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/raid1/www/Hosts/bankrupt/TCR_Public/150716.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, July 16, 2015, Vol. 19, No. 197 Headlines ALIXPARTNERS LLP: Moody's Affirms 'B2' CFR, Outlook Stable ALIXPARTNERS LLP: S&P Affirms 'B+' Corp. Credit Rating ALONSO & CARUS: US Trustee Forms Five-Member Creditors' Committee ALPHA NATURAL: Bank Debt Trades at 28% Off ANACOR PHARMACEUTICALS: Expects to Submit a NDA for Crisaborole APEX TOOL: S&P Affirms 'B' Corp. Credit Rating, Outlook Stable ARAMID ENTERTAINMENT: Can Sell 20% Interest in Sierra Pictures ASCEND LEARNING: Moody's Retains 'B3' CFR Over $20MM Loan Add-on AUGUSTUS MANAGEMENT: Case Summary & 14 Top Unsecured Creditors BRAND ENERGY: Bank Debt Trades at 2% Off BUCKINGHAM SENIOR: Fitch Assigns 'BB' Rating on Series 2015A Bonds C&S WHOLESALE: Expert Predicts Shift in Deal Strategy CACHE INC: Court OKs Hiring of Berkeley Research as Advisor CAESARS ENTERTAINMENT: 2021 Bank Debt Trades at 15% Off CAR CARE DEPOT: Case Summary & 4 Largest Unsecured Creditors CLAIRE'S STORES: May Need Creativity to Beat Debt Load COCO BEACH GOLF: Files for Chapter 11 to Sell to OHorizons COCO BEACH GOLF: Files Schedules of Assets and Debt COMSTOCK MINING: Appoints Robert Kopple as Director D.A.B. GROUP: Orchard Hotel Wants Case Converted to Chapter 7 DJSP ENTERPRISES: Board Declares Cash NonDividend Distribution ELBIT IMAGING: Plaza Centers Appoints Chief Executive Officer ENERGY & EXPLORATION: Bank Debt Trades at 16% Off ERG INTERMEDIATE: Gibbs & Bruns OK'd as Special Litigation Counsel FORTESCUE METALS: Bank Debt Trades at 12% Off FRAC TECH SERVICES: Bank Debt Trades at 20% Off FRED FULLER: Owner Wants Buyer to Turn Over Vehicles, Furniture FRED FULLER: Sells Accounts Receivables to Rymes for $141K FRONTIER COMMUNICATIONS: S&P Rates New $1.5 Billion Loan 'BB' GENESYS RESEARCH: Voluntary Chapter 11 Case Summary GETTY IMAGES: Bank Debt Trades at 26% Off GUIDED THERAPEUTICS: Signs Joinder Agreement with Investors GYMBOREE CORP: Bank Debt Trades at 28% Off IAC/INTERACTIVECORP: Acquisition Plan No Impact on Moody's Ba1 CFR IMRIS INC: Creditors' Panel Hires Emerald Capital as Advisors IMRIS INC: Creditors' Panel Taps Womble Carlyle as Counsel IMRIS INC: Hires Imperial as Investment Banker INSITE VISION: Has 3.4 Million Shares Resale Prospectus INTELLIPHARMACEUTICS INT'L: Announces Second Quarter 2015 Results J. CREW: Debt Trades at 14% Off JP MORGAN 2005-CIBC11: S&P Lowers Rating on 2 Cert. Classes to D JP MORGAN 2007-LDP11: S&P Lowers Rating on 2 Cert Classes to D LERIN HILLS: Court Okays Padgett Stratemann as Accountant LIFE PARTNERS: Sept. 1, 2015 Proofs of Claim Deadline Set LIME ENERGY: Court Grants Final OK of "Kuberski" Settlement MEG ENERGY: Bank Debt Trades at 2% Off MERRIMACK PHARMACEUTICALS: Signs $40M Sales Agreement with Cowen MISSISSIPPI PHOSPHATES: Committee Taps BRG as Substitute Advisor NEW LOUISIANA: July 21 Hearing on Baker Donelson as Counsel NORTEL NETWORKS: Committee Taps Berkeley as New Financial Advisor OCEAN RIG: Bank Debt Trades at 15% Off ONE SOURCE: Authorized to Pay Chrysler Capital Adequate Protection ONE SOURCE: Court Allows Monthly Payments to U.S. Bank ONE SOURCE: Okayed to Make Monthly Payments to Ally PACIFIC DRILLING: Bank Debt Trades at 20% Off PALOMAR HEALTH: Fitch Affirms 'BB+' Rating on Outstanding Debt PROSPECT SQUARE: Proposes to Pay $12.2-Mil. to MSCI RIENZI & SONS: Alma Bank Balks at Continued Use Cash Collateral RKI EXPLORATION: S&P Puts 'B' CCR on CreditWatch Positive SABINE OIL: Case Summary & 50 Largest Unsecured Creditors SEADRILL LTD: 2021 Bank Debt Trades at 25% Off SEARS HOLDINGS: Inks Master Lease Agreement with Seritage SIGNAL INTERNATIONAL: Files for Ch. 11 With Plan and Sale Deal SIGNAL INTERNATIONAL: Proposes $91-Mil. DIP Facility SIGNAL INTERNATIONAL: Proposes to Pay $890,000 to Critical Vendors SIGNAL INTERNATIONAL: Taps KCC as Claims and Noticing Agent SITEL WORLDWIDE: S&P Puts 'CCC+' CCR on CreditWatch Developing SOLAR POWER: Closes Purchase Agreement with ZBB Energy TERRA-GEN FINANCE: Moody's Affirms 'Ba3' Rating on Secured Loans TERRAFORM POWER: Moody's Rates New $300MM Unsecured Notes TERRAFORM POWER: S&P Rates $300MM Unsecured Notes Due 2025 'BB-' TERVITA CORP: Bank Debt Trades at 6% Off TXU CORP: 2014 Bank Debt Trades at 43% Off UNI-PIXEL INC: Shareholders Ratify Sale of Convertible Notes VANTAGE DRILLING: 2017 Bank Debt Trades at 30% Off VANTAGE DRILLING: 2019 Bank Debt Trades at 39% Off WAFERGEN BIO-SYSTEMS: Shansab Reports 5.7% Stake as of July 6 WALTER ENERGY: Files for Bankruptcy WINGSPAN PORTFOLIO: Voluntary Chapter 7 Case Summary WORLD SURVEILLANCE: Dennis DeMolet Quits as Global Telesat CEO WPX ENERGY: Moody's Affirms Ba1 CFR & Rates New Notes Ba1 WPX ENERGY: S&P Revises Outlook to Positive & Affirms 'BB' CCR XINERGY CORP: Bid to Form Equity Security Holders Committee Denied XINERGY CORP: Gaddy Okayed as Committee's Mining Consultant [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* ALIXPARTNERS LLP: Moody's Affirms 'B2' CFR, Outlook Stable ---------------------------------------------------------- Moody's Investors Service affirmed AlixPartners, LLP's B2 corporate family rating and B2-PD probability of default rating, and assigned a B2 rating to the company's proposed first lien senior secured credit facilities, consisting of a $1.1 billion term loan due 2022 and a $75 million revolving credit facility due 2020. The rating outlook is stable. In a refinancing transaction, the company is planning to use proceeds from the proposed first lien facilities to retire $977 million of its existing debt, consisting of a $752 million in first lien term loans due 2017 and 2020, a $225 million second lien term loan due 2021, and to fund a $125 million distribution to its equity holders. While the proposed transaction results in $125 million of incremental debt and higher leverage, the rating affirmation reflects the company's track record of growing revenues and earnings, favorable long term growth prospects, and our expectation that it will be able to accomplish modest de-leveraging over the next 12 to 18 months. The transaction also improves the company's liquidity by extending its debt maturities. The B2 rating on the first lien senior secured credit facilities, at the same level with the corporate family rating, reflects the preponderance of this class of debt in the company's capital structure. These rating actions were taken: Corporate family rating, affirmed at B2; Probability of default rating, affirmed at B2-PD; Proposed $1.1 billion first lien senior secured term loan due 2022, assigned a B2 (LGD3) Proposed $75 million first lien senior secured revolving credit facility due 2020, assigned a B2 (LGD3) Stable rating outlook. All ratings are subject to the execution of the transaction as currently proposed and Moody's review of final documentation. The instrument ratings are subject to change if the proposed capital structure is modified. The ratings on the company's existing first lien and second lien credit facilities have not been changed, and will be withdrawn upon close of the transaction. RATINGS RATIONALE AlixPartner's B2 corporate family rating reflects its high debt leverage, aggressive financial policies, including shareholder distributions that consume free cash flow, and the company's relatively modest scale compared to peers. Moody's estimates that the proposed transaction increases AlixPartners' pro forma leverage to 5.9x (including Moody's standard adjustments) from approximately 5.3x as of March 31, 2015. However, taking into consideration the full year impact of the Zolfo acquisition, pro forma leverage is estimated to be 5.5x, which, although elevated from prior levels, remains within a range that is appropriate for the B2 rating. Other credit metrics, such as EBITA to interest coverage (approximately 2.6x), map well against the company's CFR. The rating also incorporates longer-term risks associated with potential shareholder-friendly activities that the company's private equity sponsors may undertake, which could further increase leverage. Additionally, the rating reflects risks related to employee retention, particularly as the employment and macro-economic environment in the United States continues to improve. The rating is supported by the company's solid revenue and earnings growth demonstrated over the recent years as well as favorable growth prospects in the long term. Additionally, ratings positively reflect AlixPartners' broad and counter-balancing portfolio of consulting services that help to mitigate exposure to economic cycles, the company's generally consistent track record of outperformance relative to expectations, and the relative stability of operating margins owing to a high proportion of variable expenses. The stable outlook reflects Moody's expectation that AlixPartners' revenues and earnings will continue to grow, albeit at a slower pace due to FX headwinds, and that the company will de-lever mainly through EBITDA growth. The stable outlook also reflects our view that the company's qualitative factors - counter-balancing business segments and stable operating margins - help to balance out its high leverage profile and aggressive financial policies. AlixPartners has good liquidity, supported by its healthy cash balance, ample availability under the new $75 million revolving credit facility due September 2020, flexibility under the springing financial covenant, and an extended debt maturity profile. However, free cash flow could turn negative from time to time owing to the payment of compensation bonuses (typically paid during the first half of the year) and substantial distributions to shareholders. The ratings could be downgraded if the company experiences declining revenues and profitability, high employee turnover rates, or generates negative free cash flows. Additional debt-financed dividends or acquisitions causing debt-to-EBITDA to increase above 7.0x and EBITDA less capex to interest to fall below 1.5x, or a material weakening of liquidity could also pressure the ratings. The ratings could be upgraded if the company demonstrates a commitment to more conservative financial policies, sustains its adjusted debt-to-EBITDA below 5.0x and EBITDA less capex to interest above 2.5x. The principal methodology used in these ratings was Business and Consumer Service Industry published in December 2014. AlixPartners, LLP is a global provider of a broad range of consulting services, including Enterprise Improvement, Financial Advisory, Information Management, Leadership & Organizational Effectiveness, and Turnaround & Restructuring. The company operates 25 offices located in the U.S., Europe, and Asia. Since June 2012, AlixPartners has been majority owned by funds advised and/or managed by CVC Capital Partners. ALIXPARTNERS LLP: S&P Affirms 'B+' Corp. Credit Rating ------------------------------------------------------ Standard & Poor's Ratings Services said it affirmed its 'B+' corporate credit rating on Southfield, Mich.-based AlixPartners LLP. The outlook is stable. At the same time, S&P assigned its 'B+' issue-level rating and '3' recovery rating to the company's proposed first-lien secured credit facilities. The '3' recovery rating reflects S&P's expectation for meaningful (50% to 70%; lower half of the range) recovery for debtholders in the event of a default. "The 'B+' corporate credit rating incorporates our expectations for moderate revenue growth over the next two years, positive discretionary cash flow (DCF), high debt leverage, and an aggressive financial policy," said Standard & Poor's credit analyst Elton Cerda. S&P expects that debt leverage will decline from 5.8x (pro forma) to about 5.3x by the end of 2017, primarily due to EBITDA growth. However, S&P expects that debt leverage will remain elevated in the mid-5x area longer term because of the company's aggressive financial policy regarding debt-financed special dividends. S&P's "fair" business risk profile assessment reflects the intense competition for consulting services and some exposure to business cycles. S&P views AlixPartners' financial risk profile as "highly leveraged," reflecting its debt leverage of greater than 5.0x. The company's debt leverage could decrease below 5x for a short period of time, but S&P believes that the company will seek additional debt-financed distributions, which will push debt leverage above 5x. S&P expects that CVC Capital Partners will continue to seek opportunities for debt-financed dividends and other shareholder-favoring actions, while keeping debt leverage high. The stable outlook reflects S&P's expectation that AlixPartners will continue to experience moderate growth, which will enable the company to modestly reduce debt over time and maintain adequate liquidity. S&P could lower the rating by one notch to 'B' if the demand for restructuring services declines and AlixPartners is unable to expand other practices to offset the decline, resulting in debt leverage exceeding 6.5x on a prolonged basis and DCF approaching breakeven. This could occur if revenue declines 10% and the company is unable to adjust its cost structure sufficiently. S&P is unlikely to raise the rating on AlixPartners over the next two to three years because of S&P's concerns regarding the company's financial policy. Since financial sponsor CVC Capital Partners owns the majority interest in the company, financial policies will likely be aggressive, either in terms of special dividends or other transactions, resulting in elevated debt leverage. ALONSO & CARUS: US Trustee Forms Five-Member Creditors' Committee ----------------------------------------------------------------- The U.S. trustee overseeing the Chapter 11 case of Alonso & Carus Iron Works Inc. appointed five creditors of the company to serve on the official committee of unsecured creditors. The unsecured creditors are: (1) Infra Metals Co., Inc. c/o Jose A. Rodriguez, Esq. 2400 E. Commercial Blvd., Suite 400 Fort Lauderdale, Florida 33308 Tel. (954) 567-1776 Fax: (954) 567-1778 E-mail: jose@sotolawgroup.com www.sotolawgroup.com (2) Olympic Steel, Inc. c/o Ken Gatte Director of Corporate Credit 5096 Richmond Road Bedford Hts., OH 44146 Tel. Direct 216-682-0575 Fax: (216) 292-3974 E-mail address: ken.gatte@olysteel.com Additional address: Olympic Steel, Inc. c/o Antonio A. Arias, Esq. McConnell Valdes LLC PO Box 364225 San Juan, PR 00936-4225 Tel. (787) 250-5604 Fax: (787) 759-2771 E-mail: aaa@mcvpr.com (3) Saginaw Pipe Co., Inc. c/o Jim Boteler, Credit Manager PO Box 8 Saginaw, AL 35137 Tel. (205) 624-1142 Fax: (205) 624-1242 E-mail: Jim_b@saginawpipe.com Additional address: Saginaw Pipe Co., Inc. c/o Antonio A. Arias, Esq. McConnell Valdes LLC PO Box 364225 San Juan, PR 00936-4225 Tel. (787) 250-5604 Fax: (787) 759-2771 E-mail: aaa@mcvpr.com (4) Triple S Steel Supply Co. Walter B. Fowlkes Chief Financial Officer 6000 Jensen Drive Houston, TX 77026 Tel. (713) 354-4138 Fax: (713) 697-5945 E-mail: Walter.fowlkes@sss-steel.com Additional address: Triple S Steel Supply Co. c/o Antonio A. Arias, Esq. McConnell Valdes LLC PO Box 364225 San Juan, PR 00936-4225 Tel. (787) 250-5604 Fax: (787) 759-2771 E-mail: aaa@mcvpr.com (5) Valley Joist, Inc. Laura Catherine Ashburner c/o EBSCO Industries, Inc. 5724 Hwy 280 East Birmingham, AL 35242 Tel. (205) 995-1500 Fax: (205) 981-4046 E-mail: lashburner@ebsco.com Additional address: Valley Joist, Inc. c/o Fernando Van Derdys, Esq. Reichard & Escalera PO Box 364148 San Juan, PR 00936 Tel. (787) 777-8888 Fax: (787) 765-4225 E-mail: fvander@reichardescalera.com On May 4, the U.S. trustee, the Justice Department's bankruptcy watchdog, held a meeting of creditors but did not appoint a committee because only Triple S Steel expressed interest to serve on the panel. Earlier this month, Triple S Steel and three other unsecured creditors proposed the appointment of a committee, saying the early filing of Alonso & Carus' restructuring plan requires a committee to look into the assets, liabilities and financial condition of the company in order to validate the plan. On July 13, Alonso & Carus filed an objection, arguing there is no need to appoint a committee at this early stage of its bankruptcy case. About Alonso & Carus Iron Works Alonso & Carus Iron Works, Inc., sought Chapter 11 protection (Bankr. D.P.R. Case No. 15-02250) in Old San Juan, Puerto Rico, on March 27, 2015. The case is assigned to Judge Enrique S. Lamoutte Inclan. The Catano, Puerto Rico-based debtor has filed schedules of assets and liabilities, disclosing $23,028,113 in total assets and $14,919,146 in total debts. The Debtor has employed Charles A Curpill, PSC Law office, as counsel; and CPA Luis R. Carrasquillo & Co, PSC as financial consultant. ALPHA NATURAL: Bank Debt Trades at 28% Off ------------------------------------------ Participations in a syndicated loan under which Alpha Natural Resources is a borrower traded in the secondary market at 71.83 cents-on-the-dollar during the week ended Friday, July 3, 2015, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in the July 10, 2015, edition of The Wall Street Journal. This represents an increase of 0.45 percentage points from the previous week, The Journal relates. Energy & Exploration pays 275 basis points above LIBOR to borrow under the facility. The bank loan matures on May 31, 2020. Moody's rates the loan 'B3' and Standard & Poor's gave a BB- rating to the loan. The loan is one of the biggest gainers and losers among 254 widely quoted syndicated loans with five or more bids in secondary trading for the week ended July 3. ANACOR PHARMACEUTICALS: Expects to Submit a NDA for Crisaborole --------------------------------------------------------------- Anacor Pharmaceuticals, Inc., announced preliminary top-line results from its two Phase 3 pivotal studies of Crisaborole Topical Ointment, 2% (formerly AN2728), a novel non-steroidal topical anti-inflammatory phosphodiesterase-4 (PDE-4) inhibitor in development for the potential treatment of mild-to-moderate atopic dermatitis in children and adults. In both studies, crisaborole achieved statistically significant results on all primary and secondary endpoints and demonstrated a safety profile consistent with previous studies. "We are extremely pleased by the top-line results from our Phase 3 pivotal studies of crisaborole. We believe there is a significant unmet medical need for a novel non-steroidal topical anti-inflammatory treatment option for the patients who are affected by mild-to-moderate atopic dermatitis," said Paul L. Berns, chairman and chief executive officer of Anacor. "We also want to extend a special thanks to the clinical investigators who conducted the studies and the patients and their families who volunteered to participate in our studies. We currently plan to file a New Drug Application for crisaborole in the first half of 2016 and, if approved, we believe crisaborole could offer an important treatment option for patients with mild-to-moderate atopic dermatitis." Atopic dermatitis is a chronic rash characterized by inflammation and itching. Lesions of atopic dermatitis are commonly red, elevated and oozing patches and are often accompanied by pruritus (itching). The lesions' lichenification, a thickening of the skin with exaggerated skin lines, is considered to be a hypertrophic response to chronic rubbing. Based on available sources, we believe approximately 18 to 25 million people in the United States suffer from atopic dermatitis, and 80% to 90% have mild or moderate disease. Atopic dermatitis can persist into adulthood, but most commonly appears in childhood, with estimates that between 8% and 18% of all infants and children in the United States are affected by the disease. Patients suffering with the condition often try multiple treatments to treat their atopic dermatitis, yet many are not satisfied with the effectiveness of their medications. Topical corticosteroids are broad anti-inflammatories, which if used inappropriately or for long periods of time may lead to local side effects including skin thinning, acne and stretch marks and systemic side effects, including HPA axis suppression. In addition, patients are often instructed to limit use on thin skin areas such as the face, neck and skin folds. The only non-steroidal topical pharmacologic therapies currently approved for prescription in the U.S. for the treatment of atopic dermatitis are topical calcineurin inhibitors, which have a "boxed warning" on their labels concerning potential cancer risk. "Mild-to-moderate atopic dermatitis, or eczema, is a chronic, life-altering inflammatory skin disease that can be a constant challenge for patients and family members. Based on the safety and efficacy profile demonstrated by crisaborole in these Phase 3 pivotal studies, crisaborole, if approved, could become a significant first-in-class treatment option for patients suffering from mild-to-moderate atopic dermatitis and the physicians who treat them," said Amy Paller, M.D., Walter J. Hamlin Professor and Chair of Dermatology, Professor of Pediatrics, Northwestern University Feinberg School of Medicine. "I'm impressed with the performance of crisaborole on the primary and secondary endpoints in these Phase 3 pivotal studies. Crisaborole represents an innovative non-steroidal topical anti-inflammatory and, if approved, has the potential to offer physicians and patients a new, important therapeutic choice for treating mild-to-moderate atopic dermatitis," said Lawrence Eichenfield, M.D., chief of Pediatric and Adolescent Dermatology at Rady Children's Hospital, San Diego and a Professor of Dermatology and Pediatrics at the University of California, San Diego School of Medicine. About Anacor Pharmaceuticals Palo Alto, Calif.-based Anacor Pharmaceuticals (NASDAQ: ANAC) is a biopharmaceutical company focused on discovering, developing and commercializing novel small-molecule therapeutics derived from its boron chemistry platform. Anacor has discovered eight compounds that are currently in development. Its two lead product candidates are topically administered dermatologic compounds - tavaborole, an antifungal for the treatment of onychomycosis, and AN2728, an anti-inflammatory PDE-4 inhibitor for the treatment of atopic dermatitis and psoriasis. Anacor reported a net loss of $87.1 million on $20.7 million of total revenues for the year ended Dec. 31, 2014, compared with net income of $84.8 million on $17.2 million of total revenues for the year ended Dec. 31, 2013. As of March 31, 2015, the Company had $214.88 million in total assets, $137.34 million in total liabilities, $4.95 million in redeemable common stock and $72.59 million in total stockholders' equity. APEX TOOL: S&P Affirms 'B' Corp. Credit Rating, Outlook Stable -------------------------------------------------------------- Standard & Poor's Ratings Services said it affirmed its ratings, including its 'B' corporate credit rating, on Sparks, Md.-based Apex Tool Group LLC. The outlook is stable. S&P also revised its assessment of Apex Tool's business risk profile to weak from fair. S&P's revision of Apex Tool's business risk profile to weak from fair reflects the continued erosion of sales of its Sear's Craftsman Brand due to the reduced footprint and difficulties of Sears and the relatively low barriers to entry for other competitors. The business risk revision also reflects the company's low capacity utilization at several plants, causing the need for further plant consolidation that will carry some integration risk. "The stable rating outlook reflects our expectation that credit measures will remain consistent with Apex Tool Group LLC's highly leveraged financial risk profile, with 2015 debt to EBITDA and FFO to debt of above 5x and below 12%, respectively, based on our assumptions of modest growth," said Standard & Poor's credit analyst Maurice Austin. "We also expect Apex will maintain strong liquidity." S&P could lower the rating if Apex has weaker-than-expected end market demand resulting in a decline in volumes or the loss of one of its major customers, such that total leverage weakened to above 8x on a sustained basis and liquidity were materially lessened. This could occur if 2015 sales growth is flat, with a more than 200-basis-point decline in gross margins. An upgrade is unlikely in the next 12 months given S&P's expectation that leverage will remain high and that the company is owned by a private equity firm. S&P could raise its rating on Apex if the company's sales and EBITDA grow more quickly than expected, with the resulting cash used to reduce debt, resulting in debt leverage sustained well below 5x and FFO to debt above 12% and if S&P gained confidence that the company's owner is committed to maintaining a more conservative financial risk profile. ARAMID ENTERTAINMENT: Can Sell 20% Interest in Sierra Pictures -------------------------------------------------------------- Aramid Entertainment Fund Limited and its affiliated debtors sought and obtained from Judge Sean H. Lane of the U.S. Bankruptcy Court for the Southern District of New York authority to (a) release its liens on and security interests in a 20% membership interest in Sierra Pictures LLC, and (b) cause Incentive Filmed Entertainment, LLC, to sell the membership interest back to Sierra. AEF owns substantially all of the equity interests in IFE Equity Holdings, Inc., which in turn is a majority equity holder in IFE. Seer Capital Partners Master Fund, L.P., proposed to purchase all or substantially all of the assets of the IFE Entities, including the Membership Interest and the IFE Entities' film library. The Seer Transaction required, in exchange for the proposed purchase price of $9 million, the: (a) release of AEF's liens on the assets that Seer seeks to acquire and (b) transfer of the Membership Interest. The Court approved the Seer Transaction by entry of an Order dated January 15, 2015, and authorized AEF to compromise its lien rights in exchange for at least $3,176,000. Nick Meyer, managing member of Sierra and holder of 68% of the membership interests in Sierra, refused to consent to IFE's transfer of the Membership Interest to Seer as IFE did not increase the compensation paid to Mr. Meyer above the compensation provided for him in the Operating Agreement. AEF did not agree to the additional compensation because it would negatively affect the value of the Membership Interest. Seer refused to close without the Membership Interest unless the purchase price was reduced by $2 million, which meant that AEF would have a $2 million shortfall below the $3.176 million in minimum proceeds set forth in the Bankruptcy Court Approval Order. In order to resolve the parties' dispute, they agreed that Sierra will purchase the Membership Interest for up to $2 million, payable as follows: (a) $300,000 in cash at closing; (b) $1.45 million pursuant to a 3-year promissory noted dated April 29, 2015, from Sierra payable to IFE; and (c) up to but not exceeding $250,000 of the Purchase Price will be paid through Sierra's assignment to IFE of all right, title and interest in commissions and royalties due Sierra from the following films: Shark Night 3D, Parker and Wer until the earlier of the third anniversary of the Agreement or the date on which payments on the Assigned Commissions from and after the date of the Agreement equal $250,000. The Agreement is conditioned upon the release of AEF and JPMorgan Chase Bank, N.A.'s respective liens on and security interests in the Membership Interest. The Debtors are represented by: James C. McCarroll, Esq. Jordan W. Siev, Esq. Kurt F. Gwynne, Esq. REED SMITH LLP 599 Lexington Avenue New York, NY 10022-7650 Telephone: (212)521-5400 Facsimile: (212)521-5450 Email: jmccarroll@reedsmith.com jsiev@reedsmith.com kgwynne@reedsmith.com About Aramid Entertainment Aramid Entertainment Fund Limited has been engaged in the business of providing short and medium term liquidity to producers and  distributors of film, television and other media and entertainment  content by way of loans and equity investments.   On May 7, 2014, Geoffrey Varga and Jess Shakespeare of Kinetic  Partners (Cayman) Limited were appointed under Cayman law as the joint voluntary liquidators ("JVLs") of AEF and two affiliates.   On June 13, 2014, the JVLs authorized AEF and two affiliates to  file for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 14-11802) in Manhattan on June 13, 2014.   The Debtors have tapped James C. McCarroll, Esq., Jordan W. Siev, Esq., Richard A. Robinson, Esq., and Michael J. Venditto, Esq. of  Reed Smith, LLP, in New York, as counsel and Kinetic Partners (Cayman) Limited as crisis managers.   AEF estimated at least $100 million in assets and between  $10 million to $50 million in liabilities.   ASCEND LEARNING: Moody's Retains 'B3' CFR Over $20MM Loan Add-on ---------------------------------------------------------------- Moody's Investors Service said that Ascend Learning's proposed $20 million add-on first lien term loan has no impact on the company's ratings, including the B3 corporate family rating or stable outlook. The proposed incremental term loan also has no impact on the company's existing senior secured bank credit facilities rated B2 or the $125 million second lien term loan rated Caa2. Headquartered in Burlington, Massachusetts, Ascend Learning, LLC provides technology-based learning solutions and educational content for healthcare and other vocational fields. Ascend operates three segments: Nursing Solutions, Health & Wellness, and Jones & Bartlett Learning. Revenue for the last twelve month period ended 3/31/2015 was approximately $307 million. The company is majority owned by affiliates of Providence Equity Partners. AUGUSTUS MANAGEMENT: Case Summary & 14 Top Unsecured Creditors -------------------------------------------------------------- Debtor: Augustus Management, LLC dba Cherry Street Grille dba Howler's Bar & Grille 912 North Dakota Street Vermillion, SD 57069 Tel: 605-624-2657 Case No.: 15-40356 Chapter 11 Petition Date: July 14, 2015 Court: United States Bankruptcy Court District of South Dakota (Southern (Sioux Falls)) Judge: Hon. Charles L. Nail, Jr. Debtor's Counsel: Clair R. Gerry, Esq. GERRY & KULM ASK, PROF. LLC P.O. Box 966 Sioux Falls, SD 57101-0966 Tel: (605) 336-6400 Email: gerry@sgsllc.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Jonathan Robertson, manager. A list of the Debtor's 14 largest unsecured creditors is available for free at http://bankrupt.com/misc/sdb15-40356.pdf BRAND ENERGY: Bank Debt Trades at 2% Off ---------------------------------------- Participations in a syndicated loan under which Brand Energy & Infrastructure Services is a borrower traded in the secondary market at 97.68 cents-on-the-dollar during the week ended Friday, July 3, 2015, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in the July 10, 2015, edition of The Wall Street Journal. This represents an increase of 0.30 percentage points from the previous week, The Journal relates. Brand Energy pays 375 basis points above LIBOR to borrow under the facility. The bank loan matures on Nov. 12, 2020, and carries Moody's B1 rating and Standard & Poor's B rating. The loan is one of the biggest gainers and losers among 254 widely quoted syndicated loans with five or more bids in secondary trading for the week ended July 3. BUCKINGHAM SENIOR: Fitch Assigns 'BB' Rating on Series 2015A Bonds ------------------------------------------------------------------ Fitch Ratings has assigned a 'BB' rating on the following bonds issued by Tarrant County Cultural Education Facilities Finance Corporation on behalf of Buckingham Senior Living Community, Inc. (The Buckingham): -- $54.6 million Series 2015A Fixed-Rate Bonds; -- $25.0 million Series 2015B-1 Tax-Exempt Mandatory Paydown Securities; and -- $34.0 million Series 2015B-2 Tax-Exempt Mandatory Paydown Securities. In addition, Fitch Ratings has assigned a 'BB' rating to the following previously issued bonds: -- $64.0 million Series 2007 Fixed-Rate Bonds; and -- $18.6 million Series 2014 Fixed-Rate Bonds. The series 2015A bonds are expected to be issued as fixed rate. The series 2015B bonds are anticipated to be issued as temporary debt payable from initial entrance fees derived from the sale of independent living units (ILU) after The Buckingham meets certain occupancy thresholds. The bonds are scheduled to be sold via negotiated sale by Ziegler on July 23, 2015. Bond proceeds will be used for the construction and renovation of 106 additional ILU's, 27 additional assisted living units (ALU), 18 additional memory support units and 32 additional skilled nursing facility (SNF) beds; improvements to common areas, amenities and parking; funding future capital expenses including $4 million for water damage; separate accounts for the debt service reserve funds for each bond series; and 27 months of capitalized interest. The Rating Outlook is Stable. SECURITY The bonds are secured by a mortgage lien on the community's property, a gross revenue pledge, and series-specific debt service reserve funds. KEY RATING DRIVERS AGGRESSIVE EXPANSION PLANS: The Buckingham is embarking on a large campus expansion and renovation project that includes a 56% increase in the number of units offered and enhanced common areas. Total direct project costs are sizeable and amount to about $78.5 million. CONSTRUCTION AND FILL-UP RISKS: The 32-month construction project is substantial and involves multiple components including new units, renovated and removed units, and new activity space for all residents. Managing the various project stages as well as filling-up the new units in a timely and cost-effective manner poses operating challenges. INCREASING AND VERY HIGH DEBT POSITION: The Buckingham's long-term debt increases dramatically with this bond issue and will amount to approximately $134 million post issuance. Additionally, the community plans to issue $59 million of temporary debt that is reliant upon repayment from initial entrance fees after the sale of new ILUs. This level of debt does not compare favorably to unrestricted cash and investments, adjusted capitalization, net available or total revenues. STRONG UNDERLYING CREDIT FACTORS: The 'BB' rating reflects The Buckingham's historically strong demand indicators, with ILU occupancy averaging above 95% over the last three and a half years and ALU and SNF occupancies experiencing similar trends; good pre-sale velocity with 63% of the 106 new ILU's securing 10% deposits; the depth and experience of the project participants, including the management and development companies; and the affluent demographics of the primary market area. Fitch believes that these underlying credit factors offset the construction and fill-up risks and the debt burden, which is sizeable at the current rating level. GOOD OPERATING PERFORMANCE: Over the last four audited years cash flow from operations has been solid. During this period, the adjusted net operating margin averaged 30.7%, which compares well to the investment grade median. Despite a high debt burden, actual annual debt service coverage has been satisfactory at 1.4x and 1.5x, respectively, in fiscal years 2013 and 2014. RATING SENSITIVITIES PROJECT MANAGEMENT: The 'BB' incorporates the history of the development team in successfully managing the construction and fill-up risk on other similar undertakings and assumes that the expansion project will meet projections. Construction delays, cost overruns, higher than expected working capital requirements, and occupancy and fill-up levels that lag projections could result in negative rating action. MAINTENANCE OF OPERATING PROFILE: The 'BB' rating assumes that The Buckingham's current operating profile, characterized by high occupancy across all levels of care, strong adjusted net operating margins, and adequate coverage of actual debt service, remains stable. Should any of these weaken during the construction and fill-up periods or liquidity declines, there could be negative rating pressure. CREDIT PROFILE Located in the Memorial/Tanglewood section of Houston, TX, The Buckingham is a continuing care retirement community (CCRC) that opened in 2005 and achieved stabilized occupancy in September 2007. It currently offers 204 ILU's, 43 ALU's, 16 memory support units, and 60 SNF beds. Total operating revenues amounted to $22 million in fiscal year 2014. The Buckingham's parent company and sole corporate member is Senior Quality Lifestyles Corporation (SQLC). SQLC is also the parent company of Fitch 'BBB' rated Edgemere, three other CCRC's in Texas and one in Carmel, IN with a total of 1,857 units. Only The Buckingham is obligated on the series 2015 bonds and its other indebtedness. SQLC and The Buckingham also continue to retain Greystone Management Services to manage the community's operations. C&S WHOLESALE: Expert Predicts Shift in Deal Strategy ----------------------------------------------------- Sarah Pringle, writing for The Deal, reported that as the fate of regional supermarket operators including Great Atlantic & Pacific Tea Co. looks increasingly doomed, grocery supplier C&S Wholesale Grocers Inc. may be poised to adjust its acquisition strategy to make up for lost business. According to the report, Keene, N.H.