/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/151015.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, October 15, 2015, Vol. 19, No. 288 Headlines ACTRONIX INC: Case Summary & 20 Largest Unsecured Creditors AFFIRMATIVE INSURANCE: Case Summary & 30 Top Unsecured Creditors AFFORDABLE CARE: S&P Assigns 'B-' CCR & Rates $325MM Loan 'B-' ALLIED NEVADA GOLD: Amended Joint Plan Wins Confirmation ALONSO & CARUS: Creditors' Panel Opposes Payment Bid AMERICAN ACHIEVEMENT: S&P Withdraws 'CCC+' Corporate Credit Rating AMERICAN APPAREL: Has Court's Nod to Obtain $90M Financing AMERICAN APPAREL: Lender Thinks Ex-CEO Might Disrupt Chapter 11 ARAMID ENTERTAINMENT: Oct. 15 Hearing on Exclusivity Extension Bid ARIZONA LA CHOLLA: TFCU Settlement Cues Chapter 11 Case Dismissal ATLANTIC & PACIFIC: May Assume Assessment Tech Consulting Deal ATLANTIC POWER: Moody's Raises CFR to B1, Outlook Stable BATTLE CREEK: Taps Eric R. Robbins as Water Rights Consultant BATTLE CREEK: Trustee Defends Bid to Dismiss Chapter 11 Case BERNARD L. MADOFF: Investor Looking to Hold E&Y Liable for Losses BR ENTERPRISES: Plan Exclusivity Period Extended Thru Nov. 25 CLEARWATER SEAFOODS: S&P Affirms 'B+' CCR, Outlook Stable COLT HOLDING: Claims Bar Date Set for November 20 COMPREHENSIVE OUTPATIENT: Closes After Case Converted to Ch. 7 CORNERSTONE HOMES: Can Use Cash Collateral Until Nov. 30 COYNE INTERNATIONAL: Proposes $500K Bonuses to Key Employees D & R HOLDINGS: Case Summary & 5 Largest Unsecured Creditors DASHLEY REALTY: Case Summary & 3 Largest Unsecured Creditors DETROIT DDA: Fitch Affirms BB+ Ratings on 1998 Tax Increment Bonds DIGITAL DOMAIN: Court Approves Latest Amendment to Final DIP Order DIOCESE OF GALLUP: Judge Rejects New Sale of Diocese Properties DOTS LLC: Court Approves Manor Ventures as Exclusive Agent ECO BUILDING: Mark Zorko Quits as Director EL PASO CHILDREN'S: Reaches Deal with Landlord ELBIT IMAGING: Board OKs NIS 50 Million Notes BuyBack Program ELBIT IMAGING: Gamida Cell Has Investment Agreement with Novartis ELBIT IMAGING: Interim Injunction Hearing Moved to Oct. 18 ELECTRIC SERVICE OF MONTGOMERY: Case Summary & 20 Top Creditors ESSAR STEEL: Moody's Lowers CFR to Caa3, Outlook Negative FOUNTAIN HILLS: Case Summary & Largest Unsecured Creditor FOUNTAIN HILLS: Files Schedules of Assets and Liabilities FOUNTAIN HILLS: Hires Michael K. Daniels as Attorney GARLOCK SEALING: EJ Saad Law Firm Represents Asbestos Claimants GARLOCK SEALING: Rayburn Added to "Retained Counsel" Definition GAS-MART USA: Judge Denies Custodian's Ch. 11 Dismissal Motion GREEN EARTH: Incurs $8.1 Million Net Loss in Fiscal 2015 HAGGEN HOLDINGS: Trustee Wants Stroock Off Case Over JPMorgan Ties HARBOR PLUMBING: Involuntary Chapter 11 Case Summary HD SUPPLY: Unit Redeems $675M Outstanding 11% Sr. Notes Due 2020 HEPAR BIOSCIENCE: Reorganization Plan Confirmed HOVENSA LLC: To Auction Off Oil Terminal Assets on November 10 HYDROCARB ENERGY: KBM Worldwide No Longer a Shareholder ISENSE ACQUISITION: GEMCAP to Auction Off Assets on October 21 J.L. BROWN CONTRACTING: Case Summary & 15 Top Unsecured Creditors LANNETT CO.: Moody's Assigns B1 CFR & Rates $1.285BB Facility B1 LIBERATOR INC: Incurs $473,700 Net Loss in Fiscal 2015 LIGHTSQUARED INC: 2nd Circ. Denies Ex-CEO's Bid to Stay Ch. 11 MALIBU LIGHTING: Unit Gets OK to Tap Part of $21.5M DIP Loan MORNINGSTAR MARKETPLACE: M&T Seeks Adequate Protection MORNINGSTAR MARKETPLACE: Seeks to Modify Cash Collateral Use NAT'L ASSISTANCE BUREAU: Case Summary & 13 Top Unsecured Creditors NORTHSHORE MAINLAND: Drops Bid to Employ Robert Kors as CRO NORTHSHORE MAINLAND: Needs Until Jan. 25 to Decide on Leases ORLANDO GATEWAY: Taps Hari Garhwal as Accountant OW BUNKER: Gets A Few More Days of Exclusivity in Chapter 11 PARAGON OFFSHORE: Creditors Said to Hire Ducera for Debt Talks PLASKOLITE LLC: S&P Assigns 'B' CCR & Rates $345MM Facilities 'B+' RELATIVITY FASHION: Court Approves Sheppard Mullin as Co-counsel RELATIVITY FASHION: FTI Consulting Approved as Turnaround Manager RELATIVITY MEDIA: Affiliate to Sell Rights to Movie to IM Global RELATIVITY MEDIA: Sec. 341 Meeting Continued to Oct. 20 ROTONDO WEIRICH: Maschmeyer Karalis Okayed as Bankruptcy Counsel SABOR HISPANO: Case Summary & 20 Largest Unsecured Creditors SAN BERNARDINO: Bankruptcy Judge Says More Information Is Needed SEQUENOM INC: Camber Capital Reports 13% Stake as of Oct. 1 SINBAD'S PIER II: Voluntary Chapter 11 Case Summary SK HOLDCO: S&P Affirms 'B' Corp. Credit Rating, Outlook Stable TALEN ENERGY: Moody's Affirms Ba2 CFR, Outlook Negative TALEN ENERGY: S&P Lowers ICR to 'B+' on Weak Finc'l. Measures TECK RESOURCES: Fitch Cuts Issuer Default Rating to 'BB+' TRI STATE TRUCKING: Case Summary & Largest Unsecured Creditor TRI STATE TRUCKING: Seeks to Employ Mette Evans as Attorney US STEEL: Moody's Puts Ba3 CFR Under Review for Downgrade VINCE LLC: Moody's Affirms B2 CFR & Changes Outlook to Negative VIPER VENTURES: Wells Fargo Balks at Exclusivity Extension Bid WAUSAU PAPER: Moody's Puts B2 CFR Under Review for Upgrade WESTRIDGE DENTAL: Case Summary & 15 Largest Unsecured Creditors XPO LOGISTICS: Moody's Confirms B1 CFR, Outlook Stable XPO LOGISTICS: S&P Assigns 'BB-' Rating on Proposed $1.75BB Loan YASIEL PUIG: Agent Says MLB Contracts Row Belongs in Arbitration ZEKE'S WORLD: Case Summary & 3 Largest Unsecured Creditors [*] 2nd Circ. Won't Reconsider Argentina Central Bank Ruling [*] Fitch: Low Commodity Prices to Slash Energy Revenues Thru 2016 [*] Inertia May Decide Fate of Proposed Changes to Bankruptcy Law [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* ACTRONIX INC: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Actronix, Inc. P.O. Box 310 Flippin, AR 72634 Case No.: 15-72593 Chapter 11 Petition Date: October 13, 2015 Court: United States Bankruptcy Court Western District of Arkansas (Harrison) Judge: Hon. Ben T Barry Debtor's Counsel: Jill R. Jacoway, Esq. JACOWAY LAW FIRM, LTD. PO Drawer 3456 Fayetteville, AR 72702-3456 Tel: (479) 521-2621 Email: jacowaylaw@sbcglobal.net - and - CARTER LEDYARD & MILBURN LLP Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Randy Steinberg, secretary. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/arwb15-72593.pdf AFFIRMATIVE INSURANCE: Case Summary & 30 Top Unsecured Creditors ---------------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Affirmative Insurance Holdings, Inc. 15-12136 150 Harvester Drive, Suite 250 Burr Ridge, IL 60527 Affirmative Management Services, Inc. 15-12137 Affirmative Services, Inc. 15-12138 Affirmative Underwriting Services, Inc. 15-12139 Affirmative Insurance Services, Inc. 15-12140 Affirmative General Agency, Inc. 15-12141 Affirmative Insurance Group, Inc. 15-12142 Affirmative, L.L.C. 15-12143 Type of Business: Insurance Chapter 11 Petition Date: October 14, 2015 Court: United States Bankruptcy Court District of Delaware (Delaware) Debtors' General Darren Azman, Esq. Bankruptcy Timothy W. Walsh, Esq. Counsel: MCDERMOTT WILL & EMERY LLP 340 Madison Avenue New York, NY 10173-1922 Tel: 212-547-5400 Fax: 212-547-5444 Email: dazman@mwe.com twwalsh@mwe.com Debtors' Christopher A. Ward, Esq. Local Shanti M. Katona, Esq. Counsel: Jarrett Vine, Esq. POLSINELLI PC 222 Delaware Avenue, Suite 1101 Wilmington, DE 19801 Tel: 302-252-0924 Fax: 302-252-0921 Email: cward@polsinelli.com skatona@polsinelli.com jvine@polsinelli.com Debtors' FAEGRE BAKER DANIELS LLP Special Regulatory Counsel: Debtors' BDO USA LLP Financial Consultant: Debtors' RUST CONSULTING/OMNI BANKRUPTCY Notice and Claims Agent: Total Assets: $25.20 million as of Aug. 31, 2015 Total Debts: $91.26 million as of Aug. 31, 2015 The petition was signed by Michael J. McClure, chief executive officer. Consolidated List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ The Bank of New Debt Securities $35,783,110 York Mellon Trust Company, N.A., as Trustee Trust Office Attn: Nancy R. Johnson 500 Ross Street 12 Floor Pittsburgh, PA 15262 The Bank of New Debt Securities $29,764,605 York Mellon Trust Company, N.A., as Trustee Trust Office Attn: Nancy R. Johnson 500 Ross Street 12 Floor Pittsburgh, PA 15262 The Bank of New Subordinated $20,546,350 York Mellon Trust Notes Company, N.A., as Trustee Trust Office Attn: Nancy R. Johnson 500 Ross Street 12 Floor Pittsburgh, PA 15262 Confie Seguros Purchase Price $2,330,000 Holding II Co. Adjustment c/o Confie Seguros Holding Co. -------------- Attn: Valeria Rico Trade Debt $538,834 7711 Center Ave., Suite 200 Huntington Beach, CA 92647 Internal Revenue Services Taxes $988,137 Centralized Insolvency Operation P.O. Box 7346 Philadelphia, PA 19101 Texas Comptroller Office Escheat Checks $879,016 Texas Comptroller of Public -------------- Accounts Taxes $129,399 P.O. Box 13528, Capitol Station Austin, TX 78711 Louisiana Department of Revenue Taxes $684,120 Illinois State Treasurer Escheat Checks $282,010 Indiana Department of Revenue Taxes $181,943 Alabama State Treasurer Escheat Checks $171,731 Florida Department of Revenue Taxes $113,150 Blue Cross Blue Shield Medical $106,597 Benefits Office of the Indiana Escheat Checks $102,035 Attorney General State of Florida Treasury Escheat Checks $56,654 Missouri State Treasurer Escheat Checks $51,707 Louisiana Economic Development Agreement $51,000 Missouri Department of Revenue Taxes $32,873 California State Controller's Escheat Checks $31,957 Office Georgia Department of Revenue Escheat Checks $27,547 State Treasurer of South Escheat Checks $21,074 Carolina McGlinchey Stafford PLLC Professional $14,170 Services Michigan Department of Treasury Escheat Checks $12,697 Pedersen & Houpt Professional $12,275 Services State of Delaware Taxes $11,308 RR Donnelley Professional $11,179 Services Glencoe Capital, LLC Lease $10,591 Arizona Department of Revenue Escheat Checks $6,988 Louisiana Department of Escheat Checks $5,347 Treasury Stealth Partner Group Medical Benefits $5,333 AIPSO Professional $4,798 Services AFFORDABLE CARE: S&P Assigns 'B-' CCR & Rates $325MM Loan 'B-' -------------------------------------------------------------- Standard & Poor's Ratings Services assigned North Carolina-based Affordable Care Holding Corp. its 'B-' corporate credit rating. The outlook is stable. At the same time, S&P assigned a 'B-' rating to the company's proposed $325 million senior secured term loan and $40 million revolving credit facility. The recovery rating on this debt is '3', indicating S&P's expectation for meaningful (50% to 70%; at the high end of the range) recovery of principal in event of a default. "Our rating on dental services organization Affordable Care reflects the company's niche operating focus and limited scale, offset by likely steady demand for the company's services, low reimbursement risk, and solid geographic diversity," said Standard & Poor's credit analyst Arthur Wong. Following its acquisition by Berkshire Partners, S&P projects pro forma lease-adjusted debt to EBITDA of over 8x and funds from operations (FFO) to adjusted debt in the mid-single-digits for fiscal year-end 2015. While S&P expects leverage to decline in the coming years, credit measures should remain consistent with a "highly leveraged" financial risk profile. S&P believes Affordable Care has "adequate" liquidity, and project that liquidity sources will cover uses by more than 1.2x over the next year. S&P's stable outlook reflects its expectations that Affordable Care should continue to benefit from favorable demographics that will result in high-single-digit to low-double-digit revenue growth over the next several years. S&P projects that Affordable Care's EBITDA margins will remain relatively stable over the next year, that the company will continue to generate modest free cash flows, and that leverage will gradually decline to the mid- to low-7x range over the next couple of years. However, the company operates in a highly specialized and niche segment, which constrains its business risk profile and its credit measures will remain firmly consistent with that of a "highly leveraged" financial risk profile. S&P would consider a lower rating if the company's margins unexpectedly deteriorate or revenues decline due to loss of market share, resulting in cash outflows. S&P could also consider a downgrade if leverage climbs to double-digit territory. S&P would consider a higher rating should the company's adjusted leverage decline to the 6x to 6.5x range, revenue growth and EBITDA margins remain stable, free cash flows remain solidly positive, and FFO to total adjusted debt improves to the double-digit range. ALLIED NEVADA GOLD: Amended Joint Plan Wins Confirmation -------------------------------------------------------- Judge Mary F. Walrath on Oct. 8, 2015, issued findings of fact, conclusions of law and order confirming Allied Nevada Gold, et al.'s Amended Joint Chapter 11 Plan of Reorganization. Allied Nevada filed amended plan supplements in connection with their Amended Joint Chapter 11 Plan of Reorganization filed Aug. 27, 2015. The Debtors say that that the documents contained in the plan supplements are integral to and part of the Plan. Contents of the Plan Supplements include: * Exhibit A – New Organizational Documents * Exhibit A-1(a) – Certificate of Inc. of Hycroft Mining Corp. * Redline Exhibit A-1(a) – Redline Cert. of Inc. of Hycroft * Exhibit B – New First Lien Term Loan Credit Agreement * Exhibit B-1—Redline New First Lien Term Loan Credit Agreement * Exhibit C – New Intercreditor Agreement * Exhibit C-1—Redline New Intercreditor Agreement * Exhibit D – Notes Purchase Agreement * Exhibit D-1—Redline Notes Purchase Agreement * Exhibit E – New Second Lien Convertible Notes Indenture * Exhibit E-1—Redline New Second Lien Conv. Notes Indenture * Exhibit F – New Warrant Agreement * Exhibit F-1—Redline New Warrant Agreement * Exhibit I – Schedule of Assumed Contracts & Unexp. Leases * Exhibit J – Stockholders Agreement * Exhibit J-1—Redline Stockholders Agreement * Exhibit K – Management Incentive Plan * Exhibit K-1—Redline Management Incentive Plan * Exhibit L – Post-Emergence Key Employee Retention Plan * Exhibit L-1—Redline Post-Emergence Key Employee Ret. Plan * Exhibit N – Identity of New Warrant Representative Copies of the Amended Plan Supplements are available for free at: http://bankrupt.com/misc/Allied_N_1024_Plan_Supplement.pdf http://bankrupt.com/misc/Allied_N_1060_Plan_Supplement.pdf http://bankrupt.com/misc/Allied_N_1122_Plan_Supplement.pdf http://bankrupt.com/misc/Allied_N_1129_Plan_Supplement.pdf http://bankrupt.com/misc/Allied_N_1134_Plan_Supplement.pdf Plan Confirmed October 8 As set forth in the voting certification of Prime Clerk LLC, the Amended Plan was accepted by all Classes of Claims and interests that were entitled to vote on the Amended Plan. The Holders of Class 1 Secured ABL Claims and Class 2 Secured Swap Claims voted unanimously to accept the Amended Plan. Over 97% in number and 99% in amount of Class 4 Unsecured Claims that voted, voted to accept the Amended Plan. As of Oct. 2, 2015, over 70% in number of Existing Equity Interests that voted on the Amended Plan, voted to accept the Amended Plan. While the Debtors received three votes from Holders of Class 6 Subordinated Securities Claims, all of whom voted to reject the Amended Plan, all of such Subordinated Securities Claims are disallowed for voting purposes pursuant to the Disclosure Statement Order. Objections to the Plan were filed by (i) Jordan Darga, Brian Tuttle, James H. Roberson and Stoyan Tachev (Collectively, the "Shareholder Objections"), (ii) Cigna Health and Life Insurance Company, (iii) Cummins Rocky Mountain, LLC, and (iv) the United States to the Amended Plan (collectively, the "Objections"). The Debtors told the Court that they have been working with various parties to address their respective concerns, and, as a result, a substantial amount of the pending objections have been -- or will be -- resolved in advance of the Oct. 6 Confirmation Hearing through the inclusion of language in the proposed Confirmation Order. As of Oct. 2, one of the Objections has been resolved, leaving seven unresolved objections to be decided at the Confirmation Hearing. The unresolved objections relate to the Shareholder Objections, the Cummins Limited Objection, and the U.S. Objection. The Debtors argued that the Objecting Shareholders' assertions -- that (i) the valuation conclusion of the Debtors' financial advisors does not accurately reflect the market value of the Debtors, (ii) the Amended Plan is the result of "fraud" and has not been proposed in good faith, and (iii) the Debtors have not adequately disclosed certain information relating to the treatment of Holders of Existing Equity Interests and certain releases incorporated into the Amended Plan -- are baseless. The Shareholder Objections ultimately amount to objections to the Debtors' valuation of the Estates. According to the Debtors, the estimation of value set forth by the Shareholder Objections is incorrect and the Debtors' valuation analysis is a far more accurate and reliable depiction of the value of the Debtors' Estates. The Cummins Limited Objection seeks a finding that a portion of Cummins' prepetition claim is an Allowed Administrative Expense Claim and, therefore, must be paid in full on the Effective Date. The Debtors responded that the Cummins Limited Objection is nothing more than a claims allowance issue, not a Confirmation issue and, therefore, is not properly before the Court in connection with Confirmation. The United States, on behalf of the Department of Labor (the "DOL") and the Internal Revenue Service (the "IRS") raises the following objections: (a) even though the DOL and IRS have not and will not vote on the Amended Plan, the Amended Plan's Third Party Consensual Releases do not apply to them; (b) the Amended Plan fails to protect their setoff and recoupment rights; (c) the Amended Plan fails to provide for payment of interest on behalf of any Administrative Expense Claim of the U.S.; (d) they object to the extent that penalties are automatically disallowed; (e) they object to the discharge provisions to the extent that they discharge debts described in Bankruptcy Code section 1141(d)(6); and (f) they object to the Amended Plan to the extent that the Amended Plan bars the IRS from amending timely filed proofs of claim for any reason in accordance with applicable bankruptcy law. Each of these objections has been addressed by the Debtors in the proposed Confirmation Order. A full-text copy of Judge Walrath's Plan Confirmation Order is available at http://bankrupt.com/misc/ANGplanord1008.pdf About Allied Nevada Allied Nevada Gold Corp. ("ANV"), a Delaware corporation, is a publicly traded 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 in the United States Bankruptcy Court for the District of Delaware. The cases are jointly administered under 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. ALONSO & CARUS: Creditors' Panel Opposes Payment Bid ---------------------------------------------------- The Official Committee of Unsecured Creditors in the Chapter 11 case of Alonso & Carus Iron Works, Inc., challenged a request by the Debtor to pay a pre-petition claim of Induchem Services, Inc. The Committee said the Debtor filed the Payment Motion under the guise that the relief sought in the motion was time sensitive. The purported urgency for the relief sought in the Payment Motion is "disingenuous," according to the Committee, because, as by the Debtor's own admission, the Debtor received a letter on May 8, 2015, from United Surety and Indemnity Company -- a company that provides the Debtor with bonds for its construction projects -- advising the Debtor it received a claim from Induchem Services for payment under a bond in the amount of $61,436, and requesting that the Debtor pay the claim. According to the Debtor, if it does not pay Induchem, USIC will no longer provide bonds for the Debtor's future construction projects, which will adversely affect the feasibility of the Debtor's proposed plan of reorganization. In its "URGENT MOTION TO PAY PRE-PETITION CLAIM OF INDUCHEM SERVICES, INC.," the Debtor told the Court it must pay Induchem to prevent the adverse effects to its operations and be able to obtain the required payment and bonds from USIC, without which Debtor will not have a feasible plan. The Debtor pointed out that the Induchem situation is very similar to Debtor's request to pay the Puerto Rico Power and Electric Power Authority's pre-petition claim to avoid for USIC not issuing payment and performance bonds in the future to Debtor, which was granted by the Court on an emergency basis, resulting in the Debtor been able to bid and be awarded a contract for $286,000 by PREPA for the rehabilitation of a NPDS tank at Palo Seco Thermoelectric plant, Toa Baja, Puerto Rico. "Debtor has carefully examined the matters set forth herein and has concluded that there is a true need for the dispositions on an expedited basis, considering its pending submission of bids for different projects, that Debtor has not created the urgency through any lack of due diligence and has made a bona fide effort to resolve the matter without a hearing," the Debtor's court filing said. The Committee, however, argued that what the Debtor fails to explain is why -- if the payment of Induchem's claim was so urgent -- it took the Debtor more than four months after it received the May 8 Letter to file the Payment Motion. The Committee said its counsel has contacted the Debtor's professionals to verify certain information related to the Payment Motion, including, but not limited to, obtaining a copy of the May 8 Letter. The Debtor's professionals have not responded to the Committee's request for this information as of the filing of the Committee's objection. The Committee said the Debtor must first demonstrate that: -- it has sufficient cash to make the Payment, -- the Payment will not impact the Debtor's ability to make all other payments required under the Plan, which, in turn, would adversely impact the feasibility of the Plan, and -- it faces the risk of losing all bonding if the Payment is not made. The Debtor also must confirm whether there are other parties similarly situated to Induchem that could call on, or have called on, the obligations under the bond provided by USIC or any other bonding provider. The Committee also noted that the Debtor has pretended that the Committee does not exist since the Committee's appointment on July 14, 2015. While the Debtor has provided the Committee with certain documents and information related to the feasibility of the Plan, obtaining such documents and information has been a constant struggle. The Debtor's professionals have refused to communicate with the Committee's proposed lead counsel, Lowenstein Sandler LLP, and financial advisor, GlassRatner Advisory & Capital Group LLC, on the purported ground that the Court has not yet approved the Committee's retention of Lowenstein and GlassRatner. Puerto Rico Counsel to the Committee: Javier Vilarino, Esq. VILARINO & ASSOCIATES LLC PO Box 9022515 San Juan, PR 00902-2515 Telephone: 787-565-9894 E-mail: jvilarino@vilarinolaw.com Proposed Counsel to the Committee: Jeffrey D. Prol, Esq. LOWENSTEIN SANDLER LLP 65 Livingston Avenue Roseland, NJ 07068 Telephone: 973-597-2500 Facsimile: 973-597-2400 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. The Official Committee of Unsecured Creditors appointed in the Debtor's case has tapped Vilarino & Associates LLC as Puerto Rico counsel, and Lowenstein Sandler LLP as lead counsel. The Committee also retained GlassRatner Advisory & Capital Group LLC, as financial advisors. AMERICAN ACHIEVEMENT: S&P Withdraws 'CCC+' Corporate Credit Rating ------------------------------------------------------------------ Standard & Poor's Ratings Services said that it withdrew all of its ratings on Austin, Texas-based school memorabilia company American Achievement Corp. (AAC), including the 'CCC+' corporate credit rating, at the company's request. The withdrawals follow AAC's completed refinancing of its capital structure through a private placement and the repayment of its outstanding revolving credit facility and $365 million of senior secured notes. AMERICAN APPAREL: Has Court's Nod to Obtain $90M Financing ---------------------------------------------------------- Erica Euse at Complex.com reports that the Bankruptcy Court has approved American Apparel's motion to obtain a $90 million loan to start the rebuilding process. As reported by the Troubled Company Reporter on Oct. 6, 2015, the Company, and its debtor affiliates sought permission from the Bankruptcy Court to obtain a senior secured postpetition financing in an aggregate principal amount of $90 million in the form of a delayed draw term loan comprised of (i) up to $30 million in new money and (ii) a roll-up of the Prepetition ABL Facility in an amount of approximately $60 million. The Debtors asserted they urgently need financing to, among other things, meet their payroll obligations this week to over 4,900 employees and keep their approximately 230 stores operating. Complex.com states that the Company will return to Bankruptcy Court in November. According to the report, an attorney working on the case believes the process will go quickly and according to plan. WWD.com relates that the chances of the Company emerging from Chapter 11 bankruptcy are high, as long as it doesn't lose the support of investors. The report quoted a group of creditors as saying, "We have made an investment in the future of American Apparel, and believe that the Company's management is well-positioned to drive a successful revitalization of the brand. As partners in the restructuring effort, we are committed to helping the Company execute its transformation strategy, keeping jobs and operations here in America." About American Apparel American Apparel, Inc., American Apparel (USA), LLC, American Apparel Retail, Inc., American Apparel Dyeing & Finishing, Inc., KCL Knitting, LLC and Fresh Air Freight, Inc. sought Chapter 11 bankruptcy protection (Bankr. D. Del. Proposed Lead Case No. 15-12055) on Oct. 5, 2015. The petition was signed by Hassan Natha as chief financial officer. The Debtors reported total assets of $199,360,934 and total liabilities of $397,576,744. The Debtors and their non-Debtor affiliates operate a vertically integrated manufacturing, distribution, and retail business focused on branded fashion-basic apparel, employing approximately 8,500 employees across six manufacturing facilities and approximately 230 retail stores in the United States and 17 other countries worldwide. The Debtors have engaged Jones Day as restructuring counsel, Pachulski Stang Ziehl & Jones LLP as local counsel, Moelis & Company as investment banker, FTI Consulting, Inc. as financial advisor, DJM Real Estate as real estate consultant and Garden City Group, LLC as claims and noticing agent. AMERICAN APPAREL: Lender Thinks Ex-CEO Might Disrupt Chapter 11 --------------------------------------------------------------- Matt Chiappardi at Bankruptcy Law360 reported that American Apparel creditor Standard General LP told a Delaware Chancery judge on Oct. 9, 2015, that it is concerned the bankrupt retailer's former CEO Dov Charney could try to disrupt its reorganization, and urged the court to move ahead in the contract dispute between the hedge fund and the Debtor's ex-chief. During a hearing in Wilmington, Standard General attorney Shannon Rose Selden of DeBevoise & Plimpton LLP claimed that Charney has already been "incredibly disruptive" in his efforts to regain control of American Apparel, which fired him as CEO. About American Apparel American Apparel, Inc., American Apparel (USA), LLC, American Apparel Retail, Inc., American Apparel Dyeing & Finishing, Inc., KCL Knitting, LLC and Fresh Air Freight, Inc. sought Chapter 11 bankruptcy protection (Bankr. D. Del. Proposed Lead Case No. 15-12055) on Oct. 5, 2015. The petition was signed by Hassan Natha as chief financial officer. The Debtors reported total assets of $199,360,934 and total liabilities of $397,576,744. The Debtors and their non-Debtor affiliates operate a vertically integrated manufacturing, distribution, and retail business focused on branded fashion-basic apparel, employing approximately 8,500 employees across six manufacturing facilities and approximately 230 retail stores in the United States and 17 other countries worldwide. The Debtors have engaged Jones Day as restructuring counsel, Pachulski Stang Ziehl & Jones LLP as local counsel, Moelis & Company as investment banker, FTI Consulting, Inc. as financial advisor, DJM Real Estate as real estate consultant and Garden City Group, LLC as claims and noticing age ARAMID ENTERTAINMENT: Oct. 15 Hearing on Exclusivity Extension Bid ------------------------------------------------------------------ The Hon. Sean H. Lane of the U.S. Bankruptcy Court for the Southern District of New York will hold a hearing today, Oct. 15, 2015, at 11:00 a.m. (Eastern) at One Bowling in New York, New York, to consider approval of the motion filed by Aramid Entertainment Fund Limited and its debtor-affiliates to extend their exclusive periods to: a) file a Chapter 11 plan until Dec. 13, 2015, and b) solicit acceptances of that plan through and including Feb. 13, 2015. The Debtors' current plan filing deadline is slated to expire on Oct. 23, 2015, and the plan solicitation deadline on Jan. 4, 2016. The Debtors say the extension of time will ensure that they have an opportunity to confirm and consummate a plan, or if need be, a modified plan, before the exclusive periods expire. About Aramid Entertainment Aramid Entertainment Fund Limited has been engaged in the businesses of providing short and medium term liquidity to producers and distributors of film, television and other media and entertainment content by way of loans and equity investments. On May 7, 2014, Geoffrey Varga and Jess Shakespeare of Kinetic Partners (Cayman) Limited were appointed under Cayman law as the joint voluntary liquidators ("JVLs") of AEF and two affiliates. On June 13, 2014, the JVLs authorized AEF and two affiliates to file for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 14-11802) in Manhattan on June 13, 2014. The Debtors have tapped James C. McCarroll, Esq., Jordan W. Siev, Esq., Richard A. Robinson, Esq., and Michael J. Venditto, Esq. of Reed Smith, LLP, in New York, as counsel and Kinetic Partners (Cayman) Limited as crisis managers. AEF estimated at least $100 million in assets and between $10 million to $50 million in liabilities. ARIZONA LA CHOLLA: TFCU Settlement Cues Chapter 11 Case Dismissal ----------------------------------------------------------------- The Hon. Brenda Moody Whinery of the U.S. Bankruptcy Court for the District of Arizona dismissed the Chapter 11 bankruptcy case of Arizona La Cholla LLC. The Debtor said the motion to dismiss was conditioned upon the Court's approval of a settlement agreement between Debtor and its primary creditor, Tucson Federal Credit Union ("TFCU"). That condition was satisfied by order approving settlement entered June 19, 2015. Furthermore, the settlement was conditioned upon Debtor's conveying two parcels of real estate. As reported by the Troubled Company Reporter on July 7, 2015, Judge Whinery approved on June 19, 2015, certain settlement agreement dated May 13, 2015, among Arizona La Cholla, L.L.C., Steven L. Nannini, and Tucson Federal Credit Union. The Debtor asked the Court to approve the settlement with its primary creditor, TFCU, and also sought for the dismissal of its bankruptcy case, conditioned on the Court's approval of and completion and implementation of the settlement. Under the settlement, the Debtor would convey two parcels of real estate to TFCU in exchange for TFCU's releasing the Debtor from its guaranty of a promissory note executed by Debtor's manager, Mr. Nannini, in favor of TFCU. Simultaneously, a related Pima County Superior Court lawsuit filed by TFCU against Mr. Nannini would be concluded, except for a deficiency claim by TFCU against Mr. Nannini which would either be settled or litigated in Superior Court as provided in the settlement. Upon settlement approval and implementation by completion of the conveyance of the combined properties, the bankruptcy case would be dismissed. On June 19, the Court found that all parties who were entitled to notice of the Debtor's May 14, 2015 motion to approve the settlement either received notice or waived notice and consented to the motion. The Court further found that the Debtor showed cause to direct that no notice of its amended motion -- a copy of which is available for free at http://is.gd/kNGWrf-- to approve the settlement be sent. The Debtor amended its motion on June 14, 2015, to correct omissions in notice regarding the prior motion. The Debtor requested that TFCU consent to an extension of time for the Debtor to complete the conveyance of certain real property to TFCU. The Debtor simultaneously requested the Court to direct that notice not be sent. The settlement agreement provides that it is void if the Debtor does not by June 22, 2015, authorize the escrow agent to record a certain deed. No person will be prejudiced by granting the motion to approve settlement agreement and requiring further notice will result in the failure of the settlement to the detriment of the Debtor and its primary creditor. No further notice to any party of the Debtor's motion to approve settlement is required. No party has filed an objection to the motion, according to certificates filed by the Debtor's counsel on June 9 and 12. About Arizona La Cholla Arizona La Cholla, L.L.C., filed a Chapter 11 bankruptcy petition (Bankr. D. Ariz. Case No. 14-10254) on July 2, 2014. Steven L. Nannini signed the petition as manager. The Debtor estimated assets and liabilities of at least $10 million. Altfeld & Battaile P.C. serves as the Debtor's counsel. ATLANTIC & PACIFIC: May Assume Assessment Tech Consulting Deal -------------------------------------------------------------- The Great Atlantic & Pacific Tea Company, Inc., and certain of its affiliates, sought and obtained authority from the Bankruptcy Court to assume a Real Property Tax Consulting Services Agreement, dated February 1, 2011, with Assessment Technologies, Ltd. Bankruptcy Judge Robert D. Drain noted, however, that notwithstanding entry of the Court's Order, nothing shall create, nor is intended to create, any rights in favor of or enhance the status of any claim held by, any party. Pursuant to the Agreement, the firm will be paid the following fees for each tax year: Tier I -- Uncontested -- 25% of the Net Tax Savings for the first $1,200,000 in Tax Savings Consultant will be paid 25% of the Net Tax Savings from the Tax Savings up to and including the first $1,200,000 in Tax Savings for a Tax Year, generated from any and all Uncontested local, state or federal remedies. Tier II -- Uncontested -- 30% of the Net Tax Savings in excess of $1,200,000 Consultant will be paid 30% of the Net Tax Savings from the Tax Savings in excess of $1,200,000 in Tax Savings for a Tax Year, generated from any and all Uncontested local, state or federal remedies. Tier III -- Uncontested -- 35% of the Net Tax Savings for any and all Contested Tax Savings Consultant will be paid 35% of the Net Tax Savings generated from any and all Contested local, state or federal remedy or process, whether administrative, quasi-judicial or judicial in a Tax Year. The term "Net Tax Savings" means the balance of Tax Savings that remains after deducting for Reimbursable Expenses. 