/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/150624.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, June 24, 2015, Vol. 19, No. 175 Headlines ADAMANT DRI: Reports $1.45-Mil. Net Loss in Q1 Ending March 31 AGROFRESH INC: S&P Assigns 'B+' CCR, Outlook Stable ALLIED NEVADA: Equity Committee Objects to Bidding Protocol ALPHA PROTECTIVE: Court Rules in Trustee's Suit v. Harrison ALTEGRITY INC: U.S. May Sue for Damages in USIS Whistleblower Case AMBER CONSTRUCTION: Ruling in Payroll Tax Dispute Upheld AMERICAN EAGLE: BlackRock Holds 0.4% of Common Stock ASG CONSOLIDATED: S&P Lowers CCR to CC & Sec. Debt Rating to CCC ATLANTIC & PACIFIC: Said to Consider Second Bankruptcy Filing AWI DELAWARE: Joint Motion to Offset Trade Credits Granted BANKRATE INC: S&P Affirms 'B+' CCR, Off CreditWatch Negative BARRY KELLERMAN: Objections to IRA Exemption Sustained BERNARD L. MADOFF: High Ct. Denies Trustee Appeal in Clawback Suit BIG JACK: S&P Assigns 'B' CCR & Rates $260MM Secured Loans 'B' CANOPY FINANCIAL: Partial Summary Judgment Issued in Clawback Suit CHASSIX HOLDINGS: Creditors' Panel Taps CohnReznick as Tax Advisor CHASSIX HOLDINGS: July 2 Modified Plan Confirmation Hearing Set CHASSIX HOLDINGS: Panel Hires Zolfo Cooper as Financial Advisor CNO FINANCIAL: S&P Revises Outlook to Pos. & Affirms 'BB+' Rating COLLAVINO CONSTRUCTION: CCCI Has Until July 14 to Propose Plan COLLEGE PROPERTIES: Summary Judgment in Malpractice Case Affirmed COLT DEFENSE: Canada Court Issues Recognition Order COLT DEFENSE: Terms of Cortland's $6.67 Million DIP Loan COLT DEFENSE: Terms of Wilmington's $13.33 Million DIP Loan COLT HOLDING: Delays Showdown with Bondholders COLT HOLDING: Proposes to Sell Assets to Sciens Capital COLT HOLDING: Seeks to Obtain $20.0-Mil. in DIP Loans CONSTAR INT'L: Exclusive Solicitation Period Extended to Aug. 19 CORINTHIAN COLLEGES: Few Students Expected to File Claims CORINTHIAN COLLEGES: Has Nod to Conduct & Consummate Asset Sales CORINTHIAN COLLEGES: Wants Consulting Pact With Great American CTPARTNERS EXECUTIVE: Sale Negotiation Exclusivity Period Expires DAE AVIATION: S&P Assigns 'B-' Rating on New $925MM Secured Loan DENDREON CORP: Second Amended Plan of Liquidation Effective DEWEY & LEBOEUF: Former Partner Details Law Firm Infighting DIGERATI TECHNOLOGIES: Bid to Strike Granted in Fee Dispute DONALD ALLEN: Sale of American Energy Stock to Creditor Affirmed DUNE ENERGY: Seeks Oct. 5 Extension of Plan Filing Date FIRST QUALITY: S&P Affirms 'BB' CCR & Revises Outlook to Negative FRAC SPECIALISTS: Lessor Seeks $25K Monthly Payment for Equipment GONZALO SALDANA: Amended Homestead Exemption Partly Allowed GT ADVANCED: Inks Merlin(TM) Exclusivity Deal with Waare Energies HERCULES OFFSHORE: S&P Lowers Corporate Credit Rating to 'CC' HOLOGIC INC: S&P Rates New $1BB Unsecured Notes 'BB' INTERFACE SECURITY: Obtains Waiver on Credit Facility Default JAZZ SECURITIES: S&P Assigns 'BB+' Rating on New $1.5BB Facilities JEFFERY DAVID VOGT: Summary Judgment Order Reversed JEVIC HOLDING: 3rd Cir. Affirms Deal & Structured Dismissal LANDAMERICA FINANCIAL: Pa. Court Partially Junks "Germinaro" Suit LIFE PARTNERS: U.S. Trustee Forms Two More Committee Members LOCAL CORP: Incurs $4.58-Mil. Net Loss in First Quarter MARIO FAJARDO: Bankr. Stay Extended to Florida Flexible MARK LEE RINDLESBACH: Bids to Dismiss Settlement Appeal Granted MARYMOUNT UNIVERSITY: S&P Assigns 'BB+' Rating on $65.77MM Bonds MIDWAY GOLD: Proposes Midway US as Foreign Representative MIDWAY GOLD: Proposes to Use Cash Collateral MIDWAY GOLD: Seeks to Limit Trading to Protect NOLs MONTREAL MAINE: Nine Charged Over 2013 Quebec Train Derailment NIRVANA INC: Creditors Have Until Nov. 30 to File Proofs of Claim ONE SOURCE: Committee Withdraws Bid to Retain Brinkman as Counsel PATRIOT COAL: Committee, Pension Plan Object to Bidding Protocol PLUSFUNDS GROUP: Claims in Suit v. DPM Survive Dismissal Bid POINT BLANK: Disclosure Statement Hearing Set for July 23 PTC SEAMLESS: Hires Stonecipher Law as Conflicts Counsel QUICKSILVER RESOURCES: July 31 Fixed as General Claims Bar Date RADIOSCHACK CORP: Get Approval to Terminate Store Lease With HEB RADIOSCHACK CORP: Judge Extends Deadline to Remove Suits to Aug. 4 RADIOSCHACK CORP: Sells Boston Store Lease to Sweetwater RADIOSCHACK CORP: To Sell Properties to B.H. Mg't. for $39.3M RADIOSCHACK CORP: To Sell Property to SK Realty for $11.4M RADIOSCHACK CORP: To Terminate Leases With Times Plaza, 2 Others RADIOSHACK CORP: $26.2M Sale of IP Assets Okayed RADIOSHACK CORP: Lenders, Retirees Rip Solicitation Procedures REICHHOLD HOLDINGS: Has Until Sept. 28 to File Liquidating Plan RESIDENTIAL CAPITAL: Court Rules on Motion to Strike RODNEY WAYNE WILSON: Settlement with Wife's Mother Denied SARATOGA RESOURCES: Receives NYSE MKT Delisting Notice SUMMIT MATERIALS: S&P Affirms 'B+' CCR & Rates $650MM Loan 'BB' SWEET BRIAR: S&P Lowers Rating on Refunding Bonds to 'CCC' TRITON EMISSION: Reports $25K Net Income in First Quarter ULURU INC: Has Insufficient Cash Beyond Second Quarter UNIVAR INC: S&P Affirms 'B+' CCR & Rates Term Loans 'BB-' VERDUGO LLC: Court Approves Stipulation Dismissing Chapter 11 Case WAYNE COUNTY, MI: State Launches Initial Fiscal Review WEST COAST GROWERS: Wants to Make 1st 2014 Distribution to Growers WET SEAL: CIT Compromise Approval Sought WILLIAM PARKER: Court Rules on Cross Motions for Summary Judgment ********* ADAMANT DRI: Reports $1.45-Mil. Net Loss in Q1 Ending March 31 -------------------------------------------------------------- Adamant DRI Processing and Minerals Group filed its quarterly report on Form 10-Q, disclosing a net loss of $1.45 million on $244,000 of revenue for the three months ended March 31, 2015, compared with a net loss of $835,000 on $nil of revenues for the same period last year. The Company's balance sheet at March 31, 2015, showed $60.0 million in total assets, $60.7 million in total liabilities, and a stockholders' deficit of $752,000. A copy of the Form 10-Q is available at: http://is.gd/nCmHIQ Adamant DRI Processing and Minerals Group is engaged in the mining, processing, and production of iron ore concentrate in China. It owns an iron ore concentrate production line on the Zhuolu Mine, which is located in Zhuolu County, Hebei Province, China. Adamant DRI Processing and Minerals Group was founded in 2008 and is based in Zhangjiakou, China. Kurland and Mohidin LLP expressed substantial doubt about the Company's ability to continue as a going concern, citing the Company incurred a net loss of $1.9 million for the year ended Dec. 31, 2014. It also had negative cash flows from operating activities of $0.9 million and had a working capital deficiency of $10.4 million. The Company's balance sheet at Dec. 31, 2014, showed $60.6 million in total assets, $59.9 million in total liabilities, and stockholders' equity of $705,000. AGROFRESH INC: S&P Assigns 'B+' CCR, Outlook Stable --------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B+' corporate credit rating to pre- and post-harvest food preservation application solutions provider AgroFresh Inc. The outlook is stable. At the same time, S&P assigned its 'BB-' issue rating (one notch above the corporate credit rating) to the company's $425 million term loan with a recovery rating of '2L', indicating that lenders could expect substantial (lower half of the 70%-90% range) recovery in the event of payment default or bankruptcy. "The stable outlook reflects our expectation that the company will maintain its good market position and operating performance in the highly niche post-harvest food preservation industry, notwithstanding near- to mid-term patent expirations and new entrants to the market, through investment in innovation and acquisitions," said Standard & Poor's credit analyst Rodney Olivero. "We expect the company will sustain FFO to debt in the low- to mid-teens percent area and liquidity will remain "adequate," with the potential for temporary FFO to debt deterioration to pursue acquisitions," he added. S&P's assessment of a "fair" business risk profile reflects its view of the company's good market position in a niche segment providing post-harvest chemical application solutions and services for fresh produce storage, with well-developed customer relationships. S&P views the company's liquidity as "adequate" with sources of cash that are likely to exceed uses for the next 12 months considering its good free cash flow generation expected in 2015 and 2016 and its proposed revolving credit facility availability of $25 million. S&P projects liquidity sources to exceed uses by more than 1.2x over the next two years. S&P could lower the rating if the company sustains FFO/debt below 12% with the likelihood of ongoing declines. This could happen through the pursuit of larger acquisitions, or a change in financial policy that increases dividends or return of capital to shareholders. S&P could also re-assess the company's business risk profile if competition increases in the industry, creating pricing pressure, or operational missteps in transitioning the company to a stand-alone entity, causing operating performance to decline. S&P believes flat revenue growth and a 200 basis point decline in gross margin will result in an FFO/debt below 12%, indicative of a highly leveraged financial risk profile. While unlikely, S&P believes an upgrade would hinge on the company's ability to improve and sustain FFO/debt above 20%. This could occur if the company commits to significant debt reduction, in the absence of acquisition opportunities. Alternatively, S&P could view an acquisition funded with equity, such that acquired EBITDA effectively reduces leverage, as a credit-positive event. ALLIED NEVADA: Equity Committee Objects to Bidding Protocol ----------------------------------------------------------- BankruptcyData reported that Allied Nevada Gold's official committee of equity security holders objected to proposed stalking horse purchase agreement and the proposed procedures governing the bidding and sale of substantially all of the Debtors' assets. According to BData, the equity committee asserts, "The Motion should be denied for the following reasons: (a) The Debtors failed to provide any evidence of the value of the Acquired Assets; (b) The Debtors failed to establish a sound business purpose justifying the sale of the Acquired Assets; (c) the Debtors failed to establish that the proposed purchase price is fair and reasonable; and (d) the Debtors are not entitled to a waiver of the applicable stays under Bankruptcy Rules 6004(h) and 6006(d)....The Motion does not identify whether any drilling has occurred on any of the Exploration Properties and, if so, the results of such drilling. The Motion does not identify whether any of the Exploration Properties contain any mineral reserves or resources....The APA appears to have tied the Debtors' and Moelis' hands, as the APA did not permit the typical solicitation and marketing activity that would generate a competitive auction process. Unsurprisingly, to the best of the Equity Committee's knowledge, the Debtors' auction process has not led to any additional potential bidders to late." About Allied Nevada Allied Nevada Gold Corp. ("ANV"), a Delaware corporation, is a publicly traded U.S.-based gold and silver producer engaged in mining, developing and exploring properties in the State of Nevada. ANV's common stock trades on the NYSE and the TSX. ANV was spun off from Vista Gold Corp. in 2006 and began operations in May 2007. Nevada-based mining properties acquired from Vista include the Hycroft Mine, an open-pit heap leach operation located 54 miles west of Winnemucca, Nevada. ANV controls 75 exploration properties throughout Nevada as of Dec. 31, 2014. On March 10, 2015, ANV and 13 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. The Debtors have requested that their cases be jointly administered under Case No. 15-10503. The cases are assigned to Judge Mary F. Walrath. The Debtors have tapped Blank Rome LLP and Akin Gump Strauss Hauer & Feld LLP as attorneys; FTI Consulting Inc. as financial advisor; Moelis & Company as financial advisor; and Prime Clerk LLC as claims and noticing agent. ANV disclosed $941 million in total assets and $664 million in total debt as of Dec. 31, 2014. ALPHA PROTECTIVE: Court Rules in Trustee's Suit v. Harrison ----------------------------------------------------------- Bankruptcy Judge John T. Laney III granted in part and denied in part the defendants' Motion for Judgment on the Pleadings in the case captioned NEIL C. GORDON, as Trustee in Bankruptcy For Alpha Protective Services, Inc., Plaintiff, v. JAMES LEE HARRISON; HARRISON MANAGEMENT AND CONSULTING, LLC, AND GARY HARRISON, as an alter-ego of Harrison Management Group, LLC, or as Immediate Transferee under Harrison Management Group, LLC, Defendants, CASE NO. 12-70482JTL, ADVERSARY PROCEEDING NO. 14-7019 (Bankr. M.D. Ga., Valdosta Div.). On April 1, 2014, the Trustee for Alpha Protective Services, Inc. ("Alpha") filed an adversary proceeding against the defendants James Lee Harrison ("J. Harrison"), Gary Harrison ("G. Harrison"), and Harrison Management and Consulting Group ("HMCG"), seeking to avoid and recover certain allegedly preferential and fraudulent transfers made by the debtor to the defendants. On September 30, 2014, the defendants filed a motion seeking judgment on the pleadings and to have the Trustee's complaint dismissed pursuant to Federal Rule of Civil Procedure 12(c). In his May 26, 2015 memorandum opinion which is available at http://is.gd/dNX4ALfrom Leagle.com, Judge Laney granted the defendants' motion as to the following counts: Count III -- Fraudulent transfer claims under 11 U.S.C. Section 548 regarding the J. Harrison Note; Count IV(a) -- Fraudulent transfer claims 11 U.S.C. Section Section 544 and O.C.G.A. Sections 18-2-74(a)(2) and 18-2-75(a). To the extent that the Trustee attempted to use 26 U.S.C. Section 6502 to avoid transfers that occurred during the ten years preceding the filing of Alpha's Chapter 11 petition, the motion was also granted. Judge Laney, however, denied the defendants' motion as to: Count I -- Ordinary preference under 11 U.S.C. Section 547 regarding the J. Harrison promissory note; Count II -- Insider preference under 11 U.S.C. Section 547 regarding the J. Harrison promissory note; Count IV -- Fraudulent transfer claims 11 U.S.C. Section 544(a) and 28 U.S.C. Section 3304; Count V -- Ordinary preference under 11 U.S.C. Section 547 regarding the HMCG promissory note; Count VI -- Insider preference under 11 U.S.C. Section 547 regarding the HMCG promissory note; Count VII -- Insider Preference claims under 11 U.S.C. Section 544 and 28 U.S.C. Section 3304(a) regarding HMCG promissory note; Count VIII -- Recovery against G. Harrison under 11 U.S.C. Section 550(a)(1); and Count IX -- Recovery against G. Harrison under 11 U.S.C. -- Section 550(a)(2). About Alpha Protective Services, Inc. Alpha Protective Services, Inc. filed a voluntary bankruptcy petition (Bankr. M.D. Ga. Case No. 12-70482) under Chapter 11 on April 12, 2012. It operated as a debtor in possession for approximately eight months, at which point the United States Trustee appointed a Chapter 11 Trustee. On December 20, 2012, the case was converted to a Chapter 7 liquidation case. ALTEGRITY INC: U.S. May Sue for Damages in USIS Whistleblower Case ------------------------------------------------------------------ Peg Brickley, writing for The Wall Street Journal, reported that the U.S. federal government may try to assess damages against Altegrity Inc., the bankrupt parent of a government security investigations contracting business that is been accused of fraud in a whistleblower lawsuit. According to the report, the business -- US Investigations Services, or USIS -- is being liquidated, but Altegrity plans to emerge from bankruptcy with its other businesses intact. Federal lawyers moved June 19 to block Alegrity's bid to shield itself and its leaders from liability in the lawsuit, which alleges USIS raked in tens of millions of taxpayer dollars for work that was never performed, the Journal related. About Altegrity Inc. Altegrity Inc. provides background investigations for the U.S. government; employment background and mortgage screening for commercial customers; technology-driven legal services and software for data management; and investigative, analytic, consulting, due diligence, and security services. Altegrity is principally owned by investment funds affiliated with Providence Equity Partners. Altegrity Inc. and 37 of its affiliates filed Chapter 11 Bankruptcy petitions (Bankr. D. Del. Lease Case No. 15-10226) on Feb. 8, 2015. Jeffrey S. Campbell signed the petitions as president and chief financial officer. The Debtors disclosed total assets of $1.7 billion and total liabilities of $2.1 billion as of June 30, 2014. M. Natasha Labovitz, Esq., Jasmine Ball, Esq., and Craig A. Bruens, Esq., at Debevoise & Plimpton LLP serve as the Debtors' counsel. Joseph M. Barry, Esq., Ryan M. Bartley, Esq., and Edmon L. Morton, Esq., at Young, Conaway, Stargatt & Taylor, LLP, act as the Debtors' Delaware and conflicts counsel. Stephen Goldstein and Lloyd Sprung, at Evercore Group, LLC, are the Debtors' investment bankers. Kevin M. McShea and Carrianne J. M. Basler, at Alixpartners LLP serve as the Debtors' restructuring advisors. Prime Clerk LLC is the Debtors' claims and noticing agent. PricewaterhouseCoopers LLP serves as the Debtors' independent auditors. The Bankruptcy Court has scheduled for May 5, 2015, the hearing to consider the approval of the disclosure statement explaining the Debtor's plan, which proposes to liquidate the US Investigations Services. Land Line relates that USIS lost key federal background check contracts. The U.S. Trustee for Region 3 appointed six creditors to serve on the official committee of unsecured creditors. The Creditors' Committee retained Wilmer Cutler Pickering Hale & Dorr LLP, as lead counsel, and Bayard, P.A., as Delaware co-counsel. * * * Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for the District of Delaware on May 15, 2015, approved the disclosure statement explaining Altegrity, Inc., et al.'s Joint Chapter 11 Plan and scheduled the confirmation hearing for July 1, 2015, at 10:00 a.m. (prevailing Eastern time). As reported in the April 1, 2015 edition of the Troubled Company Reporter, the Debtors filed a Joint Chapter 11 Plan and accompanying disclosure statement that will delever the Company by approximately $700 million, or 40% of the Debtors' outstanding debt. The Plan provides for a 2.2% estimated recovery of allowed general unsecured claims, which total approximately $82,510,532. Holders of Secured Third Lien Notes Claims are poised to recover 7.7% of their estimated $66,304,133 total amount of claims. Holders of Secured Second Lien Notes Claims are poised to recover 48.4% of their estimated $519,265,011 total amount of claims. A full-text copy of the Disclosure Statement dated May 16, 2015, is available at http://bankrupt.com/misc/ALTEGRITYds0516.pdf AMBER CONSTRUCTION: Ruling in Payroll Tax Dispute Upheld -------------------------------------------------------- Kathy Riggs was assessed a penalty by the Commissioner of Internal Revenue for her failure to collect and remit payroll taxes on behalf of Amber Construction Co., a corporation that she controlled. Riggs timely filed a request for a collection due process hearing before an IRS Appeals officer. The Appeals officer sustained the determination. Riggs appealed to the Tax Court, claiming the IRS Appeals officer erred by failing to designate her liability for the trust fund recovery penalty currently not collectible ("CNC"). Finding that petitioner had substantial equity in a number of assets, the Tax Court upheld the Appeals officer's denial of CNC status. The Tax Court also held that the Commissioner of Internal Revenue had authority to apply the adequate protection payments as the Commissioner saw fit. A copy of the May 26, 2015 memorandum is available at http://is.gd/sTtibdfrom Leagle.com. The case is, KATHY L. RIGGS, Petitioner v. COMMISSIONER OF INTERNAL REVENUE, Respondent, DOCKET NO. 16522-13L (Tax) Kathy L. Riggs, pro se. Mark J. Tober -- Mark.J.Tober@IRSCounsel.treas.gov -- for respondent. Amber Construction Company filed a pro se Chapter 11 bankruptcy petition (Bankr. M.D. Fla. Case No. 12-00192) on January 13, 2012, listing under $1 million in both assets and liabilities. AMERICAN EAGLE: BlackRock Holds 0.4% of Common Stock ---------------------------------------------------- BlackRock, Inc. filed with the Securities and Exchange Commission an Amendment No. 1 to its Form Schedule 13G, disclosing that it owns 121,641 shares or roughly 0.4% of the Common Stock of American Eagle Energy Corp. A copy of the filing is available at http://is.gd/SlYX3O About American Eagle Littleton, Colorado-based American Eagle Energy Corporation is engaged in the acquisition, exploration and development of oil and gas properties. The Company is primarily focused on extracting proved oil reserves from those properties. American Eagle Energy Corporation and its wholly-owned subsidiary, AMZG, Inc., filed on May 8, 2015, voluntary petitions (Bankr. D. Colo., Case No. 15-15073). The case is assigned to Judge Howard R. Tallman. The Debtors are represented by Elizabeth A. Green, Esq., at Baker & Hostetler LLP, in Orlando, Florida. On May 13, 2015, Judge Tallman granted the Debtors' request for joint administration. ASG CONSOLIDATED: S&P Lowers CCR to CC & Sec. Debt Rating to CCC ---------------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on Seattle-based ASG Consolidated LLC to 'CC' from 'CCC-'. The outlook is negative. At the same time, S&P lowered its issue-level rating on the company's senior secured debt to 'CCC' from 'CCC+'. The recovery rating remains '1', indicating that lenders could expect very high (90% to 100%) recovery in the event of a payment default. S&P also lowered its ratings on ASG's senior subordinated notes to 'CCC-' from 'CCC'. The recovery rating remains '2', indicating S&P's expectation for substantial (70% to 90%, at the high end of the range) recovery in the event of a payment default. "The downgrades follow ASG's announcement that holders of its unrated holding company PIK notes have entered into an agreement to exchange the notes at what we understand to be a substantial discount for either cash or equity," said Standard & Poor's credit analyst Kim Logan. "We view the exchange as distressed and tantamount to a default." "We understand that 86% of the noteholders have accepted the agreement and believe they accepted the offer because of the perceived risk that ASG may not fulfill its original obligations," said Ms. Logan. "In our view, the offer is distressed rather than opportunistic because there is a real possibility of a conventional default over the short term; we see a risk that ASG could fail to refinance its 2015 and 2016 debt maturities or file for bankruptcy." ASG and certain of its affiliates entered into a recapitalization agreement (CRA) with a potential investor on May 28, 2015. As part of the CRA, the company would refinance its credit agreements. The company terminated the master waiver agreement that was in place and entered into an amendment with the senior secured lenders to provide covenant relief. The amended credit facility extends the previously provided covenant relief and requires the company to provide a commitment letter for a refinancing of the operating company on or before June 30, 2015. The company expects to refinance or further extend the senior credit facility by July 15 in order to comply with covenants, and also plans to refinance its subordinated notes. Despite EBITDA improvement in the recent quarter, challenges reflected in ASG's business risk profile include the company's narrow product focus and participation in the commodity-oriented, highly regulated, and somewhat volatile commercial fishing industry. Also, S&P believes operating performance is subject to supply-and-demand vagaries related to its products, variable catch volumes, and worldwide pricing movements that can affect financial performance. S&P believes the company's leverage is very high and increasing, and cash flow-to-debt metrics are thin. S&P estimates the ratio of adjusted total debt to EBITDA of over 9x for the 12 months ended March 31, 2015. Increases in leverage reflect ASG's contracted EBITDA and highly leveraged capital structure. ATLANTIC & PACIFIC: Said to Consider Second Bankruptcy Filing ------------------------------------------------------------- Lauren Coleman-Lochner and Laura J. Keller, writing for Bloomberg News, reported that Great Atlantic & Pacific Tea Co. is considering a bankruptcy filing among possible options as the 156-year-old grocer works to cut costs, according to people familiar with the situation. A filing, which would be the chain's second in five years, could come as soon as July, said the people, who asked not to be identified because the discussions aren't public, the report related. Bids for A&P were due in May as part of an auction for the company, but no viable offers for the entire chain were received, the people said, the report related. About Atlantic and Pacific Funded in 1859, The Great Atlantic and Pacific Tea Company, Inc. (A&P), headquartered in Montvale, N.J., is a supermarket chain operating 301 supermarkets under the A&P, The Food Emporium, Pathmark, Superfresh, Waldbaums and Foodbasics banners and 18 liquor stores in the Northeast US concentrated in the New York / New Jersey / Pennsylvania markets. The company's annual sales are about $5.8 billion. A&P and its affiliates filed Chapter 11 petitions (Bankr. S.D.N.Y. Case No. 10-24549) on Dec. 12, 2010, in White Plains, New York. Before filing for bankruptcy in 2010, A&P operated 429 stores in eight states and the District of Columbia under the following trade names: A&P, Waldbaum's, Pathmark, Pathmark Sav-a-Center, Best Cellars, The Food Emporium, Super Foodmart, Super Fresh and Food Basics. A&P had 41,000 employees prior to the bankruptcy filing. In its petition, A&P reported total assets of $2.5 billion and liabilities of $3.2 billion as of Sept. 11, 2010. Paul M. Basta, Esq., James H.M. Sprayregen, Esq., and Ray C. Schrock, Esq., at Kirkland & Ellis, LLP, in New York, and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois, served as counsel to the Debtors. Kurtzman Carson Consultants LLC acted as the claims and notice agent. Lazard Freres & Co. LLC served as the financial advisor. Huron Consulting Group served as management consultant. Dennis F. Dunne, Esq., Matthew S. Barr, Esq., and Abhilash M. Raval, Esq., at Milbank, Tweed, Hadley & McCloy LLP, represented the Official Committee of Unsecured Creditors. The Bankruptcy Court entered an order Feb. 27, 2012, confirming a First Amended Joint Plan of Reorganization filed Feb. 17, 2012. A&P consummated its financial restructuring and emerged from Chapter 11 as a privately held company in March 2012. A&P sold or closed stores during the bankruptcy proceedings. It emerged from bankruptcy with 320 supermarkets. Among others, A&P sold 12 Super-Fresh stores in the Baltimore-Washington area for $37.83 million, plus the value of inventory. Thirteen other locations didn't attract buyers at auction and were closed mid- July 2011. Mount Kellett Capital Management LP, The Yucaipa Companies LLC and investment funds managed by Goldman Sachs Asset Management, L.P., provided $490 million in debt and equity financing to sponsor A&P's reorganization plan and complete its balance sheet restructuring. JP Morgan and Credit Suisse arranged a $645 million exit financing facility. * * * In April 2014, Standard & Poor's Ratings Services revised its outlook on Montvale, N.J.-based The Great Atlantic & Pacific Tea Co. (A&P) to developing from negative. At the same time, S&P affirmed all ratings, including the 'CCC' corporate credit rating. The 'CCC' corporate credit rating reflects S&P's view that the company's overall profits may still be vulnerable to continued sales declines over the next year, which could strain the company's liquidity. S&P also view the company's financial risk profile as "highly leveraged" and business risk profile as "vulnerable." In February 2014, Moody's Investors Service affirmed the company's Caa2 corporate family rating and Caa2-PD probability of default rating. The Caa2 corporate family rating reflects A&P's weak operating performance, very weak credit metrics and Moody's opinion that A&P's cash interest coverage and free cash flow will remain weak over the next year. The TCR, on Oct. 31, 2014, reported that Standard & Poor's Ratings Services withdrew its ratings on The Great Atlantic & Pacific Tea Co. Inc., including its 'CCC' corporate credit rating, at the company's request. At the time of the withdrawal the outlook was developing. AWI DELAWARE: Joint Motion to Offset Trade Credits Granted ---------------------------------------------------------- Bankruptcy Judge Kevin J. Carey granted a Joint Motion filed by the debtors and the Official Committee of Unsecured Creditors in the case captioned Carey In re ADI LIQUIDATION, INC., (f/k/a/ AWI Delaware, Inc.)., Chapter 11, Debtors, CASE NO. 14-12092 (KJC) (Bankr. D. Del.). The Debtors and the Official Committee of Unsecured Creditors (the "Committee") filed a Joint Motion for an Order (I) Authorizing the Debtors to Offset Trade Credits, Vendor Overpayments, and/or Other Amounts Owed to the Debtors First Against the Administrative or Secured Portion of Creditor's Claims; and (II) Disallowing Claims for Post-Petition Interest in Connection with Claims Asserted Under 11 U.S.C. Section 503(b)(9). Judge Carey agreed with the Debtors and the Committee that applicable case law, the Bankruptcy Code, and equitable considerations support the position that the Debtors may apply their setoff or recoupment rights, at their discretion, against unsecured claims, administrative claims (including the Section 503(b)(9) Claims) or general unsecured claims. Judge Carey also held that the Bankruptcy Code contains no provision for the pre-confirmation recovery of interest on Section 503(b)(9) Claims in a chapter 11 case. Accordingly, the request for payment of interest on unpaid Section 503(b)(9) Claims was denied. A copy of the May 5, 2015 memorandum is available at http://is.gd/trUP3vfrom Leagle.com. About Associated Wholesalers Founded in 1962 and headquartered in Robesonia, Pennsylvania, Associated Wholesalers Inc. serviced 800 supermarkets, specialty stores, convenience stores and superettes with grocery, meat, produce, dairy, frozen foods and general merchandise/health and beauty care products. AWI, with distribution facilities in Robesonia, Pennsylvania, and York, Pennsylvania, served the mid-Atlantic United States. AWI is owned by its 500 retail members, who in turn operate supermarkets. AWI had 1,459 employees. White Rose Inc. is a food wholesaler and distributor serving the greater New York metropolitan area. The company traces its origins to 1886, when brothers Joseph and Sigel Seeman founded Seeman Brothers & Doremus to provide grocery deliveries throughout New York City. White Rose carries out its operations through three leased warehouse and distribution centers, two of which are located in Carteret, New Jersey, and one in Woodbridge, New Jersey. White Rose has 777 employees. Associated Wholesalers and its affiliates sought Chapter 11 bankruptcy protection on Sept. 9, 2014, to sell their assets under 11 U.S.C. Sec. 363 to C&S Wholesale Grocers, absent higher and better offers. The Debtors were granted joint administration of their Chapter 11 cases for procedural purposes, under the lead case of AWI Delaware, Inc., Bankr. D. Del. Case No. 14-12092. As of the Petition Date, the Debtors owe the Bank Group (consisting of lenders, Bank of America, N.A., Bank of American Securities LLC as sole lead arranger and joint book runner, Wells Fargo Capital Finance, LLC as joint book runner and syndication agent, and RBS Capita, as documentation agent) an aggregate principal amount of not less than $131,857,966 (inclusive of outstanding letters of credit), plus accrued interest. The Debtors estimate trade debt of $72 million. AWI Delaware disclosed $11,440 in assets and $125,112,386 in liabilities as of the Chapter 11 filing. Saul Ewing LLP and Rhoads & Sinon LLP are serving as legal advisors to the Debtors, Lazard Middle Market is serving as financial advisor, and Carl Marks Advisors is serving as restructuring advisor to AWI. Carl Marks' Douglas A. Booth has been tapped as chief restructuring officer. Epiq Systems serves as the claims agent. The Official Committee of Unsecured Creditors tapped to retain Hahn & Hessen LLP as its lead counsel; Pepper Hamilton LLP as its co-counsel; and Capstone Advisory Group, LLC, together with its wholly-owned subsidiary Capstone Valuation Services, LLC, as its financial advisors. The Troubled Company Reporter on Nov. 5, 2014, reported that the Bankruptcy Court authorized Associated Wholesalers, which changed its name to AWI Delaware, Inc., prior to the approval of the sale, to sell substantially all of its assets, including their White Rose grocery distribution business, to C&S Wholesale Grocers, Inc. The C&S purchase price consists of the lesser of the amount of the bank debt, which totals about $18.1 million and $152 million, plus other liabilities, which amount is valued at $194 million. C&S, according to Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg News, ended up paying $86.5 million more cash to be anointed as the winner at the auction. AWI Delaware notified the Bankruptcy Court on Nov. 12, 2014, that closing occurred in connection with the sale of their assets to C&S. AWI Delaware subsequently changed its name to ADI Liquidation, Inc., following the closing of the sale. BANKRATE INC: S&P Affirms 'B+' CCR, Off CreditWatch Negative ------------------------------------------------------------ Standard & Poor's Ratings Services said that it affirmed its 'B+' corporate credit rating on New York-based Bankrate Inc. At the same time, S&P removed its ratings on the company from CreditWatch, where it placed them with negative implications on Sept. 15, 2014. The rating outlook is stable. "The affirmation and CreditWatch action follow our review of Bankrate's internal review results and the recently released audited financials dating back to 2011," said Standard & Poor's credit analyst Heidi Zhang. The company's restatement and discontinued operation adjustments together reduced its aggregate adjusted EBITDA by about $5 million for the period ranging from 2011 to June 30, 2015. S&P views this as a small amount relative to the company's aggregate adjusted EBITDA of about $445 million over the same period. The full-year 2014 results were in line with S&P's expectations. The stable outlook reflects S&P's expectation that Bankrate's leverage will stay in the mid-2x area over the next year. It also reflects S&P's view that there could be modest liquidity impact from the resolution of the SEC and DOJ investigations, which are still ongoing and present potential risks and uncertainties. S&P could raise the rating on Bankrate by one notch after the SEC and DOJ investigations are resolved and if the company completes the remedial actions to improve internal controls with minimal impact on liquidity, if there are no further findings of errors or control deficiencies, and if there are no meaningful deterioration in operations. S&P could lower the rating by one notch if the conclusion of the SEC or DOJ investigations result in higher-than-expected legal costs or fines or if leverage rises above 5x on sustained basis due to a meaningful deterioration in operating performance, new competitors aggressively taking away market share, or large debt-financed acquisitions. BARRY KELLERMAN: Objections to IRA Exemption Sustained ------------------------------------------------------ Bankruptcy Judge Richard D. Taylor sustained the objections to the exemption of a debtor's IRA in the case captioned IN RE: BARRY K. KELLERMAN and DANA M. KELLERMAN, CHAPTER 7, Debtors, CASE NO. 4:09-BK-13935 (Bankr. E.D. Ark., Little Rock Div.). At the commencement of their case, the debtors valued Barry Kellerman's individual retirement account ("IRA") at $180,000 and claimed the entire fund as exempt. The Trustee, M. Randy Rice, and creditor Arvest Bank objected, arguing that the IRA was no longer exempt from taxation under the Internal Revenue Code as of the commencement of the case and, accordingly, is not eligible for exemption under 11 U.S.C. Section 522(d)(12). They alleged that the IRA lost its exempt status in 2007 because Barry Kellerman directed the IRA to engage in prohibited transactions involving disqualified persons as defined by the Internal Revenue Code. The alleged prohibited transactions involve the 2007 acquisition of approximately four acres of real property located near Maumelle, Arkansas. The debtors conceded that they are "disqualified persons" pursuant to subsection 4975(e)(2), and Judge Taylor found that the transactions constitute "prohibited transactions" with disqualified persons pursuant to subsections 4975(c)(1)(B), (D), and (E), which renders the IRA non-exempt. A copy of the May 26, 2015 memorandum opinion is available at http://is.gd/SG2tSAfrom Leagle.com. About Barry K. Kellerman and Dana M. Kellerman Barry and Dana Kellerman filed their voluntary Chapter 11 bankruptcy petition in the United States Bankruptcy Court, Eastern District of Arkansas (Bankr. E.D. Ark. Case No. 09-13935) on June 3, 2009. On motion and with the debtors' consent, the court converted their case to a Chapter 7 proceeding on January 28, 2014, and appointed M. Randy Rice as trustee of the debtors' estate. BERNARD L. MADOFF: High Ct. Denies Trustee Appeal in Clawback Suit ------------------------------------------------------------------ Brent Kendall, writing for The Wall Street Journal, reported that the Supreme Court on June 22 said it wouldn't consider a bid by a court-appointed trustee to claw back money from hundreds of investors who profited from Bernard Madoff's Ponzi scheme. According to the report, the justices, without comment, left in place a ruling by the New York-based Second U.S. Circuit Court of Appeals from December. That ruling said the fictitious profits paid out to those Madoff investors were shielded by a provision of federal bankruptcy law that prohibits recovery of securities-related payments made by a stockbroker, the Journal related. Trustee Irving Picard had sought to recoup nearly $2 billion in payments to customers so he could redistribute the funds to thousands of other investors who lost money in Mr. Madoff's fraud, the Journal further related. About Bernard L. Madoff Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff orchestrated the largest Ponzi scheme in history, with losses topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A. Stanton of the U.S. District Court for the Southern District of New York granted the application of the Securities Investor Protection Corporation for a decree adjudicating that the customers of BLMIS are in need of the protection afforded by the Securities Investor Protection Act of 1970. The District Court's Protective Order (i) appointed Irving H. Picard, Esq., as trustee for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and (iii) removed the SIPA Liquidation proceeding to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims agent. On April 13, 2009, former BLMIS clients filed an involuntary Chapter 7 bankruptcy petition against Bernard Madoff (Bankr. S.D.N.Y. 09-11893). The petitioning creditors -- Blumenthal & Associates Florida General Partnership, Martin Rappaport Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert US$64 million in claims against Mr. Madoff based on the balances contained in the last statements they got from BLMIS. On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff Securities International Limited in London under bankruptcy protection pursuant to Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later transferred to Manhattan. In June 2009, Judge Lifland approved the consolidation of the Madoff SIPA proceedings and the bankruptcy case. Judge Denny Chin of the U.S. District Court for the Southern District of New York on June 29, 2009, sentenced Mr. Madoff to 150 years of life imprisonment for defrauding investors in United States v. Madoff, No. 09-CR-213 (S.D.N.Y.). From recoveries in lawsuits coupled with money advanced by SIPC, Mr. Picard has commenced distributions to victims. As of the end of May 2015, the SIPA Trustee has recovered more than $10.699 billion and has distributed approximately $7.576 billion. When additional settlements awaiting distribution are taken into account, the recovery in the Madoff liquidation proceeding totals $10.734 billion. BIG JACK: S&P Assigns 'B' CCR & Rates $260MM Secured Loans 'B' -------------------------------------------------------------- Standard & Poor's Ratings Services assigned a 'B' corporate credit rating to quick service restaurant operator, Big Jack Holdings LP. The outlook is stable. At the same time, S&P assigned a 'B' issue-level rating to the company's proposed senior secured credit facility with a recovery rating of '3', indicating S&P's expectation for meaningful recovery for lenders in the event of a payment default. S&P's recovery expectations are in the higher half of the 50% to 70% range. The senior secured credit facility consists of a $30 million revolving credit facility due 2020 and a $230 million term loan B due 2022. Proceeds from the proposed transaction and equity will be used to fund the acquisition of Big Jack Holdings (Jack's) by Onex Partners Manager LP (Onex), and pay related fees and expenses. Following the close of the transaction, S&P expects the company to execute sale leaseback transactions with proceeds going to Onex (subject to a pro forma total first lien net leverage ratio), which will reduce the equity contribution toward the purchase price. "The rating on Homewood, Ala.