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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 22, 2015, Vol. 19, No. 295
Headlines
A&B VALVE: Hires Claro Group's Douglas Brickley as CRO
A&B VALVE: Joint Administration of Cases Sought
A&B VALVE: Proposes Gordon Arata as Bankruptcy Counsel
ACCIPITER COMMUNICATIONS: Moves Disclosures Hearing to Dec. 1
ADVANCED MICRO: S&P Lowers CCR To 'CCC+'; Outlook Negative
AFFIRMATIVE INSURANCE: Court Directs Joint Administration of Cases
AFFIRMATIVE INSURANCE: Gets Interim Nod to Limit Equity Trading
ALLY FINANCIAL: Moody's Raises Senior Unsecured Rating to 'Ba3'
ALONSO & CARUS: Committee to Retain Glassratner as Fin'l Advisors
ALPHA MEDIA: S&P Assigns 'B' CCR & Rates $285MM Loan 'B'
AMERICAN AGENCIES: Asked for Extension to File Operating Report
AMSURG CORP: Moody's Affirms 'B1' CFR, Outlook Negative
APOLLO MEDICAL: Completes $10 Million Strategic Equity Investment
B&G FOODS: Moody's Affirms B1 Corp. Family Rating, Outlook Stable
B&G FOODS: S&P Lowers Rating on Sr. Unsecured Debt to 'B'
BEHAVIORAL SUPPORT: Has Until Dec. 22 to Assume/Reject Lease
BOOMERANG TUBE: Committee Revises Proposed Order on A&M Retention
BOOMERANG TUBE: Directed to Pay Great American's Fees, Expenses
BRUSH CREEK: Dec. 15 Hearing on Bid to Convert Ch. 11 Case
CAESARS ENTERTAINMENT: Bondholders Sue Over Financial Maneuvers
CANCER GENETICS: SWK Holdings Owns 6.9% Stake as of Oct. 9
CARDIAC SCIENCE: Case Summary & 20 Largest Unsecured Creditors
CARDIAC SCIENCE: Files for Chapter 11 to Sell Assets to Lender
CARDIAC SCIENCE: In Ch.11 to Restructure Debt, Sell Assets
COMMERCIAL BARGE: S&P Raises CCR to 'B'; Outlook Stable
COX BROTHERS: Case Summary & 20 Largest Unsecured Creditors
DEALERTRACK TECHNOLOGIES: S&P Hikes Corp. Credit Rating From 'B+'
DOLPHIN DIGITAL: Signs Agreement to Acquire Dolphin Films
ELBIT IMAGING: Agrees to Hold General Annual Meeting as Scheduled
ELBIT IMAGING: Announces Results of Annual General Meeting
ELEPHANT TALK: Amends 2014 Annual Report in Response to Comments
EMERALD OIL: Borrowing Under Credit Facility Reduced to $120M
EXCEL TRUST: Moody's Withdraws Ba2 Sr. Debt Rating, Outlook Neg.
F-SQUARED INVESTMENT: Seeks Jan. 4 Extension of Action Removal Date
FIRST DATA: 9th Amended Certificate of Incorporation Takes Effect
FIRST DATA: Adopts 2015 Incentive Plan & Stock Purchase Plan
FIRST DATA: Prices Offering of 160 Million Class A Common Stock
FIVE S PLUS: Amends Schedule B
FIVE S PLUS: Request to Enter Into Broker Agreements Denied
FREE GOSPEL: Taps Alan P. Stokes & Associate as Accountant
FREE GOSPEL: Wants Until Dec. 7 to File Ch. 11 Plan, Outline
GREAT ATLANTIC: KKGC Offers $2.5-Mil. for N. Patchogue Assets
HAAS ENVIRONMENTAL: Plan Effective Date Deadline Moved to January
HEALTHWAREHOUSE.COM INC: Shareholders Elect Four Directors
HII TECH: Court Directs Joint Administration of Cases
HII TECHNOLOGIES: Ad Hoc Committee Wants Trustee in AES Case
HORIZON VILLAGE: Debtor & WF Still Dispute Plan, Valuation Motion
HORIZON VILLAGE: Hearing on Wells Fargo's Valuation Motion Vacated
HOVENSA LLC: Files Schedules of Assets and Liabilities
HOVENSA LLC: Section 341(a) Meeting Slated for November 5
HUNTSMAN CORP: S&P Lowers CCR to 'BB-', Outlook Stable
HYPNOTIC TAXI: Hereford Insurance Appointed as Committee Member
HYPNOTIC TAXI: Proposes Dec. 21, 2015 Deadline for Filing Claims
IMRIS INC: Creditors Have Until Oct. 30 to File Proofs of Claim
IMRIS INC: Kurtzman Carson OK'd to Perform Administrative Services
INSITE VISION: Board Recommends Stockholders to Tender Shares
JSC ASTANA-FINANCE: Foreign Representative Wants Ch. 15 Case Closed
LIBERATOR INC: Chairman Issues Letter to Shareholders
LOGAN'S ROADHOUSE: S&P Lowers Corporate Credit Rating to 'SD'
MILAGRO HOLDINGS: Seeks Approval of Misc. Asset Sale Protocol
MILLER AUTO: Debtors, FCC & Committee Agree to Continued Cash Use
MOTORS LIQUIDATION: 14-Day Stay on GUC Trust Distributions Imposed
MOUNSEF INTERNATIONAL: Case Summary & 17 Top Unsecured Creditors
NEW YORK LIGHT: Hearing on Cash Collateral Use Moved to Oct. 28
NEW YORK LIGHT: Mitsubishi Seeks Adequate Protection for PV Panels
NEWZROOM INC: Panel Seeks to Employ Stuppi as Conflicts' Counsel
NEWZROOM INC: Seeks Court Approval to Implement Incentive Plans
PICTURE CAR: Voluntary Chapter 11 Case Summary
PIERCE DEVELOPMENT: Voluntary Chapter 11 Case Summary
PUTNAM ENERGY: U.S. Trustee Wants Ch. 11 Case Converted to Ch. 7
QUIRKY INC: Investors Seek Path to Reclaim Products
QUIRKY INC: U.S. Trustee Appoints 5-Member Creditors' Committee
REX ENERGY: Declares Dividend on Series A Preferred Shares
SAINT MICHAEL'S: Lists $129MM in Assets, $388MM in Debts
SAINT MICHAEL'S: Panel Okayed to Retain Sills Cummis as Counsel
SEADRILL PARTNERS: Moody's Lowers CFR to B2; Outlook Negative
SMART TECHNOLOGIES: S&P Lowers CCR to 'CCC+'; Outlook Negative
STANCORP FINC'L: Fitch Puts BB+ Jr. Debt Rating on Watch Positive
TORCHLIGHT LOAN: Fitch Affirms 'CSS2-' Special Servicer Rating
TRACTOR COMPANY: Case Summary & 9 Largest Unsecured Creditors
TURKEY LAKE: Case Summary & Largest Unsecured Creditors
UNIVERSITY GENERAL HEALTH: Bids Due Nov. 3; Auction on Nov. 5
UNIVERSITY GENERAL HEALTH: Must Leave Imaging Center, Landlord Says
UNIVERSITY GENERAL HEALTH: Seeks Exclusivity Extension Thru March
VALEANT PHARMACEUTICALS: Moody's Affirms Ba3 CFR; Outlook Stable
VICTORY MEDICAL: Court Authorizes $400K Intercompany Advances
VICTORY MEDICAL: Obtains Dec. 9, 2015 Extension to File Plan
VIGGLE INC: Borrows Add'l $500,000 from Sillerman Investment
VIGGLE INC: John Small Quits as Chief Financial Officer
VIPER VENTURES: U.S. Trustee's Bid to Dismiss Ch. 11 Case Denied
VISUALANT INC: J. Kruse Assumes Part Time Gen. Manager Role
VYCOR MEDICAL: Extends 3.9M Common Stock Offering to July 2016
WEIGHT WATCHERS: Moody's Affirms B3 CFR on Oprah's Investment
WP MUSTANG: Moody's Puts B3 CFR Under Review for Upgrade
WP MUSTANG: S&P Puts 'B' CCR on CreditWatch Positive
WYNN RESORTS: Moody's Puts Ba1 CFR on Review for Downgrade
YUM! BRANDS: Moody's Lowers Rating on Sr. Unsecured Notes to Ba1
Z'TEJAS SCOTTSDALE: Proposes Dec. 21, 2015 Deadline for Claims
ZOGENIX INC: Gets Additional Information Request from FDA
ZUCKER GOLDBERG: Final Order Authorizing Cash Use Entered
[*] Phone Scam Targets Bankruptcy Filers
[^] Recent Small-Dollar & Individual Chapter 11 Filings
*********
A&B VALVE: Hires Claro Group's Douglas Brickley as CRO
------------------------------------------------------
A&B Valve and Piping Systems, L.L.C. and its debtor affiliates
seek the Bankruptcy Court's authority to designation of Douglas J.
Brickley of The Claro Group as their independent chief
restructuring officer and manager nunc pro tunc to the Petition.
Simon Wachsberg resigned as manager of the Debtors on Sept. 20,
2015.
"Mr. Brickley has extensive experience working with and for
distressed companies in complex financial and operational
restructurings, both out-of-court and in chapter 11 throughout the
United States," says Louis M. Phillips, Esq., at Gordon, Arata,
McCollam, Duplantis & Eagan, LLC, attorney for the Debtors.
Mr. Brickley will, among other things:
(a) operate the Debtors' business;
(b) open and close bank accounts;
(c) hire, fire and, subject to court approval, retain
professionals and employees to assist with the management,
operations, sale or restructuring of some or all of the
businesses, provided however, that in order to maintain his
independence and avoid conflicts, the Manager/CRO
will not retain any firms with which he is affiliated for
any additional services;
(d) sell some or all of the assets of the Debtors;
(e) take any and all reasonable actions necessary to file these
bankruptcy proceedings;
(f) take all necessary and appropriate actions including, but
not limited to, preparation and filing of a plan of
reorganization or liquidation; and
(g) perform all other acts as he, acting as Manager/CRO will
deem as reasonably necessary and appropriate to manage or
operate the businesses or their respective bankruptcy
estates in order to maximize value to all stakeholders.
Based upon the Debtors' knowledge, Claro and Mr. Brickley do
not represent or hold any interest adverse to them, their estates,
creditors, or affiliates in the matters upon which they are to be
engaged, and are "disinterested persons" within the meaning of
section 101(14) of the Bankruptcy Code.
Services of the Claro and Mr. Brickley will be billed at a flat fee
monthly of $15,000. The Debtors also will reimburse Claro for all
reasonable expenses incurred under the engagement.
On or about Sept. 20, 2015, the Debtors advanced Claro $30,000 to
provide a retainer for services rendered or to be rendered, and for
reimbursement of expenses incurred. On or about Oct. 9, 2015,
Claro applied $15,000 of the retainer as a monthly billing for all
pre-petition fees and through the end of the first month of his
work engagement. At the commencement of these cases, the
balance of the retainer was $15,000, and Claro is paid for the
month commencing Sept. 20, 2015.
About A&B Valve
A&B Valve and Piping Systems LLC is engaged in the business of
stocking and distributing pipes, valves, fittings, flanges,
fasteners, and general oilfield supplies primarily in Louisiana and
Texas. Kimzey Casing Service, LLC, is engaged in the business of
providing casing running services for oil and gas drilling
primarily in Colorado, Pennsylvania and West Virginia. Sheffield
Holdings, L.P., was formed in 2012 to acquire real estate in
Washington County, Pennsylvania.
A&B Valve, KCS, Sheffield Holdings and Sheffield GP, LLC sought
Chapter 11 bankruptcy protection (Bankr. W.D. La. Case Nos.
15-51336 to 15-51339) on Oct. 16, 2015. Ryan A. Maupin, the
interim CEO, signed the petitions.
Judge Robert Summerhays is assigned to the cases.
The Debtors estimated total assets and total liabilities in the
range of $10 million to $50 million. The Debtors disclosed that as
of the Petition Date, they have approximately $8.1 million in trade
debt.
Gordon, Arata, McCollam, Duplantis & Eagan, LLC, serves as counsel
to the Debtors. Grant Thornton, LLP, acts as restructuring advisor
to the Debtors and has provided Ryan Maupin to serve as interim CEO
of the Debtors. Douglas J. Brickley of The Claro Group is the
Debtors' independent chief restructuring officer and manager.
A&B VALVE: Joint Administration of Cases Sought
-----------------------------------------------
A&B Valve and Piping Systems LLC, et al., are seeking joint
administration of their cases for procedural purposes, with the
case of A&B Valve and Piping Systems, L.L.C. as the lead case (Case
No. 15-51336).
Bankruptcy Rule 1015(b) provides, in relevant part, that: "[i]f...
two or more petitions are pending in the same court by or against
... a debtor and an affiliate, the court may order a joint
administration of the estates." The Debtors assert they are
"affiliates" as that term is defined in Section 101(2) of the
Bankruptcy Code.
According to the Debtors, the rights of their respective creditors
will not be adversely affected by joint administration of these
Cases because this motion requests only administrative
consolidation of the estates and not seeking substantive
consolidation.
The Debtors further request that: (a) a single docket sheet will be
maintained for all matters occurring in these cases, however,
separate claims registers will be maintained and each creditor will
file a proof of claim against a particular Debtor's estate; (b) a
combined service list will be used; and (c) combined notices to
creditors of the estates will be used.
About A&B Valve
A&B Valve and Piping Systems LLC is engaged in the business of
stocking and distributing pipes, valves, fittings, flanges,
fasteners, and general oilfield supplies primarily in Louisiana and
Texas. Kimzey Casing Service, LLC, is engaged in the business of
providing casing running services for oil and gas drilling
primarily in Colorado, Pennsylvania and West Virginia. Sheffield
Holdings, L.P., was formed in 2012 to acquire real estate in
Washington County, Pennsylvania.
A&B Valve, KCS, Sheffield Holdings and Sheffield GP, LLC sought
Chapter 11 bankruptcy protection (Bankr. W.D. La. Case Nos.
15-51336 to 15-51339) on Oct. 16, 2015. Ryan A. Maupin, the
interim CEO, signed the petitions.
Judge Robert Summerhays is assigned to the cases.
The Debtors estimated total assets and total liabilities in the
range of $10 million to $50 million. The Debtors disclosed that as
of the Petition Date, they have approximately $8.1 million in trade
debt.
Gordon, Arata, McCollam, Duplantis & Eagan, LLC, serves as counsel
to the Debtors. Grant Thornton, LLP, acts as restructuring advisor
to the Debtors and has provided Ryan Maupin to serve as interim CEO
of the Debtors. Douglas J. Brickley of The Claro Group is the
Debtors' independent chief restructuring officer and manager.
A&B VALVE: Proposes Gordon Arata as Bankruptcy Counsel
------------------------------------------------------
A&B Valve and Piping Systems, L.L.C., et al., had filed an
application with the Bankruptcy Court to employ Gordon, Arata,
McCollam, Duplantis & Eagan, LLC as their counsel.
The representation has entailed, without limitation:
(i) analysis of the Debtors' financial condition, security
interests and debt structure;
(ii) assistance in preparing for the filing of reorganization
cases;
(iii) negotiation with creditors and possible DIP financing
parties;
(iv) negotiation of term sheets regarding use of cash
collateral and DIP financing;
(v) negotiation and drafting of non-disclosure agreements
to be executed with prospective interested parties
regarding sales of assets;
(vi) analysis of employee and employee contract issues;
(vii) review and discussion with client regarding budgeting
issues;
(viii) drafting petitions, motions, pleadings proposed orders for
filing in the bankruptcy cases; and
(ix) analysis of the proper use of business judgment
regarding sale process for Company assets.
The Company wishes to employ Louis M. Phillips, Peter A. Kopfinger,
Armistead M. Long, Patrick "Rick" M. Shelby, and Cathy E. Chessin.
To secure the payment of any attorney's fees and reimbursable
expenses in connection with its representation, Gordon Arata has
received in trust a retainer in the amount of $250,000 in two wire
transfers, on September 4 and September 9.
To the best of the Company's knowledge, Gordon Arata is
disinterested and holds no claim or interest adverse to the estate
within the meaning of Sections 101(14) and 327 of the Bankruptcy
Code, as modified by Section 1107(b).
About A&B Valve
A&B Valve and Piping Systems LLC is engaged in the business of
stocking and distributing pipes, valves, fittings, flanges,
fasteners, and general oilfield supplies primarily in Louisiana and
Texas. Kimzey Casing Service, LLC, is engaged in the business of
providing casing running services for oil and gas drilling
primarily in Colorado, Pennsylvania and West Virginia. Sheffield
Holdings, L.P., was formed in 2012 to acquire real estate in
Washington County, Pennsylvania.
A&B Valve, KCS, Sheffield Holdings and Sheffield GP, LLC sought
Chapter 11 bankruptcy protection (Bankr. W.D. La. Case Nos.
15-51336 to 15-51339) on Oct. 16, 2015. Ryan A. Maupin, the
interim CEO, signed the petitions.
Judge Robert Summerhays is assigned to the cases.
The Debtors estimated total assets and total liabilities in the
range of $10 million to $50 million. The Debtors disclosed that as
of the Petition Date, they have approximately $8.1 million in trade
debt.
Gordon, Arata, McCollam, Duplantis & Eagan, LLC, serves as counsel
to the Debtors. Grant Thornton, LLP, acts as restructuring advisor
to the Debtors and has provided Ryan Maupin to serve as interim CEO
of the Debtors. Douglas J. Brickley of The Claro Group is the
Debtors' independent chief restructuring officer and manager.
ACCIPITER COMMUNICATIONS: Moves Disclosures Hearing to Dec. 1
-------------------------------------------------------------
At the behest of Accipiter Communications, Inc., the U.S. Rural
Utilities Service, and the Official Committee of Unsecured
Creditors, U.S. Bankruptcy Judge George B. Nielsen has agreed to
continue by 30 days until Dec. 1, 2015, the hearing to consider
approval of the disclosure statement explaining the Debtor's Second
Amended Plan of Reorganization to give way for the solicitation of
offers for the Debtor's assets.
On May 15, 2015, the Debtor and the Committee filed their Second
Amended Plan of Reorganization and an associated proposed
Disclosure Statement.
At the most recent Chapter 11 status hearing held before the Court
on July 7, 2015, respective counsel for the Debtor, RUS, and the
Committee all reported to the Court that those parties were
cooperatively exploring the possibility of identifying one or more
potential purchasers for substantially all the Debtor's assets as a
means to bringing about a resolution of the Chapter 11 case. To
accommodate the parties' exploration of a possible sale process,
the Court extended the hearing on the Disclosure Statement to Oct.
27, 2015, with a commensurate continuances of (a) the deadline for
parties to object to approval of the disclosure statement to Oct.
12, 2015, and (b) all related discovery requests that may be
pending to a date three days prior to the disclosure statement
objection deadline.
The parties' attempts to locate parties potentially interested in
acquiring all or substantially all the Debtor's assets or entering
into a similar type of transaction (a "Sale Transaction") and to
document a potential Sale Transaction are ongoing.
The Debtor has provided a form of non-disclosure agreement (the
"NDA") to each party (a "Potential Buyer") that has expressed an
interest in exploring a possible Sale Transaction and has provided
login credentials allowing that Potential Buyer full access to an
online virtual data room containing all documents and information
pertaining to the Debtor and its business operations that the
Debtor believes reasonably relevant and informative to any
reasonable Potential Buyer considering a Sale Transaction (the
"Data Room").
Once a Potential Buyer has received access to the Data Room, the
Stipulating Parties have agreed that the Potential Buyer has 30
days to provide the Debtor with a sealed, confidential expression
of interest or letter of intent regarding a Sale Transaction (an
"LOI"), specific enough to identify, at a minimum, the proposed
pricing and other essential terms of the proposed Sale Transaction.
The Debtor has agreed with the other Stipulating Parties to
maintain the absolute confidentiality of all LOIs received such
that no LOI will be disclosed to any person other than the
Stipulating Parties. The Stipulating Parties have agreed to work
together to identify the LOI representing the highest and best
terms for a Sale Transaction among all LOIs timely received.
If the Stipulating Parties receive one or more LOIs and identify
one of those LOIs as representing the highest and best terms for a
Sale Transaction, and if those terms are mutually acceptable among
all Stipulating Parties, the Debtor will seek the Court's formal
approval of any appropriate bid procedures in connection with a
Sale Transaction.
The Stipulating Parties' efforts to gather LOIs is ongoing.
Simultaneously, the Stipulating Parties are exploring additional
options to resolve the matter.
Under all the circumstances, the Stipulating Parties have concluded
that extending the date of the hearing on the adequacy of the
Disclosure Statement, the Current Disclosure Statement Objection
Deadline, and the Current Discovery Response Deadline by 30 days
would further the interests of all parties.
Provided that any United States' objection (the "Objection") to the
adequacy of the Disclosure Statement does not exceed 30 pages in
length (exclusive of attachments), the Debtor and the Committee
agree not to object to the Objection on grounds of length; in
exchange, the United States agrees not to object on grounds of
length to any reply to the Objection by the Debtor, the Committee
or both, provided that in aggregate, these reply(ies) do not exceed
30 pages in length (exclusive of attachments).
The Court-approved stipulation signed by the Debtor, the RUS, and
the Creditors Committee provides that:
1. The Disclosure Statement Hearing is continued to Dec. 1, 2015
at 1:45 p.m.
2. Any objections to the relief requested in the Motion for
Order: (A) Approving Disclosure Statement; (B) Approving Procedures
for Solicitation of Votes on Plan; and (C) Scheduling Hearing for
Confirmation of Plan will be made in writing, filed with the Court,
and served on counsel for the Debtor so as to be received no later
than the Disclosure Statement Objection Deadline, which is
continued to 5:00 p.m. Phoenix time on November 16, 2015 (the
"Revised Disclosure Statement Objection Deadline").
3. Responses to any currently pending discovery are extended to
a date three days prior to the Revised Disclosure Statement
Objection Deadline.
4. The Debtor will promptly give appropriate notice of the
revised dates for the Disclosure Statement Hearing and the Revised
Disclosure Statement Objection Deadline.
5. To any extent Bankr. D. Az. L. R. 9013-1 otherwise would
apply, the page limits therein are extended as follows: (a) for any
Objection by the United States to the adequacy of the Disclosure
Statement, 30 pages (exclusive of attachments); (b) for any reply
by the Debtor or the Committee or both of them in further support
of the adequacy of the Disclosure Statement, 30 pages (in aggregate
for the reply(ies) of the Debtor and the Committee).
Judge Nielsen approved the Stipulation on Oct. 7.
The Creditors' Committee's counsel:
Alisa C. Lacey
Christopher C. Simpson
STINSON LEONARD STREET LLP
1850 N. Central Avenue, Suite 2100
Phoenix, AZ 85004
Tel: (602) 279-1600
Counsel to the Debtors:
Jordan A. Kroop
Bradley A. Cosman
PERKINS COIE LLP
2901 N. Central Avenue, Suite 2000
Phoenix, AZ 85012
Tel: (602) 351-8000
Counsel to the U.S.A., on behalf of the RUS:
Ruth A. Harvey
Kirk T. Manhardt
Lloyd H. Randolph
Jessica S. Wang
United States Department of Justice
Commercial Litigation Branch
P.O. Box 875, Ben Franklin Station
Washington, DC 20044
Voice: (202) 307-0356
Fax: (202) 514-9163
About Accipiter Communications
Accipiter Communications, Inc., a Phoenix-based company that
provides telecommunications services to unserved or underserved,
mostly rurally-situated residences and businesses in central
Arizona, filed a Chapter 11 bankruptcy petition (Bankr. D. Ariz.
Case No. 14-04372) in its hometown on March 28, 2014.
Accipiter provides telecommunications services to 1,409
residential
subscribers and 231 business subscribers, including an elementary
school, an enforcement agency, a fire station, two municipal water
supply facilities, and a bank.
The Debtor is able to provide telecommunications services to rural
customers only by participating in two federal programs: revenue
subsidies from the federal Universal Service Fund, which is
administered under the authority of the Federal Communications
Commission, and capital debt financing provided under a rural
telecommunications loan program administered by the Rural
Utilities
Service, an agency of the U.S. Department of Agriculture.
As of the Petition Date, the Debtor owed $20.8 million in
aggregate
principal to the RUS. The Debtor believes there is approximately
$414,000 in prepetition general unsecured claims held by trade
vendors or other parties against the Debtor. The Debtor is a
privately held company, with 55.4% of the stock held by Lewis van
Amerongen. In its schedules, the Debtor listed $31.3 million in
assets and $21.6 million in liabilities.
The bankruptcy case is assigned to Judge George B. Nielsen Jr.
The Debtor has tapped Perkins Coie LLP as counsel.
Ilene J. Lashinsky, U.S. Trustee for Region 14, appointed these
three creditors to serve in the Official Committee of Unsecured
Creditors. The Committee retained Stinson Leonard Street LLP as
counsel.
* * *
The Debtor and the Committee have proposed a Plan of Reorganization
for the Debtor.
ADVANCED MICRO: S&P Lowers CCR To 'CCC+'; Outlook Negative
----------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its corporate
credit rating on Sunnyvale, Calif.-based Advanced Micro Devices
Inc. to 'CCC+' from 'B-'. The outlook is negative.
S&P also lowered its issue-level rating on AMD's senior unsecured
notes to 'CCC' from 'B-' and revised the recovery rating to '5'
from '4'. The '5' recovery rating indicates S&P's expectation for
modest recovery (10%-30%; lower half of the range) in the event of
a payment default.
"The downgrade reflects our expectation that AMD will experience a
more gradual return to revenue growth, ongoing competitive
challenges to restore operating profitability, and more severe
operating losses and negative free cash flow through 2016 than we
had previously forecast, despite recent improvements to its
liquidity," said Standard & Poor's credit analyst John Moore.
On Oct. 15, 2015, AMD reported revenues for its quarter ended Sept.
26, 2015 of $1.06 billion, slightly above S&P's consensus estimates
of about $1 billion, and its fourth consecutive year-over-year
operating loss. AMD also announced that it expects its revenues
for the quarter ending Dec. 26, 2015 to decrease about 20%-25% year
over year to about $920 million-$1 billion, below S&P's prior
estimate of about $1.1 billion. S&P now expects revenues of about
$4 billion for 2015 and 2016, flat year over year, and negative
free cash flow of about $350 million in 2015 and $185 million in
2016, below S&P's previous forecast of about 1% revenue growth in
2016 and negative free cash flow of about $100 million in 2015 and
$160 million in 2016.
The negative rating outlook reflects AMD's weaker-than-expected
operating performance and its vulnerability to further
deterioration over the coming quarters. The outlook also reflects
AMD's challenges to stabilize its competitive footing in weak PC
microprocessor markets and to grow in new markets to offset
existing business declines.
S&P could lower the rating on AMD if its liquidity weakens such
that its cash balances decline to less than $500 million or if its
business declines persist further, impairing its liquidity
position.
S&P could revise the outlook to stable if AMD is able to moderate
negative free cash flow toward breakeven and demonstrate improved
liquidity preservation.
AFFIRMATIVE INSURANCE: Court Directs Joint Administration of Cases
------------------------------------------------------------------
The Bankruptcy Court has ordered the joint administration of the
bankruptcy cases of Affirmative Insurance Holdings, Inc., et al.,
under the Lead Case No. 15-12136 (CSS), for procedural purposes
only.
Any creditor filing a proof of claim against any Debtor shall file
such proof of claim in the Chapter 11 case of each Debtor to which
such claim relates.
About Affirmative Insurance
Affirmative Insurance Holdings, Inc., Affirmative Management
Services, Inc., Affirmative Services, Inc., Affirmative
Underwriting Services, Inc., Affirmative Insurance Services, Inc.,
Affirmative General Agency, Inc., Affirmative Insurance Group, Inc.
and Affirmative, L.L.C. sought Chapter 11 bankruptcy protection
(Bankr. D. Del. Proposed Lead Case No. 15-12136) on Oct. 14, 2015.
The petition was signed by Michael J. McClure as chief executive
officer.
The Debtors have engaged McDermott Will & Emery LLP as general
bankruptcy counsel, Polsinelli PC as local Delaware counsel, Faegre
Baker Daniels LLP as special regulatory counsel, BDO USA LLP as
financial consultant and Rust Consulting/Omni Bankruptcy as notice
and claims agent.
The Debtors disclosed total assets of $25.20 million and total
debts of $91.26 million as of Aug. 31, 2015.
Founded in June 1998, Affirmative provides non-standard personal
automobile insurance policies for individual consumers in targeted
geographic markets. NSPAI policies provide coverage to drivers who
find it difficult to obtain insurance from standard automobile
insurance companies due to their lack of prior insurance, age,
driving record, limited financial resources, or other factors.
AFFIRMATIVE INSURANCE: Gets Interim Nod to Limit Equity Trading
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware entered an
interim order establishing notice and objection procedures for the
transfer of equity securities in order to protect the potential
value of Affirmative Insurance Holdings, Inc. et al.'s net
operating losses.
The Court held that any purchase, sale, trade, or other transfer of
Equity Securities in violation of the Equity Transfer Procedures
will be null and void ab initio and will confer no rights on the
transferee.
The Debtors estimated that their federal income tax NOLs are
approximately $80 million as of the Petition Date, which amounts
could be even higher when the Debtors emerge from Chapter 11.
According to the Debtors, these NOLs could translate into future
reductions of their federal income tax liabilities of approximately
$28 million based on a corporate federal income tax rate of 35%.
The final hearing to consider entry of a final order will be held
on Nov. 18, 2015, at 12:30 p.m. Objection deadline is Nov. 10.
Equity Transfer Procedures
A "Substantial Equityholder" is any person or entity that
beneficially owns at least 720,376 Equity Securities (representing
approximately 4.5% of the 16,008,357 issued and outstanding Equity
Securities).
Any person or entity who currently is or becomes a Substantial
Equityholder shall (a) file with the Court and (b) serve upon (i)
the Debtors, c/o Affirmative Insurance Holdings, Inc., 150
Harvester Drive, Suite 250, Burr Ridge, Illinois 60527 (Attn:
General Counsel), and (ii) McDermott Will & Emery LLP, 340
Madison Avenue, New York, New York 10173 (Attn: Darren Azman), a
notice of that status, on or before the later of (A) 14 days after
entry of the Interim Order or (B) 14 days after becoming
a Substantial Equityholder.
At least 28 days prior to any transfer of Equity Securities that
would result in an increase in the amount of Equity Securities
beneficially owned by a Substantial Equityholder or would result in
a person or entity becoming a Substantial Equityholder, such
Substantial Equityholder or potential Substantial Equityholder
shall (a) file with the Court and (b) serve on the Debtors and
counsel to the Debtors, advance written notice of the intended
transfer of Equity Securities.
At least 28 days prior to any transfer of Equity Securities that
would result in a decrease in the amount of Equity Securities
beneficially owned by a Substantial Equityholder or would result in
a person or entity ceasing to be a Substantial Equityholder, such
Substantial Equityholder shall (a) file with the Court and (b)
serve on the Debtors and counsel to the Debtors, advance
written notice of the intended transfer of Equity Securities.
The Debtors will have 21 days after receipt of a Stock
Acquisition Notice or a Stock Disposition Notice to file with the
Court and serve on the party filing the Transfer Notice an
objection to the proposed Transfer on the grounds that such
Transfer may adversely affect the Debtors' ability to utilize their
NOLs. If the Debtors file an objection, the proposed Transfer will
not be effective unless and until approved by a final and
nonappealable order of this Court. If the Debtors do not object
within such 21-day period, the Transfer may proceed solely as set
forth in the Transfer Notice.
Rehabilitator Responds
In response to the Motion, Anne Melissa Dowling, Acting Director of
Insurance of the State of Illinois, solely as statutory
court-affirmed rehabilitator of Affirmative Insurance Company,
clarified that her lack of objection was not intended to waive any
of AIC's claims to ownership, use, or compensation for the use of,
the NOLs.
On Sept. 16, 2015, the Rehabilitator, on behalf of the People of
the State of Illinois, filed with the Circuit Court of Cook County,
Illinois, a Verified Complaint for Rehabilitation seeking an Order
of Rehabilitation against AIC, pursuant to the provisions of
Article XIII, 2015 ILCS 5/187 et seq., of the Illinois Insurance
Code. In response, also on Sept. 16, 2015, the Illinois Court
entered an Agreed Order of Rehabilitation against AIC, that, among
other things, appointed the Rehabilitator, created an estate
comprising all of the liabilities and assets of AIC, enjoined all
actions and claims against AIC and its estate.
The Rehabilitator said she does not dispute that, as members of the
Consolidated Group, the Debtors and AIC all have interest in the
NOLs. However, the Rehabilitator asserted that the vast majority
of the NOLs available to the Consolidated Group were generated by
AIC, and not by any of the Debtors.
About Affirmative Insurance
Affirmative Insurance Holdings, Inc., Affirmative Management
Services, Inc., Affirmative Services, Inc., Affirmative
Underwriting Services, Inc., Affirmative Insurance Services, Inc.,
Affirmative General Agency, Inc., Affirmative Insurance Group, Inc.
and Affirmative, L.L.C. sought Chapter 11 bankruptcy protection
(Bankr. D. Del. Proposed Lead Case No. 15-12136) on Oct. 14, 2015.
The petition was signed by Michael J. McClure as chief executive
officer.
The Debtors have engaged McDermott Will & Emery LLP as general
bankruptcy counsel, Polsinelli PC as local Delaware counsel, Faegre
Baker Daniels LLP as special regulatory counsel, BDO USA LLP as
financial consultant and Rust Consulting/Omni Bankruptcy as notice
and claims agent.
The Debtors disclosed total assets of $25.20 million and total
debts of $91.26 million as of Aug. 31, 2015.
Founded in June 1998, Affirmative provides non-standard personal
automobile insurance policies for individual consumers in targeted
geographic markets. NSPAI policies provide coverage to drivers who
find it difficult to obtain insurance from standard automobile
insurance companies due to their lack of prior insurance, age,
driving record, limited financial resources, or other factors.
ALLY FINANCIAL: Moody's Raises Senior Unsecured Rating to 'Ba3'
---------------------------------------------------------------
Moody's Investors Service upgraded the senior unsecured rating of
Ally Financial, Inc. to Ba3. The outlook for the rating is stable.
All other long term ratings of Ally Financial and GMAC Capital
Trust I were upgraded one notch and short term ratings were
affirmed. Outlooks for subordinated instruments have been
terminated due to Business Reasons.
RATINGS RATIONALE
Moody's upgrade of Ally Financial is based on improvements in
profitability from lower borrowing and operating costs. Ally also
achieved higher capital levels. Ally's deposit growth to $62
billion and gradual reduction in market sensitive brokered CDs to
16% is the product of Ally Bank's growing franchise. Ally Bank's
success, in conjunction with a focus on lowering high cost debt,
has lowered cost of funds to 1.8% versus 2.1% one year earlier.
This allowed Ally to maintain a net interest margin of 2.6% despite
strong competition in auto lending. In addition, capital grew to
9.9% tangible common equity to risk weighted assets versus a ratio
closer to 8% in prior years.
Ally is a leading provider of U.S. commercial and retail auto
finance. Ally maintains a $35 billion commercial portfolio which
largely consists of floorplan loans to General Motors and Chrysler
dealers, many of which Ally has maintained relationships for
several years. General Motors and Chrysler dealers also provide
Ally with large volumes of retail auto loan originations which
comprises the majority of Ally's overall volumes.
Over the last year Ally has also benefited from further expansion
and diversification of its investor base. The U.S. Treasury sold
all of its remaining shares of Ally's common stock in December
2014, a significant event which completed Ally's exit from TARP.
Moody's expects that Ally will maintain good capital discipline as
it pursues strategies to provide higher returns to shareholders.
Balancing these positive developments, Ally has diversified its
auto business predominantly by increasing its used vehicle lending
over the last 18 months. With this, Ally has modestly expanded
lower credit-tier originations helping to both drive volumes and
preserve asset yields. Moody's expects that these shifts in
origination mix will lead to higher credit losses over time. Ally
has also experienced some negative developments in the last year
with the loss of GM subvented retail business and increased
competition for GM dealer commercial lending. Ally faces
significant competition for the GM non-subvented retail business,
and the dealer commercial business is being targeted by other
financial institutions, including GM's own General Motors
Financial. These competitors present a longer-term threat to
Ally's auto franchise.
Ally's ratings could be upgraded if the company continues to grow
its deposit base, maintains GM and Chrysler commercial and retail
auto business, and prudently underwrites growing auto channels.
Sustained improvements in net income to tangible assets towards 1%
and improvements in liquidity, a combination of reduced market
funding and increased liquid banking assets, would improve Ally's
financial profile.