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. The Debtor disclosed total assets of $601,441,108 and total liabilities of $1,984,459,086 as of the Petition Date. 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 to serve On the official committee of unsecured creditors. Pachulski Stang Ziehl & Jones LLP serves as its counsel, and Zolfo Cooper, LLC as serves as its financial advisors and bankruptcy consultants. Elise S. Frejka was appointed as consumer privacy ombudsman. ATLANTIC POWER: Moody's Raises CFR to B1, Outlook Stable -------------------------------------------------------- Moody's Investors Service upgraded Atlantic Power Corporation's corporate family rating to B1, from B2, to reflect the considerable amount of debt reduction ($310 million) achieved to date in 2015 using proceeds from the sale of its wind portfolio. The upgrade also reflects the large reduction in corporate overhead and drastic dividend cuts that have taken place over the past few years, both of which we consider credit positive. Atlantic Power Limited Partnership's (APLP) Ba3 Term Loan rating remains unchanged. The rating outlook is stable. RATING RATIONALE Atlantic Power is a relatively small independent power producer with about 1,505 MW of net generation capacity. The company generates stable, contracted cash flows from 23 projects located across the US and Canada. Most of the projects have been existence for more than a decade and their aggregate contracted cash flow is expected to decline somewhat over the next few years as the initial terms of their power purchase agreements (PPAs) expire, with a more substantial drop off starting in 2023. The company is highly leveraged against its cash flows with CFO Pre-WC (cash flow from operation pre-working capital) to debt projected to be around 9% in 2016 and rising to 11% in 2017 due to a combination of higher cash flow and a lower debt balance. APLP's term loan, which is rated one notch above the CFR at Ba3, benefits from a security interest in most of the projects and a 50% cash flow sweep. Liquidity Atlantic Power has good liquidity to meet the needs of its operations and debt service obligations. The company is expected to generate positive free cash flow after dividends and mandatory debt amortization. Atlantic Power has access to a $210 million revolving credit facility and will maintain a minimum unrestricted cash balance of about $70 million. Atlantic Power's next bond maturity is in 2017, when about $115 million of convertible debt will become due at the holding company. Rating Outlook The stable outlook reflects the reliability and consistency of the contracted cash flows from its portfolio of 23 power projects coupled with the expected declining debt balance due to debt amortization at APLP as well as at some of the projects. What Could Change the Rating -- UP Upward rating pressure could result from a CFO pre-W/C to debt ratio rising to the mid to high teens range on a sustained basis. What Could Change the Rating -- DOWN Atlantic Power could be downgraded if cash flow deteriorates and the CFO pre-W/C to debt ratio falls below 10% or the company finds itself in a cash flow deficit position after meeting its debt service and paying a common dividend. The principal methodology used in these ratings was Unregulated Utilities and Unregulated Power Companies published in October 2014. BATTLE CREEK: Taps Eric R. Robbins as Water Rights Consultant ------------------------------------------------------------- Battle Creek Conservation Ventures LLC seeks authority from the U.S. Bankruptcy Court for the Central District of California to employ Eric R. Robbins as special consultant with respect to certain water rights which may be held by the Debtor in connection with the real property commonly known as Jellys Ferry Road, in Red Bluff, California. Mr. Robbins will assist the Debtor in investigation the extent, retention and transferability of any water rights that run with the property, well as determining the value and marketability of the rights. According to the Debtor, the appointment of Mr. Robbins will enable it to identify a potentially valuable asset for the benefit of creditors. Mr. Robins will be compensated at an hourly rate of $345. Mr. Robbins will not be seeking payment from the Debtor's estate as compensation for its services. Mr. Robbins will be paid from non-estate, general partnership funds and payment thereof will not require Court's further approval. To the best of the Debtor's knowledge, Mr. Robins is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Battle Creek Conservation Battle Creek Conservation Ventures, LLC, commenced a Chapter 11 bankruptcy case (Bankr. C.D. Cal. Case No. 15-11683) on May 13, 2015. Judge Maureen Tighe presides over the case. The Debtor estimated assets of $11 million and total liabilities of $9.3 million. BATTLE CREEK: Trustee Defends Bid to Dismiss Chapter 11 Case ------------------------------------------------------------ Charles A. Orwick, III, trustee of the Charles A. Orwick, III, Trust of 2001, replied to the opposition by Battle Creek Conservation Ventures, LLC, to the motion to dismiss the case, stating that, among other things: 1. to date, the voluntary petition, schedules and statements have not been supplemented or amended; and 2. the receiver's stated position has been consistent since the beginning of the case, to obtain an appraisal of the real property as the appraisal is crucial to determining the direction of the case. According to Mr. Orwick, the Receiver's actions, however, do not support his stated position but instead have shown a track record of tardiness and delay at movant's expense. Receiver has been in sole control of the Debtor for almost two years and the SARE bankruptcy case has been pending for over four months during which time virtually nothing about Debtor has changed yet professional fees continue to accumulate, Mr. Orwick said. As reported by The Troubled Company Reporter on Sept. 24, 2015, Mr. Orwick asked the Court to dismiss the Debtor's case. The trustee asserted that there is ample cause under Section 1112(b) of the Bankruptcy Code to dismiss the Single Asset Real Estate case, noting that there has been no plan of reorganization proposed, the Debtor has failed to seek approval to employ an appraiser or obtain an appraisal of the Real Property, and there is no chance or reorganization of the Debtor. In the alternative, the Trustee asks the Court convert the Debtor's Chapter 11 case to a case under Chapter 7, whichever is in the best interests of creditors and the estate, for cause. The Debtor, in response, argued that there is no good cause for dismissal or conversion of its Chapter 11 case, maintaining that the estate has been properly managed and there is a strong likelihood that the case will result in a feasible confirmed plan for the benefit of all creditors and interested parties. James R. Felton, the state court-appointed receiver for the Debtor, stated, in support of the Debtor's objection, that "I do know that there is enough evidence to suggest that an accounting needs to be done so that the Receivership estate can determine who invested what." About Battle Creek Conservation Battle Creek Conservation Ventures, LLC, commenced a Chapter 11 bankruptcy case (Bankr. C.D. Cal. Case No. 15-11683) on May 13, 2015. Judge Maureen Tighe presides over the case. The Debtor estimated assets of $11 million and total liabilities of $9.3 million. BERNARD L. MADOFF: Investor Looking to Hold E&Y Liable for Losses ----------------------------------------------------------------- Jacqueline Palank, writing for Dow Jones' Daily Bankruptcy Review, reported that Ernst & Young failed to serve as a gatekeeper for a Washington investment firm that sunk millions of dollars into Bernard Madoff's investment firm and should be held liable for its losses, the firm's lawyer told a jury on Oct. 14. "I'm going to prove to you that Ernst & Young had a job. I'm going to prove to you that Ernst & Young didn't do their job," said Steven W. Thomas, a lawyer representing FutureSelect Portfolio Management Inc., the report related. About Bernard L. Madoff Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff orchestrated the largest Ponzi scheme in history, with losses topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A. Stanton of the U.S. District Court for the Southern District of New York granted the application of the Securities Investor Protection Corporation for a decree adjudicating that the customers of BLMIS are in need of the protection afforded by the Securities Investor Protection Act of 1970. The District Court's Protective Order (i) appointed Irving H. Picard, Esq., as trustee for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and (iii) removed the SIPA Liquidation proceeding to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims agent. On April 13, 2009, former BLMIS clients filed an involuntary Chapter 7 bankruptcy petition against Bernard Madoff (Bankr. S.D.N.Y. 09-11893). The petitioning creditors -- Blumenthal & Associates Florida General Partnership, Martin Rappaport Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert US$64 million in claims against Mr. Madoff based on the balances contained in the last statements they got from BLMIS. On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff Securities International Limited in London under bankruptcy protection pursuant to Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later transferred to Manhattan. In June 2009, Judge Lifland approved the consolidation of the Madoff SIPA proceedings and the bankruptcy case. Judge Denny Chin of the U.S. District Court for the Southern District of New York on June 29, 2009, sentenced Mr. Madoff to 150 years of life imprisonment for defrauding investors in United States v. Madoff, No. 09-CR-213 (S.D.N.Y.). From recoveries in lawsuits coupled with money advanced by SIPC, Mr. Picard has commenced distributions to victims. As of the end of May 2015, the SIPA Trustee has recovered more than $10.699 billion and has distributed approximately $7.576 billion. When additional settlements awaiting distribution are taken into account, the recovery in the Madoff liquidation proceeding totals $10.734 billion. BR ENTERPRISES: Plan Exclusivity Period Extended Thru Nov. 25 ------------------------------------------------------------- The Hon. Michael S. McManus of the United States Bankruptcy Court for the Eastern District of California extended the exclusive period of BR Enterprises to confirm of a plan of reorganization to Nov. 25, 2015. Judge McManus also extended the exclusive period for the Debtor to obtain acceptance of a plan through Nov. 25, 2015. As reported by the Troubled Company Reporter on Aug. 25, 2015, the Debtor explained that its estate is not an insubstantial one, involving the management of the 3,100 acre Ranch in addition to other assets, and partial liquidation thereof. A significant asset -- the $4.2 million receivable (enough to pay all Debtor's estimated liabilities in full) -- is tied up in the Shasta Enterprises bankruptcy, in which no plan has yet been proposed, causing uncertainty when it came to projecting cash flow. According to the Debtor, the new protocols and cost-saving measures had to be evaluated and implemented which resulted in some necessary delays in formulating a reorganization plan, but also in the positive cash flow referenced in the latest monthly operating report. The Debtor's new management required extra time to observe and evaluate Debtor's operations, along with the Shasta Enterprises liquidation before it could formulate its own plan -- eventually assuming for purposes of cash flow analysis that there would be no dividend paid by the Shasta Enterprises Trustee during the sixty month "Plan Term" proposed by Debtor. The Debtor told the Court that its case is still in its infancy. The Debtor is paying all post-petition obligations as they come due and has substantial net funds on deposit to fund the plan. The Debtor has been reluctant to negotiate with creditors unless and until a Disclosure Statement has been approved. The Debtor is current on all operating reports and other disclosure required under the Bankruptcy Code and has been working cooperatively with its creditors on operational matters. The Debtor assures the Court that it is not seeking the extension to pressure creditors to submit to any demands. Rather, the goal is to minimize expenses to the estate and to streamline the confirmation process. About BR Enterprises BR Enterprises, a California Partnership, sought Chapter 11 protection (Bankr. E.D. Cal. Case No. 15-21575) in Sacramento, California, on Feb. 27, 2015, without stating a reason. BR Enterprises owns 20.17 acres of undeveloped ranch located at East of Interstate 5 and South of Lake California Drive, 2600 acres of undeveloped ranch property located in Cottonwood California in Tehama County; and 278 acres of contiguous parcels along HWY I-5. The properties are valued at $10.5 million, according to the schedules. Antonio Rodriguez, III, the managing partner, signed the petition. The case is assigned to Judge Michael S. McManus. According to the docket, the deadline for filing claims by governmental entities is Aug. 26, 2015. George C. Hollister, Esq., at Hollister Law Corporation, in Sacramento, serves as the Debtor's counsel. The Debtor, in its amended schedules, disclosed total assets of $14,422,042 and total liabilities of $4,361,491. The Debtor disclosed total assets of $14,422,236 and total liabilities of $6,961,492 in a prior iteration of the schedules. A related entity, Shasta Enterprises, sought bankruptcy protection (Case No. 14-30833) on Oct. 31, 2014. CLEARWATER SEAFOODS: S&P Affirms 'B+' CCR, Outlook Stable --------------------------------------------------------- Standard & Poor's Ratings Services said it affirmed its 'B+' long-term corporate credit rating on Halifax, N.S.-based Clearwater Seafoods L.P. The outlook is stable. The affirmation follows Clearwater's announcement that it proposed to acquire Macduff Shellfish Group for C$197 million. At the same time, Standard & Poor's revised financial risk profile to "aggressive" from "significant" and removed its one-notch negative financial policy modifier to the anchor score. This reflects S&P's view that Clearwater is executing its strategy of using debt-funded acquisition to build capacity for further growth initiatives, with the aim of reducing leverage to below 4x. Standard & Poor's also affirmed its 'BB' issue-level rating on the company's senior secured bank debt, indicating S&P's expectation that the growth in enterprise value through acquisitions and new vessels is consistent with Clearwater's proposed increased debt levels. The '1' recovery rating on the debt is unchanged, and indicates S&P's expectation of very high (90%-100%) recovery in the event of default. "We base the affirmation on our expectation that the Macduff acquisition will increase Clearwater's leverage beyond our threshold of 5x," said Standard & Poor's credit analyst Donald Marleau. "However, we believe the company will maintain solid cash flow generation and deleverage over the next year through EBITDA growth and modest debt repayments," Mr. Marleau added. S&P's "weak" business risk assessment reflects Clearwater's narrow product and geographic focus, sourcing the majority of its commodity-oriented seafood from eastern Canadian commercial fisheries. S&P believes the company's position as the largest holder of shellfish quota in Canada and proven record of operating in the highly regulated seafood industry partially mitigate this. The "aggressive" financial risk profile reflects S&P's expectation that the Macduff acquisition will weaken Clearwater's credit protection measures, with pro forma adjusted debt-to-EBITDA above 5.x for the next year, exceeding S&P's threshold for rating pressure. However, S&P believes the company's improving free operating cash flow should enable it to repay debt and deleverage to below 5x by 2016, consistent with an "aggressive" financial risk profile. The stable outlook on Clearwater reflects Standard & Poor's expectation that adjusted debt to EBITDA will increase to about 5x and EBITDA interest coverage will drop to about 3x in 2016, as the company integrates Macduff and aims to enhance its position in premium shellfish and seafood. As such, Clearwater's credit measures are near S&P's threshold for a downgrade, providing almost no buffer at the rating for weaker earnings or more debt. S&P could lower the ratings if debt-to-EBITDA approached 6x or if EBITDA interest coverage dropped toward 2x, which S&P believes could occur because of weak earnings and cash flow from market conditions, operating disruptions, or integration problems. S&P estimates that a 200 basis-point decline in EBITDA margins would slow the pace of debt reduction and push credit measures toward our thresholds for a one-notch downgrade. S&P is unlikely to raise the ratings in the next two years, considering elevated leverage and Macduff's integration risks. That said, S&P could consider an upgrade if the company demonstrates a more conservative financial policy by maintaining debt leverage of about 3x and EBITDA interest coverage above 6x, while preserving its market position and generating steady operating performance. COLT HOLDING: Claims Bar Date Set for November 20 ------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware set Nov. 20, 2015, at 5:00 p.m. (EST) as the deadline for person to file proofs of claim against Colt Holding Company LLC and its debtor-affiliates. The Court also set Dec. 11, 2015, at 5:00 p.m. (EST) as the last day for governmental units to file their claims against the Debtors. All proofs of claim must be filed to: Colt Claims Processing c/o Kurztman Carson Consultants LLC 2335 Alaska Avenue El Segundo, CA 90245 About Colt Defense Colt Defense LLC is one of the world's oldest and most iconic designers, developers, and manufacturers of firearms for military, law enforcement, personal defense, and recreational purposes and was founded over 175 years ago by Samuel Colt, who patented the first commercial successful revolving cylinder firearm in 1836 and began supplying U.S. and international military customers with firearms in 1847. Colt is incorporated in Delaware and headquartered in West Hartford, Connecticut. In 1992, Colt Manufacturing Company, then the principal operating subsidiary, filed chapter 11 petitions in the U.S. Bankruptcy Court for the District of Connecticut. An investment by Zilkha & Co. allowed CMC to confirm a chapter 11 plan and emerge from Bankruptcy in 1994. Sometime after 1994, majority ownership of the Company Transitioned from Zilkha & Co. to Sciens Capital Management. On June 12, 2015, Colt's exchange offer, consent solicitation and solicitation of acceptances of a prepackaged plan of reorganization, dated April 14, 2015, as supplemented, with respect to its $250 million in 8.75% Senior Notes due 2017 expired. The conditions to the exchange offer, the consent solicitation and the prepackaged plan of reorganization were not satisfied, and those conditions were not waived by Colt. Colt's restructuring support agreement with Marblegate Special Opportunities Master Fund, L.P. and Morgan Stanley Senior Funding, Inc., the Company's senior secured term loan lenders, requires it to file for Chapter 11 bankruptcy. Accordingly, Colt Holding Company LLC and nine affiliates, including Colt Defense LLC, on June 14, 2015, filed voluntary petitions (Bankr. D. Del. Lead Case No. 15-11296) for relief under Chapter 11 of the Bankruptcy Code to pursue a sale of the assets as a going concern. Colt Defense estimated $100 million to $500 million in assets and debt. On June 16, 2015, the Court directed the joined administration of the assets. The Debtors tapped Richards, Layton & Finger, P.A., and O'Melveny & Myers LLP, as attorneys, and Kurtzman Carson Consultants LLC as claims and noticing agent. Perella Weinberg Partners L.P. is acting as financial advisor of the Company, and Mackinac Partners LLC is acting as its restructuring advisor. Wilmington Savings Fund Society, FSB, as agent under the $13.33 million Term DIP Loan Agreement, is represented by Pryor Cashman LLP's Eric M. Hellige, Esq.; and Willkie Farr & Gallagher LLP's Leonard Klingbaum, Esq. Cortland Capital Market Services LLC, as agent under the $6.67 million Senior DIP Credit Agreement, is represented by Holland & Knight LLP's Joshua M. Spencer, Esq.; Stroock & Stroock & Lavan LLP's Brett Lawrence, Esq.; and Osler, Hoskin & Harcourt LLP's Richard Borins, Esq., and Tracy Sandler, Esq. The U.S. Trustee for Region 3 appointed five creditors of Colt Defense Inc. and its affiliates to serve on the official committee of unsecured creditors. MagPul Industries Corp. has resigned from the committee leaving only four Committee members. * * * Colt's equity sponsor, Sciens Capital Management, agreed to act as a stalking horse bidder in the proposed asset sale. Details of the deal were not provided in Colt's news statement announcing the Chapter 11 filing. Colt, however, said it would be soliciting competing bids and has appointed an independent committee of its board of managers to manage the process and evaluate bids. Colt expects to complete the entire Chapter 11 process in 60-90 days. Sciens Capital is represented by Skadden, Arps, Slate, Meagher & Flom LLP's Anthony W. Clark, Esq., and Jason M. Liberi, Esq. Colt Defense LLC on Oct. 9 disclosed that it has taken a significant step toward completion of its restructuring and exit from chapter 11 by filing a plan of reorganization and a disclosure statement with the U.S. Bankruptcy Court for the District of Delaware. The Plan and disclosure statement are consistent with the terms of a restructuring support agreement among Colt, holders of over 60% of Colt's outstanding 8.75% Senior Notes due 2017, Sciens Capital, and the landlord under the lease for the Company's West Hartford, Connecticut manufacturing facility and corporate headquarters. Under the Plan, Colt will receive $50 million in new capital from certain of the Supporting Noteholders and Sciens Capital, which will allow the Company to execute its business plan and emerge from chapter 11. The Plan secures options for the Company to continue operations in West Hartford, Connecticut on a long-term basis. The Plan and disclosure statement also include the terms on which the Company's secured lenders, including Morgan Stanley Senior Funding, Inc., have agreed to refinance their prepetition and post-petition loans through new secured exit facilities to be issued on the Plan effective date. COMPREHENSIVE OUTPATIENT: Closes After Case Converted to Ch. 7 -------------------------------------------------------------- Alana Melanson at Lowellsun.com reports that Comprehensive Outpatient Services, Inc., closed all four of its counseling centers in Lowell, Chelmsford, Fitchburg and Newton on Sept. 30, 2015, after Judge Henry J. Boroff, who presides over the case, granted the conversion of the Company's bankruptcy to Chapter 7 liquidation from the previously requested Chapter 11, citing "the pre and postpetition lack of financial competence of the debtor's management and apparent inability to make ongoing payments to its employees in the regular course of its business." The Company filed for Chapter 11 bankruptcy protection (Bankr. D. Mass. Case No. 15-13575) on Sept. 16, 2015, estimating its assets at between $500,000 and $1 million and liabilities at between $1 million and $10 million. The petition was signed by Dr. Bruce Mermelstein, Ed. D., president. Lowellsun.com relates that Joseph Baldiga, Esq., at Mirick O'Connell, the bankruptcy trustee for the case, found that the Company had no funds to continue operating and filed on Sept. 29, 2015, a motion to convert the Chapter 11 case to Chapter 7 or immediately dismiss the case, saying that the Company could not continue to operate under Chapter 11 because "each day of operations will result in a larger administrative insolvency." According to the report, among reasons Mr. Baldiga cited for cause for case conversion to Chapter 7 include: (i) no reasonable likelihood of rehabilitation, (ii) gross mismanagement of the estate, (iv) unauthorized use of cash collateral substantially harmful to one or more creditors, (v) unexcused failure to satisfy timely filing or reporting required under Chapter 11, and (vi) failure to timely pay taxes or file tax returns after the date of order for relief. Lowellsun.com relates that the state Department of Mental Health has been asked to "intervene to facilitate an expeditious transfer of the care" of the patients to other qualified mental-health professionals. Timothy M. Mauser, Esq., at The Law Offices of Timothy Mauser serves as the Company's bankruptcy counsel. Comprehensive Outpatient Services, Inc. -- dba The Center for Family Development, Charles River Counseling, Stoney Brook Counseling Center, Riverfront Counseling Center -- is headquartered in Newton Upper Falls, Massachusetts. The Company, in operation since 1990, was managed by owner Dr. Bruce Mermelstein. CORNERSTONE HOMES: Can Use Cash Collateral Until Nov. 30 -------------------------------------------------------- Cornerstone Homes Inc. received interim approval to use the cash collateral of its pre-bankruptcy lenders until Nov. 30, 2015. The order, issued by U.S. Bankruptcy Judge Paul Warren, allowed the company to use the cash collateral of First Citizens National Bank, Community Preservation Corp. and The Elmira Saving Bank, FSB. In exchange, the lenders will receive monthly payments from Cornerstone Homes as "adequate protection" against any diminution in the value of their cash collateral. First Citizens and Elmira Saving Bank will get monthly payments of $25,000 and $3,390, respectively. Meanwhile, Community Preservation will get $47,000 per month, plus an additional monthly payment of $7,791 for real estate taxes, according to Judge Warren's Oct. 8 order, which is the third interim order issued by the bankruptcy judge. Cornerstone Homes first obtained interim approval to use the lenders' cash collateral on July 27. On August 13, the bankruptcy judge issued another order that allowed the company to use the collateral until Sept. 30. The next court hearing is scheduled for Nov. 17. About Cornerstone Homes Cornerstone Homes Inc. is based in Corning, New York and is engaged in the business of buying, selling and leasing single family homes in the State of New York, with such properties primarily located in the South Central and South Western portions of the State. Cornerstone Homes Inc. filed a Chapter 11 petition (Bankr. W.D.N.Y. Case No. 13-21103) on July 15, 2013, in Rochester alongside a reorganization plan already accepted by 96 percent of unsecured creditors' claims. The Debtor disclosed assets of $18.6 million and liabilities of $36.2 million. Four secured lenders with $21.8 million in claims are to be paid in full under the plan. Unsecured creditors -- chiefly noteholders with $14.5 million in claims -- will have a 7 percent recovery. Judge Paul R. Warren presides over the case. Curtiss Alan Johnson, Esq., and David L. Rasmussen, Esq., at Davidson Fink, LLP, in Rochester, N.Y., serve as the Debtor's counsel. The Debtor has tapped GAR Associates to appraise a selection of its properties to support the Debtor's liquidation analysis. The Official Committee of Unsecured Creditors is represented by Gregory J. Mascitti, Esq., at LeClairRyan PC. The Committee retained Getzler Henrich & Associates LLC as financial advisor. Cornerstone Homes Inc. delivered to the Bankruptcy Court a First Amended Plan of Reorganization and explanatory Disclosure Statement on Jan. 3, 2014. The Amended Plan supersedes the Plan Cornerstone prepared prior to filing for bankruptcy. The Debtor intends to liquidate properties over a period of time, so as to achieve maximum recovery for the creditors while avoiding a deleterious effect on the housing market. The Plan provides for a distribution of $1 million as an Unsecured Distribution Amount. Owner David Fleet will pledge up to $1 million to fund distributions under the Plan. It also provides for the distribution of the stock in the Reorganized Debtor to holders of Allowed