/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/150807.mbx T R O U B L E D C O M P A N Y R E P O R T E R Friday, August 7, 2015, Vol. 19, No. 219 Headlines ALEXZA PHARMACEUTICALS: Lansdowne Holds 8.9% Stake as of July 31 ALPHA NATURAL: Posts $468 Million Net Loss for Second Quarter AMAG PHARMACEUTICALS: Moody's Affirms 'B2' Corporate Family Rating AMERICAN STANDARD: Files for Chapter 11 to Halt Foreclosure ANDEANGOLD LTD: Fails to File Financial Statements, CFO Steps Down ANIXTER INT"L: S&P Affirms 'BB' Corp. Credit Rating ARCH COAL: Effects a 1-for-10 Reverse Stock Split ATWOOD OCEANICS: S&P Affirms 'BB' Corp. Credit Rating AVINTIV INC: Moody's 'B2' Rating Not Impacted by Sale to Berry BASIC ENERGY: S&P Lowers CCR to 'B-', Outlook Negative BEAZER HOMES: Posts $12.2 Million Net Income for Third Quarter BERRY PLASTICS: Posts $13 Million Consolidated Loss for Q3 BEVERAGES & MORE: Moody's Hikes Corporate Family Rating to 'B3' BG MEDICINE: Noubar Afeyan Reports 27.6% Stake BUILDERS FIRSTSOURCE: JLL Reports 22.4% Stake as of July 31 BULLIONDIRECT INC: Hires Martinec Win as Counsel CAESARS ENTERTAINMENT: Reports Results for Second Quarter of 2015 CAPSUGEL SA: S&P Affirms 'B+' Corp. Credit Rating CENTENE CORP: Moody's Puts 'Ba2' Sr Debt Rating on Review COCRYSTAL PHARMA: To Hold "Say-on-Pay" Votes Every Three Years CORPORATE RESOURCE: Taps Rust Omni as Claims and Noticing Agent COVANTA HOLDING: Moody's Affirms 'Ba2' Corporate Family Rating DEERFIELD RANCH: Seeks Joint Mediation With Rabobank On Plan Terms EDUCATION REALTY: S&P Revises Outlook to Pos. & Affirms 'BB+' CCR ENVISION ACQUISITION: S&P Revises Outlook & Affirms 'B' CCR EXTERRAN CORP: S&P Withdraws 'BB-' Corporate Credit Rating FAIRFAX COUNTY RHA: S&P Cuts Housing Revenue Bonds Rating to 'B-' FIRST DATA: Moody's Rates 1st Lien Notes Due 2023 'B1' FIRST DATA: Reports $26 Million Net Loss for Second Quarter FIRST DATA: S&P Assigns 'BB-' Rating on $675MM 1st Lien Notes FOR IRWIN: Moody's Affirms 'Ba2' Rating on Class III Bonds GAS-MART USA: Control Clarified by Kansas City Bankruptcy Judge GREGORY BOS: Split Widens on Discharge for Benefits Pay Failure GULF PACKAGING: Court OKs $933K Packaging Equipment Sale to GAPCO GULF PACKAGING: FCC Agrees to Termination Date Amendment HEALTHSOUTH CORP: Moody's Rates New $300MM Sr. Unsecured Notes B1 HUDSON'S BAY: Moody's Assigns 'B1' Rating on 2022 Secured Loan B JW RESOURCES: Files Schedules of Assets and Liabilities KEMET CORP: Reports $37 Million Net Loss for June 30 Quarter KEY SAFETY: Moody's Affirms 'B1' Corporate Family Rating KSS HOLDINGS: S&P Retains 'B+' CCR After Proposed $50MM Debt Add-On LANAI HOLDINGS: Moody's Assigns 'B2' Corporate Family Rating LIGHTSQUARED INC: Court Rejects Ex-Chair's Plan Appeal MENLO PARK CDA SUCCESSOR: Moody's Hikes 2006 Bonds Rating From Ba1 MGM RESORTS: Reports Second Quarter Financial Results MOTOROLA SOLUTIONS: Moody's Cuts Subordinated Shelf Rating to Ba1 NET ELEMENT: Files Financial Statements of PayOnline with SEC NIRVANA INC: U.S. Trustee Forms 3-Member Creditors Committee NVA HOLDINGS: Moody's Assigns 'B1' Rating to First Lien Term Loan OZ GAS: Court Authorizes Transfer of $22K to Oz PARTY CITY: Moody's Assigns B3 Rating on $350MM Noes Due 2023 PARTY CITY: S&P Assigns 'CCC+' Rating on New $350MM Notes Due 2023 PLUG POWER: Registers Possible Resale of 7.8 Million Shares PRESIDENTIAL REALTY: Unit Inks $1.7MM Loan Agreement with Natixis RECOVERY CENTERS: Wants Oct. 5 Claims Bar Date for Add'l Employees RSP PERMIAN: $200MM Add-on Notes No Impact on Moody's Ratings SABINE OIL: Aug. 10 Final Hearing on Equity Trading Protocol SALON MEDIA: WGA to Serve as Collective Bargaining Representatives SEARS HOLDINGS: Moody's Affirms 'Caa1' Corporate Family Rating SIGA TECHNOLOGIES: U.S. Trustee Objects to Cash Performance Bonus SIGNAL INT'L: Trafficking Claimants' Attys File Disclosures SPECTRUM ANALYTICAL: Spencer Stone Withdraws as Counsel SRS DISTRIBUTION: Moody's Assigns 'B2' Rating to 2022 Sec. Loan SRS DISTRIBUTION: S&P Affirms 'B' CCR, Outlook Stable ST. LOUIS CENTER: Case Summary & 20 Largest Unsecured Creditors SWIFT TRANSPORTATION: S&P Affirms Then Withdraws 'BB-' CCR TEAM HEALTH: Moody's Puts Ba2 CFR Under Review for Downgrade TERRA BIOENERGY: Case Summary & 20 Largest Unsecured Creditors UNI-PIXEL INC: Amends Form 8-K Report with SEC UNI-PIXEL INC: Board Approves Stock Awards to Executive Officers USG CORP: Moody's Hikes Corp. Family Rating to B1, Outlook Positive VERMILLION INC: Birchview Capital Reports 6% Stake as of July 17 WALTER ENERGY: Has Interim Approval of Equity Trading Protocol WALTER ENERGY: Has Interim OK to Pay $5.7M to Critical Vendors WRIGHTWOOD GUEST: Involuntary Chapter 11 Case Summary Z'TEJAS SCOTTSDALE: Court OKs Nussbaum Gillis as Local Co-counsel Z'TEJAS SCOTTSDALE: Taps Pachulski Stang as Bankruptcy Counsel [^] BOOK REVIEW: BOARD GAMES - Changing Shape of Corporate Power ********* ALEXZA PHARMACEUTICALS: Lansdowne Holds 8.9% Stake as of July 31 ---------------------------------------------------------------- In a Schedule 13D filed with the Securities and Exchange Commission, Lansdowne Partners Austria GmbH and Lansdowne Investment Company Limited disclosed that as of July 31, 2015, they beneficially owned 1,739,389 shares of common stock of Alexza Pharmaceuticals, Inc., which represents 8.93 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/RJt5fc About Alexza Mountain View, California-based Alexza Pharmaceuticals, Inc., was incorporated in the state of Delaware on Dec. 19, 2000, as FaxMed, Inc. In June 2001, the Company changed its name to Alexza Corporation and in December 2001 became Alexza Molecular Delivery Corporation. In July 2005, the Company changed its name to Alexza Pharmaceuticals, Inc. The Company is a pharmaceutical development company focused on the research, development, and commercialization of novel proprietary products for the acute treatment of central nervous system conditions. Alexza Pharmaceuticals reported a net loss of $36.7 million in 2014 compared to a net loss of $39.6 million in 2013. As of March 31, 2015, the Company had $43.2 million in total assets, $94.8 million in total liabilities, and a $51.7 million total stockholders' deficit. Ernst & Young LLP, in Redwood City, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. ALPHA NATURAL: Posts $468 Million Net Loss for Second Quarter ------------------------------------------------------------- Alpha Natural Resources, Inc. filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $468 million on $765 million of total revenues for the three months ended June 30, 2015, compared to a net loss of $513 million on $1 billion of total revenues for the same period in 2014. For the six months ended June 30, 2015, the Company reported a net loss of $400 million on $1.6 billion of total revenues compared to a net loss of $568 million on $2.1 billion of total revenues for the same period during the prior year. As of June 30, 2015, the Company had $9.9 billion in total assets, $7.3 billion in total liabilities, and $2.6 billion in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/H6Mdsl About Alpha Natural Alpha Natural -- http://www.alphanr.com/-- is a coal supplier, ranked second largest among publicly traded U.S. coal producers as measured by 2014 consolidated revenues of $4.3 billion. As of Dec. 31, 2014, the Company operated 60 mines and 22 coal preparation plants in Northern and Central Appalachia and the Powder River Basin, with approximately 8,900 employees. Alpha Natural Resources, Inc. and certain of its wholly-owned subsidiaries filed voluntary petitions (Bankr. E.D. Va. Lead Case No. 15-33896) on Aug. 3, 2015. The petition was signed by Richard H. Verheij, executive vice president, general counsel and corporate secretary. Jones Day serves as general counsel to the Debtors. Hunton & Williams LLP acts as the Debtors' local counsel. Rothschild Group represents as the Debtors' financial advisor. The Debtors' investment banker is Alvarez & Marsal Holdings, LLC. Kurtzman Carson Consultants serves as the Debtors' claims and noticing agent. AMAG PHARMACEUTICALS: Moody's Affirms 'B2' Corporate Family Rating ------------------------------------------------------------------ Moody's Investors Service affirmed the B2 Corporate Family Rating and B2-PD Probability of Default Rating of AMAG Pharmaceuticals, Inc. At the same time, Moody's assigned a Ba2 rating to the proposed $350 million senior secured term loan and a B3 rating to the proposed $450 million senior unsecured notes offering. The proceeds from the proposed debt offerings will be used primarily to finance the acquisition of Cord Blood Registry (CBR) and refinance existing bank debt. Concurrently Moody's raised the Speculative Grade Liquidity Rating to SGL-1 from SGL-2 and changed the outlook to positive from stable. The positive outlook reflects AMAG's improving product diversity following the acquisition of CBR. The change in outlook also acknowledges the company's growing track record of strong free cash generation and demonstrated willingness to opportunistically issue equity to partly fund its growth strategy. The improvement in the liquidity rating is supported by AMAG's meaningful cash balance following a recent equity offering. Moody's expects this cash, combined with strong free cash flow will provide ample liquidity to fund mandatory term loan amortization and contractual milestone payments related to past acquisitions. Ratings affirmed: Corporate Family Rating, at B2 Probability of Default Rating, at B2-PD Ratings changed: Speculative Grade Liquidity Rating changed to SGL-1 from SGL-2 Rating Outlook, to positive from stable Ratings assigned: $350 million Senior Secured Bank Credit Facility due 2021, Ba2 (LGD2) $450 million Senior Unsecured Notes due 2023, B3 (LGD4) Ratings to be withdrawn at the close of the transaction: $340 million Senior Secured Bank Credit Facility due 2020, Ba3 (LGD2) RATINGS RATIONALE The B2 rating reflects AMAG's small size within the pharmaceutical industry and its high revenue concentration in two products (Makena and Feraheme). The rating is also constrained by the risk of substantial market share erosion in Makena if generic competition enters following the expiration of Orphan Drug Exclusivity in February 2018. Moody's believes that AMAG will continue to be highly acquisitive. While over time these acquisitions should improve business diversity, the company's acquisitive strategy raises execution and integration risk and Moody's anticipates that leverage will generally remain in the 4.0 to 5.0 times range. The rating is supported by AMAG's high profit margins and low capital requirements which result in very strong cash flow. The ratings are also supported by Moody's expectation that Makena will continue grow rapidly, driven by increased FDA oversight and scrutiny of compounding pharmacies that distribute competing products. The ratings could be upgraded if AMAG continues to deliver strong top-line growth, generates continued strong free cash flow and operates with debt/EBITDA in the 4.0x times range. Further, improvement in product diversity and progress in protecting a substantial portion of the Makena franchise post-2018 through life cycle management strategies would also support positive rating pressure. The ratings could be downgraded if debt/EBITDA is sustained above 5.0 times. This scenario could occur with any setbacks in Makena or Feraheme sales, or if the company pursues large debt-financed acquisitions. Headquartered in Waltham, Massachusetts, AMAG Pharmaceuticals, Inc. ("AMAG") is a specialty pharmaceuticals company with a focus primarily in maternal health and the treatment of anemia. Moody's believes that revenue following the acquisition of CBR will exceed $500 million. AMERICAN STANDARD: Files for Chapter 11 to Halt Foreclosure ----------------------------------------------------------- American Standard Energy Corp. sought Chapter 11 bankruptcy protection to halt foreclosure and examine all options, including a reorganization plan that would restructure $40 million of secured debt. J. Steven Person explains that, as companies that purchase and develop rights to undeveloped oil and gas and seek to develop and sell oil and gas for a profit, the Debtors are susceptible to the events in the global market for these products. The recent, continuing slump in the prices that sellers of oil and gas can achieve has damaged the Debtors' business. As a result of this financial stress, the Debtor's secured creditor asserts that American Standard's operating subsidiary has defaulted under its $40 million secured debt facility. The secured creditor has taken steps to enforce its rights pursuant to such default. American Standard's subsidiary is the borrower pursuant to the Amended and Restated Credit Agreement dated as of Feb. 5, 2014 with Cortland Capital Market Services LLC, as agent for two lenders, PWCM Master Fund Ltd. and Pentwater Equity Opportunities Master Fund Ltd. The agent asserts that approximately $40 million was past due and outstanding as of the Petition Date, owed by the Subsidiary. Pentwater asserts a security interest in and lien on substantially all assets of the Subsidiary. Pentwater asserts that the debt under the Secured Debt Facility is guaranteed by American Standard and secured by a pledge of its equity holding in the Subsidiary. Management continue to evaluate the companies' options in Chapter 11, and reserve all their rights in this regard. However, at this time, and in general, the Debtors intend to consummate a reorganization plan which would restructure and/or relieve all or part of the $40 million secured debt asserted by the Secured Creditor and otherwise reorganize the financial affairs of the companies. The Debtors are further considering the sale of certain assets in bankruptcy to support the reorganization efforts. First Day Pleadings To stabilize the Debtors' business in bankruptcy and continue operations with as little interruption as possible while the Debtors work towards their restructuring goals in these cases, the Debtors have brought or will soon bring various first day motions. Each of these requests, if granted by the Court, will support the Debtors' continued operation in chapter 11 and help towards achieving a successful outcome. The Debtors on the Petition Date filed motions to: -- prohibit utilities from discontinuing service; -- maintain their existing bank accounts; -- jointly administer their Chapter 11 cases; and -- extend the time to file their schedules and statements. A copy of the declaration of J. Steven Person in support of initial motions is available for free at: http://bankrupt.com/misc/Amer_Standard_1st_Day_Affidavit.pdf About American Standard American Standard Energy Corp. owns rights to, acquire rights to, develop and produce reserves of oil and natural gas in West Texas and North Dakota. These rights are obtained and held through leases and concessions in many instances. American Standard also engages in exploration for oil and natural gas and conduct drilling and extraction of oil and natural gas reserves. American Standard Energy Corp. and its subsidiary sought Chapter 11 protection (Bankr. W.D. Tex. Lead Case No. 15-70104) on August 3, 2015. The Debtors tapped Loeb & Loeb as bankruptcy counsel. American Standard estimated $50 million to $100 million in assets and debt. ANDEANGOLD LTD: Fails to File Financial Statements, CFO Steps Down ------------------------------------------------------------------ AndeanGold Ltd. on Aug. 4 disclosed that Mr. David Cross, CGA, has resigned as Chief Financial Officer of the Company effective as of July 27, 2015. AndeanGold would like to thank Mr. Cross for his service to the Company over the past several years. Further to this matter, the Company also disclosed that it is now in default of complying with the continuous disclosure filing requirements with respect to its Financial Statements (part 4 of national instrument 51-102:Continuous Disclosure Obligations) and its Management Discussion and Analysis (Part 5 of NI 51-102) for the year ended March 31, 2015. The filing of those statements is now expected to take place before September 29, 2015. In the interim, as requested by the Board of Directors of the Company, the British Columbia Securities Commission has issued a Management Cease-Trade Order dated July 30, 2015. The Company has already commenced the process of identifying and appointing an interim Chief Financial Officer to oversee and complete the final steps in its on-going audit procedure. About AndeanGold Ltd AndeanGold Ltd. -- http://www.andeangoldltd.com-- is engaged in the acquisition, exploration and potential development of base- and precious-metals properties, principally in Peru and Ecuador. The focus of the Company's current exploration activities is in advancing its Urumalqui Project in La Libertad, Peru. In Ecuador, the Company's activities have been limited to maintaining its three properties in good standing. AndeanGold Ltd. trades with symbol AAU on the TSX Venture Exchange and currently has 112,046,579 shares outstanding (132,987,757 fully diluted). ANIXTER INT"L: S&P Affirms 'BB' Corp. Credit Rating --------------------------------------------------- Standard & Poor's Ratings Services said it affirmed its 'BB' corporate credit rating on Glenview, Ill.-based Anixter International Inc. The outlook is stable. At the same time, S&P assigned a 'BB' issue-level rating and '4' recovery rating to the company's proposed $350 million senior unsecured notes due 2023. The '4' recovery rating indicates S&P's expectation for an average recovery (30% to 50%; lower half of the range) in the event of a default. In addition, S&P affirmed the 'BB' issue-level rating, with a recovery rating of '4' (lower half of the 30%-50% range), on the company's $350 million unsecured notes due 2019 and $400 million unsecured notes due 2021. "The ratings reflect Anixter's proposed acquisition of Power Solutions for $825 million, which increases the company's presence in the utilities market and expands and complements its existing wire and cable product portfolio," said Standard & Poor's credit analyst Peter Bourdon. Debt leverage pro forma for the acquisition will be about 3.7x, which is higher than the company's historical 2x to 3x operating range mostly due to total outstanding debt increasing to $1.7 billion from $1.2 billion as of April 3, 2015. Pro forma for the impact of the company's divestiture of its fasteners segment on June 1, 2015 and the acquisition of Power Solutions, which is expected to close in the third quarter of 2015, S&P expects EBITDA to increase by $35 million to $40 million on an annual run-rate basis. The stable outlook reflects S&P's expectation for consistent profitability and debt leverage in the mid- to high-3x area over the next 12 months as the company integrates its acquisition of Power Solutions. S&P could lower the rating if leverage exceeds the mid-4x area, which could result from integration challenges, increased shareholder returns, or additional debt-financed acquisitions. While it's unlikely over the next 12 months, as S&P expects Anixter to balance shareholder returns and creditor interests, S&P could consider a rating upgrade if the company changes its financial policy such that the company is committed to leverage below 3x on a sustained basis. ARCH COAL: Effects a 1-for-10 Reverse Stock Split ------------------------------------------------- Arch Coal, Inc., filed a Certificate of Amendment of Restated Certificate of Incorporation of Arch Coal, Inc. with the Secretary of State of the State of Delaware in order to amend its Restated Certificate of Incorporation by adding a new article to effectuate a previously announced one-for-ten reverse stock split. Pursuant to the reverse stock split, every 10 shares of the Company's common stock, $.01 par value, outstanding prior to the effective time of the reverse stock split, including treasury shares, have been converted into one share of Common Stock. The reverse stock split took effect at 7:00 p.m., Eastern Time, on the Effective Date, and the Common Stock opened for trading on Aug. 4, 2015, on a post-split basis. No fractional shares will be issued in connection with the reverse stock split. Instead, Company stockholders who otherwise would receive fractional shares will receive, in lieu of those fractional shares, an amount of cash based on the volume weighted average trading price of the Common Stock on the Effective Date. The CUSIP number for the post-split Common Stock is 039380308. The number of authorized shares of Common Stock and the par value and other terms of the Common Stock were not affected by the reverse stock split. The post-split Common Stock will continue to trade on the New York Stock Exchange under the symbol "ACI". The Company's transfer agent, American Stock Transfer and Trust Company, LLC, is acting as exchange agent for the reverse stock split and will send instructions to stockholders of record regarding the exchange of pre-split Common Stock for post-split Common Stock. The reverse stock split followed (i) the approval by the Company's stockholders at the Annual Meeting of Stockholders held on April 23, 2015, of an amendment to the Company's Restated Certificate of Incorporation to effect a reverse stock split of the Common Stock, at a reverse stock split ratio of either 1-for-5 or 1-for-10, such ratio to be determined by the Company's Board of Directors, and (ii) the subsequent approval by the Company's Board of Directors of the specific 1-for-10 reverse stock split ratio. 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 June 30, 2015, the Company had $8 billion in total assets, $6.6 billion in total liabilities and $1.4 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. ATWOOD OCEANICS: S&P Affirms 'BB' Corp. Credit Rating ----------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'BB' corporate credit and debt ratings on Atwood Oceanics Inc. The outlook is stable. The recovery rating on the company's senior unsecured notes remains '3', indicating S&P's expectation for meaningful (higher half of the 50% to 70% range) recovery in the event of a payment default. "The affirmation reflects our expectation that Atwood's credit measures will remain adequate for the rating in the next 12 to 18 months, despite our expectations that market conditions will remain very challenging into 2017," said Standard & Poor's credit analyst Christine Besset. "Thanks to the company's contract backlog and solid profitability, we believe funds from operations to debt will remain above 20% in fiscal 2016," she added. The stable outlook reflects S&P's expectation that Atwood's credit measures will remain adequate for the rating category for the next 12 to 18 months. S&P expects that oversupply in new rigs and low commodity prices will heighten competition and recontracting risk over the next two years, resulting in downward pressure on day rates and utilization levels. S&P could consider a downgrade if the FFO–to-debt ratio remained less than 20% for a sustained period without a clear path for improvement. Such a scenario would most likely occur due to significant delays or operational issues or much weaker-than-expected utilization rates and day rates on uncontracted rigs due to deteriorating market conditions. S&P do not expect the company to pursue additional new construction in the next 12 months due to the current oversupply in the offshore rig market. Given S&P's opinion that market conditions will remain depressed into 2017, S&P is unlikely to consider an upgrade in the next 12 months. S&P believes that the improvement in Atwood's fleet scale and quality due to the addition of two drillships will only offset S&P's expectation of weaker credit measures in fiscal 2016 and 2017. AVINTIV INC: Moody's 'B2' Rating Not Impacted by Sale to Berry -------------------------------------------------------------- Moody's Investors Service said that AVINTIV Inc.'s (f.k.a., Polymer Group, B2 stable) ratings and outlook are not immediately impacted by Berry Plastics' announcement that it will acquire the company. AVINTIV, Inc., formerly known as Polymer Group, Inc., produces nonwoven materials for consumer and industrial applications. The company is a leading global innovator and manufacturer of specialty materials for use in a broad range of products that make the world safer, cleaner and healthier. PGI designs and manufactures versatile high performance materials that can be engineered to possess specific value-added characteristics, including absorbency, tensile strength, softness and barrier properties. These products include disposable diapers, dryer sheet, feminine hygiene products, house wrap, surgical gowns and drapes, and wipes. The Blackstone Group acquired PGI in January 2011. Headquartered in Charlotte, N.C., the company generates pro forma annual revenues of over $2 billion BASIC ENERGY: S&P Lowers CCR to 'B-', Outlook Negative ------------------------------------------------------ Standard & Poor's Ratings Services lowered its corporate credit rating on Fort Worth-based Basic Energy Services Inc. to 'B-' from 'B'. The outlook is negative. At the same time, S&P lowered its issue-level ratings on the company's senior unsecured notes to 'B-' from 'B'. S&P revised the recovery rating on the unsecured notes to '3', indicating meaningful (50% to 70%; at the upper half of the range) recovery in the event of a payment default. "The negative outlook reflects our expectation that Basic's liquidity position will likely deteriorate in the coming year and that Basic's capital structure may become unsustainable in the next 12 to 18 months if industry conditions do not improve meaningfully," said Standard & Poor's credit analyst Christine Besset. Activity in the U.S. oil and natural gas exploration and production industry has sharply deteriorated in the second quarter of 2015 because many U.S. E&P companies halted or slowed their drilling activity in response to low oil prices. Consequently, S&P has reduced its revenue and EBITDA margin assumptions for U.S. land-focused oilfield services provider Basic Energy Services Inc., resulting in higher projected leverage. S&P now estimates funds from operations (FFO) to debt will fall below 5% and debt to EBITDA will exceed 10x over the next two years, which S&P considers too high for a 'B' rating. Standard & Poor's views Basic's business profile as "weak," and the company's financial risk as "highly leveraged." Standard & Poor's assesses Basic's liquidity as "adequate." S&P could revise the rating outlook to stable if market conditions in the onshore North American oil and gas industry improved such that S&P expects Basic to generate enough cash flow to cover interests and maintenance capital spending on an ongoing basis, and stabilize its liquidity position. BEAZER HOMES: Posts $12.2 Million Net Income for Third Quarter -------------------------------------------------------------- Beazer Homes USA, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $12.2 million on $429.4 million of total revenue for the three months ended June 30, 2015, compared to a net loss of $12.3 million on $354.6 million of total revenue for the same period in 2014. For the nine months ended June 30, 2015, the Company reported a net loss of $12.2 million on $994.5 million of total revenue compared to a net loss of $25.4 million on $917.8 million of total revenue for the same period during the prior year. As of June 30, 2015, the Company had $2.1 billion in total assets, $1.8 billion in total liabilities and $272.6 million in total stockholders' equity. "This quarter marked another step toward achieving our '2B-10' objectives, with increased home closings, higher average sales prices, and G&A leverage leading to improved profitability," said Allan Merrill, CEO of Beazer Homes. "Although there