/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/150721.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, July 21, 2015, Vol. 19, No. 202 Headlines AEROGROW INTERNATIONAL: Issues 799,553 shares to SMG Growing AEROGROW INTERNATIONAL: SMG Growing Media Reports 39.2% Stake AFFIRMATIVE INSURANCE: BDO USA Replaces KPMG LLP as Accountants ALION SCIENCE: Moody's Assigns 'B1' Rating on $320MM Bank Loan ALTEGRITY INC: Dismissal of "Brink" Tort, RICO Claims Affirmed AMERICAN COMMERCE: Posts $51,000 Net Loss for First Quarter ARCH COAL: Gets Requisite Consent for 2020 Exchange Offer ARTHUR MERGER: Moody's Assigns 'B3' Corporate Family Rating ATARI INC: Assets to be Sold by Alden Global at July 31 Auction ATLANTIC & PACIFIC: Case Summary & 40 Largest Unsecured Creditors ATLANTIC & PACIFIC: Returns to Chapter 11 to Sell Stores BAHA MAR: Balks at Bahamian Govt. Seeking Winding Up BANKRATE INC: Moody's Confirms B1 CFR & Revises Outlook to Stable BATE LAND: BLC Granted Leave to Appeal Sec. 1129 Finding BAXANO SURGICAL: Court OKs Hiring of Rust Omni as Service Provider BAYOU SHORES: Dist. Court Reverses Orders Over Medicare Agreement BIRMINGHAM COAL: Hires Ogletree Deakins as Special Counsel BIRMINGHAM COAL: Taps Simpson McMahan as Special Counsel BOOMERANG TUBE: No Outstanding Objections to Zolfo Hiring BOOMERANG TUBE: Resolves UST Concerns to Lazard Hiring BR ENTERPRISES: Denies Bid of Central Valley to Lift Stay BUDD COMPANY: Has Exclusive Right to File Plan Until Sept. 30 BUILDERS FIRSTSOURCE: Offering $750M Unsecured Notes Due 2023 CAL DIVE INT'L: Fee Examiner Wants to Hire OEB as Counsel CAL DIVE INT'L: Taps Hilco as Exclusive Marketing & Sales Agent COCO BEACH GOLF: Employs Charles A. Cuprill as Bankruptcy Counsel COCO BEACH GOLF: Hires Luis R. Carrasquillo as Fin'l Consultant COLUMBIA HOSPITALITY: Case Summary & 11 Top Unsecured Creditors CONSTELLATION BRANDS: S&P Assigns 'BB+' Rating on $1.27BB Loan CORE ENTERTAINMENT: S&P Lowers Corporate Credit Rating to 'SD' DIAMONDBACK ENERGY: Moody's Raises CFR to B1, Outlook Stable DTS8 COFFEE: Vis Vires Reports 9.9% Stake as of July 17 EAST COAST BROKERS: Curry Law's Bid to Withdraw Reference Denied EL PASO CHILDREN'S: Applies to Retain Miller as Investment Banker EXCELITAS TECHNOLOGIES: S&P Lowers CCR to 'B-', Outlook Stable FREEDOM INDUSTRIES: Has Settlement with Chemstream, et al. GEORGETOWN MOBILE: Hires Enderle and Company as Accountant GEORGETOWN MOBILE: U.S. Bank Asks Court to Dismiss Ch. 11 Case GFI GROUP: Moody's Raises Issuer & Sr. Unsec. Debt Rating to Ba3 GT AUTOMATION: Approval of Lawyer Fees Upheld HEALTH NET: A.M. Best Puts 'bb' Issuer Credit Debt Rating on Review HOSTESS HOLDCO: Moody's Assigns 'B2' Corp. Family Rating I.E.C. RENTALS: Asks Court to Extend Exclusive Periods I.E.C. RENTALS: Court Okays Hiring of HBK as Forensic Accountant ITUS CORP: Amit Kumar Reports 8% Equity Stake as of June 15 ITUS CORP: Robert Berman Reports 7.4% Stake as of June 30 KEMPER CORP: A.M. Best Affirms 'bb' Preferred Stock Rating L & A AUTOMOTIVE: NY App. Div. Reverses Ruling in Long Oil Suit LEE STEEL: Creditors' Committee Files Rule 2019 Statement LEE STEEL: May Hold Auction for Assets on Aug. 11 LUCAS ENERGY: Audit Opinion Includes Going Concern Qualification MALIBU ASSOCIATES: Has Final Authorization to Access DIP Financing MARK VINCENT KAPLAN: Request to Use Funds for Personal Use Denied NORTH AMERICAN TUNGSTEN: Commences SISP; Gets CCAA Stay Extension PARKWAY PROPERTIES: Case Summary & 8 Largest Unsecured Creditors POMARE LTD: Can Sell Nimitz Property through Auction PTC SEAMLESS: Committee Hires McGuireWoods as Counsel PTC SEAMLESS: Court Approves Stonechiper as Conflicts Counsel PTC SEAMLESS: Files Amended Schedules and Statements RENAULT WINERY: Golf and Hotel Property Up for Sale SABINE OIL: Files Bankruptcy Lawsuit vs. WTC SABINE OIL: Proposes Guidelines to Protect NOLs SABINE OIL: Wants 30-Day Extension for Schedules & Statements SOO TRACTOR: Assets to Be Sold by ARMMCO at July 28 Auction STATE FISH: Ch. 11 Trustee Inks Settlement with Shareholders STATE FISH: Court Approves Variant Capital as Trustee's Banker UNIFIED 2020: Ch. 11 Trustee Seeks Conversion to Ch. 7 UNISYS CORP: Moody's Affirms 'B1' CFR & Revises Outlook to Neg. VERMILLION INC: Oracle Partners Buys 512,043 Common Shares VERMILLION INC: Signs Underwriting Agreement with Canaccord WALTER ENERGY: Moody's Withdraws 'Ca' CFR Following Ch.11 Filing WASHINGTON HEIGHTS: Taps Berger Fischoff as Special Counsel WASHINGTON HEIGHTS: Taps Marshall Schiff as Special Counsel WAVE SYSTEMS: Receives NASDAQ Listing Non-Compliance Notice WPCS INTERNATIONAL: American Capital Holds 8.3% Stake as of July 14 WPCS INTERNATIONAL: Iroquois Reports 9.9% Stake as of July 14 X-WING AVIATION: Case Summary & 20 Largest Unsecured Creditors [^] Large Companies With Insolvent Balance Sheet ********* AEROGROW INTERNATIONAL: Issues 799,553 shares to SMG Growing ------------------------------------------------------------ AeroGrow International, Inc., issued 799,553 shares of common stock to SMG Growing Media, a wholly owned subsidiary of The Scotts Miracle-Gro Company, pursuant to the Technology Licensing Agreement, Brand License and the Certificate of Designation of Series B Convertible Preferred Stock. As previously disclosed in a Current Report on Form 8-K filed with the SEC on April 23, 2013, payments to SMG Growing Media under the Technology Licensing Agreement, Brand License and the Certificate of Designation of Series B Convertible Preferred Stock are made in the Company's common stock, based upon the conversion price of the Series B Preferred Stock. About AeroGrow Boulder, Colo.-based AeroGrow International, Inc., is a developer, marketer, direct-seller, and wholesaler of advanced indoor garden systems designed for consumer use and priced to appeal to the gardening, cooking, and healthy eating, and home and office decor markets. AeroGrow reported a net loss attributable to common shareholders of $1.5 million on $17.9 million of net revenue for the year ended March 31, 2015, compared with a net loss attributable to common shareholders of $4.1 million on $9.3 million of of net revenue for the year ended March 31, 2014. As of March 31, 2015, the Company had $5.9 million in total assets, $4.6 million in total liabilities, all current, and $1.4 million total stockholders' equity. AEROGROW INTERNATIONAL: SMG Growing Media Reports 39.2% Stake ------------------------------------------------------------- In an amended Schedule 13G filed with the Securities and Exchange Commission, SMG Growing Media, Inc. and The Scotts Miracle-Gro Company disclosed that as of July 14, 2015, they beneficially owned 3,975,547 shares of common stock of AeroGrow International, Inc., which represents 39.2 percent of the shares outstanding. On July 14, 2015, the Issuer issued 799,553 shares of Common Stock to SMG, of which (i) 211,921 were issued as a dividend on the shares of Series B Preferred Stock purchased by SMG under the Purchase Agreement; (ii) 237,246 were issued as payment under the Technology License Agreement; and (iii) 350,386 were issued as payment under the Brand License Agreement. No funds were used to acquire the Common Stock pursuant to such issuances. A copy of the regulatory filing is available at: http://is.gd/YwjzgI About AeroGrow Boulder, Colo.-based AeroGrow International, Inc., is a developer, marketer, direct-seller, and wholesaler of advanced indoor garden systems designed for consumer use and priced to appeal to the gardening, cooking, and healthy eating, and home and office decor markets. AeroGrow reported a net loss attributable to common shareholders of $1.5 million on $17.9 million of net revenue for the year ended March 31, 2015, compared with a net loss attributable to common shareholders of $4.1 million on $9.3 million of of net revenue for the year ended March 31, 2014. As of March 31, 2015, the Company had $5.9 million in total assets, $4.6 million in total liabilities, all current, and $1.4 million total stockholders' equity. AFFIRMATIVE INSURANCE: BDO USA Replaces KPMG LLP as Accountants --------------------------------------------------------------- The Audit Committee of the Board of Directors of Affirmative Insurance Holdings, Inc. recently conducted a selection process to determine the Company's independent registered public accounting firm for the fiscal year ending Dec. 31, 2015. As a result of this process, the Committee approved the appointment of BDO USA LLP as the Company's independent registered public accounting firm for the fiscal year ending Dec. 31, 2015. This action effectively dismissed KPMG LLP as the Company's independent registered public accounting firm as of July 15, 2015. The reports of KPMG on the Company's consolidated financial statements for the fiscal years ended Dec. 31, 2014, and 2013 did not contain an adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles. KPMG's report on the consolidated financial statements of the Company as of and for the years ended Dec. 31, 2014, and 2013, contained a separate paragraph stating that "the Company's recent history of recurring losses from operations, its failure to comply with certain financial covenants in the senior secured and subordinated credit facilities, its need to meet debt repayment requirements and its failure to comply with the Illinois Department of Insurance minimum risk-based capital requirements raise substantial doubt about its ability to continue as a going concern. In connection with the audits of the Company's consolidated financial statements for the fiscal years ended Dec. 31, 2014, and 2013, and in the subsequent interim period through March 31, 2015, the Company said there were no disagreements with KPMG on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedures, which disagreement if not resolved to the satisfaction of KPMG. About Affirmative Insurance Addison, Tex.-based Affirmative Insurance Holdings, Inc., is a distributor and producer of non-standard personal automobile insurance policies for individual consumers in targeted geographic markets. Non-standard personal automobile insurance policies provide coverage to drivers who find it difficult to obtain insurance from standard automobile insurance companies due to their lack of prior insurance, age, driving record, limited financial resources or other factors. Non-standard personal automobile insurance policies generally require higher premiums than standard automobile insurance policies for comparable coverage. Affirmative Insurance reported a net loss of $32.2 million in 2014, compared to net income of $30.7 million in 2013. As of March 31, 2015, the Company had $312 million in total assets, $448 million in total liabilities and a $136 million total stockholders' deficit. KPMG LLP, in Dallas, Texas, issued a "going concern" qualification in its report on the consolidated financial statements for the year ended Dec. 31, 2014. The accounting firm noted that the Company's recent history of recurring losses from operations, its failure to comply with certain financial covenants in the senior secured and subordinated credit facilities, its need to meet debt repayment requirements and its failure to comply with the Illinois Department of Insurance minimum risk-based capital requirements raise substantial doubt about its ability to continue as a going concern. ALION SCIENCE: Moody's Assigns 'B1' Rating on $320MM Bank Loan -------------------------------------------------------------- Moody's Investors Service assigned provisional (P)B1 ratings to the proposed $320 million of new senior secured (first lien) bank term loan and revolving credit facilities and a (P)Caa1 rating to its proposed $120 million senior secured (second lien) term loan that are being arranged for Alion Science & Technology Corporation. Concurrently, Moody's placed all existing ratings for Alion and its current debt, including the company's Caa1 corporate family rating and B1 senior secured (first lien) and Caa1 senior secured (second lien) ratings under review, direction uncertain, with the ultimate outcome dependent on whether or not the planned initial public offering and debt refinancing is successfully completed. The assigned provisional ratings are subject to the receipt and review of final documentation and closing of the proposed refinancing transaction. Of note, the refinancing is contingent on the successful execution of the company's IPO. The company's speculative grade liquidity rating ("SGL") was lowered to SGL-4 from SGL-3, indicating a deemed "weak" liquidity profile absent successful completion of the proposed transaction. Proceeds from the proposed bank debt placements together with $310 million of proceeds from the company's proposed IPO are expected to be used to repay existing debt as well as fund sizable transaction related expenses. The transaction would reduce funded debt by approximately $200 million and meaningfully reduce both cash interest expense and required amortization payments compared to currently stipulated provisions under the company's existing debt structure. Ratings assigned: -- $40 million senior secured first lien revolving credit facility due 2020, (P)B1 (LGD-2) -- $280 million senior secured first lien term loan due 2021, (P)B1 (LGD-2) -- $120 million senior secured first lien term loan due 2022, (P)Caa1 (LGD-5) Ratings placed under review, direction uncertain: -- Corporate Family Rating, Caa1; -- Probability of Default Rating, Caa2-PD; -- $65 million senior secured revolving credit facility due 2018, B1 (LGD-1) -- $110 million first lien term loan A due 2018, B1 (LGD-2) -- $175 million first lien term loan B due 2019, B1 (LGD-2) -- $70 million second lien term loan due 2020, Caa1 (LGD-3) Ratings downgraded: -- Speculative Grade Liquidity Rating, to SGL-4 from SGL-3 Outlook: Ratings Under Review, Direction Uncertain RATINGS RATIONALE Alion's ratings were placed under review, direction uncertain, given the inherent uncertainty related to the company's forthcoming planned IPO and debt refinancing. If successfully completed, the company's CFR could be raised one notch to B3 from Caa1 given the beneficial pro forma impact this would have on liquidity, with a significant ensuing reduction of interest expense and requisite principal amortization payments compared to the existing debt structure. However, if the IPO and debt refinancing are not effectuated as proposed, and the company's existing debt structure remains in place, ratings will likely be lowered due to the company's deemed "weak" liquidity profile and the ensuing elevated risk of default given its currently very high debt service costs and our expectation that the company will otherwise be unable to satisfy the same. The provisional ratings are based on the expectation that the proposed IPO and refinancing are successfully executed, and that such a scenario would be reflective of a B3 CFR if the transactions close as proposed. The proposed transactions reduce financial leverage (as measured by Moody's adjusted debt/EBITDA) by more than 2 turns, to 5.7x, and lower cash interest expense by approximately $15 million such that EBIT/interest coverage improves to more than 1.5 times, from less than 1.0 time. The company's liquidity profile would improve post the transaction, primarily as a result of the aforementioned reduction in annual cash interest expense and lower requisite annual amortization payments under the current debt structure. If the proposed transaction is successfully executed, the SGL rating will likely be raised to SGL-3, denoting an adequate liquidity profile. However, based on the company's existing debt structure, the company's liquidity rating was lowered to SGL-4, from SGL-3. The SGL-4 liquidity rating reflects a "weak" forward profile due to sizable cash outflows associated with high interest expense and amortization payments under its current debt capitalization, particularly relative to its free cash flow generation, and what we assess to be little availability under its current revolver predicated in part by limited headroom under its existing fixed charge financial maintenance covenant. Alion Science and Technology Corporation provides scientific research, development, and engineering services related to national defense, homeland security, and energy and environmental analysis. Particular areas of expertise include agile engineering and rapid prototyping, naval architecture and engineering, defense operations, modeling and simulation, technology integration, information technology and wireless communications, energy and environmental services. Revenue for the last twelve months ended March 31, 2015 approximated $896 million. ALTEGRITY INC: Dismissal of "Brink" Tort, RICO Claims Affirmed -------------------------------------------------------------- The United States Court of Appeals for the District of Columbia Circuit affirmed the dismissal of Daniel Brink, et al.'s class-wide tort claims as well their Racketeer Influenced and Corrupt Organizations Act and Longshore Act claims against among other defendants, US Investigations Services, LLC and USIS International, Inc. Mr. Daniel Brink, joined by 31 other individuals, brought a class action lawsuit stemming from the workers' compensation benefits owed to class members under the Defense Base Act for injuries suffered while working for United States government contractors in Iraq and Afghanistan. In connection with their Base Act claims, Brink, et al., alleged that several government contractors, insurance companies, and third parties committed torts and violated the Longshore and Harbor Workers' Compensation Act, the RICO, and the Americans with Disabilities Act (ADA). The district court dismissed all of their claims. The Circuit Court affirmed the dismissal of the class-wide tort claims as well the RICO and Longshore Act claims, but maintained that the dismissal does not preclude any individual appellants from bringing independent claims outside of the Base Act's statutory scheme. With respect to the ADA claims brought by three individual appellants, the Circuit Court remanded to the district court to reconsider and explain its denial of leave to amend the complaint. The Circuit Court vacated the district court's denial of the appellants' motion for reconsideration and leave to file an amended complaint, and remanded to the district court to explain its decision not to grant leave to some of the appellants to correct the defects in their ADA claims. The appeals case is DANIEL BRINK, ET AL., Appellants, v. CONTINENTAL INSURANCE COMPANY, ET AL., Appellees, Case No. 13-7165, (D.C. Cir.). A full-text copy of Judge Sentelle's judgment dated June 2, 2015 available at http://is.gd/3Htpn6from Leagle.com. Joshua T. Gillelan II, Esq., serves as counsel for appellants. Richard J. Doren, Esq. -- rdoren@gibsondunn.com -- of Gibson Dunn serves as counsel for Appellees. About Altegrity Inc. Altegrity Inc. provides background investigations for the U.S. government; employment background and mortgage screening for commercial customers; technology-driven legal services and software for data management; and investigative, analytic, consulting, due diligence, and security services. Altegrity is principally owned by investment funds affiliated with Providence Equity Partners. Altegrity Inc. and 37 of its affiliates filed Chapter 11 Bankruptcy petitions (Bankr. D. Del. Lease Case No. 15-10226) on Feb. 8, 2015. Jeffrey S. Campbell signed the petitions as president and chief financial officer. The Debtors disclosed total assets of $1.7 billion and total liabilities of $2.1 billion as of June 30, 2014. M. Natasha Labovitz, Esq., Jasmine Ball, Esq., and Craig A. Bruens, Esq., at Debevoise & Plimpton LLP serve as the Debtors' counsel. Joseph M. Barry, Esq., Ryan M. Bartley, Esq., and Edmon L. Morton, Esq., at Young, Conaway, Stargatt & Taylor, LLP, act as the Debtors' Delaware and conflicts counsel. Stephen Goldstein and Lloyd Sprung, at Evercore Group, LLC, are the Debtors' investment bankers. Kevin M. McShea and Carrianne J. M. Basler, at Alixpartners LLP serve as the Debtors' restructuring advisors. Prime Clerk LLC is the Debtors' claims and noticing agent. PricewaterhouseCoopers LLP serves as the Debtors' independent auditors. The Bankruptcy Court has scheduled for May 5, 2015, the hearing to consider the approval of the disclosure statement explaining the Debtor's plan, which proposes to liquidate the US Investigations Services. Land Line relates that USIS lost key federal background check contracts. The U.S. Trustee for Region 3 appointed six creditors to serve on the official committee of unsecured creditors. The Creditors' Committee retained Wilmer Cutler Pickering Hale & Dorr LLP, as lead counsel, and Bayard, P.A., as Delaware co-counsel. * * * Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for the District of Delaware on May 15, 2015, approved the disclosure statement explaining Altegrity, Inc., et al.'s Joint Chapter 11 Plan and scheduled the confirmation hearing for July 1, 2015, at 10:00 a.m. (prevailing Eastern time). As reported in the April 1, 2015 edition of the Troubled Company Reporter, the Debtors filed a Joint Chapter 11 Plan and accompanying disclosure statement that will delever the Company by approximately $700 million, or 40% of the Debtors' outstanding debt. The Plan provides for a 2.2% estimated recovery of allowed general unsecured claims, which total approximately $82,510,532. Holders of Secured Third Lien Notes Claims are poised to recover 7.7% of their estimated $66,304,133 total amount of claims. Holders of Secured Second Lien Notes Claims are poised to recover 48.4% of their estimated $519,265,011 total amount of claims. A full-text copy of the Disclosure Statement dated May 16, 2015, is available at http://bankrupt.com/misc/ALTEGRITYds0516.pdf AMERICAN COMMERCE: Posts $51,000 Net Loss for First Quarter ----------------------------------------------------------- American Commerce Solutions, Inc. filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $51,325 on $511,558 of net sales for the three months ended May 31, 2015, compared to net income of $59,957 on $608,886 of net sales for the same period in 2014. As of May 31, 2015, the Company had $4.8 million in total assets, $3.2 million in total liabilities and $1.6 million in total stockholders' equity. "The Company has incurred substantial operating losses since inception resulting in an accumulated deficit. Additionally, the Company is in default on several notes payable. These factors raise substantial doubt about the Company's ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent upon its ability to reverse negative operating trends, raise additional capital, and obtain debt financing," the Company said in the filing. "Management has revised its business strategy to include expansion into other lines of business through the acquisition of other companies in exchange for the Company's stock to facilitate manufacturing contracts under negotiation. In conjunction with the anticipated new contracts, management is currently negotiating new debt and equity financing, the proceeds from which would be used to settle outstanding debts at more favorable terms, to finance operations, and to complete additional business acquisitions. However, there can be no assurance that the Company will be able to raise capital, obtain debt financing, or improve operating results sufficiently to continue as a going concern." A copy of the Form 10-Q is available for free at: http://is.gd/3fBMHB About American Commerce American Commerce Solutions, Inc., headquartered in Bartow, Florida, is primarily a holding company with one wholly owned subsidiary; International Machine and Welding, Inc., is engaged in the machining and fabrication of parts used in heavy industry, and parts sales and service for heavy construction equipment. American Commerce reported a net loss of $130,000 for the year ended Feb. 28, 2015, compared to a net loss of $169,000 for the year ended Feb. 28, 2014. Messineo & Co., CPAs LLC, in Clearwater, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Feb. 28, 2015, citing that the Company has recurring losses resulting in an accumulated deficit and is in default of several notes payable. These conditions raise substantial doubt about its ability to continue as a going concern. ARCH COAL: Gets Requisite Consent for 2020 Exchange Offer --------------------------------------------------------- Arch Coal, Inc., announced the receipt of required consents in connection with its pending private offer to exchange new 6.25% Trust Certificates due 2021 and a cash payment for any and all of its outstanding 7.25% Senior Notes due 2020. In conjunction with the 2020 Exchange Offer, Arch solicited consents from holders of 2020 Notes to the adoption of proposed amendments to the indenture governing the 2020 Notes to modify certain restrictive covenants contained in such indenture to conform to Arch's other indentures, including with respect to the issuance of additional secured debt. Arch has received consents to the Proposed Amendments from holders of greater than a majority of the outstanding aggregate principal amount of 2020 Notes. The supplemental indenture to the indenture governing the 2020 Notes has been executed, however the provisions thereof will not be operative until all of the 2020 Notes that have been tendered prior to the date of the supplemental indenture have been accepted for exchange and exchanged in accordance with the terms of the 2020 Exchange Offer. Arch also announced the extension of (1) the 2020 Exchange Offer and (2) its pending private offer to exchange new Trust Certificates, 8.00% Senior Secured Notes due 2022 and 12.00% Senior Secured Second Lien Notes due 2023 for its outstanding 7.000% Senior Notes due 2019, 9.875% Senior Notes due 2019 and 7.250% Senior Notes due 2021. The 2020 Exchange Offer, originally set to expire at 12:00 midnight, New York City time, on July 30, 2015, has been extended and is now set to expire at 12:00 midnight, New York City time, on July 31, 2015. The Concurrent Exchange Offer, originally set to expire at 12:00 midnight, New York City time, on July 30, 2015, has been extended and is now set to expire at 12:00 midnight, New York City time, on Aug. 4, 2015. Additionally, the Early Tender Time for the 2020 Exchange Offer, originally set at 5:00 p.m., New York City time, on July 16, 2015, has been extended and is now set at 5:00 p.m. New York City time on July 17, 2015, and the Early Tender Time for the Concurrent Exchange Offer, originally set at 5:00 p.m., New York City time, on July 16, 2015, has been extended and is now set at 5:00 p.m. New York City time on July 21, 2015. The Withdrawal Deadline for both Exchange Offers has passed and tendered 2020 Notes and Old Notes may no longer be withdrawn and consents in respect of the 2020 Exchange Offer may no longer be revoked. As of 5:00 p.m. New York City time on July 16, 2015, approximately $414 million aggregate principal amount of 2020 Notes, $477 million aggregate principal amount of Old 7.000% 2019 Notes, $148 million aggregate principal amount of Old 9.875% 2019 Notes and $398 million aggregate principal amount of Old 7.250% 2021 Notes have been validly tendered pursuant to the Exchange Offers. Upon the terms and subject to the conditions of the 2020 Exchange Offer, and assuming no further tenders of 2020 Notes, holders of such tendered 2020 Notes would receive, in addition to the cash amounts specified in the terms of 2020 Exchange Offer, approximately $173 million aggregate principal amount of Trust Certificates. Upon the terms and subject to the conditions of the Concurrent Exchange Offer, and assuming no further tenders of 2020 Notes or Old Notes, all holders of each series of such tendered Old Notes would receive the same proportionate principal amount of (i) approximately $231 million aggregate principal amount of Trust Certificates, (ii) approximately $186 million aggregate principal amount of New 2022 Secured Notes and (iii) no New 2023 Secured Notes. Arch has made alternative arrangements on similar economic terms for holders of the 2020 Notes not eligible to participate in the 2020 Exchange Offer. Those arrangements have an early participation deadline of July 17, 2015, and an expiration date of July 31, 2015. Arch is providing the extensions with respect to the 2020 Exchange Offer solely to align the expiration time and Early Tender Time for the 2020 Exchange Offer with those dates. The offering documents for the 2020 Exchange Offer and the Concurrent Exchange Offer will be distributed only to holders of 2020 Notes or Old Notes that complete and return a letter of eligibility confirming that they are Eligible Holders. Copies of the eligibility letter are available to holders through the information agent for the Exchange Offers, Ipreo LLC, at (888) 593-9546 (U.S. toll-free) or (212) 849-3880. Holders of the 2020 Notes that are not Eligible Holders will not be able to receive the 2020 Exchange Offering Memorandum and the Consent and Letter of Transmittal or to participate in the 2020 Exchange Offer. However, Arch will make alternative arrangements on equivalent economic terms to the 2020 Exchange Offer for holders ineligible to participate in the 2020 Exchange Offer. Those holders should contact Investor Relations at Arch by calling (314) 994-2700, and, after furnishing proof that they are not Eligible Holders, will receive information about arrangements available to them. The 2020 Exchange Offer is made only by, and pursuant to the terms of, the 2020 Exchange Offering Memorandum and the Consent and Letter of Transmittal, and the information in this news release is qualified by reference thereto. Holders of the Old Notes that are not Eligible Holders will not be able to receive the Concurrent Exchange Offering Memorandum and the Letter of Transmittal or to participate in the Concurrent Exchange Offer. About Arch Coal Arch Coal, Inc.'s primary business is the production of thermal and metallurgical coal from surface and underground mines located throughout the United States, for sale to utility, industrial and steel producers both in the United States and around the world. The Company currently operates mining complexes in West Virginia, Maryland, Virginia, Illinois, Wyoming and Colorado. Arch Coal reported a net loss of $558.3 million in 2014, a net loss of $641.8 million in 2013 and a net loss of $683.7 million in 2012. As of March 31, 2015, Arch Coal had $8.3 billion in total assets, $6.7 billion in total liabilities and $1.5 billion in total stockholders' equity. * * * The Troubled Company Reporter, on July 8, 2015, reported that Fitch Ratings has downgraded the Issuer Default Rating of Arch Coal, Inc. to 'C' from 'CCC'. The downgrade follows Arch Coal's announcements of exchange offers which Fitch considers Distressed Debt Exchanges in accordance with Fitch's Distressed Debt Exchange criteria. The TCR, on May 6, 2015, reported that Moody's Investors Service downgraded the corporate family rating of Arch Coal, Inc to Caa3 from Caa1 and the probability default rating to Caa3-PD from Caa1-PD. The downgrade follows the continued stress on the coal sector, and the resulting deterioration in the company's credit metrics. At the same time, Moody's downgraded the ratings on the senior secured term loan and bank revolving facility to Caa1 from B2, the second lien notes to Caa3 from Caa1, and all unsecured notes to Ca, from Caa2. Moody's also affirmed the Speculative Grade Liquidity rating of SGL-3. The outlook is negative. As reported by the TCR on July 9, 2015, Standard & Poor's Ratings Services said it lowered its corporate credit rating on St. Louis-based Arch Coal Inc. to 'CC' from 'CCC+'. Standard & Poor's Ratings Services said it lowered its corporate credit rating on St. Louis-based Arch Coal Inc. to 'CC' from 'CCC+'. The rating action reflects Arch Coal's July 3, 2015, announcement of a private debt exchange offer for its senior unsecured debt. ARTHUR MERGER: Moody's Assigns 'B3' Corporate Family Rating ----------------------------------------------------------- Moody's Investors Service assigned a B3 Corporate Family Rating and B3-PD Probability of Default Rating to Arthur Merger Sub Corp., which will be merged into C.H.I. Overhead Doors, Inc. following the leveraged buyout of CHI by Kohlberg Kravis Roberts & Co., L.P. ("KKR") from the affiliates of Friedman Fleischer & Lowe, LLC. In related rating actions, Moody's assigned a B2 rating to the company's proposed first lien credit facilities, consisting of a $40 million revolving credit facility expiring 2020 and a $300 million term loan due 2022, as well as a Caa2 rating to the company's proposed $135 million second lien term loan due 2023. Proceeds from the new debt issuance along with a common equity contribution from the affiliates of KKR will be used to finance the acquisition of CHI. Upon the closing of the transaction, the existing ratings at C.H.I. Overhead Doors, Inc. will be withdrawn. The rating outlook is stable. Moody's assigned these ratings to Arthur Merger Sub Corp.: Corporate Family Rating assigned B3; Probability of Default Rating assigned B3-PD; Proposed first lien revolving credit facility, assigned B2 (LGD3); Proposed first lien term loan, assigned B2 (LGD3); and, Proposed second lien term loan, assigned Caa2 (LGD5). Outlook is Stable RATINGS RATIONALE CHI's B3 Corporate Family Rating reflects its leveraged capital structure following the buyout of the company by affiliates of KKR. Balance sheet debt is increasing by about 50% at closing, with an expected pro forma adjusted leverage of around 7.5x (ratios incorporate Moody's standard adjustments). Moody's projects leverage approaching 6.0x by the end of 2016, with improvement attributed to continued organic growth in the business. The repair and remodeling end market, the main driver of CHI's revenues, continues to expand, and CHI remains well positioned to take advantage of the upward trend. Debt service requirements will approximate $25 million per year at closing, and Moody's anticipates interest coverage (measured as EBITA-to-interest expense) will remain near 2.5x over the next 12 to 18 months. Even when considering Moody's expectations for CHI's key credit metrics to improve, the company remains limited by its business profile. CHI is small based on its revenues and absolute levels of earnings compared to other rated building products manufacturers, despite its robust EBITA margins. The company relies on what Moody's views as predominately a single line of business with demand for garage doors vulnerable to cyclical declines in discretionary consumer spending. CHI's use of only one manufacturing plant has allowed the company to provide consistent on-time weekly deliveries across its full product line, but reliance on the single site creates meaningful operational risk related to production disruptions. Moody's views any material reduction in CHI's balance sheet debt sourced from excess free cash flow as unlikely over the next 12 to 18 months. CHI's liquidity profile, characterized by good availability under its proposed revolving credit facility and sufficient free cash flow generation, allows the company to support its