-based C&S is watching as the supermarket industry consolidates rapidly, creating less need for third-party suppliers as retailers increasingly self-distribute. That's why, industry sources suggest, the largest distributor of groceries to supermarkets in the U.S. ought to shift its attention to retail operations from wholesale and distribution operations when it comes to future M&A, the Deal noted. * * * The Troubled Company Reporter, on June 27, 2014, reported that Standard & Poor's Ratings Services assigned its 'BBB-' issue level rating to C&S Wholesale Grocers Inc.'s $1.5 billion ABL revolving credit facility with a '1' recovery rating, indicating S&P's expectation for very high (90%-100%) recovery in the event of a payment default. S&P also assigned a 'BB' issue-level rating and '4' recovery rating to the company's $400 million senior secured notes. The '4' recovery indicates S&P's expectation for average (30% to 50%) recovery for noteholders in the event of a payment default. CACHE INC: Court OKs Hiring of Berkeley Research as Advisor ----------------------------------------------------------- The Official Committee of Unsecured Creditors of Cache, Inc. and its debtor-affiliates, sought and obtained permission from the Hon. Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware to retain Berkeley Research Group, LLC as substitute financial advisor, nunc pro tunc to June 1, 2015. The Committee requires Berkeley Research to: (a) actively monitor the "going out of business" ("GOB") process to ensure the process proceeds in the most efficient manner to maximize recoveries to unsecured creditors; (b) review offers received for the Debtors' assets, on a going Concern and GOB basis; (c) develop a monthly monitoring report to enable the Committee to effectively evaluate the Debtors' liquidity and wind- down activities on an ongoing basis; (d) advise and assist the Committee with respect to any debtor- In-possession financing arrangements and use of cash; (e) review cash disbursements on an on-going basis for the period subsequent to the commencement of these cases; (f) advise and assist the Committee in its analysis and monitoring of the Debtors' and non-Debtor affiliates' historical, current and projected financial affairs, including, schedules of assets and liabilities and statement of financial affairs; (g) prepare certain valuation analyses of the Debtors' and if applicable the non- Debtor affiliates' businesses and assets using various professionally accepted methodologies; (h) evaluate the Debtors' intangible asset portfolio and develop strategies to maximize returns; (i) advise and assist the Committee and counsel in reviewing and evaluating any court motions, applications, or other forms of relief filed or to be filed by the Debtors, or any other parties-in-interest; (j) attend Committee meetings and court hearings as may be required; (k) advise and assist the Committee in identifying and/or reviewing any preference payments, fraudulent conveyances, and other potential causes of action that the Debtors' estates may hold against insiders and third parties; (i) analyze intercompany and related party transactions; (m) develop strategies to maximize recoveries from the Debtors' assets and advise and assist the Committee with such strategies; (n) review and provide analysis of any bankruptcy plan and disclosure statement relating to the Debtors including, if applicable, the development and analysis of any bankruptcy plans proposed by the Committee; (o) monitor Debtors' claims management process, analyze claims, analyze guarantees, and summarize claims by entity; (p) monitor wind down of both Debtors and non-Debtor entities; (q) render such other general business consulting or assistance as the Committee or its counsel may deem necessary, consistent with the role of a financial advisor; and (r) other potential services, including: render expert testimony, issue expert reports and or litigation and forensic work that has not yet been identified but as may be requested from time to time by the Committee and its counsel. Berkeley Research will be paid at these hourly rates: David Galfus $870 William Russo $625 Rick Wright $595 James Geraghty $250 Managing Director $350-$1,250 Director $475-$640 Staff $250-$475 Support staff $125-$325 Berkeley Research will also be reimbursed for reasonable out-of-pocket expenses incurred. David E. Galfus, managing director of Berkeley Research, 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. Berkeley Research can be reached at: David E. Galfus BERKELEY RESEARCH GROUP, LLC 250 Pehle Avenue Suite 301 Saddle Brook, NJ 07663 Tel: (201) 587-7117 About Cache, Inc Cache, Inc., operates 236 women's apparel specialty stores under the trade name "Cache." On Dec. 4, 2014, New York-based Cache announced that it has received an inquiry from a third party regarding a potential sale of the Company. Cache, Inc., and its two affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No.15-10172) on Feb. 4, 2015. The case is assigned to Judge Mary F. Walrath. The Debtors are represented by Laura Davis Jones, Esq., Peter J. Keane, Esq., and Colin R. Robinson, Esq., at Pachulski Stang Ziehl& Jones LLP, in Wilmington, Delaware. The Debtors' restructuring advisors is FTI Consulting Inc., while their investment banker and financial advisor is Janney Montgomery Scott LLC. Thompson Hine represents the Debtors in corporate and securities matter, while Jackson Lewis P.C. represents the Debtors in employment matters. The Debtors' communications services provider is Epiq Systems, Inc., while their noticing and claims management services provider is Kurtzman Carson Consultants. A&G Realty Partners, LLC, serves as the Debtors' real estate consultants. The Debtors had total assets of $53.7 million and total liabilities of $51.1 million as of Sept. 27, 2014. In its schedules, the Debtor disclosed $38,793,006 in assets and $84,113,066 in liabilities. The U.S. Trustee for Region 3 has appointed seven members to the Official Committee of Unsecured Creditors in the Debtors' case. The Committee retained Bayard, P.A., as local Delaware counsel, and Otterbourg P.C. as lead bankruptcy counsel. CAESARS ENTERTAINMENT: 2021 Bank Debt Trades at 15% Off ------------------------------------------------------- Participations in a syndicated loan under which Caesars Entertainment Inc. is a borrower traded in the secondary market at 84.80 cents-on-the- dollar during the week ended Friday, July 3, 2015, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in the July 10, 2015, edition of The Wall Street Journal. This represents a decrease of 1.28 percentage points from the previous week, The Journal relates. Caesars Entertainment Inc. pays 525 basis points above LIBOR to borrow under the facility. The bank loan matures on April 2, 2021, and carries Moody's B2 rating and Standard & Poor's B+ rating. The loan is one of the biggest gainers and losers among 254 widely quoted syndicated loans with five or more bids in secondary trading for the week ended July 3. CAR CARE DEPOT: Case Summary & 4 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Car Care Depot, LLC 175 Essex Avenue Metuchen, NJ 08840 Case No.: 15-23166 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: July 14, 2015 Court: United States Bankruptcy Court District of New Jersey (Trenton) Judge: Hon. Kathryn C. Ferguson Debtor's Counsel: Douglas T Tabachnik, Esq. LAW OFFICES OF DOUGLAS T TABACHNIK, PC Woodhull House Suite C 63 West Main Street Freehold, NJ 07728 Tel: 732-780-2760 Fax: 732-792-2761 Email: dtabachnik@dttlaw.com Total Assets: $2.5 million Total Liabilities: $5.8 million The petition was signed by Marvin Ginsberg, managing member. A list of the Debtor's four largest unsecured creditors is available for free at http://bankrupt.com/misc/njb15-23166.pdf CLAIRE'S STORES: May Need Creativity to Beat Debt Load ------------------------------------------------------ Richard Collings, writing for The Deal, reported that as it struggles to realign its capital structure, private equity-backed Claire's Stores Inc., may turn to a solution to address subordinated debt of $260 million due in June 2017. According to Anthony Canale, head of high yield research at Covenant Review, the Hoffman Estates, Ill.-based accessories retailer, owned by Apollo Global Management LLC, might be able to use a "permitted investments" capacity under its debt agreements to move assets to an unrestricted subsidiary. That may be one of the few options open to Claire's, Canale indicated, the Deal said. And, if that doesn't work, the retailer may be hard put to stave off defaulting on its debt, the Deal noted. About Claire's Stores Claire's Stores, Inc. -- http://www.clairestores.com/-- operates as a specialty retailer of fashion accessories and jewelry for preteens and teenagers, as well as for young adults in North America and internationally. It offers jewelry products that comprise costume jewelry, earrings, and ear piercing services; and accessories, including fashion accessories, hair ornaments, handbags, and novelty items. Based in Pembroke Pines, Florida, Claire's Stores operates under two brands: Claire's(R), which operates worldwide and Icing(R), which operates only in North America. As of Jan. 31, 2009, Claire's Stores, Inc., operated 2,969 stores in North America and Europe. Claire's Stores also operates through its subsidiary, Claire's Nippon, Co., Ltd., 213 stores in Japan as a 50:50 joint venture with AEON, Co., Ltd. The Company also franchises 198 stores in the Middle East, Turkey, Russia, South Africa, Poland and Guatemala. Claire's reported a net loss of $212 million for the fiscal year ended Jan. 31, 2015, compared to a net loss of $65.3 million for the fiscal year ended Feb. 1, 2014. * * * As reported by the TCR on April 13, 2015, Moody's Investors Service downgraded Claire's Corporate Family Rating (CFR) to Caa2 from Caa1. The downgrade of Claire's ratings reflect continued weak operating performance and deterioration of its liquidity profile. The TCR reported in April 2015 that Standard & Poor's Ratings Services lowered its corporate credit rating on Claire's Stores Inc. to 'CCC' from 'B-'. "The rating action reflects our belief that Claire's could violate its financial covenant under its revolving credit facility in the upcoming quarters, given continuously weak operating trends," said credit analyst Mariola Borysiak. COCO BEACH GOLF: Files for Chapter 11 to Sell to OHorizons ---------------------------------------------------------- Coco Beach Golf & Country Club, S.E., owner of a first class golf and country club in Rio Grande, Puerto Rico, currently operating under the name of Trump International Golf Club Puerto Rico, sought Chapter 11 protection (Bankr. D.P.R. Case No. 15-05312) in Old San Juan, Puerto Rico, on July 13, 2015, and immediately filed a motion seeking to sell most of the assets for $2.04 million in cash to OHorizons Global, LLC, subject to higher and better offers. The Golf & Country Club includes, among other things, two 18-hole golf courses and country club facilities. Prior to commencing this bankruptcy proceeding, the Debtor began experiencing a substantial diminution in its cash flow due to Puerto Rico’s adverse economic situation, which has impacted the tourism sector of the Island. Said situation, together with Debtor’s inability to raise sufficient income to remain competitive in today’s marketplace, have resulted in Debtor’s need to sell the Golf & Country Club in order to maximize the value of its assets for the benefit of creditors and the bankruptcy estate. Marketing efforts to sell the Golf & Country Club began in 2011 when Betteroads Asphalt, LLC, the owner of Coco Beach Resort, decided to sell all of the resort components owned by it, except for the Gran Meliá Hotel and Vacation Club. The initial marketing efforts in 2011 failed to generate any offers for the Golf & Country Club. Marketing to private equity funds in New York in 2013 also failed to generate any offers. After negotiations that began in January this year, the Debtor and OHorizons executed an exclusivity agreement to allow OHorizons to conduct preliminary due diligence, which led to the execution of a master agreement for the purchase by OHorizons of the Resort, including the Golf & Country Club. OHorizons has agreed to purchase the assets on these terms: a. Assets to be Sold. The "Purchased Assets" consist of substantially all of the assets of the Debtor, except for certain excluded assets, used in or related to or held for use in connection with the operation of the business. b. Free and Clear. The Purchased Assets are to be sold free and clear of all liens, claims encumbrances and interests. c. Purchase Price. The aggregate consideration for the Purchased Assets is specified in the APA as $2,042,528 in cash plus the assumption by OHorizons of certain contracts and any associated cure costs. d. Deposit. OHorizons will advance a deposit of $75,000, subject to the terms of the APA. e. Breakup Fee/Expense Reimbursement. Under the APA, OHorizons will be entitled to a breakup fee of $60,000 and an expense reimbursement of $50,000. f. Closing. To occur upon satisfaction of various conditions set forth in the APA but, in any event, no later than March 31, 2016. The Debtor will consider competing proposals for the assets. The Debtor asks the Court to set a deadline for competing bids on a date within 45 days from entry of the bidding procedures order. If qualified bids are received, the Debtor intends to conduct an auction within 5 days from the bid deadline. The Debtor's attorneys can be reached at: Charles Alfred Cuprill, Esq. CHARLES A CUPRILL, P.S.C. LAW OFFICES 356 Fortaleza Street, Second Floor San Juan, Puerto Rico 00901 Tel: (787) 977-0515 Fax: (787) 977-0518 E-mail: ccuprill@cuprill.com OHorizons' attorneys can be reached at: Harry O. Cook, Esq. MCCONNEL VALDES, LLC 270 Munoz Ave., San Juan, PR 00918 E-mail: hoc@mcvpr.com - and - Erick Perez Ochoa, Esq. ADSUAR MUNIZ GOYCO SEDA & PEREZ-CHOA, PSC 208 Ponce de Leon Ave., Suite 1600 San Juan, PR 00918 E-mail: epo@amgrlaw.com COCO BEACH GOLF: Files Schedules of Assets and Debt --------------------------------------------------- Coco Beach Golf & Country Club, S.E., filed its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $1,000,000 B. Personal Property $8,230,317 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $32,606,821 E. Creditors Holding Unsecured Priority Claims $230,611 F. Creditors Holding Unsecured Non-priority Claims $45,231,447 ----------- ----------- TOTAL $9,230,317 $78,068,879 The Debtor's sole real property is the Trump International Golf Club at Coco Beach at Zarzal Ward, Rio Grande, Puerto Rico. The property includes two 18-hole golf courses and a full-service club house, on a parcel of land of 532.32 "Cuerdas", with a full service club house, cart barn, starter building, host station tower, a maintenance building, all of approximately 47,600 square feet. The property is worth $1 million, based on appraised value as of May 14, 2015. A copy of the schedules filed together with the bankruptcy petition is available for free at: http://bankrupt.com/misc/prb15-05312_SAL.pdf About Coco Beach Golf Coco Beach Golf & Country Club, S.E., owner of a first class golf and country club in Rio Grande, Puerto Rico, currently operating under the name of Trump International Golf Club Puerto Rico, sought Chapter 11 protection (Bankr. D.P.R. Case No. 15-05312) in Old San Juan, Puerto Rico, on July 13, 2015, and immediately filed a motion seeking to sell most of the assets for $2.04 million in cash to OHorizons Global, LLC, subject to higher and better offers. Charles Alfred Cuprill, Esq., at Charles A Cuprill, P.S.C. Law Offices, serves as counsel to the Debtor. COMSTOCK MINING: Appoints Robert Kopple as Director --------------------------------------------------- Comstock Mining Inc. announced that Mr. Robert C. Kopple has been elected to its Board of Directors, effective July 9, 2015. Mr. Kopple is a senior partner at Kopple & Klinger, LLP, a law firm that he co-founded in 1992, where he specializes in financial and estate planning, business law and taxation. He is an experienced businessman, investor and shareholder of the Company. Mr. Kopple will join the audit committee of the Board of Directors and will be eligible to receive all of the compensation and benefits provided for non-employee directors. Chairman John V. Winfield commented, "Bob is a strong leader and experienced director, whose business, governance and legal knowledge brings independent, strategic and transactional acumen to our board. He is a long-term value investor whose skill sets are an excellent complement to our existing team. Working together, the team will unlock the intrinsic value created by amassing and advancing the single largest land and geological repository in this historic, world-class mining district. We look forward to working with Bob to build on this unique platform, with a recognized brand, by capitalizing on opportunities for both organic and transactional growth." Mr. Kopple graduated from the DePaul University College of Law and received his L.L.M. in tax from New York University School of Law. He has been Chairman of the Taxation Sections of the California State Bar, the Los Angeles County Bar Association, the Beverly Hills Bar Association and a member of the Planning Committee of the University of Southern California Tax Institute. He has published extensively, including numerous technical articles on taxation and is a frequent lecturer and instructor on tax matters for many prominent professional institutions. He also has been the Chairman of the Board of Triton Emission Solutions, Inc., since September 2014, vice chairman of the Board of Aura Systems, Inc., since September 2013, and has acted as a Special Advisor to the Board of Directors of Patriot Gold Corp. since July 2014. Corrado De Gasperis, the Company's president and CEO commented, "We welcome Bob's leadership to our team as we position ourselves for our next major phase of growth. Comstock Mining is an emerging leader in sustainable, responsible mining, where Bob's guidance, counsel and oversight will enhance our governance as we focus on executing on our business plans and delivering the intrinsic value, per share, for our shareholders." About Comstock Mining Virginia City, Nev.-based Comstock Mining Inc. is a Nevada-based, gold and silver mining company with extensive, contiguous property in the historic Comstock district. The Company began acquiring properties in the Comstock in 2003. Since then, the Company has consolidated a substantial portion of the Comstock district, secured permits, built an infrastructure and brought the exploration project into test mining production. The Company continues acquiring additional properties in the Comstock district, expanding its footprint and creating opportunities for exploration and mining. The goal of the Company's strategic plan is to deliver stockholder value by validating qualified resources (measured and indicated) and reserves (probable and proven) of 3,250,000 gold equivalent ounces by 2013, and commencing commercial mining and processing operations by 2011, with annual production rates of 20,000 gold equivalent ounces. Comstock Mining reported a net loss available to common shareholders of $13.3 million in 2014, a net loss available to common shareholders of $25.4 million in 2013 and a net loss available to common shareholders of $35.1 million in 2011. As of March 31, 2015, the Company had $48.2 million in total assets, $24.7 million in total liabilities and $23.6 million in total stockholders' equity. D.A.B. GROUP: Orchard Hotel Wants Case Converted to Chapter 7 ------------------------------------------------------------- Orchard Hotel LLC and Orchard Construction LLC ask the U.S. Bankruptcy Court for the Southern District of New York to convert  D.A.B. Group LLC's Chapter 11 case to a case under Chapter 7 of the Bankruptcy Code and to direct the Office of the U.S. Trustee to appoint a Chapter 7 trustee for the Debtor. Orchard Hotel's counsel, Jopeph T. Moldovan, Esq., at Morrison Cohen LLP, in New York, tells the Court that the reorganization plan proposed by the Debtor and confirmed by the Court has failed. Mr. Moldovan relates that the Debtor's sale of its property to Arcade Orchard Street LLC has failed, and litigation with Arcade concerning its deposit is now required, at further expense to the administratively insolvent estate. Moreover, Mr. Moldovan says the Debtor owes Simon Miller, the State Court-appointed receiver, during Orchard's foreclosure action, and his counsel for amounts the Receiver expended to preserve the property pending the failed sale. From the Petition Date up to June 1, 2015, the estate has incurred $251,004 in post-petition administrative expenses on account of the Receiver's actions to preserve and maintain the Property. Mr. Moldova asserts that the Debtor needs to (i) engage zoning counsel to shepherd an extension request through the New York City Board of Standards and Appeals to preserve zoning entitlements that, if lost, would significantly reduce the value of the Debtor's property, (ii) engage a new broker to properly re-market the property, (iii) pay significant post-petition expenses owing to the Receiver and take steps to cure large unpaid tax claims, and (iv) begin taking reasonable steps to resolve issues with creditors, including Orchard. Mr. Moldovan tells the Court that the Debtor has no unencumbered cash and no ability to generate unencumbered cash. He adds that the Debtor cannot fund the actions necessary to preserve its sole asset, a partially developed hotel project located at 139-141 Orchard Street, in New York, that has been dormant since 2011. He further tells the Court that even assuming that Orchard would be willing to either permit its cash collateral to be used to fund these expenses, or agreed to fund them out of its own pocket, the Debtor will never be in a position to repay these amounts, much less pay its own counsel, as there is no unencumbered value in this case to satisfy administrative claims. Flintlock Construction Services, LLC, a secured creditor, objected to Orchard's Motion, saying Flintlock does not view the default on the sale as the Debtor's fault or responsibility nor does it believe the Debtor contributed to the failure to consummate the sale. Flintlock tells the Court that the successful bidder, Arcade, acknowledged its loss of financing as the cause of its inability to close. Flintlock asserts that the conversion of the case to Chapter 7 benefits no one other than Orchard, as any sale will realize funds only for it. The Debtor also opposed Orchard's Motion, arguing that the only party responsible for the sale collapsing and the current inability to consummate the plan is Arcade. The Debtor seeks a reasonable second opportunity to find a new buyer for the property, while the Receiver leads the effort to obtain an extension of the BSA deadline to complete construction beyond August 2015. The Debtor argues that Orchard's proposed solution of a Chapter 7 trustee brings no identifiable benefit, and immediately eliminates a potential return to other creditors. The Debtor further argues that besides adding another layer of administrative debt, a sale of the property in Chapter 7 will result in the forfeiture of the Section 1146(a) transfer tax exemptions that are only available through the Chapter 11 plan process. In response to the objections, Mr. Moldovan maintains that the case must be converted because the Debtor's reorganization plan failed and the estate is hopelessly administratively insolvent. Through the course of the case, the Debtor filed three proposed disclosure statements and three proposed plans of reorganization and at no point in any disclosure to the Court did the Debtor disclose to the Court or its creditors that the Debtor's basis in its property was less than the $33 million sale price, such that there was any possibility of the estate being saddled with tax debt, Mr. Moldovan points out. Orchard Hotel and Orchard Construction are represented by: Joseph T. Moldovan, Esq. Robert K. Dakis, Esq. MORRISON COHEN LLP 909 Third Avenue New York, NY 10022 Telephone: (212)735-8600 Facsimile: (212)735-8708 Email: jmoldovan@morrisoncohen.com rdakis@morrisoncohen.com Flintlock is represented by: Harold M. Somer, Esq. HAROLD M. SOMER, ESQ. 1025 Old Country Road, Ste. 404 Westbury, NY 11590 Telephone: (516)248-8962 The Debtor is represented by: Kevin J. Nash, Esq. GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP 1501 Broadway, 22nd Floor New York, NY 10036 Telephone: (212)221-5700 About D.A.B. Group  D.A.B. Group LLC, owner of a stalled 16-story Allen Street Hotel  project in Orchard Street, New York, sought Chapter 11 protection  (Bankr. S.D.N.Y. Case No. 14-12057) in Manhattan on July 14, 2014,  to pursue a prompt sale of the property. The case is assigned to  Judge Shelley C. Chapman.   The property has been in the hands of a receiver since July 18,  2011. Simon J.K. Miller, of Blank Rome LLP, serves as receiver.   J. Ted Donovan, Esq., at Goldberg Weprin Finkel Goldstein LLP, in  New York, serves as counsel to the Debtor.   DAB Group said in a court filing that its property is continguous  to the commercial property owned by its affiliate, 77-79 Rivington  Street Realty LLC (Bankr. S.D.N.Y. Case No. 14-10339).  Accordingly, DAB's Chapter 11 case is being filed as a related  proceeding.    DJSP ENTERPRISES: Board Declares Cash NonDividend Distribution -------------------------------------------------------------- The Board of Directors of DJSP Enterprises, Inc. declared a cash nondividend distribution of $0.3929 per ordinary share, payable to shareholders of record as of July 15, 2015. The Distribution will be paid as soon as possible following the Record Date, but in no event later than July 22, 2015. The amount of dividends or distributions, if any, that the Company pays to its shareholders is determined by the Company's Board of Directors, at its discretion, and is dependent on a number of factors, including the Company's financial position, results of operations, cash flows, capital requirements and restrictions under its credit agreements, and will be in compliance with applicable law. The Company cannot guarantee the amount of dividends or distributions paid in the future, if any. About DJSP Enterprises Based in Plantation, Florida, DJSP Enterprises, Inc. (Nasdaq: DJSP, DJSPW, DJSPU) provides a wide range of processing services in connection with mortgages, mortgage defaults, title searches and abstracts, REO (bank-owned) properties, loan modifications, title insurance, loss mitigation, bankruptcy, related litigation and other services. Its principal customer is The Law Offices of David J. Stern, P.A. It has additional operations in Louisville, Kentucky and San Juan, Puerto Rico. Its U.S. operations are supported by a scalable, low-cost back office operation in Manila, the Philippines, that provides data entry and document preparation support for its U.S. operations. As reported in the Jan. 20, 2011, edition of the TCR, DAL Group, LLC, a subsidiary of DJSP Enterprises, has obtained waivers on notes held by these parties for payments due through April 1, 2011: Amount of Note -------------- Law Offices of David J. Stern, P.A. $47,869,000 Chardan Capital, LLC, $1,000,000 Chardan Capital Markets, LLC $250,000 Kerry S. Propper $1,500,000 The waivers were sought by DAL as it develops and implements plans to restructure its ongoing operations to reflect its significantly reduced revenues and operations and the other changes. DAL did not make the interest payments due Jan. 3, 2011, for (i) unsecured term notes in the aggregate principal amount of $1,600,000 (ii) and a $500,000 term note issued by Cornix Management, LLC. DAL is seeking waivers from the holders of the unsecured notes and Cornix of principal and interest payments otherwise due under these notes, and the default interest rates under these notes, through April 1, 2011. DAL has entered into a forbearance agreement with BA Note Acquisition, LLC, pursuant to which BNA has agreed to forbear from taking action on a $5.5-million line of credit until March 9, 2011. ELBIT IMAGING: Plaza Centers Appoints Chief Executive Officer ------------------------------------------------------------- Elbit Imaging Ltd. announced that Plaza Centers N.V., a subsidiary of the Company, has appointed Mr. Akiva Azulay as its new president and CEO, starting in August 2015. Mr. Akiva Azulay joins Plaza with a strong business management and financial background alongside extensive real estate and retail experience. Akiva previously held senior roles at some of the largest real estate and finance Israeli companies. Most recently, Akiva was at Delek Group, one of Israel's largest companies. Akiva supported the Company's activities in the UK and played a key role on behalf of Delek in the eventual sale of a major UK real estate led operational business, in September 2014. Akiva previously held senior roles at AFI Europe (part of Africa-Israel Investments) between 2004 and 2010, most recently as vice president, where he managed real estate operations across Central and Eastern Europe. Before this, Akiva also worked at Bank Hapoalim, the largest Israeli Bank, as an economist in the real estate investment department, handling the provision of credit to construction and development projects in Israel. Akiva holds a B.Sc and M.Sc from Ben-Gurion University as well as a certificate in real estate valuation and appraisal certification from Tel-Aviv University. About Elbit Imaging Tel-Aviv, Israel-based Elbit Imaging Ltd. (TASE, NASDAQ: EMITF) holds investments in real estate and medical companies. The Company, through its subsidiaries, also develops shopping and entertainment centers in Central Europe and invests in and manages hotels. Since February 2013, Elbit has intensively endeavored to come to an arrangement with its creditors. Elbit has said it has been hanging by a thread for more than five months. It has encountered cash flow difficulties and this burdens its day to day activities, and it certainly cannot make the necessary investments to improve its assets. In light of the arrangement proceedings, and according to the demands of most of the bondholders, as well as an agreement that was signed on March 19, 2013, between Elbit and the Trustees of six out of eight series of bonds, Elbit is prohibited, inter alia, from paying off its debts to the financial creditors -- and as a result a petition to liquidate Elbit was filed, and Bank Hapoalim has declared its debts immediately payable, threatening to realize pledges that were given to the Bank on material assets of the Company -- and Elbit undertook not to sell material assets of the Company and not to perform any transaction that is not during its ordinary course of business without giving an advance notice to the trustees. Accountant Rony Elroy has been appointed as expert for examining the debt arrangement in the Company. In July 2013, Elbit Imaging's controlling shareholders, Europe- Israel MMS Ltd. and Mr. Mordechay Zisser, notified the Company that the Tel Aviv District Court has appointed Adv. Giroa Erdinast as a receiver with regards to the ordinary shares of the Company held by Europe Israel securing Europe Israel's obligations under its loan agreement with Bank Hapoalim B.M. The judgment stated that the Receiver is not authorized to sell the Company's shares at this stage. Following a request of Europe-Israel, the Court also delayed any action to be taken with regards to the sale of those shares for a period of 60 days. Europe Israel and Mr. Zisser have also notified the Company that they utterly reject the Bank's claims and intend to appeal the Court's ruling. As of March 31, 2015, Elbit Imaging had NIS 3.33 billion in total assets, NIS 2.87 billion in total liabilities and NIS 459 million in shareholders' equity. ENERGY & EXPLORATION: Bank Debt Trades at 16% Off ------------------------------------------------- Participations in a syndicated loan under which Energy & Exploration Partners is a borrower traded in the secondary market at 84.15 cents-on-the- dollar during the week ended Friday, July 3, 2015, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in the July 10, 2015, edition of The Wall Street Journal. This represents a decrease of 0.75 percentage points from the previous week, The Journal relates. Energy & Exploration Partners pays 675 basis points above LIBOR to borrow under the facility. The bank loan matures on January 14, 2019, and Moody's and Standard & Poor's did not give any rating N.R. rating. The loan is one of the biggest gainers and losers among 254 widely quoted syndicated loans with five or more bids in secondary trading for the week ended July 3. ERG INTERMEDIATE: Gibbs & Bruns OK'd as Special Litigation Counsel ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Northern District of Texas authorized ERG Intermediate Holdings, LLC, et al., to employ Gibbs & Bruns, L.L.P. as special litigation counsel as of the Petition Date. As of the Petition Date, the Debtor was a party in these lawsuit which was filed on March 20, 2012: ERG Resources, L.L.C. v. Nabors Global Holdings II, Limited, et al.; Cause No. 2012-16446; in the 61st Judicial District Court of Harris County, Texas In the Lawsuit, the Debtor asserts claims against Nabors Global Holdings II, Limited; Ramshorn International, Limited; Parex Resources, Inc. and Parex Resources (Bermuda) Ltd.; and Appleby Management (Bermuda) Limited for, among other things, breach of contract and tortious interference with contract related to a stock purchase agreement between Debtor and Nabors, which Nabors repudiated. Prior to the Petition Date, the firm represented the Debtor as lead counsel in the lawsuit. The Debtor requested that it be authorized to employ the firm as special litigation counsel to continue to represent the Debtor in connection with the lawsuit, if necessary, and all matters related to the Debtor's claims arising out of or related to the SPA. Upon resolution of the pending appeals, it will be important for the firm to be able to continue to serve as lead counsel for the Debtor through the duration of the lawsuit given its familiarity with the Lawsuit and its litigation expertise. A summary of the contingent-fee arrangement is: Before the Filing of an Appeal: With respect to any claim(s) in the lawsuit that are settled or otherwise resolved before the date on which any notice of appeal is filed, a contingency fee percentage of 30% of the net proceeds of any recovery. After the Filing of an Appeal: With respect to any claim(s) in the lawsuit that are settled or otherwise resolved on or after the date on which any notice of appeal is filed, a contingency fee percentage of 35% of the net proceeds of any recovery. In addition, the firm will seek reimbursement of expenses advanced on behalf of the Debtor in accordance with its pre-existing agreement with the Debtor in effect as of the Petition Date and according to its customary and usual practices. As of the Petition Date, the firm was owed approximately $2,376 for expenses related the lawsuit incurred before the commencement of the Debtor’s bankruptcy case. In addition, the Debtor has assigned and agreed to pay to the Firm the contingent-fee interest in the net proceeds of any recovery. To the best of the Debtors' knowledge, Gibbs & Bruns is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About ERG Resources ERG Resources, LLC, is a privately owned oil & gas producer that was formed in 1996. Since 2010, ERG Resources and ERG Operating Co. have been primarily engaged in the exploration and production of crude oil and natural gas