Unsecured Noteholder Claims under Class 5. The Class 5 Claimants are expected to receive 7% plus distribution of stock on the Distribution Date. The Claimants are impaired and entitled to vote on the Plan. No hearing was slated to consider the Amended Plan documents. Instead, the Court accepted the request of the Committee to appoint a Chapter 11 trustee to replace management. The Court approved the appointment of Michael H. Arnold, Esq., as Chapter 11 trustee. He is represented by his law firm, Place and Arnold as his counsel. Michael H. Arnold, Chapter 11 trustee, is represented by the firm of Place and Arnold. LeClairRyan and Barclay Damon LLP serve as his special counsel. COYNE INTERNATIONAL: Proposes $500K Bonuses to Key Employees ------------------------------------------------------------ Coyne International Enterprises Corp. seeks authority from the United States Bankruptcy Court for Northern District of New York to implement a key employee incentive program. William Henrich, who is the sole director of the Debtor, in conjunction with SSG and Cohn Reznick LLC, its financial advisor, determined that the Debtor's three most senior officers -- Mark Samson, its CEO, Alexander Pobedinsky, its Vice President and General Counsel, and Jennifer Collins-Clemons, its Chief Financial Officer -- are essential to the successful consummation of the Sale Transactions. In addition to maintaining their regular responsibilities related to the Debtor's operations, during the past year the Key Employees assumed added responsibilities in connection with the Debtor's restructuring and the marketing of the Debtor's assets, which additional responsibilities will continue to require intensive labors throughout the Chapter 11. Accordingly, the Independent Director determined that it was appropriate for the Debtor to adopt a key employee incentive plan. The proposed KEIP is a performance-based incentive plan that provides increasing levels of incentive payments to the Key Employees based upon metrics, which include achieving sale targets and asset sales proceeds from consummation of the sale transactions. The aggregate amount of the payments increases as the Debtor's achievement of the targets increases, thus aligning the incentives of the Key Employees with the interests of the Debtor's creditors and estate. The maximum aggregate payments proposed to be paid to all Key Employees is $500,000. In addition, each Key Employee must remain employed with the Debtor until all of the Sale Transactions are closed, including through any transition services agreement. Coyne International Enterprises Corp. is represented by: Robert L. Rattet, Esq. Stephen B. Selbst, Esq. Hanh V. Huynh, Esq. HERRICK, FEINSTEIN LLP 2 Park Avenue New York, NY 10016 Tel: (212) 592-1400 Fax: (212) 592-1500 Email: rrattet@herrick.com sselbst@herrick.com hhuynh@herrick.com About Coyne International Coyne International Enterprises Corp. filed a Chapter 11 bankruptcy petition (Bankr. N.D.N.Y. Case No. 15-31160) on July 31, 2015. The petition was signed by Mark Samson as CEO. Herrick Feinstein LLP serves as the Debtor's general counsel. Phillips Lytle LLP acts as the Debtor's local bankruptcy counsel. Cohnreznick LLP is the Debtor's financial advisor. SSG Capital Advisors LLC is the Debtor's investment banker. Rust Omni serves the Debtor as claims and administrative agent. Raab, Sturm & Ganchrow, LLP acts as labor counsel to the Debtor. Harbridge Consulting Group, LLC serves as the Debtor's pension consultant. Beveridge & Diamond PC is the Debtor's environmental counsel. GZA Geoenvironmental, Inc. represents the Debtor as environmental consultant. D & R HOLDINGS: Case Summary & 5 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: D & R Holdings, LLC 250 Fluid Drive McDonough, GA 30253 Case No.: 15-69767 Chapter 11 Petition Date: October 13, 2015 Court: United States Bankruptcy Court Northern District of Georgia (Atlanta) Debtor's Counsel: Michael D. Robl, Esq. THE SPEARS & ROBL LAW FIRM, LLC Suite 250 3754 LaVista Road Tucker, GA 30084 Tel: 404-373-5153 Fax: 404-537-1761 Email: mdrobl@tsrlaw.com Total Assets: $975,000 Total Liabilities: $1.23 million The petition was signed by David E. Perry, CEO. A list of the Debtor's five largest unsecured creditors is available for free at http://bankrupt.com/misc/ganb15-69767.pdf DASHLEY REALTY: Case Summary & 3 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Dashley Realty, Inc. 150 Cortlandt Street Sleepy Hollow, NY 10591 Case No.: 15-23503 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: October 14, 2015 Court: United States Bankruptcy Court Southern District of New York (White Plains) Judge: Hon. Robert D. Drain Debtor's Counsel: Bruce R. Alter, Esq. ALTER & BRESCIA, LLP 550 Mamaroneck Avenue Harrison, NY 10528 Tel: (914) 670-0030 Fax: (914) 670-0031 Email: altergold@aol.com Total Assets: $3.1 million Total Liabilities: $3 million The petition was signed by Cirilo Rodgriguez, president. A list of the Debtor's three largest unsecured creditors is available for free at http://bankrupt.com/misc/nysb15-23503.pdf DETROIT DDA: Fitch Affirms BB+ Ratings on 1998 Tax Increment Bonds ------------------------------------------------------------------ Fitch Ratings has affirmed its ratings on the following Detroit Downtown Development Authority, Michigan (the DDA) bonds: -- $44,525,000 tax increment refunding bonds (Development Area No. 1 projects), series 1998A, at 'BB+'; -- $16,055,000 tax increment bonds (Development Area No. 1 projects), series 1998B (taxable), at 'BB+'. The Rating Outlook is Stable. SECURITY Bonds are backed by a pledge of tax increment revenues captured by Development Area No. 1 net of those captured for school district purposes (school capture). The debt service reserve (DSR) is funded with a surety policy. KEY RATING DRIVERS LIMITED MARGINS: The below investment-grade ratings reflect thin coverage from a source of pledged revenue that has declined significantly in the past few fiscal years, although modest growth was registered in fiscals 2014 and 2015. HIGH TAXPAYER CONCENTRATION: The district encompasses the core of downtown Detroit, including many key commercial assets. General Motors Co. (GM) represents a very high 21% of taxable value (TV) for fiscal 2015, and the top 10 taxpayers, representing 55% of the total, are largely related to the automobile industry. EXCEPTIONALLY WEAK ECONOMIC INDICATORS: The city's income, employment, and demographic indicators continue to be among the weakest in the U.S. Many recent data points indicate continued erosion. IMPROVED AUTO MANUFACTURING PROSPECTS: The health of the U.S. automobile industry continues to improve, as evidenced by Fitch's recent upgrade (June 2015) to the Issuer Default Rating (IDR) of GM and continued Positive Outlook on the IDR of Ford Motor Co. (Ford). DDA INSULATED FROM DETROIT: Fitch believes that the DDA is adequately insulated from Detroit's financial performance going forward. The city's approved plan of adjustment does not include DDA debt and respects the definition of special revenues under Chapter 9 of the U.S. Bankruptcy Code. RATING SENSITIVITIES CHANGES IN TAX BASE: Fitch expects that the DDA's captured value (CV) will remain stable, since large appeals have been settled. However, CV growth leading to materially improved coverage could result in an upgrade. CREDIT PROFILE The DDA was formed in 1976 to promote economic development in downtown Detroit. Development Area No. 1 comprises 615 acres, roughly coterminous with the downtown business district and represents about 7% of the city's TV. In addition to the GM-owned Renaissance Center, the district includes one of the city's three casinos, stadiums for the Detroit Lions and Detroit Tigers, and development along the city's waterfront. CV is a moderate 131% of the base, exposing pledged revenue to a large degree of volatility for a given decline in TV absent a change in tax rates. WEAK COVERAGE FROM PLEDGED REVENUES Coverage from pledged revenue remains very thin at an estimated 1.21x maximum annual debt service (MADS) in fiscal 2015. Pledged revenue rebounded by a modest 1.1% in fiscal 2014 following a cumulative 19% decline between fiscal 2011 and fiscal 2013. Declines were largely due to an appeal by GM, which has been settled. Pledged revenues covered senior lien debt service by a slim 1.16x in fiscal 2013 before notching up to 1.18x in fiscal 2014. Fitch does not expect CV or pledged revenue to decline significantly in the near term, but incorporates into the rating the potential for modest further erosion. The majority of the DDA's tax increment revenues are remitted by the city with a smaller portion passing through from the county. TAX BASE CONCENTRATION AND WEAK ECONOMIC ENVIRONMENT The rating also reflects the project area's high tax base concentration, with the 10 largest taxpayers making up 55% of TV and more than 95% of CV in 2015. In addition to GM, several large taxpayers are office buildings that rely for occupancy to some extent on the auto industry. Prospects for the industry have improved. Fitch upgraded the IDR of GM to 'BBB' and Ford ('BBB-') has a Positive Outlook. Additional private residential and commercial development, including investment by Quicken Loans, a trolley connection to Wayne State University, and construction of an events center and surrounding mixed-use facilities by Olympia Development, may benefit the tax base. The city's economic indicators continue to be exceptionally weak despite apparent auto industry improvement, including an unemployment rate of 13.7% in June 2015 that is down from 17.7% the year prior. The decline was driven primarily by labor-force losses rather than employment gains. Very weak city income and poverty figures have not yet stabilized; per capita income declines have plateaued whereas median household income continues to decline while the nation's improves slightly. After a 25% drop in population from 2000-2010, recent estimates indicate a further decline of 3.5% to 688,701 in 2012. DEBT REDEMPTION DOES NOT ALTER SENIOR LIEN CREDIT QUALITY The DDA increased both debt and pledged revenues to provide funds for the construction of an events center within Development Area No. 1 that is currently under construction. The debt was issued by the Michigan Strategic Fund under a newly created indenture, and is subordinate to outstanding debt. The DDA defeased about $11 million in debt with a combination of cash on hand and reserve fund releases, and closed the existing senior lien indenture to new issuance. The defeasance increased senior lien MADS coverage only slightly. Coverage is already close to the minimum required to issue new debt under the additional bonds test (ABT). Thus, in Fitch's view the closure of the lien, while generally a credit positive, has minimal impact on credit quality in this case. The incremental benefit from the defeasance and lien closure is also offset by the replacement of a cash-funded debt service reserve fund at the maximum allowable by the IRS with a surety. DIGITAL DOMAIN: Court Approves Latest Amendment to Final DIP Order ------------------------------------------------------------------ The U.S. Bankruptcy Court in Delaware on Oct. 12 approved the latest amendment to its order that authorized DDMG Estate to use cash collateral and obtain financing to get the company through bankruptcy. Pursuant to the amended final order, the lenders will forebear from exercising their remedies until the earlier of Nov. 13, 2015, or the occurrence of so-called "termination event." During the forbearance period, DDMG may incur indebtedness and use cash collateral in accordance with the court order and the amendments. The lenders will also provide additional funding to DDMG Estate pursuant to the recent budget prepared by the company. A copy of the Oct. 12 order is available for free at http://is.gd/1Qqnji DDMG Estate has made 23 amendments to the final order, issued on Nov. 7, 2012, by U.S. Bankruptcy Judge Brendan Shannon. The 23rd amendment, which was approved on Aug. 21, gave the lenders until Oct. 2 to forbear from exercising their remedies under the final order. About Digital Domain Port St. Lucie, Florida-based Digital Domain Media Group, Inc. --http://www.digitaldomain.com/-- engaged in the creation of original content animation feature films, and development of computer-generated imagery for feature films and trans-media advertising primarily in the United States. Digital Domain Media Group, Inc. and 13 affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-12568) on Sept. 11, 2012, to sell its business for $15 million to Searchlight Capital Partners LP, subject to higher and better offers. The Company disclosed assets of $205 million and liabilities totaling $214 million. The Debtors also have sought ancillary relief in Canada, pursuant to the Companies' Creditors Arrangement Act in the Supreme Court of British Columbia, Vancouver Registry. Attorneys at Pachulski Stang Ziehl & Jones serve as counsel to the Debtors. FTI Consulting, Inc.'s Michael Katzenstein is the chief restructuring officer. Kurtzman Carson Consultants LLC is the claims and notice agent. An official committee of unsecured creditors appointed in the case is represented by lawyers at Sullivan Hazeltine Allinson LLC and Brown Rudnick LLP. At a bankruptcy auction, the principal part of the business was purchased by a joint venture between Galloping Horse America LLC, an affiliate of Beijing Galloping Horse Co., and an affiliate of Reliance Capital Ltd., based in Mumbai. The $36.7 million total value of the contact includes $3.6 million to cure defaults on contracts and $2.9 million in reimbursement of payroll costs. As the result of a settlement negotiated by the unsecured creditors' committee with secured lenders, there will be some recovery for the committee's constituency. DIOCESE OF GALLUP: Judge Rejects New Sale of Diocese Properties --------------------------------------------------------------- ABI.org reported that a bankruptcy judge on Oct. 7, 2015, declined to order a new sale of properties belonging to the Diocese of Gallup, N.M. In a separate report, Olivier Uyttebrouck, journal staff writer at Albuquerque Journal reported that a bankruptcy judge declined to order a new sale of properties belonging to the Diocese of Gallup even though auctioneers made an "error in judgment" by turning away a newspaper reporter and a graduate student from what had been billed as a public auction last month in Albuquerque. U.S. Bankruptcy Judge David T. Thuma said that ordering a new auction could harm victims of sexual abuse by priests by reducing the money available to settle the diocese's Chapter 11 bankruptcy case. Auctions held last month in Albuquerque and Phoenix netted the diocese about $160,000 after fees were paid to real estate brokers handling the sales. As of June 30, legal and professional costs in the case had mounted to more than $2.6 million. Ordering a new auction "would cost money," Thuma said at the end of a hearing in Albuquerque. "There is a risk that ordering a new auction would harm the creditors, who are abuse victims." Thuma scheduled the hearing last week after Elizabeth Hardin-Burrola, a reporter for the Gallup Independent, and Meredith Edelman, a doctoral candidate, sent him letters saying they had been barred from a Sept. 19 auction in Albuquerque. Thuma said that although court proceedings generally are open to the public, "an auction is not a court proceeding. An auctioneer is not an officer of the court." He also admonished the diocese's attorneys to "err on the side of keeping this an open proceeding" as the 2-year-old case proceeds. The Diocese of Gallup became the ninth Roman Catholic diocese to file for bankruptcy in 2013 in response to a growing number of lawsuits by people alleging that as children they had been sexually abused by clergy. In all, 57 alleged victims of sexual abuse have been identified as claimants in the case. The diocese identified about three dozen properties for sale in Arizona and New Mexico to raise money to settle the case. Under a plan approved by Thuma, the diocese agreed to a flat fee of $45,000, plus 10 percent of sales prices, to real estate brokers Tucson Realty & Trust Co. and Accelerated Marketing Group of Newport Beach, Calif. The two auctions in Phoenix and Albuquerque grossed a total of about $225,000, of which $20,656 was paid to the brokers. That figure, combined with the $45,000 flat fee, provides the companies with about $65,000. Hardin-Burrola told Thuma that the auctioneer barred her and Edelman from the auction and told them that only "qualified bidders" were allowed to attend. None of the documentation about the auction indicated that members of the public could not attend, she said. Lori Winkelman, an attorney for the diocese, told Thuma that public notice was provided about the auction and anyone who qualified as a bidder on properties was allowed to attend. "A public auction means providing notice to the public," Winkelman said. "Anybody who wanted to bid could participate." About the Diocese of Gallup, NM The Diocese of Gallup, New Mexico, principally encompasses American Indian reservations for seven tribes in northwestern New Mexico and northeastern Arizona. It is the poorest diocese in the U.S. There are 38 active priests working in the Diocese and 27 permanent deacons also serve the Diocese along with five seminarians. The Diocese and its missions, schools and ministries employ approximately 50 people, and a significant number of additional people offer their services as volunteers. The diocese sought bankruptcy protection under Chapter 11 of the Bankruptcy Code (Bankr. D. N.M. Case No. 13-bk-13676) on Nov. 12, 2013, in Albuquerque, New Mexico amid suits for sexual abuse committed by priests. The bishop previously said bankruptcy will be "the most merciful and equitable way for the diocese to address its responsibility." The abuse mostly occurred in the 1950s and early 1960s, the bishop said. The petition shows assets and debt both less than $1 million. DOTS LLC: Court Approves Manor Ventures as Exclusive Agent ---------------------------------------------------------- Dots, LLC and its debtor-affiliates sought and obtained permission from the Hon. Michael B. Kaplan of the U.S. Bankruptcy Court for the District of New Jersey to employ Manor Ventures, LLC as exclusive agent with respect to settlement claims recovery for the Debtors, effective August 24, 2015. Manor Ventures will be responsible for providing the Debtors with services in connection with the Freight Forwarders Settlement, including: -- preparing and filing any and all of Debtors' claims in the Freight Forwarders Settlement, communicate with the claims administrator and other entities as necessary to complete a claim or claims on behalf of the Debtors pursuant to the settlement. The Debtors and Manor Ventures have agreed that Manor Ventures will be paid a commission fee of 25% of Debtors' gross final recovery due from any and all claims filed with respect to the Freight Forwarders Settlement and Manor Ventures shall be responsible for normal costs and expenses. Manor Ventures' commission will be calculated after deducting Manor Ventures reasonable costs from the gross recovery in accordance with the terms of the Service Agreement. However, Manor Ventures will not be entitled to any compensation, or reimbursement of expenses, if the Debtors do not recover sufficient amounts from the litigation. Louis Teplis, managing partner at Manor Ventures, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. About DOTS LLC Dots is a retailer of fashionable clothing, accessories, and footwear for price-conscious women. Dots provides missy and plus size choices to fashion savvy 25 to 35 year old women at approximately 400 retail stores throughout the Midwest, East, and South United States. Dots' workforce includes 3,500 individuals in their stores, distribution center, and corporate headquarters. Dots, LLC, and its affiliates sought bankruptcy protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No. 14-11016) on Jan. 20, 2014, to sell some or all of their assets. Lowenstein Sandler LLP serves as counsel to the Debtors. PricewaterhouseCoopers LLP is financial advisor and investment banker. Donlin, Recano & Company, Inc., is the claims and notice agent. As of the Petition Date, the Debtors have outstanding secured debt owed to senior lender Salus Capital Partners, LLC, of which $14.5 million remains outstanding under a revolving facility and $16.1 million is owed under a term facility. The Debtors also have not less than $17 million outstanding under subordinated term loan agreements with Irving Place Capital Partners III L.P. ("IPC") and related entities. Moreover, the Debtors have aggregate unsecured debts of $47.0 million. The Debtors disclosed $51,574,560 in assets and $85,442,656 in liabilities as of the Chapter 11 filing. Salus, the prepetition senior lender and the DIP lender, is represented by Morgan, Lewis & Bockius, LLP. The prepetition subordinated lenders are represented by Okin Hollander & DeLuca, LLP. The Company has arranged to borrow $36 million to keep operating as it reorganizes under court protection. Otterbourg P.C. serves as counsel to the Official Committee of Unsecured Creditors; and FTI Consulting, Inc., serves as its financial advisor. ECO BUILDING: Mark Zorko Quits as Director ------------------------------------------ Mark Zorko, on Oct. 6, 2015, submitted a letter to the Board of Directors of Eco Building Products, Inc. resigning from his position as a member of the Board. There were no disagreements between the Company and Mr. Zorko that led to his decision to resign, according to a regulatory filing with the SEC. About Eco Building Vista, Calif.-based Eco Building Products is a manufacturer of proprietary wood products treated with an eco-friendly proprietary chemistry that protects against mold, rot, decay, termites and fire. As of March 31, 2015, the Company had $1.47 million in total assets, $58.3 million in total liabilities and a $56.9 million total stockholders' deficit. Eco Building reported a net loss of $28.94 million on $1.46 million of total revenue for the year ended June 30, 2014, compared to a net loss of $24.59 million on $5.22 million of total revenue for the year ended June 30, 2013. Sadler, Gibb & Associates, LLC, in Salt Lake City, UT, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2014. The independent auditors noted that the Company has generated minimal operating revenues, losses from operations, significant cash used in operating activities and its viability is dependent upon its ability to obtain future financing and successful operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. EL PASO CHILDREN'S: Reaches Deal with Landlord ---------------------------------------------- Kelsey Butler, writing for The Deal, reported that El Paso Children's Hospital Corp. is set to file an updated reorganization plan that would hand over ownership to its landlord. According to the report, the Debtor's counsel, Patricia B. Tomasco of Jackson Walker LLP said EPCH has been in constant settlement negotiations with its landlord, the El Paso Hospital District, also known as the University Medical Center of El Paso, with which it has been battling over its El Paso medical facility. Ms. Tomasco said EPCH is "nearly finished with a joint plan [under which] UMC will be sole corporate member," the report related. 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 ("UMC"). The Company sought Chapter 11 protection (Bankr. W.D. Tex. Case No. 15-30784) on May 19, 2015, following disputes with UMC. The Debtor has continued its operations throughout its bankruptcy case. The case is assigned to Judge H. Christopher Mott. The Debtor disclosed $34,907,119 in assets and $14,934,578 in liabilities as of the Chapter 11 filing. The Debtor tapped Jackson Walker LLP as counsel, and AP Services, LLC ("AlixPartners"), as financial advisors. Mark Herbers of AlixPartners was appointed as the Debtor's Chief Executive and Restructuring Officer. A patient care ombudsman was appointed in this case on June 12, 2015, pursuant to which Ms. Suzanne Koenig was appointed as the patient care ombudsman for the Debtor. A Committee of Unsecured Creditors was formed on Sept. 1, 2015. The Committee tapped Brinkman Portillo Ronk, APC as its counsel, and Singer & Levick P.C. as its co-counsel. * * * The Court has previously denied a motion by UMC to terminate the Debtor's exclusivity periods to propose a Chapter 11 plan. UMC wants to file its own Chapter 11 Plan of Reorganization for the Debtor. El Paso Children's Hospital has proposed a Chapter 11 plan that offers two scenarios to achieve payment of claims. Under Plan Scenario A, the Debtor will enter into a transaction with a strategic partner. Under Plan Scenario B, control of the hospital will be on terms proposed by UMC, subject to certain modifications. ELBIT IMAGING: Board OKs NIS 50 Million Notes BuyBack Program ------------------------------------------------------------- Elbit Imaging Ltd. announced that its board of directors approved a program to repurchase up to NIS 50 million (approximately $13 million) of Elbit's Series H Notes and Series I Notes, which are traded on the Tel Aviv Stock Exchange. The board has determined that the Company will have a significant preference to the purchase Series H Notes. The repurchases will be made from time to time in the open market on the Tel Aviv Stock Exchange, in privately negotiated transactions or in a combination of the two, commencing the date of this announcement and for a period of 12 months. The repurchase program does not require the Company to acquire any or any specific amount of notes, and it may be modified, suspended, extended or discontinued without prior notice. Repurchases Notes under this program depends on factors such as market conditions and legal compliance. Notes repurchased by the Company will be canceled and removed from trading. Simultaneously with this announcement and in accordance with the loan agreement with Bank Hapoalim, the Company has repaid principal amount of approximately NIS 10 million to Bank Hapoalim. Ron Hadassi, chairman of Elbit commented: "In the last year and a half, following the completion of the Company's debt arrangement, the Company has taken multiple measures to stabilize the Company's financial situation, including sale of several assets, equity rounds in the medical companies, completion of the debt restructuring in Plaza, purchase of the minority shareholdings in the Radison Bucuresti Hotel alongside with a significant cost saving measures in the Company's G&A expenses. Following the completion of these steps, Elbit turns to deal with the reduction of its corporate leverage for the benefit of all the Company's stake holders. The repurchases of the Company's Notes will decrease its corporate debt and will enable us to enhance our assets in order to realize them in the optimal timing." Doron Moshe, the Company's acting CEO and CFO further added: "Elbit's Board has decided to approve the repurchase of the Company's Notes in the amount of NIS 50 million, in order to reduce the level of the Company's corporate debt. The management believes that due to the high yields of the Company's Notes, the repurchase of the Notes is the appropriate use of the Company's free cash, which was recently derived from the realization of its hotels in Belgium and other assets. This step will decrease the Company's finance costs and will improve its financial stability." About Elbit Imaging Tel-Aviv, Israel-based Elbit Imaging Ltd. (TASE, NASDAQ: EMITF) holds investments in real estate and medical companies. The Company, through its subsidiaries, also develops shopping and entertainment centers in Central Europe and invests in and manages hotels. Since February 2013, Elbit has intensively endeavored to come to an arrangement with its creditors. Elbit has said it has been hanging by a thread for more than five months. It has encountered cash flow difficulties and this burdens its day to day activities, and it certainly cannot make the necessary investments to improve its assets. In light of the arrangement proceedings, and according to the demands of most of the bondholders, as well as an agreement that was signed on March 19, 2013, between Elbit and the Trustees of six out of eight series of bonds, Elbit is prohibited, inter alia, from paying off its debts to the financial creditors -- and as a result a petition to liquidate Elbit was filed, and Bank Hapoalim has declared its debts immediately payable, threatening to realize pledges that were given to the Bank on material assets of the Company -- and Elbit undertook not to sell material assets of the Company and not to perform any transaction that is not during its ordinary course of business without giving an advance notice to the trustees. Accountant Rony Elroy has been appointed as expert for examining the debt arrangement in the Company. In July 2013, Elbit Imaging's controlling shareholders, Europe- Israel MMS Ltd. and Mr. Mordechay Zisser, notified the Company that the Tel Aviv District Court has appointed Adv. Giroa Erdinast as a receiver with regards to the ordinary shares of the Company held by Europe Israel securing Europe Israel's obligations under its loan agreement with Bank Hapoalim B.M. The judgment stated that the Receiver is not authorized to sell the Company's shares at this stage. Following a request of Europe-Israel, the Court also delayed any action to be taken with regards to the sale of those shares for a period of 60 days. Europe Israel and Mr. Zisser have also notified the Company that they utterly reject the Bank's claims and intend to appeal the Court's ruling. As of June 30, 2015, the Company had NIS 2.8 billion in total assets, NIS 2.5 billion in total liabilities and NIS 338.3 million in shareholders' equity. ELBIT IMAGING: Gamida Cell Has Investment Agreement with Novartis ----------------------------------------------------------------- Elbit Imaging Ltd. announced that Gamida Cell Ltd., an indirect Associate of the Company, has entered into agreement with Novartis Pharma AG, which consists of the following material agreements: At the closing of the Agreement, Novartis will invest in Gamida an immediate amount of $5 million, in return for approximately 2.5% in Gamida on a fully diluted basis. Novartis will then hold approximately 18% in Gamida on a fully diluted basis. In addition, in the event that by the end of 2017 Gamida shall raise the minimum remaining funding required to cover the Phase III study of NiCord, by way of an equity investment, Novartis will invest in Gamida, subject to certain conditions set in the Agreement, an additional amount of up to US$ 10 million. The closing of the Agreement is conditioned upon certain standard conditions as described in the Agreement. The Company holds approximately 82.7% of the share capital of Elbit Medical Technologies Ltd. (TASE: EMTC-M) (on a fully diluted basis) which, in turn, will hold, after the completion of the Agreement, approximately 22.5% of the share capital in Gamida (on a fully diluted basis). "At this point in time, there is no certainty that the Agreement will be completed or that the conditions for the Future Investment will be fulfilled," the Company said in a press release. About Elbit Imaging Tel-Aviv, Israel-based Elbit Imaging Ltd. (TASE, NASDAQ: EMITF) holds investments in real estate and medical companies. The Company, through its subsidiaries, also develops shopping and entertainment centers in Central Europe and invests in and manages hotels. Since February 2013, Elbit has intensively endeavored to come to an arrangement with its creditors. Elbit has said it has been hanging by a thread for more than five months. It has encountered cash flow difficulties and this burdens its day to day activities, and it certainly cannot make