higher debt service payments while also meeting increased capital requirements from higher product demand. There are no term loan financial maintenance covenants and the revolver has a springing maximum first lien net leverage ratio based on facility availability that Moody's does not expect to be triggered over the next 12 months. The stable rating outlook incorporates our view that CHI's improved operating performance from sustained growth in its end markets over the next 12-18 months will provide some offset to its leveraged capital structure, resulting in debt credit metrics improving to levels suitable for the current rating given the company's operating profile. The B2 rating assigned to CHI's proposed $40 million first lien revolving credit facility and $300 million first lien term loan, one notch above the Corporate Family Rating, reflects the pledged collateral. The revolver and term loan rank pari passu to each other and both have a first lien interest on substantially all of the company's assets. CHI's material domestic subsidiaries provide upstream guarantees to the facility. The term loan amortizes at 1% per year with a bullet payment at maturity. The first lien facility also benefits from the priority lien on the collateral relative to the proposed second lien facility. The Caa2 rating assigned to CHI's proposed $135 million second lien term loan, two notches below the Corporate Family Rating, reflects its lien subordination on the collateral relative to the company's proposed first lien credit facility. The obligation has a second lien on substantially all of CHI's assets, and has an upstream guarantee from the company's material domestic subsidiaries. In a default scenario, the second lien term loan would be in a first-loss position that would weaken its recovery prospects; this is because collateral value would likely erode if the company defaults. An upgrade could ensue if CHI demonstrates a commitment to reducing leverage by generating higher levels of absolute earnings and using free cash flow towards debt reduction, such that: -- Adjusted debt-to-EBITDA is sustained below 4.75x (7.5x pro forma) A downgrade could ensue if CHI's operating performance falls below Moody's expectations, or if the company experiences a weakening in financial performance due to a decline in its end markets or erosion of market share, such that: -- Adjusted debt-to-EBITDA is sustained above 6.5x, or -- Free cash flow and the liquidity profile deteriorates C.H.I. Overhead Doors, Inc. headquartered in Arthur, Illinois, manufactures overhead doors for residential and commercial applications throughout the United States and Canada. Kohlberg Kravis Roberts & Co., L.P., through its affiliates, will be the primary owner of CHI. Revenues for the 12 months through March 31, 2015 totaled approximately $289 million. The principal methodology used in these ratings was Global Manufacturing Companies published in July 2014. ATARI INC: Assets to be Sold by Alden Global at July 31 Auction --------------------------------------------------------------- Pursuant to Section 9-610, 9-611, and 9-613 of the Uniform Commercial Code, Alden Global Value Recovery Master Fund LLP, as secured creditor of Atari SA et al., will sell the right, title and interest of Atari in certain equity interest owned by it and substantially all of the assets of the other Debtors to the highest qualified bidder through a public auction that will commence on July 31, 2015, at 10:00 a.m. (prevailing Eastern Time) at the offices of DLA Piper LLP (US), 1251 Avenue of the Americas, 27th Floor in New York, New York. Parties seeking to conduct due diligence or desiring other information regarding the auction may contact: Craig Martin DLA Piper Tel: (302) 468-5655 Email: craig.martin@dlapiper.com or Daniel Egan DLA Piper Tel: (212) 335-4754 Email: daniel.egan@dlapiper.com About Atari Atari -- http://www.atari.com/-- is a multi-platform, global interactive entertainment and licensing company. Atari owns and/or manages a portfolio of more than 200 games and franchises, including world renowned brands like Asteroids(R), Centipede(R), Missile Command(R), Pong(R), Test Drive(R), Backyard Sports(R), and Rollercoaster Tycoon(R). Atari Inc. and its U.S. affiliates filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Lead Case No. 13-10176) on Jan. 21, 2013, to break away from their unprofitable French parent company and secure independent capital. A day after its American unit filed for Chapter 11 bankruptcy protection, Paris-based Atari S.A. took a similar measure under Book 6 of that country's commercial code. Atari S.A. said it was filing for legal protection because its longtime backer BlueBay has sought to sell its 29% stake and demanded repayment by March 31 on a credit line of US$28 million that it cut off in December. On Feb. 15, 2013, the Court entered the order authorizing the employment and retention of Hunton & Williams LLP as counsel to the Debtors. On Feb. 5, 2013, the Debtors' board of directors was reconstituted. The reconstituted board of directors elected to retain alternate bankruptcy counsel. Hunton's retention as the Debtors' counsel terminated on Feb. 6, 2013. Ira S. Dizengoff, Esq., and Kristine G. Manoukian, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York, N.Y.; and Scott L. Alberino, Esq., at Akin Gump Strauss Hauer & Feld, LLP, in Washington, D.C., represent the Debtors as counsel. BMC Group is the claims and notice agent. Guy Davis and Susan Roski at Protiviti Inc. serve as financial advisors. Duff & Phelps Securities LLC serves as financial advisor to the Official Committee of Unsecured Creditors. Cathy Hershcopf, Esq., Jeffrey L. Cohen, Esq., and Robert B. Winning, Esq., at Cooley LLP serve as the Committee's counsel. Ken Coleman, Esq., and Jonathan Cho, Esq., at Allen & Overy LLP, serve as counsel to Atari S.A. Atari Inc. won bankruptcy court approval of its Plan of Liquidation on Dec. 5, 2013. It was declared effective on Dec. 24, 2014. The Plan provides a 25% recovery to unsecured creditors. Parent Atari SA will be contributing $3.42 million cash under the Plan and is waiving $310 million in claims. ATLANTIC & PACIFIC: Case Summary & 40 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- The Great Atlantic & Pacific Tea Company, Inc. 15-23007 2 Paragon Drive Montvale, NJ 07645 2008 Broadway, Inc. 15-23006 A&P Live Better, LLC 15-23008 A&P Real Property, LLC 15-23009 APW Supermarket Corporation 15-23010 APW Supermarkets, Inc. 15-23011 Borman's Inc. 15-23012 Delaware County Dairies, Inc. 15-23013 Food Basics, Inc. 15-23014 Kwik Save Inc. 15-23015 McLean Avenue Plaza Corp. 15-23016 Montvale Holdings, Inc 15-23017 Montvale-Para Holdings, Inc. 15-23018 Onpoint, Inc. 15-23019 Pathmark Stores, Inc. 15-23020 Plainbridge, LLC 15-23021 Shopwell, Inc. 15-23022 Super Fresh Food Markets, Inc. 15-23023 The Old Wine Emporium of Westport Inc 15-23024 Tradewell Foods of Conn., Inc. 15-23025 Waldbaum, Inc. 15-23026 Type of Business: Food and Drug Retailer Chapter 11 Petition Date: July 19, 2015 Court: United States Bankruptcy Court Southern District of New York (White Plains) Debtors' Counsel: Ray C Schrock, Esq. Garrett A. Fail, Esq. WEIL, GOTSHAL & MANGES LLP 767 Fifth Avenue New York, NY 10153 Tel: 212-310-8000 Fax: 212-310-8000 Email: ray.schrock@weil.com garrett.fail@weil.com Debtors' EVERCORE GROUP L.L.C Investment Banker: Debtors' FTI CONSULTING, INC. Financial Advisor: Debtors' HILCO REAL ESTATE, LLC, Real Estate Advisors: Debtors' PRIME CLERK LLC Claims, Noticing and Solicitation Agent: Estimated Assets: More than $1 billion Estimated Liabilities: More than $1 billion The petition was signed by Christopher W. McGarry, chief restructuring officer and chief administrative officer. Consolidated List of Debtors' 40 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ C & S Wholesale Grocers, Inc. Trade Debt $39,358,006 Attn.: President or General Counsel 7 Corporate Drive Keene, NH 03431 Tel: 603-354-7000 Fax: 603-354-4690 McKesson Drug Co. Trade Debt $8,353,950 Attn.: President or General Counsel One Post Street San Francisco, CA 94104 Tel: 415-983-8300 Fax: 415-983-9369 Facility Source, LLC Trade Debt $6,712,618 Attn.: President or General Counsel 200 E. Campus View Blvd., Ste. 301 Columbus, OH 43235 Tel: 800-896-9000 Fax: 614-318-1701 Coca-Cola Enterprises Trade Debt $4,757,348 Attn.: President or General Counsel 2500 Windy Ridge Parkway Atlanta, GA 30339 Tel: 678-260-3000 Fax: 404-676-4903 Mondelez Global LLC Trade Debt $3,162,367 Attn.: President or General Counsel 100 Deforest Avenue East Hanover , NJ 07936 Tel: 855-535-5648 Email: carol.ward@mdlz.com Garelick Farms Inc. Trade Debt $2,372,773 Attn.: President or General Counsel 1199 W Central St. Ste. 1 Franklin, MA 02038 Tel: 508-528-9000 Fax: 508-520-0307 Mindy Klarman Litigation $1,821,116 58 Erie Avenue Rockaway, NJ 07866 Manhattan Beer Trade Debt $1,202,040 Attn.: President or General Counsel 955 East 149th Street Bronx, NY 10455 Tel: 718-292-9300 Fax: 718-292-0125 Entenmann's Bakery Trade Debt $1,070,182 Attn.: President or General Counsel c/o Bimbo Bakeries USA 2810 Golden Mile Hwy Pittsburgh, PA 15239 Tel: 724-327-1854 Fax: 610-320-9286 Quad Graphics, Inc. Trade Debt $917,327 Attn.: President or General Counsel N61 W23044 Harry's Way Sussex, WI 53089-3995 Tel: 414-566-6000 Fax: 414-566-9558 Email: sxwdeliveryappt@qg.com CBA Industries Trade Debt $859,592 Attn.: President or General Counsel 669 River Drive Elmwood Park, NJ 07407-1717 Tel: 201-587-1717 Fax: 201-587-8308 Arnold Bakers Inc. Trade Debt $828,507 Attn.: President or General Counsel c/o Bimbo Bakeries USA 2810 Golden Mile Hwy Pittsburgh, PA 15239 Tel: 724-327-1854 Fax: 610-320-9286 Coremark/Klein Wholesale Dist. Trade Debt $810,200 Attn.: President or General Counsel 395 Oyster Point Blvd South San Francisco, CA 94080 Tel: 650-589-9445 Fax: 650-952-4284 S B Thomas Inc. Trade Debt $761,268 Attn.: President or General Counsel 191 Talmadge Road #5 Edison, NJ 08817 Tel: 732-287-0040 Fax: 732-287-0292 Utz Quality Foods Inc. Trade Debt $758,346 Attn.: President or General Counsel 900 High Street Hanover, PA 17331 Tel: 717-637-6644 Fax: 717-634-5890 Email: customerservice@utzsnacks.com Wise Foods Trade Debt $725,233 Attn.: President or General Counsel 228 Raseley Street Berwick, PA 18603 Tel: 888-759-4401 Fax: 570-759-4001 Tolt Solutions, Inc. Trade Debt $680,919 Attn.: President or General Counsel 3550 Rutherford Rd. Taylors, SC 29687 Tel: 704-206-7868 Fax: 704-509-2538 Email: marketing@toltsolutions.com Capital Wine & Spirits Trade Debt $664,951 Attn.: PJ Horgan - President 129 Hartman Road North Wales, PA 19454 Tel: 267-960-0900 Fax: 267-960-0901 Kellermeyer Bergensons Services LLC Trade Debt $650,921 Attn.: President or General Counsel 1575 Henthorne Drive Maumee, OH 43537 Tel: 419-867-4300 Fax: 800-288-1375 Email: hr@kbs-services.com Nebraskaland Trade Debt $649,020 Attn.: President or General Counsel 355 Food Center Drive Building-G Bronx, NY 10474 Tel: 718-842-0700 Fax: 718-842-2046 Email: customerservice@nebraskaland.com Keebler Biscuit Co. Trade Debt $624,030 Attn.: President or General Counsel 677 Larch Ave Elmhurst, IL 60126 Tel: 630-833-2900 Fax: 630-833-6961 Pepperidge Farm Inc. Bread Trade Debt $613,315 Attn.: President or General Counsel 595 Westport Ave Norwalk, CT 06851 Tel: 203-846-7000 Fax: 203-846-7369 Lehigh Valley Dairies Inc. Trade Debt $572,201 Attn.: President or General Counsel 880 Allentown Road Lansdale, PA 19446 Tel: 570-385-1884 Fax: 570-385-1686 Universal Environmental Trade Debt $538,378 Attn.: President or General Counsel 900 Merchants Concourse, Suite 214 Westbury, NY 11590 Tel: 800-552-0309 Fax: 516-489-3736 Email: jciardulli@uecny.com Western Union Financial Trade Debt $500,000 Attn.: President or General Counsel 12510 Belford Avenue Englewood, CO 80112 Tel: 720-332-1000 Fax: 720-332-4753 Mc Kee Baking Co Trade Debt $491,712 Attn.: President or General Counsel 10260 McKee Road Collegedale, TN 37315 Tel: 615-238-7111 Fax: 615-238-7127 Nestle DSD Company Ice Cream Trade Debt $482,348 Attn.: President or General Counsel 3863 Collections Center Drive Chicago, IL 60693 Tel: 510-652-8187 Email: karla.johnson@us.nestle.com Consolidated Edison Co-NY Trade Debt $465,536 Attn.: President or General Counsel 4 Irving Place New York, NY 10003 Tel: 212-460-4600 Fax: 212-673-1729 Flowers Baking Co of Lynchburg, LLC Trade Debt $446,551 Attn.: President or General Counsel 1905 Hollins Mill Road Lynchburg, VA 24503 Tel: 434-528-0441 Fax: 434-528-3413 R & R Marketing Trade Debt $435,551 Attn.: Credit Dept. 10 Patton Drive West Caldwell, NJ 07006 Tel: 973-228-5100 Fax: 973-403-8670 Two Paragon Drive LLC Rent $435,080 c/o Paragon Affiliates Attn.: President or General Counsel One Paragon Dr., Ste. 145 Montvale, NJ 07645 Tel: 201-391-5070 Masters Pharmaceutical Trade Debt $433,975 d/b/a River City Pharma Attn.: President or General Counsel 11930 Kemper Springs Drive Cincinnati, OH 45240 Tel: 513-354-2690 Fax: 513-354-2691 Email: info@mastersrx.com Brescome Barton Inc. Trade Debt $432,771 Attn.: President or General Counsel 69 Defco Park Rd. North Haven, CT 06473 Tel: 203-239-4901 Fax: 203-985-8205 Email: Sales@BrescomeBarton.com Stroehmann Bakeries Inc. Trade Debt $431,470 Attn.: President or General Counsel 255 Business Center Drive Horsham, PA 19044 Tel: 215-672-8010 Fax: 215-672-6988 Clare Rose Nassau Trade Debt $419,542 Attn.: Sean Rose, CEO 100 Rose Executive Blvd. East Yaphank, NY 11967 Tel: 631-475-1840 Fax: 631-475-1837 Email seanrose@clarerose.com Parmed Pharmaceuticals Inc. Trade Debt $409,752 Attn.: Daniel H. Movens - Senior VP 4220 Hyde Park Blvd. Niagara Falls, NY 14305-1798 Tel: 716-284-5666 Fax: 800-727-6330 Email dmovens@parmedpharm.com Snyder's of Hanover Trade Debt $401,018 Attn.: President or General Counsel 1250 York Street P O Box 6917 Hanover, PA 17331 Tel: 717-632-4477 Fax: 717-632-7207 Valassis Trade Debt $396,409 Attn.: President or General Counsel 19975 Victor Parkway/ Livonia, MI 48152 Tel: 734-591-3000 Fax: 860-285-6412 Snapple Distributors Inc. Trade Debt $391,795 Attn.: President or General Counsel 12891 Collections Center Dr. Chicago, Il 60693 Tel: 972-673-7000 Fax: 972-365-8150 Goya Foods Trade Debt $382,773 Attn.: President or General Counsel 350 County Road Jersey City, NJ 07307 Tel: 201-348-4900 Fax: 201-348-6609 ATLANTIC & PACIFIC: Returns to Chapter 11 to Sell Stores -------------------------------------------------------- The Great Atlantic & Pacific Tea Company, Inc., the 156-year-old, 297-store supermarket and liquor store chain, has sought Chapter 11 creditor protection once more, after lining up deals to sell 120 of its stores for $600 million. Those deals will keep the stores open. As part of the bankruptcy filing, Atlantic & Pacific also has decided to close 25 underperforming stores. It has yet to find buyers -- and is launching a separate sale process -- for the approximately 152 remaining stores. According to filings with the U.S. Bankruptcy Court for the Southern District of New York, A&P and its affiliates have signed an agreement to sell: -- 76 A&P, Superfresh, Pathmark stores to Acme Markets, Inc., in New Jersey, New York, Pennsylvania, Connecticut, Maryland, and Delaware for $255.7 million in cash plus the amount of the inventory plus prepaid expenses plus assume liabilities, subject to higher and better offers; -- 25 A&P, Pathmark and Waldaums stores in New York and New Jersey to The Stop & Shop Supermarket Company, LLC, for $146.3 million in cash plus inventory plus prepaid expenses, subject to adjustments, plus assumed liabilities, subject to higher and better offers; -- 19 Food Basics, Waldaums, A&P, Food Emporium and Pathmark stores in New Jersey and New York to Key Food Stores Co-Operative, Inc., for $27.55 million in cash plus inventory plus prepaid expenses, subject to adjustments, plus assumed liabilities, subject to higher and better offers. The Debtors also have engaged Hilco to solicit interest in the approximately 152 stores that are not currently the subject of the stalking horse bids. They will also seek to close 25 underperforming stores that are not or will not be included in the auctions and reject the leases associated with those stores. The Debtors said they have commenced Chapter 11 cases to implement a comprehensive asset sales strategy, which they say is critical to maximizing recoveries for all creditors and preserving thousands of jobs. Following an unsuccessful merger and acquisition process in 2014, the Debtors have refinanced their credit facilities and undertaken a strategic review process to find the best path forward to save jobs and maximize value. Since March 2015, the Debtors' board and management have been actively engaged in an extensive strategic review process to identify various alternatives for the Debtors' businesses. In that regard, Evercore Group LLC, the Debtors' investment bankers, actively marketed the Debtors' stores for going concern sales in an organized prepetition bidding process, contacting over 30 potential buyers, including strategic and financial buyers (the "Tier I Sale Process"). The Debtors received 8 bids as part of the Tier I Sale Process and, after extensive negotiations with the bidders and deliberations with their advisors, have entered into three stalking horse asset purchase agreements. The stalking horse bids provide for the going concern sale of 120 stores, which employ 12,500 employees, for an aggregate purchase price of almost $600 million (the "Stalking Horse Bids"). The Stalking Horse Bids are each subject to higher or better offers in accordance with the global bidding procedures. The Debtors are continuing to engage with other interested parties as part of the sale process and expect to enter into many transactions for the sale of additional stores on a going concern basis during the Chapter 11 cases. Although the Tier I Sale Process has so far been successful, the Debtors' strategic review process and the sale process have also confirmed to the Debtors' that their businesses are not sustainable over the long term under the current cost structure. No bidder has been willing to assume the Debtors' liabilities—in particular, the Debtors' substantial labor and pension obligations—in connection with a purchase of the Debtors' stores. To the contrary, the stalking horse bidders and all other bidders in the Tier I Sale Process conditioned their purchase of the Debtors' assets free and clear of all liabilities, such as liabilities arising under or related to the Debtors' collective bargaining agreements, including the multi-employer contribution and withdrawal liabilities relating thereto. That being said, the Stalking Horse Bids all contemplate negotiating with the Debtors' unions to reach agreements for employment with affected employees. The Debtors are hopeful that consensual agreements may be reached with affected unions. Given these and other considerations, the Debtors have concluded in the exercise of their business judgment and as fiduciaries for all of the Debtors' stakeholders that the best and only viable path to maximize the value of their business and preserve thousands of jobs is a strategic chapter 11 filing to facilitate sales free and clear of liabilities. It is the Debtors' judgment that if the Debtors cannot achieve free and clear sales within the required time periods prescribed by the APAs and the debtor-in-possession financing agreement, all of the value that has been created and preserved through the Debtors' prepetition strategic review and marketing process will be destroyed, and the Debtors will be left with no choice but to liquidate their business in a fire sale and piecemeal fashion. DIP Financing From Fortress The Debtors have secured a fully-committed Junior Lien DIP Facility in the amount of $100 million from Fortress Credit Group. Subject to Court approval, the Debtors expect to soon have approximately $50 million in bank cash available on their balance sheet and approximately $50 million in additional borrowing capacity upon entry of an interim order approving the Junior Lien DIP Facility, and an additional $50 million upon entry of a final order approving the Junior Lien DIP Facility. The Junior Lien DIP Facility, together with the consensual use of cash collateral, should provide the Debtors with sufficient liquidity to implement the Sale Strategy in an orderly and value-maximizing manner. Given the significant costs associated with continued operations, the Junior Lien DIP Facility imposes strict milestones on the Debtors to accomplish various objectives in a prompt and timely manner. In particular: * Within 10 days of the Commencement Date, the Debtors must file a motion to reject the 25 stores that are cash flow negative and have no real estate value (the "Initial Closing Stores"); * within 20 days of the Commencement Date, the Debtors must file a motion seeking entry of an order approving bidding and auction procedures in connection with the sale of the Debtors stores (with a minimum value of $275 million (excluding inventory and scripts) (the "363 Sales"); * Within 45 days of the Commencement Date, the Court must have entered the Bidding Procedures Order; * Within 60 days of the Commencement Date, the Debtors must vacate premises of each of the Initial Closing Stores; * On or before Oct. 15, 2015, the Court shall have entered orders approving the 363 Sales (with a minimum value of $275 million (excluding inventory and scripts); and * On or before Oct. 30, 2015, the Debtors shall have consummated the 363 Sales, pursuant to a purchase agreement entered into among the Debtors and the winning bidder(s) at the auctions. In addition, the DIP financing is conditioned on the modification of the Debtors' CBAs. Specifically, the Junior Lien DIP Facility requires that, within 30 days of the Commencement Date, the Debtors must reach agreements with their collective bargaining units, including the collective bargaining units applicable to the Initial Closing Stores, to implement store closing programs and other accommodations needed to facilitate the Sale Strategy. To the extent the Debtors and the unions do not reach agreement on these modifications within the requisite time frame, the Junior Lien DIP Facility requires the Debtors to file a motion for temporary relief from the Court pursuant to section 1113(e) of the Bankruptcy Code and to obtain entry of an order authorizing such relief within 45 days of the Commencement Date. Additionally, on or prior to the date of the entry of any Sale Order, the Debtors will either (i) have reached agreements in good faith with representatives of their collective bargaining units for relief from CBAs applicable to personnel of the stores subject to such sale, or (ii) shall have obtained entry of an order by the Court authorizing relief pursuant to section 1113(c) of the Bankruptcy Code. Global Bidding Procedures Pursuant to the Tier I Global Sales Motion, the Debtors seek approval of uniform bidding and auction procedures (the "Tier I Global Bidding Procedures") for all of their stores and related assets, including, but not limited to, the stores that are the subject of each of the Stalking Horse Bids (the "Tier I Process"). Under the Tier I Global Bidding Procedures, interested parties will have the opportunity to bid for any of the Debtors' stores, either individually or on a package basis, whether or not a particular store or package of stores is included in a Stalking Horse Bid. In order to top a Stalking Horse Bid, however, the Debtors must have received bids that individually or in combination with other bids that include all of the stores included in the Stalking Horse Bid are higher or better than such Stalking Horse Bid. In addition, during their negotiations with the Stalking Horse Purchasers, the Debtors insisted that certain of the Debtors' stores have significant standalone value and accordingly did not agree to stalking horse protections in the event of a higher or better bid or bids for such stores. For example, the A&P store located in Mount Kisco, New York, is the Debtors' best performing store with annual four-wall EBITDA of $9.2 million in fiscal year 2014. Based on their negotiations and discussions with interested bidders, the Debtors are confident that there is significant interest in the Mount Kisco store and that it should generate significantly greater value if auctioned on a standalone basis. Accordingly, although the Mount Kisco store is part of a Stalking Horse Bid, parties in interest may submit a bid, and the Debtors may conduct a separate auction, for just the Mount Kisco store without triggering a break-up fee or expense reimbursement. Interested parties are requested to submit non-binding indications of interest for any stores they may have an interest in purchasing by Aug. 24, 2015, with final bids to be submitted by September 11, 2015, all in accordance with the Tier I Global Bidding Procedures. This will provide the Debtors the best available and most complete information on the scope of interest for all of their stores in a timely and orderly fashion so the Debtors, in consultation with their advisors and key stakeholders, can make informed decisions on the sale of their stores. Under the Tier I Global Bidding Procedures, the Debtors will have the ability and time to evaluate each of the bids, identify any overlap and conduct auctions as necessary to maximize value for each of their stores and related assets. Given the current circumstances and the need for the Debtors to move as quickly as possible, the Tier I Global Bidding Procedures set forth an expeditious bidding and sale process with the following key proposed dates: * Aug. 10, 2015: Hearing on motion to Approve Global Sale Procedures; * Aug. 24, 2015: Global indication of interest date by which all interested parties should contact the Debtors to indicate their interest in any of the Debtors' stores. * Sept. 11, 2015: Global Bid Deadline for any store or packages of stores, whether or not such stores are included in a Stalking Horse Bid; * Sept. 18, 2015: Selection and publication of baseline bids * Sept. 24 – 25, 2015: Auction(s); * Oct. 1, 2015: Sale Hearing. No Buyers Yet for 150 Stores The Debtors have an extremely valuable real estate portfolio. The Debtors have engaged Hilco Real Estates LLC to provide real estate consulting services and to actively monetize their valuable real estate portfolio. Specifically, Hilco has been retained to solicit interest in the approximately 150 stores that are not currently the subject of a Stalking Horse Bid, plus any stores included in the Tier 1 Process that are not sold during such process (collectively, the "Tier II Stores"). To effectively market the Tier II Stores, negotiate and secure bids and conduct auctions, if necessary, to elicit the highest and best offers within the compressed timeline imposed by the DIP Milestones and Budget, all in order to maximize the value of the Debtors' remaining real estate portfolio, the Debtors require flexibility to move as expeditiously as possible. Accordingly, the Tier II Procedures Motion seeks authority for advance approval of omnibus procedures that will permit the Debtors to solicit proposals, negotiate transactions, provide break-up fee protections (if necessary and appropriate), hold auctions on an as-needed basis and consummate the highest and best offer, all while protecting the due process rights of all parties in interest and giving them and the Court a full and fair opportunity to review and consider the proposed transaction. In light of the sheer volume of Tier II Stores and the compressed timeline under which the Debtors must act to maximize value, the Debtors believe that the Tier II Store procedures are appropriate and provide the much-needed flexibility to maximize the value of the Debtors' real estate portfolio. Interested parties will be given adequate notice of the proposed transactions without incurring the administrative costs and delay associated with separately seeking Court approval for every single such transaction. Store Closings The Debtors seek to implement global procedures to effectuate the closing of underperforming stores that are not or will not be sold during the Tier I Process or the Tier II Process (the "Tier III Stores"). The Tier III Stores are generally characterized as having negative "four-wall" EBITDA and leasehold value locations. The Debtors' designed the Store Closing Procedures to provide them with an efficient mechanism to effectively address the three main requirements for closing any of their stores. The proposed Store Closing Procedures will provide the Debtors with the ability to liquidate inventory and the furniture, fixtures and equipment, and to sell or transfer prescription drug products and customer prescriptions (the "Store Closing Assets") that are associated with the Tier III Stores. The Store Closing Procedures will also provide the Debtors the ability to reject burdensome leases and sell, transfer or abandon certain surplus, obsolete, non-core, or burdensome assets without the need for a Court motion and hearing for each such action. Prior to the Commencement Date, the Debtors identified 25 Tier III Stores (referred to as the Initial Closing Stores) (i) that have a negative 4-wall EBITDA; (ii) for which no bids to acquire the store have been received after marketing; and (iii) that do not have a positive market value. The Initial Closing Stores contribute no value to the Debtors' balance sheet and will cost the Debtors approximately $20 million dollars in expense (inclusive of rent and labor costs) for the remainder of Fiscal Year 2015 alone. They need to be closed and vacated immediately to minimize further losses and costs associated therewith. In addition to the significant savings obtained in rejecting the leases underlying the Initial Closing Stores, however, the Debtors estimate that they will be able to recover approximately $48 million in gross sale proceeds from liquidating the Store Closing Assets located at the Initial Closing Stores. About Atlantic & Pacific Based in Montvale, New Jersey, The Great Atlantic & Pacific Tea Company, Inc., and its affiliates are one of the nation's oldest leading supermarket and food retailers, operating approximately 300 supermarkets, beer, wine, and liquor stores, combination food and drug stores, and limited assortment food stores across six Northeastern states. The primary retail operations consist of supermarkets operated under a variety of well known trade names, or "banners," including A&P, Waldbaum's, SuperFresh, Pathmark, Food Basics, The Food Emporium, Best Cellars, and A&P Liquors. The Company currently employs approximately 28,500 employees, over 90% of whom are members of one of twelve local unions whose members are employed by the Debtors under the authority of 35 separate collective bargaining agreements (collectively, the "CBAs"). Then with 429 stores, A&P and its affiliates filed Chapter 11 petitions (Bankr. S.D.N.Y. Case No. 10-24549) on Dec. 12, 2010, and in 2012 emerged from Chapter 11 bankruptcy as a privately held company with 320 supermarkets. On July, 19, 2015, with 300 stores, A&P and 20 affiliated debtors each filed a Chapter 11 petition (Bankr. S.D.N.Y.) after reaching deals for the going concern sales of 120 stores. The Debtors are seeking joint administration under Case No. 15-23007. As of Feb. 28, 2015, the Debtors reported total assets of $1.6 billion and liabilities of $2.3 billion. The Debtors tapped Weil, Gotshal & Manges LLP as counsel, Evercore Group L.L.C., as investment banker, FTI Consulting, Inc., as financial advisor, Hilco Real Estate, LLC, as real estate advisor, and Prime Clerk LLC, as claims and noticing agent. The Debtors' sale advisors can be contacted at: EVERCORE GROUP LLC Paul Billyard Tel: 212-857-3150 E-mail: billyard@evercore.com Will Jurist Tel: 212-849-3637 E-mail: William.jurist@evercore.com - and - HILCO REAL ESTATE LLC Gregory Apter E-mail: gapter@hilcoglobal.com Matt Tabloff E-mail: mtabloff@hilcoglobal.com BAHA MAR: Balks at Bahamian Govt. Seeking Winding Up ---------------------------------------------------- Baha Mar Ltd. issued the following statement with regard to the Prime Minister's decision announced on July 16: "The Bahamian Government's decision to seek a winding up of Baha Mar is both unnecessary and reactionary, puts Baha Mar's staff and assets at severe risk, and significantly jeopardizes the future of the resort. Baha Mar senior officials have been and continue to be in China engaged in ongoing discussions with both the general contractor and the lender. Yet, notwithstanding those good faith discussions, the Government announced on July 16 it will seek to liquidate Baha Mar, creating a distraction from these ongoing discussions. Here are the plain hard facts: Baha Mar adjourned a hearing on its application for recognition of the U.S. Bankruptcy Court's orders until July 20, such that the parties can negotiate a global resolution that would permit completion of the project. The matter was not adjourned for the Government to pursue legal remedies. Discussions seeking a consensual resolution between Baha Mar, China State Construction and The Export-Import Bank of China continued to take place in Beijing on July 17 -- even as the Prime Minister implemented this unnecessary action. Baha Mar believes that these parties have developed an understanding of what is needed to finish the project and are willing to provide the required financing. As the Prime Minister had correctly stated to us, once the parties have agreed on such a pathway for consensual resolution, the rest is just details. The discussions were not ended; the Government left the ongoing discussions to follow its own path rather than to continue to act in a mediator capacity between the private parties as it had announced it would do. The Government fails to explain how availing itself of the Winding Up Act of Bahamian law provides more or better relief that the Chapter 11 process. The statute does not have the robust protections afforded to all creditors under Chapter 11. In effect the Government of The Bahamas legal maneuvers are an attempted nationalization of a private investor's assets. Further, Bahamas law itself provides for recognition of proceedings such as Chapter 11 to give legal effect on Bahamas soil. Such mutual recognition of cross border insolvencies is a common international legal standard existing among many countries. Many of the statements of the Prime Minister are just plain misleading: There was no agreement in June as the Prime Minister said. There was a not finalized understanding discussed by Baha Mar and The Export-Import Bank of China to which China State Construction and CCA had not agreed. Indeed, there was no construction timeline or cost to complete from the general contractor or terms received from the lender. Baha Mar has not refused to dismiss the Chapter 11. We have agreed to dismiss the case as soon as parties have a mutually-beneficial binding agreement to the benefit of all parties, an interest the Government should share, rather than taking actions that risk irreparably damaging the discussions. Even so, the Chapter 11 is not an attack on the sovereignty of the