fail because of the, "moral hazard incentives emanating from the implicit guarantee," which, they claim, explained in a book written by four professors at NYU. In Guaranteed to Fall, we learn that legislation mandating affordable housing goals, passed in 1992, changed everything. They write: "The GSEs had crossed their own Rubicon in the mid 1990s after the passage of [the 1992 Act]. The moment that the GSEs lowered their underwriting standards, there was no turning back, and as soon as housing prices started falling, their fate was sealed." That's right, affordable housing goals must, by definition, translate into lower credit standards. And once the GSEs started catering to those people, management was incapable of making any mid-course correction during the 15 years that followed. "There is little doubt that the housing goals played an important role in shifting Fannie Mae and Freddie Mac's profile to riskier mortgage loans," write the NYU professors, who back up their claim with zero evidence. For 15 years, from 1993 through 2007, Fannie's average annual credit losses averaged 2.7 basis points. Which may possibly be the best track record for retail lending in American history. But why talk about loan performance when there is 'little doubt' about the impact of housing goals? "There is a consensus today that these enterprises [the GSEs] pose a systemic risk and they cannot continue in their current form," said Paulson on September 7, 2008. From that point onward, Treasury and FHFA have continually invoked that "consensus" opinion as if it were a certifiable fact, as certain as the case against cigarettes or lead paint. You can find references to the same "consensus" are here, here, here, and here. Nobody anywhere has the legal right to keep the GSEs in conservatorship, that is, in a holding pattern, until a Congress revokes their charters. The present government policy was some kind of imaginary "mandate" that Hank Paulson pulled out of his hat on September 7, 2008, and which Geithner and the Obama Administration treat as sacrosanct. Again. Pearlstein seems unaware of the law. It doesn't matter what Paulson or Geithner anticipated; what matters is what the law says. The law says the opinion of the Treasury Secretary is irrelevant, because the conservator, FHFA, is the decider. Paulson sought to circumvent the law by drafting a Senior Preferred Stock Purchase Agreement that gave Treasury veto power over all of FHFA's major decisions. Today, this "consensus," is embodied by Republicans, who have been told for years that the GSEs are evil incarnate, and by a handful of Democrats, who recognize that GSE abolition is the starting point for passing any housing finance legislation. Ever since Hank Paulson announced the takeover on September 7, 2008, he and his cohorts have referred to this imaginary "consensus," which is comprised of right wing ideologues and those who whore for Wall Street. They all adhere to a vast conspiracy of silence, which refuses, under any and all circumstances, to compare GSE loan performance with that of any other segment of the market. Trust me, no one in the business world would tolerate such nonsense. Democrats and their industry allies insist that some limited form of government guarantees are necessary to ensure the availability of affordable 30-year mortgages at fixed rates. Tea party Republicans are just as adamant they will not agree to any government guarantees that once again put taxpayers on the hook. Once again, Pearlstein lets the tail wag the dog. The only mortgage products that have stood the test of time over the decades are 30-year and 15-year FRMs. Just about every other loan product has blown up after a few years. Check out any data comparing FRM loan performance with that of ARMs during a period when rates were really low. But since the GSEs must die, and the GSEs have a competitive advantage in financing 30-year FRMs, the same anti-GSE "consensus," wages war against the loan product. "Given the catastrophic conditions of Fannie Mae and Freddie Mac, it is clear that the 30-year fixed-rate mortgage is outright dangerous," writes Michael Lea of The Mercatus Center. And less you miss the point, Karen Petrou declares "the 30-year fixed mortgage is a social entitlement." "Government Must Jettison the 30-Year Mortgage" declares Edward Pinto. (Pinto is at the center of the vast conspiracy of silence.) If all mortgages were FRMs eight years ago, there never would have been a mortgage crisis. If the GSEs had not financed these products in large numbers the housing crash world have been far, far worse. The only players with the capacity to offer 30-year and 15-year FRMs in large numbers are the GSEs. This is for two reasons. First, the GSEs issue mortgage backed securities which transfer interest rate risk, but not credit risk, to the investor. Investors are willing to take interest rate risk when credit risk is a non-factor. And the GSE's can absorb credit risk, because their loans are booked before during and after the peak in a housing cycle. Whereas market timing has an explosive impact on recovery for private label securitizations. Second, there is zero reason to believe that the GSEs could not continue what they were doing successfully without government support if they had 5% capital, which would have kept them fully solvent during the crash, based on their phantom "losses" of 2008 to 2011, which were largely reversed. There's this kind of casual insinuation that 30-year FRMs cannot operate without putting taxpayers on the hook, so therefore may be dispensable? While it is three hedge funds -- Perry Capital, Fairholme Fund and Pershing Square Capital, led by William Ackman -- that have sued the government, the outcome will likely affect all shareholders. These include a number of small banks that were encouraged by the Paulson Treasury to buy preferred shares in the months before Fannie and Freddie's downfall, and tens of thousands of small, individual holders of common stock, including many former employees and retirees in the Washington area. Their claim is that Congress and the White House are using Fannie and Freddie to fund the federal budget. But James Parrott, a fellow at the Urban Institute, says the idea that these companies will ever emerge from conservatorship and be able to earn profits for their shareholders is a fantasy. Parrott helped conceive of the profit sweep while working in the Obama White House. He says that even if Fannie and Freddie were allowed to use current profits to pay back the Treasury's $187 billion investment, they would still have to raise hundreds of billions more to have the capital to operate independently. Parrott assumes that the GSEs, because they are Systemically Important Financial Institutions, must hold 10% capital, whereas his Urban Institute colleague, Laurie Goodman, says 5% is plenty. Other government officials say Fannie and Freddie's profits are themselves a fiction, because they would not exist but for the government handspun standing behind all of their financial obligations. If the Treasury were to charge them anything close to a market rate for its guarantee, there would be no profits. Yes, if you are subject to the vast conspiracy of silence, and refuse to examine timing differences under accrual accounting, then you can easily arrive that the conclusion that the GSEs cannot operate without a formal government guarantee, as they had for decades. These government officials and their cohorts seem to be oblivious to the structures of GSE mortgage-backed securities, which have strong advantages totally separate from any implied government support. These are the only MBS that involve the transfer of interest-rate risk but not credit risk, since they are all subject to corporate guarantees. This is huge, because market-timing risk is huge in real estate lending. Investors don't have to worry if they have a security interest in a specific mortgage pool comprised of a bunch of loans booked at the peak of the market before the downturn, or if the loans ate outliers, a bunch of lemons. Investors feel comfortable with these MBS because they are self liquidating, and because, unlike all other residential mortgage securitizations, they ameliorate market timing risk But that's always been the case for Fannie and Freddie. From the beginning they were set up to be a unique hybrid: government-backed enterprises with private shareholders and private capital. Until Congress comes up with another arrangement, say lawyers for the shareholders, the profits are real and the shareholders are entitled to use them to pay down the Treasury's investment and begin recapitalizing the company and paying themselves a dividend. By some estimates, that could happen in the next several years if profits continue at current levels. Government lawyers and officials dismiss such speculation. Under the law setting up the conservatorship, they argue, Fannie and Freddie's shareholders are entitled to nothing. They have no right to sue in court. They are not entitled to vote on any corporate decisions. They are not entitled to a penny of the companies' profits or any proceeds from the sale of company assets. Not now, not ever. In effect, the government is claiming the right to operate Fannie and Freddie however ever it wants, for as long as it wants, until it's ready to close them down for good. Problem is, the law setting up the conservatorship says nothing of the sort. Shareholders have no right to sue the conservator, if he acts within his duties. But if he acts outside of those duties, all bets are off. Shareholders may not be able to vote on corporate decisions, but the conservator, acting in the shoes of the directors, officers and shareholders, has a fiduciary duty, first and foremost, to the corporation, which is held in trust. Saying the government has the right to operate them how it wants is complete BS. I defy anyone to point to any case anywhere in which the shareholders rights were completely nullified without the formal approval of a judge. And if such were the case, then why did FHFA allow the common and preferred shares to continue trading, with ownership registered with the corporation In an opinion last fall, Judge Royce Lamberth of U.S. District Court in Washington ultimately ruled that that was what Congress intended when it wrote the laws governing Fannie and Freddie but acknowledged that such a sweeping assertion of government powers may "raise eyebrows or even engender a feeling of discomfort." Judge Lamberth's problem was that he doesn't know how to read carefully, and/or he seems to be financially illiterate. He concludes that the government can do whatever it wants, and is exempt from judicial review, because FHFA can assume all the powers and privileges of the directors, the officers and the shareholders. And, as Lamberth quotes the statute, "no court may take any action to restrain or affect the exercise of powers or functions of [FHFA] as a conservator or a receiver." 12 U.S.C. Sec. 4617(f). OK. But certain actions are outside the powers or functions of a conservator, such as making as repudiating the conservator's obligation to restore the soundness and solvency of a GSE, or making a complete sham of corporate governance, or disregarding relevant corporate law. Lamberth also argues that FHFA can act like a receiver even before it places the GSEs in receivership. He writes in a footnote: "Even if FHFA has explicitly stated an intent to eventually wind down the GSEs, such an intent is not automatically inconsistent with acting as a conservator. There surely can be a fluid progression from conservatorship to receivership without violating HERA, and that progression could very well involve a conservator that acknowledges an ultimate goal of liquidation. FHFA can lawfully take steps to maintain operational soundness and solvency, conserving the assets of the GSEs, until it decides that the time is right for liquidation." "There surely can be a fluid progression," when words have no meaning. A conservatorship doesn't morph into a receivership according to the whims of the conservator. The mission of a conservatorship is to restore the company's soundness and solvency; a receivership is supposed to wind down the company's affairs. A receivership may commence after it's been determined that the conservatorship cannot succeed. But a conservator cannot illegally sabotage the soundness and solvency of a company so that it becomes a better candidate for receivership. You can preserve value when you are winding down affairs, but you can't irresponsibly drain a company of equity before or after you begin winding down affairs, because you don't know for sure how much equity will be needed to cover debt obligations in the future. It will now be up to Judge Sweeney in the Court of Claims to decide whether what Congress intended amounts to an illegal and unconstitutional taking. One thing is already known, however. In deciding whether shareholders or taxpayers will profit from government bailouts, Judges Sweeney in the Fannie and Freddie case and Wheeler in the AIG case are unlikely to have the last word. With so many billions of dollars at stake, their decisions are almost certain to be appealed all the way to the U.S. Supreme Court. For Dennis Kelleher, a former Senate staffer and corporate litigator who heads an advocacy group for financial sector reform, it's all just another example of Wall Street's "indefensible arrogance. Wall Street lives in an alternative universe where at all times it's heads I win, tails you lose." In this instance, Henry Paulson's indefensible arrogance dictated a multi-step wind down of the GSEs, irrespective of the statutory language and Congressional intent. The Obama Administration continued that mission by executing the Third Amendment. FINJAN HOLDINGS: Sets Record Date for June 24 Annual Meeting ------------------------------------------------------------ The Board of Directors of Finjan Holdings, Inc., fixed a new record date of June 9, 2015, for the annual meeting of stockholders to be held on June 24, 2015. The Company had previously delivered a Notice of the 2015 Annual Stockholders' Meeting and Proxy Statement, in which it had announced a record date of April 15, 2015, for the Annual Meeting of Stockholders to be held on June 24, 2015. It has come to the Company's attention that a record date of April 15, 2015, was too far in advance of the date of the Annual Meeting and therefore does not comply with Section 213 of the General Corporation Law of Delaware, which requires that the record date be not more than 60 nor less than 10 days before the date of a stockholders' meeting. If a stockholder was a stockholder of record as of April 15, 2015, the original record date for the Annual Meeting, and already submitted a proxy card or vote instruction form or voted by Internet or telephone, and remained a stockholder of record on June 9, 2015, the new record date for the Annual Meeting, then such stockholder's previous choices for all matters being voted upon will continue to be honored with respect to all shares of the Company's common stock owned of record on the new record date by that stockholder. However, should any stockholder wish to change his, her or its vote, such stockholder may do so by following the instructions contained in the proxy materials previously provided to vote by Internet or telephone, by completing and returning a new proxy card or vote instruction form or by attending the meeting in person and voting in person, which will have the effect of superseding any previous vote. A supplement to the Proxy Statement will be mailed to stockholders of record as of the new record date indicating such changes. Other than changes to reflect the new record date and the number of shares of the Company's common stock outstanding as of the new record date, no other changes to the Notice, Proxy Statement or proxy card will be made. About Finjan Finjan, formerly known as Converted Organics, is a leading online security and technology company which owns a portfolio of patents, related to software that proactively detects malicious code and thereby protects end-users from identity and data theft, spyware, malware, phishing, trojans and other online threats. Founded in 1997, Finjan is one of the first companies to develop and patent technology and software that is capable of detecting previously unknown and emerging threats on a real-time, behavior-based basis, in contrast to signature-based methods of intercepting only known threats to computers, which were previously standard in the online security industry. Finjan reported a net loss of $10.47 million on $4.99 million of revenues for the year ended Dec. 31, 2014, compared to a net loss of $6.07 million on $0 of revenues in 2013. As of March 31, 2015, the Company had $16.5 million in total assets, $2.19 million in total liabilities, and $14.3 million in total stockholders' equity. FORTESCUE METALS: Bank Debt Trades at 9% Off -------------------------------------------- Participations in a syndicated loan under which Fortescue Metals Group Corp. is a borrower traded in the secondary market at 90.53 cents-on-the- dollar during the week ended Friday, June 5, 2015, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in the June 9, 2015, edition of The Wall Street Journal. This represents a decrease of 0.22 percentage points from the previous week, The Journal relates. Fortescue Metals Group Corp. pays 275 basis points above LIBOR to borrow under the facility. The bank loan matures on June 13, 2019, and carries Moody's Ba1 rating and Standard & Poor's BB+ rating. The loan is one of the biggest gainers and losers among 268 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. FRAC TECH: Bank Debt Trades at 16% Off -------------------------------------- Participations in a syndicated loan under which Frac Tech Services Ltd. is a borrower traded in the secondary market at 83.92 cents-on-the- dollar during the week ended Friday, June 5, 2015, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in the June 9, 2015, edition of The Wall Street Journal. This represents an increase of 1.25 percentage points from the previous week, The Journal relates. Frac Tech Services Ltd. pays 475 basis points above LIBOR to borrow under the facility. The bank loan matures on April 3, 2021, and carries Moody's Caa2 rating and Standard & Poor's CCC+ rating. The loan is one of the biggest gainers and losers among 268 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. FREE GOSPEL: Case Summary & 19 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: The Free Gospel of the Apostles' Doctrine aka The Free Gospel Deliverance Temple dba F.G. Gospel Development Corporation 4703 Marlboro Pike Capitol Heights, MD 20743 Case No.: 15-18209 Chapter 11 Petition Date: June 9, 2015 Court: United States Bankruptcy Court District of Maryland (Greenbelt) Debtor's Counsel: Frank Morris, II, Esq. LAW OFFICE OF FRANK MORRIS II 8201 Corporate Drive, Suite 260 Landover, MD 20785 Tel: (301) 731-1000 Fax: (301) 731-1206 Email: frankmorrislaw@yahoo.com Estimated Assets: $10 million to $50 million Estimated Debts: $1 million to $10 million The petition was signed by Antoinette Green-Snow, executive administrator. List of Debtor's 19 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ AC Spectrum Service $5,000 Advanced Elevator Corp. Elevator service $4,278 DeLage Landen Copier $697 Free Gopsel Church of Bryans Road Loan $50,000 Gorphine, Schiller and $8,961 Gardyn, P.A. McCollum & Associates Attorney fees $69,709 Nauticon Imaging Systems Copier $198 Pan American Broadcasting Advertising $1,119 Pepco Utility $3,000 Pepco Utility $2,500 Pittney Bowes Mail service $3,390 Ralph Green Wages $35,000 RICOH Systems - Ricoh $8,750 USA, Inc. Schindler Elevator Elevator service $7,872 Shirley Green Wages $35,000 Tyco Integrated Security Security $10,147 Monitoring Verizon Business Telephone Bill $4,800 Verizon Wireless/Midland Cell Phone Bill $193 Credit Mgmt Washington Gas Utility Bill $8,000 FREESEAS INC: Sells $500,000 Convertible Note to Casern Holdings ---------------------------------------------------------------- FreeSeas Inc. entered into a securities purchase agreement with Casern Holdings Ltd., pursuant to which, the Company sold a $500,000 principal amount convertible note to the Investor for gross proceeds of $500,000, which closed on June 4, 2015, upon receipt of the funds, according to a Form 8-K report filed with the Securities and Exchange Commission. The Note will mature on the one year anniversary of the Closing Date and will bear interest at the rate of 8% per annum, which will be payable on the maturity date or any redemption date and may be paid, in certain conditions, through the issuance of shares, at the discretion of the Company. The Note will be convertible into shares of the Company's common stock, par value $0.001 per share at a conversion price equal to the lesser of (i) $0.29945 and (ii) 60% of the lowest volume weighted average price of the Common Stock during the 21 trading days prior to the conversion date. If an event of default under the Notes occurs, upon the request of the holder of the Note, the Company will be required to redeem all or any portion of the Note (including all accrued and unpaid interest), in cash, at a price equal to the greater of (i) up to 127.5% of the amount being converted, depending on the nature of the default, and (ii) the product of (a) the number of shares of Common Stock issuable upon conversion of the Note, times (b) 127.5% of the highest closing sale price of the Common Stock during the period beginning on the date immediately preceding such event of default and ending on the trading day that the redemption price is paid by the Company. The Company has the right, at any time, to redeem all, but not less than all, of the outstanding Note, upon not less than 30 days nor more than 90 days prior written notice. The redemption price shall equal 127.5% of the amount of principal and interest being redeemed. The convertibility of the Note may be limited if, upon conversion or exercise (as the case may be), the holder thereof or any of its affiliates would beneficially own more than 4.99% of the Common Stock. In addition, the Company reimbursed the Investor for all costs and expenses incurred by it or its affiliates in connection with the transactions contemplated by the transaction documents in a non-accountable amount equal to $15,000. So long as the Note is outstanding, the Company is prohibited from entering into any transaction to (i) sell any common stock or securities convertible into or exercisable for the Company's common stock pursuant to (A) Regulation S under the Securities Act of 1933, as amended, (B) Section 3(a)(9) of the 1933 Act or (C) Section 3(a)(10) of the 1933 Act or (ii) sell securities at a future determined price, including, without limitation, an "equity line of credit" or an "at the market offering." About FreeSeas Inc. Headquartered in Athens, Greece, FreeSeas Inc., formerly known as Adventure Holdings S.A., was incorporated in the Marshall Islands on April 23, 2004, for the purpose of being the ultimate holding company of ship-owning companies. The management of FreeSeas' vessels is performed by Free Bulkers S.A., a Marshall Islands company that is controlled by Ion G. Varouxakis, the Company's Chairman, President and CEO, and one of the Company's principal shareholders. The Company's fleet consists of six Handysize vessels and one Handymax vessel that carry a variety of drybulk commodities, including iron ore, grain and coal, which are referred to as "major bulks," as well as bauxite, phosphate, fertilizers, steel products, cement, sugar and rice, or "minor bulks." As of Oct. 12, 2012, the aggregate dwt of the Company's operational fleet is approximately 197,200 dwt and the average age of its fleet is 15 years. Freeseas reported a net loss of $12.7 million in 2014, a net loss of $48.7 million in 2013 and a net loss of $30.9 million in 2012. As of Dec. 31, 2014, the Company had $64.25 million in total assets, $39.2 million in total liabilities and $25 million total shareholders' equity. RBSM LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has incurred recurring operating losses and has a working capital deficiency. In addition, the Company has failed to meet scheduled payment obligations under its loan facilities and has not complied with certain covenants included in its loan agreements. Furthermore, the vast majority of the Company's assets are considered to be highly illiquid and if the Company were forced to liquidate, the amount realized by the Company could be substantially lower that the carrying value of these assets. Also, the Company has disclosed alternative methods of testing the carrying value of its vessels for purposes of testing for impairment during the year ended December 31, 2014. These conditions among others raise substantial doubt about the Company's ability to continue as a going concern. FRESH PRODUCE: US Trustee Amends Committee Members -------------------------------------------------- Patrick S. Layng, the U.S. Trustee for Region 19, amended the membership of the Official Committee of Unsecured Creditors in the bankruptcy cases of Fresh Produce Holdings, LLC, and its debtor-affiliates. The new members are: a) Kevin Thomas Hana Financial 1000 Wilshire Blvd. Los Angeles, CA 90017 Tel: (213) 977-7232 Fax: (213) 228-3377 Email: Kevin.Thomas@hanafinancial.com b) William Ellis Rosenthal & Rosenthal Inc. 1370 Broadway New York, New York 10018 Tel: (212) 356-1482 Fax: (212) 356-3482 Email: wellis@rosenthalinc.com c) Stephanie Carter Wallaroo Hat Company 1880 South Flatiron Court, Suite E Boulder, CO 80301 Tel: (303) 494-5949 Fax: (303) 245-8720 Email: Stephanie@wallaroohats.com d) Humberto Ortiz Patternworks Inc. 1117 Baker Street, Units A & B Costa Mesa, CA 92626 Tel: (714) 884-3678 ext. 201 Fax: (714) 884-3681 Email: Humberto@patternworksinc.com About Fresh Produce Holdings Fresh Produce Holdings, LLC, and five separate entities filed Chapter 11 petitions in the U.S. Bankruptcy Court for the District of Colorado on April 4, 2015. Holdings is the parent company, and the various related or subsidiary entities include: Fresh Produce Retail, LLC, Fresh Produce Sportswear, LLC, Fresh Produce of St. Armands, LLC, FP Brogan-Sanibel Island, LLC, and Fresh Produce of Coconut Point, LLC. All of the cases are jointly administered under Case No. 15-13485. Headquartered in Boulder, Colorado 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 in the United States. It says products are available in 26 company-owned boutiques located across the United States, as well as 400 independent retail locations. Fresh Produce Holdings disclosed $15,657,041 in assets and $13,320,303 in liabilities as of the Chapter 11 filing. The Debtors are represented by Michael J. Pankow, Esq., at Brownstein Hyatt Farber Schreck, in Denver. The bankruptcy cases are 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). FUEL PERFORMANCE: Reports $471K Net Loss in First Quarter --------------------------------------------------------- Fuel Performance Solutions, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $471,000 