/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/150831.mbx T R O U B L E D C O M P A N Y R E P O R T E R Monday, August 31, 2015, Vol. 19, No. 243 Headlines 21ST CENTURY ONCOLOGY: EY Replaces Deloitte as Accountants 449 K STREET: Voluntary Chapter 11 Case Summary ACG CREDIT: Chapter 11 Case Dismissed Pursuant to Agreement ALION SCIENCE: S&P Raises CCR to 'B', Off CreditWatch Positive ALLIED NEVADA: Bridge Capital Seeks Relief From Automatic Stay ALLIED NEVADA: Court Approves Employee Compensation Plans ALLIED NEVADA: Court Grants CAT Financial Relief From Stay ALLIED NEVADA: Court Grants Stay Relief to Banc of America ALLIED NEVADA: Plan Goes to Oct. 6 Confirmation Hearing ALLIED NEVADA: Tuttle Seeks Appointment of Examiner ALONSO & CARUS: Panel Hires Lowenstein Sandler as Counsel ALPHA NATURAL: Seeks Confirmation of Escrow Agent's Authority ALPHA NATURAL: U.S. Trustee Balks at Undisclosed Financing Terms AMERICAN POWER: Completes $3.25 Million Term Loan Financing ANDEANGOLD LTD: Delays Filing of Annual Financial Statements APOLLO MEDICAL: Amends Second Quarter Form 10-Q to Add Disclosure ARCHER HEALTHCARE: Nursing Home Put on Foreclosure Sale ASPEN GROUP: Amends Fiscal 2015 Annual Report ASSET RESOLUTION: Trustee's Settlement with Combat Brands Denied ATLANTIC & PACIFIC: Court Approves Global Bidding Procedures ATLANTIC & PACIFIC: Has Final Authority to Close Stores BAHA MAR: Committee Wants to Retain Cooley LLP as Lead Counsel BAHA MAR: Panel Can Retain Whiteford Taylor as Delaware Counsel BAHA MAR: U.S. Trustee Balks at Employment of Glinton Sweeting BEECHWOODS ESTATES: Case Summary & 4 Largest Unsecured Creditors BLAINE BRUNDAGE: Ruling in Anderson Suit Partially Reversed BMB MUNAI: Peter Rosten Reports 8.9% Equity Stake as of Aug. 11 BOOMERANG TUBE: Can Assume Plan Support Agreement BRUSH CREEK: Creditors Want Case Converted to Ch. 7 Liquidation BUNKERS INT'L: Files for Ch 11 After PNC Bank Cut Off Funds BUNKERS INTERNATIONAL: Case Summary & 20 Top Unsecured Creditors CANDAX ENERGY: Gets Addt'l Waiver Extension on Facility Agreement CANNABIS SCIENCE: Reports $4.35 Million Net Loss in Q1 CINEMARK USA: Moody's Assigns Ba1 Rating on New Sec. Term Loan COMSTOCK MINING: Gets Stockholder OK for Pref. Stock Conversion CORPORATE RESOURCE: Hires Gellert Scali as Counsel CORPORATE RESOURCE: Hires WilmerHale as Special Finance Counsel CORPORATE RESOURCE: Taps Carter Ledyard as Litigation Counsel CTI BIOPHARMA: Provides July Financial Report CUBIC ENERGY: Gets Unfavorable Decision in "Gloria's Ranch" Suit CURTIS JAMES JACKSON: Selling Mansion to Get Out of Bankruptcy CYMA CLEANING: Case Summary & 20 Largest Unsecured Creditors DEWEY & LEBOEUF: Ex-Chairman Wants Fraud Charges Dismissed DITO INC.: Case Summary & 20 Largest Unsecured Creditors DOVER DOWNS: Henry B. Tippie Reports 37.7% Stake as of Aug. 4 EARL GAUDIO: Court Approves Mercho Caughey as Conflicts Counsel EDEN GARDENS II: Case Summary & 12 Largest Unsecured Creditors EDEN GARDENS: Case Summary & 13 Largest Unsecured Creditors EL PASO: Court Disapproves Motion to Extend Exclusive Periods ENERGY FUTURE: Plan Confirmation Hearing Set for Nov. 3 ENERGY FUTURE: Unmanifested Claimants' Bid for Legal Rep. Denied EVERGLADES SUPPORTIVE: Case Summary & 12 Top Unsecured Creditors FLETCHER INCOME: 5th Cir. Reverses Ruling in La. Pension Fund Suit FREE GOSPEL: Alan Stokes & Associates Tapped as Accountant FREE GOSPEL: Chapter 11 Trustee Objects to Hiring of Accountant FRONTIER STAR: Amends List of 20 Largest Unsecured Creditors FRONTIER STAR: Court Orders Joint Administration of Ch. 11 Cases FRONTIER STAR: Files Schedules of Assets and Liabilities FRONTIER STAR: Hardee's Restaurant Put on Sale for $2.66 Million FWLL LLC: Case Summary & 20 Largest Unsecured Creditors GRAFTECH INT'L: S&P Affirms 'B+' CCR, Outlook Negative HALCON RESOURCES: Announces Debt Exchanges, Gets NYSE Notice HARDWARE HOLDINGS: S&P Lowers CCR to 'CCC+', Outlook Negative HAWAIIAN TELCOM: S&P Affirms 'B' Corp Credit Rating, Outlook Stable HERCULES OFFSHORE: Shares Delisted From Nasdaq HERCULES OFFSHORE: Wins Nod to Assume Restructuring Pact HOLY HILL: Palisades Capital Acquires Sunset Blvd. Plot for $30M IMH FINANCIAL: SRE Loan Maturity Extended to Nov. 23 INSITE VISION: Amends Merger Agreement with QLT JC PENNEY: Fitch Hikes Issuer Default Rating to B-, Outlook Stable LEE STEEL: Files Amended Schedules of Assets and Liabilities LEE STEEL: Plan Filing Exclusivity Expires Sept. 30 MAGNETATION LLC: Fredrickson & Byron OK'd to Handle Labor Issues MARINA BIOTECH: Registers 6.2 Million Shares for Resale MAS CASA LLC: Voluntary Chapter 11 Case Summary MGM RESORTS: Signs Employment Agreement with EVP and CFO MICHAEL BROWN: "Apostolopoulos" Partial Summary Judgment Reversed MICHAEL BROWN: "Bogatcheva" Partial Summary Judgment Reversed MICHAEL BROWN: "Khachaturyan" Partial Summary Judgment Reversed NATURALSHRIMP INC: Turner Stone Expresses Going Concern Doubt NAVISTAR INTERNATIONAL: To Hold Q3 Conference Call on Sept. 2 NEW TOWNE CENTER: Filmmaker Buys McLemore Avenue Center for $1.9M NIRVANA SPRING: Delays Job Cuts; To Be Auctioned on Oct. 14 NW VALLEY: Court Approves Lucarelli & Lucarelli as Tax Accountant ORLANDO GATEWAY: Court Denies U.S. Trustee's Bid to Dismiss Case ORLANDO GATEWAY: Exclusive Periods Terminated as of July 31 ORLANDO GATEWAY: Use of Cash Collateral Set to Expire Aug. 31 PACIFIC RECYCLING: Case Summary & 20 Largest Unsecured Creditors PACIFIC RECYCLING: Wants to Employ Cable Huston as Attorneys PARKVIEW ADVENTIST: Bid for Authority to Use Cash Collateral Denied PATRIOT COAL: Admin. Claims Deadline for Select Claimants Extended PATRIOT COAL: Asks Court to Extend Deadline to Remove Suits PATRIOT COAL: Committee Gets Ruling Protecting Confidential Info PATRIOT COAL: Court Approves Key Employee Incentive Plan PATRIOT COAL: EPA, 3 Others Get More Time to File Admin. Claims PATRIOT COAL: Hearing on Bid to Reject CBA Continued Until Sept. 1 PLUG POWER: Axane S.A. No Longer Owns Common Stock PLUG POWER: Issues 1.6 Million Common Shares to Axane PRONERVE HOLDINGS: Plan Confirms Ch. 11 Liquidation Plan QUALITY DISTRIBUTION: Suspending Filing of Reports with SEC RADIOSHACK CORP: Judge Extends Deadline to Remove Suits to Nov. 2 RADIOSHACK CORP: Proposes $40M Settlement With Gift Card Holders REICHHOLD HOLDINGS: Berkeley OK'd as Substitute Financial Advisor RELATIVITY MEDIA: Says Media Attention to Boost Interest in Studio REPUBLIC AIRWAYS: Shares Plunge After Local Union Snubbed Offer ROADRUNNER ENTERPRISES: Automatic Stay Lifted on Va. Properties ROTONDO WEIRICH: Proposes Maschmeyer Karalis as Counsel ROTONDO WEIRICH: Voluntary Chapter 11 Case Summary SAEXPLORATION HOLDINGS: S&P Lowers Corp. Credit Rating to 'SD' SAINT MICHAEL'S MEDICAL: Proposes Cole Schotz as Counsel SAINT MICHAEL'S MEDICAL: Proposes EisnerAmper as Financial Advisor SANTA FE GOLD: Has DIP Financing From Existing Lender SANTA FE GOLD: Proposes ALCS as Claims & Noticing Agent SANTA FE GOLD: Wants Until Oct. 9 to File Schedules SEQUENOM INC: Proposes to Sell $300 Million Securities SFX ENTERTAINMENT: S&P Lowers CCR to 'CCC', Outlook Negative SHAI SHAWN TAMIR: BofA, HSCB and Citi Claims Allowed SIGNAL INTERNATIONAL: Court Sets Claims Bar Dates SIGNAL INTERNATIONAL: Files Schedules of Assets and Liabilities SIGNAL INTERNATIONAL: Hogan Lovells OK'd as Gen. Corporate Counsel SONIA INC: Case Summary & 15 Largest Unsecured Creditors STATION CASINOS: S&P Revises Outlook to Pos. & Affirms 'B' CCR STELLAR BIOTECHNOLOGIES: To Effect a 1-for-10 Reverse Stock Split SUPERMEDIA LLC: Yellow Pages' Bid to Dismiss Appeal Partially OK'd TAMMY LYNN BOWDEN: Bid for Sanctions for Stay Violation Granted THORNTON & CO: Taps Green & Sklarz as Bankruptcy Counsel TRUMP ENTERTAINMENT: Atlantic City Union Barred from Messages TULARE LOCAL: Fitch Hikes Rating on 2007 Fixed Rate Bonds to 'BB-' UNIVERSAL COOPERATIVES: Has Until Oct. 6 to File Plan USA DISCOUNTERS: Seeks to Reject 27 USA Living Leases VICTORY ENERGY: Aurora Gets Forbearance From Texas Capital Bank VICTORY ENERGY: Incurs $1.3 Million Net Loss in Second Quarter VISCOUNT SYSTEMS: Posts C$2.3 Million Net Income for Q2 WESTMORELAND RESOURCE: Presented at Citi 2015 MLP Conference WINLAND OCEAN: U.S. Trustee Wins Dismissal of Cases WORLD ACCEPTANCE: S&P Affirms 'B+' ICR, Outlook Remains Negative Z'TEJAS SCOTTSDALE: Cornbread Ventures Acquires Company [^] BOND PRICING: For the Week from Aug. 24 to 28, 2015 ********* 21ST CENTURY ONCOLOGY: EY Replaces Deloitte as Accountants ---------------------------------------------------------- 21st Century Oncology Holdings, Inc. notified Deloitte & Touche LLP that it was dismissed as the Company's independent registered public accounting firm, effective Aug. 25, 2015. The decision to change accounting firms was approved by the Audit Committee of the Board of Directors of the Company and by the Board of Directors of the Company, according to a regulatory filing with the Securities and Exchange Commission. During the Company's two most recent fiscal years ended Dec. 31, 2014, and 2013 and during the period from Jan. 1, 2015, through Aug. 25, 2015, the Company has not had any disagreement with Deloitte. Additionally, as disclosed in the Company's quarterly report on Form 10-Q during the quarter ended June 30, 2015, the Company identified a material weakness related to the design of its regulatory compliance monitoring procedures for Urology. Specifically, the scope of the compliance work programs and procedures did not address all relevant risks to the organization, including procedures to test for the medical necessity of claims in Urology related to fluorescence in situ hybridization. Moreover, as disclosed in the Company's annual report on Form 10-K for the fiscal year ended Dec. 31, 2013, the Company had a material weakness in internal controls over financial reporting related to its internal communications regarding the identification of and accounting for the loss contingency, along with the related disclosure regarding certain subpoenas the Company received in February 2014, from the Office of Inspector General of the U.S. Department of Health and Human Services. Such material weakness was remediated in 2014. Deloitte's reports on the Company's consolidated financial statements as of and for the fiscal years ended Dec. 31, 2014, and 2013 did not contain any adverse opinion or a disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope or accounting principles. On Aug. 25, 2015, the Company approved the engagement of Ernst & Young LLP as the Company's new independent registered public accounting firm. The engagement of EY had previously been approved by the Audit Committee of the Board of Directors of the Company on Aug. 24, 2015, and by the Board of Directors of the Company on Aug. 25, 2015. During the years ended Dec. 31, 2014, and 2013 and the subsequent interim period through Aug. 25, 2015, neither the Company nor anyone acting on its behalf consulted with EY. About 21st Century 21st Century Oncology, Inc., formerly known as Radiation Therapy Services, Inc. ("RTS") owns and operates radiation treatment facilities in the US and Latin America. As of June 30, 2015, the Company had $1.14 billion in total assets, $1.28 billion in total liabilities, $378 million in series A convertible redeemable preferred stock, $68.8 million in non-controlling interests - redeemable, and total deficit of $588 million. * * * As reported by the TCR on Feb. 27, 2015, Moody's Investors Service upgraded 21st Century Oncology, Inc.'s Corporate Family Rating and Probability of Default Rating to B3 and B3-PD, respectively. The upgrade of the Corporate Family Rating to B3 and SGL to SGL-2 reflects the receipt of a $325 million preferred equity investment from the Canada Pension Plan Investment Board and subsequent debt reduction. In the April 16, 2015, edition of the TCR, Standard & Poor's Ratings Services affirmed its 'B-' corporate credit rating on Fort Myers-based cancer care provider 21st Century Oncology Holdings Inc. 449 K STREET: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: 449 K Street, LLC 449 K Street, NW Washington, DC 20001 Case No.: 15-00442 Chapter 11 Petition Date: August 27, 2015 Court: United States Bankruptcy Court District of Columbia (Washington, D.C.) Debtor's Counsel: Michael H. Selter, Esq. MANELLI SELTER PLLC 2000 M Street, #700 Washington, DC 20036 Tel: 202-261-1000 Email: mselter@mdslaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The Debtor did not include a list of its largest unsecured creditors when it filed the petition. ACG CREDIT: Chapter 11 Case Dismissed Pursuant to Agreement ----------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware dismissed the Chapter 11 case of ACG Credit Company II, LLC, pursuant to an agreed order regarding the motion of the United State Trustee for entry of an order converting the Debtor's Chapter 11 case to a case under Chapter 7 of the Bankruptcy Code, or dismiss the case. The agreement was entered among the Debtor, Fine Art Finance, LLC, Art Capital Group, LLC, Art Capital Group, Inc., ACG Credit Company, LLC and Ian S. Peck, and Michael Du Frayne, the Debtor's chief restructuring officer, Executive Sounding Board Associates LLC, and the U.S. Trustee. All objections to the motion were resolved. As reported in the TCR on June 1, 2015, in seeking conversion, the Debtor's CRO said that the Debtor has been unable to pay certain administrative expense costs when due. Mr. Frayne said that since the fees and expenses of the CRO and trustee remain administrative expenses of the Debtor and cannot be paid, the Debtor's case is administratively insolvent and must be converted. ACG Finance Company, LLC, Fine Art Finance, LLC, Art Capital Group, LLC, Art Capital Group, Inc., ACG Credit Company, LLC, and Ian S. Peck opposed the conversion motion, instead asking the Court to dismiss the Chapter 11 case. The CT Counterparties' counsel, Francis B. Majorie, Esq., at The Majorie Firm, LTD, in Dallas, Texas, argued that the Debtor's CRO is presently holding a $20,000 retainer which is sufficient to pay the outstanding balance of the ESBA fees. Mr. Majorie further argues that the Other CT Counterparties are causing a wire to be sent to ESBA for the $19,343, as well as $10,400 to be wired to the Debtor's account. For these reasons, Mr. Majorie believed that the case must be dismissed and not converted. About ACG Credit Company II New York-based ACG Credit Company II, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D. Del. Case No. 14-11500) on June 17, 2014. The Debtor estimated $10 million to $50 million in assets and $1 million to $10 million in liabilities. Ian Peck, as director, signed the petition. Gellert Scali Busenkell & Brown, LLC, serves as the Debtor's counsel. ALION SCIENCE: S&P Raises CCR to 'B', Off CreditWatch Positive -------------------------------------------------------------- Standard & Poor's Ratings Services said it raised its corporate credit rating on McLean, Va.-based Alion Science and Technology Corp. to 'B' from 'B-' and removed the rating from CreditWatch, where S&P placed it with positive implications on July 29, 2015. The outlook is stable. At the same time, S&P affirmed the 'BB-' issue-level rating on the company's proposed $40 million revolver (undrawn at the close of the transaction). The recovery rating on the revolver remains '1', indicating S&P's expectation for very high (90% to 100%) recovery in the event of a default. Additionally, S&P affirmed the 'B' issue-level rating on the company's $300 million first-lien term loan B. The recovery rating on the first-lien term loan B remains '3', indicating S&P's expectation for meaningful (50% to 70%; higher end of the range) recovery in the event of a payment default. "The upgrade reflects the closing of Veritas Capital's acquisition of Alion Science and Technology Corp. for $715 million on Aug. 19, 2015," said Standard & Poor's credit analyst Peter Bourdon. "As a result of the transaction, Alion's leverage improved to the mid-6x range from the mid-9x range at year-end 2014 due to about a $120 million decrease in debt outstanding compared to debt outstanding as of June 30, 2015," he added. S&P's assessment of Alion's business risk profile as "weak," as defined in S&P's criteria, incorporates the company's presence in the highly competitive government services market and high customer concentration. S&P assesses the company's financial risk profile as "highly leveraged," which reflects both the company's leverage in the mid-6x area and its financial sponsor ownership that S&P views as precluding sustained debt reduction. The stable outlook reflects S&P's expectation that Alion will continue to achieve positive revenue and EBITDA growth and that leverage will remain in the mid-6x area. S&P would lower the rating if funding delays, budget cuts, or a deteriorating competitive position reverse the recent positive operating trends, resulting in leverage sustained above 7x. While unlikely in the next year, S&P could raise the rating if the company continues to meet our operational expectations while also committing to a target leverage level of less than 5x. ALLIED NEVADA: Bridge Capital Seeks Relief From Automatic Stay -------------------------------------------------------------- Bridge Capital Leasing, LLC, asks the U.S. Bankruptcy Court for the District of Delaware for relief from the automatic stay with regard to certain equipment leased to the Allied Nevada Gold Corp. and its affiliated debtors by Bridge Capital. The Debtors are indebted to Bridge Capital pursuant to two capital leases secured by the following: (1) 1 Komatsu Model 930E-3 Electric Mining Truck, with Serial Number A31557 and (2) 1 Komatsu Model 930E-4 Electric Mining Truck, with Serial Number A31561. As of Aug. 6, 2015, the Debtors owe Bridge Capital the principal sum of $2,518,345 as to Truck 31557 and the principal sum of $2,419,168 as to Truck 31561. The trucks are presently located at the Hycroft Mine in Nevada, which is owned by Debtor Allied Nevada. The Debtors have suspended operations at the Hycroft Mine and has ceased using the trucks. They have stopped making the monthly postpetition payments to Bridge Capital. Stanley B. Tarr, Esq., at Blank Rome LLP, in Wilmington, Delaware, tells the Court that the Debtors and Bridge Capital have agreed to the terms of the surrender of the trucks, have executed a Stipulation, and consented to the entry of an order approving the Stipulation. The Stipulation contains, among others, these terms: (a) The Parties agree that the automatic stay is modified to the extent necessary to permit Bridge Capital to sell the Collateral in a commercially reasonable manner as soon as practicable, following entry of an Order approving the Stipulation. (b) The Debtors agree to permit Bridge Capital and its agents: (i) reasonable access to the Collateral at its present location; (ii) to sell the Collateral from its present location; and (iii) to remove the Collateral out of the Hycroft Mine prior to the actual sale of the Collateral if Bridge Capital deems it necessary. (c) In the interim between the entry of an order approving the Stipulation and Bridge Capital's repossession of the Collateral, the Debtors will take reasonable steps to preserve and protect the Collateral against damage, theft or other loss to the extent required by the terms of each Equipment Lease and/or applicable bankruptcy and non-bankruptcy law until Bridge Capital takes possession of the Collateral. (d) Bridge Capital shall commence the Sale Process as soon as practicable following entry of an order approving this Stipulation. (e) Bridge Capital will be granted an allowed secured claim as to each of the leases in the amount of the Sale Prices for the respective Collateral, which Allowed Secured Claims shall be a part of the Class 3 Other Secured Claims as set forth in Debtor’s Amended Joint Chapter 11 Plan of Reorganization, and such Allowed Secured Claims shall be fully and finally satisfied by surrender of the Collateral and Bridge Capital shall not be entitled to any other or further distribution from the Debtors and their estates on account of the Allowed Secured Claims. (f) To the extent that the proceeds of the Sale Process are less than the amounts owed, Bridge Capital shall have unsecured claims for the amount of the respective deficiencies, and such Unsecured Claims, if any, shall be classified as Unsecured Claims as set forth in the Amended Plan; provided, that the Debtors, their estates and any other party in interest shall retain the right to object to the amount of such Unsecured Claims. Allied Nevada Gold Corp. and its affiliated Debtors are represented by: Stanley B. Tarr, Esq. Michael D. DeBaecke, Esq. Victoria A. Guilfoyle, Esq. BLANK ROME LLP 1201 N. Market Street, Suite 800 Wilmington, DE 19801 Telephone: (302)425-6400 Facsimile: (302)425-6464 Email: Tarr@BlankRome.com Debaecke@BlankRome.com Guilfoyle@BlankRome.com - and - Ira S. Dizengoff, Esq. Philip C. Dublin, Esq. Alexis Freeman, Esq. AKIN GUMP STRAUSS HAUER & FELD LLP One Bryant Park New York, NY 10036 Telephone: (212)872-1000 Facsimile: (212)872-1002 Email: idizengoff@akingump.com pdublin@akingump.com afreeman@akingump.com Bridge Capital Leasing, Inc. is represented by: Joseph C. Savino, Esq. LAZER, APTHEKER, ROSELLA & YEDID, P.C. 525 Okeechobee Blvd., Suite 1670 West Palm Beach, FL 33401 Telephone: (631)761-0855 Facsimile: (631)761-0732 Email: savino@larypc.com About Allied Nevada Gold Corp. 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: Court Approves Employee Compensation Plans --------------------------------------------------------- Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware granted Allied Nevada Gold Corp., et al.'s motion for the authorization and approval of: (a) a key employee incentive plan, (b) a non-insider employee retention plan, and (c) a severance plan. The Official Committee of Equity Security Holders objected to the Debtors' motion, contending that the Debtors have failed to demonstrate that the KEIP is truly intended to award Insiders for performance at a time of reduced responsibilities and that the KEIP does not comply with the statutory requirements of Section 503(c)(1). The Official Committee further contends that as for the second non-insider KERP and the Severance Plan, the Debtors must supplement the record to make a proper showing of sufficient facts and circumstances to justify the bonuses and the Severance Plan. The Official Committee eventually withdrew its objection to the Debtors' motion. On behalf of the Debtors, Stanley B. Tarr, Esq., at Blank Rome LLP, in Wilmington, Delaware, tells the Court that the KEIP (a) is an incentive plan carefully and reasonably designed to maximize the value of the Debtors' estates, (b) is consistent with industry standards, (c) constitutes a reasonable exercise of the Debtors' sound business judgment, and (d) was developed with the independent advice of executive compensation expert John Dempsey, a partner at Mercer (US) Inc. He further tells the Court that the KERP and the Severance Plan likewise constitute reasonable exercises of the Debtors' sound business judgment, which are necessary to help retain the remaining 138 employees who are needed to maintain the Debtors' Ongoing Operations and, hence, allow them to successfully reorganize. Judge Walrath authorized the Debtors to implement the KEIP, KERP and Severance Plan, including the making of payments to or on behalf of the employees upon the achievement of the goal set forth in the said plans, in the following amounts: (a) $540,000 on account of KEIP Payments; (b) $682,276 on account of KERP Payments; and (c) $3.991 million on account of the Severance Plan. Judge Walrath ordered that the KEIP, KERP and Severance Plan shall replace and supersede: (i) with respect to any and all employment agreements between the Debtors and any of their current officers and employees, (a) any and all incentive or other bonus that may be payable under such agreements, (b) payments or benefits that may be payable or provided following a “change in control,” “triggering event” or phrase of similar nature, or (c) severance or other benefits that may be payable or provided following a termination of an employee; (ii) the Non-Insider KEIP; provided, however, that the incentive payments earned thereunder for Q2 2015 in the amount of $193,000 shall be paid in accordance with the Order approving the Non-Insider KEIP; and (iii) any and all incentive plans available to the Debtors' employees that existed prior to the Petition Date. Judge Walrath further ordered that notwithstanding the foregoing, the KEIP, KERP and Severance Plan shall not replace or supersede the Debtors' short-term cash-based bonus program applicable to hourly employees of the Debtors, which is paid on a quarterly basis, or the Debtors' supplemental executive retirement program. The Official Committee of Equity Security Holders is represented by: Patrick J. Reilley, Esq. COLE SCHOTZ, P.C. 500 Delaware Avenue, Suite 1410 Wilmington, DE 19801 Telephone: (302)652-3131 E-mail: preilley@coleschotz.com - and - Janice B. Grubin, Esq. LECLAIRRYAN, APC 885 Third Avenue, 16th Floor New York, NY 10022 Telephone: (212)634-5016 Facsimile: (212)634-5062 E-mail: janice.grubin@leclairryan.com - and - Michael J. Crosnicker, Esq. LECLAIRRYAN, APC 2318 Mill Road, Suite 1100 Alexandria, VA 22314 Telephone: (703)647-5970 Facsimile: (703)647-5973 E-mail: michael.crosnicker@leclairryan.co Allied Nevada Gold Corp., et al., are represented by: Stanley B. Tarr, Esq. Michael D. DeBaecke, Esq. Victoria A. Guilfoyle, Esq. BLANK ROME LLP 1201 N. Market Street, Suite 800 Wilmington, DE 19801 Telephone: (302)425-6400 Facsimile: (302)425-6464 E-mail: Tarr@BlankRome.com Debaecke@BlankRome.com Guilfoyle@BlankRome.com - and - Ira S. Dizengoff, Esq. Philip C. Dublin, Esq. Sean E. O'Donnell, Esq. Alexis Freeman, Esq. Matthew C. Fagen, Esq. AKIN GUMP STRAUSS HAUER & FELD LLP One Bryant Park New York, NY 10036 Telephone: (212)872-1000 Facsimile: (212)872-1002 E-mail: idizengoff@akingump.com pdublin@akingump.com sodonnell@akingump.com afreeman@akingump.com mfagen@akingump.com About Allied Nevada Gold 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: Court Grants CAT Financial Relief From Stay ---------------------------------------------------------- Caterpillar Financial Services Corporation sought and obtained from Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware an order granting relief from the automatic stay with regard the following equipment: (1) Caterpillar 7495HR2 Electric Rope Shovel, Serial No. 00141486; (2) Caterpillar 7495HR2 Electric Rope Shovel, Serial No. 00141487; (3) Caterpillar 7495HR2 Electric Rope Shovel, Serial No. 00141488; (4) 1 used D10R Caterpillar Track Type Tractor, Serial No. AKT75002; (5) 1 new 834H Caterpillar Wheel Dozer, Serial No. BTX01258; (6) 1 new 834H Caterpillar Wheel Dozer, Serial No. BTX01276; (7) 1 new D11T Caterpillar Track Type Tractor, Serial No. JEL00331 CAT Financial loaned money to debtor Hycroft Resources & Development, Inc. to acquire three electric rope shovels, and issued the Term Notes and Security Deposit Notes pursuant to their Loan Agreement. Allied Nevada Gold Corp., at. al., currently owe CAT Financial $59,743,137.59 under the Term Notes and the Security Deposit Notes. The shovels have an estimated liquidation value of $40,429,795. CAT Financial also leased certain equipment to HDRI for use at the Hycroft Mine. On July 10, 2015, HRDI informed CAT Financial that it would no longer make payments under the Finance Leases. The Debtors currently owe CAT Financial $6,749,317.12 under the Finance Leases. The estimated liquidation value of the equipment is $5,631,500. CAT Financial has perfected its liens on the shovels and leased equipment. Peter J. Duhig, Esq., at Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, tells the Court that the Debtors have shut down their mining operations at the Hycroft Mine and no longer need the shovels and leased equipment. He further tells the Court that the Debtors have informed CAT Financial that they will no longer be making payments under the Notes or the Finance Leases. Mr. Duhig notes that the Debtors have not made the monthly payments due for July and that the Debtors are in default under the Loan Documents and Finance Leases. He relates that the Debtors have informed CAT Financial that they intend to surrender the shovels and leased equipment back to CAT Financial. Mr. Duhig further tells the court that the automatic stay prevents CAT Financial from exercising its rights to repossess or otherwise protect the shovels and the leased equipment, while its collateral is likely to depreciate in value. Caterpillar Financial Services is represented by: Peter J. Duhig, Esq. BUCHANAN INGERSOLL & ROONEY PC 919 N. Market Street, Suite 1500 Wilmington, DE 19801 Telephone: (302)552-4200 Facsimile: (302)552-4295 E-mail: peter.duhig@bipc.com About Allied Nevada Gold 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: Court Grants Stay Relief to Banc of America ---------------------------------------------------------- Banc of America Leasing & Capital, LLC, et al., sought and obtained from Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware relief from the automatic stay with regard to 16 pieces of equipment. Debtor Allied Nevada Gold Corp. entered into a Master Lease Agreement with BofA, wherein BofA extended credit to Allied Nevada and its affiliated Debtors for the financing of certain commerical equipment. The Debtors then leased equipment from BofA. BofA assigned its rights to the leases of certain equipment, with the lease intended as security, to: (a) People's Capital and Leasing Corp.; (b) MB Financial Bank, N.A.; (c) KeyBank National Association; (d) Washington Federal, a national banking association; and (e) Western Alliance Bank. On June 23, 2015, these proofs of claim were filed in the Debtors' bankruptcy cases: (a) BofA: $9,238,163; (b) People's Capital: $5,313,370; (c) MB Financial: $4,548,652; (d) KEF: $5,572,389; (e) Washington Federal: $5,034,789.34; and (f) Western Alliance: $5,603,520. The Debtors' monthly Base Rent payment for July 2015 with respect to all 16 pieces of equipment total $1,108,810. They are past due their Base Rent payment on 9 of the 16 pieces of equipment in the amount of $567,698. By August 11 2015, the Debtors will be past due on their Base Rent payments on all of the remaining equipment, with the exception of the proposed retained equipment, which the Debtors intend to continue timely paying. J. Cory Falgowski, Esq., at Reed Smith LLP, in Wilmington, Delaware, asserts that BofA, et. al., are entitled to relief from the automatic stay for the following reasons: (a) the Debtors have defaulted under the Lease Documents; (b) the Hycroft Mine has ceased operations; (c) the equipment is depreciating in value and will not be maintained by the Debtors; and (d) the Debtors failed and continue to fail to make adequate protection payments. Banc of America Leasing, et. al., are represented by: J. Cory Falgowski, Esq. REED SMITH LLP 1201 Market Street, Suite 1500 Wilmington, DE 19801 Telephone: (302)778-7500 Facsimile: (302)778-7575 E-mail: jfalgowski@reedsmith.com - and - Marsha A. Houston, Esq. Christopher O. Rivas, Esq. REED SMITH LLP 355 S. Grand Ave., Suite 2900 Los Angeles, CA 90071 Telephone: (213)457-8000 Facsimile: (213)457-8080 E-mail: mhouston@reedsmith.com crivas@reedsmith.com About Allied Nevada Gold 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: Plan Goes to Oct. 6 Confirmation Hearing ------------------------------------------------------- Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware approved on Aug. 28 the disclosure statement explaining Allied Nevada Gold Corp., et al.'s Amended Joint Chapter 11 Plan of Reorganization. On August 27, 2015, a hearing was held to consider, among other things, the approval of the Amended Disclosure Statement. As set forth on the record at the Hearing, the Court (i) indicated it was prepared to enter the Proposed Order, subject to certain modifications to the Amended Disclosure Statement to which the Debtors had agreed with certain parties in interest, and (ii) directed the Debtors to submit, under certification of counsel, a Proposed Order following the filing of a further modified Amended Disclosure Statement. Subsequent to the Hearing, the Debtors filed the modified Amended Disclosure Statement, a full-text copy of which is available for free at http://is.gd/oZJH8S The Plan is a plan of reorganization for each of the Debtors; however, the Plan provides that for purposes of distributions, the Debtors will be substantively consolidated. The Plan provides that a Holder of an Allowed Unsecured Claim will receive either: (i) its Pro Rata share of 100% of the New Common Stock, subject to dilution on account of: (a) the conversion of the New Second Lien Convertible Notes and (b) the exercise of the New Warrants; or (ii) its Pro Rata share of the Convenience Claim Distribution, which is equal to $2,750,000, if a Holder of an Allowed Unsecured Claim (1) holds a claim that is equal to or less than $500,000 or (2) elects to reduce its Claim to an amount equal to or less than $500,000. The Confirmation Hearing will commence at 10:00 a.m. (Prevailing Eastern Time) on Oct. 6, 2015, which date may be continued from time to time without further notice other than adjournments announced at the Confirmation Hearing. Any objections to confirmation of the Plan, including to the assumption of executory contracts and unexpired leases and the proposed cure amounts associated therewith, must be filed on or before Sept. 25. Ballots accepting or rejecting the Plan must be received by Sept. 28. 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: Tuttle Seeks Appointment of Examiner --------------------------------------------------- Brian Tuttle asks the U.S. Bankruptcy Court for the District of Delaware to appoint an examiner with access to and authority to disclose privileged materials of Allied Nevada Gold Corp. Mr. Tuttle contends that the rightful owners of the Debtors' assets may have viable claims not outlined on the Debtors' balance sheet that may only be recovered after an impartial examination. He further contends that if the preponderance of evidence shows that allegations of insider trading have merit, certain stakeholders disadvantaged by such acts may move to extinguish stakeholders who purchased claims in the Debtors' estate with ill gotten gains. Mr. Tuttle alleges that the current managers of the Debtors' assets have not been upfront with certain Equity Holders and may be protecting themselves from prosecution that possibly could result in restitution for the estate. About Allied Nevada Gold 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. ALONSO & CARUS: Panel Hires Lowenstein Sandler as Counsel --------------------------------------------------------- The Official Committee of Unsecured Creditors of Alonso & Carus Iron Works, Inc. seeks authorization from the U.S. Bankruptcy Court for the District of Puerto Rico to retain Lowenstein Sandler LLP as counsel to the Committee, effective July 15, 2015. The Committee requires Lowenstein Sandler to: (a) advise the Committee with respect to its rights, duties, and powers in this Chapter 11 Case; (b) assist and advise the Committee in its consultations with the Debtor relative to the administration of this Chapter 11 Case; (c) assist the Committee in analyzing the claims of the Debtor's creditors and the Debtor's capital structure and in negotiating with holders of claims and equity interests; (d) assist the Committee in its investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtor and of the operation of the Debtor's business; (e) assist the Committee in its investigation of the liens and claims of the holders of the Debtor's pre-petition debt and the prosecution of any claims or causes of action revealed by such investigation; (f) assist the Committee in its analysis of, and negotiations with, the Debtor or any third party concerning matters related to, among other things, the assumption or rejection of certain leases of nonresidential real property and executory contracts, asset dispositions, sale of assets, financing of other transactions and the terms of one or more plans of reorganization for the Debtor and accompanying disclosure statements and related plan documents; (g) assist and advise the Committee as to its communications to unsecured creditors regarding significant matters in this Chapter 11 Case; (h) represent the Committee at hearings and other proceedings; (i) review and analyze applications, orders, statements of operations, and schedules filed with the Court and advise the Committee as to their propriety; (j) assist the Committee in preparing pleadings and applications as may be necessary in furtherance of the Committee's interests and objectives; (k) prepare, on behalf of the Committee, any pleadings, including without limitation, motions, memoranda, complaints, adversary complaints, objections, or comments in connection with any of the foregoing; and (l) perform such other legal services as may be required or are otherwise deemed to be in the interest of the Committee in accordance with the Committee's powers and duties as set forth in the Bankruptcy Code, Bankruptcy Rules, or other applicable law. Lowenstein Sandler will be paid at these hourly rates: Partners $350 Counsel/Senior Associates $275 Associates $200 Paralegals $85 Lowenstein Sandler will also be reimbursed for reasonable out-of-pocket expenses incurred. Jeffrey D. Prol, partner of Lowenstein Sandler, 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. Lowenstein Sandler can be reached at: Jeffrey D. Prol, Esq. LOWENSTEIN SANDLER LLP 65 Livingston Avenue & 6 Becker Farm Road Roseland, NJ 07068 Tel: (973) 597-2490 Fax: (973) 597-2491 E-mail: jprol@lowenstein.com About Alonso & Carus Alonso & Carus Iron Works, Inc., sought Chapter 11 protection (Bankr. D.P.R. Case No. 15-02250) in Old San Juan, Puerto Rico, on March 27, 2015. The case is assigned to Judge Enrique S. Lamoutte Inclan. The Catano, Puerto Rico-based debtor has filed schedules of assets and liabilities, disclosing $23,028,113 in total assets and $14,919,146 in total debts. The Debtor on the Petition Date filed applications to employ Charles A Curpill, PSC Law office, as counsel; and CPA Luis R. Carrasquillo & Co, PSC as financial consultant. ALPHA NATURAL: Seeks Confirmation of Escrow Agent's Authority ------------------------------------------------------------- Alpha Natural Resources, Inc., and its affiliated debtors ask the U.S. Bankruptcy Court for the Eastern District of Virginia, Richmond Division, to confirm the authority of the escrow agent, Steptoe & Johnson PLLC, to take any and all remaining steps to implement the Pittsburgh 8 Transaction. The Pittsburgh 8 Transaction consisted of a closing agreement between Consol Energy Inc.'s subsidiaries Consol Pennsylvania Coal Company, LLC and Conrhein Coal Company, also known as the Consol Parties, with Debtors Alpha Coal Resources Company, LLC, and Pennsylvania Land Holdings Company, LLC, also known as the Alpha Parties. The agreement was to transfer all rights, title and interest of the Alpha Parties in and to a certain portion of the Pittsburgh 8 Seam, and associated coal-bed methane within the subject area, which consists of 2,718 acres, to Consol Pennsylvania Coal and to release certain coal subleases previously made to the Alpha Parties by Conrhein within the subject area. In exchange for these rights and interests, the Consol Parties agreed to pay the Alpha Parties $10 million in cash as well as give other, additional consideration described in the Pittsburgh 8 Transaction documents. Among other things, the Consol Parties agreed to pay royalties relating to mining the Pittsburgh 8 Seam coal in the Subject Area. Consol Pennsylvania Coal and the Alpha Parties executed an escrow agreement to facilitate the prompt consummation of the Pittsburgh 8 Transaction. Henry P. (Toby) Long, III, Esq., at Hunton & Williams LLP, in Richmond, Virginia, tells the Court that the Escrow Agent has expressed uncertainty about the effect of the chapter 11 cases on its authority to take the remaining administrative steps necessary to implement the Pittsburgh 8 Transaction, including recording recordable documents, releasing the escrowed purchase price to the Alpha Parties and delivering recordable documents to the Consol Parties. He further tells the Court that the Escrow Agent will not take these remaining steps without an order of the Court providing assurances that the Pittsburgh 8 Assets are not part of the Debtors' bankruptcy estates and that such actions of the Escrow Agent are authorized and would not otherwise violate the Bankruptcy Code. Mr. Long relates that the Court may issue an order confirming the Escrow Agent's authority to take outstanding administrative steps to implement a transaction that was substantially consummated prepetition and is in the best interest of the Debtors' estates and creditors. He adds that such an order will (a) confirm that the Escrow Agent's actions will not violate the automatic stay or other provisions of the Bankruptcy Code and (b) thereby assist the Debtors in obtaining the Escrowed Purchase Price for the benefit of their respective bankruptcy estates. The Debtors' attorneys can be reached at: Tyler P. Brown, Esq. J.R. Smith, Esq. Henry P. (Toby) Long, III, Esq. Justin F. Paget, Esq. HUNTON & WILLIAMS LLP Riverfront Plaza, East Tower 951 East Byrd Street Richmond, VA 23219 Telephone: (804)788-8200 Facsimile: (804)788-8218 E-mail: tpbrown@hunton.com jrsmith@hunton.com hlong@hunton.com jpaget@hunton.com - and - David G. Heiman, Esq. Carl E. Black, Esq. Thomas A. Wilson, Esq. JONES DAY North Point 901 Lakeside Avenue Cleveland, OH 44114 Telephone: (216)586-3939 Facsimile: (216)579-0212 E-mail: dgheiman@jonesday.com ceblack@jonesday.com tawilson@jonesday.com About Alpha Natural Resources Alpha Natural -- http://www.alphanr.com/-- is a coal supplier, ranked second largest among publicly traded U.S. coal producers as measured by 2014 consolidated revenues of $4.3 billion. Alpha Natural Resources, Inc. (Bankr. E.D. Va. Case No. 15-33896) and its affiliates filed separate Chapter 11 bankruptcy petitions on Aug. 3, 2015, listing $9.9 billion in total assets as of June 30, 2015, and $7.3 billion in total liabilities as of June 30, 2015. The petition was signed by Richard H. Verheij, executive vice president, general counsel and corporate secretary. Judge Kevin R. Huennekens presides over the case. David G. Heiman, Esq., Carl E. Black, Esq., and Thomas A. Wilson, Esq., at Jones Day serve as the Debtors' general counsel. Tyler P. Brown, Esq., J.R. Smith, Esq., Henry P. (Toby) Long, III, Esq., and Justin F. Paget, Esq., serve as the Debtors' local counsel. Rothschild Group is the Debtors' financial advisor. Alvarez & Marshal Holdings, LLC, is the Debtors' investment banker. Kurtzman Carson Consultants, LLC, is the Debtors' claims and noticing agent. ALPHA NATURAL: U.S. Trustee Balks at Undisclosed Financing Terms ---------------------------------------------------------------- The U.S. Trustee for Region 4 objected to Alpha Natural Resources, Inc., et al.'s motion to file under seal Exhibit F to the motion to obtain postpetition financing. According to the U.S. Trustee, the Debtors asked that the Court grant the extraordinary relief of keeping critical costs and terms of Alpha's postpetition financing package secret from the very creditors and parties-in-interest who are affected by the financing package and who are charged with analyzing the propriety of the financing package. The U.S. Trustee related that the Debtors has provided no factual or legal basis that would allow the Court to grant the extraordinary relief. As reported in the Troubled Company Reporter on Aug. 14, 2015, the Hon. Kevin R. Huennekens of the U.S. Bankruptcy Court for the Eastern District of Virginia will convene a hearing on Sept. 1, 2015, at 11:00 a.m., to consider final approval of the Debtors' request to obtain postpetition financing and use cash collateral. Judge Huennekens, on Aug. 4, gave the Debtors interim authority to obtain up to an aggregate principal amount of (i) $108.0 million under the Term L/C Facility, (ii) $191.2 million under the Second Out Facility, and (iii) $100.0 million of Bonding Facility Letters of Credit. The Debtors are also given interim authority to use cash collateral securing their prepetition indebtedness. Judge Huennekens also gave the Debtors interim authority to file under seal a Fee Letter that accompanies the DIP Facility. About Alpha Natural Alpha Natural -- http://www.alphanr.com-- is a coal supplier, ranked second largest among publicly traded U.S. coal producers as measured by 2014 consolidated revenues of $4.3 billion. Alpha Natural Resources, Inc. (Bankr. E.D. Va. Case No. 15-33896) and its affiliates filed separate Chapter 11 bankruptcy petitions on Aug. 3, 2015, listing $9.9 billion in total assets as of June 30, 2015, and $7.3 billion in total liabilities as of June 30, 2015. The petition was signed by Richard H. Verheij, executive vice president, general counsel and corporate secretary. Judge Kevin R. Huennekens presides over the case. David G. Heiman, Esq., Carl E. Black, Esq., and Thomas A. Wilson, Esq., at Jones Day serve as the Debtors' general counsel. Tyler P. Brown, Esq., J.R. Smith, Esq., Henry P. (Toby) Long, III, Esq., and Justin F. Paget, Esq., serve as the Debtors' local counsel. Rothschild Group is the Debtors' financial advisor. Alvarez & Marshal Holdings, LLC, is the Debtors' investment banker. Kurtzman Carson Consultants, LLC, is the Debtors' claims and noticing agent. The U.S. Trustee for Region 4 appointed seven creditors of Alpha Natural Resources Inc. to serve on the official committee of unsecured creditors. AMERICAN POWER: Completes $3.25 Million Term Loan Financing ----------------------------------------------------------- American Power Group Corporation announced that its subsidiary, American Power Group, Inc., has secured $3.25 million of term loan financing from an accredited institutional investor of which certain members are affiliated with several members APGI's Board of Directors. The proceeds will be used to purchase two additional Flare Capture and Recovery Systems that can monetize captured flared gas converted into Natural Gas Liquids. In addition, one of the two units will be able to produce compressed natural gas for APG's Turbocharged Natural Gas Dual Fuel conversion technology. APG recently announced signing a license agreement with Trident Resources, LLCfor the exclusive worldwide right to commercialize Trident's proprietary NGL processing technology. APG purchased certain of Trident's operating assets including two existing mobile NGL processing systems currently servicing remote or stranded well sites for one of the top five oil and gas exploration and production companies in the Bakken region of North Dakota. The purchase of the two new additional systems is in response to an overwhelming demand from operators of existing remote/stranded well sites and allows us to increase our processing capability in the Bakken to meet the more stringent flare capture regulations coming due in 2016 and 2020. An average remote or stranded well site producing one to two million cubic feet of flared gas per day has the capacity to produce several million gallons of NGL and over a million equivalent diesel gallons of natural gas on an annual basis making this a multi-billion dollar regulatory-driven market. Lyle Jensen, CEO of American Power Group stated, "Since our initial announcement last week, the interest level in our flare capture and recovery services has exceeded all expectations with inquiries from all over the world reflecting the fact that flare capture and recovery at remote well sites is a much bigger challenge than first contemplated. We have created a Trident NGL Services Division that has launched in the Bakken region which has over 2,500 well sites classified as remote or stranded but we absolutely intend to expand our Flare to Fuel capabilities to other oil and gas fields in North America and, eventually, other regions of the world." Mr. Jensen added, "Last week, in support of President Obama's effort to address climate change, the Environmental Protection Agency announced they will propose the first-ever federal regulations to cut methane emissions from oil and natural gas drilling by 40%-45% over the next decade. APG's new methane capture and recovery system is designed to capture over 90% of the methane at remote and stranded well sites producing natural gas which can be used to reduce harmful NOx emissions by replacing diesel fuel by using our Turbocharged Natural Gas Dual Fuel conversion technology. We are looking forward to integrating these market leading technologies into a formidable emission reduction solution." About American Power Group American Power Group's alternative energy subsidiary, American Power Group, Inc., provides a cost-effective patented Turbocharged Natural Gas conversion technology for vehicular, stationary and off-road mobile diesel engines. American Power Group's dual fuel technology is a unique non-invasive energy enhancement system that converts existing diesel engines into more efficient and environmentally friendly engines that have the flexibility to run on: (1) diesel fuel and liquefied natural gas; (2) diesel fuel and compressed natural gas; (3) diesel fuel and pipeline or well-head gas; and (4) diesel fuel and bio-methane, with the flexibility to return to 100 percent diesel fuel operation at any time. The proprietary technology seamlessly displaces up to 80% of the normal diesel fuel consumption with the average displacement ranging from 40 percent to 65 percent. The energized fuel balance is maintained with a proprietary read-only electronic controller system ensuring the engines operate at original equipment manufacturers' specified temperatures and pressures. Installation on a wide variety of engine models and end-market applications require no engine modifications unlike the more expensive invasive fuel-injected systems in the market. Additional information at http://www.americanpowergroupinc.com/ American Power reported a net loss available to common stockholders of $2.92 million on $7.01 million of net sales for the year ended Sept. 30, 2013. As of June 30, 2015, the Company had $8.9 million in total assets, $7.7 million in total liabilities and $1.1 million in total stockholders' equity. ANDEANGOLD LTD: Delays Filing of Annual Financial Statements ------------------------------------------------------------ AndeanGold Ltd. on Aug. 27 disclosed that, further to its news releases of August 4, 2015 and August 13, 2015 announcing the delay in the filing date of its audited financial statements and the subsequent granting of a Management Cease Trade Order by the British Columbia Securities Commission on July 30, 2015, the Company is continuing its search for a new Chief Financial Officer and is endeavoring to complete its audit as early as is practicable. As announced in the Company's news release dated August 4, 2015, the Company's previous Chief Financial Officer resigned on July 27, 2015. Following such resignation, the Company was unable to engage a replacement Chief Financial Officer in sufficient time to review and certify the annual financial statements by the filing deadline of July 29, 2015. The Company also reports that it in addition to the existing default status, it will also be in default of complying with continuous disclosure filing requirements with respect to its Interim Financial Statements (part 4 of national instrument 51-102:Continuous Disclosure Obligations) and its Management Discussion and Analysis (Part 5 of NI 51-102) for the three-month period ended June 30, 2015; this material was to be filed by August 31, 2015. About AndeanGold Ltd. AndeanGold Ltd. -- http://www.andeangoldltd.com-- is engaged in the acquisition, exploration and potential development of base -- and precious-metals properties, principally in Peru and Ecuador. The focus of the Company's current exploration activities is in advancing its Urumalqui Project in La Libertad, Peru. In Ecuador, the Company's activities have been limited to maintaining its three properties in good standing. AndeanGold Ltd. trades with symbol AAU on the TSX Venture Exchange and currently has 112,046,579 shares outstanding (132,987,757 fully diluted). APOLLO MEDICAL: Amends Second Quarter Form 10-Q to Add Disclosure ----------------------------------------------------------------- Apollo Medical Holdings, Inc., has filed an amended quarterly report on Form 10-Q for the period ended June 30, 2015, to: (1) conform Note 6 to the unaudited condensed consolidated financial statements to add the disclosure from Part II Item 5 relating to the Company's Aug. 18, 2015, Waiver and Consent with NNA of Nevada, Inc., an affiliate of Fresenius Medical Care Holdings, Inc.; (2) conform Item 2. "Management's Discussion and Analysis of Financial Condition and Results of Operations" to add the disclosure from Part II Item 5 relating to the Company's Waiver with NNA and to make consistent the liquidity discussion under "Liquidity and Capital Resources" with Note 1 to the condensed consolidated financial statements; (3) correct inadvertent errors in the Weighted Average Per Share Intrinsic Value column in the "Options" table in Note 9 to the unaudited condensed consolidated financial statements; (4) add two risk factors to Part II, Item 1A. "Risk Factors," (5) correct the number of warrants outstanding in the "Warrants" table in Note 9 to the unaudited condensed consolidated financial statements; (6) add additional disclosure to Part II Item 5 relating to the Company's Aug. 18, 2015, Waiver with NNA; (7) add disclosure of the recent announcement from the Centers for Medicare & Medicaid Services to Notes 1 and 2 to the unaudited condensed consolidated financial statements and to Item 2. "Management's Discussion and Analysis of Financial Condition and Results of Operations,"; (8) add Note 11 as a subsequent event footnote to further describe the CMS announcement to the unaudited condensed consolidated financial statements; and (9) furnish the Interactive Data files as Exhibits 101 to the Form 10-Q. A full-text copy of the Form 10-Q/A is available for free at: http://is.gd/TPRmtF About Apollo Medical Glendale, Calif.