will always be factors such as weather that are outside of our control, our focus on improving profitability is unwavering. Driven by a growing community count, strong sales pace, higher selling prices, and further G&A leverage, we remain resolved to reach our ‘2B-10’ objectives." A copy of the Form 10-Q is available for free at: http://is.gd/82Enol About Beazer Homes Beazer Homes USA, Inc. (NYSE: BZH) -- http://www.beazer.com/-- headquartered in Atlanta, is one of the country's 10 largest single-family homebuilders with continuing operations in Arizona, California, Delaware, Florida, Georgia, Indiana, Maryland, Nevada, New Jersey, New Mexico, North Carolina, Pennsylvania, South Carolina, Tennessee, Texas, and Virginia. Beazer Homes is listed on the New York Stock Exchange under the ticker symbol "BZH." * * * Beazer carries a 'B-' issuer credit rating, with "negative" outlook, from Standard & Poor's. In June 2015, Moody's Investors Service upgraded Beazer Homes USA, Inc.'s Corporate Family Rating to B3 from Caa1 and its Probability of Default Rating to B3-PD from Caa1-PD. BERRY PLASTICS: Posts $13 Million Consolidated Loss for Q3 ---------------------------------------------------------- Berry Plastics Group, Inc. filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a consolidated net loss of $13 million on $1.2 billion of net sales for the quarterly period ended June 27, 2015, compared to consolidated net income of $15 million on $1.2 billion of net sales for the quarterly period ended June 28, 2014. For the three quarterly periods ended June 27, 2015, the Company reported consolidated net income of $38 million on $3.6 billion of net sales compared to consolidated net income of $33 million on $3.6 billion of net sales for the three quarterly periods ended June 28, 2014. As of June 27, 2015, the Company had $5 billion in total assets, $5 billion in total liabilities, $13 million in redeemable non-controlling interest and a stockholders' deficit of $87 million. A copy of the Form 10-Q is available for free at: http://is.gd/3knRkw About Berry Plastics Berry Plastics Corporation manufactures and markets plastic packaging products, plastic film products, specialty adhesives and coated products. At Jan. 2, 2010, the Company had more than 80 production and manufacturing facilities, primarily located in the United States. Berry is a wholly-owned subsidiary of Berry Plastics Group, Inc. Berry Group is primarily owned by affiliates of Apollo Management, L.P., and Graham Partners. Berry, through its wholly owned subsidiaries operates five reporting segments: Rigid Open Top, Rigid Closed Top, Flexible Films, Tapes/Coatings and Specialty Films. The Company's customers are located principally throughout the United States, without significant concentration in any one region or with any one customer. On Dec. 3, 2009, Berry Plastics obtained control of 100 percent of the capital stock of Pliant upon Pliant's emergence from reorganization pursuant to a proceeding under Chapter 11 for a purchase price of $602.7 million. Pliant is a manufacturer of films and flexible packaging for food, personal care, medical, agricultural and industrial applications. * * * As reported by the TCR on Jan. 30, 2015, Moody's Investors Service upgraded the corporate family rating of Berry Plastics to 'B1' from 'B2'. The upgrade of the corporate family rating reflects the pro-forma benefits from the recent restructuring and acquisitions. BEVERAGES & MORE: Moody's Hikes Corporate Family Rating to 'B3' --------------------------------------------------------------- Moody's Investors Service upgraded Beverages & More, Inc.'s ("BevMo") Corporate Family Rating to B3 from Caa1 and Probability of Default Rating to B3-PD from Caa1-PD. Moody's also upgraded the rating on BevMo's senior secured notes due 2018 to Caa1 from Caa2. These actions conclude the review for upgrade initiated on June 16, 2015 upon the adoption of Moody's updated approach for standard adjustments for operating leases, which is explained in the cross-sector rating methodology Financial Statement Adjustments in the Analysis of Non-Financial Corporations, published on June 15, 2015. The rating outlook is stable. The upgrade reflects BevMo's approximately 1.7 times decline in lease-adjusted debt/EBITDA from 7.6 times to 5.9 times (as of April 2015) due to changes in Moody's approach for capitalizing operating leases. Moody's expects gradual improvement in the company's EBITA/interest expense towards 1 time and adequate near-term liquidity, including nominal free cash flow and high revolver balances, offset by the lack of near-term maturities and a springing covenant-only capital structure. Moody's took the following rating actions on Beverages & More, Inc.: -- Corporate Family Rating, upgraded to B3 from Caa1 -- Probability of Default Rating, upgraded to B3-PD from Caa1-PD -- $180 million senior secured notes due 2018, upgraded to Caa1 (LGD4) from Caa2 (LGD4) -- Rating outlook is stable RATINGS RATIONALE The B3 corporate family rating reflects BevMo's weak interest coverage, small size, and concentrated geographic footprint. The highly competitive nature of the alcohol retail industry is a significant rating constraint, particularly as promotional activity by grocery stores has contributed to the company's margin compression over the past several years. At the same time, BevMo's credit profile benefits from the recession-resistant nature of off-premise alcohol demand, low risk of product obsolescence or changing consumer preferences, and the company's established position in its core California market. BevMo's adequate liquidity profile provides key support to the rating, including the lack of near-term maturities and a springing covenant-only capital structure, offset by nominal expected free cash flow generation and high revolver balances. The stable outlook reflects Moody's expectation that the company will maintain adequate liquidity over the near term, with modest earnings and credit metrics improvement over time. The ratings could be downgraded if the company's liquidity profile deteriorates for any reason including a higher reliance on the revolver or substantially negative free cash flow, or if company undertakes more aggressive financial policies. The ratings could also be downgraded if revenues, earnings or margins decline for any reason including increased competition in its core California market. Quantitatively, ratings could be downgraded if debt/EBITDA is sustained above 6.5 times. The ratings could be upgraded if the company improves its liquidity profile, particularly through sustained positive free cash flow, while it demonstrates consistent positive same store sales growth, improved operating margins, and a commitment towards deleveraging. Quantitatively, ratings could be upgraded if debt/EBITDA is sustained below 5.25 times and EBITA/interest expense sustained above 1.25 times. Beverages & More, Inc. ("BevMo") is an alcoholic beverage retailer that operates 157 stores, including 137 in California, 10 in Arizona, and 10 in Washington as of April 25, 2015. Revenues for the twelve months ended April 25, 2015 were approximately $783 million. Private equity sponsor TowerBrook Capital Partners, L.P. acquired the company in 2007. BG MEDICINE: Noubar Afeyan Reports 27.6% Stake ---------------------------------------------- Noubar B. Afeyan, et al., disclosed with the Securities and Exchange Commission ownership of shares of common stock of BG Medicine, Inc., as of July 14, 2015. The percentage is based on an aggregate of 8,742,638 shares of Common Stock outstanding as of July 28, 2015, based on information provided by the Issuer. The aggregate number and percentage of Common Stock beneficially owned by each Reporting Person is calculated in accordance with Rule 13d-3 promulgated under the Act, and includes warrants and options exercisable within 60 days of July 28, 2015. Number of Shares Percentage Beneficially Beneficially Reporting Person Owned Owned ---------------- ------------ ------------ AGTC Advisors Fund, L.P. 126,108 1.4% Applied Genomic Technology 1,710,865 17.7% Capital Fund, L.P. NewcoGen Group, Inc. 1,836,973 18.9% AGTC Partners, L.P. 1,836,973 18.9% Flagship Ventures Management, Inc. 1,836,973 18.9% Flagship Ventures Fund 2007, L.P. 938,801 10.2% Flagship Ventures 2007 General 938,801 10.2% Partner, LLC Noubar B. Afeyan, Ph.D. 2,826,416 27.6% Edwin M. Kania, Jr. 959,965 10.4% A copy of the regulatory filing is available for free at: http://is.gd/NCkxqc About Applied Minerals New York City-based Applied Minerals, Inc. (OTC BB: AMNL) is a leading global producer of halloysite clay used in the development of advanced polymer, catalytic, environmental remediation, and controlled release applications. The Company operates the Dragon Mine located in Juab County, Utah, the only commercial source of halloysite clay in the western hemisphere. Halloysite is an aluminosilicate clay that forms naturally occurring nanotubes. Applied Minerals reported a net loss of $10.3 million in 2014, a net loss of $13.06 million in 2013 and a net loss of $9.73 million in 2012. As of Dec. 31, 2014, the Company had $18.5 million in total assets, $26 million in total liabilities, and a $7.51 million total stockholders' deficit. BUILDERS FIRSTSOURCE: JLL Reports 22.4% Stake as of July 31 ----------------------------------------------------------- In an amended Schedule 13D filed with the Securities and Exchange Commission, JLL Building Holdings, LLC and its affiliates disclosed that as of July 31, 2015, they beneficially owned 24,344,584 shares of common stock of Builders Firstsource, Inc., which represents 22.4 percent of the shares outstanding. JLL Holdings and Warburg Pincus Fund IX have terminated the Stockholders' Agreement, dated as of June 22, 2010. A copy of the regulatory filing is available for free at: http://is.gd/Sqhuzy 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 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. BULLIONDIRECT INC: Hires Martinec Win as Counsel ------------------------------------------------ BullionDirect, Inc. seeks authorization from the U.S. Bankruptcy Court for the Western District of Texas to employ Martinec, Winn & Vickers, P.C. as counsel. The Debtor requires Martinec Winn to: (a) counseling with the Debtor concerning the conduct of a bankruptcy case, preparation of the schedules, statement of affairs, Chapter 11 Disclosure Statement and Plan, and all other documents needed to conduct the case; (b) attend with the Debtor at the Section 341 meeting and the confirmation hearing in this case; (c) confer and negotiate with the creditors in this case, especially with secured creditors concerning the issues of value of collateral, adequate protection, curing defaults, and other matters; (d) draft and file any needed amendments to the Disclosure Statement and Plan, objections to the Disclosure Statement and Plan, objections to claims, motions to sell or buy property, motions to approve post petition financing, motions for orders approving the use of cash collateral, and other matters necessary to complete the Plan successfully; (e) represent the Debtor in connection with any motions to lift stay or adequate protection motions during the case; (f) counsel the Debtor as needed throughout the course of the Case; (g) other matters as may be agreed upon by Debtor and Applicant which are related to business operations that may occur during the Plan process, including collection matters and litigation in federal and state court as may be required to enforce claims. Martinec Winn will be paid at these hourly rates: Joseph D. Martinec $450 Ed Winn $350 Lee Vickers $350 Paralegals $100 Law Clerks $35 Administration $20 Martinec Winn will also be reimbursed for reasonable out-of-pocket expenses incurred. Martinec Winn received a replenishable evergreen retainer of $20,020.04. Joseph D. Martinec, partner of Martinec Winn, 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. Martinec Winn can be reached at: Joseph D. Martinec, Esq. MARTINEC, WINN & VICKERS, P.C. 919 Congress Avenue, Ste 200 Austin, TX 78701 Tel: (512) 476-0750 Fax: (512) 476-0753 BullionDirect, Inc. filed a Chapter 11 bankruptcy petition (Bankr. W.D. Tex. Case No. 15-10940) on July 20, 2015. Dan Bensimon signed the petition as president. The Debtor estimated assets of $10 million to $50 million and liabilities of at least $10 million. Joseph D. Martinec, Esq., at Martinec, Winn & Vickers, P.C., represents the Debtor as counsel. Judge Tony M. Davis presides over the case. CAESARS ENTERTAINMENT: Reports Results for Second Quarter of 2015 ----------------------------------------------------------------- Caesars Entertainment Corporation reported net income attributable to the Company of $15 million on $1.1 billion of net revenues for the three months ended June 30, 2015, compared to a net loss attributable to the Company of $466 million on $2.1 billion of net revenues for the same period in 2014. For the six months ended June 30, 2015, the Company reported net income attributable to the Company of $6.7 billion on $2.3 billion of net revenues compared to a net loss attributable to the Company of $853 million on $4.1 billion of net revenues for the same period during the prior year. As of June 30, 2015, the Company had $12.5 billion in total assets, $9.5 billion in total liabilities and $3 billion in total stockholders' equity. "Second quarter performance system-wide was strong, delivering the best quarterly EBITDA margins since 2007," said Mark Frissora, president and CEO of Caesars Entertainment. "These results demonstrate our ability to deliver growth while driving operational efficiencies. We are focused on growing the business, continually improving efficiency and expanding margins. To support further improvements in profitability, we plan to invest more in our hospitality assets across the system, which generate some of the highest capital returns across the Total Rewards network of properties." A full-text copy of the Form 10-Q is available for free at: http://is.gd/qnq2CU About Caesars Entertainment Caesars Entertainment Corp., formerly Harrah's Entertainment Inc., is one of the world's largest casino companies. Caesars casino resorts operate under the Caesars, Bally's, Flamingo, Grand Casinos, Hilton and Paris brand names. The Company has its corporate headquarters in Las Vegas. Harrah's announced its re-branding to Caesar's in mid-November 2010. In January 2015, Caesars Entertainment and subsidiary Caesars Entertainment Operating Company, Inc., announced that holders of more than 60% of claims in respect of CEOC's 11.25% senior secured notes due 2017, CEOC's 8.5% senior secured notes due 2020 and CEOC's 9% senior secured notes due 2020 have signed the Amended and Restated Restructuring Support and Forbearance Agreement, dated as of Dec. 31, 2014, among Caesars Entertainment, CEOC and the Consenting Creditors. As a result, The RSA became effective pursuant to its terms as of Jan. 9, 2015. Appaloosa Investment Limited, et al., owed $41 million on account of 10% second lien notes in the company, filed an involuntary Chapter 11 bankruptcy petition against CEOC (Bankr. D. Del. Case No. 15-10047) on Jan. 12, 2015. The bondholders are represented by Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP. CEOC and 172 other affiliates -- operators of 38 gaming and resort properties in 14 U.S. states and 5 countries -- filed Chapter 11 bankruptcy petitions (Bank. N.D. Ill. Lead Case No. 15-01145) on Jan. 15, 2015. CEOC disclosed total assets of $12.3 billion and total debt of $19.8 billion as of Sept. 30, 2014. Delaware Bankruptcy Judge Kevin Gross entered a ruling that the bankruptcy proceedings will proceed in the U.S. Bankruptcy Court for the Northern District of Illinois. Kirkland & Ellis serves as the Debtors' counsel. AlixPartners is the Debtors' restructuring advisors. Prime Clerk LLC acts as the Debtors' notice and claims agent. Judge Benjamin Goldgar presides over the cases. The U.S. Trustee has appointed seven noteholders to serve in the Official Committee of Second Priority Noteholders and nine members to serve in the Official Unsecured Creditors' Committee. The U.S. Trustee appointed Richard S. Davis as Chapter 11 examiner. * * * The Troubled Company Reporter, on April 27, 2015, reported that Fitch Ratings has affirmed and withdrawn the Issuer Default Ratings (IDR) and issue ratings of Caesars Entertainment Operating Company (CEOC). These actions follow CEOC's Chapter 11 filing on Jan. 15, 2015. Accordingly, Fitch will no longer provide ratings or analytical coverage for CEOC. In addition, Fitch has affirmed the IDR and issue rating of Chester Downs and Marina LLC (Chester Downs) and the ratings have been simultaneously withdrawn for business reasons. CAPSUGEL SA: S&P Affirms 'B+' Corp. Credit Rating ------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'B+' corporate credit rating on Morristown, N.J.-based Capsugel S.A. on July 31, 2015. The outlook is stable. "We are affirming our ratings on Capsugel despite lower-than-expected revenues in the first quarter of 2015, based in part on our expectation for business stabilization later in the year," said Standard & Poor's credit analyst Colm Kelly. While Capsugel's focus on the provision of hard capsules results in product concentration risk, S&P notes that this product is a critical component in the pharma delivery chain. Further, Capsugel is expanding the scope of its services to its customers through its Dosage Form Solutions (DFS) segment, which supports customer projects from initial feasibility through final manufacturing and life cycle management. As the DFS business is expected to increase in importance, product concentration should decline while Capsugel's importance to its customers supply chain should increase. S&P's stable rating outlook on Capsugel reflects S&P's expectation that the company will grow revenues in the low to mid-single-digits and maintain EBITDA margins over the next few years, but that this level of growth, combined with an aggressive financial policy, will be insufficient to reduce leverage below 5x over the near term. S&P could lower the rating in the unlikely event that Capsugel experiences a significant quality issue that causes business losses. In this instance, S&P might revise its view of business risk to "fair" from "satisfactory" and lower the rating. Separately, if greater-than-anticipated competitive pressures or weak operating performance resulted in EBITDA declines of 20% or more, S&P could lower the rating. Private-equity ownership remains a major rating constraint. Accordingly, S&P would only raise the rating if the company showed progress in reducing leverage closer to 5x, and S&P was comfortable that financial policy would be consistent with the maintenance of those metrics going forward. S&P views this as unlikely under the current ownership structure. CENTENE CORP: Moody's Puts 'Ba2' Sr Debt Rating on Review --------------------------------------------------------- Moody's Investors Service has assigned a Baa2 insurance financial strength (IFS) rating to Bankers Reserve Life Insurance Company of Wisconsin (Bankers Reserve), a wholly-owned operating subsidiary of Centene Corporation (Centene; NYSE:CNC, senior debt at Ba2, on review for downgrade). The rating is on review for downgrade pending the completion of the Health Net acquisition by Centene, which was announced on July 2, 2015. RATINGS RATIONALE Moody's stated that the Baa2 IFS rating of Bankers Reserve is aligned with the ratings of Centene's other operating subsidiaries to reflect the company's strategic importance to Centene's Medicaid operations. Bankers Reserve, one of two operating subsidiaries writing Medicaid business in Texas - Centene's largest market based on both premiums and membership -- accounted for 18% of Centene's 2014 statutory premiums and 18% of Centene's 2014 Medicaid membership. The rating agency commented that Bankers Reserve is domiciled in Wisconsin and is a direct subsidiary of Centene Corporation. Through contracts with the Texas Health and Human Services Commission it provides medical services to individuals under the State Children's Health Insurance Program (SCHIP), the State's Foster Care Program and, within certain service areas, the State of Texas Access Reform (STAR) and STAR + PLUS programs. According to the rating agency, the Baa2 insurance financial strength (IFS) rating of Centene's operating subsidiaries and Ba2 senior debt rating of Centene are based primarily on the company's concentration in the Medicaid market, acquisitive nature, and moderate level of financial leverage, offset by its multi-state presence, expansion into other healthcare product opportunities, relatively stable financial profile and adequate capitalization. The rating agency stated that its review of Centene and its operating subsidiaries' ratings will focus on the completion and financing of the Health Net transaction including regulatory approvals, which may take considerable time. Moody's indicated that it anticipates a one notch downgrade to Centene's and its subsidiaries' long term ratings when its review is concluded. However, the rating agency noted that the uncertainty created by the current political and economic environment is not likely to abate before the projected close date for the transaction in 2016, and adverse developments over this time period could place additional downward pressure on the ratings. Moody's also stated that if the transaction is not completed and Centene's targeted RBC ratio remains at the 170% level (CAL), with adjusted financial leverage below 40%, the ratings could be confirmed. The following rating has been assigned and is on review for downgrade: Bankers Reserve Life Insurance Company of Wisconsin: insurance financial strength rating at Baa2. Bankers Reserve is domiciled in Wisconsin and holds 43 certificates of authority to operate in 42 states and the District of Columbia. The company's primary business is providing managed care under government subsidized programs. For calendar year 2014 reported statutory premium was $2.4 billion. Centene Corporation is headquartered in St. Louis, Missouri. For the first six months of 2015 the company reported total revenues of $10.6 billion with medical managed care membership as of June 30, 2015 of approximately 4.6 million. As of June 30, 2015 the company reported shareholders' equity of approximately $1.9 billion. COCRYSTAL PHARMA: To Hold "Say-on-Pay" Votes Every Three Years -------------------------------------------------------------- On June 29, 2015, the Company held its Annual Meeting of Shareholders at which the Company's shareholders voted on a number of proposals, including an advisory vote on the frequency of future shareholder advisory votes on executive compensation. The Board of Directors, taking into consideration the fact that 98% of the votes cast by shareholders were in favor of a three-year frequency, has determined that the Company will hold future shareholder advisory votes on executive compensation every three years. About Cocrystal Pharma Cocrystal Pharma, Inc., formerly known as Biozone Pharmaceuticals, Inc., is a pharmaceutical company with a mission to discover novel antiviral therapeutics as treatments for serious and/or chronic viral diseases. Cocrystal Pharma employs unique technologies and Nobel Prize winning expertise to create first- and best-in-class antiviral drugs. These technologies and the Company's market- focused approach to drug discovery are designed to efficiently deliver small molecule therapeutics that are safe, effective and convenient to administer. The Company's primary business going forward is to develop novel medicines for use in the treatment of human viral diseases. Cocrystal has been developing novel technologies and approaches to create first-in-class and best-in-class antiviral drug candidates since its initial funding in 2008. Subsequent funding was provided to Cocrystal Discovery, Inc., by Teva Pharmaceuticals Industries, Ltd., or Teva, in 2011. The Company's focus is to pursue the development and commercialization of broad-spectrum antiviral drug candidates that will transform the treatment and prophylaxis of viral diseases in humans. By concentrating the Company's research and development efforts on viral replication inhibitors, the Company plans to leverage its infrastructure and expertise in these areas. Cocrystal Pharma reported a net loss of $99,000 in 2014 following a net loss of $3.8 million in 2013. As of March 31, 2015, the Company had $269 million in total assets, $79.9 million in total liabilities, and $189 million in total stockholders' equity. CORPORATE RESOURCE: Taps Rust Omni as Claims and Noticing Agent --------------------------------------------------------------- Corporate Resource Services, Inc., and its debtor-affiliates seek authorization from the Hon. Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware to employ Rust Omni as claims and noticing agent, nunc pro tunc to July 23, 2015. The Debtors require Rust Omni to, among other things: (a) prepare and serve required notices and documents in the cases in accordance with the Bankruptcy Code and the Bankruptcy Rules in the form and manner directed by the Debtors and the Court; (b) maintain an official copy of the Debtors' Schedules and Statements, listing the Debtors' known creditors and the amounts owed thereto; (c) maintain a list of all potential creditors, equity holders and other parties-in-interest and "core" mailing list consisting of all parties described in Bankruptcy Rule 2002; (d) furnish a notice to all potential creditors of the last date for the filing of proofs of claims and a form for the tiling of a proof of claim, after such notice and form are approved by this Court, and notify said potential creditors of the existence, amount and classification of their respective claims as set forth in the Schedules; (e) maintain a post office box or address for the purpose of receiving claims and returned mail, and process all mail received; (f) for all notices, motions, orders or other pleadings or documents served, prepare and file or caused to be filed with the Clerk an affidavit or certificate of service within 7 business days of service; and (g) process all proofs of claim received, including those received by the Clerk's Office, and check said processing for accuracy, and maintain the original proofs of claim in a secure area. Rust Omni will be paid at these hourly rates: Clerical Support $29.75-$42.50 Project Specialists $55.25-$75.25 Project Supervisors $72.25-$89.25 Consultants $89.25-$119 Technology/Programming $93.50-$140.25 Senior Consultants $148.75-$165.75 Equity Services $191.25 Rust Omni will also be reimbursed for reasonable out-of-pocket expenses incurred. 