Ratings could be downgraded due to a significant decline in dealer
relationships which could signal erosion of the franchise. Ratings
could also be downgraded if growth in riskier credit quality assets
or loss of prime quality assets negatively impacted asset
performance and weakened financial metrics.
Ally Financial Inc. is a provider of automotive financial services
with $156 billion in total assets as of June 30, 2015. Subsidiary
Ally Bank offers a variety of savings and checking account
products.
The principal methodology used in these ratings was Banks published
in March 2015.
ALONSO & CARUS: Committee to Retain Glassratner as Fin'l Advisors
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
case of Alonso & Carus Iron Works, Inc., seeks authority from the
Bankruptcy Court to retain Glassratner Advisory & Capital Group,
LLC, as financial advisors effective as of July 15, 2015.
In an amended retention application, the Committee will pay the
firm the following discounted hourly rates:
James Fox $265
Marc Levee $230
Senior Associates $170
Associates & Assistants $95 - $170
The rates represent a discount of between approximately 40% and 60%
off of GlassRatner's normal hourly billing rates. The firm will
also charge its clients for expenses incurred in connection with
the client's case.
As reported by the Troubled Company Reporter on Sept. 1, 2015, the
Committee requires GlassRatner to:
(a) analyze the Debtor's current and historical business
operations, financial results and pre-and post-petition
financing arrangements, if any, and corresponding budgets;
(b) analyze the Debtor's operations prior to and after the
Petition Date, as the Committee deems necessary;
(c) analyze the Debtor's liquidity and operations at certain
points in time;
(d) evaluate customer contracts for appropriateness;
(e) investigate and analyze the potential for additional
sources of recovery to the Debtor's estate;
(f) review the financial aspects of the Disclosure Statement
and Plan of Reorganization, including the financial
projections and liquidation analysis;
(g) negotiate on behalf of the Committee with relevant parties;
(h) advise the Committee and Counsel on various financial and
business matters associated with the Debtor;
(i) investigate any potential causes of action or fraudulent
transfers;
(j) attend hearings before the Court and meetings with third
parties as customary and appropriate and confer with
representatives of the Committee, the Debtor, its counsel
and financial advisor; and
(k) provide written and oral reports to the Committee and
counsel as necessary and appropriate.
The original GlassRatner hourly rates are the following:
James Fox $310
Marc Levee $270
David Neyhart $170
Associates & Assistants $95 - $170
About Alonso & Carus
Alonso & Carus Iron Works, Inc., sought Chapter 11 protection
(Bankr. D.P.R. Case No. 15-02250) in Old San Juan, Puerto Rico, on
March 27, 2015. The case is assigned to Judge Enrique S. Lamoutte
Inclan.
The Catano, Puerto Rico-based debtor has filed schedules of assets
and liabilities, disclosing $23,028,113 in total assets and
$14,919,146 in total debts.
The Debtor on the Petition Date filed applications to employ
Charles A Curpill, PSC Law office, as counsel; and CPA Luis R.
Carrasquillo & Co, PSC as financial consultant.
ALPHA MEDIA: S&P Assigns 'B' CCR & Rates $285MM Loan 'B'
--------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its 'B'
corporate credit rating to Portland, Ore.-based radio broadcaster
Alpha Media LLC. The rating outlook is stable.
At the same time, S&P assigned its 'B' issue-level rating and '3'
recovery rating to the company's proposed $285 million senior
secured first-lien credit facility (consisting of a $265 million
senior secured first-lien term loan and $20 million senior secured
first-lien revolving credit facility). The '3' recovery rating
indicates S&P's expectation for meaningful recovery (50%-70%; upper
half of the range) of principal for debtholders in the event of
default.
S&P did not rate Alpha Media's privately placed $65 million
second-lien loan and $55 million payment-in-kind (PIK) holding
company notes, even though S&P took them into consideration in
determining the corporate credit rating on the company.
The 'B' corporate credit rating reflects Alpha Media's relatively
smaller size and lack of meaningful diversification outside of
radio broadcasting, the secular pressures affecting radio
advertising, and the execution risk inherent in the aggressive
acquisition strategy the company has employed over the past few
years. The rating also reflects the company's "highly leveraged"
financial risk profile, resulting from the increased debt in the
capital structure due to its acquisition of Digity LLC's radio
broadcasting assets.
"The stable rating outlook on Alpha Media reflects our expectation
that the company will successfully integrate all of its recent
acquisitions, which would allow it to maintain lease-adjusted
leveraged below 6x on a sustained basis and 'adequate' liquidity,
as well as generate moderate discretionary cash flow," said
Standard & Poor's credit analyst Jawad Hussain.
S&P could lower the rating on Alpha Media if its leverage rises
above 6.5x on a sustained basis and its discretionary cash flow
declines below $10 million. This could occur as a result of poor
execution in integrating its newly acquired stations, further
debt-financed acquisitions, or operational weakness caused by
audience rating declines or general economic weakness.
Although unlikely over the next 12 months, S&P could raise the
rating if it becomes apparent that Alpha Media can maintain
"adequate" liquidity while reducing leverage to below 5x on a
sustained basis. This would likely entail the company experiencing
positive organic revenue and EBITDA growth coupled with a
commitment to use its discretionary cash flow to pay down debt.
AMERICAN AGENCIES: Asked for Extension to File Operating Report
---------------------------------------------------------------
American Agencies Co, Inc., filed with the U.S. Bankruptcy Court
for the District of Puerto Rico a motion to extend the period
within which they should file their monthly operating report for
the month of September 2015, from Sept. 15, 2015 to Sept. 30,
2015.
The Debtor told the Court that their accountants, Mr. Raul
Hernandez, and Ms. Doris Barroso Vicens, CPA, have been working
diligently to compile the necessary data needed to prepare the
monthly operating reports. The Debtor further told the Court that
the accountants still require a short extension of time to complete
the reconciliation of accounts.
American Agencies is represented by:
Carmen D. Conde Torres, Esq.
C. CONDE & ASSOC.
San Jose Street #254, 5th Floor
San Juan, PR 00901-1253
Telephone: (787)729-2900
Facsimile: (787)729-2203
E-mail: condecarmen@microjuris.com
About American Agencies
merican Agencies Co., Inc. and New Steel, Inc., manufacturers of
steel structures, filed Chapter 11 bankruptcy petitions (Bankr. D.
P.R. Case Nos. 15-07088 and 15-07090, respectively) on Sept. 15,
2015. The petition was signed by Omir Mendez as president.
The Debtors sought substantive consolidation of their cases under
Lead Case 15-07088.
C. Conde & Associates represents the Debtors as counsel. Doris
Barroso Vicens, CPA, at RSM ROC & Company, serves as the Debtors'
accountant.
AMSURG CORP: Moody's Affirms 'B1' CFR, Outlook Negative
-------------------------------------------------------
Moody's Investors Service changed the rating outlook for AmSurg
Corporation to negative from stable. The rating agency also
affirmed the company's B1 Corporate Family Rating and B1-PD
Probability of Default Rating. In addition, Moody's affirmed
AmSurg's Ba2 senior secured revolver and senior secured term loan
ratings, the B3 unsecured notes rating, and the SGL-2 Speculative
Grade Liquidity Rating. This action follows the company's
announcement that it has made an unsolicited offer to acquire Team
Health, Inc. (Ba2 RUR) in a stock-and-cash transaction, valuing the
combined company at about $7.8 billion. At the present time, Team
Health has not accepted the proposal. The outlook was changed to
negative from stable.
The change in rating outlook to negative reflects both the large
size of the proposed acquisition of Team Health, and incremental
debt of $600 million. The transaction is also expected to be
funded with about $500 million in equity. Given the uncertainty
surrounding any possible deal, including final purchase price and
ultimate credit profile of the company, there are outcomes that
could result in a downgrade, if a deal goes through. This could be
due to higher financial leverage, along with integration risks,
despite the enhanced scale and diversification of the businesses.
Should a deal materialize, Moody's will determine the appropriate
course of action at that time. Under the current proposal, Moody's
estimates that the pro forma debt to EBITDA could rise to 5.3 times
from 4.6 times, for the LTM ended June 30, 2015.
These ratings were affirmed:
AmSurg Corp.:
Corporate Family Rating at B1
Probability of Default Rating at B1-PD
Senior secured revolving credit facility at Ba2 (LGD 2)
Senior secured term loan at Ba2 (LGD 2)
Senior unsecured notes at B3 (LGD 5)
Speculative Grade Liquidity Rating at SGL-2
The outlook is changed to negative from stable
RATING RATIONALE
The B1 Corporate Family Rating reflects Moody's expectation that
AmSurg will continue to operate with considerable financial
leverage as it uses debt to fund its growth strategy, including the
proposed acquisition with Team Health. AmSurg has added
significant scale and earnings diversification with recent
acquisitions, but has not fully benefited from synergies.
The rating benefits from the company's significant scale in both of
its primary segments, which are otherwise very fragmented.
Moreover, AmSurg's rating reflects Moody's expectation of a
relatively stable near term reimbursement environment and the
longer-term favorable prospects for the ASC industry.
The negative rating outlook reflects Moody's view that AmSurg's
acquisition strategy has become more aggressive than historically
with the unsolicited bid for Team Health. Given the company's high
financial leverage, the company has very little cushion to absorb
negative developments or additional debt funded acquisitions at its
current rating.
If the company pursues additional debt-financed acquisitions or
shareholder initiatives, such that debt to EBITDA increases above
5.0 times, on a sustained basis, the rating could be downgraded. In
addition, a deterioration in the company's liquidity and/or
materially negative developments in the reimbursement environment
or integration difficulties could result in a downgrade.
The rating could be upgraded if the company experiences favorable
growth in both revenues and EBITDA, which result in debt to EBITDA
sustained below 4.0 times.
The principal methodology used in these ratings was Global
Healthcare Service Providers published in December 2011.
AmSurg Corp. acquires, develops and operates ambulatory surgery
centers in partnership with physicians. Through its two operating
divisions, as of September 30, 2015, AmSurg owned and operated 253
ASCs in 34 states and provided physician services to more than 360
healthcare facilities in 27 states. AmSurg has partnerships with,
or employs, over 5,000 physicians in 38 states and the District of
Columbia.
APOLLO MEDICAL: Completes $10 Million Strategic Equity Investment
-----------------------------------------------------------------
Apollo Medical Holdings, Inc., has completed a $10 million
strategic equity investment from Network Medical Management, Inc.,
one of the largest healthcare Management Services Organizations in
California.
Under the terms of the investment agreement, ApolloMed issued 1.11
million preferred shares of stock to NMM at $9.00 per share with
warrants to purchase an additional 1.11 million shares at $9.00 per
share. NMM will also nominate one person to ApolloMed's Board of
Directors pursuant to the terms of the agreement. Proceeds from
the offering were used to retire the term loan and revolver, in the
amount of $7.3 million, owed to NNA of Nevada Inc., an investing
unit of Fresenius Medical Care. Additionally, NNA of Nevada
elected to convert their convertible note and all of their warrants
into shares of common stock.
Founded in 1994 and headquartered in Alhambra, California, Network
Medical Management, Inc. is a leading physician-led healthcare
organization that delivers a sophisticated level of comprehensive
healthcare management services to a client base consisting of
health plans, independent practice asssociations, hospitals,
physicians and other health care networks. NMM currently is
responsible for coordinating the care for over 600,000 covered
patients in Southern, Central and Northern California through a
network of over 12 IPAs with over 4500 contracted physicians.
NMM is part of an integrated healthcare organization which includes
two IPAs (Allied Pacific IPA and La Salle Medical Associates), a
Knox-Keene, Medicare-approved health plan (Universal Care), two
Medicare Shared Savings Program (MSSP) Accountable Care
Organizations (ACOs), a 99-bed skilled nursing facility, two
ambulatory surgical care centers, lab, pharmacy and multiple
clinics.
"We are pleased that Network Medical Management has become a
strategic investor and believe there are numerous operating
synergies and revenue opportunities for both companies, including
population health management, hospitalist medicine, MSO and ACO
services, hospice/palliative care services and other initiatives,"
stated Warren Hosseinion, M.D., chief executive officer of Apollo
Medical Holdings. "We look forward to our partnership both in
California and extension into select U.S. markets."
"We are excited to announce this strategic transaction with
ApolloMed and believe that both companies will be better positioned
to capitalize on key trends as the U.S. healthcare industry moves
towards value-based reimbursements," stated Thomas Lam, M.D., chief
executive officer of Network Medical Management. "We see tremendous
growth opportunities ahead."
"Network Medical Management and ApolloMed share a common mission to
meet the triple aim of improving the patient's experience of care,
improving the health of populations and reducing the per capita
costs of healthcare," stated Kenneth Sim, M.D., co-chairman of
Network Medical Management. "We are excited to join forces with
the ApolloMed team as we improve healthcare delivery for our own
patients as well as our client's patients."
"This equity investment is another step in our growth strategy and
also strengthens our balance sheet as we position the Company for
uplisting on the NASDAQ and further shareholder value," stated Gary
Augusta, executive chairman of Apollo Medical Holdings. "I would
like to thank both Network Medical Management and Fresenius for
their trust and confidence in ApolloMed and our operating model,
which is at the forefront of the U.S. healthcare industry."
About Apollo Medical
Glendale, Calif.-based Apollo Medical Holdings, Inc., provides
hospitalist services in the Greater Los Angeles, California area.
Hospitalist medicine is organized around the admission and care of
patients in an inpatient facility such as a hospital or skilled
nursing facility and is focused on providing, managing and
coordinating the care of hospitalized patients.
Apollo Medical reported a net loss attributable to the Company of
$1.8 million on $32.9 million of net revenues for the year ended
March 31, 2015, compared to a net loss attributable to the Company
of $5 million on $10.5 million of net revenues for the year ended
Jan. 31, 2014.
As of June 30, 2015, the Company had $13.3 million in total
assets, $16.7 million in total liabilities and total
stockholders' deficit of $3.73 million.
B&G FOODS: Moody's Affirms B1 Corp. Family Rating, Outlook Stable
-----------------------------------------------------------------
Moody's Investors Service raised the Speculative Grade Liquidity
rating of B&G Foods, Inc. to SGL-1 from SGL-2 and affirmed the
company's Corporate Family Rating and Probability of Default Rating
at B1 and B1-PD, respectively. At the same time, Moody's affirmed
the company's existing debt instrument ratings including the Ba3
rating on the company's newly proposed 7-year $750 million term
loan B (upsized from $500 million prior to issuance). Proceeds
from the term loan B and revolver borrowings will be used to fund
B&G's planned acquisition of the Green Giant and Le Sueur branded
canned and frozen vegetable business from General Mills, Inc. for
approximately $765 million (subject to an inventory adjustment at
close). The rating outlook is maintained at stable.
B&G's SGL rating was raised primarily because of Moody's
expectation that the company will have a stronger liquidity profile
following a change in how the company will fund the acquisition.
The $250 million upsizing of the new term loan B (to $750 million)
reduces the amount the company will need to borrow on its revolving
credit facility. Moody's now expects revolver borrowings to be
less than $125 million on a pro forma basis at close, relative to
more than $300 million prior to the term loan B upsizing. Pro
forma balance sheet cash is expected to be roughly $50 million at
close while the revolver will have in excess of $350 million of
availability as compared to less than $150 million prior to the
upsizing.
The affirmation of the CFR and PDR is based on the absence of any
increase in the company's financial leverage (roughly 6.0 times
debt-to-EBITDA on a Moody's adjusted basis) as a result of the
upsizing.
According to Moody's Analyst Brian Silver, "B&G's decision to fund
a greater proportion of the Green Giant acquisition with term loan
B as opposed to revolver borrowings relative to initial funding
expectations will improve the company's liquidity profile, and
although the funding shift is leverage-neutral, it increases the
amount of long-term debt in the company's capital structure."
These ratings have been raised for B&G Foods, Inc.:
Speculative Grade Liquidity Rating to SGL-1 from SGL-2.
These ratings have been affirmed for B&G Foods, Inc.:
Corporate Family Rating at B1;
Probability of Default Rating at B1-PD;
$750 million (upsized from $500 million) principal Senior
Secured Term Loan B due 2022 at Ba3 (LGD3);
$300 million principal Senior Secured Term Loan A due 2019 at
Ba3 (LGD3);
$500 million Senior Secured Revolving Credit Facility maturing
2019 at Ba3 (LGD3);
$700 million principal Backed Senior Unsecured Notes due 2021 at
B3 (LGD5);
Senior Unsecured Shelf at (P)B3.
The outlook is maintained at stable
RATINGS RATIONALE
The B1 CFR reflects B&G's high leverage, increasingly aggressive
financial policies, relatively large dividend payments, small but
improving scale relative to more highly rated industry peers, an
acquisitive growth strategy, and periodic use of leverage to fund
acquisitions. Pro forma leverage is currently high but we
anticipate some deleveraging to occur during the next twelve to
eighteen months driven by both mandatory term loan amortization and
EBITDA growth. The rating also incorporates the potential
challenges associated with entrance into the frozen arena and the
potential for integration risks associated with the Green Giant
acquisition. The company's credit profile benefits from its
relatively high margins (despite the inclusion of lower margin
Green Giant), consistent cash flow generation, a broad product
portfolio and a largely successful track record of integrating
acquisitions (albeit on a smaller scale than Green Giant). B&G's
willingness to dividend a high portion (roughly 50% - 65%) of its
cash flows after capital spending is partially mitigated by the
consistency of its cash flow generation, low capital spending
requirements (due in part to its extensive use of co-packers), and
its success in recouping commodity cost increases through timely
pricing actions within its niche branded product offerings.
The stable outlook is based on Moody's expectation that B&G's
leverage will improve but remain elevated during the next twelve to
eighteen months. In addition, Moody's expects the company to
continue to generate solid cash flow that can be used for debt
repayment, including mandatory amortization on its term loan A and
B facilities.
B&G's ratings could be upgraded if the company is able to integrate
Green Giant with minimal challenges, sustain debt-to-EBITDA below
5.0 times even considering a continuation of its acquisition based
growth strategy, and improve RCF-to-net debt such that it
approaches 10%. Alternatively, the ratings could be downgraded if
the company experiences material integration issues with Green
Giant, adjusted debt-to-EBITDA is sustained above 6.0 times, if
RCF-to-net debt weakens and is sustained below 5%, or if liquidity
deteriorates and revolver borrowings increase materially.
The principal methodology used in these ratings was Global Packaged
Goods published in June 2013.
B&G Foods ("B&G", NYSE: BGS) based in Parsippany, New Jersey, is a
publicly traded manufacturer and distributor of a diverse portfolio
of largely branded, shelf-stable food products, many of which have
leading regional or national market shares in niche categories.
The company also has a small presence in household products. In
September 2015 the company announced the acquisition of the Green
Giant and Le Sueur brands from General Mills (the "Green Giant"
acquisition), hence B&G will also compete in the frozen arena
following the close of the acquisition. B&G's brands include Cream
of Wheat, Ortega, Maple Grove Farms of Vermont, Polaner, B&M, Las
Palmas, Mrs. Dash, Pirate Brands and Bloch & Guggenheimer among
others. B&G sells to a diversified customer base including grocery
stores, mass merchants, wholesalers, clubs, dollar stores, drug
stores, the military and other food service providers. Pro forma
for the Mama Mary's and Green Giant acquisitions, B&G generated net
sales for the twelve months ended July 4, 2015 of approximately
$1.45 billion.
B&G FOODS: S&P Lowers Rating on Sr. Unsecured Debt to 'B'
---------------------------------------------------------
Standard & Poor's Ratings Services said it will lower its rating on
B&G Foods Inc.'s senior unsecured debt by one notch to 'B' from
'B+' following the company's announcement that it plans to increase
its proposed incremental term loan B by $250 million to $750
million from $500 million previously, to finance the acquisition of
Green Giant. Standard & Poor's will revise the recovery rating on
the senior unsecured debt to '6', reflecting S&P's expectation for
negligible (0% to 10%) recovery in the event of a payment default,
from '5'. The increase in term loan B will reduce the net value
available to unsecured creditors leading to lower recovery
prospects. The corporate credit rating remains 'BB-' because S&P
views the increase as leverage neutral. The company expects to
reduce the amount of incremental borrowings under the revolver by
the amount of the extra proceeds of the upsized incremental term
loan B. The senior secured ratings remain 'BB+' and the recovery
ratings remain '1', indicating S&P's expectations of very high (90%
to 100%) recovery in the event of a payment default.
S&P still expects the company to issue equity by the first half of
2016 and to deleverage below 5x.
Ratings List
B&G Foods Inc.
Corporate credit rating BB-/Stable/--
Issue Rating Lowered; Recovery Rating Revised
To From
B&G Foods Inc.
Senior unsecured B B+
Recovery rating 6 5H
BEHAVIORAL SUPPORT: Has Until Dec. 22 to Assume/Reject Lease
------------------------------------------------------------
Behavioral Support Services, Inc., sought and obtained from Judge
Karen S. Jennemann of the U.S. Bankruptcy Court for the Middle
District of Florida, an extension of their time to assume or reject
non-residential lease of real property through Dec. 22, 2015.
The Debtor had previously executed a lease over real property
located at 801 Douglas Avenue, Suite 208, Altamonte Springs,
Florida with landlord Douglas Center LLC.
The Debtor requested an extension as it is still in the process of
resolving issues with the Landlord concerning the property and
anticipates filing a motion to approve a compromise of
controversies detailing the resolution with the Bankruptcy Court
close in time to the next scheduled status conference in the
Debtor's Chapter 11 case.
Behavioral Support Services is represented by:
Tiffany D. Payne, Esq.
BAKER & HOSTETLER LLP
200 South Orange Ave.
SunTrust Center, Suite 2300
Orlando, Florida 32801-3432
Telephone: (407)649-4000
E-mail: tpayne@bakerlaw.com
About Behavioral Support Services
Altamonte Springs, Florida-based Behavioral Support Services, Inc.,
is an operator of an out-patient mental health care facility.
The Company sought Chapter 11 protection (Bankr. M.D. Fla. Case No.
15-bk-04855) on June 2, 2015.
According to the docket, the Debtor's Chapter 11 plan and
disclosure statement are due Sept. 30, 2015.
The Debtor tapped Elizabeth A. Green, Esq., at Baker &
Hostetler LLP, as counsel.
BOOMERANG TUBE: Committee Revises Proposed Order on A&M Retention
-----------------------------------------------------------------
Matthew R. Koch, Esq., at Morris Nichols Arsht & Tunnell LLP,
counsel for the Official Committee Of Unsecured Creditors in the
Chapter 11 cases of Boomerang Tube, et al., submitted to the U.S.
Bankruptcy Court for the District of Delaware a certification
regarding revised proposed order authorizing the Committee to
retain Alvarez & Marsal North America, LLC, as its financial
advisors nunc pto tunc to June 24, 2015.
Mr. Koch said the U.S. Trustee has reviewed the revised proposed
order and has no objection to its entry. The Committee served a
copy of the order to Cortland Capital Market Services LLC, in its
capacity as administrative and collateral agent to the Term Lenders
and the Term DIP Lenders.
The Committee ask that the Court enter the revised proposed order.
As reported by the Troubled Company Reporter on Aug. 27, 2015,
Andrew R. Vara, the Acting U.S. Trustee objected to the Committee's
application to retain A&M. Cortland Capital filed a joinder to Mr.
Vara's objection.
As reported by the TCR Troubled Company Reporter on Aug. 27, 2015,
the Committee requires Alvarez & Marsal to:
(a) advise Committee on matters related to its interests in the
Reorganization of the Debtor's assets;
(b) assist with a review of the Debtors' cost/benefit
evaluations with respect to the assumption or rejection of
executory contracts and unexpired leases;
(c) assist with a review of the business model, operations,
liquidity situation, properties, assets and liabilities,
financial condition and prospects of the Debtor;
(d) assist in the review of financial information distributed
by the Debtor to the Committee, its advisors and creditors
and others, including, but not limited to, cash flow
projections and budgets, cash receipts and disbursement
analysis, valuations and analysis of various asset and
liability accounts;
(e) attend meetings with the Debtor, the Debtors' lenders and
creditors, the Committee and any other official committees
organized in these chapter 11 cases, the U.S. Trustee,
other parties in interest and professionals hired by the
same, as requested;
(f) assist with a review of the Debtors' proposed key employee
Retention and other critical employee benefit programs;
(g) assist in the review and preparation of information and
analysis necessary for the confirmation of a plan in these
chapter 11 cases; and
(h) render other general business consulting or such other
assistance as the Committee or its counsel may deem
necessary, consistent with the role of a financial advisor
and not duplicative of services provided by other
professionals in these chapter 11 cases
(i) assist in the determination of a range of values for the
Debtors on a going concern or liquidation basis
Alvarez & Marsal will be paid at these hourly rates:
Managing Directors $750 - $950
Directors $550 - $750
Associates $400 - $550
Analysts $350 - $400
Alvarez & Marsal will also be reimbursed for reasonable
out-of-pocket expenses incurred.
About Boomerang Tube
Boomerang Tube, LLC, is a manufacturer of welded Oil Country
Tubular Goods ("OCTG") in the United States. OCTG are used by
drillers in exploration and production of oil and natural gas and
consist of drill pipe, casing and tubing. Boomerang has corporate
offices in Chesterfield, Missouri and manufacturing facilities in
Liberty, Texas, strategically located near major steel production
centers and end-user markets. With a 487,000 square foot plant
that houses two mills and heat treat lines and a contingent 119
acres, these facilities constitute the second largest alloy OCTG
mill in North America. Access Tubulars, LLC, owns 81% of the
equity interests in Boomerang.
Boomerang Tube and its subsidiaries BTCSP LLC and BT Financing
sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
15-11247) on June 9, 2015, with a deal with lenders on a balance
sheet restructuring that would convert $214 million of debt to
100%
of the common stock of the reorganized company. The cases are
assigned to Judge Mary F. Walrath.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as
attorneys; Lazard Freres & Co. LLC, as financial advisor; and
Donlin, Recano & Co., Inc., as claims and noticing agent.
BOOMERANG TUBE: Directed to Pay Great American's Fees, Expenses
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
Boomerang Tube LLC to pay the fees and expenses of Great American
Group Advisory & Valuation Services, L.L.C., in connection with the
ongoing dispute with SB Boomerang Tubular, LLC, concerning
confirmation of the Debtors' Joint Prearranged Chapter 11 Plan.
As reported by The Troubled Company Reporter on Sept. 3, 2015, the
Debtor financed the acquisition of certain heat treatment quench
and temper equipment for its manufacturing facility in Liberty,
Texas, by means of a so-called "Equipment Lease Agreement" with SBI
dated as of Feb. 18, 2011. The Debtors believe the agreement,
though styled as a lease, is properly considered a secured
financing agreement under applicable non-bankruptcy law and must be
recharacterized as such in the Chapter 11 cases, and the Plan seeks
such relief. SBI opposes the recharacterization.
In the event the recharacterization relief requested pursuant to
the Plan is granted, the Heat Treat Line must be appraised so that
the Debtors can appropriately value SBI's secured claim for
purposes of Sections 506(a)(1) and 1129(b)(2)(A) of the Bankruptcy
Code.
The parties are engaged in discovery relating to the
recharacterization pursuant to the stipulated order regarding
discovery between Debtors, SB Boomerang Tubular, LLC, SB American
Tubulars, LLC, and Pinnacle Machine Works, LLC.
On Aug. 17, 2015, the Debtors agreed to the terms of a contract
with Great American. Pursuant to the contract, Great American has
agreed to provide the services of William E. Cook, ASA, CEA with
respect to the SBI Litigation. In particular, the expert will be
available for:
(i) review of any appraisal of the Heat Treat Line performed
for
SBI;
(ii) an expert deposition; and
(iii) a plan confirmation hearing.
The contract provides that the expert's consultations and
Great American administration costs will be billed at these rates:
Time Period Rate
----------- ----
Hour $300
Up to four hours as a half $1,400
day rate
Full day rate of over four hours $2,500
The Debtor also agreed to pay all reasonable out-of-pocket expenses
for travel, hotels, and meals.
About Boomerang Tube
Boomerang Tube, LLC, is a manufacturer of welded Oil Country
Tubular Goods ("OCTG") in the United States. OCTG are used by
drillers in exploration and production of oil and natural gas and
consist of drill pipe, casing and tubing. Boomerang has corporate
offices in Chesterfield, Missouri and manufacturing facilities in
Liberty, Texas, strategically located near major steel production
centers and end-user markets. With a 487,000 square foot plant
that houses two mills and heat treat lines and a contingent 119
acres, these facilities constitute the second largest alloy OCTG
mill in North America. Access Tubulars, LLC, owns 81% of the
equity interests in Boomerang.
Boomerang Tube and its subsidiaries BTCSP LLC and BT Financing
sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
15-11247) on June 9, 2015, with a deal with lenders on a balance
sheet restructuring that would convert $214 million of debt to
100% of the common stock of the reorganized company.
The cases are assigned to Judge Mary F. Walrath.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as
attorneys; Lazard Freres & Co. LLC, as financial advisor; and
Donlin, Recano & Co., Inc., as claims and noticing agent.
Boomerang Tube has secured approval of its Amended Disclosure
Statement in support of its Joint Prearranged Chapter 11 Plan
dated Aug. 13, 2015. The hearing to confirm the Plan commenced on
Sept. 21, 2015 at 10:30 a.m. (prevailing Eastern Time).
The Joint Prearranged Plan reduces the Debtors' funded debt
obligations by converting approximately $214 million in
outstanding principal of Term Loan Facility obligations into (i)
100% of the New Holdco Common Stock (subject to dilution for (1)
the payment of the Exit Term Facility Backstop Fee and the Exit
Term Facility Closing Fee in the aggregate equal to collectively
20% of the New Holdco Common Stock as of the closing date of the
Exit Term Facility and (2) issuances of equity under a management
incentive plan not to exceed 5% of the total outstanding equity of
New Holdco) and (ii) $55 million of subordinated secured notes
issued by New Opco. The Plan provides that New Holdco will hold
100% of the New Opco Common Units. Holders of Allowed General
Unsecured Claims will receive their pro rata share of the GUC
Trust
Proceeds allocated to holders of General Unsecured Claims in
accordance with the GUC Trust Waterfall.
A copy of the Amended Disclosure Statemet is available at:
http://is.gd/DEXT81
BRUSH CREEK: Dec. 15 Hearing on Bid to Convert Ch. 11 Case
----------------------------------------------------------
The Hon. Michael E. Romero of the U.S. Bankruptcy Court for the
District of Colorado will convene an evidentiary hearing on Dec.
15, 2015, at 9:30 a.m., to consider the joint motion to convert the
Chapter 11 case of Brush Creek Airport, LLC, to one under Chapter 7
of the Bankruptcy Code.
At the hearing the Court will also consider the reply filed by
Buckhorn Ranch Association, Inc. and Paul P. Guerrieri & Sons,
Inc.; the joinder filed by Community Banks of Colorado, and
Debtor's response to the motion.
As reported by The Troubled Company Reporter on Aug. 31, 2015,
creditors Buckhorn Ranch and Paul Guerrieri complained that the
case has been pending for approximately 16 months and contended
that the Debtor has not filed a confirmable Plan and Disclosure
Statement and is already the subject of two granted relief from
stay motions effectively removing all the real property from the
Debtor's estate. The creditors further contend that the failure to
file a plan in over sixteen months is an indication that the Debtor
is either unable to or lack the ability to file one, and that any
further delay in the administration of the case is prejudicial to
creditors.
The Debtor opposed to the motion to convert, stating that its
estate is not administratively insolvent since the value of its
assets exceeds the amount of all of its debts and a new financing
deal is imminent. The Debtor also noted that its ability to obtain
financing to satisfy its creditors' claims or fund a plan of
reorganization should preclude dismissal or conversion of the case.
The Debtor requested that the Court deny the motion to convert.
Buckhorn Ranch replied to the Debtor's objection, stating that
other cause exists for the conversion -- failure of the Debtor to
pay real estate taxes as they become due, the resulting continuing
loss and diminution in value of the assets of the estate at the
hands of the Debtor.
Community Banks of Colorado, a division of NBH Bank, N.A. joined
the Creditors' motion, stating that it agreed with the relief
requested and the grounds asserted as support for such relief.
While its foreclosure has not yet been completed, the Bank
anticipates that the sale of its collateral will not generate
sufficient proceeds to satisfy the debt, and therefore, the Bank
will have an unsecured, deficiency claim against the Debtor.
About Brush Creek Airport
Brush Creek Airport, LLC, is the real estate developer of the
Buckhorn Ranch Subdivision in unincorporated Gunnison County, near
Crested Butte, Colorado. The Buckhorn Ranch Subdivision consists
of 249 lots and features a private airstrip and fishing and
recreational licenses for a portion of the Upper East River. It
owns 97 improved lots in the Buckhorn Ranch Subdivision that are
available for construction, but upon which no homes have been
built. It also owns the Upper East River Water Company, LLC, which
provides water taps for lots and water services for homes in the
subdivision.
Brush Creek Airport, LLC filed a Chapter 11 bankruptcy petition
(Bankr. D. Col. Case No. 14-14630) in Denver on April 10, 2014.
The Debtor estimated assets of $10 million to $50 million and debt
of $1 million to $10 million.
The Debtor has employed Sender Wasserman Wadsworth, P.C. as counsel
and 5280 Accounting Services, LLC, as accountants and bookkeepers.
CAESARS ENTERTAINMENT: Bondholders Sue Over Financial Maneuvers
---------------------------------------------------------------
Peg Brickley, writing for The Wall Street Journal, reported that
bondholders are turning up the pressure on Caesars Entertainment
Corp., with a new lawsuit arguing they suffered from financial
maneuvers between the Las Vegas company and its bankrupt operating
unit.
According to the Journal, filed on Oct. 20 in federal court in New
York, the new case comes from Wilmington Trust, the trustee for
bondholders owed about $500 million. In court papers, they say
they are suffering financial harm now due to Caesars' insistence it
severed its obligation to guarantee debts attached to the unit that
filed for bankruptcy protection in January, the report related.
Missed interest payments in recent months add $51 million to what
the bondholders are owed, and if the troubled operating unit can't
pay the debt, parent Caesars should cover it, court papers say, the
report further related.
About Caesars Entertainment
Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.,
is one of the world's largest casino companies. Caesars casino
resorts operate under the Caesars, Bally's, Flamingo, Grand
Casinos, Hilton and Paris brand names. The Company has its
corporate headquarters in Las Vegas. Harrah's announced its
re-branding to Caesar's in mid-November 2010.
In January 2015, Caesars Entertainment and subsidiary Caesars
Entertainment Operating Company, Inc., announced that holders of
more than 60% of claims in respect of CEOC's 11.25% senior secured
notes due 2017, CEOC's 8.5% senior secured notes due 2020 and
CEOC's 9% senior secured notes due 2020 have signed the Amended
and Restated Restructuring Support and Forbearance Agreement,
dated as of Dec. 31, 2014, among Caesars Entertainment, CEOC and
the Consenting Creditors. As a result, The RSA became effective
pursuant to its terms as of Jan. 9, 2015.
Appaloosa Investment Limited, et al., owed $41 million on account
of 10% second lien notes in the company, filed an involuntary
Chapter 11 bankruptcy petition against CEOC (Bankr. D. Del. Case
No. 15-10047) on Jan. 12, 2015. The bondholders are represented
by Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor
LLP.
CEOC and 172 other affiliates -- operators of 38 gaming and resort
properties in 14 U.S. states and 5 countries -- filed Chapter 11
bankruptcy petitions (Bank. N.D. Ill. Lead Case No. 15-01145) on
Jan. 15, 2015. CEOC disclosed total assets of $12.3 billion and
total debt of $19.8 billion as of Sept. 30, 2014.
Delaware Bankruptcy Judge Kevin Gross entered a ruling that the
bankruptcy proceedings will proceed in the U.S. Bankruptcy Court
for the Northern District of Illinois.
Kirkland & Ellis serves as the Debtors' counsel. AlixPartners is
the Debtors' restructuring advisors. Prime Clerk LLC acts as the
Debtors' notice and claims agent. Judge Benjamin Goldgar presides
over the cases.
The U.S. Trustee has appointed seven noteholders to serve in the
Official Committee of Second Priority Noteholders and nine members
to serve in the Official Unsecured Creditors' Committee.
The U.S. Trustee appointed Richard S. Davis as Chapter 11
examiner.
* * *
The Troubled Company Reporter, on April 27, 2015, reported that
Fitch Ratings has affirmed and withdrawn the Issuer Default
Ratings (IDR) and issue ratings of Caesars Entertainment Operating
Company (CEOC). These actions follow CEOC's Chapter 11 filing on
Jan. 15, 2015. Accordingly, Fitch will no longer provide ratings
or analytical coverage for CEOC.