the necessary investments to improve its assets. In light of the arrangement proceedings, and according to the demands of most of the bondholders, as well as an agreement that was signed on March 19, 2013, between Elbit and the Trustees of six out of eight series of bonds, Elbit is prohibited, inter alia, from paying off its debts to the financial creditors -- and as a result a petition to liquidate Elbit was filed, and Bank Hapoalim has declared its debts immediately payable, threatening to realize pledges that were given to the Bank on material assets of the Company -- and Elbit undertook not to sell material assets of the Company and not to perform any transaction that is not during its ordinary course of business without giving an advance notice to the trustees. Accountant Rony Elroy has been appointed as expert for examining the debt arrangement in the Company. In July 2013, Elbit Imaging's controlling shareholders, Europe- Israel MMS Ltd. and Mr. Mordechay Zisser, notified the Company that the Tel Aviv District Court has appointed Adv. Giroa Erdinast as a receiver with regards to the ordinary shares of the Company held by Europe Israel securing Europe Israel's obligations under its loan agreement with Bank Hapoalim B.M. The judgment stated that the Receiver is not authorized to sell the Company's shares at this stage. Following a request of Europe-Israel, the Court also delayed any action to be taken with regards to the sale of those shares for a period of 60 days. Europe Israel and Mr. Zisser have also notified the Company that they utterly reject the Bank's claims and intend to appeal the Court's ruling. As of June 30, 2015, the Company had NIS 2.8 billion in total assets, NIS 2.5 billion in total liabilities and NIS 338.3 million in shareholders' equity. ELBIT IMAGING: Interim Injunction Hearing Moved to Oct. 18 ---------------------------------------------------------- Elbit Imaging Ltd. announced that the hearing with respect to the interim injunction for temporary remedies, originally dated Oct. 14, 2015, has been re-scheduled by the court and will take place on Oct. 18, 2015. About Elbit Imaging Tel-Aviv, Israel-based Elbit Imaging Ltd. (TASE, NASDAQ: EMITF) holds investments in real estate and medical companies. The Company, through its subsidiaries, also develops shopping and entertainment centers in Central Europe and invests in and manages hotels. Since February 2013, Elbit has intensively endeavored to come to an arrangement with its creditors. Elbit has said it has been hanging by a thread for more than five months. It has encountered cash flow difficulties and this burdens its day to day activities, and it certainly cannot make the necessary investments to improve its assets. In light of the arrangement proceedings, and according to the demands of most of the bondholders, as well as an agreement that was signed on March 19, 2013, between Elbit and the Trustees of six out of eight series of bonds, Elbit is prohibited, inter alia, from paying off its debts to the financial creditors -- and as a result a petition to liquidate Elbit was filed, and Bank Hapoalim has declared its debts immediately payable, threatening to realize pledges that were given to the Bank on material assets of the Company -- and Elbit undertook not to sell material assets of the Company and not to perform any transaction that is not during its ordinary course of business without giving an advance notice to the trustees. Accountant Rony Elroy has been appointed as expert for examining the debt arrangement in the Company. In July 2013, Elbit Imaging's controlling shareholders, Europe- Israel MMS Ltd. and Mr. Mordechay Zisser, notified the Company that the Tel Aviv District Court has appointed Adv. Giroa Erdinast as a receiver with regards to the ordinary shares of the Company held by Europe Israel securing Europe Israel's obligations under its loan agreement with Bank Hapoalim B.M. The judgment stated that the Receiver is not authorized to sell the Company's shares at this stage. Following a request of Europe-Israel, the Court also delayed any action to be taken with regards to the sale of those shares for a period of 60 days. Europe Israel and Mr. Zisser have also notified the Company that they utterly reject the Bank's claims and intend to appeal the Court's ruling. As of June 30, 2015, the Company had NIS 2.8 billion in total assets, NIS 2.5 billion in total liabilities and NIS 338.3 million in shareholders' equity. ELECTRIC SERVICE OF MONTGOMERY: Case Summary & 20 Top Creditors --------------------------------------------------------------- Debtor: Electric Service of Montgomery L.L.C. P.O. Box 9695 Montgomery, AL 36108 Case No.: 15-32875 Chapter 11 Petition Date: October 13, 2015 Court: United States Bankruptcy Court Middle District of Alabama (Montgomery) Debtor's Counsel: Michael A. Fritz, Sr., Esq. FRITZ LAW FIRM 25 South Court Street, Suite 200 Montgomery, AL 36104 Tel: 334-230-9790 Fax: 334-230-9789 Email: bankruptcy@fritzlawalabama.com Estimated Assets: $50,000 to $100,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Daniel Starr, principal owner. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/almb15-32875.pdf ESSAR STEEL: Moody's Lowers CFR to Caa3, Outlook Negative --------------------------------------------------------- Moody's Investors Service downgraded Essar Steel Algoma Inc.'s (ESA) corporate family rating and probability of default rating to Caa3 and Caa3-PD from Caa1 and Caa1-PD respectively. At the same time Moody's downgraded the revolving credit facility rating to B2 from B1, the senior secured term loan facility and senior secured notes rating to Caa1 from B2. The rating on 1839688 Alberta ULC's secured (third/fourth lien) notes (guaranteed by ESA and other subsidiaries of ESA) was downgraded to Ca from Caa2. The outlook is negative. ESA is owned by Essar Steel Holdings LTD and is part of the Essar Global Group based in India. The downgrade reflects the expected impact on ESA's performance from the severe drop in steel prices that has dominated the steel industry in 2015, and which in conjunction with ongoing cost pressures, despite cost benefits from the weaker Canadian Dollar, is contributing to ongoing operating losses at ESA. With hot-rolled prices averaging about US$ 472/ton through September 2015 and currently in the US$ 415/ton range, the company has negative operating profits, which will widen in the second quarter ended Sept. 30, 2015, from the C$28.9 million operating loss in the first quarter ended March 31, 2015 and EBITDA (C$ 5.6 million in the first quarter) could turn negative for the quarter. The downgrade also considers the weak liquidity position of the company and lack of alternative sources absent further funds from its parent, given the likely continued cash burn on the loss making operations and the upcoming Nov. 15, 2015, interest payment (USD17.8 million) on the 9.5% senior secured notes. Downgrades: Issuer: Essar Steel Algoma Inc. Corporate Family Rating, Downgraded to Caa3 from Caa1 Probability of Default Rating, Downgraded to Caa3-PD from Caa1- PD Senior Secured Bank Credit Facility (Foreign Currency), Downgraded to B2 (LGD1) from B1 (LGD1) Senior Secured Bank Credit Facility (Foreign Currency), Downgraded to Caa1 (LGD2) from B2 (LGD2) Senior Secured Regular Bond/Debenture (Foreign Currency), Downgraded to Caa1 (LGD2) from B2 (LGD2) Issuer: Essar Steel Algoma Inc. Outlook, Changed To Negative From Stable Downgrades: Issuer: 1839688 Alberta ULC Backed Senior Secured 3rd Lien Bond/Debenture (Foreign Currency), Downgraded to Ca (LGD4) from Caa2 (LGD4) Outlook Actions: Issuer: 1839688 Alberta ULC Outlook, Changed To Negative From Stable RATINGS RATIONALE The Caa3 CFR reflects the company's weak debt protection metrics, the headwinds facing the steel industry as reflected by weak capacity utilization rates, high import levels, the collapse of the OCTG market as a result of the drop in oil prices and the collapse in steel prices. There is no meaningful catalyst seen for the degree of improvement necessary to materially change ESA's operating performance. ESA completed a recapitalization and refinancing of its debt in late 2014. Nevertheless, the company remained highly leveraged as of December 2014, with an LTM adjusted leverage ratio (debt/EBITDA) of more than 10x. ESA's interest coverage ratio (EBIT/Interest Expense) was also very weak, with its EBIT not fully covering its interest expense. Given the steep fall in steel prices to date in 2015, these metrics are likely to have deteriorated further. ESA no longer provides public financial statements. In November 2014, ESA completed a refinancing and recapitalization transaction through a plan of arrangement under the Canada Business Corporations Act. The recapitalization included ESA's ultimate parent, Essar Global Fund Limited and its affiliates providing roughly $400 million in support through a combination of an equity infusion, the conversion of existing obligations into preferred stock and the purchase of ESA's Port of Algoma. There is no expectation of parental support incorporated in the rating. The Caa3 CFR also considers the business and operating issues facing the company in its ongoing dispute with Cliffs Natural Resources concerning the Pellet Sale and Purchase Agreement. Cliffs recently announced that it has terminated the Agreement and ESA has filed for a Temporary Restraining Order. This presents further challenges beyond running the blast furnace as this time frame represents the seasonal need to build inventory levels in advance of winter weather on the Great Lakes. The CFR also captures the single site location and modest scale (2.5 million tons approximately) and limited customer base. Under Moody's loss given default methodology, the B2 rating on the ABL revolver reflects its superior position in the capital structure and the expectation of significant recovery given the first priority claim on receivables and inventory among other current assets. The Caa1 rating on both the term loan and senior secured notes, which are secured principally by plant, property and equipment and other non- current assets and have a second lien on the collateral securing the ABL revolver, reflects the weaker position of these instruments in the debt waterfall. The ABL facility has a second lien on the collateral securing the term loan and the senior secured notes. The Ca rating on the secured (third/fourth lien) notes reflects the subordination of these instruments to a considerable amount of other secured debt and the expectation of a considerable loss in value in a default scenario. The ABL revolver, term loan and secured notes benefit from the loss absorption capacity of ESA's secured (third/forth lien) debt, as well as pension obligations and accounts payable. The negative outlook reflects our expectation that industry conditions will not materially improve over the next several months and that ESA will continue to face liquidity pressures Given the single site location and weak steel industry fundamentals, upward rating movement is unlikely over the next twelve to eighteen months. Downward rating pressure would arise should liquidity worsen. The principal methodology used in these ratings was Global Steel Industry published in October 2012. Headquartered in Sault Ste. Marie, Ontario, Canada, ESA is an integrated steel producer. Approximately 80% to 85% of ESA's sales are sheet products with plate products accounting for the balance. For the 12 months ending December 31, 2014, ESA generated revenues of C$1.9 billion FOUNTAIN HILLS: Case Summary & Largest Unsecured Creditor --------------------------------------------------------- Debtor: Fountain Hills Plaza, LLC PO Box 920798 El Paso, TX 79902 Case No.: 15-12708 Chapter 11 Petition Date: October 13, 2015 Court: United States Bankruptcy Court New Mexico (Albuquerque) Debtor's Counsel: Michael K Daniels, Esq. MICHAEL K. DANIELS, ATTORNEY AT LAW PO Box 1640 Albuquerque, NM 87103-1640 Tel: 505-246-9385 Fax: 505-246-9104 Email: mdaniels@nm.net Total Assets: $11.3 million Total Liabilities: $5.4 million The petition was signed by Jason Shaffer, managing member. The Debtor listed Ameri-Contractors, LLC as its largest unsecured creditor holding a claim of $70,000. FOUNTAIN HILLS: Files Schedules of Assets and Liabilities --------------------------------------------------------- Fountain Hills Plaza, LLC, filed with the Bankruptcy Court its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $11,017,000 B. Personal Property $245,000 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $5,352,539 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $70,000 ----------- ----------- TOTAL $11,262,000 $5,422,539 A copy of the Schedules is available for free at: http://bankrupt.com/misc/FOUNTAIN_Schedules.pdf About Fountain Hills Fountain Hills Plaza, LLC, sought Chapter 11 bankruptcy protection (Bankr. D. N.M. Case No. 15-12708) on Oct. 13, 2015. The petition was signed by Jason Shaffer as managing member. The Debtor reported assets of $11.3 million and liabilities of $5.4 million. Michael K Daniels, Esq. represents the Debtor as counsel. The Debtor listed Ameri-Contractors, LLC as its largest unsecured creditor holding a claim of $70,000. FOUNTAIN HILLS: Hires Michael K. Daniels as Attorney ---------------------------------------------------- Fountain Hills Plaza, LLC, seeks permission from the Bankruptcy Court to employ Michael K. Daniels, Esq., as attorney to assist it in reorganizing under Chapter 11. The Debtor intends to pay Mr. Daniels at the rate of $250 per hour plus costs and gross receipts tax. The Debtor seeks to reimburse Mr. Daniels 100% of his advanced costs, and to pay Mr. Daniels 75% of his fees on a monthly basis with the remaining 25% to be held pending approval of a fee application. Mr. Daniels will file fee applications every 180 days. The Debtor believes Mr. Daniels represents no interest adverse to it or its estate. About Fountain Hills Fountain Hills Plaza, LLC, sought Chapter 11 bankruptcy protection (Bankr. D. N.M. Case No. 15-12708) on Oct. 13, 2015. The petition was signed by Jason Shaffer as managing member. The Debtor reported assets of $11.3 million and liabilities of $5.4 million. Michael K Daniels, Esq. represents the Debtor as counsel. The Debtor listed Ameri-Contractors, LLC as its largest unsecured creditor holding a claim of $70,000. GARLOCK SEALING: EJ Saad Law Firm Represents Asbestos Claimants --------------------------------------------------------------- Matthew Andrews, an attorney of E. J. Saad Law Firm, declared in a Rule 2019 Statement filed with the Bankruptcy Court in Charlotte, North Carolina, that he and his firm represent several personal injury claimants injured by asbestos or asbestos-containing products manufactured by debtor Garlock Sealing Technologies, LLC et al. "The nature of the claim held by each Claimant is a personal injury tort claim for damages claimants contended were caused by asbestos or asbestos-containing products," Mr. Andrews said. The firm may be reached at: Matthew Andrews, Esq. E. J. SAAD LAW FIRM 6207 Cottage Hill Road, Suite G Mobile, AL 36609 Tel: 251-660-0888 About Garlock Sealing Headquartered in Palmyra, New York, Garlock Sealing Technologies LLC is a unit of EnPro Industries, Inc. (NYSE: NPO). For more than a century, Garlock has been helping customers efficiently seal the toughest process fluids in the most demanding applications. On June 5, 2010, Garlock filed a voluntary Chapter 11 petition (Bankr. W.D.N.C. Case No. 10-31607) in Charlotte, North Carolina, to establish a trust to resolve all current and future asbestos claims against Garlock under Section 524(g) of the U.S. Bankruptcy Code. The Debtor estimated $500 million to $1 billion in assets and up to $500 million in debts as of the Petition Date. Affiliates The Anchor Packing Company and Garrison Litigation Management Group, Ltd., also filed for bankruptcy. Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A., represents the Debtor in their Chapter 11 effort. Garland S. Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel for asbestos matters. The Official Committee of Asbestos Personal Injury Claimants in the Chapter 11 cases is represented by Travis W. Moon, Esq., at Hamilton Moon Stephens Steele & Martin, PLLC, in Charlotte, NC, Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New York, and Trevor W. Swett III, Esq., Leslie M. Kelleher, Esq., and Jeanna Rickards Koski, Esq., in Washington, D.C. 20005. Joseph W. Grier, III, the Court-appointed legal representative for future asbestos claimants, has retained A. Cotten Wright, Esq., at Grier Furr & Crisp, PA, and Richard H. Wyron, Esq., and Jonathan P. Guy, Esq., at Orrick, Herrington & Sutcliffe LLP, as his co-counsel. Judge George Hodges of the United States Bankruptcy Court for the Western District of North Carolina on Jan. 10, 2014, entered an order estimating the liability for present and future mesothelioma claims against Garlock Sealing at $125 million, consistent with the positions GST put forth at trial. GARLOCK SEALING: Rayburn Added to "Retained Counsel" Definition --------------------------------------------------------------- Bankruptcy Judge J. Craig Whitley in Charlotte, North Carolina, gave his stamp of approval on a stipulation and agreed order authorizing certain retained counsel for debtor Garlock Sealing Technologies LLC, et al., the official committee of asbestos personal injury claimants, and the legal representative of future asbestos claimants to retain consulting and testifying experts for purposes of litigation. The stipulation provides that the Debtors' bankruptcy counsel -- Rayburn Cooper & Durham P.A. -- is added to the definition of "retained counsel". "Retained Counsel" now consists of: 1. For the Debtors: -- Robinson Bradshaw & Hinson P.A.; -- Schachter Harris LLP; and -- Rayburn Cooper 2. For the Committee: -- Caplin & Drysdale, Chartered; and 3. For the FCR: -- Orrick Herrington & Sutcliffe LLP The Asbestos Committee is represented by: James P. Wehner, Esq. Caplin & Drysdale, Chartered One Thomas Circle. NW, Suite Washington, DC 20005 Tel: (202)862-5000 Email: jwehner@capdale.com The FCR is represented by: Jonathan P. Guy, Esq. ORRICK HERRINGTON & SUTCLIFFE LLP 1152 15th Street NW Washington, DC 20005 Tel: (202)339-8516 E-mail: jguy@orrick.com About Garlock Sealing Headquartered in Palmyra, New York, Garlock Sealing Technologies LLC is a unit of EnPro Industries, Inc. (NYSE: NPO). For more than a century, Garlock has been helping customers efficiently seal the toughest process fluids in the most demanding applications. On June 5, 2010, Garlock filed a voluntary Chapter 11 petition (Bankr. W.D.N.C. Case No. 10-31607) in Charlotte, North Carolina, to establish a trust to resolve all current and future asbestos claims against Garlock under Section 524(g) of the U.S. Bankruptcy Code. The Debtor estimated $500 million to $1 billion in assets and up to $500 million in debts as of the Petition Date. Affiliates The Anchor Packing Company and Garrison Litigation Management Group, Ltd., also filed for bankruptcy. Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A., represents the Debtor in their Chapter 11 effort. Garland S. Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel for asbestos matters. The Official Committee of Asbestos Personal Injury Claimants in the Chapter 11 cases is represented by Travis W. Moon, Esq., at Hamilton Moon Stephens Steele & Martin, PLLC, in Charlotte, NC, Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New York, and Trevor W. Swett III, Esq., Leslie M. Kelleher, Esq., and Jeanna Rickards Koski, Esq., in Washington, D.C. 20005. Joseph W. Grier, III, the Court-appointed legal representative for future asbestos claimants, has retained A. Cotten Wright, Esq., at Grier Furr & Crisp, PA, and Richard H. Wyron, Esq., and Jonathan P. Guy, Esq., at Orrick, Herrington & Sutcliffe LLP, as his co-counsel. Judge George Hodges of the United States Bankruptcy Court for the Western District of North Carolina on Jan. 10, 2014, entered an order estimating the liability for present and future mesothelioma claims against Garlock Sealing at $125 million, consistent with the positions GST put forth at trial. GAS-MART USA: Judge Denies Custodian's Ch. 11 Dismissal Motion -------------------------------------------------------------- Judge Arthur B. Federman of the United States Bankruptcy Court for the Western District of Missouri denied the motion filed by John Sopinski seeking dismissal of the Chapter 11 cases of Gas Mart USA Inc, et al. Mr. Sopiski sought dismissal of the Chapter 11 cases on the grounds that the Debtors' directors and managers were stripped of their authority to commence these bankruptcy cases upon his appointment as custodian by the State Court. Alternatively, the Custodian asks the Court to abstain from hearing his request, excuse him from the turn over requirement of the Bankruptcy Code, or appoint him as Chapter 11 trustee. In opposition to the motion, the Debtors argue that dismissal is not appropriate. The Debtors explain that the purpose of the Custodian Order was to provide transparency by reporting to the shareholders and members on operations of the companies. However, it became evident from his actions after appointment that the Custodian is an agent of the Gustin family. The Debtors allege that the Custodian is disordered and confused, having on at least one occasion become lost in one of the stores. By all indications, the Custodian simply lacks the aptitude and stamina necessary to oversee the successful continued operations of the Debtors in these large and complex reorganization cases. To be clear, Debtors do not believe that Mr. Sopinski is entitled to any further payments from the Debtors for his services, and will not make any such payment to Mr. Sopinski unless and until ordered to do so by this Court. Sun Life Assurance Company of Canada, a secured creditor, also opposed the Custodian's motion asserting that the motion underscores the need for the Debtors' operations and restructuring. Abstention or installing the Custodian as a Chapter 11 trustee -- will not serve the interests of creditors. Simply put, Sun Life believes that the Court is the most appropriate and capable forum for addressing the Debtors' problems, and the relief sought by the Custodian should be denied in all respects, Sunlife adds. Mr. Sopinski argued that the Bankruptcy Court should follow the express Orders of Johnson County District Court that the Custodian is the party with decision making ability. Morever, the Custodian requests the entry of an order confirming that he is the authorized corporate representative that is empowered to make corporate decisions on behalf of the Debtor; that all shareholders, former directors, and the CEO shall not take action on behalf of the Debtor without the Custodian's approval. UMB Bank, N.A., also objected to the request, asserting that the granting of the various relief sought in the Motion will likely constitute an event of default under the DIP Order, for which UMB may terminate the Post-Petition Financing and exercise the rights afforded to it under the DIP Order. Accordingly, it would effectively eliminate Debtors' ability to reorganize under Chapter 11, which, ironically, would likely end any chance the interest holders would have for a recovery. The Motion only serves as an extension of the dispute between out-of-the-money interest holders. As such, it is an unnecessary distraction from Debtors' restructuring efforts that only serves to further harm the creditors, UMB added. The Debtors are represented by: Paul M. Hoffmann, Esq. Sharon Stolte, Esq. Nicholas J. Zluticky, Esq. STINSON LEONARD STREET LLP 1201 Walnut, Suite 2900 Kansas City, MO 64106 Tel: (816) 842-8600 Fax: (816) 691-3495 Email: paul.hoffmann@stinsonleonard.com sharon.stolte@stinsonleonard.com nicholas.zluticky@stinsonleonard.com Custodian John Sopinski is represented by: Colin N. Gotham, Esq. EVANS & MULLINIX, P.A. 7225 Renner Road, Suite 200 Shawnee, KS 66217 Tel: (913) 962-8700 Fax: (913) 962-8701 Email: cgotham@emlawkc.com UMB BANK, N.A. is represented by: Scott J. Goldstein, Esq. MO # 28698 Eric L. Johnson, Esq. MO # 53131 SPENCER FANE BRITT & BROWNE LLP 1000 Walnut Street Kansas City, Missouri 64106 Tel: (816) 478-8100 Fax: (816) 471-6467 Email: sgoldstein@spencerfane.com ejohnson@spencerfane.com Sun Life Assurance Company of Canada is represented by: William C. Heuer, P.C., Esq. DUANE MORRIS LLP 1540 Broadway New York, NY 10036 Tel: (212) 692-1070 Fax: (212) 208-4521 Email: wheuer@duanemorris.com -- and -- Jeffrey A. Deines, Esq. Shane J. McCall, Esq. LENTZ CLARK DEINES PA 9260 Glenwood Overland Park, KS 66212 Tel: (913) 648-0600 Fax: (914) 648-0664 Email: jdeines@lcdlaw.com smccall@lcdlaw.com About Gas-Mart Gas-Mart USA, Inc., Aving-Rice, LLC, Fran Transport & Oil Company, and G&G Enterprises, LLC, sought Chapter 11 bankruptcy protection (Bankr. W.D. Mo. Lead Case No. 15-41915) in Kansas City, Missouri, on July 2, 2015. Gas-Mart and Aving-Rice own and operate gasoline station/conveniences stores ("C-Stores"). With locations in Iowa, Illinois, Indiana, Nebraska, and Wisconsin, Gas-Mart and Aving Rice operate 22 and 20 stores, respectively, as of the Petition Date. G&G owns and leases ATM's to the 42 Gas-Mart and Aving-Rice locations as well as certain ConocoPhillips locations in the greater Kansas City Area. Fran is a fuel hauling business located in and serving Kansas City. Judge Arthur B. Federman presides over the Chapter 11 cases. The Debtors tapped Stinson Leonard Street LLP as attorneys; Polsinelli PC as special counsel; Brown & Ruprecht, PC as conflicts counsel; and Frank Wendt as special conflicts counsel. The Debtors' Chapter 11 plan and disclosure statement are due Oct. 30, 2015. Gas-Mart estimated $10 million to $50 million in assets and debt. In July, Daniel Casamatta, acting U.S. trustee, appointed seven creditors to serve on Gas-Mart's official committee of unsecured creditors. The committee is represented by Freeborn & Peters LLP, in Chicago, Illinois. GREEN EARTH: Incurs $8.1 Million Net Loss in Fiscal 2015 -------------------------------------------------------- Green Earth Technologies, Inc., filed with the Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $8.08 million on $766,000 of net sales for the year ended June 30, 2015, compared to a net loss of $6.84 million on $4.05 million of net sales for the year ended June 30, 2014. As of June 30, 2015, the Company had $11.74 million in total assets, $28.83 million in total liabilities and a $17.09 million total stockholders' deficit. Friedman LLP, in East Hanover, New Jersey, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2015, citing that the Company's losses, negative cash flows from operations, working capital deficit, related party note in default payable upon demand and its ability to pay its outstanding liabilities through fiscal 2016 raise substantial doubt about its ability to continue as a going concern. A full-text copy of the Form 10-K is available for free at: http://is.gd/70mQml About Green Earth Technologies White Plains, N.Y.