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 OMNI 5955 De Soto Avenue, Suite 100 Woodland Hills, CA 91367 Tel: (818) 906-8300 Fax: (818) 783-2737 About Corporate Resource Corporate Resource Services, Inc., was a New York-based provider of employment and human resource solutions for corporations throughout the United States. CRS leases its headquarters and does not own any real property. About 90% of CRS shares are owned by Robert Cassera and the balance are traded OTC. As of Dec. 31, 2014, CRS was one of the largest employment staffing companies in the U.S., providing employment and human resources solutions for corporations with annual sales of about one billion dollars. In February 2015, CRS began an orderly wind down of operations after discovering that TS Employment, Inc., a privately held company owned by Mr. Cassera, failed to remit tens of millions of dollars of the Debtors' withholding taxes to taxing authorities. TS Employment Inc., a professional employer organization that provided payroll-related services for CRS, sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 15-10243) in Manhattan on Feb. 2, 2015. TSE tapped Scott S. Markowitz, Esq., at Tarter Krinsky & Drogin LLP, in New York, as counsel. Realization Services Inc. serves as the Debtor's consultant. CRS and its subsidiaries sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-11546) on July 23, 2015, to complete their orderly wind down of operations. Judge Kevin J. Carey presides over the Chapter 11 cases. The Debtors tapped (a) Gellert Scali Busenkell & Brown, LLC, as bankruptcy counsel, (b) Wilmer Cutler Pickering Hale & Dorr LLP, as special counsel; (c) Carter Ledyard & Milburn LLP, as special SEC counsel, (d) SSG Capital Advisors as financail avisors and investment bankers, and (e) Rust Omni LLC as claims agent. CRS estimated $10 million to $50 million in assets and $50 million to $100 million in debt. COVANTA HOLDING: Moody's Affirms 'Ba2' Corporate Family Rating -------------------------------------------------------------- Moody's Investors Service assigned a Ba2 rating to Covanta Holding Corporation's planned issuance of approximately $130 million in senior unsecured tax-exempt revenue bonds to be offered as two separate series. As part of this action, Moody's also affirmed Covanta's Corporate Family Rating (CFR) at Ba2 and Probability of Default Rating at Ba2-PD, and lowered its speculative grade liquidity rating to SGL-2 from SGL-1. Covanta's rating outlook is stable. RATINGS RATIONALE Covanta's Ba2 CFR reflects the continuation of relatively consistent operating cash flows and credit metrics supported by a portfolio of Energy-from-Waste (EfW) projects, the majority of which are underpinned by intermediate tenor contracts with credit-worthy counterparties. The rating has historically benefitted from the highly visible and stable nature of long-term waste and energy contracts. For example in 2014, approximately 83% of the North America waste revenues were contracted, and 81% of the North America energy revenues were either contracted or hedged. While contract tenors have shortened, they still provide highly visible and dependable sources of operating income for the medium-term. The rating also incorporates the company's strong operating performance across the portfolio and the high barriers to entry for most competing technologies. These strengths are mitigated by some relatively shorter tenor contracts at less favorable terms, an increasing exposure to weak wholesale energy markets, a levered capital structure, an aging fleet with increasing operating expenses, and persistent challenges to grow the business. The ratings reflect a credit profile with a weighted average contract extension of approximately 10 years and no material debt maturities until 2020 when $400 million of senior unsecured notes come due. Covanta's planned issuances include (i) a new $90 million Series 2015 tax-exempt notes issue to finance an air pollution control retro-fit and related projects at its Essex County Resource Recovery Facility facility in Newark, NJ, and (ii) a $39.4 million Delaware County Industrial Development Authority Series 2015A fixed rate note issuance to primarily refinance $33.5 million of outstanding variable rate demand notes due in 2043. These tax-exempt bonds rank junior to secured debt at Covanta Energy, LLC (Covanta's operating subsidiary), but senior to existing unsecured notes at Covanta by virtue of an upstream guaranty from the operating company. Covanta's SGL-2 rating is driven by our expectation that the company will maintain a good liquidity profile over the next four quarters as a result of its generation of healthy operating cash flows, continuance of cash balances and access to committed credit availability. The lowering of the SGL rating to SGL-2 from SGL-1 reflects increased maintenance expenses and higher capital expenditures primarily relating to the construction of its €500 million Dublin EfW plant, which will temporarily push the company into a negative free cash flow position. We would expect the company to fund any cash shortfalls in a balanced fashion through a mix of debt and internally generated funds. Covanta's stable outlook reflects Moody's expectation that: (i) its EfW contracts will remain in place through their current maturities and that the company will continue to successfully renew expiring contracts, albeit with shorter tenors; (ii) Covanta will manage its increasing exposure to the wholesale energy markets in a manner that provides cash flow visibility and stability; (iii) Covanta's management will continue to operate the plants at high availability levels and maintain stability with regard to administrative, operating, and maintenance expenses; (iv) any foreign investments will continue to be carried out in a conservative fashion, remain underpinned by a sound contractual structure, and primarily target developed markets with an established and enforceable rule of law. Upward rating pressure could surface if Covanta successfully extends its contracts on favorable terms, secures and finances new development in a reasonably conservative fashion leading to some de-levering and financial improvement such that cash flow to debt exceeds 16% and cash flow coverage of interest expense exceeds 4.2x on a sustainable basis. The ratings could be lowered if Covanta is unable to renew or extend its EfW project contracts at competitive terms, if the increasing exposure to energy markets hurts earnings or increases cash flow volatility, if leverage is significantly increased to finance an acquisition or a return of capital to shareholders; if several key projects have extended outages; or there is a decline in key financial metrics including the ratio of cash flow to debt falling below 11% and cash interest coverage declining to below 2.8x for an extended period. Significant investments in developing markets without a record of contract enforceability would place added downward pressure on the rating. The principal methodology used in these ratings was Unregulated Utilities and Unregulated Power Companies published in October 2014. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S, Canada and EMEA published in June 2009. Please see the Credit Policy page on www.moodys.com for a copy of these methodologies. Headquartered in Morristown, NJ, Covanta is primarily an owner and operator of Energy-from-Waste (EfW) and renewable energy projects. Downgrades: Issuer: Covanta Holding Corporation Speculative Grade Liquidity Rating, Downgraded to SGL-2 from SGL-1 Assignments: Issuer: Delaware County Industrial Dev. Auth., PA (Supported by Covanta Energy, LLC) Senior Unsecured Revenue Bonds, Assigned Ba2 (LGD3) Issuer: Essex County Improvement Authority, NJ (Supported by Covanta Energy, LLC) Senior Unsecured Revenue Bonds, Assigned Ba2 (LGD3) Affirmations: Issuer: Covanta Energy, LLC Senior Secured Bank Credit Facility, Affirmed Baa3 Issuer: Covanta Holding Corporation Probability of Default Rating, Affirmed Ba2-PD Corporate Family Rating, Affirmed Ba2 Senior Unsecured Regular Bond/Debenture, Affirmed Ba3 Issuer: Massachusetts Development Finance Agency (Supported by Covanta Energy, LLC) Senior Unsecured Revenue Bonds, Affirmed Ba2 (LGD3) Issuer: Niagara Area Development Corporation (Supported by Covanta Energy, LLC) Senior Unsecured Revenue Bonds, Affirmed Ba2 (LGD3) Outlook Actions: Issuer: Covanta Energy, LLC Outlook, Remains Stable Issuer: Covanta Holding Corporation Outlook, Remains Stable DEERFIELD RANCH: Seeks Joint Mediation With Rabobank On Plan Terms ------------------------------------------------------------------ Deerfield Ranch Winery, LLC, and secured creditor Rabobank, N.A., ask the U.S. Bankruptcy Court for the Northern District of California, Santa Rosa Division, for assistance in arranging for the mediation of disputes as to terms of a plan of reorganization. Scott H. McNutt, Esq., at McNutt Law Group LLP, in San Francisco California and Richard A. Rogan, Esq., at Jeffer Mangels Butler & Mitchell LLP, in San Francisco, California, tell the Court that Rabobank has reviewed the Debtor's draft plan of reorganization and that there are substantial differences between the parties regarding a number of key terms, more particularly, the treatment of Rabobank's secured claim which is in excess of $11 million. They further tell the Court that there is a reasonable possibility of a negotiated solution, which can be reached with the aid of mediation conducted by one of the judges of the North District. Deerfield Ranch Winery's attorneys can be reached at: Scott H. McNutt, Esq. Shane J. Moses, Esq. Thomas B. Rupp, Esq. MCNUTT LAW GROUP LLC 219 9th Street San Francisco, CA 94103 Telephone: (415)995-8475 Facsimile: (415)995-8487 E-mail: smcnutt@ml-sf.com smoses@ml-sf.com trupp@ml-sf.com Rabobank is represented by: Richard A. Rogan, Esq. JEFFER MANGELS BUTLER & MITCHELL, LLP 2 Embarcadero Center 5th Floor San Francisco, CA 94111 Telephone: (415)398-8080 Facsimile: (415)398-5584 E-mail: Rrogan@jmbm.com About Deerfield Ranch Winery Sonoma Valley-based Deerfield Ranch Winery, LLC was founded in 1982 by Robert and PJ Rex. Deerfield Ranch Winery filed a Chapter 11 bankruptcy petition (Bank. N.D. Cal. Case No. 15-10150) on Feb. 13, 2015. The Debtor disclosed $25,197,611 in assets and $12,041,939 in liabilities as of the Chapter 11 filing. Scott H. McNutt, Esq., and Shane J. Moses, Esq., at McNutt Law Group LLP serve as the Debtor's counsel. Jigsaw Advisors LLC acts as the Debtor's restructuring financial advisor. Judge Alan Jaroslovsky is assigned to the case. Dana Burwell, as appraiser, will assist in valuing its real property known as 10176 Sonoma Highway, Kenwood, California. Rabobank N.A, is the Debtor's primary secured lender. The U.S. Trustee for Region 17 appointed three creditors to serve on the official committee of unsecured creditors. Pachulski Stang Ziehl & Jones LLP serves as Committee counsel. EDUCATION REALTY: S&P Revises Outlook to Pos. & Affirms 'BB+' CCR ----------------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on Education Realty Trust Inc. and its operating partnership, Education Realty Operating Partnership LP (collectively, EDR), to positive from stable. At the same time, S&P affirmed its 'BB+' corporate credit rating and its 'BBB-' issue-level rating on EDR's senior unsecured notes. "The positive outlook acknowledges our favorable opinion of EDR's portfolio quality and the company's strong recent operating performance, with 7.9% same-community net operating income (NOI) growth reported in the second quarter of 2015 and pre-leasing results for the 2015/2016 academic year tracking better than last year," said credit analyst Michael Souers. The positive outlook is supported by S&P's view that EDR's stabilized communities will deliver modest growth, supported by favorable near-term fundamentals, and will be supplemented by the delivery of new development projects currently in process. In addition, this outlook incorporates S&P's expectation that debt to EBITDA will improve to and be sustained below 7x, while the company continues to transition to a more conservative balance sheet by relying less on its revolver and variable rate financing. S&P would consider raising the rating within the next 12 months if EDR continues to increase its scale on a leverage-neutral basis, while prudently pursuing development and managing appropriate liquidity to finance projects. EDR would also need to sustain current positive operating and leasing momentum and become less reliant on its revolving credit facility. Considering the firm's smaller platform, maintaining a financial risk profile that is firmly in the "intermediate" category (such that fixed-charge coverage is sustained in the high-2x range) will also be an important factor. Although unlikely in the near term, S&P would consider a downgrade if FCC falls below 2.1x, potentially driven by leveraged growth or a failure to lease up the portfolio ahead of the academic year. S&P would consider revising the outlook back to stable if the company encounters any operational stumbles or if key credit metrics fall short of S&P's expectations. ENVISION ACQUISITION: S&P Revises Outlook & Affirms 'B' CCR ----------------------------------------------------------- Standard & Poor's Ratings Services revised its rating outlook on Envision Acquisition Co. LLC to positive from stable. The corporate credit rating remains 'B'. S&P is subsequently withdrawing all of its ratings, including all issue-level ratings, on Envision. "The rating actions follow the completion of Rite-Aid Corp.'s acquisition of Envision for $2 billion, and the retirement of all of Envision's debt," said Standard & Poor's credit analyst Shannan Murphy. EXTERRAN CORP: S&P Withdraws 'BB-' Corporate Credit Rating ---------------------------------------------------------- Standard & Poor's Ratings Services said it withdrew its 'BB-' corporate credit rating on Exterran Corp. S&P also withdrew the 'BB-' issue level rating and '3' recovery rating on the proposed $400 million senior notes and the 'BB+' issue level rating and '1' recovery rating on the $750 million revolving credit facility issued by operating subsidiary Exterran Energy Solutions L.P. FAIRFAX COUNTY RHA: S&P Cuts Housing Revenue Bonds Rating to 'B-' ----------------------------------------------------------------- Standard & Poor's Ratings Services said that it lowered its long-term rating to 'B-' from 'B' on the Fairfax County Redevelopment & Housing Authority, Va.'s series 1998A multifamily housing revenue bonds, issued for the Castel Lani Project. The outlook is stable. "The lower rating reflects our view of the insufficiency of revenues from mortgage debt service payments and investment earnings to pay full and timely debt service on the bonds plus fees through maturity," said Standard & Poor's credit analyst Jose Cruz. Another factor involves cash flows projecting multiple taps on the debt service reserve fund (DSRF) beginning in 2019. The bonds are secured by a mortgage loan insured by the Federal Housing Administration (FHA) under Section 266 of the Housing and Community Development Act of 1992 (Risk Share Program). Factors supporting the rating include: The aforementioned weaknesses are partly mitigated by S&P's view of: -- The very strong credit quality of the FHA-insured mortgage supporting the issue; -- Investments held in a 'AAAm' rated money market fund; and -- An asset-to-liability ratio of 108.22%. "The stable outlook reflects our view of that the rating will remain steady during the outlook period," added Mr. Cruz, "per the cash flows we received." However, S&P could lower the rating as the first projected tap to the DSRF draws closer. FIRST DATA: Moody's Rates 1st Lien Notes Due 2023 'B1' ------------------------------------------------------ Moody's Investors Service assigned a B1 (LGD2) rating to First Data Corporation's proposed senior secured first lien notes due 2023. All other ratings, including the B3 corporate family rating (CFR), and the positive outlook remain unchanged. The proceeds will be used to repay the remaining 7.375% first lien notes due 2019. RATINGS RATIONALE First Data's B3 corporate family rating ("CFR") reflects high financial leverage of about 8x adjusted debt to EBITDA with over $21 billion of debt. Moody's expects moderate de-levering over the next two years from profit growth, with a potential for further reduction from additional capital raises. With modest USGDP growth and the ongoing shift of payment methods to electronic cards from cash and checks, Moody's expects First Data to generate low to mid-single digit percentage revenue growth with EBITDA growing at a faster rate. Moody's believes First Data's profitability will benefit from sales and product investments, platform integration savings, and the growth of credit card issuer processing. At the same time, the resulting cash flow will still remain relatively light in relation to the very large debt total. Over the next year, Moody's expect adjusted free cash flow to improve to over $400 million as the spending for investments moderates. Long-term improvement in profitability and cash flow is expected to be driven from international expansion and the roll-out of new payment solutions. Moody's believes the new initiatives will gain some traction given First Data's distribution scale and incumbency advantage with its merchant base. The positive outlook reflects Moody's expectation that First Data will gradually reduce adjusted debt to EBITDA toward 7 times over the next 18 months, with EBITDA approaching $3 billion as operating leverage is gained from higher transaction and card issuance volumes. In addition, Moody's expects that the heavy levels of growth investments related to the expansion of the sales force and product and service innovation will eventually translate into improved profitability. The ratings could be upgraded if First Data achieves at least mid-single digit revenue growth and double-digit percentage profit growth or further deleveraging through equity offerings, such that adjusted debt to EBITDA decreases to about 7 times on a sustained basis. The ratings could be lowered if Moody's expects free cash flow to turn negative for an extended period of time or First Data suffers a significant loss of market share due to emerging payment technologies. Downwards pressure could also arise if First Data is unable to make steady progress in extending its scheduled 2017 and 2018 debt maturities. With projected total annual revenues approaching $12 billion, First Data Corporation (First Data) is a leading provider of electronic commerce and payment processing solutions for financial institutions and merchants worldwide. FIRST DATA: Reports $26 Million Net Loss for Second Quarter ----------------------------------------------------------- First Data Corporation filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss attributable to the Company of $26 million on $2.8 billion of total revenues for the three months ended June 30, 2015, compared to a net loss attributable to the Company of $34 million on $2.8 billion of total revenues for the same period in 2014. For the six months ended June 30, 2015, the Company reported a net loss attributable to the Company of $138 million on $5.5 billion of total revenues compared to a net loss attributable to the Company of $235 million on $5.4 billion of total revenues for the same period during the prior year. As of June 30, 2015, the Company had $34.5 billion in total assets, $32.1 billion in total liabilities and $2.3 billion in total equity. A copy of the Form 10-Q is available for free at: http://is.gd/4wx73i In the second quarter of 2015, First Data realigned its operating segments into three reportable segments: Global Business Solutions, Global Financial Solutions, and Network & Security Solutions. The new segments are designed to establish global lines of businesses that will work seamlessly with FDC's teams in its regions (the United States and Canada (North America), Europe, Middle East and Africa, Latin America, and Asia Pacific) and be supported by a corporate team focused on company-wide issues. GBS provides businesses of all sizes and types with a wide range of solutions at the point of sale, including merchant acquiring, eCommerce, mobile commerce, POS technology, and other business solutions. GFS provides financial institutions, which include bank and non-bank issuers such as retailers with proprietary card portfolios, with a broad range of solutions that enable them to offer financial products and solutions to their customers. NSS provides a wide range of network services and security, risk and fraud management solutions to business and financial institution clients in our GBS and GFS segments and independently to other financial institutions, businesses, governments, processors, and other clients. About First Data Based in Atlanta, Georgia, First Data Corporation provides commerce and payment solutions for financial institutions, merchants, and other organizations worldwide. First Data reported a net loss attributable to the Corporation of $458 million on $11.2 billion of total revenues for the year ended Dec. 31, 2014, compared with a net loss attributable to the Corporation of $869 million on $10.8 billion of total revenues during the prior year. * * * The Company carries a 'B3' corporate family rating, with a stable outlook, from Moody's Investors Service, a 'B' corporate credit rating, with stable outlook, from Standard & Poor's, and a 'B' long-term issuer default rating from Fitch Ratings. FIRST DATA: S&P Assigns 'BB-' Rating on $675MM 1st Lien Notes ------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB-' issue-level rating and '1' recovery rating to Atlanta-based global payment technology solutions company First Data Corp.'s announced $675 million first-lien notes due 2023. The '1' recovery rating indicates S&P's expectation of very high (90% to 100%) recovery for lenders in the event of a payment default. S&P expects that First Data will apply net proceeds from the transaction to refinance the remaining portion of its 7.375% first-lien notes due 2019. S&P continues to expect segment revenues will increase in the low-single digits year over year to about $7 billion and anticipate the company will generate about $350 million to $450 million in free cash flow in 2015. S&P views First Data's business risk profile as "satisfactory" because of the company's presence as one of the market leaders of payment processing services for merchants and financial institutions. First Data retains its "highly leveraged" financial risk profile, with debt leverage of about 8x as of June 30, 2015. The outlook is stable. RATINGS LIST First Data Corp. Corporate Credit Rating B/Stable/-- New Rating First Data Corp. $675 mil. first-lien notes due 2023 Senior Secured BB- Recovery Rating 1 FOR IRWIN: Moody's Affirms 'Ba2' Rating on Class III Bonds ---------------------------------------------------------- Moody's Investors Service has affirmed the A2 rating on the Fort Irwin Land LLC, CA's Military Housing Revenue Class I Bonds, Series 2005A, the Baa1 rating on the Class II bonds and the Ba2 rating on the Class III bonds. The outlook on the ratings has been revised to stable. SUMMARY RATING RATIONALE The rationale for affirming all three classes is that while debt service coverage has improved, there is potential for volatility in coverage going forward as BAH and occupancy metrics fluctuate. OUTLOOK The outlook has been revised to stable as coverage has improved to levels that provide some buffer for ongoing volatility in project performance due to changes in occupancy, BAH or expenses. WHAT COULD MAKE THE RATING GO UP -- Continued stabilization in debt service coverage per tranche, project occupancy stabilizing at higher levels or improving and continued BAH increases. WHAT COULD MAKE THE RATING GO DOWN -- Declines in debt service coverage, decrease in the BAH in 2016, a tap to the debt service reserve surety, or downgrade of the surety provider OBLIGOR PROFILE The issuer is Fort Irwin Land, LLC. The Borrower is California Military Communities LLC, CA, which was formed to rehabilitate existing housing and construct new housing for the project. LEGAL SECURITY The bonds are special limited obligations of the issuer, and as such the bonds are secured solely by the revenues and trust estate assets pledged to bondholders. GAS-MART USA: Control Clarified by Kansas City Bankruptcy Judge --------------------------------------------------------------- Bill Rochelle, bankruptcy columnist for Bloomberg News, reports that a July 30 ruling by a bankruptcy judge in Kansas City, Missouri, has brought some clarity about who's in charge, at least for the time being, of Gas-Mart USA Inc. According to the report, U.S. Bankruptcy Judge Arthur B. Federman rebuffed the custodian, saying his control was "unwarranted" and "unnecessarily expensive." Judge Federman said the custodian in substance represents the owners, who should have little voice in bankruptcy unless the company is shown to be solvent. About Gas-Mart Gas-Mart USA, Inc., Aving-Rice, LLC, Fran Transport & Oil Company, and G&G Enterprises, LLC, sought Chapter 11 bankruptcy protection (Bankr. W.D. Mo. Lead Case No. 15-41915) in Kansas City, Missouri, on July 2, 2015. Gas-Mart and Aving-Rice own and operate gasoline station/conveniences stores ("C-Stores"). With locations in Iowa, Illinois, Indiana, Nebraska, and Wisconsin, Gas-Mart and Aving Rice operate 22 and 20 stores, respectively, as of the Petition Date. G&G owns and leases ATM's to the 42 Gas-Mart and Aving-Rice locations as well as certain ConocoPhillips locations in the greater Kansas City Area. Fran is a fuel hauling business located in and serving Kansas City. Judge Arthur B. Federman presides over the Chapter 11 cases. The Debtors tapped Stinson Leonard Street LLP as attorneys; Polsinelli PC as special counsel; Brown & Ruprecht, PC as conflicts counsel; and Frank Wendt as special conflicts counsel. The Debtors' Chapter 11 plan and disclosure statement are due Oct. 30, 2015. Gas-Mart estimated $10 million to $50 million in assets and debt. GREGORY BOS: Split Widens on Discharge for Benefits Pay Failure --------------------------------------------------------------- Bill Rochelle, a bankruptcy columnist for Bloomberg News, reports the U.S. Court of Appeals in San Francisco widened a split among the circuits while showing sympathy for the owner of a business who failed to make required contributions to a multi-employer benefit plan. According to the report, where the bankruptcy and district judge both found that the owner "committed a defalcation while acting in a fiduciary capacity," the appeals court disagreed and allowed him to discharge, or shed, a $500,000 debt under Section 523(a)(4) of the Bankruptcy Code. The case involved a company whose owner was in complete control and could decide whether to make required payments to the employees' benefit fund, the report related. The plan documents were written so plan assets would include payments that should have been made but weren't, the report further related. The case is GREGORY BOS, Appellant, v. BOARD OF TRUSTEES, in their capacities as Trustees of the Carpenters Health and Welfare Fund of California; Carpenters Vacation Holiday Trust Fund for Northern California; Carpenters Pension Trust Fund for Northern California; Carpenters Annuity Trust for Northern California; Carpenters Training Trust Fund for Northern California; Northern California Carpenters Regional Council, Appellee, No. 13-15604 (9th Cir.). A full-text copy of the Opinion dated July 30, 2015, is available at http://bankrupt.com/misc/BOS1315604.pdf GULF PACKAGING: Court OKs $933K Packaging Equipment Sale to GAPCO ----------------------------------------------------------------- Gulf Packaging, Inc., sought for and obtained from Judge Pamela S. Hollis, of the U.S. Bankruptcy Court for the Northern District of Illinois, Eastern Division, approval for the sale of its inventory and various related parts and equipment, free and clear of all liens, claims, encumbrances and interests to Gulf Atlantic Packaging Corp. The Debtor is liquidating and winding down its business and has been in discussions with various parties for the sale of its inventory and other assets, consisting of packaging equipment and supplies, as well as certain related materials and equipment, which are located at the Debtor's warehouses in Brownsville and Houston, Texas. As consideration for the purchase of the assets, GAPCO will pay $933,256, free and clear of all liens, claims, interests and encumbrances. The amount consists of a cash payment of $546,679 and $368,578 of the Debtor's expenses for rent in its warehouses in Houston and Brownsville, Texas, and payroll for personnel in those warehouses. Joseph D. Frank, Esq., at FrankGecker, LLP, in Chicago, Illinois, tells the Court that the proposed "private sale" is an exercise of the Debtor's sound business judgment and is in the best interests of the Debtor's estate and creditors. Mr. Frank further tells the Court that the Debtor has determined that selling the Assets is the most economical and responsible use of the Assets and the best cost-effective manner in which to dispose of them. He says that by selling the Assets the Debtor avoids the continued need to pay rent and other potential carrying costs, including labor, attributable to the Assets. He tells the Court that the proposed sale will allow the Debtor to maximize value for salable inventory and also dispose of "dead" inventory that the Debtor would not otherwise be able to sell, which has been in stock for several years and has no customer demand. Objection Filed Harris County objected to the sale of the Assets free and clear of its 2015 tax liens and asked the Court to subject the sale of the Assets to its 2015 tax liens, since the 2015 taxes are not due until January 2016. John P. Dillman, Esq., at Blair & Sampson, LLP, in Houston, Texas and Jeffrey C. Dan, Esq., at Crane, Heyman, Simon, Welch & Clar, in Chicago, Illinois, told the Court that unless the liens for the 2015 taxes are expressly retained, it may prove impossible for Harris County to collect the 2015 taxes should they become delinquent subsequent to January 31, 2016. Gulf Packaging's attorneys can be reached at: Joseph D. Frank, Esq. Jeremy Kleinman, Esq. FRANKGECKER LLP 325 North LaSalle Street, Suite 625 Chicago, IL 60654 Telephone: (312)276-1400 Facsimile: (312)276-0035 E-mail: jfrank@fgllp.com jkleinman@fgllp.com - and - Jason S. Brookner, Esq. Micheal W. Bishop, Esq. GRAY REED & MCGRAW, P.C. 1601 Elm Street, Suite 4600 Dallas, TX 75201 Telephone: (214)954-4135 Facsimile: (214)953-1332 E-mail: jbrookner@grayreed.com mbishop@grayreed.com Harris County is represented by: John P. Dillman, Esq. Tara L. Grundemeier, Esq. BLAIR & SAMPSON, LLP Post Office Box 3064 Houston, TX 77253-3064 Telephone: (713)844-3478 Facsimile: (713)844-3503 - and - Jeffrey C. Dan, Esq. CRANE, HEYMAN, SIMON, WELCH & CLAR 135 South LaSalle Street, Suite 3705 Chicago, IL 60603 Telephone: (312)641-6777 Facsimile: (312)641-7114 E-mail: jdan@craneheyman.com About Gulf Packaging Formed as a Texas corporation in February 2012, Gulf Packaging Inc. is a distributor of packaging equipment and supplies, which sells its product by and through several independent entities. GPI is a private company, with its equity held in equal parts by the Fleck Family Partnership, LLC and CWJ Eagle, LLC (which is affiliated  with the Cutshall family).   