In addition, Fitch has affirmed the IDR and issue rating of
Chester Downs and Marina LLC (Chester Downs) and the ratings have
been simultaneously withdrawn for business reason.
CANCER GENETICS: SWK Holdings Owns 6.9% Stake as of Oct. 9
----------------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, SWK Holdings Corporation disclosed that as of Oct. 9,
2015, it beneficially owns 736,076 shares of common stock
Cancer Genetics, Inc., representing 6.9 percent of the shares
outstanding. A copy of the regulatory filing is available for free
at http://is.gd/vFxVKw
About Cancer Genetics
Rutherford, N.J.-based Cancer Genetics, Inc., is an early-stage
diagnostics company focused on developing and commercializing
proprietary genomic tests and services to improve and personalize
the diagnosis, prognosis and response to treatment (theranosis) of
cancer.
Cancer Genetics reported a net loss of $16.6 million in 2014, a net
loss of $12.4 million in 2013 and a net loss of $6.66 million in
2012.
As of June 30, 2015, the Company had $39.8 million in total assets,
$13 million in total liabilities and $26.7 million in total
stockholders' equity.
CARDIAC SCIENCE: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Cardiac Science Corporation
fdba Cardiac Science Operating Company
fdba Cardiac Science
fdba Cardiac Science, Inc.
fdba Cardiac Science AB
N7 W22025 Johnson Drive, Suite 100
Waukesha, WI 53186
Case No.: 15-13766
Type of Business: The Debtor is a private company headquartered in
Waukesha, Wisconsin that develops, manufactures
and sells a variety of advanced diagnostic and
therapeutic cardiology devices and systems,
including automated external defibrillators
(AED), hospital defibrillators and related
products and consumables.
Chapter 11 Petition Date: October 20, 2015
Court: United States Bankruptcy Court
Western District of Wisconsin (Madison)
Judge: Hon. Robert D. Martin
Debtor's Counsel: Frank W. DiCastri, Esq.
WHYTE HIRSCHBOECK DUDEK S.C.
555 East Wells Street, Suite 1500
Milwaukee, WI 53202
Tel: 414-978-5621
Fax: 414-223-5000
Email: fdicastri@whdlaw.com
- and -
Daryl L. Diesing, Esq.
WHYTE HIRSCHBOECK DUDEK S.C
555 E. Wells Street, Ste 1900
Milwaukee, WI 53202
Tel: (414) 978-5523
Fax: (414) 223-
Email: ddiesing@whdlaw.com
Debtor's GARDEN CITY GROUP, LLC
Notice, Claims
and Balloting
Agent:
Estimated Assets: $10 million to $50 million
Estimated Debts: $100 million to $500 million
The petition was signed by Michael Kang, chief restructuring
officer.
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Celestica Electronics (M) Sdn Trade $2,523,741
BHD
Lot 01 Airport Logistics Park
Sultan Ismail International Airport
Senai, Johor 81250 Malaysia 11758
Patterson Thuente IP Trade $440,411
Christensen Pedersen, P.A., 4800
IDS Center, 80 South 8th St
Minneapolis, MN 55402-2100
Saft America, Inc. Trade $388,460
313 Crescent Street
Valdese, NC 28690
Fedex Online Account Trade $307,361
Attn President, Managing OR
General Agent
Fedex Lockbox 360353, Room 154-
0455, 500 RossS Street
Pittsburgh, PA 15262
Electronic Concepts, Inc. Trade $176,887
Minnesota Wire & Cable Company Trade $136,094
Defense Finance Accounting SVC Customer $119,371
TetraFab, LLC Trade $112,476
Wild Electronik GMBH Trade $88,881
Modern Metal Products Trade $86,031
Gordon Flesch Company, Inc. Trade $83,411
Shell-Case Trade $81,772
Aon Risk Services Central Trade $78,267
Fedex Trade NTWKS T & B Trade $78,119
Carl Ruedebusch LLC Trade $67,077
Tecnova Trade $56,635
Top Safety Products Trade $56,520
Cascadia Intellectual Trade $47,688
Eduneering Holdings Trade $45,000
ServiceSource International Inc. Trade $39,912
CARDIAC SCIENCE: Files for Chapter 11 to Sell Assets to Lender
--------------------------------------------------------------
Cardiac Science Corporation sought Chapter 11 bankruptcy protection
(Bankr. W.D. Wisc. Case No. 15-13766) with the intention of selling
substantially all of its assets as a going concern.
The Company said it was forced to file the case as CFS 915 refused
to provide additional funding outside of Chapter 11. The Company
maintained it could not obtain new loan from a third party without
irreparable harm to its business.
The Company had signed a purchase agreement with its prepetition
lender, CFS 915, LLC, as stalking horse buyer, which is subject to
higher and better offers through an auction process and the Court's
approval. Closing of the sale is expected to occur by Jan. 4,
2016.
According to Cardiac Science's Chief Restructuring Officer Michael
Kang, the Company was operating under a high cost structure that
prevented it from making timely principal and interest payments in
connection with its prepetition indebtedness in the years leading
up to the Petition Date. The Debtor has incurred various defaults
on its obligations to DBS Bank Ltd, Singapore (now CFS 915) and
HDFC Bank Limited for more than two years. As of the Petition
Date, the Company owes CFS 915 approximately $87 million on account
of a prepetition credit agreement and HDFC $6.3 million in respect
of loans made prior to the Petition Date, Mr. Kang said.
"Notwithstanding the attempts at cost reduction, the Debtor's
liquidity constraints continued throughout 2015, to the point that
CSC was unable to obtain additional trade credit from vendors as it
fell behind in making payments," Mr. Kang mentioned in declaration
filed with the Court. "This led to a critical shortage of raw
materials and replacement accessories to operate the business," he
added.
CFS 915 has agreed to provide the Debtor post-petition financing in
a form of a revolving credit facility for $9 million, subject to
the Court's approval.
Headquartered in Waukesha, Wisconsin, the Company develops,
manufactures and sells a variety of advanced diagnostic and
therapeutic cardiology devices and systems, including automated
external defibrillators, hospital defibrillators and related
products and consumables.
The Company currently employs approximately 200 people in two
facilities located in Wisconsin, and another 93 part time
"educators" around the country who educate the Debtor's customers
on how to use its products. The Debtor has customers in more than
100 countries.
On March 29, 2013, the Debtor sold its Diagnostic Cardiology
division to a third party, which represented approximately
one-third of the Debtor's revenue in fiscal year 2013, the Company
disclosed.
The Company estimated assets in the range of $10 million to $50
million and liabilities of at least $100 million.
Celestica Electronics (M) SDN BHD is the Debtor's largest unsecured
creditor holding a claim of $2.5 million.
The Debtor has engaged Whyte Hirschboeck Dudek S.C. as bankruptcy
counsel, Livingstone Partners LLC as investment banker and
Garden City Group, LLC as notice and claims agent.
Judge Robert D. Martin presides over the case.
First Day Motions
The Debtor has requested permission to continue business practices
beneficial to its operations in its "first day" motions. The First
Day Motions seek relief aimed at, among other things, avoiding
disruption of the Debtor's business operations, maintaining
customer loyalty, vendor and supplier confidence and bolstering
employee morale. The Company is seeking, among other things, to
continue using existing cash management system, pay compensation to
employees, prohibit utility providers from discontinuing services,
and continue honoring customer practices.
A copy of the declaration in support of the First Day Motions is
available for free at:
http://bankrupt.com/misc/31_CARDIAC_Declaration.pdf
CARDIAC SCIENCE: In Ch.11 to Restructure Debt, Sell Assets
----------------------------------------------------------
Cardiac Science Corporation on Oct. 20 disclosed that it filed a
voluntary petition under Chapter 11 of the United States Bankruptcy
Code. This filing, initiated by the company's new board of
directors and leadership team, will realign the Cardiac Science
business operations, restructure its debt and facilitate the sale
of its business as a going concern. The Company intends to work
with its constituencies to exit bankruptcy as expeditiously as
possible, while consummating a going-concern sale.
The Company's existing secured lender has agreed to provide,
subject to approval of the Bankruptcy Court, debtor-in-possession
financing so business operations will continue and will not be
interrupted. This funding, as well as projected cash flow from
operations, will be more than sufficient to fund Cardiac Science's
operations during the bankruptcy process, and customers and vendors
should expect no material impact on day-to-day operations or
interactions with the Company.
Cardiac Science also filed a motion seeking authorization to pursue
a sale process under Section 363 of the U.S. Bankruptcy Code. To
this end, Cardiac Science plans to enter into an acquisition
agreement with its secured lender as stalking horse bidder, a draft
of which was submitted to the Court on Oct. 20. In accordance with
the sale process under Section 363 of the Bankruptcy Code, notice
of the pending sale will be given to third parties and competing
bids will be solicited and evaluated.
"The path forward we are announcing and the pleadings we have filed
[Tues]day will strengthen our balance sheet, and provide maximum
continuity in the Company's current operations while enabling
future growth," stated Al Ford, Cardiac Science Senior Vice
President and General Manager. "During the bankruptcy it will be
business as usual for us. We will continue to provide the
world-class Powerheart(R) AEDs, batteries, pads and other
accessories required by our customers to enable first responders to
increase sudden cardiac arrest (SCA) survival. We will also
continue to train, support and service our Rescue Ready(R) AED
management customers. Filing for Chapter 11 allows Cardiac Science
to continue operating our business without interruption while
conducting a sale in a controlled, court-supervised environment.
Cardiac Science plans to utilize the Chapter 11 process to reduce
its debt and streamline its operations."
As a routine matter, Cardiac Science has asked the Court for
authorization to continue paying employee wages and salaries and to
provide employee benefits without interruption, and expects the
Court to grant that request. During the Chapter 11 process,
vendors will be paid for post-petition purchases of goods and
services in the ordinary course of business. The Company has also
asked for Court permission to continue to honor its current
customer policies so that the Chapter 11 process will have no
impact on the Company's customers. Courts typically grant such
requests and Cardiac Science expects that the Court will do so in
this instance.
Mr. Ford added, "I would like to thank our customers and vendors
for their continued support in the past and during this process.
Our future is bright -- we have an industry leading product
portfolio, dedicated people and loyal partners. The Cardiac
Science management team is committed to making this financial
restructuring successful. We are confident that Cardiac Science
will emerge from this process quickly as a stronger company."
The Company filed its voluntary Chapter 11 petitions in the United
States Bankruptcy Court for the Western District of Wisconsin. The
main case has been assigned case number 15-13766.
About Cardiac Science Corporation
Cardiac Science Corporation -- http://www.cardiacscience.com--
develops, manufactures, and markets automated external
defibrillators (AEDs), and provides a portfolio of training,
maintenance, and support services for AEDs. Cardiac Science is
headquartered in Waukesha, Wisconsin. With customers in almost 100
countries worldwide, the company has operations in North America
and Europe.
On October 19, 2015, Cardiac Science Corporation filed a voluntary
petition for relief under chapter 11 of title 11 of the United
States Code in the United States Bankruptcy Court for the Western
District of Wisconsin. This Chapter 11 Case number 15-13766 has
been assigned to the Honorable Robert D. Martin. The Company's
affiliates were not included in the Chapter 11 filing and will not
be subject to the requirements of the U.S. Bankruptcy Code. The
Company expects U.S. operations will continue without interruption
during the restructuring process.
COMMERCIAL BARGE: S&P Raises CCR to 'B'; Outlook Stable
-------------------------------------------------------
Standard & Poor's Ratings Services said that it has raised its
corporate credit rating on Jeffersonville, Ind.-based Commercial
Barge Line Co. (CBL) to 'B' from 'B-'. The outlook is stable.
At the same time, S&P raised its corporate credit rating on CBL's
parent company, American Commercial Lines Inc., to 'B' from 'B-'
and then withdrew the rating on this entity at the company's
request.
Additionally, S&P assigned its 'B+' issue-level rating and '2'
recovery rating to CBL's $1.1 billion senior secured term loan B.
The '2' recovery rating on the term loan indicates S&P's
expectation for substantial (70%-90%; lower half of the range)
recovery of principal in the event of a payment default.
S&P also assigned its 'CCC+' issue-level rating and '6' recovery
rating to the company's $200 million senior secured term loan C.
The '6' recovery rating indicates S&P's expectation for negligible
(0%-10%) recovery in the event of a payment default.
"The upgrade reflects our belief that Commercial Barge Line Co.
will be able to sustain its improved credit metrics despite the
company's debt-financed acquisition of AEP River Operations LLC,"
said Standard & Poor's credit analyst Michael Durand. CBL's
proposed financing for the transaction will comprise a $550 million
asset-based lending (ABL) revolving credit facility due 2020, a
$1.1 billion senior secured term loan B due 2022, a $200 million
senior secured term loan C due 2023, and the assumption of capital
leases. Following the completion of this acquisition, S&P
forecasts that CBL will generate about $175 million of free
operating cash flow (FOCF) annually and that the company will
maintain an adjusted debt-to-EBITDA metric of around 4.5x.
The stable outlook reflects S&P's view that CBL will sustain its
improved earnings such that its debt-to-EBITDA metric remains
consistently below 5x and its FFO-to-debt ratio remains in the
mid-teens percent area.
S&P could lower its rating on CBL if economic pressures,
weather-related disruptions, or the poor integration of an
acquisition causes its earnings to decline, leading its
debt-to-EBITDA metric to increase over 5.5x and its FFO-to-debt
ratio to fall below 10% for a sustained period. Additionally, S&P
could lower the rating if the company undertakes a large
debt-financed dividend that has the same effect on its credit
metrics.
S&P feels than an upgrade is unlikely given its view of the
company's ownership by a financial sponsor and management's
financial policies.
COX BROTHERS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Cox Brothers Machining, Inc.
dba Cox Brothers Machining
2300 East Ganson
Jackson, MI 49202
Case No.: 15-55342
Chapter 11 Petition Date: October 20, 2015
Court: United States Bankruptcy Court
Eastern District of Michigan (Detroit)
Judge: Hon. Phillip J Shefferly
Debtor's Counsel: Donald C. Darnell, Esq.
DARNELL LAW OFFICES
7926 Ann Arbor St.
Dexter, MI 48130
Tel: (734) 424-5200
Fax: (734) 786-1605
Email: dondarnell@darnell-law.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Russell Cox, president.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/mieb15-55342.pdf
DEALERTRACK TECHNOLOGIES: S&P Hikes Corp. Credit Rating From 'B+'
-----------------------------------------------------------------
Standard & Poor's Ratings Services said it raised its corporate
credit rating on Lake Success, N.Y.-based Dealertrack Technologies
Inc. to 'BBB' from 'B+'. The outlook is negative.
At the same time, S&P removed all ratings from CreditWatch, where
it placed them with positive implications on June 15, 2015.
S&P subsequently withdrew its 'BBB' corporate credit rating on
Dealertrack following its acquisition by Cox and the repayment of
all the company's debt.
"The rating action follows the announcement that Cox Automotive has
successfully closed the $4.6 billion acquisition of Dealertrack and
redeemed all of the company's debt," said Standard & Poor's credit
analyst Kenneth Fleming.
DOLPHIN DIGITAL: Signs Agreement to Acquire Dolphin Films
---------------------------------------------------------
Dolphin Digital Media, Inc., entered into an Agreement and Plan of
Merger by and among the Company, DDM Merger Sub, Inc., a direct
wholly-owned subsidiary of the Company ("Merger Subsidiary"),
Dolphin Entertainment, Inc., and Dolphin Films, Inc., a direct
wholly-owned subsidiary of Dolphin Entertainment.
Pursuant to the Merger Agreement, Merger Subsidiary agreed to merge
with and into Dolphin Films with Dolphin Films surviving the
Merger. As a result of the Merger, the Company will acquire
Dolphin Films. As consideration for the Merger, the Company will
issue 2,300,000 shares of Series B Convertible Preferred Stock, par
value $0.10 per share, and 1,000,000 shares of Series C Convertible
Preferred Stock, par value $0.001 per share to Dolphin
Entertainment. Each of Series B Convertible Preferred Stock and
Series C Convertible Preferred Stock will be new designations of
preferred shares effectuated by an amendment to the Company's
Articles of Incorporation.
William O'Dowd is the president, chairman and chief executive
officer of the Company and, as of Oct. 19, 2015, is the beneficial
owner of approximately 54% of the outstanding shares of common
stock of the Company. In addition, Mr. O'Dowd is the founder,
president and sole shareholder of Dolphin Entertainment, which is
the sole shareholder of Dolphin Films.
A copy of the Plan of Merger is available for free at:
http://is.gd/26TVol
Preferred Stock Exchange Agreement
On Oct. 16, 2015, the Company and T Squared Partners LP entered
into a Preferred Stock Exchange Agreement, pursuant to which the
Company agreed to issue 1,000,000 shares of Series B Convertible
Preferred Stock, par value $0.10 per share, to T Squared in
exchange for 1,042,753 shares of Series A Convertible Preferred
Stock, par value $0.001 per share, previously issued to T Squared.
The Prior Preferred Shares are currently exercisable into four
shares of the Company's Common Stock with a liquidation value of
$1.00 per share and such other rights and obligations as set forth
in the Series A Certificate of Designation included in the
Company's Articles of Incorporation which is incorporated herein by
reference. Upon effectiveness of the Certificate of Designation to
be filed with the Secretary of State of the State of Florida in
connection with the Merger, the Series B Convertible Preferred
Stock will be issued to T Squared.
About Dolphin Digital
Coral Gables, Florida-based Dolphin Digital Media, Inc., is
dedicated to the twin causes of online safety for children and
high quality digital entertainment. By creating and managing
child-friendly social networking websites utilizing state-of the-
art fingerprint identification technology, Dolphin Digital Media,
Inc. has taken an industry-leading position with respect to
internet safety, as well as digital entertainment.
Dolphin Digital reported a net loss of $1.87 million on $2.07
million of total revenue for the year ended Dec. 31, 2014, compared
to a net loss of $2.46 million on $2.29 million of total revenue
for the year ended Dec. 31, 2013.
As of June 30, 2015, the Company had $3.24 million in total assets,
$14.14 million in total liabilities, all current and total
stockholders' deficit of $10.9 million.
BDO USA, LLP, in Miami, Florida, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company has suffered recurring
losses from operations, negative cash flows from operations, and
does not have sufficient working capital. These events raise
substantial doubt about the Company's ability to continue as a
going concern.
ELBIT IMAGING: Agrees to Hold General Annual Meeting as Scheduled
-----------------------------------------------------------------
Elbit Imaging Ltd. disclosed that in connection with the filing of
a motion for approval of a derivative claim against the Company and
its directors and regarding the hearing with respect to the interim
injunction for temporary remedies and following the hearing which
was held Oct. 18, 2015, the parties to the Motion have accepted the
Court's suggestion that the Annual General Meeting will be held
Oct. 19, 2015, as scheduled and that the following information will
be announced by the Company:
1. The Derivative claim request the following remedies from the
court:
* To determine that the Company's board decision dated
September 3rd, 2015 to "Opt Out" from the NASDAQ rule,
which requires a Nomination Committee decision or
recommendation prior to the election of directors to the
board by the General Meeting and to send notification of
this to the Nasdaq is not valid. Therefore, to determine
that the Company's board decision that the Annual General
Meeting will vote with respect to the re-election of the
Company's current board members without the Nomination
Committee's recommendation is not valid, and that all
above board decisions are void or voidable and must be
rescinded.
* To instruct the Company to act upon the Nomination
Committee's decision dated Aug. 30, 2015, to hold an
external examination with respect to claims raised by Mr.
Shlomi Kelsi (the "Applicant") in his letter dated
Aug. 22, 2015 (and any further claims the Applicant raised
later), and to postpone the General Meeting decision with
respect to the re-appointment of the Company's current
board members, until such external examination will be
completed.
* To determine that the Company's directors (except for
three directors, including the Applicant), have breached
their fiduciary duties and duty of care as a result of
resolutions with respect to the "Opt Out" decision.
The Company denies the claims and the remedies.
2. The Company has established an external examination committee
to examine the claims raised by the Applicant. The external
examination committee is expected to give its recommendations
within 60 days.
3. The shareholders of the Company may attend the Annual General
Meeting or vote or re-vote their shares, by proxy card, until
4 hours prior to the Annual General Meeting of the Company,
dated Oct. 19, 2015, at 11:00 a.m. Israel Local time.
4. The interim injunction for temporary remedies to postpone the
general meeting of the Company from discussing and voting on
the size of the Company's board of directors and from
electing of the Company's board of directors, and to instruct
the Company to withdraw its request to convene a general
meeting in Plaza or to instruct the Company to vote against
any change in Plaza's board of directors in such general
meeting, has been dismissed and the Company's Annual General
Meeting will be held as scheduled.
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: Announces Results of Annual General Meeting
----------------------------------------------------------
Elbit Imaging Ltd. disclosed that at its annual general meeting of
shareholders held on Oct. 19, 2015, these resolutions were approved
by the required majority:
1. That the number of directors to serve on the Company's Board
of Directors in addition to two external directors, shall be
four directors.
2. That Messrs. Alon Bachar, Ron Hadassi, Boaz Lifschitz and
Nadav Livni are elected as directors of the Company until the
close of next Shareholder's Annual General Meeting of the
Company.
3. The compensation for each of the Company's non-external
directors, other than the Chairman, Mr. Ron Hadassi.
4. That the Company's independent auditor, Brightman Almagor
Zohar & Co., a member of Deloitte, is appointed as
independent auditor of the Company for the fiscal year 2015
and until the close of next Shareholder's Annual General
Meeting of the Company.
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.
ELEPHANT TALK: Amends 2014 Annual Report in Response to Comments
----------------------------------------------------------------
Elephant Talk Communications Corp. filed an amendment No. 3 to its
annual report on Form 10-K for the year ended Dec. 31, 2014, for
the purpose of including a revised disclosure to Item 7, Item 7A
and Item 8 in Part II in response to certain comments from the
Securities and Exchange Commission.
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations
Item 7A. Quantitative and Qualitative Disclosures about Market
Risk
Item 8. Financial Statements
A copy of the Form 10-K/A is available at http://is.gd/O1RtqL
About Elephant Talk
Lutz, Fla.-based Elephant Talk Communications, Inc. (OTC BB: ETAK)
-- http://www.elephanttalk.com/-- is an international provider of
business software and services to the telecommunications and
financial services industry.
Elephant Talk reported a net loss of $21.9 million in 2014, a net
loss of $25.5 million in 2013 and a net loss of $23.1 million in
2012.
As of June 30, 2015, the Company had $32.2 million in total assets,
$12.8 million in total liabilities and $19.4 million in total
stockholders' equity.
EMERALD OIL: Borrowing Under Credit Facility Reduced to $120M
-------------------------------------------------------------
Emerald Oil, Inc., on Oct. 12, announced that, effective as of
October 6, 2015, the borrowing base under its revolving credit
facility has been decreased from $200 million to $120 million as
part of the Company's regularly scheduled semi-annual
redetermination by its lenders. The previously announced term loan
facility was not consummated, and the Company proceeded with its
regularly scheduled October borrowing base redetermination. The
decrease in the borrowing base has resulted in a deficiency of
approximately $19.6 million. Emerald and its advisors are
negotiating with the bank group regarding a repayment schedule and
continues to work with a group of second lien term providers for a
term debt solution.
Emerald has retained financial advisor Opportune LLP, investment
banker Intrepid Partners, LLC, and legal advisors Mayer Brown LLP
to advise management and the board of directors on capital
structure options.
About Emerald
Emerald is an independent exploration and production operator that
is focused on acquiring acreage and developing wells in the
Williston Basin of North Dakota and Montana, targeting the Bakken
and Three Forks shale oil formations and Pronghorn sand oil
formation. Emerald is based in Denver, Colorado.
EXCEL TRUST: Moody's Withdraws Ba2 Sr. Debt Rating, Outlook Neg.
----------------------------------------------------------------
Moody's Investors Service has withdrawn Excel Trust LP's Ba2 senior
unsecured debt rating. The rating had a negative outlook. There
are no remaining ratings for any of the Excel Trust entities.
Moody's has withdrawn the rating for its own business reasons.
F-SQUARED INVESTMENT: Seeks Jan. 4 Extension of Action Removal Date
-------------------------------------------------------------------
F-Squared Investment Management, LLC, et al., ask the United States
Bankruptcy Court for the District of Delaware to extend the
deadline by which the Debtors may file notices of removal under
Rule 9027(a) of the Federal Rules of Bankruptcy Procedure through
and including January 4, 2015.
The Debtors explained that the removal deadline is set to expire on
October 6, 2015. The Debtors are party to various civil actions
and are in the process of assessing the relevant information to
make informed decisions and to determine whether removal of any
claim is warranted. Since the Petition Date, however, the Debtors
have devoted their energy to soliciting higher and better offers,
finalizing numerous transition documents, and the sale a wholly
owned subsidiary of Cedar Capital, LLC. The Debtors have yet to
finish their analysis as to whether any pending actions should be
removed. The Debtors require an extension of the October 6, 2015
Removal Deadline to provide them with additional time to consider
whether to remove any of their pending civil actions. Extending
the Removal Deadline through and including January 4, 2016, will
provide the Debtors with adequate time to evaluate any pending
litigation matters properly within the larger context of the
Chapter 11 Cases. Additionally, the Debtors submit that extending
the Removal Deadline will not unduly prejudice any counterparty to
such civil actions because the cases were stayed by the automatic
stay.
The bankruptcy court sets for hearing on November 24, 2015 at 10:00
a.m. and the objection deadline will be on October 20, 2015 at 4:00
p.m.
F-Squared Investment Management, LLC, et al., are represented by:
Russell C. Silberglied, Esq.
Zachary I. Shapiro, Esq.
Amanda R. Steele, Esq.
RICHARDS, LAYTON & FINGER, P.A.
920 N. King Street
Wilmington, DE 19801
Tel: (302) 651-7700
Fax: (302) 651-7701
Email: silberglied@rlf.com
shapiro@rlf.com
steele@rlf.com
About F-Squared Investment
Headquartered in Wellesley, MA, F-Squared Investments, Inc. --
http://www.f-squaredinvestments.com-- is a privately owned
investment manager. The firm primarily provides its services to
other investment advisers. It also caters to individuals, high net
worth individuals, and pension and profit sharing plans. The firm
provides index management services. It manages separate
client-focused equity, fixed income, and multi-asset portfolios.
The firm invests in the public equity, fixed income, and
alternative investment markets across the globe. It makes all its
investments through exchange-traded funds. The firm invests in
small-cap stocks of companies across diversified sectors.
F-Squared Investment Management, LLC and eight of its affiliates
filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No.
15-11469) on July 8, 2015. The petition was signed by Laura Dagan
as president and chief executive officer. The cases are assigned
to Laurie Selber Silverstein.
Richards, Layton & Finger, P.A. serves as the Debtors' counsel.
Gennari Aronson, LLP represents the Debtors as special corporate
counsel. Grail Advisory Partners LLC (d/b/a PL Advisors) and
Managed Account Services, LLC act as the Debtors' financial
advisors and investment bankers. Stillwater Advisory Group LLC is
the Debtors' crisis managers and restructuring advisors. BMC
Group, Inc. acts as the Debtors' claims and noticing agent.
FIRST DATA: 9th Amended Certificate of Incorporation Takes Effect
-----------------------------------------------------------------
As contemplated in First Data Corporation Registration Statement on
Form S-1, filed with the Securities and Exchange Commission on Oct.
1, 2015, the Company's Ninth Amended and Restated Certificate of
Incorporation became effective as of Oct. 19, 2015. The Charter,
among other things, provides that the Company's authorized capital
stock consists of 1,600,000,000 shares of Class A Common Stock,
800,000,000 shares of Class B common stock, par value $0.01 per
share, and 100,000,000 shares of preferred stock, par value $0.01
per share.
The Company's bylaws were also amended and restated as of Oct. 19,
2015, as contemplated in the Registration Statement.
About First Data
Based in Atlanta, Georgia, First Data Corporation provides
commerce and payment solutions for financial institutions,
merchants, and other organizations worldwide.
First Data reported a net loss attributable to the Corporation of
$458 million on $11.2 billion of total revenues for the year ended
Dec. 31, 2014, compared with a net loss attributable to the
Corporation of $869 million on $10.8 billion of total revenues
during the prior year.
As of June 30, 2015, the Company had $34.5 billion in total assets,
$32.1 billion in total liabilities and $2.3 billion in total
equity.
* * *
The Company carries a 'B3' corporate family rating, with a
stable outlook, from Moody's Investors Service, a 'B' corporate
credit rating, with stable outlook, from Standard & Poor's, and
a 'B' long-term issuer default rating from Fitch Ratings.
FIRST DATA: Adopts 2015 Incentive Plan & Stock Purchase Plan
------------------------------------------------------------
The Board of Directors of First Data Corporation adopted, and its
sole stockholder previously approved, the First Data Corporation
2015 Omnibus Incentive Plan, effective Oct. 14, 2015.
The Omnibus Incentive Plan provides for the granting of stock
options, stock appreciation rights, restricted stock, restricted
stock units, other stock-based awards, other-cash based awards and
performance-based awards to employees, directors or other persons
having a service relationship with the Company and its
subsidiaries.
Effective Oct. 14, 2015, the Company's Board of Directors adopted,
and its sole stockholder previously approved, the First Data
Corporation 2015 Employee Stock Purchase Plan. The ESPP provides
certain employees of the Company and its designated affiliates with
an opportunity to purchase the Company's Class A common stock, par
value $0.01 per share, through accumulated payroll deductions.
About First Data
Based in Atlanta, Georgia, First Data Corporation provides
commerce and payment solutions for financial institutions,
merchants, and other organizations worldwide.
First Data reported a net loss attributable to the Corporation of
$458 million on $11.2 billion of total revenues for the year ended
Dec. 31, 2014, compared with a net loss attributable to the
Corporation of $869 million on $10.8 billion of total revenues
during the prior year.
As of June 30, 2015, the Company had $34.5 billion in total assets,
$32.1 billion in total liabilities and $2.3 billion in total
equity.
* * *
The Company carries a 'B3' corporate family rating, with a
stable outlook, from Moody's Investors Service, a 'B' corporate
credit rating, with stable outlook, from Standard & Poor's, and
a 'B' long-term issuer default rating from Fitch Ratings.
FIRST DATA: Prices Offering of 160 Million Class A Common Stock
---------------------------------------------------------------
First Data Corporation priced its offering of 160,000,000 shares of
Class A Common Stock for cash consideration of $16.00 per share
($15.48 per share net of underwriting discounts) to a syndicate of
underwriters led by joint-book running managers Citigroup Global
Markets Inc., Morgan Stanley & Co. LLC, Merrill Lynch, Pierce,
Fenner & Smith Incorporated and KKR Capital Markets LLC. The
Offering of 160,000,000 shares of Class A Common Stock is expected
to settle on Oct. 20, 2015, subject to customary closing
conditions, and the Company expects to receive approximately $2.5
billion in net proceeds (without giving effect to any exercise of
the underwriters' over-allotment option).
The Board of Directors of First Data approved certain actions
deemed appropriate to effect the initial public offering of the
Company's Class A Common Stock. On Oct. 13, 2015, the following
were submitted to and approved by the sole stockholder of the
Company by written consent:
* the Eighth Amended and Restated Certificate of Incorporation
of the Company;
* the Ninth Amended and Restated Certificate of Incorporation
of the Company;
* the First Data Corporation 2015 Omnibus Incentive Plan; and
* the First Data Corporation 2015 Employee Stock Purchase Plan.
About First Data
Based in Atlanta, Georgia, First Data Corporation provides
commerce and payment solutions for financial institutions,
merchants, and other organizations worldwide.
First Data reported a net loss attributable to the Corporation of
$458 million on $11.2 billion of total revenues for the year ended
Dec. 31, 2014, compared with a net loss attributable to the
Corporation of $869 million on $10.8 billion of total revenues
during the prior year.
As of June 30, 2015, the Company had $34.5 billion in total assets,
$32.1 billion in total liabilities and $2.3 billion in total
equity.
* * *
The Company carries a 'B3' corporate family rating, with a
stable outlook, from Moody's Investors Service, a 'B' corporate
credit rating, with stable outlook, from Standard & Poor's, and
a 'B' long-term issuer default rating from Fitch Ratings.
FIVE S PLUS: Amends Schedule B
------------------------------
Five S Plus, LLC, filed with the U.S. Bankruptcy Court for the
Western District of Louisiana and Amended Schedule B - Real
Property, a full-text copy of which is available for free at
http://bankrupt.com/misc/FiveSPlus_52_amendedSAL.pdf
As reported by The Troubled Company Reporter on May 19, 2015, the
Debtor filed its schedules of assets and liabilities, disclosing
total assets of $11,470,150 and total liabilities of $3,525,657.
About Five S Plus
Five S Plus, LLC, doing business as River Rouge Plantation of
Louisiana, commenced a Chapter 11 bankruptcy case (Bankr. W.D. La.
Case No. 15-80398) on April 10, 2015, in Alexandria, Louisiana.
Aaron L. Slayter, Jr., the managing member, signed the petition.
Five S Plus -- http://www.fivesplus.com/-- owns the River Rouge
Plantation, a 5,000-acre property located on the banks of the Red
River, stretching from Boyce to Colfax, Louisiana. The property
was used for cattle to graze, farming, and recreation. This
property, formerly called Mead Plantation, or Meadland, dates back
to the early 1800s, when it was owned by Joshua R. Mead and his
family. The land changed hands several times, and in 2003, the
farm was purchased by the Slayter family, owners of Five S Plus
cattle company.
L. Laramie Henry, Esq., serves as counsel to the Debtor.
The Debtor disclosed total assets of $11,470,150 and total
liabilities of $3,525,657.
The U.S. trustee wasn't able to form a committee of unsecured
creditors due to insufficient number of creditors willing to serve
on the committee.
FIVE S PLUS: Request to Enter Into Broker Agreements Denied
-----------------------------------------------------------
Judge John W. Kolwe of the United States Bankruptcy Court for
Western District of Louisiana, Alexandria Division, for reasons
stated in open court, denied Five S Plus, LLC's motion for
authority to enter into a broker agreements and make insider
compensation.
The Debtor sought authority to enter into broker agreements with
Louisiana licensed real estate agents. In a supplemental motion,
the Debtor asserted that it desires to sell a portion of its real
estate holdings to satisfy the debts in this case. The Debtor
currently marketing approximately 2,824 acres for sale for
$2,500.00 per acre ($7,060,000). The total of all debt in this
case is approximately $3,551,948. The Debtor sought authority to
offer up to three percent commission to any Louisiana Licensed Real
Estate Agent representing a buyer who purchases the land on the
same terms and conditions contained in the Agreed Order entered
August 6, 2015. Further, Debtor believes that such a commission
would greatly facilitate the sale of the property and is in the
best interest of the estate.
Trustland Mortgage, LLC, a senior secured creditor of the Debtor,
filed its Response to Debtor's Supplemental Motion to authorize
Debtor to enter into broker agreements with Louisiana licensed real
estate agents. In its Response, Trustland Mortgage, LLC contended
that the supplemental motion fails to include any proposed
Brokerage Agreements and does not list or disclose the names of any
proposed brokers/realtors. TrustLand submits that creditors and
parties in interest are entitled to see any proposed Brokerage
Agreement and review same prior to execution of the agreement.
Further disclosure should be made as to whether any broker entering
into an agreement is an insider of the Debtor. The Debtor proposes
in the supplemental motion to deviate from the normal procedure of
presenting the Court with the name of the proposed broker/realtor
and the proposed listing agreement to be entered into. No term or
deadline is suggested for the proposed brokerage/listing and the
agreement further fails to disclose or define the proposed 2,824
acre tract which is to be marketed. The Debtor has been unable to
liquidate the properties pre-petition and has proposed no marketing
plan or timeline for the marketing of the properties.
Five S Plus, LLC is represented by:
L. Laramie Henry, Esq.
Attorney at Law
P. O. Box 8536
Alexandria, LA 71306
Tel: (318) 445-6000
Trustland Mortgage, LLC is represented by:
Stephen D. Wheelis, Esq.
Richard A. Rozanski, Esq.
WHEELIS & ROZANSKI
P.O. Box 13199
Alexandria, LA 71315-3199
Tel: (318) 445-5600
Fax: (318) 445-5710
Email: richard@wheelis-rozanski.com
About Five S Plus
Five S Plus -- http://www.fivesplus.com/-- owns the River Rouge
Plantation, a 5,000-acre property located on the banks of the Red
River, stretching from Boyce to Colfax, Louisiana. From then until
now, the property has been used for cattle to graze, farming, and
recreation. This property, formerly called Mead Plantation, or
Meadland, dates back to the early 1800s, when it was owned by
Joshua R. Mead and his family. The land changed hands several
times, and in 2003, the farm was purchased by the Slayter family,
owners of Five S Plus cattle company.
