/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/150827.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, August 27, 2015, Vol. 19, No. 239 Headlines 2159372 ONTARIO: Files for Bankruptcy; Creditor's Meeting Sept. 3 315 W 35TH: Court OKs Auction Sale Terms for 35th Street Property 315 W 35TH: Has Settlement with Motovich Holdings 315 W 35TH: Marcus & Millichap Approved as Real Estate Broker 315 W 35TH: Mazel Allowed to Advertise Property Foreclosure Sale 315 W 35TH: UMC Asserts Cause for Extension Was Not Estabished ACTIVECARE INC: Delays Second Quarter Form 10-Q ALLIED NEVADA: Balks at Cost Incurred in Retention of LeClairRyan ALLIED NEVADA: Cole Schotz OK'd as Equity Panel's Delaware Counsel ALLIED NEVADA: Equity Attorneys Have Issue With Withdrawal ALLIED NEVADA: Equity Committee Balks at Addendum to FTI Hiring ALLIED NEVADA: Upshot Services Approved as Information Agent AMERICAN APPAREL: Said to Seek Advisers for Bankruptcy Deal AMERICAN EAGLE: Court Sets Sept. 9 Auction of Assets AMERICAN EAGLE: Has Until Dec. 7, 2015 to Decide on Leases AMERICAN EAGLE: Mineral Contractors Sue Over Lien Priority AMERICAN SPECTRUM: Proofs of Claim Due Oct. 7, 2015 AMSCO STEEL: U.S. Trustee Forms Five-Member Creditors' Committee API TECHNOLOGIES: Files Financial Statements of Inmet & Weinschel ARRAY BIOPHARMA: Board Approves 2016 Annual Bonus Program ARRAY BIOPHARMA: FMR LLC Reports 12.6% Stake as of June 30 AUTOMATED MESSAGE: Case Summary & 5 Largest Unsecured Creditors AXION INTERNATIONAL: Incurs $3.6 Million Net Loss in Q2 BIRMINGHAM COAL: Debenture Holders Want Official Committee BOOMERANG TUBE: 'Challenge' Period Extended to Sept. 1 BOOMERANG TUBE: Creditors' Panel Taps Alvarez & Marsal as Advisors BOOMERANG TUBE: Sec. 1111(b) Deadline Set at Sept. 14 BOOMERANG TUBE: UST Objects to Alvarez & Marsal Fee Provisions BREF HR: Delays Second Quarter Form 10-Q BRIARWOOD ACQUISITION: Bankr. Court Partially Lifts Stay for Bank BRINKER INTERNATIONAL: Moody's Withdraws Ba1 Corp. Family Rating CA CAPITAL FUNDS: Voluntary Chapter 11 Case Summary CAESARS ENTERTAINMENT: Enters Into RSA with Bank Lenders COLLAVINO CONSTRUCTION: Extends CCCI's Plan Filing Until Sept. 16 COMMUNICATION INTELLIGENCE: Investors Buy 329,000 Units CORINTHIAN COLLEGES: OK'd to Sell IP Assets to Thomas Education DAVE ANDREWS: 2nd Amended Plan Unconfirmable DOMUM LOCIS: Has Until Nov. 30 to Propose Chapter 11 Plan DRIVETIME AUTOMOTIVE: S&P Revises Outlook to Neg. & Affirms 'B' ICR ECOSPHERE TECHNOLOGIES: Delays Second Quarter Form 10-Q EDENOR SA: Informs Filing of 2014 Annual Report 20-F ELBIT IMAGING: Incurs NIS 70.9 Million Loss in Second Quarter FAMILY CHRISTIAN: Lease Decision Period Extended Until Sept. 9 FILMED ENTERTAINMENT: Has Interim Cash Collateral Use Approval FILMED ENTERTAINMENT: U.S. Trustee Appoints Creditors' Committee FOREVERGREEN WORLDWIDE: Reports $1.4 Million Net Loss for Q2 FRED FULLER: Proposes Pot Plan; Owner to Retain Control FTE NETWORKS: Delays June 30 Form 10-Q Filing FUENMAYOR & LINDA: Case Summary & 4 Top Unsecured Creditors GREIF INC: Moody's Lowers CFR to Ba2 & Revises Outlook to Negative HD SUPPLY: Enters Into $850 Million New Term Loan Facility HOUSE OF LIGHTS: Case Summary & 20 Largest Unsecured Creditors IDINER ENTERPRISES: Case Summary & Top Unsecured Creditor INDUSTRIAS VASSALLO: Bankr. Court Denies USIC's Reconsideration Bid LIFE CARE: Forbearance and Restructuring Deals with UMB Bank OK'd LOCAL CORP: Gets Final Approval to Use Fast Pay's Cash Collateral LOCAL CORP: Wants Deadline Set for Filing Proofs of Claim LOCAL CORP: Winthrop Couchot Okayed as General Insolvency Counsel LUCA INTERNATIONAL: Meeting of Creditors Set for Sept. 22 MALIBU ASSOCIATES: Hires Dore Group to Appraise Golf Club MISSISSIPPI PHOSPHATES: Court OKs Assessment Tech as Consultant MOBIVITY HOLDINGS: Amends 26.6 Million Shares Resale Prospectus NAKED BRAND: Haute Hippie CEO Joins Board of Directors NEPHROS INC: Appoints Moshe Pinto as Director NEPHROS INC: FDA to Verify Implementation of Corrective Actions NET ELEMENT: Units Complete Acquisition of PayOnline NIRVANA INC: Lowenstein Not Representing Investor Group NRAD MEDICAL: U.S. Trustee Appoints Creditors' Committee NYDJ APPAREL: Moody's Changes PDR to Caa1-PD/LD; Outlook Stable OAKFABCO INC: Directors Consent to Voluntary Ch. 11 Filing OFFSHORE DRILLING: Fitch Cuts Issuer Default Ratings to 'B+' OZBURN-HESSEY HOLDING: Moody's Raises Corp. Family Rating to 'B1' PATRIOT COAL: Plan Confirmation Hearing Slated for September 16 PHOTOMEDEX INC: Gets Approval of 2 Class Action Settlements PROGRESSIVE CROP: Case Summary & 18 Largest Unsecured Creditors PROTOM INTERNATIONAL: Lain Faulkner Approved as Accountants QUALITY DISTRIBUTION: Closes Merger With Gruden QUICKSILVER RESOURCES: Milbank Files Supplemental 2019 Statement RAZORE ROCK: Delays Filing of Audited Financial Statements RELATIVITY MEDIA: Bankruptcy Judge Authorizes Auction of Assets RESEARCH SOLUTIONS: Peter Derycz Reports 20% Stake as of Aug. 4 RESPONSE BIOMEDICAL: Incurs $2,000 Net Loss in Second Quarter RETROPHIN INC: Files $65 Million Suit Against Former CEO RIVERWALK JACKSONVILLE: Court OKs Real Property Sale to Alliance ROADRUNNER ENTERPRISES: 35 Properties Sold for $1.82M ROYAL CAR WASH: Voluntary Chapter 11 Case Summary RREAF O&G: Hires Holland & Knight as Bankruptcy Counsel SABINE OIL: Creditors Call for Probe Into Merger with Forest SAINT MICHAEL'S MEDICAL: Has Interim OK to Tap $5M in DIP Loan SALADWORKS LLC: Liquidating Plan Set for Sept. 16 Confirmation SAMSON RESOURCES: Reaches Restructuring Agreement with Lenders SAMSON RESOURCES: Suspending Duty to File Reports with SEC SANTA FE GOLD: Case Summary & 20 Largest Unsecured Creditors SANTA FE GOLD: Files for Chapter 11 to Pursue Assets Sale SB PARTNERS: Incurs $128K Net Loss in Second Quarter SCIENCE APPLICATIONS: Moody's Confirms Ba3 CFR; Outlook Stable SEANERGY MARITIME: Annual Meeting Set for September 23 SEARS HOLDINGS: Edward Lampert Reports 53% Stake as of Aug. 17 SIMON WORLDWIDE: Posts $192,000 Net Loss for Second Quarter SKYSTAR BIO-PHARMA: Gets Nasdaq Listing Non-Compliance Notice SNOWFLAKE COMMUNITY: Apache Railway Faces Nov. 30 Payment Deadline SPENDSMART NETWORKS: Incurs $1.3 Million Net Loss in Q2 SPRINGHILL PARTNERS: Court Recommends $889K Judgment vs. Livaditis SULA INC: Case Summary & 20 Largest Unsecured Creditors SUNVALLEY SOLAR: Delays Q2 Form 10-Q for Review TALEN ENERGY: Moody's Affirms Ba2 CFR & Revises Outlook to Neg. TARGETED MEDICAL: Incurs $546K Net Loss in Second Quarter TECHPRECISION CORP: Reports $206,000 Net Income for 2nd Quarter TECHPRECISION CORP: Reports First Quarter 2016 Financial Results THORNTON & CO: Bank Balks at Proposed Gordian Employment THORNTON & CO: Bank Objects to Proposed Critical Vendor Payment TRACK GROUP: Incurs $2.9 Million Net Loss in Second Quarter TRANS ENERGY: Delays Filing of Second Quarter Form 10-Q TRANS ENERGY: Incurs $8.5 Million Net Loss in Second Quarter TRANSGENOMIC INC: Amends 2014 Annual Report to Update Information TRANSGENOMIC INC: Incurs $3.6 Million Net Loss in Second Quarter TWIN RINKS: Court Okays Hiring of Joseph Broderick as Accountants U.S. RENAL: Moody's Puts B2 CFR Under Review for Downgrade VERTICAL COMPUTER: Receives US Patent #9,112,832 VICTORY ENERGY: Delays Q2 Form 10-Q for Review VISCOUNT SYSTEMS: Needs More Time to File Form 10-Q WAVE SYSTEMS: Incurs $7.1 Million Net Loss in Second Quarter WILTON HOLDINGS: S&P Raises CCR to 'B-', Outlook Negative Z TRIM HOLDINGS: Needs More Time to File 2nd Quarter Form 10-Q Z'TEJAS SCOTTSDALE: Sept. 25 Auction Set for Some Restaurants [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* 2159372 ONTARIO: Files for Bankruptcy; Creditor's Meeting Sept. 3 ----------------------------------------------------------------- The bankruptcy of 2159372 Ontario Limited occurred on Aug. 11, 2015, and the first meeting of creditors will be held on Sept. 3, 2015, at 10:00 a.m., at the trustee's office, 151 Bloor St. West, 12th Floor in Toronto, Ontario. The Fuller Landau Group Inc. Trustee in Bankruptcy 151 Bloor St. W., 12th Floor Toronto, Ontario M5S 1S4 Tel: (416) 645-6500 Fax: (416) 645-6501 315 W 35TH: Court OKs Auction Sale Terms for 35th Street Property ----------------------------------------------------------------- Judge Stuart M. Bernstein of the U.S. Bankruptcy Court for the Southern District of New York approved Debtor 315 W 35th Associates LLC's sale procedures for the auction sale of its real property located at 315 West 35th Street, New York, New York. The sale procedures contain, among others, these terms and conditions: (a) 315 W 35TH Associates will offer for sale real property located at 315 West 35th Street, New York, New York, at an auction sale to be held at the U.S. Bankruptcy Court, before the Honorable Stuart M. Bernstein, One Bowling Green, Room 723, New York, NY 10004 on July 13, 2015 at 2:00 p.m. at a minimum bid of $31,500,000 or to any person or entity making a higher and better offer on the terms and conditions hereafter set forth and recited at the Auction. All offers to purchase the Property must comply with these bid terms. (b) The auction sale is subject to the following terms and conditions: (1) The Property will be sold (i) “as is” and “whereas” with no representations, legal or equitable, of any kind and (ii) with all liens, claims, and encumbrances, and other interests to attach to the proceeds of the sale. (2) The Auction will proceed with bidding increments of $250,000. (3) Notwithstanding the minimum bid amount stated above, Mazel 315 West 35th LLC has the sole right to credit bid up to the full amount of its debt. (4) The successful Purchaser must execute the Contract of Sale that has been made available through the Debtor’s real estate broker, which is consistent with the procedures before the U. S. Bankruptcy Court authorizing an auction sale, and the closing shall take place within fourteen (14) days after entry of the order approving the sale to the successful bidder, with time being of the essence. (c) Mazel 315 West 35th LLC (“Mazel”) is deemed a Qualified Bidder. (d) Any objections to the Proposed Sale must be submitted on or before 4:30 p.m. on July 2, 2015. (e) The Sale Hearing to consider approval of the Trustee's entry into and consummation of a transaction with a successful bidder shall immediately follow the sale on July 13, 2015 at 2:00 p.m. Secured Creditor Mazel 315 West 35th objected to the motion, alleging that the sale procedures were ineffective, inefficient and were designed to cause further delay. M. David Graubard, Esq., at Kera & Graubard, in New York, New York, tells the Court that Mazel's objection simply rehashed a lot of the case's history and incorporated much of Mazel's Dismissal Motion arguments. He further tells the Court that Mazel has not raised any substantive arguments with regard to the sale of the Property, nor of the procedures that are sought to be approved in the Sale Motion. 315 W 35th Associates is represented by: M. David Graubard, Esq. KERA & GRAUBARD 240 Madison Avenue, 7th Floor New York, NY 10016 Telephone: (212)681-1600 E-mail: dgraubard@keragraubard.com Mazel 315 West 35th is represented by: Stephen B. Meister, Esq. Christopher J. Major, Esq. Kevin A. Fritz, Esq. MEISTER SEELIG & FEIN LLP 125 Park Avenue, 7th Floor New York, NY 10017 Telephone: (212)655-3500 Facsimile: (212)655-3535 E-mail: sbm@msf-law.com cjm@msf-law.com kaf@msf-law.com About 315 W 35th Associates 315 W 35th Associates LLC, owner of a parcel of real estate located at 315 West 35th Street, New York, sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 15-10877) on April 8, 2015. The Debtor, a Single Asset Real Estate, says the property is worth $40 million. Its liabilities total $30.7 million. The Debtor tapped M. David Graubard, Esq., at Kera & Graubard, in New York, as bankruptcy counsel. 315 W 35TH: Has Settlement with Motovich Holdings ------------------------------------------------- 315 W 35th Associates LLC asks the United States Bankruptcy Court of the Southern District of New York to approve a settlement they negotiated with Motovich Holdings, LLC, to resolve their differences. The essential terms of the agreement are as follows: (a) The Motovich claim is allowed in part as a secured claim in the sum of $4,500,000, with the balance of $2,809,997 remaining subject to dispute by the Debtor; (b) the Debtor will withdraw its motion in the Supreme Court action, which sought to vacate the default judgement entered by Motovich against the Debtor; (c) Motovich agrees to vote in favor of the Plan and to the extent necessary withdraws its prior objection to the Amended Disclosure Statement; and (d) the Debtor reserves the right to object to the disputed part of the Motovich claim. The Debtor maintains that it is important for the Stipulation to be considered and approved by the court as it is an essential part of the Debtor's program for the confirmation of the plan. The Court directed the U.S. Trustee and all creditors and parties-in-interest to show cause why an order should not be made approving the settlement between the Debtor and Motovich Holdings. The Debtor is represented by: M. David Graubard, Esq. KERA & GRAUBARD 240 Madison Ave, 7th fl New York, New York 10016 Tel: (212) 681-1600 Fax: (212) 681-1601 Email: dgraubard@keragraubard.com Motovich Holdings, LLC is represented by: Michael J. Spithogiannis, Esq. Mathhew Dollinger, Esq. DOLLINGER GONSKI GROSSMAN One Old Country Road Carle Place, New York 11514 Tel: (516) 747-1010 Fax: (516) 747-2494 Email: dgglaw@dggny.com -- and -- Michael D. Brofman, Esq. WEISS, ZARETT, BROFMAN & SONNENKLAR P.C. 333 New Hyde Park Rd., Suite 211 New Hyde Park, New York 11042 Tel: (516) 627-7000 Fax: (516) 877-1172 Email: mbrofman@weisszarett.com About 315 W 35th Associates 315 W 35th Associates LLC, owner of a parcel of real estate located at 315 West 35th Street, New York, sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 15-10877) on April 8, 2015. The Debtor, a Single Asset Real Estate, says the property is worth $40 million. Its liabilities total $30.7 million. The Debtor tapped M. David Graubard, Esq., at Kera & Graubard, in New York, as bankruptcy counsel. According to the docket, the Debtor's Chapter 11 plan and disclosure statement are due Aug. 6, 2015. 315 W 35TH: Marcus & Millichap Approved as Real Estate Broker ------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York authorized 315 W 35th Associates LLC to employ the firm of Marcus & Millichap Real Estate Investment Service of New York, as real estate broker, nunc pro tunc to April 8, 2015. The Debtor will pay the firm a brokerage commission of 2.25% of the gross selling price of its property located at 315 West 35th Street, New York City. Michael J. Spithogiannis, Esq., a member of the firm of Dollinger, Gonski & Grossman, attorneys for the largest judgment creditor Motovich Holdings, LLC, has objected to the proposed order insofar that M&M be paid its commission ahead of Motovich. Mr. Spithogiannis also asserted that when Motovich agreed to subordinate its lien to M&M's commission it was based on sale procedures submitted by the Debtor that provided for a minimum bid of $35,000,000. It now appears that secured creditor Mazel 315 W 35th, LLC, and the Debtor had agreed to amend the bidding procures to provide for a minimum bid of $31,500,000. Motovich does not consent to the proposed order because it leaves open the circumstances under which M&M must be paid ahead of Motovich. As reported in the Troubled Company Reporter on May 21, 2015, according to the Debtor, Marcus & Millichap will receive a brokerage commission of 2.25% of the gross selling price of the Debtor's property located at 315 West 35th Street, New York City. Secured creditor Mazel 315 West 35th LLC has objected to the application, stating that as of the Petition Date, the Debtor asserted that it had procured a buyer willing to pay $40,000,000 for the Debtor's only asset, the real property commonly known as 315 West 35th Street, New York City. Mazel points out that the Debtor, in the application, claimed that it needed to hire the same real estate broker that failed to procure a ready, willing and able buyer for nearly two years preceding the Petition Date in order to market the property anew. "Thus, the application confirmed that Debtor filed the case in bad faith, misrepresented the status of its efforts to sell the property in its Petition, and is intent on engaging in dilatory tactics to delay the inevitable foreclosure sale that was ordered in New York Supreme Court and scheduled for the day after Debtor's Petition to commence the case," Mazel tells the Court. Motovich is represented by: Michael J. Spithogiannis, Esq. DOLLINGER, GONSKI & GROSSMAN One Old Country Road, Suite P.O. Box 9010 Carle Place, NY 11514-9010 Tel: (516) 747-1010 E-mail: dgglaw@dggny.com About 315 W 35th Associates 315 W 35th Associates LLC, owner of a parcel of real estate located at 315 West 35th Street, New York, sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 15-10877) on April 8, 2015. The Debtor, a Single Asset Real Estate, says the property is worth $40 million. Its liabilities total $30.7 million. The Debtor tapped M. David Graubard, Esq., at Kera & Graubard, in New York, as bankruptcy counsel. According to the docket, the Debtor's Chapter 11 plan and disclosure statement are due Aug. 6, 2015. 315 W 35TH: Mazel Allowed to Advertise Property Foreclosure Sale ---------------------------------------------------------------- The Hon. Stuart M. Bernstein of the U.S. Bankruptcy Court for the Southern District of New York ordered that the automatic stay is modified only to the extent of allowing Mazel 315 West 35th LLC, the secured creditor of 315 W 35th Associates LLC, to schedule, advertise, and take attendant steps to the scheduling and advertising of the state court foreclosure sale of the real property commonly known as 315 West 35th Street, New York City. Mazel requested for an order dismissing the Debtor's bankruptcy case and prohibiting the Debtor from re-filing a bankruptcy petition for 180 days, or, in the alternative, for relief from the automatic stay to allow completion of a state court foreclosure sale and to allow the state court-appointed receiver to retain possession, custody and control of the property. Judge Bernstein also ordered that pending either a transfer of title to the property pursuant to the contemplated Bankruptcy Court auction or further order of the Court, William Bagliebter of William Bagliebter PLLC, the court-appointed receiver in the state court foreclosure action, will retain possession, custody, and control of the property. About 315 W 35th Associates 315 W 35th Associates LLC, owner of a parcel of real estate located at 315 West 35th Street, New York, sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 15-10877) on April 8, 2015. The Debtor, a Single Asset Real Estate, says the property is worth $40 million. Its liabilities total $30.7 million. The Debtor tapped M. David Graubard, Esq., at Kera & Graubard, in New York, as bankruptcy counsel. According to the docket, the Debtor's Chapter 11 plan and disclosure statement are due Aug. 6, 2015. 315 W 35TH: UMC Asserts Cause for Extension Was Not Estabished -------------------------------------------------------------- El Paso County Hospital District, doing business as University Medical Center of El Paso, objected to El Paso Children's Hospital Corporation's motion to extend time to assume or reject leases of nonresidential real property, stating that the Debtor cannot establish cause to support extending the time period to assume or reject the facility lease. UMC is represented by: Louis R. Strubeck, Jr., Esq. Elizabeth N. Boydston, Esq. Timothy S. Springer, Esq. NORTON ROSE FULBRIGHT US LLP 2200 Ross Avenue, Suite 3600 Dallas, TX 75201-7932 Tel: (214) 855-8000 Fax: (214) 855-8200 E-mail: louis.strubeck@nortonrosefulbright.com liz.boydston@nortonrosefulbright.com tim.springer@nortonrosefulbright.com About 315 W 35th Associates 315 W 35th Associates LLC, owner of a parcel of real estate located at 315 West 35th Street, New York, sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 15-10877) on April 8, 2015. The Debtor, a Single Asset Real Estate, says the property is worth $40 million. Its liabilities total $30.7 million. The Debtor tapped M. David Graubard, Esq., at Kera & Graubard, in New York, as bankruptcy counsel. According to the docket, the Debtor's Chapter 11 plan and disclosure statement are due Aug. 6, 2015. ACTIVECARE INC: Delays Second Quarter Form 10-Q ----------------------------------------------- ActiveCare, Inc., filed with the U.S. Securities and Exchange Commission a Notification of Late Filing on Form 12b-25 with respect to its quarterly report on Form 10-Q for the quarter ended June 30, 2015. The Company said it needs additional time to complete the presentation of its financial statements and the analysis thereof. About ActiveCare South West Valley City, Utah-based ActiveCare, Inc., is organized into three business segments based primarily on the nature of the Company's products. The Stains and Reagents segment is engaged in the business of manufacturing and marketing medical diagnostic stains, solutions and related equipment to hospitals and medical testing labs. The CareServices segment is engaged in the business of developing, distributing and marketing mobile health monitoring and concierge services to distributors and customers. The Chronic Illness Monitoring segment is primarily engaged in the monitoring of diabetic patients on a real time basis. The Company's business plan is to develop and market products for monitoring the health of and providing assistance to mobile and homebound seniors and the chronically ill, including those who may require a personal assistant to check on them during the day to ensure their safety and well being. ActiveCare reported a net loss attributable to common stockholders of $16.4 million for the year ended Sept. 30, 2014, compared to a net loss attributable to common stockholders of $27.5 million for the year ended Sept. 30, 2013. As of March 31, 2015, the Company had $4.63 million in total assets, $11.1 million in total liabilities and a $6.49 million total stockholders' deficit. Tanner LLC, in Salt Lake City, Utah, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2014. The independent auditors noted that the Company has recurring losses, negative cash flows from operating activities, negative working capital, negative total equity, and certain debt that is in default. These conditions, the auditors said, among others, raise substantial doubt about the Company's ability to continue as a going concern. ALLIED NEVADA: Balks at Cost Incurred in Retention of LeClairRyan ----------------------------------------------------------------- The lenders under a Secured Multiple Draw Debtor-In-Possession Credit Agreement, dated as of March 12, 2015, reserved its right to object to any request for compensation by LeClairRyan, a Professional Corporation, as counsel for the Official Committee of Equity Security Holders of Allied Nevada Gold Corp., et al., nunc pro tunc to May 25, 2015. The DIP Lenders told the Court that the reservation of rights extends to the request seeking payment for work that is either duplicative of work previously performed by Former Committee Counsel or may be otherwise unreasonable. The Debtors, in a statement, said that while they do not object to the Equity Committee's second attempt to retain counsel, the Debtors remain focused on costs that are being incurred by the Equity Committee's professionals and the costs being incurred by other parties in the Chapter 11 cases based on the Equity Committee's conduct to date. The Equity Committee asked for permission to employ LeClairRyan as its counsel and agreed to pay the firm's hourly rates. Professional Position Hourly Rate ------------ -------- ----------- Gregory J. Mascitti Shareholder $550 Janice B. Grubin Shareholder $590 Richard A. MCGuirk Shareholder $500 Michael J. Crosnicker Associate $350 Christina L. Shifton Associate $250 Jill Harris Paralegal $150 Carla Ford Paralegal $150 Other professionals working on the matter will be charged at LeClairRyan's standard hourly rates, ranging from $395 to $695 for shareholders and officers; $195 to $395 for associates and ranging from $95 to $195 for paralegals. To the best of the Equity Committee's knowledge, the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The DIP lenders are represented by: Robert F. Poppiti, Jr., Esq. Matthew B. Lunn, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP Rodney Square, 1000 North King Street Wilmington, DE 19801 Tel: (302) 571-6600 Fax: (302) 571-1256 - and - Kristopher M. Hansen, Esq. Jayme T. Goldstein, Esq. STROOCK & STROOCK & LAVAN LLP 180 Maiden Lane New York, NY 10038 Tel: (212) 806-5400 Fax: (212) 806-6006 About Allied Nevada Allied Nevada Gold Corp. (OTCMKTS: ANVGQ), a Delaware corporation, is a U.S.-based gold and silver producer engaged in mining, developing and exploring properties in the State of Nevada. ANV was spun off from Vista Gold Corp. in 2006 and began operations in May 2007. Nevada-based mining properties acquired from Vista include the Hycroft Mine, an open-pit heap leach operation located 54 miles west of Winnemucca, Nevada. ANV controls 75 exploration properties throughout Nevada as of Dec. 31, 2014. On March 10, 2015, ANV and 13 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 15-10503). The cases are assigned to Judge Mary F. Walrath. The Debtors have tapped Blank Rome LLP and Akin Gump Strauss Hauer & Feld LLP as attorneys; FTI Consulting Inc. as financial advisor; Moelis & Company as financial advisor; and Prime Clerk LLC as claims and noticing agent. ANV disclosed $941 million in total assets and $664 million in total debt as of Dec. 31, 2014. The U.S. Trustee appointed three creditors of the company to serve on the official committee of unsecured creditors. The Committee retained Arent Fox LLP as co-counsel, and Polsinelli PC as conflicts counsel. It hired Zolfo Cooper, LLC as bankruptcy consultant and financial advisors, and Upshot Services LLC as information agent. The U.S. Trustee also named an Official Committee of Equity Security Holders. The Equity Committee is represented by Cole Schotz P.C.'s Patrick J. Reilley, Esq., and Nicolas J. Brannick, Esq.; and LeClairRyan's Janice B. Grubin, Esq., Gregory J. Mascitti, Esq., Richard A. McGuirk, Esq., and Michael J. Crosnicker, Esq. The Equity Committee has hired Navigant Consulting, Inc. as financial advisor; and Runge, Inc. dba RungePincockMinarco as technical mining expert. * * * Allied Nevada Gold Corp., et al.'s joint plan of reorganization incorporates the terms of the prepetition plan support agreement reached by the Debtors with holders of at least 67% of the aggregate outstanding principal amount of the Notes and 100% of the Holders of Secured ABL Claims and Secured Swap Claims. Pursuant to the plan support agreement, each Holder of an Allowed Secured ABL Claim will receive (i) its Pro Rata share of the Secured ABL/Swap Cash Payments not made prior to the Effective Date and (ii) an amount of New First Lien Term Loans in an aggregate principal amount equal to (A) the amount of allowed claims pursuant to Section 2.7(b) of the Plan minus (B) the amount paid in cash in respect of the Secured ABL Claims pursuant to clause (i) of Section 2.7(c) of the Plan. In addition, for the avoidance of doubt, any unpaid amounts owed to the holders of Secured ABL Claims pursuant to Section 11 of the DIP Facility Order will be due and payable in cash on the Effective Date. A full-text copy of the Disclosure Statement dated April 24, 2015, is available at http://bankrupt.com/misc/ALLIEDds0424.pdf ALLIED NEVADA: Cole Schotz OK'd as Equity Panel's Delaware Counsel ------------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Delaware authorized the Official Committee of Equity Security Holders of Allied Nevada Gold Corp., et al., to retain Cole Schotz P.C., as its Delaware and conflicts counsel, nunc pro tunc to May 27, 2015. Cole Schotz is expected to, among other things: a. serve as local bankruptcy counsel to the Equity Committee; b. serve as conflicts counsel to the Equity Committee; and c. provide legal advice with respect to the Committee's powers, rights, duties, and obligations in the Chapter 11 cases. Patrick J. Reilley, a member of Cole Schotz which maintains offices for the practice of law at 500 Delaware Avenue, Suite 1410, Wilmington, Delaware, and in New Jersey, New York, Maryland, and Texas, told the Court that the hourly rates of Cole Schotz's attorneys and paralegals that are primarily responsible for representing the Committee are: Patrick J. Reilley $490 Nicholas Brannick $380 David W. Giattino $275 Kimberly A. Karstetter $225 In addition, other attorneys and paraprofessionals may help with representing the Equity Committee. The hourly rates of Cole Schotz's members, associates, paralegals, and litigation-support specialists are: Members and Special Counsel $385 - $825 Associates $195 - $425 Paralegals $175 - $255 Litigation-Support Specialists $250 - $350 To the best of the Equity Committee's knowledge, Cole Schotz is "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The following is provided in response to the request for additional information set forth in Paragraph D.1. of the Revised UST Guidelines: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response; No. Cole Schotz professionals working on this matter will bill at the firm's standard hourly rates. Question: Do any of the professionals included in the engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months prepetition, disclose our billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If your billing rates and material financial terms have changed postpetition, explain the difference and the reasons for the difference. Response: Cole Schotz did not represent the Equity Committee during the 12 months preceding the filing of the Chapter 11 Case. Question: Has your client approved your prospective budget and staffing plan, and, if so for what budget period? Response: Yes. For the period from May 27, 2015 through July 10, 2015 About Allied Nevada Allied Nevada Gold Corp. (OTCMKTS: ANVGQ), a Delaware corporation, is a U.S.-based gold and silver producer engaged in mining, developing and exploring properties in the State of Nevada. ANV was spun off from Vista Gold Corp. in 2006 and began operations in May 2007. Nevada-based mining properties acquired from Vista include the Hycroft Mine, an open-pit heap leach operation located 54 miles west of Winnemucca, Nevada. ANV controls 75 exploration properties throughout Nevada as of Dec. 31, 2014. On March 10, 2015, ANV and 13 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 15-10503). The cases are assigned to Judge Mary F. Walrath. The Debtors have tapped Blank Rome LLP and Akin Gump Strauss Hauer & Feld LLP as attorneys; FTI Consulting Inc. as financial advisor; Moelis & Company as financial advisor; and Prime Clerk LLC as claims and noticing agent. ANV disclosed $941 million in total assets and $664 million in total debt as of Dec. 31, 2014. The U.S. Trustee appointed three creditors of the company to serve on the official committee of unsecured creditors. The Committee retained Arent Fox LLP as co-counsel, and Polsinelli PC as conflicts counsel. It hired Zolfo Cooper, LLC as bankruptcy consultant and financial advisors, and Upshot Services LLC as information agent. The U.S. Trustee also named an Official Committee of Equity Security Holders. The Equity Committee is represented by Cole Schotz P.C.'s Patrick J. Reilley, Esq., and Nicolas J. Brannick, Esq.; and LeClairRyan's Janice B. Grubin, Esq., Gregory J. Mascitti, Esq., Richard A. McGuirk, Esq., and Michael J. Crosnicker, Esq. The Equity Committee has hired Navigant Consulting, Inc. as financial advisor; and Runge, Inc. dba RungePincockMinarco as technical mining expert. * * * Allied Nevada Gold Corp., et al.'s joint plan of reorganization incorporates the terms of the prepetition plan support agreement reached by the Debtors with holders of at least 67% of the aggregate outstanding principal amount of the Notes and 100% of the Holders of Secured ABL Claims and Secured Swap Claims. Pursuant to the plan support agreement, each Holder of an Allowed Secured ABL Claim will receive (i) its Pro Rata share of the Secured ABL/Swap Cash Payments not made prior to the Effective Date and (ii) an amount of New First Lien Term Loans in an aggregate principal amount equal to (A) the amount of allowed claims pursuant to Section 2.7(b) of the Plan minus (B) the amount paid in cash in respect of the Secured ABL Claims pursuant to clause (i) of Section 2.7(c) of the Plan. In addition, for the avoidance of doubt, any unpaid amounts owed to the holders of Secured ABL Claims pursuant to Section 11 of the DIP Facility Order will be due and payable in cash on the Effective Date. A full-text copy of the Disclosure Statement dated April 24, 2015, is available at http://bankrupt.com/misc/ALLIEDds0424.pdf A hearing will be held before Judge Walrath on Aug. 20, 2015, at 11:30 a.m. (Prevailing Eastern Time), to consider approval of the disclosure statement explaining the Plan. ALLIED NEVADA: Equity Attorneys Have Issue With Withdrawal ---------------------------------------------------------- The Official Committee Of Equity Security Holders of the Allied Nevada Gold Corp., et al., notified the U.S. Bankruptcy Court for the District of Delaware that it has withdrawn application to retain: 1. Susman Godfrey, L.L.P., as co-counsel; 2. Ashby & Geddes, P.A., as co-counsel; and 3. Peter J. Solomon Company as financial advisor. Susman Godfrey, L.L.P. and Ashby & Geddes, P.A., as former proposed counsel to the Equity Committee, objected the Equity Committee's notice of withdrawal of retention applications for proposed professionals for the Equity Committee, and requested for a status conference concerning the fees and expenses incurred by SG and A&G. According to SG and A&G, they were working on the transition. SG and A&G submitted that withdrawal of the applications is an appropriate effort by the Equity Committee to preclude the retention of SG and A&G for the period in which they served as counsel to the Equity Committee. About Allied Nevada Allied Nevada Gold Corp. (OTCMKTS: ANVGQ), a Delaware corporation, is a U.S.-based gold and silver producer engaged in mining, developing and exploring properties in the State of Nevada. ANV was spun off from Vista Gold Corp. in 2006 and began operations in May 2007. Nevada-based mining properties acquired from Vista include the Hycroft Mine, an open-pit heap leach operation located 54 miles west of Winnemucca, Nevada. ANV controls 75 exploration properties throughout Nevada as of Dec. 31, 2014. On March 10, 2015, ANV and 13 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 15-10503). The cases are assigned to Judge Mary F. Walrath. The Debtors have tapped Blank Rome LLP and Akin Gump Strauss Hauer & Feld LLP as attorneys; FTI Consulting Inc. as financial advisor; Moelis & Company as financial advisor; and Prime Clerk LLC as claims and noticing agent. ANV disclosed $941 million in total assets and $664 million in total debt as of Dec. 31, 2014. The U.S. Trustee appointed three creditors of the company to serve on the official committee of unsecured creditors. The Committee retained Arent Fox LLP as co-counsel, and Polsinelli PC as conflicts counsel. It hired Zolfo Cooper, LLC as bankruptcy consultant and financial advisors, and Upshot Services LLC as information agent. The U.S. Trustee also named an Official Committee of Equity Security Holders. The Equity Committee is represented by Cole Schotz P.C.'s Patrick J. Reilley, Esq., and Nicolas J. Brannick, Esq.; and LeClairRyan's Janice B. Grubin, Esq., Gregory J. Mascitti, Esq., Richard A. McGuirk, Esq., and Michael J. Crosnicker, Esq. The Equity Committee has hired Navigant Consulting, Inc. as financial advisor; and Runge, Inc. dba RungePincockMinarco as technical mining expert. * * * Allied Nevada Gold Corp., et al.'s joint plan of reorganization incorporates the terms of the prepetition plan support agreement reached by the Debtors with holders of at least 67% of the aggregate outstanding principal amount of the Notes and 100% of the Holders of Secured ABL Claims and Secured Swap Claims. Pursuant to the plan support agreement, each Holder of an Allowed Secured ABL Claim will receive (i) its Pro Rata share of the Secured ABL/Swap Cash Payments not made prior to the Effective Date and (ii) an amount of New First Lien Term Loans in an aggregate principal amount equal to (A) the amount of allowed claims pursuant to Section 2.7(b) of the Plan minus (B) the amount paid in cash in respect of the Secured ABL Claims pursuant to clause (i) of Section 2.7(c) of the Plan. In addition, for the avoidance of doubt, any unpaid amounts owed to the holders of Secured ABL Claims pursuant to Section 11 of the DIP Facility Order will be due and payable in cash on the Effective Date. A full-text copy of the Disclosure Statement dated April 24, 2015, is available at http://bankrupt.com/misc/ALLIEDds0424.pdf ALLIED NEVADA: Equity Committee Balks at Addendum to FTI Hiring --------------------------------------------------------------- The Official Committee of Equity Security Holders in the Chapter 11 cases of debtors Allied Nevada Gold Corp., et al., filed with the U.S. Bankruptcy Court for the District of Delaware a reservation of rights with respect to the notice of filing of second addendum to the engagement letter between the Debtors and FTI Consulting, Inc. On April 15, 2015, the Court approved the FTI retention application. Pursuant to the FTI retention order, the Debtors and FTI may enter into additional addendum(s) to the engagement letter or additional engagement letter(s), provided that such addendum(s) or additional engagement letter(s) are filed with the Court and served upon certain parties. On April 27, 2015, the Debtors and FTI entered into an addendum to the engagement letter which sets forth certain services to be provided by FTI in connection with the Debtors' proposed compensation plans. On July 6, 2015, the Debtors and FTI entered into an additional addendum to the engagement letter, which sets forth certain additional services to be provided by FTI related to, among other things, providing operational support and assistance with reporting and information management. Specifically, the additional services include: 1. meet with the site management to discuss operations, plans and capital requirements; 2. assist in the development of detailed operating plan; 3. review the Company's approach to optimizing costs in a reduced operating level environment. About Allied Nevada Allied Nevada Gold Corp. (OTCMKTS: ANVGQ), a Delaware corporation, is a U.S.-based gold and silver producer engaged in mining, developing and exploring properties in the State of Nevada. ANV was spun off from Vista Gold Corp. in 2006 and began operations in May 2007. Nevada-based mining properties acquired from Vista include the Hycroft Mine, an open-pit heap leach operation located 54 miles west of Winnemucca, Nevada. ANV controls 75 exploration properties throughout Nevada as of Dec. 31, 2014. On March 10, 2015, ANV and 13 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 15-10503). The cases are assigned to Judge Mary F. Walrath. The Debtors have tapped Blank Rome LLP and Akin Gump Strauss Hauer & Feld LLP as attorneys; FTI Consulting Inc. as financial advisor; Moelis & Company as financial advisor; and Prime Clerk LLC as claims and noticing agent. ANV disclosed $941 million in total assets and $664 million in total debt as of Dec. 31, 2014. The U.S. Trustee appointed three creditors of the company to serve on the official committee of unsecured creditors. The Committee retained Arent Fox LLP as co-counsel, and Polsinelli PC as conflicts counsel. It hired Zolfo Cooper, LLC as bankruptcy consultant and financial advisors, and Upshot Services LLC as information agent. The U.S. Trustee also named an Official Committee of Equity Security Holders. The Equity Committee is represented by Cole Schotz P.C.'s Patrick J. Reilley, Esq., and Nicolas J. Brannick, Esq.; and LeClairRyan's Janice B. Grubin, Esq., Gregory J. Mascitti, Esq., Richard A. McGuirk, Esq., and Michael J. Crosnicker, Esq. The Equity Committee has hired Navigant Consulting, Inc. as financial advisor; and Runge, Inc. dba RungePincockMinarco as technical mining expert. * * * Allied Nevada Gold Corp., et al.'s joint plan of reorganization incorporates the terms of the prepetition plan support agreement reached by the Debtors with holders of at least 67% of the aggregate outstanding principal amount of the Notes and 100% of the Holders of Secured ABL Claims and Secured Swap Claims. Pursuant to the plan support agreement, each Holder of an Allowed Secured ABL Claim will receive (i) its Pro Rata share of the Secured ABL/Swap Cash Payments not made prior to the Effective Date and (ii) an amount of New First Lien Term Loans in an aggregate principal amount equal to (A) the amount of allowed claims pursuant to Section 2.7(b) of the Plan minus (B) the amount paid in cash in respect of the Secured ABL Claims pursuant to clause (i) of Section 2.7(c) of the Plan. In addition, for the avoidance of doubt, any unpaid amounts owed to the holders of Secured ABL Claims pursuant to Section 11 of the DIP Facility Order will be due and payable in cash on the Effective Date. A full-text copy of the Disclosure Statement dated April 24, 2015, is available at http://bankrupt.com/misc/ALLIEDds0424.pdf ALLIED NEVADA: Upshot Services Approved as Information Agent ------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Delaware authorized the Official Committee of Unsecured Creditors in the Chapter 11 cases of Allied Nevada Gold Corp., et al., to retain Upshot Services LLC as information agent, nunc pro tunc to April 15, 2015. Upshot is expected to, among other things, provide access to information in connection with the Chapter 11 cases, including providing and maintaining the Committee's Web site and e-mail address, preparing and serving required notices and pleading on behalf of the Committee. Travis K. Vandell, a chief executive officer and co-founder of UpShot, with an office located at 7808 Cherry Creek South Drive, Suite 112, Denver, Colorado, tells the Court that the hourly rates are: Clerical $30 Case Assistant $55 - $65 IT Manager $125 - $145 Case Consultant $140 - $155 Case Director $175 Public Securities Director $225 To the best of the Committee's knowledge, Upshot is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Allied Nevada Allied Nevada Gold Corp. (OTCMKTS: ANVGQ), a Delaware corporation, is a U.S.