Gulf Packaging sought Chapter 11 protection (Bankr. N.D. Ill. Case No. 15-15249) on April 29, 2015. The Debtor disclosed $16,392,403 in assets and $29,764,425 in liabilities as of the Chapter 11 filing. The case is assigned to Judge Pamela S. Hollis. The Debtor tapped FrankGecker LLP as counsel; BMC Group Inc. as claims and noticing agent; and the firm of Gavin/Solmonese to provide Edward T. Gavin as chief restructuring officer. The U.S. Trustee appointed nine creditors to serve on an official committee of unsecured creditors. GULF PACKAGING: FCC Agrees to Termination Date Amendment -------------------------------------------------------- FCC, LLC, d/b/a First Capital, asks the U.S. Bankruptcy Court for the Northern District of Illinois, Eastern Division to amend the definition of "termination date" as set forth in the final order authorizing debtor Gulf Packaging Inc. to: (a) use cash collateral on an emergency basis; and (b) grant adequate protection and provide security and other relief to FCC. The Debtor and FCC have agreed to amend and restate the entire definition of Termination Date, as follows: "Termination Date. At Lender's election, the earliest to occur of: (a) the date on which Lender provides, via facsimile or overnight mail, written notice to counsel for Debtor and counsel for the Committee of the occurrence and continuance of an Event of Default; (b) the date on which the Prepetition Debt is indefeasibly paid in full in cash; and (c) August 12, 2015 (or such later date that is agreed to in writing by Lender, Debtor, and the Committee)." FCC has likewise agreed that the Final Order be amended to reflect the revised Budget, as proposed by the Debtor. FCC, LLC, d/b/a First Capital is represented by: Dimitri G. Karcazes, Esq. GOLDBERG KOHN LTD. 55 East Monroe Street, Suite 3300 Chicago, IL 60603 Telephone: (312)201-4000 E-mail: dimitri.karcazes@goldbergkohn.com Jason S. Brookner, Esq. Micheal W. Bishop, Esq. GRAY REED & MCGRAW, P.C. 1601 Elm Street, Suite 4600 Dallas, TX 75201 Telephone: (214)954-4135 Facsimile: (214)953-1332 E-mail: jbrookner@grayreed.com mbishop@grayreed.com - and - Joseph D. Frank, Esq. Frances Gecker, Esq. FRANKGECKER, LLP 325 North LaSalle, Street, Suite 625 Chicago, IL 60654 Telephone: (312)276-1400 Facsimile: (312)276-0035 E-mail: jfrank@fgllp.com fgecker@fgllp.com About Gulf Packaging Formed as a Texas corporation in February 2012, Gulf Packaging Inc. is a distributor of packaging equipment and supplies, which sells its product by and through several independent entities. GPI is a private company, with its equity held in equal parts by the Fleck Family Partnership, LLC and CWJ Eagle, LLC (which is affiliated with the Cutshall family). Gulf Packaging sought Chapter 11 protection (Bankr. N.D. Ill. Case No. 15-15249) on April 29, 2015. The Debtor disclosed $16,392,403 in assets and $29,764,425 in liabilities as of the Chapter 11 filing. The case is assigned to Judge Pamela S. Hollis. The Debtor tapped FrankGecker LLP as counsel; BMC Group Inc. as claims and noticing agent; and the firm of Gavin/Solmonese to provide Edward T. Gavin as chief restructuring officer. The U.S. Trustee appointed nine creditors to serve on an official committee of unsecured creditors. HEALTHSOUTH CORP: Moody's Rates New $300MM Sr. Unsecured Notes B1 ----------------------------------------------------------------- Moody's Investors Service assigned a B1 (LGD 4) rating to HealthSouth Corporation's proposed offering of $300 million of senior unsecured notes due 2024. Moody's understands that the proceeds of the offering will be used to fund a portion of the previously announced $730 million acquisition of Reliant Hospital Partners, LLC. HealthSouth's existing ratings, including its Ba3 Corporate Family Rating and Ba3-PD Probability of Default Rating are unchanged. The negative rating outlook is also unchanged. The rating was assigned: $300 million senior unsecured notes due 2024 at B1 (LGD 4) RATINGS RATIONALE HealthSouth's Ba3 Corporate Family Rating reflects the company's moderately high leverage and strong interest coverage. Moody's expects that healthy cash flow will allow the company to reduce leverage following recently completed and planned acquisitions and continue to invest in growing its inpatient rehabilitation business. Moody's also acknowledges that HealthSouth's considerable scale in the inpatient rehabilitation sector and geographic diversification should allow the company to adjust to or mitigate payment reductions more easily than many other inpatient rehabilitation providers. If Moody's expects debt to EBITDA to be sustained above 4.0 times, either through unforeseen adverse developments in Medicare reimbursement, a significant debt financed acquisition, an increased appetite for debt financed shareholder initiatives, or deterioration in operating performance, the ratings could be downgraded. Given the recent increase in leverage, Moody's does not anticipate an upgrade of the ratings in the near term. However, the ratings could be upgraded if HealthSouth can sustain debt to EBITDA below 3.0 times and EBITA to interest above 3.5 times. Also, the company would need to remain disciplined in regards to acquisitions and shareholder returns and their impact on credit metrics. The principal methodology used in this rating was Global Healthcare Service Providers published in Dec. 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. Headquartered in Birmingham, Alabama, HealthSouth Corporation is the largest operator of inpatient rehabilitation facilities (IRFs), as well as a provider of home health and hospice services. The company recognized over $2.7 billion in revenue for the twelve months ended June 30, 2015. HUDSON'S BAY: Moody's Assigns 'B1' Rating on 2022 Secured Loan B ---------------------------------------------------------------- Moody's Investors Service assigned a B1 rating to Hudson's Bay Company proposed US$1.085 billion senior secured term loan B due 2022. Proceeds from the term loan, as well as from committed financing of approximately US$1.265 million of non-recourse real estate financing to be raised in a JV between HBC and Simon Properties will be used to fund the purchase of Galeria Holdings (Kaufhof) from Metro AG for approximately EUR 2.42 billion. All other ratings including the B1 Corporate Family Rating were affirmed. The rating outlook remains stable. The B1 rating assigned to the secured term loan B reflect its second-lien position on the company's accounts receivable and inventory (the company's asset based revolving credit facilities in the US and Canada have a first lien on these assets in Canada and the US) and the stock of existing and future subsidiaries (including a pledge of unrestricted real estate subsidiary stock and HBC's JV equity interests). While the stock pledge does not afford similar rights as a mortgage, we believe there is considerable value in HBC's real estate portfolio such that the stock pledge provides meaningful value to the lenders. The following ratings were affirmed: Corporate Family Rating at B1 Probability of Default Rating at B1-PD Speculative Grade Liquidity rating at SGL-2 C$848 million Senior secured term loan B due 2020 at B1 (LGD4)(*) (*) Amount as of May 2, 2015. HBC intends to repay this loan in full from cash proceeds realized from the establishment of the Simon and Rio Can JV's, which have been concluded. The following rating was assigned: Senior secured term loan B due 2022 at B1(LGD3) RATINGS RATIONALE Hudson's Bay Company's B1 Corporate Family Rating reflects the company's significant debt burden with debt/EBITDA expected to be in the mid 6 times range pro-forma for the acquisition of Kaufhof. The B1 Corporate Family Rating reflects our expectations that HBC is unlikely to materially reduce debt over the next couple years, in part due to its plans to invest a sizable amount of capital expenditures for a major reconfiguration of its flagship Saks Fifth Avenue property thus deleveraging would occur primarily through earnings improvement. The rating also reflects the company's generally consistent performance across all of its North American banners under the current management team. While leverage is very high and is reflective of a lower rating, the B1 rating considers the company's solid liquidity profile with access to significant untapped asset-based revolving credit facilities. The ratings also reflect HBC's continued majority ownership of real estate assets which have significant value and mitigate the high financial leverage of the company. The B1 CFR reflects Moody's view that the addition of Kaufhof, which operates leading department stores in Germany and Belgium, will enhance the geographic diversification of HBC's 3 existing North American banners (Hudson's Bay, Saks and Lord & Taylor). We expect Kaufhof will operate as a substantially separate business such that the usual degree of execution risk is lower. However, given that the Kaufhof acquisition is occurring less than 2 years after the closing of the acquisition of Saks Inc., there is very limited capacity for the company to undertake additional debt while maintaining the B1 rating and stable outlook. "The stable outlook reflects our expectations that HBC will maintain revenue and margin stability across its portfolio as a whole. We expect deleveraging to occur primarily through earnings improvement given we do not expect HBC to materially reduce debt over the next couple years, in part due to its plans to invest a sizable amount of capital expenditures for a major reconfiguration of its flagship Saks Fifth Avenue property." The ratings could be downgraded if we expected debt/EBITDA to be sustained above 6.25 for an extended period or interest coverage approached 1.25 times. Given the high debt burden, ratings could be lowered if actions with respect to the significant real estate holdings were not maintained in a creditor friendly manner. There is limited upward ratings momentum for the near to intermediate term. Quantitatively, ratings could be upgraded if debt/EBITDA was sustained below 5 times and interest coverage was sustained above 2.0 times while maintaining a good overall liquidity profile. Headquartered in Toronto, Canada, Hudson's Bay Company ("HBC") operates Hudson's Bay, Canada's largest branded department store with 90 locations, and Home Outfitters, Canada's largest home specialty superstore with 67 locations across the country. In the United States, HBC operates Lord & Taylor, a department store with 50 full-line store locations throughout the northeastern and mid-Atlantic US, and four Lord & Taylor outlets. Saks Fifth Avenue currently operates 39 Saks Fifth Avenue stores and 84 Saks Fifth Avenue OFF 5TH stores. HBC has agreed to acquire Galeria Holding ("Kaufhof") for total consideration of €2.42 billion (C$3.36 billion). Pro forma revenue during fiscal 2015 for the combined company is expected to be around C$13 billion. JW RESOURCES: Files Schedules of Assets and Liabilities ------------------------------------------------------- JW Resources Inc. with the U.S. Bankruptcy Court for the Eastern District of Kentucky its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ------------ ----------- A. Real Property $80,800 B. Personal Property $116,223,812 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $60,941,714 E. Creditors Holding Unsecured Priority Claims $635,163 F. Creditors Holding Unsecured Non-priority Claims $4,419,043 ----------- ----------- TOTAL $116,304,612 $65,995,920 A full-text copy of the Debtor's schedules is available for free at http://is.gd/BwgwM2 About JW Resources JW Resources Inc. and its subsidiaries are U.S. producers of thermal coal with mineral reserves, mining operations and coal properties located in the Central Appalachian ("CAPP") regions of Kentucky. JW acquired the thermal coal mining operations of Xinergy in eastern Kentucky for $47.2 million in February 2013. JW's business operations comprise what is known as the "Straight Creek" operations located in Bell, Leslie and Harlan Counties, Kentucky, and the "Red Bird" operations located in Bell, Leslie, Knox, and Clay Counties, Kentucky. JW Resources is the parent and sole shareholder of SCRB Properties, Inc., Straight Creek Coal Mining, Inc. and SCRB Processing, Inc. JW Resources and its subsidiaries sought Chapter 11 bankruptcy protection (Bankr. E.D. Ky. Lead Case No. 15-60831) in London, Kentucky on June 30, 2015. The Debtors tapped Frost Brown Todd LLC as counsel, and Energy Ventures Analysis, Inc., as sale advisor. JW Resources estimated $1 million to $10 million in assets and $50 million to $100 million in debt. Straight Creek estimated $10 million to $50 million in assets and $50 million to $100 million in debt. KEMET CORP: Reports $37 Million Net Loss for June 30 Quarter ------------------------------------------------------------ Kemet Corporation filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $37 million on $188 million of net sales for the quarter ended June 30, 2015, compared to a net loss of $3.5 million on $213 million of net sales for thr same period in 2014. As of June 30, 2015, Kemet had $750 million in total assets, $619 million in total liabilities and $131 million in total stockholders' equity. "Our liquidity needs arise from working capital requirements, capital expenditures, acquisitions, principal and interest payments on debt, and costs associated with the implementation of our restructuring plans. Historically, our cash needs have been met by cash flows from operations, borrowings under our loan agreements and existing cash balances." A copy of the Form 10-Q is available for free at: http://is.gd/mYOe4P About KEMET KEMET, based in Greenville, South Carolina, is a manufacturer and supplier of passive electronic components, specializing in tantalum, multilayer ceramic, film, solid aluminum, electrolytic, and paper capacitors. KEMET's common stock is listed on the NYSE under the symbol "KEM." * * * As reported by the TCR on March 26, 2013, Moody's Investors Service downgraded KEMET Corp.'s Corporate Family Rating to 'Caa1' from 'B2' and the Probability of Default Rating to 'Caa1-PD' from 'B2- PD' based on Moody's expectation that KEMET's liquidity will be pressured by maturing liabilities and negative free cash flow due to the interest burden and continued operating losses at the Film and Electrolytic segment. As reported by the TCR on Aug. 9, 2013, Standard & Poor's Ratings Services lowered its corporate credit rating on KEMET to 'B-' from 'B+'. "The downgrade is based on continued top-line and margin pressures and lagging results from the restructuring of the Film & Electrolytic [F&E] business, which combined with cyclical weak end-market demand, has resulted in sustained, elevated leverage well in excess of 5x, persistent negative FOCF, and diminishing liquidity," said Standard & Poor's credit analyst Alfred Bonfantini. The TCR reported in August 2014 that S&P revised its outlook on KEMET to 'stable' from 'negative'. S&P affirmed the ratings, including the 'B-' corporate credit rating. KEY SAFETY: Moody's Affirms 'B1' Corporate Family Rating -------------------------------------------------------- Moody's Investors Service affirmed Key Safety Systems, Inc.'s ratings -- Corporate Family Rating (CFR) and Probability of Default Rating at B1 and B2-PD, respectively. The ratings of Key Safety's secured revolver and upsized secured term loan were also affirmed at Ba2. Key Safety is issuing an incremental $50 million term loan under the accordion feature of its existing facility. The net proceeds are intended to fund accelerated capital expenditures and a potential acquisition. The rating outlook remains stable. The following ratings were affirmed: Key Safety Systems, Inc. Corporate Family Rating at B1 Probability of Default Rating at B2-PD $75 million senior secured revolver 2019 at Ba2 (LGD2) $571 million (upsized) senior secured term loan due 2021 at Ba2 (LGD2) RATINGS RATIONALE The affirmation of Key Safety's B1 (CFR) reflects the company's high leverage, modest EBITA margins in the mid-single digits, and high customer concentration. These considerations continue to be balanced by the company's established market position for its core products and our expectation for modest improvement in credit metrics over the next 18 months. The proceeds from the incremental term loan are slated for the expansion of airbag inflator production capacity to meet higher than anticipated customer demand and a potential acquisition. While the incremental debt increases leverage to about 6.9x for the LTM period ending March 31, 2015 (inclusive of Moody's adjustments) from 6.4x, pro forma for the expected EBITDA generated from the capacity expansion and potential acquisition, Moody's estimates leverage reduces back to 6.4x for the corresponding period. This opportunity is likely to delay the company's ability to decrease debt / EBITDA below 5.0x by the end of 2015. Yet, new customer growth which drives the needed capacity expansion should position Key Safety for cross-selling opportunities, including the company's steering wheels and seatbelts. Key Safety is anticipated to have an adequate liquidity profile over the near-term supported by cash on hand and availability under its revolving credit facility. As of March 31, 2015, the company had approximately $61 million of cash and equivalents plus an additional $36 million of bank acceptance notes which are also a source of liquidity. Pro forma for the transaction, Moody's expects the company to have approximately $49 million available under its $75 million revolving credit facility due 2019 after accounting for about $24 million drawn and $2 million in undrawn letters of credit. As a result of Key Safety's planned increase in capital spending, we expect the company to generate negative free cash flow during 2015 and roughly breakeven free cash flow over the next 18 months. Key Safety's credit facility has a springing maximum net leverage ratio covenant that is tested during periods where the ending utilization of the revolver is at least 32.5%. We do not expect this covenant to spring into effect over the next 18 months. The stable rating outlook continues to reflect Moody's expectation for leverage reduction and an improvement in the overall credit profile over the next 18 months as Key Safety benefits from additional demand. An improvement in Key Safety's rating or outlook would be driven by an improvement in credit metrics and free cash flow generation used to reduce debt. A consideration for a higher rating or outlook could result from EBITA / interest sustained above 3.3x and debt / EBITDA approaching 3.5x while demonstrating a financial policy that is focused on debt reduction rather than shareholder returns. A lower outlook or rating could result from weakening global automotive demand or inefficiencies resulting from the company addressing its new business backlog. Consideration for a lower rating or outlook could result from EBITA margins falling below 4%, EBITA / interest approaching 1.5x, or debt / EBITDA sustained above 5.0x. A deteriorating liquidity profile or the initiation of large shareholder distributions could also result in the lowering of the company's rating or outlook. Key Safety, headquartered in Sterling Heights, Michigan, designs, engineers and manufactures airbags and inflators, seatbelts, and steering wheels for the global automotive industry. Revenues for the LTM period ended March 31, 2015 were approximately $1.4 billion. Key Safety is majority-owned by FountainVest Partners. KSS HOLDINGS: S&P Retains 'B+' CCR After Proposed $50MM Debt Add-On ------------------------------------------------------------------- Standard & Poor's Ratings Services said that its 'B+' corporate credit rating on KSS Holdings Inc. and its 'B+' issue-level rating on Key Safety Systems Inc.'s first-lien term loan due August 2021 are unchanged following the company's announcement of a $50 million add-on offering to the term loan. Key Safety Systems is the borrower under the credit agreement and is the operating company of KSS Holdings Inc. The '3' recovery rating on the term loan, which indicates S&P's expectation for meaningful (50%-70%; lower half of the range) recovery in the event of a default, is also unchanged. S&P anticipates that KSS will use most of the proceeds from this add-on to expand and improve its existing operations, support new business wins, and gain further market share in the automotive safety systems market. KSS has been funding its recent capital expenditure requirements with its $75 million revolver. This has temporarily elevated the company's leverage levels so far this year (with a debt-to-EBITDA metric exceeding 5.0x), and S&P expects KSS' free cash flow to turn negative for 2015. S&P forecasts that the company's leverage will gradually improve to 4.6x by the end of 2015 and reach 4.3x in 2016. S&P's stable outlook on KSS incorporates S&P's view that business growth will allow the company to reduce its leverage over the next 12 months and position itself to generate positive free operating cash flow (FOCF) in 2016. S&P could lower its rating on KSS Holdings Inc. if the company's FOCF-to-debt ratio remains below 5% or its debt-to-EBITDA metric remains above 5.0x on a sustained basis amid the increased execution risks related to the launch of its new business. Alternatively, the downside ratings pressure could also stem from slower-than-expected revenue growth due to weak global vehicle demand. An upgrade is unlikely based on S&P's current assessment of KSS' business risks and its ownership by a financial sponsor, which S&P believes indicates that its financial policies will remain aggressive. Under a different ownership structure, an upgrade could occur over the next 12 months if KSS is able to maintain a debt-to-EBITDA metric of less than 4.0x and a FOCF-to-debt ratio approaching 10% with a solid operating performance. The company's management would also have to commit to a moderate financial policy going forward. RATINGS LIST Ratings Unchanged KSS Holdings Inc. Corporate Credit Rating B+/Stable/-- Key Safety Systems Inc. $575 Mil. 1st-lien Trm Ln Due 2021 B+ Recovery Rating 3L LANAI HOLDINGS: Moody's Assigns 'B2' Corporate Family Rating ------------------------------------------------------------ Moody's Investors Service assigned a B2 Corporate Family Rating and B2-PD Probability of Default Rating to Lanai Holdings III, Inc. Lanai is the parent holding company of Patterson Medical Holdings, Inc. (together "Patterson Medical"). Concurrently, Moody's assigned a Ba3 rating to the company's proposed senior secured first lien credit facility that includes a $300 million term loan and a $50 million revolver. Moody's also assigned a Caa1 to the proposed $135 million senior secured second lien term loan. Proceeds from the term loans and equity will be used to finance Madison Dearborn Partners' purchase of the company from Patterson Companies in a leveraged buyout transaction. The rating outlook is stable. Ratings assigned to Lanai Holdings III, Inc.: Corporate Family Rating B2 Probability of Default Rating B2-PD $50 million senior secured first lien revolver rated Ba3, LGD3 $300 million senior secured first lien term loan rated Ba3, LGD3 $135 million senior secured second lien term loan rated Caa1, LGD5 This is the first time Moody's has rated Lanai. The rating actions are subject to the conclusion of the transaction as proposed, and Moody's review of final documentation. RATINGS RATIONALE The B2 Corporate Family Rating reflects Patterson Medical's small size and business concentration compared to other broad line medical distributors. The rating also reflects the very high financial leverage and execution risks resulting from the sale and separation of the company from Patterson Companies. Moody's also expects that Patterson Medical's revenue and margin growth will remain constrained despite favorable long-term industry dynamics, underscored by rising demand due to the aging population in the U.S. The rating is supported by Patterson Medical's focus on and leadership in the distribution of physical therapy rehabilitative and sports medicine equipment and supplies. Patterson Medical's operating margin will remain higher than typical distributors, due in part to its higher-margin proprietary product portfolio. Moody's also expects Patterson Medical to maintain a good liquidity profile and generate consistent positive free cash flow (excluding one-time carve-out related costs). The ratings are also supported by the substantial equity contribution by the sponsor. The stable outlook assumes the company will effectively manage its transition to a standalone entity without any material adverse effects on operations. In addition, Moody's anticipates that the company will reduce debt to EBITDA to around 5.5x over the 12-18 months. Moody's does not foresee an upgrade of the ratings in the near term due to Patterson Medical's limited size, business concentration and high financial leverage. However, if Moody's expects the company to maintain its leading market position, increase scale and diversify its business while maintaining more moderate financial leverage, Moody's could upgrade the ratings. Moody's could downgrade the ratings if Patterson Medical experiences major operating disruptions or other challenges in its transition to a standalone company. Moody's could also downgrade the ratings if the company fails to reduce leverage to a level approaching 5.5 times, or if free cash flow is negative. Deterioration in liquidity for any reason could also result in a rating downgrade. Lanai, through its ownership of Patterson Medical is a specialty distributor serving the rehabilitation supply market. The company offers a variety of distributed and proprietary rehabilitation medical supplies and equipment to acute care facilities, outpatient clinics, long-term care facilities and select dealers. LIGHTSQUARED INC: Court Rejects Ex-Chair's Plan Appeal ------------------------------------------------------ Bill Rochelle, a bankruptcy columnist for Bloomberg News, reports that U.S. District Judge Katherine B. Forrest rejected an appeal by Lightsquared Inc.'s former chairman Sanjiv Ahuja from the order approving the Debtor's reorganization plan. According to the report, Judge Forrest heard arguments for Ahuja's appeal, together with arguments for Dish Network Corp.'s appeal. Mr. Rochelle indicated that Judge Forrest may be near issuing a decision on the Dish appeal too. The Ahuja appeal is Ahuja v. LightSquared Inc., 15-cv-2342, U.S. District Court, Southern District of New York (Manhattan). The Dish appeal is SP Special appeal Opportunities LLC v. LightSquared Inc. (In re LightSquared Inc.), 15-cv-2848, U.S. District Court, Southern District of New York (Manhattan). About LightSquared Inc. LightSquared Inc. and 19 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on May 14, 2012, to resolve regulatory issues that have prevented it from building its coast-to-coast integrated satellite 4G wireless network. LightSquared had invested more than $4 billion to deploy an integrated satellite-terrestrial network. In February 2012, however, the U.S. Federal Communications Commission told LightSquared the agency would revoke a license to build out the network as it would interfere with global positioning systems used by the military and various industries. In March 2012, the Company's partner, Sprint, canceled a master services agreement. LightSquared's lenders deemed the termination of the Sprint agreement would trigger cross-defaults under LightSquared's prepetition credit agreements. LightSquared and its prepetition lenders attempted to negotiate a global restructuring that would provide LightSquared with liquidity and runway necessary to resolve its issues with the FCC. Despite working diligently and in good faith, however, LightSquared and the lenders were not able to consummate a global restructuring on terms acceptable to all interested parties. Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to the Debtors. Alvarez & Marsal North America, LLC, is the financial advisor. Kurtzman Carson Consultants LLC serves as claims and notice agent. * * * Bankruptcy Judge Shelley C. Chapman in late March 2015, approved LightSquared Inc.'s Chapter 11 reorganization plan. As previously reported by The Troubled Company Reporter, the Debtors, in December, filed a joint plan and disclosure statement, which contemplate, among other things, (A) new money investments by the New Investors in exchange for a combination of preferred and common equity, (B) the conversion of the Prepetition LP Facility Claims into new second lien debt obligations, (C) the repayment in full, in cash, of the Inc. Facility Prepetition Inc. Facility NonSubordinated Claims immediately following confirmation of the Plan, (D) the payment in full, in cash, of LightSquared's general unsecured claims, (E) the provision of $1.25 billion in new money working capital for the Reorganized Debtors, (F) the assumption of certain liabilities, (G) the resolution of all inter-Estate disputes, and (H) the contribution by Harbinger of the Harbinger Litigations. MENLO PARK CDA SUCCESSOR: Moody's Hikes 2006 Bonds Rating From Ba1 ------------------------------------------------------------------ Moody's Investors Service has upgraded to Baa1 from Ba1 the rating on the Successor Agency to the Community Development Agency (CDA) of Menlo Park, California's $57.6 million of Tax Allocation Refunding Bonds, Series 2006. On June 24, 2015, in connection with the release of its Tax Increment Debt methodology, Moody's placed the ratings of nearly all California tax allocation bonds (TABs) on review for upgrade, including this successor agency's (SA) TABs. This rating action completes our review for this SA. Three years into the post-dissolution process, the administrative risks related to the payment of debt service have abated significantly, so we are now placing greater weight on the fundamental project area characteristics and particular positive features of the dissolution legislation. These positive features include the closed lien status of the bonds and the potential availability of surplus housing revenues for debt service on non-housing TABs. SUMMARY RATING RATIONALE The upgrade to Baa1 reflects the established and generally stable nature of the project area, with elevated taxpayer concentration that is balanced against a healthy long-term rate of tax base expansion and a very high ratio of incremental assessed value (AV) to total AV. The Baa1 rating additionally incorporates a trend of steadily growing pledged revenues that provide solid coverage of maximum annual debt service, especially when considering the subordinate status of pass-through payments and the descending annual debt service requirements going forward. While the Agency has communicated its plan to refinance the bonds into fixed rate obligations and simultaneously terminate the related interest rate swap, our rating continues to reflect the risks associated with the Agency's existing variable rate demand bonds and interest rate swap. The swap has a negative fair value of $10.6 million to the Agency, which poses more relative risk given the significant limitations on the Agency's liquidity post dissolution. The rating also recognizes the potential that the tax increment revenue cap is reached prior to final maturity, which represents a modest risk given that the state has provided general guidance that these caps are no longer applicable. However legislation has not been enacted that abolishes these revenue limitations. The rating factors in the SA's successful adaptation to post dissolution processes and administrative procedures and our expectation that this trend will continue. The rating also incorporates our generally positive assessment of the implementation of redevelopment agency (RDA) dissolution legislation by most successor agencies over the last three years, leading to timely payment of debt service on California TABs. In 2012, state legislation dissolved all California redevelopment agencies, replacing them with "successor agencies" to serve as fiduciary agents. The dissolution effectively changed the flow of funds and processes around the payment of debt service on TABs. Tax increment revenue is placed in trust with the county auditor, who makes semi-annual distributions of funds sufficient to pay debt service on tax allocation bonds and other "enforceable obligations." OUTLOOK Outlooks are generally not assigned to local government credits of this size. WHAT COULD MAKE THE RATING GO UP -- Significant increase in incremental AV, leading to strengthened debt service coverage -- Significant reduction in taxpayer concentration WHAT COULD MAKE THE RATING GO DOWN -- Protracted decline in AV -- Erosion of debt service coverage levels -- Additional state administrative or legislative changes that create uncertainty as to the timely payment of debt service OBLIGOR PROFILE The SA is a separate legal entity from the City of Menlo Park. The SA is responsible for winding down the operations of the former CDA, making payments on state approved "Enforceable Obligations" and liquidating any unencumbered assets to be distributed to other local taxing entities. LEGAL SECURITY The legal security for the project area is tax increment revenue net of required housing set asides (which effectively no longer apply). The Agency has certain contractual and statutory pass-throughs that are subordinate to debt service. The bonds are additionally secured by a debt service reserve fund held by the bond trustee, BNY Mellon. While not legally pledged, the dissolution laws permit the TABs to be paid from all available monies in the Redevelopment Property Tax Trust Fund, after payment of senior pass through payments and certain administrative charges. This includes excess housing set aside tax increment revenues. MGM RESORTS: Reports Second Quarter Financial Results ----------------------------------------------------- MGM Resorts International reported net income attributable to the Company of $97.4 million on $2.3 billion of revenues for the three months ended June 30, 2015, compared to net income attributable to the Company of $110 million on $2.5 billion of revenues for the same period in 2014. For the six months ended June 30, 2015, the Company reported net income attributable to the Company of $267.3 million on $4.7 billion of revenues compared to net income attributable to the Company of $212.6 million on $5.2 billion of revenues for the same period during the prior year. As of June 30, 2015, the Company had $27 billion in total assets, $17.9 billion in total liabilities and $9.1 billion in total stockholders' equity. "We are continuing to drive increased profits at MGM Resorts with second quarter wholly owned Adjusted Property EBITDA up 11% driven by growth at our Las Vegas and regional resorts. These resorts are continuing to gain operating momentum while we continue to make significant progress on our development pipeline in Cotai, Maryland, and Massachusetts," said Jim Murren, Chairman & CEO of MGM Resorts International. "We are focused on positioning the Company for future growth, and are pleased to announce the implementation of our Profit Growth Plan to further enhance our business practices and profitability." A full-text copy of the press release is available at: http://is.gd/4uQ6mw About MGM Resorts MGM Resorts International (NYSE: MGM) a global hospitality company, operating a portfolio of destination resort brands including Bellagio, MGM Grand, Mandalay Bay and The Mirage. The Company also owns 51% of MGM China Holdings Limited, which owns the MGM Macau resort and casino and is in the process of developing a gaming resort in Cotai, and 50% of CityCenter in Las Vegas, which features ARIA resort and casino. For more information about MGM Resorts International, visit the Company's Web site at www.mgmresorts.com. MGM Resorts reported a net loss attributable to the Company of $156.60 million in 2013 following a net loss attributable to the Company of $1.76 billion in 2012. Bankruptcy Warning The Company stated in its 2013 Annual Report, "The agreements governing our senior secured credit facility and other senior indebtedness contain restrictions and limitations that could significantly affect our ability to operate our business, as well as significantly affect our liquidity, and therefore could adversely affect our results of operations. Covenants governing our senior secured credit facility and certain of our debt securities restrict, among other things, our ability to: * pay dividends or distributions, repurchase or issue equity, prepay certain debt or make certain investments; * incur additional debt; * incur liens on assets; * sell assets or consolidate with another company or sell all or substantially all assets; * enter into transactions with affiliates; * allow certain subsidiaries to transfer assets; and * enter into sale and lease-back transactions. Our ability to comply with these provisions may be affected by events beyond our control. The breach of any such covenants or obligations not otherwise waived or cured could result in a default under the applicable debt obligations and could trigger acceleration of those obligations, which in turn could trigger cross defaults under other agreements governing our long-term indebtedness. Any default under our senior secured credit facility or the indentures governing our other debt could adversely affect our growth, our financial condition, our results of operations and our ability to make payments on our debt, and could force us to seek protection under the bankruptcy laws." * * * As reported by the TCR on Nov. 14, 2011, Standard & Poor's Ratings Services raised its corporate credit rating on MGM Resorts International to 'B-' from 'CCC+'. In March 2012, S&P revised the outlook to positive from stable. "The revision of our rating outlook to positive reflects strong performance in 2011 and our expectation that MGM will continue to benefit from the improving performance trends on the Las Vegas Strip," S&P said. In March 2012, Moody's Investors Service affirmed its B2 corporate family rating and probability of default rating. The affirmation of MGM's B2 Corporate Family Rating reflects Moody's view that positive lodging trends in Las Vegas will continue through 2012 which will help improve MGM's leverage and coverage metrics, albeit modestly. Additionally, the company's declaration of a $400 million dividend ($204 million to MGM) from its 51% owned Macau joint venture due to be paid shortly will also improve the company's liquidity profile. The ratings also consider MGM's recent bank amendment that resulted in about 50% of its $3.5 billion senior credit facility being extended one year from 2014 to 2015. As reported by the TCR on Sept. 29, 2014, Fitch Ratings has upgraded MGM Resorts International's (MGM) and MGM China Holdings Ltd's (MGM China) IDRs to 'B+' from 'B' and 'BB' from 'BB-', respectively. Fitch's upgrade of MGM's IDR to 'B+' and the Positive Outlook reflect the company's strong performance on the Las Vegas Strip and in Macau as well as Fitch's longer-term positive outlooks for these markets. MOTOROLA SOLUTIONS: Moody's Cuts Subordinated Shelf Rating to Ba1 ----------------------------------------------------------------- Moody's Investors Service Motorola Solutions, Inc.'s senior unsecured rating to Baa3 from Baa2. The downgrade was driven by the proposed $1 billion increase in debt and $2 billion share repurchase plan. The ratings outlook was changed to negative from stable. Ratings Rationale The Baa3 senior unsecured rating reflects high leverage pro forma for the convertible note issuance and relatively aggressive financial policies. The rating is supported by MSI's very strong business profile which to some degree mitigates the high leverage. MSI's pro forma leverage would however be an outlier among Baa rated companies. Leverage pro forma for the convertible note issuance is approximately 4.6x but has the potential to decrease to under 4x over the next eighteen months if the company can improve revenues and EBITDA levels. Pro forma free cash flow to debt is also considered weak at approximately 4%, though it has the potential to increase to above 10% over the next eighteen months if the company returns to growth and continues to improve its margins. The increased level of share purchases funded with a combination of debt and cash balances, represents a shift to more aggressive financial policies. While cash balances post the announced $2 billion of buybacks will remain relatively strong at $2.1 billion, balances are expected to decline further during 2016 as the company continues its aggressive buyback program at levels that far exceed its cash generating capabilities. The rating recognizes MSI's broad geographic and product diversification through its leading position in the communications equipment business as well as its cash generating potential. The rating is supported in particular by the strength and market position of the government and public safety business across its many product lines and the relative stability of this business in economic downturns. However, given the high leverage and relatively aggressive financial policies, MSI is considered weakly positioned in the Baa3 category. Liquidity is expected to be very good in the near term based on its substantial though declining cash balances, a $2 billion undrawn revolver and expectations of solid free cash flow generation. The negative ratings outlook reflects the material risk that leverage could remain at elevated levels if the company fails to achieve revenue and profitability growth or engages in further aggressive financial policies. The ratings could be downgraded if the company does not demonstrate revenue growth, improving margins and significantly greater free cash flow generation. The ratings could also be downgraded if leverage is not on track to fall below 4.25x (and 3.25x excluding pensions) or if cash balances fall below $1.5 billion before such milestones are met. The following ratings were affected: Downgrades: Issuer: Motorola Solutions, Inc. Issuer Rating, Downgraded to Baa3 from Baa2 Subordinated Shelf, Downgraded to (P)Ba1 from (P)Baa3 Senior Shelf, Downgraded to (P)Baa3 from (P)Baa2 Senior Unsecured Regular Bond/Debenture, Downgraded to Baa3 from Baa2 Outlook Actions: Issuer: Motorola Solutions, Inc. Outlook, Changed To Negative From Stable Motorola Solutions Inc. is a leading provider of public safety communications equipment to governments and enterprises. Motorola Solutions had revenue of $5.9 billion in FY2014. NET ELEMENT: Files Financial Statements of PayOnline with SEC ------------------------------------------------------------- Net Element, Inc. has amended its current report on Form 8-K filed with the Securities and Exchange Commission on May 27, 2015, to include (i) the audited financial statements of PayOnline System LLC, Innovative Payment Technologies LLC, Polimore Capital Limited and Brosword Holding Limited at and for the years ended Dec. 31, 2013, and Dec. 31, 2014, including the report of Daszkal Bolton, LLP, independent certified public accountants, and (ii) the pro forma financial information referred to in Item 9.01(b) of this Amendment. A copy of the unaudited financial statements of PayOnline is available for free at http://is.gd/yN3XPy About Net Element Miami, Fla.-based Net Element International, Inc., formerly Net Element, Inc., currently operates several online media Web sites in the film, auto racing and emerging music talent markets. Net Element reported a net loss of $10.18 million on $21.2 million of net revenues for the 12 months ended Dec. 31, 2014, compared to a net loss of $48.3 million on $18.7 million of net revenues for the 12 months ended Dec. 31, 2013. As of March 31, 2015, the Company had $14.02 million in total assets, $10.3 million in total liabilities and $3.73 million in total stockholders' equity. BDO USA, LLP, in Miami, Florida, issued a "going concern" qualification in its report on the consolidated financial statements for the year ended Dec. 31, 2014. The accounting firm said that the Company has suffered recurring losses from operations and has used substantial amounts of cash to fund its operating activities that raise substantial doubt about its ability to continue as a going concern. NIRVANA INC: U.S. Trustee Forms 3-Member Creditors Committee ------------------------------------------------------------ William K. Harrington, U.S. Trustee for Region 3, appointed three creditors to serve on the Official Committee of Unsecured Creditors in the Chapter 11 cases of Nirvana Inc. and its debtor-affiliates. The members of the Committee are: 1. DWS Associates, Inc. 89 North Industry Court Deer Park, NY 11729 Attention: Craig Smith Tel: (631) 667-6666 2. Nan Ya Plastics 9 Peach Tree Hill Road Livingston, NJ 07039 Attention: George Chan G. Controller Tel: (973) 716-7488 3. XPO Logistics-Brokerage 13777 Ballantyne Corp Place Charlotte, NC 28277 Attention: Joseph Lain Tel: (704) 594-3456 Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at a debtor's expense. They may investigate the debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. About Nirvana Inc. Nirvana Inc. is a manufacturer and bottler of spring water that is captured from four natural springs on 1,600 acres of property located in the foothills of the Adirondack Mountains at Forestport, New York. Nirvana says its water is exceptionally pure and flows naturally to the surface at a temperature of 42 degrees Fahrenheit. Nirvana is a closely-held New York corporation with a principal office located at One Nirvana Plaza, Forestport, New York. Nirvana was formed on June 2, 1995 by Mozafar Rafizadeh and his brother, Mansur Rafizadeh. Nirvana, Inc., and three affiliates -- Nirvana Transport, Inc., Nirvana Warehousing, Inc. and Millers Wood Development Corp. -- sought Chapter 11 bankruptcy protection (Bankr. N.D.N.Y. Lead Case No. 15-60823) in Utica, New York, on June 3, 2015. The cases are assigned to Judge Diane Davis. According to the docket, the Debtors' Chapter 11 plan and disclosure statement are due Oct. 1, 2015. The deadline for filing claims by governmental units is Nov. 30, 2015. The Debtors tapped Bond, Schoeneck & King, PLLC, as general counsel, and Teitelbaum & Baskin, LLC, as special counsel. NVA HOLDINGS: Moody's Assigns 'B1' Rating to First Lien Term Loan ----------------------------------------------------------------- Moody's Investors Service assigned a B1 (LGD 3) rating to NVA Holdings, Inc.'s proposed $25 million senior secured delayed draw first lien term loan. NVA's B3 Corporate Family Rating, B3-PD Probability of Default Rating, and B1 rating for the company's existing senior secured first lien credit facilities, including a $70 million revolver and first lien term loan (being upsized by $50 million), remain unchanged. Also unchanged is the Caa2 rating for NVA's $160 million senior secured second lien term loan. The rating outlook is stable. The proceeds from the $50 million upsize of the first lien term loan and $25 million delayed draw first lien term loan (fungible with the existing term loan) will be used primarily to fund near-term acquisitions under signed letters of intent, add balance sheet cash, and pay transaction fees and expenses. Moody's expects the delayed draw first lien term loan to be funded by late-September. On a pro forma basis for the transaction, the company's adjusted financial leverage remains over 7 times for the twelve months ended March 31, 2015. Moody's expects the add-ons to be leverage neutral and support NVA's liquidity profile through the maintenance of full availability under its revolving credit facility and increased balance sheet cash. Following is a summary of Moody's rating assignment on NVA Holdings, Inc.: $25 million delayed draw first lien term loan, at B1 (LGD 3) The following ratings of NVA Holdings, Inc. are unchanged: Corporate Family Rating, B3 Probability of Default Rating, B3-PD Senior secured revolving credit facility, B1 (LGD 3) Senior secured first lien term loan (being upsized to $475 million from $425 million), B1 (LGD 3) Senior secured second lien term loan, Caa2 (LGD 5) The rating outlook is stable. The ratings are subject to review of final documentation. RATINGS RATIONALE NVA's B3 Corporate Family Rating reflects the company's very high financial leverage, small absolute revenue size, and uncertainty related to the pace of acquisitions over the near-to-intermediate-term and the extent to which incremental debt will be utilized. However, NVA's credit profile benefits from its solid market presence as a leading provider of freestanding veterinary hospitals in the U.S., with a diverse geographic footprint across 39 states and Canada. While Moody's expects positive organic same-store sales growth over the next 12 to 18 months, the company will likely also pursue growth through an aggressive acquisition strategy. However, while part of this strategy will likely involve incremental debt and potentially reduce available external liquidity sources, the rating is supported by the company's flexibility to temper the pace of acquisitions should the operating environment deteriorate or if the company's cash needs increase. The rating outlook is stable, reflecting the company's relatively stable business profile and positive free cash flow generation, as well as Moody's expectation that credit metrics will improve over the next year driven by higher earnings. The stable rating outlook does not incorporate significant debt-funded acquisitions or shareholder distributions. The ratings could be downgraded if the company faces top-line and earnings pressure such that operating margins, cash flow, or liquidity deteriorate. The ratings could also be downgraded if debt-to-EBITDA leverage is not reduced meaningfully over the next 12 to 18 months, or if the company engages in material debt-financed shareholder initiatives. The ratings could be upgraded if NVA sustains revenue and earnings growth that would enable the company to reduce and sustain its adjusted debt-to-EBITDA below 6.0 times. Based in Agoura Hills, California, NVA Holdings, Inc. is a leading provider of veterinary medical services, operating approximately 268 locally-branded animal hospitals across the United States as of March 31, 2015. NVA provides medical, diagnostic testing, and surgical services to support veterinary care. The company also offers ancillary services including boarding and grooming, and the sale of pet food and other retail pet care products. NVA is privately-owned by funds affiliated with financial sponsor, Ares Management LLC ("Ares"). On a reported basis, the company generated revenues of approximately $462 million for the twelve months ended March 31, 2015. OZ GAS: Court Authorizes Transfer of $22K to Oz ----------------------------------------------- Guy C. Fustine, Chapter 11 Trustee for Debtors Oz Gas, Ltd., Great Plains Exploration, LLC, and John D. Oil and Gas Company, sought and obtained from Judge Thomas P. Agresti of the U.S. Bankruptcy Court for the Western District of Pennsylvania, authority to transfer $3,000 from JDOG to Oz and $19,000 from GPE to Oz. Mr. Fustine tells the Court that the cash is needed for fuel, utilities, payroll and U.S. Trustee fees through the end of June, 2015. He further tells the Court that the transfers are in the ordinary course of business because Oz, JDOG and GPE periodically make advances on behalf of one another, which are reimbursed based upon an allocation of the amount involved. The Chapter 11 Trustee can be reached at: Guy C. Fustine, Esq. John F. Kroto, Esq. KNOX MCLAUGHLIN GORNALL & SENNETT, P.C. 120 West Tenth Street Erie, PA 16501-1461 Telephone: (814)459-2800 E-mail: gfustine@kmgslaw.com jkroto@kmgslaw.com About Oz Gas Mentor, Ohio-based John D. Oil & Gas Co., is in the business of  acquiring, exploring, developing, and producing oil and natural gas in Northeast Ohio. The Company has 58 producing wells. The Company also has one self storage facility located in Painesville, Ohio. The self-storage facility is operated through a partnership agreement between Liberty Self-Stor Ltd. and the Company. John D. Oil's affiliated entities -- Oz Gas, LTD., and Great Plains Exploration, LLC -- filed voluntary Chapter 11  petitions (Bankr. W.D. Pa. Case Nos. 12-10057 and 12-10058) on Jan. 11, 2012. Two days later, John D. Oil filed its own Chapter 11 petition (Bankr. W.D. Pa. Case No. 12-10063). On Nov. 21, 2011, at the request of the lender RBS Citizens, N.A., dba Charter One, a receiver was appointed for all three corporate Debtors, in the United States District Court for the Northern District of Ohio at case No. 11-cv-2089-CAB. District Judge Christopher A. Boyko issued an order appointing Mark E. Dottore as receiver. The Receivership Order was appealed to the Sixth Circuit Court of Appeals on Dec. 19, 2011, and the appeal is currently pending. Judge Thomas P. Agresti oversees the Chapter 11 cases. Robert