Five S Plus, LLC, doing business as River Rouge Plantation of
Louisiana, commenced a Chapter 11 bankruptcy case (Bankr. W.D. La.
Case No. 15-80398) on April 10, 2015, in Alexandria, Louisiana,
without stating a reason. Aaron L. Slayter, Jr., signed the
petition as managing member.
The Debtor estimated $10 million to $50 million in total assets and
$1 million to $10 million in debt. The formal schedules of assets
and liabilities, as well as the statement of financial affairs, are
due April 24, 2015. The Debtor's Chapter 11 plan and disclosure
statement are due Aug. 10, 2015.
The case is assigned to Judge Henley A. Hunter. Laramie Henry,
Esq., serves as counsel to the Debtor.
FREE GOSPEL: Taps Alan P. Stokes & Associate as Accountant
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Maryland authorized
The Free Gospel Church of the Apostles' Doctrine to employ Alan P.
Stokes and Alan P. Stokes & Associates, Inc., as accountant.
On Sept. 22, 2015, the Judy A. Robbins, the U.S. Trustee for Region
Four notified of the withdrawal of her objection to the motion to
employ accountant. The UST noted that the Debtor has filed an
amended application that resolves her objections.
In its amended application, the Debtor stated that it has selected
Alan P. Stokes and Alan P. Stokes & Associates, Inc. of Century
Accounting & Financial Services as accountant because of their more
than 30 years of expertise in accounting matters. Mr. Stokes is
the president of Alan P. Stokes & Associates, Inc. which employees
specialist on staff including: certified public accountants,
enrolled agents and certified bookkeepers. Mr.
Stokes is an certified public accountant and has experience working
with small businesses, non-profit organizations and individuals.
Alan P. Stokes and Alan P. Stokes & Associates, Inc. will be able
to assist the Debtor in filing monthly operating reports with the
Court well as assist the Debtor in preparing their federal and
state tax returns.
To the best of the Debtor's knowledge, the firm is a "disinterested
person" as that term is defined in Section 101(14) if the
Bankruptcy Code.
The fees charged by Alan P. Stokes and Alan P. Stokes & Associates,
Inc. will be at the standard rate of $175 per hour. Mr. Stokes and
Alan P. Stokes & Associates, Inc. has received an initial retainer
of $800 from the Debtor.
As reported by the Troubled Company Reporter on Aug. 31, 2015, the
Debtor has retained the accounting firm to prepare all outstanding
personal property tax, employment tax returns, financial
statements, monthly operating reports and all other accounting
tasks necessary throughout the administration of the Chapter 11
case.
The Debtor proposed to compensate the accountant a monthly rate of
$835 with an upward adjustment for an increase in the workload,
subject to approval of the court after the rendering of services.
The Debtor assured the Court that the accountant is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtors and their estates.
The Free Gospel of the Apostles' Doctrine filed a Chapter 11
bankruptcy petition (Bankr. D. Md. Case No. 15-18209) on June 9,
2015. The petition was signed by Antoinette Green-Snow as
executive administrator. The Debtor estimated assets of $10
million to $50 million and debts of $1 million to $10 million.
Frank Morris, II, Esq., at Law Office of Frank Morris II, serves as
the Debtor's counsel.
FREE GOSPEL: Wants Until Dec. 7 to File Ch. 11 Plan, Outline
------------------------------------------------------------
The Free Gospel of the Apostles' Doctrine asks the U.S. Bankruptcy
Court for the District of Maryland to extend until Dec. 7, 2015,
its exclusive period to file a Chapter 11 Plan and explanatory
disclosure statement.
According to the Debtor, its counsel recently located a new realtor
-- John Lin and Capstar Commercial Realty. The Debtor's projected
plan is substantially dependent upon the sale of real property.
The Debtor projects that its plan will be a 100% plan. The sale
proceeds will substantially impact plan payments debtor expects to
make to creditors.
About Free Gospel
The Free Gospel of the Apostles' Doctrine filed a Chapter 11
bankruptcy petition (Bankr. D. Md. Case No. 15-18209) on June 9,
2015. The petition was signed by Antoinette Green-Snow as
executive administrator. The Debtor estimated assets of $10
million to $50 million and debts of $1 million to $10 million.
Frank Morris, II, Esq., at Law Office of Frank Morris II, serves as
the Debtor's counsel.
GREAT ATLANTIC: KKGC Offers $2.5-Mil. for N. Patchogue Assets
-------------------------------------------------------------
Great Atlantic & Pacific Tea Company Inc. has entered into an
agreement with King Kullen Grocery Co., Inc., which offered $2.5
million to buy the assets used in operating its New York store.
King Kullen emerged as the winning bidder at a two-day auction
conducted earlier this month. The New York-based company offered
to acquire the assets used in operating Great Atlantic's store
located along West Sunrise Highway, in North Patchogue, New York.
The agreement is subject to approval by the U.S. Bankruptcy Court
for the Southern District of New York, which oversees Great
Atlantic's Chapter 11 case.
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.
HAAS ENVIRONMENTAL: Plan Effective Date Deadline Moved to January
-----------------------------------------------------------------
Haas Environmental, Inc., on Oct. 16, 2015, won approval from Judge
Kathryn C. Ferguson of a stipulation and consent order extending
until Jan. 4, 2016, the deadline for its Fourth Amended Plan of
Reorganization to be declared effective.
An order confirming the Plan was entered on May 29, 2015.
Pursuant to the terms of the Plan, the Effective Date was to have
been Sept. 1, 2015 unless the Effective Date was extended, "by
consent of the Debtor and the Committee or by Order of the Court."
The Debtor and the Official Committee of Unsecured Creditors
conferred about extending the Effective Date and, on Aug. 28, 2015,
the Debtor filed a Notice Extending Effective Date from Sept. 1,
2015 to Sept. 10, 2015.
The Debtor and Creditors' Committee conferred and reached an
agreement regarding a further extension of the Effective Date and
agreed to further extend the Effective Date through and including
Oct. 15, 2015. On Sept. 16, 2015, the Court entered a stipulation
and consent order extending the effective date through Oct. 15.
On Oct. 15, 2015, the Debtor and Creditors' Committee again
conferred and agreed to a further extension of the Effective Date
to and including Monday, Jan. 4, 2016.
The Stipulation and Consent Order submitted by the Debtor and the
Committee provides that:
1. The Debtor is required to provide the Creditors' Committee
with written weekly updates regarding its efforts to sell the
various properties identified and set forth in the Plan as sources
of funding for the Plan Settlement Amount;
2. The Debtor is required to provide the Creditors' Committee
with name and contact information for all brokers being used to
sell the real estate listed in the Plan as sources of funding for
the Plan Settlement Amount, along with copies of all listing
agreements and other documents related to the sale of such
properties;
3. Beginning on Sept. 15, 2015, the Debtor is required to
provide interim payments of no less than $25,000 towards the
initial payment of $300,000 of the Plan Settlement Amount that was
to be paid on the Effective Date as required under the Plan, with
such interim payments to be held by counsel to the Creditors'
Committee;
4. Eugene Haas, K Investments, Stokes Holdings and the other
Insiders that own property to be sold pursuant to the Plan are
required to provide the Creditors' Committee with written weekly
updates regarding their efforts to sell the various properties
identified and set forth in the Plan as sources of funding for the
Plan Settlement Amount;
5. Gene Haas, K Investments, Stokes Holdings and the other
Insiders that own property to be sold pursuant to the Plan are
required to provide the Creditors' Committee with name and contact
information for all brokers being used to sell the real estate
listed in the Plan as sources of funding for the Plan Settlement
Amount, along with copies of all listing agreements and other
documents related to the sale of such properties; and
6. The Effective Date of the Plan is further extended from Oct.
15, 2015 to Jan. 4, 2016.
The Creditors' Committee's attorneys:
LOWENSTEIN SANDLER LLP
Mary E. Seymour, Esq.
65 Livingston Avenue
Roseland, NJ 07068
Tel: (973) 597-2376
Fax: (973) 597-2377
The Debtor's attorneys:
SHERMAN SILVERSTEIN KOHL ROSE & PODOLSKY, P.A.
Arthur J. Abramowitz, Esq.
308 Harper Drive, Suite 200
Moorestown, NJ 08057
Tel: (856) 661-2081
Fax: (856) 773-5308
The Chapter 11 Plan
According to the Fourth Amended Disclosure Statement, the Debtor
has a plan that allows the Debtor to continue operations and lets
Eugene Haas, the current 100% owner and president, remain in
control.
Payments to creditors will be funded from cash on hand,
contributions from Mr. Haas and other insiders, and ongoing
operations.
The Fourth Amended Plan is a product of the Debtor's negotiations
with various creditors, including the Official Committee of
Unsecured Creditors. The Creditors Committee asked unsecured
creditors to vote in favor of the Plan.
Pursuant to the Plan Settlement, the Debtor, Mr. Haas and other
insiders will make payments to the plan administrator to holders of
allowed unsecured claims equal to 50% of the total amount of the
claims. Payment of the plan settlement will begin on the effective
date of the Plan, with a minimum initial payment of $300,000. All
Plan settlement payments must be completed by the third anniversary
of the Effective Date. In the event that the Debtor, Mr. Haas
and/or other releasees make accelerated payments such that not less
than 95% of the plan settlement payment is paid on or prior to the
second anniversary, the plan administrator will "forgive" the
remaining 5% balance.
Pursuant to the settlement, in exchange for Mr. Haas' new value
contribution, he will retain his equity interests in the Debtor.
The Plan estimates unsecured creditors will receive 45% to 50% on
account of their allowed claims, which amount is greater than the
0% that unsecured creditors would expect under a Chapter 7
liquidation.
A copy of the court-approved Fourth Amended Disclosure Statement
dated April 2, 2015, is available for free at:
http://bankrupt.com/misc/Haas_Env_4th_Am_DS.pdf
About Haas Environmental
With corporate offices located at Vincentown, New Jersey, Haas
Environmental, Inc., performs industrial cleaning and maintenance
at steel mills, and provides support services to companies
involved
in "fracking" operations. The company's steel mill operations are
located in Trinity, Alabama; Armorel, Arkansas; and Burns Harbor,
Indiana. Eugene Haas is the president.
Haas Environmental filed a Chapter 11 petition (Bankr. D.N.J. Case
No. 13-27297) on Aug. 6, 2013. Judge Kathryn C. Ferguson presides
over the case. The Debtor disclosed $10.1 million in assets and
$11.6 million in liabilities as of the Chapter 11 filing.
The Debtor tapped Cozen O'Conner as counsel from the Petition Date
through Dec. 8, 2013, and Sherman Silverstein from Dec.9, 2013 to
the present. Woodworth & St. John is the Debtor's accountant;
Guida Realty is the realtor to assist with the sale of the
Seubenville, Ohio property; and Kennen & Kennen, Inc. as realtor
for the sale of the Glen Dale property.
Mary E. Seymour, Esq., at Lowenstein Sandler LLP, serves as
counsel
for the Official Committee of Unsecured Creditors. EisnerAmper
LLP
serves as the Committee's financial advisor.
HEALTHWAREHOUSE.COM INC: Shareholders Elect Four Directors
----------------------------------------------------------
At an annual meeting of shareholders of Healthwarehouse.com, Inc.,
held on Oct. 16, 2015, the shareholders elected Lalit Dhadphale,
Youssef Bennani, Joseph Savarino and Ambassador Ned L. Siegel as
directors. The appointment of Marcum LLP as the Company's
independent registered public accounting firm for the year ending
Dec. 31, 2015, was also ratified.
About HealthWarehouse.com
HealthWarehouse.com, Inc., headquartered in Florence, Kentucky,
is a U.S. licensed virtual retail pharmacy ("VRP") and healthcare
e-commerce company that sells brand name and generic prescription
drugs as well as over-the-counter medical products.
Healthwarehouse.com reported a net loss attributable to common
stockholders of $2.08 million on $6.12 million of net sales for the
year ended Dec. 31, 2014, compared with a net loss attributable to
common stockholders of $7.3 million on $10.23 million of net sales
in 2013.
As of June 30, 2015, the Company had $1.2 million in total assets,
$4.7 million in total liabilities and a $3.5 million total
stockholders' deficiency.
Marcum LLP, in New York, issued a "going concern" qualification on
the consolidated financial statements for the year ended Dec. 31,
2014, citing that the Company has incurred significant losses and
needs to raise additional funds to meet its obligations and sustain
its operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
Bankruptcy Warning
"The Company recognizes it will need to raise additional capital in
order to fund operations, meet its payment obligations and execute
its business plan. There is no assurance that additional financing
will be available when needed or that management will be able to
obtain financing on terms acceptable to the Company and whether the
Company will become profitable and generate positive operating cash
flow. If the Company is unable to raise sufficient additional
funds, it will have to develop and implement a plan to further
extend payables, attempt to extend note repayments, attempt to
negotiate the preferred stock redemption and reduce overhead until
sufficient additional capital is raised to support further
operations. There can be no assurance that such a plan will be
successful. If the Company is unable to obtain financing on a
timely basis, the Company could be forced to sell its assets,
discontinue its operation and /or seek reorganization under the
U.S. bankruptcy code," the Company stated in its quarterly report
for the period ended June 30, 2015.
HII TECH: Court Directs Joint Administration of Cases
-----------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas
directed the joint administration of the Chapter 11 cases of HII
Technologies, Inc., et al., under the Case No. 15-60070.
The Court also ordered that:
(1) one disclosure statement and plan of reorganization may be
filed for both cases by any plan proponent;
(2) to the extent applicable, Case Nos. 15-60069 through
15-60073 will be transferred to Judge David R. Jones, who has the
lower numbered case; and
(3) parties may request joint hearings on matters pending in any
of the jointly administered cases.
About HII Technologies
HII Technologies, Inc., Apache Energy Services, LLC, Aqua Handling
of Texas, LLC, Hamilton Investment Group, Inc., and Sage Power
Solutions, Inc., filed Chapter 11 bankruptcy petitions (Bankr.
S.D.
Tex. proposed lead case No. 15-60070) on Sept. 18, 2015.
Judge David R Jones is assigned to the cases.
HII Technologies (HIITQ) is a publicly-traded oilfield services
company which entered the hydraulic fracturing water management
business via acquisition of Apache Energy Services dba AES Water
Solutions in September 2012.
HII Technologies currently has only one employee, its CEO, Matt
Flemming.
HII Technologies reported assets of $17.6 million and liabilities
of $26.5 million as of July 31, 2015.
The Debtors tapped McKool Smith P.C. as counsel, and Stout Risius
Ross, Inc. for management and restructuring services.
HII TECHNOLOGIES: Ad Hoc Committee Wants Trustee in AES Case
------------------------------------------------------------
BankruptcyData reported that an ad hoc committee of creditors of
HII Technologies' Debtor Apache Energy Services filed with the U.S.
Bankruptcy Court a motion to appoint a Chapter 11 trustee.
The Ad Hoc Committee claims that a chapter 11 trustee is needed to
provide independent decision-making and management to debtor AES in
its chapter 11 bankruptcy case and to avoid an obvious and
incurable conflict of interest.
At present, all managerial, legal, and financial decisions that
impact AES and its unsecured creditors are being made by Loretta
Cross, who is the sole corporate officer of AES' parent, Debtor HII
Technologies, Inc. Debtor AES also has claims against its parent
HII and HII's corporate officers which are material. The
intercompany claims held by AES against its parent, Debtor HII make
it impossible for management of Debtor HII to discharge their
fiduciary obligations to Debtor AES, according to the Ad Hoc
Committee.
The Ad Hoc Committee also notes that the unsecured creditors of
Debtor AES are also different from the creditors of Debtor HII and
share different goals in these cases. The unsecured trade
creditors of AES wish to reorganize the company while Debtor HII
seeks to liquidate the assets of all Debtors and pay the proceeds
to Heartland Bank.
About HII Technologies
HII Technologies, Inc., Apache Energy Services, LLC, Aqua Handling
of Texas, LLC, Hamilton Investment Group, Inc., and Sage Power
Solutions, Inc., filed Chapter 11 bankruptcy petitions (Bankr.
S.D.
Tex. proposed lead case No. 15-60070) on Sept. 18, 2015.
Judge David R Jones is assigned to the cases.
HII Technologies (HIITQ) is a publicly-traded oilfield services
company which entered the hydraulic fracturing water management
business via acquisition of Apache Energy Services dba AES Water
Solutions in September 2012.
HII Technologies currently has only one employee, its CEO, Matt
Flemming.
HII Technologies reported assets of $17.6 million and liabilities
of $26.5 million as of July 31, 2015.
The Debtors tapped McKool Smith P.C. as counsel, and Stout Risius
Ross, Inc. for management and restructuring services.
HORIZON VILLAGE: Debtor & WF Still Dispute Plan, Valuation Motion
-----------------------------------------------------------------
More than four years since seeking bankruptcy protection, Horizon
Village Square LLC has yet to obtain confirmation of a
reorganization plan as it couldn't reach an agreement with primary
creditor Wells Fargo Bank. A confirmation hearing on the Debtor's
plan was held in April and the parties completed post-trial briefs
in June. The Court also has not ruled on a motion by Wells Fargo
for a valuation of its secured claim.
The Debtor owns and operates a 24,713 square foot commercial office
building located at 9115 West Russell Road, Las Vegas, Nevada.
Primary secured creditor Wells Fargo in August 2015 filed a secured
claim of $12.7 million, which includes $1.33 million in
postpetition default interest. Wells Fargo has valued the Debtor's
real property at $13.2 million. The Debtor has signed a
stipulation providing that the value of the Property is at least
$13.2 million.
On Nov. 13, 2014, the Court entered an order denying without
prejudice final approval of a disclosure statement and confirmation
of a plan of reorganization previously proposed by the Debtor.
That order was accompanied by a memorandum decision.
On Nov. 13, 2014, the court also entered an order conditioning the
automatic stay on the Debtor's continued adequate protection
payments made to Wells Fargo and the Debtor's timely submission of
a proposed amended plan.
On Dec. 24, 2014, Debtor filed a proposed amended disclosure
statement along with a proposed amended plan of reorganization.
On Feb. 13, 2015, a further amended disclosure statement was
filed.
On Feb. 20, 2015, an order was entered approving the Amended
Disclosure Statement and scheduling a hearing on plan confirmation.
The confirmation hearing was scheduled to be held on April 28,
2015.
On Feb. 26, 2015, Wells Fargo filed a motion to determine the value
of its secured claim ("Valuation Motion"). The Valuation Motion
was noticed to be heard on April 8, 2015. The Valuation Motion
requested that the Court enter an order determining the value of
Wells Fargo's secured claim against the bankruptcy estate of the
Debtor.
On March 27, 2015, Wells Fargo filed a renewed motion for relief
from stay ("MLS") that was noticed to be heard concurrently with
plan confirmation.
On April 7, 2015, a stipulation regarding the hearing on plan
confirmation and the MLS was filed by the Debtor and Wells Fargo
("Confirmation Stipulation"). On the same date, a stipulation to
continue the Valuation Hearing was filed.
On April 15, 2015, a further amended Debtor's Plan of
Reorganization was filed pursuant to the Confirmation Stipulation.
On April 20, 2015, Wells Fargo filed its objection to confirmation
of the Amended Plan.
On April 21, 2015, the Debtor filed its summary of ballots.
On April 22, 2015, Wells Fargo filed the Declaration of Kevin Haley
in support of its objection to plan confirmation as well as in
support of its MLS. On the same date, the Debtor filed the
Declaration of Todd Nigro in support of plan confirmation.
On April 24, 2015, Debtor filed its brief in support of plan
confirmation that responded to the objections presented by Wells
Fargo.
On April 28, 2015, a hearing on plan confirmation was conducted in
conjunction with the MLS. At the hearing, the Nigro and Haley
declarations were admitted into evidence as the direct testimony of
the witnesses, and each witness was subject to cross-examination.
The parties also stipulated to the admission of various documents.
A deadline of May 22, 2015, was established for the submission of
post-hearing briefs.
On May 20, 2015, the parties stipulated to extend the post-hearing
brief deadline to May 29, 2015.
On May 27, 2015, the parties agreed in open court to continue the
Valuation Hearing to Aug. 4, 2015.
On May 28, 2015, the parties stipulated to further extend the
post-hearing brief deadline to June 5, 2015.
On June 5, 2015, Wells Fargo submitted its post-hearing brief. A
copy of the document is available for free at:
http://bankrupt.com/misc/Horizon_V_447_WF_PT_Plan_Brief.pdf
On June 6, 2015, Debtor submitted its post-hearing brief. A copy
of the document is available for free at:
http://bankrupt.com/misc/Horizon_V_449_PT_Plan_Brief.pdf
On June 15, 2015, the parties stipulated to continue the Valuation
Hearing to Aug. 13, 2015, and extend various discovery and briefing
deadlines.
On July 31, 2015, a stipulated scheduling order was entered to
continue the Valuation Hearing to Sept. 21, 2015, and to modify
discovery and filing deadlines.
On Sept. 1, 2015, the parties stipulated to extend discovery on the
Valuation Motion to Sept. 11, 2015.
On Sept. 3, 2015, the Debtor filed the Motion to Vacate or Continue
Valuation Hearing. An order shortening time was entered so that
the Motion could be heard on Sept. 16.
On Sept. 10, 2015, Wells Fargo filed opposition.
On Sept. 14, 2015, Debtor and Wells Fargo filed their respective
witness and exhibit lists.
On Sept. 16, 2015, a hearing on the Motion was conducted and the
appearances of counsel were noted on the record. After arguments
were presented, the Motion was taken under submission.
On Sept. 18, 2015, Judge Mike K. Nakagawa granted the Debtor's
Motion to Vacate and ordered that Wells Fargo's Motion for
Valuation of Secured Claim is vacated from the calendar for Sept.
21, 2015. A telephonic status conference regarding the same motion
will be held on Oct. 28, 2015, at 11:00 a.m.
About Horizon Village
Four related Las Vegas, Nevada-based entities sought Chapter 11
bankruptcy protection on July 13, 2011. The businesses are owned
or managed by local business people and firms, including Todd
Nigro, Nigro Development LLC, a Nigro family trust and other
investors.
Horizon Village Square LLC (Bankr. D. Nev. Case No. 11-21034) owns
the Vons-anchored Horizon Village Square Shopping Center near
I-515 and Horizon Drive in Henderson. The property includes five
retail buildings with nearly 43,000 square feet of space.
Ten Saints LLC (Bankr. D. Nev. Case No. 11-21028) owns the 134-
room Hampton Inn & Suites at St. Rose Parkway and Seven Hills
Drive in Henderson. The Hon. Mike K. Nakagawa of the U.S.
Bankruptcy Court for the District of Nevada on Nov. 18, 2011,
entered a final decree closing the Chapter 11 case of Ten Saints
LLC.
Beltway One Development Group LLC (Bankr. D. Nev. Case No. 11-
21026) owns the Desert Canyon Business Park at Russell Road and
the Las Vegas Beltway. It has two buildings and 15 acres.
Nigro HQ LLC (Bankr. D. Nev. Case No. 11-21014) owns an office
building at 9115 W. Russell Road occupied by Bank of George,
Infinity Plus LLC and Nigro Construction Inc.
Todd Nigro said the four bankruptcies were caused by threatened
foreclosures -- typically related to Wells Fargo Bank demanding
payments to keep loan-to-value ratios at specified levels.
Judge Mike K. Nakagawa presides over the cases. Lawyers at Gordon
Silver serve as the Debtors' bankruptcy counsel. The bankruptcy
petitions estimated assets and debts from $1 million to
$10 million each for Nigro HQ; and from $10 million to $50 million
in both assets and debts for Horizon Village, Ten Saints and
Beltway One. The cases are not jointly administered.
A fifth related business, Russell Boulder LLC, filed for
bankruptcy (Bankr. D. Nev. Case No. 10-29724) on Oct. 19, 2010.
It owns the 600-suite Siena Suites extended stay property at
Boulder Highway and Russell Road.
Edward M. Zachary, Esq., at Bryan Cave LLP, in Bryan Cave LLP, in
Phoenix, Ariz., and Robert M. Charles, Jr., Esq., at Lewis and
Roca LLP, in Los Vegas, Nev., represent Wells Fargo Bank, N.A., as
counsel.
Horizon Village Square and Wells Fargo have submitted competing
Chapter 11 plans.
HORIZON VILLAGE: Hearing on Wells Fargo's Valuation Motion Vacated
------------------------------------------------------------------
Judge Mike K. Nakagawa of the U.S. Bankruptcy Court for the
District of Nevada entered an order vacating the Sept. 21 hearing
on Wells Fargo Bank, N.A.'s motion for valuation of its secured
claim.
On Feb. 26, 2015, Wells Fargo, the primary secured creditor, filed
a motion to determine the value of its secured claim. Wells
Fargo's motion requested that the Court enter an order determining
the value of Wells Fargo's secured claim against the bankruptcy
estate of the Debtor. Wells Fargo asserted that the Valuation
Motion was necessary because the Debtor has filed an amended plan
of reorganization that contemplates the bifurcation of Wells
Fargo's claim into one secured class and one unsecured "deficiency"
class.
On June 15, 2015, the parties stipulated to continue the Valuation
Hearing to Aug. 13, 2015, and to extend various discovery and
briefing deadlines. On July 31, 2015, a stipulated scheduling
order was entered to continue the Valuation Hearing to Sept. 21,
2015, and to modify discovery and filing deadlines. On Sept. 1,
2015, the parties stipulated to extend discovery on the Valuation
Motion to Sept. 11, 2015.
On Sept. 3, 2015, Debtor filed a Motion to Vacate or Continue
Valuation Hearing ("Motion to Vacate"). An order shortening time
was entered so that the Motion could be heard on Sept. 16, 2015.
The Debtor argues that the Valuation Motion is moot as a result of
the Debtor's agreement to stipulate that the value of the Property
is at least as much as the value set forth in Wells Fargo's
appraisal. According to the Debtor, even if the Court includes the
$1,333,750 in postpetition default interest in Wells Fargo's Claim,
which it should not, the no-less-than $13,200,000 stipulated value
of the Property exceeds the value of Wells Fargo's Claim. Thus,
there is no need to determine whether Wells Fargo's secured claim
extends to Debtor's cash on hand.
In its order on the Debtor's Motion to Vacate or Continue Valuation
Hearing, the Court noted that all briefing on confirmation of the
Amended Plan as well as Wells Fargo's relief from stay ("MLS") has
been completed since June 6, 2015. The court previously indicated
that in the event the Amended Plan is not confirmed, the MLS likely
will be granted for cause pursuant to Section 362(d)(1) inasmuch as
the Debtor will have had ample opportunity to confirm a plan of
reorganization. In the event the Amended Plan is confirmed,
thereby providing for treatment of Wells Fargo's claim, the Debtor
takes the position that resolution of the Valuation Motion is
unnecessary. Wells Fargo asserts that determination of its
Valuation Motion still will be required even if the Amended Plan is
confirmed. Additionally, Wells Fargo believes that even if the
Amended Plan is not confirmed, and its MLS is granted,
determination of the Valuation Motion is still required to the
extent Wells Fargo would seek judicial foreclosure of the Property.
In other words, a determination of the matters involved in the
Valuation Motion may have issue preclusive effect in a subsequent
judicial proceeding between the parties outside of bankruptcy.
According to Judge Mike K. Nakagawa, even though discovery has been
completed and witnesses for the Valuation Motion have been
disclosed, the Debtor maintains that the Valuation Hearing should
be vacated or continued pending a decision on plan confirmation.
The Debtor views the hearing as a potentially unnecessary expense
to the estate while Wells Fargo views the hearing as a potentially
inevitable event. Given the parties' agreement that Wells Fargo is
an over-secured creditor within the meaning of Section 506(b), the
Debtor's view is that any legal fees incurred by Wells Fargo would
be allowed as part of its secured claim and therefore should be
avoided as a potential additional expense to the estate.
Judge Nakagawa notes that the parties disagree on the complexity of
the Valuation Hearing. Wells Fargo believes that only one witness,
Mr. Nigro, must be examined, and solely with respect to the
Debtor's sources of income, and whether that income constitutes
Wells Fargo's collateral. The Debtor believes that the analysis is
not so simple, and will require the funds held by the Debtor to be
traced before the value of Wells Fargo's collateral, and therefore
the allowed amount of Wells Fargo's secured claim, can be
determined. Wells Fargo suggests that any tracing requirement
would be a legal matter that can be addressed through post-hearing
briefs, rather than through extended time in court. The Debtor, of
course, disagrees. The viewpoints of counsel for both parties
obviously differ and both are completely reasonable.
The judge notes that except for lead counsel for Wells Fargo, all
counsel and the one anticipated witness, are located in Las Vegas.
Inasmuch as discovery has been completed, including the deposition
of Mr. Nigro, the record with respect to this contested matter is
static. Under these circumstances, the only material questions are
whether any parties will be prejudiced by a continuance of the
Valuation Hearing and whether a continuance will be beneficial.
Wells Fargo's desire to complete the hearing as soon as possible is
understandable, but no prejudice to its ability to present its
Valuation Motion has been suggested. There is no indication that
Wells Fargo's lead counsel will not be available for a continued
hearing. A possible monetary impact may be inferred from the mere
fact that any attorney who has "geared up" for an imminent hearing
usually must repeat that process somewhat before any continued
hearing goes forward. The cost of counsel's renewed preparation,
however, likely would be part of Wells Fargo's allowed secured
claim.
The potential benefit of a continuance may be significant if a
ruling on plan confirmation obviates the necessity to resolve the
Valuation Motion. Even Wells Fargo does not know if it would
proceed by judicial or non-judicial foreclosure in the event plan
confirmation is denied and the MLS is granted. If the Valuation
Motion need not be decided, then the unnecessary incurrence of
legal expenses and devotion of limited judicial resources may be
avoided.
Judge Nakagawa said in his ruling on the Motion to Vacate,
"Balancing the potential prejudice against the potential benefits
of a continuance, the court concludes that a continuance of the
Valuation Hearing is appropriate. So that a ruling on confirmation
of the Amended Plan as well as the MLS does not get buried under
the press of other matters before the court, however, a telephonic
status conference will be scheduled."
"IT IS THEREFORE ORDERED that the Motion to Vacate or Continue
Valuation Hearing brought by Horizon Village Square, LLC, be, and
the same hereby is, GRANTED," Judge Nakagawa ruled.
"IT IS FURTHER ORDERED that the evidentiary hearing on Wells Fargo
Bank, N.A.'s Motion for Valuation of Secured Claim Pursuant to
Section 506(a) of the Bankruptcy Code and Federal Rule of
Bankruptcy Procedure 3012 is VACATED from the calendar for
September 21, 2015. Counsel are not required to lodge any exhibits
with the court regarding that hearing until further ordered by the
court."
Judge Nakagawa ordered that a telephonic status conference
regarding the same motion will be held on Oct. 28, 2015, at 11:00
a.m. Counsel for the Debtor and Wells Fargo Bank are directed to
contact Benji Rawling, courtroom deputy, to arrange for the
telephonic appearance. In the event counsel seek to reschedule the
telephonic status conference for a later date, they may stipulate
to do so.
About Horizon Village
Four related Las Vegas, Nevada-based entities sought Chapter 11
bankruptcy protection on July 13, 2011. The businesses are owned
or managed by local business people and firms, including Todd
Nigro, Nigro Development LLC, a Nigro family trust and other
investors.
Horizon Village Square LLC (Bankr. D. Nev. Case No. 11-21034) owns
the Vons-anchored Horizon Village Square Shopping Center near
I-515 and Horizon Drive in Henderson. The property includes five
retail buildings with nearly 43,000 square feet of space.
Ten Saints LLC (Bankr. D. Nev. Case No. 11-21028) owns the 134-
room Hampton Inn & Suites at St. Rose Parkway and Seven Hills
Drive in Henderson. The Hon. Mike K. Nakagawa of the U.S.
Bankruptcy Court for the District of Nevada on Nov. 18, 2011,
entered a final decree closing the Chapter 11 case of Ten Saints
LLC.
Beltway One Development Group LLC (Bankr. D. Nev. Case No.
11-21026) owns the Desert Canyon Business Park at Russell Road
and the Las Vegas Beltway. It has two buildings and 15 acres.
Nigro HQ LLC (Bankr. D. Nev. Case No. 11-21014) owns an office
building at 9115 W. Russell Road occupied by Bank of George,
Infinity Plus LLC and Nigro Construction Inc.
Todd Nigro said the four bankruptcies were caused by threatened
foreclosures -- typically related to Wells Fargo Bank demanding
payments to keep loan-to-value ratios at specified levels.
Judge Mike K. Nakagawa presides over the cases. Lawyers at Gordon
Silver serve as the Debtors' bankruptcy counsel. The bankruptcy
petitions estimated assets and debts from $1 million to
$10 million each for Nigro HQ; and from $10 million to $50 million
in both assets and debts for Horizon Village, Ten Saints and
Beltway One. The cases are not jointly administered.
A fifth related business, Russell Boulder LLC, filed for
bankruptcy (Bankr. D. Nev. Case No. 10-29724) on Oct. 19, 2010.
It owns the 600-suite Siena Suites extended stay property at
Boulder Highway and Russell Road.
Edward M. Zachary, Esq., at Bryan Cave LLP, in Bryan Cave LLP, in
Phoenix, Ariz., and Robert M. Charles, Jr., Esq., at Lewis and
Roca LLP, in Los Vegas, Nev., represent Wells Fargo Bank, N.A., as
counsel.
Horizon Village Square and Wells Fargo have submitted competing
Chapter 11 plans.
HOVENSA LLC: Files Schedules of Assets and Liabilities
------------------------------------------------------
Hovensa LLC filed with the District Court of the Virgin Islands its
schedules of summary of assets and liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $184,000,000
B. Personal Property $54,733,110
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $40,000,000
E. Creditors Holding
Unsecured Priority
Claims $14,399,163
F. Creditors Holding
Unsecured Non-Priority
Claims $1,930,923,740
-------------- --------------
Total $238,733,110 $1,985,322,903
A copy of the schedules is available for free at
http://is.gd/dTQBrZ
About Hovensa
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.
Judge Mary F. Walrath is assigned to the case. 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. Alvarez &
Marsal North America, LLC to provide Thomas E. Hill as chief
restructuring officer, effective Sept. 15, 2015 petition date.
The U.S. Trustee appointed five creditors to serve on the committee
of creditors holding unsecured claims.
HOVENSA LLC: Section 341(a) Meeting Slated for November 5
---------------------------------------------------------
A meeting of creditors of Hovensa LLC pursuant to Section 341(a)
meeting will be held on Nov. 5, 2015, at 8:30 a.m. (AST) at the
District Court of the Virgin Islands, St. Croix Division, 3013
Estate Golden Rock, Suite 2019, St. Croix, U.S. Virgin Islands.
About Hovensa
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.
Judge Mary F. Walrath is assigned to the case. 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. Alvarez &
Marsal North America, LLC to provide Thomas E. Hill as chief
restructuring officer, effective Sept. 15, 2015 petition date.
The U.S. Trustee appointed five creditors to serve on the committee
of creditors holding unsecured claims.
HUNTSMAN CORP: S&P Lowers CCR to 'BB-', Outlook Stable
------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings, including
its corporate credit ratings, on Huntsman Corp. and Huntsman
International LLC to 'BB-' from 'BB'.
S&P also lowered its rating on Huntsman International LLC's senior
secured debt one notch to 'BB' from 'BB+'. The recovery rating on
the senior secured debt is '2' reflecting S&P's expectation for
substantial recovery (lower half of the 70% to 90% range) in the
event of a default. At the same time S&P lowered its ratings on
junior debt to 'B' from 'B+'. The recovery ratings on Huntman's
junior debt consisting of subordinated debt and unsecured debt are
'6' reflecting S&P's expectation for negligible recovery (0%-10%)
in the event of a default.
"The downgrade reflects our expectation that the company's 2016
operating performance will continue to lag below our previous base
case forecast," said Standard & Poor's credit analyst Paul Kurias.
S&P believes expected 2016 credit measures are now appropriate for
an "aggressive'" financial risk profile versus S&P's previous
expectation for credit measures at a stronger "significant"
financial risk profile, as defined in S&P's criteria. S&P
anticipates that the ratio of FFO to total debt will be in the
range of 15% to 20% at year-end 2016. This is lower than S&P's
previous expectation of about 20%. S&P's business risk profile
assessment remains "fair."
Huntsman's liquidity is currently "strong" per S&P's criteria. The
outlook is stable. S&P's base case indicates that successful
integration of the acquired Rockwood operations, moderate global
economic growth during the next few years, and benefits from
ongoing restructuring should result in credit measures consistent
with an "aggressive" financial risk profile, including an FFO to
debt ratio rebounding to between 15% and 20% at year-end 2016.