on $134,000 of revenues for the three months ended March 31, 2015, compared with net income of $1.34 million on $374,000 of revenues for the same period last year. The Company's balance sheet at March 31, 2015, showed $2.70 million in total assets, $3.09 million in total liabilities, and a stockholders' deficit of $392,000. The Company has incurred significant losses since inception and currently have and previously from time to time have had limited funds with which to operate. These conditions raise substantial doubt as to the Company's ability to continue as a going concern, according to the regulatory filing. A copy of the Form 10-Q is available at: http://is.gd/kGVUhj About Fuel Performance Fuel Performance Solutions, Inc., was incorporated in Nevada on April 9, 1996, by a team of individuals who sought to address the challenges of reducing harmful emissions while at the same time improving the operating performance of internal combustion engines, especially with respect to fuel economy and engine cleanliness. After the Company's incorporation, its initial focus was product research and development, but over the past few years, the Company's efforts have been directed to commercializing its product slate, primarily DiesoLiFTTM and the PerfoLiFTTM BD- Series, for use with diesel fuel and bio-diesel fuel blends, by focusing on marketing, sales and distribution efforts in conjunction with our distribution partners. On Feb. 5, 2014, the Company changed its name from International Fuel Technology, Inc., to Fuel Performance Solutions, Inc. Fuel Performance reported a net loss of $1.65 million on $1.72 million of net revenues for the year ended Dec. 31, 2014, compared with a net loss of $1.39 million on $704,000 of net revenues for the year ended Dec. 31, 2013. MaloneBailey, LLP, in Houston, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, noting that the Company has suffered recurring loss from operations and has a working capital deficit. This factor, the auditors said, raises substantial doubt about the Company's ability to continue as a going concern. GETTY IMAGES: Bank Debt Trades at 18% Off ----------------------------------------- Participations in a syndicated loan under which Getty Images Inc. is a borrower traded in the secondary market at 82.38 cents-on-the- dollar during the week ended Friday, June 5, 2015, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in the June 9, 2015, edition of The Wall Street Journal. This represents an increase of 0.40 percentage points from the previous week, The Journal relates. Getty Images Inc. pays 350 basis points above LIBOR to borrow under the facility. The bank loan matures on October 14, 2019, and carries Moody's B2 rating and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 268 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. GOLDEN COUNTY: Proposes Richards Layton as Co-Counsel ----------------------------------------------------- Golden County Foods, Inc., et al., ask the U.S. Bankruptcy Court for the District of Delaware for approval to employ Richards, Layton & Finger, P.A. as bankruptcy co-counsel, nunc pro tunc to May 15, 2015. RL&F understands the Debtors have chosen Neligan Foley LLP to serve as lead bankruptcy counsel to the Debtors. RL&F has and will continue to work closely with Neligan to prevent any duplication of efforts in the course of advising the Debtors. RL&F's current hourly rates for matters related to the chapter 11 cases are expected to be within these following ranges: Position Hourly Rates -------- ------------ Partners $585 to $825 Counsel $525 Associates $260 to $490 Paraprofessionals $235 The principal professionals and paraprofessionals designated to represent the Debtors and their current standard hourly rates are: Mark D. Collins $825 Paul N. Heath $650 Tyler D. Semmelman $450 Joseph C. Barsalona II $260 Ann Jerominski $235 Prior to the Petition Date, the Debtors paid RL&F a total payment of $75,000 in connection with and in contemplation of the Chapter 11 cases. The Debtors request that the retainer monies paid to RL&F and not expended for prepetition services and disbursements be treated as an evergreen retainer to be held by RL&F as security throughout these chapter 11 cases until RL&F's fees and expenses are awarded by final order and payable to RL&F. To the best of the Debtors' knowledge, RL&F is a "disinterested person" under Section 101(14) of the Bankruptcy Code. About Golden County Golden County and its affiliates GCF Franchisee, Inc., and GCF Holdings II, Inc. filed separate Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 15-11062 to 15-11064) on May 15, 2015. Mark D. Collins, Esq., and Tyler D. Semmelman, Esq., at Richards, Layton & Finger, P.A., represent the Debtor in their restructuring effort. The Debtors also hired Neligan Foley LLP as local counsel. The Debtors estimated assets and debts at $10 million to $50 million. The U.S. Trustee for Region 3 appointed seven creditors to serve on the Official Committee of Unsecured Creditors. GORDON PROPERTIES: OFP Gets Street-Front Unit Sale Net Proceeds --------------------------------------------------------------- The Hon. Robert G. Mayer of the U.S. Bankruptcy Court for the Eastern District of Virginia ordered that all net proceeds of sale of Gordon Properties street-front unit will be paid to the Debtor's law firm, Odin Feldman & Pittleman PC, which amount will be held by OFP in its trust account pending further court order. The Debtor may file an appropriate motion seeking release of funds from the escrow. On May 19, 2014, the Court approved the Debtor's motoin to sell its street-front unit and directed that the net proceeds of the sale be held in escrow as adequate protection of the claims of First Owners' Association of Forty Six Hunderd Condominium, Inc., and furhter directed that the terms of the escrow be defined by furhter court order upon notice to FOA and the U.S. Trustee. By order entered on May 28, 2015, the Court approved a global settlement of all claims between the Debtor and Condominium Services, Inc. The Bankruptcy Court said that it is not in a position at this time to determine what claims for administrative expense or otherwise may be made against the fund. About Gordon Properties, LLC Alexandria, Va.-based Gordon Properties, LLC, owns 39 condominium units in The 4600 Condominium, a high-rise apartment building with both residential and commercial units. Gordon Properties' ownership of these condos represents about a 20% interest in the Forty Six Hundred Condominium project -- http://foa4600.org/-- in Alexandria. Gordon also owns all of the equity of a subsidiary, Condominium Services, Inc., which operates as a condominium management company. Gordon Properties is owned by related family members, Bryan Sells, Mr. Sells' sister, Elizabeth Greenwell, and his cousins, Lindsay Wilson and Julia Langdon. The company was created in 2002 to take title to the Condo Units which had been held in a trust that was created under the will of Bryan Gordon following his death. Bryan Gordon was the grandfather of the four members of the Debtor. Gordon Properties sought Chapter 11 protection (Bankr. E.D. Va. Case No. 09-18086) on Oct. 2, 2009, and is represented by Donald F. King, Esq., at Odin, Feldman & Pittleman PC in Fairfax, Va. Gordon Properties disclosed $11.1 million in assets and $1.56 million in liabilities. Condominium Services filed its chapter 11 petition (Bankr. E.D. Va. 10-10581) on Jan. 26, 2010. It scheduled one creditor, the condominium association, with a disputed claim of $436,802. The association filed a proof of claim asserting a claim of $453,533. A second proof of claim was filed by the Internal Revenue Service for $1,955. According to its schedules, if both claims are allowed, it has a net deficit of about $426,900. CSI is wholly owned by Gordon Properties. In February 2012, Judge Mayer denied the motion of the association to substantively consolidate the chapter 11 bankruptcy cases of Gordon Properties and Condominium Services, Inc., the condominium management company. Gordon Properties and CSI opposed the motion. The two cases were previously administratively consolidated. GREAT CANADIAN: Moody's Affirms Ba3 CFR, Outlook Stable ------------------------------------------------------- Moody's Investors Service assigned a Baa3 rating to Great Canadian Gaming Corporation's amended and extended senior secured revolving credit facility. Moody's also assigned an SGL-1 speculative grade liquidity rating to the company. Great Canadian's Ba3 corporate family rating (CFR), Ba3-PD probability of default rating, and B1 senior unsecured notes rating were also affirmed. The company's ratings outlook remains stable. "The affirmation of the Ba3 CFR reflects the company's strong credit metrics tempered by its small size and the potential for increased debt to fund growth projects, while the Baa3 secured revolver rating reflects its senior priority," said Peter Adu, Moody's lead analyst for Great Canadian. Ratings assigned: -- C$350 million senior secured revolving credit facility due 2020 -- Baa3 (LGD1) -- Speculative Grade Liquidity, SGL-1 Ratings affirmed: -- Corporate Family Rating - Ba3 -- Probability of Default Rating - Ba3-PD -- C$450 million senior unsecured notes due 2022 - B1 (LGD4) -- Outlook remains Stable. Great Canadian's Ba3 CFR primarily reflects its leading market position, substantial barriers to entry in the regulated Canadian gaming market, eligibility for capital spending reimbursement programs in British Columbia and Nova Scotia, and modest leverage (adjusted Debt/EBITDA was 2.6x at LTM Q1/15). The rating also reflects the company's relatively small revenue size, limited diversity with about 60% of its property EBITDA (EBITDA before corporate expenses) concentrated in one casino in British Columbia, and declining revenue and EBITDA trends at certain facilities. The rating assumes the company will maintain financial discipline with respect to shareholder returns and growth projects and that leverage will not be sustained above 3.5x to fund such activities. Great Canadian has very good liquidity (SGL-1), supported by cash of C$340 million at Q1/15, expectations for annual free cash flow around C$100 million, C$320 million of availability under its C$350 million revolver that expires in May 2020, and lack of near term debt maturities. The company is subject to a total leverage covenant of 5x (actual at Q1/15 was 2.43x) and interest coverage covenant of 2.25x (actual at Q1/15 was 5.84x). Moody's expect financial covenants will provide cushion of more than 50% through the next 4 to 6 quarters. The stable outlook reflects Moody's expectation that while the company will direct its free cash flow towards growth projects and share buy-backs, leverage would not be sustained above 3.5x through the next 12 to 18 months. An upgrade will be considered if the company achieved meaningful growth, diversified its revenue stream, maintained balanced financial policy, and sustained adjusted Debt/EBITDA below 3x and EBIT /Interest above 4x. The rating could be downgraded if adjusted Debt/EBITDA is sustained towards 4.5x and EBIT/Interest remained below 2x. The rating could also be downgraded if Great Canadian engages in material debt-funded share buybacks or dividend distributions. The principal methodology used in these ratings was the Global Gaming Industry published in June 2014. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Great Canadian Gaming Corporation is a gaming and entertainment operator with 16 properties located in British Columbia, Ontario, Nova Scotia and Washington State. Revenue for the twelve months ended March 31, 2015 was C$451 million. The company is headquartered in Richmond, British Columbia, Canada. GYMBOREE CORP: Bank Debt Trades at 24% Off ------------------------------------------ Participations in a syndicated loan under which Gymboree Corp. is a borrower traded in the secondary market at 75.75 cents-on-the- dollar during the week ended Friday, June 5, 2015, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in the June 9, 2015, edition of The Wall Street Journal. This represents a decrease of 0.29 percentage points from the previous week, The Journal relates. Gymboree Corp. pays 350 basis points above LIBOR to borrow under the facility. The bank loan matures on February 23, 2018, and carries Moody's B3 rating and Standard & Poor's CCC+ rating. The loan is one of the biggest gainers and losers among 268 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. HEADWATERS AT BANNER ELK: Case Summary & 7 Top Unsecured Creditors ------------------------------------------------------------------ Debtor: Headwaters at Banner Elk, LLC PO Box 157 Banner Elk, NC 28604 Case No.: 15-10289 Chapter 11 Petition Date: June 9, 2015 Court: United States Bankruptcy Court Western District of North Carolina (Asheville) Judge: Hon. George R. Hodges Debtor's Counsel: Andrew T. Houston, Esq. MOON WRIGHT & HOUSTON, PLLC 227 West Trade Street, Suite 1800 Charlotte, NC 28202 Tel: 704-944-6563 Fax: 704-944-0380 Email: ahouston@mwhattorneys.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Charles Pearson, managing member. A list of the Debtor's seven largest unsecured creditors is available for free at http://bankrupt.com/misc/ncwb15-10289.pdf HEALTH CARE REIT: S&P Affirms 'BB+' Rating on Preferred Shares -------------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on Health Care REIT Inc. (HCN) to positive from stable. At the same time, S&P affirmed its 'BBB' corporate credit rating on HCN, the 'BBB' issue-level rating on its senior unsecured notes, and the 'BB+' issue-level rating on its preferred shares. "The positive outlook acknowledges our favorable opinion of HCN's portfolio quality, with a private pay percentage of 87% and high relative occupancy rates across all facility types, and the company's strong recent operating performance," said credit analyst Michael Souers. "We also acknowledge the company's progress in strengthening its balance sheet and reducing leverage via prudent financing of discretionary investment activity (acquisitions and development) with more equity than debt, strengthening key credit measures. HCN's manageable near-term debt maturity schedule, strong cash flows and access to a large revolver support "strong" liquidity." S&P's positive outlook is supported by its view that cash flows derived from HCN's diverse portfolio will be modestly stronger over the next two years, supported by favorable demographics, adequate rent coverage of its triple-net leased assets, and modest lease rollover. While S&P expects HCN to continue its rapid growth, largely via acquisitions, S&P expects the investments to be financed in a conservative manner, driving down leverage and improving coverage measures. S&P expects HCN will maintain fixed-charge coverage (FCC) above 3.0x, debt to undepreciated real estate in the low-40% area, and debt to EBITDA in the mid-6x range. Upside Scenario S&P would consider raising the rating on the company by one notch if HCN's financial measures compare more closely to peers, such that FCC strengthens to the mid-3x area while debt to EBITDA falls below 6x. S&P would also consider raising the rating by applying a positive comparable rating analysis modifier if same-store NOI growth outpaces the peer average while the financial metrics remain at the stronger end of "intermediate". Downside Scenario S&P would consider changing the outlook back to stable should HCN pursue aggressive debt-financed growth or encounters portfolio/tenant stress that weighs on credit measures, with FCC falling back below 3.0x or debt to EBITDA rising back above 7x. HEALTH DIAGNOSTIC: Has Okay to Use Cash Collateral Until June 30 ---------------------------------------------------------------- Katie Demeria at Richmond BizSense reports that Bankruptcy Judge Kevin Huennekens agreed on June 8 to allow Health Diagnostic Laboratory, Inc., access to its cash collateral to continue operating the business for at least 22 days, until its next hearing on June 30, 2015. BizSense relates that the Bankruptcy Judge also allowed the Company to continue paying employees' wages and benefits, utilities, insurance and taxes. According to BizSense, Tyler Brown, Esq., at Hunton & Williams, the Company's bankruptcy counsel, told the Bankruptcy Judge on Monday that the Company's several options include securing a new lender, starting a reorganization process or even potentially selling the Company, as buyers have expressed interest in the Company. The Company will attempt to secure debtor-in-possession financing, BizSense states, citing Mr. Brown. About Health Diagnostic Health Diagnostic Laboratory, Inc., Central Medical Laboratory, LLC, and Integrated Health Leaders, LLC, are health care businesses based in Richmond, Virginia. HDL is a blood testing company. Health Diagnostic Laboratory, Inc. (Bankr. E.D. Va. Case No. 15-32919) and affiliates Central Medical Laboratory, LLC (Bankr. E.D. Va. Case No. 15-32920) and Integrated Health Leaders, LLC (Bankr. E.D. Va. Case No. 15-32921) filed separate Chapter 11 bankruptcy petitions on June 7, 2015, estimating their assets at between $100 million and $500 million and their debts at between $100 million and $500 million. The petitions were signed by Martin McGahan, chief restructuring officer. Justin F. Paget, Esq., Tyler P. Brown, Esq., Jason W. Harbour, Esq., and Henry P. (Toby) Long, III, Esq. At Hunton & Williams LLP serve as the Debtors' bankruptcy counsel. Alvarez & Marsal is the Debtors' financial advisor. Robert S. Westermann, Esq., at Hirshler Fleisher, P.C., serve as the Debtors' conflicts counsel. American Legal Claims Services, LLC, is the Debtors' claims, noticing and balloting agent. HORSEHEAD HOLDING: S&P Revises Outlook to Stable & Affirms 'B-' CCR ------------------------------------------------------------------- Standard & Poor's Ratings Services said it revised its rating outlook on Pittsburgh-based Horsehead Holding Corp. to stable from negative. At the same time, S&P affirmed its 'B-' corporate credit rating on the company. S&P also affirmed its 'B-' issue-level rating on the company's senior secured notes. S&P's recovery rating on the notes is '4', indicating S&P's expectation for average (30% to 50%; at the lower end of the range) recovery of principal in the event of a payment default. The outlook revision reflects the actions Horsehead has taken to improve its liquidity position to "adequate" from "weak," as defined in S&P's criteria. S&P expects that the company's cash balance after the recent equity offering in January will provide some relief as the company works toward being fully operational at the new Mooresboro facility. The outlook revision reflects S&P's expectation that Horsehead will maintain adequate liquidity over the next year. S&P believes Horsehead will be able to meet the requirements and obligations to further ramp up at its Mooresboro facility, but that leverage will remain very high over the next 12 months. S&P could lower the rating if it no longer considers liquidity to be adequate. In addition, S&P could also consider lowering the rating if further delays or higher-than-expected operating costs at the Mooresboro facility result in deteriorating profitability. In this scenario, S&P would expect leverage to remain close to 10x into 2016, a level that S&P would view to be unsustainable. S&P could raise the rating if the company becomes fully operational at the Mooresboro facility and meets expectation to generated additional EBITDA of $90 million to $100 million and about $35 million in free operating cash flow. This would likely be accompanied by available liquidity (cash plus borrowing capacity) of at least $50 million. IBT INTERNATIONAL: Banyan Trustee Files Involuntary Petition ------------------------------------------------------------ An involuntary Chapter 11 petition for IBT International Inc. was filed by the Chapter 7 trustee of Banyan Limited Partnership, Pear Tree Limited Partnership, and Orange Blossom Limited Partnership. Thomas H. Casey, the Chapter 7 trustee, wants the U.S. Bankruptcy Court to enter an order for relief under Chapter 11 of the Bankruptcy Code for IBT on account of unpaid judgment by the Debtor amounting to $4.71 million: Claimant Amount -------- ------ Banyan LP $3,159,183 Pear Tree LP $740,947 Orange Blossom LP $814,832 Banyan, Pear Tree and Orange Blossom, Chapter 7 debtors, each holds a judgment entered by the Superior Court of the State of California, for the County of Orange, bearing Case No. 764271, on Nov. 15, 2011, against IBT, and which has been affirmed on appeal and is now final and not subject to further review, * in the principal amount of $2,330,911, plus post-judgment interest at 10 percent per annum simple interest through the date of the Petition, in the amount of $828,272, for a total final judgment balance now due of $3,159,183 for Banyan; * in the principal amount of $546,686, plus post-judgment interest of $194,261, for a total final judgment balance now due of $740,947 for Pear Tree; and * in the principal amount of $601,200, plus post-judgment interest of $213,632, for a total final judgment balance now due of $814,832 for Orange Blossom. In addition, the trial court has recently awarded fees and costs in the amount of $9,819 (which are not final and are being reviewed on appeal), and are therefore not included in the current amount of the claim. The Chapter 7 Debtors say they may have additional claims. Thomas H. Casey, as Chapter 7 Trustee, filed an involuntary Chapter 11 petition for IBT (Bankr. C.D. Cal. Case No. 15-12925) in Santa Ana, California, on June 8, 2015. Jonathan Paul Chodos, Esq., in Los Angeles, serves as counsel for the Chapter 7 trustee. Judge Erithe A. Smith presides over the case. IMPERIAL CAPITAL: Three Luxury Condominiums to Be Auctioned Today ----------------------------------------------------------------- Samantha Joseph at Daily Business Review reports that three luxury Fontainebleau Miami Beach condominiums, which Imperial Capital LLC scooped up in 2006 and 2007, will be auctioned on June 11, 2015, at noon. Daily Business Review relates that Salvatore LaMonica of LaMonica Herbst & Maniscalco, the Chapter 11 Trustee in the Imperial Capital Bancorp, Inc. bankruptcy case, retained Maltz Auctions to administer the sale. According to Daily Business Review, the Chapter 11 Trustee's broker has received and accepted an opening bid of $1.6 million for the two seventh-floor units. The report says that the next acceptable bid must be at least $1.63 million. Daily Business Review adds that an opening bid of $650,000 has been made for the 22nd-floor unit, and new bidding starts at $660,000. About Imperial Capital La Jolla, California-based Imperial Capital Bancorp, Inc., filed for Chapter 11 bankruptcy protection (Bankr. S.D. Calif. Case No. 09-19431) on Dec. 18, 2009. Gary E. Klausner, Esq., Eve H. Karasik, Esq., and Gregory K. Jones, Esq., at Stutman, Treister & Glatt, P.C., in Los Angeles, serves as the Debtor's bankruptcy counsel. FTI Consulting Inc. serves as its financial advisor. The Company disclosed $40.4 million in assets and $98.7 million in liabilities. Tiffany L. Carroll, the U.S. Trustee for Region 15, appointed three members to the official committee of unsecured creditors in the Debtor's case. David P. Simonds, Esq., and Christina M. Padien, Esq., at Akin Gump Strauss Hauer & Feld LLP, in Los Angeles, represents the Committee as counsel. The Bankruptcy Court last month confirmed Imperial Capital's Second Amended Chapter 11 Plan of Reorganization proposed by the Debtors and HoldCo Advisors. INSITE VISION: To Merge with Canadian Biotechnology Company QLT --------------------------------------------------------------- InSite Vision Inc. has reached a definitive agreement with QLT Inc. under which QLT will acquire InSite in an all-stock transaction that will create an ophthalmic specialty pharmaceutical company with a diversified portfolio of products, full R&D capabilities and innovative platform technologies. The transaction is expected to drive shareholder value by accelerating both companies' development pipelines, increasing product diversity and improving balance sheet strength. The newly formed company will be incorporated in Canada and led by a combined InSite Vision and QLT leadership team. With operations in Alameda, California and Vancouver, British Columbia, and headquarters in Vancouver, the new company will retain the name of QLT, and will continue to trade on NASDAQ under the ticker "QLTI" and on the Toronto Stock Exchange under the ticker "QLT". InSite Vision plans to promptly file a New Drug Application with the U.S. Food and Drug Administration for marketing approval of its drug candidate BromSite to reduce post-operative inflammation and prevent pain following cataract surgery, and continued progression of a Phase 3 clinical trial of QLT091001, QLT's Orphan Drug and FDA Fast Track designated retinoid product candidate for the treatment of inherited retinal diseases in the first half of 2016. The merged companies expect to file a second NDA for InSite Vision's DexaSite for the treatment of blepharitis in 2016. The combined company expects to have approximately $70 million in cash after the closing of the transaction and completion of other investments and dividends by QLT, all of which dividends will be effected after the completion of the merger and include distributions to prior InSite shareholders as new QLT shareholders. "The new company created by this merger will be a well-funded pure play ophthalmic specialty company with a robust pipeline of late-stage drug candidates, a strong cash balance with access to a broader investor base and the opportunity for increased shareholder value," said Timothy Ruane, chief executive officer of InSite Vision. "The combination of InSite Vision with QLT will create a unique new company with multiple potential value creation events in the near- and medium-term, the potential to file multiple NDAs over the next several years, execute on the development of a potential successful ophthalmic retinoid product and advance a diversified pipeline of promising product candidates for unmet eye care needs." "The merger with InSite Vision is an excellent opportunity for QLT shareholders to benefit from the combined strengths and assets of both companies," said Jason Aryeh, Chairman of QLT. "The InSite Vision team has repeatedly demonstrated its ability to efficiently execute on ophthalmic drug development, and I am excited to see our retinoid product have the opportunity to progress in a similar manner under our combined leadership. With a strong balance sheet and diversified late-stage pipeline, I am excited about the future of the company and its potential for additional value creation." Terms of Proposed Transaction Under the terms of the agreement, a wholly owned subsidiary of QLT will be merged with and into InSite Vision. Shareholders of InSite Vision will receive 0.048 QLT shares for each InSite Vision share. For InSite Vision shareholders, the transaction represents a 27% premium based on the closing stock prices of InSite Vision and QLT as of