country in any manner. The application for the recognizing orders was not intended to enjoin any action by the Government. The project was on budget, even with a four month delay, had it opened on March 27, the date that China State Construction repeatedly promised the developer and the Prime Minister, including during his visit to Beijing in January. The project continued to survive past that date, and employees were paid, in no small part due to contributions of more than $18 million by the Izmirlian family. The Izmirlian family has invested over $900 million in the project, has repeatedly announced its willingness to invest millions more, as recently as offering $80 million to Baha Mar. We urge the Government of The Bahamas not to seize private party assets and to allow the private parties in what is after all a commercial enterprise to come to an agreement that would allow for the completion and opening of Baha Mar as soon as possible, as the Government has publicly and explicitly urged. For our part, Baha Mar is evaluating its alternatives with respect to addressing the Government's precipitous action and will continue to move forward with its ongoing appropriate efforts to position the resort to be properly completed and opened successfully as soon as possible." About Baha Mar Orlando, Florida-based Northshore Mainland Services Inc., Baha Mar Enterprises Ltd., and their affiliates sought protection under Chapter 11 of the Bankruptcy Code on June 29, 2015 (Bankr. D.Del., Case No. 15-11402). Baha Mar owns, and is in the final stages of developing, a 3.3 million square foot resort complex located in Cable Beach, Nassau, The Bahamas. The case is assigned to Judge Kevin J. Carey. The Debtors are represented by Paul S. Aronzon, Esq., and Mark Shinderman, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in Los Angeles, California; and Gerard Uzzi, Esq., Thomas J. Matz, Esq., and Steven Z. Szanzer, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York. The Debtors' Delaware counsel are Laura Davis Jones, Esq., James E. O'Neill, Esq., Colin R. Robinson, Esq., and Peter J. Keane, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware. The Debtors' Bahamian counsel is Glinton Sweeting O'Brien. The Debtors' special litigation counsel is Kobre & Kim LLP. The Debtors' construction counsel is Glaser Weil Fink Howard Avchen & Shapiro LLP. The Debtors' investment banker and financial advisor is Moelis Company LLC. The Debtors' claims and noticing agent is Prime Clerk LLC. BANKRATE INC: Moody's Confirms B1 CFR & Revises Outlook to Stable ----------------------------------------------------------------- Moody's Investors Service confirmed Bankrate, Inc.'s B1 Corporate Family, B1-PD Probability of Default, Ba1 senior secured revolver and B2 senior unsecured note ratings, affirmed the SGL-1 Speculative Grade Liquidity Rating and revised the outlook to stable. These actions follow the company's recent filing of previously suspended financial reports with the Securities and Exchange Commission as well as internal resolution of audit restatement matters. This concludes the ratings review that commenced on Sept. 16, 2014. Ratings Confirmed: -- Corporate Family Rating, B1 -- Probability of Default Rating, B1-PD -- $70 Million Senior Secured Revolver due 2018, Ba1 (LGD-1) -- $300 Million Senior Unsecured Notes due 2018, B2 (LGD-4) Rating Affirmed: -- Speculative Grade Liquidity Rating, SGL-1 Outlook Actions: -- Outlook, Changed to Stable From Rating Under Review RATINGS RATIONALE The ratings confirmation reflects Bankrate's filing of its Form 10-Q quarterly financial statements ended September 2014 and March 2015 and Form 10-K audited financial statement for fiscal 2014 within the extended waiver period granted by its lenders. The filings occurred after completion of the Audit Committee's internal review of certain accounting irregularities that prompted investigations by the SEC and Department of Justice (DOJ) late last year. Concurrent with the filings, the company restated its financial results for fiscal years 2011, 2012 and 2013. In Moody's opinion, the restatements did not materially impact Bankrate's financial position, liquidity profile or cash flows as the amounts involved were relatively small and the internal review did not uncover any new accounting discrepancies that were bigger in scope. Although the SEC has not concluded its investigation, the SEC's enforcement staff has signaled that it is preparing to recommend to the Commission's committee a proposed settlement that would require the company to pay a $15 million penalty. Moody's believes the company can easily pay this amount given our expectation for very good liquidity (SGL-1) over the rating horizon, which includes cash balances of $155 million, $70 million of unused revolver capacity and projected free cash flow generation. However, since the terms of the proposed settlement have yet to be officially approved by the SEC, there is no guarantee that Bankrate will successfully resolve the SEC's investigation or that the Commission will approve the proposed settlement amount. Further, Moody's do not know: (i) the timeframe when the Commission is expected to review the proposed settlement; (ii) when the DOJ investigation will be completed; (iii) the final outcome of the DOJ investigation; or (iv) what penalty or settlement terms, if any, that the DOJ may impose on the company. To the extent the actual SEC settlement penalty is materially greater than the proposed amount or any settlement amounts lead to a materially weakened liquidity profile, ratings could experience downward pressure. Bankrate's B1 CFR reflects its strong credit metrics, which provide the company with flexibility for continued acquisitions, stock buybacks and potential shareholder distributions as well as adequate cushion to absorb increased earnings volatility associated with changes in consumer spending and rising interest rates. The rating also incorporates the event risks associated with continued ownership by a private equity sponsor (Apax), its relatively modest revenue base, and exposure to cyclical consumer finance products and online advertising spending, which may lead to revenue volatility. These risks are mitigated by the company's strong brand, high quality aggregated content and leading position in online consumer personal finance. Further, Moody's expects Bankrate to continue to benefit from the secular shift of advertising spend and personal finance purchase activity to online and mobile platforms from traditional channels. G&A costs have increased considerably over the past nine months primarily due to higher expense for outside accountants and counsel in connection with the financial audit and SEC investigation. This has led to lower operating margins in the 4-10% range and weaker EBITDA compared to historical levels. However, we expect margins to revert to their historical range of 10-15% as these costs abate over the coming quarters, which should boost EBITDA, and, in turn, improve financial leverage. Total debt to EBITDA was 3.0x as of March 31, 2015 (incorporating Moody's standard operating lease adjustment, stock-based compensation expense and costs associated with the restatement, internal review and investigations), which comfortably positions Bankrate within the B1 rating category. Moody's expects leverage to improve to the 2.5x-2.8x range over the next 12-18 months as EBITDA expands. Nevertheless, the B1 rating can accommodate leverage as high as 3.5x to facilitate execution of Bankrate's organic and acquisition growth initiatives. Rating Outlook The stable rating outlook incorporates expectations that Bankrate will continue to pursue acquisitions and shareholder distributions funded from free cash flow and periodic debt issuance or revolver borrowing, and will maintain a solid liquidity position and total debt to EBITDA below 3.5x (Moody's adjusted). Moody's also assumes the US economy will continue to grow modestly and expect the company to maintain solid performance even if consumer finance interest rates increase over the next 12-18 months. What Could Change the Rating -- UP Bankrate's small scale, potential for leveraging transactions, and volatility of online consumer finance advertising limit upward rating potential. However, Moody's would consider a higher rating if the company profitably grows the revenue base, maintains a strong liquidity position, commits to a strong credit profile and sustains total debt to EBITDA comfortably below 2x (Moody's adjusted) and free cash flow to debt of about 15%. What Could Change the Rating -- DOWN A decline in earnings or acquisitions or cash distributions resulting in sustained total debt to EBITDA above 3.5x (Moody's adjusted) could lead to a downgrade. Deterioration of the liquidity profile due to weak cash generation or material penalties to settle SEC or DOJ investigations could also have negative ratings implications. Headquartered in New York, NY, Bankrate, Inc. is an Internet media company that publishes, aggregates and distributes personal finance, consumer banking and editorial content on its proprietary websites across various verticals including mortgages, deposits, insurance, credit cards, auto loans, home equity loans and money market accounts. BATE LAND: BLC Granted Leave to Appeal Sec. 1129 Finding -------------------------------------------------------- Judge Terrence W. Boyle of the United States District Court for the Eastern District of North Carolina, Southern Division, granted Bate Land Company's motion for leave to appeal from a bankruptcy court's order holding that Debtor Bate Land & Timber, LLC's amended plan of reorganization satisfied the requirements of Section 1129(a) of the Bankruptcy Code. Prior to the Petition Date, the Debtor and Bate Land Company (BLC) had executed an agreement for purchase and sale of non-residential real property, under which the Debtor purchased 79 tracts of real property totaling roughly 17,000 acres in nine counties in eastern North Carolina for $65,000,000. The Debtor was required to pay $9,000,000 of the purchase price at the closing, and thereafter the Debtor executed a purchase money promissory note in the original principal amount of $56,000,000 with interest accruing at the rate of 9% per annum. Repayment was secured by purchase money deeds of trust sold to the Debtor under the purchase contract. Under the Debtor's Amended Chapter 11 plan of reorganization, the Debtor proposed to treat BLC as secured in an amount equal to the outstanding principal and interest due as of the Petition Date, plus costs and expenses as approved by the bankruptcy court under Section 506(c), less any postpetition payments. The Debtor's amended plan further proposed that, based upon the bankruptcy court's valuation of ten properties located in Pamlico, Beaufort, Craven, Jones, Brunswick, and Pender counties, the Debtor would elect either to surrender some or all of the properties in full or partial satisfaction of the remaining balance due to BLC and/or pay the remaining balance based on a 20-year amortization with interest. If the Debtor elects to repay the remaining balance due over time, the amended plan permits the Debtor to sell any of the properties encumbered by BLC's liens in any size increment, pay a release fee to BLC of 70% of the net sales proceeds, and permit the Debtor to cut and harvest timber designated as development tracts while remitting 50% of the gross timber sale proceeds to BLC. BLC filed its objection to the amended plan, and the bankruptcy court heard evidence and arguments presented in support of and against the reorganization plan. On January 15, 2015, the bankruptcy court entered an order holding that debtor had satisfied the requirements of Section 1129(a), setting the fair market value of two tracts of land -- the Broad Creek and Bay-River/Smith Creek tracts, and determining that the amount of the secured claim of BLC is between $14,931,823 and $15,411,284. The bankruptcy court further ordered that it could not determine whether the amended plan complies with Section 1129(b) until the Debtor identifies additional tracts to surrender and/or opts to amortize the remaining amount of the secured claim of BLC, and that a hearing would be scheduled to determine the amount of BLC's secured claim. BLC sought leave to appeal the bankruptcy's court's January 15, 2015, order. According to Judge Boyle, though the entire Chapter 11 plan has not been confirmed or disallowed, the bankruptcy court has finally disposed of discrete issues, namely the value of two tracts of land and whether the amended plan, as proposed, complies with Section 1129(a). While the bankruptcy court's order provides for further hearing on and consideration of the actual amount of BLC's secured claim and whether the amended plan conforms with Section 1129(b), it does not contemplate a revision or revisiting of its holding on the valuation of the land tracts or the amended plan's conformance with Section 1129(a), Judge Boyle said. Moreover, a determination of the value of properties encumbered by BLC's deed of trust is central to the treatment of its secured claim and its interest in the collateral, Judge Boyle held. For these reasons, the District Court held that in this circumstance and in light of the nature of the amended Chapter 11 plan subject to approval, "the postponing of review by the district court . . . of discrete issues could result in the waste of valuable time and already scarce resources. Thus, finding that the January 15, 2015, bankruptcy order is a final, appealable order is appropriate." A full-text copy of Judge Boyle's Order dated May 26, 2015 available at http://is.gd/vuHSQFfrom Leagle.com. Joseph Z. Frost, Esq. -- jfrost@stubbsperdue.com -- Laurie B. Biggs, Esq. -- lbiggs@stubbsperdue.com -- and Trawick H. Stubbs, Jr., Esq. -- tstubbs@stubbsperdue.com -- of Stubbs & Perdue, PA serve as counsel for Appellant Bate Land Company, L.P. George Mason Oliver, Esq. -- gmo@ofc-law.com -- of Oliver Friesen Cheek PLLC serves as counsel for Appellee Bate Land & Timber. About Bate Land & Timber Willotte, North Carolina-based Bate Land & Timber, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C. Case No. 13-04665) on July 25, 2013. Judge Stephani W. Humrickhouse oversees the Chapter 11 case. The Debtor, in amended schedules, disclosed $53,477,624 in assets and $74,162,211 liabilities as of the Chapter 11 filing. The petition was signed by Brad Cheers, manager. The Bankruptcy Administrator for the Eastern District of North Carolina was unable to organize and recommend the appointment of a committee of creditors holding unsecured claims against the Debtor. BAXANO SURGICAL: Court OKs Hiring of Rust Omni as Service Provider ------------------------------------------------------------------ Baxano Surgical, Inc. sought and obtained permission from the Hon. Kevin Gross of the U.S. Bankruptcy Court for the District of Delaware to employ Rust Consulting/Omni Bankruptcy ("Rust Omni") to provide administrative services to the Debtor. The Debtor requires Rust Omni to: (a) tabulate votes as may be requested or required in connection with any and all Chapter 11 plans that may be filed by the Debtor and provide ballot reports and related balloting and tabulation services to the Debtor and its professionals; (b) generate an official ballot certification and testify, if necessary, in support of the ballot tabulation results; and (c) perform such other administrative services as may be requested by the Debtor that are not otherwise allowed under the Claims & Noticing Agent Order. Rust Omni will be paid at these discounted hourly rates: Clerical Support $21.25-$38.25 Project Specialists $48.88-$63.75 Project Supervisors $63.75-$80.75 Consultants $80.75-$106.25 Technology/Programming $85-$133.88 Senior Consultants $119-$148.75 The services to be rendered by Rust Omni will be billed at a 15% discount to its standard hourly rates, which range from $21.25 to $148.75 per hour. In addition, Rust Omni will provide a $100 per hour blended rate cap to be calculated on a quarterly basis. Brian Osborne, president of Rust Omni, 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. Rust Omni can be reached at: Brian Osborne RUST CONSULTING/OMNI BANKRUPTCY 5955 DeSoto Avenue, Suite 100 Woodland Hills, CA 91367 Tel: (818) 906-8300 Fax: (818) 783-2737 About Baxano Surgical Based in Raleigh, North Carolina, Baxano Surgical Inc. develops, manufactures and markets minimally invasive medical products designed to treat degenerative conditions of the spine affecting the lumbar region. As of March 31, 2013, over 13,500 fusion procedures and 7,000 decompression procedures have been performed globally using its products. Baxano Surgical filed a Chapter 11 bankruptcy petition (Bankr. D. Del. Case No. 14-12545) on Nov. 12, 2014. The case is assigned to Judge Christopher S. Sontchi. The Debtor, in an amended schedules, disclosed $24,810,590 in assets and $26,984,139 in liabilities as of the Chapter 11 filing. The Debtor has tapped John D. Demmy, Esq., at Stevens & Lee, P.C., in Wilmington, Delaware, as bankruptcy counsel. The Debtor is also employing the law firm of Goodwin Proctor LLP as special counsel, and the law firm of Hogans Lovell as special healthcare regulatory counsel. The Debtor is engaging Tamarack Associates to, among other things, provide John L. Palmer as CRO. Houlihan Lokey is serving as the Debtor's investment banker. Rust Consulting Omni is the claims and noticing agent. The Debtor filed with the Court a Chapter 11 liquidating plan following the sale of all of its operating assets. Following the Effective Date, a liquidation trustee will liquidate the remaining accounts receivable, rights to return of deposits, refunds of unearned insurance premiums and preference claims. In addition, assuming a law firm can be identified that is willing to undertake an investigation of the viability of any Causes of Action against current and former directors and officers, on terms acceptable to the Liquidation Trustee, the investigation will be undertaken. The Official Committee of Unsecured Creditors selected Pillsbury Winthrop Shaw Pittman LLP and Morris, Nichols, Arsht & Tunnell LLP as co-counsel. The Committee also tapped Urbanowicz Consulting, LLC, as consultant. BAYOU SHORES: Dist. Court Reverses Orders Over Medicare Agreement ----------------------------------------------------------------- District Judge James S. Moody Jr. reversed orders issued by the Bankruptcy Court in the Chapter 11 case of Bayou Shores SNF, LLC: 1. Sept. 5, 2014 order, in which the Bankruptcy Court entered an injunction prohibiting any action to terminate the Debtor's Medicare and Medicaid provider agreements; 2. the Bankruptcy Court's confirmation order that ordered the assumption of the Medicare and Medicaid provider agreements. Bayou Shores SNF, LLC operates a skilled nursing facility, the Rehabilitation Center of St. Petersburg. Its Medicare provider agreement was terminated on August 3, 2014, after surveys conducted by the Agency for Health Care Administration ("AHCA") determined that it was deficient and noncompliant with the requirements to receive payments under the Medicare and Medicaid programs. Bayou Shores filed an emergency motion to enjoin Centers for Medicare and Medicaid Services ("CMS") and AHCA from terminating its Medicare and Medicaid provider agreements. On September 5, 2014, the Bankruptcy Court granted Bayou Shore's emergency motion. It concluded that the Medicare provider agreement was not terminated prior to Bayou Shore's bankruptcy filing and as such, it was an executory contract that could be assumed. It later issued a Confirmation Order that asserted jurisdiction over, and ordered the assumption of, Bayou Shore's Medicare and Medicaid provider agreements. On appeal to the District Court, Judge Moody held that the Bankruptcy Court erred as a matter of law because the jurisdictional bar in 42 U.S.C. section 405(h) precluded the Bankruptcy Court from delaying or preventing the effect of CMS' determination that the provider agreements should be terminated. The case before the District Court is, FLORIDA AGENCY FOR HEALTH CARE ADMINISTRATION and THE UNITED STATES OF AMERICA, ON BEHALF OF THE SECRETARY OF THE UNITED STATES DEPARTMENT OF HEALTH AND HUMAN SERVICES, Appellants, v. BAYOU SHORES SNF, LLC, Appellee, CASE NOS. 8:14-BK-9521-MGW, 8:14-CV-02816-T-30, CONSOLIDATED WITH NO. 8:14-CV-02617-T-30, NO. 8:15-CV-00103-T-30., 8:15-CV-00128-T-30 (M.D. Fla., Tampa Div.). A copy of the June 26, 2015 order is available at http://is.gd/iNnWVxfrom Leagle.com. Agency for Health Care Administration, Appellant, represented by Andrew T. Sheeran, Florida Agency for Health Care Administration & Leslei G. Street, Agency for Health Care Administration. The United States of America, on behalf of the Secretary of the United States Department of Health and Human Services, Appellant, represented by Christopher John Emden, US Attorney's Office, Colleen Murphy-Davis, US Attorney's Office & Sean Flynn, US Attorney's Office. Bayou Shores SNF LLC, Appellee, represented by Andrew V. Layden -- alayden@bakerlaw.com -- Baker & Hostetler, LLP, Elizabeth A. Green -- egreen@bakerlaw.com -- Baker & Hostetler, LLP, Frank Paul Terzo -- frank.terzon@gray-robinson.com -- GrayRobinson, PA,Jimmy D. Parrish -- jparrish@bakerlaw.com -- Baker & Hostetler, LLP & Tiffany Deborah Payne –- tpayne@bakerlaw.com -- Baker & Hostetler, LLP. Synovus Bank, Interested Party, represented by Matthew M. Cahill -- mcahill@bakerdonelson.com -- Baker, Donelson, Bearman, Caldwell & Berkowitz, PC, Timothy M. Lupinacci -- tlupinacci@bakerdonelson.com -- Baker, Donelson, Bearman, Caldwell & Berkowitz, PC & Zachary James Bancroft -- zbancroft@bakerdonelson.com -- Baker, Donelson, Bearman, Caldwell & Berkowitz, PC. Pinellas County Tax Collector (NF), Interested Party, represented by William Carroll Falkner, I, Pinellas County Attorney's Office. Fernando Gutierrez, Interested Party, represented by Kirk Stuart Davis, Akerman LLP & Margaret Diane Mathews, Akerman LLP. United States Trustee - TPA, Interested Party, represented by Denise E. Barnett, US Trustee's Office. Pinellas County Attorneys office, Interested Party, represented by William Carroll Falkner, I, Pinellas County Attorney's Office. About Bayou Shores Bayou Shores SNF LLC, c/o Rehabilitation Center of St. Petersburg, filed for Chapter 11 bankruptcy (Bankr. M.D. Fla. Case No. 14-09521) on Aug. 15, 2014, in Tampa. Elizabeth A Green, Esq., at Baker & Hostetler LLP, serves as the Debtor's counsel. In its petition, the Debtor estimated assets and liabilities of $1 million to $10 million. The petition was signed by Tzvi Bogomilsky, managing member. The Troubled Company Reporter, on Jan. 13, 2015, reported that the Rehabilitation Center of St. Petersburg nursing home has emerged from bankruptcy -- despite protests from Medicare officials -- after a bankruptcy judge agreed it fixed record-keeping and patient care problems. BIRMINGHAM COAL: Hires Ogletree Deakins as Special Counsel ---------------------------------------------------------- Birmingham Coal & Coke Company, Inc. and its debtor-affiliates seek authorization from the Hon. Tamara O. Mitchell of the U.S. Bankruptcy Court for the Northern District of Alabama to employ Ogletree, Deakins, Nash, Smoak, & Stewart, P.C. as special counsel, nunc pro tunc to June 18, 2015. As special counsel, Olgetree Deakins expects to represent the Debtors with matters relating to the Notice including responding to the Notice, monitoring the United States Equal Opportunity Commission's ("EEOC") investigation, and any other filings as may become necessary, at the direction of the Debtors. Ogletree Deakins further expects to represent the Debtors with any additional EEOC matters that may arise during this Chapter 11 Case. Ogletree Deakins will be paid at these hourly rates: James C. Pennington, Shareholder $435 Jeremiah Rogers, Associate $330 Teresa Douglas, Paralegal $180 Ogletree Deakins will also be reimbursed for reasonable out-of-pocket expenses incurred. James C. Pennington, managing shareholder of Ogletree Deakins, 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 Northern District of Alabama will hold a hearing on the application on July 27, 2015, at 10:30 a.m. Ogletree Deakins can be reached at: James C. Pennington, Esq. OGLETREE, DEAKINS, NASH, SMOAK, & STEWART, P.C. 420 20th Street North, Suite 1900 Birmingham, AL 35203 Tel: (205) 714-4430 E-mail: james.pennington@ogletreedeakins.com About Birmingham Coal Birmingham Coal & Coke Company, Inc. produces and markets coal to industrial, utility and export markets. It owns and operates three coal mines with an average annual coal production of approximately 480,000 tons. The company also offers coal brokerage services. Birmingham Coal & Coke Company, Inc. was founded in 2000 and is based in Birmingham, Alabama. As of May 9, 2011, Birmingham Coal operates as a subsidiary of CanAm Coal Corp. On May 27, 2015, Birmingham Coal and affiliates Cahaba Contracting & Reclamation LLC, and RAC Mining LLC each filed a voluntary petition for Chapter 11 reorganization (Bankr. N.D. Ala. Lead Case No. 15-02075) in Birmingham, Alabama. The Debtors tapped Jones Walker LLP as counsel. Birmingham Coal and Cahaba Contracting each estimated $10 million to $50 million in assets and debt. RAC Mining estimated $1 million to $10 million in assets and debt. BIRMINGHAM COAL: Taps Simpson McMahan as Special Counsel -------------------------------------------------------- Birmingham Coal & Coke Company, Inc. and its debtor-affiliates seek authorization from the Hon. Tamara O. Mitchell of the U.S. Bankruptcy Court for the Northern District of Alabama to employ Simpson, McMahan, Glick & Burford, PLLC as special counsel, nunc pro tunc to May 27, 2015. As special counsel, Simpson McMahan will represent the Debtors in litigating all matters relating to the Circuit Court Proceeding, including any filings as may become necessary, at the direction of the Debtors during this Chapter 11 case. Simpson McMahan will be paid at these hourly rates: W.Scott Simpson, Partner $250 Ann McMahan, Partner $250 Jonathan E. Beling, Associate $200 Jo Anne Murray, Paralegal $125 Simpson McMahan will also be reimbursed for reasonable out-of-pocket expenses incurred. Jonathan E. Beling, associate of Simpson McMahan, 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 Northern District of Alabama will hold a hearing on the application on July 27, 2015, at 10:30 a.m. Simpson McMahan can be reached at: Jonathan E. Beling, Esq. SIMPSON, MCMAHAN, GLICK & BURFORD, PLLC 2700 Hwy 280, Ste 203W Mountain Brook, AL 35223-2468 Tel: (205) 876-1600 About Birmingham Coal Birmingham Coal & Coke Company, Inc. produces and markets coal to industrial, utility and export markets. It owns and operates three coal mines with an average annual coal production of approximately 480,000 tons. The company also offers coal brokerage services. Birmingham Coal & Coke Company, Inc. was founded in 2000 and is based in Birmingham, Alabama. As of May 9, 2011, Birmingham Coal operates as a subsidiary of CanAm Coal Corp. On May 27, 2015, Birmingham Coal and affiliates Cahaba Contracting & Reclamation LLC, and RAC Mining LLC each filed a voluntary petition for Chapter 11 reorganization (Bankr. N.D. Ala. Lead Case No. 15-02075) in Birmingham, Alabama. The Debtors tapped Jones Walker LLP as counsel. Birmingham Coal and Cahaba Contracting each estimated $10 million to $50 million in assets and debt. RAC Mining estimated $1 million to $10 million in assets and debt. BOOMERANG TUBE: No Outstanding Objections to Zolfo Hiring --------------------------------------------------------- Boomerang Tube, LLC, et al., filed an application to tap Zolfo Cooper Management, LLC to provide interim management services and designate Kevin Nystrom as chief restructuring officer, interim chief executive officer, and president, nunc pro tunc to the Petition Date. According to Mr. Bartley, prior to the objection deadline, the Debtors received informal comments from the Office of the U.S. Trustee. As a result of discussions with the U.S. Trustee, the Debtors have revised the proposed order submitted to the Bankruptcy Court. No other objections or responses were received, and the Debtors request entry of the revised proposed order at the earliest convenience of the Court. As reported in the Troubled Company Reporter on July 8, 2015, Mr. Nystrom will continue to serve as the Debtors' CRO, interim CEO, and president, and Zolfo Cooper will assign associate directors to perform other services as needed pursuant to the agreement. Zolfo Cooper and Mr. Nystrom will lead the Debtors' restructuring efforts as directed by the Debtors' Board of Directors. Some of the specific responsibilities will include: (a) leading and directing the implementation of the Debtors' business plan; (b) meeting and negotiating with creditors and their advisors; (c) evaluating restructuring alternatives; (d) reviewing and modifying the 13-week cash flow forecast and long-term business plan; (e) continued development of a Chapter 11 plan and obtaining confirmation of a Chapter 11 plan; and (f) such other restructuring areas and issues as are customarily performed by a chief restructuring officer, chief executive officer and president. As set forth in the Agreement, Zolfo Cooper's, Mr. Nystrom's, and the Associate Directors' compensation will consist of the following: -- Standard Hourly Rates: Zolfo Cooper's fees for the services will be based on the hours charged at their standard hourly rates that are in effect when the services are rendered; Zolfo Cooper's rates generally are revised semiannually. The billing rates for professionals who may be assigned to This engagement in effect as of Jan. 1, 2015, are: Managing Directors $775 - $925 Associate Directors $265 - $770 Support Personnel $60 - $310 -- Expenses: Reimbursement of Mr. Nystrom, Associate Directors, and Zolfo Cooper's reasonable out-of-pocket expenses including, but not limited to, costs of travel, reproduction, legal counsel (including legal counsel retained to draft and enforce the Agreement), any applicable state sales or excise tax, and other direct expenses. -- Advance Payments: The Debtors provided prepetition advance payments throughout the course of the prepetition engagement. Zolfo Cooper applied pre-petition fees and expenses against the advance payments. -- Retainer: The Debtors provided a pre-petition retainer of $100,000. Mr. Nystrom, managing director of Zolfo Cooper, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. About Boomerang Tube Boomerang Tube, LLC, is a manufacturer of welded Oil Country Tubular Goods ("OCTG") in the United States. OCTG are used by drillers in exploration and production of oil and natural gas and consist of drill pipe, casing and tubing. Boomerang has corporate offices in Chesterfield, Missouri and manufacturing facilities in Liberty, Texas, strategically located near major steel production centers and end-user markets. With a 487,000 square foot plant that houses two mills and heat treat lines and a contingent 119 acres, these facilities constitute the second largest alloy OCTG mill in North America. Access Tubulars, LLC, owns 81% of the equity interests in Boomerang. Boomerang Tube and its subsidiaries BTCSP LLC and BT Financing sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-11247) on June 9, 2015, with a deal with lenders on a balance sheet restructuring that would convert $214 million of debt to 100% of the common stock of the reorganized company. The Debtor disclosed $272,205,337 in assets and $300,375,946 in liabilities as of th Chapter 11 filing. The cases are assigned to Judge Mary F. Walrath. The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as attorneys; Lazard Freres & Co. LLC, as financial advisor; and Donlin, Recano & Co., Inc., as claims and noticing agent. On June 30, 2015, the Debtor filed a bankruptcy-exit plan and explanatory disclosure statement. A hearing to approve the Disclosure Statement is set for August 11. The U.S. Trustee overseeing the Chapter 11 case appointed five creditors to serve on an official committee of unsecured creditors. BOOMERANG TUBE: Resolves UST Concerns to Lazard Hiring ------------------------------------------------------ Boomerang Tube, LLC, et al., have addressed the U.S. Trustee's objections to their application to hire Lazard Freres & Co. LLC as investment banker. According to Mr. Bartley, prior to the objection deadline, the Debtors received informal comments from the Office of the U.S. Trustee. As a result of discussions with the U.S. Trustee, the Debtors have revised the proposed order approving the application. No other objections or responses were received, and the Debtors request entry of the revised proposed order at the earliest convenience of the Court. At the behest of the U.S. Trustee, the Order provides, "This Order and the record relating to the Court’s consideration of the Application shall not prejudice or otherwise affect the rights of the U.S. Trustee to challenge the reasonableness of Lazard’s fees under the standard set forth in section 330 of the Bankruptcy Code. Accordingly, nothing in this Order or the record shall constitute a finding of fact or conclusion of law binding on the U.S. Trustee, on appeal or otherwise, with respect to the reasonableness of Lazard’s fees based on the standard provided for in section 330 of the Bankruptcy Code. As reported in the Troubled Company Reporter on July 9, 2015, the Debtors sought authorization from the U.S. Bankruptcy Court for the District of Delaware to employ Lazard Freres & Co. LLC as investment banker, nunc pro tunc to the June 9, 2015 petition date. Lazard Freres will: (a) assist the Debtors in identifying and evaluating candidates for any potential Sale Transaction, advising the Debtors in connection with negotiations and aiding in the consummation of any Sale Transaction; (b) review and analyze the Debtors' business, operations and Financial projections; (c) assist in the determination of a range of values for the Debtors on a going concern basis; (d) advise the Debtors on tactics and strategies for negotiating with the Stakeholders; (e) render financial advice to the Debtors and participating in meetings or negotiations with the Stakeholders and rating agencies or other appropriate parties in connection with any Restructuring; (f) advise the Debtors on the timing, nature, and terms of new securities, other consideration or other inducements to be offered pursuant to any Restructuring; (g) advise and assist the Debtors in evaluating any potential Financing transaction by the Debtors, and, subject to Lazard's agreement so to act and, if requested by Lazard, to execution of appropriate agreements, on behalf of the Debtors, contacting potential sources of capital as the Debtors may designate and assisting the Debtors in implementing such Financing; (h) assist the Debtors in preparing documentation within Lazard's area of expertise that is required in connection with any Restructuring; (i) attend meetings of the Board of Directors of Boomerang with respect to matters on which Lazard has been engaged to advise hereunder; (j) provide testimony, as