-based Apollo Medical Holdings, Inc., provides hospitalist services in the Greater Los Angeles, California area. Hospitalist medicine is organized around the admission and care of patients in an inpatient facility such as a hospital or skilled nursing facility and is focused on providing, managing and coordinating the care of hospitalized patients. Apollo Medical reported a net loss attributable to the Company of $1.8 million on $32.9 million of net revenues for the year ended March 31, 2015, compared to a net loss attributable to the Company of $5 million on $10.5 million of net revenues for the year ended Jan. 31, 2014. As of June 30, 2015, the Company had $13.26 million in total assets, $16.99 million in total liabilities and total stockholders' deficit of $3.73 million. ARCHER HEALTHCARE: Nursing Home Put on Foreclosure Sale ------------------------------------------------------- Jerry Phillips at Archer County News reports that Wood Family Enterprises, Inc., has requested a substitute trustee to sell its property at 200 E. Chestnut, Texas, which houses the nursing home operation of Archer City Healthcare Providers, LLC, dba Archer City Nursing Center. According to the report, the sale will be held on Sept. 1, 2015. The court-appointed patient care ombudsman has been notified of the pending sale, the report adds. Wood Family, according to County News, leases the facility to Archer City Nursing Center. County News recalls that Wood Family president Ron Sanborn executed a deed of trust pledging the nursing home property as security in March 2008 for the balance of a $4.3 million debt that went back to May 1990. The holder of the indebtedness is Wood Nursing Home, Inc., the report states. County News says that a notice of foreclosure sale is on record in the Archer County Clerk's office, stating that "default has occurred in the payment of the Note and in the performance of the obligations of the Deed of Trust. Because of the default, Wood Nursing Home, Inc., the owner and holder of the Note, has requested the Substitute Trustee to sell the Property." The sale will be a public auction, and Wood Nursing Home, Inc., may bid by credit against the indebtedness, County News reports. The land and improvements is valued for tax purposes at $277,860, County News relates, citing Archer County Appraisal District. Archer Healthcare Providers, LLC, dba Archer City Nursing Center, filed for Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 14-70401) on Dec. 9, 2014. Weldon L. Moore, III, Esq., Sussman & Moore, L.L.P., serves as the Company's bankruptcy counsel. ASPEN GROUP: Amends Fiscal 2015 Annual Report --------------------------------------------- Aspen Group, Inc., has amended its annual report on Form 10-K for the year ended April 30, 2015, to amend Part III of the Report because the Company does not intend to file its definitive proxy statement within 120 days of the end of the fiscal year. Part III contains the following: Item 10. Directors, Executive Officers and Corporate Governance Item 11. Executive Compensation Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters Item 13. Certain Relationships and Related Transactions, and Director Independence Item 14. Principal Accounting Fees and Services A copy of the Form 10-K/A is available at http://is.gd/HpSlLU About Aspen Group Denver, Colo.-based Aspen Group, Inc., was founded in Colorado in 1987 as the International School of Information Management. On Sept. 30, 2004, it was acquired by Higher Education Management Group, Inc., and changed its name to Aspen University Inc. On May 13, 2011, the Company formed in Colorado a subsidiary, Aspen University Marketing, LLC, which is currently inactive. On March 13, 2012, the Company was recapitalized in a reverse merger. Aspen's mission is to become an institution of choice for adult learners by offering cost-effective, comprehensive, and relevant online education. Approximately 88 percent of the Company's degree-seeking students (as of June 30, 2012) were enrolled in graduate degree programs (Master or Doctorate degree program). Since 1993, the Company has been nationally accredited by the Distance Education and Training Council, a national accrediting agency recognized by the U.S. Department of Education. Aspen Group reported a net loss of $4.2 million on $5.2 million of revenues for the year ended April 30, 2015, compared to a net loss of $5.3 million on $3.9 million of revenues for the year ended April 30, 2014. As of April 30, 2015, the Company had $5.9 million in total assets, $3.3 million in total liabilities and $2.6 million in total stockholders' equity. ASSET RESOLUTION: Trustee's Settlement with Combat Brands Denied ---------------------------------------------------------------- Judge Robert D. Berger of the United States Bankruptcy Court for the District of Kansas denied Asset Resolution Corp.'s Chapter 7 Trustee's motion for approval of an intended compromise and entry of a permanent injunction. At a hearing on April 17, 2015, after his counsel's investigation, the Trustee reported to the court that the estate did not have any credible claims against Ringside Inc., Combat Brands, LLC, and RAL, LLC, and that these claims have a value of zero dollars. On January 16, 2015, the Trustee filed a motion for intended compromise seeking approval of a proposed settlement. The settlement provides, in exchange for $30,000 payment, a complete settlement of all claims the Trustee could make against Combat and Exemplar Holdings, LLC, et al., (the "Released Parties"), and includes a sweeping third-party injunction which, among other things, would permanently enjoin estate creditors from pursuing their own claims. On February 13, 2015, Everlast World's Boxing Headquarters Corporation filed an objection requesting the court to deny the Trustee's motion for intended compromise. Judge Berger found that the Trustee's proposed compromised agreement fails to meet Rule 9019 of the Federal Rules of Bankruptcy Procedure requirements because the Trustee's conclusions lack a factual and legal basis and the agreement is not both fair and equitable and in the best interests of the estate. Judge Berger also found that the requested injunction is inappropriate under Section 105 because it bars unpaid estate creditors from asserting their claims in exchange for little or no distribution. Finally, Judge Berger ordered the Trustee and parties-in-interest to show cause why the claims the Trustee now asserts are valueless should not be abandoned or this bankruptcy case dismissed. The Trustee had admitted that he has nothing to pursue. The case is In re: ASSET RESOLUTION CORP., Debtor. Chapter 7, CASE NO. 12-22932 (Bankr. D. Kan.). A full-text copy of Judge Berger's August 5, 2015 memorandum opinion and order is available at http://is.gd/c4XBhQfrom Leagle.com. About Asset Resolution Asset Resolution Corp., fka Ringside, Inc., filed for Chapter 11 (Bankr. D. Kan. Case No. 12-22932) on Oct. 29, 2012. Bankruptcy Judge Robert D. Berger presides over the case. Jeffrey A. Deines, Esq., at Lentz Clark Deines, P.A. In its petition, the Debtor estimated under $50,000 in assets and under $10 million in debts. A list of the Debtor's 20 largest unsecured creditors is available at http://bankrupt.com/misc/ksb12-22932.pdf The petition was signed by John Brown, CEO. ATLANTIC & PACIFIC: Court Approves Global Bidding Procedures ------------------------------------------------------------ Judge Robert Drain of the United States Bankruptcy Court of the Southern District of New York approved the global bidding procedures governing the sale of the assets of The Great Atlantic & Pacific Tea Company, Inc., and its debtor affiliates. The deadline to submit a bid for one or more Stores is September 11, 2015 at 5:00 p.m. (ET). The deadline to lodge an objection with the Court to the proposed sale of the Stores is September 11 for the 118 stores included in the current Bids; and October 2 for any of the 153 stores not included in the current Bids. Auctions for Stores have been scheduled for September 24 and 25. The Bankruptcy Court will conduct a hearing to consider the proposed sales on September 21, 2015 at 10:00 a.m. (Eastern Time) if a Bid is the only Qualified Bid received; and/or October 7 if more than one Qualified Bid is received and an Auction is conducted. The Debtors and their advisors, including Evercore Group LLC and Hilco Real Estate LLC, engaged in a robust and extensive marketing and sale process before and after the Petition Date, over a period of more than four months, to solicit and develop the highest or best offer for the Stores. The Debtors have selected three stalking horse bidders (a) Acme Markets, Inc.; (b) The Stop & Shop Supermarket Company, LLC; and (c) Key Food Stores Co-Operative, Inc.; and executed three asset purchase agreements on July 19, 2015. In the aggregate, the Stalking Horse Agreements contemplate a sale of 120 stores on a going-concern basis for an aggregate purchase price of $429,600,000 free and clear of all liens, claims, encumbrances, and other interests pursuant to Section 363(f) of the Bankruptcy Code. The Stalking Horse Agreements also provide for the purchase of certain inventory, including certain pharmaceutical inventory, which is estimated to result in approximately $120,000, 000 in additional proceeds. Stephen Goldstein, the Senior Managing Director of Evercore, in his support declaration, asserted that subjecting the Stalking Horse Bids to the competitive bidding and auction process established by the Global Bidding Procedures will result in the realization of the best value available for the Stalking Horse Stores on an aggregate basis , while providing the Debtors maximum flexibility in deciding whether to execute such sales, based on the Debtors’ reasonable business judgement. Gregory S. Apter, the President of Hilco, also declared his support explaining that the Debtors determined that the best way to maximize value for distribution to creditors is to sell their stores through an orderly, three-tiered comprehensive asset sales strategy. The implementation of the Global Sale and Lease Rationalization Procedures will allow the Debtors to generate significant value for the Debtors estates. Judge Drain also approved the discrete sale and lease rationalization procedures to be applied on the 153 Additional Stores, not included in the Stalking Horse Packages and may be utilized by the Debtors with respect to any Additional Stores as an alternative to the Global Bidding Procedures, as determined by the Debtors in their reasonable discretion. These additional stores will be sold free and clear of all existing liens, claims and encumbrances and that that all buyers of assets pursuant to an Unopposed Small Transaction consummated pursuant to the Order will be deemed to have purchased those assets in "good faith" within the meaning of Section 363(m) of the Bankruptcy Code and, as such, are entitled to all protections afforded thereby in the event of a reversal or modification on appeal of that transaction. Committee, et al., Object to Bidding Protocol The Official Committee of Unsecured Creditors, the Bank of America, and the Pension Benefit Guaranty Corporation, objected to the proposed bidding procedures. These objections were overruled. The Committee stated that while it fully anticipates that its remaining few issues will be resolved prior to the hearing, in the event that the issues cannot be resolved consensually, the Committee reserved its rights to make its objections at or prior to the hearing on the Motion. BofA, who leases space from the Debtors, for the purpose of providing ATMs, asserted that there is no doubt that the Leases constitute interests in property that require adequate protection. Thus, if the Debtors contemplate any sale of property "free and clear" of BofA's interests, they must also provide BofA with adequate protection in connection with that sale. The PBGC complained that the Global Bidding Procedures fail to take into account the possibility that a Qualified Bidder may wish to assume all or some portion of one or more of the defined benefit pension plans sponsored by the Debtors. PBGC also objected to the timelines presented in the Global Bidding Procedures. The unreasonable deadlines will have a chilling effect on, if not prevent altogether, prospective bidders and will thus decrease competition at auction, according to PBGC. In response to the objections, the Debtors explained that many of the issues raised by the objections have been resolved. Twenty-one of the twenty-three unresolved Objections were filed by landlords. Generally, the landlord Objections request that (i) the landlords be granted more time to object to the assumption and assignment of their leases and to the associated cure costs, (ii) the Debtors provide certain specific adequate assurance information, and/or (iii) the applicable Sale Hearing constitute a status conference to set dates for discovery and further hearings to the extent there are unresolved adequate assurance objections. The Debtors have either accommodated requests where practicable or provided a response as to why no accommodation is advisable or required. The Revised Global Bidding Procedures provide that the Debtors will submit to landlords, "information supporting the Qualified Bidder's ability to comply with the requirements of adequate assurance of future performance under section 365(f)(2)(B) and, if applicable, section 365(b)(3) of the Bankruptcy Code, including, the Potential Bidder's financial wherewithal and willingness to perform under any contracts that are assumed and assigned. The Debtors are represented by: Ray C. Schrock, P.C., Esq. Garrett A. Fail, Esq. WEIL, GOTSHAL & MANGES LLP 767 Fifth Avenue New York, New York 10153 Tel: (212) 310-8000 Fax: (212) 310-8007 Email: ray.schrock@weil.com Garrett.fail@weil.com The Official Committee of Unsecured Creditors is represented by: Robert J. Feinstein, Esq. Bradford J. Sandler, Esq. PACHULSKI STANG ZIEHL & JONES LLP 780 Third Avenue, 34th Floor New York, New York 10017 Tel: (212) 561-7700 Fax: (212) 561-7777 Email: rfeinstein@pszjlaw.com bsandler@pszjlaw.com Bank of America, National Association is represented by: William Hao, Esq. ALSTON & BIRD LLP 90 Park Ave. New York, New York 10016 Tel: (212) 210-9400 Fax: (212) 210-9444 Email: william.hao@alston.com -- and -- David A. Wender, P.C., Esq. ALSTON & BIRD LLP One Atlantic Center 1201 West Peachtree Street Atlanta, Georgia 30309-3424 Tel: (404) 881-7000 Fax: (404) 253-8563 Email: david.wender@alston.com Pension Benefit Guaranty Corporation is represented by: Israel Goldowitz, Esq. Charles L. Finke, Esq. Lori A. Butler, Esq. Damarr M. Butler, Esq. Thea D. Davis, Esq. Office of the Chief Counsel 1200 K Street, N.W. Washington, D.C. 20005 Tel: (202) 326-4020, ext. 6883 Fax: (202) 326-4112 Emails: butler.damarr@pbgc.gov efile@pbgc.gov About Atlantic & Pacific Based in Montvale, New Jersey, The Great Atlantic & Pacific Tea Company, Inc., and its affiliates are one of the nation's oldest leading supermarket and food retailers, operating approximately 300 supermarkets, beer, wine, and liquor stores, combination food and drug stores, and limited assortment food stores across six Northeastern states. The primary retail operations consist of supermarkets operated under a variety of well known trade names, or "banners," including A&P, Waldbaum's, SuperFresh, Pathmark, Food Basics, The Food Emporium, Best Cellars, and A&P Liquors. The Company employs approximately 28,500 employees, over 90% of whom are members of one of twelve local unions whose members are employed by the Debtors under the authority of 35 separate collective bargaining agreements. Then with 429 stores, A&P and its affiliates filed Chapter 11 petitions (Bankr. S.D.N.Y. Case No. 10-24549) on Dec. 12, 2010, and in 2012 emerged from Chapter 11 bankruptcy as a privately held company with 320 supermarkets. On July 19, 2015, with 300 stores, A&P and 20 affiliated debtors each filed a Chapter 11 petition (Bankr. S.D.N.Y.) after reaching deals for the going concern sales of 120 stores. The Debtors are seeking joint administration under Case No. 15-23007. As of Feb. 28, 2015, the Debtors reported total assets of $1.6 billion and liabilities of $2.3 billion. The Debtors tapped Weil, Gotshal & Manges LLP as counsel, Evercore Group L.L.C., as investment banker, FTI Consulting, Inc., as financial advisor, Hilco Real Estate, LLC, as real estate advisor, and Prime Clerk LLC, as claims and noticing agent. The U.S. Trustee for Region 2 appointed seven creditors of The Great Atlantic & Pacific Tea Co. to serve on the official committee of unsecured creditors. ATLANTIC & PACIFIC: Has Final Authority to Close Stores ------------------------------------------------------- Judge Robert D. Drain of the United States Bankruptcy Court Southern District of New York authorized The Great Atlantic & Pacific Tea Company, Inc., et al., to implement their store closing procedures, and sell, transfer or abandon de minimis assets. The Debtors seek to implement orderly procedures to close their stores that will not continue as a going concern. The Debtors needed to immediately implement the Store Closing Procedures on the Initial Closing Stores or continue to face a daily EBITDA burn rate in the aggregate amount of $75,000. The Store Closing Procedures facilitate the orderly and efficient closing of stores, and, moreover, are necessary for the Debtors to satisfy certain milestones under the DIP Credit Agreement. The Debtors are also give Court authority to enter into a Liquidation Consulting Agreement with Gordon Brothers Retail Partners, LLC. Since entry of the Interim Order, the Debtors have proceeded with the plans they outlined to maximize the value of their Inventory, FF&E and Pharmaceutical Assets to the benefit of their estates and creditors. The Debtors and Gordon Brothers have created an organized and detailed liquidation schedule to implement the Store Closing Procedures with respect to the Initial Closing Stores. The Debtors have entered into certain Landlord Agreements and are in discussions with a number of landlords to negotiate others. The final order incorporates the Debtors' resolutions reached with certain landlords and was circulated in advance to the U.S. Trustee, counsel for the Official Committee of Unsecured Creditors, the DIP Agent, counsel for the majority holders of PIK Notes, and counsel for the majority holder of Convertible Notes. Inland Commercial Real Estate Services, LLC, objected to the Store Closing Motion, asserting that the Debtors do not provide adequate notice to landlords of the intent to conduct store-closing sales at their locations. If the Store Closing Procedures are approved as currently drafted, the Debtors may be permitted to engage an unknown liquidator, on unknown terms, to conduct a store closing sale at the Premises at an unknown date, all without adequate notice to Inland and other landlords. Accordingly, Inland asks for at least 14 days' notice of any store closing sale that may take place at the Premises and have sufficient opportunity to object and be heard with respect to the same. Union County Realty Group LLC, as successor-in-interest to Valley Circle Inc., also filed a limited objection and asked the Court to ensure that the Landlord is included in the notice procedures under the Omnibus motion so the Landlord can be heard before any sale of chattels takes place at the store. The Debtors are represented by: Ray C. Schrock, P.C., Esq. Garrett A. Fail, Esq. WEIL, GOTSHAL & MANGES LLP 767 Fifth Avenue New York, New York 10153 Tel: (212) 310-8000 Fax: (212) 310-8007 Email: ray.schrock@weil.com Garrett.fail@weil.com Inland Commercial Real Estate Services, LLC, is represented by: Kevin M. Newman, Esq. Adam F. Kinney, Esq. MENTER, RUDIN & TRIVELPIECE, P.C. 308 Maltbie Street, Suite 200 Syracuse, New York 13204-1439 Tel: (315) 474-7541 Fax: (315) 474-4040 Email: knewman@menterlaw.com akinney@menterlaw.com Union County Realty Group LLC is represented by: Kevin J. Nash, Esq. Evan M. Lazerowitz, Esq. GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP Attorneys for Union County Realty Group LLC 1501 Broadway, 22nd Floor New York, New York 10036 Tel. (212) 221-5700 Fax: (212) 422-6836 Email: KNash@gwfglaw.com ELazerowitz@gwfglaw.com About Atlantic & Pacific Based in Montvale, New Jersey, The Great Atlantic & Pacific Tea Company, Inc., and its affiliates are one of the nation's oldest leading supermarket and food retailers, operating approximately 300 supermarkets, beer, wine, and liquor stores, combination food and drug stores, and limited assortment food stores across six Northeastern states. The primary retail operations consist of supermarkets operated under a variety of well known trade names, or "banners," including A&P, Waldbaum's, SuperFresh, Pathmark, Food Basics, The Food Emporium, Best Cellars, and A&P Liquors. The Company employs approximately 28,500 employees, over 90% of whom are members of one of twelve local unions whose members are employed by the Debtors under the authority of 35 separate collective bargaining agreements. Then with 429 stores, A&P and its affiliates filed Chapter 11 petitions (Bankr. S.D.N.Y. Case No. 10-24549) on Dec. 12, 2010, and in 2012 emerged from Chapter 11 bankruptcy as a privately held company with 320 supermarkets. On July 19, 2015, with 300 stores, A&P and 20 affiliated debtors each filed a Chapter 11 petition (Bankr. S.D.N.Y.) after reaching deals for the going concern sales of 120 stores. The Debtors are seeking joint administration under Case No. 15-23007. As of Feb. 28, 2015, the Debtors reported total assets of $1.6 billion and liabilities of $2.3 billion. The Debtors tapped Weil, Gotshal & Manges LLP as counsel, Evercore Group L.L.C., as investment banker, FTI Consulting, Inc., as financial advisor, Hilco Real Estate, LLC, as real estate advisor, and Prime Clerk LLC, as claims and noticing agent. The U.S. Trustee for Region 2 appointed seven creditors of The Great Atlantic & Pacific Tea Co. to serve on the official committee of unsecured creditors. BAHA MAR: Committee Wants to Retain Cooley LLP as Lead Counsel -------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized the Official Committee of Unsecured Creditors in the Chapter 11 cases of Northshore Mainland Services Inc., et al., to retain Cooley LLP as its lead counsel. WTP is expected to, among other things: a) assist in the Debtors' efforts to reorganize or sell their assets in a manner that maximizes value for creditors; b) participate in negotiations regarding the proper venue for these cases and advise the Committee regarding the same; and c) review and investigate the liens of purported secured parties. The Committee filed a separate application to retain Whiteford Taylor & Preston, LLP as its Delaware counsel. Lawrence C. Gottlieb, a partner of the law firm of Cooley, told the Court that the current hourly rates of professionals anticipated to be primarily staffed on the matter are: Attorney Status Hourly Rate -------- ------ ----------- Lawrence C. Gottlieb Partner $1,055 Jeffrey L. Cohen Partner $785 Richelle Kalnit Associate $755 Jeremy Rothstein Associate $470 Mollie Canby Paralegal $210 Cooley did not receive a retainer with respect to the representation. Cooley is a law firm of approximately 850 attorneys with a New York office located at 1114 Avenue of the Americas, New York, New York 10036-7798, well as an office in Shanghai, China, located at IFC - Tower 2, Level 35, Unit 3510, 8 Century Avenue, Pudong New Area, Shanghai, 200120, China. Mr. Gottlieb assures the Court that no attorney at Cooley holds a direct or indirect equity interest in the Debtors or has a right to acquire such an interest. Cooley also intends to make a reasonable effort to comply with the U.S. Trustee's requests for information and additional disclosures as set forth in the Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses by Attorneys in Larger Chapter 11 Cases Effective as of Nov. 1, 2013, both in connection with this application and the interim and final fee applications to be filed by Cooley in the Chapter 11 cases. 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. Question: Do any of the professionals included in this 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 your 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: Not applicable. Question: Has your client approved your prospective budget and staffing plan, and, if so for what budget period? Response: Yes. For the period from July 14, 2015 through Sept. 30, 2015. About Baha Mar Orlando, Florida-based Northshore Mainland Services Inc., Baha Mar Enterprises Ltd., and their affiliates sought protection under Chapter 11 of the Bankruptcy Code on June 29, 2015 (Bankr. D.Del., Case No. 15-11402). Baha Mar owns, and is in the final stages of developing, a 3.3 million square foot resort complex located in Cable Beach, Nassau, The Bahamas. The case is assigned to Judge Kevin J. Carey. The Debtors are represented by Paul S. Aronzon, Esq., and Mark Shinderman, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in Los Angeles, California; and Gerard Uzzi, Esq., Thomas J. Matz, Esq., and Steven Z. Szanzer, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York. The Debtors' Delaware counselare Laura Davis Jones, Esq., James E. O'Neill, Esq., Colin R. Robinson, Esq., and Peter J. Keane, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware. The Debtors' Bahamian counsel is Glinton Sweeting O'Brien. The Debtors' special litigation counsel is Kobre & Kim LLP. The Debtors' construction counsel is Glaser Weil Fink Howard Avchen & Shapiro LLP. The Debtors' investment banker and financial advisor is Moelis Company LLC. The Debtors' claims and noticing agent is Prime Clerk LLC. The U.S. Trustee for Region 3 appointed seven creditors to serve on the official committee of unsecured creditors. The Committee tapped Cooley LLP as its lead counsel, and Whiteford, Taylor & Preston LLC as its Delaware counsel. BAHA MAR: Panel Can Retain Whiteford Taylor as Delaware Counsel --------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized the Official Committee of Unsecured Creditors in the Chapter 11 cases of Northshore Mainland Services, Inc., et al., to retain Whiteford, Taylor & Preston LLC as its Delaware counsel, nunc pro tunc to July 14, 2015. The Committee filed a reply to the U.S. Trustee's objection, stating that contrary to the assertions in the objection, the relief sought in the application does not violate the provisions of the Bankruptcy Code or the American Rule. Andrew R. Vara, the Acting U.S. Trustee for Region 3, objected to the retention noting that the firm sought to be paid from the Debtors' estates for any fees, costs or expenses, arising out of the successful defense of any fee application by in the bankruptcy cases in response to any objection to its fees or expenses in the cases. The U.S. Trustee asserted that, among other things: 1. the fee defense provisions violate the Code and the American Rule, ignore the express directives of the United States Supreme Court, and are otherwise unreasonable; and 2. the fee defense provisions cannot be approved under Section 328(a) because they seek to pay professionals for work not within the scope of their employment. The Application The Committee requested for permission to retain Whiteford Taylor to, among other things: a. provide legal advice regarding local rules, practices, and procedures and providing substantive and strategic advice on how to accomplish Committee goals, bearing in mind that the Delaware Bankruptcy Court relies on Delaware counsel such as WTP to be involved in all aspects of each bankruptcy proceeding; b. draft, review and comment on drafts of documents to ensure compliance with local rules, practices, and procedures; and c. draft, file and serve documents as requested by Cooley. Cooley and WTP will coordinate closely to ensure that the legal services provided to the Committee by each firm are not duplicative. The current hourly rates of the WTP professionals anticipated to be primarily staffed on this matter are: Attorney Status Hourly Rate -------- ------ ----------- Christopher M. Samis partner $515 L. Katherine Good counsel $490 Kaan Ekiner associate $345 Christine M. McAllister paralegal $235 WTP will charge the Committee for all charges and disbursements incurred in rendering services to the Committee 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. 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 your 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: WTP did not represent the Committee or any Committee member in the 12 months prepetition. WTP may represent in the future certain Committee members and their affiliates in their capacities as members of official committees in other chapter 11 cases or individually in matters wholly unrelated to these chapter 11 cases. Question: Has your client approved your prospective budget and staffing plan, and, if so for what budget period? Response: No. At the time of the filing of the application, WTP has not yet submitted a prospective budget and staffing plan to the Committee, but it intends to do so and obtain approval of same in advance of the application's approval. The Committee filed a separate application to retain Cooley LLP as lead counsel. About Baha Mar Orlando, Florida-based Northshore Mainland Services Inc., Baha Mar Enterprises Ltd., and their affiliates sought protection under Chapter 11 of the Bankruptcy Code on June 29, 2015 (Bankr. D.Del., Case No. 15-11402). Baha Mar owns, and is in the final stages of developing, a 3.3 million square foot resort complex located in Cable Beach, Nassau, The Bahamas. The case is assigned to Judge Kevin J. Carey. The Debtors are represented by Paul S. Aronzon, Esq., and Mark Shinderman, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in Los Angeles, California; and Gerard Uzzi, Esq., Thomas J. Matz, Esq., and Steven Z. Szanzer, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York. The Debtors' Delaware counselare Laura Davis Jones, Esq., James E. O'Neill, Esq., Colin R. Robinson, Esq., and Peter J. Keane, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware. The Debtors' Bahamian counsel is Glinton Sweeting O'Brien. The Debtors' special litigation counsel is Kobre & Kim LLP. The Debtors' construction counsel is Glaser Weil Fink Howard Avchen & Shapiro LLP. The Debtors' investment banker and financial advisor is Moelis Company LLC. The Debtors' claims and noticing agent is Prime Clerk LLC. The Committee tapped Cooley LLP as its lead counsel, and Whiteford, Taylor & Preston LLC as its Delaware counsel. BAHA MAR: U.S. Trustee Balks at Employment of Glinton Sweeting -------------------------------------------------------------- Andrew R. Vara, Acting U.S. Trustee for Region 3, objected, on a limited basis, to Northshore Mainland Services Inc., et al.'s application for permission to employ Glinton Sweeting O'Brien as special Bahamian counsel nunc pro tunc to the Petition Date. The U.S. Trustee requested that the Court (i) deny the application unless (a) GSO's rates remain at the rate that GSO's usual rates; or (b) the Debtors establish a sufficient record of the additional justification for the increase in rates. As reported in the Troubled Company Reporter on Aug. 17, 2015, the Debtors are seeking to employ Glinton Sweeting O'Brien as special Bahamian counsel, nunc pro tunc to the Petition Date. Glinton will represent the Debtors in connection with the winding-up petition and the application for the appointment of a Provisional Liquidator filed by the Attorney-General of the Bahamas to the Supreme Court of the Commonwealth of The Bahamas. Glinton will be paid at these hourly rates: Supervising Litigation Counsel $950 Associate Counsel $500 Paralegal Staff $125 In accordance with the Retention Agreement all fees and charges are subject to a value added tax at the rate of 7.5%. Glinton will also be reimbursed for reasonable out-of-pocket expenses incurred. Glinton holds a retainer in the amount of $100,000 from the Debtors. Maurice O. Glinton 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. Consistent with the Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed Under 11 U.S.C. section 330 by Attorneys in Larger Chapter 11 Cases effective as of Nov. 1, 2013, Glinton attests that: -- Glinton did not agree to a variation of its standard or customary billing arrangements for this engagement; -- None of Glinton's professionals included in this engagement have varied their rate based on the geographic location of the Chapter 11 Cases; -- Glinton did not represent the Debtors in the 12 months prior to the Petition Date; and -- The Debtors and Glinton expect to develop a prospective budget and staffing plan for Glinton's engagement for the period from July 22, 2015 to Oct. 22, 2015. Consistent with the U.S. Trustee Guidelines, the budget may be amended as necessary to reflect changed or unanticipated developments. About Baha Mar Orlando, Florida-based Northshore Mainland Services Inc., Baha Mar Enterprises Ltd., and their affiliates sought protection under Chapter 11 of the Bankruptcy Code on June 29, 2015 (Bankr. D.Del., Case No. 15-11402). Baha Mar owns, and is in the final stages of developing, a 3.3 million square foot resort complex located in Cable Beach, Nassau, The Bahamas. The case is assigned to Judge Kevin J. Carey. The Debtors are represented by Paul S. Aronzon, Esq., and Mark Shinderman, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in Los Angeles, California; and Gerard Uzzi, Esq., Thomas J. Matz, Esq., and Steven Z. Szanzer, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York. The Debtors' Delaware counselare Laura Davis Jones, Esq., James E. O'Neill, Esq., Colin R. Robinson, Esq., and Peter J. Keane, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware. The Debtors' Bahamian counsel is Glinton Sweeting O'Brien. The Debtors' special litigation counsel is Kobre & Kim LLP. The Debtors' construction counsel is Glaser Weil Fink Howard Avchen & Shapiro LLP. The Debtors' investment banker and financial advisor is Moelis Company LLC. The Debtors' claims and noticing agent is Prime Clerk LLC. The Committee tapped Cooley LLP as its lead counsel, and Whiteford, Taylor & Preston LLC as its Delaware counsel. BEECHWOODS ESTATES: Case Summary & 4 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Beechwoods Estates, LLC P.O. Box 483 Bethel, ME 04217 Case No.: 15-20608 Chapter 11 Petition Date: August 27, 2015 Court: United States Bankruptcy Court Maine (Portland) Judge: Hon. Michael A. Fagone Debtor's Counsel: James F. Molleur, Esq. MOLLEUR LAW OFFICE 419 Alfred Street Biddeford, ME 04005 Tel: (207) 283-3777 Fax: (207) 283-4558 Email: jim@molleurlaw.com Total Assets: $423,200 Total Liabilities: $1.17 million The petition was signed by Dawn M. Balzotti, member. A list of the Debtor's four largest unsecured creditors is available for free at http://bankrupt.com/misc/meb15-20608.pdf BLAINE BRUNDAGE: Ruling in Anderson Suit Partially Reversed ----------------------------------------------------------- Bruce Brundage and William Anderson had a business relationship that resulted in Anderson acquiring multiple liens against Brundage's real property. In 2012, Brundage filed for bankruptcy protection under Chapter 11. Anderson's widow, Wanda Anderson, filed a proof of claim as executrix of Mr. Anderson's estate, based on Brundage's unpaid loans and the liens Mr. Anderson had obtained on Brundage's property. The critical issues in the adversary proceeding that followed were whether approximately 101 acres of Brundage's real property was exempt as a homestead under Texas law and the value of the first lien on Brundage's property on the date it was transferred to Mr. Anderson. The bankruptcy court conducted a bench trial at which Brundage, Mrs. Anderson, and her attorney, Erwin Wilbanks, testified. The bankruptcy court issued findings and conclusions, from which Mrs. Anderson appeals. The court found that Brundage's 101-acre property was exempt as a homestead under Texas law; that the second lien on this property was executed after Brundage began using it as his homestead and was invalid under Texas Constitution Art. XVI, Sections 50-51, and the Texas Property Code 40.001 et seq.; that the prior lien, which Mr. Anderson had also acquired, was executed before Brundage began using the property as his homestead and was valid; and that the value of that lien was $100,000 on the date it was transferred to Mr. Anderson. Mrs. Anderson identifies the following issues on appeal: (1) Did the Bankruptcy Court err when it established 101.247 acres located at 20077 Triple L Lane, New Ulm, Texas as the Debtor's exempt homestead? (2) Did the Bankruptcy Court err when it held that Defendant's secured first lien against the 101.247 acres was valued at $100,000 on the date the first lien was transferred to Defendant? Based on the the record and the applicable law, Judge Lee H. Rosenthal of the United States District Court for the Southern District of Texas, Houston Division, affirms the bankruptcy court's findings and conclusions as to the first issue but concludes that the bankruptcy court clearly erred in finding and concluding that the secured first lien was valued at $100,000 on the date it was transferred to Mr. Anderson. Accordingly, Judge Rosenthal reversed in part the order and remanded the action for further proceedings consistent with the opinion. The bankruptcy case is IN RE BLAINE BRUCE BRUNDAGE, Debtor, BANKRUPTCY CASE NO. 12-35869 (Bankr. S.D. Tex.). The civil case is WANDA SHEFFIELD ANDERSON, Defendant-Appellant, v. BLAINE BRUCE BRUNDAGE, Plaintiff-Appellee, CIVIL ACTION NO. H-14-00757 (S.D. Tex.). A full-text copy of Judge Rosenthal's August 5, 2015 memorandum and opinion is available at http://is.gd/5fmHiOfrom Leagle.com. Blaine Bruce Brundage is represented by George Frederick May, Esq., and Larry Alton Vick, Esq., at League City, Texas. Wanda Sheffield Anderson is represented by: John A. Koepke, Esq. dal Scott Masur McElhaney, Esq. dal JACKSON WALKER LLP Bank of America Plaza 901 Main Street Suite 6000 Dallas, TX 75202 Tel: (214) 953-6000 Fax: (214) 953-5822 Email: jkoepke@jw.com smcelhaney@jw.com -- and -- Matthew Dudley Cavenaugh, Esq. hous JACKSON WALKER LLP 1401 McKinney Street Suite 1900 Houston, TX 77010 Tel: (713) 752-4200 Fax: (713) 752-4221 Email: mcavenaugh@jw.com BMB MUNAI: Peter Rosten Reports 8.9% Equity Stake as of Aug. 11 --------------------------------------------------------------- In a Schedule 13G filed with the Securities and Exchange Commission, Peter Rosten disclosed that as of Aug. 11, 2015, he beneficially owned 5,000,000 shares of common stock of BMB Munai, Inc., which represents 8.9 percent of the shares outstanding. A copy of the regulatory filing is available at http://is.gd/Pb4A6J About BMB Munai BMB Munai, Inc., is engaged in oil and natural gas exploration and production through Emir Oil LLP, which was sold to a third party entity in 2011. The Company has been focused on satisfying its post-closing undertakings in connection with the sale of Emir Oil, winding down its operations in Kazakhstan and exploring oil and gas opportunities. BMB Munai reported a net loss of $18,800 on $0 of revenues for the year ended March 31, 2015, compared with a net loss of $1.6 million on $0 of revenues for the year ended March 31, 2014. Eide Bailly LLP, in Salt Lake City, Utah, issued a "going concern" qualification on the consolidated financial statements for the year ended March 31, 2015, citing that BMB Munai, Inc. has no continuing operations that result in positive cash flow. This situation raises substantial doubt about its ability to continue as a going concern. BOOMERANG TUBE: Can Assume Plan Support Agreement ------------------------------------------------- U.S. Bankruptcy Judge Mary Walrath has authorized Boomerang Tube, LLC, to assume the Plan Support Agreement. The Debtors are authorized to pay fees and expenses required by the Plan Support Agreement, including the Exit Facility Commitment Letters. 