June 5, 2015, the last trading day prior to the announcement of the merger. Upon completion of the merger, QLT shareholders will own approximately 89% and former InSite Vision shareholders will own approximately 11% of the combined company. In addition, the merged company's board will include two seats to be filled by the CEO of the merged company and one director nominated by InSite. Approvals and Further Details The transaction, which has been unanimously approved by the Boards of both companies, is subject to the approval of InSite Vision shareholders, a condition that the FDA has not refused to accept the BromSite NDA for review within 60 days after InSite Vision's filing of the NDA, a condition that the FDA has not indicated that it will require InSite Vision to conduct additional clinical studies prior to approval of BromSite within 74 days after InSite Vision's filing of the NDA, and other customary closing conditions. QLT will not require a shareholder vote to conclude the transaction; InSite Vision will file a proxy statement with full disclosure of the transaction and will schedule a shareholder vote to approve the transaction. QLT will provide InSite Vision with a line of credit until the transaction closes. The transaction is expected to close in the third quarter of 2015 and to be taxable to InSite Vision shareholders. Shares of the new company will trade on NASDAQ under the ticker "QLTI" and on the TSX under the ticker "QLT". Advisors Guggenheim Securities, LLC served as financial advisor to InSite Vision, Roth Capital Partners provided an independent fairness opinion and Jones Day served as legal advisor. A full-text copy of the Agreement and Plan of Merger is available for free at http://is.gd/apfLKC InSite Vision Based in Alameda, California, InSite Vision Incorporated (OTCBB: INSV) -- http://www.insitevision.com/-- is committed to advancing new and superior ophthalmologic products for unmet eye care needs. The company's product portfolio utilizes InSite Vision's proven DuraSite(R) bioadhesive polymer core technology, a platform that extends the duration of drug retention on the surface of the eye, thereby reducing frequency of treatment and improving the efficacy of topically delivered drugs. Burr Pilger Mayer, Inc., in E. Palo Alto, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company's recurring losses from operations, available cash balance and accumulated deficit raise substantial doubt about its ability to continue as a going concern. Insite Vision reported net income of $26.8 million in 2014 compared to net income of $5.7 million in 2013. As of March 31, 2015, the Company had $4.09 million in total assets, $12.23 million in total liabilities and a $8.13 million total stockholders' deficit. JPH LAS VEGAS: Judge Landis Dismiss Chapter 11 Bankruptcy Case -------------------------------------------------------------- The Hon. August B. Landis of the U.S. Bankruptcy Court for the District of Nevada dismissed the Chapter 11 case of JPH Las Vegas LLC at the behest of secured creditor Nightingale Holdings, Inc. As reported in the Troubled Company Reporter on May 4, 2015, Nightingale notes that the Debtor is a shell company created for the sole purpose of holding the Buffalo and Warm Springs Properties. The Debtor does not transact business, has never generated any income, has no employees, has only five total creditors (which include Debtor's principals) and has no operating business. As such, Nightingale says the Debtor has no reasonable probability of confirming a plan of reorganization. Nightingale said that the Debtor's bankruptcy filing was for the ulterior and bad faith purpose of forestalling secured creditor's foreclosure on the Buffalo and Warm Springs Properties -- which foreclosure stems from the Debtor's failure to remit the required debt payment since 2009. The Debtor responded to Nightingale's motion to dismiss by noting that the secured creditor lacked the legal standing to challenge a bankruptcy case as unauthorized. Joan Lee, sole manager of the Debtor, also noted that its case is only approximately six weeks old and thus is still evaluating the plan prospects and believes it is premature to speak on the Debtor's plan prospects. Tracy Hope Davis, U.S. Trustee, in a March 25 motion, said that dismissal of the case is warranted because: -- The Debtor has not filed an operating report to disclose the disposition of estate assets, and the Debtor has not filed the notice of related cases required by Local Rule 1015(b). The U.S. Trustee requested that the Debtor timely file both documents at the Section 341 meeting of creditors convened in the case, as well as in a subsequent written request. Yet to date, the Debtor has failed to comply. -- The Debtor has not provided information reasonably requested by the U.S. Trustee, including: (1) proof that the Debtor has opened a debtor-in-possession bank account; (2) income and financial statements; and (3) a copy of a $5,000 promissory note representing a postpetition loan to the Debtor from another entity controlled by the Debtor's Manager and sole member, Joan Lee. In response to the U.S. Trustee's contentions, the Debtor explained that given the nature of its business, the monthly operating reports will obviously only show minimal activities so any delay results in absolutely no prejudice to any party-in-interest. The Debtor says it is in the process of opening a DIP account, however the process is somewhat complicated given that the Debtor did not maintain and indeed there was no reason to maintain bank account prepetition. About JPH Las Vegas Based in Los Angeles, JPH Las Vegas LLC filed for Chapter 11 bankruptcy on Feb. 4, 2015 (Bankr. D. Nev. Case No.: 15-10522). Judge August B. Landis presides the Debtor's bankruptcy case. Matthew C. Zirzow, Esq., at Larson & Zirzow LLC, represents the Debtor in its case. The Debtor both estimated assets and liabilities between $10 million and $50 million. On April 20, 2015, the Debtor filed an amended voluntary petition, a copy is available for free at: http://bankrupt.com/misc/JPH_58-Avoluntarypetition.pdf Judge Landis determined that the Debtor's case is a "single asset real estate" within the scope of Section 101(51B) of the Bankruptcy Code. * * * The Debtor irrevocably waives any exclusive right to file and solicit acceptances of any plan of reorganization pursuant to Section 1121(b) of the Bankruptcy Code. K & R BUSINESS: Case Summary & Largest Unsecured Creditor --------------------------------------------------------- Debtor: K & R Business Investments, LLC P. O. Box 535 Bunnell, FL 32110 Case No.: 15-02621 Chapter 11 Petition Date: June 9, 2015 Court: United States Bankruptcy Court Middle District of Florida (Jacksonville) Debtor's Counsel: Scott W Spradley, Esq. LAW OFFICES OF SCOTT W SPRADLEY PA PO Box 1 109 South 5th Street Flagler Beach, FL 32136 Tel: (386) 693-4935 Fax: (386) 693-4937 Email: scott.spradley@flaglerbeachlaw.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Gregory G. Shugg, managing member. The Debtor listed PNC Bank as its largest unsecured creditor holding a claim of $1.3 million. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/flmb15-02621.pdf KEMET CORP: Hires New Global Sales & Marketing EVP -------------------------------------------------- Emilio Ghilardi will join KEMET Corporation as executive vice president of global sales and marketing, effective July 1st, reporting to Per Loof, chief executive officer. He will be based in Silicon Valley and operate from the KEMET sales office in Milpitas, California. Mr. Ghilardi joins KEMET from Hewlett-Packard, where he had a 28 year career, most recently as vice president and general manager of their Americas Personal System Business Unit. From 2008 to 2012 he was chief sales officer and president of AMD International. Mr. Ghilardi holds a Master's Degree in Electronic Engineering from the Politecnico of Turin (Italy). "We are executing our strategic plan and driving toward growth with initiatives such as our NEC TOKIN joint venture and enhancing our "easy-to-buy-from" brand with an "easy-to-design-in" philosophy," said Mr. Loof. "As a member of KEMET's Leadership Team, Emilio's global experience, diversified sales background and knowledge of the semiconductor business will have an immediate impact on these activities and on our organization." About KEMET KEMET, based in Greenville, South Carolina, is a manufacturer and supplier of passive electronic components, specializing in tantalum, multilayer ceramic, film, solid aluminum, electrolytic, and paper capacitors. KEMET's common stock is listed on the NYSE under the symbol "KEM." As of March 31, 2015, the Company had $753 million in total assets, $588 million in total liabilities, and $165 million in total stockholders' equity. * * * As reported by the TCR on March 26, 2013, Moody's Investors Service downgraded KEMET Corp.'s Corporate Family Rating to 'Caa1' from 'B2' and the Probability of Default Rating to 'Caa1-PD' from 'B2- PD' based on Moody's expectation that KEMET's liquidity will be pressured by maturing liabilities and negative free cash flow due to the interest burden and continued operating losses at the Film and Electrolytic segment. As reported by the TCR on Aug. 9, 2013, Standard & Poor's Ratings Services lowered its corporate credit rating on KEMET to 'B-' from 'B+'. "The downgrade is based on continued top-line and margin pressures and lagging results from the restructuring of the Film & Electrolytic [F&E] business, which combined with cyclical weak end-market demand, has resulted in sustained, elevated leverage well in excess of 5x, persistent negative FOCF, and diminishing liquidity," said Standard & Poor's credit analyst Alfred Bonfantini. The TCR reported in August 2014 that S&P revised its outlook on KEMET to 'stable' from 'negative'. S&P affirmed the ratings, including the 'B-' corporate credit rating. LANTHEUS MEDICAL: S&P Puts 'B-' CCR on CreditWatch Positive ----------------------------------------------------------- Standard & Poor's Ratings Services placed all of its ratings, including its 'B-' corporate credit rating, on North Billerica, Ma.-based Lantheus Medical Imaging Inc. on CreditWatch with positive implications. "The CreditWatch placement follows Lantheus' announcement that it will pursue an IPO and concurrent recapitalization of its existing high-cost, senior secured notes into a term loan B," said Standard & Poor's credit analyst Michael Berrian. S&P estimates that pro forma leverage will decline to about 5.5x for 2015 and about 5x in 2016 -- levels still commensurate with S&P's "highly leveraged" financial risk assessment. More importantly, S&P expects Lantheus' stabilized business performance to enable a continuation of the positive free cash flow generation that began in the second half of 2014. This expectation for positive free cash flow is enhanced by S&P's belief that interest expense will be lower under the company's proposed post-IPO capital structure. Lantheus' business remains focused on the niche imaging segment with concentration in three products. Although the company's DEFINITY product has the market-leading position, it remains susceptible to competition from two other products. Moreover, a secondary contract manufacturer is not expected to be commercially available until the first half of next year, which S&P believes increases the risk of product shortage issues. S&P continues to assess business risk as "vulnerable," and the proposed IPO does not alter this view. S&P will resolve the CreditWatch upon successful completion of the IPO and recapitalization. At that time, S&P would likely raise the rating by one notch. The one-notch upgrade would reflect S&P's belief that, given lower leverage and its expectation of continued positive free cash flow generation, Lantheus credit risk profile is more comparable to 'B' rated peers. LERIN HILLS: Receiver Proposes July 24 Claims Bar Date ------------------------------------------------------ MA Lerin Hills Holder, LP, LH Devco, Inc., and Lerin Hills Utility Inc., which are being managed by a receiver, are asking the U.S. Bankruptcy Court for the Western District of Texas to fix a bar date of July 24, 2015, as the deadline for the filing of proofs of prepetition claims against and interests in the Debtors. The proposed bar date will be approximately 30 days prior to the hearing on confirmation of the plan. Setting a bar date would allow the Debtors to expeditiously fix the total amount of claims to be paid so the Debtors and the Court can determine the recovery by unsecured creditors, and ensure that creditors would be satisfied more rapidly, operations could continue without interruption, and unsecured creditors could receive the distribution proposed under the plan in an efficient manner, Deborah D. Williamson, Esq., at Dykema Cox Smith, tells the Court. About Lerin Hills MA Lerin Hills Holder, LP, LH Devco, Inc., and Lerin Hills Utility Inc., own 867 acres of real property known as the Lerin Hills residential real estate development located in Boerne, Texas. The Lerin Hills project currently produces no cash flow, has run out of cash and remains materially unfinished. In December 2014, the companies defaulted on debt to Putnam Funding III, LLC, which claims to be owed not less than $41.3 million as of the Petition Date. On April 7, 2015, at the behest of Putnam, the 216th Judicial District Court in Kendall County, Texas, appointed Andrew S. Cohen as receiver for the assets. On June 8, 2015, the Receiver filed Chapter 11 bankruptcy petitions for MA Lerin Hills and its two affiliates (Bankr. W.D. Tex. Case Nos. 15-51424 to 15-51426) in San Antonio, Texas. The Receiver immediately filed a Joint Chapter 11 Plan of Liquidating Plan for the Debtors. The Plan is being sponsored by Putnam. The Debtors tapped Cox Smith Matthews Incorporated as attorneys. Putnam tapped Akin Gump Strauss Hauer & Feld LLP as counsel. LERIN HILLS: Receiver Wants to Be Excused From Compliance --------------------------------------------------------- MA Lerin Hills Holder, LP, LH Devco, Inc., and Lerin Hills Utility Inc., which are being managed by a receiver, are asking the U.S. Bankruptcy Court for the Western District of Texas to (i) designate the receiver, Andrew S. Cohen, as person in control of the Debtors pursuant to Bankruptcy Rule 9001(5), (ii) excuse the Receiver from compliance with 11 U.S.C. Sec. 543(d) with respect to claims and causes of action, and (iii) excuse compliance by the Receiver with Sec. 543(b)(2). On April 7, 2015, at the behest of Putnam Funding III, LLC, the 216th Judicial District Court in Kendall County, Texas, appointed Mr. Cohen as receiver for the Debtors' assets. The receivership order vested Mr. Cohen with "all the powers of an officer, director, shareholder, general partners, manager, managing member, or other controlling person, as applicable," of each of the Debtors. As such, Cohen was not only appointed the receiver for the Debtors' property but was also was appointed as new management of the Debtors. Under the terms of the proposed plan of liquidation filed jointly by the Debtors and Putnam, substantially all the Debtors' assets, including the proceeds of all claims and causes of action against third parties, would be transferred to Putnam in full and final satisfaction of the Debtors' prepetition indebtedness and contemplated postpetition indebtedness to Putnam. As additional consideration, Putman would contribute up to an additional $1 million for the payment in full of allowed general unsecured claims (subject to the total allowed amount of such claims) and up to an additional $1 million for the payment of allowed administrative expenses and priority claims. Accordingly, the Receiver asks to be excused from compliance with Section 543(b) of the Bankruptcy Code. Under the proposed plan, the Receiver will be designated as the "responsible person" vested with the authority to retain, enforce, and settle the Debtors' causes of action for the benefit of Putnam, who would receive all net proceeds of such litigation. For the sake of efficiency in the prosecution of any such claims, the Debtors submit that the interests of creditors would be better served if the Receiver were excused from full compliance with Section 543(d), such that all claims and causes of action against third parties that otherwise constitute property of the estate pursuant to Section 541 will remain in the possession and control of the Receiver notwithstanding the commencement of the Chapter 11 cases, subject to further Court order. The Debtors would also request that, to the extent necessary, the Court excuse the compliance with Section 543(b)(2) relating to any separate filings and accounting of any property of the Debtors, or proceeds, product, offspring rents or profits of such property that came into possession, custody or control of the Receiver. The Debtors will file schedules of assets and liabilities and statement of affairs which will include record of all disbursements made by the Debtors in the ninety days prior to the filing of the bankruptcy petition, including all periods after Cohen took custody or control of the assets of Debtors. As such, the filing of a separate report will be duplicative, an unnecessary cost and not in the best interest of Creditors and other parties of interest. About Lerin Hills MA Lerin Hills Holder, LP, LH Devco, Inc., and Lerin Hills Utility Inc., own 867 acres of real property known as the Lerin Hills residential real estate development located in Boerne, Texas. The Lerin Hills project currently produces no cash flow, has run out of cash and remains materially unfinished. In December 2014, the companies defaulted on debt to Putnam Funding III, LLC, which claims to be owed not less than $41.3 million as of the Petition Date. On April 7, 2015, at the behest of Putnam, the 216th Judicial District Court in Kendall County, Texas, appointed Andrew S. Cohen as receiver for the assets. On June 8, 2015, the Receiver filed Chapter 11 bankruptcy petitions for MA Lerin Hills and its two affiliates (Bankr. W.D. Tex. Case Nos. 15-51424 to 15-51426) in San Antonio, Texas. The Receiver immediately filed a Joint Chapter 11 Plan of Liquidating Plan for the Debtors. The Plan is being sponsored by Putnam. The Debtors tapped Cox Smith Matthews Incorporated as attorneys. Putnam tapped Akin Gump Strauss Hauer & Feld LLP as counsel. LERIN HILLS: Receiver, Lender File Liquidating Plan in Chapter 11 ----------------------------------------------------------------- MA Lerin Hills Holder, LP, LH Devco, Inc., and Lerin Hills Utility Inc., owners of 867 acres of real property known as the Lerin Hills residential real estate development located in Boerne, Texas, are in Chapter 11 bankruptcy and have a liquidating plan that gives up control of the assets to their lender. According to the court-appointed receiver, almost three years after the initial funding, the Lerin Hills project produces no cash flow, has run out of cash and remains materially unfinished. To date, roads for initial development are not completed, work in the right-of-way of Highway 46 is not yet complete, and the existing roadways and lots are incomplete and potentially in need of remediation. Home builders have refused to close on building lots until there is water at the property and critical milestones are met. In December 2014, the Debtors defaulted on debt to Putnam Funding III, LLC, which claims to be owed not less than $41.3 million as of the Petition Date. On April 7, 2015, at the behest of Putnam, the 216th Judicial District Court in Kendall County, Texas, appointed Andrew S. Cohen as receiver for the Debtors' assets. The receivership order vested Mr. Cohen with "all the powers of an officer, director, shareholder, general partners, manager, managing member, or other controlling person, as applicable," of each of the Debtors. On June 8, 2015, the Receiver filed Chapter 11 bankruptcy petitions for MA Lerin Hills and its two affiliates (Bankr. W.D. Tex. Case Nos. 15-51424 to 15-51426) in San Antonio, Texas. The Receiver immediately filed a Joint Chapter 11 Plan of Liquidating Plan for the Debtors. The Plan is being sponsored by Putnam. The Plan contemplates the transfer of substantially all of the Debtors' assets, including the proceeds of all claims and causes of action against third parties, to Putnam in full and final satisfaction of the Debtors' prepetition debt and DIP financing obligations to Putnam. Under the Plan, Putnam would contribute up to $1 million (the "GUC Claim Fund") for the payment in full of allowed general unsecured claims and up to an additional $1 million for the payment of allowed administrative expenses and priority claims. Putnam has agreed that it will not receive any payments from the GUC Claim Fund until after payment in full (without interest) of all allowed unsecured and priority claims. The Plan provides that all equity securities in the Debtors will be cancelled, and existing equity holders won't receive anything. Mr. Cohen explains that after his appointment as receiver, he obtained an appraisal of the property. The appraised value is less than the approximately $41.3 million amount owed to Putnam. In addition, the Debtors owe another $2.45 million to other creditors. Putnam has agreed to provide funding for the Chapter 11 case, subject to the completion of certain milestones. The Receiver has agreed to use his best efforts to obtain confirmation of the Plan within 90 days of the Petition Date. Putnam, as holder of DIP Claims (Class 1) and Prepetition Lender Claims (Class 2) is entitled to vote on the Plan. Holders of other secured claims (Class 3) and general unsecured claims (Class 5) will also receive solicitation packages. Holders of priority non-tax claims (Class 4) are not impaired and are deemed to accept the Plan. Holders of subordinated claims (Class 6) and old equity interests (Class 7) won't receive anything and are deemed to reject the Plan. A copy of the Liquidating Plan dated June 9, 2015, is available for free at: http://bankrupt.com/misc/Lerin_Hills_Receiver_Plan.pdf First Day Motions On the Petition Date, the Debtors, through the Receiver, filed motions to: -- jointly administer their Chapter 11 cases; -- maintain their bank accounts; -- reject an executory contract; -- establish a bar date for asserting claims and interests; -- obtain postpetition financing; and -- prohibit utilities from discontinuing service. A copy of the Receiver's declaration in support of the first day motions is available for free at: http://bankrupt.com/misc/Lerin_Hills_1st_Day_Affidavit.pdf The Debtors tapped Cox Smith Matthews Incorporated as attorneys. Putnam tapped Akin Gump Strauss Hauer & Feld LLP as counsel. LIME ENERGY: Files Financial Statements of Enerpath with SEC ------------------------------------------------------------ Lime Energy Co. filed a current report on Form 8-K on March 30, 2015, to report, among other things, the completion of its acquisition of EnerPath International Holding Company. On June 8, 2015, the Company amended the Current Report to include the required financial statements of Enerpath and to present certain unaudited pro forma financial information in connection with the acquisition. Enerpath reported net income of $106,000 on $40.6 million of revenue for the year ended Dec. 31, 2014, compared with net income of $420,000 on $27.5 million of revenue for the year ended Dec. 31, 2013. As of Dec. 31, 2014, Enerpath had $12.3 million in total assets, $9.9 million in total liabilities, and $2.30 million in total stockholders' equity. A copy of Enerpath's Financial Statements is available at: http://is.gd/xbxpQt About Lime Energy Headquartered in Huntersville, North Carolina, Lime Energy Co. -- http://www.lime-energy.com/-- is engaged in planning and delivering clean energy solutions that assist its clients in their energy efficiency and renewable energy goals. The Company's solutions include energy efficient lighting upgrades, energy efficient mechanical and electrical retrofit and upgrade services, water conservation, building weatherization, on-site generation and renewable energy project development and implementation. The Company provides energy solutions across a range of facilities, from high-rise office buildings, distribution facilities, manufacturing plants, retail sites, multi-tenant residential buildings, mixed use complexes, hospitals, colleges and universities, government sites to small, single tenant facilities. Lime Energy reported a net loss available to common stockholders of $18.5 million in 2013, a net loss of $31.8 million in 2012 and a net loss of $18.9 million in 2011. As of March 31, 2015, the Company had $53.81 million in total assets, $38.04 million in total liabilities, $9.38 million in contingently redeemable series C preferred stock, and $6.38 million in total stockholders' equity. LINDBLAD EXPEDITIONS: Moody's Assigns B2 CFR, Outlook Stable ------------------------------------------------------------ Moody's Investors Service assigned Lindblad Expeditions, Inc. an initial Corporate Family Rating and Probability of Default Rating of B2 and B3-PD, respectively. At the same time, Moody's assigned the company's proposed $150 million senior secured term loan a rating of B2. Also, in connection with this rating action Moody's assigned Lindblad a Speculative Grade Liquidity rating of SGL-1 and a stable outlook. According to Moody's analyst Brian Silver, "Lindblad's credit profile is strengthened by the company's solid credit metrics, unique product offering, and strong positioning in the niche expedition market aided by its partnership with National Geographic, but its relatively small size and narrow product focus together with its exposure to consumer spending dynamics and global conflicts are key factors constraining the rating." The following ratings have been assigned at Lindblad Expeditions, Inc.: -- Corporate Family Rating at B2; -- Probability of Default Rating at B3-PD; -- $150 million senior secured term loan at B2 (LGD 3); -- Speculative Grade Liquidity Rating at SGL-1. -- The outlook is stable The B2 Corporate Family Rating reflects Lindblad's relatively small size, narrow product focus, and exposure to consumer confidence and discretionary spending dynamics. These factors are somewhat offset by the company's solid credit metrics as evidenced by its relatively conservative financial leverage profile at approximately 3.5 times debt-to-EBITDA, interest coverage as measured by EBITA-to-interest of roughly 4.5 times, and EBITDA margins in excess of 20%. The company's credit profile is also enhanced by its ongoing partnership with National Geographic, which has been intact for over 10 years and will be extended through 2025 in connection with the merger with Capitol Acquisition. The partnership involves co-branding, co-selling and co-marketing of Lindblad's unique cruise experiences. Moody's also view Lindblad's differentiated distribution channels relative to the large cruise lines favorably, as the company relies less on travel agents than its larger peers. It also has a different target market, catering to affluent people over 50 who are more interested in adventure versus the relaxation and luxuries a typical cruise ship offers. As a result, Lindblad generates significantly higher yields per passenger by commanding premium pricing. Despite having no revolving credit facility, liquidity during the next twelve months is expected to be very good as result of large cash balances and positive free cash flow generation, but increases in capital investment for new ships in an effort to grow the top-line could weaken liquidity over time. The stable rating outlook reflects the expectation that the company will grow its revenues and profitability moderately while maintaining at least a good liquidity profile over the next twelve months. The rating could be downgraded if Lindblad's leverage, as measured by Moody's adjusted debt-to-EBITDA, climbs above 4.0 times or if liquidity weakens materially. More specifically, if total liquidity falls below $30 million the rating could be downgraded. Alternatively, an upgrade is unlikely in the near-term given the relatively small size of the company and its narrow product and industry focus. Over time, the ratings could be upgraded if Lindblad is able to establish a longer track record and grow its scale materially while maintaining solid credit metrics including EBITDA margins above 20% and leverage being maintained below 3.0 times. The company's $150 million first lien senior secured credit facility is rated B2 (LGD3), in line with the company's B2 CFR, reflective of its senior position in the capital structure relative to the company's unsecured obligations and a 65% expected recovery rate due to its first lien status and presence of a financial maintenance covenant. The principal methodology used in these ratings was the Business and Consumer Service Industry published in December 2014. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Lindblad Expeditions, Inc. ("Lindblad"), headquartered in New York, NY, through its subsidiaries is a provider of tour and adventure travel related services to over 40 destinations spanning all seven continents. The company owns and operates six expedition ships and four seasonal charter vessels with capacities ranging from roughly 25 to 150 guests per voyage. The company established a partnership with National Geographic in 2004, which is an exclusive strategic alliance that involves co-selling, co-branding, and marketing arrangements including all Lindblad owned ships carrying the National Geographic name (i.e. National Geographic Endeavour, National Geographic Explorer etc.). In March 2015, Lindblad entered into a definitive merger agreement with Capitol Acquisition Corp. II (the "Sponsor") in a cash and stock transaction valued at $439 million. Lindblad generated sales for the twelve months ended March 31, 2015 of nearly $203 million. MA LERIN HILLS: Case Summary & 18 Largest Unsecured Creditors ------------------------------------------------------------- Debtor affiliates that filed separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- MA Lerin Hills Holder, LP 15-51424 c/o Andrew S. Cohen, Receiver Golden Steves Cohen & Gordon LLP 300 Convent St, Suite 2600 San Antonio, TX 78205 L H Devco, Inc. 15-51425 Lerin Hills Utility Easement 15-51426 Holder, LLC Type of Business: Single Asset Real Estate Chapter 11 Petition Date: June 9, 2015 Court: United States Bankruptcy Court Western District of Texas (San Antonio) Judge: Hon. Craig A. Gargotta Debtors' Counsel: Deborah D. Williamson, Esq. Patrick L. Huffstickler, Esq. DYKEMA COX SMITH 112 E Pecan St, Suite 1800 San Antonio, TX 78205 Tel: (210) 554-5500 Fax: (210) 226-8395 Email: dwilliamson@coxsmith.com plhuffst@coxsmith.com Debtors' GOLDEN STEVES COHEN & GORDON LLP Real Estate Counsel: Debtors' PADGETT STRATEMAN Financial Advisor: Estimated Assets: $10 million to $50 million Estimated Debts: $10 million to $50 million The petition was signed by Andrew S. Cohen, receiver. List of MA Lerin's 18 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Rafael Rios $2,555,591 123 Eaglerock San Antonio, TX 78227 Abel Godines Fees & equipment $747,262 19723 LaSierra Blvd. rental San Antonio, TX 78256 Lerin Hills Municipal Utility Development $705,649 District Financing 1621 Milam St. Fl. 3 Agreement Houston, Texas 77002 Central Texas Water Maintenance $561,766 P.O. Box 636 Buda, TX 78610 DC Civil Construction LLC $301,565 307 Candelaria San Antonio, TX 78203 Apolinar Zepeda $218,614 Husch Blackwell LLP $187,370 Petuck Capital Corp. $68,000 Jones & Carter Inc. $65,000 Joe F. Godines Investments LLC $53,520 ACT Pipe and Supply, Inc. $49,170 Philip Cortez $22,500 Commercial Metals $13,877 Triple H Truck & Supply/Equipment $10,707 Royce Groff Oil Company $9,059 Martin Rios $813 Winstead Attorneys $648 Alpha Testing, Inc. $647 MAGNETATION LLC: Committee Taps Province Inc. as Financial Advisor ------------------------------------------------------------------ The Official Committee of Unsecured Creditors of Magnetation LLC and its debtor-affiliates asks the Hon. Gregory F. Kishel of the U.S. Bankruptcy Court for the District of Minnesota for permission to retain Province Inc. as its financial advisor. The firm is expected to: a) understand and analyze the Debtors' business, assets and liabilities, liquidity, prospects, and overall financial condition; b) understand and analyze the structure of the broader group of companies; c) identify revenue drivers, cost inefficiencies, and other areas that will enhance financial performance; d) calculate the Debtors' debt capacity and evaluate alternative capital structures; e) value the Debtors' business as a liquidation, going concern, and restructured going concern through sum-of-parts valuation, comparable company multiples, comparable transaction multiples, and discounted cash flow analyses; f) prepare comparable data for all proposed financings, asset sales, and other transactions; g) assist the Committee in determining how to react to the restructuring plan or in formulating and implementing its own plan; h) conduct forensic accounting of the Debtors' books and records on behalf of the Committee in order to confirm the arms-length nature of intercompany and other insider transactions and to support potential litigation; i) become familiar with and analyze possible recoveries for the creditors from litigation against non-insiders; j) analyze claims against the Debtors; k) perform analysis to determine when the Debtors became insolvent; 1) prepare, or review as applicable, preference and fraudulent conveyance analyses and conduct a cost/benefit analysis thereon as required; m) assist the Committee in reviewing the Debtors' financial reports, including, but not limited to, SOFAs, Schedules, cash budgets, and Monthly Operating Reports; n) advise the Committee on the current state of the chapter 11 Case; o) represent the Committee in negotiations with the Debtors and third parties as necessary; p) if necessary, participate in hearings before the bankruptcy court with respect to matters upon which Province has provided advice; and q) other activities as are approved by the Committee, the Committee's counsel, and as agreed to by Province. The firm's standard hourly rates are: Principal $635-650 Director $425-590 Analyst/Senior Analyst $295-380 Administrative $90 Paul Huygens, principal at the firm, assures the Court the the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. Mr. Huygens can be reached at: Paul Huygens Province Inc. 5915 Edmond Street, Suite 102 Las Vegas, NV 89118 Tel: 702.685.5555 Fax: 702.685.5556 About Magnetation LLC Magnetation LLC -- http://www.magnetation.com/-- is a joint venture between Magnetation, Inc. (50.1% owner) and AK Iron Resources, LLC, an affiliate of AK Steel Corporation (49.9% owner). Magnetation LLC recovers high-quality iron ore concentrate from previously abandoned iron ore waste stockpiles and tailings basins. Magnetation LLC owns iron ore concentrate plants located in Keewatin, MN, Bovey, MN and Grand Rapids, MN, and an iron ore pellet plant in Reynolds, IN. Magnetation LLC and four subsidiaries sought Chapter 11 bankruptcy protection (Bankr. D. Minn. Lead Case No. 15-50307) in Duluth, Minnesota, on May 5, 2015, after reaching a deal with secured noteholders on a balance sheet restructuring. The cases are assigned to Chief Judge Gregory F Kishel. The Debtors have tapped Davis Polk & Wardwell LLP and Lapp, Libra, Thomson, Stoebner & Pusch, Chtd., as attorneys; Blackstone Advisory Partners LP as financial advisor; and Donlin, Recano & Company, Inc., as the claims agent. The Debtor's exclusive period for filing a plan and disclosure statement ends Sept. 2, 2015. The U.S. Trustee for Region 12 appointed three creditors of Magnetation LLC to serve on an official committee of unsecured creditors. MAGNETATION LLC: Files Schedules of Assets and Liabilities ---------------------------------------------------------- Magnetation LLC filed with the U.S. Bankruptcy Court for the District of Minnesota its schedules of assets and liabilities, and statement of financial affair, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $24,312,415 B. Personal Property $214,898,126 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $516,706,831 E. Creditors Holding Unsecured Priority Claims $2,911,274 F. Creditors Holding Unsecured Non-priority Claims $56,320,194 ----------- ----------- TOTAL $239,210,542 $575,938,301 A full-text copy of the Debtor's schedules and statements is available for free at http://is.gd/gezY5i About Magnetation LLC Magnetation LLC -- http://www.magnetation.com/-- is a joint venture between Magnetation, Inc. (50.1% owner) and AK Iron Resources, LLC, an affiliate of AK Steel Corporation (49.9% owner). Magnetation LLC recovers high-quality iron ore concentrate from previously abandoned iron ore waste stockpiles and tailings basins. Magnetation LLC owns iron ore concentrate plants located in Keewatin, MN, Bovey, MN and Grand Rapids, MN, and an iron ore pellet plant in Reynolds, IN. Magnetation LLC and four subsidiaries sought Chapter 11 bankruptcy protection (Bankr. D. Minn. Lead Case No. 15-50307) in Duluth, Minnesota, on May 5, 2015, after reaching a deal with secured noteholders on a balance sheet restructuring. The cases are assigned to Chief Judge Gregory F Kishel. The Debtors have tapped Davis Polk & Wardwell LLP and Lapp, Libra, Thomson, Stoebner & Pusch, Chtd., as attorneys; Blackstone Advisory Partners LP as financial advisor; and Donlin, Recano & Company, Inc., as the claims agent. The Debtor's exclusive period for filing a plan and disclosure statement ends Sept. 2, 2015. The U.S. Trustee for Region 12 appointed three creditors of Magnetation LLC to serve on an official committee of unsecured creditors. MCCLATCHY CO: Reduces Debt by $41.3 Million ------------------------------------------- The McClatchy Company had repurchased $41.336 million in aggregate principal amount of its 5.75% Notes due 2017 at par plus accrued and unpaid interest in a privately negotiated transaction. The company's total debt balance, after the repurchase, is now at $991.2 million and debt net of cash is approximately $948.9 million. Elaine Lintecum, McClatchy's chief financial officer, said, "This debt reduction is consistent with our goals to continue to strengthen our financial position and create leveraged equity returns for our shareholders. We now have only about $70 million of debt due in 2017 and no other maturities due until the end of 2022, which we believe will provide ample runway as we continue our digital transformation." About The McClatchy Company Sacramento, Cal.-based The McClatchy Company (NYSE: MNI) -- http://www.mcclatchy.com/-- is a media company that provides both print and digital news and advertising services. Its operations include 30 daily newspapers, community newspapers, websites, mobile news and advertising, niche publications, direct marketing and direct mail services. Its owned newspapers include, among others, the (Fort Worth) Star-Telegram, The Sacramento Bee, The Kansas City Star, the Miami Herald, The Charlotte Observer, and The (Raleigh) News & Observer. The Company holds interest in digital assets which include CareerBuilder, LLC, Classified Ventures, LLC, HomeFinder, LLC, and Wanderful Media. McClatchy Co reported net income of $374 million on $1.14 billion of net revenues for the year ended Dec. 28, 2014, compared with net income of $18.8 million on $1.21 billion of net revenues for the year ended Dec. 29, 2013. As of March 29, 2015, the Company had $2.35 billion in total assets, $1.85 billion in total liabilities, and $496 million in stockholders' equity. * * * McClatchy carries a 'Caa1' corporate family rating from Moody's Investors Service. In May 2011, Moody's changed the rating outlook from stable to positive following the company's announcement that it closed on the sale of land in Miami for $236 million. The outlook change reflects Moody's expectation that McClatchy will utilize the net proceeds to reduce debt, including its underfunded pension position, which will reduce leverage by approximately half a turn and lower required contributions to the pension plan over the next few years. As reported by the TCR on April 2, 2014, Standard & Poor's Ratings Services affirmed all ratings on U.S. newspaper company The McClatchy Co., including the 'B-' corporate credit rating, and revised the rating outlook to stable from positive. The outlook revision to stable reflects S&P's expectation that the timeframe for a potential upgrade lies beyond the next 12 months, and could also depend on the company realizing value from its digital minority interests. MELA SCIENCES: Reports $7.27-Mil. Net Loss in First Quarter ----------------------------------------------------------- MELA Sciences, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $7.27 million on $81,200 of revenues for the three months ended Mar. 31, 2015, compared with a net loss of $299,000 on $1.37 million of revenue for the same period last year. The Company's balance sheet at Mar. 31, 2015, showed $16.2 million in total assets, $8.68 million in total liabilities, and stockholders' equity of $7.54 million. The Company has devoted substantially all of its cash resources to the development and marketing of the MelaFind system and general and administrative expenses, and to date it has not generated any significant revenues from the sale of products. As a result, MELA has an accumulated deficit of $190 million as of March 31, 2015. Its recurring losses from operations and the accumulated deficit raise substantial doubt about its ability to continue as a going concern. A copy of the Form 10-Q is available at: http://is.gd/qGfcjE New York-based MELA Sciences, Inc. -- http://www.melasciences.com/ -- is a medical device company focused on the commercialization of its flagship product, MelaFind(R), and the further design and development of MelaFind(R) and the Company's technology. MelaFind(R) is a non-invasive, point-of-care instrument to aid in the detection of melanoma. MERITOR INC: Moody's B1 CFR Unaffected by $225MM Add-on Notes ------------------------------------------------------------- Moody's Investors Service said that Meritor's B1 Corporate Family Rating, Ba1 senior secured rating, and B2 senior unsecured rating are unchanged by the company's offering of $225 million of additional principal amount of its already outstanding 6 1/4 % notes due 2024 that are rated B2. Proceeds of the new offering will be used principally to fund the purchase of an annuity to satisfy obligations under the company's German pension plan and to repay a portion of its 7.875% convertible senior notes. The company's rating outlook remains stable. METABOLIX INC: Discloses $5.84-Mil. Net Loss in Q1 of 2015 ---------------------------------------------------------- Metabolix, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $5.84 million on $645,000 of revenues for the three months ended Mar. 31, 2015, compared with a net loss of $8.15 million on $613,000 of revenues for the same period last year. The Company's balance sheet at Mar. 31, 2015, showed $16.7 million in total assets, $3.34 million in total liabilities, and stockholders' equity of $13.3 million. A copy of the Form 10-Q is available at: http://is.gd/YkDjle Headquartered in Cambridge, Massachusetts, Metabolix, Inc. is an innovation-driven bioscience company focused on delivering sustainable solutions to the plastics, chemicals and energy industries. The Company has core capabilities in microbial genetics, fermentation process engineering, chemical engineering, polymer science, plant genetics and botanical science. PricewaterhouseCoopers LLP expressed substantial doubt about the Company's ability to continue as a going concern, citing that the Company has suffered recurring losses from operations and has insufficient capital resources. The Company reported a net loss of $29.5 million on $2.80 million of total revenue for the year ended Dec. 31, 2014, compared with a net loss of $30.5 million on $3.78 million in the prior year. The Company's balance sheet at Dec. 31, 2014, showed $23.1 million in total assets, $4.34 million in total liabilities, and stockholders' equity of $18.8 million. MJC AMERICA: Court Vacates Deadlines for Gree Product Claims ------------------------------------------------------------ MJC America, Ltd., notified parties-in-interest that pursuant to an order entered May 24, 2015, the U.S. Bankruptcy Court for the Central District of California has reopened the filing period for creditors holding claims arising from, or related to the sale of Gree products including, but not limited to, personal injury or property damage claims related to product use, business claims for recall, restocking and other expenses, and any fine which may ultimately be assessed by the Consumer Product Safety Commission. The Court also vacated the deadline of Aug. 30, 2014, for creditors to file claims. A new deadline or filing these types of claims will be set as part of the Debtor's reorganization effort in any confirmed reorganization plan. The Court also vacated the deadline for filing claims objections: a. the deadline for filing objections to claims which are not Gree Product Claims will be 30 days after the Effective Date of any confirmed plan; and b. the deadline for filing objections to Gree Product Claims will be set in any confirmed plan. The Debtor is represented by: David A. Tilem, Esq. LAW OFFICES OF DAVID A. TILEM 206 N. Jackson Street, Suite 201 Glendale, CA 91206 Tel: (818) 507-6000 Fax:(818) 507-6800 E-mail: DavidTilem@Tilemlaw.com About MJC America MJC America, Ltd., doing business as Soleus Air System -- http://www.soleusair.com/-- which sells Soleus-branded air conditioners and heaters in the U.S., filed for Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Case No. 13-39097) in Los Angeles on Dec. 10, 2013. The Debtor selected Law Offices of David A. Tilem ("TILEM") as its general bankruptcy counsel. Winston & Strawn LLP serves as special litigation counsel. MJC disclosed $14.0 million in total assets and $15.9 million in liabilities in its schedules. Accounts receivable of $9.22 million and inventory of $4.12 million comprise most of the assets. East West Bank has a scheduled secured claim of $2.1 million on a line of credit, and Hong Kong Gree Electric Appliances Sales, Ltd., is owed $4.07 million, but only $288,000 is secured. MJC AMERICA: Has Court's Nod to Use Cash Collateral Until Sept. 17 ------------------------------------------------------------------ The Hon. Sandra R. Klein of the U.S. Bankruptcy Court for the Central District of California has authorized MJC America, Ltd., to continue using cash collateral through and including the close of business on Sept. 17, 2015. As for adequate protection, the Debtor is directed to continue making monthly payments of $75,000 to East West Bank as set forth in earlier stipulations between the parties which have been approved by the Court. The Court will conduct a hearing on the Debtor's motion on Sept. 17, 2015, at 8:30 a.m. to resolve legal issues presented by the Debtor's motion including what constitutes adequate protection. The Debtor will have until July 2, 2015, to file its opening brief. East West will have until July 30, 2015, to file its opposition. The Debtor will have until Aug. 13, 2015, to file any reply. On May 19, 2015, the Debtor filed its projected six-month cash collateral budget for the period July 2015 through December 2015. The budget, the Debtor said, is intended for use in connection with the continued hearing on the Debtor's motion for cash collateral use. A copy of the budget is available for free at: http://is.gd/b7Vvgp On May 20, 2015, East West filed an objection to the Debtor's motion for court order authorizing cash collateral use on a final basis, saying that although East West has stipulated to the use of its cash collateral since the commencement of the case, recent financial information that the Debtor provided to the bank revealed that the Debtor's financial condition has significantly deteriorated. East West said that due to a decline in sales and the aging of the Debtor's accounts receivable, East West is not adequately protected against further cash collateral use. East West is represented by: Scott O. Smith, Esq. Brian Harvey, Esq. Buchalter Nemer A Professional Corporation 1000 Wilshire Boulevard, Suite 1500 Los Angeles, CA 90017-2457 Tel: (213) 891-0700 Fax: (213) 896-0400 E-mail: ssmith@buchalter.com bharvey@buchalter.com About MJC America MJC America, Ltd., doing business as Soleus Air System -- http://www.soleusair.com/-- which sells Soleus-branded air conditioners and heaters in the U.S., filed for Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Case No. 13-39097) in Los Angeles on Dec. 10, 2013. The Debtor selected Law Offices of David A. Tilem ("TILEM") as its general bankruptcy counsel. Winston & Strawn LLP serves as special litigation counsel. MJC disclosed $14.0 million in total assets and $15.9 million in liabilities in its schedules. Accounts receivable of $9.22 million and inventory of $4.12 million comprise most of the assets. East West Bank has a scheduled secured claim of $2.1 million on a line of credit, and Hong Kong Gree Electric Appliances Sales, Ltd., is owed $4.07 million, but only $288,000 is secured. NET ELEMENT: Kenges Rakishev Reports 15% Stake as of April 30 ------------------------------------------------------------- In an amended Schedule 13D filed with the Securities and Exchange Commission, Kenges Rakishev disclosed that as of April 30, 2015, he beneficially owns 7,677,835 shares of common stock of Net Element, Inc., which represents 15.1 percent of the shares outstanding. Novatus Holding PTE. Ltd. also owned 7,320,751 common shares as of that date. A copy of the regulatory filing is available for free at http://is.gd/6o2KpO About Net Element Miami, Fla.-based Net Element International, Inc., formerly Net Element, Inc., currently operates several online media Web sites in the film, auto racing and emerging music talent markets. Net Element reported a net loss of $10.18 million on $21.2 million of net revenues for the 12 months ended Dec. 31, 2014, compared to a net loss of $48.3 million on $18.7 million of net revenues for the 12 months ended Dec. 31, 2013. As of March 31, 2015, the Company had $14.02 million in total assets, $10.3 million in total liabilities and $3.73 million in total stockholders' equity. BDO USA, LLP, in Miami, Florida, issued a "going concern" qualification in its report on the consolidated financial statements for the year ended Dec. 31, 2014. The accounting firm said that the Company has suffered recurring losses from operations and has used substantial amounts of cash to fund its operating activities that raise substantial doubt about its ability to continue as a going concern. NORTH AMERICAN: Commences Restructuring Proceedings Under CCAA -------------------------------------------------------------- North American Tungsten Corporation Ltd. disclosed that it has commenced restructuring proceedings pursuant to an Initial Order granted by the Supreme Court of British Columbia under the Companies' Creditors Arrangement Act ("CCAA") on June 9 The need for NATC to restructure under the CCAA is attributable to a number of factors including the continuation of low prevailing market prices of APT, high debt service payments, insufficient capitalization, and recent operational issues. Although the Corporation is currently unable to meet all of its past obligations and ongoing financing costs, NATC expects that a financial restructuring will enable it to continue to operate as a going concern and preserve value for stakeholders. The Corporation has obtained CCAA protection for an initial period of 30 days, expiring on July 9, 2015 and the Court has set a further hearing date of July 8, 2015 at which time an extension of the protection under the CCAA will be sought. While under CCAA protection, creditors and others are stayed from pursuing any claims or enforcing any rights against NATC. During this time, it is intended that NATC's operations will continue uninterrupted and all obligations to employees and suppliers of goods and services provided after the filing date will be met. Pursuant to the Initial Order, Alvarez & Marsal Canada Inc. has been appointed as monitor in the CCAA proceeding. All inquiries regarding the CCAA proceeding should be directed to the Monitor (Marianna Lee, (604) 639-0845). Information about the Corporation's CCAA proceeding, including all Court Orders and the Monitor's reports, will be available on the Monitor's website at www.alvarezandmarsal.com/northamerican NATC also disclosed that Brian Abraham resigned from the Board of Directors. The Board of Directors thanked Mr. Abraham for his lengthy and ongoing service to the Company. About North American Tungsten Corporation Ltd. The Company is a publicly listed Tier 1 Junior Resource Company engaged primarily in the operation, development, and acquisition of tungsten and other related mineral properties in Canada. The Company's 100% owned Cantung mine and Mactung development project make it one of the few tungsten producers with a strategic asset in the western world. Mactung is one of the world's largest known undeveloped high grade tungsten-skarn deposits. OXIS INTERNATIONAL: Incurs $20.5-Mil. Net Loss in First Quarter --------------------------------------------------------------- OXIS International, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $20.5 million on $7,000 of revenues for the three months ended March 31, 2015, compared with a net loss of $371,000 on $nil of revenues for the same period last year. The Company's balance sheet at March 31, 2015, showed $1.43 million in total assets, $51.4 million in total liabilities, and a stockholders' deficit of $49.9 million. The Company has incurred an accumulated deficit of $133 million through March 31, 2015. On a consolidated basis, the Company had cash and cash equivalents of $1.42 million at March 31, 2015. The current rate of cash usage raises substantial doubt about the Company's ability to continue as a going concern. A copy of the Form 10-Q is available at: http://is.gd/yYpFQY Beverly Hills, Calif.