-based Big Jack Holdings LP reflects the company's small-sized position with about 129 locations, limited product offering, geographic concentration in Alabama, exposure to volatile commodity costs, and a highly leveraged balance sheet following the acquisition. Leverage is 4.2x pro forma for the acquisition," said credit analyst Samantha Stone. "The ratings also incorporate our expectation that the company will complete sale leaseback transactions on most of its company-owned restaurants after the acquisition closes. We forecast leverage in the mid-to-high 5x, assuming the transaction occurs in fiscal 2016. A key rating risk is that operating strategies could deviate following the change in ownership." The rating outlook is stable. S&P expects Jack's operating performance will continue to improve from positive same-store sales and store unit growth. S&P thinks the company will pursue a manageable store growth strategy with new units in the mid-single-digit area. S&P thinks the company will maintain sufficient access to the revolving credit facility for operating needs despite increased interest and rent expenses resulting from the proposed acquisition and potential sale leaseback arrangements. S&P could consider a downgrade if liquidity becomes constrained or if operating performance and credit measures deteriorate such that leverage increases to over 6.5x and EBITDA interest coverage declines below 2x. Events that could cause a downgrade include a sharp deterioration in operating performance or significant changes in financial policy that leads to large debt financed dividends. An upgrade is unlikely over the next 12 months, given the company's ownership by financial sponsors that dictate financial policy. Still, S&P could raise the ratings if the company meaningfully builds scale while pursuing a prudent growth strategy, debt to EBITDA is sustained below 5x, and funds from operations to debt above 20%. CANOPY FINANCIAL: Partial Summary Judgment Issued in Clawback Suit ------------------------------------------------------------------ Judge Andrea R. Wood of the United States District Court for the Northern District of Illinois, Eastern Division, in a memorandum opinion and order dated June 2, 2015, granted in part and denied in part the motion for summary judgment filed in the adversary case captioned GUS A. PALOIAN, not individually but solely as Chapter 7 trustee for Canopy Financial, Inc., Plaintiff, v. FIFTH THIRD BANK, FIFTH THIRD INVESTMENT COMPANY, and CHARLES DRUCKER, Defendants, NO. 12-CV-04646, (N.D. IL), In re: CANOPY FINANCIAL, INC., Debtor, Bankruptcy No.: 09-44943 (Bankr. N.D. Ill.). Gus Paloian, as trustee of the bankruptcy estate of Canopy Financial, Inc., filed suit to recover funds from one of Canopy's bankers, Fifth Third Bank, one of its shareholders, Fifth Third Investment Company, and one of its board members, Charles Drucker, for their alleged roles in a fraud committed against Canopy by two of its officers. The fraud involved the officers' use of a corporate credit card for personal spending sprees. Fifth Third, the issuer of the credit card, also held Canopy's operating accounts and took payment for the outstanding credit card balances from the company's operating funds. Mr. Paloian seeks to recover the transfers to Fifth Third and to receive damages from the bank for unjust enrichment and from Drucker and FTIC for alleged breach of fiduciary duty. On the other hand, the Defendants contend that the credit card account balances were debts properly charged to Canopy and properly paid from the company's funds, and that these facts defeat Mr. Paloian's claims to recover the funds and for unjust enrichment damages. The Defendants also assert that Mr. Drucker breached no fiduciary duty owed to Canopy. The Defendants seek summary judgment on nine of the ten claims of Mr. Paloian's complaint. Judge Wood denied the Defendants' motion for summary judgment as to the Counts 2, 3, 4, 5, 6, 7, and 12, and granted as to Counts 8, 9, 10, and 11. Judge Wood ruled that the Defendants offer no evidence other than Kashyap's invocation of the privilege to show that he knew about the account. His failure to answer, standing alone, is insufficient to permit a conclusion at this stage that he knew of the credit card account under circumstances that should have prompted him to dispute its propriety, Judge Wood said. Although the fraud committed by Blackburn and Banas was clearly significant to Canopy, Mr. Paloian has not presented evidence that its seriousness was demonstrated to Mr. Drucker on any sustained or systematic basis, Judge Wood added. The other corporate failures alleged by Mr. Paloian to be red flags that should have been identified by Mr. Drucker were of no greater magnitude or frequency, the Court said. Mr. Paloian has not produced evidence of disputed material facts sufficient to defeat the Defendants' motion for summary judgment on the claims against Mr. Drucker for breach of fiduciary duty, Judge Wood further ruled. This finding dictates an identical disposition of Mr. Paloian's related claim that Fifth Third and FTIC aided and abetted Mr. Drucker's breaches of fiduciary duty. The Court concluded that disputed issues of material fact preclude a finding that Blackburn was authorized to bind Canopy to the credit card agreement. The Defendants are not entitled to a determination at this stage that, as a matter of law, the transfers from Canopy to pay the card balances were in satisfaction of the company's debts and were exchanges for reasonably equivalent value, Judge Wood further ruled. A full-text copy of Judge Wood's Memorandum Opinion and Order is available at http://is.gd/aqsevffrom Leagle.com. Christopher James Harney, Esq. -- charney@seyfarth.com -- Christopher F. Robertson, Esq. -- crobertson@seyfarth.com -- Jason Jon DeJonker, Esq. -- jdejonker@seyfarth.com -- Michael Ryan Pinkston, Esq. -- rpinkston@seyfarth.com -- and Ryan Pinkston, Esq. -- rpinkston@seyfarth.com -- of Seyfarth Shaw LLP, and Andrew Vernon Banas, Esq., at Squire Sanders (US) LLP serve as counsel for Plaintiff Gus A Paloian, not individually but sole as Chapter 7 trustee for Canopy Financial, Inc. Daniel C. Morgenstern, Esq. -- dcmorgenstern@vorys.com -- Kent A. Britt, Esq. -- kabritt@vorys.com -- and Victor A. Walton, Jr., Esq. -- vawalton@vorys.com -- of Vorys, Sater, Seymour and Pease LLP; Junilla Sledziewski, Esq. -- jsledziewski@statmanharris.com -- of Statman Harris & Eyrich, LLC; and Marc Ira Fenton, Esq. -- mfenton@bupdlaw.com -- of Brown, Udell, Pomerantz & Delrahim, Ltd. serve as counsel for Defendant Fifth Third Bank. About Canopy Financial Canopy Financial Inc., based in Chicago, provided financial processing services for the health-care industry. Canopy filed for Chapter 11 bankruptcy after discovering financial and accounting irregularities. Canopy Financial sought Chapter 11 bankruptcy protection (Bankr. N.D. Ill. Case No. 09-44943) on Nov. 25, 2009. The petition says assets are less than $10 million while debt exceeds $50 million. At the end of the year, the Court ordered the conversion of the case to a Chapter 7 liquidation. Gus Paloian was appointed as Chapter 7 trustee. CHASSIX HOLDINGS: Creditors' Panel Taps CohnReznick as Tax Advisor ------------------------------------------------------------------ The Official Committee of Unsecured Creditors of Chassix Holdings, Inc. and its debtor-affiliates seeks authorization from the U.S. Bankruptcy Court for the Southern District of New York to retain CohnReznick LLP as its potential testifying expert and tax advisor with respect to the Global Settlement, nunc pro tunc to May 15, 2015. The Committee requires CohnReznick LLP to: (a) review, analyze and advise the Committee on the value of the Debtors' tax attributes, including reported net operating losses or NOLs, that the Debtors will be able to preserve pursuant to the Global Settlement; (b) review, analyze and advise the Committee on the value of the consideration provided by Platinum Equity as a result of its agreement under the Global Settlement to take, or not to take, certain actions that could impact the tax attributes of the Reorganized Debtors; (c) prepare an expert report and/or testify as to its findings regarding the value of the Debtors' tax attributes, including NOLs, and the value of the consideration provided by Platinum Equity pursuant to the Global Settlement; and (d) render other such services and assistance regarding tax issues in the Global Settlement as the Committee and Akin Gump may deem necessary with respect to which the Committee is not otherwise receiving advice and assistance from Teneo or the other Committee professionals. CohnReznick LLP will be paid at these hourly rates: Partner $600-$810 Managers, Senior Managers, Directors $440-$630 Other Professional Staff $295-$430 Paraprofessionals $195 CohnReznick LLP will also be reimbursed for reasonable out-of-pocket expenses incurred. Joseph C. Baum, director of CohnReznick LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. CohnReznick LLP can be reached at: Joseph C. Baum COHNREZNICK LLP 1212 Avenue of the Americas New York, NY 10036 Tel: (212) 297-0400 About Chassix Holdings Chassix is a global manufacturer and supplier of aluminum and iron chassis sub-frame components and powertrain products with both casting and machining capabilities. Based in Southfield, Michigan, Chassix and its subsidiaries operate 23 manufacturing facilities across six countries, providing safety critical automotive components, having content on approximately 64% of the largest platforms in North America. Their product mix maintains an even balance among trucks, minivans and SUVs, as well as small and medium size cars and cross-over vehicles. For the twelve months ended Dec. 31, 2014, the Debtors generated $1.37 billion in revenue on a consolidated basis. As of Dec. 31, 2014, the Debtors had $833 million in assets and $784 million in liabilities on a consolidated basis. Chassix Holdings, Inc., et al., sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 15-10578) in Manhattan on March 12, 2015, with a Chapter 11 plan that was negotiated with lenders and customers. Chassix, Inc., disclosed $5,880,354 in assets and $624,719,658 in liabilities as of the Chapter 11 filing. Its parent, Chassix Holdings, Inc., disclosed $0 assets and $165,571,125 in liabilities in its schedules. The Debtors have tapped Weil, Gotshal & Manges LLP, as attorneys; Lazard Freres & Co, LLC, as investment banker; FTI Consulting, Inc. to provide an interim CFO and additional restructuring services; and Prime Clerk LLC, as claims and noticing agent. The Official Committee of Unsecured Creditors appointed in the case has retained Akin Gump Strauss Hauer & Feld LLP as counsel; Teneo Securities LLC as financial advisor; and Kurtzman Carson Consultants LLC as information and noticing agent. CHASSIX HOLDINGS: July 2 Modified Plan Confirmation Hearing Set --------------------------------------------------------------- Chassix Holdings, Inc. on June 22 disclosed that Chassix and its U.S. subsidiaries have reached agreement with the Official Committee of Unsecured Creditors, the Company's existing private equity sponsor, and the informal group representing more than 73% of the Company's secured and 80% of the Company's unsecured bondholders regarding the terms of a modified restructuring and recapitalization plan for the Company. The agreement, which will result in enhanced recoveries to the Company's general unsecured creditors and unsecured noteholders, resolves potential objections to the Plan by the Committee and moves the Company one step closer to confirmation of the modified Plan. The terms of the agreement are to be incorporated on Tuesday, June 23, 2015, into a modified Plan and will be described in a supplement to the Company's Disclosure Statement; the original Disclosure Statement was approved by the United States Bankruptcy Court for the Southern District of New York. A hearing for the Court to consider confirmation of the modified Plan is scheduled to commence on July 2, 2015. "We are pleased to have reached this agreement with our creditor groups, and we believe there is now a clear path to complete Chassix's restructuring and recapitalization and emerge from Chapter 11 this summer," said Mark Allan, Chassix Chief Executive Officer. "The progress we are making in our restructuring has been further supported by our ability to improve our performance across our operations. We continue to be relentless in our efforts to provide our customers with the high-quality products they expect, and we look forward to emerging as a robust, well-capitalized global automotive supplier." The modified Plan is supported by approximately 80% of the Company's unsecured bondholders and approximately 73% of the Company's senior secured bondholders, the Unsecured Creditors Committee, the Company's existing sponsor, and all of the Company's largest customers. In addition to the enhancements described above, the modified Plan, among other things, provides for a debt-for-equity swap that will significantly reduce the Company's outstanding bond debt and debt payment obligations. Additional information regarding Chassix's restructuring is available at www.chassix.com Court filings and information about the claims process are available at https://cases.primeclerk.com/chassix or by calling Chassix's claims agent, Prime Clerk, at 844-224-1137 (or 917-962-8896 for international calls). Weil, Gotshal & Manges LLP is serving as legal counsel and Lazard Freres & Co. LLC is serving as financial advisor to Chassix. FTI Consulting is providing interim management services to Chassix, including operational evaluation, business plan development and strategy implementation. This release is not intended as a solicitation for a vote on the modified Plan. About Chassix Holdings Chassix is a global manufacturer and supplier of aluminum and iron chassis sub-frame components and powertrain products with both casting and machining capabilities. Based in Southfield, Michigan, Chassix and its subsidiaries operate 23 manufacturing facilities across six countries, providing safety critical automotive components, having content on approximately 64% of the largest platforms in North America. Their product mix maintains an even balance among trucks, minivans and SUVs, as well as small and medium size cars and cross-over vehicles. For the twelve months ended Dec. 31, 2014, the Debtors generated $1.37 billion in revenue on a consolidated basis. As of Dec. 31, 2014, the Debtors had $833 million in assets and $784 million in liabilities on a consolidated basis. Chassix Holdings, Inc., et al., sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 15-10578) in Manhattan on March 12, 2015, with a Chapter 11 plan that was negotiated with lenders and customers. Chassix Holdings estimated $500 million to $1 billion in assets and debt. The Debtors have tapped Weil, Gotshal & Manges LLP, as attorneys; Lazard Freres & Co, LLC, as investment banker; FTI Consulting, Inc. to provide an interim CFO and additional restructuring services; and Prime Clerk LLC, as claims and noticing agent. The Official Committee of Unsecured Creditors appointed in the case has retained Akin Gump Strauss Hauer & Feld LLP as counsel; Teneo Securities LLC as financial advisor; and Kurtzman Carson Consultants LLC as information and noticing agent. CHASSIX HOLDINGS: Panel Hires Zolfo Cooper as Financial Advisor --------------------------------------------------------------- The Official Committee of Unsecured Creditors of Chassix Holdings, Inc. and its debtor-affiliates seeks authorization from the U.S. Bankruptcy Court for the Southern District of New York to retain Zolfo Cooper, LLC as its potential testifying expert and limited financial advisor with respect to the Global Settlement, nunc pro tunc to May 11, 2015. The Committee requires Zolfo Cooper to: (a) advise and assist Akin Gump and the Committee on those matters relating to the Global Settlement with respect to which the Committee is not otherwise receiving advice and assistance from Teneo; (b) evaluate and advise the Committee with respect to the financial condition of the Debtors at and around the time of the payment of the Special Dividend to Platinum Equity, which was paid in or around December 2013; (c) provide an expert report and/or expert testimony as to the Debtors' financial condition at the time of, and/or as a result of, the Special Dividend; and (d) provide other services as requested by Akin Gump and the Committee in respect of the Global Settlement with respect to which the Committee is not otherwise receiving advice and assistance from Teneo. Zolfo Cooper will be paid at these hourly rates: Managing Directors $775-$925 Professional Staff $265-$770 Support Personnel $60-$310 Zolfo Cooper will also be reimbursed for reasonable out-of-pocket expenses incurred. David MacGreevey, managing director of Zolfo Cooper, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Zolfo Cooper can be reached at: David MacGreevey ZOLFO COOPER, LLC Grace Building 1114 Avenue of the Americas 41st Floor New York, NY 10036 Tel: (212) 561-4187 E-mail: dmacgreevey@zolfocooper.com About Chassix Holdings Chassix is a global manufacturer and supplier of aluminum and iron chassis sub-frame components and powertrain products with both casting and machining capabilities. Based in Southfield, Michigan, Chassix and its subsidiaries operate 23 manufacturing facilities across six countries, providing safety critical automotive components, having content on approximately 64% of the largest platforms in North America. Their product mix maintains an even balance among trucks, minivans and SUVs, as well as small and medium size cars and cross-over vehicles. For the twelve months ended Dec. 31, 2014, the Debtors generated $1.37 billion in revenue on a consolidated basis. As of Dec. 31, 2014, the Debtors had $833 million in assets and $784 million in liabilities on a consolidated basis. Chassix Holdings, Inc., et al., sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 15-10578) in Manhattan on March 12, 2015, with a Chapter 11 plan that was negotiated with lenders and customers. Chassix, Inc., disclosed $5,880,354 in assets and $624,719,658 in liabilities as of the Chapter 11 filing. Its parent, Chassix Holdings, Inc., disclosed $0 assets and $165,571,125 in liabilities in its schedules. The Debtors have tapped Weil, Gotshal & Manges LLP, as attorneys; Lazard Freres & Co, LLC, as investment banker; FTI Consulting, Inc. to provide an interim CFO and additional restructuring services; and Prime Clerk LLC, as claims and noticing agent. The Official Committee of Unsecured Creditors appointed in the case has retained Akin Gump Strauss Hauer & Feld LLP as counsel; Teneo Securities LLC as financial advisor; and Kurtzman Carson Consultants LLC as information and noticing agent. CNO FINANCIAL: S&P Revises Outlook to Pos. & Affirms 'BB+' Rating ----------------------------------------------------------------- Standard & Poor's Ratings Services said that it revised the outlook on CNO Financial Group to positive from stable. At the same time, S&P affirmed its ratings on the group and its core operating subsidiaries, including the 'BB+' long-term counterparty credit rating and 'BBB+' financial strength rating on CNO Financial Group. S&P's ratings on CNO Financial include its operating subsidiaries Bankers Conseco Life Insurance Co., Bankers Life & Casualty Co., Washington National Insurance Co., and Colonial Penn Life Insurance Co. "The positive outlook reflects CNO Financial's continued improvement of its business and financial risk profiles," said Standard & Poor's credit analyst Anthony Beato. This has been achieved through various de-risking initiatives to reduce legacy related exposures from Conseco Life Insurance Co., while reducing exposure to lifetime benefit long-term care product offerings. CNO Financial also continues to grow its sales (with a market focus on life, annuity, Medicare supplement, and supplemental health products), as measured by net annualized premiums of more than $425 million as of year-end 2014. This growth in sales continues to improve the organization's operating performance, leading to a generally accepted accounting principles (GAAP) adjusted EBIT as of year-end 2014 of $434 million, up about 31% since 2010. The organization also is focused on the profitability and margins of its product lines, reserving conservatively where necessary. The positive outlook reflects S&P's view that it could raise the ratings on CNO Financial Group in the next 18-24 months. This is based on S&P's expectation that the company will sustain its position in the middle and senior markets while further improving its robust sales growth at profitable margins, potentially through agent productivity gains. S&P also expects CNO Financial to further improve its operating performance on a GAAP basis, reporting consistent return on equity metrics in excess of 7%. This would be accomplished by reporting GAAP adjusted EBIT in excess of $375 million consistently, with expected increases in premiums earned translating to revenue in excess of $2.7 billion. "We could affirm our ratings on CNO Financial with a stable outlook if, contrary to our expectations, CNO Financial's operating performance as measured by adjusted EBIT, return on revenue, return on assets, and operating margin were to deteriorate to significantly less than our expectations for a prolonged period outside of our two-year ratings horizon. Such could be caused by significant decreases in earned premium or investment yield, by significant increases in claims incurred, or through reserve charges related to long-term care. We could also affirm the current ratings if CNO Financial were to adopt more-aggressive financial policies resulting in increases in share repurchase guidance, financial leverage metrics in excess of 35%, and EBITDA fixed-charge coverage of less than 5.0x for a prolonged period of time," S&P said. "We expect CNO Financial to maintain its upper adequate financial risk profile, as it further de-risks certain business lines while investing in operational efficiencies to improve margin across the enterprise. Through 2016, we expect CNO Financial to report top-line margin growth due to continued investment in care-management protocols in its Medicare supplement and long-term care lines of business, while improving its life sales through its operating subsidiaries. This will translate to a statutory adjusted EBIT in excess of $315 million annually, with growth in overall assets, resulting in a return on assets in excess of 175 basis points. We also expect CNO Financial to become more conservative with its capital management and deployment strategies, decreasing dividends from its operating subsidiaries to help foster growth and defend against the low interest rate environment. We expect CNO Financial to maintain capital within or above our 'BBB' ratings confidence level as measured by our risk-based capital model for the next 18-24 months. We also expect the company to maintain financial leverage of less than 35% and EBITDA fixed-charge coverage in excess of 7.0x," S&P added. COLLAVINO CONSTRUCTION: CCCI Has Until July 14 to Propose Plan -------------------------------------------------------------- The Hon. Shelley C. Chapman of the U.S. Bankruptcy Court for the Southern District of New York granted Collavino Construction Company Inc. an extension of its exclusive period to file a chapter 11 plan until July 14, 2015, and the time to solicit acceptances for that plan until Sept. 14. About Collavino Construction Family-owned The Collavino Group owns entities that operate in various sectors of the construction industry in the New York-New Jersey metropolitan area, Canada, and the Detroit metropolitan area. The Collavino Group performs contracts in both the public and private sectors as a general contractor, design-build consultant, construction manager and prime subcontractor for cast-in-place and precast concrete works. CCCI sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 14-12908) on Oct. 17, 2014 CCCL sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 15-10344) on Feb. 18, 2015. CCCL disclosed $88,418,514 in assets and $6,274,097 in liabilities as of the Chapter 11 filing. Judge Shelley C. Chapman presides over the cases. The Court has entered an order approving joint administration of the two cases. The Debtors tapped Cullen and Dykman LLP as counsel, and Peckar & Abramson, P.C., as special litigation counsel. COLLEGE PROPERTIES: Summary Judgment in Malpractice Case Affirmed ----------------------------------------------------------------- The Court of Appeals of Arizona, Division One, affirmed the superior court's grant of summary judgment in the case captioned ANTHONY DE PETRIS, an individual, and PATRICIA PALMER, an individual, Plaintiffs/Appellants, v. CLIFFORD B. ALTFELD; JOHN F. BATTAILE; ALTFELD, BATTAILE & GOLDMAN, P.C., Defendants/Appellees, NO. 1 CA-CV 13-0740 (Ariz. Ct. App., Div. One) Anthony De Petris and Patricia Palmer filed a legal malpractice action against their former lawyers Clifford B. Altfeld, John F. Battaile, and the law firm of Altfeld, Battaile & Goldman, P.C. ("law firm"), alleging that the lawyers abandoned them to become special counsel to the Bankruptcy Trustee in the Chapter 11 case of the defendants in a lawsuit they filed in Pinal County. The lawyers and the law firm successfully moved for summary judgment arguing that De Petris and Palmer had failed to demonstrate a genuine issue of material fact on the issue of causation and damages. De Petris and Palmer appealed, arguing that they presented sufficient evidence to support their contention that when their lawyers switched sides, they were abandoned, which, as a result, contributed to their damages. The appellate court, however, disagreed. It held that De Petris' deposition testimony and expert's affidavit did not establish that "but for" the lawyers switching sides to be special counsel, De Petris and Palmer would have been more successful in the Bankruptcy Court proceedings. Background De Petris and Palmer, amongst others, invested in two limited partnerships established to acquire real property for investment purposes. Years later they subsequently became concerned that the general partner of the limited partnerships, Thomas D'Ambrosino, had transferred property from the limited partnerships into other entities he controlled and, as a result, they hired a law firm in 2004 to sue D'Ambrosino and others. Altfeld and Battaile subsequently filed a complaint and an application for temporary restraining order and preliminary injunction in Pinal County against College Properties, D'Ambrosino, Black Mountain Estates, Montage, Inc., and others. Some ten months later, the limited partnership defendants in that lawsuit sought bankruptcy protection by filing Chapter 11 bankruptcy petitions that were consolidated. As a result of the automatic stay, the litigation in Pinal County was stayed until the lawyers had it removed to the Bankruptcy Court as an adversary proceeding. The lawyer for the Bankruptcy Trustee, recognizing the ground work the lawyers had done in the state court litigation, moved to appoint the lawyers and their law firm as special counsel to the Trustee to prosecute that litigation in Bankruptcy Court. The motion was granted in June 2006 subject to the law firm severing their legal relationship with their clients. The lawyers then sent De Petris and Palmer a letter informing them of the order, with a copy of the order, and advising them that they needed to hire new counsel to handle their interests in the Bankruptcy Court. De Petris and Palmer retained new counsel. The Bankruptcy Court subsequently approved the sale of the real property. Four months later, De Petris and Palmer, along with others, attended a settlement conference; the discussion continued and eventually led to a written settlement and comprehensive release. Although they objected to the terms of the proposed settlement, the proposal included sufficient funds to allow De Petris and Palmer to recover their investment and some interest. Despite their objection and opting out of the agreement, the settlement was approved by the Bankruptcy Court. Although the funds were later disbursed, the court retained the settlement funds for De Petris and Palmer. De Petris and Palmer unsuccessfully appealed the approved settlement to the United States Bankruptcy Appellate Panel of the Ninth Circuit. The Trustee, as a result, was allowed to levy surcharges against their share of the settlement funds for unnecessarily increasing the cost of litigation, which depleted nearly all of their $128,680.20 in retained funds. De Petris and Palmer then filed the legal malpractice action. A copy of the May 26, 2015 memorandum decision is available at http://is.gd/6rVwVyfrom Leagle.com. The Nathanson Law Firm, Scottsdale, By Philip J. Nathanson, Alon Stein, Counsel for Plaintiffs/Appellants. Broening, Oberg, Woods & Wilson, PC, Phoenix, By Donald Wilson, Jr. -- dwj@bowwlaw.com -- Jathan P. McLaughlin -- jpm@bowwlaw.com -- Counsel for Defendants/Appellees. Headquartered in Phoenix, Arizona, College Properties 1 & 2 Limited Partners filed for chapter 11 protection on June 3, 2005 (Bankr. D. Ariz. Case No. 05-10095). John T. Ryan, Esq., of Phoenix, Arizona, represented the Debtor in its restructuring efforts. When the Debtor filed for protection from its creditors, it estimated assets and debts between $1 million to $10 million. The Bankruptcy Court later named Brian Mullen as the Chapter 11 Trustee and authorized him to employ Osborn Maledon P.A. as his counsel. COLT DEFENSE: Canada Court Issues Recognition Order --------------------------------------------------- The Ontario Superior Court of Justice issued an initial recognition order and a supplemental order recognizing the Chapter 11 cases of Colt Holding Company LLC and its debtor-affiliates as "foreign main proceeding"; and named Colt Holding as the foreign representative of the Chapter 11 Debtors. Counsel to the foreign representative is: Gowling Lafleur Henderson LLP 100 King Street West, Suite 1600 Toronto, Ontario M5X 1G5 Attention: Jennifer Stam Tel: 416.862.5697 Fax: 416.862.7661 Email: jennifer.stam@gowlings.com About Colt Colt Defense LLC is one of the world's oldest and most iconic designers, developers, and manufacturers of firearms for military, law enforcement, personal defense, and recreational purposes and was founded over 175 years ago by Samuel Colt, who patented the first commercial successful revolving cylinder firearm in 1836 and began supplying U.S. and international military customers with firearms in 1847. Colt is incorporated in Delaware and headquartered in West Hartford, Connecticut. In 1992, Colt Manufacturing Company, then the principal operating subsidiary, filed chapter 11 petitions in the U.S. Bankruptcy Court for the District of Connecticut. An investment by Zilkha & Co. allowed CMC to confirm a chapter 11 plan and emerge from bankruptcy in 1994. Sometime after 1994, majority ownership of the Company transitioned from Zilkha & Co. to Sciens Capital Management. On June 14, 2015, Colt Holding Company LLC and 9 affiliates, including Colt Defense LLC, filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code to pursue a sale of the assets as a going concern. The cases are pending joint administration under Case No. 15-11296 (Bankr. D. Del.). Colt Defense estimated $100 million to $500 million in assets and debt. The Debtors tapped Richards, Layton & Finger, P.A., and O'Melveny & Myers LLP, as attorneys, and Kurtzman Carson Consultants LLC as claims and noticing agent. COLT DEFENSE: Terms of Cortland's $6.67 Million DIP Loan -------------------------------------------------------- Colt Defense LLC and certain of its subsidiaries and affiliates on June 16, 2015, entered into a Senior Secured Super-Priority Debtor-in-Possession Credit Agreement dated as of June 16, 2015 with Cortland Capital Market Services LLC, as agent, and certain lenders party thereto from time to time. The Senior DIP Credit Agreement provides for a term loan commitment of up to approximately $6.67 million consisting of an initial term loan of approximately $2.00 million and, subject to certain conditions being met, including the entry of certain orders by the bankruptcy court, subsequent additional draws of approximately $1.33 million and $3.33 million. Under the Senior DIP Credit Agreement, the Company's obligations are secured by a first-priority security interest in substantially all of its assets (other than intellectual property), including accounts receivable, inventory and certain other collateral, and a second-priority security interest in the intellectual property. The Senior DIP Credit Agreement provides for the accrual of interest at a fixed rate of 12.5% per annum payable in cash monthly in arrears. The Senior DIP Credit Agreement matures on the earliest of: (i) October 14, 2015, (ii) the closing date of the Company's previously disclosed contemplated Section 363 sale, (iii) the substantial consummation of a plan of reorganization or liquidation filed in the chapter 11 cases that is confirmed by the bankruptcy court and recognized by the Ontario Superior Court of Justice (Commercial List), and (iv) the date of acceleration of the term loan under the Senior DIP Credit Agreement. The Senior DIP Credit Agreement limits the Company's ability to incur additional indebtedness, make certain investments or restricted payments, pay dividends and merge, acquire or sell assets. The Senior DIP Credit Agreement requires the Company to comply with financial covenants which primarily relate to limiting the amount of capital expenditures of the Company, maintaining a minimum amount of collateral (measured as the sum of cash and cash equivalents, undrawn commitments under the Senior DIP Credit Agreement and the Term DIP Loan Agreement, inventory and accounts receivable, each as determined in accordance with the Senior DIP Credit Agreement) and a minimum amount of inventory. The Senior DIP Credit Agreement also requires the Company to comply with an approved budget subject to limited variances in respect of its disbursements and receipts. The Company is in compliance with the financial covenants. The Senior DIP Credit Agreement also contains customary events of default including, but not limited to, no material litigation or defaults under material contracts and no material adverse change, as well as events of default involving cases under chapter 11 of title 11 of the United States Code, including but not limited to, the Company's compliance with orders of the bankruptcy court. Proceeds from the term loan under the Senior DIP Credit Agreement