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. BRUSH CREEK: Creditors Want Case Converted to Ch. 7 Liquidation --------------------------------------------------------------- Buckhorn Ranch Association, Inc., and Paul P. Guerrieri & Son, Inc., creditors to Brush Creek Airport, LLC, ask the U.S. Bankruptcy Court for the District of Colorado to convert the chapter 11 case of Brush Creek to a chapter 7 liquidation. Michael J. Guyerson, Esq., at Onsager Guyerson Fletcher Johnson, in Denver, Colorado, and David M. Rich, Esq., at Minor & Brown P.C., in Denver, Colorado, relate that the case has been pending for approximately 16 months. They contend that Debtor has not filed a confirmable Plan and Disclosure Statement and is already the subject of two granted relief from stay motions effectively removing all the real property from the Debtor's estate. They further contend that the failure to file a plan in over sixteen months is an indication that the Debtor is either unable to or lack the ability to file one, and that any further delay in the administration of the case is prejudicial to creditors. Mr. Guyerson and Mr. Rich tell the Court that the Debtor owns unencumbered assets of some significant potential value in the form of its ownership interest in the Upper East River Water Company LLC – an entity owned 100% by the Debtor. They say that the Debtor's ownership interest in the Water Company, according to the Debtor, has significant yet unknown value. They further say that the Water Company owns the water rights and controls the water supply system to the Subdivision and those water rights likely quite valuable. Mr. Guyerson and Mr. Rich allege that the Debtor has claims for voidable transfers and payments made by the Debtor to insiders of the Debtor, including Mr. Landy's family members. They further allege that a transfer of Lot 50, Block 24 was made to Mr. Landy by the Debtor, just one month before the chapter 11 filing. They say that the Debtor's cavalier use of its ownership interest in the Water Company deserves review and analysis. Mr. Guyerson and Mr. Rich contend that the Debtor's chapter 11 estate is administratively insolvent and the recapture and disgorgement of funds paid to Debtor's counsel may be required. They further contend that a Chapter 7 Trustee is the proper party to make such an inquiry and determination. They add that Conversion to Chapter 7 is in the best interest of creditors of the estate as it will likely result in the sale of the Debtor's Water Company interest, the potential recapture of funds paid out by the chapter 11 Debtor while administratively insolvent, and the investigation of other potential claims of recovery against insiders of the Debtor. Community Banks of Colorado, a division of NBH Bank, N.A. joined the Creditors' motion, stating that it agreed with the relief requested and the grounds asserted as support for such relief. While its foreclosure has not yet been completed, the Bank anticipates that the sale of its collateral will not generate sufficient proceeds to satisfy the debt, and therefore, the Bank will have an unsecured, deficiency claim against the Debtor. Buckhorn Ranch Association is represented by: Michael J. Guyerson, Esq. David M. Little, Esq. ONSAGER GUYERSON FLETCHER JOHNSON 1801 Broadway, Suite 900 Denver, CO 80202 Wilmington, DE 19801 Telephone: (303)512-1123 Facsimile: (303)512-1129 E-mail: mguyerson@OGFJ-law.com dlittle@OGFJ-law.com Paul P. Guerrieri & Son is represented by: David M. Rich MINOR & BROWN P.C. 650 S. Cherry Street, Suite 1100 Denver, CO 80246-1801 Telephone: (303)376-6020 Facsimile: (303)320-6330 E-mail: drich@minorbrown.com Community Banks of Colorado is represented by: Andrew W. Muller, Esq. STINSON LEONARD STREET LLP 1201 Walnut Street, Suite 2900 Kansas City, MO 64106 Telephone: (816)691-3198 Facsimile: (816)412-8124 E-mail: andrew.muller@stinsonleonard.com About Brush Creek Airport Brush Creek Airport, LLC, is the real estate developer of the Buckhorn Ranch Subdivision in unincorporated Gunnison County, near Crested Butte, Colorado. The Buckhorn Ranch Subdivision consists of 249 lots and features a private airstrip and fishing and recreational licenses for a portion of the Upper East River. It owns 97 improved lots in the Buckhorn Ranch Subdivision that are available for construction, but upon which no homes have been built. It also owns the Upper East River Water Company, LLC, which provides water taps for lots and water services for homes in the subdivision. Brush Creek Airport, LLC filed a Chapter 11 bankruptcy petition (Bankr. D. Col. Case No. 14-14630) in Denver on April 10, 2014. The Debtor estimated assets of $10 million to $50 million and debt of $1 million to $10 million. The Debtor has employed Sender Wasserman Wadsworth, P.C. as counsel and 5280 Accounting Services, LLC, as accountants and bookkeepers. BUNKERS INT'L: Files for Ch 11 After PNC Bank Cut Off Funds ----------------------------------------------------------- Paul Brinkman at Orlando Sentinel reports that Bunkers International Corp. filed for Chapter 11 bankruptcy protection on Aug. 28, 2015, citing almost $40 million in debts. The Company said in a statement, "The companies were forced to take this action after their primary lender ceased lending and swept all available cash." Scott Shuker, Esq., hired as the Company's bankruptcy counsel, said that his client and three related companies will continue operating while the Company's CEO and founder John Canal seeks new financing, Orlando Sentinel relates. Citing Mr. Shuker, the report adds that PNC Bank cut off funds for Bunkers when the Company failed to meet one of the technical conditions for its credit. The report quoted Mr. Shuker as saying, "The Company didn't miss payments, it was a technical default. The lender cut off funding which forced the Company to shrink. If we didn't file for bankruptcy, some of the ships that were recently fueled could have been seized." Based in Lake Mary, Florida, Bunkers International trades and provides fuel for ships at sea. It provides physical supply, trading, and brokering services from a number of global locating including those in the U.S., Singapore, Greece, and the United Kingdom, and says it is the largest marine fuel supplier in Colombia through its BunkersOil Colombia joint venture with Vanoil, S.A. The Company started in Colombia in 1995. BUNKERS INTERNATIONAL: Case Summary & 20 Top Unsecured Creditors ---------------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Bunkers International Corp. 15-07397 1071 S Sun Drive, Suite 3 Lake Mary, FL 32746 Americas Bunkering, LLC 15-07400 1071 S Sun Drive, Suite 3 Lake Mary, FL 32746 Atlantic Gulf Bunkering, LLC 15-07402 Dolphin Marine Fuels, LLC 15-07404 Type of Business: Provides physical supply, trading, and brokering services from a number of global locations including those in the U.S., Singapore, Colombia, Greece, and the United Kingdom. Chapter 11 Petition Date: August 28, 2015 Court: United States Bankruptcy Court Middle District of Florida (Orlando) Debtors' Counsel: R Scott Shuker, Esq. LATHAM, SHUKER, EDEN & BEAUDINE, LLP Post Office Box 3353 Orlando, FL 32802 Tel: (407) 481-5800 Fax: (407) 481-5801 Email: bknotice@lseblaw.com Estimated Estimated Assets Liabilities ----------- ----------- Bunkers International Corp. $10MM-$50MM $10MM-$50MM Americas Bunkering, LLC $10MM-$50MM $10MM-$50MM The petition was signed by John T. Canal, president/CEO. List of Bunkers International's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ American Express Credit Card $1,131,456 P.O. Box 360001 Ft. Lauderdale, FL 33336-0001 C.I. Marine Oil. S.A. Fuel $594,809 Bocagrande CRA. 3 No. 6A-100 Oficina 1202 Cartagena, Colombia Chimbusco Pan Nation Fuel $525,805 Petro-Chemical Luk Kwok Centre 9th FL, 72 Cloucester Rd Wanchai, Hong Kong, China Commerchamp Avenida Libertador Fuel $1,725,879 Con Calle El Empalme Edif. Petroleos De Venezuela, S.A. Torre Este, URB. La Campina Caracas, Venezuela 01050 Creative Oil Lmited Fuel $280,416 Room 1301, Kai Wong Comm'l Bld 222 Queens Road Central, Hong Kong Curoil A Mendez Chumaceiro Fuel $2,678,880 Blvd #15 P.O. Box 3927 Curacoa, Dutch Caribberan Netherlands Antilles Global Companies LLC Fuel $253,484 800 South Street Waltham, MA 22454 Jam Distributing Marine Div Fuel $222,022 P.O. Box 201979 Dallas, TX 75320-1979 Marine Fuels Management, LLC Other $1,524,908 1553 Rebecca Place Longwood, FL 32779 O.W. Bunker Far East (S) Fuel $1,160,446 Pte. Ltd. 300 Beach Road #31-01/03, The Concourse Singapore 00019-9555 Singapore Orion Holdings Ltd. Fuel Lift $965,465 Block B4-137, Dafza Agreement PO Box 54538 Dubai, UAE OW Bunker & Trading Fuel $194,188 Co Ltd A/S Stigsborgvej 60 Noerresundby DK-9400 Denmark Petro-Ocean Trading Co. Ltd. Fuel $221,000 #4-1102, King's Garden 73 Naesu-Dong, Jongno-Gu Seoul 110-873 Korea Port Consolidated Fuel $395,014 P.O. Box 350430 Fort Lauderdale, FL 33335-0430 San Lucian Oil Company Ltd Fuel $236,999 MBR of Falzon Group of Companies 42, Spencer Hill Marsa MRS 1955 Malta Southern Marine Fuel $300,000 66 New Hyde Park Road Garden City, NY 11530 Sprague Katherine K Battles, Esq. Fuel $297,074 185 International Drive Portsmourth, NH 03801 Staatsolie-Maatschapp IJ Fuel $187,338 Suriname NV Dr lf Adhinstraat 2 Box 4069 Paramaribo Suriname Tropic Oil Company Fuel $285,033 1002 N.W. 89th Avenue Miami, FL 33178-1409 Valero Mkting and Supply Co. Fuel $301,702 P.O. Box 696000 San Antonio, TX 78269-6000 CANDAX ENERGY: Gets Addt'l Waiver Extension on Facility Agreement ----------------------------------------------------------------- Candax Energy Inc., a company with mature oil & gas field developments in Tunisia, on Aug 27 disclosed that it has obtained from Geofinance NV, major debtholder and shareholder of the Company, a further extension of 8 days on the waiver with respect to terms of the facility agreement entered into by the parties. The extension will extend the waiver until September 3, 2015. As a result, Geofinance NV has agreed not to seek any remedy under the facility agreement in respect of the $3.5 million unpaid amount until September 3, 2015, except in case of specific circumstances. A copy of the amendment and waiver letter will be filed publicly by the Company and available on SEDAR. The Company is in advanced discussions regarding financial alternatives and needs more time to continue these discussions. Candax Energy Inc. is a company with mature oil & gas field developments in Tunisia. CANNABIS SCIENCE: Reports $4.35 Million Net Loss in Q1 ------------------------------------------------------ Cannabis Science, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, disclosing a net loss of $4.35 million on $nil of revenue for the three months ended March 31, 2015, compared to a net loss of $5.83 million on $1,031 of revenue for the same period in 2014. The Company's balance sheet at March 31, 2015, showed $1.35 million in total assets, $3.8 million in total liabilities and total stockholders' deficit of $2.45 million. The Company reported an accumulated deficit of $113.73 million and had a stockholders' deficit of $2.45 million at March 31, 2015. In view of the matters described, there is substantial doubt as to the Company's ability to continue as a going concern without a significant infusion of capital. At March 31, 2015, the Company had insufficient operating revenues and cash flow to meet its financial obligations. There can be no assurance that management will be successful in implementing its plans. A copy of the Form 10-Q is available at: http://is.gd/qo9S1n Cannabis Science, Inc. develops, produces, and commercializes phytocannabinoid-based pharmaceutical products. It develops medicines to treat autism, blood pressure, cancer and cancer side effects, and other illnesses, including general health maintenance. The company is developing CS-TATI-1 for newly diagnosed and treatment-experienced patients with drug-resistant HIV strains; CS-S/BCC-1 for basal and squamous cell carcinomas; and a proprietary cannabis-based therapy for neurological conditions. In addition, it provides an online video-based medical cannabis education system comprising various courses, such as medical cannabis law, medical marijuana, cooking, horticulture, and bud tending. The company has a license agreement with Apothecary Genetics Investments LLC. to produce various brand formulations for California medical cannabis market. Cannabis Science, Inc. is based in Colorado Springs, Colorado. The Company reported a net loss of $692,000 on $nil of revenue for the three months ended Sept. 30, 2014, compared with a net loss of $1.19 million on $70,600 of revenue for the same period last year. The Company's balance sheet at Sept. 30, 2014, showed $1 million in total assets, $4.16 million in total liabilities, and a stockholders' deficit of $3.16 million. CINEMARK USA: Moody's Assigns Ba1 Rating on New Sec. Term Loan -------------------------------------------------------------- Moody's Investor Service assigned a Ba1 rating to proposed senior secured term loan of Cinemark USA, Inc., a wholly owned subsidiary of Cinemark Holdings, Inc. The new term loan is for $700 million with proceeds used to refinance the existing term loan. Cinemark's B1 Corporate Family Rating, existing Ba1 senior secured rating, B2 senior unsecured rating and B3 senior subordinated rating were all placed on review for upgrade on June 16, 2015. Summary Action: Cinemark USA, Inc. Senior Secured Term Loan, Assigned Ba1, Review for Upgrade (LGD2) RATINGS RATIONALE The transaction favorably extends maturities, with maturity extension of 3 years from 2019 to 2022. Annual interest expense is not expected to change. Cinemark's existing B1 corporate family rating incorporates its aggressive financial policy, which poses a challenge for operating in an inherently volatile industry reliant on movie studios for product to drive the attendance that leads to cash flow from admissions and concessions. Very good liquidity enables the company to better manage attendance related volatility and indicates the ability to improve credit metrics, although we have not observed a desire to do so. Cinemark also benefits from scale and geographic diversity, as well as good growth prospects for its international business. Headquartered in Plano, Texas, Cinemark Holdings, Inc., which owns Cinemark USA, Inc., operates 503 theatres with 5,720 screens in 40 U.S. states, Brazil, Argentina and 11 other Latin American countries. Its revenue for the last twelve months ending June 30, 2015 was approximately $2.7 billion. The principal methodology used in this rating was Business and Consumer Service Industry published in December 2014. COMSTOCK MINING: Gets Stockholder OK for Pref. Stock Conversion --------------------------------------------------------------- Comstock Mining Inc. has signed an amendment relating to the previously announced restructuring of its Joint Venture agreement with Northern Comstock LLC. The Company also received all necessary approvals from the holders of the Company's convertible preferred stock for the conversion of all such convertible preferred stock to common stock, substantially simplifying the capital structure, eliminating super-voting rights, eliminating future preferred stock dividends and additionally eliminating significant royalty obligations on the future production from some of the Company's richest properties. Corrado De Gasperis, president & CEO commented, "Substantially all of our preferred shareholders voted overwhelmingly to approve this transaction that has now been completed. This is a watershed event for the Company and reaffirms investor confidence and support of our plans. I want to thank John Winfield and our Board for taking the steps necessary to maximize value for all of our shareholders. The completed transaction has strengthened our balance sheet by significantly reducing liabilities and dramatically lowering our future capital and mining costs." Pursuant to the definitive agreement with John V. Winfield to amend the terms of the operating agreement for its Northern Comstock LLC joint venture, the Company reduced its remaining capital contributions from $31.05 million to $9.75 million. The amendment permits those capital contributions to be made in the form of cash, or in certain circumstances, the Company's common stock, par value $0.000666 per share. In addition, any prior or future royalty commitments from the Northern Comstock properties to Mr. Winfield were eliminated. There are no provisions for any issuances of preferred stock, in any form. In connection with the approval of the amendments to the Company's convertible preferred stock that resulted in the conversion of all such convertible preferred stock into Common Stock, the Company declared and will pay a one-time dividend of 127 shares of Common Stock per share of preferred stock. Adoption of the amendments required approval of affirmative vote of the holders of a majority of the outstanding shares of the convertible preferred stock and submission of the amendments to the Charters with the Secretary of State of the State of Nevada. Over 99% of all voted convertible preferred shares were voted in favor of the transaction with less than 1% disapproving. A total of over 89% of all preferred shareholders voted. Mr. De Gasperis concluded: "These transactions reflect the strong confidence and direct support of our largest investors and a significant improvement in our capital structure. This positions us extremely well for growing and maximizing the intrinsic value for all of our shareholders." About Comstock Mining Virginia City, Nev.-based Comstock Mining Inc. is a Nevada-based, gold and silver mining company with extensive, contiguous property in the historic Comstock district. The Company began acquiring properties in the Comstock District in 2003. Since then, the Company has consolidated a substantial portion of the Comstock district, secured permits, built an infrastructure and brought the exploration project into test mining production. The Company continues acquiring additional properties in the Comstock district, expanding its footprint and creating opportunities for exploration and mining. The goal of the Company's strategic plan is to deliver stockholder value by validating qualified resources (measured and indicated) and reserves (probable and proven) of 3,250,000 gold equivalent ounces by 2013, and commencing commercial mining and processing operations by 2011, with annual production rates of 20,000 gold equivalent ounces. Comstock Mining reported a net loss available to common shareholders of $13.3 million in 2014, a net loss available to common shareholders of $25.4 million in 2013 and a net loss available to common shareholders of $35.1 million in 2011. As of June 30, 2015, the Company had $48.8 million in total assets, $26.8 million in total liabilities and $22 million in total stockholders' equity. CORPORATE RESOURCE: Hires Gellert Scali as Counsel -------------------------------------------------- Corporate Resource Services, Inc. and its debtor-affiliates seek authorization from the U.S. Bankruptcy Court for the District of Delaware to employ Gellert Scali Busenkell & Brown, LLC as counsel, nunc pro tunc to July 23, 2015. The Debtors require Gellert Scali to: (a) provide the Debtors with advice and preparing all necessary documents regarding debt restructuring, bankruptcy and asset dispositions; (b) take all necessary actions to protect and preserve the Debtors' estates during the pendency of the chapter 11 cases, including the prosecution of actions by the Debtors, the defense of actions commenced against the Debtors, negotiations concerning litigation in which the Debtors are involved and objecting to claims filed against the estates; (c) prepare on behalf of the Debtors, as debtors in possession, all necessary motions, applications, answers, orders, reports and papers in connection with the administration of the chapter 11 cases; (d) counsel the Debtors with regard to their rights and obligations as debtors in possession; (e) appear in Court and to protect the interests of the Debtors before the Court; and (f) perform all other legal services for the Debtors which may be necessary and proper in this proceeding. Gellert Scali will be paid at these hourly rates: Ronald S. Gellert $425 Brya M. Keilson $350 Associates/Of Counsel $275 Paraprofessionals $105-$210 Gellert Scali will also be reimbursed for reasonable out-of-pocket expenses incurred. Gellert Scali received a retainer of $75,000. Ronald S. Gellert, partner of Gellert Scali, 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. Gellert Scali can be reached at: Ronald S. Gellert, Esq. GELLERT SCALI BUSENKELL & BROWN, LLC 913 N. Market Street, 10th Floor Wilmington, DE 19801 Tel: (302) 425-5800 Fax: (302) 425-5814 E-mail: rgellert@gsbblaw.com About Corporate Resource Corporate Resource Services, Inc., was a New York-based provider of employment and human resource solutions for corporations throughout the United States. CRS leases its headquarters and does not own any real property. About 90% of CRS shares are owned by Robert Cassera and the balance are traded OTC. As of Dec. 31, 2014, CRS was one of the largest employment Staffing companies in the U.S., providing employment and human resources solutions for corporations with annual sales of about one billion dollars. In February 2015, CRS began an orderly wind down of operations after discovering that TS Employment, Inc., a privately held company owned by Mr. Cassera, failed to remit tens of millions of dollars of the Debtors' withholding taxes to taxing authorities. TS Employment Inc., a professional employer organization that provided payroll-related services for CRS, sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 15-10243) in Manhattan on Feb. 2, 2015. TSE tapped Scott S. Markowitz, Esq., at Tarter Krinsky & Drogin LLP, in New York, as counsel. Realization Services Inc. serves as the Debtor's consultant. CRS and its subsidiaries sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-11546) on July 23, 2015, to complete their orderly wind down of operations. Judge Kevin J. Carey presides over the Chapter 11 cases. The Debtors tapped (a) Gellert Scali Busenkell & Brown, LLC, as bankruptcy counsel, (b) Wilmer Cutler Pickering Hale & Dorr LLP, as special counsel; (c) Carter Ledyard & Milburn LLP, as special SEC counsel, (d) SSG Capital Advisors as financial advisors and investment bankers, and (e) Rust Omni LLC as claims agent. CRS estimated $10 million to $50 million in assets and $50 million to $100 million in debt. CORPORATE RESOURCE: Hires WilmerHale as Special Finance Counsel --------------------------------------------------------------- Corporate Resource Services, Inc. and its debtor-affiliates seek authorization from the U.S. Bankruptcy Court for the District of Delaware to employ Wilmer Cutler Pickering Hale and Dorr LLP ("WilmerHale") as special finance counsel, nunc pro tunc to July 23, 2015. WilmerHale will perform legal services to financing and wind-down matters in connection with the Chapter 11 cases. WilmerHale will be paid at these hourly rates: George W. Shuster, Jr. $950 Partners $780-$1,510 Counsel $775-$915 Associates $450-$805 Paraprofessionals $125-$530 WilmerHale will also be reimbursed for reasonable out-of-pocket expenses incurred. As of the petition date, WilmerHale held a resulting retainer of $122,010.68. George W. Shuster, Jr., partner of WilmerHale, 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. WilmerHale can be reached at: George W. Shuster, Jr., Esq. WILMER CUTLER PICKERING HALE AND DORR LLP 7 World Trade Center 250 Greenwich Street New York, NY 10007 Tel: (212) 937-7232 Fax: (212) 230-8888 E-mail: george.shuster@wilmerhale.com About Corporate Resource Corporate Resource Services, Inc., was a New York-based provider of employment and human resource solutions for corporations throughout the United States. CRS leases its headquarters and does not own any real property. About 90% of CRS shares are owned by Robert Cassera and the balance are traded OTC. As of Dec. 31, 2014, CRS was one of the largest employment Staffing companies in the U.S., providing employment and human resources solutions for corporations with annual sales of about one billion dollars. In February 2015, CRS began an orderly wind down of operations after discovering that TS Employment, Inc., a privately held company owned by Mr. Cassera, failed to remit tens of millions of dollars of the Debtors' withholding taxes to taxing authorities. TS Employment Inc., a professional employer organization that provided payroll-related services for CRS, sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 15-10243) in Manhattan on Feb. 2, 2015. TSE tapped Scott S. Markowitz, Esq., at Tarter Krinsky & Drogin LLP, in New York, as counsel. Realization Services Inc. serves as the Debtor's consultant. CRS and its subsidiaries sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-11546) on July 23, 2015, to complete their orderly wind down of operations. Judge Kevin J. Carey presides over the Chapter 11 cases. The Debtors tapped (a) Gellert Scali Busenkell & Brown, LLC, as bankruptcy counsel, (b) Wilmer Cutler Pickering Hale & Dorr LLP, as special counsel; (c) Carter Ledyard & Milburn LLP, as special SEC counsel, (d) SSG Capital Advisors as financial advisors and investment bankers, and (e) Rust Omni LLC as claims agent. CRS estimated $10 million to $50 million in assets and $50 million to $100 million in debt. CORPORATE RESOURCE: Taps Carter Ledyard as Litigation Counsel ------------------------------------------------------------- Corporate Resource Services, Inc. and its debtor-affiliates seek authorization from the U.S. Bankruptcy Court for the District of Delaware to employ Carter Ledyard & Milburn LLP as special securities litigation counsel, nunc pro tunc to July 23, 2015. Carter Ledyard will perform legal services in connection with various subpoenas issued by the United States Securities and Exchange Commission and the United States Attorney's Office, Civil Division and various class actions and a shareholder derivative action commenced against the Debtor, Corporate Resource Services, Inc., and the other matters. Carter Ledyard will be paid at these hourly rates: Steven J. Glusband $740 Justin A. Greenblum $690 Robert J.A. Zito $740 Senior Partners $875 Associates $275 Paralegals $225-$325 Carter Ledyard will also be reimbursed for reasonable out-of-pocket expenses incurred. Robert J.A. Zito, partner of Carter Ledyard, 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. Carter Ledyard can be reached at: Robert J.A. Zito, Esq. CARTER LEDYARD & MILBURN LLP 2 Wall Street New York, NY 10005-2072 Tel: (212) 732-3200 Fax: (212) 732-3232 About Corporate Resource Corporate Resource Services, Inc., was a New York-based provider of employment and human resource solutions for corporations throughout the United States. CRS leases its headquarters and does not own any real property. About 90% of CRS shares are owned by Robert Cassera and the balance are traded OTC. As of Dec. 31, 2014, CRS was one of the largest employment Staffing companies in the U.S., providing employment and human resources solutions for corporations with annual sales of about one billion dollars. In February 2015, CRS began an orderly wind down of operations after discovering that TS Employment, Inc., a privately held company owned by Mr. Cassera, failed to remit tens of millions of dollars of the Debtors' withholding taxes to taxing authorities. TS Employment Inc., a professional employer organization that provided payroll-related services for CRS, sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 15-10243) in Manhattan on Feb. 2, 2015. TSE tapped Scott S. Markowitz, Esq., at Tarter Krinsky & Drogin LLP, in New York, as counsel. Realization Services Inc. serves as the Debtor's consultant. CRS and its subsidiaries sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-11546) on July 23, 2015, to complete their orderly wind down of operations. Judge Kevin J. Carey presides over the Chapter 11 cases. The Debtors tapped (a) Gellert Scali Busenkell & Brown, LLC, as bankruptcy counsel, (b) Wilmer Cutler Pickering Hale & Dorr LLP, as special counsel; (c) Carter Ledyard & Milburn LLP, as special SEC counsel, (d) SSG Capital Advisors as financial advisors and investment bankers, and (e) Rust Omni LLC as claims agent. CRS estimated $10 million to $50 million in assets and $50 million to $100 million in debt. CTI BIOPHARMA: Provides July Financial Report --------------------------------------------- CTI BioPharma Corp. provided financial information for the period from July 1, 2015, through July 31, 2015. The total estimated and unaudited net financial standing of CTI Parent Company as of July 31, 2015, was negative $12.8 million. The total estimated and unaudited net financial standing of CTI Consolidated Group as of July 31, 2015, was negative $10.8 million. CTI Parent Company reported long-term debt, less current portion, of $48.3 million as of July 31, 2015. The long-term debt includes $32 million associated with the previously reported advance of two development milestone payments under the Company's collaboration arrangement with Baxalta Incorporated and its affiliates related to pacritinib, as disclosed in a press release issued June 10, 2015. In the event that the respective milestone is achieved in accordance with the terms of the advance arrangement, the advance would cease to be accounted for as long-term debt and would thereupon be accounted for as revenue. CTI Parent Company trade payables outstanding for greater than 30 days were approximately $7 million as of July 31, 2015. CTI Consolidated Group trade payables outstanding for greater than 30 days were approximately $9.6 million as of July 31, 2015. During July 2015, there were solicitations for payment only within the ordinary course of business and there were no injunctions or suspensions of supply relationships that affected the course of normal business. A full-text copy of the press release is available at: http://is.gd/QGWLzT About CTI BioPharma CTI BioPharma Corp. (NASDAQ and MTA: CTIC) -- http://www.ctibiopharma.com/-- formerly known as Cell Therapeutics, Inc., is a biopharmaceutical company focused on the acquisition, development and commercialization of novel targeted therapies covering a spectrum of blood-related cancers that offer a unique benefit to patients and healthcare providers. The Company has a commercial presence in Europe and a late-stage development pipeline, including pacritinib, CTI's lead product candidate that is currently being studied in a Phase 3 program for the treatment of patients with myelofibrosis. CTI BioPharma is headquartered in Seattle, Washington, with offices in London and Milan under the name CTI Life Sciences Limited. CTI Biopharma reported a net loss attributable to common shareholders of $96 million in 2014, compared with a net loss attributable to common shareholders of $49.6 million in 2013. As of March 31, 2015, the Company had $63.1 million in total assets, $48.7 million in total liabilities, $240,000 in common stock purchase warrants, $14.1 million in total shareholders' equity. CUBIC ENERGY: Gets Unfavorable Decision in "Gloria's Ranch" Suit ---------------------------------------------------------------- A Louisiana Court entered a judgment on Aug. 24, 2015, declaring that the oil, gas and mineral lease granted by Gloria's Ranch, L.L.C. expired and is cancelled. The Lawsuit was filed on or about June 15, 2010, against Cubic Energy, Inc. and other named defendants in the 1st Judicial District Court, Caddo Parish, Louisiana, Case No. 541-768-A. This Lawsuit alleged that all or part of the mineral lease granted by Gloria's Ranch on Sept. 17, 2004, has lapsed, and sought a finding that the mineral lease has lapsed, damages, attorney fees, and other equitable relief. A trial was held in March 2015. In addition, judgment was rendered in favor of the Plaintiff against the Defendants, solidarily, awarding to Plaintiff the following amounts: 1. $22,806,000 for lost leasing opportunity, with legal interest thereon from March 5, 2010; 2. $242,029 for unpaid royalty from the Chesapeake HA RA SAO; Soaring Ridge 15-15-15 Well, with legal interest from the date of production; 3. $484,058 as penalty for failure to pay royalty from the Chesapeake HA RA SAO; Soaring Ridge 15-15-15 Well, with legal interest thereon from the date of the judgment; 4. $925,603 for Plaintiff's pre-trial attorney's fees and expert costs with legal interest thereon from the date of the judgment; and 5. $11,200 for attorney's fees incurred by Plaintiff during trial with legal interest thereon from the date of the judgment. In addition, all court costs were assessed against Defendants, in solido. The Company is assessing its alternatives with respect to the judgment including seeking relief through possible appeals based on fact and procedural issues. The Company has not made a decision regarding its alternatives. About Cubic Energy Cubic Energy, Inc., headquartered in Dallas, Texas, is an independent upstream energy company engaged in the development and production of, and exploration for, crude oil and natural gas. Its oil and gas assets and activities are concentrated in Louisiana. BDO USA, LLP, in Dallas, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2014. The independent accounting firm noted that the Company has suffered recurring losses from operations, has violated covenants of its debt agreements, has a working capital deficit and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. The Company reported net income of $9.11 million on $15.9 million of total revenues for the fiscal year ended June 30, 2014, compared with a net loss of $5.93 million on $3.84 million of total revenues last year. As of March 31, 2015, the Company had $121 million in total assets, $115 million in total liabilities, $988 in redeemable preferred stock, and $6.09 million in total stockholders' equity. CURTIS JAMES JACKSON: Selling Mansion to Get Out of Bankruptcy -------------------------------------------------------------- Hartford Courant reports that Curtis James Jackson, III, aka 50 Cent, is selling his 50,000-square-foot mansion in Farmington, Connecticut, after trying to lease the property to raise money. Pulse.ng states that Mr. Jackson wants to exchange the expensive mansion for some real cash which could help get him out of the bankruptcy status he is currently in. According to Travis Lyles at Business Insider Australia, the original 2007 listing priced the house at $18.5 million, but it dropped steadily over the next five years. Business Insider relates that the 21 bedroom mansion costs Mr. Jackson $72,000 per month to maintain. Curtis James Jackson, III, aka 50 Cent, filed for Chapter 11 bankruptcy protection (Bankr. D. Conn. Case No. 15-21233) on July 13, 2015. CYMA CLEANING: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- CYMA Cleaning Contractors, Inc. 15-06582 PO Box 29268 San Juan, PR 00929 Innova Industrial Contractor, Inc. 15-06584 PO Box 29177 San Juan, PR 00929 Handy Man Services, Inc. 15-06585 aka Handyman Services, Inc. PO Box 29177 San Juan, PR 00929 Chapter 11 Petition Date: August 27, 2015 Court: United States Bankruptcy Court District of Puerto Rico (Old San Juan) Debtors' Counsel: Mary Ann Gandia-Fabian, Esq. GANDIA-FABIAN LAW OFFICE PO Box 270251 San Juan, PR 00927 Tel: 7873907111 Fax: 787763-8212 Email: gandialaw@gmail.com Estimated Estimated Assets Liabilities ---------- ----------- CYMA Cleaning Contractors $500K-$1MM $1MM-$10MM Innova Industrial Contractor $100K-$500K $50K-$100K Handy Man Services $100K-$500K $1MM-$10MM The petition was signed by Ivelisse Gonzalez Rodriguez, president, CYMA Cleaning Contractors. A list of CYMA Cleaning Contractors' 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/prb15-06582.pdf A list of Innova Industrial Contractor's 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/prb15-06584.pdf A list of Handy Man Services's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/prb15-06585.pdf DEWEY & LEBOEUF: Ex-Chairman Wants Fraud Charges Dismissed ---------------------------------------------------------- Sara Randazzo, writing for The Wall Street Journal, reported that a defense lawyer for the former chairman of the Dewey & LeBoeuf LLP law firm urged a judge to toss out financial fraud charges against his client, saying prosecutors did nothing more than offer "scant and ambiguous" evidence that amounts to "rank speculation." According to the report, the request, made in a court filing on Aug. 27, comes after three months of a trial in which prosecutors have sought to convince jurors that the former chairman, Steven Davis, and two other former leaders oversaw a plot to manipulate Dewey's books to keep the firm afloat before its 2012 collapse. But defense lawyer Elkan Abramowitz told the judge in the filing that prosecutors haven't introduced a single piece of evidence to show Mr. Davis intended to defraud anyone or directed underlings to make any fraudulent adjustments to artificially boost the firm's financial performance, the report related. About Dewey & LeBoeuf Dewey & LeBoeuf LLP sought Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 12-12321) to complete the wind-down of its operations. The firm had struggled with high debt and partner defections. Dewey disclosed debt of $245 million and assets of $193 million in its chapter 11 filing late evening on May 29, 2012. Dewey & LeBoeuf LLP operated as a prestigious, New York City- based, law firm that traced its roots to the 2007 merger of Dewey Ballantine LLP -- originally founded in 1909 as Root, Clark & Bird -- and LeBoeuf, Lamb, Green & MacCrae LLP -- originally founded in 1929. In recent years, more than 1,400 lawyers worked at the firm in numerous domestic and foreign offices. At its peak, Dewey employed about 2,000 people with 1,300 lawyers in 25 offices across the globe. When it filed for bankruptcy, only 150 employees were left to complete the wind-down of the business. Dewey's offices in Hong Kong and Beijing are being wound down. The partners of the separate partnership in England are in process of winding down the business in London and Paris, and administration proceedings in England were commenced May 28. All lawyers in the Madrid and Brussels offices have departed. Nearly all of the lawyers and staff of the Frankfurt office have departed, and the remaining personnel are preparing for the closure. The firm's office in Sao Paulo, Brazil, is being prepared for closure and the liquidation of the firm's local affiliate. The partners of the firm in the Johannesburg office, South Africa, are planning to wind down the practice. The firm's ownership interest in its practice in Warsaw, Poland, was sold to the firm of Greenberg Traurig PA on May 11 for $6 million. The Pension Benefit Guaranty Corp. took $2 million of the proceeds as part of a settlement. Judge Martin Glenn oversees the case. Albert Togut, Esq., at Togut, Segal & Segal LLP, represents the Debtor. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. The petition was signed by Jonathan A. Mitchell, chief restructuring officer. JPMorgan Chase Bank, N.A., as Revolver Agent on behalf of the lenders under the Revolver Agreement, hired Kramer Levin Naftalis & Frankel LLP. JPMorgan, as Collateral Agent for the Revolver Lenders and the Noteholders, hired FTI Consulting and Gulf Atlantic Capital, as financial advisors. The Noteholders hired Bingham McCutchen LLP as counsel. The U.S. Trustee formed two committees -- one to represent unsecured creditors and the second to represent former Dewey partners. The creditors committee hired Brown Rudnick LLP led by Edward S. Weisfelner, Esq., as counsel. The Former Partners hired Tracy L. Klestadt, Esq., and Sean C. Southard, Esq., at Klestadt & Winters, LLP, as counsel. FTI Consulting, Inc. was appointed secured lender trustee for the Secured Lender Trust. Alan Jacobs of AMJ Advisors LLC, was named Dewey's liquidation trustee. Scott E. Ratner, Esq., Frank A. Oswald, Esq., David A. Paul, Esq., Steven S. Flores, Esq., at Togut, Segal & Segal LLP, serve as counsel to the Liquidation Trustee. Dewey's liquidating Chapter 11 plan was approved by the bankruptcy court in February 2013 and implemented in March. The plan created a trust to collect and distribute remaining assets. The firm estimated that midpoint recoveries for secured and unsecured creditors under the plan would be 58.4 percent and 9.1 percent, respectively. DITO INC.: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------- Debtor: Dito, Inc. 202 Calle Tizol San Juan, PR 00901 Case No.: 15-06573 Chapter 11 Petition Date: August 27, 2015 Court: United States Bankruptcy Court District of Puerto Rico (Old San Juan) Debtor's Counsel: Maria Soledad Lozada Figueroa, Esq. MS LOZADA LAW OFFICE PO Box 9023888 San Juan, PR 00902 Tel: 787 520 6002 Fax: 787 520 6003 Email: lcdamslozada@gmail.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Porfirio Diaz Torres, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/prb15-06573.pdf DOVER DOWNS: Henry B. Tippie Reports 37.7% Stake as of Aug. 4 ------------------------------------------------------------- Henry B. Tippie disclosed in an amended Schedule 13D filed with the Securities and Exchange Commission that as of Aug. 4, 2015, he beneficially owned 10,470,500 shares of common stock of Dover Downs Gaming & Entertainment, Inc., which represents 37.7 percent of the shares outstanding. Mr. Tippie's beneficial ownership has changed more than one percent since his last 13D filing due to the purchase of shares of the Company's Class A Common Stock and Common Stock. Within the past 60 days, the reporting person purchased 50,000 shares of Class A Common Stock and 161,700 shares of common stock. A copy of the regulatory filing is available at: http://is.gd/hR2F1y About Dover Downs Owned by Dover Downs Gaming & Entertainment, Inc. (NYSE: DDE), Dover Downs Hotel & Casino(R) is a gaming and entertainment resort destination in the Mid-Atlantic region. Gaming operations consist of approximately 2,500 slots and a full complement of table games including poker. The AAA-rated Four Diamond hotel is Delaware's largest with 500 luxurious rooms/suites and amenities including a full-service spa/salon, concert hall and 41,500 sq. ft. of multi- use event space. Live, world-class harness racing is featured November through April, and horse racing is simulcast year-round. Professional football parlay betting is accepted during the season. Additional property amenities include multiple restaurants from fine dining to casual fare, bars/lounges and retail shops. Visit http://www.doverdowns.com/ Dover Downs reported a net loss of $706,000 in 2014, compared to net earnings of $13,000 in 2013. As of June 30, 2015, the Company had $175 million in total assets, $62.6 million in total liabilities and $113 million in total stockholders' equity. KPMG LLP, in Philadelphia, Pennsylvania, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company's credit facility expires on Sept. 30, 2015, and at present no agreement has been reached to refinance the debt, which raises substantial doubt about the Company's ability to continue as a going concern. EARL GAUDIO: Court Approves Mercho Caughey as Conflicts Counsel --------------------------------------------------------------- Earl Gaudio and Son, Inc. sought and obtained permission from the U.S. Bankruptcy Court for the Central District of Illinois to employ Mercho Caughey & DeLay as special counsel. The Debtor seeks authority to employ Mercho Caughey for the limited purpose of representing the Debtor as conflict counsel of with respect to any action in which Ice Miller, LLP has a conflict. Mercho Caughey will be paid at these hourly rates: Ben Caughey $300 Professionals $250-$300 Mercho Caughey will also be reimbursed for reasonable out-of-pocket expenses incurred. Ben Caughey, member of Mercho Caughey, 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. Mercho Caughey can be reached at: Ben T. Caughey, Esq. MERCHO CAUGHEY & DELAY 828 East 64th Street Indianapolis, IN 46220 Tel: (317) 490-9021 E-mail: ben.caughey@mcdlegalfirm.com About Earl Gaudio & Son, Inc. Earl Gaudio & Son, Inc., filed a Chapter 11 petition (Bankr. C.D. Ill. Case No. 13-90942) on July 19, 2013. The petition was signed by Angela E. Major Hart, as authorized signer of First Midwest Bank, custodian. Judge Gerald D. Fines presides over the case. The Debtor disclosed $11,849,187 in assets and $8,489,291 in liabilities as of the Chapter 11 filing. John David Burke, Esq., and Ben T. Caughey, Esq., at Ice Miller, LLP, serve as the Debtor's counsel. The U.S. Trustee appointed five creditors to serve in the Official Committee of Unsecured Creditors. The Committee retained Evans, Forehlich, Beth & Chamley as its local counsel, and Rubin & Levin, P.C., as its counsel. EDEN GARDENS II: Case Summary & 12 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Eden Gardens II, LLC 19308 SW 380th Street Florida City, FL 33034 Case No.: 15-25565 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: August 27, 2015 Court: United States Bankruptcy Court Southern District of Florida (Miami) Judge: Hon. Jay Cristol Debtor's Counsel: Larry I Glick, Esq. SHUTTS & BOWEN LLP 201 S Biscayne Blvd # 1500 Miami, FL 33131 Tel: (305) 379-9180 Email: lglick@shutts.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Steven Kirk, president. A list of the Debtor's 12 largest unsecured creditors is available for free at http://bankrupt.com/misc/flsb15-25565.pdf EDEN GARDENS: Case Summary & 13 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Eden Gardens Apartments Limited Partnership 19308 SW 380th Street Florida City, FL 33034 Case No.: 15-25560 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: August 27, 2015 Court: United States Bankruptcy Court Southern District of Florida (Miami) Judge: Hon. Robert A Mark Debtor's Counsel: Larry I Glick, Esq. SHUTTS & BOWEN LLP 201 S Biscayne Blvd # 1500 Miami, FL 33131 Tel: (305) 379-9180 Email: lglick@shutts.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Steven Kirk, president of Corkscrew Sanctuary, LLC, as general partner. A list of the Debtor's 13 largest unsecured creditors is available for free at http://bankrupt.com/misc/flsb15-25560.pdf EL PASO: Court Disapproves Motion to Extend Exclusive Periods ------------------------------------------------------------- The Hon. H. Christopher Mott of the U.S. Bankruptcy Court for the Western District of Texas denied El Paso Children's Hospital Corporation's motion to extend its exclusive periods to file a plan of reorganization and solicit acceptances of the plan. On Aug. 11, 2015, the Court conducted a hearing on the motion, and the objection by El Paso County Hospital District doing business as University Medical Center. In a supplement to its objection, UMC incorporated and included for all purposes the UMC's Chapter 11 Plan of Reorganization for the Debtor in place of the proposed term sheet included in the originally filed UMC motion to terminate. On Aug. 7, the Debtor objected to UMC's motion to terminate exclusivity periods, stating that a debtor's statutory right to exclusivity is at the heart of the Bankruptcy Code, and no cause exists to strip the Debtor of such an important right at the early stage in its case. According to the Debtor, the motion merely represents the latest maneuver in an already long line of wasteful and ill-supported efforts deployed by UMC in the case, aimed at depleting the Debtor's resources in an effort to gain total control over the Debtor and its operations. About El Paso Children's Hospital El Paso Children's Hospital Corporation operates the El Paso Children's Hospital, the only not-for-profit children's hospital in the El Paso region. The hospital opened its doors in February 2012, features 122 private pediatric rooms, and is located at the campus of El Paso County Hospital District dba University Medical Center of El Paso. The Company sought Chapter 11 protection (Bankr. W.D. Tex. Case No. 15-30784) on May 19, 2015. The case is assigned to Judge H. Christopher Mott, following disputes with UMC. The Debtor tapped Jackson Walker LLP as counsel. The Debtor disclosed $34,907,119 in assets and $14,934,578 in liabilities as of the Chapter 11 filing. ENERGY FUTURE: Plan Confirmation Hearing Set for Nov. 3 ------------------------------------------------------- Bill Hethcock at the Dallas Business Journal reports that the Hon. Christopher Sontchi of the U.S. Bankruptcy Court for the District of Delaware will hold on Nov. 3, 2015, a hearing to consider the confirmation of Energy Future Holdings' bankruptcy plan. The Business Journal relates that under the Plan, the Company will split its power generation and retail companies, Luminant and TXU Energy, from its Oncor transmission unit, then selling Oncor to a consortium led by Hunt Consolidated in a deal valued at about $19 billion. According to the report, Hunt Consolidated will need approval from the Texas Public Utility Commission, who has up to six months to rule on the deal. PUC's commissioner, Ken Anderson previously expressed concern about several aspects of the plan and asked Hunt Consolidated to explain how the plan benefits Texas ratepayers, the report states. R.A. Dyer, writing for Fuelfix.com, relates that the Company and the consortium leader, Ray L. Hunt, want to continue using a lot of debt in this transaction. Citing Mr. Anderson, Fuelfix.com states that about $5.5 billion in borrowed money will remain with the restructured Company, and as a result, certain protections must remain firmly in place to protect Oncor ratepayers. Mr. Hunt, according to Fuelfix.com, proposes to employ a complicated "real estate investment trust" structure in the transaction. About Energy Future Holding Corp. Energy Future Holdings Corp., formerly known as TXU Corp., is A privately held diversified energy holding company with a Portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80 percent-owned entity within the EFH group, is the Largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leverage buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. On April 29, 2014, Energy Future Holdings and 70 affiliated companies sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10979) after reaching a deal with some key financial stakeholders to keep its businesses operating whilereducing its roughly $40 billion in debt. The Debtors' cases have been assigned to Judge Christopher S. Sontchi (CSS). The Debtors are seeking to have their cases jointly administered for procedural purposes. As of Dec. 31, 2013, EFH Corp. reported assets of $36.4 billion in book value and liabilities of $49.7 billion. The Debtors have $42 billion of funded indebtedness. EFH's legal advisor for the Chapter 11 proceedings is Kirkland & Ellis LLP, its financial advisor is Evercore Partners and its restructuring advisor is Alvarez & Marsal. The TCEH first lien lenders supporting the restructuring agreement are represented by Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor, and Millstein & Co., LLC, as financial advisor. The EFIH unsecured creditors supporting the restructuring agreement are represented by Akin Gump Strauss Hauer & Feld LLP, as legal advisor, and Centerview Partners, as financial advisor. The EFH equity holders supporting the restructuring agreement are represented by Wachtell, Lipton, Rosen & Katz, as legal advisor, and Blackstone Advisory Partners LP, as financial advisor. Epiq Systems is the claims agent. Wilmington Savings Fund Society, FSB, the successor trustee for the second-lien noteholders owed about $1.6 billion, is represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq. An Official Committee of Unsecured Creditors has been appointed in the case. The Committee represents the interests of the unsecured creditors of ONLY of Energy Future Competitive Holdings Company LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings Company LLC; and EFH Corporate Services Company, and of no other debtors. The Committee has selected Morrison & Foerster LLP and Polsinelli PC for representation in this high-profile energy restructuring. The lawyers working on the case are James M. Peck, Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K. Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at Polsinelli PC. ENERGY FUTURE: Unmanifested Claimants' Bid for Legal Rep. Denied ---------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware denied the motion of Charlotte Liberda and Curtis Liberda, identified unmanifested asbestos claimants in the Chapter 11 cases of Energy Future Holdings Corp., et al., to appoint a legal representative to represent the interests of all Unmanifested Asbestos Claimants. As reported in the Troubled Company Reporter on Aug. 4, 2015, Daniel K. Hogan, Esq., at Hogan & McDaniel, in Wilmington, Delaware, representing the Unmanifested Claimants, had argued that Charlotte and Curtis Liberda and the thousands of other Unmanifested Claimants are entitled to a voice in these proceedings; they are entitled to a legal representative. About Energy Future Energy Future Holdings Corp., formerly known as TXU Corp., is a privately held diversified energy holding company with a portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80 percent-owned entity within the EFH group, is the largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leverage buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. On April 29, 2014, Energy Future Holdings and 70 affiliated companies sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10979) after reaching a deal with some key financial stakeholders to keep its businesses operating while reducing its roughly $40 billion in debt. The Debtors' cases have been assigned to Judge Christopher S. Sontchi (CSS). The Debtors are seeking to have their cases jointly administered for procedural purposes. As of Dec. 31, 2013, EFH Corp. reported assets of $36.4 billion in book value and liabilities of $49.7 billion. The Debtors have $42 billion of funded indebtedness. EFH's legal advisor for the Chapter 11 proceedings is Kirkland & Ellis LLP, its financial advisor is Evercore Partners and its restructuring advisor is Alvarez & Marsal. The TCEH first lien lenders supporting the restructuring agreement are represented by Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor, and Millstein & Co., LLC, as financial advisor. The EFIH unsecured creditors supporting the restructuring agreementj are represented by Akin Gump Strauss Hauer & Feld LLP, as legal advisor, and Centerview Partners, as financial advisor. The EFH equity holders supporting the restructuring agreement are represented by Wachtell, Lipton, Rosen & Katz, as legal advisor, and Blackstone Advisory Partners LP, as financial advisor. Epiq Systems is the claims agent. Wilmington Savings Fund Society, FSB, the successor trustee for the second-lien noteholders owed about $1.6 billion, is represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq. An Official Committee of Unsecured Creditors has been appointed in the case. The Committee represents the interests of the unsecured creditors of ONLY of Energy Future Competitive Holdings Company LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings Company LLC; and EFH Corporate Services Company, and of no other debtors. The Committee has selected Morrison & Foerster LLP and Polsinelli PC for representation in this high-profile energy restructuring. The lawyers working on the case are James M. Peck, Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K. Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at Polsinelli PC. EVERGLADES SUPPORTIVE: Case Summary & 12 Top Unsecured Creditors ---------------------------------------------------------------- Debtor: Everglades Supportive Housing, LLC 19308 SW 380th Street Florida City, FL 33034 Case No.: 15-25562 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: August 27, 2015 Court: United States Bankruptcy Court Southern District of Florida (Miami) Judge: Hon. Jay Cristol Debtor's Counsel: Larry I Glick, Esq. SHUTTS & BOWEN LLP 201 S Biscayne Blvd # 1500 Miami, FL 33131 Tel: (305) 379-9180 Email: lglick@shutts.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Steven Kirk, president. A list of the Debtor's 12 largest unsecured creditors is available for free at http://bankrupt.com/misc/flsb15-25562.pdf FLETCHER INCOME: 5th Cir. Reverses Ruling in La. Pension Fund Suit ------------------------------------------------------------------ The United States Court of Appeals for the Fifth Circuit, concluding that the district court could not permissively abstain and equitably remand under 28 U.S.C. Sections 1334(c)(1) and 1452(b) without considering the Chapter 15 bankruptcies, reversed the district court's decision to remand the case filed by Firefighters' Retirement System, et al., against CITGP Group Limited to state court and remanded the case to the district court for consideration under its bankruptcy jurisdiction. Firefighters' Retirement System, et al., are three Louisiana resident pension funds that invested in a leveraged feeder fund located in the Cayman Islands, which was part of a larger fund, the Fletcher Income Arbitrage Fund, Ltd. In March 2013, the plaintiffs sued CITGO Group Limited, et al., in Louisiana state court, accusing the latter of violating various Louisiana securities laws, among other state law claims. The defendants removed the case to federal district court based on a related Chapter 11 bankruptcy and additionally argued that the federal court had diversity jurisdiction. In January 2014, the Leveraged Fund and the Arbitrage Fund filed voluntary petitions under Chapter 15 in the S.D.N.Y. Bankruptcy Court. Over the defendants' objection, the district court adopted the report and recommendation of the magistrate judge and stated that it would remand the case "pursuant to 28 U.S.C. Section 1334(c)(1) and 28 U.S.C. Section 1452(b)." The district court did not address diversity jurisdiction or the Chapter 15 bankruptcies in the order. On appeal filed by the defendants, the Fifth Circuit held that a district court cannot permissively abstain from exercising jurisdiction in proceedings related to Chapter 15 cases. The Fifth Circuit that the district court erred by permissively abstaining and equitably remanding the case in the face of the Chapter 15 bankruptcies. The Fifth Circuit did not address the defendants' first argument regarding diversity jurisdiction. The case is FIREFIGHTERS' RETIREMENT SYSTEM; MUNICIPAL EMPLOYEES RETIREMENT SYSTEM OF LOUISIANA; NEW ORLEANS FIREFIGHTERS' PENSION & RELIEF FUND, Plaintiffs-Appellees, v. CITCO GROUP LIMITED; CITCO FUND SERVICES (CAYMAN ISLANDS), LIMITED; CITCO BANKING CORPORATION, N.V.; CITCO FUND SERVICES (EUROPE), BV; CITCO (CANADA), INCORPORATED; CITCO TECHNOLOGY MANAGEMENT, INCORPORATED; CITCO BANK NEDERLAND, N.V. DUBLIN BRANCH; CITCO GLOBAL CUSTODY, N.V.; CITCO FUND SERVICES (BERMUDA), LIMITED; FLETCHER ASSET MANAGEMENT, INCORPORATED; ALPHONSE FLETCHER, JR., also known as Buddy; DENIS KIELY; DUHALLOW FINANCIAL SERVICES, L.L.C.; PETER ZAYFERT; CONSULTING SERVICES GROUP, L.L.C.; JOE MEALS; SKADDEN, ARPS, SLATE, MEAGHER & FLOM, L.L.P.; GRANT THORNTON INTERNATIONAL, LIMITED, Defendants-Appellants, NO. 14-30857 (5th Cir.). A full-text copy of the Fifth Circuit's August 6, 2015 opinion is available at http://is.gd/CM85Tjfrom Leagle.com. About Fletcher Income Fletcher Income Arbitrage Fund Ltd. and FIA Leveraged Fund Ltd. filed Chapter 15 bankruptcy petitions (Bankr. S.D.N.Y. Case No. 14-10094) on Jan. 17, 2014. Timothy T. Brock, Esq., at Satterlee Stephens Burke & Burke LLP serves as counsel. Fletcher Income listed $1 million to $10 million in assets and $100 million to $500 million in debt in its Chapter 15 petition. Arbitrage is an "intermediate fund" in a multi-level "master-feeder" fund structure involving companies variously incorporated in the Cayman Islands, Delaware, and Bermuda (Structure). Leveraged was a feeder fund at the base of the Structure. FREE GOSPEL: Alan Stokes & Associates Tapped as Accountant ---------------------------------------------------------- The Free Gospel Church of the Apostles' Doctrine seeks authorization from the U.S. Bankruptcy Court for the District of Maryland to employ Alan P. Stokes & Associates, Inc. of Central Accounting & Financial Services as accountant. The Debtor has retained the accounting firm to prepare all outstanding personal property tax, employment tax returns, financial statements, monthly operating reports and all other accounting tasks necessary throughout the administration of the Chapter 11 case. The Debtor proposed to compensate the accountant a monthly rate of $835 with an upward adjustment for an increase in the workload, subject to approval of the court after the rendering of services. The Debtor assured the Court that the accountant 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. Alan P. Stokes & Associates, Inc. can be reached at: ALAN P. STOKES & ASSOCIATES, INC. 7 Deneison St. Lutherville Timonium, MD 21093 Tel: (410) 560-2870 The Free Gospel of the Apostles' Doctrine filed a Chapter 11 bankruptcy petition (Bankr. D. Md. Case No. 15-18209) on June 9, 2015. The petition was signed by Antoinette Green-Snow as executive administrator. The Debtor estimated assets of $10 million to $50 million and debts of $1 million to $10 million. Frank Morris, II, Esq., at Law Office of Frank Morris II, serves as the Debtor's counsel. FREE GOSPEL: Chapter 11 Trustee Objects to Hiring of Accountant --------------------------------------------------------------- Judy A. Robbins, the Chapter 11 trustee of The Free Gospel Church of the Apostles' Doctrine, filed an objection to the Debtor's application to employ Alan P. Stokes & Associates, Inc. of Central Accounting & Financial Services as accountant. The Trustee stated that the Debtor did not provide sufficient information to determine if the terms and conditions of the Accountant's retention are reasonable and that it fails to explain adequately the Accountant's compensation structure. The Trustee is represented by: Lynn A. Kohen, Esq. 6305 Ivy Lane, Suite 600 Greenbelt, MD 20770 Tel: (301) 344-6216 Fax: (301) 344-8431 E-mail: lynn.a.kohen@usdoj.gov The Free Gospel of the Apostles' Doctrine filed a Chapter 11 bankruptcy petition (Bankr. D. Md. Case No. 15-18209) on June 9, 2015. The petition was signed by Antoinette Green-Snow as executive administrator. The Debtor estimated assets of $10 million to $50 million and debts of $1 million to $10 million. Frank Morris, II, Esq., at Law Office of Frank Morris II, serves as the Debtor's counsel. FRONTIER STAR: Amends List of 20 Largest Unsecured Creditors ------------------------------------------------------------ Frontier Star, LLC, filed with the U.S. Bankruptcy Court for the District of Arizona an amended list of 20 largest unsecured creditors: Name of Creditor Nature of Claim Amount of Claim ---------------- --------------- --------------- CKE Hardee's Restaurants, LLC Rent $984,687 Department No. 0779 Los Angeles, CA 63102 Chen Ying Lee Rent $39,800 Josef Mueller Rent $30,633 Dr. Art Mollen Rent $26,632 The Margaret and David Rent $23,000 Firestone Living Trust Ethan Flint Rent $15,200 James Scrima Rent $15,030 Filipponi Family Rent $13,916 Triceratops, LLC Rent $13,800 Parvis Donboli Rent $13,333 Adams Ventures, LLC Rent $12,750 SanPolo Holdings, Inc. Rent $12,576 Wen Lung Chow & Alice J. Yu Rent $12,110 Zeavy CHI LLC Rent $11,900 HDI Chicago Rest, LLC Rent $11,667 Triclops Rent $11,667 Hendrick Commercial LLC Rent $11,375 Phillips Yee Rent $11,333 Jun Wantanabe, Walter Wantanabe Rent $10,333 & Osamu Wantanabe Orsovita Inc Rent $10,000 As reported in the Troubled Company Reporter on July 29, 2015, the Debtor disclosed: CKE Hardee's Restaurants, LLC $984,687 DMS 2, LLC $14,166 James Scrima $14,000 Triceratops, LLC $13,800 James H. Evans, Trustee $13,125 McNeil Property No. 3 LLC $11,900 SanPolo Holdings, Inc. $11,812 HDI Chicago Rest, LLC $11,667 Tom or Gayle Sinkiewicz $10,875 The Margaret and David Firestone Living Trust $10,500 CSC Holdings, LLC $10,500 Paul T. Herron and Paula R. Herron $9,275 Wen Lung Chow & Alice J. Yu $9,275 Aras Capital Co. $8,758 Dr. P.M. Corp. $8,699 Puccinelli Equities of Springfield $8,263 The Bohn Family Trust $7,986 Ike & Squeaker D. Bootsma $7,976 Glenn J. Pratt and Judith K. Pratt $7,446 The Gary L. Johnson and Geraldine C. Johnson Trust $7,037 A copy of the amended list is available for free at: http://bankrupt.com/misc/FrontierStar_49_amendedcreditors.pdf About Frontier Star Guadalupe, Arizona-based Frontier Star LLC and Frontier Star CJ LLC are owned by three grandchildren of Carl Karcher, who founded the fast-food chain. The grandchildren include the LeVecke siblings Carl, Margaret and Jason, who is listed as chief executive officer/manager of both companies. The LeVecke siblings had more than 130 Carl's Jr. and Hardee's franchises in seven states and Puerto Vallarta, Mexico, as of late 2013, according to an Arizona Republic article that announced the grand opening of a new sports-themed Carl's Jr. restaurant in Glendale. On Aug. 13, 2015, the Hon. Eddward P. Ballinger Jr., ordered that the case of Frontier Star, LLC, be jointly administered with the case of Frontier Star CJ, LLC. The Debtor disclosed total assets of $71,911,119 and total liabilities of $27,335,663 as of the Chapter 11 filing. FRONTIER STAR: Court Orders Joint Administration of Ch. 11 Cases ---------------------------------------------------------------- The Hon. Eddward P. Ballinger Jr. of the U.S. Bankruptcy Court for the District of Arizona entered an order providing that the case of Frontier Star, LLC, Chapter 11 Case No. 15-09383 be jointly administered with the case of Frontier Star CJ, LLC, Chapter 11 Case No. 15-09385. The order is for joint administration only and not a substantive consolidation, the judge ruled. According to Philip G. Mitchell, Esq., at The Cavanagh Law Firm, P.A., in Phoenix, Arizona, both the Debtors share the identical sole member and management, therefore, the Chapter 11 plan of reorganization will be almost identical for each Debtor. Moreover, joint administration will ease the procedural burden on the Court and the parties. About Frontier Star Guadalupe, Arizona-based Frontier Star LLC and Frontier Star CJ LLC are owned by three grandchildren of Carl Karcher, who founded the fast-food chain. The grandchildren include the LeVecke siblings Carl, Margaret and Jason, who is listed as chief executive officer/manager of both companies. The LeVecke siblings had more than 130 Carl's Jr. and Hardee's franchises in seven states and Puerto Vallarta, Mexico, as of late 2013, according to an Arizona Republic article that announced the grand opening of a new sports-themed Carl's Jr. restaurant in Glendale. The Debtor disclosed total assets of $71,911,119 and total liabilities of $27,335,663 as of the Chapter 11 filing. FRONTIER STAR: Files Schedules of Assets and Liabilities -------------------------------------------------------- Frontier Star, LLC, filed with the U.S. Bankruptcy Court for the District of Arizona its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $71,911,119 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $25,975,821 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-Priority Claims $1,359,842 ----------- ----------- Total $71,911,119 $27,335,663 A copy of the schedules is available for free at: http://bankrupt.com/misc/FrontierStar_36_SAL.pdf About Frontier Star Guadalupe, Arizona-based Frontier Star LLC and Frontier Star CJ LLC are owned by three grandchildren of Carl Karcher, who founded the fast-food chain. The grandchildren include the LeVecke siblings Carl, Margaret and Jason, who is listed as chief executive officer/manager of both companies. The LeVecke siblings had more than 130 Carl's Jr. and Hardee's franchises in seven states and Puerto Vallarta, Mexico, as of late 2013, according to an Arizona Republic article that announced the grand opening of a new sports-themed Carl's Jr. restaurant in Glendale. Frontier Star, LLC and Frontier Star CJ, LLC filed Chapter 11 bankruptcy petitions (Bankr. D. Ariz. Lead Case No. 15-09383) on July 27, 2015. The petitions were signed by Jason LeVecke as CEO/manager. The Debtors estimated assets and liabilities of at least $10 million. The Cavanagh Law Firm serves as counsel to the Debtors. FRONTIER STAR: Hardee's Restaurant Put on Sale for $2.66 Million ---------------------------------------------------------------- Hardee's Restaurant of Frontier Star is being sold for $2.66 million, Glenn Tanner at The Paris Post-Intelligencer reports, citing an investment overview packet assembled by EXP Realty Advisors of New York. Post-Intelligencer relates that Hardee's workers were reportedly seeing their paychecks bounce in recent days. According to Post-Intelligencer, the property is not currently among those listed on EXP's website. The report adds that Deke Havener, manager of Hardee's restaurant at 1005 Mineral Wells Avenue in Paris, Tennessee, said that the owner's involvement in bankruptcy proceedings won't have any affect locally and that the local restaurant would continue to operate as usual. Restaurants owned by Frontier Star LLC and Frontier Star CJ LLC wouldn't be affected by the current proceedings, The Restaurant Finance Monitor states, citing a spokesperson for CKE Restaurants, which issues franchise licenses for the two restaurant chains. About Frontier Star Guadalupe, Arizona-based Frontier Star LLC and Frontier Star CJ LLC are owned by three grandchildren of Carl Karcher, who founded the fast-food chain. The grandchildren include the LeVecke siblings Carl, Margaret and Jason, who is listed as chief executive officer/manager of both companies. The LeVecke siblings had more than 130 Carl's Jr. and Hardee's franchises in seven states and Puerto Vallarta, Mexico, as of late 2013, according to an Arizona Republic article that announced the grand opening of a new sports-themed Carl's Jr. restaurant in Glendale. Frontier Star, LLC (Bankr. D. Ariz. Case No. 15-09383) and affiliate Frontier Star CJ, LLC (Bankr. D. Ariz. Case No. 15-09385) filed separate Chapter 11 bankruptcy petitions on July 27, 2015, each estimating their assets and liabilities at between $10 million and $50 million. The petitions were signed by Jason LeVecke, CEO/manager. Philip G. Mitchell, Esq., at The Cavanagh Law Firm serves as the Debtors' bankruptcy counsel. Frontier Star, LLC, asked the U.S. Bankruptcy Court for the District of Arizona to issue an order for joint administration of the bankruptcy cases of Frontier Star, LLC, and Frontier Star CJ, LLC, under Lead Case No. 15-09383. FWLL LLC: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------- Debtor: FWLL, LLC aka Fourwinds Logistics aka Fourwinds Logistics SATX 10101 Reunion Place, Suite 950 San Antonio, TX 78216 Case No.: 15-52071 Chapter 11 Petition Date: August 27, 2015 Court: United States Bankruptcy Court Western District of Texas (San Antonio) Judge: Hon. Craig A. Gargotta Debtor's Counsel: Thomas Rice, Esq. PULMAN, CAPPUCCIO, PULLEN, BENSON & JONES, LLP 2161 N.W. Military Highway, Suite 400 San Antonio, TX 78213 Tel: (210) 222-9494 Fax: (210) 892-1610 Email: trice@pulmanlaw.com Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Stan Bates, CEO. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/txwb15-52071.pdf GRAFTECH INT'L: S&P Affirms 'B+' CCR, Outlook Negative ------------------------------------------------------ Standard & Poor's Ratings Services said it affirmed its ratings on GrafTech International Ltd., including the 'B+' corporate credit rating and 'B+' issue-level rating, and removed the ratings from CreditWatch, where S&P placed them with negative implications on May 1, 2015. The rating outlook is negative. S&P's recovery rating on GrafTech's senior unsecured notes remains '4', indicating S&P's expectation for average (30% to 50%; at the upper end of the range) recovery in the event of a payment default. The CreditWatch action follows the completion of Brookfield Asset Management Inc.'s acquisition of GrafTech on Aug. 17, 2015, without a downgrade event as defined in GrafTech's indenture. The negative outlook reflects S&P's expectation that, over the next 12 months, steel markets will remain weak given global overcapacity. S&P expects lower utilization rates and weaker pricing will continue to weigh on graphite electrode demand. As a result, leverage on an adjusted basis could become sustained around current levels near 8x. "The negative outlook reflects our expectation that, over the next 12 months, steel markets will remain weak given global overcapacity," said Standard & Poor's credit analyst Michael Maggi. "We expect lower utilization rates and weaker pricing will continue to weigh on graphite electrode demand. As a result, leverage on an adjusted basis could become sustained around current levels near 8x." S&P could lower GrafTech's ratings if operating results remain pressured into 2016 such that debt to EBITDA were to remain above 8x on a sustained basis. Specifically, if gross margins (excluding depreciation and amortization) remain below 20% or quarterly EBITDA does not climb above $20 million. This could be the result of continued weakness in global steel markets, an increasingly competitive operating environment, and/or ongoing challenges in the Engineered Solutions segment. In S&P's opinion, a positive rating action is unlikely over the next 12 to 18 months, but a stable outlook will likely be predicated on an improvement in the company's end markets and/or overall steel industry. This would most likely be associated with sales and margin expansion such that quarterly EBITDA climbs back to about $30 million without a significant increase in debt, which would be consistent with a debt-to-EBITDA ratio under 5x on a sustained basis. HALCON RESOURCES: Announces Debt Exchanges, Gets NYSE Notice ------------------------------------------------------------ Halcon Resources Corporation announced that it has entered into privately negotiated exchange agreements with certain holders of its outstanding unsecured debt securities as part of its efforts to deleverage the Company's balance sheet. Halcon has agreed to issue approximately $1.02 billion aggregate principal amount of new 13.00% Third Lien Senior Secured Notes due 2022 in exchange for approximately $1.57 billion aggregate principal amount of its outstanding unsecured debt securities as follows: * $497.2 million of its 9.75% Senior Unsecured Notes due 2020; * $774.7 million of its 8.875% Senior Unsecured Notes due 2021; and * $294.3 million of its 9.25% Senior Unsecured Notes due 2022 Floyd C. Wilson, chairman and chief executive officer, stated, "Not only do these exchanges result in a material reduction to our long-term debt, they also effectively improve our leverage profile by almost a full turn and reduce our annual cash interest expense by approximately $12 million. We remain steadfast in our mission to continue improving our balance sheet and are confident we will emerge from this downturn a much stronger company." The Company expects to close the debt exchanges within 10 business days, subject to customary closing conditions, including an amendment to its senior secured revolving credit facility to, among other things, permit the issuance of the New Notes and reduce the borrowing base by $50 million to $850 million. Halcon currently expects the borrowing base to remain unchanged at $850 million as a result of the regularly scheduled fall redetermination. The New Notes have not been registered under the Securities Act, or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws. Jefferies LLC and J.P. Morgan Securities LLC acted as placement agents to the Company for the debt exchanges. Halcon also disclosed that on Aug. 25, 2015, it received notice from the New York Stock Exchange that the price of its common stock has fallen below the NYSE's continued listing standard. The NYSE requires that the average closing price of a listed Company's common stock not be less than $1.00 per share for a period of 30 consecutive trading days. Under NYSE rules, the Company will regain compliance if, during the six month period following receipt of the NYSE notice and on the last trading day of any calendar month, Halcon's common stock price per share and 30 trading-day average share price is at least $1.00. During this period, the Company's common stock will continue to be traded on the NYSE, subject to compliance with other NYSE listing requirements. Halcon intends to notify the NYSE of its intent to cure this deficiency, to the extent it becomes necessary. The NYSE notification does not affect the Company's business operations or its SEC reporting requirements and does not cause an event of default under any of Halcon's debt agreements. About Halcon Resources Halcon Resources Corporation acquires, produces, explores and develops onshore liquids-rich assets in the United States. This independent energy company operates in the Bakken/Three Forks, El Halcon and Tuscaloosa Marine Shale formations. As of June 30, 2015, the Company had $4.64 billion in total assets, $4.1 billion in total liabilities, $137 million in redeemable non-controlling interest, and $346 million in total stockholders' equity. * * * As reported by the TCR on Jan. 27, 2015, Moody's Investors Service downgraded Halcon's Corporate Family Rating to 'Caa1' from 'B3' and the Probability of Default Rating to 'Caa1-PD' from 'B3-PD'. The downgrade reflects growing risk for Halcon's business profile because of high financial leverage and limited liquidity as its existing hedges roll-off and stop contributing to its borrowing base over the next 12-18 months. In June 2015, the TCR reported that Standard & Poor's Ratings Services raised its corporate credit rating on Houston-based Halcon Resources Corp. to 'B-' from 'SD' (selective default). "The upgrade follows our assessment that Halcon is unlikely to enter into additional debt-for-equity transactions, which we could potentially view as distressed exchanges, because of its low stock price and diminished market appetite," said Standard & Poor's credit analyst Ben Tsocanos. HARDWARE HOLDINGS: S&P Lowers CCR to 'CCC+', Outlook Negative ------------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate rating on Cranbury, N.J.-based Hardware Holdings LLC to 'CCC+' from 'B-'. The outlook is negative. At the same time, S&P lowered its issue-level ratings on the company's $100 million term loan due 2020 to 'CCC+' from 'B'. The recovery rating was revised to '3', which indicates S&P's expectation for meaningful (50% to 70%) recovery in the event of a payment default, at the lower half of the range. S&P also lowered the issue-level ratings on the $55 million second-lien due 2020 to 'CCC-' from 'CCC'. The recovery rating remains '6', which indicates S&P's expectation for negligible (0% to 10%) recovery in the event of a payment default. S&P also lowered the issue-level rating on the company's $40 million ABL revolver due 2019 to 'B' from 'B+'. The recovery rating remains '1', which indicates S&P's expectation for very high (90% to 100%) recovery in the event of a payment default. "The downgrade and negative outlook reflects our belief that Hardware may not be able to comply with its maintenance financial covenants in the next few quarters and that free operating cash flows for 2015 will be slightly negative, not allowing the company to lower financial leverage," said Standard & Poor's credit analyst Beverly Correa. Hardware's recent weak operating performance has resulted in a deterioration of credit metrics and a narrowing of its covenant cushion to less than 10%, in S&P's view. Moreover, it faces step-downs in its covenants in the first quarter of 2016, which will further constrain the company's ability to remain covenant compliant. Although the covenant allows for additional borrowings as the company enters its peak working capital borrowings in the third quarter of this year, S&P believes the company may not generate the meaningful cash flows necessary to repay its term debt and remain in compliance. The negative outlook reflects the risk that the company's liquidity could be further constrained and that the company may not be able to meets it first-lien leverage ratio test if operating performance does not improve. HAWAIIAN TELCOM: S&P Affirms 'B' Corp Credit Rating, Outlook Stable ------------------------------------------------------------------- Standard & Poor's Ratings Services said it affirmed all of its ratings, including its 'B' corporate credit rating, on Honolulu-based Hawaiian Telcom Holdco Inc. The outlook is stable. At the same time, S&P revised its assessment of the company's business risk profile to "weak" from "vulnerable" and S&P's comparable rating analysis to negative from neutral. "The revision of our business risk assessment on Hawaiian reflects an improvement in the company's network capabilities since its emergence from bankruptcy in 2010," said Standard & Poor's credit analyst Scott Tan. "The company has been able to compete more effectively by diversifying its revenue mix through the addition of a fully bundled 'triple play' product, which includes pay-TV and high-speed data services," he added. Additionally, the company introduced data center colocation and cloud services for business customers. S&P revised the comparable ratings analysis to negative, which lowers the corporate credit rating by one-notch to 'B', reflecting S&P's view that Hawaiian's relative ranking is at the lower end of the "weak" business risk assessment and S&P's expectation for negative free operating cash flow (FOCF) over the next two years as a result of elevated capital spending. The stable outlook incorporates S&P's expectation for modest revenue growth over the next year, with growth in video, high-speed internet, and data center revenues offsetting declines in legacy telephone services. S&P expects adjusted EBITDA margins to be in the high-20% area, with some margin degradation due to increasing programing costs. A downgrade would most likely result from a combination of accelerated access line losses, significant price-based competition, and higher-than-expected operating costs, which would ultimately result in sustained negative FOCF and strained liquidity. Although unlikely over the next year, an upgrade would require improvement in the company's business operations, demonstrated by slowing annual access line losses, growing video penetration, and higher broadband subscribers, leading to sustained and meaningful positive FOCF to debt above 5%. HERCULES OFFSHORE: Shares Delisted From Nasdaq ---------------------------------------------- Hercules Offshore, Inc., said in filings published on Aug. 27, 2015, that it no longer has shares of its stock traded on the Nasdaq exchange. As reported by the Troubled Company Reporter on Aug. 21, 2015, the Company, after filing for bankruptcy protection, received on Aug. 13, 2015, a letter from the Nasdaq Listing Qualifications Staff stating that the Staff has determined that the Company's securities will be delisted from The Nasdaq Stock Market LLC. On March 25, 2015, the Company received a deficiency notice from Nasdaq stating that, based on the closing bid price of the Company's common stock for the last 30 consecutive business days, the Company no longer meets the minimum $1.00 per share requirement under Nasdaq Listing Rule 5450(a)(1). The letter further indicated that trading of the Company's common stock will be suspended at the opening of business on Aug. 24, 2015. Rhiannon Meyers, writing for Fuelfix.com, recalls that the Company's last trading day was two weeks ago. About Hercules Offshore Headquartered in Houston, Hercules Offshore, Inc. -- http://www.herculesoffshore.com/-- operates a fleet of 27 jackup rigs, including one rig under construction, and 21 liftboats. The Company offers a range of services to oil and gas producers to meet their needs during drilling, well service, platform inspection, maintenance, and decommissioning operations in several key shallow water provinces around the world. On Aug. 13, 2015, Hercules Offshore and 14 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 15-11685) in the U.S. Bankruptcy Court for the District of Delaware. The cases are pending before the Honorable Kevin J. Carey. The Debtors on the Petition Date filed a pre-packaged Chapter 11 plan that would convert $1.2 billion of outstanding senior notes to 96.9% of new common equity. A hearing will be held on Sept. 24 to consider approval of the explanatory Disclosure Statement and confirmation of the Debtors' Prepackaged Chapter 11 Plan of Reorganization. The Debtors tapped Emanuel C. Grillo, Esq., Christopher Newcomb, Esq., James Prince II, Esq., C. Luckey McDowell, Esq., and Meggie S. Gilstrap, Esq., at Baker Botts LLP as counsel; and Robert J. Dehney, Esq., Eric D. Schwartz, Esq., Matthew B. Harvey, Esq., and Tamara K. Minott, Esq., at Morris, Nichols, Arsht & Tunnell, as local counsel. The Debtors also hired Andrews Kurth LLP, as general corporate counsel; Lazard Freres & Co. LLC, as investment banker, Alvarez & Marsal, as restructuring advisor; and Prime Clerk, LLC, as claims and noticing agent. The Steering Group of Holders of Senior Notes is represented by Akin Gump Strauss Hauer & Feld LLP's Arik Preis, Esq., and Michael S. Stamer, Esq. HERO disclosed $546 million in assets and $1.306 billion in debt as of Aug. 11, 2015. HERCULES OFFSHORE: Wins Nod to Assume Restructuring Pact -------------------------------------------------------- Hercules Offshore, Inc. and its debtor affiliates won approval from Judge Kevin J. Carey to assume a Restructuring Support Agreement dated June 17, 2015, signed with holders in excess of two-thirds of the aggregate principal amounts outstanding under the Debtors' senior unsecured notes. The Restructuring Support Agreement sets forth, subject to certain conditions, the commitment to and obligations of the Debtors and the Steering Group Members in connection with a restructuring of the Senior Notes pursuant to and implemented through the Debtors' Prepackaged Plan. Pursuant to the RSA, the parties agree to support and use reasonable best efforts to complete the restructuring and all transactions contemplated under the RSA as soon as reasonably practicable, and in any event, not later than the following milestone dates: * On or before Aug. 22, 2015, commence the Chapter 11 Cases; * On or before Oct. 22, 2015, commence a hearing to confirm the Plan; and * On or before Nov. 7, 2015, exit chapter 11. A copy of the Motion is available for free at: http://bankrupt.com/misc/Hercules_O_M_RSA.pdf The Prepack Plan The Debtors commenced solicitation of holders of claims regarding the Plan prior to the Petition Date. As of the bankruptcy filing, holders of more than 99% in amount of Class 3 Senior Notes Claims -- the only class entitled to vote on the Plan -- already have voted to accept the Plan. Under the Plan, holders of the entire $1.2 billion in principal amount of the senior notes will be converted into 96.9% of the New HERO Common Stock. The amount of the Debtors' liabilities significantly exceeds the Debtors' enterprise value -- by more than $500 million -- and thus, holders of HERO Equity Interests are substantially "out of the money." Consequently, under Article III.D.7 of the Plan, HERO Equity Interests will be cancelled and discharged and shall be of no further force or effect, and therefore have been deemed to reject the Plan. Notwithstanding, on or as soon as practicable after the Effective Date, holders of HERO Equity Interests will receive, in exchange for the surrender or cancellation of their HERO Equity Interests and for the releases pursuant to section VII.F of the Plan, their Pro Rata share of (1) the Shareholder Equity Distribution and (2) the New HERO Warrants. However, any holder of a HERO Equity Interest that opts not to grant the voluntary releases contained in Article VII.F of the Plan will not receive its pro rata share of the Shareholder Equity Distribution and the New HERO Warrants and shall not receive any consideration or any distribution whatsoever under the Plan. About Hercules Offshore Headquartered in Houston, Hercules Offshore, Inc. -- http://www.herculesoffshore.com/-- operates a fleet of 27 jackup rigs, including one rig under construction, and 21 liftboats. The Company offers a range of services to oil and gas producers to meet their needs during drilling, well service, platform inspection, maintenance, and decommissioning operations in several key shallow water provinces around the world. The Debtors on the Petition Date filed a pre-packaged Chapter 11 plan that would convert $1.2 billion of outstanding senior notes to 96.9% of new common equity. On Aug. 13, 2015 Hercules Offshore and 14 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 15-11685) in the U.S. Bankruptcy Court for the District of Delaware. The cases are pending before the Honorable Kevin J. Carey. The Debtors tapped Baker Botts LLP as counsel; Morris, Nichols, Arsht & Tunnell, as local counsel; Andrews Kurth LLP, as general corporate counsel; Lazard Freres & Co. LLC, as investment banker, Alvarez & Marsal, as restructuring advisor; and Prime Clerk, LLC, as claims and noticing agent. The Steering Group of Holders of Senior Notes is represented by Akin Gump Strauss Hauer & Feld LLP's Arik Preis, Esq., and Michael S. Stamer, Esq. HERO disclosed $546 million in assets and $1.306 billion in debt as of Aug. 11, 2015. HOLY HILL: Palisades Capital Acquires Sunset Blvd. Plot for $30M ---------------------------------------------------------------- Hannah Miet at the Los Angeles Business Journal reports that Holy Hill Community Church has sold its 5.3-acre plot at 1111 W. Sunset Boulevard in Echo Park, right at the border of downtown Los Angeles, to Palisades Capital Partners for roughly $30 million. Business Journal relates that Richard J. Laski, whom the Bankruptcy Court appointed to sell the site on behalf of the church as part of its reorganization under Chapter 11, will go through the process of addressing all of the claims filed against the church and paying back its debts. According to the report, Mr. Laski said that the church will get the remainder of the $30 million that is not owed to creditors, and use that money to buy a new home for its congregation. Philip Sample, Mike Shustak and Chris Caras at CBRE Group Inc. represented both the buyer and the seller in the transaction, Business Journal states. About Holy Hill Holly Hill Community Church, aka Holy Hill Community Church, a protestant church in Los Angeles, filed for Chapter 11 protection (Bankr. C.D. Cal. Case No. 14-21070) on June 5, 2014. In its Petition, Holly Hill, a California non-profit corporation incorporated for the purposes of conducting religious activities as a protestant Christian church, disclosed $35.4 million in total assets and $16.7 million in total liabilities. John Jenchun Suh, the pastor and CEO of the church, signed the bankruptcy petition. W. Dan Lee of the Lee Law Offices, in Los Angeles, is representing the Debtor as counsel. Judge Julia W. Brand presides over the case. Richard J. Laski has been appointed to serve as Chapter 11 trustee in the Debtor's case. The Trustee has tapped Arent Fox LLP to serve as his bankruptcy counsel, and Wilshire Partners of CA, LLC, as accountant. IMH FINANCIAL: SRE Loan Maturity Extended to Nov. 23 ---------------------------------------------------- IMH Financial Corporation and SRE Monarch Lending, LLC entered into a third amendment to their loan agreement extending the maturity date of the Company's loan from Aug. 24, 2015, to Nov. 23, 2015. The Company paid a fee of $100,000 to SRE Monarch Lending in connection with this extension. On Aug. 24, 2015, the Company and SRE Monarch, LLC entered into the First Amendment to SRE Fee Agreement pursuant to which SRE Monarch agrees to provide consulting services in connection with certain assets obtained by the Company through the enforcement of the Company's loan guarantee rights. SRE Monarch will be paid $50,000 for these services. SRE Monarch Lending and are related parties of Seth Singerman, one of the Company's directors. About IMH Financial Scottsdale, Ariz.-based IMH Financial Corporation was formed from the conversion of IMH Secured Loan Fund, LLC, or the Fund, a Delaware limited liability company, on June 18, 2010. The conversion was effected following a consent solicitation process pursuant to which approval was obtained from a majority of the members of the Fund to effect the Conversion Transactions and involved (i) the conversion of the Fund from a Delaware limited liability company into a Delaware corporation named IMH Financial Corporation, and (ii) the acquisition by the Company of all of the outstanding shares of the manager of the Fund Investors Mortgage Holdings Inc., or the Manager, as well as all of the outstanding membership interests of a related entity, IMH Holdings LLC, or Holdings on June 18, 2010. IMH Financial reported a net loss attributable to common shareholders of $39.5 million in 2014, a net loss attributable to common shareholders of $26.2 million in 2013 and a net loss attributable to common shareholders of $32.2 million in 2012. As of June 30, 2015, the Company had $205.9 million in total assets, $112.8 million in total liabilities, $28.4 million in redeemable convertible preferred stock, and $64.6 million in total stockholders' equity. INSITE VISION: Amends Merger Agreement with QLT ----------------------------------------------- InSite Vision Inc. announced that it entered into a revised merger agreement with QLT Inc. under which QLT will acquire InSite Vision. Under the terms of the revised merger agreement, a wholly owned subsidiary of QLT will be merged with and into InSite Vision. At the time of the merger, each InSite Vision share will be exchanged for the following: * 0.078 QLT shares, if the average trading price of QLT shares for the 15-trading day period ending on the trading day immediately preceding the closing of the merger (the Average QLT Trading Price) is between $3.22 and $3.86; * a number of QLT shares equal to $0.30 divided by the Average QLT Trading Price, if the Average QLT Trading Price is greater than $3.86; and * a number of QLT shares equal to $0.25 divided by the Average QLT Trading Price, if the Average QLT Trading Price is less than $3.22. On Aug. 26, 2015, QLT's closing trading price was $3.43 per share. Based on the closing price, an InSite Vision stockholder would receive shares of QLT worth approximately $0.267 per share of InSite held. The prior agreement with QLT, announced June 8, 2015, offered $0.178 per InSite share as of that date. Under the new agreement, the number of QLT shares to be issued in the merger is subject to a cap so that QLT will not issue QLT shares in excess of 19.9% of then-outstanding QLT shares. In such an event, the remaining merger consideration would be paid in cash (based on the value of the Average QLT Trading Price) on a pro rata, per share basis. "The amended merger agreement with QLT provides a significant improvement in value for our shareholders," said Tim Ruane, InSite Vision's chief executive officer. "The new agreement provides assurance of at least $0.25 per share and provides potential upside appreciation, depending on QLT's trading prices, to up to $0.30 per share." InSite Vision's Board of Directors approved the revised merger agreement with QLT and determined that the previously announced unsolicited offer from a multi-national pharmaceutical company to acquire InSite Vision for $0.25 per share in an all-cash transaction no longer constitutes a "Company Superior Proposal" as defined in the QLT merger agreement. Under the terms of the amended QLT merger agreement, the termination fee that QLT will be entitled to receive from InSite if the amended merger agreement is terminated under certain circumstances was increased from $1,170,000 to $2,667,000, or approximately 5% of InSite's enterprise value. A copy of the Second Amended and Restated Agreement and Plan of Merger is available for free at http://is.gd/77Gbhu InSite Vision Based in Alameda, California, InSite Vision Incorporated (OTCBB: INSV) -- http://www.insitevision.com/-- is committed to advancing new and superior ophthalmologic products for unmet eye care needs. The company's product portfolio utilizes InSite Vision's proven DuraSite(R) bioadhesive polymer core technology, a platform that extends the duration of drug retention on the surface of the eye, thereby reducing frequency of treatment and improving the efficacy of topically delivered drugs. Burr Pilger Mayer, Inc., in E. Palo Alto, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company's recurring losses from operations, available cash balance and accumulated deficit raise substantial doubt about its ability to continue as a going concern. Insite Vision reported net income of $26.8 million in 2014 compared to net income of $5.7 million in 2013. As of June 30, 2015, the Company had $4.6 million in total assets, $19.2 million in total liabilities and a $14.6 million total stockholders' deficit. JC PENNEY: Fitch Hikes Issuer Default Rating to B-, Outlook Stable ------------------------------------------------------------------ Fitch Ratings has upgraded the Issuer Default Ratings (IDRs) of J.C. Penney Co., Inc. and J.C. Penney Corporation, Inc. to 'B-' from 'CCC'. The Rating Outlook is Stable. KEY RATING DRIVERS A pathway to $1 billion in EBITDA: J.C. Penney has demonstrated a meaningful turnaround in its business over the last seven quarters and Fitch expects the company to generate EBITDA of approximately $650 million in 2015 (which adds back approximately $40 million in non-cash stock-based compensation) versus $277 million in 2014. Our expectations are based on 4% comparable store sales (comps) growth, gross margin of approximately 36%, and further selling, general and administrative (SG&A) reduction of approximately $120 million. The upgrade reflects increased confidence in J.C. Penney's ability to improve EBITDA to the $800 million range in 2016 and move towards $1 billion in 2017. At these EBITDA levels, free cash flow (FCF) is expected to be neutral in 2015, turn to positive $75 million in 2016 and approach almost $200 million in 2017. Fitch expects total liquidity (cash and revolver availability) to range from $1.7 billion at seasonal working capital peak to over $2 billion at fiscal year-end, which will enable the company to address total unsecured debt maturities of $600 million through 2018. J.C. Penney is currently evaluating its options to amend and extend its $2.2 billion real estate term loan due May 2018 for which the 1% no-call provision rolled off in May 2015 with better terms, which could include reducing some of the collateral and/or improving the terms on the loan. Adjusted debt/EBITDAR is expected to be just over 8x at the end of 2015 versus 9x for the LTM period ended Aug. 1, 2015, and could trend towards 6x by 2017 if EBITDA approaches $1 billion and if J.C. Penney refinances its real estate term loan and pays down approximately $600 million in unsecured debt. Sustaining Positive Comps J.C. Penney comps returned to positive territory in fourth-quarter 2013 (4Q13) and have continued on a positive trajectory through 2Q15, with first-half comps at positive 3.7%. Gross margins have improved over 400bps in the LTM to 35.8%, through improved clearance and promotional selling margin performance, improved performance in private brands and key value items, and better in-stock positions. Fitch expects J.C. Penney to sustain comps growth in the 2%-3% range in 2016/2017, as it invests in areas such as Sephora home, on building back its private brands and omnichannel, and on modestly improving gross margin beyond 2015. Underlying our comp assumptions is the expectation that overall apparel, accessories, footwear and home sales grow 2%-3% annually, with growth in online sales accounting for over 50% of the growth. Department store traffic trends remain soft and industry sales are expected to continue to decline 2% annually as volume continues to shift to off-mall channels, such as online, discount and off-price retailers. Fitch anticipates J.C. Penney's store traffic to be flat to up slightly in 2016/2017, with store-level comps up 1%-2%. Fitch expects online sales to grow 10%-12% annually from the 2014 base of $1.2 billion, to $1.6 billion-$1.7 billion in 2017, contributing 1%-1.3% annually to overall comps. The company has been focused on cost-cutting efforts and achieved SG&A reduction of approximately $100 million over the LTM and Fitch expects modest cost reductions in 2016/2017 as the company continues to rightsize its cost structure to a $13 billion to $14 billion top-line level, relative to $17 billion-plus in 2011. Should these SG&A savings materialize, J.C. Penney's SG&A ratio would return to 33%-33.5%, in line with the 33.3% level in 2011. KEY ASSUMPTIONS -- Fitch expects J.C. Penney comps to be 4% in 2015 and to sustain comps growth in the 2%-3% range in 2016/2017. -- Adjusted debt/EBITDAR is expected to be just over 8x at the end of 2015 and could trend towards 6x by 2017 with EBITDA approaching $1 billion and some debt paydown. -- Fitch expects total liquidity (cash and revolver availability) to range from $1.7 billion at seasonal working capital peak to over $2 billion at fiscal year-end, which will enable the company to address total unsecured debt maturities of $600 million through 2018. -- FCF is expected to be flat-to-modestly negative in 2015, and is expected to improve to $75 million in 2016 and potentially to $200 million in 2017. RATING SENSITIVITIES Positive Rating Action: A positive rating action could occur if J.C. Penney continues to generate 2%-3% comp growth and EBITDA improves to the $1 billion range, the company pays down upcoming unsecured debt maturities and refinances its $2.25 billion term loan, and leverage moves to around 6x. Negative Rating Action: A negative rating action could occur if comps and margin trends stall, indicating J.C. Penney is not stabilizing its core business, leading to concerns about the company's liquidity position. LIQUIDITY The company ended 2014 with $2.1 billion in liquidity between cash and cash equivalents of $1.3 billion and $773 million available under its $1.85 billion credit facility. FCF is expected to be flat-to-moderately negative in 2015, assuming cash interest expense of $400 million, capex of $250 million-$300 million and flat-to-moderate working capital use. FCF is expected to improve to $75 million in 2016 and potentially to $200 million in 2017 if EBITDA is close to $1 billion. J.C. Penney is currently evaluating its options to amend and extend the $2.2 billion real estate term loan due May 2018 for which the 1% no-call provision rolled off in May 2015. The company's upcoming unsecured debt maturities include $78 million in August 2016, $220 million in April 2017 and $300 million in February 2018. J.C. Penney has sufficient liquidity to pay down these unsecured debt maturities if required. ISSUE RATINGS BASED ON RECOVERY ANALYSIS For issuers with Issuer Default Ratings (IDRs) at 'B+' and below, Fitch performs a recovery analysis for each class of obligations of the issuer. The issue ratings are derived from the IDR and the relevant Recovery Rating (RR) and notching, based on Fitch's recovery analysis which places a liquidation value for J.C. Penney under a distressed scenario of approximately $5.6 billion as of Aug. 1, 2015. J.C. Penney's $2.35 billion senior secured asset-backed (ABL) facility that matures in June 2019 is rated 'BB-/RR1', which indicates outstanding recovery prospects (91%-100%) in a distressed scenario. The facility comprises a $1.85 billion revolving line of credit and a $500 million first-in, last-out