in the Cat Canyon Field in Santa Barbara County, California. ERG Resources owns 19,027 gross lease acreage in the Cat Canyon Field. ERG Resources also owns and operates oil & gas leases representing 683 gross acres of leasehold located in Liberty County, Texas. The Company's corporate headquarters is located in Houston, Texas. Scott Y. Wood, through two of his affiliates, owns 100% of the membership units in ERG Intermediate Holdings LLC, the parent company. ERG Intermediate Holdings, ERG Resources and three affiliates sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 15-31858) on April 30, 2015, in Dallas, Texas. The Debtors tapped Jones Day as counsel; DLA Piper as co-counsel; and Epiq Bankruptcy Solutions, LLC. Rebecca A. Roof of AP Services, LLC was designated as chief restructuring officer. ERG Intermediate estimated $100 million to $500 million in assets and debt. ERG Intermediate Holdings, LLC disclosed $0 in total assets and $400,000,000 in liabilities as of the Chapter 11 filing. The U.S. Trustee appointed five creditors of the company to serve on the official committee of unsecured creditors. The Committee tapped to retain Pachulski Stang Ziehl & Jones LLP as lead counsel, Searcy & Searcy P.C., as local counsel, and Conway Mackenzie, Inc. as its financial advisor. FORTESCUE METALS: Bank Debt Trades at 12% Off --------------------------------------------- Participations in a syndicated loan under which Fortescue Metals Group Corp. is a borrower traded in the secondary market at 88.16 cents-on-the- dollar during the week ended Friday, July 3, 2015, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in the July 10, 2015, edition of The Wall Street Journal. This represents a decrease of 1.95 percentage points from the previous week, The Journal relates. Fortescue Metals Group Corp. pays 275 basis points above LIBOR to borrow under the facility. The bank loan matures on June 13, 2019, and carries Moody's Ba1 rating and Standard & Poor's BB+ rating. The loan is one of the biggest gainers and losers among 254 widely quoted syndicated loans with five or more bids in secondary trading for the week ended July 3. FRAC TECH SERVICES: Bank Debt Trades at 20% Off ----------------------------------------------- Participations in a syndicated loan under which Frac Tech Services Ltd is a borrower traded in the secondary market at 79.67 cents-on-the- dollar during the week ended Friday, July 3, 2015 according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in the July 10, 2015. This represents a decrease of 3.46 percentage points from the previous week, The Journal relates. Frac Tech Services Ltd. pays 475 basis points above LIBOR to borrow under the facility. The bank loan matures on April 3, 2021, and carries Moody's B2 rating and Standard & Poor's B rating. The loan is one of the biggest gainers and losers among 254 widely quoted syndicated loans with five or more bids in secondary trading for the week ended July 3. FRED FULLER: Owner Wants Buyer to Turn Over Vehicles, Furniture --------------------------------------------------------------- Frederick J. Fuller asks the U.S. Bankruptcy Court for the District of New Hampshire to correct the order approving the sale of four used motor vehicles to amend the purchase price to $40,100. Mr. Fuller also asks the Court to direct Rymes Heating Oils, Inc., to immediately turn over the Camper Van to Mr. Fuller or his assignee(s) and to cease interfering with the sale of the Camper Van, and require Rymes to turn over Mr. Fuller's personal property consisting of a pontoon boat, two antique oil trucks, a set of office furniture and a 1950 Nash Statesman, which Mr. Fuller had stored at 21 Cottage Street, Milford, in New Hampshire. Mr. Fuller's counsel, Daniel W. Sklar, Esq., at Nixon Peabody LLP, in Manchester, New Hampshire, tells the Court that Rymes has refused to allow Mr. Fuller to retrieve any of his personal property from certain real estate conveyed to Rymes and that Rymes has persisted in refusing Mr. Fuller to retrieve his pontoon boat, two antique oil trucks, a set of office furniture, and a 1950 Nash Statesman. Mr. Sklar adds Mr. Fuller has not been able to receive any of his personal mail that were delivered to 12 Tracy Lane in Hudson, New Hampshire, where Mr. Fuller had owned and operated Fred Fuller Oil & Propane Co., Inc. for more than 45 years. Rymes objected to Mr. Fuller's Motion, complaining that the Motion is a mischaracterization of events leading to the present dispute. Rymes tells the Court that after concealing assets from the Debtor and Rymes, Mr. Fuller now seeks relief to which he is not entitled. Mr. Fuller is represented by: Daniel W. Sklar, Esq. Holly J. Barcroft, Esq. NIXON PEABODY LLP 900 Elm Street Manchester, NH 03101 Telephone: (603)628-4000 Facsimile: (603)628-4040 Email: dsklar@nixonpeabody.com hbarcroft@nixonpeabody.com Rymes is represented by: James S. LaMontagne, Esq. Christopher Candon, Esq. SHEEHAN PHINNEY BASS + GREEN 1000 Elm Street, P.O. Box 3701 Manchester, NH 03101-3701 Telephone: (603)668-0300 Email: jlamontagne@sheehan.com ccandon@sheehan.com About Fred Fuller Oil Hudson, New Hampshire-based Fred Fuller Oil & Propane Co., Inc., the largest heating oil company in the state, serving about 30,000  New Hampshire customers. It sought Chapter 11 protection (Bankr. D. N.H. Case No. 14-12188) in Manchester, New Hampshire, on Nov. 10, 2014, without stating a reason. It estimated $10 million to  $50 million in assets and debt. The Nov. 10, 2014 court filing  shows that the Debtor has about $13.5 million in debts. Jeremy  Blackman at Concord Monitor reports that the Debtor owes more than  $276,000 to Harvard Pilgrim Health Care and nearly $94,000 to the city of Laconia and the towns of Hudson, Milford and Northfield.   According to Concord Monitor, the bankruptcy case was initially  filed on Nov. 10 under Chapter 7, but that has since been terminated and replaced with a Chapter 11 restructuring proposal.   William S. Gannon, Esq., at William S. Gannon PLLC, in Manchester, serves as counsel to the Debtor. Fredrick J. Fuller, the  president, signed the bankruptcy petition.   On Feb. 12, 2015, the Office of the United States Trustee appointed an Official Committee of Unsecured Creditors. The Committee selected Brinkman Portillo Ronk, APC, as its counsel with Deming  Law Office acting "of counsel." FRED FULLER: Sells Accounts Receivables to Rymes for $141K ---------------------------------------------------------- Fred Fuller Oil & Propane Co., Inc., sought and obtained from Judge J. Michael Deasy of the U.S. Bankruptcy Court for the District of New Hampshire authority to sell certain accounts receivable to Rymes Heating Oils, Inc., for $141,500. Rymes purchased substantially all of the Debtor's operating assets on November 25, 2014. Excluded from that Sale were the Debtor's accounts receivable that were aged more than 89 days as of the Petition Date. Pursuant to the asset purchase agreement between the Debtor and Rymes, Rymes retained a 1/2 interest in and to the net recoveries of the Over 89 Day A/R. As of the Petition Date, the Over 89 Day A/R totaled approximately $1.7 million, including amounts due from insiders. As of the Petition Date, the collection rate on the Over 89 Day A/R was approximately 20%, or approximately $342,000. With the Debtor's cessation of operations and with the passage of time (another 180+ days), a 20% collection rate is very optimistic, William S. Gannon, Esq., at William S. Gannon, PLLC, in Manchester, New Hampshire, tells the Court. Mr. Gannon says the collectable portion of the Over 89 Day A/R is unlikely to exceed $250,000, net of collection costs. Mr. Gannon believes that the offer submitted by Rymes provides the Estate with significant value and is in the best interests of the Estate. Mr. Gannon asserts that in a sale to Rymes, the Estate: (a) receives immediate cash; (b) does not incur the expense or risk associated with the collection of the Over 89 Day A/R; and, (c) realizes a likely better recovery via the sale to Rymes than it would if it attempted to collect the Over 89 Day A/R itself. The Debtor is represented by: William S. Ganon, Esq. WILLIAM S. GANON, PLLC 889 Elm Street, 4th Floor Manchester NH 03101 Telephone: (603)621-9500 Email: bgannon@gannonlawfirm.com Rymes Heating Oils, Inc. is represented by: James S. LaMontagne, Esq. Christopher Candon, Esq. SHEEHAN PHINNEY BASS + GREEN 1000 Elm Street, P.O. Box 3701 Manchester, NH 03101-3701 Telephone: (603)668-0300 Email: jlamontagne@sheehan.com ccandon@sheehan.com About Fred Fuller Oil Hudson, New Hampshire-based Fred Fuller Oil & Propane Co., Inc., the largest heating oil company in the state, serving about 30,000  New Hampshire customers. It sought Chapter 11 protection (Bankr. D. N.H. Case No. 14-12188) in Manchester, New Hampshire, on Nov. 10, 2014, without stating a reason. It estimated $10 million to $50 million in assets and debt. The Nov. 10, 2014 court filing shows that the Debtor has about $13.5 million in debts. Jeremy  Blackman at Concord Monitor reports that the Debtor owes more than $276,000 to Harvard Pilgrim Health Care and nearly $94,000 to the city of Laconia and the towns of Hudson, Milford and Northfield.   According to Concord Monitor, the bankruptcy case was initially  filed on Nov. 10 under Chapter 7, but that has since been  terminated and replaced with a Chapter 11 restructuring proposal.   William S. Gannon, Esq., at William S. Gannon PLLC, in Manchester, serves as counsel to the Debtor. Fredrick J. Fuller, the  president, signed the bankruptcy petition.   On Feb. 12, 2015, the Office of the United States Trustee appointed an Official Committee of Unsecured Creditors. The Committee selected Brinkman Portillo Ronk, APC, as its counsel with Deming  Law Office acting "of counsel." FRONTIER COMMUNICATIONS: S&P Rates New $1.5 Billion Loan 'BB' ------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB' issue-level rating and '2' recovery rating to Norwalk, Conn.-based incumbent telephone provider Frontier Communications Corp.'s proposed $1.5 billion delayed-draw senior secured term loan A that will mature the earlier of five years from the draw date or March 31, 2021. The '2' recovery rating indicates S&P's expectation for substantial (70%-90%; upper half of the range) recovery in the event of payment default. S&P expects proceeds from the transaction will be used to partially fund the acquisition of certain wireline assets in California, Texas, and Florida from Verizon Communications Inc. in a transaction valued at $10.5 billion. At the same time, S&P raised the issue-level rating on these issues to 'BB' from 'BB-' and revised the recovery rating to '2' from '3'. -- The $750 revolving credit facility due 2018. -- The $575 million term loan A due 2016. -- The $350 million delayed-draw term loan due 2019. S&P also raised the issue-level rating on Frontier North Inc.'s $200 million of 6.73% debentures due 2028 to 'BB+' from 'BB-'and revised the recovery rating to '1' from '3'. The '1' recovery rating indicates S&P's expectation for very high (90%-100%) recovery in the event of payment default. The new credit facility will be secured by a pledge of stock of Frontier North and the existing facilities will be granted the same security package that will secure the new term loan A once it is in place. The existing Frontier North bonds have a priority claim on the assets at this entity given that the security granted to the facilities will only consist of a pledge of stock. While S&P generally caps recovery ratings for unsecured debt at '3' for issuers rated 'BB-' or higher, it expects that the new credit facility will have restrictive covenants that will limit the amount of pari passu unsecured debt at Frontier North such that the existing bonds will have recovery in excess of 90% in a default scenario. S&P estimates that Frontier North will comprise around 13%-15% of Frontier's pro forma consolidated EBITDA, which based on S&P's default valuation of about $12.5 billion, translates to about $1.6 billion-$1.8 billion of priority value for Frontier North bondholders and senior secured creditors. Given the $200 million of Frontier North bonds, and limitations on any new unsecured debt, S&P believes this will result in a deficiency claim for the secured creditors. S&P then ascribes the remaining value of Frontier (about $10.4 billion) equally among the secured and unsecured debt in the new capital structure, which S&P believes will provide at least 70% recovery to secured creditors in a default scenario. Given the recent $2.75 billion of equity issuance and the proposed $1.5 billion of new secured debt, S&P estimates that the remaining financing for the acquisition will total about $6.6 billion, which S&P believes will be completed with new unsecured notes. S&P expects to rate these notes 'BB-' with a '3' recovery rating, which indicates S&P's expectation for meaningful (50%-70%) recovery in the event of payment default. Pro forma for the acquisition, S&P expects adjusted net debt to EBITDA to be around 4.2x-4.4x and funds from operations to debt to be about 12%-14% in 2016. S&P also expects adjusted free operating cash flow to debt to be in the 4%-6% range over the next few years. These metrics are somewhat weaker than S&P's original base-case forecast due to integration challenges from the acquisition of properties in Connecticut from AT&T, which closed in the fourth quarter of 2014, but are still supportive of S&P's "aggressive" financial risk assessment. RATINGS LIST Frontier Communications Corp. Corporate Credit Rating BB-/Stable/-- New Rating Frontier Communications Corp. $1.5 bil. delayed-draw term loan A Senior Secured BB Recovery Rating 2H Upgraded; Recovery Rating Revised To From Frontier Communications Corp. $750 revolver due 2018 Senior Unsecured BB BB- Recovery Rating 2H 3L $575 million term loan A due 2016 Senior Unsecured BB BB- Recovery Rating 2H 3L $350 million delayed-draw term loan due 2019 Senior Unsecured BB BB- Recovery Rating 2H 3L Frontier North Inc. $200 mil. 6.73% debentures due 2028 Senior Unsecured BB+ BB- Recovery Rating 1 3 GENESYS RESEARCH: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: Genesys Research Institute, Inc. fka Steward Research and Specialty Projects Corporation 736 Cambridge Street Suite CBR-402 Brighton, MA 02135 Case No.: 15-12794 Chapter 11 Petition Date: July 14, 2015 Court: United States Bankruptcy Court District of Massachusetts (Boston) Judge: Hon. Joan N. Feeney Debtor's Counsel: Nina M. Parker, Esq. Stephanie E. Babin, Esq. PARKER & ASSOCIATES 10 Converse Place Winchester, MA 01890 Tel: (781) 729-0005 Fax: (781) 729-0187 Email: nparker@ninaparker.com sbabin@ninaparker.com Estimated Assets: $10 million to $50 million Estimated Debts: $1 million to $10 million The petition was signed by Robert Stemple, clerk and treasurer. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. A copy of the petition is available at: http://bankrupt.com/misc/mab15-12794.pdf GETTY IMAGES: Bank Debt Trades at 26% Off ----------------------------------------- Participations in a syndicated loan under which Getty Images Inc. is a borrower traded in the secondary market at 74.43 cents-on-the-dollar during the week ended Friday, July 3, 2015, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in the July 10, 2015, edition of The Wall Street Journal. This represents an increase of 0.58 percentage points from the previous week, The Journal relates. Getty Images Inc. pays 350 basis points above LIBOR to borrow under the facility. The bank loan matures on October 14, 2019, and carries Moody's B2 rating and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 254 widely quoted syndicated loans with five or more bids in secondary trading for the week ended July 3. GUIDED THERAPEUTICS: Signs Joinder Agreement with Investors ----------------------------------------------------------- Guided Therapeutics, Inc., on July 10, 2015, entered into a joinder agreement with certain holders of the Company's Series B convertible preferred stock and a holder of a promissory note previously issued by the Company, pursuant to which they each became a party to the previously disclosed securities purchase agreement, dated June 29, 2015, and registration rights agreement, dated June 29, 2015, and will, pursuant to the Purchase Agreement, purchase an aggregate of 432 shares of the Company's Series C convertible preferred stock, at a purchase price of $750 per share and a stated value of $1,000 per share, and will receive, on a pro rata basis, warrants exercisable to purchase an aggregate of approximately 6.8 million shares of the Company's common stock. The Series B Holders and the promissory note holder will exchange their outstanding shares of Series B preferred stock or promissory note in lieu of cash, on a dollar-for-dollar basis, on the same terms as each other investor purchasing shares of Series C Preferred under the Purchase Agreement. About Guided Therapeutics Guided Therapeutics, Inc. (OTC BB and OTC QB: GTHP) -- http://www.guidedinc.com/-- is developing a rapid and painless test for the early detection of disease that leads to cervical cancer. The technology is designed to provide an objective result at the point of care, thereby improving the management of cervical disease. Unlike Pap and HPV tests, the device does not require a painful tissue sample and results are known immediately. GT has also entered into a partnership with Konica Minolta Opto to develop a non-invasive test for Barrett's Esophagus using the LightTouch technology platform. For the year ended Dec. 31, 2014, the Company reported a net loss attributable to common stockholders of $10.03 million on $65,000 of contract and grant revenue compared to a net loss attributable to common stockholders of $10.39 million on $820,000 of contract and grant revenue in 2013. As of March 31, 2015, the Company had $2.56 million in total assets, $7.57 million in total liabilities and $5.01 million total stockholders' deficit. GYMBOREE CORP: Bank Debt Trades at 28% Off ------------------------------------------ Participations in a syndicated loan under which Gymboree Corp. is a borrower traded in the secondary market at 71.55 cents-on-the- dollar during the week ended Friday, July 3, 2015, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in the July 10, 2015, edition of The Wall Street Journal. This represents a decrease of 1.40 percentage points from the previous week, The Journal relates. Gymboree Corp. pays 350 basis points above LIBOR to borrow under the facility. The bank loan matures on February 23, 2018, and carries Moody's B3 rating and Standard & Poor's CCC+ rating. The loan is one of the biggest gainers and losers among 254 widely quoted syndicated loans with five or more bids in secondary trading for the week ended July 3. IAC/INTERACTIVECORP: Acquisition Plan No Impact on Moody's Ba1 CFR ------------------------------------------------------------------ Moody's Investors Service said IAC/InterActiveCorp's Ba1 Corporate Family Rating, long-term debt ratings (Liberty Bonds at Baa3; Senior Unsecured Notes at Ba1), SGL-1 Speculative Grade Liquidity Rating and stable outlook are not immediately impacted by the company's announcement that The Match Group, a subsidiary that comprises IAC's online dating websites and non-dating subscription businesses, plans to acquire Canadian Internet dating site PlentyofFish Media Inc. for $575 million. The principal methodology used in rating IAC/InterActiveCorp was the Global Broadcast and Advertising Related Industries Methodology published in May 2012. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. IAC/InterActiveCorp is a leading media and online company that owns more than 150 Internet-based brands and products including: Ask.com (search engine); About.com, Dictionary.com, Investopedia.com (online content and reference libraries), Ask.fm (social) and Apalon (mobile applications); The Match Group (online dating, including Match, Tinder and OkCupid; and non-dating, including DailyBurn, Tutor.com and The Princeton Review); HomeAdvisor, ShoeBuy (e-commerce); Vimeo (media); and several other consumer-related applications and portals. IMRIS INC: Creditors' Panel Hires Emerald Capital as Advisors ------------------------------------------------------------- The Official Committee of Unsecured Creditors of IMRIS, Inc., et al., seeks authorization from the U.S. Bankruptcy Court for the District of Delaware to retain Emerald Capital Advisors as financial advisors to the Committee, nunc pro tunc to June 4, 2015. The Committee requires Emerald Capital to: (a) review and analyze the Debtors' operations, financial condition, business plan, strategy, and operating forecasts; (b) assist the Committee in evaluating any proposed debtor-in- possession financing; (c) assist in the determination of an appropriate capital structure for the Debtors; (d) assist the Committee in its review of various financial reports prepared for submission to the Court, and, as mutually agreed, such other reports that may be requested by parties-in-interest; (e) advise the Committee as it assesses the Debtors' executory contracts including assume versus reject considerations; (f) assist and advise the Committee in connection with its identification, development, and implementation of strategies related to the potential recoveries for the unsecured creditors as it relates to the Debtors' plan of reorganization; (g) assist the Committee in understanding the business and financial impact of various restructuring alternatives of the Debtors; (h) assist the Committee in its analysis of the Debtors' financial restructuring process, including its review of the Debtors' development of plans of reorganization and related disclosure statements; (i) assist the Committee in evaluating, structuring and negotiating the terms and conditions of any proposed transaction, including the value of the securities, if any, that may be issued to thereunder; (j) assist in the evaluation of the Debtors' asset sale process, including the identification of potential buyers; (k) assist in evaluating the terms, conditions, and impact of any proposed asset sale transactions; (l) assist the Committee in evaluating any proposed merger, divestiture, joint-venture, or investment transaction; (m) assist the Committee to value the consideration offered by the Debtors to unsecured creditors in connection with the sale of the Debtors' assets or a restructuring; (n) provide testimony, as necessary, in any proceeding before the Bankruptcy Court; and (o) provide the Committee with other appropriate general restructuring advice. Emerald Capital will be paid at these hourly rates: Senior Managing Director $600 Vice President $500 Associate $400 Senior Analyst $300 Analyst $200 Emerald Capital will also be reimbursed for reasonable out-of-pocket expenses incurred. John P. Madden, senior managing director of Emerald Capital, 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. The Court for the District of Delaware will hold a hearing on the application on Aug. 12, 2015, at 2:00 p.m. Objections, if any, are due July 22, 2015, at 4:00 p.m. Emerald Capital can be reached at: John P. Madden EMERALD CAPITAL ADVISORS 420 Lexington Avenue, Suite 855 New York, NY 10170 Tel: (212) 201-1905 E-mail: jpm@emeraldcapitaladvisors.com About IMRIS Inc. Based in Minnetonka, Minnesota, IMRIS Inc. -- http://www.imris.com/ -- designs, manufactures and markets image guided therapy systems. IMRIS's VISIUS Surgical Theatre systems enhance the effectiveness magnetic resonance systems, x-ray fluoroscopy systems, and computed tomography (CT) systems in medical procedures. IMRIS and its affiliated companies commenced Chapter 11 bankruptcy cases (Bankr. D. Del. Lead Case No. 15-11133) in Delaware on May 25, 2015, with a deal to sell to Deerfield Management Company, L.P., for a credit bid of $9.50 million, absent higher and better offers. The Debtors tapped the law firms of DLA Piper LLP (US) and DLA Piper (Canada) LLP as counsel; Imperial Capital, LLC, as Investment banker, FTI Consulting, Inc.'s Andrew Hinkelman as chief restructuring officer; and Kurtzman Carson Consultants LLC as claims and noticing agent. IMRIS estimated $10 million to $50 million in assets and liabilities. On June 4, 2015, the U.S. Trustee appointed three members to the Official Committee of Unsecured Creditors. The members of the Committee are: (i) Trumpf Medical Systems, Inc., (ii) Siemens Medical Solutions, USA, Inc., and (iii) ETSâˆ'Lindgren Inc. The Committee selected Steven K. Kortanek, Esq., Kevin J. Mangan, Esq., and Thomas M. Horan, Esq., at Womble Carlyle Sandridge & Rice, LLP, in Wilmington, Delaware, as counsel. IMRIS INC: Creditors' Panel Taps Womble Carlyle as Counsel ---------------------------------------------------------- The Official Committee of Unsecured Creditors of IMRIS, Inc., et al., seeks authorization from the U.S. Bankruptcy Court for the District of Delaware to retain Womble Carlyle Sandridge & Rice, LLP as counsel to the Committee, nunc pro tunc to June 4, 2015. The Committee requires Womble Carlyle to: (a) provide legal advice as necessary with respect to the Committee's powers and duties as an official committee appointed under Bankruptcy Code section 1102; (b) assist the Committee in investigating the acts, conduct, assets, liabilities, and financial condition of the Debtors, the operation of the Debtors' businesses, potential claims, and any other matters relevant to the case, to the sale of assets, or to the formulation of a plan of reorganization or liquidation (a "Plan"); (c) participate in the formulation of a Plan; (d) provide legal advice as necessary with respect to any disclosure statement and Plan filed in this case and with respect to the process for approving or disapproving disclosure statements and confirming or denying confirmation of a Plan; (e) prepare on behalf of the Committee, as necessary, applications, motions, objections, complaints, answers, orders, agreements, and other legal papers; (f) appear in Court to present necessary motions, applications, objections, and pleadings, and otherwise protecting the interests of those represented by the Committee; (g) assist the Committee in requesting the appointment of a trustee or examiner, should such action be necessary; and (h) perform such other legal services as may be required and as are in the best interests of the Committee and creditors. Womble Carlyle will be paid at these hourly rates: Partners $300-$730 Of Counsel $225-$730 Senior Counsel $125-$450 Counsel $100-$450 Associates $230-$465 Paralegals $50-$350 Womble Carlyle will also be reimbursed for reasonable out-of-pocket expenses incurred. Steven K. Kornatek, partner of Womble Carlyle, 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. The Court for the District of Delaware will hold a hearing on the application on Aug. 12, 2015, at 2:00 p.m. Objections, if any, are due July 22, 2015, at 4:00 p.m. Womble Carlyle can be reached at: Thomas M. Horan, Esq. WOMBLE, CARLYLE SANDRIDGE & RICE, LLP 222 Delaware Avenue, Suite 1501 Wilmington, DE 19801 Tel: (302) 252-4320 Fax: (302) 252-4330 E-mail: thoran@wcsr.com About IMRIS Inc. Based in Minnetonka, Minnesota, IMRIS Inc. -- http://www.imris.com/ -- designs, manufactures and markets image guided therapy systems. IMRIS's VISIUS Surgical Theatre systems enhance the effectiveness magnetic resonance systems, x-ray fluoroscopy systems, and computed tomography (CT) systems in medical procedures. IMRIS and its affiliated companies commenced Chapter 11 bankruptcy cases (Bankr. D. Del. Lead Case No. 15-11133) in Delaware on May 25, 2015, with a deal to sell to Deerfield Management Company, L.P., for a credit bid of $9.50 million, absent higher and better offers. The Debtors tapped the law firms of DLA Piper LLP (US) and DLA Piper (Canada) LLP as counsel; Imperial Capital, LLC, as Investment banker, FTI Consulting, Inc.'s Andrew Hinkelman as chief restructuring officer; and Kurtzman Carson Consultants LLC as claims and noticing agent. IMRIS estimated $10 million to $50 million in assets and liabilities. On June 4, 2015, the U.S. Trustee appointed three members to the Official Committee of Unsecured Creditors. The members of the Committee are: (i) Trumpf Medical Systems, Inc., (ii) Siemens Medical Solutions, USA, Inc., and (iii) ETSâˆ'Lindgren Inc. The Committee selected Steven K. Kortanek, Esq., Kevin J. Mangan, Esq., and Thomas M. Horan, Esq., at Womble Carlyle Sandridge & Rice, LLP, in Wilmington, Delaware, as counsel. IMRIS INC: Hires Imperial as Investment Banker ---------------------------------------------- IMRIS, Inc., et al., seek authorization from the U.S. Bankruptcy Court for the District of Delaware to employ Imperial Capital, LLC as their investment banker nunc pro tunc to May 25, 2015 petition date. The Debtors require Imperial to: (a) analyze the Debtors' business, operations, properties, financial condition, competition, forecast, prospects and management; (b) as necessary to provide the additional services set forth herein and without duplicating the services of the Debtors' other advisors, assist the Debtors in developing, evaluating, structuring and negotiating the terms and conditions of a potential Restructuring plan, including the value of the securities, if any, that may be issued to certain creditors or equity holders under the Restructuring plan; (c) assist the Debtors in the preparation of solicitation materials with respect to the creditors or equity holders, any securities to be issued in connection with the Restructuring and the Debtors (such solicitation materials, including, without limitation, all exhibits, amendments and supplements thereto, the "Restructuring Offering Materials"); (d) advise the Debtors on a proposed purchase price and form of Consideration for the Transaction; (e) assist the Debtors in developing, evaluating, structuring and negotiating the terms and conditions of a potential Transaction; (f) assist the Debtors in the preparation of solicitation materials with respect to the Transaction and the Debtors (the "Transaction Offering Materials"); (g) identify and contact selected qualified buyers for the Transaction and furnish them, on behalf of the Debtors, with copies of Transaction Offering Materials; (h) assist the Debtors in arranging for potential Buyers to conduct due diligence investigations; (i) provide regular updates to the Debtors and their lenders on the status of the Transaction; (j) assist the Debtors in developing, evaluating, structuring and negotiating the terms and conditions of a potential Financing; (k) assist the Debtors in the preparation of solicitation materials with respect to the Financing, any securities to be issued in connection with the Financing and the Debtors (such solicitation materials, including, without limitation, all exhibits, amendments and supplements thereto, the "Financing Offering Materials"); (l) identify and contact selected qualified purchasers to participate in the Financing and furnish them, on behalf of the Debtors, with copies of Financing Offering Materials; (m) assist the Debtors in developing, evaluating, structuring and negotiating the terms and conditions of a potential Facility Refinancing; and (n) provide such other investment banking services as may from time to time to be agreed upon between the Debtors and Imperial. The Engagement Letter provides for the following compensation (the "Fee Structure"): -- Monthly Fee. A fee of $100,00 per month, payable monthly in advance during the term of the engagement. -- Restructuring Fee. In the event that a Restructuring through a Plan occurs and a valuation for such Plan has not been established by a winning bid at an auction, in lieu of the Transaction Fee set forth below, a transaction fee of (x) $500,000, if the Restructuring contemplates substantially all assets of the Company, and (y) $250,000, if the Restructuring does not contemplate substantially all assets of the Company, payable in cash. The Restructuring Transaction Fee shall be conditional upon, and payable upon, the closing of a Restructuring. -- Transaction Fee. In the event that any Transaction or Restructuring is consummated during the term of the engagement, a transaction fee equal to (x) 2.0% of Transaction Consideration for Transaction Consideration up to $10 million in the aggregate; provided, however, if a Qualified Bidder is not produced, payment of this fee will be in Deerfield's sole discretion; (y) 4.0% of Transaction Consideration for Transaction Consideration greater than $10 million and up to and including $30 million in the aggregate; and (z) 6.0% of Transaction Consideration for Transaction Consideration greater than $30 million. -- Finance Fee. A cash fee for Financings obtained from or one or more of its affiliates or managed funds, whether in the form of debtor-in-possession financing or out-of-court financing, totaling $50,000 collectively for all such Financings. Imperial will also be reimbursed for reasonable out-of-pocket expenses incurred. As of the petition date, the Debtors do not owe Imperial any fees for services performed or expenses incurred under the Engagement Letter. During the 90-day period before the petition date, the Debtors paid $222,134.12 to Imperial for compensation and reimbursement of expenses. Additionally, pursuant to (i) the February Engagement Letter, the Debtors paid Imperial a retainer in the amount of $100,000, which amount was thereafter applied to pay the Monthly Fee for March 2015 adn (ii) the March Engagement Letter, the Debtors paid Imperial a deposit of $30,000 against reimbursable expenses, from which unused amounts are returnable to the Debtors upon demand. Eric Carlson, managing director of Imperial, 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. Imperial can be reached at: Eric Carlson IMPERIAL CAPITAL, LLC 2000 Avenue of the Stars 9th Floor South Los Angeles, CA 90067 Tel: (310) 246-3700 Fax: (310) 246-3714 About IMRIS Inc. Based in Minnetonka, Minnesota, IMRIS Inc. -- http://www.imris.com/ -- designs, manufactures and markets image guided therapy systems. IMRIS's VISIUS Surgical Theatre systems enhance the effectiveness magnetic resonance systems, x-ray fluoroscopy systems, and computed tomography (CT) systems in medical procedures. IMRIS and its affiliated companies commenced Chapter 11 bankruptcy cases (Bankr. D. Del. Lead Case No. 15-11133) in Delaware on May 25, 2015, with a deal to sell to Deerfield Management Company, L.P., for a credit bid of $9.50 million, absent higher and better offers. The Debtors tapped the law firms of DLA Piper LLP (US) and DLA Piper (Canada) LLP as counsel; Imperial Capital, LLC, as Investment banker, FTI Consulting, Inc.'s Andrew Hinkelman as chief restructuring officer; and Kurtzman Carson Consultants LLC as claims and noticing agent. IMRIS estimated $10 million to $50 million in assets and liabilities. On June 4, 2015, the U.S. Trustee appointed three members to the Official Committee of Unsecured Creditors. The members of the Committee are: (i) Trumpf Medical Systems, Inc., (ii) Siemens Medical Solutions, USA, Inc., and (iii) ETSâˆ'Lindgren Inc. The Committee selected Steven K. Kortanek, Esq., Kevin J. Mangan, Esq., and Thomas M. Horan, Esq., at Womble Carlyle Sandridge & Rice, LLP, in Wilmington, Delaware, as counsel. INSITE VISION: Has 3.4 Million Shares Resale Prospectus ------------------------------------------------------- Insite Vision Incorporated filed a Form S-1 registration statement with the Securities and Exchange Commission relating to the resale by selling stockholders of up to an aggregate of 3,464,456 shares of the Company's common stock issuable upon the exercise of outstanding warrants. The warrants were issued and sold to the selling stockholders in a private placement in April 2015. The Company is not offering any shares of common stock for sale under this prospectus, and it will not receive any of the proceeds from the sale or other disposition of the shares of common stock. However, the Company will receive the exercise price of any warrants exercised for cash. To the extent that the Company receives cash upon exercise of any warrants, the Company expects to use that cash for general corporate purposes. The Company's common stock is quoted on the OTC Bulletin Board under the symbol "INSV." On July 9, 2015, the closing bid price per share of the Company's common stock was $0.18 per share. The Company will pay the expenses related to the registration of the shares of common stock