will be used to provide liquidity for the Company, including liquidity to allow the Company to continue to manage its properties and operate its business as debtor-in-possession in accordance with the applicable provisions of the Bankruptcy Code and the orders of the bankruptcy court while implementing the Section 363 sale process; provided that the use of proceeds is limited by a budget that is subject to the approval of the lenders party to the Senior DIP Credit Agreement. A copy of the Senior Secured Super-Priority Debtor-in-Possession Credit Agreement, dated as of June 16, 2015, by and among the Company, Cortland, as agent, and certain lenders party thereto from time to time, is available at http://is.gd/8UiwCp Cortland may be reached at: Cortland Capital Market Services LLC 225 W. Washington Street, Suite 2100 Chicago, IL 60606 Attn: Ryan Morick and Legal Department Fax: (312) 376-0751 E-mail: ryan.morick@cortlandglobal.com legal@cortlandglobal.com Cortland is represented by: HOLLAND & KNIGHT LLP 131 S. Dearborn Street, 30th Floor Chicago, IL 60603 Attn: Joshua M. Spencer, Esq. Fax: (312) 578-6666 E-mail: Joshua.spencer@hklaw.com - and - STROOCK & STROOCK & LAVAN LLP 180 Maiden Lane New York, NY 10038 Attn: Brett Lawrence, Esq. Fax: (212) 806-6006 - and - OSLER, HOSKIN & HARCOURT LLP Box 50, 1 First Canadian Place Toronto, ON M5X 1B8 Attn: Richard Borins, Esq. Tracy Sandler, Esq. Fax: 416-862-6666 E-mail: rborins@osler.com tsandler@osler.com About Colt Colt Defense LLC is one of the world's oldest and most iconic designers, developers, and manufacturers of firearms for military, law enforcement, personal defense, and recreational purposes and was founded over 175 years ago by Samuel Colt, who patented the first commercial successful revolving cylinder firearm in 1836 and began supplying U.S. and international military customers with firearms in 1847. Colt is incorporated in Delaware and headquartered in West Hartford, Connecticut. In 1992, Colt Manufacturing Company, then the principal operating subsidiary, filed chapter 11 petitions in the U.S. Bankruptcy Court for the District of Connecticut. An investment by Zilkha & Co. allowed CMC to confirm a chapter 11 plan and emerge from bankruptcy in 1994. Sometime after 1994, majority ownership of the Company transitioned from Zilkha & Co. to Sciens Capital Management. On June 14, 2015, Colt Holding Company LLC and 9 affiliates, including Colt Defense LLC, filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code to pursue a sale of the assets as a going concern. The cases are pending joint administration under Case No. 15-11296 (Bankr. D. Del.). Colt Defense estimated $100 million to $500 million in assets and debt. The Debtors tapped Richards, Layton & Finger, P.A., and O'Melveny & Myers LLP, as attorneys, and Kurtzman Carson Consultants LLC as claims and noticing agent. COLT DEFENSE: Terms of Wilmington's $13.33 Million DIP Loan ----------------------------------------------------------- Colt Defense LLC and certain of its subsidiaries and affiliates on June 16, 2015, entered into a Senior Secured Superpriority Debtor-in-Possession Term Loan Agreement dated as of June 16, 2015 with Wilmington Savings Fund Society, FSB, as agent, and certain lenders party thereto from time to time. The Term DIP Loan Agreement provides for a term loan commitment of up to approximately $13.33 million consisting of an initial term loan of approximately $4.00 million and, subject to certain conditions being met, including the entry of certain orders by the bankruptcy court, subsequent additional draws of approximately $2.67 million and $6.67 million. Under the Term DIP Loan Agreement, the Company's obligations are secured by a first-priority security interest in its intellectual property and a second-priority security interest in substantially all of its assets other than its intellectual property, including accounts receivable, inventory and certain other collateral. The Term DIP Loan Agreement provides for the accrual of interest at a fixed rate of 12.5% per annum payable in cash monthly in arrears. The Senior DIP Credit Agreement matures on the earliest of: (i) October 14, 2015, (ii) the closing date of the Company's previously disclosed contemplated Section 363 sale, (iii) the substantial consummation of a plan of reorganization or liquidation filed in the chapter 11 cases that is confirmed by the bankruptcy court and recognized by the Ontario Superior Court of Justice (Commercial List) and (iv) the date of acceleration of the term loan under the Term DIP Loan Agreement. The Term DIP Loan Agreement limits the Company's ability to incur additional indebtedness, make certain investments or restricted payments, pay dividends and merge, acquire or sell assets. The Term DIP Loan Agreement requires the Company to comply with financial covenants which primarily relate to limiting the amount of capital expenditures of the Company, maintaining a minimum amount of collateral (measured as the sum of cash and cash equivalents, undrawn commitments under the Senior DIP Credit Agreement and the Term DIP Loan Agreement, inventory and accounts receivable, each as determined in accordance with the Term DIP Loan Agreement) and a minimum amount of inventory. The Term DIP Loan Agreement also requires the Company to comply with an approved budget subject to limited variances in respect of its disbursements and receipts. The Company is in compliance with the financial covenants. The Term DIP Loan Agreement also contains customary events of default including, but not limited to, no material litigation or defaults under material contracts and no material adverse change, as well as events of default involving cases under the Bankruptcy Code, including but not limited to, the Company's compliance with orders of the bankruptcy court. Proceeds from the term loan under the Term DIP Loan Agreement will be used to provide liquidity for the Company, including liquidity to allow the Company to continue to manage its properties and operate its business as debtor-in-possession in accordance the applicable provisions of the Bankruptcy Code and the orders of the bankruptcy court while implementing the Section 363 sale process; provided that the use of proceeds is limited by a budget that is subject to the approval of the lenders party to the Term DIP Loan Agreement. A copy of the Senior Secured Superpriority Debtor-in-Possession Term Loan Agreement, dated as of June 16, 2015, by and among the Company, Wilmington, as agent, and certain lenders party thereto from time to time, is available at http://is.gd/1qQO8T Wilmington may be reached at: Wilmington Savings Fund Society, FSB 500 Delaware Avenue, 11th Floor Wilmington, DE 19801 Attn: Kristin Moore Fax: (302) 421-9137 Tel: (302) 573-3239 E-mail: kmoore@wsfsbank.com Wilmington is represented by: PRYOR CASHMAN LLP 7 Times Square New York, NY 10036 Attn: Eric M. Hellige, Esq. Fax: (212) 798-6380 Tel: (212) 326-0846 E-mail: ehellige@pryorcashman.com - and - WILLKIE FARR & GALLAGHER LLP 787 Seventh Avenue New York, NY 10019 Attn: Leonard Klingbaum, Esq. Fax: (212) 728-9290 Tel: (212) 728-8290 E-mail: lklingbaum@willkie.com About Colt Colt Defense LLC is one of the world's oldest and most iconic designers, developers, and manufacturers of firearms for military, law enforcement, personal defense, and recreational purposes and was founded over 175 years ago by Samuel Colt, who patented the first commercial successful revolving cylinder firearm in 1836 and began supplying U.S. and international military customers with firearms in 1847. Colt is incorporated in Delaware and headquartered in West Hartford, Connecticut. In 1992, Colt Manufacturing Company, then the principal operating subsidiary, filed chapter 11 petitions in the U.S. Bankruptcy Court for the District of Connecticut. An investment by Zilkha & Co. allowed CMC to confirm a chapter 11 plan and emerge from bankruptcy in 1994. Sometime after 1994, majority ownership of the Company transitioned from Zilkha & Co. to Sciens Capital Management. On June 14, 2015, Colt Holding Company LLC and 9 affiliates, including Colt Defense LLC, filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code to pursue a sale of the assets as a going concern. The cases are pending joint administration under Case No. 15-11296 (Bankr. D. Del.). Colt Defense estimated $100 million to $500 million in assets and debt. The Debtors tapped Richards, Layton & Finger, P.A., and O'Melveny & Myers LLP, as attorneys, and Kurtzman Carson Consultants LLC as claims and noticing agent. COLT HOLDING: Delays Showdown with Bondholders ---------------------------------------------- Peg Brickley and Stephanie Gleason, writing for The Wall Street Journal, reported that Colt Defense LLC has pushed back until today, June 24, a planned showdown with bondholders that are offering what they say is a superior financing package to get the company through bankruptcy. According to the report, Colt's lawyers say it wants to take more time to review the loan offer from bondholders, which is an alternative to a deal the company brought with it to bankruptcy court last week. Colt asked for the adjournment in an emergency hearing last June 19 before Judge Laurie Silverstein, seeking "additional time for a consensual resolution of the otherwise costly litigation," in the words of company lawyer John Rapisardi, the Journal related. About Colt Colt Defense LLC is one of the world's oldest and most iconic designers, developers, and manufacturers of firearms for military, law enforcement, personal defense, and recreational purposes and was founded over 175 years ago by Samuel Colt, who patented the first commercial successful revolving cylinder firearm in 1836 and began supplying U.S. and international military customers with firearms in 1847. Colt is incorporated in Delaware and headquartered in West Hartford, Connecticut. In 1992, Colt Manufacturing Company, then the principal operating subsidiary, filed chapter 11 petitions in the U.S. Bankruptcy Court for the District of Connecticut. An investment by Zilkha & Co. allowed CMC to confirm a chapter 11 plan and emerge from bankruptcy in 1994. Sometime after 1994, majority ownership of the Company transitioned from Zilkha & Co. to Sciens Capital Management. On June 14, 2015, Colt Holding Company LLC and 9 affiliates, including Colt Defense LLC, filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code to pursue a sale of the assets as a going concern. The cases are pending joint administration under Case No. 15-11296 (Bankr. D. Del.). Colt Defense estimated $100 million to $500 million in assets and debt. The Debtors tapped Richards, Layton & Finger, P.A., and O'Melveny & Myers LLP, as attorneys, and Kurtzman Carson Consultants LLC as claims and noticing agent. COLT HOLDING: Proposes to Sell Assets to Sciens Capital ------------------------------------------------------- Colt Holding Company LLC, et al., seek authority from the U.S. Bankruptcy Court for the District of Delaware to sell substantially all of their assets to Sciens Capital Management. The aggregate consideration the Debtors will receive under the Stalking Horse Agreement will be: (i) the assumption of the Senior Loan, the Term Loan and DIP Facccilllity; (ii) the assumption of certain liabilities, and (iii) the assumption of certain executory contracts and unexpired leases. Prior to the Petition Date, Sciens indicated that it will contribute $5 million in incremental capital in the form of non-cash pay preferred equity and an increase in the amount of notes offered to Senior Noteholders by approximately $34 million, from $78.3 million to $112.5 million. Scien's sponsorship was included in a restructuring support agreement, which served as the backbond of a prepackaged plan. The prepackaged plan, however, was rejected by Senior Noteholders. In order to maximize the value of the Debtors' assets, the Debtors propose to sell the assets through a public auction. The deadline for a potential bidder to submit bids is July 30. If two or more bids are received, an auction will be conducted at the offices of O'Melveny & Myers LLP, in New York, and commence on Aug. 3, at 10:00 a.m. (EDT). The Debtors propose that the sale hearing be conducted by the Court on Aug. 7. Objections must be filed no later than July 31. About Colt Colt Defense LLC is one of the world's oldest and most iconic designers, developers, and manufacturers of firearms for military, law enforcement, personal defense, and recreational purposes and was founded over 175 years ago by Samuel Colt, who patented the first commercial successful revolving cylinder firearm in 1836 and began supplying U.S. and international military customers with firearms in 1847. Colt is incorporated in Delaware and headquartered in West Hartford, Connecticut. In 1992, Colt Manufacturing Company, then the principal operating subsidiary, filed chapter 11 petitions in the U.S. Bankruptcy Court for the District of Connecticut. An investment by Zilkha & Co. allowed CMC to confirm a chapter 11 plan and emerge from bankruptcy in 1994. Sometime after 1994, majority ownership of the Company transitioned from Zilkha & Co. to Sciens Capital Management. On June 14, 2015, Colt Holding Company LLC and 9 affiliates, including Colt Defense LLC, filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code to pursue a sale of the assets as a going concern. The cases are pending joint administration under Case No. 15-11296 (Bankr. D. Del.). Colt Defense estimated $100 million to $500 million in assets and debt. The Debtors tapped Richards, Layton & Finger, P.A., and O'Melveny & Myers LLP, as attorneys, and Kurtzman Carson Consultants LLC as claims and noticing agent. COLT HOLDING: Seeks to Obtain $20.0-Mil. in DIP Loans ----------------------------------------------------- Colt Holding Company LLC, et al., seek authority from the U.S. Bankruptcy Court for the District of Delaware to obtain postpetition secured debtor-in-possession financing in an aggregate principal amount of up to $20.0 million. The DIP Loan consists of (i) a $6,666,667 DIP Facility from Cortland Capital Market Services, LLC, as agent for a consortium of lenders; and (ii) a $13,333,333 DIP Facility from Wilmington Savings Fund Society, FSB, as agent for a consortium of lenders. The DIP Facilities accrue interest at 12.5% per annum. The Debtors also seek authority to use cash collateral securing their prepetition indebtedness. As of June 15, 2015, the Debtors' funded debt totals approximately $357.6 million. According to John J. Rapisardi, Esq., at O'Melveny & Myers LLP, in New York, the Debtors cannot continue to both compete in a competitive marketplace and service existing orders without the liquidity and working capital offered by the DIP Facilities. Nikhil Menon, a managing director of Perella Weinberg Partners LP, which is one of the lead restructuring advisors involved in the Debtors' bankruptcy cases, filed a declaration stating that of the lenders that expressed an interest in providing postpetition financing to the Debtors, none offered terms that were as favorable, let along more favorable, than the terms of the DIP Facilities. Mr. Menon says no lender was willing to provide financing backed by junior liens on the Debtors' collateral. In connection with the proposed DIP Facilities, the Debtors also seek Court authority to file under seal letters to pay certain non-refundable fees to the DIP Agents or lenders. Due to the sensitive and confidential nature of the contents of the Fee Letters, the DIP Agents and Lenders have required that the Fee Letters not be disclosed publicly, but have consented to the Debtors' provision of the Fee Letters on a confidential basis to the U.S. Trustee and counsel to the Prepetition Lenders, and the filing of the Fee Letters under seal. The Debtors are also represented by Mark D. Collins, Esq., and Jason M. Madron, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware; and Peter Friedman, Esq., and Joseph Zujkowski, Esq., at O'Melveny & Myers LLP, in New York. About Colt Colt Defense LLC is one of the world's oldest and most iconic designers, developers, and manufacturers of firearms for military, law enforcement, personal defense, and recreational purposes and was founded over 175 years ago by Samuel Colt, who patented the first commercial successful revolving cylinder firearm in 1836 and began supplying U.S. and international military customers with firearms in 1847. Colt is incorporated in Delaware and headquartered in West Hartford, Connecticut. In 1992, Colt Manufacturing Company, then the principal operating subsidiary, filed chapter 11 petitions in the U.S. Bankruptcy Court for the District of Connecticut. An investment by Zilkha & Co. allowed CMC to confirm a chapter 11 plan and emerge from bankruptcy in 1994. Sometime after 1994, majority ownership of the Company transitioned from Zilkha & Co. to Sciens Capital Management. On June 14, 2015, Colt Holding Company LLC and 9 affiliates, including Colt Defense LLC, filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code to pursue a sale of the assets as a going concern. The cases are pending joint administration under Case No. 15-11296 (Bankr. D. Del.). Colt Defense estimated $100 million to $500 million in assets and debt. The Debtors tapped Richards, Layton & Finger, P.A., and O'Melveny & Myers LLP, as attorneys, and Kurtzman Carson Consultants LLC as claims and noticing agent. CONSTAR INT'L: Exclusive Solicitation Period Extended to Aug. 19 ---------------------------------------------------------------- Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the District of Delaware extended the exclusive filing period of Capsule International Holdings LLC, f/k/a Constar International Holdings LLC, et al., through and including June 19, 2015, and their exclusive solicitation period through and including Aug. 19, 2015. The Debtors' exclusive right to file a plan and solicit acceptances of a Chapter 11 plan continues to be terminated solely to the extent necessary to permit the Official Committee of Unsecured Creditors to propose and solicit votes to accept a Chapter 11 plan for the Debtors. According to the Debtors' counsel, Evan T. Miller, Esq., at Bayard, P.A., in Wilmington, Delaware, "[t]he Debtors believe that ample cause exists to further extend their Exclusive Periods. Since the entry of the First, Second, Third, Fourth, Fifth, and Sixth Exclusivity Orders, the Debtors have been working diligently with the Creditors' Committee and their retained professionals to liquidate the Debtors' remaining assets, reconcile claims, and investigate potential claims and causes of action held by the Debtors' estates, which the Committee believes are the main issues that must be resolved before the Committee may propose a confirmable chapter 11 plan. The Debtors and the Committee, through, inter alia, their joint retention of Diamond, have made and continue to make substantial progress in their ongoing investigation and effort to liquidate the Lender KEIP claims." Mr. Miller adds that as a result, the Debtors are seeking an extension of their Exclusive Periods in order to effectuate the Committee's proposal of the Plan and solicitation of votes in support thereof as contemplated by the Term Sheet. About Constar International Privately held Constar International Holdings and nine affiliated debtors (nka Capsule International Holdings, et al.) filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-13281) on Dec. 19, 2013. Constar, which manufactures plastic containers, is represented by Michael J. Sage, Esq., Brian E. Greer, Esq., Stephen M. Wolpert, Esq., and Janet Bollinger Doherty, Esq., at Dechert LLP; and Robert S. Brady, Esq., and Sean T. Greecher, Esq., at Young Conaway Stargatt & Taylor, LLP. Prime Clerk LLC serves as the Debtors' claims and noticing agent, and administrative advisor. Lincoln Partners Advisors LLC serves as the Debtors' financial advisor. Judge Christopher S. Sontchi oversees the 2013 case. This is Constar International's third bankruptcy. Constar first filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 08-13432) in December 2008, with a pre-negotiated Chapter 11 Plan and emerged from bankruptcy in May 2009. Constar and its affiliates returned to Chapter 11 protection (Bankr. D. Del. Case No. 11-10109) on Jan. 11, 2011, with a pre-negotiated Chapter 11 plan and emerged from bankruptcy in June 2011. The new petition listed assets worth less than $100 million against $123 million on three layers of secured debt. Attorneys at Brown Rudnick LLP represent the official committee of unsecured creditors. The Committee retained Alvarez & Marsal North America LLC as its financial advisor. Counsel to Wells Fargo Capital Finance, LLC, the revolving loan agent, is Andrew M. Kramer, Esq., at Otterbourg P.C. On Feb. 10, 2014, the Bankruptcy Court authorized Constar to sell certain assets to Plastipak Packaging, Inc., a global manufacturer of rigid plastic packaging. The Court determined that Plastipak's $102,450,000 offer for the Debtors' U.S. assets bested the offers from Amcor Rigid Plastics USA, Inc., and Envases Universales De Mexico S.A.P.I. De C.V. during a Feb. 6 auction. Separately, the Court authorized Constar to sell a facility in Havre de Grace, Maryland, to Smucker Natural Foods, Inc., for $3 million. There was no other bidder for the Maryland facility. The sole director of debtor Constar International U.K. Limited has appointed Daniel Francis Butters and Nicolas Guy Edwards of Deloitte LLP as administrators. The U.K. Administration Proceeding follows the closing of the sale of the U.K. assets to Sherburn Acquisition Limited. The Delaware Bankruptcy Judge authorized the U.S. Debtors to sell the U.K. Assets to Sherburn for GBP3,512,727, (or US$7,046,000), less the deposit in the sum of US$1,250,000. Secured lender Black Diamond Commercial Finance, LLC, as DIP note agent, and Wells Fargo Capital Finance, LLC, as DIP revolving agent and agent under the revolving loan facility, consented to the administration of Constar U.K. and the appointment of the Joint Administrators. In view of the asset sales in the U.S. and the U.K., the Debtors changed their corporate trade names -- and with the Bankruptcy Court's consent, their bankruptcy case caption -- to Capsule Group Holdings, Inc.; Capsule Intermediate Holdings, Inc.; Capsule Group, Inc.; Capsule International LLC; Capsule DE I, Inc.; Capsule DE II, Inc.; Capsule PA, Inc.; Capsule Foreign Holdings, Inc.; and Capsule International U.K. Limited (Foreign). CORINTHIAN COLLEGES: Few Students Expected to File Claims --------------------------------------------------------- Stephanie Gleason, writing for The Wall Street Journal, reported that only a fraction of former students are likely to file a claim in Corinthian Colleges Inc.'s bankruptcy case, according to a law firm representing them, as students armed with little information face numerous administrative tasks to recoup losses. "If the process goes as it is, maybe 6% of students will file the appropriate papers," Mark Rosenbaum of Public Counsel, which is one of the law firms representing students in Corinthian's bankruptcy case, told the Journal. Students have until July 20 to complete the forms, or they could forfeit their right to any recovery in Corinthian's bankruptcy case, the Journal noted. 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. The U.S. Trustee for Region 3 appointed five creditors to serve on an official committee of unsecured creditors. CORINTHIAN COLLEGES: Has Nod to Conduct & Consummate Asset Sales ---------------------------------------------------------------- The Hon. Kevin J. Carey of the U.S. Bankruptcy Court for the District of Delaware has authorized Corinthian Colleges, Inc., et al., to conduct and consummate asset sales exceeding the thresholds set forth in the de minimis asset sale order. On May 6, 2015, the Debtors sought the Court's authorization ton conduct and consummate the asset sales. On May 12, 2015, San Joaquin Valley College, Inc., offered to purchase from Debtor Rhodes College, Inc., assets as described at: http://is.gd/euhbdG The aggregate purchase price for the purchased assets is $200,000. On May 27, the Court also authorized the retention and employment of FTI Consulting, Inc., as crisis manager and designation of William J. Nolan as chief restructuring officer nunc pro tunc to the Petition Date. As reported by the Troubled Company Reporter on May 22, 2015, the Debtors wanted FTI Consulting to, among other things: (a) assist the Debtors in connection with their efforts in their Chapter 11 cases; (b) lead sale processes for the Debtors' assets; and (c) negotiate, on behalf of the Debtors, proposals received for the purchase of the Debtors' assets; 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. The U.S. Trustee for Region 3 appointed five creditors to serve on an official committee of unsecured creditors. CORINTHIAN COLLEGES: Wants Consulting Pact With Great American -------------------------------------------------------------- Corinthian Colleges, Inc., et al., are seeking the permission of the U.S. Bankruptcy Court for the District of Delaware to enter into consulting/auction agreement with Great American Global Partners, LLC, and selling its assets in accordance with the agreement. A hearing on the Debtors' request is set for June 30, 2015, at 2:00 p.m. (ET). Any objection to the motion must be filed by June 23, 2015, at 4:00 p.m. (ET). Pursuant to the terms of the Consulting Agreement, GAGP will serve as an independent consultant to the Debtors in connection with an orderly liquidation sale of the Debtors' assets and equipment at the facilities located at 2131 Technology Place, Long Beach, CA 90810, and 420 Whitney Place, Fremont, CA 94539, to be conducted by GAGP on behalf of the Debtors, followed by an auction of the Assets at the Fremont and Long Beach locations and/or on the Internet. GAGP anticipates that the auction of the Assets will begin on the date that the Court enters an order approving the Debtors' motion for authorization to enter into the Consulting Agreement, and last no more than 60 days; provided that the sale termination date may be changed or extended if mutually agreed upon in writing by the Debtors and GAGP. Among other things, GAGP will: (i) provide full time supervisors to supervise and conduct the sale; (ii) lot, tag, photograph and catalogue the Assets; (iii) oversee the liquidation and disposal of the Assets from the Facilities; provided, however, the consultant reserves the right to abandon at the Facilities any Assets that have not been sold by the sale termination date; (iv) determine and implement appropriate marketing to effectively sell the Assets during the sale term; (v) determine pricing of the Assets if sold prior to the auction; (vi) oversee execution of the Sale, invoicing and collection of proceeds from buyers; (vii) provide other related services deemed necessary or prudent by the Debtors and the consultant under the circumstances; and (viii) provide the Debtors with reporting and reconciliation of all accounting information. Under the terms of the Consulting Agreement, GAGP has guaranteed the Debtors that the proceeds generated from the sale of the Assets will be no less than $1.535 million. GAGP is required to pay the guaranteed amount to the Debtors within 48 hours of the Court entering the approval order; which will subsequently be paid to GAGP from the first $1.535 million in proceeds collected from the sale of the Assets. The next available proceeds in the amount of an additional $100,000 will be used to reimburse GAGP for the payment of sale expenses. The sale expenses include actual direct operating expenses reasonably incurred by GAGP in connection with the sale, provided that GAGP will not be responsible for occupancy or related costs for the Facilities unless the sale extends beyond the anticipated sale termination date. Any additional proceeds received from the sale (above $1.635 million) will be split 95% to the Debtors and 5% to GAGP. GAGP will also charge buyers (i) a 15% buyer's premium with regards to Assets sold and (ii) a 3% bidding surcharge with regards to Assets sold pursuant to online bidding. A copy of the Consulting Agreement is available for free at: http://is.gd/PqD0G7 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. The U.S. Trustee for Region 3 appointed five creditors to serve on an official committee of unsecured creditors. CTPARTNERS EXECUTIVE: Sale Negotiation Exclusivity Period Expires ----------------------------------------------------------------- CTPartners Executive Search, Inc., on June 22 disclosed that the exclusivity period for its negotiations with DHR International Inc. regarding an acquisition of the Company expired late last week with no definitive agreement for the sale of the Company as a whole having been reached. The Company's business and financial condition have continued to deteriorate as consultant departures have continued through the second quarter of 2015. The Company has been informed that DHR is seeking to acquire certain of the Company's assets in a transaction with the Company's lenders, who have the right to acquire those assets pursuant to the underlying debt documents. DHR has indicated that it expects to employ many of the Company's consultants and employees. There is no assurance that any such transaction will be completed, and, if completed, the proceeds of such a transaction are not likely to be sufficient to satisfy all of the Company's obligations to its lenders and other creditors, and are not expected to result in any payment to the Company's shareholders. The Company expects that it would need additional funding to continue operating beyond June 30, 2015 but does not anticipate obtaining adequate funds from its current lenders or otherwise. Consequently, the Company intends to wind down its remaining operations in an orderly manner, but it may be required cease operations entirely or seek bankruptcy protection. About CTPartners CTPartners is a global executive search firm that is designed to deliver in-depth expertise, creative strategies, and outstanding results to clients worldwide. Committed to a philosophy of partnering with its clients, CTPartners offers a proven track record in C-Suite, top executive, and board searches, as well as extensive experience in serving private equity and venture capital firms. From its 44 offices in 24 countries, CTPartners serves clients with a global organization of more than 500 professionals and employees, offering expertise in board advisory services, key leadership functions, and executive recruiting services in the financial services, life sciences, industrial, professional services, retail and consumer, and technology, media and telecom industries. DAE AVIATION: S&P Assigns 'B-' Rating on New $925MM Secured Loan ---------------------------------------------------------------- Standard & Poor's Ratings Services said that it has assigned its 'B-' issue-level rating and '3' recovery rating on DAE Aviation Holdings Inc.'s proposed $925 million secured term loan due 2022. The '3' recovery rating indicates S&P's expectations of average (50%-70%; lower end of the range) recovery in the event of a default. At the same time, S&P assigned its 'CCC' issue-level rating and '6' recovery rating on the company's proposed $485 million senior unsecured notes due 2023. The '6' recovery rating on the notes indicates S&P's expectations of negligible (0%-10%) recovery in the event of a default. The issue ratings on the term loan and the notes are based on our likely downgrade of DAE to 'B-' and are not being placed on CreditWatch. These ratings will be withdrawn if the deal does not close. S&P's 'B' corporate credit rating on DAE Aviation Holdings Inc. remains on CreditWatch, where it was placed with negative implications on May 27, 2015. If the terms of the deal are similar to those presented to S&P's by management, it expects to lower its rating on DAE to 'B-' when the deal closes and assign a stable outlook. "Our likely downgrade of DAE Aviation Holdings Inc. reflects our expectation that the company's leverage will increase significantly following its acquisition by funds affiliated with private equity firm Veritas Capital," said Standard & Poor's credit analyst Christopher Denicolo. Veritas is paying approximately $2.1 billion for the company and will finance the transaction with a $925 million term loan, $485 million of unsecured notes, $20 million of borrowings from a new $150 million asset-based lending (ABL) revolver, and $845 million of sponsor equity. The higher debt levels will cause DAE's pro forma debt-to-EBITDA metric to increase to 7.5x-8.0x from 4.7x for the 12 months ended March 31, 2015. S&P expects the company's leverage to remain high, with a debt-to-EBITDA metric of around 7x in 2016, despite its growing earnings and its use of excess cash flow for debt reduction. S&P plans to resolve the CreditWatch placement when DAE's acquisition by Veritas closes. At that time, S&P will likely lower its corporate credit rating on the company to 'B-' and assign a stable outlook if the deal closes on terms that are substantially the same as those presented to us by management. The likely downgrade reflects that the company's debt-to-EBITDA metric will remain above 6.5x through at least 2017. S&P's ratings on the company's proposed term loan and unsecured notes are based on the lower rating and will not change unless the terms of the instruments change materially from those presented. DENDREON CORP: Second Amended Plan of Liquidation Effective ----------------------------------------------------------- BankruptcyData reported that Dendreon's Second Amended Plan of Liquidation became effective, and the Company emerged from Chapter 11 protection. According to BData, documents filed with the U.S. Securities and Exchange Commission stated, "Subject to the terms and conditions of the Plan, the Company's 2.875% Convertible Senior Notes due 2016 have been cancelled as of the Effective Date. The consideration distributable to Holders under the Plan who present their current 2016 Notes as part of the mandatory exchange consists of common stock of Valeant Pharmaceuticals International, Inc. and cash....The Company's common stock has been eliminated, cancelled and extinguished as of the Effective Date. Under the Plan, in the event that holders of claims on account of the 2016 Notes and holders of general unsecured claims receive a 100% recovery (including all accrued but unpaid postpetition interest) pursuant to the Plan, and all wind-down costs of the Chapter 11 Cases are satisfied, then the Company's equity security holders shall be entitled to any residual recovery pursuant to certain procedures set forth in the Plan, and holders of allowed subordinated claims shall be entitled to a distribution pari passu with any such distribution to the Company's equity security holders. The Debtors do not anticipate that there will be any residual recovery for the Company's equity security holders. As of the effective date, Craig Jalbert will be sole director of the Company and will serve as the Company's sole officer in his capacity as president, treasurer and secretary, BData said. Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for the District of Delaware on June 2, 2015, issued a findings of fact, conclusions of law, and order modifying and confirming Dendreon Corporation, et al.'s second amended plan of liquidation. About Dendreon Corp With corporate headquarters in Seattle, Washington, Dendreon Corporation, a biotechnology company focused on the development of novel cellular immunotherapies to significantly improve treatment options for cancer patients. Dendreon's first product, PROVENGE (sipuleucel-T), was approved by the U.S. Food and Drug Administration (FDA) and became commercially available for the treatment of men with asymptomatic or minimally symptomatic castrate-resistant (hormone-refractory) prostate cancer in April 2010. Dendreon is traded on the NASDAQ Global Market under the symbol DNDN. Dendreon and its U.S. subsidiaries filed for Chapter 11 bankruptcy protection (Bankr. D. Del.) on Nov. 10, 2014. The Debtors requested that their cases be jointly administered under Case No. 14-12515. The petitions were signed by Gregory R. Cox, interim chief financial officer and treasurer. Dendreon sought bankruptcy protection after it reached agreements on the terms of a financial restructuring with certain holders of the Company's 2.875% Convertible Senior Notes due 2016 representing 84% of the $620 million aggregate principal amount of the 2016 Notes. The financial restructuring may take the form of a stand-alone recapitalization or a sale of the Company or its assets. The Debtors have engaged Skadden, Arps, Slate, Meagher & Flom LLP, as counsel; Lazard Freres & Co. LLC, as investment banker; AlixPartners, as restructuring advisors; and Prime Clerk LLC as claims and noticing agent. The Debtors disclosed $365 million in total assets and $664 million in total liabilities as of June 30, 2014. The U.S. Trustee for Region 3 appointed three members to the Official Committee of Unsecured Creditors. * * * Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for the District of Delaware on April 14, 2015, approved the disclosure statement explaining Dendreon Corp., et al.'s Chapter 11 plan of liquidation. The Debtors filed a plan of liquidation and accompanying Disclosure statement following approval of the sale of substantially all of their assets to Valeant Pharmaceuticals International. A second amended acquisition agreement provides for a higher purchase price, consisting of common shares of Valeant, having an aggregate value of $49.5 million as of the close of the market on the Trading Day immediately prior to the Effective Date, paid to the Debtors as partial consideration for the assets acquired by the purchaser pursuant to the Sale Order, plus $445.5 million in cash to be delivered at closing of the sale transaction. Pursuant to the Second Amended Acquisition Agreement, if the amount of the allowed prepetition general unsecured claims did not exceed $200 million in the aggregate, then the Valeant Shares could be distributed proportionately in respect of the 2016 Noteholder Claims. The consideration under the Second Amended Acquisition Agreement provided an additional $15 million in incremental value to the Debtors' Estates over that provided for under the Amended Acquisition Agreement, and $140 million more than the minimum Qualified Bid. The Acquired Assets under the Second Amended Acquisition Agreement included all of the assets contemplated under the Amended Acquisition Agreement, plus the D-3263 Assets and $80 million of cash and cash equivalents of the Debtors. In their First Amended Plan, the Debtors said they anticipate that the liquidation process would take six to twelve months. Wind-down operating costs would include compensation expenses, insurance, taxes, and the costs of orderly winding down healthcare and other employee-related plans. Under a Chapter 7 liquidation, a change in professionals would result in lost efficiencies, which is reflected in a 25% increase in the wind-down budget. The Wind-Down Reserve is calculated based on estimates and is being provided for illustrative purposes only. DEWEY & LEBOEUF: Former Partner Details Law Firm Infighting ----------------------------------------------------------- Sara Randazzo, writing for The Wall Street Journal, reported that an influential former partner of Dewey & LeBoeuf LLP told a jury on June 22 that just over three months before the firm fell into bankruptcy, a meeting of the law firm's key business generators devolved into finger pointing that presaged the death of the firm. According to the report, the testimony by Washington, D.C., securities lawyer Ralph Ferrara came during the fifth week of a trial over whether Dewey's three former leaders conspired to commit financial fraud by lying to lenders and creditors in the run-up to its May 2012 collapse. The defendants, former Chairman Steven Davis, ex-Chief Financial Officer Joel Sanders, and former Executive Director Stephen DiCarmine, have denied any guilt, the Journal noted. About Dewey & LeBoeuf Dewey & LeBoeuf LLP sought Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 12-12321) to complete the wind-down of its operations. The firm had struggled with high debt and partner defections. Dewey disclosed debt of $245 million and assets of $193 million in its chapter 11 filing late evening on May 29, 2012. Dewey & LeBoeuf LLP operated as a prestigious, New York City- based, law firm that traced its roots to the 2007 merger of Dewey Ballantine LLP -- originally founded in 1909 as Root, Clark & Bird -- and LeBoeuf, Lamb, Green & MacCrae LLP -- originally founded in 1929. In recent years, more than 1,400 lawyers worked at the firm in numerous domestic and foreign offices. At its peak, Dewey employed about 2,000 people with 1,300 lawyers in 25 offices across the globe. When it filed for bankruptcy, only 150 employees were left to complete the wind-down of the business. Dewey's offices in Hong Kong and Beijing are being wound down. The partners of the separate partnership in England are in process of winding down the business in London and Paris, and administration proceedings in England were commenced May 28. All lawyers in the Madrid and Brussels offices have departed. Nearly all of the lawyers and staff of the Frankfurt office have departed, and the remaining personnel are preparing for the closure. The firm's office in Sao Paulo, Brazil, is being prepared for closure and the liquidation of the firm's local affiliate. The partners of the firm in the Johannesburg office, South Africa, are planning to wind down the practice. The firm's ownership interest in its practice in Warsaw, Poland, was sold to the firm of Greenberg Traurig PA on May 11 for $6 million. The Pension Benefit Guaranty Corp. took $2 million of the proceeds as part of a settlement. Judge Martin Glenn oversees the case. Albert Togut, Esq., at Togut, Segal & Segal LLP, represents the Debtor. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. The petition was signed by Jonathan A. Mitchell, chief restructuring officer. JPMorgan Chase Bank, N.A., as Revolver Agent on behalf of the lenders under the Revolver Agreement, hired Kramer Levin Naftalis & Frankel LLP. JPMorgan, as Collateral Agent for the Revolver Lenders and the Noteholders, hired FTI Consulting and Gulf Atlantic Capital, as financial advisors. The Noteholders hired Bingham McCutchen LLP as counsel. The U.S. Trustee formed two committees -- one to represent unsecured creditors and the second to represent former Dewey partners. The creditors committee hired Brown Rudnick LLP led by Edward S. Weisfelner, Esq., as counsel. The Former Partners hired Tracy L. Klestadt, Esq., and Sean C. Southard, Esq., at Klestadt & Winters, LLP, as counsel. FTI Consulting, Inc. was appointed secured lender trustee for the Secured Lender Trust. Alan Jacobs of AMJ Advisors LLC, was named Dewey's liquidation trustee. Scott E. Ratner, Esq., Frank A. Oswald, Esq., David A. Paul, Esq., Steven S. Flores, Esq., at Togut, Segal & Segal LLP, serve as counsel to the Liquidation Trustee. Dewey's liquidating Chapter 11 plan was approved by the bankruptcy court in February 2013 and implemented in March. The plan created a trust to collect and distribute remaining assets. The firm estimated that midpoint recoveries for secured and unsecured creditors under the plan would be 58.4 percent and 9.1 percent, respectively. DIGERATI TECHNOLOGIES: Bid to Strike Granted in Fee Dispute ----------------------------------------------------------- Bankruptcy Judge Jeff Bohm granted the Motion to Strike Certain Items from Herrera's Amended Designation of Clerk's Record filed by secured creditors in the case captioned In re: DIGERATI TECHNOLOGIES, INC., Chapter 11 Debtor, CASE NO. 13-33264 (Bankr. S.D. Tex., Houston Div.). Gilbert A. Herrera and Herrera Partners were employed by debtor Digerati Technologies, Inc. as investment banker. On appeal from the order denying his Fee Application, Herrera filed his Amended Designation of Clerk's Record on February 20, 2015. On March 4, 2015, the secured creditors Terry Dishon, Hurley Fairview, LLC, and Sheyenne Rae Nelson Hurley filed their Motion to Strike Certain Items from Herrera's Amended Designation of Clerk's Record. They objected to 60 of the items designated by Herrera. Applying Fed.R.Bankr.P. Rule 8009(E)(1), Judge Bohm decided to grant the Motion to Strike. He found that the 60 items should be stricken because: (1) Herrera failed to introduce them as exhibits at the hearing on the Fee Application; (2) this Court did not consider them in issuing its ruling denying the Fee Application; (3) Herrera has failed to meet his burden to explain why he did not introduce them as exhibits at the hearing on the Fee Application; (4) Herrera has failed to meet his burden to show how striking the 60 Items would prejudice his appeal; and (5) the Secured Creditors would be prejudiced if the 60 Items are not stricken. A copy of the May 21, 2015 memorandum opinion is available at http://is.gd/Unslhqfrom Leagle.com. About Digerati Technologies, Inc. Digerati Technologies, Inc., filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 13-33264) in Houston, on May 30, 2013. At the time of its Chapter 11 filing, Digerati -- http://www.digerati-inc.com/-- was a publicly held company whose primary assets were 100% stock ownership of two oilfield services companies that the Debtor valued at $30 million each: Hurley Enterprises, Inc.; and Dishon Disposal, Inc. The Debtor also owned Shift 8 Networks, a cloud communication service. The Debtor has no independent operations apart from its subsidiaries. Digerati disclosed $60 million in assets and $62.5 million in liabilities as of May 29, 2013. Bankruptcy Judge Jeff Bohm oversees the Chapter 11 case. Deirdre Carey Brown, Esq., Annie E. Catmull, Esq., Melissa Anne Haselden, Esq., Mazelle Sara Krasoff, Esq., and Edward L Rothberg, at Hoover Slovacek, LLP, in Houston, represent the Debtor as counsel. The Debtor tapped Gilbert A. Herrera and Herrera Partners as the investment banker. Earlier in the case, Rhode Holdings, LLC, sought the transfer of venue of Digerati's Chapter 11 case to the U.S. Bankruptcy Court for the Western District of Texas, San Antonio Division. The case, however, remained in the Houston Bankruptcy Court. Hurley Enterprises and Dishon Disposal sold for approximately $41 million. Dishon was sold to Buckhorn Disposal, LLC at auction on June 19, 2014 for $27 million. The only other bidder was Terry Dishon with a credit bid of $12.3 million. The Hurleys submitted the winning bid for Hurley at auction, with a credit bid of $14 million. The bankruptcy court confirmed the Debtor's Joint Plan of Reorganization in an order dated April 4, 2014. Digerati notified the Court that the Effective Date of its Joint Plan occurred on Dec. 31, 2014. The Plan was proposed by the Debtor, Riverfront Capital, LLC, Recap Marketing and Consulting, LLP, Rainmaker Ventures II, Ltd. and WEM Equity Capital Investments, Ltd., Hurley Fairview, LLC, Terry Dishon, and Sheyenne Rae Nelson Hurley. DONALD ALLEN: Sale of American Energy Stock to Creditor Affirmed ---------------------------------------------------------------- The United States Court of Appeals, Tenth Circuit affirmed the district court's order in the case captioned DONALD HARRY ALLEN, Appellant, v. KAREN ABSHER, Receiver; DELANGHE/BUYSSE, LLC; ROBERTSON B. COHEN, as Chapter 7 Trustee, Appellees, NO. 14-1242 (10th Cir.). Debtor Donald Harry Allen appealed the district court's order affirming the bankruptcy court's order approving the sale of his remaining stocks in American Energy Resource Corporation ("AERC") and H&M Petroleum Corporation ("H&M") to his creditor, DeLanghe/Buysse, LLC ("DL/B"). Allen argued that the business judgment test was not met, because (1) the bankruptcy court overlooked evidence of bad faith, and (2) DL/B violated the provision in the term sheet for the loans that he obtained from DL/B. The appellate court, however, rejected Allen's arguments because he failed to support his allegations. He presented no evidence of bad faith, collusion, misconduct, or fraud, nor evidence that the sale was not an arm's-length transaction. He also did not provide evidence that DL/B breached the term sheet, prevented him from repaying the loan or from regaining control of AERC and H&M, or inappropriately colluded with the trustee for his estate or the trustee for AERC's and H&M's bankruptcy estates. A copy of the May 27, 2015 order and judgment is available at http://is.gd/WjYs4rfrom Leagle.com. In July 2012, Donald Harry Allen filed a Chapter 7 liquidation proceeding after failing to make payments due to his creditor, DeLanghe/Buysse, LLC. Robertson B. Cohen was appointed as trustee for Mr. Allen's bankruptcy estate. DUNE ENERGY: Seeks Oct. 5 Extension of Plan Filing Date ------------------------------------------------------- BankruptcyData reported that Dune Energy asked the U.S. Bankruptcy Court to extend the exclusive period during which it can file a Chapter 11 plan and solicit acceptances thereof through and including October 5, 2015 and December 3, 2015, respectively. According to BData, the motion explains, "The Debtors have been diligently pursuing a sale of all or substantially all of their assets for the benefit of their estates and creditors. The Debtors are currently working on a Chapter 11 plan and disclosure statement, the mechanics of which will depend in part on the results of the sale process. Considering the current timeline for approval of the sale and the complexities of the Debtors' Chapter 11 cases, neither the Debtors nor any other party in interest will be in a position to formulate, promulgate and build consensus for a Chapter 11 plan before the expiration of the Debtors' exclusive period to file a Chapter 11 plan on July 6, 2015. By this Motion, the Debtors seek the entry of an order extending the periods under Section 1121(b) and (c) of the Bankruptcy Code in which the Debtors have the exclusive right to file a Chapter 11 plan and to solicit acceptances of such plan for ninety (90) days, up to and including October 5, 2015 and December 3, 2015, respectively. The requested extension is reasonable and necessary given the tasks to be completed and issues to be resolved before a confirmable Chapter 11 plan can be negotiated and proposed." About Dune Energy Dune Energy, Inc. (NYSE AMEX: DNE), is an independent energy company based in Houston, Texas. Since May 2004, the Company has been engaged in the exploration, development, acquisition and exploitation of natural gas and crude oil properties, with interests along the Louisiana/Texas Gulf Coast. The Company's properties cover over 90,000 gross acres across 27 producing oil and natural gas fields. Affiliates Dune Energy, Inc. (Bankr. W.D. Tex. Case No. 15-10336), Dune Operating Company (Bankr. W.D. Tex. Case No. 15-10337), and Dune Properties, Inc. (Bankr. W.D. Tex. Case No. 15-10338) filed separate Chapter 11 bankruptcy petitions on March 8, 2015. The petitions were signed by James A. Watt, president and chief executive officer. Judge Christopher H. Mott presides over the case. Charles A. Beckham, Jr., Esq., Kourtney P. Lyda, Esq., and Kelli M. Stephenson, Esq., at Haynes And Boone, LLP, serve as the Debtors' bankruptcy counsel. Deloitte Transactions And Business Analytics LLP is the Debtors' restructuring advisors. Parkman Whaling LLC is the Debtors' sale professionals. The Debtors listed $229 million in total assets and $144 million in total debts as of Sept. 30, 2014. In their schedules, Dune Energy Inc., et al., disclosed $263,337,172 in assets and $107,981,306 in liabilities. The U.S. trustee overseeing the Chapter 11 case of Dune Energy appointed three creditors to serve on the official committee of unsecured creditors. * * * The deadline for creditors to file proofs of claim is July 13, 2015. For governmental units, the deadline to file proofs of claim is not later than 180 days from the Petition Date. FIRST QUALITY: S&P Affirms 'BB' CCR & Revises Outlook to Negative ----------------------------------------------------------------- Standard & Poor's Ratings Services affirmed all of its ratings on Great Neck, N.Y.-based First Quality Enterprises Inc., including the 'BB' corporate credit rating, and revised the rating outlook to negative from stable. At the same time, S&P affirmed its 'BBB-' issue-level rating on the company's $1.6 billion senior secured bank credit facilities due 2019 with a recovery rating of '1', indicating that lenders could expect very high (90% to 100%) recovery in the event of a payment default. S&P also affirmed its 'BB' issue-level rating on the company's $600 million senior unsecured notes due 2021 with a recovery rating of '4', indicating that lenders could expect average (30% to 50%, in the upper half of the range) recovery in the event of a payment default. "The outlook revision to negative from stable reflects the recent increase in competition in First Quality's segments, our expectation that the company will continue to generate meaningful negative discretionary cash flow over the next two years, and credit ratios that we expect to remain close to levels previously specified for a downgrade, which included around 4x adjusted leverage," said Standard & Poor's credit analyst Gerald Phelan. Based on Standard & Poor's criteria, S&P assess First Quality's liquidity as "adequate"; however, a revision to "less than adequate" and resultant one-notch downgrade is possible if the company becomes contractually required to make meaningful equipment purchases in 2016 without, in S&P's view, sufficient funding sources. S&P's ratings on First Quality reflect the company's defensible position primarily as a private-label products manufacturer in categories with stable end-user demand (notably adult care, towel and tissue, and infant care), and its satisfactory track record of organic earnings growth over the last few years (excluding recall and litigation charges in 2014), primarily driven by utilization of new capacity. S&P considers the company to be a relatively efficient operator, with operating profit margins similar to peers' and working capital turnover generally consistent with industry norms. S&P has also factored into its rating First Quality's customer concentration and weak bargaining power with significant customers, particularly with Wal-Mart and Sam's Club. Moreover, the company faces intense competition from solid, well-established branded and private-label manufacturers such as Kimberly-Clark Corp., Procter & Gamble Co., Clearwater Paper Corp., Georgia-Pacific LLC, and Svenska Cellulosa Aktiebolaget SCA. The negative outlook reflects the recent increase in competition in First Quality's segments, S&P's expectation that the company will continue to generate meaningful negative discretionary cash flow over the next two years due to ongoing investments to expand capacity and make dividend payments, and S&P's expectation that credit ratios will remain close to levels previously specified for a downgrade, which include around 4x adjusted leverage. S&P could lower the ratings if it forecasts the company will sustain leverage above 4x, which could occur if EBITDA declines by a mid- to high-single-digit rate, potentially owing to customer losses, difficulties finding sufficient business to fill new capacity, or intensifying competition. S&P could also lower its ratings if it reassess its view of First Quality's liquidity to "less than adequate" from "adequate", which could occur if the company becomes contractually obligated for large equipment purchases without, in S&P's view, sufficient committed financing in place. S&P could revise the outlook to stable if it believes the company will maintain "adequate" liquidity while successfully bringing on new capacity such that credit ratios improve, including leverage steadily declining towards the mid-3x area. S&P estimates this could occur if EBITDA -- which was weakened in 2014 by special charges -- grows by about 20%. FRAC SPECIALISTS: Lessor Seeks $25K Monthly Payment for Equipment ----------------------------------------------------------------- People's Capital and Leasing Corp. asks the U.S. Bankruptcy Court for the Northern District of Texas, Fort Worth Division, to lift the automatic stay imposed in the Chapter 11 cases of Frac Specialists, LLC, and its debtor affiliates. PCLC explained that the automatic stay should be lifted for cause with regard to a master lease and because the Debtors do not have equity in the equipment subject to the master lease. In the alternative, PCLC asks the Court to require the Debtors to make adequate protection payments in the amount of $25,350 per month in connection with the master lease. The average monthly rent due to PCLC from the Debtors is $173,570, and, according to PCLC, the Debtors have not made the monthly rental payment due in May 2015. PCLC is represented by: J. Scott Rose, Esq. Jeffrey G. Hamilton, Esq. Jennifer F. Wertz, Esq. JACKSON WALKER L.L.P. 901 Main Street, Suite 6000 Dallas, TX 75202 Tel: (214) 953-6000 Fax: (214) 214-953-5822 Email: srose@jw.com jhamilton@jw.com jwertz@jw.com About Frac Specialists Frac Specialists, LLC, Cement Specialists, LLC, and Acid Specialists, LLC, sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Lead Case No. 15-41974) in Ft. Worth, Texas, on May 17, 2015. Larry P. Noble signed the petitions as manager. The Debtors estimated assets and debts of $50 million to $100 million. The Companies are oilfield service providers serving the exploration and production industry within the Permian Basin. Noble Natural Resources, LLC, Javier Urias and Alex Hinojos collectively own 100% of the membership interests in the Companies. The Debtors tapped Lynda L. Lankford, Esq., and Jeff P. Prostok, Esq., at Forshey & Prostok, LLP, as their counsel. Judge Michael Lynn presides over the cases. The U.S. trustee appointed five creditors to serve on an official committee of unsecured creditors. GONZALO SALDANA: Amended Homestead Exemption Partly Allowed ----------------------------------------------------------- Bankruptcy Judge Stacey G. C. Jernigan partly allowed the debtor's amended homestead exemption but imposed sanctions on the debtor and his counsel in the case captioned In Re: GONZALO SALDANA, Debtor, 13-34861-SGJ-7 (Bankr. N.D. Tex., Dallas Div.). More than three months after receiving objections to his homestead exemption from the Chapter 7 Trustee and his former spouse, debtor Gonzalo Saldana announced that he would exercise his right to amend his exemptions, and would claim: (a) two different parcels of real property in Freestone County, Texas that he had been both residing on and using for business purposes as his exempt homestead (the "Business Properties - 60 Acres"), along with (b) one of the four parcels that he had originally claimed as part of his exempt homestead ("Parcel 4 of the French Properties"). Judge Jernigan sustained in part and overruled in part the objections to the amended homestead exemption. She allowed on the merits Saldana's amended homestead exemption as to the "Business Properties - 60 Acres" but disallowed on the merits the homestead exemption as to the non-contiguous "Parcel 4 of the French Properties." However, pursuant to the court's inherent power to sanction, under section 105(a) of the Bankruptcy Code, the Judge Jernigan further ordered that Saldana and his counsel reimburse: (a) the Trustee and his counsel for $25,245 in total fees, and (b) his former wife, Estela and her counsel for $5,109.50 in total fees. These were determined by the court to have been incurred as a result of Saldana's bad faith actions in abruptly amending his homestead exemption only after the Trustee, Estela, and the court had experienced significant resources in preparing for a contested hearing that should have never gone forward. A copy of the May 22, 2015 memorandum opinion and order is available at http://is.gd/ufYtclfrom Leagle.com. About Gonzalo Saldana Gonzalo Saldana filed a voluntary Chapter 11 petition (Bankr. N.D. Tex. Case No. 13-34861-SGJ-7) on September 23, 2013. At the same time, his two businesses, Mexia Nursery & Tree Farm, Inc. and Mexia Tire Company, LLC also each filed voluntary petitions for relief under Chapter 11. After several months of attempting to reorganize, Saldana and his businesses are now in Chapter 7 liquidation cases. John H. Litzler was appointed as the Chapter 7 Trustee of the Saldana's bankruptcy case and continues to serve in that capacity. The two business entities each have their own separate Chapter 7 trustees. GT ADVANCED: Inks Merlin(TM) Exclusivity Deal with Waare Energies ----------------------------------------------------------------- GT Advanced Technologies Inc. and its affiliated debtors seek authority from the U.S. Bankruptcy Court for the District of New Hampshire to to enter into a conditional exclusivity agreement with Waaree Energies Limited. Pursuant to the Agreement, Waaree will purchase certain tools from GT Corp and purchase Merlin(TM) grids in order to produce certain modules that it intends to sell within India. The relevant provisions of the Agreement are as follows: (a) As a pass-through sale, GT Corp who will purchase one attach tool and one peel tool from a third-party vendor and sell the Tools to Waaree at a price that equals the cost to GT Corp; (b) Subject to completing the Tools Purchase, GT Corp will supply Merlin(TM) grids to Waaree at prices no less favorable than those offered to GT Corp's other customers; (c) GT Corp will provide certain support services to Waaree in order for Waaree to achieve its performance targets; (d) Provided that Waaree achieves a minimum run rate of 1 GW per year by December 31, 2018, and complies with the other terms in the Agreement, GT Corp will grant to Waaree exclusive rights to manufacture, market and sell modules incorporating Merlin(TM) grid technology including any improvements thereto within India for a period of ten years from the effective date of the Agreement; (e) Until the time as GT Corp emerges from Bankruptcy, GT Corp will grant to Waaree a non-exclusive, non-transferable, royalty-bearing license under GT Corp intellectual property and technology to (a) make Merlin(TM) grids to be utilized by Waaree only in the production of Advanced Technology Merlin(TM) Modules to be sold in India; and (b) procure the tools necessary to manufacture Advanced Technology Merlin(TM) Modules from GT's vendors; provided that the Contingent License will not be exercised by Waaree unless GT Corp is unable to fulfill orders for Merlin(TM) grids for Waaree for reasons state din the Agreement. The nonexclusive license will include a royalty to be paid by Waaree to GT Corp in an amount equal to 5% of gross sales of Advanced Technology Merlin(TM) Modules. The Contingent License will automatically terminate at the time that GT emerges from these Chapter 11 cases. The Debtors explained that entering into the Agreement is a vital step in their business strategy to commercialize the Merlin(TM) technology and, as such, it is a vital step in their overall reorganization process. The Debtors believe that entering into the Agreement will enhance the value of the estates and benefit their creditors because it will create an additional revenue stream going forward, thus, augmenting the ability of the Debtors to propose and confirm a plan. The Debtors are represented by: Luc A. Despins, Esq. Andrew V. Tenzer, Esq. James T. Grogan, Esq. PAUL HASTINGS LLP Park Avenue Tower 75 East 55th Street, First Floor New York, NY 10022 Tel: (212) 318-6000 Fax: (212) 319-4090 Email: lucdespins@paulhastings.com andrewtenzer@paulhastings.com jamesgrogan@paulhastings.com -- and -- Daniel W. Sklar, Esq. Holly J. Barcroft, Esq. NIXON PEABODY LLP 900 Elm Street Manchester, NH Tel: (603) 628-4000 Fax: (603) 628-4040 Email: dsklar@nixonpeabody.com hbarcroft@nixonpeabody.com About GT Advanced Headquartered in Merrimack, New Hampshire, GT Advanced Technologies Inc. -- http://www.gtat.com/ --produces materials and equipment for the electronics industry. On Nov. 4, 2013, GTAT announced a multiyear supply deal with Apple Inc. to produce sapphire glass material for use in consumer electronics products. Under the deal, Apple would provide GTAT with a prepayment of approximately $578 million paid in four installments and, starting in 2015, GTAT would reimburse Apple for the prepayment over a five-year period. GT is a publicly held corporation whose stock was traded on NASDAQ under the ticker symbol "GTAT." GTAT was de-listed from the NASDAQ stock exchange in October 2014. As of June 28, 2014, the GTAT Group's unaudited and consolidated financial statements reflected assets totaling $1.5 billion and liabilities totaling $1.3 billion. As of Sept. 29, 2014, GTAT had $85 million in cash, $84 million of which is unencumbered. On Oct. 6, 2014, GT Advanced Technologies and eight affiliates filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D.N.H. Lead Case No. 14-11916). GT says that it has sought bankruptcy protection due to a severe liquidity crisis brought about by its issues with Apple. The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as attorneys and Kurtzman Carson Consultants LLC as claims and noticing agent. The U.S. Trustee has named seven members to the Official Committee of Unsecured Creditors. The Committee' professionals are Kelley Drye as its bankruptcy counsel; Devine, Millimet & Branch, Professional Association as local counsel; EisnerAmper LLP as financial advisors; and Houlihan Lokey Capital, Inc. as investment banker. GTAT has reached a settlement with Apple. The settlement gives Apple an approved claim for $439 million secured by more than 2,000 sapphire furnaces that GT Advanced owns and has four years to sell, with proceeds going to Apple. In addition, Apple gets royalty-free, non-exclusive licenses for GTAT's technology. The bankruptcy case is assigned to Judge Henry J. Boroff. HERCULES OFFSHORE: S&P Lowers Corporate Credit Rating to 'CC' ------------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on Houston-based offshore driller Hercules Offshore Inc. to 'CC' from 'CCC+', and its issue-level rating on the company's senior unsecured notes to 'CC' from 'CCC+'. At the same time, S&P placed the ratings on CreditWatch with negative implications. The '4' recovery rating on the senior unsecured notes is unchanged, reflecting S&P's expectation of average (lower end of the 30% to 50% range) recovery for lenders in the event of a payment default. The downgrade follows HERO's announcement that it has entered into a restructuring support agreement with a steering group of the company's senior noteholders, collectively owning or controlling in excess of 67% of the aggregate outstanding principal amount of the company's 10.25% senior notes due 2019, 8.75% senior notes due 2021, 7.5% senior notes due 2021, and 6.75% senior notes due 2022. Pursuant to the agreement, the noteholders have agreed to support a deleveraging transaction pursuant to which approximately $1.2 billion of the company's outstanding notes will be converted to new common equity, and backstop $450 million of new debt financing, which will fund the remaining construction cost of the Hercules Highlander and provide additional liquidity. Under the agreement, the company and the noteholders will seek to implement this balance sheet restructuring through either a Chapter 11 case or prepackaged plan of reorganization. S&P will re-evaluate the company's corporate credit rating upon implementation of the restructuring or filing Chapter 11 of the U.S. Bankruptcy Code. The CreditWatch placement reflects the possibility that S&P will lower ratings further on the implementation of a prepackaged plan of reorganization or commencement of a Chapter 11 proceeding, and we expect bondholders to receive less than what they were originally promised on the securities. S&P expects this to be resolved early in the third quarter of 2015. Subsequently, S&P will re-evaluate HERO's corporate credit rating and proposed $450 million notes issue-level rating under its new capital structure. HOLOGIC INC: S&P Rates New $1BB Unsecured Notes 'BB' ----------------------------------------------------- Standard & Poor's Ratings Services said that it assigned a 'BB' issue-level rating and '3' recovery rating to Bedford, Mass.-based medical device manufacturer Hologic Inc.'s new $1 billion unsecured notes that mature in 2022. The notes will replace the company's existing $1 billion notes that mature in 2020. The recovery rating on the new notes is capped at a '3', reflecting S&P's expectation for meaningful (50% to 70%; at the high end of the range) recovery in the event of default. S&P's 'BB' corporate credit rating on Hologic is unaffected by this leverage-neutral refinancing, and reflects S&P's assessments of a "fair" business risk profile and a "significant" financial risk profile. The business risk assessment reflects the company's moderate product and geographic diversity and solid profitability. The financial risk assessment reflects S&P's expectation for debt leverage of 3.7x by 2015. RATINGS LIST Hologic Inc. Corporate Credit Rating BB/Stable/-- New Rating Hologic Inc. $1 Bil. Unsecured Notes Due 2022 BB Recovery Rating 3H INTERFACE SECURITY: Obtains Waiver on Credit Facility Default ------------------------------------------------------------- Interface Security Systems Holdings, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $16.8 million on $32.9 million of revenues for the three months ended March 31, 2015, compared with net income of $27.7 million on $28.7 million of revenues for the same period last year. The Company's balance sheet at Mar. 31, 2015, showed $147 million in total assets, $312.58 million in total liabilities, and a stockholders' deficit of $328.98 million. In March 2015, the Company received a waiver of any default under the $45.0 million revolving credit facility resulting from the going concern emphasis in the audit report for the year ended Dec. 31, 2014. A copy of the Form 10-Q is available at: http://is.gd/dDTzfN Interface Security Systems Holdings, Inc., through its subsidiary Interface Security Systems, LLC, provides electronic-security services. The company provides intrusion alarms, fire/life safety and evacuation systems, fire sprinkler monitoring, access control, camera surveillance, integrated systems, remote video solutions, GPS tracking, music and home theater, electronics networks, U.L. certification, testing and maintenance services. The company serves commercial and residential customers in Illinois, Indiana, Missouri, Arkansas, Tennessee, Louisiana, Mississippi and Texas, and California. Interface Security Systems Holdings, Inc. is based in Earth City, Missouri. JAZZ SECURITIES: S&P Assigns 'BB+' Rating on New $1.5BB Facilities ------------------------------------------------------------------ Standard & Poor's Ratings Services assigned its 'BB+' issue-level rating to Jazz Securities Ltd.'s new $1.5 billion senior secured credit facilities. The new credit facilities will be guaranteed by Jazz Pharmaceuticals PLC, and certain of its wholly owned subsidiaries. The recovery rating on the new credit facilities is '2', reflecting S&P's expectation for substantial (in the upper half of the 70% to 90% band) recovery in the event of default. The company will use the new credit facilities to repay the existing credit facilities and to provide for general corporate purposes including potential business development activities. S&P is withdrawing its issue-level rating on Jazz Pharmaceuticals Inc.'s existing credit facilities because they are being repaid. The corporate credit rating on Jazz Pharmaceuticals PLC is 'BB' and the outlook is stable. RATINGS LIST Jazz Pharmaceuticals PLC Corporate Credit Rating BB/Stable/-- New Rating Jazz Securities Ltd. $1.5 Bil. Senior Secured Credit Facilities* BB+ Recovery Rating 2H *Guaranteed by Jazz Pharmaceuticals PLC Ratings Withdrawn To From Jazz Pharmaceuticals Inc. Senior Secured Credit Facilities NR BB+ Recovery Rating NR 2L JEFFERY DAVID VOGT: Summary Judgment Order Reversed --------------------------------------------------- District Judge James S. Moody, Jr. reversed the bankruptcy court's Order Granting Amended Motion for Partial Summary Judgment and Denying Cross-Motion for Summary Judgment and Memorandum Opinion and Order Denying Motion for Reconsideration of Summary Judgment in the case captioned CABUYA CHEROKEE, SA, CABUYA DELAWARE, SA, CABUYA FLORIDA, SA, CABUYA SOLUE, SA, CABUYA SPRUCE, SA, CABUYA SUWANEE, SA, CIRCUITO INICIAL CUATRO HAS, SA, DULCE VERDE TROPICAL DEL PACIFICO, SA, EL AREA FINAL, SA, FRENTE VERDE, SA, INMOBILIARIA CEROS Y UNOS, SA, INVERSIONES FONDO AZUL DEL PACIFICO, SA, PLAYA COCOS DE MONTEZUMA, SA, PLAZA ARENA SOL, SA, TERRENO JOTA ZETA, SA, VISTA CABUYA JG, SA, VO Y ZETA TERRENOS, SA, VESPER BELL, LIMITADA, JERRY SARBO, AMERICAN TRANSWORLD CORPORATION and BETH BASHAM, Appellants, v. JEFFREY DAVID VOGT, JEANETTE MELANIE VOGT, CHED EDWARD VOGT and SUSAN K. WOODARD, Appellees, CASE NO. 8:13-CV-2942-T-30 (M.D. Fla., Tampa Div.) The Summary Judgment Order was entered in an adversary proceeding filed by the Appellants, seeking a declaratory judgment that a settlement agreement executed in 2009 between the debtor Jeffery David Vogt, his brother, and American Transworld Corporation ("ATWC") in an earlier Chapter 11 case was enforceable. The bankruptcy court concluded that the settlement agreement was unenforceable because the creditors were not given "notice of the compromise and an opportunity to object to it," thereby denying the creditors due process. Judge Moody, however, reversed the bankruptcy court's decision. Based on the records, he found that in the Chapter 11 case, the settlement agreement was referenced and discussed at multiple hearings, in multiple motions, and in the bankruptcy court's own enforcement orders issued prior to the entry of the Confirmation Order. The creditors in the Chapter 11 case received notice of all of these events. Thus they had actual notice of the settlement agreement that was sufficient to apprise them of the pendency of the settlement agreement and afford them an opportunity to present an objection. A copy of the May 26, 2015 order is available at http://is.gd/Sw0VJwfrom Leagle.com. Cabuya Cherokee, SA, Cabuya Delaware, SA, Cabuya Florida, SA, Cabuya Solue, SA, Cabuya Spruce, SA, Cabuya Suwanee, SA, Circuito Inicial Cuatro Has, SA, Dulce Verde Tropical del Pacifico, SA, El Area Final, SA, Frente Verde, SA, Inmobiliaria Ceros y Unos, SA, Inversiones Fondo Azul del Pacifico, SA, Playa Cocos de Montezuma, SA, Plaza Arena Sol, SA, Terreno Jota Zeta, SA, Vista Cabuya JG, SA, Vo y Zeta Terrenos, SA, Vesper Bell, Limitada, Jerry Sarbo, and American Transworld Corporation, Appellants, Beth Basham, 3rd Party Defendant, Appellant, represented by Michael C. Markham -- mikem@jpfirm.com -- Johnson, Pope, Bokor, Ruppel & Burns, LLP. Jeffrey David Vogt, Jeanette Melanie Vogt, and Ched Edward Vogt, Appellee, represented by Jason H. Baruch, Trenam Kemker & Paul B. Thanasides -- paul@mcintyrefirm.com -- McIntyre, Panzarella, Thanasides, Bringgold & Todd, PA. Susan K. Woodard, Appellee, represented by Jason H. Baruch, Trenam Kemker, Paul B. Thanasides, McIntyre, Panzarella, Thanasides, Bringgold & Todd, PA & Jennifer Erin Jone -- jennifer@mcintyrefirm.com -- McIntyre Thanasides Bringgold Elliott Grimaldi & Guito, PA. About Jeffery David Vogt Jeffery David Vogt filed for Chapter 11 bankruptcy on February 27, 2009 when he was presumably faced with an inability to repay a 2006 loan agreement and the potential loss of his interest in a variety of Costa Rican companies. JEVIC HOLDING: 3rd Cir. Affirms Deal & Structured Dismissal ----------------------------------------------------------- The United States Court of Appeals, Third Circuit affirmed the approval of a settlement in, and the structured dismissal of the Chapter 11 bankruptcy case of Jevic Holding Corp., et al. The case before the Third Circuit is captioned, OFFICIAL COMMITTEE OF UNSECURED CREDITORS on behalf of the bankruptcy estates of Jevic Holding Corp., et al., v. CIT GROUP/BUSINESS CREDIT INC., in its capacity as Agent; SUN CAPITAL PARTNERS, INC.; SUN CAPITAL PARTNERS IV, LP; SUN CAPITAL PARTNERS MANAGEMENT IV, LLC CASIMIR CZYZEWSKI; MELVIN L. MYERS; JEFFREY OEHLERS; ARTHUR E. PERIGARD and DANIEL C. RICHARDS, on behalf of themselves and all others similarly situated, Appellants, NO. 14-1465 (3d Cir.). A group of Jevic Transportation, Inc.'s terminated truck drivers and the United States Trustee objected to the approval of a settlement agreement and the structured dismissal