term loan. The facility is secured by a first lien priority on inventory and receivables with borrowings subject to a borrowing base. Any proceeds of the collateral will be applied first to the satisfaction of all obligations under the revolving facility and second to the satisfaction of the obligations under the term loan facility. J.C. Penney is required to maintain a minimum excess availability at all times of not less than the greater of (i) 10% of line capital (the lesser of total commitment or borrowing base) and (ii) $150 million. The $2.2 billion term loan due May 2018 is also expected to have outstanding recovery prospects of 91%-100%, leading to a 'BB-/RR1' rating. The term loan facility is secured by (a) first lien mortgages on owned and ground leased stores (subject to certain restrictions primarily related to principal property owned by J.C. Penney Corporation, Inc.), the company's headquarters and related land, and nine owned distribution centers; (b) a first lien on intellectual property (trademarks including J.C. Penney, Liz Claiborne, St. John's Bay and Arizona), machinery and equipment; (c) a stock pledge of J.C. Penney Corporation and all of its material subsidiaries and all intercompany debt; and (d) second lien on inventory and accounts receivable that back the ABL facility. The $2.6 billion of senior unsecured notes are rated 'B-/RR4', indicating average recovery prospects (31%-50%). FULL LIST OF RATING ACTIONS Fitch has upgraded these ratings: J.C. Penney Co., Inc. -- IDR to 'B-' from 'CCC'. J.C. Penney Corporation, Inc. -- IDR to 'B-' from 'CCC'. -- Senior secured bank credit facility to 'BB-/RR1' from 'B/RR1'; -- Senior secured term loan to 'BB-/RR1' from 'B/RR1'; and -- Senior unsecured notes and debentures to 'B-/RR4' from 'CCC/RR4'. The Rating Outlook is Stable. LEE STEEL: Files Amended Schedules of Assets and Liabilities ------------------------------------------------------------ Lee Steel Corporation filed with the U.S. Bankruptcy Court for the Eastern District of Michigan in July 2015 amended schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $63,206,282 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $50,223,319 E. Creditors Holding Unsecured Priority Claims $11,000 F. Creditors Holding Unsecured Non-Priority Claims $12,425,487 ----------- ----------- Total $63,206,282 $62,659,806 Copies of the amended schedules are available for free at: http://bankrupt.com/misc/LeeSteel_218_July10amendedSAL.pdf http://bankrupt.com/misc/LeeSteel_225_July15amendedSAL.pdf About Lee Steel Novi, Michigan-based Lee Steel Corp., provides flat rolled steel, including hot rolled steel, cold rolled steel, and exposed coated products for automotive and other manufacturing industries. Lee Steel and 2 affiliated companies -- Taylor Industrial Properties, L.L.C., and 4L Ventures, LLC -- filed for separate bankruptcy protection (Bankr. D. Del. Case No. 15-45784) on April 13, 2015. The Hon. Marci B. McIvor presides over the cases. Joshua A. Gadharf, Esq., at McDonald Hopkins PLC, represents the Debtor. Huron Business Advisory, serves as financial advisor; and Epiq Bankruptcy Solutions serves as claims and noticing agent. Lee Steel disclosed $63,206,282 in total assets and $62,659,806 in total liabilities. Hilco Global has purchased the steel processing facility located at the Lee Steel Corporation site in Romulus, Michigan. The deal which was approved in U.S. Bankruptcy Court includes a 200,000 square foot plant and all of the steel processing equipment located at that site. The sale is expected to close in mid-September. The U.S. Trustee for Region 9 appointed three creditors to serve on the official committee of unsecured creditors. Conway Mackenzie, Inc. serves as its financial advisor. LEE STEEL: Plan Filing Exclusivity Expires Sept. 30 --------------------------------------------------- The Hon. Marci C. McIvor of the U.S. Bankruptcy Court for the Eastern District of Michigan extended Lee Steel Corporation, et al.'s exclusive periods to file a chapter 11 plan and disclosure statement Sept. 30, 2015. The extension is pursuant to a stipulation between Debtors and the Committee. The Court also ordered that if the Debtors file a plan by Sept. 30, the 180-day exclusivity period specified in Section 1121(c)(3) is extended until Nov. 24, 2015. As reported in the Troubled Company Reporter on June 4, 2015, to expedite the reorganization and to secure the just, speedy, and inexpensive determination of the cases of the Debtors, Judge McIvor has set these deadlines, hearing dates and procedures: a. For creditors who are required by law to file claims, the deadline is Aug. 19, 2015, except that for governmental units the deadline to file claims is 180 days from the date the petition was filed. b. The deadline for the Debtors to file motions is July 31, 2015. This is also the deadline to file all unfiled overdue tax returns. The case will not be delayed due to unfiled tax returns. c. The deadline for parties to request the Debtors to include any information in the disclosure statement is Aug. 31, 2015. d. The deadline for the Debtors to file a combined plan and disclosure statement is Sept. 30, 2015. e. The deadline to return ballots on the plan, well as to file objections to final approval of the disclosure statement and objections to confirmation of the plan, is Nov. 17, 2015. The completed ballot form will be returned by mail to the debtor's attorney: Stephen M. Gross, McDonald Hopkins, PLC, 39533 Woodward Avenue, Suite 318, Bloomfield Hills, MI 48304. f. The hearing on objections to final approval of the disclosure statement and confirmation of the plan will be held on Nov. 24, 2015 at 10:30 a.m., in Room 1875, 211 W. Fort Street, Detroit, Michigan. g. The deadline for all professionals to file final fee applications is Dec. 28, 2015. h. The deadline to file objections to the Court's Order Establishing Deadlines and Procedures is June 2, 2015. i. The deadline for taxing authorities to file a motion to allow an administrative expense is Sept. 30, 2015. j. The deadline to file a motion to extend the deadline to file a plan is Aug. 31, 2015. As for the plan, the Court has ordered the Debtors to begin to negotiate the terms of a plan of reorganization and a disclosure statement as soon as practicable. The Debtors will file a plan of reorganization and a disclosure statement combined into one document. If the Debtors fail to meet the deadline, the case may be dismissed or converted to chapter 7 pursuant to 11 U.S.C. Sec. 1112(b)(4). It is the policy of the Court to eliminate unnecessary, time-consuming, and costly litigation concerning the adequacy of the disclosure statement. Accordingly, in preparing the disclosure statement, the Debtors (1) will include all information in the attached "Requirements for Information to Include in the Combined Plan and Disclosure Statement," prepared by the Court, and (2) will consider any request by any party to include any additional information. The parties will submit to the Court for informal resolution any disputes about the disclosure statement before the Debtors file it. Unless good cause is shown, the Court will not consider any objection to a disclosure statement asserted by anyone who has not participated in the procedures. There will be a combined hearing on the plan and disclosure statement. Parties may file objections to the disclosure statement and to the plan by the deadline. If, after considering objections, the Court does not approve the disclosure statement, the Court will not consider confirmation of the plan. A full-text copy of the Court's Order Establishing Deadlines and Procedures is available at: http://bankrupt.com/misc/Lee_Steel_Order_Deadlines.pdf About Lee Steel Novi, Michigan-based Lee Steel Corp., provides flat rolled steel, including hot rolled steel, cold rolled steel, and exposed coated products for automotive and other manufacturing industries. Lee Steel and 2 affiliated companies -- Taylor Industrial Properties, L.L.C., and 4L Ventures, LLC -- filed for separate bankruptcy protection (Bankr. D. Del. Case No. 15-45784) on April 13, 2015. The Hon. Marci B. McIvor presides over the cases. Joshua A. Gadharf, Esq., at McDonald Hopkins PLC, represents the Debtor. Huron Business Advisory, serves as financial advisor; and Epiq Bankruptcy Solutions serves as claims and noticing agent. Lee Steel disclosed $63,206,282 in total assets and $62,659,806 in total liabilities. Hilco Global has purchased the steel processing facility located at the Lee Steel Corporation site in Romulus, Michigan. The deal which was approved in U.S. Bankruptcy Court includes a 200,000 square foot plant and all of the steel processing equipment located at that site. The sale is expected to close in mid-September. The U.S. Trustee for Region 9 appointed three creditors to serve on the official committee of unsecured creditors. Conway Mackenzie, Inc. serves as its financial advisor. MAGNETATION LLC: Fredrickson & Byron OK'd to Handle Labor Issues ---------------------------------------------------------------- The Hon. Gregory F. Kishel of the U.S. Bankruptcy Court for the District of Minnesota authorized Magnetation LLC, et al., to employ Fredrikson & Byron P.A. as special counsel, nunc pro tunc to the Petition Date. Fredrikson & Byron is expected to: a. assist the Debtors' reporting to bondholders, advising and providing legal opinions and due diligence deliveries regarding the terms of the proposed Debtor in Possession financing and amendments or modifications thereto, and advising and providing legal opinions relating to existing credit facilities; b. advise the Debtors regarding employment and labor issues, including collective bargaining agreements, layoffs, employee grievances, workers compensation, employment and labor disputes, OSHA and other regulatory compliance matters involving employment and labor; c. advise the Debtors regarding environmental compliance and permitting issues; and d. represent the Debtors with respect to potential annexation of Mag Pellet, LLC plant in Reynolds, Indiana and impacts of such annexation on tax increment financing and real estate taxation. On July 21, 2015, the Debtors revised their application stating that Fredrikson & Byron will continue to represent them as outside corporate counsel. Fredrikson & Byron has represented the Debtors since February 2013 with respect to general corporate matters, finance and securities, labor and employment, real estate and environmental matters. The Debtors believe that the services will not duplicate the services that other professionals will be providing to the Debtors in the cases. Fredrikson & Byron will not represent the Debtors with respect to any matter that is adverse to the Great Northern Iron Ore Properties Trust, to the Tmst's Reversioner, Glacier Park Iron Ore Properties LLC, to Glacier Park Iron Ore Holdings LLC (the sole member of Glacier Park Iron Ore Properties LLC), or to Glacier Park Company (the sole member of Glacier Park Iron Ore Holdings LLC). The Debtors have also agreed that Fredrikson & Byron will be reimbursed for all actual out-of-pocket expenses incurred by the firm on the Debtors' behalf. The best of the Debtors' knowledge, Fredrikson & Byron does not hold or represent any interest adverse to the Debtors or the Debtors' estates with respect to the matters for which it will provide services. In the 90 days before the Petition Date, Fredrikson & Byron received payments totaling $300,000 from the Debtors and is holding a retainer in the amount of $82,000. The Debtors and Fredrikson & Byron have agreed that the firm will continue to hold the retainer and it will be applied to pay fees, costs, and expenses relating to services rendered prepetition or in the course of these cases. Clinton E. Cutler, a shareholder in the law firm of Fredrikson & Byron, disclosed, in an unsworn declaration, that the Debtors paid to the firm fees and expenses exceeding $1.5 million over the course of the representation. The hourly rates for the attorneys expected to have primary responsibility for the representation of the Debtors are: Simon Root, shareholder (Corporate) $495 Melodie Rose, shareholder (Corporate) $545 Eric Anderson, shareholder (Corporate) $550 Rick Ross, shareholder (Labor/Employment) $495 Mark Vyvyan, shareholder (Real Estate) $475 Joseph Schauer, associate (Corporate) $290 Levi Smith, associate (Corporate) $250 As reported in the Troubled Company Reporter on July 7, 2015, the filing fees paid by Fredrikson & Byron on account of the Debtors in the cases totaled $8,585 ($1,717 per case), for which Fredrikson & Byron will seek reimbursement by the Debtors. The following is provided in response to the request for additional information set forth in D.1. of the Revised Guidelines: -- Fredrikson & Byron did not agree to any variation from, or alternatives to, its standard or customary billing rrangements for this engagement. -- None of the professionals from Fredrikson & Byron included in this engagement have varied or will vary their rate based on the geographic location of the bankruptcy case. -- The billing rates and material financial terms for Fredrikson & Byron's prepetition engagement by the Debtors are set forth herein. No adjustments were made to either the billing rates or the material financial terms of Fredrikson & Byron's employment by the Debtors as a result of the filing of these chapter 11 cases. -- Given the uncertainty regarding the pace of ongoing legal matters that will be handled by Fredrikson & Byron, the Debtors and Fredrikson & Byron have not prepared a budget and staffing plan. About Magnetation LLC Magnetation LLC -- http://www.magnetation.com/-- is a joint venture between Magnetation, Inc. (50.1% owner) and AK Iron Resources, LLC, an affiliate of AK Steel Corporation (49.9% owner). Magnetation LLC recovers high-quality iron ore concentrate from previously abandoned iron ore waste stockpiles and tailings basins. Magnetation LLC owns iron ore concentrate plants located in Keewatin, MN, Bovey, MN and Grand Rapids, MN, and an iron ore pellet plant in Reynolds, IN. Magnetation LLC and four subsidiaries sought Chapter 11 bankruptcy protection (Bankr. D. Minn. Lead Case No. 15-50307) in Duluth, Minnesota, on May 5, 2015, after reaching a deal with secured noteholders on a balance sheet restructuring. The cases are assigned to Chief Judge Gregory F Kishel. The Debtors have tapped Davis Polk & Wardwell LLP and Lapp, Libra, Thomson, Stoebner & Pusch, Chtd., as attorneys; Blackstone Advisory Partners LP as financial advisor; and Donlin, Recano & Company, Inc., as the claims agent. The Debtor's exclusive period for filing a plan and disclosure statement ends Sept. 2, 2015. The Debtor disclosed $239,210,542 in assets and $575,938,301 in liabilities as of the Chapter 11 filing. The U.S. Trustee for Region 12 appointed three creditors of Magnetation LLC to serve on an official committee of unsecured creditors. The Committee tapped Cooley, LLP as its lead counsel, Foley & Mansfield PLLP as its local counsel, and Province Inc., as its financial advisor. MARINA BIOTECH: Registers 6.2 Million Shares for Resale ------------------------------------------------------- Marina Biotech, Inc., filed a Form S-1 registration statement with the Securities and Exchange Commission relating to the proposed resale or other disposition from time to time of up to 6,187,500 shares of the common stock, par value $0.006 per share, of the Company by Steven T. Newby, James H. Stebbins and Lincoln Park Capital Fund, LLC. The shares of common stock covered by this prospectus are issuable to the selling stockholders upon the conversion of the shares of the Series D Convertible Preferred Stock and upon the exercise of common stock purchase warrants that are held by the selling stockholders. The Company is not selling any common stock under this prospectus and will not receive any of the proceeds from the sale or other disposition of common stock by the selling stockholders. However, the Company may receive proceeds in the aggregate amount of up to $1.375 million if all of the warrants to purchase the shares of the Company's common stock that are covered by this prospectus are exercised for cash. The Company's common stock is traded on the OTCQB under the symbol "MRNA". On Aug. 25, 2015, the last reported sale price for the Company's common stock as reported on OTCQB was $0.40 per share. A copy of the prospectus is available for free at: http://is.gd/FBrv6Q About Marina Biotech Marina Biotech, Inc., headquartered in Bothell, Washington, is a biotechnology company focused on the discovery, development and commercialization of nucleic acid-based therapies utilizing gene silencing approaches such as RNA interference ("RNAi") and blocking messenger RNA ("mRNA") translation. The Company's goal is to improve human health through the development, either through its own efforts or those of its collaboration partners and licensees, of these nucleic acid-based therapeutics as well as the delivery technologies that together provide superior treatment options for patients. The Company has multiple proprietary technologies integrated into a broad nucleic acid-based drug discovery platform, with the capability to deliver novel nucleic acid-based therapeutics via systemic, local and oral administration to target a wide range of human diseases, based on the unique characteristics of the cells and organs involved in each disease. On June 1, 2012, the Company announced that, due to its financial condition, it had implemented a furlough of approximately 90% of its employees and ceased substantially all day-to-day operations. Since that time substantially all of the furloughed employees have been terminated. As of Sept. 30, 2012, the Company had approximately 11 remaining employees, including all of its executive officers, all of whom are either furloughed or working on reduced salary. As a result, since June 1, 2012, its internal research and development efforts have been minimal, pending receipt of adequate funding. Marina Biotech reported a net loss of $6.47 million on $500,000 of license and other revenue for the year ended Dec. 31, 2014, compared to a net loss of $1.57 million on $2.11 million of license and other revenue in 2013. As of June 30, 2015, the Company had $7.5 million in total assets, $10 million in total liabilities and a $2.5 million total stockholders' deficit. Wolf & Company, P.C., in Boston, Massachusetts, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing the Company has suffered recurring losses from operations, has a significant accumulated deficit and has been unable to raise sufficient capital to fund its operations through the end of 2015. This raises substantial doubt about the Company's ability to continue as a going concern, the auditors noted. MAS CASA LLC: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: Mas Casa, LLC 32090 Rancho Vista Rd. #D Cathedral City, CA 92234 Case No.: 15-18554 Chapter 11 Petition Date: August 27, 2015 Court: United States Bankruptcy Court Central District of California (Riverside) Judge: Hon. Wayne E. Johnson Debtor's Counsel: Christopher Hewitt, Esq. LAW OFFICES OF CHRISTOPHER HEWITT 72980 Fred Waring Dr Ste C Palm Desert, CA 92260 Tel: 760-459-2438 Fax: 877-241-6366 Email: hewittesq@yahoo.com Total Assets: $1.88 million Total Liabilities: $993,184 The petition was signed by Maria L.Castillo, president. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. MGM RESORTS: Signs Employment Agreement with EVP and CFO -------------------------------------------------------- MGM Resorts International and Daniel J. D'Arrigo, the Company's executive vice president, chief financial officer and treasurer, entered into an employment agreement on Aug. 24, 2015, according to a document filed with the Securities and Exchange Commission. The Employment Agreement provides for a term of employment commencing on May 4, 2015, and ending on May 3, 2019. The Employment Agreement provides a minimum annual base salary of $875,000. Per the Employment Agreement, Mr. D'Arrigo's annual target bonus, as determined under the Company's management incentive program, will be up to 150% of his base salary. The Employment Agreement also provides Mr. D'Arrigo with certain other benefits and perquisites. In the event of a termination of Mr. D'Arrigo's employment as the result of his death or a termination by the Company due to disability, the Company will pay Mr. D'Arrigo six months' salary payable at regular payroll intervals (less any payments received from an employer-paid short term disability policy). The Employment Agreement also contains a non-compete covenant generally prohibiting Mr. D'Arrigo from providing services to a competitor or soliciting employees or business contacts for 12 months following his termination of employment or for 12 months following the term of the Employment Agreement. In addition, the Employment Agreement mandates that Mr. D'Arrigo's confidentiality obligations continue even after his termination of employment. About MGM Resorts MGM Resorts International (NYSE: MGM) a global hospitality company, operating a portfolio of destination resort brands including Bellagio, MGM Grand, Mandalay Bay and The Mirage. The Company also owns 51% of MGM China Holdings Limited, which owns the MGM Macau resort and casino and is in the process of developing a gaming resort in Cotai, and 50% of CityCenter in Las Vegas, which features ARIA resort and casino. For more information about MGM Resorts International, visit the Company's Web site at www.mgmresorts.com. MGM Resorts reported a net loss attributable to the Company of $156.60 million in 2013 following a net loss attributable to the Company of $1.76 billion in 2012. As of June 30, 2015, the Company had $27.1 billion in total assets, $17.9 billion in total liabilities, $5 million in redeemable noncontrolling interest and $9.1 billion in total stockholders' equity. Bankruptcy Warning The Company stated in its 2013 Annual Report, "The agreements governing our senior secured credit facility and other senior indebtedness contain restrictions and limitations that could significantly affect our ability to operate our business, as well as significantly affect our liquidity, and therefore could adversely affect our results of operations. Covenants governing our senior secured credit facility and certain of our debt securities restrict, among other things, our ability to: * pay dividends or distributions, repurchase or issue equity, prepay certain debt or make certain investments; * incur additional debt; * incur liens on assets; * sell assets or consolidate with another company or sell all or substantially all assets; * enter into transactions with affiliates; * allow certain subsidiaries to transfer assets; and * enter into sale and lease-back transactions. Our ability to comply with these provisions may be affected by events beyond our control. The breach of any such covenants or obligations not otherwise waived or cured could result in a default under the applicable debt obligations and could trigger acceleration of those obligations, which in turn could trigger cross defaults under other agreements governing our long-term indebtedness. Any default under our senior secured credit facility or the indentures governing our other debt could adversely affect our growth, our financial condition, our results of operations and our ability to make payments on our debt, and could force us to seek protection under the bankruptcy laws." * * * As reported by the TCR on Nov. 14, 2011, Standard & Poor's Ratings Services raised its corporate credit rating on MGM Resorts International to 'B-' from 'CCC+'. In March 2012, S&P revised the outlook to positive from stable. "The revision of our rating outlook to positive reflects strong performance in 2011 and our expectation that MGM will continue to benefit from the improving performance trends on the Las Vegas Strip," S&P said. In March 2012, Moody's Investors Service affirmed its B2 corporate family rating and probability of default rating. The affirmation of MGM's B2 Corporate Family Rating reflects Moody's view that positive lodging trends in Las Vegas will continue through 2012 which will help improve MGM's leverage and coverage metrics, albeit modestly. Additionally, the company's declaration of a $400 million dividend ($204 million to MGM) from its 51% owned Macau joint venture due to be paid shortly will also improve the company's liquidity profile. The ratings also consider MGM's recent bank amendment that resulted in about 50% of its $3.5 billion senior credit facility being extended one year from 2014 to 2015. As reported by the TCR on Sept. 29, 2014, Fitch Ratings has upgraded MGM Resorts International's (MGM) and MGM China Holdings Ltd's (MGM China) IDRs to 'B+' from 'B' and 'BB' from 'BB-', respectively. Fitch's upgrade of MGM's IDR to 'B+' and the Positive Outlook reflect the company's strong performance on the Las Vegas Strip and in Macau as well as Fitch's longer-term positive outlooks for these markets. MICHAEL BROWN: "Apostolopoulos" Partial Summary Judgment Reversed ----------------------------------------------------------------- Judge Nancy F. Atlas of the United States District Court for the Southern District of Texas, Houston Division, in the case captioned GEORGIOS APOSTOLOPOULOS, Appellant, v. RONALD J. SOMMERS, Chapter 7 Trustee, Appellee, CIVIL ACTION NO. 15-0668, (S.D. Tex.), reversed the bankruptcy court's partial judgment, concluding that the bankruptcy court failed to apply Rule 56 standards for granting summary judgment as a matter of law. On March 25, 2014, Ronald J. Sommers, Chapter 7 Trustee for the estate of Michael Brown, initiated an adversary proceeding against Irina Bogatcheva, Vadim Khachaturyan, and Georgios Apostolopoulos pursuant to 11 U.S.C Section 362(k)(1). The Trustee sought to recover money damages for their alleged conduct that gave rise to the bankruptcy court's contempt orders in the main bankruptcy case. Bogatcheva, Khachaturyan, and Apostolopoulos have been held in contempt for violating the bankruptcy court's Order Compelling Turnover of Estate Assets and the Means to Access the Same. The next day, the Trustee sought partial summary judgment against Bogatcheva, Khachaturyan, and Apostolopoulos in the amount of $750K, pursuant to Rule 56 of the Federal Rules of Civil Procedure, applicable to adversary proceedings pursuant to Bankruptcy Rule 7056. Apostolopouos filed a Response to which he attached portions of Bogatcheva's testimony from her Bankruptcy Rule 2004 examination and his own sworn testimony from his April 23, 2014 show cause hearing. The bankruptcy court entered Partial Judgment on February 26, 2015 after a hearing on the motion. Apostolopoulos timely filed his appeal. Judge Atlas found that the bankruptcy court failed to apply Rule 56 standards for granting summary judgment as a matter of law. The judge explained that the proper test for a motion for summary judgment is whether the movant has demonstrated an absence of a genuine issue of material fact. However, Judge Atlas found that although the bankruptcy court recognized that there was conflicting evidence, it made credibility determinations and resolved genuine issues of material fact in favor of the movant. Judge Atlas also held that neither res judicata nor collateral estoppel apply in this case and do not provide an independent basis for affirming the bankruptcy court. The adversary case is GEORGIOS APOSTOLOPOULOS, Appellant, v. RONALD J. SOMMERS, Chapter 7 Trustee, Appellee, BANKRUPTCY ADVERSARY NO. 14-3088 (Bankr. S.D. Tex.). A full-text copy of Judge Atlas' August 7, 2015 memorandum and order is available at http://is.gd/6AgBYdfrom Leagle.com. Castlemane, Inc. is represented by: Richard A. Kincheloe, Esq. NATHAN SOMMERS JACOBS PC 2800 Post Oak Boulevard 61st Floor Houston, TX 77056 Tel: (713) 960-0303 Fax: (713) 892-4800 Email: rkincheloe@nathansommers.com Georgios Apostolopoulous is represented by: Wendell A. Odom, Jr., Esq. 440 Louisiana Street, Suite 200 Houston, TX 77002 Tel: (713) 223-5575 Fax: (713) 224-2815 Ronald J. Sommers is represented by: Spencer D. Solomon, Esq. NATHAN SOMMERS JACOBS PC 2800 Post Oak Boulevard 61st Floor Houston, TX 77056 Tel: (713) 960-0303 Fax: (713) 892-4800 Email: ssolomon@nathansommers.com MICHAEL BROWN: "Bogatcheva" Partial Summary Judgment Reversed ------------------------------------------------------------- Judge Nancy F. Atlas of the United States District Court for the Southern District of Texas, Houston Division reversed the bankruptcy court's partial judgment in the case captioned The case is IRINA BOGATCHEVA, Appellant, v. RONALD J. SOMMERS, Chapter 7 Trustee, Appellee, CIVIL ACTION NO. 15-0666, (S.D. Tex.), concluding that the bankruptcy court failed to apply Rule 56 standards for granting summary judgment as a matter of law. On March 25, 2014, Ronald J. Sommers, Chapter 7 Trustee for the estate of Michael Brown, initiated an adversary proceeding against Irina Bogatcheva, Vadim Khachaturyan, and Georgios Apostolopoulos pursuant to 11 U.S.C Section 362(k)(1). The Trustee sought to recover money damages for their alleged conduct that gave rise to the bankruptcy court's contempt orders in the main bankruptcy case. Bogatcheva, Khachaturyan, and Apostolopoulos have been held in contempt for violating the bankruptcy court's Order Compelling Turnover of Estate Assets and the Means to Access the Same. Bogatcheva was one of the individuals whom the Trustee believed had either possession of or knowledge regarding Brown's missing assets. The next day, the Trustee sought partial summary judgment against Bogatcheva, Khachaturyan, and Apostolopoulos in the amount of $750K, pursuant to Rule 56 of the Federal Rules of Civil Procedure, applicable to adversary proceedings pursuant to Bankruptcy Rule 7056. The bankruptcy court entered Partial Judgment on February 26, 2015 after a hearing on the motion. Bogatcheva timely filed her appeal. Judge Atlas found that the bankruptcy court failed to apply Rule 56 standards for granting summary judgment as a matter of law. The judge explained that the proper test for a motion for summary judgment is whether the movant has demonstrated an absence of a genuine issue of material fact. However, Judge Atlas found that although the bankruptcy court recognized that there was conflicting evidence, it made credibility determinations and resolved genuine issues of material fact in favor of the movant. Judge Atlas also held that neither res judicata nor collateral estoppel apply in this case and do not provide an independent basis for affirming the bankruptcy court. The adversary case is IRINA BOGATCHEVA, Appellant, v. RONALD J. SOMMERS, Chapter 7 Trustee, Appellee, BANKRUPTCY ADVERSARY NO. 14-3088 (Bankr. S.D. Tex.). A full-text copy of Judge Atlas' August 7, 2015 memorandum and order is available at http://is.gd/PJQVyffrom Leagle.com. Castlemane, Inc. is represented by: Richard A. Kincheloe, Esq. NATHAN SOMMERS JACOBS PC 2800 Post Oak Boulevard 61st Floor Houston, TX 77056 Tel: (713) 960-0303 Fax: (713) 892-4800 Email: rkincheloe@nathansommers.com Urina Bogatcheva is represented by: James Lloyd Mount, Esq. MOUNT LAW FIRM 712 Main St Ste 2450 Houston, TX 77002 Tel: (713) 600-7777 Ronald J. Sommers is represented by: Spencer D. Solomon, Esq. NATHAN SOMMERS JACOBS PC 2800 Post Oak Boulevard 61st Floor Houston, TX 77056 Tel: (713) 960-0303 Fax: (713) 892-4800 Email: ssolomon@nathansommers.com MICHAEL BROWN: "Khachaturyan" Partial Summary Judgment Reversed --------------------------------------------------------------- Judge Nancy F. Atlas of the United States District Court for the Southern District of Texas, Houston Division, reversed the bankruptcy court's partial judgment in the case captioned The case is VADIM KHACHATURYAN, Appellant, v. RONALD J. SOMMERS, Chapter 7 Trustee, Appellee, CIVIL ACTION NO. 15-0667, (S.D. Tex.), concluding that the bankruptcy court failed to apply Rule 56 standards for granting summary judgment as a matter of law. On March 25, 2014, Ronald J. Sommers, Chapter 7 Trustee for the estate of Michael Brown, initiated an adversary proceeding against Irina Bogatcheva, Vadim Khachaturyan, and Georgios Apostolopoulos pursuant to 11 U.S.C Section 362(k)(1). The Trustee sought to recover money damages for their alleged conduct that gave rise to the bankruptcy court's contempt orders in the main bankruptcy case. Bogatcheva, Khachaturyan, and Apostolopoulos have been held in contempt for violating the bankruptcy court's Order Compelling Turnover of Estate Assets and the Means to Access the Same. The next day, the Trustee sought partial summary judgment against Bogatcheva, Khachaturyan, and Apostolopoulos in the amount of $750K, pursuant to Rule 56 of the Federal Rules of Civil Procedure, applicable to adversary proceedings pursuant to Bankruptcy Rule 7056. The bankruptcy court entered Partial Judgment on February 26, 2015 after a hearing on the motion. Khachaturyan timely filed his appeal. Judge Atlas found that the bankruptcy court failed to apply Rule 56 standards for granting summary judgment as a matter of law. The judge explained that the proper test for a motion for summary judgment is whether the movant has demonstrated an absence of a genuine issue of material fact. However, Judge Atlas found that although the bankruptcy court recognized that there was conflicting evidence, it made credibility determinations and resolved genuine issues of material fact in favor of the movant. Judge Atlas also held that neither res judicata nor collateral estoppel apply in this case and do not provide an independent basis for affirming the bankruptcy court. The bankruptcy case is VADIM KHACHATURYAN, Appellant, v. RONALD J. SOMMERS, Chapter 7 Trustee, Appellee, BANKRUPTCY ADVERSARY NO. 14-3088 (Bankr. S.D. Tex.). A full-text copy of Judge Atlas' August 7, 2015 memorandum and order is available at http://is.gd/X0FJKsfrom Leagle.com. Castlemane, Inc. is represented by: Richard A. Kincheloe, Esq. NATHAN SOMMERS JACOBS PC 2800 Post Oak Boulevard 61st Floor Houston, TX 77056 Tel: (713) 960-0303 Fax: (713) 892-4800 Email: rkincheloe@nathansommers.com Vadim Khachaturyan is represented by: Marc J. Magids, Esq. Pascal Paul Piazza, Esq. ZUKOWSKI BRESENHAN SINEX & PETRY LLP 1177 West Loop South Suite 1100 Houston, TX 77027 Tel: (713) 965-7597 Fax: (713) 963-9169 Ronald J. Sommers is represented by: Spencer D. Solomon, Esq. NATHAN SOMMERS JACOBS PC 2800 Post Oak Boulevard 61st Floor Houston, TX 77056 Tel: (713) 960-0303 Fax: (713) 892-4800 Email: ssolomon@nathansommers.com NATURALSHRIMP INC: Turner Stone Expresses Going Concern Doubt ------------------------------------------------------------- NaturalShrimp Incorporated filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K for the fiscal year ended March 31, 2015. Turner Stone & Company L.L.P., expressed substantial doubt about the Company's ability to continue as a going concern, citing that the Company had an accumulated deficit at March 31, 2015, a net loss and net cash used in operating activities for the years then ended. The Company reported a net loss of $1.63 million on $924 of sales for the fiscal year ended March 31, 2015, compared with a net loss of $2.39 million on $12,862 of sales in 2014. The Company's balance sheet at March 31, 2015, showed $1.61 million in total assets, $4.24 million in total liabilities, and a total stockholders' deficit of $2.63 million. A copy of the Form 10-K is available at: http://is.gd/ftJkQr NaturalShrimp Incorporated, a shrimp farming company, engages in the development of a technology for the production of shrimps in an indoor, re-circulating, and saltwater facility in the United States and internationally. The company offers self-contained shrimp aquiculture system that allows for the production of Pacific White shrimp in an ecologically controlled independent production system without the use of antibiotics or toxic chemicals. It also develops various proprietary technology assets, including a knowledge base that allows the production of commercial quantities of shrimp in a closed system with a computer monitoring system, which automates, monitors, and maintains levels of oxygen, salinity, and temperature for shrimp production. In addition, the company provides Vibrio Suppression Technology, a solution against infectious agents that helps to exclude and suppress harmful organisms, which destroy BioFloc and other enclosed technologies. Further, it offers automated monitoring and control system that uses individual tank monitors to automatically control the feeding, oxygenation, and temperature of facility tanks independently. NaturalShrimp Incorporated was founded in 2001 and is based in Waco, Texas. NAVISTAR INTERNATIONAL: To Hold Q3 Conference Call on Sept. 2 ------------------------------------------------------------- Navistar International Corporation will present via live web cast its fiscal 2015 third quarter financial results on Wednesday, September 2nd. A live web cast is scheduled at approximately 9:00 a.m. Eastern. Speakers on the web cast will include Troy Clarke, president and chief executive officer and Walter Borst, executive vice president and chief financial officer, and other company leaders. The web cast can be accessed through a link on the investor relations page of Company's web site at http://www.navistar.com/navistar/investors/webcasts Investors are advised to log on to the Web site at least 15 minutes prior to the start of the web cast to allow sufficient time for downloading any necessary software. The web cast will be available for replay at the same address approximately three hours following its conclusion, and will remain available for a period of at least 12 months. About Navistar International Navistar International Corporation (NYSE: NAV) -- http://www.navistar.com/-- is a holding company whose subsidiaries and affiliates subsidiaries produce International(R) brand commercial and military trucks, MaxxForce(R) brand diesel engines, IC Bus(TM) brand school and commercial buses, Monaco RV brands of recreational vehicles, and Workhorse(R) brand chassis for motor homes and step vans. It also is a private-label designer and manufacturer of diesel engines for the pickup truck, van and SUV markets. The Company also provides truck and diesel engine parts and service. Another affiliate offers financing services. Navistar International reported a net loss attributable to the Company of $619 million for the year ended Oct. 31, 2014, compared to a net loss attributable to the Company of $898 million for the year ended Oct. 31, 2013. * * * In the Oct. 9, 2013, edition of the TCR, Moody's Investors Service affirmed the ratings of Navistar International Corp., including the 'B3' corporate family rating. The ratings reflect Moody's expectation that Navistar's successful incorporation of Cummins engines throughout its product line up will enable the company to regain lost market share, and that progress in addressing component failures in 2010 vintage-engines will significantly reduce warranty expenses. As reported by the TCR on Oct. 9, 2013, Standard & Poor's Ratings Services lowered its long-term corporate credit rating on Navistar International to 'CCC+' from 'B-'. "The rating downgrades reflect our increased skepticism regarding NAV's prospects for achieving the market shares it needs for a successful business turnaround," said credit analyst Sol Samson. In January 2013, Fitch Ratings affirmed the issuer default ratings for Navistar International at 'CCC' and removed the negative outlook on the ratings. The removal reflects Fitch's view that immediate concerns about liquidity have lessened, although liquidity remains an important rating consideration as NAV implements its selective catalytic reduction engine strategy. NEW TOWNE CENTER: Filmmaker Buys McLemore Avenue Center for $1.9M ----------------------------------------------------------------- Bill Dries at Memphis Daily News reports that filmmaker Tom Shadyac won the auction of the New Towne Center at 915 McLemore Avenue in Memphis with a $1.9 million bid. The report adds that New Towne Center, Inc., was the rival bidder to Mr. Shadyac's nonprofit "Foundation for I Am" at an auction held on Thursday. Memphis, Tennessee-based New Towne Center, Inc., a TN Non Profit Corp., filed for Chapter 11 bankruptcy protection (Bankr. W.D. Tenn. Case No. 15-20250) on Jan. 8, 2015, estimating its assets and liabilities at between $1 million and $10 million each. The petition was signed by Jeffrey T. Higgs, president. Judge George W. Emerson Jr. presides over the case. Toni Campbell Parker, Esq., at the Law Office of Toni Campbell Parker, serves as the Company's bankruptcy counsel. NIRVANA SPRING: Delays Job Cuts; To Be Auctioned on Oct. 14 ----------------------------------------------------------- Nick Kapteyn at CNY Business Journal reports that Nirvana Spring Water Inc. will delay the start of cutting 70 jobs until the second half of November, instead of early September. According to the report,the Company employed more than 100 people as of August 2013. Business Journal recalls that the Company said in June 2015 that it will shut down its bottling plant in northeast Oneida County, New York. Dow Jones relates that the Company is being put up for auction on Oct. 14, 2015, for interested parties to buy it out of bankruptcy. Family-operated business Nirvana Spring Water Inc. filed for Chapter 11 bankruptcy in June 2015. NW VALLEY: Court Approves Lucarelli & Lucarelli as Tax Accountant ----------------------------------------------------------------- NW Valley Holdings, LLC sought and obtained permission from the U.S. Bankruptcy Court for the District of Nevada to employ Lucarelli & Lucarelli, PC as tax accountant, nunc pro tunc to July 9, 2015. The Debtor requires Lucarelli & Lucarelli to prepare on their behalf all necessary or appropriate tax returns for tax years 2014 and 2015. Lucarelli & Lucarelli's professionals bill an hourly rate of $290 per hour, plus any out-of-pocket expenses. The minimum fee for this engagement is $2,500. Lawrence Lucarelli, principal of Lucarelli & Lucarelli, 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. Lucarelli & Lucarelli can be reached at: Lawrence Lucarelli LUCARELLI & LUCARELLI, PC 93 Rumford Road Kings Park, NY 11754 Tel: (631) 361-6339 About NW Valley Holdings NW Valley Holdings LLC was organized on Feb. 12, 2014, to provide a vehicle and a process for its managers and members, who were all homebuilders and other property developers, to group together and make a joint bid to acquire certain real property consisting of 1,710.86 gross acres located in the City of Las Vegas, Nevada at a Bureau of Land Management auction, and on which they intended to develop a master-planned community. A syndicate of lenders led by Wachovia Bank, N.A., as administrative agent, agreed to provide $565,000,000 to finance the acquisition and develop the property. The great recession and financial crisis of 2007 to 2008 hit. In September 2008, a trustee's deed upon sale was recorded, thereby evidencing the transfer of the property for a credit bid of $5 million to an entity called KAG Property, LLC, as successor to Wachovia's rights under the loan. The trustee's deed excluded any portion of the property "lying within the U.S. Highway 95/Rancho Drive as it presently exists." The remaining real property consists of 6 very small parcels of property directly under or immediately adjacent to the U.S. Highway 95. In May 2013, Wells Fargo, successor by merger to Wachovia, sold all of its rights and interests in the loan and KAG Property to affiliates of Kyle Partners, LLC. Kyle Agent, LLC, was named successor administrative agent. Kyle Partners owns 89% of the beneficial interest of any remaining amounts owing under the credit agreement. KEH acquired an aggregate 90.41% of the membership interests in the Company. The Kimball Hill Trusts hold the remaining 9.59%. NW Valley Holdings LLC filed a Chapter 11 bankruptcy petition (Bank. D. Nev. Case No. 15-10116) on Jan. 10, 2015. The petition was signed by Charles C. Reardon, senior managing director of Asgaard Capital, LLC, as manager. The Debtor disclosed assets of $815,000 and liabilities of $428 million. Judge August B. Landis is assigned to the case. On Feb. 27, 2015, the Court authorized the employment of Asgaard Capital LLC as the Debtor's manager. The Debtor has tapped Larson & Zirzow, LLC, as general bankruptcy counsel. The Debtor also hired Asset Insight of Nevada as real property appraiser to provide an appraisal of the Remaining Real Property. The Debtor has tapped David R. Black, CPA, as its accountant. ORLANDO GATEWAY: Court Denies U.S. Trustee's Bid to Dismiss Case ---------------------------------------------------------------- The Hon. Karen S. Jenneman of the Bankruptcy Court for the Middle District of Florida denied, without prejudice, the motion of the U.S. Trustee to dismiss the Chapter 11 case of Orlando Gateway Partners, LLC, with two year injunction, or to convert case to Chapter 7 of the Bankruptcy Code. As reported in the Troubled Company Reporter on June 26, 2015, Timothy S. Laffredi, Esq., on behalf of Guy G. Gebhardt, Acting U.S. Trustee for Region 21, told the Court that the Debtor has failed to comply with an order of the Bankruptcy Court as it had failed to cooperate with the U.S. Trustee by providing requested documents and responding to inquiries. Mr. Laffredi further told the Court that the Debtor has failed to file required documents in a timely manner and provide information routinely and reasonably requested by the U.S. Trustee. About Orlando Gateway Nilhan Hospitality, LLC, and Orlando Gateway Partners, LLC commenced Chapter 11 bankruptcy cases (Bankr. M.D. Fla. Case No.15-03447 and 15-03448, respectively) in Orlando, Florida on April 20, 2015. Chittranjan Thakkar, the manager, signed the petitions. Orlando Gateway, Orlando Sentinel states, is a $500 million retail and residential complex -- which includes two restaurants, a Bonefish Grill and Carraba's, and plans for additional commercial and residential build out -- near Orlando International Airport. Nilhan estimated $1 million to $10 million in assets and $10 million to $50 million in debt while Orlando Gateway estimated at least $10 million in assets and debt. The Debtors are represented by Kenneth D Herron, Jr., Esq., at Wolff, Hill, McFarlin & Herron, P.A. ORLANDO GATEWAY: Exclusive Periods Terminated as of July 31 ----------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida terminated as of July 31, 2015, Orlando Gateway Partners, LLC's exclusive period to file a Chapter 11 Plan. The Debtor and creditors, Good Gateway, LLC and SEG Gateway, LLC, notified the Court of a resolution of several contested matters including an agreement providing for the termination of the exclusivity period for the filing of a plan. The Court deemed the agreement a joint ore tenus motion to terminate exclusivity. About Orlando Gateway Nilhan Hospitality, LLC, and Orlando Gateway Partners, LLC commenced Chapter 11 bankruptcy cases (Bankr. M.D. Fla. Case No.15-03447 and 15-03448, respectively) in Orlando, Florida on April 20, 2015. Chittranjan Thakkar, the manager, signed the petitions. Orlando Gateway, Orlando Sentinel states, is a $500 million retail and residential complex -- which includes two restaurants, a Bonefish Grill and Carraba's, and plans for additional commercial and residential build out -- near Orlando International Airport. Nilhan estimated $1 million to $10 million in assets and $10 million to $50 million in debt while Orlando Gateway estimated at least $10 million in assets and debt. The Debtors are represented by Kenneth D Herron, Jr., Esq., at Wolff, Hill, McFarlin & Herron, P.A. ORLANDO GATEWAY: Use of Cash Collateral Set to Expire Aug. 31 ------------------------------------------------------------- The Hon. Karen S. Jenneman of the Bankruptcy Court for the Middle District of Florida entered an interim order authorizing Orlando Gateway Partners, LLC to use cash collateral until Aug. 31, 2015, to pay: (a) amounts expressly authorized by the Court, including payments to the U.S. Trustee for quarterly fees; (b) the current and necessary expenses, plus an amount not to exceed 10 percent for each line item; and (c) the amounts as may be expressly approved in writing by SummitBridge National Investments IV LLC. The Court was slated to convene a conduct a non-evidentiary status conference on Aug. 26, 2015 to consider Orlando Gateway's further use of cash collateral. As adequate protection from any diminution in value of the lender's collateral, the will grant the lender a replacement lien. The Debtor will also maintain insurance coverage for its property in accordance with the obligations under the loan and security documents with the secured creditors. Additionally, the Debtor will pay to SummitBridge, as adequate protection payments, (a) the amount of $51,265 and (b) on the 10th day of each month commencing on Aug. 10, 2015, the amount of $7,000. About Orlando Gateway Nilhan Hospitality, LLC, and Orlando Gateway Partners, LLC commenced Chapter 11 bankruptcy cases (Bankr. M.D. Fla. Case No.15-03447 and 15-03448, respectively) in Orlando, Florida on April 20, 2015. Chittranjan Thakkar, the manager, signed the petitions. Orlando Gateway, Orlando Sentinel states, is a $500 million retail and residential complex -- which includes two restaurants, a Bonefish Grill and Carraba's, and plans for additional commercial and residential build out -- near Orlando International Airport. Nilhan estimated $1 million to $10 million in assets and $10 million to $50 million