-based OXIS International, Inc., is engaged in the research, development and sale of products that counteract the harmful effects of "oxidative stress." Oxidative stress refers to the situations in which the body's antioxidant and other defensive abilities to combat free radicals (a.k.a highly reactive species of oxygen and nitrogen) are overwhelmed and normal healthy balance is lost. PATRIOT COAL: Unsecured Creditors Object to $100M Financing ----------------------------------------------------------- Unsecured creditors objected to a $100 million financing proposed last week for Patriot Coal Corporation, calling the offer insufficient, Dan Tyson at The Register-Herald.com reports. An online version of the objection filing states that "the currently proposed debtor-in-possession financing is insufficient to fund the Debtors' needs through these cases, containing aggressive case milestones that limit the Debtors' ability to explore value-maximizing reorganization alternatives, burdens the Debtors' estates with excessive costs and encumbers assets that are presently available for general unsecured creditors." According to The Register-Herald.com, unsecured lenders proposed plans to tweak the finance package that would also free up funds for unsecured lenders. The Register-Herald.com relates that the financing also met objections from Barclays Bank LLC -- which says that more information is needed on the financing -- and Travelers Casualty and Surety Co., which claims that the financing's language doesn't ensure the Company will comply with worker and environmental safety laws. About Patriot Coal Patriot Coal Corporation is a producer and marketer of coal in the United States. Patriot and its subsidiaries control 1.4 billion tons of proven and probable coal reserves -- including owned and leased assets in the Central Appalachia basin (in West Virginia and Ohio) and Southern Illinois basin (in Kentucky and Illinois) and their operations consist of eight active mining complexes in West Virginia. Patriot Coal first sought Chapter 11 protection on July 9, 2012, and, on Dec. 18, 2013, won approval of its bankruptcy-exit plan from the U.S. Bankruptcy Court for the Eastern District of Missouri. The plan turned over most of the ownership of the company to bondholders that include New York hedge fund Knighthead Capital Management LLC. The linchpins of the plan were a global settlement among the Debtors, the United Mine Workers of America, and two third parties -- Peabody Energy Corporation and Arch Coal, Inc. -- and a commitment by a consortium of creditors, led by Knighthead, to backstop two rights offerings that funded the plan. Patriot Coal Corporation and its subsidiaries commenced new Chapter 11 cases (Bankr. E.D. Va. Lead Case No. 15-32450) in Richmond, Virginia, on May 12, 2015. The cases are assigned to Judge Keith L. Phillips. The Debtors tapped Kirkland & Ellis LLP as counsel; Kutak Rock L.L.P., as co-counsel; Centerview Partners LLC as investment bankers; Alvarez & Marsal North America, LLC, as restructuring advisors; and Prime Clerk LLC, as claims and administrative agent. The U.S. trustee overseeing the Chapter 11 case of Patriot Coal Corp. appointed seven creditors of the company to serve on the official committee of unsecured creditors. Patriot Coal estimated more than $1 billion in assets and debt. PEABODY ENERGY: Bank Debt Trades at 12% Off ------------------------------------------- Participations in a syndicated loan under which Peabody Energy Power Corp. is a borrower traded in the secondary market at 87.91 cents-on-the- dollar during the week ended Friday, June 5, 2015, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in the June 9, 2015, edition of The Wall Street Journal. This represents a decrease of 1.70 percentage points from the previous week, The Journal relates. Peabody Energy Power Corp. pays 325 basis points above LIBOR to borrow under the facility. The bank loan matures on September 20, 2020, and carries Moody's Ba3 rating and Standard & Poor's BB+ rating. The loan is one of the biggest gainers and losers among 268 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. PRIMERA ENERGY: Fights Investors' Motion for Chapter 11 Trustee --------------------------------------------------------------- Patrick Danner at Mysanantonio.com reports that Primera Energy LLC has opposed a motion by investors to appoint a Chapter 11 trustee to take control of the Company. The parties pushing for the trustee represent a small percentage of individuals who have invested in the Company's oil and gas wells, Mysanantonio.com relates, citing Dean William Greer, Esq., the attorney for the Debtor. The report quoted Mr. Greer as saying, "I do not believe this proceeding should go forward until all of the investors have been notified." According to Mysanantonio.com, Natalie Wilson, Esq., a lawyer for investors who have requested the trustee's appointment, said, "There's a history of fraud, dishonesty and mismanagement" at the Company. Mysanantonio.com states that not all investors in the Company's oil and gas wells are on the same page, as A few investors in the Company's oil and gas wells who are represented by San Antonio attorney Kathleen Hurren, Esq., are against the appointment of a trustee, Mysanantonio.com says. According to the report, Ms. Hurren said that the appointment would "harm" the bankruptcy estate. About Primera Energy Primera Energy, LLC, is headquartered in San Antonio, Texas. Primera Energy filed for Chapter 11 bankruptcy protection (Bankr. W.D. Tex. Case No. 15-51396) on June 3, 2015, to stop the investors from trying to "squeeze" money out of the Company, according to the Company's owner, Brian K. Alfaro. The Company estimated its assets and liabilities at between $1 million and $10 million. Judge Craig A. Gargotta presides over the case. Dean William Greer, Esq., who has an office in San Antonio, Texas, serves as the Debtor's bankruptcy counsel. The Chapter 11 petition was signed by Mr. Alfaro. RECOVERY CENTERS: Creditors Have Until July 27 to File Claims ------------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Washington established July 27, 2015, as the deadline for any individual or entity to file proofs of claim against Recovery Centers of King County. About Recovery Centers Recovery Centers of King County -- http://www.rckc.org/-- provided Central Seattle and South King County residents with a continuum of care for those who suffer with alcoholism or other drug addiction. RCKC filed a Chapter 11 case (Bankr. W.D. Wash. Case No. 15-13060) on May 15, 2015. Judge Timothy W. Dore presides over the case. The Debtor tapped Jeffrey B Wells, Esq., at Wells and Jarvis, P.S., in Seattle, as counsel. The Debtor filed a Chapter 11 plan that contemplates the sale of its real estate located at 464 - 12th Ave S, Seattle, WA, 1701 18th Ave. S, Seattle, WA and 505 Washington Ave. S., Kent, Washington. RECYCLE SOLUTIONS: To Assume Equipment Lease Pacts With Nissan -------------------------------------------------------------- The Hon. George W. Emerson, Jr., at the U.S. Bankruptcy Court for the Western District of Tennessee entered an agreed order resolving Nissan Motor Acceptance Corporation's motion for relief from the automatic stay, for abandonment of property and providing for assumption of equipment leases in the bankruptcy case of Recycle Solutions, Inc. The parties have agreed to resolve the Nissan Motor's motion seeking relief from stay and abandonment of its property and that the Debtor has agreed to assume the equipment lease agreements with Nissan Motor. Nissan Motor is a creditor and party in interest holding three claims associated with the Equipment Lease Agreements identified as: a. Claim No. 12 filed in the amount of $35,580.06, which is associated with an Equipment Lease Agreement with the last four account numbers identified as No. 7939. This equipment lease encompasses six items of equipment identified as four Nissan forklifts and two Cascade attachments requiring a monthly lease payment of $1,966.58; b. Claim No. 13 filed in the amount of $14,334.11, which is associated with equipment lease agreement identified by the last four numerals of the account number 4538 and is associated with a lease of a Nissan pneumatic forklift. This lease agreement requires a monthly payment of $510.95; and c. Claim No. 14 filed in the amount of $15,331.22, which associated with a lease agreement identified by the last four digits of the account number as No. 0313. Four items of equipment are associated with this lease including two Nissan forklifts and two rotator attachments. This lease requires a monthly lease payment of $606.68. The Equipment Leases provide that title to the lease equipment will remain in the name of Nissan Motor with a provision for a purchase option at the end and termination of the lease agreement. The parties agree that the Debtor was in default of the Equipment Lease Agreements relative to monthly payments for the months of November and December 2014. The Debtor has determined that the Lease Agreements are necessary to continue operations and will provide adequate protection in the form of proof of physical damage insurance on the leased equipment and monthly payments, consistent with the monthly payments due on each of the three Lease Agreements totaling $3,084.21 per month. The parties agree that the adequate protection payments will begin by the end of April 2015 and continuing thereafter by the end of each month until the time as the Debtor presents a disbursement statement plan of reorganization to the Court. The parties agree that Nissan Motor's rights in its Equipment Lease Agreements will be reserved and that Nissan Motor will be entitled to exercise its rights relative to any Disclosure Statement and proposed Plan of Reorganization submitted by the debtor-in-possession in this proceeding. The parties further agree that the stay motion will be continued and rescheduled to be held in conjunction with the hearing on any proposed Plan of Reorganization submitted by the debtor-in-possession in this Chapter 11 proceeding. About Recycle Solutions Recycle Solutions, Inc., founded in 2002, is in the business of recycling and reusing plastic, wood and packaging for film rolls. The company is owned by James Downing (75%) and Mark Huber (25%). Founded in 2001 by James Downing, Recycle Solutions currently has operations in Tennessee and Georgia. It is headquartered in Memphis, Tennessee, with at its 7.5-acre recycling center. Recycle Solutions sought Chapter 11 bankruptcy protection in its home-town in Memphis (Bankr. W.D. Tenn. Case No. 14-31338) on Nov. 4, 2014, disclosing assets of $11.5 million against liabilities of $6.4 million. The case is assigned to Judge George W. Emerson Jr. The Debtor is represented by Steven N. Douglass, Esq., at Harris Shelton Hanover Walsh, PLLC, in Memphis. The U.S. Trustee for Region 8 appointed three creditors to serve on the official committee of unsecured creditors. Adam B. Emerson of Bridgforth & Buntin, PLLC, represents the Committee as counsel. * * * Recycle Solutions Inc. has filed a reorganization plan that contemplates an orderly sale of the business as a going concern, whether in part or as a whole, following the effective date of the Plan. Judge George W. Emerson, Jr., will convene a hearing on July 16 at 9:30 a.m. to consider approval of the disclosure statement explaining the Plan. Objections to the adequacy of the information in the disclosure statement are due July 6. RECYCLE SOLUTIONS: To Make Adequate Protection Payments to Nissan ----------------------------------------------------------------- The Hon. George W. Emerson, Jr., at the U.S. Bankruptcy Court for the Western District of Tennessee entered an agreed order resolving Nissan Motor Acceptance Corporation's motion for relief from the automatic stay and abandonment and providing for adequate protection pending confirmation of Recycle Solutions, Inc.'s Chapter 11 plan. Nissan Motor is a secured creditor and party in interest holding a claim in the amount of $12,272, which is secured by a lien on a 2012 Nissan Altima automobile purchased by the Debtor and co-signed by Mark Huber, individually. The parties agree that (i) Nissan Motor's claim is properly perfected as evidenced by the certificate of title attached to its claim as well as the certificate of title exhibit to its Stay Motion; and (ii) the value of the vehicle, pursuant to the January 2015 NADA Book, is $14,250 without deducting for mileage and condition. A review of the January 2015 NADA Book indicates that the vehicle also has an average trade-in value of $10,800 with an average overall retail value of $12,525. This amount is in excess of the claim amount filed by Nissan Motor. The Debtor has agreed to tender adequate protection payments to Nissan Motor pending confirmation of its Plan of Reorganization. The adequate protection payments will be based on an amortization of the amount of Nissan Motor's $12,272.21 claim with interest of 5% and monthly payments of $231.59. A copy of the order is available for free at http://is.gd/qgt6vK About Recycle Solutions Recycle Solutions, Inc., founded in 2002, is in the business of recycling and reusing plastic, wood and packaging for film rolls. The company is owned by James Downing (75%) and Mark Huber (25%). Founded in 2001 by James Downing, Recycle Solutions currently has operations in Tennessee and Georgia. It is headquartered in Memphis, Tennessee, with at its 7.5-acre recycling center. Recycle Solutions sought Chapter 11 bankruptcy protection in its home-town in Memphis (Bankr. W.D. Tenn. Case No. 14-31338) on Nov. 4, 2014, disclosing assets of $11.5 million against liabilities of $6.4 million. The case is assigned to Judge George W. Emerson Jr. The Debtor is represented by Steven N. Douglass, Esq., at Harris Shelton Hanover Walsh, PLLC, in Memphis. The U.S. Trustee for Region 8 appointed three creditors to serve on the official committee of unsecured creditors. Adam B. Emerson of Bridgforth & Buntin, PLLC, represents the Committee as counsel. * * * Recycle Solutions Inc. has filed a reorganization plan that contemplates an orderly sale of the business as a going concern, whether in part or as a whole, following the effective date of the Plan. Judge George W. Emerson, Jr., will convene a hearing on July 16 at 9:30 a.m. to consider approval of the disclosure statement explaining the Plan. Objections to the adequacy of the information in the disclosure statement are due July 6. RECYCLE SOLUTIONS: To Make Adequate Protection Payments to Regions ------------------------------------------------------------------ The Hon. George W. Emerson, Jr., at the U.S. Bankruptcy Court for the Western District of Tennessee entered an interim agreed order with respect the motion to terminate the automatic stay with respect to the collateral securing the claim of Regions Bank, a secured creditor of Recycle Solutions, Inc. The Bank asserts claims against Debtor totaling in excess of $2,604,185 that are secured by properly perfected, first priority liens on the Debtor's personal property, on certain real property owned by Debtor and on certain real property owned by Debtor's principals. The Debtor agrees to provide the Bank with adequate protection for its interests in the collateral including, but not limited to, periodic cash payments and proof of insurance coverage. The Bank maintains that the automatic stay should be terminated as there is no equity in the collateral, and the collateral is not necessary for the Debtor's effective reorganization unless the Debtor can show that it has a reasonable possibility of a successful reorganization within a reasonable period of time. Starting on May 21, 2015, and by the 10th day of each month thereafter, the Debtor will pay the sum of $47,024 to the Bank as adequate protection, which sum includes the monthly rent payment on the Tennessee real estate note collateral. The Debtor will maintain adequate insurance coverage on the collateral at all times as required by the loan documents and the Bank will be shown as lienholder/loss payee on the policy. A copy of the order is available for free at http://is.gd/ot6clx About Recycle Solutions Recycle Solutions, Inc., founded in 2002, is in the business of recycling and reusing plastic, wood and packaging for film rolls. The company is owned by James Downing (75%) and Mark Huber (25%). Founded in 2001 by James Downing, Recycle Solutions currently has operations in Tennessee and Georgia. It is headquartered in Memphis, Tennessee, with at its 7.5-acre recycling center. Recycle Solutions sought Chapter 11 bankruptcy protection in its home-town in Memphis (Bankr. W.D. Tenn. Case No. 14-31338) on Nov. 4, 2014, disclosing assets of $11.5 million against liabilities of $6.4 million. The case is assigned to Judge George W. Emerson Jr. The Debtor is represented by Steven N. Douglass, Esq., at Harris Shelton Hanover Walsh, PLLC, in Memphis. The U.S. Trustee for Region 8 appointed three creditors to serve on the official committee of unsecured creditors. Adam B. Emerson of Bridgforth & Buntin, PLLC, represents the Committee as counsel. * * * Recycle Solutions has filed a reorganization plan that contemplates an orderly sale of the business as a going concern, whether in part or as a whole, following the effective date of the Plan. Judge George W. Emerson, Jr., will convene a hearing on July 16, 2015, at 9:30 a.m. to consider approval of the disclosure statement explaining the Plan. Objections to the adequacy of the information in the disclosure statement are due July 6. REDPRAIRE CORP: Bank Debt Trades at 3% Off ------------------------------------------ Participations in a syndicated loan under which RedPrairie Corp. is a borrower traded in the secondary market at 97.10 cents-on-the- dollar during the week ended Friday, June 5, 2015, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in the June 9, 2015, edition of The Wall Street Journal. This represents a decrease of 0.31 percentage points from the previous week, The Journal relates. RedPrairie Corp. pays 500 basis points above LIBOR to borrow under the facility. The bank loan matures on December 21, 2018, and carries Moody's B2 rating and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 268 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. RETROPHIN INC: Settles Questcor Lawsuit for $15.5 Million --------------------------------------------------------- Pursuant to the terms of a confidential settlement agreement and release between Retrophin, Inc. and Questcor Pharmaceuticals, Inc., the Company and Questcor filed a stipulation of dismissal, dismissing the Company's lawsuit against Questcor filed in the United States District Court for the Central District of California on Jan. 7, 2014 (Case No. SACV14-00026-JLS). Under the terms of the Settlement Agreement, Questcor paid the Company $15.5 million, and the Company and Questcor granted a mutual release of all claims against the other, the Company disclosed in a Form 8-K report filed with the Securities and Exchange Commission. About Retrophin Retrophin, Inc., develops, acquires and commercializes therapies for the treatment of serious, catastrophic or rare diseases. The Company offers Chenodal(R), a treatment for gallstones; Vecamyl(R), a treatment for moderately severe to severe essential hypertension and uncomplicated cases of malignant hypertension; and Thiola, for the prevention of kidney stone formation in patients with severe homozygous cystinuria. Retrophin reported a net loss of $111 million in 2014 following a net loss of $34.6 million in 2013. As of March 31, 2015, the Company had $415.98 million in total assets, $247 million in total liabilities and $169 million in total stockholders' equity. BDO USA, LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014. The accounting firm noted that the Company has suffered recurring losses from operations, used significant amounts of cash in its operations, and expects continuing future losses. In addition, at Dec. 31, 2014, the Company had deficiencies in working capital and net assets of $70.2 million and $37.3 million, respectively. Finally, while the Company was in compliance with its debt covenants at Dec. 31, 2014, it expects to not be in compliance with these covenants in 2015. These matters raise substantial doubt about the Company's ability to continue as a going concern, the auditors said. SANDIA RESORTS: Case Summary & 5 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Sandia Resorts, Inc 5601 Alameda Blvd., NE Albuquerque, NM 87113 Case No.: 15-11532 Chapter 11 Petition Date: June 9, 2015 Court: United States Bankruptcy Court New Mexico (Albuquerque) Debtor's Counsel: Joshua R Simms, Esq. JOSHUA R SIMMS PC PO Box 50332 Albuquerque, NM 87181-0332 Tel: 505-247-0900 Fax: 505-256-5136 Email: jsimms@jrsimmspc.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Harminder Sian, president. A list of the Debtor's five largest unsecured creditors is available for free at http://bankrupt.com/misc/nmb15-11532.pdf SAO INVESTMENTS: Case Summary & 9 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: SAO Investments, LLC 3135 South Richmond Street Salt Lake City, UT 84106 Case No.: 15-25373 Chapter 11 Petition Date: June 9, 2015 Court: United States Bankruptcy Court District of Utah (Salt Lake City) Debtor's Counsel: Matthew M. Boley, Esq. COHNE KINGHORN, P.C. 111 E. Broadway, 11th Floor Salt Lake City, UT 84111 Tel: (801) 363-4300 Fax: (801) 363-4378 Email: mboley@cohnekinghorn.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Sovatphone Ouk, member. A list of the Debtor's nine largest unsecured creditors is available for free at http://bankrupt.com/misc/utb15-25373.pdf SEADRILL LTD: Bank Debt Trades at 20% Off ----------------------------------------- Participations in a syndicated loan under which Seadrill Ltd. is a borrower traded in the secondary market at 80.36 cents-on-the- dollar during the week ended Friday, June 5, 2015, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in the June 9, 2015, edition of The Wall Street Journal. This represents a decrease of 2.52 percentage points from the previous week, The Journal relates. Seadrill Ltd. pays 300 basis points above LIBOR to borrow under the facility. The bank loan matures on February 17, 2021, and carries Moody's Ba3 rating and Standard & Poor's BB- rating. The loan is one of the biggest gainers and losers among 268 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. SEALED AIR: Moody's Rates New 2025 Senior Unsecured Notes 'B1' -------------------------------------------------------------- Moody's Investors Service assigned a B1 rating to the senior unsecured notes due 2025 of Sealed Air Corp and affirmed Sealed Air's Ba3 corporate family, Ba3-PD probability of default, and other instrument ratings . Moody's also revised the rating outlook to positive from stable. On June 8, 2015, Sealed Air Corp announced it would issue $850 million equivalent total in senior unsecured notes in Euros and USD due 2023 (Euro) and 2025 (USD). The proceeds of the debt will be used to fund the tender of the outstanding $750 million 8.375% senior notes due 2021 and to pay fees and expenses associated with the transaction. The new notes are expected to have a covenant package that is similar to investment grade. Sealed Air Corp. -- Assigned $850 million Senior Unsecured Notes due 2023 and 2025, B1 (LGD 5) The following ratings are affirmed: Sealed Air Corp. -- $750 million 8.375% Senior Unsecured Notes due September 2021, B1 (LGD 5) (to be withdrawn at the close of the transaction) -- Ba3 corporate family rating -- Ba3-PD probability of default -- SGL-2 speculative grade rating -- All senior secured debt, Ba1 (LGD 2) -- All senior unsecured debt, B1 (LGD 5) Diversey Brasil -- All senior secured debt, Ba1 (LGD 2) Diversey Canada, Inc. -- All senior secured debt, Ba1 (LGD 2) Diversey Europe, BV -- All senior secured debt, Ba1 (LGD 2) Sealed Air Limited -- All senior secured debt, Ba1 (LGD 2) Sealed Air Japan -- All senior secured debt, Ba1 (LGD 2) The rating outlook is positive. The ratings are subject to the receipt and review of the final documentation. The positive outlook reflects the anticipated benefits from a various initiatives, managements' pledge to target leverage within the rating category and the eventual elimination of onetime charges. Margins and EBITDA are expected to improve as the company benefits from completed and ongoing productivity initiatives and restructuring. Margins and EBITDA are also expected to benefit from the company's ongoing focus on profitable pricing and pruning of certain low margin businesses. Interest coverage is expected to improve as operating income improves and interest expense declines post refinancings. Leverage is expected to remain within the rating trigger due to managements' goal to manage net leverage at the lower end of 3.5x-4.0x range. While near term free cash flow is expected to be negatively impacted by cash restructuring charges and excess capital spending for growth initiatives, these excess charges are expected to be eliminated over the intermediate term and free cash generation is expected to benefit from the aforementioned improvements. Despite the company's plan to allocate free cash flow to share repurchases, credit metrics are expected to sustainably improve to a level commensurate with the Ba2 rating category. The Ba3 corporate family rating reflects the company's scale (as measured by revenue), wide geographic exposure and low customer concentration of sales. Sealed Air has a track record of successful innovation and continues to invest in R&D. The company is also an industry leader in certain segments. Approximately 50% of sales are from food and food processing related end markets. The company also earns approximately 26% of sales from emerging markets, 65% from outside the US and operates in 62 countries with distribution to over 175 countries. Sealed Air has maintained long-term relationships with many of its top customers and has a significant base of equipment installed on the customers' premises. The rating is constrained by weaknesses in certain credit metrics, a disparate product line and the concentration of sales in cyclical and event risk prone segments. The rating is also constrained by the significant competition in the fragmented market, some commoditized products and the mixed contract and cost pass through position. Despite an overlap in customers and distribution channels, Sealed Air's product lines are substantially unrelated. All of the company's segments operate in competitive and fragmented markets and will need to continue to develop new products and innovate in order to maintain their competitive advantage as many innovations eventually may be copied. The ratings could be downgraded if there is deterioration in credit metrics or the operating and competitive environment. Specifically, the rating could be downgraded if debt to EBITDA remains above 5.3 times, EBITA interest coverage remains below 2.2 times, free cash flow to debt remains below the mid-single digits, and/or the EBITA margin declines below 10.5%. The ratings could be upgraded if Sealed Air sustainably improves credit metrics within the context of a stable operating and competitive environment. The company will need to demonstrate that they can sustainably improve the EBITA margin and free cash flow to debt and will maintain debt to EBITDA within the rated trigger. Sealed Air will also need to maintain adequate liquidity including sufficient availability under the revolver and adequate cushion under its financial covenant. Specifically, the ratings could be upgraded if debt to EBITDA declines below 4.6 times, EBITA interest coverage rises above 3.2 times, free cash flow to debt increases above 8%, and/or the EBITA margin rises above 14%. The principal methodology used in this rating was Global Packaging Manufacturers: Metal, Glass, and Plastic Containers published in June 2009. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Headquartered in Charlotte, NC, Sealed Air is a global manufacturer of packaging products, performance-based materials and equipment systems for various food, industrial, medical and consumer applications. The company, through its Diversey Care segment, is also a leading global supplier of cleaning, hygiene, and sanitizing products, equipment and related services to the institutional and industrial cleaning and sanitation markets. Sealed Air reports in four segments including Food Care ( 50% of revenue), Product Care ( 21%), Diversey Care ( 28%), and Other (1%). The company had revenues of approximately $7.7 billion for the 12 months ended March 31, 2015. SEARS HOLDINGS: Posts $303 Million Net Loss in First Quarter ------------------------------------------------------------ Sears Holdings Corporation filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $303 million on $5.80 billion of merchandise sales and services revenues for the 13 weeks ended May 2, 2015, compared with a net loss of $442 million on $7.80 billion of merchandise sales and services revenues for the 13 weeks ended May 3, 2014. As of May 2, 2015, Sears Holdings had $13.3 billion in total assets, $14.5 billion in total liabilities, and a $1.20 billion total deficit. Edward S. Lampert, Sears Holdings' chairman and chief executive officer, said, "During the first quarter, we made significant progress in our transformation from a traditional, store-network based retail business model to a more asset-light, member-centric integrated retailer leveraging our Shop Your Way platform. As our improved EBITDA results over the last three consecutive quarters demonstrate, we are successfully enhancing our margin rates and EBITDA performance as we become more efficient with our promotional programs and the use of Shop You Way to replace more traditional forms of marketing with targeted and personalized digital interactions." Mr. Lampert continued, "With the completion of the joint venture transactions with three leading shopping mall owners and operators, and the advanced formation of the Seritage REIT, we will become more productive with our physical store space. This will position Sears Holdings for long-term success consistent with our focus on our best stores, rewarding our best members and pursuing our best categories to transform Sears Holdings into a leading integrated retail membership-focused company leveraging our Shop Your Way platform." The Company had cash balances of $286 million at May 2, 2015, compared with $250 million at Jan. 31, 2015. "Our primary need for liquidity is to fund working capital requirements of our businesses, capital expenditures and for general corporate purposes, including debt repayment and pension plan contributions. We have incurred losses and experienced negative operating cash flows for the past several years; accordingly, the Company has taken a number of actions to enhance its financial flexibility and fund its continued transformation, support its operations and meet its obligations," the Company said in the report. A full-text copy of the Form 10-Q is available for free at: http://is.gd/TXBDvl About Sears Sears Holdings Corporation (NASDAQ: SHLD) -- http://www.searsholdings.com/-- is an integrated retailer focused on seamlessly connecting the digital and physical shopping experiences to serve members. Sears Holdings is home to Shop Your Waytm, a social shopping platform offering members rewards for shopping at Sears and Kmart as well as with other retail partners across categories important to them. The Company operates through its subsidiaries, including Sears, Roebuck and Co. and Kmart Corporation, with more than 2,000 full- line and specialty retail stores in the United States and Canada. Kmart Corporation and 37 of its U.S. subsidiaries filed voluntary Chapter 11 petitions (Bankr. N.D. Ill. Lead Case No. 02-02474) on Jan. 22, 2002. Kmart emerged from chapter 11 protection on May 6, 2003, pursuant to the terms of an Amended Joint Plan of Reorganization. Skadden, Arps, Slate, Meagher & Flom, LLP, represented Kmart in its restructuring efforts. Its balance sheet showed $16,287,000,000 in assets and $10,348,000,000 in debts when it sought chapter 11 protection. Kmart bought Sears, Roebuck & Co., for $11 billion to create the third-largest U.S. retailer, behind Wal-Mart and Target, and generate $55 billion in annual revenues. Kmart completed its merger with Sears on March 24, 2005. For the year ended Jan. 31, 2015, the Company reported a net loss attributable to Holdings' shareholders of $1.68 billion compared to a net loss attributable to Holdings' shareholders of $1.36 billion for the year ended Feb. 1, 2014. * * * Moody's Investors Service in January 2014 downgraded Sears Holdings Corporate Family Rating to 'Caa1' from 'B3'. The rating outlook is stable. The downgrade reflects the accelerating negative performance of Sears' domestic business with comparable sales falling 7.4% for the quarter to date ending January 6th, 2014 compared to the prior year. The company now expects domestic Adjusted EBITDA to decline to a range of ($80 million) to $20 million for the fourth fiscal quarter, compared with $365 million in the year prior period. For the full year, Sears expects domestic Adjusted EBITDA loss between $(308) million and $(408) million, as compared to $557 million last year. Moody's expects full year cash burn (after capital spending, interest and pension funding) to be around $1.2 billion in 2013 and we expect Sears' cash burn to remain well above $1 billion in 2014. "Operating performance for fiscal 2013 is meaningfully weaker than our previous expectations, and we expect negative trends in performance to persist into 2014" said Moody's Vice President Scott Tuhy. He added "While Sears noted improved engagement metrics for its "Shop Your Way" Rewards program, Moody's remains uncertain when these improved engagement metrics will lead to stabilization of operating performance." As reported by the TCR on March 26, 2014, Standard & Poor's Ratings Services affirmed its ratings on the Hoffman Estate, Ill.- based Sears Holdings Corp., including the 'CCC+' corporate credit rating. Fitch Ratings had downgraded its long-term Issuer Default Ratings (IDR) on Sears Holdings Corporation (Holdings) and its various subsidiary entities (collectively, Sears) to 'CC' from 'CCC', according to a TCR report dated Sept. 12, 2014. SHADOW LAKE: Voluntary Chapter 11 Case Summary ---------------------------------------------- Debtor: Shadow Lake Properties, LLC 2800 Shadow Lake Road Blacksburg, VA 24060 Case No.: 15-70792 Chapter 11 Petition Date: June 9, 2015 Court: United States Bankruptcy Court Western District of Virginia (Roanoke) Judge: Hon. Paul M. Black Debtor's Counsel: Andrew S Goldstein, Esq. MAGEE GOLDSTEIN LASKY & SAYERS, P.C. P O BOX 404 Roanoke, VA 24003 Tel: 540 343-9800 Email: agoldstein@mglspc.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by John S. Phillips, manager. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. SRKO FAMILY: Richardson Accused of Stealing From Nelson Rieger -------------------------------------------------------------- Ellie Mulder at The Gazette reports that Jannie Richardson, who ran SRKO Family Limited Partnership, is on trial for allegedly stealing almost $1 million from Nelson "Buz" Rieger as his mental health continued to decline due to Alzheimer's disease' The investments made in April 2014 were no different from the many Mr. Rieger had made in Ms. Richardson's real estate developments through the years, The Gazette relates, citing Josh Tolini, Esq., Ms. Richardson's attorney. According to The Gazette, Deputy District Attorney John Percell told the jury that Ms. Richardson allegedly took advantage of the mental state of Mr. Rieger to coerce him into transferring her a total of $970,000 in three payments by way of her daughter's bank account. The report says that Mr. Rieger was determined unable to make decisions on his behalf after his daughter requested that he undergo a neurophysical evaluation in 2013. The Gazette relates that Mr. Rieger's daughter, Anne Rieger-Matthews, said that she acquired power of attorney for her father in 2011, and that Ms. Richardson's actions prompted her to file for emergency conservatorship and guardianship for her father to get a restraining order against Ms. Richardson on his behalf. A man who was notoriously difficult to persuade could not have been so easily taken advantage of, and Mr. Rieger's 2014 investment was intended to revive Ms. Richardson's failed Colorado Crossing project, which started in 2007 and was intended to be 1.6 million square feet of stores, restaurants, offices and residences, The Gazette states, citing Mr. Tolini. The report adds that work on the project stopped in 2008 due to Ms. Richardson's financial troubles. About The SRKO Family LP The SRKO Family Limited Partnership, dba Colorado Crossing, is based in Colorado Springs, Colorado. SRKO Family is the owner of the financially troubled Colorado Crossing project. The Company was run by Colorado Springs developer Jannie Richardson. The Company filed for Chapter 11 bankruptcy protection (Bankr. D. Colo. Case No. 10-13186) on Feb. 19, 2010. The Debtor disclosed $34,421,448 in assets and $80,619,854 in liabilities as of the Petition Date. Lee M. Kutner at Kutner Miller Brinen, P.C. represents the Debtor. On March 25, 2010, Jannie Richardson filed a Chapter 11 petition in the Court commencing the Richardson bankruptcy case. C. Randel Lewis was appointed as the Chapter 11 trustee in the Richardson case on Jan. 28, 2011. On March 11, 2011, the Bankruptcy Court entered an order approving a stipulation pursuant to which the Chapter 11 trustee in the affiliated Richardson Chapter 11 case was named as the manager of the Debtor's general partner. Craig A. Christensen, Esq., at Lindquist & Vennum LLP, represents C. Randel Lewis, the Chapter 11 trustee of the Jannie Richardson bankruptcy estate. STANDARD REGISTER: Asks Court to Extend Deadline to Remove Suits ---------------------------------------------------------------- The Standard Register Company has filed a motion seeking additional time to remove lawsuits involving the company and its affiliates. In its motion, the company asked the U.S. Bankruptcy Court in Delaware to move the deadline for filing notices of removal of the lawsuits to September 8, 2015. The extension, if granted, would allow the company to make "fully-informed" decisions concerning the removal of any lawsuits, according to its lawyer, Andrew Magaziner, Esq., at Young Conaway Stargatt & Taylor LLP, in Wilmington, Delaware. The motion is on Judge Brendan Linehan Shannon's calendar for July 16. About Standard Register Standard Register -- http://www.standardregister.com/-- provides market-specific insights and a compelling portfolio of workflow, content and analytics solutions to address the changing business landscape in healthcare, financial services, manufacturing and retail markets. The Company has operations in all U.S. states and Puerto Rico, and currently employs 3,500 full-time employees and 16 part-time employees. The Standard Register Company and 10 affiliated debtors sought Chapter 11 protection in Delaware on March 12, 2015, with plans to launch a sale process where its largest secured lender would serve as stalking horse bidder in an auction. The cases are pending before the Honorable Judge Brendan L. Shannon and are jointly administered under Case No. 15-10541. The Debtors have tapped Gibson, Dunn & Crutcher LLP and Young Conaway Stargatt & Taylor LLP as counsel; McKinsey Recovery & Transformation Services U.S., LLC, as restructuring advisors; and Prime Clerk LLC as claims agent. On March 24, the U.S. Trustee for Region 3 appointed seven creditors of Standard Register to serve on the official committee of unsecured creditors. The unsecured creditors are Pension Benefit Guaranty Corp., The Flesh Company, Georgia-Pacific Consumer Products LP, Veritiv Corp., Gary Becker, Mark Platt and Timothy Webb. STANDARD REGISTER: Committee Can Sue Co.'s Board & Silver Point --------------------------------------------------------------- Joe Cogliano at The Dayton Business Journal reports that the Official Committee of Unsecured Creditors appointed in the Chapter 11 cases of The Standard Register Company, et al., was given authority to sue the Company's board and Silver Point Capital, L.P., over the WorkflowOne, LLC acquisition in 2013. As reported by the Troubled Company Reporter on May 28, 2015, the Committee sought permission from the U.S. Bankruptcy Court for the District of Delaware to commence, prosecute, and if appropriate, settle an action or actions on behalf of the Debtors' estates. The Committee, specifically, seeks to pursue colorable and plausible claims on behalf of Debtors' estates against, among others, Silver Point, certain of the Debtors' directors and officers as of the Company's Aug. 1, 2013 acquisition of WorkflowOne, and WFSR Holdings, LLC, fka Workflow Holdings, LLC, the seller in the WorkflowOne Acquisition. According to Business Journal, the Committee's attorney said that his clients immediately filed on Monday the lawsuit -- which alleges 15 separate counts of a fraudulent transaction in the deal -- after the Committee was given standing by the court to proceed. The report says that the Committee seeks to essentially set aside the debt from that purchase, asks for unspecified damages, and alleges that: (i) the Company was rendered insolvent by the purchase of WorkflowOne and the directors and officers relied on unrealistic and overly optimistic projections, which they should have known would not be achieved; and (ii) the Chapter 11 cases of the Company and WorkflowOne were Silver Point's way to avoid hundreds of millions of dollars in unsecured claims and offload its liability for underfunded pension plans. Standard Register and its advisors don't expect that the sales process will be affected by this decision, Business Journal relates, citing the Company's spokesperson. Business Journal reports that the Company is set to be sold on June 15, the Bankruptcy Court will take any objections into account by 4 p.m. the next day, and hold a hearing to approve the sale on June 17. About Standard Register Standard Register -- http://www.standardregister.com/-- provides market-specific insights and a compelling portfolio of workflow, content and analytics solutions to address the changing business landscape in healthcare, financial services, manufacturing and retail markets. The Company has operations in all U.S. states and Puerto Rico, and currently employs 3,500 full-time employees and 16 part-time employees. The Standard Register Company and 10 affiliated debtors sought Chapter 11 protection in Delaware on March 12, 2015, with plans to launch a sale process where its largest secured lender would serve as stalking horse bidder in an auction. The cases are pending before the Honorable Judge Brendan L. Shannon and are jointly administered under Case No. 15-10541. The Debtors have tapped Gibson, Dunn & Crutcher LLP and Young Conaway Stargatt & Taylor LLP as counsel; McKinsey Recovery & Transformation Services U.S., LLC, as restructuring advisors; and Prime Clerk LLC as claims agent. STRATECO RESOURCES: Court Stays CCAA Proceedings Until July 9 ------------------------------------------------------------- An initial order regarding Strateco Resources Inc. was issued on June 9 under the Companies' Creditors Arrangement Act (the "CCAA") by the Superior Court of Quebec (Commercial Division). The Court has granted a stay of proceedings until July 9th, 2015, renewable thereafter. The Quebec government's refusal to grant the certificate of authorization needed to proceed with the Matoush project has placed Strateco in a situation where it has become impossible to interest investors in the Matoush project. Strateco is currently unable to meet its financial commitments in spite of the fact that it has implemented measures aimed at reducing costs. Strateco's principal asset is its litigious claim against the Government of Quebec, in which Strateco seeks up to $190 million in damages to offset the loss of its investment in the Matoush project. Strateco intends to seek, within the framework of the CCAA, the approval of an interim financing which would allow it to continue the prosecution of these proceedings for the benefit of all stakeholders, including its creditors and shareholders. In the initial order issued under the CCAA, the Court has authorized the postponement of Strateco's annual meeting. In lieu of its next annual meeting, scheduled for June 17 at 10:30 a.m., at the Hilton Garden Inn in Montreal, Strateco will hold a public information meeting at the same place, date and time. Strateco is represented by the law firm Stikeman Elliott LLP in connection with the CCAA proceedings. The Court appointed Ernst & Young Inc. to act as monitor of Strateco. The initial order issued under the CCAA and the relevant legal proceedings can be accessed directly from Strateco's website www.strateco.ca or the website of the Monitor http://documentcentre.eycan.com/ Trading of Strateco shares will remain suspended and the shares will therefore be delisted from the Toronto Stock Exchange. Shareholders will be provided with more information on this subject as soon as possible. Strateco is also announcing the resignation of three of its directors, namely Messrs. Robert Desjardins, Henri Lanctot and Jean-Guy Masse. The board of directors, which now consists of Messrs. Marcel Bergeron, Paul-Henri Couture, Guy Hebert and Jean-Pierre Lachance, would like to thank them for their support and the services they have rendered to Strateco over the years. Strateco Resources Inc. -- http://www.stratecoinc.com/-- is engaged in the exploration of mining properties with a view to commercial production. As of December 31, 2013, the Company had a portfolio of three mining properties in which it hold a 100% interest and interests in three mining properties, all in Quebec. TERRENO REALTY: Fitch Assigns 'BB' Rating on Preferred Stock ------------------------------------------------------------ Fitch Ratings has assigned an initial Issuer Default Rating of 'BBB-' to Terreno Realty Corporation and its operating partnership Terreno Realty, LLC. The Rating Outlook is Stable. KEY RATING DRIVERS Fitch's ratings take into account TRNO's strong portfolio market concentrations, transparent industrial property-focused business model, experienced management, and credit metrics that are moderately strong for the rating. The potential for greater cash flow volatility stemming from market, asset and tenant concentration risk and possible missteps surrounding the company's value added acquisition-led growth strategy balance these credit positives. Also, the company has a less developed and shorter track record as an unsecured borrower. Fitch's Stable Outlook reflects our expectation that TRNO will maintain credit metrics over the rating horizon (typically one to two years) that are consistent with the 'BBB-' rating, in the context of positive near- to medium-term industrial property fundamentals. Portfolio Concentrated in Strong Markets Fitch expects TRNO's portfolio market fundamentals to outperform the U.S. average over the rating horizon, based on the superior demographics and barriers to new supply. The company's portfolio is located in six of the strongest U.S. industrial markets, characterized by vibrant and growing local and regional economies with favorable population demographics and meaningful barriers to new supply. The above-average occupancies and rents within Terreno's markets relative to the broader U.S. industrial property base evidences the strong fundamentals. The institutional investor and lender interest in TRNO's assets is likely above its peer average given the desirable market locations supporting the company's contingent liquidity position. The company owned 137 buildings (including three buildings held for sale) aggregating approximately 10.4 million square feet and two improved land parcels consisting of 3.5 acres, that were approximately 92.0% leased to 315 customers as of March 31, 2015. Transparent Operating Strategy Fitch views Terreno's transparent and well-defined operating strategy as a credit positive. The company targets 100% fee simple ownership of industrial assets in six key logistics markets that include Northern NJ/NY (25% of annualized base rent [ABR]), D.C./Baltimore (24%), Miami (15%), San Francisco (15%), Los Angeles (14%) and Seattle (7%). TRNO has not made, nor does its business model contemplate, investments in ground-up development or unconsolidated joint venture partnerships (JVs). The absence of these items helps simplify the company's business model, improve financial reporting transparency and reduce potential contingent liquidity claims, which Fitch views positively. However, Fitch's rating for TRNO includes some flexibility for selective ground-up development at existing owned in-fill properties, as well as a limited amount of JVs. An example of the latter could include instances where only a partial interest in an attractive industrial portfolio in its markets was available for purchase. Strong Credit Metrics Fitch expects TRNO's leverage to sustain within a range of 6.0x-6.5x through 2017, on an adjusted basis that includes a full-year's contribution from external investment activity. Fitch expects the company's fixed-charge coverage (FCC) to moderate, but remain strong over the rating horizon as the company transitions toward more fixed-rate debt. Fitch's projections show the company's FCC improving to the mid-3.0x range through 2017. The company has publicly committed to financial policies through the cycle that are consistent to moderately strong for a 'BBB-' rated REIT with TRNO's asset profile. These include maintaining net debt-to-recurring operating EBITDA below 6.5x and FCC above 2.0x. The company's stated policy is to target a dividend payout of 100% of its taxable net income. Solid Liquidity Position Fitch estimates TRNO's sources of capital cover its uses by 1.6x for the period April 1, 2015 to Dec. 31, 2016. Limited near-term debt maturities, full availability under the company's $100 million revolver and the absence of unfunded development commitments are key factors that support its liquidity position. TRNO's unencumbered assets cover its unsecured debt (UA/UD) by 3.9x. Fitch calculates unencumbered asset value using a direct capitalization approach of unencumbered net operating income (NOI) that assumes a stressed 8.75% through the cycle cap rate. Fitch expects the company's UA/UD to moderate to the 2x-3x range, which would remain appropriate for the rating as the company makes further progress against its unsecured borrowing strategy. The company has few near-term maturities; however, it does face a meaningful amount of debt coming due during 2019 to 2021 when its three unsecured term loans mature. Fitch expects the company to refinance these obligations well ahead of their stated maturities, most likely with proceeds from new unsecured borrowings. Experienced Management TRNO has a strong management team with extensive industrial real estate and capital markets experience. Many of the company's key executives previously held high level executive positions at AMB Property prior to its merger with ProLogis. Portfolio Market and Tenant Concentration TRNO's concentrated portfolio strategy exposes it to idiosyncratic market and asset risks and could result in above-average property income volatility. Examples could include a regional economic downturn or loss of a significant tenant. Fitch expects the portfolio's asset and tenant granularity to improve as TRNO executes on its value-add acquisition-led growth strategy. However, Fitch do not expect the company to expand beyond its six major markets. The company's small size and concentration in markets with higher per square foot industrial values relative to its peers has contributed to its below-average asset granularity. Two markets - Northern NJ/NY and D.C./Baltimore - comprised just under 50% of the company's ABR as of March 31, 2015. Moreover, its 10 largest properties (at cost) accounted for roughly 40% of its total investment in real estate. The multiple-building nature of many of its larger assets, as well as their infill locations help to offset the asset concentration risk. TRNO's top-20 tenants comprised 42.2% of ABR at March 31, 2015, which is meaningfully more concentrated than the comparable 21.4% median for its peers. Moreover, the company's largest tenant (FedEx Corp.) comprised 4.7% of its ABR versus a comparable median of 2.2% for its peers. Fitch views the company's portfolio tenant concentration as a credit risk that could lead to greater cash flow volatility, all else equal. However, the strong tenant credit quality of many of its largest tenants and multiple leases with many of these tenants help balance the tenant concentration risk. Execution Risk in Value-Add Acquisitions TRNO's external growth strategy centers principally on the acquisition and stabilization of industrial assets, primarily through some combination of lease-up and property redevelopment. Fitch generally views the value-add strategy as being in between 'core' investments and ground-up development in risk/return space. Value-add acquisitions can entail additional risk given less familiarity with an asset relative to the repositioning of existing owned assets. However, Fitch views TRNO management's extensive industrial property experience and the small dollar value and homogeneity of industrial assets as risk mitigants. Unproven Unsecured Bond Issuer TRNO has demonstrated its ability to access the unsecured bank debt market but has yet to issue unsecured bonds. The company has $300 million unsecured credit facility which consists of a $100 million revolving credit facility that matures in May 2018, and a five-year $50 million term loan, a five-year $100 million term loan and a seven-year $50 million term loan that mature in May 2019, March 2020 and May 2021, respectively. The company had no borrowings outstanding under its revolver at March 31, 2015. Fitch views the company's lack of demonstrated access to the unsecured bond market as a credit negative given the enhanced financial flexibility that this market affords corporate borrowers. Preferred Stock Notching The two-notch