S&P's ratings assume a tempered financial policy that is supportive
of its expectations for credit measures.
S&P could lower the ratings if the company's performance does not
improve as anticipated, or unexpectedly weakens resulting in an FFO
to total debt ratio that is below 12% with no prospects for
improvement in the near term. Unplanned operating issues or
unanticipated softness in markets for some of the company's
products could cause earnings and cash flow to be below the
expected level.
S&P would consider an upgrade if the company's 2016 earnings and
cash flow were stronger than S&P assumes in its current rating. In
particular, S&P would review ratings for an upgrade if earnings in
the company's polyurethane's or TiO2 business unexpectedly
strengthened in 2016 so that S&P would anticipate an FFO to total
debt ratio of over 20% on a sustained basis.
HYPNOTIC TAXI: Hereford Insurance Appointed as Committee Member
---------------------------------------------------------------
The U.S. Trustee for Region 2 appointed Hereford Insurance Co. to
Hypnotic Taxi LLC's official committee of unsecured creditors.
Hereford replaced Juan Abreu who was appointed on Sept. 1, together
with two other unsecured creditors, according to a filing with the
U.S. Bankruptcy Court for the Eastern District of New York.
The unsecured creditors' committee is now composed of:
(1) Hereford Insurance Company
36-01 43rd Avenue
Long Island City, NY 11101
Attn: Annie Weinstein, COO/SVP
Telephone: 718-361-9191
(2) American Transit Insurance Company
One Metro Tech Center-North, 8th Fl.
Brooklyn, NY 11201
Attn: Michael Castronovo, COO
Telephone: 212-845-8784
(3) Jeremy Joseph
1673 President Street
Brooklyn, NY 11213
Telephone: 718-781-6341
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About Hypnotic Taxi
Hypnotic Taxi LLC and 21 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. E.D.N.Y. Lead Case No. 15-43300) on
July 22, 2015. The petition was signed by Evgeny Freidman as sole
and managing member.
Klestadt Winters Jureller Southard & Stevens LLP serves as the
Debtors' counsel. Judge Carla E. Craig presides over the case.
The Debtors each own either two or three medallions issued by the
New York City Taxi and Limousine Commission that permit taxi
services to be performed by the Debtors.
Hypnotic Taxi LLC disclosed total assets of $1,941,314 and total
liabilities of $2,825,401 as of the Petition Date.
The U.S. Trustee for Region 2 appointed three creditors to serve on
the official committee of unsecured creditors.
HYPNOTIC TAXI: Proposes Dec. 21, 2015 Deadline for Filing Claims
----------------------------------------------------------------
Hypnotic Taxi LLC has filed an application seeking court approval
to establish Dec. 21, 2015, as the deadline for creditors to file
their pre-bankruptcy claims.
This deadline is called a "bar date" because it means that
creditors who come forward after that date may be "barred" from
ever filing a claim against the company.
In the same filing, Hypnotic Taxi also asked for court approval to
establish Jan. 18, 2016, as the deadline for governmental units to
file their pre-bankruptcy claims.
About Hypnotic Taxi
Hypnotic Taxi LLC and 21 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. E.D.N.Y. Lead Case No. 15-43300) on
July 22, 2015. The petition was signed by Evgeny Freidman as sole
and managing member.
Klestadt Winters Jureller Southard & Stevens LLP serves as the
Debtors' counsel. Judge Carla E. Craig presides over the case.
The Debtors each own either two or three medallions issued by the
New York City Taxi and Limousine Commission that permit taxi
services to be performed by the Debtors.
Hypnotic Taxi LLC disclosed total assets of $1,941,314 and total
liabilities of $2,825,401 as of the Petition Date.
The U.S. Trustee for Region 2 appointed three creditors to serve on
the official committee of unsecured creditors.
IMRIS INC: Creditors Have Until Oct. 30 to File Proofs of Claim
---------------------------------------------------------------
The Hon. Christoher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware, in an amended order, established Oct. 30,
2015, as the deadline for any individual or entity to file proofs
of claim against IMRIS, Inc., and its debtor affiliates.
The Court also set Dec. 1, 2015, as the deadline for all
governmental units to file proofs of claim.
Proofs of claim must be submitted to the claims agent:
IMRIS Claims Processing Center
c/o Kurtzman Carson Consultants LLC
2335 Alaska Avenue
El Segundo, CA 90245
About IMRIS Inc.
Headquartered in Minnetonka, Minnesota, IMRIS Inc. --
http://www.imris.com/-- designs, manufactures and markets image
guided therapy systems. IMRIS' VISIUS Surgical Theatre systems
enhance the effectiveness magnetic resonance systems, x-ray
fluoroscopy systems, and computed tomography (CT) systems in
medical procedures.
IMRIS and its affiliated companies commenced Chapter 11 bankruptcy
cases (Bankr. D. Del. Lead Case No. 15-11133) in Delaware on May
25, 2015, with a deal to sell to Deerfield Management Company,
L.P., for a credit bid of $9.50 million, absent higher and better
offers.
The Debtors tapped the law firms of DLA Piper LLP (US) and DLA
Piper (Canada) LLP as counsel; Imperial Capital, LLC, as Investment
banker, FTI Consulting, Inc.'s Andrew Hinkelman as chief
restructuring officer; and Kurtzman Carson Consultants LLC as
claims and noticing agent.
IMRIS estimated $10 million to $50 million in assets and
liabilities.
The Debtors filed with the U.S. Bankruptcy Court for the
District of Delaware a Chapter 11 Plan of Liquidation and
accompanying disclosure statement, following the closing of the
sale of substantially all of their assets to Deerfield Management
Co., et al., the stalking horse bidder.
On June 4, 2015, the U.S. Trustee appointed three members to the
Official Committee of Unsecured Creditors. The Committee selected
Steven K. Kortanek, Esq., Kevin J. Mangan, Esq., and Thomas M.
Horan, Esq., at Womble Carlyle Sandridge & Rice, LLP, in
Wilmington, Delaware, as counsel.
IMRIS INC: Kurtzman Carson OK'd to Perform Administrative Services
------------------------------------------------------------------
The Hon. Christoher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware authorized IMRIS, Inc., et al., to expand the
scope of the retention and employment of Kurtzman Carson
Consultants LLC to include certain administrative services nunc pro
tunc to the Petition Date.
As reported by The Troubled Company Reporter on June 5, 2015, the
Court authorized the Debtors to employ KCC as claims and noticing
agent.
The Debtors engaged KCC to act as their claims and noticing agent
to assume full responsibility for the distribution of notices and
maintenance, processing, and docketing of proofs of claims filed in
the Chapter 11 case.
Prior to the Petition Date, the Debtors provided KCC a retainer in
the amount of $10,000.
The rates to be charged by KCC for its consulting services and
other services, noticing services and claims filing services are
set forth in the "KCC Fee Structure". The KCC Fee Structure was
not included in filings submitted by the Debtors with the
Bankruptcy Court.
Evan Gershbein, senior vice president of corporate restructuring
services of KCC, attests that KCC is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.
About IMRIS Inc.
Headquartered in Minnetonka, Minnesota, IMRIS Inc. --
http://www.imris.com/-- designs, manufactures and markets image
guided therapy systems. IMRIS' VISIUS Surgical Theatre systems
enhance the effectiveness magnetic resonance systems, x-ray
fluoroscopy systems, and computed tomography (CT) systems in
medical procedures.
IMRIS and its affiliated companies commenced Chapter 11 bankruptcy
cases (Bankr. D. Del. Lead Case No. 15-11133) in Delaware on May
25, 2015, with a deal to sell to Deerfield Management Company,
L.P., for a credit bid of $9.50 million, absent higher and better
offers.
The Debtors tapped the law firms of DLA Piper LLP (US) and DLA
Piper (Canada) LLP as counsel; Imperial Capital, LLC, as Investment
banker, FTI Consulting, Inc.'s Andrew Hinkelman as chief
restructuring officer; and Kurtzman Carson Consultants LLC as
claims and noticing agent.
IMRIS estimated $10 million to $50 million in assets and
liabilities.
The Debtors filed a Plan of Liquidation and accompanying disclosure
statement, following the closing of the sale of substantially all
of their assets to Deerfield Management Co., et al., the staking
horse bidder.
On June 4, 2015, the U.S. Trustee appointed three members to the
Official Committee of Unsecured Creditors. The Committee selected
Steven K. Kortanek, Esq., Kevin J. Mangan, Esq., and Thomas M.
Horan, Esq., at Womble Carlyle Sandridge & Rice, LLP, in
Wilmington, Delaware, as counsel.
INSITE VISION: Board Recommends Stockholders to Tender Shares
-------------------------------------------------------------
An amended tender offer statement on Schedule TO was filed with the
Securities and Exchange Commission by Thea Acquisition Corp., a
wholly owned subsidiary of Ranbaxy, Inc., which is an indirect
wholly owned subsidiary of Sun Pharmaceutical Industries Ltd.
The Schedule TO relates to the offer by Thea Acquisition to
purchase all of the outstanding shares of common stock, par value
$0.01 per share of InSite Vision Incorporated at a price of $0.35
per Share, net to the holder thereof in cash, without interest and
less any required withholding of taxes, upon the terms and subject
to the conditions set forth in the offer to purchase, dated
Sept. 29, 2015.
InSite's Board of Directors, after considerable deliberation and
discussion, unanimously (1) determined that it was in the best
interests of InSite and its stockholders that InSite enter into the
Merger Agreement and (2) recommended that stockholders of InSite
tender their shares pursuant to the Offer.
The Tender Offer is scheduled to expire at 12:00 midnight, New York
City Time, on Tuesday, Oct. 27, 2015, unless the offer is
extended.
InSite Vision
Based in Alameda, California, InSite Vision Incorporated (OTCBB:
INSV) -- http://www.insitevision.com/-- is committed to
advancing new and superior ophthalmologic products for unmet eye
care needs. The company's product portfolio utilizes InSite
Vision's proven DuraSite(R) bioadhesive polymer core technology, a
platform that extends the duration of drug retention on the
surface of the eye, thereby reducing frequency of treatment and
improving the efficacy of topically delivered drugs.
Burr Pilger Mayer, Inc., in E. Palo Alto, California, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2014, citing that the
Company's recurring losses from operations, available cash balance
and accumulated deficit raise substantial doubt about its ability
to continue as a going concern.
Insite Vision reported net income of $26.8 million in 2014 compared
to net income of $5.7 million in 2013.
As of June 30, 2015, the Company had $4.6 million in total assets,
$19.2 million in total liabilities and a $14.6 million total
stockholders' deficit.
JSC ASTANA-FINANCE: Foreign Representative Wants Ch. 15 Case Closed
-------------------------------------------------------------------
Daniyar Bazarbekovich Bekturganov, as the duly appointed and
authorized foreign representative of JSC "Astana-Finance," which
was subject to a special judicial restructuring proceeding taking
place in the Republic of Kazakhstan asks the U.S. Bankruptcy Court
for the Southern District of New York to close the Debtor's Chapter
15 case.
The closing of the case is without prejudice to the right to reopen
the case in the future.
The foreign representative is represented by:
Alex R. Rovira, Esq.
Brian J. Lohan, Esq.
Andrew P. Propps, Esq.
SIDLEY AUSTIN LLP
787 Seventh Avenue
New York, New York 10019
Tel: (212) 839-5300
About Astana Finance
JSC "Astana Finance", a financial-services company based in
Kazakhstan, is seeking court protection from its U.S. creditors
while it carries out its $1.9 billion restructuring plan in
Kazakhstan. AF seeks recognition of pending proceedings before
the specialized financial court of Almaty, Kazakhstan, as "foreign
main proceeding".
Marat Duysenbekovich Aitenov, as foreign representative, signed a
Chapter 15 bankruptcy petition (Bankr. S.D.N.Y. Case No. 12-4113).
The petition was filed Oct. 1, 2012. The Debtor is estimated to
have at least $500 million in assets and at least $1 billion in
liabilities.
Bankruptcy Judge Allan L. Gropper oversees the Chapter 15 case.
Alex R. Rovira, Esq., at Sidley Austin LLP, represents the Foreign
Representative as counsel.
AF was established as a Kazakhstan government funded body on
Dec. 18, 1997, as the State Enterprise Fund of Economic and Social
Development of Akmola Special Economic Zone in accordance with the
law of Kazakhstan in Astana, Kazakhstan by a decision of the
Administrative Council of Akmola Special Economic Zone. AF now
acts primarily as the parent company for a group of companies
providing banking and financial services, including a Kazakhstan
bank, JSC Bank Astana Finance.
AF said in court filings that its financial position suffered both
directly and indirectly as a result of the global financial
crisis. Specifically, the global financial crisis had a negative
impact on the ability of borrowers to repay loans made by AF and
its subsidiaries and on the prices of residential and commercial
real estate in Kazakhstan over which such loans are secured. As
of Dec. 31, 2009, 62.9% of the loan portfolio of AF's group of
companies was comprised of loans for real estate development and
construction and retail mortgage loans. In addition, the global
capital markets suffered severe reductions in liquidity, greater
volatility and general widening of spreads which resulted in a
significantly reduced availability of funding for Kazakhstan
borrowers such as AF.
As a consequence of the negative impact on AF of these events, on
several occasions between 2009 and 2011 the credit ratings of AF
were downgraded and were eventually withdrawn in 2011, and AF's
shares were delisted from the Kazakhstan Stock Exchange in October
2010.
AF has submitted a plan that sets out the terms and procedures for
the restructuring and/or cancellation of the indebtedness and
indebtedness guarantees of AF and its subsidiaries. The principal
amount of indebtedness to be restructured was approximately $1.9
billion (such amount subject to change because of disputed claims
which are in the process of independent adjudication pursuant to,
and in accordance with, the restructuring plan). Claim forms for
the bulk of the debt were submitted. Only approximately 15% of
the value of the debt was not covered by claim forms, but the debt
will be discharged and canceled in accordance with the terms of
the restructuring plan.
AF has creditors in the United States: (i) the Export-Import Bank
of the United States, an export credit agency; (ii) certain
beneficial owners of notes privately placed inside and outside the
United States; and (iii) certain holders of notes placed
exclusively outside the United States pursuant to Regulation S
only who subsequently purchased Eurobonds in the secondary market.
LIBERATOR INC: Chairman Issues Letter to Shareholders
-----------------------------------------------------
In compliance with Regulation FD, Liberator, Inc. disclosed with
the Securities and Exchange Commission that it recently delivered
letter to its shareholders from Louis S. Friedman, chairman and
chief executive officer of the Company, dated Oct. 16, 2015. The
full-text copy of the letter is follows:
Dear Fellow Shareholders,
I would like to share our recent developments and provide further
insight on our strategy and brand portfolio.
Fiscal 2015 Results:
We achieved record net sales in the fiscal year ended June 30,
2015; almost $16 million. Our Wholesale channel experienced growth
of 20%, primarily due to higher sales to (and through) Amazon, and
increased market acceptance of our eco-compression packaging.
Our management team focused on three areas during this past year.
These areas included:
1) perfecting our eco-compression packaging, never being
satisfied with the status quo and always looking to further
reduce the average package size. To this end, we further
reduced the package size of our most popular products by an
average of 45% during the year. The reduced package size
significantly reduces the shipping cost for our products and
allows them to fit on many more retail shelves.
2) acquiring new equipment that increased our production
capacity, allowing us to produce more without a corresponding
increase in labor costs. Our new foam reprocessing equipment
provides a 250% increase in throughput with a 70% reduction
in the number of seasonal employees needed to operate the
equipment.
3) a continued focus on selling our products in the mass market.
We recognize that the greatest potential for the Company lies
in selling our products through mass market channels. Our
three-acre manufacturing plant can easily support annual net
sales in excess of $60 million and the quickest way to
achieve that goal is by selling our products through mass
market channels. To that end, we continue to develop and
expand our relationships with mass market customers like
Amazon, Brookstone, CVS, Overstock, Target, Vitamin Shoppe,
and many others.
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.
Liberator reported 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.
LOGAN'S ROADHOUSE: S&P Lowers Corporate Credit Rating to 'SD'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Logan's Roadhouse Inc. to 'SD' from 'CCC'. Concurrently,
S&P lowered its issue-level ratings on the company's $355 million
senior secured notes due Oct. 15, 2017, to 'D' from 'CCC'. S&P
also revised the recovery rating to '4' from '3', reflecting its
revised enterprise valuation assumptions based on the company's
competitive position and operating performance relative to peers.
The '4' recovery rating reflects S&P's expectation for average
recovery in the event of bankruptcy or payment default, at the
higher end of the 30%-50% range.
The downgrade follows the completion of a partial bond exchange of
Logan's $355 million senior secured notes, which S&P views as a
distressed transaction. The company exchanged $106.8 million of
its notes for a new $113 million of Series 2015-1 senior secured
zero coupon notes due Oct. 16, 2017, that accretes at 10.75%.
Logan's also exchanged $104.3 million of its notes for a new $109.7
million of Series 2015-2 senior secured notes due Oct. 16, 2017.
The Series 2015-2 notes will have a 4% cash interest rate and 10.5%
pay-in-kind (PIK) rate. Logan's may elect to pay cash interest of
14.5% on the Series 2015-2 noted in lieu of the PIK/toggle rate.
S&P views the exchange as distressed and tantamount to default
given the company's financial condition at the time of the exchange
agreement. The terms and indenture for the remaining balance of
original notes are unchanged.
In addition to the bond exchange, the company amended its credit
agreement. The amendment included an increase of the first-lien
leverage ratio to 1x from 0.5x, through Dec. 27, 2016. The
covenant ratio then steps down to 0.75x on Dec. 28, 2016, and
remains there to maturity.
S&P expects to raise the corporate credit rating to the 'CCC'
rating category and would likely assign a negative outlook in the
next few days to reflect the company's new capital structure and
our assessment of the company's liquidity, while taking into
account Logan's participation in a challenging operating
environment and prospects of a turnaround in operating performance
could take longer than a year.
MILAGRO HOLDINGS: Seeks Approval of Misc. Asset Sale Protocol
-------------------------------------------------------------
Milagro Holdings, LLC, et al., seek authority from the United
States Bankruptcy Court for the District of Delaware to establish
procedures for the sale of certain of their miscellaneous assets
outside the ordinary course of business, free and clear of all
liens, claims, and encumbrances pursuant to Section 363 of the
Bankruptcy Code, or, alternatively, for abandonment of these assets
pursuant to Section 554.
The Debtors asserted that during the ordinary course of their
business operations, the Debtors have accumulated certain
Miscellaneous Assets that are no longer necessary in light of the
Debtors' proposed reorganization. In the exercise of their sound
business judgment, the Debtors have determined, and may determine
in the future, that the prompt sale of Miscellaneous Assets without
individual Court approval will be in the best interest of their
estates and creditors and will enable the Debtors to maximize the
potential recovery for the sale of the Miscellaneous Assets.
The Debtors desire to sell or abandon the Miscellaneous Assets to,
among other things, eliminate costs associated with maintaining the
unnecessary assets, free space in their facilities, avoid the need
to procure offsite storage, and raise funds for the estates.
Indeed, a failure to sell certain of the Miscellaneous Assets will
result only in further obligations accrued by the Debtors on
account of storage or removal costs and potential ancillary
liabilities. Accordingly, the Debtors have determined that the
abandonment of the Miscellaneous Assets, to the extent that a sale
thereof cannot be consummated, is in the best interests of the
Debtors' estates and creditors since those assets are not of use to
the Debtors' businesses, have an inconsequential sale value, and
may actually result in future liabilities.
The Debtors asserted that the sale of the Miscellaneous Assets will
inure to the benefit of their estates and creditors and, therefore,
represents the exercise of the Debtors' sound business judgment.
Furthermore, the Debtors' proposed sale of the Miscellaneous Assets
is in "good faith" within the meaning of the Abbotts Dairies
analysis. The Debtors represent that no insider will gain an
unfair advantage from the sales of Miscellaneous Asset pursuant to
the Sale Procedures.
Milagro Holdings, LLC, et al. are represented by:
M. Blake Cleary, Esq.
Joel A. Waite, Esq.
Ryan M. Bartley, Esq.
Ian J. Bambrick, Esq.
YOUNG CONAWAY STARGATT & TAYLOR, LLP
1000 N. King Street
Rodney Square
Wilmington, DE 19801
Tel: (302) 571-6600
Fax: (302) 571-1253
Email: mbcleary@ycst.com
jwaite@ycst.com
rbartley@ycst.com
ibambrick@ycst.com
-- and --
John F. Higgins, Esq.
Eric M. English, Esq.
PORTER HEDGES LLP
1000 Main Street, 36th Floor
Houston, TX 77002
Tel: (713) 226-6687
Fax: (713) 226-6287
Email: jhiggins@porterhedges.com
eenglish@porterhedges.com
About Milagro Oil
Based in Houston, Texas, Milagro Oil & Gas, Inc. is independent oil
and gas companies primarily engaged in the acquisition,
exploration, exploitation, development, production and sale of oil
and natural gas reserves. Milagro's historic geographic focus has
been along the onshore Gulf Coast area, primarily in Texas,
Louisiana and Mississippi. Milagro has 1,200 wells in South Texas,
along the Gulf Coast and in Louisiana.
As of March 31, 2015, the book value of Milagro's total assets and
liabilities was approximately $390 million and $468 million,
respectively. Milagro generated revenues of $153.1 million and
$23.5 million during the fiscal year ended Dec. 31, 2014 and the
three month period ended March 31, 2015, respectively.
On July 15, 2015, Milagro Oil & Gas, its parent Milagro Holdings,
LLC, and four affiliated entities each filed a voluntary petition
for relief under Chapter 11 of the United States Bankruptcy Code in
the United States Bankruptcy Court for the District of Delaware.
The cases are pending before the Honorable Kevin Gross and are
jointly administered under In re Milagro Holdings, Case No.
15-11520.
The Debtors tapped (i) Porter Hedges LLP as general counsel; (ii)
Young Conaway Stargatt & Taylor, LLP, as local counsel; (iii)
Zolfo Cooper, LLC, as restructuring advisors; and (iv) Prime Clerk
LLC as claims and noticing agent.
Noteholders that are parties to the RSA have tapped (i) Akin Gump
Strauss Hauer & Feld LLP, as legal counsel, (ii) Richards,
Layton & Finger, P.A., as Delaware legal counsel, and (iii)
Blackstone Advisory Partners L.P., as financial advisor.
MILLER AUTO: Debtors, FCC & Committee Agree to Continued Cash Use
-----------------------------------------------------------------
U.S. Bankruptcy Court Judge Mary Grace Diehl gave her stamp of
approval on a stipulation authorizing the debtors Miller Auto Parts
& Supply Company, Inc., Johnson Industries, Inc., Miller Auto Parts
& Paint Company, Inc., and AutoPartsTomorrow.com, LLC, to continue
using cash collateral.
The Debtors, the official committee of unsecured creditors, and
FCC, LLC d/b/a First Capital -- which provided post-petition
debtor-in-possession financing to the Debtors -- agreed on terms
for the continued use of cash collateral in accordance with a
budget.
The stipulation provides that the Debtors are authorized to use
Cash Collateral in the amounts and for the purposes identified on
the Budget. Unless otherwise authorized by the Court or further
Stipulation between the Debtors, FCC and the Committee, the amount
of Cash Collateral which the Debtors may use during the period
covered by the attached Budget may not exceed in aggregate 115% of
each line item, and 110% of total expenditures, set forth in the
Budget; provided, however, that in addition to items set forth in
the Budget, the Debtors may be permitted to pay the fees of the
Office of the United States Trustee pursuant to 28 U.S.C. Sec.
1930.
The Budget may be amended and/or extended by further Stipulation
between the parties.
CASH FLOW BUDGET
MONTHLY AUGUST THROUGH DECEMBER 2015
Month Ending 2015
----------------------------------------------
DISBURSEMENTS Aug Sep Oct Nov Dec Total
--- --- --- --- --- -----
A. Contract
Labor 5,000 5,000 5,000 5,000 5,000 25,000
B. Transition
Services - 5,000 5,000 5,000 - 15,000
C. Noticing
Agent 7,500 7,500 7,500 7,500 7,500 37,500
D. U.S. Trustee
Quarterly
Fees - - 4,225 - 4,225 8,450
E. GGG
Partners 7,500 7,500 7,500 7,500 7,500 37,500
F. Scroggins &
Williamson 22,500 22,500 22,500 22,500 22,500 112,500
G. KRCL * 22,500 22,500 22,500 22,500 22,500 112,500
H. Other 2,000 2,000 2,000 2,000 2,000 10,000
------ ------ ------ ------ ------ -------
TOTAL
DISBURSEMENTS 67,000 72,000 76,225 72,000 71,225 358,450
* Subject to 25% discount as per the terms of the Order Approving
Application to Employ Kane Russell Coleman & Logan, PC as Counsel
to Official Committee of Unsecured Creditors
Counsel for Debtors:
J. Robert Williamson, Esq.
Ashley Reynolds Ray, Esq.
SCROGGINS & WILLIAMSON, P.C.
1500 Candler Building
127 Peachtree Street, NE
Atlanta, GA 30303
Tel: (404) 893-3880
Email: rwilliamson@swlawfirm.com
aray@swlawfirm.com
Counsel for FCC, LLC d/b/a First Capital:
Darryl S. Laddin, Esq.
ARNALL GOLDEN GREGORY LLP
171 17th Street, NW, Suite 2100
Atlanta, GA 30363
Tel: (404) 873-8120
Email: darryl.laddin@agg.com
Counsel for Official Committee of Unsecured Creditors:
Joseph M. Coleman, Esq.
KANE RUSSELL COLEMAN & LOGAN PC
3700 Thanksgiving Tower
1601 Elm Street
Dallas, TX 75201
Tel: (214) 777-4200
Email: jcoleman@krcl.com
About Miller Auto Parts
Miller Auto Parts & Supply Company, Inc., and its affiliates are
distributors of automotive parts and service equipment. The
companies operate from the Johnson Industries Inc.'s headquarters
in Atlanta, Georgia and have distribution operations in the
southeast, northeast and on-line. The Southeastern distribution
center is located in Norcross, Georgia and supports nine satellite
centers across the state and supplies parts to key fleet customers
across the country.
Miller Auto Parts and its three subsidiaries sought Chapter 11
bankruptcy protection (Bankr. N.D. Ga.) on Sept. 15, 2014. The
Debtors have sought joint administration under Lead Case No.
14-68113. The cases are assigned to Judge Mary Grace Diehl.
The Debtors have tapped Scroggins & Williamson as counsel and Logan
& Co. as claims and noticing agent.
The U.S. Trustee for Region 21 appointed three creditors of Miller
Auto Parts & Supply Company Inc. to serve on the official committee
of unsecured creditors. The Committee selected Kane Russell
Coleman & Logan as its counsel.
MOTORS LIQUIDATION: 14-Day Stay on GUC Trust Distributions Imposed
------------------------------------------------------------------
The Bankruptcy Court rendered a decision imposing a temporary
14-day stay on GUC Trust distributions, with the 14-day period
beginning on Oct. 14, 2015, the date of the Stay Decision.
As previously disclosed on July 7, 2015, certain plaintiffs that
are party to the recall-related litigation requested a "stay", or
suspension, of all interim GUC Trust distributions to holders of
units of contingent beneficial interest in the GUC Trust while
appeals and cross-appeals of the Bankruptcy Court for the Southern
District of New York's June 1, 2015, Judgment and April 15, 2015,
Decision on Motion to Enforce Sale Order in the Recall Litigation
are pending. Wilmington Trust Company, solely in its capacity as
trust administrator and trustee of the GUC Trust, opposed the Stay
Request.
The Stay Decision grants a further stay, commencing from the end of
the Temporary Stay, but conditions such further stay on the posting
of a bond by the Plaintiffs in the amount of $10.6 million. The
purpose of the Temporary Stay is "to allow the [Plaintiffs] time to
post the bond, or, if they are so advised, to pursue an appellate
modification of [the Stay Decision]."
The Stay Decision may be appealed, and no assurance may be given as
to the outcome of any such appeal. In the event that the Stay
Decision is not overturned on appeal and the Plaintiffs fail to
post a $10.6 million bond, the GUC Trust will be free to make
interim distributions in accordance with its governing documents
after the expiration of the Temporary Stay.
About Motors Liquidation
General Motors Corporation and three of its affiliates filed for
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on
June 1, 2009. The Honorable Robert E. Gerber presides over the
Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin,
Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges
LLP, assist the Debtors in their restructuring efforts. Al Koch
at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as
the Chief Executive Officer for Motors Liquidation Company. GM
is also represented by Jenner & Block LLP and Honigman Miller
Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP
is providing legal advice to the GM Board of Directors. GM's
financial advisors are Morgan Stanley, Evercore Partners and the
Blackstone Group LLP. Garden City Group is the claims and notice
agent of the Debtors.
The U.S. Trustee appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Unsecured
Creditors Holding Asbestos-Related Claims. Lawyers at Kramer
Levin Naftalis & Frankel LLP served as bankruptcy counsel to the
Creditors Committee. Attorneys at Butzel Long served as counsel
on supplier contract matters. FTI Consulting Inc. served as
financial advisors to the Creditors Committee. Elihu Inselbuch,
Esq., at Caplin & Drysdale, Chartered, represented the Asbestos
Committee. Legal Analysis Systems, Inc., served as asbestos
valuation analyst.
The Bankruptcy Court entered an order confirming the Debtors'
Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan
was declared effect on March 31.
On Dec. 15, 2011, Motors Liquidation Company was dissolved. On
the Dissolution Date, pursuant to the Plan and the Motors
Liquidation Company GUC Trust Agreement, dated March 30, 2011,
between the parties thereto, the trust administrator and trustee
-- GUC Trust Administrator -- of the Motors Liquidation Company
GUC Trust, assumed responsibility for the affairs of and certain
claims against MLC and its debtor subsidiaries that were not
concluded prior to the Dissolution Date.
As of March 31, 2015, Motors Liquidation had $1.01 billion in total
assets, $69.2 million in total liabilities and $945 million in net
assets in liquidation.
As of June 30, 2015, Motors Liquidation had $860 million in total
assets, $74 million in total liabilities and $786 million in net
assets in liquidation.
MOUNSEF INTERNATIONAL: Case Summary & 17 Top Unsecured Creditors
----------------------------------------------------------------
Debtor: Mounsef International, Inc.
dba Al-Khyam Grocery
dba Al-Khyam Bakery
4738 North Kedzie Ave
Chicago, IL 60625
Case No.: 15-35685
Chapter 11 Petition Date: October 20, 2015
Court: United States Bankruptcy Court
Northern District of Illinois (Chicago)
Judge: Hon. Jacqueline P. Cox
Debtor's Counsel: Robert R Benjamin, Esq.
GOLAN & CHRISTIE, LLP
70 West Madison Street, Suite 1500
Chicago, IL 60602
Tel: 312-263-2300
Fax: 312-263-0939
Email: rrbenjamin@golanchristie.com
Total Assets: $99,104
Total Liabilities: $2.74 million
The petition was signed by George Mounsef, sole shareholder.
A list of the Debtor's 17 largest unsecured creditors is available
for free at http://bankrupt.com/misc/ilnb15-35685.pdf
NEW YORK LIGHT: Hearing on Cash Collateral Use Moved to Oct. 28
---------------------------------------------------------------
Debtors New York Light Energy, LLC; Light Energy Partners Group,
LP; Light Energy Administrative Services, LLC; and U.S. Light
Energy, LLC will return to the U.S. Bankruptcy Court for the
Northern District of New York on Oct. 28 to seek final approval of
a stipulation that will allow them continued access to cash
collateral.
The Debtors and lender, Manufacturers and Traders Trust Company,
requested that the hearing be moved from Oct. 15.
The Final Hearing will start at 10:30 a.m.
Bankruptcy Judge Robert E. Littlefield, Jr. signed off on the
Rescheduling Order on Oct. 15.
The Rescheduling Order provides that the deadline for the Official
Unsecured Creditors' Committee to file an adversary proceeding
challenging, among others, the validity, enforceability and extent
of the cash collateral lender's liens on the Debtors' assets is
extended until Oct. 23.
Objections to the Debtors' continued use of cash collateral must be
filed with the Court and also served upon:
-- Counsel for the Debtor Guarantors:
Bond, Schoeneck & King, PLLC
Attention: Joseph Zagraniczny, Esq.
Sara C. Temes, Esq.
One Lincoln Center
110 West Fayette Street
Syracuse, New York 13202
-- counsel for the Lender:
Melvin & Melvin, PLLC
Attention: Louis Levine, Esq.
217 South Salina Street, Seventh Floor
Syracuse, New York, 13202
-- Counsel for the Official Creditors Committee
Hodgson Russ, LLP
Attention: Richard L. Wiesz, Esq.
677 Broadway, Suite 301
Albany, NY 12207
-- the Office of the United States Trustee:
Office of the United States Trustee
Attention: Lisa Penpraze, Esq.
Kevin Purcell, Esq.
74 Chapel Street, Suite 200
Albany, NY 12207
About New York Light Energy
Founded in 2009 and based in Latham, New York, New York Light
Energy, LLC, designs and installs medium-scale solar arrays in New
York State and Massachusetts. The Company has installed solar
arrays on more than 180 industrial, commercial, municipal, and
residential sites, with a total of over 15 megawatts of capacity
to
date.
NYLE and its affiliates commenced Chapter 11 bankruptcy cases
(Bankr. N.D.N.Y. Lead Case No. 15-11121) in Albany, New York, on
May 27, 2015.
The Debtors tapped Bond, Schoeneck & King, PLLC, as counsel.
Judge
Robert E. Littlefield Jr. is assigned to the cases.
The U.S. Trustee for Region 2, appointed three creditors to serve
in an Official Committee of Unsecured Creditors in the Chapter 11
cases of New York Light Energy, LLC, et al. The Committee retains
Hodgson Russ LLP as its attorneys and Emerald Capital Advisors
Corp. as financial advisor.
NEW YORK LIGHT: Mitsubishi Seeks Adequate Protection for PV Panels
------------------------------------------------------------------
Mitsubishi Electric US, Inc. filed a limited objection to the
request of debtors New York Light Energy, LLC; Light Energy
Partners Group, LP; Light Energy Administrative Services, LLC; and
U.S. Light Energy, LLC to continue to access cash collateral.
Mitsubishi says any final order approving the Debtors' use of cash
collateral must:
-- grant Mitsubishi adequate protection to the extent
Mitsubishi's photovoltaic panels are used or sold by the Debtors,
and
-- require the Debtors to turn over to Mitsubishi the proceeds
from the sale of the Panels if the Debtors use or sell the Panels.
Mitsubishi sold certain photovoltaic panels to the Debtors pursuant
to a Value Added Reseller Agreement, dated October 15, 2014, an
accompanying security agreement, and purchase orders related
thereto. Mitsubishi contends it holds a perfected purchase money
security interest in these Panels. Mitsubishi says the Debtors
have not yet paid Mitsubishi for certain of the Panels. Thus,
Mitsubishi filed a proof of claim on account of its secured claims
against the Debtors in the amount of $376,320.00
Given Mitsubishi's secured creditor status, it has communicated
with the Debtors' counsel regarding its concerns with respect to
its collateral (including cash collateral) and the resulting
concerns it has with any final cash collateral order that does not
address these issues. Mitsubishi believes and understands that it
has reached agreement with the Debtors regarding certain language
to be added to the final cash collateral order, subject to final
approval of the Debtor's primary lender, M&T Bank. Mitsubishi says
that, at the time of the filing of its Limited Objection, it has
not received confirmation on whether its proposed language has been
finally approved. Out of an abundance of caution, Mitsubishi filed
the Limited Objection to ensure that it has the right to object to
the Motion and otherwise be heard at any hearing seeking final
relief on the Motion.
Mitsubishi is represented by:
Arthur J. Steinberg, Esq.
KING & SPALDING LLP
1185 Avenue of the Americas
New York, NY 10036
Telephone: (212) 556-2100
- and -
Thaddeus D. Wilson, Esq.
KING & SPALDING LLP
1180 Peachtree St. NE
Atlanta, GA 30309
Telephone: 404-572-4600
Facsimile: 404-572-5131
Email: thadwilson@kslaw.com
About New York Light Energy
Founded in 2009 and based in Latham, New York, New York Light
Energy, LLC, designs and installs medium-scale solar arrays in New
York State and Massachusetts. The Company has installed solar
arrays on more than 180 industrial, commercial, municipal, and
residential sites, with a total of over 15 megawatts of capacity
to
date.
NYLE and its affiliates commenced Chapter 11 bankruptcy cases
(Bankr. N.D.N.Y. Lead Case No. 15-11121) in Albany, New York, on
May 27, 2015.
The Debtors tapped Bond, Schoeneck & King, PLLC, as counsel.
Judge
Robert E. Littlefield Jr. is assigned to the cases.