S. Bernstein, Esq., at Bernstein Law Firm P.C., serves as counsel to the Debtors. Each of Great Plains and Oz Gas estimated $10 million to $50 million in assets and debts. John D. Oil's balance sheet at Dec. 31, 2011, showed $6.98 million in total assets, $13.26 million in total liabilities, and a stockholders' deficit of $6.28 million. The petitions were signed by Richard M. Osborne, CEO. The U.S. Trustee said a committee under 11 U.S.C. Sec. 1102 has not been appointed because no unsecured creditor responded to the U.S. Trustee's communication for service on the committee. PARTY CITY: Moody's Assigns B3 Rating on $350MM Noes Due 2023 ------------------------------------------------------------- Moody's Investors Service assigned a B3 rating to Party City Holdings Inc.'s proposed $350 million senior unsecured notes due 2023. Proceeds from the proposed notes will be used to redeem the remaining $350 million 8.875% senior unsecured notes due 2020 that were not called for redemption as part of Party City's July 28, 2015 refinancing announcement. The B3 rating on the proposed senior unsecured notes considers the junior position to Party City's proposed $540 million asset-based revolving credit facility (not rated) and proposed $1.34 billion secured term loan. The assigned rating is subject to review of final documentation. The transaction is a credit positive for Party City as it is expected to further reduce interest costs and lengthen the company's debt maturity profile. The following ratings were assigned: Party City Holdings Inc.: -- $350 million guaranteed senior unsecured notes due 2023 at B3 (LGD 6). The following ratings are unchanged: Party City Holdings Inc.: -- Corporate Family Rating at B1; -- Probability of Default Rating at B1-PD; -- Proposed $1.34 billion senior secured term loan due 2022 at B1 (LGD4); -- Speculative Grade Liquidity Rating at SGL-2; -- Outlook: Positive. The following ratings are unchanged and will be withdrawn upon completion of the proposed refinancing: Party City Holdings Inc.: -- Senior secured term loan due 2019 at Ba3 (LGD3); -- Guaranteed senior unsecured notes due 2020 at B3 (LGD 5). RATINGS RATIONALE Party City's B1 Corporate Family Rating reflects the company's narrow business focus on party goods and accessories and it's high financial leverage, as measured by forma lease-adjusted debt/EBITDA, of 5.4x. The rating also reflects that Party City remains a 'controlled company' as defined by the SEC with affiliates of Thomas H. Lee Partners, L.P. ("THL") and Advent International Corporation ('Advent"), who have a history of funding sizable debt financed dividends, still holding over 70% of the outstanding shares in the company. The rating is supported by Party City's strong market presence in both retail and wholesale, growing geographic diversification, relative demand stability of party goods and accessories, and track record of integrating acquisitions and achieving cost savings, all of which should enable continued future steady growth and metric improvement. Liquidity is good, as cash flow and revolver availability are expected to be more than sufficient to cover cash flow needs over the next 12-18 months. The positive outlook reflects Moody's expectation for steady improvement in debt protection metrics due to the relatively stable demand characteristics of party goods and accessories, and continued successful integration of potential future bolt-on acquisitions. Ratings could be upgraded through sustained growth in revenue and profitability leading to improved credit metrics. Clarity around future financial policies, such as demonstrating the willingness and ability to sustainably reduce debt and improve credit metrics, and reduced private equity ownership could also support a ratings upgrade. Specific metrics include lease-adjusted debt to EBITDA sustained below 5.0x and EBITA /interest expense is sustained above 2.5x. Ratings could be downgraded if the company's operating performance were to sustainably weaken due to declines in consumer discretionary spending, heightened competition or integration issues, more aggressive financial policies or a material erosion in liquidity. Metrics include debt/EBITDA sustained above 6.0x or if EBITA/interest below 1.75x. Party City Holdings Inc. is a designer, manufacturer, distributor and retailer of party goods and related accessories. The company's retail brands principally include Party City and Halloween City. Total revenue exceeded $2.3 billion for the twelve month period ended March 31, 2015. Following its IPO in April 2015, the company remains majority owned by Thomas H. Lee Partners, L.P. ("THL"). PARTY CITY: S&P Assigns 'CCC+' Rating on New $350MM Notes Due 2023 ------------------------------------------------------------------ Standard & Poor's Ratings Services assigned its 'CCC+' issue-level rating to Elmsford, N.Y.-based Party City Holdings Inc.'s proposed $350 million senior unsecured notes due 2023. The recovery rating on the notes is '6', indicating S&P's expectation for minimal recovery, in the 0% to 10% range, in the event of payment default. The company plans to use the proceeds to pay down its existing $350 million senior unsecured notes due in 2020. The refinancing of the existing notes will have no meaningful impact on credit metrics. Pro forma for the transaction, S&P continues to expect leverage to be in the mid-5.0x range and funds from operations to debt to be in the mid-9.0% range. S&P's 'B' corporate credit rating and positive outlook on Party City are unchanged. RATINGS LIST Party City Holdings Inc. Corporate Credit Rating B/Positive/-- Senior Unsecured $350mil nts due 2023 Local Currency CCC+ Recovery Rating 6 PLUG POWER: Registers Possible Resale of 7.8 Million Shares ----------------------------------------------------------- Plug Power Inc. filed a Form S-3 registration statement with the Securities and Exchange Commission relating to the potential resale from time to time by Axane, S.A. of some or all of the 7,886,598 shares of the Company's common stock held by the selling stockholder. The registration of the offer and sale of the securities covered by this prospectus does not necessarily mean that any of the securities will be offered or sold by the selling stockholder. The Company will receive no proceeds from any resale of the shares of common stock, but the Company has agreed to pay certain registration expenses. The Company's common stock is traded on the NASDAQ Capital Market under the symbol "PLUG." On July 31, 2015, the last reported sale price of the Company's common stock on the NASDAQ Capital Market was $2.59 per share. A copy of the prospectus is available at http://is.gd/vDCcIj About Plug Power Plug Power Inc. is a provider of alternative energy technology focused on the design, development, commercialization and manufacture of fuel cell systems for the industrial off-road (forklift or material handling) market. Plug Power reported a net loss attributable to common shareholders of $88.6 million on $64.2 million of total revenue for the year ended Dec. 31, 2014, compared to a net loss attributable to common shareholders of $62.8 million on $26.6 million of total revenue for the year ended Dec. 31, 2013. As of March 31, 2015, the Company had $189 million in total assets, $39.1 million in total liabilities, $1.15 million in series C convertible redeemable preferred stock and $149 million in total stockholders' equity. Bankruptcy Warning "Our cash requirements relate primarily to working capital needed to operate and grow our business, including funding operating expenses, growth in inventory to support both shipments of new units and servicing the installed base, and continued development and expansion of our products. Our ability to achieve profitability and meet future liquidity needs and capital requirements will depend upon numerous factors, including the timing and quantity of product orders and shipments; the timing and amount of our operating expenses; the timing and costs of working capital needs; the timing and costs of building a sales base; the timing and costs of developing marketing and distribution channels; the timing and costs of product service requirements; the timing and costs of hiring and training product staff; the extent to which our products gain market acceptance; the timing and costs of product development and introductions; the extent of our ongoing and any new research and development programs; and changes in our strategy or our planned activities. We expect that we may require significant additional capital to fund and expand our future operations. In particular, in the event that our operating expenses are higher than anticipated or the gross margins and shipments of our products are lower than we expect, we may need to implement contingency plans to conserve our liquidity or raise additional capital to meet our operating needs. Such plans may include: a reduction in discretionary expenses, funding from licensing the use of our technologies, debt and equity financing alternatives, government programs, and/or a potential business combination, strategic alliance or sale of a portion or all of the Company. If we are unable to fund our operations and therefore cannot sustain future operations, we may be required to delay, reduce and/or cease our operations and/or seek bankruptcy protection," the Company said in its 2014 annual report. PRESIDENTIAL REALTY: Unit Inks $1.7MM Loan Agreement with Natixis ----------------------------------------------------------------- Palmer-Mapletree LLC, a wholly-owned subsidiary of Presidential Realty Corporation, on July 28, 2015, entered into a loan agreement with Natixis Real Estate Capital LLC in the principal amount of $1,750,000 in order to refinance the Palmer-Mapletree's Mapletree Industrial Center located in Palmer, Massachusetts. The Loan replaces Palmer-Mapletree's prior loan agreement and mortgage on the Mapletree Property which was entered into on June 8, 2012. Palmer-Mapletree refinanced the Prior Loan in favor of the terms and conditions of the Loan. Accordingly, the Prior Loan was satisfied on July 28, 2015. The Loan matures on Aug. 5, 2025. From and after the date of the Loan Agreement, interest on the unpaid principal amount of the Loan accrues at a rate of 6.031% per annum. Payments are made by Palmer-Mapletree on the 5th day of each calendar month until maturity and include monthly debt service based on the interest rate and amortization. The Loan is evidenced by a Promissory Note dated as of July 28, 2015, in the amount of the Loan. Pursuant to the Loan Agreement and Promissory Note, Palmer-Mapletree entered into a Mortgage, Assignment of Leases and Rents and Security Agreement dated as of July 28, 2015, to the Lender to secure the payment of the Promissory Note and all sums which may become due in connection with the Loan. Under the Mortgage, Palmer-Mapletree irrevocably mortgages and grants a security interest, to and in favor of the Lender. The net proceeds of the Loan were used (i) to repay the existing mortgage loan on the property in the amount of $934,793, inclusive of interest and principal; and (ii) $123,757 was set aside for capital improvements and reserves for the Mapletree Property. The remainder of $585,125 is available as general working capital. Additionally, pursuant to the amendments dated May 14, 2015, to employment agreements with three of the Company's former officers, as previously disclosed, the Company has agreed to pay an aggregate settlement amount of $150,000 to the Prior Officers. Pursuant to the Amendments, on July 28, 2015, the Company granted options to the Prior Officers pursuant to the terms of Option Agreements dated July 28, 2015, with the Prior Officers. The Option Agreements provide that upon an underwritten registered public offering of equity securities of the Company with gross proceeds of not less than $20,000,000, each Prior Officer will be issued the number of shares of common stock equal to (a) the aggregate amount released by such Prior Officer divided by (b) the price per share established pursuant to the Secondary Offering of the Company. About Presidential Realty Headquartered in White Plains, New York, Presidential Realty Corporation, a real estate investment trust, is engaged principally in the ownership of income-producing real estate and in the holding of notes and mortgages secured by real estate or interests in real estate. On Jan. 20, 2011, Presidential stockholders approved a plan of liquidation, which provides for the sale of all of the Company's assets over time and the distribution of the net proceeds of sale to the stockholders after satisfaction of the Company's liabilities. Presidential Realty reported net income of $2.47 million on $847,000 of total revenues for the year ended Dec. 31, 2013, as compared with a net loss of $2.33 million on $780,000 of total revenues in 2012. As of March 31, 2015, the Company had $1.1 million in total assets, $1.97 million in total liabilities and a $865,290 total deficit. Baker Tilly Virchow Krause, LLP, in Melville, New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has suffered recurring losses from operations and has a working capital deficiency. These factors raise substantial doubt about its ability to continue as a going concern. RECOVERY CENTERS: Wants Oct. 5 Claims Bar Date for Add'l Employees ------------------------------------------------------------------- Recovery Centers of King County asks the U.S. Bankruptcy Court for the Western District of Washington, in Seattle, to approve its proposed mechanism for the handling of potential employee wage claims. Emily Jarvis, Esq., at Wells and Jarvis, P.S., in Seattle, Washington, tells the Court that the Debtor listed on its initial Schedule E, a number of disputed, liquidated, and contingent wage claims which stemmed from under or unpaid overtime hours worked by a certain category of former employees, and were determined through an audit that was conducted prepetition by the U.S. Department of Labor. Ms. Jarvis further tells the Court that most, if not all of the Audit employees were misclassified when the Debtor treated them as salaried, as they ought to have been paid on an hourly basis. Ms. Jarvis informs the Court that the Audit Employee claims have been moved from Schedule E to an amended Schedule F, where they are no longer listed as disputed, contingent, or unliquidated. Ms. Jarvis says that the Audit Employees represent only a section of the total employees who worked for the Debtor in recent years. Out of a sense of caution, she says that the Debtor proposes to add to the Debtor's creditor mailing list all other former employees who worked at the business from Dec. 1, 2011, up to the closing of its clinics just before the bankruptcy petition date. She relates says that unlike the Audit Employees, it is unclear whether the Additional Employees hold any claims for unpaid or underpaid wages. Ms. Jarvis tells the Court that to the extent questions have been raised as to the discrepancies in the Debtor's bookkeeping and employment records and practices, the Debtor proposes to give all of the former employees from that time period, regardless of whether the audit found they had claims, the opportunity to submit claims for unpaid or underpaid wages. The Debtor asks the Court to set a new bar date for employee claims on Oct. 5, 2015, to provide the Additional Employees sufficient notice and time to file a claim. Objection Filed The Unsecured Creditor's Committee filed its objection, alleging that the proposed notices to the Additional Employees are generic notices that do not provide potential claimants with sufficient information to know what of their rights may have been abridged under the Revised Code of Washington or the Washington Administrative Code sections cited in the Complaint. The Creditors Committee contends that providing the additional information relating to the issues raised in the Complaint would be sufficient to apprise interested parties of an opportunity to present objections. In response, the Debtor revised its proposed notice, incorporating further information regarding the particulars of the potential basis for the claims, and allowing any interested party to request and/or view a copy of the state court complaint. Recovery Centers of King County is represented by: Emily Jarvis, Esq. WELLS AND JARVIS, P.S. 502 Logan Building 500 Union Street Seattle, WA 98101-2332 Telephone: (206)624-0088 Facsimile: (206)624-0086 The Unsecured Creditors' Committee is represented by: Gloria Z. Nagler, Esq. Michael M. Sperry, Esq. NAGLER LAW GROUP, P.S. 720 Olive Way, #1000 Seattle, WA 98101-2332 Telephone: (206)224-3460 Facsimile: (844)556-6717 E-mail: gloria@naglerlaw.com michael@naglerlaw.com About Recover Centers of King County Recovery Centers of King County -- http://www.rckc.org/-- provided Central Seattle and South King County residents with a continuum of care for those who suffer with alcoholism or other drug addiction. RCKC filed a Chapter 11 case (Bankr. W.D. Wash. Case No. 15-13060) on May 15, 2015. Judge Timothy W. Dore presides over the case. The Debtor tapped  Jeffrey B Wells, Esq., at Wells and Jarvis, P.S., in Seattle, as  counsel. The Debtor's Chapter 11 plan contemplates the sale of its real estate located at 464 - 12th Ave S, Seattle, Washington, 1701 18th Ave. S, Seattle, WA and 505 Washington Ave. S., Kent, Washington. The Debtor will sell real property located at 464 12th Avenue, in Seattle, Washington, to Low Income Housing Institute for $4.1 million. Bank of America, N.A., is the Debtor's secured lender. The U.S. Trustee for Region 18 appointed five creditors to serve in the Official Unsecured Creditors Committee. The Committee is represented by Nagler Law Group, P.S. RSP PERMIAN: $200MM Add-on Notes No Impact on Moody's Ratings ------------------------------------------------------------- Moody's Investors Service said that RSP Permian, Inc.'s proposed offering of $200 million senior unsecured notes will not have any impact on its credit ratings or stable outlook. The notes will be issued as an add-on to the company's 6.625% senior unsecured notes due 2022 and will be part of the same series of debt securities, rated B3 by Moody's. The B2 Corporate Family Rating (CFR), B2-PD Probability of Default Rating (PDR) and stable outlook are not affected by this action. Proceeds of the proposed offering, in conjunction with $181.1 million in gross proceeds from the equity offering priced on August 4, 2015 and the 15% underwriter greenshoe exercised in full on August 5, 2015, will be used to fund the bolt-on acquisitions of additional acreage in the Midland Basin, repay outstanding borrowings under the company's revolving credit facility and for general corporate purposes. RATINGS RATIONALE The new notes will be issued under the same indenture governing RSP's existing 6.625% senior unsecured notes. The B3 rating of RSP's senior unsecured notes reflects the subordination to the $500 million secured borrowing base revolving credit facility and its priority claim to the company's assets. The size of the revolver relative to RSP's outstanding senior unsecured notes results in the notes being rated one notch below the B2 CFR under Moody's Loss Given Default Methodology. However, if the borrowing base grows significantly in the future, increasing the proportion of secured debt relative to unsecured debt in the capital structure, it is possible that RSP's notes could be double-notched. On August 3, 2015, RSP announced it recently acquired or signed agreements to acquire around 5,700 net acres in the Midland Basin for a total purchase price of approximately $274 million from multiple sellers. RSP has also offered to purchase other working interest partners in the new acreage that could increase the aggregate purchase price of the acquisition by approximately 10-15%. These bolt-on acquisitions expand RSP's existing roughly 47,000 net acres in the Midland Basin, with new acreage that is 100% operated and entirely held by production. The acquisitions benefit from existing operations and infrastructure where RSP has experience in drilling and completing wells. RSP's leverage metrics will initially weaken as the acquisitions have limited production and are partly debt-funded. However, the acquisitions enhance RSP's opportunity set and add to its existing modest acreage position, and additional reserves, production and cash flow are expected to materialize with RSP's drilling program over time. The B2 CFR reflects RSP's modest size and scale compared to other E&P peers. However, the rating acknowledges the significant additional growth opportunities embedded in the company's Permian Basin acreage. The rating also considers the company's relatively strong cash margins derived from the high-quality oil production, while factoring in the significant capital that is needed to develop RSP's assets in West Texas. The company operates almost all of its proved reserves, providing a high degree of operational control and with it the flexibility to reduce spending should market conditions continue to pressure commodity prices. RSP should have good liquidity through mid-2016 as indicated by its SGL-2 Speculative Grade Liquidity Rating. Pro forma for the notes offering, equity offering and the acquisitions, RSP should have nothing outstanding on its $500 million secured borrowing base revolving credit facility and over $50 million in cash as of June 30, 2015. RSP is also in discussions with its borrowing base lenders and expects its borrowing base to increase 20% substantially concurrent with the expected closing of the pending bolt-on acquisitions before August 15, 2015. Moody's anticipates RSP's $400-450 million 2015 capital budget to significantly exceed cash flow, and is expected to be funded with cash on hand and drawings under the revolver. The revolver requires RSP to maintain a current ratio in excess of 1x, debt to EBITDA below 4.5x, and secured debt to EBITDA below 3.5x. Moody's believes the company will remain in compliance through mid-2016. The outlook is stable. RSP could be upgraded if it can maintain production above 30,000 boe per day while maintaining debt to average daily production below $40,000 and retained cash flow to debt above 25%. A downgrade would be considered if RSP's debt to average daily production is sustained above $50,000 or if retained cash flow to debt falls below 15%. Accelerated capital spending leading to weak liquidity could also prompt a downgrade. RSP Permian, Inc. is an independent E&P company headquartered in Dallas, Texas. SABINE OIL: Aug. 10 Final Hearing on Equity Trading Protocol ------------------------------------------------------------ Judge Shelley C. Chapman of the U.S. Bankruptcy Court for the Southern District of New York gave Sabine Oil & Gas Corporation, et al., interim authority to establish notification and hearing procedures for transfers of and declarations of worthlessness with respect to common stock and preferred stock. Under the protocol, any entity that currently is or becomes a Substantial Shareholder must file with the Court a declaration of its status. A "Substantial Shareholder" is any entity or individual that has Beneficial Ownership of at least 9,626,217 shares of Common Stock, representing approximately 4.5 percent of all issued and outstanding shares of Common Stock, entity or individual that has Beneficial Ownership of at least 112,902 shares of Preferred Stock, representing approximately 4.5 percent of all issued and outstanding shares of Preferred Stock. The final hearing will be held on Aug. 10, 2015, at 10:00 a.m., prevailing Eastern Time. 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. SALON MEDIA: WGA to Serve as Collective Bargaining Representatives ------------------------------------------------------------------ Salon Media Group, Inc., announced that it and approximately 25 of its editorial employees have agreed that the Writers Guild of America, East, Inc., will serve as the collective bargaining representative of these editorial employees. The Company expects to commence negotiations of a collective bargaining agreement in the near future. The Company does not expect to comment further on the subject until those negotiations have been completed. About Salon Media San Francisco, Calif.