differential between TRNO's IDR and preferred stock rating is consistent with Fitch's criteria for corporate entities with a 'BBB-' IDR. These preferred securities are deeply subordinated and have loss absorption elements that would likely result in poor recoveries in the event of a corporate default. KEY ASSUMPTIONS -- GAAP SSNOI growth (excluding redevelopment properties) of roughly 4% in 2015 and 3% in 2016 and 2017; -- Acquisitions of $350 million in 2015, 2016 and 2017 at an approximate 6% stabilized average cap rate; -- Dispositions of $25 million per annum at cap rates of 5.5%; -- Unsecured borrowings of $150 million during 2015, $120 million during 2016 and $115 million during 2017 at rates of 4.25%, 4.5% and 4.75%, respectively; -- Equity issuance of roughly $40 million during 2015, $200 million during 2016 and $150 million during 2017; -- TRNO refinances its preferred equity when it becomes callable in 2017 with new common equity; -- The company unencumbers assets as mortgages mature with the proceeds from new unsecured debt and equity raises. RATING SENSITIVITIES These factors may have a positive impact on the ratings and/or Rating Outlook: -- Further asset and tenant level diversification within the company's concentrated, six-market portfolio; -- Demonstrated access to the unsecured bond market; -- Fitch's expectation of leverage sustaining in the low 6.0x range (leverage was 5.2x for the annualized quarter ended March 31, 2015); -- Fitch's expectation of FCC sustaining above 3.0x (coverage was 3.0x for the quarter ended March 31, 2015). These factors may have a negative impact on the ratings and/or Rating Outlook: -- Fitch's expectation of leverage sustaining above 7.0x; -- Fitch's expectation of FCC sustaining below 2.0x. FULL LIST OF RATING ACTIONS Fitch has assigned these ratings: Terreno Realty Corporation -- Issuer Default Rating (IDR) at 'BBB-'; -- Preferred stock at 'BB'. Terreno Realty LLC -- IDR at 'BBB-'; -- Senior unsecured revolving line of credit at 'BBB-'; -- Senior unsecured term loans at 'BBB-'; -- Senior unsecured private placement notes at 'BBB-' (indicative). TOWERGATE FINANCE: Judge Bernstein Closes Chapter 15 Case --------------------------------------------------------- The Hon. Stuart M. Bernstein of the U.S. Bankruptcy Court for the Southern District of New York issued an order closing the Chapter 15 case of Towergate Finance plc because 30 days have passed since the foreign representative's counsel filed the certificate of service in respect of the final report, no objections thereto have been filed, and the case is presumed to have been fully administered. About Towergate Finance Towergate Finance is an independently-owned insurance intermediary company distributing general insurance products in the United Kingdom through its own brokers and third party brokers, including mortgage brokers and other mortgage intermediaries. Towergate Finance is a subsidiary of privately held Towergate Holdings II Limited and Towergate Partnershipco Limited, which is owned by investment funds managed by the private equity firm Advent International Corporation and individual shareholders. Towergate's corporate headquarters are located in Kent, England, and it has more than 90 offices across the U.K. Towergate does not currently have any operations outside of the U.K. The Towergate group's trading performance since mid-2014, coupled with the significant risk that it may have material liabilities relating to the ongoing UK Financial Conduct Authority investigations into its historic business practices, has resulted in the Towergate Finance and the Group facing financial difficulties particularly in the context of Towergate Finance's debt service obligations. On Feb. 2, 2015, Towergate Finance failed to make an interest payment due under its floating rate senior secured notes due 2018. On Feb. 6, 2015, Towergate proposed with the Chancery Division (Companies Court) of the High Court of Justice of England and Wales schemes of arrangement that would adjust its secured and unsecured debt. The schemes of arrangement are subject to approval by the affected creditors and ultimately by the English Court. To ward off the threat of a lawsuit in the U.S. from a dissenting investor, Towergate Finance filed for Chapter 15 bankruptcy protection (Bankr. S.D.N.Y. Case No. 15-10509) in Manhattan in the United States on March 6, 2015. Scott Egan, as foreign representative, signed the petition. Aaron Javian, Esq., at Linklaters LLP, in New York, serves as counsel in the U.S. case. TRIPLANET PARTNERS: June 15 Hearing on Purchaser Protections ------------------------------------------------------------ The Hon. Robert D. Drain of the U.S. Bankruptcy Court for the Southern District of New York has scheduled a hearing for June 15, 2015, at 10:00 a.m. to consider that portion of the relief requested in Triplanet Partners, LLC's sale motion seeking approval of the purchaser protections and approving the form and manner of notice and scheduling the sale hearing. As reported by the Troubled Company Reporter on June 9, 2015, the Debtor is asking the Court to approve the sale of its apartment, located at 402 West Broadway, 4th Floor, in New York, to 521 Broadway Holdings LLC for $3,700,000. The Contract of Sale includes specific provisions whereby the Debtor agrees to stop marketing the Apartment or seek other offers for the Apartment. To the extent the Debtor does enter into an agreement with a third-party other than the Purchaser, the Contract of Sale also provides that the Debtor can only do so if the offer is at least 125% of the Purchaser Price and the Debtor pays the Purchaser a break-up fee equal to 25% of the difference in the new purchase price and current Purchase Price. The Debtor's counsel, A. Mitchell Greene, Esq., at Robinson Brog Leinwand Greene Genovese & Gluck P.C., said that these Purchaser Protections were essential for the Purchaser to enter into the Contract of Sale. About Triplanet Partners Triplanet Partners LLC filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 14-22643) on May 8, 2014. Sophien Bennaceur signed the petition as manager. The Debtor disclosed $19.9 million in assets and $33.7 million in liabilities. Arnold Mitchell Greene, Esq., at Robinson Brog Leinwand Greene Genovese & Gluck, P.C., serves as the Debtor's counsel. Judge Robert D. Drain oversees the case. No official committee of unsecured creditors has been appointed in the case. The Court entered an order extending until Oct. 15, 2014, Triplanet Partners, LLC's time to assume or reject a non-residential real property lease with Regus Management Group. TWIN RINKS: Files for Chapter 11 to Sell Ice Skating Rink --------------------------------------------------------- Twin Rinks At Eisenhower, LLC, an East Meadow, New York-based ice skating rink operator and entertainment business, sought Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No. 15-72466) on June 8, 2015, with plans to sell its business and its assets as a going concern. The Debtor says it was constrained to file a petition requesting relief under Chapter 11 of the Bankruptcy Code because of its inability to generate sufficient cash to pay its creditors on a timely basis and to facilitate a process for the sale of substantially all of its assets. The Debtor disclosed $52.4 million in assets and $55.2 million in debt as of May 25, 2015. The Debtor says it has $5.25 million of secured debt and $49.9 of unsecured debt. Clearview Capital Management LLC owns 82% of the stock. Prior to the commencement of the Debtor's Chapter 11 case, Darien Rowayton Bank made secured loans and advances to the Debtor in the sum of $5.25 million. The obligations, liabilities and indebtedness of the Debtor were assigned to CMBS Venture Funding, LLC, an affiliate of the Debtor, on June 2, 2015 and as of the Petition Date, total approximately $5,272,725. The CMBS Claim is secured by substantially all of the assets of the Debtor. The Debtor has filed proposed bidding procedures contemplating an August 3 auction for its assets. The Debtors proposes this bidding process: -- Bidders will be permitted to bid on some or all of the assets of operating assets owned or leased by the Debtor, including the license with the County of Nassau; -- In order to be deemed a "qualified bidder", a potential bidder must submit by July 1, 2015, an initial bid that provides an all-cash offer for the assets, and include a 10% minimum deposit. -- If more than one qualified bid is received by the bid deadline, an auction will take place on Aug. 3, 2015 at 10:00 a.m. -- The bids of the successful bidder at the auction and the bidder that provides the next highest offer (the back-up bidder) must be irrevocable until the earlier of (i) 60 days after entry of the sale order, and (ii) closing of the sale. -- The Court will conduct a sale hearing on or before Aug. 5, 2015. -- Any bidders presenting bids shall bear their own expenses in connection with the proposed sale, whether or not such sale is ultimately approved. Modest Loss in First 30 Days of Case The Debtor estimates that the business will operate at a modest loss due to the seasonality of the business during the 30-day period following the filing of the Chapter 11 petition. The Debtor projects revenue of $160,830 and expenses of $170,646 during the period. The Debtor says that its estimated gross bi-weekly payroll (exclusive of officers) for the 30-day period following the Chapter 11 filing is $39,000. The Debtor's existing senior management is comprised of Joel Friedman, senior manager of the rink since early 2015; and Peter and Chris Ferraro, both in charge of operating the youth house hockey league for the rink since inception of the business. Their monthly salaries are: Peter Ferraro $10,417 plus healthcare benefits and $500 for car allowance; Chris Ferraro $10,417 plus healthcare benefits and $500 for car allowance; and Joel Friedman does not receive a salary. TWIN RINKS: Seeks to Use Affiliate's Cash Collateral ---------------------------------------------------- Twin Rinks At Eisenhower, LLC, asks for authority from the U.S. Bankruptcy Court for the Eastern District of New York to (i) use cash collateral of CMBS Venture Funding, LLC, an affiliate of the Debtor; and (ii) grant CMBS a first priority security interest in and liens upon all of the Debtor's now existing and hereafter acquired assets ad super-priority administrative claim status as adequate protection for the use of its cash collateral. Prior to the commencement of the Debtor's Chapter 11 case, Darien Rowayton Bank made secured loans and advances to the Debtor in the sum of $5,250,000. The obligations, liabilities and indebtedness of the Debtor were assigned to CMBS on or about June 2, 2015 and as of the Petition Date, total approximately $5,272,725. The CMBS Claim is secured by substantially all of the assets of the Debtor. The Debtor is experiencing continued cash flow problems, says counsel to the Debtor, Harold D. Jones, Esq., at Jones & Schwartz, P.C. Without the proposed use of collateral in accordance with the budget, the Debtor does not have the funds necessary to meet payroll, payroll taxes and other expenses necessary for the continued operation of its business and the management and preservation of the Debtor's assets and properties The Debtor asks the Court to determine that its right to use and the use of the Cash Collateral will expire on the first business day after (i) the entry by the Court or any other court of an order reversing, amending, supplementing, staying, vacating or otherwise modifying the terms of the cash collateral order; (ii) the dismissal of the Debtor's bankruptcy case or the conversion of the case to a case under Chapter 7 of the Bankruptcy Code; or (iii) the appointment of a trustee or examiner or other representative with expanded powers for the Debtor or (iv) consummation of a sale of all or substantially all of the assets of the Debtor; or (v) the occurrence of the effective date or consummation of a plan of reorganization for the Debtor. About Twin Rinks Twin Rinks At Eisenhower, LLC, an East Meadow, New York-based ice skating rink operator and entertainment business, sought Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No. 15-72466) on June 8, 2015, with plans to sell its business and its assets as a going concern. The Debtor disclosed $52.4 million in assets and $55.2 million in debt as of May 25, 2015. The Debtor tapped Jones & Schwartz, P.C., as counsel, and Greenspan Associates, CPAs, as accountants. TWIN RINKS: Wants 60-Day Extension of Schedules Deadline -------------------------------------------------------- Twin Rinks At Eisenhower, LLC, asks the U.S. Bankruptcy Court for the Eastern District of New York to extend its deadline to file its schedules of assets and statement of financial affairs to August 7, 2015, pursuant to 11 U.S.C. Sec. 521. In order to properly complete the schedule of assets and liabilities and statement of financial affairs, the Debtor requires an additional period of 60 days to compile the necessary information. About Twin Rinks Twin Rinks At Eisenhower, LLC, an East Meadow, New York-based ice skating rink operator and entertainment business, sought Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No. 15-72466) on June 8, 2015, with plans to sell its business and its assets as a going concern. The Debtor disclosed $52.4 million in assets and $55.2 million in debt as of May 25, 2015. The Debtor tapped Jones & Schwartz, P.C., as counsel, and Greenspan Associates, CPAs, as accountants. UNIVERSAL COOPERATIVES: Administrative Expense Claims Deadline Set ------------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Delaware set the deadline for filing request for allowance of administrative expense claims against Universal Cooperatives Inc. and its debtor-affiliates, arising on or before April 30, 2015. Each person or entity will file a request no later than 4:00 p.m. (ET) on the date which is 30 days after the service date. All request for payment must be filed at: Universal Cooperatives Inc. Claims Processing Center c/o Prime Clerk LLC 830 3rd Avenue, 9th Floor New York, NY 10022 About Universal Cooperatives As an inter-regional farm supply cooperative, Universal Cooperatives, Inc. consolidates the purchasing power of its members to procure, and/or manufacture, and distribute high quality products at competitive prices. Universal has 14 voting members and over 50 associate members. Eagan, Minnesota-based Universal Cooperatives and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-11187) on May 11, 2014. The debtor-affiliates are Heritage Trading Company, LLC; Bridon Cordage LLC; Universal Crop Protection Alliance, LLC; Agrilon International, LLC; and Pavalon, Inc. UCI do Brasil, a majority-owned subsidiary located in Brazil, is not a debtor in the Chapter 11 cases. The cases are assigned to Judge Mary F. Walrath. Universal Cooperatives disclosed $12.09 million in assets and $29.3 million in liabilities as of the Chapter 11 filing. The Debtors have tapped Travis G. Buchanan, Esq., Robert S. Brady, Esq., Andrew L. Magaziner, Esq., and Travis G. Buchanan, Esq., at Young Conaway Stargatt & Taylor, LLP; and Mark L. Prager, Esq., Michael J. Small, Esq., and Emil P. Khatchatourian, Esq., at Foley & Lardner LLP, as counsel; The Keystone Group, as financial advisor and Prime Clerk as notice and claims agent. Bank of America, N.A., as agent for the DIP Lenders, is represented by Daniel J. McGuire, Edward Kosmowski, Esq., and Gregory M. Gartland, Esq., at Winston & Strawn, LLP. The United States Trustee for Region 3 has appointed seven members to the Official Committee of Unsecured Creditors, which is represented by Sharon Levine, Esq., Bruce S. Nathan, Esq., and Timothy R. Wheeler, Esq., at Lowenstein Sandler LLP, in Roseland, New Jersey; and Jamie L. Edmonson, Esq., and Daniel A. O'Brien, Esq., at Venable LLP, in Wilmington, Delaware. UNIVISION COMMUNICATIONS: Fitch Affirms 'B' IDR, Outlook Stable --------------------------------------------------------------- Fitch Ratings has affirmed the 'B' Issuer Default Rating assigned to Univision Communications Inc. Fitch has also affirmed Univision's individual issue ratings. The Rating Outlook is Stable. As of March 31, 2015, Univision had approximately $10.7 billion of debt outstanding (including the subordinated convertible preferred debentures due to Grupo Televisa). Fitch affirmed Univision's IDRs based on the company's strong operating environment. This is particularly true given the 2010 renewal of the Grupo Televisa Program Licensing Agreement (PLA) through 2025, which had been the company's largest overhang. Other strong positives include Hispanic population growth, increased advertiser interest and expected advertising revenue growth, broadcast network ratings growth, and growing retransmission revenue. KEY RATING DRIVERS -- Positive View on Hispanic Broadcasting: Fitch has a positive view of the U.S. Hispanic broadcasting industry, given anticipated continued growth in number and spending power of the Hispanic demographic. Fitch expects Hispanic population growth to mitigate longer-term secular issues challenging the media & entertainment sector, namely, audience fragmentation and its impact on advertising revenue. While the Hispanic broadcast television audience is not immune to these pressures, Fitch expects its growing total size will offset the impact of any audience fragmentation and drive ongoing ratings strength at Univision's television properties, resulting in low to mid-single-digit top-line growth at the television segment. -- Market Dominance: Univision benefits from a premier industry position, with duopoly television and radio stations in most of the top U.S. Hispanic markets and a national overlay of broadcast and cable networks. The company's networks garner significant market share of Hispanic viewers and generate strong and stable ratings. This large and concentrated audience provides advertisers with an effective way to reach the growing U.S. Hispanic population. -- Retransmission Fees and Programming Costs: Fitch believes Univision's cost management efforts and growth in high- margin retransmission revenue will provide an offset to the rising programing investments. Fitch expects EBITDA margins levels in the 38% to 40% range in 2015. Long-term, Fitch believes positive operating leverage from top-line growth and growth in high-margin retransmission revenue will drive margin improvement. -- Competitive Threats Emerging: Recent new entrants in the Hispanic broadcast and cable network market will add to the competitive pressures. However, Univision currently has incumbent advantage and dominant market presence. Fitch expects these factors, along with Univision's pipeline of proven content from Grupo Televisa, to enable it to continue to grow amid these increasing pressures. -- Highly Levered Capital Structure: Ratings concerns center on the highly leveraged capital structure and limited free cash flow (FCF) generation relative to total debt. As of March 31, 2015, Fitch estimates pro forma total and secured leverage of 8.8x and 7.1x, respectively. Fitch expects leverage metrics to remain relatively consistent when compared to 2014 as the company will be hard pressed to offset the loss of revenues associated with World Cup in 2014. Univision has hired several banks to complete an Initial Public Offering (IPO) later this year, but has not indicated any use of proceeds. Market indications suggest the company could raise more than $1 billion. KEY ASSUMPTIONS Fitch's key assumptions within the ratings include: -- 2015 Television revenues are expected to be impacted by the loss of approximately $170 million from World Cup revenues in 2014, offset somewhat by low single digit underlying revenue growth. Thereafter, revenues are expected to grow in mid-single digits until 2018, when Fitch expects revenues to be down mid-single digits as Univision does not have the Spanish language rights to the 2018 World Cup. General advertising revenue growth reflects the positive secular trends in the demographic. -- Radio is expected to experience continued revenue declines reflecting Fitch's less optimistic view relative to television given the larger secular challenges. -- Margins remain relatively flat driven by revenue growth and cost initiatives which offset programming costs growth. -- Fitch assumes a $1 billion IPO occurs in late 2015, with net proceeds used to reduce debt. RATING SENSITIVITIES Positive ratings actions would coincide with Fitch's expectation that total leverage would be reduced to below 7.0x and the company would consistently generate positive FCF. Fitch expects deleveraging could occur largely through EBITDA growth, as well as modest debt reduction from FCF and any potential IPO proceeds. Negative ratings actions could occur if weakening fundamentals led to FCF turning consistently negative which could result in liquidity issues. This would be contradictory to Fitch's constructive view on the Spanish language broadcasting industry and Univision's positioning within it, and could indicate that the company is more susceptible to secular challenges than previously anticipated. LIQUIDITY AND DEBT STRUCTURE Fitch regards current liquidity as adequate, particularly in light of minimal near-term maturities. Following a series of refinancing transactions, Univision has significantly reduced near-term obligations, with the next material maturity being the $815 million in notes due 2021. At March 31, 2015, liquidity consisted of approximately $250 million of cash, approximately $360 million available under the $550 million Revolving Credit Facility due 2018 (net of borrowings and letters of credit) and, $300 million available under the $400 million accounts receivable securitization facility (consisting of $300 million revolver and $100 million term facility). Fitch calculates 2014 FCF of $141 million and latest 12 month (LTM) March 2014 FCF of $133 million. Total debt is largely unchanged relative to the company's Leveraged Buyout (LBO), and credit protection metrics remain weak (though slowly improving), with total leverage as of March 31, 2015 of 8.8x, secured leverage of 7.1x, and interest coverage of 2.1x. Fitch has previously stated that it believes the secured lenders, which incurred 9x senior leverage at the LBO, would be willing to re-finance Univision's business at these levels, given Univision's strong positioning in a growing segment of the media industry. Univision recently hired bankers to undertake an IPO, expected within the next 12 - 15 months, for a small percentage of total equity. Current market expectations are for the company to raise about $1 billion which could value Univision at $20 billion, including debt, or 16.7x LTM March 31, 2015 EBITDA of $1.2 billion. The $12.1 billion March 2007 LBO valued the company at approximately 15x the March 31, 2007 LTM EBITDA of $787 million, or 12x total leverage. This potential valuation indicates that, assuming the market is accepting of the new multiples, the sponsors' initial investments are no longer under water. FULL LIST OF RATING ACTIONS Fitch has affirmed these ratings: Univision Communications Inc. -- Long-term IDR at 'B'; -- Senior secured debt at 'B+/RR3'; -- Senior unsecured debt at 'CCC+/RR6'. The Rating Outlook is Stable. US COAL: Files Final Report; Cases Converted to Chapter 7 --------------------------------------------------------- U.S. Coal Corp. has filed a final report showing how much the company and its affiliates spent on professional fees and expenses during their Chapter 11 cases. The report prepared by Nixon Peabody LLP and DelCotto Law Group PLLC discloses the total fees and expenses incurred after the filing of the companies' bankruptcy cases and before they were converted to Chapter 7 cases. U.S. Coal filed the report pursuant to an order issued on April 24 by the U.S. Bankruptcy Court for the Eastern District of Kentucky, which converted the bankruptcy cases to a Chapter 7 liquidation. A copy of the final report is available without charge at http://is.gd/JAR52X The U.S. trustee, the Justice Department's bankruptcy watchdog, proposed the conversion of the cases, saying the companies had suffered significant financial losses since they filed for Chapter 11 protection and were not expected to successfully emerge from bankruptcy. Citing the companies' monthly operating reports, the U.S. trustee said the companies had operated at a loss of over $1 million per month for most of the months they had been in bankruptcy. A document reportedly presented at a status hearing on March 31 showed that the companies are administratively insolvent based on the offers received for their assets from bidders. JAD, Licking River Asset Sales Prior to the conversion of the companies' Chapter 11 cases, U.S. Coal conducted bidding for the properties owned by its affiliates. In February, the company put the assets of J.A.D. Coal Company Inc., Fox Knob Coal Co., Inc., and Sandlick Coal Company LLC up for auction after it received multiple bids. Revelation Energy LLC, one of the winning bidders at the auction, offered $5.9 million in cash for some of the assets, which included fee simple real properties, coal mining permits and contracts. Meanwhile, Commercial Bank, Komatsu Financial LP, Whayne Supply Co., and East Coast Miner offered to purchase some assets of J.A.D. Coal by use of a so-called credit bid, according to court filings. J.A.D. Coal also received bids from Keith Goggin and Michael Goodwin, who offered to buy its equipment for $839,467 in cash, and assume any related tax liability. The sale drew objection from U.S. Coal's official committee of unsecured creditors, which demanded protection of its claims against East Coast and the company's lenders that include Julia and Carl McAfee. U.S. Bankruptcy Judge Tracey Wise approved the sale transactions in April, court filings show. In March, U.S. Coal conducted a separate auction for properties owned by Licking River Resources Inc., Licking River Mining LLC, Oak Hill Coal Inc., and S. M. & J., Inc. Ember Energy LLC emerged as one of the winning bidders at the auction. Its offer included cash payment of $100,000 and assumption of certain liabilities. U.S. Coal received court approval for the sale on April 22. Whayne Supply, Komatsu Financial, East Coast and Caterpillar Financial Services Corp. also took part in the auction and offered to buy the Licking River assets through a credit bid. The sale transactions had also been approved by the bankruptcy court. About U.S. Coal and Licking River On May 22, 2014, an involuntary Chapter 11 petition was filed against Licking River Mining, LLC, before the United States Bankruptcy Court for the Eastern District of Kentucky. On May 23, 2014, an involuntary Chapter 11 petition was filed against Licking River Resources, Inc. and Fox Knob Coal., Inc. On June 3, 2014, an involuntary Chapter 11 petition was filed against S.M. & J., Inc. On June 4, 2014, an involuntary Chapter 11 petition was filed against J.A.D. Coal Company, Inc. On June 12, 2014, the Court entered an order for relief in each of the bankruptcy cases. On June 10, 2014, an involuntary Chapter 11 petition was filed against U.S. Coal Corporation. On June 27, 2014, the Court entered an order for relief in U.S. Coal's bankruptcy case. On Nov. 4, 2014, Harlan County Mining, LLC, Oak Hill Coal, Inc., Sandlick Coal Company, LLC, and U.S. Coal Marketing, LLC, filed petitions in the United States Bankruptcy Court for the Eastern District of Kentucky seeking relief under chapter 11 of the United States Bankruptcy Code. The Debtors' cases have been assigned to Chief Judge Tracey N. Wise. The Debtors are seeking to have their cases jointly administered for procedural purposes, meaning that upon entry of such an order all pleadings will be maintained on the case docket for Licking River Mining, LLC, Case No. 14-10201. U.S. Coal produces and sells thermal coal purchased primarily by utilities and trading companies and specialty coal purchased by various industrial customers and trading companies (known as "stoker" coal). U.S. Coal operates through two divisions: (1) the Licking River Division that was formed through the acquisition of LR Mining, LRR, and S.M. & J., and Oak Hill Coal, Inc. in January 2007 for $33 million, and (2) the J.A.D. Division that was formed through the acquisition of JAD and Fox Knob, and Sandlick Coal Company, LLC and Harlan County Mining, LLC in April 2008 for $41 million. Both the LRR Division and the JAD Division are located in the Central Appalachia region of eastern Kentucky. The LRR Division has approximately 26.3 million tons of surface reserves under lease. The JAD Division has 24.4 million tons of surface reserves, both leased and owned real property. At present, U.S. Coal has three surface mines in operation between the LRR Division and JAD Division. The Official Committee of Unsecured Creditors has tapped Barber Law PLLC and Foley & Lardner as attorneys. The Debtors are represented by Amelia Martin Adams, Esq., and Laura Day DelCotto, Esq. of Delcotto Law Group PLLC; and Dennis J. Drebsky, Esq., and Christopher M. Desiderio, Esq., of Nixon Peabody LLP. WEST COAST GROWERS: Amends Schedules of Assets and Liabilities -------------------------------------------------------------- West Coast Growers, Inc., filed with the U.S. Bankruptcy Court for the Eastern District of California, further amendment to its 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 $49,986,474 E. Creditors Holding Unsecured Priority Claims $406,756 F. Creditors Holding Unsecured Non-priority Claims $10,032,980 ----------- ----------- TOTAL $12,091,374 $60,426,210 As reported in the Troubled Company Reporter on May 13, 2015, the Debtor filed another amendment to its schedules of assets and liabilities, disclosing total assets of $12,091,374 and total liabilities of $59,616,599. In the Debtor's previous amended schedules, it disclosed $12,091,374 in assets and $59,766,599 in debt. A copy of the amended schedules is available for free at: http://bankrupt.com/misc/WestCoastGrowers_244_amendedSAL.