in debt while Orlando Gateway estimated at least $10 million in assets and debt. The Debtors are represented by Kenneth D Herron, Jr., Esq., at Wolff, Hill, McFarlin & Herron, P.A. PACIFIC RECYCLING: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Pacific Recycling, Inc. PO Box 2633 Eugene, OR 97402 Case No.: 15-62925 Chapter 11 Petition Date: August 27, 2015 Court: United States Bankruptcy Court District of Oregon Judge: Hon. Frank R Alley III Debtor's Counsel: Laura J. Walker, Esq. Donald J. Koehler II, Esq. CABLE HUSTON LLP 1001 SW 5 th Avenue, Suite 2000 Portland, OR 97204-1136 Tel: (503) 224-3092 Fax: (503) 224-3176 Email: lwalker@cablehuston.com dkoehler@cablehuston.com Estimated Assets: $10 million to $50 million Estimated Debts: $10 million to $50 million The petition was signed by Rodney Schultz, president. List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ All Pro Machine & Mfg. Trade Debt $24,582 AmeriMex Motor & Controls, Inc. Trade Debt $29,730 Bank of America Credit Card Credit Card $110,175 Columbia State Bank Credit Card Credit Card $46,849 DEQ Penalty $83,597 Deus Machine Computer Tech $22,347 Dorman Construction, Inc. Trade Debt $212,329 Farwest Steel Corporation Trade Debt $77,461 John Graham Loan $157,969 HMS Trading (LL Trading) Loan $1,094,000 11 Leona Drive San Rafael, CA 94903 Ideal Steel Trade Debt $79,905 Larkins Vacura LLP Legal Services $18,649 Murphy Company Trade Debt $22,291 Melva Murphy Loan $50,000 Sam Jacobs Group LLC Loan $2,165,000 Attn: Sam Jacobs 1220 S 194th Street Omaha, NE 68130 Spectrum CPA Group, LLP CPA Services $45,383 Tyree Oil Trade Debt $120,099 Umpqua Bank Credit Card Credit Card $62,049 Union Pacific Railroad Company Shipping $84,909 Willimina Lumber Trade Debt $37,951 PACIFIC RECYCLING: Wants to Employ Cable Huston as Attorneys ------------------------------------------------------------ Pacific Recycling, Inc. seeks authority from the Bankruptcy Court to employ Cable Huston LLP as its counsel. Cable Huston will: (a) advise the Debtor of its rights, powers and duties as debtor and debtor-in-possession under Chapter 11 of the Bankruptcy Code; (b) take all actions necessary to protect and preserve the Debtor's bankruptcy estate, including the prosecution of actions on the Debtor's behalf, the defense of any action commenced against the Debtor, negotiations concerning all litigation in which Debtor is involved, objections to claims filed against the Debtor in the bankruptcy case, and the compromise or settlement of claims; (c) advise the Debtor concerning, and prepare on behalf of Debtor, all necessary applications, motions, memoranda, responses, complaints, answers, orders, notices, reports and other papers, and review all financial and other reports required from Debtor as debtors-in- possession in connection with administration of the Chapter 11 case; (d) review the nature and validity of any liens asserted against the Debtor's property and advise the Debtor concerning the enforceability of those liens; (e) advise the Debtor regarding its ability to initiate actions to collect and recover property, including outstanding accounts receivables, for the benefit of the bankruptcy estate; and (f) provide other legal advice or services as may be required in connection with the Chapter 11 case. The Debtor has agreed to compensate Cable Huston on an hourly basis in accordance with the firm's ordinary and customary hourly rates in effect on the date services are rendered. The Cable Huston professionals who will be primarily responsible for providing these services, their status and their current billing rates are: Attorney Status Hourly Rate -------- -------- ----------- Laura J. Walker Partner $350 Chad Stokes Partner $340 Donald J. Koehler II Of Counsel $325 Nicole M. Swift Associate $275 Jonathan J. Cavanagh Associate $275 Nicole Watson Abercrombie Associate $225 Tina Dent Paralegal $135 Joel Thompson Paralegal $135 The Debtor has asked Cable Huston to advise it on the particulars of Chapter 11 reorganizations and to render general legal services to Debtor as needed throughout the course of the Chapter 11 case, including bankruptcy, real estate, corporate, finance and litigation assistance and advice. Cable Huston received a wire transfer in the amount of $11,500 on Aug. 19, 2015. The source of these funds was the Debtor's funds from proceeds of the sale of an unencumbered trailer. Cable Huston received an additional retainer by wire transfer in the amount of $45,000 on Aug. 27, 2015, from funds provided by a relative of the Debtor's owner. On Aug. 20, 2015, funds were transferred from the client trust account to pay an invoice dated Aug. 4, 2015, in the amount of $1,435 for prepetition legal services. On Aug. 27, 2015, $9,035 was transferred from the client trust account to pay for prepetition legal work, including preparation of bankruptcy schedules, and work on the Banner Bank lawsuit. To the best of the Debtor's knowledge, Cable Huston attorneys do not have any connection with it, its creditors, any other party in interest, or their respective attorneys or accountants. Pacific Recycling, Inc. filed a Chapter 11 bankruptcy petition (Bankr. D. Ore. Case No. 15-62925) on Aug. 27, 2015. The petition was signed by Rodney Schultz as president. The Debtor estimated assets and liabilities of $10 million to $50 million. Hon. Frank R Alley III is assigned to the case. PARKVIEW ADVENTIST: Bid for Authority to Use Cash Collateral Denied ------------------------------------------------------------------- Judge Peter G. Cary of the United States Bankruptcy Court for the District of Maine denied Parkview Adventist Medical Center's motion for authority to use cash collateral securing its prepetition indebtedness. In a meeting on April 16, 2008, Parkview's Board of Directors adopted resolutions authorizing a loan from Central Maine Healthcare Corporation and the granting of mortgages and security instruments in Parkview's property to secure the loan. CMHC loaned Parkview $5.6M on April 25, 2008. As part of its bankruptcy, Parkview sought authority to use cash collateral securing its prepetition indebtedness from CMHC. CMHC objected. Parkview argued that (1) CMHC does not have valid liens or security interests in Parkview's assets because the approval thereof was not obtained from Parkview's members; (2) CMHC has no enforceable security interest in its accounts, including Medicare and Medicaid accounts receivables which it deposits in its bank account; (3) even if CMHC possessed valid security interest in the Medicare and Medicaid receivables, they became unperfected by operation of 11 M.R.S.A. Section 9-1315(4); and (4) Even if CMHC's liens and security interests are valid, CMHC is adequately protected. Judge Cary disagreed with Parkview's arguments. He held that: (1) the failure of the members of Parkview to vote to authorize the execution of the mortgage and security interests does not void the security interests; (2) CMHC's security interests can attach to Parview's bank accounts and a control agreement was not necessary to perfect them; (3) CMHC's security interests in the Medicare and Medicaid receivables did not became unperfected by operation of 11 M.R.S.A. Section 9-1315(4); and (4) Parkview has not met its burden that CMHC is adequately protected. The case is In re: PARKVIEW ADVENTIST MEDICAL CENTER, Chapter 11, Debtor, CASE NO.: 15-20442 (Bankr. D. Me.). A full-text copy of Judge Cary's August 6, 2015 order is available at http://is.gd/BOFKFbfrom Leagle.com. About Parkview Adventist Parkview Adventist Medical Center, a Maine non-profit corporation, operates the Parkview Hospital, a faith-based acute care community hospital located in Brunswick, Maine, affiliated with the Seventh Day Adventist Church. Its mission is to provide services supporting the physical, emotional and spiritual wellness of its patients. Parkview sought Chapter 11 protection (Bankr. D. Maine Case No. 15-20442) in Portland, Maine, on June 16, 2015. The case is assigned to Judge Peter G Cary. The Debtor estimated $10 million to $50 million in assets and debt. According to the docket, the appointment of a health care ombudsman is due by July 16, 2015. The deadline for filing claims is Oct. 7, 2015. The Debtor's plan and disclosure statement are due Oct. 14, 2015. The Debtor is represented by George J. Marcus, Esq., at Marcus, Clegg & Mistretta, PA, in Portlane, Maine. PATRIOT COAL: Admin. Claims Deadline for Select Claimants Extended ------------------------------------------------------------------ Patriot Coal Corporation, et al., entered into stipulations in relation to extension of the administrative claims of: -- Cecil I. Walker Machinery Co., Ehayne Company and Boyd Fabrication Company; and -- the U.S. Environmental Protection Agency, The U.S. Department of the Interior, the U.S. Army Corps of Engineers, and the U.S. Nuclear Reguatory Commission. Pursuant to the stipulation and consent order, the July 27, deadline will be extended: 1. to July 31, in connection with the claims of Cecil I. Walker Machinery Co., Ehayne Company and Boyd Fabrication Company; and 2. Nov. 9, in connection to the claims held by the U.S. Environmental Protection Agency, the U.S. Department of the Interior, the U.S. Army Corps of Engineers, and the U.S. Nuclear Regulatory Commission be coextensive with the bar date for proofs of claim filed by governmental unit. On June 4, 2015, the Court entered an order which set a deadline of July 27, for the filing of certain administrative claims between the Petition Date and July 6; and a deadline of Nov. 9 as the governmental unit bar date. On May 20, the Debtors requested that the Court (i) establish deadlines for filing proofs of claim, including requests for payment under Section 503(b)(9) of the Bankruptcy Code, (ii) establish the bar date for the filing of requests for allowance of claims under Section 503(b) or 507(a)(2) of the Bankruptcy Code arising between May 12, 2015, and July 6; (iii) establish the amended schedules bar date and the rejection damages bar date; and (iv) approve the form of and manner for filing proofs of claim. Proofs of claim must be submitted to the Debtors' notice and claims agent, in this address: Patriot Coal Corporation Claims Processing Center c/o Prime Clerk LLC 830 Third Avenue, 9th Floor New York, NY 10022 About Patriot Coal Patriot Coal Corporation is a producer and marketer of coal in the United States. Patriot and its subsidiaries control 1.4 billion tons of proven and probable coal reserves -- including owned and leased assets in the Central Appalachia basin (in West Virginia and Ohio) and Southern Illinois basin (in Kentucky and Illinois) and their operations consist of eight active mining complexes in West Virginia. Patriot Coal first sought Chapter 11 protection on July 9, 2012, and, on Dec. 18, 2013, won approval of its bankruptcy-exit plan from the U.S. Bankruptcy Court for the Eastern District of Missouri. The plan turned over most of the ownership of the company to bondholders that include New York hedge fund Knighthead Capital Management LLC. The linchpins of the plan were a global settlement among the Debtors, the United Mine Workers of America, and two third parties -- Peabody Energy Corporation and Arch Coal, Inc. -- and a commitment by a consortium of creditors, led by Knighthead, to backstop two rights offerings that funded the plan. Patriot Coal Corporation and its subsidiaries commenced new Chapter 11 cases (Bankr. E.D. Va. Lead Case No. 15-32450) in Richmond, Virginia, on May 12, 2015. The cases are assigned to Judge Keith L. Phillips. Patriot Coal estimated more than $1 billion in assets and debt. The Debtors tapped Kirkland & Ellis LLP as counsel; Kutak Rock L.L.P., as co-counsel; Centerview Partners LLC as investment bankers; Alvarez & Marsal North America, LLC, as restructuring advisors; and Prime Clerk LLC, as claims and administrative agent. The U.S. trustee overseeing the Chapter 11 case of Patriot Coal Corp. appointed seven creditors of the company to serve on the official committee of unsecured creditors. The Committee is represented by Morrison & Foerster LLP as its counsel, and Tavenner & beran, PLC, as its local counsel. Jefferies LLC serves as its investment banker. The directed the U.S. Trustee to form an official committee of retirees at the behest of Patriot Coal Non-Union Retiree VEBA. * * * The deadline to file bids for the Debtors' assets is Sept. 4, 2015, at 5:00 p.m. An auction will take place on Sept. 9, at 10:00 a.m. 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. PATRIOT COAL: Asks Court to Extend Deadline to Remove Suits ----------------------------------------------------------- Patriot Coal Corp. has filed a motion seeking additional time to remove lawsuits involving the company and its affiliates. In its motion, the company asked the U.S. Bankruptcy Court for the Eastern District of Virginia to move the deadline for filing notices of removal of the lawsuits to Feb. 8, 2016. "Absent approval of an extension, the debtors are concerned that they will not be afforded sufficient time to properly evaluate whether removal of the civil actions is appropriate," said Patriot Coal lawyer, Michael Condyles, Esq., at Kutak Rock LLP, in Richmond, Virginia. About Patriot Coal Patriot Coal Corporation is a producer and marketer of coal in the United States. Patriot and its subsidiaries control 1.4 billion tons of proven and probable coal reserves -- including owned and leased assets in the Central Appalachia basin (in West Virginia and Ohio) and Southern Illinois basin (in Kentucky and Illinois) and their operations consist of eight active mining complexes in West Virginia. Patriot Coal first sought Chapter 11 protection on July 9, 2012, and, on Dec. 18, 2013, won approval of its bankruptcy-exit plan from the U.S. Bankruptcy Court for the Eastern District of Missouri. The plan turned over most of the ownership of the company to bondholders that include New York hedge fund Knighthead Capital Management LLC. The linchpins of the plan were a global settlement among the Debtors, the United Mine Workers of America, and two third parties -- Peabody Energy Corporation and Arch Coal, Inc. -- and a commitment by a consortium of creditors, led by Knighthead, to backstop two rights offerings that funded the plan. Patriot Coal Corporation and its subsidiaries commenced new Chapter 11 cases (Bankr. E.D. Va. Lead Case No. 15-32450) in Richmond, Virginia, on May 12, 2015. The cases are assigned to Judge Keith L. Phillips. Patriot Coal estimated more than $1 billion in assets and debt. The Debtors tapped Kirkland & Ellis LLP as counsel; Kutak Rock L.L.P., as co-counsel; Centerview Partners LLC as investment bankers; Alvarez & Marsal North America, LLC, as restructuring advisors; and Prime Clerk LLC, as claims and administrative agent. The U.S. trustee overseeing the Chapter 11 case of Patriot Coal Corp. appointed seven creditors of the company to serve on the official committee of unsecured creditors. The Committee is represented by Morrison & Foerster LLP as its counsel, and Tavenner & beran, PLC, as its local counsel. Jefferies LLC serves as its investment banker. The directed the U.S. Trustee to form an official committee of retirees at the behest of Patriot Coal Non-Union Retiree VEBA. * * * The deadline to file bids for the Debtors' assets is Sept. 4, 2015, at 5:00 p.m. An auction will take place on Sept. 9, at 10:00 a.m. 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. PATRIOT COAL: Committee Gets Ruling Protecting Confidential Info ---------------------------------------------------------------- Patriot Coal Corp.'s official committee of unsecured creditors received a court ruling that protects information regarding the company deemed confidential. The order, issued by U.S. Bankruptcy Judge Keith Phillips, provides that the committee is not required to provide any unsecured creditor access to confidential information regarding Patriot Coal. The bankruptcy judge's order also approved the procedures proposed by the committee for sharing information to creditors. About Patriot Coal Patriot Coal Corporation is a producer and marketer of coal in the United States. Patriot and its subsidiaries control 1.4 billion tons of proven and probable coal reserves -- including owned and leased assets in the Central Appalachia basin (in West Virginia and Ohio) and Southern Illinois basin (in Kentucky and Illinois) and their operations consist of eight active mining complexes in West Virginia. Patriot Coal first sought Chapter 11 protection on July 9, 2012, and, on Dec. 18, 2013, won approval of its bankruptcy-exit plan from the U.S. Bankruptcy Court for the Eastern District of Missouri. The plan turned over most of the ownership of the company to bondholders that include New York hedge fund Knighthead Capital Management LLC. The linchpins of the plan were a global settlement among the Debtors, the United Mine Workers of America, and two third parties -- Peabody Energy Corporation and Arch Coal, Inc. -- and a commitment by a consortium of creditors, led by Knighthead, to backstop two rights offerings that funded the plan. Patriot Coal Corporation and its subsidiaries commenced new Chapter 11 cases (Bankr. E.D. Va. Lead Case No. 15-32450) in Richmond, Virginia, on May 12, 2015. The cases are assigned to Judge Keith L. Phillips. Patriot Coal estimated more than $1 billion in assets and debt. The Debtors tapped Kirkland & Ellis LLP as counsel; Kutak Rock L.L.P., as co-counsel; Centerview Partners LLC as investment bankers; Alvarez & Marsal North America, LLC, as restructuring advisors; and Prime Clerk LLC, as claims and administrative agent. The U.S. trustee overseeing the Chapter 11 case of Patriot Coal Corp. appointed seven creditors of the company to serve on the official committee of unsecured creditors. The Committee is represented by Morrison & Foerster LLP as its counsel, and Tavenner & beran, PLC, as its local counsel. Jefferies LLC serves as its investment banker. The directed the U.S. Trustee to form an official committee of retirees at the behest of Patriot Coal Non-Union Retiree VEBA. * * * The deadline to file bids for the Debtors' assets is Sept. 4, 2015, at 5:00 p.m. An auction will take place on Sept. 9, at 10:00 a.m. 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. PATRIOT COAL: Court Approves Key Employee Incentive Plan -------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Virginia approved Patriot Coal Corporation, et al.'s key employee incentive plan and non-insider retention plan. The United Mine Workers of America -- the representative of the interests of over 2,500 active and laid-off employees -- objected to the Debtors' motion. According to UMWA, the five most senior and already highest paid members of the Debtors' management team (the KEIP Participants), with board approval no less, sought the Court's authorization to pay themselves up to $3.5 million, or an average of $700,000 per person, in virtually guaranteed KEIP bonuses based on certain criteria consisting of a disguised self-dealing "insider" retention program. The proposed KEIP sets artificially low performance thresholds and virtually guarantees payments to individuals likely to continue to hold their jobs post-bankruptcy with the new owners -- all while UMWA Employees and retirees face huge uncertainty and job, benefit, and pension losses. Indeed, the proposed sale to Blackhawk Mining LLC contemplates the purchase of a substantial majority of the Debtors' operating assets and not the assumption of any liabilities or obligations in connection with the UMWA collective bargaining agreements, UMWA Employee benefits or pension plans, or retiree medical or other retiree benefit plans maintained or sponsored by the Debtors. UMWA noted that, among other things, the proposal failed to provide for the shared sacrifice anticipated and usually fostered under the Bankruptcy Code particularly given the (i) concessions already made by UMWA Employees and retirees less than two years ago in the Debtors' prior chapter 11 bankruptcy case; and (ii) threatened further losses of wages, collective bargaining agreement rights, employee and retiree benefits (including promised retiree VEBA payments), and pension obligations in unimaginable amounts. Terms of the Retention Plan The retention plan has been tailored to incentivize the retention plan participants to remain with the Debtors, and, like the KEIP, to achieve a successful restructuring pursuant to a chapter 11 plan. Specifically, 40% of the awards each Retention plan participant would be eligible to receive under the retention plan will not be payable until the effective date of the Debtors' plan. 15% of the awards each retention plan participant would be eligible to receive under the retention plan will be payable at the end of each calendar month for the months of July through October, and the remaining 40% will be payable upon the effective date of the Debtors' plan. Importantly, payments owed to a retention plan participant will be reduced by 25% in the aggregate if a retention plan participant receives and accepts a job offer with a purchaser of the Debtors' assets under terms that are substantially similar to the retention plan participant's then current employment with the Debtors respect to, among other things, location, level of responsibility, and compensation. Additionally, to be eligible to receive 40% of the retention plan payment, retention plan participants must be employed on the effective date of the Debtors' plan. However, a retention plan participant who is terminated without cause and not for performance-related reasons will be eligible to receive the bonus next scheduled to be paid subsequent to their termination. The total aggregate payout under the retention plan to the retention plan participants will not exceed $2.88 million. The retention plan participants have been divided into three tiers according to each participant's impact on the business of the Debtors. A copy of the term of the KERP is available for free at http://bankrupt.com/misc/PATRIOTCOAL_454_keyemployee.pdf The UMW is represented by: Sharon Levine, Esq. Philip J. Gross, Esq. LOWENSTEIN SANDLER LLP 65 Livingston Avenue Roseland, NJ 07068 Tel: (973) 597- 2500 Troy Savenko, Esq. KAPLAN VOEKLER CUNNINGHAM & FRANK, PLC 1401 East Cary Street Richmond, VA 23219 Tel: (804) 823-4000 About Patriot Coal Patriot Coal Corporation is a producer and marketer of coal in the United States. Patriot and its subsidiaries control 1.4 billion tons of proven and probable coal reserves -- including owned and leased assets in the Central Appalachia basin (in West Virginia and Ohio) and Southern Illinois basin (in Kentucky and Illinois) and their operations consist of eight active mining complexes in West Virginia. Patriot Coal first sought Chapter 11 protection on July 9, 2012, and, on Dec. 18, 2013, won approval of its bankruptcy-exit plan from the U.S. Bankruptcy Court for the Eastern District of Missouri. The plan turned over most of the ownership of the company to bondholders that include New York hedge fund Knighthead Capital Management LLC. The linchpins of the plan were a global settlement among the Debtors, the United Mine Workers of America, and two third parties -- Peabody Energy Corporation and Arch Coal, Inc. -- and a commitment by a consortium of creditors, led by Knighthead, to backstop two rights offerings that funded the plan. Patriot Coal Corporation and its subsidiaries commenced new Chapter 11 cases (Bankr. E.D. Va. Lead Case No. 15-32450) in Richmond, Virginia, on May 12, 2015. The cases are assigned to Judge Keith L. Phillips. Patriot Coal estimated more than $1 billion in assets and debt. The Debtors tapped Kirkland & Ellis LLP as counsel; Kutak Rock L.L.P., as co-counsel; Centerview Partners LLC as investment bankers; Alvarez & Marsal North America, LLC, as restructuring advisors; and Prime Clerk LLC, as claims and administrative agent. The U.S. trustee overseeing the Chapter 11 case of Patriot Coal Corp. appointed seven creditors of the company to serve on the official committee of unsecured creditors. The Committee is represented by Morrison & Foerster LLP as its counsel, and Tavenner & beran, PLC, as its local counsel. Jefferies LLC serves as its investment banker. The directed the U.S. Trustee to form an official committee of retirees at the behest of Patriot Coal Non-Union Retiree VEBA. * * * The deadline to file bids for the Debtors' assets is Sept. 4, 2015, at 5:00 p.m. An auction will take place on Sept. 9, at 10:00 a.m. 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. PATRIOT COAL: EPA, 3 Others Get More Time to File Admin. Claims --------------------------------------------------------------- U.S. Bankruptcy Judge Keith Phillips has extended the deadline for four U.S. government agencies to file administrative claims against Patriot Coal Corp. The bankruptcy judge has given the U.S. Environmental Protection Agency, the Department of Interior, the U.S. Army Corps of Engineers, and the U.S. Nuclear Regulatory Commission until November 9 to file their claims. Judge Phillips earlier approved a July 27 deadline for filing administrative claims arising between May 12 and July 6, 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 Corporation and its subsidiaries commenced new Chapter 11 cases (Bankr. E.D. Va. Lead Case No. 15-32450) in Richmond, Virginia, on May 12, 2015. The cases are assigned to Judge Keith L. Phillips. Patriot Coal estimated more than $1 billion in assets and debt. The Debtors tapped Kirkland & Ellis LLP as counsel; Kutak Rock L.L.P., as co-counsel; Centerview Partners LLC as investment bankers; Alvarez & Marsal North America, LLC, as restructuring advisors; and Prime Clerk LLC, as claims and administrative agent. The U.S. trustee overseeing the Chapter 11 case of Patriot Coal Corp. appointed seven creditors of the company to serve on the official committee of unsecured creditors. The Committee is represented by Morrison & Foerster LLP as its counsel, and Tavenner & beran, PLC, as its local counsel. Jefferies LLC serves as its investment banker. The directed the U.S. Trustee to form an official committee of retirees at the behest of Patriot Coal Non-Union Retiree VEBA. * * * The deadline to file bids for the Debtors' assets is Sept. 4, 2015, at 5:00 p.m. An auction will take place on Sept. 9, at 10:00 a.m. 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. PATRIOT COAL: Hearing on Bid to Reject CBA Continued Until Sept. 1 ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Eastern District of Virginia continued until Sept. 1, 2015, at 10:00 a.m., the hearing to consider Patriot Coal Corporation, et al.'s motion for authorization to (a) reject their collective bargaining agreements, and (b) modify certain union-related retiree benefits. The Official Committee of Unsecured Creditors filed a joinder to the application of the United Mine Workers of America for entry of an order extending the time for commencement of a hearing. UMWA is the representative of the interests of more than (i) 2,500 active and aid off employees at the Debtors' mining complexes; and (ii) 17,647 retirees and dependent. UMWA is represented by Lowenstein Sandler LLP, and Kaplan Voekler Cunningham & Frank, PLC. On July 16, the Debtors filed the motion stating that bidder Blackhawk Mining LLC has insisted upon the Debtors' having either reaching an agreement with the UMWA with regard to certain concessions or rejecting certain of the Debtors' CBAs as a condition to closing the sale of substantially all of their operating assets. Unfortunately, the UMWA and the Debtors were not able to reach agreement on several key items, notably including the elimination of the obligation to participate in the UMWA 1974 Pension Plan. The Debtors noted that if they do not reject their CBAs and modify their retiree benefits, satisfying their DIP covenants and the conditions to closure of the Blackhawk transaction, the Debtors will run out of cash and will be forced to liquidate in a matter of weeks. About Patriot Coal Patriot Coal Corporation is a producer and marketer of coal in the United States. Patriot and its subsidiaries control 1.4 billion tons of proven and probable coal reserves -- including owned and leased assets in the Central Appalachia basin (in West Virginia and Ohio) and Southern Illinois basin (in Kentucky and Illinois) and their operations consist of eight active mining complexes in West Virginia. Patriot Coal first sought Chapter 11 protection on July 9, 2012, and, on Dec. 18, 2013, won approval of its bankruptcy-exit plan from the U.S. Bankruptcy Court for the Eastern District of Missouri. The plan turned over most of the ownership of the company to bondholders that include New York hedge fund Knighthead Capital Management LLC. The linchpins of the plan were a global settlement among the Debtors, the United Mine Workers of America, and two third parties -- Peabody Energy Corporation and Arch Coal, Inc. -- and a commitment by a consortium of creditors, led by Knighthead, to backstop two rights offerings that funded the plan. Patriot Coal Corporation and its subsidiaries commenced new Chapter 11 cases (Bankr. E.D. Va. Lead Case No. 15-32450) in Richmond, Virginia, on May 12, 2015. The cases are assigned to Judge Keith L. Phillips. Patriot Coal estimated more than $1 billion in assets and debt. The Debtors tapped Kirkland & Ellis LLP as counsel; Kutak Rock L.L.P., as co-counsel; Centerview Partners LLC as investment bankers; Alvarez & Marsal North America, LLC, as restructuring advisors; and Prime Clerk LLC, as claims and administrative agent. The U.S. trustee overseeing the Chapter 11 case of Patriot Coal Corp. appointed seven creditors of the company to serve on the official committee of unsecured creditors. The Committee is represented by Morrison & Foerster LLP as its counsel, and Tavenner & beran, PLC, as its local counsel. Jefferies LLC serves as its investment banker. The directed the U.S. Trustee to form an official committee of retirees at the behest of Patriot Coal Non-Union Retiree VEBA. * * * The deadline to file bids for the Debtors' assets is Sept. 4, 2015, at 5:00 p.m. An auction will take place on Sept. 9, at 10:00 a.m. 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. PLUG POWER: Axane S.A. No Longer Owns Common Stock -------------------------------------------------- Axane S.A. sold 6,394,539 shares of common stock, consisting of 4,781,250 shares of Common Stock issued to it on July 31, 2015, pursuant to a share purchase agreement plus the 1,613,289 "true up" shares, at a price $1.67 per share, after commissions, in a block sale through Citigroup Global Markets Inc. effected following the registration with the Securities and Exchange Commission of those shares for resale. On Aug. 26, 2015, Plug Power Inc. issued 1,613,289 shares of Common Stock to Axane as a "true up" adjustment pursuant to the Share Purchase Agreement. As a result of the sale, (i) Axane no longer holds any shares of Common Stock of the Issuer, and (ii) Air Liquide Investissements d'Avenir et de Demonstration and L'Air Liquide S.A. beneficially own, in the aggregate, 3.02% of the Common Stock of the Issuer. A copy of the regulatory filing is available for free at: http://is.gd/YRKYCE About Plug Power Plug Power Inc. is a provider of alternative energy technology focused on the design, development, commercialization and manufacture of fuel cell systems for the industrial off-road (forklift or material handling) market. Plug Power reported a net loss attributable to common shareholders of $88.6 million on $64.2 million of total revenue for the year ended Dec. 31, 2014, compared to a net loss attributable to common shareholders of $62.8 million on $26.6 million of total revenue for the year ended Dec. 31, 2013. As of June 30, 2015, Plug Power had $182.9 million in total assets, $40.2 million in total liabilities, $1.1 million in redeemable preferred stock and $141.5 million in total stockholders' equity. Bankruptcy Warning "Our cash requirements relate primarily to working capital needed to operate and grow our business, including funding operating expenses, growth in inventory to support both shipments of new units and servicing the installed base, funding the growth in our GenKey "turn-key" solution which also includes the installation of our customer's hydrogen infrastructure as well as delivery of the hydrogen molecule, and continued development and expansion of our products. Our ability to achieve profitability and meet future liquidity needs and capital requirements will depend upon numerous factors, including the timing and quantity of product orders and shipments; attaining positive gross margins; the timing and amount of our operating expenses; the timing and costs of working capital needs; the timing and costs of building a sales base; the ability of our customers to obtain financing to support commercial transactions; our ability to obtain financing arrangements to support the sale or leasing of our products and services to customers; the timing and costs of developing marketing and distribution channels; the timing and costs of product service requirements; the timing and costs of hiring and training product staff; the extent to which our products gain market acceptance; the timing and costs of product development and introductions; the extent of our ongoing and new research and development programs; and changes in our strategy or our planned activities. If we are unable to fund our operations with positive cash flows and cannot obtain external financing, we may not be able to sustain future operations. As a result, we may be required to delay, reduce and/or cease our operations and/or seek bankruptcy protection," the Company said in its quarterly report for the period ended June 30, 2015. PLUG POWER: Issues 1.6 Million Common Shares to Axane ----------------------------------------------------- Plug Power, Inc., issued 1,613,289 shares of common stock to Axane S.A. in fulfillment of its obligation under a share purchase agreement. The Company previously consummated the transactions contemplated by the Share Purchase Agreement, dated as of July 24, 2015, with its wholly-owned subsidiary, Hypulsion U.S. Holding, Inc., and Axane, S.A., a subsidiary of Air Liquide S.A, issuing 4,781,250 shares of its common stock, par value $0.01 per share, to Axane. Pursuant to the Share Purchase Agreement, the Company also agreed to issue up to 3,105,348 additional shares of Common Stock at a later date. About Plug Power Plug Power Inc. is a provider of alternative energy technology focused on the design, development, commercialization and manufacture of fuel cell systems for the industrial off-road (forklift or material handling) market. Plug Power reported a net loss attributable to common shareholders of $88.6 million on $64.2 million of total revenue for the year ended Dec. 31, 2014, compared to a net loss attributable to common shareholders of $62.8 million on $26.6 million of total revenue for the year ended Dec. 31, 2013. As of June 30, 2015, Plug Power had $182.9 million in total assets, $40.2 million in total liabilities, $1.1 million in redeemable preferred stock and $141.5 million in total stockholders' equity. Bankruptcy Warning "Our cash requirements relate primarily to working capital needed to operate and grow our business, including funding operating expenses, growth in inventory to support both shipments of new units and servicing the installed base, funding the growth in our GenKey "turn-key" solution which also includes the installation of our customer's hydrogen infrastructure as well as delivery of the hydrogen molecule, and continued development and expansion of our products. Our ability to achieve profitability and meet future liquidity needs and capital requirements will depend upon numerous factors, including the timing and quantity of product orders and shipments; attaining positive gross margins; the timing and amount of our operating expenses; the timing and costs of working capital needs; the timing and costs of building a sales base; the ability of our customers to obtain financing to support commercial transactions; our ability to obtain financing arrangements to support the sale or leasing of our products and services to customers; the timing and costs of developing marketing and distribution channels; the timing and costs of product service requirements; the timing and costs of hiring and training product staff; the extent to which our products gain market acceptance; the timing and costs of product development and introductions; the extent of our ongoing and new research and development programs; and changes in our strategy or our planned activities. If we are unable to fund our operations with positive cash flows and cannot obtain external financing, we may not be able to sustain future operations. As a result, we may be required to delay, reduce and/or cease our operations and/or seek bankruptcy protection," the Company said in its quarterly report for the period ended June 30, 2015. PRONERVE HOLDINGS: Plan Confirms Ch. 11 Liquidation Plan -------------------------------------------------------- Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District of Delaware approved, on Aug. 24, the Second Amended Combined Disclosure Statement and Chapter 11 Plan Of Liquidation of ProNerve Holdings, LLC, and its debtor affiliates, after a majority of holders of Class 3 - General Unsecured Claims, voted to accept the Plan. According to Andrew Buck, an assistant director with Garden City Group LLC, 75% of the holders of Class 3 Claims voted to accept the Plan, while 25% of the holders of Class 3 Claims voted to reject the Plan. George D. Pillari, Chief Restructuring Officer of ProNerve Holdings, LLC, filed a declaration in support of confirmation of the Plan and maintained that the Plan provides adequate means for its implementation, including, without limitation: (a) the funding of the Allowed Professional Claims up to the amounts set forth in the DIP Financing Budget; (b) the funding of Allowed Administrative Expense Claims; provided, however, that, pursuant to the Transition Services Agreement, SpecialtyCare will reimburse the Debtors for Allowed Administrative Expense Claims arising (i) after May 22, 2015 in connection with the Debtors' obligations under the Transition Services Agreement, and (ii) prior to the Closing Date pursuant to the Sale Order; (c) on and after the Effective Date, the payment, to the extent possible, of Unpaid Professional Claims from Remaining Assets other than the Unsecured Claims Distribution Fund; (d) use of the Remaining Assets to satisfy the wind-down costs of the Estates consistent with the DIP Financing Order; (e) appointment of a Plan Administrator to receive the Remaining Assets and make Distributions on account of Allowed Claims in accordance with the Plan; (f) appointment of an Oversight Committee to represent the interests of Holders of Allowed General Unsecured Claims; and (g) use of the Unsecured Claims Distribution Fund to make Distributions (i) first, to Holders of Allowed Priority Tax Claims and Other Priority Claims, until paid in full, (ii) second, to Holders of Allowed General Unsecured Claims in Class 3, until paid in full, and (iii) third, to Holders of Allowed Subordinated SpecialtyCare Deficiency Claims, all in accordance with the priority scheme established by the Bankruptcy Code. The Court overruled the objection raised by the Internal Revenue Service, which objected to the Plan to the extent it states that any claim for penalties, other than nonpecuniary loss penalties, will be disallowed and the holder of that claim will not assess or attempt to collect that penalty from the Administrator, the Debtors, or the Debtors' estates. The Plan Order provides that the Plan and the Plan Order (i) does not affect the rights of the IRS to assert setoff and recoupment and those rights are expressly reserved; or (ii) does not cause the IRS penalties to be automatically disallowed, and those penalties will be treated, assessed and collected in accordance with applicable federal law. The Debtors notified the Court that the Effective Date of the Plan will occur on September 8, 2015. The IRS is represented by Charles M. Oberly, III, United States Attorney, and Ellen W. Slights, Esq., Assistant United States Attorney, in Wilmington, Delaware. About ProNerve Holdings Founded in 2008, ProNerve is headquartered in a suburb of Denver, Colorado. ProNerve and certain affiliated practice entities provide intraoperative neurophysiologic monitoring ("IOM") services to health systems, acute care hospitals, specialty hospitals, ambulatory surgical centers, surgeons, and physician groups in more than 25 states. ProNerve Holdings, LLC and its affiliates sought Chapter 11 protection (Bankr. D. Del. Case No. 15-10373) on Feb. 24, 2015, with a deal to sell assets to SpecialtyCare IOM Services, LLC for a credit bid of $35 million. The cases are assigned to Judge Kevin J. Carey. QUALITY DISTRIBUTION: Suspending Filing of Reports with SEC ----------------------------------------------------------- Quality Distribution, Inc., has suspended its reporting obligations under Section 15(d) of the Securities Exchange Act of 1934, as amended, by filing a Form 15 with the Securities and Exchange Commission on Aug. 28, 2015. 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. RADIOSHACK CORP: Judge Extends Deadline to Remove Suits to Nov. 2 ----------------------------------------------------------------- U.S. Bankruptcy Judge Brendan Shannon has given RadioShack Corp. until Nov. 2, 2015, to file notices of removal of lawsuits involving the company and its affiliates. About RadioShack Corporation Headquartered in Fort Worth, Texas, RadioShack is a retailer of mobile technology products and services, as well as products related to personal and home technology and power supply needs. RadioShack's retail network includes more than 4,300 company-operated stores in the United States, 270 company-operated stores in Mexico, and approximately 1,000 dealer and other outlets worldwide. RadioShack Corporation and affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-10197) on Feb. 5, 2015. Judge Kevin J. Carey presides over the case. David G. Heiman, Esq., Greg M. Gordon, Esq., Amanda M. Suzuki, Esq., Jonathan M. Fisher, Esq., Thomas A. Howley, Esq., and Paul M. Green, Esq., at Jones Day serve as the Debtors' bankruptcy counsel. David M. Fournier, Esq., Evelyn J. Meltzer, Esq., and John H. Schanne, II, Esq., at Pepper Hamilton LLP serve as co-counsel. Carlin Adrianopoli at FTI Consulting, Inc., is the Debtors' restructuring advisor. Maeva Group, LLC, is the Debtors' turnaround advisor. Lazard Freres & Co. LLC is the Debtors' investment banker. A&G Realty Partners is the Debtors' real estate advisor. Prime Clerk is the Debtors' claims and noticing agent. In their Petitions, the Debtors disclosed total assets of $1.2 billion, versus total debts of $1.3 billion. Quinn Emanuel Urquhart & Sullivan, LLP and Cooley LLP represent the Official Committee of Unsecured Creditors as co-counsel. Houlihan Lokey Capital, Inc. serves as financial advisor and investment banker. The bankruptcy case is assigned to Judge Brendan L. Shannon. RADIOSHACK CORP: Proposes $40M Settlement With Gift Card Holders ---------------------------------------------------------------- Retailcustomerexperience.com reports RadioShack Corporation is proposing a $40 million settlement for clients with unredeemed gift cards. According to the report, the clients are likely to get repaid in full if the proposed lawsuit settlement deal with the Texas attorney general proves successful. The report recalls that Texas and several other states had sued the Company for the valueless gift cards and had requested that consumer card holders be paid ahead of the Company's other creditors. Retailcustomerexperience.com relates that as part of the settlement, clients with gift card will have 12 months to file a claim for a refund payment instead of an initial 60-day proposal. The report states that those who purchased cards for their own use or someone else and those who have re-loaded cards will have priority repayment status, while those holding cards doled out during promotional giveaways or opted for a gift card in a merchandise return scenario are at the back of the repayment line with other unsecured creditors. According to a Wall Street Journal report, the Texas attorney general's office said that the settlement is "eminently fair to consumers." The WSJ report says that a final approval from the Court is expected in September. About RadioShack Corporation Headquartered in Fort Worth, Texas, RadioShack is a retailer of mobile technology products and services, as well as products related to personal and home technology and power supply needs. RadioShack's retail network includes more than 4,300 company-operated stores in the United States, 270 company-operated stores in Mexico, and approximately 1,000 dealer and other outlets worldwide. RadioShack Corporation and affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-10197) on Feb. 5, 2015. Judge Kevin J. Carey presides over the case. David G. Heiman, Esq., Greg M. Gordon, Esq., Amanda M. Suzuki, Esq., Jonathan M. Fisher, Esq., Thomas A. Howley, Esq., and Paul M. Green, Esq., at Jones Day serve as the Debtors' bankruptcy counsel. David M. Fournier, Esq., Evelyn J. Meltzer, Esq., and John H. Schanne, II, Esq., at Pepper Hamilton LLP serve as co-counsel. Carlin Adrianopoli at FTI Consulting, Inc., is the Debtors' restructuring advisor. Maeva Group, LLC, is the Debtors' Turnaround advisor. Lazard Freres & Co. LLC is the Debtors' investment banker. A&G Realty Partners is the Debtors' real estate advisor. Prime Clerk is the Debtors' claims and noticing agent. In their Petitions, the Debtors disclosed total assets of $1.2 billion, versus total debts of $1.3 billion. Quinn Emanuel Urquhart & Sullivan, LLP and Cooley LLP represent the Official Committee of Unsecured Creditors as co-counsel. Houlihan Lokey Capital, Inc., serves as financial advisor and investment banker. The bankruptcy case is assigned to Judge Brendan L. Shannon. REICHHOLD HOLDINGS: Berkeley OK'd as Substitute Financial Advisor ----------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized the Official Committee of Unsecured Creditors in the Chapter 1 cases of Reichhold Holdings US, Inc., et al., to retain Berkeley Research Group, LLC, as substitute financial advisor, nunc pro tunc to June 1, 2015. As reported in the Troubled Company Reporter on July 14, 2015, according to the Committee, on the formation date, the Committee selected Hahn & Hessen LLP to serve as its lead counsel, Blank Rome LLP to serve as its Delaware counsel, and Capstone Advisory Group, LLC, together with its wholly owned subsidiary Capstone Valuation Services, LLC to serve as its financial advisor. Effective June 1, 2015, many of Capstone's members and employees, including the Capstone personnel involved in the chapter 11 cases joined BRG and ended their affiliation with Capstone. To ensure continuity of representation, the Committee has requested that BRG substitute for Capstone as their financial advisors in the cases, effective as of June 1, 2015. BRG is expected to, among other things: a. advise and assist the Committee in its analysis and monitoring of the Debtors' historical, current and projected financial affairs, including, schedules of assets and liabilities and statement of financial affairs; b. advise and assist the Committee with respect to any debtor financing arrangements or use of cash; and c. scrutinize cash disbursements on an on-going basis for the period subsequent to the commencement of the cases. BRG has agreed to a 15% discount off of its standard hourly rates. The proposed rates of compensation, subject to final Court approval, are the customary hourly rates in effect when services are performed by the professionals and paraprofessionals who provide services to the Committee. The current standard hourly rates for BRG (without discount) are: 2015 ---- Managing Director $350 - $1,250 Director $475 - $640 Staff $250 - $475 Support staff $125 - $325 The current standard hourly rates for the BRG professionals anticipated to be assigned to the engagement are: David Galfus $870 Finbarr O'Connor $825 Rick Wright $595 Joseph Woodmansee $425 To the best of the Committee's knowledge, BRG is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Reichhold Founded in 1927, Reichhold, with its world headquarters and technology center in Durham, North Carolina, is one of the world's largest manufacturer of unsaturated polyester resins and a leading supplier of coating resins for the industrial, transportation, building and construction, marine, consumer and graphic arts markets. Reichhold -- http://www.Reichhold.com/-- has manufacturing operations throughout North America, Latin America, the Middle East, Europe and Asia. As of June 30, 2014, the Reichhold companies had consolidated assets of $538 million and liabilities of $631 million. Reichhold Holdings US, Inc., Reichhold, Inc., and two U.S. affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-12237) on Sept. 30, 2014. Cole, Schotz, Meisel, Forman & Leonard, P.A. (legal advisor) and CDG Group LLC (financial advisor) are representing Reichhold, Inc. Latham & Watkins LLP (legal advisor) and Moelis & Company (investment banker) are serving Reichhold Industries, Inc. Logan & Company is the company's claims and noticing agent. The cases are assigned to Judge Mary F. Walrath. The U.S. Trustee for Region 3 appointed seven creditors of Reichhold Holdings US, Inc. to serve on the official committee of unsecured creditors. On April 2, 2015, Reichhold disclosed that the purchase of most of the assets of the U.S. business was completed. This transaction, approved by the Delaware Bankruptcy Court on January 12, 2015, allows Reichhold's U.S. businesses to successfully emerge from bankruptcy and re-join the rest of the global Reichhold organization. Concurrent with this purchase, Reichhold completed a debt-for-equity exchange with a group of investors led by Black Diamond Capital Management LLC and including J.P. Morgan Investment Management, Inc., Third Avenue Management LLC, and Simplon Partners LP. On April 1, 2015, the U.S. Trustee named three non-union retirees of Debtors to serve as the official Non-Union Retiree Committee. Each of the Retiree Committee members is receiving retiree welfare benefits from one or more of the Debtors. The Retiree Committee tapped the law firm of Stahl Cowen Crowley Addis LLC as its counsel. RELATIVITY MEDIA: Says Media Attention to Boost Interest in Studio ------------------------------------------------------------------ Relativity Media's chief restructuring officer Brian Kushner and C.J. Brown, the Company's investment banker leading its auction, expressed confidence that the media attention will boost interest in the studio, Brant Lang at Variety.com reports. The report quoted Mr. Brown as saying, "I think it will help get more people to be aware of our situation. People will make their own decisions, but the exposure we're getting shows that this is still a world-class film and TV business that did a lot of impressive things with making film assets into TV shows, as they did with 'Limitless' and 'Catfish.'" Variety.com relates that the Company already has a $250 million stalking horse bid from a group of investors that includes financial firms Anchorage, Luxor Capital and Falcon Investments. Mr. Brown told Variety.com in an interview that "there's a lot of excitement. We've been reaching out to many individuals. We've contacted nearly 150 parties, split pretty evenly between strategic investors and financial institutions. Of those nearly 50 have signed [non-disclosure agreements]. It's still early days, and it's August and a lot of people are on vacation, so we expect those numbers will grow significantly." Mr. Brown, the report states, sees large institutions on both the strategic and financial side as potential bidders. Variety.com says that the Company recently filed a motion to provide financial incentives to key staffers to keep them involved through the bankruptcy. The report quoted Mr. Kushner as saying, "There's been a lot of media attention focused on the company and on Ryan personally, and he voluntarily agreed to take compensation of a dollar and no more. He thought it was the best thing for the company and for the process to eliminate questions concerning himself. He felt it would be inappropriate to participate in a retention program . . . . In the case of other employees and key personnel, this is a common tool to utilize in bankruptcy court proceedings. It helps maintain continuity and many of these employees are taking on extra work and this allows us to compensate them for that additional activity." 