-based Green Earth Technologies, Inc. (OTC QB: GETG) -- http://www.getg.com/-- markets, sells and distributes bio-degradable performance and cleaning products. The Company's product line crosses multiple industries including the automotive aftermarket, marine and outdoor power equipment markets. HAGGEN HOLDINGS: Trustee Wants Stroock Off Case Over JPMorgan Ties ------------------------------------------------------------------ Aebra Coe at Bankruptcy Law360 reported that a U.S. trustee overseeing the bankruptcy of grocery giant Haggen told a Delaware court on Oct. 9, 2015, that Stroock & Stroock & Lavan LLP should not serve as counsel for the Debtor, because JPMorgan Chase Bank, a participant in Haggen's credit facility, is a major client of the law firm. Andrew R. Vara urged the federal bankruptcy court to prevent Stroock from representing Haggen Holdings LLC, saying the firm has failed to demonstrate that it is disinterested in the outcome of the case. About Haggen Haggen Holdings, LLC, and its affiliates filed Chapter 11 bankruptcy petitions (Bankr. D. Del., Case Nos. 15-11874 to 15-11879) on Sept. 8, 2015. The petitions were signed by Blake Barnett as chief financial officer. Young, Conaway, Stargatt & Taylor, LLP, is serving as the Debtors' local counsel. Stroock & Stroock & Lavan LLP serves as the Debtors' general counsel. Alvarez & Marsal North America, LLC, acts as the Debtors' financial advisor. Kurtzman Carson Consultants LLC serves as the Debtors' claims and noticing agent. The Debtors have estimated assets of $50 million to $100 million and estimated liabilities of $10 million to $50 million. HARBOR PLUMBING: Involuntary Chapter 11 Case Summary ---------------------------------------------------- Alleged Debtor: Harbor Plumbing & Heating, Inc. aka Harbor Plumbing & Heating aka Harbor Plumbing and Heating, Inc. Post Office Box 32117 Juneau, AK 99803 Case Number: 15-00343 Involuntary Chapter 11 Petition Date: October 13, 2015 Court: United States Bankruptcy Court District of Alaska (Anchorage) Petitioners' Counsel: Gary C. Sleeper, Esq. JERMAIN DUNNAGAN & OWENS 3000 A Street, Suite 300 Anchorage, AK 99503 Tel: (907) 563-8844 Fax: (907)563-7322 Email: gcsleeper@jdolaw.com Petitioners Nature of Claim Claim Amount ----------- --------------- ------------ Plumbers and Pipefitters Employee $10,339 Local Union No. 262 Trust Benefits Funds and Steamfitters Local Union No. 262 Apprenticeship and Journeyman Training Trust Fund 1751 Anka St. Juneau, AK Plumbers and Pipefitters U.A. Employee $155,476 Local Union 367 Health & Benefits Welfare Trust Fund 610 W 54th Ave. Anchorage, AK Local Number 262 of the Employee $42,666 Plumbers and Pipefitters Benefits Union, A.F. of L. - C.I.O. of Southeastern Alaska Employees' Supplemental Retirement Plan 1751 Anka St., Juneau, AK HD SUPPLY: Unit Redeems $675M Outstanding 11% Sr. Notes Due 2020 ---------------------------------------------------------------- HD Supply Holdings, Inc. announced that HD Supply, Inc., its indirect wholly-owned subsidiary, had redeemed all of its outstanding $675 million 11% Senior Secured Second Priority Notes due 2020 using proceeds from the completion of the previously announced sale of its Power Solutions business. The redemption amount of $783.3 million included a make-whole premium of approximately $71.6 million and accrued interest of approximately $36.7 million. The reduction in future interest expense is expected to be approximately $75 million annually. The Company's Net Debt to Adjusted EBITDA leverage ratio as of Aug. 2, 2015, is 5.3x adjusted for this redemption of the Second Priority Notes. About HD Supply HD Supply, Inc., headquartered in Atlanta, Georgia, is one of the largest North American wholesale distributors supporting residential and non-residential construction and to a lesser extent electrical consumption and repair and remodeling. HDS also provides maintenance, repair and operations services. Its businesses are organized around three segments: Infrastructure and Energy; Maintenance, Repair & Improvement; and, Specialty Construction. HDS operates through approximately 800 locations throughout the U.S. and Canada serving contractors, government entities, maintenance professionals, home builders and professional businesses. As of May 3, 2015, HD Supply had $6.3 billion in total assets, $6.8 billion in total liabilities and a $498 million total stockholders' deficit. * * * As reported by the TCR on Aug. 5, 2015, Moody's Investors Service upgraded HD Supply, Inc.'s Corporate Family Rating to B2 from B3 and revised its rating outlook to positive from stable, since key debt credit metrics are becoming more supportive of higher ratings. The upgrade of HDS's Corporate Family Rating to B2 from B3 and the change in rating outlook to positive from stable results from Moody's expectations for key debt credit metrics becoming more supportive of higher ratings, due to solid operating performance and lower levels of balance sheet debt. The TCR reported in August 2015 that Standard & Poor's Ratings Services said that it has raised its corporate credit rating on Atlanta-based industrial distributor HD Supply Inc. to 'B+' from 'B'. "The upgrade reflects the company's consistently good operating performance over the past 12 months, which has caused its leverage to fall below 6x as of May 3, 2015," said Standard & Poor's credit analyst Svetlana Olsha. HEPAR BIOSCIENCE: Reorganization Plan Confirmed ----------------------------------------------- The U.S. Bankruptcy Court for the District of South Dakota entered an order confirming the reorganization plan of Hepar Bioscience LLC. The Court approved the Debtor's Modified Disclosure Statement on July 29, 2015, set an Aug. 31 deadline for ballots and objections, and a Sept. 3 confirmation hearing on the Debtor's Modified Plan of Reorganization Dated July 21, 2015. The Plan was accepted by all voting classes: Northwest Bank, with an $18.3 million claim in Class 1; Global Engineering and Construction, with a $98,800 claim in Class 2; and unsecured creditors in Class 3. Eight unsecured creditors with total claims of $2.13 million voted to accept the Plan while only one unsecured creditor with a claim of $204,000 voted to reject the Plan. The Debtor said that voting by members/owners in Class 4 is not necessary since the class is unimpaired under the Plan. Regardless, Mark Nylen, holder of the 99% membership interest, cast a ballot to accept the Plan. Mary Ellen Nylen filed an objection to confirmation. Ms. Nylen says her interest in the Debtor is currently at issue in a dissolution proceeding between Ms. Nylen and the principal, Mark Nylen. Ms. Nylen objects to, among other things, provisions in the Plan regarding Mark Nylen's continued control and management of the Debtor. Responding to the objection, the Official Committee of Unsecured Creditors said that Mr. Nylen's continued control and management of the Debtor was a key factor in the decision of committee members ballotting to accept the Plan. Based upon preliminary information from Duff & Phelphs, the valuation expert retained by the Committee, the Debtor's value is signfffffffiicantly higher under Mr. Nuylen's control and management. After finding that the requirements for confirmation set forth in 11 U.S.C. Sec. 1129(a) have been satisfied, Bankruptcy Judge Charles L. Nail, Jr., ruled Sept. 24, 2015, "It is HEREBY ORDERED Debtor's Modified Plan of Reorganization Dated July 21, 2015 is confirmed, with the clarifications entered on the record and incorporated in the Plan as Confirmed to be filed following the entry of this order." A copy of the Confirmed Plan filed Sept. 24, 2015, is available at: http://bankrupt.com/misc/Hepar_B_310_Confirmed_Plan.pdf The Creditors Committee's attorneys: CADWELL SANFORD DEIBERT & GARRY LLP James S. Simko, Esq. 200 E. 10th Street - Suite 200 P.O. Box 2498 Sioux Falls, SD 57101-2498 Tel: (605) 336-0828 E-mail: ssimko@cadlaw.com About Hepar BioScience Jefferson, South Dakota-based Hepar BioScience LLC in the business of receiving porcine (pork) by-products (concentrated peptone, a functional pork protein and animal fat) and other meat by-products that are primarily used in the porcine animal nutrition feed industry (concentrated porcine peptone) and biodiesel or animal feed business (animal fat). The Company filed a Chapter 11 bankruptcy petition (Bankr. D. S.D. Case No. 15-40057) on Feb. 20, 2015. Bankruptcy Judge Charles L. Nail, Jr., presides over the case. Clair R. Gerry, Esq., at Gerry & Kulm Ask, Prof. LLC, represents the Debtor in its restructuring effort. The Debtor disclosed $11,987,018 in assets and $22,243,151 in liabilities as of the chapter 11 filing. The U.S. Trustee for Region 12 appointed a five-member Official Committee of Unsecured Creditors. The Committee tapped James S. Simko of Cadwell, Sanford, Deibert & Garry, LLP as its counsel, and Duff & Phelps Securities, LLC as its valuation advisor. HOVENSA LLC: To Auction Off Oil Terminal Assets on November 10 -------------------------------------------------------------- Hovensa LLC will conduct an auction on Nov. 10, 2015, at 10:00 a.m. (prevailing Eastern time) at the offices of Morrison & Foerster LLP, 250 West 55th Street in New York, New York, to determine the highest and best bid for its oil terminal assets and other assets. The Debtor proposes to sell the assets for $184 million. Limetree Bay Holdings LLC was selected as the the stalking horse bidder for the Debtor's assets. All interested bidders for the Debtor's assets must submit their offers by Nov. 5, 2015, at 5:00 p.m. (prevailing Eastern time). The Hon. Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware will hold a hearing on Nov. 12, 2015, at 2:00 p.m. (prevailing Eastern time) to consider approval of the sale transaction. About Hovensa LLC Hovensa, L.L.C., produces and markets refined petroleum products. The Company offers gasoline, diesel, home heating oil, jet fuel, kerosene, and residual fuel oil. Hovensa serves customers throughout North America. Hovensa L.L.C. filed a Chapter 11 bankruptcy petition in the U.S. Bankruptcy Court for the District of the Virgin Islands (Bankr. D. V.I. Case No. 15-10003) on Sept. 15, 2015. The petition was signed by Sloan Schoyer as authorized signatory. The Debtor has estimated assets of $100 million to $500 million, and liabilities of more than $1 billion. The Law Offices of Richard H. Dollison, P.C., serves as the Debtor's counsel. Prime Clerk LLC is the Debtor's claims and noticing agent. Judge Mary F. Walrath is assigned to the case. HYDROCARB ENERGY: KBM Worldwide No Longer a Shareholder ------------------------------------------------------- In an amended Schedule 13G filed with the Securities and Exchange Commission, KBM Worldwide, Inc. disclosed that as of Sept. 10, 2015, it does not beneficially own any shares of common stock of Hydrocarb Energy Corp. KBM Worldwide previously held 2,126,779 shares of the Company's common stock as of June 26, 2015. A copy of the regulatory filing is available at http://is.gd/mo7NtD About Hydrocarb Energy Hydrocarb Energy, formerly known as Duma Energy Corp, is a publicly-traded Domestic and International energy exploration and production company targeting major under-explored oil and gas projects in emerging, highly prospective regions of the world. With exploration concessions in Africa, production in Galveston Bay and Oil Field Services in the United Arab Emirates, the Company maintain offices in Houston, Texas, Abu Dhabi, UAE and Windhoek, Namibia. Hydrocarb Energy reported a net loss of $6.55 million on $5.06 million of revenues for the year ended July 31, 2014, compared to a net loss of $37.5 million on $7.07 million of revenues for the year ended July 31, 2013. As of April 30, 2015, the Company had $27.6 million in total assets, $24.2 million in total liabilities and $3.4 million in total equity. "A decline in the price of our common stock could result in a reduction in the liquidity of our common stock and a reduction in our ability to raise additional capital for our operations. Because our operations to date have been largely financed through the sale of equity securities, a decline in the price of our common stock could have an adverse effect upon our liquidity and our continued operations. A reduction in our ability to raise equity capital in the future could have a material adverse effect upon our business plan and operations, including our ability to continue our current operations," the Company stated in its annual report for the year ended July 31, 2014. ISENSE ACQUISITION: GEMCAP to Auction Off Assets on October 21 -------------------------------------------------------------- GEMCAP Lending I LLC will hold a public sale for all right, title and interest of Isense Acquisition LLC and Isense CGM Inc. on Oct. 21, 2015, at 2:00 p.m. (Eastern Time) at the offices of Cohen Tauber Splevack & Wagner P.C., 420 Lexington Avenue, Suite 2400 in New York. Most of the tangible personal property collateral is located at 27700 Sw 95th Avenue, Suites 100, 106, and 109 (Building A and D) in Wilsonville, Oregon. For further details regarding the collateral and information regarding the terms of the public sale, interested buyers may contact: Cohen Tauber Splevack & Wagner PC 420 Lexington Avenue, Suite 2400 New York, NY 10170 Attn: Robert A. Boghosain, Esq. Tel: (212) 586-5800 J.L. BROWN CONTRACTING: Case Summary & 15 Top Unsecured Creditors ----------------------------------------------------------------- Debtor: J.L. Brown Contracting Service, Inc. 5141 N. Hanley Saint Louis, MO 63134 Case No.: 15-47718 Chapter 11 Petition Date: October 13, 2015 Court: United States Bankruptcy Court Eastern District of Missouri (St. Louis) Judge: Hon. Charles E. Rendlen III, Esq. Debtor's Counsel: Spencer P. Desai, Esq. DESAI EGGMANN MASON LLC Pierre Laclede Center 7733 Forsyth Boulevard, Suite 800 St. Louis, MO 63105 Tel: (314) 881-0800 Fax: (314) 881-0820 Email: sdesai@demlawllc.com - and - Danielle A. Suberi, Esq. DESAI EGGMAN MASON LLC 7733 Forsyth Blvd., Suite 800 Saint Louis, MO 63139 Tel: 314-881-0800 Fax: 314-881-0833 Email: dsuberi@demlawllc.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Jimmie Brown, president. A list of the Debtor's 15 largest unsecured creditors is available for free at http://bankrupt.com/misc/moeb15-47718.pdf LANNETT CO.: Moody's Assigns B1 CFR & Rates $1.285BB Facility B1 ---------------------------------------------------------------- Moody's Investors Service assigned a B1 Corporate Family Rating and B1-PD Probability of Default Rating to Lannett Company, Inc. Moody's also assigned a B1 rating to the proposed $1.285 billion senior secured credit facility, including a $1.160 billion term loan and a $125 million revolving credit facility. The proceeds of the term loan, along with cash on hand, will be used to fund the pending acquisition of Kremers Urban ("KU") for $1.230 billion in cash. KU is currently a wholly owned subsidiary of UCB S.A. Moody's also assigned a Speculative Grade Liquidity Rating of SGL-1, signifying very good liquidity. The outlook is stable. This is the first time that Moody's has rated Lannett. Ratings assigned: Corporate Family Rating at B1 Probability of Default Rating at B1-PD $1.160 billion senior secured term loan at B1(LGD4) $125 million revolving credit facility at B1(LGD4) Speculative Grade Liquidity Rating at SGL-1 The outlook is stable. RATINGS RATIONALE The B1 Corporate Family Rating reflects Lannett's modest size -- despite doubling its revenue with the KU acquisition -- in the rapidly consolidating generic drug industry. The rating is also constrained by Lannett's rapid growth over the past several years which has been driven largely by opportunistic price increases. Moody's believes that, given significant recent scrutiny on generic drug prices, these types of price increases will be harder to achieve going forward. In addition, large price increases on generic products tend to draw more competitors into a market, potentially making Lannett's very high profit margins unsustainable. The rating also reflects the company's revenue concentration in a relatively limited number of drugs and its reliance on third party manufacturers. The rating also reflects Lannett's limited experience in acquiring and integrating companies of significant size. The ratings are supported by Lannett's moderate leverage with debt/EBITDA of under 3.5x. The B1 rating incorporates Moody's expectation that adjusted debt to EBITDA will generally be maintained below 4.0x even if Lannett faces margin pressure resulting from increased competition on key products. The ratings also incorporate Moody's expectation that the company will generate consistently positive free cash flow. Excluding some temporary expansion capital expenditures in 2016-2017, Moody's anticipates free cash flow/debt of greater than 5%. The rating is also supported by Moody's view that the company will use free cash flow to repay debt and will not pursue other large acquisitions in the next 12-18 months, although some smaller ( LIBERATOR INC: Incurs $473,700 Net Loss in Fiscal 2015 ------------------------------------------------------ Liberator, Inc. filed with the U.S.Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $473,746 on $15.6 million of net sales for the year ended June 30, 2015, compared to a net loss of $376,056 on $14.71 million of net sales for the year ended June 30, 2014. As of June 30, 2015, the Company had $3.27 million in total assets, $5.59 million in total liabilities and a $2.32 million total stockholders' deficit. Liggett, Vogt & Webb, P.A., in Boynton Beach, Florida, issued a "going concern" qualification on the consolidated financial statements stating that the Company has a net loss of $473,746, a working capital deficiency of $1,764,044, and an accumulated deficit of $8,897,487. These factors raise substantial doubt about the Company's ability to continue as a going concern, the auditors said. A full-text copy of the Form 10-K is available for free at: http://is.gd/cndaoh About Liberator Inc. Atlanta, Georgia-based Liberator is a vertically integrated manufacturer that designs, develops and markets products and accessories that enhance intimacy. Liberator is also a nationally recognized brand trademark, brand category and a patented line of products commonly referred to as sexual positioning shapes and sex furniture. LIGHTSQUARED INC: 2nd Circ. Denies Ex-CEO's Bid to Stay Ch. 11 -------------------------------------------------------------- Pete Brush at Bankruptcy Law360 reported that the Second Circuit on Oct. 9, 2015, turned aside an effort by former LightSquared CEO Sanjiv Ahuja to temporarily halt confirmation of the mobile communications startup's Chapter 11 plan until the merits of his claim for a potentially lucrative equity payout can be hashed out, but the court granted him an expedited appeal. The order came down hours after Ahuja's counsel asked Circuit Judges Guido Calabresi, Barrington D. Parker and Susan L. Carney to diverge from U.S. Bankruptcy Judge Shelley Chapman and U.S. District Judge Katherine B. Forrest. About LightSquared Inc. LightSquared Inc. and 19 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on May 14, 2012, to resolve regulatory issues that have prevented it from building its coast-to-coast integrated satellite 4G wireless network. LightSquared had invested more than $4 billion to deploy an integrated satellite-terrestrial network. In February 2012, however, the U.S. Federal Communications Commission told LightSquared the agency would revoke a license to build out the network as it would interfere with global positioning systems used by the military and various industries. In March 2012, the Company's partner, Sprint, canceled a master services agreement. LightSquared's lenders deemed the termination of the Sprint agreement would trigger cross-defaults under LightSquared's prepetition credit agreements. LightSquared and its prepetition lenders attempted to negotiate a global restructuring that would provide LightSquared with liquidity and runway necessary to resolve its issues with the FCC. Despite working diligently and in good faith, however, LightSquared and the lenders were not able to consummate a global restructuring on terms acceptable to all interested parties. Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to the Debtors. Alvarez & Marsal North America, LLC, is the financial advisor. Kurtzman Carson Consultants LLC serves as claims and notice agent. * * * Bankruptcy Judge Shelley C. Chapman in late March 2015, approved LightSquared Inc.'s Chapter 11 reorganization plan. As previously reported by The Troubled Company Reporter, the Debtors, in December, filed a joint plan and disclosure statement, which contemplate, among other things, (A) new money investments by the New Investors in exchange for a combination of preferred and common equity, (B) the conversion of the Prepetition LP Facility Claims into new second lien debt obligations, (C) the repayment in full, in cash, of the Inc. Facility Prepetition Inc. Facility NonSubordinated Claims immediately following confirmation of the Plan, (D) the payment in full, in cash, of LightSquared's general unsecured claims, (E) the provision of $1.25 billion in new money working capital for the Reorganized Debtors, (F) the assumption of certain liabilities, (G) the resolution of all inter-Estate disputes, and (H) the contribution by Harbinger of the Harbinger Litigations. MALIBU LIGHTING: Unit Gets OK to Tap Part of $21.5M DIP Loan ------------------------------------------------------------ Matt Chiappardi at Bankruptcy Law360 reported that a Delaware bankruptcy judge allowed the Malibu Lighting Corp. affiliate that aims to be sold as a going concern in Chapter 11 to tap a portion of $21.5 million stopgap financing on Oct. 9, 2015, kicking off a case that is looking to complete a sale process by mid-November. During a hearing in Wilmington, U.S. Bankruptcy Judge Kevin Gross gave interim approval for debtor-in-possession financing from Comerica Bank to National Consumer Outdoors Corp., one of several related companies that filed for Chapter 11 protection on Oct. 8. About Malibu Lighting Malibu Lighting Corporation, Outdoor Direct Corporation, National Consumer Outdoors Corporation, Beam Corporation, Smoke 'N Pit Corporation, Treasure Sensor Corporation and Stubbs Collections Inc. filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No. 15-12080) on Oct. 8, 2015. The petition was signed by David M. Baker as chief restructuring officer. Judge Kevin Gross is assigned to the case. The Debtors estimated both assets and liabilities of $10 million to $50 million. The Debtors have engaged Pachulski Stang Ziehl & Jones LLP as counsel, Piper Jaffray Co. as investment banker and Kurtzman Carson Consultants as claims and noticing agent. MLC was a manufacturer and supplier of outdoor and landscape lighting products, such as solar and low voltage lights and home security lights, including the parts and accessories associated with these products. ODC was a manufacturer and supplier of a variety of consumer goods, including (a) outdoor cooking products, such as outdoor gas grills, charcoal grills, smokers and fryers, (b) hand held lighting products, such as flashlights and spotlights, (c) landscape lighting products, and (d) parts and accessories associated with the foregoing products. MLC and ODC are currently winding down operations as a result of the termination of a business relationship with principal customer, Home Depot. NCOC is a manufacturer and supplier of both branded and private label pet bedding and pet accessory products. NCOC manufactures beds, accessories, and deodorizers for dogs as well as beds, scratching posts, and toys for cats. In addition, NCOC markets and sells boat covers manufactured primarily from Chinese suppliers. MORNINGSTAR MARKETPLACE: M&T Seeks Adequate Protection ------------------------------------------------------ Manufacturers and Traders Trust Company, as duly appointed Trustee under the Trust Indenture for the holders of the York County Industrial Development Authority Mortgage Revenue Bonds (Morningstar Solar LLC Project) Series 2010, asks the United States Bankruptcy Court for the Middle District of Pennsylvania to terminate the automatic stay imposed in the Chapter 11 case of Morningstar Marketplace, Ltd. In the alternative, M&T asks the Court to declare the the Chapter 11 case is a "single asset real estate" case and direct the appointment of a Chapter 11 Trustee. Along with its gross mismanagement of its estate and relationship with its affiliated tenant, the Debtor’s inability to make adequate protection payments is cause for either the termination of the automatic stay with respect to M&T and/or the appointment of a Chapter 11 Trustee, Henry W. Van Eck, Esq., at Mette, Evans & Woodside, in Harrisburg, Pennsylvania. Mr. Van Eck asserts that the Court should find that the Debtor case is a "single asset real estate" case as that term is defined in Section 101(51B) of the Bankruptcy Code and require the Debtor to comply with the requirements of Section 362(d)(3). M&T believes that the value of the estate is diminishing over time and cannot be recovered unless a responsible third party, whose pecuniary interests do not lay with an adverse party, is installed to guide the Debtor toward a viable plan of reorganization or other exit strategy involving the sale of substantially all of the Debtor's assets. The Debtor, in response, asserted that its sources of income involve two related entities one of which operates a farmer's market and the other of which is a solar farm creating both energy for the use of the property owned by the Debtor and released to the entity operating the Marketplace. The Debtor argued that M&T is adequately protected by the Debtor's payment of $23,459 per month to PNC Bank on account of PNC Bank's first mortgage where, by making payments, the Debtor monthly increases the value of M&T's second mortgage position by the reduction of PNC's mortgage balance. Morningstar Marketplace, Ltd. is represented by: Robert L. Knupp, Esq. SMIGEL, ANDERSON & SACKS, LLP 4431 North Front Street Harrisburg, PA 17110 Tel: (717/234-2401) Fax: (717)234-3611 Email: rknupp@sasllp.com Manufacturers and Traders Trust Company is represented by: Henry W. Van Eck, Esq. METTE, EVANS & WOODSIDE 3401 North Front Street Harrisburg, PA 17110 Tel: (717)232-5000 Fax: (717) 236-1816 Email: hwvaneck@mette.com -- and -- James C. Thoman, Esq. HODGSON RUSS LLP The Guaranty Building 140 Pearl Street, Suite 100 Buffalo, NY 14202 Tel: (716) 856-4000 Fax: (716) 849-0349 Email: jthoman@hodgsonruss.com About Morningstar Marketplace Morningstar Marketplace, LTD, operator of a flea market business in St. Thomas, Pennsylvania, filed a Chapter 11 bankruptcy petition (Bankr. M.D. Pa. Case No. 14-00451) in Harrisburg on Feb. 3, 2014. Judge Mary D France presides over the case. Attorneys at Smigel, Anderson & Sacks, LLP serve as counsel to the Debtor. The Debtor estimated $100 million to $500 million in assets and liabilities. MORNINGSTAR MARKETPLACE: Seeks to Modify Cash Collateral Use ------------------------------------------------------------ Morningstar Marketplace, Ltd., seeks authority from the United States Bankruptcy court for the Middle District of Pennsylvania to amend its use of cash collateral going forward and ask the Court to find and hold that the payment by Debtor of the first mortgage payment to PNC Bank provides adequate protection for the interests of Manufacturers and Traders Trust Company. The Debtor continues to pay the first mortgage payment of $23,459 per month to the first mortgage holder, PNC Bank. The Debtor represents that all mortgage payments owed to PNC Bank are current and have been paid in a timely fashion since the Petition Date. The Debtor believes that by paying the first mortgage it is protecting and providing adequate protection for the interests of M&T Bank, the holder of a junior mortgage by virtue of the fact that the payments made to the first mortgage lender increase the value of the junior mortgage with each payment and each succeeding payment. The Debtor represents that it has depleted its resources to the detriment of other creditors and in favor of M&T by virtue of the previous Cash Collateral Order in this matter and that Debtor must protect its cash assets. M&T Bank, as duly appointed Trustee under the Trust Indenture for the holders of the York County Industrial Development Authority Mortgage Revenue Bonds (Morningstar Solar LLC Project) Series 2010, objected, asserting that the Debtor has failed to meet its burden to demonstrate that M&T is adequately protected. The Debtor has the burden of proof with respect to adequate protection. The value of the Collateral has eroded during the course of this case in the approximate amount of $400,000, and the Debtor has fallen behind in its tax payments during the course of the case in the approximate amount of $120,000, M&T complains. The Debtor, in response, explained that M&T fails to state the first broker that was employed in the present case was secured by its counsel. The Debtor is paying $23,459 to M&T on account of its first secured position as a mortgage holder per month. With every payment that Debtor makes to the first lienholder, the position of M&T Bank as a second mortgage lienholder improves, the Debtor asserts. Morningstar Marketplace, Ltd. is represented by: Robert L. Knupp, Esq. SMIGEL, ANDERSON & SACKS, LLP 4431 North Front Street Harrisburg, PA 17110 Tel: (717/234-2401) Fax: (717)234-3611 Email: rknupp@sasllp.com Manufacturers and Traders Trust Company is represented by: Henry W. Van Eck, Esq. METTE, EVANS & WOODSIDE 3401 North Front Street Harrisburg, PA 17110 Tel: (717)232-5000 Fax: (717) 236-1816 Email: hwvaneck@mette.com -- and -- James C. Thoman, Esq. HODGSON RUSS LLP The Guaranty Building 140 Pearl Street, Suite 100 Buffalo, NY 14202 Tel: (716) 856-4000 Fax: (716) 849-0349 Email: jthoman@hodgsonruss.com About Morningstar Marketplace Morningstar Marketplace, LTD, operator of a flea market business in St. Thomas, Pennsylvania, filed a Chapter 11 bankruptcy petition (Bankr. M.D. Pa. Case No. 14-00451) in Harrisburg on Feb. 3, 2014. Judge Mary D France presides over the case. Attorneys at Smigel, Anderson & Sacks, LLP serve as counsel to the Debtor. The Debtor estimated $100 million to $500 million in assets and liabilities. NAT'L ASSISTANCE BUREAU: Case Summary & 13 Top Unsecured Creditors ------------------------------------------------------------------ Debtor: National Assistance Bureau, Inc., An Indiana non-profit corporation 10800 Alpharetta Highway, Suite 208 #665 Roswell, GA 30076 Case No.: 15-69786 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: October 13, 2015 Court: United States Bankruptcy Court Northern District of Georgia (Atlanta) Debtor's Counsel: Theodore N. Stapleton, Esq. THEODORE N. STAPLETON, P.C. Suite 100-B, 2802 Paces Ferry Road Atlanta, GA 30339 Tel: 770 436-3334 Fax: (404) 935-5344 Email: tstaple@tstaple.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $10 million to $50 million The petition was signed by William R. Hill Sr., president. A list of the Debtor's 13 largest unsecured creditors is available for free at http://bankrupt.com/misc/ganb15-69786.pdf NORTHSHORE MAINLAND: Drops Bid to Employ Robert Kors as CRO ----------------------------------------------------------- Northshore Mainland Services Inc., informed the U.S. Bankruptcy Court for the District of Delaware it is withdrawing, without prejudice, its bid to employ Robert A. Kors as chief restructuring officer. Northshore initially proposed to hire Mr. Kors as CRO to, among other things: 1. assist with the prosecution of the chapter 11 plan; 2. negotiate and liaise with key creditor constituencies; and 3. coordinate with the Debtors' board of directors and other professionals; assist with the management and settlement of litigation. Northshore also would look to Mr. Kors to: a) manage certain day-to-day operational and restructuring activities on behalf of the Debtors; b) assist in prosecuting the cases, including, but not limited to, negotiations with creditors, reconciliation of claims and confirmation of a plan; and c) assist the Debtors in the preparation of financial disclosures required by the Bankruptcy Court, including the Disclosure Statement, the schedules of assets and liabilities, the statements of financial affairs and monthly operating reports. Papers filed by the Debtor indicate Mr. Kors would have been paid $725 an hour. Pursuant to the engagement letter agreement between Castellammare Advisors, LLC and the Debtors, dated Sept. 3, 2015, the Debtors would pay Mr. Kors a onetime, nonrefundable engagement fee of $10,000, which fee would be fully earned upon receipt. In addition, the Debtors would provide Mr. Kors with an initial retainer of $50,000. 