necessary, with respect to matters on which Lazard has been engaged to advise hereunder in any proceeding before the Bankruptcy Court; and (k) provide the Debtors with other financial restructuring advice. The Debtors and Lazard have agreed to these terms of compensation (the "Fee Structure"): -- A monthly fee of $150,000 (the "Monthly Fee"), which will accrue and be earned commencing with the first day after Boomerang Tube, LLC or any of its controlled subsidiaries has filed a petition for relief under chapter 11 of the Bankruptcy Code (the "Monthly Fee Commencement Date") and continuing until the earlier of the completion of the Restructuring or Sale Transaction, or the termination of Lazard's engagement pursuant to Section 10. -- A fee equal to $3,000,000, payable upon the consummation of a Restructuring (the "Restructuring Fee"); provided that: - If a Restructuring is consummated pursuant to a Prepackaged Plan, or the Company completes a Liquidation, the Restructuring Fee will be $500,000; and - If the Debtors direct Lazard in writing to discontinue efforts to market and consummate a Sale Transaction after the 31st day and on or before the 60th day after execution of this Agreement, and either a Restructuring is consummated on an out-of-court basis (without significant involvement or advice from Lazard), or pursuant to a Prepackaged Plan, or the Debtors complete a Liquidation, the Restructuring Fee will be $1,500,000. - If, whether in connection with the consummation of a Restructuring or otherwise, the Debtors consummate a Sale Transaction incorporating all or a majority of the assets or all or a majority or controlling interest in the equity securities of the Debtors, a fee (the "Sale Transaction Fee") equal to the greater of (i) $3,000,000 or (ii) 1.5% of the Aggregate Consideration, as defined in Schedule I hereto. - If a Restructuring Fee and a Sale Transaction Fee are both payable under the terms of this Agreement, only the Sale Transaction Fee will be payable. -- In addition to any fees that may be payable to Lazard and, regardless of whether any transaction occurs, the Debtors will promptly reimburse Lazard for all reasonable expenses incurred by Lazard (including travel and lodging, data processing and communications charges, courier services and other expenditures) and the reasonable fees and expenses of one firm of counsel, if any, retained by Lazard. Timothy R. Pohl, managing director of Lazard Freres, 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 July 10, 2015, at 12:00 noon. Objections were due July 6, 2015. About Boomerang Tube Boomerang Tube, LLC, is a manufacturer of welded Oil Country Tubular Goods ("OCTG") in the United States. OCTG are used by drillers in exploration and production of oil and natural gas and consist of drill pipe, casing and tubing. Boomerang has corporate offices in Chesterfield, Missouri and manufacturing facilities in Liberty, Texas, strategically located near major steel production centers and end-user markets. With a 487,000 square foot plant that houses two mills and heat treat lines and a contingent 119 acres, these facilities constitute the second largest alloy OCTG mill in North America. Access Tubulars, LLC, owns 81% of the equity interests in Boomerang. Boomerang Tube and its subsidiaries BTCSP LLC and BT Financing sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-11247) on June 9, 2015, with a deal with lenders on a balance sheet restructuring that would convert $214 million of debt to 100% of the common stock of the reorganized company. The Debtor disclosed $272,205,337 in assets and $300,375,946 in liabilities as of the Chapter 11 filing. The cases are assigned to Judge Mary F. Walrath. The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as attorneys; Lazard Freres & Co. LLC, as financial advisor; and Donlin, Recano & Co., Inc., as claims and noticing agent. On June 30, 2015, the Debtor filed a bankruptcy-exit plan and explanatory disclosure statement. A hearing to approve the Disclosure Statement is set for August 11. The U.S. Trustee overseeing the Chapter 11 case appointed five creditors to serve on an official committee of unsecured creditors. BR ENTERPRISES: Denies Bid of Central Valley to Lift Stay --------------------------------------------------------- A federal court overseeing BR Enterprises' Chapter 11 case denied a request by Central Valley Community Bank to lift the automatic stay that has prevented the bank from seizing a real property located in Cottonwood, California. In its ruling, the U.S. Bankruptcy Court for the Eastern District of California said relief from stay is not appropriate under the Bankruptcy Code. According to the ruling, Central Valley has an "equity cushion" of $317,794, which is sufficient to "adequately" protect the bank's interest in the property until BR Enterprises gets court approval of its bankruptcy plan. The real property is worth $2.2 million and is encumbered by a single mortgage in favor of Central Valley totaling approximately $1,882,206, leaving $317,794 of equity in the property, court filings show. BR Enterprises earlier opposed the bank's request to lift the injunction, saying there is "significant equity securing Central Valley's position" and that the company can pay its debts since it is operating at a profit. About BR Enterprises BR Enterprises, a California Partnership, owns 20.17 acres of undeveloped ranch located at East of Interstate 5 and South of Lake California Drive, 2600 acres of undeveloped ranch property located in Cottonwood California in Tehama County; and 278 acres of contiguous parcels along HWY I-5. The Company sought Chapter 11 protection (Bankr. E.D. Cal. Case No. 15-21575) on Feb. 27, 2015. A related entity, Shasta Enterprises, sought bankruptcy protection (Case No. 14-30833) on Oct. 31, 2014. The Debtor disclosed $14,422,236 in assets and $6,961,492 in liabilities as of the Chapter 11 filing. Judge Michael S. McManus presides over the case. George C. Hollister, Esq., at Hollister Law Corporation, represents the Debtor in its restructuring effort. According to the docket, the deadline for filing claims by governmental entities is Aug. 26, 2015. BUDD COMPANY: Has Exclusive Right to File Plan Until Sept. 30 ------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois extended The Budd Company, Inc.'s exclusive periods to file a Chapter 11 pan until Sept. 30, 2015, and solicit acceptances for that plan until Nov. 30, 2015. About The Budd Company The Budd Company, Inc., a former supplier to the automotive industry, filed for chapter 11 bankruptcy protection (Bankr. N.D. Ill. Case No. 14-11873) on March 31, 2014, with a deal to settle potential claims against its parent, ThyssenKrupp AG. The company -- which ceased manufacturing operations in 2006 and does not have any current employees, facilities or customers -- has obligations consisting largely of medical and other benefits to approximately 10,000 former employees. Liabilities amount to approximately $1 billion with assets of approximately $400 million. Most of the debt consists largely of medical and other benefits to approximately 10,000 former employees. The Debtor disclosed $387,555,681 in assets and $1,107,350,034 in liabilities as of the Chapter 11 filing. The Hon. Jack B. Schmetterer oversees the case. The Debtor has tapped Proskauer Rose LLP as Chapter 11 counsel, Dickinson Wright PLLC as special counsel, Epiq Bankruptcy Solutions, LLC as noticing, claims and balloting agent, and Conway MacKenzie Management Services, LLC's Charles M. Moore as CRO. The U.S. Trustee appointed five individuals to serve on the Committee of Executive & Administrative Retirees. The Segal Company (Eastern States), Inc. serves as the Committee's actuarial consultant. The Committee retained Solic Capital Advisors, LLC as its financial advisor. Reed Heiligman, Esq., at FrankGecker LLP, in Chicago, Illinois, represents the ad hoc committee of asbestos personal injury claimants. BUILDERS FIRSTSOURCE: Offering $750M Unsecured Notes Due 2023 ------------------------------------------------------------- Builders FirstSource, Inc., announced that it intends to offer, in a private offering subject to market and other conditions, $750 million aggregate principal amount of senior unsecured notes due 2023. The offering of the Notes is being made in connection with the Company's agreement to acquire all of the issued and outstanding equity interests of ProBuild Holdings, LLC, a Delaware limited liability company, pursuant to a Securities Purchase Agreement, dated as of April 13, 2015, between the Company, ProBuild and the holders of securities of ProBuild named as parties thereto. This offering is conditioned on the consummation of the ProBuild Acquisition. Obligations under the Notes will initially be guaranteed by certain of the Company's and ProBuild's subsidiaries. The Company intends to use the net proceeds from this offering to (i) pay a portion of the consideration for the ProBuild Acquisition, (ii) repay certain of its and ProBuild's existing indebtedness and (iii) pay a portion of the related transaction fees and expenses. About Builders FirstSource Headquartered in Dallas, Texas, Builders FirstSource -- http://www.bldr.com/-- is a supplier and manufacturer of structural and related building products for residential new construction. The Company operates 56 distribution centers and 56 manufacturing facilities in nine states, principally in the southern and eastern United States. Manufacturing facilities include plants that manufacture roof and floor trusses, wall panels, stairs, aluminum and vinyl windows, custom millwork and pre-hung doors. Builders FirstSource also distributes windows, interior and exterior doors, dimensional lumber and lumber sheet goods, millwork and other building products. Builders Firstsource reported net income of $18.2 million on $1.60 billion of sales for the year ended Dec. 31, 2014, compared to a net loss of $42.7 million on $1.48 billion of sales in 2013. As of March 31, 2015, the Company had $625 million in total assets, $591 million in total liabilities, and $34 million in total stockholders' equity. * * * As reported by the TCR on May 15, 2013, Standard & Poor's Ratings Services Inc. said it raised its corporate credit rating on Dallas-based Builders FirstSource to 'B' from 'CCC'. "The upgrade acknowledges U.S.-based building materials manufacturer and distributor Builders FirstSource's 'strong' liquidity based on the company's proposed recapitalization," said Standard & Poor's credit analyst James Fielding. In the May 13, 2014, edition of the TCR, Moody's Investors Service upgraded Builders FirstSource's Corporate Family Rating to 'B3' from 'Caa1'. The upgrade reflects Moody's expectation that BLDR's operating performance will continue to benefit from improved housing construction, repair and remodeling. CAL DIVE INT'L: Fee Examiner Wants to Hire OEB as Counsel --------------------------------------------------------- David M. Klauder, the examiner for the bankruptcy estates of Cal Dive International Inc. and its debtor-affiliates, ask the U.S. Bankruptcy Court for the District of Delaware for permission to employ O'Kelly Ernst & Bielli LLC as his counsel. A hearing is set for July 24, 2015 at 10:00 a.m., to consider approval of fee examiner's request. Objections were due July 17. The firm will provide to the fee examiner include, but shall not be limited to: a) review the fee and expense applications and related invoices for compliance with: i. Sections 328, 329, 330 and 331 of the Bankruptcy Code; ii. Rule 2016 of the Bankruptcy Rules; iii. Local Rule 2016-2 of the Local Rules for the United States Bankruptcy Court for the District of Delaware; iv. The United States Trustee Guidelines for Reviewing Applications for Compensation & Reimbursement of Expenses filed under Section 330; and v. The Order Appointing Fee Examiner and Establishing Related Procedures for Compensation and Reimbursement of Expenses for Professionals and Consideration of Fee Applications; b) Assist the Fee Examiner in any hearings or other proceedings before the Court to consider the Fee Applications including, without limitation, advocating positions asserted in the reports filed by the Fee Examiner and on behalf of the Fee Examiner; c) Assist the Fee Examiner with legal issues raised by inquiries to and from the Retained Professionals and any other professional services provider retained by the Fee Examiner; d) Where necessary, attend meetings between the Fee Examiner and the Retained Professionals; e) Assist the Fee Examiner with the preparation of preliminary and final reports regarding professional fees and expenses; f) Assist the Fee Examiner in developing protocols and making reports and recommendations; and g) Provide such other services as the Fee Examiner may request. The firm's current hourly rates applicable to the principal attorneys proposed to represent the Fee Examiner are: Ryan M. Ernst $325 Shannon J. Dougherty $195 Cory P. Stephenson $170 The fee examiner assures the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached at: Ryan M. Ernst, Esquire Shannon J. Dougherty, Esquire Cory P. Stephenson, Esquire O'KELLY ERNST & BIELLI, LLC 901 N. Market Street, Suite 1000 Wilmington, DE 19801 Tel: (302) 778-4000 Fax: (302) 295-2873 Email: rernst@oeblegal.com sdougherty@oeblegal.com cstephenson@oeblegal.com About Cal Dive Houston, Texas-based marine contractor Cal Dive International, Inc., provides manned diving, pipelay and pipe burial, platform installation and salvage, and light well intervention services to the offshore oil and natural gas industry on the Gulf of Mexico OCS, Northeastern U.S., Latin America, Southeast Asia, China, Australia, West Africa, the Middle East, and Europe. Cal Dive and its U.S. subsidiaries filed simultaneous voluntary petitions (Bankr. D. Del. Lead Case No. 15-10458) on March 3, 2015. Through the Chapter 11 process, the Company intends to sell non-core assets and intends to reorganize or sell as a going concern its core subsea contracting business. Cal Dive disclosed total assets of $571 million and total debt of $411 million as of Sept. 30, 2015. The Debtors tapped Richards, Layton & Finger, P.A., as counsel, O'Melveny & Myers LLP, as co-counsel; Jones Walker Jones Walker LLP as corporate counsel; and Kurtzman Carson Consultants, LLC, as claims and noticing agent. The Debtors also tapped Carl Marks Advisory Group LLC as crisis managers and appoint F. Duffield Meyercord as chief restructuring officer. The U.S. Trustee for Region 3 formed a five-member committee of unsecured creditors in the case. The Committee retained AkinGump Strauss Hauer & Feld LLP and Pepper Hamilton LLP as co-counsel; and Guggenheim Securities, LLC as exclusive investment banker. Cal Dive Offshore Contractors, Inc., disclosed total assets of $233,273,806 and $311,339,932 in liabilities as of the Chapter 11 filing. CAL DIVE INT'L: Taps Hilco as Exclusive Marketing & Sales Agent --------------------------------------------------------------- Cal Dive International Inc. and its debtor-affiliates ask the Hon. Christopher S. Sontchi of the U.S. Bankruptcy Court for the District of Delaware for authority to employ Hilco Industrial LLC as exclusive marketing and sales agent for certain equipment and other personal property of the Debtors' located at 8200 Yacht Club Rd. in Port Arthur, Texas, nunc pro tunc to June 8, 2015 A hearing is set for July 24, 2015 at 10:00 a.m. (EDT) to consider approval of the Debtors' request. Objections, if any, are due July 17, 2015 at 4:00 p.m. (EDT) The firm has agreed to provide these services: a) develop an advertising and marketing plan for the sale of the Assets; b) implement the advertising and marketing plan as deemed necessary or appropriate by Hilco to maximize the net recovery on the Assets; c) prepare for the sale of the Assets, including gathering specifications and photographs for pictorial brochures and arranging the Assets in a manner, which in Hilco's judgment would be designed to enhance the net recovery on the assets; d) provide fully qualified and experienced personnel who will prepare for and sell the Assets; e) provide a complete auction crew to handle computerized accounting functions necessary to provide auction buyers with invoices and the Debtors with a complete accounting of all Assets sold at the auction f) sell the Assets for cash or other immediately available funds to the highest bidder(s) on an "AS IS," "WHERE IS" and "all sales are final" basis and in accordance with the terms of this Agreement; g) charge and collect on behalf of the Debtors from all purchasers any purchase price together with all applicable taxes in connection therewith; h) deposit all collected gross proceeds into a separate client trust account maintained by Hilco and remit such proceeds to the Debtors by transferring them to the account within 15 days after the sale of each Asset; and i) submit an initial sales report to the Debtors within fourteen days after the sale of the Assets and a final complete sales report to the Debtors within 14 days after the end of the term of the marketing agreement. To market and facilitate the sale of the Assets, Hilco plans to subcontract with Dixon Marine Services, a consulting firm that provides specialized marine and environmental science consulting services. Hilco plans to engage Dixon in order to benefit from the firm's industry related expertise and connections to potential buyers of the Assets, factors that I believe are critical to maximizing the value realized for the Assets. As part of Dixon's engagement, Hilco will have access to Dixon's customer lists and Dixon will facilitate the negotiation of potential sales with their customers. Under the Fee Structure, Hilco will be entitled to charge and retain for its own account an industry-standard buyer's premium of 16% for any of the Assets that are sold. The Buyer's Premium is a fee charged in addition to the sale price and is paid by the buyer of the Asset(s). Hilco will pay Dixon 25% of any Buyer's Premium it receives from the sale of the Assets, while the Debtors will be entitled to receive a portion of the collected Buyers' Premiums in accordance with the following schedule: Portion to Net to Gross Proceeds Company Hilco -------------- ---------- ------ $0.00 to 2,000,000$ 0% 16% $2000,001 to $4,000,000 1% 15% $4,000,001 to $6,000,000 2% 14% $6,000,001 to $8,000,000 4% 12% $8,000,001 to $10,000,000 7.5% 8.5% $10,000,001 and over 2.5% 13.5% In addition, Hilco is entitled to reimbursement by the Debtors for all out-of-pocket expenses, in an amount not to exceed $77,900, incurred by Hilco in connection with Hilco's performance of its services. Eric W. Kaup, general counsel and executive vice president of Hilco Trading, LLC, the managing member of Hilco Industrial, LLC, assures the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached at: Eric W. Kaup Hilco Industrial LLC 5 Revere Dr Suite 206 Northbrook, IL 60062 Tel: 847-509-1100 Email: ekaup@hilcoglobal.com About Cal Dive Houston, Texas-based marine contractor Cal Dive International, Inc., provides manned diving, pipelay and pipe burial, platform installation and salvage, and light well intervention services to the offshore oil and natural gas industry on the Gulf of Mexico OCS, Northeastern U.S., Latin America, Southeast Asia, China, Australia, West Africa, the Middle East, and Europe. Cal Dive and its U.S. subsidiaries filed simultaneous voluntary petitions (Bankr. D. Del. Lead Case No. 15-10458) on March 3, 2015. Through the Chapter 11 process, the Company intends to sell non-core assets and intends to reorganize or sell as a going concern its core subsea contracting business. Cal Dive disclosed total assets of $571 million and total debt of $411 million as of Sept. 30, 2015. The Debtors tapped Richards, Layton & Finger, P.A., as counsel, O'Melveny & Myers LLP, as co-counsel; Jones Walker Jones Walker LLP as corporate counsel; and Kurtzman Carson Consultants, LLC, as claims and noticing agent. The Debtors also tapped Carl Marks Advisory Group LLC as crisis managers and appoint F. Duffield Meyercord as chief restructuring officer. The U.S. Trustee for Region 3 formed a five-member committee of unsecured creditors in the case. The Committee retained Akin Gump Strauss Hauer & Feld LLP and Pepper Hamilton LLP as co-counsel; and Guggenheim Securities, LLC as exclusive investment banker. Cal Dive Offshore Contractors, Inc., disclosed total assets of $233,273,806 and $311,339,932 in liabilities as of the Chapter 11 filing. COCO BEACH GOLF: Employs Charles A. Cuprill as Bankruptcy Counsel ----------------------------------------------------------------- Coco Beach Golf & Country Club S.E. seeks authority from the U.S. Bankruptcy Court for the District of Puerto Rico to employ Charles A. Cuprill, P.S.C., Law Offices, to represent the company on court proceedings in its petition for reorganization. The Debtor has retained Cuprill on the basis of a $30,000 retainer, paid by Debtor's affiliate, Petroleum Emulsion Manufacturing Co., against which the law firm will bill on the basis of $350 per hour, for work performed or to be performed by Charles A. Cuprill-Hernandez, Esq.; $250 per hour for any associate, $150 per hour for any junior associate, and $85 for paralegals. Charles A. Cuprill-Hernandez, Esq., at Charles A. Cuprill, P.S.C., Law Offices, in San Juan, Puerto Rico, assures the Court that the firm is a "disinterested entity" 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. Mr. Cuprill discloses that except for having represented the Debtor's affiliates in the case styled In re Scotiabank de Puerto Rico v. Coco Beach Development Corporation, R-3 Development, LLC, Coco Beach Holdings, Inc., in Case No. N3CI2012-00608, before the Court of First Instance of Puerto Rico, Rio Grande Section, and the rendering of advice thereto in reference to their settlement negotiations with Scotiabank de Puerto Rico; Debtor's affiliates Betteroads Asphalt, LLC, Betterecycling Corporation, Petroleum Emulsion Manufacturing Corporation, as creditors in the case of Alco Corporation, Case No. 12-00139(MCF); and Debtor's affiliates Betteroads Asphalt, LLC and Betterecycling Corporation, as creditors in the case of BTB Corporation, Case No. 15-03681(MCF), Cuprill nor its members have any other prior connections with the Debtor or any insider, any creditor, or other party in interest, their respective attorneys and accountants, the United States Trustee or any person employed in the office of the United States Trustee. Mr. Cuprill may be reached at: Charles A. Cuprill-Hernandez, Esq. CHARLES A. CUPRILL, P.S.C., LAW OFFICES 356 Fortaleza Street, Second Floor San Juan, PR 00901 Tel: (787) 977-0515 Fax: (787) 977-0518 Email: ccuprill@cuprill.com 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, PSC Law Office, serves as counsel to the Debtor. The case is assigned to Judge Enrique S. Lamoutte Inclan. COCO BEACH GOLF: Hires Luis R. Carrasquillo as Fin'l Consultant --------------------------------------------------------------- Coco Beach Golf & Country Club S.E. seeks authority from the U.S. Bankruptcy Court for the District of Puerto Rico to appoint CPA Luis R. Carrasquillo & Co., P.S.C., to assist its management in the financial restructuring of its affairs by providing advice in strategic planning and the preparation of the company's plan of reorganization, disclosure statement and related documents, and participating in the Debtor's negotiations with its creditors. The duties of Carrasquillo will consist of strategic counseling and advice, pro forma modeling preparation, financial assistance, preparation of documentation as requested for and during the company's Chapter 11, specifically as it is related to and has an effect on Debtor, as well as recommendations and financial assessments. The Debtor has retained Carrasquillo on the basis of a $15,000 advance retainer, paid by the Debtor's affiliate, Petroleum Emulsion Manufacturing Co. The Debtor assures the Court that Carrasquillo and the members of his accounting firm are "disinterested persons" as the term is defined in Section 101(14) of the Bankruptcy Code and do not represent any interest adverse to the Debtor and its estates. The Debtor discloses that except that Carrasquillo has acted as financial consultant in other bankruptcy cases in which Charles A. Cuprill, PSC Law Offices, the Debtor's counsel, has or is representing the debtor, and that Carrasquillo has provided financial advice to the Debtor's affiliates in reference to the case In re Scotiabank de Puerto Rico v. Coco Beach Development Corporation, R-3 Development, LLC, Coco Beach Holdings, Inc., in Case No. N3CI2012-00608, before the Court of First Instance of Puerto Rico, Rio Grande Section; and the Debtor's affiliates Betteroads Asphalt, LLC, Betterecycling Corporation, as creditors in the case of Alco Corporation, Case No. 12-00139(MCF), Carrasquillo has no other prior connections with the Debtor, its officers, directors and insiders, any creditor, or other party in interest, their respective attorneys and accountants, the United States Trustee or any person employed in the office of the United States Trustee. 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, PSC Law Office, serves as counsel to the Debtor. The case is assigned to Judge Enrique S. Lamoutte Inclan. COLUMBIA HOSPITALITY: Case Summary & 11 Top Unsecured Creditors --------------------------------------------------------------- Debtor: Columbia Hospitality Services, LLC 1803 Sun Valley Dr., Ste C Jefferson City, MO 65109 Case No.: 15-20685 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: July 17, 2015 Court: United States Bankruptcy Court Western District of Missouri (Jefferson City) Judge: Hon. Dennis R. Dow Debtor's Counsel: Gwendolyn Froeschner Hart, Esq. SHURTLEFF, FROESCHNER & BUNN LLC 25 N. 9th St. Columbia, MO 65201 Tel: 573-449-3874 Fax: 573-875-5055 Email: gwenf@tranquility.net Total Assets: $2.9 million Total Liabilities: $7.5 million The petition was signed by George Pate, sole member. A list of the Debtor's 11 largest unsecured creditors is available for free at http://bankrupt.com/misc/mowb15-20685.pdf CONSTELLATION BRANDS: S&P Assigns 'BB+' Rating on $1.27BB Loan -------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB+' issue-level and '3' recovery ratings to Victor, N.Y.-based Constellation Brands Inc.'s new $1.27 billion term loan A facility maturing 2021 and new $1.43 billion European term loan A facility borrowed by CIH International S.A.R.L following the company's announced amendment to its senior credit facility. The amendment also includes an increase of the existing revolving credit facility to $1.15 billion from $850 million. The issue-level rating on the revolving credit facility remains 'BB+' with a recovery rating of '3'. The '3' recovery rating on the new credit facility and existing revolving credit facility indicates S&P's expectation for meaningful (at the higher end of the 50% to 70% range) recovery in the event of a payment default. The credit facilities are secured by pledges of the equity interests in certain of the company's domestic subsidiaries and a pledge of 65% of the voting stock of certain foreign subsidiaries. S&P has not attributed any recovery value to the domestic stock pledges because S&P believes the equity pledge, which represents a residual claim, would not provide any additional credit support above and beyond a guarantee. Additionally, certain domestic subsidiaries guarantee the credit facilities on an unsecured pari passu basis with its senior unsecured notes. The corporate credit rating on the company remains 'BB+' and the rating outlook is stable. Constellation Brands benefits from its sole distribution rights of Corona and other leading Mexican beer in the U.S market, and from its portfolio of well-known wine brands with good market shares. The company's high capital expenditure requirements will somewhat hamper its historically strong cash generation over the next two years as it builds out beer manufacturing capacity. S&P continues to believe the company will slowly improve leverage beyond fiscal 2016 (ending February 2016), when capital expenditures materially decline and cash flows strengthen. S&P believes debt to EBITDA will likely improve to just under 4x over the next two years and funds from operations to debt will approach 20%, a moderate improvement from about 4x and 16%, respectively, for the 12 months ended May 28, 2015. RATINGS LIST Constellation Brands Inc. Corporate Credit Rating BB+/Stable/-- Ratings Assigned Constellation Brands Inc. Senior credit facility $1.27 bil. term ln A due 2021 BB+ Recovery rating 3H $1.43 bil. European term ln A BB+ Recovery rating 3H CORE ENTERTAINMENT: S&P Lowers Corporate Credit Rating to 'SD' -------------------------------------------------------------- Standard & Poor's Ratings Services said that it removed its ratings on Beverley Hills, Calif.-based TV production studio CORE Entertainment Inc. from the CreditWatch, where S&P had placed them with negative implications on June 17, 2015. At the same time, S&P lowered its corporate credit rating on the company to 'SD' (selective default) from 'CCC-'. S&P also lowered its issue-level rating on the company's $160 million 13.5% second-lien term loan due 2018 to 'D' from 'C'. The 'CCC-' issue-level rating on the company's $200 million senior secured first-lien term debt due 2017 remains unchanged. One June 11, 2015, CORE Entertainment failed to make the mandatory interest payment on its $160 million second-lien 13.5% term loan. The 30-day grace period for the missed interest payment expired on July 14, 2015. The company is still in active conversation with the first- and second-lien lenders. "We lowered our corporate rating on the company to 'SD' and our issue-level rating on its second-lien loan to 'D, according to our criteria," said Standard & Poor's credit analyst Naveen Sarma. DIAMONDBACK ENERGY: Moody's Raises CFR to B1, Outlook Stable ------------------------------------------------------------ Moody's Investors Service upgraded Diamondback Energy, Inc.'s Corporate Family Rating to B1 from B2, Probability of Default Rating to B1-PD from B2-PDR, and senior unsecured notes rating to B2 from B3. Concurrently, Moody's affirmed the SGL-2 Speculative Grade Liquidity Rating. The rating outlook was changed to stable. "The upgrade reflects Diamondback's good operational execution since mid-2014 and our expectation of continued growth in production, reserves and cash flows through 2016," commented Sajjad Alam, Moody's AVP-Analyst. "Lower drilling and completion costs, leading cash margins relative to its peer group, and good liquidity will help maintain a healthy drilling program even if oil prices remain near $60 per barrel. Diamondback plans to add two more rigs in the second half of 2015 and possibly another 2-3 rigs in 2016 to boost its production and reserves." Issuer: Diamondback Energy, Inc. Ratings Upgraded: -- Corporate Family Rating, Upgraded to B1 from B2 -- Probability of Default Rating, Upgraded to B1-PD from B2-PD -- Senior Unsecured Rating, Upgraded to B2/LGD5 from B3/LGD4 Ratings Affirmed: -- Speculative Grade Liquidity Rating, Affirmed SGL-2 Outlook Change: -- Outlook changed to Stable from Positive RATINGS RATIONALE Diamondback's B1 Corporate Family Rating reflects its Permian Basin focused growing E&P business, oil-weighted production platform, strong cash margins and significant alternative liquidity through its ownership interest in Viper Energy Partners LP. The rating is also supported by the company's strong operating track record to date, deep drilling inventory in the prolific Midland Basin featuring stacked pay zones and predictable geology, and high degree of operational control (about 95%). The CFR is restrained by the limited scale of Diamondback's upstream operations, its narrow geographic focus and high level of capital spending that will produce negative free cash flow through 2016 with an increased drilling program. Although Diamondback's production and reserves are smaller than many B1 rated E&P companies today, Moody's believes the high quality asset base and healthy capital structure will help the company outperform most of its peers as oil prices start to recover. Diamondback should have good liquidity through 2016, which is reflected in our SGL-2 Speculative Grade Liquidity Rating. Pro forma for the second quarter 2015 acquisition and equity issuance, the company had roughly $266 million of available borrowing capacity under its $500 million committed revolving credit facility as of March 31, 2015. Following the spring redetermination, the borrowing base was set at $725 million and we expect the borrowing base to increase in tandem with reserves. Therefore, future funding gaps can be bridged with revolver drawings. There should be sufficient headroom under the financial covenants governing the credit facility to provide continued access through 2016. Diamondback's ownership interest in VEP and undeveloped Permian Basin acreage could generate significant alternative liquidity. Diamondback's unsecured notes are rated B2, one notch below the B1 CFR. Given the significant size of the secured revolving credit facility, our Loss Given Default Methodology indicates a B3 rating for the unsecured notes. However, Moody's believes a one notch differential from the CFR is more appropriate based on the significant value in VEP and Diamondback's undeveloped acreage. The revolver has a first-lien claim to substantially all of Diamondback's assets. However, a significant increase in secured debt relative to unsecured debt in the capital structure could push the unsecured note rating two notches below the B1 CFR. The stable outlook reflects Diamondbacks good liquidity and controlled growth through 2016. An upgrade could be considered if Diamondback can sustain production above 40,000 boe per day while maintaining the RCF/debt ratio above 40% and the debt to average daily production ratio below $25,000 per boe. A negative rating action is unlikely in 2015. Longer term, Moody's could downgrade the CFR if the RCF/Debt ratio declines below 20% or the debt to average daily production ratio could not be sustained below $35,000 per boe. The principal methodology used in this rating was the Global Independent Exploration and Production Industry Methodology published in December 2011. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Based in Midland, Texas, Diamondback Energy, Inc. is an oil and gas exploration and production company with primary focus on the Wolfberry play of the Permian Basin in West Texas. DTS8 COFFEE: Vis Vires Reports 9.9% Stake as of July 17 ------------------------------------------------------- In a Schedule 13G filed with the Securities and Exchange Commission, Vis Vires Group, Inc. disclosed that as of July 17, 2015, they beneficially owned 3,395,767 shares of common stock of DTS8 Coffee Company, Ltd. which represents 9.99% (based on the total of 33,991,666 outstanding shares of Common Stock). A copy of the regulatory filing is available at http://is.gd/Tt1uYQ About DTS8 Coffee DTS8 Coffee Company, Ltd. (previously Berkeley Coffee & Tea, Inc.) was incorporated in the State of Nevada on March 27, 2009. Effective Jan. 22, 2013, the Company changed its name from Berkeley Coffee & Tea, Inc., to DTS8 Coffee Company, Ltd. On April 30, 2012, the Company acquired 100 percent of the issued and outstanding capital stock of DTS8 Holdings Co., Ltd., a corporation organized and existing since June 2008 under the laws of Hong Kong and which owns DTS8 Coffee (Shanghai) Co., Ltd. DTS8 Holdings, through its subsidiary DTS8 Coffee, is a gourmet coffee roasting company established in June 2008. DTS8 Coffee's office and roasting factory is located in Shanghai, China. DTS8 Coffee is in the business of roasting, marketing and selling gourmet roasted coffee to its customers in Shanghai, and other parts of China. It sells gourmet roasted coffee under the "DTS8 Coffee" label through distribution channels that reach consumers at restaurants, multi-location coffee shops, and offices. DTS8 Coffee incurred a net loss of $2.31 million on $310,003 of sales for the year ended April 30, 2014, as compared with a net loss of $1.11 million on $254,000 of sales during the prior year. MaloneBailey, LLP, in Houston, Texas, issued a "going concern" qualification in its report on the Company's financial statements for the year ended April 30, 2014, citing that the Company has suffered recurring losses from operations, which raises substantial doubt about its ability to continue as a going concern. EAST COAST BROKERS: Curry Law's Bid to Withdraw Reference Denied ---------------------------------------------------------------- Judge Elizabeth A. Kovachevich of the United States District Court for the Middle District of Florida, Tampa Division, denied a motion to withdraw the reference to the bankruptcy court, declare as non-core proceeding, and dismiss the adversary complaint GERARD A. McHALE, as Chapter 11 Trustee of EAST COAST BROKERS & PACKERS, Inc., Plaintiff, v. CURRY LAW GROUP, P.A. Defendant, CASE NO. 8:15-CV-824-T-EAK, ADV. PRO. 8:15-AP-215-KRM, (M.D. Fla.). Gerard McHale, Jr., as trustee for East Coast Brokers & Packers, Inc., filed an adversary action against Curry Law Group, P.A., for avoidance of alleged fraudulent transfers under Section 544(b) of the Bankruptcy Code and Florida Statutes sections 726.105 and 726.106, and for recovery of the avoided transfers under Section 550. Curry Law requests that reference to the bankruptcy court be withdrawn and that the adversary complaint be dismissed for failure to state a claim. Judge Kovachevich denied the Defendant's Motions without prejudice to the Defendant refiling a similar motion once the case is ready for trial. According to Judge Kovachevich, Curry Law's judicial economy and resources argument is unpersuasive because conducting pretrial matters in the same court as the Debtor's estate "is a much more efficient use of judicial resources, as opposed to ... pitting the case against the competing criminal and civil litigation demands of the district court's docket." Further, eventual de novo review does not extinguish the role of the bankruptcy court, Judge Kovachevich said. The bankruptcy case is In re EAST COAST BROKERS & PACKERS, INC., et al., Debtors, Bankruptcy Case No. 8:13-BK-2894-KRM (Bankr. M.D. Fla.). A full-text copy of Judge Kovachevich's Order dated May 21, 2015, is available at http://is.gd/J8fmBSfrom Leagle.com. Louis Daniel Lazaro, Esq., at Curry Law Group, PA, serves as counsel for Appellant Curry Law Group, P.A. serves as counsel for Appellant Cury Law Group, P.A. Ashley Dillman Bruce, Esq. -- adbruce@bergersingerman.com -- and Brian G. Rich, Esq. -- brich@bergersingerman.com -- of Berger Singerman, LLP, serve as counsel for Gerard A. McHale, Jr., as Chapter 11 Trustee of East Coast Brokers & Packers, Inc., Appellee. About East Coast Brokers East Coast Brokers & Packers, Inc., along with related entities, sought Chapter 11 protection (Bankr. M.D. Fla. Lead Case No. 13-02894) in Tampa, Florida, on March 6, 2013. East Coast Brokers & Packers disclosed $12,663,307 in assets and $75,181,975 in liabilities as of the Chapter 11 filing. The debtor-affiliates are Batista J. Madonia, Sr. and Evelyn M. Madonia (Case No. 13-02895); Circle M Ranch, Inc., Case No. 13-02896); Ruskin Vegetable Corporation, Case No. 13-02897); Oakwood Place, Inc. (Case No. 13-2898); Byrd Foods of Virginia, Inc. (Case No. 13-03069); Eastern Shore Properties, Inc. (Case No. 13-03070); and Stellaro Bay, Inc. (Case No. 13-3071). Scott A. Stichter, Esq., and Susan H. Sharp, Esq., at Stichter, Riedel, Blain & Prosser, P.A., in Tampa, serve as counsel to the Debtors. Steven M. Berman, Esq., and Hugo S. deBeaubien, Esq., at Shumaker, Loop, & Kendrick, LLP, in Tampa, are the Debtors' special counsel. In June 2013, the bankruptcy court approved the appointment of Gerard A. McHale, Jr., to serve as Chapter 11 trustee. MLIC Asset Holdings LLC and MLIC CB Holdings LLC asked the Bankruptcy Court to appoint a Chapter 11 trustee, or, in the alternative, dismiss the Debtors' Chapter 11 cases. According to the MLIC entities, the Debtors, among other things had mishandled the potential rents from employees, failed to pay taxes, failed to maintain insurance, has inadequate security regarding the Debtors' personal and real property, and delayed the filing of schedules and reports required under the Bankruptcy Code. EL PASO CHILDREN'S: Applies to Retain Miller as Investment Banker ----------------------------------------------------------------- El Paso Children's Hospital has applied to the Bankruptcy Court to retain Miller Buckfire & Co. as its investment banker. Miller Buckfire will work with the Board of Directors to evaluate and implement value-maximizing strategic alternatives, which may include the solicitation of interested parties for affiliation, merger or acquisition as El Paso Children's Hospital seeks to complete its chapter 11 restructuring process. About Miller Buckfire Miller Buckfire & Co. LLC -- http://www.millerbuckfire.com-- is an investment banking firm. Miller Buckfire provides a full range of investment banking advisory services, including financial restructuring, mergers and acquisitions, and debt and equity placements. Miller Buckfire is an indirect, wholly-owned subsidiary of Stifel Financial Corp., which is a publicly-traded, financial holding company listed on the New York Stock Exchange (ticker symbol: SF), headquartered in St. Louis. About El Paso Children's Hospital El Paso Children's Hospital Corporation operates the El Paso Children's Hospital, the only not-for-profit children's hospital in the El Paso region. The hospital opened its doors in February 2012, features 122 private pediatric rooms, and is located at the campus of El Paso County Hospital District dba University Medical Center of El Paso. The Company sought Chapter 11 protection (Bankr. W.D. Tex. Case No. 15-30784) on May 19, 2015. The case is assigned to Judge H. Christopher Mott, following disputes with UMC. The Debtor tapped Jackson Walker LLP as counsel. EXCELITAS TECHNOLOGIES: S&P Lowers CCR to 'B-', Outlook Stable -------------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on Excelitas Technologies Corp. to 'B-' from 'B'. The rating outlook is stable. At the same time, S&P lowered its issue-level rating on the company's nearly $700 million senior secured credit facility to 'B-' from 'B'. The '3' recovery rating on the debt remains unchanged, indicating S&P's expectation for a meaningful (lower half of the 50%-70% range) recovery in a default scenario. "The downgrade reflects our expectation that the company's credit measures will remain weak for the next 12 to 18 months," said Standard & Poor's credit analyst Jaissy Lorenzo. Since the acquisition of Qioptiq S.a.r.l. in the fall of 2013, leverage has remained above 6.5x. The company faces headwinds in its land equipment and avionics and space businesses, and from volatile foreign exchange movements. S&P assumes that the company begins to realize more benefits from cost-cutting and integration efforts in 2016. Excelitas operates in the niche custom-designed photonic components and subsystems industry. Most of the company's end markets are highly fragmented and the company is exposed to somewhat high customer concentration. These factors are partly offset by the industry's high barriers to entry and the company's good end-market and geographic diversity. While the company has leading market positions in its niche, technological changes remain a risk factor. The stable outlook on Excelitas reflects S&P's expectation that leverage will remain above 6.5x while it maintains adequate liquidity over the next 12 to 18 months. S&P could upgrade the rating if stronger-than-expected growth in the company's end-markets, successful execution of integration and cost-saving initiatives, and debt reduction result in adjusted total debt to EBITDA of 6.5x or less on a sustained basis. S&P could lower the ratings if the company is unable to realize cost savings or free cash flow is negative to an extent that a covenant breach is likely. S&P could also lower the rating if additional debt were to meaningfully weaken its credit measures with no near-term prospects for improvement. FREEDOM INDUSTRIES: Has Settlement with Chemstream, et al. ---------------------------------------------------------- Freedom Industries, Inc., asks the U.S. Bankruptcy Court for the Southern District of West Virginia to approve a settlement with the West Virginia Department of Environmental Protection, Chemstream Holdings, Inc., and other entities in relation to the chemical spill in West Virginia. The proposed Settlement Agreement provides a mechanism to assure adequate funding to complete remediation of the Etowah River Terminal site, while also representing a critical step toward the Debtor's effort to confirm a plan of liquidation case and enhancing the recoveries of creditors. Stephen L. Thompson, Esq., at Barth & Thompson, in Charleston, West Virginia, should the Settlement Agreement be approved, Freedom will provide a broad release to the Chemstream family of companies in exchange for: (a) Chemstream's contribution of $1,100,000 in cash, $250,000 of which will be available upon entry into the Settlement Agreement; (b) Chemstream's assignment of its right, title and interest in and to the approximately $2,720,000 in remaining Escrow Funds; (c) Chemstream's release of and (d) an agreement with the WVDEP regarding a mechanism, procedure and funding amount for completing remediation and obtaining a certificate of completion for the Etowah River Terminal site. The Debtor is represented by: Stephen L. Thompson, Esq. J. Nicholas Barth, Esq. BARTH & THOMPSON P.O. Box 129 Charleston, WV 25321 Tel: (304) 342-7111 Fax: (304) 342-6215 Email: sthompson@barth-thompson nbarth@barth-thompson.com -- and -- Mark E. Freedlander, Esq. MCGUIREWOODS LLP 625 Liberty Avenue, 23rd Floor Pittsburgh, PA 15222 Tel: (412) 667-6000 Fax: (412) 667-6050 Email: mfreedlander@mcguirewoods.com About Freedom Industries Freedom Industries Inc. is engaged principally in the business of producing specialty chemicals for the mining, steel and cement industries. The Debtor operates two production facilities located in (a) Nitro, West Virginia; and (b) Charleston, West Virginia. The company, connected to a chemical spill that tainted the water supply in West Virginia, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. W.Va. Case No. 14-bk-20017) on Jan. 17, 2014. The case is assigned to Judge Ronald G. Pearson. The petition was signed by Gary Southern, president. The Debtor is represented by Mark E Freedlander, Esq., at McGuire Woods LLP, in Pittsburgh, Pennsylvania; and Stephen L. Thompson, Esq., at Barth & Thompson, in Charleston, West Virginia. On Dec. 31, 2013, four companies merged under the umbrella of Freedom Industries: Freedom Industries Inc., Etowah River Terminal LLC, Poca Blending LLC and Crete Technologies LLC. As reported in the Troubled Company Reporter on Feb. 20, 2014, Kate White, writing for The Charleston Gazette, reported that the Debtor disclosed $16 million in assets and $6 million in liabilities when it filed for bankruptcy. On Feb. 5, 2014, the U.S. Trustee appointed an official committee of unsecured creditors. The Committee retained Frost Brown Todd LLC as counsel. On March 18, 2014, the Bankruptcy Court approved the hiring of Mark Welch at MorrisAnderson in Chicago as Freedom's chief restructuring officer. * * * U.S. Bankruptcy Judge Ronald Pearson on May 13, 2015, entered an order denying Freedom Industries Inc.'s bid to move forward with its Plan of Liquidation dated April 30, 2015. The judge sustained the objection of the West Virginia Department of Environmental Protection ("WVDEP"), which strongly took issue with the Plan's treatment of environmental remediation and argued that the Plan did not provide for adequate funding in that regard. The Plan is a result of negotiations with: (a) the Official Committee of Unsecured Creditors which is comprised of trade creditors, spill claim creditors and the West Virginia-American Water Company ("WVAWC"), (b) counsel to certain class action claimants, including those representing parties in what is referred to in the Plan as the Bar 101 Case and the Good Case, (c) the current equity owner of the Debtor and affiliated parties, (d) Gary Southern and affiliated parties, (e) Dennis Farrell, William Tis and Charles Herzing and their respective affiliated parties, who collectively are the former owners and board members of Freedom. However, absent from the list of parties coming to affirmative agreement under the Plan was the WVDEP. GEORGETOWN MOBILE: Hires Enderle and Company as Accountant ---------------------------------------------------------- Georgetown Mobile Estates, LLC seeks authorization from the U.S. Bankruptcy Court for the Eastern District of Kentucky to employ Mark Enderle of Enderle and Company, PLLC as certified public accountant to the Debtor. Enderle and Company will render financial consulting services relating to accounting and tax preparation and filing for the Debtor in this case and various tax issues that arise in connection with this case. Enderle and Company will seek compensation based of a flat $800 per month, expenses included for all months after its appointment until services are terminated. Mr. Enderle 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. Enderle and Company can be reached at: Mark Enderle ENDERLE & COMPANY, PLLC 190 Market Street, Suite 1 Lexington, KY 40507 Tel: (859) 254-4427 About Georgetown Mobile Estates Georgetown Mobile Estates, LLC, is a Kentucky corporation with headquarters in Georgetown, Scott County, Kentucky. Originally incorporated on Jan. 23, 2006, the Company operates a mobile home park in three areas on the county line of Scott and Fayette, Kentucky. The park can take up to 504 customers and, historically, had an occupancy rate of 92%. Georgetown Mobile Estates filed a Chapter 11 bankruptcy petition (Bankr. E.D. Ky. Case No. 15-50945) in Lexington, Kentucky, on May 11, 2015, to take back control of the mobile home park from a receiver. Daniel E. Sexton, the present owner, signed the petition. The bankruptcy case is assigned to Judge Tracey N. Wise. The Debtor estimated $10 million to $50 million in assets and debt. The Debtor tapped Bunch & Brock of Lexington, Kentucky, as counsel; Randy Reynolds of Magnum Capital Consultants, LLC, as financial advisor; Bradford Burgess of The Thayer Group as financial advisor; and Glen Dellavalle of Dellavalle Management Group as manager of business operations. The U.S. trustee overseeing the Chapter 11 case of Georgetown Mobile Estates LLC appointed three creditors of the company to serve on the official committee of unsecured creditors. GEORGETOWN MOBILE: U.S. Bank Asks Court to Dismiss Ch. 11 Case -------------------------------------------------------------- U.S. Bank National Association, as Trustee, in Trust for the holders of COMM 2013-CCRE8 Mortgage Trust Commercial Mortgage Pass-Through Certificates, asks the U.S. Bankruptcy Court for the Eastern District of Kentucky, Lexington Division, to dismiss the Chapter 11 cases of Georgetown Mobile Estates, LLC, as the bankruptcy filing was not authorized. According to Brian R. Pollock, Esq., at Stites & Harbison, Pllc, in Louisville, Kentucky, the bankruptcy case that was filed without the unanimous consent of its members, Georgetown East and Star Lite, required by the Georgetown Mobile Estates, LLC's operating agreement. Furthermore, the instant bankruptcy filing is not in the interests of creditors and only increases costs without increasing their likelihood of repayment, Mr. Pollock adds. U.S. Bank is represented by: Brian H. Meldrum, Esq. Ian T. Ramsey, Esq. Brian R. Pollock, Esq. STITES & HARBISON, PLLC 400 West Market Street, Suite 1800 Louisville, KY 40202 Tel: (502) 587-3400 Email: bmeldrum@stites.com iramsey@stites.com bpollock@stites.com -- and -- Gregory A. Cross, Esq. Catherine G. Allen, Esq. VENABLE LLP 750 E. Pratt Street, Suite 900 Baltimore, MD 21202 Tel: (410) 244-7400 Fax: (410) 244-7742 Email: gacross@venable.com cgallen@venable.com About Georgetown Mobile Estates Georgetown Mobile Estates, LLC, is a Kentucky corporation with headquarters in Georgetown, Scott County, Kentucky. Originally incorporated on Jan. 23, 2006, the Company operates a mobile home park in three areas on the county line of Scott and Fayette, Kentucky. The park can take up to 504 customers and, historically, had an occupancy rate of 92%. Georgetown Mobile Estates filed a Chapter 11 bankruptcy petition (Bankr. E.D. Ky. Case No. 15-50945) in Lexington, Kentucky, on May 11, 2015, to take back control of the mobile home park from a receiver. Daniel E. Sexton, the present owner, signed the petition. The bankruptcy case is assigned to Judge Tracey N. Wise. The Debtor estimated $10 million to $50 million in assets and debt. The Debtor tapped Bunch & Brock of Lexington, Kentucky, as counsel; Randy Reynolds of Magnum Capital Consultants, LLC, as financial advisor; Bradford Burgess of The Thayer Group as financial advisor; and Glen Dellavalle of Dellavalle Management Group as manager of business operations. The U.S. trustee overseeing the Chapter 11 case of Georgetown Mobile Estates LLC appointed three creditors of the company to serve on the official committee of unsecured creditors. GFI GROUP: Moody's Raises Issuer & Sr. Unsec. Debt Rating to Ba3 ---------------------------------------------------------------- Moody's Investors Service announced that it is upgrading GFI Group Inc.'s long-term issuer and senior unsecured debt ratings to Ba3 from B1. The outlook is positive. The rating actions conclude the review for upgrade initiated on May 13, 2015. RATINGS RATIONALE The upgrade to Ba3 reflects Moody's view that GFI as part of BGC Partners, Inc. (unrated) will benefit from larger scale and a more diversified revenue mix in a highly competitive industry. Further, GFI's cost structure has shown improvement related to successful renegotiation of broker compensation. Additionally, management is targeting $90 million in synergies across both entities, as it leverages technology and optimizes personnel. The positive outlook reflects the potential that successful integration of GFI with BGC will lead to an improvement in GFI's financial metrics. Additionally, BGC's recent provision of a guarantee on GFI's outstanding $240 million 2018 senior note enabled Moody's to analyze the combined group holistically and attribute more direct support from its parent. BGC previously issued a note receivable that matures one month prior to the maturity of GFI's outstanding debt, providing GFI the cash to pay it back upon maturity. This also doubled GFI's equity base to $500 million. What Could Change the Rating -- UP -- Successful integration with BGC, resulting in improved profitability and financial metrics as synergies are achieved, while maintaining a strong competitive position What Could Change the Rating -- DOWN -- Aggressive financial policy by GFI or BGC with respect to owner distributions, which could significantly reduce GFI's capital base -- Significant increase in GFI or BGC's debt to fund acquisitions, absent a coherent near-term deleveraging strategy The principal methodology used in these ratings was Global Securities Industry Methodology published in May 2013. GFI is the world's fifth-largest inter-dealer broker, with operations in the Americas, Europe, the Middle East, Africa, and Asia Pacific, focusing on fixed income, currencies, commodities and some equity products. Its subsidiaries provide brokerage, clearing, technology, and market data services to institutional clients. In March 2015, BGC completed its acquisition of GFI, after paying $6.10 per GFI share in an all cash transaction. GFI operates as a separately branded division of BGC. GT AUTOMATION: Approval of Lawyer Fees Upheld --------------------------------------------- District Judge Theresa L. Springmann affirmed the Bankruptcy Court's decision approving attorney's fees for services rendered in an adversary proceeding brought by the Trustee of the bankruptcy estate in the case captioned ARLINGTON CAPITAL LLC, Appellant, v. BAINTON McCARTHY LLC and SMITH, GAMBRELL & RUSSELL, LLP, Appellees, CAUSE NO. 1:14-CV-98-TLS (N.D. Ind., Fort Wayne Div.). The Trustee employed Bainton McCarthy as special litigation counsel, and later, Smith, Gambrell & Russell ("SGR") as substitute special litigation counsel in the adversary proceeding that the Trustee filed seeking recovery under 11 U.S.C. Section 363(n). The Trustee claimed that Arlington Capital LLC ("Arlington") and insiders of the debtor GT Automation Inc. entered into an agreement among potential bidders at the debtor's bankruptcy auction to control the sale price of the debtor's assets. On May 17, 2013 Bainton McCarthy filed a fee application seeking of $458,037.50 in fees and $27,297.37 in disbursements for its special litigation counsel services for the Trustee. On the same day, SGR filed a fee application seeking approval of $399,677.50 in fees and $21,475.67 in disbursements for its substitute special litigation counsel services for the Trustee. Arlington objected, contending that attorney's fees are improper because the services rendered by Bainton McCarthy and SGR were not reasonably likely to benefit the debtor's estate. The bankruptcy court rejected Arlington's claim and found that the debtor's estate would have been entitled to damages arising from the Trustee's Section 363(n) claim and granted the fee applications. On appeal, Judge Springmann was persuaded that any recovery from the Trustee's Section 363(n) claim is "after acquired property" within the meaning of Section 552(a), rather than proceeds of pre-petition collateral under Section 552(b)(1). She held that because the bankruptcy estate would have been entitled to recover Section 363(n) damages, the bankruptcy court did not abuse its discretion by determining that attorney's fees are appropriate under 11 U.S.C. Section 330. A copy of the June 26, 2015 opinion and order is available at http://is.gd/YaQlzafrom Leagle.com. Arlington Capital LLC, Creditor, Appellant, represented by Larry L Barnard, Carson Boxberger LLP & Robert L Nicholson, Carson Boxberger LLP. Bainton McCarthy LLP, Counsel for Trustee, Appellee, represented by J Joseph Bainton -- bainton@baintonlynch.com -- Bainton McCarthy LLC & John G McCarthy -- jmccarthy@sgrlaw.com -- Smith Gambrell & Russell. Smith Gambrell & Russell LLP, Counsel for Trustee, Appellee, represented by John G McCarthy, Smith Gambrell & Russell. GT Automation Inc. filed a Chapter 11 bankruptcy petition on October 9, 2001. GTA Acquisition LLC -- an entity created by Arlington Capital LLC, for the purpose of acquiring the Debtor's assets -- submitted a bid of $2,725,000, which was the highest bid. On April 8, 2003, the bankruptcy court approved the sale of the Debtor's assets to GTA. HEALTH NET: A.M. Best Puts 'bb' Issuer Credit Debt Rating on Review ------------------------------------------------------------------- A.M. Best Co. has placed under review with developing implications the financial strength rating of B++ (Good) and the issuer credit ratings (ICR) of "bbb" of Health Net of California, Inc., Health Net Life Insurance Company, Health Net Health Plan of Oregon, Inc. and Health Net of Arizona, Inc. A.M. Best also has placed under review with developing implications the ICR of "bb" and the debt rating of "bb" on the $400 million 6.375% senior unsecured notes due 2017 of the parent company, Health Net, Inc. (Health Net) (Woodland Hills, CA) (NYSE: HNT). The rating action follows the announcement that Health Net has recently entered into a definitive agreement under which the organization would be purchased by Centene Corporation (Centene) (NYSE: CNC). The acquisition of Health Net by Centene would create a leading diversified multi-national health care organization with more than ten million members throughout the United States. The combined organization will have a strong presence in the California Medicaid program and will be one of the largest Medicaid managed organizations in the country. This transaction will provide growth opportunities in government programs including TRICARE, the U.S. Department of Veterans Affairs and in various exchange populations. Additionally, the new company has the potential for significant cost synergies through integration of a range of specialty services and leveraging capabilities in information technology systems and process management. Centene will acquire all of the shares of Health Net in a cash and stock transaction valued at $6.8 billion, including the assumption of approximately $500 million of debt. Pro forma financial leverage is expected to be approximately 40%, and goodwill is anticipated to increase considerably. The acquisition will be subject to shareholder approval and regulatory approval in multiple jurisdictions, which is expected to close in early 2016. The under review status reflects A.M. Best's concern regarding the execution and integration risk related to the transaction as well as the capitalization of the entities post-close. A.M. Best will hold discussions with the senior management team and conduct further analysis to determine the final rating opinion. HOSTESS HOLDCO: Moody's Assigns 'B2' Corp. Family Rating -------------------------------------------------------- Moody's Investors Service Inc. assigned a B2 Corporate Family Rating and B2-PD Probability of Default Rating to Hostess Holdco, LLC. Moody's also assigned a B1 rating to Hostess' proposed $100 million first lien revolving credit facility and proposed $825 million first lien term loan. Moody's assigned a Caa1 rating to Hostess' proposed $400 million second lien term loan. Proceeds from these facilities will be used to fund a $905 million distribution to shareholders and refinance $344 million of existing debt. The ratings outlook is stable. Moody's assigned these ratings to Hostess Holdco, LLC: -- Corporate Family Rating at B2 -- Probability of default rating at B2-PD -- $100 million first lien revolving credit facility expiring 2020 at B1 (LGD 3) -- $825 million first lien term loan maturing 2022 at B1 (LGD 3) -- $400 million second lien term loan maturing 2023 at Caa1 (LGD 5) The rating outlook is stable. RATINGS RATIONALE Hostess' B2 CFR reflects high financial leverage resulting from a large debt-financed shareholder distribution and Moody's expectation that financial policies of the sponsor-owned company will likely remain aggressive, especially in terms of financial leverage. Also reflected in the rating is the company's limited operating track record, concentrated plant operations, and relatively small scale. These negative credit factors are balanced against the financial success of the company's relaunch and of several core well-known brands through direct-to-warehouse distribution, high profit margins, good future growth prospects, and good liquidity. Hostess manufactures and sells sweet baked goods in the United States. The company was formed in February 2013 by an investment group led by Dean Metropoulos and Apollo Global Management through the acquisition of assets and brands of predecessor company Hostess Brands, Inc., which ceased manufacturing operations in November 2012 after filing for bankruptcy. The company acquired, among other things, bakeries, parcels of real estate, equipment, trademarks, and recipes for approximately $409 million. Recipes and know-how for products acquired included iconic products such as Twinkies, Ding Dongs, Zingers, Ho-Hos, and Donettes. Hostess' cost profile is significantly lower and its operating flexibility much greater than its predecessor company, which was encumbered by strict labor union restrictions, heavy pension obligations, overcapacity, and high distribution expenses associated with a direct store delivery system. Hostess began operating in July 2013 through a newly established direct to warehouse distribution system and sales have since grown to $577 million for the twelve months ended March 31, 2015. The company currently operates three bakery facilities with products sold across the United States. The $100 million first lien revolving credit facility and $825 million first lien term loan are rated B1 (LGD 3), one notch above the CFR, reflecting the significant amount of lower priority obligations that will be in the capital structure. These obligations will be guaranteed by wholly owned domestic subsidiaries, and by direct and indirect holding companies, HG Holdings, LLC and Hostess Holdco, LLC (the reporting entity). The revolver and term loan will be secured by a first priority security interest in substantially all the assets of the borrower and subsidiary guarantors. The $400 million second lien term loan is rated Caa1 (LGD 5), two notches below the CFR reflecting its junior position in the capital structure. It will be guaranteed by the same entities as the first lien debt and be secured by a second priority interest in the same assets as the first lien debt. The stable rating outlook reflects Moody's expectation that Hostess will be able to profitably expand its operations, which should fuel a steady pace of leverage reduction over the next twelve to eighteen months. The outlook also reflects Moody's belief that financial leverage will likely remain high. The ratings could be downgraded if Hostess experiences a meaningful decline in earnings performance, liquidity deteriorates, or if debt to EBITDA is sustained above 6.0 times. The rating could be upgraded if Hostess continues to successfully manage growth, maintains stable operating performance, and sustains debt to EBITDA below 5.0 times while maintaining good liquidity. Headquartered in Kansas City, MO, Hostess develops, manufactures, markets, and sells fresh baked sweet goods in the United States including snack cakes, donuts, sweet rolls, pies and related products. Well known products include Twinkies, Ding Dongs, Zingers, HoHo's, and Donettes. Revenue was $577 million for the twelve months ended March 31, 2015. Hostess is owned 50% by Apollo Global Management and 50% by Metropoulos & Co. The principal methodology used in these ratings was Global Packaged Goods published in June 2013. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. I.E.C. RENTALS: Asks Court to Extend Exclusive Periods ------------------------------------------------------ I.E.C. Rentals, Inc., asks the U.S. Bankruptcy Court for Middle District of Florida, Fort Myers Division, to extend its exclusive period to file a plan and disclosure statement, and exclusive period to obtain acceptances of the plan. The Debtor asks that the Court enter an order extending the time for the Debtor to file a plan and disclosure statement, and obtain acceptances of the plan, to 90 days and 180 days respectively, from the entry of the order granting the same. The original deadline for I.E.C. R Rentals, Inc. to file a chapter 11 plan and disclosure statement was set at July 10, 2015. On or about March 23, 2015, the Debtor's partner in the Partnership, Ivy Jean Nebus, filed a Motion for Relief from Stay to expel the Debtor from the Partnership. The Partnership is the Debtor's main asset and is its main source of income. The Debtor's dispute with Nebus was a precipitating factor in the Debtor seeking Chapter 11 relief, and it believes it is owed substantial sums from Nebus in Partnership distributions improperly withheld, redistributed, or still owing. The Debtor appeals the extension of the Exclusive Periods, so it may continue to work toward a resolution with Nebus, which will substantially impact the terms of the Debtor's plan of reorganization. The Debtor is represented by: Joe M. Grant, Esq. Adam D. Marshall, Esq. Stephen J. Leary, Esq. MARSHALL SOCARRAS GRANT, P.L. 197 South Federal Highway, Suite 300 Boca Raton, FL 33432 Tel: (561) 361-1000 Fax: (561) 672-7581 Email: jgrant@msglaw.com amarshall@msglaw.com sleary@msglaw.com About I.E.C. Rentals Naples, Florida-based I.E.C. Rentals, Inc., sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 15-02491) in Ft. Myers, Florida, on March 12, 2015, without stating a reason. According to the docket, the Chapter 11 plan and disclosure statement are due by July 10, 2015. Robert E. Cadenhead signed the petition as director. The Debtor is represented by Joey M Grant, Esq., at Marshall Socarras Grant, in Boca Raton, Florida, as counsel. I.E.C. RENTALS: Court Okays Hiring of HBK as Forensic Accountant ---------------------------------------------------------------- I.E.C. Rentals, Inc. sought and obtained permission from the Hon. Caryl E. Delano of the U.S. Bankruptcy Court for the Middle District of Florida to employ HbK Valuation Group LLC as forensic accountant. The Court authorized the Debtor to employ HbK Valuation with compensation be paid in amounts allowed by the Court upon proper application. Edee M. Adams, director of litigation services for HbK Valuation, 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. Ivy Jean Nebus, a creditor and shareholder of the Debtor, filed an objection to HbK Valuation's employment. Ms. Nebus objection stated that the application fails to disclose what services the Debtor seeks from HbK and what the proposed work plan or budget would be for such services from an accountant. HbK Valuation can be reached at: Edee M. Adams HBK VALUATION GROUP LLC 8010 Summerlin Lakes Drive Fort Myers, FL 33907 Tel: (239) 263-2111 E-mail: eadams@hbkcpa.com Ms. Nebus is represented by: Robert A. Cooper, Esq. HAHN LOESER & PARKS LLP 2400 First Street, Suite 300 Fort Myers, FL 33901 Tel: (239) 337-6700 Fax: (239) 337-6701 E-mail: racooper@hahnlaw.com About I.E.C. Rentals Naples, Florida-based I.E.C. Rentals, Inc., sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 15-02491) in Ft. Myers, Florida, on March 12, 2015, without stating a reason. According to the docket, the Chapter 11 plan and disclosure statement are due by July 10, 2015. Robert E. Cadenhead signed the petition as director. The Debtor is represented by Joey M Grant, Esq., at Marshall Socarras Grant, in Boca Raton, Florida, as counsel. ITUS CORP: Amit Kumar Reports 8% Equity Stake as of June 15 ----------------------------------------------------------- In an amended Schedule 13D filed with the Securities and Exchange Commission, Amit Kumar disclosed that as of June 15, 2015, he beneficially owned 751,910 shares of common stock of ITUS Corporation which represents 8.02 percent of the shares outstanding. The Reporting Person is vice chairman of the Company and is the chairman and chief executive officer of Anixa Diagnostics Corporation, a wholly-owned subsidiary of the Company. On June 15, 2015, the Reporting Person purchased, in an open market transaction with personal funds, 4,000 shares of Common Stock. The purchase of these shares, aggregated with the Reporting Person's purchase of additional shares of Common Stock and the vesting of certain previously granted options caused the Reporting Person's beneficial ownership to materially increase from the Reporting Person's ownership as of the date of filing of the original Schedule 13D. During the period from June 1, 2015, through July 6, 2015, the Reporting Person purchased 29,300 shares of Common Stock in open market transactions using personal funds. A copy of the regulatory filing is available at: http://is.gd/Pgtt9H About ITUS Corporation ITUS Corp. -- http://www.ITUScorp.com/-- develops and acquires patented technologies for the purposes of patent monetization and patent assertion. The company currently has 10 patent portfolios in the areas of Key Based Web Conferencing Encryption, Encrypted Cellular Communications, E-Paper(R) Electrophoretic Display, Nano Field Emission Display ("nFED"), Micro Electro Mechanical Systems Display ("MEMS"), Loyalty Conversion Systems, J-Channel Window Frame Construction, VPN Multicast Communications, Internet Telephonic Gateway, and Enhanced Auction Technologies. CopyTele changed its name to "ITUS Corporation" on Sept. 2, 2014, to reflect the Company's change in its business operations. ITUS Corporation reported a net loss of $9.60 million on $3.66 million of total revenue for the year ended Oct. 31, 2014, compared to a net loss of $10.08 million on $389,000 of total revenue for the year ended Oct. 31, 2013. The Company also reported a net loss of $4.25 million for the year ended Oct. 31, 2012, and a net loss of $7.37 million for the year ended Oct. 31, 2011. As of April 30, 2015, the Company had $11.1 million in total assets, $4.14 million in total liabilities and $6.99 million in total shareholders' equity. ITUS CORP: Robert Berman Reports 7.4% Stake as of June 30 --------------------------------------------------------- In an amended Schedule 13D filed with the Securities and Exchange Commission, Robert A. Berman disclosed that as of June 30, 2015, he beneficially owned 692,394 shares of common stock of ITUS Corporation, which represents 7.39 percent of the shares outstanding. The Reporting Person was granted options for no consideration. Certain of these options vested or will vest within 60 days causing the Reporting Person's beneficial ownership to materially increase from the Reporting Person's beneficial ownership as of the date of filing of the original Schedule 13D. In addition to the vesting of these options, the Reporting Person purchased, using personal funds, 15,412 shares of Common Stock in open market transactions beginning on June 1, 2015, through July 10, 2015. A copy of the regulatory filing is available at: http://is.gd/mBoprG About ITUS Corporation ITUS Corp. -- http://www.ITUScorp.com/-- develops and acquires patented technologies for the purposes of patent monetization and patent assertion. The company currently has 10 patent portfolios in the areas of Key Based Web Conferencing Encryption, Encrypted Cellular Communications, E-Paper(R) Electrophoretic Display, Nano Field Emission Display ("nFED"), Micro Electro Mechanical Systems Display ("MEMS"), Loyalty Conversion Systems, J-Channel Window Frame Construction, VPN Multicast Communications, Internet Telephonic Gateway, and Enhanced Auction Technologies. CopyTele changed its name to "ITUS Corporation" on Sept. 2, 2014, to reflect the Company's change in its business operations. ITUS Corporation reported a net loss of $9.60 million on $3.66 million of total revenue for the year ended Oct. 31, 2014, compared to a net loss of $10.08 million on $389,000 of total revenue for the year ended Oct. 31, 2013. The Company also reported a net loss of $4.25 million for the year ended Oct. 31, 2012, and a net loss of $7.37 million for the year ended Oct. 31, 2011. As of April 30, 2015, the Company had $11.1 million in total assets, $4.14 million in total liabilities and $6.99 million in total shareholders' equity. KEMPER CORP: A.M. Best Affirms 'bb' Preferred Stock Rating ---------------------------------------------------------- A.M. Best Co. has affirmed the financial strength rating (FSR) of A- (Excellent) and the issuer credit ratings (ICR) of "a-" of the property/casualty subsidiaries and affiliated insurance companies (collectively referred to as Kemper Property & Casualty Group) (Kemper P&C) of Kemper Corporation (Kemper Corp.) [NYSE: KMPR]. A.M. Best also has affirmed the FSR of A- (Excellent) and the ICRs of "a-" of Kemper Corp.'s life/health subsidiaries, collectively referred to as Kemper Life & Health Group (Kemper L&H). Concurrently, A.M. Best has affirmed the ICR of "bbb-" and the senior debt ratings of "bbb-" on $250.0 million 4.35% senior unsecured notes due 2025, $360.0 million 6.0% senior unsecured notes due 2017 and "bb+" on $150.0 million 7.375% subordinated debt due 2054 of Kemper Corp. Furthermore, A.M. Best has affirmed the indicative ratings of "bbb-" on senior unsecured debt, "bb+" on subordinated debt and "bb" on preferred stock in the automatic shelf of Kemper Corp. The outlook for all ratings is stable. All companies are headquartered in Chicago, IL, unless otherwise specified. The affirmation of the ratings of Kemper P&C, led by Trinity Universal Insurance Company (Trinity) (Dallas, TX), is reflective of its solid risk-adjusted capitalization, improved operating performance, diverse business profile and the continual actions being taken to reduce exposure to catastrophic loss and manage risks. These actions include increasing rates, enhancing risk selection, reducing exposure in catastrophe-prone areas and further development of a formalized enterprise risk management program. Kemper P&C maintains a diverse business profile with a strong market presence, good geographic spread of risk, multi-channel distribution and long-standing agency relationships. Trinity reinsures the other members through a 100% quota share reinsurance agreement. Partially offsetting these positive rating factors are Kemper P&C's underwriting variability and negative operating cash flows in most of the past five years. In addition, underwriting leverage, while improved, remains above average when compared with the private passenger automobile and homeowner composite. Kemper P&C continues to face challenges by strong competitive market pricing in its main private passenger auto lines of business, potential catastrophic losses from increased severity of weather events and continuation of low interest rates and equity market volatility, which is putting pressure on investment returns. However, following adverse underwriting performance in earlier periods, Kemper P&C has reported favorable operating earnings in recent years. The affirmation of the ratings of Kemper L&H recognizes its important role within the Kemper organization, its strong niche presence in the home service life insurance market, as well as its well-established employee agency field force and strong operating performance. The life/health subsidiaries are among the market leaders in the mature home service life insurance segment, predominantly marketing low face amount permanent and term life policies. Through Kemper Senior Solutions and Kemper Benefits, under its Reserve National legal entity, the company offers final expense and other health-related supplement products. Kemper L&H's consolidated risk-adjusted capitalization is enhanced by its strong profitability, which historically has offset the large dividend payments made to Kemper Corp. Furthermore, A.M. Best notes Kemper L&H's stable liability structure relative to its life/annuity peers is facilitated by the sale of straightforward, lower risk product offerings through career agents. Partially offsetting these strengths is A.M. Best's belief that Kemper L&H may be challenged to meaningfully grow its businesses given the limited growth potential in the mature home service market. A.M. Best also notes the continued high concentration of real estate and Schedule BA assets—limited liability investment companies and limited partnerships—relative to total capital that remain above industry averages. L & A AUTOMOTIVE: NY App. Div. Reverses Ruling in Long Oil Suit --------------------------------------------------------------- The Appellate Division of the Supreme Court of New York, Third Department, reversed an order and judgment of the Supreme Court, entered September 27, 2013, in Schenectady County, favor of Lewis A. Polsinelli Jr., d/b/a L & A Automotive Center, Inc. Long Oil Heat, Inc., a fuel delivery company, provided L & A Automotive with various types of fuel and certain equipment. Not long after their business relationship began, L & A fell behind in its payments to plaintiff -- eventually prompting Long Oil to terminate all deliveries to L & A, retrieve its fuel tanks, and commence an action against Lewis A. Polsinelli Jr., who is the sole officer of L & A, for breach of contract and an account stated. Upon appeal, Long Oil asked the Appellate Division to determine whether Polsinelli should be held personally liable for the debt incurred by L & A -- the latter of which, the record reflects, was dissolved by the Secretary of State in 1997. The Appellate Division reversed the lower court's ruling, noting that L & A was dissolved by a proclamation of the Secretary of State in 1997, and nothing in the record on appeal suggests that the dissolution subsequently was annulled. Nearly 10 years later, L & A purported to enter into what fairly qualifies as a new business relationship with Long Oil for the purpose of obtaining fuel deliveries and supplies -- a relationship that continued for several months until L & A's nonpayment of outstanding invoices prompted Long Oil to retrieve its equipment and cease all deliveries. The Appellate Division said L & A's activities in this regard do not constitute a winding up of its corporate affairs but, rather, amount to the pursuit of new business for which Polsinelli indeed is personally liable. The case is LONG OIL HEAT, INC., Appellant, v. LEWIS A. POLSINELLI JR., Doing Business as L & A AUTOMOTIVE CENTER, INC., Respondent, et al., Defendant, Case No. 518847, (N.Y. App. Div.). A full-text copy of the Memorandum and Order dated May 28, 2015, is available at http://is.gd/bhN8tLfrom Leagle.com. Robert E. Ganz, Esq. -- reg@gwlaw.com -- of Ganz Wolenbreit & Siegfeld serves as counsel for Appellant. Steven X. Kouray, Esq., of Kouray & Kouray serve as counsel for Respondent. LEE STEEL: Creditors' Committee Files Rule 2019 Statement --------------------------------------------------------- Lee Steel Corp.'s official committee of unsecured creditors filed a statement with the U.S. Bankruptcy Court for the Eastern District of Michigan pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure. The three-member committee disclosed that the company owes $2.57 million to Essar Steel Algoma Inc.; $1.25 million to NLMK Pennsylvania; and $722,698 to Nippon Steel & Sumikin Bussan America Inc. The committee was formed on April 23, 2015, according to the court filing. About Lee Steel Novi, Michigan-based Lee Steel Corp., provides flat rolled steel, including hot rolled steel, cold rolled steel, and exposed coated products for automotive and other manufacturing industries. Lee Steel and 2 affiliated companies -- Taylor Industrial Properties, L.L.C., and 4L Ventures, LLC -- filed for separate bankruptcy protection (Bankr. D. Del. Case No. 15-45784) on April 13, 2015. The Hon. Marci B. McIvor presides over the cases. Joshua A. Gadharf, Esq., at McDonald Hopkins PLC, represents the Debtor. Huron Business Advisory, serves as financial advisor; and Epiq Bankruptcy Solutions serves as claims and noticing agent. Lee Steel disclosed $63,206,282 in total assets and $62,659,806 in total liabilities. The U.S. Trustee for Region 9 appointed three creditors to serve on the official committee of unsecured creditors. Conway Mackenzie, Inc. serves as its financial advisor. LEE STEEL: May Hold Auction for Assets on Aug. 11 ------------------------------------------------- Lee Steel Corp. will hold an auction for most of its assets on August 11 if it receives multiple bids from potential buyers, according to court filings. The auction will take place at the offices of McDonald Hopkins PLC, the Michigan-based law firm hired by the company to be its bankruptcy counsel. A court hearing to consider the sale of the assets to the winning bidder is scheduled for August 12. Early last month, U.S. Bankruptcy Judge Marci McIvor approved a bidding process that allowed the company to solicit offers and sell its assets to the highest bidder. The bidding procedures set an August 4 deadline for potential buyers to make an offer. Bidders are required to make a deposit, which is 10 percent of the purchase price to be paid. The bidding procedures allow the company to select a stalking horse bidder and offer a breakup fee of up to $500,000. The stalking horse bidder will not assume any employee benefit programs except those mandated by Lee Steel's collective bargaining agreements, according to court filings. About Lee Steel Novi, Michigan-based Lee Steel Corp., provides flat rolled steel, including hot rolled steel, cold rolled steel, and exposed coated products for automotive and other manufacturing industries. Lee Steel and 2 affiliated companies -- Taylor Industrial Properties, L.L.C., and 4L Ventures, LLC -- filed for separate bankruptcy protection (Bankr. D. Del. Case No. 15-45784) on April 13, 2015. The Hon. Marci B. McIvor presides over the cases. Joshua A. Gadharf, Esq., at McDonald Hopkins PLC, represents the Debtor. Huron Business Advisory, serves as financial advisor; and Epiq Bankruptcy Solutions serves as claims and noticing agent. Lee Steel disclosed $63,206,282 in total assets and $62,659,806 in total liabilities. The U.S. Trustee for Region 9 appointed three creditors to serve on the official committee of unsecured creditors. Conway Mackenzie, Inc. serves as its financial advisor. LUCAS ENERGY: Audit Opinion Includes Going Concern Qualification ---------------------------------------------------------------- Lucas Energy, Inc., an independent oil and gas company with its main operations in Texas, on July 17 announced that, as previously disclosed in its Annual Report on Form 10-K for the year ended March 31, 2015, which was filed with the Securities and Exchange Commission on July 14, 2015, the audited financial statements for the year ended March 31, 2015 in the Form 10-K contained an audit opinion from its independent registered public accounting firm, Hein & Associates, LLP, which includes a going concern qualification. This announcement is made pursuant to NYSE MKT Company Guide Section 610(b), which requires separate disclosure of receipt of an audit opinion containing a going concern qualification. For further details, please refer to Note 2 of the audited financial statements included in "Part II" – "Item 8. Financial Statements and Supplementary Data" of the Form 10-K filing. About Lucas Energy, Inc. Lucas Energy (NYSE MKT: LEI) -- http://www.lucasenergy.com-- is engaged in the development of crude oil and natural gas in the Austin Chalk and Eagle Ford formations in South Texas. Based in Houston, Lucas Energy's management team is committed to building a platform for growth and the development of its five million barrels of proved Eagle Ford and other oil reserves while continuing its focus on operating efficiencies and cost control. MALIBU ASSOCIATES: Has Final Authorization to Access DIP Financing ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Central District of California issued a final order authorizing Malibu Associates, LLC, to access postpetition financing from existing lender Aa87, LLC, provided that it is consistent with the DIP budget. The Debtor is authorized to grant the lender replacement lien in and on all of Debtor's prepetition and postpetition real or personal property and rights. To secure all obligations of the Debtor, the lender is granted a valid, enforceable, non-avoidable and fully perfected lien in and on the collateral; provided, however, that (i) the lien granted to secure repayment of the DIP Financing will be treated in accordance with and subject to the terms of the subordination agreement; (ii) the DIP Lender Lien will be junior to the Bank Liens or any valid, binding, enforceable, unavoidable and perfected prepetition purchase money security interests on specific equipment of the Debtor and any binding, enforceable, unavoidable and perfected prepetition liens held by equipment lessors which existed as of the Petition Date and which were senior in priority to the security interests of lender; and (iii) the DIP Lender Lien will not, in any event, attach to any claims or causes of action under Chapter 5 of the Bankruptcy Code. About Malibu Associates Headquartered in Malibu, California, Malibu Associates, LLC, owns the Malibu Golf Club. The club has a restaurant and clubhouse, in addition to an 18-hole golf course, on its 650-acre property in the Santa Monica Mountains. Malibu Associates sought Chapter 11 protection (Bankr. C.D. Cal. Case No. 15-10477) in Santa Barbara, California, on March 10, 2015, disclosing $76.2 million in total assets and $47.8 million in total liabilities. Thomas Hix, the managing member of the Debtor, signed the bankruptcy petition. The Debtor owns real property located at 901 Encinal Canyon Road, Malibu, California. The property secures a $46.8 million debt to U.S. Bank, National Association, which is secured by a first deed of trust on the property. The Los Angeles County Treasurer and Tax Collector is also owed $459,800, secured by a tax lien on the property. The case is assigned to Judge Deborah J. Saltzman. David L. Neale, Esq., at Levene Neale Bender Rankin & Brill LLP, in Los Angeles, serves as counsel to the Debtor. The Debtor previously sought bankruptcy protection on Nov. 3, 2009, in the Central District of California, San Fernando Valley Division (Bankr. C.D. Cal. Case No. No. 9-24625). That case was assigned to the Honorable Maureen A. Tighe, but was later dismissed. The real property in Malibu was included in the prior filing. MARK VINCENT KAPLAN: Request to Use Funds for Personal Use Denied ----------------------------------------------------------------- Judge Robert Kwan of the United States Bankruptcy Court for the District Court of California, Los Angeles Division, denied Debtor Mark Vincent Kaplan's motion for order setting a budget for interim use of estate property. Judge Kwan denied the motion finding that the motion is not supported by admissible and credible evidence and legal authority to support findings of facts and conclusions of law that the proposed use of estate funds for the personal living expenses of the Debtor in the amount of $45,318 per month is authorized under Section 363 of the Bankruptcy Code, which governs the use, sale and lease of property of a bankruptcy estate, or any other provision of the Bankruptcy Code. Although no opposition or objection to the Motion has been filed, and Local Bankruptcy Rule 9013-1(h) authorizes the court to deem such failure to be consent to granting the motion, the court is not obligated to do so, Judge Kwan said. Judge Kwan, however, grants the Debtor leave to file an amended motion which addresses the concerns raised in the order. The bankruptcy case is In re: MARK VINCENT KAPLAN, Chapter 11, Debtor, Case No. 2:15-BK-16187-RK (Bankr. C.D. Calif.). A full-text copy of Judge Kwan's Order dated June 11, 2015, is available at http://is.gd/r0yN50from Leagle.com. NORTH AMERICAN TUNGSTEN: Commences SISP; Gets CCAA Stay Extension ----------------------------------------------------------------- North American Tungsten Corporation Ltd. disclosed that it is commencing a Sale and Investor Solicitation Process, which was approved by an Order of the Supreme Court of British Columbia on July 17, 2015. At the same time, the Court also extended the stay and other relief under the Companies' Creditors Arrangement Act to October 31, 2015. While under CCAA protection, creditors and others are stayed from pursuing any claims or enforcing any rights against NATC. Due to liquidity issues, NATC filed for Court protection under the CCAA on June 9, 2015. Since that time, NATC has stabilized the business and secured interim financing, the details of which were previously announced, and which was approved by the Court on July 9, 2015. With the benefit of the CCAA, the interim financing and the current extension to October 31, 2015, NATC expects operations will continue uninterrupted and all obligations to employees and suppliers of goods and services provided after the filing date will continue to be met. The extension and protection under the CCAA will allow NATC to continue with its current operating plan while inviting offers of purchase of the Company's assets, property and business or for an investment in the Company. Alvarez & Marsal Canada Inc. is acting as Court Appointed Monitor under the CCAA and will oversee the sale and investment process. A summary of the SISP is as follows: -- Alvarez & Marsal Canada Securities ULC ("A&M Securities") is soliciting offers of purchase or investment on the Company's behalf; -- The solicitation process is governed by the SISP Order which has been approved by the Court; -- Qualified interested parties that have executed a confidentiality agreement will receive access to further information and will be invited to submit a conforming binding offer which will be assessed by NATC, A&M Securities and the Monitor; and -- Any offers which the Company decides to accept will be subject to Court approval. -- The timeline for the SISP is as follows: -- July 27, 2015 - access to data room commences; -- August 2015 - proposed site visits; -- September 30, 2015 (12pm PDT) - bid deadline; and -- October 31, 2015 - latest date for seeking Court approval for preferred offer(s) and next steps. -- NATC, A&M Securities and the Monitor reserve the right, in their discretion, to amend the timing of the sale and investor solicitation process indicated above. Inquiries on the SISP process should be directed to A&M Securities only (Callum Beveridge, (604) 638.7447 or Marianna Lee, (604) 639.0845). No direct contact should be made to the Company or its employees. About North American Tungsten Corporation Ltd. The Company is a publicly listed Tier 1 Junior Resource Company engaged primarily in the operation, development, and acquisition of tungsten and other related mineral properties in Canada. The Company's 100% owned Cantung mine and Mactung development project make it one of the few tungsten producers with a strategic asset in the western world. Mactung is one of the world's largest known undeveloped high grade tungsten-skarn deposits. PARKWAY PROPERTIES: Case Summary & 8 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Parkway Properties 15, LLC a California Limited Liability Company 2358 Buchanan Road Antioch, CA 94531 Case No.: 15-42247 Chapter 11 Petition Date: July 18, 2015 Court: United States Bankruptcy Court Northern District of California (Oakland) Judge: Hon. William J. Lafferty Debtor's Counsel: Michael St. James, Esq. ST. JAMES LAW, P.C. 155 Montgomery St. #1004 San Francisco, CA 94104 Tel: (415)391-7566 Email: ecf@stjames-law.com Michael@StJames-Law.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Basil Plastiras, manager. A list of the Debtor's eight largest unsecured creditors is available for free at http://bankrupt.com/misc/canb15-42247.pdf POMARE LTD: Can Sell Nimitz Property through Auction ---------------------------------------------------- Judge Lloyd King of the United States Bankruptcy Court for the District of Hawaii authorized Pomare, Ltd. dba Hilo Hattie, to sell the property located at 700 North Nimitz Highway, in Honolulu, Hawaii, through a public auction, and assume and assign the lease covering the same property. The Property covered by the lease, by and between James Stewart Romig, as Lessee, and Honolulu, Limited, as Lessor, dated August 24, 1982, is the most significant asset held by the Debtor but also constitutes a substantial drag on the Debtor's business. The Property originally held the Debtor's manufacturing facility, but the Debtor no longer manufactures its inventory and the old manufacturing space is no longer needed. Accordingly, the Debtor has determined that the highest and best use of the Property for the Debtor's future is to sell the Property to the highest bidder. Under a Purchase Agreement, the Buyer agrees to purchase the Property for $4,800,000. Honolulu Limited, the Lessor, and the Debtor entered into a Letter Agreement, dated April 14, 2015, under which the Lessor has agreed to accept $1,000,000 as a cure payment. The bankruptcy case is In re POMARE, LTD., dba Hilo Hattie, Chapter 11, Debtor and Debtor-in-possession, Case No. 15-00203, (Bankr. D. Hawaii). A full-text copy of Judge King's Findings of Fact and Conclusions of Law date June 1, 2015, available at http://is.gd/4sRrKFfrom Leagle.com. James A. Wagner, Esq. -- jwagner@hibklaw.com -- Chuck C. Choi, Esq. -- cchoi@hibklaw.com -- and Allison A. Ito, Esq. -- aito@hibklaw.com -- serve counsel for the Debtor-Debtor-in-Possession. Based in Honolulu, Hawaii, Pomare Ltd., dba Hilo Hattie, is a tourist-destination retailer with operations chiefly in Hawaii. It has seven stores in Hawaii and two in California. The Company filed for Chapter 11 relief on October 2, 2008 (Bankr. D. Hawaii Case No. 08-01448). Chuck C. Choi, Esq., and James A. Wagner, Esq., at Wagner Choi & Verbrugge, represent the Debtor as counsel. Alexis M. McGinness, Esq., and Ted N. Pettit, Esq., at Case Lombardi & Pettit, represent the official committee of unsecured creditors. In its schedules, the Debtor listed total assets of $15,825,657, and total debts of $13,767,047. PTC SEAMLESS: Committee Hires McGuireWoods as Counsel ----------------------------------------------------- The Hon. Thomas P. Agresti of the U.S. Bankruptcy Court for the Western District of Pennsylvania authorized the the Official Committee of Unsecured Creditors of PTC Seamless Tube Corp fka PTC Alliance Pipe Acquisition LLC to retain McGuireWoods LLP as its counsel nunc pro tunc to May 11, 2015. The firm is expected to: a) advise the Committee with respect to its powers and duties under section 1103 of the Bankruptcy Code; b) take all necessary actions to preserve, protect and maximize the value of the Debtor's estates for the benefit of the Debtor's general unsecured creditors, including but not limited to, investigating the acts, conduct, assets, liabilities, and financial condition of the Debtor, the operation of the Debtor's businesses and the desirability of continuing such businesses, and any other matter relevant to this case or to the formulation of a plan; c) prepare motions, applications, answers, proposed orders, reports and papers that may be necessary to preserve and further the Committee's interests in this chapter 11 case; d) participate in the formulation of a plan as may be in the best interests of general unsecured creditors of the Debtor's estates; e) participate in any sale process and take action in relation thereto that serve the interests of general unsecured creditors f) represent the Committee's interests with respect to the Debtor's efforts to obtain post-petition secured financing; g) advise the Committee in connection with any potential sale(s) of assets; h) appear before this Court, any appellate courts, and protect the interests of the Committee and the value of the Debtor's estates before such courts• i) consult with the Debtor's counsel on behalf of the Committee regarding tax, Intellectual property, labor and employment, real estate, corporate, litigation matters, and general business operational issues; and j) perform all other necessary legal services and provide all other necessary legal advice to the Committee in connection with this chapter 11 case. Current customary hourly rates of McGuireWoods for the individuals expected to participate in this case range from $550 to $850 for attorneys and $255 for paralegals. Michael J. Roeschenthaler, Esq., a partner in the law firm of McGuireWoods LLP, assured the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy code. The firm can be reached at: Mark E. Freedlander, Esq. Michael J. Roeschenthaler, Esq. Frank J. Guadagnino, Esq. McGUIREWOODS LLP EQT plaza 625 Liberty Avenue, 23rd Floor Pittsburgh,PA 15222-3142 Tel: 412-667-6000 Fax: 412-667-6050 Email: mfreedlander@mcguirewoods.com mroeschenthaler@mcguirewoods.com fguadagnino@mcguirewoods.com About PTC Seamless PTC Seamless Tube Corp. was created by PTC Group Holdings Corp. to enter into the seamless tube market, a new type of manufacturing for PTC. Seamless's executive and financial operations are based in Wexford, Pennsylvania. Seamless has a single plant located in Hopkinsville, Kentucky, which is under construction. PTC Group and its subsidiaries are leading manufacturers and marketers of steel tubing, tubular shapes, bar products, fabricated parts, and precision components. PTC Group was formed in 2000 by the merger of the Pittsburgh Tube Company and J.H. Roberts Industries, Inc. PTC Group has two direct subsidiaries: Seamless and PTC Alliance Corp. Seamless sought Chapter 11 bankruptcy protection (Bankr. W.D. Pa. Case No. 15-21445) in Pittsburgh, Pennsylvania, on April 26, 2015. Judge Carlota M. Bohm presides over the case. PTC Group and Alliance have not commenced Chapter 11 cases. According to the docket, the Debtor's Chapter 11 plan and disclosure statement are due Aug. 24, 2015. The deadline for governmental entities to file claims is Oct. 23, 2015. The Debtor tapped Reed Smith, LLP as counsel; Candlewood Partners, LLC as investment banker and financial advisor; and Logan & Company, Inc., as claims, noticing, and balloting agent. The Debtor disclosed $99,347,576 in total assets and $280,030,034 in liabilities in its schedules. The U.S. Trustee for Region 3 has appointed five creditors to serve on the official committee of unsecured creditors. PTC SEAMLESS: Court Approves Stonechiper as Conflicts Counsel ------------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Pennsylvania authorized PTC Seamless Tube Corp., fka PTC Alliance Pipe Acquisition LLC, to employ Stonecipher Law Firm as conflicts counsel, nunc pro tunc to May 21, 2015 application date. As reported in the Troubled Company Reporter on June 24, 2015, the Debtor requires Stonecipher Law to: (a) attend meetings and negotiate with representatives of creditors and other parties in interest involving Conflict Matters; (b) take all necessary action to protect and preserve the Debtor's estate with respect to Conflict Matters, only, Including: (i) the prosecution of actions on its behalf, (ii) the defense of any actions commenced against the estate, (iii) negotiations concerning litigation in which the Debtor may be involved; and (iv) objections to claims filed against the estate; (c) prepare on behalf of the Debtor all motions, applications, answers, orders, reports, and papers necessary for the resolution of Conflict Matters; (d) appear in the Bankruptcy Court and any appellate courts and before the U.S. Trustee, and protect the interests of the Debtor's estate before such courts and the U.S. Trustee with respect to Conflict Matters; and (e) perform all other necessary legal services and provide all other necessary legal advice to the Debtor in connection with the foregoing and with respect to Conflict Matters, only. Stonecipher Law will be paid at these hourly rates: George T. Snyder, Partner $400 Ronald B. Roteman, Partner $400 Roy E. Leonard, Partner $410 Jeanne S. Lofgren, Associate $325 Jaclyn E. Faulds, Associate $185 Partners $400-$440 Counsel $350-$390 Associates $185-$325 Legal Assistants, Paralegals, and Support Staff $90-$130 Stonecipher Law will also be reimbursed for reasonable out-of-pocket expenses incurred. George T. Snyder, attorney at Stonecipher Law, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Stonecipher Law provided the following information in response to the request for additional information set forth in paragraph D.1. the Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11 U.S.C. section 330 by Attorneys in Larger Chapter 11 Cases (the "U.S. Trustee Guidelines"). -- The hourly rates set forth herein are consistent with the Rates that Stonecipher charges other comparable chapter 11 clients, and the rate structure provided by Stonecipher is appropriate and is not significantly different from (a) the rates that Stonecipher charges in other non-bankruptcy representations or (b) the rates of other comparably skilled professionals for similar engagements. -- Stonecipher has not represented the Debtor in the 12 months prior to the Petition Date. -- As conflicts counsel for the Debtor's estate, the extent to which Stonecipher may be called upon to render services to the Debtor is uncertain and unpredictable. The Debtor has reviewed and approved the proposed rates for the Stonecipher attorneys staffing this matter. Stonecipher Law can be reached at: George T. Snyder STONECIPHER LAW FIRM 125 First Ave. Pittsburgh, PA 15222-1590 Tel: (412) 391-8510 Fax: (412) 391-8522 E-mail: gsnyder@stonecipherlaw.com About PTC Seamless PTC Seamless Tube Corp. was created by PTC Group Holdings Corp. to enter into the seamless tube market, a new type of manufacturing for PTC. Seamless's executive and financial operations are based in Wexford, Pennsylvania. Seamless has a single plant located in Hopkinsville, Kentucky, which is under construction. PTC Group and its subsidiaries are leading manufacturers and marketers of steel tubing, tubular shapes, bar products, fabricated parts, and precision components. PTC Group was formed in 2000 by the merger of the Pittsburgh Tube Company and J.H. Roberts Industries, Inc. PTC Group has two direct subsidiaries: Seamless and PTC Alliance Corp. Seamless sought Chapter 11 bankruptcy protection (Bankr. W.D. Pa. Case No. 15-21445) in Pittsburgh, Pennsylvania, on April 26, 2015. Judge Carlota M. Bohm presides over the case. PTC Group and Alliance have not commenced Chapter 11 cases. According to the docket, the Debtor's Chapter 11 plan and disclosure statement are due Aug. 24, 2015. The deadline for governmental entities to file claims is Oct. 23, 2015. The Debtor tapped Reed Smith, LLP as counsel; Candlewood Partners, LLC as investment banker and financial advisor; and Logan & Company, Inc., as claims, noticing, and balloting agent. The Debtor disclosed $99,347,576 in total assets and $280,030,034 in liabilities in its schedules. The U.S. Trustee for Region 3 has appointed five