-based gold and silver producer engaged in mining, developing and exploring properties in the State of Nevada. ANV was spun off from Vista Gold Corp. in 2006 and began operations in May 2007. Nevada-based mining properties acquired from Vista include the Hycroft Mine, an open-pit heap leach operation located 54 miles west of Winnemucca, Nevada. ANV controls 75 exploration properties throughout Nevada as of Dec. 31, 2014. On March 10, 2015, ANV and 13 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 15-10503). The cases are assigned to Judge Mary F. Walrath. The Debtors have tapped Blank Rome LLP and Akin Gump Strauss Hauer & Feld LLP as attorneys; FTI Consulting Inc. as financial advisor; Moelis & Company as financial advisor; and Prime Clerk LLC as claims and noticing agent. ANV disclosed $941 million in total assets and $664 million in total debt as of Dec. 31, 2014. The U.S. Trustee appointed three creditors of the company to serve on the official committee of unsecured creditors. The Committee retained Arent Fox LLP as co-counsel, and Polsinelli PC as conflicts counsel. It hired Zolfo Cooper, LLC as bankruptcy consultant and financial advisors, and Upshot Services LLC as information agent. The U.S. Trustee also named an Official Committee of Equity Security Holders. The Equity Committee is represented by Cole Schotz P.C.'s Patrick J. Reilley, Esq., and Nicolas J. Brannick, Esq.; and LeClairRyan's Janice B. Grubin, Esq., Gregory J. Mascitti, Esq., Richard A. McGuirk, Esq., and Michael J. Crosnicker, Esq. The Equity Committee has hired Navigant Consulting, Inc. as financial advisor; and Runge, Inc. dba RungePincockMinarco as technical mining expert. * * * Allied Nevada Gold Corp., et al.'s joint plan of reorganization incorporates the terms of the prepetition plan support agreement reached by the Debtors with holders of at least 67% of the aggregate outstanding principal amount of the Notes and 100% of the Holders of Secured ABL Claims and Secured Swap Claims. Pursuant to the plan support agreement, each Holder of an Allowed Secured ABL Claim will receive (i) its Pro Rata share of the Secured ABL/Swap Cash Payments not made prior to the Effective Date and (ii) an amount of New First Lien Term Loans in an aggregate principal amount equal to (A) the amount of allowed claims pursuant to Section 2.7(b) of the Plan minus (B) the amount paid in cash in respect of the Secured ABL Claims pursuant to clause (i) of Section 2.7(c) of the Plan. In addition, for the avoidance of doubt, any unpaid amounts owed to the holders of Secured ABL Claims pursuant to Section 11 of the DIP Facility Order will be due and payable in cash on the Effective Date. A full-text copy of the Disclosure Statement dated April 24, 2015, is available at http://bankrupt.com/misc/ALLIEDds0424.pdf AMERICAN APPAREL: Said to Seek Advisers for Bankruptcy Deal ----------------------------------------------------------- Jodi Xu Klein, writing for Bloomberg News, reported that American Apparel Inc. is seeking advisers to help craft a plan to restructure the company in bankruptcy court, according to two people with knowledge of the matter. The report related that the seller of T-shirts and casual-wear has made calls in recent weeks to advisory firms as it prepares to negotiate a bankruptcy loan with creditors to fund it through the process, said the people, who asked not to be named because the discussions are private. Jones Day, which has been helping American Apparel with capital raising, will be expanding its role into a restructuring capacity, said the people, according to the report. About American Apparel American Apparel is a vertically-integrated manufacturer, distributor, and retailer of branded fashion basic apparel based in downtown Los Angeles, California. As of Sept. 30, 2014, American Apparel had approximately 10,000 employees and operated 245 retail stores in 20 countries including the United States and Canada. American Apparel also operates a global e-commerce site that serves over 60 countries worldwide at http://www.americanapparel.com. In addition, American Apparel operates a leading wholesale business that supplies high quality T-shirts and other casual wear to distributors and screen printers. Amid liquidity problems and declining sales, American Apparel in early 2011 reportedly tapped law firm Skadden, Arps, Slate, Meagher & Flom and investment bank Rothschild Inc. for advice on a restructuring. In April 2011, American Apparel said it raised $14.9 million in rescue financing from a group of investors led by Canadian financier Michael Serruya and private equity firm Delavaco Capital Corp., allowing the casual clothing retailer to meet obligations to its lenders for the time being. Under the deal, the investors were buying 15.8 million shares of common stock at 90 cents apiece. The deal allows the investors to purchase additional 27.4 million shares at the same price. American Apparel reported a net loss of $68.8 million in 2014, a net loss of $106 million in 2013 and a net loss of $37.3 million in 2012. * * * The TCR reported on Aug. 14, 2015, that Moody's Investors Service downgraded ratings of American Apparel, Inc., including the Corporate Family rating, which was downgraded to Caa3 from Caa2. "T[he] rating actions are in reaction to the company's filing for an extension of its Q2 10Q, which was made necessary due to potential non-compliance with the covenants under its Capital One revolving credit facility at second quarter-end," stated Moody's Vice President Charlie O'Shea. As reported by the TCR on Sept. 2, 2014, Standard & Poor's Ratings Services lowered its corporate credit rating on Los Angeles-based American Apparel Inc. to 'CCC-' from 'CCC'. The outlook is negative. AMERICAN EAGLE: Court Sets Sept. 9 Auction of Assets ---------------------------------------------------- Judge Howard R. Tallman of the United States Bankruptcy Court of the District of Colorado approved the procedures governing the sale of substantially all of the assets of American Eagle Energy Corporation and established Sept. 9, 2015, as the auction. The Debtors entered into an asset purchase agreement with AMZG Acquisition LLC, an entity formed by the 11.0% Senior Secured Notes Due 2019 issued by American Eagle Energy Corporation and guaranteed by AMZG, Inc. The APA provides for the acquisition of substantially all the assets of the Debtor in exchange for a credit bid of $70,000,000 and a wind down budget to be negotiated between the Debtor and the Ad Hoc Group plus $200,000 to be retained by the Debtors to fund a post-sale wind down of the Debtor's estate. In order to maximize the value of the assets, interested parties may submit bids for all or a portion of the assets on or before Sept. 2. The auction will be conducted on Sept. 9. The Court will convene a hearing on Sept. 10 at 9:30 a.m., to consider approval of the sale. The amount of the Requisite Overbid Amount for substantially all of the Debtor's assets is reduced to $52,500,000 plus the same overbid amount and assumption of liabilities in the Stalking Horse APA. The Official Committee of Unsecured Creditors, Jacam Chemical Company 2013, LLC, and Hydratek, Inc., Miller Oil Company, Inc, G-Style Transport, LLC and Precision Completion & Production Services, Ltd., separately objected to the bidding procedures. The Committee filed a limited objection and asked the Court to modify any order granting the Bid Procedures Motion. The Committee asserts that the Debtor must disclose the necessary financial information in the Seller Disclosure Schedules for Potential Bidders to submit a Requisite Overbid Amount and that the Debtors and Noteholders should disclose and articulate the rationale for the payment of any breakup fee and expense reimbursement in the Bid Procedures Motion and the nature of any fees and expenses payable to the Ad Hoc Group under the APA. Jacam informed AMERICAN EAGLE: Has Until Dec. 7, 2015 to Decide on Leases ---------------------------------------------------------- The U.S. Bankruptcy Court for the District of Colorado extended until Dec. 7, 2015, American Eagle Energy Corporation's time to assume or reject unexpired lease of nonresidential real property with Oakley Ventures, LLC and Main Street Partners 1, LLC. About American Eagle Littleton, Colorado-based American Eagle Energy Corporation is engaged in the acquisition, exploration and development of oil and gas properties. The Company is primarily focused on extracting proved oil reserves from those properties. American Eagle Energy Corporation and its wholly-owned subsidiary, AMZG, Inc., filed on May 8, 2015, voluntary petitions (Bankr. D. Colo., Case No. 15-15073). The case is assigned to Judge Howard R. Tallman. The Debtors are represented by Elizabeth A. Green, Esq., at Baker & Hostetler LLP, in Orlando, Florida. On May 13, 2015, Judge Tallman granted the Debtors' request for joint administration. American Eagle Energy Corporation disclosed total assets of $21,980,687 and total liabilities of $193,604,113 as of the Chapter 11 filing. The U.S. Trustee for Region 6, appointed seven creditors to serve on the Official Committee of Unsecured Creditor. The Committee tapped to retain Pachulski Stang Ziehl & Jones LLP as counsel. AMERICAN EAGLE: Mineral Contractors Sue Over Lien Priority ---------------------------------------------------------- Precision Completion & Production Services, Ltd., Hydratek, Inc., Miller Oil Company, Inc., Halliburton Energy Services, Inc., Power Crude Transport, Inc., G-Style Transport, LLC, Irongate Rental Services, LLC, and Nabors Drilling USA LP, filed a complaint against American Eagle Energy Corporation and AMZG, Inc., seeking declaratory judgment from the U.S. Bankruptcy Court for the District of Colorado that all oil or gas well liens are senior in priority to all other liens and encumbrances on the Debtors' assets. The Plaintiffs are mineral contractors and/or subcontractors who performed labor and/or furnished material or services to the Debtors pursuant to certain contracts for which the Plaintiffs have not been paid. The Plaintiffs' labor and/or material or services were used or employed, or furnished to be used or employed, in the drilling or operating of oil or gas wells by the Debtors, or in the construction, putting together, or repairing material so used or employed, or furnished to be used or employed. To secure their respective indebtedness, the Plaintiffs have asserted and recorded well liens with the Clerk of Divide County, North Dakota pursuant to Chapter 35-24 of the North Dakota Century Code, N.D. Cent. Code Sections 35-24-01 et seq., as of June 30, 2015. The Plaintiffs request a declaratory judgment from the Court that all Well Liens that comply with section 35-24-11 are senior in priority to all other titles, charges, liens, or encumbrances on the Debtors' assets arising subsequent to the date upon which the earliest the Well Lien arose and a judgment awarding the Plaintiffs all costs, including reasonable and necessary attorneys' fees and expenses through judgment. Bennett Management Corporation, Aristeia Capital, LLC, Kayne Anderson Capital Advisors, L.P., and Northeast Investors Trust, U.S. Bank National Association in its capacity as trustee and collateral agent for all holders of the 11.0% Senior Secured Notes due 2019 issued pursuant to that certain Indenture dated as of August 27, 2014, and WISCO, Inc., Calfrac Well Services, Corp., AES Drilling Fluids, LLC, Hamm & Phillips Service Company, Inc., Drill Tech, LLC, Thru Tubing Solutions, Inc., Jacam Chemicals 2013, LLC, Triple S Enterprises, Inc., Cruz Energy Services, LLC, and CMG Oil & Gas, Inc., were also named defendants in the complaint. Precision Completion & Production Services, Ltd., is represented by: Spencer D. Solomon, Esq. NATHAN SOMMERS JACOBS A PROFESSIONAL CORPORATION 2800 Post Oak Blvd., 61st Floor Houston, Texas 77056 Tel: (713) 960-0303 Fax: (713) 892-4800 Email: ssolomon@nathansommers.com Power Crude Transport, Inc. is represented by: Theodore J. Hartl, Esq. Harold G. Morris, Esq. LINDQUIST & VENNUM LLP 600 17th Street, Suite 1800 South Denver, Colorado 80202 Tel: (303) 573-5900 Fax: (303) 573-1956 Email: thartl@lindquist.com -- and -- Kevin M. Lippman, Esq. Deborah M. Perry, Esq. 500 N. Akard Street, Suite 3800 Dallas, Texas 75201-6659 Tel: (214) 855-7500 Fax: (214) 855-7584 Email: klippman@munsch.com dperry@munsch.com Halliburton Energy Services, Inc., Irongate Rental and Nabors Drilling USA LP are represented by: Carl Dore, Jr., Esq. DORE LAW GROUP, P.C. 17171 Park Row, Suite 160 Houston, Texas 77084 Tel: (281) 829-1555 Fax: (281) 200-0751 Email: carl@dorelawgroup.net Hydratek, Inc., Miller Oil Company, Inc. and G-Style Transport, LLC, are represented by: Duncan E. Barber, Esq. Stacey S. Dawes, Esq. BIEGING SHAPIRO & BARBER LLP 4582 South Ulster St. Parkway, Suite 1650 Denver, CO 80237 Tel: (720) 488-0220 Fax: (720) 488-7711 Emails: dbarber@bsblawyers.com ssd@bsblawyers.com About American Eagle Energy Littleton, Colorado-based American Eagle Energy Corporation is engaged in the acquisition, exploration and development of oil and gas properties. The Company is primarily focused on extracting proved oil reserves from those properties. American Eagle Energy Corporation and its wholly-owned subsidiary, AMZG, Inc., filed on May 8, 2015, voluntary petitions (Bankr. D. Colo., Case No. 15-15073). The case is assigned to Judge Howard R. Tallman. On May 13, 2015, Judge Tallman granted the Debtors' request for joint administration. On May 11, 2015, the Company received notice from the NYSE MKT LLC that the NYSE MKT had suspended the Company's common stock from trading immediately and determined to commence proceedings to delist the Company's common stock. Prior to being delisted, the Company's common stock traded on the NYSE MKT under the trading symbol "AMZG." On May 12, the Company's common stock commenced trading over-the-counter on the OTC Markets Group Inc.'s OTC Pink(R) marketplace, under the trading symbol "AMZGQ". The Debtors are represented by Elizabeth A. Green, Esq., at Baker & Hostetler LLP, in Orlando, Florida. The U.S. Trustee has appointed an official committee of unsecured creditors. AMERICAN SPECTRUM: Proofs of Claim Due Oct. 7, 2015 --------------------------------------------------- The Hon. Scott C. Clarkson of the U.S. Bankruptcy Court for the Central District of California continued until Jan. 7, 2016, at 11:00 a.m., the status conference hearing in the Chapter 11 case of American Spectrum Realty, Inc. According to the Debtor's case docket: 1. status report is due 14 days prior to the hearing; 2. claims bar date notice deadline is July 31, 2015; 3. general claims bar date is set for Oct. 7; 4. deadline to objection to claims is set for Jan. 7, 2016; 5. the last day to file plan and disclosure statement: Dec. 9. About American Spectrum Realty American Spectrum Realty, Inc. -- http://www.asrmanagement.com/-- is a real estate investment company that owns, through an operating partnership, interests in office, industrial/commercial, retail, self-storage, retail, multi-family properties and undeveloped land throughout the United States. American Spectrum Management Group, Inc., a wholly-owned subsidiary of the Company, manages and leases all properties owned by American Spectrum Realty, Inc. well as for third-party clients, totaling 7 million square feet in multiple states. American Spectrum Realty was formed in 2000 and began publicly trading on the New York Stock Exchange in 2001. Alleged creditors -- namely, D&A Daily Mortgage Fund III, L.P., D&A Semi-Annual Mortgage Fund III, L.P., and D&A Intermediate-Term Mortgage Fund III, L.P. -- filed an involuntary Chapter 11 petition for American Spectrum in Santa Ana, California, on Feb. 13, 2015 (Bankr. C.D. Cal. Case No. 15-10721). The involuntary case was assigned to Judge Scott C. Clarkson. James C. Bastian, Jr., Esq., and Melissa Davis Lowe, Esq., at Shulman Hodges & Bastian LLP, in Irvine, California, serve as counsel to the Petitioning Creditors. On May 1, 2015, the Court entered an order for relief against the Debtor under Chapter 11 of the U.S. Code. American Spectrum has affiliates that have pending bankruptcy cases. One of them is Verdugo, LLC, a single asset real estate that filed a Chapter 11 bankruptcy petition (Bank. C.D. Cal. Case No. 15-10701) on Feb. 12, 2015. Judge Scott C. Clarkson presides over the case. American Spectrum disclosed assets of $6,381,000 - $13,381,000 and liabilities of $6,558,235 as of the Chapter 11 filing. AMSCO STEEL: U.S. Trustee Forms Five-Member Creditors' Committee ---------------------------------------------------------------- The U.S. trustee overseeing the Chapter 11 cases of AMSCO Steel Company LLC and Pyndus Steel & Aluminum Co. Inc. appointed five creditors to serve on the official committee of unsecured creditors: (1) Steel & Pipe Supply Scott T. Munsen, Credit Manager 555 Poyntz Avenue Manhattan, KS 66502 Tel: 785-587-5140 Fax: 785-587-5154 E-mail: munsens@spsci.com (2) McElroy Metal, Inc. Lance A. Miller, Director of Credit P. O. Box 1148 Shreveport, LA 71163-1148 Tel: 318-767-8015 Fax: 318-747-8086 E-mail: lamiller@mcelroymetal.com (3) Delaware Steel Company of Pennsylvania Lisa Goldenberg, President 535-102 Pennsylvania Avenue Fort Washington, PA 19034 Tel: 215-654-8285 Fax: 215-654-8363 E-mail: lisa.goldenberg@delawaresteel.com (4) Kane Steel & Iron, LLC Paula Williamson, Controller 100 Corporate Parkway, Ste. 400 Birmingham, AL 35242 Tel: 205-437-0101, ext. 203 Fax: 205-981-2308 E-mail: paula@kane-steel.com (5) S&P Steel Products and Services, Inc. Angelica Castillo, Controller 1503 North Post Oak Road Houston, TX 77055 Tel: 281-768-8802 Fax: 281-768-8800 E-mail: acastillo@s-psteelproducts.com 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 Amsco Steel AMSCO Steel Company, LLC, and Pyndus Steel & Aluminum Co., Inc., sought protection under Chapter 11 of the Bankruptcy Code on Aug. 10, 2015 (Bankr. N.D. Tex., Case No. 15-43240). The Debtors are suppliers and processors of steel products for a wide variety of customers throughout the United States and Mexico. The case is assigned to Judge Russell F. Nelms. The Debtors' counsel are J. Robert Forshey, Esq., and Matthew G. Maben, Esq., at Forshey & Prostok, LLP, in Forth Worth, Texas. API TECHNOLOGIES: Files Financial Statements of Inmet & Weinschel ----------------------------------------------------------------- API Technologies Corp. filed a report on Form 8-K on June 12, 2015, to disclose the completion of its acquisition of all of the issued and outstanding shares of capital stock or other equity interests of Aeroflex/Inmet, Inc. and Aeroflex/Weinschel, Inc. On Aug. 24, 2015, API filed an amended Form 8-K to provide interim financial statements of Inmet and Weinschel for the nine months ended March 31, 2015, and 2014, which are available for free at: http://is.gd/3MeNA2 The audited combined financial statements of Inmet and Weinschel as of June 30, 2014, and 2013 and for each of the two years in the period ended June 30, 2014, are available for free at: http://is.gd/n9HCN2 About API Technologies API Technologies designs, develops and manufactures electronic systems, subsystems, RF and secure solutions for technically demanding defense, aerospace and commercial applications. API Technologies' customers include many leading Fortune 500 companies. API Technologies trades on the NASDAQ under the symbol ATNY. For further information, please visit the Company Web site at http://www.apitech.com/ API Technologies reported a net loss attributable to common shareholders of $19.3 million for the year ended Nov. 30, 2014, compared to a net loss attributable to common shareholders of $8.28 million for the year ended Nov. 30, 2013. As of May 31, 2015, the Company had $278.4 million in total assets, $174.4 million in total liabilities and $104.1 million in shareholders' equity. * * * As reported by the TCR on Feb. 14, 2013, Moody's Investors Service has withdrawn all ratings of API Technologies, including its 'Caa1' Corporate Family Rating and negative outlook due to the repayment of all rated debt. On Feb. 6, 2013, API Technologies completed a refinancing of its previously outstanding rated bank debt. All ratings of API have been withdrawn since the company has no rated debt outstanding. In the Feb. 22, 2013, edition of the TCR, Standard & Poor's Ratings Services said that it lowered its corporate credit rating on API Technologies to 'B-' from 'B'. "The downgrade reflects weaker-than-expected credit metrics resulting from less-than-expected improvements in operating performance and higher debt, including a modest increase from the recent refinancing," said Standard & Poor's credit analyst Chris Mooney. ARRAY BIOPHARMA: Board Approves 2016 Annual Bonus Program --------------------------------------------------------- On the recommendation of the Compensation Committee, the independent directors of the Board of Directors of Array Biopharma Inc. approved the performance bonus program for annual bonus awards that may be earned by employees of the Company, including the Company's executive officers, for fiscal 2016, according to a document filed with the Securities and Exchange Commission. Under the bonus program, certain of the Company's employees, including its executive officers, will be entitled to earn a bonus payable in cash, stock or stock option equivalents based upon the achievement of certain specified performance goals and objectives relating to the Company and to each individual participant. To the extent the corporate and individual performance goals are met, each participant may be eligible to receive a target bonus calculated by multiplying the participant's base salary by a percentage value later assigned to the participant or to his or her position with the Company by the Compensation Committee. A percentage of this target bonus amount may be awarded following the end of the fiscal year to the extent the Compensation Committee determines the corporate and individual performance goals are met. The plan can be amended in whole or in part by the Compensation Committee at any time until paid. The Compensation Committee recommended, and the independent directors of the Board, approved the specific performance goals for fiscal 2016 under the performance bonus program. The performance bonuses for 2016 will be based both on individual performance and on the Company's performance relative to the following performance criteria: financial goals relating to revenue, year-end cash, cash equivalents and accounts receivable balance, and partnership objectives, discovery research goals and clinical development goals. Threshold, target and stretch targets were established for each of the goals, with threshold achievement resulting in 70% payout, target achievement resulting in 100% payout and stretch achievement resulting in 150% payout under the program. In determining the bonus awards for fiscal 2016, the foregoing goals will be weighted at the target level as follows: financial goals 20%; discovery research goals 20%; clinical development goals 60%. About Array Biopharma Boulder, Colo.-based Array BioPharma Inc. is a biopharmaceutical company focused on the discovery, development and commercialization of targeted small-molecule drugs to treat patients afflicted with cancer and inflammatory diseases. Array has four core proprietary clinical programs: ARRY-614 for myelodysplastic syndromes, ARRY-520 for multiple myeloma, ARRY-797 for pain and ARRY-502 for asthma. In addition, Array has 10 partner-funded clinical programs including two MEK inhibitors in Phase 2: selumetinib with AstraZeneca and MEK162 with Novartis. As of June 30, 2015, the Company had $198.2 million in total assets, $155.55 million in total liabilities and $42.65 million in total stockholders' equity. ARRAY BIOPHARMA: FMR LLC Reports 12.6% Stake as of June 30 ---------------------------------------------------------- In an amended Schedule 13G filed with the Securities and Exchange Commission, FMR LLC, Edward C. Johnson 3d and Abigail P. Johnson disclosed that as of June 30, 2015, they beneficially owned 16,688,814 shares of common stock of Array Biopharma, which represents 12.646 percent of the shares outstanding. Edward C. Johnson 3d is a director and the chairman of FMR LLC and Abigail P. Johnson is a director, the vice chairman, the chief executive officer and the president of FMR LLC. A copy of the regulatory filing is available at http://is.gd/OnWXoG About Array Biopharma Boulder, Colo.-based Array BioPharma Inc. is a biopharmaceutical company focused on the discovery, development and commercialization of targeted small-molecule drugs to treat patients afflicted with cancer and inflammatory diseases. Array has four core proprietary clinical programs: ARRY-614 for myelodysplastic syndromes, ARRY-520 for multiple myeloma, ARRY-797 for pain and ARRY-502 for asthma. In addition, Array has 10 partner-funded clinical programs including two MEK inhibitors in Phase 2: selumetinib with AstraZeneca and MEK162 with Novartis. As of June 30, 2015, the Company had $198.2 million in total assets, $155.55 million in total liabilities and $42.65 million in total stockholders' equity. AUTOMATED MESSAGE: Case Summary & 5 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Automated Message Solutions, Inc. 203 18th Street NW Fort Payne, AL 35967 Case No.: 15-41340 Chapter 11 Petition Date: August 25, 2015 Court: United States bankruptcy Court Northern District of Alabama (Anniston) Judge: Hon. James J. Robinson Debtor's Counsel: Stephen Paul Bussman, Esq. PO Box 680925 Fort Payne, AL 35968 Tel: 256 845-7900 Email: sbussman@bussmanandguice.com - and - Tommy Allen French, Esq. ROBERT B. FRENCH, JR., P.C. 308 Alabama Avenue, SW Fort Payne, AL 35967 Tel: 256-845-2250 Fax: 256-845-4548 Email: tafrench@bellsouth.net Total Assets: $495,700 Total Liabilities: $3.28 million The petition was signed by Stacy Williamson, registered agent. A list of the Debtor's five largest unsecured creditors is available for free at http://bankrupt.com/misc/alnb15-41340.pdf AXION INTERNATIONAL: Incurs $3.6 Million Net Loss in Q2 ------------------------------------------------------- Axion International Holdings, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss attributable to common shareholders of $3.65 million on $3.47 million of revenue for the three months ended June 30, 2015, compared with a net loss attributable to common shareholders of $20.61 million on $4.05 million of revenue for the same period during the prior year. For the six months ended June 30, 2015, the Company reported a net loss attributable to common shareholders of $6.74 million on $5.77 million of revenue compared to a net loss attributable to common shareholders of $17.4 million on $8.90 million of revenue for the same period in 2014. As of June 30, 2015, the Company had $19.31 million in total assets, $40.06 million in total liabilities, $6.82 million in 10% convertible convertible preferred stock, and a total stockholders' deficit of $27.57 million. A full-text copy of the Form 10-Q is available for free at: http://is.gd/YvHnWA About Axion International New Providence, N.J.-based Axion International Holdings, Inc. (OTC BB: AXIH) - http://www.axionintl.com/-- is the exclusive licensee of patented and patent-pending technologies developed for the production of structural plastic products such as railroad crossties, pilings, I-beams, T-Beams, and various size boards including a tongue and groove design that are utilized in multiple engineered design solutions such as rail track, rail and tank bridges (heavy load), pedestrian/park and recreation bridges, marinas, boardwalks and bulk heading to name a few. Axion International reported a net loss attributable to common shareholders of $17.2 million on $14.4 million of revenue for the year ended Dec. 31, 2014, compared to a net loss attributable to common shareholders of $25.8 million on $6.62 million of revenue for the same period in 2013. BDO USA, LLP, in New York, New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, noting that Company has suffered recurring losses from operations and has working capital and net capital deficiencies that raise substantial doubt about its ability to continue as a going concern. BIRMINGHAM COAL: Debenture Holders Want Official Committee ---------------------------------------------------------- Robert Power, Lisa Power, Edwin De Reys, and Greg R. Burrows, as the Ad Hoc Committee of Debenture Holders, parties-in-interest and creditors of Birmingham Coal & Coke Company, Inc., ask the U.S. Bankruptcy Court for the Northern District of Alabama to appoint an official committee of debenture holders. Robert Power, et al., noted that on June 17, 2015, the Court appointed a consolidated unsecured creditors' committee. Pursuant to the Committee order, the Creditors' Committee is made up of eight unsecured creditors of the Debtors; most of which are trade creditors. The Debenture Holders' claims and interests are not represented by the existing committee. Furthermore, the movants note that the Debtors have not listed the Debenture Holders individually as creditors of the Debtors' bankruptcy estates. According to the movants, appointment of a committee of Debenture Holders will not affect the ability of the Creditors' Committee to function. The Creditors' Committee, they point out, will continue to represent the interests of the general unsecured creditors. The committee, the movants say, will represent the entire body of Debenture Holders to assert their rights, and assist the Debtors and the other parties-in-interest in formulating a plan of reorganization. About Birmingham Coal Birmingham Coal & Coke Company, Inc. produces and markets coal to industrial, utility and export markets. It owns and operates three coal mines with an average annual coal production of approximately 480,000 tons. The company also offers coal brokerage services. Birmingham Coal & Coke Company, Inc. was founded in 2000 and is based in Birmingham, Alabama. As of May 9, 2011, Birmingham Coal operates as a subsidiary of CanAm Coal Corp. On May 27, 2015, Birmingham Coal and affiliates Cahaba Contracting & Reclamation LLC, and RAC Mining LLC each filed a voluntary petition for Chapter 11 reorganization (Bankr. N.D. Ala. Lead Case No. 15-02075) in Birmingham, Alabama. The Debtors tapped Jones Walker LLP as counsel. Birmingham Coal and Cahaba Contracting each estimated $10 million to $50 million in assets and debt. RAC Mining estimated $1 million to $10 million in assets and debt. BOOMERANG TUBE: 'Challenge' Period Extended to Sept. 1 ------------------------------------------------------ U.S. Bankruptcy Judge Mary Walrath approved an agreement extending the so-called "challenge period" for Boomerang Tube LLC's official committee of unsecured creditors to Sept. 1, 2015. On July 24 this year, Boomerang Tube received final approval from the bankruptcy judge to obtain postpetition term loan financing. The final order allowed the committee to challenge the validity, priority or enforceability of "term prepetition liens," court filings show. About Boomerang Tube Boomerang Tube, LLC, is a manufacturer of welded Oil Country Tubular Goods ("OCTG") in the United States. OCTG are used by drillers in exploration and production of oil and natural gas and consist of drill pipe, casing and tubing. Boomerang has corporate offices in Chesterfield, Missouri and manufacturing facilities in Liberty, Texas, strategically located near major steel production centers and end-user markets. With a 487,000 square foot plant that houses two mills and heat treat lines and a contingent 119 acres, these facilities constitute the second largest alloy OCTG mill in North America. Access Tubulars, LLC, owns 81% of the equity interests in Boomerang. Boomerang Tube and its subsidiaries BTCSP LLC and BT Financing sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-11247) on June 9, 2015, with a deal with lenders on a balance sheet restructuring that would convert $214 million of debt to 100% of the common stock of the reorganized company. The Debtor disclosed $272,205,337 in assets and $300,375,946 in liabilities as of the Chapter 11 filing. The cases are assigned to Judge Mary F. Walrath. The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as attorneys; Lazard Freres & Co. LLC, as financial advisor; and Donlin, Recano & Co., Inc., as claims and noticing agent. On June 30, 2015, the Debtor filed a bankruptcy-exit plan and explanatory disclosure statement. The U.S. Trustee overseeing the Chapter 11 case appointed five creditors to serve on an official committee of unsecured creditors. The Committee is represented by Brown Rudnick LLP., and Morris, Nichols, Arsht & Tunnel LLP. BOOMERANG TUBE: Creditors' Panel Taps Alvarez & Marsal as Advisors ------------------------------------------------------------------ The Official Committee of Unsecured Creditors of Boomerang Tube, LLC and its debtor-affiliates seek authorization from the U.S. Bankruptcy Court for the District of Delaware to retain Alvarez & Marsal North America, LLC as financial advisors to the Committee, effective June 24, 2015. The Committee requires Alvarez & Marsal to: (a) advise Committee on matters related to its interests in the Reorganization of the Debtor's assets; (b) assist with a review of the Debtors' cost/benefit evaluations with respect to the assumption or rejection of executory contracts and unexpired leases; (c) assist with a review of the business model, operations, liquidity situation, properties, assets and liabilities, financial condition and prospects of the Debtor; (d) assist in the review of financial information distributed by the Debtor to the Committee, its advisors and creditors and others, including, but not limited to, cash flow projections and budgets, cash receipts and disbursement analysis, valuations and analysis of various asset and liability accounts; (e) attend meetings with the Debtor, the Debtors' lenders and creditors, the Committee and any other official committees organized in these chapter 11 cases, the U.S. Trustee, other parties in interest and professionals hired by the same, as requested; (f) assist with a review of the Debtors' proposed key employee Retention and other critical employee benefit programs; (g) assist in the review and preparation of information and analysis necessary for the confirmation of a plan in these chapter 11 cases; and (h) render other general business consulting or such other assistance as the Committee or its counsel may deem necessary, consistent with the role of a financial advisor and not duplicative of services provided by other professionals in these chapter 11 cases (i) assist in the determination of a range of values for the Debtors on a going concern or liquidation basis Alvarez & Marsal will be paid at these hourly rates: Managing Directors $750-$950 Directors $550-$750 Associates $400-$550 Analysts $350-$400 Alvarez & Marsal will also be reimbursed for reasonable out-of-pocket expenses incurred. Kelly Stapleton, managing director of Alvarez & Marsal, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. The Court for the District of Delaware will hold a hearing on the application on Sep. 21, 2015, at 10:30 a.m. Alvarez & Marsal can be reached at: Kelly Stapleton ALVAREZ & MARSAL NORTH AMERICA, LLC 600 Madison Ave., 8th Floor New York, NY 10022 Tel: (212) 763-9750 E-mail: kstapleton@alvarezandmarsal.com About Boomerang Tube Boomerang Tube, LLC, is a manufacturer of welded Oil Country Tubular Goods ("OCTG") in the United States. OCTG are used by drillers in exploration and production of oil and natural gas and consist of drill pipe, casing and tubing. Boomerang has corporate offices in Chesterfield, Missouri and manufacturing facilities in Liberty, Texas, strategically located near major steel production centers and end-user markets. With a 487,000 square foot plant that houses two mills and heat treat lines and a contingent 119 acres, these facilities constitute the second largest alloy OCTG mill in North America. Access Tubulars, LLC, owns 81% of the equity interests in Boomerang. Boomerang Tube and its subsidiaries BTCSP LLC and BT Financing sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-11247) on June 9, 2015, with a deal with lenders on a balance sheet restructuring that would convert $214 million of debt to 100% of the common stock of the reorganized company. The cases are assigned to Judge Mary F. Walrath. The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as attorneys; Lazard Freres & Co. LLC, as financial advisor; and Donlin, Recano & Co., Inc., as claims and noticing agent. BOOMERANG TUBE: Sec. 1111(b) Deadline Set at Sept. 14 ----------------------------------------------------- U.S. Bankruptcy Judge Mary Walrath has set a deadline in which Boomerang Tube, LLC, is to make an election as to Section 1111(b) at Sept. 14, 2015. About Boomerang Tube Boomerang Tube, LLC, is a manufacturer of welded Oil Country Tubular Goods ("OCTG") in the United States. OCTG are used by drillers in exploration and production of oil and natural gas and consist of drill pipe, casing and tubing. Boomerang has corporate offices in Chesterfield, Missouri and manufacturing facilities in Liberty, Texas, strategically located near major steel production centers and end-user markets. With a 487,000 square foot plant that houses two mills and heat treat lines and a contingent 119 acres, these facilities constitute the second largest alloy OCTG mill in North America. Access Tubulars, LLC, owns 81% of the equity interests in Boomerang. Boomerang Tube and its subsidiaries BTCSP LLC and BT Financing sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-11247) on June 9, 2015, with a deal with lenders on a balance sheet restructuring that would convert $214 million of debt to 100% of the common stock of the reorganized company. The cases are assigned to Judge Mary F. Walrath. The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as attorneys; Lazard Freres & Co. LLC, as financial advisor; and Donlin, Recano & Co., Inc., as claims and noticing agent. BOOMERANG TUBE: UST Objects to Alvarez & Marsal Fee Provisions -------------------------------------------------------------- Andrew R. Vara, the Acting United States Trustee for Region 3 of Boomerang Tube and its debtor-affiliates, filed with the U.S. Bankruptcy Court for the District of Delaware an objection to the Unsecured Creditors' Committee's bid to retain Alvarez & Marsal North America, LLC as financial advisors. Cortland Capital Market Services LLC, in its capacity as administrative and collateral agent to the Term Lenders and the Term DIP Lenders, filed a joinder to Mr. Vara's objection. Mr. Vara stated that Alvarez & Marsal seeks reimbursement of "any reasonable legal fees incurred for Alvarez & Marsal's defense of this Application and fee applications submitted in this matter, subject to Court approval". The Fee Defense Provisions violate the Bankruptcy Code, ignore the express directives of the United States Supreme Court, and are otherwise unreasonable. The Supreme Court recently held that 11 U.S.C. section 330(a) does not authorize a court to approve a law firm's fee for litigating its fee application. Cortland Capital objects to the entry of an order approving the retention of Alvarez & Marsal that would require Debtors to indemnify Alvarez & Marsal for any fees accrued in the process of defending or prosecuting fee applications. According to Mr. Vara, unless the Fee Defense Provisions are removed or stricken, the Court should deny the Retention Application. Mr. Vara is represented by: Benjamin A. Hackman, Esq. OFFICE OF THE UNITED STATES TRUSTEE J. Caleb Boggs Federal Building 844 King Street, Suite 2207, Lockbox 35 Wilmington, DE 19801 Tel: (302) 573-6491 Fax: (302) 573-6497 Cortland Capital is represented by: William E. Chipman, Jr., Esq. CHIPMAN BROWN CICERO & COLE, LLP 1007 North Orange Street, Suite 1110 Wilmington, DE 19801 Tel: (302) 295-0191 Fax: (302) 295-0199 E-mail: chipman@chipmanbrown.com About Boomerang Tube Boomerang Tube, LLC, is a manufacturer of welded Oil Country Tubular Goods ("OCTG") in the United States. OCTG are used by drillers in exploration and production of oil and natural gas and consist of drill pipe, casing and tubing. Boomerang has corporate offices in Chesterfield, Missouri and manufacturing facilities in Liberty, Texas, strategically located near major steel production centers and end-user markets. With a 487,000 square foot plant that houses two mills and heat treat lines and a contingent 119 acres, these facilities constitute the second largest alloy OCTG mill in North America. Access Tubulars, LLC, owns 81% of the equity interests in Boomerang. Boomerang Tube and its subsidiaries BTCSP LLC and BT Financing sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-11247) on June 9, 2015, with a deal with lenders on a balance sheet restructuring that would convert $214 million of debt to 100% of the common stock of the reorganized company. The cases are assigned to Judge Mary F. Walrath. The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as attorneys; Lazard Freres & Co. LLC, as financial advisor; and Donlin, Recano & Co., Inc., as claims and noticing agent. BREF HR: Delays Second Quarter Form 10-Q ---------------------------------------- BREF HR, LLC was not able to file its quarterly report on Form 10-Q for the period ended June 30, 2015, within the prescribed time as the Company experienced unanticipated delays in compiling certain information necessary to prepare a complete filing of its Form 10-Q. The Company expects to file its Form 10-Q as soon as it has completed compiling the necessary information. About BREF HR BREF HR owns and operates Hard Rock Hotel & Casino Las Vegas. The Company, which was formed by certain affiliates of Brookfield Financial, LLC to acquire the entities which indirectly and previously owned the Hard Rock Hotel & Casino Las Vegas, is based in New York. BREF HR reported a net loss of $103 million in 2014, a net loss of $106 million in 2013 and a net loss of $116 million in 2012. As of March 31, 2015, BREF had $583 million in total assets, $913 million in total liabilities, and a $330 million total mambers' deficit. Deloitte & Touche LLP, in Las Vegas, Nevada, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that recurring losses from operations and the contractual debt repayments due April 17, 2015, raise substantial doubt about its ability to continue as a going concern. BRIARWOOD ACQUISITION: Bankr. Court Partially Lifts Stay for Bank ----------------------------------------------------------------- Judge Ann M. Mevis of the United States Bankruptcy Court for the District of Connecticut, Hartford Division, partially modifies the automatic stay imposed in the Chapter 11 case of Briarwood Acquisition, LLC, to permit Putnam Bank to exercise its rights with respect to the Debtor's property pursuant to non-bankruptcy law. The Bank holds two mortgages on the debtor's real property consisting of approximately 117 acres comprised of undeveloped land, as well as developed and partially developed lots along Cook Hill Road; Killingly, Connecticut, known as the Brentwood Falls Condominium Project. On November 14, 2014, the Connecticut Superior Court entered a judgment of strict foreclosure against the debtor which was stayed when the debtor filed a Chapter 11 bankruptcy petition. The Bank sought for relief from stay to continue its foreclosure action in state court because the debtor, a single asset real estate debtor, failed to commence monthly payments as defined in 11 U.S.C. Section 362(d)(3)(B)(ii) and failed to propose a plan of reorganization within 90 days after the petition date. The Bank also argued that the debtor engaged in a scheme to hinder or delay the Bank by filing for bankruptcy more than once, and therefore relief from stay should be granted pursuant to Section 362(d)(4)(B). Judge Mevis concluded that the debtor did not timely file a plan nor commence monthly payments as required by Section 362(d)(3)(B)(ii), and the court is therefore required to terminate, annul, modify, or condition the stay. Judge Mevis concluded that termination of the stay is appropriate. Judge Mevis, however, concluded that the debtor has not engaged in a scheme to hinder and delay the Bank from exercising its rights against the property. The judge found that the debtor made significant effort to prosecute its current bankruptcy case and therefore denied the Bank's motion to the extent it is premised on Section 362(d)(4). The case is In re: Briarwood Acquisition, LLC, Chapter 11, Debtor. Putnam Bank, Movant, v. Briarwood Acquisition, LLC, Respondent, CASE NO. 15-20596 (AMN) (Bankr. D. Conn.). A full-text copy of Judge Mevis' August 7, 2015 memorandum and order is available at http://is.gd/EuZkXEfrom Leagle.com. BRINKER INTERNATIONAL: Moody's Withdraws Ba1 Corp. Family Rating ---------------------------------------------------------------- Moody's Investors Service upgraded Brinker International Inc's senior unsecured notes to Baa3 from Ba2. In addition, Moody's withdrew Brinker's Ba1 Corporate Family Rating (CFR) and Ba1-PD Probability of Default Rating (PDR). The rating outlook is stable. This concludes Moody's review that was initiated on June 16, 2015. RATINGS RATIONALE "The upgrade reflects Brinker's steady improvement in operating earnings and the reduction in adjusted debt levels due to changes in Moody's approach for capitalizing operating leases", stated Moody's Senior Credit Officer Bill Fahy. For the LTM period ending March 31, 2015, leverage was approximately 3.0 times versus over 3.4 times for the same period with the decline driven by the change in the lease multiple. The updated approach for standard adjustments for operating leases is explained in the cross-sector rating methodology Financial Statement Adjustments in the Analysis of Non-Financial Corporations, published on June 15, 2015. Ratings upgraded are: -- $300 million 3.875% senior unsecured notes, to Baa3 from Ba2 (LGD5) -- $250 million 2.6% senior unsecured notes, to Baa3 from Ba2 (LGD5) Ratings withdrawn are: -- Corporate Family Rating at Ba1 -- Probability of Default Rating at Ba1-PD The outlook is stable The Baa3 rating of Brinker's senior unsecured notes reflects the company's high level of brand awareness, meaningful scale, improved cost structure and strong product pipeline and technology initiatives that should help drive incremental traffic and higher check. The ratings also reflect a steady improvement in earnings that has helped maintain a consistent level of credit metrics and good liquidity despite higher funded debt levels. The ratings also consider that soft consumer spending and high level of promotional activities across the industry will continue to pressure operating trends and earnings. The ratings also reflect our view that credit metrics and liquidity will not materially deteriorate from current levels despite the use of free cash flow and additional borrowings to fund shareholder initiatives. The stable outlook reflects Moody's expectation that Brinker will maintain moderate leverage and good coverage metrics while preserving good liquidity. In addition, the outlook incorporates Moody's view that management will balance returns to shareholders in a manner that preserves leverage and coverage metrics that are appropriate for its current ratings. Ratings could be downgraded in the event operating performance -- particularly same store sales and transactions -- were to decline for an extended period causing a sustained deterioration in earnings and debt protection metrics. Specifically, ratings could be lowered in the event leverage on a debt to EBITDA basis rose above 3.5 times or EBITA coverage of interest fell below 3.5 times on a sustained basis. Factors which could result in an upgrade include improved operating performance driven by consistently positive traffic and average check that results in a sustained strengthening of earnings and debt protection metrics. Specifically, this could include debt to EBITDA below 3 times, EBITA coverage of interest exceeding 4.5 times, and retained cash flow to debt exceeding 25% on a sustained basis. A higher rating would also require maintaining good liquidity. Brinker International owns, operates and franchises the casual dining concepts Chili's Grill & Bar (Chili's) and Maggiano's Little Italy. Annual revenues are approximately $3.0 billion. The principal methodology used in these ratings was Global Restaurant Methodology published in June 2011. CA CAPITAL FUNDS: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: CA Capital Funds for 115 14th Ave Trust 115 14th Ave. San Francisco, CA 94118 Case No.: 15-31084 Nature of Business: Investment Chapter 11 Petition Date: August 25, 2015 Court: United States Bankruptcy Court Northern District of California (San Francisco) Judge: Hon. Dennis Montali Debtor's Counsel: Stephen D. Finestone, Esq. LAW OFFICES OF STEPHEN D. FINESTONE 456 Montgomery St. 20th Fl. San Francisco, CA 94104 Tel: (415) 421-2624 Email: sfinestone@pobox.com Total Assets: $2.15 million Total Liabilities: $2.1 million The petition was signed by Daniel Kim, trustee. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. CAESARS ENTERTAINMENT: Enters Into RSA with Bank Lenders -------------------------------------------------------- Caesars Entertainment Corporation and Caesars Entertainment Operating Company, Inc. have entered into a Bank Restructuring Support Agreement. The agreement, which is effective immediately, secures the support of CEOC's largest and most senior creditor constituencies and represents a key milestone in Caesars Entertainment and CEOC's efforts to implement a consensual restructuring of CEOC. CEOC's restructuring is now supported by CEOC's First Lien Bank Lenders and First Lien Bondholders, which represent the most senior $12 billion of CEOC's capital structure. Caesars Entertainment and CEOC continue to engage in discussions with junior creditors to build additional support for the previously announced Second Lien Restructuring Agreement in an effort to complete the restructuring consensually. However, the senior creditors' support of the agreement paves the way toward a confirmable plan for the restructuring of CEOC. The Bank RSA is substantially similar to the previously announced Bond RSA. The Bank RSA and a summary of the transaction are available in the Media Resources section of the CEOC Restructuring Web site at http://www.ceocrestructuring.com/media-resources/. 