covered by this prospectus. The selling stockholders will pay any commissions and selling expenses they may incur. A copy of the prospectus is available at http://is.gd/3z9Dki InSite Vision Based in Alameda, California, InSite Vision Incorporated (OTCBB: INSV) -- http://www.insitevision.com/-- is committed to advancing new and superior ophthalmologic products for unmet eye care needs. The company's product portfolio utilizes InSite Vision's proven DuraSite(R) bioadhesive polymer core technology, a platform that extends the duration of drug retention on the surface of the eye, thereby reducing frequency of treatment and improving the efficacy of topically delivered drugs. Burr Pilger Mayer, Inc., in E. Palo Alto, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company's recurring losses from operations, available cash balance and accumulated deficit raise substantial doubt about its ability to continue as a going concern. Insite Vision reported net income of $26.8 million in 2014 compared to net income of $5.7 million in 2013. As of March 31, 2015, the Company had $4.09 million in total assets, $12.23 million in total liabilities and a $8.13 million total stockholders' deficit. INTELLIPHARMACEUTICS INT'L: Announces Second Quarter 2015 Results ----------------------------------------------------------------- Intellipharmaceutics International Inc. reported a net loss and comprehensive loss of $1.5 million on $1.2 million of revenue for the three months ended May 31, 2015, compared to a net loss and comprehensive loss of $3.1 million on $1.5 million of revenue for the same period in 2014. For the six months ended May 31, 2015, the Company reported a net loss and comprehensive loss of $2.4 million on $2.4 million of revenue compared to a net loss and comprehensive loss of $938,840 on $6.2 million of revenue for the same period last year. As of May 31, 2015, the Company had $6.6 million in total assets, $3.7 million in total liabilities and $2.9 million shareholders' equity. The Company had cash of $3 million as at May 31, 2015, compared to $4.2 million as at Feb. 28, 2015. The decrease in cash during the three months ended May 31, 2015, is mainly a result of lower payments received from the commercial sales of the Company's generic Focalin XR (dexmethylphenidate hydrochloride extended-release) capsules for the 15 and 30 mg strengths, an increase in cash flows provided from financing activities which are mainly from common share sales under the Company's at-the-market offering program, partially offset by an increase in purchases of production, laboratory and computer equipment. A copy of the press release is available at: http://is.gd/729DEg About Intellipharmaceutics Toronto, Canada-based Intellipharmaceutics International Inc. is incorporated under the laws of Canada. Intellipharmaceutics is a pharmaceutical company specializing in the research, development and manufacture of novel and generic controlled-release and targeted-release oral solid dosage drugs. Its patented Hypermatrix(TM) technology is a multidimensional controlled- release drug delivery platform that can be applied to the efficient development of a wide range of existing and new pharmaceuticals. Based on this technology, Intellipharmaceutics has a pipeline of product candidates in various stages of development, including filings with the FDA in therapeutic areas that include neurology, cardiovascular, gastrointestinal tract, diabetes and pain. Intellipharmaceutics reported a net loss of $3.85 million on $8.76 million of revenues for the year ended Nov. 30, 2014, compared with a net loss of $11.5 million on $1.52 million of revenues for the year ended Nov. 30, 2013. Deloitte LLP, in Toronto, Canada, issued a "going concern" qualification on the consolidated financial statements for the year ended Nov. 30, 2014, citing that the Company's recurring losses from operations and the accumulated deficit cast substantial doubt about the Company's ability to continue as a going concern. J. CREW: Debt Trades at 14% Off ------------------------------- Participations in a syndicated loan under which J. Crew is a borrower traded in the secondary market at 86.39 cents-on-the- dollar during the week ended Friday, July 3, 2015, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in the July 10, 2015 edition of The Wall Street Journal. This represents a decrease of 0.70 percentage points from the previous week, The Journal relates. J. Crew pays 300 basis points above LIBOR to borrow under the facility. The bank loan matures on February 27, 2021, and carries Moody's B2 rating and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 254 widely quoted syndicated loans with five or more bids in secondary trading for the week ended July 3. JP MORGAN 2005-CIBC11: S&P Lowers Rating on 2 Cert. Classes to D ---------------------------------------------------------------- Standard & Poor's Ratings Services raised its ratings on two classes of commercial mortgage pass-through certificates from JPMorgan Chase Commercial Mortgage Securities Corp.'s series 2005-CIBC11, a U.S. commercial mortgage-backed securities (CMBS) transaction. In addition, S&P lowered its ratings on two classes and affirmed its ratings on seven other classes from the same transaction. S&P's rating actions on the principal- and interest-paying certificates follow its analysis of the transaction, primarily using its criteria for rating U.S. and Canadian CMBS transactions, which included a review of the credit characteristics and performance of the remaining assets in the pool, the transaction's structure, and the liquidity available to the trust. S&P raised its ratings on classes B and C to reflect its expectation of the available credit enhancement for these classes, which S&P believes exceeds its most recent estimate of necessary credit enhancement for the respective rating levels. The upgrades also follow S&P's views regarding the current and future performance of the transaction's collateral, available liquidity support as well as the significant reduction in the trust's balance. The downgrades on classes H and J to 'D (sf)' reflect S&P's expectation that these bonds' accumulated interest shortfalls will remain outstanding for the foreseeable future. Classes H and J have carried accumulated interest shortfalls for the past 10 and 28 consecutive months, respectively. According to the June 12, 2015, trustee remittance report, the current monthly net interest shortfalls totaled $38,656 and resulted primarily from: -- Appraisal subordinate entitlement reduction (ASER) amounts totaling $19,785; and -- Net special servicing fees totaling $15,993. The current reported interest shortfalls have affected all classes subordinate to and including class J. The affirmations on the principal- and interest-paying certificates reflect S&P's expectation that the available credit enhancement for these classes will be within its estimate of the necessary credit enhancement required for the current ratings. The affirmations also reflect S&P's views regarding the current and future performance of the transaction's collateral, the transaction structure, and liquidity support available to the classes. While available credit enhancement levels suggest positive rating movements on classes D, E, F, and G, S&P's analysis also considered the volume of specially serviced assets (14 assets; $91.1 million, 35.6%), potential reduced liquidity support available to the bonds and interest shortfalls that could potentially affect those classes. S&P affirmed its 'AAA (sf)' rating on the class X-1 interest-only (IO) certificates based on S&P's criteria for rating IO securities. TRANSACTION SUMMARY As of the June 12, 2015, trustee remittance report, the collateral pool balance was $256.1 million, which is 14.2% of the pool balance at issuance. The pool currently includes 28 loans and one real estate-owned asset, down from 145 loans at issuance. Fourteen of these assets are with the special servicer and four loans ($23.2 million, 9.1%) are on the master servicer's watchlist. The master servicer, Berkadia Commercial Mortgage LLC, reported financial information for 98.7% of the loans in the pool, of which 71.9% was partial- or year-end 2014 data, and the remainder was partial- or year-end 2013 data. S&P calculated a 1.46x Standard & Poor's weighted average debt service coverage (DSC) and 63.0% loan-to-value (LTV) ratio using a 7.65% Standard & Poor's weighted average capitalization rate. The DSC, LTV, and capitalization rate calculations exclude the 14 specially serviced assets. The top 10 loans have an aggregate outstanding pool trust balance of $191.9 million (75.0%). Using servicer-reported numbers, S&P calculated a Standard & Poor's weighted average DSC and LTV of 1.51x and 65.0%, respectively, for four of the top 10 loans. The remaining six loans are specially serviced, the three largest of which are discussed in the next section. The largest asset in the pool, the Airport Industrial Park loan ($95.6 million, 37.4%), is secured by an 826,390-sq.-ft. multi-level warehouse and office complex in Honolulu. The loan has a reported year-end 2014 DSC of 1.71x and occupancy was 94.2%, up from 90.3% in 2013. The properties securing the underlying loans are concentrated within Honolulu County and Clark County in the Las Vegas-Henderson-Paradise metropolitan statistical area (MSA), and Mecklenburg County in the Charlotte-Concord-Gastonia MSA. Standard & Poor's U.S. Public Finance Group provides credit ratings on Clark and Mecklenburg Counties, which participate within these MSAs: -- Clark County in the Las Vegas-Henderson-Paradise MSA: S&P considers Clark County's ('AA/Stable', general obligation debt rating) economy to be adequate, with projected per capita effective buying income at 90% of the U.S. The total market value of all real estate within the county reached $180 billion for fiscal year 2015, up 14% from the prior year. The county's per capita real estate market value was $86,848 for fiscal year 2015. With a population of 2.1 million, the county participates in the Las Vegas-Henderson- Paradise MSA in Nevada, which we consider to be strong. The county's unemployment rate for calendar year 2013 was 10%. Loans secured by properties located in Clark County include the Doctors Pavillion loan and the Riviera Manufactured Housing and RV Community loan. -- Mecklenburg County in the Charlotte-Concord-Gastonia MSA: S&P considers Mecklenburg County's ('AAA/Stable', general obligation debt rating) economy to be strong, with projected per capita effective buying income at 106% of the U.S. The total market value of all real estate within the county reached $113 billion for fiscal year 2014, down 1% from the prior year. The county's per capita real estate market value was $109,961 for fiscal year 2014. With a population of 1 million, the county participates in the Charlotte- Concord-Gastonia MSA in North Carolina, which S&P considers to be strong. The county's unemployment rate for calendar year 2013 was 8%. The largest loan secured by properties located in Mecklenburg County is the Arbor Trace Apartments loan. To date, the transaction has experienced $45.6 million in principal losses, or 2.5% of the original pool trust balance. S&P expects losses to reach approximately 3.3% of the original pool trust balance in the near term, based on losses incurred to date and additional losses S&P expects upon the eventual resolution of the 14 specially serviced assets. CREDIT CONSIDERATIONS As of the June 12, 2015, trustee remittance report, 14 assets in the pool were with the special servicer, C-III Asset Management LLC (C-III). Details of the three largest specially serviced assets, all of which are top 10 loans, are: -- The Shoppes at IV loan ($16.6 million, 6.5%) is the third- largest asset in the trust. It has $16.6 million in total reported exposure and is secured by a 134,001-sq.-ft. retail property located in Paramus, N.J. The loan was transferred to C-III on Feb. 11, 2015, for maturity default. The loan matured on Feb. 1, 2015. According to C-III, the borrower is seeking an additional term. No appraisal reduction amount (ARA) is currently reported to be in effect against this loan and we expect a minimal loss upon its eventual resolution. -- The Doctors Pavillion loan ($13.8 million, 5.4%) is the fourth-largest asset in the pool. It has $14.1 million in total reported exposure and is secured by a 99,499-sq.-ft. office building in Las Vegas. The loan was transferred to C-III on Dec. 19, 2014, due to imminent loan maturity on March 1, 2015. C-III indicated that occupancy has deteriorated since 2013 because the tenant, Veterans Administration, moved out of the property upon its lease expiration, vacating approximately 40% of the property's net rentable area (NRA). C-III stated that the borrower is seeking a loan modification. No ARA is currently reported to be in effect against this loan and S&P expects a moderate loss upon its eventual resolution. -- The Ruben/Ebner Multifamily Portfolio loan ($9.6 million, 3.8%) is the sixth-largest asset in the pool. It has $9.7 million in total reported exposure and is secured by 11 multifamily properties in Columbus and Cincinnati, Ohio, totaling 835 units. The loan was transferred to C-III on March 2, 2015, because the borrower failed to repay the loan at maturity. The loan matured on March 1, 2015. No ARA is currently reported to be in effect against this loan and S&P expects a minimal loss upon its eventual resolution. S&P estimated losses for the 14 specially serviced assets, arriving at a weighted-average loss severity of 15.2%. With respect to the specially serviced assets noted above, a minimal loss is less than 25%, a moderate loss is 26%-59%, and a significant loss is 60% or greater. RATINGS RAISED JPMorgan Chase Commercial Mortgage Securities Corp. Commercial mortgage pass-through certificates series 2005-CIBC11 Rating Credit Class To From enhancement (%) B AA+ (sf) AA (sf) 59.57 C AA (sf) AA- (sf) 52.54 RATINGS LOWERED JPMorgan Chase Commercial Mortgage Securities Corp. Commercial mortgage pass-through certificates series 2005-CIBC11 Rating Credit Class To From enhancement (%) H D (sf) CCC+ (sf) 6.83 J D (sf) CCC (sf) 4.19 RATINGS AFFIRMED JPMorgan Chase Commercial Mortgage Securities Corp. Commercial mortgage pass-through certificates series 2005-CIBC11 Credit Class Rating enhancement (%) A-J AAA (sf) 77.15 A-JFX AAA (sf) 77.15 D A (sf) 41.99 E A- (sf) 33.20 F BBB (sf) 23.53 G BB (sf) 16.49 X-1 AAA (sf) N/A N/A--Not applicable. JP MORGAN 2007-LDP11: S&P Lowers Rating on 2 Cert Classes to D -------------------------------------------------------------- Standard & Poor's Ratings Services raised its ratings on two classes of commercial mortgage pass-through certificates from JPMorgan Chase Commercial Mortgage Securities Trust 2007-LDP11, a U.S. commercial mortgage-backed securities (CMBS) transaction. In addition, S&P lowered its ratings on two classes and affirmed its ratings on four other classes from the same transaction. S&P's rating actions on the principal- and interest-paying certificates follow its analysis of the transaction, primarily using its criteria for rating U.S. and Canadian CMBS transactions, which included a review of the credit characteristics and performance of the remaining loans in the pool, the transaction’s structure, and the liquidity available to the trust. S&P raised its ratings on classes A-4 and A-1A to reflect its expectation of the available credit enhancement for these classes, which S&P believes is greater than its most recent estimate of necessary credit enhancement for the respective rating levels. The upgrades also reflect S&P's views regarding the collateral's current and future performance and available liquidity support. The downgrades on classes A-J and B to 'D (sf)' reflect interest shortfalls that S&P expects to continue for the foreseeable future. The classes have carried accumulated interest shortfalls for the past five consecutive months. According to the June 15, 2015, trustee remittance report, the current monthly net interest shortfalls totaled $681,601 and resulted primarily from shortfalls due to interest rate modifications totaling $614,147, along with special servicing and workout fees totaling $67,299. The current reported interest shortfalls have affected all classes subordinate to and including class A-J. The affirmations on the principal- and interest-paying certificates reflect S&P's expectation that the available credit enhancement for these classes will be within its estimate of the necessary credit enhancement required for the current ratings. The affirmations also reflect S&P's views regarding the collateral's current and future performance, the transaction structure, and liquidity support available to the classes. S&P affirmed its 'AAA (sf)' rating on the class X interest-only (IO) certificate based on our criteria for rating IO securities. TRANSACTION SUMMARY As of the June 15, 2015, trustee remittance report, the collateral pool balance was $3.22 billion which is 59.5% of the pool balance at issuance. The pool currently includes 166 loans (reflecting cross-collateralized and cross-defaulted loans), down from 252 loans at issuance. Three of these loans ($87 million, 2.7%) were reported as being with the special servicer, four ($41.7 million, 1.3%) are defeased, and 48 ($875.3 million, 27.2%) are on the master servicer's watchlist. The master servicer, Wells Fargo Commercial Mortgage Servicing, reported financial information for 93.8% of the nondefeased loans in the pool, of which 44.5% was year-end 2014 data, and 55.5% was partial-year 2014 and year-end 2013 data. S&P calculated a 1.19x Standard & Poor's weighted average debt service coverage (DSC) and 104.8% loan-to-value (LTV) ratio using a 7.48% Standard & Poor's weighted average capitalization rate. The DSC, LTV, and capitalization rate calculations exclude the three specially serviced loans, four defeased loans, non-reporting loans, and five subordinate B hope notes. The top 10 loans have an aggregate outstanding pool trust balance of $1.37 billion (42.5%). Using servicer-reported numbers, S&P calculated a Standard & Poor's weighted average DSC and LTV of 1.1x and 115.2%, respectively, for nine of the top 10 performing loans. The remaining loan is specially serviced and discussed below. The properties securing the underlying loans are concentrated within New York City in the New York-Newark-Jersey City metropolitan statistical area (MSA), Los Angeles County in the Los Angeles-Long Beach-Anaheim MSA, and Philadelphia in the Philadelphia-Camden-Wilmington MSA. Standard & Poor's U.S. Public Finance Group provides credit ratings on New York City, Los Angeles County, and Philadelphia, which participate within these MSAs. -- New York City in the New York-Newark-Jersey City MSA: S&P considers New York City's (AA/Stable general obligation debt rating) economy to be strong, with projected per capita effective buying income at 105% of the U.S. The total market value of all real estate within the city reached $929 billion for fiscal year 2015, up 8% from the prior year. The city's per capita real estate market value was $111,609 for fiscal year 2015. With a population of 8.3 million, the city participates in the New York-Newark-Jersey City MSA in New York, New Jersey, and Pennsylvania, which S&P considers to be strong. The city's unemployment rate for calendar year 2014 was 7.4%. Some of the loans secured by properties located in the New York City include the 5 Penn Plaza, 2030 Broadway, and The Electra Apartments loans. -- Los Angeles County in the Los Angeles-Long Beach-Anaheim MSA: S&P considers Los Angeles County's (AA+/Stable issuer credit rating) economy to be strong, with projected per capita effective buying income at 100% of the U.S. The total market value of all real estate within the county reached $1192 billion for fiscal year 2015, up 5% from the prior year. The county's per capita real estate market value was $119,566 for fiscal year 2015. With a population of 10 million, the county participates in the Los Angeles- Long Beach-Anaheim MSA in California, which S&P considers to be strong. The county's unemployment rate for calendar year 2013 was 9.9%. Some of the loans secured by properties located in the Los Angeles County include the Maple Drive Portfolio, Lindley Gardens, and Ambrose Hotel loans. -- Philadelphia in the Philadelphia-Camden-Wilmington MSA: S&P considers Philadelphia's (A+/Stable general obligation debt rating) economy to be adequate, with projected per capita effective buying income at 76% of the U.S. The total market value of all real estate within the city reached $100 billion for fiscal year 2014, up 76% from the prior year. The city's per capita real estate market value was $64,578 for fiscal year 2014. With a population of 1.5 million, the city participates in the Philadelphia-Camden-Wilmington MSA in Pennsylvania, New Jersey, and Maryland, which S&P considers to be strong. The city's unemployment rate for calendar year 2013 was 10%. Some of the loans secured by properties located in the Philadelphia include the Franklin Mills and Brooks Brothers Walnut Street loans. To date, the transaction has experienced $552.7 million in principal losses, or 10.2% of the original pool trust balance. S&P expects losses to reach approximately 10.8% of the original pool trust balance in the near term, based on losses incurred to date and additional losses we expect upon the eventual resolution of two of the three ($87 million, 2.7%) specially serviced loans. CREDIT CONSIDERATIONS As of the June 15, 2015, trustee remittance report, three loans ($87 million, 2.7%) in the pool were with the special servicer, C-III Asset Management LLC. Details of the two largest specially serviced loans, one of which is a top 10 loan, are: -- The Healthnet Headquarters loan ($70.6 million, 2.2%) is the ninth-largest loan in the trust and the largest loan with the special servicer and has a total reported exposure of $72.6 million. The loan is secured by a 327,327-sq.-ft. office property in Shelton, Conn. The loan was transferred to C-III on Oct. 31, 2014, due to imminent payment default. The reported DSC and occupancy as of year-end 2013 were 1.33x and 100%, respectively. An appraisal reduction amount (ARA) of $17.7 million is in effect against the loan. S&P expects a moderate loss upon the loan's eventual resolution. -- The Four Points by Sheraton loan ($8.5 million, 0.3%) has a total reported exposure of $8.8 million. The loan is secured by a 146-room lodging property in York, Pa. The loan was transferred to C-III on March 31, 2015. -- The reported DSC and occupancy as of year-end 2014 were 0.33x and 54%, respectively. S&P expects a moderate loss upon the loan's eventual resolution. S&P estimated losses for the two out of three specially serviced loans, arriving at a 42.3% weighted average loss severity. With respect to the specially serviced loans noted above, a minimal loss is less than 25%, a moderate loss is 26%-59%, and a significant loss is 60% or greater. RATINGS LIST JPMorgan Chase Commercial Mortgage Securities Trust 2007-LDP11 Commercial mortgage pass-through certificates series 2007-LDP11 Rating Rating Class Identifier To From A-3 46631BAD7 AAA (sf) AAA (sf) A-4 46631BAE5 A (sf) BBB+ (sf) A-SB 46631BAF2 AAA (sf) AAA (sf) A-1A 46631BAG0 A (sf) BBB+ (sf) X 46631BAH8 AAA (sf) AAA (sf) A-M 46631BAJ4 B+ (sf) B+ (sf) A-J 46631BAK1 D (sf) CCC- (sf) B 46631BAL9 D (sf) CCC- (sf) LERIN HILLS: Court Okays Padgett Stratemann as Accountant --------------------------------------------------------- MA Lerin Hills Holder, LP and its debtor-affiliates sought and obtained permission from the Hon. Craig A. Gargotta of the U.S. Bankruptcy Court for the Western District of Texas to employ Padgett Stratemann as accountant and consultant, as of the June 8, 2015 petition date. The Debtors have employed Padgett Stratemann to provide various accounting and consulting services that will be necessary, including the preparation of accounting reports related to the Debtors. Padgett Stratemann will be paid at these hourly rates: J. Leo Munoz, Senior Manager $372 Stephen Oliver, Manager $263 Carlos Garza, Analyst $151 Padgett Stratemann will also be reimbursed for reasonable out-of-pocket expenses incurred. J. Leo Munoz, senior manager, Risk Advisory Services of Padgett Stratemann, 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. Padgett Stratemann can be reached at: J. Leo Munoz PADGETT STRATEMANN & CO. 1980 Post Oak Blvd, Ste. 1100 Houston, TX 77056 Tel: (800) 879-4966 About Lerin Hills MA Lerin Hills Holder, LP, LH Devco, Inc., and Lerin Hills Utility Inc., own 867 acres of real property known as the Lerin Hills residential real estate development located in Boerne, Texas. The Lerin Hills project currently produces no cash flow, has run out of cash and remains materially unfinished. In December 2014, the companies defaulted on debt to Putnam Funding III, LLC, which claims to be owed not less than $41.3 million as of the Petition Date. On April 7, 2015, at the behest of Putnam, the 216th Judicial District Court in Kendall County, Texas, appointed Andrew S. Cohen as receiver for the assets. On June 8, 2015, the Receiver filed Chapter 11 bankruptcy petitions for MA Lerin Hills and its two affiliates (Bankr. W.D. Tex. Case Nos. 15-51424 to 15-51426) in San Antonio, Texas. The Receiver immediately filed a Joint Chapter 11 Plan of Liquidating Plan for the Debtors. The Plan is being sponsored by Putnam. The Debtors tapped Cox Smith Matthews Incorporated as attorneys. Putnam tapped Akin Gump Strauss Hauer & Feld LLP as counsel. LIFE PARTNERS: Sept. 1, 2015 Proofs of Claim Deadline Set --------------------------------------------------------- Life Partners Holdings Inc. on July 14 disclosed that on July 2, 2015 the U.S. Bankruptcy Court entered an order, known as the "Bar Date Order," establishing certain deadlines for the filing of proofs of claim in the Company's chapter 11 case. Claims referenced herein are monetary claims. Pursuant to the Bar Date Order, except otherwise specified, all persons, entities and governmental units who have a claim or potential claim against the Company that arose prior to May 19, 2015 must file a proof of claim on or before September 1, 2015 at 5:00 p.m. Central Time for general creditors and November 16, 2015 at 5:00 p.m. Central Time for governmental units. As part of these proceedings and as required under the U.S. Bankruptcy Code, on July 2, 2015, Life Partners Holdings sent via first-class U.S. mail, the Bar Date Notice to any potential creditor, or party that may have a monetary claim against the Company. To note, receipt of the notice does not necessarily mean that a recipient has a claim. Proofs of claim forms and a copy of the Bar Date Order may be obtained by visiting the Epiq website, the Company's claims and notice agent, http://dm.epiq11.com/lifepartnersor by calling 866-841-7869 or +1-503-597-5539 for international callers. Proofs of claim should be sent to, (i) if by first-class mail, at the Life Partners Claims Processing Center, c/o Epiq Bankruptcy Solutions, LLC, P.O. Box 4421 Beaverton, Oregon, 97076-4421, or (ii) if by overnight mail or hand delivery, to Life Partners Claims Processing Center, c/o Epiq Bankruptcy Solutions, LLC, 10300 SW Allen Blvd, Beaverton, Oregon, 97005. Importantly, Epiq cannot advise creditors or potential creditors how to file, or whether one should file, a proof of claim. In addition, claims will be resolved via the Company's Plan of Reorganization which is subject to Court approval. While the Company is working diligently to move through this process as quickly as possible, there is no set date for when the Plan will be filed or when claims will be reconciled and paid. About Life Partners Headquartered in Waco, Texas, Life Partners Holdings, Inc. -- http://www.lphi.com/-- is the parent 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. LPHI is a publicly traded company incorporated in Texas and its common stock has been delisted from the NASDAQ (formerly trading under the symbol LPHI). 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. LPHI disclosed $2,406,137 in assets and $52,722,308 in liabilities as of the Chapter 11 filing. 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 trustee is represented by Thompson & Knight LLP. 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. LIME ENERGY: Court Grants Final OK of "Kuberski" Settlement ----------------------------------------------------------- The United States District Court for the Northern District of Illinois, Eastern Division, on July 7, 2015, entered an order granting final approval of a settlement agreement with respect to the litigation captioned Kuberski and Lawton v. Lime Energy Co., Case No. 12 C 7993 (consolidated with Case No. 13 C1708). On Oct. 5, 2012, a shareholder derivative action captioned Kuberski v. Lime Energy Co., et al., No. 12 C 7993 was filed in the Court. On March 5, 2013, a second shareholder derivative action captioned Lawton v. O'Rourke, et al., No. 13 C 1708 was filed in the Court. On March 26, 2013, plaintiff in the Kuberski Action and plaintiff in the Lawton Action moved to consolidate the two cases. On April 9, 2013, the Court granted the motion to consolidate and appointed two law firms, Bottini & Bottini, Inc. and The Rosen Law Firm, P.A., as co-lead counsel for the Derivative Plaintiffs, and appointed the law firm of Susman Heffner & Hurst LLP (now known as Heffner & Hurst) as liaison counsel for the Derivative Plaintiffs. The Court also ordered the Derivative Plaintiffs to file an Amended Consolidated Complaint by May 9, 2013. On May 9, 2013, the Derivative Plaintiffs filed a Consolidated Amended Complaint. The Consolidated Complaint alleged derivative claims on behalf of Lime and against the Individual Defendants for alleged breaches of fiduciary duties arising out of the misreporting of revenue in the Company's financial statements for the years ended 2008, 2009, 2010, and 2011, and the quarter ended March 31, 2012, and the failure to file quarterly or annual financial statements during the remainder of 2012. On June 10, 2013, Defendants moved to dismiss the Consolidated Complaint pursuant to Federal Rule of Civil Procedure 23.1 for failure to make a demand on Lime's Board of Directors. While the motion to dismiss was pending, the Parties engaged in settlement discussions, but those discussions were unsuccessful. On March 25, 2014, after full briefing on the motion, the Court issued a memorandum opinion and order granting Defendants' motion and dismissing the case with prejudice on the basis that the Derivative Plaintiffs had failed to make a demand on Lime's Board of Directors and had failed to establish that such a demand would have been futile. On April 22, 2014, the Derivative Plaintiffs moved for reconsideration and for leave to amend. On June 25, 2014, the Court denied the Derivative Plaintiffs' motion in an oral ruling in open court. The Court entered judgment in favor of Defendants and against the Derivative Plaintiffs on July 9, 2014. On July 25, 2014, the Derivative Plaintiffs filed a notice of appeal to the United States Court of Appeals for the Seventh Circuit, challenging the Court's dismissal order and the Court's denial of the Derivative Plaintiffs' motion for reconsideration and for leave to amend. On Aug. 14, 2014, pursuant to the Seventh Circuit's mediation program, the Parties participated in a court-ordered mediation conference. Although the Parties did not reach an agreement at that time, with the continued assistance and involvement of the Seventh Circuit mediator, the Parties continued their settlement discussions over a period of several weeks. Briefing on the appeal was suspended. The Seventh Circuit mediator held a final telephonic conference with the Parties on Oct. 8, 2014, at which time the Parties had reached an agreement on most of the major settlement terms, but continued to disagree on certain other terms of the settlement. After that unsuccessful conference, however, the Parties agreed to retain a private mediator, Jed D. Melnick, Esq. of JAMS, to continue to explore whether agreement on all terms of a settlement could be reached. On Feb. 17, 2015, after further negotiations and with the assistance of Mr. Melnick, the Parties reached a settlement agreement. The Court issued an order granting preliminary approval of the proposed settlement by and among the Company, the plaintiffs and all named individual defendants in the Derivative Suit on May 5, 2015. About Lime Energy Headquartered in Huntersville, North Carolina, Lime Energy Co. -- http://www.lime-energy.com/-- is engaged in planning and delivering clean energy solutions that assist its clients in their energy efficiency and renewable energy goals. The Company's solutions include energy efficient lighting upgrades, energy efficient mechanical and electrical retrofit and upgrade services, water conservation, building weatherization, on-site generation and renewable energy project development and implementation. The Company provides energy solutions across a range of facilities, from high-rise office buildings, distribution facilities, manufacturing plants, retail sites, multi-tenant residential buildings, mixed use complexes, hospitals, colleges and universities, government sites to small, single tenant facilities. Lime Energy reported a net loss available to common stockholders of $5.6 million in 2014, a net loss available to common stockholders of $18.5 million in 2013 and a net loss of $31.8 million in 2012. As of March 31, 2015, the Company had $53.81 million in total assets, $38.04 million in total liabilities, $9.38 million in contingently redeemable series C preferred stock, and $6.38 million in total stockholders' equity. MEG ENERGY: Bank Debt Trades at 2% Off -------------------------------------- Participations in a syndicated loan under which MEG Energy Corp is a borrower traded in the secondary market at 97.79 cents-on-the- dollar during the week ended Friday, July 3, 2015, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in the July 10, 2015 edition of The Wall Street Journal. This represents a decrease of 0.49 percentage points from the previous week, The Journal relates. MEG Energy Corp pays 275 basis points above LIBOR to borrow under the facility. The bank loan matures on March 16, 2020, and carries Moody's Ba1 rating and Standard & Poor's BB+ rating. The loan is one of the biggest gainers and losers among 254 widely quoted syndicated loans with five or more bids in secondary trading for the week ended July 3. MERRIMACK PHARMACEUTICALS: Signs $40M Sales Agreement with Cowen ---------------------------------------------------------------- Merrimack Pharmaceuticals, Inc. entered into a sales agreement with Cowen and Company, LLC to sell shares of the Company's common stock, par value $0.01 per share, having an aggregate sales price of up to $40,000,000 through an "at the market offering" program under which Cowen will act as sales agent. In accordance with the terms of the Sales Agreement, Cowen will use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable state and federal laws, rules and regulations and the rules of NASDAQ to sell on the Company's behalf all of the shares requested to be sold by the Company. The Company has no obligation to sell any of the Shares under the Sales Agreement. Either the Company or Cowen may at any time suspend solicitations and offers under the Sales Agreement upon proper notice to the other party. The aggregate compensation payable to Cowen will be equal to 3% of the gross proceeds from sales of the Shares sold by Cowen pursuant to the Sales Agreement. The Sales Agreement contains customary representations and warranties, covenants of each party, and conditions to the sale of any Shares by Cowen thereunder. Additionally, each party has agreed in the Sales Agreement to provide indemnification and contribution against certain liabilities, including liabilities under the Securities Act, subject to the terms of the Sales Agreement. The Company expects that the net proceeds from the Offering together with its unrestricted cash and cash equivalents and available-for-sale securities of $91.8 million as of March 31, 2015, and $66.5 million of net milestones related to MM-398 that the Company anticipates receiving from Baxalta Incorporated, Baxalta US Inc. and Baxalta GmbH in 2015, after offsetting payments to PharmaEngine, Inc., and anticipated cost sharing reimbursements from Baxalta, will enable the Company to fund its operations, including continued investment in its research and development pipeline, into the second quarter of 2016. Because there is no minimum offering amount required as a condition to close the Offering, the actual total public offering amount is not determinable at this time. Any revenues from sales of MM-398, if it receives marketing approval, and any additional net milestones related to MM-398 that the Company receives from Baxalta, after offsetting milestone payments to PharmaEngine, would provide further funding for the Company's operations. Merrimack filed a Form S-3 registration statement with the Securities and Exchange Commission, a copy of which is available at http://is.gd/cNKEHy About Merrimack Cambridge, Mass.