creditors to serve on the official committee of unsecured creditors. PTC SEAMLESS: Files Amended Schedules and Statements ---------------------------------------------------- PTC Seamless Tube Corp. fka PTC Seamless Pipe Acquisition LLC filed with the U.S. Bankruptcy Court for the Western District of Pennsylvania an amended schedules of assets and liabilities, and amended statement of financial affairs. A full-text copy of the schedules and statements is available for free at: http://is.gd/gjEZwY http://is.gd/iyHHnj About PTC Seamless PTC Seamless Tube Corp. was created by PTC Group Holdings Corp. to enter into the seamless tube market, a new type of manufacturing for PTC. Seamless's executive and financial operations are based in Wexford, Pennsylvania. Seamless has a single plant located in Hopkinsville, Kentucky, which is under construction. PTC Group and its subsidiaries are leading manufacturers and marketers of steel tubing, tubular shapes, bar products, fabricated parts, and precision components. PTC Group was formed in 2000 by the merger of the Pittsburgh Tube Company and J.H. Roberts Industries, Inc. PTC Group has two direct subsidiaries: Seamless and PTC Alliance Corp. Seamless sought Chapter 11 bankruptcy protection (Bankr. W.D. Pa. Case No. 15-21445) in Pittsburgh, Pennsylvania, on April 26, 2015. Judge Carlota M. Bohm presides over the case. PTC Group and Alliance have not commenced Chapter 11 cases. According to the docket, the Debtor's Chapter 11 plan and disclosure statement are due Aug. 24, 2015. The deadline for governmental entities to file claims is Oct. 23, 2015. The Debtor tapped Reed Smith, LLP as counsel; Candlewood Partners, LLC as investment banker and financial advisor; and Logan & Company, Inc., as claims, noticing, and balloting agent. The Debtor disclosed $99,347,576 in total assets and $280,030,034 in liabilities in its schedules. The U.S. Trustee for Region 3 has appointed five creditors to serve on the official committee of unsecured creditors. RENAULT WINERY: Golf and Hotel Property Up for Sale --------------------------------------------------- The Renault Winery Resort & Golf's 1,100 acre property with 54 room hotel, 18-hole pub golf course, and historic 40 acre winery will be up for sale by order of the U.S. Bankruptcy Court for the District of New Jersey. For information on the property, interested buyers should contact: Heritage Equity Partners Tel: 866-969-1115 x6 Email: DBeall@equitypartnershg.com About Renault Winery Renault Winery, Inc., and its affiliates own and operate a hotel, two restaurants, a golf course, and a winery. The hotel is located in Egg Harbor City, N.J., and the other businesses are located on adjacent property in Galloway Township, N.J. Renault Winery has served South Jersey as a winery and restaurant facility for the past 150 years. Joseph Milza and his wife, Geraldine, took over the operations of Renault Winery in 1974. The companies that operate the businesses are Renault Winery Inc. (winery, restaurant and gift shop), Renault Golf LLC (golf course), and Tuscany House LLC (hotel, restaurant, and banquet facility). Renault Realty Co., Renault Winery Property LLC, and Renault Winery Inc., own the real estate on which the businesses operate, as well as other real estate in the immediate area. SABINE OIL: Files Bankruptcy Lawsuit vs. WTC -------------------------------------------- Sabine Oil & Gas Corp., formerly Forest Oil Corp., has commenced an adversary proceeding against Wilmington Trust, the administrative agent under a $650 million second lien term loan provided to Sabine in 2012. "This action involves a fraudulent transfer that occurred as part of a December 2014 business combination between Sabine Oil & Gas LLC ("Sabine O&G") and Forest Oil, as well as related entities (the "Business Combination"). At the time, Forest Oil was insolvent from a balance-sheet standpoint. Simultaneous with the Business Combination, Forest Oil's unencumbered assets were pledged to secure debt that Sabine O&G had previously incurred and that was under-secured. Forest Oil and its creditors did not receive reasonably equivalent value in exchange for that pledge. Rather, by effectively transferring the value of the pledged assets from Forest Oil's creditors (pre-transaction) to Sabine O&G's creditors, the Business Combination impaired Forest Oil's unsecured creditors," according to the complaint filed by the Debtor in the U.S. Bankruptcy Court for the Southern District of New York. According to Gabor Balassa, Esq., at Kirkland & Ellis LLP, counsel to the Debtor, on Dec. 14, 2012, Sabine O&G entered into a $500 million second lien term loan agreement with Bank of America, N.A. as the original administrative agent and other parties. Later, on Jan. 23, 2013, Sabine O&G obtained $150 million of additional funding pursuant to the First Amendment to the Second Lien Loan (together, the "Second Lien Loan"). These agreements made a total of $650 million available to Sabine O&G. In the suit asserting constructive fraudulent transfer, the Debtor states and alleges that: * On Dec. 16, 2014, Forest Oil, Sabine O&G, and other entities engaged in a series of transactions that had the effect of conveying to Sabine O&G's Second Lien Loan facility hundreds of millions of dollars of value that had previously been available to Forest Oil's creditors. * In those transactions, unsecured Forest Oil assets were pledged as collateral to Sabine O&G's Second Lien Loan facility to secure Sabine O&G's under-secured Second Lien Loan debt that was incurred years before the Business Combination. These transactions deprived Forest Oil's creditors of substantial value associated with the Forest Oil assets. The transactions, by contrast, benefitted Sabine O&G's Second Lien Loan holders by providing Forest Oil's material and previously unencumbered assets as enhanced collateral. * Forest Oil and its creditors did not receive assets or other benefits of reasonably equivalent value or fair consideration in exchange for the transfer of value from Forest Oil to the Second Lien Lenders, or its assumption of obligations for Sabine O&G's Second Lien Loan debt. * At the time it entered into the Business Combination and its related transactions, Forest Oil was insolvent, and it remained insolvent as a result of those transactions. * The transfer of value to the Second Lien Loan through the pledge of Forest Oil assets to secure the preexisting deficiency on Sabine O&G's Second Lien Loan, was a constructive fraudulent transfer as to Forest Oil creditors. * The liens imposed on Forest Oil's assets to secure the $650 million in preexisting Sabine O&G debt under the Second Lien Loan should be avoided, and should be preserved for the benefit of the Company's estate. A copy of the Complaint is available for free at: http://bankrupt.com/misc/Sabine_Suit_v_WTC.pdf About Sabine Oil & Gas Sabine Oil & Gas Corp. is an independent energy company engaged in the acquisition, production, exploration, and development of onshore oil and natural gas properties in the U.S. The Company's current operations are principally located in the Cotton Valley Sand and Haynesville Shale in East Texas, the Eagle Ford Shale in South Texas, the Granite Wash in the Texas Panhandle, and the North Louisiana Haynesville. The Company operates, or has joint working interests in, approximately 2,100 oil and gas production sites (approximately 1,800 operating and approximately 315 non-operating) and has approximately 165 full-time employees. Sabine Oil and its affiliated entities sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 15-11835) in Manhattan on July 15, 2015. The Debtors have engaged Kirkland & Ellis LLP and Kirkland & Ellis International LLP, as counsel; Lazard Freres & Co. LLC, as investment banker, and Prime Clerk LLC as notice, claims and balloting agent. The Debtors also tapped Zolfo Cooper Management, LLC, to provide Jonathan A. Mitchell as CRO and other additional personnel. SABINE OIL: Proposes Guidelines to Protect NOLs ----------------------------------------------- Sabine Oil & Gas Corporation, et al., are asking the U.S. Bankruptcy Court for the Southern District of New York to enter interim and final orders approving certain notification and hearing procedures related to certain transfers of, or declarations of worthlessness with respect to, Sabine's common stock and preferred stock or any beneficial ownership therein. Generally, a company generates net operating losses ("NOLs") if it has incurred more expenses than it has earned revenues in a tax year. Subject to certain conditions, a company may apply, or "carry forward," NOLs to reduce future tax payments in a tax year or years up to 20 years after the year in which the NOLs were generated. 26 U.S.C. Sec. 39, 172. As of June 1, 2015, the Debtors estimate that they have up to approximately $1 billion of NOLs, translating to potential future tax savings of as much as approximately $360 million. The NOLs are of significant value to the Debtors and their estates because the Debtors can carry forward the NOLs to offset future taxable income for up to 20 years, thereby reducing their future aggregate tax obligations. In addition, the Debtors may utilize such NOLs to offset any taxable income generated by transactions consummated during these chapter 11 cases. The value of the NOLs will inure to the benefit of all of the Debtors' stakeholders. Generally, an "ownership change" occurs if the percentage (by value) of the stock of a corporation owned by one or more 5-percent shareholders has increased by more than 50 percentage points over the lowest percentage of stock owned by such shareholders at any time during the three-year testing period ending on the date of the ownership change. Because an "ownership change" may negatively impact the Debtors' utilization of their NOLs, the Debtors proposed these procedures: * Any "substantial shareholder" -- entity that has direct or indirect beneficial ownership of at only holders of the equivalent of more than approximately 9,626,2174 shares of Common Stock (i.e., 4.5 percent or more of outstanding Common Stock) or approximately 112,9025 shares of Preferred Stock (i.e., 4.5 percent or more of outstanding Preferred Stock), and also parties who are interested in purchasing sufficient Common Stock or Preferred Stock to result in such party becoming a holder of the equivalent of at least approximately 9,626,217 shares of Common Stock or 112,902 shares of Preferred Stock -- must serve and file a declaration on or before the later of (i) 30 calendar days after the date of the interim order approving the procedures and (ii) 10 days after becoming a substantial shareholder. * Prior to effectuating any transfer of the equity securities that would result in another entity becoming or ceasing to be a substantial shareholder, the parties to such transaction must serve and file a notice of the intended stock transaction. * The Debtors have 30 calendar days after receipt of the stock transaction notice to object to the proposed transaction. * If the Debtors do not object, the proposed transaction may proceed. * If the Debtors timely object, the proposed transaction will remain ineffective pending a final and non-appealable order of the Court, unless the Debtors withdraw such objection. * Any transfer of the equity securities in violation of the procedures will be null and void ab initio. Likewise, if a 50-percent or greater shareholder of the Debtors were, for federal or state tax purposes, to treat its Common Stock or Preferred Stock as having become worthless prior to the Debtors emergence from chapter 11 protection, such a claim could trigger an ownership change under section 382(g)(4)(D) of the IRC, thus inhibiting the Debtors' ability to use the NOLs. Accordingly, the Debtors propose these procedures for declarations of worthlessness of common stock or preferred stock: a. Any person or entity that currently is or becomes a 50-Percent Shareholder9 must file with the Court and serve upon proposed counsel to the Debtors a Declaration of Status as a 50-Percent Shareholder on or before the later of (i) 30 calendar days after the date of the Notice of Interim Order, and (ii) 10 calendar days after becoming a 50-Percent Shareholder. b. Prior to filing any federal or state tax return, or any amendment to such a return, that claims any deduction for worthlessness of Common Stock or Preferred Stock for a tax year ending before the Debtors' emergence from chapter 11 protection, such 50-Percent Shareholder must file and serve a Declaration of Intent to Claim a Worthless Stock Deduction. c. The Debtors will have 30 calendar days after receipt of a declaration of intent to claim a worthless stock deduction to file and serve an objection. d. If the Debtors timely object, the filing of the tax return or amendment thereto with such claim will not be permitted unless approved by a final and non-appealable order of the Court, unless the Debtors withdraw such objection. e. If the Debtors do not object within such 30-day period, the filing of the return or amendment with such claim will be permitted. About Sabine Oil & Gas Sabine Oil & Gas Corp. is an independent energy company engaged in the acquisition, production, exploration, and development of onshore oil and natural gas properties in the U.S. The Company's current operations are principally located in the Cotton Valley Sand and Haynesville Shale in East Texas, the Eagle Ford Shale in South Texas, the Granite Wash in the Texas Panhandle, and the North Louisiana Haynesville. The Company operates, or has joint working interests in, approximately 2,100 oil and gas production sites (approximately 1,800 operating and approximately 315 non-operating) and has approximately 165 full-time employees. Sabine Oil and its affiliated entities sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 15-11835) in Manhattan on July 15, 2015. The Debtors have engaged Kirkland & Ellis LLP and Kirkland & Ellis International LLP, as counsel; Lazard Freres & Co. LLC, as investment banker, and Prime Clerk LLC as notice, claims and balloting agent. The Debtors also tapped Zolfo Cooper Management, LLC, to provide Jonathan A. Mitchell as CRO and other additional personnel. SABINE OIL: Wants 30-Day Extension for Schedules & Statements ------------------------------------------------------------- Sabine Oil & Gas Corporation, et al., are asking the U.S. Bankruptcy Court for the Southern District of New York to extend the deadline by which they must file their schedules of assets and liabilities, schedules of current income and expenditures, schedules of executory contracts and unexpired leases, and statements of financial affairs by 30 days, for a total of 44 days from the Petition Date, without prejudice to the Debtors' ability to request additional extensions for cause shown. The Debtors submit that ample cause exists to grant the relief requested. To prepare their Schedules and Statements, the Debtors will have to compile information from books, records, and documents relating to thousands of claims, assets, and contracts from each Debtor entity. Accordingly, collection of the necessary information will require a significant expenditure of time and effort on the part of the Debtors and their employees. Additionally, because numerous invoices related to prepetition goods and services have not yet been received and entered into the Debtors' accounting system, it may be some time before the Debtors have access to all of the information required to prepare the Schedules and Statements. About Sabine Oil & Gas Sabine Oil & Gas Corp. is an independent energy company engaged in the acquisition, production, exploration, and development of onshore oil and natural gas properties in the U.S. The Company's current operations are principally located in the Cotton Valley Sand and Haynesville Shale in East Texas, the Eagle Ford Shale in South Texas, the Granite Wash in the Texas Panhandle, and the North Louisiana Haynesville. The Company operates, or has joint working interests in, approximately 2,100 oil and gas production sites (approximately 1,800 operating and approximately 315 non-operating) and has approximately 165 full-time employees. Sabine Oil and its affiliated entities sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 15-11835) in Manhattan on July 15, 2015. The Debtors have engaged Kirkland & Ellis LLP and Kirkland & Ellis International LLP, as counsel; Lazard Freres & Co. LLC, as investment banker, and Prime Clerk LLC as notice, claims and balloting agent. The Debtors also tapped Zolfo Cooper Management, LLC, to provide Jonathan A. Mitchell as CRO and other additional personnel. SOO TRACTOR: Assets to Be Sold by ARMMCO at July 28 Auction ------------------------------------------------------------ ARMMCO Investment Inc., as secured creditor of Soo Tractor LLC, will hold a public secured party's sale on July 28, 2015, at 10:00 a.m., at 1400 West 1st Street, Sioux City, Iowa, under Section 9-610 of the Uniform Commercial Code of all of the personal property collateral pledged to secured creditor, including without limitation, machinery and equipment, inventory, accounts receivable, general intangibles, intellectual property, cash/proceeds and all other personal property assets pledged to secured creditor. Any parties interested in further information about these assets should contact the counsel of the secured creditor: Douglas E. Quinn, Esq. Ronal L. Comes, Esq. McGrath North Mullin & Kratz, PC LLO 3700 First National Tower 1601 Dodge Street Omaha, NE 68102 Tel: (402) 341-3070 Email: dquinn@mcgrathnorth.com rcomes@mcgrathnorth.com Soo Tractor makes metal products and industrial/agricultural equipment. STATE FISH: Ch. 11 Trustee Inks Settlement with Shareholders ------------------------------------------------------------ R. Todd Neilson, the duly-appointed trustee of State Fish Co., Inc., et al., asks the U.S. Bankruptcy Court in Central District of California, Los Angeles Division, to approve a comprehensive resolution of disagreements by and among the Debtors, John DeLuca, et al., the DeLuca Sisters, the Rose Estate, Susan Ricci, and Fred DiBernardo. Among many other things, the settlement (i) provides for the filing of a consensual plan of liquidation that will permit payment in full of administrative expenses and non-insider unsecured claims, (ii) settles numerous potential claims by State Fish's shareholders against the Debtors' estates, which claims could have significantly diluted distributions to non-insider general unsecured creditors, (iii) contemplates the continued pursuit by the Trustee of the pending sale of the HPP/Calpack Business, (iv) contemplates the orderly liquidation of the Fish Business, and (v) after reserving funds for distributions in full to administrative claimants and non-insider unsecured creditors, contains an agreed-upon allocation to State Fish's shareholders of the Debtors' remaining assets. The trustee is represented by: Jonathan M. Weiss KLEE TUNCHIN BOGDANOFF & STERN LLP 1999 Ave of Stars, 39th Fl Los Angeles, CA 90067 Tel: (310) 407-4000 Fax: (310) 407-9090 Email: jweiss@ktbslaw.com About State Fish State Fish Co., Inc., was founded in 1932 and began as a small local wholesale fish buyer in California. Under the leadership of Sam DeLuca, State Fish expanded from a small fresh fish company to an internationally-known import and export company operating its own processing and cold store facilities near the Port of Los Angeles. Calpack Foods, LLC, a wholly owned subsidiary, was formed in April 2012 to produce high quality food and beverage products. State Fish and Calpack Foods filed voluntary Chapter 11 bankruptcy petitions (C.D. Cal. Lead Case No. 15-11084) on Jan. 26, 2015, amid a family dispute and liquidity woes brought by declining fish catches. Sisters Vanessa DeLuca, Roseann DeLuca and Janet Esposito, backed the bankruptcy filing while John DeLuca has opposed the Chapter 11 effort. The Hon. Sandra R. Klein presides over the jointly administered cases. Amir Gamliel, Esq., and Alan D Smith, Esq., at Perkins Coie LLP, serve as the Debtors' counsel. George Blanco, at Avant Advisory Group, acts as chief restructuring officer. State Fish disclosed $34,868,772 in assets and $10,084,671 in liabilities as of the bankruptcy filing. The U.S. Trustee has appointed three entities -- Cedar Cold Services LLC, Star-Box Inc., and Queen City Seafood Sales -- to serve on the official committee of unsecured creditors. The panel has tapped Levene, Neale, Bender, Yoo & Brill LLP to serve as its general counsel. R. Todd Neilson was appointed as Chapter 11 trustee effective as of Feb. 27, 2015. STATE FISH: Court Approves Variant Capital as Trustee's Banker -------------------------------------------------------------- R. Todd Neilson, the Chapter 11 trustee of State Fish Co., Inc. and Calpack Foods, LLC, sought and obtained permission from the Hon. Sandra R. Klein of the U.S. Bankruptcy Court for the Central District of California to employ Variant Capital Advisors LLC as investment banker to the Trustee, nunc pro tunc to May 28, 2015. The Trustee requires Variant Capital to: (a) assist the Trustee in evaluating the business, operations and financial position of the Debtors and assessing sale options; (b) assist the Trustee in evaluating the Stalking Horse Bid with respect to its terms, the offering party's ability to transact, and available resources to consummate a transaction; (c) assist the Trustee in the preparation of marketing materials for distribution to potential purchasers in connection with potential Dispositions of the Sale Assets; (d) assist the Trustee in identifying and screening potential purchasers of the Sale Assets; (e) coordinate the distribution of materials and information to be made available to potential purchasers in connection with their due diligence investigations of the Sale Assets; (f) assist the Trustee in evaluating proposals for the Sale Assets that are received from potential purchasers; (g) advise the Trustee with respect to the strategy and tactics for negotiating with potential purchasers of the Sale Assets and, if requested, participate in negotiations and documentation relating to a proposed Disposition; (h) advise the Trustee with respect to the form and structure of, and consideration to be received in, the proposed Dispositions of the Sale Assets; and (i) perform such other services as the Trustee deems appropriate in connection with one or more Dispositions. The Trustee has agreed to the following compensation structure with Variant Capital, as more fully described in the Engagement Letter: -- Monthly Fee: A non-refundable monthly fee of $75,000 (or $37,500 following the later of (i) Aug. 31, 2015 and (ii) any disposition of the HPP/Calpack Sale Assets) (the "Monthly Fee") payable each month on the first of the month with the first pro-rated monthly payment payable upon execution of the Engagement Letter; plus -- Fish Transaction Fee: In the event of any Disposition of the State Fish Sale Assets either (i) as a "going concern" or (ii) other than as a "going concern," provided that, and only if, the Trustee and Variant Capital have separately agreed in writing that Variant Capital will be retained to assist the Trustee in connection with a Disposition that is not a "going concern", Debtors shall pay a fee (the "Fish Transaction Fee") of 3% of the value received by the Debtors for the Fish Sale Assets; and -- HPP/Calpack Transaction Fee: In the event of any Disposition of the HPP/Calpack Sale Assets that meets certain criteria, the Debtors shall pay a fee (the "HPP/Calpack Transaction Fee") calculated as follows: if the value received by the Debtors for the HPP/Calpack Sale Assets in a Disposition is greater than $12 million, then the HPP/Calpack Transaction Fee will be 10% of amounts received by the Debtors in excess of $12 million. For the avoidance of doubt, the Transaction Fee is only payable where the value received by the Debtors for the HPP/Calpack Sale Assets exceeds $12 million; and -- Reimbursement of Expenses: Variant Capital shall be entitled to reimbursement of its reasonable and reasonably documented out-of-pocket expenses incurred from time to time during the term of its retention in connection with the services to be provided under the Engagement Letter and consistent with paragraph 3(e) thereof, promptly after invoicing the Debtors; provided that in no event shall the out-of-pocket expenses of Variant Capital exceed $25,000 without the prior written consent of the Trustee. -- Tail Period: Variant Capital shall be entitled to the Transaction Fees if a Disposition is consummated during the term of Variant Capital's engagement or: - if a Disposition is consummated during the 9 months following the termination or expiration of Variant Capital's engagement by the Trustee without cause, with any person or entity (or any other person or entity formed by or affiliated with such person or entity) identified to the Trustee by Variant Capital; or; - if a Disposition that results from an agreement in principle or a definitive agreement to effect a Disposition that is entered into during the term of Variant Capital's engagement is consummated within 9 months following termination or expiration of Variant Capital's engagement by the Trustee without cause with any person or entity identified to the Trustee by Variant Capital. Notwithstanding the foregoing, Variant Capital will not be entitled to any Transaction Fee with respect to (i) any Disposition that is not a "going concern" unless the Trustee and Variant have separately agreed in writing that Variant will be retained to assist the Trustee in connection with such Disposition, (ii) any Disposition of the four contiguous empty lots on Quay Avenue in Wilmington, California. Matthew D. Covington, managing director of Variant 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. Variant Capital can be reached at: Matthew D. Covington VARIANT CAPITAL ADVISORS LLC 333 South Hope Street, Suite 3625 Los Angeles, CA 90071 Tel: (213) 416-6200 Fax: (213) 416-6201 E-mail: MCovington@ConwayMacKenzie.com About State Fish State Fish Co., Inc., was founded in 1932 and began as a small local wholesale fish buyer in California. Under the leadership of Sam DeLuca, State Fish expanded from a small fresh fish company to an internationally-known import and export company operating its own processing and cold store facilities near the Port of Los Angeles. Calpack Foods, LLC, a wholly owned subsidiary, was formed in April 2012 to produce high quality food and beverage products. State Fish and Calpack Foods filed voluntary Chapter 11 bankruptcy petitions (C.D. Cal. Lead Case No. 15-11084) on Jan. 26, 2015, amid a family dispute and liquidity woes brought by declining fish catches. Sisters Vanessa DeLuca, Roseann DeLuca and Janet Esposito, backed the bankruptcy filing while John DeLuca has opposed the Chapter 11 effort. The Hon. Sandra R. Klein presides over the jointly administered cases. Amir Gamliel, Esq., and Alan D Smith, Esq., at Perkins Coie LLP, serve as the Debtors' counsel. George Blanco, at Avant Advisory Group, acts as chief restructuring officer. State Fish disclosed $34,868,772 in assets and $10,084,671 in liabilities as of the bankruptcy filing. The U.S. Trustee has appointed three entities -- Cedar Cold Services LLC, Star-Box Inc., and Queen City Seafood Sales -- to serve on the official committee of unsecured creditors. The panel has tapped Levene, Neale, Bender, Yoo & Brill LLP to serve as its general counsel. R. Todd Neilson was appointed as Chapter 11 trustee effective as of Feb. 27, 2015. UNIFIED 2020: Ch. 11 Trustee Seeks Conversion to Ch. 7 ------------------------------------------------------ Daniel J. Sherman, trustee for Unified 2020 Realty Partners, LP, asks the U.S. Bankruptcy Court for the Northern District of Texas, Dallas Division, to convert the Chapter 11 proceeding to one under Chapter 7 of the Bankruptcy Code. On June 15, 2014, the Debtor's most valuable asset was sold at a foreclosure sale and the Property has been fully transitioned to its new owner. At this point, the approval of a disclosure statement and reorganization of the Debtor is highly unlikely since the Property is no longer in its estate, the Chapter 11 Trustee said. The Chapter 11 Trustee asserts that there is cause to convert the Bankruptcy Case and the conversion is in the best interest of the Bankruptcy Estate and its creditors because it will be less costly than a Chapter 11 proceeding, saving the Estate valuable administrative costs. Simply considering the administrative expenses incurred by the Chapter 11 Trustee and his professionals, which is only one aspect of the mounting costs of this case, there is obvious loss and diminution of the Bankruptcy Estate, the Chapter 11 Trustee adds. The Chapter 11 Trustee is represented by: Kevin D. McCullough, Esq. Kerry Ann Miller, Esq. ROCHELLE MCCULLOUGH, LLP 325 N. St. Paul Street, Suite 4500 Dallas, TX 75201 Tel: (214) 953-0182 Fax: (214) 953-0185 Email: kdm@romclawyers.com kmiller@romclawyers.com About Unified 2020 Realty Unified 2020 Realty Partners, LP, was formed in November 2007 to own the real property and improvements located at 2020 Live Oak Street, in Dallas, Texas. The property is comprised of a 12-story office building and an adjacent three-story parking garage and annex. Unified 2020 filed a petition under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 13-32425) in its home-town in Dallas on May 6, 2013. The petition was signed by Edward Roush as president of general partner. Judge Stacey G. Jernigan presides over the Chapter 11 case. In its schedules, the Debtor disclosed $280,178,409 in assets and $46,378,972 in liabilities. Arthur I. Ungerman, Esq., and Kerry S. Alleyne-Simmons, Esq., at the Law Office of Arthur Ungerman, in Dallas, Texas, represent the Debtor. Peter C. Lewis, Esq., and Jacob W. Sparks, Esq., at Scheef & Stone, LLP, in Dallas, Texas, represent United Central Bank. The Debtor consented to the appointment of a trustee, and on Aug. 9, 2013, Daniel J. Sherman was appointed as Chapter 11 trustee. Kevin D. McCullough, Esq., of Rochelle McCullough L.L.P. serves as general bankruptcy counsel to the trustee. The Debtor has obtained permission from the Bankruptcy Court to proceed with the pursuit of its disclosure statement and plan, in tandem or parallel with any effort by the trustee to propose a plan. In January 2014, Unified 2020 Realty Partners withdrew its second amended disclosure statement, which explains the company's plan of liquidation. At that time, the Debtor said it remains involved in a negotiation process and do not want to impose upon the court's time by filing another request to continue the disclosure statement hearing. United Central Bank objected to the Plan, saying the Plan is not feasible, much less confirmable within a reasonable period of time. UNISYS CORP: Moody's Affirms 'B1' CFR & Revises Outlook to Neg. --------------------------------------------------------------- Moody's Investors Service affirmed Unisys Corp.'s ratings, including the B1 Corporate Family Rating, B1 senior unsecured rating, and SGL-2 Speculative Grade Liquidity rating. Moody's revised the outlook to negative from stable. RATINGS RATIONALE The change in outlook reflects Moody's expectation that Unisys will generate no better than modest levels of free cash flow over the next year to 18 months due to weak margins, large pension contributions, and cash costs of the global restructuring program. Moreover, the prominent role that headcount reductions play in the restructuring adds an element of execution risk to the restructuring program. Due to the large restructuring charges, which will depress EBITDA, and the large underfunded pension liability of about $2.2 billion, we expect that debt to EBITDA (Moody's adjusted) will exceed 6x over the near term, which is high for the B1 rating. Nevertheless, Moody's expects that Unisys will maintain a sizable cash balance, which will comfortably exceed the amounts required to fund near term debt maturities and the anticipated near term FCF consumption. Moreover, Unisys has a large scale of operations relative to similarly rated business services issuers, a diversified services portfolio (which includes a large Public Sector and U.S. Federal component), and a geographic mix in which more than half of revenues are international. Furthermore, a successful execution of the restructuring program will lead to significant cost reductions which could improve margins over the next 2 to 3 years. The rating of the senior unsecured notes is B1, which equals the CFR, and reflects Unisys's largely unsecured capital structure. The Speculative Grade Liquidity ("SGL") rating of SGL-2 reflects Unisys's good liquidity, which is supported by a large cash balance ($402 million as of March 31, 2015) and the secured revolver ($120.7 million as of March 31, 2015) and modest near term debt maturities until the 6.25% Senior Notes mature in 2017. The ratings could be downgraded over the near term if Unisys is not on-course to improve the EBITDA margin to 20% (Moody's adjusted, excluding restructuring expenses) and debt to EBITDA to below 5x (Moody's adjusted, excluding restructuring expenses). If FCF generation weakens further or revenues decline by more than the low single digits percent, the ratings could also be lowered as this would likely indicate difficulty implementing the restructuring or a weakening competitive position. The outlook could be stabilized if Unisys successfully executes the restructuring, with the EBITDA margin (Moody's adjusted, excluding restructuring expenses) maintained above 20% and revenues growing at least in the low single digits percent level. We would also expect debt to EBITDA (Moody's adjusted, excluding restructuring expenses) to be sustained below 5x. Although an upgrade is not expected in the near term given the negative outlook, the ratings could be upgraded if the company demonstrates at least mid-single digit revenue growth, EBITDA margins at least in the low 20s percent level, and debt to EBITDA below 4 times. Affirmations: Issuer: Unisys Corporation Corporate Family Rating (Local Currency), Affirmed B1 Probability of Default Rating, Affirmed B1-PD Senior Unsecured Regular Bond/Debenture (Local Currency), Affirmed B1 Speculative Grade Liquidity Rating, Affirmed SGL-2 Outlook Actions: Issuer: Unisys Corporation Outlook, Changed To Negative From Stable Unisys Corporation based in Blue Bell, Pennsylvania, provides information technology (I/T) services and enterprise server hardware worldwide. Unisys competes against similar-sized peers as well as much larger I/T services and hardware vendors including IBM, Accenture, Hewlett Packard, and a number of services providers located in India, including Infosys and Tata Consultancy Services. The principal methodology used in this rating was Business and Consumer Service Industry published in December 2014. Other methodologies used include Loss Given Default for Speculative Grade Non-Financial Companies in the US, Canada, and EMEA, published in June 2009. VERMILLION INC: Oracle Partners Buys 512,043 Common Shares ---------------------------------------------------------- Oracle