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. COLLAVINO CONSTRUCTION: Extends CCCI's Plan Filing Until Sept. 16 ----------------------------------------------------------------- The Hon. Shelley C. Chapman of the U.S. Bankruptcy Court for the Southern District of New York extended the exclusive periods of Collavino Construction Company Inc. so that the periods may coincide with the pending deadlines approved by the Court with respect to related debtor Collavino Construction Company Limited. Pursuant to Section 1121(d) of the Bankruptcy Code, the CCCI exclusive filing period is extended until Sept. 16, 2015, and the CCCI exclusive solicitation period is extended until Nov. 16. About Collavino Construction Family-owned The Collavino Group owns entities that operate in various sectors of the construction industry in the New York-New Jersey metropolitan area, Canada, and the Detroit metropolitan area. The Collavino Group performs contracts in both the public and private sectors as a general contractor, design-build consultant, construction manager and prime subcontractor for cast-in-place and precast concrete works. CCCI sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 14-12908) on Oct. 17, 2014 CCCL sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 15-10344) on Feb. 18, 2015. CCCL disclosed $88,418,514 in assets and $6,274,097 in liabilities as of the Chapter 11 filing. Judge Shelley C. Chapman presides over the cases. The Court has entered an order approving joint administration of the two cases. The Debtors tapped Cullen and Dykman LLP as counsel, and Peckar & Abramson, P.C., as special litigation counsel. COMMUNICATION INTELLIGENCE: Investors Buy 329,000 Units ------------------------------------------------------- Certain investors of Communication Intelligence Corporation purchased an aggregate of 329,000 Units at a purchase price of $1.00 per Unit for an aggregate purchase price of approximately $329,000 pursuant to subscription agreements dated July 23, 2015, according to a document filed with the Securities and Exchange Commission. Each Unit consists of one share of the Company's Series D-1 Convertible Preferred Stock and one warrant to purchase 40 shares of the Company's Common Stock. The shares of Series D-1 are convertible into shares of Common Stock at an initial conversion price of $0.0225 per share (subject to adjustment). The warrants issued to the Investors entitle the Investors to purchase up to an aggregate of approximately 13.2 million shares of Common Stock. These warrants are exercisable for a period of three years and have an exercise price of $0.0125 per share. About Communication Intelligence Redwood Shores, California-based Communication Intelligence Corporation is a supplier of electronic signature products and the recognized leader in biometric signature verification. As of March 31, 2015, the Company had $2.53 million in total assets, $2.17 million in total liabilities and $356,000 in total equity. CORINTHIAN COLLEGES: OK'd to Sell IP Assets to Thomas Education --------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized Corinthian Colleges, Inc., et al., to sell intellectual property assets, pursuant to a purchase agreement dated Aug. 11, 2015, between debtor Heald College, LLC and Corinthian Colleges, Inc. and Thomas Education Ventures, LLC, the purchaser. The APA provides that, among other things: 1. the purchased assets will include all of the seller's intellectual property assets including without limitation, the trademarks "Heald," "Get in-Get Out.Get Ahead," all domain names and all intellectual property assets related thereto; and 2. the consideration to be paid by the purchaser for the purchased assets is a cash payment in the amount of $100,000. William J. Nolan, senior managing director in the Corporate Finance/Restructuring practice of FTI Consulting, Inc., submitted a declaration in support of the Debtors' motion for approval of the sale of certain intellectual property assets. According to Mr. Nolan, the Debtors identified 160 parties as potential purchasers of the Heald Assets. On July 21, 2015, the Debtors Heald College, LLC and Corinthian and Perry entered into that certain purchase agreement with respect to the sale of the Heald Assets, subject to better and bigger offers. At the competitive bidding, the Debtors determined that Thomas Education Ventures, LLC had submitted the highest and best bid of $100,000 for the Heald Assets. On Aug. 11, 2015, Debtors Corinthian and Heald College, LLC and Thomas Education entered into that certain purchase agreement with respect to the sale of the Heald Assets. Prior to the sale order, Thomas Education objected to the Debtors' sale motion stating that the Debtors' decision to sell the Heald Assets pursuant to the purchase agreement cannot be an exercise of the Debtors' sound business judgment as the purchaser's bid of a cash payment of $80,000 does not represent the highest and otherwise best offer for the assets. Thomas Education is prepared to pay more for the Heald Assets than the consideration. As reported in the Troubled Company Reporter on Aug. 3, 2015, the Debtors requested for authorization to sell the intellectual assets of Heald College to Perry Enterprises for $80,000. The Debtors decided to use internal resources to market the assets and determined that the Heald Assets were likely to generate the most value. The Purchase Price for Heald College, a 150-year old regionally accredited institution with 12 campuses offering associate degree curricula, is in the form of a cash bid. The Debtors believe that Purchaser's bid of a cash payment of $80,000 represents the highest and otherwise best offer for the Assets. The intellectual property assets of Heald include, without limitation, the trademarks "Heald College," "Heald," "Get In-Get Out. Get Ahead," certain domain names, Heald historical items and all other intellectual property assets related thereto. The Debtors tell the Court that the proposed transaction is in the best interests of their estates because, among other things, will facilitate a quick and efficient disposition of the Assets since they are no longer operating and therefore, have no further use for the Assets. The Debtors submit that the marketing and bidding process enabled the Debtors to maximize the value received for the Assets for the benefit of all stakeholders of the Debtors' estates. About Corinthian Colleges Corinthian Colleges, Inc., Pegasus Education, Inc., and 23 affiliated entities filed voluntary Chapter 11 petitions (Bankr. D. Del. Lead Case No. 15-10952) on May 4, 2015, to complete an orderly wind down of its operations. The cases are jointly administered Case No. 15-10952. Judge Kevin J. Carey presides over the case. Richards, Layton & Finger, P.A., represents the Debtors in their restructuring efforts; FTI Consulting, Inc., serves as restructuring advisors; and Rust Consulting/Omni Bankruptcy serves as claims and noticing agent. Corinthian Colleges, Inc., disclosed $721,596,789 in assets and $2,929,448,278 in liabilities as of the Chapter 11 filing. The U.S. Trustee for Region 3 appointed five creditors to serve on the official committee of unsecured creditors. DAVE ANDREWS: 2nd Amended Plan Unconfirmable -------------------------------------------- Judge Marian F. Harrison of the United States Bankruptcy Court for the Middle District of Tennessee, Nashville Division, ruled that the Second Amended Plan of Dr. David Kirkland Andrews and Cynthia Talley Andrews cannot be confirmed. The debtors proposed in their Second Amended Plan of Reorganization that they will contribute new value and retain their assets, including the dental practice owned by Dr. Andrews, D.D.S., PLLC. The plan has two sources of new value: (1) "Exempt New Value" which is made up of an inherited IRA, estimated value of $84,000, and $20,000 in exempt pre-petition cash; and (2) "Additional New Value" which is made up of the debtors' "post-closing personal services income in an estimated amount of $1,400,000." Judge Harrison held that the debtors' Second Amended Plan fails to satisfy the absolute priority rule because it allows the debtors to retain prepetition assets and does not require the debtors to pay their unsecured creditors in full. Judge Harrison also held that the debtors fail to meet the requirements of the new value exception. The judge found that the debtors' Additional New Value is not a new value contribution under the new value exception because it is in reality the debtors' projected disposable income that they are already required to contribute to the plan. Further, Judge Harrison also found that the debtors' Exempt New Value is not reasonably equivalent to the retained assets, specifically the value of the PLLC. The debtors' expert had valued the PLLC at $1,250,000 if Dr. Andrews retained the PLLC with its goodwill. The case is IN RE: DAVID KIRKLAND ANDREWS and CYNTHIA TALLEY ANDREWS, Chapter 11, Debtors, CASE NO. 3:14-BK-01730 (Bankr. M.D. Tenn.). A full-text copy of Judge Harrison's July 30, 2015 order is available at http://is.gd/auIxoSfrom Leagle.com. DOMUM LOCIS: Has Until Nov. 30 to Propose Chapter 11 Plan --------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California extended Domum Locis, LLC's exclusive period to propose a Chapter 11 plan until Nov. 30, 2015, and solicit acceptances for that plan until Jan. 29, 2016. As reported in the Troubled Company Reporter on Aug. 3, 2015, the Debtor explained that it required an extension of the exclusivity period while (i) the Bankruptcy Appellate Panel a ruling on an appeal, and (ii) Kilroy and Lloyds attend the upcoming Mediation. As to the Appeal, the Debtor is not in a position to file a plan of reorganization because the Court has ruled that the properties are not property of the estate. If, however, the BAP reverses the Court, the Debtor will be in a better position to move forward with its reorganization efforts. Michael J. Kilroy, the managing member of the Debtor, declared that a non-bidding mediation on all pending disputes is scheduled on Aug. 7, 2015. The mediation could have an impact on any plan of reorganization that will be proposed by the Debtor, particularly if Kilroy and Lloyds reach a global settlement. About Domum Locis Domum Locis LLC filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal. Case No. 14-23301) on July 11, 2014. Michael J. Kilroy signed the petition as managing member. The Debtor estimated assets and liabilities of at least $10 million. Cypress LLP serves as the Debtor's counsel. Judge Robert N. Kwan presides over the case. The Debtor selected Cypress LLP as general bankruptcy counsel. The Debtor reported $14.6 million in assets and $11.04 million in liabilities. The U.S. Bankruptcy Court for the Western District of Michigan ordered that the deadline for Family Christian, LLC et al., to assume or reject unexpired leases of nonresidential real property under which any of the Debtors are a lessee is extended until Sept. 9, 2015. The Court also denied and overruled all objections. The objection of the landlords was withdrawn on the basis that prior to the expiration of the existing deadline, the Debtors requested, and the Kelley Drye Landlords consented in writing to a further extension of the deadline. On Aug. 7, 2015, DDR Corp., Regency Centers, L.P., Rouse Properties, Inc., Slawson Companies, and Weingarten Realty Investors as landlords, owners, and managing agents for the owners of the nineteen properties, supplemented their objection to the Debtors' proposed extension of the lease assumption and rejection period beyond the date of confirmation of a chapter 11 plan of reorganization, as fixed by both the Bankruptcy Code and the Court's assumption deadline order. According to the Landlords, the Debtors must not be permitted to prolong the deadline to assume and assign the leases beyond the date of confirmation of a chapter 11 plan which would contradict the plain meaning of Section 365(d)(4) of the Bankruptcy Code and the Court's prior assumption deadline order. DRIVETIME AUTOMOTIVE: S&P Revises Outlook to Neg. & Affirms 'B' ICR ------------------------------------------------------------------- Standard & Poor's Ratings Services said it revised its outlook on DriveTime Automotive Group Inc. to negative from stable. S&P also affirmed its long-term issuer credit rating on DriveTime at 'B' and S&P's rating on the company's senior secured notes at 'B'. "The negative outlook reflects DriveTime's heightened leverage and weakened profitability following several quarters of aggressive growth," said Standard & Poor's credit analyst Shakir Taylor. Since the second quarter of 2014, the company increased debt significantly by issuing more than $830 million of asset-backed securities and increasing the borrowing amounts on its revolving warehouse and residual facilities. As of June 30, 2015, the company's consolidated leverage, as measured by the ratio of debt to tangible equity, was 6.0x, compared with 4.2x for the same period last year, leading S&P to revise its capital, leverage, and earnings assessment to "moderate" from "adequate." At the same time, leverage as defined in DriveTime's term residual and inventory facilities has increased to 3.9x from 3.3x and is approaching the covenant maximum of 4.25x. The covenants adjust shareholders' equity for deferred income related to the sale of its ancillary products. S&P believes that leverage will remain elevated for as long as the company is able to tap the wholesale funding markets at a reasonable cost. DriveTime primarily funds its finance receivables through portfolio warehouse facilities, residual financing facilities, securitizations, and other portfolio term financings. Since the beginning of the year, the company has expanded its liquidity resources, increased borrowing capacity, and extended the final maturity dates on its term residual facilities. Based on these factors, S&P has revised its assessment of DriveTime's liquidity to "adequate" from "moderate." While the company's balance sheet remains mostly encumbered, S&P assumes that the company could slow originations in a stress scenario, and that the collateral coverage on its auto loans will remain sufficient to pay down its secured funding. DriveTime's $400 million senior secured notes contain a covenant that requires the company to maintain a collateral coverage ratio of 1.5x the outstanding senior secured notes. As of June 30, 2015, the collateral coverage ratio was 2.2x. The negative outlook on DriveTime is based on Standard & Poor's view that DriveTime's significant increase in leverage and rapidly expanding loan portfolio elevates the credit risk profile of the company. Furthermore, the company has announced its intentions to enter new markets into metropolitan markets, which S&P expects to carry a high fixed cost basis, potentially reducing operating leverage. S&P could lower the rating if leverage, as measured by debt to tangible equity, were to rise to more than 6.5x. While DriveTime's access to the subprime asset-backed securities markets has proven to be fairly resilient during the last crisis, S&P may lower the rating if stressed conditions in the credit markets were to substantially limit the company's access to funding. S&P would also consider lowering the rating if credit quality worsens or the company's income does not keep pace with rising expenses derived from store expansion, or if credit losses trend below S&P's expectations. S&P could revise the outlook to stable if leverage remains below 6x and DriveTime demonstrates that its aggressive growth strategy has led to substantially improved earnings, on a GAAP basis, without weakened credit quality (net charge-offs below 15% of receivables). ECOSPHERE TECHNOLOGIES: Delays Second Quarter Form 10-Q ------------------------------------------------------- Ecosphere Technologies, Inc. filed with the U.S. Securities and Exchange Commission a Notification of Late Filing on Form 12b-25 with respect to its quarterly report on Form 10-Q for the period ended June 30, 2015. Ecosphere said it has reached oral agreements with its holders of all the principal outstanding short-term debt to extend the due dates. The Company expects to execute the extension agreements in five calendar days, and believes that this information should be disclosed in its Form 10-Q so it will file the report once the documents have been executed. About Ecosphere Technologies Stuart, Florida-based Ecosphere Technologies (OTC BB: ESPH) -- http://www.ecospheretech.com/-- is a water engineering, technology licensing and environmental services company that designs, develops and manufactures wastewater treatment solutions for industrial markets. Ecosphere, through its majority-owned subsidiary Ecosphere Energy Services, LLC, provides energy exploration companies with an onsite, chemical free method to kill bacteria and reduce scaling during fracturing and flowback operations. Ecosphere reported a net loss of $11.5 million on $1.11 million of total revenues for the year ended Dec. 31, 2014, compared with net income of $19.2 million on $6.71 million of total revenues for the year ended Dec. 31, 2013. As of Dec. 31, 2014, the Company had $15.05 million in total assets, $3.82 million in total liabilities, $3.8 million in total redeemable convertible cumulative preferred stock, and $7.42 million in total equity. Salberg & Company, P.A., in Boca Raton, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company reported a net loss of $11.5 million in 2014, and cash used in operating activities of $4.55 million and $10.3 million in 2014 and 2013, respectively. At Dec. 31, 2014, the Company had a working capital deficiency, and accumulated deficit of $2.86 million, and $109 million, respectively. These matters raise substantial doubt about the Company's ability to continue as a going concern. EDENOR SA: Informs Filing of 2014 Annual Report 20-F ---------------------------------------------------- The management of Edenor S.A. announced that, on May 12, 2015, it filed its annual report on Form 20-F for the fiscal year ended Dec. 31, 2014, with the U.S. Securities and Exchange Commission. The 2014 Annual Report can be accessed at http://is.gd/6WQwU8 Shareholders may receive a hard copy of the Company's complete audited financial statements free of charge by requesting a copy within a reasonable period of time from Edenor's Investor Relations Office. About Edenor SA Headquartered in Buenos Aires, Argentina, Edenor S.A. (NYSE: EDN; Buenos Aires Stock Exchange: EDN) is the largest electricity distribution company in Argentina in terms of number of customers and electricity sold (both in GWh and Pesos). Through a concession, Edenor distributes electricity exclusively to the northwestern zone of the greater Buenos Aires metropolitan area and the northern part of the city of Buenos Aires. Edenor SA reported a loss of ARS780 million on ARS3.59 billion of revenue for the year ended Dec. 31, 2014, compared with profit of ARS773 million on ARS3.44 billion of revenue for the year ended Dec. 31, 2013. As of June 30, 2015, Edenor had ARS 10.74 billion in total assets, ARS 9.63 billion in total liabilities and ARS 1.11 billion in total equity. ELBIT IMAGING: Incurs NIS 70.9 Million Loss in Second Quarter ------------------------------------------------------------- Elbit Imaging Ltd. reported a loss of NIS 70.9 million on NIS 224.43 million of total revenues for the three months ended June 30, 2015, compared to a loss of NIS 491.5 million on NIS 52.3 million of total revenues for the same period during the prior year. For the six months ended June 30, 2015, the Company reported a loss of NIS 200.8 million on NIS 267.3 million of total revenues compared to profit of NIS 982.7 million on NIS 96.74 million of total revenues for the same period a year ago. As of June 30, 2015, the Company had NIS 2.8 billion in total assets, NIS 2.5 billion in total labilities and NIS 338.3 million in shareholders' equity. A full-text copy of the Quarterly Report is available at: http://is.gd/mxW9p6 About Elbit Imaging Tel-Aviv, Israel-based Elbit Imaging Ltd. (TASE, NASDAQ: EMITF) holds investments in real estate and medical companies. The Company, through its subsidiaries, also develops shopping and entertainment centers in Central Europe and invests in and manages hotels. Since February 2013, Elbit has intensively endeavored to come to an arrangement with its creditors. Elbit has said it has been hanging by a thread for more than five months. It has encountered cash flow difficulties and this burdens its day to day activities, and it certainly cannot make the necessary investments to improve its assets. In light of the arrangement proceedings, and according to the demands of most of the bondholders, as well as an agreement that was signed on March 19, 2013, between Elbit and the Trustees of six out of eight series of bonds, Elbit is prohibited, inter alia, from paying off its debts to the financial creditors -- and as a result a petition to liquidate Elbit was filed, and Bank Hapoalim has declared its debts immediately payable, threatening to realize pledges that were given to the Bank on material assets of the Company -- and Elbit undertook not to sell material assets of the Company and not to perform any transaction that is not during its ordinary course of business without giving an advance notice to the trustees. Accountant Rony Elroy has been appointed as expert for examining the debt arrangement in the Company. In July 2013, Elbit Imaging's controlling shareholders, Europe- Israel MMS Ltd. and Mr. Mordechay Zisser, notified the Company that the Tel Aviv District Court has appointed Adv. Giroa Erdinast as a receiver with regards to the ordinary shares of the Company held by Europe Israel securing Europe Israel's obligations under its loan agreement with Bank Hapoalim B.M. The judgment stated that the Receiver is not authorized to sell the Company's shares at this stage. Following a request of Europe-Israel, the Court also delayed any action to be taken with regards to the sale of those shares for a period of 60 days. Europe Israel and Mr. Zisser have also notified the Company that they utterly reject the Bank's claims and intend to appeal the Court's ruling. FAMILY CHRISTIAN: Lease Decision Period Extended Until Sept. 9 -------------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Michigan ordered that the deadline for Family Christian, LLC et al., to assume or reject unexpired leases of nonresidential real property under which any of the Debtors are a lessee is extended until Sept. 9, 2015. The Court also denied and overruled all objections. The objection of the landlords was withdrawn on the basis that prior to the expiration of the existing deadline, the Debtors requested, and the Kelley Drye Landlords consented in writing to a further extension of the deadline. On Aug. 7, 2015, DDR Corp., Regency Centers, L.P., Rouse Properties, Inc., Slawson Companies, and Weingarten Realty Investors as landlords, owners, and managing agents for the owners of the nineteen properties, supplemented their objection to the Debtors' proposed extension of the lease assumption and rejection period beyond the date of confirmation of a chapter 11 plan of reorganization, as fixed by both the Bankruptcy Code and the Court's assumption deadline order. According to the Landlords, the Debtors must not be permitted to prolong the deadline to assume and assign the leases beyond the date of confirmation of a chapter 11 plan which would contradict the plain meaning of Section 365(d)(4) of the Bankruptcy Code and the Court's prior assumption deadline order. About Family Christian Family Christian Holding, LLC, is the sole owner and member of Family Christian, LLC, which operates and runs Family Christian stores, one of the largest retail sellers of Christian books, music, DVDs, church supplies, and other faith based merchandise. Family Christian, LLC, Family Christian Holding, LLC, and FCS Giftco, LLC, filed Chapter 11 bankruptcy petitions (Bankr. W.D. Mich. Lead Case No. 15-00643) on Feb. 11, 2015. The petition was signed by Chuck Bengochea as president and CEO. The Debtors estimated assets and liabilities of $50 million to $100 million. The Debtors are being represented by Todd Almassian, Esq., at Keller & Almassian PLC, and Erich Durlacher, Esq., Brad Baldwin, Esq., Bryan Glover, Esq., at Burr & Forman LLP as counsel. The U.S. Trustee for Region 9 appointed seven creditors of Family Christian LLC to serve on the official committee of unsecured creditors. FILMED ENTERTAINMENT: Has Interim Cash Collateral Use Approval -------------------------------------------------------------- Judge Shelley C. Chapman of the U.S. Bankruptcy Court for the Southern District of New York gave Filmed Entertainment, Inc., interim authority to use cash collateral securing its prepetition indebtedness from HCL America, Inc., through and including the week ending Nov. 6, 2015. The Debtor's authorization to use Cash Collateral will automatically terminate on the earlier of the following: (x) the occurrence of a Termination Event; or (y) February 10, 2016, unless extended by order of the Court. The Bankruptcy Court will hold a final hearing on the Cash Collateral Motion on Sept. 8, 2015, at 2:00 p.m. (New York Time). About Filmed Entertainment Filmed Entertainment Inc. owns and operates the "Columbia House DVD Club," a direct-to-customer distributor of movies and television series in the United States. FEI conducts its business through physical catalogues and through the http://www.columbiahouse.com/ Web site. FEI was historically active in the musical compact disc business, but exited the music business in 2010. Founded in 1955 as a division of CBS Inc. to sell vinyl records and cassette tapes, FEI is a unit of Pride Tree Holdings, Inc., which acquired FEI in December 2012. On Aug. 10, 2015 FEI filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. S.D.N.Y. Case No. 15-12244) in Manhattan, New York. The case is pending before the Honorable Shelley C. Chapman. The Debtor tapped Griffin Hamersky P.C. as counsel, and Prime Clerk LLC as claims and noticing agent. The Debtor estimated assets of $1 million to $10 million and debt of $50 million to $100 million. FILMED ENTERTAINMENT: U.S. Trustee Appoints Creditors' Committee ---------------------------------------------------------------- The U.S. Trustee for Region 2 appointed five creditors of Filmed Entertainment Inc. to serve on the official committee of unsecured creditors: (1) Pension Benefit Guaranty Corporation 1200 K Street, N.W. Washington, DC 20005-4026 Tel. (202) 326-4000 ext. 4907 Attn.: Michael Strollo, Financial Analyst (2) Universal Studios Home Entertainment, LLC 100 Universal City Plaza 1440/19 Universal City, CA 91608 Tel. (818) 777-7601 Attn.: John Roussey, Vice President - Credit (3) Richard C. Wolter 60 Split Rock Road Boonton, NJ 07005 Tel. (973) 263-3436 (4) Paramount Home Entertainment, Inc. 5555 Melrose Avenue Hollywood, CA 90038 Tel. (323) 956-8864 Attn.: Margie Pacacha, Executive Vice President -- Business Affairs and Legal for Paramount Pictures (5) Equinix, Inc. 1 Lagoon Drive Redwood City, CA 94065 Tel. (650) 598-6000 Attn.: Constance O. Geoghan, Sr. Legal Counsel 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 Filmed Entertainment Filmed Entertainment Inc. owns and operates the "Columbia House DVD Club," a direct-to-customer distributor of movies and television series in the United States. FEI conducts its business through physical catalogues and through the http://www.columbiahouse.com/ Web site. FEI was historically active in the musical compact disc business, but exited the music business in 2010. Founded in 1955 as a division of CBS Inc. to sell vinyl records and cassette tapes, FEI is a unit of Pride Tree Holdings, Inc., which acquired FEI in December 2012. On Aug. 10, 2015 FEI filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. S.D.N.Y. Case No. 15-12244) in Manhattan, New York. The case is pending before the Honorable Shelley C. Chapman. The Debtor tapped Griffin Hamersky P.C. as counsel, and Prime Clerk LLC as claims and noticing agent. The Debtor estimated assets of $1 million to $10 million and debt of $50 million to $100 million. FOREVERGREEN WORLDWIDE: Reports $1.4 Million Net Loss for Q2 ------------------------------------------------------------ Forevergreen Worldwide Corporation filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $1.44 million on $16.07 million of net revenues for the three months ended June 30, 2015, compared with net income of $455,000 on $14.1 million of net revenues for the same period a year ago. For the six months ended June 30, 2015, the Company reported a net loss of $1.11 million on $33.3 million of net revenues compared to net income of $636,000 on $24.7 million of net revenues for the same period during the prior year. As of June 30, 2015, the Company had $9.86 million in total assets, $9.60 million in total liabilities and $264,000 in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/BlcxDL About ForeverGreen Worldwide Orem, Utah-based ForeverGreen Worldwide Corporation is a holding company that operates through its wholly owned subsidiary, ForeverGreen International, LLC. The Company's product philosophy is to develop, manufacture and market the best of science and nature through innovative formulations as it produces and manufactures a wide array of whole foods, nutritional supplements, personal care products and essential oils. Forevergreen Worldwide reported net income of $1.02 million on $58.3 million of net total revenues for the year ended Dec. 31, 2014, compared to net income of $117,000 on $17.8 million of net total revenues in 2013. FRED FULLER: Proposes Pot Plan; Owner to Retain Control ------------------------------------------------------- Fred Fuller Oil & Propane Co., Inc., has a reorganization plan that contemplates that Frederick Fuller will retain ownership of the company, according to the Disclosure Statement dated July 16, 2015. Under the Plan, the Debtor, acting by and through the Plan Administrator, Jeffrey T. Varsalone, in consultation with an Oversight Committee will pay the dividends due creditors holding allowed claims through what is sometimes called a Pot Plan. The Plan Administrator will pay allowed claims on a Class by Class in a series of distributions from the Available Funds from time to time strictly in accordance with the following order of preference and priority or waterfall: (i) first and second, Classes 1 and 2, the Non-professional and Professional Administrative Expense Classes, which are pari passu with respect to each other, (ii) third, Class 3, the Priority Employee Benefit Class, (iii) the Priority Consumer Deposit Class, (iv) fourth, Class 5, the General Unsecured Claims Class, (v) fifth, the Subordinated Claims Class, and (vi) the Equity Interest Class. No dividends will be paid to any Class until those due the senior Class have been paid in full. Within each Class, creditors holding allowed claims will be paid a pro rata or fractional part of the money available for distribution to the Class from time to time, the numerator of which will be the amount of an allowed claim and the denominator of which will be the total amount of allowed claims in the Class. To minimize the cost of administering the Plan and provide Plan Parties with a representative to monitor the implementation of the Plan, the Plan provides for the appointment of a Plan Administrator and Oversight Committee. The entry of the Confirmation Order will appoint Jeffrey T. Varsalone to serve as the Plan Administrator. Following Confirmation, the Debtor will be owned by Frederick Fuller subject to the terms of the Plan, which will be administered by the Debtor in consultation with the Oversight Committee. A copy of the Disclosure Statement is available at: http://is.gd/c3gqBT About Fred Fuller Oil Hudson, New Hampshire-based Fred Fuller Oil & Propane Co., Inc., the largest heating oil company in the state, serving about 30,000 New Hampshire customers. It sought Chapter 11 protection (Bankr. D. N.H. Case No. 14-12188) in Manchester, New Hampshire, on Nov. 10, 2014, without stating a reason. It estimated $10 million to $50 million in assets and debt. The Nov. 10, 2014 court filing shows that the Debtor has about $13.5 million in debts. Jeremy Blackman at Concord Monitor reports that the Debtor owes more than $276,000 to Harvard Pilgrim Health Care and nearly $94,000 to the city of Laconia and the towns of Hudson, Milford and Northfield. According to Concord Monitor, the bankruptcy case was initially filed on Nov. 10 under Chapter 7, but that has since been terminated and replaced with a Chapter 11 restructuring proposal. William S. Gannon, Esq., at William S. Gannon PLLC, in Manchester, serves as counsel to the Debtor. Fredrick J. Fuller, the president, signed the bankruptcy petition. On Feb. 12, 2015, the Office of the United States Trustee appointed an Official Committee of Unsecured Creditors. The Committee selected Brinkman Portillo Ronk, APC, as its counsel with Deming Law Office acting "of counsel." FTE NETWORKS: Delays June 30 Form 10-Q Filing --------------------------------------------- FTE Networks, Inc., filed with the U.S. Securities and Exchange Commission a Notification of Late Filing on Form 12b-25 with respect to its quarterly report on Form 10-Q for the quarter ended June 30, 2015. "Due to unforeseeable circumstances which caused a delay in preparing the financial statements for the period ended June 30, 2015, the Registrant respectfully requests an extension for the filing of its Quarterly Report on Form 10-Q for the period ended June 30, 2015," according to the filing. About FTE Networks, Inc. FTE Networks, formerly known as Beacon Enterprise Solutions Group, Inc., is a vertically integrated company with an international footprint. Since its inception, FTE Networks has steadily advanced its management, operational and technical capabilities to become a leading provider of services to the telecommunications and wireless sector with a focus on turnkey solutions. FTE Networks provides a comprehensive array of services centered on quality, efficiency and customer service. Beacon Enterprise's balance sheet at June 30, 2012, showed $7.3 million in total assets, $8.8 million in total liabilities, and a stockholders' deficit of $1.5 million. For the nine months ended June 30, 2012, the Company incurred a net loss of $5.9 million, which included a non-cash impairment of intangible assets of $2.1 million and other non-cash expenses aggregating $1.9 million. Cash used in operations amounted to $1.0 million for the nine months ended June 30, 2012. As of June 30, 2012, the Company's accumulated deficit amounted to $42.6 million, with cash and cash equivalents of $75,000 and a working capital deficit of $4.9 million. "These conditions raise substantial doubt about the Company's ability to continue as a going concern," the Company said in its quarterly report for the period ended June 30, 2012. FUENMAYOR & LINDA: Case Summary & 4 Top Unsecured Creditors ----------------------------------------------------------- Debtor: Fuenmayor & Linda Enterprises, LLC dba Ace Flood & Inspections 4801 Hollywood Blvd, Suite C Hollywood, FL 33021 Case No.: 15-25316 Chapter 11 Petition Date: August 25, 2015 Court: United States Bankruptcy Court Southern District of Florida (Fort Lauderdale) Judge: Hon. Raymond B Ray Debtor's Counsel: Julie E Hough, Esq. POLENBERG COOPER, PLLC 1351 Sawgrass Corporate Parkway, Suite 101 Ft. Lauderdale, FL 33323 Tel: 954-742-9995 Fax: 954-742-9971 Email: jhough@polenbergcooper.com Total Assets: $38,997 Total Liabilities: $1.47 million The petition was signed by Ramon Fuenmayor, partner. A list of the Debtor's four largest unsecured creditors is available for free at http://bankrupt.com/misc/flsb15-25316.pdf GREIF INC: Moody's Lowers CFR to Ba2 & Revises Outlook to Negative ------------------------------------------------------------------ Moody's Investors Service downgraded the Corporate Family Rating of Greif, Inc. to Ba2 from Ba1. Moody's also revised the ratings outlook to negative from stable. Moody's took these rating actions: Greif, Inc.: -- Downgraded Corporate Family Rating to Ba2 from Ba1 -- Downgraded Probability of Default Rating to Ba2-PD from Ba1-PD -- Downgraded $250 million 7.75% senior unsecured notes due Aug. 2019 to Ba3, LGD5 from Ba2, LGD5 -- Downgraded $300 million 6.75% senior unsecured notes due Feb. 2017 to Ba3, LGD5 from Ba2, LGD5 -- Affirmed Speculative Grade Liquidity Rating SGL-2 Greif Luxembourg Finance SCA: -- Downgraded EUR200 million 7.375% senior unsecured notes due July 2021 to Ba3, LGD5 from Ba2, LGD5 The ratings outlook is revised to negative from stable. RATINGS RATIONALE The downgrade primarily reflects the deterioration in free cash flow to debt over the last 12 months, the continued weak EBIT margin and the challenging operating and competitive environment. Greif has not met projected expectations and is not expected to improve metrics to a level commensurate with the Ba1 rating category over the horizon. While most of the company's credit metrics deteriorated over the last 12 months, free cash flow to debt and the EBIT margin are especially weak for the rating category. Leverage and interest coverage remain within the rating category. Free cash flow was largely depressed by Greif's failure to cut the dividend payment as operating results deteriorated. The company has been negatively impacted by economic weakness, operational inefficiencies and competition. Operating results were also negatively impacted by restructuring costs, divestitures and currencies. Greif was also negatively impacted by a reduction in shipping related to the decline in oil prices and various onetime items including the disruption of operations in the company's plant in Turkey. While some improvement in operating results is expected over the next 12 to 18 months as the company benefits from various completed and ongoing initiatives in its transformation plan, the improvement is not expected to be sufficient to maintain the Ba1 corporate family rating. The ratings outlook is revised to negative. The negative rating outlook reflects an expectation that Greif will be challenged to improve its weak free cash flow to debt and EBIT margin to a level commensurate with the Ba2 rating category over the next 12 to 18 months. The company's ambitious transformation plan leaves little room for negative variance and the operating and competitive environment is expected to remain challenging over the horizon. The rating could be downgraded if there is a deterioration in credit metrics or the operating and competitive environment or a large debt-financed acquisition. Specifically, the rating could be downgraded if free cash flow to debt fails to improve to over 7.5%, the EBIT margin fails to improve to over 11%, debt to EBITDA increases to over 4.25 times, and/or EBIT to interest remains below 3.5 times. The rating could be upgraded if the company sustainably improves credit metrics with the context of a stable operating and competitive environment. Specifically, the rating could be upgraded if Greif improves free cash flow to debt to at least 9%, the EBIT margin improves to at least 13%, debt to EBITDA remains below 3.5 times, and/or EBIT to interest improves to at over 3.5 times. The principal methodology used in these ratings was Global Packaging Manufacturers: Metal, Glass, and Plastic Containers published in June 2009. Greif, Inc., headquartered in Delaware, Ohio, is one of the leading global industrial packaging products and services companies. Greif produces steel, plastic, fiber and corrugated and multi-wall containers for a wide range of industries. Greif also provides services, such as container lifecycle management and blending, produces containerboard and manages timber properties in North America. For the 12 months ended April 30, 2015, the company generated almost $4.0 billion in revenue. HD SUPPLY: Enters Into $850 Million New Term Loan Facility ---------------------------------------------------------- HD Supply, Inc., an indirect wholly-owned subsidiary of HD Supply Holdings, Inc., as borrower; certain of HDS' affiliates, as guarantors; Bank of America, N.A., as administrative agent; Bank of America, N.A., as an incremental term loan lender; and the other lenders, entered into an incremental amendment to the credit agreement governing HDS' existing term loan credit facility, dated as of April 12, 2012, as amended. Pursuant to the Incremental Agreement, HDS requested a borrowing of a new $850,000,000 tranche of senior secured term loans, the proceeds of which, together with cash on hand and available borrowings under HDS's Senior Asset Based Lending Facility, were used to prepay in full the tranche of senior secured term loans outstanding under the Existing Term Loan Facility as of the date of the Incremental Agreement. The Incremental Term Loan Facility will mature on Aug. 13, 2021. The terms of the Incremental Term Loan Facility are substantially the same as those of the Existing Term Loan Facility, subject to certain technical amendments and certain further amendments. The Incremental Agreement made certain other changes to the terms of Existing Term Loan Facility, including to permit HDS to pay down certain existing junior indebtedness with proceeds of asset sales, including the expected proceeds of the previously announced sale of the HD Supply Power Solutions business unit to Anixter, Inc., pursuant to a Purchase Agreement, dated as of July 15, 2015. Director Paul Edgerley Resigns On Aug. 14, 2015, in connection with the sale by Bain Capital Integral Investors 2006, LLC of its remaining stock investment in HD Supply Holdings, the board of directors of Holdings and HDS accepted the offer of resignation of Paul B. Edgerley from the Board, and his related responsibilities on the Nominating and Corporate Governance and Corporate Development and Finance Committees. Effective with the acceptance of Mr. Edgerley's offer of resignation, the Board appointed Betsy S. Atkins as chairperson of the Nominating and Corporate Governance Committee and reduced the size of the Board from ten to nine members. About HD Supply HD Supply, Inc., headquartered in Atlanta, Georgia, is one of the largest North American wholesale distributors supporting residential and non-residential construction and to a lesser extent electrical consumption and repair and remodeling. HDS also provides maintenance, repair and operations services. Its businesses are organized around three segments: Infrastructure and Energy; Maintenance, Repair & Improvement; and, Specialty Construction. HDS operates through approximately 800 locations throughout the U.S. and Canada serving contractors, government entities, maintenance professionals, home builders and professional businesses. As of May 3, 2015, HD Supply had $6.3 billion in total assets, $6.8 billion in total liabilities and a $498 million total stockholders' deficit. * * * As reported by the TCR on Aug. 5, 2015, Moody's Investors Service upgraded HD Supply, Inc.'s Corporate Family Rating to B2 from B3 and revised its rating outlook to positive from stable, since key debt credit metrics are becoming more supportive of higher ratings. The upgrade of HDS's Corporate Family Rating to B2 from B3 and the change in rating outlook to positive from stable results from Moody's expectations for key debt credit metrics becoming more supportive of higher ratings, due to solid operating performance and lower levels of balance sheet debt. The TCR reported in August 2015 that Standard & Poor's Ratings Services said that it has raised its corporate credit rating on Atlanta-based industrial distributor HD Supply Inc. to 'B+' from 'B'. "The upgrade reflects the company's consistently good operating performance over the past 12 months, which has caused its leverage to fall below 6x as of May 3, 2015," said Standard & Poor's credit analyst Svetlana Olsha. HOUSE OF LIGHTS: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: House of Lights, Inc. Adams, Martin & Associates PA, Receiver Attn: Craig A. Adams, President 3801 Barrett Drive, Ste. 201 Raleigh, NC 27609 Case No.: 15-04608 Chapter 11 Petition Date: August 25, 2015 Court: United States Bankruptcy Court Eastern District of North Carolina (Raleigh Division) Debtor's Counsel: Richard D Sparkman, Esq. RICHARD D. SPARKMAN & ASSOCIATES, P.A. P.O. Drawer 1687 Angier, NC 27501 Tel: 919 639-6181 Email: rds@sparkmanlaw.com Total Assets: $1.27 million Total Liabilities: $1.81 million The petition was signed by Craig A. Adams, president of Adams, Martin & Associates PA, receiver. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/nceb15-04608.pdf IDINER ENTERPRISES: Case Summary & Top Unsecured Creditor --------------------------------------------------------- Debtor: Idiner Enterprises, LLC 3215 E. Gage Avenue Huntington Park, CA 90255 Case No.: 15-23330 Chapter 11 Petition Date: August 25, 2015 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Hon. Julia W. Brand Debtor's Counsel: Jeffrey V Hernandez, Esq. HERNANDEZ LEGAL GROUP APC 1000 E Walnut St Ste 233 Pasadena, CA 91106 Tel: 626-502-7137 Email: jhernandez@hernandezlegalgroup.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Narcisco Sanchez, manager. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb15-23330.pdf INDUSTRIAS VASSALLO: Bankr. Court Denies USIC's Reconsideration Bid ------------------------------------------------------------------- Judge Brian K. Tester of the United States Bankruptcy Court for the District of Puerto Rico denied the motion for reconsideration filed by United Surety & Indemnity Company. On January 8, 2010, USIC filed a Motion Requesting Intervention into Industrias Vassallo, Inc.'s adversary proceeding against the Puerto Rico Electric Power Authority. The court granted USIC's motion on January 26, 2010. On May 22, 2015, Vassallo filed its motion requesting the voluntary dismissal of its amended complaint against PREPA. On the same date, USIC filed an amended complaint in intervention against PREPA, but was denied by the court due to Vassallo's request for voluntary dismissal of the adversary proceeding. On June 4, 2015, USIC filed a motion for reconsideration of the order denying its amended complaint in intervention. Judge Tester held that the bankruptcy court is not the correct forum for a proceeding between two non-debtor parties which does not affect the bankruptcy estate. Judge Tester found that the bankruptcy court lacks jurisdiction to entertain USIC's complaint in intervention, given the fact that Vassallo voluntarily dismissed its complaint against PREPA, along with the fact that USIC's complaint in intervention against PREPA does not pertain to Vassallo, nor would USIC's complaint in intervention have any conceivable effect on Vassallo's bankruptcy estate. The adversary proceeding is INDUSTRIAS VASSALLO, INC. Plaintiff, v. PUERTO RICO ELECTRIC POWER AUTHORITY, Defendant, ADVERSARY NO. 09-00258 BKT (Bankr. D.P.R.). The bankruptcy case is IN RE: INDUSTRIAS VASSALLO, INC., Chapter 11, Debtor, CASE NO. 08-07752 BKT (Bankr. D.P.R.). A full-text copy of Judge Tester's July 31, 2015 opinion and order is available at http://is.gd/PSKcY5from Leagle.com. LIFE CARE: Forbearance and Restructuring Deals with UMB Bank OK'd ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida approved (i) the forbearance and restructuring agreements between Life Care St. Johns, Inc., and UMB Bank, n.a., the Indenture Trustee; and (ii) that certain Restructuring Agreement between Glenmoor and U.S. Bank National Association, in its capacity as trustee ("the Refund Queue Trustee") under a Refund Queue Claim Holders' Distribution Trust Agreement dated as of April 1, 2014, by and between the Refund Queue Trustee, the Committee of Beneficial Interest Holders appointed pursuant to the Plan. The Court also ordered that (a) any objections to the relief sought in the motion that have not been previously resolved are withdrawn, and all reservations of rights contained therein, are overruled on the merits; (b) the order will be binding on all parties-in-interest in the case, including but not limited to the Florida Office of Insurance Regulation, the Refund Queue Trustee and the Bond Trustee; (c) during the forbearance period: (i) all government entities having regulatory authority over the Reorganized Debtor or its licensure will be enjoined and restrained from terminating, revoking, suspending or refusing to renew Reorganized Debtor's license or authority to conduct business as a continuing care retirement community or taking other enforcement actions against the Reorganized Debtor as a result of the Specified Defaults; and (ii) all parties-in-interest will be enjoined and restrained from taking any actions against the Reorganized Debtor as a result of the Specified Defaults or its entry into the Forbearance Agreement or the Restructuring Agreement. On Feb. 28, 2014, the Court entered its order confirming the Debtor's Plan of Reorganization. According to the Debtor, approval of the forbearance agreement and restructuring agreement is necessary and proper to ensure that the Reorganized Debtor's operations are not adversely affected during the affiliation/sales process contemplated by the forbearance agreement. UMB Bank serves as the trustee under that certain Bond Trust Indenture dated as of April 1, 2014, by and between UMB Bank, n.a. and the St. Johns County Industrial Development Authority (the Bond Trust Indenture) and as the master trustee (the Master Trustee and collectively with the Indenture Trustee, the Bond Trustee) under that certain Master Trust Indenture dated as of April 1, 2014 between UMB Bank, n.a. About Life Care St. Johns, Inc. Life Care St. Johns, Inc., filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 13-04158) on July 3, 2013. The Debtor is the owner and operator of a continuing care retirement community known as Glenmoor consisting of 144 independent living units located on a 40-acre site in St. Johns County, Florida. Judge Jerry A. Funk presides over the case. Richard R. Thames, Esq., and Eric N. McKay, Esq., at Stutsman Thames & Markey, P.A., serves as the Debtor's counsel. American Legal Claim Services, LLC, serves as claims and noticing agent. The Debtor hired Navigant Capital Advisors, LLC, as financial advisors. Following Neil F. Luria's transfer to SOLIC Capital Advisors LLC, the Debtor replaced Navigant with SOLIC. The Committee of Creditors Holding Unsecured Claims appointed in the bankruptcy case of Life Care St. Johns, Inc., is represented by Akerman Senterfitt's David E. Otero, Esq., and Christian P. George, Esq., in Jacksonville, Florida. Bruce Jones signed the petition as CEO. The Debtor disclosed $36,308,406 in assets and $117,305,625 in liabilities as of the Chapter 11 filing. LOCAL CORP: Gets Final Approval to Use Fast Pay's Cash Collateral ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California authorized, on a final basis, Local Corporation to use secured creditor Fast Pay Partners LLC's cash collateral until Sept. 21, 2015. The Court also authorized the Debtor to make expenditures provided for in each budget monthly, and if necessary, to exceed the amounts set forth in each respective budget by as much as 10% of budget total. After Sept. 21, 2015, the Debtor may obtain use of any cash collateral of the lender by filing with the Court and serving on all parties entitled to such service, a motion for an order extending, if necessary, authorization for the Debtor to continue using any cash collateral of the lender, if any. The lender is granted a replacement lien. Fast Pay has objected to the motion, stating that the Debtor must limit its disbursements to the expenditures that it budgeted in connection with the present motion, absent further order of the Court. As reported in the TCR on July 3, 2015, the cash collateral secures the Debtor's prepetition indebtedness in an amount not to exceed $1.0 million in aggregate. About Local Corporation Local Corporation, a publicly traded Delaware corporation (NASDAQ symbol LOCM), is in the business of providing search results to consumers who are searching online for local businesses, products and services. Founded in 1999, the Irvine, California-based company went public in 2004 and has been one of the fastest growing online local media businesses for a number of years, and for the past four years it has been listed by Deloitte on its Technology Fast 500. The Company's search results are provided through the Company's flagship Local.com Web site and through other proprietary Web sites, and they are also delivered to a network of over 1,600 other Web sites that rely on search syndication services to provide local search results to their own users. The Company generates revenue from ad units placed alongside its search results, which include pay-per-click, pay-per-call, and display ad units. The Company reported a net loss of $5.50 million on $83.1 million of revenue for the year ended Dec. 31, 2014, compared with a net loss of $10.4 million on $94.4 million of revenue in the prior year. The Company's balance sheet at March 31, 2015, showed $36.8 million in total assets, $25.7 million in total liabilities, and stockholders' equity of $11.2 million. Local Corp. filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal. Case No. 15-13153) in Santa Ana, California, on June 23, 2015. The Debtor disclosed $16,141,222 in assets and $29,519,418 in liabilities as of the Chapter 11 filing. The case is assigned to Judge Scott C. Clarkson. The Debtor tapped Winthrop Couchot as counsel. Robins Kaplan LLP represents as counsel to the Official Committee of Unsecured Creditors. LOCAL CORP: Wants Deadline Set for Filing Proofs of Claim --------------------------------------------------------- Local Corporation asks the U.S. Bankruptcy Court for the Central District of California to set these deadlines in relation to its cases: * General Claims Bar Date: The date that is the 30th day after service of the Debtor's notice of the bar date in the Debtor's case * Govt. Units Bar Date: The date that is 180 days after the date of the order for relief in the case (July 17, 2015), or as otherwise provided in Rule 3002(c) (1) of the Federal Rules of Bankruptcy Procedure About Local Corporation Local Corporation, a publicly traded Delaware corporation (NASDAQ symbol LOCM), is in the business of providing search results to consumers who are searching online for local businesses, products and services. Founded in 1999, the Irvine, California-based company went public in 2004 and has been one of the fastest growing online local media businesses for a number of years, and for the past four years it has been listed by Deloitte on its Technology Fast 500. The Company's search results are provided through the Company's flagship Local.com Web site and through other proprietary Web sites, and they are also delivered to a network of over 1,600 other Web sites that rely on search syndication services to provide local search results to their own users. The Company generates revenue from ad units placed alongside its search results, which include pay-per-click, pay-per-call, and display ad units. The Company reported a net loss of $5.50 million on $83.1 million of revenue for the year ended Dec. 31, 2014, compared with a net loss of $10.4 million on $94.4 million of revenue in the prior year. The Company's balance sheet at March 31, 2015, showed $36.8 million in total assets, $25.7 million in total liabilities, and stockholders' equity of $11.2 million. Local Corp. filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal. Case No. 15-13153) in Santa Ana, California, on June 23, 2015. The Debtor disclosed $16,141,222 in assets and $29,519,418 in liabilities as of the Chapter 11 filing. The case is assigned to Judge Scott C. Clarkson. The Debtor tapped Winthrop Couchot as counsel. Robins Kaplan LLP represents as counsel to the Official Committee of Unsecured Creditors. LOCAL CORP: Winthrop Couchot Okayed as General Insolvency Counsel ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California authorized Local Corporation to employ Winthrop Couchot Professional Corporation as general insolvency counsel, nunc pro tunc to June 23, 2015. On July 24, 2015, the Debtor filed a supplement to its application to clarify the information that the Debtor and Winthrop provided in the application regarding the use of the prepetition retainer that the Debtor paid to the firm. As stated in the application, prior to the Petition Date, the firm received from the Debtor $125,000 as and for the prepetition retainer. In February 2015, the firm rendered to the Debtor legal services in preparation for the commencement of a Chapter 11 case. The Debtor ultimately determined not to commence a case at that time. Nevertheless, the Debtor incurred fees in the amount of approximately $20,617 and costs in the amount of $226 in connection with preparing for the anticipated filing. On March 1, 2015, the firm drew down on the prepetition retainer for the full amount of fees and costs incurred. Accordingly, the amount of the prepetition retainer balance held in the firm's segregated client-trust account at the beginning of March 2015, was $104,116. In June 2015, the Debtor again instructed the firm to prepare for the filing of a voluntary petition, including finalizing, updating and preparing emergency "first day" motions necessary to commence the instant case. In this regard, the Debtor incurred $48,029 in fees and $2,358 in costs for a total of $50,388 in prepetition fees and costs. The firm drew down the amount from the balance of the prepetition retainer. Accordingly, the balance of the prepetition retainer remaining in trust is $53,767, not $65,000 as stated in the application. The firm will maintain in its client trust account the balance of the prepetition retainer and will disburse funds from the prepetition retainer only pursuant to the provisions of the application and the Court's order with respect to the application. As reported in the Troubled Company Reporter on July 13, 2015, Winthrop Couchot is expected to: (a) advise and assist the Debtor with respect to compliance with the requirements of the Office of the U.S. Trustee; (b) advise the Debtor regarding matters of bankruptcy law, including the rights and remedies of the Debtor in regard to its assets and to the claims of its creditors; (c) represent the Debtor in any proceedings or hearings in this Court and in any proceedings in any other court where the Debtor's rights under the Bankruptcy Code may be litigated or affected; (d) conduct examinations of witnesses, claimants, or adverse parties and to prepare, and to assist the Debtor in the preparation of, reports, accounts, and pleadings related to the Debtor's case; (e) advise the Debtor concerning the requirements of the Bankruptcy Court, the Federal Rules of Bankruptcy Procedure and the Local Bankruptcy Rules; (f) file any motions, applications or other pleadings appropriate to effectuate the reorganization of the Debtor; (g) review claims filed in the Debtor's case, and, if appropriate, to prepare and file objections to disputed claims; (h) assist the Debtor in the negotiation, formulation, confirmation, and implementation of a Chapter 11 plan including the sale, if any, of its assets; (i) take such other action and perform such other services as the Debtor may require of the Firm in connection with its Chapter 11 cases; and (j) address any other bankruptcy-related issues that may arise in the Debtor's case. Winthrop Couchot will be paid at these hourly rates: Marc J. Winthrop $750 Robert E. Opera $750 Sean A. O'Keefe $750 Paul J. Couchot $750 Richard H. Golubow $595 Peter W. Lianides $595 Garrick A. Hollander $595 Andrew B. Levin $395 Jeannie Kim $375 P.J. Marksbury $270 Legal Assistant Associates $150 Winthrop Couchot will also be reimbursed for reasonable out-of-pocket expenses incurred. About Local Corporation Local Corporation, a publicly traded Delaware corporation (NASDAQ symbol LOCM), is in the business of providing search results to consumers who are searching online for local businesses, products and services. Founded in 1999, the Irvine, California-based company went public in 2004 and has been one of the fastest growing online local media businesses for a number of years, and for the past four years it has been listed by Deloitte on its Technology Fast 500. The Company's search results are provided through the Company's flagship Local.com Web site and through other proprietary Web sites, and they are also delivered to a network of over 1,600 other Web sites that rely on search syndication services to provide local search results to their own users. The Company generates revenue from ad units placed alongside its search results, which include pay-per-click, pay-per-call, and display ad units. The Company reported a net loss of $5.50 million on $83.1 million of revenue for the year ended Dec. 31, 2014, compared with a net loss of $10.4 million on $94.4 million of revenue in the prior year. The Company's balance sheet at March 31, 2015, showed $36.8 million in total assets, $25.7 million in total liabilities, and stockholders' equity of $11.2 million. Local Corp. filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal. Case No. 15-13153) in Santa Ana, California, on June 23, 2015. The Debtor disclosed $16,141,222 in assets and $29,519,418 in liabilities as of the Chapter 11 filing. The case is assigned to Judge Scott C. Clarkson. The Debtor tapped Winthrop Couchot as counsel. Robins Kaplan LLP represents as counsel to the Official Committee of Unsecured Creditors. LUCA INTERNATIONAL: Meeting of Creditors Set for Sept. 22 --------------------------------------------------------- The meeting of creditors of Luca International Group LLC is set to be held on Sept. 22, 2015, at 10:00 a.m., according to a filing with the U.S. Bankruptcy Court for the Southern District of Iexas. The meeting will be held at Suite 3401, 515 Rusk Avenue, in Houston, Texas. The court overseeing the bankruptcy case of a company schedules the meeting of creditors usually about 30 days after the bankruptcy petition is filed. The meeting is called the "341 meeting" after the section of the Bankruptcy Code that requires it. A representative of the company is required to appear at the meeting and answer questions under oath. The meeting is presided over by the U.S. trustee, the Justice Department's bankruptcy watchdog. About Luca International Luca International Group LLC and Luca Operation, LLC, and their affiliates are engaged in the exploration and production of natural gas, petroleum and related hydrocarbons. The primary assets are located in Iberville and Ascension Parishes in Louisiana. These assets include 3 operating oil and gas wells -- Belle Grove 1, Dugas & Leblanc 1 and Jumonville 2. In addition, the assets include a water disposal well, Acosta 1, and a shut-in-oil and gas well, Jumonville 1. The Luca entities also own oil and gas leases in Texas and working interests in various locations. The Luca entities are owned by Bingqing Yang. Luca International Group and 11 related entities sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 15-34221) in Houston, Texas, on Aug. 6, 2015. The cases are assigned to Judge David R Jones. The Debtors tapped Hoover Slovacek, LLP, and BMC Group, Inc. Luca International estimated $50 million to $100 million in assets and debt. The petitions were signed by Loretta R. Cross, the CRO. MALIBU ASSOCIATES: Hires Dore Group to Appraise Golf Club --------------------------------------------------------- Malibu Associates, LLC seeks authorization from the U.S. Bankruptcy Court for the Central District of California to employ The Dore Group as real property appraiser, effective July 21, 2015. The Debtor requires Dore Group to: (a) perform an inspection of the Debtor's principal asset, which is commonly known as the Malibu Country Club. The Property is comprised of 648.5 acres and includes an 18-hole golf course, a club house of approximately 10,000 square feet, and a maintenance facility of approximately 4,000 square feet; (b) research relevant market data relating to the Property; (c) prepare and deliver declarations regarding the value of the Property in response to the RFS Motion; (d) prepare and deliver a written appraisal report providing a valuation of the Property based on all applicable approaches and a description of the assumptions and methodology utilized by Dore in connection with such valuation; (e) respond to inquiries from the Debtor and their counsel regarding the valuation of the Property, as set forth in the written appraisal report or otherwise; and (f) provide expert witness and consultation services including, but not limited to, providing expert testimony, preparing rebuttal reports to opposing experts' reports or testimony, and performing additional research and evaluation of the Property ("Additional Services"). Dore Group will be paid at these hourly rates: Valuation and Consultation (Appraisal Process) Principals $400 Vice President/ Senior Management $300 Real Estate Advisor/ Manager $250 Analyst/Support $200 Deposition and Trial Preparation - Post Appraisal Process (the Additional Services) Principals $475 Vice President/ Senior Management $375 Real Estate Advisor/ Manager $250 Analyst/Support $200 Dore Group will also be reimbursed for reasonable out-of-pocket expenses incurred. Lance W. Dore, president and CEO of The Dore Group, 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. Dore Group can be reached at: Lance W. Dore THE DORE GROUP 945 Fourth Ave, Suite 310 San Diego, CA 92101 Tel: (619) 933-5040 E-mail: lwdore@thedoregroup.com About Malibu Associates Headquartered in Malibu, California, Malibu Associates, LLC, owns the Malibu Golf Club. The club has a restaurant and clubhouse, in addition to an 18-hole golf course, on its 650-acre property in the Santa Monica Mountains. Malibu Associates sought Chapter 11 protection (Bankr. C.D. Cal. Case No. 15-10477) in Santa Barbara, California, on March 10, 2015, disclosing $76.2 million in total assets and $47.8 million in total liabilities. Thomas Hix, managing member of the Debtor, signed the bankruptcy petition. The Debtor owns real property located at 901 Encinal Canyon Road, Malibu, California. The property secures a $46.8 million debt to U.S. Bank, National Association, which is secured by a first deed of trust on the property. The Los Angeles County Treasurer and Tax Collector is also owed $459,800, secured by a tax lien on the property. The case is assigned to Judge Deborah J. Saltzman. David L. Neale, Esq., at Levene Neale Bender Rankin & Brill LLP, in Los Angeles, serves as counsel to the Debtor. The Debtor previously sought bankruptcy protection on Nov. 3, 2009, in the Central District of California, San Fernando Valley Division (Case No. No. 9-24625). That case was assigned to the Honorable Maureen A. Tighe, but was later dismissed. The real property in Malibu was included in the prior filing. MISSISSIPPI PHOSPHATES: Court OKs Assessment Tech as Consultant --------------------------------------------------------------- Mississippi Phosphates Corporation and its debtor-affiliates sought and obtained authorization from the Hon. Katharine M. Samson of the U.S. Bankruptcy Court for the Southern District of Mississippi to employ Assessment Technologies, Ltd. as property tax consultants, nunc pro tunc to July 1, 2015. The Debtors require Assessment Technologies to: (a) review targeted tax assessments on certain property owned by the Debtors, including supporting data, calculations and assumptions produced by the appropriate appraisal/assessing authority, together with information provided by the Debtors; (b) analyze economic feasibility of attaining a reduced assessment/tax; (c) represent the Debtors' estates before the appropriate tax assessing/collecting and/or court authorities using all reasonable, appropriate and available means provided by statute or within the Bankruptcy Code to adjust the assessment, unclaimed tax or claimed tax amount; and (d) utilize any and all local, state or federal remedies Assessment Technologies deems necessary and appropriate to achieve tax savings, in Assessment Technologies' discretion, subject to any required approval of the Bankruptcy Court. In consideration of the services to be performed by the Assessment Technologies, the Debtors shall pay the following fees for each tax year: Tier I - 25% or Tier II - 35% of all Net Tax Savings - Assessment Technologies will be paid based on the Net Tax Savings for each tax year in accordance with the Tier definitions defined below. The term "Net Tax Savings" is defined as the balance of Tax Savings that remains after deducting for reimbursement of Consultant's expenses. Assessment Technologies will be paid at these hourly rates: Partners $550 Senior Consultants $425 Consultants $350 Professional Staff $250 Administrative $150 Research Staff $100 Assessment Technologies will also be reimbursed for reasonable out-of-pocket expenses incurred. John Lammert, vice president of Assessment Technologies, 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. Assessment Technologies can be reached at: John W Lammert ASSESSMENT TECHNOLOGIES LTD 121 Interpark Blvd Ste 308 San Antonio, TX 78216-1852 Tel: (210) 222-1221 ext. 4423 Fax: (210) 222-9519 E-mail: jlammert@atechltd.com About Mississippi Phosphates Mississippi Phosphates Corporation is a major United States producer and marketer of diammonium phosphate ("DAP"), one of the most common types of phosphate fertilizer. MPC, which was formed is a Delaware corporation in October 1990, owns a DAP facility in Pascagoula, Mississippi, which was acquired from Nu-South, Inc. in its 1990 bankruptcy. Phosphate rock, the primary raw material used in the production of DAP, is being supplied by OCP S.A., a corporation owned by the Kingdom of Morocco. The parent, Phosphate Holdings, Inc., was formed in December 2004 in connection with the bankruptcy reorganization of MPC and its then-parent Mississippi Chemical Corporation, the first fertilizer cooperative in the United States. As of Oct. 27, 2014, MPC has a work force of 250 employees, broken into 224 regular employees and 26 "nested" third-party contract employees. MPC and its subsidiaries, namely Ammonia Tank Subsidiary, Inc., and Sulfuric Acid Tanks Subsidiary, Inc., sought Chapter 11 bankruptcy protection (Bankr. S.D. Miss. Lead Case No. 14-51667) on Oct. 27, 2014. Judge Katharine M. Samson is assigned to the cases. Mississippi Phosphates disclosed $98.8 million in assets and $141 million plus an unknown amount in liabilities. Affiliates Ammonia Tank and Sulfuric Acid Tanks each estimated $1 million to $10 million in both assets and liabilities. The Debtors have tapped Stephen W. Rosenblatt, Esq., at Butler Snow LLP as counsel. The official committee of unsecured creditors tapped Burr & Forman LLP as its counsel. MOBIVITY HOLDINGS: Amends 26.6 Million Shares Resale Prospectus --------------------------------------------------------------- Mobivity Holdings Corp. filed a second amendment to its registration statement on Form S-1 with the Securities and Exchange Commission relating to shares of common stock of the Company that may be offered for sale for the account of certain selling stockholders. The selling stockholders may offer and sell from time to time up to 26,651,321 shares of the Company's common stock, which amount includes 8,551,168 shares to be issued to the selling stockholders only if and when they exercise warrants held by them. The Company has amended the Registration Statement to delay its effective date. The shares owned by the selling stockholders may be sold in the over-the-counter market, or otherwise, at prices and terms then prevailing or at prices related to the then-current market price, or in negotiated transactions. Although the Company will incur expenses in connection with the registration of the common stock, the Company will not receive any of the proceeds from the sale of the shares of common stock by the selling stockholders. The Company will receive gross proceeds of up to $10,217,433 from the exercise of the warrants, if and when they are exercised. The Company's common stock is quoted on the OTC Markets under the symbol "MFON". The last reported sale price of the Company's common stock as reported by the OTC Markets on Aug. 21, 2015, was $0.80 per share. A copy of the Form S-1/A is available for free at: http://is.gd/LjfPwN Mobivity Holdings separately filed a post-effective amendment No. 1 to withdraw and remove from registration the unsold shares of the Company's common stock, par value $0.001 per share, pursuant to the Registration Statement on Form S-1, SEC File No. 333-196084, filed with the Securities and Exchange Commission on May 19, 2014, and declared effective on July 30, 2014, pertaining to the registration of a secondary offering of 23,577,949 shares of Common Stock, of which 21,972,011 shares of Common Stock are unsold as of Aug. 24, 2015. The Company also filed a post-effective amendment No. 1 to withdraw and remove from registration the unsold shares of the Company's common stock, par value $0.001 per share, pursuant to the Registration Statement on Form S-1, SEC File No. 333-190692, filed with the Securities and Exchange Commission on Aug. 16, 2013, and declared effective on Aug. 29, 2013, pertaining to the registration of a secondary offering of approximately 15,884,973 shares of Common Stock, of which 13,850,034 shares of Common Stock are unsold as of Aug. 24, 2015. About Mobivity Holdings Mobivity Holdings Corp. was incorporated as Ares Ventures Corporation in Nevada in 2008. On Nov. 2, 2010, the Company acquired CommerceTel, Inc., which was wholly-owned by CommerceTel Canada Corporation, in a reverse merger. Pursuant to the Merger, all of the issued and outstanding shares of CommerceTel, Inc., common stock were converted, at an exchange ratio of 0.7268-for-1, into an aggregate of 10,000,000 shares of the Company's common stock, and CommerceTel, Inc., became a wholly owned subsidiary of the Company. In connection with the Merger, the Company changed its corporate name to CommerceTel Corporation on Oct. 5, 2010. In connection with the Company's acquisition of assets from Mobivity, LLC, the Company changed its corporate name to Mobivity Holdings Corp. and its operating company to Mobivity, Inc, on Aug. 23, 2012. Mobivity Holdings reported a net loss of $10.4 million in 2014, a net loss of $16.8 million in 2013, a net loss of $7.33 million in 2012, and a net loss of $16.3 million in 2011. As of June 30, 2015, the Company had $8 million in total assets, $1.7 million in total liabilities and $6.3 million in total stockholders' equity. NAKED BRAND: Haute Hippie CEO Joins Board of Directors ------------------------------------------------------ Naked Brand Group Inc. announced that apparel industry leader Jesse Cole has joined the Naked Board of Directors. Jesse Cole is an accomplished financier and CEO of popular women's contemporary brand Haute Hippie. Started by Trish Wescoat Pound, Haute Hippie offers an eclectic, yet luxuriously chic collection of rock 'n' roll and bohemian fashion sold globally with over 350 points of distribution in the US including Nordstrom, Neiman Marcus and Saks Fifth Ave. "We're thrilled to have Jesse Cole join Naked's Board of Directors. He has been instrumental in building Haute Hippie into one of the most dynamic contemporary women's fashion brands and we are confident his experience, creativity and network of relationships will be of great value to the Naked brand," said Carole Hochman, chief executive officer, chief creative officer and chairwoman of Naked. Prior to joining Haute Hippie as CEO in 2012, Cole was founder and chief operator of Schonfeld IBS, a financial services company. Schonfeld IBS grew into a multi-million dollar business. Cole then joined Merlin Institutional where he developed the institutional research sales and trading division as a senior partner. Mr. Cole also serves as a member of the Board of Directors for the Ronald McDonald House. "I have been following Naked since Carole Hochman joined the brand last year," said Cole. "Carole and Founder Joel Primus have created incredible product and a powerful brand that serves an immediate need in the market today for both men and women. With their leadership, product and momentum, I believe Naked is now positioned to grow to become an industry leader. I am looking forward to bringing my expertise in fundraising, brand strategy and overall industry experience to the team." Jesse Cole takes the place of Chris Heyn, who will remain on Naked's Advisory Board. In connection with Mr. Cole's appointment to the Board, the Company agreed to issue him stock options to purchase 37,500 shares of the Company's common stock, exercisable at $4.40 per share, for a period of 10 years, vesting over a period of three years, on terms and conditions as set out in our 2014 Long Term Incentive Plan and a stock option agreement to be entered into between the Company and Mr. Cole. Executive Employment Agreement On Aug. 18, 2015, Naked Brand entered into an employment agreement with Joel Primus, the Company's president and a member of the Board of Directors of the Company. The Employment Agreement provides for an initial term of one year, which may be extended for additional one-year periods upon the expiration of the then-current term with the mutual agreement in writing of the Company and Mr. Primus no later than 90 days in advance of the expiration of the then-current term. As compensation for his services to the Company, the Employment Agreement provides that the Company will pay Mr. Primus a base salary of $164,000 per year. In addition, Mr. Primus will be eligible to receive an annual cash bonus for each whole or partial year during the term of his employment, payable based on the achievement of one or more performance goals established annually by the Company's Board of Directors in consultation with Mr. Primus or as otherwise determined by the Board of Directors in its discretion. The annual bonus, if any, will be paid in a lump sum cash payment as soon as reasonably practicable following the end of the calendar year to which the bonus relates, but no later than March 15 of the following year. Mr. Primus was also granted stock options to purchase 299,899 shares of the Company's common stock, with each option exercisable at $4.40 per share and vesting as to 25% immediately on the date of grant and the remaining 75% in equal monthly installments over a period of three years from the date of grant. The options were granted on Aug. 18, 2015. Mr. Primus will also be entitled to receive full family health, dental, vision, major medical and disability insurance coverage through a provider of the his choosing, without deductible and such other benefits in such amounts as determined by the Board of Directors from time to time. The Employment Agreement provides that, for so long as Mr. Primus remains President of the Company, he will be nominated by the Company for election to the Board of Directors or appointed to the Board of Directors. The Employment Agreement provides that if Mr. Primus's employment is terminated for any reason he will be entitled to all earned but unpaid base salary and bonus, accrued vacation, vested benefits or compensation, indemnification rights he would otherwise be entitled to, and any incurred but unreimbursed expenses. In addition, the Employment Agreement provides that the Company will pay for all costs associated with his relocation back to Vancouver, British Columbia in the event he is terminated. About Naked Brand Naked Brand Group Inc. designs, manufactures, and sells men's innerwear and lounge apparel products in the United States and Canada. It offers various innerwear products, including trunks, briefs, boxer briefs, undershirts, T-shirts, and lounge pants under the Naked brand, as well as under the NKD sub-brand for men. The company sells its products to consumers and retailers through wholesale relationships and direct-to-consumer channel, which consists of an online e-commerce store, thenakedshop.com. Naked Brand Group Inc. is based in New York, New York. Naked Brand reported a net loss of $21.07 million for the year ended Jan. 31, 2015, compared to a net loss of $4.23 million for the year ended Jan. 31, 2014. As of April 30, 2015, the Company had $1.70 million in total assets, $1.30 million in total liabilities and $436,000 in total stockholders' equity. BDO USA, LLP, in New York, NY, issued a "going concern" qualification on the consolidated financial statements for the year ended Jan. 31, 2015, citing that the Company incurred a net loss of $21,078,265 for the year ended Jan. 31, 2015, had a capital deficit of $2,224,180 at Jan. 31, 2015, and the Company expects to incur further losses in the development of its business. These conditions raise substantial doubt about the Company's ability to continue as a going concern. NEPHROS INC: Appoints Moshe Pinto as Director --------------------------------------------- The Board of Directors of Nephros, Inc. has appointed Moshe Pinto, to its Board of Directors on Aug. 14, 2015. Mr. Pinto was recently the CEO of Home Dialysis Plus, now Outset Medical, Inc., a Warburg Pincus backed company dedicated to the development and commercialization of a new hemodialysis system, providing an improved experience for patients. Previously, from 2007 through 2010, he was the CEO of Spiracur, Inc., a developer of innovative wound healing technologies that Mr. Pinto co-founded out of the Stanford University Biodesign Innovation Program. Mr. Pinto also worked for Herzog, Fox & Neeman, a law firm based in Israel. He currently serves on the Board of Directors of Spiracur Inc. Mr. Pinto received an MBA from Stanford University, an LLM from Universita di Bologna, an EMLE from the University of Hamburg, and an LLB in Law from Tel Aviv University. "We are very excited to have Moshe join our Board," said Daron Evans, CEO of Nephros. "Moshe's hands-on expertise in dialysis equipment development and dialysis economics provides Nephros with an invaluable resource in our efforts to increase adoption of our dialysis ultrafilters and to expand the commercial evaluation of our hemodiafiltration system." "The dialysis industry is a unique marketplace whose significant scale and market dynamics provide opportunities for innovative products," said Mr. Pinto. "I look forward helping Nephros achieve its potential to help both patients and service providers." About Nephros River Edge, N.J.-based Nephros, Inc., is a commercial stage medical device company that develops and sells high performance liquid purification filters. Its filters, which it calls ultrafilters, are primarily used in dialysis centers and healthcare facilities for the production of ultrapure water and bicarbonate. Nephros reported a net loss of $7.37 million on $1.74 million of total net revenues for the year ended Dec. 31, 2014, compared to net income of $1.32 million on $1.74 million of total net revenues for the year ended Dec. 31, 2013. As of June 30, 2015, the Company had $3.4 million in total assets, $9.3 million in total liabilities and a stockholders' deficit of $5.9 million. Withum Smith+Brown PC, in Morristown, New Jersey, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has incurred negative cash flow from operations and recurring net losses since inception. These conditions, among others, raise substantial doubt about its ability to continue as a going concern. NEPHROS INC: FDA to Verify Implementation of Corrective Actions --------------------------------------------------------------- Nephros, Inc. disclosed that on Aug. 12, 2015, it received a subsequent letter from the the U.S. Food and Drug Administration noting that FDA has received the Company's response correspondence to the Warning Letter detailing the Company's completed corrective actions. The corrective actions included revisions to the Company's standard operating procedures relating to purchasing and supplier controls, adverse event reporting, and complaint handling and monitoring. The Subsequent Letter also noted that the FDA will verify the Company's implementation of corrective measures at its next inspection of the Company's facility. As previously disclosed, on May 27, 2015, Nephros received a warning letter from the U.S. Food and Drug Administration resulting from inspections of the Company's facility in River Edge, New Jersey by the FDA's New Jersey District Office that occurred in October 2014. Subsequent to that date, the Company responded to the Warning Letter and has been working to resolve the issues raised by the FDA. Neither the Warning Letter nor the Subsequent Letter restrict the manufacture, production or shipment of any of the Company's products, nor require the withdrawal of any product from the marketplace. However, failure to promptly address the issues raised in the Warning Letter to the FDA's satisfaction or to comply with U.S. medical device regulatory requirements in general could result in regulatory action being initiated by the FDA. These actions could include, among other things, delays in approval of any FDA applications, product seizures, injunctions and civil monetary penalties. Any such actions could disrupt the Company's ongoing business and operations and potentially have a material adverse impact on its financial condition and operating results. About Nephros River Edge, N.J.-based Nephros, Inc., is a commercial stage medical device company that develops and sells high performance liquid purification filters. Its filters, which it calls ultrafilters, are primarily used in dialysis centers and healthcare facilities for the production of ultrapure water and bicarbonate. Nephros reported a net loss of $7.37 million on $1.74 million of total net revenues for the year ended Dec. 31, 2014, compared to net income of $1.32 million on $1.74 million of total net revenues for the year ended Dec. 31, 2013. As of June 30, 2015, the Company had $3.4 million in total assets, $9.3 million in total liabilities and a stockholders' deficit of $5.9 million. Withum Smith+Brown PC, in Morristown, New Jersey, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has incurred negative cash flow from operations and recurring net losses since inception. These conditions, among others, raise substantial doubt about its ability to continue as a going concern. NET ELEMENT: Units Complete Acquisition of PayOnline ---------------------------------------------------- Maglenta Enterprises Inc. and Champfremont Holding Ltd. formally completed the transfer to TOT Group Europe, Ltd. and ТOT Group Russia LLC, each a subsidiary of Net Element, Inc., of all of the issued and outstanding equity interests of PayOnline System LLC, Innovative Payment Technologies LLC, Polimore Capital Limited and Brosword Holding Limited pursuant to the Acquisition Agreement among the Purchasers and the Sellers. PayOnline's business includes the operation of a protected payment processing system to accept bank card payments for goods and services. The consideration for all of the equity interests of PayOnline is a combination of cash and restricted shares, payable in five installments and, if applicable, the extra payment. The Company guaranteed the Purchasers' payment obligations under the Agreement pursuant to the Guaranty with the Sellers dated as of May 20, 2015. Lacerta Management Ltd guaranteed to the Purchasers the accuracy of the Sellers' and Payonline's representations and warranties. As previously reported in the Current Report on Form 8-K filed with the Commission on May 27, 2015, on May 27, 2015, the Company issued to the Sellers 4,768,212 shares of restricted common stock at the price of $0.755 per shares as part of the first installment payment under the Agreement. Those shares of restricted common stock of the Company were issued to the Sellers in reliance upon Section 4(a)(2) of the Securities Act exemption from the registration requirements under the Securities Act. 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 June 30, 2015, the Company had $25.8 million in total assets, $14.5 million in total liabilities, and total stockholders' equity of $11.2 million. 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: Lowenstein Not Representing Investor Group ------------------------------------------------------- Sharon L. Levine, a partner at Lowenstein Sandler LLP, filed a supplemental declaration of counsel in support of the application for an order approving the retention of Lowenstein as counsel to the Official Committee of Unsecured Creditors in the Chapter 11 cases of Nirvana, Inc., et al. According to Ms. Levine, Lowenstein is not currently representing and will not represent the investor group in connection with the Debtors or their chapter 11 cases. Lowenstein maintains offices, among other places, at 65 Livingston Avenue, Roseland, New Jersey and 1251 Avenue of the Americas, New York City. 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. NRAD MEDICAL: U.S. Trustee Appoints Creditors' Committee -------------------------------------------------------- The U.S. trustee overseeing the Chapter 11 case of NRAD Medical Associates P.C. appointed five creditors to serve on the official committee of unsecured creditors: (1) David Kaplan, M.D. 14 Split Rock Lane Syosset, NY 11791 (2) Henry Schein 135 Duryea Road Melville, NY 11747 (3) Julian Safir, M.D. 37 Clocktower Lane Old Westbury, NY 11568 (4) Nuclear Diagnostic Prod 101 Roundhill Drive Rockaway, NJ 07866 (5) 415 Northern Blvd. Realty 239 Great Neck Road Great Neck, NY 11021 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 NRAD Medical NRAD Medical Associates, P.C., operated a regional radiology imaging medical practice and a regional radiation therapy practice with 16 locations throughout Long Island and Queens, New York, before selling its assets in June 2015. NRAD Medical sought Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No. 15-72898) in Central Islip, New York, on July 7, 2015. The case is assigned to Judge Louis A. Scarcella. The Debtor estimated assets and liabilities of $10 million to $50 million. The Debtor is represented by Anthony C Acampora, Esq., at Silverman Acampora LLP, in Jericho, New York. According to the docket, the Debtor's Chapter 11 plan and disclosure statement are due Nov. 4, 2015. NYDJ APPAREL: Moody's Changes PDR to Caa1-PD/LD; Outlook Stable --------------------------------------------------------------- Moody's Investors Service changed NYDJ Apparel LLC's Probability of Default Rating ("PDR") to Caa1-PD/LD from Caa1-PD following the recent discounted purchase of the entire $50 million second lien term loan by the company's private equity sponsors. The sponsors subsequently contributed $12.5 million of the loan to the company as a noncash equity injection. Moody's believes the company extinguished the contributed loan to avoid a covenant violation on the first lien facilities in Q2 2015. The /LD designation reflects Moody's view that the recent debt repurchase constitute as a distressed exchange under Moody's definition of default. Moody's definition of default is intended to capture events whereby issuers fail to meet debt service obligations outlined in their original debt agreements. Moody's will remove the /LD designation from the PDR in three days. These transactions do not constitute an event of default under any of the company's debt agreements. Moody's considers the transactions to be a net positive for NYDJ's credit profile because they reduce debt and cash interest. Moody's is nevertheless affirming the company's Caa1 Corporate Family Rating because the reductions are modest in size. Moody's changed the rating outlook to stable from negative, reflecting the recent stabilization in NYDJ's operating performance (1H'2015 revenue grew in the mid-single digits and management EBITDA declined in the low-single-digits), the reduction in debt, and the equity sponsors' willingness to take steps that help the company meet its financial maintenance covenants. The company reported increases in wholesale denim shipments and significant growth in its sportswear business. While these developments are positive, Moody's expects debt/EBITDA to remain high and liquidity to remain weak over the next 12-18 months as a result of contractual covenant tightening and limited free cash flow generation. Moody's took these rating actions on NYDJ Apparel, LLC: Corporate Family Rating, affirmed at Caa1 Probability of Default Rating, changed to Caa1-PD/LD from Caa1-PD $12.5 million secured revolver expiring 2019, affirmed at B3 (LGD3) $150 million first lien secured term loan due 2020, affirmed at B3 (LGD3) Outlook, revised to stable from negative RATINGS RATIONALE The Caa1 Corporate Family Rating primarily reflects the company's high leverage near 6 times, weak liquidity, limited scale, short operating track record, significant customer concentration, and product concentration in a highly competitive and fashion-sensitive category. Following stabilization in 1H 2015, Moody's expects NYDJ's earnings to start recovering in the next several quarters, as consumer demand for denim bottoms out, denim clearance sales are completed, the company introduces new denim styles and grows its sportswear business. Nevertheless, Moody's anticipates leverage to remain high and covenant cushion very tight in the near term as a result of contractual tightening. The ratings could be upgraded if the company demonstrates sustained revenue and earnings growth and maintains debt/EBITDA below 6.5 times. An upgrade would also require an improved liquidity profile, including good covenant cushion. Moody's projects modestly positive free cash flow and limited reliance on the revolver. The rating also considers NYDJ's strong management team and still good EBITA margins. The stable rating outlook reflects Moody's expectation that NYDJ's earnings will improve and free cash flow will be modestly positive over the next 12-18 months. The ratings could be downgraded if liquidity or free cash flow weakens, or if earnings continue to deteriorate. The ratings could be upgraded if the company demonstrates sustained revenue and earnings growth and maintains debt/EBITDA below 6.5 times. An upgrade would also require an improved liquidity profile, including good covenant cushion. NYDJ Apparel, LLC designs and markets apparel for women under the "NYDJ" brand. The company's products, which include predominantly denim bottoms, are sold through department stores, specialty boutiques, off-price retailers, outlets and on its e-commerce website. Net revenues for the twelve months ended June 30, 2015 were approximately $170 million. NYDJ has been majority-owned by Crestview Partners since January 2014. The principal methodology used in these ratings was Global Apparel Companies published in May 2013. OAKFABCO INC: Directors Consent to Voluntary Ch. 11 Filing ---------------------------------------------------------- The members of the board of directors of Oakfabco, Inc., notified the U.S. Bankruptcy Court for the Northern District of Illinois, Eastern Division, that they consent to the voluntary Chapter 11 filing of the company for the company to use its remaining insurance assets to resolve all existing asbestos-related personal injury and wrongful death claims. The Corporation in the past has been named, and in the future is expected to be named, as a defendant, third-party defendant, or cross-defendant in lawsuits involving bodily injuries, illnesses, ailments, diseases, and/or death resulting therefrom, which are alleged to result from exposure to asbestos or asbestos-containing products or material allegedly manufactured, made, sold, distributed, installed, handled, or used by the Corporation. The Corporation estimates that more than 34,000 asbestos-related personal injury and wrongful death claims were pending against it as of June 30, 2015, in jurisdictions across the United States. About Oakfabco, Inc. Oakfabco, Inc, formerly known as Kewanee Boiler Corporation, has not manufactured boilers since 1988 when it sold its Kewanee boiler business in an 11 U.S.C. Section 363 sale to Coppus Engineering Corporation. In early 2009, it sold all of its remaining assets. The Debtor has no employees, and, Frederick W. Stein is the Debtor's sole officer and director. The Debtor's sole remaining asset is its insurance, and it has no known liabilities other than asbestos claims. In January 1970, Kewanee Boiler Corp, then a newly-formed Illinois Corporation, acquired the assets and debt of American Standard, Inc.'s commercial boiler manufacturing division known as "Kewanee Boiler." The boilers manufactured and sold by Kewanee Boiler were insulated with asbestos. Oakfabco sought Chapter 11 protection (Bankr. N.D. Ill. Case No. 16-27062) on Aug. 7, 2015, to resolve its remaining asbestos claims. Reed Smith LLP serves as counsel to the Debtor. The Debtor estimated $10 million to $50 million in assets and debt. OFFSHORE