of Jevic's Chapter 11 case, mainly because it distributed assets of the estate to creditors of lower priority than the Drivers under Section 507 of the Bankruptcy Code in violation of the Code's "absolute priority rule." The Third Circuit, however, concluded that the Bankruptcy Court had sufficient reason to approve the settlement and structured dismissal of Jevic's Chapter 11 case. It held that this disposition remained the least bad alternative since there was "no prospect" of a plan of reorganization being confirmed and conversion to Chapter 7 would have resulted in the secured creditors taking all that remained of the estate in "short order." The appellate court believed that the Bankruptcy Code permits a structured dismissal, even one that deviates from the Section 507 priorities, when a bankruptcy judge makes sound findings of fact that the traditional routes out of Chapter 11 are unavailable and the settlement is the best feasible way of serving the interests of the estate and its creditors. A copy of the May 21, 2015 opinion is available at http://is.gd/8ARpInfrom Leagle.com. Attorneys for Appellants: Jack A. Raisner, Esq. Rene S. Roupinian, Esq. OUTTEN & GOLDEN 3 Park Avenue, 29th Floor New York, NY 10016 E-mail: jar@outtengolden.com RSR@outtengolden.com - and - Christopher D. Loizides, Esq. LOIZIDES, P.A. 1225 King Street, Suite 800 Wilmington, DE 19801 Attorneys for Appellee Debtors: Domenic E. Pacitti, Esq. Linda Richenderfer, Esq. KLEHR HARRISON HARVEY BRANZBURG 919 Market Street, Suite 1000 Wilmington, DE 19801 E-mail: dpacitti@klehr.com lrichenderfer@klehr.com Attorneys for Appellee Official Committee of, Unsecured Creditors: Robert J. Feinstein, Esq. PACHULSKI STANG ZIEHL & JONES 780 Third Avenue, 36th Floor New York, NY 10017 E-mail: rfeinstein@pszjlaw.com - and - James E. O'Neill III, Esq. PACHULSKI STANG ZIEHL & JONES 919 North Market Street, P.O. Box 8705, 17th Floor Wilmington, DE 19801 E-mail: joneill@pszjlaw.com Attorneys for Appellee Sun Capital Partners IV, LP, Sun Capital Partners, Inc., Sun Capital Partners, Management IV, LLC: Christopher Landau, Esq. James P. Gillespie, Esq. Jason R. Parish, Esq. KIRKLAND & ELLIS 655 15th Street, N.W., Suite 1200 Washington, DC 20005 E-mail: christopher.landau@kirkland.com james.gillespie@kirkland.com jason.parish@kirkland.com - and - Danielle R. Sassoon, Esq. E-mail: danielle.sassoon@kirkland.com KIRKLAND & ELLIS 601 Lexington Avenue New York, NY 10022 - and - Curtis S. Miller, Esq. MORRIS, NICHOLS, ARSHT & TUNNELL 1201 North Market Street, P.O. Box 1347 Wilmington, DE 19899 E-mail: cmiller@mnat.com Attorneys for Appellee CIT Group Business Credit Inc.: Tyler P. Brown, Esq. Shannon E. Daily, Esq. HUNTON & WILLIAMS 951 East Byrd Street, 13th Floor East Tower, Riverfront Plaza Richmond, VA 23219 E-mail: tpbrown@hunton.com sdaily@hunton.com - and - Richard P. Norton, Esq. HUNTON & WILLIAMS 200 Park Avenue, 52nd Floor New York, NY 10166 E-mail: rnorton@hunton.com Attorneys for Amicus Curiae: Ramona D. Elliott, Esq. P. Matthew Sutko, Esq. Wendy L. Cox, Esq. United States Department of Justice 441 G Street, N.W., Suite 6150 Washington, DC 20530 About Jevic Transportation Based in Delanco, New Jersey, Jevic Transportation Inc. -- http://www.jevic.com/-- provided trucking services. Two affiliates -- Jevic Holding Corp. and Creek Road Properties -- have no assets or operations. Jevic et al. sought Chapter 11 protection (Bankr. D. Del. Case No. 08-11008) on May 20, 2008. Domenic E. Pacitti, Esq., and Michael W. Yurkewicz, Esq., at Klehr Harrison Harvey Branzburg & Ellers, in Wilmington, Del., represent the Debtors. The U.S. Trustee for Region 3 appointed five creditors to serve on an Official Committee of Unsecured Creditors. Robert J. Feinstein, Esq., Bruce Grohsgal, Esq., and Maria A. Bove, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Del., represent the Official Committee of Unsecured Creditors. Before filing for bankruptcy, the Debtors initiated an orderly wind-down process. As a part of the wind-down process, the Debtors ceased substantially all of their business and terminated roughly 90% of their employees. The Debtors continue to manage the wind-down process in an attempt to deliver all freight in their system and to retrieve their assets. When the Debtors sought protection from their creditors, they estimated assets and debts between $50 million and $100 million. At Oct. 31, 2010, the Debtor had total assets of $425,000, total liabilities of $12.2 million, and a stockholders' deficit of $11.8 million. The Debtor ended the period with $362,000 in cash, which includes restricted cash of $67,000. LANDAMERICA FINANCIAL: Pa. Court Partially Junks "Germinaro" Suit ----------------------------------------------------------------- Judge Nora Barry Fischer of the United States District Court for the Western District of Pennsylvania, in a memorandum opinion dated May 27, 2015, granted in part and denied in part defendants Fidelity National Title Insurance Company and Commonwealth Land Title Insurance Company's motion for judgment on the pleadings in the case captioned JOSEPH J. GERMINARO, an individual, and GABRIELLA P. GERMINARO, an individual, Plaintiffs, v. FIDELITY NATIONAL TITLE INSURANCE COMPANY, and COMMONWEALTH LAND TITLE INSURANCE COMPANY, Defendants, Civil Action No. 14-1202 (W.D. PA). Plaintiffs Joseph and Gabriella Germinaro filed a complaint in the Los Angeles Superior against Lawyers Title Insurance Company, Lawyers Title Insurance Corporation, Commonwealth Land Title Insurance Corporation, and Does 1 through 100 on February 6, 2014. The Plaintiffs amended their complaint and, thereafter, the matter was removed to the United States District Court for the Central District of California. On May 14, 2014, the Plaintiffs filed their second amended complaint. They dropped the Doe defendants. The second amended complaint asserts claims against the named Defendants for: (1) aiding and abetting fraud; (2) fraud; (3) violation of the Racketeer Influenced and Corrupt Organizations Act; (4) breach of fiduciary duty; (5) aiding and abetting breach of fiduciary duty; (6) conversion of trust funds; (7) aiding and abetting conversion of trust funds; (8) intentional interference with a contract; (9) breach of the implied covenant of good faith and fair dealing; (10) breach of contract; and (11) negligence. The causes of action arise from the Plaintiffs' attempt to effectuate a tax-deferred land exchange. In that, the Plaintiffs entrusted approximately $831,187 to LandAmerica 1031 Exchange Services, Inc., an entity which filed for bankruptcy relief less than a week after the money in question was transferred. The Plaintiffs allege that LTIC, CLTIC, and LES -- together with their parent company, LandAmerica Financial Group, Inc. (LFG) -- operated a Ponzi scheme. The Plaintiffs claim that, as part of this scheme, Defendants LTIC and CLTIC induced the Plaintiffs to entrust their money to LES while making misrepresentations about and/or fraudulently concealing the fact that: (a) LES was on the brink of insolvency; (b) Plaintiffs' funds were being commingled with those of other LES clients; (c) Plaintiffs' funds were being used to complete the exchanges of LES' pre-existing clients; and (d) Plaintiffs were at substantial risk of losing their funds by placing them with LES. The Defendants' filed their motion for judgment on the pleadings. In her Memorandum Opinion, Judge Fischer denied Defendants' motion for judgment on the pleadings with respect to Count 3 of the SAC and granted as to all other claims. The denial of the Defendants' motion is without prejudice to the Defendants' right to renew their challenges to the RICO count at a later juncture, if appropriate, with the benefit of discovery. The Defendants' motion does not address these allegations or the implication they may have concerning the purported distinction between the Defendants and the alleged "enterprise." The Court said it is satisfied that the Plaintiffs have pled a fraudulent scheme with sufficient particularity. The Plaintiffs' allegations and referenced exhibits inject sufficient "precision" and a sufficient enough "measure of substantiation" so as to satisfy Rule 9's heightened pleading standard and to place the Defendants "on notice of the precise misconduct with which they are charged," Judge Fischer ruled. A full-text copy of the Memorandum Opinion is available at http://is.gd/C4PpUtfrom Leagle.com. Michael P. Denver, Esq., of Hollister & Brace serves as counsel for Plaintiffs Joseph J. Germinaro and Gabriella P. Germinaro. James E. Heffner, Esq. -- jheffner@hahnlaw.com -- Charles W. Pugh, Esq. -- cpugh@hahnlaw.com -- Erica L. Calderas, Esq. -- elcalderas@hahnlaw.com -- Michael J. Gleason, Esq. -- mgleason@hahnlaw.com -- of Hahn Loeser & Parks LLP serve as counsel for Defendants Fidelity National Title Insurance Company and Commonwealth and Title Insurance Company. About LandAmerica Financial LandAmerica Financial Group, Inc., provided real estate transaction services with offices nationwide and a vast network of active agents. LandAmerica Financial Group and its affiliate LandAmerica 1031 Exchange Services Inc. filed for Chapter 11 protection (Bankr. E.D. Va. Lead Case No. 08-35994) on Nov. 26, 2008. Attorneys at Willkie Farr & Gallagher LLP and McGuireWoods LLP served as co-counsel. Zolfo Cooper served as restructuring advisor. Epiq Bankruptcy Solutions served as claims and notice agent. Attorneys at Akin Gump Strauss Hauer & Feld LLP and Tavenner & Beran PLC served as counsel to the Creditors Committee of 1031 Exchange. Bingham McCutchen LLP and LeClair Ryan served as counsel to the Creditors Committee of LFG. In its bankruptcy petition, LFG reported total assets of $3.325 billion and total debts of $2.839 billion as of Sept. 30, 2008. On March 6, 2009, March 27, 2009, March 31, 2009, July 17, 2009, Oct. 12, 2009, and Nov. 4, 2009, various LFG affiliates -- LandAmerica Assessment Corporation, LandAmerica Title Company, Southland Title Corporation, Southland Title of Orange County, Southland Title of San Diego, LandAmerica Credit Services, Inc., Capital Title Group, Inc., and LandAmerica OneStop Inc. -- also commenced voluntary Chapter 11 cases. The Chapter 11 cases of LFG, LES, and the LFG Affiliates are jointly administered under case number 08-35994. LandAmerica filed a Joint Plan of Liquidation on Sept. 9, 2009. The Court on Nov. 23, 2009, entered an order confirming the Joint Chapter 11 Plan of LFG and its Affiliated Debtors, dated Nov. 16, 2009, as to all Debtors other than OneStop. The effective date with respect to the Plan was Dec. 7, 2009. Plan trustees were appointed for LFG and LES. LIFE PARTNERS: U.S. Trustee Forms Two More Committee Members ------------------------------------------------------------ The U.S. Trustee for Region 6 appointed Marc Redus and Robert Trimble to serve on Life Partners Holdings Inc.'s official committee of unsecured creditors. The unsecured creditors' committee is now composed of: (1) Bert Scalzo 2917 Elmridge Drive Flower Mound, Texas 75022 Phone: 469-693-3300 (2) Glenda Pirie 128 PR 4831 Newark, Texas 76071 Phone: 817-489-2334 (3) Adriana Atchley 235 Zachary Walk Murphy, Texas 75094 Phone: 972-423-7146 (4) Marc Redus 6741 Prestonshire Dallas, Texas 75225 Phone: 972-322-8021 (5) Robert Trimble 8333 Douglas Ave., Ste 1350 Dallas, Texas 75225 Phone: 214-855-2960 About Life Partners Life Partners Holdings, Inc. is the parent company of the world's oldest company engaged in the secondary market for life insurance, commonly called "life settlements." Since its incorporation in 1991, Life Partners, Inc. has completed over 162,000 transactions for its worldwide client base of over 30,000 high net worth individuals and institutions in connection with the purchase of over 6,500 policies totaling over $3.2 billion in face value. Waco, Texas-based Life Partners Holdings -- http://www.lphi.com/-- is a financial services company engaged in the secondary market for life insurance known as life settlements. Life Partners Holdings sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 15-40289) on Jan. 20, 2015. The case is assigned to Judge Russell F. Nelms. J. Robert Forshey, Esq., at Forshey & Prostok, LLP, serves as counsel to the Debtor. The official committee of unsecured creditors formed in the case tapped Munsch Hardt Kopf & Harr, P.C., as counsel. Tracy A. Bolt of BDO USA, LLP, was named as examiner for the Debtor's case. At the behest of the U.S. Securities and Exchange Commission, the U.S. Trustee, and the Creditors Committee, the Court ordered the appointment of a Chapter 11 trustee. On March 13, 2015, H. Thomas Moran II was appointed as Chapter 11 trustee in LPHI's case. The Chapter 11 Trustee signed Chapter 11 bankruptcy petitions for LPHI's subsidiaries on May 19, 2015: Life Partners Inc. (Case No. 15-41995) and LPI Financial Services, Inc. (Case No. 15-41996). Life Partners is estimated to have $100 million to $500 million in assets and more than $1 billion in debt. LPI Financial estimated less than $50,000 The Trustee is represented by: THOMPSON & KNIGHT LLP David M. Bennett, Esq. Richard B. Roper, Esq. Katharine Battaia Clark, Esq. 1722 Routh Street, Suite 1500 Dallas, TX 75201 Telephone: 214-969-1700 Facsimile: 214-969-1751 LOCAL CORP: Incurs $4.58-Mil. Net Loss in First Quarter ------------------------------------------------------- Local Corporation filed its quarterly report on Form 10-Q, disclosing a net loss of $4.58 million on $13.1 million of revenues for the three months ended March 31, 2015, compared with a net loss of $2.83 million on $26.2 million of revenues for the same period in 2014. The Company's balance sheet at March 31, 2015, showed $36.8 million in total assets, $25.7 million in total liabilities, and stockholders' equity of $11.2 million. A copy of the Form 10-Q is available at: http://is.gd/zfFAgy About Local Corporation Local Corporation helps consumers search and find local businesses, products and services online through Local.com and its other websites. The Irvine California-based Company generates revenue from ad units placed alongside its search results, which include pay-per-click, pay-per-call, and display ad units. The Company reported a net loss of $5.50 million on $83.1 million of revenue for the year ended Dec. 31, 2014, compared with a net loss of $10.4 million on $94.4 million of revenue in the prior year. BDO USA, 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 a working capital deficiency. The Company's balance sheet at Dec. 31, 2014, showed $38.1 million in total assets, $22.5 million in total liabilities, and total stockholders' equity of $15.6 million. MARIO FAJARDO: Bankr. Stay Extended to Florida Flexible ------------------------------------------------------- District Judge Marcia G. Cooke granted Florida Flexible Printing Products, Inc.'s Motion to Extend Automatic Stay to Florida Flexible Printing Products, Inc., a defendant in the case captioned POLYONE CORPORATION, an Ohio Corporation, Plaintiff, v. FLORIDA FLEXIBLE PRINTING PRODUCTS, INC., MARIO FAJARDO, and DAYLIN FAJARDO, Defendants, CASE NO. 14-24813-CIV-COOKE/TORRES (S.D. Fla.). A suit was filed by PolyOne against Mario and Daylin Fajardo for breach of a promissory note and settlement agreement, and against Florida Flexible for fraudulent transfer of assets. PolyOne alleged that Florida Flexible is the successor-in-interest to Florida Flex Ink Distributors, Inc. ("FFID") and was currently owned, operated, and managed by the Fajardos. On April 8, 2015, the Fajardos filed their Suggestion of Bankruptcy. On April 10, 2015, Judge Cooke entered an Order Staying Case as to the Fajardos. On motion, Judge Cooke extended the stay as to the non-debtor defendant, Florida Flexible, for the reason that the present dispute essentially stems from a prior dispute between PolyOne and the Fajardos, and includes assets allegedly fraudulently transferred by the Fajardos into their alleged new corporation, Florida Flexible. A copy of the May 21, 2015 order is available at http://is.gd/puWvb0from Leagle.com. Polyone Corporation, a Delaware Corporation, Plaintiff, represented by Robert Houpt Thornburg -- rthornburg@addmg.com -- Allen, Dyer, Doppelt, Milbrath & Gilchrist P.A. Florida Flexible Printing Products, Inc., a Florida Corporation, Defendant, represented by Charles Michael Baron, Charles M. Baron, P.A.. Mario Fajardo, an individual, Defendant, represented by Stuart Allen Lipson. Daylin Fajardo, an individual, Defendant, represented by Stuart Allen Lipson. MARK LEE RINDLESBACH: Bids to Dismiss Settlement Appeal Granted --------------------------------------------------------------- Judge Clark Waddoups of the United States District Court for the District of Utah, Central Division, granted the motion to dismiss filed by Philip G. Jones, Chapter 7 Trustee for the bankruptcy estate of Mark Lee Rindlesbach; and The Ruth B. Hardy Revocable Trust, Delcon Corporation Profit Sharing Plan fbo A. Wesley Hardy, Finesse P.S.P., MJS Real Properties, LLC, Uintah Investments, LLC, David D. Smith, Steven Condie, David L. Johnson, Berrett PSP, VW Professional Homes PSP, Ty Thomas, and D.R.P. Management PSP, the appeals case captioned MARK LEE RINDLESBACH, et al., Appellants, v. PHILIP G. JONES, et al., Appellees, Case No. 2:14-CV-00577, (D. UT). The appeal arises out of Mr. Rindlesbach's bankruptcy and Mr. Jones', as bankruptcy trustee, settlement of the Hardy Lenders' claims. On May 25, 2007, the Hardy Lenders made a loan of $3.3 million to Eagle Mountain Lots, LLC, for the acquisition of land in Eagle Mountain, Utah. The Debtor, as trustee for the Rindlesbach Construction Inc. Profit Sharing Plan, was one of the guarantors for the loan. When Eagle Mountain Lots defaulted, the Hardy Lenders filed suit against the guarantors in July 2008, and after amending the complaint, against the Debtor in his personal capacity. Prior to and during the pendency of the suit, the Debtor transferred various parcels of real property from his ownership, as well as from various entities where the Debtor was a partial owner. The state trial court granted summary judgment in favor of the Debtor, finding that he was not personally liable on the guaranty. The Hardy Lenders have appealed that decision, which is now pending in the Utah Court of Appeals. A jury rendered a verdict in favor of the Hardy Lenders for their claim against the Plan, and on December 3, 2012, the state court entered a judgment in the amount of $6,367,203. In the absence of a stay, the bankruptcy court approved the Trustee's Final Report on March 10, 2015, and the Trustee made final distribution of the assets to the allowed claims and as provided in the settlement agreement. The Trustee moved the District Court to dismiss the appeal on the grounds of constitutional and equitable mootness. The Hardy Lenders also moved to dismiss on the additional grounds that the appellants lack standing; that the claims concerning the Assignment Provision are not ripe; and that the appeal is statutorily, constitutionally, and equitably moot. Judge Waddoups granted the motions to dismiss after finding that the appeal is not justiciable. Judge Waddoups ruled that the Appellant's failure to object, and thus preserve their arguments, prevents them from appealing the correctness of the decision. The post-discharge judgment in the Guaranty Action appears to be necessary to prosecute third party fraudulent transfers, and will not compromise the Debtor's discharge, Judge Waddoups further ruled. With regards to the Assignment Provision, the Tenth Circuit has not directly spoken on the question of whether a creditor may derivatively prosecute estate causes of action, Judge Waddoups pointed out. The court recognizes that no party made a request for the bankruptcy court to make a specific finding of good faith. Accordingly, even were the appeal not constitutionally or equitably moot, the appropriate remedy would be a remand to the bankruptcy court for specific findings with regards to the Hardy Lenders' good faith, Judge Waddoups said. A full-text copy of Judge Waddoups's Memorandum Decision and Order dated May 28, 2015, is available at http://is.gd/TlG3F4from Leagle.com. Paul James Toscano, Esq., of Paul Toscano PC; James K. Tracy, Esq. -- jtracy@btjd.com -- Peter W. Guyon, Esq., and Stacy J. McNeill, Esq. -- smcneill@btjd.com -- of Bennett Tueller Johnson & Deere PC serve as counsel for Appellant Mark L. Rindlesbach. Benjamin J. Kotter, Esq. -- bjk@pkhlawyers.com -- George B. Hofmann, IV, Esq. -- gbh@pkhlawyers.com -- and Steven C. Strong, Esq. -- sstrong@cohnekinghorn.com -- of Cohne Kinghorn PC serve as counsel for Appellee Philip G. Jones MARYMOUNT UNIVERSITY: S&P Assigns 'BB+' Rating on $65.77MM Bonds ---------------------------------------------------------------- Standard & Poor's Rating Services assigned its 'BB+' long-term rating to the Virginia College Building Authority's $65.77 million series 2015B educational facilities revenue bonds issued for Marymount University (MU). The outlook is stable. In addition, Standard & Poor's affirmed its 'BB+' rating on the authority's $65.01 million series 2015A revenue and refunding bonds, also issued for MU. "The rating reflects MU's significantly increased debt leverage as it more than doubles its outstanding debt from $60.6 million outstanding at fiscal year end June 30, 2014, to slightly over $153 million with the current issuance and an $18 million bank loan to a special purpose entity whose sole member is MU that is expected to close shortly," said Standard & Poor's credit analyst Ken Rodgers. "Also, MU's debt burden, in our view, becomes fairly high rising to 10.7% post debt issuance from 6.4% at fiscal year-end 2014." MU is using money from both debt obligations to fund construction of a $75 million new academic building at the university's Ballston Center campus. "The rating also reflects the effect the current debt issues have on MU's financial resource ratios with its expendable resources to pro forma debt dropping to a low 25.1% from the 63.6% historical ratio at fiscal year-end June 30, 2014," added Mr. Rodgers. Also, reflected in the rating is S&P's view that MU's enrollment is under some pressure having declined in each of the past two fall enrollment periods and some uncertainty exists about whether fall 2015 enrollment will stabilize as management indicated undergraduate enrollment is expected to improve slightly but graduate enrollment may be down. The rating remains at the high end of the speculative grade ratings spectrum reflecting MU's good financial operating performance on a full-accrual basis and a $37.8 million endowment as of fiscal year end 2014 reflecting a successful six-year fundraising campaign that concluded in 2011 and raised $22.4 million with the university currently in the silent phase of its next campaign. The stable outlook reflects S&P's view that Marymount University has some flexibility at the assigned rating, in terms of its student demand and financial performance, to enable it to undertake the Ballston Center campus project with its inherent risks and altering university financial profile. An anticipated improved student demand trend, a demonstrated track record of solid operating performance, and weak though adequate financial resources for the rating lead S&P to conclude the present rating could be maintained for the next two years absent any significant problems associated with the project. Credit factors that could result in a negative action include unanticipated management instability, a decline in enrollment or operating performance, further decreases in financial resource ratios, additional debt without a commensurate growth in resources or any indication that the project is not on time or within budget. A positive rating action over the next two years is unlikely, given what S&P views as limited balance-sheet flexibility for the rating. However, a higher rating could be considered if enrollment strengthens considerably, financial results remain positive and financial resources improve significantly so as to mitigate some of the risk associated with the high debt burden and project risk. Marymount University is a private, nonprofit coeducational institution of higher education. Founded in 1950 as a two-year women's college by the Religious of the Sacred Heart of Mary, it has subsequently grown to become a comprehensive, coeducational university serving approximately 3,400 undergraduate and graduate students. The student base is regional, with nearly 75% of the total student population coming from Virginia, D.C., and Maryland. Marymount's main campus, in Arlington, is approximately six miles from D.C. and it has two other, satellite, campuses at Ballston and Reston. MIDWAY GOLD: Proposes Midway US as Foreign Representative --------------------------------------------------------- Midway Gold US Inc. and the affiliated debtors ask the U.S. Bankruptcy Court for the District of Colorado to authorize Midway US to act as the "foreign representative" of the Debtors' estates in Canadian proceedings involving certain of the Debtors. Three of the Debtors, Midway Gold Corporation, GEH (BC) Holding Inc. and MDW Mine ULC -- Canadian Debtors -- are incorporated in British Colombia, Canada. Section 109(a) of the Bankruptcy Code sets forth the basic requirements for a "person" to commence a case under the Bankruptcy Code and provides as follows: "Notwithstanding any other provision of this section, only a person that resides or has a domicile, a place of business, or property in the United States, or a municipality, may be a debtor under this title." Each of the Canadian Debtors owns property in the United States and maintains a place of business in the United States. First, each of the Canadian Debtors has sent retainers to their United States counsel, which retainer is kept on behalf of each of the Debtors, including the Canadian Debtors, by the Debtors' two United States counsel. Second, the Canadian Debtors have their principal "place of business" in the United States because, among other things, (i) the Debtors are U.S.-based gold producers and all the Debtors' mineral properties are located in Nevada and Washington, (ii) the Debtors' corporate group is an integrated group with the nerve center of all operations in the state of Colorado, where the Debtors' executive management and headquarters is located, and in the state of Nevada, where most of the Debtors' mineral properties are located, (iii) the seat of the enterprise's management functions is in the state of Colorado, where all corporate and strategic decisions are made, and (iv) all of the Debtors' employees are located in the United States. The Debtors also have certain assets and operations in Canada. For example, common stock of Midway Gold Corp. trades publicly on the Toronto Stock Exchange. In connection with the commencement of these chapter 11 cases, each of the Canadian Debtors has filed a chapter 11 petition with the Court. In addition, Midway US, as the proposed Foreign Representative, intends to seek ancillary relief in Canada on behalf of all Debtors, pursuant to the Companies' Creditors Arrangement Act (Canada) R.S.C. 1985, c. C-36 as amended (the "CCAA") in the Supreme Court of British Columbia (the "Canadian Court") in Vancouver, British Columbia, Canada. The purpose of the ancillary proceedings will be to request that the Canadian Court recognize the chapter 11 cases as a "foreign main proceeding" under the applicable provisions of the CCAA -- Canadian Proceedings -- in order to, among other things, protect the Debtors' assets and operations in Canada. Section 46 of the CCAA provides: 1) Application for recognition of a foreign proceeding. A foreign representative may apply to the court for recognition of the foreign proceeding in respect of which he or she is a foreign representative. 2) Documents that must accompany application. . . . the application must be accompanied by. . . (b) a certified copy of the instrument, however designated, authorizing the foreign representative to act in that capacity or a certificate from the foreign court affirming the foreign representative's authority to act in that capacity. . . Stephen D. Lerner, Esq., at Squire Patton Boggs (US) LLP, avers that Authorizing Midway US to act as Foreign Representative on behalf of the Debtors' estates in the Canadian Proceedings will allow coordination of these Chapter 11 cases and the Canadian Proceedings, and provide an effective mechanism to protect and maximize the value of the Debtors' assets on both sides of the border. About Midway Gold Midway Gold Corp., incorporated on May 14, 1996 under the laws of the Province of British Columbia, Canada, is engaged in the acquisition, exploration and development of mineral properties located in the state of Nevada and Washington. Midway Gold's stock traded on the NYSE MKT and the Toronto Stock Exchange under the symbol "MDW." Midway Gold operates primarily through its wholly-owned subsidiary located in the United States, Midway Gold US Inc. The executive offices are in Englewood, Colorado. Midway US currently has one gold producing property: the Pan gold mine located in White Pine County, Nevada. Midway also has gold properties which are exploratory stage projects where gold mineralization has been identified, such as the Tonopah project in Nye County, Nevada, the Gold Rock project in White Pine County, Nevada, and the Golden Eagle project in Ferry County, Washington. Out of these projects, a permitting process has been undertaken only for the Gold Rock project. Finally, Midway's Spring Valley property, another gold property located in Pershing County, Nevada, is subject to a joint venture with Barrick Gold Exploration Inc. On June 22, 2015, Midway Gold US Inc. and 12 related entities, including parent Midway Gold Corp. each filed a petition in the U.S. Bankruptcy Court for the District of Colorado seeking relief under Chapter 11 of the U.S. Bankruptcy Code. The Debtors' cases have been assigned to Judge Michael E. Romero. The Debtors sought to have their cases jointly administered for procedural purposes; all pleadings will be maintained on the case docket for Midway Gold US Inc., Case No. 15-16835. The Debtors tapped Squire Patton Boggs (US) LLP as bankruptcy counsel; Sender Wasserman Wadsworth, P.C., as special bankruptcy and restructuring counsel; DLA Piper (Canada) LLP, as Canadian bankruptcy counsel; Ernst & Young Inc., as information officer of Canadian court; RBC Capital Markets, as investment banker; FTI Consulting as financial advisor; and Epiq Solutions, as claims and noticing agent. Midway Gold disclosed $184 million in assets and $62.4 million in liabilities as of March 31, 2015. MIDWAY GOLD: Proposes to Use Cash Collateral -------------------------------------------- Midway Gold US Inc. and the affiliated debtors ask the U.S. Bankruptcy Court for the District of Colorado to enter interim and final orders authorizing the use of cash collateral. The Debtors said they have the consent from secured lenders to use cash collateral. Stephen D. Lerner, Esq., at Squire Patton Boggs (US) LLP, explains that as with any large chapter 11 cases, the use of cash collateral is essential to the Debtors' ability to continue their business operations and to preserve and maximize the value of their assets as they transition into Chapter 11. The Debtors anticipate that, with access to their cash collateral and with the support of their secured lenders and other creditors, they will be able to utilize the Chapter 11 cases to maximize the value of their assets. Although most of their mining operations are in the exploration and development phase, the Debtors accomplished their first gold pour at the Pan gold mine on March 26, 2015 and they have commenced limited production at the mine. As of March 31, 2015, approximately 3.6 million tons of ore have been stacked on a leach pad at the mine and about 2.6 million tons are under leach. The Debtors' source of cash collateral and their ability to maximize value in the Chapter 11 cases are dependent upon the continued production at the Pan gold mine and keeping the gold mine operating as a going concern. In an effort to identify and evaluate all potential restructuring alternatives, the Debtors and their investment bankers conducted a six-week transaction process to identify possible equity and/or asset transactions, including with respect to the Debtors' 30% ownership interest in the Spring Valley project pursuant to their joint venture with Barrick Gold Exploration, Inc. That process generated interest from prospective purchasers but did not result in any binding offers, although some bidders expressed potential interest in a transaction in the context of a formal restructuring proceeding. With the benefit of the automatic stay and access to cash collateral, the Debtors intend to focus on remedying some of the factors that negatively impacted the prepetition transaction process. Among other things, the Debtors anticipate completing an updated mine plan for their Pan gold mine by the end of June and plan to engage Barrick about the possibility of a consensual process through which the entirety of the Spring Valley project, including the Debtors' "Participating Interest" will be sold. Without access to cash collateral at this critical point in their cases, however, the Debtors will be unable to continue operating and to pursue their efforts to maximize value -- efforts that will inure to the benefit of the Debtors' prepetition secured lenders as well as all other creditors and stakeholders. As of the Petition Date, the Debtors had total principal outstanding funded indebtedness of (a) $47.5 million of borrowings under a three-year senior secured project finance facility pursuant to a Credit Agreement, dated as of July 18, 2014, with the lenders from time to time party thereto, and Commonwealth Bank of Australia, in its capacity as administrative agent, (b) $7.85 million in borrowings under a subordinate secured credit facility pursuant to a Subordinate Credit Agreement, dated as of April 17, 2015, with the lenders from time to time party thereto and Hale Capital Partners, L.P., as administrative agent and collateral agent. The Debtors, in consultation with their advisors and the Secured Parties, have developed a 60-day cash flow budget, which covers the period from the Petition Date through Aug. 21, 2015. On an interim basis, the Debtors project that they will utilize approximately $6.1 million in cash collateral to fund their operations through the approximately 60-day Interim Budget Period. During the Interim Budget Period, the Debtors project that they will have sufficient proceeds from gold sales to pay all projected operating costs and expenses of the Debtors and all administrative expenses incurred during that time period in accordance with the Budget. As such, the Debtors are not seeking to obtain any postpetition financing at this point in the cases. The Secured Parties have consented to the Debtors' use of cash collateral for a period of at least 60 days, subject to certain customary events that could cause an earlier termination, in accordance with the Budget. The Debtors propose to provide the Secured Parties with, among other things, a superpriority claim and replacement liens (including on some unencumbered property but excluding the Debtors' interest in the Spring Valley related assets) as adequate protection of the Senior Agent's interests in the cash collateral solely to secure any diminution in the value of their prepetition collateral from and after the Petition Date. The claims, liens, rights and interest granted to the Subordinate Secured Parties are junior and subordinate to that of the Senior Secured Parties pursuant to a Subordination Agreement dated April 17, 2015, among the Secured Parties. As adequate protection, the Debtors propose to grant the Subordinate Agent a superpriority claim, and senior replacement liens on unencumbered property. All components of the adequate protection will be subject to a carve-out consisting of: i. all fees required to be paid to the clerk of the Court and to the U.S. Trustee under Section 1930(a) of title 28 of the United States Code plus interest at the statutory rate; ii. fees and expenses of up to $25,000 incurred by a trustee under Section 726(b) of the Bankruptcy Code; iii. subject to a monthly cap of $40,000 for professionals retained by the Committee and up to the amounts set forth in the Budget for professionals retained by the Debtors, to the extent allowed by the Court, all fees, costs, and expenses (the "Professional Fees") incurred by persons or firms retained by the Debtors or the Creditors' Committee pursuant to Section 327, 328, or 363 of the Bankruptcy Code at any time before the delivery by the Senior Agent of a Carve-Out Trigger Notice (the "Pre-Trigger Date Fees"); iv. after the delivery by the Senior Agent of the Carve-Out Trigger Notice (the "Trigger Date"), to the extent allowed by the Court, the payment of (x) all Professional Fees of Professional Persons retained by the Debtors and (y) the payment of Professional Fees of Professional Persons incurred by the Creditors' Committee, in an aggregate amount for clauses (x) and (y) not to exceed $500,000 incurred on and after the Trigger Date (the "Post-Carve Out Trigger Notice Cap"). In the case of any adversary proceeding filed by a party in interest with requisite standing other than the Creditors' Committee, the Challenge Period is 75 days after the Petition Date. In the case of any adversary proceeding filed by the Creditors' Committee, the Challenge Period is 90 days after the appointment of the Creditors' Committee. Other First Day Motions The Debtors on the Petition Date also filed motions to: -- jointly administer their Chapter 11 cases; -- establish procedures for transfers of equity securities; -- authorize Midway Gold US, Inc. to act as the foreign representative in ancillary Canadian insolvency proceedings; -- maintain their existing bank accounts; -- pay prepetition taxes and fees; -- continue utility service under Sec. 366(b) of the Bankruptcy Code; and -- pay prepetition wages and benefits. A copy of Bradley J. Blacketor's declaration in support of the first day motions is available for free at: http://bankrupt.com/misc/Midway_G_1st_Day_Affidavit.pdf About Midway Gold Midway Gold Corp., incorporated on May 14, 1996 under the laws of the Province of British