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. REPUBLIC AIRWAYS: Shares Plunge After Local Union Snubbed Offer --------------------------------------------------------------- Zacks Equity Research reports that shares of Republic Airways Holdings Inc. dropped 36.72% to close the trading session on Aug. 26, 2015, at $2.12, after the International Brotherhood of Teamsters Local 357 recommended against allowing members to vote on the Company's contract offer. As reported by the Troubled Company Reporter on Aug. 28, 2015, Michael Sasso at Bloomberg Business reported that Local 357 President Jim Clark said that the leadership of the Teamsters' local has ignored the Company's "last, best and final offer" -- which includes 74% pay increase for new first officers, and a smaller raise for more-senior aviators; and pilots' ratification bonus of $1,000 to $11,000, based on length of service, as well as another bonus on the one-year anniversary of ratification -- because it objects to language in the contract preventing it from encouraging members from taking positions at other regional airlines, but the national union could override the local's decision and present it to members. According to the report, Galen Munroe, spokesperson for the International Brotherhood of Teamsters, said that a decision hasn't been made yet on whether to overrule Local 357. Zacks Equity states that the adverse stance of the local pilot union is a huge blow to the Company since it had already stated that in the event of the pilots rejecting the final offer filing for Chapter 11 bankruptcy protection may be the only option available to it. Republic Airways Holdings Inc. is the holding company of Chautauqua Airlines, Inc., Shuttle America Corporation and Republic Airline Inc. The Republic-owned airlines offer scheduled passenger services on 1,253 flights daily to 105 cities in the U.S. and Canada. ROADRUNNER ENTERPRISES: Automatic Stay Lifted on Va. Properties --------------------------------------------------------------- A federal judge lifted the so-called automatic stay that has kept Virginia Commonwealth Bank from taking action against Roadrunner Enterprises Inc.'s properties. The order, issued by U.S. Bankruptcy Judge Kevin Huennekens, would allow the bank to enforce the lien of its deed of trust on two real properties in case Roadrunner failed to auction them and secure a contract. The properties are located along Milhorn Street and Happy Hill Road, Colonial Heights, Virginia. Under Section 362 of the Bankruptcy Code, the filing of a bankruptcy case triggers an injunction against the continuance of an action by any creditor against the debtor or its property. The automatic stay gives the debtor protection from its creditors subject to the oversight of the bankruptcy judge. 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. ROTONDO WEIRICH: Proposes Maschmeyer Karalis as Counsel ------------------------------------------------------- Rotondo Weirich Enterprises, Inc., and its affiliates seek permission from the Bankruptcy Court to employ Maschmeyer Karalis P.C. as their counsel. The Debtors wish to retain Maschmeyer Karalis to: (a) advise them of their rights, powers and duties as debtors- in-possession in continuing to operate and manage their assets; (b) advise the Debtors concerning, and assist in the negotiation and documentation of the use of cash collateral and debtor-in-possession financing, debt restructuring and related transactions; (c) review the nature and validity of agreements relating to the Debtors' businesses and advise the Debtors in connection therewith; (d) review the nature and validity of liens, if any, asserted against the Debtors and advise as to the enforceability of those liens; (e) advise the Debtors concerning the actions they might take to collect and recover property for the benefit of their estates; (f) prepare on the Debtors' behalf all necessary and appropriate applications, motions, pleadings, orders, notices, petitions, schedules, and other documents, and review all financial and other reports to be filed in the Debtors' Chapter 11 cases; (g) advise the Debtors concerning, and prepare responses to, applications, motions, pleadings, notices and other papers which may be filed in the Debtors' Chapter 11 cases; (h) counsel the Debtors in connection with formulation, negotiation and promulgation of a plan of reorganization and related documents; and (i) perform all other legal services for and on behalf of the Debtors, which may be necessary in the administration of their Chapter 11 cases. MK will be rendering services on an hourly basis. The current rates of MK's partners, associates and paralegals are as follows: Shareholders $520 Associates $215-$440 Paralegals $120 The Debtors will also reimbuse MK with respect to its out-of-pocket expenses. On Aug. 19, 2015, MK received a $7,500 retainer from the Debtors. The firm received an additional $90,302 retainer from the Debtors on Aug. 26, 2015. The Debtors assure the Court that MK does not hold nor represent any interest adverse to them or their creditors, and is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. Rotondo Weirich Enterprises, Inc. and five of its affiliates sought Chapter protection (Bankr. E.D. Pa. Case Nos. 15-16146 - 15-16151) on Aug. 27, 2015. The petition was signed by Steven J. Weirich as president & CEO. The Debtors estimated assets and liabilities of at least $10 million. ROTONDO WEIRICH: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Rotondo Weirich Enterprises, Inc. 15-16146 681 Harleysville Pike P.O. Box 429 Lederach, PA 19450 Rotondo Weirich, Inc. 15-16147 681 Harleysville Pike P.O. Box 429 Lederach, PA 19450 Three North Pointe Associates, LLC 15-16148 681 Harleysville Pike P.O. Box 429 Lederach, PA 19450 RW Lederach, LLC 15-16149 681 Harleysville Pike P.O. Box 429 Lederach, PA 19450 RW 675, LLC 15-16150 RW Motorsports, Inc. 15-16151 Chapter 11 Petition Date: August 27, 2015 Court: United States Bankruptcy Court Eastern District of Pennsylvania (Philadelphia) Judge: Hon. Eric L. Frank (15-16146) Hon. Jean K. FitzSimon (15-16147) Hon. Ashely M. Chan (15-16148) Hon. Stephen Raslavich (15-16149) Debtors' Counsel: Aris J. Karalis, Esq. MASCHMEYER KARALIS P.C. 1900 Spruce Street Philadelphia, PA 19103 Tel: (215) 546-4500 Email: akaralis@cmklaw.com Estimated Estimated Assets Liabilities ---------- ----------- Rotondo Weirich Enterprises $10MM-$50MM $10MM-$50MM Rotondo Weirich $1MM-$10MM $1MM-$10MM Three North Pointe Associates $1MM-$10MM $1MM-$10MM RW Lederach, LLC $1MM-$10MM $1MM-$10MM The petition was signed by Steven J. Weirich, president & CEO. The Debtors did not include a list of their largest unsecured creditors when they filed the petitions. SAEXPLORATION HOLDINGS: S&P Lowers Corp. Credit Rating to 'SD' -------------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on SAExploration to 'SD' (selective default) from 'B-'. At the same time, S&P lowered the issue-level rating on the company's senior secured notes to 'D' from 'B-'. The recovery rating on the notes remains '3', reflecting S&P's expectations of meaningful (higher half of the 50% to 70% range) recovery in the event of a conventional default. "The downgrade follows SAExploration's announcement that it has concluded an agreement with holders of a portion of its senior secured notes for common stock," said Standard & Poor's credit analyst Aaron McLean. "We view the transaction as a distressed exchange because at the close of the transaction investors received stock valued at less than what was promised on the original securities," he added. S&P also notes that the $10 million announced amount of the debt-for-equity exchange reduces the amount of senior secured notes outstanding, marginally improving leverage. S&P expects to review the corporate credit rating and issue-level ratings when it assess the likelihood of further debt exchanges as low. S&P's analysis will incorporate the company's current liquidity position, while still taking into account its challenging operating environment and high, though marginally improved, leverage. SAINT MICHAEL'S MEDICAL: Proposes Cole Schotz as Counsel -------------------------------------------------------- Saint Michael's Medical Center, Inc., filed an application to employ Cole Schotz P.C., as bankruptcy counsel, nunc pro tunc to the Petition Date. Cole Schotz will perform these legal services: (a) advise the Debtors of their rights, powers and duties as debtors-in-possession in continuing to operate and manage their assets and business; (b) prepare such administrative and procedural applications and motions as may be required for the sound conduct of the cases, including, but not limited to, the Debtors' schedules and statements of financial affairs; (c) review and object to claims; (d) review the nature and validity of agreements relating to Debtors' business operations and advise the Debtors in connection therewith; (e) review the nature and validity of liens asserted against the Debtors and advise as to the enforceability thereof; (f) advise the Debtors concerning the actions they might take to collect and recover property for the benefit of their estates; (g) prepare on the Debtors' behalf all necessary and appropriate applications, motions, pleadings, orders, notices, petitions, schedules, and other documents, to be filed in the Debtors' Chapter 11 cases; (h) advise the Debtors concerning, and prepare responses to, applications, motions, pleadings, notices and other pleadings or documents which may be filed in their Chapter 11 cases; (i) counsel the Debtors in their efforts [to sell all or substantially all their assets pursuant to 11 U.S.C. Sec. 363 and in connection with the formulation, negotiation and promulgation of a Chapter 11 plan]; and (j) perform all other legal services for and on behalf of the Debtors which may be necessary or appropriate in the administration of their Chapter 11 cases and fulfillment of their duties as a debtors-in-possession. The Debtors have made payments to the firm for services rendered prepetition. As a result of that payment, Cole Schotz does not hold any claim against the Debtors or their estates for prepetition services rendered. The Debtors understand and agree that Cole Schotz will charge for its legal services on an hourly basis in accordance with its ordinary and customary hourly rates in effect on the date such services are rendered and for out-of-pocket expenses. The attorneys and paralegals primarily responsible for representing the Debtors, and their current standard hourly rates are: Name Title Hourly Rate ---- ----- ----------- Michael D. Sirota Member $825 Gerald H. Gline Member $750 Ryan T. Jareck Member $385 Jacob S. Frumkin Associate $350 Frances Pisano Paralegal $250 Other attorneys, paralegals, and case management clerks will be involved in representing the Debtors and the range of hourly rates for such professionals are: Rates ----- Members $385 to $850 Associates $160 to $425 Paralegals $150 to $250 Michael D. Sirota, attorney at law and shareholder of the firm, attests that Cole Schotz is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code and the requirements of Section 327(a) of the Bankruptcy Code are satisfied in respect of the matters upon which Cole Schotz is to be engaged in the Chapter 11 cases. Cole Schotz also will make a reasonable effort to comply with the U.S. Trustee's requests for information and additional disclosures as set forth in the Revised UST Guidelines, both in connection with the Application and the interim and final fee applications to be filed by Cole Schotz. In that regard, 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. * Question: Do any of the professionals included in this 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 your 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: The billing rates and material financial terms for Cole Schotz's prepetition engagement by the Debtors are set forth herein. No adjustments were made to either the billing rates or the material financial terms of Cole Schotz's employment by the Debtors as a result of the filing of these Chapter 11 Cases. * Question: Has your client approved your prospective budget and staffing plan, and, if so for what budget period? * Response: Yes. For the period from August 1-31, 2015. 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. SAINT MICHAEL'S MEDICAL: Proposes EisnerAmper as Financial Advisor ------------------------------------------------------------------ Saint Michael's Medical Center, Inc., filed with the U.S. Bankruptcy Court for the District of New Jersey an application to employ EisnerAmper LLP, as financial advisor, nunc pro tunc to the Petition Date. The Debtors have selected Eisner because of the firm's considerable experience in the areas of financial advisory and business reorganizations and other areas in which Eisner might be asked to assist in the Chapter 11 proceedings. The Debtors believe that Eisner is duly qualified to provide them with financial advisory services throughout the Chapter 11 proceedings, and the services of Eisner are necessary and essential to the Debtors' performance of their duties as debtors-in-possession. The Debtors wish to retain Eisner as their financial advisor in these matters to perform certain services which include, but are not limited to, these: (i) assist the Debtors in preparing such analyses as the Debtors may request to assist in connection with the Debtors' (or the Debtors' other professional advisors) negotiations, meetings, and telephone conferences with creditors or other parties; (ii) assist the Debtors in responding to discovery requests by parties in interest in the Chapter 11 proceedings; (iii) assist the Debtors in preparation of required Schedules of Assets and Liabilities and Statements of Financial Affairs; (iv) assist the Debtors in preparation and review of monthly operating reports for filing with the United States Trustee; (v) assist the Debtors in preparation of cash flow and financial projections; (vi) assist the Debtors in valuation, insolvency, and liquidation analyses for the Debtors; (vii) assist the Debtors and other professional advisors in preparing for court appearances, appearances before the United States Trustee and communication with any committees appointed in the Chapter 11 proceedings, as required; and (viii) perform other services as directed by the Debtors and/or their counsel. Eisner is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code, as required by Section 327(a) of the Bankruptcy Code, and referenced by Section 328(c) of the Bankruptcy Code, and does not hold or represent an interest adverse to the Debtors or their estates. Eisner has no connection to the Debtors, their creditors, or related parties. Eisner received an initial retainer in the amount of $100,000 on May 12, 2015 for work to be performed in the pre-bankruptcy period. Between May 12, 2015 and Aug. 7, 2015, the Initial Retainer was replenished with wire payments of $240,533, resulting in total retainer payments of $340,533 for services to be performed on the Debtors' behalf in connection with the filing and prosecution of the Chapter 11 proceedings. Between May 12, 2015 and Aug. 7, 2015, Eisner applied $275,533 against prepetition invoices for all contemporaneous services rendered to the Debtors before the Petition Date. At the time of the Petition Date, the Bankruptcy Retainer balance was $65,000. As a result of these payments, Eisner does not hold any claims against the Debtors or their estates for prepetition services rendered. Allen Wilen, a partner of EisnerAmper, attests that Eisner does not hold or represent any interest adverse to the Debtors, their creditors or their estate, and is a disinterested person within the meaning of Section 101(14) of the Bankruptcy Code. 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. SANTA FE GOLD: Has DIP Financing From Existing Lender ----------------------------------------------------- Santa Fe Gold Corporation, et al., are seeking approval from the U.S. Bankruptcy Court for the District of Delaware to (i) enter into senior secured priming and superpriority post-petition financing with Waterton Global Value, L.P., by its investment manager, Altitude Management Limited, as lender; (ii) use cash collateral of Waterton. The DIP facility, on a final basis, will consist of postpetition financing of $1.58 million plus roll-up loans. On an interim basis, borrowings will be in an aggregate principal amount not to exceed $362,000 plus an initial roll-up amount. Waterton is already owed $12.8 million on a prepetition financing secured by a first priority lien on substantially all assets and stock of subsidiaries. In addition, the Debtors are still in the process of determining their obligations to Waterton under a gold and silver supply agreement. Waterton, the Debtors' most significant, and senior secured, prepetition lender offered to provide the Debtors with financing to support a sale process within the context of a chapter 11 proceeding, and proposed serving as a "stalking horse" bidder for the Debtors' assets in a sale under section 363 of the Bankruptcy Code. The DIP facility will bear interest at 12% per annum, with a default rate of the interest rate plus 2%. There will be a structuring fee equal to 2% of the term loan commitment, a termination fee in the amount of 3% of the term loan commitment, and an extension fee in the amount of the 2% of the principal amount of the loans being extended. The parties have agreed to an initial maturity date that is 6 months after entry of the DIP Credit Agreement. The Debtors have agreed to comply with these milestones: (a) No later than 30 days following the Petition Date, the Debtors will have filed with the Bankruptcy Court a motion including procedures for the sale of substantially all the assets of the Debtors; (b) No later than 30 days following the filing of the sale motion, the Bankruptcy Court will have entered a final order approving bid procedures for the sale of substantially all the assets of the Debtors, which procedures provide that (x) the Lender may credit bid all or any portion of the obligations in connection with such sale pursuant to Section 363(k) of the Bankruptcy Code and (y) Lender will have a right to act as a “stalking horse” bidder in such sale; and (c) No later than 55 days following the entry of the sale procedures order, the Bankruptcy Court shall have entered a final order approving the final sale of substantially all the assets of the Debtors and, if the Lender is not the successful bidder in such sale, the sale shall provide for the payment in full in cash of the Obligations; (d) No later than 21 days following the entry of the sale order, the final sale of substantially all the assets of the Debtors will have closed. As adequate protection for its interest in the cash collateral, Waterton will receive replacement liens, payment of its fees and expenses, and payment of interest accruing at the default rate. About Santa Fe Gold 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. The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as counsel; Canaccord Genuity Group Inc., as financial advisor; and American Legal Claim Services, LLC, as notice, claims, and solicitation agent. Santa Fe Gold disclosed $19.1 million in assets and $29.9 million in debt as of March 31, 2015. SANTA FE GOLD: Proposes ALCS as Claims & Noticing Agent ------------------------------------------------------- Santa Fe Gold Corporation, et al., are asking the U.S. Bankruptcy Court for the District of Delaware for approval to hire American Legal Claim Services, LLC, as claims and noticing agent in the Chapter 11 cases. Although the Debtors have not yet filed their schedules of assets and liabilities, they anticipate that there will be significantly more than 200 parties in interest that will need to be noticed at various times in the Chapter 11 cases. Once the Debtors' debtor-in-possession funding is approved, the Debtors intend to provide ALCS a retainer in the amount of $10,000. ALCS seeks to hold the retainer under the Engagement Agreement during the Chapter 11 Cases as security for the payment of fees and expenses incurred under the Engagement Agreement. The Debtors have agreed to pay ALCS for its services at the rates or prices as set forth in the "Fee Schedule" agreed upon by the parties. The Fee Schedule was not included in publicly available court filings. ALCS represents that it is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code with respect to the matters upon which it is engaged. The firm can be reached at: Attn: Jeffrey Pirrung AMERICAN LEGAL CLAIM SERVICES, LLC 5985 Richard Street, STE 3 Jacksonville, FL 32216 About Santa Fe Gold 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. The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as counsel; Canaccord Genuity Group Inc., as financial advisor; and American Legal Claim Services, LLC, as notice, claims, and solicitation agent. SANTA FE GOLD: Wants Until Oct. 9 to File Schedules --------------------------------------------------- Santa Fe Gold Corporation, et al., are asking the U.S. Bankruptcy Court for the District of Delaware to extend by 30 days, through and including, Oct. 9, 2015, their deadline to file their schedules of assets and liabilities and statements of financial affairs. Kenneth J. Enos, Esq., at Young Conaway Stargatt & Taylor, LLP, explains that in view of the amount of work entailed in completing the Schedules, and the competing demands upon the Debtors' employees and professional advisors to assist in the Debtors' efforts to effectuate a sale of the Debtors' assets with a corresponding auction process during the initial post-petition period, the Debtors will not be able to properly and accurately complete the Schedules within the 14-day period following the Petition Date. About Santa Fe Gold 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. The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as counsel; Canaccord Genuity Group Inc., as financial advisor; and American Legal Claim Services, LLC, as notice, claims, and solicitation agent. Santa Fe Gold disclosed $19.1 million in assets and $29.9 million in debt as of March 31, 2015. SEQUENOM INC: Proposes to Sell $300 Million Securities ------------------------------------------------------ Sequenom, Inc., filed a Form S-3 registration statement with the Securities and Exchange Commission relating to a planned offering of up to $300,000,000 of any combination of its common stock, preferred stock, debt securities and warrants. The Company's common stock is traded on the Nasdaq Global Select Market under the symbol "SQNM." On Aug. 24, 2015, the last reported sales price of the Company's common stock was $2.05 per share. A copy of the preliminary prospectus is available for free at: http://is.gd/4jqOTF About Sequenom Sequenom, Inc. (NASDAQ: SQNM) -- http://www.sequenom.com/-- is a life sciences company committed to improving healthcare through revolutionary genetic analysis solutions. Sequenom develops innovative technology, products and diagnostic tests that target and serve discovery and clinical research, and molecular diagnostics markets. The company was founded in 1994 and is headquartered in San Diego, California. "If we fail to generate enough cash flow from our operations or otherwise obtain the capital necessary to fund our operations, our financial results, financial condition and our ability to continue as a going concern will be adversely affected and we will have to cease or reduce further commercialization efforts or delay or terminate some or all of our diagnostic testing services or other product development programs," the Company said in its 2014 annual report. As of June 30, 2015, the Company had $136.6 million in total assets, $157.6 million in total liabilities and a $21 million total stockholders' deficit. SFX ENTERTAINMENT: S&P Lowers CCR to 'CCC', Outlook Negative ------------------------------------------------------------ Standard & Poor's Ratings Services said that it lowered its corporate credit rating on New York-based SFX Entertainment Inc. to 'CCC' from 'B-'. The rating outlook is negative. At the same time, S&P lowered its issue-level rating on the company's senior secured second-lien loan to 'CCC' from 'B-' and revised the recovery rating to '4' from '3'. The '4' recovery rating indicates S&P's expectation for average recovery (30%-50%; upper half of the range) of principal in the event of a payment default. "SFX's liquidity and cash flow metrics remain the primary risk factors for the current rating, in our view," said Standard & Poor's credit analyst Naveen Sarma. The downgrade reflects the significant deterioration of SFX's financial flexibility and liquidity position following the recent cancelation of its announced "going private" transaction, S&P's expectation that the company will generate negative as-reported EBITDA and free operating cash flow (FOCF)in 2015, and the subpar performance of its Beatport platform. "We believe the company will need additional cash or borrowing availability in order to meet its operating and working capital needs as well as to fund earnout payments," said Mr. Sarma. S&P believes that SFX will likely face a liquidity crisis if its business conditions do not improve or if it does not have asset sales or a strategic alternative to the canceled "going private" agreement over the next 12 months. S&P also believes that SFX is likely to default over the next 12 months absent positive business performance or recapitalization developments. The negative rating outlook on SFX reflects the company's "weak" liquidity, based on S&P's criteria, the company's continued cash flow deficits, and the increasing likelihood of a payment default over the next 12 months. S&P believes that SFX's current capital structure and operating model are unsustainable. S&P could lower the rating if SFX's operating cash flow remains negative without signs of significant improvement before the earnout payments and working capital needs due in the second half of 2015, causing a liquidity crisis. S&P would also lower the rating if it believes a restructuring or bankruptcy could occur within the next six months. S&P would consider raising the rating one notch to 'CCC+' if it become convinced that the company will eliminate its cash flow deficits and that it has sufficient liquidity to fund its operations over the next 12-18 months. SHAI SHAWN TAMIR: BofA, HSCB and Citi Claims Allowed ---------------------------------------------------- Judge Melvin S. Hoffman of the United States Bankruptcy Court for the District of Maine overruled Shai Shawn Tamir's objection to the amended claims of Bank of America, HSBC Bank, and Citibank and allowed the claims. According to Schedule D of the schedules of assets and liabilities filed by Tamir in support of his bankruptcy petition, each of BofA, HSBC, and Citi, is a creditor whose claim is secured by a mortgage on one of Tamir's properties. Tamir listed the banks' claims on schedule D as disputed. When each bank filed a proof of claim asserting a secured claim against Tamir, the latter filed an omnibus objection to the claims. Tamir's objection was based on the Maine Law Court's holding in the case of Bank of America v. Greenleaf, 96 A.3d 700 that under Maine law, an assignee of a mortgage from Mortgage Electronic Registration Systems, Inc. ("MERS") lacks standing to foreclose the mortgage. Each of the three bank creditors holds its mortgage by assignment from MERS. Tamir also maintained that while BofA, HSBC and Citi each holds a note secured by a mortgage on one of his properties, none happens to be the holder of such mortgage and this disqualifies each of them from secured status. In overruling Tamir's objections, Judge Hoffman explained that the Greenleaf decision focuses only on a mortgagee's standing to foreclose a mortgage of real property in Maine, but does not address the validity of the noteholder's security interest in the mortgaged real estate. The judge further explained that "Regardless of who may be the legal owner of the morgages on Mr. Tamir's properties, each bank is a beneficial owner of the mortgage securing its note. For purposes of asserting a secured claim in a borrower's bankruptcy case, a noteholder's beneficial ownership of the mortgage is sufficient to establish secured status. The case is In re: Shai Shawn Tamir, Chapter 11, Debtor, CASE NO. 14-20368 (D. Me.). A full-text copy of Judge Hoffman's August 10, 2015 memorandum of decision is available at http://is.gd/lJy7Xnfrom Leagle.com. SIGNAL INTERNATIONAL: Court Sets Claims Bar Dates ------------------------------------------------- The Hon. Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware, on Aug. 11, 2015, entered an order establishing 4:00 p.m. on the date that is at least 30 days after the service date as the deadline for filing proofs of prepetition claims, including administrative expense claims against Signal International, Inc., et al. The Court also set Jan. 8, 2016, as governmental unit bar date. Proofs of claim must be submitted to the Debtors' claims agent, in this address: Signal Claims Processing c/o Kurtzman Carson Consultants LLC 2335 Alaska Ave. El Segundo, CA 90245 About Signal International Signal International Inc. -- http://www.signalint.com/-- primarily engages in the business of offshore drilling rig overhaul, repair, upgrade, and conversion, as well as new shipbuilding construction. Additionally, Signal provides services to the general marine and heavy fabrication markets for barges, power plants, and modular construction. Signal International, LLC ("SI LLC"), was organized on Dec. 6, 2002, as a limited liability company after acquiring the assets of the Offshore Division of Friede Goldman Halter from bankruptcy. SI Inc. was incorporated on Oct. 12, 2007, and began operations with offshore fabrication and repair in Mississippi. Today, Signal's corporate headquarters are in Mobile, Alabama, with operations in Alabama and Mississippi, and a sales office in Texas. On Oct. 3, 2014, Signal International Texas, L.P., sold substantially all of its assets to Westport Orange Shipyard, LLC, in a partially seller-financed transaction for a total purchase price of $35,900,000. As part of the transaction, Westport provided a down payment of $7,000,000 and delivered a promissory note in the principal amount of $28,900,000 to SI Texas due on or before Oct. 3, 2019 (the "Texas Note"). On July 12, 2015, SI Inc. and its direct and indirect wholly owned subsidiaries, including SI LLC, commenced cases under chapter 11 of title 11 of the United States Code (Bankr. D. Del. Lead Case No. 15-11498). The Debtors tapped Young Conaway Stargatt & Taylor LLP as bankruptcy counsel, Hogan Lovells US LLP as general corporate counsel, GGG Partners, LLC, as financial and restructuring advisors, and Kurtzman Carson Consultants LLC as claims and noticing agent. Signal International Inc. estimated $10 million to $50 million in assets and $50 million to $100 million in debt. The U.S. Trustee for Region 3 appointed seven creditors to serve on the official committee of unsecured creditors. SIGNAL INTERNATIONAL: Files Schedules of Assets and Liabilities --------------------------------------------------------------- Signal International, LLC, filed with the U.S. Bankruptcy Court for the District of Delaware its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $21,455,778 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $69,883,428 E. Creditors Holding Unsecured Priority Claims $350,748 F. Creditors Holding Unsecured Non-Priority Claims $20,403,570 ----------- ----------- Total $21,455,778 $90,637,746 A copy of the schedules is available for free at: http://bankrupt.com/misc/SignalInternational_216_SAL.pdf About Signal International Signal International Inc. -- http://www.signalint.com/-- primarily engages in the business of offshore drilling rig overhaul, repair, upgrade, and conversion, as well as new shipbuilding construction. Additionally, Signal provides services to the general marine and heavy fabrication markets for barges, power plants, and modular construction. Signal International, LLC ("SI LLC"), was organized on Dec. 6, 2002, as a limited liability company after acquiring the assets of the Offshore Division of Friede Goldman Halter from bankruptcy. SI Inc. was incorporated on Oct. 12, 2007, and began operations with offshore fabrication and repair in Mississippi. Today, Signal's corporate headquarters are in Mobile, Alabama, with operations in Alabama and Mississippi, and a sales office in Texas. On Oct. 3, 2014, Signal International Texas, L.P., sold substantially all of its assets to Westport Orange Shipyard, LLC, in a partially seller-financed transaction for a total purchase price of $35,900,000. As part of the transaction, Westport provided a down payment of $7,000,000 and delivered a promissory note in the principal amount of $28,900,000 to SI Texas due on or before Oct. 3, 2019 (the "Texas Note"). On July 12, 2015, SI Inc. and its direct and indirect wholly owned subsidiaries, including SI LLC, commenced cases under chapter 11 of title 11 of the United States Code (Bankr. D. Del. Lead Case No. 15-11498). The Debtors tapped Young Conaway Stargatt & Taylor LLP as bankruptcy counsel, Hogan Lovells US LLP as general corporate counsel, GGG Partners, LLC, as financial and restructuring advisors, and Kurtzman Carson Consultants LLC as claims and noticing agent. Signal International Inc. estimated $10 million to $50 million in assets and $50 million to $100 million in debt. The U.S. Trustee for Region 3 appointed seven creditors to serve on the official committee of unsecured creditors. SIGNAL INTERNATIONAL: Hogan Lovells OK'd as Gen. Corporate Counsel ------------------------------------------------------------------ The Hon. Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware authorized Signal International, Inc., et al., to employ Hogan Lovells US LLP as general corporate, and special litigation and transactional counsel, nunc pro tunc to July 13, 2015. Although certain aspects of the representations will necessarily involve both Hogan Lovells and Young Conaway, the Debtors believe that the services Hogan Lovells will provide will be complementary rather than duplicative of the services to be performed by Young Conaway as general bankruptcy counsel. Christopher S. Cunningham, chief financial officer, submitted a declaration in support of the Debtors' application, stating that Hogan Lovells has represented the Debtors in several corporate transactions dating back nearly 10 years. Further, Hogan Lovells represented the Debtors in the months prior to the Petition Date, leading and coordinating the negotiations and settlement discussions with the Debtors' secured lenders and the Litigation Plaintiffs, including the negotiation and drafting of the Plan Support Agreement and Plan Term Sheet now pending approval before the Court. The Debtors, in their application, stated that as general corporate and special litigation and transactional counsel, Hogan Lovells' services will involve advising the Debtors on all aspects of the procedures and transactions relating to DIP financing, the sale motion, and plan support agreement. Hogan Lovells received an advance payment retainer in the amount of $150,000 as security for its fees and disbursements in conjunction with preparation for the cases. In the months prior to the Petition Date, Hogan Lovells invoiced the Debtors for work performed in negotiating and drafting the plan support agreement and in preparation for their bankruptcy filings in an aggregate amount of $1,393,712 and received payment in full on those invoices. These invoiced amounts included estimated fees and expenses in preparing for the filing, which were then reconciled with actual fees earned and expenses incurred, resulting in a surplus to the Debtors in the amount of $6,303. This surplus will constitute a supplement to the general Retainer for postpetition services and expenses. To the best of the Debtors' knowledge, Hogan Lovells is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Signal International Signal International Inc. -- http://www.signalint.com/-- primarily engages in the business of offshore drilling rig overhaul, repair, upgrade, and conversion, as well as new shipbuilding construction. Additionally, Signal provides services to the general marine and heavy fabrication markets for barges, power plants, and modular construction. Signal International, LLC ("SI LLC"), was organized on Dec. 6, 2002, as a limited liability company after acquiring the assets of the Offshore Division of Friede Goldman Halter from bankruptcy. SI Inc. was incorporated on Oct. 12, 2007, and began operations with offshore fabrication and repair in Mississippi. Today, Signal's corporate headquarters are in Mobile, Alabama, with operations in Alabama and Mississippi, and a sales office in Texas. On Oct. 3, 2014, Signal International Texas, L.P., sold substantially all of its assets to Westport Orange Shipyard, LLC, in a partially seller-financed transaction for a total purchase price of $35,900,000. As part of the transaction, Westport provided a down payment of $7,000,000 and delivered a promissory note in the principal amount of $28,900,000 to SI Texas due on or before Oct. 3, 2019 (the "Texas Note"). On July 12, 2015, SI Inc. and its direct and indirect wholly owned subsidiaries, including SI LLC, commenced cases under chapter 11 of title 11 of the United States Code (Bankr. D. Del. Lead Case No. 15-11498). The Debtors tapped Young Conaway Stargatt & Taylor LLP as bankruptcy counsel, Hogan Lovells US LLP as general corporate counsel, GGG Partners, LLC, as financial and restructuring advisors, and Kurtzman Carson Consultants LLC as claims and noticing agent. Signal International Inc. estimated $10 million to $50 million in assets and $50 million to $100 million in debt. Signal International LLC disclosed total assets of $21,455,778 and total liabilities of $90,637,746 as of the Chapter 11 filing. The U.S. Trustee for Region 3 appointed seven creditors to serve on the official committee of unsecured creditors. SONIA INC: Case Summary & 15 Largest Unsecured Creditors -------------------------------------------------------- Debtor: Sonia Inc 1103 6th Street Anacortes, WA 98221 Case No.: 15-15154 Chapter 11 Petition Date: August 27, 2015 Court: United States Bankruptcy Court Western District of Washington (Seattle) Judge: Hon. Marc Barreca Debtor's Counsel: Thomas D Neeleman, Esq. ATTORNEY AT LAW 1904 Wetmore Ave Ste 200 Everett, WA 98201 Tel: 425-212-4800 Email: courtmail@expresslaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Kamaljit Bagri, president. A list of the Debtor's 15 largest unsecured creditors is available for free at http://bankrupt.com/misc/wawb15-15154.pdf STATION CASINOS: S&P Revises Outlook to Pos. & Affirms 'B' CCR -------------------------------------------------------------- Standard & Poor's Ratings Services revised its rating outlook on Las Vegas-based Station Casinos LLC to positive from stable and affirmed all ratings on the company, including its 'B' corporate credit rating. "The outlook revision reflects our expectation that Station Casinos' credit measures will continue to improve through 2016, as a result of continued good operating performance coupled with debt repayment," said Standard & Poor's credit analyst Stephen Pagano. STELLAR BIOTECHNOLOGIES: To Effect a 1-for-10 Reverse Stock Split ----------------------------------------------------------------- Stellar Biotechnologies, Inc., announced that, subject to regulatory approval, the Company will proceed with a consolidation of its issued and outstanding common shares on the basis of one post-consolidated common Share for every 10 pre-consolidated Shares. The Company's Board of Directors approved the Reverse Split on Aug. 26, 2015, in preparation for its planned uplisting to the NASDAQ Capital Market. The Company has filed an application to have its common stock approved for trading on NASDAQ and the Reverse Split is intended to fulfill one of the quantitative requirements for listing. However, there can be no assurance that NASDAQ will approve the Company's application or, if the Company's stock is uplisted, that the Company will be able to maintain minimum listing requirements. "This reverse stock split is a key step in our growth strategy," said Frank Oakes, president, chief executive officer and chairman. "We believe that the proposed uplisting to the NASDAQ Capital Market offers a number of advantages including the opportunity to improve liquidity for our shareholders and to increase Stellar's visibility in the broader investment community and with institutional investors." The Reverse Split is subject to approval by the Financial Industry Regulatory Authority and the TSX Venture Exchange. The Company anticipates that the Reverse Split will become effective on or about Sept. 2, 2015. About Stellar Port Hueneme, Cal.-based Stellar Biotechnologies, Inc.'s business is to commercially produce and market Keyhole Limpet Hemocyanin ("KLH") as well as to develop new technology related to culture and production of KLH and subunit KLH ("suKLH") formulations. The Company markets KLH and suKLH formulations to customers in the United States and Europe. KLH is used extensively as a carrier protein in the production of antibodies for research, biotechnology and therapeutic applications. Stellar Biotechnologies reported a net loss of $8.43 million for the year ended Aug. 31, 2014, a net loss of $14.5 million for the year ended Aug. 31, 2013, and a net loss of $5.52 million for the year ended Aug. 31, 2012. As of June 30, 2015, the Company had $11.2 million in total assets, $1.7 million in total liabilities and $9.4 million in total shareholders' equity. SUPERMEDIA LLC: Yellow Pages' Bid to Dismiss Appeal Partially OK'd ------------------------------------------------------------------ Judge Richard G. Andrews of the United States District Court for the District of Delaware granted in part and denied in part Yellow Pages Photos, Inc.,'s revised motion to dismiss SuperMedia, LLC's appeal. Yellow Pages filed a proof of claim seeking allowances of damages against SuperMedia's bankruptcy estate for alleged violations that occurred prior to the bankruptcy filing. Yellow Pages alleged that SuperMedia breached their license agreement and violated federal copyright laws by misappropriating Yellow Pages' images. Yellow Pages also filed a motion for administrative expenses seeking to recover for SuperMedia's alleged violations that continued to occur after the bankruptcy filing, but before the effective date of the plan of reorganization. The bankruptcy court bifurcated trial into two stages to determine liability, and then, if necessary, to assess damages. After the first stage of trial, the bankruptcy court found that SuperMedia had breached the license agreement and committed copyright infringement, but concluded that these violations occurred entirely pre-petition. The bankruptcy court thus denied Yellow Pages' request for an administrative expense claim, but allowed its pre-petition claim. SuperMedia filed a timely notice of appeal to the district court. Yellow Pages filed a motion to dismiss the appeal. Yellow Pages, largely focusing on the portion of the bankruptcy court's opinion allowing the proof of claim, argued that the district court lacks jurisdiction because the bankruptcy court's order is not a final order. SuperMedia, on the other hand, focused on the finality issues as it pertained to the bankruptcy court's denial of the administrative expenses claim. Judge Andrews found that the bankruptcy court's decision denying Yellow Pages' motion for administrative expenses is final for purposes of 28 U.S.C. Section 158(a), because this decision fully resolved a discrete claim and left nothing more for the court to decide. The judge thus held that his court has jurisdiction to review this portion of the bankruptcy court's opinion. Judge Andrews, however, dismissed the appeal with respect to the bankruptcy court's allowance of Yellow Pages' pre-petition claim. The judge found that this portion of the bankruptcy court's opinion is not final as this issue remains only partially adjudicated as a result of the bankruptcy court's procedural decision to bifurcate trial and determine damages only at the second stage of the trial. The case is SuperMedia, LLC, Appellant, v. Yellow Pages Photos, Inc., Appellee, BANKRUPTCY CASE NO. 13-10546-KG, CIVIL ACTION NO. 15-129-RGA (D. Del.), relating to In re: SuperMedia, LLC, Chapter 11, Debtor. A full-text copy of Judge Andrews' August 7, 2015 memorandum and order is available at http://is.gd/B7Fqxxfrom Leagle.com. SuperMedia LLC is represented by: Pauline K. Morgan, Esq. John T. Dorsey, Esq. Patrick A. Jackson, Esq. YOUNG, CONAWAY, STARGATT & TAYLOR LLP Rodney Square 1000 North King Street Wilmington, DE 19801 Tel: (302) 571-6600 Fax: (302) 571-1253 Email: pmorgan@ycst.com jdorsey@ycst.com pjackson@ycst.com Yellow Pages Photos Inc. Lucian Borders Murley, Esq. SAUL EWING LLP 222 Delaware Avenue, Suite 1200 Wilmington, DE 19899 Tel: (302) 421-6800 Fax: (302) 421-6813 Email: lmurley@saul.com About Supermedia Headquartered in D/FW Airport, Texas, SuperMedia Inc., formerly known as Idearc, Inc., is a yellow pages directory publisher in the United States. Its portfolio includes the Superpages directories, Superpages.com, digital local search resource on both desktop and mobile devices, the Superpages.com network, which is a digital syndication network, and its Superpages direct mailers. SuperMedia is the official publisher of Verizon, FairPoint and Frontier print directories in the markets in which these companies are the incumbent local telephone exchange carriers. Idearc was spun off from Verizon Communications, Inc., in 2006. At Dec. 31, 2012, SuperMedia had approximately 3,200 employees, of which approximately 950 or 30% were represented by unions. SuperMedia and three affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-10545) on March 18, 2013, to effectuate a merger of equals with Dex One Corp. SuperMedia disclosed total assets of $1.4 billion and total debt of $1.9 billion. Morgan Stanley & Co. LLC is acting as financial advisors to SuperMedia, and Cleary Gottlieb Steen & Hamilton LLP and Young Conaway Stargatt & Taylor, LLP are acting as its legal counsel. Fulbright & Jaworski L.L.P is special counsel. Chilmark Partners Is acting as financial advisor to SuperMedia's board of directors. Epiq Systems serves as claims agent. This is also SuperMedia's second stint in Chapter 11. Idearc and its affiliates filed for Chapter 11 protection (Bankr. N.D. Tex. Lead Case No. 09-31828) in March 2009 and emerged from bankruptcy in December 2009, reducing debt from more than $9 billion to $2.75 billion. TAMMY LYNN BOWDEN: Bid for Sanctions for Stay Violation Granted --------------------------------------------------------------- Judge Benjamin A. Kahn of the United States Bankruptcy Court for the Middle District of North Carolina, Greensboro Division, granted Tammy Lynn Bowden's motion for sanctions against Antonio Steele and Barry Nakell for violation of automatic stay, and directed the respondents to pay $2,540 to Bowden for actual damages and attorney fees. Prior to the filing of Bowden's bankruptcy petition on May 16, 2014, Steele obtained a judgment for trespass and conversion against Bowden in an Orange County, North Carolina District Court civil action. Nakell represented Steele in the action. Bowden appealed, but on December 31, 2014, the North Carolina Court of Appeals affirmed the judgment in Steele's favor, with the exception of the trial court's denial of a small counterclaim filed by Bowden. After Bowden voluntarily dismissed the counterclaim, respondents filed a Motion for Award of Attorney Fees in the state trial court, seeking compensation for attorney's fees incurred in connection with the appeal. Shortly thereafter, Bowden filed her Motion for Sanctions, alleging that the filing and prosecution of the fee request violated the automatic stay provisions of 11 U.S.C. Section 362. Bowden further alleged that Nakell sought payment from her during the pendency of the bankruptcy proceeding, by attempting to settle the fee request on his client's behalf, and thereby committed another distinct, willful violation of the automatic stay. Respondents countered that the filing and prosecution of the fee request did not constitute a violation of the automatic stay because the fees at issue arose out of an appeal voluntarily pursued by Bowden post-petition. Judge Kahn did not find the respondents' argument that Bowden "voluntarily" returned to the fray persuasive, correct, or applicable in this case. The judge explained that "The necessity of the Debtor's actions in this case is directly analogous to a debtor filing an objection to a filed proof of claim. If the Debtor had not filed her pre-petition appeal of the state court judgment, it would have become final and res judicata. In order to challenge Respondents' claim, the Debtor was required to appeal the State Court Judgment in the state court appellate process." The case is IN RE: Tammy Lynn Bowden, Debtor, CASE NO. 14-10545 (Bankr. M.D.N.C.). A copy of Judge Kahn's August 5, 2015 memorandum opinion is available at http://is.gd/dKagIUfrom Leagle.com. THORNTON & CO: Taps Green & Sklarz as Bankruptcy Counsel -------------------------------------------------------- Thornton & Co., Inc., filed with the U.S. Bankruptcy Court for the District of Connecticut an application to employ Green & Sklarz, LLC as its general bankruptcy counsel, effective August 10, 2015. G&S will perform general legal services, as needed, throughout the pendency of this Chapter 11 case, including litigation and the rendition of legal advice. G&S will charge the Debtor for legal services according to its customary hourly rates in effect on the date services are rendered. G&S will maintain detailed records of any actual, necessary costs or expenses that might be incurred in the performance of the foregoing legal services. The hourly rates for G&S's attorneys and support staff are: Hourly Rate ----------- Eric L. Green $400 Jeffrey M. Sklarz $400 Arnold Y. Kapiloff $550 Kenneth M. Roshenthal $325 Nicholas W. Quesenberry $275 Staff Accountants $200 Paralegals $150 Legal Assistants $75 G&S intends to apply to the Court for an award of compensation for postpetition services and reimbursement of postpetition expenses, pursuant to applicable law and procedural rules. Mr. Jeffrey M. Sklarz attests that neither G&S nor any of its attorneys represent any interest adverse to the Debtor or its estate in the matters upon which G&S is to be engaged. He says G&S and its several attorneys are all "disinterested persons" within the meaning of 11 U.S.C. Sec. 101(14). 