DRILLING: Fitch Cuts Issuer Default Ratings to 'B+' ------------------------------------------------------------ Fitch Ratings has downgraded Offshore Drilling Holding, S.A.'s (ODH) foreign and local currency Issuer Default Ratings (IDRs) to 'B+' from 'BB-' and placed the ratings on Negative Rating Watch. Fitch has also downgraded the company's USD950 million of senior secured notes due 2020 to 'BB-'from 'BB'. Fitch is assigning an 'RR3' Recovery Rating to the international notes. The 'RR3' for the outstanding company's senior secured notes reflects a good expected recovery given default. KEY RATING DRIVERS Fitch's rating actions reflect the heightened exposure of the company to contract roll-over risk and pricing risk as a result of current depressed market conditions. The Negative Watch reflects the possibility that a prolonged oil price drop will compound the effects of the offshore rig oversupply cycle, resulting in weaker than previously expected market dayrates. If the amendments to the contracts contemplating a minimum dayrate for future extensions are not executed, it would expose the company to re-chartering the rigs based on current declining day rates in a highly competitive environment, resulting in a weaker leverage profile. The Negative Watch also considers Fitch's concerns regarding the extension of the contract for Centenario beyond December 2015. While the company has indicated that it has reached an agreement with Petroleos Mexicanos SA (Pemex, IDR 'BBB') for the extension of the contract until December 2016, the amendment has not been executed, adding to the risk that cashflows to the holding company may be disrupted until the asset is re-contracted. Ultimately ODH's ratings are supported by the company's solid commercial relationship with Pemex, the company's moderately high leverage, and partial structural subordination. The company's expansion plan is considered aggressive. SOLID COMMERCIAL RELATIONSHIP WITH STRONG OFFTAKER ODH's ratings reflect the strong commercial relationship of the company and its shareholder, Grupo R, with Pemex. ODH and Grupo R, a privately held conglomerate, provide offshore drilling services, as well as other energy-related maritime services, to Pemex, its only customer. ODH currently owns three ultra-deep-water (UDW) sixth-generation dynamic positioning semisubmersible drilling rigs, which are contracted with Pemex at dayrates ranging from USD365,000 to USD489,000. OIL PRICE DROP PRESSURES OFFSHORE MARKET FURTHER Offshore drillers have been facing softening market conditions due to lower demand and a significant newbuild backlog. The over 60% drop in oil prices has compounded the effects of the oversupply cycle resulting in a decline in market dayrates of roughly 50% from pre-cycle levels and it has heightened pressure on utilization rates, decreasing to approximately 74%-80% for UDW assets worldwide. Fitch continues to believe that medium-term demand will rebound and absorb the newer high-quality assets which operate more efficiently. Trough-to-previous peak rig response in the most recent bear markets shows that the pace of a rig count recovery depends on the speed and intensity of the price recovery. Strong players in their local markets with state of the art assets may have competitive advantages over their international peers. CONTRACT ROLL-OVER RISK The company is exposed to contract renewal risk given that the three UDW drilling rigs have contracts that expire before the maturity of the notes. The contract for Centenario has recently been extended until December 2015 at a dayrate of $365,000. The company has also reached an agreement with Pemex to further extend the contracts for both rigs until December 2016 in return for lowering the current day rate for Bicentenario to $365,000. These agreements also consider the option to include a minimum day rate for the contracts of $365,000 for future extensions. These amendments are yet to be signed by Pemex. Current depressed market conditions have affected UDW rig utilization rates; a sustained oversupply of assets worldwide may affect the company's ability to re-contract the assets out of Mexico. However, the performance and specifications of the rigs and strong relationship of the company with Pemex make ODH a strong player in the Mexican drilling market. Pemex may favor continuity and fostering relationships with its existing drilling providers under the right conditions, partially mitigating the re-chartering risk. The rating incorporates Fitch's expectation that Pemex will re-contract these drilling rigs shortly before the contracts expire. EXPOSURE TO MARKET DAY RATES PARTIALLY MITIGATED While the provision to set a minimum day rate of $365 thousand expected to be included in the contracts limits the impact of a further deterioration of the offshore rig market, the amendments have yet to be signed. Fitch's ratings assume day rates will recover in the medium term and a provision will be included in the contracts limiting the downside effect of deteriorating day rates. If the amendments are not formalized and the dayrates are allowed to float below the current depressed market day rates, it may have an impact on the financial profile of the company. The company's cash flow stability and predictability will benefit if contracts were to be renewed at fixed day rates for longer periods of time. PARTIAL STRUCTURAL SUBORDINATION ODH's senior secured notes are guaranteed by certain restricted subsidiaries, including the unencumbered subsidiaries that own the Centenario and Bicentenario drilling rigs. The notes benefit from a 12-month interest reserve account and are currently structurally subordinated to a project-finance bank loan of approximately USD363 million, related to the financing of La Muralla IV. This bank debt has certain cash sweep provisions restricting cash flow distributions to ODH. The bank loan amortizes through 2018 and once it is repaid, La Muralla IV will become a co-guarantor for the notes. MODERATELY HIGH LEVERAGE ODH's leverage ratio for the last 12 months (LTM) ended March 30, 2015 improved slightly to 3.72x from 3.87x as of the LTM March 2014. ODH's EBITDA as of LTM ended March 2015 amounted to approximately USD354 million. Going forward, total leverage is expected to range between 4x and 4.5x, with the exception of years when the company adds financial debt to fund acquisitions without reporting a full year of operational revenues for the new assets. ODH's total debt of USD1.31 billion as of June 30, 2015 was composed of USD950 million rated bonds due 2020 and the balance relates to an amortizable bank loan guaranteed by La Muralla IV. In the medium term ODH expects to initially finance the shallow-water drilling rigs (jack-ups) on a non-recourse basis through an unrestricted subsidiary, and once the rigs are contracted, the company may issue additional debt under the same conditions as the existing bonds, while the subsidiary could be redefined as a restricted subsidiary. AGRRESSIVE SPECULATIVE GROWTH STRATEGY ODH's ratings incorporate the expectation the company would continue to add offshore drilling equipment without increasing its leverage on a sustained basis. Currently the company has construction orders for five jack-ups, for which it is yet to sign contracts with Pemex. Two of them, Cantarel I and Cantarel II, are expected to be delivered by the end of August and will leave the shipyard for Mexico by the second half of September. The company expects to sign contracts with Pemex for these two units shortly. Although the company has operated this way in the past, current market conditions exacerbate the risk of not getting contracts for the rigs, adding uncertainty to cash flow generation and high carrying cost should Pemex not contract the rigs and ODH has to find alternative markets for the equipment. RATING SENSITIVITIES Positive: Future developments that may, individually or collectively, lead to a positive rating action include: -- Through-the-cycle consolidated debt/EBITDA decreases below 3.5x on a sustained basis; -- The company contracts all its drilling equipment with very limited to none out-clauses and with improved fixed day rates suggesting strengthening market conditions. Positive rating actions are unlikely over the short- to medium-term given the weak offshore market. A formalization of the amendments to the contracts including the provision to set a minimum day rate, and the further extensions of the contracts could result in a revision to the Negative Rating Watch. Negative: Future developments that may, individually or collectively, lead to a negative rating action include: -- Through-the-cycle consolidated debt/EBITDA of 5x or above on a sustained basis; -- Contracts are not rolled over within six months after expiration or contracted day rates experience further pressure and are significantly lower than current market dayrates as a result of not executing the amendments to the contracts to set a minimum day rate; -- The company faces delays of six months or greater contracting new equipment after it is delivered; -- The company fails to execute the amendment for the extension of Centenario beyond December 2015. LIQUIDITY AND DEBT STRUCTURE ODH's liquidity position is supported by the company's stable and predictable cash-flow generation coupled with a lengthened debt maturity profile. ODH's liquidity position is supported by its cash on hand, which as of June. 30, 2015, was approximately USD194.3 million. The company also had USD106.2 million in restricted cash investments associated with the required debt service reserve account for the 2020 notes and the bank loan related to the financing of La Muralla IV. As of June 2015, the company had no short-term debt. RECOVERY ANALYSIS The ratings of ODH's senior secured notes are notched above ODH's IDR as a result of the relative recovery prospects in a hypothetical default scenario under Fitch's 'Recovery Ratings and Notching Criteria for Non-Financial Corporates Issuers' criteria report. Fitch has assigned an 'RR3' rating to ODH's senior unsecured notes. The 'RR3' rating reflects a one-notch positive differential from the 'B+' IDR and indicates good recovery prospects given default. 'RR3' rated securities have characteristics consistent with securities historically recovering 51%-70% of current principal and related interest. KEY ASSUMPTIONS -- Centenario is recontracted at a day rate of $365 thousand until December 2017; -- Bicentenario is recontracted until December 2017 at a rate of $365 thousand; -- La Muralla IV remains contracted at the existing day rate of $489 thousand until 2018; -- After expiration of the contracts for the semisubmersibles (2017), market day rates recover; -- Daily operating expenses for the semisubmersibles of $170 thousand; -- Regular maintenance capex of approximately $90 million during the next five years; -- Peak leverage in 2015 with the financing of the additional jack-ups with leverage returning to levels below 4.5x for the next three years. FULL LIST OF RATING ACTIONS Fitch has downgraded ODH's ratings as follows: -- Foreign and local currency IDRs to 'B+' from 'BB-', placed on Negative Watch -- Senior secured notes to 'BB-' from 'BB', assigned a Recovery Rating of 'RR3'. OZBURN-HESSEY HOLDING: Moody's Raises Corp. Family Rating to 'B1' ----------------------------------------------------------------- Moody's Investors Service upgraded Ozburn-Hessey Holding Company, LLC's Corporate Family Rating to B1 from B2 and its Probability of Default Rating to B1-PD from B2-PD. The B1 CFR and B1-PD PDR are on review for further upgrade. The B1 ratings on the company's first lien bank debt remain on review for upgrade. 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. OHL's ratings remain under review for further upgrade in response to the Aug. 17, 2015 announcement that OHL entered into an agreement to be acquired by Geodis, a French-based logistics and freight-forwarding company. Geodis generated nearly EUR7 billion in revenue in 2014 and is 100% owned by SNCF Logistics, a subsidiary of SNCF Mobilites (rated Aa2), France's national railway operator. Once the acquisition closes, all existing debt at Ozburn-Hessey will be repaid in full, and ratings at OHL would subsequently be withdrawn. These ratings were upgraded and remain under review for further upgrade: -- Corporate Family Rating, upgraded to B1 from B2 -- Probability of Default Rating, upgraded to B1-PD from B2-PD These ratings remain under review for upgrade: -- $50 million First Lien Revolving Credit Facility due 2018, currently B1 (LGD 3) -- $270 million First Lien Term Loan due 2019, currently B1 (LGD 3) RATINGS RATIONALE The upgrade of OHL's CFR to B1 reflects the meaningful decline in Moody's calculation of the company's adjusted total debt following changes in Moody's approach for capitalizing operating leases. The impact of the operating lease change on OHL was significant due to the company's large number of operating leases related to its extensive network of warehouses necessary to provide its logistics services. OHL's total lease-adjusted debt declined by over $300 million and lease-adjusted debt/EBITDA improved by nearly 2 turns from 5.2 times to 3.3 times as of the last twelve month period ended June 30, 2015. However, changes in the operating lease methodology approach did not have as significant an impact on OHL's EBIT/interest coverage which remains at the lower end of the range for the rating category at 1.4 times. Nonetheless, the company's meaningful improvement in leverage, coupled with recent strong revenue and EBITDA growth and good liquidity profile, position the credit well within the B1 rating category. OHL's B1 CFR reflects the company's low leverage for the rating category and recent growth in earnings stemming from additional work with existing customers, new contract wins, and continued growth in its e-fulfillment services. EBITDA growth has reduced leverage by over half a turn since year-end 2012. These positive factors are counterbalanced by exposure to economic cycles, a smaller revenue scale than some larger global peers and weaker than average EBIT/interest coverage for the B1 rating level. OHL possesses a good liquidity profile characterized by meaningful cash balances and anticipated positive annual free cash flow generation over the intermediate term, combined with no meaningful near-term debt maturities and good headroom under its leverage covenant. The rating also acknowledges OHL's long operating history, diverse service offering and long-term relationships with a well-established, high quality customer base. At the same time, the company is exposed to potential changes in demand due to overall macroeconomic uncertainty, as its customer base is comprised of companies in the retail, consumer and electronics end-markets. In addition, OHL could face pressure if large retail customers were to decide to insource their warehousing and logistics operations in an effort to cut costs. The principal methodology used in these ratings was Global Surface Transportation and Logistics Companies published in April 2013. Ozburn-Hessey Holding Company, LLC, headquartered in Brentwood, TN, is a provider of third-party logistics and related services, including warehouse management, freight forwarding, and dedicated contract carriage. Ozburn-Hessey is a wholly-owned subsidiary of OHH Acquisition Corporation, which is controlled by private equity firm Welsh, Carson, Anderson & Stowe. Ozburn-Hessey's June 30, 2015 LTM revenues approximated $1.4 billion. PATRIOT COAL: Plan Confirmation Hearing Slated for September 16 --------------------------------------------------------------- The Hon. Keith L. Philipps of the U.S. Bankruptcy Court for the Eastern District of Virginia will hold a hearing on Sept. 16, 2015, at 11:00 a.m. (prevailing Eastern Time) to confirm Patriot Coal Corporation et al.'s second amended joint Chapter 11 plan of reorganization. Objections to the Debtors' plan, if any, are due Sept. 9, 2015, at 4:00 p.m. (prevailing Eastern Time). Judge Philipps approved the adequacy of the disclosure statement explaining the Debtor's Chapter 11 plan on Aug. 20, 2015. Deadline to vote to accept or reject the Debtors' plan is Sept. 11, 2015. About Patriot Coal Patriot Coal Corporation is a producer and marketer of coal in the United States. Patriot and its subsidiaries control 1.4 billion tons of proven and probable coal reserves -- including owned and leased assets in the Central Appalachia basin (in West Virginia and Ohio) and Southern Illinois basin (in Kentucky and Illinois) and their operations consist of eight active mining complexes in West Virginia. Patriot Coal first sought Chapter 11 protection on July 9, 2012, and, on Dec. 18, 2013, won approval of its bankruptcy-exit plan from the U.S. Bankruptcy Court for the Eastern District of Missouri. The plan turned over most of the ownership of the company to bondholders that include New York hedge fund Knighthead Capital Management LLC. The linchpins of the plan were a global settlement among the Debtors, the United Mine Workers of America, and two third parties -- Peabody Energy Corporation and Arch Coal, Inc. -- and a commitment by a consortium of creditors, led by Knighthead, to backstop two rights offerings that funded the plan. Patriot Coal and its subsidiaries commenced new Chapter 11 cases (Bankr. E.D. Va. Lead Case No. 15-32450) in Richmond, Virginia, on May 12, 2015. Patriot Coal estimated more than $1 billion in assets and debt. The cases are assigned to Judge Keith L. Phillips. The Debtors tapped Kirkland & Ellis LLP as counsel; Kutak Rock L.L.P., as co-counsel; Centerview Partners LLC as investment bankers; Alvarez & Marsal North America, LLC, as restructuring advisors; and Prime Clerk LLC, as claims and administrative agent. The U.S. trustee overseeing the Chapter 11 case of Patriot Coal appointed seven creditors of the company to serve on the official committee of unsecured creditors. The Unsecured Creditors Committee is represented by Morrison & Foerster LLP's Lorenzo Marinuzzi, Esq., and Jennifer L. Marines, Esq.; and Tavenner & Beran, PLC's Lynn L. Tavenner, Esq., and Paula S. Beran, Esq. The U.S. Trustee also has appointed an Official Retiree Committee, which is represented by lawyers at Stahl Cowen Crowley Addis LLC. On June 22, 2015, Joseph Bean, Patriot Coal's senior vice-president, was designated by the court to perform the duties imposed upon the company by the Bankruptcy Code. This designation will remain in effect during the entire pendency of Patriot Coal's case until altered by order of the court. * * * According to a report by the Troubled Company Reporter, Patriot Coal has filed with the Bankruptcy Court a letter of intent for a proposed sale of a substantial majority of its operating assets to Blackhawk Mining, LLC, as well as a motion outlining bidding procedures. Under the terms of the letter of intent, Blackhawk would issue to Patriot's secured lenders new debt securities totaling approximately $643 million plus Class B Units providing them an ownership stake in Blackhawk. In addition, Blackhawk would assume or replace surety bonds supporting reclamation and related liabilities associated with the purchased assets. There's a Sept. 4, 2015 deadline to file bids for the Debtors' assets. An auction to test bids will take place on Sept. 9, at 10:00 a.m. PHOTOMEDEX INC: Gets Approval of 2 Class Action Settlements ----------------------------------------------------------- PhotoMedex, Inc., disclosed in regulatory filing that the proposed settlements in two class action suits against the Company and its subsidiaries had been approved by the respective courts with jurisdiction over those suits. The Company had been served on Dec. 20, 2013, with a purported shareholder derivative and class action lawsuit filed in the United States District Court for the Eastern District of Pennsylvania against the Company and its two top executives, Dolev Rafaeli, chief executive officer, and Dennis M. McGrath, president and chief financial officer. The action alleged various violations of the Federal securities laws between Nov. 7, 2012, and Nov. 14, 2013, including that the Company and its officers made false and misleading statements or failed to disclose material facts concerning the Company's business. The plaintiffs sought class action status for the suit, as well as an unspecified amount of monetary damages, pre-and post-judgment interest and attorneys' fees, expert witness fees and other costs. A companion action had also been brought against the Company and its two officers in the State of Israel, where the Company's shares are traded on the Tel Aviv Stock Exchange. The Eastern District Court has entered an order approving the settlement in this action. The settlement provides a fund of $1.5 million for the benefit of those persons or entities who purchased securities issued by the Company during the period Nov. 6, 2012, and Nov. 5, 2013, inclusive. The settlement fund will also pay for plaintiffs' counsel's fees and expenses approved by the Eastern District Court with respect to the action. The Company maintains insurance that will help defray the cost of the proposed settlement, and does not expect the settlement to have a material impact on its financial results. The Company was also a party in the consolidated action In re LCA-Vision Inc. Shareholder Litigation. The Company received notice of this order on March 30, 2015. The action consolidated four separate cases that had been filed in the Common Pleas Court of Hamilton County, Ohio against the Company, its subsidiary Gatorade Acquisition Corp., LCA-Vision, Inc., LCA's chief executive officer, Michael J. Celebrezze, and LCA's board of directors over the proposed acquisition of LCA by the Company. On May 12, 2014, the Company acquired LCA, and on Jan. 31, 2015, the Company sold LCA to Vision Acquisition, LLC. The action alleged that LCA's officer and board members breached their fiduciary duty to LCA, and that the acquisition of LCA by the Company failed to maximize LCA's stockholder value and deprived LCA's stockholders of the ability to participate in LCA's long-term prospects. The suit further alleged that the Company aided and abetted LCA's officer and directors in their breaches of fiduciary duties. Similar suits had also been filed in the Court of Chancery of the State of Delaware against the Company and its subsidiary, Gatorade Acquisition Corp. The Ohio Court has entered an order approving the settlement of all suits in this action. Under the settlement, LCA had published certain additional disclosure statements regarding its acquisition by the Company and its financial statements prior to its shareholder vote on the acquisition, which was held on May 12, 2014. The settlement also provides for the payment of plaintiffs' counsel's fees and expenses with respect to the action. The Company believes that LCA maintains insurance that will help defray the cost of the proposed settlement; the Company does not expect the proposed settlement to have a material impact on its financial results. About PhotoMedex PhotoMedex, Inc., is a global health products and services company providing integrated disease management and aesthetic solutions to dermatologists, professional aestheticians, ophthalmologists, optometrists, consumers and patients. The Company provides proprietary products and services that address skin conditions including psoriasis, vitiligo, acne, actinic keratosis, photo damage and unwanted hair, as well as fixed-site laser vision correction services at our LasikPlus(R) vision centers. PhotoMedex and its subsidiaries has entered into a second amended and restated forbearance agreement with the lenders that are parties to the credit agreement dated May 12, 2014, and with JP Morgan Chase, as administrative agent for the Lenders pursuant to which the Lender have agreed to forbear from exercising their rights and remedies with respect to certain events of default from Aug. 25, 2014, until April 1, 2016, or earlier if an event of default occurs, according to a document filed with the Securities and Exchange Commission in March 2015. As of June 30, 2015, the Company had $67.7 million in total assets, $23.9 million in total liabilities and $43.8 million in total stockholders' equity. Bankruptcy Warning "If, in the future, PhotoMedex is required to obtain similar forbearance agreements as a result of our inability to meet the terms of the credit agreement, there can be no assurance that those forbearance agreements will be available on commercially reasonable terms or at all. If, as or when required, we are unable to repay, refinance or restructure our indebtedness under those credit facilities, or amend the covenants contained therein, the lenders could elect to terminate their commitments under the credit facilities and institute foreclosure proceedings against our assets. Under such circumstances, we could be forced into bankruptcy or liquidation. In addition, any additional events of default or declaration of acceleration under one of those facilities or the forbearance agreement could also result in an event of default under one or more of these agreements. Such a declaration would have a material adverse impact on our liquidity, financial position and results of operations," the Company stated in its 2014 annual report. PROGRESSIVE CROP: Case Summary & 18 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Progressive Crop Service, LLC dba PCS Paving dba PCS Lawncare 5700 Ashland Rd Wooster, OH 44691 Case No.: 15-61783 Chapter 11 Petition Date: August 25, 2015 Court: United States Bankruptcy Court Northern District of Ohio (Canton) Judge: Hon. Russ Kendig Debtor's Counsel: Edwin H. Breyfogle, Esq. 108 Third St NE Massillon, OH 44646 Tel: (330)837-9735 Fax: (330)837-8922 Email: edwinbreyfogle@sssnet.com Total Assets: $1.04 million Total Liabilities: $3.60 million The petition was signed by Craig L. Franks, managing member. A list of the Debtor's 18 largest unsecured creditors is available for free at http://bankrupt.com/misc/ohnb15-61783.pdf PROTOM INTERNATIONAL: Lain Faulkner Approved as Accountants ----------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas authorized Protom International, Inc., and Protom International, LLC, to employ Lain, Faulkner & Co., P.C., as accountants. The professional services that Lain Faulkner will render include, but are not limited to, the following: (a) preparing the Debtors' schedules of asset and liabilities and statements of financial affairs; (b) providing accounting assistance with monthly operating reports required by the Debtors; (c) testifying at any hearings and/or trials as is determined to be necessary; and (d) performing other accounting and financial consulting services to the Debtors in connection with the Chapter 11 cases. Compensation will be payable to Lain Faulkner on an hourly basis, plus reimbursement of actual, necessary expenses. The 2015 standard hourly rates for the firm are: Category Hourly Rate -------- ----------- Shareholders $365 to $450 CPA/Accounting Professionals $240 to $340 IT Professionals $250 Staff Accountants $150 to $215 Clerical and Bookkeepers $80 to $95 The Debtors have paid Lain Faulkner a retainer of $5,000. Jason Rae attests that Lain Faulkner has not represented any of the Debtors' creditors, equity security holders, or any other parties-in-interest, in any matters relating to the Debtors and their estates. The Debtors believe that Lain Faulkner is a "disinterested person" as defined in Sec. 101(14) of the Bankruptcy Code. About ProTom International ProTom International Inc. is a medical technology focused on proton therapy for cancer patients. The Company and affiliate ProTom International, LLC, have the exclusive rights to sell in the U.S. the compact accelerators developed by Russia-based ZAO Protom and owner Vladimir E. Balakin. The ZAO system and technology were lighter and cheaper than proton therapy systems then in operation in the U.S. This technology has been the basis on which ProTom has developed its Radiance 330 Proton Therapy System. ProTom International, Inc., and ProTom International, LLC, sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 15-32065 and 15-32066) in Dallas on May 12, 2015. The cases are assigned to Judge Barbara J. Houser. The Debtors tapped Jackson Walker, LLP as counsel, and Lain, Faulkner & Co., P.C., as accountant. ProTom Inc. estimated $10 million to $50 million in assets and debt. ProTom International Inc., disclosed $1,728,894 in assets and $22,283,648 in liabilities as of the Chapter 11 filing. QUALITY DISTRIBUTION: Closes Merger With Gruden ----------------------------------------------- Quality Distribution, Inc., completed on Aug. 18, 2015, its merger with Gruden Merger Sub, Inc., a wholly-owned subsidiary of Gruden Acquisition, Inc. (Parent), pursuant to an Agreement and Plan of Merger dated May 6, 2015, according to a regulatory filing with the Securities and Exchange Commission. As a result of the Merger, a change in control of the Company has occurred, and the Company is now a wholly-owned subsidiary of Parent. The aggregate value of the transaction was approximately $828 million. The source of funds for the Merger and related transaction expenses included cash equity contributions from funds advised by Partners LLP and borrowings under a new credit facility. Each share of the Company's common stock issued and outstanding immediately prior to the Effective Time was cancelled and automatically converted into the right to receive $16.00 in cash without interest and net of any taxes required to be withheld therefrom. Holders of the Company's common stock that was issued and outstanding prior to the Effective Time ceased to have any rights with respect to those securities nor do they have any interest in the Company's future earnings or growth. In connection with the consummation of the Merger, the Company terminated its Amended and Restated Credit Agreement, dated Nov. 3, 2014, by and among Quality Distribution, LLC, Bank of America, N.A., as administrative agent and collateral agent, and certain lenders, upon payment of the total principal balance of the loans and advances outstanding under the Existing Credit Agreement, together with all accrued but unpaid interest and fees, costs, expenses and other amounts owed thereunder. The Company notified the NASDAQ stock exchange on Aug. 18, 2015, that the Merger was consummated, and trading of the Company's common stock on NASDAQ was suspended. As a result, NASDAQ Stock Market LLC filed a delisting application on Form 25 with the Securities and Exchange Commission to report the delisting of the Company's common stock from NASDAQ. The Company intends to file a certification on Form 15 with the SEC requesting that the Company's reporting obligations under Sections 13 and 15(d) of the Securities Exchange Act of 1934, as amended, be suspended. In connection with the consummation of the Merger, Gary R. Enzor, Richard B. Marchese, Thomas R. Miklich, Annette M. Sandberg and Alan H. Schumacher resigned from the Board of Directors of the Company and all board committees, effective at the Effective Time. In connection with the consummation of the Merger, Gary R. Enzor, Ashish Karandikar, Joseph J. Troy, Mitch Truwit and Vivek Vyas were elected to the Board of Directors of the Company. About Quality Distribution Quality Distribution, LLC, and its parent holding company, Quality Distribution, Inc., are headquartered in Tampa, Florida. The company is a transporter of bulk liquid and dry bulk chemicals. The company's 2010 revenues are approximately $686 million. Apollo Management, L.P., owns roughly 30 percent of the common stock of Quality Distribution, Inc. As of June 30, 2015, the Company had $413 million in total assets, $436 million in total liabilities and a $22.9 million total shareholders' deficit. Bankruptcy Warning "We have substantial indebtedness and may not be able to make required payments on our indebtedness. We had consolidated indebtedness and capital lease obligations, including current maturities of $351.3 million, as of December 31, 2014. We must make regular payments under the ABL Facility, including the Term Loan, thereunder, and our capital leases and semi-annual interest payments under our 2018 Notes. The ABL will mature at the earlier of November 2019 and the date that is 91 days prior to the maturity of the Company's currently outstanding 2018 Notes or any replacement notes if the outstanding amount of such debt is above a certain threshold. The Term Loan matures on November 3, 2017 but we are subject to mandatory prepayment of the principal amount of the Term Loan in equal quarterly payments beginning as early as November 2015. The maturity date of the ABL Facility, including the Term Loan, may be accelerated if we default on our obligations. If the maturity of the ABL Facility and/or such other debt is accelerated, we may not have sufficient cash on hand to repay the ABL Facility and/or such other debt or be able to refinance the ABL Facility and/or such other debt on acceptable terms, or at all. The failure to repay or refinance the ABL Facility and/or such other debt at maturity would have a material adverse effect on our business and financial condition, would cause substantial liquidity problems and may result in the bankruptcy of us and/or our subsidiaries. Any actual or potential bankruptcy or liquidity crisis may materially harm our relationships with our customers, suppliers and independent affiliates," the Company stated in its 2014 annual report. * * * As reported in the TCR on June 28, 2013, Moody's Investors Service upgraded Quality Distribution, LLC's Corporate Family Rating to 'B2' from 'B3' and Probability of Default Rating to 'B2-PD' from 'B3-PD'. The upgrade of Quality's CFR to 'B2' was largely driven by the expectation that credit metrics will improve over the next twelve to eighteen months, through a combination of EBITDA growth and debt paydowns, to levels consistent with the 'B2' rating level. The company is in the process of integrating the bolt-on acquisitions made in its Energy Logistics business sector since 2011. As reported by the TCR on July 17, 2015, Standard & Poor's Ratings Services said that it has lowered its corporate credit rating on Tampa-based transportation and logistics provider Quality Distribution Inc. to 'B-' from 'B' and removed the ratings from CreditWatch, where S&P had placed them with negative implications on May 8, 2015. "The downgrade reflects Quality Distribution's higher debt-leverage pro forma for its acquisition by Apax Partners," said Standard & Poor's credit analyst Michael Durand. QUICKSILVER RESOURCES: Milbank Files Supplemental 2019 Statement ---------------------------------------------------------------- Milbank, Tweed, Hadley & McCloy LLP filed a supplemental statement regarding its representation of a group called the Ad Hoc Group of Second Lienholders. The New York-based law firm disclosed that as of July 10, it does not represent any entity other than the group in connection with the bankruptcy cases of Quicksilver Resources Inc. and its affiliated debtors. The members of the group hold economic interests, or act as investment managers or advisors to funds and accounts that hold economic interests in relation to the companies, Milbank further disclosed. A list of the members of the Ad Hoc Group of Second Lienholders is available for free at http://is.gd/uDSHtN Milbank made the disclosure pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure. About Quicksilver Quicksilver Resources Inc. (OTCQB: KWKA) is an exploration and production company engaged in the development and production of long-lived natural gas and oil properties onshore North America. Based in Fort Worth, Texas, the company claims to be a leader in the development and production from unconventional reservoirs including shale gas, and coal bed methane. Following more than 30 years of operating as a private company, Quicksilver became public in 1999. The Company has U.S. offices in Fort Worth, Texas; Glen Rose, Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank, Montana. The Company's Canadian subsidiary, Quicksilver Resources Canada Inc., is headquartered in Calgary, Alberta. Quicksilver Resources Inc. and certain of its affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 15-10585) on March 17, 2015. Quicksilver's Canadian subsidiaries were not included in the chapter 11 filing. The Company's legal advisors are Akin Gump Strauss Hauer & Feld LLP in the U.S. and Bennett Jones in Canada. Richards Layton & Finger, P.A., is legal co-counsel in the Chapter 11 cases. Houlihan Lokey Capital, Inc. is serving as financial advisor. Garden City Group Inc. is the claims and noticing agent. The Company's balance sheet at Dec. 31, 2014, showed $1.21 billion in total assets, $2.35 billion in total liabilities and total stockholders' deficit of $1.14 billion. The U.S. Trustee for Region 3 appointed five creditors of Quicksilver Resources Inc. to serve on the official committee of unsecured creditors. The Committee is represented by Landis Rath & Cobb LLP's Richard S. Cobb, Esq., Matthew B. McGuire, Esq., and Joseph D. Wright, Esq.; and Paul Weiss Rifkind Wharton & Garrison LLP's Andrew N. Rosenberg, Esq., Elizabeth R. McColm, Esq., and Adam M. Denhoff, Esq. * * * The Debtors have been given exclusive right to file a bankruptcy plan through Oct. 13, 2015. RAZORE ROCK: Delays Filing of Audited Financial Statements ---------------------------------------------------------- Razore Rock Resources Inc. on Aug. 25 disclosed that it will be late filing its audited financial statements and MD&A for the year ended April 30, 2015. Pursuant to National Policy 12-203 Cease Trade Orders for Continuous Disclosure Defaults the Company advises that it will therefore be in default of filing its audited financial statements and MD&A for the year ended April 30, 2015 which were to be filed on or before August 28, 2015 pursuant to relevant securities laws. The delay in filing the Finanical Disclosure and the resulting default are due primarily to a lack of available funding. The Company has been trying to raise funding to provide much needed working capital and to pay the auditor to perform the audit but have been unable to do so to meet the filing deadline. The Company is negotiating a loan from an arm's length party to fund the costs of the audit and anticipates receiving funds by August 27, 2015. The Company has made an application to be granted a Management Cease Trade Order under the Policy to be imposed against some or all of the CEO and CFO and directors, officers or insiders of the Company instead of a cease trade order being imposed against all securities of the Company. Such an order would not generally affect the ability of persons who have not been directors, officers or insiders of the Company to trade the securities of the Company pending the filing of the Financial Disclosure on SEDAR. The Company is working with its auditors to complete the audit of the Company's financial statements for the year ended April 30, 2015 as soon as possible and anticipates filing such financial statements and related MD&A by September 30, 2015 on SEDAR. Until the Financial Disclosure is filed, the Company intends to satisfy the provisions of the Alternate Information Guidelines as set out in the Policy for as long as it remains in default, including the issuance of bi-weekly default status reports, each of which will be issued in the form of a press release. The Company is not subject to any insolvency proceeding and there is no other material information concerning the affairs of the Company that has not been generally disclosed. Should the Company fail to SEDAR file the Financial Disclosure on or before September 30, 2015, the OSC may impose a cease trade order that all trading in securities of the Company cease for such period specified in the OSC order. About Razore Rock Resources Inc. Razore Rock Resources Inc. is a mineral exploration company focused on the acquisition, exploration and development of mineral resources. RELATIVITY MEDIA: Bankruptcy Judge Authorizes Auction of Assets --------------------------------------------------------------- Tom Corrigan, writing for The Wall Street Journal, reported that Relativity Media LLC won a bankruptcy judge's permission on Aug. 25 to proceed with a fast-tracked plan to auction off its film and TV business by the end of October. According to the report, following a hearing at the U.S. Bankruptcy Court in Manhattan, Judge Michael Wiles signed off on the proposed sale process after the company resolved a long list of objections from its creditors. At the outset of the hearing, Relativity announced that 12 of 16 objections to its proposed sale process had been resolved, though many creditors reserved the right to raise their objections at a later date, the report related. About Relativity Fashion Based in New York, Relativity Fashion LLC dba M3 Relativity -- http://relativitymedia.com/-- is a privately-held entertainment company with an integrated and diversified global media platform that provides, among other things, film and television financing, production and distribution. Relativity was founded in 2004 by Ryan Kavanaugh as a films late cofinancier partnering with major studios such as Sony and Universal. In addition, the Company engages in content production and distribution, including movies, television, fashion, sports, digital and music. The Company and its affiliates filed for Chapter 11 protection on July 30, 2015 (Bankr. S.D. N.Y. Lead case No. 15-11989). Judge Michael E. Wiles presides over the Debtors' Chapter 11 cases. Craig A. Wolfe, Esq., Malani J. Cademartori, Esq., and Blanka K. Wolfe, Esq., at SHEPPARD MULLIN RICHTER & HAMPTON LLP, and Richard L. Wynne, Esq., Bennett L. Spiegel, Esq., and Lori Sinanyan, Esq., at JONES DAY, represent the Debtors in the bankruptcy cases. The Debtors reported total assets of $559.9 million, and total debts: $1.1 billion as of Dec. 31, 2014. About Relativity Fashion Based in New York, Relativity Fashion LLC dba M3 Relativity -- http://relativitymedia.com/-- is a privately-held entertainment company with an integrated and diversified global media platform that provides, among other things, film and television financing, production and distribution. Relativity was founded in 2004 by Ryan Kavanaugh as a films late cofinancier partnering with major studios such as Sony and Universal. In addition, the Company engages in content production and distribution, including movies, television, fashion, sports, digital and music. The Company and its affiliates filed for Chapter 11 protection on July 30, 2015 (Bankr. S.D. N.Y. Lead case No. 15-11989). Judge Michael E. Wiles presides over the Debtors' Chapter 11 cases. Craig A. Wolfe, Esq., Malani J. Cademartori, Esq., and Blanka K. Wolfe, Esq., at SHEPPARD MULLIN RICHTER & HAMPTON LLP, and Richard L. Wynne, Esq., Bennett L. Spiegel, Esq., and Lori Sinanyan, Esq., at JONES DAY, represent the Debtors in the bankruptcy cases. The Debtors reported total assets of $559.9 million, and total debts: $1.1 billion as of Dec. 31, 2014. RESEARCH SOLUTIONS: Peter Derycz Reports 20% Stake as of Aug. 4 --------------------------------------------------------------- In an amended Schedule 13D filed with the Securities and Exchange Commission, Peter Derycz disclosed that as of Aug. 4, 2015, he beneficially owned 3,678,842 shares of common stock of Research Solutions, Inc., which represents 20 percent based on a total of 18,394,125 shares of the Company's common stock outstanding as of Aug. 4, 2015. A copy of the regulatory filing is available at: http://is.gd/utCnjW About Research Solutions Research Solutions, Inc. provides research information services and software to research-intensive industries in the Life Sciences and other fields. The Encino, California-based Company delivers copyrighted copies of published content, including articles from published journals, to content users in hard copy or electronic form. The Company reported a net loss of $1.87 million for the fiscal year ended June 30, 2014, compared with net income of $192,000 for the year ended June 30, 2013. As of March 31, 2015, Research Solutions had $8.25 million in total assets, $7.39 million in total liabilities and $866,194 in total stockholders' equity. RESPONSE BIOMEDICAL: Incurs $2,000 Net Loss in Second Quarter ------------------------------------------------------------- Response Biomedical Corp. filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss and comprehensive loss of $2,000 on $4.26 million of total revenue for the three months ended June 30, 2015, compared to net income and comprehensive income of $288,000 on $3.07 million of total revenue for the same period during the prior year. For the six months ended June 30, 2015, the Company reported a net loss and comprehensive loss of $1.10 million on $7.80 million of total revenue compared to a net loss and comprehensive loss of $1.23 million on $5.63 million of total revenue for the same period a year ago. As of June 30, 2015, the Company had $13.72 million in total assets, $15.49 million in total liabilities and total shareholders' deficit of $1.77 million. A full-text copy of the Form 10-Q is available for free at: http://is.gd/o7f04k About Response Biomedical Based in Vancouver, Canada, Response Biomedical Corporation develops, manufactures and sells diagnostic tests for use with its proprietary RAMP(R) System, a portable fluorescence immunoassay- based diagnostic testing platform. The RAMP(R) technology utilizes a unique method to account for sources of error inherent in conventional lateral flow immunoassay technologies, thereby providing the ability to quickly and accurately detect and quantify an analyte present in a liquid sample. Consequently, an end-user on-site or in a point-of-care setting can rapidly obtain important diagnostic information. Response Biomedical currently has thirteen tests available for clinical and environmental testing applications and the Company has plans to commercialize additional tests. Response Biomedical reported a net loss and comprehensive loss of C$5.99 million in 2013, a net loss and comprehensive loss of C$5.28 million in 2012 and a net loss and comprehensive loss of C$5.37 million in 2011. PricewaterhouseCoopers LLP, in Vancouver, Canada, in its report on the consolidated financial statements for the year ended Dec. 31, 2014, noted that the company has incurred recurring losses from operations and has an accumulated deficit at Dec. 31, 2014, whicht raises substantial doubt about its ability to continue as a going concern. RETROPHIN INC: Files $65 Million Suit Against Former CEO -------------------------------------------------------- Retrophin, Inc. filed a complaint in federal court in the Southern District of New York against Martin Shkreli, the Company's former chief executive officer (Retrophin, Inc. v. Martin Shkreli, Case No. 15-cv-6451) on Aug. 17, 2015. The complaint states causes of action against Mr. Shkreli relating to a number of self-dealing transactions that allegedly benefitted Mr. Shkreli and investment funds previously managed by Mr. Shkreli, including breach of his duty of loyalty to the Company. Retrophin seeks $65 million in damages and disgorgement of the compensation that Mr. Shkreli received from it, including pursuant to his employment contract dated Dec. 16, 2013, option agreement dated Dec. 16, 2013, and the option grant dated Feb. 24, 2014. The Company said Mr. Shkreli did not agree to be interviewed by Cooley LLP in connection