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 bankruptcy cases are assigned to Judge Kevin J. Carey. The Debtors are represented by Paul S. Aronzon, Esq., and Mark Shinderman, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in Los Angeles, California; and Gerard Uzzi, Esq., Thomas J. Matz, Esq.,and Steven Z. Szanzer, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York. The Debtors' Delaware counsel are Laura Davis Jones, Esq., James E. O'Neill, Esq., Colin R. Robinson, Esq., and Peter J. Keane, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware. The Debtors' Bahamian counsel is Glinton Sweeting O'Brien. The Debtors' special litigation counsel is Kobre & Kim LLP. The Debtors' construction counsel is Glaser Weil Fink Howard Avchen & Shapiro LLP. The Debtors' investment banker and financial advisor is Moelis Company LLC. The Debtors' claims and noticing agent is Prime Clerk LLC. Northshore Mainland Services Inc., disclosed total assets of $1,546,688 and total liabilities of $2,339,747,464. * * * In September 2015, Judge Carey dismissed the Chapter 11 proceedings filed in the Delaware court by Baha Mar chief executive officer Sarkis Izmirlian, ruling in favor of the contractor on the project, China Construction America (CCA), and its financier, the China Export-Import Bank (CEXIM); but denied the motion to dismiss Northshore Mainland Services, Inc.'s bankruptcy case. NORTHSHORE MAINLAND: Needs Until Jan. 25 to Decide on Leases ------------------------------------------------------------ Northshore Mainland Services Inc. asks the United States Bankruptcy Court for the District of Delaware to extend the time within which it must assume or reject unexpired leases of nonresidential real property through and including January 25, 2016. The Debtor explained that its current period to decide whether to assume or reject the Unexpired Leases expires on October 27, 2015. An extension would be without prejudice to the rights of the Debtor to seek further extensions of the time to assume or reject the Unexpired Leases with the consent of the affected lessors as contemplated by Section 365(d)(4)(B)(ii) of the Bankruptcy Code. The Debtor's decision whether to assume or reject the Unexpired Leases is important to its efforts to maximize the value of its estates. If the Debtor is compelled at this time to decide whether to assume or reject the Unexpired Leases, it may be forced to prematurely assume the Unexpired Leases, which could lead to unnecessary administrative claims against their estates if the leases are ultimately terminated, the Debtor tells the Court. Conversely, if the Debtor precipitously rejects the Unexpired Leases, it may forego the significant value such leases may have, in addition to creating unwarranted rejection damages claims in this Chapter 11 Case. Moreover, the Debtor's requested extension of time to assume or reject the Unexpired Leases will not prejudice the landlords that are parties to the Unexpired Leases. Pending the Debtor's election to assume or reject the Unexpired Leases, the Debtor expects to perform all of its undisputed obligations arising from and after the Petition Date in a timely fashion to the extent required by Section 365(d)(3). The extension will not adversely affect the substantive rights of any of the landlords to the remaining Unexpired Leases, the Debtor tells the Court. Northshore Mainland Services Inc. is represented by: Paul S. Aronzon, Esq. Gregory A. Bray, Esq. Mark Shinderman, Esq. Delilah Vinzon, Esq. MILBANK TWEED HADLEY & MCCLOY LLP 601 South Figueroa Street 30th Floor Los Angeles, CA 90017 Email: paronzon@milbank.com gbray@milbank.com mshinderman@milbank.com dvinzon@milbank.com -- and -- Linda Dakin-Grimm, Esq. Tyson Lomazow, Esq. Thomas J. Matz, Esq. Steven Z. Szanzer, Esq. MILBANK TWEED HADLEY & MCCLOY LLP 28 Liberty Street New York, NY 10005-1413 Tel: (212) 530-5000 Fax: (212) 530-5219 Email: ldakin-grimm@milbank.com tlomazow@milbank.com tmatz@milbank.com sszanzer@milbank.com -- and -- Jeremy C. Hollembeak, Esq. Michael S. Kim, Esq. David H. McGill, Esq. KOBRE & KIM LLP 800 Third Avenue New York, NY 10022 Tel: (212) 488-1200 Fax: (212) 488-1220 Email: jeremy.hollembeak@kobrekim.com michael.kim@kobrekim.com david.mcgill@kobrekim.com -- and -- Matthew I. Menchel, Esq. KOBRE & KIM LLP 2 South Biscayne Boulevard 35th Floor Miami, Florida 33131 Tel: (305) 967-6100 Fax: (305) 967-6120 Email: matthew.menchel@kobrekim.com -- and -- Laura Davis Jones, Esq. Peter J. Keane, Esq. James E. O'Neill, Esq. Colin Robinson, Esq. PACHULSKI STANG ZIEHL & JONES LLP 919 North Market Street 17th Floor Wilmington, DE 19801 Tel: (302) 652-4100 Fax: (302) 652-4400 Email: ljones@pszjlaw.com pkeane@pszjlaw.com joneill@pszjlaw.com crobinson@pszjlaw.com 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 bankruptcy cases are assigned to Judge Kevin J. Carey. The Debtors are represented by Paul S. Aronzon, Esq., and Mark Shinderman, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in Los Angeles, California; and Gerard Uzzi, Esq., Thomas J. Matz, Esq.,and Steven Z. Szanzer, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York. The Debtors' Delaware counsel are Laura Davis Jones, Esq., James E. O'Neill, Esq., Colin R. Robinson, Esq., and Peter J. Keane, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware. The Debtors' Bahamian counsel is Glinton Sweeting O'Brien. The Debtors' special litigation counsel is Kobre & Kim LLP. The Debtors' construction counsel is Glaser Weil Fink Howard Avchen & Shapiro LLP. The Debtors' investment banker and financial advisor is Moelis Company LLC. The Debtors' claims and noticing agent is Prime Clerk LLC. ORLANDO GATEWAY: Taps Hari Garhwal as Accountant ------------------------------------------------ Orlando Gateway Partners, LLC asks the U.S. Bankruptcy Court for the Middle District of Florida Court for permission to employ Hari Garhwal, C.P.A., and Garhwal, Chan & Williams, as accountants. The firm will prepare the tax returns for: 1. Calendar year 2014 U.S. Return of Partnership Income (Federal Partnership Return); 2. Calendar year 2014 Georgia Partnership Tax Return; and 3. Calendar year Florida Partnership Information Return. Garhwal, Chan & Williams maintains an office at 350 California Street, Suite 1990, in San Francisco, California. The accountants agreed to prepare the tax returns for a fixed flat rate of $3,000,000. If accountants are asked to provide services beyond preparation of the tax returns then, subject to Court approval, the accountants would bill at their standard hourly rates ranging from $195 to $600 plus out of pocket expenses. To the best of the Debtor's knowledge, the accountants are "disinterested persons" as that term is defined in Section 101(14) of the Bankruptcy Code. About Orlando Gateway Nilhan Hospitality, LLC, owns approximately 15.75 acres of commercial real estate located near the Orlando International Airport on the West side of South Semoran Boulevard and North of the State Road 528/The Beachline Expressway. One parcel (approximately 7.27 acres) has been partially developed as and has two buildings located at 5463 Gateway Village Circle and 5475 Gateway Village Circle, which are approximately 15,000 square feet in size. Orlando Gateway Partners, LLC, owns approximately 47.95 acres of commercial real estate located near the Orlando International Airport on the West side of South Semoran Boulevard and North of the State Road 528/The Beachline Expressway. The property is comprised of four separate parcels, one parcel (approximately 17 acres) has been partially developed and a portion of it is leased to Sixt Rent-A-Car, LLC. The second parcel (approximately .14 acres) is rented to Clear Channel Worldwide and contains a billboard. The remaining two parcels (approximately 10.75 and 20.10 acres respectively) are vacant. Nilhan Hospitality and Orlando Gateway and related entities have been involved in extensive litigation with Good Gateway, LLC, SEG Gateway, LLC and other parties since 2009. In October 2014, separate judgments were entered in favor of SEG and Good Gateway. To prevent the assets from being sold at judicial foreclosure sales, Nilhan Hospitality and Orlando Gateway Partners 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 "Chuck" Thakkar owns 70% of the Nilhan's outstanding membership interests, and indirectly owns and controls OGP. Thakkar, as manager, signed the bankruptcy petitions. 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. * * * The Debtors, with the consent of Good Gateway and SEG, have won from the Bankruptcy Court an order lifting the automatic stay to allow their appeals of the judgments to go forward. On June 8, 2015, the U.S. Trustee filed a motion to dismiss or convert to Chapter 7 the Debtors' bankruptcy cases. On June 15, 2015, the Good Gateway and SEG file a motion to appoint a Chapter 11 trustee for the Debtors. On June 16, 2015, the Debtors filed their Application to Retain Larry S. Hyman, CPA, as Restructuring Advisor and Chief Restructuring Officer. Following mediation, the parties agreed that (i) the Debtors would withdraw the Hyman Application; (ii) the Trustee motions would be withdrawn, and the (iii) the Debtors would file an application to employ Tery Soifer as CRO. On Aug. 12, 2015, the Court entered an order denying the motion to dismiss the Chapter 11 cases. The Court also entered an order terminating the Debtors' exclusive periods to propose a Chapter 11 plan as of July 31, 2015. Three competing plans have so far been filed in the Chapter 11 cases by: (1) the Debtors, (ii) Good Gateway and SEG, and (iii) secured creditor SummitBridge National Investments IV LLC. The Debtors' Plan contemplates holding an auction to select a new investor who will get 100% of the ownership and control of the Debtors' properties in exchange for funding all plan payments. Secured creditor SummitBridge's reorganization plan for Nilhan Hospitality, LLC, and Orlando Gateway Partners, LLC, intends to facilitate a prompt sale of the Debtors' property and prompt distributions to holders of claims. OW BUNKER: Gets A Few More Days of Exclusivity in Chapter 11 ------------------------------------------------------------ Cara Salvatore at Bankruptcy Law360 reported that marine fuel shipper O.W. Bunker will get a few more days of exclusive control over a bankruptcy that blindsided observers last fall, receiving a ruling on Oct. 9, 2015, that temporarily staves off a hostile creditor's bid for liquidation. U.S. Bankruptcy Judge Alan Shiff gave the order on Oct. 9, to let O.W. Bunker AS' U.S.-based units maintain their exclusivity period for filing a Chapter 11 plan until Oct. 14, a deadline much sooner than the Nov. 30 they'd asked for. About O.W. Bunker OW Bunker AS is a global marine fuel (bunker) company founded in Denmark. The company declared bankruptcy on Nov. 7, 2014, following its admission that it had lost US$275 million through a combination of fraud committed by senior executives at its Singaporean unit. The Danish company placed its U.S. subsidiaries -- O.W. Bunker Holding North America Inc., O.W. Bunker North America Inc. and O.W. Bunker USA Inc. -- in Chapter 11 bankruptcy (Bankr. D. Conn. Case Nos. 14-51720 to 14-51722) in Bridgeport, Conn., on Nov. 13, 2014. The U.S. cases are assigned to Judge Alan H.W. Shiff. The U.S. Debtors have tapped Patrick M. Birney, Esq., and Michael R. Enright, Esq., at Robinson & Cole LLP, as counsel. McCracken, Walker & Rhoads LLP is serving as co-counsel. Alvarez & Marsal is the financial advisor. PARAGON OFFSHORE: Creditors Said to Hire Ducera for Debt Talks -------------------------------------------------------------- Laura J. Keller, writing for Bloomberg News, reported that a group of bondholders hired Ducera Partners as financial to help them negotiate a debt restructuring deal with Paragon Offshore Plc, the embattled oil drilling contractor, according to a person with knowledge of the matter. According to the report, the bondholders are discussing an out-of-court reorganization, said the person. The report related that Paragon said in September that it hired Lazard and the law firm Weil, Gotshal & Manges to advise on strategic alternatives for its $2.3 billion of debt, according to a Sept. 17 statement. The company, which was spun off from Noble Corp. last year, owns a fleet of 40 rigs, mostly in shallow waters from Mexico to the North Sea, the report related. * * * The Troubled Company Reporter, on Sept. 28, 2015, reported that Moody's Investors Service owngraded Paragon Offshore plc's (Paragon) Corporate Family Rating (CFR) to Caa2 from B2, Probability of Default Rating (PDR) to Caa2-PD from B2-PD, senior unsecured notes to Caa3 from Caa1, senior secured term loan to B3 from Ba3 and senior secured revolver to B3 from Ba3. The Speculative Grade Liquidity Rating was changed to SGL-4 from SGL-3. The outlook is negative. This concludes the rating review that was initiated on August 24. PLASKOLITE LLC: S&P Assigns 'B' CCR & Rates $345MM Facilities 'B+' ------------------------------------------------------------------ Standard & Poor's Ratings Services assigned its 'B' corporate credit rating to Plaskolite LLC. The outlook is stable. At the same time, based on preliminary terms and conditions, S&P assigned a 'B+' issue-level rating (one notch above the corporate credit rating) and a recovery rating of '2' to Plaskolite LLC's proposed $345 million first-lien secured credit facilities, consisting of a $40 million revolving credit facility and $305 million first-lien term loan. The '2' recovery rating indicates S&P's expectation of substantial (lower half of the 70% to 90% range) recovery in the event of a default. S&P also assigned a 'CCC+' issue-level rating (two notches below the corporate credit rating) and a '6' recovery rating to the proposed $105 million second-lien term loan. The '6' recovery rating indicates S&P's expectation for negligible (0% to 10%) recovery in the event of a default. "The ratings on Plaskolite LLC reflect our assessment of the company's 'weak' business risk and 'highly leveraged' financial risk profiles," said Standard & Poor's credit analyst Sebastian Pinto-Thomaz. "We classify the company's liquidity as 'adequate', as defined in or criteria," he added. The stable rating outlook on Plaskolite LLC reflects S&P's view that over the next 12 months margins will improve in 2015 over 2014 and remain stable thereafter, as a result of its leading position in the niche market in which it operates. S&P do not expect meaningful debt-funded acquisitions or shareholder rewards in its rating. S&P anticipates that the company's credit measures will fall in the "highly leveraged" category; however, S&P assumes the company will support credit measures at the stronger-end of the "highly leveraged" category. S&P expects the company to maintain adjusted debt to EBITDA of about 6x and FFO to debt slightly above 12%. S&P could lower the ratings in the next year if the company's performance deteriorates as a result of increased raw material costs or decreased end market demand, causing leverage measures to weaken. In addition, S&P could also lower the ratings if the company were to make large debt-funded acquisitions or shareholder rewards. Based on S&P's downside scenario, it would expect FFO to total adjusted debt to fall below 5% or total adjusted debt to EBITDA to trend above 7x, without prospects for improvement over the next 12 months. Alternatively, if liquidity becomes constrained without prospects for improvement, S&P would review the rating. S&P does not envisage an upgrade within the next 12 months. S&P could raise the ratings if the company reduced debt levels, such that the FFO to total adjusted debt ratio exceeded 15% on a sustainable basis and management is supportive of these levels. S&P could raise ratings if the company strengthened its business risk profile to the extent we assessed it to be "fair" or higher, while maintaining credit measures and liquidity at currently assumed levels. However, in order to consider a higher rating, management would have to demonstrate its commitment to maintaining a prudent approach to balancing debt reduction, growth investment, and returning capital to shareholders. RELATIVITY FASHION: Court Approves Sheppard Mullin as Co-counsel ---------------------------------------------------------------- Relativity Fashion, LLC and its debtor-affiliates sought and obtained permission from the Hon. Michael E. Wiles of the U.S. Bankruptcy Court for the Southern District of New York to employ Sheppard Mullin Richter & Hampton, LLP as bankruptcy co-counsel, nunc pro tunc to the July 30, 2015 petition date. The Debtors require Sheppard Mullin to: (a) advise the Debtors with respect to their powers and duties as debtors and debtors in possession; (b) prepare all necessary motions, applications, answers, orders, reports, and other papers in connection with the administration of the Debtors' estates; (c) attend meetings and negotiate with representatives of creditors and other parties in interest and advise and consult on the conduct of the cases, including all of the legal and administrative requirements of operating in chapter 11; (d) take all necessary action to protect and preserve the Debtors' estates, including the prosecution of actions, the defense of any actions commenced against the Debtors, the negotiation of disputes in which the Debtors are involved, and the preparation of objections to claims filed against the Debtors' estates; (e) review the nature and validity of agreements related to the Debtors' interest in real and personal property and advise the Debtors of their corresponding rights and obligations; (f) perform all other necessary legal services in connection with the prosecution of these chapter 11 cases; (g) serve as conflicts counsel on matters described in which Jones Day may have a conflict; (h) address issues with the Creditors' Committee, if any; (i) appear before the Court, any appellate courts, and the U.S. Trustee, and protect the interests of the Debtors' estates before such courts and the U.S. Trustee; and (j) work with and coordinate efforts among other professionals to preclude any duplication of effort among those professionals and to guide their efforts in the overall framework of the Debtors' reorganization or liquidation. Sheppard Mullin will be paid at these hourly rates: Craig A. Wolfe, lead partner $730 Partners $595-$1,010 Special Counsel/Associates $335-$875 Paraprofessionals $170-$475 Sheppard Mullin will also be reimbursed for reasonable out-of-pocket expenses incurred. As of the Petition Date, Sheppard Mullin held a retainer in the remaining amount of $146,698.31. Craig A. Wolfe, lead partner of Sheppard Mullin, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. The following is provided in response to the request for additional information set forth in Paragraph D.1 of the Fee Guidelines. -- Sheppard Mullin has represented the Debtors since January 2013. The ordinary and customary billing rates used by Sheppard Mullin for the prepetition engagement during the 12 months prepetition, subject to periodic adjustment that traditionally takes place each January 1. Sheppard Mullin's billing rates and material financial terms with respect to this matter have not changed post-petition. -- The Debtor has approved a preliminary budget and staffing plan for the first interim fee period. The Debtors and Sheppard Mullin are continuing to rationalize and refine the budget and staffing plan over the next 10 days. Sheppard Mullin can be reached at: Craig A. Wolfe, Esq. SHEPPARD MULLIN RICHTER & HAMPTON, LLP 30 Rockefeller Plaza New York, NY 10112 Tel: (212) 653-8700 Fax: (212) 653-8701 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. On August 7, 2015, the U.S. Trustee for Region 2 appointed seven creditors to serve on the Debtors' official committee of unsecured creditors. The creditors are Allied Advertising Limited Partnership, Carat USA Inc., Cinedigm Corp., Comen VFX LLC, Create Advertising Group LLC, NBC Universal, and Technicolor Inc. RELATIVITY FASHION: FTI Consulting Approved as Turnaround Manager ----------------------------------------------------------------- Relativity Fashion, LLC and its debtor-affiliates sought and obtained permission from the Hon. Michael E. Wiles of the U.S. Bankruptcy Court for the Southern District of New York to employ FTI Consulting, Inc. as crisis turnaround manager and to provide the Debtors a chief restructuring officer, a deputy chief restructuring officer and additional personnel, effective July 30, 2015. Dr. Brian G. Kushner and Luke Schaeffer, both Senior Managing Directors with FTI, will serve as the Debtors' CRO and DCRO, respectively, and will provide the Debtors with additional personnel to perform certain financial, operational, managerial and bankruptcy-specific functions for the Debtors. The Engagement Letter further provides for the services of certain temporary staff of FTI to assist the Debtors. FTI will be paid at these hourly rates: Senior Managing Directors $800-$1,050 Directors/Senior Directors/ Managing Directors $595-$795 Consultants/Senior Consultants $315-$575 Administrative/Paraprofessionals $125-$250 FTI will also be reimbursed for reasonable out-of-pocket expenses incurred. Dr. Kushner, senior managing director of FTI, 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. FTI can be reached at: Dr. Brian Kushner FTI CONSULTING, INC. 2001 Ross Avenue, Suite 400 Dallas, TX 75201 Tel: (512) 415-2741 Fax: (214) 614-9999 E-mail: brian.kushner@fticonsulting.com 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. On August 7, 2015, the U.S. Trustee for Region 2 appointed seven creditors to serve on the Debtors' official committee of unsecured creditors. The creditors are Allied Advertising Limited Partnership, Carat USA Inc., Cinedigm Corp., Comen VFX LLC, Create Advertising Group LLC, NBC Universal, and Technicolor Inc. RELATIVITY MEDIA: Affiliate to Sell Rights to Movie to IM Global ---------------------------------------------------------------- An affiliate of Relativity Media LLC is selling its rights to an upcoming film Autobahn to IM Global Film Fund LLC, according to court filings. Under the deal, the buyer agreed to pay $200,000 to RML DR Films LLC no later than March 1, 2016. IM Global also agreed to waive its right to file a claim and withdraw the motion it filed in September to reject its 2014 contract with RML. A copy of the sale agreement is available for free at http://is.gd/fTetxr RML initially agreed to release the film in the U.S. by the end of this month. The company, however, allegedly failed to fulfill its obligations as distributor under the 2014 contract. Last month, IM Global sought approval from a federal judge overseeing RML's bankruptcy case to reject the contract. 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. On August 7, 2015, the U.S. Trustee for Region 2 appointed seven creditors to serve on the Debtors' official committee of unsecured creditors. The creditors are Allied Advertising Limited Partnership, Carat USA Inc., Cinedigm Corp., Comen VFX LLC, Create Advertising Group LLC, NBC Universal, and Technicolor Inc. RELATIVITY MEDIA: Sec. 341 Meeting Continued to Oct. 20 ------------------------------------------------------- The U.S. trustee overseeing the Chapter 11 cases of Relativity Media LLC and its affiliates will continue the meeting of creditors on October 20, 2015, at 3:00 p.m., according to a filing with the U.S. Bankruptcy Court for the Southern District of New York. The meeting will be held at the U.S. Trustee's Office, 4th Floor, 80 Broad Street, in New York. The court overseeing the bankruptcy case of a company schedules the meeting of creditors usually about 30 days after the bankruptcy petition is filed. The meeting is called the "341 meeting" after the section of the Bankruptcy Code that requires it. A representative of the company is required to appear at the meeting and answer questions under oath. The meeting is presided over by the U.S. trustee, the Justice Department's bankruptcy watchdog. About 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. On August 7, 2015, the U.S. Trustee for Region 2 appointed seven creditors to serve on the Debtors' official committee of unsecured creditors. The creditors are Allied Advertising Limited Partnership, Carat USA Inc., Cinedigm Corp., Comen VFX LLC, Create Advertising Group LLC, NBC Universal, and Technicolor Inc. ROTONDO WEIRICH: Maschmeyer Karalis Okayed as Bankruptcy Counsel ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Pennsylvania authorized Rotondo Weirich Enterprises, Inc., to employ Maschmeyer Karalis P.C. as bankruptcy counsel. In a verified statement, Aris J. Karalis, Esq., assures the Court that his firm is a "disinterested person" as that term is defined in Section 101 (14) of the Bankruptcy Code. About Rotondo Weirich Enterprises Rotondo Weirich Enterprises and five of its affiliates sought Chapter 11 protection (Bankr. E.D. Pa. Case Nos. 15-16146 - 15-16151) on Aug. 27, 2015. The petitions were signed by Steven J. Weirich, the president & CEO. RWE estimated assets and liabilities of at least $10 million. The Debtors tapped Maschmeyer Karalis P.C. as counsel; and EisnerAmper LLP as financial advisors. Andrew Vara, acting U.S. trustee for Region 3, appointed three creditors of RWE to serve on an official committee of unsecured creditors. SABOR HISPANO: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Sabor Hispano LLC 4755 E. 49th St. Los Angeles, CA 90058 Case No.: 15-25600 Chapter 11 Petition Date: October 9, 2015 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Hon. Thomas B. Donovan Debtor's Counsel: Victor A Sahn, Esq. SULMEYERKUPETZ 333 S Hope St 35th Fl Los Angeles, CA 90071-1406 Tel: 213-626-2311 Fax: 213-629-4520 Email: vsahn@sulmeyerlaw.com - and - Steven Werth, Esq. SULMEYERKUPETZ 333 S Hope St, 35th Flr Los Angeles, CA 90071 Tel: 213-617-5210 Fax: 213-629-4520 Email: swerth@sulmeyerlaw.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $10 million to $50 million The petition was signed by Bradley Berman, chief executive officer. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb15-25600.pdf SAN BERNARDINO: Bankruptcy Judge Says More Information Is Needed ---------------------------------------------------------------- ABI.org reported that creditors objected to elements of the city of San Bernardino's initial debt payment plan at a bankruptcy court hearing on Oct. 8, 2015. Ryan Hagen at The Sun reported that the bankrupt city of San Bernardino will have to produce much more extensive information -- at a pace its advisers say will be grueling -- before it can clear a vital hurdle in the path of bankruptcy plan confirmation, U.S. Bankruptcy Judge Meredith Jury said on Oct. 8, 2015. In large bankruptcy cases like San Bernardino's, it's common for hearings on the adequacy of the disclosure statement filed in support of the Plan of Adjustment to conclude more information is needed. And, based on objections from multiple creditors, that's what happened in court on Oct. 8. But some of the critiques of the plan itself were sharp. "I will say I'm not optimistic," said Thomas R. Kreller, the attorney for Ambac Assurance Corp., securer of $50 million in pension obligation bonds for which the city proposes to pay $500,000 total. "And the reason I'm not optimistic is, as I think you read from our objection, it is pretty clear the city plans to pay unsecured (creditors) the least it can get away with, not the most it can afford. ... They're trying to disclose a plan that is fundamentally flawed." Jury said she wanted to save discussions on whether the plan itself can be confirmed for later, but she added that she wanted more information to show that the city's plan wouldn't lead to it collapsing into a second bankruptcy in a few years. "I don't really think it's in anybody's objection, but the public perception -- the media perception -- of the two cities with confirmed (bankruptcy exit) plans, that being Vallejo and Stockton, is that they're already in trouble because they didn't impair CalPERS," Jury said, referring to the decision -- also made by San Bernardino -- to pay every cent of what they owe to the California Public Employees' Retirement System as those costs grow. "... I don't think there is adequate discussion of how much those raises are going to be. I have heard other things, I think in this court, that it is an exponentially increasing number that will have to be paid in order to keep retirement plans intact. There comes a point where no matter what I confirm it will fail." The city's actuaries project as part of the bankruptcy exit plan that $29 million a year will go to CalPERS by 2023-24, more than double its current annual payment. CalPERS' attorney Michael Lubic said the system didn't project out that far for individual cities, but that in future years the cost would decrease. Among the creditors asking for more information was Vincent J. Marriott III, the attorney for the Luxemburg-based bank known by the initials EEPK, holder of the bonds secured by Ambac. For instance, Marriott said the city needed to show the value of properties held by the city and why many of them couldn't be sold to pay creditors and explain why it wasn't pursuing tax increases, as Stockton did in its bankruptcy exit plan. The Chapter 11 Plan As reported in the TCR, the City of San Bernardino has filed a Plan for the Adjustment of Debts that involves the adjustment of claims against the City of over $150 million, which includes $50 million of unsecured bonds. The city's plan, filed on May 14, 2015, provides for some impairment of the City's secured bonds, and for more substantial impairment of unsecured claims. With respect to the City's secured bondholders, the Plan provides for a payment of secured obligations over time. With respect to unsecured claims: holders of $50 million of unsecured bond claims will receive payments over time of $640,000 plus interest; and holders of general unsecured claims, in the aggregate amount of between approximately $40 million to $50 million in claims, will receive a pro rata share of $500,000 on or shortly after the Effective Date, for a 1% recovery. The Plan proposes full payments into the pension fund run by California Public Employees' Retirement System, also known as Calpers, which distributes that money to thousands of retired city workers. A copy of the Disclosure Statement filed May 29, 2015, is available for free at: http://bankrupt.com/misc/San_Bern_CA_DS_Plan.pdf About San Bernardino San Bernardino, California, filed an emergency petition for municipal bankruptcy under Chapter 9 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 12-28006) on Aug. 1, 2012. San Bernardino, a city of about 210,000 residents roughly 65 miles (104 km) east of Los Angeles, estimated assets and debts of more than $1 billion in the bare-bones bankruptcy petition. The city council voted on July 10, 2012, to file for bankruptcy. The move lets San Bernardino bypass state-required mediation with creditors and proceed directly to U.S. Bankruptcy Court. The city is represented that Paul R. Glassman, Esq., at Stradling Yocca Carlson & Rauth. San Bernardino joined two other California cities in bankruptcy: Stockton, an agricultural center of 292,000 east of San Francisco, and Mammoth Lakes, a mountain resort town of 8,200 south of Yosemite National Park. The City was granted Chapter 9 protection on Aug. 28, 2013. The City filed on May 14, 2015, a Plan to exit court protection. The Plan proposes to some bondholders a penny on the dollar but maintains pension benefits for retired city workers. The Plan proposes to make full payments into the pension fund run by California Public Employees' Retirement System. SEQUENOM INC: Camber Capital Reports 13% Stake as of Oct. 1 ----------------------------------------------------------- Camber Capital Management LLC and Stephen DuBois disclosed in an amended Schedule 13G filed with the Securities and Exchange Commission that as of Oct. 1, 2015, they beneficially own 15,400,000 common shares, $0.001 par value, of Sequenom, Inc., representing 13 percent of the shares outstanding. A copy of the regulatory filing is available at http://is.gd/vHdypw 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. SINBAD'S PIER II: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: Sinbad's Pier II, Inc. aka Sinbad's Pier 2, Embarcadero St. San Francisco, CA 94111 Case No.: 15-31259 Nature of Business: Restaurant Chapter 11 Petition Date: October 14, 2015 Court: United States Bankruptcy Court Northern District of California (San Francisco) Judge: Hon. Hannah L. Blumenstiel Debtor's Counsel: Ivan C. Jen, Esq. LAW OFFICES OF IVAN JEN 5820 California St San Francisco, CA 94121 Tel: (415) 504-2706 Email: ivan@icjenlaw.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Duane Stinson, vice president. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. SK HOLDCO: S&P Affirms 'B' Corp. Credit Rating, Outlook Stable -------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'B' corporate credit rating on Richardson, Texas-based SK HoldCo LLC. The rating outlook is stable. The issue-level rating on SK HoldCo LLC's upsized first-lien $100 million revolving credit facility and $520 million term loan B remain 'B+'. At the same time, S&P is revising its '2' recovery rating band on the first-lien credit facilities to the lower half of the range from the upper half of the range. The '2' recovery rating indicates S&P's expectation of substantial (70%-90%; lower half of the range) recovery in the event of a default. The issue-level rating on the company's $300 million senior unsecured notes remains 'CCC+' and the recovery rating remains '6'. The '6' recovery rating indicates S&P's expectation for negligible recovery (0%-10%) in the event of a payment default. SK HoldCo is an operator of light vehicle collision repair shops in the U.S. The company's economically resilient business model is mitigated by its aggressive expansion strategy, which entails integration risk (reflecting consolidation in the market) and its narrow scope, scale, and diversity (the company conducts business only in certain locales in the U.S. and it consists only of collision repair services). S&P's business risk profile assessment of "weak" reflects its view of SK HoldCo's competitive position, based on its positioning with leading insurers through partnership programs and demonstration of good profitability. SK continues to pursue its expected aggressive acquisition strategy. S&P believes that SK HoldCo's financial policies will remain aggressive, given its majority ownership by financial sponsors, which will likely preclude any significant debt reduction over the next 12-18 months, supporting S&P's assessment of SK Holdco's financial risk profile as "highly leveraged." S&P assess SK HoldCo's liquidity as "adequate." This is a key supportive factor for the rating. The stable outlook reflects S&P's view that SK HoldCo will continue to operate at recent gross margin levels or better, allowing the company to generate a small amount of positive FOCF and maintain sufficient liquidity despite its business strategy of growth through acquisitions. S&P could lower the rating within the next 12 months if the company's operating prospects reverse and gross margins decline, potentially due to integration risks associated with its strategy of growth through acquisitions or technical labor wage pressure due to heightened competition. S&P could also consider a downgrade if the company is not able to generate positive free cash flow consistently for multiple quarters, adversely affecting liquidity, or if its debt leverage increases from the already high existing level on account of another debt-funded acquisition without clear prospects for deleveraging. S&P considers an upgrade unlikely during the next 12 months because it believes SK HoldCo's financial policies will remain aggressive under its financial sponsor, based on its large debt burden relative to its size and our general view of the financial sponsors' tolerance for financial risk. TALEN ENERGY: Moody's Affirms Ba2 CFR, Outlook Negative ------------------------------------------------------- Moody's Investors Service affirmed Talen Energy Supply's corporate family rating at Ba2. At the same time, Moody's assigned a Baa2 senior secured rating to the $400 million term loan currently being marketed by Talen to finance the acquisition of MACH Gen. The outlook is negative. Assignments: Issuer: Talen Energy Supply, LLC Senior Secured Bank Credit Facility (Local Currency), Assigned Baa2/LGD2 Outlook Actions: Issuer: Talen Energy Supply, LLC Outlook, Remains Negative Affirmations: Issuer: Pennsylvania Economic Dev. Fin. Auth. Senior Unsecured Revenue Bonds, Affirmed Ba3/LGD4 Issuer: RJS Power Holdings LLC Senior Unsecured Regular Bond/Debenture, Affirmed Ba3/LGD4 Issuer: Talen Energy Supply, LLC Probability of Default Rating, Affirmed Ba2-PD Speculative Grade Liquidity Rating, Affirmed SGL-2 Corporate Family Rating, Affirmed Ba2 Senior Secured Bank Credit Facility, Affirmed Baa2/LGD2 Senior Unsecured Regular Bond/Debenture, Affirmed Ba3/LGD4 RATINGS RATIONALE Talen's Ba2 CFR rating reflects a combination of factors that include the inherent volatility of the merchant power market which is currently in the midst of a prolonged cyclical downturn, the above average portfolio quality of its generation assets, and similar levels of debt leverage relative to its independent merchant energy peers. Talen's rating considers the current poor merchant market conditions with low commodity prices and oversupply. The sharp fall in gas prices of almost $1/MMBtu experienced in December 2014 has been sustained. While the drop has not necessarily translated to a similar fall in power prices in the forward market, Moody's believes it is only a matter of time before forward power prices will fall as well. Despite the recent market design reforms, PJM's latest capacity prices fundamentally reflect an oversupplied market with a reserve margin of around 19.8% for the 2018/2019 delivery year, well in excess of the 15.7% target reserve margin required for reliability. On a relative basis, Talen has an above average asset portfolio. After accounting for FERC required divestments and the MACH Gen acquisition, Talen operates with competitive size and scale (16 GW of generating capacity) and a generation portfolio that has a good mix of fuel type and merit order diversity. Although Talen's assets are geographically concentrated in the PJM market (70% by generation capacity), we consider PJM to be among the most favorable locations because it provides capacity payments to generators scheduled three years ahead of the product delivery. The MACH Gen acquisition, which include three high-efficiency gas-fired plants in Massachusetts, New York and Arizona, will add 2.5 GW to Talen's portfolio with more gas generation exposure and geographic diversity. Moody's expects Talen's financial leverage, as measured by CFO Pre-WC/debt, to hover around 17% over the next eighteen months but it is about 15% if nuclear fuel cost is included and 6% if both nuclear fuel cost and sustaining capital expenditure are included. Outlook The negative outlook reflects the sustained downward trend in gas and power prices in the unregulated markets in the US. What Could Change the Rating - Up The negative outlook limits the likelihood of a near term rating upgrade. Prospects for an upgrade would require a marked improvement in the merchant power markets and CFO Pre-W/C to Debt metrics rising to the mid-twenty percent range on a sustainable basis which does not appear likely at this point. What Could Change the Rating - Down Moody's could downgrade Talen's rating if we believe that the company's CFO-PreWC to debt will unlikely to recover to low twenty percent range. The principal methodology used in these ratings was Unregulated Utilities and Unregulated Power Companies published in October 2014. TALEN ENERGY: S&P Lowers ICR to 'B+' on Weak Finc'l. Measures ------------------------------------------------------------- Standard & Poor's Ratings Services said it lowered its issuer credit rating on Talen Energy Supply LLC to 'B+' from 'BB-'. S&P also lowered the secured debt rating to 'BB' from 'BB+' and the unsecured debt rating to 'B+' from 'BB-'. S&P removed the ratings from CreditWatch, where it placed them with negative implications on July 21, 2015. The outlook is stable. S&P is also assigning a 'BB' rating and '1' recovery rating to Talen's planned $400 million senior secured term loan B. The recovery ratings of '1' and '3' on the company's secured and unsecured debt, respectively, remain unchanged. The '1' recovery rating on the secured debt indicates S&P's expectation of very high (90% to 100%) recovery in the event of a default. The '3' recovery rating on the unsecured debt indicates S&P's expectation of meaningful (50% to 70%; upper end of the range) recovery if a default occurs. During the past three months, Talen has announced several material transactions. First, in July, it entered into an agreement to purchase MachGen LLC, an approximately 2.5 gigawatt portfolio of three combined-cycle natural gas-fired plants in the Independent System Operator—New England, New York Independent System Operator, and Western Electricity Coordinating Council power markets. S&P expects the purchase price, exclusively debt funded in the near term, to approach $1.2 billion. More recently, Talen announced the sale of 996 megawatts of its generating capacity in the PJM Interconnection market, including the Ironwood facility in Pennsylvania. "We expect total sales proceeds to exceed $1.5 billion, and Talen will apply some proceeds to paying down debt related to the acquisition," said Standard & Poor's credit analyst Michael Ferguson. "Based on our assessment of the expected sale prices, as well as financing mechanisms and changes in EBITDA based on the transactions, we expect debt to EBITDA to increase beyond 4x during the next two years. Although we anticipate that the debt will decrease starting in late 2016 as Talen uses sale proceeds from upcoming transactions to pay down debt balances, we still believe that these figures will not dip below 4x until late 2017, which places this issuer in the "aggressive" financial risk profile category. We also note that free cash flow measures remain comparatively weak for this issuer, and while we do not assume any future acquisitions, we note that these could slow the company's efforts to delever," S&P said. "The outlook on the ratings is stable. Based on the current portfolio assets, we expect the enterprise to maintain adjusted debt to EBITDA to exceed 4x during 2016 and 2017, based on our assumption that gas-fired generation will continue to be relatively advantaged based on low Henry Hub benchmark prices and increasing environmental regulation. We continue to believe that Talen will be committed to maintaining reliability at its constituent plants, as its predecessors did and that this will take on increased importance," S&P noted. TECK RESOURCES: Fitch Cuts Issuer Default Rating to 'BB+' --------------------------------------------------------- Fitch Ratings has downgraded the Issuer Default Rating (IDR) of Teck Resources Limited (Teck; NYSE: TCK; TSE: TCKb) to 'BB+' from 'BBB-' along with Teck's outstanding debt. The Rating Outlook remains Negative. About C$9.1 billion in debt and US$4.2 billion in senior unsecured credit facilities are affected by these rating actions. With the slowdown in China, Fitch believes there is an elevated risk that metal and metallurgical coal prices will be lower for longer, delaying Teck's ability to generate free cash flow (FCF) and reduce financial leverage to levels where funds from operations (FFO) adjusted leverage is less than 3x and FFO fixed charge coverage is greater than 6x through 2020. KEY RATING DRIVERS The ratings reflect Teck's elevated financial leverage, strong liquidity, long-lived reserves, leading low cost position in zinc, leading position in the seaborne metallurgical coal market, and solid core position in copper. The ratings also reflect weak metallurgical coal pricing and softness in copper and zinc, as well as our belief that the company is likely to experience limited capex flexibility given required spending for the Fort Hills project through 2017. Globally, Teck is the second largest seaborne hard coking coal producer after BHP-Mitsubishi Alliance and is at about the mid-point of the cost curve (FOB port). Teck is in the top 15 largest copper producers, globally, with about average costs, and is the third largest zinc producer, in the lowest quartile on costs. Mine lives are generally over 20 years. Coal accounted for 33% and copper accounted for 39% of segment operating EBITDA in 2014. Canadian operations accounted for about 52% of 2014 gross profit before depreciation by region. Remaining operations are in the U.S. (22%), Chile (10%) and Peru (16%). Oversupply in Metallurgical Coal: The outlook for metallurgical coal prices is weak given persistent oversupply. Fitch expects this condition to persist through 2016 and result in lower profits and cash flow. Teck guides that a US$1/tonne change in its coal realizations impacts profits by C$21 million. For 2014, Teck realized US$115/tonne on its coal sales on average. For the first six months of 2015, Teck realized US$101/tonne and Fitch believes this could fall further before recovering in 2017. In May 2015, Teck announced rotating shutdowns totalling three weeks in the third quarter at their metallurgical coal mines. Further steps may be taken to reduce production in the fourth quarter unless the supply-demand balance improves. Fort Hills: Teck guides to C$1 billion in new mine development for 2015 including C$850 million for the Fort Hills oil sands project in Canada and C$60 million for its Frontier oil sands project. The Fort Hills project, a partnership among Suncor Energy Inc. (50.8%), Total E&P Canada Ltd. (29.2%) and Teck (20%), was sanctioned in the fourth quarter of 2013. Teck's share of the project spending from the date of project sanction is estimated at about C$2.94 billion for the period 2014 through 2017. Production is not anticipated to start before the end of 2017 but is expected to be at 90% capacity within 12 months. Although oil prices remain under near-term pressure, Fitch acknowledges the diversification benefits of petroleum and recognizes the quality of the Fort Hills project. The project is expected to have cash costs in the range of C$20-C$24/barrel of bitumen, excluding sustaining capex of roughly C$3/barrel, and a 50-year mine life. Total capital guidance for the year is C$2.3 billion including C$710 million of capitalized stripping and C$490 million of sustaining capital. High Financial Leverage: Fitch expects FFO adjusted leverage to be above 3x while coal prices are below US$125/tonne. For the latest 12 months (LTM) ended June 30, 2015, FFO adjusted leverage was 4.25x, FFO fixed charge coverage was about 5x, and total debt of C$9.1 billion-to-operating EBITDA of C$2.5 billion was 3.6x. The company targets total debt/EBITDA of less than or equal to 2.5x on average. KEY ASSUMPTIONS -- Production at reduced guidance and fairly flat after 2015; -- Coal and copper unit cost decline with currency and fuel impacts as well as cost initiatives; -- Fitch's mid-cycle commodity price assumptions; -- Hard coking coal benchmark prices assumed to be US$95/tonne in 2016, US$100/tonne in 2017, US$110/tonne in 2018, and US$115/tonne thereafter; -- Capital expenditures at guidance and fairly flat through 2017 given Fort Hill's spending. RATING SENSITIVITIES Positive: Future developments that may, individually or collectively, lead to positive rating actions include: -- The metallurgical coal market returns to balance faster than expected. -- A sustainable meaningful reduction in debt and financial leverage. Negative: Future developments that may, individually or collectively, lead to negative rating actions include: -- Expectations of reduced economics on the Fort Hills project. -- Expectations that FFO adjusted leverage would be sustained above 4x for an extended period. LIQUIDITY At June 30, 2015, liquidity included US$3 billion available under the revolving credit facility (RCF) maturing in July 2020, US$1.2 billion available under the RCF maturing in June 2017, and C$1.3 billion in cash on hand. The credit facilities require Teck to maintain a debt-to-total capitalization ratio of not more than 0.5x. At Dec. 31, 2014, the ratio was 0.31x. On July 9, 2015, Teck announced that its 90%-owned subsidiary, Compania Minera Teck Carmen de Andacollo, entered into a long-term gold off-take agreement with a subsidiary of Royal Gold, Inc. generating net proceeds of US$162 million. On Oct. 7, 2015, Teck announced that it and a subsidiary entered into a long-term streaming agreement with a subsidiary of Franco-Nevada Corporation linked to production at the Antamina mine. According to the announcement, Franco-Nevada will make an upfront payment of US$610 million to Teck and will pay 5% of the spot price at the time of delivery for each ounce of silver delivered under the agreement. As of Dec. 31, 2014, scheduled debt maturities over the next five years are C$419 million in 2015, C$7 million in 2016, C$701 million in 2017, C$584 million in 2018 and C$583 million in 2019. Fitch expects the 2015 maturity to be repaid and 2017 maturities to be refinanced. Fitch expects operating EBITDA to be about C$2.1 billion in 2015 and negative FCF generation of as much as C$1 billion in 2015 after C$2.3 billion in capital expenditures and C$345 million in dividends. Fitch expects FCF to be negative in 2016 and 2017 despite the cut in semi-annual dividends per share from C$0.45 to C$0.15 announced in April 2015. Fitch expects that the company will continue to fund its share of Fort Hills and delay much of the other discretionary capital spending while the price environment is weak. Absent material recovery in commodity prices, Fitch anticipates asset sales, additional cuts to the dividend or additional borrowings will be required to fund Fort Hills by 2017. Fitch would not expect material reduction of debt in advance of 2019. FULL LIST OF RATING ACTIONS -- Issuer Default Rating (IDR) downgraded to 'BB+' from 'BBB-'; -- Senior unsecured credit facilities downgraded to 'BB+' from 'BBB-' and assigned a Recovery Rating of 'RR4'; -- Senior unsecured notes downgraded to 'BB+' from 'BBB-' and assigned a Recovery Rating of 'RR4'. The Rating Outlook remains Negative. TRI STATE TRUCKING: Case Summary & Largest Unsecured Creditor ------------------------------------------------------------- Debtor: Tri State Trucking Company 2917 South Main Street Mansfield, PA 16933 Tel: 607-738-0566 Case No.: 15-04444 Type of Business: Trucking and Transportation Chapter 11 Petition Date: October 13, 2015 Court: United States Bankruptcy Court Middle District of Pennsylvania (Williamsport) Judge: Hon. John J Thomas Debtor's Counsel: Henry W Van Eck, Esq. METTE, EVANS, & WOODSIDE 3401 North Front Street Harrisburg, PA 17110-0950 Tel: 717 232-5000 Fax: 717 236-1816 Email: hwvaneck@mette.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $1 million to $10 million The petition was signed by William E. Robinson, president. List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ AJ's Trade Vendor $73,025 American Truck Stop Trade Vendor $485,696 2720 South Main Street Mansfield, PA 16933 Axion International Inc. Trade Vendor $52,200 B&K Equipment, LLC Trade Vendor $54,799 Blue Cross - First Priority Life Trade Vendor $69,153 Bradco Supply Company Trade Vendor $19,200 Cleveland Brothers Trade Vendor $250,866 P O Box 417094 Boston, MA 02241 FleetMatics USA, LLC Trade Vendor $249,119 Grant Smith Trucking Trade Vendor $30,000 Great Plains Oilfield Rental Trade Vendor $44,941 Hertz Equipment Rental Trade Vendor $95,405 Ironent, LLC Trade Vendor $106,954 Jack Doheny Companies Trade Vendor $171,541 JJ Powell Fuel Management Trade Vendor $246,668 Mansfield Crane Service Corp Trade Vendor $209,665 Napa-Rakoski Automotive Trade Vendor $25,908 National Oilwell Varco Trade Vendor $46,231 Parentebeard, LLC Trade Vendor $31,852 Somerset Regional Water Resources Trade Vendor $24,650 Western AG Enterprises Inc Trade Vendor $49,409 TRI STATE TRUCKING: Seeks to Employ Mette Evans as Attorney ----------------------------------------------------------- Tri State Trucking Company is seeking approval of its application to employ Mette, Evans & Woodside as its attorney. The professional services which Mette, Evans & Woodside will render include, but are not limited to: (a) giving the Debtor legal advice regarding its powers and duties as Debtor-in-Possession in the continued operation of its business and management of its property; (b) preparing and filing on behalf of the Debtor, as Debtor-in- Possession, the original Petition and Schedules, and all necessary applications, complaints, answers, orders, reports and other legal papers; (c) representing the Debtor in any matters involving contests with secured or unsecured creditors; (d) negotiating and preparing on behalf of the Debtor plan of reorganization and related documents; (e) performing all other legal services for the Debtor as may be necessary. The Debtor desires to employ Mette, Evans & Woodside on a general pre-petition retainer of $20,000. Services performed will be credited against the retainer which will be security for those services and expenses, with the retainer to be applied upon approval of the Court. All charges will be billed at the firm's standard hourly billing rates otherwise in effect for comparable work performed by the law firm, such rates currently being: Henry W. Van Eck $300 Partners $285-$315 Associates $180 Paralegal Time $125 The Debtor has agreed to reimburse the firm for all other expenses incurred in connection with its bankruptcy case including, among others, telephone and telecopier charges; mail and express mail charges; photocopying charges; travel expenses; and computerized research. To the best of the Debtor's knowledge, Mette, Evans & Woodside represents no other entity in connection with this case and is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Tri State Trucking Tri State Trucking Company filed Chapter 11 bankruptcy petition (Bankr. M.D. Pa. Case No. 15-04444) on Oct. 13, 2015. William E. Robinson signed the petition as president. The Debtor estimated assets in the range of $10 million to $50 million and liabilities of at least $1 million. Mette, Evans, & Woodside represents the Debtor as counsel. Judge John J Thomas is assigned to the case. The Debtor is an operator of a trucking and transportation company in Mansfield, Pennsylvania. US STEEL: Moody's Puts Ba3 CFR Under Review for Downgrade --------------------------------------------------------- Moody's Investors Service placed United States Steel Corporation's Ba3 Corporate Family Rating, Ba3-PD Probability of Default rating, B1 senior unsecured notes and B1 industrial revenue bond ratings supported by US Steel and (P)B1 senior unsecured shelf rating under review for downgrade. The SGL-2 speculative grade liquidity rating was affirmed. On Review for Downgrade: Issuer: United States Steel Corporation Corporate Family Rating, Ba3, Placed on Review for Downgrade Probability of Default Rating, Ba3-PD, Placed on Review for Downgrade Senior Unsecured Shelf, (P)B1, Placed on Review for Downgrade Senior Unsecured Conv./Exch. Bond/Debenture, B1 (LGD4), Placed on Review for Downgrade Senior Unsecured Regular Bond/Debenture, B1 (LGD4), Placed on Review for Downgrade Issuer: Allegheny County Industrial Dev. Auth., PA Senior Unsecured Revenue Bonds, B1 (LGD4), Placed on Review for Downgrade Issuer: Bucks County Industrial Development Auth., PA Senior Unsecured Revenue Bonds, B1 (LGD4), Placed on Review for Downgrade Issuer: Gulf Coast Waste Disposal Authority, TX Senior Unsecured Revenue Bonds, B1 (LGD4), Placed on Review for Downgrade Issuer: Indiana Finance Authority Senior Unsecured Revenue Bonds, B1 (LGD4), Placed on Review for Downgrade Issuer: Lorain County Port Authority, OH Senior Unsecured Revenue Bonds, B1 (LGD4), Placed on Review for Downgrade Issuer: Ohio Air Quality Development Authority Senior Unsecured Revenue Bonds, B1 (LGD4), Placed on Review for Downgrade Issuer: Ohio Water Development Authority Senior Unsecured Revenue Bonds, B1 (LGD4), Placed on Review for Downgrade Issuer: Southwestern Illinois Development Authority Senior Unsecured Revenue Bonds, B1 (LGD4), Placed on Review for Downgrade Issuer: Utah (County of) UT Senior Unsecured Revenue Bonds, B1 (LGD4) Placed on Review for Downgrade Affirmations: Issuer: United States Steel Corporation Speculative Grade Liquidity Rating, Affirmed SGL-2 Outlook Actions: Issuer: United States Steel Corporation Outlook, Changed To Rating Under Review From Stable RATINGS RATIONALE The review for downgrade results from the deterioration in U.S. Steel's performance and debt protection metrics and expectations that continued contraction will be evidenced given the challenging conditions facing the US steel industry, particularly for flat-rolled and tubular products. In addition, given ongoing weak fundamentals in the drilling industry and U.S. Steel's exposure to the OCTG (Oil Country Tubular Goods) market, performance in the third quarter of 2015 is expected to continue to result in losses. Given industry fundamentals, no material turnaround is expected over the next several quarters. For the second quarter ended June 30, 2015 the company's EBIT/interest metric turned negative, after adjusting for non-cash charges associated with further write downs on U.S. Steel Canada and other non-cash charges while leverage, as measured by the debt/EBITDA ratio increased, on a twelve month basis, to 3.2x. Notwithstanding the company's success with its Carnegie Way program, given the ongoing weak industry fundamentals, these metrics are expected to show further deterioration in the third quarter of 2015 and for the balance of the year. The US steel industry continue to struggle with challenging market conditions with 2015 evidencing weaker capacity utilization rates and meaningful price deterioration. U.S. Steel's capacity utilization in the second quarter of 2015 was 58%. While key input costs for scrap, iron ore and metallurgical coal have also declined significantly, this has not been sufficient to help earnings, particularly for integrated producers such as U.S. Steel given the degree of price degradation and weaker capacity utilization rates relative to fixed cost absorption. The industry also continues to be pressured by high import levels and in the case of U.S. Steel weak energy markets, which will continue to materially impact the performance of the tubular segment The review will focus on U.S. Steel's ability to further reduce costs through the Carnegie Way program, expected costs per ton, level of spot and contract value added sales and the ability of the company to be at least break even free cash flow generation. The review will also focus on the end markets to which U.S. Steel sells and the expected demand from such markets as well as the time horizon over which an improved performance by US Steel is likely to be realized. The principal methodology used in these ratings was Global Steel Industry published in October 2012. Headquartered in Pittsburgh, Pennsylvania, United States Steel Corporation is the second largest flat-rolled steel producer in North America in terms of production capacity. The company manufactures and sells a wide variety of steel sheet, tubular, and tin products across a broad array of industries, including service centers, transportation, appliance, construction, containers, and oil, gas and petrochemicals. Through its major production operations in North America and Central Europe, U.S. Steel has a combined annual raw steel capacity of approximately 24 million tons. Revenues for the twelve months ended June 30, 2015 were $14.8 billion down from $17.5 billion for the twelve months ended Dec. 31, 2014. VINCE LLC: Moody's Affirms B2 CFR & Changes Outlook to Negative --------------------------------------------------------------- Moody's Investors Service affirmed Vince, LLC's B2 Corporate Family Rating and B2-PD Probability of Default Rating, but lowered the company's Speculative Grade Liquidity Rating to SGL-3 from SGL-2. The rating on the company's senior secured first lien term loan due 2019 was downgraded to B3 from B2 per Moody's Loss Given Default Methodology, and the rating outlook was changed to Negative from Stable. The downgrade to Vince's SGL rating reflects Moody's expectation that liquidity will be constrained over the next 12-18 months driven by weaker than anticipated operating performance, minimal balance sheet cash and higher borrowings on the company's $80 million ($70 million loan cap) Asset Based Revolving Credit Facility during peak usage periods. Further pressuring liquidity is a $22.8 million payment to Sun Cardinal LLC, an affiliate of its equity sponsor Sun Capital Partners, Inc., due Sept. 15, 2016, associated with a Tax Receivable Agreement between the two companies. Internally generated cash and availability under the company's ABL facility needed to cover the TRA payment will be highly dependent on operating performance and working capital swings over the period, but the SGL-3 rating (signifying adequate liquidity) is based on Moody's assumption that Sun Capital would be willing to amend the agreement again if needed (the payment date was extended once before from the fourth quarter of 2015). In addition, Moody's believes the company has some flexibility with regard to growth capital expenditures and working capital spending if liquidity became meaningfully pressured. The downgrade of the term loan to B3 from B2 reflects both the term loan's lower rank within the capital structure and its size relative to the company's upsized ABL facility that was increased to $80 million from $50 million in June 2015. The term loan is secured by a second lien position on the more liquid assets (accounts receivable and inventory) behind the ABL facility, and a first lien on essentially all other domestic assets. Consequently, Moody's treats the ABL as having a priority position in the capital structure when applying its Loss Given Default Methodology. In addition, as a result of an increase in the ABL borrowing base and Moody's expectation for greater reliance on the facility, the ABL will continue to represent a more meaningful share of the capital structure in the future. The change in outlook to negative reflects the company's recent earnings declines and revised guidance, as well as Moody's view that soft operating performance could further weaken Vince's liquidity profile over the next 12-24 months which could pressure the rating. Moody's took these rating actions: Issuer: Vince, LLC Corporate Family Rating, Affirmed at B2 Probability of Default Rating, Affirmed at B2-PD $175 million senior secured first lien term loan due 2019 ($50 million outstanding), Downgraded to B3, LGD-4 from B2, LGD-4 Speculative Grade Liquidity Rating, Lowered to SGL-3 from SGL-2 Outlook, Changed to Negative RATINGS RATIONALE Vince's B2 Rating reflects the company's limited scale and high product concentration in premium priced women's apparel. Moody's believe this segment appeals to a limited number of consumers and is subject to very high fashion risk and fluctuating consumer tastes, as evidenced by recent weak operating performance. The rating also reflects the company's relatively limited track record with the brand established in 2002, as well has high distribution concentration at luxury department stores. The 3 largest customers (Nordstrom, Saks Fifth Avenue and Neiman Marcus) represented 49% of total revenue in fiscal 2014. The rating is supported by Vince's strong credit metrics for the B2 rating category. Moody's estimates adjusted leverage (Debt/EBITDA, adjusted for operating leases) for the LTM period ending August 1, 2015 at around 2.3 times with interest coverage (EBITA/Interest) over 4.5 times. Moody's expects close to breakeven free cash flow (cash flow from operations less capital spend) over the next 12-18 months, highly dependent on working capital fluctuations, capital spending, and consumer receptivity to the brand. As of Aug. 1, 2015, the company had less than $1 million of cash on the balance sheet, which is consistent with recent historical cash management, and access to an $80 million asset-based revolving credit facility due 2020 ($70 million loan cap), of which about $28 million remains available. Over the next few quarters Moody's expects the company will utilize its revolver to fund working capital during peak periods and make modest repayments to borrowings during periods with positive free cash flow. However, Moody's believes the company's ability to make the $22.8 million payment to Sun Cardinal in September 2016 through balance sheet cash and revolver availability is questionable. In the event the company was unable to make the payment, Moody's expects it would be successful in obtaining an additional amendment to the agreement to once again push out the due date. The company's term loan contains a net leverage ratio test and the ABL facility contains a springing minimum EBITDA test ($20 million) if availability falls below the greater of 15% of the loan cap or $10 million. Moody's expects the company will remain compliant with both tests over the next 12-18 months. As a mono-brand specialty retailer with substantially all assets pledged to lenders, there are no material alternative sources of liquidity. The negative rating outlook reflects Moody's expectation that weak operating performance and the $22.8 million TRA payment due in September 2016 will constrain liquidity for the company over the next 12-18 months which could pressure the rating. Moody's would stabilize the rating outlook if the company is able to reverse recent revenue declines and drive profitable growth in its wholesale and direct to consumer channels, while maintaining good liquidity. In view of the negative rating outlook, upward rating pressure is unlikely over the near term. However, an upgrade would require (i) an improved liquidity profile with sustained positive free cash flow and meaningful availability under its revolving credit facility (ii) a continued reduction of its dependence on luxury department stores by expansion of its direct to consumer presence through new store openings, international expansion, and e-commerce and (iii) evidence its new product initiatives are resonating with their core customers while sustaining debt/EBITDA below 4 times. Ratings could be downgraded if the company were to experience continued negative trends in revenue and operating margins, further pressuring the company's liquidity. Quantitatively, ratings could be downgraded if debt/EBITDA was sustained above 4.75 times. Ratings could also be lowered if the company's financial policies were to become more aggressive resulting in weakening credit metrics. The principal methodology used in these ratings was Global Apparel Companies published in May 2013. Vince LLC. designs, manufactures and markets apparel for women and men under the "Vince" brand. The company's products are sold globally in luxury department stores such as Neiman Marcus, Nordstrom, Saks Fifth Avenue and Harrods, as well as in the company's branded retail stores and on its ecommerce website. As of Aug. 1, 2015, the