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. TRUMP ENTERTAINMENT: Atlantic City Union Barred from Messages ------------------------------------------------------------- Wayne Parry, writing for The Associated Press, reported that a judge banned an Atlantic City union from using a light projector to beam critical messages onto the exterior walls of casinos owned or about to be owned by billionaire Carl Icahn. According to the report, Trump Entertainment Resorts got an injunction barring Local 54 of the Unite Here union from beaming the messages onto the Taj Mahal, the Tropicana, and the shuttered Trump Plaza. They used the projector to beam messages such as "Boycott Taj" onto the walls of the casinos at night, a favorite tactic during their yearlong battle with Icahn over benefits and working conditions, the report related. About Trump Entertainment Resorts Trump Entertainment Resorts Inc., owner of the Atlantic City Boardwalk casinos that bear the name of Donald Trump, returned to Chapter 11 bankruptcy (Bankr. D. Del. Case No. 14-12103) on Sept. 9, 2014, with plans to shutter its casinos. TER and its affiliated debtors own and operate two casino hotels located in Atlantic City, New Jersey. TER said it will close the Trump Taj Mahal Casino Resort by Sept. 16, 2014, and, absent union concessions, the Trump Plaza Hotel and Casino by Nov. 13, 2104. The Debtors have sought an order authorizing the joint administration of their Chapter 11 cases and the consolidation thereof for procedural purposes only. Judge Kevin Gross presides over the Chapter 11 cases. The Debtors have tapped Young, Conaway, Stargatt & Taylor, LLP, as counsel; Stroock & Stroock & Lavan LLP, as co-counsel; Houlihan Lokey Capital, Inc., as financial advisor; and Prime Clerk LLC, as noticing and claims agent. TER estimated $100 million to $500 million in assets as of the bankruptcy filing. The Debtors as of Sept. 9, 2014, owe $285.6 million in principal plus accrued but unpaid interest of $6.6 million under a first lien debt issued under their 2010 bankruptcy-exit plan. The Debtors also have trade debt in the amount of $13.5 million. * * * Judge Kevin Gross of the U.S. Bankruptcy Court for the District of Delaware on March 12, 2015, confirmed Trump Entertainment Resorts, Inc., et al.'s Third Amended Joint Plan of Reorganization and Disclosure Statement pursuant to Section 1129 of the Bankruptcy Code. The Debtors filed on Jan. 5, 2015, the Plan and accompanying Disclosure Statement to, among other things, provide that holders of General Unsecured Claims will receive Distribution Trust Interests, which will include $1 million in cash and the proceeds, if any, of certain avoidance actions. Under the revised plan, holders of general unsecured claims are estimated to recover 0.47% to 0.43% of their total allowed claim amount. The Amended Plan also includes language reflecting the recently-approved $20 million loan from Carl Icahn. A full-text copy of the Findings of Fact is available for free at: http://bankrupt.com/misc/TRUMPENTERTAINMENT_Plan_Findings.pdf TULARE LOCAL: Fitch Hikes Rating on 2007 Fixed Rate Bonds to 'BB-' ------------------------------------------------------------------ Fitch Ratings has upgraded the rating on $14,725,000 series 2007 fixed rate bonds issued by the Tulare Local Health Care District d/b/a Tulare Regional Medical Center (TRMC) to 'BB-' from 'B'. The Rating Outlook is Stable. SECURITY Debt payments are secured by a pledge of the gross revenues of Tulare Local Health Care District. A fully funded debt service reserve fund provides additional security for bondholders. KEY RATING DRIVERS STABILIZATION ACHIEVED: The upgrade to 'BB-' from 'B' reflects sustained evidence of operational and financial turnaround and stabilization. Following three years of large operating losses, TRMC posted positive monthly operating income since April 2014. Operating margin of 10.6% in fiscal 2015 (unaudited interim results; June 30 year-end) was supported by volume growth, improved payor mix, enhanced revenues, and expense control, the benefits of which are likely to be ongoing. PROGRESS ON CONSTRUCTION PLANS: The Stable Outlook reflects Fitch's expectation that long-term financing will be secured to complete TRMC's current tower construction project. The hospital district board recently voted to have a $55 million public financing measure go to voters within the hospital district. Should the transaction be approved, TRMC should be able to complete its tower project without relying on the hospital's revenue stream. Also, progress has been made to the tower construction over the last year despite limited funding sources, and the building is now fully enclosed and sealed. VERY HIGH GOVERNMENTAL PAYOR EXPOSURE: Medicare and MediCal accounted for 77.5% of gross revenues in 2015, nearly a 10% increase in just two years due to MediCal expansion. Supplemental funding receipts are also growing, and totaled $8.8 million in 2014 compared to $5.2 million in 2013. A total of $11.3 million is estimated for 2015 as management continues to leverage various available intergovernmental and supplemental funding programs. While supplemental funding dollars are expected to diminish nationally over the next few years, Fitch believes the immediate impact from participating in these programs is distinctly positive for TRMC. IMPROVING LIQUIDITY: TRMC's cash and investments grew 70% over the last year, supported by stronger profitability and cash flows. Liquidity metrics of 97.3 days cash on hand, 6.1x cushion ratio, and 90.6% cash-to-debt are consistent with the 'BB-' rating. RATING SENSITIVITIES RESOLUTION OF LONG-TERM PROJECT FUNDING: Changes in the Tulare Regional Medical Center's rating will likely be driven by the resolution of its long-term funding requirements. Approval of the proposed public funding necessary to complete its tower construction project could lead to positive rating action. The effect of alternative outside funding arrangements would be evaluated, and TRMC's inability to address the uncertainties related to project funding sources over the next 1-2 years could lead to negative rating pressure. OPERATIONAL STABILITY EXPECTED: In the meantime, Fitch expects TRMC to sustain its operational and financial improvements, and continue generating sufficient cash flows to produce satisfactory debt service coverage ratios. While not expected, reversal of the current positive trend would lead to negative rating pressure. CREDIT PROFILE Tulare Local Health Care District, d/b/a Tulare Regional Medical Center owns and operates a 112-bed hospital in the city of Tulare, California. Total operating revenue in FYE June 30, 2015 (unaudited interim results) was $80 million (exclusive of tax revenues related to GO bonds debt service). Since January 2014, TRMC has been managed by HealthCare Conglomerate Associates (HCCA). The current management agreement runs until 2029 with possible extensions. Stabilizing Operational and Financial Performance Under HCCA's leadership, operating and financial performance improved dramatically over the last 18 months. Since April 2014, TRMC has posted positive monthly operating income. In fiscal 2015, operating income was $8.5 million (10.6% operating margin) compared to a loss of $2.2 million (negative 3.2% operating margin) in 2014 and a loss of $9.9 million in 2012 (negative 13% operating margin). Similarly, operating EBITDA margin recovered to a strong 16.9% in 2015 compared to 4.4% the prior year. Management attributes the turnaround to the integration of new leaders throughout the organization who have conducted meticulous review of operating efficiencies, supplemental revenue sources, and expense savings. The hospital workforce was completely privatized in November 2014, resulting in a staff reduction of approximately 10% and a resulting structure that allows for better staff management. Additionally, the expansion of MediCal has led to enhanced clinical volumes and a favorable shift in payor mix. Now that operations have stabilized, management's goal is to leverage all available supplemental funding programs in the state and rebuild/expand its community network. Management is budgeting an operating income of $7 million (8.5% operating margin) for fiscal 2016, which Fitch believes is achievable given sustainable financial improvements put in place and limited competition in the service area. Construction Plans Progressing TRMC has a construction project in progress featuring a 24-bed emergency department, a new diagnostic department, a 16-bed obstetric unit, four surgery suites, and 27 new private patient rooms meeting seismic requirements. This new expansion tower was initially slated to open October 2012, but suffered disruptions due to concrete delamination issues and ensuing conflicts with contractors. Since HCCA assumed overseeing the project in early 2014, TRMC was able to complete the exterior framing of the building after reaching an agreement with the previous contractors and reviewing/renegotiating other existing contracts. The original general obligation (GO) bond funds were exhausted in fall 2014, and improvements have since then been funded with internal equity. The hospital district board voted unanimously to have a $55 million public financing measure go to a vote by the residents of the hospital district. The vote is expected to take place early 2016. Fitch views this development favorably, as the public financing measure, if approved, would provide sufficient funding to complete the construction project without affecting TRMC's cash flows. Fitch believes the 'BB-' rating is supported by TRMC's current financial and operating profile without taking into account the impact of additional public funding sources, but also assumes that the tower projects will not require TRMC to fund the project using its internal cash and investments. Improving Liquidity Unrestricted cash and investments totaled $18 million at June 30, 2015, up from $10.6 million one year prior. The improvement is primarily attributable to improved operating cash flows and measured capital spending related to the tower project. Liquidity metrics of 97.3 days cash on hand, 6.1x cushion ratio, and 90.6% cash-to-debt are markedly improved from prior years, and are consistent with the 'BB-' rating. The TRMC board has approved the implementation of Cerner electronic medical record system, which will essentially replace core applications with a single system and is expected to cost around $3.3 million. Capital spending outside of the tower project and IT is expected to be minimal. Also, Fitch recognizes the somewhat less predictable timing of supplemental funding receipts in California, but believes TRMC now has a sufficient cash balance to endure a degree of timing discrepancy. DEBT PROFILE At June 30, 2015, Tulare's revenue supported debt burden totaled $19.8 million, consisting of $14.7 million in series 2007 bonds and capital leases. The debt is all fixed rate and produces a maximum annual debt service (MADS) of $2.9 million, which declines to $1.3 million in fiscal 2017 following the final payment on the capital lease. Debt burden is relatively low, as measured by debt-to-capitalization of 25.8% in 2015. Supported by improved cash flows, MADS coverage was a strong 5.3x in fiscal 2015, up from 1.2x in 2013 and 2014. Not included in Fitch's calculation of TRMC's long-term debt are $85 million existing GO bonds, which are not rated by Fitch. Since TRMC's GO debt is separately secured by a special assessment on property taxes in the district, Fitch's calculation of financial ratios excludes the GO debt and related receipts. DISCLOSURE TRMC covenants to disclose annual financial statements within six months of year-end and quarterly unaudited financial statements within 30 days through the MSRB EMMA website. Fitch notes that TRMC received an unmodified (clean) audit opinion in 2014, following two years of going-concern opinions. Additionally, TRMC is providing monthly financial statements to EMMA for a specified period of time. Current management has emphasized focus on better reporting practices and have provided consistent and timely disclosure since 2014, which is viewed positively. UNIVERSAL COOPERATIVES: Has Until Oct. 6 to File Plan ----------------------------------------------------- Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware gave Universal Cooperatives, Inc., et al., through and including Oct. 6, 2015, to file their Chapter 11 plan and through and including Dec. 4, 2015, to solicit acceptances of that plan. This is the Debtors' fifth extension request and they have been working cooperatively with the Official Committee of Unsecured Creditors to prosecute the amended Plan and respond to inquiries thereto. Although the amended Plan has been filed and solicited, and the Plan Proponents will seek its confirmation at the hearing currently scheduled for September 3, 2015, the Debtors sought the extension requested to preserve their exclusivity in the event that the amended Plan is not confirmed and unexpected issues or objections arise in connection therewith. About Universal Cooperatives As an inter-regional farm supply cooperative, Universal Cooperatives, Inc. consolidates the purchasing power of its members to procure, and/or manufacture, and distribute high quality products at competitive prices. Universal has 14 voting members and over 50 associate members. Eagan, Minnesota-based Universal Cooperatives and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-11187) on May 11, 2014. The debtor-affiliates are Heritage Trading Company, LLC; Bridon Cordage LLC; Universal Crop Protection Alliance, LLC; Agrilon International, LLC; and zavalon, Inc. UCI do Brasil, a majority-owned subsidiary located in Brazil, is not a debtor in the Chapter 11 cases. The cases are assigned to Judge Mary F. Walrath. Universal Cooperatives disclosed $12.09 million in assets and $29.3 million in liabilities as of the Chapter 11 filing. The Debtors have tapped Travis G. Buchanan, Esq., Robert S. Brady, Esq., Andrew L. Magaziner, Esq., and Travis G. Buchanan, Esq., at Young Conaway Stargatt & Taylor, LLP; and Mark L. Prager, Esq., Michael J. Small, Esq., and Emil P. Khatchatourian, Esq., at Foley & Lardner LLP, as counsel; The Keystone Group, as financial advisor and Prime Clerk as notice and claims agent. Bank of America, N.A., as agent for the DIP Lenders, is represented by Daniel J. McGuire, Edward Kosmowski, Esq., and Gregory M. Gartland, Esq., at Winston & Strawn, LLP. The United States Trustee for Region 3 appointed seven members to the Official Committee of Unsecured Creditors, which is represented by Sharon Levine, Esq., Bruce S. Nathan, Esq., and Timothy R. Wheeler, Esq., at Lowenstein Sandler LLP, in Roseland, New Jersey; and Jamie L. Edmonson, Esq., and Daniel A. O'Brien, Esq., at Venable LLP, in Wilmington, Delaware. * * * The U.S. Bankruptcy Court for the District of Delaware will convene a hearing to consider confirmation of Universal Cooperatives, Inc., et al.'s Joint Plan of Liquidation on Sept. 3, 2015, at 10:30 a.m. (ET), following approval of the disclosure statement explaining the Plan on July 20. The Modified Plan incorporates a settlement with the Pension Benefit Guaranty Corporation. The Plan Settlement Agreement provides, among other terms, that on account of the PBGC Liens and the Pension Claims for unpaid minimum funding contributions to the Pension Plan, PBGC is allowed the PBGC Allowed Administrative Claim in the amount of $1,084,101, which claim will be paid in full on or prior to the Effective Date. PBGC is also allowed the Allowed PBGC GUC Claims in the amount of $14,277,666, which Claims are Allowed against each Debtor. The Plan, which is co-proposed by the Official Committee of Unsecured Creditors, follows the sale of Bridon Cordage LLC's and Heritage Trading Company, LLC's assets, as well as certain of Universal's assets, to BCHU Acquisition LLC, for approximately $22,460,000, and Universal's Eagen, Minnesota headquarters to Gloria Real Estate Holdings for $3,800,000. A full-text copy of the Approved Disclosure Statement dated April 21, 2015, is available at http://bankrupt.com/misc/UCIds0721.pdf USA DISCOUNTERS: Seeks to Reject 27 USA Living Leases ----------------------------------------------------- USA Discounters, Ltd., and its affiliated debtors are asking the U.S. Bankruptcy Court for the District of Delaware to authorize the rejection of 27 leases affected by the closure of all "USA Living" stores and warehouse locations on or before Aug. 21, 2015. The closures occurred in three general waves: * First, on or before June 30, 2015, USA Discounters surrendered three leases in connection with the closure of three of its "USA Living" stores. USA Discounters has ceased operations at these Leased Premises, has no further use for these Leased Premises, and on or before June 30, 2015, USA Discounters irrevocably surrendered each of these Leased Premises and abandoned any property remaining at these Leased Premises. In addition, since on or before June 30, 2015, the Landlords in respect of these Leased Premises have been in sole possession of these Leased Premises. * Second, on or before July 31, 2015, USA Discounters surrendered 14 leases in connection with the closure of fourteen more of its "USA Living" stores, as well as one warehouse. USA Discounters has ceased operations at these Leased Premises, has no further use for these Leased Premises, and on or before July 31, 2015, USA Discounters irrevocably surrendered each of these Leased Premises and abandoned any property remaining at these Leased Premises, other than property that did not belong to USA Discounters (such as certain leased photocopy machines). In addition, since on or before July 31, 2015, the Landlords in respect of these Leased Premises have been in sole possession of these Leased Premises. * Third, on or before Aug. 21, 2015, USA Discounters surrendered seven leases in connection with the closure of its seven remaining "USA Living" stores and two leases in connection with its two remaining warehouses. USA Discounters has ceased operations at these Leased Premises, has no further use for these Leased Premises, and on or before Aug. 21, 2015, USA Discounters irrevocably surrendered each of these Leased Premises and abandoned any property remaining at these Leased Premises, other than property that did not belong to USA Discounters (such as certain leased copy machines). In addition, since on or before Aug. 21, 2015, the Landlords in respect of these Leased Premises have been in sole possession of these Leased Premises. Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, explains that the Debtors have provided sufficient notice to the Landlords of their irrevocable surrender of the Leased Premises before the Petition Date. First, on or before Aug. 21, 2015 USA Discounters vacated each Leased Premises. Second, on various dates on or before Aug. 21, 2015, USA Discounters sent to each Landlord, via overnight Federal Express, a letter informing the Landlords that the letter served as written notice that USA Discounters thereby surrendered the Leased Premises and unequivocally- and irrevocably delivered possession to the applicable Landlord effective as of the date specified in the applicable letter. The letters also stated that USA Discounters had irrevocably abandoned and forfeited to the Landlords any and all property located in the Leased Premises. Finally, enclosed with each letter to the applicable Landlord were the keys for the respective Leased Premises, except with respect the Leased Premises located at 451 Oriana Road, Newport News, Virginia, far which the keys were previously turned over to the Landlord on June 26, 2015. The Prepetition Agent has waived any rights it may have had in any Remaining Property as of the date and time of USA Discounters' abandonment and forfeiture thereof in favor of the Landlords. About USA Discounters USA Discounters was founded in May 1991. in the City of Norfolk, Virginia, under the name USA Furniture Discounters, Ltd. It sold goods through two groups of stores -- one group of specialty retail stores operating under the "USA Living" brand, typically in standalone locations, and seven additional retail stores operating under the "Fletcher's Jewelers" brand, typically in major shopping malls. USA Discounters, Ltd., and two affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 15-11755) on Aug. 24, 2015, to wind down the business. The Debtors tapped Pachulski Stang Ziehl & Jones LLP and Klee, Tuchin, Bogdanoff & Stern LLP as attorneys, and Kurtzman Carson Consultants, LLC, as claims and noticing agent. USA Discounters estimated $100 million to $500 million in assets and $50 million to $100 million in liabilities. VICTORY ENERGY: Aurora Gets Forbearance From Texas Capital Bank --------------------------------------------------------------- Aurora Energy Partners, a partnership of which Victory Energy Corporation is the managing partner and owner of 50% of the outstanding partnership interests, completed the necessary steps to place into effect an executed Replacement Forbearance Agreement dated as of Aug. 21, 2015, to the Credit Agreement, dated as of Feb. 20, 2014, by and between Aurora and Texas Capital Bank, National Association. Loans made to Aurora under the Credit Agreement are fully guaranteed by the Company and Navitus Energy Group. Pursuant to the Forbearance Agreement, the Lender has agreed to forbear from exercising any of its rights and remedies under the Credit Agreement beginning as of the Effective Date until Aug. 31, 2015, with respect to the following existing events of default under the Credit Agreement: (i) the failure by Aurora to pay the $300,000 deficiency amount to the Lender in full as set forth in that certain deficiency notice letter from the Lender to Aurora dated as of April 13, 2015; (ii) the failure by Aurora to timely deliver the quarterly financial statements of the Company and its Subsidiaries and related Compliance Certificate for the fiscal quarter ended March 31, 2015; (iii) the failure by Aurora to maintain a ratio of EBITDAX to Cash Interest Expense of at least 3.50 to 1.00 for the Test Period ended March 31, 2015, and June 30, 2015; (iv) the failure by Aurora to maintain a Current Ratio of at least 1.00 to 1.00 for the quarter ended June 30, 2015; (v) the failure by Aurora to pay accrued interest on June 1, 2015, July 1, 2015, and Aug. 2, 2015; and (vi) the failure by Aurora to make the payment required under Section 2.9(e) of the Credit Agreement on or before June 1, 2015, July 2, 2015, and Aug. 1, 2015. The Forbearance Period will end on the first to occur of the following: (i) the expiration of the Forbearance Period on Aug. 31, 2015, (ii) a breach by Aurora or any Guarantor of any of the conditions, covenants, representations and/or warranties set forth in the Forbearance Agreement, (iii) the occurrence of any new event of default under the Credit Agreement, (iv) the occurrence or threat of the occurrence of any enforcement action against Aurora or the Guarantors by any of their creditors which, in Lender's reasonable judgement, would materially interfere with the operation of Aurora's or the Guarantor's business or the Lender's ability to collect on the obligations due under the Credit Agreement, (v) the institution of any bankruptcy proceeding relating to Aurora or any Guarantor, or (vi) the initiation by Aurora or any Guarantor of judicial, administrative or arbitration proceedings against the Lender. The Lender's agreement to forbear from exercising its rights and remedies as a result of the Existing Events of Default is subject to and conditioned upon the following: (i) the payment to the Lender of at least $260,000 on or before August 31, 2015 and (ii) within 15 days of Aug. 21, 2015, the delivery of satisfactory title information with respect to the oil and gas properties acquired by the Company and operated by Penn Virginia Oil & Gas, LP in Gonzalez and Lavaca Counties, Texas, and (iii) the delivery of those other documents, instruments and certificates as reasonably requested by Lender. 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. VICTORY ENERGY: Incurs $1.3 Million Net Loss in Second Quarter -------------------------------------------------------------- Victory Energy Corporation filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $1.3 million on $269,631 of oil and gas revenues for the three months ended June 30, 2015, compared to net income of $1.3 million on $237,977 of oil and gas revenues for the same period in 2014. For the six months ended June 30, 2015, the Company reported a net loss of $3.01 million on $398,199 of oil and gas revenues compared to net income of $851,671 on $432,960 of oil and gas revenues for the same period last year. As of June 30, 2015, the Company had $1.8 million in total assets, $3.9 million in total liabilities and a total stockholders' deficit of $2.1 million. At June 30, 2015, the Company had a working capital deficit of $3,795,024 compared to a working capital deficit of $2,441,324 at Dec. 31, 2014. Current liabilities increased to $3,966,130 at June 30, 2015, from $2,632,043 at Dec. 31, 2014. "Though we continue to face a challenging and uncertain commodity price environment, we made important progress during the quarter at accomplishing a number of strategic objectives we set for ourselves at the beginning of the year. Even without a commodity price hedge position, we were able to increase both daily production and revenues compared to the three months ended June 30, 2014. To prepare ourselves for opportunistic acquisitions, we were also able to establish a significant investment banking relationship and hope to begin deploying capital from that $75 million credit facility in the near future. We have already identified and began negotiating with a handful of sellers interested in divesting their proved producing properties. I'm hopeful that commodity prices will stabilize so that we have a more clear valuation model to negotiate and base our decisions on for these opportunities," said Kenny Hill, chief executive officer of Victory Energy. A full-text copy of the Form 10-Q is available for free at: http://is.gd/iLB3WL 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. 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: Posts C$2.3 Million Net Income for Q2 ------------------------------------------------------- Viscount Systems, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of C$2.3 million on C$2.1 million of sales for the three months ended June 30, 2015, compared to a net loss of C$1.24 million on C$1.35 million of sales for the same period during the prior year. For the six months ended June 30, 2015, the Company reported net income of C$2.43 million on C$3.40 million of sales compared to a net loss of C$3.06 million on C$2.3 million of sales for the same period in 2014. As of June 30, 2015, the Company had C$1.84 million in total assets, C$1.74 million in total liabilities, C$16,696 in convertible redeemable preferred stock and C$88,796 in total stockholders' equity. The Company has an accumulated deficit of C$10,268,354 and reported operating income for the three months ended June 30, 2015, of C$318,890, and for the six months ended June 30, 2015, an operating loss of C$162,640. The Company said its ability to sustain the current level of operations is dependent on growing sales and achieving profits. Cash as of June 30, 2015, as compared to Dec. 31, 2014, was C$233,434 and C$190,308, respectively, an increase of C$43,126. A full-text copy of the Form 10-Q is available for free at: http://is.gd/glZvia 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. 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. WESTMORELAND RESOURCE: Presented at Citi 2015 MLP Conference ------------------------------------------------------------ Westmoreland Resource Partners made an investor presentation on Aug. 20, 2015, at the Citi 2015 MLP / Midstream Infrastructure Conference. A copy of the slides used at the presentation is available for free at http://is.gd/f0Qf40 About Westmoreland Resource Oxford Resource Partners, LP, now known as Westmoreland Resource Partners, LP, is a producer of high value steam coal, and is the largest producer of surface mined coal in Ohio. Westmoreland Resource reported a net loss of $28.6 million on $322 million of total revenues for the year ended Dec. 31, 2014, compared with a net loss of $23.7 million on $347 million of total revenues for the year ended Dec. 31, 2013. As of June 30, 2015, Westmoreland Resource had $289.9 million in total assets, $234.7 million in total liabilities and $55.2 million in total partners' capital. WINLAND OCEAN: U.S. Trustee Wins Dismissal of Cases --------------------------------------------------- The Hon. David R. Jones of the U.S. Bankruptcy Court for the Southern District of Texas granted the motion of the U.S. Trustee to dismiss the Chapter 11 cases of Winland Ocean Shipping Corp., et al. As reported in the Troubled Company Reporter on July 13, 2015, China Merchants Bank Co. Ltd., the principal creditor of the Debtor, opposed the motion of the U.S. Trustee to dismiss the cases, stating that dismissal would be patently unfair to CMB. The Court, on June 5, 2015, granted CMB's motion for relief from the automatic stay and entered the stay order, which, among other things, authorized CMB to arrest, and commence and continue, foreclosure proceedings with respect to two dry bulk vessels which comprise CMB's collateral. However, one vessel, the M.V. Fon Tai, remains under the Debtors' control and has not been turned over to CMB. CMB related that in the June 8 motion, Judy A. Robbins, the U.S. Trustee cited that Matthew S. Okin, the Debtors' general bankruptcy counsel for the Debtors, has informed the U.S. Trustee that the Debtors' principal Mr. Li [Honglin] and the other directors have resigned and someone new is running the company, and that the Debtors, through their new director, dismissed Robert E. Ogle as chief restructuring officer. CMB asserted that the Court must not surrender jurisdiction without at least expending reasonable efforts to assist CMB to obtain possession of the M.V. Fon Tai, resolve the adversary proceeding in full and otherwise tie down any remaining loose ends. The U.S. Trustee explained that that the Court must dismiss the cases on these grounds: a) substantial or continuing loss to or diminution of the estate and the absence of a reasonable likelihood of rehabilitation; and b) failure to file a disclosure statement, or to file or confirm a plan, within the time fixed by this title or by order of the Court. About Winland Ocean Shipping Winland Ocean Shipping Corp. is mainly engaged in ocean transportation of dry bulk cargoes worldwide through the ownership and operation of dry bulk vessels and chartering brokerage services. The company operates in the People's Republic of China, Japan, Korea, the Russian Federation, and southern and eastern Asia. Winland Ocean Shipping is based in Sheung Wan, Hong Kong. Winland Ocean Shipping Corporation and its five affiliates sought protection under Chapter 11 of the Bankruptcy Code on Feb. 12, 2015 (Bankr. S.D. Tex., Case No. 15-60007). The case is assigned to Judge David R Jones. The Debtors are represented by Matthew Scott Okin, Esq., George Y. Nino, Esq., and Ruth E. Piller, Esq., at Okin & Adams LLP, in Houston, Texas. The petition was signed by Robert E. Ogle, chief restructuring officer. The U.S. trustee overseeing the Chapter 11 case of Winland Ocean Shipping Corp. appointed five creditors of the company to serve on the official committee of unsecured creditors. WORLD ACCEPTANCE: S&P Affirms 'B+' ICR, Outlook Remains Negative ---------------------------------------------------------------- Standard & Poor's Ratings Services said that it affirmed its 'B+' issuer credit rating on World Acceptance Corp. The outlook remains negative. "Regulatory risk has escalated for World Acceptance and other nonbank finance companies that target the deep subprime sector of consumer finance," said Standard & Poor's credit analyst Shakir Taylor. On Aug. 7, World Acceptance received a Notice and Opportunity to Respond and Advise (NORA) letter notifying the company that the CFPB Enforcement Office is considering legal action against the company based on possible violations germane to the Consumer Financial Protection Act of 2010. The announcement follows a regulatory probe, which originated in March 2014 with a Civil Investigative Demand that the CFPB issued to investigate practices related to World Acceptance's unsecured lending and collections operations. The company believes that its marketing and lending practices are lawful and intends to make a NORA submission to the CFPB. While the timing and the magnitude of the potential enforcement action is unclear, S&P believes that it could hurt World Acceptance's profitability. The company may have to pay a fine and may also have to adapt certain aspects of its lending or collection practices in a manner that could reduce origination volumes. The negative outlook reflects the unresolved status regarding the company's NORA letter from the CFPB and S&P's view that the company remains highly exposed to regulatory and operational risks, which are likely to intensify and may hamper volume and profit growth within the next two years. S&P could lower its rating if the company does not demonstrate an ability to diversify its funding sources in advance of the initial step down on its revolving credit facility. S&P may also lower its rating on World Acceptance if regulatory, legislative, or operational obstacles cause a significant decline in earnings, cash flow, or tangible equity to levels that would begin to bring its compliance with existing covenants into question or raise its leverage above a debt-to-adjusted total equity ratio of 2.75x. S&P may revise the outlook to stable if the company is able to successfully diversify its funding sources without significantly weakening margins and prove its ability to navigate through impending regulatory hurdles. This would be evidenced by the company's growth while maintaining conservative leverage, strong profitability, and resiliency against the recent surge of new consumer lending entrants. Z'TEJAS SCOTTSDALE: Cornbread Ventures Acquires Company ------------------------------------------------------- Virginia B. Wood, writing for The Austin Chronicle, reports that Cornbread Ventures has acquired Z'Tejas Southwestern Grill. The report adds that no major changes are planned in the outlets. Russ Wiles at The Arizona Republic relates that Z'Tejas Southwestern is set to emerge from bankruptcy after the sale of the chain. According to the report, Cornbread Ventures announced the signing of an agreement to buy Z'Tejas, and said that the five Arizona locations, and three in Texas, will remain open. The Orange County Register notes that the restaurant at South Coast Plaza in Costa Mesa -- the Company's sole California location -- will close near the end of this month. 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. Lender Cornbread Ventures, LP, is represented by Jordan A. Kroop, Esq., at Perkins Coie LLP, in Phoenix, Arizona. [^] BOND PRICING: For the Week from Aug. 24 to 28, 2015 ------------------------------------------------------- Company Ticker Coupon Bid Price Maturity Date ------- ------ ------ --------- ------------- ACE Cash Express Inc AACE 11.000 40.500 2/1/2019 ACE Cash Express Inc AACE 11.000 48.000 2/1/2019 Affinion Investments LLC AFFINI 13.500 45.625 8/15/2018 Alpha Natural Resources Inc ANR 6.000 2.900 6/1/2019 Alpha Natural Resources Inc ANR 9.750 2.700 4/15/2018 Alpha Natural Resources Inc ANR 6.250 2.650 6/1/2021 Alpha Natural Resources Inc ANR 7.500 10.250 8/1/2020 Alpha Natural Resources Inc ANR 3.750 0.500 12/15/2017 Alpha Natural Resources Inc ANR 4.875 3.000 12/15/2020 Alpha Natural Resources Inc ANR 7.500 10.625 8/1/2020 Alpha Natural Resources Inc ANR 7.500 25.500 8/1/2020 American Eagle Energy Corp AMZG 11.000 35.000 9/1/2019 American Eagle Energy Corp AMZG 11.000 35.500 9/1/2019 Arch Coal Inc ACI 7.000 17.000 6/15/2019 Arch Coal Inc ACI 9.875 18.212 6/15/2019 Arch Coal Inc ACI 7.250 12.300 10/1/2020 Arch Coal Inc ACI 7.250 13.000 6/15/2021 Arch Coal Inc ACI 8.000 14.063 1/15/2019 Arch Coal Inc ACI 8.000 9.600 1/15/2019 BPZ Resources Inc BPZR 8.500 11.500 10/1/2017 BPZ Resources Inc BPZR 6.500 10.250 3/1/2015 BPZ Resources Inc BPZR 6.500 10.250 3/1/2049 Caesars Entertainment Operating Co Inc CZR 10.000 30.438 12/15/2018 Caesars Entertainment Operating Co Inc CZR 12.750 32.500 4/15/2018 Caesars Entertainment Operating Co Inc CZR 6.500 35.500 6/1/2016 Caesars Entertainment Operating Co Inc CZR 10.750 26.813 2/1/2016 Caesars Entertainment Operating Co Inc CZR 10.000 32.500 12/15/2018 Caesars Entertainment Operating Co Inc CZR 5.750 40.000 10/1/2017 Caesars Entertainment Operating Co Inc CZR 10.000 30.625 12/15/2018 Caesars Entertainment Operating Co Inc CZR 10.000 30.625 12/15/2018 Caesars Entertainment Operating Co Inc CZR 10.000 27.500 12/15/2018 Caesars Entertainment Operating Co Inc CZR 5.750 12.250 10/1/2017 Caesars Entertainment Operating Co Inc CZR 10.750 27.000 2/1/2016 Cal Dive International Inc CDVI 5.000 0.470 7/15/2017 Champion Enterprises Inc CHB 2.750 0.250 11/1/2037 Chassix Holdings Inc CHASSX 10.000 8.000 12/15/2018 Chassix Holdings Inc CHASSX 10.000 8.000 12/15/2018 Chassix Holdings Inc CHASSX 10.000 8.000 12/15/2018 Claire's Stores Inc CLE 8.875 40.140 3/15/2019 Claire's Stores Inc CLE 7.750 34.750 6/1/2020 Claire's Stores Inc CLE 10.500 73.200 6/1/2017 Claire's Stores Inc CLE 7.750 35.000 6/1/2020 Colt Defense LLC / Colt Finance Corp CLTDEF 8.750 31.000 11/15/2017 Colt Defense LLC / Colt Finance Corp CLTDEF 8.750 12.375 11/15/2017 Colt Defense LLC / Colt Finance Corp CLTDEF 8.750 12.375 11/15/2017 Community Choice Financial Inc CCFI 10.750 35.000 5/1/2019 Comstock Resources Inc CRK 7.750 29.353 4/1/2019 Comstock Resources Inc CRK 9.500 31.500 6/15/2020 Constellation Enterprises LLC CONENT 10.625 84.500 2/1/2016 Constellation Enterprises LLC CONENT 10.625 84.000 2/1/2016 Dendreon Corp DNDN 2.875 71.625 1/15/2016 Emerald Oil Inc EOX 2.000 33.000 4/1/2019 Endeavour International Corp END 12.000 9.500 3/1/2018 Endeavour International Corp END 12.000 0.750 6/1/2018 Endeavour International Corp END 12.000 9.500 3/1/2018 Endeavour International Corp END 12.000 9.500 3/1/2018 Energy & Exploration Partners Inc ENEXPR 8.000 19.875 7/1/2019 Energy & Exploration Partners Inc ENEXPR 8.000 19.375 7/1/2019 Energy Conversion Devices Inc ENER 3.000 7.875 6/15/2013 Energy Future Intermediate Holding Co LLC / EFIH Finance Inc TXU 10.000 1.850 12/1/2020 Energy Future Intermediate Holding Co LLC / EFIH Finance Inc TXU 10.000 1.875 12/1/2020 Energy Future Intermediate Holding Co LLC / EFIH Finance Inc TXU 6.875 1.875 8/15/2017 Energy XXI Gulf Coast Inc EXXI 9.250 30.489 12/15/2017 Energy XXI Gulf Coast Inc EXXI 7.500 19.000 12/15/2021 Energy XXI Gulf Coast Inc EXXI 6.875 12.900 3/15/2024 Energy XXI Gulf Coast Inc EXXI 7.750 21.685 6/15/2019 EPL Oil & Gas Inc EXXI 8.250 42.125 2/15/2018 EXCO Resources Inc XCO 7.500 36.000 9/15/2018 EXCO Resources Inc XCO 8.500 29.620 4/15/2022 FairPoint Communications Inc/Old FRP 13.125 1.879 4/2/2018 FBOP Corp FBOPCP 10.000 1.843 1/15/2009 Federal Agricultural Mortgage Corp FAMCA 0.403 99.959 12/3/2018 Federal Home Loan Banks FHLB 3.500 100.026 3/4/2033 Fleetwood Enterprises Inc FLTW 14.000 3.557 12/15/2011 Goodman Networks Inc GOODNT 12.125 38.989 7/1/2018 Goodrich Petroleum Corp GDP 8.875 19.175 3/15/2019 Goodrich Petroleum Corp GDP 5.000 18.520 10/1/2032 Goodrich Petroleum Corp GDP 8.875 18.875 3/15/2019 Goodrich Petroleum Corp GDP 8.875 18.875 3/15/2019 GT Advanced Technologies Inc GTAT 3.000 28.100 10/1/2017 Gymboree Corp/The GYMB 9.125 31.500 12/1/2018 Hercules Offshore Inc HERO 8.750 24.000 7/15/2021 Hercules Offshore Inc HERO 6.750 27.250 4/1/2022 Hercules Offshore Inc HERO 10.250 32.500 4/1/2019 Hercules Offshore Inc HERO 7.500 31.250 10/1/2021 Hercules Offshore Inc HERO 8.750 24.000 7/15/2021 Hercules Offshore Inc HERO 7.500 35.250 10/1/2021 Hercules Offshore Inc HERO 6.750 37.400 4/1/2022 Hercules Offshore Inc HERO 10.250 24.750 4/1/2019 Interactive Network Inc / FriendFinder Networks Inc FFNT 14.000 57.063 12/20/2018 JB Hunt Transport Services Inc JBHT 3.375 100.011 9/15/2015 Las Vegas Monorail Co LASVMC 5.500 1.026 7/15/2019 Lehman Brothers Holdings Inc LEH 4.000 8.875 4/30/2009 Lehman Brothers Holdings Inc LEH 5.000 8.875 2/7/2009 Lehman Brothers Inc LEH 7.500 1.090 8/1/2026 Magnetation LLC / Mag Finance Corp MAGNTN 11.000 31.000 5/15/2018 Magnetation LLC / Mag Finance Corp MAGNTN 11.000 13.250 5/15/2018 Magnetation LLC / Mag Finance Corp MAGNTN 11.000 13.250 5/15/2018 MF Global Holdings Ltd MF 6.250 15.000 8/8/2016 MF Global Holdings Ltd MF 9.000 15.000 6/20/2038 MF Global Holdings Ltd MF 3.375 15.000 8/1/2018 Midstates Petroleum Co Inc / Midstates Petroleum Co LLC MPO 10.750 32.000 10/1/2020 Midstates Petroleum Co Inc / Midstates Petroleum Co LLC MPO 9.250 26.000 6/1/2021 Midstates Petroleum Co Inc / Midstates Petroleum Co LLC MPO 10.750 29.750 10/1/2020 Midstates Petroleum Co Inc / Midstates Petroleum Co LLC MPO 10.750 29.750 10/1/2020 MModal Inc MODL 10.750 10.125 8/15/2020 Molycorp Inc MCP 10.000 15.875 6/1/2020 Molycorp Inc MCP 6.000 0.125 9/1/2017 Molycorp Inc MCP 5.500 0.500 2/1/2018 New Gulf Resources LLC/ NGR Finance Corp NGREFN 12.250 30.500 5/15/2019 New Gulf Resources LLC/ NGR Finance Corp NGREFN 12.250 36.500 5/15/2019 New Gulf Resources LLC/ NGR Finance Corp NGREFN 12.250 55.250 5/15/2019 Nine West Holdings Inc JNY 6.875 21.500 3/15/2019 Noranda Aluminum Acquisition Corp NOR 11.000 33.390 6/1/2019 OMX Timber Finance Investments II LLC OMX 5.540 17.250 1/29/2020 Peabody Energy Corp BTU 6.000 32.950 11/15/2018 Peabody Energy Corp BTU 6.250 26.674 11/15/2021 Peabody Energy Corp BTU 6.500 25.494 9/15/2020 Peabody Energy Corp BTU 6.000 31.500 11/15/2018 Peabody Energy Corp BTU 6.250 24.750 11/15/2021 Peabody Energy Corp BTU 6.000 31.500 11/15/2018 Peabody Energy Corp BTU 6.250 24.750 11/15/2021 Penn Virginia Corp PVA 8.500 29.100 5/1/2020 Penn Virginia Corp PVA 7.250 26.250 4/15/2019 Permian Holdings Inc PRMIAN 10.500 56.500 1/15/2018 Permian Holdings Inc PRMIAN 10.500 56.125 1/15/2018 Powerwave Technologies Inc PWAV 2.750 0.125 7/15/2041 Powerwave Technologies Inc PWAV 1.875 0.125 11/15/2024 Powerwave Technologies Inc PWAV 1.875 0.125 11/15/2024 Quicksilver Resources Inc KWKA 9.125 8.000 8/15/2019 Quicksilver Resources Inc KWKA 11.000 9.500 7/1/2021 Quiksilver Inc / QS Wholesale Inc ZQK 10.000 25.756 8/1/2020 RadioShack Corp RSH 6.750 0.750 5/15/2019 RadioShack Corp RSH 6.750 0.945 5/15/2019 RadioShack Corp RSH 6.750 0.945 5/15/2019 Sabine Oil & Gas Corp SOGC 7.250 15.750 6/15/2019 Sabine Oil & Gas Corp SOGC 9.750 12.000 2/15/2017 Sabine Oil & Gas Corp SOGC 7.500 21.250 9/15/2020 Sabine Oil & Gas Corp SOGC 7.500 10.125 9/15/2020 Sabine Oil & Gas Corp SOGC 7.500 10.125 9/15/2020 SandRidge Energy Inc SD 7.500 29.500 3/15/2021 SandRidge Energy Inc SD 8.750 31.000 1/15/2020 SandRidge Energy Inc SD 8.125 29.500 10/15/2022 SandRidge Energy Inc SD 7.500 27.625 3/15/2021 SandRidge Energy Inc SD 7.500 27.625 3/15/2021 Savient Pharmaceuticals Inc SVNT 4.750 0.225 2/1/2018 Sequa Corp SQA 7.000 53.250 12/15/2017 Sequa Corp SQA 7.000 53.125 12/15/2017 SITEL LLC / Sitel Finance Corp SITEL 11.500 97.350 4/1/2018 SquareTwo Financial Corp SQRTW 11.625 53.594 4/1/2017 Swift Energy Co SFY 7.875 26.500 3/1/2022 Swift Energy Co SFY 7.125 30.900 6/1/2017 Swift Energy Co SFY 8.875 24.700 1/15/2020 Terrestar Networks Inc TSTR 6.500 10.000 6/15/2014 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 15.000 15.500 4/1/2021 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 10.500 12.188 11/1/2016 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 15.000 15.000 4/1/2021 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 10.500 14.625 11/1/2016 TMST Inc THMR 8.000 16.000 5/15/2013 Venoco Inc VQ 8.875 24.200 2/15/2019 Verso Paper Holdings LLC / Verso Paper Inc VRS 11.750 25.000 1/15/2019 Verso Paper Holdings LLC / Verso Paper Inc VRS 11.750 28.250 1/15/2019 Verso Paper Holdings LLC / Verso Paper Inc VRS 11.750 16.000 1/15/2019 Verso Paper Holdings LLC / Verso Paper Inc VRS 11.375 30.550 8/1/2016 Verso Paper Holdings LLC / Verso Paper Inc VRS 8.750 14.000 2/1/2019 Verso Paper Holdings LLC / Verso Paper Inc VRS 13.000 11.250 8/1/2020 Verso Paper Holdings LLC / Verso Paper Inc VRS 11.750 28.750 1/15/2019 Verso Paper Holdings LLC / Verso Paper Inc VRS 11.750 79.000 1/15/2019 Verso Paper Holdings LLC / Verso Paper Inc VRS 11.750 16.375 1/15/2019 Verso Paper Holdings LLC / Verso Paper Inc VRS 11.750 28.750 1/15/2019 Walter Energy Inc WLTG 9.875 1.250 12/15/2020 Walter Energy Inc WLTG 9.875 2.500 12/15/2020 Walter Energy Inc WLTG 9.875 0.740 12/15/2020 Warren Resources Inc WRES 9.000 30.250 8/1/2022 Warren Resources Inc WRES 9.000 28.500 8/1/2022 Warren Resources Inc WRES 9.000 28.500 8/1/2022 ********* 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 ***