with its pre-filing investigation of the matters covered in the Complaint. About Retrophin Retrophin, Inc., develops, acquires and commercializes therapies for the treatment of serious, catastrophic or rare diseases. The Company offers Chenodal(R), a treatment for gallstones; Vecamyl(R), a treatment for moderately severe to severe essential hypertension and uncomplicated cases of malignant hypertension; and Thiola, for the prevention of kidney stone formation in patients with severe homozygous cystinuria. Retrophin reported a net loss of $111 million in 2014 following a net loss of $34.6 million in 2013. As of June 30, 2015, the Company had $425.1 million in total assets, $274.3 million in total liabilities and $150.7 million in total stockholders' equity. BDO USA, LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014. The accounting firm noted that the Company has suffered recurring losses from operations, used significant amounts of cash in its operations, and expects continuing future losses. In addition, at Dec. 31, 2014, the Company had deficiencies in working capital and net assets of $70.2 million and $37.3 million, respectively. Finally, while the Company was in compliance with its debt covenants at Dec. 31, 2014, it expects to not be in compliance with these covenants in 2015. These matters raise substantial doubt about the Company's ability to continue as a going concern, the auditors said. RIVERWALK JACKSONVILLE: Court OKs Real Property Sale to Alliance ---------------------------------------------------------------- Riverwalk Jacksonville Development, LLC, sought and obtained from Judge Laurel M. Isicoff of the U.S. Bankruptcy Court for the Southern District of Florida, Miami Division, approval of its Contract for Sale to Alliance Realty Partners, LLC, as well as authorization for the sale of a portion of the Debtor's real property. The real property subject of the sale consists of two parcels of land, which are both tracts of land comprised of a portion of the Isaac Hendricks Grant, Section 44, Township 2 South, Range 26 East, Jacksonville, Duval County, Florida. Judge Isicoff authorized the Debtor to sell the real property to Alliance on an "as is – where is" basis, without warranties or representations, except that Alliance will purchase the property free and clear of all liens, claims and encumbrances, with all liens, claims and encumbrances to attach to the proceeds of the sale. Judge Isicoff likewise authorized the Debtor's Manager, Stevan J. Pardo, to execute and deliver all necessary documents and instruments on behalf of the Debtor, as Seller, to consummate the sale of the property to Alliance, and granted him legal power, right and authority to bind the Debtor, as Seller, under the terms and conditions set forth in the Contract. Sabadell United Bank, N.A., previously filed an objection to the Debtor's Sale Motion, but withdrew it at the hearing. Sabadell United is represented by: Niall T. McLachlan, Esq. CARLTON FIELDS JORDEN BURT, P.A. 100 SE 2nd Street, Suite 4200 Miami, FL 33131 Telephone: (305)530-0050 Facsimile: (305)530-0055 E-mail: nmclachlan@cfjblaw.com Riverwalk Jacksonville is represented by: Geoffrey S. Aaronson, Esq. AARONSON SCHANTZ BEILEY P.A. Miami Tower 100 S.E. 2nd Street, Floor 27 Miami, FL 33131 Telephone: (786)594-3000 Facsimile: (305)424-9336 E-mail: gaaronson@aspalaw.com About Riverwalk Jacksonville Development Riverwalk Jacksonville Development, LLC, owns four parcel of real property located in areas surrounding the Wyndham Hotel and Convention Center. The properties comprise approximately 10.4 acres and constitute prime downtown commercial space. The occupants of the area are a Chart House restaurant, various office building and parking amenities. Three of the four properties are encumbered to Sabadell and U.S. Century Bank. Riverwalk Jacksonville Development filed a Chapter 11 bankruptcy (Bankr. S.D. Fla. Case No. 14-19672) on April 28, 2014, in Miami. The Debtor estimated assets of at least $10 million and debts of at least $1 million. Geoffrey S. Aaronson, Esq., at Aaronson Schantz P.A., serves as the Debtor's counsel. Judge Laurel M Isicoff oversees the case. ROADRUNNER ENTERPRISES: 35 Properties Sold for $1.82M ----------------------------------------------------- Judge Kevin R. Huennekens of the U.S. Bankruptcy Court for the Eastern District of Virginia, Richmond Division, authorized, in the interim, Roadrunner Enterprises Inc.'s auction procedures with respect to the Debtor's motion to sell 93 real property assets by public auction, free and clear of all liens, claims, encumbrances and interests. The auction procedures contain, among others, these terms: (a) Each potential bidder at Auction will be required to execute a non-collusion agreement, and provided that each prevailing bidder is (i) not an "insider"; (ii) provides reasonably equivalent value and fair consideration to acquire the respective Properties; and (iii) has acted in good faith in all respects concerning the sale and Auction, the prevailing bidder(s) will be entitled to request the protections of 11 U.S.C. Sections 363(m) and 363(n). (b) If the ultimate highest and/or best sale price obtained on any Property at Auction is a dollar amount that is less than the total indebtedness due to the respective Secured Creditor(s) holding a Lien on the particular Property and such sale is consented to by the respective Secured Creditor, then such consent on the part of the Secured Creditor will in no event constitute or be deemed a waiver of any deficiency or unsecured claim or indebtedness owed to the Secured Creditor by the Debtor. (c) On Aug. 19, 2015 at 2:00 p.m., the Court will convene a final sale hearing to consider the Debtor's request to approve the proposed sales and purchase agreements resulting from the Auction, as well as any objections of the Secured Creditors or others to the proposed sales, with such objections to be filed and served on the Debtor on or before Aug. 12, 2015. On Aug. 5, 2015, the Debtor filed its Report of Auction Results, which showed that 35 properties were sold, with a total purchase price of $1,815,700 and net proceeds amounting to $27,880. Motleys Asset Disposition Group conducted the auction on the Debtor's real property assets. Bank of McKenney objected to the Debtor's Auction Motion. Neil E. McCullagh, Esq., at Spotts Fain PC, in Richmond Virginia, tells the Court that the BOM and the Debtor have an agreement whereby the Debtor could sell any property encumbered by a lien in favor of BOM only if the sale price exceeds a reserve price agreed to by BOM, the Debtor, and Motley's or if BOM subsequently agreed to a lower sale price. He contends that this agreement was reported to the Court during the hearing held on June 22, 2015, and is embodied in the Court's Interim Order authorizing the auction procedures. Mr. McCullagh further tells the Court that as reflected in the Debtor's Notice of Report of Auction Results, the reserve price was not met at auction for any property encumbered by a lien in favor of BOM. He asserts that BOM has not agreed to a sale of any of its properties for a price less than the reserve price and that accordingly, none of the properties encumbered by a lien in favor of BOM may be sold pursuant to the Debtor's motion. The hearing on the Debtor's Motion was slated to continue on Aug. 26, 2015. Roadrunner Enterprises is represented by: David K. Spiro, Esq. Rachel A. Greenleaf, Esq. HIRSCHLER FLEISCHER, P.C. Post Office Box 500 Richmond, VA 23218-0500 Telephone: (804)771-9500 Facsimile: (804)644-0957 E-mail: dspiro@hf-law.com rgreenleaf@hf-law.com Bank of McKenney is represented by: Robert H. Chappell, III, Esq. Neil E. McCullagh, Esq. James K. Donaldson, Esq. SPOTTS FAIN PC 411 East Franklin Street, Suite 600 Richmond, Virginia 23219 Telephone: (804)697-2000 Facsimile: (804)697-2100 E-mail: rchappell@spottsfain.com nmccullagh@spottsfain.com jdonaldson@spottsfain.com About Roadrunner Enterprises Headquartered in Chesterfield County, Virginia, Roadrunner Enterprises Inc. owns the Roadrunner Campground and more than 70 rental properties, lots, and other real estate interests. Roadrunner Enterprises filed for Chapter 11 bankruptcy protection (Bank. E.D. Va. Case No. 15-30604) on Feb. 6, 2015. The petition was signed by Carl Adenauer, president. David K. Spiro, Esq., at Hirschler Fleischer, P.C., serves as the Debtor's counsel. Judge Kevin R. Huennekens presides over the case. The Debtor estimated assets and liabilities of at least $10 million. ROYAL CAR WASH: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: Royal Car Wash, Inc. 40 Cypress Creek Pkwy, #429 Houston, TX 77090 Case No.: 15-34454 Chapter 11 Petition Date: August 25, 2015 Court: United States Bankruptcy Court Southern District of Texas (Houston) Judge: Hon. Jeff Bohm Debtor's Counsel: Peter Johnson, Esq. LAW OFFICES OF PETER JOHNSON Eleven Greenway Plaza, Suite 2820 Houston, TX 77046 Tel: 713-961-1200 Fax: none Email: pjohnson@pjlaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Edmundo Tijerina, Jr., president. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. RREAF O&G: Hires Holland & Knight as Bankruptcy Counsel ------------------------------------------------------- RREAF O&G Portfolio #2 LLC and its debtor-affiliates seek authorization from the U.S. Bankruptcy Court for the Western District of Texas to employ Holland & Knight LLP as bankruptcy counsel, nunc pro tunc to the July 8, 2015 petition date. The Debtors require Holland & Knight to: (a) assist the Debtors by preparing all motions, petitions, applications, orders, reports and papers necessary to commence these chapter 11 cases; (b) assist the Debtors in preparation of all documents, reports, and papers necessary for the administration of these chapter 11 cases; (c) general legal advice with respect to the powers and duties of the Debtors as debtors in possession in these chapter 11 cases; (d) appear in court to protect the interests of the Debtors before the Court; (e) attend at meetings as requested by the Debtors; (f) perform all other legal services for the Debtors which may be necessary and proper in these proceedings including, but not limited to, provision of advice in areas such as corporate, bankruptcy, taxation, tort, employment, secured transactions, and real estate law, as well as representation in litigation before this and other courts as needed; (g) prepare and prosecute a plan of reorganization and all related documents; and (h) perform other functions as requested by the Debtors, consistent with professional standards. Prior to the Petition Date, Holland & Knight received a retainer in the total amount of $230,000. RREAF Holdings, LLC, an indirect holder of more than 10% of the equity interests in the Debtors, funded $30,000 of the Retainer. The remaining balance of the Retainer was funded by Lucien J. Tujague, Jr., who is an indirect holder of more than 10% of the equity in one or more of the Debtors or their affiliates. Before the commencement of the Debtors' bankruptcy proceedings, Holland & Knight offset against the Retainer $30,000 of prepetition fees and expenses incurred during the course of assisting the Debtors with matters relating to the commencement of such proceedings. The remaining $200,000 Retainer balance is being held by Holland & Knight holds retainers received from other clients. Holland & Knight intends to hold its $200,000 Retainer balance as security throughout the Debtors' bankruptcy cases until Holland & Knight's fees and expenses are awarded by a final order following the submission of Holland & Knight's final fee application. Holland & Knight will also be reimbursed for reasonable out-of-pocket expenses incurred. Brent R. McIlwain, partner of Holland & Knight, 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. Holland & Knight can be reached at: Brent McIlwain, Esq. HOLLAND & KNIGHT LLP 200 Crescent Court, Suite 1600 Dallas, TX 75201 Tel: (214) 964-9500 Fax: (214) 964-9501 E-mail: brent.mcilwain@hklaw.com About RREAF O&G RREAF O&G Portfolio #2 LLC, RREAF O&G Portfolio Manager #2 LLC, RREAF O&G Portfolio #3 LLC, and RREAF O&G Portfolio #3 Manager LLC, collectively, own eight hotel properties in Texas. RREAF O&G Portfolio #2, et al., sought Chapter 11 bankruptcy protection (Bankr. W.D. Tex. Lead Case No. 15-70094), in Midland, Texas, on July 8, 2015. Webb M. ("Kip") Sowden, III, the CEO, signed the Chapter 11 petitions. The cases are assigned to Chief Bankruptcy Judge Ronald B. King. The Debtors tapped Holland & Knight LLP as counsel. Portfolio #2 estimated $50 million to $100 million in assets and less than $50 million in debt. SABINE OIL: Creditors Call for Probe Into Merger with Forest ------------------------------------------------------------ Tom Corrigan, writing for Dow Jones' Daily Bankruptcy Review, reported that unsecured creditors have requested a bankruptcy court's approval to begin a wide-ranging investigation into Sabine Oil & Gas Corp.'s merger with Forest Oil Corp. last year, a deal they have called "disastrous." According to the report, in court papers filed on Aug. 25 with the U.S. Bankruptcy Court in Manhattan, the committee representing unsecured creditors said the sheer size of the lawsuits that could stem from the investigation warrants "a prompt start and energetic prosecution." 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. SAINT MICHAEL'S MEDICAL: Has Interim OK to Tap $5M in DIP Loan -------------------------------------------------------------- Judge Vincent F. Papalia of the U.S. Bankruptcy Court for the District of New Jersey gave Saint Michael's Medical Center, Inc., et al., interim authority to obtain postpetition financing from Trinity Health Corporation in an amount not to exceed $5,000,000. The DIP Lender committed to provide up to $15,000,000, with 6% per annum interest, increasing to 8% per annum upon an event of default or if the DIP Loan is not fully repaid at the Due Date, which is the earlier of the following: (i) April 1, 2016, (ii) the substantial consummation of a confirmed plan of reorganization, (iii) conversion of any of the bankruptcy cases to a case under Chapter 7 of the Bankruptcy Code, (iv) appointment of a trustee for any of the Debtors, or (v) dismissal of any of the bankruptcy cases. The Debtors also obtained interim authority to use cash collateral securing their prepetition indebtedness. Bank of New York Mellon, as Master Trustee, is likely to assert a secured claim in the approximate amount of $227.8 million as of the Petition Date, secured by liens on substantially all of the assets of the Debtors. The final hearing to consider entry of the final orders on the financing requests will be held on Sept. 11, 2015, at 2:30 p.m., prevailing Eastern Time. Objections are due Sept. 4. Counsel to BNY Mellon: MCMANIMON & SCOTLAND, L.L.C. One Riverfront Plaza - 4th Floor Newark, NJ 07102-5408 Counsel to the DIP Lender: William H. Schorling, Esq. BUCHANAN INGERSOLL & ROONEY PC Two Liberty Place, 50 S. 16th Street, Suite 3200 Philadelphia, PA 19102-2555 Email: william.schorling@bipc.com About Saint Michael's Medical Center Saint Michael's Medical Center, Inc., was incorporated in 2008 to acquire St. Michael's Medical Center and 2 other now defunct hospitals (Saint James Hospital and Columbus Hospital) was acquired from Cathedral Healthcare System Inc., a New Jersey nonprofit. SMMC is a second tier subsidiary of Trinity Health Corporation. The immediate sole corporate member of SMMC is Maxis Health System, a Pennsylvania not-for-profit corporation. Established by the Franciscan Sisters of the Poor in 1867, St. Michael's Medical Center is a 357- bed licensed regional tertiary-care, teaching, and research center in the heart of Newark, New Jersey's business and educational district and is accredited by The Joint Commission. On Aug. 10, 2015, SMMC Inc. and three affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the District of New Jersey. The cases are pending before the Honorable Vincent F. Papalia, and the Debtors have requested that their cases be jointly administered under Case No. 15-24999. The Debtors tapped Cole Schotz P.C. as bankruptcy counsel; EisnerAmper LLP as financial advisor; and Prime Clerk LLC as claims and noticing agent. SMMC estimated $100 million to $500 million in assets and debt. SALADWORKS LLC: Liquidating Plan Set for Sept. 16 Confirmation -------------------------------------------------------------- U.S. Bankruptcy Judge Laurie Selber Silverstein has approved the disclosure statement filed by SW Liquidation, LLC, f/k/a Saladworks, LLC, in support of its Plan of Liquidation. The judge approved a Sept. 9, 2015, at 11:59 p.m. prevailing Eastern Time, deadline to submit ballots. Objections to confirmation of the Plan are due Sept. 9, 2015, at 4:00 p.m. prevailing Eastern Time. The hearing to consider confirmation of the Plan is slated for Sept. 16, 2015, at 10:00 a.m. prevailing Eastern Time. The Debtor previously filed a revised Plan of Liquidation and Disclosure Statement dated Aug. 3, 2015, that address objections to the Disclosure Statement. A black-lined version of the Amended Disclosure Statement is available at http://bankrupt.com/misc/SWds0803.pdf About Saladworks, LLC Developed in 1986, Saladworks, LLC, is the first and largest fresh-salad franchise concept in the United States. From its beginning in the Cherry Hill Mall, Saladworks quickly expanded to 12 additional locations in area malls and soon thereafter began franchising. The company has franchise agreements with 162 different franchisees. The equity owners are J Scar Holdings, Inc., (70%) and JVSW LLC (30%). Saladworks, LLC, sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 15-10327) on Feb. 17, 2015. The case assigned to Judge Laurie Selber Silverstein. The Debtor has tapped Landis Rath & Cobb LLP as counsel; SSG Advisors, LLC, as investment banker; EisnerAmper LLP, as financial advisor; and Upshot Services LLC, as claims and noticing agent. Saladworks, LLC, disclosed $2,303,632 in assets and $14,220,722 in liabilities as of the Chapter 11 filing. SSG Capital Advisors, LLC, acted as the investment banker in the sale of substantially all of its assets to an affiliate of Centre Lane Partners, LLC. SAMSON RESOURCES: Reaches Restructuring Agreement with Lenders -------------------------------------------------------------- Samson Resources Corporation disclosed in a regulatory filing with the Securities and Exchange Commission that it has reached an agreement with certain lenders and other parties regarding terms of a financial restructuring plan. The proposed plan will significantly reduce long-term debt and annual interest payments and result in a stronger balance sheet for the Company. To implement the restructuring, the Company expects to voluntarily commence a reorganization under chapter 11 of the U.S. Bankruptcy Code on or before Sept. 16, 2015. The Company expects its oil and gas operations to continue in the ordinary course throughout the restructuring process. Under the proposed plan, which would require Bankruptcy Court approval, the vast majority of the Company's trade creditors and vendors are expected to be paid in full in the ordinary course of business. In connection with the negotiations, on Aug. 14, 2014, the Company entered into a Restructuring Support Agreement, with the following parties: * certain holders of loans under the Second Lien Term Loan Credit Agreement, who have agreed to, among other things, backstop a rights offering; and * Samson Aggregator GP LLC, Samson Aggregator L.P., KKR 2006 Fund, L.P., KKR Fund Holdings L.P., and Crestview Partners II, L.P., and certain of their affiliates. The Restructuring Support Agreement incorporates the economic terms agreed to by the parties, as memorialized in a term sheet dated Aug. 14, 2015. The Restructuring Support Agreement, which incorporates and attaches the Term Sheet, contemplates the implementation of a restructuring of the Company through a debt-for-equity conversion and rights offering, which transaction will be effectuated through a chapter 11 plan of reorganization. The key terms of the restructuring, as contemplated in the Restructuring Support Agreement and Term Sheet, are as follows: * New Money Investment: The new money investment will include (i) a minimum of $325 million to purchase new common equity of the reorganized Company, and (ii) a maximum of $125 million of new second lien debt issued by the reorganized Company. * New Money Expansion: By Nov. 1, 2015, management will estimate the pro forma liquidity of the Company as of the projected effective date of the Plan. In the event that such estimated liquidity is less than $350 million, the New Money Investment will be increased by $35 million to a total of $485 million. * Backstop Terms: The Backstop Parties agree to backstop the Rights Offering, including $413.25 million in new common equity in the reorganized Company and $36.75 million in new second lien debt in the reorganized Company. If any backstop funding is required, the Debt Backstop will be used first to satisfy any capital shortfall (subject to a Debt Backstop maximum of $36.75 million and an aggregate new debt maximum of $125 million). If additional backstop funding is required after exhaustion of the Debt Backstop (or the maximum amount of new debt under the Rights Offering is reached), the Equity Backstop will be used. * Use of Proceeds: The Rights Offering proceeds will be used to pay down the Company's existing reserve-based revolving credit facility to $650 million and the fees of the Backstop Parties, with the remainder for general corporate purposes. Upon closing, the Backstop Parties shall receive a $10 million work fee payable pro rata to the Backstop Parties based on the Equity Backstop and Debt Backstop commitments. * Non-Core Asset Sale: As determined by the reorganized Company's board of directors, the Company will sell certain non-core assets and use the resulting proceeds to (a) pay down the RBL Revolver to the extent necessary to remain in compliance with the pro forma borrowing base level and provide sufficient liquidity, (b) partially prepay any new debt with the remaining proceeds, and (c) fund general corporate purposes. * Distributions: The Lenders will receive all of the new common equity in the reorganized Company, less the new common equity issued to the Rights Offering participants, holders of Senior Notes due 2020 under the senior notes indenture and participants in a board and management incentive plan. The RBL Revolver will be amended and restated to include, among other terms, a borrowing base/maximum availability of at least $750 million on the effective date of the Plan for a period of 18 months or as otherwise agreed by the Backstop Parties and the Company, subject to a pre-negotiated adjustment for the sale of certain non-core assets. The Noteholders will receive 1.0% of the reorganized common equity if the Noteholders vote for the Plan and 0.5% if the Noteholders vote against the Plan. * Management Incentive Plan: 10.0% of the new common equity in the reorganized Company will be reserved for a board and management incentive program. 5.0% will be preliminarily granted on the effective date of the Plan or as soon as practicable after the effective date. Additional incentive grants will be determined by the compensation committee of the Board of the reorganized Company. * Governance: The reorganized Company will have a seven-person Board, consisting of (i) the CEO, (ii) two directors elected by the second lien lenders, and (iii) four directors elected by the Backstop Parties with consultation from the CEO and a nationally-recognized executive search firm. * Releases: The Restructuring Support Agreement also provides for upfront mutual releases between each Backstop Party and each Sponsor, subject to an exception for fraud, gross negligence, and willful misconduct, for any claims arising from the restructuring, transactions, relating to the Company, and the Plan. The Restructuring Support Agreement also provides for certain other releases of the Sponsors, the Company, and the Lenders which will be included in the Plan and will take effect upon the effective date of the Plan. All indemnification provisions for current directors, officers, and employees will remain in place after the restructuring. * Break-up Fee: Among other circumstances provided in the Restructuring Support Agreement, if the Company exercises its fiduciary out and does not accept the transaction contemplated by the Term Sheet, the Company will pay the Backstop Parties a $10 million break-up fee. Pursuant to the Restructuring Support Agreement, the Backstop Parties have agreed to, among other things: (a) vote all held claims in favor of the Plan; (b) negotiate in good faith additional documentation to implement the restructuring and the Plan; (c) support the Company in obtaining court approval of the Rights Offering; (d) with respect to the Backstop Parties, backstop the Rights Offering; (e) not support or participate in alternative transactions or restructurings of the Company; and (f) support certain releases, exculpation, injunction, and discharge provisions under the Plan. The Restructuring Support Agreement contemplates an outside date for a chapter 11 filing of Sept. 16, 2015. As a result of its entry into the Restructuring Support Agreement, the Company intends to forgo the Monday, Aug. 17, 2015, payment under the Senior Notes Indenture and take advantage of the 30-day grace period allowed under the Senior Notes Indenture to build consensus for the restructuring contemplated under the Restructuring Support Agreement. Beginning in April 2015, the Company commenced discussions and negotiations with legal and financial advisors to the administrative agent for the Lenders and a group of Noteholders regarding recapitalization and restructuring transactions for the Company. The Company's legal and financial advisors met initially with the advisors to the Agent on April 14, 2015, and with the advisors to the group of Noteholders on April 17, 2015, to provide relevant background and context for the negotiations. Over the next several weeks, the advisors to both the Agent and Noteholders conducted due diligence and engaged in separate but parallel negotiations with the Company and its advisors. On June 8 and 9, 2015, certain Lenders entered into confidentiality agreements with the Company. On June 10, 2015, certain Noteholders executed similar confidentiality agreements. The confidentiality agreements all require a public disclosure of all material non-public information provided to the Lenders and Noteholders, respectively, on or prior to Aug. 14, 2015. A copy of the Restructuring Support Agreement is available at: http://is.gd/61Av8O About Samson Resources Tulsa, Oklahoma-based Samson Resources Corporation explores, develops and produces oil and natural gas properties in the United States. The Company operates in the Rocky Mountain, Mid-Continent and East Texas regions. As previously reported by The Troubled Company Reporter, Samson Resources said that Chapter 11 bankruptcy protection might offer the best route to restructuring its heavy debt load. Samson said in its 2014 annual report filing with the U.S. Securities and Exchange Commission that it is exploring a range of strategic and financial options but a "filing under Chapter 11 of the U.S. bankruptcy code may provide the most expeditious manner in which to effect a capital structure solution." Samson, which is controlled by private-equity firm KKR & Co., also disclosed that its auditor found that its financial condition raises substantial doubt about its ability to continue as a going concern, the report related. The Troubled Company Reporter, on Feb. 27, 2015, reported that Samson Resources is working with law firm Kirkland & Ellis LLP's restructuring practice and Blackstone Group LP's restructuring advisory group, as a sharp decline in oil and gas prices complicates its efforts to stem losses and keep current on its multibillion-dollar debt load. * * * The Troubled Company Reporter, on April 6, 2015, reported that Standard & Poor's Ratings Services said it lowered its corporate credit rating on Tulsa, Okla.-based Samson Resources Corp. to 'CCC-' from 'CCC+'. The outlook is negative. The TCR, on Feb. 19, 2015, reported that Standard & Poor's Ratings Services lowered its corporate credit rating on Tulsa, Okla.-based Samson Resources Corp. to 'CCC+' from 'B-'. The outlook is negative. At the same time, S&P lowered its rating on Samson's revolving credit facility to 'B' (two notches above the corporate credit rating) from 'B+'. The recovery rating on this debt remains '1', indicating S&P's expectation of very high (90% to 100%) recovery in the event of a payment default. S&P also lowered its rating on Samson's second-lien debt to 'CCC+' (the same as the corporate credit rating) from 'B-'. The recovery rating on this debt remains '4', indicating S&P's expectation of average (30% to 50%) recovery in the event of a payment default. S&P also lowered its rating on subsidiary Samson Investment Co.'s unsecured notes to 'CCC-' (two notches below the corporate credit rating) from 'CCC'. The recovery rating on this debt remains '6', indicating S&P's expectation of negligible (0% to 10%) recovery in the event of a payment default. SAMSON RESOURCES: Suspending Duty to File Reports with SEC ---------------------------------------------------------- Samson Resources Corporation filed a Form 15 with the Securities and Exchange Commission to terminate its voluntary filing of the reports required to be filed by Section 13 or 15(d) of the Exchange Act. The Company will continue to comply with its reporting obligations under the indenture governing its 9.750% Senior Notes due 2020 and the credit agreements governing its reserve-based borrowing base revolving credit facility and second lien term loan credit facility by providing the required information under a password protected website. About Samson Resources Tulsa, Oklahoma-based Samson Resources Corporation explores, develops and produces oil and natural gas properties in the United States. The Company operates in the Rocky Mountain, Mid-Continent and East Texas regions. As previously reported by The Troubled Company Reporter, Samson Resources said that Chapter 11 bankruptcy protection might offer the best route to restructuring its heavy debt load. Samson said in its 2014 annual report filing with the U.S. Securities and Exchange Commission that it is exploring a range of strategic and financial options but a "filing under Chapter 11 of the U.S. bankruptcy code may provide the most expeditious manner in which to effect a capital structure solution." Samson, which is controlled by private-equity firm KKR & Co., also disclosed that its auditor found that its financial condition raises substantial doubt about its ability to continue as a going concern, the report related. The Troubled Company Reporter, on Feb. 27, 2015, reported that Samson Resources is working with law firm Kirkland & Ellis LLP's restructuring practice and Blackstone Group LP's restructuring advisory group, as a sharp decline in oil and gas prices complicates its efforts to stem losses and keep current on its multibillion-dollar debt load. * * * The Troubled Company Reporter, on April 6, 2015, reported that Standard & Poor's Ratings Services said it lowered its corporate credit rating on Tulsa, Okla.-based Samson Resources Corp. to 'CCC-' from 'CCC+'. The outlook is negative. The TCR, on Feb. 19, 2015, reported that Standard & Poor's Ratings Services lowered its corporate credit rating on Tulsa, Okla.-based Samson Resources Corp. to 'CCC+' from 'B-'. The outlook is negative. At the same time, S&P lowered its rating on Samson's revolving credit facility to 'B' (two notches above the corporate credit rating) from 'B+'. The recovery rating on this debt remains '1', indicating S&P's expectation of very high (90% to 100%) recovery in the event of a payment default. S&P also lowered its rating on Samson's second-lien debt to 'CCC+' (the same as the corporate credit rating) from 'B-'. The recovery rating on this debt remains '4', indicating S&P's expectation of average (30% to 50%) recovery in the event of a payment default. S&P also lowered its rating on subsidiary Samson Investment Co.'s unsecured notes to 'CCC-' (two notches below the corporate credit rating) from 'CCC'. The recovery rating on this debt remains '6', indicating S&P's expectation of negligible (0% to 10%) recovery in the event of a payment default. SANTA FE GOLD: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Santa Fe Gold Corporation 15-11761 aka Azco Mining, Inc. 1219 Banner Mine Road Lordsburg, NM 88045 Azco Mica, Inc. 15-11762 The Lordsburg Mining Company 15-11763 Santa Fe Gold (Barbados) Corporation 15-11764 Type of Business: Mining and mineral exploration Chapter 11 Petition Date: August 26, 2015 Court: United States Bankruptcy Court District of Delaware (Delaware) Judge: Hon. Mary F. Walrath Debtors' Counsel: Ian J Bambrick, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP 1000 North King Street Wilmington, DE 19801 Tel: 302-571-6600 Email: ibambrick@ycst.com - and - Kenneth J. Enos, Esq. YOUNG, CONAWAY, STARGATT & TAYLOR, LLP Rodney Square 1000 North King Street Wilmington, DE 19801 Tel: 302-571-6600 Email: kenos@ycst.com Debtors' CANACCORD GENUITY GROUP INC. Financial Advisor: Debtors' AMERICAN LEGAL CLAIM SERVICES, LLC Notice, Claims, Solicitation and Balloting Agent: Total Assets: $19 million as of March 31, 2015 Total Debts: $29.8 million as of March 31, 2015 The petition was signed by Jakes Jordaan, president, chief executive and chairman of the Board. List of Debtors' 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ International Goldfields Limited Loan $3,880,924 Level 2, Altona Street West Perth WA 6005 Tel: +61 8 9388 0944 Fax: +61 8 9388 0933 Tyhee Gold Corp. Loan $2,315,078 Suite 401 - 675 West Hastings Street Vancouver, British of Columbia V6B 1N2 Canada Attention: Denis M. Taschuk, Chairman Tel: 604-681-2877 Fax: 604-681-2897 Rocky Mountain Transporation, Inc. Trade Debt $583,337 PO Box 1099 Deming, NM 88031 Tel: 575-546-1084 Fax: 575-546-0568 Summit Minerals, Inc. Royalties $519,262 320 Gold Ave. SW, Suite 1000 Alburguerque, NM 87102 Tel: 505-269-2057 The Jordaan Law Firm, PLLC Legal $500,385 1750 30th Street, Suite 501 Boulder, CO 80301 Tel: 214-202-7449 Fax: 972-291-0715 Grant County Treasurer Property Tax $347,668 PO Box 89 Silver City, NM 88062 Tel: 575-574-0061 Fax: 575-574-0073 Pierce Carson Royalties, $343,022 PO Box 997 Expenses, Cedar Crest, NM 87008 Wages Tel: 505-463-9223 Godbe Drilling LLC Trade Debt $270,157 62802 Ohlm Road Montrose, AZ 81403 Tel: 970-209-1164 Fax: 520-743-3776 Hidalgo County Treasurer Property Tax $268,132 300 Shakespeare St. Lordsburg, NM 88045 Tel: 575-542-9313 Fax: 575-542-3193 Canarc Resource Corp. Loan $249,615 Yavapai County Property Tax $241,530 Ilmars Pucurs Convertible Loan $189,163 Bruce Bradley Convertible Loan $187,996 Nancy Foster Convertible Loan $179,080 Boart Longyear Trade Debt $137,025 Industrial & Mine Trade Debt $136,153 Supply Co., Inc. Justin Keener dba Convertible Loan $124,444 JMJ Financial Wagner Equipment Co. Trade Debt $115,789 Davies Public Affairs Trade Debt $107,359 Vista Capital Investments, LLC Loan $100,384 SANTA FE GOLD: Files for Chapter 11 to Pursue Assets Sale --------------------------------------------------------- Santa Fe Gold Corporation and three affiliated entities, a group of mining and mineral exploration companies headquartered in Lordsburg, New Mexico, filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No. 15-11761) on Aug. 26, 2015, to pursue an expedited sale of their assets in order to maximize value for all stakeholders. The case is pending before the Honorable Mary F. Walrath. The cases are being jointly administered for procedural purposes. The Debtor continues to operate its business and manage its properties as a debtor-in-possession. Jakes Jordaan, president, chief executive officer and director of Santa Fe Gold, said in an affidavit in support of the Chapter 11 petitions, that as a consequence of chronic underfunding, constrained liquidity, an overly-leveraged balance sheet, operational and management challenges and declining precious metals prices, for the past several years, the Debtors have pursued a strategic or financial partner. In this regard, Santa Fe has entered into three strategic transactions, all of which have failed. On Feb. 15, 2013, Santa Fe entered into an Agreement and Plan of Merger with International Goldfields Limited under which Santa Fe would have become a wholly-owned subsidiary of IGS. Completion of the merger with IGS was subject to IGS closing before March 14, 2013, an equity financing that would have resulted in IGS having at least A$10,000,000 in available cash. Because IGS was unable to consummate a Qualified Equity Financing, the IGS Merger Agreement terminated. After termination of the IGS Merger Agreement, on Sept. 13, 2013, Santa Fe engaged Fairfax Securities Corporation D/B/A Jett Capital Advisors, New York as its exclusive United States placement agent and exclusive corporate advisor in relation to capital raising, change of control transactions, and any other material corporate or asset transaction, including acquisition or divestment of a mining project, restructuring, spin-off, corporate acquisition or joint venture. Jett Capital has represented to Santa Fe that it reached out to over 100 qualified entities in its database, and in October 2013, Jett Capital introduced Santa Fe to Tyhee Gold Corp. On Jan. 23, 2014, Santa Fe entered into a definitive merger agreement with Tyhee. Completion of the merger was subject to customary conditions, including (i) adoption of the Tyhee Merger Agreement by the required vote of the holders of outstanding Company common stock, (ii) obtaining certain approvals from the Securities and Exchange Commission, (iii) consummation of secured debt restructurings, (iv) receipt of the approval of the TSX Venture Exchange, and (v) Tyhee closing a qualified financing of at least $20 million. On March 23, 2014, the Company terminated the Tyhee Merger Agreement as a result of Tyhee's failure to close the Qualified Financing. On July 15, 2014, Santa Fe entered into a Share Exchange Agreement with Canarc Resource Corp. under which Santa Fe was to issue 66,000,000 shares of its common stock to Canarc; and, in exchange, Canarc was to issue 33,000,000 of its common shares to Santa Fe. Upon consummation of the Share Exchange Agreement, Santa Fe was to own approximately 17 percent of Canarc's outstanding shares and Canarc was to own approximately 34 percent of Santa Fe's outstanding common shares. In connection with the Share Exchange, Bradford Cooke, chairman and founder of Canarc, was appointed as a director and chairman of Santa Fe; Catalin Chiloflischi, chief executive officer of Canarc, was appointed president, chief executive officer, and director of Santa Fe; and Garry Biles, president and chief operating officer of Canarc, was appointed chief operating officer of Santa Fe. Significantly, in connection with the Share Exchange Agreement, Santa Fe entered into a "best efforts" placement agency agreement with Euro Pacific Capital, Inc. pursuant to which Euro Pacific agreed to use its "best efforts" to complete the private placement of Convertible Gold Notes in the aggregate principal amount between $20 million to $25 million. Euro Pacific did not place any securities or raise any capital for Santa Fe. When the relevant transactions under the Share Exchange Agreement failed to close, the Share Exchange Agreement terminated pursuant to its terms on Oct. 15, 2014. Santa Fe received the resignation letters of Messrs. Cooke, Chiloflischi, Biles and Philip Yee, on Oct. 16, 2014, leaving Santa Fe without any executive officers. Furthermore, Mr. Jordaan said the Canarc affiliates left Santa Fe with less than $100 in available cash. According to Mr. Jordaan, the Debtors have no way of generating income. With no available cash or even the prospect of generating cash flow, Mr. Jordaan said the Debtors face multiple threats, including, without limitation, litigation for past due royalties, collection efforts of a judgment creditor, and defaults under numerous debt instruments. In light of these challenges, along with their failed restructuring efforts to date, the Debtors have determined that they have no choice but to aggressively pursue and consider all possible transaction scenarios. Sale Process Waterton Global Value, L.P. offered to provide the Debtors with a limited amount of debtor in possession financing to support a sale process within the context of a chapter 11 proceeding. In addition, Waterton offered to enter into a stalking horse asset purchase agreement with the Debtors and participate in an open market process for the sale of substantially all of the Debtors' assets at an auction. The Debtors considered this offer, and have determined that the most prudent course of action is to obtain the DIP Facility and enter into the Stalking Horse Agreement so that they may conduct an expedited, yet orderly asset sale and wind-down of operations through the present chapter 11 cases. The Debtors have tapped Canaccord Genuity Inc. to assist them with the sale process that the Debtors must consummate within the next 90 days. First Day Motions Concurrently with the filing of the petitions, the Debtors filed motions to: -- jointly administer their Chapter 11 cases; -- appoint American Legal Claim Services, LLC as claims and noticing agent; -- extend the deadline to file schedules and statements of financial affairs; -- continue their existing cash management system; -- pay employee wages and benefits; and -- prohibit utilities from discontinuing services. A copy of the affidavit is available for free at: http://bankrupt.com/misc/2_SANTAFE_1stAffidavit.pdf SB PARTNERS: Incurs $128K Net Loss in Second Quarter ---------------------------------------------------- SB Partners filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $128,399 on $248,489 of total revenues for the three months ended June 30, 2015, compared to a net loss of $205,732 on $292,709 of total revenues for the same period during the prior year. For the six months ended June 30, 2015, the Company reported a net loss of $269,120 on $496,974 of total revenues compared to a net loss of $490,015 on $521,017 of total revenues for the same period a year ago. As of June 30, 2015, the Company had $17.24 million in total assets, $23.29 million in total liabilities and total partners' deficit of $6.04 million. As of June 30, 2015, the Company had cash and cash equivalents of approximately $906,000. These balances are approximately $27,000 lower than cash and cash equivalents held on Dec. 31, 2014. Cash and cash equivalents decreased during the six months ended June 30, 2015, due to interest and principal payments on its bank loan and partnership expenses partially offset by cash flow generated from operating activities at Company's two wholly owned properties. A full-text copy of the Form 10-Q is available for free at: http://is.gd/NNhUPd About SB Partners Milford, Conn.