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, in its schedules, $12,091,374 in assets and $59,616,599 in liabilities as of the Chapter 11 filing. 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. The U.S. Trustee for Region 17 appointed two creditors to serve on the official committee of unsecured creditors. WESTMORELAND COAL: Amends Credit Facility with PrivateBank ---------------------------------------------------------- Westmoreland Coal Company executed an amendment to its existing revolving credit facility with The PrivateBank and Trust Company and Bank of the West to: (1) permit Westmoreland and the other U.S. borrowers thereunder to borrow up to an additional $25,000,000 between June 15th and August 15th of each year (for a total of $55,000,000 in the U.S. borrowers' availability during that period); and (2) revise the revolver's fixed charge coverage ratio requirement to provide that the FCCR is permitted to be 0.90 to 1.00 for each of its U.S. and Canadian operations, so long as the combined FCCR for both operations is 1.15 to 1.00. About Westmoreland Coal Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest independent coal company in the United States. The Company's coal operations include coal mining in the Powder River Basin in Montana and lignite mining operations in Montana, North Dakota and Texas. Its power operations include ownership of the two-unit ROVA coal-fired power plant in North Carolina. Westmoreland Coal Company reported a net loss applicable to common shareholders of $173 million in 2014, a net loss applicable to common shareholders of $6.05 million in 2013 and a net loss applicable to common shareholders of $8.58 million in 2012. As of March 31, 2015, Westmoreland Coal had $1.82 billion in total assets, $2.21 billion in total liabilities, and a $389 million total deficit. * * * As reported by the TCR on Nov. 20, 2014, Standard & Poor's Rating Services raised its corporate credit rating on Westmoreland Coal Co. one-notch to 'B' from 'B-'. "The stable outlook is supported by Westmoreland's committed sales position over the next year, which should result in stable cash flows," said Standard & Poor's credit analyst Chiza Vitta. Moody's upgraded the corporate family rating (CFR) of Westmoreland Coal Company to 'B3' from 'Caa1', and assigned 'Caa1' rating to the company's proposed new $300 million First Lien Term Loan, the TCR reported on Nov. 20, 2014. The upgrade of the CFR reflects the company's successful integration of the Canadian mines acquired in April 2014, and Moody's expectation that the company's Debt/ EBITDA will track at around 5x in 2015 and 2016 and that the company will be break-even to modestly free cash flow positive over the same time period. WPCS INTERNATIONAL: To Sell Interests in China Operations --------------------------------------------------------- WPCS International Incorporated entered into an interest purchase agreement to sell its 60% joint venture and profit interest in Tai'an AGS Pipeline Construction Co. Ltd., a contractual joint venture established in accordance with the laws of the People's Republic of China, to Canada-based Halcyon Coast Investment (Canada) Ltd., in an "as-is", all-cash transaction for a total purchase price of $1,500,000, which includes a $150,000 refundable deposit that was paid at signing. The closing of this transaction is subject to the approval of the Tai'an Bureau of Commerce and Industry. According to Interim CEO Sebastian Giordano, "While we value the long-standing relationship with our joint venture partner, selling TAGS has been an important component of our operational restructuring plan, which has resulted in the closure of the Trenton Operations and the divestitures of both the Seattle and Australia Operations. The proceeds of this sale will provide working capital to the Company." About WPCS International Incorporated WPCS -- http://www.wpcs.com/-- operates in two business segments including: (1) providing communications infrastructure contracting services to the public services, healthcare, energy and corporate enterprise markets worldwide; and (2) developing a Bitcoin trading platform. WPCS International incurred a net loss attributable to common shareholders of $11.2 million for the year ended April 30, 2014, as compared with a net loss attributable to common shareholders of $6.91 million for the year ended April 30, 2013. As of Jan. 31, 2015, the Company had $14.8 million in total assets, $14.8 million in total liabilities and a $36,000 total deficit. Marcum LLP, in New York, NY, issued a "going concern" qualification on the consolidated financial statements for the year ended April 30, 2014. The independent auditing firm noted that the Company has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. YOSEN GROUP: Losses, Deficit Raise Going Concern Doubt ------------------------------------------------------ Yosen Group, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $259,000 on $2.54 million of revenues for the three months ended March 31, 2015, compared with net income of $24,200 on $4.26 million of revenue for the same period last year. The Company's balance sheet at March 31, 2015, showed $2.52 million in total assets, $4.78 million in total liabilities, and a stockholders' deficit of $2.26 million. The Company realized net loss of $259,000 for the three months ended March 31, 2015. The Company had accumulated deficit of $48.5 million as of March 31, 2015. There can be no assurance that the Company will become profitable or that it will survive as a public company. These issues raise substantial doubt regarding its 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/I7WzwM Yosen Group, Inc., is engaged primarily in international trade and wholesale business, primarily selling tile, kitchen cabinet, granite and marble products in the New York market. The Company also distributes Samsung(R) and Apple(R) mobile phones in China through its China-based subsidiaries. [*] Asset-Based Senior Lenders Benefit From Tumbling Oil Prices --------------------------------------------------------------- EconMatters, author at Smarter Analyst, reports tumbling oil prices have helped put asset-based senior lenders on the a leading role when it comes to restructuring distressed energy companies. EconMatters relates that as crude tumbled 44% in 2014, a slew of energy bonds have lost value. Citing panelists at the 31st Annual Bankruptcy & Restructuring Conference of the Association of Insolvency and Restructuring Advisors, EconMatters states that senior lenders are most likely the first creditors that would see losses on the debt, and that has given them a leading role in driving the bankruptcy process to potentially own the distressed businesses. EconMatters relates that the panelists said that creditors like hedge funds and private-equity firms, who own portions of the issuers debt across more than one class of borrowings, are helping senior lenders take over companies emerging from Chapter 11 EconMatters quoted restructuring attorney Dennis F. Dunne, Esq., at Milbank, Tweed, Hadley & McCloy LLP as saying, "The new type of investors are not strictly buying secured loans -- they buy second-lien debt and sometimes bonds. The cross-holding is helping smooth out the negotiations among different creditor groups in court because the plan is not only benefiting this one particular debt group." [*] Greenberg Traurig's Shari Heyen to Speak on ABI's Live Webinar ------------------------------------------------------------------ Shari L. Heyen, shareholder in the Houston office of the international law firm Greenberg Traurig, LLP, will speak on the American Bankruptcy Institute's Live Webinar "Asset Sales Issues in Oil and Gas Bankruptcies" on June 16, 2015. The webinar will explore the unique challenges that can arise in a 363 sale of the assets of a business involved in the energy industry, with a particular emphasis on oil and gas bankruptcies. Ms. Heyen is a member of Greenberg Traurig's Business Reorganization and Financial Restructuring Practice and has several years of experience in complex bankruptcy, restructuring, insolvency and complex commercial litigation matters. She is a certified public accountant and has represented numerous creditors' committees, debtors, bank groups, acquirers and other significant constituencies in national Chapter 11 cases and workout proceedings, including complex oil, gas and energy cases. Ms. Heyen has broad experience in the prosecution and defense of fiduciary litigation, foreclosures, real estate, oil and gas, health care, receiverships, turnover and commercial litigation matters. Greenberg Traurig's Business Reorganization & Financial Restructuring Practice provides clients with the insight and knowledge that come with decades of advisory and litigation experience handling highly complex issues that arise in reorganizations, restructurings, workouts, liquidations and distressed acquisitions and sales as well as cross-border proceedings. The team offers clients a broad multidisciplinary approach supported by a nationally recognized practice that has been engaged in many of the key complex restructurings and bankruptcies. About Greenberg Traurig Greenberg Traurig, LLP -- http://www.gtlaw.com/-- is an international, multi-practice law firm with approximately 1800 attorneys serving clients from 37 offices in the U.S., Latin America, Europe, Asia, and the Middle East. The firm is among the "Power Elite" in the 2014 BTI Client Relationship Scorecard report, which assesses the nature and strength of law firms' client relationships. [*] McGlinchey Expands Florida Commercial Litigation Practice ------------------------------------------------------------- McGlinchey Stafford PLLC on June 9 disclosed that Derek E. Lewis, Glen M. Lindsay, and Danielle B. Salem have joined the firm's national Commercial Litigation team as Associates. Mr. Lewis practices from the firm's Jacksonville office, while Lindsay and Salem practice from the firm's Fort Lauderdale office. Mr. Lewis has joined McGlinchey Stafford's national Commercial Litigation team as an Associate based in the firm's Jacksonville office. Mr. Lewis, Mr. Lindsay, and Ms. Salem bring a combined 18 years of experience of representing corporate clients in commercial litigation, including consumer financial services litigation and bankruptcy and reorganization matters. "We're very excited to welcome Derek, Glen, and Danielle to the firm's Jacksonville and Fort Lauderdale offices," said Mark New, who heads McGlinchey Stafford's Commercial Litigation team in Florida. "These three attorneys add significant experience, insight, and depth to our national Commercial Litigation team and will benefit our Florida-based clients as well as other clients doing business in the state," Mr. New added. With a background in mortgage and bankruptcy litigation, Mr. Lewis has represented large national mortgage servicing entities in litigation, including mediations and trials. Prior to joining McGlinchey Stafford, he served in managerial roles within the legal departments of large national banks, overseeing mortgage resolution specialists and outside counsel. Mr. Lewis received his Juris Doctorate from the Florida Coastal School of Law in 2009 and was a recipient of the Governor's Scholarship. Prior to practicing law, he served as an Avionics Technician, Corporal, in the United States Marine Corps. Mr. Lindsay represents clients in commercial litigation and consumer financial services litigation matters including Fair Debt Collection Practices Act (FDCPA), Telephone Consumer Protection Act (TCPA), and Real Estate Settlement Procedures Act (RESPA) claims. His experience also includes real estate, bankruptcy, and creditors' rights matters. Mr. Lindsay received his Juris Doctorate from the University of Miami School of Law in 2008. Ms. Salem's practice focuses on financial services litigation, creditors' rights, and real estate and title litigation. She primarily represents clients in the financial services industry in litigation matters involving state and federal banking law claims, commercial and residential foreclosures, and real property disputes. Ms. Salem received her Juris Doctorate from the St. Thomas University School of Law in 2008. Since opening its first Florida office in Jacksonville less than five years ago, McGlinchey Stafford has grown steadily to its current size of 12 attorneys in Jacksonville and 22 attorneys in Fort Lauderdale. About McGlinchey Stafford McGlinchey Stafford -- http://www.mcglinchey.com-- is a full-service law firm providing innovative legal counsel to business clients nationwide. Guiding clients wherever business and law intersect, McGlinchey Stafford's 200 attorneys are based in 12 offices in California, Florida, Louisiana, Mississippi, New York, Ohio, Texas, and Washington, D.C. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re Can Am Development Fort Worth LLC Bankr. D. Ariz. Case No. 15-05344 Chapter 11 Petition filed May 1, 2015 See http://bankrupt.com/misc/azb15-05344.pdf represented by: Richard A. Drake, Esq. DRAKE LAW FIRM PLC E-mail: rdrake@bdlawyers.com In re Jeffrey Tyler Ralston Bankr. S.D. Cal. 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Case No. 15-06687 Chapter 11 Petition filed May 29, 2015 See http://bankrupt.com/misc/azb15-06687.pdf represented by: Pernell W. Mcguire, Esq. DAVIS MILES MCGUIRE GARDNER, PLLC E-mail: pmcguire@davismiles.com In re Alice R. Cordova Bankr. D. Ariz. Case No. 15-06712 Chapter 11 Petition filed May 29, 2015 In re Peter Scott Tully Bankr. D. Ariz. Case No. 15-06726 Chapter 11 Petition filed May 29, 2015 In re Alvin Holdings, LLC Bankr. M.D. Fla. Case No. 15-05641 Chapter 11 Petition filed May 29, 2015 See http://bankrupt.com/misc/flmb15-05641.pdf represented by: Joel S. Treuhaft, Esq. PALM HARBOR LAW GROUP, P.A. E-mail: jstreuhaft@yahoo.com In re International Association of Trauma & Ad Bankr. S.D. Fla. Case No. 15-19846 Chapter 11 Petition filed May 29, 2015 See http://bankrupt.com/misc/flsb15-19846.pdf represented by: Chad T. Van Horn, Esq. VAN HORN LAW GROUP, P.A. E-mail: chad@cvhlawgroup.com In re Cynthia Elizabeth Williams Bankr. D. Md. Case No. 15-17733 Chapter 11 Petition filed May 29, 2015 In re 35 Bradshaw St. Condominium Trust Bankr. D. Mass. Case No. 15-12136 Chapter 11 Petition filed May 29, 2015 See http://bankrupt.com/misc/mab15-12136.pdf Filed Pro Se In re Green Tech Styles, Inc. Bankr. E.D. Mich. Case No. 15-48385 Chapter 11 Petition filed May 29, 2015 See http://bankrupt.com/misc/mieb15-48385.pdf represented by: Geoffrey T. Pavlic, Esq. STEINBERG SHAPIRO & CLARK E-mail: pavlic@steinbergshapiro.com In re Bella Maria, LLC Bankr. S.D. Miss. Case No. 15-01731 Chapter 11 Petition filed May 29, 2015 See http://bankrupt.com/misc/mssb15-01731.pdf represented by: J. Walter Newman, IV, Esq. NEWMAN & NEWMAN E-mail: wnewman95@msn.com In re Dam Good Pizza, LLC Bankr. D. Nev. Case No. 15-13119 Chapter 11 Petition filed May 29, 2015 See http://bankrupt.com/misc/nvb15-13119.pdf represented by: David W. Williams, Esq. DAVID MILES MCGUIRE GARDNER, PLLC E-mail: dwilliams@davismiles.com In re Jose Ramiro Gonzalez Bankr. D. Nev. Case No. 15-13122 Chapter 11 Petition filed May 29, 2015 In re Jose Bartolo Del Cid Bankr. D. Nev. Case No. 15-13124 Chapter 11 Petition filed May 29, 2015 See http://bankrupt.com/misc/nvb15-13124.pdf represented by: Timothy P. Thomas, Esq. LAW OFFICES OF TIMOTHY P. THOMAS, LLC E-mail: tthomas@tthomaslaw.com In re Charles H. Tadlock and Mary E. Tadlock Bankr. D. Nev. Case No. 15-13135 Chapter 11 Petition filed May 29, 2015 In re 509 East 55th Street Corp. Bankr. E.D.N.Y. Case No. 15-42525 Chapter 11 Petition filed May 29, 2015 See http://bankrupt.com/misc/nyeb15-42535.pdf represented by: Bruce Weiner, Esq. ROSENBERG MUSSO & WEINER LLP E-mail: rmwlaw@att.net In re Fairytale Day Care, Inc. Bankr. E.D.N.Y. Case No. 15-42535 Chapter 11 Petition filed May 29, 2015 See http://bankrupt.com/misc/nyeb15-42535.pdf represented by: Alla Kachan, Esq. LAW OFFICES OF ALLA KACHAN, P.C. E-mail: alla@kachanlaw.com In re Hilario Camacho Bankr. E.D.N.C. Case No. 15-02996 Chapter 11 Petition filed May 29, 2015 In re Sittler's Mobile Homes, LLC Bankr. E.D. Pa. Case No. 15-13819 Chapter 11 Petition filed May 29, 2015 See http://bankrupt.com/misc/paeb15-13819.pdf represented by: John A. Digiamberardino, Esq. CASE & DIGIAMBERARDINO, P.C. E-mail: jad@cdllawoffice.com In re James Ferguson and Lisa Ferguson Bankr. D.P.R. Case No. 15-04004 Chapter 11 Petition filed May 29, 2015 In re Dennis LeRoy Scheffer Bankr. W.D. Wash. Case No. 15-13327 Chapter 11 Petition filed May 29, 2015 In re Kodiak Jack's, Inc. Bankr. E.D. Wis. Case No. 15-26310 Chapter 11 Petition filed May 29, 2015 See http://bankrupt.com/misc/wieb15-26310.pdf represented by: Paul G. Swanson, Esq. STEINHILBER, SWANSON, MARES, MARONE & MCDERMOTT E-mail: pswanson@oshkoshlawyers.com In re Juan Eduardo Guzman Bankr. C.D. Cal. Case No. 15-11157 Chapter 11 Petition filed May 30, 2015 In re Edgar Road Corporation Bankr. D.N.J. Case No. 15-20233 Chapter 11 Petition filed May 30, 2015 See http://bankrupt.com/misc/njb15-20233.pdf represented by: Santo J. Bonanno, Esq. E-mail: santobonanno@optonline.net In re Timothy S. Jones and Christy L. Jones Bankr. W.D. Ark. Case No. 15-71456 Chapter 11 Petition filed June 1, 2015 In re Knitto, LLC Bankr. D. Conn. Case No. 15-50746 Chapter 11 Petition filed June 1, 2015 See http://bankrupt.com/misc/ctb15-50746.pdf represented by: Neil Crane, Esq. LAW OFFICES OF NEIL CRANE, LLC E-mail: neilcranecourt@neilcranelaw.com In re Florence Anne Sanders Bankr. M.D. Fla. Case No. 15-02507 Chapter 11 Petition filed June 1, 2015 In re Century Center at Braselton, LLC Bankr. N.D. Ga. Case No. 15-21112 Chapter 11 Petition filed June 1, 2015 See http://bankrupt.com/misc/ganb15-21112.pdf represented by: Charles N. Kelley, Jr., Esq. CUMMINGS & KELLEY PC E-mail: ckelley@cummingskelley.com In re Urban Landcruisers, LLC Bankr. N.D. Ga. Case No. 15-60079 Chapter 11 Petition filed June 1, 2015 See http://bankrupt.com/misc/ganb15-60079.pdf represented by: Will B. Geer, Esq. LAW OFFICE OF WILL B. GEER, LLC E-mail: willgeer@atlbankruptcyhelp.com In re Vera S. Thompson Bankr. N.D. Ga. Case No. 15-60190 Chapter 11 Petition filed June 1, 2015 In re Bertica M. Rubio Bankr. D. Nev. Case No. 15-13186 Chapter 11 Petition filed June 1, 2015 In re Beatrice Management Group, A Nevada Corporation Bankr. D. Nev. Case No. 15-13191 Chapter 11 Petition filed June 1, 2015 See http://bankrupt.com/misc/nvb15-13191.pdf represented by: James R. Rosenberger, Esq. PICO ROSENBERG E-mail: jrosenberger@prlawlv.com In re Mobad, Inc. Bankr. E.D.N.Y. Case No. 15-72377 Chapter 11 Petition filed June 1, 2015 See http://bankrupt.com/misc/nyeb15-72377.pdf represented by: Richard S Feinsilver, Esq. E-mail: feinlawny@yahoo.com In re 101Canberra, LLC Bankr. E.D.N.C. Case No. 15-03000 Chapter 11 Petition filed June 1, 2015 See http://bankrupt.com/misc/nceb15-03000.pdf represented by: Danny Bradford, Esq. Paul D. Bradford, PLLC E-mail: dbradford@bradford-law.com In re Melvin L. Almond and Patricia A. Almond Bankr. E.D.N.C. Case No. 15-03017 Chapter 11 Petition filed June 1, 2015 In re KHF&G, INC. Bankr. E.D. Pa. Case No. 15-13907 Chapter 11 Petition filed June 1, 2015 See http://bankrupt.com/misc/paeb15-13907.pdf represented by: Jon M. Adelstein, Esq. ADELSTEIN & KALINER, LLC E-mail: jma@tradenet.net In re Luis R. Santos Montalvo Bankr. D.P.R. Case No. 15-04171 Chapter 11 Petition filed June 1, 2015 In re Victoria McKenzie Bankr. S.D Tex. Case No. 15-20218 Chapter 11 Petition filed June 1, 2015 In re Thomas Wright Bankr. S.D. Tex. Case No. 15-33036 Chapter 11 Petition filed June 1, 2015 In re 3425 228 LLC Bankr. W.D. Wash. Case No. 15-13412 Chapter 11 Petition filed June 1, 2015 See http://bankrupt.com/misc/wawb15-13412.pdf represented by: Marc S. Stern, Esq. Email: office@hutzbah.com In re Candida Rosales Bankr. C.D. Cal. Case No. 15-11936 Chapter 11 Petition filed June 2, 2015 In re DIA-CJ Better Ways Investments, LLC Bankr. C.D. Cal. Case No. 15-15614 Chapter 11 Petition filed June 2, 2015 See http://bankrupt.com/misc/cacb15-15614.pdf represented by: Gene E. O'Brien, Esq. LAW OFFICE OF GENE E O'BRIEN E-mail: gene@geneobrienlaw.com In re Doris Waller Bankr. S.D. Cal. Case No. 15-03748 Chapter 11 Petition filed June 2, 2015 In re Benzrent 2, LLC Bankr. S.D. Fla. Case No. 15-20013 Chapter 11 Petition filed June 2, 2015 See http://bankrupt.com/misc/flsb15-20013.pdf represented by: Joel M. Aresty, Esq. E-mail: aresty@mac.com In re Gil Angel Nieves Diaz Bankr. D.P.R. Case No. 15-04194 Chapter 11 Petition filed June 2, 2015 In re Lori Lynne Madison Kruse Bankr. N.D. Tex. Case No. 15-32383 Chapter 11 Petition filed June 2, 2015 In re Gabriel & Beacon Holding Co., L.L.C. Bankr. S.D. Tex. Case No. 15-33062 Chapter 11 Petition filed June 2, 2015 See http://bankrupt.com/misc/txsb15-33062.pdf represented by: Jon Frank Parchman, Esq. PARCHMAN LAW FIRM PLLC E-mail: jparch01@gmail.com In re Donald Peter Scott Bankr. N.D. Cal. Case No. 15-51897 Chapter 11 Petition filed June 3, 2015 In re Stephen M. Timmer Bankr. N.D. Ill. Case No. 15-19385 Chapter 11 Petition filed June 3, 2015 In re TFN-A Group LLC Bankr. W.D. Mo. Case No. 15-41635 Chapter 11 Petition filed June 3, 2015 See http://bankrupt.com/misc/mowb15-41635.pdf represented by: Ronald S. Weiss, Esq. BERMAN DELEVE KUCHAN & CHAPMAN E-mail: rweiss@bdkc.com In re Esmie Realty Group, LLC Bankr. E.D.N.Y. Case No. 15-42651 Chapter 11 Petition filed June 3, 2015 See http://bankrupt.com/misc/nysb15-42651.pdf represented by: Narissa A. Joseph, Esq. LAW OFFICE OF NARISSA A. JOSEPH E-mail: njosephlaw@aol.com In re Gloyd W. Green Bankr. D. Utah Case No. 15-25181 Chapter 11 Petition filed June 3, 2015 In re Superior Quality Discount, LLC Bankr. S.D. Ala. Case No. 15-01742 Chapter 11 Petition filed June 4, 2015 See http://bankrupt.com/misc/alsb15-01742.pdf represented by: Barry A. Friedman, Esq. BARRY A. FRIEDMAN AND ASSOCIATES, P.C. E-mail: bky@bafmobile.com In re Superior Quality Center LLC Bankr. S.D. Ala. Case No. 15-01743 Chapter 11 Petition filed June 4, 2015 See http://bankrupt.com/misc/alsb15-01743.pdf represented by: Barry A. Friedman, Esq. BARRY A. FRIEDMAN AND ASSOCIATES, P.C. E-mail: bky@bafmobile.com In re Frank Orion Hayman and Marcene Faye Kreifels-Hayman Bankr. N.D. Fla. Case No. 15-30605 Chapter 11 Petition filed June 4, 2015 In re Kentucky Petroleum Operating, Ltd. Bankr. E.D. Ky. Case No. 15-60724 Chapter 11 Petition filed June 4, 2015 See http://bankrupt.com/misc/kyeb15-60724.pdf represented by: Darrell L. Saunders, Esq. E-mail: dls@darrellsaunders.com In re Kentucky Petroleum Limited Partnership Bankr. E.D. Ky. Case No. 15-60725 Chapter 11 Petition filed June 4, 2015 See http://bankrupt.com/misc/kyeb15-60725.pdf represented by: Darrell L. Saunders, Esq. E-mail: dls@darrellsaunders.com In re N.A. Energy Resources Corp. Bankr. E.D. Ky. Case No. 15-60726 Chapter 11 Petition filed June 4, 2015 See http://bankrupt.com/misc/kyeb15-60726.pdf represented by: Darrell L. Saunders, Esq. E-mail: dls@darrellsaunders.com In re Atul J Enterprises LLC Bankr. D.N.J. Case No. 15-20521 Chapter 11 Petition filed June 4, 2015 See http://bankrupt.com/misc/njb15-20521.pdf represented by: David L. Bruck, Esq. GREENBAUM, ROWE, SMITH, ET AL. E-mail: bankruptcy@greenbaumlaw.com In re Solera Corporation Bankr. S.D.N.Y. Case No. 15-22790 Chapter 11 Petition filed June 4, 2015 See http://bankrupt.com/misc/nysb15-22790.pdf represented by: Lawrence Morrison, Esq. E-mail: morrlaw@aol.com In re Michael F. Gallagher Bankr. E.D. Pa. Case No. 15-13990 Chapter 11 Petition filed June 4, 2015 In re Elenora NMN Woods Bankr. E.D. Tenn. Case No. 15-12357 Chapter 11 Petition filed June 4, 2015 In re Marion Michelle Mackey Marcum Bankr. E.D. Wash. Case No. 15-02005 Chapter 11 Petition filed June 4, 2015 In re Express Linen Service LLC Bankr. W.D. Wash. Case No. 15-13458 Chapter 11 Petition filed June 4, 2015 See http://bankrupt.com/misc/wawb15-13458.pdf represented by: Matthew J. Cunanan, Esq. DC Law Group NW PLLC E-mail: matthew@dclglawyers.com ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2015. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000 or Nina Novak at 202-362-8552. *** End of Transmission ***