Columbia, Canada, is engaged in the acquisition, exploration and development of mineral properties located in the state of Nevada and Washington. Midway Gold's stock traded on the NYSE MKT and the Toronto Stock Exchange under the symbol "MDW." Midway Gold operates primarily through its wholly-owned subsidiary located in the United States, Midway Gold US Inc. The executive offices are in Englewood, Colorado. Midway US currently has one gold producing property: the Pan gold mine located in White Pine County, Nevada. Midway also has gold properties which are exploratory stage projects where gold mineralization has been identified, such as the Tonopah project in Nye County, Nevada, the Gold Rock project in White Pine County, Nevada, and the Golden Eagle project in Ferry County, Washington. Out of these projects, a permitting process has been undertaken only for the Gold Rock project. Finally, Midway's Spring Valley property, another gold property located in Pershing County, Nevada, is subject to a joint venture with Barrick Gold Exploration Inc. On June 22, 2015, Midway Gold US Inc. and 12 related entities, including parent Midway Gold Corp. each filed a petition in the U.S. Bankruptcy Court for the District of Colorado seeking relief under Chapter 11 of the U.S. Bankruptcy Code. The Debtors' cases have been assigned to Judge Michael E. Romero. The Debtors sought to have their cases jointly administered for procedural purposes; all pleadings will be maintained on the case docket for Midway Gold US Inc., Case No. 15-16835. The Debtors tapped Squire Patton Boggs (US) LLP as bankruptcy counsel; Sender Wasserman Wadsworth, P.C., as special bankruptcy and restructuring counsel; DLA Piper (Canada) LLP, as Canadian bankruptcy counsel; Ernst & Young Inc., as information officer of Canadian court; RBC Capital Markets, as investment banker; FTI Consulting as financial advisor; and Epiq Solutions, as claims and noticing agent. Midway Gold disclosed $184 million in assets and $62.4 million in liabilities as of March 31, 2015. MIDWAY GOLD: Seeks to Limit Trading to Protect NOLs --------------------------------------------------- Midway Gold US Inc. and the affiliated debtors ask the U.S. Bankruptcy Court for the District of Colorado to set notification and hearing procedures for transfers of beneficial interests in equity securities. The Debtors have experienced recent and historic losses from the operation of their business. As a result, the Debtors estimate that, as of the Petition Date, their federal income tax net operating losses (the "NOLs") are in the amount of approximately $29 million for the Debtors incorporated in the United States and approximately $19 million for the Debtors incorporated in Canada. In the event of a change in ownership of more than fifty percent of the stock of Midway Gold, the Canadian parent of Debtor Midway Gold US Inc. ("Midway US"), the utilization of the $29 million of NOLs of Midway US will be severely restricted for US federal income tax purposes pursuant to Section 382 of the Internal Revenue Code, and accordingly, the value of such NOLs would be substantially reduced. Thus, any change of control relating to the common stock of Midway Gold, the Canadian parent, will impact the value of the NOLs of Midway US and the other US Debtors. Because an "ownership change" may negatively impact the Debtors' utilization of their NOLs, the Debtors proposed these procedures: * Any "substantial shareholder" -- entity that has direct or indirect beneficial ownership of at least 5,994,000 shares of common stock (representing 4.75% of the outstanding shares of common stock) of NII Holdings -- must serve and file a declaration on or before the later of (i) 21 days after the date of the interim order approving the procedures and (ii) 10 days after becoming a substantial shareholder. * Prior to effectuating any transfer of the equity securities that would result in another entity becoming a substantial shareholder, the parties to such transaction must serve and file a notice of the intended stock transaction. * The Debtors have 30 calendar days after receipt of the notice of the proposed stock transaction notice to object to the proposed transaction. * If the Debtors do not object, the proposed transaction may proceed. * Any transfer of the equity securities in violation of the procedures will be null and void ab initio. About Midway Gold Midway Gold Corp., incorporated on May 14, 1996 under the laws of the Province of British Columbia, Canada, is engaged in the acquisition, exploration and development of mineral properties located in the state of Nevada and Washington. Midway Gold's stock traded on the NYSE MKT and the Toronto Stock Exchange under the symbol "MDW." Midway Gold operates primarily through its wholly-owned subsidiary located in the United States, Midway Gold US Inc. The executive offices are in Englewood, Colorado. Midway US currently has one gold producing property: the Pan gold mine located in White Pine County, Nevada. Midway also has gold properties which are exploratory stage projects where gold mineralization has been identified, such as the Tonopah project in Nye County, Nevada, the Gold Rock project in White Pine County, Nevada, and the Golden Eagle project in Ferry County, Washington. Out of these projects, a permitting process has been undertaken only for the Gold Rock project. Finally, Midway's Spring Valley property, another gold property located in Pershing County, Nevada, is subject to a joint venture with Barrick Gold Exploration Inc. On June 22, 2015, Midway Gold US Inc. and 12 related entities, including parent Midway Gold Corp. each filed a petition in the U.S. Bankruptcy Court for the District of Colorado seeking relief under Chapter 11 of the U.S. Bankruptcy Code. The Debtors' cases have been assigned to Judge Michael E. Romero. The Debtors sought to have their cases jointly administered for procedural purposes; all pleadings will be maintained on the case docket for Midway Gold US Inc., Case No. 15-16835. The Debtors tapped Squire Patton Boggs (US) LLP as bankruptcy counsel; Sender Wasserman Wadsworth, P.C., as special bankruptcy and restructuring counsel; DLA Piper (Canada) LLP, as Canadian bankruptcy counsel; Ernst & Young Inc., as information officer of Canadian court; RBC Capital Markets, as investment banker; FTI Consulting as financial advisor; and Epiq Solutions, as claims and noticing agent. Midway Gold disclosed $184 million in assets and $62.4 million in liabilities as of March 31, 2015. MONTREAL MAINE: Nine Charged Over 2013 Quebec Train Derailment -------------------------------------------------------------- David George-Cosh, writing for The Wall Street Journal, reported that the Canadian government said it had laid charges against nine parties in connection with the deadly derailment of a crude-carrying train in Lac-Megantic, Quebec, in July 2013. According to the Journal, citing Canada's transportation ministry, eight parties were charged with violating the Railway Safety Act, after an investigation found the train's hand brakes hadn't been properly applied. The country's environment ministry, meanwhile, laid nine charges related to the unlawful dumping of crude oil into the town's lake and a nearby river, the Journal related. About Montreal Maine Montreal, Maine & Atlantic Railway Ltd., operated the train that derailed and exploded in July 2013, killing 47 people and destroying part of Lac-Megantic, Quebec. The Company sought bankruptcy protection (Bankr. D. Maine Case No. 13-10670) on Aug. 7, 2013, with the aim of selling its business. Its Canadian counterpart, Montreal, Maine & Atlantic Canada Co., meanwhile, filed for protection from creditors in Superior Court of Quebec in Montreal. Robert J. Keach, Esq., at Bernstein, Shur, Sawyer, and Nelson, P.A., serves as Chapter 11 trustee. Michael A. Fagone, Esq., and D. Sam Anderson, Esq. serves as his counsel. Development Specialists, Inc., serves as his financial advisor; and Gordian Group, LLC, serves as the trustee's investment banker. Bankruptcy Judge Louis H. Kornreich presides over the U.S. case. The law firm of Verrill Dana represents the Debtor in its restructuring effort. Justice Martin Castonguay oversees the case in Canada. Andrew Adessky at Richter Consulting was named CCAA monitor. The CCAA Monitor is represented by Sylvain Vauclair at Woods LLP. MM&A Canada is represented by Patrice Benoit, Esq., at Gowling LaFleur Henderson LLP. The U.S. Trustee appointed a four-member official committee of derailment victims. The Official Committee is represented by Richard P. Olson, Esq., at Perkins Olson; and Luc A. Despins, Esq., at Paul Hastings LLP. The unofficial committee of wrongful death claimants is represented by George W. Kurr, Jr., Esq., at Gross, Minsky & Mogul, P.A.; Daniel C. Cohn, Esq., at Murtha Cullina LLP; Peter J. Flowers, Esq., at Meyers & Flowers, LLC; Jason C. Webster, Esq., at The Webster Law Firm; and Mitchell A. Toups, Esq., at Weller, Green Toups & Terrell LLP. On Jan. 29, 2014, an ad hoc group of wrongful-death claimants submitted a plan, which would give 75% of the $25 million in available insurance to the families of those who died after an unattended train derailed in Lac-Megantic, Quebec, in July. * * * As reported by the Troubled Company Reporter, Robert J. Keach, the Chapter 11 trustee, will ask the Maine Bankruptcy Court at a hearing on June 23, 2015, at 10:30 a.m., to approve the disclosure statement explaining his proposed Plan of Liquidation that proposes to distribute C$275 million (US$220 million) to creditors, including families of the 48 people who died during the 2013 trail derailment accident. The hearing on the Disclosure Statement was originally set for May 19 but has been reset several times. The Trustee also has proposed this timeline in connection with the solicitation of votes and confirmation of the Plan: Event Time or Deadline ----- ---------------- Disclosure Statement Hearing June 23, 2015 Voting Record Date June 23, 2015 Solicitation Date July 7, 2015 Rule 3018 Motion Filing Deadline July 31, 2015 Voting Deadline Aug. 10, 2015 Confirmation Objection Deadline Aug. 10, 2015 Voting Certification Deadline Aug. 13, 2015 Confirmation Reply Deadline Aug. 14, 2015 Confirmation Hearing Aug. 20, 2015 The Trustee filed the Plan on March 31, 2015. The Plan proposes a liquidation of the Debtor's assets and the creation, implementation and distribution of a substantial settlement fund (known as the indemnity fund under the CCAA Plan) for the benefit of all victims of the train derailment in 2013 that killed 47 people. The Plan is funded in part by contributions and settlement agreements with various parties with potential liability arising out of the derailment, and including, without limitation, such parties' insurance companies. In exchange for their contributions, claims against such parties will be released, and future claims enjoined. In May 2014, Mr. Keach oversaw the sale of the Debtor's operating railroad assets for $15.85 million to a unit of New York-based Fortress Investment Group. Both the U.S. and Canadian bankruptcy judges approved the deal. According to Bloomberg News, Mr. Keach said the sale proceeds, valued by the trustee at only about $15.9 million, would go entirely to secured creditors, after money that went into escrow and fees are carved out to pay professionals. NIRVANA INC: Creditors Have Until Nov. 30 to File Proofs of Claim ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of New York established Nov. 30, 2015, as the deadline for any individual or entity to file proofs of claim against Nirvana Inc, and Millers Wood Development Corp., et al. About Nirvana Inc. Nirvana Inc. is a manufacturer and bottler of spring water that is captured from four natural springs on 1,600 acres of property located in the foothills of the Adirondack Mountains at Forestport, New York. Nirvana says its water is exceptionally pure and flows naturally to the surface at a temperature of 42 degrees Fahrenheit. Nirvana is a closely-held New York corporation with a principal office located at One Nirvana Plaza, Forestport, New York. Nirvana was formed on June 2, 1995 by Mozafar Rafizadeh and his brother, Mansur Rafizadeh. Nirvana, Inc., and three affiliates -- Nirvana Transport, Inc., Nirvana Warehousing, Inc. and Millers Wood Development Corp. -- sought Chapter 11 bankruptcy protection (Bankr. N.D.N.Y. Lead Case No. 15-60823) in Utica, New York, on June 3, 2015. Bankruptcy Judge Diane Davis presides over the case. The Debtors tapped Bond, Schoeneck & King, PLLC, as general counsel, and Teitelbaum & Baskin, LLC, as special counsel. According to the docket, the Debtors' Chapter 11 plan and disclosure statement are due Oct. 1, 2015. The deadline for filing claims by governmental units is Nov. 30, 2015. ONE SOURCE: Committee Withdraws Bid to Retain Brinkman as Counsel ----------------------------------------------------------------- The Official Committee of Unsecured Creditors in the Chapter 11 cases of One Source Industrial Holdings, LLC, and One Source Industrial LLC, notified the U.S. Bankruptcy Court for the Northern District of Texas of its withdrawal of the motion to retain Brinkman Portillo Ronk, APC, as its counsel nunc pro tunc to March 31, 2015. The U.S. Trustee filed an objection to the application to retain Brinkman Portillo. The U.S. Trustee said the application failed to disclose adequately the firm's improper attempts to solicit a committee. The U.S. Trustee claims that prior to the United States Trustee appointing an official committee of unsecured creditors, the law firm Brinkman Portillo Ronk, APC contacted creditors via telephone without a prior client relationship. Improper solicitation of clients constitutes cause for denying the Applicant's employment under 11 U.S.C. section 1103(b). The U.S. Trustee said the Applicant failed to disclose adequately its improper attempts to solicit a committee on its employment application. Cause exists to deny applicant employment. About One Source Industrial One Source Industrial Holdings, LLC, and One Source Industrial LLC are both limited liability companies. One Source Industrial Holdings holds equipment utilized by various related entities which provide rental equipment and industrial services to businesses in the oil and gas, refining, manufacturing, pipeline, shipping, and construction industries. Industrial provides executive management, accounting, and overhead services for Holdings. One Source Holdings sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 14-44996) on Dec. 16, 2014. One Industrial sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 15-400038) on Jan. 4, 2015. Judge Russell F. Nelms presides over the Holdings' case. J. Robert Forshey, Esq., and Suzanne K. Rosen, Esq., at Forshey & Prostok, LLP, represents the Debtors. The Debtors tapped EJC Ventures LP as financial consultant. The Debtor disclosed $12,036,897 in assets and $15,890,063 in liabilities as of the Chapter 11 filing. The U.S. Trustee appointed five creditors to serve on the official committee of unsecured creditors. PATRIOT COAL: Committee, Pension Plan Object to Bidding Protocol ---------------------------------------------------------------- BankruptcyData reported that Patriot Coal's official committee of unsecured creditors, the United Mine Workers of America 1974 Pension Plan and Trust, and the United Mine Workers of America, object to the proposed procedures governing the bidding and sale of the Debtors' assets. According to BData, the committee asserts, "The auction process and bidding procedures presently before the Court are inadequate as proposed and will impede the Debtors' ability to run a competitive sale process if approved. The truncated timeline proposed by the Debtors (and orchestrated by Blackhawk) forecloses any realistic possibility of a sale of the Debtors' assets to an alternative, higher and better bidder. Moreover, the proposed bidding protections, which are far from customary and contain unreasonably high hurdles for interested parties to become qualified bidders, will undeniably chill, if not altogether freeze, competitive bidding on the Debtors' assets....The stalking horse protections are also onerous and will chill competitive bidding. In particular, the Debtors have requested this Court's approval of: (a) a $19 million cash breakup fee; (b) up to $5 million in expense reimbursements; and (c) a $5 million minimum overbid....This minimum overbid is unreasonable for a transaction of this size, particularly in light of the fact that no cash consideration is coming into the estates...The conditionality of the Blackhawk Bid is further compounded by the lack of a deposit by Blackhawk." UMWA asserts, "The UMWA supports a fair and open auction process to maximize value for all constituents, to protect jobs and promised employee and retiree benefits, and to preserve a going concern operation. However, simply put, this is not that process. At a minimum, the sale, auction, and plan confirmation processes must be extended and start only after the data room is fully populated to provide potential bidders with enough time to evaluate these assets, sure up funding and structure binding offers. This requires more than even the additional six (6) to eight (8) weeks in the dates current set forth in the Final DIP Order, let alone this renewed attempt to shorten the Final DIP Order deadlines. The Breakup Fee must be denied or significantly modified to prevent any payment to Blackhawk unless and until the offer is firm, supported by documented and committed financing and backstop documentation, and not subject to modification, conditions to closing or other execution risk....Finally, because the identity of the successful bidder(s) and the ultimate terms of any winning bid(s) are not presently before the Court, the UMWA reserves the right to object to any proposed sale(s) at the appropriate time," BData related. 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. * * * Patriot Coal Corporation, a producer and marketer of coal in the eastern United States, on June 3 disclosed that it has filed with the Bankruptcy Court a letter of intent for a proposed sale of a substantial majority of its operating assets to Blackhawk Mining, LLC, as well as a motion outlining bidding procedures. The contemplated transaction would be consummated pursuant to a chapter 11 plan and is subject to documentation of a definitive asset purchase agreement, bankruptcy court approval of the sale, confirmation of a chapter 11 plan, and other customary conditions. Patriot's mining operations and customer shipments will continue in the ordinary course during the sale process. Under the terms of the letter of intent, Blackhawk would issue to Patriot's secured lenders new debt securities totaling approximately $643 million plus Class B Units providing them an ownership stake in Blackhawk. In addition, Blackhawk would assume or replace surety bonds supporting reclamation and related liabilities associated with the purchased assets. PLUSFUNDS GROUP: Claims in Suit v. DPM Survive Dismissal Bid ------------------------------------------------------------ Chief District Judge Jerome B. Simandle denied the defendants' motion to eliminate the PlusFunds' causes of action in the case captioned KENNETH M. KRYS, MARGOT MACINNIS, and THE HARBOUR TRUST CO. LTD., Plaintiffs, v. ROBERT AARON, DERIVATIVE PORTFOLIO MANAGEMENT LLC, DPM-MELLON, LLC, DERIVATIVE PORTFOLIO MANAGEMENT, LTD., DPM-MELLON, LTD, and BANK OF NEW YORK MELLON CORPORATION, Defendants, CIVIL ACTION NO. 14-2098 (JBS/AMD) (D.N.J.) The restructuring officer of PlusFunds Group, Inc. entered into an asset sale agreement with the Joint Official Liquidators ("JOLs") of SPhinX Funds ("SphinX"), in which PlusFunds assigned its rights in the PlusFunds' Causes of Actions ("Causes of Action") to a SphinX liquidating trust for the sole and exclusive benefit of the JOLs. Defendants moved to dismiss the PlusFunds' Causes of Action, arguing that the expiration of the Trust automatically divested the Trustee and the Trust itself of standing to prosecute the Causes of Action. Thus, the Causes of Action should be eliminated and dismissed as moot. Judge Simandle, however, held that the Trustee has standing to pursue the Causes of Action in litigation. Even if the Trust terminated, Judge Simandle found that the Trustee's post-termination wind up authority permits it to prosecute the PlusFunds' claims. A copy of the May 22, 2015 opinion is available at http://is.gd/Ak58nZfrom Leagle.com. David J. Molton, Esq. -- dmolton@brownrudnick.com -- Andrew S. Dash, Esq., Mason C. Simpson, Esq. -- msimpson@brownrudnick.com -- BROWN RUDNICK LLP, New York, N.Y., and Leo R. Beus, Esq., L. Richard Williams, Esq., Malcolm Loeb, Esq., Thomas A. Gilson, Esq., Lee M. Andelin, Esq., BEUS GILBERT PLLC, Phoenix, A.Z., Attorneys for Plaintiffs. B. John Pendleton, Jr., Esq., Andrew O. Bunn, Esq., Kristin A. Pacio, Esq., Gina Trimarco, Esq., DLA PIPER LLP (US), Short Hills, N.J., Attorneys for Defendants. About PlusFunds Group, Inc. Headquartered in New York, New York, PlusFunds Group, Inc. -- http://www.plusfunds.com/-- provided hedge funds and other financial services for individual and corporate investors. The Debtor filed for chapter 11 protection on March 6, 2006 (Bankr. S.D.N.Y. Case No. 06-10402). James David Leamon, Esq., and Steven J. Reisman, Esq., at Curtis, Mallet-Prevost, Colt & Mosle represented the Debtor. When the Debtor filed for protection from its creditors, it estimated assets and debt between $1 million and $10 million. POINT BLANK: Disclosure Statement Hearing Set for July 23 --------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware will commence a hearing to consider approval of the disclosure statement explaining the Amended Joint Chapter 11 Plan of Liquidation proposed by SS Body Armor I, Inc., et al., and the Official Committee of Unsecured Creditors on July 23, 2015, at 2:00 p.m. (prevailing Eastern time). An Amended Disclosure Statement filed June 18, 2015, provides that each holder of an Allowed General Unsecured Claim will receive an allocated Class 3 Trust Interest, which will entitle the holder its pro rata share of funds available to holders of Class 3 Trust Interests pursuant to the Recovery Trust Agreement. Any objection or response of a party regarding the approval of the Disclosure Statement must be filed on or before July 16. A full-text copy of the June 18 Amended Disclosure Statement is available at http://bankrupt.com/misc/SSBODYds0618.pdf About Point Blank Headquartered in Pompano Beach, Florida, Point Blank Solutions, Inc. -- http://www.pointblanksolutionsinc.com/-- designs and produces body armor systems for the U.S. Military, Government and law enforcement agencies, as well as select international markets. The Company maintains facilities in Pompano Beach, Florida, and Jacksboro, Tennessee. The Company's former chief executive officer and chief operating officer were convicted in September 2010 of orchestrating a $185 million fraud. Point Blank Solutions, formerly DHB Industries, filed for Chapter 11 protection (Bankr. D. Del. Case No. 10-11255) on April 14, 2010. Laura Davis Jones, Esq., Alan J. Kornfeld, Esq., David M. Bertenthal, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang Ziehl & Jones LLP, serve as bankruptcy counsel to the Debtor. Olshan Grundman Frome Rosenweig & Wolosky LLP serves as corporate counsel. Epiq Bankruptcy Solutions serves as claims and notice agent. The U.S. Trustee has appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Equity Security Holders in the case. Ian Connor Bifferato, Esq., and Thomas F. Driscoll III, Esq., at Bifferato LLC; and Carmen H. Lonstein, Esq., Andrew P.R. McDermott, Esq., and Lawrence P. Vonckx, Esq., at Baker & McKenzie LLP, serve as counsel for the Official Committee of Equity Security Holders. Robert M. Hirsh, Esq., and George P. Angelich, Esq., at Arent Fox LLP, serve as counsel to the Creditors Committee, and Frederick B. Rosner, Esq., and Brian L. Arban, Esq., at the Rosner Law Group LLC, serve as co-counsel. In October 2011, the Debtors sold substantially all assets to Point Blank Enterprises, Inc. The lead debtor changed its name to SS Body Armor I, Inc., following the sale. PTC SEAMLESS: Hires Stonecipher Law as Conflicts Counsel -------------------------------------------------------- PTC Seamless Tube Corp., fka PTC Alliance Pipe Acquisition LLC, seeks authorization from the U.S. Bankruptcy Court for the Western District of Pennsylvania to employ Stonecipher Law Firm as conflicts counsel, nunc pro tunc to May 21, 2015 application date. The Debtor requires Stonecipher Law to: (a) attend meetings and negotiate with representatives of creditors and other parties in interest involving Conflict Matters; (b) take all necessary action to protect and preserve the Debtor's estate with respect to Conflict Matters, only, Including: (i) the prosecution of actions on its behalf, (ii) the defense of any actions commenced against the estate, (iii) negotiations concerning litigation in which the Debtor may be involved; and (iv) objections to claims filed against the estate; (c) prepare on behalf of the Debtor all motions, applications, answers, orders, reports, and papers necessary for the resolution of Conflict Matters; (d) appear in the Bankruptcy Court and any appellate courts and before the U.S. Trustee, and protect the interests of the Debtor's estate before such courts and the U.S. Trustee with respect to Conflict Matters; and (e) perform all other necessary legal services and provide all other necessary legal advice to the Debtor in connection with the foregoing and with respect to Conflict Matters, only. Stonecipher Law will be paid at these hourly rates: George T. Snyder, Partner $400 Ronald B. Roteman, Partner $400 Roy E. Leonard, Partner $410 Jeanne S. Lofgren, Associate $325 Jaclyn E. Faulds, Associate $185 Partners $400-$440 Counsel $350-$390 Associates $185-$325 Legal Assistants, Paralegals, and Support Staff $90-$130 Stonecipher Law will also be reimbursed for reasonable out-of-pocket expenses incurred. George T. Snyder, attorney at Stonecipher Law, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Stonecipher Law provided the following information in response to the request for additional information set forth in paragraph D.1. the Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11 U.S.C. section 330 by Attorneys in Larger Chapter 11 Cases (the "U.S. Trustee Guidelines"). -- The hourly rates set forth herein are consistent with the Rates that Stonecipher charges other comparable chapter 11 clients, and the rate structure provided by Stonecipher is appropriate and is not significantly different from (a) the rates that Stonecipher charges in other non-bankruptcy representations or (b) the rates of other comparably skilled professionals for similar engagements. -- Stonecipher has not represented the Debtor in the 12 months prior to the Petition Date. -- As conflicts counsel for the Debtor's estate, the extent to which Stonecipher may be called upon to render services to the Debtor is uncertain and unpredictable. The Debtor has reviewed and approved the proposed rates for the Stonecipher attorneys staffing this matter. Stonecipher Law can be reached at: George T. Snyder STONECIPHER LAW FIRM 125 First Ave. Pittsburgh, PA 15222-1590 Tel: (412) 391-8510 Fax: (412) 391-8522 E-mail: gsnyder@stonecipherlaw.com About PTC Seamless PTC Seamless Tube Corp. was created by PTC Group Holdings Corp. to enter into the seamless tube market, a new type of manufacturing for PTC. Seamless's executive and financial operations are based in Wexford, Pennsylvania. Seamless has a single plant located in Hopkinsville, Kentucky, which is under construction. PTC Group and its subsidiaries are leading manufacturers and marketers of steel tubing, tubular shapes, bar products, fabricated parts, and precision components. PTC Group was formed in 2000 by the merger of the Pittsburgh Tube Company and J.H. Roberts Industries, Inc. PTC Group has two direct subsidiaries: Seamless and PTC Alliance Corp. Seamless sought Chapter 11 bankruptcy protection (Bankr. W.D. Pa. Case No. 15-21445) in Pittsburgh, Pennsylvania, on April 26, 2015. Judge Carlota M. Bohm presides over the case. PTC Group and Alliance have not commenced Chapter 11 cases. According to the docket, the Debtor's Chapter 11 plan and disclosure statement are due Aug. 24, 2015. The deadline for governmental entities to file claims is Oct. 23, 2015. The Debtor tapped Reed Smith, LLP as counsel; Candlewood Partners, LLC as investment banker and financial advisor; and Logan & Company, Inc., as claims, noticing, and balloting agent. The Debtor disclosed $99,347,576 in total assets and $280,030,034 in liabilities in its schedules. The U.S. Trustee for Region 3 has appointed five creditors to serve on the official committee of unsecured creditors. QUICKSILVER RESOURCES: July 31 Fixed as General Claims Bar Date --------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware established July 31, 2015, at 5:00 p.m. as the deadline for creditors -- other than governmental units -- to file proofs of claim against Quicksilver Resources Inc., et al. The Court set a Sept. 14, 2015, at 5:00 p.m. governmental claims bar date. Proofs of claim must be submitted to the Debtors' claims agent: if sent via first class mail: Quicksilver Resources Inc., et al., c/o GCG P.O. Box 10155 Dublin, OH 43017-3155 if sent via had delivery or overnight mail: Quicksilver Resources Inc., et al., c/o GCG 5151 Blazer parkway, Suite A Dublin, OH 43017 About Quicksilver Resources Quicksilver Resources Inc. (OTCMKTS: KWKAQ) is an exploration and production company engaged in the development and production of long-lived natural gas and oil properties onshore North America from unconventional reservoirs including shale gas, and coal bed methane. Following more than 30 years of operating as a private company, Quicksilver became public in 1999. The Company has U.S. offices in Fort Worth, Texas; Glen Rose, Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank, Montana. The Company's Canadian subsidiary, Quicksilver Resources Canada Inc., is headquartered in Calgary, Alberta. Quicksilver Resources Inc. and certain of its affiliates filed voluntary Chapter 11 petitions (Bankr. D. Del. Lead Case No. 15-10585) on March 17, 2015. Quicksilver's Canadian subsidiaries were not included in the chapter 11 filing. The bankruptcy cases are assigned to Judge Laurie Selber Silverstein. The Company's legal advisors are Akin Gump Strauss Hauer & Feld LLP in the U.S. and Bennett Jones in Canada. Richards Layton & Finger, P.A., is legal co-counsel in the cases. Houlihan Lokey Capital, Inc. is serving as financial advisor. Garden City Group Inc. is the claims and noticing agent. The Company's balance sheet at Dec. 31, 2014, showed $1.21 billion in total assets, $2.35 billion in total liabilities and total stockholders' deficit of $1.14 billion. The U.S. Trustee for Region 3 appointed five creditors to serve on the official committee of unsecured creditors. The Committee retained Paul, Weiss, Rifkind, Wharton & Garrison LLP as counsel; and Landis Rath & Cobb LLP as Delaware counsel. It retained Capstone Advisory Group, LLC and Capstone Valuation Services, LLC as financial advisors; and Moelis & Company LLC as investment banker. RADIOSCHACK CORP: Get Approval to Terminate Store Lease With HEB ---------------------------------------------------------------- U.S. Bankruptcy Judge Brendan Shannon approved RadioShack Corp.'s agreement with HEB Grocery Company LP to terminate its store lease. Under the deal, HEB Grocery agreed to waive its claims for February and June 2015 lease obligations in return for the termination of the lease. HEB Grocery emerged as the winning bidder for the store lease at a bankruptcy auction conducted by the electronics retailer. The store, located in San Antonio, Texas, was identified in court papers as Store No. 9291. About RadioShack Corporation Headquartered in Fort Worth, Texas, RadioShack (OTCMKTS: RSHCQ) -- http://www.radioshackcorporation.com-- is a retailer of mobile technology products and services as well as products related to personal and home technology and power supply needs. RadioShack's retail network includes more than 4,300 company-operated stores in the United States, 270 company-operated stores in Mexico, and approximately 1,000 dealer and other outlets worldwide. RadioShack Corporation and affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-10197) on Feb. 5, 2015. Judge Kevin J. Carey presides over the case. David G. Heiman, Esq., Greg M. Gordon, Esq., Amanda M. Suzuki, Esq., Jonathan M. Fisher, Esq., Thomas A. Howley, Esq., and Paul M. Green, Esq., at Jones Day serve as the Debtors' bankruptcy counsel. David M. Fournier, Esq., Evelyn J. Meltzer, Esq., and John H. Schanne, II, Esq., at Pepper Hamilton LLP serve as co-counsel. Carlin Adrianopoli at FTI Consulting, Inc., is the Debtors' restructuring advisor. Maeva Group, LLC, is the Debtors' Turnaround advisor. Lazard Freres & Co. LLC is the Debtors' investment banker. A&G Realty Partners is the Debtors' real estate advisor. Prime Clerk is the Debtors' claims and noticing agent. In their petitions, the Debtors disclosed total assets of $1.2 billion, versus total debts of $1.3 billion. Quinn Emanuel Urquhart & Sullivan, LLP and Cooley LLP represent the Official Committee of Unsecured Creditors as co-counsel. Houlihan Lokey Capital, Inc. serves as financial advisor and investment banker. The bankruptcy case is assigned to Judge Brendan L. Shannon. RADIOSCHACK CORP: Judge Extends Deadline to Remove Suits to Aug. 4 ------------------------------------------------------------------ U.S. Bankruptcy Judge Brendan Shannon has given RadioShack Corp. until August 4, 2015, to file notices of removal of lawsuits involving the company and its affiliates. About RadioShack Corporation Headquartered in Fort Worth, Texas, RadioShack (OTCMKTS: RSHCQ) -- http://www.radioshackcorporation.com-- is a retailer of mobile technology products and services as well as products related to personal and home technology and power supply needs. RadioShack's retail network includes more than 4,300 company-operated stores in the United States, 270 company-operated stores in Mexico, and approximately 1,000 dealer and other outlets worldwide. RadioShack Corporation and affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-10197) on Feb. 5, 2015. Judge Kevin J. Carey presides over the case. David G. Heiman, Esq., Greg M. Gordon, Esq., Amanda M. Suzuki, Esq., Jonathan M. Fisher, Esq., Thomas A. Howley, Esq., and Paul M. Green, Esq., at Jones Day serve as the Debtors' bankruptcy counsel. David M. Fournier, Esq., Evelyn J. Meltzer, Esq., and John H. Schanne, II, Esq., at Pepper Hamilton LLP serve as co-counsel. Carlin Adrianopoli at FTI Consulting, Inc., is the Debtors' restructuring advisor. Maeva Group, LLC, is the Debtors' Turnaround advisor. Lazard Freres & Co. LLC is the Debtors' investment banker. A&G Realty Partners is the Debtors' real estate advisor. Prime Clerk is the Debtors' claims and noticing agent. In their petitions, the Debtors disclosed total assets of $1.2 billion, versus total debts of $1.3 billion. Quinn Emanuel Urquhart & Sullivan, LLP and Cooley LLP represent the Official Committee of Unsecured Creditors as co-counsel. Houlihan Lokey Capital, Inc. serves as financial advisor and investment banker. The bankruptcy case is assigned to Judge Brendan L. Shannon. RADIOSCHACK CORP: Sells Boston Store Lease to Sweetwater -------------------------------------------------------- RadioShack Corp. received approval from U.S. Bankruptcy Judge Brendan Shannon to sell a store lease to Sweetwater Boston LLC. Sweetwater offered to acquire the lease on a RadioShack store located at 13-15 School Street, in Boston, Massachusetts. The store was identified in court papers as Store No. 1153. The Boston store lease is one of the 32 leases identified in RadioShack's initial report for the third bidding round for its leases. Judge Shannon approved the bidding process on April 28. About RadioShack Corporation Headquartered in Fort Worth, Texas, RadioShack (OTCMKTS: RSHCQ) -- http://www.radioshackcorporation.com-- is a retailer of mobile technology products and services as well as products related to personal and home technology and power supply needs. RadioShack's retail network includes more than 4,300 company-operated stores in the United States, 270 company-operated stores in Mexico, and approximately 1,000 dealer and other outlets worldwide. RadioShack Corporation and affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-10197) on Feb. 5, 2015. Judge Kevin J. Carey presides over the case. David G. Heiman, Esq., Greg M. Gordon, Esq., Amanda M. Suzuki, Esq., Jonathan M. Fisher, Esq., Thomas A. Howley, Esq., and Paul M. Green, Esq., at Jones Day serve as the Debtors' bankruptcy counsel. David M. Fournier, Esq., Evelyn J. Meltzer, Esq., and John H. Schanne, II, Esq., at Pepper Hamilton LLP serve as co-counsel. Carlin Adrianopoli at FTI Consulting, Inc., is the Debtors' restructuring advisor. Maeva Group, LLC, is the Debtors' Turnaround advisor. Lazard Freres & Co. LLC is the Debtors' investment banker. A&G Realty Partners is the Debtors' real estate advisor. Prime Clerk is the Debtors' claims and noticing agent. In their petitions, the Debtors disclosed total assets of $1.2 billion, versus total debts of $1.3 billion. Quinn Emanuel Urquhart & Sullivan, LLP and Cooley LLP represent the Official Committee of Unsecured Creditors as co-counsel. Houlihan Lokey Capital, Inc. serves as financial advisor and investment banker. The bankruptcy case is assigned to Judge Brendan L. Shannon. RADIOSCHACK CORP: To Sell Properties to B.H. Mg't. for $39.3M ------------------------------------------------------------- RadioShack Corp. received court approval to sell its real properties to B.H. Management Inc. for $39.29 million. U.S. Bankruptcy Judge Brendan Shannon on June 19 gave approval to the deal, allowing RadioShack to sell real properties owned by the company and its affiliate TE Electronics LP. The properties, located in Forth Worth, Texas, and Woodland, California, were supposed to be sold at an auction on June 11, with B.H. Management's $39.29 million offer serving as the stalking horse bid. The auction was canceled on June 10. RadioShack earlier resolved an objection from