-based SB Partners is a New York limited partnership engaged in acquiring, operating and holding for investment a varying portfolio of real estate interests. As of June 30, 2010, the partnership owns an industrial flex property in Maple Grove, Minnesota and warehouse distribution centers in Lino Lakes, Minnesota and Naperville, Illinois. SB Partners reported a net loss of $875,000 on $1.08 million of total revenues for the year ended Dec. 31, 2014, compared to a net loss of $1.1 million on $896,000 of total revenues for the year ended Dec. 31, 2013. SCIENCE APPLICATIONS: Moody's Confirms Ba3 CFR; Outlook Stable -------------------------------------------------------------- Moody's Investors Service has confirmed the ratings of Science Applications International Corporation, including the Corporate Family Rating of Ba3. The rating outlook is stable. This action concludes the review for upgrade that commenced on June 16th. The review followed the reduction in adjusted debt from changes in Moody's approach for capitalizing operating leases. The updated approach for standard adjustments for operating leases is explained in the cross-sector rating methodology Financial Statement Adjustments in the Analysis of Non-Financial Corporations, published on June 15th. While the reduction of adjusted debt better positions the company's CFR within the Ba3 rating band and could ultimately contribute to upward rating momentum, it alone is insufficient to support a higher rating. RATINGS RATIONALE The Corporate Family Rating of Ba3 reflects the company's mid-tier size, well recognized brand name within defense/intelligence services contracting, and more suitable credit metrics for the rating level given the revised approach for capitalizing operating leases. The anticipated FYE 1/31/16 debt/EBITDA ratio, pro forma for acquisition of Scitor Holdings on May 4th, is about 3.7x with a retained cash flow/net debt ratio of just below 20%. The acquisition of Scitor re-establishes SAIC's presence within the intelligence community, which ended upon spin-off from Leidos (September 2013) because Leidos retained those contracts. Greater agency customer diversity expands the range of contract opportunities that can be pursued. Tempering considerations of the rating include a limited track record as a stand-alone business, competitive intensity and the high pace of industry consolidation. SAIC has a limited record with respect to operating acquired businesses and the Scitor purchase was all-debt funded. Consolidation of the defense services sector is unfolding rapidly and acquisitions will likely remain a part of the company's plans. Federal outlays for defense/intelligence services will probably stop declining in 2016 but operators are becoming more efficient and competitive intensity will remain keen as the government continues emphasizing value in its procurements. The stable rating outlook considers the good conversion of earnings to free cash flow that defense services companies typically exhibit. Retention of said cash flow could help SAIC reduce debt or the extent of debt for acquisition spending. The speculative grade liquidity rating of SGL-2, indicating a good short term liquidity profile, reflects the low likelihood of revolver utilization, cash at or above $150 million and expanding covenant headroom into 2016 with term loan reduction. Ratings: Outlook Actions: Issuer: Science Applications International Corp Outlook, Changed To Stable From Rating Under Review Confirmations: Issuer: Science Applications International Corp Probability of Default Rating, Confirmed at Ba3-PD Corporate Family Rating, Confirmed at Ba3 Senior Secured Bank Credit Facility, Confirmed at Ba2 (LGD3) Affirmations: Issuer: Science Applications International Corp Speculative Grade Liquidity Rating, Affirmed SGL-2 Upward rating momentum would depend on revenue and backlog growth, achievement of higher operating margin (approaching 7%), debt/EBITDA in the low 3x range and RCF/net debt above 25%. Downward rating pressure would build with debt/EBITDA in the mid 4x range, free cash flow/debt below 10%, or weakening liquidity. Science Applications International Corporation is a provider of technical, engineering and enterprise information technology services primarily to the U.S. government, including the Department of Defense and federal civilian agencies. The company was spun-off from Leidos Holdings, Inc. on Sept. 27, 2013. Annual revenues pro forma for the acquisition of Scitor Corporation are approximately $4.5 billion. The principal methodology used in these ratings was Global Aerospace and Defense Industry published in April 2014. SEANERGY MARITIME: Annual Meeting Set for September 23 ------------------------------------------------------ Seanergy Maritime Holdings Corp. notified its shareholders that an annual meeting will be held at the Company's executive offices at 16 Grigoriou Lambraki Street, 2nd Floor, 16674 Glyfada, Athens, Greece, on Sept. 23, 2015, at 6:00 p.m. local time. At the Meeting, holders of shares of the Company's common stock will consider and vote upon proposals: 1. To elect one Class C Director to serve until the 2018 Annual Meeting of Shareholders; 2. To approve the appointment of Ernst & Young (Hellas) Certified Auditors - Accountants S.A. to serve as the Company's independent auditors for the fiscal year ending Dec. 31, 2015; and 3. To transact other such business as may properly come before the Meeting or any adjournment thereof. Adoption of Proposal One requires the vote of a plurality of the votes cast at the Meeting. Adoption of Proposal Two requires the vote of the holders of a majority of the shares attending and voting at the Meeting. About Seanergy Athens, Greece-based Seanergy Maritime Holdings Corp. is an international company providing worldwide seaborne transportation of dry bulk commodities. The Company owns and operates a fleet of seven dry bulk vessels that consists of three Handysize, two Supramax and two Panamax vessels. Its fleet carries a variety of dry bulk commodities, including coal, iron ore, and grains, as well as bauxite, phosphate, fertilizer and steel products. Ernst & Young (Hellas) Certified Auditors-Accountants S.A., in Athens, Greece, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that following the disposal of the Company's entire fleet in early 2014 in the context of its restructuring plan, the Company was unable to generate sufficient cash flow to meet its obligations and sustain its continuing operations that raise substantial doubt about the Company's ability to continue as a going concern. As of March 31, 2015, the Company had $19.8 million in total assets, $13.3 million in total liabilities and $6.5 million in total stockholders' equity. The Company disclosed net income of $80.3 million on $2.01 million of net vessel revenue for the year ended Dec. 31, 2014, compared with net income of $10.9 million on $23.1 million of net vessel revenue for the year ended Dec. 31, 2013. SEARS HOLDINGS: Edward Lampert Reports 53% Stake as of Aug. 17 -------------------------------------------------------------- In open market purchases on Aug. 6, 2015, Aug. 7, 2015, and Aug. 10, 2015, Edward S. Lampert acquired an aggregate of 277,252 shares of Sears Holdings Corporation common stock for aggregate consideration of approximately $6,345,241 using personal funds. As a result of the transaction, Mr. Lampert beneficially owned 62,696,806 common shares of Holdings as of Aug. 17, 2015, which represents 53 percent of the shares outstanding. As of Aug. 18, 2015, affiliates of Mr. Lampert may be deemed to beneficially own these shares of Holdings Common Stock: Number of Percentage Shares of Beneficially Outstanding Reporting Person Owned Shares ---------------- ------------ ----------- ESL Partners, L.P. 62,339,866 55.7% SPE I Partners, LP 150,124 0.1% SPE Master I, LP 193,341 0.2% RBS Partners, L.P. 62,683,331 56% ESL Institutional Partners, L.P. 12,573 0.0% RBS Investment Management, L.L.C. 12,573 0.0% CRK Partners, LLC 902 0.0% ESL Investments, Inc. 62,696,806 56% On Aug. 17, 2015, Holdings announced the results of the Offer through Aug. 14, 2015. Pursuant to the Offer, certain of the Reporting Persons tendered Notes with an aggregate principal amount of $164,899,000 of Notes in the Offer, prior to the Early Tender Date, which Notes were accepted by Holdings and settled on Aug. 17, 2015. A copy of the regulatory filing is available for free at: http://is.gd/9b9No4 About HD Supply HD Supply, Inc., headquartered in Atlanta, Georgia, is one of the largest North American wholesale distributors supporting residential and non-residential construction and to a lesser extent electrical consumption and repair and remodeling. HDS also provides maintenance, repair and operations services. Its businesses are organized around three segments: Infrastructure and Energy; Maintenance, Repair & Improvement; and, Specialty Construction. HDS operates through approximately 800 locations throughout the U.S. and Canada serving contractors, government entities, maintenance professionals, home builders and professional businesses. As of May 3, 2015, HD Supply had $6.3 billion in total assets, $6.8 billion in total liabilities and a $498 million total stockholders' deficit. * * * As reported by the TCR on Aug. 5, 2015, Moody's Investors Service upgraded HD Supply, Inc.'s Corporate Family Rating to B2 from B3 and revised its rating outlook to positive from stable, since key debt credit metrics are becoming more supportive of higher ratings. The upgrade of HDS's Corporate Family Rating to B2 from B3 and the change in rating outlook to positive from stable results from Moody's expectations for key debt credit metrics becoming more supportive of higher ratings, due to solid operating performance and lower levels of balance sheet debt. The TCR reported in August 2015 that Standard & Poor's Ratings Services said that it has raised its corporate credit rating on Atlanta-based industrial distributor HD Supply Inc. to 'B+' from 'B'. "The upgrade reflects the company's consistently good operating performance over the past 12 months, which has caused its leverage to fall below 6x as of May 3, 2015," said Standard & Poor's credit analyst Svetlana Olsha. SIMON WORLDWIDE: Posts $192,000 Net Loss for Second Quarter ----------------------------------------------------------- Simon Worldwide, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $192,000 on $0 of revenue for the three months ended June 30, 2015, compared to a net loss of $1.03 million on $0 of revenue for the same period during the prior year. For the six months ended June 30, 2015, the Company reported a net loss of $476,000 on $0 of revenue compared to a net loss of $2.1 million on $0 of revenue for the same period a year ago. As of June 30, 2015, the Company had $806,000 in total assets, $96,000 in total liabilities, all current, and $710,000 in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/36B9Yi About Simon Worldwide Based in Los Angeles, Simon Worldwide, Inc. (OTC: SWWI) no longer has any operating business. Prior to August 2001, the Company operated as a multi-national full-service promotional marketing company, specializing in the design and development of high-impact promotional products and sales promotions. At Dec. 31, 2009, the Company held an investment in Yucaipa AEC Associates, LLC, a limited liability company that is controlled by the Yucaipa Companies, a Los Angeles, California based investment firm. Yucaipa AEC in turn principally held an investment in the common stock of Source Interlink Companies, a direct-to-retail magazine distribution and fulfillment company in North America, and a provider of magazine information and front-end management services for retailers and a publisher of approximately 75 magazine titles. Yucaipa AEC held this investment in Source until April 28, 2009, when Source filed a pre-packaged plan of reorganization under Chapter 11 of the U.S. Bankruptcy Code. Simon Worldwide reported a net loss of $6.99 million on $0 of revenue for the year ended Dec. 31, 2014, compared to a net loss of $3.63 million on $0 of revenue for the year ended Dec. 31, 2013. SKYSTAR BIO-PHARMA: Gets Nasdaq Listing Non-Compliance Notice ------------------------------------------------------------- Skystar Bio-Pharmaceutical Company, a China-based manufacturer and distributor of veterinary medicine, vaccines, micro-organisms and feed additives, on Aug. 25 disclosed that on August 19, 2015, the Company received a notification from the Nasdaq Stock Market informing the Company that because it had not filed its Quarterly Report on Form 10-Q for the quarter ended June 30, 2015, the Company was not in compliance with Nasdaq Listing Rule 5250(c)(1). The Company previously submitted a plan of compliance to Nasdaq, responded to an initial request for additional information from Nasdaq, and is preparing responses to a second request for additional information from Nasdaq. If its plan is approved by the Nasdaq staff, the Company may be eligible for a listing exception of up to 180 calendar days from the date of its initial delinquent filing (its Annual Report on Form 10-K for the year ended December 31, 2014), or until October 12, 2015, to regain compliance. The Nasdaq notification letters do not result in the immediate delisting of the Company's common stock, and the stock will continue to trade uninterrupted under its current trading symbol. If the Nasdaq staff concludes that the Company will not be able to cure the deficiency, or if the Company determines not to submit the required materials or make the required representations, the Company's common stock will be subject to delisting by Nasdaq. About Skystar Bio-Pharmaceutical Company Skystar -- http://www.skystarbio-pharmaceutical.com-- is a China-based developer, manufacturer and distributor of veterinary healthcare and medical care products. Skystar has four product lines: veterinary medicines, probiotics, vaccines and feed additives formulated and packaged in house across several modern manufacturing and distributions facilities. Skystar's distribution network includes almost 3,000 distribution agents of which 360 are franchised stores with exclusivity agreements covering 29 provinces throughout China. SNOWFLAKE COMMUNITY: Apache Railway Faces Nov. 30 Payment Deadline ------------------------------------------------------------------ Katy Stech, writing for The Wall Street Journal, reported that supporters of the bankrupt Apache Railway in rural Arizona face a Nov. 30 deadline to find $7.2 million to pay off investors who they say will pull the railroad’s steel tracks out of the ground and sell them for scrap. According to the report, Apache Railway officials negotiated that new deadline with investors, led by Los Angeles investment firm Hackman Capital Partners, who maneuvered to take over the 55-mile railroad because of an unpaid loan. The new deadline gives railroad supporters time to figure out whether they've qualified for a U.S. Department of Agriculture loan, which would pay off the investors, the report said, citing railroad lawyer Rob Charles. About Snowflake Community Snowflake Community Foundation, whose lone significant asset is its 100% ownership of The Apache Railway Co., sought Chapter 11 protection (Bankr. D. Ariz. Case No. 15-bk-06264) in Phoenix on May 20, 2015. The case is assigned to Judge Madeleine C. Wanslee. The Debtor tapped Rob Charles, Esq., at Lewis Roca Rothgerber LLP, in Tucson, Arizona, as counsel. SPENDSMART NETWORKS: Incurs $1.3 Million Net Loss in Q2 ------------------------------------------------------- Spendsmart Networks, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $1.29 million on $1.98 million of total revenues for the three months ended June 30, 2015, compared to a net loss of $2.48 million on $1.01 million of total revenues for the same period during the prior year. For the six months ended June 30, 2015, the Company reported a net loss of $2.24 million on $4.09 million of total revenues compared to a net loss of $5.78 million on $1.67 million of total revenues for the same period a year ago. As of June 30, 2015, the Company had $9.99 million in total assets, $3.61 million in total liabilities and $6.37 million in total stockholders' equity. Alex Minicucci, CEO of SMS Masterminds, stated: "Our products and services are now in over 250 markets with over 4,500,000 subscribers. We continue to build momentum with our product offerings resulting in continued revenue growth in the second quarter of 2015. Our growing licensee network and expanding technology continue to assist small and medium size businesses with growing and engaging their customer base." A full-text copy of the Form 10-Q is available for free at: http://is.gd/QIbRGS About SpendSmart Networks SpendSmart Networks, Inc., provides proprietary loyalty systems and a suite of digital engagement and marketing services that help local merchants build relationships with consumers and drive revenues. These services are implemented and supported by a vast network of certified digital marketing specialists, aka "Certified Masterminds," who drive revenue and consumer relationships for merchants via loyalty programs, mobile marketing, mobile commerce and financial tools, such as prepaid card and reward systems. We enter into licensing agreements for our proprietary loyalty marketing solution with "Certified Masterminds" which sell and support the technology in their respective markets. The Company's products aim to make Consumers' dollars go further when they spend it with merchants in the SpendSmart network of merchants, as they receive exclusive deals, earn rewards and ultimately build a connection with their favorite merchants. SpendSmart Networks incurred a net loss of $12.2 million on $4.03 million of total revenues for the year ended Dec. 31, 2014, compared to a net loss of $14.09 million on $0 of total revenues for the year ended Dec. 31, 2013. EisnerAmper LLP, in Iselin, New Jersey, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has recurring net losses since inception and has yet to establish a profitable operation. These factors among others raise substantial doubt about the ability of the Company to continue as a going concern. SPRINGHILL PARTNERS: Court Recommends $889K Judgment vs. Livaditis ------------------------------------------------------------------ Judge Donald R. Cassling of the United States Bankruptcy Court for the Northern District of Illinois, Eastern Division issued a proposed findings of fact and conclusions of law on the motion for summary judgment filed by Richard M. Fogel, in his capacity as Chapter 7 trustee of the bankruptcy estate of Springhill Partners, LLC. The Trustee sought judgment against John Livaditis on Counts I, II, and III of the First Amended Complaint in the amount of $888,936. Livaditis has been the managing general partner of Springhill from its inception until at least March 26, 2015. Count I of the FAC set forth a claim for an account stated against Livaditis and sought judgment against him in the sum of $888,936. Alternatively, Count II of the FAC alleged that Livaditis failed to repay the financial transactions that were recorded and "booked" as loans from Springhill in that amount. Also, alternatively, Count III of the FAC alleged that Livaditis converted the property of Springhill and a judgment should be entered against him for the said amount. Judge Cassling found that Livaditis has agreed and acquiesced to the validity of his debt in many ways. The books of account for Springhill kept by Livaditis, the determination of the retained public accountant, and Springhill's tax returns which Livaditis swore were true, all confirm that Livaditis owes Springhill $888,936.44. Thus, the judge found that there is no issue of material fact and the Trustee is entitled to summary judgment on Counts I and II of the FAC. Judge Cassling also recommended for the entry of judgment in favor of the Trustee and against Livaditis in the amount of $888,936. Judge Cassling, however, found that the Trustee has not proven all of the necessary elements of a claim for conversion. As a result, the judge held that summary judgment is not appropriate with respect to Count III of the FAC. The bankruptcy case is In re: SPRINGHILL PARTNERS LLC, Chapter 7, Debtor, BANKRUPTCY NO. 13 B 07724 (Bankr. N.D. Ill.). The adversary proceeding is RICHARD M. FOGEL, not individually but as Chapter 7 trustee of the bankruptcy estate of Springhill Partners LLC, Plaintiff, v. JOHN LIVADITIS, et al., Defendants, ADVERSARY NO. 14 A 00349 (Bankr. N.D. Ill.). A full-text copy of Judge Cassling's August 3, 2015 proposed findings of fact and conclusions of law is available at http://is.gd/sxpqaTfrom Leagle.com. SULA INC: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------- Debtor: Sula, Inc. 3220 W. Temple Ave. Pomona, CA 91768 Case No.: 15-23350 Chapter 11 Petition Date: August 25, 2015 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Hon. Deborah J. Saltzman Debtor's Counsel: Giovanni Orantes, Esq. THE ORANTES LAW FIRM, APC 3435 Wilshire Blvd Ste 2920 Los Angeles, CA 90010 Tel: 888-619-8222 Fax: 877-789-5776 Email: go@gobklaw.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Constantino Bandy, Jr., president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb15-23350.pdf SUNVALLEY SOLAR: Delays Q2 Form 10-Q for Review ----------------------------------------------- Sunvalley Solar, Inc. filed with the U.S. Securities and Exchange Commission a Notification of Late Filing on Form 12b-25 with respect to its quarterly report on Form 10-Q for the quarter ended June 30, 2015. The Company said its auditor was not given sufficient time to complete its review of its financial statements before the filing deadline for the report. Sunvalley estimates that it will report a net loss of approximately $238,387 for the three months ended June, 2015, as compared to a net loss of $273,896 reported for the three months ended June 30, 2014. About Sunvalley Solar Sunvalley Solar, Inc., is a California-based solar power technology and system integration company. Since the inception of its business in 2007, the company has focused on developing its expertise and proprietary technology to install residential, commercial and governmental solar power systems. Sunvalley Solar reported a net loss of $1.28 million on $3.31 million of revenues for the year ended Dec. 31, 2014, compared with net income of $764,000 on $4.09 million of revenues for the year ended Dec. 31, 2013. As of March 31, 2015, the Company had $6.34 million in total assets, $5.78 million in total liabilities and $561,000 in total stockholders' equity. Sadler, Gibb & Associates, LLC, in Salt Lake City, UT, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has an accumulated deficit of $3.65 million, which raises substantial doubt about its ability to continue as a going concern. TALEN ENERGY: Moody's Affirms Ba2 CFR & Revises Outlook to Neg. --------------------------------------------------------------- Moody's Investors Service affirmed Talen Energy Supply's corporate family rating at Ba2 and revised its outlook to negative from stable. At the same time, Moody's assigned a Ba3 senior unsecured rating to $237.57 million of Pennsylvania Economic Development Financing Authority's revenue bonds currently being remarketed by Talen. The negative outlook reflects the sustained downward trend in gas and power prices in the unregulated markets in the US. Although the results of PJM's capacity market auction for 2018/2019 released on August 21, 2015 will lead to an incremental improvement to Talen's cash flow, this will be insufficient to offset the declines in the broader energy markets. The negative outlook is also driven by our expectation that the pending acquisition of Mach Gen LLC will incrementally worsen Talen's cash flow to debt leverage. Moody's notes that the acquisition will, however, improve Talen's business risk profile because the acquired assets are efficient gas plants which are currently in favor due to low gas prices and lower CO2 emissions than coal. The plants will also somewhat improve the company's geographic diversification because they are located outside of the PJM market where most of Talen's assets are concentrated. RATINGS RATIONALE Talen's Ba2 CFR rating reflects a combination of factors that include the inherent volatility of the merchant power market which is currently in the midst of a prolonged cyclical downturn, the above average portfolio quality of its generation assets, and similar levels of debt leverage relative to its independent merchant energy peers. Talen's rating considers the current poor merchant market conditions with low commodity prices and oversupply. The sharp fall in gas prices of almost $1/MMBtu experienced in December 2014 has been sustained. While the drop has not necessarily translated to a similar fall in power prices in the forward market, we believe it is only a matter of time before forward power prices will fall as well. Despite the recent reforms in the capacity market incorporating capacity performance, PJM's latest capacity prices fundamentally reflect an oversupplied market with a reserve margin of around 19.8% for the 2018/2019 delivery year, well in excess of the 15.7% target reserve margin required for reliability. On a relative basis, Talen has an above average asset portfolio. After accounting for FERC required divestments, Talen operates with competitive size and scale (14 GW of generating capacity) and a generation portfolio that has a good mix of fuel type and merit order diversity. Although Talen's assets are geographically concentrated in the PJM market (83% by generation capacity), we consider PJM to be among the most favorable locations because it provides capacity payments to generators scheduled three years ahead of the product delivery. The MACH Gen acquisition will add 2.5 GW to Talen's portfolio with more gas generation exposure and geographic diversity. Moody's expects Talen's financial leverage, as measured by CFO Pre-WC/debt, to hover around 17% over the next eighteen months, and fall to 15% in 2017, due to the lower prices indicated in the forward market for 2017 which is past the mid-point of the CFO Pre-WC/Debt range under Moody's methodology for Unregulated Utilities and Unregulated Power Companies that was published in October 2014. However, with sustaining capital expenditures included, we estimate that the CFO Pre-WC/Debt will fall to 6% in 2016 and 3% in 2017. Moody's considers 3%, if sustained, to be clearly weak for the rating and below its peers such as NRG (Ba3 stable) and Calpine (B1 positive). Liquidity Talen continues to maintain good liquidity. Based on Moody's projections, the demand on its liquidity is expected to be moderate relative to its available funding sources over the next four quarters. The company should generate positive free cash flow over the next year and has a $1.85 billion secured revolving credit facility that expires in June 2020. As of June 30, 2015, the credit facility had $309 million of letters of credit usage but no cash draws. The primary financial covenant in Talen's revolving credit facility is a maximum senior secured net leverage ratio of 4.5x, to which the company will continue to comfortably stay in compliance with. Talen does not have any short-term debt outstanding but does have $653 million of two long-term debt issues coming due within the next twelve months. What Could Change the Rating - Up The negative outlook limits the likelihood of a near term rating upgrade. Prospects for an upgrade would require a marked improvement in the merchant power markets and CFO Pre-W/C to Debt metrics rising to the high teen's range on a sustainable basis which does not appear likely at this point. What Could Change the Rating - Down Moody's could downgrade Talen's rating at some point in the next twelve months if we believe that its Cash Flow to Debt metrics after sustaining capital expenditure will continue to remain in the low single digits starting in 2017. 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. Assignments: Issuer: Pennsylvania Economic Dev. Fin. Auth. Senior Unsecured Revenue Bonds, Assigned Ba3/LGD4 Outlook Actions: Issuer: Talen Energy Supply, LLC Outlook, Changed To Negative From Stable Affirmations: Issuer: Pennsylvania Economic Dev. Fin. Auth. Senior Unsecured Revenue Bonds, Affirmed Ba3/LGD4 Issuer: RJS Power Holdings LLC Senior Unsecured Regular Bond/Debenture, Affirmed Ba3 Issuer: Talen Energy Supply, LLC Probability of Default Rating, Affirmed Ba2-PD Speculative Grade Liquidity Rating, Affirmed SGL-2 Corporate Family Rating, Affirmed Ba2 Senior Secured Bank Credit Facility, Affirmed Baa2/LGD2 Senior Unsecured Regular Bond/Debenture, Affirmed Ba3/LGD4 TARGETED MEDICAL: Incurs $546K Net Loss in Second Quarter --------------------------------------------------------- Targeted Medical Pharma, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $546,170 on $1.34 million of total revenue for the three months ended June 30, 2015, compared to a net loss of $423,218 on $2.22 million of total revenue for the same period a year ago. For the six months ended June 30, 2015, the Company reported a net loss of $2.22 million on $2.40 million of total revenue compared to a net loss of $1.39 million on $4.02 million of total revenue for the same period in 2014. As of June 30, 2015, the Company had $2.39 million in total assets, $14.51 million in total liabilities and a total stockholders' deficit of $12.11 million. A full-text copy of the Form 10-Q is available for free at: http://is.gd/09xf0a About Targeted Medical Los Angeles, Calif.-based Targeted Medical Pharma, Inc., is a specialty pharmaceutical company that develops and commercializes nutrient- and pharmaceutical-based therapeutic systems. Targeted Medical reported a net loss of $3.89 million on $7.11 million of total revenue for the year ended Dec. 31, 2014, compared to a net loss of $9.33 million on $9.55 million of total revenue in 2013. Marcum LLP, in Irvine, CA, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has incurred significant net losses since its inception. The Company had an accumulated deficit of $26.9 million and negative working capital of $11.8 million as of Dec. 31, 2014. In addition, the Company has incurred net losses since inception and incurred a net loss of $3.90 million for the year ended Dec. 31, 2014. The foregoing matters raise substantial doubt about the Company's ability to continue as a going concern. TECHPRECISION CORP: Reports $206,000 Net Income for 2nd Quarter --------------------------------------------------------------- TechPrecision Corporation filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $206,351 on $4.37 million of net sales for the three months ended June 30, 2015, compared to a net loss of $1.27 million on $6.23 million of net sales for the same period in 2014. As of June 30, 2015, the Company had $10.97 million in total assets, $10.46 million in total liabilities and $509,261 in total stockholders' equity. At June 30, 2015, the Company had cash and cash equivalents of $1.5 million, of which $16,005 is located in China and may not be able to be repatriated for use in the United States without undue cost or expense, if at all. Net cash provided by operating activities was $379,309 for the three months ended June 30, 2015, which includes an advance payment of $507,835 received on April 17, 2015 under an Assignment of Claim Agreement. "We continue to reduce our operating expenses to stay in line with current business conditions. Our profit margins have improved significantly for the three months ended June 30, 2015, when compared with the three months ended June 30, 2014. As a result, we recorded net income of $206,351 for the three months ended June 30, 2015 compared with a net loss of $1.3 million for the three months ended June 30, 2014," the Company said in the filing. A full-text copy of the Form 10-Q is available for free at: http://is.gd/Qwfyzx About TechPrecision TechPrecision Corporation (OTC BB: TPCSE), through its wholly owned subsidiaries, Ranor, Inc., and Wuxi Critical Mechanical Components Co., Ltd., globally manufactures large-scale, metal fabricated and machined precision components and equipment. TechPrecision reported a net loss of $7.09 million for the year ended March 31, 2014, as compared with a net loss of $2.41 million for the year ended March 31, 2013. KPMG LLP, in Philadelphia, Pennsylvania, issued a "going concern" qualification on the consolidated financial statements for the year ended March 31, 2013. The independent auditors noted that the Company was not in compliance with the fixed charges and interest coverage financial covenants under their credit facility, and the Bank has not agreed to waive the non-compliance with the covenants. Since the Company is in default, the Bank has the right to accelerate payment of the debt in full upon 60 days written notice. The Company has suffered recurring losses from operations, and the Company's liquidity may not be sufficient to meet its debt service requirements as they come due over the next twelve months. These circumstances raise substantial doubt about the Company's ability to continue as a going concern. TECHPRECISION CORP: Reports First Quarter 2016 Financial Results ---------------------------------------------------------------- TechPrecision Corporation reported net income of $206,351 on $4.37 million of net sales for the three months ended June 30, 2015, compared to a net loss of $1.27 million on $6.23 million of net sales for the same period a year ago. As of June 30, 2015, the Company had $10.97 million in total assets, $10.46 million in total liabilities and $509,261 in total stockholders' equity. "Opening the first quarter of fiscal year 2016 with net profit is certainly a significant achievement for all of us. This is the first profitable quarter the Company has reported since June 30, 2011 and the first profitable quarter since I joined the Company back in late June, 2014. We achieved this result with our consistent sharp focus on productivity initiatives, resource realignment, and top line growth with key customers. We improved profitability on a sales volume that was 30% lower than the same period last fiscal year. We ended the first quarter of fiscal year 2016 with a 39% decrease in selling, general, and administrative expense, and a positive gross margin of 29% compared to 3.5% for Q1 FY15," stated Alexander Shen, TechPrecision's chief executive officer. "Moving forward, we intend to maintain the sharp focus that got us to this point of our recovery. We plan to increase our backlog and focus on new business contracts which utilize our core competencies in custom, large scale, high precision fabrication and machining, with our core customers, which leverage our established expertise, certifications, and qualifications in the defense, nuclear, and precision industrial sectors. We must continue to execute and maintain operational run rate improvements to improve gross margins, and increase the amount of cash generated from operations." At June 30, 2015, TechPrecision had negative working capital of $1.9 million as compared with negative working capital of $2.0 million at March 31, 2015. Current liabilities at June 30, 2015, included $2.2 million of short-term debt obligations which the Company is currently looking to refinance on a long-term basis. As of June 30, 2015, the Company had $1.5 million in cash and cash equivalents compared to $1.3 million at March 31, 2015. A full-text copy of the press release is available for free at: http://is.gd/oONiso About TechPrecision TechPrecision Corporation (OTC BB: TPCSE), through its wholly owned subsidiaries, Ranor, Inc., and Wuxi Critical Mechanical Components Co., Ltd., globally manufactures large-scale, metal fabricated and machined precision components and equipment. TechPrecision reported a net loss of $7.09 million for the year ended March 31, 2014, as compared with a net loss of $2.41 million for the year ended March 31, 2013. KPMG LLP, in Philadelphia, Pennsylvania, issued a "going concern" qualification on the consolidated financial statements for the year ended March 31, 2013. The independent auditors noted that the Company was not in compliance with the fixed charges and interest coverage financial covenants under their credit facility, and the Bank has not agreed to waive the non-compliance with the covenants. Since the Company is in default, the Bank has the right to accelerate payment of the debt in full upon 60 days written notice. The Company has suffered recurring losses from operations, and the Company's liquidity may not be sufficient to meet its debt service requirements as they come due over the next twelve months. These circumstances raise substantial doubt about the Company's ability to continue as a going concern. THORNTON & CO: Bank Balks at Proposed Gordian Employment -------------------------------------------------------- People's United Bank, N.A., objects to Thornton & Co.'s application to employ Gordian Group, LLC, as investment banker and financial advisor, complaining that the Debtor has failed to demonstrate that the firm is disinterested and the proposed retention of the firm is consistent with the Debtor's exercise of its sound business judgment. Scott Rosen, Esq., at Cohn Birnbaum & Shea P.C., in Hartford, Connecticut, relates that Gordian commenced work on behalf of Thornton prior to the Petition Date, and the Debtor's application fails to disclose, however, that Thornton had in fact retained Gordian prior to the Petition Date and whether any amounts were paid or are owed to Gordian on account of its prepetition services to Thornton. Without these disclosures, the Bank is unable to ascertain whether Gordian is truly disinterested for the purposes of Section 327 of the Bankruptcy Code. Mr. Rosen further relates that Gordian was paid a prepetition retainer in the amount of $100,000, of which Gordian has already applied $40,000 against its monthly fees for July and August. In the interest of full disclosure necessary for the employment of professionals under Section 327, the Debtor should be required to disclose the amount and source of Gordian's retainer together with an accounting for the retainer and amounts applied to fees, Mr. Rosen asserts. The Bank is also represented by James C. Fox, Esq., and Brendan C. Recupero, Esq., at Ruberto, Israel & Weiner, P.C., in Boston, Massachusetts. About Thornton & Co. Thornton & Co., Inc. is an international distributor, trader and wholesaler of plastic resins, providing a full offering of polyethylene and polypropylene products. J. Paul Thornton, Jr. founded TCI in 1994. As of Aug. 1, 2015, TCI had 20 employees, consisting of 12 people at its Southington, Connecticut headquarters, and 8 sales representatives who work in various locations. Thornton & Co. sought Chapter 11 protection (Bankr. D. Conn. Case No. 15-21416) on Aug. 10, 2015, in Hartford, Connecticut. Judge Ann M. Nevins presides over the case. The Debtor estimated $10 million to $50 million in assets and debt. The Debtor has tapped Green & Sklarz LLC as counsel, and Gordian Group as financial advisor. THORNTON & CO: Bank Objects to Proposed Critical Vendor Payment --------------------------------------------------------------- People's United Bank, N.A., objects to Thornton & Co.'s motion for authority to pay prepetition claims of critical vendors, complaining that the motion is replete with factual inaccuracies and the Debtor has failed to meet its burden of demonstrating the necessity of the relief requested in the Motion. The Bank tells the U.S. Bankruptcy Court for the District of Connecticut, Hartford Division, that the Debtor should not be permitted to pay prepetition claims of warehousemen and carriers without first demonstrating the existence of valid purchase order for the subject inventory and disclosing the financial terms for the sale and the benefit, if any, to the estate. As previously reported by The Troubled Company Reporter, the Debtor explains that it cannot liquidate effectively without the ongoing support and participation of the Critical Vendors. If the critical vendors refuse to do business with the Debtor, then the Debtor will be unable to ship inventory for sale, the Debtor said. This will eliminate approximately $10 million of value for the Debtor and its estate. The Bank is represented by Scott Rosen, Esq., at Cohn Birnbaum & Shea P.C., in Hartford, Connecticut; and James C. Fox, Esq., and Brendan C. Recupero, Esq., at Ruberto, Israel & Weiner, P.C., in Boston, Massachusetts. About Thornton & Co. Thornton & Co., Inc. is an international distributor, trader and wholesaler of plastic resins, providing a full offering of polyethylene and polypropylene products. J. Paul Thornton, Jr. founded TCI in 1994. As of Aug. 1, 2015, TCI had 20 employees, consisting of 12 people at its Southington, Connecticut headquarters, and 8 sales representatives who work in various locations. Thornton & Co. sought Chapter 11 protection (Bankr. D. Conn. Case No. 15-21416) on Aug. 10, 2015, in Hartford, Connecticut. Judge Ann M. Nevins presides over the case. The Debtor estimated $10 million to $50 million in assets and debt. The Debtor has tapped Green & Sklarz LLC as counsel, and Gordian Group as financial advisor. TRACK GROUP: Incurs $2.9 Million Net Loss in Second Quarter ----------------------------------------------------------- Track Group, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $2.90 million on $5.44 million of total revenues for the three months ended June 30, 2015, compared to a net loss of $2.83 million on $3.15 million of total revenues for the same period during the prior year. For the six months ended June 30, 2015, the Company reported a net loss of $3.73 million on $14.87 million of total revenues compared to a net loss of $5.37 million on $8.26 million of total revenues for the same period a year ago. As of June 30, 2015, the Company had $55.80 million in total assets, $38.24 million in total liabililities and $17.55 million in total equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/Hj1eUc About Track Group Track Group (formerly SecureAlert) -- http://www.trackgrp.com/-- is a global provider of customizable tracking solutions that leverage real-time tracking data, best-practice monitoring, and analytics capabilities to create complete, end-to-end solutions. SecureAlert incurred a net loss attributable to the Company's common stockholders of $18.9 million for the year ended Sept. 30, 2013, following a net loss attributable to the Company's common stockholders of $19.9 million for the fiscal year ended Sept. 30, 2012. Hansen, Barnett & Maxwell, P.C., in Salt Lake City, Utah, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2013. The independent auditors noted that the Company has incurred losses, negative cash flows from operating activities, notes payable in default and has an accumulated deficit. These conditions raise substantial doubt about its ability to continue as a going concern. TRANS ENERGY: Delays Filing of Second Quarter Form 10-Q ------------------------------------------------------- Trans Energy, Inc. filed with the U.S. Securities and Exchange Commission a Notification of Late Filing on Form 12b-25 with respect to its quarterly report on Form 10-Q for the period ended June 30, 2015. The Company expects to file the report within the prescribed extension period. About Trans Energy St. Mary's, West Virginia-based Trans Energy, Inc. (OTC BB: TENG) -- http://www.transenergyinc.com/-- is an independent energy company engaged in the acquisition, exploration, development, exploitation and production of oil and natural gas. Its operations are presently focused in the State of West Virginia. Trans Energy reported a net loss of $12.5 million on $27.2 million of total operating revenues for the year ended Dec. 31, 2014, compared with a net loss of $17.7 million on $18.4 million of total operating revenues for the year ended Dec. 31, 2013. As of March 31, 2015, the Company had $123 million in total assets, $139 million in total liabilities, and a $15.4 million total stockholders' deficit. TRANS ENERGY: Incurs $8.5 Million Net Loss in Second Quarter ------------------------------------------------------------ Trans Energy, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $8.48 million on $3.66 million of total operating revenues for the three months ended June 30, 2015, compared to a net loss of $10.94 million on $8.45 million of total operating revenues for the same period a year ago. For the six months ended June 30, 2015, the Company reported a net loss of $5.81 million on $8.09 million of total operating revenues compared to a net loss of $12.47 million on $18.23 million of total operating revenues for the same period during the prior year. As of June 30, 2015, the Company had $103.39 million in total assets, $126.92 million in total liabilities and a total stockholders' deficit of $23.53 million. "Although our current and prior year-to-date revenues were not sufficient to cover our operating costs and interest expense, we are focusing on drilling Marcellus Shale wells which, based upon projections, are expected to increase our cash flow. If our cash flows from operations are not sufficient to meet liquidity requirements, we may need to sell assets, obtain additional financing or issue equity," the Company states in the report. A full-text copy of the report is available for free at: http://is.gd/DscYSr About Trans Energy St. Mary's, West Virginia-based Trans Energy, Inc. (OTC BB: TENG) -- http://www.transenergyinc.com/-- is an independent energy company engaged in the acquisition, exploration, development, exploitation and production of oil and natural gas. Its operations are presently focused in the State of West Virginia. Trans Energy reported a net loss of $12.5 million on $27.2 million of total operating revenues for the year ended Dec. 31, 2014, compared with a net loss of $17.7 million on $18.4 million of total operating revenues for the year ended Dec. 31, 2013. TRANSGENOMIC INC: Amends 2014 Annual Report to Update Information ----------------------------------------------------------------- Transgenomic Inc. filed an amendment to its annual report on Form 10-K/A to amend the Company's Annual Report on Form 10-K for the fiscal year ended Dec. 31, 2014, which was originally filed with the Securities and Exchange Commission on April 15, 2015. The amendment was filed to update the biographical information for Paul Kinnon that was included under the heading "Executive Officers of the Registrant" under Part I, "Item 1. Our Business" of the Original Form 10-K and was incorporated by reference into Part III, "Item 10. Directors, Executive Officers and Corporate Governance" of the Original Form 10-K. Mr. Kinnon, age 51, has served as the Company's president and chief executive officer and a director since September 2013 and as the Company's interim chief financial officer since October 2014. Mr. Kinnon has more than 20 years of global leadership experience in innovative life science and diagnostics companies. From January through August 2013, he provided consulting services to the life science sector as a Partner at Arch Global Research. During a portion of this time, Mr. Kinnon provided consulting services to the Company. From January 2007 to December 2012, Mr. Kinnon was president, chief executive officer and a director of ZyGEM Corporation Limited, a biotechnology company, where he transformed the company from a regional enzyme provider into a leader in integrated microfluidic technologies for forensic and clinical diagnostic applications. From May 2006 to June 2007, Mr. Kinnon was vice president & general manager Environmental Diagnostics (later expanded to Applied Markets) at Invitrogen Corporation (now Life Technologies), a high growth life sciences and diagnostics firm, and from October 2004 until April 2006, he was vice president, Global Strategic Alliances at Invitrogen. Previously, Mr. Kinnon also held business, sales and marketing roles of increasing responsibility at Guava Technologies, Inc., Cellomics, Inc. and other life science companies. Mr. Kinnon earned his Bachelor of Sciences degree in Applied Chemistry at Coventry University in the United Kingdom and holds a Diploma of Marketing. A petition in bankruptcy was filed against ZyGEM Corporation Limited in April 2013. About Transgenomic Transgenomic, Inc. -- http://www.transgenomic.com/-- is a global biotechnology company advancing personalized medicine in cardiology, oncology, and inherited diseases through its proprietary molecular technologies and world-class clinical and research services. The Company is a global leader in cardiac genetic testing with a family of innovative products, including its C-GAAP test, designed to detect gene mutations which indicate cardiac disorders, or which can lead to serious adverse events. Transgenomic has three complementary business divisions: Transgenomic Clinical Laboratories, which specializes in molecular diagnostics for cardiology, oncology, neurology, and mitochondrial disorders; Transgenomic Pharmacogenomic Services, a contract research laboratory that specializes in supporting all phases of pre-clinical and clinical trials for oncology drugs in development; and Transgenomic Diagnostic Tools, which produces equipment, reagents, and other consumables that empower clinical and research applications in molecular testing and cytogenetics. Transgenomic believes there is significant opportunity for continued growth across all three businesses by leveraging their synergistic capabilities, technologies, and expertise. The Company actively develops and acquires new technology and other intellectual property that strengthens its leadership in personalized medicine. Transgenomic reported a net loss available to common stockholders of $15.1 million in 2014, a net loss available to common stockholders of $16.7 million in 2013 and a net loss available to common stockholders of $8.98 million in 2012. As of March 31, 2015, the Company had $34.5 million in total assets, $24.4 million in total liabilities and $10 million in total stockholders' equity. Ernst & Young LLP, in Hartford, Connecticut, 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 that raise substantial doubt about its ability to continue as a going concern. TRANSGENOMIC INC: Incurs $3.6 Million Net Loss in Second Quarter ---------------------------------------------------------------- Transgenomic, Inc. filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss available to common stockholders of $3.60 million on $7.04 million of net sales for the three months ended June 30, 2015, compared to a net loss available to common stockholders of $4.19 million on $6.76 million of net sales for the same period during the prior year. For the six months ended June 30, 2015, the Company reported a net loss available to common stockholders of $6.97 million on $13.55 million of net sales compared to a net loss available to common stockholders of $8.60 million on $13.01 million of net sales for the same period in 2014. As of June 30, 2015, the Company had $31.40 million in total assets, $20.48 million in total liabilities and $10.92 million in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/ckVcX3 About Transgenomic Transgenomic, Inc. -- http://www.transgenomic.com/-- is a global biotechnology company advancing personalized medicine in cardiology, oncology, and inherited diseases through its proprietary molecular technologies and world-class clinical and research services. The Company is a global leader in cardiac genetic testing with a family of innovative products, including its C-GAAP test, designed to detect gene mutations which indicate cardiac disorders, or which can lead to serious adverse events. Transgenomic has three complementary business divisions: Transgenomic Clinical Laboratories, which specializes in molecular diagnostics for cardiology, oncology, neurology, and mitochondrial disorders; Transgenomic Pharmacogenomic Services, a contract research laboratory that specializes in supporting all phases of pre-clinical and clinical trials for oncology drugs in development; and Transgenomic Diagnostic Tools, which produces equipment, reagents, and other consumables that empower clinical and research applications in molecular testing and cytogenetics. Transgenomic believes there is significant opportunity for continued growth across all three businesses by leveraging their synergistic capabilities, technologies, and expertise. The Company actively develops and acquires new technology and other intellectual property that strengthens its leadership in personalized medicine. Transgenomic reported a net loss available to common stockholders of $15.1 million in 2014, a net loss available to common stockholders of $16.7 million in 2013 and a net loss available to common stockholders of $8.98 million in 2012. Ernst & Young LLP, in Hartford, Connecticut, 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 that raise substantial doubt about its ability to continue as a going concern. (Jhonas SEC August 16 4) TWIN RINKS: Court Okays Hiring of Joseph Broderick as Accountants ----------------------------------------------------------------- Twin Rinks At Eisenhower, LLC sought and obtained permission from the Hon. Robert E. Grossman of the U.S. Bankruptcy Court for the Eastern District of New York to employ Joseph A. Broderick, P.C. as accountants. The Debtor requires Broderick to: (a) give accounting advice with respect to the Debtor's powers and duties; (b) analyze all transfers pre- and post-petition that may be avoidable by the Debtor; (c) analyze all claims filed against the Debtor's estate; (d) prepare all necessary operating statements, schedules and tax documents for filing and reviewing proposed transactions concerning any tax consequences; and (e) perform any other accounting services for the Debtor in connection with this Chapter 11 cases. Broderick will be paid at these hourly rates: Partners $300 Seniors $150 Staff/Paraprofessionals $75 Broderick estimates its fees will be in the amount of $30,000.00 for the entire case. Broderick will also be reimbursed for reasonable out-of-pocket expenses incurred. Joseph Broderick 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. Broderick can be reached at: Joseph A. Broderick JOSEPH A. BRODERICK, P.C. 50 Vanderbilt Motor Pkwy Commack, NY 11725 Tel: (631) 462-1779 About Twin Rinks Twin Rinks At Eisenhower, LLC, an East Meadow, New York-based ice skating rink operator and entertainment business, sought Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No. 15-72466) on June 8, 2015, with plans to sell its business and its assets as a going concern. The Debtor disclosed $52.4 million in assets and $55.2 million in debt as of May 25, 2015. The Debtor tapped Jones & Schwartz, P.C., as counsel, and Greenspan Associates, CPAs, as accountants. The U.S. Trustee appointed three creditors to serve on the official committee of unsecured creditors. The Committee tapped Meyer, Suozzi, English & Klein, P.C. as its general counsel. U.S. RENAL: Moody's Puts B2 CFR Under Review for Downgrade ---------------------------------------------------------- Moody's Investors Service placed the ratings of U.S. Renal Care, Inc. under review for downgrade, including the company's B2 Corporate Family Rating and B2-PD Probability of Default Rating. The rating action follows the announcement on August 24, 2015, that U.S. Renal entered into a definitive merger agreement with Dialysis Newco, Inc. Following the close of the transaction, DSI Renal's ratings will be withdraw. The financial terms and proposed new capital structure have not been announced. DSI Renal (B3 stable) is a dialysis services provider and operates 100 clinics, 53 of which have home dialysis programs, across 22 states. 