The U.S. Trustee for Region 2, appointed three creditors to serve
in an Official Committee of Unsecured Creditors in the Chapter 11
cases of New York Light Energy, LLC, et al. The Committee retains
Hodgson Russ LLP as its attorneys and Emerald Capital Advisors
Corp. as financial advisor.
NEWZROOM INC: Panel Seeks to Employ Stuppi as Conflicts' Counsel
----------------------------------------------------------------
The Official Committee of Unsecured Creditors for Newzoom Inc. asks
the U.S. Bankruptcy Court for the Northern District of California
for permission to retain the Law Offices of Stuppi & Stuppi as its
conflicts' counsel in a dispute involving Wells Fargo Bank N.A., as
well as any other matters in which Sheppard, Mullin, Richter &
Hampton LLP, the Committee's general counsel.
The Committee tells the Court that Sheppard Mullin has obtained a
limited waiver from Wells Fargo, which permits Sheppard Mullin to
be adverse to Wells Fargo on certain matters involving cash
collateral and debtor-in-possession financing. However, the waiver
does not permit Sheppard Mullin to challenge the validity of Wells
Fargo's lien or bring suit against Wells Fargo on behalf of the
Committee.
The Committee adds the potential conflicts were disclosed at the
meeting held on Sept. 22, 2015, and it agreed to select Stuppi &
Stuppi as its conflicts' counsel at a duly held Committee meeting
on Sept. 29, 2015.
Craig Stuppi, Esq., and Sarah M. Stuppi, Esq., will bill the Debtor
at $395 and $375 per hour, respectively.
The Committee assures the Court that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Craig Stuppi, Esq.
Sarah M. Stuppi, Esq.
LAW OFFICES OF STUPPI & STUPPI
1630 N Main St #332
Walnut Creek, CA 94596
Tele: (415) 786-4365
Fax: (925) 287-8113
Email: info@stuppilaw.com
About NewZoom
Headquartered in San Francisco, California, NewZoom, doing business
as ZoomSystems, operates an automated retail channel. It operates
ZoomShops, a custom-branded automated self-service retail stores
that facilitates online shopping. It has ZoomShop network
locations in airports, malls, resorts, military bases, and retail
stores in the United States, Europe, and Japan. The Debtor employs
approximately 115 people.
NewZoom, Inc. filed Chapter 11 bankruptcy petition (Bankr. N.D.
Calif. Case No. 15-31141) on Sept. 10, 2015. John A. Lawrence
signed the petition as president and chief executive officer.
The Debtor has estimated assets and liabilities in the range of $10
million to $50 million.
Pachulski Stang Ziehl & Jones LLP represents the Debtor as counsel.
Prime Clerk LLC acts as the claims and noticing agent.
The case is assigned to Judge Hannah L. Blumenstiel.
NEWZROOM INC: Seeks Court Approval to Implement Incentive Plans
---------------------------------------------------------------
Newzoom Inc. asks the U.S. Bankruptcy Court for the Northern
District of California for authority to implement a
performance-based key employee incentive plan, and a non-insider
retention plan.
Proposed Incentive Plans
a) The Key Employee Retention Plan ("KERP")
The KERP covers 13 non-insider employees, none of whom are
officers or hold executive level positions. The eligible
KERP Employees consist of vice presidents and directors of
financing, accounting, operations, and technology. The
KERP also provides for certain retention goals:
-- The retention payments designated for the pool of
Eligible KERP Employees total $192,000. In relation
to those employees' regular salary, the Retention
Payments are roughly one month's salary. Each Eligible
KERP Employee will earn and be entitled to receive the
full amount of his or her Retention Payment on the
earliest to occur:
(a) Dec. 18, 2015,
(b) the date that an order confirming a plan of
reorganization is entered by the Bankruptcy Court,
and
(c) the closing date for a sale of substantially all
of the Company's assets pursuant to section 363
of the Bankruptcy Code.
-- The Retention Payments will be in lieu of any other
postpetition performance bonus or retention compensation
otherwise payable to the Eligible KERP Employees.
However, the Retention payments are not in lieu of any
severance payments that may be due and owing to an
Eligible KERP Employee pursuant to any severance plan
approved by the Bankruptcy Court or pursuant to an
employment agreement between the Eligible KEIP Employee
and the Company. In consideration of the benefits
provided to the Eligible KERP Employees in the Incentive
Plans, each Eligible KERP Employee shall provide a
general release to the Debtor regarding his or her
employment, except as to the payment of wages, Retention
Payments, and severance payments (if any).
b) The Key Employee Incentive Plan ("KEIP")
The KEIP covers four executive-level employees. The Eligible
KEIP Employees consist of the chief executive officer and
senior vice presidents of corporate development, marketing,
and operations.
The KEIP outlines certain performance goals:
-- If all incentives were accomplished, the contemplated
incentive payments would total, in the aggregate,
$184,000. As a percentage of annual salary, the total
Incentive Payments that will be available to an Eligible
KEIP Employee who accomplishes both incentives will not
exceed 22.2% and, in some cases, will be a lower
percentage. Each Eligible KEIP Employee shall earn and
be entitled to receive his or her Incentive Payment as
follows:
i) 50% of the Incentive Payment shall be earned and
payable on the Trigger Date, so long as
(a) the Eligible KEIP Employee remains employed
by the Company on such date, and
(b) the Company has complied with the Budget
through and as of the Trigger Date; and
ii) 50% of the Incentive Payment shall be earned and
payable upon either confirmation of the Plan or
consummation of a sale of substantially all assets
of the Company, so long as the Eligible KEIP
Employee remains employed by the Company upon such
date.
The Incentive Payments will be in lieu of any other
postpetition performance bonus or retention compensation
otherwise payable to the Eligible KEIP Employees. However,
Incentive Payments under the KEIP will not be in lieu of any
severance payments that may be due and owing to an Eligible
KEIP Employee pursuant to any severance plan approved by the
Bankruptcy Court or pursuant to an employment agreement
between the Eligible KEIP Employee and the Company. In
consideration of the benefits provided to the Eligible KEIP
Employees in the Incentive Plans, each Eligible KEIP Employee
shall provide a general release to the Debtor regarding his
or her employment, except as to payment of wages, Incentive
Payments, and severance payments (if any).
The Debtor tells the Court that the cost of the Incentive Plans is
reasonable in the context of the chapter 11 case, and in light of
the amount of work that must be completed by the Eligible
Employees, in a compressed amount of time, to obtain their
payments.
According to the Debtor, the Incentive Plans are "fair and
reasonable" in their scope and does not "discriminate unfairly"
because the Debtor designed the Incentive Plans to only include
those employees whose services, in its opinion, are truly necessary
to achieving the performance milestones set forth in the Incentive
Plans.
A full-text copy of the incentive plan is available for free at
http://is.gd/Q0JzYK
About NewZoom
Headquartered in San Francisco, California, NewZoom, doing business
as ZoomSystems, operates an automated retail channel. It operates
ZoomShops, a custom-branded automated self-service retail stores
that facilitates online shopping. It has ZoomShop network
locations in airports, malls, resorts, military bases, and retail
stores in the United States, Europe, and Japan. The Debtor employs
approximately 115 people.
NewZoom, Inc. filed Chapter 11 bankruptcy petition (Bankr. N.D.
Calif. Case No. 15-31141) on Sept. 10, 2015. John A. Lawrence
signed the petition as president and chief executive officer.
The Debtor has estimated assets and liabilities in the range of $10
million to $50 million.
Pachulski Stang Ziehl & Jones LLP represents the Debtor as counsel.
Prime Clerk LLC acts as the claims and noticing agent.
The case is assigned to Judge Hannah L. Blumenstiel.
PICTURE CAR: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Picture Car Warehouse
8400 Reseda Blvd.
Northridge, CA 91324
Case No.: 15-13495
Chapter 11 Petition Date: October 20, 2015
Court: United States Bankruptcy Court
Central District of California (San Fernando Valley)
Judge: Hon. Maureen Tighe
Debtor's Counsel: Carolyn A Dye, Esq.
LAW OFFICE CAROLYN A. DYE
3435 Wilshire Blvd Ste 990
Los Angeles, CA 90010
Tel: 213-368-5000
Email: trustee@cadye.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Ted D. Moser, president.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
PIERCE DEVELOPMENT: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: Pierce Development, Inc.
P.O. Box 2082
Rancho Santa Fe, CA 92067
Case No.: 15-15954
Chapter 11 Petition Date: October 20, 2015
Court: United States Bankruptcy Court
District of Nevada (Las Vegas)
Judge: Hon. August B. Landis
Debtor's Counsel: Samuel A. Schwartz, Esq.
SCHWARTZ FLANSBURG PLLC
6623 Las Vegas Blvd. So., Ste 300
Las Vegas, NV 89119
Tel: (702) 385-5544
Fax: (702) 385-2741
Email: sam@schwartzlawyers.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Craig M. Katchen, president.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
PUTNAM ENERGY: U.S. Trustee Wants Ch. 11 Case Converted to Ch. 7
----------------------------------------------------------------
Patrick S. Layng, United States Trustee for Region 11, asks the
United States Bankruptcy Court for the Northern District of
Illinois, Eastern Division, to enter an order converting the
Chapter 11 case of Putnam Energy, L.L.C., to a case under Chapter 7
of the Bankruptcy Code, or dismissing the present Chapter 11 case.
The U.S. Trustee contends that the Debtor failed to file its plan
and disclosure statement by the deadline previously set by the
bankruptcy court, or properly seek and obtain and extension of time
to do so. The Court recently ordered for an extension a previously
set deadline for the Debtor to file its plan and disclosure
statement to October 6, 2015. Failure of the Debtor, the Trustee
believes cause exists to convert or dismiss the Debtor's case.
The motion to convert is set for hearing on November 12, 2015 at
11:00 a.m.
Stephen G. Wolfe, Esq., at the Office of the United States Trustee,
in Chicago, Illinois, represent the U.S. Trustee.
About Putnam Energy
Putnam Energy, L.L.C., a company with power plant and pipeline
assets, sought Chapter 11 protection (Bankr. N.D. Ill. Case No.
15-08733) on March 11, 2015, in Chicago, Illinois, after it failed
to reach a forbearance agreement with its lender.
The Debtor disclosed $10,394,596 in assets and $2,283,218 in
liabilities as of the Chapter 11 filing.
The case is assigned to Judge Carol A. Doyle. Terrence O'Malley,
manager and CEO, signed the petition. The Debtor is represented by
Douglas S Draper, Esq., at Heller, Draper, Patrick, Horn & Dabney,
LLC, in New Orleans, as counsel.
QUIRKY INC: Investors Seek Path to Reclaim Products
---------------------------------------------------
Stephanie Gleason, writing for The Wall Street Journal, reported
that through the bankruptcy of invention start-up Quirky Inc.,
inventors who submitted their products to Quirky might now get the
chance to regain full ownership of their inventions.
According to the report, the committee appointed about a month ago
to represent unsecured creditors -- including inventors who receive
royalties from the sales of their products through Quirky -- is
asking the bankruptcy court to slow down the Quirky sale process,
in part, to allow inventors that opportunity.
"Upon information and belief, the Committee understands that the
Debtors' advisors have received interest from certain of the
inventors in 'buying back' some of the Products," the committee
said in documents filed with the U.S. Bankruptcy Court in
Manhattan, the report related. "Of course, the average inventor or
community member would be in unfamiliar territory navigating the
[bankruptcy] sales process and should not be confined by a small
window of opportunity that is currently being offered by the
Debtors. The sales process should be extended so that all
interested parties…have the opportunity to conduct due diligence
and prepare appropriate bids," the report further related.
About Quirky, Inc.
Headquartered in New York City, Quirky designs and develops
various
products ranging from electronics, home and garden, kitchen and
organization and sells those products through big box retailers
like Target and Home Depot and online through its Web site. The
Company sold over 150 different products and a total of 4 million
units, generating over $50 million in revenue from its retail and
consulting businesses in 2014.
Quirky, Inc., Wink, Inc. and Undercurrent Acquisition, LLC filed
Chapter 11 bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No.
15-12596) on Sept. 22, 2015, with a deal to sell their assets
related to the Wink business line as a going concern to
Flextronics
International USA Inc., for $15 million, absent higher and better
offers.
The petitions were signed by Charles Kwalwasser, the chief
administrative officer.
Judge Martin Glenn is assigned to the jointly administered cases.
Quirky estimated assets in the range of $10 million to $50 million
and liabilities of at least $50 million.
The Debtors have engaged Cooley LLP as counsel, Klestadt Winters
Jureller Southard & Stevens LLP as conflicts counsel, Centerview
Partners LLC as investment bankers, FTI Consulting, Inc., as
financial advisors, Rust Consulting/Omni Bankruptcy as claims and
noticing agent and Hilco IP Services LLC dba Hilco Streambank as
intellectual property disposition consultant to Quirky, Inc.
QUIRKY INC: U.S. Trustee Appoints 5-Member Creditors' Committee
---------------------------------------------------------------
William K. Harrington, United States Trustee for Region 2, notified
the U.S. Bankruptcy Court for the Southern District of New York
that he has appointed five members that are willing to serve to the
Official Committee of Unsecured Creditors of Quirky, Inc., and
affiliated debtors.
The Committee members are:
1. United Parcel Service, Inc.
2055 Army Trail Road
Addison, Illinois 60101
Attention: Alfred Edwards, Credit Manager
Telephone: (630) 628-7696
2. Eastfield Lighting (Hong Kong) Co. Ltd
Rooms 05-15 13A/F South Tower
17 Canton Road, Tsim Sha Tsui, Kowloon, Hong Kong
Attention: Lu Qun, Chief Executive Officer
Telephone: +86-755-2951-2605
3. YellowHammer Media Group Inc.
111 West 28th Street, Suite 2B
New York, New York 10001
Attention: Richard K. Lin, Chief Financial Officer
Telephone: (646) 490-9829
4. Garthen Leslie
1062 Gramercy Place - Unit #331
Columbia, Maryland 21044
Telephone: (410) 977-6711
5. Jacob D. Zien
80 Douglas Street #GDN
Brooklyn, New York 11231
Telephone: (917) 854-6226
The Committee is represented by:
Melanie L. Cyganowski, Esq.
Kevin Zuzolo, Esq.
OTTERBOURG P.C.
230 Park Avenue
New York, NY 10169
Tel: (212) 661-9100
Fax: (212) 682-6104
Email: mcyganowski@otterbourg.com
kzuzolo@otterbourg.com
About Quirky, Inc.
Headquartered in New York City, Quirky designs and develops
various
products ranging from electronics, home and garden, kitchen and
organization and sells those products through big box retailers
like Target and Home Depot and online through its Web site. The
Company sold over 150 different products and a total of 4 million
units, generating over $50 million in revenue from its retail and
consulting businesses in 2014.
Quirky, Inc., Wink, Inc. and Undercurrent Acquisition, LLC filed
Chapter 11 bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No.
15-12596) on Sept. 22, 2015, with a deal to sell their assets
related to the Wink business line as a going concern to
Flextronics
International USA Inc., for $15 million, absent higher and better
offers.
The petitions were signed by Charles Kwalwasser, the chief
administrative officer.
Judge Martin Glenn is assigned to the jointly administered cases.
Quirky estimated assets in the range of $10 million to $50 million
and liabilities of at least $50 million.
The Debtors have engaged Cooley LLP as counsel, Klestadt Winters
Jureller Southard & Stevens LLP as conflicts counsel, Centerview
Partners LLC as investment bankers, FTI Consulting, Inc., as
financial advisors, Rust Consulting/Omni Bankruptcy as claims and
noticing agent and Hilco IP Services LLC dba Hilco Streambank as
intellectual property disposition consultant to Quirky, Inc.
REX ENERGY: Declares Dividend on Series A Preferred Shares
----------------------------------------------------------
Rex Energy Corporation on Oct. 20 announced that the Board of
Directors of Rex Energy Corporation has declared a quarterly cash
dividend of $150.00 per share on its 6.0% Series A convertible
perpetual preferred stock. As a result, on November 15, 2015, a
dividend of $1.50 per depository share, each representing a 1/100
[th] interest in a share of Series A convertible perpetual
preferred stock will be paid to holders of record at the close of
business on November 1, 2015.
About Rex Energy
Rex Energy is headquartered in State College, Pennsylvania and is
an independent oil and gas exploration and production company
operating in the Appalachian and Illinois Basins within the United
States. The company's strategy is to pursue its higher potential
exploration drilling prospects while acquiring oil and natural gas
properties complementary to its portfolio.
SAINT MICHAEL'S: Lists $129MM in Assets, $388MM in Debts
--------------------------------------------------------
Saint Michael's Medical Center, Inc., filed with the U.S.
Bankruptcy Court District of New Jersey its schedules of assets and
liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $60,917,974
B. Personal Property $68,828,803
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $231,829,947
E. Creditors Holding
Unsecured Priority
Claims $0
F. Creditors Holding
Unsecured Non-priority
Claims $157,115,572
----------- -----------
TOTAL $129,746,777 $388,945,519
A copy of the schedules is available for free at:
http://bankrupt.com/misc/StMichaelsMedical_170_Sept11SAL.pdf
About Saint Michael's Medical Center
Saint Michael's Medical Center, Inc., was incorporated in 2008 to
acquire St. Michael's Medical Center and 2 other now defunct
hospitals (Saint James Hospital and Columbus Hospital) was
acquired from Cathedral Healthcare System Inc., a New Jersey
nonprofit.
SMMC is a second tier subsidiary of Trinity Health Corporation.
The immediate sole corporate member of SMMC is Maxis Health
System, a Pennsylvania not-for-profit corporation.
Established by the Franciscan Sisters of the Poor in 1867, St.
Michael's Medical Center is a 357- bed licensed regional
tertiary-care, teaching, and research center in the heart of
Newark, New Jersey's business and educational district and is
accredited by The Joint Commission.
On Aug. 10, 2015, SMMC Inc. and three affiliated debtors each filed
a voluntary petition for relief under Chapter 11 of the U.S.
Bankruptcy Code in the U.S. Bankruptcy Court for the District of
New Jersey. The cases are pending before the Honorable Vincent F.
Papalia, and the Debtors have requested that their cases be jointly
administered under Case No. 15-24999.
The Debtors tapped Cole Schotz P.C. as bankruptcy counsel;
EisnerAmper LLP as financial advisor; and Prime Clerk LLC as claims
and noticing agent.
SMMC estimated $100 million to $500 million in assets and debt.
United States Trustee Region 3, notified the United States
Bankruptcy Court for the District of New Jersey of the appointment
of Susan N. Goodman, RN JD, as patient care ombudsman in the
Chapter 11 case of Saint Michael's Medical Center, Inc., and its
debtor affiliates.
U.S. trustee for Region 3, appointed seven creditors of Saint
Michael's Medical Center Inc. and its affiliates to serve on the
official committee of unsecured creditors.
SAINT MICHAEL'S: Panel Okayed to Retain Sills Cummis as Counsel
---------------------------------------------------------------
The Hon. Vincent F. Papalia of the U.S. Bankruptcy Court for the
District of New Jersey authorized the Official Committee of
Unsecured Creditors in the Chapter 11 cases of Saint Michael's
Medical Center, Inc., et al., to retain Sills Cummis & Gross P.C.
as its counsel nunc pro tunc to Aug. 18, 2015.
Sills Cummis is expected to, among other things:
(1) provide legal advice regarding the Committee's rights,
powers and duties in the cases;
(2) prepare all necessary applications, answers, responses,
objections, order, reports and other legal papers; and
(3) represent the Committee in any and all matters arising in
the cases, including any dispute or issue with the Debtors or other
third parties.
Andrew H. Sherman, member of the law firm Sills Cummis told the
Court that the Committee is granted a 20% discount in its hourly
rate. Mr. Sherman's discounted hourly rate $595. The hourly rates
of attorneys and paraprofessionals at the firm are:
Members $495 - $725
Of Counsel $440 - $725
Associates $245 - $495
Paralegals $150 - $295
To the best of the Committee's knowledge, the firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached at:
Andrew H. Sherman
Boris I. Mankovetskiy
Lucas F. Hammonds
SILLS CUMMIS & GROSS P.C.
One Riverfront Plaza
Newark, NJ 07102
Tel: (973) 643-7000
Fax: (973) 643-6500
About Saint Michael's Medical Center
Saint Michael's Medical Center, Inc., was incorporated in 2008 to
acquire St. Michael's Medical Center and 2 other now defunct
hospitals (Saint James Hospital and Columbus Hospital) was
acquired from Cathedral Healthcare System Inc., a New Jersey
nonprofit.
SMMC is a second tier subsidiary of Trinity Health Corporation.
The immediate sole corporate member of SMMC is Maxis Health
System, a Pennsylvania not-for-profit corporation.
Established by the Franciscan Sisters of the Poor in 1867, St.
Michael's Medical Center is a 357- bed licensed regional
tertiary-care, teaching, and research center in the heart of
Newark, New Jersey's business and educational district and is
accredited by The Joint Commission.
On Aug. 10, 2015, SMMC Inc. and three affiliated debtors each filed
a voluntary petition for relief under Chapter 11 of the U.S.
Bankruptcy Code in the U.S. Bankruptcy Court for the District of
New Jersey. The cases are pending before the Honorable Vincent F.
Papalia, and the Debtors have requested that their cases be jointly
administered under Case No. 15-24999.
The Debtors tapped Cole Schotz P.C. as bankruptcy counsel;
EisnerAmper LLP as financial advisor; and Prime Clerk LLC as claims
and noticing agent.
SMMC estimated $100 million to $500 million in assets and debt.
United States Trustee Region 3, notified the United States
Bankruptcy Court for the District of New Jersey of the appointment
of Susan N. Goodman, RN JD, as patient care ombudsman in the
Chapter 11 case of Saint Michael's Medical Center, Inc., and its
debtor affiliates.
U.S. trustee for Region 3, appointed seven creditors of Saint
Michael's Medical Center Inc. and its affiliates to serve on the
official committee of unsecured creditors.
SEADRILL PARTNERS: Moody's Lowers CFR to B2; Outlook Negative
-------------------------------------------------------------
Moody's Investors Service downgraded Seadrill Partners LLC's
corporate family rating to B2 from Ba3, probability of default
rating (PDR) to B2-PD from Ba3-PD, the rating on the $2.9 billion
senior secured term loan due 2021, borrowed by Seadrill Operating
LP and Seadrill Partners Finco LLC, subsidiaries of SDLP, to B2
from Ba3 and the rating on the $100 million first out secured
revolving credit facility (RCF) due 2019, borrowed by Seadrill
Operating LP, Seadrill Partners Finco LLC, and Seadrill Capricorn
Holdings LLC, also a subsidiary of SDLP to Ba2 from Baa3. The
outlook on all ratings is negative. This concludes the rating
review that was initiated on Aug. 24, 2015.
"The downgrade of Seadrill Partners ratings by two notches reflects
the deteriorating offshore drilling market sharply increasing the
risk from the cross default with its parent, Seadrill Limited (SDRL
unrated), which has a substantial funding requirement of over $4
billion through 2017 and Moody's expects is at risk of breaching
covenants in 2017 if it is unable to significantly delay deliveries
of its newbuild vessels currently under construction and win new
drilling contracts", said Douglas Crawford, Vice President and lead
analyst for Seadrill Partners. "Moody's views SDRL's industry
leading large young fleet and continued access to bank financing as
favourable factors, but remains concerned that the weak offshore
drilling environment increases the risk for SDRL to obtain
financing for its extensive newbuild programme or to reset its
covenants again."
RATINGS RATIONALE
SDLP's B2 CFR reflects the: (1) relatively high consolidated
leverage that Moody's expects at approximately 4.0x at the end of
2015 but rising to approximately 5.0x in 2017 and higher in 2018 as
some rigs may fail to win contracts and any renewals will likely
have lower dayrates in a weak offshore drilling market, (2) credit
and management linkages with the much larger but aggressively
managed, unrated parent SDRL, including cross-defaults and
cross-acceleration with the rated term loan, (3) high degree of
structural complexity and the shareholder friendly nature of the
MLP/LLC structure, and (4) the requirements for long-term access to
the capital markets to grow the company.
These negatives are partly mitigated by: (1) the strong $5.0
billion contract backlog, with approximately 2.8 years on average
remaining on the contracts and all collateral rigs contracted out
until 2017, (2) the high quality fleet of rigs and tender barges
with an average age of 4.6 years, (3) the vast majority of
customers being highly rated investment grade companies such as
Chevron Corporation (Aa1 stable) and BP p.l.c. (A2 positive), and
(4) the lack of construction risk at SDLP, as vessels are only
dropped down from SDRL once they have been operating on contract
and SDRL's large and very young fleet provides access to numerous
drop-down candidates.
Moody's viewed SDLP's acquisition of the West Polaris
ultra-deepwater drillship from SDRL, in June 2015, as credit
negative because it used up $204 million of Seadrill Partners' $242
million of cash as of 31 March in a challenging offshore drilling
environment that we now expect to continue through at least 2017.
The transaction also added a seven-year-old drillship that
increased the fleet's average age, and added a contract that only
runs until March 2018. SDLP assumed an additional $336 million of
debt and $50 million in additional debt due to SDRL as part of the
purchase. However, the $50 million debt to SDRL will be
automatically reduced if West Polaris signs a new contract below
$450,000 per day. The $336 million of debt, as well as
approximately $400 million of debt outstanding under the facility
for the West Vela represent the bulk of the debt that cross
defaults with SDLP's parent, SDRL, and it is this link that is the
main driver for the two notch ratings downgrade.
Moody's expects SDRL to be fully funded for 2016 assuming that the
newbuilds due for delivery then are delayed. Whilst the weak
industry backdrop introduces challenges for SDRL to renegotiate
covenants if required in 2017, receive additional bank funding
and/or negotiate newbuild delivery delays for its seven floaters
and eight jack-ups with the shipyards, the current rating assumes
that these issues can be addressed due to SDRL's industry leading
fleet and strong access to bank financing. Moody's believes that
SDRL also has other potential, although limited, sources of
liquidity such as asset sales or equity issuance.
Rating Outlook
The negative outlook reflects the weak offshore drilling
environment and the uncertainty regarding the duration of this
downturn and the negative pressure from the credit linkage with
Seadrill Limited, which has a substantial funding requirement of
over $4 billion through 2017 if it is unable to significantly delay
deliveries of its newbuild vessels currently under construction and
which Moody's expects is at risk of breaching covenants in 2017.
WHAT COULD CHANGE THE RATING UP/DOWN
The rating could be downgraded if Moody's concerns around covenant
headroom and funding requirements at Seadrill Limited are not
addressed, or if consolidated leverage at SDLP is sustained over
6.5x or liquidity deteriorates. Conversely, the rating could be
upgraded if the credit concerns at Seadrill Limited are resolved
and the fleet operates at high levels of utilisation, and if
consolidated leverage at SDLP is maintained below 5.5x.
The principal methodology used in these ratings was Global Oilfield
Services Industry Rating Methodology published in December 2014.
Seadrill Partners LLC, is a Marshall Islands registered company,
fully controlled by Seadrill Limited. 47% of SDLP LLC's interest is
owned by SDRL, with the remainder held by public unitholders. It is
a provider of offshore drilling services to the oil and gas
industry and its fleet consists of four 6th generation
ultra-deepwater semi-submersibles and four ultra-deepwater
drillships, two tender barges and one semi-tender barge. It
generated revenue and Moody's adjusted EBITDA of $1.3 billion and
$704 million respectively in FY2014 and has a current market
capitalisation of approximately $1.0 billion. Seadrill Limited,
which has an operating agreement with SDLP, has a fleet of 53
units, including 15 under construction. It has a current market
capitalisation of approximately $3.4 billion.
SMART TECHNOLOGIES: S&P Lowers CCR to 'CCC+'; Outlook Negative
--------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its long-term
corporate credit rating on Calgary, Alta.-based interactive display
producer SMART Technologies Inc. to 'CCC+' from 'B-'. The outlook
is negative.
At the same time, Standard & Poor's lowered its issue-level rating
on SMART's US$125 million term loan to 'B-' from 'B+' and revised
its recovery rating on the debt to '2' from '1'. The '2' recovery
rating indicates S&P's expectation for substantial (70%-90%; lower
half of range) recovery in the event of a default.
The downgrade follows the company's announcement that its fiscal
2016 (ended March 2016) outlook has deteriorated relative to
SMART's previous expectations due to slower-than-anticipated demand
for recently launched product SMART kapp.
"The downgrade is based on our expectation that the company will
experience weak operating trends that will result in stretched
credit metrics and approximately break-even-to-negative free
operating cash flow in the near term," said Standard & Poor's
credit analyst David Fisher.
Standard & Poor's views SMART's business risk profile as
"vulnerable" owing to the company's dependence on government and
school board funding, relatively small scale, limited product
diversity, and moderate geographic concentration of revenue.
Partially offsetting these factors, in S&P's view, are the
company's good brand recognition, large install base, customer
familiarity with SMART's software, and solid distribution channel
relationships.
S&P has revised its liquidity assessment on SMART to "less than
adequate" from "adequate" based on S&P's view that the company is
unable to withstand low-probability adversities under current
conditions. S&P also considers liquidity as susceptible to any
further deterioration in the interactive display market.
The negative outlook reflects S&P's expectation that SMART's
near-term operating performance will remain weak and that the
company's viability could be pressured if its revenues continue to
decline, particularly because its revolver and term loan mature in
July 2017 and January 2018, respectively.
S&P could lower the ratings if SMART's operating performance
continues to deteriorate, likely resulting in the company
generating sustained negative free operating cash flow that could
deplete its liquidity. S&P could also lower the ratings if it
believed the company was likely to consider a distressed exchange
to lighten its debt and interest expense burden.
S&P could revise the outlook to stable if SMART's operating
performance improves such that the company is able to generate
sufficient cash flow to cover all fixed charges, which would
support "adequate" liquidity and good prospects for refinancing.
This scenario would also be predicated on increased stability and
visibility in SMART's order pipeline. S&P views an improvement in
the company's operating performance as a necessity for SMART to
manage its refinancing risk related to its debt facilities.
STANCORP FINC'L: Fitch Puts BB+ Jr. Debt Rating on Watch Positive
-----------------------------------------------------------------
Fitch Ratings has placed the ratings of StanCorp Financial Group,
Inc. (SFG; Issuer Default Rating [IDR] 'BBB+') on Rating Watch
Positive. At the same time, the agency has affirmed the Insurer
Financial Strength (IFS) ratings of SFG's life insurance
subsidiaries at 'A'.
Fitch affirmed the ratings of SFG in a press release dated July,
27, 2015 following the announcement that SFG had agreed to be
acquired by Japan-based Meiji Yasuda Life Insurance Company (MYL).
KEY RATING DRIVERS
The Positive Watch is based on Fitch's expectation that SFG's
holding company ratings will likely be notched from the ratings of
MYL (IDR 'A') at the close of the transaction. The acquisition is
expected to close in the first quarter of 2016 (1Q16) subject to
customary shareholder and regulatory approvals.
Fitch views the proposed transaction as a credit positive for SFG
based on the financial strength of MYL (IFS 'A') and related
improved financial flexibility. MYL is the third-largest life
insurance company in Japan and the market leader of group insurance
in the Japanese market.
The transaction reflects a broader strategic initiative by MYL to
expand its life insurance business outside of Japan, with the
proposed acquisition representing its first major overseas
acquisition. Fitch expects that SFG's existing management team and
operating strategies will largely remain in place following the
close of the transaction.
Today's affirmation of SFG's IFS rating reflects its strong
competitive position in the U.S. group life and disability markets,
improved operating performance, strong capitalization and moderate
financial leverage. The ratings also consider that the company
continues to face headwinds from intense competition and
challenging macroeconomic conditions, including persistent low
interest rates and soft wage growth.
SFG reported pretax operating income of $176 million during
first-half 2015 compared with $118 million in the prior year
period. The increase was primarily due to premium growth and more
favorable claims experience, partially offset by higher operating
expenses and greater commissions and bonuses related to increased
sales activity.
After several years of soft premium growth due to competitive
market conditions and ongoing macro-economic factors, SFG reported
4% growth in premiums during 1H15. This growth was driven by
favorable persistency in employee benefits and sales growth.
However, SFG continues to face headwinds from a very competitive
market, a persistent low interest rate environment and soft wage
growth.
SFG's group insurance benefit ratio improved to 77.5% in 2Q15
compared with 82% in 2Q14. Fitch believes life insurers will be
under increased pressure to rationalize long-term rate assumptions
used to establish reserves, given the market's revised expectations
for low rates. Fitch anticipates a heightening risk that life
insurers could take charges in 3Q15 due to revised rate
expectations.
Fitch views SFG's capitalization as strong, demonstrated by an
estimated risk-based capital (RBC) ratio of 435% at June 30, 2015.
However, the company's RBC benefits from a reinsurance arrangement
with a captive insurer. Financial leverage remained moderate at
19.5% at June 30, 2015.
SFG maintains significant exposure to commercial mortgage loans at
41% of statutory invested assets as of June 30, 2015, which is
approximately 4x the industry average. While this concentration
constrains the company's liquidity somewhat, Fitch views it as
complementary to the stable and long-duration nature of its
liability structure. Additionally, loan loss experience remains in
line with Fitch's overall loss expectations.
SFG's commercial mortgage loan originations totaled $545 million
for 2Q15, a record level and 47% greater than the prior year
period. Given increased competition in the commercial real estate
market, Fitch views this level of origination growth with caution.
Fitch believes that SFG maintains a relatively high-quality bond
portfolio with approximately 33% surplus exposure to below
investment-grade bonds compared with 40% for the industry as of
June 30, 2015.
RATING SENSITIVITIES
Fitch will evaluate the transaction upon its ultimate consummation
and SFG's ratings could change based on the application of Fitch's
group rating methodology, including the agency's view of SFG's
strategic importance to MYL, and if SFG's ratings should be aligned
with those of MYL upon the close of the acquisition. The impact of
the relationship between SFG and MYL on rating triggers will also
be determined following the close of the transaction.
Key rating triggers that could result in an upgrade include:
-- Run-rate risk-adjusted capital maintained above 350%, with no
significant deterioration in capital quality;
-- A long-term improving trend in the group benefit ratio
substantially below its historical baseline of about 76%.
The key rating triggers that could result in a downgrade include:
-- A prolonged deterioration in the company's group benefit ratio
above the 2011 level of 83%;
-- An increase in financial leverage above 30%;
-- GAAP-based interest coverage below 6x for an extended period
of time;
-- A decrease in RBC below 300%, or a significant decrease in the
quality of capital supporting the company's RBC;
-- A significant deterioration in the performance of the
company's commercial mortgage loan portfolio.
Fitch has placed the following ratings on Rating Watch Positive:
StanCorp Financial Group
-- IDR 'BBB+';
-- $250 million 5.000% senior notes due Aug. 15, 2022 'BBB';
-- 60-year $253 million junior subordinated debt due June 1, 2067
'BB+'.
Fitch affirms the following ratings with a Stable Outlook:
Standard Insurance Company
-- IFS rating at 'A'.
Standard Life Insurance Co. of New York
-- IFS rating at 'A'.
TORCHLIGHT LOAN: Fitch Affirms 'CSS2-' Special Servicer Rating
--------------------------------------------------------------
Fitch Ratings has affirmed the commercial mortgage special servicer
rating of Torchlight Loan Services, LLC (Torchlight) at 'CSS2-'.
The affirmation of the special servicer rating reflects stabilized
employee turnover; while still elevated, current turnover tracks
ratios seen prior to the relocation of principal servicing
operations to Miami, FL. In addition, employee training hours have
improved significantly to an average of 43 hours per employee which
is more commensurate with the tenure of the staff. The rating
affirmation also considers the ongoing development and
implementation of a new asset management system, and the company's
level of internal controls relative to other Fitch rated servicers.
Fitch noted that the new asset management system, an extension of
the Backshop originations system, has the potential to become a
robust system similar to those used by servicers working out large
volumes of loans. In addition, Torchlight is currently undergoing
an internal operational audit conducted by an external accounting
firm which is expected to be completed in early 2016.
Torchlight is the wholly owned special servicer of Torchlight
Investors (previously ING Clarion Capital), which was formed in
1995 to provide investment management services to institutional
clients seeking exposure to commercial real estate debt markets.
While Torchlight performs special servicing predominantly for CMBS
trusts in which its parent company's funds are controlling class
holders, it is increasingly being appointed as a third-party
special servicer with seven of its 33 named CMBS transactions
coming from non-affiliates. The company was also named special
servicer by a third-party for the first time on a Freddie Mac
multi-borrower transaction of seven-year loans.