Partners, L.P. purchased 512,043 additional shares of Common Stock for an aggregate purchase price of $1,003,522, including (i) 510,204 shares in a public offering at a purchase price of $1.96 per share and (ii) 1,839 shares in an open market purchase at a purchase price of $1.9054 per share. As of July 16, 2015: -- Oracle Partners may be deemed to beneficially own 5,056,023 shares of Common Stock, representing 9.99% of the outstanding shares of Common Stock; -- Oracle Institutional Partners may be deemed to beneficially own 1,555,555 shares of Common Stock in the aggregate as a result of its beneficial ownership of (a) 972,222 shares of Common Stock and (b) 583,333 shares of Common Stock issuable on the exercise of its warrant, representing 3.04% of the outstanding shares of Common Stock; -- Oracle Ten Fund and Investment Manager, due to its relationship with Oracle Ten Fund, may be deemed to beneficially own 2,595,980 shares of Common Stock, representing 5.13% of the outstanding shares of Common Stock; and -- Oracle Associates, due to its relationship with Oracle Partners, Oracle Ten Fund and Oracle Institutional Partners, and Larry N. Feinberg, due to his respective relationships with the other Reporting Persons, may be deemed to beneficially own 9,207,558 shares of Common Stock, representing 17.98% of the outstanding shares of Common Stock. A copy of the regulatory filing is available for free at: http://is.gd/g1wGpe About Vermillion Vermillion, Inc., is dedicated to the discovery, development and commercialization of novel high-value diagnostic tests that help physicians diagnose, treat and improve outcomes for patients. Vermillion, along with its prestigious scientific collaborators, has diagnostic programs in oncology, hematology, cardiology and women's health. The Company filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 09-11091) on March 30, 2009. Vermillion's legal advisor in connection with its successful reorganization efforts wass Paul, Hastings, Janofsky & Walker LLP. Vermillion emerged from bankruptcy in January 2010. The Plan called for the Company to pay all claims in full and equity holders to retain control of the Company. Vermillion reported a net loss of $19.2 million in 2014, a net loss of $8.81 million in 2013 and a net loss of $7.14 million in 2012. As of March 31, 2015, the Company had $18.67 million in total assets, $3.48 million in total liabilities and $15.19 million in total stockholders' equity. VERMILLION INC: Signs Underwriting Agreement with Canaccord ----------------------------------------------------------- Vermillion, Inc., on July 14, 2015, entered into an underwriting agreement with Canaccord Genuity Inc., as representative of the several underwriters, in connection with the underwritten public offering and sale of 8,350,000 shares of the Company's common stock, par value $0.001 per share, at a price to the public of $1.96 per share. Pursuant to the Underwriting Agreement, the Company granted the Underwriters a 30-day option to purchase up to an additional 1,252,500 shares of Common Stock solely to cover over-allotments. On July 16, 2015, the Underwriters exercised their option in full. The Offering, including the purchase of an additional 1,252,500 shares of Common Stock pursuant to the exercise of the over-allotment option, is expected to close on July 17, 2015, subject to the satisfaction of customary closing conditions. The Offering is being made pursuant to the prospectus supplement dated July 14, 2015 and filed with the Securities and Exchange Commission on July 14, 2015, to the prospectus dated Oct. 2, 2014, filed with the SEC on Oct. 1, 2014, as part of Amendment No. 1 to the Company's Registration Statement on Form S-3. Updates Risk Factors The risk factors update certain of the risk factors contained in the Company's annual report on Form 10-K for the year ended Dec. 31, 2014, and the Company's quarterly report on Form 10-Q for the quarter ended March 31, 2015. "If we or our suppliers fail to comply with FDA requirements for production, marketing and post-market monitoring of our products, we may not be able to market our products and services and may be subject to stringent penalties, product restrictions or recall; further improvements to our manufacturing operations may be required that could entail additional costs. The commercialization of our products could be delayed, halted or prevented by applicable FDA regulations. If the FDA were to view any of our actions as non-compliant, it could initiate enforcement actions, such as a warning letter and possible imposition of penalties. For instance, we are subject to a number of FDA requirements, including compliance with the FDA's Quality System Regulations "QSR" requirements, which establish extensive requirements for quality assurance and control as well as manufacturing procedures. Failure to comply with these regulations could result in enforcement actions for us or our potential suppliers. Adverse FDA actions in any of these areas could significantly increase our expenses and reduce our revenue. We will need to undertake steps to maintain our operations in line with the FDA's QSR requirements. Some components of OVA1 are manufactured by other companies and we are required to ensure that, to the extent that we incorporate those components into our finished OVA1 test, we use those components in compliance with QSR. Any failure to do so would have an adverse effect on our ability to commercialize OVA1. Our suppliers' manufacturing facilities, since they manufacture finished kits that we use in OVA1, are subject to periodic regulatory inspections by the FDA and other federal and state regulatory agencies. Our facility also is subject to FDA inspection. We or our suppliers may not satisfy such regulatory requirements, and any such failure to do so may adversely affect our business, financial condition and results of operations. In the future, we plan to develop and perform LDTs at ASPiRA LABS. If the FDA finalizes its October 3, 2014 draft guidance documents that outline the FDA's proposal to actively regulate LDTs, we may need to obtain a 510(k) clearance or pre-market approval for our future LDTs, and there is no guarantee that we would ever procure the needed FDA clearance or approval. We also would need to comply with ongoing regulatory requirements. We intend to develop and perform LDTs at ASPiRA LABS. The FDA has historically exercised enforcement discretion and not required approvals or clearances for LDTs. However, on October 3, 2014, the FDA issued two draft guidance documents, entitled "Framework for Regulatory Oversight of Laboratory Developed Tests (LDTs)" and "FDA Notification and Medical Device Reporting for Laboratory Developed Tests (LDTs)," respectively, that set forth a proposed risk-based regulatory framework that would apply varying levels of FDA oversight to LDTs. According to the draft guidance documents, all laboratories with LDTs--except for those only performing forensic testing or certain LDTs for transplantation--would need to comply with some basic statutory requirements, regardless of the risks of the tests, including adverse event reporting, corrections and removals reporting and registration and listing or notification. In addition, "high" and "moderate" risk tests not subject to an exemption will need to be the subject of a PMA or 510(k) submitted to the FDA in a phased-in manner. High-risk tests are those that are classified as Class III devices. Within those high-risk devices, the FDA identifies the "highest risk devices" as (1) LDTs with the same intended use as an approved or cleared companion diagnostic; (2) LDTs with the same intended use as an FDA-approved Class III device; and (3) certain LDTs for determining safety and effectiveness of blood or blood products. Moderate-risk tests are those that are classified as Class II devices. The FDA has indicated that it does not intend to modify its policy of enforcement discretion until the draft guidance documents are finalized. It is unclear at this time when, or if, the draft guidance documents will be finalized, and, if so, how the final framework might differ from the proposal. In addition, the new regulatory requirements are proposed to be phased-in consistent with the schedule set forth in the guidance documents for tests that are on the market at the time the guidance documents are finalized. Legislative proposals addressing the FDA's oversight of LDTs have been previously introduced, and we expect that new legislative proposals will be introduced from time to time. The likelihood that Congress will pass such legislation and the extent to which such legislation may affect the FDA's plans to regulate LDTs as medical devices is difficult to predict. Even before the FDA finalizes such guidance documents, the FDA may assert that a test that we believe to be an LDT is not an LDT and could require us to seek clearance or approval to offer such tests for clinical use. If the FDA pre-market review or approval is required for any of the future LDTs we may develop, we may be forced to stop selling our tests or be required to modify claims or make such other changes while we work to obtain FDA clearance or approval. Our business would be negatively affected until such review is completed and clearance to market or approval is obtained. If pre-market review is required by the FDA or if we decide to voluntarily pursue FDA pre-market review of our future LDTs, there can be no assurance that any tests we develop in the future will be cleared or approved on a timely basis, if at all. Obtaining FDA clearance or approval for diagnostics can be expensive, time consuming and uncertain, and for higher-risk devices generally takes several years and requires detailed and comprehensive scientific and clinical data. In addition, medical devices are subject to ongoing FDA obligations and continued regulatory oversight and review. Ongoing compliance with FDA regulations for those tests would increase the cost of conducting our business and subject us to heightened regulation by the FDA and penalties for failure to comply with these requirements." About Vermillion Vermillion, Inc., is dedicated to the discovery, development and commercialization of novel high-value diagnostic tests that help physicians diagnose, treat and improve outcomes for patients. Vermillion, along with its prestigious scientific collaborators, has diagnostic programs in oncology, hematology, cardiology and women's health. The Company filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 09-11091) on March 30, 2009. Vermillion's legal advisor in connection with its successful reorganization efforts wass Paul, Hastings, Janofsky & Walker LLP. Vermillion emerged from bankruptcy in January 2010. The Plan called for the Company to pay all claims in full and equity holders to retain control of the Company. Vermillion reported a net loss of $19.2 million in 2014, a net loss of $8.81 million in 2013 and a net loss of $7.14 million in 2012. As of March 31, 2015, the Company had $18.67 million in total assets, $3.48 million in total liabilities and $15.19 million in total stockholders' equity. WALTER ENERGY: Moody's Withdraws 'Ca' CFR Following Ch.11 Filing ---------------------------------------------------------------- Moody's Investors Service withdrew all ratings of Walter Energy, Inc. following the company's announcement that Walter 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 on July 15, 2015. RATINGS RATIONALE Previously on May 4, 2015, Moody's downgraded the corporate family rating (CFR) of Walter to Ca from Caa2 and the probability default rating (PDR) to Ca-PD from Caa2-PD, reflecting continued stress in the coal sector and the potential significant loss in case of restructuring. The company also announced on July 15 that it has entered into an agreement with certain of its senior lenders on the material terms of a restructuring. WASHINGTON HEIGHTS: Taps Berger Fischoff as Special Counsel ----------------------------------------------------------- Washington Heights Parking, LLC seeks permission from the Hon. Martin Glen of the U.S. Bankruptcy Court for the Southern District of New York to employ Berger, Fischoff & Shumer, LLP as special counsel to the Debtor. The Debtor requires Berger Fischoff to: (a) handle issues regarding disputed claims and objections thereto; and (b) handle any other services the Debtor's general counsel may need assistance, including court appearances, due to his current physical disabilities. Berger Fischoff will also be reimbursed for reasonable out-of-pocket expenses incurred. Berger Fischoff 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. Berger Fischoff can be reached at: Berger, Fischoff & Shumer, LLP 40 Crossways Park Dr, Woodbury, NY 11797 Tel: (516) 747-1136 Washington Heights Parking, LLC, one of 20 companies owned by real estate developer Jose Espinal, sought bankruptcy protection (Bankr. S.D.N.Y. Case No. 15-11687) in Manhattan on June 26, 2015. Washington Heights Parking, a real estate business, owns a building at 4320 Broadway, New York. It leases the premises to three tenants who pay annualized rents of approximately $1.4 million. WASHINGTON HEIGHTS: Taps Marshall Schiff as Special Counsel ----------------------------------------------------------- Washington Heights Parking, LLC seeks permission from the Hon. Martin Glen of the U.S. Bankruptcy Court for the Southern District of New York to employ Marshall S. Schiff, P.C. as special counsel. The Debtor requires Mr. Schiff to: (a) handle all real estate transactions involving the sale of transfer of its building; and (b) handle all tenant issues. The proposed compensation that Mr. Schiff charges is $500 per hour. Mr. Schiff can be reached at: Marshall S. Schiff, Esq. MARSHALL S. SCHIFF, P.C. 1 North Broadway, Suite 701 White Plains, NY 10601 Tel: (914) 421-1800 Washington Heights Parking, LLC, one of 20 companies owned by real estate developer Jose Espinal, sought bankruptcy protection (Bankr. S.D.N.Y. Case No. 15-11687) in Manhattan on June 26, 2015. Washington Heights Parking, a real estate business, owns a building at 4320 Broadway, New York. It leases the premises to three tenants who pay annualized rents of approximately $1.4 million. WAVE SYSTEMS: Receives NASDAQ Listing Non-Compliance Notice ----------------------------------------------------------- Wave Systems Corp. on July 17 disclosed that, by letter dated July 16, 2015, the Listing Qualifications Staff of The NASDAQ Stock Market LLC notified the Company that, based upon its continued non-compliance with the minimum $1.00 bid price requirement, as set forth in NASDAQ Listing Rule 5550(a)(2), as of July 14, 2015, the Company's common shares would be subject to delisting from NASDAQ effective July 27, 2015 unless the Company submits a request for a hearing before the NASDAQ Listing Qualifications Panel. The Company is considering its options with respect to a plan to regain and sustain compliance with the applicable NASDAQ listing criteria and the presentation of such plan at a hearing before the Panel. The Company's common shares would remain listed on NASDAQ pending any such hearing and until the expiration of any extension granted by the Panel following the hearing. There can be no assurance that the Panel would grant the Company's request for continued listing on NASDAQ. About Wave Systems Lee, Massachusetts-based Wave Systems Corp. (NASDAQ: WAVX) -- http://www.wave.com/-- develops, produces and markets products for hardware-based digital security, including security applications and services that are complementary to and work with the specifications of the Trusted Computing Group, an industry standards organization comprised of computer and device manufacturers, software vendors and other computing products manufacturers. Wave Systems reported a net loss of $12.9 million in 2014, a net loss of $20.3 million in 2013 and a net loss of $34 million in 2012. As of March 31, 2014, the Company had $8.74 million in total assets, $17.1 million in total liabilities and a $8.37 million total stockholders' deficit. KPMG LLP, in Hartford, Connecticut, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014. The independent auditors noted that Wave Systems Corp. has suffered recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. WPCS INTERNATIONAL: American Capital Holds 8.3% Stake as of July 14 ------------------------------------------------------------------- In a Schedule 13G filed with the Securities and Exchange Commission, American Capital Management, LLC and Kimberly Page disclosed that as of July 14, 2015, they beneficially owned 173,103 shares of common stock of WPCS International Incorporated, which represents 8.3 percent of the shares outstanding. A copy of the regulatory filing is available at http://is.gd/4zWVx0 About WPCS International Incorporated WPCS -- http://www.wpcs.com/-- operates in two business segments including: (1) providing communications infrastructure contracting services to the public services, healthcare, energy and corporate enterprise markets worldwide; and (2) developing a Bitcoin trading platform. WPCS International incurred a net loss attributable to common shareholders of $11.2 million for the year ended April 30, 2014, as compared with a net loss attributable to common shareholders of $6.91 million for the year ended April 30, 2013. As of Jan. 31, 2015, the Company had $14.8 million in total assets, $14.8 million in total liabilities and a $36,000 total deficit. Marcum LLP, in New York, NY, issued a "going concern" qualification on the consolidated financial statements for the year ended April 30, 2014. The independent auditing firm noted that the Company has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. WPCS INTERNATIONAL: Iroquois Reports 9.9% Stake as of July 14 ------------------------------------------------------------- In an amended Schedule 13G filed with the Securities and Exchange Commission, Iroquois Master Fund Ltd. and its affiliates disclosed that as of July 14, 2015, they beneficially owned 2,229,685 shares of common stock of WPCS International Incorporated, which represents 9.99 percent of the shares outstanding. A copy of the regulatory filing is available at http://is.gd/CDMhzl About WPCS International Incorporated WPCS -- http://www.wpcs.com/-- operates in two business segments including: (1) providing communications infrastructure contracting services to the public services, healthcare, energy and corporate enterprise markets worldwide; and (2) developing a Bitcoin trading platform. WPCS International incurred a net loss attributable to common shareholders of $11.2 million for the year ended April 30, 2014, as compared with a net loss attributable to common shareholders of $6.91 million for the year ended April 30, 2013. As of Jan. 31, 2015, the Company had $14.8 million in total assets, $14.8 million in total liabilities and a $36,000 total deficit. Marcum LLP, in New York, NY, issued a "going concern" qualification on the consolidated financial statements for the year ended April 30, 2014. The independent auditing firm noted that the Company has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. X-WING AVIATION: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: X-Wing Aviation, LLC 566 E. Germann Rd, Suite 101 Gilbert, AZ 85297 Case No.: 15-09002 Chapter 11 Petition Date: July 17, 2015 Court: United States Bankruptcy Court District of Arizona (Phoenix) Judge: Hon. Daniel P. Collins Debtor's Counsel: M. Preston Gardner, Esq. DAVIS MILES MCGUIRE GARDNER PLLC 80 E. Rio Salado Pkwy, #401 Tempe, AZ 85281 Tel: 480-733-6800 Fax: 480-733-3748 Email: pgardner@davismiles.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Alvin F. Skinner, Jr., sole member. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/azb15-09002.pdf [^] Large Companies With Insolvent Balance Sheet ------------------------------------------------ Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- ABSOLUTE SOFTWRE ALSWF US 111.9 (5.5) (0.6) ABSOLUTE SOFTWRE ABT CN 111.9 (5.5) (0.6) ABSOLUTE SOFTWRE OU1 GR 111.9 (5.5) (0.6) AC SIMMONDS & SO ACSX US 1.4 (0.4) (1.5) ADV MICRO DEVICE AMD* MM 3,381.0 (141.0) 1,052.0 ADVANCED EMISSIO ADES US 106.4 (46.1) (15.3) ADVANCED EMISSIO OXQ1 GR 106.4 (46.1) (15.3) ADVENT SOFTWARE ADVS US 424.8 (50.1) (110.8) ADVENT SOFTWARE AXQ GR 424.8 (50.1) (110.8) AEROJET ROCKETDY GCY GR 1,898.1 (95.6) 143.6 AEROJET ROCKETDY AJRD US 1,898.1 (95.6) 143.6 AEROJET ROCKETDY GCY TH 1,898.1 (95.6) 143.6 AIR CANADA ADH2 TH 11,581.0 (1,213.0) (95.0) AIR CANADA ACEUR EU 11,581.0 (1,213.0) (95.0) AIR CANADA ADH2 GR 11,581.0 (1,213.0) (95.0) AIR CANADA ACDVF US 11,581.0 (1,213.0) (95.0) AIR CANADA AC CN 11,581.0 (1,213.0) (95.0) AK STEEL HLDG AKS* MM 4,556.3 (392.9) 949.0 ALLIANCE HEALTHC AIQ US 551.6 (88.9) 46.7 AMC NETWORKS-A AMCX US 4,049.4 (89.4) 597.5 AMC NETWORKS-A 9AC GR 4,049.4 (89.4) 597.5 AMC NETWORKS-A AMCX* MM 4,049.4 (89.4) 597.5 AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2) AMYLIN PHARMACEU AMLN US 1,998.7 (42.4) 263.0 ANGIE'S LIST INC ANGI US 178.8 (15.6) (13.1) ANGIE'S LIST INC 8AL GR 178.8 (15.6) (13.1) ARCADIA BIOSCIEN 17D GR 19.4 (7.3) 0.3 ARCADIA BIOSCIEN RKDA US 19.4 (7.3) 0.3 ASPEN TECHNOLOGY AZPN US 317.1 (26.8) (17.4) ASPEN TECHNOLOGY AST GR 317.1 (26.8) (17.4) AUTOZONE INC AZOEUR EU 8,032.4 (1,643.2) (742.6) AUTOZONE INC AZO US 8,032.4 (1,643.2) (742.6) AUTOZONE INC AZ5 TH 8,032.4 (1,643.2) (742.6) AUTOZONE INC AZ5 GR 8,032.4 (1,643.2) (742.6) AVID TECHNOLOGY AVID US 182.0 (344.7) (165.7) AVID TECHNOLOGY AVD GR 182.0 (344.7) (165.7) AVINGER INC AVGR US 23.1 (16.1) 13.3 AVINTIV SPECIALT POLGA US 1,901.8 (12.6) 315.2 BARRACUDA NETWOR CUDA US 400.4 (31.3) 36.9 BARRACUDA NETWOR CUDAEUR EU 400.4 (31.3) 36.9 BARRACUDA NETWOR 7BM GR 400.4 (31.3) 36.9 BERRY PLASTICS G BP0 GR 5,214.0 (73.0) 758.0 BERRY PLASTICS G BERY US 5,214.0 (73.0) 758.0 BRINKER INTL EAT US 1,437.3 (32.1) (216.6) BRINKER INTL BKJ GR 1,437.3 (32.1) (216.6) BURLINGTON STORE BURL US 2,683.1 (30.4) 161.9 BURLINGTON STORE BUI GR 2,683.1 (30.4) 161.9 CABLEVISION SY-A CVC US 6,701.2 (5,022.6) 50.8 CABLEVISION SY-A CVCEUR EU 6,701.2 (5,022.6) 50.8 CABLEVISION SY-A CVY TH 6,701.2 (5,022.6) 50.8 CABLEVISION SY-A CVY GR 6,701.2 (5,022.6) 50.8 CABLEVISION-W/I CVC-W US 6,701.2 (5,022.6) 50.8 CABLEVISION-W/I 8441293Q US 6,701.2 (5,022.6) 50.8 CADIZ INC 2ZC GR 66.0 (44.1) (22.9) CADIZ INC CDZI US 66.0 (44.1) (22.9) CAMBIUM LEARNING ABCD US 154.9 (77.3) (19.9) CARBYLAN THERAPE CBYL US 7.7 (9.4) (6.7) CASELLA WASTE WA3 GR 654.4 (20.9) 4.9 CASELLA WASTE CWST US 654.4 (20.9) 4.9 CEDAR FAIR LP 7CF GR 2,005.9 (21.2) (74.4) CEDAR FAIR LP FUN US 2,005.9 (21.2) (74.4) CENTENNIAL COMM CYCL US 1,480.9 (925.9) (52.1) CHOICE HOTELS CHH US 661.1 (413.5) 175.4 CHOICE HOTELS CZH GR 661.1 (413.5) 175.4 CINCINNATI BELL CBB US 1,733.0 (599.6) 46.3 CINCINNATI BELL CIB GR 1,733.0 (599.6) 46.3 CLEAR CHANNEL-A C7C GR 6,179.8 (255.3) 410.7 CLEAR CHANNEL-A CCO US 6,179.8 (255.3) 410.7 CLIFFS NATURAL R CLF US 2,702.6 (1,782.1) 677.9 CLIFFS NATURAL R CLF* MM 2,702.6 (1,782.1) 677.9 CODE REBEL CORP CDRB US 0.5 (1.6) (1.4) COLLEGIUM PHARMA COLL US 5.1 (12.2) (5.9) COMVERSE INC CNSI US 577.9 (7.2) 59.9 COMVERSE INC CM1 GR 577.9 (7.2) 59.9 CONNECTURE INC 2U7 GR 96.0 (33.2) (24.9) CONNECTURE INC CNXR US 96.0 (33.2) (24.9) CORIUM INTERNATI 6CU GR 62.7 (0.4) 35.9 CORIUM INTERNATI CORI US 62.7 (0.4) 35.9 CYAN INC CYNI US 112.1 (18.4) 56.9 CYAN INC YCN GR 112.1 (18.4) 56.9 DELEK LOGISTICS DKL US 332.6 (20.6) 11.8 DELEK LOGISTICS D6L GR 332.6 (20.6) 11.8 DIRECTV DTV US 24,301.0 (4,280.0) 482.0 DIRECTV DTV CI 24,301.0 (4,280.0) 482.0 DIRECTV DTVEUR EU 24,301.0 (4,280.0) 482.0 DIRECTV DIG1 GR 24,301.0 (4,280.0) 482.0 DOMINO'S PIZZA EZV TH 597.9 (1,245.7) 135.3 DOMINO'S PIZZA EZV GR 597.9 (1,245.7) 135.3 DOMINO'S PIZZA DPZ US 597.9 (1,245.7) 135.3 DUN & BRADSTREET DNB US 2,027.7 (1,201.3) (276.7) DUN & BRADSTREET DB5 GR 2,027.7 (1,201.3) (276.7) DUN & BRADSTREET DNB1EUR EU 2,027.7 (1,201.3) (276.7) DUN & BRADSTREET DB5 TH 2,027.7 (1,201.3) (276.7) DUNKIN' BRANDS G DNKN US 3,360.1 (84.9) 278.7 DUNKIN' BRANDS G 2DB TH 3,360.1 (84.9) 278.7 DUNKIN' BRANDS G 2DB GR 3,360.1 (84.9) 278.7 DURATA THERAPEUT DRTXEUR EU 82.1 (16.1) 11.7 DURATA THERAPEUT DTA GR 82.1 (16.1) 11.7 DURATA THERAPEUT DRTX US 82.1 (16.1) 11.7 EDGEN GROUP INC EDG US 883.8 (0.8) 409.2 EXELIXIS INC EXELEUR EU 282.9 (146.8) 66.4 EXELIXIS INC EX9 GR 282.9 (146.8) 66.4 EXELIXIS INC EX9 TH 282.9 (146.8) 66.4 EXELIXIS INC EXEL US 282.9 (146.8) 66.4 FENIX PARTS INC 9FP GR 0.9 (1.9) (1.9) FENIX PARTS INC FENX US 0.9 (1.9) (1.9) FERRELLGAS-LP FGP US 1,592.9 (103.4) 23.7 FERRELLGAS-LP FEG GR 1,592.9 (103.4) 23.7 FREESCALE SEMICO FSLEUR EU 3,096.0 (3,454.0) 1,174.0 FREESCALE SEMICO 1FS GR 3,096.0 (3,454.0) 1,174.0 FREESCALE SEMICO FSL US 3,096.0 (3,454.0) 1,174.0 FREESCALE SEMICO 1FS TH 3,096.0 (3,454.0) 1,174.0 GAMING AND LEISU 2GL GR 2,552.5 (125.5) 1.1 GAMING AND LEISU GLPI US 2,552.5 (125.5) 1.1 GARDA WRLD -CL A GW CN 1,401.9 (325.2) 39.5 GARTNER INC IT US 1,789.4 (139.5) (420.1) GARTNER INC GGRA GR 1,789.4 (139.5) (420.1) GENESIS HEALTHCA GEN US 6,031.4 (205.5) 209.3 GENESIS HEALTHCA SH11 GR 6,031.4 (205.5) 209.3 GENTIVA HEALTH GHT GR 1,225.2 (285.2) 130.0 GENTIVA HEALTH GTIV US 1,225.2 (285.2) 130.0 GLAUKOS CORP 6GJ GR 28.3 (4.4) (4.9) GLAUKOS CORP GKOS US 28.3 (4.4) (4.9) GLG PARTNERS INC GLG US 400.0 (285.6) 156.9 GLG PARTNERS-UTS GLG/U US 400.0 (285.6) 156.9 GOLD RESERVE INC GRZ CN 17.9 (24.6) (35.0) GOLD RESERVE INC GDRZF US 17.9 (24.6) (35.0) GOLD RESERVE INC GOD GR 17.9 (24.6) (35.0) GRAHAM PACKAGING GRM US 2,947.5 (520.8) 298.5 GREENSHIFT CORP VD4B GR 1.3 (40.7) (39.9) GYMBOREE CORP/TH GYMB US 1,206.6 (352.8) 30.7 HCA HOLDINGS INC 2BH TH 31,288.0 (6,222.0) 1,958.0 HCA HOLDINGS INC 2BH GR 31,288.0 (6,222.0) 1,958.0 HCA HOLDINGS INC HCAEUR EU 31,288.0 (6,222.0) 1,958.0 HCA HOLDINGS INC HCA US 31,288.0 (6,222.0) 1,958.0 HD SUPPLY HOLDIN 5HD GR 6,321.0 (498.0) 1,400.0 HD SUPPLY HOLDIN HDS US 6,321.0 (498.0) 1,400.0 HERBALIFE LTD HOO GR 2,388.9 (301.2) 259.3 HERBALIFE LTD HLF US 2,388.9 (301.2) 259.3 HERBALIFE LTD HLFEUR EU 2,388.9 (301.2) 259.3 HERBALIFE LTD HOO QT 2,388.9 (301.2) 259.3 HOVNANIAN-A-WI HOV-W US 2,517.0 (146.3) 1,516.6 HUGHES TELEMATIC HUTCU US 110.2 (101.6) (113.8) IEG HOLDINGS COR IEGH US - (3.8) (0.6) IHEARTMEDIA INC IHRT US 13,581.9 (10,153.7) 683.9 INCYTE CORP INCY US 862.6 (41.4) 466.6 INCYTE CORP ICY GR 862.6 (41.4) 466.6 INCYTE CORP INCYEUR EU 862.6 (41.4) 466.6 INCYTE CORP ICY TH 862.6 (41.4) 466.6 INFOR US INC LWSN US 6,778.1 (460.0) (305.9) INVENTIV HEALTH VTIV US 2,154.4 (613.8) 84.5 IPCS INC IPCS US 559.2 (33.0) 72.1 ISTA PHARMACEUTI ISTA US 124.7 (64.8) 2.2 JUST ENERGY GROU 1JE GR 1,297.2 (638.8) (87.0) JUST ENERGY GROU JE CN 1,297.2 (638.8) (87.0) JUST ENERGY GROU JE US 1,297.2 (638.8) (87.0) KEMPHARM INC KMPH US 14.1 (26.1) 6.3 KEMPHARM INC 1GD GR 14.1 (26.1) 6.3 L BRANDS INC LBEUR EU 6,638.0 (606.0) 927.0 L BRANDS INC LTD QT 6,638.0 (606.0) 927.0 L BRANDS INC LTD GR 6,638.0 (606.0) 927.0 L BRANDS INC LB US 6,638.0 (606.0) 927.0 L BRANDS INC LB* MM 6,638.0 (606.0) 927.0 L BRANDS INC LTD TH 6,638.0 (606.0) 927.0 LANTHEUS HOLDING 0L8 GR 248.7 (240.5) 37.4 LANTHEUS HOLDING LNTH US 248.7 (240.5) 37.4 LEAP WIRELESS LEAP US 4,662.9 (125.1) 346.9 LEAP WIRELESS LWI TH 4,662.9 (125.1) 346.9 LEAP WIRELESS LWI GR 4,662.9 (125.1) 346.9 LEE ENTERPRISES LEE US 779.6 (165.1) (20.2) LENNOX INTL INC LII US 1,879.5 (16.2) 369.8 LENNOX INTL INC LXI GR 1,879.5 (16.2) 369.8 LORILLARD INC LLV GR 4,154.0 (2,134.0) 1,135.0 LORILLARD INC LLV TH 4,154.0 (2,134.0) 1,135.0 LORILLARD INC LO US 4,154.0 (2,134.0) 1,135.0 MAJESCOR RESOURC MJXEUR EU 0.1 (3.2) (3.2) MANNKIND CORP NNF1 GR 360.0 (97.0) (222.5) MANNKIND CORP NNF1 TH 360.0 (97.0) (222.5) MANNKIND CORP MNKDEUR EU 360.0 (97.0) (222.5) MANNKIND CORP MNKD US 360.0 (97.0) (222.5) MARRIOTT INTL-A MAR US 6,803.0 (2,537.0) (1,202.0) MARRIOTT INTL-A MAQ TH 6,803.0 (2,537.0) (1,202.0) MARRIOTT INTL-A MAQ QT 6,803.0 (2,537.0) (1,202.0) MARRIOTT INTL-A MAQ GR 6,803.0 (2,537.0) (1,202.0) MCBC HOLDINGS IN MCFT US 91.6 (44.8) (38.2) MDC COMM-W/I MDZ/W CN 1,640.1 (196.6) (284.0) MDC PARTNERS-A MD7A GR 1,640.1 (196.6) (284.0) MDC PARTNERS-A MDCA US 1,640.1 (196.6) (284.0) MDC PARTNERS-A MDZ/A CN 1,640.1 (196.6) (284.0) MDC PARTNERS-EXC MDZ/N CN 1,640.1 (196.6) (284.0) MERITOR INC AID1 GR 2,317.0 (570.0) 268.0 MERITOR INC MTOR US 2,317.0 (570.0) 268.0 MERRIMACK PHARMA MP6 GR 127.0 (128.8) (4.4) MERRIMACK PHARMA MACK US 127.0 (128.8) (4.4) MICHAELS COS INC MIM GR 1,922.7 (2,031.3) 471.7 MICHAELS COS INC MIK US 1,922.7 (2,031.3) 471.7 MONEYGRAM INTERN MGI US 4,578.9 (261.8) (45.4) MOODY'S CORP DUT TH 4,976.0 (146.2) 1,901.1 MOODY'S CORP MCO US 4,976.0 (146.2) 1,901.1 MOODY'S CORP DUT GR 4,976.0 (146.2) 1,901.1 MOODY'S CORP MCOEUR EU 4,976.0 (146.2) 1,901.1 MOODY'S CORP DUT QT 4,976.0 (146.2) 1,901.1 MORGANS HOTEL GR MHGC US 532.4 (246.2) 31.0 MORGANS HOTEL GR M1U GR 532.4 (246.2) 31.0 MOXIAN CHINA INC MOXC US 9.5 (6.4) (13.7) MPG OFFICE TRUST 1052394D US 1,280.0 (437.3) - NATIONAL CINEMED NCMI US 985.6 (219.8) 63.5 NATIONAL CINEMED XWM GR 985.6 (219.8) 63.5 NAVISTAR INTL NAV US 6,925.0 (4,744.0) 770.0 NAVISTAR INTL IHR TH 6,925.0 (4,744.0) 770.0 NAVISTAR INTL IHR GR 6,925.0 (4,744.0) 770.0 NEFF CORP-CL A NEFF US 634.4 (202.7) (12.8) NEW ENG RLTY-LP NEN US 175.7 (29.1) - NII HOLDINGS INC NIHD US 4,897.0 (2,504.0) (68.7) NII HOLDINGS INC NJJA GR 4,897.0 (2,504.0) (68.7) NORTHWEST BIO NWBO US 49.4 (70.7) (86.3) NORTHWEST BIO NBYA GR 49.4 (70.7) (86.3) OCATA THERAPEUTI OCAT US 4.9 (2.1) (0.3) OCATA THERAPEUTI T2N1 GR 4.9 (2.1) (0.3) OMTHERA PHARMACE OMTH US 18.3 (8.5) (12.0) OOMA INC OOMA US 33.9 (8.3) (6.0) PALM INC PALM US 1,007.2 (6.2) 141.7 PBF LOGISTICS LP 11P GR 402.3 (112.0) 30.1 PBF LOGISTICS LP PBFX US 402.3 (112.0) 30.1 PHILIP MORRIS IN PMI SW 32,713.0 (11,798.0) (1,614.0) PHILIP MORRIS IN 4I1 TH 32,713.0 (11,798.0) (1,614.0) PHILIP MORRIS IN PM FP 32,713.0 (11,798.0) (1,614.0) PHILIP MORRIS IN 4I1 QT 32,713.0 (11,798.0) (1,614.0) PHILIP MORRIS IN 4I1 GR 32,713.0 (11,798.0) (1,614.0) PHILIP MORRIS IN PM US 32,713.0 (11,798.0) (1,614.0) PHILIP MORRIS IN PM1CHF EU 32,713.0 (11,798.0) (1,614.0) PHILIP MORRIS IN PM1EUR EU 32,713.0 (11,798.0) (1,614.0) PHILIP MORRIS IN PM1 TE 32,713.0 (11,798.0) (1,614.0) PLAYBOY ENTERP-A PLA/A US 165.8 (54.4) (16.9) PLAYBOY ENTERP-B PLA US 165.8 (54.4) (16.9) PLY GEM HOLDINGS PGEM US 1,231.9 (150.1) 241.4 PLY GEM HOLDINGS PG6 GR 1,231.9 (150.1) 241.4 POLYMER GROUP-B POLGB US 1,901.8 (12.6) 315.2 PROTALEX INC PRTX US 1.0 (12.6) 0.4 PROTECTION ONE PONE US 562.9 (61.8) (7.6) PURETECH HEALTH PRTCGBX EU - - - PURETECH HEALTH PRTC LN - - - QUALITY DISTRIBU QLTY US 417.9 (26.9) 110.6 QUALITY DISTRIBU QDZ GR 417.9 (26.9) 110.6 QUINTILES TRANSN QTS GR 3,236.7 (612.3) 778.1 QUINTILES TRANSN Q US 3,236.7 (612.3) 778.1 RAPID7 INC RPD US 79.4 (42.0) (14.6) RAYONIER ADV RYQ GR 1,281.8 (52.6) 179.2 RAYONIER ADV RYAM US 1,281.8 (52.6) 179.2 RE/MAX HOLDINGS 2RM GR 362.5 (0.2) 41.0 RE/MAX HOLDINGS RMAX US 362.5 (0.2) 41.0 REGAL ENTERTAI-A RGC* MM 2,484.4 (911.5) (118.6) REGAL ENTERTAI-A RETA GR 2,484.4 (911.5) (118.6) REGAL ENTERTAI-A RGC US 2,484.4 (911.5) (118.6) RENAISSANCE LEA RLRN US 57.0 (28.2) (31.4) RENTPATH INC PRM US 208.0 (91.7) 3.6 REVLON INC-A RVL1 GR 1,873.7 (658.9) 315.1 REVLON INC-A REV US 1,873.7 (658.9) 315.1 ROUNDY'S INC RNDY US 1,112.5 (87.0) 80.0 RURAL/METRO CORP RURL US 303.7 (92.1) 72.4 RYERSON HOLDING 7RY GR 1,903.2 (135.0) 706.3 RYERSON HOLDING RYI US 1,903.2 (135.0) 706.3 SALLY BEAUTY HOL S7V GR 2,134.9 (261.0) 766.9 SALLY BEAUTY HOL SBH US 2,134.9 (261.0) 766.9 SBA COMM CORP-A SBAC US 7,527.3 (1,036.8) 38.5 SBA COMM CORP-A SBJ GR 7,527.3 (1,036.8) 38.5 SBA COMM CORP-A SBACEUR EU 7,527.3 (1,036.8) 38.5 SBA COMM CORP-A SBJ QT 7,527.3 (1,036.8) 38.5 SBA COMM CORP-A SBJ TH 7,527.3 (1,036.8) 38.5 SCIENTIFIC GAM-A TJW GR 9,703.4 (189.4) 686.9 SCIENTIFIC GAM-A SGMS US 9,703.4 (189.4) 686.9 SEARS HOLDINGS SEE TH 13,290.0 (1,182.0) 24.0 SEARS HOLDINGS SEE QT 13,290.0 (1,182.0) 24.0 SEARS HOLDINGS SEE GR 13,290.0 (1,182.0) 24.0 SEARS HOLDINGS SHLD US 13,290.0 (1,182.0) 24.0 SEQUENOM INC SQNM US 145.5 (15.1) 84.4 SILVER SPRING NE SSNI US 528.2 (94.3) (10.2) SILVER SPRING NE 9SI GR 528.2 (94.3) (10.2) SILVER SPRING NE 9SI TH 528.2 (94.3) (10.2) SIRIUS XM CANADA SIICF US 297.1 (132.8) (177.9) SIRIUS XM CANADA XSR CN 297.1 (132.8) (177.9) SPORTSMAN'S WARE 06S GR 305.8 (32.8) 77.8 SPORTSMAN'S WARE SPWH US 305.8 (32.8) 77.8 STINGRAY - SUB V RAY/A CN 128.2 (17.8) (41.0) STINGRAY DIG-VSV RAY/B CN 128.2 (17.8) (41.0) SUPERVALU INC SJ1 GR 4,485.0 (636.0) 167.0 SUPERVALU INC SJ1 TH 4,485.0 (636.0) 167.0 SUPERVALU INC SVU US 4,485.0 (636.0) 167.0 SYNERGY PHARMACE SGYP US 194.8 (24.7) 163.1 SYNERGY PHARMACE S90 GR 194.8 (24.7) 163.1 SYNERGY PHARMACE SGYPEUR EU 194.8 (24.7) 163.1 SYNTHETIC BIOLOG SYN US 13.7 (1.6) (1.7) SYNTHETIC BIOLOG SFYB TH 13.7 (1.6) (1.7) THERAVANCE THRX US 488.7 (260.1) 251.4 THERAVANCE HVE GR 488.7 (260.1) 251.4 THRESHOLD PHARMA NZW1 GR 88.0 (19.9) 53.1 THRESHOLD PHARMA THLD US 88.0 (19.9) 53.1 TRANSDIGM GROUP TDG US 7,226.2 (1,326.2) 853.8 TRANSDIGM GROUP T7D GR 7,226.2 (1,326.2) 853.8 TRINET GROUP INC TNET US 1,620.2 (15.1) 15.2 TRINET GROUP INC TN3 GR 1,620.2 (15.1) 15.2 TRINET GROUP INC TNETEUR EU 1,620.2 (15.1) 15.2 TRINET GROUP INC TN3 TH 1,620.2 (15.1) 15.2 UNISYS CORP UISCHF EU 2,131.5 (1,421.3) 242.8 UNISYS CORP UISEUR EU 2,131.5 (1,421.3) 242.8 UNISYS CORP UIS1 SW 2,131.5 (1,421.3) 242.8 UNISYS CORP UIS US 2,131.5 (1,421.3) 242.8 UNISYS CORP USY1 TH 2,131.5 (1,421.3) 242.8 UNISYS CORP USY1 GR 2,131.5 (1,421.3) 242.8 VENOCO INC VQ US 596.0 (31.1) 52.2 VERISIGN INC VRS GR 2,607.7 (947.9) 17.8 VERISIGN INC VRS TH 2,607.7 (947.9) 17.8 VERISIGN INC VRSN US 2,607.7 (947.9) 17.8 VERIZON TELEMATI HUTC US 110.2 (101.6) (113.8) VERSEON CORP VSN LN - - - VIRGIN MOBILE-A VM US 307.4 (244.2) (138.3) WEIGHT WATCHERS WTWEUR EU 1,446.4 (1,385.2) (260.9) WEIGHT WATCHERS WW6 TH 1,446.4 (1,385.2) (260.9) WEIGHT WATCHERS WW6 GR 1,446.4 (1,385.2) (260.9) WEIGHT WATCHERS WTW US 1,446.4 (1,385.2) (260.9) WEST CORP WSTC US 3,546.2 (647.7) 247.3 WEST CORP WT2 GR 3,546.2 (647.7) 247.3 WESTERN REFINING WR2 GR 434.0 (27.4) 71.5 WESTERN REFINING WNRL US 434.0 (27.4) 71.5 WESTMORELAND COA WME GR 1,829.7 (388.7) 59.0 WESTMORELAND COA WLB US 1,829.7 (388.7) 59.0 WINGSTOP INC EWG GR 114.1 (54.0) (4.6) WINGSTOP INC WING US 114.1 (54.0) (4.6) WINMARK CORP GBZ GR 45.3 (41.5) 11.5 WINMARK CORP WINA US 45.3 (41.5) 11.5 WYNN RESORTS LTD WYNN* MM 9,151.7 (147.2) 1,135.3 WYNN RESORTS LTD WYNN US 9,151.7 (147.2) 1,135.3 WYNN RESORTS LTD WYR TH 9,151.7 (147.2) 1,135.3 WYNN RESORTS LTD WYR GR 9,151.7 (147.2) 1,135.3 WYNN RESORTS LTD WYNNCHF EU 9,151.7 (147.2) 1,135.3 WYNN RESORTS LTD WYNN SW 9,151.7 (147.2) 1,135.3 XACTLY CORP XTLY US 52.7 (25.4) (6.8) XACTLY CORP XT4Y GR 52.7 (25.4) (6.8) XERIUM TECHNOLOG XRM US 561.0 (102.9) 81.5 XERIUM TECHNOLOG TXRN GR 561.0 (102.9) 81.5 XOMA CORP XOMA GR 78.1 (13.4) 46.2 XOMA CORP XOMA TH 78.1 (13.4) 46.2 XOMA CORP XOMA US 78.1 (13.4) 46.2 YRC WORLDWIDE IN YRCW US 1,966.2 (479.7) 148.7 YRC WORLDWIDE IN YEL1 GR 1,966.2 (479.7) 148.7 YRC WORLDWIDE IN YEL1 TH 1,966.2 (479.7) 148.7 ********* 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 ***