company operated 42 stores in the United States and generated LTM revenue of approximately $337 million. VIPER VENTURES: Wells Fargo Balks at Exclusivity Extension Bid -------------------------------------------------------------- Wells Fargo Bank, as successor-by-merger to Wachovia Bank, N.A., asks the Bankruptcy Court in Tampa, Florida, to throw out the door the request of debtor Viper Ventures LLC for an extension of its exclusive periods to file and solicit acceptances of a Chapter 11 plan. Wells Fargo, which served as pre-bankruptcy lender to the Debtor, said Viper cannot meet its burden of showing "unusual circumstances" affecting its ability to timely propose a plan and solicit acceptances. The Debtor has already proposed its Plan, as amended, and the Court has likewise set the deadline for the Debtor to solicit acceptances as prior to the Sept. 25, 2015 preliminary confirmation hearing. Wells Fargo said the only material issues addressed by the Plan in this two-party dispute are the valuation of the Lender's collateral and the subsequent treatment of Wells Fargo. All issues relating to the potential confirmation of the Plan or dismissal of this case were to be addressed preliminarily on Sept. 25 and finally on an evidentiary basis by Oct. 20, 2015. Consequently, while Wells Fargo does not have an objection to extending exclusivity for the Debtor to solicit acceptances to the current plan, the Lender objects to the Debtor seeking to extend exclusivity past that date to file a plan or solicit acceptances just to have a second chance at confirming a different plan after failing once. Viper owns approximately 31 acres on Rattlesnake Pointe, described by the Debtor as contiguous waterfront land just south of Gandy Boulevard. The members of the Debtor are 18 individuals and entities, all of whom executed a limited amount Guaranty of Payment and Performance of the indebtedness owing by the Debtor to the Lender. Each guaranty percentage is tied to each person or entity's ownership percentage in the Debtor. Moreover, the two Guaranty(s) of Payment and Performance (reaffirmed on various occasions) contain an express waiver of any right of subrogation or reimbursement (i.e., contribution or indemnity) in favor of the Member/Guarantors until Lender is paid in full. Prior to the bankruptcy filing, the Debtor, and/or the Member/Guarantors, as applicable, executed in favor of, and delivered to the Lender certain loan documents providing a Lender a first priority blanket lien on all of Debtor's real and personal property. On April 17, 2015, the Debtor filed its Amended and Restated Plan of Reorganization and Disclosure Statement. On June 5, the Court entered its Consolidated Order Rescheduling Preliminary and Final Confirmation Hearings and Setting Hearings on Motions to Dismiss Bankruptcy Case. The Order set a final evidentiary hearing on confirmation or dismissal for Oct. 13, 14, 16, 19 and 20. On the same date, the Court entered its Amended Order Conditionally Approving First Amended and Restated Disclosure Statement, Fixing the Time to File Objections to the Disclosure Statement, Fixing Time to File Applications for Administrative Expenses, Setting Preliminary Hearing on Confirmation of the Plan and Setting Deadlines with Respect to Confirmation Hearing. This Order set, among other things, a deadline of 96 hours before the preliminary confirmation hearing on Sept. 25 for the Debtor to file its ballot tabulation. On July 29, the Debtor filed its Motion seeking to extend both exclusivity periods for the Debtor to file a plan and solicit acceptances. The Motion seeks a deadline of Oct. 28 to file a plan and Dec. 28 to solicit acceptances. About Viper Ventures Viper Ventures, LLC, is a Florida limited liability company that owns 31 acres of waterfront land on Rattlesnake Point just south of Gandy Boulevard in Tampa, Florida. Viper Ventures filed a Chapter 11 bankruptcy petition (Bankr. M.D. Fla. Case No. 15-bk-03404) in Tampa, Florida, on April 1, 2015. The case is assigned to Judge Catherine Peek McEwen. The Debtor is represented by Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA, in Tampa, Florida. The Debtor disclosed $6,669,137 in assets and $16,110,224 in liabilities as of the Chapter 11 filing. Lender Wells Fargo Bank is represented by: Andrew M. Brumby, Esq. SHUTTS & BOWEN LLP 300 S. Orange Avenue, Suite 1000 Orlando, FL 32801 Telephone: (407) 835-6901 Facsimile: (407) 849-7201 E-mail: abrumby@shutts.com - and - Ryan C. Reinert, Esq. SHUTTS & BOWEN LLP 4301 W. Boy Scout Blvd., Suite 300 Tampa, FL 33607 Telephone: (813) 229-8900 Facsimile: (813) 229-8901 E-mail: rreinert@shutts.com WAUSAU PAPER: Moody's Puts B2 CFR Under Review for Upgrade ---------------------------------------------------------- Moody's Investors Service placed the B2 Corporate Family Rating and B2-PD Probability of Default Rating of Wausau Paper Corp. under review for upgrade following the company's announcement that it has signed a definitive agreement to be acquired by Svenska Cellulosa Aktiebolaget SCA (SCA) (Baa1 stable). Moody's also placed Wausau's B2 senior secured term loan rating under review for upgrade. The SGL-3 speculative grade liquidity rating is unchanged. Moody's placed these ratings under review for upgrade: -- B2 Corporate Family Rating -- B2-PD Probability of Default Rating -- B2 (LGD 3) rating on $175 million senior secured term loan B due 7/30/2020 -- Outlook, changed to Rating under Review from Stable RATINGS RATIONALE The review follows Wausau's announcement that SCA has agreed to acquire Wausau for a total consideration of $687 million, including the assumption of debt of approximately $174 million. SCA will acquire Wausau shares for $513 million ($10.25 a share or a 40.6% premium to the October 12 share closing price). The review for upgrade reflects expectations that acquisition by SCA will improve Wausau's credit profile, as the debt will be guaranteed by SCA. Additionally, the acquisition will increase SCA's market share in the North American away-from-home tissue market, while improving Wausau's operational, product and customer diversity. Wausau's ratings are constrained by its limited scale and diversity, as it is a small pure-play tissue producer for North American away-from-home market with only two operating facilities and a fairly high customer concentration. Sweden-based SCA is a diversified integrated paper and forest product company with sales in more than 100 countries and significant financial and operational scale. According to the merger agreement, Wausau will become a wholly-owned subsidiary of SCA's North American operations. The acquisition by SCA expects to generate $40 million of synergies from reduced costs related to sourcing, production, logistics, headcount. SCA expects one-time integration costs of $50 million. The boards of directors of both companies have unanimously approved a definitive merger agreement, but the transaction is subject to Wausau shareholder and regulatory approvals and is expected to close in the first quarter of 2016. The completion of the deal is not conditioned on SCA's access to financing. Wausau will have to pay SCA a $18.2 million termination fee under certain circumstances, including if Wausau terminates its agreement with SCA to enter into a superiore transaction, and SCA will be required to pay Wausau a $26 million fee if the transaction fails to clear regulatory approvals. SCA has not disclosed how it would fund the transaction and its ultimate plans regarding Wausau's senior secured term loan, but Moody's understands that SCA will seek additional long-term debt financing to fund the acquisition. In the meantime, SCA has agreed to guarantee all of the obligations of Wausau Paper, subject to the merger agreement. The review will focus on the likely closing of the transaction and guarantee structure for the term loan. Assuming the guarantee is unconditional and irrevocable for the prompt repayment of the loan, the rating would be upgraded to SCA's Baa1 level. The rating on the term loan would be withdrawn if it is repaid. Wausau manufactures and markets towel and tissue products along with soap and dispensing systems through multiple brands for the commercial and industrial away from home market in North America. Headquartered in Mosinee, Wisconsin, Wausau operates two paper mills located in Harrodsburg, KY and Middletown, OH. Wausau generated revenues of approximately $360 million for the twelve months ending June 30, 2015. SCA develops and produces personal care products, tissue, publication papers and solid wood products. The company generates its sales in more than 100 countries and has a global work force of approximately 44,000 employees. SCA is also the leading private forestland owner in Europe, which offers important raw material access to produce solid-wood, pulp (26% self-sufficient and mainly for use in tissue production), kraftliners and publication papers. Sales for the twelve months ending June 30, 2015 amounted to approximately $13.4 billion (SEK111.17 billion). The principal methodology used in these ratings was Global Paper and Forest Products Industry published in October 2013. WESTRIDGE DENTAL: Case Summary & 15 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Westridge Dental Group, Ltd. 3000 North Litchfield Road, Suite 110 Goodyear, AZ 85395 Case No.: 15-13076 Chapter 11 Petition Date: October 13, 2015 Court: United States Bankruptcy Court District of Arizona (Phoenix) Judge: Hon. Paul Sala Debtor's Counsel: Allan D. Newdelman, Esq. ALLAN D NEWDELMAN PC 80 E. Columbus Ave. Phoenix, AZ 85012 Tel: 602-264-4550 Fax: 602-277-0144 Email: anewdelman@adnlaw.net Total Assets: $154,175 Total Liabilities: $2.05 million The petition was signed by Robert Kasper, president. A list of the Debtor's 15 largest unsecured creditors is available for free at http://bankrupt.com/misc/azb15-13076.pdf XPO LOGISTICS: Moody's Confirms B1 CFR, Outlook Stable ------------------------------------------------------ Moody's Investors Service confirmed the corporate family rating of XPO Logistics, Inc. at B1, assigned a Ba1 to the company's new secured term loan and downgraded senior unsecured notes to B2 from B1. Moody's also raised the Speculative Grade Liquidity rating to SGL-2 from SGL-3. The rating outlook is stable. This action concludes the review for downgrade that commenced on September 10th. The review followed the announcement by XPO that it had agreed to purchase Con-way Inc. RATINGS RATIONALE "The purchase of Con-way provides a key business, less than truckload, which was missing from XPO's offerings, and it brings a leading position in that market," said Chris Wimmer, senior credit officer and Moody's lead analyst for XPO. "That said, we expect XPO to focus on integration, achieving synergies and deleveraging for the next couple years. The firm's B1 rating will not withstand further large acquisitions until those objectives are achieved." Debt to EBITDA (after Moody's standard adjustments for leases and pension) is expected to be considerably above other B-rated logistics companies at least through the end of 2015. As the recent acquisitions are digested, we expect EBITDA expansion to drive down leverage to 4.5 to 5.0 times by 2016 year-end, as cash flow increases from realized cost savings and increased business from new and existing customers. In Moody's view, XPO's recent acquisitions represent a strategy change, with assets introduced into a heretofore asset-lite operation. This increases capex needs and lowers free cash flow, negatively impacting XPO's credit profile. However, owned assets are a necessity in the mature LTL market and provide direct control of transportation, which is crucial when capacity becomes constrained across logistic modes. The liquidity profile of XPO is good, as reflected in the firm's SGL-2 Speculative Grade Liquidity rating. Cash after funding the Con-way purchase is expected to be nearly $600 million and is likely to be supplemented with proceeds from strategic dispositions. There are no material debt maturities until 2019, and near term obligations can be funded through internal funds. The firm's revolver is expected to have ample availability after closing well in excess of annual capex needs. The new term loan, in addition to the upsized revolver places significant secured debt above XPO's senior unsecured notes. This results in a downgrade for the notes, to B2 from B1. The stable rating outlook reflects Moody's expectation that XPO will focus on integrating recently acquired companies while reducing leverage and increasing free cash flow for the next 18 to 24 months. XPO's ratings are unlikely to be considered for upgrades until such time that XPO has completed the integration of its recent acquisitions and its financial results demonstrate the achievement of meaningful cost savings. The ratings could be upgraded if XPO achieves sustainable improvement in operating margins, Debt to EBITDA of less than 4.0 times and FFO + Interest to Interest of more than 4.0 times. The ratings will likely be downgraded should XPO pursue another large acquisition prior to such time that Moody's believes meaningful synergies have been achieved from prior mergers and integration is substantially complete. The ratings could also be downgraded if Debt to EBITDA is above 5.5 times or higher at the end of 2016, or if FFO + Interest to Interest weakens towards 2.5 times from an expected level of more than 3.0 times. The Con-way notes remain under review for downgrade. During its review, Moody's will consider how Con-way will fit into the XPO organization structure and whether there will be sufficient information to maintain a separate rating on the Con-way debt going forward. There is a change of control provision on Conway's Notes due 2018, but not on the Notes due 2034. The ratings would be withdrawn if the Notes are redeemed. The principal methodology used in these ratings was Global Surface Transportation and Logistics Companies published in April 2013. Downgrades: Issuer: XPO Logistics, Inc. Senior Unsecured Regular Bond/Debenture, Downgraded to B2 (LGD4) from B1 (LGD4) Assignments: Senior Secure Term loan B, assigned Ba1 (LGD2) Raised Ratings: Issuer: XPO Logistics, Inc. Speculative Grade Liquidity Rating, raised to SGL-2 from SGL-3 Confirmations: Issuer: XPO Logistics, Inc. Probability of Default Rating, Confirmed at B1-PD Corporate Family Rating, Confirmed at B1 Outlook Actions: Issuer: XPO Logistics, Inc. Outlook, Changed To Stable From Rating Under Review XPO Logistics, Inc. (NYSE: XPO) is a provider of supply chain solutions to companies throughout the world. The company offers value-added services for truck brokerage and transportation, last mile logistics, intermodal rail and drayage, contract logistics, ground and air expedite, global forwarding and managed transportation. XPO serves more than 30,000 global customers with a network of over 54,000 employees and 887 locations in 27 countries. Moody's anticipates that XPO will generate revenues in excess of $15 billion in 2015, pro forma for the Con-way and Norbert Dentressangle acquisitions. XPO LOGISTICS: S&P Assigns 'BB-' Rating on Proposed $1.75BB Loan ---------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB-' issue-level rating and '1' recovery rating to Greenwich, Conn.-based XPO Logistics Inc.'s proposed new $1.75 billion term loan B. The '1' recovery rating indicates S&P's expectation of very high (90%-100%) recovery for debtholders in the event of a payment default. The company will use the proceeds from this term loan to finance its acquisition of Con-Way Inc., which was announced on Sept. 9, 2015. The company also intends to expand the size of its asset-based lending (ABL) revolver to $1 billion (unrated). At the same time, S&P is placing its 'B' issue-level rating and '4' recovery rating on the company's existing senior unsecured notes on CreditWatch with negative implications. S&P will resolve the CreditWatch placement once XPO's acquisition of Con-Way closes, which the company expects to occur later this month. S&P's ratings on XPO reflect its highly leveraged capital structure, its aggressive growth strategy, and its position as one of the largest and most diversified providers in the fragmented U.S. third-party logistics market. The acquisition of Con-Way should expand the company's competitive position by increasing its scale, the scope of its services, and its product diversity. It also changes the company's traditionally asset-light model as Con-Way's truck fleet is included in the acquisition. S&P do not believe that any of these factors support a revision of its "fair" assessment of the company's business risk profile, which remains limited by its weak operating efficiency (owing to its EBITDA margins, which have suffered from the company's rapid growth path). Integration risk also remains somewhat of a concern, as XPO has embarked on two large, transformative acquisitions (Norbert Dentressangle in August followed by Con-Way in September) within the span of a month. Earlier this year, the company set aggressive growth targets of $9 billion in revenues and $575 million of EBITDA by 2017. Pro forma for the acquisitions of Norbert Dentressangle and Con-Way, XPO's revenues and earnings will double management's 2017 growth targets, rising to about $15 billion and $1.1 billion, respectively. XPO is supplementing its growth-by-acquisition strategy with internal investments to further expand its scale and scope. XPO expects the Con-Way acquisition to close by the end of October. The firm's funds from operations (FFO)-to-debt ratio fell to just 1.8% for the last 12 months ended June 30, 2015, however, this included only a partial year of cash flows from its acquired businesses and all of the debt. By the end of 2015, S&P expects this metric to improve to the mid-single digit percent area. The company's FFO-to-debt ratio should improve further after that, climbing to the mid-double digit percent area by the end of 2017, which includes a full year of contributions from Con-Way and Norbert Dentressangle. RECOVERY ANALYSIS Key analytical factors for recovery: -- S&P has completed a review of the recovery analysis taking into account the company's proposed acquisition of Con-way Inc. -- S&P has assigned its 'BB-' issue-level rating and a '1' recovery rating to XPO's proposed $1.75 billion senior secured term loan. Simulated default and valuation assumptions: -- Simulated year of default: 2018 -- EBITDA at emergence: $700 million -- EBITDA multiple: 5.0x Simplified waterfall: -- Net enterprise value (after 5% admin. costs): $3.325 billion -- Valuation split (obligors/nonobligors): 68%/32% -- Priority claims: $65 million -- Value available to first-lien debt claims (collateral/noncollateral): -- $2.660 billion/$0 -- Secured ABL revolver debt claims: $531 million -- Recovery expectations: Not applicable -- Value available to senior secured term loan claims (collateral/noncollateral): $2.130 billion/$0 -- Secured term loan: $1.759 billion -- Recovery expectations: 90%-100% -- Total value available to unsecured claims (XPO/Con-way): $586 million/$34 million -- Senior XPO unsecured debt/pari passu unsecured claims: $3.202 billion/$39 million -- Recovery expectations: 30%-50% (lower half of the range) -- Senior Con-way unsecured debt/pari passu unsecured claims: $310 million/$109 million -- Recovery expectations: 0%-10% Note: All debt amounts include six months of prepetition interest. Collateral value equals asset pledge from obligors after priority claims plus equity pledge from nonobligors after nonobligor debt. RATINGS LIST XPO Logistics Inc. Corporate Credit Rating B/Stable/-- Ratings Assigned XPO Logistics Inc. $1.75 Billion Term Loan B BB- Recovery Rating 1 CreditWatch Action To From XPO Logistics Inc. Senior Unsecured B/Watch Neg B Recovery Rating 4L/Watch Neg 4L YASIEL PUIG: Agent Says MLB Contracts Row Belongs in Arbitration ---------------------------------------------------------------- Kat Greene at Bankruptcy Law360 reported that a sports agent linked to Yasiel Puig and other Cuban players told a Florida federal court on Oct. 8, 2015, the trustee handling his agency's bankruptcy should have to work through a $3.7 million dispute over his MLB clients' contracts in arbitration. Jaime Torres International Sports Management Inc., its principals Jaime and Guadalupe Torres, and a related company appealed a bankruptcy judge's finding that the contract issues in hand, centering around a complaint alleging Jaime Torres fraudulently transferred some player contracts away from his agency. ZEKE'S WORLD: Case Summary & 3 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Zeke's World, LLC aka World Gym 107 67th Street Ocean City, MD 21842 Case No.: 15-24183 Chapter 11 Petition Date: October 13, 2015 Court: United States Bankruptcy Court District of Maryland (Baltimore) Judge: Hon. Thomas J. Catliota Debtor's Counsel: Justin Philip Fasano, Esq. MCNAMEE, HOSEA, JERNIGAN, KIM, GREENAN & LYNCH, P.A. 6411 Ivy Lane, Suite 200 Greenbelt, MD 20770 Tel: 301-441-2420 Fax: 301-982-9450 Email: jfasano@mhlawyers.com - and - James Greenan, Esq. MCNAMEE, HOSEA, JERNIGAN, KIM, GREENAN & LYNCH, P.A. 6411 Ivy Lane, Suite 200 Greenbelt, MD 20770 Tel: 301-441-2420 Email: jgreenan@mhlawyers.com Estimated Assets: Not indicated Estimated Liabilities: Not indicated The petition was signed by Byron L. Brooks, managing member. A list of the Debtor's three largest unsecured creditors is available for free at http://bankrupt.com/misc/mdb15-24183.pdf [*] 2nd Circ. Won't Reconsider Argentina Central Bank Ruling ------------------------------------------------------------ Kat Greene at Bankruptcy Law360 reported that the Second Circuit on Oct. 9, 2015, refused to reconsider its decision barring bondholders from suing Argentina's central bank to collect the billions of dollars in debt they say the country's government owes them, solidifying a finding that the bank isn't the government's alter ego. In an August ruling, a three-judge panel of the court had reversed a 2013 trial court's decision allowing the bondholders to go after the nation's central bank, remanding the case on sovereign immunity grounds, court records show. [*] Fitch: Low Commodity Prices to Slash Energy Revenues Thru 2016 ------------------------------------------------------------------ ow Commodity Prices to Slash U.S. Energy State Revenues Well into 201 With crude oil and natural gas prices likely to remain soft, U.S. energy states' weakened revenue prospects are likely to persist well into next year, according to Fitch Ratings in a new report. With crude oil prices languishing in the $40-50 range for months now, losses in related revenue sources that underpin energy states' budgets are on the rise. 'Stagnant commodity price trends are dampening energy states' economic growth and are eating into economically sensitive revenue sources such as sales and personal income taxes,' said Senior Director Marcy Block. As to which states will be most adversely affected, the impact will vary considerably. States with more diverse economies and revenue resources should be able to weather prolonged commodity price declines more effectively than those states that rely more heavily on commodity production. This means states like Alaska, North Dakota and Wyoming are more directly in the crosshairs of this trend. That said, states as a whole have long had the financial flexibility to adjust to these commodity market vulnerabilities. 'Should the prolonged slump in commodity markets extend into fiscal 2017, we would expect states to identify fiscally prudent strategies to address vulnerable state revenue sources,' said Block. [*] Inertia May Decide Fate of Proposed Changes to Bankruptcy Law ----------------------------------------------------------------- Stephen J. Lubben, writing for The New York Times' DealBook, reported that the bankruptcy cases of American Apparel and City Sports speak to the debate underway about proposed changes to bankruptcy laws that would make the process cheaper for and potentially more favorable to businesses trying to reorganize. According to the DealBook, the Loan Syndications and Trading Association recently released a report focused on the importance of preserving Chapter 11 in its current form. It is in response to a report released by the American Bankruptcy Institute that included what the association calls "harmful changes to the rights of secured creditors," the DealBook related. The institute instead portrays its proposed changes as restoring the balance of power in Chapter 11, the DealBook further related. The syndications and trading association represents the interests of those who have taken control: the secondary market in pieces of secured loans facilitates that control, while the bankruptcy institute represents bankruptcy interests more broadly, and went out of its way to propose changes to Chapter 11 that had broad support in the bankruptcy community, the DealBook noted. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re Ralph Azar Bankr. C.D. Cal. Case No. 15-14825 Chapter 11 Petition filed October 1, 2015 In re Donna Lynn Johnson Bankr. N.D. Fla Case No. 15-50346 Chapter 11 Petition filed October 1, 2015 In re Vijay Holdings, LLC Bankr. D.N.J. Case No. 15-28552 Chapter 11 Petition filed October 1, 2015 See http://bankrupt.com/misc/njb15-28552.pdf represented by: Melinda D. Middlebrooks, Esq. MIDDLEBROOKS SHAPIRO, P.C. E-mail: middlebrooks@middlebrooksshapiro.com In re Nichols Trucking, LLC Bankr. E.D.N.C. 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Case No. 15-15703 Chapter 11 Petition filed October 5, 2015 In re Marjan Kasapinov Bankr. D.N.J. Case No. 15-28765 Chapter 11 Petition filed October 5, 2015 In re Pasta Bar by Scotto LLC Bankr. S.D.N.Y. Case No. 15-12721 Chapter 11 Petition filed October 5, 2015 See http://bankrupt.com/misc/nysb15-12721.pdf represented by: Ralph E. Preite, Esq. SICHENZIA ROSS FRIEDMAN FERENCE LLP E-mail: rpreite@srff.com In re Kalas Supermarket Inc Bankr. N.D. Ohio Case No. 15-62057 Chapter 11 Petition filed October 5, 2015 See http://bankrupt.com/misc/ohnb15-62057.pdf represented by: Edwin H. Breyfogle, Esq. E-mail: edwinbreyfogle@sssnet.com In re Valley Auto Parts, LLC Bankr. S.D. Ohio Case No. 15-33261 Chapter 11 Petition filed October 5, 2015 See http://bankrupt.com/misc/ohsb15-33261.pdf represented by: Alfred Wm Schneble, III, Esq. PHILLIPS LAW FIRM, INC. E-mail: bud@phillipslawfirm.com In re Victoria Z. Brkich Bankr. E.D. Penn. Case No. 15-17201 Chapter 11 Petition filed October 5, 2015 In re William Todd Hamsley Bankr. M.D. Tenn. Case No. 15-07117 Chapter 11 Petition filed October 5, 2015 In re Izing Properties, LLC Bankr. D. Ariz. Case No. 15-12753 Chapter 11 Petition filed October 6, 2015 See http://bankrupt.com/misc/azb15-12753.pdf filed Pro Se In re Ascendiant Securities, LLC Bankr. C.D. Cal. Case No. 15-14881 Chapter 11 Petition filed October 6, 2015 See http://bankrupt.com/misc/cacb15-14881.pdf represented by: Renee M Daughetee, Esq. THE DAUGHETEE LAW FIRM E-mail: rdaughetee@hotmail.com In re White Mark Universal Inc. Bankr. C.D. Cal. Case No. 15-25427 Chapter 11 Petition filed October 6, 2015 See http://bankrupt.com/misc/cacb15-25427.pdf represented by: Leslie Richards, Esq. LAW OFFICES OF LESLIE RICHARDS APC E-mail: ladylaw@leslierichards.com In re George N. Georgitseas Bankr. D. Conn. Case No. 15-51408 Chapter 11 Petition filed October 6, 2015 In re Montessori Academy & Infant-Toddler Center, Inc Bankr. N.D. Ill. Case No. 15-34064 Chapter 11 Petition filed October 6, 2015 See http://bankrupt.com/misc/ilnb15-34064.pdf represented by: Karen J Porter, Esq. PORTER LAW NETWORK E-mail: porterlawnetwork@gmail.com In re Mark Carey Comeaux and Lisa Dugas Comeaux Bankr. W.D. La. Case No. 15-20865 Chapter 11 Petition filed October 6, 2015 In re Leisure Time Spas, Billiards & More LLC Bankr. E.D. Mich. Case No. 15-54665 Chapter 11 Petition filed October 6, 2015 See http://bankrupt.com/misc/mieb15-54665.pdf represented by: Sonya N. Goll, Esq. STEVENSON & BULLOCK, P.L.C. E-mail: sgoll@sbplclaw.com In re Endless Possibilities, LLC Bankr. W.D. Mo. Case No. 15-42927 Chapter 11 Petition filed October 6, 2015 See http://bankrupt.com/misc/mowb15-42927.pdf represented by: Robert E. Arnold, III, Esq. ARNOLD LAW FIRM LLC E-mail: rarnold@arnold-lawfirm.com In re Fuel Service Mart, Inc. Bankr. W.D. Mo. Case No. 15-42930 Chapter 11 Petition filed October 6, 2015 See http://bankrupt.com/misc/mowb15-42930.pdf represented by: Paul M. Hoffmann, Esq. STINSON LEONARD STREET LLP E-mail: phoffmann@stinson.com In re Falls View Apartments, L.L.C. Bankr. D.N.J. Case No. 15-28841 Chapter 11 Petition filed October 6, 2015 See http://bankrupt.com/misc/njb15-28841.pdf represented by: Richard Kotkin, Esq. THE OFFICES OF RICAHRD KOTKIN In re NXXLVL Entertainment Inc Bankr. D. Nev. Case No. 15-15711 Chapter 11 Petition filed October 6, 2015 See http://bankrupt.com/misc/nvb15-15711.pdf represented by: Seth D Ballstaedt, Esq. THE BALLSTAEDT LAW FIRM E-mail: seth@ballstaedtlaw.com In re Menichas Usher Inc. Bankr. S.D.N.Y. Case No. 15-23456 Chapter 11 Petition filed October 6, 2015 filed Pro Se In re Rockland Tobacco Inc. Bankr. S.D.N.Y. Case No. 15-23458 Chapter 11 Petition filed October 6, 2015 See http://bankrupt.com/misc/nysb15-23458.pdf represented by: Robert S. Lewis, Esq. E-mail: robert.lewlaw1@gmail.com In re Rybicki Family Practice, P.C. Bankr. E.D. Penn. Case No. 15-17219 Chapter 11 Petition filed October 6, 2015 See http://bankrupt.com/misc/paeb15-17219.pdf represented by: Thomas Daniel Bielli, Esq. BIELLI & KLAUDER, LLC E-mail: tbielli@bk-legal.com In re Jeffrey F. Kratz Bankr. E.D. Penn. Case No. 15-17226 Chapter 11 Petition filed October 6, 2015 In re Richard Douglas Arnold, Sr. Bankr. M.D. Tenn. Case No. 15-07168 Chapter 11 Petition filed October 6, 2015 In re Richard Davis and Pamela B. Davis Bankr. E.D. Tex. Case No. 15-41791 Chapter 11 Petition filed October 6, 2015 In re Farrin (Batool) Enterzari-Ullah Bankr. S.D.N.Y. Case No. 15-12737 Chapter 11 Petition filed October 6, 2015 filed Pro Se In re Bar-B-Quing With My Honey, Inc Bankr. S.D. Al. Case No. 15-03308 Chapter 11 Petition filed October 7, 2015 See http://bankrupt.com/misc/alsb15-03308.pdf represented by: Barry A. Friedman, Esq. BARRY A. FRIEDMAN AND ASSOCIATES P.C. E-mail: bky@bafmobile.com In re Steven R. Rojas Bankr. C.D. Cal. Case No. 15-19850 Chapter 11 Petition filed October 7, 2015 In re Myers Investment Company Bankr. C.D. Cal. Case No. 15-25461 Chapter 11 Petition filed October 7, 2015 See http://bankrupt.com/misc/cacb15-25461.pdf represented by: Babak Samini, Esq. SAMINI SCHEINBERG, PC E-mail: saminicourtnotice@gmail.com In re Natalia Tsagolova Bankr. C.D. Cal. Case No. 15-25503 Chapter 11 Petition filed October 7, 2015 In re Frederick S. White, Sr. Bankr. N.D. Fla. Case No. 15-40516 Chapter 11 Petition filed October 7, 2015 In re Rena Realty Group, LLC Bankr. D.N.J. Case No. 15-28914 Chapter 11 Petition filed October 7, 2015 See http://bankrupt.com/misc/njb15-28914.pdf represented by: Andrew I. Radmin, Esq. CARKHUFF & RADMIN E-mail: andyradz@aol.com In re Yellow Cab of Reno, Inc. Bankr. D. Nev. Case No. 15-51384 Chapter 11 Petition filed October 7, 2015 See http://bankrupt.com/misc/nvb15-51384.pdf represented by: Alan R. Smith, Esq. THE LAW OFFICES OF ALAN R. SMITH E-mail: mail@asmithlaw.com In re East Coast Transmissions and Auto Repair, LLC Bankr. D.S.C. Case No. 15-05349 Chapter 11 Petition filed October 7, 2015 See http://bankrupt.com/misc/scb15-05349.pdf represented by: Jonathan L. Davis, Esq. DAVIS LAW OFFICE, LLC E-mail: jdavisesq@outlook.com In re Ronald Jeffrey McCowan Bankr. S.D.W. Va. Case No. 15-20527 Chapter 11 Petition filed October 7, 2015 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2015. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. 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