-based Merrimack Pharmaceuticals, Inc., a biopharmaceutical company discovering, developing and preparing to commercialize innovative medicines consisting of novel therapeutics paired with companion diagnostics. The Company's initial focus is in the field of oncology. The Company has five programs in clinical development. In it most advanced program, the Company is conducting a pivotal Phase 3 clinical trial. Merrimack reported a net loss of $83.6 million on $103 million of collaboration revenues for the year ended Dec. 31, 2014, compared with a net loss of $131 million on $47.8 million of collaboration revenues during the prior year. As of March 31, 2015, Merrimack had $127 million in total assets, $256 million in total liabilities, $396,000 in noncontrolling interest, and a $129 million total stockholders' deficit. MISSISSIPPI PHOSPHATES: Committee Taps BRG as Substitute Advisor ---------------------------------------------------------------- The Official Committee of Unsecured Creditors in the Chapter 11 cases of Mississippi Phosphates Corporation, et al., is asking the U.S. Bankruptcy Court for the Southern District of Mississippi for permission to retain Berkeley Research Group, LLC, as its substitute financial advisor, nunc pro tunc to June 1, 2015. The Court on Feb. 24, 2015, authorized the Committee to retain Capstone Advisory Group, LLC, together with its wholly owned subsidiary Capstone Valuation Services, LLC, to serve as its financial advisor. Effective as of June 1, 2015, many of Capstone's members and employees, including the Capstone personnel involved in the cases, joined BRG and ended their affiliation with Capstone. To ensure continuity of representation, the Committee has requested that BRG substitute for Capstone as their financial advisors in the cases, effective as of June 1, 2015, subject to the Court's approval. The terms of the proposed retention are identical in all material respects to the retention of Capstone, and no less favorable to the Debtors' estates. BRG will perform financial advisory services that will be necessary during the cases. a. monitor the Debtors' sale process and review offers received for the Debtors' assets; b. advise and assist the Committee with respect to any debtor-in-possession financing arrangements and use of cash; c. scrutinize cash disbursements on an on-going basis for the period subsequent to the commencement of the cases. The hourly rates of BRG's personnel are: 2015 ---- Managing Director $350 - $1,250 Director $475 - $640 Staff $250 - $475 Support Staff $125 - $325 The rates for the BRG professionals anticipated to be assigned to the engagement are: Edwin Ordway $895 Duncan Pickett $725 Salman Tajuddin $510 As agreed with the Committee, in the event that our total fees divided by actual hours charged exceeds $500/hour, the firm will discount its submitted fee applications by the amount the Blended Hourly Rate exceeds $500/hour multiplied by the actual hours charged. To the best of the Committee's knowledge, BRG is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Mississippi Phosphates Mississippi Phosphates Corporation is a major United States producer and marketer of diammonium phosphate ("DAP"), one of the most common types of phosphate fertilizer. MPC, which was formed as a Delaware corporation in October 1990, owns a DAP facility in Pascagoula, Mississippi, which was acquired from Nu-South, Inc. in its 1990 bankruptcy. Phosphate rock, the primary raw material used in the production of DAP, is being supplied by OCP S.A., a corporation owned by the Kingdom of Morocco. The parent, Phosphate Holdings, Inc., was formed in December 2004 in connection with the bankruptcy reorganization of MPC and its then-parent Mississippi Chemical Corporation, the first fertilizer cooperative in the United States. As of Oct. 27, 2014, MPC has a work force of 250 employees, broken into 224 regular employees and 26 "nested" third-party contract employees. MPC and its subsidiaries, namely Ammonia Tank Subsidiary, Inc., and Sulfuric Acid Tanks Subsidiary, Inc., sought Chapter 11 bankruptcy protection (Bankr. S.D. Miss. Lead Case No. 14-51667) on Oct. 27, 2014. Judge Katharine M. Samson is assigned to the cases. Mississippi Phosphates disclosed in its amended schedules, assets of $98,949,677 and liabilities of $140,941,276 plus unknown amounts. Affiliates Ammonia Tank and Sulfuric Acid Tanks each estimated $1 million to $10 million in both assets and liabilities. The Debtors have tapped Stephen W. Rosenblatt, Esq., at Butler Snow LLP as counsel. The U.S. Trustee for Region 5 appointed seven creditors of Mississippi Phosphates Corp. to serve on the official committee of unsecured creditors. The Committee tapped to retain Burr & Forman LLP as its counsel. NEW LOUISIANA: July 21 Hearing on Baker Donelson as Counsel ----------------------------------------------------------- The Hon. Robert Summerhays of the U.S. Bankruptcy Court for the Western District of Louisiana will convene a final hearing on July 21, 2014, at 10:00 a.m., to consider the third amended application of New Louisiana Holdings, LLC, et al., to employ the Law Firm of Baker, Donelson, Bearman, Caldwell & Berkowitz, P.C. as counsel nunc pro tunc to May 20, 2015. The Court, in an order, authorized the Debtor to retain Baker Donelson as their local counsel in all matters related to the performance of duties as debtors-in-possession, on an interim basis pending a final hearing. Baker Donelson is expected to, among other things: 1. advise the Debtors of the requirements of the Bankruptcy Code, the Federal Rules of Bankruptcy Procedure, and the Local Rules, including without limitation Local Rule 2015-2; 2. advise the Debtors of their duty to file monthly reports required by applicable law, rule or regulation and will specifically advise the Debtors of the potential consequences of non-compliance; 3. inform the Debtors that they may not pay any debt or obligation owed by the Debtors on the date of the filing of the petition; and 4. advise the Debtors of the prohibition against the sale of any of their assets outside the ordinary course of business without leave of court. About New Louisiana Holdings New Louisiana Holdings LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No. 14-50756), on June 25, 2014. Ten affiliates of New Louisiana -- Acadian 4005 Tenant, LLC (Case No. 14-50850), Atrium 6555 Tenant, LLC, dba The Atrium at Lafreniere Assisted Living (Case No. 14-50851), Citiscape 5010 Tenant, LLC, dba Citiscape Apartments (Case No. 14-50853), Lakewood Quarters Assisted 8585 Tenant, LLC (Case No. 14-50854), Lakewood Quarters Rehab 8225 Tenant, LLC (Case No. 14-50855), Panola 501 Partners, LP (Case No. 14-50862), Regency 14333 Tenant, LLC (Case No. 14-50861), Retirement Center 14686 Tenant, LLC (Case No. 14-50856), Sherwood 2828 Tenant, LLC (Case No. 14-50857), St. Charles 1539 Tenant, LLC (Case No. 14-50858) and Woodland Village 5301 Tenant, LLC (Case No. 14-50859) filed Chapter 11 bankruptcy petitions on July 16, 2014. Fifteen additional affiliates of New Louisiana -- SA-PG Ocala LLC (Case No. 14-50909), SA-PG Operator Holdings LLC (Case No. 14-50912), SA-PG Clearwater LLC (Case No. 14-50913), SA-PG Gainesville LLC (Case No. 14-50914), SA-PG Jacksonville LLC (Case No. 14-50915), SA-PG Largo LLC (Case No. 14-50916), SA-PG North Miami LLC (Case No. 14-50917), SA-PG Orlando LLC (Case No. 14-50918), SA-PG Pinellas LLC (Case No. 14-50919), SA-PG Port St. Lucie LLC (Case No. 14-50920), SA-PG Sun City Center LLC (Case No. 14-50921), SA-PG Tampa LLC (Case No. 14-50922), SA-PG Vero Beach LLC (Case No. 14-50923), SA-PG West Palm Beach LLC (Case No. 14-50924) and SA-PG Winterhaven LLC (Case No. 14-50925) filed separate Chapter 11 bankruptcy petitions on July 28, 2014. Four more affiliates of New Louisiana -- CHC-CLP Operator Holding LLC (Case No. 14-51104), SA-St. Petersburg LLC (Case No. 14-51101), SA-Clewiston LLC (Case No. 14-51102) and SA-Lakeland LLC (Case No. 14-51103) -- that operate skilled nursing facilities located in Lakeland, Clewiston and St. Peterburg, Florida, sought protection under Chapter 11 of the Bankruptcy Code on Sept. 3, 2014. The Chapter 11 cases are jointly consolidated with New Louisiana's Chapter 11 case at Case No. 14-50756 before Judge Robert Summerhays of the United States Bankruptcy Court for the Western District of Louisiana (Lafayette). The Debtors are represented by Patrick J. Neligan, Jr., Esq., at Neligan Foley LLP, in Dallas, Texas. Jan M. Hayden and Baker Donelson Bearman Caldwell & Berkowitz, P.C. serves as local counsel. The U.S. Trustee for Region 5 on Oct. 3, 2014, appointed three creditors of New Louisiana Holdings, LLC, to serve on the official committee of unsecured creditors. Pepper Hamilton LLP and McGlinchey Stafford PLLC serve as counsel to the Committee. NORTEL NETWORKS: Committee Taps Berkeley as New Financial Advisor ----------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware will convene a hearing on July 14, 2015 at 10:00 a.m., to consider the motion of the Official Committee of Unsecured Creditors in the Chapter 11 cases of Nortel Networks Inc., et al., for permission to retain Berkeley Research Group, LLC, as its successor financial advisor nunc pro tunc to June 1, 2015. On Jan. 26, 2009, the Committee duly voted to retain Capstone Advisory Group, LLC, as its financial advisor in connection with the cases. On March 5, 2009, the Court authorized the Committee to retain Capstone. Effective as of June 1, 2015, many of Capstone's members and employees, including the Capstone personnel involved in the cases, joined BRG and ended their affiliation with Capstone. To ensure continuity of representation, the Committee has requested that BRG substitute for Capstone as their financial advisors in the cases, effective as of June 1, 2015, subject to this Court's approval. The terms of the proposed retention are identical in all material respects to the retention of Capstone, and no less favorable to the Debtors' estates and the Committee. BRG will continue to provide financial advisory services to the Committee and its legal advisors as they deem appropriate and necessary in order to advise the Committee during the course of the cases. BRG intends to communicate regularly with the Committee and its legal advisors to insure that the actual financial advisory services performed are appropriate based on the status of the case and needs of the Committee. BRG will, among other things: i) advise and assist the Committee in its analysis and monitoring of the Debtors' financial affairs, including without limitation, schedules of assets and liabilities, statement of financial affairs, periodic operating reports, analyses of cash receipts and disbursements, analyses of cash flow forecasts, analyses of intercompany transactions, analyses of trust accounting, analyses of various asset and liability accounts, analyses of cost-reduction programs, analyses of any unusual or significant transactions between the Debtors and any other entities, and analyses of proposed restructuring transactions; ii) monitor and analyze the Debtors' cash position, liquidity, intercompany charges, and financial results versus forecast and budget; iii) assist and advise the Committee and counsel in reviewing and evaluating any court motions, applications or other forms of relief filed or to be filed by the Debtors, Canadian Debtors or any other parties-in-interest. To the best of the Committee's knowledge, BRG is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The current standard hourly rates for BRG are: 2015 ---- Managing Director $350 - $1,250 Director $475 - $640 Staff $250 - $475 Support Staff $125 - $325 The current standard hourly rates for the BRG professional staff anticipated to be assigned to the engagement are: Christopher J. Kearns $895 Jay Borow $895 Jeff Hyland $675 Andrew Cowie $625 BRG will also request compensation for any time and expenses that may be incurred in the performance of duty. In a separate filing, L. Katherine Good, Esq., at the law firm of Whiteford, Taylor & Preston LLC declared that she has served the application of the Committee to retain Berkeley. About Nortel Networks Headquartered in Ontario, Canada, Nortel Networks Corporation and its various affiliated entities provided next-generation technologies, for both service provider and enterprise networks, support multimedia and business-critical applications. Nortel did Networks Limited was the principal direct operating subsidiary of Nortel Networks Corporation. On Jan. 14, 2009, Nortel Networks Inc.'s ultimate corporate parent Nortel Networks Corporation, NNI's direct corporate parent Nortel Networks Limited and certain of their Canadian affiliates commenced a proceeding with the Ontario Superior Court of Justice under the Companies' Creditors Arrangement Act (Canada) seeking relief from their creditors. Ernst & Young was appointed to serve as monitor and foreign representative of the Canadian Nortel Group. That same day, the Monitor sought recognition of the CCAA Proceedings in U.S. Bankruptcy Court (Bankr. D. Del. Case No. 09-10164) under Chapter 15 of the U.S. Bankruptcy Code. That same day, NNI and certain of its affiliated U.S. entities filed voluntary petitions for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 09-10138). In addition, the High Court of England and Wales placed 19 of NNI's European affiliates into administration under the control of individuals from Ernst & Young LLP. Other Nortel affiliates have commenced and in the future may commence additional creditor protection, insolvency and dissolution proceedings around the world. On May 28, 2009, at the request of administrators, the Commercial Court of Versailles, France, ordered the commencement of secondary proceedings in respect of Nortel Networks S.A. On June 8, 2009, Nortel Networks UK Limited filed petitions in U.S. Bankruptcy Court for recognition of the English Proceedings as foreign main proceedings under Chapter 15. U.S. Bankruptcy Judge Kevin Gross presides over the Chapter 11 and 15 cases. Mary Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as Chapter 15 petitioner's counsel. In the Chapter 11 case, James L. Bromley, Esq., and Howard S. Zelbo, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serve as the U.S. Debtors' general bankruptcy counsel; Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware counsel. The Chapter 11 Debtors' other professionals are Lazard Freres & Co. LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims and notice agent. The U.S. Trustee appointed an Official Committee of Unsecured Creditors in respect of the U.S. Debtors. An ad hoc group of bondholders also was organized. An Official Committee of Retired Employees and the Official Committee of Long-Term Disability Participants tapped Alvarez & Marsal Healthcare Industry Group as financial advisor. The Retiree Committee is represented by McCarter & English LLP as Delaware counsel, and Togut Segal & Segal serves as the Retiree Committee. The Committee retained Alvarez & Marsal Healthcare Industry Group as financial advisor, and Kurtzman Carson Consultants LLC as its communications agent. Several entities, particularly, Nortel Government Solutions Incorporated and Nortel Networks (CALA) Inc., have material operations and are not part of the bankruptcy proceedings. As of Sept. 30, 2008, Nortel Networks Corp. reported consolidated assets of $11.6 billion and consolidated liabilities of $11.8 billion. The Nortel Companies' U.S. businesses are primarily conducted through Nortel Networks Inc., which is the parent of majority of the U.S. Nortel Companies. As of Sept. 30, 2008, NNI had assets of about $9 billion and liabilities of $3.2 billion, which do not include NNI's guarantee of some or all of the Nortel Companies' about $4.2 billion of unsecured public debt. Since the commencement of the various insolvency proceedings, Nortel has sold its business units and other assets to various purchasers. Nortel has collected roughly $9 billion for distribution to creditors. Of the total, $4.5 billion came from the sale of Nortel's patent portfolio to Rockstar Bidco, a consortium consisting of Apple Inc., EMC Corporation, Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In Motion Limited, and Sony Corporation. The consortium defeated a $900 million stalking horse bid by Google Inc. at an auction. The deal closed in July 2011. Nortel has filed a proposed plan of liquidation in the U.S. Bankruptcy Court. The Plan generally provides for full payment on secured claims with other distributions going in accordance with the priorities in bankruptcy law. The trial on how to divide proceeds among creditors in the U.S., Canada, and Europe commenced on Sept. 22, 2014. The question of how to divide $7.3 billion raised in the international bankruptcy of Nortel Networks Corp. was answered on May 12, 2015, by two judges, one in the U.S. and one in Canada. According to The Wall Street Journal, Justice Frank Newbould of the Ontario Superior Court of Justice in Toronto and Judge Kevin Gross of the U.S. Bankruptcy Court in Wilmington, Del., agreed on the outcome: a modified pro rata split of the money. OCEAN RIG: Bank Debt Trades at 15% Off -------------------------------------- Participations in a syndicated loan under which Ocean Rig is a borrower traded in the secondary market at 84.71 cents-on-the- dollar during the week ended Friday, July 3, 2015, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in the July 10, 2015 edition of The Wall Street Journal. This represents a decrease of 2.23 percentage points from the previous week, The Journal relates. Ocean Rig pays 450 basis points above LIBOR to borrow under the facility. The bank loan matures on July 17, 2021, and carries Moody's withdrawn rating and Standard & Poor's B+ rating. The loan is one of the biggest gainers and losers among 254 widely quoted syndicated loans with five or more bids in secondary trading for the week ended July 3. ONE SOURCE: Authorized to Pay Chrysler Capital Adequate Protection ------------------------------------------------------------------ U.S. Bankruptcy Judge Russell F. Nelms has signed off on an agreed order authorizing One Source Industrial Holdings, LLC, and One Source Industrial LLC to grant adequate protection to Chrysler Capital. Chrysler Capital, as creditor, asserts a perfected purchase money security interest in a total of eight Dodge Ram vehicles. Creditors Ector County, Andrews County and Midland County have also asserted an interest in the Vehicle on account of a tax lien. As a condition for the use of the Vehicle, the Debtor will make adequate protection payments to Chrysler totaling $1,903.93 monthly beginning June 20, 2015 and will continue to pay on the 20th day of each consecutive month until the Effective Date of Debtor's Chapter 11 Plan or as provided in any order regarding confirmation of the Debtor's Chapter 11 Plan. In the event that Debtor surrenders the Vehicle or files a Chapter 11 Plan to surrender the Vehicle, the automatic stay will immediately terminate as to the Vehicle. 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. ONE SOURCE: Court Allows Monthly Payments to U.S. Bank ------------------------------------------------------ U.S. Bankruptcy Judge Judge Russell F. Nelms has signed off on an agreed order allowing One Source Industrial Holdings, LLC, and One Source Industrial LLC to make monthly adequate protection payments to U.S. Bank National Association. Beginning May 25, 2015, and continuing on the 25th day of each month thereafter, the Debtor will remit directly to U.S. Bank the regular post-petition monthly contractual payments pursuant to the Subject Loan. The current contractual payment amount is $857, which may be subject to change pursuant to the terms of the subject loan. The Debtor will remit directly to U.S. Bank the sum of $6,774, which represents seven monthly Contract payments of $857 each for the months of Oct. 25, 2014 through April 25, 2015, late fees in the amount of $202, less a suspense balance credit of $126, plus bankruptcy fees and costs of $525 and filing fees of $176, to be paid to U.S. Bank. 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. ONE SOURCE: Okayed to Make Monthly Payments to Ally --------------------------------------------------- U.S. Bankruptcy Judge Judge Russell F. Nelms has signed off on an agreed order authorizing One Source Industrial Holdings, LLC, and One Source Industrial LLC to grant adequate protection payments to Ally Financial. Ally Financial asserts a perfected purchase money security interest in five Dodge Ram vehicles. The Debtor will make adequate protection payments of $2,150.94 monthly beginning Aug. 1, 2015 and will continue to pay on the 1st day of each consecutive month until the Effective Date of Debtor's Chapter 11 Plan or as provided in any order regarding confirmation of the Debtor's Chapter 11 Plan. In the event that Debtor surrenders the vehicles or files a Chapter 11 Plan to surrender the vehicles, the automatic stay will immediately terminate as to the vehicles. 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. PACIFIC DRILLING: Bank Debt Trades at 20% Off --------------------------------------------- Participations in a syndicated loan under which Pacific Drilling Ltd. is a borrower traded in the secondary market at 80.25 cents-on-the- dollar during the week ended Friday, July 3, 2015, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in the July 10, 2015 edition of The Wall Street Journal. This represents a decrease of 2.08 percentage points from the previous week, The Journal relates. Pacific Drilling Ltd. pays 350 basis points above LIBOR to borrow under the facility. The bank loan matures on May 15, 2018, and carries Moody's B1 rating and Standard & Poor's B+ rating. The loan is one of the biggest gainers and losers among 254 widely quoted syndicated loans with five or more bids in secondary trading for the week ended July 3. PALOMAR HEALTH: Fitch Affirms 'BB+' Rating on Outstanding Debt -------------------------------------------------------------- Fitch Ratings has affirmed the 'BB+' rating on Palomar Health, CA's (PH) outstanding debt. The Rating Outlook is Stable. SECURITY The bonds are secured by a gross revenue pledge of the obligated group (OG). The obligated group is comprised of PH's acute care facilities as well as other healthcare related entities but excludes Arch Health Partners (AHP), a medical foundation. AHP was de-consolidated from the audit in fiscal 2014 (June 30 fiscal year end) so the OG and the consolidated entity were the same in fiscal 2014. KEY RATING DRIVERS REBOUND IN FINANCIAL PERFORMANCE: Since Fitch's last rating review in January 2015, PH continues to sustain its trend in improved operating cash flow through the nine months ended March 31, 2015. The improved financial performance to date has been driven by increased volume, cost reductions (primarily reduction in force), as well as the sale of non-core assets. Although liquidity has improved from a low in fiscal 2013, liquidity metrics remain weak. NON-INVESTMENT GRADE FINANCIAL PROFILE: After stabilizing its performance in fiscal 2014, PH's financial profile is characteristic of a non-investment grade credit with weak liquidity and high debt burden. At March 31, 2015, PH had 80.5 days cash on hand and 23.5% cash to debt (revenue bonds only). Operating EBITDA margins compare favorably against the non-investment grade medians with a 10.6% operating EBITDA margin through the nine months ended March 31, 2015 and 10.2% in fiscal 2014, which led to adequate MADS coverage of 1.8x and 1.7x, for the respective time periods. SIGNIFICANT CAPITAL INVESTMENT COMPLETE: In August 2012, PH opened its 288-bed Palomar Medical Center (PMC) in Escondido, California. The opening and subsequent relocation of most service lines from its downtown campus to PMC was the centerpiece of PH's significant $1.06 billion facilities master plan. PH has an agreement with Kaiser Permanente (rated 'A+') to provide bed capacity, and Kaiser volume has consistently been under budget although it has recently increased. PH recently made an announcement that it will close its downtown facility and consolidate the services to its other two campuses, which Fitch views favorably. This is expected to result in approximately $20 million of annual savings. The consolidation of services is expected to be complete by the end of the year and PH is evaluating options for the downtown facility. GOOD MARKET POSITION: Fitch believes PH's main credit strength is its location in North San Diego County, which makes it an attractive partner in any plans to develop a larger regional network and delivery model that is able to manage population health. In addition, PH has significantly invested in its medical foundation, AHP, which provides a primary care base that will be integral in care coordination. RATING SENSITIVITIES SUSTAINED SOLID OPERATING CASH FLOW: The maintenance of the current rating is dependent on Palomar Health's ability to sustain its solid operating cash flow due to additional operational initiatives that are underway. Despite the large investment in its facilities master plan, continued pressure on capital spending will likely hinder liquidity growth. These include the ongoing strategic investments in Arch Health Partners as well as potential pressure to build out shelled space capacity at Palomar Medical Center due to the consolidation of services. A reversal in improvement in operating cash flow or a decline in liquidity would likely result in negative rating pressure. CREDIT PROFILE PH is a California hospital district that operates three hospitals in northern San Diego County. For fiscal 2014, PH's consolidated audited results excluded its medical foundation, AHP (80 physicians and 10 physician extenders), and numbers for fiscal 2013 were restated for comparative purposes. Total operating revenue in fiscal 2014 was $628 million. There was a change in executive leadership as of August 2014 with the prior CFO promoted to CEO. A strategic planning process is underway for the system. Rebound in Financial Performance PH implemented several turnaround initiatives to stem the losses from fiscal 2013 due to challenges with the transition to its new facility in August 2012. The benefits from these initiatives were realized in fiscal 2014 with a $17 million improvement in operating cash flow driven mainly by a reduction in force. PH continues to focus on reducing its cost per adjusted discharge with plans to lower this further in fiscal 2015. In fiscal 2014, operating income was negative $26.2 million compared to negative $36.2 million the prior year and operating losses are primarily driven by high depreciation and interest expense. Operating cash flow is solid with operating EBITDA margin of 10.2% in fiscal 2014 compared to 7.7% in fiscal 2013 and 10.6% for the nine months ended March 31, 2015. PH has budgeted an operating EBITDA margin of 12.1% for fiscal 2015 and ongoing operational initiatives include improved patient throughput, reduction in cost per adjusted discharge, supply savings, as well as further reduction in labor costs. PH is slightly behind budget for the nine months ended March 31, 2015 but expects to meet its full year budget by fiscal year end. Opening of Palomar Medical Center In August 2012, PH opened its new 288-bed Palomar Medical Center (PMC) in North San Diego County and successfully relocated the majority of its service lines to the new hospital from its downtown Escondido facility. PMC was the key component of PH's sizable $1.06 billion facilities master plan, which also included expanding its Pomerado Hospital (Pomerado) in Poway and building outpatient satellite clinics. PH has a total of 629 licensed acute care beds and all the acute care facilities are seismically compliant. PH announced in late June that it will be closing its downtown facility, which maintained a stand-by emergency department, labor and delivery, behavioral, and acute rehab service lines. These service lines will be consolidated into PMC or Pomerado by the end of the year, and PH will likely maintain urgent care services downtown. Fitch views this decision favorably as it better utilizes the resources within the system and should result in $20 million of annual savings. Volume growth has consistently missed budgeted expectations especially with its agreement with Kaiser. However, year over year growth has improved especially with more obstetric and surgery volume from Kaiser. In fiscal 2014, admissions were up 8% from prior year and through the nine months ended March 31, 2015, admissions were up 5.4% from the same prior year period. PH's bed capacity agreement with Kaiser expires in 2020 with an upcoming renewal date in mid 2015 that will decide if either/both parties want to extend the agreement beyond 2020. Investment in Arch Health Partners AHP is a medical foundation located in Poway, CA with nine other locations in the service area. PH is the sole corporate member of AHP and aligned with the medical foundation in 2010. PH has provided significant support to AHP over the last two years and ongoing support is expected, which will likely hinder liquidity growth. Weak Liquidity As of March 31, 2015, unrestricted cash and investments totaled $137.8 million, which equated to 80.5 days cash on hand and 23.5% cash to debt, which is a slight improvement from fiscal 2013 with 73.3 days and 20.6% cash to debt. PH remains challenged by high accounts receivable with 73.1 days in accounts receivable as of March 31, 2015 and there is new oversight in revenue cycle, which should improve cash collections. PH's days cash on hand covenant calculation excludes interest expense from total expenses and the bond covenant calculation for fiscal 2014 was 91 days, above the 80 days cash on hand covenant for the series 2006 insured bonds (65 days cash on hand covenant for uninsured bonds). Management expects to be above 90 days cash on hand (per bond covenant calculation) at FYE 2015. High Debt Burden PH has a very high debt burden due to the funding of its facilities master plan. As of June 30, 2014, total debt outstanding was $1.1 billion and included $560 million of revenue bonds and $574 million of general obligation (GO) bonds. Fitch rates the GO bonds 'A+'. The revenue bonds are 68% fixed rate and 32% variable rate (auction mode; series 2006). MADS of $41.4 million accounted for 6.6% of total revenue in fiscal 2014 compared to the non-investment grade median of 4%. PH has three fixed payor interest rate swaps with Citi related to the series 2006 bonds and the swaps are insured by Assured Guaranty. There are currently no collateral posting requirements, but requirements would be implemented if Assured Guaranty's rating falls below the 'A' category and would be at a zero threshold based on PH's current rating. The mark to market valuation as of June 30, 2014 was negative $26.5 million. In addition, there is an additional termination event if Assured Guaranty's rating falls below 'BBB'. Property Tax Revenue As a California hospital district, PH receives unrestricted property tax revenues from a fixed share of the 1% property tax levied by the County of San Diego on all taxable real property in PH's boundaries. PH received $13.5 million and $12.9 million in unrestricted property tax revenues in fiscal 2014 and 2013, respectively. This tax revenue is included in other operating revenue. PH also receives ad valorem tax revenues generated by the separate voter-approved tax levy that is pledged solely for the payment of principal and interest on PH's series 2005, 2007, 2009, and 2010 GO bonds. Fitch's financial analysis excludes the GO bonds and related property tax revenue and interest expense. Disclosure PH covenants to provide annual audited financial reports and unaudited quarterly financial statements to bondholders. Quarterly information, including a balance sheet, income statement, and statement of changes in net assets will be provided within 45 days after the end of each of the first three fiscal quarters. Outstanding Palomar Health, CA Debt: -- $159,647,000 COPs series 2010; -- $228,970,000 COPs series 2009; -- $171,731,000 COPs series 2006A-C. PROSPECT SQUARE: Proposes to Pay $12.2-Mil. to MSCI --------------------------------------------------- Prospect Square 07 A, LLC, and its affiliated debtors ask the U.S. Bankruptcy Court for the District of Colorado to approve a settlement with MSCI2007-IQ16 RETAIL 9654, LLC. The Settlement Agreement provides for the Debtors to pay MSCI the sum of $12,200,000. In exchange, MSCI agreed it will not conduct a foreclosure sale of the Property, will not execute on any judgment entered in the Guarantor Case, and will not enforce the Original Settlement Agreement. In conjunction with the Settlement Agreement, the Debtors entered into a new Agreement for Purchase and Sale of Real Property with ACF Property Management, Inc., for a purchase price of $12,200,000. The parties believe that the Settlement Agreement represents a global and reasonable resolution of the issues that are involved in the bankruptcy case, receivership, and foreclosure. The Debtors assert that the Settlement Agreement will save all parties the cost and expense of continuing litigation and that it will also result in a work-out between the parties and a consensual sale of the Property. The Debtors add that in the interest of saving fees and costs of litigation, as well as resolving the indebtedness and future of the Property, approval of the Settlement Agreement is appropriate. The Debtors are represented by: Lee M. Kutner, Esq. Leigh A. Flanagan, Esq. KURTNER BRINEN GARBER, P.C. 1660 Lincoln Street, Suite 1850 Denver, CO 80264 Telephone: (303)832-2400 Facsimile: (303)832-1510 Email: lmk@kurtnerlaw.com laf@kurtnerlaw.com About Prospect Square Prospect Square 07 A, LLC, and related entities sought Chapter 11  bankruptcy protection from creditors (Bankr. D. Colo. Lead Case No. 14-10896) in Denver on Jan. 29, 2014.   Prospect Square 07 A is a Single Asset Real Estate as defined in 11 U.S.C. Sec. 101(51B) with principal assets located at 9690  Colerain Avenue, Cincinnati, Ohio. The Debtor listed $16 million in assets and more than $12 million in liabilities. Lee M.  Kutner, Esq., at Kutner Brinen Garber, P.C., in Denver, serves as the Debtors' counsel.   Lender MSCI 2007-IQ16 Retail 9654, LLC, is represented by James T.  Markus, Esq., and Jeffery O. McAnallen, Esq., at Markus Williams  Young & Zimmermann LLC.   The U.S. Trustee for Region 19 said that no committee of unsecured  creditors for the case was formed since there were too few  creditors who are willing to serve on the committee.  