As of June 30, 2015, Torchlight's total CMBS servicing portfolio
comprised 1,879 CMBS loans with an unpaid principal balance of
$24.3 billion in 33 transactions. As of the same date, the company
was actively special servicing 66 loans totaling $1 billion and
managing 59 real estate owned (REO) assets with an underlying loan
balance of $667.2 million.
TRACTOR COMPANY: Case Summary & 9 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: The Tractor Company, Inc.
200 Kendall Street
Coraopolis, PA 15108
Case No.: 15-23829
Chapter 11 Petition Date: October 20, 2015
Court: United States Bankruptcy Court
Western District of Pennsylvania (Pittsburgh)
Judge: Hon. Carlota M. Bohm
Debtor's Counsel: Robert O Lampl, Esq.
ROBERT O LAMPL, ATTORNEY AT LAW
960 Penn Avenue, Suite 1200
Pittsburgh, PA 15222
Tel: 412-392-0330
Fax: 412-392-0335
Email: rol@lampllaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by William E. Connolly, secretary.
A list of the Debtor's nine largest unsecured creditors is
available for free at http://bankrupt.com/misc/pawb15-23829.pdf
TURKEY LAKE: Case Summary & Largest Unsecured Creditors
-------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
Debtor Case No.
------ --------
Turkey Lake, LLC 15-12091
1163 Pittsford-Victor Road, Suite 1
Pittsford, NY 14534
Premier Laser Spa of Greenville, LLC 15-12105
1125 Woodruff Road
Bldg. N, Suite 202A
Greenville, SC 29607
Premier Laser Spa of Columbia, LLC 15-12102
Premier Laser Spa of Boston, LLC 15-12100
Premier Laser Spa of Virginia, LLC 15-12113
Premier Laser Spa of St. Louis, LLC 15-12112
Premier Laser Spa of Richmond, LLC 15-12111
Premier Laser Spa of Pittsburgh, LLC 15-12110
Premier Laser Spa of Orlando, LLC 15-12109
Premier Laser Spa of Louisville, LLC 15-12108
Premier Laser Spa of Kansas City, LLC 15-12107
Premier Laser Spa of Indianapolis, LLC 15-12106
Lexington Laser Spa, LLC 15-12095
Syracuse Laser Spa, LLC 15-31525
Premier Laser Spa of Cincinnati, LLC 15-12101
Premier Laser Spa of Baltimore, LLC 15-12098
Knoxville Laser Spa, LLC 15-12094
Premier Laser Spa of Boston II, LLC 15-12099
Cleveland Laser Spa, LLC 15-12092
Columbus Laser Spa, LLC 15-12093
Nashville Laser Spa, LLC 15-12096
Premier Laser Spa of Albany, LLC 15-12097
Chapter 11 Petition Date: October 20, 2015
Court: United States Bankruptcy Court
Northern District of New York (Albany)
Judge: Hon. Robert E. Littlefield Jr.
Debtors' Counsel: Maureen T. Bass, Esq.
LECLAIRRYAN, A PROFESSIONAL CORPORATION
70 Linden Oaks, Suite 210
Rochester, NY 14625
Tel: 585-270-2148
Fax: 585-270-2179
Email: maureen.bass@leclairryan.com
Total Total
Assets Liabilities
---------- -----------
Turkey Lake, LLC $230,478 $3.78MM
Premier Laser Spa of Greenville $209,711 $63,465
The petition was signed by Michael Linehan, CEO.
A list of Turkey Lake, LLC's 14 largest unsecured creditors is
available for free at http://bankrupt.com/misc/nynb15-12091.pdf
A list of the Debtor's 10 largest unsecured creditors is available
for free at http://bankrupt.com/misc/nynb15-12105.pdf
UNIVERSITY GENERAL HEALTH: Bids Due Nov. 3; Auction on Nov. 5
-------------------------------------------------------------
The Bankruptcy Court in Houston, Texas, on Oct. 15, 2015, entered
an order approving bid procedures for the sale of substantially all
of the assets of University General Health System, Inc., and its
affiliated debtors.
The Debtors have said they intend to file a plan of liquidation
that will address the distribution of the proceeds from the sale.
The salient terms of the Court's order:
1. Bid Deadline. Only Qualified Bidders may participate in the
bidding process. Qualified Bids must be delivered to counsel for
the Debtors, Joshua Wolfshohl, via email --
jwolfshohl@porterhedges.com -- on or before 5:00 p.m. Central Time
on November 3, 2015.
2. Auction. If one or more timely Qualified Bids are received,
an open auction for the Transferred Assets will be conducted on
November 5, 2015, commencing at 10:00 a.m., Central Time at the
offices of Porter Hedges LLP, 1000 Main Street, 36th Floor,
Houston, Texas.
3. Sale Hearing. A hearing to approve a sale based on the
Highest and Best Bid shall take place on November 9, 2015, at 1:00
p.m. at the United States Bankruptcy Court, Courtroom 401, 4th
Floor, 515 Rusk, Houston, Texas 77002.
4. Deadline to Object to Sale. All objections to the proposed
sale must be filed with the United States Bankruptcy Court on or
before November 6, 2015.
The Debtors seek to sell their assets related to their primary
hospital business.
The Debtors' equity ownership in non-debtor subsidiaries are not
part of the sale.
About University General
University General Health System, Inc., with headquarters in
Houston, Texas, is a multi-specialty health care provider that
delivers concierge physician- and patient-oriented services. UGHS
and its consolidated subsidiaries operate, amongst others, a
general acute care hospital, ambulatory surgical centers,
hyperbaric wound care centers, diagnostic imaging centers, physical
therapy centers, and senior living centers.
UGHS owns the University General Hospital, a 72-bed, general acute
care hospital in the heart of the Texas Medical Center in Houston,
Texas.
UGHS and its affiliated entities sought Chapter 11 protection
(Bankr. S.D. Tex. Lead Case No. 15-31086) in Houston, Texas, on
Feb. 27, 2015. The case is assigned to Judge Letitia Z. Paul. The
Debtor-affiliates are UGHS Autimis Billing, Inc., UGHS Autimis
Coding, Inc., UGHS ER Services, Inc., UGHS Hospitals, Inc., UGHS
Management Services, Inc., UGHS Support Services, Inc., University
General Hospital, LP, and University Hospital Systems, LLP.
The Debtors have tapped John F Higgins, IV, Esq., Aaron James
Power, Esq., and Joshua W. Wolfshohl, Esq., at Porter Hedges LLP,
in Houston, Texas, as counsel. Upshot Services, LLC, is the claims
and noticing agent.
U.S. Trustee Judy A. Robbins formed a nine-member panel of
unsecured creditors in the Chapter 11 cases of the Debtors.
UNIVERSITY GENERAL HEALTH: Must Leave Imaging Center, Landlord Says
-------------------------------------------------------------------
Garth/201 Holdings LP asks the Bankruptcy Court in Houston, Texas,
to vacate the automatic stay imposed in the Chapter 11 cases of
University General Health System, Inc., and its affiliated debtors,
so Garth may terminate these non-residential real property leases
in Baytown, Texas, operated by UGH:
1. a diagnostic imaging center;
2. an ambulatory surgical center.
Garth said UGH:
-- failed to pay rent in the amount of $18,450 with respect
to the Imaging Lease and $31,000 with respect to the ASC
lease;
-- failed to fix damages on the property in the amount of
$361,253;
-- allowed Northstar Demolition to place a $63,910
mechanic's and materialman's lien on the imaging
premises;
-- allowed Garth to incur repair costs in the amount
of $50,925 as a result of the damages;
-- failed to pay for maintenance costs in the amount
of $21,000
Garth is represented by:
Brian A. Kilmer, Esq.
KILMER CROSBY & WALKER PLLC
5100 Westheimer, 2nd Floor
Houston, TX 77056
Tel: 713-588-4344
Fax: 214-731-3117
E-mail: bkilmer@kcw-lawfirm.com
- and -
Christopher M. Odell, Esq.
ARNOLD & PORTER LLP
Bank of America Center
700 Louisiana, Suite 1600
Houston, TX 77002
Tel: 713-576-2400
Fax: 713-576-2499
E-mail: Christopher.odell@aporter.com
About University General
University General Health System, Inc., with headquarters in
Houston, Texas, is a multi-specialty health care provider that
delivers concierge physician- and patient-oriented services. UGHS
and its consolidated subsidiaries operate, amongst others, a
general acute care hospital, ambulatory surgical centers,
hyperbaric wound care centers, diagnostic imaging centers, physical
therapy centers, and senior living centers.
UGHS owns the University General Hospital, a 72-bed, general acute
care hospital in the heart of the Texas Medical Center in Houston,
Texas.
UGHS and its affiliated entities sought Chapter 11 protection
(Bankr. S.D. Tex. Lead Case No. 15-31086) in Houston, Texas, on
Feb. 27, 2015. The case is assigned to Judge Letitia Z. Paul. The
Debtor-affiliates are UGHS Autimis Billing, Inc., UGHS Autimis
Coding, Inc., UGHS ER Services, Inc., UGHS Hospitals, Inc., UGHS
Management Services, Inc., UGHS Support Services, Inc., University
General Hospital, LP, and University Hospital Systems, LLP.
The Debtors have tapped John F Higgins, IV, Esq., Aaron James
Power, Esq., and Joshua W. Wolfshohl, Esq., at Porter Hedges LLP,
in Houston, Texas, as counsel. Upshot Services, LLC, is the claims
and noticing agent.
U.S. Trustee Judy A. Robbins formed a nine-member panel of
unsecured creditors in the Chapter 11 cases of the Debtors.
UNIVERSITY GENERAL HEALTH: Seeks Exclusivity Extension Thru March
-----------------------------------------------------------------
University General Health System, Inc., and its affiliated debtors
ask Bankruptcy Judge Letitia Z. Paul in Houston, Texas, to further
extend their exclusive periods to file and solicit acceptances of a
Chapter 11 reorganization plan.
The Debtors request (i) a 90-day extension of their exclusive
period to file a plan through and including Jan. 25, 2015; and (ii)
a 90-day extension of their period to obtain acceptances of a plan
through and including March 23, 2016.
Absent the extension, the Debtors' exclusive period to file a plan
terminates on Oct. 26, 2015, and the exclusive period to solicit
acceptances of a plan terminates on Dec. 24, 2015.
This is the Debtors' second extension request.
The Debtors explain that, in the course of this case, they have
been forced to divert substantial attention that would have
otherwise been directed toward formulating and negotiating a plan
of reorganization to other critical and timely matters, including
(among other things) negotiating debtor in possession financing,
managing the sale of non-debtor subsidiaries, responding to and
addressing government inquiries and investigations, stabilizing
operations and addressing pending litigation matters.
Since the previous order extending the exclusivity periods, the
Debtors and their professionals have made substantial progress
toward a sale of substantially all of their hospital assets. On
Oct. 15, 2015, the Court entered an order approving bid procedures
and scheduling a hearing to approve a sale of the Debtors' assets
on Nov. 9, 2015. Shortly thereafter, the Debtors intend to file a
plan of liquidation that will address the distribution of the
proceeds from the sale.
The Debtors also seek expedited consideration of the Second Motion
to Extend Exclusive Periods, at a hearing on Oct. 26, 2015 at 1:00
p.m. This hearing date is the final omnibus hearing date before
expiration of the current exclusivity period.
The Bankruptcy Court on July 13, 2015, gave the Debtors final
authority to enter into a secured revolving credit facility of up
to $16.5 million with MidCap Funding IV Trust, successor to its
affiliate MidCap Financial Trust.
The Debtors have stipulated that as of Feb. 27, 2015, they owe
MidCap in excess of $15.36 million in pre-bankruptcy loans --
$14.85 million in unpaid principal plus $66,878 in accrued
interest, and $449,052 in accrued fees and costs.
A copy of the court order, together with an amendment to the credit
and security agreement, is available for free at:
http://is.gd/VfmlCQ
About University General
University General Health System, Inc., with headquarters in
Houston, Texas, is a multi-specialty health care provider that
delivers concierge physician- and patient-oriented services. UGHS
and its consolidated subsidiaries operate, amongst others, a
general acute care hospital, ambulatory surgical centers,
hyperbaric wound care centers, diagnostic imaging centers, physical
therapy centers, and senior living centers.
UGHS owns the University General Hospital, a 72-bed, general acute
care hospital in the heart of the Texas Medical Center in Houston,
Texas.
UGHS and its affiliated entities sought Chapter 11 protection
(Bankr. S.D. Tex. Lead Case No. 15-31086) in Houston, Texas, on
Feb. 27, 2015. The case is assigned to Judge Letitia Z. Paul. The
Debtor-affiliates are UGHS Autimis Billing, Inc., UGHS Autimis
Coding, Inc., UGHS ER Services, Inc., UGHS Hospitals, Inc., UGHS
Management Services, Inc., UGHS Support Services, Inc., University
General Hospital, LP, and University Hospital Systems, LLP.
The Debtors have tapped John F Higgins, IV, Esq., Aaron James
Power, Esq., and Joshua W. Wolfshohl, Esq., at Porter Hedges LLP,
in Houston, Texas, as counsel. Upshot Services, LLC, is the claims
and noticing agent.
U.S. Trustee Judy A. Robbins formed a nine-member panel of
unsecured creditors in the Chapter 11 cases of the Debtors.
VALEANT PHARMACEUTICALS: Moody's Affirms Ba3 CFR; Outlook Stable
----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of Valeant
Pharmaceuticals International, Inc. and its rated subsidiaries.
These include the Ba3 Corporate Family Rating, the Ba3-PD
Probability of Default rating, the SGL-2 Speculative Grade
Liquidity Rating, the Ba1 senior secured rating and the B1 senior
unsecured rating. At the same time, Moody's revised Valeant's
rating outlook to stable from positive.
The affirmation reflects Valeant's large scale, good product
diversity and strong operating margins. However, the outlook
change to stable from positive reflects reduced potential for an
upgrade in the near term given lower growth opportunities from
future US price increases, and event risk related to steps the
company may take to improve its weakened share price. Upward
rating pressure will return if it becomes more clear that Valeant
can execute on two fronts: (1) demonstration of healthy and
sustainable organic growth in a less favorable US pricing
environment; and (2) deleveraging to debt/EBITDA of 4.0 times while
pursuing acquisitions or divestitures that improve shareholder
value.
Ratings affirmed:
Valeant Pharmaceuticals International, Inc.:
Corporate Family Rating at Ba3
Probability of Default Rating at Ba3-PD
Senior secured bank credit facilities at Ba1 (LGD 2)
Senior unsecured notes at B1 (LGD 5)
Speculative Grade Liquidity Rating at SGL-2
Valeant Pharmaceuticals International:
Senior unsecured notes at B1 (LGD 5)
VRX Escrow Corp. (obligations assumed by Valeant Pharmaceuticals
International, Inc.):
Senior unsecured notes at B1 (LGD 5)
RATINGS RATIONALE
Valeant's Ba3 Corporate Family Rating reflects its good scale in
the global pharmaceutical industry with annual revenue above $10
billion, its strong diversity, its high profit margins, and its
good cash flow. The ratings are also supported by low exposure to
patent cliffs, good near-term organic growth, and a successful
acquisition track record. Recent product launches like Jublia
(antifungal), Xifaxan for irritable bowel syndrome, and Addyi for
female sexual dysfunction will drive incremental growth. However,
the rating also reflects the risks associated with an aggressive
acquisition strategy, including moderately high financial leverage
(Moody's estimates pro forma gross debt/EBITDA of 5.5x as of
September 30, 2015), integration risks, rapid capital structure
changes, and reliance on cost synergies. In addition, Valeant is
confronting significant scrutiny on its pricing practices,
including those on products acquired through acquisitions, as well
as government investigations. While volume growth heading into
2016 looks solid, strong organic growth over a multi-year period is
less certain given moderating price increases in the US market.
The rating outlook is stable, reflecting Moody's expectations for
solid earnings growth and steady deleveraging absent any large
acquisitions. Moody's could upgrade the ratings if Valeant
demonstrates that it can sustain healthy organic growth in a
changing pricing environment, deleverages and sustains debt/EBITDA
of around 4.0 times, and reduces the uncertainties created by
government investigations. Conversely, Moody's could downgrade the
ratings if Valeant sees a significant deterioration in organic
growth, faces an increase in litigation or any regulatory
compliance issues, makes debt-financed acquisitions prior to
deleveraging, or sustains debt/EBITDA above 5.0 times.
Headquartered in Laval, Quebec, Valeant Pharmaceuticals
International, Inc. is a global specialty pharmaceutical company
with expertise including branded dermatology, gastrointestinal
disorders, eye health, neurology, branded generics and OTC
products. Valeant reported approximately $10 billion in total
revenue for the 12 months ended September 30, 2015.
The principal methodology used in these ratings was that for the
Global Pharmaceutical Industry published in December 2012.
VICTORY MEDICAL: Court Authorizes $400K Intercompany Advances
-------------------------------------------------------------
Victory Medical Center Mid-Cities, LP, and its affiliated debtors
sought and obtained from the U.S. Bankruptcy Court for the Northern
District of Texas, Fort Worth Division, authority to make
intercompany advances in the amount of $400,000 to pay for
administrative expenses.
The Debtors relate that Victory Parent provides all necessary
administrative and support services to the Debtors. They further
relate that although the hospitals are closed or sold, each Debtor
continues to incur post petition administrative expenses primarily
for the collection of accounts receivable and professional fees and
expenses. The Debtors tell the Court that some of the Debtors do
not have sufficient funds with which to pay these administrative
expenses and that they seek authority to allow the Debtors to
provide intercompany advances for the purpose of paying
administrative expenses and allowing the funding Debtor a
superpriority claim in the recipient Debtor's case. The Debtors
further tell the Court that they have significant accounts
receivable balances which can be collected and used to repay the
advances and create a significant return for the unsecured
creditors. The Debtors relate that all advances would be made in
accordance with a budget approved by the senior secured lender to
the extent such lender has an interest in cash collateral, and the
Committee of Unsecured Creditors.
Dell Marketing's Objection
Dell Marketing, L.P., objects to the Motion for these reasons:
(1) The Debtors did not indicate the amounts of the intercompany
loans;
(2) The Debtors did not provide a breakdown regarding the
amounts being transferred among the Debtors;
(3) The Debtors did not identify which of the Debtors are to be
paid administrative claims;
(4) The Debtors did not indicate the amounts of the
superpriority claims and to which of the Debtors the superpriority
claims belong; and
(5) The Debtors did not state how the intercompany loans from
particular Debtors will be repaid.
On Oct. 15, 2015, the Debtors filed a notice informing the Court
that Debtor Victory Medical Center Plano, LP, will be advancing
funds to debtor Victory Parent Company, LLC in the amount of
$400,000, within three days from the Notice. The Notice was filed
in compliance with the Court's Order Authorizing Intercompany
Advances.
The Debtors are represented by:
Edward L. Rothberg, Esq.
Melissa A. Haselden, Esq.
T. Josh Judd, Esq.
HOOVER SLOVACEK LLP
5051 Westheimer, Suite 1200
Galleria Tower II
Houston, Texas 77056
Telephone: (713)977-8686
Facsimile: (713)977-5395
E-mail: rothberg@hooverslovacek.com
haselden@hooverslovacek.com
judd@hooverslovacek.com
Dell Marketing is represented by:
Sabrina L. Streusand, Esq.
G. James Landon, Esq.
Richard D. Villa, Esq.
STREUSAND, LANDON & OZBURN, LLP
811 Barton Springs Rd., Suite 811
Austin, TX 78704
Telephone: (512)236-9901
Facsimile: (512)236-9904
E-mail: streusand@slollp.com
landon@slollp.com
villa@slollp.com
About Victory Healthcare
Victory Parent Company, LLC, and 8 affiliated companies sought
Chapter 11 protection in Fort Worth, Texas (Bankr. N.D. Tex.) on
June 12, 2015, in Ft. Worth, Texas.
Headquartered in The Woodlands, Texas, Victory Parent Company
manages six medical centers in Texas. Founded in 2005, Victory now
maintains medical centers offering emergency room services in
through Victory Medical Center Mid-Cities in Hurst, Victory Medical
Center Plano, Victory Medical Center Craig Ranch in McKinney, and
Victory Medical Center Landmark in San Antonio. The company also
manages its Victory Medical Center Beaumont and Houston-East, which
are not part of the Chapter 11 filing and will be sold separately.
The Debtors tapped Hoover Slovacek, LLP, as counsel; Epiq
Bankruptcy Solutions, LLC, as claims agent; and Baker, Donelson,
Bearman, Caldwell & Berkowitz, PC, as special counsel.
VICTORY MEDICAL: Obtains Dec. 9, 2015 Extension to File Plan
------------------------------------------------------------
Victory Medical Center Mid-Cities, LP, and its affiliated debtors
sought and obtained from the U.S. Bankruptcy Court for the Northern
District of Texas, an extension of their exclusivity period within
which to file a plan of reorganization through Dec. 9, 2015. The
Debtors were also granted an automatic extension of the period
within which the Debtors may solicit and obtain acceptance of the
plan for 60 days.
In the Motion, the Debtors relate that their employees have spent
substantially all their time on completing sales of certain
hospitals, and closing the remaining facilities, along with
managing the multitude of bankruptcy related issues in these cases.
The Debtors further relate that since the operating facilities
have been sold or closed, the Debtors must develop a framework for
a plan of reorganization. They allege that this process is
complicated by the fact that the Debtors must develop an efficient
business plan for collection of the Reserved A/R, the most
significant asset in these cases. The Debtors further allege that
this process is complicated and lengthy due to the erroneous
refusal of the health insurance companies to pay legitimate claims.
The Debtors tell the Court that they are in the process of putting
together a business plan but do not expect to have it finalized in
time to file a Chapter 11 plan prior to Oct. 10, 2015, which was
the expiration of the Debtors' exclusive period to file a plan.
Victory Medical is represented by:
Edward L. Rothberg, Esq.
Melissa A. Haselden, Esq.
T. Josh Judd, Esq.
HOOVER SLOVACEK LLP
5051 Westheimer, Suite 1200
Galleria Tower II
Houston, Texas 77056
Telephone: (713)977-8686
Facsimile: (713)977-5395
E-mail: rothberg@hooverslovacek.com
haselden@hooverslovacek.com
judd@hooverslovacek.com
About Victory Healthcare
Victory Parent Company, LLC, and 8 affiliated companies sought
Chapter 11 protection in Fort Worth, Texas (Bankr. N.D. Tex.) on
June 12, 2015, in Ft. Worth, Texas.
Headquartered in The Woodlands, Texas, Victory Parent Company
manages six medical centers in Texas. Founded in 2005, Victory
now
maintains medical centers offering emergency room services in
through Victory Medical Center Mid-Cities in Hurst, Victory
Medical
Center Plano, Victory Medical Center Craig Ranch in McKinney, and
Victory Medical Center Landmark in San Antonio. The company also
manages its Victory Medical Center Beaumont and Houston-East,
which
are not part of the Chapter 11 filing and will be sold separately.
The Debtors tapped Hoover Slovacek, LLP, as counsel; Epiq
Bankruptcy Solutions, LLC, as claims agent; and Baker, Donelson,
Bearman, Caldwell & Berkowitz, PC, as special counsel.
VIGGLE INC: Borrows Add'l $500,000 from Sillerman Investment
------------------------------------------------------------
As previously disclosed by Viggle Inc. in a Form 8-K filed on June
12, 2015, Sillerman Investment Company IV, LLC., an affiliate of
Robert F.X. Sillerman, the Company's executive chairman and chief
executive officer, agreed to provide a Line of Credit to the
Company of up to $10,000,000. On Oct. 14, 2015, the Company
borrowed an additional $500,000 under the Line of Credit.
About Viggle
New York City-based Viggle Inc. is a loyalty marketing company.
The Company has developed a loyalty program for television that
gives people real rewards for checking into the television shows
they are watching on most mobile operating system. Viggle users
can redeem their points in the app's rewards catalog for items
such as movie tickets, music, or gift cards.
Viggle reported a net loss attributable to common stockholders of
$78.9 million on $25.5 million of revenue for the year ended
June 30, 2015, compared to a net loss attributable to common
stockholders of $68.1 million on $17.98 million of revenues for the
year ended June 30, 2014.
As of June 30, 2015, the Company had $70.2 million in total
assets, $54.08 million in total liabilities, $11.8 million in
series C convertible redeemable preferred stock, and $4.33 million
in total stockholders' equity.
BDO USA, LLP, in New York, issued a "going concern" qualification
on the consolidated financial statements for the year ended
June 30, 2015, citing that the Company has suffered recurring
losses from operations and at June 30, 2015, has a deficiency in
working capital that raise substantial doubt about its ability to
continue as a going concern.
VIGGLE INC: John Small Quits as Chief Financial Officer
-------------------------------------------------------
John Small resigned his position as Viggle Inc.'s chief financial
officer, according to a document filed with the Securities and
Exchange Commission. His employment agreement with the Company has
been terminated as of Oct. 15, 2015.
About Viggle
New York City-based Viggle Inc. is a loyalty marketing company.
The Company has developed a loyalty program for television that
gives people real rewards for checking into the television shows
they are watching on most mobile operating system. Viggle users
can redeem their points in the app's rewards catalog for items
such as movie tickets, music, or gift cards.
Viggle reported a net loss attributable to common stockholders of
$78.9 million on $25.5 million of revenue for the year ended
June 30, 2015, compared to a net loss attributable to common
stockholders of $68.1 million on $17.98 million of revenues for the
year ended June 30, 2014.
As of June 30, 2015, the Company had $70.2 million in total
assets, $54.08 million in total liabilities, $11.8 million in
series C convertible redeemable preferred stock, and $4.33 million
in total stockholders' equity.
BDO USA, LLP, in New York, issued a "going concern" qualification
on the consolidated financial statements for the year ended
June 30, 2015, citing that the Company has suffered recurring
losses from operations and at June 30, 2015, has a deficiency in
working capital that raise substantial doubt about its ability to
continue as a going concern.
VIPER VENTURES: U.S. Trustee's Bid to Dismiss Ch. 11 Case Denied
----------------------------------------------------------------
Judge Catherine Peek McEwen of the United States Bankruptcy Court
for the Middle District of Florida, Tampa Division, denied Guy G.
Gebhardt, Acting United States Trustee for Region 21's motion to
dismiss or convert to Chapter 7 the Chapter 11 case of Viper
Ventures, LLC.
Pursuant to the Order, Judge McEwen directed the Debtor to file all
financial operating reports on or before the 21st day of the month
following the time covered by the report. The Debtor is also
directed to pay quarterly fees to the United States Trustee on or
before the last day of the calendar month following the calendar
quarter for which the fees are owed. Judge McEwen held that she
may dismiss the case for the failure either to file financial
operating reports or to pay quarter fees timely, without further
notice or hearing.
Further, the Debtor is directed to file a declaration of payment of
quarterly fees assessed. Should the Debtor fail to comply with the
timeliness requirements stated in the order, the United States
Trustee will promptly upload an order of dismissal, certifying
within the body of that order the timeliness failure(s), as
established by the Court's own PACER Docket. Upon receipt of the
proposed order, the Court will either enter the order or schedule
an emergency status conference in the case to consider dismissal,
conversion, or the appointment of a trustee or examiner, whichever
is appropriate and in the best interests of the creditors and the
estate.
The U.S. Trustee asked the Court to dismiss or convert the case,
asserting that the Debtor's operating reports are delinquent and
currently outstanding for: June 1-30, 2015; July 1- 31, 2015;
August 1-31, 2015 (due to be filed on or before September 21,
2015); and ongoing. Due to the foregoing, it is unknown whether
accurate and adequate payment of court fees and charges; assessed
as quarterly fees as required by the Bankruptcy Code, Rules, and 28
U.S.C. Section 1930(a)(6) have been made., the U.S. Trustee said.
The Debtor, in response, said its monthly operating report for the
month of June 2015 was filed. The Debtor also said it filed its
monthly operating report for the month of July 2015 and that the
monthly operating report for the month of September 2015 was not
yet due to be filed. Because the monthly operating reports for the
second quarter of 2015 were filed, the total disbursements were
available for the accurate calculation of the quarterly fees for
the second quarter, the Debtor asserted.
The U.S. Trustee, in reply to the Debtor's response, contended that
the Debtor avoids the issue of accurate assessment of quarterly
fees by asserting that the financial reports for the second quarter
of 2015 had all been filed by August 10, 2015, so that "the total
disbursements were available for the accurate calculation of the
quarterly fees for the second quarter." However, quarterly fees
are assessed and due to be paid on or before the last calendar day
of the month following the calendar quarter in which they are
assessed, the U.S. Trustee said. By refusing to timely report all
disbursements until after that last calendar day of the month
following the calendar quarter in which they are assessed, the
assessment of quarterly fees could not be made accurately prior to
their due date, the U.S. Trustee added.
Viper Ventures, LLC is represented by:
Edward J. Peterson, III, Esq.
STICHTER RIEDEL BLAN & POSTLER, P.A.
Stichter Riedel Blain & Postler, P.A.
110 Madison Street, Suite 200
Tampa, FL 33602
Tel: (813) 229-0144
Fax: (813) 229-1811
Email: epeterson@srbp.com
Guy G. Gebhardt, Acting U.S. Trustee, Region 21, is represented
by:
J. Steven Wilkes, Esq.
U.S. Department of Justice
Office of the U.S. Trustee, Region 21
501 East Polk Street, Suite 1200
Tampa, FL 33602
Tel: (813) 228-2000
Fax (813) 228-2303
Email: steven.wilkes@usdoj.gov
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.
According to the docket, the Debtor's Chapter 11 plan and
explanatory disclosure statement are due by July 30, 2015.
VISUALANT INC: J. Kruse Assumes Part Time Gen. Manager Role
-----------------------------------------------------------
Visualant, Inc., announced that Jeffrey Kruse has assumed the part
time position of general manager of TransTech Systems, Inc., the
Company's wholly owned subsidiary, effective Sept. 30, 2015. Mr.
Kruse is no longer considered a 16 (b) officer of Visualant or
TransTech, according to a regulatory filing with the Securities and
Exchange Commission.
About Visualant Inc.
Seattle, Wash.-based Visualant, Inc., was incorporated under the
laws of the State of Nevada on Oct. 8, 1998. The Company
develops low-cost, high speed, light-based security and quality
control solutions for use in homeland security, anti-
counterfeiting, forgery/fraud prevention, brand protection and
process control applications.
Visualant reported a net loss of $1 million on $7.98 million of
revenue for the year ended Sept. 30, 2014, compared to a net loss
of $6.60 million on $8.57 million of revenue for the year ended
Sept. 30, 2013.
As of June 30, 2015, the Company had $2.6 million in total assets,
$5.6 million in total liabilities, all current, and a $3 million
total stockholders' deficit.
PMB Helin Donovan, LLP, in Seattle, Washington, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Sept. 30, 2014. The independent auditors noted that
the Company has sustained a net loss from operations and has an
accumulated deficit since inception. These factors, according to
the auditors, raise substantial doubt about the Company's ability
to continue as a going concern.
VYCOR MEDICAL: Extends 3.9M Common Stock Offering to July 2016
--------------------------------------------------------------
Vycor Medical, Inc., filed a Registration Statement on May 28,
2014, on Form S-1, which was declared effective June 10, 2014, for
the purpose of registering 2,776,052 shares of common stock par
value $0.0001, 1,995,601 shares of common stock underlying Series A
warrants, and 1,995,601 shares of common stock underlying Series B
warrants, offered for sale by selling shareholders under the
Securities Act of 1933.
On Oct. 18, 2015, the Company filed a post-effective amendment No.
1 to the Original Registration Statement which contains an updated
prospectus relating to the offering and sale of shares of common
stock underlying Series A and B warrants. The registration of the
2,776,052 shares of common stock included in the Original
Registration Statement has been terminated as those shares are now
all eligible for an exemption from registration under Rule 144
promulgated under the Securities Act of 1933, as amended. The
Post-Effective Amendment was filed to 1) extend the Company's
offering date until July 31, 2016, and 2) include the audited
financial statements for the year ended Dec. 31, 2014, and
unaudited financial statements for the interim period ended March
31, 2015.
A copy of the amended prospectus is available for free at:
http://is.gd/3iLAWf
About Vycor Medical
Boca Raton, Fla.-based Vycor Medical, Inc. (OTC BB: VYCO)
-- http://www.VycorMedical.com/-- is a medical device company
committed to making neurological brain, spinal and other surgical
procedures safer and more effective. The Company's flagship,
Patent Pending ViewSite(TM) Surgical Access Systems represent an
exciting new minimally invasive access and retraction system that
holds the potential for speedier, safer and more economical brain,
spinal and other surgeries and a quicker patient discharge.
Vycor's innovative medical instruments are designed to optimize
neurosurgical site access, reduce patient risk, accelerate
recovery, and add tangible value to the professional medical
community.
As of June 30, 2015, the Company had $2.75 million in total assets,
$791,597 in total liabilities, all current and $1.93 million in
total stockholders' equity.
Vycor reported a net loss of $4.04 million in 2014, a net loss of
$2.44 million in 2013 and a net loss of $2.93 million in 2012.
WEIGHT WATCHERS: Moody's Affirms B3 CFR on Oprah's Investment
-------------------------------------------------------------
Moody's Investors Service said Weight Watchers International,
Inc.'s announcement that Oprah Winfrey has invested $43 million for
a 10% equity stake is a positive credit development as the new cash
will improve liquidity and Ms. Winfrey's involvement in the
company, including as a board member and spokesperson, could lead
to subscriber growth. However, Weight Watcher's B3 Corporate
Family and senior secured ratings and negative credit outlook are
not affected at this time.
Headquartered in New York, NY, Weight Watchers is a global provider
of weight management services. Moody's expects revenue for 2015 to
be about $1.2 billion.
WP MUSTANG: Moody's Puts B3 CFR Under Review for Upgrade
--------------------------------------------------------
Moody's Investors Service placed the ratings of WP Mustang Holdings
LLC under review for upgrade, including the company's B3 Corporate
Family rating, B3-PD Probability of Default rating, B1 senior
secured first lien credit facilities rating, and Caa2 senior
secured second lien term loan rating. This action follows the
announcement that WP Mustang has entered into a definitive
agreement to be acquired by Wex Inc. in a transaction valued at
approximately $1.5 billion.
The proposed acquisition will be funded through the issuance of new
debt and equity. It is Moody's understanding that this transaction
will likely trigger the change of control clause in WP Mustang's
bank credit agreement. As such, all of WP Mustang's outstanding
debt will likely be retired on close, and all of WP Mustang's
ratings will be withdrawn.
Moody's took these rating actions on WP Mustang Holdings LLC:
Ratings placed under review for upgrade:
-- Corporate Family Rating, B3
-- Probability of Default Rating, B3-PD
-- $100 million senior secured first lien revolving credit
facility due 2019, B1 LGD3
--- $495 million senior secured first lien term loan due 2021,
B1 LGD3
--- $250 million senior secured second lien term loan due 2022,
Caa2 LGD5
The outlook has been changed to rating under review from stable.
RATINGS RATIONALE
The review for upgrade is based upon Moody's view that, should the
acquisition by Wex be consummated, WP Mustang will become part of
an enterprise with a stronger overall credit profile (and hence a
potentially higher rating) than if WP Mustang remains a standalone
company.
Excluding the possible acquisition by Wex, WP Mustang's current B3
CFR reflects the company's high debt leverage owing primarily to
the May 2014 leveraged buyout transaction by Warburg Pincus LLC.
The rating also considers the company's history of growth from
acquisitions and aggressive financial policy. The company's
operating performance deteriorated modestly in late 2014 and
remained soft in the first half of 2015, primarily as result of
lower average fuel prices. Spending on fuel and maintenance
services comprises majority of EFS' transaction volumes, and
therefore exposes the company's revenue and earnings to fuel price
fluctuations. The rating is further constrained by the company's
modest operating scale and its narrow market focus, primarily
serving the over-the-road long-haul trucking and transportation
customers. EFS also has exposure to customer credit risk from its
short-term card receivables and liquidity risk in funding these
receivables. Partially offsetting these concerns, EFS' rating is
supported by favorable demand trends for fleet card services, its
solid market position in the niche OTR trucking market, recurring
transaction-based revenues, and its strong EBITDA margins.
WP Mustang Holdings LLC is the parent company of Electronic Funds
Source LLC (EFS), a leading provider of fleet and corporate payment
services mainly to the transportation industry. The company's
headquarters are in Nashville, TN. EFS reported approximately $158
million in revenues for last twelve months ended June 30, 2015.
WP Mustang Holdings LLC's ratings were assigned by evaluating
factors that Moody's considers relevant to the credit profile of
the issuer, such as the company's (i) business risk and competitive
position compared with others within the industry; (ii) capital
structure and financial risk; (iii) projected performance over the
near to intermediate term; and (iv) management's track record and
tolerance for risk. Moody's compared these attributes against
other issuers both within and outside WP Mustang Holdings LLC's
core industry and believes WP Mustang Holdings LLC's ratings are
comparable to those of other issuers with similar credit risk.