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. These ratings were placed under review for downgrade: U.S. Renal Care, Inc. Corporate Family Rating at B2 Probability of Default Rating at B2-PD First lien term loan at Ba3 (LGD 3) Second lien term loan at Caa1 (LGD 5) RATING RATIONALE U.S. Renal's B2 Corporate Family Rating (ratings under review for downgrade) reflects high financial leverage associated with an aggressive acquisition strategy and a shareholder friendly financial policy. The rating is also constrained by Moody's expectation of modest free cash flow available for debt repayment after considering higher interest expense and capital spending related to investments in newly established facilities. Furthermore, the company's scale is relatively small compared to the two largest players in the sector and revenues remain highly concentrated in reimbursement from government based programs. The rating benefits from Moody's expectation of a stable industry profile characterized by the increasing incidence of end stage renal disease and the medical necessity of the service provided. The principal methodology used in these ratings was Global Healthcare Service Providers published in December 2011. U.S. Renal Care provides dialysis services to patients who suffer from chronic kidney failure. U.S. Renal provides dialysis services through 194 outpatient facilities in 20 states and the Territory of Guam, along with acute dialysis services through contractual relationships with hospitals and dialysis centers to patients in their homes. U.S. Renal is owned by private equity sponsors, Leonard Green & Partners, L.P., Cressey & Company, SV Life Science and management. VERTICAL COMPUTER: Receives US Patent #9,112,832 ------------------------------------------------ The United States Patent and Trademark Office issued Vertical Computer Systems, Inc. a patent (US Patent #9,112,832) titled "System and Method for Running a Web Server on a Mobile Internet Device" on Aug. 18, 2015. This patent has 25 claims and covers the TinyWebServer, which is also a component of the Company's Mobile Framework. It provides a system and method for a web server that remains active even when the mobile internet device is being use for telephony. It also enables two MIDs to communicate directly to each other via the HTTP protocol (the main protocol used on the internet) on a peer-to-peer basis. About Vertical Computer Richardson, Tex.-based Vertical Computer Systems, Inc., is a multinational provider of Internet core technologies, application software, and software services through its distribution network with operations or sales in the United States, Canada and Brazil. Vertical Computer reported a net loss applicable to common stockholders of $2.07 million on $7.43 million of total revenues for the year ended Dec. 31, 2014, compared to a net loss applicable to common stockholders of $3.08 million on $6.05 million of total revenues for the year ended Dec. 31, 2013. As of June 30, 2015, the Company had $1.1 million in total assets, $18.4 million in total liabilities, $9.9 million in convertible cumulative preferred stock, and total stockholders' deficit of $27.2 million. MaloneBailey, LLP, in Houston, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company suffered net losses and has a working capital deficiency, which raises substantial doubt about its ability to continue as a going concern. VICTORY ENERGY: Delays Q2 Form 10-Q for Review ---------------------------------------------- Victory Energy Corporation disclosed with the Securities and Exchange Commission that its quarterly report on Form 10-Q for the period ended June 30, 2015, cannot be filed within the prescribed time. The Company said the problem is associated with an unavoidable delay in the required auditor review of the Company's financial statements for the period ended June 30, 2015, before the filing deadline. About Victory Energy Austin, Texas-based Victory Energy Corporation is engaged in the exploration, acquisition, development and exploitation of domestic oil and gas properties. Current operations are primarily located onshore in Texas, New Mexico and Oklahoma. Victory Energy reported a net loss of $4.22 million in 2014 following a net loss of $2.11 million in 2013. As of March 31, 2015, Victory Energy had $2.40 million in total assets, $3.50 million in total liabilities and a $1.1 million total stockholders' deficit. Weaver and Tidwell, L.L.P., in Houston, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has experienced recurring losses since its inception and has an accumulated deficit, which raise substantial doubt regarding the Company's ability to continue as a going concern. VISCOUNT SYSTEMS: Needs More Time to File Form 10-Q --------------------------------------------------- Viscount Systems, Inc. was unable to file its quarterly report on Form 10-Q for the fiscal quarter ended June 30, 2015, on a timely basis due to the Company gathering information and completing its review, which required additional time to work internally with its staff and externally with its outside auditors to prepare and finalize the Form 10-Q. The Company expects to file its Form 10-Q within the additional time allowed by this report. It is expected that for the three and six months ended June 30, 2015, the Company will report that its revenue increased and cost and operating expenses decreased compared to those for the comparable period in 2014. It is expected that for the six months ended June 30, 2015, the Company will report that its loss from operations decreased and net loss decreased compared to those for the comparable period in 2014, and that for the three months ended June 30, 2015, the Company will report an operating gain and net gain compared to losses reported for the comparable period in 2014. About Viscount Systems Burnaby, Canada-based Viscount Systems, Inc., is a manufacturer, developer and service provider of access control security products. Viscount Systems reported a net loss and comprehensive loss of C$991,000 on C$4.76 million of sales for the year ended Dec. 31, 2014, compared to a net loss and comprehensive loss of C$3.08 million on C$4.13 million of sales in 2013. As of March 31, 2015, the Company had C$1.71 million in total assets, C$3.91 million in total liabilities and a C$2.21 million total stockholders' deficit. Dale Matheson Carr-Hilton Labonte LLP, in Vancouver, Canada, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has incurred losses in developing its business, and further losses are anticipated in the future. The Company requires additional funds to meet its obligations and the costs of its operations and there is no assurance that additional financing can be raised when needed. These factors raise substantial doubt about the Company's ability to continue as a going concern. WAVE SYSTEMS: Incurs $7.1 Million Net Loss in Second Quarter ------------------------------------------------------------ Wave Systems Corp. filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $7.1 million on $2.57 million of total net revenues for the three months ended June 30, 2015, compared to a net loss of $3.79 million on $4.43 million of total net revenues for the same period during the prior year. For the six months ended June 30, 2015, the Company reported a net loss of $11.98 million on $5.02 million of total net revenues compared to a net loss of $7.1 million on $9.77 million of total net revenues for the same period a year ago. As of June 30, 2015, the Company had $5.06 million in total assets, $17.46 million in total liabilities and total stockholders' deficit of $12.39 million. "Wave has taken aggressive action to restructure our organization to retain the critical technical capabilities and highest potential products and projects while substantially reducing our cash burn rate. In addition, Wave will pursue additional financing to allow us to continue our operations as well as other strategic alternatives," said Bill Solms, president and CEO, Wave Systems Corp. "While Wave's solutions continue to win technical evaluations against our competition conducted by our prospective customers, our small size and limited financial resources have made it difficult to meet our objectives of closing those large enterprise sales. The Management and Board of Wave are evaluating courses of action to address these challenges and our immediate need for additional capital." On July 28, 2015, Wave initiated a global restructuring of its business in conjunction with a review of the Company's options for raising capital and pursuing customer transactions and other strategic alternatives. Wave's restructuring involved reducing the Company's global workforce to a core team specifically selected to maintain operations and critical competencies in all strategic technical, customer support, sales and administrative functions. The staffing cuts are expected to reduce quarterly operating expenses by 50% to approximately $3.5 million per quarter with the full benefit not being reflected until Q4 ‘15 as a result of foreign labor regulations. Even with these cost reductions, Wave will require additional financing in the short term in order to continue current operations and to pursue capital raising or other strategic transactions. A full-text copy of the Form 10-Q is available for free at: http://is.gd/IG5o9Y About Wave Systems Lee, Massachusetts-based Wave Systems Corp. (NASDAQ: WAVX) -- http://www.wave.com/-- develops, produces and markets products for hardware-based digital security, including security applications and services that are complementary to and work with the specifications of the Trusted Computing Group, an industry standards organization comprised of computer and device manufacturers, software vendors and other computing products manufacturers. Wave Systems reported a net loss of $12.9 million in 2014, a net loss of $20.3 million in 2013 and a net loss of $34 million in 2012. KPMG LLP, in Hartford, Connecticut, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014. The independent auditors noted that Wave Systems Corp. has suffered recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. (Jhonas SEC August 16 4) WILTON HOLDINGS: S&P Raises CCR to 'B-', Outlook Negative --------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on Woodbridge, Ill.-based Wilton Holdings Inc. to 'B-' from 'SD'. The outlook is negative. Concurrently, S&P raised its issue-level rating on the company's $400 million term loan due 2018 to 'B' from 'CC', and revised the recovery rating to '2' from '3', indicating S&P's expectation for substantial (70% to 90%, at the lower end of the range) recovery in the event of a payment default. "The upgrade follows completion of the distressed exchange and the amendment on Wilton's term loan that results in improved covenant cushion levels and greater operating flexibility," said Standard & Poor's credit analyst Beverly Correa. "Although we believe the company should continue to generate good free operating cash flow, repay about $40 million of term debt, and maintain EBITDA to cash interest coverage of at least 3x over the next year, we believe the company may not meet future debt service requirements because of continued increases in term loan debt amortization and because its ABL facility matures in 2017. Absent further amendments or another capital structure refinancing, we believe the risk to the company's credit measures is still material. Still, in our view, the most recent amendment provides lenders with additional covenant protection and will limit draw-down in a simulated default scenario closer to 60% of the total ABL. Therefore, recovery prospects on the term loan are improved." The negative outlook reflects the company's increasingly burdensome maturity schedule, including its 2017 ABL maturity. Standard & Poor's could lower the rating if Wilton is unable maintain improve operating performance, generate stable free operating cash flow, and maintain adequate liquidity, including maintaining at least 15% cushion on its financial covenants. Z TRIM HOLDINGS: Needs More Time to File 2nd Quarter Form 10-Q -------------------------------------------------------------- Z Trim Holdings, Inc. was unable to file its quarterly report on Form 10-Q for its fiscal quarter ended June 30, 2015, by the prescribed date without unreasonable effort or expense because the Company was unable to compile certain information required in order to permit the Company to file a timely and accurate report on the Company's financial condition. The Company believes that the Quarterly Report will be completed within the five day extension period provided under Rule 12b-25 of the Securities Exchange Act of 1934. About Z Trim Mundelein, Ill.-based Z Trim Holdings, Inc., is a functional food ingredient company which provides custom product solutions that help answer the food industry's problems. Z Trim's revolutionary technology provides value-added ingredients across virtually all food industry categories. Z Trim's all-natural products, among other things, help to reduce fat and calories, add fiber, provide shelf-stability, prevent oil migration, and add binding capacity -- all without degrading the taste and texture of the final food products. Z Trim Holdings reported a net loss of $5.57 million in 2014, following a net loss of $13.4 million in 2013. As of March 31, 2015, the Company had $2.03 million in total assets, $4.47 million in total liabilities and a $2.43 million total stockholders' deficit. M&K CPAS, PLLC, in Houston, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company does not have enough cash on hand to meet its current liabilities and has had reoccurring losses as of Dec. 31, 2014. These conditions raise substantial doubt about its ability to continue as a going concern. Z'TEJAS SCOTTSDALE: Sept. 25 Auction Set for Some Restaurants ------------------------------------------------------------- Katy Stech, writing for The Wall Street Journal, reported that investors who want to challenge a $3.7 million offer for some Z'Tejas restaurants face a Sept. 15 bid deadline under a sale timeline recently set by a bankruptcy judge. According to the report, in his court order signed Aug. 24, Judge Paul Sala in U.S. Bankruptcy Court in Phoenix set a Sept. 25 auction date for some restaurant in the chain, which filed for bankruptcy last month, saying consumer spending had fallen while food and labor costs had grown. The auction for some restaurants in the Scottsdale, Ariz., chain will kick off with a $3.7 million purchase offer from a bidder called Cornbread Ventures LP, which promised to continue to operate five restaurants in Arizona and three in Austin, Texas, the report related. 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. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re Timothy Allen Mctyre, Sr. Bankr. N.D. Ga. Case No. 15-64652 Chapter 11 Petition filed August 3, 2015 In re John A. Dibble and Tracy Lee Dibble Bankr. D. Md. Case No. 15-20785 Chapter 11 Petition filed August 3, 2015 In re 617 N. Calhoun Street, LLC Bankr. D. Md. Case No. 15-20826 Chapter 11 Petition filed August 3, 2015 See http://bankrupt.com/misc/mdb15-20826.pdf represented by: L. Jeanette Rice, Esq. WALSH, BECKER, WOOD & RICE E-mail: riceesq@att.net In re Bernadette Y Almodiel Bankr. D. Nev. Case No. 15-14447 Chapter 11 Petition filed August 3, 2015 In re Sabas Bardales-Rendon Bankr. D. Nev. Case No. 15-14457 Chapter 11 Petition filed August 3, 2015 In re Yuri Murdakhayev Bankr. E.D.N.Y. Case No. 15-43589 Chapter 11 Petition filed August 3, 2015 In re Knowledge Strategy Solutions LLC Bankr. S.D.N.Y. Case No. 15-23105 Chapter 11 Petition filed August 3, 2015 See http://bankrupt.com/misc/nysb15-23105.pdf represented by: Dawn Kirby Arnold, Esq. DELBELLO DONNELLAN WEINGARTEN WISE & WIEDERKEHR, LLP E-mail: dkirby@ddw-law.com In re John Charles Sanborn Bankr. D. Or. Case No. 15-33749 Chapter 11 Petition filed August 3, 2015 In re Penny Lea Lancaster Bankr. E.D. Pa. Case No. 15-15536 Chapter 11 Petition filed August 3, 2015 In re Alliance of Youth Mission Ministries, Inc. Bankr. E.D. Pa. Case No. 15-15563 Chapter 11 Petition filed August 3, 2015 See http://bankrupt.com/misc/paeb15-15563.pdf represented by: Robert L. Simmons, Esq. LAW OFFICES OF ROBERT L. SIMMONS E-mail: rlsim03@aol.com In re Antoine J. Gardiner Bankr. E.D. Pa. Case No. 15-15582 Chapter 11 Petition filed August 3, 2015 In re Edgardo Acevedo Badillo and Jennifer Enid Jimenez Ramos Bankr. D.P.R. Case No. 15-05928 Chapter 11 Petition filed August 3, 2015 In re KTP Builders, Inc. Bankr. S.D. Tex. Case No. 15-34109 Chapter 11 Petition filed August 3, 2015 See http://bankrupt.com/misc/txsb15-34109.pdf represented by: C. Michael Black, Esq. THE LAW OFFICE OF C. MICHAEL BLACK E-mail: cmb@cmblack-lawyer.com In re Martin Santos and Ada Santos Bankr. S.D. Tex. Case No. 15-70401 Chapter 11 Petition filed August 3, 2015 In re Rudy's Mexican Food Products, Inc. Bankr. W.D. Tex. Case No. 15-51876 Chapter 11 Petition filed August 3, 2015 See http://bankrupt.com/misc/txwb15-51876.pdf represented by: Michael J. O'Connor, Esq. LAW OFFICE OF MICHAEL J. O'CONNOR E-mail: oconnorlaw@gmail.com In re Woodlawn Landscaping, Inc. Bankr. E.D. Va. Case No. 15-34068 Chapter 11 Petition filed August 3, 2015 See http://bankrupt.com/misc/vaeb15-34068.pdf represented by: Graham Thornton Jennings, Jr., Esq. GRAHAM T. JENNINGS, JR., P.C. E-mail: powlaw@verizon.net In re Stacie Silver Bankr. C.D. Cal. Case No. 15-12608 Chapter 11 Petition filed August 4, 2015 In re Robert Wayne Sedlar Bankr. S.D. Cal. Case No. 15-05200 Chapter 11 Petition filed August 4, 2015 In re Red Arrow Gold Corporation Bankr. D. Colo. Case No. 15-18720 Chapter 11 Petition filed August 4, 2015 represented by: Kit Bradshaw, Esq. In re Leburn Properties, LLC Bankr. S.D. Fla. Case No. 15-24073 Chapter 11 Petition filed August 4, 2015 See http://bankrupt.com/misc/flsb15-24073.pdf filed Pro Se In re Azar J. Vincent Bankr. D. Mass. Case No. 15-13108 Chapter 11 Petition filed August 4, 2015 In re Rushton Leigh Ardrey Bankr. D. Mass. Case No. 15-13109 Chapter 11 Petition filed August 4, 2015 In re Eastern Funding & Investment, Inc. Bankr. D. Mass. Case No. 15-41516 Chapter 11 Petition filed August 4, 2015 See http://bankrupt.com/misc/mab15-41516.pdf filed Pro Se In re Marlex Home Improvements, Inc. Bankr. D.N.J. Case No. 15-24687 Chapter 11 Petition filed August 4, 2015 See http://bankrupt.com/misc/njb15-24687.pdf represented by: Carol L. Knowlton, Esq. GORSKI & KNOWLTON PC E-mail: cknowlton@gorskiknowlton.com In re Comforcare for MDE, Inc. Bankr. D.N.J. Case No. 15-24730 Chapter 11 Petition filed August 4, 2015 See http://bankrupt.com/misc/njb15-24730.pdf represented by: Thaddeus R. Maciag, Esq. MACIAG LAW, LLC E-mail: MaciagLaw1@aol.com In re The Pizza Chef, Inc. Bankr. W.D.N.Y. Case No. 15-20902 Chapter 11 Petition filed August 4, 2015 filed Pro Se In re Sink & Company, LLC Bankr. M.D.N.C. Case No. 15-50792 Chapter 11 Petition filed August 4, 2015 See http://bankrupt.com/misc/ncmb15-50792.pdf represented by: Charles (Chuck) Marshall Ivey, IV, Esq. IVEY, MCCLELLAN, GATTON & SIEGMUND, LLP E-mail: cmi4@iveymcclellan.com In re MWG Trust Bankr. N.D. Tex. Case No. 15-33205 Chapter 11 Petition filed August 4, 2015 See http://bankrupt.com/misc/txnb15-33205.pdf represented by: J. Elaine Mosher, Esq. J. ELAINE MOSHER & ASSOCIATES, P.C. In re Hairston Global Protective Services, Inc. Bankr. N.D. Tex. Case No. 15-43180 Chapter 11 Petition filed August 4, 2015 See http://bankrupt.com/misc/txnb15-43180.pdf represented by: Behrooz P. Vida, Esq. THE VIDA LAW FIRM, PLLC E-mail: filings@vidalawfirm.com In re Maria C Garcia De Alvarez and Alfredo Alvarez Larrazolo Bankr. C.D. Cal. Case No. 15-22350 Chapter 11 Petition filed August 5, 2015 In re Barbara Russo Bankr. C.D. Cal. Case No. 15-22352 Chapter 11 Petition filed August 5, 2015 In re Marco Antonio Vega-Mendez Bankr. C.D. Cal. Case No. 15-22360 Chapter 11 Petition filed August 5, 2015 In re Shiraz R Jivani Bankr. N.D. Cal. Case No. 15-42444 Chapter 11 Petition filed August 5, 2015 In re Muhannad Ahmad Bankr. M.D. Ga. Case No. 15-51785 Chapter 11 Petition filed August 5, 2015 In re Begum Brands Corporation Bankr. D. Mass. Case No. 15-13120 Chapter 11 Petition filed August 5, 2015 See http://bankrupt.com/misc/mab15-13120.pdf represented by: Bill N. Jacob, Esq. LAW OFFICES OF BILL N. JACOB E-mail: bnjlaw@hotmail.com In re Jimmy Lee Thrash Bankr. S.D. Miss. Case No. 15-02421 Chapter 11 Petition filed August 5, 2015 In re NJ Statewide Management Bankr. D.N.J. Case No. 15-24743 Chapter 11 Petition filed August 5, 2015 See http://bankrupt.com/misc/njb15-24743.pdf represented by: Noah M Burstein, Esq. NOAH M BURSTEIN, ATTORNEY AT LAW E-mail: bursteinlawyer@aol.com In re 477 West 142nd Street Housing Dev. Fund Corp. Bankr. S.D.N.Y. Case No. 15-12178 Chapter 11 Petition filed August 5, 2015 filed Pro Se In re Asher J. Zeitlen Bankr. M.D. Pa. Case No. 15-03359 Chapter 11 Petition filed August 5, 2015 In re Timber Express Export Bankr. M.D. Tenn. Case No. 15-05421 Chapter 11 Petition filed August 5, 2015 See http://bankrupt.com/misc/tnmb15-05421.pdf represented by: Steven L. Lefkovitz, Esq. LAW OFFICES LEFKOVITZ & LEFKOVITZ E-mail: slefkovitz@lefkovitz.com In re Curtis Van Russell Bankr. E.D. Tenn. Case No. 15-13375 Chapter 11 Petition filed August 5, 2015 In re Ray A. Pledger and Peggy G. Pledger Bankr. M.D. Tenn. Case No. 15-05402 Chapter 11 Petition filed August 5, 2015 In re Evergreen Grill Bankr. W.D. Tenn. Case No. 15-27271 Chapter 11 Petition filed August 5, 2015 See http://bankrupt.com/misc/tnwb15-27271.pdf represented by: Curtis D. Johnson, Jr., Esq. LAW OFFICE OF JOHNSON AND BROWN, P.C. E-mail: johnson775756@gmail.com In re Divine Ripe, L.L.C. Bankr. S.D. Tex. Case No. 15-70405 Chapter 11 Petition filed August 5, 2015 See http://bankrupt.com/misc/txsb15-70405.pdf represented by: Antonio Martinez, Jr, Esq. LAW OFFICE OF ANTONIO MARTINEZ, JR., P.C. E-mail: martinez.tony.jr@gmail.com In re Glen H. Hammer and Joan F. Hammer Bankr. S.D. Fla. Case No. 15-24199 Chapter 11 Petition filed August 6, 2015 In re Gateway Auto Detail, Inc. Bankr. N.D. Ill. Case No. 15-26873 Chapter 11 Petition filed August 6, 2015 See http://bankrupt.com/misc/ilnb15-26873.pdf represented by: William J. Delaney, Esq. DELANEY LAW E-mail: bill@delaney-law.com In re Gian Giuseppe Di Loreto Bankr. W.D. Mich. Case No. 15-04451 Chapter 11 Petition filed August 6, 2015 In re Brett Anderson Bankr. D. Nev. Case No. 15-14525 Chapter 11 Petition filed August 6, 2015 In re Realty & Services Group Inc. Bankr. E.D.N.Y. Case No. 15-43650 Chapter 11 Petition filed August 6, 2015 See http://bankrupt.com/misc/nyeb15-43650.pdf filed Pro Se In re Richard D. Mayer, Jr. Bankr. E.D. Pa. Case No. 15-15640 Chapter 11 Petition filed August 6, 2015 In re Northeast Inspection Consultants LLC Bankr. M.D. Pa. Case No. 15-03384 Chapter 11 Petition filed August 6, 2015 See http://bankrupt.com/misc/pamb15-03384.pdf represented by: Edward James Kaushas, Esq. KAUSHAS LAW E-mail: Ekaushas@kaushaslaw.com In re Kunkle Farms, LLC Bankr. M.D. Pa. Case No. 15-03390 Chapter 11 Petition filed August 6, 2015 See http://bankrupt.com/misc/pamb15-03390.pdf represented by: Mark J. Conway, Esq. LAW OFFICES OF MARK J CONWAY PC E-mail: MJC@mjconwaylaw.com In re Dean A Berman and Sharon G Berman Bankr. D. Ariz. Case No. 15-10022 Chapter 11 Petition filed August 7, 2015 In re Hussain Zahid Imam and Fatima Baig Imam Bankr. M.D. Ga. Case No. 15-30834 Chapter 11 Petition filed August 7, 2015 In re Universal Evangelical Church Bankr. D. Md. Case No. 15-20997 Chapter 11 Petition filed August 7, 2015 See http://bankrupt.com/misc/mdb15-20997.pdf filed Pro Se In re Ardrina Dorthea Stokes-Davis Bankr. D. Md. Case No. 15-21048 Chapter 11 Petition filed August 7, 2015 In re Lati-Wala, Inc. Bankr. D.N.J. Case No. 15-24996 Chapter 11 Petition filed August 7, 2015 See http://bankrupt.com/misc/njb15-24996.pdf represented by: Laurent W. Metzler, Esq. METZLER & DESANTIS, LLP E-mail: LWM@metzlerdesantis.com In re Sonshine Equities, LLC Bankr. D. Nev. Case No. 15-14538 Chapter 11 Petition filed August 7, 2015 See http://bankrupt.com/misc/nvb15-14538.pdf represented by: Seth D Ballstaedt, Esq. THE BALLSTAEDT LAW FIRM E-mail: seth@ballstaedtlaw.com In re 25 Skillen Street, LLC Bankr. W.D.N.Y. Case No. 15-11686 Chapter 11 Petition filed August 7, 2015 See http://bankrupt.com/misc/nywb15-11686.pdf represented by: Robert B. Gleichenhaus, Esq. GLEICHENHAUS, MARCHESE & WEISHAAR, P.C. E-mail: RBG_GMF@hotmail.com In re Alan W. Giese, Sr. and Carol A. Giese Bankr. E.D.N.C. Case No. 15-04298 Chapter 11 Petition filed August 7, 2015 In re Norman H Johnson and Phylis C Johnson Bankr. D. Or. Case No. 15-62693 Chapter 11 Petition filed August 7, 2015 In re Samuel Burgos Rodriguez and Blanca Vivas Valentin Bankr. D.P.R. Case No. 15-06055 Chapter 11 Petition filed August 7, 2015 In re Verp Investments, LLC Bankr. E.D. Tex. Case No. 15-41435 Chapter 11 Petition filed August 7, 2015 See http://bankrupt.com/misc/txeb15-41435.pdf represented by: Eric A. Liepins, Esq. ERIC A. LIEPINS P.C. E-mail: eric@ealpc.com In re Parrilla Grill Rest. Inc. Bankr. S.D.N.Y. Case No. 15-12210 Chapter 11 Petition filed August 8, 2015 See http://bankrupt.com/misc/nysb15-12210.pdf represented by: Norma E. Ortiz, Esq. ORTIZ & ORTIZ, LLP E-mail: email@ortizandortiz.com In re AFS Management Group, INC. Bankr. D.P.R. Case No. 15-06091 Chapter 11 Petition filed August 8, 2015 See http://bankrupt.com/misc/prb15-06091.pdf represented by: Luis D Flores Gonzalez, Esq. LUIS D FLORES GONZALEZ LAW OFFICE E-mail: ldfglaw@coqui.net In re Hor Chin Bankr. S.D.N.Y. Case No. 15-23132 Chapter 11 Petition filed August 9, 2015 In re The Shahla Dowlati 2005 Living Trust Bankr. C.D. Cal. Case No. 15-12667 Chapter 11 Petition filed August 10, 2015 See http://bankrupt.com/misc/cacb15-12667.pdf represented by: Michael D Kwasigroch, Esq. E-mail: attorneyforlife@aol.com In re Patrick A. Presley Bankr. D. Ariz. Case No. 15-10071 Chapter 11 Petition filed August 10, 2015 In re Ted Peter Cheron and Loretta Cheron Bankr. C.D. Cal. Case No. 15-13989 Chapter 11 Petition filed August 10, 2015 In re Rita S. Ortiz Bankr. N.D. Cal. Case No. 15-42480 Chapter 11 Petition filed August 10, 2015 In re Fiorillo Fine Mens Wear Inc. Bankr. N.D. Cal. Case No. 15-52591 Chapter 11 Petition filed August 10, 2015 See http://bankrupt.com/misc/canb15-52591.pdf filed Pro Se In re Jay Wolfe Used Cars of Blue Springs, LLC Bankr. D. Del. Case No. 15-11667 Chapter 11 Petition filed August 10, 2015 See http://bankrupt.com/misc/deb15-11667.pdf represented by: Justin R. Alberto, Esq. BAYARD, P.A. E-mail: jalberto@bayardlaw.com In re Marion Paul Broome and Patricia A. Donohue Bankr. S.D. Fla. Case No. 15-24445 Chapter 11 Petition filed August 10, 2015 In re Susan Maria Raborn Bankr. M.D. La. Case No. 15-10938 Chapter 11 Petition filed August 10, 2015 In re Samco Oil, LLC Bankr. W.D. La. Case No. 15-50986 Chapter 11 Petition filed August 10, 2015 See http://bankrupt.com/misc/lawb15-50986.pdf represented by: Gregory L. Thibodeaux, Esq. Samco Oil, LLC E-mail: gregthib105@gmail.com In re Adam Wilding Parrish Bankr. M.D. Tenn. Case No. 15-05492 Chapter 11 Petition filed August 10, 2015 In re Michael's Valley Plumbing & Supplies, Inc. Bankr. C.D. Cal. Case No. 15-12679 Chapter 11 Petition filed August 11, 2015 See http://bankrupt.com/misc/cacb15-12679.pdf represented by: Stephen L. Burton, Esq. E-mail: steveburtonlaw@aol.com In re Law Office of Peter R. Cabrera, APC Bankr. C.D. Cal. Case No. 15-17997 Chapter 11 Petition filed August 11, 2015 See http://bankrupt.com/misc/cacb15-17997.pdf represented by: Xochitl A. Flores, Esq. XOCHITL ANITA FLORES ATTORNEY AT LAW E-mail: xochitl@floresjustice.com In re Sheldon Keith Perry Bankr. N.D. Cal. Case No. 15-52595 Chapter 11 Petition filed August 11, 2015 In re Sam & Martin Enterprises, LLC Bankr. D. Conn. Case No. 15-31356 Chapter 11 Petition filed August 11, 2015 See http://bankrupt.com/misc/ctb15-31356.pdf represented by: George C. Tzepos, Esq. LAW OFFICES OF GEORGE C. TZEPOS E-mail: zepseven@sbcglobal.net In re Upton Family, Inc. Bankr. E.D. Ky. Case No. 15-51566 Chapter 11 Petition filed August 11, 2015 See http://bankrupt.com/misc/kyeb15-51566.pdf represented by: Jamie L. Harris, Esq. DELCOTTO LAW GROUP PLLC E-mail: jharris@dlgfirm.com In re Whiz Kids Development, LLC Bankr. D. Mass. Case No. 15-13167 Chapter 11 Petition filed August 11, 2015 See http://bankrupt.com/misc/mab15-13167.pdf represented by: Barry R. Levine, Esq. LAW OFFICE OF BARRY R. LEVINE E-mail: barry@levinelawoffice.com In re Valley View Assets, Inc. Bankr. D. Nev. Case No. 15-14577 Chapter 11 Petition filed August 11, 2015 See http://bankrupt.com/misc/nvb15-14577.pdf represented by: Ryan J. Works, Esq. MCDONALD CARANO WILSON, LLP E-mail: rworks@mcdonaldcarano.com In re Bensi of Flemington, LLC dba Gallo Rosso Bar & Restaurant Bankr. D.N.J. Case No. 15-25131 Chapter 11 Petition filed August 11, 2015 See http://bankrupt.com/misc/njb15-25131.pdf represented by: Kim R. Lynch, Esq. FORMAN HOLT ELIADES & YOUNGMAN, LLC E-mail: klynch@formanlaw.com In re Anne Dunbar Cline Bankr. E.D.N.C. Case No. 15-04367 Chapter 11 Petition filed August 11, 2015 In re Ildefonso Martinez Santiago Bankr. D.P.R. Case No. 15-06132 Chapter 11 Petition filed August 11, 2015 In re A & I Healthcare, Inc. Bankr. S.D. Tex. Case No. 15-70415 Chapter 11 Petition filed August 11, 2015 See http://bankrupt.com/misc/txsb15-70415.pdf represented by: Catherine Stone Curtis, Esq. STONE CURTIS, PLLC E-mail: ccurtis@ellenstonelaw.com In re Sabrina Woodard Bankr. D.D.C. Case No. 15-00417 Chapter 11 Petition filed August 12, 2015 In re Meyer Plumbing, Inc. Bankr. W.D. Ky. Case No. 15-32583 Chapter 11 Petition filed August 12, 2015 See http://bankrupt.com/misc/kywb15-32583.pdf represented by: Andrew David Stosberg, Esq. LLOYD & MCDANIEL, PLC E-mail: astosberg@lloydmc.com In re Judith Carroll Allgood Bankr. D. Md. Case No. 15-21229 Chapter 11 Petition filed August 12, 2015 In re Super El Noa Noa Corp. Bankr. E.D.N.Y. Case No. 15-43723 Chapter 11 Petition filed August 12, 2015 See http://bankrupt.com/misc/nyeb15-43723.pdf represented by: Norma E. Ortiz, Esq. ORTIZ & ORTIZ, LLP E-mail: email@ortizandortiz.com In re Concept Flooring Workroom Corp. Bankr. E.D.N.Y. Case No. 15-73437 Chapter 11 Petition filed August 12, 2015 See http://bankrupt.com/misc/nysb15-73437.pdf represented by: Timothy M. Kelly, Esq. SURIS & ASSOCIATES E-mail: tkelly@surislaw.com In re Owen Lombardi Bankr. E.D. Va. Case No. 15-12809 Chapter 11 Petition filed August 12, 2015 In re Ruben Rodriguez Bonilla and Doreen Sue Bonilla Bankr. W.D. Wash. Case No. 15-14879 Chapter 11 Petition filed August 12, 2015 In re Areg Baghdassarians Bankr. C.D. Cal. Case No. 15-22765 Chapter 11 Petition filed August 13, 2015 In re P3DC18GALLATIN ST, NW, LLC Bankr. D.D.C. Case No. 15-00422 Chapter 11 Petition filed August 13, 2015 See http://bankrupt.com/misc/dcb15-00422.pdf Filed Pro Se In re B2K, LLC Bankr. D.N.J. Case No. 15-25325 Chapter 11 Petition filed August 13, 2015 See http://bankrupt.com/misc/njb15-25325.pd represented by: Robert L. Sweeney, Esq. THE LAW OFFICE OF ROBERT L. SWEENEY E-mail: rsweeneylaw@aol.com In re Unitech Solutions, Inc. Bankr. E.D.N.Y. Case No. 15-43742 Chapter 11 Petition filed August 13, 2015 See http://bankrupt.com/misc/nyeb15-43742.pdf represented by: Alla Kachan, Esq. LAW OFFICES OF ALLA KACHAN, P.C. E-mail: alla@kachanlaw.com In re Kings Realty Enterprises, Inc. Bankr. E.D.N.Y. Case No. 15-43749 Chapter 11 Petition filed August 13, 2015 See http://bankrupt.com/misc/nyeb15-43749.pdf Filed Pro Se In re Zabidury Cuisine Inc. Bankr. S.D.N.Y. Case No. 15-23160 Chapter 11 Petition filed August 13, 2015 See http://bankrupt.com/misc/nysb15-23160.pdf Filed Pro Se In re Eagle Tremont, LLC Bankr. D.S.C. Case No. 15-04294 Chapter 11 Petition filed August 13, 2015 See http://bankrupt.com/misc/scb15-04294.pdf represented by: Robert H. Cooper, Esq. THE COOPER LAW FIRM E-mail: thecooperlawfirm@thecooperlawfirm.com In re Rebecca Lynn Lester Bankr. M.D. Tenn. Case No. 15-05588 Chapter 11 Petition filed August 13, 2015 In re Cornell Sutton Bankr. M.D. Fla. Case No. 15-03641 Chapter 11 Petition filed August 13, 2015 filed Pro Se In re Kevin James Roberg Bankr. D. Ariz. Case No. 15-10356 Chapter 11 Petition filed August 14, 2015 In re Style Retail Consultants Inc Bankr. D. Ariz. Case No. 15-10376 Chapter 11 Petition filed August 14, 2015 filed Pro Se In re A & A International Shipping Inc Bankr. C.D. Cal. Case No. 15-22774 Chapter 11 Petition filed August 14, 2015 See http://bankrupt.com/misc/cacb15-22774.pdf filed Pro Se In re Andrade & Ashworth, Inc. Bankr. D. Conn. Case No. 15-31364 Chapter 11 Petition filed August 14, 2015 See http://bankrupt.com/misc/ctb15-31364.pdf represented by: Jefferson Hanna, III, Esq. E-mail: jeffersonhanna@sbcglobal.net In re Pain Relief Specialists, Inc. Bankr. M.D. Ga. Case No. 15-51860 Chapter 11 Petition filed August 14, 2015 See http://bankrupt.com/misc/gamb15-51860.pdf represented by: Wesley J. Boyer, Esq. KATZ, FLATAU, POPSON AND BOYER, LLP E-mail: wjboyer_2000@yahoo.com In re Union Mill Investment LLC Bankr. D. Haw. Case No. 15-01001 Chapter 11 Petition filed August 14, 2015 See http://bankrupt.com/misc/hib15-01001.pdf represented by: William C. McCorriston, Esq. MCCORRISTON MILLER MUKAI MACKINNON LLP E-mail: mccorriston@m4law.com In re Premier Baseball Acadamy, LLC Bankr. D. Nev. Case No. 15-14680 Chapter 11 Petition filed August 14, 2015 See http://bankrupt.com/misc/nvb15-14680.pdf represented by: Richard McKnight, Esq. THE MCKNIGHT LAW FIRM, PLLC E-mail: rmcknight@lawlasvegas.com In re En Buenas Manos Primary Care, Inc. Bankr. S.D. Tex. Case No. 15-50121 Chapter 11 Petition filed August 14, 2015 See http://bankrupt.com/misc/txsb15-50121.pdf represented by: Carl Michael Barto, Esq. LAW OFFICE OF CARL M. BARTO E-mail: cmblaw@netscorp.net In re Larry E. Klahn Bankr. W.D. Wis. Case No. 15-12939 Chapter 11 Petition filed August 14, 2015 In re Thomas A Lamont Bankr. S.D. Tex. Case No. 15-50120 Chapter 11 Petition filed August 14, 2015 In re Dennis J McManaway Bankr. E.D.N.Y. Case No. 15-73466 Chapter 11 Petition filed August 15, 2015 In re Harry Blue Ltd. Bankr. S.D.N.Y. Case No. 15-23180 Chapter 11 Petition filed August 16, 2015 See http://bankrupt.com/misc/nysb15-23180.pdf represented by: Lawrence Morrison, Esq. MORRISON TENENBAUM PLLC E-mail: morrlaw@aol.com In re Kenneth A. Bellows Bankr. D. Alaska Case No. 15-00245 Chapter 11 Petition filed August 17, 2015 In re Darryl Julian Fisher Bankr. D. Ariz. Case No. 15-10416 Chapter 11 Petition filed August 17, 2015 In re Matthew A. McClure and Michelle L. McClure Bankr. W.D. Ark. Case No. 15-72088 Chapter 11 Petition filed August 17, 2015 In re Loryjor Investment Corporation Bankr. C.D. Cal. Case No. 15-22903 Chapter 11 Petition filed August 17, 2015 See http://bankrupt.com/misc/cacb15-22903.pdf Filed Pro Se In re Andrea Ann Eubanks Bankr. N.D. Cal. Case No. 15-31059 Chapter 11 Petition filed August 17, 2015 In re Nakatoma Acquisitions LLC Bankr. N.D. Cal. Case No. 15-42536 Chapter 11 Petition filed August 17, 2015 See http://bankrupt.com/misc/canb15-42536.pdf Filed Pro Se In re Southwest Heating & Cooling, LLC Bankr. D. Colo. Case No. 15-19189 Chapter 11 Petition filed August 17, 2015 See http://bankrupt.com/misc/cob15-19189.pdf represented by: Elizabeth Domenico, Esq. ROBINSON & HENRY, P.C. E-mail: liz@robinsonandhenry.com In re James W. Fife, Jr. and Janet S. Fife Bankr. M.D. Fla. Case No. 15-03681 Chapter 11 Petition filed August 17, 2015 In re Philip Joseph Matonte Bankr. M.D. Fla. Case No. 15-08381 Chapter 11 Petition filed August 17, 2015 In re Raymond Walker Moore, III Bankr. E.D.N.C. Case No. 15-04481 Chapter 11 Petition filed August 17, 2015 In re High Card Industries, LLC Bankr. N.D. Ohio Case No. 15-41470 Chapter 11 Petition filed August 17, 2015 See http://bankrupt.com/misc/ohnb15-41470.pdf represented by: Anthony J. DeGirolamo, Esq. E-mail: ajdlaw@sbcglobal.net In re High Card Properties LLC Bankr. N.D. Ohio Case No. 15-41471 Chapter 11 Petition filed August 17, 2015 See http://bankrupt.com/misc/ohnb15-41471.pdf represented by: Anthony J. DeGirolamo, Esq. E-mail: ajdlaw@sbcglobal.net In re Christian Karl-Heinz Schuster Bankr. D. Or. Case No. 15-33959 Chapter 11 Petition filed August 17, 2015 In re RCLM INC. Bankr. E.D. Pa. Case No. 15-15870 Chapter 11 Petition filed August 17, 2015 See http://bankrupt.com/misc/paeb15-15870.pdf represented by: James J. O'Connell, Esq. E-mail: jamesjoconnell@verizon.net In re Enrique Rodriguez Narvaez and Myrna Iris Rivera Ortiz Bankr. D.P.R. Case No. 15-06277 Chapter 11 Petition filed August 17, 2015 In re E. L. CAR Corporation Bankr. D.P.R. Case No. 15-06278 Chapter 11 Petition filed August 17, 2015 See http://bankrupt.com/misc/prb15-06278.pdf represented by: Manolo R. Santiago, Esq. E-mail: mrsmanolo@gmail.com In re Stephen Elton Leach and Sheila Kay Leach Bankr. N.D. Tex. Case No. 15-43307 Chapter 11 Petition filed August 17, 2015 In re Timothy D. Wilson Bankr. E.D. Wis. Case No. 15-29367 Chapter 11 Petition filed August 17, 2015 In re Kenneth J. Moore and Patricia T. Moore Bankr. D. Ariz. Case No. 15-10479 Chapter 11 Petition filed August 18, 2015 In re Shawn M. Coleman Bankr. D. Ariz. Case No. 15-10484 Chapter 11 Petition filed August 18, 2015 In re Michael McNulty Bankr. C.D. Cal. Case No. 15-22962 Chapter 11 Petition filed August 18, 2015 In re Wabasso Street LLC Bankr. S.D. Fla. Case No. 15-24952 Chapter 11 Petition filed August 18, 2015 See http://bankrupt.com/misc/flsb15-24952.pdf represented by: Richard Siegmeister, Esq. RICHARD SIEGMEISTER P.A. E-mail: rspa111@att.net In re Stephen Martin Newton Bankr. N.D. Ga. Case No. 15-65664 Chapter 11 Petition filed August 18, 2015 represented by: Scott B. Riddle, Esq. LAW OFFICE OF SCOTT B. RIDDLE, LLC E-mail: scott@scottriddlelaw.com In re Newton Retail Hardware Corporation Bankr. N.D. Ga. Case No. 15-65665 Chapter 11 Petition filed August 18, 2015 See http://bankrupt.com/misc/ganb15-65665.pdf represented by: Scott B. Riddle, Esq. LAW OFFICE OF SCOTT B. RIDDLE, LLC E-mail: scott@scottriddlelaw.com In re Kevin Smith and Susan Smith Bankr. N.D. Ill. Case No. 15-28256 Chapter 11 Petition filed August 18, 2015 In re Stephen Ho Lee and Eun Soo Lee Bankr. D. Md. Case No. 15-21473 Chapter 11 Petition filed August 18, 2015 In re Gregory Redford and Nevis Gail Redford Bankr. W.D. Ky. Case No. 15-10824 Chapter 11 Petition filed August 18, 2015 In re Omsal, LLC Bankr. D.N.J. Case No. 15-25577 Chapter 11 Petition filed August 18, 2015 See http://bankrupt.com/misc/njb15-25577.pdf represented by: Audwin Levasseur, Esq. HARTBAKIN & LEVASSEUR PA E-mail: audwin.esq@gmail.com In re Real Estate & Building Inc. Bankr. D.N.J. Case No. 15-25578 Chapter 11 Petition filed August 18, 2015 See http://bankrupt.com/misc/njb15-25578.pdf represented by: Joseph Casello, Esq. COLLINS, VELLA & CASELLO Email: jcasello@cvclaw.net In re Prima Pasta & Cafe, Inc. Bankr. E.D.N.Y. Case No. 15-43802 Chapter 11 Petition filed August 18, 2015 See http://bankrupt.com/misc/nyeb15-43802.pdf represented by: Desiree Claudio, Esq. CLAUDIO & JOHNSON ATTORNEYS AT LAW E-mail: dclaudio@claudiojohnsonlaw.com In re Hayes Land Holdings, LLC Bankr. N.D.N.Y. Case No. 15-11711 Chapter 11 Petition filed August 18, 2015 See http://bankrupt.com/misc/nynb15-11711.pdf filed Pro Se In re Penn West Financial Center, LLC Bankr. W.D. Pa. Case No. 15-70578 Chapter 11 Petition filed August 18, 2015 See http://bankrupt.com/misc/pawb15-70578.pdf represented by: Rodney D. Shepherd, Esq. LAW OFFICES OF RODNEY SHEPHERD E-mail: rodsheph@cs.com In re Dragon Dreams Museum, Inc. Bankr. E.D. Tenn. Case No. 15-13580 Chapter 11 Petition filed August 18, 2015 See http://bankrupt.com/misc/tneb15-13580.pdf represented by: W. Thomas Bible, Jr., Esq. LAW OFFICE OF W. THOMAS BIBLE, JR. E-mail: wtbibleecf@gmail.com In re Brian A Hansen and Amie R Hansen Bankr. E.D. Wis. Case No. 15-29453 Chapter 11 Petition filed August 18, 2015 In re David A Staszak and Valerie A Staszak Bankr. W.D. Wis. Case No. 15-12976 Chapter 11 Petition filed August 18, 2015 In re Luis Gutierrez and Elizabeth Gutierrez Bankr. C.D. Cal. Case No. 15-12768 Chapter 11 Petition filed August 19, 2015 In re Joseph Thomas Bubonic and Mary Ann Bubonic Bankr. C.D. Cal. Case No. 15-14128 Chapter 11 Petition filed August 19, 2015 In re Commercial Property Ventures LLC Bankr. D. Colo. Case No. 15-19291 Chapter 11 Petition filed August 19, 2015 Filed Pro Se In re Thomas Sexton and Denice M Sexton Bankr. S.D. Fla. Case No. 15-25031 Chapter 11 Petition filed August 19, 2015 In re Brandon Ward Bankr. E.D.N.Y. Case No. 15-43818 Chapter 11 Petition filed August 19, 2015 In re Light Energy Management II, LLC Bankr. N.D.N.Y. Case No. 15-11728 Chapter 11 Petition filed August 19, 2015 See http://bankrupt.com/misc/nynb15-11728.pdf represented by: Sara C. Temes, Esq. BOND, SCHOENECK & KING, PLLC E-mail: stemes@bsk.com In re E. Brooks Wilkins Family Medicine, P.A. Bankr. E.D.N.C. Case No. 15-04520 Chapter 11 Petition filed August 19, 2015 See http://bankrupt.com/misc/nceb15-04520.pdf represented by: James C. White, Esq. LAW OFFICE OF JAMES C. WHITE, P.C. E-mail: jimwhite@jcwhitelaw.com In re Christopher J. Nussbaumer Bankr. E.D. Pa. Case No. 15-15926 Chapter 11 Petition filed August 19, 2015 In re Hiram Rivera Vega Bankr. D.P.R. Case No. 15-06351 Chapter 11 Petition filed August 19, 2015 In re Diane Rose Maestri Bankr. E.D. Va. Case No. 15-12888 Chapter 11 Petition filed August 19, 2015 In re Rigoberto Gonzalez Bankr. E.D. Cal. Case No. 15-13310 Chapter 11 Petition filed August 20, 2015 In re Littleton Day Surgery Center, LLC. Bankr. D. Colo. Case No. 15-19305 Chapter 11 Petition filed August 20, 2015 See http://bankrupt.com/misc/cob15-19305.pdf represented by: Kevin S. Neiman, Esq. LAW OFFICES OF KEVIN S. NEIMAN, PC E-mail: kevin@ksnpc.com In re Richardson's Family Funeral Care, Inc. Bankr. N.D. Fla. Case No. 15-40444 Chapter 11 Petition filed August 20, 2015 See http://bankrupt.com/misc/flnb15-40444.pdf represented by: Allen Turnage, Esq. LAW OFFICE OF ALLEN TURNAGE, P.A. E-mail: service@turnagelaw.com In re Miguel Tejeda Bankr. S.D. Fla. Case No. 15-25064 Chapter 11 Petition filed August 20, 2015 In re Cardiology Associates of Atlanta PC Bankr. N.D. Ga. Case No. 15-65792 Chapter 11 Petition filed August 20, 2015 See http://bankrupt.com/misc/ganb15-65792.pdf represented by: Leonard R. Medley III, Esq. MEDLEY & ASSOCIATES, LLC E-mail: leonard@mkalaw.com In re Stavroula V. Partalis Bankr. N.D. Ill. Case No. 15-28468 Chapter 11 Petition filed August 20, 2015 In re The Linn Family Trust Bankr. N.D. Ind. Case No. 15-32061 Chapter 11 Petition filed August 20, 2015 See http://bankrupt.com/misc/innb15-32061.pdf filed Pro Se In re Leonard Jack McNeilly and Jo Nell Newton McNeilly Bankr. W.D.N.C. Case No. 15-40342 Chapter 11 Petition filed August 20, 2015 In re H2O Hospitality, LLC Bankr. W.D. Va. Case No. 15-61579 Chapter 11 Petition filed August 20, 2015 See http://bankrupt.com/misc/vawb15-61579.pdf represented by: Leonard R. Medley III, Esq. MEDLEY & ASSOCIATES, LLC E-mail: leonard@mkalaw.com In re Fidalgo 2010 LLC Bankr. W.D. Wash. Case No. 15-15045 Chapter 11 Petition filed August 20, 2015 See http://bankrupt.com/misc/vawb15-15045.pdf represented by: Larry B. Feinstein, Esq. VORTMAN & FEINSTEIN E-mail: feinstein1947@gmail.com In re Richard Bernard Engley, Jr. and Jennifer Anne Engley Bankr. W.D. Wash. Case No. 15-43905 Chapter 11 Petition filed August 20, 2015 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2015. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000 or Nina Novak at 202-362-8552. *** End of Transmission ***