Tarrant County's tax office by inserting language in the court order, clarifying that the agency's liens "shall remain attached to the properties." The agency holds tax claims aggregating $950,000, court filings show. The electronics retailer also received an objection from the U.S. Environmental Protection Agency in which the latter opposed any move to exempt the buyer from its obligation to comply with environmental law. About RadioShack Corporation Headquartered in Fort Worth, Texas, RadioShack (OTCMKTS: RSHCQ) -- http://www.radioshackcorporation.com-- is a retailer of mobile technology products and services as well as products related to personal and home technology and power supply needs. RadioShack's retail network includes more than 4,300 company-operated stores in the United States, 270 company-operated stores in Mexico, and approximately 1,000 dealer and other outlets worldwide. RadioShack Corporation and affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-10197) on Feb. 5, 2015. Judge Kevin J. Carey presides over the case. David G. Heiman, Esq., Greg M. Gordon, Esq., Amanda M. Suzuki, Esq., Jonathan M. Fisher, Esq., Thomas A. Howley, Esq., and Paul M. Green, Esq., at Jones Day serve as the Debtors' bankruptcy counsel. David M. Fournier, Esq., Evelyn J. Meltzer, Esq., and John H. Schanne, II, Esq., at Pepper Hamilton LLP serve as co-counsel. Carlin Adrianopoli at FTI Consulting, Inc., is the Debtors' restructuring advisor. Maeva Group, LLC, is the Debtors' Turnaround advisor. Lazard Freres & Co. LLC is the Debtors' investment banker. A&G Realty Partners is the Debtors' real estate advisor. Prime Clerk is the Debtors' claims and noticing agent. In their petitions, the Debtors disclosed total assets of $1.2 billion, versus total debts of $1.3 billion. Quinn Emanuel Urquhart & Sullivan, LLP and Cooley LLP represent the Official Committee of Unsecured Creditors as co-counsel. Houlihan Lokey Capital, Inc. serves as financial advisor and investment banker. The bankruptcy case is assigned to Judge Brendan L. Shannon. RADIOSCHACK CORP: To Sell Property to SK Realty for $11.4M ---------------------------------------------------------- U.S. Bankruptcy Judge Brendan Shannon has given RadioShack Corp. the green light to sell a real property to SK Realty Management LLP. SK Realty offered $11.4 million for the property located along Tandy Drive, in Hagerstown, Maryland. The property was supposed to be sold at an auction on June 11, with SK Realty's offer serving as the stalking horse bid. RadioShack, however, canceled the auction on June 10, court filings show. About RadioShack Corporation Headquartered in Fort Worth, Texas, RadioShack (OTCMKTS: RSHCQ) -- http://www.radioshackcorporation.com-- is a retailer of mobile technology products and services as well as products related to personal and home technology and power supply needs. RadioShack's retail network includes more than 4,300 company-operated stores in the United States, 270 company-operated stores in Mexico, and approximately 1,000 dealer and other outlets worldwide. RadioShack Corporation and affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-10197) on Feb. 5, 2015. Judge Kevin J. Carey presides over the case. David G. Heiman, Esq., Greg M. Gordon, Esq., Amanda M. Suzuki, Esq., Jonathan M. Fisher, Esq., Thomas A. Howley, Esq., and Paul M. Green, Esq., at Jones Day serve as the Debtors' bankruptcy counsel. David M. Fournier, Esq., Evelyn J. Meltzer, Esq., and John H. Schanne, II, Esq., at Pepper Hamilton LLP serve as co-counsel. Carlin Adrianopoli at FTI Consulting, Inc., is the Debtors' restructuring advisor. Maeva Group, LLC, is the Debtors' Turnaround advisor. Lazard Freres & Co. LLC is the Debtors' investment banker. A&G Realty Partners is the Debtors' real estate advisor. Prime Clerk is the Debtors' claims and noticing agent. In their petitions, the Debtors disclosed total assets of $1.2 billion, versus total debts of $1.3 billion. Quinn Emanuel Urquhart & Sullivan, LLP and Cooley LLP represent the Official Committee of Unsecured Creditors as co-counsel. Houlihan Lokey Capital, Inc. serves as financial advisor and investment banker. The bankruptcy case is assigned to Judge Brendan L. Shannon. RADIOSCHACK CORP: To Terminate Leases With Times Plaza, 2 Others ---------------------------------------------------------------- U.S. Bankruptcy Judge Brendan Shannon approved RadioShack Corp.'s three separate agreements with Times Plaza Development LP and two other landlords. The agreements call for the termination of RadioShack's store leases with Times Plaza, Powell-Lehi LLC and Midland Tarkenton LLC. RadioShack will receive payments from the landlords in the total amount of $54,766, according to court filings. The landlords emerged as the winning bidders for the leases on three RadioShack stores at a bankruptcy auction held on May 14. The stores located in New York, Utah and Iowa were identified in court papers as Store Nos. 2822, 4258 and 6110. About RadioShack Corporation Headquartered in Fort Worth, Texas, RadioShack (OTCMKTS: RSHCQ) -- http://www.radioshackcorporation.com-- is a retailer of mobile technology products and services as well as products related to personal and home technology and power supply needs. RadioShack's retail network includes more than 4,300 company-operated stores in the United States, 270 company-operated stores in Mexico, and approximately 1,000 dealer and other outlets worldwide. RadioShack Corporation and affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-10197) on Feb. 5, 2015. Judge Kevin J. Carey presides over the case. David G. Heiman, Esq., Greg M. Gordon, Esq., Amanda M. Suzuki, Esq., Jonathan M. Fisher, Esq., Thomas A. Howley, Esq., and Paul M. Green, Esq., at Jones Day serve as the Debtors' bankruptcy counsel. David M. Fournier, Esq., Evelyn J. Meltzer, Esq., and John H. Schanne, II, Esq., at Pepper Hamilton LLP serve as co-counsel. Carlin Adrianopoli at FTI Consulting, Inc., is the Debtors' restructuring advisor. Maeva Group, LLC, is the Debtors' Turnaround advisor. Lazard Freres & Co. LLC is the Debtors' investment banker. A&G Realty Partners is the Debtors' real estate advisor. Prime Clerk is the Debtors' claims and noticing agent. In their petitions, the Debtors disclosed total assets of $1.2 billion, versus total debts of $1.3 billion. Quinn Emanuel Urquhart & Sullivan, LLP and Cooley LLP represent the Official Committee of Unsecured Creditors as co-counsel. Houlihan Lokey Capital, Inc. serves as financial advisor and investment banker. The bankruptcy case is assigned to Judge Brendan L. Shannon. RADIOSHACK CORP: $26.2M Sale of IP Assets Okayed ------------------------------------------------ RadioShack Corporation earlier this month won approval from the U.S. Bankruptcy Court for the District of Delaware of the Purchase Agreement for the sale to General Wireless Operations Inc. of the Company's brand name and customer data for $26.2 million in cash and the assumption of specified liabilities. The parties entered into the sale deal on May 15, 2015. The Court approved the sale on June 4, 2015 and the IP Purchase Agreement became enforceable against the Company. The Bankruptcy Court order approving the IP Purchase Agreement and Sale was entered following the completion of an auction process in which the Buyer was declared the winning bidder. The IP Purchase Agreement contains customary representations, warranties and covenants and is subject to customary closing conditions, including receipt of Bankruptcy Court approvals. The IP Purchase Agreement allows the Buyer a period of up to 90 days following the closing date of the Sale to select contracts to be assumed by the Buyer in the Bankruptcy Cases and allows the Buyer to defer the closing date with respect to the Assumed Contacts, specified assets related to the Company's Asia sourcing business and specified trademarks registered in the United Kingdom for a period of up to six months following the closing date of the Sale. In addition, pursuant to the order of the Bankruptcy Court approving the IP Purchase Agreement and Sale, the Debtors are obligated to change each of their respective names to a name that does not contain any Trademark (as defined in the IP Purchase Agreement) upon and in connection with the closing of the Sale. The IP Purchase Agreement may be terminated by either party in specified circumstances, including by the Buyer if the closing of the Sale does not occur on or prior to June 19, 2015. The Company is currently unable in good faith to make a determination of an estimate of the amount or range of amounts expected to be incurred in connection with the Sale and the Chapter 11 Cases, both with respect to each major type of cost associated therewith and with respect to the total cost, or an estimate of the amount or range of amounts that will result in future cash expenditures for such transactions. RadioShack noted in a regulatory filing that holders of the Company's common stock have no interest in the Buyer or the assets acquired by the Buyer in the Sale. The Company believes that there will be no value for common stockholders of the Company following completion of the bankruptcy liquidation process. Equity holders of a company in Chapter 11 bankruptcy generally receive value only if all claims of the company's secured and unsecured creditors are fully satisfied. The Company believes that the claims of its secured and unsecured creditors will not be fully satisfied following completion of the Sale and the liquidation of the Company's remaining assets. RadioShack has filed a bankruptcy liquidation plan explaining how its remaining assets will be distributed. The Plan follows the sale of about 1,700 of the chain's stores and the IP assets to General Wireless, a unit of the New York hedge fund Standard General. The Plan was filed June 12. The Plan, according to a Bloomberg News report, doesn't include specific distribution amounts, but general unsecured creditors and other claimholders will get a pro rata share of the assets remaining in a liquidating trust. Standard General may be reached at: General Wireless Operations Inc. c/o Standard General L.P. 767 Fifth Avenue, 12th Floor New York, NY 10153 Attention: Gail Steiner Fax: (212) 257-4709 Standard General is represented in the case by: DEBEVOISE & PLIMPTON LLP 919 Third Avenue New York, NY 10022 Attention: Jonathan E. Levitsky Fax: (212) 909-6836 A copy of the sale agreement is available at http://is.gd/ElVtve About RadioShack Corporation Headquartered in Fort Worth, Texas, RadioShack (NYSE: RSH) -- http://www.radioshackcorporation.com/-- is a retailer of mobile technology products and services, as well as products related to personal and home technology and power supply needs. RadioShack's retail network includes more than 4,300 company-operated stores in the United States, 270 company-operated stores in Mexico, and approximately 1,000 dealer and other outlets worldwide. RadioShack Corporation and affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-10197) on Feb. 5, 2015. Judge Kevin J. Carey presides over the case. David G. Heiman, Esq., Greg M. Gordon, Esq., Amanda M. Suzuki, Esq., Jonathan M. Fisher, Esq., Thomas A. Howley, Esq., and Paul M. Green, Esq., at Jones Day serve as the Debtors' bankruptcy counsel. David M. Fournier, Esq., Evelyn J. Meltzer, Esq., and John H. Schanne, II, Esq., at Pepper Hamilton LLP serve as co-counsel. Carlin Adrianopoli at FTI Consulting, Inc., is the Debtors' restructuring advisor. Maeva Group, LLC, is the Debtors' turnaround advisor. Lazard Freres & Co. LLC is the Debtors' investment banker. A&G Realty Partners is the Debtors' real estate advisor. Prime Clerk is the Debtors' claims and noticing agent. In their Petitions, the Debtors disclosed total assets of $1.2 billion, versus total debts of $1.3 billion. Quinn Emanuel Urquhart & Sullivan, LLP and Cooley LLP represent the Official Committee of Unsecured Creditors as co-counsel. Houlihan Lokey Capital, Inc., serves as financial advisor and investment banker. RADIOSHACK CORP: Lenders, Retirees Rip Solicitation Procedures -------------------------------------------------------------- Radioshack Corporation, et al.'s proposed procedures governing the solicitation of votes and confirmation of their Joint Plan of Liquidation met objections raised by Salus Capital Partners, LLC, a lender under the SCP Credit Agreement; Cantor Fitzgerald Securities LLC, as DIP Agent and Pre-Petition ABL Agent and the First Out ABL Lenders; and Manoj P. Singh, Jeffrey Snyder, William A. Gerhart and Steven Wolpin, on behalf of the RadioShack 401(k) Plan and the RadioShack 1165(e) Plan, themselves and a class of similarly situated participants and beneficiaries of the ERISA Plans. The Disclosure Statement, filed six days after the Plan was filed, provides that holders of Class 1 - Priority Claims and Class 2 - Secured Claims will recover 100% od their allowed claims, while holders of Class 4 - Dark Store Claims will recover 75% of their allowed claims. The Disclosure Statement leaves blank the estimated recovery of holders of Class 5 - General Unsecured Claims but provides that general unsecured creditors will receive a pro rata share, with allowed claims in Classes 6 and 7, of the remaining liquidating trust assets. Salus, which filed a motion to convert the Debtors' Chapter 11 cases to ones under Chapter 7 of the Bankruptcy Code, objects to the Debtors' Solicitation Procedures Motion and the proposed timetable, which would unnecessarily extend the Debtors' time in Chapter 11. Prolonging the Chapter 11 cases so that the Debtors can pursue a plan process will significantly increase the substantial costs that have already been incurred by the Debtors -- costs which are largely being borne by Salus, the secured lender complains. With the sale of substantially all of the Debtors' assets complete, Salus should not be forced to fund a costly and unnecessary plan process for the purpose of monetizing speculative litigation claims which, to the extent a trustee and the creditors find them to be worthwhile, can be pursued in a Chapter 7 proceeding, the secured lender further complains. The ABL Parties complain that no plan can be confirmed, and no disclosure statement approved, without adequate procedures to properly treat the Debtors' superpriority administrative expense obligations owing to the ABL Parties. The ERISA Plaintiffs, whose objection was filed before the filing of the Disclosure Statement, complain that the motion seeking approval of the solicitation procedures is an inappropriate and unnecessary rush to commence a confirmation process solely to fend off Salus' conversion attempt. The ERISA Plaintiffs further complain that since the General Bar Date is still one month away, neither parties-in-interest nor the Court have competent information with respect to the size and composition of the claims asserted against the Debtors' assets. This information, according to the ERISA Plaintiffs, is crucial to any analysis of the Disclosure Statement and, therefore, to any consideration of whether it is appropriate to combine a hearing to approve the Disclosure Statement with a hearing to confirm the Plan. A full-text copy of the Disclosure Statement dated June 18, 2015, is available at http://bankrupt.com/misc/RADIOSHACKds0618.pdf Salus is represented by Anthony W. Clark, Esq., and Jason M. Liberi, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, in Wilmington, Delaware; and Jay M. Goffman, Esq., Mark A. McDermott, Esq., and Christine A. Okike, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, in New York. Funds managed or advised by BlueCrest Capital Management (New York) LP; DW Partners, L.P.; Macquarie Credit Investment Management Inc., Mudrick Capital Management, LP; Saba Capital Management, L.P.; T. Rowe Price Associates, Inc. and Taconic Capital Advisors L.P., which are part of the ABL Parties, are represented by: Damian S. Schaible, Esq. Elliot Moskowitz, Esq. Darren S. Klein, Esq. DAVIS POLK & WARDWELL LLP 450 Lexington Avenue New York, NY 10017 Tel: (212) 450-4000 Fax: (212) 710-5800 -- and -- Stanley B. Tarr, Esq. Victoria Guilfoyle, Esq. BLANK ROME LLP 1201 N. Market Street, Suite 800 Wilmington, DE 19801 Tel: (302) 425-6400 Fax: (302) 425-6464 Email: tarr@blankrome.com guilfoyle@blankrome.com -- and -- Lawrence F. Flick II, Esq. Rick Antonoff, Esq. Michael Kim, Esq. BLANK ROME LLP The Chrysler Building 405 Lexington Avenue New York, NY 10174-0208 Tel: (212) 885-5000 Fax: (212) 885-5001 Email: flick@blankrome.com rantonoff@blankrome.com mkim@blankrome.com Cantor Fitzgerald is represented by: Scott D. Talmadge, Esq. Stephen Castro, Esq. KAYE SCHOLER LLP 250 West 55th Street New York, NY 10019-9710 Tel: (212) 836-7039 Fax: (212) 836-6540 Email: scott.talmadge@kayescholer.com -- and -- Jeremy W. Ryan, Esq. R. Stephen McNeill, Esq. POTTER ANDERSON & CORROON LLP 1313 North Market Street, Sixth Floor P.O. Box 951 Wilmington, DE 19899-0951 Tel: (302) 984-6000 Fax: (302) 658-1192 The ERISA Plaintiffs are represented by Christopher P. Simon, Esq., at Cross & Simon, LLC, in Wilmington, Delaware; Michael S. Etkin, Esq., and S. Jason Teele, Esq., at Lowenstein Sandler LLP, in Roseland, New Jersey; and Edward W. Ciolko, Esq., and Mark K. Gyandoh, Esq., at Kessler Topaz Meltzer & Check LLP, in Radnor, Pennsylvania. About RadioShack Corporation Headquartered in Fort Worth, Texas, RadioShack (OTCMKTS: RSHCQ) -- http://www.radioshackcorporation.com-- is a retailer of mobile technology products and services, as well as products related to personal and home technology and power supply needs. RadioShack's retail network includes more than 4,300 company-operated stores in the United States, 270 company-operated stores in Mexico, and approximately 1,000 dealer and other outlets worldwide. RadioShack Corporation and affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-10197) on Feb. 5, 2015. Judge Kevin J. Carey presides over the case. David G. Heiman, Esq., Greg M. Gordon, Esq., Amanda M. Suzuki, Esq., Jonathan M. Fisher, Esq., Thomas A. Howley, Esq., and Paul M. Green, Esq., at Jones Day serve as the Debtors' bankruptcy counsel. David M. Fournier, Esq., Evelyn J. Meltzer, Esq., and John H. Schanne, II, Esq., at Pepper Hamilton LLP serve as co-counsel. Carlin Adrianopoli at FTI Consulting, Inc., is the Debtors' restructuring advisor. Maeva Group, LLC, is the Debtors' Turnaround advisor. Lazard Freres & Co. LLC is the Debtors' investment banker. A&G Realty Partners is the Debtors' real estate advisor. Prime Clerk is the Debtors' claims and noticing agent. In their Petitions, the Debtors disclosed total assets of $1.2 billion, versus total debts of $1.3 billion. Quinn Emanuel Urquhart & Sullivan, LLP and Cooley LLP represent the Official Committee of Unsecured Creditors as co-counsel. Houlihan Lokey Capital, Inc., serves as financial advisor and investment banker. The bankruptcy case is assigned to Judge Brendan L. Shannon. REICHHOLD HOLDINGS: Has Until Sept. 28 to File Liquidating Plan --------------------------------------------------------------- Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware issued a second order ruling that no party, other than Reichhold Holdings US, Inc., et al., may file a Chapter 11 plan through and including Sept. 28, 2015. Judge Walrath also ruled that no party, other than the Debtors, may solicit votes to accept a proposed Chapter 11 plan through and including Nov. 26, 2015. According to the Debtors, the extension will provide them and their advisors the opportunity to negotiate, confirm and implement the terms of a Chapter 11 liquidating plan for the distribution of assets to creditors. The Debtors said they, with the assistance of their professionals, are viewing and reconciling the numerous claims filed, which is an important step towards formulating the plan and disclosure statement. About Reichhold Founded in 1927, Reichhold, with its world headquarters and technology center in Durham, North Carolina, is one of the world's largest manufacturer of unsaturated polyester resins and a leading supplier of coating resins for the industrial, transportation, building and construction, marine, consumer and graphic arts markets. Reichhold -- http://www.Reichhold.com/-- has manufacturing operations throughout North America, Latin America, the Middle East, Europe and Asia. As of June 30, 2014, the Reichhold companies had consolidated assets of $538 million and liabilities of $631 million. Reichhold Holdings US, Inc., Reichhold, Inc., and two U.S. affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-12237) on Sept. 30, 2014. Cole, Schotz, Meisel, Forman & Leonard, P.A. (legal advisor) and CDG Group LLC (financial advisor) are representing Reichhold, Inc. Latham & Watkins LLP (legal advisor) and Moelis & Company (investment banker) are serving Reichhold Industries, Inc. Logan & Company is the company's claims and noticing agent. The cases are assigned to Judge Mary F. Walrath. The U.S. Trustee for Region 3 appointed seven creditors of Reichhold Holdings US, Inc. to serve on the official committee of unsecured creditors. On April 2, 2015, Reichhold disclosed that the purchase of most of the assets of the U.S. business was completed. This transaction, approved by the Delaware Bankruptcy Court on January 12, 2015, allows Reichhold's U.S. businesses to successfully emerge from bankruptcy and re-join the rest of the global Reichhold organization. Concurrent with this purchase, Reichhold completed a debt-for-equity exchange with a group of investors led by Black Diamond Capital Management LLC and including J.P. Morgan Investment Management, Inc., Third Avenue Management LLC, and Simplon Partners LP. On April 1, 2015, the U.S. Trustee named three non-union retirees of Debtors to serve as the official Non-Union Retiree Committee. Each of the Retiree Committee members is receiving retiree welfare benefits from one or more of the Debtors. The Retiree Committee tapped the law firm of Stahl Cowen Crowley Addis LLC as its counsel. RESIDENTIAL CAPITAL: Court Rules on Motion to Strike ---------------------------------------------------- District Judge Susan Richard Nelson granted in part and denied without prejudice in part the plaintiffs' Motion to Strike or in the alternative, for Judgment on the Pleadings as to Ten of Defendants' Affirmative Defenses in the case captioned In re: RFC and ResCap Liquidating Trust Litigation. This document relates to: Residential Funding Company, LLC v. Ark-La-Tex Financial Services, LLC, No. 13-cv-3448 (DWF/TNL) Residential Funding Company, LLC v. Academy Mortgage Corporation, No. 13-cv-3451 (SRN/BRT) Residential Funding Company, LLC v. First California Mortgage Company, No. 13-cv-3453 (SRN/JJK) Residential Funding Company, LLC v. Community West Bank, N.A., No. 13-cv-3468 (JRT/JJK) Residential Funding Company, LLC and ResCap Liquidating Trust v. Provident Funding Associates, L.P., No. 13-cv-3485 (SRN/TNL) Residential Funding Company, LLC v. E*Trade Bank, No. 13-cv-3496 (JNE/HB) Residential Funding Company, LLC v. PNC Bank, N.A., No. 13-cv-3498 (JRT/BRT) Residential Funding Company, LLC v. Branch Banking & Trust Company, No. 13-cv-3513 (PJS/BRT) Residential Funding Company, LLC v. T.J. Financial, Inc., No. 13-cv-3515 (SRN/SER) Residential Funding Company, LLC v. Universal American Mortgage Company, LLC, No. 13-cv-3519 (SRN/JSM) Residential Funding Company, LLC v. BMO Harris Bank, N.A. d/b/a M&I Bank, FSB, No. 13-cv-3523 (JNE/FLN) Residential Funding Company, LLC v. Wells Fargo Financial Retail Credit, Inc., No. 13-cv-3525 (SRN/JSM). Residential Funding Company, LLC and ResCap Liquidating Trust v. Standard Pacific Mortgage, Inc., No. 13-cv-3526 (JRT/JJK) Residential Funding Company, LLC v. iServe Residential Lending, LLC, No. 13-cv-3531 (PJS/TNL) Residential Funding Company, LLC v. CTX Mortgage Company, LLC, No. 14-cv-1710 (DSD/TNL) Residential Funding Company, LLC v. American Mortgage Network, LLC., No. 14-cv-1760 (PJS/TNL) ResCap Liquidating Trust v. Freedom Mortgage Corporation, No. 14-cv-5101 (MJD/HB) Residential Funding Company, LLC v. Homestead Funding Corp., No. 13-cv 3520 (JRT/HB), CIV. NO. 13-3451 (SRN/JJK/HB) (D. Minn.) Lawsuits were filed against the defendants for their sale of allegedly defective mortgage loans to Residential Funding Company ("RFC"). The plaintiffs asserted two causes of action against each defendant: (1) a claim for breach of contract, based on alleged breaches of representations and warranties; and (2) indemnification from defendants for losses and liabilities related to the defective loans. The Motion challenged ten of the affirmative defenses asserted in the Answers filed by the defendants. Plaintiffs sought to strike or, alternatively, dismiss the following defenses: (1) reliance- and knowledge-based defenses that RFC either knew of the defendants' breaches of representations or warranties at the time of entering into the parties' contracts or did not rely on the defendants' representations or warranties; (2) equitable defenses of unclean hands, laches, and in pari delicto; and (3) defenses based on the satisfaction of conditions precedent prior to imposing upon the defendants liability for breach of contract or indemnification. Judge Nelson denied without prejudice the plaintiffs' motion to strike the defenses based on knowledge and reliance, as she is unable to rule that no genuine issues of fact remain in dispute as to these affirmative defenses given the limited development of the record at this point. However, the plaintiffs' motion to strike the reliance- and knowledge-based assumption of the risk defense was granted because it is inapplicable in a breach of contract action. Judge Nelson granted the plaintiffs' motion to strike the defense based on the failure to comply with any conditions precedent, although the defendants may re-plead this defense should the particular agreements in question contain such language and assuming that the pleading of the defense satisfies the particularity requirements of Rule 9(c). Finally, the plaintiffs' motion to strike the defenses of unclean hands, laches, and in pari delicto was granted because they were inapplicable to the plaintiffs' claims as a matter of law. A copy of the May 21, 2015 amended memorandum opinion and order is available at http://is.gd/o41ed6from Leagle.com. Residential Funding Company, LLC, Plaintiff, represented by Anthony Alden -- anthonyalden@quinnemanuel.com -- Quinn Emanuel Urquhart & Sullivan, David Elsberg -- davidelsberg@quinnemanuel.com -- Quinn Emanuel Urquhart & Sullivan LLP, David L Hashmall, Felhaber Larson, Donald G Heeman, Felhaber Larson, Edward P Sheu -- esheu@bestlaw.com -- Best & Flanagan LLP, Gabriel F Soledad -- gabrielsoledad@quinnemanuel.com -- Quinn Emanuel Urquhart & Sullivan, Isaac Nesser -- isaacnesser@quinnemanuel.com -- Quinn Emanuel Urquhart & Sullivan, Jeffrey A Lipps -- lipps@carpenterlipps.com -- Carpenter Lipps & Leland LLP, Jennifer A L Battle -- battle@carpenterlipps.com -- Carpenter Lipps & Leland LLP, Johanna Ong -- johannaong@quinnemanuel.com -- Quinn Emanuel Urquhart & Sullivan, LLP, Marnie E Fearon, Felhaber Larson, Matthew R Scheck -- matthewscheck@quinnemanuel.com -- Quinn Emanuel Urquhart & Sullivan, Peter E. Calamari -- petercalamari@quinnemanuel.com -- Quinn Emanuel Urquhart & Sullivan LLP, Richard R Voelbel, Felhaber Larson, Ryan A Olson, Felhaber Larson, Thomas G Garry -- tgarry@bestlaw.com -- Best & Flanagan LLP, Bradley T Smith, Felhaber Larson, Jessica J Nelson, Felhaber Larson & Daniel R Kelly, Felhaber Larson. ResCap Liquidating Trust, Plaintiff, represented by Anthony Alden, Quinn Emanuel Urquhart & Sullivan,Bradley T Smith, Felhaber Larson, David Elsberg, Quinn Emanuel Urquhart & Sullivan LLP, David L Hashmall, Felhaber Larson, Donald G Heeman, Felhaber Larson, Gabriel F Soledad, Quinn Emanuel Urquhart & Sullivan, Isaac Nesser, Quinn Emanuel Urquhart & Sullivan, Jeffrey A Lipps, Carpenter Lipps & Leland LLP, Jennifer A L Battle, Carpenter Lipps & Leland LLP, Johanna Ong, Quinn Emanuel Urquhart & Sullivan, LLP, Marnie E Fearon, Felhaber Larson, Matthew R Scheck, Quinn Emanuel Urquhart & Sullivan,Peter E. Calamari, Quinn Emanuel Urquhart & Sullivan LLP, Richard R Voelbel, Felhaber Larson, Ryan A Olson, Felhaber Larson, Jessica J Nelson, Felhaber Larson & Daniel R Kelly, Felhaber Larson. Academy Mortgage Corporation, Defendant, represented by David M Souders -- souders@thewbkfirm.com -- Weiner Brodsky Kider PC, Tessa K Somers -- somers@thewbkfirm.com -- Weiner Brodsky Kider PC, Daniel J Supalla, Briggs & Morgan, PA & James L Forman -- jforman@obermanthompson.com -- Oberman Thompson, LLC. Mortgage Outlet, Inc., The, Defendant, represented by Eldon J Spencer, Jr -- espencer@losgs.com -- Leonard, O'Brien, Spencer, Gale & Sayre, Ltd, Stacey L Drentlaw -- sdrentlaw@losgs.com -- Leonard, O'Brien, Spencer, Gale & Sayre, Ltd & Daniel J Supalla, Briggs & Morgan, PA. Ark-La-Tex Financial Services, LLC, Defendant, represented by Mark J Carpenter -- mark@carpenter-law-firm.com -- Carpenter Law Firm PLLC & Daniel J Supalla, Briggs & Morgan, PA. Cherry Creek Mortgage Co., Inc., and Fremont Bank, Defendants, represented by Eldon J Spencer, Jr, Leonard, O'Brien, Spencer, Gale & Sayre, Ltd, James M Jorissen -- jjorissen@losgs.com -- Leonard, O'Brien, Spencer, Gale & Sayre, Ltd, Stacey L Drentlaw, Leonard, O'Brien, Spencer, Gale & Sayre, Ltd & Daniel J Supalla, Briggs & Morgan, PA. Guaranty Bank, Defendant, represented by Gregory A Bromen -- gbromen@nilanjohnson.com -- Nilan Johnson Lewis PA, Matthew S. Vignali -- mvignali@bcblaw.net -- Beck Chaet Bamberger & Polksy SC, Steven W Jelenchick -- sjelenchick@bcblaw.net -- Beck Chaet Bamberger & Polsky SC & Daniel J Supalla, Briggs & Morgan, PA. First California Mortgage Company, Americash, Broadview Mortgage Corp., Central Pacific Homeloans, Inc., Central Pacific Bank, Central Pacific Financial Corp., Mortgage Network, Inc., doing business as MNET Mortgage Corporation, Mortgage Access Corp., doing business as Weichert Financial Services, Wallick & Volk, Inc., and Gateway Bank, F.S.B., Defendants, represented by Andrew Steinfeld -- asteinfeld@americanmlg.com -- American Morgage Law Group, P.C., Carol R M Moss -- cmoss@hjlawfirm.com -- Hellmuth & Johnson PLLC, Edward Page Allinson -- eallinson@americanmlg.com -- American Mortgage Law Group, P.C., Evans D Prieston, American Mortgage Law Group, P.C., J Robert Keena -- jkeena@hjlawfirm.com -- Hellmuth & Johnson PLLC, Jack V Valinoti -- jvalinoti@americanmlg.com -- American Mortgage Law Group, P.C., James W. Brody -- jbrody@americanmlg.com -- American Mortgage Law Group & Daniel J Supalla, Briggs & Morgan, PA. Golden Empire Mortgage, Inc., Defendant, represented by Erin Sindberg Porter -- esindbergporter@greeneespel.com -- Greene Espel PLLP, Janine Wetzel Kimble -- jkimble@greeneespel.com -- Greene Espel PLLP, Jenny Gassman-Pines -- jgassman-pines@greeneespel.com -- Greene Espel PLLP, Philip R. Stein – pstein@bilzin.com -- Bilzin Sumberg Baena Price & Axelrod LLP, Shalia M Sakona -- ssakona@bilzin.com -- Bilzin Sumberg Baena Price & Axelrod LLP & Daniel J Supalla -- dsupalla@briggs.com -- Briggs & Morgan, PA. Community West Bank, N.A., Defendant, represented by Christina Rieck Loukas -– cloukas@winthrop.com -- Winthrop & Weinstine, PA, Christopher A Camardello – ccamardello@winthrop.com -- Winthrop & Weinstine, PA, Jeffrey R Ansel -- jansel@winthrop.com -- Winthrop & Weinstine, PA, Michael A Rosow -- mrosow@winthrop.com -- Winthrop & Weinstine, PA & Daniel J Supalla, Briggs & Morgan, PA. First Equity Mortgage Bankers, Inc., Mortgage Capital Associates, Inc., and E Trade Bank, as successor to United Medical Bank, FSB, Defendants, represented by Amelia R Selvig -- aselvig@anthonyostlund.com -- Anthony Ostlund Baer & Louwagie PA, Brooke D Anthony – banthony@anthonyostlund.com -- Anthony Ostlund Baer & Louwagie PA, Joseph W Anthony -- janthony@anthonyostlund.com -- Anthony Ostlund Baer & Louwagie PA, Philip R. Stein, Bilzin Sumberg Baena Price & Axelrod LLP, Shalia M Sakona, Bilzin Sumberg Baena Price & Axelrod LLP & Daniel J Supalla, Briggs & Morgan, PA. Colonial Savings, F.A., Defendant, represented by Daniel N Moak -- dmoak@briggs.com -- Briggs & Morgan, PA, Daniel J Supalla, Briggs & Morgan, PA & Mark G Schroeder, Briggs & Morgan, PA. First Guaranty Mortgage Corporation, Defendant, represented by Kevin J Dunlevy -- kevind@bdmnlaw.com -- Beisel & Dunlevy, PA, Michael E Kreun -- michaelk@bdmnlaw.com -- Beisel & Dunlevy, PA & Daniel J Supalla, Briggs & Morgan, PA. Provident Funding Associates, L.P., Defendant, represented by Daniel N Moak, Briggs & Morgan, PA, Daniel J Supalla, Briggs & Morgan, PA, Mark G Schroeder –- mschroeder@briggs.com -- Briggs & Morgan, PA & Neil R O'Hanlon -- neil.ohanlon@hoganlovells.com -- Hogan Lovells US LLP. First Mortgage Corporation, Defendant, represented by Gene A Hoff, Minenko & Hoff, Michael J Minenko, Minenko & Hoff, P.A. & Daniel J Supalla, Briggs & Morgan, PA. Lenox Financial Mortgage Corp., Defendant, represented by Gina L Albertson, Albertson Law, Michael D O'Neill, Martin & Squires, P.A. & Daniel J Supalla, Briggs & Morgan, PA. Lake Forest Bank & Trust Company, Defendant, represented by Amelia R Selvig, Anthony Ostlund Baer & Louwagie PA, Amy Y Cho, Shook, Hardy & Bacon LLP, Brooke D Anthony, Anthony Ostlund Baer & Louwagie PA, Michael P Conway, Shook, Hardy & Bacon LLP & Daniel J Supalla, Briggs & Morgan, PA. PNC Bank, N.A., as successor in interest to National City Mortgage Co., NCMC Newco, Inc. and North Central Financial Corporation, Defendant, represented by Adam M Gogolak, Wachtell, Lipton, Rosen & Katz, Amanda Raines Lawrence, BuckleySandler LLP, Brett J Natarelli, BuckleySandler LLP, Daniel J Supalla, Briggs & Morgan, PA, David A Schooler, Briggs & Morgan, PA, Elaine P Golin, Wachtell, Lipton, Rosen & Katz, Fredrick S Levin, BuckleySandler LLP, Jonathan M Moses, Wachtell, Lipton, Rosen & Katz, Justin V Rodriguez, Wachtell, Lipton, Rosen & Katz, Mark G Schroeder, Briggs & Morgan, PA,Michael A. Rome, BuckleySandler LLP & Richard E Gottlieb, BuckleySandler LLP. Cornerstone Home Lending, Inc., formerly known as Cornerstone Mortgage Company, and Stearns Lending, LLC, formerly known as First Pacific Financial, Inc., Defendants, represented by Alan H Maclin, Briggs & Morgan, PA, Daniel J Supalla, Briggs & Morgan, PA & Mark G Schroeder, Briggs & Morgan, PA. Impac Funding Corporation, Defendant, represented by Erin Sindberg Porter, Greene Espel PLLP, Jenny Gassman-Pines, Greene Espel PLLP, Katherine M. Swenson, Greene Espel PLLP, Daniel J Supalla, Briggs & Morgan, PA & Janine Wetzel Kimble, Greene Espel PLLP. Plaza Home Mortgage, Inc., Defendant, represented by Amelia R Selvig, Anthony Ostlund Baer & Louwagie PA, Brooke D Anthony, Anthony Ostlund Baer & Louwagie PA, Joseph W Anthony, Anthony Ostlund Baer & Louwagie PA & Daniel J Supalla, Briggs & Morgan, PA. Hometown Mortgage Services, Inc., Defendant, represented by Andrew Steinfeld, American Morgage Law Group, P.C., Carol R M Moss, Hellmuth & Johnson PLLC, Edward Page Allinson, American Mortgage Law Group, P.C., Evans D Prieston, American Mortgage Law Group, P.C., J Robert Keena, Hellmuth & Johnson PLLC, Jack V Valinoti, American Mortgage Law Group, P.C., James W. Brody, American Mortgage Law Group, Brooke D Anthony, Anthony Ostlund Baer & Louwagie PA & Daniel J Supalla, Briggs & Morgan, PA. Sierra Pacific Mortgage Company, Inc., Defendant, represented by Amy L Schwartz, Lapp Libra Thomson Stoebner & Pusch, Chartered, Jonathan M Jenkins, JENKINS KAYAYAN LLP, Lara Kayayan, Jenkins LLP, Navdeep Singh, Jenkins Kayayan LLP, Richard T Thomson, Lapp Libra Thomson Stoebner & Pusch, Chartered & Daniel J Supalla, Briggs & Morgan, PA. Branch Banking & Trust Co., Defendant, represented by Jason D Evans, McGuire Woods LLP, Kelly G Laudon, Lindquist & Vennum PLLP, Mark A Jacobson, Lindquist & Vennum PLLP, T Richmond McPherson, III, McGuire Woods LLP, William C Mayberry, Mcguire Woods LLP & Daniel J Supalla, Briggs & Morgan, PA. T.J. Financial, Inc., Defendant, represented by Erin Sindberg Porter, Greene Espel PLLP, Janine Wetzel Kimble, Greene Espel PLLP, Jenny Gassman-Pines, Greene Espel PLLP, Philip R. Stein, Bilzin Sumberg Baena Price & Axelrod LLP, Shalia M Sakona, Bilzin Sumberg Baena Price & Axelrod LLP & Daniel J Supalla, Briggs & Morgan, PA. Terrace Mortgage Company, Defendant, represented by Aaron P M Tady, Coles Barton LLP, C J Schoenwetter, Bowman & Brooke LLP, John D Sear, Bowman & Brooke LLP, Thomas M Barton, Coles Barton LLP, Daniel J Supalla, Briggs & Morgan, PA & Rachelle A Velgersdyk, Bowman & Brooke LLP. Universal American Mortgage Company, LLC, and Standard Pacific Mortgage, Inc., Defendants, represented by Enza G Boderone, Bilzin Sumberg Baena Price & Axelrod LLP, Erin Sindberg Porter, Greene Espel PLLP, Janine Wetzel Kimble, Greene Espel PLLP, Jenny Gassman-Pines, Greene Espel PLLP, Philip R. Stein, Bilzin Sumberg Baena Price & Axelrod LLP, Shalia M Sakona, Bilzin Sumberg Baena Price & Axelrod LLP & Daniel J Supalla, Briggs & Morgan, PA. Wells Fargo Bank, N.A., formerly known as Wachovia Mortgage Corporation formerly known as First Union National Bank formerly known as First Union Mortgage Corporation, Defendant, represented by Amy L Schwartz, Lapp Libra Thomson Stoebner & Pusch, Chartered, Eric P Tuttle, Munger, Tolles & Olson LLP,Gregory D Phillips, Munger, Tolles & Olson, LLP, Marc T G Dworsky, Munger, Tolles & Olson, LLP,Michael E Soloff, Munger, Tolles & Olson LLP, Richard C St John, Munger Tolles & Olson, Richard T Thomson, Lapp Libra Thomson Stoebner & Pusch, Chartered, Thomas Jacob, Wells Fargo Law Department, Todd J Rosen, Munger Tolles & Olson LLP & Daniel J Supalla, Briggs & Morgan, PA. BMO Harris Bank, N.A., doing business as M&I Bank, FSB, Defendant, represented by Amanda Raines Lawrence, BuckleySandler LLP, Brett J Natarelli, BuckleySandler LLP, Daniel J Supalla, Briggs & Morgan, PA, David A Schooler, Briggs & Morgan, PA, Fredrick S Levin, BuckleySandler LLP, Kristopher Knabe, BuckleySandler LLP, Michael A. Rome, BuckleySandler LLP & Richard E Gottlieb, BuckleySandler LLP. Wells Fargo Financial Retail Credit, Inc., formerly known as Norwest Financial Acceptance, Inc ., Defendant, represented by Eric P Tuttle, Munger, Tolles & Olson LLP, Gregory D Phillips, Munger, Tolles & Olson, LLP, Kristopher Knabe, BuckleySandler LLP, Marc T G Dworsky, Munger, Tolles & Olson, LLP,Michael E Soloff, Munger, Tolles & Olson LLP, Richard C St John, Munger Tolles & Olson, Richard T Thomson, Lapp Libra Thomson Stoebner & Pusch, Chartered, Thomas Jacob, Wells Fargo Law Department, Todd J Rosen, Munger Tolles & Olson LLP, Amy L Schwartz, Lapp Libra Thomson Stoebner & Pusch, Chartered & Daniel J Supalla, Briggs & Morgan, PA. National Bank of Kansas City, Defendant, represented by Nancy A Temple, Katten & Temple LLP, Scott N Gilbert, Katten & Temple LLP, Seth J S Leventhal, LEVENTHAL pllc & Daniel J Supalla, Briggs & Morgan, PA. iServe Residential Lending, LLC, Defendant, represented by Erin Sindberg Porter, Greene Espel PLLP,Janine Wetzel Kimble, Greene Espel PLLP, Jeanette M. Bazis, Greene Espel PLLP, Peter L Loh, Gardere Wynne Sewell LLP, Randy D Gordon, Gardere Wynne Sewell LLP & Daniel J Supalla, Briggs & Morgan, PA. United Fidelity Funding Corp, Defendant, represented by Michael J Steinlage, Larson King, LLP. DB Structured Products, Inc., Defendant, represented by Danielle Kantor, Simpson Thacher & Bartlett LLP, David J Woll, Simpson Thacher & Bartlett LLP, Isaac M Rethy, Simpson Thacher & Bartlett LLP,Jonathan Nussbaum, Simpson Thacher & Bartlett LLP, William A McNab, Winthrop & Weinstine, PA,William T Russell, Jr, Simpson Thacher & Bartlett LLP & Daniel J Supalla, Briggs & Morgan, PA. MortgageIT, Inc., Defendant, represented by David J Woll, Simpson Thacher & Bartlett LLP, Isaac M Rethy, Simpson Thacher & Bartlett LLP, William A McNab, Winthrop & Weinstine, PA & Daniel J Supalla, Briggs & Morgan, PA. CTX Mortgage Company, LLC, Defendant, represented by Benjamin E Gurstelle, Briggs & Morgan, PA,Paul J Hemming, Briggs & Morgan, PA & Daniel J Supalla, Briggs & Morgan, PA. Pulte Homes, Inc., and PulteGroup, Inc., Defendants, represented by Benjamin E Gurstelle, Briggs & Morgan, PA & Paul J Hemming, Briggs & Morgan, PA. Home Loan Center, Inc., Defendant, represented by Andrew Steinfeld, American Morgage Law Group, P.C., Carol R M Moss, Hellmuth & Johnson PLLC, Edward Page Allinson, American Mortgage Law Group, P.C., J Robert Keena, Hellmuth & Johnson PLLC, Jack V Valinoti, American Mortgage Law Group, P.C.,James W. Brody, American Mortgage Law Group, Kyle E. Thomason, Williams & Connolly LLP, Daniel J Supalla, Briggs & Morgan, PA, Elizabeth V Kniffen, Zelle Hofmann Voelbel & Mason LLP & Matthew Van Johnson, Williams & Connolly LLP. Decision One Mortgage Company, LLC, Defendant, represented by Beth A Stewart, Williams & Connolly LLP, Daniel J Millea, Zelle Hofmann Voelbel & Mason LLP, Elizabeth V Kniffen, Zelle Hofmann Voelbel & Mason LLP, Jesse T Smallwood, Williams & Connolly LLP, Matthew V Johnson, Williams & Connolly LLP,Noorudin Mahmood Ahmad, Williams & Connolly LLP, R. Hackney Wiegmann, Williams & Connolly LLP &Daniel J Supalla, Briggs & Morgan, PA. HSBC Finance Corporation, Defendant, represented by David J Stagman, Katten Muchin Rosenman LLP,Gregory S Korman, Katten Muchin Rosenman LLP, Nicole M Moen, Fredrikson & Byron, PA, Stuart M Richter, Katten Muchin Rosenman LLP, Todd A Wind, Fredrikson & Byron, PA & Daniel J Supalla, Briggs & Morgan, PA. E-Loan, Inc., Defendant, represented by Sharda R Kneen, Lindquist & Vennum PLLP, Terrence J Fleming, Lindquist & Vennum PLLP, Brooke D Anthony, Anthony Ostlund Baer & Louwagie PA & Daniel J Supalla, Briggs & Morgan, PA. Rescue Mortgage, Inc., Defendant, represented by Christopher R Morris, Bassford Remele, PA, Daniel R Olson, Bassford Remele, PA, Jeffrey D. Klobucar, Bassford Remele, PA, Mark D Covin, Bassford Remele, PA & Daniel J Supalla, Briggs & Morgan, PA. American Mortgage Network, LLC, formerly known as American Mortgage Network, Inc. doing business as Vertice, Defendant, represented by Daniel J Supalla, Briggs & Morgan, PA. RBC Mortgage Company, Defendant, represented by Amanda Raines Lawrence, BuckleySandler LLP,Brian Wegrzyn, BuckleySandler LLP, Daniel J Supalla, Briggs & Morgan, PA, David A Schooler, Briggs & Morgan, PA & Matthew P Previn, BuckleySandler LLP. CMG Mortgage, Inc, Defendant, represented by Andrew Steinfeld, American Morgage Law Group, P.C.,Carol R M Moss, Hellmuth & Johnson PLLC, Edward Page Allinson, American Mortgage Law Group, P.C.,J Robert Keena, Hellmuth & Johnson PLLC, Jack V Valinoti, American Mortgage Law Group, P.C., James W. Brody, American Mortgage Law Group & Daniel J Supalla, Briggs & Morgan, PA. Synovus Mortgage Corp., Defendant, represented by Brent D Hitson, Burr & Forman LLP, Daniel J Supalla, Briggs & Morgan, PA, Mark G Schroeder, Briggs & Morgan, PA & Victor L Hayslip, Burr & Forman LLP. Honor Bank, formerly known as The Honor State Bank, Defendant, represented by Garth G Gavenda, Anastasi Jellum, PA, Lindsay W Cremona, Anastasi Jellum, P.A., Susan Jill Rice, Alward Fisher Rice Rowe & Graf, PLC, T Christopher Stewart, Anastasi Jellum, PA & Daniel J Supalla, Briggs & Morgan, PA. Primary Capital Advisors LLC, Defendant, represented by Daniel J Supalla, Briggs & Morgan, PA, John O'Shea Sullivan, Burr & Forman LLP, Mark G Schroeder, Briggs & Morgan, PA & Tala Amirfazli, Burr & Forman LLP. PHH Mortgage Corp., Defendant, represented by David T Schultz, Maslon LLP, David M Souders, Weiner Brodsky Kider PC, Nicole E Narotzky, Maslon LLP, Tessa K Somers, Weiner Brodsky Kider PC & Daniel J Supalla, Briggs & Morgan, PA. Global Advisory Group, Inc., Defendant, represented by Lance T Bonner, Lindquist & Vennum PLLP. Freedom Mortgage Corporation, Defendant, represented by Enza G Boderone, Bilzin Sumberg Baena Price & Axelrod LLP, Erin Sindberg Porter, Greene Espel PLLP, Janine Wetzel Kimble, Greene Espel PLLP,Jenny Gassman-Pines, Greene Espel PLLP, Philip R. Stein, Bilzin Sumberg Baena Price & Axelrod LLP &Daniel J Supalla, Briggs & Morgan, PA. Monarch Bank, Defendant, represented by Beth A Jenson Prouty, Bassford Remele, PA & Daniel J Supalla, Briggs & Morgan, PA. First Mariner Bank, Defendant, represented by Joel L Perrell, Jr., Miles & Stockbridge P.C., Michael E Blumenfeld, Miles &Stockbridge P.C., Nicole M Moen, Fredrikson & Byron, PA, Timothy M Hurley, Miles & Stockbridge P.C., Todd A Wind, Fredrikson & Byron, PA & Daniel J Supalla, Briggs & Morgan, PA. Sierra Pacific Mortgage Company, Inc., Counter Claimant, represented by Navdeep Singh, Jenkins Kayayan LLP. RODNEY WAYNE WILSON: Settlement with Wife's Mother Denied --------------------------------------------------------- Judge Robert L. Jones of the United States Bankruptcy Court for the Northern District of Texas, Lubbock Division, in a memorandum opinion dated June 17, 2015, denied the motion to approve settlement agreement between Myrtle McDonald, the chapter 7 trustee for Rodney Wayne Wilson and Donna Lynn Wilson, and Jonell McCulloch. On September 9, 2011, less than one month prior to filing for bankruptcy, the Wilsons sold a house to McCulloch for $130,000. McCulloch is the mother of Donna Wilson. Throughout the Wilsons' bankruptcy case, Custom Food Group, the largest unsecured creditor of the Wilsons contended that the sale was a fraudulent transfer and pushed for the avoidance of the transfer. On September 25, 2014, the trustee initiated an adversary proceeding by filing a complaint to avoid the transaction as a fraudulent conveyance, contending that the Property has a value of $189,216. The trustee and Ms. McCulloch settled and agreed that the trustee will receive $25,000, with mutual releases issued by the parties. CFG objected to the proposed settlement. Judge Jones, in denying approval of the settlement agreement, ruled that "the trustee's assumptions for the settlement are, with one exception, fair within the context of the settlement and its possible approval. The one problem area, however, accounts for a major part of the settlement. The trustee, without explanation, discounts the settlement amount by $130,000, the amount ostensibly paid upon the transfer by McCulloch. This is proper if McCulloch acquired the property in good faith for the $130,000. McCulloch is Donna Wilson's mother. Whether the $130,000 is fair value may be subject to debate, but one can easily suspect that McCulloch knew why the Wilsons were in need of money. There is also reasonable suspicion that the property will revert back to the Wilsons. These concerns are not relevant if McCulloch paid the $130,000 and such amount was fair value for the property. But if it is not, and if she did not take the property for the $130,000 in good faith, she is not entitled to the good faith defense, which is, in essence, the justification for discounting the settlement by the $130,000. The trustee offered no explanation or evidence on this important point." In declining approval, the Court is not saying that the trustee must proceed to trial. The ruling is made without prejudice to submission of another, or better justified, settlement proposal. A copy of Judge Jones' Memorandum Opinion is available at http://is.gd/yCq52Ufrom Leagle.com. The case is IN RE: RODNEY WAYNE WILSON and DONNA LYNN WILSON, Debtors, Case No. 11-50396-RLJ-7 (Bankr. N.D. Tex.). SARATOGA RESOURCES: Receives NYSE MKT Delisting Notice ------------------------------------------------------ Saratoga Resources, Inc. on June 23 announced receipt of notice that the staff of NYSE Regulation, Inc. has determined to commence proceedings to delist the Company's common stock from NYSE MKT LLC. Trading in the Company's common stock was suspended prior to the open of the market on June 19, 2015. NYSE MKT determined that the Company was no longer suitable for listing in light of the filing by the Company and certain of its subsidiaries of voluntary petitions for relief under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the Western District of Louisiana and the resulting uncertainty as to the timing and outcome of the bankruptcy process as well as the ultimate effect of the process on the value of the Company's common stock. The Company does not presently anticipate exercising its right to appeal the Staff's delisting determination. The Company's common stock is presently quoted on the OTC Pink market under the symbol "SARAQ". About Saratoga Resources Saratoga Resources -- http://www.saratogaresources.com-- is an independent exploration and production company with offices in Houston, Texas and Covington, Louisiana. Principal holdings cover approximately 51,500 gross/net acres, mostly held by production, located in the transitional coastline and protected in-bay environment on parish and state leases of south Louisiana and in the shallow Gulf of Mexico Shelf. Most of the company's large drilling inventory has multiple pay objectives that range from as shallow as 1,000 feet to the ultra-deep prospects below 20,000 feet in water depths ranging from less than 10 feet to a maximum of approximately 80 feet. SUMMIT MATERIALS: S&P Affirms 'B+' CCR & Rates $650MM Loan 'BB' --------------------------------------------------------------- Standard & Poor's Ratings Services said it affirmed its 'B+' corporate credit rating on Summit Materials LLC. The outlook is stable. At the same time, S&P assigned its 'BB' issue-level rating to the company's proposed $650 million term loan (two-notches above the corporate credit rating). The '1' recovery rating on the loan reflects S&P's expectations of very high recovery (90% to 100% range) in the event of a default. Finally, S&P assigned its 'B' issue-level rating to the company's proposed $275 million senior unsecured notes (one-notch above the corporate credit rating), which will be issued by Summit Materials LLC and Summit Materials Finance Corp. The '5' recovery rating on these notes reflects S&P's expectations of modest recovery (10% to 30%; higher end of range) in the event of a default. S&P also raised its issue-level rating on Summit's existing 10.5% senior unsecured notes to 'B' from 'B-' due to its revision of the recovery rating to '5' from '6'. S&P expects the Davenport acquisition to further improve Summit's EBITDA generation in 2015 and 2016. Combined with the company's anticipated continued appetite for acquisitions, organic growth, and improved operating margins, S&P projects pro forma EBITDA for 2015 to exceed $250 million and 2015 leverage to be approximately 5.4x. In addition, S&P expects interest coverage of approximately 3x and liquidity to remain adequate. "Given the company's private equity ownership, we expect the company to remain highly leveraged over the next 12 months, and any positive cash flow from operations is likely to be used to help fund additional acquisitions," said Standard & Poor's credit analyst Pablo Garces. "Our outlook assumes spending levels under the Federal Highway Trust Fund will continue uninterrupted at current levels over the next 12-24 months." S&P considers a downgrade to be unlikely over the next 12 months given its expectation that aggregates markets will continue to slowly improve as states increase infrastructure spending and residential construction continues its slow, if choppy, improvement. A downgrade could occur if the company materially increased leverage on a pro forma basis to fund additional acquisitions or if operating results unexpectedly deteriorated such that pro forma interest coverage fell below 2x. A long-term failure to renew funding under the Federal Highway Program (MAP-21) could also lead to a negative rating action, but S&P views this as a low probability event. S&P would consider raising its rating on Summit in the next 12 months if it is able to perform ahead of its operating performance goals for 2015 and lowers its leverage level to below 5x on a sustained basis. S&P would also consider raising its rating if the company's sponsor owners committed to selling their stake in the company with their resulting interest representing less than 40% of the company. While S&P believes Summit will continue to pursue debt-financed acquisitions as part of its strategy to expand the scale and scope of its operations, an upgrade could occur if the company permanently lowered debt leverage below 5x through an additional public offering or other equity injection from its owners. SWEET BRIAR: S&P Lowers Rating on Refunding Bonds to 'CCC' ---------------------------------------------------------- Standard & Poor's Ratings Services has lowered its rating on Amherst Industrial Development Authority, Va.'s series 2006 educational facilities revenue refunding bonds, issued for Sweet Briar College to 'CCC' from 'B-'. The outlook is negative. Standard & Poor's removed the rating from CreditWatch, where it had been placed with negative implications March 3, 2015. "The rating action reflects our view that Sweet Briar's obligations are vulnerable to nonpayment and depend upon favorable business, financial, or economic conditions for the college to meet its commitment on the bonds," said Standard & Poor's credit analyst Sussan Corson. In S&P's view, Sweet Briar is likely to face a liquidity crisis and nonpayment in the near term should a covenant default or other events of default under the documents trigger principal acceleration on bonds outstanding. Pending litigation could continue to delay the college's timely access to temporarily restricted assets that it might need to accommodate potential principal acceleration. In early March 2014, Sweet Briar announced it will close at the end of the current academic year. A recent state supreme court ruling extended a temporary injunction that restricts the college from using certain solicited donations until June 24 and referred litigation back to a lower court. Pending litigation seeks to stop Sweet Briar from closing and appoint a special fiduciary to assess and run college operations. The ongoing litigation adds to uncertainty related to the timing of a potential closure and the college's ability to manage its remaining assets to meet its liquidity covenants and contingent liquidity obligations. As of the end of fiscal 2014, the college had almost $26 million of debt, including about $9 million in series 2011 debt placed directly with a bank (not rated) and $16.5 million of series 2006 bonds. An unconditional general obligation pledge by Sweet Briar secures all debt. Payments on the 2011 bank debt are due quarterly; principal and interest payments on the series 2006 bonds, Sept. 1; and interest payments, on March 1. S&P understands the college had made its regularly scheduled debt service payments through March 2015. However, the 2011 debt includes event of default provisions that could trigger principal acceleration, including the college's covenant to maintain liquid assets that cover debt 1.1x at the end of each fiscal year. Liquid assets include cash and investments and temporarily restricted cash and investments as then recorded on the college's balance sheet. As of audited June 30, 2014, cash, unrestricted endowment assets and temporarily restricted endowment assets covered debt outstanding by 1.69x; however, Sweet Briar does not have estimates for June 30, 2015, to confirm its ability to meet this covenant. Should the ratio for fiscal 2015 fall below 1.1x, S&P understands the simultaneous violation of this liquidity covenant and a bond rating below 'BBB' would allow for acceleration of principal on the 2011 bonds after notice of default and a 30-day cure period. Other bond covenants require the college to maintain its existence as a nonprofit corporation exempt from federal income taxation, maintain its accreditation, and maintain and operate the facilities as a nonprofit institution of higher education. The appointment of a receiver or similar official for Sweet Briar could also potentially allow for principal acceleration under bond documents. Given the college's plans to cease operations as well as pending litigation that seeks to appoint a special fiduciary, S&P believes other events default under the documents could also trigger principal acceleration on bonds outstanding. Furthermore, bond documents for both the series 2006 and 2011 bonds include cross-default provisions. The negative outlook reflects S&P's view of the ongoing uncertainty surrounding the availability of the college's unrestricted resources on hand to make timely payments in the event of a principal acceleration. In the event covenant violations or other events trigger principal acceleration provisions and Sweet Briar is unable to meet its obligations on time, or if the college were to enter into a distressed exchange, S&P would lower the rating. Should the college successfully demonstrate that it has sufficient available resources to meet contingent liquidity risk from principal acceleration in the next 12 months and an event of default is unlikely, S&P could revise the outlook to stable. TRITON EMISSION: Reports $25K Net Income in First Quarter --------------------------------------------------------- Triton Emission Solutions, Inc., filed its quarterly report on Form 10-Q, disclosing net income of $25,000 on $15,200 of revenues for the three months ended March 31, 2015, compared with a net loss of $10.6 million on $24,900 of revenues for the same period last year. The Company's balance sheet at March 31, 2015, showed $1.64 million in total assets, $5.13 million in total liabilities, and a stockholders' deficit of $3.48 million. A copy of the Form 10-Q is available at: http://is.gd/sMqRfI Triton Emission Solutions, Inc., develops and markets environmental and pollution emission control solutions such as the DSOX-15 and DSOX-20 fuel purification systems. The company was founded on March 2, 2000 and is headquartered in San Juan, Puerto Rico. Dale Matheson Carr-Hilton Labonte LLP expressed substantial doubt about the Company's ability to continue as a going concern citing that the Company has incurred losses and further losses are anticipated. The Company requires additional funds to meet its obligations and the costs of its operations. The Company reported a net loss of $61.8 million on $39,300 in revenue for the year ended Dec. 31, 2014, compared with a net loss of $2.19 million on $321,000 of revenue in the same period last year. The Company's balance sheet at Dec. 31, 2014, showed $2.22 million in total assets, $6 million in total liabilities, and stockholders' deficit of $3.78 million. ULURU INC: Has Insufficient Cash Beyond Second Quarter ------------------------------------------------------ ULURU Inc. filed its quarterly report on Form 10-Q, disclosing a net loss of $738,000 on $295,000 of revenues for the three months ended March 31, 2015, compared with a net loss of $868,000 on $102,000 of revenues for the same period last year. The Company's balance sheet at March 31, 2015, showed $4.91 million in total assets, $2.81 million in total liabilities, and stockholders' equity of $2.1 million. The Company is unable to assert that its financial position is sufficient to fund operations beyond the second quarter of 2015. As a result, there is substantial doubt about its ability to continue as a going concern beyond the second quarter of 2015. A copy of the Form 10-Q is available at: http://is.gd/5C2PqZ ULURU Inc. is a diversified specialty pharmaceutical company based in Addison, Texas. The Company develops and commercializes wound care and mucoadhesive film products based on its Nanoflex(R) and OraDisc(TM) technologies. UNIVAR INC: S&P Affirms 'B+' CCR & Rates Term Loans 'BB-' --------------------------------------------------------- Standard & Poor's Ratings Services said it affirmed its 'B+' corporate credit rating on Illinois-based chemical distributor Univar Inc. The outlook is stable. At the same time, S&P assigned its 'BB-' issue-level rating and '2' recovery rating to the company's proposed $2.05 billion and EUR250 million term loans. The '2' recovery rating indicates S&P's expectation for substantial (higher end of the 70% to 90% range) recovery in the event of a payment default. S&P is also assigning a 'B' issue-level rating and '5' recovery rating to the company's proposed $400 million senior unsecured notes. The '5' recovery rating indicates S&P's expectation for modest (lower end of the 10% to 30% range) recovery in the event of a payment default. "The stable outlook reflects our expectation that the recent IPO and subsequent debt reduction should allow the company to improve credit measures to levels in line with our expectations in 2015," said Standard & Poor's credit analyst Daniel Krauss. S&P's ratings, including its issue-level ratings, are based on preliminary terms and conditions. S&P expects the company to use the majority of the proceeds from the debt issuance to repay amounts outstanding under its existing U.S. dollar-based and euro-based term loans. S&P plans to withdraw the ratings on the existing debt once it has been fully repaid. S&P's assessment of Univar's business risk profile as "satisfactory" reflects the company's position as one of the two largest global players in the stable but fragmented chemicals distribution industry. S&P's assessment of Univar's financial risk profile as "highly leveraged" reflects the company's still majority private equity ownership and highly leveraged credit measures. S&P considers Univar's liquidity to be "strong," with expected cash sources exceeding cash uses by more than 1.5x over the next 12 months. S&P's base case assumes that the company will continue to generate positive free cash flow and maintain adequate liquidity. At the current rating S&P would expect Univar to maintain FFO to debt of 10%-12% and debt to EBITDA in the 5x to 6x range. S&P could consider raising the ratings modestly if it expects FFO to debt to approach 15% and debt to EBITDA to remain below 5x on a sustained basis. This scenario could arise if revenue grows by over 5% annually and EBITDA margins increased by over 100 basis points. S&P could also consider an upgrade if the company completed secondary equity offerings and used the proceeds to reduce debt leverage below 5x, and S&P expected it to remain at that level. While less likely, S&P could lower the ratings if adjusted EBITDA margins decline by more than 100 basis points without offsetting volume growth. At that point, S&P expects the company's credit measures would weaken, including debt to EBITDA deteriorating to above 6.5x for an extended period. S&P could also lower the ratings if unexpected cash outlays or aggressive financial policy decisions significantly reduce the company's liquidity or strain its financial profile. VERDUGO LLC: Court Approves Stipulation Dismissing Chapter 11 Case ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Central District of California approved a stipulation dismissing the Chapter 11 case of Verdugo LLC. The Debtor will pay to the Office of the U.S. Trustee fees in the amount of $925. The stipulation was entered among Todd C. Ringstad, Esq., at Ringstad & Sanders LLP on behalf of the Debtor; James C. Bastian, Jr., Esq., at Shulman Hodges & Bastian LLP on behalf of secured creditor D & A. Semi-Annual Mortgage Fund, L.P.; and Kathryn M.S. Catherwood, Esq., at Foley & Lardner LLP on behalf of secured creditor Bank of Southern California. About Verdugo, LLC Irvine, California-based Verdugo, LLC, is a single asset real estate. The Company filed for a bankruptcy petition (Bank. C.D. Cal. Case No. 15-10701) on Feb. 12, 2015. James Hurn signed the petition as vice president. Judge Scott C. Clarkson presides over the case. Todd C. Ringstad, Esq. , at Ringstad & Sanders LLP represented the Debtor in its restructuring effort. The Debtor estimated assets at$10 million to $50 million and liabilities at $1 million to $10 million. WAYNE COUNTY, MI: State Launches Initial Fiscal Review ------------------------------------------------------ Reuters reported that Michigan will immediately begin a preliminary review of the troubled finances of Wayne County, home to Detroit, a state treasury spokesman said on June 19. According to the report, Terry Stanton, the spokesman, said county officials were notified of the action in a letter on June 18 from State Treasurer Nick Khouri. Wayne County Executive Warren Evans on June 17 asked the state for a fiscal emergency declaration to deal with a chronic budget deficit. Under Michigan law, state officials have 30 days to complete the review of Wayne County that began on June 19, Reuters noted. The initial findings will be presented to county officials before a final report goes to Michigan's Local Emergency Financial Assistance Loan Board, which will determine if an in-depth review is warranted to determine if a financial emergency exists, the news agency said. * * * The Troubled Company Reporter, on March 16, 2015, reported that Fitch Ratings has downgraded the ratings for the following Wayne County, Michigan bonds: -- $186.3 million limited tax general obligation (LTGO) bonds issued by Wayne County to 'B' from 'BB-'; -- $51.3 million building authority (stadium) refunding bonds, series 2012 (Wayne County LTGO) issued by Detroit/Wayne County Stadium Authority to 'B' from 'BB-'; -- $203.5 million building authority bonds issued by Wayne County Building Authority to 'B' from 'BB-'; -- Wayne County unlimited tax general obligation (ULTGO) (implied) to 'B' from 'BB'. On Feb. 10, 2015, the TCR reported that Moody's Investors Services has downgraded to Ba3 from Baa3 the rating on the general obligation limited tax (GOLT) debt of Wayne County, MI. The county has a total of $695 million of long-term GOLT debt outstanding, of which $336 million is rated by Moody's. An additional $302 million of short-term GOLT delinquent tax anticipation notes are outstanding. The outlook remains negative. The TCR, on Feb. 9, 2015, also reported that Fitch Ratings has placed the following Wayne County ratings on Rating Watch Negative: -- $190.9 million limited tax general obligation (LTGO) bonds issued by Wayne County 'BB-'; -- $54.9 million building authority (stadium) refunding bonds, series 2012 (Wayne County LTGO) issued by Detroit/Wayne County Stadium Authority 'BB-'; -- $207.2 million building authority bonds issued by Wayne County Building Authority 'BB-'; -- Wayne County unlimited tax general obligation (ULTGO) (implied) 'BB'. WEST COAST GROWERS: Wants to Make 1st 2014 Distribution to Growers ------------------------------------------------------------------ West Coast Growers, Inc., filed with the U.S. Bankruptcy Court for the Eastern District of California a motion for order authorizing the Debtor to make first interim distribution for 2014 growers. A copy of the Motion is available for free at http://is.gd/XJdFvS At a May 28 hearing on the Motion, the Court indicated a preference for increasing the proposed distribution to the "underpaid" 2014 growers from the current $1 million to an amount closer to $2 million. The Court also indicated that it was not inclined to approve a distribution scheme that would offset potentially avoidable transfers against payments that would otherwise be made to the "underpaid" 2014 growers by way of the Motion without resolution of each dispute with each 2014 grower. The Court indicated that the amounts that would otherwise be due to the "underpaid" 2014 growers, but for the "offset" due to potential avoidable transfers, should be set aside pending resolution of each dispute and possibly redistributed to the undisputed "underpaid" 2014 growers. The Debtor has prepared detailed revised spreadsheets that indicate proposed distributions to the 2014 growers assuming a total distribution of just under $2 million. The proposed amount of the initial distributions to the "underpaid" 2014 growers is $1,993,382.61. But for the holdbacks due to offsets based upon the potential recovery of avoidable transfers, the Proposed Distribution will equalize the payments to date to all of the 2014 growers. The Debtor says it is prepared to make an immediate distribution to those "underpaid" 2014 growers in the amount of $1,256,397.30, while holding back $736,985.31 on account of stated offsets due to the potential avoidable transfers. The Debtor said in a response dated May 11, 2015, to growers' support of motion for order authorizing the Debtor to make the first interim distribution, that "while it is true CVCB allowed about one-half million in checks to clear the bank post-petition, the half million dollars was advanced by CVCB. Because the funds originated from CVCB, and not from the sale of growers' raisins, a finding that the half million dollars is growers' collateral is not supported by the facts or the producer's lien law." A copy of the response is available for free at http://is.gd/1Q3YU3 On May 13, 2015, the Committee of Unsecured Creditors objected to the motion, saying that the Committee has serious questions regarding the Debtor's intentions with this case, including the Motion. According to the Committee, "the Motion makes it clear to the Committee that this case is being operated solely for the benefit of the purported secured creditors of the Debtor. If the Debtor has its way in this case, it will liquidate substantially all of its assets, pay its secured creditors with the sale proceeds, and then hand over an administratively insolvent estate to a Chapter 7 trustee. The Committee believes that this Motion will be followed by others." A copy of the Committee's objection is available for free at http://is.gd/FSPOil Riley C. Walter, Esq., at Walter & Wilhelm Law Group, the attorney for the growers, filed on May 27, 2015, a report saying that his clients met with Gregory Powell, Scott Belden, Ronald Clifford, Kurt Vote and Hagop Bedoyan to address several points. Growers suggest that a provision must be included that says that a grower who cashes a distribution check understands and agrees that there may be an effort to recover monies from that grower once further investigation as to any recovery rights is made by the Debtor. A copy of the report is available for free at http://is.gd/7dcFNC Mr. Walter can be reached at: Walter & Wilhelm Law Group A Professional Corporation 205 East River Park Circle, Suite 410 Fresno, CA 93720 Tel: (559) 435-9800 Fax: (559) 435-9868 E-mail: rileywalter@W2LG.com 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. As reported by the Troubled Company Reporter on June 11, 2015, the Company filed with Court an amendment to its schedules of assets and liabilities, disclosing the same amount of total assets and total liabilities of $60,426,210. 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. WET SEAL: CIT Compromise Approval Sought ---------------------------------------- BankruptcyData reported that Wet Seal filed with the U.S. Bankruptcy Court a motion to approve a compromise, under Rule 9019, and motion, pursuant to Section 105(a) of the Bankruptcy Code and Bankruptcy Rule 9019, for an order approving and authorizing the stipulation approving remittance of letter of credit proceeds' balance and the release of claims. According to BData, the motion explains, "Following the Petition Date, CIT drew on the Letter of Credit in full and received $6,000,000...from the Bank. CIT has applied the LOC proceeds to the payment of certain Factored Accounts which have not been charged back to the Clients....After such application, $4,042,802.93 of the LOC Proceeds remain....The Debtors have asserted that they have an interest in the right to receive the LOC Proceeds Balance....Pursuant to Section 9.5 of the APA, Mador assigned to the Buyer all of Mador's right to receive certain assets under the APA, including the Acquired Avoidance Actions and the LOC Balance." BData relates that under the stipulation, CIT will return to Mador Lending the balance of the letter within seven business days of Court order approving the motion. The stipulation also releases both the parties' from current or future claims against each other, BData further relates. About Wet Seal The Wet Seal, Inc., and three affiliates -- The Wet Seal Retail, Inc., Wet Seal Catalog, Inc., and Wet Seal GC, LLC -- filed separate Chapter 11 petitions (Bankr. D. Del. Case Nos. 15-10081 to 15-10084) on Jan. 15, 2015. The Debtors are a national multi-channel retailer selling fashion apparel and accessory items designed for female customers aged 13 to 24 years old. The Wet Seal, Inc., disclosed $215,254,952 in assets and $60,598,968 in liabilities as of the Chapter 11 filing. The Hon. Christopher S. Sontchi presides over the jointly administered cases. Maris J. Kandestin, Esq., and Michael R. Nestor, Esq., at Young Conaway Stargatt & Taylor, LLP; Lee R. Bogdanoff, Esq., Michael L. Tuchin, Esq., David M. Guess, Esq., and Jonathan M. Weiss, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP; and Paul Hastings LLP, serve as the Debtors' Chapter 11 counsel. FTI Consulting serves as the Debtors' restructuring advisor. The Debtors' investment banker is Houlihan Lokey. The Debtors tapped Donlin, Recano & Co., Inc. as claims and noticing agent. The petitions were signed by Thomas R. Hillebrandt, interim chief financial officer. B. Riley, the original DIP lender and plan sponsor, is represented by Van C. Durrer, II, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP. Versa Capital Management, LLC, and its affiliate, Mador Lending, LLC, which was selected as the successful bidder at an auction, is being advised by Greenberg Traurig LLP, Klehr Harrison Harvey Branzburg LLP, and KPMG LLP. The U.S. Trustee has appointed an Official Committee of Unsecured Creditors. The Committee retained Pachulski Stang Ziehl & Jones LLP as its counsel and Province Inc. as its financial advisor. The Wet Seal, Inc., changed its name to "Seal123, Inc." on April 17, 2015, in accordance with the Asset Purchase Agreement with Mador Lending, LLC, an affiliate of Versa Capital Management, LLC as buyer. WILLIAM PARKER: Court Rules on Cross Motions for Summary Judgment ----------------------------------------------------------------- Bankruptcy Judge Stephani W. Humrickhouse ruled on the cross motions for summary judgment filed in the case captioned IN RE: WILLIAM DOUGLAS PARKER, JR. DIANA LYNNE PARKER DEBTOR. CONAN R. McCLAIN Plaintiff, v. WILLIAM DOUGLAS PARKER, JR. DIANA LYNN PARKER Defendants, CASE NO. 12-03128-8-SWH, ADVERSARY PROCEEDING NO. 12-00238-8-SWH-AP (E.D.N.C., Raleigh Div.). On September 17, 2012, Conan McClain initiated an adversary proceeding objecting to the discharge of William Douglas Parker, Jr. and Diana Lynne Parker under 11 U.S.C. Sections 727(a)(4)(A) and (a)(2), alleging, respectively, that the Parkers "knowingly omitted and/or intentionally misrepresented the true nature, extent, and/or value of personal property," and "knowingly and fraudulently transferred, removed, and concealed personal property, including valuable coins and firearms" from his business office to his personal residence in order to conceal such property from the Bankruptcy Administrator. On July 8, 2013, the Parkers moved for summary judgment as to all of McClain's claims against them, and McClain moved for partial summary judgment as to his claim under Section 727(a)(4)(A). Judge Humrickhouse found summary judgment to be proper for Mr. Parker as to the claim under Section 727(a)(2), there being no genuine factual issue as to whether Mr. Parker acted with the requisite intent. Judge Humrickhouse held that it is only logical that Mr. Parker would separate his personal property from the company property prior to the Bankruptcy Administrator's visit. As to the Section 727(a)(4)(A) claim, Judge Humrickhouse found there to be no genuine issue of material fact as to whether the Parkers' omission of certain items in their schedule and their vague labeling and listing of the value of their military relic collection as "unknown", was knowing and fraudulent, and concluded that it was not. The court reached this conclusion in light of several considerations, among which was the fact that the Parkers solicited help from McClain in preparing their schedules, in addition to aid of counsel, evidencing that they acted carefully and without reckless disregard. Judge Humrickhouse also found it pertinent that Mr. Parker never possessed any inventory of the collection, and further, that he had never had it appraised. McClain's motion for summary judgment was thus denied, while the Parkers' motion as to McClain's claims was granted. A copy of the May 22, 2015 order is available at http://is.gd/f6GdJ5from Leagle.com. About William Douglas Jr. and Diana Lynne Parker William Douglas Parker, Jr. and Diana Lynne Parker filed a chapter 11 petition (Bankr. E.D.N.C. Case No. 12-03128-8-SWH) on April 25, 2012. The Parkers are represented in their cases by Samantha Y. Moore, Esq. ********* 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 ***