WP MUSTANG: S&P Puts 'B' CCR on CreditWatch Positive
----------------------------------------------------
Standard & Poor's Ratings Services said it placed its ratings,
including its 'B' corporate credit rating, on Nashville,
Tenn.-based WP Mustang Holdings LLC (EFS) on CreditWatch with
positive implications.
As part of the acquisition, S&P expects that the company will
refinance its $250 million in term loans due 2022, and $500 million
in term loans due 2021. S&P will withdraw the ratings on the
company after the transaction closes.
"The CreditWatch placement follows EFS's announcement that WEX Inc.
has agreed to acquire the company from private equity firm Warburg
Pincus," said Standard & Poor's credit analyst Sylvester Malapas.
"We believe the transaction could result in EFS's leverage
decreasing to the 6.5x to 7.5x range on a pro forma-basis, and its
scale significantly improving, which would likely result in an
upgrade of the company," he added.
The corporate credit rating on EFS reflects the company's leverage
of over 8x, financial sponsor ownership, and limited scale.
Partially offsetting these factors include its modest client
attrition, above average profitability, and good market position in
the U.S. fleet OTR card market.
S&P expects to resolve the CreditWatch listing within three months,
with either an upgrade or affirmation when more information
regarding the new capital structure becomes available. S&P will
review its expectations for operating performance and EFS's
financial policy before resolving the CreditWatch listing.
WYNN RESORTS: Moody's Puts Ba1 CFR on Review for Downgrade
----------------------------------------------------------
Moody's Investors Service placed all of the ratings of Wynn
Resorts, Limited's ratings and its subsidiaries on review for
downgrade including the company's Corporate Family Rating of Ba1.
Wynn Resorts, Limited ratings placed on review for downgrade:
Corporate Family Rating -- Ba1
Probability of Default Rating -- Ba1-PD
Wynn Las Vegas, LLC ratings placed on review for downgrade:
$1.8 billion 5 ½% senior notes due 2025 -- Ba2 (LGD 5)
Wynn Macau, Limited ratings placed on review for downgrade:
$1.35 billion 5 ¼% senior notes due 2021 -- Ba2 (LGD 5)
Wynn America, LLC ratings placed on review for downgrade:
$375 million revolver due 2019 - Baa3 (LGD 2)
$875 million delay draw term loan due 2020 -- Baa3 (LGD 2)
Outlook actions:
Wynn America, LLC outlook changed to rating under review from
stable
Wynn Las Vegas, LLC outlook changed to rating under review from
stable
Wynn Macau, Limited outlook changed to rating under review from
stable
Wynn Resorts, Limited outlook, changed to rating under review
from stable
RATINGS RATIONALE
Moody's decision to place Wynn's ratings on review for downgrade
reflects continued uncertainty regarding the performance of the
Macau gaming market, particularly with respect to its effect on
Wynn's ability to rapidly reduce leverage once Wynn Palace, the
company's $4.1 billion Cotai development, opens in the first half
of 2016. Wynn's debt/EBITDA for the latest 12-month period ended
September 30, 2015 was over 7.0 times.
Wynn has spent approximately $3.1 billion on Wynn Palace through
Sept. 30, 2015. The Macau gaming market accounts for about 61% of
Wynn's segment-EBITDA based on the company's September 2015
year-to-date results, and has been declining steadily and
significantly since the middle of 2014.
"Although Wynn's balance sheet includes a considerable amount of
debt used to fund the construction of Wynn Palace, ongoing
challenges and uncertainty in the Macau market, including visa
restrictions, a government crackdown on corruption, and table game
allocations, will make it increasingly difficult for the company to
achieve the return on investment needed to bring leverage back down
to at or below 4.5 times by the end of 2017," stated Keith Foley, a
Senior Vice President at Moody's.
Moody's review will focus on near-term developments in Macau,
including monthly gaming revenue results, developments related to
the Chinese government's action with respect to supporting the
Macau gaming market, and final table game allocations. Also
considered will be the potential impact on Wynn Palace's revenues
and operating margins from the substantial amount of near-term new
supply that is expected to open in Cotai in addition to Wynn's
Palace. These challenges will be considered against the
flexibility Moody's believes Wynn has with respect to its cash flow
profile, including further potential reductions to the amount of
cash dividends paid along with the positive impact on the company's
cash flow profile once the development capital expenditures related
to Wynn Palace are over. Any rating decision will also reflect
Moody's consolidated rating approach to Wynn, whereby we view all
of the operations of company as a single enterprise for analytic
purposes, regardless of whether or not financings for some
subsidiaries are done on a stand-alone basis.
Wynn Resorts, Limited, (Wynn) a Nevada corporation, owns 72.3% of
Wynn Macau, Limited, which operates Wynn Macau and Encore at Wynn
Macau in the Macau Special Administrative Region of the People's
Republic of China. The company also owns 100% of Wynn Las Vegas,
LLC which operates Wynn Las Vegas and Encore at Wynn Las Vegas in
Las Vegas, Nevada; and 100% of Wynn America, LLC (Wynn America),
the entity and debt obligor that owns the license for the company's
Massachusetts $1.6 billion casino development. Consolidated net
revenue for the latest twelve months ended September 30, 2015 was
about $4.3 billion.
The principal methodology used in these ratings was Global Gaming
Industry published in June 2014.
YUM! BRANDS: Moody's Lowers Rating on Sr. Unsecured Notes to Ba1
----------------------------------------------------------------
Moody's Investors Service downgraded Yum! Brands, Inc.'s senior
unsecured notes to Ba1 from Baa3 and the company's Baa2 guaranteed
senior unsecured bank rating remains unchanged. In addition,
Moody's assigned Yum a Ba1 Corporate Family Rating and Ba1-PD
Probability of Default Rating. All ratings are on review for
downgrade.
Ratings downgraded and placed on review for further downgrade are:
-- Senior Unsecured notes ratings at Ba1 (LGD 4)
-- Senior Unsecured Shelf rating at (P)Ba1
Ratings placed on review for downgrade are:
-- Senior Unsecured Guaranteed Bank Credit Facility rating at
Baa2 (LGD 2)
Ratings assigned and placed on review for downgrade are:
-- Ba1 Corporate Family Rating
-- Ba1-PD Probability of Default Rating
RATINGS RATIONALE
The downgrade and continuing review for downgrade was prompted by
Yum's announcement that it is committed to returning substantial
capital to shareholders in conjunction with the separation of its
Yum China Division (Yum China) that will occur as the company
transitions to a non-investment grade credit rating with a balance
sheet more consistent with highly leveraged peer restaurant
franchise companies. Yum expects to separate Yum China into an
independent publicly-traded company through a tax free distribution
to shareholders. Moody's views these initiatives as the adoption
of a significantly more aggressive financial policy that is
expected to result in a highly leveraged capital structure and
limit its financial flexibility. At this point, Yum has not
outlined details regarding a definitive organizational structure or
more permanent capital structure, but stated that the
implementation and execution of these initiatives will result in
the company transitioning to a highly leveraged non-investment
grade credit profile. While Yum's China Division accounted for
only about 16% of systemwide restaurants, the division generated
approximately 49% of consolidated earnings (before unallocated
costs and corporate expenses) for the 3Q15 and about 39% for the
nine months ended Sept. 5, 2015. China also represented a majority
of Yum's consolidated rent expense and as a result a material
percentage of its adjusted debt.
"Overall, Moody's views Yum's public commitment to returning
capital to shareholders and structural changes to its business as
the adoption of a significantly more aggressive financial policy in
favor of shareholders that is expected to result in a highly
leveraged capital structure and limited financial flexibility."
stated Moody's Senior Credit Officer Bill Fahy. "Moreover, despite
Yum's significant scale, geographic reach, brand diversity and
franchise business model a further downgrade is possible and may
not be limited to one rating level given Yum's announced
initiatives and stated intentions,", stated Fahy.
Moody's review will focus on the extent to which Yum's structural
changes and financial policy will negatively impact its capital
structure, credit metrics and liquidity as it focuses on meeting
its publicly stated intentions of returning substantial capital to
shareholders, separating Yum China and transitioning to a
non-investment grade rating consistent with a group of highly
leveraged restaurant peers.
Overall, Yum's ratings could be downgraded in the event operating
performance deteriorated or the adoption of a more aggressive
financial policy resulted in debt/EBITDA of above 4.0 times,
EBIT/Interest well below 3.0 times, or retained cash flow/debt
falling well below 20% on a sustained basis. For the LTM period
ending June 30, 2015, leverage on a debt to EBITDA basis was about
2.9 times, EBITA coverage of interest was around 4.7 times and
retained cash flow to debt was approximately 19%.
Yum! Brands, Inc. headquartered in Louisville, Kentucky, is an
owner, operator and franchisor of quick service restaurants with
brands that include KFC, Taco Bell, and Pizza Hut. Annual revenues
are over $13 billion.
Z'TEJAS SCOTTSDALE: Proposes Dec. 21, 2015 Deadline for Claims
--------------------------------------------------------------
Z'Tejas Scottsdale LLC has filed a motion seeking court approval to
establish Dec. 21, 2015, as the deadline for creditors to file
their pre-bankruptcy claims.
This deadline is called a "bar date" because it means that
creditors who come forward after that date may be "barred" from
ever filing a claim against the company.
In the same filing, Z'Tejas also asked for approval from the U.S.
Bankruptcy Court in Arizona to establish Jan. 18, 2016, as the
deadline for governmental units to file their pre-bankruptcy
claims.
The motion is on U.S. Bankruptcy Judge Paul Sala's calendar for
Nov. 16.
About Z'Tejas Scottsdale
Based in Scottsdale, Arizona, Z'Tejas Scottsdale, LLC, et al.,
operate 9 Z'Tejas, Z'Tejas Southwestern Grill and Taco Guild
restaurants within the United States. The restaurant chain was
founded in 1989 by Larry Foels and Guy Villavso. Z'Tejas boasts of
exceptional and innovative food and a unique look at each location
to provide a "non-chain feel". Five restaurants are in Arizona,
three are in Austin, Texas, and one in Costa Mesa, California. The
company has 300 full time employees and 425 part-time employees.
Z'Tejas Scottsdale and its affiliates sought Chapter 11 protection
(Bankr. D. Ariz. Lead Case No. 15-09178) in Phoenix on July 22,
2015. The cases are assigned to Judge Paul Sala.
The Debtors have tapped Nussbaum Gillis & Dinner, P.C., and
Pachulski Stang Ziehl & Jones LLP as attorneys, and Mastodon
Ventures, Inc., as investment banker.
Lender Cornbread Ventures, LP, is represented by Jordan A. Kroop,
Esq., at Perkins Coie LLP, in Phoenix, Arizona.
The U.S. trustee overseeing the Debtors' bankruptcy cases appointed
Farmers Insurance Company and The Wasserstrom Company to serve on
the official committee of unsecured creditors. Schneider & Onofry,
P.C. represents the committee.
ZOGENIX INC: Gets Additional Information Request from FDA
---------------------------------------------------------
Zogenix, Inc., announced the recent receipt of a request from the
U.S. Food and Drug Administration for additional information
related to Zogenix's proposed Phase 3 program for ZX008 prior to
the FDA declaring Zogenix's Investigational New Drug Application
effective. ZX008 previously received orphan drug designation from
the FDA and is expected to enter Phase 3 clinical studies for the
treatment of Dravet syndrome, a rare and debilitating form of
epilepsy that begins in infancy.
The FDA's specific information requests are related to normative
ranges for echocardiograms being conducted during the course of the
pediatric Phase 3 program and an amended Phase 3 study protocol to
reflect a required follow-up echocardiogram three to six months
after patients discontinue treatment with ZX008. Zogenix responded
with the requested information required to initiate the clinical
program, and the expected ZX008 clinical development timeline
remains unchanged, including the expectation that the Phase 3
program will begin in the fourth quarter of 2015.
About Zogenix Inc.
Zogenix, Inc. (NASDAQ: ZGNX), with offices in San Diego and
Emeryville, California, is a pharmaceutical company
commercializing and developing products for the treatment of
central nervous system disorders and pain.
Zogenix reported net income of $8.58 million in 2014 following a
net loss of $80.85 million in 2013.
As of June 30, 2015, the Company had $246.7 million in total
assets, $138.6 million in total liabilities and $108.1 million in
total stockholders' equity.
Ernst & Young LLP, in San Diego, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2014, citing that the Company's
recurring losses from operations and negative cash flows from
operating activities raise substantial doubt about its ability to
continue as a going concern.
ZUCKER GOLDBERG: Final Order Authorizing Cash Use Entered
---------------------------------------------------------
At the best of Zucker, Goldberg & Ackerman, LLC, Judge Christine M.
Gravelle entered a final order authorizing the Debtor to use cash
collateral of JPMorgan Chase for the wind down of its operations.
The Debtor is authorized to use cash collateral in accordance with
the terms, scope and duration of the budget.
In exchange for the Debtor's waiver under 11 U.S.C. Sec. 506(a),
Chase consents to a carve-out from its prepetition liens in the
collateral in an amount not to exceed $150,000 for (a) all fees
required to be paid to the Clerk of the Bankruptcy Court and to the
Office of the U.S. Trustee, and (b) for all reasonable fees and
costs incurred by the Debtor's and the Committee's respective
court-approved counsel, financial advisors, and other
professionals. Inclusive of the Carve-Out, there will be $35,000
reserved for the Committee for its reasonable fees and costs for
conducting any challenge of the lenders' liens.
As adequate protection for its interests, Chase will receive
replacement security interests, an allowed superpriority
administrative expense claim, and payment of all accrued and unpaid
interest and repayment of the Debtor's obligations. Chase will
have the unqualified right to credit bid up to the amount of the
Debtor's obligations any sale occurring pursuant to 11 U.S.C. Sec.
363.
No sale under Sec. 363, outside the ordinary course of business,
will be authorized without Chase's consent, or an order under Sec.
363.
The Official Committee of Unsecured Creditors filed objections to
the Debtor's motion. The Committee objects to the payment of a
financing fee and reimbursement of counsel fees to JPMorgan Chase.
In response, the Debtor says the Committee's misunderstanding that
these amounts are to be paid postpetition. The payments to Chase,
which were required under the forbearance agreement, were paid
prepetition. As to the Committee's objection to the Debtor's
retention of Brown Moskowitz & Kallen, P.C., as special counsel on
an hourly basis, the Debtor says taht the nature of actions for
which BMK is to be retained are not appropriately suited for a
contingency arrangement.
Another party, ServiceLink NL, LLC, filed a limited objection.
ServiceLink, which has a claim for unpaid pass-through expenses in
excess of $6,100,000, said it does not oppose entry of a final
order provided that ServiceLink's right is reserved with respect to
any claim of Chase to funds held in trust for ServiceLink, an any
release given to Chase is not binding to ServiceLink. In response,
the Debtor says that the issues raised by ServiceLink will be
joined and resolved in a separate proceeding, at which time the
Debtor is confident that the Court will find that there is no merit
to the assertion of a trust relationship.
A copy of the Final Cash Collateral Order is available for free
at:
http://bankrupt.com/misc/Zucker_G_157_Final_Cash_Ord.pdf
ServiceLink is represented by:
BABST, CALLAND, CLEMENTS AND ZOMNIR, P.C.
David W. Ross, Esq.
Erica L. Koehl, Esq.
Two Gateway Center, 7th Floor
Pittsburgh, PA 15222
Tel: (412) 394-5400
E-mail: dross@babstcalland.com
ekoehl@babstcalland.com
- and -
RABINOWITZ, LUBETKIN & TULLY, L.L.C.
Jonathan I. Rabinowitz, Esq.
John J. Harmon, Esq.
239 Eisenhower Parkway, Suite 100
Livingston, NJ 07039
Tel: (973) 597-9100
Fax: (973) 597-9119
E-mail: jrabinowitz@rltlawfirm.com
jharmon@rltlawfirm.com
The Creditors' Committee is represented by:
McCARTER & ENGLISH, LLP
David J. Adler, Esq.
Matthew B. Heimann, Esq.
Four Gateway Center
100 Mulberry Street
Newark, NJ 07102
Tel: (973) 622-4444
Fax: (973) 624-7070
E-mail: dadler@mccarter.com
mheimann@mccarter.com
About Zucker Goldberg
Formed in 1923 as Zucker & Goldberg, law firm Zucker, Goldberg &
Ackerman, LLC, is primarily engaged in the representation of
lenders and secured parties in foreclosure matters, insolvency
proceedings and related matters. The sole members of ZGA are
Michael S. Ackerman, Esq. and Joel Ackerman, Esq. Michael S.
Ackerman is the managing member of the firm. ZGA's primary
offices are in Mountainside, New Jersey.
Zucker, Goldberg & Ackerman, LLC, sought Chapter 11 protection
(Bankr. D.N.J. Case No. 15-24585) in Newark, New Jersey, on
Aug. 3, 2015, to complete the orderly liquidation of the business.
The case is assigned to Judge Christine M. Gravelle.
The Debtor disclosed total assets of $11.5 million and total
liabilities of $53.3 million as of June 30, 2015.
ZGA tapped Wasserman, Jurista & Stolz, P.C. as bankruptcy counsel;
Brown, Moskowitz & Kallen, P.C., as special litigation counsel;
Genova Burns as labor counsel; and BMC Group, Inc., as noticing and
balloting agent.
The Official Committee of Unsecured Creditors tapped McCarter &
English, LLP, as attorneys.
[*] Phone Scam Targets Bankruptcy Filers
----------------------------------------
A sophisticated phone scam is targeting bankruptcy filers in
several states, using personal information from filings and posing
as attorneys to get intended victims to immediately wire money to
satisfy a debt.
The National Association of Consumer Bankruptcy Attorneys issued a
warning that "Under no circumstances would a bankruptcy attorney or
staff member telephone a client and ask for a wire transfer
immediately to satisfy a debt. Nor would the bankruptcy attorney
and staff ever threaten arrest if a debt isn't paid."
Bankruptcy filers in Vermont and Virginia reportedly have received
calls. Vermont's Attorney General says scammers use software to
"spoof" the Caller ID system so the call appears to be originating
from the phone line of the consumer's bankruptcy attorney.
Typically the calls come late in the evening or during non-business
hours to make it difficult for intended victims to verify the call
by contacting their attorney.
Consumers receiving this kind of call are advised to hang up and
contact their bankruptcy attorney as soon as possible. Do not give
any personal or financial account information to the caller.
[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Donnie G. Norris
Bankr. N.D. Ala. Case No. 15-03662
Chapter 11 Petition filed September 14, 2015
In re Curtis Edward Sheldon and Tanisha Renee Sheldon
Bankr. D. Ariz. Case No. 15-11675
Chapter 11 Petition filed September 14, 2015
In re Ronald J Gollhofer and Karen R Gollhofer
Bankr. D. Ariz. Case No. 15-11680
Chapter 11 Petition filed September 14, 2015
In re Jose A Dominguez
Bankr. D. Ariz. Case No. 15-11701
Chapter 11 Petition filed September 14, 2015
In re Mark Fetter
Bankr. D.Ariz. Case No. 15-11709
Chapter 11 Petition filed September 14, 2015
In re Tom Gjuraj
Bankr. D. Conn. Case No. 15-51297
Chapter 11 Petition filed September 14, 2015
In re IntelaCloud, LLC
Bankr. M.D. Fla. Case No. 15-04083
Chapter 11 Petition filed September 14, 2015
See http://bankrupt.com/misc/flmb15-04083.pdf
represented by: Robert A Heekin, Jr, Esq.
THAMES MARKEY AND HEEKIN, PA
E-mail: rah@tmhlaw.net
In re The Equitable Management Group and Service of Orlando, LLC
Bankr. M.D. Fla. Case No. 15-07820
Chapter 11 Petition filed September 14, 2015
See http://bankrupt.com/misc/flmb15-07820.pdf
represented by: A Clifton Black, Esq.
E-mail: cblack@cliftonblack.com
In re Zenon E Dawidowicz and Maria L Dawidowicz
Bankr. D.N.J. Case No. 15-27304
Chapter 11 Petition filed September 14, 2015
In re Patricia Rebraca
Bankr. S.D.N.Y. Case No. 15-36683
Chapter 11 Petition filed September 14, 2015
represented by: Lewis D. Wrobel, Esq.
E-mail: lewiswrobel@verizon.net
In re Gerald J Casesa
Bankr. S.D.N.Y. Case No. 15-36684
Chapter 11 Petition filed September 14, 2015
represented by: Todd S. Cushner, Esq.
GARVEY TIRELLI & CUSHNER LTD.
E-mail: todd@thegtcfirm.com
In re Egan Enterprises, Inc.
Bankr. E.D. Pa. Case No. 15-16595
Chapter 11 Petition filed September 14, 2015
See http://bankrupt.com/misc/paeb15-16595.pdf
represented by: John A. Digiamberardino, Esq.
CASE & DIGIAMBERARDINO, P.C.
E-mail: jad@cdllawoffice.com
In re Marketing and Printing Solutions, Inc.
Bankr. D.P.R. Case No. 15-07065
Chapter 11 Petition filed September 14, 2015
See http://bankrupt.com/misc/prb15-07065.pdf
represented by: Jacqueline Hernandez Santiago, Esq.
JACQUELINE HERNANDEZ SANTIAGO
E-mail: quiebras1@gmail.com
In re Midsouth Capital, LP
Bankr. N.D. Tex. Case No. 15-33736
Chapter 11 Petition filed September 14, 2015
See http://bankrupt.com/misc/txnb15-33736.pdf
represented by: Joyce W. Lindauer, Esq.
JOYCE W. LINDAUER ATTORNEY, PLLC
E-mail: joyce@joycelindauer.com
In re Jeffrey A Webb and Donna J Webb
Bankr. W.D. Wash. Case No. 15-15495
Chapter 11 Petition filed September 14, 2015
In re Iqbal Mahmood
Bankr. C.D. Cal. Case No. 15-25281
Chapter 11 Petition filed October 4, 2015
In re Sampson B. Sarpong
Bankr. D. Md. Case No. 15-23796
Chapter 11 Petition filed October 5, 2015
In re Ear Homes LLC
Bankr. N.D. Cal. Case No. 15-43093
Chapter 11 Petition filed October 8, 2015
See http://bankrupt.com/misc/canb15-43093.pdf
filed Pro Se
In re Doina Carmen Harra Nicodivi
Bankr. S.D. Fla. Case No. 15-27955
Chapter 11 Petition filed October 8, 2015
In re Black Ridge Energy Services, Inc
Bankr. D. Idaho Case No. 15-40956
Chapter 11 Petition filed October 8, 2015
See http://bankrupt.com/misc/idb15-40956.pdf
represented by: Brent T Robinson, Esq.
ROBINSON & TRIBE
E-mail: btr@idlawfirm.com
In re Nierzwicki Holdings, LLC
Bankr. E.D. Ky. Case No. 15-51985
Chapter 11 Petition filed October 8, 2015
See http://bankrupt.com/misc/kyeb15-51985.pdf
represented by: Laura Day DelCotto, Esq.
DELCOTTO LAW GROUP PLLC
E-mail: ldelcotto@dlgfirm.com
In re CDHP Holdings LLC
Bankr. E.D. Ky. Case No. 15-51986
Chapter 11 Petition filed October 8, 2015
See http://bankrupt.com/misc/kyeb15-51986.pdf
represented by: Laura Day DelCotto, Esq.
DELCOTTO LAW GROUP PLLC
E-mail: ldelcotto@dlgfirm.com
In re Isam Hijazi
Bankr. D. Mass. Case No. 15-13903
Chapter 11 Petition filed October 8, 2015
In re The Hopp Family Trust dated February 25, 2010
Bankr. W.D. Mo. Case No. 15-61104
Chapter 11 Petition filed October 8, 2015
See http://bankrupt.com/misc/mowb15-61104.pdf
represented by: David E. Schroeder, Esq.
DAVID SCHROEDER LAW OFFICES, PC
E-mail: bk1@dschroederlaw.com
In re Elias George Gharzouzi
Bankr. E.D. Penn. Case No. 15-17279
Chapter 11 Petition filed October 8, 2015
In re Thiruselvam Sakthiveil
Bankr. D. Ariz. Case No. 15-12978
Chapter 11 Petition filed October 9, 2015
In re OM Restaurant Management, LLC
Bankr. C.D. Cal. Case No. 15-14927
Chapter 11 Petition filed October 9, 2015
See http://bankrupt.com/misc/cacb15-14927.pdf
represented by: Michael G Spector, Esq.
LAW OFFICES OF MICHAEL G. SPECTOR
E-mail: mgspector@aol.com
In re Italgres Italian Ceramic Tile, Inc.
Bankr. C.D. Cal. Case No. 15-14933
Chapter 11 Petition filed October 9, 2015
See http://bankrupt.com/misc/cacb15-14933.pdf
represented by: Michael Jones, Esq.
M JONES & ASSOICATES, PC
E-mail: mike@mjthelawyer.com
In re Frank Spotnitz and Melissa Lefante
Bankr. C.D. Cal. Case No. 15-25584
Chapter 11 Petition filed October 9, 2015
See http://bankrupt.com/misc/cacb15-25584.pdf
represented by: Jason Wallach, Esq.
GIPSON HOFFMAN & PANCIONE
E-mail: jwallach@ghplaw.com
In re Nakatoma Acquisitions LLC
Bankr. N.D. Cal. Case No. 15-43100
Chapter 11 Petition filed October 9, 2015
See http://bankrupt.com/misc/canb15-43100.pdf
filed Pro Se
In re Richard Dennis Haynes and Barbara Diane Haynes
Bankr. S.D. Fla. Case No. 15-27975
Chapter 11 Petition filed October 9, 2015
In re Theresa A. Bennett
Bankr. S.D. Fla. Case No. 15-28008
Chapter 11 Petition filed October 9, 2015
In re Deepstep Contractors, LLC
Bankr. M.D. Ga. Case No. 15-52371
Chapter 11 Petition filed October 9, 2015
See http://bankrupt.com/misc/gamb15-52371.pdf
represented by: Wesley J. Boyer, Esq.
KATZ, FLATAU, POPSON AND BOYER, LLP
E-mail: wjboyer_2000@yahoo.com
In re Mid Michigan Equestrian Center, Inc.
Bankr. W.D. Mich. Case No. 15-05571
Chapter 11 Petition filed October 9, 2015
See http://bankrupt.com/misc/miwb15-05571.pdf
represented by: James M. Keller, Jr., Esq.
KELLER & ALMASSIAN PLC
E-mail: ecf@kalawgr.com
In re The Liquor Cabinet, LLC
Bankr. E.D. Tex. Case No. 15-41822
Chapter 11 Petition filed October 9, 2015
See http://bankrupt.com/misc/txeb15-41822.pdf
represented by: Dennis Olson, Esq.
OLSON NICOUD & GUECK, LLP
E-mail: denniso@dallas-law.com
In re Kiku, LLC
Bankr. E.D. Wis. Case No. 15-31313
Chapter 11 Petition filed October 9, 2015
See http://bankrupt.com/misc/wieb15-31313.pdf
represented by: Jonathan V. Goodman, Esq.
LAW OFFICES OF JONATHAN V. GOODMAN
E-mail: jgoodman@ameritech.net
In re Richard James Dadasiewicz and Denise Dadeaiewicz
Bankr. D. Ariz. Case No. 15-13022
Chapter 11 Petition filed October 12, 2015
In re Classic Auto Holding
Bankr. S.D. Fla. Case No. 15-28091
Chapter 11 Petition filed October 12, 2015
See http://bankrupt.com/misc/flsb15-28091.pdf
represented by: Kevin C. Gleason, Esq.
FLORIDA BANKRUPTCY GROUP, LLC
E-mail: kgpaecmf@aol.com
In re Blue Marlin Motors of Stuart
Bankr. S.D. Fla. Case No. 15-28093
Chapter 11 Petition filed October 12, 2015
See http://bankrupt.com/misc/flsb15-28093.pdf
represented by: Kevin C. Gleason, Esq.
FLORIDA BANKRUPTCY GROUP, LLC
E-mail: kgpaecmf@aol.com
In re Edward Lugo
Bankr. S.D. Fla. Case No. 15-28110
Chapter 11 Petition filed October 12, 2015
In re Crisp N Clean-Chicago Sacramento, Inc.
Bankr. N.D. Ill. Case No. 15-34668
Chapter 11 Petition filed October 12, 2015
See http://bankrupt.com/misc/ilnb15-34668.pdf
represented by: William Murakowski, Esq.
LAW OFFICE OF WILLIAM M. MURAKOWSKI, P.C
E-mail: caine93@live.com
In re Daniel James Larson and Mary Francis Larson
Bankr. S.D. Ind. Case No. 15-08546
Chapter 11 Petition filed October 12, 2015
In re God's Angels In The Field, LLC
Bankr. M.D. La. Case No. 15-11248
Chapter 11 Petition filed October 12, 2015
See http://bankrupt.com/misc/lamb15-11248.pdf
represented by: Daniel Frazier, Jr., Esq.
FRAZIER LAW OFFICE
E-mail: dfrazierloi@aol.com
In re Valerie Sigal
Bankr. E.D.N.Y. Case No. 15-44627
Chapter 11 Petition filed October 12, 2015
In re Jan M Berkowitz
Bankr. W.D.N.C. Case No. 15-50673
Chapter 11 Petition filed October 12, 2015
In re James Russell Summers
Bankr. E.D. Tenn. Case No. 15-14469
Chapter 11 Petition filed October 12, 2015
In re Susan Camille Scarlett
Bankr. E.D. Tenn. Case No. 15-33040
Chapter 11 Petition filed October 12, 2015
In re Jack C Pryor
Bankr. C.D. Cal. Case No. 15-19998
Chapter 11 Petition filed October 13, 2015
In re Kim Narog and Leslie A. Narog
Bankr. N.D. Cal. Case No. 15-53260
Chapter 11 Petition filed October 13, 2015
In re Enrique V. Greenberg
Bankr. S.D. Cal. Case No. 15-06578
Chapter 11 Petition filed October 13, 2015
In re Julio Prudencia
Bankr. D.D.C. Case No. 15-00535
Chapter 11 Petition filed October 13, 2015
In re Ontario Century Property, LLC
Bankr. N.D. Ill. Case No. 15-34713
Chapter 11 Petition filed October 13, 2015
See http://bankrupt.com/misc/ilnb15-34713.pdf
represented by: Joel A Schechter, Esq.
LAW OFFICES OF JOEL SCHECHTER
E-mail: joelschechter@covad.net
In re Alemayehu G Maru and Yanet M Kebreab
Bankr. D. Md. Case No. 15-24165
Chapter 11 Petition filed October 13, 2015
In re The New Good Samaritan Baptist Church
Bankr. D. Md. Case No. 15-24217
Chapter 11 Petition filed October 13, 2015
See http://bankrupt.com/misc/mdb15-24217.pdf
represented by: Aryeh E. Stein, Esq.
MERIDIAN LAW, LLC
E-mail: astein@meridianlawfirm.com
In re Jimmie L. Brown
Bankr. E.D. Mo. Case No. 15-47719
Chapter 11 Petition filed October 13, 2015
In re Munish Sawhney
Bankr. D.N.J. Case No. 15-29250
Chapter 11 Petition filed October 13, 2015
In re Benita W Scott
Bankr. E.D.N.C. Case No. 15-05578
Chapter 11 Petition filed October 13, 2015
In re Deirdre Seeds
Bankr. E.D. Tex. Case No. 15-41829
Chapter 11 Petition filed October 13, 2015
In re CC Sports Injury LLC
Bankr. W.D. Wash. Case No. 15-16111
Chapter 11 Petition filed October 13, 2015
See http://bankrupt.com/misc/wawb15-16111.pdf
represented by: Patrick H Brick, Esq.
E-mail: bricklaw@msn.com
In re Ronda Sneva
Bankr. D. Ariz. Case No. 15-13185
Chapter 11 Petition filed October 14, 2015
In re Anna Karina Herzog
Bankr. C.D. Cal. Case No. 15-20045
Chapter 11 Petition filed October 14, 2015
filed Pro Se
In re Bodi Care Cosmetics, LLC
Bankr. M.D. Fla. Case No. 15-10422
Chapter 11 Petition filed October 14, 2015
See http://bankrupt.com/misc/flmb15-10422.pdf
represented by: Jake C Blanchard, Esq.
BLANCHARD LAW, PA
E-mail: jake@jakeblanchardlaw.com
In re Johnson Lawn & Outdoor Equipment Inc.
Bankr. S.D. Miss. Case No. 15-03189
Chapter 11 Petition filed October 14, 2015
See http://bankrupt.com/misc/mssb15-03189.pdf
represented by: Craig M. Geno, Esq.
LAW OFFICES OF CRAIG M. GENO, PLLC
E-mail: cmgeno@cmgenolaw.com
In re Shlomo Felsenstein
Bankr. E.D.N.Y. Case No. 15-44667
Chapter 11 Petition filed October 14, 2015
In re Andrew L. Coleman and Shirley L. Coleman
Bankr. M.D. Penn. Case No. 15-04464
Chapter 11 Petition filed October 14, 2015
In re Tender Loving Home Health Care, Inc.
Bankr. W.D. Penn. Case No. 15-23759
Chapter 11 Petition filed October 14, 2015
See http://bankrupt.com/misc/pawb15-23759.pdf
represented by: Christopher M. Frye, Esq.
STEIDL & STEINBERG
E-mail: chris.frye@steidl-steinberg.com
In re Coco's Place, LLC
Bankr. W.D. Penn. Case No. 15-23766
Chapter 11 Petition filed October 14, 2015
See http://bankrupt.com/misc/pawb15-23766.pdf
represented by: Brian C. Thompson, Esq.
THOMPSON LAW GROUP, P.C.
E-mail: bthompson@ThompsonAttorney.com
In re Jason B. McReynolds
Bankr. M.D. Tenn. Case No. 15-07384
Chapter 11 Petition filed October 14, 2015
In re Dave Glenn Henry and Susan K Brady-Henry
Bankr. C.D. Cal. Case No. 15-25861
Chapter 11 Petition filed October 15, 2015
filed Pro Se
In re Michael Maimon
Bankr. C.D. Cal. Case No. 15-25896
Chapter 11 Petition filed October 15, 2015
filed Pro Se
In re L2 Entertainment Corp.
Bankr. M.D. Fla. Case No. 15-08735
Chapter 11 Petition filed October 15, 2015
filed Pro Se
In re Ramon F. Ortiz, D.M.D. M.S., P.A.
Bankr. M.D. Fla. Case No. 15-10434
Chapter 11 Petition filed October 15, 2015
See http://bankrupt.com/misc/flmb15-10434.pdf
represented by: Matthew B. Hale, Esq.
STICHTER, RIEDEL, BLAIN & POSTLER
E-mail: mhale.ecf@srbp.com
In re Atlantic Coast Refining, Inc.
Bankr. S.D. Fla. Case No. 15-28337
Chapter 11 Petition filed October 15, 2015
See http://bankrupt.com/misc/flsb15-28337.pdf
represented by: Melissa Alagna, Esq.
SEGALL GORDICH PA
E-mail: mma@segallgordich.com
In re St. Mark Christian Methodist Episcopal Church, an Illinois
Religious Corporation
Bankr. N.D. Ill. Case No. 15-35052
Chapter 11 Petition filed October 15, 2015
See http://bankrupt.com/misc/ilnb15-35052.pdf
represented by: Chris D. Rouskey, Esq.
ROUSKEY AND BALDACCI
E-mail: rouskey-baldacci@sbcglobal.net
In re Yosi Shemtov
Bankr. E.D.N.Y. Case No. 15-44706
Chapter 11 Petition filed October 15, 2015
In re Gold Coast Homes @ Crooked Park, Inc.
Bankr. E.D.N.Y. Case No. 15-74428
Chapter 11 Petition filed October 15, 2015
See http://bankrupt.com/misc/nyeb15-74428.pdf
filed Pro Se
In re Richard L Harris
Bankr. S.D. Ohio Case No. 15-33366
Chapter 11 Petition filed October 15, 2015
In re Haro Development Corp
Bankr. D.P.R. Case No. 15-08043
Chapter 11 Petition filed October 15, 2015
See http://bankrupt.com/misc/prb15-08043.pdf
represented by: Maximiliano Trujillo-Gonzalez, Esq.
MAXIMILIANO TRUJILLO LAW OFFICE
E-mail: maxtrujillolegal@gmail.com
In re Joel Blanchette
Bankr. S.D. Tex. Case No. 15-35477
Chapter 11 Petition filed October 15, 2015
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.
Copyright 2015. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers. Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.
The TCR subscription rate is $975 for 6 months delivered via
e-mail. Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each. For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-362-8552.
*** End of Transmission ***