-based Salon Media Group (OTC BB: SLNM.OB) -- http://www.Salon.com/-- is an online news and social networking company and an Internet publishing pioneer. Salon Media reported a net loss of $3.9 million on $4.9 million of net revenues for the year ended March 31, 2015, compared to a net loss of $2.2 million on $6 million of net revenues for the year ended March 31, 2014. As of March 31, 2015, the Company had $1.6 million in total assets, $8.2 million in total liabilities and a $6.6 million total stockholders' deficit. Burr Pilger Mayer, Inc., in San Francisco, California, issued a "going concern" qualification on the consolidated financial statements for the year ended March 31, 2015, citing that the Company has suffered recurring losses and negative cash flows from operations and has an accumulated deficit of $122.6 million as of March 31, 2015. These conditions raise substantial doubt about its ability to continue as a going concern. SEARS HOLDINGS: Moody's Affirms 'Caa1' Corporate Family Rating -------------------------------------------------------------- Moody's Investors Service revised Sears Holdings Corp.'s rating outlook to stable from negative. Moody's also upgraded the company's first lien ABL term loan due 2018 to Ba3 from B1. All other ratings including the Caa1 Corporate Family Rating were affirmed. The revision in the rating outlook reflects the meaningful improvement in Sears liquidity profile following the closing of various real estate transactions with Seritage Growth Properties and joint ventures with three large mall owners and operators which generated approximately $3 billion in cash. Sears liquidity profile also benefitted from the extension of $1.971 billion of its current $3.275 billion asset-based revolving credit facility to July 20, 2020 (the unextended balance of approximately $1.3 billion remains in place, but will expire in April 2016). After these recent transactions involving 266 properties, Sears still retains ownership of over 415 properties which remain a future source of potential liquidity. At the same time while Sears' operating losses remain sizable, the company has seen year-over-year improvement in each of the past four quarters as the company is focused on its more profitable segments and reducing duplicative marketing costs. The upgrade in the rating of the first lien ABL term loan reflects the expected reduction in the revolving credit component of the asset-based revolver in 2016. As a result of the lower longer term revolving commitment, recovery expectations for the ABL term lenders have increased. We note Sears has announced it is tendering for up to $1 billion of its senior secured second-lien notes due 2018. We would not anticipate any rating changes in any of Sears debt instruments if this tender is successful. The following ratings were upgraded: Sears Holdings Corp. Senior Secured Bank Term Loan due 2018 to Ba3, LGD2 from B1, LGD2 Outlook Change: Sears Holdings Corp: Outlook, Changed to Stable from Negative Sears Roebuck Acceptance Corp. Outlook, Changed to Stable from Negative The following ratings were affirmed: Sears Holdings Corp. Corporate Family Rating, Affirmed Caa1 Probability of Default Rating, Affirmed Caa1-PD Speculative Grade Liquidity Rating, Affirmed SGL-2 Senior Secured Regular Bond/Debenture due 2018, Affirmed Caa1, LGD assessment revised to LGD3 from LGD4 8% Senior Unsecured Notes due 2019, Affirmed Caa3, LGD6 Shelf, Affirmed (P)Caa3 Sears Roebuck Acceptance Corp. Senior Unsecured Regular Bond/Debenture, Affirmed Caa2, LGD5 Commercial Paper, Affirmed NP RATINGS RATIONALE Sears' Caa1 rating reflects the company's sizable operating losses -- Domestic Adjusted EBITDA (as defined by Sears) was a loss of $531 million in the latest 12 month period (at the mid point of the company's guidance for Q2 2015). At this level of performance cash burn -- after capital expenditures ($230 million), cash interest (around $280 million pro-forma for the issuance of its October 2019 notes, but with no benefit to any cost savings from possible debt repayment) and pro-forma for incremental rent associated with its recent sale/leaseback transactions (initially $182 million, which could reduce if Sears exits stores or the REIT recaptures space) is near $1.2 billion per annum. While the company's liquidity profile has improved it remains uncertain if the company's operating strategies will be sufficient for its cash burn to approach breakeven levels. While the company maintains a sizable asset base its debts are significant with approximately $2.5 billion of funded debt (assuming repayment of $1.0 billion of its second-lien notes due 2018) as well as an unfunded pension obligation of $2.3 billion. The ratings also reflect our view on the uncertainty of the viability of the Kmart franchise in particular given its meaningful market share erosion. The Caa1 ratings also reflects that even after recent transactions, Sears still retains ownership of around 415 properties across the Sears and Kmart banners and the Seritage transaction demonstrates the company's ability and willingness to monetize its real estate and the value in these holdings. We also recognize the nature of the arrangements with Seritage and the joint ventures with three large mall developers provide flexibility for Sears to reduce its store footprint over time, which we think has the potential to be a positive for Sears. That said the company is seeing persistent declines in market share, and it is not clear that these actions will be sufficient to offset other headwinds for the company and to have a meaningful impact on its high cash burn. The stable rating outlook reflects that the company's liquidity is expected to remain good as the recent transactions and the ability to monetize additional real estate as need to maintain liquidity. The stable outlook also considers the company's benign debt maturity profile with no meaningful debt maturities until 2018 though it does have to make minimum pension contributions of approximately $595 million in 2015 and 2016. Should the company's tender for up to $1.0 billion of its second-lien notes due 2018 be successful, its refinancing needs in 2018 as well would moderate materially. Ratings could be upgraded if the company were to make meaningful further progress improving operating results while maintaining a good liquidity profile. Quantitatively ratings could be upgraded if we expected EBITDA-Cap Ex to interest to sustainably approach 1 times while maintaining a good liquidity profile. Ratings could be lowered if the company's unencumbered asset base continued to erode while adjusted EBITDA losses remained significant and asset sale proceeds primarily used to fund operating losses. Ratings could be downgraded if the company's liquidity were to become more constrained, operating losses widened beyond current levels, or if probability of default were to otherwise increase. Headquartered in Hoffman Estates, IL, Sears Holdings Corporation through its subsidiaries, including Sears, Roebuck and Co. and Kmart Corporation, operates 1,716 stores in US as of May 2, 2015. For the most recent LTM period, domestic revenues were $27.8 billion. 48.5% of Sears Holdings' common stock is held by entities affiliated with Sears Chairman and CEO Mr. Edward S. Lampert. SIGA TECHNOLOGIES: U.S. Trustee Objects to Cash Performance Bonus ----------------------------------------------------------------- Siga Technologies, Inc., is asking the U.S. Bankruptcy Court for the Southern District of New York for approval for the payment of annual performance bonus to four senior executive officers and authorization to implement a key employee retention plan. The Debtor seeks to give a cash performance bonus to these senior executives: (i) Chief Executive Officer, Dr. Eric A. Rose; (ii) Vice President and Chief Scientific Officer, Dr. Dennis E. Hruby; (iii) Executive Vice President and Chief Financial Officer, Daniel J. Luckshire; and (iv) Executive Vice President and General Counsel, William J. Haynes II. William K. Harrington, the United States Trustee for Region 2 objects to the Debtor's motion. The U.S. Trustee asserts that the Debtor is seeking authority to incur an administrative expense for the bonus plan notwithstanding Congress' mandate through Section 503(c) of the Bankruptcy Code that bonuses to insiders are not to be authorized absent factual and circumstantial justification. He argues that the Debtor has not provided any evidence that the Bonus Plan is primarily incentivizing and not primarily retentive and the Court, the United States Trustee and interested parties should not be required to guess as to what analysis the Debtor would have applied if it had applied the correct legal framework. The Debtor's counsel, Stephen Karotkin, Esq., at Weil, Gotshal & Manges LLP, in New York, New York, tells the Court that the Debtor and the Committee of Unsecured Creditors have agreed on the payment of the Cash Performance Bonus for 2014 to the four Officers, provided that, 20% of each such bonus will be deferred and not paid until the effective date of a plan of reorganization in the Debtor's chapter 11 case. Mr. Karotkin argues that the Cash Performance Bonus is not a retention plan. He explains that it is premised on achieving levels of performance in light of the company's goals and objectives, all of which are designed to maximize value and SIGA's long-term potential. Mr. Karotkin further tells the Court that the proposed bonuses are incentive driven, modest in the context of the case and the Debtor's assets and liabilities, and certainly within industry norms. He says that under these circumstances, the proposed Cash Performance Bonus is clearly a sound exercise of the Debtor's business judgment and payment thereof is justified by the facts and circumstances of the Debtor's chapter 11 case. William K. Harrington, Unites States Trustee for Region 2 is represented by: Richard C. Morrissey, Esq. U.S. Federal Office Building 201 Varick Street, Suite 1006 New York, NY 10014 Telephone: (212)510-0500 Siga Technologies, Inc. is represented by: Stephen Karotkin, Esq. WEIL, GOTSHAL & MANGES LLP 767 Fifth Avenue New York, NY 10153 Telephone: (212)310-8000 Facsimile: (212)310-8007 E-mail: stephen.karotkin@weil.com About Siga Technologies Publicly held SIGA Technologies, Inc., with headquarters in Madison Avenue, New York, is a biotech/pharmaceutical company that specializes in the development and commercialization of solutions for serious unmet medical needs and biothreats. SIGA's lead product is Tecovirimat, also known as ST-246, an orally administered antiviral drug that targets orthopox viruses. SIGA sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 14-12623) on Sept. 16, 2014, in Manhattan. The case is assigned to Judge Sean H. Lane.   The Debtor has tapped Weil, Gotshal & Manges LLP, as counsel, and Prime Clerk LLC as claims agent. The Debtor's Chapter 11 plan and disclosure statement are due May 14, 2015.   The Debtor disclosed total assets of $131,669,746 and $7,954,645 in liabilities as of the Chapter 11 filing. The Statutory Creditors' Committee is represented by Martin J.  Bienenstock, Esq., Scott K. Rutsky, Esq., and Ehud Barak, Esq., at Proskauer Rose LLP. The Committee tapped to retain Guggenheim Securities, LLC, as its financial advisor and investment banker. SIGNAL INT'L: Trafficking Claimants' Attys File Disclosures ----------------------------------------------------------- Several law firms filed with the U.S. Bankruptcy Court for the District of Delaware verified statements pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure disclosing their representation of trafficking claimants in the Chapter 11 cases of Signal International, Inc., and its debtor affiliates. Skadden, Arps, Slate, Meagher & Flom LLP, beginning in early 2013, represents certain litigation claimants referred to as the "Chakkiyattil Trafficking Claimants." On August 7, 2013, the Chakkiyattil Trafficking Claimants and certain other individuals filed a Complaint against, among other entities and persons, debtors Signal International, LLC and Signal International, Inc., thereby commencing the action now styled Chakkiyattil, et al. v. Signal International, LLC, et al., No. 2:13-cv-06219-SM-DEK (E.D. La.). Kilpatrick Townsend & Stockton LLP and Bayard, P.A., represent the "Samuel Trafficking Plaintiffs." On May 21, 2013, the Samuel Trafficking Plaintiffs and another individual filed a Complaint against, among other entities and persons, debtors Signal International, Inc.; Signal International, LLC; Signal International Texas G.P., and Signal International Texas, L.P., thereby commencing the action styled Samuel v. Signal International, L.L.C. No. 1:13-cv-00323 (E.D. Tex.). Covington & Burling LLP and Bayard, PA, represents litigation claimants referred to as the "Singh Trafficking Plaintiffs." On October 10, 2013, the Singh Trafficking Plaintiffs filed a Complaint against, among other entities and persons, debtors Signal International, Inc. and Signal International, LLC, thereby commencing the action styled Singh v. Signal International, L.L.C. No. 2:14-cv-00732 (E.D. La.). Fredrikson & Byron, P.A., and Bayard, P.A., represent Satheesh Kannan Marimuthu, Balamurugan Marimuthu, Muruganandam Arumugam, Muralidharan Arumugam, Satyanarayana Ellapu, Moorthy Nadhamuni, Rajendran Sappani, Rajendran Subramani, and Sammanasunathan Suluvaimuthu. The Marimuthu Trafficking Plaintiffs filed a complaint against the Debtors and the case is currently pending in the Eastern District of Texas (Case No. 1:13-cv-00499). On January 17, 2014, the Krishnakutty Trafficking Plaintiffs and certain other individuals filed a Complaint against, among other entities and persons, debtors Signal International, Inc.; Signal International, LLC; Signal International Texas G.P., and Signal International Texas, L.P., thereby commencing the action styled Sabu Puthukkuttumel Veede Krishnakutty and Thampy Putham Parambil Edicula v. Signal International, LLC, et al.; Civil Action No. 2:13-cv-06220-SM-DEK (E.D. La.). McDermott Will & Emery LLP and Bayard, P.A., represent the "Krishnakutty Trafficking Plaintiffs." On May 21, 2013, the Joseph Trafficking Plaintiffs filed a Complaint against, among other entities and persons, Debtors Signal International, Inc., Signal International, LLC, Signal International Texas G.P., and Signal International Texas, L.P., thereby commencing the action styled Joseph v. Signal International, LLC, N o. 1:13-cv -00324 (E.D. Tex.). Sutherland Asbill & Brennan LLP and Bayard, P.A., represent the "Joseph Trafficking Plaintiffs." On August 11, 2014, the Thomas Trafficking Plaintiffs and certain other individuals filed a Complaint against, among other entities and persons, debtors Signal International, Inc.; Signal International, LLC; Signal International Texas G.P., LLC, and Signal International Texas, L.P., thereby commencing the action styled Thomas v. Signal International, L.L.C., et al. No. 1:14-cv-01818 (E.D. La.). Kaye Scholer LLP and Bayard, P.A., represent the "Thomas Trafficking Plaintiffs." Skadden Arps may be reached at: Anthony W. Clark, Esq. Jason M. Liberi, Esq. SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP One Rodney Square P.O. Box 636 Wilmington, DE 19899-0636 Tel: (302) 651-3000 Email: anthony.clark@skadden.com jason.liberi@skadden.com -- and -- David M. Turetsky, Esq. Nick Kodes, Esq. SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP Four Times Square New York, NY 10036 Tel: (212) 735-3000 Email: david.turetsky@skadden.com nikolay.kodes@skadden.com -- and -- Eben P. Colby SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP 500 Boylston Street Boston, MA 02116 Tel: (617) 573-4822 Email: eben.colby@skadden.com The Samuel Trafficking Claimants are represented by: Evan T. Miller, Esq. BAYARD, P.A. 222 Delaware Avenue Suite 900 P.O. Box 25130 Wilmington, DE 19899 Tel: (302) 429-4227 Fax: (302) 658-6395 Email: EMiller@bayardlaw.com -- and -- William E. Dorris, Esq. KILPATRICK TOWNSEND & STOCKTON LLP Suite 2800, 1100 Peachtree Street NE Atlanta, GA 30309-4528 Tel: (404) 815-6104 Fax: (404) 541-3183 Email: bdorris@kilpatricktownsend.com -- and -- Shane G. Ramsey, Esq. KILPATRICK TOWNSEND & STOCKTON LLP The Grace Building 1114 Avenue of the Americas New York, NY 10036-7703 Tel: (212) 775-8767 Fax: (212) 775-8804 Email: sramsey@kilpatricktownsend.com -- and -- Matthew R. Hindman, Esq. KILPATRICK TOWNSEND & STOCKTON LLP 607 14th St. NW Suite 900 Washington, DC 20005 Tel: (202) 824-1446 Fax: (404) 541-3141 Email: mhindman@kilpatricktownsend.com The Singh Trafficking Plaintiffs: Evan T. Miller, Esq. BAYARD, PA 222 Delaware Avenue Suite 900 P.O. Box 25130 Wilmington, DE 19899 Tel: (302) 429-4227 Fax: (302) 658-6395 -- and -- Jose E. Arvelo, Esq. Christopher G. Higby, Esq. COVINGTON & BURLING LLP One CityCenter, 850 Tenth Street NW Washington, DC 20001 Tel: (202) 662-6000 Fax: (202) 662-6291 Email: jarvelo@cov.com chigby@cov.com The Marimuthu Trafficking Plaintiffs are represented by: Evan T. Miller, Esq. BAYARD, P.A. 222 Delaware Avenue, Suite 900 P.O. Box 25130 Wilmington, DE 19899 Tel: (302) 429-4227 -- and -- Sten-Erik Hoidal, Esq. Steven R. Kinsella, Esq. FREDRIKSON & BYRON, P.A. 200 South Sixth Street, Suite 4000 Minneapolis, MN 55402-1425 Tel: (612) 492-7000 Email: shoidal@fredlaw.com skinsella@fredlaw.com The "Krishnakutty Trafficking Plaintiffs" are represented by: Evan T. Miller, Esq. BAYARD, P.A. 222 Delaware Avenue Suite 900 P.O. Box 25130 Wilmington, DE 19899 Tel: (302) 429-4227 Fax: (302) 658-6395 -- and -- Nathan F. Coco, Esq. John Low, Esq. MCDERMOTT WILL & EMERYL LP 1000 Louisiana St., Suite 3900 Houston, Texas 77002 Tel: (713) 653-1700 Fax: (713) 739-7592 E-mail: ncoco@mwe.com jlow@mwe.com The Joseph Trafficking Plaintiffs: Evan T. Miller, Esq. BAYARD, P.A. 222 Delaware Avenue, Suite 900 P.O. Box 25130 Wilmington, DE 19801 Tel: (302) 429-4227 Fax: (302) 658-6395 -- and -- John H. Fleming, Esq. Bryan M. Ward, Esq. SUTHERLAND ASBILL & BRENNAN LLP 999 Peach treeStreet, NE, Suite 2300 Atlanta, GA 30309 - 3996 Tel: (404) 853-8000 Fax: (404) 853-8806 Email: john.fleming@sutherland.com bryan.ward@suth erland.com -- and -- Kara D. Ford, Esq. SUTHERLAND ASBILL & BRENNAN LLP Grace Building – 40th F loor 1114 Avenue of the Americas New York, NY 10036 Tel: (212) 389-5016 Fax: (212) 389-5099 Email: kara.ford@sutherland.com The Thomas Trafficking Plaintiffs are represented by: Evan T. Miller, Esq. BAYARD, P.A. 222 Delaware Avenue Suite 900 P.O. Box 25130 Wilmington, DE 19899 Tel: (302) 429-4227 Fax: (302) 658-6395 -- and -- Benjamin Mintz, Esq. Michael Bullerman, Esq. KAYE SCHOLER LLP 250 West 55th Street New York, NY 10019-9710 Tel: (212) 836-8000 Fax: (212) 836-8689 Email: benjamin.mintz@kayescholer.com michael.bullerman@kayescholer.com About Signal International Signal International Inc. -- http://www.signalint.com/-- primarily engages in the business of offshore drilling rig overhaul, repair, upgrade, and conversion, as well as new shipbuilding construction. Additionally, Signal provides services to the general marine and heavy fabrication markets for barges, power plants, and modular construction. Signal International, LLC ("SI LLC"), was organized on Dec. 6, 2002, as a limited liability company after acquiring the assets of the Offshore Division of Friede Goldman Halter from bankruptcy. SI Inc. was incorporated on Oct. 12, 2007, and began operations with offshore fabrication and repair in Mississippi. Today, Signal's corporate headquarters are in Mobile, Alabama, with operations in Alabama and Mississippi, and a sales office in Texas. On Oct. 3, 2014, Signal International Texas, L.P., sold substantially all of its assets to Westport Orange Shipyard, LLC, in a partially seller-financed transaction for a total purchase price of $35,900,000. As part of the transaction, Westport provided a down payment of $7,000,000 and delivered a promissory note in the principal amount of $28,900,000 to SI Texas due on or before Oct. 3, 2019 (the "Texas Note"). On July 12, 2015, SI Inc. and its direct and indirect wholly owned subsidiaries, including SI LLC, commenced cases under chapter 11 of title 11 of the United States Code (Bankr. D. Del. Lead Case No. 15-11498). The Debtors tapped Young Conaway Stargatt & Taylor LLP as bankruptcy counsel, Hogan Lovells US LLP as general corporate counsel, GGG Partners, LLC, as financial and restructuring advisors, and Kurtzman Carson Consultants LLC as claims and noticing agent. Signal International Inc. estimated $10 million to $50 million in assets and $50 million to $100 million in debt. SPECTRUM ANALYTICAL: Spencer Stone Withdraws as Counsel ------------------------------------------------------- Spencer A. Stone, Esq., counsel of Spectrum Analytical, Inc. and Hanibal Technology, LLC, asks the Hon. Henry J. Boroff of the U.S. Bankruptcy Court for the District of Massachusetts for permission to withdraw as Chapter 11 bankruptcy counsel for the Debtors. Mr. Stone told Judge Boroff that his last day of employment with the law firm of Bacon Wilson, P.C. will be on Aug. 7, 2015. Michael B. Katz, Esq., at Bacon Wilson, P.C., has an appearance in these matters as lead counsel to the Debtors. In light of Attorney Katz's continued appearance on behalf of the Debtors, Mr. Stone said no party will be prejudiced by the withdrawal of his request. Mr. Spencer's contact information at Bacon Wilson is: Spencer A. Stone, Esq. BACON WILSON, P.C. 33 State Street Springfield, MA 01103 Tel: (413) 781-0560 Fax: (413) 739-7740 Email: sstone@baconwilson.com About Spectrum Analytical Spectrum Analytical Inc. provides testing and analytical data for environmental interests. Hanibal Technology LLC serves as Spectrum's exclusive international marketing and sales agent, and focuses on education, research, and development in environmental technology. Spectrum maintains offices in Agawam, Massachusetts, Tampa, Florida, North Kingstown, Rhode Island, and Syracuse, New York. Spectrum Analytical and Hanibal Technology commenced Chapter 11 bankruptcy cases (Bankr. D. Mass. Case Nos. 15-30404 and 15-30405) on April 30, 2015, to retake management of their business and assets from the receiver installed by their lender. Hanibal Tayeh, the sole member, signed the bankruptcy petitions. Spectrum disclosed $8,658,751 in assets and $1,987,714 in liabilities as of the Chapter 11 filing. Hanibal estimated less than $10 million in assets and debt. Bacon Wilson, P.C., serves as the Debtors' counsel. Steven Weiss, the Chapter 11 trustee tapped Seth Schalow as restructuring consultant for the estate. TechKnowledgey Strategic Group, serves as his business broker, and Shatz Schwartz and Fentin. P.C., as his counsel. SRS DISTRIBUTION: Moody's Assigns 'B2' Rating to 2022 Sec. Loan --------------------------------------------------------------- Moody's Investors Service assigned a B2 rating to SRS Distribution Inc.'s proposed $325.0 million senior secured term loan maturing in 2022. Proceeds from the proposed term loan will be used to refinance the company's existing term loan maturing 2019 (at which time the rating for this term loan will be withdrawn), to pay off its 11.25% $100.0 mil. Senior Subordinated Notes due 2020 (unrated), and to pay the make-whole call premium, accrued interest and related fees and expenses. Moody's expects the proposed term loan to have substantially the same terms and conditions as the term loan that is being refinanced. SRS anticipates a modestly higher rate for the new term loan relative to the current term loan, but significantly lower pricing than the subordinated notes. In a related action, Moody's affirmed SRS's B2 Corporate Family Rating and B2-PD Probability of Default Rating. The rating outlook is stable. The following ratings/assessments are affected by this action: Corporate Family Rating affirmed at B2; Probability of Default Rating affirmed at B2-PD; and, Senior Secured Term Loan due 2022 assigned B2 (LGD4). RATINGS RATIONALE Moody's views the proposed net lower pricing and maturity date extension for the term loan as credit positives. Net cash interest savings could be upwards of $5 million per year. However, SRS will not begin to reap the benefits of these lower cash interest payments until mid-2017, since it needs to pay for the make-whole call premium and related expenses. Moody's projects no material improvement in either interest coverage or debt leverage characteristics. By refinancing the term loan and paying off the subordinated notes, SRS is removing the springing maturity clause for its $225.0 million senior secured asset-based revolving credit facility (unrated). The revolver's expiration date is now its stated maturity of February 9, 2020, creating an extended maturity profile. The B2 rating assigned to SRS's proposed term loan maturing in 2022, the same rating as the Corporate Family Rating, reflects the collateral securing this credit facility as the preponderance of debt in the capital structure. The term loan is secured by a first lien on the company's domestic non-current assets and any assets not pledged to the revolver. It also has a second lien on the assets securing the revolver. Although the term loan has a second lien on the most liquid assets, we believe that the residual value of the second lien collateral will not be sufficient in a distressed scenario. SRS'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 term loan is the most junior debt in SRS's capital structure, effectively subordinated to the revolving credit facility. SRS's B2 Corporate Family Rating reflects the company's leveraged capital structure. Currently, debt-to-EBITDA is elevated at 5.7x at April 30, 2015, and will likely peak during 3Q15. However, existing metrics do not include full-year earnings derived from the recent acquisitions of B&L Wholesale Supply in 1Q15, and Advanced Building Products in late May. Better operating performance, earnings from acquisitions and new greenfield locations, and reduced revolver borrowings from free cash flow will restore leverage metrics to levels suitable for the Corporate Family Rating. Moody's continues to project debt leverage approaching 4.5x by late 2016. Providing further offsets to the large amount of debt in its capital structure are solid operating performance and sound interest coverage ratios. Moody's projects SRS maintaining adjusted EBITDA margins in the high-single digit range over the next 12-18 months. Subsequent to our expected improvement in operating earnings, and lower interest expense from reduced revolver borrowings, Moody's expects interest coverage (measured as (EBITDA-CAPEX)-to-interest expense) trending towards 2.5x over the next 12 to 18 months from 1.9x for LTM 2Q15 (all ratios include Moody's standard adjustments). We anticipate demand for roofing products, a source of stability within the repair and remodeling end market, to remain resilient. Free cash flow generation throughout the year and an extended maturity profile give SRS financial flexibility to contend with both its leveraged capital structure and future growth opportunities. Positive rating actions could ensue if SRS benefits from operating efficiencies and growth in its end markets, resulting in adjusted debt credit metrics as follows: -- Debt-to-EBITDA is sustained near 4.0x (5.7x at 2Q15) -- (EBITDA-CAPEX)-to-interest expense approaches 2.5x (1.9x for LTM 2Q15) -- Liquidity profile improvements -- Permanent debt reductions Negative rating actions could occur if SRS' operating performance falls below our expectations or if the company abandons its commitment to debt reduction, resulting in adjusted debt credit metrics as follows: -- Debt-to-EBITDA is sustained above 6.0x -- (EBITDA-CAPEX)-to-interest expense remains below 1.5x -- Excessive usage of the revolving credit facility for acquisitions -- Deterioration in the company's liquidity. SRS Distribution, Inc., headquartered in McKinney, TX, is a national distributor of roofing supplies and related building materials in the United States. Berkshire Partners LLC, through its affiliates, is the primary owner of SRS. Revenues for the 12 months through April 30, 2015 totaled about $1.1 billion. SRS DISTRIBUTION: S&P Affirms 'B' CCR, Outlook Stable ----------------------------------------------------- Standard & Poor's Ratings Services said it affirmed its 'B' corporate credit rating on McKinney, Texas-based SRS Distribution Inc. The outlook is stable. At the same time, S&P assigned its 'B' issue-level rating (the same as the corporate credit rating) to SRS' proposed $325 million seven-year senior secured term loan. The recovery rating on the loan is '3', indicating S&P's expectation of meaningful (50% to 70%; lower end of the range) recovery for lenders in the event of a payment default. "We expect end-market demand for SRS' roofing product sales to grow over the next 12 months as acquired branches and new greenfield locations opened in 2014 come online, reroofing demand remains robust, and housing starts continue to improve in the U.S. (1.1 million expected in 2015)," said Standard & Poor's credit analyst Pablo Garces. "Still, we expect SRS' credit measures will remain in line with a highly leveraged financial risk profile due to its ownership by a financial sponsor, with adjusted leverage of approximately 5x in 2015. In addition, we believe liquidity, in terms of cash and availability under the $225 million asset-based lending (ABL) facility, will be sufficient to meet the company's seasonal working capital needs and other obligations, including $15 million to $20 million of estimated capital spending in 2015 and 2016." S&P considers an upgrade unlikely over the next 12 months. However, S&P could raise its rating on SRS if, among other things, the company maintained leverage below 5x over the next 12 months. In addition, S&P would have to feel confident that the company and its owners were committed to maintaining leverage in the 4x to 5x range on an ongoing and permanent basis. Given the acquisitive nature of SRS, S&P do not ascribe a high probability to this scenario over the next 12 months. S&P could take a negative rating action if SRS' expansion, funded by debt, proved to be significantly more aggressive than S&P expects over the next year; if depressed sales caused the company's credit measures to deteriorate meaningfully below expected levels; or if liquidity were to become constrained. Specifically, S&P could lower the ratings if leverage exceeded 7x or interest coverage fell below 1.5x. ST. LOUIS CENTER: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: St. Louis Center for Aesthetic & Restorative Dentistry - Guilan Norouzi, D.D.S., P.C. 7934 N Lindbergh Blvd. Hazelwood, MO 63042 Case No.: 15-45816 Nature of Business: Health Care Chapter 11 Petition Date: August 5, 2015 Court: United States Bankruptcy Court Eastern District of Missouri (St. Louis) Judge: Hon. Charles E. Rendlen III Debtor's Counsel: Thomas A. DeWoskin, Esq. DANNA MCKITRICK, PC 7701 Forsyth, Suite 800 St. Louis, MO 63105 Tel: (314) 726-1000 Email: tdewoskin@dmfirm.com Debtor's LARRY PEVNICK Accountant: Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Guilan Norouzi, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/moeb15-45816.pdf SWIFT TRANSPORTATION: S&P Affirms Then Withdraws 'BB-' CCR ---------------------------------------------------------- Standard & Poor's Ratings Services said that it has affirmed all of its ratings on Swift Transportation Co., including S&P's 'BB-' corporate credit rating. S&P then withdrew its corporate credit rating at the company's request and withdrew S&P's issue-level and recovery ratings on Swift's credit facility because it has been refinanced. "The affirmation and withdrawal follow Swift Transportation's request that we withdraw all of our ratings on the company following the recent refinancing of its senior secured credit facility," said Standard & Poor's credit analyst Michael Durand. TEAM HEALTH: Moody's Puts Ba2 CFR Under Review for Downgrade ------------------------------------------------------------ Moody's Investors Services placed the Ba2 Corporate Family Rating and Ba2-PD Probability of Default Rating of Team Health Holdings, Inc. under review for downgrade, following the company's announcement on Aug. 4, 2015, that it has entered into a definitive agreement to acquire IPC Healthcare Inc. in a transaction valued at $1.6 billion or $80.25/share. IPC Healthcare is a national acute hospitalist and post-acute provider organization. IPC Healthcare had reported revenues and EBITDA for the LTM period ended June 30, 2015 of $714 million and $78 million, respectively. Ratings placed under review for downgrade: Team Health, Inc. Corporate Family Rating at Ba2 Probability of Default Rating at Ba2-PD Senior secured revolver at Ba2 (LGD 3) Senior secured term loan at Ba2 (LGD 3) RATING RATIONALE The proposed acquisition, which has been approved by the respective boards of Team Health and IPC Healthcare is expected to be funded with the issuance of $1.6 billion of new debt. Moody's currently expects that closing leverage will be between 5.7 and 6.2 times debt to EBITDA, which will push Team Health's leverage above the trigger to maintain the current Ba2 rating. Moody's review will focus on the expected performance of the combined entities, the proposed capital structure and strategy for deleveraging, the timing and magnitude of synergies realized, as well as the combined organization's free cash flow capabilities and liquidity. The review will also consider the company's financial policy concerning leveraging transactions. The principal methodology used in these ratings was Business and Consumer Service Industry published in December 2014. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. TERRA BIOENERGY: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Terra Bioenergy LLC 5703 Stockyards Expressway Saint Joseph, MO 64504 Case No.: 15-50325 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: August 5, 2015 Court: United States Bankruptcy Court Western District of Missouri (St. Joseph) Judge: Hon. Cynthia A. Norton Debtor's Counsel: Bruce E. Strauss, Esq. MERRICK, BAKER & STRAUSS, P.C. 1044 Main St, 4th Flr. Kansas City, MO 64105 Tel: 816-221-8855 Fax: 816-221-7886 Email: bruces@merrickbakerstrauss.com - and - Victor F. Weber, Esq. MERRICK, BAKER & STRAUSS, P.C. 1044 Main St., Ste. 400 Kansas City, MO 64111 Tel: 816-221-8855 Fax: 816-221-7886 Email: victor@merrickbakerstrauss.com Total Assets: $0 Total Liabilities: $39.1 million The petition was signed by David M. Laughlin, manager. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/mowb15-50325.pdf UNI-PIXEL INC: Amends Form 8-K Report with SEC ---------------------------------------------- Uni-Pixel, Inc., filed an amended current report on Form 8-K filed on May 1, 2015, for the purpose of including information relating to the issuance of unregistered shares of common stock made on April 20, 2015. On May 1, 2015, Uni-Pixel issued 773,320 shares of its common stock, $0.001 par value, to Hudson Bay Master Fund Ltd. pursuant to the terms of that certain Senior Secured Convertible Note issued to Hudson Bay on April 16, 2015. On April 29, 2015, Hudson Bay exercised its right to accelerate the payment of $2,250,000 of principal and $50,625 in interest. The Company relied on Section 4(a)(2) of the Securities Act of 1933 to issue the common stock, inasmuch as Hudson Bay is an accredited investor and there was no form of general solicitation or general advertising in the offer and sale of the securities. On April 20, 2015, the Company issued 20,833 shares of common stock to Frank Johnson, Jr. as trustee for the plaintiffs in the action captioned "In re Uni-Pixel, Inc., Shareholder Derivative Litigation (Cause No. 2014-08251)" and originally filed on Feb. 19, 2014, in the 165th Judicial District in Harris County, Texas. The common stock was issued in partial consideration for an agreement to settle the action. About Uni-Pixel Inc. The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL) -- http://www.unipixel.com/-- is a production stage company delivering its Clearly Superior(TM) Performance Engineered Films to the Lighting & Display, Solar and Flexible Electronics market segments. Uni-Pixel incurred a net loss of $25.7 million in 2014, a net loss of $15.2 million in 2013 and a net loss of $9.01 million in 2012. As of March 31, 2015, Uni-Pixel had $30.4 million in total assets, $7.69 million in total liabilities and $22.7 million in total shareholders' equity. UNI-PIXEL INC: Board Approves Stock Awards to Executive Officers ---------------------------------------------------------------- The Board of Directors of Uni-Pixel, Inc. approved awards to certain officers and directors from the Uni-Pixel, Inc. 2011 Incentive Stock Plan. Persons who received awards included Jeff A. Hawthorne, the Company's chief executive officer, who received 100,000 shares of restricted common stock and Christine A. Russell, the Company's chief financial officer, who received 180,000 shares of restricted common stock. The common stock had a value on the date of grant of $1.24 per share. The right to receive the shares will vest in increments of one-third on July 31, 2016, July 31, 2017 and July 31, 2018. On Aug. 3, 2015, the address of the Company's headquarters changed to 4699 Old Ironside Drive, Suite 300, Santa Clara, California, 95054. About Uni-Pixel Inc. The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL) -- http://www.unipixel.com/-- is a production stage company delivering its Clearly Superior(TM) Performance Engineered Films to the Lighting & Display, Solar and Flexible Electronics market segments. Uni-Pixel incurred a net loss of $25.7 million in 2014, a net loss of $15.2 million in 2013 and a net loss of $9.01 million in 2012. As of March 31, 2015, Uni-Pixel had $30.4 million in total assets, $7.69 million in total liabilities and $22.7 million in total shareholders' equity. USG CORP: Moody's Hikes Corp. Family Rating to B1, Outlook Positive ------------------------------------------------------------------- Moody's Investors Service upgraded USG Corporation's Corporate Family Rating to B1 from B2 and its Probability of Default Rating to B1-PD from B2-PD based on our expectations that the company's operating performance will continue to benefit from its gypsum business, resulting in better debt credit metrics. In related rating actions, Moody's affirmed the B1 rating assigned to USG's guaranteed senior unsecured notes, but upgraded its non-guaranteed notes to B3 from Caa1. The rating outlook is positive. The following ratings/assessments were affected by this action: Corporate Family Rating upgraded to B1 from B2; Probability of Default Rating upgraded to B1-PD from B2-PD; Guaranteed senior unsecured notes affirmed at B1 (LGD3); Senior unsecured (not guaranteed) notes upgraded to B3 (LGD5) from Caa1 (LGD5); Industrial revenue bonds with various maturities (not guaranteed) upgraded to B3 (LGD5) from Caa1 (LGD5). Speculative Grade Liquidity Rating of SGL-2 is affirmed. Outlook, remains Positive RATINGS RATIONALE The upgrade of USG's Corporate Family Rating to B1 from B2 reflects ongoing strength in the company's operating performance. USG's gypsum business will continue to benefit with higher volumes and some price increases from sustained strength in both domestic repair and remodeling activity and in new residential construction Moody's estimates that new housing starts will be in the 1.15 million range for 2015, a 15% increase from the 2014 total of about 1.0 million new units. Repair and remodeling activity, from which USG derives slightly over 50% of its revenues, is exhibiting sustained strength. We now project USG's EBITA margin improving to about 12.5% over the next 12 to 18 months from 10% for the 12 months through June 30, 2015, which will translate into better debt credit metrics. Inclusive in Moody's projections are equity earnings from USG Boral Building Products ("UBBP"), the 50/50 joint venture between USG and Boral Limited. Interest coverage (measured as EBITA-to-interest expense) could approach 2.75x through the end of 2016 from 1.9x for LTM 2Q15, and debt-to-EBITDA should improve to below 4.0x by FYE16 from 4.7x at June 30, 2015 (all ratios incorporate Moody's standard adjustments). The positive rating outlook results from our expectations that debt credit metrics will become more supportive of higher ratings over the next 12 to 18 months. Also, the positive outlook incorporates Moody's expectations USG will maintain its good liquidity profile and address its $500 million Senior Unsecured Notes due November 2016 over the next year. The B1 rating assigned to the guaranteed senior unsecured notes is not impacted by the upgraded Corporate Family Rating, since the one-notch override in the Loss Given Default model-implied rating has been removed. Moody's previously identified the removal of the one-notch override as a possible outcome in conjunction with the USG ratings upgrade. The upgrades of USG's senior unsecured (not guaranteed) notes to B3 from Caa1 and the industrial revenue bonds to B3 from Caa1 both result directly from the higher Corporate Family Rating, a key driver in the Loss Given Default analysis. Positive rating actions could ensue if USG continues to benefit from the strength in its end markets, the domestic repair and remodeling and new housing construction sectors, resulting in more robust credit metrics and performance that validates Moody's forecasts. Higher ratings could be considered if better operating earnings and improved free cash flow generation translates in a better liquidity, especially since it has notes coming due in late 2016, and the following credit metrics (ratios include Moody's standard adjustments): -- EBITA-to-interest expense sustained above 2.75x (1.9x for LTM 2Q15) -- Debt-to-EBITDA remaining below 4.0x (4.7x at 2Q15) Negative rating actions could ensue if USG's operating performance falls below our expectations, resulting in the following credit metrics (ratios include Moody's standard adjustments) and characteristics: -- EBITA-to-interest expense sustained near 1.75x -- Debt-to-EBITDA remaining above 5.0x -- Deterioration in the company's liquidity profile USG Corporation, headquartered in Chicago, IL, is a North American manufacturer and distributor of primarily wallboard and operates a specialty distribution business. USG also manufactures ceiling tiles and ceiling grids for commercial applications. Revenues for the 12 months through June 30, 2015 totaled approximately $3.8 billion. VERMILLION INC: Birchview Capital Reports 6% Stake as of July 17 ---------------------------------------------------------------- In an amended Schedule 13D filed with the Securities and Exchange Commission, Birchview Capital, LP disclosed that as of July 17, 2015, it beneficially owned 3,134,180 shares of common stock of Vermillion, Inc., which represents 6 percent of the shares outstanding. Matthew Strobeck may be deemed to beneficially own 3,165,180 Shares, representing approximately 6.1% of the total number of Shares outstanding. This amount includes: (i) the 3,134,180 Shares beneficially owned by Birchview; and (ii) an additional 31,000 Shares held in custodial accounts in the name of Mr. Strobeck's wife for the benefit of Mr. Strobeck's children. A copy of regulatory filing is available for free at: http://is.gd/IuIaxI 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: Has Interim Approval of Equity Trading Protocol -------------------------------------------------------------- Judge Tamara O. Mitchell of the U.S. Bankruptcy Court for the Northern District of Alabama, Southern Division, gave Walter Energy, Inc., et al., interim authority to establish procedures to restrict the transfers of interests in the Debtors' estates. Objections to the final approval of the motion are due August 11, 2015. If no objections are timely filed and served by the Objection Deadline, the Debtors will, on or after the Objection Deadline, submit to the Court a final order, which order will be submitted and may be entered with no further notice or opportunity to be heard afforded any party and the Motion will be approved nunc pro tunc to the Petition Date. About Walter Energy Walter Energy -- http://www.walterenergy.com/-- is a publicly traded "pure-play" metallurgical coal producer for the global steel industry with strategic access to steel producers in Europe, Asia and South America. The Company also produces thermal coal, anthracite, metallurgical coke and coal bed methane gas. Walter Energy employs approximately 2,700 employees, with operations in the United States, Canada and the United Kingdom. For the year ended Dec. 31, 2014, the Company reported a net loss of $471 million following a net loss of $359 million in 2013. Walter Energy, Inc., and its affiliates sought Chapter 11 protection (Bankr. N.D. Ala. Lead Case No. 15-02741) in Birmingham, Alabama on July 15, 2015. The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison as counsel; Bradley Arant Boult Cummings LLP, as co-counsel; Ogletree Deakins LLP, as labor and employment counsel; Maynard, Cooper & Gale, P.C., as special counsel; Blackstone Advisory Services, L.P., as investment banker; AlixPartners, LLP, as financial advisor, and Kurtzman Carson Consultants LLC, as claims and noticing agent. Walter Energy disclosed total assets of $5.2 billion and total debt of $5 billion as of March 31, 2015. WALTER ENERGY: Has Interim OK to Pay $5.7M to Critical Vendors -------------------------------------------------------------- Judge Tamara O. Mitchell of the U.S. Bankruptcy Court for the Northern District of Alabama, Southern Division, gave Walter Energy, Inc., et al., interim authority to certain prepetition critical claims and foreign claims in an amount not to exceed $5.7 million. The Debtors are authorized to undertake all appropriate efforts in the exercise of their sound business judgment to cause any applicable Critical Vendor or Foreign Vendor to enter into a trade agreement with the Debtors to provide postpetition credit on the terms which the Debtors and the applicable Vendor did business historically or other favorable terms that the Debtors determine are in the best interest of their estates. Any objection to the entry of the Final Order must be filed on Aug. 11, 2015. If timely objections are received by the Objection Deadline there will be a hearing on Aug. 18, at 10:00 a.m. (Central Daylight Time) to consider the timely objections to the Motion and the Debtors' omnibus reply. About Walter Energy Walter Energy -- http://www.walterenergy.com/-- is a publicly traded "pure-play" metallurgical coal producer for the global steel industry with strategic access to steel producers in Europe, Asia and South America. The Company also produces thermal coal, anthracite, metallurgical coke and coal bed methane gas. Walter Energy employs approximately 2,700 employees, with operations in the United States, Canada and the United Kingdom. For the year ended Dec. 31, 2014, the Company reported a net loss of $471 million following a net loss of $359 million in 2013. Walter Energy, Inc., and its affiliates sought Chapter 11 protection (Bankr. N.D. Ala. Lead Case No. 15-02741) in Birmingham, Alabama on July 15, 2015. The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison as counsel; Bradley Arant Boult Cummings LLP, as co-counsel; Ogletree Deakins LLP, as labor and employment counsel; Maynard, Cooper & Gale, P.C., as special counsel; Blackstone Advisory Services, L.P., as investment banker; AlixPartners, LLP, as financial advisor, and Kurtzman Carson Consultants LLC, as claims and noticing agent. Walter Energy disclosed total assets of $5.2 billion and total debt of $5 billion as of March 31, 2015. WRIGHTWOOD GUEST: Involuntary Chapter 11 Case Summary ----------------------------------------------------- Alleged Debtor: Wrightwood Guest Ranch LLC PO Box 2030 Wrightwood, CA 92397 Case Number: 15-17799 Type of Business: Recreation Involuntary Chapter 11 Petition Date: August 5, 2015 Court: United States Bankruptcy Court Central District of California (Riverside) Judge: Hon. Scott C Clarkson Petitioners' Counsel: Douglas A Plazak, Esq. REID & HELLYER, APC POB 1300 Riverside, CA 92502-1300 Tel: 951-682-1771 Email: dplazak@rhlaw.com Petitioners Nature of Claim Claim Amount ----------- --------------- ------------ Masterpiece Marketing Marketing $5,125 345 Addison Place Services Lancaster, PA 17601 Larry Rundle Note $1,600,000 427 Arbor Lane Crt #205 Thousand Oaks, CA 91360 Snyder Dorenfeld Attorney $26,155 5010 Chesebro Fees Agoura Hills, CA 91301 Z'TEJAS SCOTTSDALE: Court OKs Nussbaum Gillis as Local Co-counsel ----------------------------------------------------------------- Z'Tejas Scottsdale, LLC, et al. sought and obtained permission from the Hon. Paul Sala of the U.S. Bankruptcy Court for the District of Arizona to employ Nussbaum Gillis & Dinner, P.C. as local co-counsel, effective July 22, 2015. Nussbaum Gillis will assist the Debtors in all matters associated with the Debtors' Chapter 11 bankruptcy proceedings, to represent the Debtors in all hearings before the Bankruptcy Court and to negotiate and to resolve all issues related to the Debtors' Chapter 11 bankruptcy proceedings. Nussbaum Gillis will be paid at these hourly rates: Partners $300-$500 Associates $215-$325 Paralegal/Legal Assistant $115-$175 Nussbaum Gillis will also be reimbursed for reasonable out-of-pocket expenses incurred. Prior to the petition being filed, Nussbaum Gillis received a total of $42,623 from the Debtors, of which $10,000 was applied to pre-petition fees, and $32,623 was used for the 9 filing fees for the Debtor entities, leaving a balance in trust of $0. Randy Nussbaum, shareholder and officer of Nussbaum Gillis, 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. Nussbaum Gillis can be reached at: Randy Nussbaum, Esq. NUSSBAUM GILLIS & DINNER, P.C. 14850 N. Scottsdale Road, Suite 450 Scottsdale, AZ 85254 Tel: (480) 609-0011 Fax: (480) 609-0016 E-mail: rnussbaum@ngdlaw.com About Z'Tejas Scottsdale Based in Scottsdale, Arizona, Z'Tejas Scottsdale, LLC, et al., operate 9 Z'Tejas, Z'Tejas Southwestern Grill and Taco Guild restaurants within the United States. The restaurant chain was founded in 1989 by Larry Foels and Guy Villavso. Z'Tejas boasts of exceptional and innovative food and a unique look at each location to provide a "non-chain feel". Five restaurants are in Arizona, three are in Austin, Texas, and one in Costa Mesa, California. The company has 300 full time employees and 425 part-time employees. Z'Tejas Scottsdale and its affiliates sought Chapter 11 protection (Bankr. D. Ariz. Lead Case No. 15-09178) in Phoenix on July 22, 2015. The cases are assigned to Judge Paul Sala. The Debtors have tapped Nussbaum Gillis & Dinner, P.C., and Pachulski Stang Ziehl & Jones LLP as attorneys, and Mastodon Ventures, Inc., as investment banker. The 11 U.S.C. Sec. 341(a) meeting of creditors is slated for Aug. 25, 2015. Lender Cornbread Ventures, LP, is represented by Jordan A. Kroop, Esq., at Perkins Coie LLP, in Phoenix, Arizona. Z'TEJAS SCOTTSDALE: Taps Pachulski Stang as Bankruptcy Counsel -------------------------------------------------------------- Z'Tejas Scottsdale, LLC, et al. seek permission from the Hon. Paul Sala of the U.S. Bankruptcy Court for the District of Arizona to employ Pachulski Stang Ziehl & Jones LLP as general bankruptcy counsel, nunc pro tunc to the July 22, 2015 petition date. The Debtors require Pachulski Stang to: (a) take necessary or appropriate actions to protect and preserve the Debtors' estates, including the prosecution of actions on the Debtors' behalf, the defense of any actions commenced against the Debtors, the negotiation of disputes in which the Debtors are involved, and the preparation of objections to claims filed against the Debtors' estates; (b) provide legal advice with respect to the Debtors' powers and duties as debtors in possession in the continued operation of their business and management of their property; (c) prepare on behalf of the Debtors any necessary applications, motions, answers, orders, reports, and other legal papers; (d) appear in Court on behalf of the Debtors; (e) prepare and pursue confirmation of a plan and approval of a disclosure statement, and such further actions as may be required in connection with the administration of the Debtors' estates; and (f) act as general bankruptcy counsel for the Debtors and perform all other necessary or appropriate legal services in connection with these chapter 11 cases. Pachulski Stang will be paid at these hourly rates: John W. Lucas $625 Jason R. Rosell $525 Paralegals $305 Pachulski Stang will also be reimbursed for reasonable out-of-pocket expenses incurred. Pachulski Stang has received payments from the Debtors during the year prior to the Petition Date in the approximate amount of $150,000 in connection with its prepetition representation of the Debtors. Pachulski Stang is current as of the Petition Date, but has not yet completed a final reconciliation of its prepetition fees and expenses as of the Petition Date. John W. Lucas, partner of Pachulski Stang, 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. Pachulski Stang can be reached at: John W. Lucas, Esq. PACHULSKI STANG ZIEHL & JONES LLP 150 California Street, 15th Floor San Francisco, CA 94111 Tel: (415) 263-7000 Fax: (415) 263-7010 E-mail: jlucas@pszjlaw.com About Z'Tejas Scottsdale Based in Scottsdale, Arizona, Z'Tejas Scottsdale, LLC, et al., operate 9 Z'Tejas, Z'Tejas Southwestern Grill and Taco Guild restaurants within the United States. The restaurant chain was founded in 1989 by Larry Foels and Guy Villavso. Z'Tejas boasts of exceptional and innovative food and a unique look at each location to provide a "non-chain feel". Five restaurants are in Arizona, three are in Austin, Texas, and one in Costa Mesa, California. The company has 300 full time employees and 425 part-time employees. Z'Tejas Scottsdale and its affiliates sought Chapter 11 protection (Bankr. D. Ariz. Lead Case No. 15-09178) in Phoenix on July 22, 2015. The cases are assigned to Judge Paul Sala. The Debtors have tapped Nussbaum Gillis & Dinner, P.C., and Pachulski Stang Ziehl & Jones LLP as attorneys, and Mastodon Ventures, Inc., as investment banker. The 11 U.S.C. Sec. 341(a) meeting of creditors is slated for Aug. 25, 2015. Lender Cornbread Ventures, LP, is represented by Jordan A. Kroop, Esq., at Perkins Coie LLP, in Phoenix, Arizona. [^] BOOK REVIEW: BOARD GAMES - Changing Shape of Corporate Power ---------------------------------------------------------------- Author: Arthur Fleischer, Jr., Geoffrey C. Hazard, Jr., and Miriam Z. Klipper Publisher: Beard Books Softcover: 248 pages List Price: $34.95 Order your personal copy today at http://www.amazon.com/exec/obidos/ASIN/1587981629/internetbankrupt A ruling by the Delaware Supreme Court on January 29, 1985 was a wake-up call to directors of U. S. corporations. On this date, overruling a lower court decision, the Delaware Supreme Court ruled that the nine board members of Chicago company Trans Union Corporation were "guilty of breaching their duty to the company's shareholders." What the board members had done was agree to sell Trans Union without a satisfactory review of its value. The guilty board members were ordered by the Court to pay "the difference between the per share selling price and the 'real' market value of the company's shares." Needless to say, the nine Trans Union directors were shocked at the guilt verdict and the punishment. The chairman of the board, Jerome Van Gorkom, was a lawyer and a CPA who was also a board member of other large, respected corporations. For the most part, it was he who had put together the terms of the potential sale, including setting value of the company's stock at $55.00 even though it was trading at about $38.00 per share. News of the possible sale immediately drove the stock up to $51.50 per share, and was commented on favorably in a "New York Times" business article. Still, Van Gorkom and the other directors were found guilty of breaching their duty, and ordered by Delaware's highest court to pay a sum to injured parties that would be financially ruinous. This was clearly more than board members of the Trans Union Corporation or any other corporation had ever bargained for. It was more than board members had ever conceived was possible without evidence of fraud or graft. The three authors are all attorneys who have worked at the highest levels of the legal field, business, and government. Fleischer is the senior partner of the law firm Fried, Frank, Harris, Schriver & Jacobson at the head of its mergers and acquisitions department. He's also the author of the textbook "Takeover Defenses" which is in its 6th edition. Hazard is a Professor of Law and former reporter for the American Bar Association's special committee on the lawyers' ethics code; while Klipper has been a New York assistant district attorney prosecuting corporate and financial fraud, and also a corporate attorney on Wall Street. Using the Trans Union Corporation case as a watershed event for members of boards of directors, the highly-experienced legal professionals lay out the new ground rules for board members. In laying out the circumstances and facts of a number of cases; keen, concise analyses of these; and finding where and how board members went wrong, the authors provide guidance for corporate directors, top executives, and corporate and private business attorneys on issues, processes, and decisions of critical importance to them. Household International, Union Carbide, Gelco Corp., Revlon, SCM, and Freuhauf are other major corporations whose merger-and- acquisitions activities resulted in court cases that the authors study to the benefit of readers. The Boards of Directors of these as well as Trans Union and their positions with other companies are listed in the appendix. Many other corporations and their board members are also referred to in the text. With respect to each of the cases it deals with, BOARD GAMES outlines the business environment, identifies important individuals, analyzes decisions, and discusses considerations regarding laws, government regulations, and corporate practice. In all of this, however, given the exceptional legal background of the three authors, the book recurringly brings into the picture the legalities applying to the activities and decisions of board members and in many instances, court rulings on these. Passages from court transcripts are occasionally recorded and commented on. Elsewhere, legal terms and concepts--e. g., "gross nonattendance"- -are defined as much as they can be. In one place, the authors discuss six levels of responsibility for board members from "assure proper result" through negligence up to fraud. Without being overly technical, the authors' legal experience and guidance is continually in the forefront. Needless to say, with this, BOARD GAMES is a work of importance to board members and others with the responsibility of overseeing and running corporations in the present-day, post-Enron business environment where shareholders and government officials are scrutinizing their behavior and decisions. ********* 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 ***