RIENZI & SONS: Alma Bank Balks at Continued Use Cash Collateral --------------------------------------------------------------- Alma Bank, a secured creditor of Rienzi & Sons, Inc., objected to Rienzi's motion seeking authorization to use Alma Bank's cash collateral. According to Alma Bank, the motion must be denied because, among other things: A. the motion contends that Alma Bank's secured claim is $1,000,000, instead of $4,100,000; B. the preceding cash collateral orders improperly subjected Alma Bank's collateral to carve outs in favor of professionals in the case; C. there is no evidence that proposed replacement lien for Alma Bank is the indubitable equivalent of Alma Bank's collateral; and D. the existing orders fail to adequately describe Alma Bank's existing collateral and replacement collateral. As reported in the Troubled Company Reporter on May 28, 2015, the U.S. Bankruptcy Court for the Eastern District of New York authorized, on a third interim basis, the Debtor's use of cash collateral in which Alma Bank asserts an interest. As reported in the TCR on March 17, 2015, the current outstanding secured obligation to Alma Bank is $1 million. The Debtor has about $2.0 million inventory and about $500,000 in accounts receivable. Further, the Debtor has about $2.5 million equipment. Accordingly, the Debtor tells the Court that Alma Bank is significantly oversecured. To adequately protect Alma Bank with respect to the cash collateral utilized during its case, the Debtor proposes to maintain the value of its business though payment of the normal monthly expenditures in general accord with the budget. Furthermore, the Debtor proposes to pay Alma Bank monthly interest of $4,500. As adequate protection for the Debtor's use of cash collateral, the Debtor will grant replacement liens in all of its prepetition and postpetition assets and proceeds, to the extent that Alma Bank has a valid security interests in those prepetition assets on the Petition Date and in the continuing order of priority that existed as of the Petition Date. The replacement liens will be subject and subordinate only to: (i) the claims of Chapter 11 professionals; (ii) U.S. Trustee fees pursuant to 28 U.S.C. Section 1930 and 31 U.S.C. Section 3717 and any Clerk's filing fees; (iii) fees and expenses incurred in connection with any investigation of the nature, extent and validity of Citibank's or Grant's liens and security interests in an amount not to exceed $10,000; (iv) the fees and commissions of a hypothetical Chapter 7 trustee in an amount not to exceed $10,000; and (v) the recovery of funds or proceeds from the successful prosecution of avoidance actions pursuant to Sections 502(d), 544, 545, 547, 548, 549, 550 or 553 of the Bankruptcy Code. About Rienzi & Sons Rienzi & Sons filed a Chapter 11 bankruptcy petition (Bankr.E.D.N.Y. Case No. 15-40926) on March 3, 2015. The petition wassigned by Michael Rienzi as president. The Debtor disclosed assets of approximately $13,349,383 and total liabilities of $24,965,511. Vincent J Roldan, Esq., and Michael J. Sheppeard, Esq., at Ballon Stoll Bader & Nadler P.C., serve as counsel to the Debtor. Judge Nancy Hershey Lord presides over the Chapter 11 case. Lender Alma Bank consented to the interim use of cash collateral. Wayne Greenwald, P.C., represents Alma Bank. The U.S. Trustee for for Region 2 appointed five creditors to serve in the Official Committee of Unsecured Creditors. Klestadt Winters Jureller Southard & Stevens LLP represents the Committee. RKI EXPLORATION: S&P Puts 'B' CCR on CreditWatch Positive --------------------------------------------------------- Standard & Poor's Ratings Services said it placed its ratings, including its 'B' corporate credit rating, on Oklahoma-based exploration and production (E&P) company RKI Exploration & Production LLC on CreditWatch with positive implications. "We expect to resolve the CreditWatch around the time of the acquisition's closing, which the companies expect to occur in the third quarter of 2015," said Standard & Poor's credit analyst Christine Besset. The CreditWatch placement on RKI reflects the potential for an upgrade following the close of its acquisition by higher-rated WPX. WPX has announced that it will refinance RKI's debt at the closing of the transaction. The resolution of the CreditWatch placement will depend on the successful closing of the transaction as contemplated. S&P expects to resolve the CreditWatch listing around the close of the acquisition, which the companies expect to occur during the third quarter of 2015. SABINE OIL: Case Summary & 50 Largest Unsecured Creditors --------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Sabine Oil & Gas Corporation 15-11835 aka Forest Oil Corporation 1415 Louisiana, Suite 1600 Houston, TX Giant Gas Gathering LLC 15-11836 Sabine Bear Paw Basin LLC 15-11837 Sabine East Texas Basin LLC 15-11838 Sabine Mid-Continent Gathering LLC 15-11839 Sabine Mid-Continent LLC 15-11840 Sabine Oil & Gas Finance Corp. 15-11841 Sabine South Texas Gathering LLC 15-11842 Sabine South Texas LLC 15-11843 Sabine Williston Basin LLC 15-11844 Type of Business: An independent energy company engaged in the acquisition, production, exploration, and development of onshore oil and natural gas properties in the U.S. Chapter 11 Petition Date: July 15, 2015 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Debtors' Counsel: Jonathan S. Henes, Esq. Paul M. Basta, Esq. Christopher Marcus, Esq. KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 601 Lexington Avenue New York, NY 10022-4675 Tel: (212) 446-4927 Fax: (212) 446-4900 Email: jhenes@kirkland.com paul.basta@kirkland.com christopher.marcus@kirkland.com - and - James H.M. Sprayregen, Esq. Ryan Blaine Bennett, Esq. Brad Weiland, Esq. KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 300 North LaSalle Street Chicago, Illinois 60654 Tel: (312) 862-2000 Fax: (312) 862-2200 Email: james.sprayregen@kirkland.com ryan.bennett@kirkland.com brad.weiland@kirkland.com Debtors' Joff Mitchell Resturcturing Jesse DelConte Advisors: ZOLFO COOPER Grace Building 1114 Avenue of the Americas, 41st Floor New York, NY 10036 Tel: 212.561.4000 Fax: 212.213.1749 Debtors' LAZARD FRERES & CO. LLC Investment Banker: Debtors' PRIME CLERK LLC Claims, Notice and Balloting Agent: Total Assets: $2.4 billion as of May 31, 2015 Total Debts: $2.9 billion as of May 31, 2015 The petition was signed by David J. Sambrooks, chief executive officer. Consolidated List of Debtors' 50 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Wilmington Savings Fund Society, Unsecured Notes $577,914,000 FSB Attn Bankruptcy Dept 500 Delaware Avenue Wilmington, de 19801 Fax: 302-421-9137 Tel: 302-888-7420 Bank of New York Mellon Trust Unsecured Notes $350,000,000 Company, N.A. Attn Bankruptcy Dept 101 Barclay st FL 4 East New York, NY 10286 Tel: 212-495-1784 Delaware Trust Company Unsecured Notes $222,057,000 Attn Bankruptcy Dept 2711 Centerville Road Wilmington, DE 19808 Fax: 877-374-6010 ext. 62412; 302-636-8666 Tel: 302-636-8666 El Rucio Land & Cattle Co. Inc. Litigation Claim $23,000,000 Jon Christian Amberson, P.C. 2135 East Hildebrand Ave. San Antonio, TX 78209 Tel: 210-826-3339 John F. Carroll Attorney At Law 111 West Olmos Dr. San Antonio, TX 78212 Tel: 210-829-7183 Fernando Mancias Law Offices of Fernando G. Mancias, P.L.L.C 1305 East Nolana Loop Ste A McAllen, TX 78504 Tel: 956-686-0385 Baker Hughes Trade Payable $2,294,560 Attn: Alan Crain senior vice president, chief legal and governance officer 2929 Allen Parkway Suite 2100 Houston, TX 77019-2118 Email: alan.crain@bakerhughes.com Tel: 713-439-8600 Premier Vacuum Service Inc. Trade Payable $570,275 Attn: President or General Counsel 303 S 5th St Kingsville, TX 78363 Email: premiervacuum@yahoo.com Fax: 361-592-4224 Tel: 361-221-9509 Globe Energy Services LLC Trade Payable $560,195 Attn: Troy Botts, CEI & President 3204 West Highway 180 Snyder, TX 79549 Fax: 325-574-2639 Tel: 325-573-1310 Geonix LP Trade Payable $485,157 Attn: President or General Counsel 2008 North Longview Street Kilgore, TX 75662 Tel: 903-983-3249 Bigfoot Energy Services LLC Trade Payable $303,374 Attn: Doug Gile, General Manger 312 w Sabine Carthage, tx 75633 Email: jspurlock@bigfootenergyservices.com Fax: 903-898-2256 Tel: 903-693-2206 M-I LLC Trade Payable $280,193 Attn: General Counsel 5950 North Course Drive Houston, TX 77072 Fax: 832-295-2560 Tel: 832-295-2559 Maverick Well Service LLC Trade Payable $277,613 Attn: Karl Edmonds, Owner 300 FM 1252 East Kilgore, TX 75662 Fax: 903-984-4358 Tel: 903-983-6050 Precision Excavating Services Trade Payable $272,587 Attn: President or General Counsel 1734 County Road 186 E Kilgore, TX 75662 Email: precisionexcavating1@yahoo.com Fax: 903-984-5385 Tel: 903-987-1478 Basic Energy Services LP Trade Payable $268,187 Attn: T.M. "Roe" Patterson, President, Chief Executive Officer and Director 801 Cherry Street, suite 2100 Forth Worth, TX 76102 Email: info@basicenergyservices.com Tel: 817-334-4100 Aegis Chemical Solutions LLC Trade Payable $263,833 Attn: President or General Counsel 4560 Kendrick Plaza DR #190 Houston, TX 77032 Email: info@aegischemical.com Tel: 855-532-2033 Unit Drilling Company Trade Payable $256,652 Attn: President or General Counsel Department 247 Tulsa, OK 74182 Fax: 918-493-7711 Tel: 918-493-7700 Microseismic Inc. Trade Payable $250,097 Attn: President or General Counsel 10777 Westheimer, Suite 500 Email: billing@microseismic.com Fax: 713-781-2326 Tel: 713-781-2323 Pinnergy Ltd Trade Payable $249,533 Sabine Pipe Inc. Trade Payable $224,066 Key Energy Services Inc. Trade Payable $223,879 Reef Services LLC Trade Payable $217,963 Supreme Production Servs Inc. Trade Payable $213,631 ACE Consulting Services Inc. Trade Payable $209,767 Newpark Drilling Fluids LLC Trade Payable $198,327 Priority Energy Holdings LLC Trade Payable $191,442 NCS MultiStage, LLC Trade Payable $187,148 XCHEM Trade Payable $185,057 Global Vessel & Tank Trade Payable $182,548 Cactus Wellhead LLC Trade Payable $169,659 Monument Resources LLC Trade Payable $160,183 TKO Rentals & Services LLC Trade Payable $155,979 Magnum Services Inc. Trade Payable $150,867 5J Oilfield Services, LLC Trade Payable $140,000 Presser Construction Inc. Trade Payable $139,192 Omni Industrial Solutions LLC Trade Payable $138,605 Alinet Corporation Trade Payable $137,167 Weatherford Artifical Lift Trade Payable $128,880 Casedhole Solutions Inc. Trade Payable $127,750 Freeman Mills PC Trade Payable $123,997 Simmons Petroleum Trade Payable $121,765 Asset Risk Management LLC Trade Payable $118,615 Dnow LP Trade Payable $116,459 Canrig Drilling Technology Ltd. Trade Payable $115,823 Valley Plains, LLC Trade Payable $108,170 Commercial Electric Co. Trade Payable $105,048 Courtney Construction Inc. Trade Payable $102,721 Exterran Partners LP Trade Payable $97,847 Energy Completion Services LP Trade Payable $97,165 J-W Power Company Trade Payable $95,677 Quail Tools LP Trade Payable $92,718 Quality Foamer Trade Payable $91,842 SEADRILL LTD: 2021 Bank Debt Trades at 25% Off ---------------------------------------------- Participations in a syndicated loan under which Seadrill Ltd. is a borrower traded in the secondary market at 75.53 cents-on-the- dollar during the week ended Friday, July 3, 2015, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in the July 10, 2015, edition of The Wall Street Journal. This represents a decrease of 1.91 percentage points from the previous week, The Journal relates. Seadrill Ltd. pays 300 basis points above LIBOR to borrow under the facility. The bank loan matures on February 17, 2021, and carries Moody's Ba3 rating and Standard & Poor's BB- rating. The loan is one of the biggest gainers and losers among 254 widely quoted syndicated loans with five or more bids in secondary trading for the week ended July 3. SEARS HOLDINGS: Inks Master Lease Agreement with Seritage --------------------------------------------------------- Sears Holdings Corporation completed on July 7, 2015, the previously announced transactions in which it sold 234 of its owned properties, one of its ground leased properties and its 50% per cent joint venture interests in 31 properties owned by three joint ventures to Seritage Growth Properties, L.P, and the operating subsidiary of the recently formed Seritage Growth Properties, a Maryland real estate investment trust, for cash proceeds of $2.72 billion. The Transaction was partially financed through the distribution of subscription rights to purchase Class A common shares of beneficial interest, par value $0.01 per share, to holders of shares of common stock of Sears Holdings. Additional financing for the Transaction was generated through private placements of Class A common shares to subsidiaries of Simon Property Group, Inc. and General Growth Properties, Inc., as well as agreements with ESL Partners, L.P. and Edward S. Lampert and Fairholme Capital Management L.L.C. to exchange a portion of their subscription rights and the exercise price therefor for, in the case of ESL, limited partnership units of Operating Partnership and Class B non-economic common shares of beneficial interest, par value $0.01 per share, and, in the case of Fairholme, Class C non-voting common shares of beneficial interest, par value $0.01 per share. The Rights Offering expired on July 2, 2015. According to reports from Computershare Trust Company, N.A., the subscription agent for the Rights Offering, the offering was 97.3% subscribed on a primary basis and 125.5% subscribed including oversubscriptions. Master Lease Agreement Subsidiaries of Seritage Growth and subsidiaries of Sears Holdings entered in to a Master Lease Agreement, pursuant to which most of the properties sold to Seritage in the Transaction and the space therein has been leased under the Master Lease to Sears Holdings. The Master Lease generally is a triple net lease with respect to all space which is leased thereunder to Sears Holdings, subject to proportionate sharing by Sears Holdings for repair and maintenance charges, real property taxes, insurance and other costs and expenses which are common to both the space leased by Sears Holdings and other space occupied by unrelated third-party tenants in the same or other buildings pursuant to third-party leases, space which is recaptured pursuant to Seritage's recapture rights and all other space which is constructed on the properties. Sears Holdings' obligation to pay rent and all other amounts payable under the Master Lease are absolute and unconditional, subject only to certain exceptions provided in the Master Lease. Term and Renewals The Master Lease has an initial term of 10 years. Sears Holdings has three options for five-year renewals of the term and a final option for a four-year renewal. The Master Lease is a unitary, non-divisible lease as to all properties, with Sears Holdings' obligations as to each property cross-defaulted with all obligations of Sears Holdings with respect to all other properties. Rental Amounts and Escalators The aggregate rent for all of the Acquired Properties is initially approximately $134 million. In each of the initial and first two renewal terms, after the first lease year, the annual rent will be increased by 2% per annum (cumulative and compounded) for each lease year over the rent for the immediately preceding lease year. For the third and fourth renewal options, rent for the renewal periods will be set at the commencement of the renewal period at a fair market rent determined based on a customary third-party appraisal process, taking into account all the terms of the Master Lease and other relevant factors, but in no event will the renewal rent be less than the rent payable in the immediately preceding lease year. Seritage may at its election, for administrative, technical or other reasons from time to time separate and remove from the Master Lease any of the leased premises and cause Sears Holdings to enter into new leases for those premises. In those cases, the rent will be adjusted under the Master Lease to reflect the removal of those leased premises, and the new leases will be for the rent attributable to the removed premises, and for the remaining term and otherwise on the same terms and conditions as the Master Lease. If the lessor under any new leases is Sears Holdings or an affiliate, those new leases will be cross-defaulted with the Master Lease, but not otherwise. Recapture Rights Upon compliance with a prescribed notice period, Seritage has a recapture right with respect to approximately 50% of the space within the stores, in addition to all of any automotive care centers which are free-standing or attached as "appendages" to the Stores, and all outparcels or outlots, as well as certain portions of parking areas and common areas, at the Acquired Properties leased to Sears Holdings under the Master Lease, except as set forth in the Master Lease, for no additional consideration. Upon exercising Seritage's recapture right with respect to a property, Sears Holdings will be required after a certain time period to vacate such recaptured space, and Seritage must pay all costs and expenses for the separation of the recaptured space from the remaining Sears Holdings space and will then have the ability to reconfigure and rent such space for Seritage's own account to one or more third-party tenants Seritage selects and on terms Seritage determines. With respect to 21 stores identified in the Master Lease, Seritage has the further additional right to recapture 100% of the space within the Sears Holdings main store located on each of 21 identified Acquired Properties, effectively terminating the Master Lease with respect to those properties. Seritage will be required to provide notice and make a lease termination payment to Sears Holdings equal to the greater of an amount specified in the Master Lease or an amount equal to 10 times the adjusted earnings before interest, taxes, depreciation, and amortization attributable to such space within the Sears Holdings main store which is not attributable to the space subject to the separate 50% recapture right discussed above for the 12-month period ending at the end of the fiscal quarter ending immediately prior to recapturing such space. In the event of such a recapture of an entire property and any subsequent re-leasing of such property, if the property has store space that is suitable for a Sears Holdings store that Seritage will be seeking to lease to a third party, Sears Holdings will have the right of first offer to lease such store space on terms set forth in the Master Lease. The 50 property limit on the exercise of recapture rights during any lease year does not apply to this additional recapture right. Sears Holdings' Termination Rights The Master Lease also provides for certain rights of Sears Holdings to terminate the Master Lease with respect to Acquired Properties that cease to be profitable for operation by Sears Holdings. Specifically, Sears Holdings also has the right to terminate the Master Lease with respect to an Acquired Property where the fixed rent attributable to such Acquired Property exceeds Sears Holdings' earnings before interest, taxes, depreciation, amortization and rent costs attributable thereto for any 12-month period beginning after the commencement of the lease and ending at the end of the most recent fiscal quarter. In order to terminate the Master Lease with respect to a certain property, Sears Holdings must make a payment to Seritage of an amount equal to one year of rent with respect to such property. That termination right, however, is limited so that it will not have the effect of reducing the fixed rent under the Master Lease by more than 20% per annum. Once a property qualifies for this termination right, if the 20% annual limitation would prevent the exercise of the termination right, such property continues to be eligible for termination in the next period. Other Provisions Sears Holdings is obligated to continuously operate a Sears Holdings store of a minimum size specified in the Master Lease on each of the Acquired Properties where those stores operate currently, subject to the recapture and termination rights provided above. The Master Lease also contains customary provisions contained in master triple net leases governing the leasing of retail properties, including, among others, with respect to maintenance, restoration in the event of casualty and condemnation, cross-default with respect to each property in the separate Master Leases, indemnification and assumption of risk of loss, alterations and insurance. The Master Lease contains customary provisions for the protection of mortgagees, including a provision requiring the parties to enter into a subordination, nondisturbance and attornment agreement. A copy of the Master Lease Agreement is available at: http://is.gd/G6QA3x About Sears Sears Holdings Corporation (NASDAQ: SHLD) -- http://www.searsholdings.com/-- is an integrated retailer focused on seamlessly connecting the digital and physical shopping experiences to serve members. Sears Holdings is home to Shop Your Waytm, a social shopping platform offering members rewards for shopping at Sears and Kmart as well as with other retail partners across categories important to them. The Company operates through its subsidiaries, including Sears, Roebuck and Co. and Kmart Corporation, with more than 2,000 full- line and specialty retail stores in the United States and Canada. Kmart Corporation and 37 of its U.S. subsidiaries filed voluntary Chapter 11 petitions (Bankr. N.D. Ill. Lead Case No. 02-02474) on Jan. 22, 2002. Kmart emerged from chapter 11 protection on May 6, 2003, pursuant to the terms of an Amended Joint Plan of Reorganization. Skadden, Arps, Slate, Meagher & Flom, LLP, represented Kmart in its restructuring efforts. Its balance sheet showed $16,287,000,000 in assets and $10,348,000,000 in debts when it sought chapter 11 protection. Kmart bought Sears, Roebuck & Co., for $11 billion to create the third-largest U.S. retailer, behind Wal-Mart and Target, and generate $55 billion in annual revenues. Kmart completed its merger with Sears on March 24, 2005. For the year ended Jan. 31, 2015, the Company reported a net loss attributable to Holdings' shareholders of $1.68 billion compared to a net loss attributable to Holdings' shareholders of $1.36 billion for the year ended Feb. 1, 2014. As of May 2, 2015, Sears Holdings had $13.3 billion in total assets, $14.5 billion in total liabilities, and a $1.20 billion total deficit. * * * Moody's Investors Service in January 2014 downgraded Sears Holdings Corporate Family Rating to 'Caa1' from 'B3'. The rating outlook is stable. The downgrade reflects the accelerating negative performance of Sears' domestic business with comparable sales falling 7.4% for the quarter to date ending January 6th, 2014 compared to the prior year. The company now expects domestic Adjusted EBITDA to decline to a range of ($80 million) to $20 million for the fourth fiscal quarter, compared with $365 million in the year prior period. For the full year, Sears expects domestic Adjusted EBITDA loss between $(308) million and $(408) million, as compared to $557 million last year. Moody's expects full year cash burn (after capital spending, interest and pension funding) to be around $1.2 billion in 2013 and we expect Sears' cash burn to remain well above $1 billion in 2014. "Operating performance for fiscal 2013 is meaningfully weaker than our previous expectations, and we expect negative trends in performance to persist into 2014" said Moody's Vice President Scott Tuhy. He added "While Sears noted improved engagement metrics for its "Shop Your Way" Rewards program, Moody's remains uncertain when these improved engagement metrics will lead to stabilization of operating performance." As reported by the TCR on March 26, 2014, Standard & Poor's Ratings Services affirmed its ratings on the Hoffman Estate, Ill.- based Sears Holdings Corp., including the 'CCC+' corporate credit rating. Fitch Ratings had downgraded its long-term Issuer Default Ratings (IDR) on Sears Holdings Corporation (Holdings) and its various subsidiary entities (collectively, Sears) to 'CC' from 'CCC', according to a TCR report dated Sept. 12, 2014. SIGNAL INTERNATIONAL: Files for Ch. 11 With Plan and Sale Deal -------------------------------------------------------------- Offshore drilling rig services provider Signal International Inc. has sought bankruptcy protection with a deal with lenders and former employees on a sale of substantially all assets by November and filing of a Chapter 11 plan that provides some recovery for unsecured creditors. Retirement Systems of Alabama, which owns 47.44% of the stock, has agreed to purchase the assets of Signal and is providing financing to fund the Chapter 11 case. RSA will serve as stalking horse bidder at an October auction for the assets. It will be entitled to credit bid all amounts outstanding under the DIP facility it is providing to the Debtors. The Debtors have experienced liquidity constraints due in large part to a decline in oil and gas prices, resulting in a slowdown of drilling operations in the Gulf region that directly impacts the demand for Signal's oil and gas equipment and marine services. In addition, the Debtors have incurred significant legal fees and expenses defending several pending litigations in New York, Texas, and Louisiana. The Debtors have reached with lenders and litigation plaintiffs a Plan Support Agreement with goals of (i) effectuating a sale of substantially all of Signal's assets to the highest and/or otherwise best bidder to permit the business to continue as a going concern and (ii) consummating a chapter 11 plan that provides for a meaningful distribution to Signal's unsecured creditors. Lawsuits From Workers Signal is facing lawsuits on allegations that immigrants tapped to help with the cleanup of oil rigs and other installations after Hurricane Katrina were housed in harsh and unsanitary conditions. On May 11, 2015, the Louisiana District Court entered judgment against Signal totaling $12 million plus fees for various claims relating to the recruitment and treatment of five former workers. There remain 11 pending lawsuits against Signal in which 227 other former workers ("H-2B Workers") have alleged similar claims. Signal says a "vast majority" of the former workers have signed the Plan Support Agreement and it expects more litigation plaintiffs to join the PSA. Absent chapter 11, Signal says it is possible that any number of other H-2B Workers who have not yet taken action against Signal may institute litigation against it. Thus, Signal needs the chapter 11 process to sell its assets free and clear of these contingent claims. Signal has incurred approximately $20 million in litigation fees and expenses since 2008. Outstanding Obligations The Debtors have approximately $102,411,753 in assets, including: (i) as of May 31, 2015, $68,678,657 (book value) in property, plants, and equipment; (ii) as of May 31, 2015, $2,833,096 in accounts receivable; and (iii) as of the Petition Date, approximately $450,000 in cash on hand. Additionally, Signal International Texas, L.P., is the holder of a promissory note in the principal amount of $29,900,000 to SI Texas due on or before Oct. 3, 2019 (the "Texas Note") issued by Westport Orange Shipyard, LLC, in a sale transaction in October 2014. As of the Petition Date, the Debtors had outstanding obligations under: (i) a term loan with an outstanding principal amount of approximately $70.1 million plus all other amounts outstanding (the "First Lien Debt") under that certain Credit Agreement, dated as of Jan. 31, 2014 among SI Inc., as borrower, the Teachers' Retirement System of Alabama ("TRSA"), as administrative agent (in such capacity, the "First Lien Agent"), the TRSA and the Employees' Retirement System of Alabama ("ERSA"), as lender parties thereto, and SI LLC, SSR, SI GP, and SI Texas, as guarantors; (ii) other secured obligations totaling approximately $1.3 million arising from certain equipment lease agreements and/or promissory notes; (iii) a judgment claim in the approximate amount of $4 million held by Max Specialty Insurance Company; and (iv) judgment claims held by 5 former workers totaling approximately $12 million plus costs, fees and expenses. In addition, the Debtors have approximately $11 million in trade and other unsecured debt. In connection with the First Lien Debt, the Debtors have granted the First Lien Agent liens on substantially all of the Debtors' assets as security for their obligations under the First Lien Credit Agreement. The RSA The Plan Support Agreement provides for (i) an open market sale of substantially all of Signal's assets with the RSA serving as stalking horse bidder, (ii) a distribution to the Litigation Plaintiffs of between $20 million and $22 million from proceeds of the Texas Note depending on the performance of the loan, and (iii) a gift payment of $400,000 to be shared pro rata by the holders of allowed general unsecured claims. The Debtors have agreed to these milestones: -- file a Chapter 11 plan consistent with the terms of the PSA and Plan Term Sheet, as well as a Disclosure Statement, with the Bankruptcy Court by Aug. 19, 2015; -- file with the Bankruptcy Court statements of financial affairs and required schedules under chapter 11 of the Bankruptcy Code for the Company no later than Aug. 4, 2015; -- obtain final approval of the DIP financing by the Bankruptcy Court as soon as reasonably practicable but in no event later than Aug. 19, 2015; -- obtain entry of the PSA Order by the Bankruptcy Court as soon as reasonably practicable but in no event later than the earlier of (a) the date of entry of an order by the Bankruptcy Court granting final relief with respect to the DIP Facility; or (b) Aug. 15, 2015; -- obtain entry of the Bid Procedures Order by the Bankruptcy Court no later than Aug. 19, 2015; -- obtain entry of the Disclosure Statement Order no later than Sept. 23, 2015; -- commence Solicitation no later than 5 business days after entry of the Disclosure Statement Order by the Bankruptcy Court; -- hold the Auction no later than Oct. 3, 2015; -- obtain entry of the Sale Approval Order and Confirmation Order by the Bankruptcy Court no later than Nov. 24, 2015; and -- close the sale and have the Plan declared effective no later than 20 days after the Bankruptcy Court's entry of the Confirmation Order. A document containing an affidavit in support of the first-day motions, the Plan Support Agreement, and the Plan Term Sheet is available for free at: http://bankrupt.com/misc/Signal_I_1st_Day_Affidavit.pdf About Signal International Signal International Inc. -- http://www.signalint.com/-- primarily engages in the business of offshore drilling rig overhaul, repair, upgrade, and conversion, as well as new shipbuilding construction. Additionally, Signal provides services to the general marine and heavy fabrication markets for barges, power plants, and modular construction. Signal International, LLC ("SI LLC"), was organized on Dec. 6, 2002, as a limited liability company after acquiring the assets of the Offshore Division of Friede Goldman Halter from bankruptcy. SI Inc. was incorporated on October 12, 2007, and began operations with offshore fabrication and repair in Mississippi. Today, Signal's corporate headquarters are in Mobile, Alabama, with operations in Alabama and Mississippi, and a sales office in Texas. On Oct. 3, 2014, Signal International Texas, L.P., sold substantially all of its assets to Westport Orange Shipyard, LLC, in a partially seller-financed transaction for a total purchase price of $35,900,000. As part of the transaction, Westport provided a down payment of $7,000,000 and delivered a promissory note in the principal amount of $28,900,000 to SI Texas due on or before Oct. 3, 2019 (the "Texas Note"). On July 12, 2015, SI Inc. and its direct and indirect wholly owned subsidiaries, including SI LLC, commenced cases under chapter 11 of title 11 of the United States Code (Bankr. D. Del. Lead Case No. 15-11498). The Debtors tapped Young Conaway Stargatt & Taylor LLP as counsel and Kurtzman Carson Consultants LLC as claims and noticing agent. SIGNAL INTERNATIONAL: Proposes $91-Mil. DIP Facility ---------------------------------------------------- Signal International Inc. and its affiliated debtors are asking the U.S. Bankruptcy Court for the District of Delaware to enter interim and final orders authorizing the Debtors to obtain (i) $91 million of postpetition financing from the Teachers' Retirement System of Alabama and the Employees' Retirement System of Alabama, consisting of $20 million of new money financing and a $70 million roll-up of the Debtors' entire prepetition first lien debt, and (ii) use cash collateral. The Debtors and their prepetition first lien lenders, namely, TRSA and the ERSA, have negotiated a Post-Petition Superpriority Loan Agreement that provides that the Debtors with: (x) a superpriority, secured revolving credit facility in the principal amount of up to $15,000,000 to be used for general working capital and liquidity purposes, (y) a superpriority, secured revolving credit facility in the principal amount of up to $5,000,000 to be used for credit enhancement obligations under customer contracts, and (z) subject only to and effective upon entry of the final order, a superpriority, secured term loan facility in an aggregate principal amount of $70,088,952 to be used for repayment of the indebtedness owing under the prepetition First Lien Credit Agreement. During their efforts to identify potential DIP lenders, the Debtors and financial advisor Skip Victor contacted several potential DIP lenders, including Crystal Financial, LLC and Cerberus Business Finance, LLC, both of whom are not only familiar with the Debtors and their operations, but also are market leaders with the ability to promptly evaluate potential investment opportunities. Unfortunately, despite these efforts, the Debtors were unable to obtain any alternative proposals for DIP financing. The DIP Credit Agreement permits the Debtors to incur expenditures in accordance with an approved budget. The proceeds of the DIP Facility, which the Debtors estimate will be sufficient to finance the Chapter 11 cases, will be used (i) for working capital and general corporate purposes of the Debtors and (ii) to pay fees and expenses related to the DIP Facility and the Chapter 11 cases. The terms of the DIP Facility require the Debtors to complete a sale of their assets in accordance with certain milestones. To maximize the value of their estates, and in compliance with the milestones under the proposed DIP Facility, the Debtors will file a motion seeking authority to conduct an auction process by which the Debtors will solicit offers and, ultimately, seek approval to sell substantially all of their assets to the bidder with the highest or otherwise best offer. The Debtors also will seek authority to retain SSG Capital Advisors, LLC to serve as their investment bankers to assist with conducting the marketing and sale of their assets. The salient terms of the DIP Facility are: * Borrowers: Signal International, LLC, Signal Ship Repair, LLC, Signal International Texas, L.P., and Signal International Texas GP, LLC * DIP Lenders: TRSA and ERSA * DIP Facility Amount: The Aggregate Commitment is $90,088,952 * Interim Funding: During the Interim Period the Debtors may not use more than $2,500,000 in Cash Collateral or DIP Loans. * Priming: The DIP Liens will be first priority priming liens with seniority over the Pre-Petition Debt. * The outstanding principal balance of the DIP Facility shall bear simple interest at 8.25% per annum. * A fixed rate of interest equal to 10.25% per annum. * Fees: (X) Commitment Fee: Debtors shall pay a commitment fee in an amount equal to 2.00% of the Credit Amount ($400,000), which will be included in the DIP Budget and deemed fully earned and non-refundable on the date of entry of the Interim Order, and will be due and payable by the Debtors on the Termination Date. (Y) Monthly Fee: Debtors will pay to DIP Lenders a monthly fee in the amount of $7,500, the first of which shall be fully earned and non-refundable on the date of entry of the Interim Order. Thereafter, on each successive monthly anniversary of the date of entry of the Interim Order during the Availability Period, Debtors will pay DIP Lenders a Monthly Fee, which will be fully earned and non-refundable upon each such monthly anniversary date. * Deadline: The date that is the later of (i) in the case of a party in interest with requisite standing other than the Committee, including a trustee appointed under Chapter 7 or chapter 11 of the Bankruptcy Code, 75 days after the Petition Date, (ii) in the case of any Committee, 60 days after the filing of notice of appointment of a Committee (and subject to the Investigation Budget), (iii) any such later date agreed to in writing by DIP Lenders, in their sole discretion, and (iv) any such later date ordered by the Court for the cause shown after notice and an opportunity to be heard, provided that the order is entered before the expiration of any applicable period as set forth in clauses (i) through (iii) of this sentence. * Carve-Out: The sum of (a) all fees required to be paid pursuant to 28 U.S.C. Sec. 1930(a)(6) and any fees payable to the Clerk of the Court that are incurred prior to the Termination Date, with respect to the U.S. Trustee, in such amounts as agreed to by the U.S. Trustee or determined by order of the Court (for the avoidance of doubt, there is no limitation on the obligations of the Debtors and their estates with respect to unpaid fees payable to the U.S. Trustee and Clerk of the Court pursuant to 28 U.S.C. Sec. 1930), (b) all of the reasonable hourly fees and expenses from time to time incurred by Professionals retained by the Borrower and the Committee that are (i) incurred prior to the Termination Date, and (ii) included in an approved Budget, and (c) a maximum of $125,000 for all of the reasonable hourly fees and expenses from time to time incurred by Professionals retained by Borrower that are incurred after the Termination Date to the extent the Termination Date occurred as a result of the events described in either clause (i) or (ii) of the definition of the term "Termination Date". * Milestones: The Debtors will need to comply with these milestones: (a) File the Sale Motion on or before July 15, 2015, or such later date as may be agreed to in writing by Lender in its sole discretion. (b) Subject to the Bankruptcy Court's availability, the order approving the assumption of the PSA will be entered on or before August 15, 2015. (c) Subject to the Bankruptcy Court's availability, the Final Order will be entered on or before Aug. 19, 2015, or such later date as may be agreed to in writing by Lender in its sole discretion. (d) Subject to the Bankruptcy Court's availability, the Sale Procedures Order will be entered on or before Aug. 19, 2015, or such later date as may be agreed to in writing by Lender in its sole discretion. (e) The Auction will be held on or before Oct. 3, 2015. (f) Subject to the Bankruptcy Court's availability, the "Sale Approval Order" and the "Confirmation Order" contemplated by the PSA will be entered on or before Nov. 24, 2015. (g) The Closing will occur on or before Dec. 14, 2015. * Roll-Up: Upon entry of the Final Order the Debtors will be deemed to have paid in full in cash, by way of a dollar-for-dollar roll-up, all Pre-Petition Debt to the Pre-Petition Credit Parties from the amount available to be drawn under the DIP Loans for such purpose. * Equities of the Case: Upon the entry of the Final Order the Debtors will waive "equities of the case" exception under section 552(b) of the Bankruptcy Code. Use of Cash Collateral In addition to the DIP Facility, the Debtors require the continued use of cash collateral. As of the Petition Date, the Debtors had outstanding obligations under a term loan with an outstanding principal amount of approximately $70.1 million plus all other amounts outstanding (the "First Lien Debt") under that certain Credit Agreement, dated as of Jan. 31, 2014 among SI Inc., as borrower, the TRSA, as administrative agent (in such capacity, the "First Lien Agent"), the TRSA and the ERSA, as lender parties thereto ("First Lien Lenders"), and SI LLC, SSR, SI GP, and SI Texas, as guarantors; The First Lien Lenders have consented to the Debtors' continued use of Cash Collateral subject to the terms of the form of order approving the DIP Facility on an interim basis. The Debtors and the First Lien Lenders have agreed that the Debtors will provide these primary forms of adequate protection: (i) As adequate protection of the interests of the First Lien Agent and First Lien Lenders in the Prepetition Collateral against any diminution in value of such interests in the Prepetition Collateral, the Debtors shall grant to the First Lien Agent, for the benefit of themselves and the Prepetition Lenders, continuing, valid, binding, enforceable and automatically and properly perfected postpetition security interests in and liens on the DIP Collateral; and (ii) As further adequate protection of the interests of the First Lien Agent and First Lien Lenders in the Prepetition Collateral against any diminution in value of such interests in the Prepetition Collateral, to the extent any obligations are outstanding, the First Lien Agent and First Lien Lenders will be granted as and to the extent provided by Sections 503(b) and 507(b) of the Bankruptcy Code an allowed superpriority administrative expense claim in the Chapter 11 cases and any successor cases. (iii) As additional adequate protection, the Debtors will pay to the Pre-Petition Credit Parties all interest accrued or accruing on the Pre-Petition Debt, which may be paid through advances of DIP Loan proceeds in accordance with the DIP Loan Agreement and as set forth in the Budget. (iv) As additional adequate protection, Debtors will pay (i) the reasonable and documented professional fees and expenses (including, but not limited to, the fees and disbursements of counsel, third-party consultants, financial advisors, and auditors) payable to or incurred by any Pre-Petition Credit Party under and pursuant to the Pre-Petition Loan Documents arising prior to the Petition Date, and (ii) on a current basis, the reasonable and documented professional fees and expenses (including, but not limited to, the fees and disbursements of counsel, third-party consultants, including financial consultants, and auditors) payable to or incurred by any Pre-Petition Credit Party under and pursuant to the Pre-Petition Loan Documents arising on or subsequent to the Petition Date, in each case in compliance with the Budget. At the option of the Pre-Petition Credit Parties, all such amounts may be added to the Pre-Petition Debt in lieu of current payment thereof by the Debtors. Other First Day Motions Aside from the DIP Financing Motion, the Debtors on the Petition Date filed motions and applications to: -- jointly administer their Chapter 11 cases; -- hire KCC, LLC, as claims and noticing agent; -- maintain their bank accounts; -- prohibit utilities from discontinuing service; -- pay sales and use taxes; -- continue their insurance policies; -- continue their customer programs; -- pay prepetition employee wages and benefits; and -- pay critical trade vendor claims. About Signal International Signal International Inc. -- http://www.signalint.com/-- primarily engages in the business of offshore drilling rig overhaul, repair, upgrade, and conversion, as well as new shipbuilding construction. Additionally, Signal provides services to the general marine and heavy fabrication markets for barges, power plants, and modular construction. Signal International, LLC ("SI LLC"), was organized on Dec. 6, 2002, as a limited liability company after acquiring the assets of the Offshore Division of Friede Goldman Halter from bankruptcy. SI Inc. was incorporated on October 12, 2007, and began operations with offshore fabrication and repair in Mississippi. Today, Signal's corporate headquarters are in Mobile, Alabama, with operations in Alabama and Mississippi, and a sales office in Texas. On Oct. 3, 2014, Signal International Texas, L.P., sold substantially all of its assets to Westport Orange Shipyard, LLC, in a partially seller-financed transaction for a total purchase price of $35,900,000. As part of the transaction, Westport provided a down payment of $7,000,000 and delivered a promissory note in the principal amount of $28,900,000 to SI Texas due on or before Oct. 3, 2019 (the "Texas Note"). On July 12, 2015, SI Inc. and its direct and indirect wholly owned subsidiaries, including SI LLC, commenced cases under chapter 11 of title 11 of the United States Code (Bankr. D. Del. Lead Case No. 15-11498). The Debtors tapped Young Conaway Stargatt & Taylor LLP as bankruptcy counsel, Hogan Lovells US LLP as general corporate counsel, GGG Partners, LLC, as financial and restructuring advisors, and Kurtzman Carson Consultants LLC as claims and noticing agent. Signal International Inc. estimated $10 million to $50 million in assets and $50 million to $100 million in debt. SIGNAL INTERNATIONAL: Proposes to Pay $890,000 to Critical Vendors ------------------------------------------------------------------ Signal International Inc. and its affiliated debtors are asking approval from the U.S. Bankruptcy Court for the District of Delaware to pay, in the ordinary course of business, the prepetition fixed, liquidated, and undisputed claims of certain critical vendors, subject to certain conditions. In the ordinary course of their business, the Debtors purchase goods and services from more than 600 third-party vendors. Based on their books and records and past experience, the Debtors estimate that they have approximately $6 million in outstanding prepetition trade payables. The Debtors seek authority, in their sole discretion, to pay prepetition claims held by critical vendors on an interim basis in the aggregate amount of $250,000, and on a final basis in the aggregate amount of approximately $890,000. The $890,000 trade claims cap represents less than 16% of the Debtors' estimate of aggregate prepetition trade claims. The Debtors will use their commercially reasonable efforts to condition payment of critical vendor claims upon each critical vendor's agreement to continue supplying goods and services on "customary trade terms." About Signal International Signal International Inc. -- http://www.signalint.com/-- primarily engages in the business of offshore drilling rig overhaul, repair, upgrade, and conversion, as well as new shipbuilding construction. Additionally, Signal provides services to the general marine and heavy fabrication markets for barges, power plants, and modular construction. Signal International, LLC ("SI LLC"), was organized on Dec. 6, 2002, as a limited liability company after acquiring the assets of the Offshore Division of Friede Goldman Halter from bankruptcy. SI Inc. was incorporated on October 12, 2007, and began operations with offshore fabrication and repair in Mississippi. Today, Signal's corporate headquarters are in Mobile, Alabama, with operations in Alabama and Mississippi, and a sales office in Texas. On Oct. 3, 2014, Signal International Texas, L.P., sold substantially all of its assets to Westport Orange Shipyard, LLC, in a partially seller-financed transaction for a total purchase price of $35,900,000. As part of the transaction, Westport provided a down payment of $7,000,000 and delivered a promissory note in the principal amount of $28,900,000 to SI Texas due on or before Oct. 3, 2019 (the "Texas Note"). On July 12, 2015, SI Inc. and its direct and indirect wholly owned subsidiaries, including SI LLC, commenced cases under chapter 11 of title 11 of the United States Code (Bankr. D. Del. Lead Case No. 15-11498). The Debtors tapped Young Conaway Stargatt & Taylor LLP as bankruptcy counsel, Hogan Lovells US LLP as general corporate counsel, GGG Partners, LLC, as financial and restructuring advisors, and Kurtzman Carson Consultants LLC as claims and noticing agent. Signal International Inc. estimated $10 million to $50 million in assets and $50 million to $100 million in debt. SIGNAL INTERNATIONAL: Taps KCC as Claims and Noticing Agent ----------------------------------------------------------- Signal International Inc. and its affiliated debtors filed with the U.S. Bankruptcy Court for the District of Delaware an application to employ Kurtzman Carson Consultants LLC as claims and noticing agent. The Debtors propose to engage KCC as claims and noticing agent to assume full responsibility for the distribution of notices and the maintenance, processing, and docketing of proofs of claim filed in the Chapter 11 cases. The Debtors anticipate that more than 13,000 entities will be noticed during the course of the Chapter 11 cases. In view of the number of anticipated claimants and the complexity of the Debtors' business, the Debtors submit that KCC's appointment as the claims and noticing agent is both necessary and in the best interests of the Debtors’ estates and their creditors. Prior to the Petition Date, the Debtors provided KCC a retainer in the amount of $25,000. The KCC Fee Structure, which provides for the rates and prices agreed upon by the parties for the firm's services, expenses and supplies, were not included in publicly available court filings. In accordance with the Claims Agent Protocol, prior to the selection of KCC, the Debtors solicited, reviewed, and compared engagement proposals from four court-approved claims and noticing agents, including KCC, to ensure selection through a competitive process. Evan Gershbein, Senior VP of Corporate Restructuring Services at KCC, attests that KCC is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached at: KURTZMAN CARSON CONSULTANTS LLC 2335 Alaska Ave. El Segundo, CA 90245 Attn: Drake D. Foster Tel: (310) 823-9000 Fax: (310) 823-9133 E-mail: dfoster@kccllc.com About Signal International Signal International Inc. -- http://www.signalint.com/-- primarily engages in the business of offshore drilling rig overhaul, repair, upgrade, and conversion, as well as new shipbuilding construction. Additionally, Signal provides services to the general marine and heavy fabrication markets for barges, power plants, and modular construction. Signal International, LLC ("SI LLC"), was organized on Dec. 6, 2002, as a limited liability company after acquiring the assets of the Offshore Division of Friede Goldman Halter from bankruptcy. SI Inc. was incorporated on October 12, 2007, and began operations with offshore fabrication and repair in Mississippi. Today, Signal's corporate headquarters are in Mobile, Alabama, with operations in Alabama and Mississippi, and a sales office in Texas. On Oct. 3, 2014, Signal International Texas, L.P., sold substantially all of its assets to Westport Orange Shipyard, LLC, in a partially seller-financed transaction for a total purchase price of $35,900,000. As part of the transaction, Westport provided a down payment of $7,000,000 and delivered a promissory note in the principal amount of $28,900,000 to SI Texas due on or before Oct. 3, 2019 (the "Texas Note"). On July 12, 2015, SI Inc. and its direct and indirect wholly owned subsidiaries, including SI LLC, commenced cases under chapter 11 of title 11 of the United States Code (Bankr. D. Del. Lead Case No. 15-11498). The Debtors tapped Young Conaway Stargatt & Taylor LLP as bankruptcy counsel, Hogan Lovells US LLP as general corporate counsel, GGG Partners, LLC, as financial and restructuring advisors, and Kurtzman Carson Consultants LLC as claims and noticing agent. Signal International Inc. estimated $10 million to $50 million in assets and $50 million to $100 million in debt. SITEL WORLDWIDE: S&P Puts 'CCC+' CCR on CreditWatch Developing -------------------------------------------------------------- Standard & Poor's Ratings Services said it placed its 'CCC+' corporate credit rating on Nashville, Tenn.-based SITEL Worldwide Corp. on CreditWatch with developing implications. S&P also placed the 'CCC+' issue-level rating on the company's senior secured credit facilities and the 'CCC' issue-level rating on the company's unsecured notes on CreditWatch with developing implications. S&P expects that these facilities will be refinanced as part of this transaction. The recovery ratings on these issues remain unchanged at '3' (upper half of the range) and '5' (lower half of the range), respectively. "The CreditWatch placement follows the announcement that Groupe Acticall (unrated) has agreed to acquire SITEL Worldwide Corp.," said Standard & Poor's credit analyst Kenneth Fleming. While the structure of the transaction is unknown, S&P believes it ould improve liquidity at SITEL and lower annual interest payments. The company has a near-term maturity with its roughly $61 million revolver maturing in January 2016. S&P expects the company's facilities will be refinanced as part of the transaction. However, if the proposed transaction does not go through, SITEL would have limited time to refinance its existing revolver, which had $15.5 million drawn as of March 31, 2015. The ratings on SITEL are based on the company's "weak" liquidity assessment, a "weak" business risk profile, and a "highly leveraged" financial risk profile. The "weak" business risk profile assessment reflects SITEL's mid-tier position in a highly competitive, fragmented market with low barriers to entry, and volatile free cash flow, and below average profitability compared to that of its peers in the software and services industry. The "highly leveraged" financial risk profile reflects adjusted debt to EBITDA of around 7.5x. Adjusted debt includes roughly $235 million in preferred equity. Excluding this preferred equity, debt to EBITDA is around 6x. S&P expects to resolve the developing CreditWatch within the next three months with a rating affirmation, an upgrade, or a downgrade when more information regarding the new capital structure becomes available. S&P will also review its expectations for operating performance and financial policy. S&P could affirm the rating if the transaction does not meaningfully improve liquidity and the company's prospects for free cash flow generation through lower interest payments. S&P could raise the rating if the transaction reduces funded debt on the balance sheet and improves the company's liquidity position and S&P estimates the company can support the new capital structure with free cash flow. Finally, S&P could lower the rating if the transaction does not go through and SITEL is not able to refinance its revolver. SOLAR POWER: Closes Purchase Agreement with ZBB Energy ------------------------------------------------------ Solar Power, Inc., and ZBB Energy Corporation closed a securities purchase agreement pursuant to which ZBB issued to the Company, for an aggregate purchase price of $33,390,000, a total of (i) 8,000,000 shares of ZBB's common stock and (ii) 28,048 shares of ZBB's Series C Convertible Preferred Stock. The aggregate purchase price for the Purchased Common Shares was based on a purchase price per share of $0.6678 and the aggregate purchase price for the Purchased Preferred Shares was determined based on price of $0.6678 per common equivalent. Pursuant to the Purchase Agreement, ZBB also agreed to issue to the Company a warrant to purchase 50,000,000 shares of Common Stock for an aggregate purchase price of $36,729,000 and a per share exercise price equal to $0.7346. On July 13, 2015, in connection with the Closing and pursuant to the Purchase Agreement, the Company entered into a supply agreement with ZBB pursuant to which ZBB will sell and the Company will purchase certain products and services that have an aggregated total of at least 40 megawatt of energy storage rated power output prior to the 48-month anniversary of the date of the Supply Agreement with certain lower megawatt thresholds being required to be met at the 12-month, 24-month and 36-month anniversaries of the Supply Agreement. The Company also entered in to a governance agreement with ZBB under which the Company is entitled to nominate one director to ZBB's board of directors for so long as the Company holds at least 10,000 Purchased Preferred Shares or 25 million shares of Common Stock or Common Stock equivalents. About Solar Power Roseville, Cal.-based Solar Power, Inc., is a global solar energy facility developer offering its own brand of high- quality, low-cost distributed generation and utility-scale SEF development services. Primarily, the Company works directly with and for developers around the world who hold large portfolios of SEF projects for whom it serves as an engineering, procurement and construction contractor. The Company also performs as an independent, turnkey SEF developer for one-off distributed generation and utility-scale SEFs. Solar Power reported a net loss of $5.19 million in 2014, a net loss of $32.2 million in 2013 and a net loss of $25.4 million in 2012. As of March 31, 2015, the Company had $649 million in total assets, $379 million in total liabilities and $270 million in total equity. TERRA-GEN FINANCE: Moody's Affirms 'Ba3' Rating on Secured Loans ---------------------------------------------------------------- Moody's Investors Service has affirmed the Ba3 rating on Terra-Gen Finance Company, LLC's (Terra-Gen, or the company) senior secured credit facilities consisting of approximately $295 million in outstanding term loan B debt due December 2021 and a $25 million working capital/letter of credit facility due December 2019. The outlook is stable. RATINGS RATIONALE The Ba3 rating affirmation reflects our understanding that the joint owners of Terra-Gen, affiliates of Arclight Capital Partners and Global Infrastructure Partners, propose to sell the company to affiliates of Energy Capital Partners. The affirmation further factors in our understanding that the existing legal and financial structure of Terra-Gen will remain intact under the new ownership. Furthermore, our affirmation considers the experience of the current management and operating team of Terra-Gen and that this operating and management team will remain in place under the new owners. The affirmation also acknowledges that the new sponsor/owner is a recognized owner and developer of power projects with a similar profile of the current owners. Moody's affirmation, while acknowledging that six months of operations have occurred since financial close in December 2014, incorporates weaker than anticipated financial performance attributable to very weak wind generation which was nearly 30% below management's expectation. That said, financial performance slightly outperformed Moody's base case expectations through Q1 2015 and Terra-Gen is comfortably in compliance with its 1.10x financial covenant by achieving a reported 2.56x debt service coverage ratio. The stable outlook incorporates our view that the generation assets in the Terra-Gen portfolio will continue to operate consistent with their design capabilities, and that the project will achieve a ratio of funds from operations to debt ratio (FFO/Debt) in the 5-6% range and remain comfortably in compliance with their financial covenant. Terra-Gen is unlikely to be considered for a rating upgrade over the next two to three years. The rating could however be upgraded if the project repays the term loan substantially faster than expected, or if Terra-Gen achieves higher predictability in its cash flows or demonstrate its ability to re-contract Renewable Energy Credits (RECs) as they come off their contracts. Specifically, the rating could have upward pressure if Terra-Gen is able to produce sustained financial metrics commensurate with lower end of the "Ba" rating category or the high end of the "B" rating category, such as producing FFO/debt metrics near 10% for a sustained period of time. The rating could face downward pressure should wind generation continue to underperform resulting in FFO/Debt falling below 5% or the DSCR falling below 1.5x based upon Moody's calculations. The rating could also face downward pressure should debt paydown occur slower than expected resulting in increased refinancing risk. Failure to maintain covenant compliance would also result in downward rating pressure. Terra-Gen is a special purpose entity formed by Terra-Gen Power, LLC, a renewable energy company owned by affiliates of ArcLight and GIP. Terra-Gen owns 653MW of generating capacity through 21 projects in operation across the western United States. The portfolio consists of 497MW of wind, 89MW of solar and 67MW of geothermal generation assets. ECP is an energy-focused private equity firm with over $13 billion in capital commitments. ECP is focused on investing in the power generation, midstream oil and gas, environmental infrastructure, renewable energy, electric transmission, and energy services sectors. The principal methodology used in these ratings was Power Generation Projects published in December 2012. TERRAFORM POWER: Moody's Rates New $300MM Unsecured Notes --------------------------------------------------------- Moody's Investors Service assigned a B1 rating to $300 million of new unsecured notes being issued by Terraform Power Operating LLC. Moody's affirmed TPO's Ba3 Corporate Family Rating and the B1 rating on TPO's outstanding $950 million of unsecured notes The new $300 million of unsecured notes will be used to partly finance the acquisition of 930 MW of wind projects from Invenergy that was announced on July 6, 2015. The rating outlook of TPO is positive. Assignments: Issuer: TerraForm Power Operating LLC Senior Unsecured Regular Bond/Debenture, Assigned B1(LGD4) Outlook Actions: Issuer: TerraForm Power Operating LLC Outlook, Remains Positive Affirmations: Issuer: TerraForm Power Operating LLC Probability of Default Rating, Affirmed Ba3-PD Speculative Grade Liquidity Rating, Affirmed SGL-2 Corporate Family Rating, Affirmed Ba3 Senior Unsecured Regular Bond/Debenture, Affirmed B1(LGD4) RATINGS RATIONALE Since we assigned TPO's initial rating in June 2014, the company's portfolio has grown rapidly, with total MWs increasing to 2.2 GW from 808 MW; there has been a tripling of the call rights pipeline to 3.6 GW from 1.1 GW, and CFADS (cash flow at TPO before interest and dividends) at TPO has gone from $114 million to $317 million. While such rapid growth was incorporated into our original expectations, key positive developments include the diversification into wind and the institution of a more conservative financial policy than at the time of the IPO. Moody's sees the potential for a higher rating going forward as management continues develop a successful track record of operations, executes on its M&A plans, and exhibits a financial profile in line with management's targeted consolidated debt to EBITDA leverage ratio of 5x-5.5x. On July 6, 2015, Terraform Power Inc (unrated) announced that it was acquiring 930 MW of contracted wind capacity from Invenergy for $2 billion, with 460 MW of this capacity being dropped in right away into TERP while the remaining 470 MW will be placed in a warehouse facility owned by SunEdison (SUNE, unrated). These assets, along with 521 MW acquired earlier from Atlantic Power, will be dropped into TERP over time. Key positive credit developments at TPO over the last year are these: While TPO was originally a solar-only company, the company will get about 35% of cash flow from wind projects proforma for the Invenergy assets initially going into the portfolio and 54% when all Invenergy and Atlantic Power assets are included. The presence in wind diversifies operating risks and regulatory/policy risk besides providing for stronger growth prospects The original rating assumed a leverage ratio of 6x-7x Debt/EBITDA. In November 2014, management announced a new target consolidated Debt/EBITDA of 5x-5.5x. TPO's portfolio continues to support stable cash flows, with an average remaining PPA life of 17 years, strong investment-grade counterparties, and improved project diversity with the largest project falling from contributing 18% of parent cash flows at the time of the IPO to 8% now. The quality of TERP's pipeline has improved, with about 1 GW of operating assets waiting to be dropped into the YieldCo and over 2.5 GW of projects at SUNE that are under construction or have signed PPAs. The integration of the First Wind business platform has been successful from the perspective of asset development and acquisition as well as O&M for which First Wind has a platform capable of managing 5 GW of wind assets. Parent company SUNE's credit profile has improved significantly over the last two years. The company has exited all semiconductor manufacturing and is now a pure-play project developer. SUNE's improved financial profile, with a 30x increase in market cap from $357 million in June 2012 to $9 billion today, and its success in raising capital to finance acquisitions (including $1.36 billion in convertible securities in 2015) reduce the risks to TPO's credit profile on account of the parent SUNE. The existing legal ring fencing provisions between SUNE and TERP provide additional cushion in this regard. The unsecured notes are rated one notch below the CFR owing to the presence of the $650 million secured revolving credit facility (unrated) that is scheduled to expire in January 2020. This revolver is expected to be increased to $725 million shortly and we have used this higher amount in our Loss-Given Default (LGD) analysis. Moody's LGD methodology assumes 50% of the revolver is drawn and outstanding at the time of a default, which impacts expected recovery on the unsecured notes. Given the presence of substantial project level debt of about $1.32 billion (including the Invenergy assets added to the TERP portfolio), we evaluate TPO's financial profile on a consolidated basis. Structural subordination has reduced since the IPO, with 80% of cash flows at TPO now coming from unlevered projects as opposed to 59% at the time of the IPO. While this number will fall to 69% at close of the Invenergy deal, a debt paydown of $275 million of Invenergy project debt, funded by an opportunistic equity issuance in 2016, would raise it to 86%. Moody's financial ratio projections do not incorporate this equity issuance. Under a static portfolio assumption, we expect TPO to have Debt/EBITDA of 5x-5.5x, CFO pre-W/C to debt of 11-13% and EBITDA/Interest about 2.8x-3.0x over the next few years, all on a consolidated basis. Liquidity TPO's Speculative Grade Liquidity rating is SGL-2. This mainly reflects the fact that the company will be continuously, and substantially, reliant upon the capital markets to finance its acquisitions and project development. TPO's operational working capital requirements are generally quite small and the company will use its revolver mainly to finance acquisitions quickly, with permanent funding coming later through an appropriate mix of debt and equity. TPO's revolving credit facility was upsized on May 1, 2015 to $650 million from $550 million and we expect it to be increased to $725 million shortly. The revolver is secured by all the assets of TERP, which essentially consists of equity interests in the various project subsidiaries. Outlook TPO's positive outlook reflects an improving business and financial profile as the company delivers on its business plan while maintaining the quality of cash flows from its portfolio, including average PPA life, counterparty credit profile and structural subordination. What Could Change the Rating UP TPO's rating could be upgraded as the company successfully establishes a track record of maintaining its targeted financial profile of 5.0x-5.5x Debt/EBITDA while it continues to grow and maintain other aspects of its business and contractual profile. An upgrade would also require SUNE to successfully raise capital for its financing obligations and maintain a stable financial profile. What Could Change the Rating DOWN Downward pressure on TPO's rating would result in the event that either higher debt levels or poorer operating performance lead to a rising trend in the consolidated Debt/EBITDA leverage ratio above 5.5x or FFO/Debt levels falling below 10%. Other factors that could affect the rating include a decline in the quality of cash flows through shorter contracts, commodity price exposure, lower rated counterparties or risky regulatory jurisdictions. A significant deterioration in the credit quality of SUNE could also be another factor leading to a rating downgrade at TPO. TERRAFORM POWER: S&P Rates $300MM Unsecured Notes Due 2025 'BB-' ---------------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'BB-' issue-level rating and '3' recovery rating to TerraForm Power Inc.'s (Terraform) wholly owned subsidiary TerraForm Power Operating LLC's proposed senior unsecured notes due 2025. The '3' recovery rating reflects S&P's expectation of meaningful (50% to 70%; in the upper half of the range) recovery if a default occurs. The company intends to use net note proceeds to fund a portion of the Invenergy Wind acquisition; for other renewable projects; and to pay related fees, expenses, and other related costs. As of March 31, 2015, Terraform had about $2.2 billion of reported balance sheet debt. Terraform is a publicly traded entity focused on owning and operating contracted clean power assets with a focus on wind and solar generation. Ratings List TerraForm Power Inc. Corporate credit rating BB-/Stable New Rating TerraForm Power Operating LLC $300 mil senior unsecured notes due 2025 BB- Recovery Rating 3H TERVITA CORP: Bank Debt Trades at 6% Off ---------------------------------------- Participations in a syndicated loan under which Tervita Corp is a borrower traded in the secondary market at 93.54 cents-on-the- dollar during the week ended Friday, July 3, 2015, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in the July 10, 2015, edition of The Wall Street Journal. This represents a decrease of 0.33 percentage points from the previous week, The Journal relates. Tervita Corp pays 500 basis points above LIBOR to borrow under the facility. The bank loan matures on January 24, 2018, and carries Moody's B3 rating and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 254 widely quoted syndicated loans with five or more bids in secondary trading for the week ended July 3. TXU CORP: 2014 Bank Debt Trades at 43% Off ------------------------------------------ Participations in a syndicated loan under which TXU Corp. is a borrower traded in the secondary market at 57.10 cents-on-the- dollar during the week ended Friday, July 3, 2015, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. This represents a decrease of 0.27 percentage points from the previous week, The Journal relates. TXU Corp. pays 350 basis points above LIBOR to borrow under the facility. The bank loan matures on Oct. 10, 2014 and Moody's withdraws its rating and Standard & Poor's did not give any rating. The loan is one of the biggest gainers and losers among 254 widely quoted syndicated loans with five or more bids in secondary trading for the week ended July 3. UNI-PIXEL INC: Shareholders Ratify Sale of Convertible Notes ------------------------------------------------------------ Uni-Pixel, Inc. held a special meeting of its shareholders on July 13, 2015, at which the shareholders ratified the terms of the issuance and sale of the Company's senior secured convertible notes together with Warrants and to approve the issuance of all shares of the Company's common stock issuable upon the conversion of the Notes and exercise of the Warrants, without need for any limitation or cap on issuance or restriction on adjustments to the conversion price or exchange price, as applicable, as required by and in accordance with NASDAQ Marketplace Rules 5635(a) and 5635(d). About Uni-Pixel Inc. The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL) -- http://www.unipixel.com/-- is a production stage company delivering its Clearly Superior(TM) Performance Engineered Films to the Lighting & Display, Solar and Flexible Electronics market segments. Uni-Pixel incurred a net loss of $25.7 million in 2014, a net loss of $15.2 million in 2013 and a net loss of $9.01 million in 2012. As of March 31, 2015, Uni-Pixel had $30.4 million in total assets, $7.69 million in total liabilities and $22.7 million in total shareholders' equity. VANTAGE DRILLING: 2017 Bank Debt Trades at 30% Off -------------------------------------------------- Participations in a syndicated loan under which Vantage Drilling Co. is a borrower traded in the secondary market at 70.00 cents-on-the- dollar during the week ended Friday, July 3, 2015, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in the July 10, 2015 edition of The Wall Street Journal. This represents a decrease of 1.19 percentage points from the previous week, The Journal relates. Vantage Drilling Co. pays 400 basis points above LIBOR to borrow under the facility. The bank loan matures on October 25, 2017, and carries Moody's B3 rating and Standard & Poor's CCC rating. The loan is one of the biggest gainers and losers among 254 widely quoted syndicated loans with five or more bids in secondary trading for the week ended July 3. VANTAGE DRILLING: 2019 Bank Debt Trades at 39% Off -------------------------------------------------- Participations in a syndicated loan under which Vantage Drilling Co. is a borrower traded in the secondary market at 61.30 cents-on-the- dollar during the week ended Friday, July 3, 2015, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in the July 10, 2015 edition of The Wall Street Journal. This represents a decrease of 1.03 percentage points from the previous week, The Journal relates. Vantage Drilling Co. pays 400 basis points above LIBOR to borrow under the facility. The bank loan matures on April 14, 2019, and carries Moody's B3 rating and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 254 widely quoted syndicated loans with five or more bids in secondary trading for the week ended July 3. WAFERGEN BIO-SYSTEMS: Shansab Reports 5.7% Stake as of July 6 ------------------------------------------------------------- In a Schedule 13G filed with the Securities and Exchange Commission, Tamim Shansab disclosed that as of July 6, 2015, he beneficially owned 323,006 shares of common stock of Wafergen Bio-Systems, Inc., which represent 5.7 percent of the shares outstanding. A copy of the regulatory filing is available at http://is.gd/iJQN3D About WaferGen Bio-systems Fremont, California-based WaferGen Bio-systems, Inc., engages in the development of systems for gene expression quantification, genotyping and stem cell research. Since 2008, the Company's primary focus has been on the development, manufacture and marketing of its SmartChip System, a genetic analysis platform used for profiling and validating molecular biomarkers in the life sciences and pharmaceutical drug discovery industries. WaferGen Bio-systems reported a net loss of $10.7 million in 2014, a net loss of $16.3 million in 2013 and a net loss of $8.97 million in 2012. As of March 31, 2015, the Company had $16.5 million in total assets, $6.47 million in total liabilities and $10.02 million in total stockholders' equity. WALTER ENERGY: Files for Bankruptcy ----------------------------------- Walter Energy Inc., on July 15, 2015, announced that it has entered into an agreement with certain of its senior lenders on the material terms of a restructuring. To implement this pre-negotiated restructuring, Walter Energy and its U.S. subsidiaries have filed for relief under chapter 11 of the U.S. Bankruptcy Code in the Bankruptcy Court for the Northern District of Alabama. Walter Energy's non-U.S. operations, including those in Canada and the U.K., are not included in the filings. "This restructuring plan provides a roadmap for Walter Energy to establish a sustainable capital structure, make further changes to operational cost drivers, and ensure that the Company can continue to operate safely and competitively in the years ahead," said Walt Scheller, Chief Executive Officer. "With the support of our key senior lenders, we will use this process to pursue the best possible outcome on behalf of all of our stakeholders, including our employees and our communities. In the face of ongoing depressed conditions in the market for met coal, we must do what is necessary to adapt to the new reality in our industry." Walter Energy has sufficient cash to assure that vendors, suppliers and other business partners will be paid in full for goods and services that they provide during the reorganization process. The terms of the restructuring contemplate the senior lenders converting all of their debt into equity. The agreement also establishes a timeline for confirmation of a chapter 11 plan and the fulfillment of certain other conditions and milestones. If the Company otherwise cannot satisfy the various conditions and milestones or confirm a chapter 11 plan, the Company will pursue a sale of substantially all of its assets through a court-supervised auction process. The Company has made customary filings, including first day motions, with the U.S. Bankruptcy Court, which, if granted, will help ensure a smooth transition into the reorganization process without business disruption. The motions are expected to be addressed promptly by the Court. Additional information on the restructuring can be found at www.walterenergy.com/restructuring or by calling the Company's toll-free restructuring information line at (866) 967-0679 (or, if calling from outside the U.S. or Canada, at +1 310-751-2679). Information about the chapter 11 case and the claims process will also be available at http://www.kccllc.net/walterenergy Walter Energy has retained Blackstone Advisory Partners L.P. as its financial advisor and AlixPartners LLP as its restructuring advisor. It has engaged Paul Weiss Rifkind Wharton & Garrison LLP and Bradley Arant Boult Cummings LLP for legal advice. About Walter Energy Walter Energy -- http://www.walterenergy.com/-- is a publicly traded "pure-play" metallurgical coal producer for the global steel industry with strategic access to steel producers in Europe, Asia and South America. The Company also produces thermal coal, anthracite, metallurgical coke and coal bed methane gas. Walter Energy employs approximately 2,700 employees, with operations in the United States, Canada and the United Kingdom. For the year ended Dec. 31, 2014, the Company reported a net loss of $471 million following a net loss of $359 million in 2013. As of Dec. 31, 2014, Walter Energy had $5.38 billion in total assets, $5.10 billion in total liabilities, and $282 million in stockholders' equity. * * * As reported by the TCR on June 25, 2015, Standard & Poor's Ratings Services said it lowered its corporate credit rating on Walter Energy Inc. to 'D' from 'CCC-'. S&P lowered the ratings on Birmingham, Ala.-based coal miner Walter Energy after the company elected not to pay approximately $19 million in aggregate interest payments on its 9.875% senior notes due 2020. The TCR reported on July 10, 2014, that Moody's downgraded the Corporate Family Rating of Walter Energy to 'Caa2' from 'Caa1'. "The downgrade in the corporate family rating reflects the anticipated deterioration in performance, increased cash burn and increase in leverage, given the recent met coal benchmark settlement of $120 per tonne for high quality coking coal and our expectation that meaningful recovery in metallurgical coal markets is twelve to eighteen months away." WINGSPAN PORTFOLIO: Voluntary Chapter 7 Case Summary ---------------------------------------------------- Debtor: Wingspan Portfolio Advisors, LLC 18451 Dallas Parkway Dallas, TX 75287-5206 Case No.: 15-41255 Nature of Business: Mortgage Services Company Chapter 7 Petition Date: July 13, 2015 Court: United States Bankruptcy Court Eastern District of Texas (Sherman) Judge: Hon. Brenda T. Rhoades Debtor's Counsel: Daniel I. Morenoff, Esq. THE MORENOFF FIRM, PLLC P.O. Box 12347 Dallas, TX 75225 Tel: 214-504-1835 Email: danmorenoff.service@gmail.com Total Assets: $1,236,986 Total Liabilities: $12,070,346 The petition was signed by John Frenzel, CFO. A copy of the petition is available at: http://bankrupt.com/misc/txeb15-41255.pdf WORLD SURVEILLANCE: Dennis DeMolet Quits as Global Telesat CEO -------------------------------------------------------------- Dennis DeMolet resigned as president and CEO of Global Telesat Corp, a wholly owned subsidiary of World Surveillance Group Inc., effective July 7, 2015, according to a document filed with the Securities and Exchange Commission. About World Surveillance World Surveillance Group Inc. designs, develops, markets and sells autonomous lighter-than-air (LTA) unmanned aerial vehicles (UAVs) capable of carrying payloads that provide persistent security and/or wireless communication from air to ground solutions at low, mid and high altitudes. The Company's airships, when integrated with electronics systems and other high technology payloads, are designed for use by government-related and commercial entities that require real-time intelligence, surveillance and reconnaissance or communications support for military, homeland defense, border control, drug interdiction, natural disaster relief and maritime missions. The Company is headquartered at the Kennedy Space Center, in Florida. World Surveillance reported a net loss of $3.41 million on $559,000 of net revenues for the year ended Dec. 31, 2013, as compared with a net loss of $3.36 million on $272,000 of net revenues for the year ended Dec. 31, 2012. Rosen Seymour Shapss Martin & Company LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has experienced significant losses and negative cash flows, resulting in decreased capital and increased accumulated deficits. These conditions raise substantial doubt about its ability to continue as a going concern. As of Sept. 30, 2014, the Company had $6.14 million in total assets, $17.3 million in total liabilities, all current, and a $11.1 million total stockholders' deficit. Bankruptcy Warning "We have incurred substantial indebtedness and may be unable to service our debt. "Our total indebtedness at September 30, 2014 was $17,292,275. A portion of such indebtedness reflects judicial judgments against us that could result in liens being placed on our bank accounts or assets. We are continuing to review our ability to reduce this debt level due to the age and/or settlement of certain payables but we may not be able to do so. This level of indebtedness could, among other things: * make it difficult for us to make payments on this debt and other obligations; * make it difficult for us to obtain future financing; * require us to redirect significant amounts of cash from operations to servicing the debt; * require us to take measures such as the reduction in scale of our operations that might hurt our future performance in order to satisfy our debt obligations; and * make us more vulnerable to bankruptcy or an unwanted acquisition on terms unsatisfactory to us," the Company stated in its quarterly report for the period ended Sept. 30, 2014. WPX ENERGY: Moody's Affirms Ba1 CFR & Rates New Notes Ba1 --------------------------------------------------------- Moody's Investors Service changed WPX Energy, Inc.'s outlook to negative from stable, following the company's announcement that it will acquire RKI in a transaction valued at $2.75 billion, including $400 million of assumed debt at RKI. Moody's affirmed its Ba1 Corporate Family Rating (CFR) and existing senior unsecured ratings, and assigned Ba1 ratings to its new notes. The proposed debt issuance will be used along with approximately $300 million of existing cash, equity valued at $470 million issued to the seller, new public equity and revolver borrowings to fund the RKI purchase. The acquisition is subject to regulatory and other customary closing conditions. Moody's also placed the ratings of RKI Exploration & Production, LLC (RKI) under review for upgrade. RKI's CFR and debt ratings will be withdrawn assuming WPX refinances RKI's debt. "The acquisition of RKI will improve the diversity and quality of WPX's asset base," stated James Wilkins, a Moody's Vice President. "The negative outlook reflects our expectation that WPX's leverage and retained cash flow will be weak until it further develops the acquired assets." WPX Energy, Inc. Ratings assigned: Senior notes due 2020 -- Ba1 (LGD4) Senior notes due 2023 -- Ba1 (LGD4) Ratings affirmed: Corporate Family Rating -- Ba1 Probability of Default Rating -- Ba1-PD Senior Unsecured shelf due 2017 -- (P)Ba1 Senior notes due 2017 -- Ba1 (LGD4) Senior notes due 2022 -- Ba1 (LGD4) Senior notes due 2024 -- Ba1 (LGD4) Ratings lowered: Speculative Grade Liquidity Rating -- SGL-3 from SGL-2 Outlook -- Negative RKI Exploration & Production, LLC Ratings placed under review for an upgrade** Corporate Family Rating -- B2 Probability of Default Rating -- B2-PD Senior unsecured notes due 2021 -- B3 (LGD5) Ratings unchanged: Speculative Grade Liquidity Rating -- SGL-3 Outlook -- Under review ** All of RKI's ratings will be withdrawn following the refinancing of RKI's debt. RATINGS RATIONALE The acquired RKI assets will include existing production of 22,000 barrels of oil equivalent (boe) per day (comprised of around 50% crude oil), around 92,000 net acres and midstream infrastructure in the Permian Basin. The acquisition will provide WPX an entry into the Permian Basin, as well as benefit its scale, diversity of cash flows and increase the contribution of crude oil sales as a proportion of overall revenues. WPX's production will increase to about 191,000 boe per day from 169,000 per day on a pro forma basis as of March 31, 2015. The negative outlook reflects the increase in WPX's leverage metrics due to the acquisition debt financing and risks associated with integrating RKI and executing on a development program for the new assets. Prior the sale of RKI, we estimated RKI would outspend cash flow by about $600 million per year to develop its assets. WPX's pro forma debt to production ratio will increase to about $21,000 per boe of average daily production, up from $12,500 per boe of average daily production as of March 31, 2015, and its debt to proved developed reserves will increase to about $6 per boe from $4.66 per boe. The acquired acreage, however, with its high oil content will increase WPX's margins. The outlook could be moved to stable if WPX successfully integrates RKI into its organization, and maintains retained cash flow to debt of at least 25%, a leveraged full cycle ratio greater than 1.0x and good liquidity. The Ba1 rating assigned to the new senior notes in accordance with Moody's Loss-Given-Default rating methodology reflects WPX's Ba1 Corporate Family Rating and the company's capital structure comprised solely of senior unsecured debt. WPX has a $1.5 billion committed revolving credit facility. Both the credit facility and senior notes are unsecured and have no subsidiary guarantees. The company had no borrowings outstanding on the revolver as of March 31, 2015, but will draw down a small amount to pay the make-whole provisions associated with the redemption of RKI's notes and other transaction fees and expenses. WPX's Ba1 CFR is supported by its large proved reserve and production scale and low financial leverage relative to similarly rated peers. The rating is restrained by WPX's concentration in natural gas, that results in cash margins and returns lower than peers. The company is increasing its oil production volumes and diversification through the development of its Bakken and San Juan Gallup properties as well as the RKI acquisition. This expansion will increase WPX's higher value oil production and improve its geographic diversification. The company forecasts that crude oil will account for over half of 2017 revenues. The capital intensive transition towards oil has resulted in rising debt levels to fund capital investments in excess of cash flows, periodically offset through asset sales proceeds. The Ba1 CFR incorporates Moody's expectation that the company will delever following the RKI deal through growth in EBITDA, potential further asset sales and limiting capital investments. Moody's expects that any further acquisitions will be limited to modest bolt-on purchases that would not materially impact WPX's leverage. The ratings could be downgraded if WPX does not successfully integrate the RKI acquisition, as well as maintain adequate liquidity, a retained cash flow to debt ratio of at least 20% and debt to average daily production below $20,000/boe. The ratings could be upgraded if WPX were to generate retained cash flow to debt greater than 35% and maintain a leveraged full cycle ratio of at least 1.5x. WPX's SGL-3 Speculative Liquidity Rating reflects the company's adequate liquidity profile through mid-2016, supported by its cash flow from operations and availability under its $1.5 billion unsecured revolving credit facility due 2019. It will maintain minimal cash balances following the acquisition. WPX would have $1.3 billion of availability under its revolver as of March 31, 2015, pro-forma for the acquisition and the divestiture of assets. (This does not include $315 million of letters of credit under separate uncommitted facilities.) The revolver has two financial covenants, a maximum leverage covenant and maximum debt to total capitalization covenant, that will be amended to accommodate the RKI acquisition. WPX will remain reliant on its revolver unless asset sales allow it to repay borrowings as free cash flow will remain negative due to elevated capital spending for drilling activities. WPX's next long-term debt maturity is $400 million of notes due in 2017. WPX Energy, Inc. is an independent exploration and production (E&P) company based in Tulsa, Oklahoma. WPX ENERGY: S&P Revises Outlook to Positive & Affirms 'BB' CCR -------------------------------------------------------------- Standard & Poor's Ratings Services revised its rating outlook on Tulsa, Oklahoma-based WPX Energy Inc. to positive from stable and affirmed its 'BB' corporate credit rating on the company. The outlook revision follows the announcement of WPX's proposed acquisition of RKI Exploration & Production LLC. At the same time, S&P assigned its 'BB' issue-level and '3' recovery rating to the company's proposed senior unsecured notes. The '3' recovery rating indicates S&P's expectation of meaningful (50% to 70%) recovery to lenders in the event of a payment default. S&P's recovery expectations are in the lower half of the 50% to 70% range. The assigned ratings are the same as the company's existing rated senior unsecured debt, including its unsecured credit facility. "The positive outlook on WPX reflects the potential for profitability to improve over the next one to two years as the company accelerates its shift to higher value crude oil," said Standard & Poor's credit analyst John Rogers. "The acquisition of RKI provides WPX with a foothold in the oil-rich Permian Basin, more specifically the Delaware Basin sub-area, where it will acquire approximately 92,000 net acres, 22,000 barrels of oil equivalent (boe) per day of production (53% oil), and about 102 million boe of proved reserves (39% oil)," said Mr. Rogers. S&P expects the company to finance the acquisition with a combination of debt, common equity, mandatory convertible preferred equity, and cash on hand. Although the transaction mkjhtand proposed financing will increase leverage over the next two years, leverage will remain appropriate for the rating. In addition, the company intends to execute on several non-core asset sales and use proceeds to pay down debt. The positive outlook reflects the potential for an upgrade over the next 12 months. An upgrade will depend upon WPX's improvement in its profitability as the company continues to execute on its strategy to shift production towards more oil, while controlling costs. S&P could raise the rating if profitability improved relative to peers and if the company maintained funds from operations (FFO) to debt above 20%. S&P could revise the outlook to stable if WPX's operating performance is weaker than expected, S&P's expectations of improved profitability fail to materialize, or if S&P expects FFO to debt fall below 20% on a sustained basis. XINERGY CORP: Bid to Form Equity Security Holders Committee Denied ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Western District of Virginia denied Jon Nix's motion for entry of an order directing the appointment of an Official Committee of Equity Security Holders in the Chapter 11 cases of Xinergy Ltd. Jon Nix, holder of approximately 18.5% of the issued and outstanding voting and non-voting shares of Xinergy Ltd., stated that the primary issue before the Court with the motion is whether Xinergy's shareholders as a group are adequately represented in the cases. Mr. Nix says the record in the cases and the Debtors' actions to date demonstrate that they are not, and if an Official Equity Committee is not appointed, the Debtors will continue to ignore shareholder interests and take affirmative steps to preclude equity from having a meaningful role in the Chapter 11 cases. Bristol Investment Fund. Ltd., the holder of approximately 7.25% of the issued and outstanding common stock of Xinergy Ltd., filed a joinder to the motion of Jon Nix, stating that the foundational principles of corporate law are built upon the rights of shareholders to exercise corporate governance rights regarding the affairs of the corporation in which they are owners. This is the essence of stock ownership. The Debtors have filed an adversary proceeding in this Court, seeking to enjoin shareholders from calling shareholder meeting. The Debtors and parties-in-interest opposed the motion. The Official Committee of Unsecured Creditors said Nix must produce competent valuation evidence demonstrating that it is appropriate to appoint an Equity Committee in the case pursuant to applicable case law. The Debtors related that the extraordinary remedy of appointing an official committee of equity security holders is not in the best interests of the Debtors' estates or creditors. According to the Debtors, Nix cannot meet his considerable burden of proving that the appointment of the committee is necessary to assure the adequate representation of equity holders. The ad hoc group of holders of the 9.25% senior secured notes issued by Xinergy, Ltd. and the lenders under the Debtors' postpetition secured term loan credit facility stated that appointment of an official equity committee is appropriate only in rare cases. This is not one of them, according to the noteholders. About Xinergy Ltd. Xinergy is a U.S. producer of metallurgical and thermal coal with mineral reserves, mining operations and coal properties located in the Central Appalachian ("CAPP") regions of West Virginia and Virginia. Xinergy's operations principally include two active mining complexes known as South Fork and Raven Crest located in Greenbrier and Boone Counties, West Virginia. Xinergy also leases or owns the mineral rights to properties located in Fayette, Nicholas and Greenbrier Counties, West Virginia and Wise County, Virginia. Collectively, Xinergy leases or owns mineral rights to approximately 72,000 acres with proven and probable coal reserves of approximately 77 million tons and additional estimated reserves of 40 million tons. Xinergy Ltd. and 25 subsidiaries commenced Chapter 11 bankruptcy cases (Bankr. W.D. Va. Lead Case No. 15-70444) on April 6, 2015. The cases have been assigned to Judge Paul M. Black. The cases are being jointly administered for procedural purposes. Xinergy Ltd. disclosed $36,968,445 in assets and $215,000,000 in liabilities as of the Chapter 11 filing. The Debtors tapped Hunton & Williams LLP as attorneys; Global Hunter Securities, as financial advisor, and American Legal Claims Services, LLC as claims, noticing and balloting agent. The U.S. Trustee appointed a two member official committee of unsecured creditors. The Committee tapped to retain McGuireWoods LLP as lead counsel, and Whiteford, Taylor & Preston, LLP as its local counsel. XINERGY CORP: Gaddy Okayed as Committee's Mining Consultant ----------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Virginia authorized the Official Committee of Unsecured Creditors in Xinergy Ltd., et al.'s cases to retain Gaddy Engineering Company as mining consultants. nunc pro tunc to June 1, 2015. According to the Committee, in addition to Gaddy, it has also sought permission to retain Whiteford, Taylor & Preston L.L.P., and McGuireWoods LLP as its legal counsel. The legal services provided by WTP and McGuireWoods will not be duplicative of the mining consulting Services provided by Gaddy. Instead, Gaddy's consulting Services will enhance WTP's and McGuireWoods' ability to advocate effectively for their clients—the Debtors' unsecured creditors. Gaddy's professionals who will be assigned in the engagement and their hourly rates are: 1. John C. Bullock, president, professional mining engineer and certified professional geologist $200 2. Phillip L. Longenecker, a professional mining engineer with approximately 45 years of experience working in the Appalachian Basin $195 3. Jason B. Weber, a manager of technological services and Gaddy's expert in the analysis of mining permits for details associated mine costs analysis and production optimization $125 4. Dusta M. Tanner, vice president, who provides support for a variety of client functions, including, but not limited to, the management of information, technology, and engineering support $125 5. Clerks $25 To the best of the Committee's knowledge, Gaddy is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Xinergy Ltd. Xinergy is a U.S. producer of metallurgical and thermal coal with mineral reserves, mining operations and coal properties located in the Central Appalachian ("CAPP") regions of West Virginia and Virginia. Xinergy's operations principally include two active mining complexes known as South Fork and Raven Crest located in Greenbrier and Boone Counties, West Virginia. Xinergy also leases or owns the mineral rights to properties located in Fayette, Nicholas and Greenbrier Counties, West Virginia and Wise County, Virginia. Collectively, Xinergy leases or owns mineral rights to approximately 72,000 acres with proven and probable coal reserves of approximately 77 million tons and additional estimated reserves of 40 million tons. Xinergy Ltd. and 25 subsidiaries commenced Chapter 11 bankruptcy cases (Bankr. W.D. Va. Lead Case No. 15-70444) on April 6, 2015. The cases have been assigned to Judge Paul M. Black. The cases are being jointly administered for procedural purposes. Xinergy Ltd. disclosed $36,968,445 in assets and $215,000,000 in liabilities as of the Chapter 11 filing. The Debtors tapped Hunton & Williams LLP as attorneys; Global Hunter Securities, as financial advisor, and American Legal Claims Services, LLC as claims, noticing and balloting agent. The U.S. Trustee appointed a two member official committee of unsecured creditors. The Committee tapped to retain McGuireWoods LLP as lead counsel, and Whiteford, Taylor & Preston, LLP as its local counsel. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re Jai Shri Ambe, Inc. Bankr. M.D. Fla. Case No. 15-05704 Chapter 11 Petition filed June 30, 2015 See http://bankrupt.com/misc/flmb15-05704.pdf represented by: Scott W Spradley, Esq. LAW OFFICES OF SCOTT W SPRADLEY PA E-mail: scott.spradley@flaglerbeachlaw.com In re CityGolf/Boston, LLC Bankr. D. Mass. Case No. 15-12578 Chapter 11 Petition filed June 30, 2015 See http://bankrupt.com/misc/mab15-12578.pdf represented by: David G. Baker, Esq. E-mail: david@bostonbankruptcy.org In re 54 Suffolk St LLC Bankr. D. Mass. Case No. 15-41265 Chapter 11 Petition filed June 30, 2015 See http://bankrupt.com/misc/mab15-41265.pdf represented by: Robert W Kovacs, Jr, Esq. LAW OFFICE OF ROBERT W. KOVACS, JR. E-mail: bknotices@rkovacslaw.com In re Saco Inc. Bankr. D. Md. Case No. 15-19174 Chapter 11 Petition filed June 30, 2015 See http://bankrupt.com/misc/mdb15-19174.pdf represented by: Tate Russack, Esq. RUSSACK ASSOCIATES, LLC E-mail: tate@russacklaw.com In re Durant Mechanical & Electrical Contractors, LLC Bankr. E.D. Mich. Case No. 15-49884 Chapter 11 Petition filed June 30, 2015 See http://bankrupt.com/misc/mieb15-49884.pdf represented by: William C. Babut, Esq. RUSSACK ASSOCIATES, LLC E-mail: wbabut@babutlaw.com In re Tom Duckett and Michelle Duckett Bankr. D.N.M. Case No. 15-11758 Chapter 11 Petition filed June 30, 2015 In re M.S.G. Restoration Corp Bankr. S.D.N.Y. Case No. 15-22914 Chapter 11 Petition filed June 30, 2015 See http://bankrupt.com/misc/nysb15-22914.pdf represented by: Narissa A. Joseph, Esq. LAW OFFICES OF NARISSA A. JOSEPH E-mail: njosephlaw@aol.com In re Miller Floors, Inc. Bankr. W.D. Okla. Case No. 15-12454 Chapter 11 Petition filed June 30, 2015 See http://bankrupt.com/misc/okwb15-12454.pdf represented by: Stephen J. Moriarty, Esq. FELLERS SNIDER E-mail: smoriarty@fellerssnider.com In re Builders Plus of North Texas, L.L.C. Bankr. E.D. Tex. Case No. 15-41163 Chapter 11 Petition filed June 30, 2015 See http://bankrupt.com/misc/txeb15-41163.pdf represented by: John Paul Stanford, Esq. QUILLING, SELANDER, LOWNDS, ET AL E-mail: jstanford@qslwm.com In re John Robert Lampl Bankr E.D. Va. Case No. 15-12275 Chapter 11 Petition filed June 30, 2015 In re 4 Point Lake LLC Bankr. W.D Wash. Case No. 15-43091 Chapter 11 Petition filed June 30, 2015 See http://bankrupt.com/misc/wawb15-43091.pdf filed Pro Se In re Coach Stage, Inc. dba Stagecoach Cafe Bankr. S.D. Ala. Case No. 15-02062 Chapter 11 Petition filed July 1, 2015 See http://bankrupt.com/misc/alsb15-02062.pdf represented by: Robert M. Galloway, Esq. GALLOWAY WETTERMARK EVEREST RUTENS & GAILLARD E-mail: bgalloway@gallowayllp.com In re Tzu Ling Hsu Bankr. C.D. Cal. Case No. 15-20572 Chapter 11 Petition filed July 1, 2015 In re Nhi A TU and Julie Voang Bankr. C.D. Cal. Case No. 15-20592 Chapter 11 Petition filed July 1, 2015 In re Joseph O Astorga Bankr. M.D. Fla. Case No. 15-06908 Chapter 11 Petition filed July 1, 2015 In re Lisa Lobman Bankr. S.D. Fla. Case No. 15-21972 Chapter 11 Petition filed July 1, 2015 In re Luke Dewey and Jaimie L Dewey Bankr. N.D. Ill. Case No. 15-81747 Chapter 11 Petition filed July 1, 2015 In re Quality Auto, Inc - Collision Center Bankr. N.D. Ill. Case No. 15-81748 Chapter 11 Petition filed July 1, 2015 See http://bankrupt.com/misc/ilnb15-81748.pdf represented by: Bernard J. Natale, Esq. LAW OFFICE OF BERNARD J. NATALE, LTD. E-mail: natalelaw@bjnatalelaw.com In re Robert Wurtzel and Regina Wurtzel Bankr. E.D. La. Case No. 15-11657 Chapter 11 Petition filed July 1, 2015 In re The Fulton Street Corporation Bankr. D. Mass. Case No. 15-41280 Chapter 11 Petition filed July 1, 2015 See http://bankrupt.com/misc/mab15-41280.pdf represented by: Laurel E. Bretta, Esq. BRETTA & GRIMALDI, PA E-mail: bglaw@lbretta.com In re Upper Midwest Sealcoat Manufacturing, LLC Bankr. D. Minn. Case No. 15-42363 Chapter 11 Petition filed July 1, 2015 See http://bankrupt.com/misc/mnb15-42363.pdf represented by: Michael F McGrath, Esq. RAVICH MEYER KIRKMAN & MCGRATH NAUMAN E-mail: mfmcgrath@ravichmeyer.com In re James B. Martin MD LLC Bankr. S.D. Miss. Case No. 15-51053 Chapter 11 Petition filed July 1, 2015 See http://bankrupt.com/misc/mssb15-51053.pdf represented by: James G McGee, Jr, Esq. LAW OFFICE OF JAMES G. MCGEE, JR. PLLC E-mail: jmcgee@mcgeetaxlaw.com In re Walter Tote Bankr. E.D.N.C. Case No. 15-03620 Chapter 11 Petition filed July 1, 2015 In re Steve Pandi Bankr. D. Ariz. Case No. 15-08302 Chapter 11 Petition filed July 2, 2015 In re Robert L. Critchfield and Theresa A. Critchfield Bankr. D. Ariz. Case No. 15-08324 Chapter 11 Petition filed July 2, 2015 In re Oracle Project I, LLC Bankr. D. Ariz. Case No. 15-08330 Chapter 11 Petition filed July 2, 2015 See http://bankrupt.com/misc/azb15-08330.pdf represented by: Jeffrey M. Neff, Esq. LAW OFFICE OF JEFFREY M. NEFF, P.C. E-mail: Jeff@Nefflawaz.com In re Guya Corp., A California Corporation Bankr. C.D. Cal. Case No. 15-12281 Chapter 11 Petition filed July 2, 2015 See http://bankrupt.com/misc/cacb15-12281.pdf represented by: Stephen L Burton, Esq. E-mail: steveburtonlaw@aol.com In re Evarus Inc. Bankr. C.D. Cal. Case No. 15-13366 Chapter 11 Petition filed July 2, 2015 See http://bankrupt.com/misc/cacb15-13366.pdf represented by: Christopher P. Walker, Esq. LAW OFFICE OF CHRISTOPHER P. WALKER, P.C. E-mail: cwalker@cpwalkerlaw.com In re Desert Moon Properties LLC Bankr. C.D. Cal. Case No. 15-16687 Chapter 11 Petition filed July 2, 2015 See http://bankrupt.com/misc/cacb15-16687.pdf filed Pro Se In re Jason Leon Winborne Bankr. C.D. Cal. Case No. 15-20597 Chapter 11 Petition filed July 2, 2015 In re Jennifer L. Accristo and Bernard Raymond Accristo Bankr. N.D. Cal. Case No. 15-30867 Chapter 11 Petition filed July 2, 2015 In re John E. Tracey and Patricia M. Tracey Bankr. S.D. Fla. Case No. 15-22094 Chapter 11 Petition filed July 2, 2015 In re Rebecca Landau Bankr. N.D. Ga. Case No. 15-21330 Chapter 11 Petition filed July 2, 2015 In re L. Fromelius Investement Properties, LLC Bankr. N.D. Ill. Case No. 15-22943 Chapter 11 Petition filed July 2, 2015 See http://bankrupt.com/misc/ilnb15-22943.pdf represented by: Ariane Holtschlag, Esq. LAW OFFICE OF WILLIAM J. FACTOR, LTD. E-mail: aholtschlag@wfactorlaw.com In re Gerald Edwin Harris, Jr. and Sandra Jo Harris Bankr. E.D Mo. Case No. 15-44960 Chapter 11 Petition filed July 2, 2015 In re Steven F. Kimmel and Elise L. Kimmel Bankr. D.N.J. Case No. 15-22547 Chapter 11 Petition filed July 2, 2015 In re Irini Laskaratos Bankr. E.D.N.Y. Case No. 15-43088 Chapter 11 Petition filed July 2, 2015 In re Eles Realty Company, Inc Bankr. W.D. Pa. Case No. 15-22404 Chapter 11 Petition filed July 2, 2015 See http://bankrupt.com/misc/pawb15-22404.pdf represented by: Shawn N. Wright, Esq. LAW OFFICE OF SHAWN N. WRIGHT E-mail: shawn@shawnwrightlaw.com In re Project Reach Ministries Bankr. D.S.C. Case No. 15-03503 Chapter 11 Petition filed July 2, 2015 See http://bankrupt.com/misc/scb15-03503.pdf represented by: Robert A. Pohl, Esq. POHL, P.A. E-mail: robert@pohlpa.com In re Stuart Martin Ledis Bankr. S.D. Fla. Case No. 15-22105 Chapter 11 Petition filed July 3, 2015 In re Sunny Ramaswami Dewakar Bankr. E.D. Va. Case No. 15-12311 Chapter 11 Petition filed July 3, 2015 In re Eric Thomas Peters and Sherry Lynn Peters Bankr. N.D. Cal. Case No. 15-52210 Chapter 11 Petition filed July 5, 2015 In re Vintaco Inc. Bankr. S.D.N.Y. Case No. 15-11762 Chapter 11 Petition filed July 5, 2015 See http://bankrupt.com/misc/nysb15-11762.pdf represented by: Rachel S. Blumenfeld, Esq. LAW OFFICES OF RACHEL S. BLUMENFELD E-mail: rblmnf@aol.com In re ACME Graphic Arts Finishing, Inc. Bankr. C.D. Cal. Case No. 15-20720 Chapter 11 Petition filed July 6, 2015 See http://bankrupt.com/misc/cacb15-20720.pdf represented by: Vanessa M Haberbush, Esq. HABERBUSH & ASSOCIATES LLP E-mail: vhaberbush@lbinsolvency.com In re Paul Edward Michelin Bankr. D. Colo. Case No. 15-17476 Chapter 11 Petition filed July 6, 2015 In re Lawnwood Associates, LLC Bankr. S,D, Fla. Case No. 15-22193 Chapter 11 Petition filed July 6, 2015 See http://bankrupt.com/misc/flsb15-22193.pdf represented by: Nadine V. White-Boyd, Esq. MARKARIAN, FRANK, WHITE-BOYD & HAYES E-mail: nwbbnk@fwbpa.com In re Kenneth Alan Sargent Bankr. N.D. Ga. Case No. 15-41550 Chapter 11 Petition filed July 6, 2015 In re Gudelia Garcia Maqueda Bankr. D. Nev. Case No. 15-13903 Chapter 11 Petition filed July 6, 2015 In re Gus Hionas and Joyce Hionas Bankr. D.N.J. Case No. 15-22628 Chapter 11 Petition filed July 6, 2015 In re Jerry R. Samaniego Bankr. D.N.M. Case No. 15-11807 Chapter 11 Petition filed July 6, 2015 In re Bernida Gonzalez Bankr. E.D.N.Y. Case No. 15-43117 Chapter 11 Petition filed July 6, 2015 In re Keptes, LLC Bankr. W.D.N.Y. Case No. 15-20772 Chapter 11 Petition filed July 6, 2015 See http://bankrupt.com/misc/nywb15-20772.pdf filed Pro Se In re R.A.E.D. Investments, Inc. Bankr. W.D. Pa. Case No. 15-22445 Chapter 11 Petition filed July 6, 2015 See http://bankrupt.com/misc/pawb15-22445.pdf filed Pro Se In re Peak Promotions Inc Of Clarksville Bankr. M.D. Tenn. Case No. 15-04613 Chapter 11 Petition filed July 6, 2015 See http://bankrupt.com/misc/tnmb15-04613.pdf represented by: Steven L. Lefkovitz, Esq. LAW OFFICES LEFKOVITZ & LEFKOVITZ E-mail: slefkovitz@lefkovitz.com In re Go! Rehab, P.A. Bankr. N.D. Tex. Case No. 15-32772 Chapter 11 Petition filed July 6, 2015 See http://bankrupt.com/misc/txnb15-32772.pdf represented by: Marcus Jermaine Watson, Esq. M. J. WATSON & ASSOCIATES, P.C. E-mail: jwatson@mjwatsonlaw.com In re Robert Michael Tubb Bankr. N.D. Tex. Case No. 15-32774 In re Paul Edward Vickrey Bankr. W.D. Tex. Case No. 15-10890 Chapter 11 Petition filed July 6, 2015 In re Rollston Banks, LLC Bankr. W.D. Tex. Case No. 15-51617 Chapter 11 Petition filed July 6, 2015 See http://bankrupt.com/misc/txwb15-51617.pdf represented by: Dean William Greer, Esq. E-mail: dwgreer@sbcglobal.net In re Robert E. Thompson, MD, A Professional Corporation Bankr. E.D. Cal. Case No. 15-12310 Chapter 11 Petition filed July 7, 2015 See http://bankrupt.com/misc/cacb15-12310.pdf represented by: Mufthiha Sabaratnam, Esq. SABARATNAM AND ASSOCIATES - L.A. Email: pke115mfs@yahoo.com In re George James Salwasser Bankr. E.D. Cal. Case No. 15-12705 Chapter 11 Petition filed July 7, 2015 In re CPS Partners Unlimited, LLC Bankr. M.D. Ga. Case No. 15-30702 Chapter 11 Petition filed July 7, 2015 See http://bankrupt.com/misc/gamb15-30702.pdf filed Pro Se In re E&D Enterprises, Inc. Bankr. M.D. Ga. Case No. 15-30703 Chapter 11 Petition filed July 7, 2015 See http://bankrupt.com/misc/gamb15-30703.pdf filed Pro Se In re Leafs Hockey Club, Inc. Bankr. N.D. Ill. Case No. 15-23198 Chapter 11 Petition filed July 7, 2015 See http://bankrupt.com/misc/ilnb15-23198.pdf represented by: Michael L. Gesas, Esq. ARNSTEIN & LEHR, LLP E-mail: mlgesas@arnstein.com In re The Gain (NY) LLC Bankr. E.D.N.Y. Case No. 15-43123 Chapter 11 Petition filed July 7, 2015 See http://bankrupt.com/misc/nyeb15-43123.pdf represented by: Vincent F Spata, Esq. E-mail: vfspata@gmail.com In re Roger Havranek Bankr. D. Or Case No. 15-33278 Chapter 11 Petition filed July 7, 2015 ********* 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 ***